Reliance Industries Limited
Annual Report 2021

Plain-text annual report

Integrated Annual Report 2020-21 Made for India. Made in India. Essentials. Fuels. Materials. Connectivity. Reliance Industries Limited is a Fortune 500 company and the largest private sector corporation in India. Highlights FY 2020-21 CONSOLIDATED TURNOVER 18.3% `5,39,238 crore NET WORTH 58.2% `5,87,999 crore NET PROFIT 34.8% `53,739 crore Fund raises in FY 2020-21 JIO PLATFORMS `1,52,056 crore RELIANCE RETAIL `47,265 crore RIGHTS ISSUE `53,124 crore RELIANCE-BP FUEL RETAILING PARTNERSHIP `7,629 crore Made for India. Made in India. Essentials. Fuels. Materials. Connectivity. What is good for India is good for Reliance. This belief has shaped our ambitions and actions every day since inception. Today, as India emerges as a global hotbed of innovation, enterprise, connectivity and prosperity, we are partnering with a new generation of Indians to propel the nation’s transformation. We are unleashing their power of innovation and differentiated thinking while nurturing their commitment to a better planet and a better future for all. We are building new platforms and hyper‑growth engines that are intertwined with the nation’s rapid progress on the world stage. We are constantly aligning our ambitions with India’s dreams. We have committed resources and ideas to a digital revolution, created world‑class manufacturing assets that produce clean fuels and materials of the future and built a consumer‑focused, integrated retail ecosystem. We have also joined forces with the best in the world, to bring the best of the world to India. At Reliance, we are on a pursuit of self‑reliant, sustainable growth and are stepping up to the challenge of taking on the future and making it India’s own. Bringing finest shopping experience to Indian consumers PG 14 Building India’s digital lifeline for today and tomorrow PG 16 Creating sustainable energy and materials for India’s future needs PG 18 Partnering with the best in the world for India PG 20 Our dreams have to be bigger. Our ambitions higher. Our commitment deeper. And our efforts greater. This is my dream for Reliance and for India. Shri Dhirubhai H. Ambani Founder Chairman For the first time in history, mankind has an opportunity to solve big problems inherited from the past. This will create a world of prosperity, beauty and happiness for all. India must lead this change to create a better world. Shri Mukesh D. Ambani Chairman and Managing Director Table of contents Corporate Overview Management Review Governance Financial Statements 2 6 8 Reliance at a glance Value-creation approach Key performance indicators 10 Chairman and Managing Director’s statement 14 Made for India. Made in India. 22 Standing together with India 24 Board of Directors 26 Value-creation model 28 Strategy 30 ESG at Reliance 32 People 34 Reliance Foundation 36 JioGenNext 38 10-Year Financial Highlights 40 Management Discussion and Analysis 42 Overview 46 Financial Performance and Review 50 Business Overview 136 Integrated Approach to Sustainable Growth 178 Corporate Governance Report 225 Standalone 204 Board’s Report 300 Consolidated The icons below have been used through the report for cross‑referencing the relevant capitals. In these challenging times, the most remarkable and satisfying achievement of the Company has been its humanitarian efforts in strengthening the nation’s fight against the pandemic. Shri Mukesh D. Ambani PG 10 Digital Technology Platforms Strategic focus areas New Commerce Connecting producers, kiranas and consumers De-carbonisation Transition from B2B to B2B2C Conversion of fuels to chemicals 50 Retail 68 Digital Services 82 Media and Entertainment 94 Oil to Chemicals 112 Oil and Gas Exploration & Production 144 Natural Capital 148 Human Capital 154 Manufactured Capital 160 Intellectual Capital 164 Financial Capital 168 Social and Relationship Capital 176 Independent Assurance on Sustainability Disclosures Our COVID Response Communities People PG 22 PG 32 Business 67 Retail 81 Digital Services 93 Media and Entertainment 109 Oil to Chemicals 120 Oil and Gas Exploration and Production Our Value-creation approach and Strategy PG 26 122 Liquidity and Capital Resources 124 Risk and Governance 133 Awards and Recognition Our reporting suite 2020-21 Integrated Annual Report CSR Report https://www.ril.com/ar2020-21/ https://www.ril.com/ pdf/RIL-Integrated-Annual- DownloadFiles/CSR202021.pdf Report-2020-21.pdf Business Responsibility Report Online Integrated Annual Report https://www.ril.com/ https://www.ril.com/ar2020-21/ DownloadFiles/BRR202021.pdf index.html About this Report The Reliance Integrated Annual Report has been prepared in alignment with the Integrated Reporting Framework laid down by the International Integrated Reporting Council (IIRC). In preparing the Report, GRI Standards, National Voluntary Guidelines (NVGs), United Nations Sustainable Development Goals (UN SDGs) and 13 other frameworks were referenced. The Report outlines RIL’s commitment to stakeholder value creation, and defines the actions taken and outcomes achieved for its stakeholders. Attending the 44th AGM online RIL invites the participation of all shareholders to its 44th Annual General Meeting (AGM), to be held on 24th June, 2021. Following regulatory guidelines and to ensure the safety of all stakeholders, the AGM will be conducted virtually. Respected shareholders are requested to kindly join the link below to participate. Link for the AGM https://jiomeet.jio.com/rilagm Reliance at a glance Progressing with India. Every step of the way. Reliance is India’s largest and most profitable private sector company. We are a significant global player in the integrated energy value chain and have established leadership position in the Retail and Digital Services business in India. Over the past four decades, we have emerged as a stakeholder-centric organisation, building for India and innovating for India. Driven by a set of timeless values and a contemporary vision, we have created three hyper-growth engines that align with India’s needs of tomorrow. Our values Our hyper-growth engines Omni-channel Retail India’s largest company BY MARKET CAPITALISATION BY REVENUE `13,15,998 crore `5,39,238 crore BY PROFITABILITY `53,739 crore One of the largest contributors to India THROUGH EXPORTS BY CREATING JOBS CSR ACTIVITIES `1,45,143 crore 75,000+ during the year `1,140 crore Note: as on/for the year ended March 31, 2021 Highly integrated O2C business World-class Digital Services 2 3 Integrated Annual Report 2020-21Reliance Industries LimitedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW Reliance at a glance Making India self-sufficient in high-impact sectors Operating leading businesses Retail India’s largest retailer by reach, revenue and profitability. Only Indian retailer to feature in the list of Global Powers of Retailing. Digital Services Through Jio Platforms Limited (JPL), Reliance operates India’s largest telecom network. Media and Entertainment One of India’s largest media houses with omni-channel presence, bringing the world to households. Oil to Chemicals One of the world’s most integrated Oil to Chemicals operations, driving India’s energy security. Oil and Gas E&P Upstream portfolio consisting of deep water acreage and CBM blocks in India and Shale Gas in the United States of America. REVENUE 5.6% `1,53,818 crore EBITDA 1.5% `9,842 crore REVENUE 29.7% `90,287 crore EBITDA 45.8% `34,035 crore REVENUE 11.8% `5,459 crore EBITDA 29.0% `796 crore RETAIL AREA (million sq. ft.) 33.8 JIO SUBSCRIBERS (million) 426.2 TV VIEWERSHIP SHARE (%) 12.6 REVENUE 29.1% `3,20,008 crore EBITDA 29.1% `38,170 crore PRODUCTION MEANT FOR SALE (MMT) 63.6 REVENUE 33.4% `2,140 crore EBITDA 26.9% `258 crore PRODUCTION (RIL’s share) (BCFe) 126.6 Incubating the future 2018-19 2019-20 2020-21 22.0 28.7 33.8 2018-19 2019-20 2020-21 306.7 387.5 426.2 2018-19 2019-20 2020-21 13.4 11.9 12.6 2018-19 2019-20 2020-21 70.2 71.0 63.6 2018-19 2019-20 2020-21 153.4 119.2 126.6 JioGenNext is a startup accelerator backed by Reliance Industries. We advise and mentor exceptional founders for launching their startup in the Jio ecosystem. PG 36 PG 50 PG 68 PG 82 PG 94 PG 112 4 5 Creating large-scale social impact India’s largest corporate CSR programme, covering Rural Transformation, Education, Health, Sports for Development, Arts, Culture and Heritage, Disaster Response and Urban Renewal. PG 34 Integrated Annual Report 2020-21Reliance Industries LimitedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW Value-creation approach Forward with India. Forward with everyone. Value Added Statement (Consolidated) Value added is defined as the value created by the activities of a business and its employees. FY 2020-21 FY 2019-20 Reinvested in the Group to maintain and develop operations `76,390 crore `62,675 crore Providers of Debt `25,777 crore `30,280 crore Employee Benefits `14,817 crore `14,075 crore Providers of Equity Capital `3,921 crore `3,852 crore Contribution to Society `1,140 crore `1,022 crore Contribution to National Exchequer `1,35,468 crore `1,15,461 crore TOTAL VALUE ADDED IN FY 2020-21 `2,57,513 crore TOTAL VALUE ADDED IN FY 2019-20 `2,27,365 crore Sustainable growth enablers Technology and consumer- centric platforms Strong project management capability Diversification, integration and cost leadership Competitive access to capital Creating lasting stakeholder value Investors and Shareholders Government and Regulatory Authorities Supporting Communities Reliance is a pioneer who started the equity revolution in India, and over the years has given superior and consistent returns to the shareholders and investors. US$200 billion Market capitalisation crossed during the year Reliance is one of the largest tax payers (direct and indirect) in India. We have a strong track record of mandatory and voluntary compliance, and we endorse national schemes set for India’s growth. Highest payer of Indirect Taxes including Excise, Custom duties, GST and Others 32% CAGR in market capitalisation since IPO `1,35,468 crore Contribution to National Exchequer Through Reliance Foundation, we run one of the largest corporate philanthropies in India, with far-reaching impact. `1,140 crore CSR expenditure during the year 4.5+ crore Lives touched since inception PG 164 PG 168 Employees Customers Suppliers and Partners One of India’s employers of choice, we attract skilled talent from various backgrounds, and provide them with a fair, diverse and meritocratic ecosystem for career development. Reliance today is a consumer-oriented company, offering consumer-centric solutions. We provide superior experience and delight customers across all businesses. Our partnerships continue to power our way forward in the sectors that we operate in. We also maintain an agile, while predictable supply chain, and work closely with our vendors, including MSMEs and domestic manufacturers. 2,36,334 Employees on roll Over 1 lakh Customers served per hour by Retail 10,000+ MSME vendors RIL ranked among LinkedIn’s ‘Top 25 best workplaces to grow your career in India’ Over 5 Exabytes Data traffic carried by Jio network per month Value accretive partnerships with global leaders to serve over a billion Indian consumers PG 148 PG 168 PG 168 6 7 Integrated Annual Report 2020-21Reliance Industries LimitedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW Key performance indicators Promise meets performance Financial TURNOVER PROFIT AFTER TAX EARNINGS PER SHARE DIVIDEND PER SHARE `5,39,238 crore `53,739 crore 18.3% 34.8% `76.4 21.1% 2018-19 2019-20 2020-21 6,25,212 2018-19 6,59,997 2019-20 39,837 39,880 2018-19 2019-20 66.8 63.1 5,39,238 2020-21 53,739 2020-21 76.4 `7 2018-19 2019-20 2020-21 Consumer Business Metrics REGISTERED LOYAL CUSTOMERS OF RELIANCE RETAIL JIO SUBSCRIBERS 156 million 24.8% 426.2 million 10.0% 6.5 6.5 2018-19 2019-20 7 2020-21 91 125 2018-19 2019-20 156 2020-21 306.7 387.5 426.2 NET WORTH BOOK VALUE PER SHARE DEBT EQUITY RATIO `5,87,999 crore 58.2% `1,086.4 53.3% 0.36 2018-19 2019-20 2020-21 3,24,644 3,71,570 2018-19 2019-20 653.3 708.5 2018-19 2019-20 0.74 0.75 5,87,999 2020-21 1,086.4 2020-21 0.36 MARKET CAPITALISATION `13,15,998 crore 5,59,223 4,28,909 3,38,703 13,15,998* 8,63,996 7,05,212 CONTRIBUTION TO NATIONAL EXCHEQUER `1,35,468 crore EBITDA OF CONSUMER BUSINESS `43,877 crore SHARE OF CONSUMER BUSINESS IN SEGMENT EBITDA 49.5% 1,16,251 1,15,461 2018-19 21,542 2019-20 33,043 2018-19 2019-20 23.9 35.9 1,35,468 2020-21 43,877 2020-21 49.5 2018-19 2019-20 2020-21 ESG HSE EXPENDITURE `592 crore 2018-19 2019-20 2020-21 CUMULATIVE REACH (Through CSR Initiatives) MAN-HOURS OF TRAINING IMPARTED 4.5+ crore 664 668 592 2018-19 2019-20 2020-21 2.6 3.6 1.8 crore 0.6+ 2018-19 2019-20 1.1+ 4.5 2020-21 1.8 ENERGY SAVED VILLAGES BENEFITTED MEALS DISTRIBUTED 51,47,687 GJ 44,700+ 5.5+ crore (till date) 2015-16 2016-17 2017-18 2018-19 2019-20 2020-21 * As on March 31, 2021 8 9 Integrated Annual Report 2020-21Reliance Industries LimitedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW Chairman and Managing Director’s Statement Executing growth engines for India’s future In an unpredictable and challenging environment, agility and innovation are key to staying consistently successful. Shri Mukesh D. Ambani Chairman and Managing Director Dear and Esteemed Fellow Shareowners, I have always started this letter by sharing with you the operational and financial achievements of Reliance during the year. But the past year has been a particularly challenging one for India and its people. The COVID-19 pandemic disrupted several lives and dealt a severe blow to the economic health of the nation. It has also put tremendous burden on the healthcare infrastructure of the nation which is crucial for saving lives and reducing the impact of the pandemic. In these challenging times, the most remarkable and satisfying achievement of the company has been its humanitarian efforts in strengthening the nation’s fight against the pandemic. Right from day one, Reliance has adopted a multi-pronged prevention, mitigation, adaptation and ongoing support strategy to fight the pandemic. Last year, as soon as the first few cases of COVID-19 were reported in India, Reliance Foundation (RF) set up India’s first dedicated COVID-19 hospital in Mumbai in just two weeks. This year, in response to the sudden surge in COVID-19 cases in the city, RF rapidly scaled up its COVID operations to create 875-bed facilities dedicated to COVID care. It is the largest contribution by a philanthropic organisation to COVID care in Mumbai. RF has also set up fully equipped 1,000-bed COVID care facilities in Jamnagar. Overall, Reliance is supporting the set-up and management of over 2,300 beds across various locations. Last year, Reliance established a manufacturing unit in Silvassa to mass produce high quality PPE kits for the frontline warriors. It became the largest producer of high-quality PPEs in India. This year, in response to the urgent need for medical oxygen across the nation, Reliance repurposed its plants in Jamnagar to produce medical-grade oxygen, soon becoming the largest producer of medical-grade oxygen from a single location in India. Since the beginning of the pandemic, Reliance has supplied over 55,000 MT of medical grade liquid oxygen across the country. It has also taken several steps to boost India’s capacity to swiftly and safely transport this life-saving resource. The Foundation also launched Mission Anna Seva, a programme to provide free meals to marginalised communities and frontline warriors across the nation. So far, RF has provided over 5.5 crore nutritious meals through ration kits, food coupons and cooked meals across 18 states and one Union Territory. This is the single largest meal distribution programme undertaken in the world by a corporate foundation. In order to safeguard the health and well-being of our employees and their family members, we have set up several initiatives such as a nationwide emergency response infrastructure that is available 24x7. We have also created SUPPLIED MEDICAL GRADE LIQUID OXYGEN ACROSS THE COUNTRY 55,000 MT the JioHealthHub app for free virtual video consultations with our doctors. Using the COVID-19 symptom checker, we are tracking the health of our employees and their family members. REFERS, our emergency response service, is constantly monitoring the symptom tracker and reaching out to those showing the risk of being COVID- positive. In addition to this, our teams of medical experts are helping employees preserve mental health and emotional well-being through yoga and wellness sessions and psychological guidance. A key initiative to safeguard employees from the pandemic is R-Surakshaa, Reliance’s own vaccination programme. Under R-Surakshaa, Reliance has initiated a tech-enabled, multi-location vaccination drive to vaccinate all employees, partners, associates, affiliates and their eligible family members for free. The vaccination drive is fully compliant with government rules and regulations. Also, Reliance has put in place a liberal leave policy for employees affected by COVID-19. It is providing financial assistance of up to 3 months’ pay as interest-free salary advance in case of an exigency. In case of unfortunate demise of an employee, Reliance is providing financial support to the family and committing to shoulder the educational expenses of the children. While the war against COVID is far from over, we, the Reliance Family are confident that in the end we will prevail. We care for each one of our stakeholders including employees, shareholders, vendors, customers and local communities. I will now update you on your company’s operating and financial performance. Despite unprecedented challenges, we continued to execute on our growth plans across businesses. In our Retail business, we expanded EBITDA CONTRIBUTION FROM CONSUMER BUSINESSES LARGEST EVER CAPITAL RAISE IN INDIA ~50% `2,60,074 crore We executed the largest ever capital raise in India, of J2,60,074 crore (US$36 billion), through rights issue and asset monetisation. The fund raised, along with capital commitments, exceeded net debt levels, helping your company achieve a Net Debt Free balance sheet ahead of the stated timeline of March 2021. We successfully completed India’s largest ever Rights Issue of `53,124 crore (oversubscribed by 1.59 times), which is also the largest in the world by a Non-Financial Institution in the last 10 years. During the year, Jio Platforms and Reliance Retail raised `1,52,056 crore and `47,265 crore respectively from strategic and financial investors, including Facebook and Google. bp invested `7,629 crore for a 49% stake in our fuel retailing business. Strong operating cash flow and largest ever capital raise further strengthened our balance sheet, enabling us to deleverage and meet our net-debt zero commitment ahead of stated timeline. During the year, RIL made pre-payment of US$7.8 billion of long-term foreign currency debt, with requisite approvals from the RBI. This is the highest ever pre-payment of debt undertaken by any corporate borrower in India. We now have a strong balance-sheet with high liquidity that will support growth plans for our three hyper-growth engines – Jio, Retail and O2C. our customer outreach by growing physical and digital footprint with store additions, strengthening of supply chain infrastructure and launch of JioMart. In Digital Services business, we increased network capacity and spectrum footprint while rapidly growing our customer base. Our consumer businesses, Reliance Jio and Reliance Retail, have proved to be digital and physical lifelines of the nation in these challenging times. Our O2C business demonstrated resilience to rapidly evolving business environment. Agile business model, superior product placement capabilities and high utilisation rates while ensuring safe and reliable operations helped achieve industry leading performance. Financial Performance and Balance Sheet In a volatile environment, Reliance generated an EBITDA of `97,580 crore (US$13.3 billion), which is 4.6% lower than last year. Diversified earnings stream and resilient consumer businesses helped the company navigate through the unprecedented pandemic headwinds. Reliance recorded a consolidated net profit of `53,739 crore (US$7.4 billion) during the year, registering a growth of 34.8% y-o-y. Our consumer businesses retained their leadership positions and recorded robust growth on all operating and financial parameters during the year in spite of challenging hurdles. They now constitute nearly 50% of consolidated segment EBITDA compared to 36% in FY 2019-20. 10 11 Integrated Annual Report 2020-21Reliance Industries LimitedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW Chairman and Managing Director’s Statement Retail Digital Services Oil to Chemicals Oil and Gas E&P Sustainability The business delivered a healthy performance with record profit delivery in an operating environment that continued to remain challenging. During the year, the business was impacted by restrictions with 80% stores operational and lower footfalls which were at 65% of last year. PG 50 Reliance Retail fulfilled its commitment to serve customers at scale by providing grocery and essential supplies to millions of Indians at their doorstep, overcoming enormous constraints during the lockdown. Reliance Retail opened 1,456 new stores taking the total store count to over 12,700 stores across the country. Our Retail business operations ensured support for the entire retail ecosystem including consumers, farmers, merchants, small and medium-scale manufacturers and supply-chain service providers. The business generated >65,000 new jobs providing vital support to the community. Reliance Retail’s New Commerce initiative, JioMart, continues to grow in scale with more traffic, active users and orders. Rapid scale-up of digital commerce solutions, including JioMart, compensated for curtailed store operations and lower footfalls. Digital commerce channel Ajio.com witnessed 3x increase in business on higher orders and improvement across all key operating metrics. 12 During FY 2020-21, Jio led subscriber growth in the country with gross addition of 99 million subscribers. Jio became the first operator outside China to achieve 400 million subscribers in a single-country market. Market environment during the first half of the year witnessed a highly volatile crude and feedstock price environment. Despite extraordinary constraints during the period, Reliance successfully commissioned R Cluster field in KG D6 Block. PG 68 With its next generation all-IP data network, Jio continued to revolutionise digital adoption in India at an unprecedented rate. Jio’s high-speed connectivity services enabled millions of Indians to work from home, study from home, shop from home. It also enabled delivery of food and wellness at home, medical consultation at home and above all kept families connected through the pandemic. Higher acceptance of digital services reflects in 27% y-o-y growth in Jio’s total data traffic to 1,668 crore GB in 4Q FY 2021. Jio Platforms is building a massive digital ecosystem for a billion Indians by providing world-class connectivity and digital solutions across business verticals and customer lifecycle. Jio launched and scaled-up multiple digital platforms like JioMart, JioMeet, JioHaptik and JioUPI during the year. Jio’s impact on internet usage in India has been recognised by Brand Finance, who recognised Jio as the 5th strongest brand globally, terming its impact on the market as the ‘Jio Effect’. We are also excited with the development of a new generation cloud native 5G RAN technology that is truly open, and software defined. Qualcomm and Jio successfully tested 5G solutions in India, achieving the 1 Gbps milestone on Jio 5G solution. Jio’s innovation has spearheaded the transformation of India into one of the world’s largest consumers of mobile broadband service. PG 94 Demand destruction in the first half resulted in sharpest global oil demand contraction in decades, with a decline of 9.5 mb/d to ~90.5 mb/d in CY 2020. Travel restrictions significantly impacted the global demand for transportation fuels. For downstream products, demand destruction in automotive, housing & construction, consumer durables were partially offset by heightened demand from health & hygiene, packaging and e-commerce. Business environment for O2C segment improved sharply in the second half of the year with gradual easing of lockdowns and revival in economic activities, resulting in demand recovery to near pre-COVID levels by the end of the year. Margin environment also improved in the second half of the year with rising demand and supply disruptions. Agile business operations through the COVID-19 crisis enabled Reliance to operate its O2C facilities at near 100% by shifting products to export markets. High operating levels helped Reliance meet commitments to suppliers, vendors and consumers, ensuring continuity of operations for the entire ecosystem. Recently, we initiated process of reorganising our O2C business into a separate subsidiary. The reorganisation will facilitate value creation through strategic partnerships and attract dedicated pool of investor capital. O2C’s goal is to maximise crude to chemicals conversion and create a sustainable growth business. The scheme received an overwhelming support from our shareholders and creditors. PG 112 Located at a water depth of greater than 2,000 meters, R Cluster is Asia’s deepest and India’s first ultra- deepwater gas field. This was followed by commissioning of Satellite Fields in April 2021, which was done ahead of schedule. It showcases your company’s commitment towards India’s transition into a cleaner and greener gas-based economy. These complex deepwater projects have been executed in over 34 countries and at peak more than 4,000 people have been working offshore and onshore. Additionally, the pandemic constrained movement of people and material across the globe. Despite these odds, the projects had flawless and safe commissioning. R Cluster and Satellite Fields are two of the three new developments in the KG D6 block, the other being MJ fields which together are expected to meet ~15% of India’s gas demand by 2023 and account for ~25% of domestic production. Peak gas production from the three fields is expected to be ~1 bcf/ day by 2023. It will help reduce India’s dependence on imported gas. Our philosophy of inclusive growth is depicted in the way we conduct our businesses. Growth and development are often defined conventionally in terms of net profit, revenue, and other financial performance. While we realise that all these are important, our mission remains to continue growing as a responsible organisation that believes in enriching lives. PG 136 We continue undertaking social initiatives in the areas of Education, Healthcare, Community Infrastructure, Skill Enhancement and Social Security. The growing demand for energy is causing an imbalance in limited resources, especially in developing and emerging countries like India. We are committed to develop and grow in a responsible manner while meeting the expectations of all our stakeholders. We believe that business priorities co-exist with social commitments and our activities support inclusive growth. While we work towards achieving our goals, we see the need to meet the society’s evolving expectations. And therein lies the need to form enriching partnerships that will help us create a sustainable future. The world is now closing ranks for a strong global action on Climate Change. This gives Reliance the right opportunity to accelerate our own ambitious New Energy and New Materials business wedded to the vision of clean and green development. To combat climate change, Reliance has set itself a target to become Net Carbon Zero by 2035. This is part of a wider ambition to achieve best-in-class standards across environmental, social and governance parameters under the oversight of our Board. Our vibrant Board consists of independent thought leaders with requisite skill sets and domain expertise to guide our businesses on their future growth path. Conclusion As we passionately strive for a better future, we continue to set new paradigms every single day. In an unpredictable and challenging environment, agility and innovation are key to staying consistently successful. As technology becomes a driving force in all businesses and facets of life, the future belongs to organisations that can lead and leverage the digital revolution. I would like to place on record my sincere appreciation to the Board of Directors for their guidance. I would also like to express my gratitude to all our stakeholders for their unwavering faith in Reliance. And I would like to thank the entire team at Reliance for their untiring efforts and unflinching commitment to achieve the lofty goals we have set ourselves for our Golden Decade. I also want to express my deepest gratitude to scientists, doctors, nurses, police, volunteers and many others who are waging the battle against COVID-19. We all owe a great deal to them. I am confident that we are going to ultimately win the fight against COVID-19. Because each one of us is engaged in this fight and the human spirit to fight and survive is greater than any disease or pandemic. With our collective effort, India will eventually triumph over the crisis and emerge stronger, bigger and better than ever. With best wishes, Sincerely, Mukesh D. Ambani Chairman and Managing Director May 27, 2021 13 Integrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW Hyper-growth engine: Omni-channel Retail Bringing finest shopping experience to Indian consumers We have built an integrated, omni-channel retail ecosystem that provides unlimited choices, superior value proposition and unmatched shopping experience to Indian consumers. We are transforming the unorganised retail landscape through the inclusive New Commerce model by digitally enabling and empowering merchant partners. Our commitment to serving the needs of Indians was apparent even during the lockdown, as we ensured seamless supply of essentials to our customers at their doorsteps. Amongst the fastest growing retailers in the world Serving over 1,00,000 customers every hour Strengthening omni-channel capabilities and digital commerce platforms `47,265 crore Executed India’s largest fundraise in the consumer sector from marquee global investors Hyper-growth engine: World-class Digital Services Building India’s digital lifeline for today and tomorrow Digital connectivity has become a gamechanger for a nation of 1.3 billion. Today, India is one of the fastest growing digital economies in the world, and we are building the most advanced platforms that connect everything, everyone, everywhere. When the raging pandemic forced the populace indoors, the Jio platforms became a lifeline for millions of Indians trying to adapt to the new reality. Providing a platform to startups through JioGenNext PG 36 First telecom company in India and second in the world to cross 400 million subscribers Achieved 1 Gbps speed milestone on the Jio 5GNR solution 5 Exabytes – data carried by Jio every month Jio Platforms is one of the only two Indian companies featuring in the 2021 TIME100 Most Influential Companies list * * Source: https://time.com/collection/ time100-companies/5949996/ jio-platforms/ Hyper-growth engine: Highly integrated O2C business Creating sustainable energy and materials for India’s future needs We are building world- class, world-scale assets that produce clean fuels and materials of the future. As an active participant in the nation’s sustainable development, we are developing next-generation carbon capture utilisation and storage technologies to convert carbon- dioxide into useful products and chemicals. We plan to participate in the transition from fossil fuel to clean and affordable energy. Creating holistic and circular materials businesses Maximising crude to chemicals conversion Progressing in converting CO2 generated at Jamnagar into high- value proteins, nutraceuticals, advanced materials and fuels Target to become Net Carbon Zero by 2035 Sourced the world’s first consignment of ‘carbon-neutral oil’ Strategic alliances for the future Partnering with the best in the world for India We are committed to propelling India’s rapid progress in the new world order. To facilitate this faster-than-expected transition, we are bringing future-ready technologies by partnering with some of the most Innovative institutions globally. We are combining our execution strength and digital ecosystem with our partners’ technology expertise to create world-class, futuristic solutions at scale. Partnerships with Enhancing ease of living, ease of doing business through strategic partnerships with Microsoft, Facebook and Google Pioneering mobile fuel retailing and changing the game in electro mobility with bp We are excited about the future of mobility, and have acquired a majority stake in skyTran Making next generation 5G technology affordable with Qualcomm Nurturing new growth platforms with investments from marquee global investors COVID-19: Community response Standing together with India As COVID-19 disrupted lives, Reliance engaged all its resources to fight the pandemic and support India. Oxygen supply Mission Anna Seva India faced a dearth of oxygen supply for those affected with COVID-19, and once again Reliance stepped into to support the nation by providing oxygen to hospitals in need. 1,000 MT Oxygen provided to patients on a daily basis, equivalent to the daily requirement of 1,00,000+ patients per day Reliance Foundation ensured that daily wagers, police personnel, migrant labourers and others who are on the move and in service receive timely meals during these testing times. 5.5+ crore meals Distributed till date to over 27+ lakh beneficiaries Hospital beds Prevention and awareness With a high volume of cases plaguing the country, there was a significant dearth of hospital beds in metros such as Mumbai. Reliance quickly rose to action and supported setting up and management of over 2,300 beds across various locations including Mumbai, Jamnagar and Surat. Mission COVID Suraksha focused on prevention awareness and safety through distribution of 81+ lakh masks across India reaching 50+ lakh individuals. Community initiatives 1,000 beds COVID care facility set up in Jamnagar 875 beds managed by RFH in Mumbai 39+ lakh Individuals supported with COVID advisories 37,000 Individuals’ queries on government schemes and social benefits answered 23 Integrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW Board of Directors Leadership meets good governance Shri Mukesh D. Ambani Chairman and Managing Director Smt. Nita M. Ambani Non-Executive Director Smt. Arundhati Bhattacharya Non-Executive Director Shri K. V. Chowdary Non-Executive Director Director since: 1977 Director since: 2014 Director since: 2018 Director since: 2019 The face of emerging India’s enterprising spirit; led the creation of the world’s largest petroleum refinery, one of the most expansive 4G networks and India’s largest retail footprint C A businesswoman, educationist, and philanthropist; Founder and Chairperson of Reliance Foundation which through focused interventions has impacted the lives of over 45 million people across India A banker and former Chairperson of India’s largest bank, SBI; currently leads Indian operations of Salesforce, a global leader in customer relationship management software Former Central Vigilance Commissioner, Former Chairman CBDT and Former Advisor to Department of Revenue M M MM M M Shri Yogendra P. Trivedi Non-Executive Director Prof. Dipak C. Jain Non-Executive Director Shri Nikhil R. Meswani Executive Director Shri Hital R. Meswani Executive Director Director since: 1992 Director since: 2005 Director since: 1986 Director since: 1995 Practicing senior advocate at the Supreme Court of India; served on the boards of PSU banks; associated with leading industries and trade bodies A distinguished teacher and scholar; served as Dean of some of the world’s leading management schools; currently president of China Europe International Business School One of the Founder Directors; instrumental in making Reliance a global petrochemicals leader; serves on Board of Trade, Ministry of Commerce, and National Council of CII Leads several functions from refining to human resources; involved in all mega initiatives of Reliance including the Hazira petrochemicals complex and Jamnagar refinery complex CC C M M M M C M M M Dr. Raghunath A. Mashelkar Non-Executive Director Shri Adil Zainulbhai Non-Executive Director Shri P. M. S. Prasad Executive Director Shri Pawan Kumar Kapil Executive Director Director since: 2007 Director since: 2013 Director since: 2009 Director since: 2010 An eminent Indian scientist and National Research Professor; awarded Padmashri, Padmabhushan & Padmavibhushan for his pioneering contribution to science & technology M MM M Former Chairman of McKinsey & Company, India; Chairman of Quality Council of India and Chairman of the Capability Building Commission of India; serves on the boards of various Reliance companies, Larsen & Toubro, and Cipla. C C M A career spanning almost four decades with Reliance across fibres, petrochemicals, refining, marketing, and exploration & production businesses Led the commissioning and start-up of the Jamnagar complex; spearheaded various large scale projects in a career spanning over five decades in the petroleum refining M M M Shri Raminder Singh Gujral Non-Executive Director Dr. Shumeet Banerji Non-Executive Director Director since: 2015 Director since: 2017 Former Finance Secretary, Government of India, and former Chairman of National Highways Authority of India (NHAI); also serves on the boards of various Reliance and Adani Group of Companies Former founding CEO of Booz & Company; currently leads an advisory and investment firm specialising in developing early stage companies M M M M M A brief resume of the Directors, nature of their expertise in specific functional areas etc. are available on the Company’s website 24 Committees Board Snapshot  Audit Committee  Stakeholders’ Relationship Committee  Corporate Social Responsibility and Governance Committee  Human Resources, Nomination and Remuneration Committee  Finance Committee  Health, Safety and Environment Committee  Risk Management Committee C Chairman M Member Board Governance Structure 5 Executive Directors 9 Non Executive Directors Tenure Years 0-5 5-10 10+ 3 Directors 3 Directors 8 Directors 25 Integrated Annual Report 2020-21Reliance Industries LimitedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW Value-creation model Delivering superior and consistent outcomes Inputs Value-creation approach Outputs Outcomes Natural capital • Sourced two million barrels of the world’s first carbon neutral oil • Mangrove plantations of over 875 acres • Installed state-of-the-art technologies for water recycling Human capital • Over 75,000 new jobs created in the pandemic year • Diversity and inclusion initiatives across businesses • `592 crore HSE expenditure • Total number of employees 2,36,334 Manufactured capital • `79,667 crore - Capital expenditure • Total throughput for O2C - 71.9 MMT • 12,711 Retail store count • Total Spectrum footprint of 1,732 MHz Intellectual capital • `2,572 crore R&D expenditure • 900+ researchers and scientists • 28,000+ engineers in technical roles • Central R&D facility with total area of 1,25,000 sq. ft. and state-of-the-art equipment Financial capital • Largest ever capital raised in India by a Corporate in a year – `2,60,074 crore • Cash and marketable securities of `2,54,019 crore • Debt free on ‘net basis’ Social and relationship capital • `1,140 crore spent on CSR initiatives • 1,000 MT of medical-grade oxygen per day • Setting up and managing 2,300+ COVID care beds 26 Our motto Growth is Life Mission Be the most admired, innovative and value generating organisation for all our stakeholders Digital Technology Platforms Strategic focus areas New Commerce Connecting producers, kiranas and consumers De-carbonisation Transition from B2B to B2B2C Conversion of fuels to chemicals Values • Customer Value • Ownership Mindset • Respect • Integrity • One Team • Excellence Integrating ESG in Business Model PG 28 PG 136 Our Businesses Retail India’s largest retailer by reach, revenue and profitability Digital Services Jio has a future proof all-IP data network with the latest 4G LTE technology Media and Entertainment Network18 is one of India’s most diversified Media and Entertainment platforms Oil to Chemicals Pioneered vertical integration and conceived Oil-to-Chemical concept well ahead of industry Oil and Gas E&P Upstream portfolio includes operations in deepwater acreages and the CBM block Sustainable Growth Enablers Technology and Consumer Centric Platforms Strong Project Management Capability Diversification, Integration and Cost Leadership Competitive Access to Capital PG 50 • 99 million KL water recycled • 51,47,687 GJ of energy saved from conservation initiatives • Recycling capacity of about 2.3 billion PET bottles PG 144 Sustainable access to markets – exports to 107 countries PG 148 Inclusive and sustainable growth for the nation • India’s Best companies to work for as per Great Places to Work (GPTW) • 16.9% of employees are women • 1.8 crore man-hours of training imparted • `53,739 crore Net Profit • 63.6 MMT production meant for sale (O2C) • Over 1 lakh customers served/hour (Retail) • 426.2 million Jio customer base • Carrying worlds highest data traffic (>5.0 exabyte per month) PG 154 PG 160 • Indigenously developed 5G Stack • 137 patents granted, Next-gen bio materials, bioplastic, use of waste plastic in road construction and network technology • 91 patent applications filed • 159 start-ups supported by GenNext PG 164 • Strong international credit rating – rated two notches above sovereign by S&P and one notch above sovereign by Moody’s • Investment income – `14,412 crore • Availed funding at optimised rate PG 168 • Foundation activities positively impacted 4.5+ crore people in over 44,700 villages • Jio was lifeline for over 40 crore customers during the COVID-19 pandemic Improved health and well-being Partnership with global leaders to bring the best to India Lowest carbon intensity per TB of data usage Unmatched connectivity for everyone Ambitious target of Net Carbon Zero by 2035 Quicker access to effective healthcare Product stewardship on circular economy for plastics • Largest Meal Program by a Corporate Foundation - 5.5+ crore meals distributed Touching everyday lives of millions of Indians 27 Integrated Annual Report 2020-21Reliance Industries LimitedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW Strategy Building the hyper-growth engines of tomorrow At Reliance, our growth roadmap is built around our three hyper-growth engines, which reimagine the way India connects, consumes and grows. They characterise our long-term strategy and fuel our next wave of exponential growth. Digital technologies and platforms through Jio Platforms New Commerce connecting producers, kiranas and consumers through Reliance Retail Decarbonisation, transition from B2B to B2B2C and fuel to chemicals integration through Reliance O2C, New Energy and New Materials Capitals linkage Capitals linkage Capitals linkage Strategic objective Strategic objective Strategic objective Digital Technology Platforms Leverage technology to create market leading disruptive solutions that manifest as products to add value to our customers, across and beyond India Transform retail landscape in India through a win-win partnership model with producers, brand companies and merchant partners. Build Reliance as one of the world’s leading O2C, New Energy and New Materials Company with a sustainable and circular business model Strategic focus areas New Commerce Connecting producers, kiranas and consumers De-carbonisation Transition from B2B to B2B2C Conversion of fuels to chemicals Natural Capital Human Capital Manufactured Capital Intellectual Capital Financial Capital Social and Relationship Capital 28 Enablers and way forward • Connectivity Largest all-IP mobility network to ensure connectivity across the country and enabling a digital revolution • Core technology platforms Continuous platform building based on cutting- edge, disruptive technologies such as AI, blockchain, cloud computing and IoT • Disruptive ecosystem solutions Developing expertise in deep analytics, big data analytics, deep learning algorithms, AR/VR technologies, AI-based education solutions, healthcare, chatbots, speech and language processing, supercomputing, and vision-oriented fleet management, among others • Ultra-broadband With fiber rollout to millions of homes and enterprises, Jio has opened the door for the next generation of ultra-broadband solutions to be brought straight into Indian living rooms and small businesses • 5G readiness 5G-ready network and extensive fiber assets, enabling services across connectivity layers, enhancing consumer experience along with efficient pricing Enablers and way forward • Expanding selling ecosystem Largest retailing footprint in India, with physical and digital distribution presence and 2/3rd of stores operating in growing Tier II, Tier III and Tier IV towns • Connected supply chain Actively investing in building a state-of-the-art supply chain infrastructure to link all major sourcing locations through an automated, reliable and scalable warehousing, logistics and last-mile fulfilment ecosystem • Inclusive New Commerce model Focusing on expanding its portfolio, scaling its geographical reach and delivery capabilities, thus helping reduce inefficiencies, and creating more value for everyone in the retail ecosystem – producers, manufacturers, brand companies and retailers • MSME partnerships Fostering partnerships with millions of small merchants, digitally enabling and empowering them, while offering a compelling value proposition to grow their business Enablers and way forward • Net Carbon Zero RIL targets to become a Net Carbon Zero company by 2035. We are embracing new technologies in the O2C business to minimise CO2 emissions and are planning to develop next generation carbon capture utilisation and storage technologies to convert CO2 into useful products and chemicals • Maximising O2C conversion O2C business will leverage technology and its existing assets and streams to maximise conversion of crude to chemicals and materials, with an aim to create a sustainable, holistic, circular materials business • New Energy and New Materials Business Complementing traditional fuels with clean electricity and hydrogen, and build an optimal mix of reliable, clean and affordable energy and storage using solar, wind and batteries. The business will be based on the principle of Carbon Recycle and Circular Economy with a portfolio of advanced and speciality materials 29 Integrated Annual Report 2020-21Reliance Industries LimitedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW ESG at Reliance ESG at Reliance Setting standards for responsibility and accountability Environment Social Governance Reliance is building the India of the future, with responsibility towards all its stakeholders and nature. As we invest in future-ready businesses, we view sustainability as an enabler that can aid our purpose and deliver superior outcomes for all. Our ambitions, efforts and intent are aligned to this, across environmental and social facets, with good governance guiding our practices. Key focus areas • Managing Environmental Impacts • Clean Energy • Waste Management • Water Management • Asset Utilisation • Product Stewardship • Circularity To manage various aspects of our Natural capital, such as carbon, waste, water, air emissions, and land use, among others, we have strongly governed systems and policies. We also leverage technology to its best extent, to upgrade systems that result in environmental efficiency PG 144 Key focus areas • Safety • Health • Opportunity and Diversity • Customer Satisfaction • Supply Chain Management • Community Development • Support to Communities during pandemic PG 148 PG 168 Key initiatives and highlights • One of India’s largest philanthropic support systems during COVID-19 and in high-impact development areas • One of India’s top and desired employers providing fair, inclusive, well-being focused career opportunities • One of India’s biggest shareholder wealth creators • India’s largest tax contributor Key focus areas • Code of Conduct • Whistle Blower Policy • Vigil Mechanism • Ethics and Compliance Task Force (ECTF) Read more in the Corporate Governance Report PG 178 • Data Security PG 154 • Risk and Governance PG 124 Key initiatives and highlights • A diverse Board constituting executive, non-executive and independent members • Highest standards of data integrity and information security • Singular focus on sustained stakeholder value creation Climate change is a reality that is shaping the way businesses plan in the 21st century. At Reliance, we are aligned to the global agenda of de-carbonisation, and targets to become a Net Carbon Zero Company by 2035. 30 CUMULATIVE SAPLINGS PLANTED TILL DATE EMPLOYEE BENEFITS AND COMPENSATION 2.3+ crore 2018-19 2019-20 2020-21 2.1+ 2.2+ 2.3+ `14,817 crore 12,488 2018-19 2019-20 2020-21 14,075 14,817 RIL has a well-established “Three Lines of Defense” risk management approach • Risk and Governance PG 124 31 Integrated Annual Report 2020-21Reliance Industries LimitedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW People Protecting, supporting and engaging our people Our people form the bedrock of our existence. At Reliance, we are an employer of choice for tens of thousands of people, and we provide them with a conducive environment for personal and career growth. We engage regularly with them at various levels and consider their well-being our topmost priority. Launched in 2021, R-World brings the world of Reliance on a digital platform with user- customisable experiences. It is a one-stop-shop for all organisational communications. Reliance Family Day, held annually in memory of Shri Dhirubhai Ambani, was held virtually this year, with a special address from the Ambani family. MyVoice, an internal multi- media platform for employees to share their reflections, feelings, and ideas, saw active participation from 23,000+ users. Periodic employee check-ins instituted to keep a constant tab on employee sentiment during the challenging times. Surveys recorded over 90% positive sentiment across key parameters. Learning at Reliance shifted to 100% virtual mode in FY 2020-21 and digital learning consumption doubled. Organisation-wide interventions such as Base Camp, Ascender, Great People Skills and STAR Trek focused on building skills and resilience. ‘Putting People First’ became the guiding principle for our COVID Response Strategy. As a Group, we marshalled all our human, financial, and technical resources, leveraging years of business expertise and community development experience, to support our entire workforce and families. Some interventions are provided below. Health and safety • Set up COVID war room comprising cross-functional heads, Medical Services, Corporate Services, HR, IT, Security and Communication teams • Developed digital COVID-19 dashboard to monitor risks and case- trends across workforce, their families and deploy emergency care services • Augmented medical personnel infrastructure for employee care • Introduced Symptom Checker, a fully digitised solution, to assess the risk status of employees and their families • Implemented aggressive RT PCR and antigen testing for employees entering the premises • Country-wide tie-ups for adequate isolation centres for affected employees and family members • Set up dedicated 120-bed isolation centre at Navi Mumbai campus Extended support • Provided financial support for all COVID-19 related expenses borne by employees • Home delivery of groceries, essentials and medicines through JioMart and Netmeds • Multiple-channel, detailed and frequent communications on COVID-19 for all employees Leveraging JioHealthHub for effective vaccination Vaccination centres established at Reliance’s medical locations; tie-ups with private hospitals pursued to ensure pan-India coverage for the convenience of employees, family members and the local population. Dedicated 24x7 toll-free emergency helpline under REFERS, our emergency response service, to connect all employees in need with required medical support PG 148 32 33 Integrated Annual Report 2020-21Reliance Industries LimitedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW Reliance Foundation Empowering India at scale With a comprehensive development approach, Reliance Foundation, the CSR arm of Reliance Industries, positively touches the lives of millions every year, making it one of the largest corporate philanthropies in India and the world. Rural Transformation Health Education A long-term programme that addresses all the critical development indicators like rural livelihoods, water, food and nutrition, women’s empowerment and access to knowledge resources. Reliance has invested in developing a multi-tiered health response system, leveraging our health infrastructure and resources to meet challenges to public health that arise from time to time. We aim to provide opportunities for the young to develop themselves into future citizens who contribute to society. 44,700+ Villages empowered 70 lakh Health consultations provided 3.5+ lakh Children impacted through various education initiatives l o p m e n t e v e Rural Transfo r m a ti o n H e a l t h LIVES TOUCHED SINCE INCEPTION 4.5+ crore Sports f o r D e s n o p s e R r e t s a s i D A r t s , C ult ure and Heritage a tio n c u E d Arts, Culture and Heritage Disaster Response We support and endorse tributes to renowned artists. We also help in the revival and upkeep of public spaces. We provide quick response to mitigate the effect of natural disasters. This includes early warnings, mobilisation and distribution of relief materials, supporting local governments with the communities affected by disasters, including post-disaster relief. Sports for Development Our initiatives in sports offer a platform for budding athletes across India to develop their talent and prowess in various sporting segments. Read more about the initiatives of Reliance Foundation in our CSR report 10 lakh People benefitted 2.15 crore Youth and children reached 34 35 Integrated Annual Report 2020-21Reliance Industries LimitedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW JioGenNext Nurturing homegrown enterprises Our startup accelerator programme, JioGenNext, supports exceptional founders for launching their startups in the Reliance ecosystem. In FY 2020-21, remote acceleration became the new normal in our incubation platform, and we added 22 new startups into the ecosystem. Even during the pandemic situation, our startups were able to accelerate technological advancements, solve critical challenges, receive funding and prove their viability. Sectoral breakup of selected startups EdTech AgriTech 12 10 Drone 2 Digital Consumer Services 12 HealthTech & Fitness 13 IoT 10 Social Media 4 Robotics 1 Logistics 9 Media & Entertainment 13 Enterprise Solutions 24 FinTech 32 Network 4 Retail 13 Alumni startups rise to the occasion Keeping in line with Reliance’s ethos of service, several alumni startups contributed to fight the pandemic and support the nation. For example, Dozee, a pioneer in contactless patient monitoring and early warning system using Artificial Intelligence, helped address the shortage of ICU beds in nine cities across India by enabling hospitals to convert 4,000+ beds into step-down ICUs in minutes. As COVID-19 returns in a second wave, Dozee has intensified its efforts with dedicated resources. Similarly, JioGenNext startups LogiNext, HealthVectors, FlytBase, Clinikk, Drona Maps and CabDost also rendered their services during these testing times in service of the nation and its people. JioGenNext Basecamp 4: 12th batch The basecamp comprised 11 deep tech startups building transformational products in the areas of Industrial and Consumer IoT, AR/VR and SaaS. The participating startups included: AiKaan: A self-serve product to remotely monitor, manage and securely access edge devices and applications Dozee: Converts any bed into a step-down ICU FreightBro: Single integrated SaaS solution for freight forwarding agencies Gumlet: An end-to-end media delivery solution that resizes, optimises and delivers images, videos Legistify: A full-fledged litigation management system and legal services marketplace Patch: Enables reliable communication between consumer apps and their end-users UptimeAI: Bridging the gap between Artificial Intelligence (AI) and subject matter knowledge to deliver tangible business value for process industries. Plutomen: A remote assistance product that uses AR over mobile / tablets Vadoo: Solves the problem of latency and rising bandwidth costs by using peer-assisted streaming Taskmonk: Provides data annotation and labelling for data science / data engineering teams Vicara: Mixed Reality (MR) solutions for human interactions in digital space JioGenNext Basecamp 5: 13th batch The batch of 11 startups brought a unique combination of deep differentiation to drive commercial benefits and science-based innovation for public good. They included: 30M Genomics: Platform for personalised drug based on rapid gene testing Aikenist: Using medical imaging tech to deliver faster MRI scans Dubverse: Auto dubbing for video content creators in multiple Indian languages Embright: Virtual Reality based therapy for rehabilitating children with neurodevelopmental issues Enhance: Remote design processing and prostheses 3D printing for rehabilitation of defective faces Rekord: Business keyboard with context based suggestions for WhatsApp and other chat apps HiPER: Saving diesel consumption by 10-15% by personalising ECU through OBD interface in cars and trucks RightBot: Picker and transporter robots for retail warehouses for autonomous put-away, picking, replenishment, auditing, inventory management Krishitantra: Soil testing of nutrients and providing results to farmers at affordable prices LinearSquared: Data science and advanced analytics for demand forecasting in retail/ online commerce ZedBlox: Smart cold storage device for last mile cold chain of health and medical products 37 Virtual Demo Day Organised virtually for the first time, JioGenNext’s virtual Demo Day in May 2020 witnessed startups pitching in real time to key stakeholders – investors, customers, mentors and Go-To-Market (GTM) partners with an audience of over 1,000 viewers. This also included an exclusive one-on- one virtual speed dating session between the startups and leading venture capitalists. 11,300+ Applications from startups and aspiring entrepreneurs 159 Startups engaged in total US$270+ million Collective funding raised by alumni 50+ Engagements with Reliance 30+ Corporate partners and 85+ mentors 36 Integrated Annual Report 2020-21Reliance Industries LimitedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW 10-Year Financial Highlights Consolidated (` in crore, unless otherwise stated) Standalone (` in crore, unless otherwise stated) US$ million FY 2020-21 FY 2019-20 FY 2018-19 FY 2017-18 FY 2016-17 FY 2015-16 FY 2014-15 FY 2013-14 FY 2012-13 FY 2011-12 73,757 5,39,238 6,59,997 6,25,212 4,30,731 3,30,180 2,93,298 3,88,494 4,46,339 4,08,392 3,58,501 Value of Sales and Services (Revenue) Value of Sales and Services (Revenue) US$ million FY 2020-21 FY 2019-20 FY 2018-19 FY 2017-18 FY 2016-17 FY 2015-16 FY 2014-15 FY 2013-14 FY 2012-13 FY 2011-12 38,153 2,78,940 3,66,177 4,01,583 3,15,357 2,65,041 2,51,241 3,40,814 4,01,302 3,71,119 3,39,792 Total Income 68,753 5,02,653 6,25,601 5,91,480 4,18,214 3,39,623 3,05,351 3,84,048 4,43,461 4,04,929 3,64,695 Total Income 38,283 2,79,887 3,65,421 3,94,323 3,13,555 2,73,750 2,59,062 3,49,535 4,10,238 3,79,117 3,45,984 Earnings Before Depreciation, Finance Cost and Tax Expenses (EBDIT)# Depreciation and Amortisation Exceptional Items (gain)/loss 13,347 97,580 1,02,280 92,656 74,184 55,529 53,993 45,977 43,800 40,912 40,702 3,635 26,572 22,203 20,934 16,706 11,646 11,565 11,547 11,201 11,232 12,401 772 5,642 (4,444) - 1,087 - 4,574 - - - - Earnings Before Depreciation, Finance Cost and Tax Expenses (EBDIT)# Depreciation and Amortisation Exceptional Items (gain)/loss 6,609 48,318 66,394 67,676 59,961 51,965 47,168 40,323 39,813 38,785 39,811 1,258 9,199 9,728 10,558 9,580 8,465 8,590 8,488 8,789 9,465 11,394 (589) (4,304) 4,245 - - - - - - - - Profit for the Year 7,350 53,739 39,880 39,837 36,080 29,833 29,861 23,640 22,548 20,886 19,717 Profit for the Year 4,369 31,944 30,903 35,163 33,612 31,425 27,384 22,719 21,984 21,003 20,040 Equity Dividend (%)## Dividend Payout## Equity Share Capital - 536 882 65 3,921 6,445 65 3,852 6,339 60 3,554 5,926 110 3,255 5,922 - - 2,959 105 3,095 2,948 100 2,944 2,943 95 2,793 2,940 90 2,643 2,936 85 2,531 2,979 Equity Share Capital 882 6,445 6,339 6,339 6,335 3,251 3,240 3,236 3,232 3,229 3,271 Reserves and Surplus 64,018 4,68,038 3,84,876 3,98,983 3,08,312 2,85,062 2,50,758 2,12,923 1,93,842 1,76,766 1,62,825 Net Worth@ 57,146 4,17,795 3,37,097 3,44,128 3,13,114 2,83,288 2,53,998 2,16,159 1,97,074 1,79,995 1,66,096 Reserves and Surplus 94,888 6,93,727 4,42,827 3,81,186 2,87,584 2,60,750 2,28,608 2,05,777 1,95,730 1,79,094 1,66,466 Gross Fixed Assets 69,423 5,07,549 4,96,688 4,76,591 4,52,492 4,30,093 3,93,117 3,11,815 2,64,281 2,32,270 2,05,493 Net Worth@ 80,427 5,87,999 3,71,570 3,24,644 2,89,798 2,58,511 2,31,556 2,18,482 1,98,670 1,82,030 1,69,445 Net Fixed Assets 46,460 3,39,668 3,34,443 3,14,745 3,00,447 2,87,319 2,58,448 1,90,316 1,51,122 1,28,864 1,21,477 Gross Fixed Assets 117,560 8,59,482 6,93,631 7,63,988 7,62,493 6,81,238 5,59,942 4,50,931 3,52,513 2,90,923 2,58,838 Total Assets 119,501 8,73,673 9,71,699 7,75,745 6,17,525 5,46,746 4,81,674 3,97,785 3,67,583 3,18,511 2,95,140 Net Fixed Assets 89,864 6,56,999 6,31,505 5,65,840 5,85,094 5,18,471 4,09,353 3,18,523 2,32,911 1,83,439 1,64,177 Total Assets 180,716 13,21,212 11,65,915 10,02,406 8,16,348 7,06,802 5,98,997 5,04,486 4,28,843 3,62,357 3,27,191 Market Capitalisation^ 180,002 13,15,998 7,05,212 8,63,996 5,59,223 4,28,909 3,38,703 2,66,847 3,00,405 2,49,802 2,44,757 Contribution to National Exchequer 7,336 53,630 54,842 67,589 56,997 51,399 43,117 33,322 31,374 28,950 28,197 Key Indicators Earnings Per Share* (`) Turnover Per Share* (`) Book Value Per Share* (`) Debt : Equity Ratio EBDIT/ Gross Turnover (%) Net Profit Margin (%) RONW (%)** ROCE (%)** US$ 1.0 11.4 FY 2020-21 FY 2019-20 FY 2018-19 FY 2017-18 FY 2016-17 FY 2015-16 FY 2014-15 FY 2013-14 FY 2012-13 FY 2011-12 76.4 63.1 66.8 61.0 101.3 101.0 80.1 76.5 70.6 66.1 836.7 1,041.1 1,055.1 727.4 1,115.9 994.9 1,319.9 1,518.4 1,390.8 1,203.5 14.9 1,086.4 708.5 653.3 495.6 891.2 785.5 709.1 675.9 619.9 568.8 - - - - - 0.36:1 0.75:1 0.74:1 0.75:1 0.75:1 0.78:1 0.74:1 0.70:1 0.59:1 0.55:1 18.1 15.5 14.8 17.2 16.8 18.4 11.8 9.8 10.0 11.4 11.0 12.9 9.6 5.4 12.9 13.0 6.4 15.1 13.5 8.6 16.9 13.6 9.0 16.4 13.5 11.7 16.5 13.0 6.1 13.5 12.8 5.0 13.4 11.0 5.1 13.0 10.1 5.5 13.1 10.3 Key Indicators Earnings Per Share* (`) Turnover Per Share* (`) Book Value Per Share* (`) Debt : Equity Ratio EBDIT/ Gross Turnover (%) Net Profit Margin (%) RONW (%) ** ROCE (%) ** US$ FY 2020-21 FY 2019-20 FY 2018-19 FY 2017-18 FY 2016-17 FY 2015-16 FY 2014-15 FY 2013-14 FY 2012-13 FY 2011-12 0.7 5.9 8.9 49.7 48.4 432.8 577.6 648.2 531.8 55.5 633.5 542.9 53.1 497.8 496.7 96.9 817.2 889.0 84.6 70.2 68.0 64.8 61.2 775.3 1,053.3 1,241.7 1,149.5 1,037.8 784.4 668.0 609.8 557.5 507.3 - - - - - 0.47:1 0.76:1 0.40:1 0.37:1 0.37:1 0.42:1 0.45:1 0.45:1 0.40:1 0.41:1 17.3 18.1 16.9 19.0 19.6 18.8 11.8 9.9 10.5 11.7 11.5 8.8 10.1 8.4 10.4 16.2 8.8 13.7 24.9 10.7 15.5 28.7 11.9 17.1 25.4 10.9 15.1 17.2 6.7 13.4 12.7 5.5 12.9 11.5 5.7 12.8 11.2 5.9 13.4 11.6 In this Integrated Annual Report, $ denotes US$, unless otherwise stated US$1 = `73.11 (Exchange Rate as on 31.03.2021) * Adjusted for issue of Bonus Shares in 2017-18 in the ratio of 1:1 ** Adjusted for CWIP and revaluation ^ For Reliance Industries Limited # Before exceptional items ##The disclosure of dividend payout is on actual payment basis post Ind AS implementation w.e.f. FY 2016-17 @ Net Worth for FY 2020-21 includes call money receivable on rights issue Note: Above highlights are part of Management Discussion and Analysis Section US$1 = `73.11 (Exchange Rate as on 31.03.2021) * Adjusted for issue of Bonus Shares in 2017-18 in the ratio of 1:1 ** Adjusted for CWIP and revaluation # Before exceptional items @ Net Worth for FY 2020-21 includes call money receivable on rights issue Note: Above highlights are part of Management Discussion and Analysis Section 38 39 Reliance Industries LimitedIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW Management Discussion and Analysis Economic Context and Operational Highlights 42 Financial Performance and Review 46 Business Overview 50 Liquidity and Capital Resources 122 Risk and Governance 124 Awards and Recognition 133 Business Overview Analysis and description of all major business segments of Reliance covering brands, strategic advantages and competitive strengths. The discussion structure covers the market environment the business operates in and how Reliance’s business model and operational excellence helped achieve a strong performance. Retail Digital Services Media and Entertainment PG 50 PG 68 PG 82 52 Strategic Advantages and Competitive Strengths 70 Strategic Advantages and Competitive Strengths 84 Strategic Advantages and Competitive Strengths 52 Performance Summary 53 Operating Framework 54 Highlights FY 2020-21 56 Industry Overview 57 Performance Update 58 Business Performance 67 Outlook 70 Performance Summary 71 Operating Framework 72 Highlights FY 2020-21 74 Industry Overview 76 Performance Update 77 Business Performance 81 Outlook 84 Performance Summary 85 Operating Framework 86 Highlights FY 2020-21 88 Industry Overview 90 Performance Update 91 Business Performance 93 Outlook Oil to Chemicals Oil and Gas E&P Forward-looking Statement The report contains forward-looking statements, identified by words like ‘plans’, ‘expects’, ‘will’, ‘anticipates’, ‘believes’, ‘intends’, ‘projects’, ‘estimates’ and so on. All statements that address expectations or projections about the future, but not limited to the Company’s strategy for growth, product development, market position, expenditures, and financial results, are forward-looking statements. Since these are based on certain assumptions and expectations of future events, the Company cannot guarantee that these are accurate or will be realised. The Company’s actual results, performance or achievements could thus differ from those projected in any forward-looking statements. The Company assumes no responsibility to publicly amend, modify or revise any such statements on the basis of subsequent developments, information or events. The Company disclaims any obligation to update these forward-looking statements, except as may be required by law. PG 94 PG 112 96 Strategic Advantages and Competitive Strengths 114 Strategic Advantages and Competitive Strengths 96 Performance Summary 97 Operating Framework 98 Highlights FY 2020-21 100 Industry Overview 103 Performance Update 104 Business Performance 109 Outlook 114 Performance Summary 115 Highlights FY 2020-21 117 Industry Overview 118 Performance Update 118 Business Performance 121 Outlook Management Discussion and Analysis Economic Context and Operational Highlights Overview Global The global economy contracted by 3.3% in CY 2020, as all major economies barring China slipped into recession with COVID-induced lockdowns. Advanced Economies’ (AE) decline of 4.7% was steeper than Emerging Markets (EM) decline of 2.2%. Within the AE complex, the decline in Euro Area (-6.6%) was much sharper than that in the US (-3.5%). Within the EMs, China’s GDP grew 2.3%. Despite the steep global decline in CY 2020, global GDP decline was lower than initially feared primarily due to unprecedented monetary policy support from global central banks and fiscal stimulus from governments. Global fiscal stimulus reached ~US$18.6 trillion by March 2021 (23% of GDP) while monetary stimulus by global central banks reached US$16.6 trillion (21% of GDP). Global trade volume (goods and services) contracted by 9.6% in CY 2020 after a modest 1% increase in CY 2019. Global trade also started recovering in 4Q FY 2021 as merchandise trade volume turned positive on y-o-y basis from November 2020. Global trade is forecast to grow 8% in CY 2021 with merchandise volumes recovering faster than services volumes. Oil prices averaged US$43/bbl in 2020 vs US$64/bbl in 2019 as COVID-19 led to an unprecedented erosion in global oil demand. Global demand averaged ~90.5 mb/d in 2020 (down 9.5 mb/d y-o-y). Large production cuts by OPEC+ 9.7 mb/d in May-July and 7.7 mb/d thereafter helped with a price floor in the face of the unprecedented demand shock. Global crude oil prices have recovered in 2021 as economies begin reopening amidst vaccine roll out. The US fiscal stimulus has further improved global oil demand outlook. Global demand is expected to grow 5.9 mb/d y-o-y in 2021 to average ~96.4 mb/d. The global economy is expected to see a rebound in 2021 with the International Monetary Fund (IMF) expecting 6% growth, with US stimulus and vaccine optimism leading to further opening up of the economies. The growth recovery is likely to be led by the US and China – the US is estimated to grow 6.4% in 2021 and China by 8.4%. Governments and Central Banks are expected to maintain supportive policies until the recovery is firmly underway. The strength of recovery will depend on vaccine roll-out. India The Indian economy is estimated to decline by 8% in FY 2020-21, the first year of contraction since 1980. India’s economic decline was sharper than other key economies due to strict and early lockdowns to control the spread of COVID-19. However, growth has continued to recover and was back in positive territory (+0.4%) in 3Q FY 2021 after a decline of 24.4% and 7.3% respectively in 1Q FY 2021 and 2Q FY 2021. India saw a V-shaped recovery as most consumption and industrial indicators were back in positive growth territory in the September-December quarter after being in deep negative in the June quarter. Auto sales rebounded from August 2020 onwards and both two-wheeler and passenger vehicle sales growth has been positive since then. Travel indicators have remained weak – air traffic still at -37% y-o-y in March 2021 and rail traffic also weak at -28% y-o-y. Among other industrial indicators, electricity demand growth is now positive and GST collections have remained robust at above `1 trillion mark. Digital adoption saw acceleration during the crisis, particularly in the usage of digital payments. UPI payments grew more than 100% y-o-y in 2021 as monthly transaction volumes crossed `4 trillion or nearly 25% of GDP on that run rate. The external sector exhibited resilience as current account turned surplus for the first time since 2004, on weaker domestic demand, falling oil prices and strength in India’s services exports. FDI and equity FII flows were strong, driving India’s forex reserves to an all- time high of ~US$580 billion by the end of FY 2020-21, against ~US$475 billion by the end of FY 2019-20. The Reserve Bank of India (RBI), and the central and state governments provided critical support to the economy during the crisis. The RBI maintained loose monetary policy, cutting repo rates by 115 bps during early CY 2020. To keep funding markets easy, the RBI maintained liquidity surplus through various monetary measures. India’s oil demand was down 9.1% y-o-y due to the unprecedented demand shock during 1H FY 2021. While gasoline and diesel consumption declined 6.8% y-o-y and 12% y-o-y respectively, LPG registered positive growth (+4.8% y-o-y) due to stay- at-home restrictions. With airlines remaining shut for most of the year, and yet to resume full-scale operations, jet fuel (ATF) consumption was down 53.7% y-o-y. CAPITAL RAISED `2,60,074 crore Highlights and Key Events During FY 2020-21, Reliance forged defining strategic partnerships with leading technology firms and marquee investors across businesses. Through the Rights Issue and asset monetisation, Reliance executed the largest ever capital raise in India of `2,60,074 crore. The fund raises along with capital commitments exceeded Net Debt levels, helping Reliance achieve a Net Debt Free Balance sheet ahead of the stated timeline of March 2021. RIL successfully completed India’s largest ever Rights Issue of `53,124 crore (oversubscribed by 1.59 times) - the world’s largest by a Non-Financing Institution in the last ten years Jio Platforms and Reliance Retail, raised `152,056 crore and `47,265 crore respectively, from marquee global investors including Facebook, Google, Silver Lake, Vista Equity Partners, General Atlantic, KKR, Mubadala, ADIA, TPG, L Catterton, PIF, Intel Capital and Qualcomm Ventures. bp invested `7,629 crore for a 49% stake in the fuel retailing business. The arrangement between RIL and bp will build on RIL’s current fuel retailing network of 1,400 sites across India. The joint venture will aim to be a leader in mobility and low-carbon solutions, bringing cleaner and affordable options for Indian consumers with digital and technology being key enablers. 42 43 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Economic context and operational highlights Highlights and Key Events Retail Digital Services During the course of the year, the Retail business omni-enabled its store network, strengthened digital commerce platforms across the business and built capacities for home deliveries. Alongside, the business expanded its partnerships with merchants across the country under its inclusive New Commerce model. By the end of the year, the digital commerce and merchant partnerships business accounted for about 10% of revenues, significantly stepped up from near zero in the preceding year. Reliance Retail invested behind a range of acquisitions to strengthen its capabilities in the supply chain, technology, and product portfolio. These include the acquisition of leading digital marketplace, Netmeds, furniture and home decor retailer, Urban Ladder and the lingerie and intimate wear brand, Zivame. Reliance Retail also entered into an agreement to acquire the retail and wholesale business and the logistics and warehousing business of the Future Group for a consideration of `24,713 crore. This acquisition is awaiting requisite approvals. In Digital Services, Reliance Jio became the first operator outside China to achieve 400 million subscribers in a single country market. Reliance Jio continues to revolutionise digitalisation in India with data consumption in excess of 5 Exabyte per month on its network. Strategic initiatives along with Facebook and Google will enhance consumer service offerings and facilitate greater digital inclusion in India. Reliance is working with Microsoft to enhance adoption of leading technologies like data analytics, Artificial Intelligence (AI), cognitive services, blockchain, Internet of Things (IoT), and edge computing among small and medium enterprises. Qualcomm Technologies, Inc. and Jio, along with its wholly owned subsidiary Radisys Corporation, announced expanded efforts to develop open and interoperable interface compliant architecture-based 5G solutions with a virtualised RAN. This work is intended to fast-track the development and roll-out of indigenous 5G network infrastructure and services in India. 1,732 MHz Reliance Jio total spectrum footprint Reliance Jio successfully acquired the right to use spectrum in all 22 circles across India in the recently concluded spectrum auctions conducted by the Government of India. Through this acquisition, Reliance Jio’s total spectrum footprint has increased significantly, by 56%, to 1,732 MHz. The acquired spectrum can be utilised for transition to 5G services at the appropriate time, where Jio has developed its own 5G stack. Oil to Chemicals Reliance has initiated the proceedings of carving out its O2C businesses into a separate subsidiary and the process is expected to be completed in CY 2021. O2C reorganisation creates an independent, global-scale growth engine for RIL, with a strong cash flow generation potential while facilitating value creation through strategic partnerships and attracting a dedicated pool of investor capital. Through the COVID-19 crisis, Reliance operated its O2C facilities at near 100% by shifting products to export markets to sustain operating rates. Scale economics along with strong competitive cost positions across the chain helped Reliance sustain positive contribution through this unprecedented phase. Diversified customer base, global product placement and feedstock flexibility supported performance. ~100% Utilisation of O2C assets even during the COVID-19 Oil and Gas E&P During the year, Reliance successfully commissioned Asia’s deepest gas field and India’s first ultra-deepwater gas field – R Cluster in KG D6 Block. This will help Reliance work towards India’s transition to a cleaner and greener gas-based economy. The year was also marked by the COVID-19 crisis, which resulted in a huge loss to mankind. During these tough times, Reliance leveraged all its resources – human as well as material – to assist India in its fight against the COVID-19 pandemic. Apart from ensuring the safety and well-being of employees through the pandemic, Reliance significantly stepped up its support to the community. The COVID-19 response included use of facilities for production of grades and equipment used in medical applications, steps to support state medical infrastructure and contributions to social efforts in helping marginalised communities and migrant workers. Reliance is geared to provide products and services needed by Indian consumers as the economy emerges from the lockdown. To combat climate change, Reliance has set itself a target to become Net Carbon Zero by 2035. This is based on RIL’s vision of clean and green development which will provide the Company with an opportunity to accelerate and develop a New Energy and New Materials business. 44 45 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Financial Performance and Review Alok Agarwal Srikanth Venkatachari Value of Sales and Services (Revenue) 5,39,238 EBITDA Cash Profit Segment EBIT Net Profit Cash and Marketable Securities 97,580 79,828 62,460 53,739 2,54,019 Anshuman Thakur Dinesh Thapar Saurabh Sancheti C. S. Borar Raj Mullick Tangible and Intangible Assets (Excluding Goodwill) 6,56,999 73.8 13.3 10.9 8.5 7.4 34.7 89.9 6,59,997 2,78,940 38.2 3,66,177 1,02,280 48,318 67,179 36,411 70,192 30,048 39,880 31,944 6.6 5.0 4.1 4.4 66,394 42,844 46,817 30,903 1,75,259 1,82,225 24.9 1,45,577 6,31,505 3,39,668 46.5 3,34,443 Financial Performance Summary (Consolidated and Standalone) Particulars Consolidated Standalone FY 2020-21 FY 2019-20 FY 2020-21 FY 2019-20 ` in crore US$ in billion ` in crore ` in crore US$ in billion ` in crore Lockdowns enforced to contain the global pandemic led to severe demand destruction, testing the resilience of our operating models and flexibility. Despite the challenges, we operated O2C facilities at near-normal levels and delivered industry-leading results. Robust growth in the Digital Services business and steady revival in the O2C and Retail segments helped us deliver strong operational results for the year. We leveraged our strengths at a time when the Indian economy was poised for a confident recovery. We demonstrated both resilience and agility in adjusting to changing market conditions. The robustness and scalability of our businesses, particularly the consumer businesses, attracted marquee partners and investors which strengthened our balance sheet. We remain focused on delivering value for our stakeholders and achieving our longstanding financial priorities. Our stronger-than-ever balance sheet gives us the opportunity to invest for sustainable long-term value creation across businesses. 46 Gross Debt 2,51,811 34.4 3,36,294 2,21,698 30.3 2,98,599 US$1=`73.11 (Exchange rate as on 31.03.21) Revenue Gross Debt Finance Cost Reliance achieved consolidated revenue of `5,39,238 crore (US$73.8 billion), a decrease of 18.3%, as compared to `6,59,997 crore in the previous year. The decrease in revenue was primarily due to lower volumes and realisation across key products in the O2C segment. Revenue in the Retail segment were impacted by store closures, operational disruptions, and significantly lower footfalls in view of the pandemic situation. This was partially offset by higher revenue from the Digital Services segment on account of continued subscriber traction and higher ARPU. Profit Consolidated EBITDA for the year decreased by 4.6% on a y-o-y basis to `97,580 crore as compared to `1,02,280 crore in the previous year, primarily due to lower contribution from O2C businesses, which were impacted by pandemic related demand destruction in 1H FY 2021. The Retail and Digital Services businesses achieved all-time high EBITDA levels during the year. Cash Profit increased by 18.8% to `79,828 crore as compared to `67,179 crore in the previous year. Profit After Tax (after exceptional items) was higher by 34.8% at `53,739 crore. Reliance’s Gross Debt was at `2,51,811 crore (US$34.4 billion). This includes standalone gross debt of `2,21,698 crore and balance in key subsidiaries, including Reliance Jio (`11,196 crore), Reliance Retail (`9,030 crore), Shale Gas Operations (`3,931 crore), Reliance Sibur Elastomers (`2,339 crore) and Independent Media Trust Group (`2,414 crore). Finance Cost was at `21,189 crore (US$2.9 billion) as against `22,027 crore in the previous year. Large capital raise through Asset Monetisation and Rights Issue were primarily utilised to deleverage the balance sheet. The benefits of deleveraging were partially offset by lower capitalisation of interest with commissioning of projects across businesses. Cash and Marketable Securities Cash and Marketable Securities were at `2,54,019 crore (US$34.7 billion). The Company’s cash and cash equivalents were higher than the outstanding debt as on March 31, 2021. Tangible and Intangible Assets Reliance’s fixed assets (excluding goodwill) stood at `6,56,999 crore (US$89.9 billion) as on March 31, 2021. This includes RIL’s standalone fixed assets of `3,39,668 crore and balance of `3,17,331 crore in its subsidiaries, mainly Reliance Jio and Reliance Retail. 34.8% PAT growth y-o-y (after exceptional items) Other Income Other Income was at `16,327 crore (US$2.2 billion) as against `13,164 crore in the previous year, primarily on account of gain on sale of investments and interest income. Basic EPS Basic Earnings Per Share (EPS) for the year ended March 31, 2021 (after exceptional items) was at `76.37 as against `63.07 in the previous year. Basic Earnings Per Share for the year ended March 31, 2021 (before exceptional items) was at `67.60 as against `70.19 in the previous year. Capital Expenditure Capital Expenditure for the year ended March 31, 2021 was `79,667 crore (US$10.9 billion), including exchange rate difference. Capital Expenditure was principally on account of the Digital Services business, projects in the O2C business and in the Retail business. 47 Management Discussion and AnalysisNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Financial Performance and Review RIL Standalone Segment review Retail Reliance Retail delivered a resilient performance against the backdrop of an unprecedented and challenging operating environment, arising from the COVID-19 pandemic situation that emerged at the start of the year. The business delivered Gross Revenue of `1,53,818 crore. The revenue were impacted on account of store closures (80% stores operational), significantly lower footfalls (65% of last year) and operational disruptions through the year. At an EBITDA of `9,842 crore for FY 2020-21, the business posted its all-time high profit, driven by the gradual rebound of revenue streams, judicious cost management initiatives and boosted by higher investment income. `1,53,818 crore Retail revenue PG 50 RIL’s standalone revenue for FY 2020-21 was `2,78,940 crore (US$38.2 billion), a decrease of 23.8% on y-o-y basis. Profit after tax was at `31,944 crore (US$4.4 billion) an increase of 3.4% against `30,903 crore in the previous year. Basic EPS on standalone basis (after exceptional items) for the year was `49.66 as against `48.42 in the previous year. Basic EPS on standalone basis (before exceptional items) for the year was `42.97 as against `55.07 in the previous year. Movement in key financial ratios • The debtors turnover ratio improved to 47.9 in FY 2020-21 as against 37.4 in the previous year primarily due to effective collection of receivables, conservative credit policy and high- quality customer base • The interest coverage ratio declined to 2.4 in FY 2020-21 as against 4.7 in the previous year with lower EBIT and increase in finance cost with lower interest capitalisation due to commissioning of projects • The current ratio improved to 1.0 in FY 2020-21 as against 0.5 in the previous year due to higher current assets with accounting of call money receivable towards rights issue and payment of other current liabilities • The net profit margin (after exceptional items) improved to 11.5% in FY 2020-21 as against 8.4% in the previous year due to gains on sale of investments, lower tax provision and lower turnover base with sharp fall in average price realisation for the year. • The return on net worth fell to 8.8% in FY 2020-21 as against 10.4% in FY 2019-20 as net worth increased primarily on account of rights issue and retained earnings for the year. Digital Services The business recorded revenue of `90,287 crore, as against `69,605 crore in the previous year, with year-end subscribers base at 426.2 million. Reliance Jio reported strong financial performance for the year. Segment EBITDA was at `34,035 crore for the year, as against `23,348 crore in the previous year. `90,287 crore Digital Services revenue PG 68 Media and Entertainment Consolidated EBITDA of the business rose 29% y-o-y to `796 crore despite the pandemic impact dragging revenue down by 12% y-o-y. EBITDA margin rose to a highest ever ~17%, having improved y-o-y for three years continuously. Broad-based cost controls across businesses, growth in annuity-style revenue streams and content cost renegotiations have boosted profitability. PAT jumped by ~9x y-o-y to `547 crore. `5,459 crore Media and Entertainment revenue PG 82 Oil to Chemicals Revenue for the O2C business declined by 29.1% to `3,20,008 crore on account of lower volumes and price realisation across key products. Sharp demand contraction in the first half of the year impacted growth for the year. The price realisation was lower due to decline in average crude and feedstock prices. Brent crude price for the year averaged at US$44.3/bbl versus US$61.1/bbl in the previous year, a decline of 27.5%. EBITDA for the year was lower with weak demand environment in 1H FY 2021. Gradual easing of lockdowns and improvement in economic activities during 2H FY 2021 supported demand and margin recovery for transportation fuels and downstream chemicals. `3,20,008 crore O2C revenue PG 94 Oil and Gas E&P Revenue for the Oil and Gas business declined by 33.4% y-o-y to `2,140 crore, primarily due to lower volumes from conventional fields and overall lower commodity price realisation. EBITDA for the year declined by 26.9% to `258 crore. Price realisation for Coal Bed Methane (CBM) gas for the year was lower by 40% at US$4.27/mmbtu (GCV). Realisations in the US Shale business also declined by 27% to US$2.07/MCFe. Lower conventional volumes due to expiry of Panna Mukta Production Sharing Contract in December 2019 and cessation of production from D1D3 (KG D6) field in February 2020. `2,140 crore Oil and Gas revenue PG 112 48 49 Management Discussion and AnalysisNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview Retail Subramaniam V. Isha Ambani Akash Ambani Anant Ambani Ashwin Khasgiwala Akhilesh Prasad Darshan Mehta Damodar Mall Brian Bade Kaushal Nevrekar Sunil Nayak Dinesh Thapar Jayant Bhalerao Dr. Vinodkumar Dhanuka Bijay Sahoo Gulur Venkatesh “Reliance Retail’s results reflect a certain resilience in a challenging operating environment. Our robust operating model, agility in execution and leading capabilities have withstood the testing times posed by the pandemic, which allowed us to serve our customers far and wide and enabled us to deliver a market leading performance.” Highlights FY 2020-21 REVENUE 5.6% EBITDA 1.5% `1,53,818 crore `9,842 crore EBITDA MARGIN 7.3% EBITDA Margin is calculated on revenue from operations 50 Reliance Retail was founded with a view to revolutionise retail in India. Today, it is the largest, fastest growing and most profitable retail company in India with diversified omni-channel presence through integrated store concepts and digital commerce platforms. It is the only Indian retailer to feature in ‘Global Powers of Retailing’. As a market leader, Reliance Retail caters to five key consumption baskets 1 Consumer Electronics 2 Fashion & Lifestyle 3 Grocery 4 Pharma Retail 5 Connectivity 1,00,000+ Customers served every hour and growing fast Reach 156 million Registered Loyal Customer Base Scale 12,711 Retail Stores Infrastructure 263 Warehouses and Distribution Centres 7,000+ Cities 6401 Footfalls million 33.8 Retail Space million Sq. ft million cu. ft. 272 Of warehousing space 2,00,000+ Employees 1.4 million Route kms moved per day 1. FY 2019-20 number being used in view of FY 2020-21 year being disruptive Reliance Industries Limited Management Discussion and Analysis Business Overview: Retail Performance Summary REVENUE (` in crore) 1,63,029 1,53,818 1,30,566 EBITDA (` in crore) 9,695 9,842 6,201 RETAIL STORES (nos.) 12,711 11,784 10,415 Vision To be the most admired and successful retail company in India that enhances the quality of life of every Indian. Mission • Provide millions of customers with unlimited choice, outstanding value proposition, superior quality and unmatched experience across the full spectrum of products and services • Serve the entire spectrum of Indian society i.e. from households, kiranas and merchants, to small and medium enterprises and institutions Reach the length and breadth of the country through our physical and digital distribution platforms Be the partner of choice and enable win-win opportunities for our ecosystem across producers, small and medium enterprises, brand companies and global suppliers Generate direct and indirect employment opportunities with skill transformation and talent development on an unprecedented scale • • • Strategic Advantages and Competitive Strengths India’s only true national retailer with the widest coverage Deep understanding of India and Bharat, serving all consumption baskets Unmatched retail capabilities: End-to-end value chain, design, merchandising, own brands Partner to producers, MSMEs, national, regional, local and global brands Extensive supply chain infrastructure Deep technologies and data intelligence at the core Best-in-class and scalable project execution 52 Talent and organisation to power operations Operating Framework Reliance Retail’s guiding philosophy rests on the tenets of inclusive growth and building sustainable societal value for millions of Indians. An inclusive approach to retailing Investing in Design and Development Customer Insights Design Expertise Brands Product Innovation / Solutions Developing Sourcing Ecosystem Network of Producers, MSMEs Local Manufacturers Regional and National Brands Vendor Development Building Supply Chain Infrastructure Widest Reach Efficient Last Mile State-of-the-art Technology Enabled Physical Stores Digital Platforms Expanding Retail Network Empowering Merchants Benefiting Consumers Electronics Grocery Fashion Pharmacy Pan-India Network Trusted Partners Better Experience • Reliance Retail has set up and • The business is investing in building • continues to invest in building design and product development centres to offer relevant, contemporary and high quality products to meet the diverse needs of its customers • Reliance Retail’s sourcing ecosystem works with small producers and manufacturers SMBs, regional, national and international brands. In particular, it supports small producers to modernise their operations, minimise inefficiencies and reduce leakages state-of-the-art supply chain infrastructure in India by linking all major sourcing locations through an automated, modular, reliable and scalable warehousing, logistics and last mile fulfilment ecosystem Reliance Retail’s selling ecosystem comprises a vast network of stores and digital commerce platforms to serve customers across the length and breadth of the country • • The New Commerce model seeks to partner with millions of unorganised merchants through an inclusive model of growth while digitally enabling and empowering them, and offering them a compelling value proposition to grow their businesses and earnings. Together, it will serve millions of households and customers across the country Reliance Retail provides employment to tens of thousands of people, bringing joy and pride to their families while enabling livelihoods for many others 53 FY 2019FY 2020FY 2021FY 2019FY 2020FY 2021FY 2019FY 2020FY 2021NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Highlights FY 2020-21 Reinforced and enhanced safety and hygiene standards across the breadth of Reliance Retail’s operations with the emergence of the COVID-19 situation Delivered revenues at par with last year despite store closures and operational disruptions Registered loyal customer base continues to grow, currently at 156 million, up 25% y-o-y EBITDA at an all-time high, driven by business rebound, cost management and investment income Opened 1,456 new stores, taking the total store count to 12,711 with operated area spanning over 33.8 million sq. ft. Strengthened digital commerce and omni-channel capabilities across all businesses of Grocery, Consumer Electronics, Fashion & Lifestyle and Pharma Launched India’s largest hyperlocal platform, JioMart, with presence in 200+ cities New Commerce partnerships with over a million merchants across consumption baskets Forayed into pharma retail; acquired online pharmacy, Netmeds Stepped up Lifestyle play through the acquisition of Urban Ladder and Zivame Created 65,000+ new jobs since the onset of the pandemic Executed India’s largest fund raise in the consumer / retail sector from marquee global investors, reflecting the conviction in Reliance Retail’s track record, operating model and prospects 54 55 Reliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview: Retail Industry Overview India’s retail market is estimated at US$822 billion in FY 2019-20 and is expected to grow at a CAGR of 10% over the next five years to reach US$1,315 billion by FY 2024-25. The penetration of organised retail market is estimated at 11% in FY 2019- 20 and is expected to grow to 18% by FY 2024-25. The organised retail market is estimated at US$88 billion in FY 2019-20 and is expected to grow at a CAGR of 19% over the next five years to reach US$231 billion by FY 2024-25. The unorganised retail market is poised to grow to over US$1 trillion over this period, making it amongst the most attractive consumer sector opportunities across the world. Emerging Trends and Business Response Description Growth of Online Channel Digital commerce gained significant traction in the wake of lockdown/restrictions; likely to remain buoyant Omni-channel as a new normal Convergence of Physical and Digital retail emerging as the new normal Physical stores remain a growth opportunity Physical stores remain an opportunity for expansion, particularly in smaller towns Evolving customer preferences and emergence of new categories Change in consumer behaviour leading to re-curation of product portfolios and boost to select categories Transforming and empowering unorganised retail Addressing supply side challenges and technology are key to transforming the unorganised retail sector How Reliance Retail is geared up? Launched and accelerated roll-out of JioMart, India’s largest hyperlocal solution. Activated reliancedigital.in for electronics, scaled up AJIO in fashion & lifestyle and created a range of mono-brand sites for premium and luxury brands. Acquired Netmeds, Zivame, and Urban Ladder to offer a wider portfolio. Strengthened digital commerce and omni-channel capabilities with all Reliance Digital, fashion & lifestyle and grocery stores being omni-enabled. Stores are enabled for fulfilment, return, refund (same or different mode), house kiosk for endless isle experience and better conversions, upsell and cross-sell. Operates > 2/3rd of its stores in Tier II and smaller tier towns. During the year, over half the expansion was carried out in smaller tier towns. Over half the orders on digital platforms from Tier II and smaller tier towns. Partnerships with unorganised retailers across categories and geographies. Design centres enable development of portfolio in keeping with emerging trends. Focus on developing own brand portfolio in categories such as health and immunity, boosting foods in grocery, and productivity devices and appliances in consumer electronics. Re-curation of fashion portfolio with launch of ‘Work from Home’, ‘At Home Essentials’ and Athleisure collection. Creating an integrated state-of-the-art supply chain infrastructure connecting all supply and demand markets. Investing in technology- driven logistics and last mile fulfilment infrastructure. Rapid scale up of New Commerce merchant partnerships. Developing a portfolio of own brands for New Commerce. Building bonds, digitally enabling and empowering merchant partners. Performance Update Financial, Non-Financial, Revenue Mix (In ` crore) FY 2020-21 FY 2019-20 Value of sales and services Revenue from operations EBITDA EBITDA Margin(%)* Area operational (million sq. ft.) 1,53,818 1,35,252 1,63,029 1,46,365 9,842 7.3 33.8 9,695 6.6 28.7 * EBITDA Margin is calculated on revenue from operations % change y-o-y (5.6) (7.6) 1.5 +70 bps • Reliance Retail delivered a resilient • As operating curbs were • performance against the backdrop of an unprecedented and challenging operating environment, arising from the pandemic situation that emerged at the start of the financial year • Reliance Retail delivered Gross • Revenue of `1,53,818 crore. The revenues were impacted on account of store closures (80% stores operational), lower footfalls (65% of last year) and operational disruptions through the year At an EBITDA of `9,842 crore for FY 2020-21, the business posted an all-time high profit, driven by the gradual rebound of revenue streams, judicious cost management initiatives and boosted by higher investment income • The thrust on expansion and transformation continued particularly on strengthening omni-channel and digital platform capabilities and scaling up New Commerce progressively lifted, new store openings resumed with 1,456 stores being added. This notably would be amongst the highest offline expansions undertaken by any retailer across the world in the COVID constrained context • • The total store count stood at 12,711 covering 33.8 million sq.ft. at the end of the year The business continued to attract and serve millions of customers across the country far and wide. The registered loyal customer base now stands at 156 million, a growth of 25% y-o-y The business generated >65,000 new jobs even in a year like this, bringing to life its mission to enhance livelihoods, whilst enabling positive societal impact not just for its employees but the broader ecosystem within which it operates • DISTRIBUTION OF STORES IN INDIA 154 North In what is the largest fund raise in the consumer/retail sector in India, Reliance Retail raised `47,265 crore for a 10.09% stake from marquee global investors • Reliance Retail ranks 53rd in the list of Global Powers of Retailing and is among the fastest growing retailer in the world* * As per Deloitte Global Powers of Retailing 2021 • Reliance Retail won two awards at TRRAIN Retail Awards 2020-21 Guarded Retail Employees Amidst Turbulence (GREAT) Award HR Initiative of the Year Award won by its Consumer Supply Chain Management business >65,000 Jobs generated 132 479 East East 2,167 675 601 North 2,030 356 West 2,367 West 461 South 1,095 South 2,117 57 56 Consumer Electronics Fashion & Lifestyle Grocery In addition to the above, there are 77 stores outside India. NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview: Retail Business Performance Consumer Electronics Overview Reliance Retail is India’s largest consumer electronics retailer with an extensive network of 8,600+ stores across 7,000+ towns. Consumer electronic purchase often necessitates a ‘touch and feel’ of the product and in many cases involves demonstration, installation, maintenance and after sales service. Reliance Retail operates differentiated store concepts that are centred around ‘Service’, ‘Solution’ and ‘Consumer Experience’ personalising technology for consumers. The stores house buying guides for discerning consumers simplifying product complexities. Guidance extended by expert store staff makes shopping journey easier for consumers. Differentiated Store Concepts for Consumer Electronics New Age Digital Platforms https://www.reliancedigital.in/ • Full-fledged after sales service arm • India’s first multi-product, multi-brand and multi-location service network • Reliance Digital’s online shopping website and app with presence across 1,340 cities • End-to-end product life cycle support ISO certified service organisation • • Fully integrated omni- channel experience • Extending JioMart to consumer electronics for providing a one-stop shopping solution • Destination consumer electronics store • Product experience zones • 300+ national, international brands • Differentiated value proposition • Smaller stores offering mobility and communication devices • Store presence in 7,000+ towns • Extending reach by catalogue and web-sales 58 Competitive Strengths Key Developments 1 Personalised selling backed up by intuitive store designs and industry leading service levels 2 Unmatched delivery proposition enabling delivery within 24 hours of purchase 3 ResQ for solutions encompassing end-to-end product life cycle requirements 4 Strong relationships with all the leading national and international brands Steady progress on expansion with 188 new store openings Activated www.reliancedigital.in, full network of Reliance Digital stores omni-enabled with unmatched delivery service across 19,000+ pin codes Enabled fulfilment from store inventory with over >95% orders delivered within six hours Broad-based growth across categories: laptops and tablets, high-end televisions, air care and appliances Impactful festive activations, successful campaign around affordability and new product launches delivered growth well ahead of the market Growth led by robust performance in Tier II/III towns Range of offerings across categories under the licensed brands of BPL and Kelvinator were launched and rolled out across general trade, including a foray into the electricals category Reliance Digital has been recognised as India’s Only Electronics Retailer Superbrand award for the second consecutive year Reliance Digital won: • Gold for ‘Digital Marketing Excellence in Social Media’ at Digixx Awards 2020 by Adgully • ’Social Media App Effectiveness’ award at Global Customer Engagement Awards 2020 by ACEF Key Highlights 1,100+ Laptops sold every day 1,600+ High-end televisions sold per day 4,000+ Installations by resQ every day • Offering Reliance Digital’s assortment through hyper- local fulfilment 5 Exclusive brand licences and own brand products through Reconnect, JioPhone and LYF 59 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview: Retail Business Performance Fashion & Lifestyle Overview Reliance Retail is the largest fashion retailer in India with 2,850+ stores across 850+ cities. It operates multiple specialty store concepts with an extensive portfolio of own and partner brands catering to all consumer segments through value, premium, bridge-to-luxury and luxury. Reliance Retail controls the entire fashion value chain through a vertically integrated operating model which generates fresh fashion across stores on a regular basis. Competitive Strengths Key Developments Luxury Reliance Brands Premium Mid AJIO, Project EVE Marks & Spencer Economy Trends, Trends Footwear Trends Woman, Trends Man, Trends Junior Mass New Commerce, Reliance Smart Trends Smalltown Fashion pyramid 1 Robust design and sourcing capabilities Strong insights of diverse tastes and preferences across regions 2 Fastest growing store network 100+ stores launched on an average every year for the last 14 years Diverse Store Concepts for Fashion & Lifestyle New Age Digital Platforms 3 India’s largest fashion destination • • Strong portfolio of own brands • E xtensions to tap residual market opportunities • Experiential store with mid to premium positioning • Caters to entire wardrobe • Affordable family footwear store • Wide range of own brands • Partner to 45+ international brands • Global experience within India • Access to affluent consumers • Destination for fine jewellery • Range of silver, gold, diamond and bridal jewellery • 100% purity, transparency • Global category leader in children’s premium toys • Presence across 17 countries • Online fashion and lifestyle destination • Nearly 6 lakh options spanning over 2,500 brands • Curated section AJIO Luxe offers the best of luxury, bridge to luxury and premium brands • India’s most loved furniture brand • Presence across 20 cities and 11 experience centres • • Offering Trends assortment through hyperlocal fulfilment Strong own brand portfolio Own brands contribute >75% of Trends revenues and >60% of footwear revenues 4 Partner of choice for global brands Portfolio of over 45+ exclusive esteemed international brands Mono brand sites 5 Launched 600+ new stores, highest among any fashion & lifestyle retailer globally Apparel and footwear Augmented omnichannel capabilities to 500+ cities under Trends umbrella Buoyant revenue led by higher conversion and bill values Business recovery driven by strong in-store execution, freshness and impactful activation Curating product portfolio relevant to emerging trends drives category performance Further strengthened own brands portfolio with continued launch of brands Trends assortment now live on JioMart with direct from store shipment at >3,000 pin codes AJIO Revenue run rate up 4x over previous period along with improvement across customer and operating metrics Key highlights 180+ million Units of apparel & footwear sold Fashion & Lifestyle New Commerce Significant scale up in business across merchant base, brands, sellers and product offerings. Geographic coverage extended to 2,265 cities Jewels Competitive performance backed by impactful activations and launch of affordable light weight jewellery Design capability coming to the fore with launch of collections across the year Received the ‘Most Admired Emerging Retail Brand of the Year’ award at Mapic India Retail Awards 2021 Received ‘The Retailer of the Year’ and ‘Marketing Campaign of the Year’ awards at the Business Leader of the Year Awards Partner Brands In luxury and premium brands, digital commerce revenues up 3x over last year Engaging customers by pioneering ‘Distance Selling’ and impactful shopping events https://www.gasjeans.in https://www.stevemadden.in/ https://www.hamleys.in https://www.superdry.in https://www.marksandspencer.in https://www.visionexpress.in/ https://www.mothercare.in • Offers solutions for every stage in a woman’s life • Delivering across 1,900+ cities, 65 stores Unrivalled integrated omni-channel play 1,000+ stores catering to both instore and online orders 2.9 million Kurtas sold per month 60 61 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview: Retail Business Performance Grocery Overview Reliance Retail is India’s largest grocery retailer and operates multiple store concepts – from neighbourhood stores to destination supermarkets and JioMart. These concepts leverage engaging store experience, trained staff and attractive value proposition to address specific shopping needs of consumers. Reliance Retail has developed own brands that provide a wide range of quality offerings across various categories such as staples, food FMCG, home and personal care (HPC), and general merchandise. Over the years, Reliance Retail has made significant investments in developing an end-to-end value chain that is backwardly integrated for fresh foods which enables product quality, supply security and sourcing efficiencies. This has resulted in win-win partnerships with producers. Through its New Commerce initiative, Reliance Retail is linking producers with small merchants and consumers to create a win-win partnership model. The New Commerce footprint is being expanded from 33 cities at present, with investments in supply chain and technology, to make Reliance Retail a trusted partner for millions of merchants across the country. Differentiated store concepts for Grocery • Gourmet retail chain • Destination supermarket store • Serves food and non-food needs • Everyday low-price strategy; savings promise • Neighbourhood multipurpose store • Blending physical and digital – endless aisle, e-kiosks and digital services New Age Digital Platforms • India’s widest footprint hyperlocal grocery delivery platform • 200+ cities • Integrated with stores to offer seamless customer experience Own Brand Portfolio Across Staples, Processed Foods, Home, Beauty and Personal Care Business continues to leverage brand partnerships for exclusive launches, events and activations Emerged as a trusted partner for customers and merchants during the lockdown with enhanced safety and hygiene standards Leveraged own supply chain network and worked closely with vendors and producers to ensure timely availability of products despite pandemic-led disruptions Snactac Mixed Fruit Jam and Scrubz were ranked #1 in their respective categories by Consumer Voice magazine in FY 2020-21 Competitive Strengths Key Developments Rapid expansion with 600+ new stores rolled out Launched and rapidly scaled JioMart, India’s largest hyperlocal platform. It continues to gain traction across regions with Tier II and Tier III cities contributing over half of orders Strengthened own brands portfolio with new product launches across staples, processed foods, HPC and general merchandise categories through the year JioMart kirana service now active in 33 cities, launched self-onboarding application, aiding rapid merchant additions Market-leading performance, driven by essentials (staples) and processed foods Key Highlights 2.9 million Units of groceries sold per day 1,800+ MT Fruits, veggies and staples sold per day >50% Share of fruits and veggies in modern trade 1 Robust value chain Pan-India collection, processing and distribution centres 2 Omni-enabled network at scale Largest network of stores and digital commerce channels 3 Strong own brand portfolio Wide portfolio of own brands across staples, consumer products and general merchandise 4 Need better image Winning partnerships with brands Preferred retail partner for new brand launches, promotions, exclusive launches and activations 5 Hyperlocal digital strategy Serving customers and merchant partners through unique fulfilment model 62 63 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview: Retail Pharmacy Reliance Retail forayed into pharmacy retail during FY 2020-21. It aims to lead the category by pioneering an omnichannel pharma strategy encompassing physical stores, digital platform Netmeds.com, and partnerships with connected local pharmacies. This integrated and inclusive offering will enhance accessibility and affordability of medicines for Indian customers. Key Developments 114 pharmacies operationalised Strengthened pharmacy digital platform capabilities through acquisition of Netmeds Connectivity Reliance Retail works as the master distributor for Jio connectivity services. The distribution network comprises of 8,200+ Jio stores and a vast network of retailers across the country for new customer acquisitions and recharges. Jio Stores provide customers best- in-class service of activations, recharges, devices availability and after sales service. In addition, in order to enhance seamless customer recharge and activation experience, the business has created a unique entrepreneur model by onboarding over 1.6 million Jio Associates who help customers to remain connected at all points in time. To keep friends and family safe, business is encouraging digitally savvy customers to recharge online on their own and stay home, stay safe and stay connected. Business has also enhanced the technology solution/architecture to improve recharge experience on its online partner platforms. 