Disclosure Document Dated May 8, 2020

Disclosure Document For private circulation only

CIN - L17110MH1973PLC019786 Registered Office: 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai – 400 021 Compliance Officers: K. Sethuraman and Savithri Parekh Tel: +91-22-3555 5000; Fax: +91-22-2204 2268; E-mail: [email protected]; Website: www.ril.com DISCLOSURE DOCUMENT DATED MAY 8, 2020 Disclosure Document for issue by way of private placement by Reliance Industries Limited (“RIL” or the “Company” or the “Issuer”) of (i) 35,000 unsecured redeemable fixed coupon, non-convertible debentures - PPD Series M1 of the face value of Rs. 10,00,000 each, with marketable lot of one, for cash aggregating to Rs. 3,500 Crore with an option to retain oversubscription up to Rs. 1,000 Crore aggregating to Rs. 4,500 Crore (“PPD Series M1 Debentures”); (ii) 5,000 unsecured redeemable fixed coupon, non-convertible debentures - PPD Series M2 of the face value of Rs. 10,00,000 each, with marketable lot of one, for cash aggregating to Rs. 500 Crore with an option to retain oversubscription up to Rs. 500 Crore aggregating to Rs. 1,000 Crore (“PPD Series M2 Debentures”); and (iii) 40,000 unsecured redeemable fixed coupon, non-convertible debentures - PPD Series M3 of the face value of Rs. 10,00,000 each, with marketable lot of one, for cash aggregating to Rs. 4,000 Crore with an option to retain oversubscription up to Rs. 1,000 Crore aggregating to Rs. 5,000 Crore (“PPD Series M3 Debentures”). The PPD Series M1 Debentures, PPD Series M2 Debentures and PPD Series M3 Debentures shall collectively be referred to as “Debentures” and the issuance of Debentures shall collectively be referred to as “Issue”. 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 (THE “COMPANIES ACT”), 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 “CARE AAA/ Stable” (“CARE TRIPLE A rating with stable outlook”) by CARE Ratings Limited (CRISIL 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 and M to this Disclosure Document for rating letters by the Credit Rating Agencies.

LISTING

The Debentures are proposed to be separately listed on Negotiated Trade Reporting Platform under new debt market of the National Stock Exchange of India Limited (“NSE”) and the Wholesale Debt Market segment 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 May 8, 2020 and BSE has given its in-principle listing approval for the Debentures proposed to be offered through this Disclosure Document vide its letter dated May 8, 2020. Please refer to Annexures N and O 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 May 12, 2020 May 12, 2020 May 13, 2020 May 13, 2020 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 Strictly Confidential Disclosure Document For private circulation only

Axis Trustee Services Limited Link Intime India Private Limited CIN: U74999MH2008PLC182264 nd CIN: U67190MH1999PTC118368 The Ruby, 2 Floor, SW C-101, 247 Park, L B S Marg, 29, Senapati Bapat Marg, Dadar Vikhroli West, Mumbai 400 083 West Mumbai – 400 028 Tel: +91-22-4918 6200 Tel: +91-22–6230 0451 Fax: +91-22-4918 6060 Fax: +91-22-6230 0700 Website Address: www.linkintime.co.in Website Address: www.axistrustee.com Email: [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 ...... 14 2.1 About the Issuer ...... 14 2.2 Brief summary of Business/ Activities of the Issuer and its line of Business ...... 17 2.2.1 Overview ...... 17 2.2.2 Corporate Structure ...... 27 2.2.3 Key Operational and Financial Parameters for the last 3 Audited years ...... 31 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. March 31, 2020 ...... 34 2.3.2 Changes in Capital structure as on last quarter end, i.e. March 31, 2020 for the last 5 years* ...... 34 2.3.3 Equity Share Capital History of the Company as on last quarter end i.e. March 31, 2020 for the last 5 Years ...... 35 2.3.4 Details of any Acquisition or Amalgamation in the last 1 year ...... 42 2.3.5 Details of any Reorganization or Reconstruction in the last 1 year ...... 44 2.4 Details of the shareholding of the Company as on the latest quarter end i.e. March 31, 2020 ...... 45 2.4.1 Shareholding pattern of the Company as on last quarter end i.e. March 31, 2020* 45 2.4.2 List of top 10 holders of equity shares of the Company as on the latest quarter end i.e. March 31, 2020 ...... 46 2.5 Details regarding the Directors of the Company ...... 46 2.5.1 Details of the current Directors of the Company as of the date of this Disclosure Document ...... 46 2.5.2 Details of change in Directors since last three years ...... 48 2.6 Details regarding the Auditors of the Company ...... 48 2.6.1 Details of the statutory auditors of the Company ...... 48 2.6.2 Details of change in statutory auditors since last three years ...... 49 2.7 Details of borrowings of the Company as on latest quarter ended i.e. March 31, 2020 ...... 49 2.7.1 Details of Secured Loan Facilities* ...... 49 2.7.2 Details of Unsecured Loan Facilities (as on March 31, 2020)* ...... 50 2.7.3 Details of NCDs outstanding as of March 31, 2020 ...... 62 2.7.4 List of top 10 Debenture Holders (on the basis of NCDs outstanding) as on March 31, 2020 ...... 63 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 March 31, 2020 ...... 72 2.7.6 Details of Commercial Papers...... 72 2.7.7 Details of rest of the borrowing (if any including hybrid debt like FCCB, Optionally Convertible Debentures/ Preference Shares) as on March 31, 2020 ...... 73 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 ...... 73 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 ...... 74 2.8 Details of Promoters of the Company ...... 74

Strictly Confidential Disclosure Document For private circulation only

2.9 Abridged version of Financial information for the last 3 years ...... 75 2.9.1 Abridged version of Audited Consolidated financial information for the last three years ...... 76 2.9.2 Abridged version of Audited Standalone financial information for the last three years ...... 77 2.9.3 Abridged version of Latest Limited Review/Audited Half Yearly Consolidated financial information ...... 78 2.9.4 Abridged version of Latest Limited Review/Audited Half Yearly Standalone financial information ...... 78 2.9.5 Abridged version of Latest Limited Review/Audited Quarterly Consolidated financial information ...... 79 2.9.6 Abridged version of Latest Limited/Audited Review Quarterly Stand-alone financial information ...... 79 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...... 80 2.11 Debenture Trustee ...... 80 2.12 Credit Rating of Debentures ...... 81 2.13 Guarantee or comfort for the Debentures ...... 81 2.14 Consent letter from the Debenture Trustee ...... 81 2.15 Listing of Debentures ...... 81 2.16 Other Details ...... 81 3. ISSUE DETAILS WITH RESPECT TO PPD SERIES M1 DEBENTURES, PPD SERIES M2 DEBENTURES AND PPD SERIES M3 DEBENTURES* ...... 98 4. ADDITIONAL DISCLOSURES ...... 105 5. DISCLOSURES PERTAINING TO WILFUL DEFAULT ...... 111 ANNEXURE A ...... 113 ANNEXURE B ...... 114 ANNEXURE C ...... 126 ANNEXURE D ...... 144 ANNEXURE E ...... 145 ANNEXURE F ...... 146 ANNEXURE G ...... 147 ANNEXURE H ...... 159 ANNEXURE I ...... 168 ANNEXURE J ...... 169 ANNEXURE K ...... 170 ANNEXURE L ...... 172 ANNEXURE M ...... 174 ANNEXURE N ...... 180 ANNEXURE O ...... 184 ANNEXURE P ...... 186 ANNEXURE Q ...... 189

Strictly Confidential Disclosure Document For private circulation only

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 of the Debentures under the Companies Act 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 BSE and NTRP under new debt market of 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.

Strictly Confidential Disclosure Document For private circulation only

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

Strictly Confidential Disclosure Document For private circulation only

investment in the Debentures. Each person receiving this Disclosure Document acknowledges and 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.

Strictly Confidential Disclosure Document For private circulation only

CAUTIONARY NOTE

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

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

Strictly Confidential Disclosure Document For private circulation only

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 LLP, Chartered Accountants Base Issue Size For PPD Series M1 Debentures:

Strictly Confidential Disclosure Document For private circulation only

TERM DESCRIPTION 35,000 (thirty five thousand) Unsecured Redeemable Non- Convertible Debentures – PPD Series M1 of the face value of Rs. 10 Lakh each, aggregating up to Rs. 3,500 Crore

For PPD Series M2 Debentures:

5,000 (five thousand) Unsecured Redeemable Non-Convertible Debentures – PPD Series M2 of the face value of Rs. 10 Lakh each, aggregating up to Rs. 500 Crore

For PPD Series M3 Debentures:

40,000 (forty thousand) Unsecured Redeemable Non-Convertible Debentures – PPD Series M3 of the face value of Rs. 10 Lakh each, aggregating up to Rs. 4,000 Crore

Board or Board of The Board of Directors of RIL Directors 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 PPD Series M1 Debentures: Date(s) September 13 of every year till Redemption Date(s). If this is not a Business Day, then as per the Business Day Convention. The last Coupon Payment Date will be the Redemption Date.

PPD Series M2 Debentures: May 13 of every year till Redemption Date(s). If this is not a Business Day, then as per the Business Day Convention. The last Coupon Payment Date will be the Redemption Date.

PPD Series M3 Debentures:

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TERM DESCRIPTION March 15 of every year till Redemption Date(s). If this is not a Business Day, then as per the Business Day Convention. The last Coupon Payment Date will be the Redemption Date.

Coupon Rate PPD Series M1 Debentures: 7.05% per annum, payable on Coupon Payment Dates

PPD Series M2 Debentures: 6.95% per annum, payable annually at the end of every year from the Deemed Date of Allotment

PPD Series M3 Debentures: 6.95% per annum, payable on Coupon Payment Dates

Date of Subscription The date of realisation of proceeds of subscription money in the bank account of ICCL Debentures Collectively, the PPD Series M1 Debentures, PPD Series M2 Debentures and the PPD Series M3 Debentures Debenture Holder(s)/ Person(s) holding the Debenture(s) and whose name(s) is recorded Beneficial Owner(s) 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 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 the Debentures Debenture Trustee SEBI (Debenture Trustees) Regulations, 1993, as amended Regulations Depository A depository registered with SEBI under the SEBI (Depositories and Participants) Regulations, 2018, 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 May 8, 2020 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

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TERM DESCRIPTION exchange or any self-regulatory organization, established under any Applicable Law Green Shoe Amount PPD Series M1 Debentures: Up to 10,000 Unsecured Redeemable Non-Convertible Debentures – PPD Series M1 of the face value of Rs. 10 Lakhs each, aggregating up to Rs. 1,000 Crore

PPD Series M2 Debentures: Up to 5,000 Unsecured Redeemable Non-Convertible Debentures – PPD Series M2 of the face value of Rs. 10 Lakhs each, aggregating up to Rs. 500 Crore

PPD Series M3 Debentures: Up to 10,000 Unsecured Redeemable Non-Convertible Debentures – PPD Series M3 of the face value of Rs. 10 Lakhs each, aggregating up to Rs. 1,000 Crore

Issue / Private Private placement by RIL of PPD Series M1 Debentures, PPD Series Placement M2 Debentures and PPD Series M3 Debentures Issue Size PPD Series M1 Debentures: Unsecured Redeemable Non-Convertible Debentures – PPD Series M1 of the face value of Rs. 10 Lakhs each, for cash aggregating to Rs. 3,500 Crore, with an option to retain oversubscription up to Rs. 1,000 Crore;

PPD Series M2 Debentures: Unsecured Redeemable Non-Convertible Debentures – PPD Series M2 of the face value of Rs. 10 Lakhs each, for cash aggregating to Rs. 500 Crore, with an option to retain oversubscription up to Rs. 500 Crore.

PPD Series M3 Debentures: Unsecured Redeemable Non-Convertible Debentures – PPD Series M3 of the face value of Rs. 10 Lakhs each, for cash aggregating to Rs. 4,000 Crore, with an option to retain oversubscription up to Rs. 1,000 Crore. 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 PPD Series M1 Unsecured Redeemable Non-Convertible Debentures, bearing Debentures coupon rate 7.05 % p.a. – PPD Series M1 of the face value of Rs. 10 Lakh each for cash aggregating Rs. 3,500 Crore with an option to retain oversubscription up to Rs. 1,000 Crore

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TERM DESCRIPTION PPD Series M2 Unsecured Redeemable Non-Convertible Debentures, bearing Debentures coupon rate 6.95 % p.a. – PPD Series M2 of the face value of Rs. 10 Lakh each for cash aggregating Rs. 500 Crore with an option to retain oversubscription up to Rs. 500 Crore PPD Series M3 Unsecured Redeemable Non-Convertible Debentures, bearing Debentures coupon rate 6.95 % p.a. – PPD Series M3 of the face value of Rs. 10 Lakh each for cash aggregating Rs. 4,000 Crore with an option to retain oversubscription up to Rs. 1,000 Crore Redemption Date PPD Series M1 Debentures: Redemption Date shall mean the date on which the Debentures shall be redeemed at par at the end of the 3 Years 4 Months (three years four months) from the Deemed Date of Allotment. If the Redemption Date is not a Business Day, then the Redemption Date shall be arrived at as per the Business Day Convention

PPD Series M2 Debentures: Redemption Date shall mean the date on which the Debentures shall be redeemed at par at the end of the 3 (three) years from the Deemed Date of Allotment. If the Redemption Date is not a Business Day, then the Redemption Date shall be arrived at as per the Business Day Convention

PPD Series M3 Debentures: Redemption Date shall mean the date on which the Debentures shall be redeemed at par at the end of the 2 Years 10 Months 2 Days (two years ten months and two days) from the Deemed Date of Allotment. If the Redemption Date is not a Business Day, then the Redemption Date shall be arrived at as per the Business Day Convention

Registrar / Registrar Link Intime India Private Limited, as the registrar and transfer agent and Transfer Agent to the Issue SEBI Act The Securities and Exchange Board of India Act, 1992, as amended 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 4Q 4th quarter of the FY 4G 4th Generation BP British Petroleum Plc BSE BSE Limited CARE CARE Ratings Limited CBM Coal Bed Methane CDSL Central Depository Services (India) Limited Cr Crore

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CRISIL CRISIL Limited CY Calendar Year 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 EO Ethylene Oxide FCY Foreign Currency FPSO Floating Production Storage and Offloading FTTH Fibre to the home FY Financial Year GoI Government of India GRM Gross Refining Margin HDPE High Density Poly Ethylene HSD High Speed Diesel HSE Health, Safety, Environment ICRA ICRA Limited Ind AS Indian Accounting Standards ISIN International Securities Identification Number IUC Interconnection Usage Charges JOA Joint Operating Agreement JPL Jio Platforms Limited JV Joint Venture LDPE Low Density Polyethylene LLDPE Linear Low-Density Polyethylene LPG Liquefied Petroleum Gas LTE Long Term Evolution MEG Mono Ethylene Glycol MHz Megahertz MBPD 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 NTRP Negotiated Trade Reporting Platform OTT Over-the-top 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 POY Partially Oriented Yarn

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PI Participating Interest PP Poly Propylene PPD Private Placement of Debentures PPOAL Private Placement Offer Cum Application Letter PSC Production Sharing Contract PSF Polyester Staple Fibre PTA Purified Terepthalic Acid PVC Poly Vinyl Chloride PX Paraxylene R&D Research and Development R&M Refining and Marketing RBI Reserve Bank of India RIL or Reliance Reliance Industries Limited ROC Registrar of Companies RJIL or Jio Reliance Jio Infocomm Limited ROGC Refinery Off Gas Cracker Rs. Indian Rupees RSC Revenue Sharing Contract RTGS Real Time Gross Settlement SBR Styrene Butadiene Rubber SEZ Special Economic Zone SEBI Securities and Exchange Board of India TDS Tax Deducted at Source UL Up Link USA United States of America USD or US$ or $ United States Dollar UV Unique Visitors VLEC Very Large Ethane Carrier VoLTE Voice Over LTE w.e.f. with effect from WDM Wholesale Debt Market Wi-Fi Wireless local area y-o-y Year on Year

2. ISSUER INFORMATION

2.1 About the Issuer

Reliance was founded and promoted by Shri Dhirubhai H. Ambani. The issuer was 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

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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 Officers of the Issuer K. Sethuraman Group Company Secretary and Chief Compliance 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 Email: [email protected]

Savithri Parekh Joint Company Secretary and Compliance 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 Email: [email protected]

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

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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 HDFC Bank Limited Investment Banking, Peninsula Business Park, 4th Floor, Tower B, Senapati Bapat Marg, Lower Parel – (W), Mumbai – 400 013 Tel No. 022-33958150 Fax No. 022-30788584 Email: [email protected]

Axis Bank Limited Axis House, 8th Floor, C-2, Wadia International Centre, P.B. Marg, Worli, Mumbai, 400 025 Tel No: +91 22 2425 2882 Fax No: +91 22 2425 2800 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 Fax: +91-22-6230 0700 Website Address: www.axistrustee.com E-mail: [email protected]

Registrar & Transfer Agent of the Link Intime India Private Limited Issue C-101, 247 Park, L B S Marg, Vikhroli West, Mumbai 400 083, Maharashtra, India Tel: +91 22 4918 6200 Fax: +91 22 4918 6060 Website Address: www.linkintime.co.in Email: [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: +91-22-4040 5800 Website Address: www.crisil.com

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E-mail: [email protected]

(ii) 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 Website Address: www.careratings.com E-mail: [email protected]

Auditors of the Issuer (i) S R B C & CO LLP, Chartered Accountants 12th 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 LLP, 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. 659,205 crore (US$ 87.1 billion), and net profit of Rs. 44,324 crore (US$ 5.9 billion) (excluding exceptional item of Rs. 4,444 crore majorly due to non-cash inventory holding losses) for the year ended March 31, 2020. 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 its subsidiaries, the Company has

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operations in digital services, retail and media. During FY 2019-20, increase in revenue is primarily on account of higher revenues from the Consumer businesses. Digital Services business and Retail business recorded an increase of 40.7% and 24.8%, respectively, in revenue as compared to previous year.

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 42 places to current ranking of 106 from 148 in previous year to become the highest ranking Indian firm on the Fortune’s Global 500 list and ranked in the top 100 profitable companies in the Fortune Global 500 list. RIL stands 71st in the ‘Forbes Global 2000’ rankings for 2019 – the highest named among Indian companies. RIL ranks amongst LinkedIn’s ‘Top Companies Where India Wants to Work Now’ (2019).

For the quarter ended March 31, 2020, the Company has achieved consolidated turnover of Rs. 1,51,209 crore (US$ 20.0 billion) and a net profit of Rs. 10,813 crore excluding exceptional items (US$ 1.4 billion) and Rs. 6,546 crore (US$0.9 billion) including exceptional items. During the period, the Company achieved a cash profit of Rs. 18,446 crore (US$ 2.4 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 MBPD and has a Complexity Index of 21.1. During FY 2019-20 , the Jamnagar refineries processed 61 different grades of crude with throughput of 70.6 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 has emerged as the world’s largest player in refining and petrochemicals. Jamnagar supersite ranks 1st in the world, in complexity-barrels, defined as complexity index times crude throughput in barrels per day. The complexity index of the Jamnagar complex, according to KBC, a global refinery consultant, is 21.1 post the start-up of Jamnagar’s expansion projects, including ROGC and downstream units, the paraxylene complex and the petcoke gasification complex.

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.

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As part of its domestic petroleum marketing business, RIL operates 1,398 retail outlets as of March 31, 2020.

During 3Q of FY 2019-20, RIL and BP Global Investment Limited signed definitive agreement relating to formation of their new Indian fuels and mobility joint venture. Building from RIL’s existing businesses, the partners expect the venture to co-create a world class fuels partnership to grow rapidly and help meet India’s fast-growing demands for energy and mobility.During the year, all the gasifiers have been commissioned and the gasification complex in DTA and SEZ has been stabilized.

During FY 2019-20, revenue from the Refining & Marketing segment declined by 1.6% Y-o-Y to Rs. 3,87,522 crore (US$ 51.2 billion) and Segment EBIT decreased by 6.8% Y-o-Y to Rs. 21,334 crore (US$ 2.8 billion). R&M segment revenue was impacted due to lower price realizations in domestic as well as export market due to fall in crude prices. Gross Refining Margins (GRM) of RIL for a year remained relatively strong at US$ 8.9/bbl, RIL maintained a significant premium of US$ 5.7/bbl over the benchmark Singapore Complex margins.

During 4Q FY 2019-20 revenue from the Refining & Marketing segment declined by 3.4% Y- o-Y to Rs. 84,854 crore (US$ 11.2 billion) while Segment EBIT increased by 28.2% Y-o-Y to Rs. 5,706 crore (US$ 754 million) with higher throughput and better GRMs. Segment EBIT improved on Y-o-Y basis with maximized crude throughput, favourable crude differentials and product switch to better performing diesel cracks. GRM for 4Q FY 2019-20 was at US$ 8.9/bbl, remarkably outperforming Singapore complex margins by US$ 7.7/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 eleven 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 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 2019-20 was at record 38.4 MMT.

Table: RIL Production of Key Petrochemical Products (Production in MMT) Key Petrochemical Products FY 2019-20 FY 2018-19 Polymer PP 2.9 2.9 PE 2.3 2.1 PVC 0.8 0.7 Ethylene 3. 3.7 Polyester and intermediates POY 1.0 1.1 PSF 0.7 0.7 PET 1.2 1.2

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Key Petrochemical Products FY 2019-20 FY 2018-19 PX 4.2 4.3 PTA 4.9 4.9 MEG 1.7 1.7 Elastomer Butadiene 0.2 0.2 PBR 0.1 0.1 SBR 0.1 0.1

During FY 2019-20 revenue from the Petrochemicals segment decreased by 15.6% to Rs. 145,264 crore (US$ 19.2 billion) due to lower price realizations with weaker demand in well- supplied markets. Petrochemicals segment EBIT was at Rs. 25,547 crore (US$ 3.4 billion), down 21.1% as compared to previous year, due to lower margins in key products - Paraxylene, MEG, PET, Polypropylene and Polyethylene.

Petrochemicals segment earnings were impacted by weak margins with subdued demand in a well-supplied market. Realisations for key petrochemical products declined by 15%-32% Y- o-Y. This was partially offset by record petrochemicals production during the year.

The pandemic outbreak impacted Petrochemical segment during the quarter with demand slowdown in most end-use markets including consumer discretionary and packaging demand. While RIL maintained near normal utilization at all major facilities, gradual resumption of economic activity in the coming months is expected to aid demand recovery for fuels and petrochemical products.

During 4Q FY 2019-20, revenue from the Petrochemicals segment decreased by 24.1% Y-o- Y to Rs. 32,206 crore (US$ 4.3 billion) due to lower price realizations along with disruptions in local and regional markets. Petrochemicals segment EBIT was at Rs. 4,553 crore (US$ 0.6 billion), down 42.8% Y-o-Y, with significant decline in margins. The impact of lower product margins was mitigated to some extent by optimizing feedstock mix during the quarter.

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. . As of March 31, 2020, RIL’s domestic portfolio comprises of conventional oil and gas blocks in Krishna Godavari and Mahanadi basins and two Coal Bed Methane (CBM) blocks, Sohagpur (East) and Sohagpur (West) in Madhya Pradesh.

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.

Reliance continues to focus on value preservation in the Shale Gas business. In this regard, Reliance is restructuring its Shale Gas assets through cross-border merger of RHUSA with RIL.

The Company currently has two joint ventures in the United States of America engaged in shale gas activities. Reliance-Chevron JV is active in the Marcellus Shale Play in Pennsylvania and Reliance-Ensign JV is active in Eagle Ford Shale in South Texas.

The Company continues to optimize operational performance in the remaining USA shale resources through operational improvements, cost leadership and prudent investment

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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 2019-20, revenue for the Oil & Gas segment decreased by 35.8% to Rs. 3,211 crore. Segment EBIT was at Rs. (1,407) crore as against Rs. (1,379) crore in the previous year. Volumes from domestic fields and US shale were lower on account of natural decline and slowdown in development activity. Domestic production was lower at 38.8 BCFe, down 34.1% Y-o-Y and pro duction in US Shale operations declined by 14.9% to 80.4 BCFe.

During 4Q FY 2019-20, revenue for the Oil & Gas segment decreased by 41.5% Y-o-Y to Rs. 625 crore. Segment EBIT was at Rs. (485) crore as against Rs. (267) crore in the corresponding period of the previous year. The segment performance continued to be impacted by low volumes and declining prices. Domestic production was lower at 4.1 BCFe, down 67.6% Y-o-Y while production in US Shale operations increased by 14.4% to 23.9 BCFe. 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.

Reliance Retail delivered yet another year of highest ever revenue and EBITDA, against the backdrop of a challenging environment. Ranked as the fastest growing retail company in the world (Global Powers of Retailing 2020, a Deloitte report), Reliance Retail, as India’s largest retail company by turnover, profits and store network, continues to serve the needs and enhance the quality of life for millions of Indians. As on March 31, 2020, it now operates 11,784 stores covering 28.7 million square feet with over 1,500 stores opened in the year and a record 30% retail space added. Footfalls at 640 million, were up 17% Y-o-Y with 125 million registered / loyal customer base, up 40% Y-o-Y.

Segment Revenues for FY 2019-20 grew by 24.8% Y-o-Y to Rs. 162,936 crores. EBITDA for FY 2019-20 grew by 56% Y-o-Y to Rs. 9,654 crores. Segment Revenue for 4Q FY 2019-20 grew by 4.2% Y-o-Y to Rs. 38,211 crores. EBITDA for 4Q FY 2019-20 grew by 32.9% Y-o-Y to Rs. 2,556 crore.

Reliance Retail is engaged in the business of retailing products and services across five key consumption baskets: a) Consumer Electronics, b) Fashion and Lifestyle, c) Grocery, d) Petro Retail and e) Connectivity. Under each consumption basket, Reliance Retail operates multiple customer centric store concepts that provide superior customer experience, focused assortment, attractive price value proposition and best quality products.

Consumer Electronics:

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• “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

• “Trends Footwear ”, 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 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

• “Reliance Smart Point”, small avatar of Smart store and a one-stop multi-purpose store

Reliance Petro Retail:

RIL operates 1,398 fuel retail outlets across the country. The Company continued to outperform industry volume growth with 0.1% growth in HSD and 6.3% growth in MS volumes, Y-o-Y in 4Q FY 2019-20.

Reliance Brands:

Reliance Retail, through Reliance Brands works with international brands in the premium to luxury segment with a focus on apparel, footwear and lifestyle categories. With a portfolio of over 40 revered international brands, Reliance Brands operates the largest portfolio of premium and luxury brands in India. Over the years, Reliance Brands has emerged as a

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partner of choice for best international brands. Reliance Brands operates the largest store network of international retail brands in India with over 400 stores.

Reliance Brands acquired the iconic British Toy retailer Hamleys. With over 250 years’ history, Hamleys is oldest toy retailer in the world, bringing smiles and laughter to children all over the world. During the year, Reliance Brands announced a JV with Tiffany & Co, American luxury jeweller and specialty retailer, JV with WOMO | Bullfrog, the premium Italian men’s cosmetics brand and exclusive partnerships with British Footwear and Handbags brand Kurt Geiger.

Behind all of Reliance Retail’s stores and omni-channel initiatives is its integrated value chain that connects farmers, small producers, manufacturers, national and international brands to consumers through its pan-India presence of stores, B2B ecosystem and service network.

Through its Jio Mart Pilot initiative, Reliance Retail supported its partner kirana stores by offering uninterrupted services and supplies during the lockdown period. Daily orders grew by 4x during the lockdown period as kirana partners focused on serving their neighborhoods during the time of crises 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.

Digital Services

The Company, through its subsidiary Jio Platforms Limited (JPL), has built a large digital services business. JPL’s subsidiary, RJIL 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 31st March 2017 and thereafter converted into paid services. RJIL continues its rapid ramp-up of subscriber base and it is now the second largest single-country operator globally with its subscriber base increasing to 387.5 million as of 31st March 2020. Jio has become a service provider of choice across customer strata and seen unprecedented growth to market leadership (in terms of Adjusted Gross Revenue and Subscriber base as published by TRAI).

During FY 2019-20, RIL setup a Wholly Owned Subsidiary (WOS) viz. Jio Platforms Limited (JPL), for its digital platform initiatives. RIL has invested Rs 1,65,000 crore in the WOS through OCPS and Rs. 4,961 crore in equity shares. The WOS has acquired RIL’s investment of Rs. 64,450 crore in Reliance Jio Infocomm Limited (RJIL). This New-age Digital Technology Platform entity is proposed for holding all digital platforms including RJIL, the digital connectivity platform. This will enable access to world class technology platforms across healthcare, education and agriculture.

