Reliance Industries Ltd (RIL) has divested its entire stake in Reliance Projects & Property Management Services Ltd (RPPMSL) for ₹274 crore through its step-down subsidiary, Reliance Retail Ltd (RRL). The transaction,
disclosed to stock exchanges on 13 April 2026, involved the transfer of RRL’s 100% equity stake in RPPMSL to Jaipur Enclave Pvt Ltd (JEPL). RIL stated that the transaction was not a related-party transaction and, upon completion, RPPMSL ceased to be a subsidiary of the group.
Incorporated on 19 June 2019, RPPMSL was established to centralise support functions across Reliance group entities, including information technology and information technology-enabled services (IT/ITES), manpower services, project management, and property management.
According to its audited FY24-25
financial statements, revenue from operations declined to ₹9,171 crore from ₹14,556 crore in FY23-24. The reduction was primarily attributable to an internal restructuring undertaken during the year. The company reported profit before tax (PBT) of ₹244 crore and net profit of ₹378 crore in FY24-25, with profitability supported by the recognition of a deferred tax asset of ₹133 crore.
Property management services accounted for ₹7,151 crore of revenue during FY24-25, while manpower services contributed ₹1,991 crore and other services generated ₹28 crore. Related-party disclosures indicate that approximately ₹8,274 crore, or around 90% of net revenue, was derived from Reliance group entities. RRL was the largest customer, contributing ₹5,882 crore of revenue, followed by RIL at ₹1,691 crore and Reliance Retail Ventures Limited (RRVL) at ₹127 crore.
A significant restructuring exercise preceded the sale. In January 2025, RPPMSL’s board approved a scheme of arrangement with Reliance Corporate IT Park Ltd (RCITPL), another RIL subsidiary. The Ahmedabad bench of national company law tribunal (NCLT), approved the Scheme on 27 March 2025, with effect from 1 March 2025. Under the arrangement, RPPMSL transferred its entire non-retail business undertaking, including manpower services and infrastructure support activities provided to non-retail group entities, to RCITPL for ₹71.80 crore, equivalent to the carrying value of the transferred net assets.
The restructuring effectively separated the non-retail support services business from RPPMSL before the divestment, allowing RIL to retain these operations within the group while selling the residual retail-focused entity. Following the transfer, RPPMSL’s operations were primarily centred on property and project management services provided to RRL and its subsidiaries.
The impact of the scheme was visible across the company’s financial statements. Total assets declined to ₹6,653 crore as of 31 March 2025, from ₹15,915 crore a year earlier. Total equity fell sharply to ₹228 crore from ₹13,153 crore during the same period, while liabilities increased to ₹6,424 crore from ₹2,762 crore. Equity share capital remained unchanged at ₹100 crore, but other equity declined to ₹128 crore from ₹13,053 crore in FY23-24.
The reduction in equity was primarily driven by the redemption of preference share capital worth ₹9,795 crore under the scheme, along with a reduction in securities premium of ₹2,203 crore, the payment of an interim dividend of ₹1,253 crore, and the transfer of net assets to RCITPL. As part of the capital restructuring, preference shares were redeemed through a combination of ₹7,591 crore in cash and ₹4,407 crore in debentures, resulting in a substantial return of capital to the holding company before the sale. Consequently, the nearly ₹13,000 crore decline in other equity reflected the restructuring process rather than operational losses.
Cash and cash equivalents increased significantly to ₹395 crore as of 31 March 2025, from ₹6 crore in the previous year. The company’s current ratio declined to 0.82 in FY24-25 from 4.77 in FY23-24, which management attributed to the transfer of net assets under the Scheme. Other financial liabilities rose sharply to ₹3,986 crore from ₹242 crore, largely due to deposits received from group entities, including approximately ₹3,967 crore from RRVL and RRL.
Despite the restructuring, RPPMSL remained profitable. In addition to revenue from operations of ₹9,171 crore and PBT of ₹244 crore, the company reported employee benefits expenses of ₹4,907 crore, including salaries and wages of ₹4,219 crore. The company employed more than 17,000 professionals during the year. Its balance sheet included net plant and machinery of ₹1,039 crore and inventories of ₹1,271 crore.
The valuation of ₹274 crore appears broadly consistent with the residual financial profile of the company following the restructuring. With total equity standing at ₹228 crore as of 31 March 2025, the transaction implies a premium of approximately 20% to book value. The buyer did not acquire the pre-restructuring business that previously carried equity exceeding ₹13,000 crore, as a substantial portion of capital had already been extracted through the Scheme and related transactions. In addition, the company remained heavily dependent on Reliance group entities for revenue generation, requiring any new owner either to maintain existing commercial arrangements or secure alternative business relationships.
JEPL, the acquirer, is a Mumbai-based private limited company incorporated on 14 June 2005. Its registered office is located at 3rd Floor, Court House, Dhobi Talao, Lokmanya Tilak Marg, Mumbai 400002. Ministry of corporate affairs (MCA) filings indicate that the company has an authorised share capital of ₹5 lakh and a paid-up capital of ₹4.2 lakh. The company reported revenue of ₹900 during FY24-25. Its current directors are Riya Lakhotia and Praveen Ramesh Baser. RIL confirmed that JEPL is neither part of its promoter group nor a related party. No public disclosures have been made regarding JEPL’s plans for RPPMSL following the acquisition.
From RIL’s perspective, the transaction represents a structured exit from a support-services subsidiary that had already undergone substantial internal reorganisation. The non-retail support services business was retained within the group through RCITPL, while the residual retail-focused operations were monetised through the sale to JEPL.
Prior to the divestment, RIL extracted significant value through the redemption of ₹9,795 crore of preference capital and the payment of an interim dividend of ₹1,253 crore. As a result, the ₹274 crore consideration represents the final monetisation of the restructured entity rather than the sale of the larger pre-restructuring business.
While RIL described JEPL as an independent, non-related party in its exchange filing, the transaction subsequently drew scrutiny from activist Anjali Damania, who questioned the nature of the buyer's relationship with RIL. In a
post on X, Damania alleged that JEPL is part of an opaque ownership structure involving entities that previously had links to RIL and highlighted that its directors, Praveen Ramesh Baser and Riya Lakhotia, currently hold positions within Reliance group companies. Mr Baser serves as chief financial officer (CFO) of Reliance Industrial Infrastructure Ltd, while Ms Lakhotia is reported to be a manager at RRL.
MS Damania further pointed to historical ownership links between JEPL and Reliance-affiliated entities. According to publicly available filings cited in media reports, JEPL and several of its major shareholders, including Ashwani, Carin and Centura, were classified as associate companies of Reliance until March 2023. These entities reportedly maintained cross-shareholding arrangements with one another, making it difficult to identify their ultimate beneficial owners. Reports also noted that Reliance, through Reliance Eminent Trading & Commercial Pvt Ltd, previously held an interest in JEPL before reducing its stake.
Additional attention was drawn to the funding structure of the acquisition. Media reports indicated that shortly after acquiring RPPMSL, JEPL issued ₹273.75 crore of optionally fully convertible debentures (OFCDs) to Reliance Eminent Trading & Commercial Pvt Ltd, a Reliance step-down subsidiary. The amount was broadly equivalent to the ₹274 crore acquisition consideration paid for RPPMSL.
RIL has maintained that the transaction was conducted on an arm's length basis and that JEPL does not belong to the promoter or promoter group of the company. However, the combination of historical ownership links, director overlaps and post-transaction funding arrangements has led to broader debate among governance observers regarding transparency and disclosure standards in complex corporate restructurings.