64 CASE STUDY CASE STUDY Driving Inclusive Development Agenda To promote inclusive and sustainable growth, Reliance Retail identified a talent pool from the marginalised sections across rural and urban regions to provide employment at its Fashion & Lifestyle stores. It has partnered with 24 NGOs such as Unnathi, Leonard Cheshire, APD, Sarthak and Pankh to provide them vocational training, increase their employability, and also recruit successful candidates post completion of course modules. The business is recruiting around 600 associates every month through these institutions. The programme has so far provided 7,000 people a career, enabling social and financial freedom. 600 Associates recruited every month through partnerships with NGOs Diversity and Gender Equality Gender equality is not just about hiring or training women at Reliance Retail, but also a part of its commitment to empower women. Today, women constitute 23% of Reliance Retail’s store workforce. However, it has been observed that women representation at managerial levels drop significantly due to life stage events and other factors. To develop young women leaders and augment their career path, Reliance Retail launched WE Women Leaders, a focused intervention for high-potential women at managerial levels. The programme instilled greater confidence and understanding of leadership styles among the participants while enhancing their capabilities to take on bigger responsibilities. Today, women managers run more than 250 Reliance Retail stores, which score higher on several parameters including hygiene standards, discipline and working conditions. Aditi Anand “What stood out for me was that the workshop was attended by intelligent women within our organisation and the interactive nature of the session not only highlighted this respect, but also allowed us to get to know each other. The training and tasks helped a lot in self-realisation”. 65 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Management Discussion and Analysis Business Overview: Retail Business Overview: Retail CORPORATE OVERVIEW MANAGEMENT REVIEW GOVERNANCE FINANCIAL STATEMENTS NOTICE CASE STUDY CASE STUDY Empowering Frontline Staff to Serve Consumers During the Pandemic Ensuring Safety and Well-being of Employees and their Families Reliance Retail’s Learning & Development (L&D) team deployed various digital tools to deliver multiple training sessions, including Virtual Instructor Led Training (VILT) workshops, for the frontline staff. To support JioMart hyperlocal solution, two vital applications – UROVO and GRAB – were implemented. Within a month, 7,500 associates were trained on the UROVO application and 5,000 delivery partners underwent the GRAB training through digital tools like JioMeet/MS Teams. Reliance Retail also aggressively hired frontline employees. Of the total 65,000+ new hires, 53,000+ were freshers. Training interventions, induction and role-readiness programmes were deployed on a massive scale to make them job-ready in the shortest possible time. It also hired and trained 15,000 delivery partners. At Reliance resQ, we make sure that each one of our service technicians goes through a 144- hour in-depth training, followed by rigorous assessment and certification process. We have built five fully equipped Regional Training Labs across the country at all major cities and are in the process of building the sixth. Reliance Retail understood the impact the pandemic can have on the physical and mental health of its employees and proactively stepped up efforts to ensure their well-being. Physical well-being • Hospital tie-ups to ensure proper medical • • • • • care for employees and their families Physical distancing, staggered shifts, sanitising stations, distribution of PPE suits, face masks, gloves, face shields and sanitisers Rigorous awareness drive undertaken, including extensive safety and hygiene training for frontline employees and service partners Awareness campaigns for Emergency care – REFERs, Jio Health Hub Antibody test administered to over 50,000 frontline employees Prophylactic medicines provided to 43,000+ frontline and supply chain staff Mental well-being • • Rolled out ‘Spring’ – a series of workshops on positive thinking habits and wellness Organised online yoga sessions, Zumba classes, Drum and Jam, and counselling workshops to reduce stress ‘Sampark’ initiative – calling each employee at least once a month to boost morale • Initiated vaccination drive for employees and their families 3,50,000+ Staff and service partners undertook COVID-19 Symptom Checker Survey daily COVID-19 response Navigating the Situation While Future-Readying the Business Navigating the Situation Securing our employees Securing our store operations Securing availability for our customers Securing supplies across the ecosystem Future Readying Enhancing safety & hygiene standards Strengthening Digital Commerce and Omnichannel capabilities Accelerating roll-out of JioMart New Commerce Developing Own Brands portfolio in keeping up with emerging trends Broad-based decisive actions taken to secure and recover business Outlook Reliance Retail has charted out its growth path to become a leading top league global retailer. With a view to serving and delighting its customers far and wide, in the near term the business will focus and drive the following five key strategic thrusts: • Develop supply side ecosystem and invest in design, product development and sourcing • Leverage broader India retail opportunity through continued store expansion • Scale up digital platforms across businesses, led by JioMart • Onboard merchant partners across categories and geographies • Build new businesses, segments and own brands To support this, the business will look to establish an extensive supply chain network, leverage technology backbone and build talent and organisation for a world-class retail enterprise. 66 67 Reliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview Digital Services Sanjay Mashruwala Isha Ambani Akash Ambani Anant Ambani Mathew Oommen Pankaj Pawar Kiran Thomas Harish Shah Jyotindra Thacker Anish Shah Anshuman Thakur Rajneesh Jain V. Sridhar Ashish Lodha Shyam Mardikar Dhruv Kumar Tayal Anuj Jain Prateek Pashine Aayush Bhatnagar Saurabh Sancheti R. Srinivasan Sanjay Jog Rahul Mukherjee Jio was conceived to democratise digital services and drive technology revolution in India. Jio is committed to enhance customer experiences and make India a premier digital society. Highlights FY 2020-21 Jio has revolutionised the digital landscape of India, fast-tracking the adoption of digital life and furthering the vision of Digital India for 1.3 billion Indians. In growing its ecosystem to make India the world’s premier digital society and economy, Jio is not just enhancing the experience of its existing 426 million customers, but is also accelerating the transition towards digital for the next 300 million mobility users, 50 million homes and 50 million micro, small and medium businesses. Jio’s impact on internet usage in India has been termed the ‘Jio effect’. Jio provides best-in-class next-generation network, devices, applications, content, service experience and affordable tariffs for every citizen of the country. A key catalyst in broadband data proliferation, it is ranked the #1 mobile telecom operator in the country by both Adjusted Gross Revenue (AGR) and subscribers. It has been recognised by Brand Finance as the 5th strongest brand globally. Together with the investors in Jio Platforms Limited, partners across promising Indian start-ups and globally renowned technology companies, Jio is set to drive the next leg of hyper growth for digital businesses. Harnessing the world’s best tech capabilities, it is determined to provide world-class fixed-wireless converged connectivity network, complemented with disruptive digital technology platforms for entertainment, commerce, communication, finance, education and health, to improve the life of every citizen of the country. REVENUE 29.7% EBITDA 45.8% DATA TRAFFIC 28.9% `90,287 crore `34,035 crore 62.5 billion GB 426.2 million Subscribers Over 5 Exabytes Data traffic carried by Jio network per month 68 Reliance Industries Limited Management Discussion and Analysis Business Overview: Digital Services Vision Jio remains committed to connecting everyone and everything, everywhere – always at the highest quality and the most affordable price. Jio also strives to build technology enabled product platforms for a Digital Society – leveraging Indian technical expertise to serve global enterprise markets. Mission • Connectivity for every Indian • Superior customer experience • Affordable data • Best-in-class digital solutions and platforms Strategic Advantages and Competitive Strengths Combining its domain expertise across business verticals with the latest cutting-edge technologies in the platform company, Jio will provide world-class connectivity and digital solutions across business verticals and customer life cycle. Coverage Quality With 99% population coverage, Jio’s reach is more extensive than the overall 2G coverage, extending to almost every nook and corner of India. More than 250 million people in the country have Jio as the only provider of broadband services. Jio’s network is backed by a pan-India 4G spectrum and the best fiber and tower infrastructure. Unmatched network experience, consistently achieving the highest speeds in India since launch. LTE network provides best-in-class customer service, easy app-based customer interaction for recharge and query resolution, and AI-based bots ensure seamless onboarding and service experience. Performance Summary SUBSCRIBERS EoP (million) 426.2 387.5 306.7 DATA TRAFFIC (billion GB) 62.5 48.4 32.3 Data Affordability Jio’s network carries over 5 exabytes of data per month, among the highest globally with average per capita data usage of over 13 GB in the last quarter. Affordable and simple pricing plans, made possible by superior technology-based operating efficiencies has led to large-scale adoption of Jio services. REVENUE & EBIDTA MARGIN 90,287 44.4 69,605 39.3 37.1 48,660 Agility An agile business model has helped Jio reduce time to market, scale efficiently and adapt quickly in an orderly manner. 70 Revenue (` crore) EBITDA Margin (%) Operating Framework Comprehensive Ecosystem Approach on the World’s Leading Technology Platform Jio has made over US$50 billion investment since inception to create the largest and the most advanced digital and connectivity ecosystem in India, with a rich bouquet of successful apps and platforms. Jio has built sufficient network capacity for the next 300 million mobile broadband subscribers, over 50 million fiber homes and 50 million micro, small and medium businesses. Reliance’s Digital Society Vision is built on the core thesis of the transformative power of data combining connectivity as an enabler with digital platforms across industry verticals. People Talent Structure Communities Performance & Growth Leadership Culture Ecosystem Platforms Connectivity and Cloud Agriculture Retail and New Commerce Financial Services Media / Gaming G2C / Smart Cities Education Health Energy and Material Process Manufacturing Operating Companies Owned in Reliance Group Technology Platforms Jio Mobility and 5G AI / ML Blockchain Secure Identity IoT AR / VR Speech / NLP / Smart Bots Computer Vision Cloud and Edge Compute Robotics Customer Owned Data Drones Devices & Operating Systems Quantum / Genomics / 3D Printing Digital Connectivity Wireless broadband Home broadband Enterprise and SMB broadband Practices Product Management Architecture System of Works Quality Agile, CI / CD Next-gen Operation 71 FY2019FY2020FY2021FY2019FY2020FY2021FY2019FY2020FY2021NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Highlights FY 2020-21 Jio Platforms Limited completed fundraising of `1,52,056 crore across 13 global marquee investors Expansion of addressable market for JioFiber services with the launch of connectivity-only plans for first-time wired internet users Commercial partnerships with global tech companies, Facebook and Google, to provide ‘made for India’ solutions for digital commerce and devices Launch of JioBusiness with a rich suite of services and differentiated bundled offerings combining wireline and wireless connectivity for enterprises Jio became the first operator outside China to cross the 400 million subscriber milestone in a single country market; the subscriber base at the end of FY 2020-21 was 426 million Completed testing of indigenously developed end-to-end Jio 5G Radio and Core Network Solution for a self-sufficient and cost-effective rollout in the near future Revamped post-paid offerings with the launch of JioPostPaid Plus, providing best-in-class plans across connectivity, international roaming, content bundling and in-flight connectivity Launch of multiple digital platforms like JioMart, JioMeet, JioHaptik, JioPOS- lite, JioGames, JioUPI and JioHealthHub, which were key enablers of work from home, learn from home, health from home and shop from home during the COVID-19 crisis Introduced first-of-a-kind, long-term value JioPhone plans to accelerate the transition from 2G to 4G Jio enhanced its spectrum portfolio by 56% to 1,732 MHz during the year through acquisition of spectrum via the auction conducted by the Department of Telecom in 2021 and spectrum trading agreement with Bharti Airtel 72 73 Reliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview: Digital Services Industry Overview Increasing 4G Penetration The proliferation of 4G networks in India since Jio’s launch across urban and rural India has resulted in over 700 million subscribers for network operators, including Jio. Deeper rollout of 4G-LTE networks has meant increased mobile internet penetration in rural areas to 35% versus 13% at the time of Jio’s launch. Increasing network coverage, affordable tariffs, improving device ecosystem and affordability, and new use cases should continue the transition of over 300 million 2G feature phone users to 4G over the next 12-18 months. Towards 2G Mukt Bharat (2G Free India) Since its launch in 2017, JioPhone has upgraded over 100 million users to the digital network, but without a device ecosystem and affordable 4G devices, millions of 2G subscribers are still unable to access the basic features of internet and digital applications. JioPhone (marketed by Reliance Retail) has been instrumental in bridging this digital divide by providing affordable technology in the hands of every Indian. Further, Jio and Google have agreed to jointly develop an entry-level affordable smartphone that will help unlock the true potential of the Digital India movement. 74 Exponential Growth of Data Usage Enhancement of Spectrum Footprint Following the acquisition of the right to use spectrum in all 22 circles across India in the March 2021 auction held by the Department of Telecommunications of India, Reliance Jio Infocomm Limited (RJIL) has completely de-risked its spectrum portfolio. Subsequently, Jio has also signed a definitive agreement with Bharti Airtel Limited, for trading of right-to-use spectrum in the 800 MHz band in Andhra Pradesh, Delhi and Mumbai circles. Post the spectrum auction and the trading agreement with Bharti Airtel Limited, Jio has expanded its spectrum footprint by 56% to 1,732 MHz. It now has the highest amount of sub-GHz spectrum with 2X10 MHz contiguous spectrum in 18 out of the 22 circles. It also has at least 2X10 MHz in 1,800 MHz band and 40 MHz in 2,300 MHz band in each of the 22 circles. With the enhanced contiguous spectrum footprint and pan-India infrastructure, RJIL has increased network capacity to serve both its existing and potential subscribers. The acquired spectrum, with an average life of 15.5 years, can also be utilised for transition to 5G services at an appropriate time in places where Jio has developed its own 5G stack. 56% Increase in RJIL’s spectrum footprint Highest Amount of sub-GHz spectrum Improving broadband network penetration, device and services affordability, and new use cases for digital have caused a 33% increase in data usage across the country over CY 2020 (99 exabytes of data usage in India during 2020). Mobile data usage in India is expected to quadruple to over 35 exabytes per month by 2026 with 1.2 billion smartphone users (Ericsson Mobility Report 2020) Jio, with its affordable data plans, has been the primary driver of data boom in India over the past three years. IUC Regime for Domestic Voice Call Ends Following the industry’s transition from Interconnect Usage Charges (IUC) to Bill and Keep (BAK) regime on January 1, 2021, Jio honoured its commitment to make off-net domestic voice-calls free as soon as IUC charges were abolished. On-net domestic voice calls have always been free on the Jio network. The transition to BAK regime is expected to hasten the adoption of more efficient technologies like VoLTE, which have a negligible cost for carrying and servicing essential voice services. JioPhone has been instrumental in eradicating the digital divide by providing affordable technology in the hands of every Indian. JioFiber has been the lifeline of over 2.5 million homes enabling work from home, learn from home and health from home. Digital Connectivity for Homes The sub-optimal wireline infrastructure, which has suffered due to decades of low investments, has resulted in poor wireline penetration across homes (<10%) making India a laggard in fixed broadband services. Fiber penetration is even lower with most fixed broadband running on legacy copper-based infrastructure. Jio looks at Fiber to the Home (FTTH) services as a significant greenfield opportunity to connect 50 million homes across 1,600+ cities in India. Its extensive intracity fiber network, last mile execution, seamless customer experience along with an attractive bundling of digital content and smart home IoT solutions would be key differentiators. Poor infrastructure is also making it difficult for India’s >150 million pay TV homes to transition to nonlinear content consumption. JioFiber services bundle high-speed internet connectivity, content and fixed line voice in a single affordable plan. The quality of the JioFiber network and Jio Set Top Box allows seamless streaming and consumption of content, creating further use cases for IoT, commerce, education, healthcare and gaming, among others. Today, JioFiber is the lifeline of over 2.5 million homes enabling work from home, learn from home and health from home. 2.5+ million Homes connected by JioFiber services till March 2021 Next-generation Digital Solutions for Enterprises Jio has a targeted approach and differentiated offering for large enterprises and Medium, Small and Micro Enterprises (MSMEs) with the bundling of best-in-class fiber connectivity and digital solutions. Its vertical-specific digital solutions are likely to help expand telecom operators’ share in enterprise Information Communication Technology (ICT) spend within the country, with its unique value proposition being augmented by the comprehensive, long-term partnership with Microsoft for its Azure Cloud Services and Productivity Suite (Microsoft 365 with Office Apps, Outlook Email, One Drive and Teams). MSMEs, considered to be the bedrock of the Indian economy, lack access to integrated digital services and the knowhow to adopt. JioBusiness is bridging this gap by providing enterprise-grade voice and data services, digital solutions and devices to small businesses which would make them efficient, competitive and propel India’s march towards a new Atmanirbhar Digital India. JioBusiness – Enterprise-grade Bundled Offering JioMeet - Video conferencing Microsoft 365 - Efficient communication and collaboration with Office Apps, Email and Teams JioAttendance - Employee attendance, locations and working hours management Fixed Mobile Convergence - Simultaneous ringing and seamless swapping between mobile and landline Jio Centrex - Communication and calling with multiple voice lines and FMC Jio TV Plus Toll-free High-speed Internet Boost360 - Digital presence across social media website build and e-commerce Devices - Digital Prime Membership including discounts, extended warranty and onsite support 75 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview: Digital Services Emerging Trends and Business Response Business Performance Emerging Trends 2G to 4G transition Transition of 300 million 2G feature phone users to digital networks Increasing FTTH penetration Rapidly increasing demand for high-speed fiber backed internet at homes Digitisation of MSMBs in India Integrated fiber connectivity and digital solutions for 50 million MSMBs Growing ecosystem of B2C applications Proliferation of broadband connectivity drives adoption of digital applications Digital platform suite becomes the lifeline of millions during the pandemic Jio has been a pioneer in launching media and entertainment applications in the country. Its rich suite of applications and tools encompassing general entertainment, movies, music and news is available to every subscriber of the Jio network. MyJio, an industry first self-care application, has become a gateway for all digital solutions under the Jio umbrella. Leveraging its technology investments and customer engagement, Jio has indigenously developed and launched new consumer applications and use cases. How Jio is responding Jio has been offering a unique bundling of device, connectivity and content for its JioPhone users which has a subscriber base of over 100 million JioFiber services offer best in class digital connectivity for home with unlimited data, content and smart home solutions JioBusiness is now offering enterprise grade connectivity and easy to use digital solutions in collaboration with our partners Jio has built a suite of solutions and services across entertainment, commerce, communication, finance, education, games and health Performance Update Digital Services reported another year of strong revenue and EBITDA growth in FY 2020-21 on the back of continued increase of wireless subscribers and modest growth in wireline services subscriptions. Customer engagement on the Jio network remained healthy across data and voice services, with video accounting for 70% of data usage. Jio led subscriber growth in the country with gross addition of 99 million. Gross revenue of `90,287 crore on a year- end subscriber base of 426 million and EBITDA margin of 44.4% attest to the execution capability of the Digital Services team. 76 Financial Performance (In ` crore) Value of services Revenue from operations EBITDA EBITDA margin* (%) Subscribers EoP (million) Data traffic (billion GB) FY 2020-21 FY 2019-20 % change y-o-y 90,287 76,642 34,035 44.4 426.2 62.5 69,605 59,407 23,348 39.3 387.5 48.4 29.7 29.0 45.8 * EBITDA Margin is calculated on revenue from operations Key Performance Indicators for the Quarter Ended March 2021 `138.2* Average Revenue Per User (ARPU) 16.7 billion GB Total data consumption * Per User Per Month 13.3* GB per user Average data consumption 823* VoLTE minutes per user Average voice consumption JioMart is an Indian online grocery delivery service launched in May 2020 across 200 cities and town. Customers can access JioMart through website, native apps on Android and iOS, with full integration into MyJio. The platform has expanded into selling apparels and electronics in some parts of the country. JioMart has scaled up rapidly, with more traffic, active users and orders. Kirana partnerships are being expanded, reaching over 33 cities by the end of March 2021. 200 Cities and towns served by JioMart JioMeet is a made-in-India multimedia collaboration tool that supports end-to-end encryption (credentials, signaling, voice, video and content flows). The platform allows unlimited participants and session time across all categories of users with a cloud-ready architecture that has been integrated with enterprise domains for secure video/audio conferencing. The robustness of the solution was evident when 3,00,000+ attendees met on JioMeet during the 43rd RIL virtual AGM. 3,00,000+ Attendees connected through JioMeet at the 43rd RIL AGM 77 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview: Digital Services Haptik is an AI assistant platform that uses natural language processing technology. It enabled MyGov Corona Helpdesk, India’s official WhatsApp chatbot helpline, to address FAQs on COVID-19. Over 30 million citizens used it during the lockdown. MyJio Virtual Assistant, powered by Haptik, handled over 5 million conversations and resolved 1.8 million queries for Jio users during the pandemic. 30+ million Citizens used Haptik during the lockdown EasyGov Jio’s Government to Citizen (G2C) platform has transformed the digital experience for 350 central and state government welfare schemes (PAN card, caste certificate and income certificate). Apart from spreading awareness about the PM Garib Kalyan Yojana (Government of India’s coronavirus relief scheme), 14 million eligibility checks for the Atmanirbhar Bharat Abhiyan and other schemes for migrant labourers and farmers were carried out on the platform. 14 million Eligibility checks carried out through EasyGov for government schemes 78 JioUPI Pan-India rollout of BHIM UPI on MyJio was done during the year. This provides functionalities like hassle- free Payments to Merchants (P2M) – both online and in-store – as well as peer-to-peer (P2P) recharges and bill payments with personalised dashboard for every customer, based on spending patterns and behaviour. Hassle-free Payments to Merchants E-learning Solutions Jio’s ed-tech platform, Embibe, is in advanced stages of development. Meanwhile, Jio has launched over 65 educational channels on JioTV, with national and state-specific content, in collaboration with the MHRD, NCERT and seven state governments. Education-related podcasts across 1,100 titles are being streamed on JioSaavn. The Jio Set Top Box provides access to 21 education- related applications. This application provides a convenient alternative channel for subscribers to recharge, purchase a new connection or port into the Jio network. This P2P recharging application has had a very healthy traction and minimised the impact of the lockdown on the recharge cycle of Jio subscribers. Technology Augments the Next-generation Digital Platform MyJio Jio’s first-in-the-industry self-care app has been the digital companion to the entire user base and is the most used and downloaded application in its category. This is a highly scalable and resilient platform that is powered by Jio’s inhouse AI/ML services. The various unique functionalities of the platform are: • Unified identity and profiling system across channels, apps and devices, which is enhanced based on usage patterns and behaviour • Deep widget-based integration of other applications from the Jio ecosystem which can be modified due to a highly configurable and modular design. Single discovery point for various apps, features and modules with no additional downloads • Contextual and targeted notifications based on customer usage and preferences • Universal search and cart with text and voice bot, order history and tracking • Comprehensive payments module including Jio’s own Payment Service Provider (PSP) framework for in-app UPI-based payment JioSTB The hybrid Set Top Box (STB) provided to JioFiber customers is the entertainment hub that uses a self-developed JioOS platform. This provides an unparalleled TV experience to Indian home based on cutting-edge technology that includes: • Virtual assistant across multiple, native Indian languages with speech recognition and conversational skills • User analytics-based recommendation engine based on market and promotional trends • • User-selected profile creation with content permissions, watchlists and reminders Integrated JioHome App with soft TV remote, soft gaming controller and ability to integrate personal cloud on TV • Targeted ads based on user analytics • across multiple ad formats Indian customer focused curated app ecosystem including media and entertainment, education, health and real-time video communication Network Management Jio network is based on a disaggregated, cloud native data lake platform which uses Machine Learning as a Service (MLaaS). This facilitates network automation with use cases such as: • Finding anomalous network pattern to create reports and alerts • Proactive root cause analysis and resolution before a network symptom affects operations • Operational insights, data binding and correlation without writing a single new line of code • Auto triggering of workflows and task assignments with AI to automate the workflow Call Centre Automation During the COVID-19 pandemic and lockdown, Jio seamlessly transitioned its call centre operations to its inhouse developed Call Centre Automation Platform. This is entirely mobile based which allowed 100% migration of the 6,000+ call centre agents to a distributed work from home framework. 37.9 million Subscribers added 13.3 GB Average data consumption per user per month during the quarter ended March 2021 62.5 billion GB Total data traffic Innovation across Technology Platforms Since its inception, Jio has strived to lead innovation in India across network technology, platforms and consumer services. It has a large inhouse R&D team with over 8,000 technical and research professionals working across software and hardware engineering, networks, big data, AI, ML, system integration and performance engineering, information security and product management. The pool of talent also includes domain experts across retail, e-commerce, manufacturing, financial/banking, media, healthcare and technology experts across 5G, mixed reality, blockchain, IoT, vision and speech. Till date, Jio has been granted 371 patents across multiple jurisdictions for the pioneering initiatives it has undertaken. In FY 2020-21 alone, the Company filed for 38 patents and was granted 40. Among the key technology areas covered by these patents are Quantum Blockchain Network Technology, Quantum SON, Deep Learning Applications in Health & Agriculture and AI Industrial IoT Automation. 40 Patents granted to Jio in FY 2020-21 79 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview: Digital Services CORPORATE OVERVIEW MANAGEMENT REVIEW GOVERNANCE FINANCIAL STATEMENTS NOTICE CASE STUDY Jio 5G – Empowering India’s journey towards self-reliance India is at the forefront of the global digital revolution. Jio is accelerating the rollout of digital platforms and indigenously developed next-generation 5G stack, making it affordable and available everywhere. Jio and Qualcomm, along with JPL’s wholly owned subsidiary, Radisys Corporation, have developed an open and interoperable interface- compliant architecture-based 5G solution with a virtualised RAN (vRAN), which will accelerate the development and rollout of indigenous 5G network infrastructure and services in India. The 5G RAN Platform has crossed the 1 Gbps milestone on the Jio 5G core network and 5G smartphones. This achievement not only testifies to Jio’s 5G credentials, but also signifies the entry of Jio and India into the gigabit 5G NR product portfolio. Additionally, the in-house development of Multiple-in Multiple-out (MIMO) and indoor 5G small cell is at advanced stages. Radio frequency capacity and coverage planning are also underway based on 4G data traffic profile. Work is also ongoing on standardising 5G device configurations by collaborating with Original Equipment Manufacturers (OEMs). With 5G technology, Indian subscribers will experience the benefits of higher data rates, low latency communications and enhanced digital experiences across a wide array of connected devices, from 5G-enabled smartphones, enterprise laptops and AR/VR products to vertical IoT solutions. 1+ Gbps Milestone achieved by Jio and Qualcomm’s 5G RAN Platform COVID-19 Response Seamless connectivity through tough times • During these tough times of COVID-19, Jio’s world- class broadband connectivity solutions across wireless and wireline continue to enable work from home, learn from home and health at home for all Indians. • Multiple initiatives have been undertaken with a customer-focused approach to ensure minimum disruption in customer service and business. • Jio has ensured zero impact on network despite minimum staff and COVID-related restrictions due to high degree of automation and network virtualisation. • Digital initiatives like Jio Associate Programme undertaken over the past year continue to enhance customer outreach and ensure continuity of recharges/services. Services are being taken to customer doorsteps to help with this critical lifeline for customers. • All this has been achieved with teams practicing and following all COVID-related safety measures and protocols. Zero impact Ensured on network Outlook Jio is committed to creating the world’s best digital ecosystem in India, enabling the country to fully realise its socio-economic potential. It would also enable Jio to generate adequate shareholder returns over the next several decades. Key pillars of building this digital society would be: • Best-in-class wireless and wireline data network for all at the most affordable prices • Digital platforms for media and entertainment, commerce, education, financial services, health, government services, agriculture and more • Talent pool to build on next- generation technologies such as 5G, Blockchain, AI, IoT and AR Over the next few years, Jio will focus on creating a robust wireline network across the country, offering high-speed connectivity and a bouquet of digital services to every home and enterprise. Jio is geared up to touch the lives of over a billion Indians through its digital offerings. 80 81 Reliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview Media and Entertainment Rahul Joshi Jyoti Deshpande Ramesh Damani The group has successfully dealt with the challenges posed by the COVID-19 pandemic, and posted much improved profitability across all business lines in a difficult year. The connect of our diverse brands with consumers has only grown during this period. Our plans to invest in digital growth and our resolve to excel in television remain constants amidst a dynamic business environment Highlights FY 2020-21 REVENUE 11.8% EBITDA 29.0% TV VIEWERSHIP SHARE `5,459 crore `796 crore 12.64% 82 Network18 Media & Investments (Network18) is a pan-India, pipe and screen-agnostic, full-portfolio media and entertainment conglomerate. It has evolved into an ambitious, nimble, digital-first behemoth with consolidated growth engines. Network18 today operates relatively young properties that resonate with media consumers across platforms and socio-economic strata. It has successfully combined corporate sensibilities and processes with start-up-like agility and innovation, intermeshed depth of content and reportage with the breadth of its consumer base, and employed a balanced approach to growth and profitability. News Entertainment V T Regional l a t i g D i Reliance Industries Limited Management Discussion and Analysis Business Overview: Media and Entertainment Vision and Mission Network18 aims to be a channel-agnostic provider of top-drawer content across genres, regions and languages. We seek to be India’s top media house with unparalleled reach, and touch the lives of Indians across geographies and demographics. Performance Summary OPERATING MARGINS (%) 18.6 Operating Framework Network18’s operating model places the audience at its centre and contextualises business models to genres. In the process, it has established a strong connect with viewers through multiple mediums, diverse brands and cutting-edge content. Network18 has a track record of building successful strategic alliances with international media companies such as ViacomCBS in entertainment, WarnerMedia (CNN) in English general news, NBCU (CNBC) in business news, A+E Networks in factual entertainment and Forbes in business magazines. Strategic Advantages and Competitive Strengths Reach Engagement • India’s largest TV news portfolio, with an 8.9%* share of viewership; entertainment channels enjoy a 10.2% viewership share • MoneyControl is the leading Finance app; News18.com is the #2 digital news platform • Voot is the #2 broadcaster- OTT in the country; with class- leading watchtime/user * for 1H FY 2021 BARC data for News genre was blacked out since November 2020 Voot garnered 12 billion minutes Watchtime during FY 2020-21 • 1 in 2 Indians watch Network18 television channels that reach >95% of TV homes in India annually • 1 in 4 internet users in India access Network18 websites or apps every month, making Network18 group #2 among digital media publishers in India, and among the top 10 globally Network 18 is ranked #2 Among digital media publishers in India Diversity • 20 domestic TV news channels in 15 languages; digital news in 13 languages • Full-portfolio entertainment offering that includes 10 regional language TV channels, a film studio renowned for clutter-breaking cinema and a leading OTT platform Network18 group offers 56 Domestic TV channels across more than 15 languages 84 15.1 13.0 Value Chain Network18 is spread across content creation and distribution, thereby delivering the best of Indian and global content and brands to discerning audiences across India’s vast demographic diversity. 5.7 5 . 1 1 9 . 6 1 1 . 4 (1.0) 1.0 Network18 consolidated News (TV, digital, misc) Entertainment TV VIEWERSHIP SHARE (%) 55 56 56 0 4 . 3 1 0 9 . 1 1 4 6 . 2 1 TV viewership share Number of domestic channels * including viewership of associate ETV DIGITAL REACH (million) 196.65 193.97 123.66 Network18 group monthly unique visitors Source: Comscore MMX C o ntent el d o M s s e n i s u B Audience B r a n d Mediu m A dv ertis i n v e n u e g R e Subscriptio n I n P r oducer n t e n t C r e ation and Curatio (I P O w n e r s h i p with Broadcaster) C o n c o m e Digital Own Platform (B2C) TV Cable / DTH / FTTx (B2B2C) Digital Telco Platform (B2B) Content Syndic a t i o n (Inbound and Outb o u n d ) Partne r Advertiser Audience 85 FY 2019FY 2020FY 2021FY 2019FY 2020FY 2021NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21FY 2020FY 2019FY 2021 Highlights FY 2020-21 Achieved best ever profitability in a challenging business environment, as operating margins expanded to ~17% (from 11.5% in FY 2019-20) Pivoted to a ‘Digital first, TV always’ strategy Accelerated cost optimisation initiatives across business lines instituted prior to the onset of the pandemic without compromising on scale, creating a nimbler organisation that surpassed previous year’s performance Ad-led sub-segments of Digital News and Entertainment platforms turned profitable Delivered ground-breaking innovation in content production with ‘The Gone Game’ series during the lockdown; the series was shot entirely from a home environment Scaled up subscription products in Digital News and Entertainment TV News remains #1 on reach; margins expanded all through the year, despite pandemic-linked logistics constraints and blackout of BARC ratings in 2H FY 2021 TV Entertainment grew viewership share by ~2% to 10.9%; full year margins highest ever Flagship GEC Colors revived ranking to #2 driven by strong content pipeline and return of marquee shows Strengthened Movie channel portfolio, with the launch of Colors Bangla Cinema and Rishtey Cineplex on Freedish 86 87 Reliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview: Media and Entertainment Industry Overview The onset of the pandemic and consequent lockdowns significantly impacted the economy in general, and the Media & Entertainment (M&E) sector in particular, in the first half of FY 2020-21. This led to a sharp fall in advertising spend even as viewership soared during the lockdown, as weak economic activity and lack of fresh content during the first quarter kept advertisers at bay. The second half fared much better on the back of relaxation in lockdowns and higher advertiser appetite for the festive season. 17.5% Decline in ad spend in 2020E The industry expects a much more normal 2021, with advertising recovering close to 2019 levels. Digital is likely to continue growing its share and TV is expected to revive fully, while print and other media are likely to remain under pressure. Summarising FY 2020-21 TV viewership soared up 35-40% during lockdown 1.0. News alone contributed to half the increase, reflected in the recovery of News advertising by the end of 1Q FY 2021. Other genres like Movies and Kids also saw an improvement, driven largely by a captive homebound audience. However, pay-GECs lost their viewership share as fresh content could not be produced and telecast during the initial phase. Entertainment advertising normalised by 3Q FY 2021, with GECs resuming fresh programming around the festive season. The top four broadcasters re-run and movie channels were re-launched on the Free Dish FTA platform in June 2020, driving viewership and monetisation. As the lockdown eased towards the second half of the year, TV viewership settled at slightly above pre-pandemic levels, and genre shares normalised too. Digital media platforms witnessed an increase in content consumption. Digital advertising gained momentum from 88 INDIA AD-INDUSTRY (` billion) 685 82 199 565 34 141 267 232 626 44 144 250 703 42 148 274 137 158 188 239 626 75 194 250 106 Digital TV Print Total Radio/Cinema/OOH Source: Dentsu Digital report E-Estimated P-Projected the platforms’ inherent advantages of being able to target audiences, drive personalisation and lower costs. TV penetration in India at ~67% remains well below that in the US (93%) and China (99%), according to a BCG report. The EY FICCI M&E Report states that the pay-TV subscriber base was temporarily impacted by COVID-19 (primarily a ~3% dip in the cable segment), even as Free TV gained by return of top entertainment channels. Overall, time spent on TV rose by 7% y-o-y in 2020 as per BARC, as demographic and COVID- linked tailwinds joined hands. TV pricing remained stable post New Tariff Order (NTO) 1.0, as NTO 2.0 remained sub-judice. TV subscriptions in India million Cable DTH HITS Free TV Total 2020 2019 73 56 2 40 75 56 2 38 171 171 Source: EY-FICCI M&E Report TV VIEWERSHIP ~45% jump in TV viewership due to lockdown 42.2 Spike driven by resumption of original content Gradual reduction 36.0 28.9 Return to near-pre-COVID levels 29.1 Entertainment News Total TV Source: BARC Digital engagement continued to grow due to volume of high-quality content and key events. Industry sources indicate a ~10% y-o-y increase in OTT video consumption. Increased propensity to pay has been witnessed, amidst domestic OTTs increasing prices selectively, while global players create India-specific cheaper offerings. Digital subscription revenue continued to rise sharply, albeit off a low base, both from B2C (direct) and B2B (telco-driven) distribution of OTT platforms. OTT Video Subscriptions in India 2020 2019 2018 100-125 56 84 78 55 51 49 49 29 OTT Video Subscriptions (million) Avg. ARPU per Subscription (`/ month) Subscription Revenue (` billion) Source: BCG CII Big Picture Report Risks TRAI’s NTO 2.0 may impact bouquet reach, channel subscription and revenue Fragmentation of viewership across platforms, especially digital Digital monetisation is lagging investments, especially amid strong competition Content costs rising due to spike in demand for content creation/curation Emerging Trends and Business Response Usage of technology in enhancing News reach, salience and veracity Making content appealing to both India and Bharat How is Network18 geared up? Over the last couple of years, Network18 has driven synergies across the Digital business to build its core technology layer across CMS, Ad Tech, audience and personalisation. TV and Digital content ecosystems are integrated and have capabilities for Artificial Intelligence/Machine Learning based content screening, editing and deployment. Network18 is aggressively localising its content, rooting its channels through not just local languages but also local subjects and formats. This also allows it more flexibility in conceptualisation, production and monetisation, as well as driving cost efficiency. 89 CY 2022PCY 2021PCY 2020ECY 2019CY 2018Wk 9 2020GVMs (000’s)0Wk 11 2020Wk 13 2020Wk 15 2020Wk 17 2020Wk 19 2020Wk 21 2020Wk 23 2020Wk 25 2020Wk 27 2020Wk 29 2020Wk 31 2020Wk 33 2020Wk 35 2020Wk 37 2020Wk 39 2020Wk 41 2020Wk 43 2020Wk 45 2020Wk 47 2020Wk 49 2020Wk 51 2020Wk 1 2021Wk 3 2021Wk 5 2021Wk 7 2021Wk 9 202151015202530354045NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview: Media and Entertainment Performance Update The business has fully offset the pandemic-induced negative impact, especially visible during the first half of FY 2020-21 with the lockdown restricting content production and dampening advertising appetite. Advertising TV News advertising recovered by 2Q FY 2021 and grew across the year. Digital News advertising continued to accelerate, driven by growing salience. Entertainment advertising revived fully by 3Q FY 2021, led by a full content roster. Strong viewership trends for Hindi GECs (both pay and FTA) drove underlying ad growth into high-single digits by 4Q FY 2021. Subscription Domestic subscription revenue remained resilient, offsetting stress in international. Improved distribution tie- ups for TV and Digital continue be the drivers of subscription growth. Jio Studios Jio Studios is RIL’s fully-owned content studio that was set up in 2018 to create platform-agnostic content across 10+ languages to power the triple play ambitions of Jio platforms. In a short span, Jio Studios has become a leading entertainment industry player by partnering with talent to create blockbuster films such as Stree, Luka Chuppi, Bala and Angrezi Medium, to name a few. In a bid to revive the Indian film industry from its post-COVID aftermath, Jio Studios took the bold step of being the first to release its mainstream film, Roohi, in cinemas. The film not only enjoyed critical and commercial success, but also gave confidence to other film producers to announce release dates, thereby bringing back audiences and the magic of cinemas. 90 Costs and Profitability • Operating leverage drove entertainment margins to ~19%, despite COVID impact • TV News operating margin expanded to ~16%, marking four years of continued improvement • Digital News broke even on a full-year basis, driven by accelerated revenue growth The improvement in profitability is a result of cost controls and concerted efforts to increase annuity-style revenue streams, including subscription and syndication. ~17% Highest ever operating margin Summary of Financials (In ` crore) FY 2020-21 FY 2019-20 Value of Services Revenue from Operations EBITDA EBITDA margin (%)* 5,459 4,705 796 16.9 6,186 5,357 617 11.5 * EBITDA Margin is calculated on revenue from operations % change y-o-y (11.8) (12.2) 29.0 Jio Studios is a prolific storyteller, be it through films or web-series, and constantly explores disruptive models to entertain audiences across platforms. With its unparalleled scale of original and aggregated content, combined with the staggering reach and distribution of Jio mobility and home platforms, Jio Studios offers a unique compelling consumer value proposition for data, broadband and content. With an exciting line-up of content and alliances, Jio Studios is well poised to become India’s #1 Content Studio and power Jio platforms as the destination of choice for consumers to discover and consume content. Content created across 10+ languages Business Performance Television Business News Business News The Business News pack maintained its pre-dominant leadership in the genre, as the markets touched new highs amid the pandemic. Regional News Most of the 14 channels (including the eight launched over FY 2015- 17) are now among the top 4 in their respective geographies. General News CNN News18 and News18 India are among the top 3 in their respective genres. Entertainment Hindi General Entertainment As programming normalised with the easing of lockdowns, Hindi GECs performed strongly on both platforms (pay and FTA). Colors regained its strong #2 ranking as original content resumed fully in 2H FY 2021. Colors Rishtey and Rishtey Cineplex made a return to the DD Free Dish distribution platform after a year’s hiatus, driving up monetisation. Colors regained its strong #2 ranking within the year Youth and Music MTV Beats viewership share rose to 19% and ranks #3 in a crowded category. English Entertainment In a year that saw some peers exit the niche genre entirely, Viacom18 channels registered a combined viewership share of ~91%. 91 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview: Media and Entertainment Digital Business Digital Content MoneyControl (leader in the finance category), VOOT (#2 broadcaster-OTT in the country) and News18.com (#2 digital destination for all general news) continued to grow in stature. Pay- product Voot Select was the fastest to 1 million D2C subscribers, boosted by novel digital exclusives, digital-first TV content and digital-only spin-offs. Subscription product MoneyControl Pro Television Business Entertainment is arguably the most successful such offering, powered by cutting-edge tools and research for investor Digital Commerce includes Kids Entertainment Nickelodeon has been #1 in the Kids category since August 2014. The Kids portfolio commanded a 32% market share. #1 In the Kids category since August 2014 Regional Entertainment The regional entertainment bouquet comprises Colors Kannada and Colors Super (Kannada), Colors Bangla, Colors Oriya, Colors Gujarati, Colors Tamil and the recently launched movie channels – Colors Kannada Cinema, Gujarati Cinema and Bangla Cinema. Infotainment has factual entertainment channel, History TV18. Film Business Film Business includes Viacom18 Studios and Jio Studios. As the COVID-19 pandemic affected both film production and theatrical exhibition, Jio Studios had 2 theatrical releases and Viacom18 Studios had no major releases during the year. Publication Business Publication Business has a portfolio of highly reputed magazines comprising Forbes India, Overdrive and Better Photography. COVID-19 Response Keeping people informed and entertained at home Braving the pandemic, the News18 network’s 1,200-strong journalists continued to report on key issues, including the progress of the pandemic. Leveraging technology, innovative solutions were deployed including seamless integration of physical studios with virtual ones for news anchors working from home, while completely overhauling news gathering systems. Adhering to all COVID-19 related safety protocols, Network18 was the first network to restart original programming in the GEC category. Non-fiction tentpoles ‘Khatron Ke Khiladi’ and ‘Bigg Boss 14’ were executed successfully, overcoming their unique logistical constraints Voot Select, which was launched in March 2020 to bring original shows on the OTT platform, streamed a 100% conceptualised and shot-from-home web series, ‘The Gone Game’. The series was produced at one-tenth the cost of a regular original. 1,200 Journalists of News18 network continued to report on key issues, including the progress of the pandemic Business Stewardship Supporting those in need At Network18, Corporate Social Responsibility (CSR) is embedded in its long-term business strategy. Network18’s community initiatives help elevate the quality of life of millions, especially the disadvantaged sections of society. • P&G’s Whisper and Network18 launched a • menstrual hygiene awareness initiative, ‘Pride of Period: Ek Swachch Soch’. It seeks to open a free- flowing dialogue around menstruation. In November 2020, a 5-episode digital-only spin- off, ‘MTV Nishedh Alone Together’, was launched for creating awareness on the treatment of tuberculosis (TB). • Viacom18 joined hands with GiveIndia to support NGO Goonj in an endeavour to provide relief to COVID-19-impacted families and also protect the poor from the virus. Network18 Launched #IndiaGives, a campaign to financially support the country’s most vulnerable citizens during the lockdown. As a first step, 6,000+ employees of Network18 contributed a day’s salary to the Prime Minister’s National Relief Fund. Outlook The Indian media industry has a heavy dependence on advertising revenue, which has largely recovered from the pandemic impact. Subscription is beginning to rise in the revenue mix, as propensity to pay for content increases steadily. Network18 has viewed the crisis as an opportunity to rethink business models and emerge stronger and ready for the post-COVID world. Vernacular content and Digital outreach continue to be the strategic axes of growth (and consequently, investment) across both Entertainment and News. 92 93 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview Oil to Chemicals Nikhil R. Meswani Hital R. Meswani Anant Ambani P. K. Kapil Sanjiv Singh Srinivas Tuttagunta Harish Mehta Vipul Shah Piyush Bhatt C. S. Borar Ashwani Prashara Seema Nair The severe demand destruction due to global lockdowns impacted O2C business. Flexibility in operations and agile response to changing market dynamics enabled operations at near-normal levels and deliver industry-leading results. Domestic demand has recovered sharply across the O2C business. Highlights FY 2020-21 REVENUE 29.1% EBITDA 29.1% `3,20,008 crore `38,170 crore TOTAL THROUGHPUT 71.9 MMT 94 RIL reorganised its Refinery & Petrochemicals business into Oil to Chemicals (O2C) business in FY 2020-21 to reflect evolving strategy and management matrix. The restructuring is aimed at facilitating faster decision-making while pursuing focused opportunities across the O2C value chain. It will also help attract dedicated pools of capital and create value through strategic partnerships. The O2C business captures a broad portfolio spanning transportation fuels, polymers, polyesters and elastomers. The deep and unique integration of the O2C business includes world- class assets comprising ROGC, Aromatics, Gasification, multi-feed and gas crackers along with downstream manufacturing facilities, logistics and supply chain infrastructure. Specifically, Reliance O2C entity includes refining and petrochemicals plants and manufacturing assets located at Jamnagar, Hazira, Dahej, Nagothane, Vadodara, Patalganga, Silvassa, Barabanki and Hoshiarpur. It also includes 51% equity interest in fuel retailing JV with bp – Reliance BP Mobility Limited (RBML) and 74.9% equity interest in Reliance Sibur Elastomers Private Limited. 1.4 MMBPD Crude processing capacity 21.1 Jamnagar site Complexity Index 63.6 MMT Production meant for sale* *FY 2020-21 13 Manufacturing facilities in India (10) and Malaysia (3) One of the Largest Integrated polyester players globally 2nd Largest producer of PX globally Reliance Industries Limited Management Discussion and Analysis Business Overview: Oil to Chemicals Vision and Mission Accelerate new energy and materials businesses while ensuring sustainability through circular economy and target to be Net Carbon Zero by 2035. Strategic Advantages and Competitive Strengths Deep and unique integration across sites World-class manufacturing facilities • World’s largest and most integrated O2C complex at Jamnagar • Flexibility to process variety of feedstocks – crude, condensate, naphtha, refinery off-gases, ethane/propane and straight run fuel oil • Top quartile performance in costs, safety and operations excellence • One of the lowest cost producers of building blocks – ethylene, propylene and aromatics Robust portfolio catering to growing consumption markets • Only company globally, with integration from oil to polymers, chemicals, polyesters and elastomers • Allows margin capture across industry value chains and reduces exposure to cyclicality Unparalleled logistics and supply chain network • 5x bigger distribution footprint than nearest competitor in India; unique pan-India reach leveraging multi-modal logistics • Serving 11,000+ customers for chemicals and materials across India through 16 regional offices and 61 warehouses • Serving transportation fuels to retail customers everyday at over 1,400 outlets Performance Summary REVENUE AND EBITDA 13.4 11.9 11.9 4,72,450 4,51,355 63,403 3,20,008 53,803 38,170 Revenue (` in crore) EBITDA (` in crore) EBITDA Margin (%) TOTAL THROUGHPUT (MMT) 77.3 79.8 71.9 PRODUCTION MEANT FOR SALE (MMT) 70.2 71.0 63.6 Operating Framework The key priorities of the O2C business are as under Transition from transportation fuels to produce chemical building blocks integrated with sustainable downstream derivatives Transition from fossil fuels to renewables for captive energy demand Scaling up recycling in materials CO2 capture and conversion to useful chemicals and materials Circular and Sustainable business, targeting Net Carbon Zero Customer ownership and downstream integration Continuous optimisation and cost reduction Move from commodity product supplier to customer ownership through solutions and services Scaling up trading and distribution business Alliances and partnerships for downstream sustainable product derivatives Advantaged crude and feedstock sourcing Capture margins across conversion chains with deep integration and reduce exposure to individual product cyclicality Continuous O2C level optimisation for profitability and lowering energy costs Conversion cost reduction through productivity and minor capex projects 96 97 FY 2019FY 2019FY 2019FY 2020FY 2020FY 2020FY 2021FY 2021FY 2021NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Highlights FY 2020-21 Delivered resilient performance despite unprecedented challenges and macro headwinds Operated plants at near-full capacity while ensuring the safety of employees and communities, even as global and domestic peers substantially lowered operating rates and even shut down plants completely during 1Q FY 2021 98 Reliance and bp commenced operations of their new Indian fuels and mobility joint venture - operating under the ‘Jio-bp’ brand – which aims to become a leading player in India’s fuels and mobility market Agile business model (domestic to export and back to domestic as per market demand) leveraging our global customer base and multi- modal distribution capabilities Ramped up the capacities to produce 1,00,000 personal protective equipment (PPE) per day during the peak of pandemic Successfully commissioned the Halobutyl-Rubber Plant in partnership with SIBUR Developed in-house Reliance Olefin Removal Catalytic (REL-ORCAT) Technology SEZ refinery won the prestigious ‘Refinery of the Year’ award from Federation of Indian Petroleum Industry (FIPI) Petrochemicals business won ‘Company of the Year’ award from FICCI for our significant value creation in society and contributions towards fight against COVID-19 99 Reliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview: Oil to Chemicals Industry Overview FY 2020-21 was characterised by unprecedented volatility in crude oil and feedstock prices. It was a year of two halves – significant demand contraction in the first half due to pandemic-related lockdowns followed by a sharp recovery in economic activity and demand revival with fiscal stimulus in the second half. Crude Oil Demand and Supply Global oil demand plunged by 16.2% y-o-y in 2Q CY 2020 to 82.9 mb/d. It recovered sharply to 92.6 mb/d in 3Q CY 2020. Overall demand in CY 2020 was at 91.0 mb/d, 8.7% below that in CY 2019. China was the only country to register growth. OPEC and several other oil exporting countries carried out coordinated supply cuts, which peaked at 9.7 mb/d during May-June 20 and averaged 5.3 mb/d for CY 2020. These cuts helped reduce crude inventories and rebalance supply and demand supporting oil prices. Global Refining Operations Global Refinery Crude Throughput (mb/d) OECD Americas OECD Europe China Rest of the World World Total Source: IEA CY 2020 CY 2019 Change 2020 vs. 2019 16.5 10.7 13.4 33.8 74.4 19.1 12.2 13.0 37.4 81.7 (2.6) (1.5) 0.4 (3.6) (7.3) In CY 2020, refining runs were lower by 7.3 mb/d from a year earlier, while demand declined by 8.7 mb/d. This resulted in weaker margins and permanent closure of refineries. Globally, announcements have already been made for the permanent closure of ~3.4 mb/d refining capacity by 2023. Crude Oil and LNG Prices Crude prices plummeted during 1Q FY 2021 with Brent crude oil touching a low of US$18.5/bbl in April 2020. However, the sharp supply cuts, coupled with disruptions in February 2021 due to Texas freeze, pushed crude prices back to pre-pandemic levels in March 2021. OIL PRICES (US$/bbl) WHO declares COVID-19 a Pandemic Texas deep freeze OPEC+ group of countries agree production cut Dated Brent Source: Platts WTI Dubai 100 LNG prices were highly volatile during the year, with prices in Asia starting at a low level of around US$2/mmbtu at the beginning of the year due to demand drop before peaking at US$32.50/ mmbtu in January 2021 due to supply disruptions in Nigeria, Panama Canal congestion and colder winter in Far East. Prices have since then cooled with the restoration of supplies. Cost of shipping crude surged in March 2020 and continued to be high in April 2020 as weak demand for prompt supplies had seen an increasing number of tankers booked for floating storage. In clean freight markets, demand for floating storage caused shipping rates to soar in April 2020. From May 2020, freight rates normalised for both crude as well as products as global crude production fell sharply and reduced interest in floating storage with lower production. Transportation Fuels Global Market Environment Global gasoline and gasoil demand in CY 2020 was lower by 3.0 mb/d and 1.8 mb/d respectively compared to CY 2019. Gasoline demand recovered quickly from the lows in 2Q CY 2020, as preference for use of personal vehicles for daily commute increased during the pandemic. Diesel demand was also adversely impacted, before recovering in-line with revival in economic activity. Jet fuel demand was the worst hit due to stringent restrictions on air travel, falling 40.6% from the previous year. Domestic Market Environment India’s petroleum products demand contracted by 9.1% to 195 MMT in FY 2020-21; LPG demand maintained an upward growth trajectory. India’s demand for gasoline and gasoil rebounded sharply in the second half, but overall demand in FY 2020- 21 was still down by 6.7% and 12%, respectively. Gasoline sales returned to pre-pandemic levels in September 2020. The aviation industry was the worst hit. Domestic flights resumed in a calibrated LNG PRICE ASSESSMENT (US$/mmbtu) Colder winter in China / Korea / Japan Panama congestion / Wheatstone, Cameron supply concern Chinese and Korean demand returned, Gorgon Uncertainty Belhai Terminal Fire Hurricane Delta Hurricane Laura Hammerfest Fire Warm weather forecast in Far East Panama canal congestion eases Lockdown in High Gas consuming Hurricane Sally Typhoons in S. Korea and Nuclear shutdown Nigerian Pipeline explosion Japan Korea Marker West Coast India manner from May 2020 and reached 70% of pre-pandemic levels by the end of FY 2020-21. Jet/Kero demand fell sharply by 47% y-o-y. Margins During FY 2020-21, 10 ppm gasoil and Jet/Kero cracks in the Singapore market were down by 60% and 90% y-o-y respectively. Low jet fuel demand due to disruption in air travel and tourism industry made refiners shift yield towards the gasoil pool, capping gasoil cracks upside. Gasoline 92R cracks were lower by 55.3% y-o-y, as lockdowns resulted in reduced mobility across the globe. High spare capacity and inventory levels weighed on gasoline cracks. However, in 1Q CY 2021, gasoline cracks touched pre-pandemic levels while gasoil and jet cracks continued to lag at 49% and 39%, respectively. Asian Cracks for Transportation Fuels (US$/bbl) Gasoline Jet Gasoil Source: Platts FY 2020-21 FY 2019-20 3.0 1.2 5.7 6.7 12.6 14.1 Global Cracker Operations Global demand for ethylene registered a moderate 1.7% y-o-y growth to 166 MMT in CY 2020 from 163 MMT in CY 2019, while operating rates fell to 86% from 90%. New capacity addition of 11 MMTA during the year significantly outpaced demand growth. The liquidity crunch caused by the pandemic delayed start-ups as well as final investment decisions for new projects. Ethane and Naphtha Prices Average naphtha prices in Asia were down by 21% y-o-y in FY 2020-21 amidst softening of crude price in 1H FY 2021 and slowdown of demand due to low global economic activity. However, prices recovered in 2H FY 2021 with healthy demand from downstream chemicals/ products, improving demand of gasoline blending and higher crude prices. Polymers and Elastomers Global Market Environment Demand destruction in certain sectors like automotive, housing and construction and white goods/consumer durables had a negative impact on the downstream business. At the same time, the pandemic resulted in surge in demand for polymers and polyesters from the health & hygiene, packaging and e-commerce sectors. Global polymer demand [for polyethylene (PE), polypropylene (PP), polyvinyl chloride (PVC)] in CY 2020 was 230 MMT, up by 2% y-o-y. Global PP and PE demand grew by 3% in CY 2020, led by Asia, especially China and India. Demand for PVC remained subdued during the year as a sustained high price environment caused shift to alternative products. Global demand for Polybutadiene Rubber (PBR) and Styrene-Butadiene Rubber (SBR) elastomers contracted by 6% and 7% respectively during CY 2020, on the back of weak automotive sector demand. Domestic Market Environment PP demand in the country grew at a marginal 2% y-o-y on account of subdued demand from the auto sector and overall lower consumption owing to the pandemic in 1H FY 2021. However, demand from the health & hygiene sector, raffia and Biaxially Oriented Polypropylene (BOPP) packaging remained buoyant. PE demand registered a healthy growth of 7% y-o-y, driven by e-commerce, FMCG and liquid packaging. Policy boost for several water and sewage pipeline projects further pushed polymer demand. The all-time-high prices of PVC caused a slight demand shift to alternative materials for the pipes sector. 101 908070605040302010Jan-19Feb-19Mar-19Apr-19May-19Jun-19Jul-19Aug-19Sep-19Oct-19Nov-19Dec-19Jan-20Feb-20Mar-20Apr-20May-20Jun-20Jul-20Aug-20Sep-20Oct-20Nov-20Dec-20Jan-21Feb-21Mar-2151001-041520253035001-0501-0601-0701-08 202001-0901-1001-1101-1201-0101-02 202101-03NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview: Oil to Chemicals Elastomer demand gradually recovered as the operating rate of the auto majors increased gradually from 25% in May to 80% in July, and supply chain hurdles eased with the lifting of the lockdown. Tyre majors registered a good performance in 2H FY 2021 amid strong farm and 2/3-wheeler tyre demand which drove up domestic demand for SBR to 7% y-o-y, while PBR demand remained flat. Margin Polymer prices weakened at the beginning of 2020, but gradually improved by the second quarter on the back of healthy demand from the essential goods and services sector. Global operating rate for PP and PE averaged 86% and 85% respectively during 2020. Polymer margins strengthened especially in 2H FY 2021 with recovery in demand, reduced availability due to supply chain constraints and polar freeze in USGC. Integrated PP-Naphtha and HDPE-Naphtha margins expanded 22% and 31%, respectively. PVC margins were at multi-year high amidst supply shortages. Elastomer margins remained strong, especially towards the end of the year, due to lower feedstock prices and supply constraints. Margins trended above 5-year average and were up 64% and 77% y-o-y for PBR and SBR, respectively. Southeast Asia Polymer Margins (US$/MT) FY 2020-21 FY 2019-20 HDPE-Naphtha PP-Propylene PVC-EDC- Naphtha PBR-BD SBR-BD-Styrene Source: Platts and ICIS 512 193 584 727 718 390 166 462 444 405 Intermediates and Polyesters Global Market Environment Global demand for Intermediates (MEG/PX/PTA) fell by 6% to 143 MMT in CY 2020 from 152 MMT in 2019. PX markets improved in the latter part of the year due to new downstream PTA capacity additions. PTA markets remained healthy as downstream 102 operating rates went up despite rising inventory in the first half of the year. MEG demand strengthened in the latter part of the year due to supply concerns from the US, and this was reflected in declining port inventories. Overall demand for polyesters was marginally lower by 6% to 77 MMT. The pandemic adversely affected the global demand for textiles and apparels, but demand for PET (face shield), LAB (detergent products) and non-woven staple fibre (PPE kits, face masks, and polyester swabs) witnessed a surge. Domestic Market Environment Domestic demand for intermediates was impacted due to demand destruction in the textile and polyester industry at the time of the pandemic. Demand for the year contracted by ~14%, reflecting pandemic’s impact on downstream sectors. The downstream polyester industry in the country bore the brunt of the nationwide lockdown and the closure of downstream units due to mass labour exodus. The industry revived with the gradual easing of the lockdown and festive season demand, reaching pre-pandemic levels by the end of FY 2020-21. Margins With reduced global gasoline blending demand, integrated chemical complexes continued to ramp up PX production. This resulted in a high PX inventory (up to 4 MMTA) in China, which was further impacted by capacity expansions of 1.8 MMTA. Global PX operating rates dropped to 71% in 2020 on the back of unprecedented capacity expansions in China. PX prices dropped 28% while PX-Naphtha margins dipped 41% y-o-y, well below 5-year average levels. PTA markets in China remained oversupplied given the capacity addition of 9.9 MMTA and large market inventories. Global PTA operating rates dipped to 78% in 2020. Overall, in FY 2020-21, PTA prices dropped by 21% while PTA-PX margins firmed up by 1% y-o-y. Global MEG markets witnessed capacity addition of ~3.7 MMTA in an already over supplied market. Global MEG operating rates dropped to 66%. However, in the second half of FY 2020-21, MEG markets strengthened as supplies from the US were impacted by hurricanes and the Arctic freeze. High polyester operating rates also kept sentiments healthy. MEG prices dropped by 9% and MEG-Naphtha margins firmed up by 8% y-o-y. PET markets witnessed a slowdown as consumption of beverages witnessed a dip amid the global pandemic. However, demand in the health sector and packaging improved. PET prices dropped by 16% and margins dipped by 8% y-o-y. Intermediates and Polyester Margin Trends (US$/MT) FY 2020-21 FY 2019-20 PX- Naphtha PTA-PX MEG-Naphtha POY-PTA & MEG PSF-PTA & MEG PET- PTA & MEG 172 157 232 203 150 146 Source: Platts, ICIS, CCFGroup 292 155 215 282 163 158 Performance Update Financial and Business Performance Financial Performance In ` crore Revenue EBITDA EBITDA margin (%) Total throughput (MMT) Production meant for sale (MMT) The O2C business experienced both price and margin dislocation due to the pandemic and lockdown in many countries in 1H FY 2021. Even in testing times such as this, the business delivered robust performance by leveraging the strong international and domestic supply chain, multi- modal logistics, deep integration and feedstock flexibility. Revenues for the O2C business declined 29% with lower volumes and lower realisation due to decline in FY 2020-21 FY 2019-20 % change y-o-y 3,20,008 4,51,355 38,170 53,803 11.9 71.9 63.6 11.9 79.8 71.0 (29.1) (29.1) - (9.9) (10.4) average crude and feedstock prices. Brent crude price for the year averaged at US$44.3/bbl versus US$61.1/bbl in the previous year. EBITDA was also lower with weak demand environment across products in 1H FY 2021. The segment performance was supported by a sharp recovery in downstream demand and deltas in 2H FY 2021. 11.9% EBITDA margin 71.9 MMT Total throughput 103 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview: Oil to Chemicals Business Performance Production Meant for Sale Particulars Transportation Fuels Products Gasoil Gasoline / Alkylate Polymers and Elastomers ATF PP PE PVC Intermediates and Polyesters PX Benzene and Derivatives Elastomers and Feedstock PTA MEG Filament Staple PET (in MMT) FY 2020-21 FY 2019-20 24.9 10.5 2.2 2.9 2.3 0.7 0.3 3.4 0.5 2.0 1.3 1.0 0.7 1.1 26.3 12.1 4.9 2.9 2.2 0.8 0.3 2.8 0.5 2.4 1.2 1.2 0.8 1.2  Others Total Fuels, Solids and Others 9.7 63.6 11.5 71.0 Overall production meant for sale reduced from 71 MMT to 63.6 MMT. Most of the reduction came from transportation fuels due to global demand destruction. However, with an agile business model and the ability to optimise feedstock usage, Reliance was able to run downstream plants at full throughput. Transportation Fuels The strong network presence on the highways and industry-leading fleet programme (Transconnect) helped recover gasoline and gasoil volumes to pre-pandemic levels. Strong Quality and Quantity (Q&Q) assurance also contributed to the volume recovery. In FY 2020-21, bulk diesel industry volumes shrunk by 22% on y-o-y basis. Despite facing a contraction of 17% y-o-y, RIL did better than the industry and increased its market share to 9.3%, focusing on the infrastructure, construction and mining segments. Reliance BP Mobility Limited (RBML), a 51:49 joint venture of Reliance Industries Limited (RIL) and bp, went live on July 10, 2020. RBML operates under the ‘Jio-bp’ brand. RBML, with its network of 1,419 outlets and fleet programme (Transconnect), fully recovered its pre-pandemic gasoline and gasoil sales volumes. RBML has become India’s largest fuel door delivery network for specified use, with presence at 1,083 sites in 21 states. RBML has launched light-weight and tamper-proof high density PE fuel containers for doorstep delivery which promises operational ease, efficiency, and quantity and quality (Q&Q) assurance. In August 2020, RBML took over the operations of RIL aviation fuel stations across the country. It aspires to bring industry-leading technology, best-in-class service and innovative customer-centric solutions to aviation fuelling. RBML fuelled medical, repatriation and cargo flights across India at the peak of the lockdown. 1,419 outlets In the RBML network 5,500 outlets Proposed network post expansion Reflecting the Net Carbon Zero target of RIL, RBML aspires to provide Indian consumers with advanced fuels that have lower emissions, charging infrastructure for electric vehicles and other low carbon solutions. To support the proposed network expansion of up to 5,500 outlets over five years, RBML kickstarted its franchise onboarding process. It has initiated infrastructure development at all supply locations and started pilot testing of battery swap stations at over 24 select locations. Initial response has been encouraging with strong growth in daily order deliveries. RBML is committed to create a world class fuelling experience for its customers, with proven customer value proposition, synergies of extended group companies (RIL and bp), company-wide focus on customer centricity and best-in-class technology. Polymers and Elastomers Intermediates and Polyesters RIL maintained steady polymer production with reliable operations across sites and achieved the highest ever PE production in FY 2020-21. It maintained operating rates higher than its peers due to its keen focus on exports in the first half, and its ability to ride on a buoyant market in the second half. RIL maintained its market leadership in polymers, with a domestic market share of 34%. It exported 1.3 MMT of polymers across the world during the year. RIL’s agile supply chain helped place 80% polymer products in the export market within 10 days during the challenging 1Q FY 2021, as against 20% during the pre-COVID period. This helped in operating plants at near full capacity of 98% during 1Q FY 2021 while the rest of the domestic industry operated at 60% levels. A total of 2.1 MMT was exported in FY 2020-21 across the entire polyester chain. RIL also maintained its market share in the domestic polyester market. Significant PX and Benzene exports in 1H FY 2021 helped maintain the operating rate of aromatics plants. PTA exports during 1H FY 2021 were impacted, curtailing PTA production. Demand destruction in MEG was countered by diverting the surplus volume into exports market. RIL continued to explore new products and market segments with the introduction of biodegradable polyester and R3S in the paint segment. At the same time, given the unique circumstances, RIL focused on developing essential products like PPE suits, polyester swabs and other medical applications to cater to the needs of critical segments like health and hygiene. 104 105 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21  Management Discussion and Analysis Business Overview: Oil to Chemicals Leadership in adopting circular economy in India RIL is committed to supporting and leading the industry on circular economy and sustainability. The Company constantly endeavours to imbibe the concept of circularity in its operations and processes. Cognisant of the fact that achieving this objective requires long-term commitment and collaboration amongst various stakeholders, it supports like-minded organisations, NGOs and individuals in waste recycling and diverting post-consumer waste away from landfill while creating awareness about the environment among consumers. RIL has identified short, medium and long term strategies to support a circular economy for plastics. In the short term, the focus is on increasing the Company’s PET recycling footprint and usage of Multi-layered Plastics (MLP) for road construction. In the medium term, it is focusing on polyolefin recycling and ‘waste to oil’ strategy. In the long term, the Company is looking at chemical recycling, plastic waste composites and design for circularity. Various initiatives are on the go. R|ELAN™ — Circular Design Challenge During FY 2020-21, R|Elan™ initiated the third season of Circular Design Challenge (CDC) in partnership with the United Nations Environment Programme (UNEP) at the Lakme Fashion Week (LFW) in March 2021. In partnership with IMG and UNEP, R|Elan™ unveiled the collection ‘Malai’, winner from the second edition of LFW. The collection uses a bio-composite material made from the agricultural waste of South India’s coconut industry. With circularity at the core of all six designers’ portfolio, CDC 3.0 showcased stunning collections made from materials like discarded tarpaulin, post-consumer clothing, handwoven and upcycled textiles, waste denim and recycled PET bottles. Launch of waste reduction programme R|Elan™ collaborated with Forest Essentials™, the Ayurveda- based skincare and perfume brand, in September 2020 to encourage recycling of used plastic packaging. As part of the collaboration, Forest Essentials™ created a collection facility in each of its major stores across the country. Customers are being encouraged to drop empty jars and bottles into these facilities through a reward programme. The waste collection is to be processed and repurposed to make GreenGold™ fibres and fabrics for apparel, bags and other applications. Anti-microbial mask from R|Elan™ #FeelSafeFeelFresh Campaign R|Elan™ tied up with India’s leading brand, Proline® to create a range of attractive, high performance masks using R|Elan™ FeelFresh™ fabric with anti-microbial attributes. The Proline® Reusable Protection Mask has a three-layer triple particle filtration system and offers the superior fabric qualities of R|Elan™ FeelFresh™, which is embedded with silver technology to provide long lasting protection. Collaboration with Pankaj and Nidhi at LFW R|Elan™ has been consistently supporting circularity in the fashion industry. During the year, the brand collaborated with the famous designer duo, Pankaj and Nidhi, for the second time to showcase its latest collection at the first-ever digital edition of LFW. The new collection showcased R|Elan™ GreenGold, made from 100% recycled PET bottles, R|Elan™ FeelFresh, which has anti-microbial properties, and R|Elan™ Kooltex, which keeps the wearer cool and comfortable for a longer time. 106 Alliance to end plastic waste RIL is the founding member and the lone Indian company to participate in the global effort to eliminate plastic waste in the environment through the Alliance to End Plastic Waste (AEPW). The Company aims to bring the best technologies and companies to India for elimination of plastic waste. Support for Indian Centre for Plastics in the Environment (ICPE) RIL continues to support ICPE communication initiatives by supporting the ‘Fight Pollution, Not Plastics’ (FPNP) awareness campaign, school engagement campaigns and an all-India creative competition to find ways to reduce plastics pollution. Reverse vending machine RIL has sponsored more than 100 reverse vending machine installations across major cities to enhance awareness amongst the public about plastic waste. 107 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview: Oil to Chemicals CORPORATE OVERVIEW MANAGEMENT REVIEW GOVERNANCE FINANCIAL STATEMENTS NOTICE Scaling up Digital Platforms to Enrich Customer Experience The COVID-19 pandemic led to a sudden change in the way of working, supported and sustained by digital collaboration platforms. The following digital initiatives were implemented in a short span of time to support the shift in business condition and ensure seamless migration to a virtual working environment. Digital customer experience • • • Collaborative planning through CRM platform to effectively manage customer demand Mobility apps for approvals, account management and customer visits to empower the sales team for better customer service Secured document sharing platform (E-Room) for effective (finance, shipping and forwarding documents) collaboration with internal as well as external bodies primarily with a work-from-home focus Digitalisation in supply chain, planning and optimisation • • Warehouse Management (EWM) operated mobility solutions on smart devices, which simplified complex logistics, optimised inventory tracking, distribution operations and multi-channel fulfilment Improved profitability through digitalisation of the integrated value chain planning and optimisation for all downstream products, including Recron Malaysia and integration with upstream at Cracker Digitisation and Analytics for process optimisation • SCM Spend Analytics to include components like shipping, multi- modal and chartering (bulkers) • • • Export General Manifest (EGM) downloads from ICEGATE (e-commerce portal for central excise and customs) are now automated through deployment of bots Export documentation processes like LC Scrutiny, SI (Shipping Instruction) BL (Bill of Lading) scrutiny and SI filing with shipping line portal are digitised and automated with the help of AI/ML Trip check application was rolled out on tab devices at downstream secondary warehouses. Major components of this application are Truck Health Check, Trip Check (Pre- Load) and Trick Check (Post-Load) 108 CASE STUDIES Outlook Ecosystem for indigenous PPE production RIL scaled up production of PP fibre and filament grades that are used as raw material for N95 masks and PPE suits. It developed very high-flow melt blown grades (1800-2300 MFI) in collaboration with a domestic compounder and masterbatch manufacturer to produce indigenous PPE kits with higher Particulate Filtration Efficiency (PFE). As a result, India became the world’s 2nd largest PPE kit manufacturer and net exporter, even though it did not have capacity to produce PPE kits till January 2020. 1 lakh/day Production of PPE kits and N95 masks Redefining fuel retailing through e-commerce in India RBML is the first Oil Marketing Company (OMC) to get the approval of Mobile Dispensing Unit and the only OMC to use HDPE containers (non-metallic) for on demand delivery of fuel. With its services spanning across India, it is uncovering the latent needs of the non-transport sector, and meeting these needs with great efficiency, leading the way to market leadership in the non-transport sector. Transconnect: Building strong relationships RBML’s large network, channel participation and field force focus with customised IT tool helps it drive volume. The Transconnect programme helps it ease the transaction process through secure card-less solution (Trans-mobile). Through Transconnect, RBML leveraged contactless operational capability during the lockdown, leading to significantly higher fleet volume share and highest ever monthly sales in FY 2020-21. Global vaccination drive and large stimulus programmes will influence consumer sentiments and demand growth, in the medium term. Oil demand is expected to recover in CY 2021 to 96.4 mb/d, still below CY 2019 levels of 99.7 mb/d as per IEA. However, tightness in the crude oil market and strong prices are likely to continue due to OPEC+ cooperation. Global transportation fuels demand (except Jet fuel) is likely to reach pre-COVID levels only by the end of FY 2021-22. Container shortages are expected to continue through 1H FY 2022, supporting margins for polymers and intermediates. Strong domestic demand across key segments such as healthcare, packaging, durables, auto and infrastructure is expected to drive demand for downstream products. Near term demand trends can be impacted by the ongoing second wave of the pandemic and fresh restrictions. 109 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Product Flow Chart A Diverse Set of Products and End Applications NATURAL GAS CRUDE OIL Light Ends / Feedstocks Transportation Fuels Solids/fuels Refinery C4 Offgas Propane Naphtha LPG Diesel Jet/Kero Fuel Oil / CBFS Petcoke Sulphur BUTYL RUBBER Ethane/Propane Ethane Gasoline / Alkylate Refinery C4 HPIB Butyl Rubber Halobutyl Rubber Butene-1 Halogen Ethylene Propylene C4's EDC HDPE/LLDPE LDPE EO PP MTBE Butene-1 HTPB Butadiene C6+ Benzene Toluene Xylenes VCM PVC Styrene DEG/TEG Cyclohexane SBR PBR LAB Orthoxylene Paraxylene Normal Paraffin Kerosene MEG PET PTA Polyester Chips Acetic Acid Salt Caustic Chlorine Filament FDY POY PTY Texturised /Twisted Dyed Yarn Staple PSF PFF PET Bottles (Recycled) Spun Yarn Non-woven Applications Filler Products/ Non-wovens/ Technical Textiles Wool Viscose Silk Linen Fabrics Apparel Purchased Raw Materials Partly Purchased Raw Materials Existing Products New Products 110 Abbreviations CBFS Carbon Black feedstock DEG EDC EO FDY Di-Ethylene Glycol Ethylene Di-Chloride Ethylene Oxide Fully Drawn Yarn HDPE High Density Polyethylene HPIB High Purity Isobutylene HTPB Hydroxyl Terminated Polybutadiene LAB Linear Alkyl Benzene LDPE Low Density Polyethylene LLDPE Linear Low-density Polyethylene LPG Liquefied Petroleum Gas MEG Mono-Ethylene Glycol MTBE Methyl Tertiary Butyl Ether PBR PET PFF POY PP PSF PTA PTY PVC SBR SNG TEG Poly Butadiene Rubber Polyethylene Terephthalate Polyester Filament Fibre Partially Oriented Yarn Polypropylene Polyester Staple Fibre Purified Terephthalic Acid Polyester Textured Yarn PolyVinyl Chloride Styrene Butadiene Rubber Synthetic Natural Gas Tri-Ethylene Glycol VCM Vinyl Chloride monomer PETCOKE GASIFICATION Petcoke Coal Syngas Sulphur Hydrogen SNG RELIANCE COMPOSITE SOLUTIONS Glass rowing (procured) Multiple raw materials PTA, EO, Styrene, etc. (captive / procured) Glass Fibre Resin (Polyester / Epoxy / Phenolic) Pultrusion Filament Winding Mass Transport Unit Centrifugal Casting Sheet Molding Wind Mill Unit General Molding Product Plants End Use Applications 111 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview Oil and Gas Exploration & Production Naresh Narang Sanjay B. Roy Gautam Dhar E&P business’s focus has been on safeguarding health and safety of the people and assets while augmenting production and ensuring business continuity, project delivery and minimal disruption to operations. Despite the unprecedented constraints, in December 2020 we successfully commissioned Asia’s deepest and India’s first ultra-deepwater gas field - the R Cluster (D34) field, in Block KG D6. It is a significant milestone in India’s energy landscape and showcases Reliance’s commitment in the nation’s transition towards a cleaner and greener gas-based economy. Highlights FY 2020-21 REVENUE 33.4% EBITDA 26.9% `2,140 crore `258 crore PRODUCTION (RIL’s SHARE) 126.6 BCFe 112 The Company’s oil and gas assets in India include – • Block KG D6, where projects, R Cluster in December 2020 and Satellite Cluster in April 2021, have commenced production, while MJ project is in the development stage • Two Coal Bed Methane (CBM) blocks – Sohagpur (West), which is currently producing, and Sohagpur (East), which is under development • Block KG UDW1, which is in the area contiguous to Block KG D6, where the Company is undertaking Infrastructure led exploration efforts The Company has a joint venture with Ensign Natural Resources in US shale play. Reliance Industries Limited Management Discussion and Analysis Business Overview: Oil and Gas E&P Vision To be India’s Leading Player and major contributor to India’s Gas based economy supplying >25% of India’s production. Mission Our mission is to maximise stakeholders’ value by finding, producing and marketing hydrocarbons and to provide sustainable growth while catering to the needs of customers, partners, employees and the local communities in which we do business. We will conduct our business in a manner that protects the environment as well as the health and safety of our employees, contractors and the local communities in which we do business. Strategic Advantages and Competitive Strengths India’s Leading Deepwater E&P operator with best-in-class safety and reliability track record Partnership with bp synergising RIL’s project execution and operations with bp’s global E&P knowledge World Class deepwater hub infrastructure in the East Coast ~3 TCFe resources in the Block KG D6 Exploration underway in the proven geological fairways of the contiguous Block KG UDW1 Gas based portfolio contributing in India’s transition towards clean energy 114 Performance Summary DOMESTIC PRODUCTION (RIL’S SHARE*) (BCFe) 58.9 38.8 27.8 SHALE PRODUCTION (RIL’S SHARE*) (BCFe) 94.5 98.8 80.4 * For RIL’s interest in Oil and Gas Joint Operations, refer Note 32.1 on pg 365 Highlights FY 2020-21 First Gas from R Cluster field in Block KG D6 • Production ramped-up to 12.8 MMSCMD Safety • Zero LTI and Zero Recordable Injury during R Cluster installation and commissioning works campaign and major overhauling / inspection / maintenance jobs • 100% safe and uninterrupted production operations in CBM US Shale Portfolio • JV partners (Reliance and Ensign) acquired Newpek’s Working Interest (WI); Ensign and Reliance hold 50.74% and 49.26% WI, respectively • Reliance sold its WI in Marcellus Shale assets to EQT and NOG e-Auction for CBM Gas • e-auction for sale of CBM gas successfully completed • 0.82 MMSCMD gas sold for 1 year, through a transparent and dynamic e-bid system run independently by CRISIL e-Auction for KG D6 Gas • Conducted second round of e-auction for sale of gas, through a transparent and dynamic e-bid system run independently by CRISIL • 7.5 MMSCMD gas sold to buyers for 3-5 year term • In total, 12.5 MMSCMD gas has been sold to 19 buyers across sectors like CGD, Power, Refinery, Industrial among others 115 FY 2019CY 2018FY 2020CY 2019FY 2021CY 2020Reliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview: Oil and Gas E&P E&P Asset Life Cycle and Portfolio Industry Overview Exploration & Appraisal Project Definition & Field Development Field Management & Operations Field Abandonment KG UDW1 KG D6 MJ CBM Fields KG D6 R Cluster Satellite Cluster CBM Fields US Shale Assets KG D6 D1D3 MA Tapti Fields E&P Portfolio Block Country Partner RIL Stake JV Acreage (in acres) Status Conventional Domestic KG-DWN-98/3 India bp–33.33% 66.67% 2,90,230 R Cluster Field on production from December 18, 2020. Satellite Cluster on production from April 25, 2021 and MJ Field - Development activities underway. NEC-OSN-97/2 KG-UDWHP-2018/1 India India bp – 33.33% 66.67% 2,05,520 FDP Submitted. Under review with GoI bp – 40% 60% 374,093 Exploration Unconventional Domestic CBM SP(East)- CBM-2001/1 SP(West)-CBM-2001/1 India India - 100% 100% 1,22,317 Development ongoing 1,23,552 Producing International Shale Ensign JV USA Ensign– 50.7% 49.3% 1,27,907 Producing. Acquired Newpek’s share Notes: Newpek’s stake was acquired by Ensign and Reliance CY 2020 was a turbulent year for global oil and gas industry as COVID-19 related restrictions lowered demand from transport and other sectors. Market saw an oversupply of ~20 MMb/d in April 2020, pushing Brent prices to US$18.5/bbl before recovering to US$63.5/bbl by the year-end. There was an overall collapse of 8.8 MMb/d demand in 2020. Majority of E&P companies opted to defer project investment decisions amid capital preservation measures. Brent and West Texas Intermediate (WTI) crude averaged at US$42.0/bbl and US$39.2/bbl respectively in CY 2020. This was US$15/bbl lower than the average CY 2019 price. The demand is expected to recover, though resurgence in COVID-19 cases is slowing the rebound. Widespread vaccination effort and an acceleration in economic activity coupled with OPEC+ decision to delay further easing of cuts and Saudi Arabia’s additional supply reduction of 1 MMb/d in February and March is expected to spur stronger growth in coming time. Global gas demand fell 2.5% to ~3,840 BCM while output fell 3.6% to 3,918 BCM. Natural gas prices in 2020 remained low due to dampened economic activities impacting both production and consumption. US Henry Hub gas price averaged at US$2.05/ MMBTU (compared to average of US$2.57/MMBTU in CY 2019), the lowest annual average price in decades. Emerging Trends and Business Response Description Clean Energy Global focus is on green energy in order to address environmental concerns to reduce greenhouse gas (GHG) emissions Brownfield Developments In these challenging times, when demand and prices for oil and gas are falling, companies are focusing on brownfield developments to reduce cost Digital Technologies The COVID-19 pandemic has reinforced the importance of adoption of new technologies for improved efficiencies How RIL E&P is geared up? The Company is focusing on building a gas-based portfolio. Gas being a cleaner fuel, is considered world-over as a transition fuel to green energy The Company is leveraging its existing infrastructure in the KG Basin to develop three projects in Block KG D6 and is undertaking exploration in contiguous areas The Company has always been at the forefront in the adoption of latest technologies. It is further enhancing its capabilities through Digital Twin, Autonomous Fields, Virtual Command Centres and other cutting- edge technologies 116 117 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Business Overview: Oil and Gas E&P Performance Update Segment revenues for FY 2020-21 were lower by 33.4% y-o-y to `2,140 crore primarily due to lower volumes from conventional fields and overall lower commodity price realisation. EBITDA for the year declined by 26.9% to `258 crore. For the year, domestic production (RIL share) was at 27.8 BCFe, down 28.4% y-o-y due to expiry of Panna Mukta Production Sharing Contract in December 2019 and cessation of production from D1D3 (KG D6) field in February 2020 and in US Shale (RIL share), production was 98.8 BCFe, up 22.9% on a y-o-y basis. Financial Performance Parameter Revenue EBITDA Operational Performance Domestic JV production KG D6 Gas PANNA- MUKTA Oil Gas CBM Gas FY 2020-21 (` in crore) FY 2019-20 (` in crore) % change y-o-y 2,140 258 3,211 353 (33.4) (26.9) Unit of Measurement FY 2020-21 FY 2019-20 BCF MMBBL BCF BCF 24.0 - - 11.8 17.5 2.6 34.2 12.2 Business Performance R Cluster and Satellite Cluster have been commissioned. Satellite Cluster All five development wells have been drilled and completed. Production from the field commenced in April 2021, two months ahead of schedule. Development Status MJ Field Engineering, procurement and manufacturing activities for FPSO, Subsea Production System, Risers and Umbilicals are currently underway. Drilling campaign commenced in March 2020 and is currently ongoing. First installation campaign commenced in 4Q FY 2021 with the second and final installation campaign planned in 4Q FY 2022. KG D6 Till date, the Block has produced 3 TCFe of gas, oil and condensate while establishing several global benchmarks in terms of operational performance, including 99.9% uptime and 100% incident-free operations. Majority of existing production facilities are being utilised towards integrated development of the three ongoing projects. R Cluster Field The R Cluster field was commissioned successfully in December 2020, despite challenges imposed due to COVID-19 and adverse weather. Located at a water depth of greater than 2,000 meters, it is Asia’s deepest and India’s first ultra- deepwater gas field. All six wells have been opened and tested, with ramp-up programme currently ongoing. Current production is in line with expectation and is being ramped-up. The field is expected to reach plateau gas production of about 12.8 MMSCMD in 2021. 