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Jio continued its robust growth momentum during FY 2019-20. During FY 2018-19, Digital Services business revenue grew by 40.7% to Rs. 68,462 crore and EBIT grew by 63.5% to Rs. 14,363 crore. During 4Q FY 2019-20, standalone revenue from operations, including access revenues, have increased to ₹ 14,835 crore, with standalone EBITDA of ₹ 6,201 crore and EBITDA margin of 41.8%.Total wireless data traffic during 4Q FY 2019-20 was 1,284 crore GB (34.3% y-o-y growth) and total voice traffic during was 87,634 crore minutes (21.0% y-o-y growth) Jio Platforms Limited signs strategic partnership with Facebook

Reliance Industries Limited, Jio Platforms Limited and Facebook, Inc. on 22nd April 2020 signed binding agreements for an investment of Rs. 43,574 crore by Facebook into Jio Platforms. Facebook’s investment will translate into a 9.99% equity stake in Jio Platforms on a fully diluted basis.

This investment would enable new opportunities for businesses of all sizes, but especially for small businesses across India and create new and exciting digital ecosystems that will empower, enrich and uplift the lives of all 1.3 billion Indians.

Concurrent with the investment, Jio Platforms, Reliance Retail Limited and WhatsApp have also entered into a commercial partnership agreement to further accelerate Reliance Retail’s New Commerce business. JioMart would be integrated with WhatsApp to ensure that consumers are able to access the nearest kiranas who can provide products and services to their homes by transacting seamlessly with JioMart using WhatsApp.

Jio remains committed to help India fight with Covid-19 through technology

During these tough times of Covid-19 Jio’s world-class broadband connectivity solutions along with Microsoft’s collaboration platforms have enabled Work from home, Learn from home & Health at Home for Indians.

Jio has tailored its plans across services to ensure continued connectivity for all its subscribers. Jio has offered i) double data & additional offnet minutes to all mobility add-on pack users, ii) double data for all JioFiber users, iii) introduced complimentary 10mbps JioFiber plan, iv) extended validity of JioPhone users for free incoming calls and provided 100 minutes call & 100 SMS to JioPhone users who have not been able to recharge, and v) innovative channels of recharge like ATM, SMS/ Call, peer to peer recharges.

Jio Haptik has powered Government of India’s official helpdesk for Corona Helpline.

Launch of JioFiber Services

Reliance through RJIL has recently launched JioFiber services for Homes and Enterprise. RJIL is in the process of converting the trial users to paid connections and ramping up sales across these 1,600 cities. RJIL is focused on catalysing the underserved fixed broadband market in India with its next generation FTTX services.

Alliance between Jio and Microsoft Corp.

RJIL and Microsoft Corp. announced formation of a new alliance. The alliance will embark on a unique, comprehensive, long-term strategic relationship aimed at accelerating the digital transformation of the Indian economy and society. This 10-year commitment combines the world-class capabilities of both companies to offer a detailed set of solutions comprising connectivity, computing, storage solutions, and other technology services and applications essential for Indian businesses and will span the broad Reliance Industries ecosystem including its existing and new businesses.

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Other updates

In September 2017, TRAI issued regulations to reduce the interconnection usage charge (“IUC”), the charge paid by one mobile telecommunications operator to another when its customers make outgoing mobile calls to the customers of the other operator. Under the regulations, IUC was set to be reduced to zero with effect from January 1, 2020. However, in 2019, TRAI announced that it would defer the implementation of the IUC reduction to January 1, 2021. In response, on October 10, 2019, RJIL introduced charges to offset the IUC.

Subsequently, in December 2019, Jio introduced NEW ALL-IN-ONE plans in order to strengthen the telecom sector. The revised plans have been priced upto 40% higher, but staying true to its customer-centric approach, Jio customers will get up to 300% more benefits.

Under a scheme of arrangement the passive infrastructure assets (tower and fiber) of RJIL were transferred to two separate Special Purpose Vehicles. Fiber and Tower undertakings were transferred to Jio Digital Fibre Private Limited (JDFPL) and Reliance Jio Infratel Private Limited (RJIPL) respectively, effective March 31, 2019. • JDFPL and RJIPL are operating as independent entities with transfer of control to respective SEBI registered Infrastructure Investment Trusts. • Binding agreements entered into with Brookfield Infrastructure Partners LP and its institutional partners for investment in the units to be issued by the Tower InvIT. Brookfield and affiliates will invest ₹ 25,215 crore in Tower InvIT. • At closing of the transaction expected shortly, Tower InvIT will own 100% of the issued and paid up equity share capital of RJIPL. • This transfer deleverages the balance sheet and establishes Jio franchise as an asset- light, digital services company.

Pursuant to the Scheme of Arrangement amongst RJIL and certain class of its creditors under Sections 230-232 and other applicable provisions of the Companies Act, 2013 approved by the Hon’ble National Company Law Tribunal, Ahmedabad bench vide order dated March 13, 2020, RIL has assumed identified liabilities (as defined in the Scheme) with effect from the appointed date i.e. December 16, 2019. Accordingly, borrowings of about Rs. 66,987 crore including debentures amounting to Rs.18,886 crore stood transferred to RIL. The ISINs relating to debentures assumed by the Company stood transferred in its name with effect from March 30, 2020.

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 Media & Investments Limited reported 4Q FY 2019-20 consolidated revenue of Rs. 1,464 crore an increase of 18.9% Y-o-Y. Rise in ranking of our flagship Entertainment channel and upsurge in News consumption helped the group post growth in ad-revenues in the quarter, even as advertising was severely impacted during late-Q4 due to the COVID-19 related lockdown. Entertainment profitability continued its improved run despite ad-

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headwinds, led by growth in subscription and syndication revenue streams, and opex reductions. Increased contribution of subscription in revenue mix to 35% in FY 2019-20 (vs 26% in FY 2018-19), and furthering of cost controls implemented in FY 2019-20 shall help blunt the impact of the COVID crisis.

• Network18’s television channels reach out to 800+ million people in India, representing 95%+ of the TV viewing universe. This makes more than 1 in every 2 Indians a consumer of our broadcast content. The combined group including affiliates has a ~12.5% share of India’s growing TV viewership. ▪ Subsidiary TV18 has cemented its #1 position amongst News networks in India. Its 20 domestic channels span 15 languages, providing a solid leadership in reach. With an ~11% share of news viewership, TV18 maintains its leadership even versus legacy brands and free-to-air networks. ▪ Subsidiary Viacom18 (a JV with Viacom Inc) is the youngest and fastest growing premium entertainment network in India. It is the #3 pan-India entertainment broadcaster (ex-sports), with a ~10% viewership share. Apart from TV broadcasting, its full-portfolio-offering includes a film studio renowned for clutter-breaking cinema and a leading OTT platform.

• Network18’s digital content properties across news and entertainment are now used by over 190 million people; and one in every four internet users in India is on Network18 websites or apps ▪ Network18 group is the #9 Digital player in India by reach, and the only Indian Media group in the top 10 with no legacy brand or Print backing. All the other players are either global giants, e-commerce players, or digital service providers.

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 56 domestic television channels cuts across genres, geographies and demographics, offering a unique mix of content in more than 15 languages.

Corporate Restructuring – Consolidation of Media & Distribution businesses of RIL

On February 17, 2020, the boards of Network18, its subsidiary TV18, and RIL group cable companies Hathway and Den Networks approved a Scheme of Arrangement for consolidation of RIL group’s media and distribution businesses spread across multiple entities into Network18. The merger into Network18 through share-swaps is subject to all necessary approvals and is expected to be consummated by end-Q2FY21; and the Appointed Date for the merger shall be February 1, 2020. The combined entity will be India’s largest listed media & distribution entity, with annual revenues of about Rs 8000 crore, and more than Rs 12,000 crore market capitalisation (as of merger announcement date). Reliance’s holding in Network18 will reduce from 75% to about 64% upon implementation of the Scheme.

The broadcasting business will be housed in Network18 and the cable and ISP businesses in two separate wholly owned subsidiaries of Network18. The restructuring shall create value- chain integration, and render substantial economies of scale. The Scheme shall also simplify the corporate structure of the group by reducing the number of listed entities. The aggregation of a content powerhouse across news and entertainment (both linear and digital) and the country’s largest cable distribution network under the same umbrella shall boost efficiency and built synergies, creating value for all stakeholders.

The media industry is accelerating towards being a B2C play, led both by market factors and through regulation. An integrated media play shall further increase the breadth as well as

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depth of the group’s consumer touchpoints, and allow for retaining a larger share of the consumer’s spend on content.

The reorganization furthers the group strategy of building a media powerhouse that is agnostic across pipes, platforms and screens.

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 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, 2020, the Company had total outstanding debt of Rs. 3,362.9 billion (US$ 44.4 billion), and cash and cash equivalents of Rs. 1,752.6 billion (US$ 23.2 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. Reliance actively explores opportunities to optimise the cost of borrowing and aligns the maturity profile of its existing debt portfolio with its business strategy.

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 March 31, 2020, 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.

Quarterly Results:

The Issuer’s detailed financial results for 4Q FY 2019-20 is given in Annexure Q of this Disclosure Document.

2.2.2 Corporate Structure

Details of the Holding Company/ Subsidiaries (as per Companies Act) as on March 31, 2020:

I Holding Company None II Subsidiaries Companies 1 Affinity Names Inc. 2 Aurora Algae Inc. 3 Genesis Colors Limited 4 Genesis La Mode Private Limited 5 Genesis Luxury Fashion Private Limited

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6 GLB Body Care Private Limited 7 GLF Lifestyle Brands Private Limited 8 GML India Fashion Private Limited 9 Indiavidual Learning Private Limited 10 Indiawin Sports Private Limited 11 Jio Estonia OU Reliance BP Mobility Limited (Formerly known as Jio Information Solutions 12 Limited) 13 Jio Payments Bank Limited 14 Kanhatech Solutions Limited 15 M Entertainments Private Ltd 16 Mindex 1 Limited 17 Model Economic Township Limited 18 New Emerging World of Journalism Private Limited 19 Radisys Spain S.L.U. 20 Radisys B.V. 21 Radisys Canada Inc. 22 Radisys Cayman Limited 23 Radisys Convedia (Ireland) Limited 24 Radisys Corporation 25 RadiSys GmbH 26 Radisys India Private Limited 27 Radisys International LLC 28 Radisys International Singapore Pte. Ltd 29 RadiSys Poland sp. z o.o. 30 RadiSys Systems Equipment Trading (Shanghai) Co. Ltd 31 Radisys Technologies (Shenzhen) Co. Ltd 32 Radisys UK Limited 33 Recron (Malaysia) Sdn Bhd 34 Reliance Ambit Trade Private Limited 35 Reliance Brands Limited 36 Reliance Clothing India Private Limited 37 Reliance Commercial Dealers Limited 38 Reliance Comtrade Private Limited 39 Reliance Content Distribution Limited 40 Reliance Corporate IT Park Limited Jio Infrastructure Management Services Limited (Formerly known as Jio Digital 41 Media Distribution Limited) 42 Reliance Eagleford Upstream GP LLC 43 Reliance Eagleford Upstream Holding LP 44 Reliance Eagleford Upstream LLC 45 Reliance Eminent Trading & Commercial Private Limited 46 Reliance Energy Generation and Distribution Limited 47 Reliance Ethane Holding Pte Limited. 48 Reliance Exploration & Production DMCC

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49 Reliance GAS lifestyle India Private Limited 50 Reliance Gas Pipelines Limited 51 Reliance Global Energy Services Limited 52 Reliance Holding USA Inc. 53 Reliance Industrial Investments and Holdings Limited 54 Reliance Industries (Middle East) DMCC Reliance Industries Uruguay Petroquimica S.A.(Formerly known as Dreketi 55 S.A.) 56 Reliance Innovative Building Solutions Private Limited Jio Haptik Technologies Limited (Formerly known as Reliance Jio Digital 57 Services Limited) 58 Reliance Jio Global Resources LLC 59 Reliance Jio Infocomm Limited 60 Reliance Jio Infocomm Pte. Limited 61 Reliance Jio Infocomm UK Limited 62 Reliance Jio Infocomm USA Inc. 63 Reliance Jio Media Limited 64 Reliance Jio Messaging Services Limited 65 Reliance Marcellus II LLC 66 Reliance Marcellus LLC 67 Reliance Payment Solutions Limited 68 Reliance Petro Marketing Limited 69 Reliance Progressive Traders Private Limited 70 Reliance Prolific Commercial Private Limited 71 Reliance Prolific Traders Private Limited 72 Reliance Retail Finance Limited 73 Reliance Retail Insurance Broking Limited 74 Reliance Retail Limited 75 Reliance Retail Ventures Limited 76 Reliance Sibur Elastomers Private Limited 77 Reliance SMSL Limited 78 Reliance Strategic Investments Limited 79 Reliance Universal Traders Private Limited 80 Reliance Vantage Retail Limited 81 Reliance Ventures Limited 82 Reliance-GrandOptical Private Limited 83 RIL USA Inc. 84 RP Chemicals (Malaysia) Sdn Bhd 85 Saavn Inc 86 Saavn LLC 87 Saavn Media Private Limited 88 Surela Investment and Trading Limited 89 The Indian Film Combine Pvt. Ltd Reliance O2C Limited (Formerly known as Reliance Navi Mumbai Infra Limited) 90

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91 Ulwe Waterfront North Infra Limited 92 Ulwe Waterfront South Infra Limited 93 Ulwe Waterfront East Infra Limited 94 Ulwe Waterfront West Infra Limited 95 Ulwe North Infra Limited 96 Ulwe South Infra Limited 97 Kalamboli North Infra Limited 98 Kalamboli East Infra Limited 99 Kalamboli West Infra Limited 100 Kalamboli North First Infra Limited 101 Kalamboli North Second Infra Limited 102 Kalamboli North Third Infra Limited 103 Kalamboli South First Infra Limited 104 Dronagiri Dongri North Infra Limited 105 Dronagiri Dongri South Infra Limited 106 Dronagiri Dongri East Infra Limited 107 Dronagiri Funde North Infra Limited 108 Dronagiri Funde South Infra Limited 109 Dronagiri Funde East Infra Limited 110 Dronagiri Funde West Infra Limited 111 Dronagiri Panje North Infra Limited 112 Dronagiri Panje South Infra Limited 113 Dronagiri Panje East Infra Limited 114 Dronagiri Bokadvira North Infra Limited 115 Dronagiri Bokadvira South Infra Limited 116 Dronagiri Bokadvira East Infra Limited 117 Dronagiri Bokadvira West Infra Limited 118 Dronagiri Pagote North Infra Limited 119 Dronagiri Pagote South Infra Limited 120 Dronagiri Pagote East Infra Limited 121 Dronagiri Pagote West Infra Limited 122 Dronagiri Navghar North Infra Limited 123 Dronagiri Navghar South Infra Limited 124 Dronagiri Navghar West Infra Limited 125 Dronagiri Navghar North First Infra Limited 126 Ulwe East Infra Limited 127 Ulwe West Infra Limited 128 Kalamboli South Infra Limited 129 Dronagiri Dongri West Infra Limited 130 Dronagiri Panje West Infra Limited 131 Dronagiri Navghar East Infra Limited 132 Dronagiri Navghar South First Infra Limited 133 Dronagiri Navghar North Second Infra Limited 134 Dronagiri Navghar South Second Infra Limited

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135 Dronagiri Pagote North First Infra Limited 136 Dronagiri Pagote South First Infra Limited 137 Dronagiri Pagote North Second Infra Limited 138 C-Square Info Solutions Private Limited 139 Grab A Grub Services Private Limited 140 SankhyaSutra Labs Private Limited 141 Reverie Language Technologies Private Limited 142 Tesseract Imaging Private Limited 143 Surajya Services Private Limited 144 Reliance Ethane Pipeline Limited 145 Reliance Digital Platform & Project Services Limited 146 Reliance Strategic Business Ventures Limited 147 Reliance Petroleum Retail Limited 148 Reliance Brands Holdings UK Limited 149 Reliance 4IR Realty Development Limited 150 Affinity USA Inc. 151 Hamleys Global Holdings Limited 152 The Hamleys Group Limited 153 Hamleys of London Limited 154 Hamleys (Franchising) Limited 155 Hamleys Asia Limited 156 Scrumpalicious Limited 157 Luvley Limited 158 Hamleys Toys (Ireland) Limited 159 Shopsense Retail Technologies Private Limited 160 Reliance Global Energy Services (Singapore) Pte. Limited 161 Jio Platforms Limited 162 Jio Limited 163 NowFloats Technologies Private Limited 164 Asteria Aerospace Private Limited 165 eDreams Edusoft Private Limited 166 Shri Kanan Departmental Stores Private Limited

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

1. Consolidated (Rs. in Crore)

Parameters FY 2019-20 FY 2018-19 FY 2017-18

Net-worth 3,75,734 3,24,644 289,798 Total Debt 3,36,294 2,87,505 218,763 - of which - Non- Current Maturities of Long Term Borrowing 1,97,631 2,07,506

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Parameters FY 2019-20 FY 2018-19 FY 2017-18

144,175

- Short Term Borrowing 93,786 64,436 37,429 - Current Maturities of Long Term Borrowings 44,877 15,563 37,159

Other Long-Term Liabilities

(including Deferred Payment

Liabilities) 1,02,037 90,466 61,276

Net Fixed Assets (including

Goodwill & CWIP) 6,41,764 5,77,837 590,907 Non-Current Assets (including Fixed Assets) 9,07,655 7,70,353 632,562

Cash and Cash Equivalents 30,920 11,081 4,255 Current Investments 72,915 71,023 57,603 Current Assets 2,58,260 2,27,386 183,786 Current Liabilities* 2,74,253 2,34,024 239,264 Net Sales** 6,25,601 5,91,480 418,214$ EBITDA 1,02,280 92,656 74,184 EBIT 80,077 71,722 57,478 Finance Cost (Including 8,052 Interest)*** 22,027 16,495 Exceptional Item (4444) Tax 13,726 15,390 13,346

PAT before Minority Interest 39,880 39,837 36,080 Minority Interest 526 249 5 PAT 39,354 39,588 36,075 Dividend**** 3,852 3,554 3,255 Current ratio 0.63 0.72 0.59 Interest Coverage Ratio 3.64 4.35 7.14 Gross Debt / Equity Ratio 0.74 0.74 0.75 Debt Service Coverage Ratio 1.99 1.95 2.06 *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:This includes all incidental borrowings costs including hedge cost, amortised premium, etc. in line with Ind AS requirements.

****Note: Dividend Payout and Excludes tax on dividend

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

2. Standalone

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(Rs. in Crore)

Parameters FY 2019-20 FY 2018-19 FY 2017-18

Net-worth 3,70,465 3,44,128 313,114 Total Debt 2,62,346 1,61,720 116,881 - of which - Non Current Maturities 81,596 of Long Term Borrowing 1,78,751 1,18,098 - Short Term Borrowing 51,276 39,097 15,239 - Current Maturities of Long Term 20,046 Borrowing 32,319 4,525 Other Long Term Liabilities (including 30,635 Deferred Payment Liabilities) 55,394 50,304 Net Fixed Assets (including CWIP) 3,34,436 3,14,745 300,447 Non-Current Assets (including Fixed Assets) 8,02,315 6,22,881 493,613 Cash and Cash Equivalents 8,443 3,768 2,731 Current Investments 70,030 59,640 53,277 Current Assets* 1,66,597 1,52,863 123,912 Current Liabilities** 2,26,588 1,58,399 155,362 Net Sales*** 3,65,421 3,94,323 313,555 EBITDA 66,394 67,676 59,961 EBIT 56,666 57,118 50,381 Finance Cost (Including Interest)**** 12,105 9,751 4,656 Exceptional Item (4,245) Tax 9,413 12,204 12,113 PAT 30,903 35,163 33,612 Dividend***** 3,852 3,554 3,255 Current ratio 0.91 0.93 0.65 Interest Coverage Ratio 4.68 5.86 10.82 Gross Debt / Equity Ratio 0.62:1 0.40:1 0.37:1 Debt Service Coverage Ratio 2.66 3.49 3.15

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

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

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

****Note: This includes all incidental borrowings costs including hedge cost, amortised premium, etc. in line with Ind AS requirements.

*****Note: Dividend Payout and Excludes Tax on Dividend

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

Gross Debt: Equity Ratio of the Company (as of March 31, 2020):

Before the issue of Debentures 0.62:1

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After the issue of Debentures* 0.66:1 *Including the PPD Series K1, K2 and Series L Debentures raised in April 2020

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 ongoing capex 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, 1976 Mynylon Limited, Karnataka State Commencement of Business March 11, 1977 Reliance Textile Industries Limited, Change in Name Karnataka State August 5, 1977 Reliance Textile Industries Limited, Change in Registered Office 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. March 31, 2020

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 633,92,67,510 Equity Shares of Rs.10 each fully paid-up 6,339.27 TOTAL 6,339.27

Note: The Company has allotted 1,35,901 equity shares of Rs. 10 each fully paid-up since April 2020, pursuant to Employees Stock Option Scheme 2006.

2.3.2 Changes in Capital structure as on last quarter end, i.e. March 31, 2020 for the last 5 years*

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Date of Equity Share Preference Unclassified Total Authorised Particulars Change Capital Share Capital Capital Capital (AGM/ (Rs.) (Rs.) (Rs.) (Rs.) EGM) September 14,000,00,00,000 10,00,00,00,000 - 15,000,00,00,000 Please 1, 2017 (by refer Note means of below 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. March 31, 2020 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 3,23,56,88,765 32,35,68,87,650 4,80,93,31,77,717 Balance

Allotment 01-Apr-15 2,66,742 10 642.00 Cash ESOS 3,23,59,55,507 32,35,95,55,070 4,81,10,17,58,661 of equity shares for cash pursuant 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 to Employee s' Stock 16-Apr-15 1,42,599 10 642.00 Cash ESOS 3,23,60,98,306 32,36,09,83,060 4,81,19,20,08,129 Option Scheme - 2006 (ESOS) 25-May-15 3,40,942 10 642.00 Cash ESOS 3,23,64,39,248 32,36,43,92,480 4,81,40,74,83,473

03-Jul-15 300 10 644.50 Cash ESOS 3,23,64,39,548 32,36,43,95,480 4,81,40,76,73,823

03-Jul-15 12,53,677 10 642.00 Cash ESOS 3,23,76,93,225 32,37,69,32,250 4,82,19,99,97,687

22-Jul-15 4,54,858 10 642.00 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 10 642.00 Cash ESOS 3,23,84,28,600 32,38,42,86,000 4,82,66,47,57,687

01-Oct-15 4,00,129 10 642.00 Cash ESOS 3,23,88,28,729 32,38,82,87,290 4,82,91,76,39,215

23-Oct-15 100 10 842.00 Cash ESOS 3,23,88,28,829 32,38,82,88,290 4,82,91,77,22,415

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23-Oct-15 2,30,912 10 642.00 Cash ESOS 3,23,90,59,741 32,39,05,97,410 4,83,06,36,58,799

23-Nov-15 900 10 842.00 Cash ESOS 3,23,90,60,641 32,39,06,06,410 4,83,06,44,07,599

23-Nov-15 1,51,694 10 642.00 Cash ESOS 3,23,92,12,335 32,39,21,23,350 4,83,16,02,78,207

01-Jan-16 800 10 842.00 Cash ESOS 3,23,92,13,135 32,39,21,31,350 4,83,16,09,43,807

01-Jan-16 1,89,158 10 642.00 Cash ESOS 3,23,94,02,293 32,39,40,22,930 4,83,28,04,91,663

22-Jan-16 1,700 10 842.00 Cash ESOS 3,23,94,03,993 32,39,40,39,930 4,83,28,19,06,063

22-Jan-16 2,39,392 10 642.00 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 10 842.00 Cash ESOS 3,23,96,44,185 32,39,64,41,850 4,83,43,38,27,907

22-Feb-16 4,70,373 10 642.00 Cash ESOS 3,24,01,14,558 32,40,11,45,580 4,83,73,11,03,643

15-Mar-16 2,61,763 10 642.00 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 10 642.00 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 10 642.00 Cash ESOS 3,24,24,45,749 32,42,44,57,490 4,85,20,44,17,055

01-Jul-16 480 10 644.50 Cash ESOS 3,24,24,46,229 32,42,44,62,290 4,85,20,47,21,615

01-Jul-16 2,66,788 10 642.00 Cash ESOS 3,24,27,13,017 32,42,71,30,170 4,85,37,33,31,631

Strictly Confidential Disclosure Document For private circulation only

22-Jul-16 2,38,491 10 642.00 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 10 642.00 Cash ESOS 3,24,31,05,885 32,43,10,58,850 4,85,62,16,25,907

01-Oct-16 200 10 644.50 Cash ESOS 3,24,31,06,085 32,43,10,60,850 4,85,62,17,52,807

01-Oct-16 500 10 842.00 Cash ESOS 3,24,31,06,585 32,43,10,65,850 4,85,62,21,68,807

01-Oct-16 1,42,026 10 642.00 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 10 642.00 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 10 842.00 Cash ESOS 3,24,33,76,519 32,43,37,65,190 4,85,79,28,08,570

22-Nov-16 2,17,191 10 642.00 Cash ESOS 3,24,35,93,710 32,43,59,37,100 4,85,93,00,73,282

02-Jan-17 200 10 644.50 Cash ESOS 3,24,35,93,910 32,43,59,39,100 4,85,93,02,00,182

02-Jan-17 2,28,891 10 642.00 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 10 642.00 Cash ESOS 3,24,38,62,174 32,43,86,21,740 4,86,09,97,44,630

22-Feb-17 1,20,032 10 642.00 Cash ESOS 3,24,39,82,206 32,43,98,22,060 4,86,17,56,04,854

22-Mar-17 72,95,894 10 642.00 Cash ESOS 3,25,12,78,100 32,51,27,81,000 4,90,78,66,09,862

Strictly Confidential Disclosure Document For private circulation only

03-Apr-17 55,970 10 642.00 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 10 642.00 Cash ESOS 3,25,14,35,702 32,51,43,57,020 4,90,88,62,14,526

22-May-17 1,30,051 10 642.00 Cash ESOS 3,25,15,65,753 32,51,56,57,530 4,90,96,84,06,758

03-Jul-17 1,71,547 10 642.00 Cash ESOS 3,25,17,37,300 32,51,73,73,000 4,91,07,68,24,462

24-Jul-17 1,64,074 10 642.00 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 10 642.00 Cash ESOS 3,25,22,09,129 32,52,20,91,290 4,91,37,50,22,840

01-Sep-17 7,929 10 837.00 Cash ESOS 3,25,22,17,058 32,52,21,70,580 4,91,38,16,59,413

3,08,03,34 Bonus Bonus Bonus 13-Sep-17 10 - 6,33,25,51,296 63,32,55,12,960 4,61,05,55,58,699 ,238 Issue Issue Issue

03-Oct-17 2,06,422 10 321.00 Cash ESOS 6,33,27,57,718 63,32,75,77,180 4,61,11,97,55,941

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 Allotment 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 cash pursuant to 23-Oct-17 2,76,707 10 321.00 Cash ESOS 6,33,30,65,425 63.33.06.54.250 4,61,21,72,99,068 Employee s' Stock Option 22-Nov-17 3,81,898 10 321.00 Cash ESOS 6,33,34,47,323 63,33,44,73,230 4,61,33,60,69,346 Scheme - 2006 (ESOS) 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

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

Strictly Confidential Disclosure Document For private circulation only

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

02-Jan-18 4,15,531 10 321.00 Cash ESOS 6,33,39,19,050 63,33,91,90,500 4,61,49,85,79,514

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

22-Jan-18 2,10,077 10 321.00 Cash ESOS 6,33,41,29,627 63,34,12,96,270 4,61,56,40,69,586

22-Jan-18 400 10 322.25 Cash ESOS 6,33,41,30,027 63,34,13,00,270 4,61,56,41,94,486

22-Feb-18 4,93,303 10 321.00 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 10 430.00 Cash ESOS 6,33,46,51,022 63,34,65,10,220 4,61,73,77,93,526

02-Apr-18 4,29,490 10 321.00 Cash ESOS 6,33,50,80,512 63,35,08,05,120 4,61,87,13,64,916

02-Apr-18 29,624 10 430.00 Cash ESOS 6,33,51,10,136 63,35,11,01,360 4,61,88,38,06,996

24-Apr-18 3,62,343 10 321.00 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 10 321.00 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

Strictly Confidential Disclosure Document For private circulation only

22-Jun-18 4,97,962 10 321.00 Cash ESOS 6,33,63,76,658 63,36,37,66,580 4,62,28,17,34,500

22-Jun-18 14,812 10 430.00 Cash ESOS 6,33,63,91,470 63,36,39,14,700 4,62,28,79,55,540

22-Jun-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-Jul-18 1,09,336 10 321.00 Cash ESOS 6,33,65,08,290 63,36,50,82,900 4,62,34,51,50,043

02-Jul-18 480 10 322.25 Cash ESOS 6,33,65,08,770 63,36,50,87,700 4,62,34,52,99,923

24-Jul-18 11,09,165 10 321.00 Cash ESOS 6,33,76,17,935 63,37,61,79,350 4,62,69,02,50,238

24-Jul-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-Jul-18 7,484 10 443.68 Cash ESOS 6,33,76,30,859 63,37,63,08,590 4,62,69,51,94,540

24-Jul-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-Jul-18 12,546 10 548.00 Cash ESOS 6,33,76,49,841 63,37,64,98,410 4,62,70,49,65,240

23- Aug-18 7,46,390 10 321.00 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 10 321.00 Cash ESOS 6,33,84,40,341 63,38,44,03,410 4,62,95,97,95,842

