MEMORANDUM OF ASSOCIATION OF RELIANCE INDUSTRIES LIMITED

I. The name of the Company is RELIANCE INDUSTRIES LIMITED.

II. The Registered Office of the Company will be situated in the State of Maharashtra.
III. The objects for which the Company is established are the following:

a.To carry on the business of manufacturers, dealers, agents, factors, importers,

exporters, merchants and financiers of all kinds of man made fibres and man made
fibre yarns of all kinds, man made fibre cords of all kinds and man made fibre fabrics
of all kinds, mixed with or without mixing, materials like woolen, cotton, metallic or
any other fibres of vegetable, mineral or animal origin, manufacturing such man
made fibres and man made fibre products of all description and kinds with or
without mixing fibres of other origin as described above, by any process using
petrochemicals of all description or by using vegetable or mineral oils or products of
all description required to produce such man made fibres.

b. To manufacture or help in the manufacturing of any spare parts, accessories, or

anything or things required and necessary for the above mentioned business.

c. To design, establish and develop on a turnkey basis outlets for all kinds of
products and to acquire, set up, construct, establish, run, operate and manage
stores, markets, malls, shopping outlets, cash and carry operations, or any format
and carry on business as agent, franchisee, distributor and dealer of all kinds of
products for the consumer market and of operating, establishing, providing and
managing e-commerce and m-commerce websites, direct to home and mail order

d. To carry on the business of issue, servicing and dealing in all kinds of payment
products, providing payment facilities or any other payment service, collect
deposits, facilitate payments through physical and digital format, act as business
correspondent for other Banks, to provide and to engage in all businesses as may be
related or ancillary to the aforesaid business areas.

e. To carry on business of the manufactures and dealers, importers and exporters of

natural and synthetic resins, moulding powders, adhesives and cements, oil paints,
distempers, cellular paints, colours, varnishes, enamels, gold and silver yeaf
enamels, spirits and other allied articles.

f. To carry on the business of water proofers and manufacturers of Indian Rubber,

leather, imitation leather, leather cloth, plastics, oil cloth, linoleum, tarpaulins,
hospital sheetings and articles made therefrom.
Liability of members is limited

The Authorised Share Capital of the Company is ₹ 15000,00,00,000/– (Rupees

Fifteen Thousand Crore only) consisting of 1400,00,00,000 (Fourteen Hundred Crore)
equity shares of ₹ 10/– (Rupees Ten only) each and 100,00,00,000 (One Hundred
Crore) preference shares of ₹ 10/– (Rupees Ten only) each, with power to increase
or reduce the capital of the Company and to divide the shares in the capital for the
time being into several classes and to attach thereto respectively such preferential,
deferred, qualified or special rights, privileges or conditions as may be determined
by or in accordance with the Articles of Association of the Company and to vary,
modify, amalgamate or abrogate any such rights, privileges or conditions in such
manner as may be for the time being provided by the Articles of Association of the
Company
ARTICLES OF ASSOCIATION OF RELIANCE INDUSTRIES LIMITED
Share capital and variation of right:

1)Subject to the provisions of the Act and these Articles, the shares in the capital of the
Company shall be under the control of the Board who may issue, allot or otherwise dispose
of the same or any of them to such persons, in such proportion and on such terms and
conditions and either at a premium or at par and at such time as they may from time to time
think fit.

2) The Company may issue the following kinds of shares in accordance with these Articles,
the Act, the Rules and other applicable laws: (a) Equity share capital:

(i) with voting rights; and / or (ii) with differential rights as to dividend, voting or otherwise
in accordance with the Rules; and b) Preference share capital

Company’s lien on shares:

The Company shall have a first and paramount lien –

(a) on every share (not being a fully paid share), for all monies (whether presently payable
or not) called, or payable at a fixed time, in respect of that share

(b) on all shares (not being fully paid shares) standing registered in the name of a member,
for all monies presently payable by him or his estate to the Company:

Provided that the Board may at any time declare any share to be wholly or in part exempt
from the provisions of this clause.

Calls on shares:

The Board may, from time to time, make calls upon the members in respect of any monies
unpaid on their shares (whether on account of the nominal value of the shares or by way of
premium) and not by the conditions of allotment thereof made payable at fixed times

Transfer of shares:

The instrument of transfer of any share in the Company shall be duly executed by or on
behalf of both the transferor and transferee.

Transmission of shares:

On the death of a member, the survivor or survivors where the member was a joint holder,
and his nominee or nominees or legal representatives where he was a sole holder, shall be
the only persons recognised by the Company as having any title to his interest in the shares.
Forfeiture of shares:

If a member fails to pay any call, or instalment of a call or any money due in respect of any
share, on the day appointed for payment thereof, the Board may, at any time thereafter
during such time as any part of the call or instalment remains unpaid or a judgement or
decree in respect thereof remains unsatisfied in whole or in part, serve a notice on him
requiring payment of so much of the call or instalment or other money as is unpaid,
together with any interest which may have accrued and all expenses that may have been
incurred by the Company by reason of non-payment.

Alteration of capital

Subject to the provisions of the Act, the Company may, by ordinary resolution –

(a) increase the share capital by such sum, to be divided into shares of such amount as it
thinks expedient;

(b) consolidate and divide all or any of its share capital into shares of larger amount than its
existing shares: Provided that any consolidation and division which results in changes in the
voting percentage of members shall require applicable approvals under the Act;

Voting rights:

Subject to any rights or restrictions for the time being attached to any class or classes of
shares –

(a) on a show of hands, every member present in person shall have one vote; and
(b) on a poll, the voting rights of members shall be in proportion to his share in the paid-up
equity share capital of the company.