118 Abandonment D1D3 field ceased production in February 2020. The D1D3 Field Decommissioning Plan for abandonment of wells and facilities has been submitted to OISD for approval. Exploration Strategy RIL’s exploration strategy is focused on catchment areas to leverage existing infrastructure. Block KG-UDWHP-2018/1 (KG-UDW1) was awarded to RIL-bp JV under OALP II licensing round and Petroleum Exploration License (PEL) was issued in August 2019. Due to the ongoing COVID-19 pandemic, the Government of India granted 341 days extension of the initial exploration phase. 3D Seismic Acquisition campaign is being undertaken in the Block. In Marcellus JV, Chevron put one pad on production in operated areas which was drilled and frac’ed in 2019, before handing over the operatorship to EQT. In Eagleford JV, Ensign continued with one rig programme until 1H CY 2020. Only three new wells were put on stream, while it drilled 11 wells. Reliance’s aggregate capital investments across JVs decreased significantly y-o-y and was US$66 million during CY 2020. New Technologies Bio-CBM To increase recovery from CBM fields, Reliance is engaged in R&D efforts with current focus on Bio-CBM. In CBM, methane gas, which is adsorbed and trapped naturally in coal seams, is produced. Bio-CBM technology uses microbe injection to produce in-situ methane where either the coals are devoid of methane or conventional CBM extraction is uneconomical. Lab tests have shown encouraging results with respect to methane production potential. Research is underway to establish the ability of this technology to scale up to a commercial operation. 119 Coal Bed Methane (CBM) RIL is currently producing CBM from the Block SP (West)–CBM–2001/1. More than 300 wells are on production with production averaging 1 MMSCMD during the year. To sustain plateau production further, development is being undertaken in the Blocks SP (West)–CBM–2001/1 and SP (East)– CBM–2001/1 block. Reliance Gas Pipelines Limited, a subsidiary of RIL, operates the 302 km Shahdol-Phulpur Pipeline from Shahdol (MP) to Phulpur (UP) connecting the CBM gas fields with the Indian gas grid. US Shale The sharp decline in commodity prices slowed down development activity in both JVs. Despite prices recovering during 2H CY 2020, given the weak macro environment and its impact on price realisation, both Marcellus and Eagleford JVs pursued minimal activity and optimised costs. Reliance and its JV partners continued efforts on preserving long-term value through strict capital discipline and curtailing development activity. In 4Q FY 2021, Reliance sold its interest in Marcellus JV to EQT Aurora LLC and Northern OIL & Gas. During 2Q FY 2021 Newpek LLC, the minority partner in Ensign JV, exited and its participating interest was acquired by Reliance and Ensign proportionately. Due to the adverse changes in market environment, reduction in activity by operator and recent operational performance, the Shale Gas subsidiaries have impaired their assets, including unavoidable costs based on contractual commitments, totalling to `15,691 crore. Operational Performance JV Production Unit of Measurement CY 2021 CY 2020 Gas BCFe 65.9 83.3 Condensate MMBBL 2.4 2.6 In 2020, the JVs together drilled 28 wells and put 26 wells on production. Gross JV production was ~0.64 BCFe/d for the two JVs, up 22% y-o-y. Reliance’s share of production and sales were at 99.0 BCFe and 85.9 BCFe, respectively in CY 2020, compared to 80.4 BCFe and 70.5 BCFe in CY 2019. NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated Annual Report 2020-21Reliance Industries Limited Management Discussion and Analysis Business Overview: Oil and Gas E&P CORPORATE OVERVIEW MANAGEMENT REVIEW GOVERNANCE FINANCIAL STATEMENTS NOTICE CSR Activities in Gadimoga during COVID-19 • Organised awareness camps on COVID-19 and put up posters depicting DO’s and DON’T’s in nearby villages • Distributed sanitiser bottles, masks and hand gloves to village volunteers, Panchayat Sanitary Workers, Medical staff and Asha workers working during the lockdown • Provided sanitiser in bulk to the medical staff working in COVID care centres • Distributed Relief Material (~ 6,000 kits) to nearby villages during the first COVID wave • Support extended to District Administration by providing cots and chairs to COVID care centres / government hospitals COVID-19 Response CSR Activities in Shahdol during COVID-19 • 4 MMUs provided critical primary care services to 150 villages of Shahdol, Kotma and SHPPL • Regular COVID-19 awareness campaigns conducted and banners displayed at prominent places • More than 50,000 masks distributed to frontline workers, District Administration, and community • Innovative contact less hand washing unit installed at prominent places • Over 1,500 poor households were supported for dry ration kit as relief while more than 40,000 individuals got food through central kitchen at Shahdol • Support through online education platforms benefitted around 150 students in Shahdol • 3 youths supported by CSR got selected in the Armed Forces 100+ Migrant labours were linked with different schemes and provided support for improved farming through inputs and technical guidance 2,500 Education materials distributed to around students Update on Arbitrations and Other Legal Issues Due to the COVID-19 related circumstances, there has not been any progress in the following matters: KG D6 Cost Recovery Arbitration, Public Interest Litigations relating to KG D6 Block pending before the Hon’ble Supreme Court of India, suit filed by NTPC Limited against RIL before the Hon’ble Bombay High Court, Government of India’s proceedings seeking setting aside of arbitration award relating to alleged migration of gas from KG D6 Block before the Hon’ble Delhi High Court and Writ Petition filed by RIL before Delhi High Court relating to jurisdiction of Delhi Anti-Corruption Bureau. PMT Arbitration On January 29, 2021, in its latest final partial award, the Arbitration Tribunal has unanimously decided certain issues in favour of BG Exploration and Production India Limited and RIL (together the Claimants). Government of India has filed an appeal before the English High Court against the latest final partial award. Further, due to the COVID-19 related circumstances, there has not been any substantial progress in the claimants’ application before the Arbitration Tribunal seeking an increase in the PSC Cost Recovery Limits and government’s execution petition before the Hon’ble Delhi High Court seeking enforcement and execution of the Tribunal’s 2016 Final Partial Award. 120 Outlook Gas is expected to play a key role as a transition fuel and share of gas in energy mix is expected to increase from 6% to 15% by CY 2030. RIL, with development of three deepwater gas projects in KG D6, will continue to play a key role. While two projects have been successfully commissioned, one project is expected to come onstream in FY 2022-23. With this, RIL is expecting to reach a peak production of ~ 30 MMSCMD in CY 2023, i.e., ~25% of India’s production and ~15% of India’s demand. RIL will continue its exploration efforts in the catchment areas, which, if successful, will be able to leverage its existing world-class deepwater hub infrastructure. As the COVID-19 pandemic continues to pose constraints and challenges, RIL’s focus remains on ensuring safety for its people and assets, timely delivery of ongoing projects and uninterrupted production operations. 121 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Liquidity and Capital Resources Srikanth Venkatachari Soumyo Dutta Anshuman Thakur FY 2020-21 has been a year of unprecedented volatility in the financial market and liquidity conditions. Reliance has been able to successfully navigate this volatility. The Company has successfully completed one of the largest equity capital raise programmes and has repaid debt liabilities including US$7.8 billion of ECB borrowings, the largest ever such prepayment programme undertaken by any corporate entity in India. The Company remains firmly committed to efficient financing of its working capital, across all formats of businesses, and maintains a strong liquidity position with more than `2.5 lakh crore of cash and cash equivalent in its consolidated balance sheet. Highlights During the year, Reliance successfully raised equity in (i) Jio Platforms Limited from global strategic investors, including Facebook and Google and marquee financial investors totaling US$21 billion for ~33% stake, (ii) Reliance Retail Ventures Limited from marquee financial investors totaling ~US$6 billion for ~10% stake; (iii) fuel retailing business by entering into a partnership with bp; (iv) Reliance Industries Ltd by way of Rights Issue. The equity capital thus raised allowed Reliance to significantly deleverage its balance sheet and deliver on its promise of attaining zero net debt status. Financial markets were extremely choppy and volatile during the year. The first half of the year saw large-scale destruction of demand in the economy, significant fall in interest rates and weakening of the rupee and the second half of the year witnessed a bounce back in growth, recovery of crude oil price, strengthening of the rupee and an upward movement in interest rates. The Company was successfully able to navigate all such dislocations in the market, maintain adequate liquidity on its balance sheet, manage its financial market risks and deliver a consistent return on its investment portfolio by staying invested in low risk, liquid instruments. Reliance Treasury continued to stay focused on providing liquidity to the businesses at the optimal risk adjusted cost by accessing financing from different markets and using appropriate instruments and currencies. Reliance continues to enjoy a strong credit rating and continues to be rated two notches above sovereign by S&P and is rated one notch above sovereign by Moody’s. Treasury Management and Financial Strategy Reliance Treasury makes sure that capital is made available at the optimum risk adjusted cost and is made available at the time when businesses require it. It also ensures maintaining a prudent mix of funding sources across instrument classes, financing products, geographical markets and investor classes. The highlight of financing activity in FY 2020-21, was an early prepayment of US$7.8 billion of long-term foreign currency debt, undertaken in 2Q and 3Q FY 2021, with requisite approvals from the RBI. This is the highest ever prepayment of debt undertaken by any corporate borrower in India. During FY 2020-21, the Company took over Reliance Holding USA, Inc, (RHUSA) debt of US$4,455 million. These debts were guaranteed / supported by the letter of comfort given by the Company. Subsequent to its acquisition, the Company refinanced a portion of debt aggregating US$2,455 million, most of which was maturing during FY 2020-21 in compliance with the provisions of the Foreign Exchange Management (Cross Border Merger) Regulations, 2018. This refinancing was achieved at the lowest pricing in over a decade for the applicable tenor. In order to shore up its liquidity buffer and to insure the Company against risks of volatile business cashflow, Reliance raised `24,955 crore through rupee debentures for up to 5 years tenor, during the lockdown period in 1Q FY 2021. Credit Rating Reliance’s financial discipline and prudence are reflected in the strong credit ratings ascribed by rating agencies. The table below depicts the credit rating profile: Instrument Rating Agency Rating Remarks International Debt S&P BBB+ Two notches above India’s sovereign rating International Debt Moody’s Baa2 One notch above India’s sovereign rating Long-Term Debt CRISIL AAA Highest rating by CRISIL Long-Term Debt CARE AAA Highest rating by CARE Long-Term Debt ICRA AAA Highest rating by ICRA Ratings Definitions S&P BBB+: An obligation rated BBB+ exhibits adequate protection parameters. However, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity of the obligor to meet its financial commitment on the obligation. Moody’s Baa2: Obligations rated Baa are judged to be medium-grade and subject to moderate credit risk and as such may possess certain speculative characteristics. CRISIL AAA: Instruments with this rating are considered to have the highest degree of safety regarding timely servicing of financial obligations. Such instruments carry the lowest credit risk. CARE AAA: Instruments with this rating are considered to have the highest degree of safety regarding timely servicing of financial obligations. Such instruments carry the lowest credit risk. ICRA AAA: Instruments with this rating are considered to have the highest degree of safety regarding timely servicing of financial obligations. Such instruments carry the lowest credit risk. Liquidity and Treasury Management Reliance maintains a strong focus on liquidity to ensure that the Group always has adequate cover to face any potential short-term market disruptions. Reliance maintained a strong liquidity position in its balance sheet in the form of cash and cash equivalents. Cashflow from operating activities continued to remain strong. The slowdown in hydrocarbons was compensated by the strong growth in consumer businesses. Reliance’s liquidity management and investment plans are created within the context of its strategic and annual financial planning processes. The plans are reviewed on an ongoing basis to factor in evolving global and domestic macro factors. Reliance maintains sufficient working capital resources for running all its businesses smoothly. It continuously monitors and optimises working capital requirements by actively leveraging trade financing solutions covering receivable and payment products and executing innovative structured trade products. The investment portfolio balances well between the dual objectives of generating optimal returns with appropriate risk/reward and maintaining the assurance of liquidity at short notice. 122 123 Management Discussion and AnalysisNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Risk and Governance Nikhil R. Meswani Hital R. Meswani Srikanth Venkatachari Laxmidas V. Merchant Harish Shah K. R. Raja Reliance’s Risk Management Framework was stress tested by the black swan event and the business outcomes are encouraging. The Group’s motto, ‘Growth is Life’, aptly captures the ever-evolving spirit of Reliance. It also presents multiple opportunities and risks that are managed through the robust Risk Management Framework. The framework helps the Group identify, assess, respond to and monitor, on a real-time basis, risks that impact business objectives. Risk management is an integral component of the Reliance Management System. Effective risk management with enhanced use of technology has improved the quality of business decisions. Enterprise Risk Management at Reliance The Company has a well-established “Three Lines of Defense” approach: Global events have challenged nearly every company, leading to a rethink of assumptions and adaption of strategies to a new operating environment that involves managing major risks with a renewed focus on the safety of people. At Reliance, the Risk Management Function, enabled by the effective use of new technologies, has enhanced the organisation’s readiness in responding to COVID-19. 1 Business/Process Managers (Self-verification, first line of defense) 2 Risk Management Function (Functional Assurance, second line of defense) 3 Internal Audit and Management Assurance Function (Independent Assurance, third line of defense) The framework and related processes seek to maximise business outcomes by allowing the management to: • Understand the risk environment and assess the overall potential exposure • Determine risk mitigation strategies • Allocate resources and actively manage those risks • Monitor the effectiveness of risk management – across the value chain and all the way up to the Board The Company is prone to the following categories of risk: Strategic and commercial risks Health, safety and environment risks Compliance and control risks Financial risks These risks, either separately or in combination, could have a materially adverse effect on the implementation of Reliance’s strategy, its business, financial performance, results of operations, cash flows, liquidity, prospects, shareholder value and returns, and reputation. Governance Framework Reliance’s Risk Management Framework is designed to be a simple, consistent and clear framework for managing and reporting risks from the Group’s operations to the Board. The Board provides oversight through various Risk and Executive Committees listed below: The Board Committees Executive Committees Risk Management Committee Group Operational Risk Committee Audit Committee Group Financial Risk Committee Business Risk and Assurance Committees (BRAC), which meet on a monthly basis for Business and Strategic Risk Stakeholders’ Relationship Committee Group Audit & Disclosure Committee Management CSR and Governance Committee Group Compliance Committee Finance Committee Group People Committee HR, Nomination and Remuneration Committee Health, Safety and Environment Committee Business and Functional Leaders: Functional assurance and monitoring on an on-going basis and weekly LOD meetings The cadence of governance meetings, including weekly meeting of the three lines of defense, reinforces early identification of a new risk and its mitigation. For understanding the Company’s corporate governance and functioning of the Board and details on Internal Controls, please refer to the Board’s Report and Corporate Governance Report The Risk Management Framework covers risk management activities at three levels: 1 2 3 Day-to-Day Risk Management Business and Strategic Risk Management Oversight and Governance This includes identification and mitigation of risks by the management and staff at Reliance’s entities, assets and functions. This is executed as an embedded component in the Operating Management System, Financial Management System and People Management System. This is executed by business, function and Group leadership. It also results in integration of risks with key business processes such as strategy, planning and execution, performance management and resource allocation. The Board, Executive Committees, Group and functional leadership provide oversight to the identification and management of the most significant risks and are also responsible for improving the Risk Management Framework and ensuring compliance. 124 125 Management Discussion and AnalysisNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Risk and Governance RISKS AND RESPONSE STRATEGIC AND COMMERCIAL RISKS Commodity Prices and Markets Risk Description The risk arising out of COVID-19 – from social distancing, national lockdown, uncertainty in environment, demand contraction, government intervention (ranging from encouraging certain businesses to indirect stoppage of goods and services) – has overshadowed the entire year. External market conditions, in particular; prices of crude oil, natural gas and downstream products have a direct impact on RIL’s financial performance. These prices are affected by supply and demand, both globally and regionally. Factors that influence fluctuations in crude prices, crude availability and that can have an impact on margins include operational issues, natural disasters, political instability, including geopolitical risks, economic conditions and aggressive pricing by competitors. Stringent recycling norms and government regulations can reduce plastic consumption. Government restrictions on account of the COVID-19 pandemic could affect smooth operation of business activities, store operation, and expansion. Reliance’s inability to build infrastructure at a pace and scale needed by the rapidly growing Retail business could hinder operational efficiency and demand fulfilment. Risk Response Since RIL operates an integrated O2C business, some of these risks in one part of the business are offset by gains in other parts of the Group’s integrated O2C business. RIL exports its products to diverse geographical locations so that the risk of non-evacuation is mitigated with minimal adverse effect. The Company increased the usage of multimodal logistics (including coastal) to fulfil its contractual commitment to customers. The Company operated at near full throughput even during the lockdown period. The risk of non-availability of crude and feedstock is actively managed by sourcing crude from multiple geographies using short-term and long-term purchase contracts. As OPEC and other producer countries implemented a coordinated production cut, RIL diversified its feedstock supply sources to ensure adequate and timely availability of feedstock. It also increased Straight- run Fuel Oil (SRFO) sourcing to mitigate risk of lower availability of heavy crude oil. Reliance has a robust Commodity Risk Management Policy and Framework that enables hedging the exposures arising from commodity price fluctuations, such that the risks remain within acceptable levels. In its downstream business, RIL explored new opportunities for manufacturing surgical gowns, PPE, masks, testing-swabs for medical application. RIL is advocating in favour of the environment on the basis of life cycle studies of plastics vs alternatives, and is focusing on plastic waste collection and disposal, increasing recycling footprint in the country. Reliance Retail undertakes regular assessment of emerging risks and opportunities and has implemented necessary steps in securing its people and business in the volatile and uncertain operating environment posed by COVID-19. Decisive actions were taken by the business to adapt and strengthen its operating models by activating digital commerce platforms and strengthening omni-channel capabilities. The business made steady progress in bringing New Commerce to life by extending partnerships with merchants and becoming their trusted partner. Proactive steps were taken to engage with customers through initiatives such as distance selling, store on wheels, pop up stores among others to ensure customers are served well in the most difficult times. With operating curbs lifted progressively, thrust on expansion continued as the business opened new stores across geographies and maintained its pace and scale of growth. Customer Experience and Retention Risk Description Digital Services now has over 426 million customers on the back of an innovative customer acquisition strategy. Along with the expansion of its current customer base, customer retention and experience are of utmost importance to generate sustainable business performance and return on investments. The business needs to continuously deliver differentiated customer experience to proactively mitigate any risks that may weaken its value proposition, brand and customer loyalty. Reliance Retail operates in the consumer sector and a slowdown in macro-economic growth and weak consumer sentiments and spending could have a bearing on its performance. In a fast-changing external environment, with evolving customer preferences and shopping habits, inability of the retail business to stay abreast of these trends and behaviours could weaken its compelling value proposition and offering for customers and overall customer experience. Risk Response Digital Services sustains its customer value proposition through continuous innovation on products/service offerings, considering the needs of various customer segments and affordability. It makes continual investments in operational excellence and network infrastructure to deliver superior customer experience. Through its Prime Membership Program, the Company offers the most competitive monthly tariff plans in the industry, apart from offering attractive deals, thereby ensuring customer retention and loyalty. Digital business has swiftly taken multiple steps for superior customer experience, including multiple Data Privacy Risk options to its customers for mobile recharges, scaling up virtual call centres for customer support and resuming store operations with the lifting of the lockdown. It enhanced network capacity for better indoor coverage and, above all, has been continuously driving improvement in the quality of service. The Company continues to develop new products and services on the back of next generation technologies such as AI, IoT and 5G networks. Reliance Retail continuously undertakes market study to stay abreast of the emerging trends and implements proactive measures to ensure that the customer promise is delivered. It continues to drive consumption in emerging categories resulting from evolving customer preferences and shopping habits, thereby enabling sustained demand across businesses. Focus on developing own brand portfolio in categories such as health and immunity boosting food in Grocery, productivity devices and appliances in Consumer Electronics, serving ‘at home’ lifestyle through re-curation of range in Apparel are some of the ways in which business has kept pace with changing consumer habits. . Risk Description Due to COVID-19, the companies are collecting personal information about the medical condition of employees, vendors and other visitors to their premises. Reliance is required to comply with statutory, regulatory and contractual restrictions with respect to the collection of data, its storage, its security and dissemination to manage data privacy risk. The Government introduced the Personal Data Protection Bill, 2019 (PDP 2019) in Parliament, which would create the first cross-sectoral legal framework for data protection in India. Currently, the data privacy requirements are governed by the Information Technology Act 2000, amendment 2008. Citizens and governments across the globe continue to face data breaches and scandals. This has transformed the way citizens, governments and organisations think about data privacy globally. Data privacy laws and societal expectation are increasing the imperatives to protect personal information of individuals. Risk Response Reliance continues to ensure that privacy principles are enshrined in the organisation and its services. Since Reliance is also involved in providing health support during the pandemic to both employees and society at large, the data privacy requirements as per the law are tightly integrated into business processes and utmost care is taken to validate these regularly. Enhanced practices are in place to ensure protection of personal data while sharing it with third parties. Identified applications that store personal data are adequately secured. Besides, data privacy awareness campaigns are conducted on an ongoing basis. Reliance is fully compliant with the existing Indian privacy laws and is gearing up to adopt requirements of the anticipated Indian PDP Bill, 2019. 126 127 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Risk and Governance Cybersecurity Risk Risk Description COVID-19 made it imperative for the organisation to embrace certain practices, including social distancing, remote working and all these, in turn, led to significant dependence on and increased usage of digital technologies. Reliance continues to focus on large scale digital transformation/adoption of technology across its Retail business. A digital security breach or disruption to digital infrastructure caused by intentional or unintentional actions, such as cyber-attacks, data breaches or human error, could have a serious impact on business. This impact could include loss of process control, impact on business continuity or damage to assets and services, harm to the environment, loss of sensitive data or information, legal and regulatory non-compliance, reputational damage as well as revenue loss. Risk Response The Company subjects its networks and systems to security penetration tests on a continuous basis. Reliance invests significant resources to ensure cybersecurity resilience and data protection. Periodically, independent assessments are carried out to validate and improve resilience to cybersecurity attacks. These encompass technical security controls, secure operational processes, cybersecurity incident monitoring mechanisms, disaster recovery controls and trained manpower. Cybersecurity controls are ensured at design stage through its integration with DeVSecOps. Reliance’s cybersecurity measures are aligned to the growth and diversification of the Company. Reliance’s Hydrocarbon and Digital businesses are now re-certified with ISO 27001 security benchmark and Reliance Retail is now re-certified with the global PCI DSS 3.2 (Payment Card Industry Data Security Standard). Reliance exchanges cybersecurity intelligence with industry peers and government bodies. Cybersecurity awareness training and tests are conducted for every employee and partner. SAFETY AND OPERATIONAL RISKS Health, Safety and Environmental (HSE) Risks in Operations Risk Description HSE risks include the effects of natural disasters (floods, earthquakes, among others) and safety lapses on human capital. The nature of Reliance operations exposes the Company, its employees and the society, to a wide range of health, safety, security and environment risks due to the geographical location and technical complexity of operations. Various HSE regulations across geographies regulate Reliance’s business of Exploration & Production of oil and gas, and their further refining and downstream processing. HSE risk in retail extends to food safety. A major HSE incident, such as fire, oil spill and security breach, can result in loss of life, environmental degradation and overall disruption in business activities. Risk Response Oil to Chemicals (O2C) business poses risks inherent to Oil & Gas operations involving fire, explosion, spills and chemical releases. With an endeavour to mitigate these risks throughout the operating life cycle, robust practices are embedded to manage Safety and Operational risks across the business entities. HSE risks, including process safety, are identified through a systematic risk assessment programme starting from project ideation, design, commissioning, normal operations up to the decommissioning phase. Advanced risk assessment techniques are applied to assess the HSE risks periodically, recognise emerging risks and embed appropriate controls. Reliance facilities have employed inherently safer design strategies and state-of-the-art controls in the hazardous processes that reduce vulnerability of these facilities to HSE incidents. These risks are owned and actively managed at asset-facing level. Every member of the workforce is communicated on the potential exposure to these risks and they are an integral part of risk management. During the year, the industry has faced challenges in managing the health of personnel, supply chain, competent resources to manage hazardous facilities and adherence to practices for managing health of assets. Reliance has proactively reached out to industry peers, industry forums and have actively participated in industry efforts like ‘Reflections from global process safety leaders during and following pandemics’ by the Health, Safety and Environmental (HSE) Risks in Operations Centre for Chemical Process Safety (CCPS) for mutual learnings. The Company has actively learnt from external HSE incidents in the industry and strengthened its systems and processes. Guidelines and advisories on ‘Health and Safety management during pandemic’ have been promptly developed and deployed, considering the new-normal conditions. Reliance’s central technical teams have been agile in engaging with various expert groups to timely facilitate resources to the sites for troubleshooting, maintenance and oversight to ensure that there are no deviations in HSE practices. The Company has taken multiple steps with respect to employees including work from home, bio-bubbles at manufacturing locations, AI monitoring of behaviour, health monitoring, medical support via online daily symptom check and remote doctor consultation and tie-ups with private hospital chains to ensure medical facilities are available for Reliance employees and their family. Suitable online programmes were organised to keep morale high and ensure the mental well-being of employees. Reliance has ensured required technical competencies were always available to operate and maintain its facilities. Dynamic risk management actions were devised in its operations as the scenario progressed during the pandemic, enabled by digitally connected technology. Risk assessments and oversight activities Safety and Environmental Risks During Transportation like process monitoring, HSE auditing and safety reviews were seamlessly supplemented by remote collaboration digitally. For Grocery business, food safety checks have been implemented to provide multiple layers of assurance, thereby ensuring safety of consumers. Reliance has initiated digital safety platform activities underpinned with Industry 4.0 technologies like Big data and predictive analytics, Machine Learning, Artificial Intelligence and IoTs. With digitisation, there will be real-time access of information to management and asset facing personnel for timely intervention and to make safety critical decisions proactively. Risk Description With most of the crude being supplied to RIL by sea vessel, and the overwhelming majority of refined products being exported by sea, road and pipeline, the Company faces the risk of HSE incidents, oil spills and so on, leading to disruption in business activities. Events like technical integrity failure, natural disasters, extreme weather, human error and other adverse events or conditions could lead to loss of containment of hydrocarbons or other hazardous materials, as well as fires, explosions or other personal and process safety incidents. RIL is operating a fleet of tugs, port service vessels and operations of port and terminal infrastructure and is exposed to a complex and diverse range of marine risks, with respect to exploration vessels, oil tankers, chemical tankers, gas tankers, and dry cargo vessels. Risk Response RIL has a strong vessel vetting, incident monitoring and emergency response system. RIL’s augmented ship vetting programme ensures, the vessels that are contracted to carry RIL Cargo are screened based on risks prior to their induction. The third party ship vetting system based on extensive data analysis narrows the risk arising, in case physical inspection of vessels is not carried out due to COVID-19. Vendor management audits are carried out at prescribed intervals for time charters and STS service providers in accordance with the Marine Assurance Framework. RIL’s control framework for road transportation has matured over a period of time and is run in collaboration with contractors. The contractors are supported by the Company through capacity building for their drivers in areas such as defensive driving, route hazard mapping and real time tracking. A dedicated state-of-the-art emergency response centre provides emergency response to transporters. . 128 129 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Risk and Governance Physical Security and Natural Calamity Risks Risk Description Due to the geographical presence of sites and nature of its business operations, Reliance is susceptible to hostile acts such as terrorism, vandalism, shoplifting or piracy which could harm the Company’s people, property and disrupt its operations. Some of Reliance’s sites are subject to natural calamities such as floods, cyclones, lightning and earthquakes. Some of the network locations, offices, employees and other ecosystems are subject to various forms of intentional or natural disruptions, thereby impacting network availability, customer experience, restoration cost and efforts. Failure to respond quickly or to be perceived as not responding fast enough in an appropriate manner to either an external or internal crisis, could disrupt the Company’s business and operations severely and also damage reputation. The impact of such disruption can severely impact business and operations if the Company is unable to restore or replace critical capacity to the required level within the necessary timeframe. Risk Response Global Corporate Security (GCS) a dedicated and distinct function of RIL, de-risks, safeguards and secures the Company. It maintains best-in-class detailed disaster recovery, crisis and business continuity management plans to respond to natural calamities, and any disruption or incident. The businesses are provided assurance on an ongoing basis by GCS with respect to the management of security risks affecting its people, assets and operations. It actively monitors the threat landscape to prevent/mitigate risks using cutting-edge technology solutions, seamlessly deployed as a digital- physical managed service on a platform-based approach. Real-time situational awareness has been enhanced and speedy response mechanisms are put in place at critical locations. Regular mock drills/ exercises are conducted, with all the stakeholders for checking the efficacy of the same. Additionally, risks pertaining to digital services are uniquely mitigated through integrated response that is facilitated by various teams such as security, customer services, corporate services, network maintenance and the local geographical offices to keep the networks functional, thereby safeguarding Company assets, people security while maintaining customer experience. Security & Loss Prevention (SLP) proactively supports in reducing pilferage, theft and losses to enable higher business profitability and mitigating risks at Reliance Retail. It is enhanced with a prudent mix of physical security, remote surveillance and data-based audit interventions to foster a safe and secure environment and to protect assets 24X7. RIL is rolling out an integrated security platform with wide area high-end sensors, seamless electronic communication and AI-based analytics across the enterprise. . COMPLIANCE AND CONTROL RISKS Regulatory Compliance Risks Risk Description Increased regulatory scrutiny has raised the bar on regulatory compliance. This requires alignment of corporate performance objectives, with regulatory compliance requirements. COVID-19 has led the government to announce a range of notifications which companies need to adopt swiftly and effectively. Risk Response Reliance has adopted a digitally- enabled comprehensive compliance management framework. It is updated at regular intervals, and is integrated with business processes, risks and controls. Changes in regulations including COVID-19 induced changes are also tracked and integrated within the 130 Reliance Compliance Management System. The responsibility matrix is cascaded down to a single point of responsibility. Apart from assurance through Three lines of defense, compliances are also periodically monitored at the Group Compliance Committee level. The Company’s code of conduct, training as well as focus on ensuring 100 % compliance and continuous monitoring have enabled a mature, digitally-enabled compliance framework. FINANCIAL RISKS Treasury Risks Risk Description Treasury risks include, among others, exposure to movements in interest rates and foreign exchange rates. Following is the summary of key risks faced by Reliance: Liquidity Risk At the onset of the COVID-19 pandemic, liquidity across markets initially tightened. However, across markets, central banks almost immediately pressed into action and significantly eased monetary and credit conditions. Interest Rate Risk Reliance borrows funds from domestic and international markets to meet its long-term and short-term funding requirements. It is subject to risks arising from fluctuations in interest rates. As central banks maintained easy and accommodative monetary policies, interest rates across the world dropped very sharply. Foreign Exchange Risk Reliance prepares its financial statements in the Indian rupee, but most of the payables and receivables of the Hydrocarbon business are in US dollars, minimising the cash flow risk on account of fluctuations in foreign exchange rates. Reliance avails long-term foreign currency liabilities (primarily in USD, Euro and JPY) to fund its capital investments. RIL also avails short-term foreign currency liabilities to fund its working capital. Rupee depreciated sharply against the dollar during the first quarter. However, it soon reversed its trajectory completely and went on to close the year ~3% stronger. Risk Response As liquidity conditions eased out, Reliance raised `24,955 crore of Rupee debentures in the 3 - 5 year tenor to add to its already existing liquidity buffer in 1Q FY 2021. Capital flows received in FY 2020- 21 by way of the Rights Issue and stake sale in Digital and Consumer Retail businesses strengthened RIL’s liquidity position further. The Company continues to maintain sufficient liquidity buffer to meet additional demands that may emerge on account of the COVID-19 crisis. as a large part of its borrowings are floating on short-term benchmark rates. Interest rate risk is normally managed actively through financial derivative instruments available to convert floating rate liabilities into fixed rate liabilities or vice-versa. In FY 2020-21 Reliance benefited significantly on account of the ultra-low interest rate environment Foreign exchange risk arising from the mismatch of foreign currency assets, liabilities and earnings is tracked and managed within the internal Risk Management Framework and rules that are dynamic to market changes. 131 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Risk and Governance Awards and Recognition Insurance – Risk Mitigation Reliance maintains insurance cover for properties on All Risk basis, including against Act of God perils (flood, earthquake, cyclone, tsunami etc.), business interruption and third party liability. The Company covers the properties on full sum insured basis on replacement value. It also maintains various other types of insurance, such as Erection All Risk for its major capital expenditures projects, Directors’ and officers’ liability, transit cover, charterers’ liability cover and employee benefit insurance policies. The scope of coverage, insurance premiums, policy limits and deductibles are in line with the size of the company and its nature of business. Leading Edge Technology – Governance, Risk, Compliance and Audit (GRCA 2.0) Platform A robust ERP system, data analytics capabilities and GRCA tools are used for risk management. Reliance has transformed risk management during the year to enable real-time risk monitoring with the launch of the GRCA 2.0 Platform. GRCA is an in-house development on open source technology that fosters real-time actionable dashboards that enables real-time risk assessment and its mitigation. It is scalable and agile. The Future Ahead COVID-19 has been one more litmus test for resilience and adaptability. Based on the deep culture of risk management built over the past years, and supplemented with strong cadence-enabled governance, Reliance has a matured Risk Management Framework enabled by technology. Reliance’s risk management is agile for course correction in the VUCA world, including dealing with upside risks. Recovery of economic activity and the consequent demand rebound as vaccination programmes reach scale in various countries will result in a more favourable environment. • • • Leadership Awards • RIL Chairman, Shri Mukesh D. Ambani, ranked among Top 5 World’s Most Famous, Most Reputable CEOs • Smt Nita Mukesh Ambani and Reliance Foundation recognised among top COVID-19 philanthropists of 2020 • RIL debuts on Great Place To Work® ‘India’s Best Workplaces in Manufacturing 2021’ list • RIL ranked among LinkedIn’s ‘Top 25 best workplaces to grow your career in India’, featuring in ‘companies that invest in their talent’ and ‘help employees build a professional foundation that sets them up for success both at the company and beyond’ RIL ranked 81 on Forbes ‘World’s Best Employers’ list among 750 multinational and large corporations headquartered in 45 countries • RIL recognised at the Institute of Chartered Accountants of India (ICAI) Awards for Excellence in Financial Reporting for 2019-2020 RIL recognised by the Great Place to Work® Institute as Great Place to Work – Certified™, based on their two-step evaluation process of Culture Audit© and Trust Index© assessments Reliance ranked among Dare2Compete’s ‘Top 25 Dream Companies to Work for’ among the top 30 B-schools in their 2020 list • Patalganga Manufacturing Division awarded FAME Excellence Award 2020 • Jamnagar Manufacturing Division refinery awarded the ‘Refinery of the Year’ Award by the Federation of Indian Petroleum Industry Jamnagar Manufacturing Division refinery awarded with the ‘Refinery of the Year’ Award by the Federation of Indian Petroleum Industry. ICSI CSR Excellence Award to Reliance Industries Limited, 2020-21 132 133 Dahej Manufacturing Division won Platinum Award in ‘Grow Care India Environment Excellence Award 2020’ in the Petrochemical Sector. Silvassa Manufacturing Division won the Greentech Environment Award 2020 organised by Greentech foundation NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Management Discussion and Analysis Awards and Recognition Digital Services Awards • Reliance Jio rated as fifth strongest brand in the globe as per Brand Finance Global 500 2021 ranking • Reliance Jio named ‘Best 4G Network Provider’ at ET Telecom Awards • Jio awarded the Digital Enterprise of the Year at Drivers of Digital Awards • Jio won Gold at SAMMIE 2021 for the Best Brand in the Telecom category • Reliance Jio named the ‘Most Powerful Brand of the Year’ at Labels Conference and Awards • MyJio recognised as Best Consumer Mobile Service at India Digital Awards 2021. • MyJio named the ‘Most Innovative App’ at Drivers of Digital Awards • Reliance Jio won the SHRM – HR Excellence Awards in the category ‘Transition to the virtual workplace’ • Jio Platforms adjudged winner under ‘Innovative Telecom Solution’ category at Aegis Graham Bell Awards • Jio emerged winner under ‘5G Innovation’ category at Aegis Graham Bell Awards • Jio – Cadbury Madbury Campaign won the Smarties Award 2020 under Mobile Gaming, Gamification and Esports category Media and Entertainment Awards • News18 Network’s ‘Corona Wall’ won Best Technological Innovation in News Television (English) at the News Television Awards • News18 Network’s ‘Elexa-A’ recognised as the Best Use of Technology by a News Channel (AR/ VR/ AI) (English) category at the 12th ENBA Awards • CNN-News18 primetime show ‘Viewpoint’ won in the Best Early Prime Show (English) category at the 12th ENBA Awards • News18 India won accolades for ‘Sau Baat Ki Ek Baat’ in Print & Publishing category at the 9th Global Customer Engagement Awards, and ‘Best Current Affairs Programme – Hindi’ at the 12th ENBA Awards • CNBC TV18 won ‘Best Coverage on Policies & Macro Economy – Television’ by the Association of National Exchanges Members of India (ANMI) 2020 and Best Editorial Team of a News Channel (English) at the News Television Awards • MoneyControl awarded ‘Most Admired Mobile App’ by Global Customer Engagement Awards 2020 • Colors TV’s ‘Ishq Mein Marjawan 2’ bagged the Best Serial Award at the Indian Television Awards • VOOT won Gold at ScreenXX Awards 2020 in Agency sector Awards – Best Marketing Campaign by a Streaming Platform for the Big Boss- #Aslifans Campaign Retail Awards • Reliance Digital won Gold for ‘Digital Marketing Excellence in Social Media’ at Digixx Awards 2020 by Adgully • Reliance Digital won ‘Social Media App Effectiveness’ award at Global Customer Engagement Awards 2020 by ACEF • Reliance Jewels awarded the ‘Most Admired Emerging Retail Brand of the Year’ at Mapic India Retail Awards 2021 • Reliance Jewels named ‘The Retailer of the Year’ and ‘Marketing Campaign of the Year’ at the Business Leader of the Year Awards • Reliance Digital recognised as ‘India’s Only Electronics Retailer Super Brand’ for the second consecutive year • Reliance Retail won Guarded Retail Employees Amidst Turbulence (GREAT) Award at TRRAIN Retail Awards 2020 – 21 • Snactac Mixed Fruit Jam and Scrubz were ranked #1 in their respective categories by Consumer Voice magazine in FY 2020-21 • Marks & Spencer Reliance India Private Limited featured in the top 10 list of India’s Best Companies to Work for Women • Marks & Spencer Reliance India Private Limited won CII SCALE award for outstanding performance in Supply Chain and Logistics 134 Technology, Patents, R&D and Innovation • Team from VCM/PVC, UB2, GOP (E) won Gold in the State level Quality Circle Convention organised by Quality Circle-Vadodara • Won APEX Award in National Awards for Manufacturing Competitiveness (NAMC) 2019-20, organised by International Research Institute for Manufacturing (IRIM) • Nagothane Manufacturing Division ranked 2nd in State Level Energy Conservation Awards (MEDA) for the year 2019-20 • Nagothane Manufacturing Division won award for ‘Commendable Work for Changing Public Perception’ by FICCI. The ‘Plastics to Road’ project was presented under the award category Health, Safety and Environment • Dahej Manufacturing Division won the Annual Greentech Environment Award 2020 by the Greentech Foundation • Silvassa Manufacturing Division won the Greentech Environment Award 2020 organised by Greentech foundation Sustainability • Patalganga Manufacturing Division • • Jamnagar Manufacturing Division won ‘Sustainable Corporate of the Year Award’ from Frost & Sullivan & TERI Sustainability 4.0 • Silvassa Manufacturing Division won the India Green Manufacturing Challenge Award 2021, organised by the International Research Institute for Manufacturing • Vadodara Manufacturing Division won Gold at the 2020-21 ‘The India Green Manufacturing Challenge (IGMC)’ for the consistent progress in improving sustainability factors Energy and Water Conservation/Efficiency • Dahej Manufacturing Division conferred The Energy And Environment Foundation Global Water Award 2020 for ‘Industrial Water Project of the Year’ • Dahej Manufacturing Division won CII National Award for Excellence in Water Management 2020 • Nagothane Manufacturing Division awarded for ‘Efficiency in Water Use’ by FICCI • Nagothane Manufacturing Division won ‘EFF Global Award 2020’ for water reuse project • Patalganga Manufacturing Division won Platinum Award in ‘Excellence in Energy Efficiency’ and in ‘Excellence in Health & Safety for Workers’ categories won Greentech Environment Award 2020 in the Environment Protection category • Dahej Manufacturing Division won Platinum Award in ‘Grow Care India Environment Excellence Award 2020’ in the Petrochemical Sector CSR Awards • RIL adjudged the Best Corporate (Large Category) at the ICSI CSR Excellence Awards 2020 for its Corporate Social Responsibility (CSR) efforts • RIL received Special Recognition in the ‘Excellence in Community Impact’ category for its response to COVID-19, Mission Anna Seva campaign, Recycle4Life Campaign, Versova Beach and Mithi River Clean- up drives, employee volunteering through mentoring of government school children, concerts with SOS Children’s Village and Month of Good Deeds • RIL won India Today-MRDA Special Healthgiri Award 2020 for ‘Best Far Reaching Corporate Contribution for a Wider Social Impact’ during COVID-19 pandemic • Saathi award conferred on ART Centre, Lodhivali, for its contribution to ‘Elimination of Mother to Child transmission of HIV & Syphilis’ in Maharashtra • RIL received Special Jury Mention Certificate at the FICCI Healthcare Excellence Awards under ‘Excellence in Social Initiative’ Category for its contributions under project ASMAN • RIL received special recognition in ‘Excellence in Community Impact’ Award category at SHRM HR Excellence Awards 2020 • Reliance Foundation Information Services received Certificate of Appreciation from Acharya N G Ranga Agriculture University, Andhra Pradesh for continuous efforts in transferring technology to farmers in agriculture and allied sectors during the COVID-19 pandemic • Reliance Foundation awarded ‘Certificate of Commendation’ by Indian Red Cross Society during its centenary celebrations Petrochemicals business won ‘Company of the Year’ award from FICCI for its significant value creation in society and contributions towards fight against COVID-19 Human Resources • Reliance Retail won HR Initiative of the Year Award won by its Consumer Supply Chain Management business at TRRAIN Retail Awards 2020 – 21 Learning and Development • National Awards for Excellence in Training and Development (World HRD Congress) for Best Results- Based Training presented to Reliance BP Mobility Limited • FICCI Award for Excellence in Skill Development to Reliance Petchem Academy 135 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries LimitedIntegrated Annual Report 2020-21 Integrated Approach to Sustainable Growth For Reliance, its growth strategy is an optimal convergence of financial and non- financial parameters and opportunities. While the more visible impact is demonstrated in financial health, the non-financial parameters work in close conjunction with linear parameters to directly impact revenues. The Company’s ability to balance and tap the opportunities across these parameters is what defines our long-term sustainable value creation potential. Given its spread across diverse businesses, Reliance experiences various internal and external factors including technology and research imperatives, maintaining supportive community relations, staying abreast of changing customer needs, talent management and contributing to reducing environmental impact. This in turn has a bearing on our financial performance. Reliance understands the importance of monitoring these aspects and to predict, pre-empt and respond with agility to emerging risks and opportunities. The Company adopts a conjunctive approach to draw on the interconnectedness of the capitals to address business realities today, and achieve future aspirations. 136 This approach has helped the Company take better, informed decisions to grow business. To ensure greater transparency and accountability to its stakeholders and further fuel its commitment towards sustainable business practices and models, Reliance integrated ESG goals in its approach to creating value. The disclosures made in the report are shaped by industry best practices and universally acceptable standards and frameworks such as GRI, IIRC, TCFD, SDGs and WEF-IBC metrics. Reliance is one of the early firms to commit to WEF-IBC, an over-arching framework that aims to converge leading sustainability standards and bring greater comparability and consistency to the Company’s ESG reporting disclosures. In this report, Reliance has portrayed its value creation story by aligning to the six capitals of the Integrated Reporting framework laid down by the International Integrated Reporting Council (IIRC) – natural capital, human capital, manufactured capital, intellectual capital, financial capital and social and relationship capital. 138 Standing with the Nation 140 Stakeholders – At the 139 Business Resilience during COVID-19 Core of Reliance’s Growth Strategy 142 Integrated Thinking and Interplay of Capitals Natural Capital 144 Human Capital 148 Manufactured Capital 154 • Managing environmental impacts • Air emissions management • Water management • Waste management • Energy efficiency operations • Renewable and alternative energy • Ecosystems and biodiversity • Contributing to circular economy • Prioritising employee well-being • Ensuring health and safety • Robust governance and code of conduct • Fostering diversity and inclusion • Nurturing people-first culture • Digital inclusion and innovation • Smart manufacturing • Raw material security • Asset protection and security • Data security and privacy • Managing systemic risk and disruption Intellectual Capital 160 Financial Capital 164 • Leveraging intellectual capital to fight COVID-19 • Innovation and technology • Research and Technology (R&T) focus on: - Clean Energy & Climate Action - Circular Economy - Bio-Innovation • Economic performance • Business performance • Largest ever capital raise in India • Robust balance sheet and high liquidity Social and Relationship Capital 168 • Community development • Customer satisfaction • Supply chain management 137 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated Annual Report 2020-21Reliance Industries Limited Business Resilience during COVID-19 The cascading effect of COVID-19 on the global and Indian economy has been hard. Despite the challenges, Reliance has been able to garner significant foreign investments and raise capital and is net debt free today. Operationally for key businesses it was a year of two halves. O2C and Retail business were impacted in the first-half due to demand destruction and operational constraints. Sharp rebound in economic activity in the second- half helped the businesses deliver a resilient full year performance. Digital Services business has been a key life-line for India during the pandemic and delivered robust growth in operational and financial performance for the year. In the past year, Jio Platforms and Reliance Retail raised `152,056 crore and `47,265 crore, respectively, from marquee global investors such as Facebook, Google, Silver Lake, Vista Equity Partners, General Atlantic, KKR, Mubadala, ADIA, GIC, TPG , L Catterton, PIF, Intel Capital and Qualcomm Ventures. Global energy leader, bp, invested `7,629 crore for a 49% stake in the Company’s fuel retailing business. The joint venture between Reliance and bp will build on the Company’s current fuel retailing network of 1,400 sites across India. It aims to be a leader in mobility and low-carbon solutions, bringing cleaner and affordable options to Indian consumers, facilitated by digital and technology solutions. The challenges of COVID-19 notwithstanding, India remains one of the world’s most significant economies powered by its people and growing opportunities. Through FY 2021 -22, Reliance will continue to build a digital- first, world-class company focused on value creation that broadens people’s access to financial well-being, while running its purpose-driven operations to address India’s COVID-19 related needs. In keeping with the vision of Shri Dhirubhai Ambani, Founder Chairman, the Company will continue to foster strong ecosystems and grow holistically led by a multi-stakeholder approach. has come together – right from engineering, construction, corporate services, human resources and finance to commercial and security services and corporate affairs – to do everything in its capacity to help fellow Indians. Reliance firmly believes that India will beat the pandemic and emerge stronger and more resilient. The Company is also optimistic that the post-COVID world will see India bounce back as one of the fastest growing economies in the world – one that will continue creating multiple opportunities, developing infrastructure and providing resources for its 1.3 billion people. Standing with the Nation Today India is facing one of the biggest challenges ever – the rapid spread of the COVID-19 virus. This is a time when Reliance stands strong with India and reaffirms its commitment to offer support in whatever way possible to help the country navigate through these trying times. Every member of the Reliance family is guided by the mission ‘Corona Haarega, India Jeetega’. The Company’s first and foremost priority is to support the country in this hour of need. Reliance Foundation has supported the setting up & management of over 2,300 beds across various locations including setting up a 1,000-bed COVID care facility in Jamnagar. Earlier, Reliance, in partnership with the Brihanmumbai Municipal Corporation (BMC), set up India’s first exclusive COVID-19 hospital in just two weeks – a national record. Managed by the Reliance Foundation Hospital, the facility now accommodates 875 beds including 145 ICU beds in Mumbai. Through the year, more than 1,00,000 masks and PPEs have been manufactured and supplied to health workers and caregivers per day. Reliance is providing free fuel to emergency vehicles. Reliance Life Sciences has enhanced India’s COVID-19 testing capabilities by developing its own confirmatory tests and is in the process of expanding this testing capacity. Through Mission Anna Seva, Reliance has provided over 5.5 crore meals to frontline workers and vulnerable communities. While COVID-19 has disrupted livelihoods, Reliance added over 75,000 jobs to the economy. While Reliance is committed to serving the nation, its focus on the health and safety of its employees and their families remains unwavering. It continues to focus on ensuring the health and safety of its employees and their families. The Company, thus, announced the R-Surakshaa vaccination programme for all eligible employees and their family members. Deploying an extremely efficient and seamless process, Reliance has been able to vaccinate more than 50,000 citizens in its Sir H. N. Reliance Foundation Hospital. The brave employees of Reliance Retail are working round-the-clock to deliver essential supplies to millions of Indians across 200 cities. Jio is connecting over 400 million Indians and thousands of organisations, supporting work- from-home, study-from-home and healthcare-from-home with appropriate solutions. Powered by automation and network virtualisation, Jio has ensured zero impact on its network despite challenges of staff availability and COVID-related restrictions. The Company’s plants, ports and sites are working at full utilisation to keep the wheels of the economy moving and to ensure India’s fuel and energy security. The entire organisation The pandemic has created a dearth of medical oxygen in the country. To help India overcome the scarcity, facilities at the Jamnagar refineries have been repurposed to deliver 1,000 MT of medical- grade oxygen per day to be supplied to states, which is expected to benefit over 1,00,000 people per day. This makes it one of the largest producers of medical-grade oxygen from a single location in the country. Reliance engineers are making smart logistical modifications to rail and road transport to overcome bottlenecks and ensure oxygen reaches those in need. 138 139 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated approach to sustainable growth Integrated Annual Report 2020-21Reliance Industries Limited Stakeholders – At the Core of Reliance’s Growth Strategy Since inception, the Company has been committed to sustainable growth. As Reliance grows, so does its responsibility towards its stakeholders – customers, employees, suppliers and partners, governments and regulatory bodies, investors and shareholders and community members. It is important for the Company to understand the opinions of people most relevant to its businesses. The Company, therefore, engages with all its stakeholders regularly, has transparent dialogues with them, addresses their concerns and endeavours to meet their expectations. Stakeholder Engagement approach Key Stakeholders Importance Customers Supporting Communities Employees Suppliers NGOs Investors and Shareholders Government and Regulatory Authorities Customers are at the core of Reliance’s business and it is imperative to know their needs and expectations and strive to meet them Reliance works towards delivering value to the local communities and to strengthen its social license to operate For Reliance, employees are the backbone of the organisation and a key competitive edge Reliance provides safe work environment to employees and helps them meet their aspirations Reliance fosters long term relationship with its suppliers and ensures compliance to policies related to Business Partner Code of Conduct Reliance works in close collaboration with NGOs to ensure holistic growth and widening the reach of our goals Reliance is committed to creating value for its shareholders Government’s policies and regulations impact Reliance’s businesses and provide new opportunities to achieve its mission Functions Business Teams: Retail, Digital services, O2C, Oil and Gas E&P Manufacturing division CSR teams, Reliance Foundation, Reliance Foundation Youth Sports and Reliance Foundation Institution of Education and Research Human resources, corporate services, medical services and security • Crude, feedstock and fuel sourcing • Procurement and contracting Reliance Foundation, Reliance Foundation Youth Sports and Reliance Foundation Institution of Education and Research, CSR Divisions: Retail, Digital Services, O2C, Oil and Gas E&P • Investor relations • Secretarial and compliance • Secretarial and compliance • Legal Mode of Engagement Meetings, surveys and web portals Meetings, newsletters, surveys, field work and trainings, digital services / virtual engagement Personal/group interactions, mailers and trainings Meetings and Annual Report Meetings and correspondence Meetings, conferences and correspondence Industry representations, filings, correspondence, meetings Frequency of Engagement Annually, monthly, need-based, real-time Annually, quarterly, monthly, ongoing partnerships Annually, quarterly, monthly, need-based, real-time, on-command Real-time, on-command, need-based Annually, ongoing partnerships Annually, half-yearly, quarterly, monthly, need- based Annually, quarterly, monthly, need-based 140 141 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated approach to sustainable growth Integrated Annual Report 2020-21Reliance Industries Limited Integrated Thinking and Interplay of Capitals Reliance takes a collective view of all six capitals and their interdependencies while striving to create lasting stakeholder value. The Company has presented its performance against each capital and the material trade-offs between the capitals below. Natural Capital Human Capital Manufactured Capital Intellectual Capital Financial Capital Employee volunteering in recycling initiatives Ensuring resource efficiency and operational excellence – which are the Company’s functional and strategic core growth levers R&D investments to promote clean energy and circular economy, waste plastic to road, Algae to Oil Investment in the clean energy space to accelerate growth Social and Relationship Capital Community-focused environmental initiatives such as rainwater harvesting In FY 2020-21 over 6,400 ha was irrigated with rainwater harvesting and conservation initiatives Employee volunteers supporting responsible projects, such as increasing the use of reusable and recycled packaging Systems with IoT-based technology to predict and mitigate safety incidents • 900+ researchers and scientists • 28,000+ engineers in technical roles • Entrepreneurial organisation culture • Total spend on employee benefits • Employee volunteering at `14,817 crore • HSE expenditure at `592 crore initiatives – 8,000+ hours contributed • 15,000+ people impacted • Leading technologies in operations to reduce environmental impact • Ensuring employee safety and working towards zero incidents at all sites • Sourcing of carbon-neutral oil • Training on asset management • Smart manufacturing; polymer composites for lightweight vehicle • Online corrosion monitoring tool • Revenue: `5,39,238 crore • Capital expenditure: `79,667 crore Products and services designed to serve societal challenges and address them effectively Development of environmentally sustainable technology and products such as R|Elan™ Fabric made by recycling PET bottles Learning and growth opportunities to upskill and work on cutting- edge research and new product development Collaboration with Google to develop an entry-level affordable smartphone with an optimised operating system Investments in renewable energy and biofuels initiatives to create alternate fuel strategy • Investing in up-skilling of employees • Investing in businesses that support livelihoods and generate employment Optimising sites regularly to take advantage of feedstock flexibility to enhance profitability • Total expenditure incurred on R&D – `2,572 crore • 137 patents granted Investment focused on R&D and promotion of new businesses • Partnerships with globally renowned technology and energy companies • Collaborations with promising Indian start-ups • Deepening the pool of Intellectual property CSR spend – `1,140 crore • Conserving natural capital while delivering social good, such as using consumer plastic waste to make concrete road surfaces • Stringent Business Partner Code of Conduct that outlines the environment-friendly requirements of business partners 142 During the COVID-linked lockdown, Reliance Retail and Jio employees continued to deliver essential services Delivering products and services to meet customer needs and satisfaction Deployed innovative engineering skills to repurpose units to produce medical-grade oxygen, overcome logistic bottlenecks to meet requirements for India’s COVID battle Investment in Jio platforms to accelerate the provision of India specific, affordable and accessible digital services, and promote digital entrepreneurship 143 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated approach to sustainable growth Integrated Annual Report 2020-21Reliance Industries Limited Natural Capital Bridging Sustainability and Growth Holding the increase in global temperatures to 1.50C above pre-industrial levels as adopted in the Paris Agreement is no longer a choice but a necessity. Going beyond business imperatives and compliance requirements, this year, Reliance Chairman & Managing Director, Shri Mukesh D. Ambani announced the Company’s target to turn Net Carbon Zero by 2035. The Company considers the Net Carbon Zero target as its moral responsibility to protect the earth from the rising impact of climate change. The Company has a robust governance approach to monitor, review and refine the way it manages natural capital usage. Reliance has deployed Company-wide annual environmental and sustainability action plans, which are monitored and reviewed regularly. The Company follows a holistic Health, Safety and Environmental (HSE) policy at a Group level that defines Company- wide HSE objectives and processes for plant operations to improve operational discipline and HSE performance. The Company has also designed a HSE audit programme to ensure management standards are adhered to across its operations. The Group Safety and Operation Risk team periodically monitors the quarterly review of business plans. They also conduct periodic reviews of environmental aspects, independently, at the segment and site levels. The comprehensive review mechanism covers the lifecycle of assets, across their implementation, operating and closure phases. Reliance continues to strengthen its compliance systems and processes through rigorous internal and external audits. The many impacts of COVID-19 have made people even more aware of the fragility of our environment and the urgent need to take better care of it. By forging new partnerships and leveraging innovation, Reliance is judiciously utilising the precious natural capital that it needs for its businesses and is striving to leave behind a better planet for future generations. Highlights FY 2020-21 Target to become Net Carbon Zero by 2035 51,47,687 GJ Total saving due to energy conservation efforts 3.56 MW Solar plant started at Silvassa Sourced world’s first carbon-neutral oil ~2.3 billion PET bottles recycled annually 2.3+ crore Saplings planted till date 144 Managing Environmental Impacts The Company adopts a cross-business approach to reduce environmental footprint. It focuses on the areas of clean air and water, preventing soil contamination, preserving biodiversity, optimal utilisation of resources and digitisation of operations by utilising technology for direct energy savings and online collaborations for reducing travel needs . The Company’s state-of- the-art facilities and seamless adoption of technology solutions ensures sustainability of operations. 2 million barrels of the world’s first carbon-neutral oil sourced by Reliance Air Emissions Management To meet India’s growing needs for petrochemical building blocks and materials, in the last decade, Reliance GHG Emissions undertook its largest investment cycle in the O2C business. Simultaneously, Reliance invested in creating digital and physical platforms that have sharply enhanced productivity as well as reduced energy intensity for Indian businesses and consumers. Energy and Materials affordability and self- sufficiency, a strong digital backbone and an efficient physical supply-chain infrastructure are key enablers for the next phase of economic growth in India. The mega O2C projects executed in the last decade, increased Reliance’s downstream production by 65% without materially changing the feedstock requirement of the business. These projects increased crude to chemicals conversion, provided additional feedstock flexibility and optimised energy cost and enhanced self-sufficiency. It cemented Reliance’s position as largest, most complex and energy efficient integrated O2C operations globally. Sr 1 2 3 4 5 6 UOM Parameters Scope 1 CO2 million ton Scope 2 CO2 million ton TPM SOx NOx VOC ‘000 ton ‘000 ton ‘000 ton ‘000 ton FY2020-21* FY2019-20 FY2018-19 FY2017-18 44.67 1.25 2.02 21.61 39.88 41.31 47.50 1.45 1.85 22.53 42.01 46.15 29.69 1.14 2.29 22.61 34.43 41.88 31.50 0.82 3.04 22.26 36.73 42.9 * For scope refer Independent Assurance Statement on page 176 As the energy requirement of these mega O2C projects is currently met by conventional energy sources, there has been increase in GHG emissions in FY 2019-20, reflecting the full year of operation of the Cracker complex, and stabilisation of the Petcoke gasification complex at Jamnagar. While nearly two-third of this increase in emissions is on account of Petcoke which is now consumed in-house instead of being sold to external customers, gasification 145 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated approach to sustainable growth Integrated Annual Report 2020-21Reliance Industries Limited project has also had multiple beneficial impacts. It has enhanced energy self- sufficiency for Reliance and improved energy security for India. Petcoke gasificaton is also used to maximise Hydrogen production which is rapidly emerging as the fuel of choice to combat climate change and achieve de-carbonisation across industries. It also provides a solid platform to significantly reduce the cost of carbon capture and utilisation by fixing the CO2 and converting it to value-added chemicals in a sustainable manner. Gasification asset has also become the primarily source of medical grade oxygen, producing over 11% of India’s total production and meeting the needs of nearly 1 in every 10 patients. Response to climate change will shape new business models and open-up huge opportunity sets to create value through a new energy and materials paradigm. As societal needs evolve, Reliance is committed to participate and lead in the transition to new affordable climate friendly energy and materials. During the year, Reliance unveiled its target to achieve Net Carbon zero by 2035. It also became one of the early firms to commit to WEF-IBC metrics on sustainability reporting. The WEF- IBC framework endorses TCFD and provides for a three-year pathway to achieve full TCFD implementation. The 6.2% reduction in GHG emissions during FY 2020-21 sets the tenor and trajectory for reduction in Reliance’s carbon footprint. The decrease in emissions is an outcome of several initiatives undertaken by RIL which include: • Energy Conservation and Fuel Mix Optimisation on a real-time basis • Deeper integration inside RIL’s core business management and processes • Adoption of next-gen digital technologies - IoT, AI / ML: - To capture fugitive emissions across the entire value chain - sourcing, production, storage, and distribution 146 - Predictive maintenance to reduce number of plant slow- downs and shut-downs • Consolidation, optimisation, and integration of operations across O2C sites - post commissioning and stabilisation of all O2C projects Over the coming years Reliance will deploy further resources - intellectual, physical, and financial and adopt a collaborative approach, to achieve further reduction in Greenhouse Gas emission. The key elements of our carbon reduction strategy include: • Transition from transportation fuels to chemical building blocks integrated with sustainable downstream derivatives • Transition from fossil fuels to renewable fuels for captive energy demand • Maximising use of biofuels and using bio-pathways to fix CO2 and facilitate conversion to renewable fuels and materials • Scaling up recycling of materials and maximising circularity across the value chains • Achieving CO2 capture, storage and conversion to useful chemicals and materials at competitive costs Reliance will continue to upgrade the strategy and roadmap with an endeavor to achieve Net Carbon Zero target sooner than 2035. creating sustainable sources of water. The key performance parameters that are being tracked in our Hydrocarbon business are mentioned below: 219 million KL Total water withdrawn 33 million KL Water discharged 99 million KL Water recycled Collaboration with Forest Essentials under #GoGreenWithFE R|Elan™ collaborated with Forest Essentials™, the Ayurveda- based skincare and perfume brand, to encourage recycling of used plastic packaging. Forest Essentials™ incentivised customers through a rewards programme to discard empty jars and bottles into a specially created collection facility at its major stores. This waste will be processed and repurposed to make GreenGold™ fibre and fabric used to make apparel, bags and other items. Water Management Waste Management Water is a critical resource for Reliance’s businesses. It has adopted a holistic and climate-conscious approach to manage water-related risks. The Company manages and monitors the amount of water withdrawn, discharged and recycled across its operations. Reliance takes proactive steps to recycle water using state-of-the-art technologies to reduce freshwater dependency. Treated effluents are reused in the cooling towers, for horticulture activities and in firewater networks. The Company’s world-class desalination unit at the Jamnagar facility is a testimony of its commitment to Reliance is a firm believer in the 3Rs of circular economy – Reduce, Reuse, Recycle. To improve circularity in plastics, the Company collects, sorts and recycles plastics to reduce dependency on new and virgin resources. The Company’s waste management strategy undertakes the following initiatives: • Adopting responsible plastic and e-waste management strategies across Reliance Retail. It is now authorised to collect e-waste and fulfil extended producer responsibilities • Recycling discarded PET bottles into fabric such as Recron Green Gold. We plan to more than double our recycling capabilities to about 5 billion PET bottles annually • Sponsoring more than 100 reverse vending machine installations across major cities to enhance public awareness about plastic waste • Using bioplastic for packaging and agricultural applications • Using flexible plastic waste in road making through our initiative, ReRoute • Transforming Multi Layered Packaging (MLP) waste to stable oil at refineries and O2C plants to produce plastics again • Recycling hazardous waste for use as alternate fuels and raw material for cement industries Energy Efficiency Operations Measures such as replacement with LED at retail stores, translucent roof- sheets at the warehouses, design changes to enhance natural lighting at the stores and wet cleaning of HVAC systems have contributed significantly to improving the Company’s energy efficiency. For its Digital Services business, the Company has put in place certain energy-saving systems that ensure one of the lowest carbon intensities per TB of data usage compared to other service providers. Across manufacturing sites, the Company has taken up several energy optimisation projects, waste heat recovery projects, opportunistic equipment upgrades and phase-wise implementation of Advance Process Control & Real Time Optimiser (APC & RTO) systems to improve on energy efficiency and resource conservation. 51,47,687 GJ Energy saved Renewable and Alternative Energy Reliance has increased the use of renewable energy to power its operations. The Company has installed rooftop solar panels, conducted trials of co-firing biomass with coal and invested in alternate energy solutions such as fuel cells and biofuels. These steps are helping the Company steadily reduce its dependency on conventional fuels. 6,91,217 GJ Renewable energy used for Company operations Ecosystems and Biodiversity Reliance conducts periodic environmental impact studies for its greenfield and brownfield projects to evaluate and mitigate ecosystem impact. It has planted mangroves on 875 acres of land around its Jamnagar refinery plant to preserve the ecological balance and has also planted saplings across its sites to conserve biodiversity. RIL ensures its operations have no net negative impact on local biodiversity and ecosystems. 2.3+ crore Saplings planted till date Contributing to Circular Economy Reliance recognises the need to transition to a low-carbon economy to grow sustainably while meeting investor expectations. It is taking proactive steps to accelerate this transition and has strengthened its internal governance mechanism to minimise, de-risk and mitigate risk as it moves to low-carbon operations. Recognising the growing consumer preference for environment-friendly products, Reliance supports initiatives that promote circularity – such as the development of the R|ELAN™ fabric. R|ELAN™ — Future- ready Fabrics R|Elan™ Fabric 2.0, the next- generation fabric brand, is made using specialty polyester fibres that combine functionality and fashion with a strong focus on sustainability. It is used across a portfolio of innovative, eco- friendly apparel segments such as activewear, denim, and ethnic and western wear. Circular Design Challenge: R|Elan™ ‘Fashion for Earth’ is an initiative rolled out in partnership with IMG and the United Nations Environment Programme to unveil a new collection called ‘Malai’. This collection won the second edition of India’s biggest sustainable fashion award, Circular Design Challenge, at the Lakme Fashion Week. It is made from a bio-composite material made from the agricultural waste of South India’s coconut industry and offers a viable alternative to non-sustainable materials. Collaboration with Pankaj and Nidhi at LFW R|Elan™ has conceptualised and consistently supports circularity to encourage sustainable fashion solutions. The Reliance team collaborated with the famous designer duo Pankaj and Nidhi for the second time to showcase its newest collection at the first-ever digital edition of Lakme Fashion Week 2020. Using cutting-edge technology, the team, along with the designer duo, developed innovative solutions such as R|Elan™ GreenGold – made from 100% recycled used PET bottles, R|Elan™ FeelFresh with anti- microbial properties and R|Elan™ Kooltex, which keeps the wearer cool for a longer time. 147 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated approach to sustainable growth Integrated Annual Report 2020-21Reliance Industries Limited Human Capital Creating an Empowered Workforce Reliance is India’s largest private sector employer and has more than 2,30,000 employees working in different businesses. It added over 75,000 jobs to the Indian economy during the challenging year. An employer of choice, Reliance strives to offer a fair, inclusive, emotionally satisfying and professionally enabling environment to its employees. The Company’s efforts got it featured on LinkedIn’s list of Top 25 workplaces in India. Eid, Christmas, Mothers’ Day, Family Day and Republic Day were conducted virtually and went a long way in showing empathy and care Ensuring Health and Safety The Company spread awareness, formed COVID-19 task forces and control rooms, ensured symptom checks and rapid tests and set up isolation and treatment facilities for employees. More than 3,50,000 employees and service partners undertook COVID-19 Symptom Checker Survey daily. Aggressive RT PCR and Antigen Testing for our workforce entering the premises helps to mitigate any spread in the workplace. Antibody tests are also conducted to identify workforce at less risk to work from office. Prophylactic medicines were provided to 43,000+ frontline and supply chain staff. The Company has now rolled out a vaccination drive for its eligible employees. Periodic checks on employees’ morale reflected employees’ trust on management. 96% of the respondents said they have faith in the leadership to tide over the crisis, 94% had a favourable response on ‘employee safety measures’ and 92% employees felt they are well connected with their teams. Robust Governance and Code of Conduct All employees must abide by the Reliance Code of Conduct with an aim to ensure the Company, its operations and its people act ethically and with transparency at all times. Decisions pertaining to employee Code of Conduct are overseen by the Board through an Ethics and Compliance Task Force comprising an Executive Director, a General Counsel, Group Controller and Group Company Secretary who guide and monitor the implementation of ethical business practices. The task force reviews complaints and incidents on a quarterly basis and reports them to the Audit Committee. Reliance has always put its people first, especially this year that has been fraught with uncertainties brought about by COVID-19. Reliance undertook several initiatives to ensure the physical and mental well-being of its employees during the year. The employees valued the support offered to them and RIL’s attrition number for the year reduced by less than half compared to the previous year. Prioritising Employee Well-being Reliance shifted to an agile working mode during COVID-19. Except for critical assets facing roles and front-line workers, workforce transited to work from home on account of safety. To keep them connected and motivated, the Company engaged with the employees regularly, albeit virtually. Other initiatives included: • Virtual onboarding of majority of new joiners to ensure social distancing and avoid travel • Employees earning below `30,000 per month were paid salaries in two tranches during the month during lockdown Individual business units conducted Fun Fridays to connect and engage with employees • • Major events including Townhalls, Leader Connects, People Manager Connects, Reliance Family Connects, Drishti Art and Essay Competition (organised by Reliance Foundation to bring together the children of its employees) Long Service Awards, Reward & Recognition Ceremonies, Sessions on Effective Listening and Building Habits and celebrations such as Independence Day, Diwali, Highlights FY 2020-21 Successfully delivered anytime-anywhere learning to over 27,000 visitors on the in-house designed platform for Spectrum, RIL’s annual learning event 50,000+ Freshers hired 75,000+ Jobs added to the economy 1.8 crore Man-hours of training imparted 6,000+ employees of Network18 contributed a day’s salary to the Prime Minister Relief Fund under the #IndiaGives campaign 148 149 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated approach to sustainable growth Integrated Annual Report 2020-21Reliance Industries Limited Integrated approach to sustainable growth Human Capital ISO 37001:2016 standard has been incorporated to effectively prevent, identify and respond to bribery risks. A new e-learning module on Anti- Bribery Management System – ABMS, has been introduced as a mandatory training for all new joinees as well as for existing employees. This course aims to equip the employees with the required understanding and knowledge to effectively prevent, identify and respond to bribery risks. It also encourages employees to speak up and raise genuine concerns related to any actual or suspected unethical conduct or breach of law. The Safety and Operational Management System matches the global standards of Occupational Safety and Health Administration (OSHA), National Fire Protection Association (NFPA) and Competency Assurance System (CAS) to ensure safe and reliable operations. All of RIL’s plants have implemented certified OHS management systems as per the ISO standards. Fostering Diversity and Inclusion, Nurturing People-first Culture Reliance has identified five material issues to guide the continuous improvement of its human capital and strengthen inclusion and safety at the workplace. These are: 1 Attracting and retaining talent 2 Fostering innovation 3 Diversity and Inclusion 4 Health, safety and well-being 5 Labour management and anti-discrimination 150 1 Attracting and retaining talent • Reliance is committed to investing in people and helping them grow. It attracts the best talent and helps them carve rewarding careers through continuous learning and development and growth-linked opportunities. • A performance-based transparent remuneration policy encourages employees to work towards common goals. All eligible employees receive performance appraisals on regular basis. Its values, led by the 3Ps – Purpose, Passion and Perseverance – bind the Reliance family together and contributed significantly to minimise turmoil during the pandemic. • • Reliance has a conscious • hiring process that encourages a progressive and inclusive work culture. Reliance hired talent from some of the leading institutions such as IIMs, XLRI, ISB, IITs, NITs, BITS and ICAI through the year. 1,400+ Differently abled talent works in the Reliance Group Connecting, engaging and growing together • Reliance moved to remote onboarding, virtual projects, gamification, online learning modules and virtual assessments for offers during COVID. • Reliance Family Day which commemorates the birth anniversary of Founder Chairman, Shri Dhirubhai Ambani, saw more than 50,000 employees with their families come together to celebrate the occasion virtually. • The Reliance MyVoice portal offers a channel to take forward Shri Mukesh D. Ambani’s call ‘to create a place for the employees of Reliance to share their views, ideas, and inspirations with one another in their own voice’. The Reliance MyVoice portal had total impressions of 1.4 lakh as of March 31, 2021. More than 23,000 users participated in over 3,000 energising conversations on the platform. • R-world, an intranet single sign-on platform, which was launched in 2021, has raked up 65,000 visitors and over 4,00,000 visits within three months of its launch. • The Company hosted a set of videos on Resilience, Virtual Collaboration, Leading Self and Managing Stress, among others, to help employees and others cope with the pandemic. The series garnered 14,000 views internally and 13,000 views externally. • The Career Acceleration Programme saw 7,000+ participants competing in the last two years. Sapphire Coaching Programme, First Line Young Engineers at Reliance (FLYER), Step- up Programme, Speed Mentoring, Vision Boarding and Talent Reviews were other programmes that continued to groom talent. • The Employee Experience Platform, a dedicated digital ecosystem for employee feedback, used advanced analytics to systemically generate insights that help leaders understand employee aspirations as they design a future-fit organisation. Continuous learning Reliance fosters a culture of continuous learning and personal development for career growth. The Company’s development trainings ensured continued upskilling and reskilling so that talent could stay relevant through the pandemic. • More than 87,000 employees accessed digital learning content via LinkedIn. Over 19,000 employees upskilled themselves through Coursera and more than 50,000 employees accessed in-house learning platforms. The employees of the Hydrocarbon unit alone availed more than 3.5 lakh hours of digital learning. • Organisational capabilities for the future are being built through initiatives like Spectrum and Learning Challenge that focus on innovative self-learning modules, skill-based sessions and live leadership talks, and are open for all employees to participate, learn and upskill. • FY 2020-21 was focused on upskilling the Company’s oil and gas employees on capabilities such as incident investigation and data science and enhancing digital literacy in HR, audit, risk and governance teams. • The IT organisation was trained on cutting-edge technologies such as Angular, MongoDB and NodeJS. The Petrochemical teams undertook customer-centric sales trainings to cater to changing customer preferences and channels. • COVID awareness training was made available to all on-field employees across security, RBML retail outlets and asset-facing employees at manufacturing sites. Going beyond for its people • Reliance has developed a maternity support programme with elements such as specific learning sessions, Employee Resource Group (ERG) for new parents, 182 days of maternity leave followed by six months of half day leave policy for new mothers, 84 days’ leave policy for adoptive parents and commissioning mothers respectively and five days of Paternity Leave. Reliance undertakes pro-active measures including 24*7 toll free helpline for women, child-care facility and self- defense workshops. • In Reliance Group, 236 women availed maternity leave, of which 156 resumed duties in the same financial year and 3,251 men availed paternity leave, of which 3,019 resumed duties in the same financial year. • For the differently abled, Reliance has rolled out the ‘Saksham programme’ to provide them with employment opportunities at the Reliance Retail stores. Additionally, Reliance has assigned them designated parking spots. 151 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated Annual Report 2020-21Reliance Industries Limited Integrated approach to sustainable growth Human Capital 2 Fostering innovation At Reliance, innovation is fuelled by the hunger to sustain growth and improvements on a continuous and consistent basis. The Company nurtures an environment that encourages its people to think out of the box and share ideas and solutions to help the Company innovate and grow. Some of these initiatives include: • Jio LEAP provides people at Reliance access to global thought and innovation leaders. Since inception, 50 Jio LEAP events have been organised, including with 3 Nobel Laureates, 2 Olympians and 19 CEOs. In its digital avatar, Jio LEAP clips have garnered almost 85,000 views. • Mission Kurukshetra’ is an Artificial Intelligence (AI) powered digital platform where employees collaborate and submit innovative ideas to grow the Company. It was launched in 2014 and is now a treasure trove of almost 33,600 ideas that have the potential to create significant value for the organisation. 3 Diversity and Inclusion Reliance believes in promoting a progressive and inclusive work culture that encourages everyone to grow. Its 5E framework fosters an inclusive workplace and stands for: • Educate: Sensitise and develop capabilities to foster an inclusive environment • Encourage: Visibly increase support of internal and external stakeholders • Enable: Support through infrastructure, practices and policies • Experience: Provide an inclusive experience to all employees; be allies and ambassadors • Effectiveness: Create, measure, monitor, report and benchmark 152 Company-wide diversity initiatives continue to sensitise employees on ways to strengthen the Company’s inclusive culture. Several up-skilling initiatives have been incorporated as part of these engagements to nurture women talent and leadership. These include Jagriti and Pragati, professional and personal development programmes such as Flying Lesson and R-Aadya and a unique story sharing platform ‘Her Story’. Programmes such as ‘We Women Leader’ aim to develop managerial skills among women employees. 39,000+ Women employees of Reliance Group benefitted through several up-skilling initiatives 1,800+ Women employees benefitted through R-Aadya All women ROs (petrol pumps) initiative has been implemented across the states of Rajasthan, Kerala, Jharkhand, Uttar Pradesh and Maharashtra. Reliance Retail has deployed more than 250 women as managers at their stores. These stores stand out in the industry on several parameters including safety, hygiene standards, discipline and working conditions. 4 Health, Safety and Well-being Reliance’s goal of zero injuries and incidents remains the bedrock of its health and safety approach. Occupational Health and Safety (OHS) risks have been minimised through trainings and multiple line of controls. The Company also achieved significant reduction in the lost workday cases and process safety incidents. Its HSE performance continues to be in the top quartile amongst its peers. Externally Facilitated Gap Assessments (EFGAs) are conducted routinely across all manufacturing sites to identify gaps in the Operating Management System (OMS) and develop plans to bridge them. All of RIL’s plants have robust mechanisms for workers to engage in the OHS management system. `592 crore Spent on health, safety and environment (HSE) initiatives Employee well-being initiatives at Reliance include: • Reliance offers an Employee Assistance Program (EAP) which gives employees and family members 24x7 access to a range of online tools and services in the area of mental health and well- being. Services include confidential emotional support by counsellors through tie-ups with a dedicated service provider. • In addition, through JioHealthHub, employees also have access to the best doctors empaneled on the app. Tele-consultations provide access to a wide variety of specialists for every medical need • Calendarised events like everyday Yoga, weekly well-ness expert connects and consistent communication helped employees to include these activities into their routine and schedules. The activities were spread across the five aspects of R-Swasthya, the company’s holistic wellness framework – physical, mental, social, spiritual and financial. • Mental and Emotional well-being of the employees was in focus through campaigns like Here For You, Gratitude and Hope and 21 Days of Yoga Festival. The Company has undertaken several measures with an aim to ensure the safety of its people: A fully equipped and well-qualified • HSE and Process Safety organisation at all locations • Competency Assurance System (CAS) for frontline staff that trains employees on safety aspects relevant to their roles • Behaviour-based safety programme designed to foster an incident-free culture • A Task Based Health Risk Assessment (TBHRA) that uses technology to map the health risks of employees vis-à-vis workplace hazards 5 Labour Management and Anti-Discrimination Reliance follows the United Nations Global Compact (UNGC) principles on Human Rights, Labour Practices, Environment and Anti-corruption. The Company’s operational units are materially compliant with local and national laws and are aligned to its ethics and human rights charter supported by a strong Code of Conduct and policy framework. Reliance follows the requirements of the Industrial Disputes Act, India, 1947 for issuing minimum notice period(s) related to significant operational changes. It also recognises employee unions and associations. Almost 100% of non- supervisory permanent employees across manufacturing locations are covered under the collective bargaining agreements. Reliance Ethics and Compliance Task Force monitors and manages the Company’s related performance and comprises the Reliance Group Head of HR, General Counsel, Group Controller and Head of Fraud Risk Management. During the reporting period, there were no known cases of child labour, forced labour, involuntary labour, sexual harassment and discriminatory employment. There is no difference in entry level remuneration between men and women recruited for the same cadre programme. Focus Areas • Reliance aspires to constantly upskill its employees to adopt emerging technologies, fuel innovation and bring in greater efficiencies. • The Company is committed to creating opportunities for its women employees and offer the best working environment to attract and grow its women talent pool. It had set itself a target of having 15% women workforce across businesses. At present, women employees form 16.9% of the Company’s workforce at a Group level. • Reliance aims to be a leader in the management of HSE, adhering to the global standards and safety management systems. Currently, it is leveraging its expertise in data analytics to build a platform to deliver simplified and interrelated safety processes for its employees. • It is also embarking on a programme to build a healthcare system for its workforce that will be at par with global standards. It continues to provide the best facilities to help its employees tackle the ongoing COVID-19 onslaught with initiatives such as 24x7 emergency services, mental and physical well-being programmes and R- Swasthya. 