01-Oct-18 34,018 10 321.00 Cash ESOS 6,33,84,74,359 63,38,47,43,590 4,62,97,03,75,440

24-Oct-18 49,250 10 Cash ESOS 6,33,85,23,609 63,38,52,36,090 4,62,98,56,92,190 321.00

22-Nov-18 37,653 10 321.00 Cash ESOS 6,33,85,61,262 63,38,56,12,620 4,62,99,74,02,273

22-Nov-18 590 10 322.25 Cash ESOS 6,33,85,61,852 63,38,56,18,520 4,62,99,75,86,501

Strictly Confidential Disclosure Document For private circulation only

02-Jan-19 39,543 10 Cash ESOS 6,33,86,01,395 63,38,60,13,950 4,63,00,98,84,374 321.00

02-Jan-19 40,000 10 538.00 Cash ESOS 6,33,86,41,395 63,38,64,13,950 4,63,03,10,04,374

22-Jan-19 24,418 10 321.00 Cash ESOS 6,33,86,65,813 63,38,66,58,130 4,63,03,85,98,372

22-Jan-19 200 10 322.25 Cash ESOS 6,33,86,66,013 63,38,66,60,130 4,63,03,86,60,822

22-Feb-19 27,810 10 321.00 Cash ESOS 6,33,86,93,823 63,38,69,38,230 4,63,06,43,09,732

02-Apr-19 56,473 10 321.00 Cash ESOS 6,33,87,50,296 63,38,75,02,960 4,63,08,18,72,835

02-Apr-19 240 10 322.25 Cash ESOS 6,33,87,50,536 63,38,75,05,360 4,63,08,19,47,775

22-Apr-19 1,55,337 10 321.00 Cash ESOS 6,33,89,05,873 63,38,90,58,730 4,63,13,02,57,582

22-Apr-19 6,240 10 322.25 Cash ESOS 6,33,89,12,113 63,38,91,21,130 4,63,13,22,06,022

22-May-19 1,25,837 10 321.00 Cash ESOS 6,33,90,37,950 63,39,03,79,500 4,63,17,13,41,329

22-May-19 480 10 322.25 Cash ESOS 6,33,90,38,430 63,39,03,84,300 4,63,17,14,91,209

02-Jul-19 38,540 10 321.00 Cash ESOS 6,33,90,76,970 63,39,07,69,700 4,63,18,34,77,149

22-Jul-19 11,525 10 321.00 Cash ESOS 6,33,90,88,495 63,39,08,84,950 4,63,18,70,61,424

22-Aug-19 33,534 10 321.00 Cash ESOS 6,33,91,22,029 63,39,12,20,290 4,63,19,74,90,498

22-Aug-19 1,200 10 322.25 Cash ESOS 6,33,91,23,229 63,39,12,32,290 4,63,19,78,65,198

01-Oct-19 22,528 10 321.00 Cash ESOS 6,33,91,45,757 63,39,14,57,570 4,63,20,48,71,406

01-Oct-19 1,200 10 322.25 Cash ESOS 6,33,91,46,957 63,39,14,69,570 4,63,20,52,46,106

Strictly Confidential Disclosure Document For private circulation only

22-Oct-19 5,778 10 321.00 Cash ESOS 6,33,91,52,735 63,39,15,27,350 4,63,20,70,43,064

22-Oct-19 6,228 10 548.00 Cash ESOS 6,33,91,58,963 63,39,15,89,630 4,63,21,03,93,728

22-Nov-19 7,085 10 321.00 Cash ESOS 6,33,91,66,048 63,39,16,60,480 4,63,21,25,97,163

22-Nov-19 30,000 10 548.00 Cash ESOS 6,33,91,96,048 63,39,19,60,480 4,63,22,87,37,163

22-Nov-19 7,482 10 443.68 Cash ESOS 6,33,92,03,530 63,39,20,35,300 4,63,26,49,08,430

02-Jan-20 18,366 10 321.00 Cash ESOS 6,33,92,21,896 63,39,22,18,960 463,27,06,20,256

22-Jan-20 14,503 10 321.00 Cash ESOS 6,33,92,36,399 63,39,23,63,990 463,27,51,30,689

24-Feb-20 28,411 10 321.00 Cash ESOS 6,33,92,64,810 63,39,26,48,100 463,28,39,66,510

24-Feb-20 2,700 10 322.25 Cash ESOS 6,33,92,67,510 63,39,26,75,100 463,29,47,20,533

Note: The Company has allotted 1,35,901 equity shares of Rs. 10 each fully paid-up since April 2020, pursuant to Employees Stock Option Scheme 2006.

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

• The Board of Directors of the Company, at its meeting held on July 19, 2019, approved a Composite Scheme of Amalgamation and Plan of Merger amongst Reliance Holding USA Inc. ("RHUSA") and Reliance Energy Generation and Distribution Limited ("REGDL") and Reliance Industries Limited ("RIL/the Company") and their respective shareholders ("Scheme"). RHUSA is a wholly- owned subsidiary of REGDL and REGDL is a wholly-owned subsidiary of the Company. The merger of RHUSA and REGDL, will inter alia simplify the corporate structure of the Company. The Company has filed the said Scheme with the Hon’ble National Company Law Tribunal, Mumbai Bench, for its approval.

• RIL has setup a Wholly Owned Subsidiary (WOS) viz. Jio Platforms Limited (JPL), for digital platform initiatives. RIL invested Rs. 1,65,000 crore in the WOS through OCPS and Rs. 4,961 crore in equity shares. The WOS has acquired RIL’s investment of Rs. 64,450 crore in Reliance Jio Infocomm Limited (RJIL). This New-age Digital Technology Platform entity is proposed for holding all digital platforms including RJIL, the digital connectivity platform. This will enable access to world class technology platforms across healthcare, education and agriculture.

Strictly Confidential Disclosure Document For private circulation only

• Pursuant to the Scheme of Arrangement amongst Reliance Jio Infocomm Limited and certain class of its creditors under Sections 230-232 and other applicable provisions of the Companies Act, 2013 approved by the Hon’ble National Company Law Tribunal, Ahmedabad bench vide order dated March 13, 2020, the Company has assumed identified liabilities (as defined in the Scheme) with effect from the appointed date i.e. December 16, 2019.

• The Abu Dhabi National Oil Company (ADNOC) signed a Framework Agreement with RIL to explore development of an Ethylene Dichloride (EDC) facility in Ruwais. As per the terms of agreement, ADNOC and RIL will evaluate the potential creation of a facility that manufactures EDC adjacent to ADNOC’s integrated refining and petrochemical site in Ruwais, Abu Dhabi and strengthen the companies’ existing relationship supporting future collaboration in petrochemicals. ADNOC would supply ethylene to the potential joint venture and provide access to world-class infrastructure at Ruwais, while RIL will deliver operational expertise and entry to the large and growing Indian vinyls market, in which it is a key participant.

• Reliance Strategic Business Ventures Limited (RSBVL), a wholly-owned subsidiary of RIL acquired equity shares of NowFloats Technologies Private Limited (“Nowfloats”) for a cash consideration of Rs. 141.64 crore, representing 85% holding in the equity share capital of Nowfloats. RSBVL proposes to make a further investment of up to Rs. 75 crore, subject to achieving agreed milestones, by December 2020 which will increase the shareholding to 89.66%.

• Indiavidual Learning Private Limited (“Embibe”), a subsidiary of RIL, acquired equity shares of eDreams Edusoft Private Limited (“Funtoot”) for a cash consideration of 71.64 crore, representing 90.5% holding in the equity share capital of Funtoot. Embibe proposes to make a further acquisition of equity shares of up to Rs. 10 crore subject to Funtoot achieving agreed milestones, by December 2021 which will thereafter increase the shareholding to 100%.

• RSBVL, a wholly owned subsidiary of RIL, acquired equity shares of Asteria Aerospace Private Limited for a cash consideration of Rs. 23.12 crore, representing 51.78% holding in the equity share capital of Asteria. RSBVL proposes to make a further investment of upto Rs. 125 crore, subject to Asteria achieving agreed milestones by December 2021.

• Reliance Brands Limited, a subsidiary of the RIL, increased its equity shareholding in Future101 Design Private Limited (Future101) by 2.5% for a consideration of Rs. 2 crore, taking its equity shareholding in Future101 to 17.5%.

• RIIHL, a wholly owned subsidiary of RIL, acquired further shares in SkyTran Inc. to increase its shareholding in SkyTran Inc. to 17.37% on a fully diluted basis. RIIHL had acquired 12.7% shareholding in SkyTran Inc. on 17th October, 2018 with an option of investing further amount upto USD 25 million in convertible notes.

• Saudi Aramco and RIL signed a non-binding Letter of Intent (“LOI”) regarding a proposed investment in the Oil to Chemicals (O2C) division comprising the Refining, Petrochemicals and fuels marketing businesses of RIL. Saudi Aramco’s potential 20% stake is based upon an Enterprise Value of US$ 75 billion for the O2C division. This would be one of the largest foreign investments ever made in India.

Strictly Confidential Disclosure Document For private circulation only

• RIIHL, a wholly-owned subsidiary of RIL entered into an agreement for acquisition of equity shares of Shopsense Retail Technologies Pvt. Ltd. (“Shopsense” or “Fynd”) for a cash consideration not exceeding Rs. 295 crore. RIIHL has an option to further invest an amount of up to Rs. 100 crore which is likely to be completed by December 2021. The total investment will translate into ~87.6% of equity share capital in Fynd on a fully diluted and converted basis.

• Reliance Ethane Holding Pte. Ltd. (“REHPL”) {incorporated in Singapore, a wholly owned subsidiary of Reliance Industries Limited (“RIL”), having 100% holding in six limited liability companies (LLCs) which own Very Large Ethane Carriers (“VLEC” or the “Vessel”)}, Mitsui O.S.K Lines Ltd. (“MOL”) of Japan and a strategic minority investor signed binding definitive agreements for a strategic investment by MOL and minority investor in the six special purpose limited liability companies (“SPVs”), each owning a VLEC. MOL and the strategic minority investor have completed their strategic investment in the SPVs.

• Reliance Brands Limited (RBL), a subsidiary of the Company, completed the acquisition of 100% stake of Hamleys Global Holdings Limited (HGHL), through a special purpose vehicle company set up in United Kingdom for a cash consideration of GBP 67.96 million. This acquisition will establish RBL as a major player in the global toy retail industry.

• The Company has acquired additional 10.9% equity stake of Saavn Media Private Limited (Saavn) from the existing shareholders for a total consideration of INR 653.93 crore. After acquisition, the Company holds 94.4% of the equity share capital of Saavn India.

• The Resolution Plan jointly submitted by Reliance Industries Limited (“RIL”) and JM Financial Asset Reconstruction Company Limited (“JMFARC”) for acquisition of Alok Industries Limited (“Alok”) under the Corporate Insolvency Resolution Process of the Insolvency and Bankruptcy Code 2016, has been approved by the National Company Law Tribunal, Bench at Ahmedabad (“NCLT”) by order dated March 8, 2019, subject to certain conditions.

• Pursuant to the approved Resolution Plan, the Company has acquired 83,33,33,333 equity shares for cash at total consideration of Rs.250 crore, representing 37.7% equity share capital of Alok. Further, the Company has also acquired 250,00,00,000- 9% Optionally Convertible Preference Shares (OCPS) of Alok, for a total consideration of Rs 250 crore. In accordance with the resolution plan approved by the National Company Law Tribunal, Ahmedabad Bench, the Company is yet to take control of Alok. Upon implementation of the said Resolution Plan, the Company along with JM Financial Asset Reconstruction Company Limited ("JMFARC") will acquire joint control of Alok.

• Reliance Retail Ventures Limited, a subsidiary of the Company, acquired 100% stake in Shri Kannan Departmental Stores Private Limited (SKDS) for a consideration of Rs. 152.5 crore. SKDS is engaged in the business of retailing fruits & vegetables, dairy, staples, home & personal care and general merchandise to consumers.

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

Strictly Confidential Disclosure Document For private circulation only

Types of event Date of announcement Date of Completion Details None

2.4 Details of the shareholding of the Company as on the latest quarter end i.e. March 31, 2020

2.4.1 Shareholding pattern of the Company as on last quarter end i.e. March 31, 2020*

Sr. Particulars Total no. of No. of shares Total No. equity shares in demat form shareholding held / voting rights as a % of total no of equity shares 1 Promoter & Promoter Group 309 80 84 968 309 80 84 968 48.87 2 Mutual Funds/UTI 33 53 87 252 33 46 03 317 5.29 3 Alternate Investment Funds 36 93 823 36 93 823 0.06 4 Foreign Portfolio Investors (FPIs) 148 82 01 014 148 82 01 014 23.48 5 Financial Institutions/ Banks 28 50 302 26 23 468 0.04 6 Insurance Companies 38 50 89 343 38 50 83 243 6.07 7 Foreign Institutional Investors (FIIs) 19 72 385 18 41 339 0.03 8 Qualified Institutional Buyers 12 55 02 852 12 55 02 852 1.98 Central Government/ State 9 1 24 84 588 95 23 846 0.20 Government(s)/ President of India 10 Individuals 55 50 99 885 49 71 29 005 8.76 11 NBFCs registered with RBI 53 797 53 797 0.00 12 Bodies Corporate 5 77 12 726 5 66 13 212 0.91 13 Non Resident Indians 3 27 00 902 2 78 83 276 0.52 14 Overseas Corporate Bodies 4 33 640 3 63 766 0.01 Foreign Portfolio 15 1 055 1 055 0.00 Investors(Individual) 16 Foreign Nationals 29 960 29 960 0.00 17 Clearing Members 76 34 828 76 34 828 0.12 Unclaimed Shares Suspense 18 74 32 768 74 32 768 0.12 Account Investor Education and Protection 19 3 31 47 277 3 31 47 277 0.52 Fund (IEPF) Authority 20 Trusts 3 07 48 657 3 07 36 249 0.49 21 HUF 96 41 292 96 00 812 0.15 22 Global Depository Receipts (GDRs) 15 13 64 196 15 13 32 396 2.39 Total 633 92 67 510 627 11 16 271 100.00

*Note: No shares held by the Promoter & Promoter Group have been pledged or encumbered

Strictly Confidential Disclosure Document For private circulation only

2.4.2 List of top 10 holders of equity shares of the Company as on the latest quarter end i.e. March 31, 2020

Sr. Name of the Shareholders Total No of No of shares in Total No. Equity Shares Dematerialised Shareholding form / voting rights as a % of total no of equity shares 1 Srichakra Commercials LLP 68 88 95 274 68 88 95 274 10.87 2 Karuna Commercials LLP 50 81 66 996 50 81 66 996 8.02 3 Devarshi Commercials LLP 50 81 66 996 50 81 66 996 8.02 4 Tattvam Enterprises LLP 50 81 66 996 50 81 66 996 8.02 5 Life Insurance Corporation of India 37 18 05 415 37 17 99 515 5.87 6 Reliance Industries Holding Private Ltd 25 75 37 726 25 75 37 726 4.06 Petroleum Trust (Through Trustees For 7 Sole Beneficiary-M/S Reliance Industrial 24 09 42 006 24 09 42 006 3.80 Investments and Holdings Ltd.) 8 Europacific Growth Fund 18 89 70 403 18 89 70 403 2.98 Reliance Services and Holdings Limited (A Compnay Controlled By Petroleum 9 Trust, Sole Beneficiary of Which Is M/S. 17 18 82 820 17 18 82 820 2.71 Reliance Industrial Investments and Holdings Ltd.) 10 The Bank of New York Mellon 15 13 64 196 15 13 32 396 2.39 Total 359 58 98 828 359 58 61 128 56.72

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

Name Designation DIN Age Address Director of Details of other Directorship the Company since Shri Mukesh D. Chairman & 00001695 63 39, Altamount Road, April 1, 1977 Reliance Retail Ventures Limited Ambani Managing Opp Washington Reliance Jio Infocomm Limited Director House, Mumbai KDA Enterprises Private Limited 400 026 Reliance Foundation Breakthrough Energy Ventures LLC, USA Reliance Foundation Institution of Education and Research Shri Nikhil R. Executive 00001620 54 241/242, Rambha, June 26, 1986 Reliance Commercial Dealers Meswani Director Napean Sea Road, Limited Mumbai 400 006 Shri Hital R. Executive 00001623 51 “Woodlands”, Flat August 4, Reliance Industrial Investments Meswani Director No.C-23/24, 67, 1995 and Holdings Limited Peddar Road, Reliance Commercial Dealers Mumbai 400 026 Limited

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Name Designation DIN Age Address Director of Details of other Directorship the Company since The Indian Film Combine Private Limited Shri P.M.S. Executive 00012144 68 Flat No. 92, 9th Floor, August 21, Reliance Commercial Dealers Prasad Director Bakhtawar Co-Op. 2009 Limited Housing Society Ltd., Viacom 18 Media Private 22, N D Marg, Limited Mumbai 400 006 Network18 Media & Investments Limited TV18 Broadcast Limited Shri Pawan Executive 02460200 74 Bunglow No.12, May 16, 2010 Reliance Sibur Elastomers Kumar Kapil Director Sector – V, Reliance Private Limited Greens, Jamnagar 361 142, Gujarat Shri. Yogendra Independent 00001879 91 "Mistry Manor", April 16, 1992 Zodiac Clothing Company P. Trivedi Director 62-A, Napean Sea Limited Road, Mumbai The Supreme Industries Limited 400 006 Emami Limited Sai Service Private Limited Federation of Indian Automobile Association Prof. Dipak C. Independent 00228513 62 915, Hamlin Street, August 4, Reliance Retail Ventures Limited Jain Director Evanston, Illinois 2005 Reliance Retail Limited 60201, USA John Deere & Company Reliance Jio Infocomm Limited Dr. Raghunath Independent 00074119 77 D/4, Varsha Park, June 9, 2007 Piramal Enterprises Limited A. Mashelkar Director Raghunath Bunglow, Sakal Media Private Limited Baner Road, Baner, Invictus Oncology Private Pune 411 045 Limited International Longevity Centre – India Gharda Scientific Research Foundation Gharda Medical & Advanced Technologies Foundation Access Health International Godrej Agrovet Limited Vyome Therapeutics Limited Akamara Biomedicine Private Limited Shri Adil Independent 06646490 66 The Imperial December 20, Larsen and Toubro Limited Zainulbhai Director Apartment, Flat No. 2013 Network18 Media & Investments 4701, B B Nakashe Limited Marg, Tardeo, Mumbai Reliance Jio Infocomm Limited 400 034 Cipla Limited Reliance Retail Ventures Limited TV18 Broadcast Limited Piramal Foundation Viacom 18 Media Private Limited Smt. Nita M. Non- 03115198 57 39, Altamount Road, June 18, 2014 Football Sports Development Ambani Executive Opp Washington Limited Non- House, Mumbai 400 EIH Limited Independent 026 Reliance Foundation Institution Director of Education and Research Reliance Foundation Shri Raminder Independent 07175393 66 109, Sector 10A June 12, 2015 Adani Power (Mundra) Limited Singh Gujral Director Chandigarh 160 011 Adani Power Limited Dr. Shumeet Independent 02787784 60 160 W, 62nd Street – July 21, 2017 Felix Pharmaceuticals Private Banerji Director Apt 42C– New York, Limited (Ireland) NY 100237540, USA. Reliance Jio Infocomm Limited HP Inc (Formerly, Hewlett

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Name Designation DIN Age Address Director of Details of other Directorship the Company since Packard Company Inc) Tala Energy Private Limited Haldu Tola Private Limited Proteus Digital Health, Inc. Smt. Arundhati Independent 02011213 64 Flat No 702, Suvidha October 17, Bhattacharya Director Emerald, C Wing, 7th 2018 Wipro Limited Floor, Khed Gully Sai Bhakti Marg, Off Welmo Fintech Private Limited Sayani Road, Swift India Domestic Services Prabhadevi, Private Limited Mumbai 400025 Salesforce (US Company) Shri K. V. Non- 08485334 65 Flat No. Teja 511, My October 18, CCL Products (India) Limited Chowdary executive Home Navadweepa, 2019 Divi’s Laboratories Limited Director Madhapur, K. V. Ranga Reddy, Hyderabad, 500081 *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 since /Resignation (in case of resignation) Shri K. V. Non-Executive 08485334 Appointment October 18, N.A. -- Chowdary Director 2019 Shri Mansingh Independent 00001963 Demitted office August 12, 2019 September 27, -- L. Bhakta Director of a Director 1977 Prof. Ashok Independent 00006051 Demitted office October 17, April 27, 2005 -- Misra Director of a Director 2018 Smt. Arundhati Independent 02011213 Appointment October 17, N.A. -- Bhattacharya Director 2018 Shri Dharam Vir Independent 00001982 Cessation July 21, 2017 March 28, 2001 -- Kapur Director Dr. Shumeet Independent 02787784 Appointment July 21, 2017 N.A. Banerji Director

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, 12th Floor, The Ruby, July 21, 2017 Chartered Accountants 29, Senapati Bapat Marg, (Registration No. Dadar (West), Mumbai 400 028 324982E/E300003) D T S & Associates LLP, Suite # 1306-1307, July 21, 2017 Chartered Accountants Lodha Supremus, (Registration No. Senapati Bapat Marg, 142412W/W100595) Lower Parel, Mumbai 400 013

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2.6.2 Details of change in statutory auditors since last three years

Name Address Date of Auditor of the Remarks Appointment/ Company Resignation since (in case of resignation)

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

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

S R B C & CO LLP, 12th Floor, The Ruby, July 21, 2017 N.A. Appointed as Chartered Accountants 29, Senapati Bapat auditors Marg, Dadar (West), pursuant to (Registration No. Section 139 of 324982E/E300003) Mumbai 400 028 the Companies Act, 2013 for a D T S & Associates LLP, Suite # 1306-1307, July 21, 2017 N.A. term of 5 Chartered Accountants Lodha Supremus, consecutive (Registration No. Senapati Bapat Marg, years 142412W/W100595) Lower Parel, Mumbai 400 013

2.7 Details of borrowings of the Company as on latest quarter ended i.e. March 31, 2020

2.7.1 Details of Secured Loan Facilities*

Lender’s Type of Amount Principal Repayment Date / Security Name/ facility Sanctioned Amount Schedule Name of (Rs. Crore) Outstanding Bank (Rs. Crore) HDFC Cash 100 0.93 On Demand Bank Credit State Bank Cash 100 0.01 On Demand of India Credit Bank of Cash 0.84 On Demand Debtors and inventory of India Credit the Company

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Lender’s Type of Amount Principal Repayment Date / Security Name/ facility Sanctioned Amount Schedule Name of (Rs. Crore) Outstanding Bank (Rs. Crore) State Bank Working 150 90.00 Various dates in the of India Capital month of May & Demand September, 2020. Loan Punjab Working 300 300.00 April 07, 2020. National Capital Bank Demand Loan From REPO 4327.34 Various dates in April Various and May, 2020 banks Secured by Government Other than REPO 17847.06 Various dates in April securities, Bank banks and May, 2020 Guarantee and The CBLO** 999.96 April 03, 2020 Corporate Bonds. Clearing Corporation of India

Note: * Debentures not shown above since it is given separately in this Disclosure Document. ** In case of borrowings through CBLO platform lender details are not known, hence the same has been shown against The Clearing Corporation of India.

2.7.2 Details of Unsecured Loan Facilities (as on March 31, 2020)*

Lender / Instrument Name Type of Amount Principal Repayment Date/ Facility Sanctioned Amount Schedule (Rs. Crore Outstanding unless (Rs. Crore)** specified) Foreign Currency Bonds U.S.$ 100,000,000 9.375% FCY $ 100 million 167.22 Bullet repayment on June Notes due 2026 (Yankee 2) Bonds 24, 2026 U.S.$ 100,000,000 10.5% FCY $ 100 million 72.79 Bullet repayment on Notes due 2046 (Yankee 3) Bonds August 06, 2046 U.S.$ 100,000,000 8.25% FCY $ 214 million 256.69 Bullet repayment on Notes due 2027 (Yankee 4) Bonds January 15, 2027 U.S.$ 100,000,000 10.25% FCY $ 100 million 94.20 Bullet repayment on Notes due 2097 (Yankee 5) Bonds January 15, 2097 US$150,000,000 7.625% FCY $ 150 million 37.83 Bullet repayment on Notes due 2027 (CALFP) Bonds August 15, 2027 US$1,000,000,000 4.125% FCY $ 1,000 million 7,566.50 Bullet repayment on Senior Notes due 2025 Bonds January 28, 2025 US$750,000,000 4.875% FCY $ 750 million 5,674.88 Bullet repayment on Senior Notes due 2045 Bonds February 10, 2045 US$200,000,000 5% Senior FCY $ 200 million 1,513.30 Bullet repayment on June Notes Due 2035 Bonds 05, 2035 US$225,000,000 2.512% FCY $ 225 million 1,021.48 Payable in 20 equal semi- Notes due 2026, Series Bonds annual instalments 2015-1 Guaranteed by commencing on July 15, Export-Import Bank of the 2016 and ending on United States January 15, 2026 US$190,716,000 2.060% FCY $ 190.72 million 865.84 Payable in 20 equal semi- Notes due 2026, Series Bonds annual instalments 2016-1 Guaranteed by commencing on July 15,

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Export-Import Bank of the 2016 and ending on United States January 15, 2026 US$184,284,000 1.870% FCY $ 184.28 million 880.66 Payable in 19 equal semi- Notes due 2026, Series Bonds annual instalments 2016-2 Guaranteed by commencing on January Export-Import Bank of the 15, 2017 and ending on United States January 15, 2026 US$204,905,000 2.444% FCY $ 204.91 million 979.21 Payable in 19 equal semi- Notes due 2026, Series Bonds annual instalments 2016-3 Guaranteed by commencing on January Export-Import Bank of the 15, 2017 and ending on United States January 15, 2026 U.S.$ 800,000,000 3.667% FCY $ 800 million 6,053.20 Bullet repayment on Senior Notes due 2027 Bonds November 30, 2027

Lender / Instrument Name Type of Amount Principal Repayment Date/ Schedule Facility Sanctioned Amount (Rs. Crore Outstanding unless (Rs. specified) Crore)** External Commercial Borrowings (ECB)/ Export Credit Agency (ECA) Aflac Life Insurance Japan FCY JPY 11,000 765.96 Bullet repayment on August Limited Bilateral million 07, 2020 Long Term Loan State Bank of India, Singapore FCY $ 350 1,765.52 Payable in 3 equal annual Branch Bilateral million instalments commencing on Long January 17, 2020 and ending Term Loan on January 17, 2022 Various lenders including Bank FCY $ 550 4,161.58 Bullet repayment on June 19, of Baroda, Singapore Branch, Syndicated million 2020 Bank of China (Hong Kong) Long Term Limited, Bank of Taiwan, Loan Offshore Banking Branch, BNP Paribas, Singapore branch, Chang Hwa Commercial Bank, Ltd. Offshore Banking Branch, Citibank, N.A., Jersey Branch, Export Development Canada, Industrial Bank of Korea, Hong Kong Branch, Mediobanca International (Luxembourg) S.A., Mega International Commercial Bank Co., Ltd., Offshore Banking Branch, Standard Chartered Bank, Sumitomo Mitsui Banking Corporation Singapore Branch, Taiwan Shin Kong Commercial Bank Co., Ltd, The Gunma Bank, Ltd., The Hokkoku Bank, Ltd. Singapore Branch, The Hongkong and Shanghai Banking Corporation Limited, Singapore Branch, The Iyo Bank, Ltd., The Shanghai Commercial and Savings Bank, Ltd., Offshore Banking Branch, United Overseas Bank Limited, Labuan Branch Various lenders including FCY $ 815 7,340.35 Payable in 2 equal Australia and New Zealand Syndicated million and instalments on April 29, 2020 Banking Group Limited, Bank and on July 29, 2020

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Lender / Instrument Name Type of Amount Principal Repayment Date/ Schedule Facility Sanctioned Amount (Rs. Crore Outstanding unless (Rs. specified) Crore)** of America, N.A., BNP Paribas, Long Term EUR 150 Singapore Branch, BNS Asia Loan million Limited, MUFG Bank Ltd., Singapore Branch, Citibank, N.A., Jersey Branch, DBS Bank Ltd., Export Development Canada, First Abu Dhabi Bank P.J.S.C. Singapore Branch, Hua Nan Commercial Bank, Ltd. Offshore Banking Branch, JP Morgan Chase Bank, N.A., Singapore Branch, Landesbank Baden- Württemberg, Singapore Branch, The Hongkong and Shanghai Banking Corporation Limited, Singapore Branch, Mizuho Bank, Ltd., Singapore Branch, Société Générale, 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 1,418.03 Bullet repayment on July Australia And New Zealand Syndicated million 30,2021 Banking Group Limited, Bank Long Term Of America, N.A., The Bank of Loan East Asia, Limited, Singapore Branch, BNP Paribas, Singapore Branch, BNS Asia Limited, Citibank, N.A., Jersey Branch, Crédit Agricole Corporate And Investment Bank, Hong Kong Branch, DBS Bank Ltd., First Abu Dhabi Bank P.J.S.C. Singapore Branch, The Hongkong And Shanghai Banking Corporation Limited, Singapore Branch, Mizuho Bank, Ltd., Singapore Branch, MUFG Bank, Ltd., Singapore Branch, Société Générale, Hong Kong Branch, Sumitomo Mitsui Banking Corporation Singapore Branch, Union Bank of India, Hong Kong Branch, United Overseas Bank Limited, Westpac Banking Corporation Various lenders including FCY $ 1,500 11,186.88 Payable in 3 equal Australia And New Zealand Syndicated million instalments on January 16 Banking Group Limited, Bank Long Term 2023, April 17, 2023 and Of America, N.A., Barclays Loan August 14, 2023 Bank PLC, BNP Paribas, Singapore Branch, BNS Asia Limited, MUFG Bank, Ltd., Singapore Branch, Citibank, N.A., Jersey Branch, Crédit

