Reliance New Energy Solar acquires 40 per centstake in Sterling & Wilson Solar through a combination of primaryinvestment, secondary purchase, and open offer.

Will provide further thrust to achievingReliance’s commitment to establish and enable up to 100 GW of solar energy inIndia by 2030; and become a global player in the renewable industry.

Reliance New Energy Solar Ltd (RNESL), awholly-owned subsidiary of Reliance Industries Ltd. (Reliance), has executeddefinitive agreements with Shapoorji Pallonji and Company Private Ltd. (SPCPL),Khurshed Daruvala, and Sterling & Wilson Solar Ltd (SWSL) to acquire 40.0per cent stake post-money in SWSL through a series of the following transactions:

a) Preferential allotment of 2.93 crore equityshares (equivalent to 15.46 per cent post preferential share capital) at aprice of `375.0per share;

b) Acquisition of 1.84 crore equity shares byRNESL from SPCPL (equivalent to 9.70 per cent post preferential share capital)at a price of `375.0per share;

c) Public Announcement by RNESL to the publicshareholders of SWSL to acquire up to 4.91 crore equity shares of SWSL,representing 25.9 per cent in accordance with SEBI Takeover Regulations; and,

d) RNESL will hold 40.0 per cent of the equitycapital of SWSL, consequent to acquisition in the open offer, follow-onacquisition of shares from SPCPL and Khurshed Daruvala, and sell down, if anyrequired.

With 11-plus GW of solar turnkey projects executedglobally and more than five decades of engineering experience, SWSL is aleading and highly reputed international EPC and O&M service provider inthe renewables sector. The company has a 3,000 strong team and presence across24 countries, and it provides a comprehensive range of solar energy turnkeysolutions including design, procurement, construction, project management, andoperations and management.

This partnership with SWSL will provide Relianceaccess to world-class talent, engineering and project management skills andcomplement Reliance’s proven strengths in digital technology, engineering, andprocurement and project execution – all key ingredients required to deliverhigh quality, cost-efficient and time-bound implementation of giga-scale greenenergy capacity, in India and across the world.

Combined with Reliance’s announced plans to setup four state of art giga factories in Jamnagar, Gujarat, the partnershipoffers fully integrated product with unrivaled engineering capabilities.Khurshed Daruvala will continue to be Chairman of the Board and lead the nextphase of growth for SWSL.

AZB and K Law acted as legal advisors, Ernst andYoung as the accounting and tax diligence advisor, and Edelweiss as thefinancial advisor to Reliance. DAM Capital acted as financial advisor and Desai& Diwanji acted as legal advisor to SWSL and the selling shareholders.

The transaction is subject to customaryregulatory and other approvals and closing conditions.