153 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated Annual Report 2020-21Reliance Industries Limited Manufactured Capital Creating Value across Production and Operations Reliance believes that India is well positioned to be one of the world’s fastest growing economies led by emerging opportunities and the expanding needs of its 1.3 billion citizens for infrastructure and resources. It is poised to become a change leader in the global economy. Reliance is committed to support India in this endeavour through its commitment to ‘Made for India. Made in India.’ As India transforms, Reliance is bringing together its vast capabilities and solutions portfolio – right from its world-leading connectivity services and an omni-channel retail ecosystem to its growing focus on new materials and energy forms – to help create a new India. Retail Reliance Retail aims to serve millions of customers with an outstanding value proposition, unlimited choices and superior quality through an omni-channel presence. With a registered loyal customer base of 156 million across 7,000 towns in India in FY 2020-21, it is ranked amongst the fastest growing retailers across the world. It offers one of the most extensive range of products, targeting some of the fastest growing segments such as household essentials, consumer electronics, fashion and lifestyle and more. Reliance Retail’s New Commerce model seeks to partner with millions of unorganised merchants through an inclusive model of growth while digitally enabling, empowering them and offering a compelling value proposition to grow their businesses and earnings. In line with the Company’s mission to reach the length and breadth of India and meet the needs of its customers, Reliance Retail continues to invest in building design and product development centres, developing a sourcing ecosystem and building supply chain infrastructure. 263 Warehouses and distribution centres till date 272 million ft3 Warehousing capacity till date Digital Services Reliance is developing indigenous solutions and adopting world-class technologies to get optimal returns on its digitisation initiatives. Reliance Jio is the fulcrum that is propelling the Company’s journey to become future-fit in a digital-first world. It leverages digital technology and smart manufacturing applications to not only create business solutions but also innovate business practices for the connected world. The Company is continuously upskilling employees to accelerate the adoption of technology to improve efficiency, productivity and data protection. Reliance is also enabling India to realise the potential of a digital-first world through increased access and reduced costs of digital data. India has the lowest cost of data per GB in the world. Reliance Jio has built a scalable technology infrastructure that connects 426.2 million customers across the country and powers millions of enterprises to create value. During COVID 19 pandemic, Jio successfully met the needs of surging data traffic as millions of citizens adopted to digital services in order to stay connected, access education, healthcare and essentials and stay productive. The entire operations were carried out despite minimum staff and pandemic related restrictions owing to high degree of automation and network virtualisation. Highlights FY 2020-21 Jio acquired the right to use spectrum in all 22 circles RIL continued O2C operations at near 100% utilisation 2.5+ million Homes reached by Jio Fibre Gigabit Broadband Total owned spectrum footprint increased by 56% to 1,732 MHz RIL commissioned Asia’s deepest gas field and India’s first ultra- deepwater gas field Reliance Retail has become the only Indian Retailer to feature in the ‘Global Powers of Retailing’ Reliance Retail has a footprint of 33.8 million sq. ft. with 12,711 stores spanning 7,000+ towns 154 155 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated approach to sustainable growth Integrated Annual Report 2020-21Reliance Industries Limited asset management through effective monitoring of assets in real time. • By integrating work and information flows, the Company has facilitated cross-domain collaboration among various technical and support functions, leading to smarter and innovative methods of working. • Reliance leverages smart manufacturing processes across its value chain – including developing and deploying smart sensors and control elements such as edge devices, no-touch remote operations, paperless manufacturing and workflow execution. A combination of robotics, predictive and prescriptive analytics sends out alerts about impending equipment failures to minimise disruptions. • Reliance Integrated Operations Centre provides a comprehensive view of the entire operations with up-to-date analysis. Real-time communication from well-head production units to plant utilisation enhances productivity as teams collaborate with an ‘outcome- based approach’. Raw Material Security Reliance benefits from its ability to process a wide variety of feedstocks and crude grades sourced from diverse geographical regions. • Its fully integrated operations facilitate feedstock security and offer economies of scale. • The deep integration across its O2C business facilitates maximum capacity utilisation while minimising dependency on external feeds. • Reliance optimises its sites regularly to take advantage of the feedstock flexibility between naphtha, ethane, off-gases and C2C3. Ethane imports continue to afford cost advantage, provide feedstock security and positively impact profit margins. • Reliance tries to maximise utilisation of recycled material as feedstock in line with 3R philosophy. Asset Protection and Security Reliance prioritises performance of solutions and safety and protection of assets across its businesses. • It has built India’s largest organised retail business by investing in economies of scale and creating world-class technology- enabled supply chains that put security at its core. • The Company has incorporated robotic processes and automation technologies to eliminate workplace hazards. • • The Reliance Secured Connected System (RILSCS) ensures cyber security along with its multiple IoT devices and solutions. It has developed a robotic solution for the remote raking in/out of circuit breakers so that hazardous exposure of electric-arc flashes can be eliminated at its refineries. • Reliance employees, assets and operations are guarded by Global Corporate Security (GCS) officers Integrated approach to sustainable growth Manufactured Capital Digital Oil Field by Jio Jio has implemented a ‘Digital Oil Field’ solution using AI to generate big data for the Group’s Oil and Gas business wherein entire oil field operations are connected through fibre optics. This simulates the behaviour of the producing field as an online management system across the life cycle of the asset. By creating a digital replica or a ‘Digital Twin’ of assets from engineering, construction and operations, the business can reduce manual effort as well as collect, collate and process information faster. Driving Digital Inclusion and Fostering Innovation Reliance Jio has spearheaded digital inclusion in India since 2016. In the latest auction led by the Department of Telecommunications, Government of India, Reliance Jio won the spectrum rights for all 22 circles across India. Jio has entered into a trading agreement to use Bharati Airtel’s spectrum in the 800 MHz band to further consolidate its spectrum footprint. The Company has built a world-class, IP-led strong and future-proof data network with the latest 4G LTE technology. It is the only network conceived and born as a mobile video network from the ground up, supporting Voice over LTE (VoLTE) technology. Oil to Chemical (O2C) Reliance continues to identify opportunities to grow its O2C business through adaptive and flexible strategic measures. During the year, Reliance processed 71.9 MMT of total feedstock, The total production meant for sale stood at 63.6 MMT. During COVID-19, the world saw an unprecedented demand shock which brought down oil prices in the first half of the year. A rebound in the global economy enabled recovery of the O2C business, aided by supportive policies as well as supply and logistical constraints. The Company’s strong international and domestic supply chain, robust logistics network, deep integration and feedstock flexibility helped it fend off significant demand destruction in the O2C business. Oil and Gas E&P By exploring, extracting, producing, and marketing hydrocarbons, Reliance aims to maximise value creation for stakeholders and drive consistent growth. To optimally utilise its existing infrastructure, Reliance is focusing its exploration efforts in catchment areas. By safeguarding critical resources, the E&P business ensures functional continuity and project delivery with minimal disruptions in operations. The Company aims to increase the share of natural gas in India’s energy mix. Reliance has commenced production from R-Cluster and Satellite fields in the KG -D6 block. The combined production from these two fields is expected at >18 MMCMD, accounting for nearly 20% of India’s current gas production. Strengthening the framework to build a digital-first company Smart Manufacturing - Asset Utilisation and Reliable Operations Reliance is committed to responsible and optimal utilisation of resources led by the UN SDG of ‘Responsible Consumption and Production’. • The Reliance Management System (RMS) supports an agile, future-ready digitised organisation that ensures responsible utilisation and efficient 156 157 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated approach to sustainable growth Integrated Annual Report 2020-21Reliance Industries Limited financial services, new commerce, education, healthcare, agriculture, smart cities, smart manufacturing and mobility with access, affordability and scalability. The Jio Platform is powered by technologies such as 5G, cloud computing, devices and operating systems, big data analytics, AI and ML, Virtual Reality (VR) and Augmented Reality (AR), blockchain, natural language processing and computer vision. This gives Reliance a massive advantage as it seeks to foray into sectors such as media, Integrated approach to sustainable growth Manufactured Capital Moving Towards Future Readiness Reliance believes that sustainable growth can be achieved when it optimises value creation for millions of its stakeholders by bringing together capabilities across core industries and the digital segments. It aims to continue pioneering business models, integrating back and front-end operations while tapping emerging opportunities and adding strategic partners when required. Retail Reliance Retail is looking at deploying AI and Machine Learning (ML) to identify patterns and garner predictive insights into customer behaviour. This will help the Company deliver products tailored to changing customer needs faster, build real-time value and enhance overall customer experience. It is transforming its end-to-end procurement processes, making it simpler, more efficient and digitised. Oil to Chemicals (O2C) Transconnect, a fleet management programme of Reliance BP Mobility (RBML), aims to de-clutter the transaction process for commercial vehicle owners with a secure card-less service. Reliance is developing captive and cost- effective feedstock supplies to achieve feedstock security. To boost capabilities and reach for its oil marketing business while ensuring quality, RBML launched tamper-proof high-density PE packs for doorstep delivery and uses HDPE containers for the non-transport sector. • Reliance has developed a secure document-sharing platform called ‘E-Room’ for collaboration with internal and external stakeholders as its employees are working from home due to the pandemic. Retail • Data privacy awareness campaigns are conducted regularly to sensitise employees on the need to be vigilant, compliant and cautious. Managing Systemic Risk and Disruption To manage assets, appropriate controls and contingencies are in place, making sure all systems operate effectively and with minimal downtime. These systems are a combination of assurance provided by the management, self- verification, embedded functional assurance and independent assurance. • Reliance has developed an automated system workflow to avoid or minimise manual intervention in most of the business and customer- centric processes. • To be at the forefront of digital disruption taking place globally and in India, Reliance Jio has indigenously developed the next-generation 5G stack, to make 5G affordable and accessible everywhere. • Jio has collaborated with global technology leaders to develop an open and inter-operable interface-compliant architecture- based 5G solution to accelerate the development and rollout of indigenous 5G network infrastructure and services in India. This technology marks the entry of Jio into the Gigabit 5G product portfolio and provides subscribers with faster data at lower costs. In the O2C business, the Company aims to capture margins across conversion chains through deep integration and by reducing exposure to the risk of product cyclicality. • round the clock, which de-risks and secures operations. Data Security and Privacy Reliance is constantly evolving its Data Protection Policy to comply with Indian regulations and global best practices and standards. • Reliance continues to adopt ‘Next Generation Cyber Security Architecture’ based on the Defence- in-Depth (DiD) strategy that offers enhanced detection, prevention and correction capabilities to counteract cybersecurity threats at each level of the IT ecosystem. Its state-of-the-art threat detection tools protect and defend operations against existing and emerging cybersecurity attacks such as phishing, distributed denial-of-service (DDoS), ransomware and malwares. • • At Reliance, privacy of data and information is upheld by default and covers the processing, storage and access to information required in the normal course of business in line with the Information Technology Act (2000) and Rules (2011). Additional user consent is required if software solutions share data with third parties. • Personal data of all employees is adequately secured. Explicit employee consent is secured for access to data or services provided by a third party. Digital Services Jio has committed to digitise more than 50 million small businesses in the country, responding to the call of building an Atmanirbhar Bharat and an inclusive nation. Jio Platforms and Qualcomm technologies have collaborated for local manufacturing of critical equipment to catalyze 5G ecosystem in India. In collaboration with Google as a strategic partner and investor, Jio aims to develop an entry-level affordable smartphone with an optimised operating system. Reliance aims to make India a ‘2G Mukt Bharat’ with the launch of Jio phones, which aim to upgrade 300 million 2G users to 4G. To improve operating efficiencies of its network, Jio aims to install India’s largest blockchain network with tens of thousands of nodes. This blockchain technology will further deliver unprecedented security, trust, automation and efficiency to almost any type of transaction. Building the Future of Transportation in India Reliance Strategic Business Ventures Limited (RSBVL), a wholly owned subsidiary of Reliance Industries, has acquired additional equity stake in the US-based technology company skyTran Inc. The futuristic dream of autonomous, zero-emission vehicles arrowing above congested streets is being brought to life by skyTran. With this investment, Reliance aspires to bring to India high-speed efficient and economical intra- and inter-city connectivity through a ‘Transportation- as-a-Service’ platform. 158 159 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated approach to sustainable growth Integrated Annual Report 2020-21Reliance Industries Limited Integrated approach to sustainable growth Intellectual Capital Fostering Wealth through Innovation Highlights FY 2020-21 900+ Researchers and scientists 91 Patent applications filed J2,572 crore R&D expenditure J320 crore Value benefit derived 137 Patents granted 28,000+ Engineers in technical roles Reliance has always endeavoured to deliver on its societal and business goals through new ideas, innovation and pioneering technology. It has its pulse on evolving customer needs through continuous engagement, which is at the centre of its product development roadmap and innovation initiatives. Over the years, Reliance has transitioned from being a smart buyer to a flagship developer of technology to support its diverse businesses and create value for every stakeholder. Reliance has more than 900 researchers and scientists from world’s top institutes working on developing next-gen technology solutions to solve some of the most pressing Indian and global challenges. The Company has developed functional competencies through a robust global network. It has also established an ecosystem to incubate, harness and progress innovative and feasible ideas. Its R&D facilities are equipped with new-age technologies and advanced infrastructure that accelerate experimentation and development of innovative products. It encourages path-breaking thought leadership and innovation beyond its R&D teams to foster a culture of innovation across the Company. The Company acknowledges that the first three industrial revolutions based on fossil fuels have disturbed the natural carbon cycle of the planet. It recognises that the Fourth Industrial Revolution offers an opportunity to repair and restore the earth. Reliance believes that new ideas, new materials, environment-friendly energy sources and digitisation will bring about the paradigm shift required to achieve its Net Carbon Zero target by 2035. Through its intellectual capital, Reliance not only focuses on business growth but also contributes to UN SDGs. The Company’s R&D efforts endeavour to improve agricultural productivity, use CO2 as a valuable feedstock, provide access to the internet at an affordable price and reimagine entire energy ecosystems. Reliance is using its R&D skills and competencies to identify new ways to detect, protect and treat COVID-19 patients and find solutions to help communities at large stay safe from the pandemic. Leveraging its Intellectual Capital to Fight COVID-19 • The Reliance R&D team designed a process to produce sanitisers aligned with WHO specifications at 20% of market cost. • The team is working with various CSIR labs to certify Nexar polymer, which has shown the ability to destroy the lipid layer of various viruses and bacteria. • Reliance developed novel cost- effective diagnostic kits called ‘R-Green’ and ‘R-Green Pro’ for COVID-19 detection. The kits have received ICMR approval. • The Company submitted a proposal for the application of Niclosamide as a potential drug against COVID-19. • Reliance is working to address insufficient ventilator supply in emergency rooms across hospitals in India by deploying a concept developed in Italy, which enables CPAP machine with a 3D-printed charlotte valve and special snorkelling mask. • Reliance foresaw the significant rise in demand for onsite oxygen as the pandemic rages. It has started working on value-engineered robust design for oxygen generators capable of producing 5-7 litres of oxygen per minute with a purity of 90-95%. 160 161 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated approach to sustainable growth Integrated Annual Report 2020-21Reliance Industries Limited Integrated approach to sustainable growth Intellectual Capital Innovation and Technology Circular Economy Reliance believes that innovation and technology are key pillars of growth. The Company’s focus on innovation has enabled it to grow from a humble textile trading firm to a Fortune 500 company. Now ranked among the world’s best, Reliance nurtures an entrepreneurial and innovation-led mindset that equips it and the country to boldly venture into the future. At Reliance, R&D investments have resulted in several breakthrough technologies and a diverse patent portfolio. The Company’s robust internal Intellectual Property (IP) governance framework ensures that these patents are aligned with the Company’s business goals. In addition, an IP governance framework helps it adhere to compliance requirements. Research and Technology (R&T) The role of the R&T unit at Reliance is to create innovative products and processes to augment the profitability and growth of the Company by creating stakeholder value and providing a long-term competitive advantage. In line with the Company’s core goal of solving societal problems, the unit also helps businesses broaden reach and transform lives. Clean Energy • Reliance R&D has been operating a pilot facility where it converts sunlight, CO2 and seawater to renewable biocrude. The plant has been running continuously without crashing for more than four years, a world record. • A catalyst that can be used to convert high-ash Indian coal to high- value syngas has been developed by the R&D team. • Reliance is testing a High Temperature-Polymer Electrolyte Membrane (HT-PEM) fuel cell system on simulated Jio towers. • Reliance is committed to pioneering circular economy practices and become one of the leading plastic recyclers in the world. It is using waste plastic in road constructions and developing bio-plastic through the catalytic gasification process. • • The Company has developed a catalytic process that can convert plastic waste to stable oil, which can be processed in refineries or petrochemical plants to produce plastics again. • Reliance Catalytic Hydrothermal Liquefaction (RCAT-HTL) technology converts any organic waste and biomass into renewable crude. The renewable crude can be further processed to produce transportation fuel. The technology is ready for commercialisation and has the potential to significantly contribute to the Company’s Net Carbon Zero target. • Reliance is addressing the environmental impact of discarded PET based fabric by separating PET from mixed fabric blends and converting it back to fibre and fabric. • The Company’s R&D team is developing an in-house technology to covert waste recyclable polyester material into valuable chemicals • The team has also developed a waste PVC based adhesive. Climate Action • Reliance has developed a catalyst to convert methanol and CO2 to high-value Dimethyl Carbonate (DMC) product. • The Company is also developing a sorbent based circulating fluidised bed process for concentrating CO2. Bio-innovation • Reliance has pioneered synthetic biology led innovation for next-gen biomaterials and food ingredients to create new business opportunities in food, agriculture, material and health. • • Its expertise in synthetic biology has helped the Company develop alternatives for conventional food and feed ingredients, with one of the lowest carbon footprints. It is working on bio-innovations to increase agriculture productivity by combining its expertise in photosynthesis research with AI and ML tools. • • Reliance is working on using prediction systems for novel agriculture solutions and synthetic biology product development using CRISPR technology. It is using the Bio Coal Bed Methane (Bio-CBM) process to turn un-minable coal to methane. Methane can help meet India’s burgeoning energy needs through cleaner energy. • Reliance is developing sustainable biomaterials and polymers (such as nanocellulose, polyhydroxyalkanoate (PHA) and high-strength silk, among others), which can be produced on an algae platform using CO2. Industry and Infrastructure • Reliance has developed a new technology for functionalisation of the elastomer. It has developed a new class of ionic cross-linked elastomeric materials, which provides excellent adhesion to rubber, metal, wood substrates and plastic. • The R&D team is developing carbon fibre composites to make lightweight automotive body parts. • Reliance has developed internally plasticised PVC (IP-PVC) for specialised application and polymer composites (disentangled high molecular weight polyethylene) for lightweight vehicle and body armour. • The Company’s R&D and Petro Chemical business have jointly developed thermoset composite solutions that can be coated on surfaces as a protection from corrosive environments. Focus Areas Reliance will continue to focus on building a society powered by digitisation – one that can transform lives and address global issues such as climate change. The Company plans to invest in R&D in line with its growth ambitions and relevant needs of the country. It will focus on supporting emerging growth opportunities, fostering circular economy, reducing GHG emissions and encouraging adoption of sustainable practices. Oil to Chemicals (O2C) • The Company built an online • Reliance R&D team developed a new Multizone Catalytic Cracking (MCC) process to convert a wide range of distressed hydrocarbon feedstock and/or neat crude to high-value propylene, ethylene and BTX (Benzene, Toluene and Xylene) without producing any fuels. This technology is a foundation for the Company’s O2C sustainability plan. A 5 KBPSD MCC demonstration plant design is also in progress. • Reliance developed low-cost anti-coking and sulfiding additive Disulfide Oil (DSO), which is an effective alternative to specialty additives such as Di-methyl Di-sulphide. It has received several awards for this patented technology and started commercial production of the DSO. • The Company developed an in- house FCC catalyst to improve conversion and propylene yield. It has also developed a catalyst for high-performance material, a slurry ethylene polymerisation process to produce bimodal pipe and blow moulding grade HDPE, novel cobalt-based catalyst for linear PBR grade and a bimetallic catalyst to replace vanadium. • Reliance developed the Reliance Olefins Removal Catalyst (REL- ORCAT), a zeolite-based adsorbent for BI reduction in aromatics. REL- ORCAT is regenerable, less costly and has a better life cycle. corrosion-monitoring tool using the dynamic diffusion reaction model. Fourth Industrial Revolution • Reliance is using facial recognition technology to comply with DoT KYC norms. • Jio is the first telecom network • globally to roll out VoLTE at scale. Reliance co-developed an IIoT device to monitor the health of rotary equipment to reduce maintenance cost. It aims to bring transparency and traceability in goods transportation through investments and research in blockchain. • The Company implemented several AI/ML projects in the areas of polymers, algal cultivation and catalyst development. Technology Absorption • The Reliance R&D team developed a catalyst for the improvement of the cycle length of DHT units. • The team designed a low- cost process for extraction of valuable metals from gasification slag. • The team also developed ICP and Homo Grades PP with Reliance Proprietary Diester Catalyst System. • The team developed zeolite molecular sieve-based adsorptive process and commercialisation for 1 Octene purification for HMD. • The team designed an adsorbent and a process to ensure 80% propylene recovery from the polyolefin plant off-gas. 162 163 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated approach to sustainable growth Integrated Annual Report 2020-21Reliance Industries Limited Integrated approach to sustainable growth Financial Capital Maximising Stakeholders Value Highlights FY 2020-21 J79,667 crore Capital expenditure J53,739 crore Net profit J14,817 crore Total spend on employee benefits J5,39,238 crore Revenue J97,580 crore EBITDA Maximising stakeholder value is the core philosophy at Reliance. Be it shareholders, customers, suppliers, employees, communities, providers of capital like bondholders and banks – Reliance considers all of them in its value creation process. The Company’s investments are focused on R&D, inclusive growth and promotion of new businesses while addressing national and global priorities, including meeting environmental goals, and providing optimal returns for all stakeholders. The Company’s robust financial and operating performance despite COVID-19 induced restrictions and economic challenges is reflective of its inherent strengths and sound strategy. It has always aligned its businesses with its goal of building an inclusive, strong, prosperous and self-reliant India. Reliance has always maintained a conservative financial profile with an optimum capital structure and investment-grade credit ratings. The Company has been recognised as the biggest wealth creator among India- listed entities for the period 1995-2020. With an aim to ensure that it follows the highest standards of governance and compliance while growing, the Company has set up various committees to monitor and review performance regularly. The committees comprise functional leaders, experts and management representatives to identify and mitigate potential risks and take timely measures. Reliance’s track record of building world-class businesses is testimony to its approach for sustainable value creation. This involves establishing leadership position in chosen areas of businesses, investing in state-of-the-art technologies and creating strong consumer value proposition. Economic Performance The pandemic has altered the way we live and work. Reliance has been able to successfully navigate through turbulent times and displayed the resilience of its business model by generating strong financial numbers. During the reporting period, Reliance generated revenue of `5,39,238 crore lower by 18.3%; EBITDA of `97,580 crore, lower by 4.6%; and net profit of `53,739 crore, higher by 34.8% compared to FY 2019-20. The decrease in revenue was primarily due to lower volume and realisation across key O2C products and marginally lower revenues on account of store closures and operational disruptions in the Retail segement. This was partially offset by higher revenue from the Digital Services segment. Largest ever capital raise in India During FY 2020-21, Reliance forged defining strategic partnerships with leading technology firms and marquee investors across businesses. Through the rights issue and asset monetisation, Reliance executed the largest ever capital raised in India. J2,60,074 crore Largest ever capital raised in India The fund raised along with capital commitments exceeded net debt levels, helping Reliance achieve a net debt free balance sheet ahead of the stated timeline of March 2021. Last year it successfully raised `53,124 crore through a rights issue, which was oversubscribed 1.59 times. The successful completion of capital infusion is a reflection of the shareholder’s trust in it. Business Performance Reliance’s businesses performed well across the board and generated strong cash inflows notwithstanding the challenging macro environment. Reliance Retail delivered a resilient performance despite the unprecedented and challenging operating environment arising from the COVID-19 situation. During the reporting period, Reliance Retail generated a gross revenue of `1,53,818 crore. The revenues were impacted on account of store closures (80% stores operational), lower footfalls (65% of last year) and operational challenges. Through gradual rebound 164 165 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated approach to sustainable growth Integrated Annual Report 2020-21Reliance Industries Limited Integrated approach to sustainable growth Financial Capital #1 mobile operator in terms of both Adjusted Gross Revenue (AGR) and subscribers. To ensure people remain connected during the pandemic, Jio is leaving no stone unturned to enable all Indians to work from home, learn from home and access healthcare at home through its world-class broadband solutions. Strategic initiatives to be rolled out by Jio in partnership with Facebook and Google will further improve its consumer service offerings. In the next leg of its growth story, Jio is committed to democratising digital services and enhancing customer experience through innovative platforms and services. Reliance is committed to invest and grow in the media industry amidst a dynamic business environment. Network18 Media & Investments aims to be a channel-agnostic provider of top-draw content across genres, languages and geographies. During the reporting period, consolidated EBITDA rose by 29% y-o-y to `796 crore despite the impact of the pandemic dragging revenues by 12% y-o-y. The media industry, which is heavily dependent on advertising revenue, faced many challenges due to COVID-19, but the advertising revenue has largely recovered and subscription share in the revenue is on the rise. Network18 has used this opportunity to rethink its business model and is growing stronger. Reliance has initiated the process of carving out the O2C business, which is expected to complete in 2021. O2C a key engine of growth for Reliance. It offers the right opportunity to accelerate into new energy and new material businesses buoyed by growing presence in the clean energy space. Reliance operated its O2C facilities at near 100% even during the COVID-19 crisis by shifting products to foreign markets. Its revenues from the O2C business declined by 29% y-o-y to `3,20,008 crore due to a decline in average crude and feedstock prices. The segment EBITDA was also lower due to weak demand environment, but gradual improvement in economic activities supported demand and margin recovery. Reliance is well positioned to exploit the opportunity this sector offers, having pioneered vertical integration and conceived the O2C concept well ahead of the industry. The oil and gas industry went through a turbulent year globally as COVID-19 related restrictions lowered overall demand, which led to the fall of Brent prices. The revenues of the Company’s Oil & Gas segment decreased by 33.4% of revenue streams, judicious cost management initiatives and higher investment income, the business posted its all-time high profit (EBITDA) of `9,842 crore. During the year, Reliance Retail continued its focus on expansion, strengthening omni-channel presence and digital platforms and building capacities for home delivery. The business expanded its partnership with merchants across the country under its inclusive New Commerce model. By the end of the year, the digital commerce and merchant partnerships business contributed nearly 10% of revenues, significantly stepped up from near zero in the preceding year. Reliance Retail made strategic investment throughout the year to strengthen its capabilities in supply chain, technology and product portfolio. These include the acquisition of a leading marketplace, Netmeds, furniture and home décor retailer, Urban Ladder, and the lingerie and intimate wear brand, Zivame. In Digital Services, Reliance Jio became the first operator outside China to onboard 400 million subscribers in a single country market. The business segment delivered revenues of `90,287 crore, as against `69,605 crore in previous year. The segment EBITDA was at `34,035 crore for the year, as against `23,348 crore in previous year. The pandemic-induced lockdown and work-from-home (WFH) adoption resulted in increased usage of digital data and related services. Jio had a total customer base of 426.2 million as on March 31, 2021 and is ranked Focus Areas Reliance will remain committed to accelerating the pace of value creation for stakeholders through capital discipline and optimal utilisation of its resources as it enters the next stage of its evolution. It will accelerate the pace of growing capabilities for digital, new commerce, new energy and new material businesses. The Company will continue to invest in areas of opportunity to further India’s inclusive growth story, reflecting its call of ‘Made for India. Made in India’. y-o-y to `2,140 crore in FY 2020- 21 compared to `3,211 crore in FY 2019-20. The decline in revenue was primarily due to lower volumes from conventional fields and overall lower commodity price realisation. Macro trends are however reviving, aided by the COVID-19 vaccine drive. Over the years, Reliance has consistently created value for stakeholders and established a sustainable, responsible business based on a deep understanding of its customers and their evolving needs. Pragmatic business policies and strategies that propelled growth include scaling market penetration, cost and operational efficiencies. This is backed by the Company’s unwavering focus on developing and maintaining long-term sustainable relationships with stakeholders and bringing quality products and services as well as continuous innovation to the market. The Company offers its employees the opportunities and platforms they need to reach their full potential. The total spend on employee benefits for the year was `14,817 crore vis-à-vis `14,075 crore in FY 2019-20. Apart from financial benefits, the Company extended care for employees beyond tangibles and offered a nurturing, supportive environment in a year fraught with challenges. Robust Balance Sheet and High Liquidity Strong operating cash flow and largest ever capital raise further strengthened the Balance Sheet. Reliance achieved its net-debt zero commitment ahead of stated timeline. High liquidity and robust balance sheet will support next phase of growth across businesses. During the year, RIL made pre-payment of US$7.8 billion of long-term foreign currency debt, with requisite approvals from the RBI. This is the highest ever pre-payment of debt undertaken by any corporate borrower in India. Reliance retained its credit rating of ‘CRISIL AAA/Stable’ from CRISIL, ‘IND AAA/Stable’ from India Ratings, ‘Baa2’ from Moody’s for its international debt and ‘BBB+’ from S&P. The ratings are indicators of a strong credit profile and a robust balance sheet, which are definite positives for the Company’s long-term growth trajectory. 166 167 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated approach to sustainable growth Integrated Annual Report 2020-21Reliance Industries Limited Social and Relationship Capital Creating and Nurturing Vibrant Ecosystems Highlights FY 2020-21 `1,140 crore Total CSR spends 11,000+ Customers served for chemicals and materials 426.2 million Jio customer base 156 million Retail’s registered loyal customer base Inclusive New Commerce model seeks to partner with millions of merchants and kiranas empowering them to grow their businesses 168 4.5+ crore Served people in over 44,700 Indian villages since inception 40+ crore Subscribers seamlessly served by Jio services during COVID-19 Reliance believes in creating shared prosperity, sustainably. The Company understands India’s pulse and has created value for millions of Indians across India, giving hope and wings to their aspirations. It shares deep bonds with the communities in which it operates. Reliance’s community-facing programmes have touched almost every part of India and the Company aims to broaden its reach and impact using innovation and technology. and initiatives outline the vision, mission, thrust areas and key requirements as per Schedule VII of Section 135 of the Indian Companies Act, 2013. Its community-focused programmes aim at bringing about societal change and bridge developmental gaps through education, empowerment led by creation of livelihoods, transformation of ecosystems, reducing gender gap and promoting sustainable development. The Company is committed to supporting the nation’s goal of Atmanirbhar Bharat (Self-reliant India). The overall CSR spend for FY 2020-21 stood at `1,140 crore. The Company’s CSR initiatives have served over 4.5 crore people in over 44,700 villages of India since inception . Reliance’s initiatives went a long way in rebuilding disrupted livelihoods, promoting the health and welfare of people, strengthening water and food security while enabling and skilling women and youth. Its community- building initiatives focus on rural transformation; education; health; sports for development; arts, culture and heritage; disaster response and urban renewal. It leverages technology for implementing developmental solutions through trained professionals. A detailed overview of the Company’s CSR programmes and spends is presented in page 213 of the Integrated Annual Report. Reliance considers the trust that it shares with its stakeholders the cornerstone of its success, which has led to its sustained and profitable growth. The Company aims to respect the rights of all its employees, including contractual staff, suppliers and local communities, across its operations and value chain. It has built inherent checks and balances to identify and prevent violation of their rights and address potential impact across the value chain. Reliance prioritises salient issues – those that make communities most vulnerable and susceptible to impact, as a result of its activities and business relationships. The Company’s policies and procedures are designed to prevent and address potential risks in a timely manner as its business grows. Reliance’s Board-level Corporate Social Responsibility and Governance (CSR&G) Committee oversees community development initiatives, ensuring stringent due diligence, review and tracking impacts. The three key material issues identified and being addressed by the Company under its social and relationship capital include: • Community development • Customer satisfaction • Supply chain management Community Development – Partnering for Holistic Inclusive Growth Reliance has one of the largest commitments to Corporate Social Responsibility (CSR) spends in India. It delivers on its social commitments at the site level as well as partnering with Reliance Foundation and other NGOs for wider reach. The Company’s CSR policy HEALTH – Standing by India during COVID-19 and Beyond Reliance is committed to enhancing access to quality and affordable healthcare in India, led by the motto ‘Health for All’. It extends care to the most vulnerable sections of society through an integrated healthcare model and network of delivery mechanisms. During the pandemic last year, Reliance responded with the speed and agility that can only be achieved with years of value creation. The Company’s priority last year was to protect lives and livelihoods, while growing business responsibly and will continue to be its focus for the upcoming years as well. COVID-19 created unprecedented pressure on public health systems across India. Through Reliance Foundation, India’s first dedicated COVID-19 hospital was set up in collaboration with the Brihanmumbai Municipal Corporation (BMC). The Foundation also extended its existing healthcare services to COVID-19 patients. As the second COVID-19 wave hit India, Reliance scaled up its operations to support the country’s fight against the pandemic. Reliance Foundation is managing nearly 875 beds, including 145 ICU beds, across three locations in Mumbai. Additionally, it is setting up a 1,000-bed COVID-19 Care facility with oxygen supply in Jamnagar. Further, Reliance deployed an extremely efficient and seamless process that enabled vaccination of more than 50,000 citizens in its Sir H. N. Reliance Foundation Hospital. Reliance is supplying over 1000 MT of medical-grade oxygen per day to states to meet the needs of one in 10 patients across the country. 169 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated approach to sustainable growth Integrated Annual Report 2020-21Reliance Industries Limited Integrated approach to sustainable growth Social and Relationship Capital Delivering healthcare, safety and hope Interior rural areas suffer from lack of adequate local healthcare facilities. Mobile Medical Units (MMU) play a key role in augmenting primary healthcare capacities in these areas. Impacted by the pandemic, Shreemati Poonam Baiga, the pregnant wife of a migrant worker, had to return to her native village Shahdol with no means to take care of her medical expenses. Lack of prenatal and antenatal care and institutional deliveries lead to high infant mortality rates in India. The MMUs run by Reliance Foundation provided her with the imperative health check- ups, counselling, medicines and supplements. They also ensured regular check-ups to help her give safe birth. Four Mobile Medical Units (MMUs) run by Reliance Foundation provide critical primary care to 150 villages of Shahdol, Kotma and other villages in the Shahdol-Phulpur Gas Pipeline (SHPPL) corridor. These MMUs also helped in complementing government efforts for COVID-19 care and treatment. The Foundation also provided dry ration kits to more than 1,500 poor households and food to 40,000 through a central kitchen at Shahdol village. Livestock Care Livestock farming generates additional income for farmers, especially in the arid regions where income from agriculture is often poor or uncertain. Kiran Turadkar (45) of Wagdaon village in Chandrapur, Maharashtra runs his household on income from agriculture and livestock farming. When his buffaloes suffered from lumpy skin disease and could not be put to work, he had to pay to hire buffaloes from others. Reliance Foundation Information Services apprised Kiran of a free livestock treatment camp where he got his animals treated and received medicines for them free of cost. Reliance supported and treated over 1.9 lakh livestock through better nutrition, healthcare and animal husbandry practices during FY 2020-21. Water Resources for All Lack of irrigation facilities makes small and marginal farmers susceptible to the vagaries of rains. Chal-Khal is an age-old, simple and cost- effective water conservation model popular in Uttarakhand. It enriches the soil, recharges groundwater and improves access to water. Led by SHGs and local community members, 41 villagers through ‘Shramdaan’, or voluntary labour, with the support of Reliance Foundation and local authorities, helped 24 villages in Uttarkashi, Uttarakhand to construct two Chal-Khals for their region in March 2021. This enhanced access to water in the region and is improving the water table by recharging groundwater. With the help of Reliance Foundation, over 6,400 ha additional land was brought under irrigation through water harvesting and conservation efforts across India. Additionally, Reliance created over 131 lakh m3 of rainwater harvesting capacity and improved access to drinking water for 517 villages during FY 2020-21. Joining Hands for Better Harvest Reliance Foundation- mentored Tirkut Krishak Farmer Producer Company in Jharkhand provides affordable inputs to small and marginal farmers It establishes the critical forward and backward market linkages to ensure a robust supply chain management for farmers. Pankaj Yadav, a progressive farmer from Jharkhand’s Deoghar district was struggling to find seeds when he decided to sow maise in April to improve his yield and go-to-market faster. The FPC, through a Reliance Foundation mentored SHG, not only delivered seeds at Pankaj’s doorstep but also provided expertise on innovative farming practices. The Foundation’s timely support and Pankaj’s hard work helped him take a bountiful harvest early to the market and command a better price. This holistic ecosystem fostered by Reliance Foundation is enhancing livelihoods across India. Reliance supported 30 Farmer Producer Organisations (FPOs) across 12 states to strengthen market access for 43,000 farmers. These FPOs transacted `94 crore worth business and `26.2 crore produce sales through digital linkages during FY 2020-21. The Jio HealthHub, a telemedicine portal developed by Reliance Jio, allowed patients to connect with healthcare professionals, overcoming the limitations of social distancing during COVID-19. Reliance repurposed a manufacturing facility in Gujarat to make PPE kits for the COVID-19 warriors. The unit ramped up production within weeks to produce over 1,00,000 PPE kits per day for health workers and caregivers. Reliance’s doctors and other healthcare personnel are working tirelessly to save precious lives by providing best medical care. Under its project, Mission COVID Suraksha (Protection from COVID), Reliance provided over 81 lakh masks and safety advisory material to communities. Reliance provided more than 5.5 lakh litres of free fuel to over 14,000 emergency vehicles across 249 districts in 18 states to deliver uninterrupted COVID-19 services. Since the start of the pandemic Mission Anna Seva has provided over 5.5 crore meals for frontline workers and vulnerable communities across 80 districts, 18 states and 1 Union Territory. Rural Transformation Reliance has forged deep and lasting relationships with the communities in locations where it operates and aims to bring about equitable development across the country. Its Rural Transformation Programme supports communities that lack livelihoods, water, food and nutrition and encourages women empowerment. The Company has empowered over 44,700 villages through a range of innovative interventions that deliver on both its social commitments and sustainability goals. Reliance’s Coal Bed Methane (CBM) field produces about 14,000 m3/ day water as a by-product of CBM extraction. This water is being channelised to 55 farm ponds built in or around adjacent farms or nearby wells, which in turn has helped 350 farmers undertake round-the-year farming across 750 acres and increase earnings. Further, existing ponds are being deepened and desilted to increase their capacities. Over 1 lakh KL of water has been conserved and reused through these farm ponds. Reliance Foundation partnered with U.S. Agency for International Development (USAID) to launch the WomenConnect India Challenge to support innovative solutions to close the gender-digital divide. In addition, during the year, livelihood trainings were conducted in collaboration with various agencies, covering over 1,700 Self Help Groups (SHGs) supported by end-to-end mentoring, bank and government department linkages. 170 171 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated Annual Report 2020-21Reliance Industries Limited Integrated approach to sustainable growth Social and Relationship Capital Education Reliance adopts a multi-pronged approach with an aim to ensure no child is left behind. Quality education is provided to 15,000+ annually through 14 Reliance Foundation Schools. Through Reliance Foundation, the Company has partnered with 244 schools across seven states, positively impacting more than 1,700 teachers and over 64,000 students through digital classrooms. The Dhirubhai Ambani Scholarships have supported 12,776 deserving students across India, including 50% women scholars and 20% differently abled students since its launch in 1996. The programme has partnered with 27 State Boards, CBSE Board schools and junior colleges to identify top-ranking students for the scholarship. Making Nutritious Food Accessible to Students Several studies provide a direct link between learning outcomes of the students and their nutrition. Mahananda Vishwas Phad of Kasarvadi village Maharashtra is an anganwadi worker who understands the role of nutrition in children’s growth and development. Reliance Nutrition Garden project trained Mahananda to grow 13 types of vegetables and fruits. Today, she uses self-grown fresh produce to make nutritious meals for the anganwadi children. During the pandemic, these nutritious meals not only fed the children but also other families in need in the village. Reliance has supported over 10,000 Reliance Nutrition Gardens during FY 2020-21. Reliance also partnered with many other reputed NGOs to provide nutritious and appetising midday meals daily to government primary schools. 172 India. Supported by a holistic set of interventions, this programme offers a free and robust platform to budding athletes to develop their talents and prowess in multiple sports across India. The programme creates national and international opportunities for India’s sporting talent to shine and strengthens the country’s sporting ecosystem. Reliance Foundation’s Junior NBA programme features NBA, WNBA and NBA G League players, legends and coaches who mentor students on skill development, leadership and life skills. During FY 2020-21, Reliance conducted virtual sessions on fitness, nutrition and well-being of athletes to reach over 4,000 athletes and ~250 coaches through digital workshops. Jio Institute Reliance is setting up Jio Institute, a research focused multi-disciplinary higher education institution, in Navi Mumbai, Maharashtra. The campus is planned to be green, digital-first, and accessible at its core. Jio Institute will offer full-time academic under- graduate, post-graduate and doctoral programmes that would be research focused and interdisciplinary and encourage students and faculty to pursue research to solve national and global problems. Jio Institute has signed memoranda of understanding for collaborations with global universities including the Nanyang Technological University (Singapore), University of Toronto (Canada) and the University of Manchester (UK). The collaborations will encourage student and faculty mobility, research partnership and knowledge sharing. Jio Institute will also commission a Digital Library to serve as a hub for accessing quality information and resources and expects it to become a center of excellence for collaborative knowledge creation. Sports for Development Reliance Foundation’s unique ‘Sports for Development’ programme promotes sports as a medium of learning and building leadership capabilities among the children and the youth of Strong strides forward The Reliance Foundation Odisha High Performance Centre (HPC) established in collaboration with the Odisha Government aims to improve the standard of athletics across the state and the country. It focuses on producing homegrown athletes who can achieve national and international success. Two athletes from the HPC – Amlan Borgohain and Dilip Naik– participated in the 24th National Federation Cup in Patiala in March 2021 and returned with Personal Best (PB) timings in the 100m, and in the 800m and 1,500m races, respectively. With proactive support from the state government since operations began in 2019, athletes from the HPC have won at various competitions and progressed rapidly. Borgohain, for instance, has gone from a complete unknown to becoming one of India’s best sprinters today. In the past year, he has improved his personal timing by running an incredible 5m faster in the 100m sprint. Disaster Response Natural disasters leave devastating trail on human lives and livelihoods. In developing countries like India with its wide socio-economic gaps, the impact is heightened. Reliance Foundation’s disaster response programme offers a two-pronged approach to alleviate the pain of the impacted. The programme provides early warning advisories to build preparedness within communities and ensure speedy response in the immediate aftermath of disasters. Reliance teams on ground directly engage with the affected communities, bringing together its strengths of managing human resources and deploying Information Technology (IT) to provide relief efficiently and effectively. Early warning and post-disaster advisories from the Company have reached more than 10 lakh people across 7 states and 2 Union Territories last year. Through Reliance Foundation, Reliance extended support to coastal communities impacted by cyclones (Amphan, Nisarga, Burevi and Nivar), the flood-affected communities of Uttarakhand and Andhra Pradesh and those impacted by locust attacks during FY 2020-21. Customer Satisfaction - Ensuring Sustainable Growth Reliance aims to become the world’s most customer-focused company and actively strives to achieve customer delight. It provides customers with a wide range of choices, an outstanding value proposition, superior quality and unmatched experience across all its businesses. Further, the Company develops new products and services with an aim to ensure the health and safety of its customers. The Company believes customers are key to a sustainable future and earning their trust motivates the Reliance team to exceed customer expectation every time. Customer satisfaction surveys: To keep a pulse on customer experience, the Company conducts regular satisfaction surveys to seek and incorporate their feedback to develop better products and services. Customers can reach Reliance round the clock through several channels customised for each business line. The customer feedback received is channelised into outcomes subject to the nature of business. For example, in the case of Reliance Retail, the robust customer feedback mechanism provides actionable market insights to improve customer experiences and performance; while in case of Jio, the feedback surveys capture vital insights in terms of customer onboarding, usage of services and devices, and customer experience of issue resolution. This customised approach to engage with customers across its varied businesses has supported the Company’s endeavours in developing and adopting new and emerging technologies and strengthening product stewardship. Enhancing customer experience: Reliance is improving customer experience across its businesses through digitisation. Measures such as collaborative planning through Customer Relationship Management (CRM) platforms to effectively manage demand and use of mobility apps for approvals, account management and customer visits have helped deliver 173 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated Annual Report 2020-21Reliance Industries Limited Integrated approach to sustainable growth Social and Relationship Capital supply chain network, which leverage multi-modal logistics. Partnering for Growth in the Digital Era Reliance is playing a key role in spearheading India’s ‘digital’ evolution. It is partnering with global technology leaders, collaborating with promising Indian start-ups and deepening the pool of Intellectual Property (IP), and these initiatives are giving it the leading edge in its journey towards the digital. JioGenNext is helping promising start-ups progress towards their goals of exponential growth through the Jio ecosystem. The platform hosts start-ups that are actively engaged in developing products and services facilitating digitalisation of small and medium businesses (SMBs). JioGenNext is currently supporting 159 start-ups with the addition of 22 start-ups during FY 2020-21. The hyperlocal JioMart digital commerce platform that was launched swiftly following the onset of the pandemic, rose to the occasion to service customers across 200 cities, bringing them essentials at their doorsteps to meet the need of the hour. Alongside, the business expanded its partnerships with merchant partners under its inclusive New Commerce model ensuring consistent availability for kirana partners across 33 cities . service excellence to customers. Deploying AI and ML tools to detect changing patterns of customer behaviour has helped Reliance design better products and services, resulting in customer delight and enhanced personalisation. Initiatives such as a secured document sharing platform (E-Room) for effective collaboration with internal as well external bodies were developed primarily with a work- from-home focus during the pandemic. Reliance Retail has ensured incessant supply of essential food and other items to millions of Indian families during pandemic Vendor-managed inventory: A seamless Vendor Managed Inventory (VMI) has been launched to improve customer satisfaction by assuring supply and reduced working capital requirement resulting in efficiencies of cost, supply and service. Data privacy and security: Reliance pays stringent attention to data privacy and data security. Jio privacy and security programme maintains the highest-level focus on three key aspects – embedding security in design, effective governance and enabling organisation-wide security awareness. A highly effective governance structure with seamless processes ensures asset security, customer data privacy and reduced incidences of security breaches. As on March 31, 2021, 993 customer complaints were received of which 957 were successfully resolved. Subsequently, most of the remaining complaints have been resolved. Supply Chain Management – Building Inclusive and Sustainable Supply Chains Reliance’s products and services portfolio touch almost all Indians daily, cutting across economic and social spectrums. This necessitates the establishment of a strong, resilient and sustainable supply chain to support the Company’s growing businesses and customer needs. Reliance businesses 174 –Retail, Digital, O2C, Exploration and Production – are powered by robust and sustainable supply chains. The Company shares strong partnerships with its vast pool of suppliers and partners. This has enabled it to build and run world-class supply chains that are critical for its growth. In turn, Reliance creates value for its partners, giving them impetus to grow sustainably and in turn deepen value creation for others. This cycle of value creation plays a key role in powering India’s overall economic prosperity. The Company enables and empowers its supplier partners through capacity building, by deploying best-of-breed production and business practices and by ensuring sustainability across the value chain. Transparent and Efficient Evaluation, Selection and Management of Supply Chain • Evaluation: All suppliers are compliant with the Reliance Group Business Partner Code of Conduct (BPCOC). Social factors such as local sourcing, indigenising operations, compliance with labour-related requirements, human rights and environmental factors such as green packaging, regeneration and safe disposal serve as essential pointers in evaluating supplier partners. • Onboarding: Suppliers are onboarded through a rigorous three-step process that involves robust qualification and structured performance management and evaluation. • Managing partnerships: Ongoing collaboration helps maintain long- term productive relationships with suppliers. The retail business is investing in building state-of-the-art supply chain infrastructure in India by linking all major sourcing locations through an automated, modular, reliable and scalable warehousing, logistics and last-mile fulfilment ecosystem. The O2C business enjoys a 5X bigger distribution footprint than the nearest competitor in India through its unparalleled logistics and Fighting the Pandemic: Providing Accessibility to more than 40 crore Indians Through FY 2020-21, Jio’s high-speed telecom backbone connected more than 40 crore Indians and thousands of organisations with an aim to ensure they could continue their lives, whether they were working or studying from home or seeking health and medical support. This went a long way in keeping India on the move during COVID-19. Reliance Jio continues to revolutionise digitalisation in India with data consumption in excess of 5 exabyte per month on its network. It offers a unique bundling of device, connectivity and content for its over 100 million subscriber base across India. Reliance Jio has a customer base of 426.2 million as on March 31, 2021. Focus Areas Despite the challenges of FY 2020-21, Reliance delivered on its business and social commitments guided by its late founder Chairman Shri Dhirubhai Ambani who said, “Pursue your goals even in the face of difficulties and convert adversities into opportunities”. The Company’s unwavering efforts during the pandemic are testimony to its resilience, passion for growth and inclusion, which help it sustain the trust of its stakeholders. As India continues its progress to become a digital- first, financially resilient and equitable growth driven nation, Reliance is reshaping, expanding and building new capabilities to support the changing needs of the country. The Company is scaling one of the world’s largest cutting-edge telecom backbone, creating a unique retail footprint that spans the smallest outlets, developing digital channels to cater to millions, ensuring India’s energy self-sufficiency through environment- friendly sources and bringing in new materials that are sustainable. Thus, Reliance is well-equipped to give expression to the idea of a new India for the new generation. As Reliance strengthens its fight against the pandemic and rebuilds lives, it stays committed to deliver on its goal of ‘Made for India. Made in India’ – connecting ideas, innovation and purpose to improve billions of lives. In doing so, it will continue giving wings to every stakeholder as they aspire to dream bigger and aim higher. 175 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated Annual Report 2020-21Reliance Industries Limited Independent Assurance Statement to Reliance Industries Limited on their Sustainability Disclosures in the Integrated Annual Report for Financial Year 2020-21 To the Management of Reliance Industries Limited, 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai 400021, Maharashtra, India. Introduction We, KPMG Assurance and Consulting Services LLP (‘KPMG’), have been engaged for the purpose of providing assurance on the selected sustainability disclosures presented in the Integrated Annual Report (‘the Report’) of Reliance Industries Limited (‘RIL’ or ‘the Company’) for FY 2020-21. Our responsibility was to provide assurance on the selected aspects of the Report as described in the boundary, scope and limitations as mentioned below. Reporting Criteria RIL has developed its report based on the applicable accounting standards and has incorporated the principles of the International Integrated Reporting Framework () published by the International Integrated Reporting Council (IIRC) into the Management’s Discussion and Analysis section of the Report. Its sustainability performance reporting criteria has been derived from the GRI Standards of the Global Reporting Initiative, United Nation’s Sustainable Development Goals (UN SDGs), American Petroleum Institute / The International Petroleum Industry Environmental Conservation Association (API/ IPIECA) Sustainability Reporting Guidelines and Business Responsibility Reporting Framework based on the principles of National Voluntary Guidelines on Social, Environmental and Economic Responsibilities of Business (NVG – SEE). RIL has also referred to new and emerging frameworks such as Task Force on Climate-related Financial Disclosures (TCFD) recommendations and World Economic Forum’s WEF-IBC metrics. Assurance Standards We conducted the assurance in accordance with: • The requirements of the International Federation of Accountants’ (IFAC) International Standard on Assurance Engagement (ISAE) 3000 (Revised) Assurance Engagements Other than Audits or Reviews of Historical Financial Information. - Under this standard, we have reviewed the information presented in the Report against the characteristics of relevance, completeness, reliability, neutrality and understandability. - Limited assurance consists primarily of enquiries and analytical procedures. The procedures performed in a limited assurance engagement vary in nature and timing and are less in extent than for a reasonable assurance engagement. - Reasonable assurance is a high level of assurance, but it is not a guarantee that it will always detect a material misstatement when it exists. Boundary, Scope, and Limitations • The boundary of our assurance covers the sustainability performance of RIL’s manufacturing divisions, refineries, exploration and production in India; business divisions such as chemicals; fibre intermediates; petroleum; polyester; polymers; Recron and RP Chemicals units in Malaysia; petro-retail division facilities under Reliance BP Mobility Limited (RBML), terminal operations and LPG; Reliance Jio Infocomm Limited1; Reliance Retail Ventures Limited1 and corporate office at Reliance Corporate Park, for the period 1st April, 2020 to 31st March, 2021. • The sustainability disclosures covered as part of the scope of reasonable assurance process were reduction in energy consumption, renewable energy consumption, water withdrawal, water discharge, water recycled, total number of employees at Reliance, employee turnover, diversity of governance bodies and employees, parental leave and total manhours of training. Additionally, the disclosures subject to limited assurance process included direct (scope 1) GHG emissions, energy indirect (scope 2) GHG emissions, emissions of particulate matter, oxides of nitrogen, oxides of sulphur, markets served, scale of the organization, mechanisms for advice and concerns about ethics, governance structure, chair of the highest governance body, requirements for product and service information and labeling and new employee hires. • The assurance scope excludes: - Aspects of the report other than those mentioned above; - Data and information outside the defined reporting period; - The Company’s statements that describe expression of opinion, belief, aspiration, expectation, aim or future intention and assertions related to Intellectual Property Rights and other competitive issues. Assurance Procedures Our assurance process involved performing procedures to obtain evidence about the reliability of specified disclosures. The nature, timing and extent of procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the selected sustainability disclosures whether due to fraud or error. In making those risk assessments, we have considered internal controls relevant to the preparation of the Report in order to design assurance procedures that are appropriate in the circumstances. Our assurance procedures also included: 1 Limited to total number of employees, new employee hires and employee turnover, parental leave, total manhours of training and diversity of governance bodies and employees 176 other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than RIL for our work, for this report, or for the conclusions expressed in this independent assurance statement. The assurance engagement is based on the assumption that the data and information provided to us is complete and true. We expressly disclaim any liability or co-responsibility for any decision a person or entity would make based on this assurance statement. By reading this assurance statement, stakeholders acknowledge and agree to the limitations and disclaimers mentioned above. Conclusions Based on our assurance procedures and in line with the boundary, scope and limitations, we conclude that, for selected disclosures subjected to limited assurance procedures as defined under the scope of assurance, nothing has come to our attention that causes us not to believe that these are appropriately stated in all material respects, in line with the reporting principles of GRI Standards. Non-financial disclosures that have been subject to reasonable assurance procedures as defined under scope of assurance, are fairly stated, in all material respects and are in alignment with the GRI standards. Santhosh Jayaram Partner KPMG Assurance and Consulting Services LLP 27 May 2021 • Assessment of RIL’s reporting procedures regarding their consistency with the application of GRI Standards. • Evaluating the appropriateness of the quantification methods used to arrive at the sustainability disclosures presented in the Report. • Verification of systems and procedures used for quantification, collation, and analysis of sustainability disclosures included in the Report. • Understanding the appropriateness of various assumptions, estimations and materiality thresholds used by RIL for data analysis. • Discussions with the personnel responsible for the evaluation of competence required to ensure reliability of data and information presented in the Report. • Discussion on sustainability aspects with senior executives at the different plant locations and at the corporate office to understand the risks and opportunities from sustainability context and the strategy RIL is following. • Assessment of data reliability and accuracy. • For verifying the data and information related to RIL’s financial performance we have relied on its audited financial statements for the FY 2020-21. • Review of the Company’s Business Responsibility Report section to check alignment to the nine principles of the NVG-SEE. • Verification of disclosures through virtual conference meetings with manufacturing units at Barabanki, Dahej, Hazira, Hoshiarpur, Jamnagar DTA, Jamnagar SEZ, Jamnagar C2 complex, Jamnagar Pet Coke Gasification unit, Nagothane, Naroda, Patalganga, Silvassa, Vadodara; Recron (Malaysia) facilities at Nilai and Meleka; RP Chemicals Malaysia; Petro-retail division facilities under RBML, Terminal Operations and LPG; On-shore and off-shore exploration and production facilities at Gadimoga and Shahdol; Reliance Jio Infocomm Limited; Reliance Retail Ventures Limited; and Corporate office at Reliance Corporate Park, Navi Mumbai. Appropriate documentary evidences were obtained to support our conclusions on the information and data verified. Where such documentary evidences could not be collected due to sensitive nature of the information, our team verified the same using screen sharing tools. Independence The assurance was conducted by a multidisciplinary team including professionals with suitable skills and experience in auditing environmental, social and economic information in line with the requirements of ISAE 3000 (Revised) standard. Our work was performed in compliance with the requirements of the IFAC Code of Ethics for Professional Accountants, which requires, among other requirements, that the members of the assurance team (practitioners) be independent of the assurance client, in relation to the scope of this assurance engagement, including not being involved in writing the Report. The Code also includes detailed requirements for practitioners regarding integrity, objectivity, professional competence and due care, confidentiality and professional behaviour. KPMG has systems and processes in place to monitor compliance with the Code and to prevent conflicts regarding independence. The firm applies ISQC 1 and the practitioner complies with the applicable independence and other ethical requirements of the IESBA code. Responsibilities RIL is responsible for developing the Report contents. RIL is also responsible for identification of material sustainability topics, establishing and maintaining appropriate performance management and internal control systems and derivation of performance data reported. This statement is made solely to the Management of RIL in accordance with the terms of our engagement and as per scope of assurance. Our work has been undertaken so that we might state to RIL those matters for which we have been engaged to state in this statement and for no 177 NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWIntegrated approach to sustainable growth Integrated Annual Report 2020-21Reliance Industries Limited Corporate Governance Report “Between my past, the present and the future, there is one common factor: Relationship and Trust. This is the foundation of our growth.” Shri Dhirubhai H. Ambani Founder Chairman K. Sethuraman Savithri Parekh Jyoti Jain Sridhar Kothandaraman Ratnesh Rukhariyar “Corporate Governance is an interplay between people, processes, performance and purpose. Our Values and Behaviours form the bed rock of our Corporate Governance. At RIL, we work towards building an environment of Trust, Transparency and Accountability focusing on the long-term and supporting more inclusive societies.” This report is prepared in accordance with the provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations) and the report contains the details of Corporate Governance systems and processes at Reliance Industries Limited (RIL or the Company). that sound governance system, based on relationship and trust, is integral to creating enduring value for all. We have a defined policy framework for ethical conduct of businesses. We believe that any business conduct can be ethical only when it rests on the six core values viz. Customer Value, Ownership Mind-set, Respect, Integrity, One Team and Excellence. At RIL, Corporate Governance is all about maintaining a valuable relationship and trust with all the stakeholders. We consider stakeholders as partners in our success and remain committed to maximising stakeholders’ value, be it Customers, Local Communities, Employees, Suppliers & Distributors, Trade Unions, NGOs, Investors & Shareholders and Government & Regulatory Authorities. This approach to value creation emanates from RIL’s belief Statement on Company’s Philosophy on Code of Governance Corporate Governance encompasses a set of systems and practices to ensure that the Company’s affairs are being managed in a manner which ensures accountability, transparency and fairness in all transactions in the widest sense. The objective is to meet stakeholders’ aspirations and societal expectations. Good governance practices stem from the dynamic culture and positive mindset of the organisation. We are committed to meet the aspirations of all our stakeholders. This is demonstrated in shareholder returns, high credit ratings, awards and recognitions, governance processes and an entrepreneurial performance focussed work environment. Additionally, our customers have benefited from high quality products delivered at extremely competitive prices. The essence of Corporate Governance lies in promoting and maintaining integrity, transparency and accountability in the management’s higher echelons. The demands of Corporate Governance require professionals to raise their competence and capability levels to meet the expectations in managing the enterprise and its resources effectively with the 178 highest standards of ethics. It has thus become crucial to foster and sustain a culture that integrates all components of good governance by carefully balancing the inter-relationship among the Board of Directors, Board Committees, Finance, Compliance & Assurance teams, Auditors and the Senior Management. Our employee satisfaction is reflected in the stability of our senior management, low attrition across various levels and substantially higher productivity. Above all, we feel honoured to be integral to India’s social development. Details of several such initiatives are available in the Report on Corporate Social Responsibility. At RIL, we believe that as we move closer towards our aspirations of being a global corporation, our Corporate Governance standards must be globally benchmarked. Therefore, we have institutionalised the right building blocks for future growth. The building blocks will ensure that we achieve our ambition in a prudent and sustainable manner. RIL not only adheres to the prescribed Corporate Governance practices as per the Listing Regulations, but is also committed to sound Corporate Governance principles and practices. It constantly strives to adopt emerging best practices being followed worldwide. It is our endeavour to achieve higher standards and provide oversight and guidance to the management in strategy implementation, risk management and fulfilment of stated goals and objectives. Over the years, we have strengthened governance practices. These practices define the way how business is conducted and value is generated. Stakeholders’ interests are taken into account, before making any business decision. RIL has the distinction of consistently rewarding its shareholders for over four eventful decades from Initial Public Offer (IPO). Since then, RIL has moved from one big idea to another and these milestones continue to fuel its relentless pursuit of ever-higher goals. On standalone basis, we have grown by a Compounded Annual Growth Rate (CAGR) of Revenues 21.3%, Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA) before exceptional items 22.8% and Net Profit before exceptional items 23.7%. The financial markets have endorsed our sterling performance and the market capitalisation has increased by CAGR of 31.5% during the same period. In terms of distributing wealth to our shareholders, apart from having a track record of uninterrupted dividend payout, we have also delivered consistent unmatched shareholder returns since listing. The result of our initiative is our ever widening reach and recall. Our shareholder base has grown from 52,000 after the IPO to a consolidated present base of around 30 lakh. For decades, RIL is growing in step with India’s industrial and economic development. The Company has helped transform the Indian economy with large projects and world-class execution. The quest to help elevate India’s quality of life continues and is unabated. It emanates from a fundamental article of faith: ‘What is good for India is good for Reliance’. We believe, Corporate Governance is not just a destination, but a journey to constantly improve sustainable value creation. It is an upward-moving target that we collectively strive towards achieving. Our multiple initiatives towards maintaining the highest standards of governance are detailed in this Report. Appropriate Governance Structure with defined Roles and Responsibilities The Company has put in place an internal governance structure with defined roles and responsibilities of every constituent of the system. The Company’s shareholders appoint the Board of Directors, which in turn governs the Company. The Board has established various Committees to discharge its responsibilities in an effective manner. The Chairman and Managing Director (CMD) provides overall direction and guidance to the Board. In the operations and functioning of the Company, the CMD is assisted by four Executive Directors and a core group of senior level executives. The Chairman is responsible for fostering and promoting the integrity of the Board while nurturing a culture where the Board works harmoniously for the long-term benefit of the Company and all its stakeholders. The Chairman guides the Board for effective governance in the Company. The Chairman takes a lead role in managing the Board and facilitating effective communication among Directors. The Chairman actively works with the Human Resources, Nomination and Remuneration Committee to plan the Board and Committees’ composition, induction of directors to the Board, plan for directors’ succession and provide constructive feedback and advice on performance evaluation to directors. The Company Secretary assists the Chairman in management of the Board’s administrative activities such as meetings, schedules, agenda, communications and documentation. Ethics / Governance Policies At RIL, we strive to conduct our business and strengthen our relationships in a manner that is dignified, distinctive and responsible. We adhere to ethical standards to ensure integrity, transparency, independence and accountability in dealing with all the stakeholders. Therefore, we have adopted various codes and policies to carry out our duties in an ethical manner. Some of these codes and policies are: • Code of Conduct and Our Code • Code of Conduct for Prohibition of Insider Trading • Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information • Business Partner Code of Conduct • Health, Safety and Environment Policy • Vigil Mechanism and Whistle-blower Policy • Prevention of Sexual Harassment of Women at Workplace Policy • Corporate Social Responsibility Policy • Policy for selection of Directors and determining Directors’ independence • Remuneration Policy for Directors, Key Managerial Personnel and other employees • Dividend Distribution Policy • Policy for determining Material Subsidiaries • Policy on Subsidiary Governance 179 Integrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited • Policy on Materiality of Related Party Transactions and on dealing with Related Party Transactions • Policy for Performance Evaluation of Independent Directors, Board, Committees and other individual Directors • Policy on determination and disclosure of Materiality of Events and Information and Web Archival Policy • Policy for Preservation of Documents • Group Risk Management Policy • Materiality Policy for Commodity Exposure • Commodity and Freight Risk Management Policy • Foreign Exchange and Derivatives Risk Management Policy • Investment Governance Policy • Data Privacy Policy • Group Information Security Policy • Intellectual Property Policy • Anti-Bribery and Anti- Corruption Policy • Anti Money Laundering Procedure Audits and Internal Checks and Balances S R B C & CO LLP, Chartered Accountants and D T S & Associates LLP, Chartered Accountants, are the Statutory Auditors of the Company. The Statutory Auditors and the Group Internal Audit Function perform independent reviews of the ongoing effectiveness of the Reliance Management System which integrates various components of the systems of internal control. Risk Management, Internal Controls and Compliance The Company has put in place the “Reliance Management System” (RMS) as a part of its transformation agenda. RMS incorporates an integrated framework for managing risks and internal controls. The internal financial controls have been documented, embedded and digitised in the business processes. Internal controls are regularly tested for design, implementation and operating effectiveness. RMS is enabled through extensive use of technology to support the risk management processes, ensure the ongoing effectiveness of internal controls in processes, compliance with applicable laws and regulations. 180 The Compliance Function ensures compliance activities related to the Financial, Operational and People Management Systems of the various group entities. This includes various statutes such as industrial and labour laws, taxation laws, corporate and securities laws, health, safety and environmental laws, etc. All compliance activities are supported by a robust online compliance monitoring system (iRCMS) to ensure ongoing compliance. The ongoing effectiveness of compliance management activities is reviewed independently by the Group Audit Function. The combination of independent governance, assurance and oversight structures, combined with automated risk management, controls and compliance monitoring, ensures robustness and integrity of financial reporting, management of internal controls and ensures compliance with statutory laws, regulations and company’s policies. These provide the foundations that enable optimal use and protection of assets, facilitate the accurate and timely compilation of financial statements and management reports. Best Corporate Governance practices RIL strives for highest Corporate Governance standards and practices. It, therefore, endeavours to continuously improve and adopt the best of international Corporate Governance codes and practices. Some of the implemented global governance norms and best practices include the following: • All securities related filings with the Stock Exchanges are reviewed every quarter by the Stakeholders’ Relationship Committee. • The Company has independent Board Committees covering matters related to Risk Management, Health Safety and Environment, Corporate Social Responsibility, Internal Audit, Financial Management, Stakeholders’ Relationship, Directors’ Remuneration and the nomination of Board members. • The Company also has several other Executive Committees of senior management who review the ongoing effectiveness of operational and financial risk mitigations and governance practices. • The Group has an independent Internal Audit Function that provides risk-based assurance across all material areas of Group Risk and Compliance exposures. • The Company undergoes quarterly secretarial compliance certification from an independent company secretary who is in whole-time practice. • The Company has appointed an independent firm of Chartered Accountants to conduct concurrent audit of share transfer and other incidental functions carried out by the Registrar and Transfer Agents. RIL’s Integrated Reporting RIL published its maiden Integrated Annual Report in the FY 2016-17 aligned with the International Integrated Reporting Council’s (IIRC) framework. The concept of the six capitals of business as suggested by the framework has been ingrained into the Company’s management philosophy and has become an important enabler for RIL’s value creation story. RIL’s Integrated Reporting is covered in Management Discussion and Analysis Report. Shareholders’ Communications The Board recognises the importance of two-way communication with shareholders, giving a balanced report of results and progress and responding to questions and issues raised. Shareholders seeking information related to their shareholding may contact the Company directly or through the Company’s Registrar and Transfer Agents, details of which are available on the Company’s website. RIL ensures that complaints of its shareholders are responded to promptly. A comprehensive and informative Shareholders’ Referencer is available on the website of the Company. Role of the Company Secretary in overall Governance Process Functions of the Company Secretary are discharged by the Group Company Secretary and the Joint Company Secretary. The Company Secretary plays a key role in ensuring that the Board (including its Committees thereof) procedures are followed and regularly reviewed. The Company Secretary ensures that all relevant information, details and documents are made available to the Directors and senior management for effective decision-making at the meetings. The Company Secretary is primarily responsible to assist and advice the Board in the conduct of affairs of the Company, to ensure compliance with applicable statutory requirements, to provide guidance to the Directors and to facilitate convening of meetings. The Company Secretary interfaces between the management and regulatory authorities for governance matters. Board of Directors Board Leadership At RIL, it is our belief that an enlightened Board consciously creates a culture of leadership to provide a long-term vision and policy approach to improve the quality of governance. The Board’s actions and decisions are aligned with the Company’s best interests. The Board is committed to the goal of sustainably elevating the Company’s value creation. The Company has defined guidelines and an established framework for the meetings of the Board and its Committees. These guidelines seek to systematise the decision-making process at the meetings of the Board and its Committees in an informed and efficient manner. Board Composition and Category of Directors The Company’s policy is to maintain an optimum combination of Executive and Non-Executive Directors. The composition of the Board, Category, DIN and shareholding of Directors are as follows: Sr. No. Name of the Director Category Mukesh D. Ambani* 1 Yogendra P. Trivedi 2 Prof. Dipak C. Jain 3 Dr. Raghunath A. Mashelkar 4 Adil Zainulbhai 5 Raminder Singh Gujral 6 Dr. Shumeet Banerji 7 Arundhati Bhattacharya 8 K. V. Chowdary 9 10 Nita M. Ambani 11 Nikhil R. Meswani 12 Hital R. Meswani 13 P. M. S. Prasad 14 Pawan Kumar Kapil Chairman and Managing Director Non-Executive Directors Executive Directors Director Identification Number (DIN) 00001695 00001879 00228513 00074119 06646490 07175393 02787784 02011213 08485334 03115198 00001620 00001623 00012144 02460200 No. of equity shares held as on March 31, 2021 (Fully paid-up) 75,00,000 60,400 - - - 12,000 13,500 - - 75,00,000 33,56,748 32,23,772 6,00,000 53,000 (Partly paid-up) 5,52,020 4,026 - - - 800 900 - - 5,52,021 2,23,781 2,14,916 40,000 3,533 * Promoter Director Board members named at Sr. No. 2 to 8 are Independent Directors. Smt. Nita M. Ambani is the spouse of Shri Mukesh D. Ambani. Shri Nikhil R. Meswani and Shri Hital R. Meswani are brothers and not related to Promoter Director. None of the other Directors is related to any other Director on the Board. Directors’ Profile A brief resume of the Directors, nature of their expertise in specific functional areas etc. are available on the website of the Company. Familiarisation Programmes for Board Members The Board members are provided with necessary documents / brochures, reports and internal policies to enable them to familiarise with the Company’s procedures and practices. Periodic presentations are made at the Board and Committee meetings on business and performance updates of the Company including Finance, Sales, Marketing of the Company’s major business segments, practices relating to Human Resources, overview of business operations of major subsidiaries, global business environment, business strategy and risks involved. Monthly / quarterly updates on relevant statutory, regulatory changes and landmark judicial pronouncements encompassing important laws are regularly circulated to the Directors. Visits to various plant locations are generally organised for the Independent Directors to enable them to understand and get acquainted with the operations of the Company. However, due to COVID-19 pandemic such visits were not organised during the financial year 2020-21. Videos and flyers on major initiatives taken in the fight against COVID-19 were shared with the Independent Directors. Details of such familiarisation programmes for the Independent Directors are available on the website of the Company. 181 Corporate Governance ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Code of Conduct The Company has in place a comprehensive Code of Conduct and Our Code (the Codes) applicable to the Directors and employees. The Codes give guidance and support needed for ethical conduct of business and compliance of law. The Codes reflect the core values of the Company viz. Customer Value, Ownership Mind-set, Respect, Integrity, One Team and Excellence. A copy of the Code of Conduct and Our Code are available on the website of the Company. The Codes have been circulated to the Directors and Senior Management Personnel and its compliance is affirmed by them annually. A declaration on confirmation of compliance of the Code of Conduct, signed by the Company’s Chairman and Managing Director is published in this Report. Succession Planning The Company believes that sound succession plans for the senior leadership are very important for creating a robust future for the Company. The Human Resources, Nomination and Remuneration Committee work along with the Human Resource team of the Company for a structured leadership succession plan. Core Skills / Expertise / Competencies available with the Board The Board comprises of qualified members who possess required skills, expertise and competencies that allow them to make effective contributions to the Board and its Committees. The following skills / expertise / competencies have been identified for the effective functioning of the Company and are currently available with the Board: • Leadership / Operational experience • Strategic Planning • Industry Experience, Research & Development and Innovation • Global Business • Financial, Regulatory / Legal & Risk Management • Corporate Governance While all the Board members possess the skills identified, their area of core expertise is given below: Name of the Director Area of Expertise Name of the Director Area of Expertise • Leadership / Operational experience • Strategic Planning • Industry Experience, Research & Development and Innovation • Global Business • Financial, Regulatory / Legal & Risk Management • Corporate Governance • Leadership / Operational experience • Industry Experience, Research & Development and Innovation • Financial, Regulatory / Legal & Risk Management • Corporate Governance • Leadership / Operational experience • Strategic Planning • Industry Experience, Research & Development and Innovation • Global Business • Corporate Governance • Leadership / Operational experience • Strategic Planning • Industry Experience, Research & Development and Innovation • Financial, Regulatory / Legal & Risk Management • Corporate Governance • Leadership / Operational experience • Strategic Planning • Industry Experience, Research & Development and Innovation • Global Business • Financial, Regulatory / Legal & Risk Management • Corporate Governance Mukesh D. Ambani Yogendra P. Trivedi Prof. Dipak C. Jain Dr. Raghunath A. Mashelkar Adil Zainulbhai 182 Raminder Singh Gujral Dr. Shumeet Banerji Arundhati Bhattacharya K. V. Chowdary Nita M. Ambani Nikhil R. Meswani • Leadership / Operational experience • Strategic Planning • Financial, Regulatory / Legal & Risk Management • Corporate Governance • Leadership / Operational experience • Strategic Planning • Global Business • Financial, Regulatory / Legal & Risk Management • Corporate Governance • Leadership / Operational experience • Strategic Planning • Global Business • Financial, Regulatory / Legal & Risk Management • Corporate Governance • Leadership / Operational experience • Strategic Planning • Financial, Regulatory / Legal & Risk Management • Corporate Governance • Leadership / Operational experience • Strategic Planning • Corporate Governance • Leadership / Operational experience • Strategic Planning • Industry Experience, Research & Development and Innovation • Global Business • Financial, Regulatory / Legal & Risk Management • Corporate Governance Name of the Director Area of Expertise Hital R. Meswani P. M. S. Prasad Pawan Kumar Kapil • Leadership / Operational experience • Strategic Planning • Industry Experience, Research & Development and Innovation • Global Business • Financial, Regulatory / Legal & Risk Management • Corporate Governance • Leadership / Operational experience • Strategic Planning • Industry Experience, Research & Development and Innovation • Global Business • Financial, Regulatory / Legal & Risk Management • Corporate Governance • Leadership / Operational experience • Industry Experience, Research & Development and Innovation • Financial, Regulatory / Legal & Risk Management Selection of Independent Directors Considering the requirement of skill sets on the Board, eminent people having an independent standing in their respective field / profession and who can effectively contribute to the Company’s business and policy decisions are considered by the Human Resources, Nomination and Remuneration Committee, for appointment, as an Independent Director on the Board. The Committee inter alia considers qualification, positive attributes, area of expertise and number of Directorship(s) and Membership(s) held in various committees of other companies by such persons in accordance with the Company’s Policy for Selection of Directors and determining Directors’ independence. The Board considers the Committee’s recommendation and takes appropriate decision. Every Independent Director, at the first meeting of the Board in which he / she participates as a Director and thereafter at the first meeting of the Board in every financial year, gives a declaration that he / she meets the criteria of independence as provided under the law and that he / she is not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair or impact his / her ability to discharge his / her duties with an objective independent judgement and without any external influence. In the opinion of the Board, the Independent Directors fulfil the conditions specified in the Listing Regulations and are independent of the management. Meetings of Independent Directors The Company’s Independent Directors met four times during the financial year 2020-21. Such meetings were conducted to enable the Independent Directors to discuss matters pertaining to the Company’s affairs and put forth their views. Board Meetings, Committee Meetings and Procedures Institutionalised decision-making process The Board of Directors is the apex body constituted by shareholders for overseeing the Company’s overall functioning. The Board provides and evaluates the Company’s strategic direction, management policies and their effectiveness and ensures that shareholders’ long-term interests are being served. The Board has constituted seven main Committees, viz. Audit Committee, Human Resources, Nomination and Remuneration Committee, Stakeholders’ Relationship Committee, Corporate Social Responsibility and Governance Committee, Risk Management Committee, Health, Safety and Environment Committee and Finance Committee and is authorised to constitute other functional Committees, from time to time, depending on business needs. The Company’s internal guidelines for Board / Committee meetings facilitate decision-making process at its meetings in an informed and efficient manner. Number of Board Meetings Eight Board meetings were held during the financial year, as against the statutory requirement of four meetings. The details of Board meetings are given below: Date April 2, 2020 April 18, 2020 April 30, 2020 July 14, 2020 July 30, 2020 October 30, 2020 January 22, 2021 March 26, 2021 Board Strength No. of Directors Present 14 14 14 14 14 14 14 14 14 13 14 14 13 14 14 14 183 Corporate Governance ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Attendance of Directors at Board Meetings, last Annual General Meeting (AGM) and no. of other Directorship(s) and Chairmanship(s) / Membership(s) of Committees of each Director in various companies: Committees Details of the Committees and other related information are provided hereunder: Composition of Committees of the Company: Attendance at meetings during FY 2020-21 No. of other Directorship(s) as on 31-03-2021 Board AGM (1) Directorship in other listed company(ies) and category of directorship as on 31-03-2021 No. of Membership(s) / Chairmanship(s) of committees in other company(ies) as on 31-03-2021 (2) Nil 3 (including 2 as Chairman) Audit Committee 1. Yogendra P. Trivedi (Chairman of the Committee) 2. Dr. Raghunath A. Mashelkar 3. Adil Zainulbhai 4. Raminder Singh Gujral 5. K. V. Chowdary Human Resources, Nomination and Remuneration Committee 1. Adil Zainulbhai (Chairman of the Committee) 2. Yogendra P. Trivedi 3. Dr. Raghunath A. Mashelkar 4. Raminder Singh Gujral 5. Dr. Shumeet Banerji 6. K. V. Chowdary Stakeholders’ Relationship Committee Corporate Social Responsibility and Governance Committee Name of the Director Mukesh D. Ambani Yogendra P. Trivedi Prof. Dipak C. Jain Dr. Raghunath A. Mashelkar 8 8 8 8 Yes 4 Yes 4 Yes 3 Yes 6 Nil 1. 2. Zodiac Clothing Company Limited – Independent Director The Supreme Industries Limited – Independent Director 3. Emami Limited – Independent Director Nil 1. Godrej Agrovet Limited – Independent Director 2 Nil Adil Zainulbhai 8 Yes 7 1. Cipla Limited – Independent Director Raminder Singh Gujral 8 Yes 5 Dr. Shumeet Banerji Arundhati Bhattacharya K. V. Chowdary Nita M. Ambani Nikhil R. Meswani Hital R. Meswani P. M. S. Prasad 7 8 7 8 8 8 8 Yes 3 Yes 2 Yes 3 Yes 2 Yes 2 Yes 5 Yes 6 Pawan Kumar Kapil 8 Yes 1 2. 3. 4. 1. 2. Nil Nil 1. 2. Network18 Media & Investments Limited – Independent Director TV18 Broadcast Limited – Independent Director Larsen & Toubro Limited – Independent Director Adani Power Limited – Independent Director Adani Green Energy Limited – Independent Director CCL Products (India) Limited – Independent Director Divi’s Laboratories Limited – Independent Director 3. Tata Motors Limited –Independent Director 1. EIH Limited – Non-Executive Director Nil Nil 1. 