Strictly Confidential Disclosure Document For private circulation only

Lender / Instrument Name Type of Amount Principal Repayment Date/ Schedule Facility Sanctioned Amount (Rs. Crore Outstanding unless (Rs. specified) Crore)** Agricole Corporate And Investment Bank, Hong Kong Branch, DBS Bank Ltd., First Abu Dhabi Bank P.J.S.C. Singapore Branch, The Hongkong And Shanghai Banking Corporation Limited, Singapore Branch, Mizuho Bank, Ltd., Singapore Branch, Standard Chartered Bank, London, Sumitomo Mitsui Banking Corporation Singapore Branch, Sumitomo Mitsui Trust Bank, Limited, Singapore Branch, United Overseas Bank Limited, Westpac Banking Corporation, Bank of China Limited, Singapore Branch, Bank of China Limited, Macau Branch, KfW IPEX-Bank GmbH, Export Development Canada, The Norinchukin Bank, Singapore Branch, CTBC Bank Co., Ltd., Development Bank of Japan Inc., Mega International Commercial Bank Co., Ltd., Offshore Banking Branch, Intesa Sanpaolo S.p.A., Singapore Branch, Shinsei Bank, Limited, Taipei Fubon Commercial Bank Co., Ltd. Singapore Branch, Bank of Taiwan, Singapore Branch, Hua Nan Commercial Bank, Ltd., Offshore Banking Branch, Hua Nan Commercial Bank, Ltd., Singapore Branch, Siemens Bank GmBh Singapore branch, Taiwan Business Bank, Offshore Banking Branch, Taiwan Cooperative Bank, Offshore Banking Branch, The Export- Import Bank of the Republic of China, Jih Sun International Bank, Ltd., KEXIM Bank (UK) Limited, The Nomura Trust and Banking Co., Ltd., E. Sun Commercial Bank, Ltd., The Hokkoku Bank, Ltd. Singapore Branch, The Joyo Bank, Ltd., The Gunma Bank, Ltd, The Shizuoka Bank, Ltd. Hong Kong Branch Various lenders including FCY $ 966.06 7,309.68 Payable in 2 equal Australia And New Zealand Syndicated million instalments on July 29, 2021 Banking Group Limited, Bank Long Term and October 29, 2021 Of America N.A., The Bank of Loan East Asia, Limited, Singapore Branch, BNP Paribas,

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Lender / Instrument Name Type of Amount Principal Repayment Date/ Schedule Facility Sanctioned Amount (Rs. Crore Outstanding unless (Rs. specified) Crore)** Singapore Branch, BNS Asia Limited, 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, The Hongkong And Shanghai Banking Corporation Limited, Mizuho Bank, Ltd., Singapore Branch, MUFG Bank, Ltd., Singapore Branch, Societe Generale, Hong Kong Branch, Sumitomo Mitsui Banking Corporation, Singapore Branch, United Overseas Bank Limited, Union Bank of India, Hong Kong Branch, Westpac Banking Corporation, JPMorgan Chase Bank, N.A., Singapore Branch, The Korea Development Bank, The Korea Development Bank, Singapore Branch, The Korea Development Bank, Tokyo Branch, Export Development Canada, AfrAsia Bank Limited, Baiduri Bank Berhad, The Chiba Bank, Ltd., Hong Kong Branch Various lenders including FCY $ 350 3,807.66 Bullet repayment on March Australia and New Zealand Syndicated million and 28, 2025 for JPY tranche and Banking Group Limited, Long Term JPY 16,650 on April 22, 2025 for USD Singapore Branch, Bank Of Loan million tranche America, N.A., The Bank of East Asia, Limited, Singapore Branch, BNS Asia Limited, Commerzbank AG, Singapore Branch,Crédit Agricole Corporate and Investment Bank, Hong Kong Branch, DBS Bank Ltd., Development Bank of Japan Inc., The Export- Import Bank of the Republic of China, First Abu Dhabi Bank P.J.S.C., Singapore Branch, First Commercial Bank, Ltd., Singapore Branch, Industrial Bank of Korea, Hong Kong branch, The Gunma Bank, Ltd., The Hongkong and Shanghai Banking Corporation Limited, Singapore Branch, The Joyo Bank, Ltd., The Korea Development Bank, The Korea Development Bank, Singapore Branch, The Korea Development Bank, Tokyo

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Lender / Instrument Name Type of Amount Principal Repayment Date/ Schedule Facility Sanctioned Amount (Rs. Crore Outstanding unless (Rs. specified) Crore)** Branch, Land Bank of Taiwan, Offshore Banking Branch, Mizuho Bank, Ltd., Singapore Branch, MUFG Bank, Ltd., Singapore Branch, Standard Chartered Bank, London, State Bank of India, New York, Sumitomo Mitsui Banking Corporation Singapore Branch, Sumitomo Mitsui Trust Bank, Limited Singapore Branch, Sunny Bank, Ltd., Taipei Fubon Commercial Bank Co. Ltd., Singapore Branch, Taiwan Business Bank, Offshore Banking Branch, Taiwan Shin Kong Commercial Bank Co., Ltd, United Overseas Bank Limited, Westpac Banking Corporation Various lenders including FCY $ 650 7,623.45 Payable in two equal Australia and New Zealand Syndicated million and instalments on (i) June 21, Banking Group Limited, Long Term JPY 38,850 2024 and December 23, 2024 Singapore Branch,The 77 Loan million for USD tranche and (ii) June Bank, Ltd., Bank of America, 26, 2024 and December 26, N.A., Bank of China Limited, 2024 for JPY tranche Singapore Branch, Bank of China Limited, Grand Cayman Branch, Bank of Kaohsiung, Offshore Banking Branch, Bank of Taiwan, Singapore Branch, Barclays Bank PLC, BNS Asia Limited, Chang Hwa Commercial Bank Ltd., Offshore Banking Branch, Crédit Agricole Corporate and Investment Bank, Hong Kong Branch, DBS Bank Ltd. Development Bank of Japan Inc., E. SUN Commercial Bank, Ltd., First Abu Dhabi Bank P.J.S.C., Singapore Branch, The Hongkong and Shanghai Banking Corporation Limited, Singapore Branch, Hua Nan Commercial Bank, Ltd., Offshore Banking Branch, Hua Nan Commercial Bank, Ltd., Singapore Branch, JPMorgan Chase Bank, N.A., Singapore Branch, KEB Hana Bank Bahrain Branch, The Korea Development Bank, The Korea Development Bank, Singapore Branch, The Korea Development Bank, Tokyo Branch, Land Bank of Taiwan, Offshore Banking Branch, Mega International Commercial Bank Co., Ltd., Offshore Banking Branch, Mizuho Bank,

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Lender / Instrument Name Type of Amount Principal Repayment Date/ Schedule Facility Sanctioned Amount (Rs. Crore Outstanding unless (Rs. specified) Crore)** Ltd., Singapore Branch, MUFG Bank, Ltd., Singapore Branch, The Nanto Bank, Ltd., The Norinchukin Bank, Singapore Branch, Shinsei Bank, Limited, Standard Chartered Bank, London, State Bank of India, New York, Sumitomo Mitsui Banking Corporation Singapore Branch, Taiwan Business Bank, Offshore Banking Branch, Taiwan Cooperative Bank, Offshore Banking Branch, United Overseas Bank Limited, Westpac Banking Corporation Banque Misr SAE, Paris FCY EUR 10 82.77 Bullet repayment on June 7, Branch Syndicated million 2022 Long Term Loan Landesbank Baden FCY EUR 65 538.01 Bullet repayment on June 6, Württemberg, Raiffeisenbank Syndicated million 2024 Neustadt AG, Warburg Invest Long Term Kapitalanlagegesellschaft mbH Loan WARBURG-SW 4-FONDS Caja de Crédito de los FCY EUR 280 2,317.56 Bullet repayment on June 6, Ingenieros, Sociedad Syndicated million 2024 Cooperativa de Crédito (Caja Long Term de Ingenieros), DZ BANK AG, Loan Deutsche Zentral- Genossenschaftsbank, Frankfurt am Main, Intesa Sanpaolo Bank Luxembourg S.A., KFW IPEX- Bank GmbH, , State Bank of India, Frankfurt Branch, State Bank of India, Antwerp Branch, Unicredit Bank AG KFW IPEX- Bank GmbH, FCY EUR 50 413.85 Bullet repayment on June 8, Landesbank Baden Syndicated million 2026 Württemberg Long Term Loan Various lenders including FCY Club $ 285 2,658.85 Bullet repayment on Australia and New Zealand Long Term million and September 15, 2025 for USD Banking Group Limited, Loan JPY 7,215 tranche and on September Barclays Bank PLC, BNS Asia million 18, 2025 for JPY tranche Limited, DBS Bank Ltd., First Abu Dhabi Bank PJSC, Singapore Branch, The Hongkong and Shanghai Banking Corporation Limited, Singapore Branch, Mizuho Bank, Ltd., Singapore Branch, MUFG Bank, Ltd., Singapore Branch, Standard Chartered Bank, London, State Bank of India, New York, Sumitomo Mitsui Banking Corporation Singapore Branch, United Overseas Bank Limited and Woori Bank, Singapore Branch

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Lender / Instrument Name Type of Amount Principal Repayment Date/ Schedule Facility Sanctioned Amount (Rs. Crore Outstanding unless (Rs. specified) Crore)** Intesa Sanpaolo Bank FCY EUR 500 4,138.50 Bullet repayment on October Luxembourg S.A. Bilateral million 31, 2024 Long Term Loan Various lenders including FCY $ 1,100 4,161.58 Payable in 2 equal Australia and New Zealand Syndicated million instalments on April 14, 2023 Banking Group Limited, Long Term and on October 16, 2023 Singapore Branch, Bank of Loan America, N.A., Barclays Bank PLC, BNP Paribas, Singapore branch, BNS Asia Limited, Citibank, N.A., Jersey Branch, DBS Bank Ltd., First Abu Dhabi Bank PJSC, Singapore Branch, The Hongkong and Shanghai Banking Corporation Limited, Singapore Branch, Standard Chartered Bank, UAE, State Bank of India, New York, United Overseas Bank Limited Various lenders including FCY $ 500 3,783.25 Bullet repayment on May 30, Australia and New Zealand Syndicated million 2023 Banking Group Limited, Bank Long Term of America, N.A., BNP Loan Paribas,Singapore Branch, BNS Asia Limited, MUFG Bank, Ltd., Singapore Branch, Citibank N.A., Jersey Branch, DBS Bank Ltd., E. Sun Commercial Bank, Ltd., Export Development Canada, First Abu Dhabi Bank P.J.S.C. Singapore Branch, The Gunma Bank, Ltd., The Hongkong and Shanghai Banking Corporation Limited, Singapore Branch, Hua Nan Commercial Bank, Ltd., Offshore Banking Branch, Hua Nan Commercial Bank, Ltd., Singapore Branch, The Hyakujushi Bank, Ltd., Tokyo Branch, KGI Bank, Land Bank of Taiwan, Singapore Branch, Mega International Commercial Bank Co., Ltd., Offshore Banking Branch, Mizuho Bank, Ltd., Singapore Branch, Société Générale, Hong Kong Branch, The Shizuoka Bank, Ltd., Hong Kong Branch, Standard Chartered Bank, State Bank of India, London Branch, Sumitomo Mitsui Banking Corporation Singapore Branch, Taiwan Business Bank, Offshore Banking Branch, The Shanghai Commercial and Savings Bank Ltd., Offshore Banking Branch,

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Lender / Instrument Name Type of Amount Principal Repayment Date/ Schedule Facility Sanctioned Amount (Rs. Crore Outstanding unless (Rs. specified) Crore)** United Overseas Bank Limited, Westpac Banking Corporation Various lenders including FCY $ 1,000 7,566.50 Payable in 2 equal Australia and New Zealand Syndicated million instalments on January 31, Banking Group Limited, Bank Long Term 2022 and on July 29, 2022 of America, N.A., Bank of Loan Kaohsiung, Offshore Banking Branch, Bank of Taiwan, Singapore Branch, BDO Unibank, Inc., BNP Paribas, Singapore Branch, BNS Asia Limited, MUFG Bank, Ltd., Singapore Branch, Citibank N.A., Jersey Branch, DBS Bank Ltd., DZ BANK AG, Singapore Branch, E. Sun Commercial Bank, Ltd., Export Development Canada, First Abu Dhabi Bank P.J.S.C Singapore Branch, First Commercial Bank, Singapore Branch, The Hongkong And Shanghai Banking Corporation Limited, Singapore Branch, The Shanghai Commercial and Savings Bank Ltd., Offshore Banking Branch, Hua Nan Commercial Bank, Ltd., Offshore Banking Branch, Hua Nan Commercial Bank, Ltd., Singapore Branch, Mega International Commercial Bank Co., Ltd., Offshore Banking Branch, Mizuho Bank, Ltd., Singapore Branch, The Nomura Trust and Banking Co., Ltd., Société Générale, Hong Kong Branch, Standard Chartered Bank, State Bank of India, London Branch, Sumitomo Mitsui Banking Corporation Singapore Branch, Sunny Bank, Ltd., United Overseas Bank Limited, Westpac Banking Corporation Various lenders including FCY JPY 3,722.73 Bullet repayment on June 17, MUFG Bank, Ltd., Singapore Syndicated 53,462.5 2025 Branch, Mizuho Bank, Ltd., Long Term million Singapore Branch, Sumitomo Loan Mitsui Banking Corporation, Singapore Branch, Sumitomo Mitsui Trust Bank, Limited, Singapore Branch, The Bank of Yokohama, Ltd., The Nishi- Nippon City Bank, Ltd., The Joyo Bank, Ltd., The Chugoku Bank, Ltd., The Gunma Bank, Ltd., The Hyakujushi Bank, Ltd., The Shikoku Bank, Ltd., Shinsei Bank, Limited

Strictly Confidential Disclosure Document For private circulation only

Lender / Instrument Name Type of Amount Principal Repayment Date/ Schedule Facility Sanctioned Amount (Rs. Crore Outstanding unless (Rs. specified) Crore)** State Bank of India, London FCY $ 250 1,891.63 Payable in 2 equal Branch Bilateral million instalments on July 8, 2024 Long Term and on July 7, 2025 Loan Various lenders including FCY Club $ 500 3,783.25 Payable in three instalments Barclays Bank PLC, DBS Bank Long Term million commencing on January 17, Ltd., First Abu Dhabi Bank Loan 2024 and ending on March P.J.S.C. Singapore Branch, 27, 2025 Mizuho Bank, Ltd., Singapore Branch, MUFG Bank, Ltd., Singapore Branch, United Overseas Bank Limited Various lenders including FCY Club $ 750 5,674.88 Payable in two equal Australia and New Zealand Long Term million instalments on May 13, 2024 Banking Group Limited, Loan and on May 13, 2025 Singapore Branch, Bank of America, N.A., BNS Asia Limited, DBS Bank Ltd., First Abu Dhabi Bank PJSC, Singapore Branch, The Hongkong and Shanghai Banking Corporation Limited, Singapore Branch, Mizuho Bank, Ltd., Singapore Branch, MUFG Bank, Ltd., Singapore Branch, Standard Chartered Bank, London, Taiwan Cooperative Bank, Offshore Banking Branch, United Overseas Bank Limited Various lenders including FCY ECA $ 250 1,392.77 Payable in 20 equal semi- Sumitomo Mitsui Banking Long Term million and annual instalments Corporation, HSBC Bank PLC, Loan EUR 108 commencing on July 31, 2015 ING Bank- a branch of ING million and ending on January 31, DiBa AG, Erste 2025 Abwicklungsanstalt, DZ Bank AG Various lenders including KfW FCY ECA EUR 950 5,578.17 Payable in 19 equal semi- IPEX Bank GmbH, Citibank Long Term million and annual instalments N.A., London Branch, Loan $ 200 commencing on October 31, Commerzbank million 2016 and ending on October Aktiengesellschaft, 31, 2025 NordDeutsche Landesbank Girozentrale, Singapore Branch, Banco Santander, S.A., Landesbank Baden- Württemberg, DZ Bank AG Deutsche Zentral - Genossenschaftsbank, ODDO BHF Aktiengesellschaft, ING Bank, Branch of ING-DiBa AG, Unicredit Bank AG Various lenders including FCY ECA $ 400 2,352.01 Payable in 20 equal semi- Australia and New Zealand Long Term million and annual instalments Banking Group Limited, MUFG Loan JPY 8,500 commencing on March 21, Bank Ltd., Singapore Branch, billion 2017 and ending on HSBC Bank Plc, ING Bank, a September 21, 2026 branch of ING DiBa AG, JPMorgan Chase Bank N.A., Singapore Branch, Credit Agricole Corporate and

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Lender / Instrument Name Type of Amount Principal Repayment Date/ Schedule Facility Sanctioned Amount (Rs. Crore Outstanding unless (Rs. specified) Crore)** Investment Bank, Commerz Bank AG, Banco Santander, S.A., Sumitomo Mitsui Banking Corporation Export-Import Bank of the FCY ECA $ 1,000 558.74 Payable in 20 equal semi- United States Long Term million annual instalments Loan commencing on July 15, 2016 and ending on January 15, 2026 HSBC France, BNP Paribas FCY ECA EUR 100 459.15 Payable in 15 equal semi- S.A. Long Term million annual instalments Loan commencing on September 21, 2017 and ending on September 21, 2024 Australia and New Zealand FCY ECA $ 300 1,475.47 Payable in 20 equal semi- Banking Group Limited Long Term million annual instalments Loan commencing on March 21, 2017 and ending on September 21, 2026 Various lenders including ING FCY ECA EUR 175 941.51 Payable in 20 equal semi- Bank, a branch of ING DiBa Long Term million annual instalments AG, DZ Bank AG Deutsche Loan commencing on March 21, Zentral - 2017 and ending on Genossenschaftsbank, MUFG September 21, 2026 Bank, Ltd., Banco de Sabadell, S.A., Miami Branch, KfW IPEX- Bank GmbH Export Development Canada, FCY ECA $ 500 2,190.30 Payable in 19 equal semi- Canada Long Term million annual instalments Loan commencing on September 30, 2016 and ending on September 30, 2025 Various lenders including FCY ECA $ 550 1,987.33 Payable in 20 equal semi- Japan Bank For International Long Term million annual instalments Cooperation, MUFG Bank, Loan commencing on October 10, Ltd., Sumitomo Mitsui Banking 2016 and ending on April 10, Corporation, Mizuho Bank, 2026 Ltd., The Gunma Bank, Ltd., The Hachijuni Bank, Ltd., The Chiba Bank, Ltd., The Chugoku Bank, Ltd., The Hyakujushi Bank, Ltd., The Joyo Bank, Ltd. Various lenders including The FCY ECA $ 340 3,308.98 Payable in 19 equal semi- Hongkong and Shanghai Long Term million and annual instalments Banking Corporation Limited, Loan EUR 136 commencing on August 07, Singapore Branch, First Abu million 2019 and ending on August Dhabi Bank PJSC Singapore 07, 2028 Branch, MUFG Bank, Ltd., BNP PARIBAS Fortis Bank SA/NV Brussels and DZ BANK AG Deutsche Zentral- Genossenschaftsbank, Frankfurt am Main Various lenders including FCY ECA $ 200 1,437.41 Payable in 20 equal semi- Australia and New Zealand Long Term million and annual instalments Banking Group Limited, Banco Loan JPY 5,300 commencing on December Santander, S.A., Banco Bilbao million 10, 2020 and ending on June Vizcaya Argentaria, S.A., Hong 10, 2030 Kong Branch, Citibank N.A., Hong Kong, Commerzbank

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Lender / Instrument Name Type of Amount Principal Repayment Date/ Schedule Facility Sanctioned Amount (Rs. Crore Outstanding unless (Rs. specified) Crore)** Aktiengesellschaft, HSBC Bank plc, JPMorgan Chase Bank, N.A., Singapore Branch, MUFG Bank, Ltd., Singapore Branch, Sumitomo Mitsui Banking Corporation, Singapore Branch Various lenders including The FCY ECA $ 365 1,442.53 Payable in 17 equal semi- Export-Import Bank of Korea, Long Term million and annual instalments Australia and New Zealand Loan EUR 341 commencing on March 11, Banking Group Limited, Banco million 2022 and ending on March Santander, S.A., Banco Bilbao 11, 2030 Vizcaya Argentaria, S.A., Hong Kong Branch, Citibank, N.A., Singapore Branch, HSBC Bank plc Various lenders including The FCY ECA $ 750 3,688.96 Payable in 20 semi-annual Export-Import Bank of Korea, Long Term million instalments commencing on Australia and New Zealand Loan December 29, 2016 and Banking Group Limited, ending on June 29, 2026 Commerzbank AG, The Hongkong and Shanghai Banking Corporation Limited, ING Bank, a branch of ING- DiBa AG, JPMorgan Chase Bank, N.A., Singapore Branch, NongHyup Bank, Sumitomo Mitsui Banking Corporation Various lenders including FCY ECA $ 750 4,256.15 Payable in 20 equal semi- Australia and New Zealand Long Term million annual instalments Banking Group Limited, ING Loan commencing on November 7, Bank, a branch of ING-DiBa 2017 and ending on May 07, AG, Banco Santander, S.A., 2027 Mizuho Bank, Ltd., JPMorgan Chase Bank, N.A., Singapore Branch, Sumitomo Mitsui Banking Corporation, DZ BANK AG, Deutsche ZentralGenossenschaftsbank, Frankfurt am Main, Banco Bilbao Vizcaya Argentaria, S.A., Hong Kong Branch, DekaBank Deutsche Girozentrale Various lenders including FCY ECA $ 825 6,735.51 Payable in 20 equal semi- Australia and New Zealand Long Term million and annual instalments Banking Group Limited, BNP Loan EUR 150 commencing on September Paribas, Seoul Branch, million 22, 2019 and ending on Commerzbank March 22, 2029 Aktiengesellschaft, Citibank N.A., Hong Kong Branch, The Hongkong And Shanghai Banking Corporation Limited, Singapore Branch, JPMorgan Chase Bank, N.A., Singapore Branch, Mizuho Bank, Ltd., Singapore Branch, MUFG Bank, Ltd., Singapore Branch, Banco Santander, S.A., ING Bank, a branch of ING-DiBa AG

Strictly Confidential Disclosure Document For private circulation only

Lender / Instrument Name Type of Amount Principal Repayment Date/ Schedule Facility Sanctioned Amount (Rs. Crore Outstanding unless (Rs. specified) Crore)** Various lenders including FCY ECA $ 600 5,647.05 Payable in 20 equal semi- Australia and New Zealand Long Term million and annual instalments Banking Group Limited, Banco Loan JPY 15,900 commencing on December Santander, S.A., Banco Bilbao million 10, 2020 and ending on June Vizcaya Argentaria, S.A., Hong 10, 2030 Kong Branch, Citibank N.A., Hong Kong, Commerzbank Aktiengesellschaft, HSBC Bank plc, JPMorgan Chase Bank, N.A., Singapore Branch, MUFG Bank, Ltd., Singapore Branch, Sumitomo Mitsui Banking Corporation, Singapore Branch

Lender / Instrument Type of Facility Amount Principal Repayment Date/ Schedule Name Sanctioned Amount (Rs. Crore Outstanding unless (Rs. specified) Crore)** INR Term Loan Cisco Systems Capital Unsecured Term 4483.74 2557.27 Repayable over 6 years in (India) loan semi-annual instalments for each drawdown.

* Debentures not shown above since it is given separately in this Disclosure Document ** Exchange rates as on March 31, 2020 has been considered (Source: FEDAI Foreign Exchange Dealers Association of India)

2.7.3 Details of NCDs outstanding as of March 31, 2020

Series Tenor / Coupon Amount Date of Redemption Credit Rating Secured / Security Period of outstanding allotment Date/ Unsecured maturity (Rs. In Schedule (in years) Crore)

PPD 180 CRISIL AAA/Stable,

Tranche- 10 years 8.75% 07-05-2010 07-05-2020 IND AAA/Stable Secured Note 3 500 1 CRISIL AAA/Stable PPD [ICRA] AAA (Stable) 5 years 7.00% 31-08-2017 31-08-2022 Series A 5,000 CARE AAA/Stable

PPD 3 years 6.78% 01-09-2017 16-09-2020 Series B 15 days 2,500 PPD 3 years 6.80% 04-09-2017 04-09-2020 Series C 2,500 Not PPD Unsecured 5 years 7.17% 08-11-2017 08-11-2022 Applicable Series D 5,000 PPD 3 years 6.95% 14-11-2017 14-12-2020 Series E 1 month 2,500 3 years PPD 1 month 7.07% 22-11-2017 24-12-2020 Series F 2,500 2 days PPD 10 years 9.05% 17-10-2018 17-10-2028 Series G 3,143

Strictly Confidential Disclosure Document For private circulation only

Series Tenor / Coupon Amount Date of Redemption Credit Rating Secured / Security Period of outstanding allotment Date/ Unsecured maturity (Rs. In Schedule (in years) Crore)

PPD 10 years 8.95% 09-11-2018 09-11-2028 Series H 2,655 PPD

Series 10 years 8.70% 11-12-2018 11-12-2028 1,000 IA PPD

Series 10 years 8.65% 11-12-2018 11-12-2028 2,415 IB PPD 3 years 8.30% 08-03-2019 08-03-2022 Series J 7,000 CRISIL AAA/Stable PPD 08 10 years 8.25% 30-10-2015 30-10-2025 3,000 ICRA AAA Stable CRISIL-AAA/ Stable PPD 14 4 years 7.97% 1,000 24-04-2018 24-04-2022 ICRA-AAA (Stable) CARE-AAA (Stable) CRISIL-AAA/ Stable PPD 16 3 years 8.70% 1,500 18-07-2018 18-07-2021 ICRA-AAA (Stable) CARE-AAA (Stable) CRISIL-AAA/ Stable PPD 15 3 years 8.70% 2,000 15-06-2018 15-06-2021 ICRA-AAA (Stable) Secured Note 4 CARE-AAA (Stable) CRISIL-AAA/ Stable PPD 11 5 years 8.32% 2,000 08-07-2016 08-07-2021 ICRA-AAA (Stable) CRISIL-AAA/ Stable PPD 13 5 years 8.00% 2,025 16-04-2018 16-04-2023 ICRA-AAA (Stable) CARE-AAA (Stable) CRISIL-AAA/ Stable PPD 12 5 years 8.00% 1,861 09-04-2018 09-04-2023 ICRA-AAA (Stable) CARE-AAA (Stable) PPD 03 10 years 9.25% 2,500 16-06-2014 16-06-2024 CRISIL-AAA/ Stable PPD 05 10 years 9.00% 1,000 21-01-2015 21-01-2025 ICRA-AAA (Stable) Not Unsecured PPD 02 10 years 8.95% 1,000 04-10-2010 04-10-2020 CRISIL-AAA / Stable Applicable CARE- AAA (Stable) PPD 01 10 years 8.95% 1,000 15-09-2010 15-09-2020 Note:- 1. These NCD’s are listed on debt market of BSE & NSE. 2. Freely tradeable security, hence name of lender not given. 3. Immovable Properties situated at Jamnagar Complex (SEZ Unit). 4. Secured by way of charge ranking pari passu with all existing/ future secured debt of Reliance Jio Infocomm Limited (RJIL), step down wholly owned subsidiary, on the movable properties of Reliance Jio Infocomm Limited (RJIL), both present and future, including movable plant and machinery, spares, tools and accessories, furniture,fixtures and vehicles; save and except the telecom licenses and spectrum as well as brand name, good will and any intellectual property rights owned by Reliance Jio Infocomm Limited (RJIL), and such of the assets of Reliance Jio Infocomm Limited (RJIL) that are procured by Reliance Jio Infocomm Limited (RJIL) by using financing from Cisco Systems Capital India Private Limited.