2. Nil Network18 Media & Investments Limited – Non-Executive Director TV18 Broadcast Limited – Non-Executive Director 8 (including 5 as Chairman) 3 (including 2 as Chairman) Nil Nil 4 Nil 1 (as Chairman) 1 (as Chairman) 4 Nil (1) (2) The Directorships, held by the Directors as mentioned above, do not include Directorship(s) in foreign companies and Section 8 companies under the Companies Act, 2013. In accordance with Regulation 26 of the Listing Regulations, Membership(s) / Chairmanship(s) of only Audit Committee and Stakeholders’ Relationship Committee in all public limited companies have been considered. During the year, all the meetings were held through video conference. The number of Directorship(s) and Committee Membership(s) / Chairmanship(s) of all Directors is / are within the respective limits prescribed under the Companies Act, 2013 and the Listing Regulations. 184 1. Yogendra P. Trivedi (Chairman of the Committee) 2. Arundhati Bhattacharya 3. K. V. Chowdary 4. Nikhil R. Meswani 5. Hital R. Meswani Risk Management Committee 1. Adil Zainulbhai (Chairman of the Committee) 2. Dr. Shumeet Banerji 3. K. V. Chowdary 4. Hital R. Meswani 5. P. M. S. Prasad Alok Agarwal 6. (Chief Financial Officer) Srikanth Venkatachari 7. (Joint Chief Financial Officer) Finance Committee 1. Yogendra P. Trivedi (Chairman of the Committee) 2. Dr. Raghunath A. Mashelkar 3. Dr. Shumeet Banerji 4. Nikhil R. Meswani Health, Safety and Environment Committee 1. Hital R. Meswani (Chairman of the Committee) 2. Dr. Raghunath A. Mashelkar 3. Arundhati Bhattacharya 4. P. M. S. Prasad 5. Pawan Kumar Kapil Mukesh D. Ambani (Chairman of the Committee) 1. 2. Nikhil R. Meswani 3. Hital R. Meswani The composition of the Committees is in accordance with the provisions of the Listing Regulations and the Companies Act, 2013. K. Sethuraman, Group Company Secretary and Chief Compliance Officer and Savithri Parekh, Joint Company Secretary and Compliance Officer, are the secretaries of all the Committees constituted by the Board. Meetings of Committees held during the year and directors’ attendance: Committees of the Company Audit Committee Meetings held Directors’ Attendance Mukesh D. Ambani Yogendra P. Trivedi Prof. Dipak C. Jain Dr. Raghunath A. Mashelkar Adil Zainulbhai Raminder Singh Gujral Dr. Shumeet Banerji Arundhati Bhattacharya K. V. Chowdary Nita M. Ambani Nikhil R. Meswani Hital R. Meswani P. M. S. Prasad Pawan Kumar Kapil * Not a member of the Committee 11 * 11 * 11 11 11 * * 10 * * * * * Human Resources, Nomination and Remuneration Committee 5 Corporate Social Responsibility and Governance Committee 4 * 5 * 5 5 5 5 * 5 * * * * * * 4 * 4 * * 4 * * * 4 * * * Stakeholders’ Relationship Committee Health, Safety and Environment Committee Risk Management Committee 4 * 4 * * * * * 4 4 * 3 4 * * 4 4 * * * 4 * * * 4 * * * 4 4 4 * * * * 4 * 4 * 4 * * 3 4 * 185 Corporate Governance ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Procedure at Committee Meetings The Company’s guidelines relating to the Board meetings are applicable to the Committee meetings. The composition and terms of reference of all the Committees are in compliance with the Companies Act, 2013 and the Listing Regulations, as applicable. During the year, all the recommendations made by the respective Committees were accepted by the Board. Each Committee has the authority to engage outside experts, advisors and counsels to the extent it considers appropriate to assist in its functioning. Minutes of the proceedings of Committee meetings are circulated to the respective Committee members and placed before the Board meetings for noting. The composition of all the Committees is given in this Report. Details of Committees Audit Committee Terms of Reference of the Committee inter alia include the following: • Recommend appointment, remuneration and terms of appointment of auditors. • Approval of payment to statutory auditors, including cost auditors, for any other services rendered by them. • Review with the management, the quarterly financial statements before submission to the Board for approval. • Review with the management, the statement of uses / application of funds. • Review and monitor the auditor’s independence, performance and effectiveness of audit process. • Review the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board. • Review the functioning of the Whistle-blower mechanism / oversee the vigil mechanism. • Review financial statements, in particular the investments made by the Company’s unlisted subsidiaries. The detailed terms of reference of the Committee is available on the website of the Company. General Members of the Audit Committee possess requisite qualifications. The representatives of Statutory Auditors 186 are permanent invitees to the Audit Committee meetings held quarterly, to approve financial statements. The representatives of Statutory Auditors, Executives from Accounts department, Finance department, Corporate Secretarial department and Internal Audit department attend the Audit Committee meetings. The Lead Cost Auditor attends the Audit Committee meeting where cost audit report is discussed. The Internal Audit Department of the Company, co-sourced with professional firms of Chartered Accountants, reports directly to the Audit Committee. The Chairman of the Committee was present at the last Annual General Meeting of the Company held on July 15, 2020. Meeting Details Eleven meetings of the Committee were held during the financial year, as against the statutory requirement of four meetings. The meetings were held on April 18, 2020; April 25, 2020; April 30, 2020; July 30, 2020; August 31, 2020; October 24, 2020; October 30, 2020; December 15, 2020; January 16, 2021; January 22, 2021 and March 23, 2021. The details of attendance of Committee members are given in this Report. Human Resources, Nomination and Remuneration Committee Terms of Reference of the Committee inter alia include the following: • Formulate the criteria for determining qualifications, positive attributes and independence of a Director and recommend to the Board a policy, relating to the remuneration of the Directors, Key Managerial Personnel and other employees. • Formulate the criteria for evaluation of performance of the Independent Directors and the Board of Directors. • Devise a policy on Board Diversity. • Identify persons who are qualified to become Directors and who may be appointed in senior management in accordance with the criteria laid down and to recommend to the Board their appointment and / or removal. • Recommend to the Board, all remuneration, in whatever form, payable to senior management. • Review Human Resource policies and overall human resources of the Company. The detailed terms of reference of the Committee is available on the website of the Company. The Chairman of the Committee was present at the last Annual General Meeting of the Company held on July 15, 2020. Meeting Details Five meetings of the Committee were held during the financial year, as against statutory requirement of one meeting. The meetings were held on April 28, 2020; August 20, 2020; October 1, 2020; October 26, 2020 and January 14, 2021. The details of attendance of Committee members are given in this Report. Stakeholders’ Relationship Committee The terms of reference of the Committee is available on the website of the Company. The Chairman of the Committee was present at the last Annual General Meeting of the Company held on July 15, 2020. Meeting Details Four meetings of the Committee were held during the financial year, as against statutory requirement of one meeting. The meetings were held on April 25, 2020; August 19, 2020; October 21, 2020 and January 11, 2021. The details of attendance of Committee members are given in this Report. Investor Grievance Redressal The number of complaints received and resolved to the satisfaction of investors during the financial year, (out of the investor base of 30 lakh) and their break-up is as under: Type of Complaints Non-Receipt of Annual Reports Non-Receipt of Dividend Non-Receipt of Interest / Redemption payments Transfer of securities Rights Issue related Total No. of Complaints 76 87 3 447 401 1,014 As on March 31, 2021, no complaints were outstanding. The response time for attending to investors’ correspondence during financial year 2020-21 is as under: Particulars No. % Total number of correspondence received during the financial year 2020-21 Replied within 1 to 4 days of receipt Replied after 4 days of receipt 3,41,445 100.00 3,41,125 99.91 320 0.09 Compliance Officer K. Sethuraman, Group Company Secretary and Chief Compliance Officer and Savithri Parekh, Joint Company Secretary and Compliance Officer, are the Compliance Officers for complying with requirements of Securities Laws. Corporate Social Responsibility and Governance Committee The terms of reference of the Committee is available on the website of the Company. Meeting Details Four meetings of the Committee were held during the financial year. The meetings were held on April 29, 2020; August 27, 2020; October 27, 2020 and January 15, 2021.The details of attendance of Committee members are given in this Report. Risk Management Committee The terms of reference of the Committee is available on the website of the Company. The meetings were held on April 30, 2020; September 29, 2020; November 19, 2020; March 11, 2021 and March 26, 2021. Meeting Details Four meetings of the Committee were held during the financial year, as against statutory requirement of one meeting. The meetings were held on April 27, 2020; April 28, 2020; October 28, 2020 and January 8, 2021. The details of attendance of directors who are Committee members are given in this Report. Health, Safety and Environment Committee The terms of reference of the Committee is available on the website of the Company. Meeting Details Four meetings of the Committee were held during the financial year. The meetings were held on April 25, 2020; August 25, 2020; October 27, 2020 and January 13, 2021. The details of attendance of Committee members are given in this Report. Finance Committee The terms of reference of the Committee is available on the website of the Company. Meeting Details Five meetings of the Committee were held during the financial year. Performance Evaluation Criteria for Directors The Human Resources, Nomination and Remuneration Committee has devised a criteria for evaluation of the performance of the Directors including the Independent Directors. The said criteria provides certain parameters like attendance, acquaintance with business, communication inter se between board members, effective participation, domain knowledge, compliance with code of conduct, vision and strategy, benchmarks established by global peers etc., which is in compliance with applicable laws, regulations and guidelines. Directors’ Remuneration Remuneration Policy The Company’s Remuneration Policy for Directors, Key Managerial Personnel and other employees is available on the website of the Company. The Company’s remuneration policy is directed towards rewarding performance based on review of achievements. The remuneration policy is in consonance with existing industry practice. Remuneration of the Managing Director and Whole-time Directors for the financial year 2020-21 Name of the Director Mukesh D. Ambani Nikhil R. Meswani Hital R. Meswani P. M. S. Prasad Pawan Kumar Kapil Salary and allowances Perquisites Retiral benefits Commission payable (` in crore) Total Stock Options 6.32 6.31 11.65* 3.81* 0.03 0.04 0.00 0.28 Nil 0.37 0.37 0.34 0.15 17.28 17.28 - - 24.00 24.00 11.99 4.24 - - - - * includes performance linked incentives for the FY 2019-20 paid in FY 2020-21. The tenure of office of the Managing Director and Whole-time Directors is for 5 (five) years from their respective date of appointment and can be terminated by either party by giving three months’ notice in writing. There is no separate provision for payment of severance fees. 187 Corporate Governance ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Remuneration of the Non-Executive Directors for the financial year 2020-21 General Body Meetings Name of the Director Yogendra P. Trivedi Prof. Dipak C. Jain Dr. Raghunath A. Mashelkar Adil Zainulbhai Raminder Singh Gujral Dr. Shumeet Banerji Arundhati Bhattacharya K. V. Chowdary Nita M. Ambani Total Sitting Fee Commission* (` in crore) Total 2.01 1.77 2.01 1.97 1.93 1.89 1.85 1.99 1.73 1.65 1.65 1.65 1.65 1.65 1.65 1.65 1.65 1.65 14.85 17.15 0.36 0.12 0.36 0.32 0.28 0.24 0.20 0.34 0.08 2.30 * An additional amount of `50 lakh each, based on the period of office held by Non-Executive Directors during the FY 2019-20, will also be paid. During the year, there were no other pecuniary relationships or transactions of Non-Executive Directors with the Company. The Company has not granted any stock options to its Non- Executive Directors. Framework for Monitoring Subsidiary Companies During the year, Jio Platforms Limited (JPL), Reliance Jio Infocomm Limited (RJIL), Reliance Retail Limited (RRL) and Reliance Global Energy Services (Singapore) Pte. Limited (RGESS) were material subsidiaries of the Company, as per the Listing Regulations. In terms of the provisions of Regulation 24(1) of the Listing Regulations, appointment of one of the Independent Directors of the Company on the Board of material subsidiaries was applicable only to JPL, RJIL and RRL. Prior to RRL and RJIL becoming material unlisted subsidiaries of the Company, Prof. Dipak C. Jain was appointed as an Independent Director on the Board of RRL and Prof. Dipak C. Jain, Shri Adil Zainulbhai and Dr. Shumeet Banerji were appointed as Independent Directors on the Board of RJIL and they are continuing as such. Shri Raminder Singh Gujral and Dr. Shumeet Banerji are appointed as Independent Directors on the Board of JPL. Keeping in view good Corporate Governance, Prof. Dipak C. Jain and Shri Adil Zainulbhai are also on the Board of Reliance Retail Ventures Limited (RRVL), an unlisted subsidiary, which is statutorily not required to appoint on its Board an Independent Director of the Company. For better administration and governance, key subsidiary companies have voluntarily appointed Independent Directors on their respective Boards. The composition and effectiveness of Boards of subsidiaries is reviewed by the Company periodically. Governance framework is also ensured through appointment of Managerial Personnel and Secretarial Auditor. A robust compliance management system covering all the subsidiaries is also in place. Guidance is provided to subsidiaries on matters relating to conduct of Board meeting, training and familiarisation programmes for the Independent Directors on the Board of subsidiaries. The Company is in compliance with Regulation 24A of the Listing Regulations. The Company’s unlisted material subsidiaries undergo Secretarial Audit. Copy of Secretarial Audit Reports of JPL, RJIL and RRL are available on the website of the Company. The Secretarial Audit Report of these unlisted material subsidiaries does not contain any qualification, reservation, adverse remark or disclaimer. Post closure of the financial year, RRVL has become a material subsidiary and RGESS has ceased to be a material subsidiary of the Company. The Company monitors performance of subsidiary companies, inter alia, by the following means: • Financial statements, in particular investments made by subsidiary companies, are reviewed quarterly by the Company’s Audit Committee. • Minutes of Board meetings of subsidiary companies are placed before the Company’s Board regularly. • A statement containing all significant transactions and arrangements entered into by subsidiary companies is placed before the Company’s Board. • Presentations are made to the Company’s Board on business performance of major subsidiaries of the Company by the senior management. The Company’s Policy for determining Material Subsidiaries is available on the website of the Company. Annual General Meetings The date, time and venue of the Annual General Meetings held during preceding three years and the special resolution(s) passed thereat, are as follows: Year Date Time Venue Special Resolution(s) Passed 2019-20 July 15, 2020 02:00 p.m. Held through video No special resolution was passed. conference / other audio visual means. Deemed venue was 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai – 400 021 2018-19 August 12, 2019 11:00 a.m. Birla Matushri Sabhagar, 19, Sir Vithaldas Thackersey Marg, Near Bombay Hospital & Medical Research Centre, New Marine Lines, Mumbai – 400 020 i. Re-appoint Shri P. M. S. Prasad as a Whole-time Director ii. Re-appoint Shri Raminder Singh Gujral as an Independent Director 2017-18 July 5, 2018 11:00 a.m. Birla Matushri Sabhagar, 19, Sir Vithaldas Thackersey Marg, Near Bombay Hospital & Medical Research Centre, New Marine Lines, Mumbai – 400 020 i. Re-appoint Shri Adil Zainulbhai as an Independent Director ii. Offer or invitation to subscribe to Redeemable Non-Convertible Debentures on private placement Tribunal Convened Meetings As per the directions of Mumbai Bench of the Hon’ble National Company Law Tribunal (NCLT), by its Order dated February 11, 2021, the Company convened meetings of its Equity Shareholders, Secured Creditors and Unsecured Creditors, to consider and approve, the Scheme of Arrangement between Reliance Industries Limited & its shareholders and creditors and Reliance O2C Limited & its shareholders and creditors. Pursuant to the said Order, the meetings of Equity Shareholders, Secured Creditors and Unsecured Creditors were held on March 31, 2021, through video conferencing / other audio visual means, in compliance with the applicable provisions of the Companies Act, 2013 and the Listing Regulations. Voting Results of the aforesaid meetings are available on the website of the Company. Resolution(s) passed through Postal Ballot: No postal ballot was conducted during the financial year 2020-21. There is no immediate proposal for passing any resolution through postal ballot. Disclosure on materially significant related party transactions that may have potential conflict with the Company’s interests at large The Company’s major related party transactions are generally with its subsidiaries and associates. The related party transactions are entered into based on considerations of various business exigencies, such as synergy in operations, sectoral specialisation and the Company’s long-term strategy for sectoral investments, optimisation of market share, profitability, legal requirements, liquidity and capital resources of subsidiaries and associates. All the contracts / arrangements / transactions entered by the Company during the financial year with related parties were in its ordinary course of business and on an arm’s length basis. During the year, the Company had not entered into any contract / arrangement / transaction with related parties which could be considered material in accordance with the policy of the Company on Materiality of Related Party Transactions and on dealing with Related Party Transactions. The Company has made full disclosure of transactions with the related parties as set out in Note 33 of Standalone Financial Statement, forming part of the Annual Report. There were no materially significant related party transactions which could have potential conflict with interest of the Company at large. The Company’s Policy on Materiality of Related Party Transactions and on dealing with Related Party Transactions is available on the website of the Company. Details of non-compliance by the Company, penalties, strictures imposed on the Company by stock exchange or SEBI, or any statutory authority, on any matter related to capital markets, during the last three years (i) The Securities and Exchange Board of India (SEBI), on August 8, 2014 had passed an adjudication order on a show cause notice issued to the Company for alleged non-disclosure of the diluted Earnings per Share in the quarterly financial results for the quarters ended June 2007, September 2007, December 2007, March 2008, June 2008 and 188 189 Corporate Governance ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited September 2008 and imposed monetary penalty of `13 crore. On an appeal by the Company, the Hon’ble Securities Appellate Tribunal, set aside SEBI’s order and remanded the matter for fresh consideration by SEBI. SEBI issued a fresh show cause notice dated April 5, 2016 in the matter alleging incorrect disclosure of the diluted Earnings per Share. The Company filed a reply to the show cause notice and attended the personal hearing on July 26, 2016. SEBI appointed new Adjudicating Officer (AO). The last hearing before the AO was held on November 22, 2018. Further details sought by AO were provided in December 2018. After more than 2 years, the AO sent a letter dated March 19, 2021 granting an opportunity to the Company to make additional submissions and personal hearing in the matter. The Company has filed additional submissions in the matter. (ii) (a) On December 16, 2010, SEBI issued a show cause notice (SCN) inter alia to the Company (RIL) in connection with the trades by RIL in the stock exchanges in 2007 in the shares of Reliance Petroleum Limited, then a subsidiary of RIL. Hearings were held before the Whole Time Member (WTM) of SEBI in respect of the SCN. By an order dated March 24, 2017, the WTM passed the directions: (i) prohibiting inter alia RIL from dealing in equity derivatives in the ‘Futures & Options’ segment of stock exchanges, directly or indirectly, for a period of one year from the date of the order; and (ii) to RIL to disgorge an amount of `447.27 crore along with interest at the rate of 12% per annum from November 29, 2007 till the date of payment. In May 2017, RIL and the other noticees filed an appeal before the Securities Appellate Tribunal (SAT) against this order. SAT, by a majority order (2:1), dismissed the appeal on November 5, 2020 and directed RIL to pay the disgorged amount within sixty days from the date of the order. The appeal of RIL and other noticees has been admitted by the Hon’ble Supreme 190 Court of India. By its order dated December 17, 2020, the Hon’ble Supreme Court of India directed RIL to deposit `250 crore in the Investors’ Protection Fund, subject to the final result of the appeal and stayed the recovery of the balance, inclusive of interest, pending the appeal. RIL has complied with the order dated December 17, 2020 of the Hon’ble Supreme Court of India. (b) In the very same matter, on November 21, 2017, SEBI issued show cause notice, inter alia, to the RIL, asking RIL to show cause as to why inquiry should not be held in terms of SEBI (Procedure for Holding Inquiry and Imposing Penalties by Adjudicating Officer) Rules, 1995 and penalty not be imposed under the provisions of the Securities and Exchange Board of India Act, 1992. The Adjudicating Officer of SEBI passed an order on January 1, 2021 imposing a penalty of `25 crore on RIL. RIL has paid the penalty under protest and has filed an appeal before the SAT against this order. (iii) SEBI had issued a show cause notice dated November 26, 2015 to the Company alleging that, the Company had not provided the information sought by SEBI regarding categorisation of the Directors of the Company as on January 07, 2000. The Adjudicating Officer, vide Order dated February 28, 2018, disposed of the adjudication proceedings initiated against the Company without imposition of any penalty. (iv) The Company had issued debentures with convertible warrants in the year 1994 and allotted equity shares against the warrants in the year 2000. In this matter, SEBI had filed a complaint on July 16, 2020, inter alia against the Company before the Special Court, Mumbai, for taking cognizance of alleged offences under Regulations 3, 5 and 6 of SEBI (Prohibition of Fraudulent and Unfair Trade Practices relating to Securities Market) Regulations, 1995 and section 77(2) and section 77A of Companies Act, 1956. The Special Court, Mumbai, vide order dated September 30, 2020, dismissed SEBI’s complaint as barred by limitation. Against the said order of the Special Court, SEBI has filed a revision application before the Hon’ble High Court, Bombay and the same is pending. Whistle-Blower Policy The Company promotes safe, ethical and compliant conduct of all its business activities and has put in place a mechanism for reporting illegal or unethical behaviour. The Company has a Vigil Mechanism and Whistle-blower policy under which the employees are encouraged to report violations of applicable laws and regulations and the Code of Conduct – without fear of any retaliation. The reportable matters may be disclosed to the Ethics and Compliance Task Force which operates under the supervision of the Audit Committee. Employees may also report violations to the Chairman of the Audit Committee and there was no instance of denial of access to the Audit Committee. The Vigil Mechanism and Whistle-blower Policy is available on the website of the Company. Prevention of Sexual Harassment of Women at Workplace The Company is committed to provide a work environment which ensures that every employee is treated with dignity, respect and afforded equal treatment. Please refer Human Capital section of Management Discussion and Analysis Report, for more details. Adoption of Mandatory and Discretionary Requirements The Company has complied with all mandatory requirements of Regulation 34 of the Listing Regulations. The Company has adopted the following discretionary requirements of the Listing Regulations: Audit Qualification The Company is in the regime of unmodified opinions on financial statements. Reporting of Internal Auditor The Internal Audit Department of the Company, co-sourced with professional firms of Chartered Accountants, reports directly to the Audit Committee. Means of Communication Quarterly results: The Company’s quarterly / half-yearly / annual financial results are sent to the Stock Exchanges and published in ‘Indian Express’, ‘Financial Express’ and ‘Loksatta’. They are also available on the website of the Company. News releases, presentations: Official news releases and official media releases are generally sent to the Stock Exchanges and are also available on the website of the Company. Presentations to institutional investors / analysts: Detailed presentations are made to institutional investors and financial analysts on the Company’s quarterly, half-yearly as well as annual financial results and sent to the Stock Exchanges. These presentations, video recordings and transcript of meetings are available on the website of the Company. No unpublished price sensitive information is discussed in meeting with institutional investors and financial analysts. Website: The Company’s website (www. ril.com) contains a separate dedicated section ‘Investor Relations’ where shareholders’ information is available. Annual Report: The Annual Report containing, inter alia, Audited Financial Statement, Audited Consolidated Financial Statement, Board’s Report, Auditors’ Report and other important information is circulated to the members and others entitled thereto. The Management Discussion and Analysis Report forms part of the Annual Report. The Annual Report is also available in downloadable form on the website of the Company. Chairman’s Communiqué: A copy of the Chairman’s speech is sent to all the shareholders, whose e-mail IDs are registered with the Company / Depository Participants. The document is also available on the website of the Company. Letters / e-mails / SMS to Investors: The Company addressed various investor-centric letters / e-mails to its shareholders during the year. This included reminders for claiming unclaimed / unpaid dividend from the Company; claiming shares lying in unclaimed suspense account with the Company; dematerialisation of shares, updating e-mail, PAN and bank account details. The Company has also sent a series of focused correspondences to the allottees of partly paid-up rights equity shares whose shares were credited in a separate demat suspense account with the Company, requesting them to furnish the requisite documents / information for claiming the said shares. Further, where the mobile numbers of the concerned shareholders / allottees were available, the Company also sent SMS to them. Print / Digital Media: During Rights Issue, campaigns were run through print / digital media, creating investor awareness. Chatbot: State of the art Chatbot application was deployed, during the Rights Issue and the Annual General Meeting held in 2020, to provide instant automated query resolution / support to the investors / shareholders. NSE Electronic Application Processing System (NEAPS): NEAPS is a web- based application designed by NSE for corporates. All periodical and other compliance filings are filed electronically on NEAPS. BSE Listing Centre (Listing Centre): Listing Centre is a web-based application designed by BSE for corporates. All periodical and other compliance filings are filed electronically on the Listing Centre. SEBI Complaints Redress System (SCORES): Investor complaints are processed at SEBI in a centralised web-based complaints redress system. The salient features of this system are centralised database of all complaints, online upload of Action Taken Reports (ATRs) by concerned companies and online viewing by investors of actions taken on the complaints and their current status. Designated exclusive email-IDs: The Company has designated the following email-IDs exclusively for investor servicing: • For queries on Annual Report: investor. relations@ril.com; rilagm@ril.com • For queries in respect of shares in physical mode: rilinvestor@kfintech.com Shareholders’ Feedback Survey: The Company sends feedback form seeking shareholders’ views on various matters relating to investor services and Annual Report for improvement in future. General Shareholder Information Annual General Meeting Thursday, June 24, 2021 at 2:00 p.m. IST through Video Conferencing / Other Audio Visual Means as set out in the Notice convening the Annual General Meeting. Deemed venue of the Meeting is 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai 400 021. Dividend Payment Date Between June 24, 2021 and June 30, 2021 for electronic transfer to the shareholders who have furnished bank account details to the Company / its Registrar. Physical warrants shall be dispatched to the shareholders, who have not registered their ECS mandates. Financial Year April 1 to March 31 Financial Calendar (Tentative) Results for the quarter ending June 30, 2021 – Fourth week of July, 2021 September 30, 2021 – Fourth week of October, 2021 December 31, 2021 – Fourth week of January, 2022 March 31, 2022 – Fourth week of April, 2022 Annual General Meeting – June / July, 2022 Listing on Stock Exchanges Equity Shares BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001 Scrip Code – 500325 / 890147 National Stock Exchange of India Limited Exchange Plaza, C-1, Block G, Bandra-Kurla Complex, Bandra (East), Mumbai - 400 051 Trading Symbol – RELIANCE / RELIANCEPP ISIN: INE002A01018 / IN9002A01024 191 Corporate Governance ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Global Depository Receipts (GDRs) Luxembourg Stock Exchange 35A Boulevard Joseph II, L-1840, Luxembourg Commercial Papers BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001 Overseas Depository The Bank of New York Mellon Corporation 240, Greenwich Street, New York, NY 10286, USA Payment of Listing Fees Annual listing fee for the financial year 2021-22 has been paid by the Company to BSE Limited and National Stock Exchange of India Limited. Domestic Custodian ICICI Bank Limited Empire Complex, 1st Floor, 414, Senapati Bapat Marg, Lower Parel (West), Mumbai - 400 013 Payment of Depository Fees Annual Custody / Issuer fee is being paid by the Company within the due date based on invoices received from the Depositories. Fees Paid to the Statutory Auditors Total fees for all services paid by the Company and its subsidiaries, on a consolidated basis, to statutory auditors of the Company and other firms in the network entity of which the statutory auditors are a part, during the year ended March 31, 2021, is `59.73 crore. Credit Rating The Company’s financial discipline and prudence is reflected in the strong credit ratings ascribed by rating agencies. There has been no revision in credit ratings during the financial year 2020-21. The details of the Credit Rating are mentioned in Management Discussion and Analysis Report. Debentures BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001 National Stock Exchange of India Limited Exchange Plaza, C-1, Block G, Bandra-Kurla Complex, Bandra (East), Mumbai - 400 051 Bonds Singapore Stock Exchange 2 Shenton Way, #19- 00 SGX Centre 1, Singapore 068804 Luxembourg Stock Exchange 35A Boulevard Joseph II, L-1840, Luxembourg Bonds listed on Taipei Stock Exchange were redeemed during the year. Stock Market Price Data (a) Fully paid-up equity shares Utilisation of funds raised through issue of Non- Convertible Debentures and Rights Issue of equity shares During the financial year 2020-21, the Company issued on private placement basis and allotted, Unsecured Redeemable Non-Convertible Debentures (NCDs) of face value of `10,00,000/- (Rupees Ten lakh) each, aggregating `24,955 crore in seven tranches as per the terms of issue of the respective tranches. Further, the third tranche of `500 crore was received from the holders of partly paid NCDs (Series IA). The funds raised through NCDs have been utilised for repayment of existing borrowings and other purposes in the ordinary course of business. The funds raised by the Company through Rights Issue, have been utilised towards repayment of certain borrowings of the Company, as stated in the Letter of Offer. Debenture Trustee Axis Trustee Services Limited The Ruby, 2nd Floor, SW, 29, Senapati Bapat Marg, Dadar (West), Mumbai – 400 028 Tel: +91-22-62300451 Fax: +91-22-62300700 E-mail: debenturetrustee@axistrustee.in; complaints@axistrustee.in Website Address: www.axistrustee.in Month April 2020 May 2020 June 2020 July 2020 August 2020 September 2020 October 2020 November 2020 December 2020 January 2021 February 2021 March 2021 National Stock Exchange of India Limited (NSE) BSE Limited (BSE) High Price (`) Low Price (`) Volume (No.) High Price (`) Low Price (`) Volume (No.) 1,494.95 1,615.00 1,804.20 2,198.80 2,196.00 2,369.35 2,309.00 2,095.00 2,038.00 2,120.00 2,152.00 2,231.90 1,045.20 1,393.00 1,475.95 1,708.05 2,000.25 2,044.25 1,991.00 1,835.10 1,855.25 1,830.00 1,848.00 1,973.70 47,37,60,747 46,20,09,690 39,76,86,864 61,65,46,940 38,32,65,064 37,87,69,234 25,98,30,368 43,22,25,361 23,27,69,277 30,00,50,658 24,11,26,674 19,41,33,230 1,495.00 1,614.85 1,804.10 2,198.70 2,195.00 2,368.80 2,309.40 2,095.35 2,037.80 2,119.80 2,152.25 2,231.00 1,044.75 1,393.65 1,475.65 1,708.75 2,001.25 2,045.35 1,990.75 1,835.00 1,856.05 1,830.00 1,845.20 1,973.05 2,05,39,292 1,83,17,840 2,20,69,670 2,93,62,534 1,72,55,541 1,69,41,796 1,09,37,428 1,78,50,068 1,09,17,366 1,76,34,405 1,71,60,448 1,01,90,776 [Source: This information is compiled from the data available on the websites of BSE and NSE] (b) Partly paid-up equity shares Month April 2020* May 2020* June 2020* July 2020 August 2020 September 2020 October 2020 November 2020 December 2020 January 2021 February 2021 March 2021 National Stock Exchange of India Limited (NSE) BSE Limited (BSE) High Price (`) Low Price (`) Volume (No.) High Price (`) Low Price (`) Volume (No.) - - 895.50 1,358.70 1,294.90 1,470.00 1,416.40 1,206.70 1,139.90 1,224.40 1,272.00 1,333.30 - - 664.40 804.90 1,100.00 1,171.20 1,122.40 961.95 1,000.00 956.65 965.00 1075.25 - - 4,44,62,666 8,31,28,462 4,38,97,093 3,38,37,836 2,26,97,748 3,62,87,730 2,33,85,275 2,90,48,740 2,90,55,000 3,22,80,601 - - 894.15 1,357.95 1,299.95 1,469.95 1,417.00 1,206.50 1,140.00 1,224.50 1,272.00 1,332.50 - - 665.00 804.10 1,110.00 1,171.75 1,122.00 962.60 1,000.00 956.60 965.10 1,075.50 - - 31,48,515 73,85,077 23,97,510 29,00,214 18,61,314 36,08,593 18,05,469 23,37,273 18,51,959 9,86,476 [Source: This information is compiled from the data available on the websites of BSE and NSE] * The partly paid-up shares were listed on June 15, 2020 Share Price Performance in comparison to broad-based indices – BSE Sensex and NSE Nifty as on March 31, 2021 FY 2020-21 2 Years 3 Years 5 Years 10 Years RIL Share Performance on BSE Sensex Performance RIL Share Performance on NSE NIFTY Performance 80.07% 46.96% 126.91% 283.30% 282.36% 68.01% 28.02% 50.17% 95.37% 154.61% 79.85% 46.94% 126.93% 283.30% 281.87% 70.87% 26.38% 45.26% 89.84% 151.82% RIL’s share price on BSE and NSE has been adjusted for FY 2017-18 and the earlier years, on account of issue of bonus shares in FY 2017-18. BSE SENSEX VS RIL SHARE PRICE BSE SENSEX RIL CLOSE PRICE 50,000 47,000 44,000 41,000 38,000 35,000 32,000 29,000 26,000 23,000 NSE NIFTY VS RIL SHARE PRICE NSE NIFTY RIL CLOSE PRICE 15,000 14,000 13,000 12,000 11,000 10,000 9,000 8,000 7,000 2,200 2,000 1,800 1,600 1,400 1,200 1,000 2,400 2,200 2,000 1,800 1,600 1,400 1,200 1,000 192 193 Corporate Governance ReportMar 2020Apr 2020Mar 2021May 2020Jun 2020Jul 2020Aug 2020Sep 2020Oct 2020Nov 2020Dec 2020Jan 2021Feb 2021BSERILNSERILMar 2020Apr 2020Mar 2021May 2020Jun 2020Jul 2020Aug 2020Sep 2020Oct 2020Nov 2020Dec 2020Jan 2021Feb 2021Integrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Registrars and Transfer Agents KFin Technologies Private Limited (Formerly known as Karvy Fintech Private Limited) Selenium Tower B, Plot 31-32, Gachibowli, Financial District, Nanakramguda, Hyderabad - 500 032 Tel: +91 40 6716 1700 Toll Free No.: 1800 425 8998 (From 9:00 a.m. to 6:00 p.m.) Fax: +91 40 67161680 E-mail: rilinvestor@kfintech.com Website: www.kfintech.com Share Transfer System As mandated by SEBI, securities of the Company can be transferred / traded only in dematerialised form. Shareholders holding shares in physical form are advised to avail the facility of dematerialisation. In this regard, a communication encouraging dematerialisation of shares and explaining procedure thereof, was also sent during the year to the concerned shareholders of the Company. During the year, the Company obtained, on half-yearly basis, a certificate from a Company Secretary in Practice, certifying that all certificates for transfer, transmission, sub-division, consolidation, renewal, exchange and deletion of names, were issued as required under Regulation 40(9) of the Listing Regulations read with SEBI Circular no. SEBI/HO/MIRSD/RTAMB/ CIR/P/2020/59, dated April 13, 2020. These certificates were duly filed with the Stock Exchanges. Shareholding Pattern as on March 31, 2021 Category of shareholder Number of shareholders Total number of shares (Fully paid-up) Total number of shares (Partly paid-up) Total number of shares (Fully paid-up & Partly paid-up) % of total number of shares (A+B+C) Sr. No. (A) Shareholding of Promoter and Promoter Group Indian Foreign (1) (2) Total Shareholding of Promoter and Promoter Group Public Shareholding (B) Institutions (1) Non-institutions (2) Total Public Shareholding (C) Non-Promoter Non-Public Shares held by Custodian(s) (1) against which Depository Receipts have been issued Total shares held by Non- Promoter Non-Public Total (A) + (B) + (C) 52* 0 52 309,80,84,968 0 309,80,84,968 22,50,30,013 0 332,31,14,981 0 22,50,30,013 332,31,14,981 2,204 30,29,019 30,31,223 237,49,33,270 67,38,89,550 304,88,22,820 15,30,89,811 4,45,07,070 252,80,23,081 71,83,96,620 19,75,96,881 3,24,64,19,701 1 1 19,25,34,132 19,25,34,132 0 0 19,25,34,132 49.14 0.00 49.14 37.39 10.62 48.01 2.85 30,31,276 633,94,41,920 42,26,26,894 6,76,20,68,814 100.00 * As per disclosure under Regulation 30(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, furnished by the promoters. CATEGORY-WISE SHAREHOLDING (%) INSTITUTIONS PROMOTERS NON-INSTITUTIONS GDR HOLDERS 2.85 10.62 49.14 37.39 Distribution of shareholding by size as on March 31, 2021 Dematerialisation of Shares Mode of Holding Fully paid-up (%) Partly paid-up (%) NSDL CDSL Physical Total 95.99 2.99 1.02 100.00 96.68 3.32 0.00 100.00 Build-Up of Equity Share Capital The statement showing build-up of equity share capital is available on the website of the Company. Corporate Benefits to Investors (A) Dividend declared for the last 10 Years Financial Year Date of Dividend Declaration Dividend per Equity Share of `10/- each (`) 2010-11 2011-12 2012-13 2013-14 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 June 3, 2011 June 7, 2012 June 6, 2013 June 18, 2014 June 12, 2015 March 10, 2016 July 21, 2017 July 5, 2018 (post bonus issue 1:1) August 12, 2019 July 15, 2020 8.00 8.50 9.00 9.50 10.00 10.50 11.00 6.00 6.50 6.50 (Pro-rata dividend of `1.625 on each partly paid-up equity share) 1980-81 1983-84 1997-98 2009-10 2017-18 Ratio 3:5 6:10 1:1 1:1 1:1 Liquidity The Company’s Equity Shares are among the most liquid and actively traded shares on the Indian Stock Exchanges. RIL shares consistently rank among the top few frequently traded shares, both in terms of the number of shares traded as well as value. Relevant data for the average daily turnover for the financial year 2020-21 is given below: Fully paid-up Partly paid-up Particulars Shares (Nos.) Value (` in crore) BSE NSE Total BSE NSE Total 8,40,069 1,75,58,932 1,83,99,001 1,40,012 18,71,689 20,11,701 158.03 3,284.70 3,442.73 15.52 207.78 223.30 0 2.85 Financial Year (B) Bonus issues of fully paid-up Equity Shares Fully paid-up Partly paid-up Total [Source: This information is compiled from the data available on the websites of BSE and NSE] Category (Shares) Upto 500 501 - 1000 1001 - 5000 5001 - 10000 10001 - 20000 Above 20000 TOTAL 194 Holders Shares Holders Shares 27,58,294 1,10,145 85,463 7,283 2,747 2,836 19,92,75,909 7,83,96,413 16,83,39,298 5,02,24,987 3,79,74,556 5,80,52,30,757 29,66,768 6,33,94,41,920 4,96,665 5,352 3,687 419 211 445 1,73,92,696 38,08,597 73,56,595 29,62,311 29,95,054 38,81,11,641 5,06,779 42,26,26,894 Shares Holders (Unique) 28,10,595 1,14,903 91,578 7,978 3,079 3,143 20,33,26,643 8,12,05,167 17,97,17,244 5,45,90,972 4,21,82,187 6,20,10,46,601 30,31,276 6,76,20,68,814 % of total Shares 3.01 1.20 2.66 0.81 0.62 91.70 100.00 Outstanding Global Depository Receipts (GDRs) / Warrants and Convertible Bonds, Conversion Date and likely impact on Equity GDRs: Outstanding GDRs as on March 31, 2021 represent 19,25,34,132 equity shares constituting 2.85% of Company’s paid-up Equity Share Capital. Each GDR represents two underlying equity shares in the Company. GDR is not a specific time-bound instrument and can be surrendered at any time and converted into the underlying equity shares in the Company. The shares so released in favour of the investors upon surrender of GDRs can either be held by investors concerned in their name or sold off in the Indian secondary markets for cash. To the extent of shares so sold in the Indian markets, GDRs can be reissued under the available head-room. There are no outstanding warrants or convertible bonds having any impact on equity. RIL GDR Programme The Global Depository Receipts of the Company are listed on Luxembourg Stock Exchange and are traded on the International Order Book (London Stock Exchange) and amongst qualified institutional investors on the over-the-counter market in the United States of America. RIL GDRs are exempted securities under US Securities Law. RIL GDR programme has been established under Rule 144A and Regulation S of the US Securities Act, 1933. Reporting is done under the exempted route of Rule 12g3-2(b) under the US Securities Exchange Act, 1934. The Bank of New York Mellon is an Overseas Depository and ICICI Bank Limited is the Domestic Custodian of all the equity shares underlying the GDRs issued by the Company. Employee Stock Options Particulars with regard to Employees’ Stock Options are available on the website of the Company. Commodity Price Risks / Foreign Exchange Risk and Hedging Activities The Company is subject to commodity price risks due to fluctuation in prices of crude oil, gas, refinery and petrochemical products. Also, Company’s payables and receivables are partly in foreign currencies and due to fluctuations in foreign exchange rates, it is subject to Currency risks. The Company has in place a robust risk management framework for identification and monitoring and mitigation of commodity price and foreign exchange risks. The risks are tracked and monitored on a regular basis and mitigation strategies are adopted in line with the risk management framework. For further details on the above risks, please refer the Enterprise Risk Management 195 Corporate Governance ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited section of the Management Discussion and Analysis Report. Risk Management Policy with respect to Commodities including through Hedging • Commodities Exposure The Company is exposed to price volatility on various Petroleum, Petrochemical and other Energy related commodities, as part of its business operations. Due to the dynamic markets, prices of such Commodities fluctuate and can result in Margin Risk. This policy prescribes the guidelines for hedging Commodities Price risks. • Hedging Policy Exposures are identified and measured across the Company so that appropriate hedging can be done on a net basis. For Commodities hedging, there exist Over The Counter (OTC) and Exchange markets that offer financial instruments (derivatives), that enable managing the Price risk. Strategic decisions regarding the timing and the usage of derivatives instruments such as Swaps / Futures / Options, are taken based on various factors including market conditions, physical inventories, macro-economic situation. These decisions and execution are done in line with the Board approved Commodities Risk Management framework. The Risk Management Committee has oversight on all hedging actions taken. More details on Risk Management are covered under the Enterprise Risk Management section of the Management Discussion and Analysis Report. Exposure of the Company to commodity risks, which are material is as under: Commodity Name Crude Middle Distillates Light Distillates Polymer Petchem Intermediate Polyester Total Exposure towards the particular commodity (` in crore) 1,47,263 76,650 43,061 51,398 32,484 17,620 Exposure in quantity terms towards the particular commodity (in 1000 Metric Ton) 65,421 27,523 13,687 6,149 7,157 2,384 3,68,476 1,22,321 % of such exposure hedged through commodity derivatives Domestic market International market Total OTC Exchange OTC Exchange* - - - - - - - 19.4 - 39.2 1.8 - - - 0.0 - - - 45.2 64.6 29.2 68.4 41.9 43.7 - 0.1 - - 0.1 - * Includes OTC transactions cleared through International Exchanges. Plant Locations in India Oil to Chemicals DTA Jamnagar Refinery Village Meghpar / Padana, Taluka Lalpur, Jamnagar – 361 280, Gujarat, India Dahej Manufacturing Division P. O. Dahej – 392 130, Taluka: Vagra, District Bharuch, Gujarat, India Vadodara Manufacturing Division P. O. Petrochemicals, Vadodara – 391 346, Gujarat, India SEZ Jamnagar Refinery Unit of Reliance Jamnagar SEZ Village Meghpar / Padana, Taluka Lalpur, Jamnagar – 361 280, Gujarat, India Patalganga Manufacturing Division B-1 to B-5 & A3, MIDC Industrial Area, Patalganga – 410 220, District Raigad, Maharashtra, India Hazira Manufacturing Division Village Mora, P. O. Bhatha, Surat-Hazira Road, Surat – 394 510, Gujarat, India Nagothane Manufacturing Division P. O. Petrochemicals Township, Nagothane – 402 125, Roha Taluka, District Raigad, Maharashtra, India Silvassa Manufacturing Division 342, Kharadpada, P. O. Naroli – 396 235, Union Territory of Dadra and Nagar Haveli, India Barabanki Manufacturing Division Dewa Road, P. O. Somaiya Nagar, Barabanki – 225 123, Uttar Pradesh, India Hoshiarpur Manufacturing Division Dharamshala Road, V. P. O. Chohal, District Hoshiarpur – 146 024, Punjab, India Oil & Gas KG D6 Village Gadimoga, Tallarevu Mandal, East Godavari District – 533 463, Andhra Pradesh, India Coal Bed Methane Coal Based Methane Village & P. O.: Lalpur, Tehsil: Burhar, District Shahdol, Madhya Pradesh – 484 110, India Composites Vadodara Composites Division Vadodara - Halol Expressway, Village - Asoj, Taluka – Waghodia, Vadodara – 391 510, Gujarat, India Textiles Naroda Manufacturing Division 103 / 106, Naroda Industrial Estate, Naroda, Ahmedabad – 382 330, Gujarat, India Address for Correspondence For shares held in physical form KFin Technologies Private Limited (Formerly known as Karvy Fintech Private Limited) Selenium Tower B, Plot 31-32, Gachibowli Financial District, Nanakramguda, Hyderabad - 500 032 Tel: +91 40 6716 1700 Toll Free No.: 1800 425 8998 (From 9:00 a.m. to 6:00 p.m.) Fax: +91 40 67161680 E-mail: rilinvestor@kfintech.com Website: www.kfintech.com For shares held in demat form Investors’ concerned Depository Participant(s) and / or KFin Technologies Private Limited. Any query on the Annual Report Smt. Savithri Parekh Joint Company Secretary and Compliance Officer Reliance Industries Limited 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai - 400 021 E-mail: investor.relations@ril.com; rilagm@ril.com Transfer of Unpaid / Unclaimed Amounts and Shares to Investor Education and Protection Fund During the year, the Company has credited `28.87 crore to the Investor Education and Protection Fund (IEPF) pursuant to the provisions of the Companies Act, 2013. The cumulative amount transferred by the Company to IEPF up to March 31, 2021 is `271 crore. In accordance with the provisions of the Companies Act, 2013 and relaxation granted by the IEPF Authority, the Company has transferred 10,12,789 equity shares of `10/- each, to the credit of the IEPF Authority, on December 21, 2020, in respect of which dividend had not been paid or claimed by the members for seven consecutive years or more as on the cut-off date, i.e. July 12, 2020. The Company has initiated necessary action for transfer of shares in respect of which dividend has not been paid or claimed by the members consecutively since FY 2013-14. The Company has uploaded on its website, the details of unpaid and unclaimed amounts lying with the Company as on March 31, 2021. Details of shares transferred to the IEPF Authority during financial year 2020-21 are also available on the website of the Company. The Company has also uploaded these details on the website of the IEPF Authority (www.iepf.gov.in). The voting rights on the shares transferred to the IEPF Authority shall remain frozen till the rightful owner claims the shares. Due dates for transfer to IEPF, of unclaimed / unpaid dividends for the financial year 2013-14 and thereafter: FY ended March 31, 2014 March 31, 2015 March 31, 2016 March 31, 2017 March 31, 2018 March 31, 2019 March 31, 2020 Declaration Date Due Date June 18, 2014 June 12, 2015 March 10, 2016 July 21, 2017 July 5, 2018 August 12, 2019 July 15, 2020 July 24, 2021 July 18, 2022 April 15, 2023 August 26, 2024 August 4, 2025 September 11, 2026 August 14, 2027 Equity Shares in the Unclaimed Suspense Account In terms of Regulation 39 of the Listing Regulations, details of the equity shares lying in the Unclaimed Suspense Account are as follows: Particulars Aggregate number of shareholders and the outstanding shares in the Unclaimed Suspense Account lying as on April 1, 2020 Less: Number of shareholders who approached the Company for transfer of shares (which number is the same as shares transferred from Unclaimed Suspense Account during the year) Add: Number of shareholders and aggregate number of shares transferred to the Unclaimed Suspense Account during the year* Less: Number of shares transferred to IEPF Authority during the year Aggregate number of shareholders and the outstanding shares in the Unclaimed Suspense Account lying as on March 31, 2021 Issued in demat form Issued in physical form No. of shareholders No. of equity shares 96 2,616 0 0 0 0 0 0 No. of shareholders (phase-wise transfers) 78,889 No. of equity shares 74,32,768 2,546 3,18,039 1 72 1,636 71,255 96 2,616 74,708 70,43,546 The voting rights on the shares in the Unclaimed Suspense Account shall remain frozen till the rightful owner claim the shares. * IEPF Authority has erroneously credited 72 shares to the Unclaimed Suspense Account instead of crediting claimant’s demat account. The matter has been taken up with the IEPF Authority to rectify this transaction. 196 197 Corporate Governance ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Weblinks for the matters referred in this Report are as under: Compliance of Corporate Governance requirements specified in Regulation 17 to 27 and Regulation 46(2)(b) to (i) of the Listing Regulations Website link Sr. No. Particulars Regulation https://www.ril.com/DownloadFiles/IRStatutory/Code-of-Conduct.pdf 1 Board of Directors 17 Compliance Status Yes / No / N.A. Yes Particulars Policies and Code Code of Conduct Our Code Familarisation Programme for Independent Directors Remuneration Policy for Directors, Key Managerial Personnel and other employees Policy for selection of Directors and determining Directors’ independence Policy for determining Material Subsidiaries Policy on Materiality of Related Party Transactions and on dealing with Related Party Transactions Policy on Determination and Disclosure of Materiality of Events and Information and Web Archival Policy Vigil Mechanism and Whistle- Blower Policy Reports Quarterly, Half-yearly and Annual Financial Results (from 2002 to 2021) Presentation to institutional investors and analysts (from 1999 to 2021) http://www.ril.com/DownloadFiles/IRStatutory/ourcode.pdf https://www.ril.com/InvestorRelations/Downloads.aspx http://www.ril.com/DownloadFiles/IRStatutory/Remuneration-Policy-for-Directors.pdf http://www.ril.com/DownloadFiles/IRStatutory/Policy-for-Selection-of-Directors.pdf http://www.ril.com/DownloadFiles/IRStatutory/Material-Subsidiaries.pdf http://www.ril.com/DownloadFiles/IRStatutory/Policy-on-Materiality-of-RPT.pdf http://www.ril.com/DownloadFiles/IRStatutory/MaterialityPolicy.pdf http://www.ril.com/DownloadFiles/IRStatutory/Vigil-Mechanism-and-Whistle- Blower-Policy.pdf http://www.ril.com/InvestorRelations/FinancialReporting.aspx http://www.ril.com/InvestorRelations/FinancialReporting.aspx Annual Report (from 1976 to 2021) http://www.ril.com/InvestorRelations/FinancialReporting.aspx Chairman’s Communication (from 2002 to 2021) http://www.ril.com/InvestorRelations/Chairman-Communication.aspx Sustainability Reports Shareholder Information Composition of Board of Directors and Profile of Directors Composition of various Committees of the Board and their terms of reference ESOS Disclosure under SEBI (Share Based Employee Benefits) Regulations, 2014 as on March 31, 2021 Details of unpaid and unclaimed amounts lying with the Company as on date of last Annual General Meeting (i.e. July 15, 2020) and details of shares transferred to IEPF during financial year 2020-21. http://www.ril.com/Sustainability/CorporateSustainability.aspx http://www.ril.com/OurCompany/Leadership/BoardOfDirectors.aspx http://www.ril.com/OurCompany/Leadership/BoardCommittees.aspx https://www.ril.com/DownloadFiles/IRStatutory/ESOS-2006-Disclosure-2020-21.pdf https://www.ril.com/DownloadFiles/IRStatutory/ESOS-2017-Disclosure-2020-21.pdf http://www.ril.com/InvestorRelations/ShareholdersInformation.aspx Secretarial Audit Report of Material Unlisted Subsidiary https://www.ril.com/DownloadFiles/IRStatutory/Secretarial-Audit-Reports-of-material- subsidiaries-2020-21.pdf Build-up of Equity Share Capital https://www.ril.com/DownloadFiles/IRStatutory/Build-up-of-Equity-Share-Capital.pdf Shareholders’ Referencer Investor Contacts http://www.ril.com/DownloadFiles/IRForms/Shareholders-Referencer.pdf https://www.ril.com/InvestorRelations/Investor-Contacts.aspx 198 Key Compliance observed • Composition and Appointment of Directors • Meetings and quorum • Review of compliance reports • Plans for orderly succession • Code of Conduct • Fees / compensation to Non-Executive Directors • Minimum information to be placed before the Board • Compliance Certificate by Chief Executive Officer and Chief Financial Officer • Risk management plan, risk assessment and minimisation procedures • Performance evaluation of Independent Directors • Recommendation of Board for each item of special business • Directorships in listed entities • Composition • Meetings and quorum • Chairperson present at Annual General Meeting • Role of the Committee • Meetings and quorum • Chairperson present at Annual General Meeting • Role of the Committee • Composition • Meetings • Chairperson present at Annual General Meeting • Role of the Committee • Composition • Meetings • Role of the Committee 2 Maximum Number of Directorships 3 Audit Committee 17A 18 Yes Yes Nomination and Remuneration Committee 19 Yes • Composition 4 5 Stakeholders Relationship Committee 20 Yes 6 Risk Management Committee 21 Yes 7 Vigil Mechanism 22 Yes • Vigil Mechanism and Whistle-Blower Policy for Directors and employees • Adequate safeguards against victimisation • Direct access to the Chairperson of Audit Committee 8 Related party transactions 23 Yes • Policy on Materiality of related party transactions and dealing 9 Subsidiaries of the Company 24 Yes 10 Secretarial Audit 24A Yes with related party transactions • Prior approval including omnibus approval of Audit Committee for related party transactions • Periodical review of related party transactions • Disclosure on related party transactions • Appointment of Company’s Independent Director on the Board of unlisted material subsidiaries • Review of financial statements and investments of unlisted subsidiaries by the Audit Committee • Minutes of the Board of Directors of the unlisted subsidiaries are placed at the meeting of the Board of Directors • Significant transactions and arrangements of unlisted subsidiaries are placed at the meeting of the Board of Directors • Secretarial Audit of the Company • Secretarial Audit of material unlisted subsidiaries incorporated in India • Annual Secretarial Compliance Report 199 Corporate Governance ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Sr. No. Particulars Regulation 11 Obligations with respect to Independent Directors 25 Compliance Status Yes / No / N.A. Yes Key Compliance observed • Tenure of Independent Directors • Meetings of Independent Directors 12 Obligations with respect to employees including Senior Management, Key Managerial Persons, Directors and Promoters 26 Yes 13 Other Corporate 27 Yes Governance requirements • Cessation and appointment of Independent Directors • Familiarisation of Independent Directors • Declaration from Independent Director that he / she meets the criteria of independence are placed at the meeting of Board of Directors • Directors and Officers insurance for all the Independent Directors • Memberships / Chairmanships in Committees • Affirmation on compliance with Code of Conduct by Directors and Senior Management • Disclosure of shareholding by Non-Executive Directors • Disclosures by Senior Management about potential conflicts of interest • No agreement with regard to compensation or profit sharing in connection with dealings in securities of the Company by Key Managerial Personnel, Director and Promoter • Compliance with discretionary requirements • Filing of quarterly, half-yearly and yearly compliance report on Corporate Governance 14 Website 46(2)(b) to (i) Yes • Terms and conditions of appointment of Independent Directors • Composition of various Committees of the Board of Directors • Code of Conduct of Board of Directors and Senior Management Personnel • Details of establishment of Vigil Mechanism / Whistle-blower policy • Criteria of making payments to Non-Executive Directors • Policy on dealing with related party transactions • Policy for determining material subsidiaries • Details of familiarisation programmes imparted to Independent Directors No Disqualification Certificate from Company Secretary in Practice Certificate from Dr. K. R. Chandratre, Practising Company Secretary, confirming that none of the Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as directors of companies by the SEBI, Ministry of Corporate Affairs or any such other Statutory Authority, as stipulated under Regulation 34(3) of the Listing Regulations, is attached to this Report. CEO and CFO Certification The Chairman and Managing Director (CMD) and the Chief Financial Officer (CFO) of the Company give annual certification on financial reporting and internal controls to the Board in terms of Regulation 17(8) of the Listing Regulations, copy of which is attached to this Report. The CMD and the CFO also give quarterly certification on financial results while placing the financial results before the Board in terms of Regulation 33(2) of the Listing Regulations. Compliance Certificate of the Auditors Certificate from the Company’s Auditors, S R B C & CO LLP and D T S & Associates LLP, Chartered Accountants, confirming compliance with conditions of Corporate Governance, as stipulated under Regulation 34 of the Listing Regulations, is attached to this Report. Certificate on Compliance with Code of Conduct I hereby confirm that the Company has obtained from all the members of the Board and Senior Management Personnel, the affirmation that they have complied with the ‘Code of Conduct’ and ‘Our Code’ in respect of the financial year 2020-21. Mukesh D. Ambani Chairman and Managing Director April 30, 2021 No Disqualification Certificate from Company Secretary in Practice (Pursuant to Regulation 34(3) read with Schedule V Para-C Clause 10(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015) To: The Members Reliance Industries Limited 3rd Floor, Maker Chambers IV, 222 Nariman Point, Mumbai - 400 021. I have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Reliance Industries Limited having CIN L17110MH1973PLC019786 and having registered office at 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai 400021 Maharashtra, India (hereinafter referred to as ‘the Company’), produced before me by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Clause 10(i) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. In my opinion and to the best of my information and according to the verifications (including Directors Identification Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to me by the Company & its officers, I hereby certify that none of the Directors on the Board of the Company as stated below for the financial year ending on 31 March 2021, have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs, or any such other Statutory Authority. Sr. No. 1. 2. 3. 4. 5. 6. 7. 8. 9. Name of Director Mukesh Dhirubhai Ambani Yogendra Premkrishna Trivedi Dipak Chand Jain Raghunath Anant Mashelkar Adil Zainulbhai Raminder Singh Gujral Shumeet Banerji Arundhati Bhattacharya Veerayya Chowdary Kosaraju 10. 11. 12. Nita Mukesh Ambani Nikhil Rasiklal Meswani Hital Rasiklal Meswani 13. Madhusudana Sivaprasad Panda 14. Pawan Kumar Kapil DIN Date of appointment in the Company 00001695 00001879 00228513 00074119 06646490 07175393 02787784 02011213 08485334 03115198 00001620 00001623 00012144 02460200 01.04.1977 16.04.1992 04.08.2005 09.06.2007 20.12.2013 12.06.2015 21.07.2017 17.10.2018 18.10.2019 18.06.2014 26.06.1986 04.08.1995 21.08.2009 16.05.2010 Ensuring the eligibility of the appointment / continuity of every Director on the Board is the responsibility of the management of the Company. My responsibility is to express an opinion on these, based on my verification. This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company. Dr. K. R. Chandratre FCS No. 1370, C. P. No.: 5144 Place: Pune Date: 30 April 2021 UDIN: F001370C000220325 Peer Review Certificate No.: 463/2016 200 201 Corporate Governance ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited CEO / CFO Certificate Under Regulation 17(8) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 Independent Auditor’s Certificate on Compliance with the Conditions of Corporate Governance as per Provisions of Chapter IV of Securities and Exchange Board of India (Listing Obligations and Disclosure requirements) Regulations, 2015, (as amended) To, The Board of Directors Reliance Industries Limited 1. We have reviewed financial statements and the cash flow statement of Reliance Industries Limited (“the Company”) for the year ended March 31, 2021 and to the best of our knowledge and belief: i. ii. these statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading; these statements together present a true and fair view of the Company’s affairs and are in compliance with existing accounting standards, applicable laws and regulations. There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which are fraudulent, illegal or violative of the Company’s Code of Conduct. We accept responsibility for establishing and maintaining internal controls for financial reporting and we have evaluated the effectiveness of Company’s internal control systems pertaining to financial reporting. We have not come across any reportable deficiencies in the design or operation of such internal controls. 2. 3. 4. We have indicated to the Auditors and the Audit Committee that: i. there are no significant changes in internal controls over financial reporting during the year; ii. there are no significant changes in accounting policies during the year; and iii. there are no instances of significant fraud of which we have become aware. Mukesh D. Ambani Chairman and Managing Director Alok Agarwal Chief Financial Officer Srikanth Venkatachari Joint Chief Financial Officer April 29, 2021 202 To the Members Reliance Industries Limited 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai - 400021, India 1. The Corporate Governance Report prepared by Reliance Industries Limited (“the Company”), contains details as stipulated in regulations 17 to 27, clauses (b) to (i) of regulation 46(2) and para C and D of Schedule V of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“the Listing Regulations”) (‘applicable criteria’) with respect to Corporate Governance for the year ended March 31, 2021. This report is required by the Company for annual submission to the Stock exchange and to be sent to the Shareholders of the Company. Management’s Responsibility 2. The preparation of the Corporate Governance Report is the responsibility of the Management of the Company including the preparation and maintenance of all relevant supporting records and documents. This responsibility also includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the Corporate Governance Report. 3. The Management along with the Board of Directors are also responsible for ensuring that the Company complies with the conditions of Corporate Governance as stipulated in the Listing Regulations, issued by the Securities and Exchange Board of India. Auditor’s Responsibility 4. Our responsibility is to provide a reasonable assurance in the form of an opinion whether the Company has complied with the condition of Corporate Governance, as stipulated in the Listing Regulations. 5. We conducted our examination of the Corporate Governance Report in accordance with the Guidance Note on Reports or Certificates for Special Purposes (Revised 2016) and the Guidance Note on Certification of Corporate Governance, both issued by the Institute of Chartered Accountants of India (“ICAI”). The Guidance Note on Reports or Certificates for Special Purposes (Revised 2016) requires that we comply with the ethical requirements of the Code of Ethics issued by ICAI. 6. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services Engagements. 7. The procedures selected depend on the auditor’s judgement, including the assessment of the risks associated in compliance of the Corporate Governance Report with the applicable criteria. The procedures includes but not limited to verification of secretarial records and financial information of the Company and obtained necessary representations and declarations from directors including independent directors of the Company. 8. The procedures also include examining evidence supporting the particulars in the Corporate Governance Report on a test basis. Further, our scope of work under this report did not involve us performing audit tests for the purposes of expressing an opinion on the fairness or accuracy of any of the financial information or the financial statements of the Company taken as a whole. Opinion 9. Based on the procedures performed by us as referred in paragraph 7 and 8 above and according to the information and explanations given to us, we are of the opinion that the Company has complied with the conditions of Corporate Governance as stipulated in the Listing Regulations, as applicable for the year ended March 31, 2021, referred to in paragraph 1 above. Other Matters and Restriction on use 10. This report is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the management has conducted the affairs of the Company. 11. This report is addressed to and provided to the members of the Company solely for the purpose of enabling it to comply with its obligations under the Listing Regulations and should not be used by any other person or for any other purpose. Accordingly, we do not accept or assume any liability or any duty of care or for any other purpose or to any other party to whom it is shown or into whose hands it may come without our prior consent in writing. We have no responsibility to update this report for events and circumstances occurring after the date of this report. For D T S & Associates LLP Chartered Accountants ICAI Firm Reg. number: 142412W/ W100595 ICAI Firm Reg. number: 324982E/E300003 For S R B C & CO LLP Chartered Accountants per T P Ostwal Partner Membership No.: 030848 UDIN: 21030848AAAAAS1137 Place: Mumbai Date: April 30, 2021 per Vikas Kumar Pansari Partner Membership No.: 093649 UDIN: 21093649AAAABF8338 Place: Mumbai Date: April 30, 2021 203 Corporate Governance ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Board’s Report Dear Members, The Board of Directors present the Company’s Forty-fourth Annual Report (Post- IPO) and the Company’s audited financial statements for the financial year ended March 31, 2021. Financial Results The Company’s financial performance (standalone and consolidated) for the year ended March 31, 2021 is summarised below: Standalone Consolidated 2020-21 2019-20 2020-21 2019-20 ` crore US$ million* ` crore US$ million* ` crore US$ million* ` crore US$ million* Profit Before Tax (Before Exceptional Item) Current Tax Deferred Tax Profit For The Year (Before Exceptional Item) Exceptional Item (net of tax) ^ Profit For The Year Net Profit attributable to Non-Controlling Interest Net Profit Attributable to Owners of the Company Balance in Retained Earnings Pursuant to Scheme of Arrangement # Fresh issue of equity by subsidiaries # Sub-Total Appropriations Transferred to Statutory Reserve Transferred to Profit & Loss A/c ^ Transferred to Capital Redemption Reserve Transferred (to)/from Debenture Redemption Reserve Transferred (to)/from Special Economic Zone Reinvestment Reserve Dividend on Equity Shares Tax on dividend Closing Balance 589 3,133 - 647 22,908 - 4,732 27,640 4,304 31,944 - 31,944 14,146 32,416 - 44,561 (7,200) (2,213) 3,780 35,148 (4,245) 4,369 30,903 - 4,369 30,903 26,808 3,141 4,434 (33,481) - 78,506 11,944 24,230 - - 6,814 (302) 66 5,889 (952) (292) 4,645 (561) 4,084 - 4,084 4,815 (4,425) 49,819 (2,205) 483 48,097 5,642 53,739 (4,611) 49,128 32,972 (728) 58,050 (8,630) (5,096) 6,578 44,324 772 (4,444) 7,350 39,880 (526) (631) 6,719 39,354 12,330 4,766 (8,496) (99) - - 1,18,170 16,163 4,474 1,99,542 27,549 43,188 - (33,217) - - 525 - (4,543) - - 72 - - - - (5,500) - - - - (727) (128) - - 41 525 (18) - - 6 72 (77) - (40) (15) (5,500) (3,921) - 41,893 (536) - (3,852) (732) 6,937 14,146 (509) (97) (3,852) (732) 3,141 1,96,059 27,073 32,972 (3,921) - (536) - 7,672 (1,141) (673) 5,858 (587) 5,271 (70) 5,201 2,038 (1,123) - 6,116 (10) - (5) (2) (727) (509) (97) 4,766 Figures in brackets represent deductions. * 1 US$ = `73.110 Exchange Rate as on March 31, 2021 (1 US$ = `75.665 as on March 31, 2020). ^ Refer Note 31 of the Standalone Financial Statement and Note 29 of the Consolidated Financial Statement. # Refer Note 14 of the Standalone and Consolidated Financial Statement. Results of Operations and the state of Company’s affairs The Highlights of the Company’s performance (Standalone) for the year ended March 31, 2021 are as under: • Value of Sales and services was `2,78,940 crore (US$ 38.2 billion) • Exports for the year was `1,45,143 crore (US$ 19.9 billion) • EBITDA for the year was `48,318 crore (US$ 6.6 billion) • Cash Profit for the year was `36,411 crore (US$ 5.0 billion) • Net Profit for the year was `31,944 crore (US$ 4.4 billion) Financial Performance (Consolidated) • Value of Sales and services was `5,39,238 crore (US$ 73.8 billion) • EBITDA for the year was `97,580 crore (US$ 13.3 billion) • Cash Profit for the year was `79,828 crore (US$ 10.9 billion) • Net Profit for the year was `53,739 crore (US$ 7.4 billion) Dividend The Board of Directors has recommended a dividend of `7/- (Rupees Seven only) per equity share of `10/- (Ten rupees) each fully paid-up of the Company (last year `6.50 per equity share of `10/- each). Pro-rata dividend shall be paid in proportion to the paid-up value of the partly paid equity shares. Dividend is subject to approval of members at the ensuing annual general meeting and shall be subject to deduction of income tax at source. The dividend recommended is in accordance with the Company’s Dividend Distribution Policy. The Dividend Distribution Policy of the Company is annexed herewith and marked as Annexure I to this Report and the same is available on the Company’s website and can be accessed at https://www.ril.com/DownloadFiles/ IRStatutory/Dividend- Distribution-Policy.pdf 204 Details of material changes from the end of the financial year The outbreak of corona virus (COVID-19) pandemic globally and in India is causing significant disturbance and slowdown of economic activity. Operations and revenue have been impacted due to COVID-19. Material events during the year under review Rights issue of Equity Shares During the year under review, the Company had issued and allotted 42,26,26,894 partly paid-up equity shares of `10/- each of the Company on rights basis, in the ratio of 1 equity share for every 15 equity shares held, to eligible equity shareholders of the Company at an issue price of `1,257/- per fully paid-up equity share (including a premium of `1,247/- per equity share). An amount equivalent to 25% of the issue price viz. `314.25 per equity share was received on application. In accordance with the terms of issue, the Board of Directors in its meeting held on March 26, 2021 made the following two calls on the aforesaid equity shares: (a) First call of `314.25 per partly paid equity share (comprising `2.50 towards face value and `311.75 towards securities premium), payable during the period from May 17, 2021 to May 31, 2021, both days inclusive; and (b) Second & final call of `628.50 per partly paid equity share (comprising `5.00 towards face value and `623.50 towards securities premium), payable during the period from November 15, 2021 to November 29, 2021, both days inclusive. The funds raised by the Company through Rights Issue, have been utilised for the objects stated in the Letter of Offer, dated May 15, 2020, towards repayment of certain borrowings of the Company. Issue of Debentures The Company had issued and allotted on private placement basis, unsecured redeemable non-convertible debentures (NCDs) aggregating `24,955 crore. Further, during the year, the Company received payment of 3rd tranche, aggregating `500 crore, from the holders of partly paid listed unsecured redeemable non-convertible debentures (PPD Series-IA). The funds raised through NCDs have been utilised for repayment of existing borrowings and other purposes in the ordinary course of business. Scheme of Amalgamation of Reliance Holding USA Inc., Reliance Energy Generation and Distribution Limited with the Company A composite scheme of amalgamation and plan of merger amongst Reliance Holding USA Inc. (“RHUSA”), Reliance Energy Generation and Distribution Limited (“REGDL”) and the Company (the “Scheme”), which provided for merger of RHUSA with REGDL and merger of REGDL with the Company, was approved by the Hon’ble National Company Law Tribunal, Mumbai Bench and the Scheme became effective from August 21, 2020. Both RHUSA and REGDL were wholly owned subsidiaries of the Company. Scheme of Arrangement Between the Company and Reliance O2C Limited The Board of Directors of the Company had approved a scheme of arrangement between (i) the Company, its shareholders and creditors, and (ii) Reliance O2C Limited and its shareholders and creditors (the “Scheme”). The Scheme, inter alia, provides for transfer of the oil- to-chemicals (“O2C”) undertaking from the Company to Reliance O2C Limited, a wholly owned subsidiary, as a going concern on a slump sale basis on terms and conditions as detailed in the Scheme. The Scheme has been approved by the Shareholders and Creditors of the Company and is subject to approvals under the applicable laws including approval of the National Company Law Tribunal. Transfer of Petroleum Retail Marketing Business During the year under review, the Company transferred its Petroleum Retail Marketing business to Reliance BP Mobility Limited (“RBML”). RBML is a fuels and mobility business with BP Global Investments Limited (“bp”). bp holds 49% equity stake in RBML and the balance 51% is held by the Company. Management Discussion and Analysis Report Management Discussion and Analysis Report for the year under review, as stipulated under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), is presented in a separate section, forming part of the Annual Report. Business Operations / Performance of the Company and its major Subsidiaries Major developments and business performance of the Company and its major subsidiaries consolidated with the Company are given below: Retail Retail segment delivered a resilient performance against the backdrop of an unprecedented and challenging operating environment, arising from the COVID-19 pandemic situation that emerged at the start of the year. The business achieved revenue of `1,53,818 crore and posted an all-time high EBITDA of `9,842 crore for the year. This was driven by gradual rebound of revenue streams, judicious cost management initiatives and boosted by higher investment income. During the year, Reliance Retail executed India’s largest fund raise in the consumer / retail sector of `47,265 crore for 10.09% stake from marquee global investors, reflecting the conviction in operating track record, model and prospects. Digital Services Digital Service Segment achieved revenue of `90,287 crore, an increase of 29.7% y-o-y. Segment EBITDA was at `34,035 crore for the year, a growth of 45.8% y-o-y. The Digital business added 37.9 million subscribers during the year, with year-end subscriber base at 426.2 million. Customer engagement on the Jio network remained healthy across data and voice services. Jio is one of the largest data networks globally carrying over 5 exabytes of data on a monthly 205 Integrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited basis. Average per capita monthly data usage across the subscriber base was 13.3 GB for the quarter ended March 2021. During the year, Jio completed raising funds of `152,056 crore across 13 marquee global investors. It also enhanced its spectrum portfolio by 56% to 1,732 MHz through acquisition of spectrum via the auction conducted by Department of Telecom in 2021 and spectrum trading agreement with Bharti Airtel. In the endeavour to continue building the premiere digital society in India, multiple digital platforms like JioMart, JioMeet, JioHaptik, JioPOS-lite, JioGames, JioUPI, JioHealthHub, were launched which were key enablers of work from home, learn from home, health from home and shop from home during the Coronavirus crisis. Media and Entertainment The business successfully dealt with the challenges posed by the COVID-19 pandemic and posted much improved profitability across all business lines in a difficult year. During financial year 2020-21, Network18 reported value of services of `5,459 crore and EBITDA of `796 crore (growth of 29% y-o-y). The improvement in profitability is a result of cost controls and concerted efforts to increase annuity-style revenue streams, including subscription and syndication. Oil to Chemicals The Oil to Chemicals (O2C) business experienced both price and margin dislocation due to the pandemic and lockdown in many countries during the first half of the financial year. Even in testing times such as this, the business delivered robust performance by leveraging the strong international and domestic supply-chain, multimodal logistics, deep integration and feedstock flexibility. Revenues for the O2C business declined 29% with lower volumes and lower realization due to decline in average crude and feedstock prices specifically during the first half of the year. Brent crude price for the year averaged at US$44.3/bbl versus US$61.1/bbl in the previous year. The segment performance was supported by sharp recovery in downstream demand and deltas in the second half of the year. During the financial year 2020-21, O2C business 206 reported revenue of `3,20,008 crore and EBITDA of `38,170 crore. Subsidiaries, Joint Ventures and Associate Companies Overall production meant for sale reduced from 71 MMT to 63.6 MMT. Most of the reduction came from transportation fuels due to global demand destruction. However, with agile business model and feedstock flexibility, the Company was able to maximize downstream throughput which stood at 71.9 MMT, a decrease of 10% y-o-y. Oil and Gas E&P Segment Revenues for the year was lower by 33.4% y-o-y to `2,140 crore primarily due to lower volumes from conventional fields and overall lower commodity price realization. EBITDA for the year declined by 27% to `258 crore. For the year, domestic production (the Company’s share) was at 27.8 BCFe, down 28.4% y-o-y due to expiry of Panna Mukta Production Sharing Contract in December 2019 and cessation of production from D1D3 (KG D6) field in February 2020. US Shale (the Company’s share), production was 98.8 BCFe, up 22.9% on y-o-y basis. During the year, R-Cluster fields in KG D6 block commenced production and achieved peak production level of 12.8 MMSCMD in mid-April 2021, ahead of plan. In April 2021, Satellite fields also commenced production two months ahead of schedule despite COVID-19 challenges. Credit Rating The Company’s financial discipline and prudence is reflected in the strong credit ratings ascribed by rating agencies. The details of credit ratings are disclosed in the Management Discussion and Analysis Report, which forms part of the Annual Report. Consolidated Financial Statement In accordance with the provisions of the Companies Act, 2013 (“the Act”) and Listing Regulations read with Ind AS-110-Consolidated Financial Statement, Ind AS-28-Investments in Associates and Joint Ventures and Ind AS-31-Interests in Joint Ventures, the consolidated audited financial statement forms part of the Annual Report. During the year under review, companies listed in Annexure II to this Report have become and/or ceased to be the Company’s subsidiaries, joint ventures or associate companies. A statement providing details of performance and salient features of the financial statements of Subsidiary / Associate / Joint Venture companies, as per Section 129(3) of the Act, is provided as Annexure A to the consolidated financial statement and therefore not repeated in this Report to avoid duplication. The audited financial statement including the consolidated financial statement of the Company and all other documents required to be attached thereto is available on the Company’s website and can be accessed at https://www.ril.com/ar2020-21/pdf/RIL- Integrated-Annual-Report-2020-21.pdf The financial statements of the subsidiaries, as required, are available on the Company’s website and can be accessed at https://www.ril.com/Financial- Statement-2020-21.aspx The Company has formulated a Policy for determining Material Subsidiaries. The Policy is available on the Company’s website and can be accessed at https://www.ril.com/DownloadFiles/ IRStatutory/Material-Subsidiaries.pdf During the year under review: a) Reliance Retail Limited, Jio Platforms Limited, Reliance Jio Infocomm Limited and Reliance Global Energy Services (Singapore) Pte. Limited, were material subsidiaries of the Company, as per Listing Regulations. b) The Company along with JM Financial Asset Reconstruction Company Limited (acting in its capacity as a Trustee of ‘JMFARC- March 2018 – Trust’- (JMFARC) acquired, in accordance with the approved Resolution plan, joint control over Alok Industries Limited. The Company holds 40.01% equity stake and JMFARC holds 34.99% equity stake in Alok Industries Limited aggregating to 75%. Secretarial Standards The Company has followed the applicable Secretarial Standards, i.e. SS-1 and SS-2, relating to ‘Meetings of the Board of Directors’ and ‘General Meetings’ respectively. Directors’ Responsibility Statement Your Directors state that: a) in the preparation of the annual accounts for the year ended March 31, 2021, the applicable accounting standards read with requirements set out under Schedule III to the Act have been followed and there are no material departures from the same; b) the Directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2021 and of the profit of the Company for the year ended on that date; c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; d) the Directors have prepared the annual accounts on a going concern basis; e) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and f) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively. Corporate Governance The Company is committed to maintain the highest standards of Corporate Governance and adheres to the Corporate Governance requirements set out by the Securities and Exchange Board of India (“SEBI”). The Company has also implemented several best governance practices. The report on Corporate Governance as stipulated under the Listing Regulations forms part of the Annual Report. Certificate from the Auditors of the Company confirming compliance with the conditions of Corporate Governance is attached to the report on Corporate Governance. Business Responsibility Report As stipulated under the Listing Regulations, the Business Responsibility Report (BRR) describing the initiatives taken by the Company from an environmental, social and governance perspective is available on the Company’s website and can be accessed at https://www.ril.com/ DownloadFiles/BRR202021.pdf Contracts or arrangements with Related Parties All contracts / arrangements / transactions entered by the Company during the financial year with related parties were in its ordinary course of business and on an arm’s length basis. During the year, the Company had not entered into any contract / arrangement / transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions or which is required to be reported in Form No. AOC-2 in terms of Section 134(3) (h) read with Section 188 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014. The Policy on Materiality of Related Party Transactions and on dealing with Related Party Transactions as approved by the Board is available on the Company’s website and can be accessed at https://www.ril.com/DownloadFiles/ IRStatutory/Policy-on- Materiality-of-RPT.pdf There were no materially significant related party transactions which could have potential conflict with the interests of the Company at large. Members may refer to Note 33 to the Standalone Financial Statement which sets out related party disclosures pursuant to Ind AS. Corporate Social Responsibility (CSR) Over the past decade, the Company has focused on several corporate social responsibility programs. The CSR initiatives of the Company under the leadership of Smt. Nita M. Ambani, Founder and Chairperson, Reliance Foundation, have touched the lives of more than 4.5 crore people covering more than 44,700 villages and several urban locations across India. The Company continues its endeavour to improve the lives of people and provide opportunities for their holistic development through its different initiatives in the areas of Rural Transformation, Health, Education, Sports for Development, Disaster Response, Arts, Culture, Heritage and Urban Renewal. The Company adopted a multi-pronged approach to address the COVID-19 pandemic. The Company supported initiatives on healthcare, medical oxygen supply, emergency meal distribution, supply of free fuel, masks and awareness creation. Over 5.5 crore meals provided under Mission Anna Sewa; over 81 lakh masks were distributed under Mission COVID-19 Suraksha and free fuel support was provided to 14,000+ emergency vehicles. Medical oxygen production was ramped up from zero to 11% of India’s treatment needs for meeting the requirement of over one lakh patients every day. This was supplied free to several State Governments. The Company supported national initiatives like Gram Uday Se Bharat Uday Abhiyan, Unnat Bharat Abhiyan, Swachh Bharat Abhiyan, Poshan Abhiyan, Jal Shakti Abhiyan, Sabki Yojana Sabka Vikas, Skill India Mission, Digital India and Doubling Farmers’ Income. The CSR initiatives of the Company have won several awards including India Today-MDRA Special Healthgiri Award 2020, CII National Awards for Excellence in Water Management 2020 in the ‘Beyond the Fence’ category and ICSI 5th CSR Excellence Award in Large Category. Town & Country, America’s leading general interest magazine, featured Smt. Nita M. Ambani and Reliance Foundation among the world’s top Philanthropists of 2020. 207 Board’s ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited The CSR policy, formulated by the Corporate Social Responsibility and Governance (“CSR&G”) Committee and approved by the Board, continues unchanged. The policy can be accessed at https://www.ril.com/DownloadFiles/ IRStatutory/CSR-Policy.pdf The three core commitments of Scale, Impact and Sustainability form the bed-rock of the Company’s philosophy on CSR initiatives. As per the CSR policy of the Company, Rural Transformation, Health, Education, Environment, Arts, Heritage & Culture and Disaster Response, are the focus areas for CSR engagement. During the year, the Company spent `922 crore (around 2.09% of the average net profits of last three financial years) on CSR activities. risks. The key internal financial controls have been documented, automated wherever possible and embedded in the respective business processes. Assurance to the Board on the effectiveness of internal financial controls is obtained through 3 Lines of Defence which include: a) Management reviews and self-assessment; b) Continuous controls monitoring by functional experts; and c) Independent design and operational testing by the Group Internal Audit function. The Company believes that these systems provide reasonable assurance that the Company’s internal financial controls are adequate and are operating effectively as intended. The Annual Report on CSR activities is annexed herewith and marked as Annexure III to this Report. Risk Management The Company has a structured Group Risk Management Framework, designed to identify, assess and mitigate risks appropriately. The Risk Management Committee has been entrusted with the responsibility to assist the Board in: a) overseeing and approving the Company’s enterprise wide risk management framework; and b) ensuring that all material Strategic and Commercial including Cybersecurity, Safety and Operations, Compliance, Control and Financial risks have been identified and assessed and adequate risk mitigations are in place, to address these risks. Further details on the Risk Management activities including the implementation of risk management policy, key risks identified, and their mitigations are covered in Management Discussion and Analysis section, which forms part of the Annual Report. Internal Financial Controls Internal Financial Controls are an integral part of the Group Risk Management framework and processes that address financial as well as financial reporting 208 Directors and Key Managerial Personnel In accordance with the provisions of the Act and the Articles of Association of the Company, Shri Nikhil R. Meswani and Shri P. K. Kapil, Directors of the Company, retire by rotation at the ensuing annual general meeting. The Board of Directors, on the recommendation of the Human Resources, Nomination and Remuneration (“HRNR”) Committee, has recommended their re-appointment. The Board of Directors, based on performance evaluation and as per the recommendation of the HRNR Committee has commended the re- appointment of Dr. Shumeet Banerji, as an Independent Director of the Company for a second term of 5 (five) consecutive years, effective July 21, 2022 on completion of his current term of office. In the opinion of the Board, he possesses requisite expertise, integrity and experience (including proficiency) for appointment as an Independent Director of the Company and the Board considers that, given his professional background, experience and contributions made by him during his tenure, the continued association of Dr. Shumeet Banerji would be beneficial to the Company. The Company has received declarations from all the Independent Directors of the Company confirming that: a) they meet the criteria of independence prescribed under the Act and the Listing Regulations; and b) they have registered their names in the Independent Directors’ Databank. The Company has devised, inter alia, the following policies viz.: a) Policy for selection of Directors and determining Directors’ independence; and b) Remuneration Policy for Directors, Key Managerial Personnel and other employees. The aforesaid policies are available on the Company’s website and can be accessed at http://www.ril.com/DownloadFiles/ IRStatutory/Policy-for-Selection-of- Directors.pdf and https://www.ril.com/DownloadFiles/ IRStatutory/Remuneration-Policy- for-Directors.pdf The Policy for selection of Directors and determining Directors’ independence sets out the guiding principles for the HRNR Committee for identifying persons who are qualified to become Directors and to determine the independence of Directors, while considering their appointment as Independent Directors of the Company. The Policy also provides for the factors in evaluating the suitability of individual Board members with diverse background and experience that are relevant for the Company’s operations. There has been no change in the policy during the current year. The Company’s remuneration policy is directed towards rewarding performance based on review of achievements. The remuneration policy is in consonance with existing industry practice. There has been no change in the policy during the current year. Performance Evaluation The Company has a policy for performance evaluation of the Board, Committees and other individual Directors (including Independent Directors) which include criteria for performance evaluation of Non-Executive Directors and Executive Directors. In accordance with the manner of evaluation specified by the HRNR Committee, the Board carried out annual performance evaluation of the Board, its Committees and Individual Directors. The Independent Directors carried out annual performance evaluation of the Chairperson, the non-independent directors and the Board as a whole. The Chairman of the respective Committees shared the report on evaluation with the respective Committee members. The performance of each Committee was evaluated by the Board, based on the report of evaluation received from the respective Committees. A consolidated report was shared with the Chairman of the Board for his review and giving feedback to each Director. Employees’ Stock Option Schemes The Employee Stock Option Scheme – 2006 (“ESOS–2006”) was withdrawn during financial year 2017-18. However, options granted under ESOS–2006, but pending to be exercised, continue to be governed by ESOS–2006. The HRNR Committee, through RIL ESOS 2017 Trust inter alia administers and monitors Reliance Industries Limited Employees’ Stock Option Scheme 2017 (“ESOS-2017”) of the Company. The above Schemes are in line with the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 (“SBEB Regulations”). The Company has obtained certificates from the Auditors of the Company stating that the Schemes have been implemented in accordance with the SBEB Regulations and the resolutions passed by the members. The certificates are available for inspection by members in electronic mode. The details as required to be disclosed under the SBEB Regulations can be accessed at https://www.ril.com/DownloadFiles/ IRStatutory/ESOS-2006- Disclosure-2020-21.pdf and https://www.ril.com/DownloadFiles/ IRStatutory/ESOS-2017- Disclosure-2020-21.pdf Auditors and Auditors’ Report Auditors S R B C & CO LLP, Chartered Accountants and D T S & Associates LLP (formerly known as D T S & Associates), Chartered Accountants were appointed as Auditors of the Company for a term of 5 (five) consecutive years, at the annual general meeting held on July 21, 2017. The Auditors have confirmed that they are not disqualified from continuing as Auditors of the Company. The Notes on financial statement referred to in the Auditors’ Report are self-explanatory and do not call for any further comments. The Auditors’ Report does not contain any qualification, reservation, adverse remark or disclaimer. Cost Auditors The Board has appointed the following Cost Accountants as Cost Auditors for conducting the audit of cost records of products and services of the Company for various segments for the financial year 2021-22 under Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014: i. Textiles Business – Kiran J. Mehta & Co; ii. Chemicals Business – Diwanji & Co., K.G. Goyal & Associates, V.J. Talati & Co., Suresh D. Shenoy, Shome & Banerjee and Dilip M. Malkar & Co.; iii. Polyester Business – V.J. Talati & Co., Suresh D. Shenoy, V. Kumar & Associates and K.G. Goyal & Associates; iv. Electricity Generation – Diwanji & Co. and Kiran J. Mehta & Co.; v. Petroleum Business – Suresh D. Shenoy; vi. Oil & Gas Business – V.J. Talati & Co. and Shome & Banerjee; vii. Gasification – Suresh D. Shenoy; and viii.Composite Solution – Kiran J. Mehta & Co. Shome & Banerjee, Cost Accountants, have been nominated as the Company’s Lead Cost Auditors. In accordance with the provisions of Section 148(1) of the Act, read with the Companies (Cost Records and Audit) Rules, 2014, the Company has maintained cost records. Secretarial Auditor The Board had appointed Dr. K.R. Chandratre, Practising Company Secretary, to conduct Secretarial Audit for the financial year 2020-21. The Secretarial Audit Report for the financial year ended March 31, 2021 is annexed herewith and marked as Annexure IV to this Report. The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer. Disclosures Meetings of the Board Eight Meetings of the Board of Directors were held during the year. The particulars of the meetings held and attended by each Director are detailed in the Corporate Governance Report. Audit Committee The Audit Committee comprises Shri Yogendra P. Trivedi (Chairman), Dr. Raghunath A. Mashelkar, Shri Adil Zainulbhai, Shri Raminder Singh Gujral and Shri K. V. Chowdary. During the year, all the recommendations made by the Audit Committee were accepted by the Board. Corporate Social Responsibility and Governance Committee The Corporate Social Responsibility and Governance Committee comprises Shri Yogendra P. Trivedi (Chairman), Shri Nikhil R. Meswani, Dr. Raghunath A. Mashelkar and Dr. Shumeet Banerji. Human Resources, Nomination and Remuneration Committee The Human Resources, Nomination and Remuneration Committee comprises Shri Adil Zainulbhai (Chairman), Shri Yogendra P. Trivedi, Dr. Raghunath A. Mashelkar, Shri Raminder Singh Gujral, Dr. Shumeet Banerji and Shri K. V. Chowdary. Stakeholders’ Relationship Committee The Stakeholders’ Relationship Committee comprises Shri Yogendra P. Trivedi (Chairman), Smt Arundhati Bhattacharya, Shri K. V. Chowdary, Shri Nikhil R. Meswani and Shri Hital R. Meswani. Details of composition of other committees are given in the Corporate Governance Section of the Annual Report. Vigil Mechanism The Company has established a robust Vigil Mechanism and a Whistle- blower policy in accordance with the 209 Board’s ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited (Refer Note 2, 3, 6, 9, 33 and 39 to the Standalone Financial Statement). Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo The particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo, as required to be disclosed under the Act, are provided in Annexure V to this Report. Annual Return The Annual Return of the Company as on March 31, 2021 is available on the Company’s website and can be accessed at https://www.ril.com/DownloadFiles/ IRStatutory/Annual-Return-2020-21.pdf Particulars of Employees and Related Disclosures In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement showing the names of the top ten employees in terms of remuneration drawn and names and other particulars of the employees drawing remuneration in excess of the limits set out in the said rules forms part of this Report. Disclosures relating to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms part of this Report. Having regard to the provisions of the second proviso to Section 136(1) of the Act and as advised, the Annual Report excluding the aforesaid information is being sent to the members of the Company. Any member interested in obtaining such information may address their email to rilagm@ril.com General Your Directors state that no disclosure or reporting is required in respect of the following matters as there were no transactions on these matters during the year under review: • Details relating to deposits covered under Chapter V of the Act. • Issue of equity shares with differential rights as to dividend, voting or otherwise. • Issue of shares (including sweat equity shares) to employees of the Company under any scheme save and except Employees’ Stock Options Schemes referred to in this Report. • Neither the Managing Director nor the Whole-time Directors of the Company receive any remuneration or commission from any of its subsidiaries. • No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Company’s operations in future. • No fraud has been reported by the Auditors to the Audit Committee or the Board. • There has been no change in the nature of business of the Company. • There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016. • There was no instance of one- time settlement with any Bank or Financial Institution. Acknowledgement The Board of Directors wish to place on record its deep sense of appreciation for the committed services by all the employees of the Company. The Board of Directors would also like to express their sincere appreciation for the assistance and co-operation received from the financial institutions, banks, government and regulatory authorities, stock exchanges, customers, vendors, members, debenture holders and debenture trustee during the year under review. For and on behalf of the Board of Directors Mukesh D. Ambani Chairman and Managing Director April 30, 2021 provisions of the Act and the Listing Regulations. An Ethics and Compliance Task Force (ECTF) comprising an Executive Director, General Counsel, Group Controller and Group Company Secretary has been established which oversees and monitors the implementation of ethical business practices in the Company. The task force reviews complaints and incidents on a quarterly basis and reports them to the Audit Committee. Employees and other stakeholders are required to report actual or suspected violations of applicable laws and regulations and the Code of Conduct. Such genuine concerns (termed Reportable Matter) disclosed as per Policy are called “Protected Disclosures” and can be raised by a Whistle-blower through an e-mail or dedicated telephone line or a letter to the ECTF or to the Chairman of the Audit Committee. The Vigil Mechanism and Whistle-blower policy is available on the Company’s website and can be accessed at https://www.ril.com/DownloadFiles/ IRStatutory/Vigil-Mechanism-and- Whistle-Blower-Policy.pdf Prevention of Sexual Harassment at Workplace In accordance with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 (“POSH Act”) and Rules made thereunder, the Company has in place a policy which mandates no tolerance against any conduct amounting to sexual harassment of women at workplace. The Company has constituted Internal Committee(s) (ICs) to redress and resolve any complaints arising under the POSH Act. Training/awareness programs are conducted throughout the year to create sensitivity towards ensuring respectable workplace. Particulars of loans given, investments made, guarantees given and securities provided Particulars of loans given, investments made, guarantees given and securities provided along with the purpose for which the loan or guarantee or security provided is proposed to be utilised by the recipient are provided in the Standalone Financial Statement 210 Annexure I Dividend Distribution Policy The Board of Directors (the “Board”) of Reliance Industries Limited (the “Company”) at its meeting held on April 24, 2017 had adopted this Dividend Distribution Policy (the “Policy”) as required by Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “Listing Regulations”). Objective The objective of this Policy is to establish the parameters to be considered by the Board of Directors of the Company before declaring or recommending dividend. The Company has had an uninterrupted dividend payout since listing. In future, the Company would endeavour to pay sustainable dividend keeping in view the Company’s policy of meeting the long-term growth objectives from internal cash accruals. Circumstances under which the shareholders may or may not expect dividend The Board of Directors of the Company, while declaring or recommending dividend shall ensure compliance with statutory requirements under applicable laws including the provisions of the Companies Act, 2013 and Listing Regulations. The Board of Directors, while determining the dividend to be declared or recommended, shall take into consideration the advice of the executive management of the Company and the planned and further investments for growth apart from other parameters set out in this Policy. The Board of Directors of the Company may not declare or recommend dividend for a particular period if it is of the view that it would be prudent to conserve capital for the then ongoing or planned business expansion or other factors which may be considered by the Board. Parameters to be considered before recommending dividend The Board of Directors of the Company shall consider the following financial / internal parameters while declaring or recommending dividend to shareholders: • Profits earned during the financial year • Retained Earnings • Earnings outlook for next three to five years • Expected future capital / liquidity requirements • Any other relevant factors and material events. The Board of Directors of the Company shall consider the following external parameters while declaring or recommending dividend to shareholders: • Macro-economic environment – Significant changes in Macro- economic environment materially affecting the businesses in which the Company is engaged in the geographies in which the Company operates • Regulatory changes – Introduction of new regulatory requirements or material changes in existing taxation or regulatory requirements, which significantly affect the businesses in which the Company is engaged • Technological changes which necessitate significant new investments in any of the businesses in which the Company is engaged. Utilisation of Retained Earnings The Company shall endeavour to utilise the retained earnings in a manner which shall be beneficial to the interests of the Company and also its shareholders. The Company may utilise the retained earnings for making investments for future growth and expansion plans, for the purpose of generating higher returns for the shareholders or for any other specific purpose, as approved by the Board of Directors of the Company. Parameters that shall be adopted with regard to various classes of shares The Company has issued only one class of shares viz. equity shares. Parameters for dividend payments in respect of any other class of shares will be as per the respective terms of issue and in accordance with the applicable regulations and will be determined, if and when the Company decides to issue other classes of shares. Conflict in Policy In the event of any conflict between this Policy and the provisions contained in the Listing Regulations, the Regulations shall prevail. Amendments The Board may, from time to time, make amendments to this Policy to the extent required due to change in applicable laws and Listing Regulations or as deemed fit on a review. For and on behalf of the Board of Directors Mukesh D. Ambani Chairman and Managing Director April 30, 2021 211 Board’s ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Annexure II Annexure III Companies / Bodies Corporate which became / ceased to be Company’s Subsidiaries, Joint Ventures or Associate Companies as per the provisions of the Companies Act, 2013: Annual Report on Corporate Social Responsibility (CSR) activities for the Financial Year 2020-21 1. Brief outline on CSR Policy of the Company Refer Section: Corporate Social Responsibility (CSR) in the Board’s Report 1. Companies / Bodies Corporate which became Subsidiaries during the financial year 2020-21: 2. Companies / Bodies Corporate which ceased to be Subsidiaries during the financial year 2020-21: Sr. No. Name of the Company/ Bodies Corporate Sr. No. Name of the Company/ Bodies Corporate 1. 2. 3. Reliance Energy Generation and Distribution Limited Reliance Holding USA Inc. Dadri Toe Warehousing Private Limited 4. Companies / Bodies Corporate which have ceased to be Joint Venture or Associate during the financial year 2020-21: Sr. No. 1. 2. Name of the Company Summit Digitel Infrastructure Private Limited (Formerly Reliance Jio Infratel Private Limited) Football Sports Development Limited* 3. There are no Companies / Bodies 3. RISE Worldwide Limited (Formerly Corporate which have become Joint Ventures or Associates during the financial year 2020-21. IMG Reliance Limited)* *Ceased to be joint venture and became a subsidiary during the year. For and on behalf of the Board of Directors Mukesh D. Ambani Chairman and Managing Director April 30, 2021 1. Dadha Pharma Distribution Private Limited 2. 3. 4. 5. Football Sports Development Limited Jio Information Aggregator Services Limited Jio Media Limited Jio Things Limited 6. Mesindus Ventures Private Limited 7. 8. 9. Netmeds Marketplace Limited Reliance Lifestyle Products Private Limited (Formerly V&B Lifestyle India Private Limited) Reliance Retail and Fashion Lifestyle Limited 10. RISE Worldwide Limited (Formerly IMG Reliance Limited) 11. Tresara Health Private Limited 12. Urban Ladder Home Décor Solutions Private Limited 13. Vitalic Health Private Limited 14. Actoserba Active Wholesale Private Limited 15. RBML Solutions India Limited 16. skyTran Inc. 17. skyTran Israel Limited 18. Dadri Toe Warehousing Private Limited 2. Composition of CSR Committee Name of Director Sl. No. Designation/Nature of Directorship 1. 2. Shri Yogendra P. Trivedi Shri Nikhil R. Meswani 3. Dr. Raghunath A. Mashelkar 4. Dr. Shumeet Banerji Chairman (Non-Executive Director) Member (Executive Director) Member (Non-Executive Director) Member (Non-Executive Director) Number of meetings of CSR Committee held during the year 4 4 4 4 Number of meetings of CSR Committee attended during the year 4 4 4 4 3. Provide the weblink where Composition of CSR Committee, CSR Policy and CSR projects approved by the Board are disclosed on the website of the Company Composition of CSR Committee CSR Policy https://www.ril.com/OurCompany/Leadership/ BoardCommittees.aspx https://www.ril.com/DownloadFiles/ IRStatutory/CSR-Policy.pdf CSR projects approved by the Board https://www.ril.com/DownloadFiles/IRStatutory/ CSR-Projects-2021-22.pdf 4. Provide the details of Impact assessment of CSR projects carried out in pursuance of sub-rule(3) of rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014, if applicable (attach the report) Not Applicable for the financial year under review 5. Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social Responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any Sl. No. 1. 2. 3. Financial Year 2019-20 2018-19 2017-18 TOTAL Amount available for set-off from preceding financial years (` in crore)* 34 Amount required to be set-off for the financial year, if any (` in crore) Nil 38 42 114 Nil Nil Nil *The Company has spent in excess of the mandatory requirement under the Companies Act, 2013 but the same is not proposed to be set off. 6. Average net profit of the company as per Section 135 (5) 7. (a) Two percent of average net profit of the company as per section 135 (5) (b) Surplus arising out of the CSR Projects or programmes or activities of the previous financial years (c) Amount required to be set off for the financial year, if any (d) Total CSR obligation for the financial year (7a+7b-7c) 8. (a) CSR amount spent or unspent for the financial year: `44,196 crore `884 crore Nil Nil `884 crore Total Amount spent for the financial year Amount Unspent (` in crore) Total Amount transferred to Unspent CSR Account as per Section 135(6) Amount transferred to any fund specified under Schedule VII as per second proviso to Section 135(5) Amount Date of transfer Name of the fund Amount Date of transfer `922 crore Not applicable Not applicable 212 213 Board’s ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 8. (b) Details of CSR amount spent against ongoing projects for the financial year: (1) SI. No. (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) Name of the Project Item from the list of activities in Schedule VII to the Act Local area (Yes/No) Location of the Project State District Project duration * Amount allocated for the project (` in crore) ** Amount spent in the current financial year (` in crore) Amount transferred to Unspent CSR Account for the project as per Section 135(6) (` in crore) Mode of Implemen- tation - Direct (Yes/No) Mode of Implementation - Through Implementing Agency Name CSR Registration number Education 1. Promoting Institution of Eminence - Jio Institute TOTAL Clause (ii) Promoting education Yes Maharashtra Raigad 15 Years 375 375 - No Reliance Foundation Institution of Education and Research CSR00000624 375 375 * Project duration is from the year of commencement of the project. ** Represents budget for the financial year 2020-21 8. (c) Details of CSR amount spent against other than ongoing projects for the financial year: (1) SI. No. (2) (3) (4) (5) (6) (7) (8) Name of the Project Item from the list of activities in Schedule VII to the Act Local area (Yes/No) Location of the Project State District Amount spent for the project (` in crore) Mode of Implemen- tation - Direct (Yes/No) Mode of Implementation - Through Implementing Agency Name CSR Registration number (1) SI. No. (2) (3) (4) (5) (6) (7) (8) Name of the Project Item from the list of activities in Schedule VII to the Act Local area (Yes/No) Location of the Project State District Amount spent for the project (` in crore) Mode of Implemen- tation - Direct (Yes/No) Mode of Implementation - Through Implementing Agency Name CSR Registration number Disaster Response 14. COVID-19 Relief - Mission Anna Sewa Clause (xii) disaster management, including relief, rehabilitation and reconstruction activities COVID - 19 - Relief Support 15. Sports for Development 16. Promoting Grassroot Sports *Includes `0.12 crore direct spent by the Company Other Initiatives 17. Promoting Sustainable Environment, Arts and Culture *Includes `0.11 crore direct spent by the Company TOTAL Clause (vii) training to promote rural sports, nationally recognised sports, paralympic sports and olympic sports (iv) ensuring environmental sustainability, ecological balance, protection of flora and fauna, animal welfare, (v) protection of national heritage, art and culture Yes No Yes Yes Note 2 PAN INDIA Kerala - Thiruvananthapuram; Delhi-Delhi PAN INDIA 40 3 10 *49 Yes No Yes No Direct Reliance Foundation CSR00000623 Direct Reliance Foundation Youth Sports CSR00000365; Reliance Foundation CSR00000623 Yes Gujarat - Jamnagar; Andhra Pradesh- East Godavari; Maharashtra- Mumbai *2 No Reliance Foundation CSR00000623 547 Education 1. Scholarship and Education Support Clause (ii) Promoting education 2. 3. 4. Reliance Foundation Schools Infrastructure Development for primary schools, aanganwadi and other initiatives at manufacturing sites Other Initiatives including Programme Partnerships Health 5. Clause (i) Promoting health care including preventive health care Preventive and Public Healthcare Initiatives Drishti Corneal transplant and other initiatives for visually impaired Medical Relief and Assistance Programme COVID-19 - Mission Covid Suraksha Yes Yes Yes No Yes Yes Yes Yes Note 1 Gujarat- Vadodara; Maharashtra - Mumbai, Nagpur, Raigad; Gujarat - Jamnagar, Surat, Vadodara; Maharashtra - Raigad; Andhra Pradesh - East Godavari; Uttar Pradesh - Allahabad; Daman & Diu - Silvassa PAN INDIA Uttar Pradesh - Ghazipur; Madhya Pradesh - Shahdol; Maharashtra- Mumbai, Raigad PAN INDIA Note 2 PAN INDIA Other Initiatives including Programme Partnerships No Maharashtra - Mumbai, Thane; Rajasthan - Udaipur Rural Transformation 10. Development of Rural Infrastructure and other Rural Development Initiatives Sustainable Livelihoods Programme Drinking Water Supply and other Rural Development Programmes at manufacturing sites Other Initiatives including Programme Partnerships Clause (i) Eradicating hunger, poverty and malnutrition, drinking water; Clause (iv) ensuring environmental sustainability, ecological balance, protection of flora and fauna, animal welfare; (x) rural development projects Yes Yes Yes No Gujarat - Dahej, Hazira; Maharashtra - Raigad; Uttar Pradesh - Ghazipur PAN INDIA Note 2 Andhra Pradesh - Tirupati; Delhi - Delhi ; Gujarat - Jamnagar; Maharashtra - Mumbai; Tamil Nadu - Chennai; Uttar Pradesh - Agra 6. 7. 8. 9. 11. 12. 13. 214 8 13 16 40 101 1 6 113 27 8 3 42 7 58 No No Yes No No No Yes Yes No No No No Yes No Reliance Foundation CSR00000623 Reliance Foundation CSR00000623 Direct Reliance Foundation CSR00000623 Reliance Foundation CSR00000623 Reliance Foundation CSR00000623 Direct Direct Reliance Foundation CSR00000623 Reliance Foundation CSR00000623 Reliance Foundation CSR00000623 Reliance Foundation CSR00000623 Direct Reliance Foundation CSR00000623 Note 1: Delhi - New Delhi; Gujarat - Junagadh; Kerala - Kollam; Maharashtra - Mumbai, Nagpur, Raigad, Thane; Tamilnadu - Chennai; Uttarakhand - Haridwar, Nainital, Pauri Garhwal, Pithoragarh, Tehri Garhwal; West Bengal - Darjeeling Note 2: Andhra Pradesh - East Godavari; Gujarat - Bharuch, Jamnagar, Navsari, Surat, Vadodara, Ahmedabad; Madhya Pradesh - Shahdol; Maharashtra - Nagpur, Raigad; Uttar Pradesh - Allahabad, Barabanki; Punjab - Hoshiarpur; Pondicherry - Yanam 8. (d) Amount spent on Administrative Overheads (e) Amount spent on Impact Assessment, if applicable (f) Total amount spent for the Financial Year (8b+8c+8d+8e) (g) Excess amount for set off, if any Particulars SI. No. (i) Two percent of average net profit of the company as per section 135(5) (ii) Total amount spent for the financial year (iii) Excess amount spent for the financial year [(ii)-(i)] (iv) Surplus arising out of the CSR projects or programmes or activities of the previous financial years, if any (v) Amount available for set off in succeeding financial years [(iii)-(iv)] 9. (a) Details of Unspent CSR amount for the preceeding three financial years: (1) (2) (3) (4) (5) SI. No. Preceding Financial Year Amount transferred to Unspent CSR Account under Section 135(6) (` in crore) Amount spent in the reporting Financial Year (` in crore) Amount transferred to any fund specified under Schedule VII as per section 135(6), if any Name of the Fund Amount (` in crore) Date of transfer Not Applicable - - `922 crore Amount (` in crore) 884 922 38 - 38 (6) Amount remaining to be spent in succeeding financial years (` in crore) 215 Board’s ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 9. (b) Details of CSR amount spent in the financial year for ongoing projects of the preceeding financial year(s): (1) (2) (3) (4) (5) (6) (7) (8) (9) SI. No. Project ID Name of the project 1. RIL-CSR-EDN-001 Promoting Institution of Eminence - Jio Institute TOTAL Financial year in which the project was commenced Project duration* Total amount allocated for the project (` in crore) ** 2017-18 15 years 375 Amount spent on the project in the reporting Financial year (` in crore) 375 Cumulative amount spent at the end of reporting Financial Year (` in crore) 1,671 Status of the project- Completed/ Ongoing Ongoing 375 375 1,671 *Project duration is from the year of commencement of the project **Represents budget for the financial year 2020-21 10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired through CSR spent in the financial year (a) Date of creation or acquisition of the capital asset (s) (b) Amount of CSR spent for creation or acquisition of capital asset (c) Details of the entity or public authority or beneficiary under whose name such capital asset is registered, their address etc. (d) Provide details of the capital asset(s) created or acquired (including complete address and location of the capital asset). Not applicable Not applicable Not applicable Not applicable 11. Specify the reasons(s), if the company has failed to spend two percent of the average net profit as per Not Applicable Section 135(5). Yogendra P. Trivedi (Chairman, CSR&G Committee) April 30, 2021 Nikhil R. Meswani (Executive Director) 216 Annexure IV Secretarial Audit Report For the Financial Year ended 31 March 2021 [Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014] To: The Members Reliance Industries Limited 3rd Floor, Maker Chambers IV 222, Nariman Point Mumbai – 400 021 I have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Reliance Industries Limited (hereinafter called “the Company”). Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my opinion thereon. Based on my verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of Secretarial Audit, I hereby report that in my opinion, the Company has, during the audit period covering the financial year ended on 31 March 2021 (‘Audit Period’) complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance- mechanism in place to the extent, in the manner and subject to the reporting made hereinafter: I have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on 31 March 2021 according to the provisions of: (i) (ii) The Companies Act, 2013 (the Act) and the rules made thereunder; The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder; (iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder; (iv) The Foreign Exchange (i) The Securities and Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings; (v) The following Regulations prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’): — (a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011; (b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015; (c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018; (d) The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014; (e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; (f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client (Not applicable to the Company during the Audit Period); (g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009 (Not applicable to the Company during the Audit Period); (h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018 (Not applicable to the Company during the Audit Period); and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. I have also examined compliance with the applicable clauses of the following: (i) Secretarial Standards (SS-1 and SS-2) issued by The Institute of Company Secretaries of India; and (ii) Listing Agreements entered into by the Company with BSE Limited and the National Stock Exchange of India Limited. During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above. I further report that, having regard to the compliance system prevailing in the Company and on examination of the relevant documents and records in pursuance thereof on test-check basis, the Company has complied with the following laws applicable specifically to the Company: (a) Merchant Shipping Act, 1958 and Rules made thereunder; (b) Petroleum Act, 1934 and Rules made thereunder; (c) Oil Field (Regulation and Development) Act, 1948 and Rules made thereunder; (d) The Mines Act, 1952 and Rules made thereunder and (e) The Petroleum and Natural Gas Regulatory Board Act, 2006 and the Rules made thereunder. I further report that The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act. 217 Board’s ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited • The Board of Directors of the Annexure to the Secretarial Audit Report Company had approved a scheme of arrangement between (i) the Company, its shareholders and creditors, and (ii) Reliance O2C Limited and its shareholders and creditors (the “Scheme”). The Scheme, inter alia, provides for transfer of the oil-to-chemicals (“O2C”) undertaking from the Company to Reliance O2C Limited as a going concern on slump sale basis on the terms and conditions as detailed in the Scheme. The scheme has been approved by the Shareholders and Creditors of the Company at their respective meetings convened and held on 31 March 2021 pursuant to order dated 11 February 2021 of National Company Law Tribunal, Mumbai. The Scheme is subject to further approvals under applicable laws including approval of the National Company Law Tribunal. Dr. K. R. Chandratre FCS No.: 1370, C. P. No.: 5144 Place: Pune Date: 30 April 2021 UDIN: F001370C000220281 Peer Review Certificate No.: 463/2016 This report is to be read with my letter of even date which is annexed as Annexure and forms an integral part of this report. To: The Members Reliance Industries Limited 3rd Floor, Maker Chambers IV 222, Nariman Point Mumbai – 400 021. My report of even date is to be read along with this letter: 1. Maintenance of secretarial records is the responsibility of the management of the Company. My responsibility is to express an opinion on these secretarial records based on my audit. 2. I have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verification was done on test-check basis to ensure that correct facts are reflected in secretarial records. I believe that the process and practices, I followed provide a reasonable basis for my opinion. 3. I have not verified the correctness and appropriateness of financial records and books of accounts of the Company. 4. Wherever required, I have obtained Management Representation about the compliance of laws, rules and regulations and happening of events, etc. 5. The compliance of the provisions of corporate and other applicable laws, rules, regulations, standards is the responsibility of management. My examination was limited to the verification of procedures on test-check basis. 6. The Secretarial Audit report is neither an assurance as to future viability of the Company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company. Dr. K. R. Chandratre FCS No.: 1370, C. P. No.: 5144 Place: Pune Date: 30 April 2021 UDIN: F001370C000220281 Peer Review Certificate No. : 463/2016 Adequate notice is given to all directors to schedule the meetings of the Board and Committees of the Board. Except where consent of the directors was received for scheduling meeting at a shorter notice, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting. All decisions at Board Meetings and Committee Meetings were carried out unanimously as recorded in the minutes of the meetings of the Board of Directors or Committees of the Board, as the case may be. I further report that there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines. I further report that during the audit period: • The Company issued and allotted on private placement basis, unsecured, redeemable, non-convertible Debentures (NCDs) aggregating `24,955 crore. The Company cancelled 20,092 Non-Convertible Debentures (of PPD Series D, G, H, IA, IB and 13) which were bought by the Company. Further, the Company redeemed Unsecured Non- Convertible Debentures amounting to `12,000 crore (PPD Series B, C, E, F, PPD1 and PPD2) and Secured Non-Convertible Debentures amounting to `500 crore (Series PPD -180 Tranche 1). • The Company issued and allotted 42,26,26,894 partly paid-up equity shares of `10/- each of the Company on rights basis, in the ratio of 1 equity share for every 15 equity shares held, to eligible equity shareholders of the Company at an issue price of `1,257/- per fully paid-up equity share (including a premium of `1,247/- per equity share). An amount equivalent to 25% of the issue price viz. `314.25 per equity share was received on application. The Board of Directors of the Company, at its meeting held on 26 March 2021 made the following two calls on the partly paid-up rights equity shares: • First call of `314.25 per partly paid equity share (including a premium of `311.75 per share), payable during the period from 17 May 2021 to 31 May 2021, both days inclusive; and • Second & final call of `628.50 per partly paid equity share (including a premium of `623.50 per share), payable during the period from 15 November 2021 to 29 November 2021, both days inclusive. • The Company granted 42,00,000 options to the eligible employees under Employees Stock Option Scheme 2017. • The composite scheme of amalgamation and plan of merger amongst Reliance Holding USA Inc. (“RHUSA”), Reliance Energy Generation and Distribution Limited (“REGDL”) and the Company (the “Scheme”), which, provided for merger of RHUSA with REGDL and merger of REGDL with the Company was approved by the Hon’ble National Company Law Tribunal, Mumbai Bench, vide its Order dated 27 July 2020. The Scheme became effective from 21 August 2020. 218 219 Board’s ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Annexure V Particulars of Energy Conservation, Technology Absorption and Foreign Exchange Earnings and Outgo required under the Companies (Accounts) Rules, 2014 A. Conservation of Energy (i) Steps taken to conserve energy Energy efficiency is a cornerstone for positive impact on environment and sustainable growth. The Company continued to improve across all facets of energy management which include generation, distribution and consumption. Energy conservation was achieved by optimising existing energy profile through digital technologies including advanced analytics, real-time optimization models, process engineering and embracing newer and more efficient technologies. Advanced models and tools were used to improve energy efficiency and reduce carbon footprint at sites, buildings and campuses. Dedicated teams working on monitoring, reporting, periodic energy audits and benchmarking with international refineries and petrochemical sites enable the Company to continually improve energy performance. This approach has yielded steady results over the years and during the financial year under review, the Company achieved a reduction of 243.4 Gcal/hr in energy consumption. Additionally, the Company is implementing Digital twins and Artificial Intelligence /Machine Learning based analytical models for further enhancement in energy efficiency, reliability and reduction in carbon footprint. Major energy conservation initiatives taken during the financial year 2020-21 are listed below. Jamnagar Manufacturing Division: Domestic Tariff Area (DTA) • Medium Pressure (MP) steam generation from lean sponge oil heat exchanger circuit in Coker unit 220 • Commissioned Condensate • Minimizing High Pressure (HP) Preheater (CPH) for GT / HRSG 10 (Gas Turbine / Heat Recovery Steam Generator) with increased waste heat recovery from flue gas • Hydrocarbon recovery from Vent Gas Recovery circuit in Linear Low Density Poly-ethylene (LLDPE) plant • APC (Advanced Process Control) implementation for steam optimization in Captive Power Plant (CPP) • Process steam reduction by optimizing Ethylene Oxide (EO) and Carbon Dioxide (CO2) absorption / stripper loops • Improved dilution steam reboiler performance by C7C8 injection in quench water • Routing Mono Ethylene Glycol (MEG) stream from refining column directly to MEG tank by monitoring Glycol quality • Medium Pressure (MP) steam consumption reduced by implementing Advance Process Control (APC) in vent gas stack of Acid Gas Removal (AGR) plant • Routing of Recycle Flash Gas directly steam consumption in Air Preheater in SEZ Sulphur Recovery Unit by process optimization • HP Syngas Expander power generation increased by reducing bypass quantity in AGR plant Hazira Manufacturing Division • Stripper Pressure optimization resulting in Low Pressure (LP) steam consumption reduction in Poly- Butadiene Rubber (PBR-3) plant Dahej Manufacturing Division • Optimization of Steam to Hydrocarbon ratio in cracker furnaces to reduce the use of medium low- pressure steam consumption • Reduction of steam in reboiler by optimizing operation of Secondary De-Ethanizer Column Vadodara Manufacturing Division • Increased HP steam temperature from Steam turbine in Naphtha Cracker Plant to improve utilization of MP steam • Rotor replacement of GT 2 resulting in heat rate improvement by 1.5% to SRU (Sulphur Recovery Unit) incinerator, resulting in reduced operation of compressors (1.7 MW x2) in AGR plant Patalganga Manufacturing division • Replacement of intercoolers of Air Compressor by energy efficient design • Optimization of Steam to CO (carbon Monoxide) ratio, by monitoring CO slippage in “CO-shift plant” and by installation of Real Time Optimizer (RTO) • HP Syngas Expander power Nagothane Manufacturing Division • Improved heat recovery from flue gas by increasing flow through LP economizer module and reduce stack temperature generation increased by reducing bypass quantity in AGR plant Barabanki Manufacturing Division • Husk boiler tube bundle Jamnagar Manufacturing Division: Special Economic Zone (SEZ) • Uprate of Gas Turbine (GT-1) with AGP (Advance Gas Path) components to improve heat rate • Reduced flaring in Xylene Recovery Column (XRC) by optimizing Column operating parameters at Para Xylene (PX4) plant • MP steam consumption reduced by implementing Advanced Process Control in vent gas stack of Acid Gas Removal plant • Optimization of Steam to carbon mono-oxide ratio, by monitoring CO slippage in “CO-shift plant” and by installation of RTO replacement for energy savings and reliability improvement (ii) Steps taken to utilize alternate sources of energy • Trials conducted in boiler-1 and achieved upto 15% co-firing of biomass with coal at Dahej Manufacturing Division • Commissioned 3.56 MW solar power generation project at Silvassa Manufacturing Division. (Capex: `13.7 crore). The project is expected to generate 5645 MWh/yr reducing Green House Gas (GHG) emission by 4600 tons CO2/yr (iii) Capital investment on energy conservation equipments Manufacturing Division Sr. No. 1 2 3 4 5 6 7 8 Jamnagar manufacturing division (DTA) Jamnagar manufacturing division (SEZ) Hazira manufacturing division Dahej manufacturing division Vadodara manufacturing division Patalganga manufacturing division Nagothane manufacturing division Other manufacturing divisions B. Technology Absorption Research and technology development of the Company helps create superior value by harnessing internal Research and Development skills and competencies and creates innovations in emerging technology domains related to the Company’s various businesses. Research and technology development of the Company focuses on: a. New products, processes and catalyst development to support existing business and create breakthrough technologies for new businesses; b. Advanced troubleshooting; and c. Support to capital projects and profit and reliability improvements in manufacturing plants. (i) Major efforts made towards technology absorption Oil to Chemicals (O2C) • Crude to Chemicals by Multi zone Catalytic Cracking technology (MCC) • Conversion of waste plastics to stable oil for reconversion to plastics (circular economy) • CO2 capture process from dilute refinery/ power plant flue gases • Catalyst development for improvement of cycle length of DHT (Diesel Hydrotreating Unit) units • Development of Hi-Active Fluid Catalytic Cracking (FCC) catalyst for FCCUs • Advanced Support to Gasification • Low cost process development for valuable metals (Vanadium, Nickel) extraction from gasification slag • Green process and catalyst for direct synthesis of dimethyl carbonate (DMC) from CO2 and methanol • FCC Catalyst switchover support Capital investments on energy efficient equipments (` in crore) Energy savings (Gcal/hr) 10.02 12.23 0.5 0.5 9.4 0.6 0.0 15.7 132.52 95.11 4.0 3.7 4.4 1.5 1.5 0.6 • F clean process development for Re • Gas phase Linear Low-Density use of char filter fuses for sustainable operation of gasifiers • Value creation from refinery waste by- product: Using sodium free di-sulphide oils (DSO) to replace dimethyl disulphide (DMDS) in gas and naphtha cracker and hydrotreaters • Light coker naphtha processing in SEZ (Special Economic Zone) FCC to enable higher propylene and ethylene production • DTA (Domestic Tariff Area) coker feed window widening with respect to metals and asphaltenes by using clarified slurry oil (CSO) with feed • Online corrosion monitoring system under IOW (Integrity Operating Windows) initiative for monitoring crude corrosivity • Study to analyze if ANN (Artificial Neural Network) models can substitute LP (Linear Programming) models in planning and also direct to better optimal points • Development of in-house composition-based RX (Reactor) models for plant monitoring and LP applications • NIR (Near InfraRed) based fast crude characterization for assay update support • Naphtha molecular assay for crude scheduling and valuation • Capturing of complex physics in Third Stage Separator (TSS) cyclone separator and model validation with experimental data • Effluent treatment by Cavitation process • Development for Impact Co Polymer (ICP) and Homo Grades PP (Polypropylene) with the Company’s proprietary Diester Catalyst System. Polyethylene (LLDPE)/ High Density Polyethylene (HDPE) production with in-house catalysts & Metallocene catalyst development for LLDPE • Development of Functional Emulsion Styrene Butadiene Rubber (ESBR) grades for silica based composite for Green Tyre • Valorisation of Polyvinyl Chloride (PVC) Value Chain • Biodegradable Polymers for Packaging Applications • Development of internally plasticized PVC with improved processability • Value added Elastomeric Ionomers Development • High performance engineering thermoplastic Polyphenylene Sulphide (PPS) • Development of advanced Polyethylene (PE) Products and Catalyst Technology • Development of high strength fiber and film for ballistic armours. Disentangled Polyethylene (DPE) based weaved and stab resistant fabric from HS (High Strength)/HM (High Modulus) DPE tape • Chloride free Continuous Catalytic Reforming (CCR) catalyst with higher aromatics yield development • RELORCAT catalyst was developed and commercially produced for unsaturated hydrocarbon reduction from Benzene Toluene Xylene (BTX) streams in aromatics plant • Purification process for sulfolane • Self-healing elastomer: Polybutadiene Rubber (PBR) grade (Relnext) for enhanced (40%) tyre life • Coke less Naphtha/ Gas steam cracking • Development of adsorbent and process for 80% propylene recovery from polyolefin plant off gas 221 Board’s ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited (iv) Expenditure incurred on Research and Development: Sr. No. Particulars a) b) Total Capital Revenue (` in crore) 1,412 1,160 2,572 C. Foreign Exchange Earnings and Outgo (i) Activities relating to export, initiatives to increase exports, developments of new export markets for products and services and export plan The Company has continued to maintain focus and avail of export opportunities based on economic considerations. During the year, the Company has exports (FOB value) worth ` 1,32,773 crore (US$ 18.2 billion). (ii) Total Foreign Exchange Earned and Used a) b) c) Foreign Exchange earned in terms of actual inflows Total savings in foreign exchange through products manufactured by the Company and deemed exports (US$ 12.7 billion) Sub-total (a+b) Foreign Exchange outgo in terms of actual outflows (` in crore) 1,34,436 92,489 2,26,925 1,79,929 For and on behalf of Board of Directors Mukesh D. Ambani Chairman and Managing Director April 30, 2021 • Commissioning and Troubleshooting of Dowtherm purification system • Advance technical support provided for characterization of Vinyl Chloride Monomer (VCM) Oxychlorination fresh and spent catalyst • Evaluation of spare activated alumina and activated carbon (Linde) for improved shelf life in VCM Oxychlorination • Initiated commercial production of 37 ton of 3A zeolite molecular sieve for cracker • 1.5 ton adsorbent and process for NMP (N-Methyl-2-Pyrrolidone) purification (TAN – Total Acid Number) and Chloride reduction) developed and implemented at Benzene Recovery Unit (BRU) • Adsorptive Paraxylene pilot scale purification process developed • Non Hydrofluoric Acid (HF) route to Linear Alkyl Benzene (LAB) using the Company’s proprietary Ionic Liquid catalyst • PTA/IPA (IsoPhthalic Acid) • Low cost alumina adsorbent Process Optimization replacement for Purified Terephthalic Acid (PTA) off gas drier • Zeolite Molecular sieve based adsorptive process developed and commercialized for 1 Octene purification • Developed Effluent Treatment Plant (ETP) microbial culture and successfully implemented • Residual life analysis of Ion Exchange Resins for DI (DeIonized) Plant • Chloride analysis of EOEG (Ethylene Oxide, Ethylene Glycol) CO2 regenerator stream • Chloride Guard bed adsorbent testing in manufacturing plants • Adsorptive process developed for residual chloride removal from recycled finished water of PBR-1 plant • Adsorptive purification process developed for Mono Ethylene Glycol (MEG) purification and under implementation • Catalyst characterization of PTA plant • Adsorptive and distillation Process developed for Triethylene Glycol (TEG) purification for Ethylene Oxide Ethylene Glycol (EOEG) • Development of in-house spin finish oil formulation • Commercial manufacturing of Reliance Oxidation Catalyst (RELOX) for nitrogen gas purification for Polyethylene Terephthalate (PET) plant • Commercial production and implementation of Spherical silica gel for PE (Polyethylene) • Development of Technology information package (TIP) for DOTP (Dioctyl Terephthalate) process modification. Advanced Materials and Other R&D Activities • Development of indigenous polymer electrolyte membrane (PEM) fuel cell technology • Development of Poly Acrylo Nitrile (PAN) precursor for Carbon Fibers • Advance process control (APC)/ Real time Optimisation (RTO) implementation in all major manufacturing facilities • Modelling and simulation, scale up, support and advance trouble shooting • Polymeric materials for 3D printing • Graphene polymer and elastomer composites • Developed and demonstrated PHA (Polyhydroxyalkanoates)-bioplastics production (potential substitute for PE/PP) in an engineered microbial platform • Developed sustainable and advanced material in the form of Nanocellulose which is suitable for various applications in biomedical, biomaterial and personal care products • Harness synthetic biology tools to produce high strength silk protein as an ingredient for personal care and other products Biofuels and Bio-Chemicals • Development of ‘Green Bio crude’ and high value products from algae, using sea water, sunlight, and low-cost nutrients • Application of biotechnology to enhance the productivity of algae species for biofuel • Deployment of RCAT (Hydrothermal Liquefaction (HTL) technology towards commercialization to achieve the Company’s net zero carbon goal by achieving 25% blend in refining capacity • Demonstrate Algae to ethanol concept • Technology development for commercial production of specialty products viz. super proteins, aqua and animal feed • Harness advanced synthetic biology tools to develop technologies for Nanocellulose, PHA Bioplastic, Iron fortified protein and High strength silk production (ii) Information regarding imported technology (imported during last three years) None (iii) The benefits derived from R&D and Technology absorption, adoption and innovation initiative in financial year 2020-21 is ~ ` 320 crore. Apart from the above monetary savings, there are other benefits from R&D, which are as follows: • Transition from smart buyer of technology to a flagship developer of technology • Future ready for next generation businesses and mitigating disruption in existing business • Visionary disruptive business and technology strategy to disrupt mobility, industrial sector • Sustaining competitive advantage • Generating new intellectual properties for business value creation. 222 223 Board’s ReportIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Financial Statements Independent Auditors’ Report Standalone Independent Auditors’ Report Balance Sheet Statement of Profit and Loss Statement of Changes in Equity Cash Flow Statement Notes to the Financial Statements 1 2 3 Property, Plant & Equipment, Capital Work-in-Progress, Intangible Assets and Intangible Assets Under Development Investments – Non-Current Loans – Non-Current 4 Other Non-Current Assets 5 6 7 8 9 Inventories Investments – Current Trade Receivables Cash and Cash Equivalents Loans – Current 10 Other Financial Assets – Current 11 Taxation 12 Other Current Assets 13 Share Capital 14 Other Equity 15 Borrowings 16 Other Financial Liabilities – Non-Current 17 Provisions – Non-Current 18 Deferred Tax Liabilities (Net) 19 Other Non-Current Liabilities Consolidated Independent Auditors’ Report Balance Sheet Statement of Profit and Loss Statement of Changes in Equity Cash Flow Statement Notes to the Financial Statements 225 234 235 236 238 240 249 250 254 256 257 257 258 258 258 258 259 259 260 261 262 264 264 264 265 300 312 313 314 316 318 20 Borrowings – Current 21 Trade Payables 22 Other Financial Liabilities – Current 23 Other Current Liabilities 24 Provisions – Current 25 Revenue from Operations 26 Other Income 27 Changes in Inventories of Finished Goods, Work-in-Progress and Stock-in-Trade 28 Employee Benefits Expense 29 Finance Costs 30 Other Expenses 31 Exceptional Items (Net of Tax) 32 Earnings Per Share (EPS) 33 Related Parties Disclosures 34 Oil and Gas Disclosures 35 Contingent Liabilities and Commitments 36 Capital Management 37 Financial Instruments 38 Segment Information 39 Details of Loans given, Investments made and guarantee given covered U/S 186 (4) of the Companies Act, 2013. 40 Details of Research and Development Expenditure 41 Significant Arrangements during the Year 42 Events after the Reporting Period 21 Other Current Liabilities 22 Provisions – Current 23 Revenue from Operations 24 Other Income 25 Changes in Inventories of Finished Goods, Work-in-Progress and Stock-in-Trade Property, Plant and Equipment, Other Intangible Assets, Capital 329 26 Employee Benefits Expense Work-in-Progress and Intangible Assets under Development 27 Finance Costs 1 2 3 4 Investments – Non-Current Loans – Non-Current Deferred Tax 5 Other Non-Current Assets 6 7 8 9 Inventories Investments – Current Trade Receivables Cash and Cash Equivalents 10 Other Financial Assets – Current 11 Other Current Assets 12 Taxation 13 Share Capital 14 Other Equity 15 Borrowings – Non-Current 16 Other Financial Liabilities - Non-Current 17 Deferred Payment Liabilities 18 Provisions – Non-Current 19 Borrowings – Current 20 Other Financial Liabilities – Current 330 336 336 336 337 337 337 338 338 338 338 339 340 342 344 344 344 345 345 28 Other Expenses 29 Exceptional Items (Net of Tax) 30 Earnings Per Share (EPS) 31 Related Parties Disclosures 32 Oil and Gas Disclosures 33 Details of Contingent Liabilities & Commitments 34 Capital Management 35 Financial Instruments 36 Segment Information 37 Enterprises Consolidated as Subsidiary in Accordance with Indian Accounting Standard 110 – Consolidated Financial Statements 38 Significant Enterprises Consolidated as Associates and Joint 384 Ventures in accordance with Indian Accounting Standard 28 – Investments in Associates and Joint Ventures 39 Additional Information, as required under Schedule III to the 387 Companies Act, 2013, of Enterprises Consolidated as Subsidiary / Associates / Joint Ventures 40 Significant arrangements during the Year 41 Events after the Reporting Period 397 397 265 265 266 266 266 266 267 267 268 271 271 272 273 274 287 289 290 290 297 297 297 298 299 346 346 346 346 347 347 352 352 354 354 355 365 367 368 368 375 377 To the Members of Reliance Industries Limited Report on the Audit of the Standalone Financial Statements Opinion We have audited the accompanying Standalone Financial Statements of Reliance Industries Limited (“the Company”) which includes joint operations, which comprise the Balance sheet as at March 31, 2021, the Statement of Profit and Loss, including the statement of Other Comprehensive Income, the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and notes to the Standalone Financial Statements, including a summary of significant accounting policies and other explanatory information. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Standalone Financial Statements give the information required by the Companies Act, 2013, as amended (“the Act”) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2021, its profit including other comprehensive income, its cash flows and the changes in equity for the year ended on that date. Basis for Opinion We conducted our audit of the Standalone Financial Statements in accordance with the Standards on Auditing (SAs), as specified under Section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditors’ Responsibilities for the Audit of the Standalone Financial Statements’ section of our report. We are independent of the Company in accordance with the ‘Code of Ethics’ issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Standalone Financial Statements. Emphasis of Matter We draw attention to Note 31(b) and 41.1 of the financial statements in respect of the Scheme of Amalgamation of wholly-owned subsidiaries with the Company approved by the Hon’ble National Company Law Tribunal, Mumbai, wherein the financial information has been restated from the appointed date and not from the earliest date presented in accordance with Ind AS 103, as per General Circular No. 09/2019 issued by MCA dated August 21, 2019 and loss due to take over of borrowing and consequential adjustment for reversal thereof in the statement of profit and loss upon the Scheme becoming effective. Our Opinion is not modified in respect of this matter. Key Audit Matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Standalone Financial Statements for the financial year ended March 31, 2021. These matters were addressed in the context of our audit of the Standalone Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context. We have determined the matters described below to be the key audit matters to be communicated in our report. We have fulfilled the responsibilities described in the Auditors’ responsibilities for the audit of the Standalone Financial Statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the Standalone Financial Statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying Standalone Financial Statements. Key audit matters How our audit addressed the key audit matter A. Capitalisation and useful life of property, plant and equipment During the year ended March 31, 2021, the Company has incurred capital expenditure on various projects included in capital work in progress and intangible assets under development. Further, items of property, plant and equipment that are ready for its intended use as determined by the management have been capitalised in the current year. Judgement is involved to determine that the aforesaid capitalisation meet the recognition requirement under Ind AS specifically in relation to determination of whether the criteria for intended use of the management has been met. Our audit procedures included and were not limited to the following: • Examined the management assessment of the assumptions considered in estimation of useful life. • Examined the useful economic lives with reference to the Company’s historical experience and technical evaluation by third party specialist appointed by management. • Assessed the objectivity and competence of the Company’s external specialists involved in the process. • Assessed the nature of the additions made to property, plant Further, in the current year, the Company has reassessed the useful life of its plant and machinery from 25-35 years to 50 years. Assessment of useful life of plant and machinery involves management judgement, technical assessment, consideration of historical experiences, anticipated technological changes, etc. Accordingly, the above has been determined as a key audit matter. and equipment, intangible assets, capital work-in-progress and intangible asset under development on a test check basis to test whether they meet the recognition criteria as set out in para 16 to 22 of Ind AS 16 – Property, Plant and Equipment, including intended use of management. • Assessed the impact recognised on account of the change in the useful life and disclosure made in the financial statements. 225 Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW Independent Auditors’ Report Key audit matters How our audit addressed the key audit matter Key audit matters How our audit addressed the key audit matter B. Estimation of oil reserves, decommissioning liabilities, depletion charges and impairment evaluation of development rights Refer to Note 34.2 on proved reserves and production on product and geographical basis, Note C(A) on estimation of Oil and Gas reserves, Note B.2(s) on Accounting for Oil and Gas activity, Note C(B) on Decommissioning Liabilities, Note C(C) on Property Plant and Equipment/Intangible Assets and Note B.2(j) on Provisions and Note B.2(i) on impairment of non-financial assets and Note 17 of the financial statements. around the key drivers of the cash flow forecasts including future oil and gas prices, estimated reserves, discount rates used, etc. by engaging valuation experts. Our work included and were not limited to the following procedures: • Performed walk-through of the estimation process associated • Assessed the valuation methodology, including assumptions with the oil and gas reserves. • Assessed the objectivity and competence of the Company’s specialists involved in the process and valuation specialists engaged by us. • Assessed whether the updated oil and gas reserve estimates were included in the Company’s, accounting for amortisation / depletion and disclosures of proved reserves and proved developed reserves in the financial statements. • Tested the assumption used in determining the decommissioning provisions. Also compared these assumptions with the previous year and enquired for reasons for any material variations. • Reviewed the disclosure made by the Company in the financial statements. Our audit procedures included and were not limited to the following: • Assessed the management’s position through discussions with the in-house legal expert and external legal opinions obtained by the Company (where considered necessary) on both, the probability of success in the aforesaid cases, and the magnitude of any potential loss. • Discussed with the management on the development in these litigations during the year ended March 31, 2021. • Rolled out of enquiry letters to the Company’s legal counsel and noted the responses received. • Assessed the responses received from Company’s legal counsel by engaging our internal legal experts. • Assessed the objectivity and competence of the Company’s legal counsel involved in the process and legal experts engaged by us. • Reviewed the disclosures made by the Company in the financial statements. • Obtained representation letter from the management on the assessment of these matters. The determination of the Company’s oil and natural gas reserves requires significant judgements and estimates to be applied. Factors such as the availability of geological and engineering data, reservoir performance data, acquisition and divestment activity, drilling of new wells and commodity prices all impacts the determination of the Company’s estimates of oil and natural gas reserves. Estimates of oil and gas reserves are used to calculate depletion charges for the Company’s oil and gas assets. The impact of changes in estimated proved reserves is dealt with prospectively by amortising the remaining carrying value of the asset over the expected future production. Oil and natural gas reserves also have a direct impact on the assessment of the recoverability of asset’s carrying values reported in the financial statements. For the purpose of impairment testing, value in use has been determined by the management by considering estimates such as discount rates, reserves and volumes, future oil and gas natural prices etc. along with other macro-economic, business and financing factors. Further, the recognition and measurement of decommissioning provisions involves use of estimates and assumptions relating to timing of abandonment of well and related facilities which would depend upon the ultimate life of the field, expected utilisation of assets by other fields, the scope of abandonment activity and pre-tax rate applied for discounting. Accordingly, the same is considered as a key audit matter. C. Litigation matters The Company has certain significant ongoing legal proceedings for various complex matters with the Government of India and other parties, continuing from earlier years, which are as under: 1. Matters in relation to Oil and Gas: (a) (b) (c) (d) 2. (a) Disallowance of certain costs under the production sharing contract, relating to Block KG-DWN-98/3 and consequent deposit of differential revenue on gas sales from D1D3 field to the gas pool account maintained by Gail (India) Limited (Refer Note 34.3). Claim against the Company in respect of gas said to have migrated from neighbouring blocks (KGD6) (Refer Note 34.4(a)). Claims relating to limits of cost recovery, profit sharing and audit and accounting provisions of the public sector corporations etc., arising under two production sharing contracts entered into in 1994 (Refer Note 34.4(b)). Suit for specific performance of a contract for supply of natural gas before the Hon’ble Bombay High Court (Refer Note 34.4(c)). Matter relating to trading in shares of Reliance Petroleum Limited (‘RPL’): Special Appellate Tribunal judgement dated November 5, 2020, dismissing Company’s appeal made in relation to order passed by the Securities and Exchange Board of India (‘SEBI’) under Section 11B of the SEBI Act, 1992 (Refer Note 35(III)). 226 Due to complexity involved in these litigation matters, management’s judgement regarding recognition and measurement of provisions for these legal proceedings is inherently uncertain and might change over time as the outcomes of the legal cases are determined. Accordingly, it has been considered as a key audit matter. D. Fair Valuation of Investments As at March 31, 2021, the Company has investments of ` 78,234 crore in the Equity and Preference Shares of Jio Digital Fiber Private Limited (‘JDFPL’) and Summit Digitel Infrastructure Private Limited (“SDIPL’) (Formerly Reliance Jio Infratel Private Limited) which are measured at fair value as per Ind AS 109 read with Ind AS 113. These investments are Level 3 investments as per the fair value hierarchy in Ind AS 113 and accordingly determination of fair value is based on a high degree of judgement and input from data that is not directly observable in the market. Further, the fair value is significantly influenced by the expected pattern of future benefits of the tangible assets of JDFPL (fiber assets) and SDIPL (tower assets). Refer Note 2 and Note 37A in the financial statements. Accordingly, the same has been considered as a key audit matter. Our audit procedures included and were not limited to the following: • Reviewed the fair valuation reports provided by the management by involvement of internal specialist / external valuation experts. • We assessed the assumptions around the cash flow forecasts including discount rates, expected growth rates and its effect on business and terminal growth rates used through involvement of the internal experts. • We also involved internal experts to assess the Company’s valuation methodology and assumptions, applied in determining the fair value. • We discussed potential changes in key drivers as compared to previous year / actual performance with management to evaluate the inputs and assumptions used in the cash flow forecasts. • Assessed the objectivity and competence of our internal expert and Company’s internal / external specialists involved in the process. • Reviewed the disclosures made by the Company in the financial statements. E. Impairment of Investment in shale gas entities and recognition of deferred tax assets (a) (a) Based on the assessment of the internal and external sources of information, management has identified indicators of impairment in respect of its investments in shale gas entities engaged in the business of exploration and production of oil and gas. In the current year, management has performed an impairment assessment by comparing the carrying value of these investments to their recoverable amount and accordingly recognised an impairment loss of ` 15,686 crore. For the purpose of the above impairment testing, realisable value has been determined by the management by considering estimates such as discount rates, reserves and volumes, future oil and gas natural prices etc, along with consideration of other macro-economic, business and financing factors including divestment agreement entered into for certain upstream assets. (b) The Company has also recognised Deferred Tax Assets of ` 15,570 crore in respect of the difference between the book base and tax base of the investment in shale gas entities engaged in the business of exploration and production of oil and gas, in accordance with Ind AS 12 – Income Taxes. Recognition of the aforesaid deferred tax asset involves management judgement and estimates to determine whether there is a reasonable certainty to utilise the deferred tax assets against future capital gains. Both the above items have been disclosed as exceptional items in the financial statements (Refer Note 31(c)). Accordingly, the above matters have been considered as a key audit matter. Our audit procedures to address impairment of investment included and were not limited to the following: • Obtained and assessed the impairment triggers identified by the management. • Read the note in relation to impairment of assets in consolidated financial statement of the shale gas entities. • Discussed the aforesaid matter with the component auditor in accordance with Standard of Auditing 600 – Using the work of Another Auditor. • Read the agreement in reference to divestment of interest in certain upstream assets operated by EQT Corporation to Northern Oil and Gas, Inc. • Obtained the realisable value assessment made by the management and assessed the methodology and the assumptions applied in determining the realisable value by engaging our internal valuation specialists. • Reviewed the disclosures made by the Company in the financial statements. (b) Our audit procedures to address recognition of deferred tax asset included and were not limited to the following: • Assessed the basis of recognition of deferred tax assets in accordance with Ind AS. • Obtained and assessed the management assumptions / judgements and mathematical accuracy for calculating the difference between the book base and tax base. • Evaluated the management assessment on future transactions including capital gain projections used in assessing the recoverability. • Evaluated the management assessment of tax credit recognition including calculation of tax base as per the Income Tax Act, 1961 by engaging internal tax specialist. In making this assessment, we evaluated the competence and objectivity of our internal experts. • Reviewed the disclosures made by the Company in the financial statements. 227 Reliance Industries LimitedIntegrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW Independent Auditors’ Report Key audit matters How our audit addressed the key audit matter F. IT systems and controls over financial reporting We identified IT systems and controls over financial reporting as a key audit matter for the Company because its financial accounting and reporting systems are fundamentally reliant on IT systems and IT controls to process significant transaction volumes, specifically with respect to revenue and raw material consumption. Also, due to such large transaction volumes and the increasing challenge to protect the integrity of the Company’s systems and data, cyber security has become more significant. Automated accounting procedures and IT environment controls, which include IT governance, IT general controls over program development and changes, access to program and data and IT operations, IT application controls and interfaces between IT applications are required to be designed and to operate effectively to ensure accurate financial reporting. Our procedures included and were not limited to the following: • Assessed the complexity of the IT environment by engaging IT specialists and through discussion with the head of IT and internal audit and identified IT applications that are relevant to our audit. • Assessed the design and evaluation of the operating effectiveness of IT general controls over program development and changes, access to program and data and IT operations by engaging IT specialists. • Performed inquiry procedures with the head of cybersecurity at the Company in respect of the overall security architecture and any key threats addressed by the Company in the current year. • Assessed the design and evaluation of the operating effectiveness of IT application controls in the key processes impacting financial reporting of the Company by engaging IT specialists. • Assessed the operating effectiveness of controls relating to data transmission through the different IT systems to the financial reporting systems by engaging IT specialists. Information Other than the Financial Statements and Auditors’ Report Thereon The Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the Annual Report, but does not include the Standalone Financial Statements and our auditors’ report thereon. Our opinion on the Standalone Financial Statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the Standalone Financial Statements, our responsibility is to read the other information and, in doing so, consider whether such other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of Management for the Standalone Financial Statements The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Act with respect to the preparation of these Standalone Financial Statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgements and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Standalone Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. In preparing the Standalone Financial Statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Those Board of Directors are also responsible for overseeing the Company’s financial reporting process. Auditors’ Responsibilities for the Audit of the Standalone Financial Statements Our objectives are to obtain reasonable assurance about whether the Standalone Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Standalone Financial Statements. As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: 228 • Identify and assess the risks of material misstatement of the Standalone Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls. • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management. • Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern. • Evaluate the overall presentation, structure and content of the Standalone Financial Statements, including the disclosures, and whether the Standalone Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Standalone Financial Statements for the financial year ended March 31, 2021 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. Report on Other Legal and Regulatory Requirements 1. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”), issued by the Central Government of India in terms of sub-section (11) of Section 143 of the Act, we give in the “Annexure 1” a statement on the matters specified in paragraphs 3 and 4 of the Order. 2. As required by Section 143(3) of the Act, we report that: (a) (b) (c) (d) (e) (f) (g) (h) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit; In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books; The Balance Sheet, the Statement of Profit and Loss including the Statement of Other Comprehensive Income, the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account; In our opinion, the aforesaid Standalone Financial Statements comply with the Accounting Standards specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended; On the basis of the written representations received from the directors as on March 31, 2021 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2021 from being appointed as a director in terms of Section 164 (2) of the Act; With respect to the adequacy of the internal financial controls with reference to these Standalone Financial Statements and the operating effectiveness of such controls, refer to our separate Report in “Annexure 2” to this report; In our opinion, the managerial remuneration for the year ended March 31, 2021 has been paid / provided by the Company to its directors in accordance with the provisions of Section 197 read with Schedule V to the Act; With respect to the other matters to be included in the Auditors’ Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanations given to us: i. The Company has disclosed the impact of pending litigations on its financial position in its Standalone Financial Statements – Refer Note 35 to the Standalone Financial Statements; 229 Reliance Industries LimitedIntegrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW Independent Auditors’ Report ii. iii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts; There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company except for an amount of ` 1.76 crore which are held in abeyance due to pending legal cases. For D T S & Associates LLP Chartered Accountants ICAI Firm Reg. Number: 142412W/W100595 per T P Ostwal Partner Membership No.: 030848 UDIN: 21030848AAAAAQ3979 Mumbai Date: April 30, 2021 For S R B C & CO LLP Chartered Accountants ICAI Firm Reg. Number: 324982E/E300003 per Vikas Kumar Pansari Partner Membership No.: 093649 UDIN: 21093649AAAABJ4217 Mumbai Date: April 30, 2021 Annexure 1 To the Independent Auditors’ Report of even date on the Standalone Financial Statements of Reliance Industries Limited (Referred to in paragraph 1, under ‘Report on Other Legal and Regulatory Requirements’ section of our Report of even date) (iv) (i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets. (b) The Company has a regular programmeme for physical verification of its fixed assets by which its fixed assets are verified in a phased manner. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its fixed assets. However, there were certain fixed assets which were not verified during the year as planned due to outbreak of COVID–19 pandemic. As represented by the management, these will be covered for verification in the subsequent period. According to the information and explanations given to us, no material discrepancies were noticed on verification of the fixed assets. (c) According to information and explanations given by the management, the title deeds / lease deeds of immovable properties included in property, plant and equipment are held in the name of the Company except for leasehold land of ` 83 crore in respect of which the allotment letters are received and supplementary agreements entered; however, lease deeds are pending execution. (Refer Note 1.1 of the Standalone Financial Statements). (ii) (iii) The management has conducted physical verification of inventory at reasonable intervals during the year and no material discrepancies were noticed on such physical verification. According to the information and explanations given to us, the Company has not granted any loans, secured or unsecured to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under Section 189 of the Act. Accordingly, the provisions of clause 3(iii) (a), (b) and (c) of the Order are not applicable to the Company and hence not commented upon. In our opinion and according to the information and explanations provided to us, the Company has not granted any loans or provided any guarantees or security to the parties covered under Section 185 of the Act. The Company has complied with the provisions of Section 186 of the Act in respect of investments made or loans or guarantee or security provided to the parties covered under Section 186 of the Act. The Company has not accepted any deposits within the meaning of Sections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, the provisions of clause 3(v) of the Order are not applicable to the Company. We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records under Section 148(1) of the Act, related to the manufacturing activities, and are of the opinion that prima facie, the specified accounts and records have been made and maintained. We have not, however, made a detailed examination of the same. (v) (vi) (vii) (a) The Company is generally regular in depositing with appropriate authorities undisputed statutory dues including Provident fund, Employees’ State Insurance, Income-tax, Sales-tax, Goods and Services tax, Duty of customs , Duty of excise, Value Added Tax, Cess and Other Statutory Dues applicable to it. (b) According to the information and explanations provided to us, no undisputed amounts payable in respect of Provident fund, Employees’ State Insurance, Income-tax, Sales Tax, Goods and Service tax, Duty of customs, Duty of excise, Value added tax, Cess and Other Statutory Dues were outstanding, at the year end, for a period of more than six months from the date they became payable. 230 231 Reliance Industries LimitedIntegrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW Independent Auditors’ Report (c) According to the records of the Company, the dues of Sales-tax, Service tax, Duty of customs, Duty of excise, Value added tax, Cess and Goods and Service Tax which have not been deposited on March 31, 2021 on account of any dispute, are as follows: Name of the Statute Nature of Dues Amount (` in crore) Period to which the amount relates Forum where the dispute is pending Central Excise Act, 1944 Excise Duty and Service Tax 5 Various Years from 1990-91 to 2017-18 Commissioner of Central Excise (Appeals) Central Sales Tax Act, 1956 and Sales Tax Act of various States Sales Tax/ VAT and Entry Tax 1,131 Various Years from 1991-92 to 2017-18 463 Various Years from 2001-02 to 2019-20 The Customs Excise and Service Tax Appellate Tribunal Joint Commissioner/Commissioner (Appeal) of Sales Tax 646 Various Years from 1983-84 to 2015-16 94 Various Years from 2000-01 to 2011-12 Customs Act, 1962 Customs Duty 98 2007-08 and 2017-18 Goods and Services Tax Act, 2017 Goods and Services Tax 0.31 2017-18 to 2020-21 Sales Tax Appellate Tribunal High Court The Customs Excise and Service Tax Appellate Tribunal Joint/Additional Commissioner of GST and Central Excise (viii) In our opinion and according to the information and explanations provided by the management, the Company has not defaulted in repayment of loans or borrowing to a financial institution, bank or government or dues to debenture holders. (ix) (x) In our opinion and according to the information and explanations provided by the management, the Company has utilised the monies raised by way of rights issue of equity shares, debt instruments and term loans for the purposes for which they were raised. Based upon the audit procedures performed for the purpose of reporting the true and fair view of the Financial Statements and according to the information and explanations provided by the management, we report that no fraud by the Company or no material fraud on the Company by the officers and employees of the Company has been noticed or reported during the year. (xi) According to the information and explanations provided by the management, the managerial remuneration has been paid / provided in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Act. (xii) In our opinion, the Company is not a nidhi company. Therefore, the provisions of clause 3(xii) of the Order are not applicable to the Company and hence not commented upon. (xiv) According to the information and explanations provided to us and on an overall examination of the balance sheet, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review and hence, reporting requirements under clause 3(xiv) of the Order are not applicable to the Company and, not commented upon. (xv) According to the information and explanations provided by the management, the Company has not entered into any non-cash transactions with directors or persons connected with him as referred to in Section 192 of the Act. (xvi) According to the information and explanations provided to us, the provisions of Section 45-IA of the Reserve Bank of India Act, 1934 are not applicable to the Company. For D T S & Associates LLP For S R B C & CO LLP Chartered Accountants Chartered Accountants ICAI Firm Reg. Number: ICAI Firm Reg. Number: 142412W/W100595 324982E/E300003 per T P Ostwal Partner per Vikas Kumar Pansari Partner Membership No.: 030848 Membership No.: 093649 UDIN: 21030848AAAAAQ3979 UDIN: 21093649AAAABJ4217 Mumbai Mumbai (xiii) According to the information and explanations provided Date: April 30, 2021 Date: April 30, 2021 by the management, transactions with the related parties are in compliance with Section 177 and 188 of the Act where applicable and the details have been disclosed in the financial statements, as required by the applicable accounting standards. 232 Annexure 2 To the Independent Auditors’ Report of even date on the Standalone Financial Statements of Reliance Industries Limited Report on the Internal Financial Controls under Clause (i) of sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”) Meaning of Internal Financial Controls over Financial Reporting with reference to these Standalone Financial Statements We have audited the internal financial controls over financial reporting of Reliance Industries Limited (“the Company”) which includes joint operations as of March 31, 2021 in conjunction with our audit of the Standalone Financial Statements of the Company for the year ended on that date. Management’s Responsibility for Internal Financial Controls The Company’s Management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Act. Auditors’ Responsibility Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting with reference to these Standalone Financial Statements based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing as specified under Section 143(10) of the Act, to the extent applicable to an audit of internal financial controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting with reference to these Standalone Financial Statements was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls over financial reporting with reference to these Standalone Financial Statements and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting with reference to these Standalone Financial Statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors’ judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls over financial reporting with reference to these Standalone Financial Statements. A company’s internal financial control over financial reporting with reference to these Standalone Financial Statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control over financial reporting with reference to these Standalone Financial Statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the Company’s assets that could have a material effect on the financial statements. Inherent Limitations of Internal Financial Controls over Financial Reporting with reference to these Standalone Financial Statements Because of the inherent limitations of internal financial controls over financial reporting with reference to these Standalone Financial Statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting with reference to these Standalone Financial Statements to future periods are subject to the risk that the internal financial control over financial reporting with reference to these Standalone Financial Statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Opinion In our opinion, the Company has, in all material respects, adequate internal financial controls over financial reporting with reference to these Standalone Financial Statements and such internal financial controls over financial reporting with reference to these Standalone Financial Statements were operating effectively as at March 31, 2021, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. For D T S & Associates LLP Chartered Accountants ICAI Firm Reg. Number: For S R B C & CO LLP Chartered Accountants ICAI Firm Reg. Number: 142412W/W100595 324982E/E300003 per T P Ostwal Partner Membership No.: 030848 UDIN: 21030848AAAAAQ3979 UDIN: 21093649AAAABJ4217 per Vikas Kumar Pansari Partner Membership No.: 093649 Mumbai Date: April 30, 2021 Mumbai Date: April 30, 2021 233 Reliance Industries LimitedIntegrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW Statement of Profit and Loss For the year ended 31st March, 2021 Notes As at 31st March, 2021 As at 31st March, 2020 (` in crore) Notes 2020-21 2019-20 (` in crore) Balance Sheet As at 31st March, 2021 Assets Non-Current Assets Property, Plant and Equipment Capital Work-in-Progress Intangible Assets Intangible Assets Under Development Financial Assets Investments Loans Other Non-Current Assets Total Non-Current Assets Current Assets Inventories Financial Assets Investments Trade Receivables Cash and Cash Equivalents Loans Other Financial Assets Other Current Assets Total Current Assets Total Assets Equity and Liabilities Equity Equity Share capital Other Equity Total Equity Liabilities Non-Current Liabilities Financial Liabilities Borrowings Other Financial Liabilities Provisions Deferred Tax Liabilities (Net) Other Non-Current Liabilities Total Non-Current Liabilities Current Liabilities Financial Liabilities Borrowings Trade Payables Due to: Micro and Small Enterprises Other than Micro and Small Enterprises Other Financial Liabilities Other Current Liabilities Provisions Total Current Liabilities Total Liabilities Total Equity and Liabilities Significant Accounting Policies See accompanying Notes to the Financial Statements 1 1 1 1 2 3 4 5 6 7 8 9 10 12 13 14 15 16 17 18 19 20 21 22 23 24 1 to 44 2,92,092 20,765 14,741 12,070 2,52,620 65,698 4,968 6,62,954 2,97,854 15,638 8,624 12,327 4,21,793 44,348 4,461 8,05,045 37,437 38,802 94,665 4,159 5,573 993 59,560 8,332 2,10,719 8,73,673 70,030 7,483 8,485 15,028 16,115 10,711 1,66,654 9,71,699 6,445 4,68,038 4,74,483 6,339 3,84,876 3,91,215 1,60,598 4,014 1,499 30,788 504 1,97,403 1,94,402 2,930 1,410 50,556 504 2,49,802 33,152 59,899 90 86,909 61,172 19,563 901 2,01,787 3,99,190 8,73,673 116 70,932 1,32,492 66,170 1,073 3,30,682 5,80,484 9,71,699 As per our Report of even date For and on behalf of the Board For D T S & Associates LLP Chartered Accountants (Registration No. 142412W/ W100595) For S R B C & CO LLP Chartered Accountants (Registration No. 324982E/E300003) T P Ostwal Partner Membership No. 030848 Vikas Kumar Pansari Partner Membership No. 093649 Date: April 30, 2021 234 Alok Agarwal Chief Financial Officer Srikanth Venkatachari Joint Chief Financial Officer K. Sethuraman Company Secretary Savithri Parekh Joint Company Secretary M.D. Ambani Chairman and Managing Director N.R. Meswani H.R. Meswani P.M.S. Prasad P.K. Kapil Nita M. Ambani Y.P. Trivedi Prof. Dipak C. Jain Dr. R.A. Mashelkar Adil Zainulbhai Raminder Singh Gujral Dr. Shumeet Banerji Arundhati Bhattacharya K.V. Chowdary Executive Directors Non-Executive Directors Income Value of Sales Income from Services Value of Sales & Services (Revenue) Less: GST Recovered Revenue from Operations Other Income Total Income Expenses Cost of Material Consumed Purchase of Stock-in-Trade Changes in Inventories of Finished Goods, Work-in-Progress and Stock-in-Trade Excise Duty Employee Benefits Expense Finance Costs Depreciation/Amortisation and Depletion Expense Other Expenses Total Expenses Profit Before Exceptional Item and Tax Exceptional Item (Net of Tax) Profit Before Tax* Tax Expenses* Current Tax Deferred Tax Profit for the Year Other Comprehensive Income i. ii. iii. Items that will not be reclassified to Profit or Loss Income tax relating to items that will not be reclassified to Profit or Loss Items that will be reclassified to Profit or Loss Income tax relating to items that will be reclassified to Profit or Loss Total Other Comprehensive Income/(Loss) for the Year (Net of Tax) iv. Total Comprehensive Income for the Year Earnings Per Equity Share of Face Value of ` 10 each Basic (in `) – After Exceptional Item Basic (in `) – Before Exceptional Item Diluted (in `) – After Exceptional Item Diluted (in `) – Before Exceptional Item Significant Accounting Policies See accompanying Notes to the Financial Statements 2,76,181 2,759 2,78,940 13,871 2,65,069 14,818 2,79,887 3,62,869 3,308 3,66,177 14,322 3,51,855 13,566 3,65,421 1,68,262 2,37,342 7,301 610 19,402 5,024 16,211 9,199 30,970 7,292 77 14,902 6,067 12,105 9,728 33,347 2,56,979 3,20,860 22,908 4,304 27,212 - (4,732) 31,944 350 (79) 2,755 (456) 2,570 34,514 49.66 42.97 48.90 42.31 44,561 (4,245) 40,316 7,200 2,213 30,903 (392) (944) (6,921) 1,183 (7,074) 23,829 48.42 55.07 48.42 55.07 25 26 27 28 29 1 30 31 11 18 26.1 26.2 32 32 32 32 1 to 44 *Profit before tax is after Exceptional Item and tax thereon. Tax expenses are excluding the Current Tax and Deferred Tax on Exceptional Item. As per our Report of even date For and on behalf of the Board For D T S & Associates LLP Chartered Accountants (Registration No. 142412W/ W100595) For S R B C & CO LLP Chartered Accountants (Registration No. 324982E/E300003) T P Ostwal Partner Membership No. 030848 Vikas Kumar Pansari Partner Membership No. 093649 Date: April 30, 2021 Alok Agarwal Chief Financial Officer Srikanth Venkatachari Joint Chief Financial Officer K. Sethuraman Company Secretary Savithri Parekh Joint Company Secretary M.D. Ambani Chairman and Managing Director N.R. Meswani H.R. Meswani P.M.S. Prasad P.K. Kapil Nita M. Ambani Y.P. Trivedi Prof. Dipak C. Jain Dr. R.A. Mashelkar Adil Zainulbhai Raminder Singh Gujral Dr. Shumeet Banerji Arundhati Bhattacharya K.V. Chowdary Executive Directors Non-Executive Directors 235 Reliance Industries LimitedIntegrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW Statement of Changes in Equity For the year ended 31st March, 2021 A. Equity Share Capital (` in crore) Balance as at 1st April, 2019 Change during the year 2019-20 Balance as at 31st March, 2020 Change during the year 2020-21 Balance as at 31st March, 2021 6,339 -* 6,339 106 6,445 *Shares of ` 57,36,870 issued on exercise of employee stock options. B. Other Equity Balance as at 1st April, 2020 Total Comprehensive Income for the Year Dividends Transfer (to)/from Retained Earnings Transfer (to)/from General Reserve On Rights Issue# On Employee Stock Options Others@ (` in crore) Balance as at 31st March, 2021 As at 31st March, 2021 Share Application Money Pending Allotment Share Call Money Account Reserves and Surplus Capital Reserve Securities Premium Debenture Redemption Reserve Share Based Payments Reserve General Reserve Retained Earnings Special Economic Zone Reinvestment Reserve 1 - 403 46,329 9,375 4 2,55,000 14,146 5,500 Other Comprehensive Income 54,118 2,570 - - - - - - - - - - - - - - - - - - - - - 31,944 (3,921) (32,692)* - - - (525)$ - - - - - (3,410) - 3,410 - - - - (1) 39,843 - 13,104 - - - - - - - - 9 - 415 - - - - - - - - - - - - 39,843 403 59,442 5,965 419 2,58,410 32,416 41,893 - - 4,975 56,688 Balance as at 1st April, 2019 Total Comprehensive Income for the Year Dividends Tax on Dividend Transfer (to)/from Retained Earnings Transfer (to)/from General Reserve On Rights Issue On Employee Stock Options Others@ (` in crore) Balance as at 31st March, 2020 As at 31st March, 2020 Share Application Money Pending Allotment 2 Reserves and Surplus Capital Reserve Securities Premium Debenture Redemption Reserve Share Based Payments Reserve General Reserve Retained Earnings Special Economic Zone Reinvestment Reserve 291 46,306 9,375 9 2,55,000 26,808 - - Other Comprehensive Income 61,192 (7,074) - - - - - - - - - - - - - - - - - - - - - - - - 30,903 (3,852) (732) (5,500) - - - - 5,500 - - Total 3,98,983 23,829 (3,852) (732) - - - - - - - - - - - - - - - - - - - - (1) - 1 - 23 - (5) - - - - 112 - - - - 403 46,329 9,375 4 2,55,000 (33,481) 14,146 - - 5,500 54,118 17 (33,369) 3,84,876 Total 3,84,876 34,514 (3,921) (33,217) - 52,947 423 32,416 4,68,038 @ Refer Note 41.1 * Refer Note 31 (b) @ Refer Note 41.1 # Refer Note 13.8 $ Net of Special Economic Zone Reinvestment Reserve created during the year of ` 3,303 crore. As per our Report of even date For and on behalf of the Board For D T S & Associates LLP Chartered Accountants (Registration No. 142412W/ W100595) For S R B C & CO LLP Chartered Accountants (Registration No. 324982E/E300003) T P Ostwal Partner Membership No. 030848 Vikas Kumar Pansari Partner Membership No. 093649 Date: April 30, 2021 Alok Agarwal Chief Financial Officer Srikanth Venkatachari Joint Chief Financial Officer K. Sethuraman Company Secretary Savithri Parekh Joint Company Secretary M.D. Ambani Chairman and Managing Director N.R. Meswani H.R. Meswani P.M.S. Prasad P.K. Kapil Nita M. Ambani Y.P. Trivedi Prof. Dipak C. Jain Dr. R.A. Mashelkar Adil Zainulbhai Raminder Singh Gujral Dr. Shumeet Banerji Arundhati Bhattacharya K.V. Chowdary Executive Directors Non-Executive Directors 236 237 Reliance Industries LimitedIntegrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW Cash Flow Statement For the year ended 31st March, 2021 A. Cash Flow from Operating Activities Net Profit Before Tax as per Statement of Profit and Loss (After Exceptional item and Tax thereon) Adjusted for: Premium on Buy back of Debentures Provision for Impairment in value of investment (Net) (Profit) / Loss on Sale / Discard of Property, Plant & Equipment (Net) Depreciation / Amortisation and Depletion Expense Effect of Exchange Rate Change Net Gain on Financial Assets # Exceptional Item / Tax on exceptional item Dividend Income Interest Income # Finance costs Operating Profit before Working Capital Changes Adjusted for: Trade and Other Receivables Inventories Trade and Other Payables Cash Generated from Operations Taxes Paid (Net) Net Cash Flow (Used in)/from Operating Activities * B. Cash Flow from Investing Activities Purchase of Property, Plant and Equipment and Intangible Assets Consideration for / (Repayment of) Capex Liabilities transferred from Reliance Jio Infocomm Limited (RJIL) through Scheme of Arrangement Proceeds from disposal of Property, Plant and Equipment and Intangible Assets Investments in Subsidiaries/Trusts Disposal of Investments in Subsidiaries Purchase of Other Investments Proceeds from Sale of Financial Assets (including Advance Received) Net Cash Flow for Other Financial Assets Interest Income Dividend Income from Subsidiaries/Associates Dividend Income from Others Net Cash Flow from/(Used in) Investing Activities C. Cash Flow from Financing Activities Proceeds from Issue of Equity Share Capital Share Application Money Net Proceeds from Rights Issue Payment of Lease Liabilities Proceeds from Borrowings – Non–Current Repayment of Borrowings – Non–Current Borrowings–Current (Net) Dividends Paid (including Dividend Distribution Tax) Interest Paid Net Cash Flow (Used in)/from Investing Activities Net (Decrease)/Increase in Cash and Cash Equivalents Opening Balance of Cash and Cash Equivalents Add: On Merger (Refer Note 41.1) Closing Balance of Cash and Cash Equivalents (Refer Note No. 8) (` in crore) 2020-21 2019-20 27,212 40,316 194 (16) - 9,199 (1,238) (2,866) (4,304) (141) (11,065) 16,211 33,186 2,781 1,365 (36,154) 1,178 (1,690) (512) (21,755) (27,743) 1,147 (16,147) 1,33,647 (4,32,492) 4,34,074 (7,321) 10,706 141 - 60 - 192 9,728 (253) (1,717) (899) (350) (9,926) 12,105 49,256 5,050 5,342 23,139 82,787 (5,254) 77,533 (23,183) 31,849 15 (2,12,106) 65,365 (9,86,656) 10,02,471 (24,620) 2,890 303 47 74,257 (1,43,625) 5 - 13,210 (53) 32,765 (86,291) (18,078) (3,921) (14,294) (76,657) (2,912) 8,485 - 5,573 18 1 - (97) 87,310 (9,238) 11,828 (4,584) (14,471) 70,767 4,675 3,768 42 8,485 Change in liability arising from financing activities Borrowing – Non-Current (Refer Note 15) Borrowing – Current (Refer Note 20) Borrowing – Non-Current (Refer Note 15) Borrowing – Current (Refer Note 20) 1st April, 2020 Cash flow 2,38,700 59,899 (53,526) (18,078) 2,98,599 (71,604) Foreign exchange movement/ Others^ 3,372 (8,669) (5,297) (` in crore) On Merger 31st March, 2021 - - - 1,88,546 33,152 2,21,698 1st April, 2019 1,22,623 39,097 1,61,720 Cash flow* Foreign exchange movement On Merger (Refer Note 41.1) (` in crore) 31st March, 2020 78,072 11,828 89,900 10,374 351 10,725 27,631 8,623 2,38,700 59,899 36,254 2,98,599 ^ Others includes short–term loans of ` 10,707 crore, refinanced into Long–Term Loan. * Includes Consideration for Non-Current Borrowings transferred from Reliance Jio Infocomm Limited through Scheme of Arrangement. As per our Report of even date For and on behalf of the Board For D T S & Associates LLP Chartered Accountants (Registration No. 142412W/ W100595) For S R B C & CO LLP Chartered Accountants (Registration No. 324982E/E300003) T P Ostwal Partner Membership No. 030848 Vikas Kumar Pansari Partner Membership No. 093649 Date: April 30, 2021 Alok Agarwal Chief Financial Officer Srikanth Venkatachari Joint Chief Financial Officer K. Sethuraman Company Secretary Savithri Parekh Joint Company Secretary M.D. Ambani Chairman and Managing Director N.R. Meswani H.R. Meswani P.M.S. Prasad P.K. Kapil Nita M. Ambani Y.P. Trivedi Prof. Dipak C. Jain Dr. R.A. Mashelkar Adil Zainulbhai Raminder Singh Gujral Dr. Shumeet Banerji Arundhati Bhattacharya K.V. Chowdary Executive Directors Non-Executive Directors # Other than Financial Services Segment. * Includes amount spent in cash towards Corporate Social Responsibility is ` 922 crore (Previous Year ` 909 crore). 238 239 Reliance Industries LimitedIntegrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEW A. Corporate Information Reliance Industries Limited (the Company) is a listed entity incorporated in India. The registered office of the Company is located at 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai – 400 021, India. The Company is engaged in activities spanning across hydrocarbon exploration and production, Oil to chemicals, retail, digital services and financial services. B. Significant Accounting Policies: B.1 Basis of Preparation and Presentation The Financial Statements have been prepared on the historical cost basis except for following assets and liabilities which have been measured at fair value amount: i) Certain Financial Assets and Liabilities (including derivative instruments), ii) Defined Benefit Plans – Plan Assets and iii) Equity settled Share Based Payments The Financial Statements of the Company have been prepared to comply with the Indian Accounting standards (‘Ind AS’), including the rules notified under the relevant provisions of the Companies Act, 2013, amended from time to time. The Company’s Financial Statements are presented in Indian Rupees (`), which is also its functional currency and all values are rounded to the nearest crore (`00,00,000), except when otherwise indicated. B.2 Summary of Significant Accounting Policies (a) Current and Non-Current Classification The Company presents assets and liabilities in the Balance Sheet based on Current/ Non- Current classification. An asset is treated as Current when it is – Expected to be realised or intended - to be sold or consumed in normal operating cycle; - Held primarily for the purpose of trading; Expected to be realised within twelve - months after the reporting period, or Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period. - All other assets are classified as non-current. A liability is current when: - It is expected to be settled in normal operating cycle; It is held primarily for the purpose of trading; It is due to be settled within twelve months after the reporting period, or There is no unconditional right to defer the - - - 240 settlement of the liability for at least twelve months after the reporting period. The Company classifies all other liabilities as non-current. Deferred tax assets and liabilities are classified as non-current assets and liabilities. (b) Property, Plant and Equipment Property, Plant and Equipment are stated at cost, net of recoverable taxes, trade discount and rebates less accumulated depreciation and impairment losses, if any. Such cost includes purchase price, borrowing cost and any cost directly attributable to bringing the assets to its working condition for its intended use, net charges on foreign exchange contracts and adjustments arising from exchange rate variations attributable to the assets. In case of land the Company has availed fair value as deemed cost on the date of transition to Ind AS. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the entity and the cost can be measured reliably. Property, Plant and Equipment which are significant to the total cost of that item of Property, Plant and Equipment and having different useful life are accounted separately. Other Indirect Expenses incurred relating to project, net of income earned during the project development stage prior to its intended use, are considered as pre-operative expenses and disclosed under Capital Work-in-Progress. Depreciation on Property, Plant and Equipment is provided using written down value method on depreciable amount except in case of certain assets of Oil to Chemicals segment which are depreciated using straight line method. Depreciation is provided based on useful life of the assets as prescribed in Schedule II to the Companies Act, 2013 except in respect of the following assets, where useful life is different than those prescribed in Schedule II; Particular Depreciation Fixed Bed Catalyst (useful life: 2 years or more) Over its useful life as technically assessed Fixed Bed Catalyst (useful life: up to 2 years) 100% depreciated in the year of addition Plant and Machinery (useful life: 25 to 50 years) Over its useful life as technically assessed The residual values, useful lives and methods of depreciation of Property, Plant and Equipment are reviewed at each financial year end and adjusted prospectively, if appropriate. Gains or losses arising from derecognition of a Property, Plant and Equipment are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in the Statement of Profit and Loss when the asset is derecognised. (c) Leases The Company, as a lessee, recognises a right- of-use asset and a lease liability for its leasing arrangements, if the contract conveys the right to control the use of an identified asset. The contract conveys the right to control the use of an identified asset, if it involves the use of an identified asset and the Company has substantially all of the economic benefits from use of the asset and has right to direct the use of the identified asset. The cost of the right-of- use asset shall comprise of the amount of the initial measurement of the lease liability adjusted for any lease payments made at or before the commencement date plus any initial direct costs incurred. The right-of-use assets is subsequently measured at cost less any accumulated depreciation, accumulated impairment losses, if any and adjusted for any remeasurement of the lease liability. The right-of-use assets is depreciated using the straight-line method from the commencement date over the shorter of lease term or useful life of right-of-use asset. The Company measures the lease liability at the present value of the lease payments that are not paid at the commencement date of the lease. The lease payments are discounted using the interest rate implicit in the lease, if that rate can be readily determined. If that rate cannot be readily determined, the Company uses incremental borrowing rate. For short-term and low value leases, the Company recognises the lease payments as an operating expense on a straight-line basis over the lease term. (d) Intangible Assets Intangible Assets are stated at cost of acquisition net of recoverable taxes, trade discount and rebates less accumulated amortisation/depletion and impairment losses, if any. Such cost includes purchase price, borrowing costs, and any cost directly attributable to bringing the asset to its working condition for the intended use, net charges on foreign exchange contracts and adjustments arising from exchange rate variations attributable to the Intangible Assets. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the entity and the cost can be measured reliably. Other Indirect Expenses incurred relating to project, net of income earned during the project development stage prior to its intended use, are considered as pre-operative expenses and disclosed under Intangible Assets Under Development. Gains or losses arising from derecognition of an Intangible Asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in the Statement of Profit and Loss when the asset is derecognised. The Company’s intangible assets comprises assets with finite useful life which are amortised on a straight-line basis over the period of their expected useful life. A summary of amortisation/depletion policies applied to the Company’s Intangible Assets to the extent of depreciable amount is as follows: Particular Amortisation / Depletion Technical Know-How Over the useful life of the underlying assets ranging from 5 years to 35 years Computer Software Over a period of 5 years Development Rights Depleted using the unit of production method. The cost of producing wells along with its related facilities including decommissioning costs are depleted in proportion of oil and gas production achieved vis-à-vis Proved Developed Reserves. The cost for common facilities including its decommissioning costs are depleted using Proved Reserves. Others In case of Jetty, the aggregate amount amortised to date is not less than the aggregate rebate availed by the Company The amortisation period and the amortisation method for Intangible Assets with a finite useful life are reviewed at each reporting date. 241 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited (e) Research and Development Expenditure Revenue expenditure pertaining to research is charged to the Statement of Profit and Loss as and when incurred. Development costs are capitalised as an intangible asset if it can be demonstrated that the project is expected to generate future economic benefits, it is probable that those future economic benefits will flow to the entity and the costs of the asset can be measured reliably, else it is charged to the Statement of Profit and Loss. (f) Cash and Cash Equivalents Cash and cash equivalents comprise of cash on hand, cash at banks, short-term deposits and short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. (g) Finance Costs Borrowing costs include exchange differences arising from foreign currency borrowings to the extent they are regarded as an adjustment to the interest cost. Borrowing costs that are directly attributable to the acquisition or construction of qualifying assets are capitalised as part of the cost of such assets. A qualifying asset is one that necessarily takes substantial period of time to get ready for its intended use. Interest income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation. All other borrowing costs are charged to the Statement of Profit and Loss for the period for which they are incurred. (h) Inventories Items of inventories are measured at lower of cost and net realisable value after providing for obsolescence, if any, except in case of by-products which are valued at net realisable value. Cost of inventories comprises of cost of purchase, cost of conversion and other costs including manufacturing overheads net of recoverable taxes incurred in bringing them to their respective present location and condition. Cost of finished goods, work-in-progress, raw materials, chemicals, stores and spares, packing materials, trading and other products are determined on weighted average basis. (i) Impairment of Non-Financial Assets – Property, Plant and Equipment and Intangible Assets The Company assesses at each reporting date as to whether there is any indication that any 242 Property, Plant and Equipment and Intangible Assets or group of Assets, called Cash Generating Units (CGU) may be impaired. If any such indication exists, the recoverable amount of an asset or CGU is estimated to determine the extent of impairment, if any. When it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the CGU to which the asset belongs. An impairment loss is recognised in the Statement of Profit and Loss to the extent, asset’s carrying amount exceeds its recoverable amount. The recoverable amount is higher of an asset’s fair value less cost of disposal and value in use. Value in use is based on the estimated future cash flows, discounted to their present value using pre-tax discount rate that reflects current market assessments of the time value of money and risk specific to the assets. The impairment loss recognised in prior accounting period is reversed if there has been a change in the estimate of recoverable amount. (j) Provisions Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost. Provision for Decommissioning Liability The Company records a provision for decommissioning costs towards site restoration activity. Decommissioning costs are provided at the present value of future expenditure using a current pre-tax rate expected to be incurred to fulfil decommissioning obligations and are recognised as part of the cost of the underlying assets. Any change in the present value of the expenditure, other than unwinding of discount on the provision, is reflected as adjustment to the provision and the corresponding asset. The change in the provision due to the unwinding of discount is recognised in the Statement of Profit and Loss. (k) Contingent Liabilities Disclosure of contingent liability is made when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources embodying economic benefits will be required to settle or a reliable estimate of amount cannot be made. (m) Tax Expenses The tax expenses for the period comprises of current tax and deferred income tax. Tax is recognised in Statement of Profit and Loss, except to the extent that it relates to items recognised in the Other Comprehensive Income. In which case, the tax is also recognised in Other Comprehensive Income. (l) Employee Benefits Expense i. Current Tax Short-Term Employee Benefits The undiscounted amount of short-term employee benefits expected to be paid in exchange for the services rendered by employees are recognised as an expense during the period when the employees render the services. Post-Employment Benefits Defined Contribution Plans The Company recognises contribution payable to the provident fund scheme as an expense, when an employee renders the related service. If the contribution payable to the scheme for service received before the balance sheet date exceeds the contribution already paid, the deficit payable to the scheme is recognised as a liability. If the contribution already paid exceeds the contribution due for services received before the balance sheet date, then excess is recognised as an asset to the extent that the pre-payment will lead to a reduction in future payment or a cash refund. Defined Benefit Plans The Company pays gratuity to the employees who have completed five years of service with the Company at the time of resignation/ superannuation. The gratuity is paid @15 days basic salary for every completed year of service as per the Payment of Gratuity Act, 1972. The gratuity liability amount is contributed to the approved gratuity fund formed exclusively for gratuity payment to the employees. The gratuity fund has been approved by respective Income Tax authorities. The liability in respect of gratuity and other post-employment benefits is calculated using the Projected Unit Credit Method and spread over the period during which the benefit is expected to be derived from employees’ services. Remeasurement gains and losses arising from adjustments and changes in actuarial assumptions are recognised in the period in which they occur in Other Comprehensive Income. Employee Separation Costs: The Company recognises the employee separation cost when the scheme is announced, and the Company is demonstrably committed to it. Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the Income Tax authorities, based on tax rates and laws that are enacted at the Balance sheet date. ii. Deferred Tax Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the Financial Statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax assets are recognised to the extent it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax losses can be utilised. Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The carrying amount of Deferred tax liabilities and assets are reviewed at the end of each reporting period. (n) Share Based Payments Equity-settled share based payments to employees and others providing similar services are measured at the fair value of the equity instruments at the grant date. Details regarding the determination of the fair value of equity- settled share based payments transactions are set out in Note 28.2. The fair value determined at the grant date of the equity-settled share based payments is expensed on a straight-line basis over the vesting period, based on the Company’s estimate of equity instruments that will eventually vest, with a corresponding increase in equity. At the end of each reporting period, the Company revises its estimate of the number of equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognised in Statement of Profit and Loss such that the cumulative expenses reflects the revised estimate, with a 243 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited corresponding adjustment to the Share Based Payments Reserve. The dilutive effect of outstanding options is reflected as additional share dilution in the computation of diluted earnings per share. In case of equity-settled share-based payment transactions, where the Company grants stock options to the employees of its subsidiaries, the transactions are accounted by increasing the cost of investment in subsidiary with a corresponding credit in the equity. (o) Foreign Currencies Transactions and Translation Transactions in foreign currencies are recorded at the exchange rate prevailing on the date of transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency closing rates of exchange at the reporting date. Exchange differences arising on settlement or translation of monetary items are recognised in Statement of Profit and Loss except to the extent of exchange differences which are regarded as an adjustment to interest costs on foreign currency borrowings that are directly attributable to the acquisition or construction of qualifying assets which are capitalised as cost of assets. Additionally, exchange gains or losses on foreign currency borrowings taken prior to April 1, 2016 which are related to the acquisition or construction of qualifying assets are adjusted in the carrying cost of such assets. Non-monetary items that are measured in terms of historical cost in a foreign currency are recorded using the exchange rates at the date of the transaction. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was measured. The gain or loss arising on translation of non-monetary items measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of the item (i.e. translation differences on items whose fair value gain or loss is recognised in Other Comprehensive Income or Statement of Profit and Loss are also recognised in Other Comprehensive Income or Statement of Profit and Loss, respectively). In case of an asset, expense or income where a non-monetary advance is paid/received, the date of transaction is the date on which the advance was initially recognised. If there were multiple payments or receipts in advance, multiple dates of transactions are determined for each payment or receipt of advance consideration. 244 (p) Revenue Recognition Revenue from contracts with customers is recognised when control of the goods or services are transferred to the customer at an amount that reflects the consideration entitled in exchange for those goods or services. The Company is generally the principal as it typically controls the goods or services before transferring them to the customer. Generally, control is transferred upon shipment of goods to the customer or when the goods is made available to the customer, provided transfer of title to the customer occurs and the Company has not retained any significant risks of ownership or future obligations with respect to the goods shipped. Revenue from rendering of services is recognised over time by measuring the progress towards complete satisfaction of performance obligations at the reporting period. Revenue is measured at the amount of consideration which the Company expects to be entitled to in exchange for transferring distinct goods or services to a customer as specified in the contract, excluding amounts collected on behalf of third parties (for example taxes and duties collected on behalf of the government). Consideration is generally due upon satisfaction of performance obligations and a receivable is recognised when it becomes unconditional. Generally, the credit period varies between 0-60 days from the shipment or delivery of goods or services as the case may be. The Company provides volume rebates to certain customers once the quantity of products purchased during the period exceeds a threshold specified and also accrues discounts to certain customers based on customary business practices which is derived on the basis of crude price volatility and various market demand – supply situations. Consideration are determined based on its most likely amount. Generally, sales of petroleum products contain provisional pricing features where revenue is initially recognised based on provisional price. Difference between final settlement price and provisional price is recognised subsequently. The Company does not adjust short-term advances received from the customer for the effects of significant financing component if it is expected at the contract inception that the promised good or service will be transferred to the customer within a period of one year. Contract Balances Trade Receivables A receivable represents the Company’s right to an amount of consideration that is unconditional. Contract Liabilities A contract liability is the obligation to transfer goods or services to a customer for which the Company has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Company transfers goods or services to the customer, a contract liability is recognised when the payment is made or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue when the Company performs under the contract. Interest Income Interest Income from a Financial Assets is recognised using effective interest rate method. Dividend Income Dividend Income is recognised when the Company’s right to receive the amount has been established. (q) Financial Instruments i. Financial Assets A. Initial Recognition and Measurement All Financial Assets are initially recognised at fair value. Transaction costs that are directly attributable to the acquisition or issue of Financial Assets, which are not at Fair Value Through Profit or Loss, are adjusted to the fair value on initial recognition. Purchase and sale of Financial Assets are recognised using trade date accounting. B. Subsequent Measurement a) Financial Assets measured at b) Amortised Cost (AC) A Financial Asset is measured at Amortised Cost if it is held within a business model whose objective is to hold the asset in order to collect contractual cash flows and the contractual terms of the Financial Asset give rise to cash flows on specified dates that represent solely payments of principal and interest on the principal amount outstanding. Financial Assets measured at Fair Value Through Other Comprehensive Income (FVTOCI) A Financial Asset is measured at FVTOCI if it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling Financial Assets and the contractual terms of the Financial Asset give rise on specified dates to cash flows that represents solely payments of principal and interest on the principal amount outstanding. c) Financial Assets measured at Fair Value Through Profit or Loss (FVTPL) A Financial Asset which is not classified in any of the above categories are measured at FVTPL. Financial assets are reclassified subsequent to their recognition, if the Company changes its business model for managing those financial assets. Changes in business model are made and applied prospectively from the reclassification date which is the first day of immediately next reporting period following the changes in business model in accordance with principles laid down under Ind AS 109 – Financial Instruments. C. Investment in Subsidiaries, Associates and Joint Ventures The Company has accounted for its investments in Subsidiaries, associates and joint venture at cost less impairment loss (if any). The investments in preference shares with the right of surplus assets which are in nature of equity in accordance with Ind AS 32 are treated as separate category of investment and measured at FVTOCI. D. Other Equity Investments All other equity investments are measured at fair value, with value changes recognised in Statement of Profit and Loss, except for those equity investments for which the Company has elected to present the value changes in ‘Other Comprehensive Income’. However, dividend on such equity investments are recognised in Statement of Profit and loss when the Company’s right to receive payment is established. E. Impairment of Financial Assets In accordance with Ind AS 109, the Company uses ‘Expected Credit Loss’ (ECL) model, for evaluating impairment of Financial Assets other than those measured at Fair Value Through Profit and Loss (FVTPL). Expected Credit Losses are measured through a loss allowance at an amount equal to: • The 12-months expected credit losses (expected credit losses that result from those default events on the financial instrument that are possible within 12 months after the reporting date); or • Full lifetime expected credit losses (expected credit losses that result from all possible default events over the life of the financial instrument). For Trade Receivables the Company applies ‘simplified approach’ which requires 245 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited expected lifetime losses to be recognised from initial recognition of the receivables. The Company uses historical default rates to determine impairment loss on the portfolio of trade receivables. At every reporting date these historical default rates are reviewed and changes in the forward- looking estimates are analysed. For other assets, the Company uses 12 month ECL to provide for impairment loss where there is no significant increase in credit risk. If there is significant increase in credit risk full lifetime ECL is used. ii. Financial Liabilities A. Initial Recognition and Measurement All Financial Liabilities are recognised at fair value and in case of borrowings, net of directly attributable cost. Fees of recurring nature are directly recognised in the Statement of Profit and Loss as finance cost. B. Subsequent Measurement Financial Liabilities are carried at amortised cost using the effective interest method. For trade and other payables maturing within one year from the balance sheet date, the carrying amounts approximate fair value due to the short maturity of these instruments. iii. Derivative Financial Instruments and Hedge Accounting The Company uses various derivative financial instruments such as interest rate swaps, currency swaps, forwards & options and commodity contracts to mitigate the risk of changes in interest rates, exchange rates and commodity prices. At the inception of a hedge relationship, the Company formally designates and documents the hedge relationship to which the Company wishes to apply hedge accounting and the risk management objective and strategy for undertaking the hedge. Such derivative financial instruments are initially recognised at fair value on the date on which a derivative contract is entered into and are also subsequently measured at fair value. Derivatives are carried as Financial Assets when the fair value is positive and as Financial Liabilities when the fair value is negative. Any gains or losses arising from changes in the fair value of derivatives are taken directly to Statement of Profit and Loss, except for the effective portion of cash flow hedge which is recognised in Other Comprehensive Income and later to Statement of Profit and Loss when the 246 hedged item affects profit or loss or is treated as basis adjustment if a hedged forecast transaction subsequently results in the recognition of a Non-Financial Assets or Non-Financial liability. Hedges that meet the criteria for hedge accounting are accounted for as follows: A. Cash Flow Hedge The Company designates derivative contracts or non-derivative Financial Assets/ Liabilities as hedging instruments to mitigate the risk of movement in interest rates and foreign exchange rates for foreign exchange exposure on highly probable future cash flows attributable to a recognised asset or liability or forecast cash transactions. When a derivative is designated as a cash flow hedging instrument, the effective portion of changes in the fair value of the derivative is recognised in the cash flow hedging reserve being part of Other Comprehensive Income. Any ineffective portion of changes in the fair value of the derivative is recognised immediately in the Statement of Profit and Loss. If the hedging relationship no longer meets the criteria for hedge accounting, then hedge accounting is discontinued prospectively. If the hedging instrument expires or is sold or terminated or exercised, the cumulative gain or loss on the hedging instrument recognised in cash flow hedging reserve till the period the hedge was effective remains in cash flow hedging reserve until the underlying transaction occurs. The cumulative gain or loss previously recognised in the cash flow hedging reserve is transferred to the Statement of Profit and Loss upon the occurrence of the underlying transaction. If the forecasted transaction is no longer expected to occur, then the amount accumulated in cash flow hedging reserve is reclassified in the Statement of Profit and Loss. B. Fair Value Hedge The Company designates derivative contracts or non-derivative Financial Assets/Liabilities as hedging instruments to mitigate the risk of change in fair value of hedged item due to movement in interest rates, foreign exchange rates and commodity prices. Changes in the fair value of hedging instruments and hedged items that are designated and qualify as fair value hedges are recorded in the Statement of Profit and Loss. If the hedging relationship no longer meets the criteria for hedge accounting, the adjustment to the carrying amount of a hedged item for which the effective interest method is used is amortised to Statement of Profit and Loss over the period of maturity. iv. Derecognition of Financial Instruments The Company derecognises a Financial Asset when the contractual rights to the cash flows from the Financial Asset expire or it transfers the Financial Asset and the transfer qualifies for derecognition under Ind AS 109. A Financial liability (or a part of a Financial liability) is derecognised from the Company’s Balance Sheet when the obligation specified in the contract is discharged or cancelled or expires. v. Offsetting Financial Assets and Financial Liabilities are offset and the net amount is presented in the balance sheet when, and only when, the Company has a legally enforceable right to set off the amount and it intends, either to settle them on a net basis or to realise the asset and settle the liability simultaneously. (r) Non-current Assets held for Sale Non-current assets are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use and sale is considered highly probable. A sale is considered as highly probable when decision has been made to sell, assets are available for immediate sale in its present condition, assets are being actively marketed and sale has been agreed or is expected to be concluded within 12 months of the date of classification. Non-current assets held for sale are neither depreciated nor amortised. Assets and liabilities classified as held for sale are measured at the lower of their carrying amount and fair value less cost of sale and are presented separately in the Balance Sheet. (s) Accounting for Oil and Gas Activity The Company has adopted Successful Efforts Method (SEM) of accounting for its Oil and Gas activities. The policy of recognition of exploration and evaluation expenditure is considered in line with the principle of SEM. Seismic costs, geological and geophysical studies, petroleum exploration license fees and general and administration costs directly attributable to exploration and evaluation activities are expensed off. The costs incurred on acquisition of interest in oil and gas blocks and on exploration and evaluation other than those which are expensed off are accounted for as Intangible Assets Under Development. All development costs incurred in respect of proved reserves are also capitalised under Intangible Assets Under Development. Once a well is ready to commence commercial production, the costs accumulated in Intangible Assets Under Development are classified as Intangible Assets corresponding to proved developed oil and gas reserves. The exploration and evaluation expenditure which does not result in discovery of proved oil and gas reserves and all cost pertaining to production are charged to the Statement of Profit and Loss. The Company uses technical estimation of reserves as per the Petroleum Resources Management System guidelines 2011 and standard geological and reservoir engineering methods. The reserve review and evaluation is carried out annually. Oil and Gas Joint Ventures are in the nature of joint operations. Accordingly, assets and liabilities as well as income and expenditure are accounted on the basis of available information on a line-by-line basis with similar items in the Company’s Financial Statements, according to the participating interest of the Company. (t) Earnings Per Share Basic earnings per share is calculated by dividing the net profit after tax by the weighted average number of equity shares outstanding during the year adjusted for bonus element in equity share. Diluted earnings per share adjusts the figures used in determination of basic earnings per share to take into account the conversion of all dilutive potential equity shares. Dilutive potential equity shares are deemed converted as at the beginning of the period unless issued at a later date. C. Critical Accounting Judgements and Key Sources of Estimation Uncertainty The preparation of the Company’s Financial Statements requires management to make judgement, estimates and assumptions that affect the reported amount of revenue, expenses, assets and liabilities and the accompanying disclosures. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in next financial years. (A) Estimation of Oil and Gas Reserves The determination of the Company’s estimated oil and natural gas reserves requires significant judgements and estimates to be applied and these are regularly reviewed and updated. Factors such as the availability of geological and engineering data, reservoir performance data, acquisition and divestment activity, drilling of new wells, and 247 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited (E) Provisions 1. Property, Plant & Equipment, Capital Work-in-Progress, Intangible Assets and Intangible commodity prices all impact on the determination of the Company’s estimates of its oil and natural gas reserves. The Company bases it’s proved reserves estimates on the requirement of reasonable certainty with rigorous technical and commercial assessments based on conventional industry practice and regulatory requirements. Estimates of oil and natural gas reserves are used to calculate depletion charges for the Company’s oil and gas properties. The impact of changes in estimated proved reserves is dealt with prospectively by amortising the remaining carrying value of the asset over the expected future production. Oil and natural gas reserves also have a direct impact on the assessment of the recoverability of asset carrying values reported in the Financial Statements. Details on proved reserves and production both on product and geographical basis are provided in Note 34.1. (B) Decommissioning Liabilities The liability for decommissioning costs is recognised when the Company has an obligation to perform site restoration activity. The recognition and measurement of decommissioning provisions involves the use of estimates and assumptions. These include; the timing of abandonment of well and related facilities which would depend upon the ultimate life of the field, expected utilisation of assets by other fields, the scope of abandonment activity and pre-tax rate applied for discounting. The timing of recognition and quantification of the liability (including litigations) requires the application of judgement to existing facts and circumstances, which can be subject to change. The carrying amounts of provisions and liabilities are reviewed regularly and revised to take account of changing facts and circumstances. (F) Impairment of Financial and Non-Financial Assets The impairment provisions for Financial Assets are based on assumptions about risk of default and expected cash loss rates. The Company uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on Company’s past history, existing market conditions as well as forward-looking estimates at the end of each reporting period. In case of non-financial assets company estimates asset’s recoverable amount, which is higher of an asset’s or Cash Generating Units (CGU’s) fair value less costs of disposal and its value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account, if no such transactions can be identified, an appropriate valuation model is used. (C) Property Plant and Equipment/ (G) Recognition of Deferred Tax Assets Intangible Assets Estimates are involved in determining the cost attributable to bringing the assets to the location and condition necessary for it to be capable of operating in the manner intended by the management. Property, Plant and Equipment/Intangible Assets are depreciated/amortised over their estimated useful life, after taking into account estimated residual value. Management reviews the estimated useful life and residual values of the assets annually in order to determine the amount of depreciation/ amortisation to be recorded during any reporting period. The useful life and residual values are based on the Company’s historical experience with similar assets and take into account anticipated technological changes. The depreciation/amortisation for future periods is revised if there are significant changes from previous estimates. (D) Recoverability of Trade Receivables Judgements are required in assessing the recoverability of overdue trade receivables and determining whether a provision against those receivables is required. Factors considered include the credit rating of the counterparty, the amount and timing of anticipated future payments and any possible actions that can be taken to mitigate the risk of non-payment. 248 and Liabilities Deferred tax assets and liabilities are recognised for deductible temporary differences and unused tax losses for which there is probability of utilisation against the future taxable profit. The Company uses judgement to determine the amount of deferred tax that can be recognised, based upon the likely timing and the level of future taxable profits and business developments. (H) Fair Value Measurement For estimates relating to fair value of financial instruments refer note 37 of financial statements. (I) Global Health Pandemic on COVID-19 The outbreak of corona virus (COVID-19) pandemic globally and in India is causing significant disturbance and slowdown of economic activity. The Company’s operations and revenue during the period were impacted due to COVID-19. The Company has taken into account the possible impact of COVID-19 in preparation of financial statements, including its assessment of recoverable value of its assets based on internal and external information upto the date of approval of these financial statements and current indicators of future economic conditions. Assets Under Development Description Property, Plant and Equipment Own Assets: Land Buildings Plant & Machinery Electrical Installations Equipments$ Furniture & Fixtures Vehicles Ships Aircrafts & Helicopters Sub-Total Right-of-Use Assets: Land Plant & Machinery Ships Sub-Total Total (A) Intangible Assets * Technical Knowhow Fees Software Development Rights Others Total (B) Total (A+B) Previous Year Capital Work-in-Progress Intangible Assets Under Development Gross Block Depreciation/Amortisation and Depletion Net Block As at 01-04-2020 Additions/ Adjustments Deductions/ Adjustments^ As at 31-03-2021 As at 01-04-2020 For the Year# Deductions/ Adjustments^ As at 31-03-2021 As at 31-03-2021 As at 31-03-2020 (` in crore) 38,974 19,817 3,26,334 10,513 5,392 711 604 502 46 4,02,893 17,696 4,625 10 22,331 4,25,224 5,092 964 36,412 1,031 43,499 4,68,723 1 879 3,077 107 66 26 105 3 - 4,264 - 74 - 74 4,338 27 15 6,602 71 6,715 11,053 38,968 7 1,096 19,600 3,090 3,26,321 10,186 5,246 623 693 505 46 - 7,137 1,09,975 4,005 2,933 470 446 329 39 4,969 4,02,188 1,25,334 434 212 114 16 - - 3 69 - 72 1,532 17,693 494 4,630 10 10 2,036 22,333 5,041 4,24,521 1,27,370 - 3 - 18 21 3,154 5,119 838 976 29,880 43,014 1,003 1,084 34,875 50,193 5,062 4,74,714 1,62,245 - 907 5,946 704 593 35 60 16 1 8,262 173 238 - 411 8,673 170 33 328 66 597 9,270 - 288 38,968 - 7,756 11,844 2,646 1,13,275 2,13,046 5,850 4,336 1,888 3,358 177 446 203 490 160 345 6 40 38,974 12,680 2,16,359 6,508 2,459 241 158 173 7 3,550 1,30,046 2,72,142 2,77,559 373 168 59 16 - - 1 63 - 64 16,164 4,131 - 20,295 3,614 1,32,429 2,92,092 2,97,854 15,989 3,961 - 19,950 1,704 669 10 2,383 - 2 - 18 20 1,938 126 6,532 28 8,624 3,634 1,67,881 3,06,833 3,06,478 3,324 869 30,208 1,051 35,452 1,795 107 12,806 33 14,741 3,65,034 1,13,331 9,642 4,68,723 1,61,846 9,811 9,412 1,62,245 3,06,478 2,03,188 20,765 15,638 12,070 12,327 $ Includes office equipments. * Other than internally generated. ^ Includes transfer of petro retail assets (Refer Note 41.2). # Depreciation / Amortisation and Depletion Expense for the year includes depreciation of ` 71 crore (Previous year ` 83 crore) capitalised during the year. Thus, the net amount ` 9,199 crore has been considered in Statement of Profit and Loss. 1.1 Right-of-Use (Land) includes: i) ii) ` 83 crore (Previous Year ` 83 crore) in respect of which the letters of allotment are received and supplementary agreements entered, however, lease deeds are pending execution. ` 6,923 crore (Previous Year ` 6,923 crore) towards investment in preference shares representing right to hold and use all the immovable properties of the investee entity. 1.2 Buildings includes: i) Cost of shares in Co-operative Societies ` 2,03,700 (Previous Year ` 2,03,700). ii) ` 135 crore (Previous Year ` 135 crore) in shares of Companies / Societies with right to hold and use certain area of Buildings. 1.3 Intangible Assets – Others include: Jetties amounting to ` 812 crore (Previous Year ` 812 crore), the Ownership of which vests with Gujarat Maritime Board. 1.4 Capital work-in-Progress and Intangible Assets Under Development includes: i) ` 4,377 crore (Previous Year ` 2,348 crore) on account of Project Development Expenditure. ii) ` 1,894 crore (Previous Year ` 1,669 crore) on account of cost of construction materials at site. 249 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 1.5 Additions in Property, Plant & Equipment, Capital work-in-progress, Intangible Assets and Intangible assets under Development includes ` 204 crore (net gain) [Previous Year ` 5,715 crore (net loss)] on account of exchange difference during the year. 1.6 For Assets given as security - Refer Note 15.1. Particulars In Preference Shares of Joint Venture Companies As at 31st March, 2021 As at 31st March, 2020 Units Amount Units Amount (` in crore) 1.7 The Company based on internal and external technical evaluation, reassessed the estimates relating to the life of Plant & Unquoted, fully paid up Machinery. Basis this technical evaluation, the Company has revised the useful life of these assets to 50 years from the respective dates of commissioning, with effect from April 01, 2020. Alok Industries Limited of ` 1 each (Refer Note 41.3) 2,50,00,00,000 250 250 - - - As at 31st March, 2021 As at 31st March, 2020 Units Amount Units Amount (` in crore) 1,18,360 11,880 - 11,880 - - - - 60,000 6,000 1,00,000 10,000 93,420 9,342 - - 2,53,420 27,394 1,18,360 12,795 - - - - - - 25,342 40,189 - 37,222 - 40,189 68,60,064 1,98,65,33,333 64,29,20,000 62,63,125 11,08,500 52,00,000 14,302 68,60,064 - 64,29,20,000 62,63,125 11,08,500 52,00,000 14,302 16 16 269 269 64 1 4 - - 69 16 16 - - 64 1 4 - - 69 Particulars 2. Investments – Non-Current Investments measured at Amortised Cost In Debentures of Other Companies Quoted, fully paid up Secured Redeemable Non-Convertible Debentures - Series 5 of Summit Digitel Infrastructure Private Limited (Formerly Reliance Jio Infratel Private Limited) of ` 10 lakh each Unquoted, fully paid up 9% Non–Convertible Debentures of Jio Digital Fibre Private Limited of ` 10 lakh each 9% Non–Convertible Debentures of Summit Digitel Infrastructure Private Limited (Formerly Reliance Jio Infratel Private Limited) of ` 10 lakh each Secured Redeemable Non-Convertible Debentures - Series PPD1 of Jio Digital Fibre Private Limited of ` 10 lakh each Secured Redeemable Non-Convertible Debentures - Series PPD2 of Jio Digital Fibre Private Limited of ` 10 lakh each Secured Redeemable Non-Convertible Debentures - Series PPD3 of Jio Digital Fibre Private Limited of ` 10 lakh each In Government Securities 6 Years National Savings Certificates (Deposited with Sales Tax Department and Other Government Authorities) [` 39,087 (Previous Year ` 39,087)] Total of Investments measured at Amortised Cost Investments Measured at Cost In Equity Shares of Associate Companies Quoted, fully paid up Reliance Industrial Infrastructure Limited of ` 10 each In Equity Shares of Joint Ventures Quoted, fully paid up Alok Industries Limited of ` 1 each (Refer Note 41.3) In Equity Shares of Associate Companies Unquoted, fully paid up Gujarat Chemical Port Limited of ` 1 each Indian Vaccines Corporation Limited of ` 10 each $ Reliance Europe Limited of Sterling Pound 1 each Jamnagar Utilities & Power Private Limited Class 'A' shares of ` 1 each [` 40,40,000; (Previous Year ` 40,40,000)] Vadodara Enviro Channel Limited of ` 10 each [ ` 143,020; (Previous Year ` 143,020)] $ Net of provision for impairment. 250 In Equity Shares of Joint Venture Companies Unquoted, fully paid up Jio Payments Bank Limited of ` 10 each Pipeline Management Services Private Limited of ` 10 each [` 50,00,000; (Previous Year ` 50,00,000)] India Gas Solutions Private Limited of ` 10 each Football Sports Development Limited of ` 10 each RISE Worldwide Limited (Formerly IMG Reliance Limited) of ` 10 each In Equity Shares of Subsidiary Companies Unquoted, fully paid up Indiavidual Learning Limited (Formerly Indiavidual Learning Private Limited) of ` 1 each Reliance BP Mobility Limited of `10 each [` 4,95,790; (Previous Year ` 9,00,000)] (Refer Note 41.2) Radisys Corporation of USD 10 each Reliance Content Distribution Limited of ` 10 each [` 5,00,000; (Previous Year ` 5,00,000)] Reliance Ethane Holding Pte Limited of USD 1 each Reliance Gas Pipelines Limited of ` 7 each (Previous Year ` 10 each) (Refer Note 41.4) Reliance Global Energy Services (Singapore) Pte. Limited of SGD 1 each Reliance Global Energy Services Limited of GBP 1 each Reliance Industrial Investments and Holdings Limited of `10 each Reliance Industries (Middle East) DMCC of AED 1000 each Reliance O2C Limited of ` 10 each [` 5,00,000; (Previous Year ` 5,00,000)] Reliance Retail Ventures Limited of ` 10 each Reliance Sibur Elastomers Private Limited of `10 each Reliance Strategic Investments Limited of ` 10 each Reliance Ventures Limited of ` 10 each Reliance Industries Uruguay Petroquimica S.A., EN Liquidacion (Formerly Reliance Industries Uruguay Petroquimica S.A.) of Uruguayan Peso 1 each Saavn Media Limited (Formerly Saavn Media Private Limited) of ` 1 each Reliance Commercial Dealers Limited of ` 10 each Indiawin Sports Private Limited of ` 10 each Reliance Projects & Property Management Services Limited of ` 10 each Reliance 4IR Realty Development Limited of ` 10 each Reliance Strategic Business Ventures Limited of ` 10 each RIL USA Inc of USD 10,000 each @ Reliance Digital Health USA Inc. (Formerly Affinity Names Inc.) of USD 10 each @$ Affinity USA LLC (Formerly Affinity USA Inc.); (Previous Year of USD 10,000 each); [` Nil; (Previous Year ` 7,13,850]) @ Jio Platforms Limited of ` 10 each (Refer Note 2.3) Jio Limited of ` 10 each [` 1,00,000; (Previous Year ` 1,00,000)] Reliance Ethane Pipeline Limited of ` 10 each (Refer Note 41.4) RISE Worldwide Limited (Formerly IMG Reliance Limited) of ` 10 each $ Net of provision for impairment. @ Refer Note 41.1 16,24,00,000 162 16,24,00,000 5,00,000 2,25,00,000 10,80,141 - - 49,579 - 50,000 15,56,72,113 37,30,00,000 15,00,000 30,00,000 21,98,93,170 1,05,886 50,000 1 23 134 5,00,000 1,50,00,000 10,80,141 - 5,33,60,074 320 - - - - 992 257 65 54 475 161 - 45,78,904 90,000 75,00,000 50,000 15,56,72,113 37,30,00,000 15,00,000 30,00,000 14,75,04,400 1,05,886 50,000 162 1 15 134 201 513 327 - 539 - 992 373 65 54 33 161 - 5,83,77,58,520 1,76,35,43,119 20,20,200 26,91,150 17,317 1,764 2 2,351 5,66,70,00,000 1,44,52,18,117 20,20,200 26,91,150 5,667 1,445 2 2,351 31,39,733 1 5,84,926 6,826 - - 1,50,00,000 26,50,000 10,00,00,000 10,00,00,000 10,00,00,000 - - - - - 25 3 32 17,614 10,035 - - - 1,50,00,000 26,50,000 10,00,00,000 10,00,00,000 10,00,00,000 300 1,000 1 5,93,78,41,645 10,000 5,00,00,000 53,610 - 49 4,96,13,00,000 10,000 - 10,67,20,148 253 - 1,05,059 25 3 32 17,614 10,035 21 2 - 4,961 - - - 51,529 251 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Particulars In Preference Shares of Subsidiary Companies Unquoted, fully paid up 5% Non-Cumulative Compulsorily Convertible Preference Shares of Reliance Industries (Middle East) DMCC of AED 1000 each 9% Non-Cumulative Compulsorily Convertible Preference Shares of Reliance Strategic Investments Limited of ` 1 each 6% Non-Cumulative Optionally Convertible Preference Shares of Reliance Gas Pipelines Limited of ` 7 each (Previous Year of ` 10 each) (Refer Note 41.4) 6% Non-Cumulative Optionally Convertible Preference Shares of Reliance Industrial Investments & Holdings Limited of ` 10 each 9% Non-Cumulative Optionally Convertible Preference Shares of Reliance Universal Traders Private Limited of ` 10 each 9% Non-Cumulative Optionally Convertible Preference Shares of Reliance Prolific Traders Private Limited of ` 10 each 6% Non-Cumulative Optionally Convertible Preference Shares of Reliance Content Distribution Limited of `10 each 9% Non-Cumulative Optionally Convertible Preference Shares of Indiawin Sports Private Limited of ` 10 each 12% Cumulative Compulsorily Convertible Preference Shares of Indiavidual Learning Limited (Formerly Indiavidual Learning Private Limited) of ` 1 each 0.01% Redeemable Preference Shares of Reliance BP Mobility Limited of ` 10 each (Refer Note 41.2) 6% Non-Cumulative Optionally Convertible Preference Shares of Reliance Strategic Business Ventures Limited of ` 10 each 0.01% Non-Cumulative Optionally Convertible Preference Shares of Jio Platforms Limited of ` 10 each (Refer Note 2.3) 6% Non-Cumulative Optionally Convertible Preference Shares of Reliance Ethane Pipeline Limited of ` 10 each (Refer Note 41.4) Unquoted, partly paid up 8.5% Non-Cumulative Optionally Convertible Preference Shares of Reliance Retail Ventures Limited [(Previous Year ` 4.125 each paid up)] Members Contribution in Subsidiary Companies, Unquoted Reliance Marcellus LLC@ #$ Reliance Eagleford Upstream LLC@ #$ Reliance Eagleford Upstream GP LLC@$ Reliance Marcellus II LLC [` Nil; (Previous Year ` 29,55,696)] @$ Aurora Algae LLC (Formerly Aurora Algae Inc.); [` Nil; (Previous Year ` Nil)]@$ In Debentures of Subsidiary Companies Unquoted, fully paid up Zero Coupon Unsecured Convertible Redeemable Debentures of Reliance Industrial Investments and Holdings Limited of ` 5,000 each Zero Coupon Unsecured Optionally Fully Convertible Debentures of Reliance Ambit Trade Private Limited of ` 10 each Zero Coupon Unsecured Optionally Fully Convertible Debentures of Reliance Prolific Commercial Private Limited of ` 10 each Zero Coupon Unsecured Optionally Fully Convertible Debentures of Reliance Comtrade Private Limited of ` 10 each [` 20,00,000; (Previous Year ` 20,00,000)] Zero Coupon Unsecured Optionally Fully Convertible Debentures of Reliance Eminent Trading & Commercial Private Limited of ` 10 each Zero Coupon Unsecured Optionally Fully Convertible Debentures of Reliance Content Distribution Limited of ` 10 each Zero Coupon Unsecured Optionally Fully Convertible Debentures of Reliance Strategic Business Ventures Limited of ` 10 each # Refer Note 31 (c) @ Refer Note 41.1 $ Net of provision for impairment. 252 As at 31st March, 2021 As at 31st March, 2020 Units Amount Units Amount (` in crore) 5,51,469 4,02,800 994 113 5,51,469 4,02,800 36,76,50,000 253 36,76,50,000 994 113 368 4,72,41,72,954 11,628 4,72,41,72,954 11,628 1,71,64,000 103 1,71,64,000 103 14,39,92,000 1,296 14,39,92,000 1,296 5,34,00,60,000 5,340 5,34,00,60,000 5,340 27,49,96,000 275 27,49,96,000 - - - - 27,69,198 30,00,00,000 27,75,000 288 27,75,000 275 277 300 288 - - 1,77,02,51,62,850 1,77,025 18,55,00,000 182 - - 20,472 1,98,007 - - - - - - - - - - - 80,00,00,000 1,650 1,650 11,069 7,357 2 - - 18,428 8,83,143 442 3,11,10,000 3,75,70,000 31 38 3,11,10,000 3,75,70,000 2,00,000 - 2,00,000 2,12,00,000 21 2,12,00,000 31 38 - 21 1,04,15,52,700 1,041 1,61,28,71,200 1,613 74,25,454 817 1,948 - - 2,145 Particulars In Corpus of Trust Unquoted Investment in Corpus of Independent Media Trust Total of Investments measured at Cost Investments Measured at Fair Value Through Other Comprehensive Income (FVTOCI) In Equity Shares of Other Companies Unquoted, fully paid up Petronet India Limited of ` 0.10 each [` 10,00,000; (Previous Year ` 10,00,000)] Petronet VK Limited of ` 10 each [` 20,000; (Previous Year ` 20,000)]$ Ahmedabad Mega Clean Association of ` 10 each [` 1,00,000; (Previous Year ` 1,00,000)] VAKT Holdings Limited of USD 0.001 each Quoted, fully paid up Balaji Telefilms Limited of ` 2 each Eros STX Global Corporation (Formerly Eros International PLC) of GBP 0.30 each In Preference Shares of Other Companies Unquoted, fully paid up 10% Optionally Convertible Preference Shares of Jio Digital Fibre Private Limited of ` 10 each 0% Redeemable, Non-Participating, Non-Cumulative and Non- Convertible Preference Shares of Summit Digitel Infrastructure Private Limited (Formerly Reliance Jio Infratel Private Limited) of ` 10 each 10% Optionally Convertible Preference Shares of Summit Digitel Infrastructure Private Limited (Formerly Reliance Jio Infratel Private Limited) of ` 10 each 10% Cumulative Redeemable Preference Shares of Jio Digital Fibre Private Limited of ` 10 each Other Investments In Membership Share in LLP, Unquoted Labs 02 Limited Partnership Breakthrough Energy Ventures II L.P. In Membership Interest in LLC, Unquoted BreakThrough Energy Ventures LLC In Debentures or Bonds – Quoted fully paid up* In Fixed Maturity Plan – Quoted fully paid up^ In Government Securities – Quoted fully paid up* Total of Investments measured at Fair Value Through Other Comprehensive Income Investments Measured at Fair Value Through Profit and Loss (FVTPL) In Equity Shares of Other Companies – Unquoted, fully paid up In Equity Shares of Other Companies – Quoted, fully paid up In Preference Shares of Other Companies – Unquoted, fully paid up Total of Investments measured at Fair Value Through Profit and Loss Total Investments Non-Current Aggregate amount of Quoted Investments Market Value of Quoted Investments Aggregate amount of Unquoted Investments * Includes ` Nil (Previous Year ` 11,448 crore) given as collateral security (Refer Note 20). ^ Refer Note 37C $ Net of provision for impairment. As at 31st March, 2021 As at 31st March, 2020 Units Amount Units Amount (` in crore) 3,366 3,366 1,31,769 3,366 3,366 2,75,723 1,00,00,000 1,49,99,990 10,000 39,894 2,52,00,000 31,11,088 1,00,00,000 1,49,99,990 10,000 39,894 2,52,00,000 31,11,088 - - - 39 39 144 41 185 - - - 39 39 95 39 134 77,70,11,98,375 77,889 77,70,11,98,375 77,701 5,00,00,000 94 - - 12,50,000 - 1 5,00,00,000 12,50,000 - 50 1 77,984 77,752 29 21 199 3,550 1,372 - 5,171 83,379 250 - - 250 2,52,620 17,272 21,240 2,35,348 16 - 103 1,539 11,070 14,263 26,991 1,04,916 465 250 250 965 4,21,793 27,272 27,475 3,94,521 253 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited (` in crore) Note 1 Investment by Reliance Industrial Investments and Holdings Limited in Subsidiaries 2.1 Category-Wise Investment-Non-Current Financial assets measured at Amortised Cost Financial assets measured at Cost Financial assets measured at Fair Value through Other Comprehensive Income Financial assets measured at Fair Value through Profit and Loss Total Investment – Non-Current As at 31st March, 2021 As at 31st March, 2020 37,222 1,31,769 83,379 250 2,52,620 40,189 2,75,723 1,04,916 965 4,21,793 2.2 The list of subsidiaries, joint ventures and associates along with proportion of ownership interest held and country of incorporation are disclosed in Note 37 and Note 38 of Consolidated Financial Statement. 2.3 During the year, Jio Platforms Limited has redeemed 0.01% Non-Cumulative Optionally Convertible Preference Shares (OCPS) of ` 1,28,784 crore and converted ` 48,241 crore of OCPS into its equity shares. 3. Loans – Non-Current Secured and Considered Good Loans and advances to Related parties (Refer Note 33 (IV)) Unsecured and Considered Good Deposits with Related Parties (Refer Note 33 (IV)) Loans and advances to Related parties (Refer Note 33 (IV)) Other Loans and Advances* Total * Other Loans and advances includes primarily fair valuation of interest free deposits. A. Loans and Advances in the Nature of Loans given to Subsidiaries#: (` in crore) As at 31st March, 2021 As at 31st March, 2020 9,923 9,923 699 54,150 926 55,775 65,698 10,916 10,916 702 31,804 926 33,432 44,348 (` in crore) Sr. No. Name of the Company As at 31st March, 2021 Maximum Balance during the year As at 31st March, 2020 Maximum Balance during the year 1 2 3 4 5 6 7 8 1 2 3 4 5 6 7 Loans – Non-Current^ Reliance Industrial Investments and Holdings Limited Reliance Corporate IT Park Limited Reliance Jio Infocomm Limited Reliance Gas Pipelines Limited Reliance 4IR Realty Development Limited Reliance Projects & Property Management Services Limited Reliance Strategic Business Ventures Limited Reliance Ethane Pipeline Limited Loans – Current Reliance Ventures Limited Reliance Strategic Investments Limited Reliance Retail Limited Reliance Sibur Elastomers Private Limited Reliance Corporate IT Park Limited Jio Platforms Limited Reliance Retail Ventures Limited Total 12,277 12,291 - 420 2,305 30,611 5,331 838 64,073 - - - - 990 - - 990 65,063 12,536 13,761 - 1,440 2,305 32,886 7,996 1,020 - 2,420 7,850 238 990 11,150 2,360 10,497 13,761 - 670 1,648 10,793 5,351 - 42,720 - 2,420 - 110 990 11,000 - 14,520 57,240 21,367 16,908 9,194 670 5,362 15,743 5,549 - 2,312 2,767 2,500 110 990 12,903 - All the above loans and advances have been given for business purposes. #Loans and Advances does not include interest receivable of ` Nil (Previous Year ` 3 crore). ^Loans and Advances that fall under the category of ‘Loans - Non–Current ‘ and are re-payable after more than 1 year. 254 In Equity Shares: Sr. No. 1 2 3 4 5 6 7 Name of the Company Reliance Payment Solutions Limited Kanhatech Solutions Limited Reliance Retail Insurance Broking Limited Reliance Retail Finance Limited Jio Infrastructure Management Services Limited Reliance Petroleum Retail Limited Jio Information Aggregator Services Limited In Preference Shares: Sr. No. Name of the Company 1 Reliance Payment Solutions Limited Note 2 Investment by Reliance Projects & Property Management Services Limited in Subsidiaries: In Equity Shares: Sr. No. Name of the Company 1 Reliance SMSL Limited Note 3 Investment by Reliance 4IR Realty Development Limited in Subsidiaries: No. of Shares 11,50,00,000 7,50,00,000 40,00,000 6,81,20,000 60,000 10,000 50,000 No. of Shares 1,00,00,000 No. of Shares 50,000 In Equity Shares: Sr. No. Name of the Company Reliance Corporate IT Park Limited Reliance Eminent Trading & Commercial Private Limited Reliance Prolific Traders Private Limited Reliance Progressive Traders Private Limited Reliance Universal Traders Private Limited Reliance Prolific Commercial Private Limited Reliance Comtrade Private Limited Reliance Ambit Trade Private Limited Reliance Vantage Retail Limited 1 2 3 4 5 6 7 8 9 10 Surela Investment and Trading Private Limited 11 The Indian Film Combine Private Limited 12 Dronagiri Bokadvira North Infra Limited 13 Dronagiri Bokadvira East Infra Limited 14 Dronagiri Bokadvira West Infra Limited 15 Dronagiri Bokadvira South Infra Limited 16 Dronagiri Dongri North Infra Limited 17 Dronagiri Dongri East Infra Limited 18 Dronagiri Dongri West Infra Limited 19 Dronagiri Dongri South Infra Limited 20 Dronagiri Funde North Infra Limited 21 Dronagiri Funde East Infra Limited 22 Dronagiri Funde West Infra Limited 23 Dronagiri Funde South Infra Limited 24 Dronagiri Navghar North Infra Limited 25 Dronagiri Navghar East Infra Limited 26 Dronagiri Navghar West Infra Limited 27 Dronagiri Navghar South Infra Limited 28 Dronagiri Navghar North First Infra Limited 29 Dronagiri Navghar South First Infra Limited 30 Dronagiri Navghar North Second Infra Limited 31 Dronagiri Navghar South Second Infra Limited 32 Dronagiri Pagote North Infra Limited 33 Dronagiri Pagote East Infra Limited No. of Shares 2,37,99,94,480 1,00,00,000 1,00,00,000 1,00,00,000 1,00,00,000 10,00,000 10,00,000 10,00,000 5,60,000 5,000 5,73,751 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 255 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Sr. No. Name of the Company 34 Dronagiri Pagote West Infra Limited 35 Dronagiri Pagote South Infra Limited 36 Dronagiri Pagote North First Infra Limited 37 Dronagiri Pagote South First Infra Limited 38 Dronagiri Pagote North Second Infra Limited 39 Dronagiri Panje North Infra Limited 40 Dronagiri Panje East Infra Limited 41 Dronagiri Panje West Infra Limited 42 Dronagiri Panje South Infra Limited 43 Kalamboli North Infra Limited 44 Kalamboli East Infra Limited 45 Kalamboli West Infra Limited 46 Kalamboli South Infra Limited 47 Kalamboli North First Infra Limited 48 Kalamboli South First Infra Limited 49 Kalamboli North Second Infra Limited 50 Kalamboli North Third Infra Limited 51 Ulwe North Infra Limited 52 Ulwe East Infra Limited 53 Ulwe West Infra Limited 54 Ulwe South Infra Limited 55 Ulwe Waterfront North Infra Limited 56 Ulwe Waterfront East Infra Limited 57 Ulwe Waterfront West Infra Limited 58 Ulwe Waterfront South Infra Limited In Preference Shares of Subsidiaries: Sr. No. 1 2 3 4 Name of the Company Reliance Corporate IT Park Limited Reliance Eminent Trading & Commercial Private Limited Reliance Progressive Traders Private Limited Reliance Universal Traders Private Limited Note 4 Investment by Reliance Strategic Business Ventures Limited in Subsidiaries: In Equity Shares: Sr. No. 1 2 3 Name of the Company Reliance Exploration & Production DMCC Reliance Innovative Building Solutions Private Limited Reliance Jio Messaging Services Limited In Preference Shares: Sr. No. 1 2 Name of the Company Reliance Exploration & Production DMCC skyTran Inc. No. of Shares 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 50,000 No. of Shares 1,12,09,43,246 17,37,000 2,03,06,000 7,20,00,000 No. of Shares 1,76,200 6,46,93,950 9,73,28,000 No. of Shares 14,90,700 3,16,27,738 (` in crore) 4. Other Non-Current Assets (Unsecured and Considered Good) Capital Advances Advance Income Tax (Net of Provision) Others * Total * Includes ` 295 crore (Previous Year ` 295 crore) deposited in Gas pool account (Refer Note 34.3). As at 31st March, 2021 As at 31st March, 2020 2,398 2,230 340 4,968 2,087 2,048 326 4,461 Advance Income Tax (Net of Provision) At start of year Charge for the year – Current Tax Others # Tax paid (Net) during the year At end of year # Pertain to provision for tax on exceptional item. 5. Inventories Raw Materials (Including Material in Transit) Work-in-Progress * Finished Goods Stock-in-Trade Stores and Spares Total (` in crore) As at 31st March, 2021 As at 31st March, 2020 2,048 - (1,508) 1,690 2,230 1,827 (7,200) 2,167 5,254 2,048 (` in crore) As at 31st March, 2021 As at 31st March, 2020 15,023 7,712 9,314 49 5,339 37,437 15,040 7,748 10,873 45 5,096 38,802 (` in crore) * Includes Land, Development Cost and on transfer on completion of Projects of ` 4,322 crore (Previous Year ` 5,253 crore). 6. Investments – Current Investments measured at Amortised Cost In Collateral Borrowing & Lending Obligation-Unquoted Total of Investments measured at Amortised Cost Investments Measured At Fair Value Through Other Comprehensive Income (FVTOCI) In Fixed Maturity Plan – Quoted, fully paid up ^ In Mutual Fund – Quoted ^ In Mutual Fund – Unquoted ^ Total of Investments measured at Fair Value Through Other Comprehensive Income Investments Measured at Fair Value Through Profit and Loss (FVTPL) In Government Securities – Quoted fully paid up * In Debentures or Bonds Quoted, fully paid up * In Treasury Bills – Quoted In Mutual Fund – Unquoted ^ In Mutual Fund – Quoted ^ Total of Investments measured at Fair Value Through Profit and Loss Total Investments – Current Aggregate amount of Quoted Investments Market Value of Quoted Investments Aggregate amount of Unquoted Investments ^ Refer Note 37C * Includes ` Nil (Previous Year ` 11,690 crore) given as collateral security (Refer Note 20). 6.1 Category-Wise Investment – Current Financial assets measured at amortised cost Financial assets measured at Fair Value through Other Comprehensive Income Financial Assets measured at Fair value through Profit and Loss Total Investment – Current As at 31st March, 2021 As at 31st March, 2020 1,000 1,000 10,446 2,768 48,891 62,105 4,767 1,946 13,161 8,471 3,215 31,560 94,665 36,303 36,303 58,362 - - - 2,720 38,216 40,936 14,783 3,442 10,869 - - 29,094 70,030 31,814 31,814 38,216 (` in crore) As at 31st March, 2021 As at 31st March, 2020 1,000 62,105 31,560 94,665 - 40,936 29,094 70,030 256 257 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 7. Trade Receivables (Unsecured and Considered Good) Trade Receivables Total 8. Cash and Cash Equivalents Cash on Hand Balances with Banks * Cash and Cash Equivalents as per Balance Sheet Cash and Cash Equivalent as per Cash Flows Statement (` in crore) As at 31st March, 2021 As at 31st March, 2020 4,159 4,159 7,483 7,483 (` in crore) As at 31st March, 2021 As at 31st March, 2020 18 5,555 5,573 5,573 17 8,468 8,485 8,485 * Includes Unclaimed Dividend of ` 208 crore (Previous Year ` 220 crore), Fixed Deposits of ` 5 crore (Previous Year ` 249 crore) with maturity of more than 12 months and Fixed Deposits of ` 2,468 crore (Previous Year ` 2,549 crore) given as collateral securities. These deposits can be withdrawn by the Company at any point of time without prior notice or penalty on the principal. 9. Loans – Current Secured and Considered Good Loans and Advances to Related Parties (Refer Note 33 (IV)) # Unsecured and Considered Good Loans and Advances to Related Parties (Refer Note 33 (IV)) # Other Loans Total # Refer Note 3.A for details of Loans. 10. Other Financial Assets – Current Deposits to Related Parties (Refer Note 33 (IV)) Other Deposits Call Money Receivable (Refer Note 13.8) Others * Total (` in crore) As at 31st March, 2021 As at 31st March, 2020 990 990 - 3 3 993 990 990 13,533 505 14,038 15,028 (` in crore) As at 31st March, 2021 As at 31st March, 2020 12,000 904 39,843 6,813 59,560 - 606 - 15,509 16,115 * Mainly includes fair valuation of derivatives and interest receivable on loans to related parties (Refer Note 33 (II)). 11. Taxation Tax Expenses Recognised in Statement of Profit and Loss Current tax Deferred tax Tax expenses recognised in the current year Tax expenses for the year can be reconciled to the accounting profit as follows: Profit Before Tax and Exceptional Items Applicable Tax Rate Computed Tax Expense Tax Effect of: Exempted income Expenses disallowed Additional allowances net of MAT Credit Current Tax Provision (A) Incremental Deferred tax Liability/(Asset) on account of Property, Plant and Equipment and Intangible Assets Incremental Deferred tax Liability/(Asset) on account of Financial Assets and Other items Deferred Tax Provision (B) Tax Expenses Recognised in Statement of Profit and Loss (A+B) Effective Tax Rate Tax on Exceptional Item * * Refer Note 31 12. Other Current Assets (Unsecured and Considered Good) Balance with Customs, Central Excise, GST and state authorities Other Current Assets to Related Parties (Refer Note 33 (II)) Others # Total # Includes primarily prepaid expenses and claims receivable. (` in crore) Year ended 31st March, 2021 Year ended 31st March, 2020 - (4,732) (4,732) 7,200 2,213 9,413 (` in crore) Year ended 31st March, 2021 Year ended 31st March, 2020 22,908 34.944% 8,005 (133) 4,910 (12,782) - 2,354 (7,086) (4,732) (4,732) - (14,062) 44,561 34.944% 15,571 (3,100) 3,632 (8,903) 7,200 3,271 (1,058) 2,213 9,413 21.12% (899) (` in crore) As at 31st March, 2021 As at 31st March, 2020 4,536 - 3,796 8,332 7,685 134 2,892 10,711 258 259 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited (` in crore) 13.7 Rights, Preferences and Restrictions attached to Shares: 13. Share Capital Authorised Share Capital: 14,00,00,00,000 (14,00,00,00,000) 1,00,00,00,000 (1,00,00,00,000) Total Issued Capital: 6,33,94,41,920 (6,33,92,67,510) 42,26,26,894 ( - ) Total Subscribed and Paid Up Capital: 6,33,94,41,920 (6,33,92,67,510) 42,26,26,894 ( - ) Total Equity Shares of ` 10 each Preference Shares of ` 10 each Equity Shares of ` 10 each fully paid up Equity Shares of ` 10 each, (` 2.5 paid up) (Refer Note 13.8) Equity Shares of ` 10 each fully paid up Equity Shares of ` 10 each, (` 2.5 paid up) (Refer Note 13.8) As at 31st March, 2021 As at 31st March, 2020 14,000 1,000 15,000 6,339 423 6,762 6,339 106 6,445 14,000 1,000 15,000 6,339 - 6,339 6,339 - 6,339 13.1 13.2 13.3 3,08,03,34,238 (3,08,03,34,238) 42,26,26,894 ( - ) 41,31,91,759 (41,31,68,826) Shares were allotted as fully paid Bonus Shares in the last five years by capitalisation of Securities premium and Capital Redemption Reserve. Issued as partly paid shares under Right Issue (Refer Note 13.8). Shares held by Associates. Figures in bracket represents Previous year’s figure. 13.4 The Details of Shareholders Holding more than 5% Shares: Name of the Shareholder Srichakra Commercials LLP Devarshi Commercials LLP Karuna Commercials LLP Tattvam Enterprises LLP Life Insurance Corporation of India As at 31st March, 2021 As at 31st March, 2020 No. of Shares 73,95,99,829 54,55,69,460 54,55,69,460 54,55,69,460 37,16,09,077 % held No. of Shares % held 10.94 8.07 8.07 8.07 5.50 68,88,95,274 50,81,66,996 50,81,66,996 50,81,66,996 37,18,05,415 10.87 8.02 8.02 8.02 5.87 13.5 The Reconciliation of the Number of Shares Outstanding is set out below: Particulars Equity Shares at the beginning of the year Add: Shares issued on exercise of employee stock options Add: Shares Issued on Rights Basis (Refer Note 13.8) Equity Shares at the end of the year As at 31st March, 2021 As at 31st March, 2020 No. of Shares No. of Shares 6,33,92,67,510 1,74,410 42,26,26,894 6,76,20,68,814 6,33,86,93,823 5,73,687 - 6,33,92,67,510 13.6 Options granted under ESOS-2006 prior to withdrawal of scheme, continue to be governed by ESOS-2006. The Members approved a new scheme viz. ‘Reliance Industries Limited Employees’ Stock Option Scheme 2017’ (ESOS-2017) with a limit to grant 6,33,19,568 options. Pursuant to ESOS-2017, 42,00,000 options have been granted to eligible employees of the Company and its subsidiaries. The Company has only one class of equity shares having face value of ` 10 each. The holder of the equity share is entitled to dividend right and voting right in the same proportion as the capital paid-up on such equity share bears to the total paid-up equity share capital of the Company. The dividend proposed by Board of Directors is subject to approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive the remaining assets of the Company in the same proportion as the capital paid-up on the equity shares held by them bears to the total paid-up equity share capital of the Company. 13.8 Issue of Shares Under Rights Issue: The Company had, issued 42,26,26,894 equity shares of face value of ` 10/- each on right basis (‘Rights Equity Shares’) to the Eligible Equity Shareholders at an issue price of ` 1,257 per Rights Equity Share (including premium of ` 1,247 per Rights Equity Share). In accordance with the terms of issue, ` 314.25 i.e. 25% of the Issue Price per Rights Equity Share, was received from the concerned allottees on application and shares were allotted. The Board has made two call(s) i.e. First call of ` 314.25 per Rights Equity Share (including a premium of ` 311.75 per share) and Second & final call of ` 628.50 per Rights Equity Share (including a premium of ` 623.50 per share) on shareholders. 14. Other Equity Share Application Money Pending Allotment As per last Balance Sheet Add: Issue of Share/Application money received (Refer Note 14.1) Share Call Money Account As per last Balance Sheet Addition during the year (Refer Note 13.8) Capital Reserve As per last Balance Sheet Add: On account of Merger (Refer Note 41.1) Securities Premium As per last Balance Sheet Add: On Employee stock option Add: Premium on Shares issued under Rights Issue (Refer Note 13.8) Debentures Redemption Reserve As per last Balance Sheet Less: Transferred to General Reserve Share Based Payments Reserve As per last Balance Sheet Add: On Employee Stock Option (Refer Note 13.6) Special Economic Zone Reinvestment Reserve As per last Balance Sheet Add: Transferred from/(to) Retained Earnings General Reserve As per last Balance Sheet Add: Transferred from Debenture Redemption Reserve As at 31st March, 2021 As at 31st March, 2020 (` in crore) 1 (1) - 39,843 403 - 46,329 9 13,104 9,375 (3,410) 4 415 5,500 (525) $ - 39,843 2 (1) - - 291 112 1 - 403 403 46,306 23 - 59,442 46,329 9,375 - 5,965 9,375 9 (5) 419 4 - 5,500 4,975 5,500 2,55,000 3,410 2,55,000 - 2,58,410 2,55,000 $ Net of Special Economic Zone Reinvestment Reserve created during the year of ` 3,303 crore. 260 261 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited (` in crore) 15.2 Maturity Profile and Rate of Interest of Non-Convertible Debentures are as set out below: Retained Earnings As per last Balance Sheet Add: Profit for the year Add: Others (Refer Note 41.1) Less: Appropriations Dividend on Equity Shares [Dividend per Share ` 6.5 (Previous year ` 6.5)] Tax on Dividend Transferred from/(to) Special Economic Zone Reinvestment Reserve Transferred to Statement of Profit and Loss (Refer Note 31(b)) Other Comprehensive Income (OCI) As per last Balance Sheet Add: Movement in OCI (Net) during the year Total As at 31st March, 2021 As at 31st March, 2020 14,146 31,944 32,416 78,506 (3,921) - 525 (33,217) 54,118 2,570 26,808 30,903 (33,481) 24,230 (3,852) (732) (5,500) - 41,893 14,146 61,192 (7,074) 56,688 4,68,038 54,118 3,84,876 14.1 Share Application Money Pending Allotment represents application money received on account of Employees Stock Option Scheme. 15. Borrowings Secured – At Amortised Cost Non-Convertible Debentures Unsecured – At Amortised Cost Non-Convertible Debentures Bonds Term Loans – from Banks Term loans – from Others Total As at 31st March, 2021 As at 31st March, 2020 Non-Current Current Non-Current Current (` in crore) 7,851 7,851 46,279 25,256 80,270 942 1,52,747 1,60,598 5,500 5,500 6,985 11,560 3,182 721 22,448 27,948 13,382 13,382 29,679 38,754 1,10,925 1,662 1,81,020 1,94,402 498 498 11,990 7,746 23,169 895 43,800 44,298 15.1 Secured Non-Convertible Debentures referred above to the extent of: a) b) ` Nil (Previous Year ` 500 crore) are secured by way of first mortgage/charge on the immovable properties situated at Jamnagar Complex (SEZ unit) of the Company. ` 13,351 crore are secured by hypothecation of all the movable plant and machinery, both present and future, located at Hazira and Dahej Manufacturing Divisions of the Company (Previous Year ` 13,386 crore were secured by hypothecation of the movable properties, both present and future, including movable plant and machinery, spares, tools and accessories, furniture, fixtures and vehicles of Reliance Jio Infocomm Limited, subsidiary of the Company, save and except the telecom licenses, spectrum, brand name, goodwill and any intellectual property rights and such of the assets that are procured through financing from Cisco Systems Capital India Private Limited). a) Secured: Rate of Interest 7.97% 8.00% 8.25% 8.32% 8.70% Total b) Unsecured: Rate of Interest MIBOR+2.90% REPO+2.80% 6.95% 7.00% 7.05% 7.17% 7.20% 7.40% 8.30% 8.65% 8.70% 8.95% 9.00% 9.05% 9.25% Total Non-Current (` in crore) Current 2025-26 2024-25 2023-24 2022-23 Total 2021-22 - - 1,000 - - 1,000 - - 1,000 - - 1,000 - 3,851 1,000 - - 4,851 1,000 - - - - 1,000 1,000 3,851 3,000 - - 7,851 - - - 2,000 3,500 5,500 Non-Current * (` in crore) Current* 2028-29 2025-26 2024-25 2023-24 2022-23 Total 2021-22 - - - - - - - - - 2,190 1,320 2,040 - 2,409 - 7,959 - - - - - - - 2,795 - - - - - - - 2,795 - - - - - - - - - - - - 1,000 - 2,500 3,500 3,600 4,500 825 - 4,235 - 4,000 - - - - - - - - 17,160 - - 5,000 5,000 - 4,900 - - - - - - - - - 14,900 3,600 4,500 5,825 5,000 4,235 4,900 4,000 2,795 - 2,190 1,320 2,040 1,000 2,409 2,500 46,314 * Includes ` 50 crore (Non-Current ` 35 crore and Current ` 15 crore) as prepaid finance charges. 15.3 Maturity Profile and Rate of Interest of Bonds are as set out below: Rate of Interest Non-Current * 1.87% 2.06% 2.44% 2.51% 3.67% 4.13% 4.88% 5.40% 6.25% 7.63% 8.25% 9.38% 10.25% 10.50% Total 2096-97 2046-47 2044-45 2040-41 2027-28 2026-27 2025-26 2024-25 2023-24 2022-23 Total 2021-22 - - - - - - - - - - - - 91 - 91 - - - - - - - - - - - - - 70 70 - - - - - - 5,483 - - - - - - - 5,483 - - - - - - - - 3,656 - - - - - 3,656 - - - - 5,849 - - - - 37 - - - - 5,886 - - - - - - - - - - 248 162 - - 410 142 139 158 164 - - - - - - - - - - 603 142 139 158 164 - 7,311 - - - - - - - - 7,914 142 139 158 164 - - - - - - - - - - 603 142 139 158 164 - - - - - - - - - - 142 568 139 556 158 632 164 656 - 5,849 - 7,311 - 5,483 10,967 - - 3,656 - 37 - 248 - 162 - 91 70 - 603 25,319 11,570 * Includes ` 73 crore (Non-Current ` 63 crore and Current ` 10 crore) as prepaid finance charges. - - - - - - - - 7,000 - - - - - - 7,000 (` in crore) Current* 262 263 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 15.4 Maturity Profile of Unsecured Term Loans are as set out below: Term Loans – from Banks * Term Loans – from Others Non-Current Above 5 years 1-5 years 10,450 - 10,450 70,362 942 71,304 Total 80,812 942 81,754 (` in crore) Current 1 year 3,310 721 4,031 19. Other Non-Current Liabilities Advance from Related Parties (Refer Note 33 (II)) Total * Includes ` 670 crore (Non-Current ` 542 crore and Current ` 128 crore) as prepaid finance charges. Interest rates on term loans are in range of 0.31% to 8.34%. 15.5 The Company has satisfied all the covenants prescribed in terms of borrowings 16. Other Financial Liabilities – Non-Current Lease Liabilities Other Payables * Total * Includes Creditors for Capital Expenditure. 17. Provisions – Non-Current Provision for decommissioning of Assets # Total (` in crore) As at 31st March, 2021 As at 31st March, 2020 2,869 1,145 4,014 2,930 - 2,930 (` in crore) As at 31st March, 2021 As at 31st March, 2020 1,499 1,499 1,410 1,410 # The movement in the provision is towards (i) Utilisation for Tapti facilities, (ii) changes in the exchange rates (iii) Unwinding of discount (iv) change in estimate. Provision for Decommissioning of Assets is for Tapti, KGD6 and CBM Block. 18. Deferred Tax Liabilities (Net) The movement on the deferred tax account is as follows: At the start of the year Charge / (Credit) to Statement of Profit and Loss ^ Charge to Other Comprehensive Income At the end of year ^ Refer Note 11 and 31(c) Component of Deferred Tax Liabilities/(Asset) (` in crore) As at 31st March, 2021 As at 31st March, 2020 50,556 (20,303) 535 30,788 47,317 2,213 1,026 50,556 Deferred tax liabilities / (asset) in relation to: Property, Plant and Equipment and Intangible Asset Financial Assets and Others Loan and Advances Provisions As at 31st March, 2020 Charge/(Credit) to Statement of Profit and Loss Other Comprehensive Income (` in crore) As at 31st March, 2021 34,572 16,404 (28) (392) 50,556 2,354 (22,631) (2) (24) (20,303) - 535 - - 535 36,926 (5,692) (30) (416) 30,788 (` in crore) As at 31st March, 2021 As at 31st March, 2020 504 504 504 504 (` in crore) As at 31st March, 2021 As at 31st March, 2020 2,981 - 2,981 - 5,250 24,921 30,171 33,152 4,720 18,847 23,567 8,623 - 27,709 36,332 59,899 20. Borrowings – Current Secured – At Amortised Cost Working Capital Loans From Banks Rupee Loans From Others Rupee Loans Unsecured – At Amortised Cost Other Loans and Advances From Banks Foreign Currency Loans Rupee Loans From Others Commercial paper * Total * Maximum amount outstanding at any time during the year was ` 33,718 crore ( Previous Year ` 29,054 crore). 20.1 Working Capital Loans from Banks of ` 2,981 crore (Previous Year ` 4,720 crore) are secured by hypothecation of present and future stock of raw materials, work-in-progress, finished goods, stores and spares (not relating to plant and machinery), book debts, outstanding monies, receivables, claims, bills, materials in transit, etc. save and except receivables of Oil & Gas segment (additionally was secured by Government Securities in previous year (Refer Note 2 and 6)). 20.2 Working Capital Loans from Others of ` Nil (Previous Year ` 18,847 crore) are secured by Government Securities and Corporate Bonds (Refer Note 2 and 6). 20.3 Refer note 37 B (iv) for maturity profile. 20.4 The Company has satisfied all the covenants prescribed in terms of borrowings. 21. Trade Payables due to Micro and Small Enterprise Other than Micro and Small Enterprise Total 21.1 There are no overdues to Micro, Small and Medium Enterprises as at March 31, 2021. (` in crore) As at 31st March, 2021 As at 31st March, 2020 90 86,909 86,999 116 70,932 71,048 264 265 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 22. Other Financial Liabilities – Current Current maturities of Borrowings - Non – Current Interest accrued but not due on Borrowings Unclaimed Dividends # Lease Liabilities – Current Advance from Related Parties (Refer Note 33 (II)) Other Payables * Total (` in crore) As at 31st March, 2021 As at 31st March, 2020 27,948 3,217 208 116 202 29,481 61,172 44,298 2,814 220 102 7,969 77,089 1,32,492 # Does not include any amount due and outstanding, to be credited to Investor Education and Protection Fund except ` 2 crore (Previous Year ` 2 crore) which is held in abeyance due to legal cases pending. * Includes Creditors for Capital Expenditure, Security Deposit and Financial Liability at Fair Value. (` in crore) As at 31st March, 2021 As at 31st March, 2020 15,163 4,400 19,563 63,882 2,288 66,170 26. Other Income Interest Bank deposits Debt instruments Other Financial Assets measured At Amortised Cost Others Dividend Income Other Non-Operating Income Gain On Financial Assets Realised Gain Unrealised Gain/(Loss) Total 2020-21 2019-20 (` in crore) 83 10,806 83 93 3,560 (694) 11,065 141 746 2,866 14,818 127 9,529 67 203 1,886 (170) 9,926 350 1,574 1,716 13,566 Above includes income from assets measured at Cost/Amortised Cost ` 7,413 crore (Previous Year ` 6,462 crore), income from assets measured at Fair Value Through Profit and Loss ` 1,866 crore (Previous Year ` 1,514 crore) and income from assets measured at Fair Value Through Other Comprehensive Income ` 4,793 crore (Previous Year ` 4,016 crore). 23. Other Current Liabilities Contract Liabilities Other Payables ^ Total ^ Mainly includes statutory dues. 24. Provisions – Current Provisions for Employee Benefits (Refer Note 28.1)** Other Provisions# Total (` in crore) 26.1 Other Comprehensive Income – Items that will not be reclassified to As at 31st March, 2021 As at 31st March, 2020 293 608 901 335 738 1,073 Profit and Loss Remeasurement gain/(loss) of Defined Benefit Plan Equity Instruments through OCI Total ** The provision for employee benefit includes annual leave and vested long service leave entitlement accrued. # The Company had recognised liability for excise duty payable on clearance of goods lying in stock as on 31st March, 2020 of ` 387 crore as per the estimated pattern of dispatches. During the year, ` 387 crore was utilised for clearance of goods. Provision recognised under this class for the year is ` 343 crore which is outstanding as on 31st March, 2021. Actual outflow is expected in the next financial year. The Company had recognised customs duty liability on goods imported under various export incentive schemes of ` 195 crore as at 31st March, 2020. During the year, further provision of ` 582 crore was made and sum of ` 590 crore were reversed on fulfilment of export obligation. Closing balance on this account as at 31st March, 2021 is ` 187 crore. 25. Revenue from Operations Disaggregated Revenue Oil to Chemicals Oil & Gas Retail Others Value of Sales Income from Financial Services Income from Other Services Value of Services Total ^^ ^^ Net of GST. 2020-21 2,61,866 470 29 389 2,62,754 1,190 1,125 2,315 2,65,069 (` in crore) 2019-20 3,47,237 1,093 50 514 3,48,894 1,590 1,371 2,961 3,51,855 Revenue from contract with customers differ from the revenue as per contracted price due to factors such as taxes recovered, volume rebate, discounts, hedge etc. 266 26.2 Other Comprehensive Income – Items that will be reclassified to Profit and Loss Government Securities Debentures/Bonds Debt Income Fund Fixed Maturity Plan Commodity Hedge Cash flow Hedge Total 27. Changes in Inventories of Finished Goods, Work-in-Progress and Stock-in-Trade Inventories (At Close) Finished Goods/Stock-in-Trade Work-in-Progress * Inventories (At Commencement) Finished Goods/Stock-in-Trade Work-in-Progress Less: Capitalised during the year Less: Exceptional Items (Refer Note 31 (d)) Total * Excludes on transfer on completion of Projects. 2020-21 21 329 350 2020-21 (152) 83 (491) 84 504 2,727 2,755 2020-21 9,364 4,009 13,373 10,918 3,115 14,033 50 - 13,983 610 (` in crore) 2019-20 (128) (264) (392) (` in crore) 2019-20 152 (107) 254 166 (1,491) (5,895) (6,921) (` in crore) 2019-20 10,918 3,115 14,033 13,246 6,450 19,696 448 5,138 14,110 77 267 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 28. Employee Benefits Expense Salaries and Wages Contribution to Provident Fund and Other Funds Staff Welfare Expenses Total 2020-21 4,002 251 771 5,024 28.1 As per Indian Accounting Standard 19 “Employee Benefits”, the Disclosures as Defined are given below: Defined Contribution Plans Contribution to Defined Contribution Plans, recognised as expense for the year is as under Particulars Employer’s Contribution to Provident Fund Employer’s Contribution to Superannuation Fund Employer’s Contribution to Pension Scheme 2020-21 122 19 55 (` in crore) 2019-20 5,390 260 417 6,067 (` in crore) 2019-20 136 12 58 The Company’s Provident Fund is exempted under Section 17 of Employees’ Provident Fund and Miscellaneous Provisions Act, 1952. Defined Benefit Plan I) Reconciliation of opening and closing balances of Defined Benefit Obligation Particulars Defined Benefit Obligation at beginning of the year Current Service Cost Interest Cost Actuarial (Gain) / Loss Benefits Paid * Liability Transferred Out Defined Benefit Obligation at end of the year * Includes benefits of ` 86 crore (Previous Year ` 73 crore) paid by the Company. II) Reconciliation of opening and closing balances of fair value of Plan Assets Particulars Fair value of Plan Assets at beginning of the year Return on Plan Assets Employer Contribution Benefits Paid Assets Transferred Out Fair value of Plan Assets at end of the year III) Reconciliation of fair value of Assets and Obligations Particulars Fair value of Plan Assets Present value of Obligation Amount recognised in Balance Sheet [Surplus/(Deficit)] (` in crore) Gratuity (Funded) 2020-21 2019-20 970 48 66 (17) (90) (23) 954 820 45 66 117 (78) - 970 (` in crore) Gratuity (Funded) 2020-21 2019-20 970 70 - (4) (23) 1,013 820 55 100 (5) - 970 (` in crore) Gratuity (Funded) As at 31st March, 2021 As at 31st March, 2020 1,013 954 59 970 970 - IV) Expenses recognised during the year Particulars In Income Statement Current Service Cost Interest Cost Return on Plan Assets Net Cost In Other Comprehensive Income Actuarial (Gain) / Loss Return On Plan Assets Net (Income)/ Expense for the year recognised in OCI V) Investment Details Particulars GOI Securities Insurance Policies VI) Actuarial Assumptions Mortality Table (IALM) Discount Rate (per annum) Expected rate of return on Plan Assets (per annum) Rate of escalation in Salary (per annum) Rate of employee turnover (per annum) (` in crore) Gratuity (Funded) 2020-21 2019-20 48 66 (66) 48 (17) (4) (21) 45 66 (66) 45 117 11 128 As at 31st March, 2021 As at 31st March, 2020 ` in crore % Invested ` in crore % Invested 7 1,006 1,013 0.69 99.31 100.00 9 961 970 0.92 99.08 100.00 Gratuity (Funded) 2020-21 2006-08 2019-20 2006-08 (Ultimate) (Ultimate) 6.95% 6.95% 4.00% p.a. for the next 1 years, 6.00% p.a. thereafter 2% 6.84% 6.84% 4.00% p.a. for the next 2 years, 6.00% p.a. thereafter 2% The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary. The Expected Rate of Return on Plan Assets is determined considering several applicable factors, mainly the composition of Plan Assets held, assessed risks, historical results of return on Plan Assets and the Company’s policy for Plan Assets Management. VII) The expected contributions for Defined Benefit Plan for the next financial year will be in line with FY 2020-21. VIII) Sensitivity Analysis Significant Actuarial Assumptions for the determination of the defined benefit obligation are discount rate, expected salary increase and employee turnover. The sensitivity analysis below, have been determined based on reasonably possible changes of the assumptions occurring at end of the reporting period, while holding all other assumptions constant. The result of Sensitivity analysis is given below: Particulars Change in rate of discounting (delta effect of +/- 0.5%) Change in rate of salary increase (delta effect of -/+ 0.5%) Change in rate of employee turnover (delta effect of -/+ 0.5%) (` in crore) As at 31st March, 2021 As at 31st March, 2020 Decrease Increase Decrease Increase 24 24 2 25 26 2 26 26 2 27 27 2 These plans typically expose the Company to actuarial risks such as: Investment Risk, Interest Risk, Longevity Risk and Salary Risk. 268 269 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Investment Risk Interest Risk Longevity Risk Salary Risk The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds. A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an increase in the return on the plan’s debt investments. The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan’s liability. The present value of the defined plan liability is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the plan’s liability. 28.2 Share Based Payments a) Scheme Details The Company has Employee Stock Option Schemes i.e. ESOS-2006 and ESOS-2017 under which options have been granted at the various exercise prices to be vested from time to time on the basis of performance and other eligibility criteria. Details of number of options outstanding have been tabulated below: Financial Year (Year of Grant) Number of Options Outstanding As at 31st March, 2021 As at 31st March, 2020 Financial Year of Vesting Range of Exercise price (`) Range of Fair value at Grant Date (`) 1) ESOS - 2006 i) Details of Employee Stock Options granted upto 31st March, 2015 but not vested as on 1st April, 2015 2006-07 2008-09 Sub-Total Details of Employee Stock Options granted from 1st April, 2015 to 31st March, 2021 2016-17 Sub-Total 2) ESOS - 2017 60,224 2017-18 to 2020-21 60,224 2015-16 2015-16 & 2016-17 1,63,136 6,180 1,69,316 - 1,200 1,200 24,000 24,000 ii) Details of Employee Stock Options granted from 1st April, 2020 to 31st March, 2021 2020-21 Sub-Total Total (1(i)+1(ii)+2) 42,00,000 42,00,000 42,25,200 - 2021-22 to 2024-25 - 2,29,540 321.00 322.30 154.90 156.20 - 164.90 548.00 149.80-204.50 10.00 2,133.40 - 2,151.90 ESOS – 2006: Exercise Period will expire not later than five years from the date of vesting of options or such other period as may be decided by the Human Resources, Nomination and Remuneration Committee of the Board. ESOS – 2017: Exercise Period would commence from the date of Vesting and would expire not later than seven years from the Grant Date or such other period as may be decided by the Human Resources, Nomination and Remuneration Committee of the Board. b) Compensation expenses arising on account of the Share Based Payments (` in crore) Year ended 31st March, 2021 Year ended 31st March, 2020 Expenses arising from equity – settled share-based payment transactions 0.02 0.28 c) Fair Value on the grant date The fair value at grant date is determined using “Black Scholes Model” which takes into account the exercise price, term of the option, share price at grant date and expected price volatility of the underlying shares, expected dividend yield and the risk free interest rate for the term of the option. During the year : (1) No stock options were granted under ESOS-2006 and (2) 42,00,000 options were granted under ESOS-2017 to the eligible employees of the Company and its subsidiaries. The model inputs for options granted during the year ended 31st March 2017 and 31st March, 2021 included as mentioned below: a) Weighted average exercise price b) Grant date: c) Vesting year: d) Share Price at grant date: e) Expected price volatility of Company’s share: f) g) Risk free interest rate: Expected dividend yield: ESOS - 2006 ESOS - 2017 ` 1,096 05.10.2016 & 10.10.2016 2017-18 to 2020-21 ` 1,089 at 05.10.2016; ` 1,096 at 10.10.2016 25.1% to 26.5% 1.07% 7.00% `10 05.10.2020 2021-22 to 2024-25 ` 2,212 at 05.10.2020 30.2% to 31.9% 0.60% 5.1% to 5.6% The expected price volatility is based on the historic volatility (based on remaining life of the options). 270 d) Movement in share options during the year: Particulars Balance at the beginning of the year Granted during the year Exercised during the year Expired / Lapsed during the year Balance at the end of the year As at 31st March, 2021 As at 31st March, 2020 Number of share options Weighted average exercise price Number of share options Weighted average exercise price 2,29,540 42,00,000 (1,74,410) (29,930) 42,25,200 380.59 10.00 368.18 321.00 13.14 4,98,239 366.82 - (2,67,439) (1,260) 2,29,540 - 355.21 321.00 380.59 Weighted average remaining contractual life of the share option outstanding at the end of year is 2,370 days (Previous Year 468 days). 29. Finance Costs Interest Expenses * Interest on Lease Liabilities Applicable loss on foreign currency transactions and translation Total * Net of Interest Capitalised of ` 2,333 crore (Previous Year ` 4,054 crore). 30. Other Expenses Manufacturing Expenses Stores, Chemicals and Packing Materials Electric Power, Fuel and Water Labour Processing, Production Royalty and Machinery Hire Charges Repairs to Building Repairs to Machinery Exchange Difference (Net) Excise Duty # Lease Rent Selling and Distribution Expenses Warehousing and Distribution Expenses Sales Tax / VAT Other Selling and Distribution Expenses Establishment Expenses Professional Fees General Expenses Rent Insurance Rates & Taxes Other Repairs Travelling Expenses Payment to Auditors Loss on Sale /Discard of Property, Plant and Equipments Charity and Donations Less: Transferred to Project Development Expenditure Total 2020-21 12,755 239 3,217 16,211 (` in crore) 2019-20 9,767 246 2,092 12,105 2020-21 (` in crore) 2019-20 5,034 12,424 431 59 667 (514) 241 33 18,375 7,169 617 621 8,407 576 1,997 145 384 477 312 58 32 8 1,169 5,158 970 30,970 5,210 13,759 685 122 1,258 178 189 23 21,424 6,581 856 601 8,038 601 1,702 79 939 942 512 159 31 196 1,107 6,268 2,383 33,347 # Excise Duty shown under manufacturing expenditure represents the aggregate of Excise Duty borne by the Company and difference between Excise Duty on opening and closing stock of finished goods. 271 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited c) Due to the adverse changes in market environment, reduction in activity by operator and recent operational performance of the Shale Gas subsidiaries, the Company has impaired its investment in Shale Gas Subsidiaries to the extent of ` 15,686 crore. This is in accordance with the requirements of Ind AS 36 –Impairment of Assets, as the carrying amount of investments exceeds its recoverable amount. Further, the Company has also recognised Deferred Tax Assets of ` 15,570 crore in respect of the difference between the book base and tax base of the Shale Gas Operations, in accordance with Ind AS 12 - Income Taxes. For the year ended 31st March, 2020 d) COVID-19 has significant impact on business operations of the Company. Further, there is substantial drop in oil prices accompanied with unprecedented demand destruction. The Company based on its assessment has determined the impact of such exceptional circumstances on its financial statements and the same has been disclosed separately as ‘Exceptional Items’ of ` 4,245 crore (net of taxes of ` 899 crore). 32. Earnings Per Share (EPS) Face Value Per Equity Share (K) Basic Earnings Per Share (K) – After Exceptional Item Basic Earnings Per Share (K) – Before Exceptional Item Net Profit after Tax as per Statement of Profit and Loss attributable to Equity Shareholders (` in crore) – After Exceptional Item Net Profit after Tax as per Statement of Profit and Loss attributable to Equity Shareholders (` in crore) – Before Exceptional Item Weighted Average number of Equity Shares used as denominator for calculating Basic EPS Diluted Earnings Per Share (K) – After Exceptional Item Diluted Earnings Per Share (K) – Before Exceptional Item Net Profit after Tax as per Statement of Profit and Loss attributable to Equity Shareholders (` in crore) – After Exceptional Item Net Profit after Tax as per Statement of Profit and Loss attributable to Equity Shareholders (` in crore) – Before Exceptional Item Weighted Average number of Equity Shares used as denominator for calculating Diluted EPS Reconciliation of Weighted Average Number of Shares Outstanding Weighted Average number of Equity Shares used as denominator for calculating Basic EPS ^ Total Weighted Average Potential Equity Shares * Weighted Average number of Equity Shares used as denominator for calculating Diluted EPS * Dilutive impact of Employee Stock Option Scheme and Partly paid Rights Issue Shares. ^ Refer Note 13.8 2020-21 2019-20 10 49.66 42.97 31,944 27,640 10 48.42 55.07 30,903 35,148 6,43,28,74,848 6,38,21,18,265 48.90 42.31 31,944 27,640 48.42 55.07 30,903 35,148 6,53,21,38,901 6,38,24,01,693 6,43,28,74,848 6,38,21,18,265 9,92,64,053 2,83,428 6,53,21,38,901 6,38,24,01,693 Particulars Fees as Auditors * 30.1 Payment to Auditors as: (a) (b) Tax Audit Fees (c) Fees for Other Services (d) Cost Audit Fees Total 2020-21 (` in crore) 2019-20 29 1 3 1 34 27 1 2 1 31 * Includes ` 2 crore, in the nature of rights issues expenses accounted in Securities Premium Account. Fees for Other Services primarily includes certification fees paid to auditors. Statute and regulation permit auditors to certify export / import documentation and transfer pricing among others. 30.2 Corporate Social Responsibility (CSR) (a) CSR amount required to be spent as per Section 135 of the Companies Act, 2013 read with Schedule VII thereof by the Company during the year is ` 884 crore (Previous Year ` 875 crore). (b) Expenditure related to Corporate Social Responsibility is ` 922 crore (Previous Year ` 909 crore). Particulars Rural Transformation Health (including COVID-19) Education Sports for Development Disaster Response (including COVID-19) Arts, Culture, Heritage and Urban Renewal Total 2020-21 110 256 452 49 53 2 922 (` in crore) 2019-20 58 35 254 42 519 1 909 (c) Out of note (b) above, ` 335 crore (Previous Year ` 121 crore) contributed to Reliance Foundation, ` 20 crore (Previous Year ` 37 crore) to Reliance Foundation Youth Sports and ` 375 crore (Previous Year ` 229 crore) to Reliance Foundation Institution of Education and Research which are related parties. Particulars 31. Exceptional Items (Net of Tax) a) Net gain on sale of investments (net of tax) b) Loss on acquisition of RHUSA loan Withdrawal from Retained Earnings c) Sub-Total (b) Impairment of Investments in Shale Gas Entities Recognition of Deferred Tax Asset relating to Shale Gas Investments Sub-Total (c) d) Loss due to substantial fall in oil prices and demand destruction (net of tax) Total (a+b+c+d) For the year ended 31st March, 2021 2020-21 (` in crore) 2019-20 (33,217) 33,217 (15,686) 15,570 4,420 - (116) - 4,304 - - - (4,245) (4,245) a) b) Net gain on sale of investments and transfer of Petro Retail assets with respect to Reliance BP Mobility Limited of ` 4,420 crore (net of taxes of ` 1,508 crore) (Refer Note 41.2). The Company has recognised loss of ` 33,217 crore in the Statement of Profit and Loss due to take over of Reliance Holding USA, Inc. (RHUSA) loan, which was supported / guaranteed by the Company. Further, these loans were taken over by the Company subsequent to approval received from lenders of Reliance Holding USA Inc. and Reserve Bank of India. Pursuant to the Composite Scheme of Amalgamation and Plan of Merger (the “Scheme”) approved by the Hon’ble National Company Law Tribunal, Mumbai bench, vide order dated July 27, 2020, Reliance Holding USA Inc. (RHUSA) has merged with Reliance Energy Generation and Distribution Limited (REGDL) and REGDL has merged with the Company. In accordance with the provisions of the Scheme, the Company has withdrawn consequential amount of ` 33,217 crore from retained earnings to the Statement of Profit and Loss. 272 273 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 33. Related Parties Disclosures As per Ind AS 24, the disclosures of transactions with the related parties are given below: (I) List of Related Parties where control exists and relationships: Sr. No. Name of the Related Party Relationship 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 ABC Cable Network Private Limited Actoserba Active Wholesale Private Limited ^ Adhunik Cable Network Limited Adventure Marketing Private Limited # AETN18 Media Private Limited # Affinity USA LLC (Formerly Affinity USA Inc.) Ambika DEN Cable Network Private Limited Amogh Broad Band Services Private Limited Angel Cable Network Private Limited Antique Communications Private Limited Asteria Aerospace Private Limited Augment Cable Network Private Limited Aurora Algae LLC (Formerly Aurora Algae Inc.) Bali Den Cable Network Limited Bee Network and Communication Limited (Formerly Bee Network and Communication Private Limited) Bhadohi DEN Entertainment Private Limited Big Den Entertainment Limited (Formerly Big Den Entertainment Private Limited) Binary Technology Transfers Limited (Formerly Binary Technology Transfers Private Limited) Blossom Entertainment Private Limited Cab-i-Net Communications Private Limited Channels India Network Private Limited Chennai Cable Vision Network Private Limited Colorful Media Private Limited # Colosceum Media Private Limited # Crystal Vision Media Private Limited C-Square Info-Solutions Private Limited Dadha Pharma Distribution Private Limited ^ Dadri Toe Warehousing Private Limited ^@ Den A.F. Communication Private Limited Den Aman Entertainment Private Limited DEN Ambey Cable Networks Private Limited Den Ashu Cable Limited DEN BCN Suncity Network Limited Den Bindra Network Private Limited Den Broadband Limited (Formerly Den Broadband Private Limited) Den Budaun Cable Network Private Limited Den Citi Channel Limited (Formerly Den Citi Channel Private Limited) Den Classic Cable TV Services Limited (Formerly Den Classic Cable TV Services Private Limited) DEN Crystal Vision Network Limited Den Digital Cable Network Limited (Formerly Den Digital Cable Network Private Limited) Den Discovery Digital Networks Private Limited Den Elgee Cable Vision Private Limited Den Enjoy Cable Networks Private Limited Den Enjoy Navaratan Network Private Limited DEN Enjoy SBNM Cable Network Private Limited Den F K Cable TV Network Private Limited DEN Faction Communication System Limited (Formerly DEN Faction Communication System Private Limited) DEN Harsh Mann Cable Network Limited Den Fateh Marketing Private Limited Den Jai Ambey Vision Cable Private Limited # Control by Independent Media Trust of which the Company is the sole beneficiary. ^ Relationships established during the year. @ Ceased to be related party. 274 Subsidiary Sr. No. 51 52 53 54 55 56 57 58 59 60 61 62 63 64 65 66 67 68 69 70 71 72 73 74 75 76 77 78 79 80 81 82 83 84 85 86 87 88 89 90 91 92 93 94 95 96 97 98 99 100 101 102 103 104 105 106 107 Name of the Related Party Relationship Den Kashi Cable Network Limited Den Kattakada Telecasting And Cable Services Limited DEN Krishna Cable TV Network Limited Den Maa Sharda Vision Cable Networks Limited Den Mahendra Satellite Private Limited Den Malabar Cable Vision Limited (Formerly Den Malabar Cable Vision Private Limited) DEN Malayalam Telenet Private Limited Den MCN Cable Network Limited Den Mod Max Cable Network Private Limited Den Nashik City Cable Network Private Limited Den Networks Limited DEN Patel Entertainment Network Private Limited DEN Pawan Cable Network Limited Den Pradeep Cable Network Limited (Formerly Den Pradeep Cable Network Private Limited) DEN Prayag Cable Networks Limited Den Premium Multilink Cable Network Private Limited Den Prince Network Limited Den Radiant Satellite Cable Network Private Limited Den Rajkot City Communication Private Limited Den Sahyog Cable Network Limited Den Sariga Communications Limited (Formerly Den Sariga Communications Private Limited) Den Satellite Cable TV Network Limited (Formerly Den Satellite Cable TV Network Private Limited) Den Saya Channel Network Limited Den Steel City Cable Network Limited (Formerly Den Steel City Cable Network Private Limited) DEN STN Television Network Private Limited Den Supreme Satellite Vision Private Limited Den Varun Cable Network Limited Den VM Magic Entertainment Limited Den-Manoranjan Satellite Private Limited Desire Cable Network Limited Devine Cable Network Private Limited Digital18 Media Limited # Disk Cable Network Private Limited Divya Drishti Den Cable Network Private Limited Drashti Cable Network Limited (Formerly Drashti Cable Network Private Limited) Dronagiri Bokadvira East Infra Limited Dronagiri Bokadvira North Infra Limited Dronagiri Bokadvira South Infra Limited Dronagiri Bokadvira West Infra Limited Dronagiri Dongri East Infra Limited Dronagiri Dongri North Infra Limited Dronagiri Dongri South Infra Limited Dronagiri Dongri West Infra Limited Dronagiri Funde East Infra Limited Dronagiri Funde North Infra Limited Dronagiri Funde South Infra Limited Dronagiri Funde West Infra Limited Dronagiri Navghar East Infra Limited Dronagiri Navghar North First Infra Limited Dronagiri Navghar North Infra Limited Dronagiri Navghar North Second Infra Limited Dronagiri Navghar South First Infra Limited Dronagiri Navghar South Infra Limited Dronagiri Navghar South Second Infra Limited Dronagiri Navghar West Infra Limited Dronagiri Pagote East Infra Limited Dronagiri Pagote North First Infra Limited Subsidiary # Control by Independent Media Trust of which the Company is the sole beneficiary. 275 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Sr. No. 108 109 110 111 112 113 114 115 116 117 118 119 120 121 122 123 124 125 126 127 128 129 130 131 132 133 134 135 136 137 138 139 140 141 142 143 144 145 146 147 148 149 150 151 152 153 154 155 156 157 158 Name of the Related Party Relationship Dronagiri Pagote North Infra Limited Dronagiri Pagote North Second Infra Limited Dronagiri Pagote South First Infra Limited Dronagiri Pagote South Infra Limited Dronagiri Pagote West Infra Limited Dronagiri Panje East Infra Limited Dronagiri Panje North Infra Limited Dronagiri Panje South Infra Limited Dronagiri Panje West Infra Limited eDreams Edusoft Private Limited e-Eighteen.com Limited # Ekta Entertainment Network Limited (Formerly Ekta Entertainment Network Private Limited) Elite Cable Network Private Limited Eminent Cable Network Private Limited Fab Den Network Limited Fortune (Baroda) Network Private Limited Fun Cable Network Private Limited Futuristic Media and Entertainment Limited (Formerly Futuristic Media and Entertainment Private Limited) Galaxy Den Media & Entertainment Private Limited Gemini Cable Network Limited (Formerly Gemini Cable Network Private Limited) Genesis Colors Limited Genesis La Mode Private Limited GLB Body Care Private Limited GLF Lifestyle Brands Private Limited Glimpse Communications Private Limited GML India Fashion Private Limited Grab A Grub Services Private Limited Greycells18 Media Limited # Hamleys (Franchising) Limited Hamleys Asia Limited Hamleys Global Holdings Limited Hamleys of London Limited Hamleys Toys (Ireland) Limited Hathway Bhawani Cabletel and Datacom Limited Hathway Broadband Limited (Formerly Hathway Broadband Private Limited) Hathway Cable and Datacom Limited Hathway Cnet Limited (Formerly Hathway Cnet Private Limited) Hathway Digital Limited (Formerly Hathway Digital Private Limited) Hathway Digital Saharanpur Cable & Datacom Limited (Formerly Hathway Digital Saharanpur Cable & Datacom Private Limited) ^ Hathway Enjoy Cable Network Limited (Formerly Hathway Enjoy Cable Network Private Limited) Hathway Gwalior Cable & Datacom Limited (Formerly Hathway Gwalior Cable & Datacom Private Limited) Hathway Internet Satellite Limited (Formerly Hathway Internet Satellite Private Limited) Hathway JMD Farukhabad Cable Network Limited (Formerly Hathway JMD Farukhabad Cable Network Private Limited) Hathway Kokan Crystal Cable Network Limited (Formerly Hathway Kokan Crystal Cable Network Private Limited) Hathway Krishna Cable Limited (Formerly Hathway Krishna Cable Private Limited) Hathway Mantra Cable & Datacom Limited (Formerly Hathway Mantra Cable & Datacom Private Limited) Hathway Media Vision Limited (Formerly Hathway Media Vision Private Limited) Hathway Mysore Cable Network Limited (Formerly Hathway Mysore Cable Network Private Limited) Hathway Nashik Cable Network Private Limited Hathway New Concept Cable & Datacom Limited (Formerly Hathway New Concept Cable & Datacom Private Limited) Hathway Software Developers Limited (Formerly Hathway Software Developers Private Limited) Subsidiary Sr. No. 159 160 161 162 163 164 165 166 167 168 169 170 171 172 173 174 175 176 177 178 179 180 181 182 183 184 185 186 187 188 189 190 191 192 193 194 195 196 197 198 199 200 201 202 203 204 205 206 207 208 209 210 211 212 213 Name of the Related Party Relationship Hathway Space Vision Cabletel Limited (Formerly Hathway Space Vision Cabletel Private Limited) Hathway United Cables Limited (Formerly Hathway United Cables Private Limited) Ideal Cables Limited (Formerly Ideal Cables Private Limited) IndiaCast Media Distribution Private Limited # IndiaCast UK Limited # IndiaCast US Limited # Indiavidual Learning Limited (Formerly Indiavidual Learning Private Limited) Indiawin Sports Private Limited Indradhanush Cable Network Limited (Formerly Indradhanush Cable Network Private Limited) Infomedia Press Limited # ITV Interactive Media Limited (Formerly ITV Interactive Media Private Limited) Jhankar Cable Network Limited (Formerly Jhankar Cable Network Private Limited) Jio Cable and Broadband Holdings Private Limited $ Jio Content Distribution Holdings Private Limited $ Jio Digital Cableco Private Limited $ Jio Digital Distribution Holdings Private Limited $ Jio Estonia OU Jio Futuristic Digital Holdings Private Limited $ Jio Haptik Technologies Limited (Formerly known as Reliance Jio Digital Services Limited) Jio Information Aggregator Services Limited^ Jio Infrastructure Management Services Limited (Formerly known as Jio Digital Media Distribution Limited) Jio Internet Distribution Holdings Private Limited $ Jio Limited Jio Media Limited ^ Jio Platforms Limited Jio Television Distribution Holdings Private Limited $ Jio Things Limited ^ Kalamboli East Infra Limited Kalamboli North First Infra Limited Kalamboli North Infra Limited Kalamboli North Second Infra Limited Kalamboli North Third Infra Limited Kalamboli South First Infra Limited Kalamboli South Infra Limited Kalamboli West Infra Limited Kanhatech Solutions Limited Kishna DEN Cable Networks Private Limited Liberty Media Vision Limited (Formerly Liberty Media Vision Private Limited) Libra Cable Network Limited Luvley Limited M Entertainments Private Limited Mahadev Den Cable Network Limited (Formerly Mahadev Den Cable Network Private Limited) Mahavir Den Entertainment Private Limited Maitri Cable Network Private Limited Mansion Cable Network Private Limited Marble Cable Network Private Limited Media18 Distribution Services Limited # Meerut Cable Network Private Limited Mesindus Ventures Private Limited^ Mindex 1 Limited Model Economic Township Limited Moneycontrol.Dot Com India Limited # Mountain Cable Network Limited Multi Channel Cable Network Limited (Formerly Multi Channel Cable Network Private Limited) Multi Star Cable Network Limited Subsidiary # Control by Independent Media Trust of which the Company is the sole beneficiary. ^ Relationships established during the year. 276 # Control by Independent Media Trust of which the Company is the sole beneficiary. ^ Relationships established during the year. $ Control by Digital Media Distribution Trust of which Reliance Content Distribution Limited is the sole beneficiary, which is a wholly-owned subsidiary of the Company. 