2.7.4 List of top 10 Debenture Holders (on the basis of NCDs outstanding) as on March 31, 2020

(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. Crs) 1. STATE BANK OF INDIA 4,810.00

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Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 2. IDFC MUTUAL FUNDS 3,832.70 3. HDFC TRUSTEE COMPANY LIMITED A/C HDFC MFS 3,370.00 4. LIFE INSURANCE CORPORATION OF INDIA 3,000.00 5. ICICI PRUDENTIAL MUTUAL FUNDS 2,824.50 ADITYA BIRLA SUN LIFE TRUSTEE PRIVATE LIMITED A/C 6. 2,683.00 ADITYA BIRLA SUN LIFE MEDIUM TERM PLAN 7. SBI LIFE INSURANCE CO.LTD 2,164.90 8. KOTAK MUTUAL FUNDS 2,135.00 9. SBI MUTUAL FUNDS 1,987.60 GOVERNMENT OF SINGAPORE - 100 PERCENT DEBT 10. 1,900.00 ACCOUNT (b) Top 10 Debenture Holders of NCD - Series PPD 180 – Tranche 1

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 1. IDFC MUTUAL FUNDS 185.00 2. INDIAFIRST LIFE INSURANCE COMPANY LTD 35.00 3. UNITED INDIA INSURANCE COMPANY LIMITED 30.00 4. HDFC TRUSTEE COMPANY LIMITED A/C HDFC MFS 25.00 5. THE NEW INDIA ASSURANCE COMPANY LIMITED 25.00 6. POSTAL LIFE INSURANCE FUND A/C UTI AMC 15.00 7. UNIT TRUST OF INDIA MFS / SCHEMES 15.00 8. ECGC LIMITED 15.00 9. MAX LIFE INSURANCE COMPANY LIMITED 14.20 10. ICICI PRUDENTIAL MUTUAL FUNDS 10.00 11. INVESCO INDIA MUTUAL FUNDS 10.00 PGIM INDIA TRUSTEES PRIVATE LIMITED A/C MUTUAL 12. 10.00 FUNDS 13. SAHARA INDIA LIFE INSURANCE COMPANY LIMITED 10.00 14. ADITYA BIRLA SUN LIFE INSURANCE COMPANY LIMITED 10.00 STAR UNION DAI-ICHI LIFE INSURANCE COMPANY 15. 10.00 LIMITED 16. THE ORIENTAL INSURANCE COMPANY LIMITED 10.00 17. HSBC INDIAN STAFF PROVIDENT FUND 10.00 NPS TRUST- A/C UTI RETIREMENT SOLUTIONS PENSION 18. 9.70 FUND SCHEME - CENTRAL GOVT NPS TRUST- A/C UTI RETIREMENT SOLUTIONS PENSION 19. 9.60 FUND SCHEME - STATE GOVT 20. RURAL POSTAL LIFE INSURANCE FUND A/C SBIFMPL 8.00

Sr. Amount Name of the Debenture Holder No. (Rs. Crs)

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1. ICICI PRUDENTIAL MUTUAL FUNDS 630.00 2. IDFC MUTUAL FUNDS 490.00 3. SBI LIFE INSURANCE CO.LTD 440.00 4. ICICI LOMBARD GENERAL INSURANCE COMPANY LTD 310.00 5. HDFC TRUSTEE COMPANY LIMITED A/C HDFC MFS 260.00 THE NOMURA TRUST AND BANKING CO. LTD. AS THE 6. TRUSTEE OF INDIAN LOCAL CURRENCY DENOMINATED 220.00 BOND MOTHER FUND NPS TRUST- A/C UTI RETIREMENT SOLUTIONS PENSION 7. 212.50 FUND SCHEME - STATE GOVT 8. HDFC LIFE INSURANCE COMPANY LIMITED 165.00 NPS TRUST- A/C SBI PENSION FUND SCHEME - STATE 9. 160.00 GOVT HSBC GLOBAL INVESTMENT FUNDS - INDIA FIXED 10. 155.00 INCOME (d) Top 10 Debenture Holders of NCD - PPD Series B

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 1. ADITYA BIRLA SUN LIFE TRUSTEE PRIVATE LIMITED A/C 715.00 ADITYA BIRLA SUN LIFE MEDIUM TERM PLAN 2. KOTAK MUTUAL FUNDS 465.00 3. SBI MUTUAL FUNDS 255.00 4. HDFC TRUSTEE COMPANY LIMITED A/C HDFC MFS 185.00 BAJAJ ALLIANZ GENERAL INSURANCE COMPANY 5. 150.00 LIMITED GOVERNMENT OF SINGAPORE - 100 PERCENT DEBT 6. 100.00 ACCOUNT 7. KOTAK MAHINDRA BANK LTD 100.00 8. STCI PRIMARY DEALER LIMITED 100.00 L AND T MUTUAL FUND TRUSTEE LTD-L AND T TRIPLE 9. 100.00 ACE BOND FUND 10. INVESCO OPPENHEIMER INTERNATIONAL BOND FUND 50.00 11. HDFC ERGO GENERAL INSURANCE COMPANY LIMITED 50.00 12. RELIANCE GENERAL INSURANCE COMPANY LIMITED 35.00 13. IDFC MUTUAL FUNDS 25.00 NPS TRUST- A/C UTI RETIREMENT SOLUTIONS PENSION 14. 25.00 FUND SCHEME - STATE GOVT 15. DABUR INDIA LIMITED 25.00 16. BARODA MUTUAL FUNDS 25.00 17. TATA AIA LIFE INSURANCE CO LTD 20.00 18. TATA MUTUAL FUNDS 20.00

(e) 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

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

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Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 1. IDFC MUTUAL FUNDS 950.00 2. ICICI PRUDENTIAL MUTUAL FUNDS 792.00 3. SBI LIFE INSURANCE CO.LTD 490.00 4. HDFC LIFE INSURANCE COMPANY LIMITED 430.00 ADITYA BIRLA SUN LIFE TRUSTEE PRIVATE LIMITED A/C 5. 405.00 ADITYA BIRLA SUN LIFE MEDIUM TERM PLAN 6. HDFC TRUSTEE COMPANY LIMITED A/C HDFC MFS 250.00 AXIS MUTUAL FUND TRUSTEE LIMITED A/C AXIS MUTUAL 7. 190.00 FUNDS RELIANCE CAPITAL TRUSTEE CO LIMITED A/C RELIANCE 8. 150.00 MUTUAL FUNDS 9. SBI MUTUAL FUNDS 135.00 10. INVESCO INDIA MUTUAL FUNDS 125.00

(g) Top 10 Debenture Holders of NCD - PPD Series E

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 1. SBI MUTUAL FUNDS 395.00 THE HONGKONG AND SHANGHAI BANKING 2. 370.00 CORPORATION LIMITED ADITYA BIRLA SUN LIFE TRUSTEE PRIVATE LIMITED A/C 3. 365.00 ADITYA BIRLA SUN LIFE MEDIUM TERM PLAN 4. ICICI PRUDENTIAL MUTUAL FUNDS 300.00 5. ICICI PRUDENTIAL LIFE INSURANCE COMPANY LIMITED 285.00 6. AU SMALL FINANCE BANK LIMITED 150.00 L AND T MUTUAL FUND TRUSTEE LTD-L AND T TRIPLE 7. 125.00 ACE BOND FUND 8. IDFC MUTUAL FUNDS 105.00 AXIS MUTUAL FUND TRUSTEE LIMITED A/C AXIS MUTUAL 9. 100.00 FUNDS 10. KOTAK MAHINDRA BANK LTD 100.00 11. ORIENTAL BANK OF COMMERCE 50.00 (h) Top 10 Debenture Holders of NCD - PPD Series F

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 1. IDFC MUTUAL FUNDS 585.00 2. ICICI PRUDENTIAL MUTUAL FUNDS 350.00 3. ICICI PRUDENTIAL LIFE INSURANCE COMPANY LIMITED 265.00 4. PNB GILTS LTD 200.00 5. DSP BLACKROCK MUTUAL FUNDS 170.00 ADITYA BIRLA SUN LIFE TRUSTEE PRIVATE LIMITED A/C 6. 150.00 ADITYA BIRLA SUN LIFE MEDIUM TERM PLAN 7. SBI MUTUAL FUNDS 125.00 8. INDUSTRIAL AND COMMERCIAL BANK OF CHINA LIMITED 85.00 9. INVESCO INDIA MUTUAL FUNDS 80.00

Strictly Confidential Disclosure Document For private circulation only

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 10. HDFC TRUSTEE COMPANY LIMITED A/C HDFC MFS 75.00 (i) Top 10 Debenture Holders of NCD - PPD Series G

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 1. CBT-EPF-05-F-DM 517.50 2. CBT-EPF-11-F-DM 417.50 3. HDFC LIFE INSURANCE COMPANY LIMITED 265.00 4. SBI LIFE INSURANCE CO.LTD 215.00 5. ADITYA BIRLA SUN LIFE INSURANCE COMPANY LIMITED 155.00 NPS TRUST- A/C SBI PENSION FUND SCHEME - STATE 6. 155.00 GOVT 7. ICICI PRUDENTIAL LIFE INSURANCE COMPANY LIMITED 150.00 8. ICICI LOMBARD GENERAL INSURANCE COMPANY LTD 145.00 9. CBT-EPF-05-E-DM 135.00 NPS TRUST- A/C SBI PENSION FUND SCHEME - CENTRAL 10. 125.00 GOVT 11. BHARTI AXA GENERAL INSURANCE COMPANY LTD 100.00 (j) Top 10 Debenture Holders of NCD - PPD Series H

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 1. HDFC TRUSTEE COMPANY LIMITED A/C HDFC MFS 620.00 2. ICICI PRUDENTIAL LIFE INSURANCE COMPANY LIMITED 510.00 3. MAX LIFE INSURANCE COMPANY LIMITED 180.00 NPS TRUST- A/C UTI RETIREMENT SOLUTIONS PENSION 4. 144.00 FUND SCHEME - CENTRAL GOVT NPS TRUST- A/C UTI RETIREMENT SOLUTIONS PENSION 5. 127.50 FUND SCHEME - STATE GOVT THE NOMURA TRUST AND BANKING CO. LTD. AS THE 6. TRUSTEE OF INDIAN LOCAL CURRENCY DENOMINATED 110.00 BOND MOTHER FUND 7. ICICI LOMBARD GENERAL INSURANCE COMPANY LTD 100.00 8. IDFC MUTUAL FUNDS 100.00 9. EXIDE LIFE INSURANCE COMPANY LIMITED 75.00 NPS TRUST - A/C SBI PENSION FUND SCHEME - 10. 75.00 CORPORATE CG 11. BHARTI AXA LIFE INSURANCE COMPANY LTD 65.00 12. RELIANCE GENERAL INSURANCE COMPANY LIMITED 60.00 (k) Top 10 Debenture Holders of NCD - PPD Series IA

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 1. TATA AIA LIFE INSURANCE CO LTD 460.00 2. HDFC LIFE INSURANCE COMPANY LIMITED 140.00 3. SBI LIFE INSURANCE CO.LTD 100.00 4. BHARTI AXA LIFE INSURANCE COMPANY LTD 80.00 5. KOTAK MAHINDRA LIFE INSURANCE COMPANY LTD. 80.00 6. PNB METLIFE INDIA INSURANCE COMPANY LIMITED 80.00 FUTURE GENERALI INDIA LIFE INSURANCE COMPANY 7. 20.00 LIMITED

Strictly Confidential Disclosure Document For private circulation only

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 8. FUTURE GENERALI INDIA INSURANCE CO LTD 20.00 9. AEGON LIFE INSURANCE COMPANY LIMITED 20.00 (l) Top 10 Debenture Holders of NCD - PPD Series IB

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 1. ICICI PRUDENTIAL LIFE INSURANCE COMPANY LIMITED 465.00 NPS TRUST- A/C UTI RETIREMENT SOLUTIONS PENSION 2. 287.00 FUND SCHEME - STATE GOVT 3. SBI GENERAL INSURANCE COMPANY LIMITED 225.00 4. CBT-EPF-05-E-DM 150.00 5. EXIDE LIFE INSURANCE COMPANY LIMITED 130.00 6. HDFC ERGO GENERAL INSURANCE COMPANY LIMITED 130.00 NPS TRUST- A/C UTI RETIREMENT SOLUTIONS PENSION 7. 128.50 FUND SCHEME - CENTRAL GOVT 8. ICICI LOMBARD GENERAL INSURANCE COMPANY LTD 115.00 9. CBT-EPF-11-E-DM 75.00 10. SBI LIFE INSURANCE CO.LTD 60.00 11. HDFC TRUSTEE COMPANY LIMITED A/C HDFC MFS 50.00 12. AVIVA LIFE INSURANCE COMPANY INDIA LIMITED 50.00 13. HSBC GLOBAL INVESTMENT FUNDS - INDIA FIXED INCOME 50.00

(m) Top 10 Debenture Holders of NCD - PPD Series J

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) GOVERNMENT OF SINGAPORE - 100 PERCENT DEBT 1. 1,775.00 ACCOUNT ADITYA BIRLA SUN LIFE TRUSTEE PRIVATE LIMITED A/C 2. 855.00 ADITYA BIRLA SUN LIFE MEDIUM TERM PLAN 3. IDFC MUTUAL FUNDS 765.00 4. HDFC TRUSTEE COMPANY LIMITED A/C HDFC MFS 525.00 5. KOTAK MUTUAL FUNDS 370.00 6. SBI MUTUAL FUNDS 330.00 RELIANCE CAPITAL TRUSTEE CO LIMITED A/C RELIANCE 7. 260.00 MUTUAL FUNDS 8. DSP BLACKROCK MUTUAL FUNDS 185.00 9. UNIT TRUST OF INDIA MFS / SCHEMES 184.00 10. HDFC LIFE INSURANCE COMPANY LIMITED 180.00 (n) Top 10 Debenture Holders of NCD - PPD Series 1

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 1. KOTAK MUTUAL FUNDS 210.00 2. ICICI PRUDENTIAL MUTUAL FUNDS 210.00 3. HDFC TRUSTEE COMPANY LIMITED A/C HDFC MFS 150.00 4. SBI LIFE INSURANCE CO.LTD 130.90 5. UNITED INDIA INSURANCE COMPANY LIMITED 105.00

Strictly Confidential Disclosure Document For private circulation only

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) NPS TRUST- A/C SBI PENSION FUND SCHEME - STATE 6. 37.10 GOVT NPS TRUST- A/C SBI PENSION FUND SCHEME - CENTRAL 7. 25.30 GOVT 8. MAX LIFE INSURANCE COMPANY LIMITED 25.00 NPS TRUST- A/C UTI RETIREMENT SOLUTIONS PENSION 9. 22.30 FUND SCHEME - STATE GOVT 10. THE ORIENTAL INSURANCE COMPANY LIMITED 20.00 NPS TRUST- A/C UTI RETIREMENT SOLUTIONS PENSION 11. 15.00 FUND SCHEME - CENTRAL GOVT (o) Top 10 Debenture Holders of NCD - PPD Series 2

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) TRUSTEES CENTRAL BANK OF INDIA EMPLOYEES 1. 290.00 PENSION FUND 2. SBI LIFE INSURANCE CO.LTD 120.00 3. HDFC TRUSTEE COMPANY LIMITED A/C HDFC MFS 80.00 4. ICICI PRUDENTIAL MUTUAL FUNDS 75.00 THE MASTER TRUST BANK OF JAPAN, LTD. AS TRUSTEE 5. FOR EASTSPRING INVESTMENTS INDIA UTILITY AND 75.00 INFRASTRUCTURE BOND MF TRUSTEES CENTRAL BANK OF INDIA EMPLOYEES 6. 65.00 GRATUITY FUND TRUSTEES CENTRAL BANK OF INDIA EMPLOYEES 7. 55.00 PROVIDENT FUND 8. MAX LIFE INSURANCE COMPANY LIMITED 50.00 9. ABERDEEN STANDARD SICAV I - INDIAN BOND FUND 45.00 RELIANCE CAPITAL TRUSTEE CO LIMITED A/C RELIANCE 10. 25.00 MUTUAL FUNDS 11. ABERDEEN ASIA-PACIFIC INCOME FUND INC 25.00 NPS TRUST- A/C SBI PENSION FUND SCHEME - STATE 12. 23.00 GOVT (p) Top 10 Debenture Holders of NCD - PPD Series 3

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 1. KOTAK MUTUAL FUNDS 260.00 2. ICICI LOMBARD GENERAL INSURANCE COMPANY LTD 250.00 3. POSTAL LIFE INSURANCE FUND A/C UTI AMC 245.00 4. HDFC TRUSTEE COMPANY LIMITED A/C HDFC MFS 240.00 NPS TRUST- A/C UTI RETIREMENT SOLUTIONS PENSION 5. 156.00 FUND SCHEME - STATE GOVT 6. ADITYA BIRLA SUN LIFE INSURANCE COMPANY LIMITED 155.00 7. RURAL POSTAL LIFE INSURANCE FUND A/C UTI AMC 140.00 NPS TRUST- A/C UTI RETIREMENT SOLUTIONS PENSION 8. 110.80 FUND SCHEME - CENTRAL GOVT 9. BHARTI AXA GENERAL INSURANCE COMPANY LTD 100.00 CANARA HSBC ORIENTAL BANK OF COMMERCE LIFE 10. 90.00 INSURANCE COMPANY LTD (q) Top 10 Debenture Holders of NCD - PPD Series V Option II

Strictly Confidential Disclosure Document For private circulation only

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 1. POSTAL LIFE INSURANCE FUND A/C UTI AMC 200.00 NPS TRUST- A/C UTI RETIREMENT SOLUTIONS PENSION 2. 133.50 FUND SCHEME - STATE GOVT 3. ICICI LOMBARD GENERAL INSURANCE COMPANY LTD 100.00 NPS TRUST- A/C UTI RETIREMENT SOLUTIONS PENSION 4. 79.30 FUND SCHEME - CENTRAL GOVT 5. HDFC TRUSTEE COMPANY LIMITED A/C HDFC MFS 65.00 6. BHARTI AXA LIFE INSURANCE COMPANY LTD 63.00 7. NPS TRUST- A/C LIC PENSION FUND SCHEME - STATE GOVT 56.00 8. RURAL POSTAL LIFE INSURANCE FUND A/C UTI AMC 45.00 NPS TRUST- A/C LIC PENSION FUND SCHEME - CENTRAL 9. 34.00 GOVT 10. ADITYA BIRLA SUN LIFE INSURANCE COMPANY LIMITED 30.00 (r) Top 10 Debenture Holders of NCD - PPD Series VIII

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 1. LIFE INSURANCE CORPORATION OF INDIA 3,000.00 (s) Top 10 Debenture Holders of NCD - PPD Series XI

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 1. HDFC TRUSTEE COMPANY LIMITED A/C HDFC MFS 510.00 2. KOTAK MUTUAL FUNDS 365.00 3. SYNDICATE BANK 200.00 4. UNIT TRUST OF INDIA MFS / SCHEMES 150.00 5. SBI MUTUAL FUNDS 125.00 NPS TRUST- A/C SBI PENSION FUND SCHEME - STATE 6. 110.00 GOVT 7. THE HONGKONG AND SHANGHAI BANKING CORP.LTD. 95.00 RELIANCE CAPITAL TRUSTEE CO LIMITED A/C RELIANCE 8. 73.00 MUTUAL FUNDS NPS TRUST- A/C UTI RETIREMENT SOLUTIONS PENSION 9. 61.90 FUND SCHEME - STATE GOVT NPS TRUST- A/C SBI PENSION FUND SCHEME - CENTRAL 10. 60.00 GOVT (t) Top 10 Debenture Holders of NCD - PPD Series XII

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 1. UNION BANK OF INDIA 250.00 2. IDFC MUTUAL FUNDS 185.00 3. ICICI LOMBARD GENERAL INSURANCE COMPANY LTD 150.00 4. SBI LIFE INSURANCE CO.LTD 150.00 5. RELIANCE GENERAL INSURANCE COMPANY LIMITED 143.00 NPS TRUST- A/C SBI PENSION FUND SCHEME - STATE 6. 120.00 GOVT 7. HDFC TRUSTEE COMPANY LIMITED A/C HDFC MFS 115.00 8. BANK OF BARODA (EMPLOYEES) PENSION FUND 88.50 9. POSTAL LIFE INSURANCE FUND A/C UTI AMC 85.00

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Sr. Amount Name of the Debenture Holder No. (Rs. Crs) NPS TRUST- A/C SBI PENSION FUND SCHEME - CENTRAL 10. 80.00 GOVT 11. HDFC ERGO GENERAL INSURANCE COMPANY LIMITED 75.00 (u) Top 10 Debenture Holders of NCD - PPD Series XIII

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 1. IDFC MUTUAL FUNDS 375.00 2. SBI MUTUAL FUNDS 325.00 3. SBI LIFE INSURANCE CO.LTD 285.00 NPS TRUST- A/C SBI PENSION FUND SCHEME - STATE 4. 125.00 GOVT 5. HDFC TRUSTEE COMPANY LIMITED A/C HDFC MFS 125.00 AXIS MUTUAL FUND TRUSTEE LIMITED A/C AXIS MUTUAL 6. 100.00 FUNDS NPS TRUST- A/C UTI RETIREMENT SOLUTIONS PENSION 7. 89.00 FUND SCHEME - STATE GOVT NPS TRUST- A/C SBI PENSION FUND SCHEME - CENTRAL 8. 85.00 GOVT NPS TRUST- A/C UTI RETIREMENT SOLUTIONS PENSION 9. 74.80 FUND SCHEME - CENTRAL GOVT 10. RELIANCE GENERAL INSURANCE COMPANY LIMITED 50.00 NPS TRUST - A/C SBI PENSION FUND SCHEME - 11. 50.00 CORPORATE CG 12. ICICI PRUDENTIAL MUTUAL FUNDS 50.00 RELIANCE CAPITAL TRUSTEE CO LIMITED A/C RELIANCE 13. 50.00 MUTUAL FUNDS THE MASTER TRUST BANK OF JAPAN, LTD. AS TRUSTEE 14. 25.00 OF NISSAY SHORT TERM INDIAN BOND MOTHER FUND 15. ADITYA BIRLA SUN LIFE INSURANCE COMPANY LIMITED 25.00 16. BHARTI AXA GENERAL INSURANCE COMPANY LTD 25.00 17. DSP BLACKROCK MUTUAL FUNDS 25.00 18. SBI GENERAL INSURANCE COMPANY LIMITED 25.00 (v) Top 10 Debenture Holders of NCD - PPD Series XIV

Sr. Amount Name of Debenture Holders No. (Rs. Crore) 1. State Bank of India 1000.00

(w) Top 10 Debenture Holders of NCD - PPD Series XV

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 1. STATE BANK OF INDIA 1,310.00 2. KOTAK MUTUAL FUNDS 425.00 3. INVESCO INDIA MUTUAL FUNDS 100.00 4. UNIT TRUST OF INDIA MFS / SCHEMES 50.00 5. HDFC TRUSTEE COMPANY LIMITED A/C HDFC MFS 40.00 6. DSP BLACKROCK MUTUAL FUNDS 25.00 7. THE HONGKONG AND SHANGHAI BANKING CORP.LTD. 25.00 8. FRANKLIN TEMPLETON MUTUAL FUNDS 15.00

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Sr. Amount Name of the Debenture Holder No. (Rs. Crs) 9. CANARA BANK A/C MUTUAL FUNDS 10.00 (x) Top 10 Debenture Holders of NCD - PPD Series XVI

Sr. Amount Name of the Debenture Holder No. (Rs. Crs) RELIANCE CAPITAL TRUSTEE CO LIMITED A/C RELIANCE 1. 437.50 MUTUAL FUNDS 2. ICICI PRUDENTIAL MUTUAL FUNDS 225.00 3. THE HONGKONG AND SHANGHAI BANKING CORP.LTD. 180.00 4. SBI MUTUAL FUNDS 157.60 5. DSP BLACKROCK MUTUAL FUNDS 91.00 L AND T MUTUAL FUND TRUSTEE LTD-L AND T TRIPLE 6. 85.00 ACE BOND FUND 7. AU SMALL FINANCE BANK LIMITED 75.00 8. HDFC TRUSTEE COMPANY LIMITED A/C HDFC MFS 55.00 9. INVESCO INDIA MUTUAL FUNDS 50.00 ADITYA BIRLA SUN LIFE TRUSTEE PRIVATE LIMITED A/C 10. 48.00 ADITYA BIRLA SUN LIFE MEDIUM TERM PLAN

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 March 31, 2020

Relationship Amount Sr. No. Name (Rs. Crore)* 1 Reliance Jio Infocomm Limited Subsidiary 731 2 Reliance Holding USA Inc Subsidiary 22,700 3 Reliance Jio Infratel Pvt. Ltd Other 8,594 4 Reliance Sibur Elastomers Pvt. Ltd Subsidiary 2,497 5 Reliance Industries Middle East DMCC Subsidiary 1,239 6 Reliance Europe Limited Associate 1,447 7 Reliance Exploration & Production DMCC Subsidiary 378 8 Reliance Global Energy Services (Singapore) Subsidiary 160 Pte. Limited 9 Reliance Global Energy Services U.K. Subsidiary 6 10 Jio Digital Fibre Private Limited Other 3,260 Total 41,012 * Borrowing / Utilisation as on March 31, 2020 by entities with respect to these Corporate Guarantees

2.7.6 Details of Commercial Papers The total face value of commercial papers outstanding as on March 31, 2020 is Rs. 28,225 Crore. The breakup is provided in the following table:

Sr. Amount Outstanding Maturity Date No. (Rs. Crore)* 1. 24-04-2020 100 2. 29-04-2020 500

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Sr. Amount Outstanding Maturity Date No. (Rs. Crore)* 3. 04-05-2020 2,000 4. 05-05-2020 800 5. 05-05-2020 1,000 6. 11-05-2020 1,250 7. 11-05-2020 2,000 8. 12-05-2020 400 9. 18-05-2020 500 10. 18-05-2020 825 11. 29-05-2020 650 12. 29-05-2020 175 13. 29-05-2020 25 14. 29-05-2020 950 15. 29-05-2020 400 16. 29-05-2020 300 17. 01-06-2020 1,050 18. 02-06-2020 750 19. 08-06-2020 900 20. 10-06-2020 2,000 21. 12-06-2020 300 22. 15-06-2020 2,750 23. 17-06-2020 1,550 24. 28-08-2020 500 25. 28-08-2020 125 26. 25-01-2021 1,050 27. 27-01-2021 1,000 28. 02-03-2021 1,150 29. 02-03-2021 250 30. 10-03-2021 2,725 31. 10-03-2021 250 Total 28 225 *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 March 31, 2020

Party Name Amount Principal (in case of Type of Repayment Sanctioned/ Amount Credit Secured/ Facility)/ Facility/ Date / Security Issued (Rs. outstanding Rating Unsecured Instrument Instrument Schedule 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

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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

Details of Promoter and Promoter Group’s Holding in the Company as on the latest quarter end i.e. March 31, 2020

Group 1 Mukesh D Ambani 75 00 000 75 00 000 0.12 0 0.00 2 Nita M Ambani 75 00 000 75 00 000 0.12 0 0.00 3 Isha M Ambani 75 00 000 75 00 000 0.12 0 0.00 4 Akash M Ambani 75 00 000 75 00 000 0.12 0 0.00 5 Anant M Ambani 75 00 000 75 00 000 0.12 0 0.00 6 K D Ambani 1 46 62 148 1 46 62 148 0.23 0 0.00 7 Devarshi Commercials LLP 50 81 66 996 50 81 66 996 8.02 0 0.00 8 Srichakra Commercials LLP 68 88 95 274 68 88 95 274 10.87 0 0.00 9 Karuna Commercials LLP 50 81 66 996 50 81 66 996 8.02 0 0.00 10 Tattvam Enterprises LLP 50 81 66 996 50 81 66 996 8.02 0 0.00 11 Abhayaprada Enterprises LLP 200 200 0.00 0 0.00 12 Adisesh Enterprises LLP 200 200 0.00 0 0.00 13 Ajitesh Enterprises LLP 200 200 0.00 0 0.00 14 Badri Commercials LLP 200 200 0.00 0 0.00 15 Bhuvanesh Enterprises LLP 200 200 0.00 0 0.00 16 Chakradhar Commercials LLP 200 200 0.00 0 0.00 17 Chakresh Enterprises LLP 200 200 0.00 0 0.00 18 Chhatrabhuj Enterprises LLP 200 200 0.00 0 0.00 19 Harinarayan Enterprises LLP 200 200 0.00 0 0.00 20 Kankhal Trading LLP 200 200 0.00 0 0.00 21 Pavana Enterprises LLP 200 200 0.00 0 0.00 22 Pitambar Enterprises LLP 200 200 0.00 0 0.00 23 Rishikesh Enterprises LLP 200 200 0.00 0 0.00 24 Samarjit Enterprises LLP 11 60 81 370 11 60 81 370 1.83 0 0.00 25 Shripal Enterprises LLP 200 200 0.00 0 0.00 26 Taran Enterprises LLP 200 200 0.00 0 0.00 27 Trilokesh Commercials LLP 200 200 0.00 0 0.00 28 Vishatan Enterprises LLP 200 200 0.00 0 0.00 Reliance Industries Holding 29 25 75 37 726 25 75 37 726 4.06 0 0.00 Private Ltd

Strictly Confidential Disclosure Document For private circulation only

Sr. Name of the shareholders Total No. of No. of shares Total No. of % of Shares No. Equity Shares in demat form Shareholding Shares pledged /voting rights as Pledged with respect % of total no of to shares equity shares owned Synergy Synthetics Private 30 200 200 0.00 0 0.00 Limited Exotic Officeinfra Private 31 25 776 25 776 0.00 0 0.00 Limited Carat Holdings and Trading Co 32 10 200 10 200 0.00 0 0.00 Pvt Ltd Neutron Enterprises Private 33 1 722 1 722 0.00 0 0.00 Limited Futura Commercials Private 34 1 690 1 690 0.00 0 0.00 Limited 35 Chakradev Enterprises LLP 200 200 0.00 0 0.00 36 Janardan Commercials LLP 200 200 0.00 0 0.00 Elakshi Commercials Private 37 100 100 0.00 0 0.00 Limited Pinakin Commercials Private 38 100 100 0.00 0 0.00 Limited 39 Svar Enterprises LLP 1 27 40 032 1 27 40 032 0.20 0 0.00 40 Vasuprada Enterprises LLP 12 33 680 12 33 680 0.02 0 0.00 41 Kamalakar Enterprises LLP 200 200 0.00 0 0.00 42 Narahari Enterprises LLP 200 200 0.00 0 0.00 43 Shreeji Comtrade LLP 1 33 55 000 1 33 55 000 0.21 0 0.00 44 Shrikrishna Tradecom LLP 1 33 55 000 1 33 55 000 0.21 0 0.00 Reliance Industrial 45 3 44 000 3 44 000 0.01 0 0.00 Infrastructure Limited 46 Reliance Welfare Association 50 10 936 50 10 936 0.08 0 0.00 Petroleum Trust (through Trustees for sole beneficiary- 47 24 09 42 006 24 09 42 006 3.80 0 0.00 M/s Reliance Industrial Investments and Holdings Ltd.)

Reliance Services and Holdings Limited (a compnay controlled by Petroleum Trust, sole 48 17 18 82 820 17 18 82 820 2.71 0 0.00 beneficiary of which is M/s. Reliance Industrial Investments and Holdings Ltd.) Reliance Life Sciences Private 49 0 0 0.00 0 0.00 Limited # Sikka Ports & Terminals Limited 50 0 0 0.00 0 0.00 # Jamnagar Utilities and Power 51 0 0 0.00 0 0.00 Private Limited # EWPL Holdings Private Limited 52 0 0 0.00 0 0.00 # Total 309 80 84 968 309 80 84 968 48.87 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

Strictly Confidential Disclosure Document For private circulation only

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

(Rs. in Crore) Sr. Particulars FY 2019-20 FY 2018-19 FY 2017-18 No. A. Balance Sheet Assets Net Fixed Assets (Including Goodwill & CWIP) 6,41,764 5,77,837 590,907 Non Current Financial Assets 2,25,584 1,70,064 27,927 Deferred Tax Assets (net) 2,900 4,776 5,075 Other Non Current Assets 37,407 17,676 8,653 Current Assets: Inventories 73,903 67,561 60,837 Current Financial Assets 1,51,594 1,23,021 90,188 Other Current Assets 32,763 36,804 32,761 Assets held for sale - 4,667 Total 11,65,915 10,02,406 816,348 Equity and Liabilities Share Capital 6,339 5,926 5,922 Other Equity 4,46,992 3,81,186 287,584 Non Controlling Interest 8,016 8,280 3,539 Non - Current Financial Liabilities 2,16,435 2,17,526 152,717 Deferred Payment Liabilities 18,839 18,839 20,210 Long Term Provisions 1,790 2,856 2,906 Deferred tax Liabilities (Net ) 54,123 49,923 29,618 Other Non Current Liabilities 465 548 Current Financial Liabilities 3,35,363 2,59,796 269,441 Other Current Liabilities & Provisions 77,553 54,227 44,411 Liabilities directly associated with Assets held for Sale - 3,299 Total 11,65,915 10,02,406 816,348

B. Profit and Loss Statement Revenue from Operations 6,11,645 5,83,094 408,265 Other Income* 14,063 8,489 10,008 Expenditure 5,23,428 4,98,927 344,089 EBITDA 1,02,280 92,656 74,184 Depreciation and Amortisation 22,203 20,934 16,706 EBIT 80,077 71,722 57,478 Finance Cost 22,027 16,495 8,052 Exceptional Item 4,444 Tax 13,726 15,390 13,346 PAT before minority Interest 39,880 39,837 36,080 Minority Interest 526 249 5 PAT 39,354 39,588 36,075

C. Cash Flow Statement Operating Profit/ Loss before Working Capital Changes 84,556 83,319 62,765 Net Cash From Operating Activities 98,074 42,346 71,459 Net Cash From/ (used in) Investing Activities (75,717) (95,128) (68,290) Net Cash From/ (used in) Financing Activities -2,541 55,906 (2,001) Net increase / (decrease) in Cash and Cash 19,816 1,168 Equivalents 3,124 Opening balance of Cash and Cash Equivalents 11,081 7,336 2,989 Upon Addition Of Subsidiaries 23 621 98 Closing balance of Cash and Cash Equivalents 30,920 11,081 4,255 Note: *includes Share of Profit/(Loss) of Associates and Joint Ventures

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

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

(Rs. in Crore) Sr. Particulars FY 2019-20 FY 2018-19 FY 2017-18 No. A. Balance Sheet Assets Net Fixed Assets (Including CWIP) 3,34,436 3,14,745 300,447 Non Current Financial Assets 4,63,421 3,03,849 189,644 Other Non Current Assets 4,458 4,288 3,522 Current Assets: Inventories 38,802 44,144 39,568 Current Financial Assets 1,17,084 97,520 73,857 Other Current Assets 10,711 11,199 10,487 Total 9,68,912 7,75,745 617,525 Equity and Liabilities Share Capital 6,339 6,339 6,335 Other Equity 4,18,245 3,98,983 308,312 Non - Current Financial Liabilities 1,81,675 1,18,098 81,596 Long Term Provisions 1,410 2,483 2,205 Deferred tax Liabilities (Net) 50,556 47,317 27,926 Other Non-Current Liabilities 504 504 504 Current Financial Liabilities 2,42,942 1,55,013 152,164 Other Current Liabilities & Provisions 67,241 47,008 38,483 Total 9,68,912 7,75,745 617,525

B. Profit and Loss Statement Revenue from Operations 3,50,880 3,85,501 305,335 Other Income 14,541 8,822 8,220 Expenditure 2,99,027 3,26,647 253,594 EBITDA 66,394 67,676 59,961 Depreciation and Amortisation 9,728 10,558 9,580 EBIT 56,666 57,118 50,381 Finance Cost 12,105 9,751 4,656 Exceptional Item 4,245 Tax 9,413 12,204 12,113 PAT 30,903 35,163 33,612

C. Cash Flow Statement Operating Profit/ Loss before Working Capital 48,283 57,903 50,083 Changes Net Cash From Operating Activities 76,560 29,191 62,000 Net Cash From/ (used in) Investing Activities (1,42,652) (53,949) (59,109) Net Cash From/ (used in) Financing Activities 70,767 25,795 (1,914) Net increase / (decrease) in Cash and Cash 4,675 1,037 977 Equivalents Opening balance of Cash and Cash Equivalents 3,768 2,731 1,754 Closing balance of Cash and Cash Equivalents 8,443 3,768 2,731 Note: *The figures for the corresponding previous period have been restated/regrouped/reclassified wherever necessary, to make them comparable.

Strictly Confidential Disclosure Document For private circulation only

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

(Rs. in Crore) Sr. No. Particulars 2H FY 2019-20 A. Balance Sheet Assets Net Fixed Assets (Including Goodwill and CWIP) 6,41,764 Non-Current Financial Assets 2,25,584 Deferred tax assets (net) 2,900 Other Non-Current Assets 37,407 Current Assets: Inventories 73,903 Current Financial Assets 1,51,594 Other Current Assets 32,763 Total 11,65,915 Equity and Liabilities Share Capital 6,339 Other Equity 4,46,992 Non-Controlling Interest 8,016 Non-current Financial liabilities 2,16,435 Deferred Payment Liabilities 18,839 Long Term Provisions 1,790 Deferred Tax Liabilities (Net) 54,123 Other Non Current Liabilities 465 Current Financial Liabilities 3,35,363 Other Current Liabilities & Provisions 77,553 Total 11,65,915 B. Profit & Loss Statement Revenue from operations 2,96,325 Other Income* 7,566 Expenditure 2,51,917 EBITDA 51,974 Depreciation and Amortisation 11,877 EBIT 40,097 Finance Cost 11,468 Exceptional Item 4,444 Tax 5,798 PAT before minority interest 18,387 Minority Interest 399 PAT 17,988 *Note: Includes Shares of Profit / (loss) of Associates and Joint Ventures

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

(Rs. in Crore) Sr. No Particulars 2H FY 2019-20 A. Balance Sheet Assets Net Fixed Assets (Including CWIP) 3,34,436 Non-Current Financial Assets 4,63,422 Other Non-Current Assets 4,458

Strictly Confidential Disclosure Document For private circulation only

Sr. No Particulars 2H FY 2019-20 Current Assets: Inventories 38,802 Current Financial Assets 1,17,084 Other Current Assets 10,711 Total 9,68,913 Equity and Liabilities Share Capital 6,339 Other Equity 4,18,244 Non-current Financial liabilities 1,81,675 Long Term Provisions 1,410 Deferred Tax Liabilities (Net) 50,557 Other Non-current Liabilities 504 Current Financial Liabilities 2,42,942 Other Current Liabilities & Provisions 67,242 Total 9,68,913

B. Profit & Loss Statement Revenue from operations 1,67,238 Other Income 7,813 Expenditure 1,42,937 EBITDA 32,114 Depreciation and Amortisation 5,236 EBIT 26,878 Interest 6,681 Exceptional Item 4,245 Tax 3,787 PAT 12,165

2.9.5 Abridged version of Latest Limited Review/Audited Quarterly Consolidated financial information

(Rs. in Crore) Sr. No Particulars 4Q FY 2019-20 A. Profit & Loss Statement Revenue from operations 1,39,283 Other Income* 4,104 Expenditure 1,17,501 EBITDA 25,886 Depreciation and Amortisation 6,332 EBIT 19,554 Finance costs 6,064 Exceptional Item 4,267 Tax 2,677 PAT before minority interest 6,546 Minority Interest 198 PAT 6,348 *Note: Includes Shares of Profit / (loss) of Associates and Joint Ventures

2.9.6 Abridged version of Latest Limited/Audited Review Quarterly Stand-alone financial information

Strictly Confidential Disclosure Document For private circulation only

(Rs. in Crore) Sr. No Particulars 4Q FY 2019-20 A. Profit & Loss Statement Revenue from operations 76,999 Other Income 3,946 Expenditure 65,656 EBITDA 15,289 Depreciation and Amortisation 2,684 EBIT 12,604 Interest 4,161 Exceptional Item 4,245 Tax 1,618 PAT 2,580

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 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.

Strictly Confidential Disclosure Document For private circulation only

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.

In case the Issuer fails to execute the Debenture Trust Deed within three months from the closure of the Issue, the Company will pay penal interest @ 2% p.a. over the Coupon Rate till the date of execution of Debenture Trust Deed.

2.12 Credit Rating of Debentures

The Debentures are rated as “CRISIL AAA/Stable” (“CRISIL TRIPLE A with Stable outlook”) by CRISIL 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 and M 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

The 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 N and O.

BSE Limited shall act as the Designated Stock Exchange.

2.16 Other Details

Debenture Redemption Reserve

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Debenture Redemption Reserve is not required to be created by the Company for this Issue, 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 Link Intime India 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 April 2, 2020 authorising issue of Debentures and Finance Committee Resolution dated May 8, 2020 approving the specific terms of 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 April 3, 2020 and May 8, 2020

• Consent letter from Link Intime India Private Limited for acting as Registrar & Transfer Agent for the Issue dated April 3, 2020

• In-principle approval for listing of Debentures received from BSE dated May 8, 2020

Strictly Confidential Disclosure Document For private circulation only

• In-principle approval for listing of Debentures received from NSE dated May 8, 2020

• Letter from CRISIL Limited dated May 5, 2020 and May 7, 2020 and CARE Ratings Limited dated May 8, 2020 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).

Issue Size and Nature of Instrument

The Company proposes to issue by way of private placement, Unsecured Redeemable Non-Convertible Debentures – PPD Series M1 PPD Series M2 and PPD Series M3 of the face value of Rs. 10,00,000 (Rupees Ten Lakhs) each, for cash aggregating to the Base Issue Size, with an option to retain oversubscription up to the Green Shoe Amount not exceeding the Issue Size, for PPD Series M1 Debentures, PPD Series M2 Debentures and PPD Series M3 Debentures respectively.

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

Minimum Subscription

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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, for PPD Series M1 Debentures, PPD Series M2 Debentures and PPD Series M3 Debentures respectively. 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 Link Intime India 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

The Debentures are proposed to be separately listed on NTRP under new debt market of NSE and the WDM segment of 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.

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Coupon Rate

PPD Series M1 Debentures:

7.05 % (Seven point zero five percent) per annum, payable on Coupon Payment Date(s).

PPD Series M2 Debentures:

6.95 % (Six point ninety five percent) per annum, payable annually at the end of every year from the Deemed Date of Allotment.

PPD Series M3 Debentures:

6.95 % (Six point ninety five percent) per annum, payable on Coupon Payment Date(s).

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

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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 on the Record Date. In such cases, claims, if any, by the transferee(s) would need to be settled with the transferor(s) and not with the Company.

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. A Debenture Holder may, at its discretion, hold such Debentures in physical form by rematerializing the same. However, request for effecting transfer of Debentures shall not be processed unless the Debentures are held in dematerialized form with a depository.

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.

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Record Date

The Record Date for the Debentures shall be 15 (fifteen) days prior to the date of each of the Coupon Payment Dates and/or the Redemption Date, as the case may be.

In case the Record Date falls on a non-business day, the day prior to the said non- 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 on or before the Record Date of the respective due date of payment of interest / 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

The Debentures shall carry interest at Coupon Rate (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)

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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. 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.

Section 115AD read with section 194LD of the Income Tax Act, 1961 governs the taxability of Interest on rupee denominated bonds for the investors registered with Securities and Exchange Board of India (“SEBI”) as a Foreign Institutional Investor(“FII”) or Qualified Institutional Investor (“QII)” or Foreign Portfolio Investor (“FPI”) and provides that Interest income received by FII/QII/FPI after 01 June 2013 but before 01 July 2023 from a rupee denominated bond issued by an Indian company shall be subject to withholding tax taxable at the rate of 5% (plus applicable surcharge and health and education cess), if the rate of interest on such bond does not exceed the rate notified by the Central Government. As per the notification the Interest rate should not exceed 500 basis points over the base rate of State Bank of India applicable on date of issue of the said bonds.

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With regards to the interest payments made after July 1, 2023, or if the rate of interest exceeds the prescribed rate (as mentioned above), tax will be required to be withheld at the rate of 20% (plus applicable surcharge and health and education cess). This rate will be subject to any lower rate of tax provided by an applicable tax treaty entered into between India and the jurisdiction of residence of the investor. The above beneficial rate of 5% (plus surcharge and cess) under section 194LD shall be applicable subject to following list of documents: (i) PAN – Note that PAN will not be required if the FII/QII/FPI provides documentation including a Tax Residency Certificate (“TRC”), a tax identification number and other details including their name, address, email details and contact number, pursuant to section 206AA(7) of the Income Tax Act, 1961 read with rule 37BC of the Income Tax Rules, 1962. In absence of PAN or such other documents such as TRC, a minimum withholding tax @ 20% shall apply.

(ii) SEBI registration certificate confirming that they are registered as FII/FPI/ QFI. Payment on Redemption

The PPD Series M1 Debentures shall be redeemed at par at the end of the 3 Years 4 Months from the Deemed Date of Allotment (“Redemption Date”) as mentioned in the Issue Details.

The PPD Series M2 Debentures shall be redeemed at par at the end of the 3 Years from the Deemed Date of Allotment (“Redemption Date”) as mentioned in the Issue Details.

The PPD Series M3 Debentures shall be redeemed at par at the end of the 2 Years 10 Months and 2 Days from the Deemed Date of Allotment (“Redemption Date”) as mentioned in the Issue Details.

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 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.

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

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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.

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

PPD Series M1 Debentures:

Cash Flows Date No. of Days in Amount (in Rs.)* Coupon Period 1st Coupon September 14, 2020 123 23,757.53 2nd Coupon September 13, 2021 365 70,500 3rd Coupon September 13, 2022 365 70,500 4th Coupon September 13, 2023 365 70,500 Redemption September 13, 2023 10,00,000 *Note: The interest payments are rounded to nearest rupee as per FIMMDA ‘Handbook on market practices’

PPD Series M2 Debentures:

Cash Flows Date No. of Days in Amount (in Rs.)* Coupon Period 1st Coupon May 13, 2021 365 69,500 2nd Coupon May 13, 2022 365 69,500

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Cash Flows Date No. of Days in Amount (in Rs.)* Coupon Period 3rd Coupon May 12, 2023 364 69,309.59 Redemption May 12, 2023 10,00,000 *Note: The interest payments are rounded to nearest rupee as per FIMMDA ‘Handbook on market practices’

PPD Series M3 Debentures:

Cash Flows Date No. of Days in Amount (in Rs.)* Coupon Period 1st Coupon March 15, 2021 306 58,265.75 2nd Coupon March 15, 2022 365 69,500 3rd Coupon March 15, 2023 365 69,500 Redemption March 15, 2023 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, as permitted under Applicable Laws, 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 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

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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.

Disputes and Governing Law

Application / 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

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Eligible Participants are required to make payment of the full application amount in accordance with the Operational Guidelines.

Pursuant to a resolution of the Board of Directors dated April 2, 2020 the Issuer has been authorised to Issue the Debentures for an amount not exceeding Rs. 25,000 crore, in tranches, from time to time, and pursuant to a Finance Committee resolution dated May 8, 2020 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.

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.

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 , for the PPD Series M1 Debentures, PPD Series M2 Debentures and the PPD Series M3 Debentures respectively since the proposed Issue is a fixed rate/coupon issue. Eligible Participants must note that two Issues with respect to the PPD Series M1 Debentures, PPD Series M2 Debentures and the PPD Series M3 Debentures shall be open on the BSE BOND – EBP Platform and bids must be placed

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accordingly.

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 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

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The Issuer may, at its discretion, withdraw the issue process on the following conditions: (a) non-receipt of bids upto the Issue Size, as applicable for PPD Series M1 Debentures, PPD Series M2 Debentures and PPD Series M3 Debentures, respectively; (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, as applicable for PPD Series M1 Debentures, PPD Series M2 Debentures and PPD Series M3 Debentures, respectively.

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:

May 13, 2020

Bids by the Arranger

The Arranger to the Issue may 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 a different Investor. 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. • 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 single Eligible Participant if the bid amount exceeds 5% (five percent) of the base Issue Size as applicable for PPD Series M1 Debentures, PPD Series M2 Debentures and PPD Series M3 Debentures, respectively or Rs. 15 Crore, whichever is lower (or such revised limits as may be specified in the

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Operational Guidelines from time to time).

10 Application / Bid 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.

11 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. *Unless mentioned otherwise, all references made under this section shall be applicable to both PPD Series M1 Debentures, PPD Series M2 Debentures and PPD Series M3 Debentures.

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, for PPD Series M1 Debentures, PPD Series M2 Debentures and PPD Series M3 Debentures respectively.

Retention of oversubscription

The Company shall have an option at its sole discretion to retain over-subscription up to the Issue Size, for PPD Series M1 Debentures, PPD Series M2 Debentures and PPD Series M3 Debentures respectively. For further details on allocation and allotment, please refer to the section titled “Allocation and Basis of Allotment” of this Disclosure Document.

Allocation and Basis of Allotment • Provisional or Final Allocation

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

• Allotment

For the purposes of determining the number of Debentures available for allocation, the Company shall have the discretion of determining the number of Debentures to be allotted over and above the Base Issue Size, in case the Company opts to retain any oversubscription in the Issue up to the Issue Size, for PPD Series M1 Debentures, PPD Series M2 Debentures and PPD Series M3 Debentures respectively. The aggregate value of Debentures decided to be allotted over and above the Base Issue Size, (in case the Company opts to retain any oversubscription in the Issue), and/or the aggregate value of Debentures up to the Base Issue Size shall be collectively termed as the “Issue Size”, for PPD Series M1 Debentures, PPD Series M2 Debentures and PPD Series M3 Debentures respectively.

Allotment shall be done on time priority basis since this is a fixed rate coupon issue.

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 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 pay the subscription amount 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 the 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

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Bank Account by the Pay-in Time for any reason whatsoever, the bid will be liable to be rejected and the Issuer shall not be liable to issue Debentures to such successful bidders.

Funds payment to the Issuer on May 13, 2020 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

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 WITH RESPECT TO PPD SERIES M1 DEBENTURES, PPD SERIES M2 DEBENTURES AND PPD SERIES M3 DEBENTURES*

Security Name PPD Series M1 Debentures: 7.05% RIL 2023 (PPD Series M1) PPD Series M2 Debentures: 6.95% RIL 2023 (PPD Series M2) PPD Series M3 Debentures: 6.95% RIL 2023 (PPD Series M3) Issuer Reliance Industries Limited Type of Instrument Unsecured Redeemable Non-Convertible Debentures Nature of Instrument Unsecured Seniority N.A.

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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 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 closed bidding on the EBP platform in line with EBP Guidelines vide SEBI circular SEBI/HO/DDHS/CIR/P/2018/122 dated August 16, 2018 Eligible Participants All QIBs, and any non-QIB Investors specifically mapped by the Issuer on the BSE BOND – EBP Platform, are eligible to bid / invest / apply for this Issue.

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 Instrument outlook”) by CRISIL Limited and “CARE AAA/ Stable” (“CARE TRIPLE A rating with stable outlook”) by CARE Ratings Limited Issue Size PPD Series M1 Debentures: Unsecured Redeemable Non-Convertible Debentures – PPD Series M1 of the face value of Rs. 10 Lakhs each, for cash aggregating to Rs. 3,500 Crore, with an option to retain oversubscription up to Rs. 1,000 Crore

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subscription Option to retain oversubscription upto Rs. 1,000 Crore at the sole (Amount) discretion of the Company

PPD Series M2 Debentures: Option to retain oversubscription upto Rs. 500 Crore at the sole discretion of the Company

PPD Series M3 Debentures: Option to retain oversubscription upto Rs. 1,000 Crore at the sole discretion of the Company

The basis of allotment under this Issue will be as set out in the section titled “Allocation and Basis of Allotment” of this Disclosure Document Business Day If any of the coupon payment date(s), other than the ones falling Convention 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 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.

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. Objects of the Issue The net proceeds of the Issue will be utilised inter-alia for refinancing of existing borrowings and/ or ongoing capex 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 utilisation of the refinancing of existing borrowings and/ or ongoing capex and/ or Proceeds 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. Coupon Rate PPD Series M1 Debentures: 7.05 % (seven point zero five percent) per annum, payable on Coupon Payment Date(s).

PPD Series M2 Debentures:

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6.95 % (six point ninety five percent) per annum payable annually on outstanding Debentures at the end of every year from the Deemed Date of Allotment

PPD Series M3 Debentures: 6.95 % (six point ninety five percent) per annum, payable on Coupon Payment Date(s). Step Up/ Step Down Not Applicable Coupon Rate Coupon Payment Annually Frequency Coupon Payment PPD Series M1 Debentures: September 13 of every year till Date(s) Redemption Date(s). If this is not a Business Day, then as per the Business Day Convention. The last Coupon Payment Date will be the Redemption Date.

PPD Series M3 Debentures: March 15 of every year till Redemption Date(s). If this is not a Business Day, then as per the Business Day Convention. The last Coupon Payment Date will be the Redemption Date.

Coupon Type Fixed Coupon Coupon Reset Not Applicable Process Day Count Basis Actual/ Actual 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 Application Money same date, interest on application money shall not be applicable. Default Interest Rate In case of default in payment of interest and/or Redemption Amount on due dates, additional interest @ 2% p.a. over the Coupon Rate will be payable by the Issuer for the period of default. Tenor PPD Series M1 Debentures: 3 Years 4 Months (three years four months) from the Deemed Date of Allotment

PPD Series M2 Debentures: 3 (three) years from the Deemed Date of Allotment PPD Series M3 Debentures:

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2 Years 10 Months 2 Days (two years ten months and two days) from the Deemed Date of Allotment Redemption Date(s) PPD Series M1 Debentures: The Debentures shall be redeemed at par at the end of the 3 Years 4 Months (three years four months) from the Deemed Date of Allotment i.e September 13, 2023. If this is not a Business Day, then as per the Business Day Convention.

PPD Series M2 Debentures: The Debentures shall be redeemed at par at the end of the 3 (three) years from the Deemed Date of Allotment i.e May 12, 2023. If this is not a Business Day, then as per the Business Day Convention.

PPD Series M3 Debentures: The Debentures shall be redeemed at par at the end of the 2 Years 10 Months 2 Days (two years ten months and two days) from the Deemed Date of Allotment i.e March 15, 2023. If this is not a Business Day, then as per the Business Day Convention. Redemption Amount Rs.10,00,000 (Rupees Ten Lakhs) per Debenture payable on Redemption Date(s) Redemption NIL Premium/ Discount Issue Price Rs.10,00,000 (Rupees Ten Lakhs) per Debenture Discount at which Not Applicable, as the Debentures are being issued at par 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 Time Not Applicable Call Notification Time Not Applicable Face Value Rs. 10,00,000 (Rupees Ten Lakhs) per Debenture Minimum bid size and 1 Debenture of Rs. 10,00,000 (Rupees Ten Lakhs) each and in in multiples thereafter multiple of 1 Debenture of Rs. 10,00,000 (Rupees Ten Lakhs) each thereafter, respectively for PPD Series M1 Debentures, PPD Series M2 Debentures and PPD Series M3 Debentures Minimum Application 1 Debenture of Rs. 10,00,000 (Rupees Ten Lakhs) each and in and in multiples multiple of 1 Debenture of Rs. 10,00,000 (Rupees Ten Lakhs) each thereof thereafter, respectively for PPD Series M1 Debentures, PPD Series M2 Debentures and PPD Series M3 Debentures Issue Timing:

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1. Issue / Bid May 12, 2020 Opening Date 2. Issue / Bid Closing May 12, 2020 Date 3. Pay–in–Date May 13, 2020 4. Deemed Date of May 13, 2020 Allotment Manner of allotment The allotment will be done on uniform yield basis in line with EBP 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 Settlement of the Issue will be done through Indian Clearing Corporation Limited (ICCL) and the account details are given in the section on Payment Mechanism of this Disclosure Document 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 Issuance Mode of the Only in dematerialised form Instrument Trading Mode of the Only in dematerialised form Instrument Settlement Mode of Payment of interest and Redemption Amount will be made by way the Instrument of RTGS/ NEFT/ any other electronic mode/ any other permitted mode of payment Depository NSDL and CDSL Record Date 15 (fifteen) days prior to each Coupon Payment/ Redemption Date. Security None (Including description, type of security, type of charge, likely date of creation of security, minimum security cover, revaluation, replacement of security, interest to the debenture holder over and above the coupon rate as specified in the Trust Deed and disclosed in the Offer Document

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Security Creation N.A. Transaction The Issuer has arranged to execute/ executed/ shall execute the 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 Link Intime India Private Limited to act as Registrar for the Issue 3. Consent Letter from Axis Trustee Services Limited to act as Debenture Trustee for the Issue 4. Debenture Trustee Appointment Agreement 5. Debenture Trust Deed 6. Rating Letter by CRISIL Limited and CARE Ratings Limited 7. Tripartite Agreement between the Issuer, the Registrar and NSDL for offering Depository option to the investors 8. Tripartite Agreement between the Issuer, the Registrar and CDSL for offering Depository option to the investors 9. EBP Agreement with the EBP (being BSE) 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 the Companies Act 2013 to be issued to each successful bidder. Conditions Precedent 1. Credit Rating by CRISIL Limited and CARE Ratings Limited to Disbursement 2. Consent Letter from Axis Trustee Services Limited to act as Debenture Trustee for the Issue 3. Signed Disclosure Document 4. Certified copies of Board and Finance Committee Resolutions 5. Consent letter from Link Intime India Private Limited to act as Registrar & Transfer Agent for the Issue 6. In-principle approvals from the Stock Exchanges Conditions 1. Listing of the Debentures on the Stock Exchanges Subsequent to 2. Execution of Debenture Trust Deed. In case the Debenture Trust Disbursement Deed is not executed within three months of the closure of the Issue, the Issuer shall also pay an additional interest of at least two percent per annum to the Debenture Holder(s), over and above the agreed coupon rate, till the execution of the Debenture Trust Deed. Event of Defaults Default in payment of monies due in respect of interest/ Redemption 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 related to Not Applicable Cross Default Role and The Issuer has appointed Axis Trustee Services Limited registered Responsibilities of with SEBI, as Debenture Trustee for the benefit of Debenture

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Debenture Trustee Holders (hereinafter referred to as “Debenture Trustee”). 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. Governing Law and The Debentures are governed by and shall be construed in Jurisdiction 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. 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. 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 of The Issuer may, at any time and from time to time, prior to Debentures 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, as permitted under Applicable Laws, 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. *Unless specified otherwise in the Issue Details section, the provisions of the Issue Details section shall be applicable to both PPD Series M1 Debentures PPD Series M2 Debentures and PPD Series M3 Debentures.

4. ADDITIONAL DISCLOSURES

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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 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

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Particulars Disclosures 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 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 (a) Certain entities and individuals belonging to the litigation or legal promoter and promoter group of RIL had filed action pending or settlement / consent applications during August - taken by any October 2011 under the then prevailing settlement Ministry or scheme of SEBI (presently the SEBI (Settlement Department of Proceedings) Regulations, 2018), for settlement of the the Government specified proceedings set out in the show cause notice or a statutory dated February 24, 2011 issued by SEBI calling them authority against to show cause as to why enquiry should not be held any promoter of and penalty (at the time of alleged contravention, the the Issuer during penalty was maximum of Rs. 5 lakhs) be not imposed the last three under Section 15(H) of SEBI Act, 1992 for the alleged years contravention of Regulation 11(1) of SEBI (Substantial immediately Acquisition of Shares and Takeovers) Regulations, preceding the 1997, and the said settlement / consent applications year of the are pending before SEBI. circulation of this Disclosure

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Particulars Disclosures Document and (b) Certain entities belonging to the promoter and any direction promoter group of RIL had filed settlement/ consent issued by such applications during August - October 2011 under the Ministry or then prevailing settlement scheme of SEBI (presently Department or the SEBI (Settlement Proceedings) Regulations, 2018), statutory for settlement of the matters set out in the letters issued authority upon by SEBI in April / May 2010 concerning allegations conclusion of therein inter alia of (i) violation by RIL and its directors such litigation or of Section 77(2) of the Companies Act, 1956; and (ii) legal action. consequent violation by RIL and certain other entities and their respective directors during the relevant period 1999-2000 of Regulations 3, 5 and 6 of SEBI (Prohibition of Fraudulent and Unfair Trade Practices Relating to Securities Market) Regulations, 1995, and the said settlement / consent applications are pending before SEBI.

(c) SEBI had passed an order under section 11B of the Securities and Exchange Board of India Act, 1992, on March 24, 2017 on a show cause notice dated December 16, 2010 issued inter alia to erstwhile Pipeline Infrastructure (India) Private Limited (merged with Sikka Ports And Terminals Limited (SPTL), one of the promoter group entity of the Company) in the matter concerning trading in the shares of Reliance Petroleum Limited by RIL in the year 2007, inter alia prohibiting SPTL from dealing in equity derivatives in the F&O segment of the stock exchanges, directly or indirectly for a period of one year from March 24, 2017. The said prohibition expired on March 23, 2018. SPTL on May 01, 2017 had filed an appeal against the SEBI’s order before the Hon’ble SAT. The Appeal has been heard by the Hon’ble SAT and is reserved for orders. 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

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Particulars Disclosures 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 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

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Particulars Disclosures 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. 46,329.47 premium account Debentures* crore before and after After the issue of Rs. 46,329.47 the Issue Debentures* crore *as of March 31, 2020 S Details of the Please refer to Annexure H existing share capital of the Issuer company 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

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Particulars Disclosures 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: Savithri Parekh

Designation: Joint Company Secretary and Compliance Officer

Date: May 8, 2020

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:

Shri 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 37 million tonnes per year.

In the late nineties, Shri 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.

Shri Mukesh Ambani is a member of The Foundation Board of the World Economic Forum. He is an elected Foreign Member of the prestigious United States National Academy of Engineering. He is a member of the Global Advisory Council of Bank of America. He is also a member of International Advisory Council of The Brookings Institution.

Shri Ambani is also a member of the following forums: - Stanford Global Advisory Council - McKinsey & Company International Advisory Council - The Business Council - Chairman of the Board of Governors, Pandit Deendayal Petroleum University in Gujarat - India Advisory Group of the London School of Economics - India Advisory Council of The British Asian Trust (as Chairman)

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- Indo-U.S. CEOs’ Forum - Board of Governors of the National Council of Applied Economic Research, India

Shri Nikhil R. Meswani (DIN 00001620) is a chemical engineer and the son of Shri 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 Group Taxation. He is also involved in the affairs of Reliance-owned Indian Premier League cricket franchise Mumbai Indians, Indian Super League and other sports initiatives of the Company. A former President of the Association of Synthetic Fibre Industry, Shri 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 several consecutive years, ICIS, a leading chemical industry magazine, has ranked Shri 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 Limited., Chairman of its Audit Committee, and a member of its Nomination and Remuneration Committee and Corporate Social Responsibility Committee.

Shri 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 Shri Rasiklal Meswani, one of the Founder Directors of the Company.

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

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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 and Chairman of the Health, Safety and Environment Committee of the Company.

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

Shri 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 38 years, holding various senior positions in fibres, petrochemicals, refining & marketing and exploration & production businesses of Reliance. Shri Prasad holds Bachelor’s 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.

Shri Prasad is a Director of Network18 Media & Investments Limited, TV 18 Broadcast Limited, Reliance Commercial Dealers Limited and Viacom 18 Media Private Limited. He is a member of the Stakeholders’ Relationship Committee, Corporate Social Responsibility Committee, Audit Committee, Risk Management Committee and Nomination & Remuneration Committee of Network18 Media & Investments Limited and TV18 Broadcast Limited. He is the Chairman of the Nomination and Remuneration Committee and a member of Corporate Social Responsibility Committee of Reliance

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Commercial Dealers Limited. He is also a member of Corporate Social Responsibility Committee of Viacom 18 Media Private Limited.

Shri 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).

Shri 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.

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

Apart from Reliance Industries Limited, Shri Kapil is a Director on the Board of Reliance Sibur Elastomers Private Limited.

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

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as the Hon’ Consul to the Republic of Ethiopia and was a member of the Rajya Sabha from 2008 till April 2, 2014.

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

Dr. Trivedi is a Director on the Boards of Sai Services Private Limited, The Supreme Industries Limited, Zodiac Clothing Company Limited, Emami Limited, 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 Federation of Indian Automobile Association. He was also the President of Indo-American Society and at present Chairman of JK Sports Foundation and JK Medical Research Society and a former President of the Western India Automobile Association. He is also the Committee Member of Indian Merchants Chamber. He is the member of Malabar Club, Garware Club, Orient Club, Yacht Club, Turf Club etc.

Dr. Trivedi is the Chairman of the Audit Committee, Corporate Social Responsibility and Governance Committee, and Stakeholders’ Relationship Committee of the Company. He is also a member of the Human Resources, Nomination and Remuneration Committee of the Company.

He is also a member of the Audit Committee and Chairman of the Nomination & Remuneration Committee of Zodiac Clothing Company Limited, a member of Corporate Governance Committee of Emami Limited, and the Chairman of Nomination & Remuneration Committee, Stakeholders’ relationship Committee and Audit Committee of Supreme Industries Limited.

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

At Reliance Industries Limited, 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, at Dallas, 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 (European) 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.

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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 Limited, Reliance Retail Limited and Reliance Jio Infocomm Limited.

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

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

Dr. Raghunath A. Mashelkar (DIN 00074119) is an eminent Indian scientist and a National Research Professor. He 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 is the former President of the Indian National Science Academy, Institution of Chemical Engineers (UK) and Global Research Alliance, a network of public-funded R&D institutes from Asia-Pacific, Europe and the US. Deeply connected with the innovation movement in India, Dr. Mashelkar also served as the Chairman of India’s National Innovation Foundation (2000-2018). Currently, he chairs Reliance Innovation Council, KPIT Technologies Innovation Council, Persistent Systems Innovation Council and Marico Foundation’s Governing Council.

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

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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 companies including Piramal Enterprises Limited and Godrej Agrovet Limited.

He is a member of Audit and Risk Management Committee of Piramal Enterprises Limited and the Chairman of Corporate Social Responsibility Committee of Godrej Agrovet Limited

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

Shri Adil Zainulbhai (DIN 06646490) is the Chairman of Quality Council of India (QCI). He is also the Chairman of Network18 Media & Investments Limited and TV18 Broadcast Limited and also a Director of Reliance Jio Infocomm Limited, Reliance Retail Ventures Limited, Larsen & Toubro Limited, Cipla Limited, 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 worked directly with the CEOs and promoters of some major companies in MNCs, PSUs, private and public sectors – in India and globally.

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.

Shri 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, Piramal Foundation, Anant National University and others.

Shri Zainulbhai is a member of Cipla Limited’s Nomination and Remuneration Committee, Corporate Social Responsibility Committee, Audit Committee and Stakeholders’ Relationship Committee. He is a member of the Nomination and Remuneration Committee, and the Chairman of Audit Committee, Risk Management Committee and Corporate Social Responsibility Committee of TV18 Broadcast Limited. He is a member of the Nomination and Remuneration Committee of Larsen & Toubro Ltd.

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He is the Chairman of the Audit Committee, Stakeholders’ Relationship Committee, Risk Management Committee and Corporate Social Responsibility Committee, and member of the Nomination and Remuneration Committee of Network18 Media & Investments Limited. He is the Chairman of Reliance Jio Infocomm Limited’s Audit Committee and Corporate Social Responsibility Committee, and a member of the Nomination and Remuneration Committee. He is the Chairman of the Audit Committee and Corporate Social Responsibility Committee, as well as a member of Nomination and Remuneration Committee of Reliance Retail Ventures Limited.

At Reliance Industries Limited, Shri Zainulbhai is an Independent Director and the Chairman of Human Resources, Nomination and Remuneration Committee and Risk Management Committee, as well as a member of the Audit Committee.

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

Smt. 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 26 million people across India, through initiatives in Rural Transformation, Health, Education, Sports for Development, Disaster Response, Arts, Culture & Heritage and Urban Renewal.

Smt. Ambani believes that education and sports are the bedrock of any young, developing society and is committed to building India as a multi-sports nation. The Reliance Foundation’s Sports initiatives and its grassroots programmes, such as the Reliance Foundation Youth Sports, Reliance Foundation Young Champs and Reliance Foundation Jr. NBA, have cumulatively reached out to over 18 million children across India.

Smt. Ambani is the architect of Mumbai Indians, which is a four 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.

Smt. Ambani provides leadership to 14 schools that educate 16,000 students every year. She is the Founder & Chairperson of Dhirubhai Ambani International School, which has consistently been ranked as the No. 1 international school in India, and is in the league of top international schools in the world. The Dhirubhai Ambani Scholarship Programme has supported over 12,000 scholars, 20% of whom are specially-abled and almost 50% are girls. Reliance Foundation plans to establish a world-class multi-disciplinary university.

Smt. Ambani 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

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provided primary medical care to about 2.5 million underprivileged people. She is on the Board of Visitors of the MD Anderson Cancer Center and the Advisory Board of Massachusetts General Hospital. The Reliance Foundation Drishti programme has gifted vision to over 18,000 people through corneal transplants and its international Braille newspaper in Hindi is circulated in India and 15 other countries.

Smt. Ambani is committed to preserving and promoting India’s art, culture and heritage. Reliance Foundation sponsored the exhibition Modernism on the Ganges: Raghubir Singh Photographs (October 2017 to January 2018) at The Metropolitan Museum of Art, New York and previously showcased the works of Nasreen Mohamedi, the renowned Indian abstract artist. Reliance Foundation also sponsored the ‘Gates of the Lord – The Tradition of Krishna Paintings’ exhibition at the Art Institute of Chicago.

Over the years, Smt. Ambani has received many awards and honours. In 2018, she was awarded the Best Corporate Promoter of Indian Sports by the Times of India Sports Awards. Earlier, 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 Smt. Ambani’s leadership, was awarded the prestigious Rashtriya Khel Protsahan Award by the President of India in 2017. Smt. Ambani was also honoured by The Metropolitan Museum of Art, New York, in 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).

Shri 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). He is an Arbitrator in several disputes pertaining to the 'Road Sector'. He 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.

Shri Gujral is a Director of Adani Power Limited and Adani Power (Mundra) Limited. He is a member of the Audit Committee and Nomination & Remuneration Committee of Adani Power (Mundra) Limited and a member of the Audit Committee and Chairman of the Nomination and Remuneration Committee of Adani Power Limited.

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

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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 Limited, Dr. Banerji is an Independent Director and a member of the Human Resources, Nomination and Remuneration, Corporate Social Responsibility and Governance Committee and Risk Management Committee.

Smt. Arundhati Bhattacharya (DIN 02011213)

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

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

She 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.

Involved with the launch of several new businesses such as SBI General Insurance, SBI Custodial Services, SBI Pension Funds Private Limited 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.

At Reliance Industries Limited, Smt. Bhattacharya is an Independent Director and a member of the Stakeholders’ Relationship Committee and Health Safety and Environment Committee.

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Shri K. V. Chowdary (DIN 08485334) has done his graduation in Mathematics from Loyola College Chennai and Post Graduation in Mathematics from IIT, Chennai.

He started his career as a probationary officer in Andhra Bank. He later joined Indian Revenue Service in 1978. On deputation, he went to the Department of Revenue as Under Secretary and thereafter to the Department of Company Affairs as Deputy Secretary.

He held several executive positions and retired as Chairman of CBDT. On Superannuation, he was appointed as an Advisor to the Department of Revenue on issues relating to black money.

He was the Central Vigilance Commissioner from June, 2015 to June, 2019. He was elected as a Member of the Executive Committee of International Association of Anti- Corruption Agencies. He is a Member on the Advisory Board of Comptroller and Auditor General of India.

He holds directorship in CCL Products (India) Limited and Divi’s Laboratories Limited.

Shri Chowdary is a member of Audit Committee of CCL Products (India) Limited and a member of Audit Committee, Compensation Nominations & Remuneration Committee and Risk Management Committee of Divi’s Laboratories Limited.

At Reliance Industries Limited, Shri Chowdary is a member of the Stakeholders’ Relationship Committee, Audit Committee, Risk Management Committee and Human Resources, Nomination and Remuneration Committee.

KEY MANAGERIAL PERSONNEL:

Shri Alok Agarwal, has been the Chief Financial Officer of Reliance Industries Limited (RIL) since 2005. He joined Reliance in 1993 as Treasurer and has been responsible for managing all of the group’s financial resources, banking relationships and capital market transactions for over two decades. Reliance has won several accolades in this period for its financing transactions risk management and investor relations.

Prior to joining RIL, he was with Bank of America for 12 years in a variety of roles.

Shri Agarwal holds a Post Graduate Diploma in Management from IIM-Ahmedabad and a B.Tech in Electrical Engineering from IIT-Kanpur.

Shri Alok Agarwal is a member of Company’s Risk Management Committee.

Shri Srikanth Venkatachari, Joint Chief Financial Officer, is 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

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Country Treasurer for Citi in India and a Director in Citi's group company CCML (Citicorp Capital Market Ltd).

Shri 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.

Shri Srikanth Venkatachari is a member of Company’s Risk Management Committee.

Shri K. Sethuraman is the Group Company Secretary and Chief Compliance Officer, of Reliance Industries Limited. He has over 31 years of post-qualification experience in corporate laws and securities laws.

He is an Associate member of the Institute of Chartered Accountants of India and a Fellow member of the Institute of Company Secretaries of India. Shri Sethuraman is also an Associate member of the Institute of Chartered Secretaries and Administrators, London. He holds a Bachelor’s degree in Commerce from the Madras University.

Smt Savithri Parekh is the Joint Company Secretary and Compliance Officer of Reliance Industries Limited since March 29, 2019. She has over 28 years of corporate experience.

Smt Savithri Parekh is a B.Com., LL.B. and a fellow member of the Institute of Company Secretaries of India, New Delhi.

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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 global and local economic conditions. A significant portion of the Company’s revenue is generated by export sales of petroleum and petrochemical products to global markets. A further slowdown in global economic growth could exert downward pressure on the demand for these products. In addition, the Company’s performance is significantly influenced by the economic situation and governmental policies in India. 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. Any of these factors could adversely affect the Company’s business, financial conditions, cash flows and results of operations.

COVID-19: In December 2019, the COVID-19 disease, commonly known as “coronavirus”, was first reported in Wuhan, China. In January 2020, the World Health Organization declared the COVID-19 outbreak a “Public Health Emergency of International Concern” and on March 11, 2020 it was declared a pandemic. Between January 2020 and the date of this Offering Memorandum, the COVID-19 disease has spread from China to many other countries, with the number of reported cases and related deaths increasing daily and, in many countries, exponentially.

Several countries’ governments and numerous companies have imposed increasingly stringent restrictions to help avoid, or slow down, the spreading of COVID-19, restrictions on international and local travel, public gatherings and participation in meetings, as well as closures of universities, schools, stores and restaurants, with some countries imposing strict curfews. In India, the Government announced a 21-day country-wide lockdown starting on March 25, 2020 and there can be no assurance that this lockdown will not be extended further on one or more occasions either locations specific or country-wide.

The Company continues to monitor developments closely as the COVID-19 pandemic develops. The impact of the COVID-19 pandemic on the Company’s business will depend on a range of factors which the Company’s is not able to accurately predict, including the duration and scope of the pandemic, the geographies impacted, the impact of the pandemic on economic activity in India and globally, and the nature and severity of measures adopted by governments. These factors include, but are not limited to:

• The deterioration of socio-economic conditions and disruptions to the Company’s operations, such as its supply chain, or manufacturing or distribution capabilities, which may result in increased costs due to the need for more complex supply chain arrangements, to expand existing facilities or to maintain inefficient facilities, or in a reduction of the Company’s sales volumes. • Reductions or volatility in consumer demand for the Company’s products due to quarantine or other travel restrictions, economic hardship, retail closures or illness, which may impact the Company’s market share. • Significant volatility in financial markets (including exchange rate volatility) and measures adopted by governments and central banks that further restrict liquidity, which may limit the Company’s access to funds, lead to shortages of cash.

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As of the date of this document, there is significant uncertainty relating to the severity of the near- and long-term adverse impact of the COVID-19 pandemic on the global economy, global financial markets and the Indian economy, and the Company’s is unable to accurately predict the near-term or long-term impact of the COVID-19 pandemic on its 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. From time to time, the markets for the Company’s petroleum and petrochemical products have experienced periods of increased imports or capacity additions, 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 lessening 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, both in polymer and polyester chain as a number of the global peers in various segments have added large capacities. 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 the Middle East and Latin America region. Events such as hostilities, strikes, natural disasters, protests and political developments in petroleum-producing regions (particularly in or affecting the Middle East, Latin American regions), domestic and foreign government regulations including economic sanctions 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

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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, 2020, 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 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 and certain of its subsidiaries require significant capital expenditure in order to implement their 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 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 an oil and gas 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

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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. 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 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

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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 PSC & RSC. The PSCs and RSCs require the Company to obtain authorizations and approvals from the GoI, the operating committee (represented by constituents of the contractor under the PSCs, RSC) 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, 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,

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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, including in the KG D6 Block off the eastern coast of India, 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.

Under the contracts signed with the Government in respect of its blocks, the Company is required to sell all gas produced at arm’s-length prices for the benefit of the parties to the contract.

In March 2016, the Government introduced guidelines which allowed marketing and pricing freedom in respect of deep-water, ultra deep-water and high pressure-high temperature discoveries where commercial natural gas production was to start on or after January 1, 2016, subject to a ceiling price determined on the basis of the landed price of alternative fuels. In June 2017, the Government issued certain guidelines for discovery of market price through a transparent competitive bidding process. Similarly, in April 2017 the Government introduced the Policy Framework for Early Monetization of Coal Bed Methane, which provides marketing and pricing freedom for CBM.

The Government’s policy interventions from time to time impact the Company’s ability to realize the market price of gas.

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 2018. 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: Review of World Energy 2019). The rate of growth of India’s economy and of the demand for energy in India may slow down significantly or turn negative, including as a result of the COVID-19 pandemic.

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 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

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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 oil and gas resource 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 contractor parties 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.

CAG conducted another audit for FY 2008 to 2012 for KG D6 block.. 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. DGH has issued audit exceptions based on observations in these CAG Audit Reports, to which Company has responded from time to time. 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 Hon’ble Michael Kirby AC CMG as the presiding third arbitrator. Parties have completed their respective pleadings. Final hearings are tentatively scheduled from September to December 2021.

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.

Claimants have 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. The Government filed an appeal before the English Commercial Court against this 2018 Final Partial Award. The Claimants also filed an appeal against the Final Partial Award on the limited aspect of the Final Partial Award which was not in favour of the Claimants. The English Commercial Court has rejected Government’s challenges to 2018 Final Partial Award and upheld Claimants’ challenge that Arbitration Tribunal had jurisdiction over the limited issue and has remitted the issue back to the Arbitration Tribunal to be decided by 28 May 2020 (or such later date as the parties may agree in writing or the Court may order).

Claimants have filed an application before the Arbitral Tribunal seeking increase in the PSC Cost Recovery Limit and the same is pending as the hearings for these applications scheduled for March/April 2020 got postponed due to COVID-19 and are now expected to be heard between June 2020 to December 2020.The Arbitration Tribunal is yet to schedule recomputation of accounts and the quantification phase of the arbitration, which will take place after determination of the Claimants’ request for an increase in the cost recovery limit under the PSCs.

The Government has filed an enforcement petition under Sections 47 and 49 of the Arbitration and Conciliation Act, 1996 (read with the Amendment Act, 2015) and Section 151 of the CPC, 1908 seeking enforcement and execution of the Partial Award. Matter is pending in Delhi High Court.

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

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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 Hon’ble Supreme Court. All the three public interest litigations are pending before the Hon’ble 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 disputed this contention and, for and on behalf of the KG-D6 contractor parties, initiated arbitration under the terms of the relevant PSC and the Arbitration Tribunal has vide its award dated July 24, 2018 (“Final Award”) held in favor of the KG-D6 contractor parties. The Arbitration Tribunal has upheld the Company’s contention that all petroleum operations have been conducted in accordance 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. The Government has filed an appeal against the Final Award in the Delhi High Court on November 15, 2018 for setting aside the Final Award. Matter now listed for hearing on July 16 2020.

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 Hon’ble 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 Hon’ble Delhi High Court and was listed for hearing on March 23 but due to COVID-19 has been postponed for a later date.

In the SLP filed by Delhi Government before the Supreme Court against Delhi High Court’s Division Bench’s order pertaining to NCT’s powers, Supreme Court has inter alia decided that ACB of Delhi Government does not have jurisdiction over Central Government employees.

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 06.04.2020.

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Suit filed by NTPC Limited

In December 2005, NTPC Limited (“NTPC”) filed a suit against the Company before the Hon’ble 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 Hon’ble Bombay High Court.

NTPC’s SLP challenging Bombay High Court order allowing certain documents to be taken off record as part of RIL’s witness evidence, was listed on 28 February 2020 in Supreme Court. Court has partly set aside Bombay High Court’s impugned order and held that documents which have already been disallowed cannot be brought on record indirectly through witness statement, the court also directed the Bombay High Court to endeavour to decide the matter in 9 months.

LCIA Arbitration filed by Niko (NECO) Limited (“Niko”)

RIL and BP had issued a Notice of Withdrawal to Niko from the KG D6 PSC pursuant to Niko’s failure to honor cash calls for Petroleum Operations. Thereafter, Niko has initiated arbitration proceedings against RIL and BP by filing a Notice of Dispute with the London Court of International Arbitration (LCIA) on 19 December 2018, which is the dispute resolution body under the Joint Operating Agreement for Block KG D6. Both Parties have appointed their nominated arbitrators. Nominated arbitrators are yet to decide on the Chairman of the Arbitral Tribunal.

Parties have executed a Settlement Agreement and the Arbitration Tribunal is in the process of closing out the Arbitration by issuing a Consent Order which is still awaited.

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

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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, 2019, the Company’s non-current borrowings amounted to approximately Rs. 1,180.98 billion (March 31, 2018: Rs. 815.96 billion). The Company has also guaranteed certain debt obligations of its subsidiaries, including RSEPL and Recron in connection with certain credit facilities and RHUSA in connection with its outstanding bonds. For more information, see Note 31 to the Annual Financial Statements for FY2019.

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

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may require significant investments, which may not result in favourable returns. Acquisitions 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. 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

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also result in a loss of business confidence, make travel and other services more difficult and have other adverse consequences.

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.

See also “The impact of the present COVID-19 pandemic on the Company’s business and operations is uncertain and cannot be predicted”.

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

Risks Related to Shale Gas Investments: The Company has made and may continue to make certain capital investments, loans, advances and other commitments to support RHUSA and its shale gas operations in the United States. If the business and operations of RHUSA deteriorate, the Company may be required to write down or write off investments or make further capital injections, and the Company may not have or be able to obtain the funds for such further capital injections. Additionally, certain loans or advances may not be repaid or may need to be restructured, or the Company may be required to outlay additional capital under the Company’s commitments to support RHUSA. Adverse effects on RHUSA’s business, results of operations or financial condition may have an adverse effect on the Company’s business, cash flows, results of operations or financial condition.

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 an 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 may 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 neighbouring 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

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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.

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 JPL, has built a large digital services business. JPL’s 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 4G networks and products is uncertain, and customer acceptance of RJIL’s services could be impacted by factors such as the range of services offered, devices and services offered, availability of affordable 4G- 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.

Technology Risks: RJIL has expended significant resources and made substantial investments to deploy its 4G LTE network, however there may be certain technological developments which may require additional investment into the network. Other evolving 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.

Complexities associated with deploying this technology, infrastructure and personnel at scale present substantial risk to RJIL’s business. 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 and have an adverse effect on RJIL’s results of operations and growth prospects.

In addition, the continuing level of customer demand for RJIL’s 4G networks and products is uncertain, and customer acceptance of JPL’s digital services could be impacted by factors such as the range of services offered, devices and services offered, the availability of affordable 4G-compatible devices, service content, footprint and service areas, network

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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.

Regulatory Risks: The Department of Telecommunications (“DOT”) and the Telecom Regulatory Authority of India (“TRAI”) regulate many aspects of the digital services industry in India. The extensive regulatory structure under which RJIL operates may constrain RJIL’s flexibility to respond to market conditions, technological developments, competition or changes in its cost structure. In addition, RJIL is required to maintain a wide variety of approvals from various regulatory bodies. RJIL cannot guarantee that these approvals will be forthcoming or renewed on a timely basis, or at all. The GoI, the DOT or TRAI may replace or amend laws, regulations or policies, including guidelines for licensing, spectrum allocation, quality of service, 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 JPL’s business and operations. JPL and 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.

RJIL right to use spectrum is limited in time and will be subject to satisfying renewal requirements 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. It is further possible that DOT may impose charges with respect to prior period use of traded spectrum (prior to RJIL’s acquisition of right to use such spectrum) that are not known today. 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.

COVID-19: In India, the Government announced a 21-day country-wide lockdown starting on March 25, 2020 and there can be no assurance that this lockdown will not be extended further on one or more occasions. Business of JPL and RJIL may get impacted adversely during the lockdown period as customers may not be able to do recharges on a timely basis, ability to provide new connections may get restricted as well as roll-out of infrastructure and fibre-based services would get impacted. There may be impact on the network and services of RJIL and JPL as it may not be possible to maintain the network at all times during the lockdown.

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: RJIL may incur additional indebtedness in the future, subject to limitations imposed by RJIL’s financing arrangements and applicable law, as a substantial amount of capital is required to maintain and operate RJIL’s digital services, enterprise and 4G LTE networks. RJIL also requires a significant amount of capital to further develop, market and

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distribute its services and products, to develop and implement new technologies, to acquire and invest in new businesses, to acquire spectrum rights or in case of 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, 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. 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 or maintaining 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 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.

Competition Risks: The Indian telecommunication industry for broadband internet and mobile and digital services is highly competitive.

Competition in the Indian telecommunications industry is high, with the deregulation resulting in significant consolidation within the industry, and RJIL expects the level and intensity of competition to continue to increase from both existing competitors and new market entrants (both foreign and domestic). Additionally, due to advances in technology, influx of new market entrants and strategic alliances and cooperative relationships among industry participants, RJIL, along with its competitors, may be subject to competition from providers of new telecommunication services. Increased competition may affect RJIL’s subscriber growth and profitability by causing both a decrease in tariff rate and average revenue per user as well as an increase in customer churn and selling and promotional expenses.

There is a lot of competition in the digital services industry as well. There are competing products and platforms for several of JPL’s applications and services, which may result in the applications and services offered by JPL not becoming popular, or losing market share to rival platforms. This may delay the revenue generation opportunity for JPL.

IT systems, networks and associated infrastructure: JPL and RJIL face a variety of hazards that could cause significant interruptions to the delivery of 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 security, or compromise of data or resilience affecting operations, or those of the customers, could lead to an extended interruption to 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.

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

Litigation Risks: RJIL is exposed to various litigations on matters ranging from tariff plans, interconnect usage charges, AGR computation, 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 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. If, as a result of perceived or actual health risks or other problems relating to EMFs, customers limit or cease their usage of wireless handsets and other transmission infrastructure or lead to increased regulation of the industry, it could have a material adverse effect on RJIL’s business, results of operations and financial condition.

Internal Controls over Financial Reporting Risks: JPL’s and RJIL’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 JPL’s or RJIL’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.

Personnel Risks: JPL’s and RJIL’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 JPL’s and RJIL’s business unless and until a replacement is found. A limited number of persons exist with the requisite experience and skills to serve in senior management positions. JPL and RJIL may not be able to locate or employ qualified executives on acceptable terms. In addition, JPL and RJIL believe that their future success will depend on continued ability to attract and retain highly skilled personnel with experience in the key business areas. Competition for these persons is intense, and JPL and RJIL may not be able to successfully recruit, train or retain qualified managerial personnel.

Exchange Rate Risks: RJIL makes substantial purchases of equipment in foreign currencies. RJIL maintains its accounts and reports its financial results in rupees. As such, RJIL is exposed to risks relating to exchange rate fluctuations.

M & A Integration Risks: JPL has made acquisition of full or part stake in certain digital services companies 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

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in the future if suitable opportunities arise. These may require significant investments, which may not result in favourable returns. Acquisitions 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.

Risks relating to the Debentures/ Issue

The Debentures may not be a suitable investment for all purchasers.

Potential Investors should ensure that they understand the nature of the Debentures and the extent of their exposure to risk, that they have sufficient knowledge, experience and access to professional advisers to make their own legal, tax, accounting and financial evaluation of the merits and risks of investment in the Debentures and that they consider the suitability of the Debentures as an investment in the light of their own circumstances and financial condition.

Any downgrading in credit rating of the Debentures may affect the value of the Debentures.

The Debentures proposed to be issued pursuant to this Disclosure Document have been rated “CRISIL AAA/Stable” by CRISIL and “CARE AAA/Stable by CARE”. The Issuer cannot guarantee that the ratings of the Debentures will not be downgraded. A downgrade in the credit ratings may lower the value of the Debentures.

The right of the holders of the Debentures to receive payments under the Debentures will be junior to certain tax and other liabilities preferred by law in case of an insolvency of the Issuer.

The Debentures will be subordinated to certain liabilities preferred by law such as claims of the Government of India on account of taxes and certain liabilities incurred in the ordinary course of the Issuer’s business (including workmen’s dues). Upon an order for winding-up or liquidation in India, the assets of a company are vested in a liquidator who has wide powers to liquidate such company, sell its assets and distribute the net sale proceeds (after meeting liquidator’s expenses) in accordance with the provisions of the applicable laws.

Uncertain trading market

The Issuer intends to list the Debentures on the WDM segment of BSE and NTRP under new debt market of NSE and such other recognised stock exchanges that the Issuer may deem fit after giving prior notice to the Debenture Trustee. The Issuer cannot provide any guarantee that the Debentures will be frequently traded on the BSE or NSE and that there would be any active market for secondary trade in the Debentures.

You may not be able to recover, on a timely basis or at all, full value of the outstanding amounts of and/ or the interest accrued on the Debentures.

The Issuer’s ability to pay interest accrued on the Debentures and/ or the outstanding principal amount of the Debentures would be subject to various factors, including its financial condition, profitability and the general economic conditions in India. The Issuer cannot assure you that it would be able to repay the outstanding principal amount of the Debentures or the interest accrued thereon in a timely manner or at all.

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Delays in court proceedings in India.

If any dispute arises between the Issuer and any other party, the Issuer or such other party may need to take recourse to judicial proceedings before courts in India. It is not unusual for court proceedings in India to continue for extended periods. Disposition of cases may be further subject to various delays including multiple levels of appellate adjudication.

Potential investors of the Debentures should be aware that they may be required to pay taxes in accordance with the laws and practices of India.

Payment of any amount due in respect of the Debentures may be subject to taxes. Potential investors who are in any doubt as to their tax position should consult their own independent tax advisers. In addition, potential investors should be aware that tax regulations and their application by the relevant taxation authorities may change from time to time. Accordingly, it is not possible to predict the precise tax treatment which will apply at any given time.

The Issuer is not required to maintain a Debenture Redemption Reserve (“DRR”)

Pursuant to a notification dated August 16, 2019 issued by Ministry of Corporate Affairs, Govt. of India, amending Section 71 of the Companies Act, 2013 and Rule 18 (7) of the Companies (Share Capital and Debentures) Rules, 2014, the Issuer is not required to maintain DRR for the Debentures as they are issued through a private placement. Hence, investors shall not have the benefit of reserve funds to cover the repayment of the principal and payment of interest on the Debentures.

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

S Nature of Series Number of No. of Face Value per Issue r Security Allottees securities security Price . issued (Rs. in Lakhs) per N securit o y (Rs. in Lakhs) 1. Unsecured PPD Series 15 40,000 10 10 Redeemable Fixed K1 Coupon Non- Convertible Debentures 2. Unsecured PPD Series 7 45,000 10 10 Redeemable Floating K2 Coupon Non- Convertible Debentures 3. Unsecured PPD Series 17 27,950 10 10 Redeemable Fixed L Coupon Non- Convertible Debentures

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

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

1 Indian

Individual 5 21 62 148 0.82 5 21 62 148 0.82

Bodies corporate 280 49 80 814 44.25 280 49 80 814 44.25 Petroleum Trust (through Trustees for sole beneficiary- 24 09 42 006 3.80 24 09 42 006 3.80 M/s Reliance Industrial Investments and Holdings Ltd.) Sub-total 309 80 84 968 48.87 309 80 84 968 48.87

2 Foreign promoters 0 0.00 0 0.00

Sub-total (A) 309 80 84 968 48.87 309 80 84 968 48.87

B Non-promoters’ holding

1 Institutional Investors 235 51 81 559 37.15 235 51 81 559 37.15

2 Non-institutional investors

Private Corporate bodies 5 77 66 523 0.91 5 77 66 523 0.91

Directors and relatives * 96 78 514 0.15 96 78 514 0.15

Indian public 55 50 62 663 8.76 55 50 62 663 8.76 Others (including non-resident 26 34 93 283 4.16 26 34 93 283 4.16 Indians) # Sub-total (B) 324 11 82 542 51.13 324 11 82 542 51.13

GRAND TOTAL (A+B) 633 92 67 510 100.00 633 92 67 510 100.00 *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 & 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) Sr. No. Name of Director FY FY FY FY 2019-20* 2018- 19** 2017-18** 2016-17** 1. Shri Mukesh D. Ambani 5.47 15.00 15.00 15.00 2. Shri Nikhil R. Meswani 6.72 20.57 19.99 80.76 3. Shri Hital R Meswani 6.72 20.57 19.99 80.76 4. Shri P.M.S. Prasad 5.91 10.01 8.99 53.72 5. Shri Pawan Kumar Kapil 2.12 4.17 3.47 3.54

Note: * Does not include Commission / Performance Linked Incentive

** 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) Sr. No. Name of Director FY FY FY FY 2019-20* 2018-19 2017-18 2016-17 1. Shri Mansingh L. Bhakta (ceased to be 0.02 1.74 1.59 1.44 a Director w.e.f. 12.08.2019) 2. Dr. Yogendra P. Trivedi 0.33 2.01 1.83 1.66 3. Dr. Dharam Vir Kapur (ceased to be a N.A. N.A. 0.54 1.59 Director w.e.f. 21.07.2017) 4. Prof. Ashok Misra (ceased to be a N.A. 1.02 1.66 1.49 Director w.e.f. 17.10.2018) 5. Prof Dipak C. Jain 0.09 1.75 1.59 1.44 6. Dr. Raghunath A. Mashelkar 0.31 1.99 1.80 1.57 7. Shri Adil Zainulbhai 0.29 1.95 1.79 1.61 8. Smt. Nita M. Ambani 0.07 1.72 1.56 1.39 9. Shri Raminder Singh Gujral 0.25 1.93 1.72 1.52 10. Dr. Shumeet Banerji (Appointed as a 0.17 1.84 1.13 N.A. Director w.e.f. 21.07.2017) 11. Smt. Arundhati Bhattacharya 0.17 0.82 N.A. N.A. (Appointed as a Director w.e.f. 17.10.2018) 12. Shri K. V. Chowdary (Appointed as an 0.14 N.A. N.A. N.A. Additional Director w.e.f. 18.10.2019)

* Represents sitting fees paid during the year.

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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)

Particulars Relationship 2019-20 2018-19 2017-18 Purchase of Property, Plant and Equipment and Intangible Assets Affinity Names Inc. Wholly Owned - 2 - Subsidiary Gujarat Chemical Port Associate - 1 8 Terminal Company Limited Jamnagar Utilities & Power Associate Private Limited (Reliance 2 15 110 Utilities and Power Private Limited) Reliance Corporate IT Park Wholly Owned 581 1,584 1,334 Limited Subsidiary Reliance Digital Platform & Wholly Owned 267 - - Project Services Limited^ Subsidiary Reliance Industrial Associate 7 14 1 Infrastructure Limited Reliance Jio Infocomm Wholly Owned 634 - - Limited Subsidiary Reliance Petro Marketing Wholly Owned - - 2 Limited Subsidiary Reliance Retail Limited Subsidiary 7 13 30 Reliance Sibur Elastomers Subsidiary 4 1 1 Private Limited Sikka Ports and Terminals Associate Limited ( Formerly Reliance 146 183 7 Ports And Terminals Ltd) Purchase / Subscription of Investments Football Sports Development Joint Venture 134 - - Limited^ IMG Reliance Limited^ Joint Venture 201 - - India Gas Solutions Private Joint Venture 15 - - Limited^ Indiavidual Learning Private Subsidiary 277 327 - Limited^^ Indiawin Sports Private Wholly Owned 278 - - Limited Subsidiary Reliance BP Mobility Limited Wholly Owned (Formerly known as Jio Subsidiary 300 - - Information Solutions Limited) Jio Payments Bank Limited Joint Venture - 70 -

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Particulars Relationship 2019-20 2018-19 2017-18 Jio Platforms Limited^ Wholly Owned 1,81,986 - - Subsidiary Radysis Corporation^^ Wholly Owned - 539 - Subsidiary Reliance 4IR Realty Wholly Owned 17,613 - - Development Limited^ Subsidiary Reliance Commercial Dealers Wholly Owned 25 - - Limited Subsidiary Reliance Content Distribution Wholly Owned 89 6,891 - Limited Subsidiary Reliance Digital Platform & Wholly Owned 32 - - Project Services Limited^ Subsidiary Reliance Energy Generation Wholly Owned 5,341 2 - and Distribution Limited Subsidiary Reliance Global Energy Wholly Owned - 23 - Services Limited Subsidiary Reliance Industrial Wholly Owned Investments and Holdings Subsidiary 3,565 19,238 644 Limited Reliance Industries (Middle Wholly Owned - 5 - East) DMCC Subsidiary Reliance Industries Uruguay Wholly Owned Petroquímica S.A.((Formerly Subsidiary - 1 - Dreketi S.A.) Reliance Jio Infocomm Wholly Owned 20,250 - 31,340 Limited Subsidiary Reliance Prolific Traders Subsidiary - - 1,296 Private Limited Reliance Retail Ventures Subsidiary - 650 1,000 Limited Reliance Sibur Elastomers Subsidiary 213 75 693 Private Limited Reliance Strategic Business Wholly Owned 10,035 - - Ventures Limited^ Subsidiary Pipeline Management Joint Venture Services Limited Pvt Ltd(Formerly known as Rutvi - 1 - Project Managers Private Limited)^^ Saavn Media Private Subsidiary 1,397 5,429 - Limited^^ Sale / Redemption of Investments East West Pipeline Limited Associate (Formerly Reliance Gas - 3,768 - Trasnportation Limited)* Reliance Energy Generation Wholly Owned - - - and Distribution Limited Subsidiary

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Particulars Relationship 2019-20 2018-19 2017-18 Reliance Ethane Holding Pte. Wholly Owned 18 - - Limited # Subsidiary Reliance Gas Pipelines Wholly Owned - - - Limited Subsidiary Reliance Industrial Wholly Owned Investments and Holdings Subsidiary 28,542 - - Limited Reliance Industries (Middle Wholly Owned - - - East) DMCC Subsidiary Reliance Jio Infocomm Wholly Owned 64,450 65,000 - Limited ## Subsidiary Reliance Jio Messaging Wholly Owned - 97 - Services Limited Subsidiary Net Loans and Advances, Deposits Given / (Returned) Gujarat Chemical Port Associate -41 -25 -10 Terminal Company Limited Jio Platforms Limited^ Wholly Owned 3,031 - - Subsidiary Reliance 4IR Realty Wholly Owned 1,648 - - Development Limited^ Subsidiary Reliance Commercial Dealers Wholly Owned -80 - 64 Limited Subsidiary Reliance Corporate IT Park Wholly Owned -1,360 12,812 2,164 Limited Subsidiary Reliance Digital Platform & Wholly Owned 10,793 - - Project Services Limited^ Subsidiary Reliance Energy Generation Wholly Owned -242 242 - and Distribution Limited Subsidiary Reliance Ethane Holding Pte Wholly Owned - - -3 Limited Subsidiary Reliance Gas Pipelines Wholly Owned 520 150 - Limited Subsidiary Reliance Industrial Wholly Owned Investments and Holdings Subsidiary -4,444 2,238 4,092 Limited Reliance Industries (Middle Wholly Owned - -5 5 East) DMCC Subsidiary Reliance Industries Uruguay Wholly Owned Petroquímica S.A.((Formerly Subsidiary - -1 1 Dreketi S.A.) Reliance Jio Infocomm Wholly Owned -9,194 9,195 - Limited ## Subsidiary Reliance Jio Messaging Wholly Owned - - -34 Services Limited Subsidiary Reliance Prolific Traders Subsidiary - - -1,296 Private Limited

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Particulars Relationship 2019-20 2018-19 2017-18 Reliance Sibur Elastomers Subsidiary 110 - - Private Limited Reliance Strategic Business Wholly Owned 5,351 - - Ventures Limited^ Subsidiary Reliance Strategic Wholly Owned 99 584 -89 Investments Limited Subsidiary Reliance Ventures Limited Wholly Owned -2,312 1,173 1,040 Subsidiary Transfer of Liabilities $ Reliance Jio Infocomm Wholly Owned 1,05,502 - - Limited Subsidiary Revenue from Operations East West Pipeline Limited Associate (Formerly Reliance Gas 33 35 Trasnportation Limited) E-Eighteen.Com Limited Subsidiary 1 - - Gujarat Chemical Port Associate 3 1 2 Terminal Company Limited Jamnagar Utilities & Power Associate Private Limited (Reliance 126 278 200 Utilities and Power Private Limited) Jio Payments Bank Limited Joint Venture 1 - - Pipeline Management Joint Venture Services Limited Pvt Ltd(Formerly known as Rutvi 4 - - Project Managers Private Limited)^^ Recron (Malaysia) Sdn. Bhd. Wholly Owned 1,540 1,614 882 Subsidiary Reliance Commercial Dealers Wholly Owned 16 12 14 Limited Subsidiary Reliance Corporate IT Park Wholly Owned 291 165 39 Limited Subsidiary Reliance Digital Platform & Wholly Owned 567 - - Project Services Limited^ Subsidiary Reliance Energy Generation Wholly Owned - 1 - and Distribution Limited Subsidiary Reliance Gas Pipelines Wholly Owned 353 1,412 649 Limited Subsidiary Reliance Global Energy Wholly Owned Services (Singapore) Pte. Subsidiary 8,478 10,984 5,852 Ltd. Reliance Industrial Associate - - 1 Infrastructure Limited Reliance Industrial Wholly Owned Investments and Holdings Subsidiary 584 1,192 1,243 Limited

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Particulars Relationship 2019-20 2018-19 2017-18 Reliance Industries (Middle Wholly Owned - 1,743 - East) DMCC Subsidiary Reliance Jio Infocomm Wholly Owned 39 166 20 Limited Subsidiary Reliance Lifestyle Holdings Wholly Owned 1 - - Limited@ Subsidiary Reliance Petro Marketing Wholly Owned 13,981 13,098 9,978 Limited Subsidiary Reliance Prolific Traders Subsidiary 1 - - Private Limited Reliance Retail Limited Subsidiary 38 34 20 Reliance Sibur Elastomers Subsidiary 379 214 275 Private Limited RIL USA, Inc. Wholly Owned 113 809 1,067 Subsidiary Sikka Ports and Terminals Associate Limited ( Formerly Reliance 19 19 1 Ports And Terminals Ltd) TV18 Broadcast Limited Subsidiary 1 - - Other Income East West Pipeline Limited Associate (Formerly Reliance Gas - 229 218 Trasnportation Limited) E-Eighteen.Com Limited Subsidiary 3 - - Ethane Crystal LLC @@ Joint Venture 1 1 - Ethane Emerald LLC @@ Joint Venture 1 1 - Ethane Opal LLC @@ Joint Venture 1 1 - Ethane Pearl LLC @@ Joint Venture 1 1 - Ethane Sapphire LLC @@ Joint Venture 1 1 - Ethane Topaz LLC @@ Joint Venture 1 1 - Greycells18 Media Limited Subsidiary 1 1 - Gujarat Chemical Port Associate 10 - 10 Terminal Company Limited IBN Lokmat News Private Joint Venture 1 - - Limited India Gas Solutions Private Joint Venture 1 - - Limited^ Jamnagar Utilities & Power Associate Private Limited (Reliance 2 - 3 Utilities and Power Private Limited) Reliance BP Mobility Limited Wholly Owned (Formerly known as Jio Subsidiary - - 13 Information Solutions Limited) Jio Platforms Limited^ Wholly Owned 49 - - Subsidiary Network18 Media & Subsidiary 1 1 - Investments Limited

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Particulars Relationship 2019-20 2018-19 2017-18 Recron (Malaysia) Sdn. Bhd. Wholly Owned 6 7 7 Subsidiary Reliance 4IR Realty Wholly Owned 124 - - Development Limited^ Subsidiary Reliance Brands Limited Subsidiary 3 3 - Reliance Commercial Dealers Wholly Owned 1 - 1 Limited Subsidiary Reliance Corporate IT Park Wholly Owned 823 473 257 Limited Subsidiary Reliance Digital Platform & Wholly Owned 486 - - Project Services Limited^ Subsidiary Reliance Energy Generation Wholly Owned 30 - - and Distribution Limited Subsidiary Reliance Ethane Holding Pte Wholly Owned 297 - - Limited Subsidiary Reliance Europe Limited Associate 16 15 15 Reliance Exploration & Wholly Owned 3 - - Production DMCC Subsidiary Reliance Gas Pipelines Wholly Owned 26 7 1 Limited Subsidiary Reliance Global Energy Wholly Owned Services (Singapore) Pte. Subsidiary 4 2 7 Ltd. Reliance Holding USA, Inc. Wholly Owned 236 215 191 Subsidiary Reliance Industrial Associate 2 2 2 Infrastructure Limited Reliance Industrial Wholly Owned Investments and Holdings Subsidiary 974 1,102 902 Limited Reliance Jio Infocomm Wholly Owned 368 246 27 Limited Subsidiary Reliance Jio Messaging Wholly Owned - - 3 Services Limited Subsidiary Reliance Lifestyle Holdings Wholly Owned 1 2 - Limited@ Subsidiary Reliance Petro Marketing Wholly Owned - - 37 Limited Subsidiary Reliance Retail Limited Subsidiary 8 - - Reliance Sibur Elastomers Subsidiary 4 6 11 Private Limited Reliance Strategic Business Wholly Owned 196 - - Ventures Limited^ Subsidiary Reliance Strategic Wholly Owned 63 244 71 Investments Limited Subsidiary Reliance Ventures Limited Wholly Owned 9 85 54 Subsidiary

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Particulars Relationship 2019-20 2018-19 2017-18 RIL USA, Inc. Wholly Owned 2 5 3 Subsidiary Sikka Ports and Terminals Associate Limited ( Formerly Reliance 1 - 1 Ports And Terminals Ltd) TV18 Broadcast Limited Subsidiary 4 - - Sale of Businesses (Through Slump Sale) Reliance Corporate IT Park Wholly Owned - 77 - Limited Subsidiary Sale of Property, Plant and Equipment Gujarat Chemical Port Associate - 1 - Terminal Company Limited Reliance Sibur Elastomers Subsidiary - 22 - Private Limited Purchases of Goods / Services Gujarat Chemical Port Associate 162 160 109 Terminal Company Limited IndiaCast Media Distribution Subsidiary - 11 - Private Limited Jamnagar Utilities & Power Associate Private Limited (Reliance - 6 1 Utilities and Power Private Limited) Reliance Gas Pipelines Wholly Owned 91 1,453 1,060 Limited Subsidiary Reliance Global Energy Wholly Owned Services (Singapore) Pte. Subsidiary 92 2 - Ltd. Reliance Industrial Associate 21 21 21 Infrastructure Limited Reliance Industries (Middle Wholly Owned 1,195 20,134 8,838 East) DMCC Subsidiary Reliance Petro Marketing Wholly Owned 2 1 - Limited Subsidiary Reliance Retail Limited Subsidiary 17 21 - Reliance Sibur Elastomers Subsidiary 1 - - Private Limited Sikka Ports and Terminals Associate Limited ( Formerly Reliance 1,395 1,259 589 Ports And Terminals Ltd) Electric Power, Fuel and Water Jamnagar Utilities & Power Associate 4,898 5,140 4,656 Private Limited (Reliance

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Particulars Relationship 2019-20 2018-19 2017-18 Utilities and Power Private Limited) Hire Charges East West Pipeline Limited Associate (Formerly Reliance Gas - 759 475 Trasnportation Limited) Reliance Gas Pipelines Wholly Owned 539 399 - Limited Subsidiary Reliance Industrial Associate 22 23 40 Infrastructure Limited Reliance Sibur Elastomers Subsidiary - 1 - Private Limited Sikka Ports and Terminals Associate Limited ( Formerly Reliance 97 87 334 Ports And Terminals Ltd) Employee Benefits Expense IPCL employees Provident Other** 124 109 110 fund Trust Reliance Employees Other** 320 314 287 Provident Fund Bomnbay Reliance Industries Limited Other** Vadodara Unit Employees 1 1 2 superannuation Fund Reliance Industries Ltd. Other** 100 63 16 Employees Gratuity fund Reliance Industries Ltd. Staff Other** 11 11 11 superannuation scheme Reliance Corporate IT Park Wholly Owned 947 887 835 Limited Subsidiary Reliance Digital Platform & Wholly Owned 428 - - Project Services Limited^ Subsidiary Reliance Retail Limited Subsidiary 38 28 15 Payment To Key Managerial Personnel / Relative Shri Mukesh D. Ambani KMP 15 15 15 Shri Nikhil R. Meswani KMP 24 21 20 Shri Hital R. Meswani KMP 24 21 20 Shri PMS Prasad KMP 11 10 9 Shri P. K. Kapil KMP 4 4 3 Shri Alok Agarwal KMP 12 12 12 Shri Srikanth Venkatachari KMP 15 14 13 Shri K. Sethuraman KMP 3 2 3 Smt. Savithri Parekh*** KMP 2 - - Smt Nita M. Ambani Relative of 2 2 2 KMP Sales and Distribution Expenses

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Particulars Relationship 2019-20 2018-19 2017-18 Gujarat Chemical Port Associate 65 63 86 Terminal Company Limited IMG Reliance Limited^ Joint Venture 1 - - Reliance Payment Solutions Wholly Owned 1 1 - Limited Subsidiary Reliance Retail Limited Subsidiary - 1 - RIL USA, Inc. Wholly Owned 1 - - Subsidiary Sikka Ports and Terminals Associate Limited ( Formerly Reliance 2,118 2,003 2,499 Ports And Terminals Ltd) Rent Reliance Industrial Associate 11 10 11 Infrastructure Limited Professional Fees Reliance Corporate IT Park Wholly Owned 298 251 300 Limited Subsidiary Reliance Digital Platform & Wholly Owned 124 - - Project Services Limited^ Subsidiary Reliance Europe Limited Associate 23 26 35 Reliance Industrial Associate 7 7 7 Infrastructure Limited Reliance Industries (Middle Wholly Owned 1 1 1 East) DMCC Subsidiary Reliance Industries Uruguay Wholly Owned Petroquímica S.A.((Formerly Subsidiary 2 2 - Dreketi S.A.) Reliance Jio Infocomm Wholly Owned - 2 - Limited Subsidiary Reliance Payment Solutions Wholly Owned 3 3 - Limited Subsidiary General Expenses Reliance Commercial Dealers Wholly Owned 480 429 659 Limited Subsidiary Reliance Global Energy Wholly Owned Services (Singapore) Pte. Subsidiary 1 - - Ltd. Reliance Jio Infocomm Wholly Owned 19 36 14 Limited Subsidiary Reliance Retail Limited Subsidiary 71 66 74 Sikka Ports and Terminals Associate Limited ( Formerly Reliance 12 13 12 Ports And Terminals Ltd) Vadodra Enviro Channel Associate 3 - - Limited^ Donations

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Particulars Relationship 2019-20 2018-19 2017-18 Hirachand Govardhandas Other Ambani Public Charitable 6 5 2 Trust Jamnaben Hirachand Ambani Other 67 40 6 Foundation Reliance Foundation Other 124 289 672 Reliance Foundation Other Institution of Education and 229 476 1 Research Reliance Foundation Youth Other 37 41 38 Sports Loans and Advances as on Balance Sheet Jio Platforms Limited^ Wholly Owned 11,002 - - Subsidiary Reliance 4IR Realty Wholly Owned 1,648 - - Development Limited^ Subsidiary Reliance Corporate IT Park Wholly Owned 14,751 5,867 3,299 Limited Subsidiary Reliance Digital Platform & Wholly Owned 10,793 - - Project Services Limited^ Subsidiary Reliance Energy Generation Wholly Owned - 242 - and Distribution Limited Subsidiary Reliance Gas Pipelines Wholly Owned 670 150 - Limited Subsidiary Reliance Industrial Wholly Owned Investments and Holdings Subsidiary 10,497 14,941 12,703 Limited Reliance Industries (Middle Wholly Owned - - 5 East) DMCC Subsidiary Reliance Industries Uruguay Wholly Owned Petroquímica S.A.((Formerly Subsidiary - - 1 Dreketi S.A.) Reliance Jio Infocomm Wholly Owned - 9,194 - Limited Subsidiary Reliance Strategic Business Wholly Owned 5,351 - - Ventures Limited^ Subsidiary Reliance Strategic Wholly Owned 2,420 2,322 1,737 Investments Limited Subsidiary Reliance Sibur Elastomers Subsidiary 110 - - Private Limited Reliance Ventures Limited Wholly Owned - 2,312 1,140 Subsidiary Reliance Foundation Other 134 - - Deposits as On Balance Sheet Gujarat Chemical Port Associate 71 112 137 Terminal Company Limited

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Particulars Relationship 2019-20 2018-19 2017-18 Jamnagar Utilities & Power Associate Private Limited (Reliance 118 118 118 Utilities and Power Private Limited) Reliance Commercial Dealers Wholly Owned 160 240 239 Limited Subsidiary Reliance Corporate IT Park Wholly Owned - 10,244 - Limited Subsidiary Reliance Jio Infocomm Wholly Owned - 1 - Limited Subsidiary Sikka Ports and Terminals Associate Limited ( Formerly Reliance 353 353 353 Ports And Terminals Ltd) Financial Guarantees as on Balance Sheet Recron (Malaysia) Sdn. Bhd. Wholly Owned 659 1,127 - Subsidiary Reliance Europe Limited Associate 1,447 1,419 1,522 Reliance Exploration & Wholly Owned 378 346 - Production DMCC Subsidiary Reliance Global Energy Wholly Owned Services (Singapore) Pte. Subsidiary 160 - 184 Ltd. Reliance Global Energy Wholly Owned 6 6 5 Services Limited Subsidiary Reliance Holding USA, Inc. Wholly Owned 22,700 20,747 19,553 Subsidiary Reliance Industries (Middle Wholly Owned 580 531 1,535 East) DMCC Subsidiary Reliance Jio Infocomm Wholly Owned 731 59,036 26,504 Limited Subsidiary Reliance Sibur Elastomers Subsidiary 2,497 2,282 847 Private Limited RIL USA, Inc. Wholly Owned - 433 478 Subsidiary

Notes ^ Relationship established during the year 2019-20 ^^ Relationship established during the year 2018-19 $ National Company Law Tribunal approved a Scheme of Arrangement between the RJIL and certain classes of its creditors including debenture holders for transfer of identified liabilities of ₹ 1,05,502 crore to the company * Investment in Preference shares of East West Pipeline Limited sold to Jamnagar Utilities & Power Plant Limited and Sikka Ports and Terminals Limited # Excluding gain of Rupees 8 crore on sale ## The Company had Investment of Rs 65,000 crore in preference shares of Reliance Jio Infocomm Limited (RJIL) which, during the year, converted into Loan given to RJIL. Subsequently, loan amounting Rs. 57,178 crore was settled by issue of 9% Non-convertible debentures by Jio Digital Fibre Private Limited and Reliance Jio Infratel Private Limited amounting Rs. 45,342 crore and Rs 11,836 crore respectively consequent to a Composite Scheme of Arrangement **Also include employee contribution

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*** Appointed w.e.f. 29.03.2019 @ Ceased to be related party @@ Ceased to be Subsidiary and became Joint Venture in 2019-20

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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 March 31, 2020