277 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Sr. No. 214 215 216 217 218 219 220 221 222 223 224 225 226 227 228 229 230 231 232 233 234 235 236 237 238 239 240 241 242 243 244 245 246 247 248 249 250 251 252 253 254 255 256 257 258 259 260 261 262 263 264 265 266 267 Name of the Related Party Relationship Multitrack Cable Network Private Limited Nectar Entertainment Limited (Formerly Nectar Entertainment Private Limited) Netmeds Marketplace Limited ^ Network18 Media & Investments Limited # New Emerging World of Journalism Limited (Formerly New Emerging World Of Journalism Private Limited) NowFloats Technologies Private Limited Radiant Satellite (India) Private Limited Radisys B.V. Radisys Canada Inc. Radisys Cayman Limited Radisys Convedia (Ireland) Limited Radisys Corporation Radisys GmbH Radisys India Private Limited Radisys International LLC Radisys International Singapore PTE. Limited Radisys Poland sp. z o.o Radisys Spain S.L.U. Radisys Systems Equipment Trading (Shanghai) Co. Limited Radisys Technologies (Shenzhen) Co., Limited Radisys UK Limited RB Holdings Private Limited # RB Media Holdings Private Limited # RB Mediasoft Private Limited # RBML Solutions India Limited ^ Recron (Malaysia) Sdn Bhd Reliance 4IR Realty Development Limited Reliance Ambit Trade Private Limited Reliance BP Mobility Limited Reliance Brands Holding UK Limited Reliance Brands Limited Reliance Brands Luxury Fashion Private Limited (Formerly known as Genesis Luxury Fashion Private Limited) Reliance Clothing India Private Limited Reliance Commercial Dealers Limited Reliance Comtrade Private Limited Reliance Content Distribution Limited Reliance Corporate IT Park Limited Reliance Digital Health USA Inc. (Formerly Affinity Names Inc.) Reliance Eagleford Upstream GP LLC Reliance Eagleford Upstream Holding LP Reliance Eagleford Upstream LLC Reliance Eminent Trading & Commercial Private Limited Reliance Energy Generation and Distribution Limited @ Reliance Ethane Holding Pte. Limited Reliance Ethane Pipeline Limited Reliance Exploration & Production DMCC Reliance GAS Lifestyle India Private Limited Reliance Gas Pipelines Limited Reliance Global Energy Services (Singapore) Pte. Limited Reliance Global Energy Services Limited Reliance Holding USA, Inc. @ Reliance Industrial Investments and Holdings Limited Reliance Industries (Middle East) DMCC Reliance Industries Uruguay Petroquimica S.A., EN Liquidacion (Formerly known as Reliance Industries Uruguay Petroquimica S.A.) @ Subsidiary Sr. No. 268 269 270 271 272 273 274 275 276 277 278 279 280 281 282 283 284 285 286 287 288 289 290 291 292 293 294 295 296 297 298 299 300 301 302 303 304 305 306 307 308 309 310 311 312 313 314 315 316 317 318 319 320 321 322 Name of the Related Party Relationship Reliance Innovative Building Solutions Private Limited Reliance Jio Global Resources LLC Reliance Jio Infocomm Limited Reliance Jio Infocomm Pte. Limited Reliance Jio Infocomm UK Limited Reliance Jio Infocomm USA Inc. Reliance Jio Media Limited Reliance Jio Messaging Services Limited Reliance Lifestyle Products Private Limited (Formerly V&B Lifestyle India Private Limited) ^ Reliance Marcellus II LLC Reliance Marcellus LLC Reliance O2C Limited Reliance Payment Solutions Limited Reliance Petro Marketing Limited Reliance Petroleum Retail Limited Reliance Progressive Traders Private Limited Reliance Projects & Property Management Services Limited Reliance Prolific Commercial Private Limited Reliance Prolific Traders Private Limited Reliance Retail and Fashion Lifestyle Limited ^ Reliance Retail Finance Limited Reliance Retail Insurance Broking Limited Reliance Retail Limited Reliance Retail Ventures Limited Reliance Sibur Elastomers Private Limited Reliance SMSL Limited Reliance Strategic Business Ventures Limited Reliance Strategic Investments Limited Reliance Universal Traders Private Limited Reliance Vantage Retail Limited Reliance Ventures Limited Reliance-GrandOptical Private Limited Reverie Language Technologies Limited (Formerly Reverie Language Technologies Private Limited) RIL USA, Inc. RISE Worldwide Limited (Formerly Known as IMG Reliance Limited) ** Roptonal Limited # Rose Entertainment Private Limited RP Chemicals (Malaysia) Sdn Bhd RRB Mediasoft Private Limited # Saavn Inc. Saavn LLC Saavn Media Limited (Formerly Saavn Media Private Limited) SankhyaSutra Labs Limited (Formerly SankhyaSutra Labs Private Limited) Sanmati DEN Cable TV Network Private Limited Sanmati Entertainment Limited (Formerly Sanmati Entertainment Private Limited) Scrumpalicious Limited Shopsense Retail Technologies Private Limited Shree Sidhivinayak Cable Network Limited (Formerly Shree Sidhivinayak Cable Network Private Limited) Shri Kannan Departmental Store Private Limited Silverline Television Network Limited skyTran Inc. ^ skyTran Israel Limited ^ Sree Gokulam Starnet Communication Limited (Formerly Sree Gokulam Starnet Communication Private Limited) Srishti Den Networks Limited Surajya Services Limited (Formerly Surajya Services Private Limited) Subsidiary # Control by Independent Media Trust of which the Company is the sole beneficiary. ^ Relationships established during the year. @ Ceased to be related party. 278 # Control by Independent Media Trust of which the Company is the sole beneficiary. ^ Relationships established during the year. ** Became subsidiary during the year. @ Ceased to be related party. 279 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Sr. No. Name of the Related Party Relationship Surela Investment and Trading Limited 323 Tesseract Imaging Limited (Formerly Tesseract Imaging Private Limited) 324 The Hamleys Group Limited 325 The Indian Film Combine Private Limited 326 Tresara Health Private Limited ^ 327 Trident Entertainment Private Limited 328 TV18 Broadcast Limited # 329 Ulwe East Infra Limited 330 Ulwe North Infra Limited 331 Ulwe South Infra Limited 332 Ulwe Waterfront East Infra Limited 333 Ulwe Waterfront North Infra Limited 334 Ulwe Waterfront South Infra Limited 335 Ulwe Waterfront West Infra Limited 336 Ulwe West Infra Limited 337 United Cable Network (Digital) Limited 338 Urban Ladder Home Décor Solutions Private Limited ^ 339 UTN Cable Communications Limited (Formerly UTN Cable Communications Private Limited) 340 VBS Digital Distribution Network Limited (Formerly VBS Digital Distribution Network Private Limited) 341 Viacom 18 Media Private Limited # 342 Viacom18 Media (UK) Limited # 343 Viacom18 US Inc. # 344 Victor Cable TV Network Limited (Formerly Victor Cable TV Network Private Limited) 345 Vision India Network Limited (Formerly Vision India Network Private Limited) 346 347 Vitalic Health Private Limited^ 348 Watermark Infratech Private Limited # 349 Web18 Digital Services Limited # 350 Win Cable and Datacom Limited (Formerly Win Cable and Datacom Private Limited) 351 352 353 354 355 356 357 358 359 360 361 362 363 364 365 366 367 368 369 370 371 372 373 374 375 376 Digital Media Distribution Trust Independent Media Trust Network 18 Media Trust Alok Industries Limited ^ Football Sports Development Limited India Gas Solutions Private Limited Jio Payments Bank Limited Pipeline Management Services Private Limited RISE Worldwide Limited (Formerly Known as IMG Reliance Limited) ** Gujarat Chemical Port Limited Indian Vaccines Corporation Limited Jamnagar Utilities & Power Private Limited Reliance Europe Limited Reliance Industrial Infrastructure Limited Sikka Ports & Terminals Limited Vadodara Enviro Channel Limited Shri Mukesh D. Ambani Shri Nikhil R. Meswani Shri Hital R. Meswani Shri P. M. S. Prasad Shri Pawan Kumar Kapil Shri Alok Agarwal Shri Srikanth Venkatachari Shri K. Sethuraman Smt. Savithri Parekh Smt. Nita M. Ambani # Control by Independent Media Trust of which the Company is the sole beneficiary. ^ Relationships established during the year. ** Became subsidiary during the year. Subsidiary Company / Subsidiary is a beneficiary Joint Venture Associates Key Managerial Personnel Relative of Key Managerial Personnel 280 Name of the Related Party Relationship Sr. No. 377 378 379 380 381 382 383 384 385 386 387 388 389 390 391 Sr. No. 1 2 3 Dhirubhai Ambani Foundation Hirachand Govardhandas Ambani Public Charitable Trust Jamnaben Hirachand Ambani Foundation Reliance Foundation Reliance Foundation Institution of Education and Research Reliance Foundation Youth Sports Sir HN Hospital Trust Sir Hurkisondas Nurrotamdas Hospital and Research Centre IPCL Employees Gratuity Fund - Baulpur Unit IPCL Employees Provident Fund Trust Reliance Employees Provident Fund Bombay Reliance Industries Limited Staff Superannuation Scheme Reliance Industries Limited Employees Gratuity Fund Reliance Industries Limited Vadodara Units Employees Superannuation Fund RIL Vadodara Unit Employees Gratuity Fund (II) Transactions during the year with Related Parties: Nature of Transactions (Excluding Reimbursements) Subsidiaries/ Beneficiary Associates/ Joint Venture Purchase of Property, Plant and Equipment and Intangible Assets Purchase / Subscription of Investments Sale / Redemption of Investments 4 Net Loans and Advances, Deposits Given/ (Returned) 5 Net Advance Received 6 7 Transfer of Liabilities Revenue from Operations 8 Other Income 9 Purchases of Goods / Services 10 Electric Power, Fuel and Water 11 Hire Charges 12 Employee Benefit Expense 13 Payment to Key Managerial Personnel/Relative 14 Sales and Distribution Expenses 15 Rent 16 Professional Fees 17 General Expenses # 18 Donations 19 Sale of Business (Through Slump Sale) 20 Rights Issue of Equity Shares Note: Figures in italic represents Previous Year’s amounts. # Does not include sitting fees of Non- Executive Directors of ` 2 crore. 2,478 1,493 79,907 2,35,694 2,06,355 93,037 19,840 12,133 - (7,969) 851 1,04,365 50,792 26,783 4,202 3,393 1,935 1,399 11 - 485 539 617 1,413 - - 6 1 - - 202 428 615 571 - - 1,060 - - - 4 155 527 350 - - (23) (41) - - - - 1,580 153 25 32 1,629 1,578 4,782 4,898 46 119 - - - - 2,023 2,184 15 11 27 30 9 15 - - - - 1 - Enterprises over which Key Managerial Personnel are able to exercise significant influence Post Employment Benefit (` in crore) Others Total - - - - - - - - - - - - 1 - 4 3 1 - - - - - 451 566 - - - - - - - - 6 - 803 462 - - - - 2,482 1,648 80,434 2,36,044 2,06,355 93,037 19,817 12,092 - (7,969) 851 1,04,365 52,373 26,936 4,231 3,428 3,565 2,977 4,793 4,898 531 658 1,068 1,979 99 110 2,029 2,185 15 11 229 458 630 586 803 462 1,060 - 55 - 281 Key Managerial Personnel/ Relative - - - - - - - - - - - - - - - - - - - - - - - - 99 110 - - - - - - - - - - 54 - Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Sr. No. Nature of Transactions (Excluding Reimbursements) Subsidiaries/ Beneficiary Associates/ Joint Venture (` in crore) Others Total Key Managerial Personnel/ Relative Balances as at 31st March, 2021 1 Investments 2 3 Trade Receivables * Loans and Advances 4 Deposits 5 Trade and Other Payables * 6 Other non-current liabilities 7 Other Current assets 8 9 Financial Guarantees Performance Guarantees 10 Other Financial Liabilities – Current 11 Other Financial Assets Figures in italic represents Previous Year’s amounts. * Includes reimbursements. 1,30,845 2,75,125 1,434 461 65,063 57,243 12,180 160 389 280 504 504 - - 7,067 5,011 1,939 1,986 202 7,969 1,124 - 924 598 524 24 - - 519 542 933 1,128 - - - - 110 1,447 - - - - - - - - - - - - - - - - - - - - - - - - - - - (III) Disclosure in Respect of Major Related Party Transactions during the Year: - - - - - - - - - - - - - 134 - - - - - - - - 1,31,769 2,75,723 1,958 485 65,063 57,243 12,699 702 1,322 1,408 504 504 - 134 7,177 6,458 1,939 1,986 202 7,969 1,124 - (` in crore) Particulars Relationship 2020-21 2019-20 1 2 Purchase of Property Plant & Equipment and Intangible Assets Jamnagar Utilities & Power Private Limited Jio Platforms Limited Reliance Brands Limited Reliance Corporate IT Park Limited Reliance Industrial Infrastructure Limited Reliance Jio Infocomm Limited Reliance Projects & Property Management Services Limited Reliance Retail Limited Reliance Sibur Elastomers Private Limited Sikka Ports & Terminals Limited Purchase / Subscription of Investments Alok Industries Limited ^ Football Sports Development Limited India Gas Solutions Private Limited Indiavidual Learning Limited (Formerly Indiavidual Learning Private Limited) Indiawin Sports Private Limited Jio Platforms Limited $ Reliance 4IR Realty Development Limited Reliance BP Mobility Limited Reliance Commercial Dealers Limited Reliance Content Distribution Limited Reliance Eagleford Upstream LLC (Refer Note 41.1) Reliance Ethane Pipeline Limited Reliance Industrial Investments and Holdings Limited * Reliance Industries (Middle East) DMCC Reliance Jio Infocomm Limited Reliance Marcellus LLC (Refer Note 41.1) Associate Subsidiary Subsidiary Subsidiary Associate Subsidiary Subsidiary Subsidiary Subsidiary Associate Joint Venture Joint Venture Joint Venture Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary * Conversion of Debentures into Equity shares. ^ Relationships established during the year. $ Refer Note 2.3 and 28.2 282 1 615 4 1,766 - - 83 8 2 3 519 - 8 - - 48,241 - - - 6 7,722 230 442 114 - 7,964 2 - - 581 7 634 267 7 4 146 - 134 15 277 278 1,81,986 17,613 300 25 89 - - 3,565 - 20,250 - Particulars Relationship 2020-21 2019-20 (` in crore) 3 4 5 6 7 Reliance Projects & Property Management Services Limited Reliance Retail Ventures Limited Reliance Sibur Elastomers Private Limited Reliance Strategic Business Ventures Limited RISE Worldwide Limited (Formerly IMG Reliance Limited) ** Saavn Media Limited (Formerly Saavn Media Private Limited) Sale / Redemption of Investments Indiavidual Learning Limited (Formerly Indiavidual Learning Private Limited) Jio Platforms Limited (Refer Note 2.3) Radysis Corporation Reliance BP Mobility Limited Reliance Content Distribution Limited Reliance Eagleford Upstream LLC (Refer Note 31 (c)) Reliance Ethane Holding Pte Limited Reliance Gas Pipelines Limited Reliance Industrial Investments and Holdings Limited * Reliance Industries (Middle East) DMCC Reliance Industries Uruguay Petroquímica S.A. @ Reliance Jio Infocomm Limited Reliance Marcellus LLC (Refer Note 31 (c)) Reliance Retail Ventures Limited Saavn Media Limited (Formerly Saavn Media Private Limited) Net Loans and Advances, Deposits Given / (Returned) Gujarat Chemical Port Limited Jio Platforms Limited Reliance 4IR Realty Development Limited Reliance Commercial Dealers Limited Reliance Corporate IT Park Limited Reliance Ethane Pipeline Limited Reliance Gas Pipelines Limited Reliance Industrial Investments and Holdings Limited Reliance Jio Infocomm Limited Reliance O2C Limited Reliance Projects & Property Management Services Limited Reliance Sibur Elastomers Private Limited Reliance Strategic Business Ventures Limited Reliance Strategic Investments Limited Reliance Ventures Limited Net Advance Received Jio Platforms Limited Transfer of Liabilities Reliance Jio Infocomm Limited Revenue from Operations Alok Industries Limited^ E-Eighteen.Com Limited Genesis La Mode Private Limited Gujarat Chemical Port Limited India Gas Solutions Private Limited Jamnagar Utilities & Power Private Limited Jamnaben Hirachand Ambani Foundation Jio Payments Bank Limited Jio Platforms Limited Pipeline Management Services Private Limited Recron (Malaysia) Sdn. Bhd. Reliance Brands Limited Reliance Brands Luxury Fashion Private Limited (Formerly known as Genesis Luxury Fashion Private Limited) Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Associate Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Joint Venture Subsidiary Subsidiary Associate Joint Venture Associate Other Joint Venture Subsidiary Joint Venture Subsidiary Subsidiary Subsidiary * Conversion of Debentures into Equity shares. ** Became subsidiary during the year. @ Ceased to be related party. ^ Relationships established during the year. - 14,000 318 817 52 - 604 1,77,036 539 300 577 7,722 - 230 442 114 1 - 7,964 4,000 6,826 (23) (11,002) 657 - (1,470) 838 (250) 1,780 - 20 31,818 (110) (20) (2,420) - 32 - 213 10,323 201 743 - - - - 27 - 18 - 28,542 - - 64,450 - - - (41) 11,002 1,648 (80) (1,360) - 520 (4,444) (9,194) - 10,793 110 5,351 99 (2,312) - (7,969) 851 1,04,365 1,455 - 2 4 6 107 1 3 692 4 1,378 6 1 - 1 - 3 - 126 - 1 - 4 1,540 - - 283 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Particulars Relationship 2020-21 2019-20 Particulars Relationship 2020-21 2019-20 (` in crore) (` in crore) 8 Reliance BP Mobility Limited Reliance Commercial Dealers Limited Reliance Corporate IT Park Limited Reliance Ethane Pipeline Limited Reliance Gas Pipelines Limited Reliance Global Energy Services (Singapore) Pte. Limited Reliance Industrial Investments and Holdings Limited Reliance Jio Infocomm Limited Reliance Marcellus LLC Reliance O2C Limited Reliance Petro Marketing Limited Reliance Projects & Property Management Services Limited Reliance Retail Limited Reliance Retail Finance Limited Reliance Sibur Elastomers Private Limited Reliance Strategic Investments Limited RIL USA, Inc. Sikka Ports & Terminals Limited TV18 Broadcast Limited Other Income E-Eighteen.Com Limited Greycells18 Media Limited Gujarat Chemical Port Limited IBN Lokmat News Private Limited India Gas Solutions Private Limited Jamnagar Utilities & Power Private Limited Jamnaben Hirachand Ambani Foundation Jio Platforms Limited Network18 Media & Investments Limited Recron (Malaysia) Sdn. Bhd. Reliance 4IR Realty Development Limited Reliance Brands Limited Reliance BP Mobility Limited Reliance Commercial Dealers Limited Reliance Corporate IT Park Limited Reliance Ethane Holding Pte Limited Reliance Ethane Pipeline Limited Reliance Europe Limited Reliance Exploration & Production DMCC Reliance Gas Pipelines Limited Reliance Global Energy Services (Singapore) Pte. Limited Reliance Industrial Infrastructure Limited Reliance Industrial Investments and Holdings Limited Reliance Jio Infocomm Limited Reliance Lifestyle Holdings Limited @ Reliance Projects & Property Management Services Limited Reliance Retail Limited Reliance Retail Ventures Limited Reliance Sibur Elastomers Private Limited Reliance Strategic Business Ventures Limited Reliance Ventures Limited RIL USA, Inc. RISE Worldwide Limited (Formerly IMG Reliance Limited) ** Saavn Media Limited (Formerly Saavn Media Private Limited) Sikka Ports & Terminals Limited Sir HN Hospital Trust TV18 Broadcast Limited ** Became subsidiary during the year. @ Ceased to be related party. 284 Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Associate Subsidiary Subsidiary Subsidiary Associate Joint Venture Joint Venture Associate Other Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Associate Subsidiary Subsidiary Subsidiary Associate Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Associate Other Subsidiary 27,414 10 3 188 50 14,164 729 89 3 112 3,092 273 62 26 619 120 1,758 1 - 5 - 12 2 - 2 3 280 1 6 149 - 199 1 1,215 - 70 1 - 38 11 2 - 15 - 1,702 38 26 11 417 - - 6 6 1 1 8 - 16 291 - 353 8,478 584 39 - - 13,981 567 38 - 379 63 450 19 1 3 1 10 - 1 2 3 49 1 6 124 3 - 1 823 297 - 16 3 26 4 2 974 368 1 486 8 - 4 196 9 2 - - 1 - 4 9 Purchase of Goods / Services Alok Industries Limited ^ Gujarat Chemical Port Limited Jamnagar Utilities & Power Private Limited Reliance Corporate IT Park Limited Reliance Ethane Pipeline Limited Reliance Gas Pipelines Limited Reliance Global Energy Services (Singapore) Pte. Limited Reliance Industrial Infrastructure Limited Reliance Industries (Middle East) DMCC Reliance Jio Infocomm Limited Reliance O2C Limited Reliance Petro Marketing Limited Reliance Retail Limited Reliance Sibur Elastomers Private Limited RIL USA, Inc. Sikka Ports & Terminals Limited Sir HN Hospital Trust 10 Electric Power, Fuel and Water Jamnagar Utilities & Power Private Limited Reliance Industrial Infrastructure Limited Reliance Sibur Elastomers Private Limited 11 Hire Charges Reliance Ethane Pipeline Limited Reliance Gas Pipelines Limited Reliance Industrial Infrastructure Limited Sikka Ports & Terminals Limited 12 Employee Benefits Expense IPCL Employees Provident fund Trust Jio Platforms Limited Reliance Employees Provident Fund Bombay Reliance Industries Limited Vadodara Unit Employees superannuation Fund Reliance Industries Limited Employees Gratuity fund Reliance Industries Limited Staff superannuation scheme Reliance Corporate IT Park Limited Reliance Projects & Property Management Services Limited Reliance Retail Limited Sir HN Hospital Trust 13 Payment To Key Managerial Personnel / Relative Shri Mukesh D. Ambani Shri Nikhil R. Meswani Shri Hital R. Meswani Shri PMS Prasad Shri Pawan Kumar Kapil Shri Alok Agarwal Shri Srikanth Venkatachari Shri K. Sethuraman Smt. Savithri Parekh Smt Nita M. Ambani 14 Sales and Distribution Expenses Gujarat Chemical Port Limited Reliance BP Mobility Limited Reliance Payment Solutions Limited Reliance Retail Limited RISE Worldwide Limited (Formerly IMG Reliance Limited) ** Sikka Ports & Terminals Limited 15 Rent Reliance Industrial Infrastructure Limited * Also include employee contribution. ^ Relationships established during the year. ** Became subsidiary during the year. Joint Venture Associate Associate Subsidiary Subsidiary Subsidiary Subsidiary Associate Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Associate Other Associate Associate Subsidiary Subsidiary Subsidiary Associate Associate Other * Subsidiary Other * Other * Other * Other * Subsidiary Subsidiary Subsidiary Other KMP KMP KMP KMP KMP KMP KMP KMP KMP Relative of KMP Associate Subsidiary Subsidiary Subsidiary Subsidiary Associate Associate 51 175 5 1 151 45 406 23 1,085 1 221 - 9 12 4 1,375 1 4,767 15 11 294 191 4 42 132 47 286 2 - 18 394 145 31 13 - 24 24 12 4 11 17 3 2 2 62 2 - 3 1 1,961 15 - 162 - - - 91 92 21 1,195 - - 2 17 1 1 1,395 - 4,898 - - - 539 22 97 124 - 320 1 100 11 947 428 38 10 15 24 24 11 4 12 14 3 2 1 65 - 1 - 1 2,118 11 285 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Particulars 16 Professional Fees Jio Platforms Limited Reliance Corporate IT Park Limited Reliance Digital Health USA Inc. (Formerly Affinity Names Inc.) Reliance Europe Limited Reliance Global Energy Services (Singapore) Pte. Limited Reliance Industrial Infrastructure Limited Reliance Industries (Middle East) DMCC Reliance Industries Uruguay Petroquímica S.A. @ Reliance Payment Solutions Limited Reliance Projects & Property Management Services Limited RIL USA, Inc. 17 General Expenses Alok Industries Limited ^ Jamnagar Utilities & Power Private Limited Reliance BP Mobility Limited Reliance Commercial Dealers Limited Reliance Global Energy Services (Singapore) Pte. Limited Reliance Industries Uruguay Petroquímica S.A. @ Reliance Jio Infocomm Limited Reliance Projects & Property Management Services Limited Reliance Retail Limited Sikka Ports & Terminals Limited Sir HN Hospital Trust Vadodara Enviro Channel Limited 18 Donations Hirachand Govardhandas Ambani Public Charitable Trust Jamnaben Hirachand Ambani Foundation Reliance Foundation Reliance Foundation Institution of Education and Research Reliance Foundation Youth Sports 19 Sale of Business (Through Slump Sale) Reliance BP Mobility Limited 20 Rights Issue of Equity Shares Shri Mukesh D. Ambani Shri Nikhil R. Meswani Shri Hital R. Meswani Shri P. M. S. Prasad Shri P. K. Kapil [` 11,10,245; (Previous Year ` Nil)] Shri Alok Agarwal Shri Srikanth Venkatachari Shri K. Sethuraman [` 2,77,797; (Previous Year ` Nil)] Smt. Nita M. Ambani Reliance Industrial Infrastructure Limited @ Ceased to be related party. ^ Relationships established during the year. (IV) Balances as at 31st March, 2021 Relationship 2020-21 2019-20 (` in crore) Subsidiary Subsidiary Subsidiary Associate Subsidiary Associate Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Joint Venture Associate Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Associate Other Associate Other Other Other Other Other 21 140 2 22 5 4 3 1 - 28 2 1 1 4 405 - 1 40 1 163 5 6 2 3 49 349 382 20 Subsidiary 1,060 KMP KMP KMP KMP KMP KMP KMP KMP Relative of KMP Associate 18 7 7 1 - 3 1 - 17 1 - 298 - 23 - 7 1 2 3 124 - - - - 480 1 - 19 - 71 12 - 3 6 66 124 229 37 - - - - - - - - - - - Particulars 1 Loans and Advances Jio Platforms Limited Reliance 4IR Realty Development Limited Reliance Corporate IT Park Limited Reliance Ethane Pipeline Limited Reliance Gas Pipelines Limited Reliance Industrial Investments and Holdings Limited Reliance Projects & Property Management Services Limited Reliance Strategic Business Ventures Limited Reliance Strategic Investments Limited Reliance Sibur Elastomers Private Limited Relationship Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary 286 As at 31st March, 2021 (` in crore) As at 31st March, 2020 - 2,305 13,281 838 420 12,277 30,611 5,331 - - 11,002 1,648 14,751 - 670 10,497 10,793 5,351 2,420 110 Particulars 2 3 Deposits Gujarat Chemical Port Limited Jamnagar Utilities & Power Private Limited Reliance Commercial Dealers Limited Reliance O2C Limited Reliance Projects & Property Management Services Limited Sikka Ports & Terminals Limited Financial Guarantees Recron (Malaysia) Sdn. Bhd. Reliance Europe Limited Reliance Exploration & Production DMCC Reliance Global Energy Services Limited Reliance Global Energy Services (Singapore) Pte. Limited Reliance Industries (Middle East) DMCC Reliance Jio Infocomm Limited Reliance Sibur Elastomers Private Limited RIL USA, Inc. Relationship Associate Associate Subsidiary Subsidiary Subsidiary Associate Subsidiary Associate Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary As at 31st March, 2021 (` in crore) As at 31st March, 2020 48 118 160 20 12,000 353 683 110 - 7 - 560 3,442 2,358 17 71 118 160 - - 353 659 1,447 378 6 160 580 731 2,497 - 33.1 Compensation of Key Managerial Personnel The compensation of directors and other member of Key Managerial Personnel during the year was as follows: Short-term benefits i. ii. Post employment benefits 2020-21 95 2 97 (` in crore) 2019-20 106 3 109 34.1 Disclosure of the Company’s Interest in Oil and Gas Joint Arrangements (Joint Operation): Sr. No. Name of the Fields in the Joint Ventures Company’s % Interest 2020-21 2019-20 Partners and their Participating Interest (PI) 1 Mid and South Tapti 30% 30% BG Exploration & Production India Limited - 30%; Oil and Natural Gas Corporation Limited - 40% 2 NEC - OSN - 97/2 KG - DWN - 98/3 3 KG-UDWHP-2018/1 4 66.67% 66.67% 60.00% 66.67% BP Exploration (Alpha) Limited - 33.33% 66.67% BP Exploration (Alpha) Limited - 33.33% 60.00% BP Exploration (Alpha) Limited - 40%, Country India India India India 34.2 Quantities of Company’s Interest (on gross basis) in Proved Reserves and Proved Developed Reserves: Particulars Oil: Opening Balance Revision of estimates Production Closing balance Particulars Gas: Opening Balance Revision of estimates Production Closing balance Proved Reserves in India (million MT*) Proved Developed Reserves in India (million MT*) 2020-21 2019-20 2020-21 2019-20 3.24 - - 3.24 3.02 0.33 (0.11) 3.24 - - - - 0.10 0.01 (0.11) - Proved Reserves in India (million M3*) Proved Developed Reserves in India (million M3*) 2020-21 2019-20 2020-21 2019-20 58,526 1 (788) 57,739 55,239 4,274 (987) 58,526 9,225 15,840 (788) 24,277 9,961 251 (987) 9,225 *1 cubic meter (M3) = 35.315 cubic feet, 1 cubic feet = 1000 BTU and 1 MT = 7.5 bbl The reserve estimates for producing fields are revised based on the performance of producing fields and with respect to discovered fields, the revision are based on the revised geological and reservoir simulation studies. 287 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 34.3 The Government of India (GOI), by its letters dated 2nd May, 2012, 14th November, 2013, 10th July, 2014 and 3rd June, 2016 has disallowed certain costs which the Production Sharing Contract (PSC), relating to Block KGDWN-98/3 entitles the Company to recover. The Company continues to maintain that a Contractor is entitled to recover all of its costs under the terms of the PSC and there are no provisions that entitle the GOI to disallow the recovery of any Contract Cost as defined in the PSC. The Company has already referred the issue to arbitration and communicated the same to GOI for resolution of disputes. The demand from the GOI of $ 165 million (` 1,206 crore) being the Company’s share [total demand $ 247 million; (` 1,805 crore)] towards additional Profit Petroleum has been considered as contingent liability. In supersession of Ministry’s Gazette Notification No. 22011/3/2012-ONG.D.V. dated 10th January, 2014, the GOI notified the New Domestic Natural Gas Pricing Guidelines 2014, the GOI has directed the Company to instruct customers to deposit differential revenue on gas sales from D1D3 field on account of the prices determined under the above guidelines converted to NCV basis and the prevailing price prior to 1st November 2014 ($ 4.205 per MMBTU) to be credited to the Gas Pool Account maintained by GAIL (India) Limited. The amount so deposited by customer in Gas pool Account is ` 295 crore (net) as at 31st March, 2021 is disclosed under Other Non-Current Assets (Refer Note 4). Revenue has been recognised at the GOI notified prices in respect of gas quantities sold from D1D3 field from 1st November, 2014. This amount in the Gas Pool Account has also been challenged under this arbitration and is pending adjudication. The seventh procedural hearing was held in December 2020. Next date of hearing is awaited. 34.4 (a) The Government of India (GOI) sent a notice to the KG D6 Contractor on 4th November, 2016 asking the Contractor to deposit approximately USD 1.55 billion on account of alleged gas migration from ONGC’s blocks. RIL, as Operator, for and on behalf of all constituents of the Contractor, initiated arbitration proceedings against the GOI. The Arbitral Tribunal vide its Final Award dated 24th July, 2018 upheld Contractor’s claims. GOI filed an Appeal on 15th November, 2018 before the Hon’ble Delhi High Court, under Section 34 of the Arbitration Act, against the Final Award of the Arbitral Tribunal and the Appeal is currently pending adjudication before the Hon’ble Delhi High Court. The matter is listed for hearing on 20th July,2021. (c) (b) An arbitration was initiated by BG Exploration and Production India Limited and the Company (together the Claimants) against the Government of India (GOI) on 16th December, 2010 under the PSCs for Panna – Mukta and Tapti blocks due to difference in interpretation of certain PSC provisions between Claimants and GOI. The Arbitral Tribunal by majority issued a final partial award (‘2016 FPA’), and separately, two dissenting opinions in the matter on 12th October, 2016. Claimants challenged certain parts of the 2016 FPA before the English Courts, 288 which delivered its judgement on 16th April, 2018 and remitted one of the challenged issues back to the Arbitral Tribunal for reconsideration. The Arbitral Tribunal decided in favour of the Claimants in large part vide its final partial award dated 1st October, 2018 (‘2018 FPA’). GOI and Claimants filed an appeal before the English Commercial Court against this 2018 FPA. The English Commercial Court rejected GOI’s challenges to 2018 Final Partial Award and upheld Claimants’ challenge that Arbitration Tribunal had jurisdiction over the limited issue and remitted the issue back to the Arbitration Tribunal. Tribunal gave favourable award on 29th January, 2021 (‘EPOD Agreements Case Award’). Both the parties filed Clarification Applications before the Tribunal. On 9 April 2021, Tribunal issued its decision on the Clarification Applications of both the parties. It granted the minor correction requested by the Claimants and has rejected all of the GOI’s clarification requests. GOI has challenged the EPOD Agreements Case Award before the English High Court. Claimants have filed an application before the Arbitral Tribunal seeking increase in the PSC Cost Recovery Limit (CRL) and the same is pending. The Cost Recovery Limit arbitration hearings are scheduled during various hearing tranches in 2021. 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. GOI has also filed an execution petition before the Hon’ble Delhi High Court under Sections 47 and 49 of the Arbitration and Conciliation Act, 1996 and Section 151 of the Civil Procedure Code, 1908 seeking enforcement and execution of the 2016 FPA. The Claimants contend that GOI’s Execution Petition is not maintainable. GOI’s Execution Petition is currently sub judice. Claimants have also filed Application for Recall/ Modification, challenging the Orders of Delhi High Court wherein Directors were directed to file Affidavits of Assets. The matter is listed on 13th July, 2021 for hearing. NTPC had filed a suit for specific performance of a contract for supply of natural gas by the Company before the Hon’ble Bombay High Court. The main issue in dispute is whether a valid, concluded and binding contract exists between the parties for supply of Natural Gas of 132 Trillion BTU annually for a period of 17 years. The matter is presently sub judice and the Company is of the view that NTPC’s claim lacks merit and no binding contract for supply of gas was executed between NTPC and the Company. Considering the complexity of above issues, the Company is of the view that any attempt for quantification of possible exposure to the Company will have an effect of prejudicing Company’s legal position in the ongoing arbitration/litigations. Moreover, the Company considers above demand/disputes as remote. 34.5 Exploration for and Evaluation of Oil and Gas Resources The following financial information represents the amounts included in Intangible Assets under Development relating to activity associated with the exploration for and evaluation of oil and gas resources. Particulars Exploration & Evaluation (E&E) Cost Exploration Expenditure written off Exploration Cost for the Year 35. Contingent Liabilities and Commitments (I) Contingent Liabilities (A) Claims against the Company / disputed liabilities not acknowledged as debts * (i) (ii) In respect of Joint Ventures In respect of Others (B) Guarantees (i) Guarantees to Banks and Financial Institutions against credit facilities extended to third parties and other Guarantees – In respect of Others (ii) Performance Guarantees In respect of Others (iii) – Outstanding Guarantees furnished to Banks and Financial Institutions including in respect of Letters of Credits – – In respect of Joint Ventures In respect of Others (II) Commitments (A) Estimated amount of contracts remaining to be executed on capital account and not provided for: (i) (ii) In respect of Joint Ventures In respect of Others (B) Uncalled liability on shares and other investments partly paid (C) Other Commitments (i) Other Commitments - Investments (` in crore) As at 31st March, 2021 As at 31st March, 2020 1 1 4 4 2020-21 (` in crore) 2019-20 2,066 2,202 7,177 1,939 1,391 3,501 6,244 689 - 712 1,838 1,325 18,312 1,986 1,391 6,625 10,058 1,594 2,350 445 * The Company has been advised that the demand is likely to be either deleted or substantially reduced and accordingly no provision is considered necessary. (III) On December 16, 2010, the Securities and Exchange Board of India (SEBI) issued a show cause notice (“SCN” ) inter alia to the Company (RIL) in connection with the trades by RIL in the stock exchanges in 2007 in the shares of Reliance Petroleum Limited, then a subsidiary of RIL. Hearings were held before the Whole Time Member (“WTM”) of SEBI in respect of the SCN. By an order dated March 24, 2017, the WTM passed the directions: (i) prohibiting inter alia RIL from dealing in equity derivatives in the ‘Futures & Options’ segment of stock exchanges, directly or indirectly, for a period of one year from the date of the order; and (ii) to RIL to disgorge an amount of ` 447.27 crore along with interest at the rate of 12% per annum from November 29, 2007 till the date of payment. In May 2017, RIL and the other noticees filed an appeal before the Securities Appellate Tribunal (“SAT”) against this order. SAT, by a majority order (2:1), dismissed the appeal on November 5, 2020 and directed RIL to pay the disgorged amount within sixty days from the date of the order. The appeal of RIL and other noticees has been admitted by the Hon’ble Supreme Court of India. By its order dated December 17, 2020, the Hon’ble Supreme Court of India directed RIL to deposit ` 250 crore in the Investors’ Protection Fund, subject to the final result of the appeal and stayed the recovery of the balance, inclusive of interest, pending the appeal. RIL has complied with the order dated December 17, 2020 of the Hon’ble Supreme Court of India. In the very same matter, on November 21, 2017, SEBI issued show cause notice, inter alia, to RIL, asking RIL to show cause as to why inquiry should not be held in terms of SEBI (Procedure for Holding Inquiry and Imposing Penalties by Adjudicating Officer) Rules, 1995 and penalty not be imposed under the provisions of the Securities and Exchange Board of India Act, 1992. The Adjudicating Officer of SEBI passed an order on January 1, 2021 imposing a penalty of ` 25 crore on RIL. RIL has paid the penalty under protest and has filed an appeal before the SAT against this order. 289 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 36. Capital Management A.1 Reconciliation of fair value measurement of the investment categorised at level 3: The Company adheres to a disciplined Capital Management framework in order to maintain a strong balance sheet. The main objectives are as follows: a) b) c) d) Maintain AAA rating domestically and investment grade rating internationally. Manage foreign exchange, interest rates and commodity price risk, and minimise the impact of market volatility on earnings. Diversify sources of financing and spread the maturity across tenure buckets in order to manage liquidity risk. Leverage optimally in order to maximise shareholder returns. The Net Gearing Ratio at end of the reporting period was as follows: Gross Debt Cash and Marketable Securities Net debt (A) Total Equity (As per Balance Sheet) (B) Net Gearing (A/B) (` in crore) As at 31st March, 2021 As at 31st March, 2020 2,21,698 1,82,225 39,473 4,74,483 0.08 2,98,599 1,45,577 1,53,022 3,91,215 0.39 Cash & Marketable Securities include cash and equivalents of ` 5,573 crore (Previous year ` 8,485 crore), current investments of ` 94,665 crore (Previous Year ` 70,030 crore), other marketable securities of ` 42,144 crore (Previous year ` 67,062 crore) including investments in Jio Digital Fibre Private Limited and Summit Digitel Infrastructure Private Limited (Formerly Reliance Jio Infratel Private Limited), Share Call money receivable on rights issue ` 39,843 crore (Previous year ` Nil). 37. Financial Instruments A. Fair Value Measurement Hierarchy Particulars Opening Balance Addition during the year Sale/Reduction during the year Total Gain/(Loss) Closing Balance Line item in which gain/(loss) recognised As at 31st March, 2021 As at 31st March, 2020 At FVTPL At FVTOCI At FVTPL At FVTOCI (` in crore) 965 - 715 - 250 77,910 84 - 278 78,272 Other Comprehensive Income- Items that will not be reclassified to Profit or Loss 11,728 715 11,478 - 965 77,791 114 - 5 77,910 Other Comprehensive Income-Items that will not be reclassified to Profit or Loss A.2 Sensitivity of level 3 financial instrument’s fair value to changes in significant unobservable inputs used in their fair valuation: Particulars Valuation Technique Significant Unobservable Input Change in % Investment in OCPS (FVTOCI) Discounting Cash Flow Discounting rate - 13.12% +0.10% (Previous Year 12.30%) -0.10% (` in crore) Sensitivity of the fair value to change in input 31st March 2021 31st March 2020 (1,436) 1,463 (1,543) 1,571 (` in crore) A.3 The below table summarises the fair value of borrowings which are carried at amortised cost: As at 31st March, 2021 As at 31st March, 2020 Carrying Amount Level of input used in Level 1 Level 2 Level 3 Carrying Amount Level of input used in Level 1 Level 2 Level 3 Particulars Non–current borrowings (including current maturities) (` in crore) As at 31st March 2021 As at 31st March 2020 1,11,025 82,180 3,796 1,03,741 1,33,486 5,104 Level Level 1 Level 2 Level 3 38,222 4,159 5,573 66,691 57,308 - - - - - - - - - - - - - - - 40,189 7,483 8,485 59,376 6,182 - - - - - - - - - - - - - - - 31,810 27,235 2,245 - 4,325 2,245 250 - 30,059 9,933 3,359 - 25,735 9,933 965 - For current borrowings, the carrying amounts approximates fair value due to the short maturity of these instruments. The financial instruments are categorised into three levels based on the inputs used to arrive at fair value measurements as described below: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2: Inputs other than the quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and Level 3: Inputs based on unobservable market data. Particulars Financial Assets At Amortised Cost Investments * Trade Receivables Cash and Cash Equivalents Loans Other Financial Assets At FVTPL Investments Other Financial Assets At FVTOCI Investments 1,45,484 64,944 2,268 78,272 1,45,852 66,455 1,487 77,910 Valuation Methodology Other Financial Assets 7 - 7 - - - Financial Liabilities At Amortised Cost Borrowings Trade Payables Other Financial Liabilities At FVTPL 2,21,698 86,999 33,775 Other Financial Liabilities 3,463 At FVTOCI Other Financial Liabilities - - - - - - - - - 3,463 - - - - - - 2,98,599 71,048 85,246 5,316 562 - - - - - - - - - 5,316 562 - - - - - - * Exclude Group Company investments ` 1,31,769 crore (Previous Year ` 2,75,723 crore) measured at cost (Refer Note 2.1). All financial instruments are initially recognised and subsequently re-measured at fair value as described below: a) b) c) The fair value of investment in quoted Equity Shares, Bonds, Government Securities, Treasury Bills, Certificate of Deposit and Mutual Funds is measured at quoted price or NAV. The fair value of Interest Rate Swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. The fair value of Forward Foreign Exchange contracts and Currency Swaps is determined using observable forward exchange rates and yield curves at the balance sheet date. d) The fair value of over-the-counter Foreign Currency Option contracts is determined using the Black Scholes valuation model. e) f) g) h) Commodity derivative contracts are valued using available information in markets and quotations from exchange, brokers and price index developers. The fair value for level 3 instruments is valued using inputs based on information about market participants assumptions and other data that are available. The fair value of the remaining financial instruments is determined using discounted cash flow analysis. All foreign currency denominated assets and liabilities are translated using exchange rate at reporting date. 290 291 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited B. Financial Risk Management The Company’s activities expose it to variety of financial risks: market risk, credit risk, interest rate risk and liquidity risk. Within the boundaries of approved Risk Management Policy framework The Company uses derivative instruments to manage the volatility of financial markets and minimise the adverse impact on its financial performance. i) Market Risk Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk. a) Foreign Currency Risk Foreign currency risk is the risk that the Fair Value or Future Cash Flows of an exposure will fluctuate because of changes in foreign currency rates. Exposures can arise on account of the various assets and liabilities which are denominated in currencies other than Indian Rupee. The following table shows foreign currency exposures in US Dollar, Euro and Japanese Yen on financial instruments at the end of the reporting period. The exposure to all other foreign currencies are not material. Particulars Borrowings Trade and Other Payables Trade and Other Receivables Derivatives - - - Forwards & Futures Currency Swap Options Exposure Foreign Currency Exposure (` in crore) As at 31st March, 2021 As at 31st March, 2020 USD EUR JPY USD EUR JPY 96,823 81,227 (3,692) 12,634 11,555 1,61,532 18,820 10,717 2,528 (110) - 77,663 855 (13) (11,499) (1,738) 17 (7) (55,461) (13,970) (11,528) (52,219) (16,558) (10,704) 2,655 (19,347) 1,02,205 - (472) 610 - 727 (3,712) (3,620) 741 1,68,145 - (1,929) (550) - - 23 Sensitivity analysis of 1% change in exchange rate at the end of reporting period net of hedges * Particulars 1% Depreciation in INR Impact on Equity Impact on P&L Total 1% Appreciation in INR Impact on Equity Impact on P&L Total Foreign Currency Sensitivity (` in crore) As at 31st March, 2021 As at 31st March, 2020 USD EUR JPY USD EUR JPY (260) (240) (500) 260 240 500 (11) 11 - 11 (11) - (28) 28 - 28 (28) - (601) (75) (676) 601 75 676 (3) (11) (14) 3 11 14 - - - - - - * Includes natural hedges arising from foreign currency denominated earnings, for which hedge accounting may be implemented. b) Interest Rate Risk The Company is also exposed to interest rate risk, changes in interest rates will affect future cash flows or the fair values of its financial instruments, principally debt. The Company issues debt in a variety of currencies based on market opportunities and it uses derivatives to hedge interest rate exposures. The exposure of the Company’s borrowings and derivatives to interest rate changes at the end of the reporting period are as follows: Particulars Interest Rate Exposure Borrowings Non–Current - Floating (includes Current Maturities) * Non–Current - Fixed (includes Current Maturities) * Current # Total Derivatives Foreign Currency Interest Rate Swaps - - Rupees Interest Rate Swaps - Receive Fix Pay Fix - Currency Swaps - - Bond Future – Short INR to USD Swap ^ USD to INR Swap ^^ Receive Fix Pay Fix * Include ` 793 crore (Previous Year ` 1,901 crore) as Prepaid Finance Charges. # Include ` 149 crore (Previous Year ` 515 crore) as Commercial Paper Discount. ^ Receive fix in INR and pay floating in USD. ^^ Pay fix in INR and receive floating in USD. Sensitivity analysis of 1% change in Interest rate Interest rate Sensitivity (` in crore) As at 31st March, 2021 As at 31st March, 2020 88,618 1,00,721 33,301 2,22,640 1,30,929 1,09,672 60,414 3,01,015 2,924 29,606 7,975 11,475 2,655 - - - 51,452 3,925 6,125 2,608 6,320 400 (` in crore) Particulars Impact on Equity Impact on P&L Total Impact As at 31st March, 2021 As at 31st March, 2020 Up Move Down Move Up Move Down Move (123) (665) (788) 123 665 788 (54) (526) (580) 54 526 580 ii) Commodity Price Risk Commodity price risk arises due to fluctuation in prices of crude oil, other feed stock and products. The Company has a risk management framework aimed at prudently managing the risk arising from the volatility in commodity prices and freight costs. The Company’s commodity risk is managed centrally through well-established trading operations and control processes. In accordance with the risk management policy, the Company enters into various transactions using derivatives and uses over-the-counter as well as Exchange Traded Futures, Options and Swap contracts to hedge its commodity and freight exposure. iii) Credit Risk Credit risk is the risk that a customer or counterparty to a financial instrument fails to perform or pay the amounts due causing financial loss to the Company. Credit risk arises from company’s activities in investments, dealing in derivatives and receivables from customers. The Company ensure that sales of products are made to customers with appropriate creditworthiness. Investment and other market exposures are managed against counterparty exposure limits. Credit information is regularly shared between businesses and finance function, with a framework in place to quickly identify and respond to cases of credit deterioration. The Company has a prudent and conservative process for managing its credit risk arising in the course of its business activities. Credit risk is actively managed through Letters of Credit, Bank Guarantees, Parent Company Guarantees, advance payments and factoring & forfaiting without recourse to the Company to avoid concentration of risk. The Company restricts its fixed income investments to liquid securities carrying high credit rating. 292 293 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited iv) Liquidity Risk C. Reclassification Liquidity risk arises from the Company’s inability to meet its cash flow commitments on the due date. The Company maintains sufficient stock of cash, marketable securities and committed credit facilities. The Company accesses global and local financial markets to meet its liquidity requirements. It uses a range of products and a mix of currencies to ensure efficient funding from across well-diversified markets and investor pools. Treasury monitors rolling forecasts of the Company’s cash flow position and ensures that the Company is able to meet its financial obligation at all times including contingencies. The Company’s liquidity is managed centrally with operating units forecasting their cash and liquidity requirements. Treasury pools the cash surpluses from across the different operating units and then arranges to either fund the net deficit or invest the net surplus in a range of short-dated, secure and liquid instruments including short-term bank deposits, money market funds, reverse repos and similar instruments. The portfolio of these investments is diversified to avoid concentration risk in any one instrument or counterparty. Particulars ^ Borrowings Non-Current * Current #$ Total Lease Liabilities (Gross) Derivative Liabilities Forwards Options Interest Rate Swaps Total Maturity Profile as at 31st March, 2021 Below 3 Months 3-6 Months 6-12 Months 1-3 Years 3-5 Years Above 5 Years Total (` in crore) 3,048 30,638 33,686 88 4,606 2,663 7,269 88 20,447 65,641 61,593 34,004 1,89,339 - - - - 33,301 20,447 65,641 61,593 34,004 2,22,640 175 587 552 4,853 6,343 1,476 349 178 10 - 1 1,664 350 176 33 22 231 1,097 - 45 1,142 - - 76 76 - - - - 3,098 211 154 3,463 ^ Does not include Trade Payables (Current) ` 86,999 crore. * Include ` 793 crore as Prepaid Financial Charges. # Include ` 149 crore as Commercial Paper Discount. $ Interest rate on current borrowings ranges from 3.4% to 8.6%. Maturity Profile as at 31st March, 2020 Below 3 Months 3-6 Months 6-12 Months 1-3 Years 3-5 Years Above 5 Years Total (` in crore) 16,602 3,094 17,709 9,823 71,031 67,580 57,357 2,40,601 - - - 60,414 19,696 27,532 71,031 67,580 57,357 3,01,015 122 - 240 1 363 119 - 415 342 876 75 - - 47 122 - - - 122 122 - - - - - 3,795 31 975 515 5,316 Particulars ^ Borrowings Non-Current * Current # Total Lease Liabilities (Gross) Derivative Liabilities Forwards Options Currency Swaps Interest Rate Swaps Total 10,322 47,497 57,819 87 3,479 31 320 3 3,833 ^ Does not include Trade Payables (Current) ` 71,048 crore. * Include ` 1,901 crore as Prepaid Financial Charges. # Include ` 515 crore of Commercial Paper Discount. The Company has reclassified certain non-derivative financial assets on 1st day of July 2018 from Fair Value through Profit and Loss (FVTPL) to Financial Assets at Fair Value through Other Comprehensive Income (FVTOCI) on account of its business model change. Cost and Fair value of reclassified assets as on reporting date is ` 5,910 crore (Previous Year ` 10,301 crore) and ` 7,383 crore (Previous Year ` 12,112 crore) respectively. Effective interest rate is 6.75% up to 30th September, 2020 & 5.25% from 1st October, 2020 per annum. Interest revenue recognised during the year ` 416 crore (Previous Year ` 814 crore). Change in fair value gain /(loss) of ` 29 crore (Previous Year ` 225 crore) that would have been recognised in Statement of Profit and Loss during the reporting period if the financial assets had not been reclassified. Refer Note 2 and 6. D. Hedge Accounting The Company’s business objective includes safe-guarding its earnings against adverse price movements of crude oil and other feedstock, refined products, freight costs as well as foreign exchange and interest rates. The Company has adopted a structured risk management policy to hedge all these risks within an acceptable risk limit and an approved hedge accounting framework which allows for Fair Value and Cash Flow hedges. Hedging instruments include exchange traded futures and options, over-the-counter swaps, forwards and options as well as non-derivative instruments to achieve this objective. There is an economic relationship between the hedged items and the hedging instruments. The Company has established a hedge ratio of 1:1 for the hedging relationships. To test the hedge effectiveness, the Company uses the hypothetical derivative method and Dollar offset method. The hedge ineffectiveness can arise from: - Differences in the timing of the cash flows. - Different indexes (and accordingly different curves). - The counterparties’ credit risk differently impacting the fair value movements. The table below shows the position of hedging instruments and hedged items as on the balance sheet date: Disclosure of effect of Hedge Accounting: A. Fair Value Hedge Hedging Instruments Nominal Value Quantity (Kbbl) Carrying Amount Assets Liabilities Changes in Fair Value (` in crore) Hedge Maturity Line Item in Balance Sheet Particulars As on 31st March, 2021 Foreign Currency Risk Derivative Contracts 2,557 - - 86 (72) April 2021 to May 2021 Other Financial Liabilities April 2021 to December 2023 Other Financial Assets / Liabilities As at 31st March, 2020 Foreign Currency Risk Foreign Currency Risk Component-Forwards Commodity Price Risk - - - - - - - Derivative Contracts 38,468 5,65,932 5,708 3,214 1,213 April 2020 to December 2023 Other Financial Assets / Liabilities 87 165 592 552 5,129 6,612 Commodity Price Risk Derivative Contracts 30,478 3,85,566 1,524 597 20 294 295 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Hedged Items Particulars As at 31st March, 2021 Foreign Currency Risk Import Firm Commitments Commodity Price Risk Carrying Amount Assets Liabilities Changes in Fair Value (` in crore) Line Item in Balance Sheet 86 - 72 Other Financial Assets Firm Commitments for purchase of feedstock and freight Firm Commitments for sale of products Inventories - - 2,136 306 (656) Other Current Assets / Liabilities 1,218 - (446) 1,082 Other Current Assets Inventories Hedged Items Particulars As at 31st March, 2021 Foreign Currency Risk Nominal Value Changes in Fair Value Hedge Reserve (` in crore) Line Item in Balance Sheet Highly Probable Forecasted Exports 7,218 (256) (3,059) Interest Rate Risk Borrowings As at 31st March, 2020 Foreign Currency Risk Highly Probable Forecasted Exports Interest Rate Risk 33,590 (141) (97) 67,184 5,165 (5,165) Borrowings 49,931 405 (718) Other Equity Other Equity Other Equity Other Equity (` in crore) As at 31st March, 2020 Foreign Currency Risk Import Firm Commitments Commodity Price Risk Firm Commitments for purchase of feedstock and freight Firm Commitments for sale of products Inventories B. Cash Flow Hedge Hedging Instruments Particulars As at 31st March, 2021 Foreign Currency Risk Foreign Currency Risk Component – Trade Payables Foreign Currency Risk Component – Borrowings Interest Rate Risk Interest Rate Swaps As at 31st March, 2020 Foreign Currency Risk Foreign Currency Risk Component – Trade Payables Foreign Currency Risk Component – Borrowings Interest Rate Risk Interest Rate Swaps 296 - - - C. Movement in Cash Flow Hedge 3,214 116 3,069 Other Current Assets / Liabilities - 3,141 6,706 - (3,134) (1,148) Other Current Assets Inventories Nominal Value Carrying Amount Assets Liabilities Changes in Fair Value Hedge Maturity (` in crore) Line Item in Balance Sheet - 7,218 - - - - - - 7,311 256 June 2022 Non–Current Liabilities – Financial Liabilities – Borrowings 33,590 82 - 141 April 2021 to March 2025 Other Financial Assets 48,694 18,491 - - 52,966 (4,272) 19,384 (893) April 2020 to December 2021 April 2020 to September 2022 Trade Payables Non–Current Liabilities-Financial Liabilities-Borrowings 49,931 405 (405) March 2021 to March 2025 Other Financial Liabilities Sr. No. Particulars 1 2 3 4 At the beginning of the year Gain/ (loss) recognised in other comprehensive income during the year. Amount reclassified to Profit and Loss during the year At the end of the year 2020-21 2019-20 Line Item in Balance Sheet/ Statement of Profit and Loss (5,883) 12 914 (6,264) Items that will be reclassified to Profit & Loss 1,813 369 Value of Sale (3,156) (5,883) Other Comprehensive Income 38. As per Ind AS 108– “Operating Segment”, segment information has been provided under the Notes to Consolidated Financial Statements. 39. Details of Loans given, Investments made and guarantee given covered U/S 186 (4) of the Companies Act, 2013. Loans given and Investments made are given under the respective heads. Corporate Guarantees given by the Company in respect of loans as at 31st March, 2021 : Sr. No. Particulars 1 2 3 4 5 6 Reliance Global Energy Services Limited Reliance Industries (Middle East) DMCC Reliance Sibur Elastomers Private Limited Summit Digitel Infrastructure Private Limited (Formerly Reliance Jio Infratel Private Limited) Jio Digital Fibre Private limited RIL USA, Inc. All the above Corporate Guarantees have been given for business purpose. 40. Details of Research and Development Expenditure Sr. No. Particulars a) Capital b) Revenue Total (` in crore) As at 31st March, 2021 As at 31st March, 2020 7 1,199 2,418 - - 640 7 1,372 2,497 9,094 3,260 662 (` in crore) 2020-21 2019-20 1,412 1,160 2,572 1,244 1,294 2,538 297 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 41. Significant Arrangements during the Year 42. Events after the Reporting Period The Board of Directors have recommended dividend of ` 7 per fully paid up equity share of ` 10/- each for the financial year 2020-21. Pro-rata dividend shall be paid in proportion to the paid-up value of the partly paid shares. 43. The figures for the corresponding previous year have been regrouped / reclassified wherever necessary, to make them comparable. 44. Approval of Financial Statements The financial statements were approved for issue by the Board of Directors on April 30, 2021. As per our Report of even date For and on behalf of the Board For D T S & Associates LLP Chartered Accountants (Registration No. 142412W/ W100595) For S R B C & CO LLP Chartered Accountants (Registration No. 324982E/E300003) T P Ostwal Partner Membership No. 030848 Vikas Kumar Pansari Partner Membership No. 093649 Date: April 30, 2021 Alok Agarwal Chief Financial Officer Srikanth Venkatachari Joint Chief Financial Officer K. Sethuraman Company Secretary Savithri Parekh Joint Company Secretary M.D. Ambani Chairman and Managing Director N.R. Meswani H.R. Meswani P.M.S. Prasad P.K. Kapil Nita M. Ambani Y.P. Trivedi Prof. Dipak C. Jain Dr. R.A. Mashelkar Adil Zainulbhai Raminder Singh Gujral Dr. Shumeet Banerji Arundhati Bhattacharya K.V. Chowdary Executive Directors Non-Executive Directors 41.1 Scheme of Amalgamation of Reliance Holding USA Inc., Reliance Energy Generation and Distribution Limited with the Company Pursuant to the Composite Scheme of Amalgamation and Plan of Merger (the Scheme) approved by the Hon’ble National Company Law Tribunal (NCLT), Mumbai bench, vide order dated July 27, 2020, Reliance Holding USA Inc. (RHUSA) has merged with Reliance Energy Generation and Distribution Limited (REGDL) and REGDL has merged with the Company. REGDL is mainly engaged in the business of Wholesale Trading of Goods and Investment in shares & securities. RHUSA is engaged in the business of exploration and production of natural resources, primarily oil and gas from mineral properties, commercialisation of gasoline & blended gasoline products and related businesses through its investments. The Company also has investments in other businesses, including domain names and biotechnology. This being a common control business combination, the financial information of the wholly owned subsidiaries are included in the financial statement of the Company and has been restated for comparative purpose from the appointed date, which is the date as prescribed in the Scheme approved by the NCLT and is as per MCA General Circular dated August 21, 2019, overriding the requirements of Appendix C of Ind AS 103, based on the accepted accounting practice. 41.2 Following initial agreements with BP Global Investments Limited (BP) in December 2019, the Company transferred its Petro Retail Marketing business to Reliance BP Mobility Limited (RBML). BP has acquired 49% equity stake in RBML by way of (i) subscribing to 7.42% equity shares of RBML and (ii) balance by purchase of 41.58% of equity shares in RBML from the Company for an aggregate consideration of ` 7,629 crore. 41.3 The Company along with JM Financial Asset Reconstruction Company Limited (acting in its capacity as a Trustee of ‘JMFARC- March 2018 – Trust’- (JMFARC) acquired, in accordance with the approved- Resolution plan, joint control over Alok Industries Limited and their shareholding in Alok Industries Limited is 40.01% and 34.99% respectively aggregating to 75%. 41.4 Pursuant to the Scheme of Arrangement, between Reliance Gas Pipelines Limited (RGPL) and Reliance Ethane Pipeline Limited (REPL) (both being the subsidiaries of the Company), approved by the National Company Law Tribunal (NCLT), Mumbai on June 10, 2020 and by the NCLT, Ahmedabad on July 1, 2020, the downstream business undertaking of RGPL has been demerged into REPL with effect from the appointed date i.e. October 1, 2019. The scheme is effective from July 1, 2020 and accordingly, the Company, being the shareholder of RGPL has received equity shares of REPL, subsequent to which it has reallocated its cost of investments in RGPL and REPL. 41.5 Scheme of arrangement between the Company and Reliance O2C Limited (wholly–owned subsidiary) The Board of Directors of the Company has approved a Scheme of Arrangement between (i) Reliance Industries Limited (the Company) and its shareholders & creditors; and (ii) Reliance O2C Limited (the Wholly owned subsidiary) and its shareholders & creditors (the Scheme), which inter alia provides for transfer of O2C undertaking of the Company to the Wholly owned subsidiary as a going concern on a slump sale basis on terms and conditions as detailed in the Scheme. The Scheme has been approved by the Shareholders and Creditors of the Company and is subject to approvals under applicable laws including approval of the National Company Law Tribunal. 298 299 Notes to the Standalone Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21StandaloneNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Independent Auditors’ Report To the Members of Reliance Industries Limited Report on the Audit of the Consolidated Financial Statements Opinion We have audited the accompanying Consolidated Financial Statements of Reliance Industries Limited which includes joint operations (hereinafter referred to as “the Holding Company”), its subsidiaries (the Holding Company and its subsidiaries together referred to as “the Group”) its associates and joint ventures comprising of the consolidated Balance sheet as at March 31, 2021, the consolidated Statement of Profit and Loss, including other comprehensive income, the consolidated Cash Flow Statement and the consolidated Statement of Changes in Equity for the year then ended, and notes to the Consolidated Financial Statements, including a summary of significant accounting policies and other explanatory information (hereinafter referred to as “the Consolidated Financial Statements”). In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of reports of other auditors on separate financial statements and on the other financial information of the subsidiaries, associates and joint ventures, the aforesaid Consolidated Financial Statements give the information required by the Companies Act, 2013, as amended (“the Act”) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the consolidated state of affairs of the Group, its associates and joint ventures as at March 31, 2021, their consolidated profit including other comprehensive income, their consolidated cash flows and the consolidated statement of changes in equity for the year ended on that date. Basis for Opinion We conducted our audit of the Consolidated Financial Statements in accordance with the Standards on Auditing (SAs), as specified under Section 143(10) of the Act. Our responsibilities under those Standards are further described in the ‘Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements’ section of our report. We are independent of the Group, its associates and joint ventures in accordance with the ‘Code of Ethics’ issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Consolidated Financial Statements. Key Audit Matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Consolidated Financial Statements for the financial year ended March 31, 2021. These matters were addressed in the context of our audit of the Consolidated Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context. We have determined the matters described below to be the key audit matters to be communicated in our report. We have fulfilled the responsibilities described in the Auditors’ responsibilities for the audit of the Consolidated Financial Statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the Consolidated Financial Statements. The results of audit procedures performed by us and by other auditors of components not audited by us, as reported by them in their audit reports furnished to us by the management, including those procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying Consolidated Financial Statements. Key audit matters How our audit addressed the key audit matter A. Capitalisation and useful life of property, plant and equipment During the year ended March 31, 2021, the Holding Company (a) has incurred capital expenditure on various projects included in capital work in progress and intangible assets under development. Further, items of property, plant and equipment that are ready for its intended use as determined by the management have been capitalized in the current year. Judgment is involved to determine that the aforesaid capitalization meet the recognition requirement under Ind AS specifically in relation to determination of whether the criteria for intended use of the management has been met. (a) Further, in the current year, the Holding Company has reassessed the useful life of its plant and machinery in the refinery from 25-35 years to 50 years. Assessment of useful life of plant and machinery involves management judgment, technical assessment, consideration of historical experiences, anticipated technological changes, etc. Accordingly, the above has been determined as a key audit matter. Our audit procedures included and were not limited to the following: • Examined the management assessment of the assumptions considered in estimation of useful life. • Examined the useful economic lives with reference to the Company’s historical experience and technical evaluation by third party specialist appointed by management. • Assessed the objectivity and competence of the Company’s external specialists involved in the process. • Assessed the nature of the additions made to property, plant and equipment, intangible assets, capital work- in-progress and intangible asset under development on a test check basis to test whether they meet the recognition criteria as set out in para 16 to 22 of Ind AS 16 – Property, Plant and Equipment, including intended use of management. • Assessed the impact recognized on account of the change in the useful life and disclosure made in the consolidated financial statements. 300 Key audit matters How our audit addressed the key audit matter (b) The auditors of Reliance Jio Infocomm Limited (‘RJIL’), a subsidiary of the Holding Company, have reported a key audit matter on amortisation/depreciation of spectrum costs and related tangible assets as it is a material item on the balance sheet of the subsidiary in value terms. Spectrum costs and the related tangible assets are amortised/depreciated to appropriately reflect the expected pattern of consumption of expected future economic benefits from continued use of the said assets. (Refer Note B.3 (c) and B.3 (e) of the consolidated financial statements). Determination of rate of amortisation/ depreciation in order to ensure compliance with the applicable Accounting Standards involve significant estimates and judgement and use of technology. Accordingly, it has been considered as a key audit matter. (c) The auditors of Jio Platform Limited (‘JPL’), a subsidiary of the Holding Company have reported capitalization under Intangible Assets under Development as key audit matter as significant judgement is involved in identification of expenses that are directly attributable and reasonably allocable to development of intangible assets and timing of capitalization. Accordingly, it has been considered as a key audit matter. (b) In respect of the key audit matter reported by the auditors of RJIL, we performed inquiry of the audit procedures performed by them to address the key audit matter. As reported by the subsidiary auditor, the following procedures have been performed by them: - • • Testing controls over determination of expected economic benefits from the use of relevant assets and monitoring actual consumption thereof to true-up the expected pattern of consumption during an accounting period; Involved internal telecom and information technology specialists to validate the expected pattern of consumption of the economic benefits emanating from the use of the relevant assets and the IT environment over the relevant application systems used in monitoring of actual consumption thereof; • Substantive testing procedures including, verifying the mathematical accuracy of computation of amortisation/ depreciation charge for the year. (c) In respect of the key audit matter reported to us by the auditors of JPL, we performed inquiry of the audit procedures performed by them to address the key audit matter. As reported to us by the subsidiary auditor, the following procedures have been performed by them: • Obtained understanding and evaluated the design and operating effectiveness of controls over identification of such costs and criterion for capitalisation of such intangible asset in compliance with Ind AS 38. • For the samples selected, verified the appropriateness of expenses capitalised. • Tested the source documentation to determine whether the expenditure is of capital nature and has been appropriately approved and segregated into appropriate categories. Reviewed operating expenses to determine appropriateness of accounting and criterion for capitalisation determined by the management including monitoring thereof for timing of capitalization. • Reviewed the reasonableness of management’s assessment of the ability of intangible asset to generate future economic benefits with respect to expenses capitalised during the period. B. Estimation of oil reserves, decommissioning liabilities, depletion charges and impairment evaluation of development rights Refer to Note 32.2 on proved reserves and production on product and geographical basis, Note C(A) on estimation of Oil and Gas reserves, Note B.3(t) on Accounting for Oil and Gas activity, Note C(B) on Decommissioning Liabilities, Note C(C) on Property Plant and Equipment/Intangible Assets and Note B.3(k) on Provisions and Note B.3(j) on impairment of non- financial assets and Note 18 of the consolidated financial statements. around the key drivers of the cash flow forecasts including future oil and gas prices, estimated reserves, discount rates used, etc. by engaging valuation experts. Our work included and were not limited to the following procedures: • Performed walk-through of the estimation process associated • Assessed the valuation methodology, including assumptions with the oil and gas reserves. The determination of the Holding Company’s oil and natural gas reserves requires significant judgements and estimates to be applied. Factors such as the availability of geological and engineering data, reservoir performance data, acquisition and divestment activity, drilling of new wells and commodity prices all impacts the determination of the Holding Company’s estimates of oil and natural gas reserves. Estimates of oil and gas reserves are used to calculate depletion charges for the Holding Company’s oil and gas assets. The impact of changes in estimated proved reserves is dealt with prospectively by amortizing the remaining carrying value of the asset over the expected future production. Oil and natural gas reserves also have a direct impact on the assessment of the recoverability of asset’s carrying values reported in the consolidated financial statements. • Assessed the objectivity and competence of the Holding Company’s specialists involved in the process and valuation specialists engaged by us. • Assessed whether the updated oil and gas reserve estimates were included in the Holding Company’s, accounting for amortization/depletion and disclosures of proved reserves and proved developed reserves in the consolidated financial statements. • Tested the assumption used in determining the decommissioning provisions. Also compared these assumptions with the previous year and enquired for reasons for any variations. • Reviewed the disclosure made by the Holding Company in the financial statements. 301 Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Independent Auditors’ Report Key audit matters How our audit addressed the key audit matter Key audit matters How our audit addressed the key audit matter • In respect of the key audit matter reported by the auditors in the Combined Financial Statements of Shale Gas Entities (USA) of Reliance Industries Limited, we performed inquiry of the audit procedures performed by them to address the key audit matter. As reported by the subsidiary auditor, the following procedures have been performed by them: - o As reported to us by the auditor, they have performed procedures in relation to the approach used; test of controls performed with regard to data input into the system for calculation of oil and gas reserves including the testing of IT controls and information provided by the entity (IPE) on the IT application used for reserve and well data management; audit report issued by external experts appointed by the subsidiary relating to the audit of the key data and assumptions used by the management for estimating the oil and gas reserve and the future net income as at the year-end; competence and objectivity of the external experts; calculation of the depletion charge and future net income using audited oil and gas reserves and reasonableness of the discount rate used by the subsidiary for calculating the future net income for impairment calculation. o As reported to us by the auditor, they have performed procedures in relation to the approach used; test of controls performed with regard to data input into the system for calculation of oil and gas reserves including the testing of IT controls and information provided by the entity (IPE) on the IT application used for reserve and well data management; audit report issued by external experts appointed by the subsidiary relating to the audit of the key data and assumptions used by the management for estimating the oil and gas reserve and the future net income as at the year-end; competence and objectivity of the external experts; calculation of the depletion charge and future net income using audited oil and gas reserves and reasonableness of the discount rate used by the subsidiary for calculating the future net income for impairment calculation. Our audit procedures included and were not limited to the following: • Assessed the management’s position through discussions with the in-house legal expert and external legal opinions obtained by the Holding Company (where considered necessary) on both, the probability of success in the aforesaid cases, and the magnitude of any potential loss. • Discussed with the management on the development in these • litigations during the year ended March 31, 2021. Rolled out of enquiry letters to the Holding Company’s legal counsel and noted the responses received. • Assessed the responses received from Holding Company’s legal counsel by engaging our internal legal experts. • Assessed the objectivity and competence of the Holding Company’s legal counsel involved in the process and legal experts engaged by us. • Reviewed the disclosures made by the Holding Company in the financial statements in this regard. • Obtained representation letter from the management on the assessment of these matters. For the purpose of impairment testing, value in use has been determined by the management by considering estimates such as discount rates, reserves and volumes, future oil and gas natural prices etc, along with other macro-economic, business and financing factors. Further, the recognition and measurement of decommissioning provisions involves use of estimates and assumptions relating to timing of abandonment of well and related facilities which would depend upon the ultimate life of the field, expected utilization of assets by other fields, the scope of abandonment activity and pre- tax rate applied for discounting. Accordingly, the same is considered as a key audit matter. The auditors in the Combined Financial Statements of Shale Gas Entities (USA) of Reliance Industries Limited have also reported a key audit matter on the aforesaid topic. C. Litigation matters The Holding Company has certain significant ongoing legal proceedings for various complex matters with the Government of India and other parties, continuing from earlier years, which are as under: 1. Matters in relation to Oil and Gas: (a) (b) (c) Disallowance of certain costs under the production sharing contract, relating to Block KG-DWN-98/3 and consequent deposit of differential revenue on gas sales from D1D3 field to the gas pool account maintained by Gail (India) Limited (Refer Note 32.3). Claim against the Company in respect of gas said to have migrated from neighboring blocks (KGD6) (Refer Note 32.4(a)). Claims relating to limits of cost recovery, profit sharing and audit and accounting provisions of the public sector corporations etc., arising under two production sharing contracts entered into in 1994 (Refer Note 32.4(b)). (d) Suit for specific performance of a contract for supply of natural gas before the Hon’ble Bombay High Court (Refer Note 32.4(c)). 302 2. (a) Matter relating to trading in shares of Reliance Petroleum Limited (‘RPL’): Special Appellate Tribunal judgement dated November 5, 2020, dismissing Company’s appeal made in relation to order passed by the Securities and Exchange Board of India (‘SEBI’) under section 11B of the SEBI Act, 1992 (Refer Note 33(III)). Due to complexity involved in these litigation matters, management’s judgement regarding recognition and measurement of provisions for these legal proceedings is inherently uncertain and might change over time as the outcomes of the legal cases are determined. Accordingly, it has been considered as a key audit matter. D. Fair Valuation of Investments As at March 31, 2021, the Holding Company has investments of ` 78,234 crore in the Equity and Preference Shares of Jio Digital Fiber Private Limited (‘JDFPL’) and Summit Digitel Infrastructure Private Limited (‘SDIPL’) (Formerly Reliance Jio Infratel Private Limited) which are measured at fair value as per Ind AS 109 read with Ind AS 113. These investments are Level 3 investments as per the fair value hierarchy in Ind AS 113 and accordingly determination of fair value is based on a high degree of judgement and input from data that is not directly observable in the market. Further, the fair value is significantly influenced by the expected pattern of future benefits of the tangible assets of JDFPL (fiber assets) and SDIPL (tower assets). Refer Note 2 and Note 35A in the financial statements. Accordingly, the same has been considered as a key audit matter. Our audit procedures included and were not limited to the following: • Reviewed the fair valuation reports provided by the management by involvement of internal specialist / external valuation experts. • Assessed the assumptions around the cash flow forecasts including discount rates, expected growth rates and its effect on business and terminal growth rates used through involvement of the internal experts. • Also involved internal experts to assess the Holding Company’s valuation methodology and assumptions around the key drivers of the cash flow forecasts, applied in determining the recoverable amount. • Discussed potential changes in key drivers as compared to previous year / actual performance with management to evaluate the inputs and assumptions used in the cash flow forecasts; • Assessed the objectivity and competence of our internal expert and the Company’s internal / external specialists involved in the process. • Assessed the adequacy of disclosure in Note 2 and Note 35A in the financial statements. E. Impairment of assets of shale gas entities and recognition of deferred tax assets (a) (a) The auditors in the Combined Financial Statements of Shale Gas Entities (USA) of Reliance Industries Limited have reported a key audit matter on impairment of assets. Based on the adverse changes in market environment, reduction in activity by operator and recent operational performance, the shale gas entities have impaired its assets in accordance with the requirements of Ind AS 36 – “Impairment of Assets”, as the carrying amount of an asset exceeds its recoverable amount. The shale gas entities have also evaluated certain contracts involving unavoidable costs based on contractual commitments. The total impact in the consolidated statement of profit and loss is ` 15,691 crore and the same has been disclosed as an exceptional item in the consolidated statement of profit and loss (Note 29(b)). In respect of the key audit matter reported by the auditors in the Combined Financial Statements of Shale Gas Entities (USA) of Reliance Industries Limited, we performed inquiry of the audit procedures performed by them to address the key audit matter. As reported by the subsidiary auditor, the following procedures have been performed by them: - • Tested the reasonableness of the assumptions used in calculating the future net income for impairment calculation and obligations towards onerous contracts. • Verified the reasonableness of hydrocarbon rates used by the Company for calculating the future net income, by comparing it with the forecast provided by independent brokers. • Verified the arithmetical accuracy of the calculations. • Evaluated the reasonableness of the basis for recognition of Impairment and obligations under certain contracts involving unavoidable costs. • Verified the underlying data used for calculation of Impairment with the reserve report issued by the external experts. • Verified the underlying data used for calculation of obligation towards onerous contracts with the respective contracts. • Evaluated the reasonableness of the reversal of deferred tax assets, which is the resultant impact of the charge towards Impairment and obligation towards onerous contracts. 303 Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Independent Auditors’ Report Key audit matters How our audit addressed the key audit matter Key audit matters How our audit addressed the key audit matter (b) Consequent to recognition of impairment of assets as stated in point (a), the Holding Company has recognised deferred tax assets of ` 15,570 crore in respect of the difference between the book base and tax base of the investment in shale gas entities engaged in the business of exploration and production of oil and gas, in accordance with Ind AS 12 – Income Taxes. The same has been disclosed as an exceptional item in the consolidated statement of profit and loss (Note 29(b)) and recognition of the aforesaid deferred tax asset involves management judgement and estimates to determine whether there is a reasonable certainty to utilize the deferred tax assets against future capital gains. Accordingly, the same has been considered as a key audit matter. (b) Our audit procedures included and were not limited to the following: • Assessed the basis of recognition of deferred tax assets in accordance with Ind AS. • Obtained and assessed the management assumptions / judgements and mathematical accuracy for calculating the difference between the book base and tax base. • Evaluated the management assessment on future transactions including capital gain projections used in assessing the recoverability of deferred tax assets. • Assessed the adequacy of disclosure in Note 29(b) in the financial statements Further, Reliance BP Mobility Limited (‘RBML’), a subsidiary of the Holding Company, engages in selling of transportation fuels and lubricants from retail outlets. The Company recognises revenue on transfer of control of traded goods to the customers and revenue transactions which most of the times coincide with collection of cash or cash equivalents from the customer. Each retail outlets records and recognises revenue through the use of technology which involves multiple IT platforms, especially related to cash sales. Accordingly, this has been considered as key audit matter. Our audit procedures included and were not limited to the following: F. Impairment of assets of subsidiaries of Reliance Industrial Investments and Holding Limited The auditor of Reliance Industrial Investments and Holdings Limited, (‘RIIHL’), subsidiary of the Holding Company have reported a key audit matter on impairment of investment and loans given to subsidiaries as the recoverability assessment involves significant management judgement and estimates (Refer Note B.3 (j) of the consolidated financial statements). Though these investments and loans are eliminated at the consolidated level, the assets of the RIIHL subsidiaries are included on a line-by-line basis in the consolidated financial statements. Accordingly, the impairment of these assets is considered to be a key audit matter. • Obtained and read the financial statements of RIIHL and its subsidiaries to identify whether any impairment has been recorded in the current year. In respect of the key audit matter reported to us by the auditor of RIIHL, we performed inquiry of the audit procedures performed by them to address the key audit matter. As reported to us by the subsidiary auditor, the following procedures have been performed by them for material subsidiaries: - o Assessment of the net worth of RIIHL subsidiaries/associates • G. Revenue recognition The accounting policies of the Group for revenue recognition are set out in Note B.3 (q) to the consolidated financial statements. The auditors of Reliance Jio Infocomm Limited (‘RJIL’), subsidiary of the Holding Company, have reported revenue recognition as a key audit matter due to the high volume of the transactions, high degree of IT systems involvement and considering that accounting for certain revenue streams and tariff schemes involve exercise of judgements and estimates regarding application of the revenue recognition accounting standards. The auditors of Consolidated Financial Statements of Reliance Retail Ventures Limited (‘RRVL Group’), a subsidiary of the Holding Company, have reported revenue recognition as a key audit matter. RRVL Group trades in various consumption baskets on a principal basis with high volume of transactions and recognises full value of consideration on transfer of control of traded goods to the customers which most of the time coincides with collection of cash or cash equivalent from customers. Reconciliation of mode of payments with revenue recognised is identified as a key audit matter by their auditors. Further, RRVL Group renders various services on principal basis and recognises revenue at a point in time when the customer consumes the services rendered. Testing of whether the performance obligation is satisfied for such services is identified as a key audit matter by their auditors. on the basis of latest available financial statements. o Assessment of the methodologies applied to ascertain the fair value or as the case may be, value in use of the assets of the subsidiaries/associates, where the net worth was negative. o Assessment of the input data and key assumptions used to determine the fair value of ‘subsidiaries’ assets, cash flow estimates including sensitivity analysis of key assumptions used. Our audit procedures included the following: • • Obtained and read the financial statements of RJIL and RRVL Group to identify whether the revenue recognition policies are included in the consolidated financial statements of the Group. In respect of the key audit matter reported by the auditors of RJIL, we performed inquiry of the audit procedures performed by them to address the key audit matter. As reported by the subsidiary auditor, the following procedures have been performed by them:- o Involvement of internal IT specialists and testing of the IT environment inter alia for access controls, change management and application specific controls over the subsidiary company’s billing and other relevant support systems; o Evaluation and testing of the design and operating effectiveness of the relevant business process controls, inter- alia controls over the capture, measurement and authorisation of revenue transactions; o Testing collections and, the reconciliation between revenue per the billing system and the financial records and testing supporting documentation for manual journal entries posted in revenue; o Validation of significant judgements and estimates exercised by the management regarding the application of revenue recognition accounting standard with respect to certain revenue streams and tariff schemes, in accordance with Ind AS 115. H. Sale of investment in Reliance BP Mobility Limited (‘RBML’) During the year, the Holding Company’s equity stake in Reliance BP Mobility Limited (‘RBML’), erstwhile wholly owned subsidiary, is reduced by 49% on account of sale of 44.91% equity stake in RBML to BP Exploration (Alpha) Limited (‘BP’), a non-related party. Further, BP has acquired additional 4.09% in RBML by way of subscribing to equity shares of RBML at ` 1,155 crore. Post the above transactions, the Holding Company continues to exercise control over RBML as it is exposed to, or has rights to variable returns from its involvement and can affect those returns through its control. Accordingly, RBML continues to be accounted as subsidiary in accordance with Ind AS 110 - Consolidated Financial Statements. Further, a gain on sale of investment of ` 4,966 crore (net of tax) is recorded and disclosed as an exceptional item in consolidated statement of profit and loss (Refer Note 29(a)). Significant level of judgement is involved in control evaluation over RBML and also for accounting of changes in Holding Company’s ownership in RBML in the consolidated statement of profit and loss as per Ind AS 110 - Consolidated Financial Statements. As a result, the aforesaid matter was determined to be a key audit matter. • In respect of the key audit matter reported to us by the auditors of RRVL Group, we performed inquiry of the audit procedure performed by them to address the key audit matter. As reported to us by the subsidiary auditor, the following procedure have been performed by them: - o Evaluation of the design and testing of the operating effectiveness of internal controls (including test of details on representative sampling basis) relating to reconciliation of consideration with store sales by selection of samples from different stores and dates throughout the period of audit and reperformance of the reconciliation between store sales and the mode of payment collection report. o Evaluation of the design and testing of the operating effectiveness of internal controls (including test of details on representative sampling basis) relating to recognition of revenue from rendering of services for ensuring revenue recognition at a point in time by way of customer acknowledgement of the consumption of such services and receipt of consideration. • In respect of the key audit matter reported to us by the auditors of RBML, we performed inquiry of the audit procedure performed by them to address the key audit matter. As reported to us by the subsidiary auditor, the following procedure have been performed by them: - o We evaluated the design and operating effectiveness of controls over the capture and measurement of revenue transactions, including evaluating the relevant IT systems; o We examined the process and controls over the capture and assessment of the timing of revenue recognition for the products, as well as performed testing on a sample basis to support evidence; o We tested a selection of Information Technology General Controls (ITGCs) supporting the integrity of the billing and cash collection systems’ operation, including access, operations and change management controls; o We have also reviewed that the control on reconciliation was operating effectively by selecting samples from different retail outlets and dates throughout the period of audit. o We observed physical cash count at retail outlets on a sample basis and also tested the reconciliation with books. o We examined the reconciliation between retail outlet sales and Mode of Payment collection report. Our audit procedures included and were not limited to the following: • Obtained and read the various agreements including joint venture agreement etc. and board resolution in respect of the said transaction. • Assessed management position and basis with respect to control evaluation of RBML and accounting treatment for changes in Holding Company’s ownership in RBML. • Obtained and read the opinions obtained by the Holding Company from independent experts with respect to accounting for gain on sale of investment of RBML. Assessed the objectivity and independence of these experts. • Assessed the accounting treatment and reviewed the disclosure made by the Company in the financial statements in this regard. 304 305 Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Independent Auditors’ Report Key audit matters How our audit addressed the key audit matter I. IT systems and controls over financial reporting We identified IT systems and controls over financial reporting as a key audit matter for the Holding Company because its financial accounting and reporting systems are fundamentally reliant on IT systems and IT controls to process significant transaction volumes, specifically with respect to revenue and raw material consumption. Also, due to such large transaction volumes and the increasing challenge to protect the integrity of the Group’s systems and data, cyber security has become more significant. Automated accounting procedures and IT environment controls, which include IT governance, IT general controls over program development and changes, access to programs and data and IT operations, IT application controls and interfaces between IT applications are required to be designed and to operate effectively to ensure accurate financial reporting. J. Changes in presentation of segment information Based on internal reorganization, the chief operating decision maker revised its segment disclosure to combine the erstwhile Refining and Petrochemicals business segments into O2C segment. O2C segment comprises of entire oil-to-chemicals business of the Company consisting of refining, petrochemicals, fuel retail & aviation fuel (majority interest only) and bulk wholesale marketing businesses together with its assets and liabilities. Segment information is a significant disclosure and change in segment presentation could be potential to influencing the economic decisions of the users of the financial statements. Accordingly, the same is considered as a key audit matter. Refer Note 36 of the consolidated financial statements. Our procedures included and were not limited to the following: • Assessed the complexity of the IT environment by engaging IT specialists and through discussion with the head of IT and internal audit and identified IT applications that are relevant to our audit. • Assessed the design and evaluation of the operating effectiveness of IT general controls over program development and changes, access to programs and data and IT operations by engaging IT specialists. • Performed inquiry procedures with the head of cybersecurity at the Holding Company in respect of the overall security architecture and any key threats addressed by the Company in the current year • Assessed the design and evaluation of the operating effectiveness of IT application controls in the key processes impacting financial reporting of the Company by engaging IT specialists. • Assessed the operating effectiveness of controls relating to data transmission through the different IT systems to the financial reporting systems by engaging IT specialists. Our audit procedures included and were not limited to the following: • Obtained and read the notes approved by the Executive Committee (CODM) which records decisions made by the EC in review of business performance and allocation of resources to segments. • Assessed the discrete financial information for the O2C segment. • Assessed compliance with the disclosure requirements of Ind AS 108 including restatement of comparative segment information in the consolidated financial statements. 306 Information Other than the Financial Statements and Auditors’ Report Thereon” The Holding Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the Annual report, but does not include the Consolidated Financial Statements and our auditors’ report thereon. Our opinion on the Consolidated Financial Statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the Consolidated Financial Statements, our responsibility is to read the other information and, in doing so, consider whether such other information is materially inconsistent with the Consolidated Financial Statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of Management for the Consolidated Financial Statements The Holding Company’s Board of Directors is responsible for the preparation and presentation of these Consolidated Financial Statements in terms of the requirements of the Act that give a true and fair view of the consolidated financial position, consolidated financial performance including other comprehensive income, consolidated cash flows and consolidated statement of changes in equity of the Group including its associates and joint ventures in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. The respective Board of Directors of the companies included in the Group and of its associates and joint ventures are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Group and of its associates and joint ventures and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgements and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Consolidated Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the Consolidated Financial Statements by the Directors of the Holding Company, as aforesaid. In preparing the Consolidated Financial Statements, the respective Board of Directors of the companies included in the Group and of its associates and joint ventures are responsible for assessing the ability of the Group and of its associates and joint ventures to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so. Those respective Board of Directors of the companies included in the Group and of its associates and joint ventures are also responsible for overseeing the financial reporting process of the Group and of its associates and joint ventures. Auditors’ Responsibilities for the Audit of the Consolidated Ind AS Financial Statements Our objectives are to obtain reasonable assurance about whether the Consolidated Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Consolidated Financial Statements. As part of an audit in accordance with SAs, we exercise professional judgement and maintain professional skepticism throughout the audit. We also: • Identify and assess the risks of material misstatement of the Consolidated Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Holding Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls. • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management. • Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group and its associates and joint ventures to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the Consolidated Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit 307 Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Independent Auditors’ Report (b) evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group and its associates and joint ventures to cease to continue as a going concern. • Evaluate the overall presentation, structure and content of the Consolidated Financial Statements, including the disclosures, and whether the Consolidated Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation. • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group and its associates and joint ventures of which we are the independent auditors and whose financial information we have audited, to express an opinion on the Consolidated Financial Statements. We are responsible for the direction, supervision and performance of the audit of the financial statements of such entities included in the consolidated financial statements of which we are the independent auditors. For the other entities included in the Consolidated Financial Statements, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion. We communicate with those charged with governance of the Holding Company and such other entities included in the Consolidated Financial Statements of which we are the independent auditors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. (c) We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Consolidated Financial Statements for the financial year ended March 31, 2021 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. Other Matters financial statements and other financial information of an associate and 2 joint ventures which reflects Group’s share of net loss after tax of ` 23 crore for the year ended March 31, 2021, which have been audited by one of the joint auditors, individually or together with another auditor. We did not audit the financial statements and other financial information, in respect of 320 subsidiaries, a whose Ind AS financial statements include total assets of ` 4,89,600 crore as at March 31, 2021, and total revenues of ` 1,19,655 crore and net cash outflows of ` 4,414 crore for the year ended on that date and financial statements and other financial information of 99 associates and 30 joint ventures which reflects Group’s Share of net profit after tax of ` 471 crore for the year ended March 31, 2021. These Ind AS financial statement and other financial information have been audited by other auditors, which financial statements, other financial information and auditors’ reports have been furnished to us by the management. Our opinion on the Consolidated Financial Statements, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries, joint ventures and associates, and our report in terms of sub-sections (3) of Section 143 of the Act, in so far as it relates to the aforesaid subsidiaries, joint ventures and associates, is based solely on the report(s) of such other auditors. The accompanying Consolidated Financial Statements include unaudited financial statements and other unaudited financial information in respect of 7 subsidiaries, whose financial statements and other financial information reflect total assets of ` 3,405 crore as at March 31, 2021, and total revenues of ` 42 crore and net cash outflows of ` 1 crore for the year ended on that date and the unaudited financial statements and other unaudited financial information in respect of 7 associates and 21 joint ventures which reflects Group’s share of net profit after tax of ` 73 crore for the year ended March 31, 2021. These unaudited financial statements and other unaudited financial information have been furnished to us by the management. Our opinion, in so far as it relates amounts and disclosures included in respect of these subsidiaries, joint ventures and associates, and our report in terms of sub-section (3) of Section 143 of the Act in so far as it relates to the aforesaid subsidiaries, joint ventures and associates, is based solely on such unaudited financial statements and other unaudited financial information. In our opinion and according to the information and explanations given to us by the Management, these financial statements and other financial information are not material to the Group (a) The accompanying Consolidated Financial Statements include the financial statements and other financial information in respect of 22 subsidiaries which reflect total assets of ` 4,18,844 crore as at March 31, 2021, and total revenues of ` 2,36,231 crore and net cash outflows of ` 6,304 crore for the year ended on that date and the Our opinion above on the Consolidated Financial Statements, and our report on Other Legal and Regulatory Requirements below, is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors and the financial statements and other financial information certified by the Management. With respect to the other matters to be included in the Auditors’ Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the report of the other auditors on separate financial statements as also the other financial information of the subsidiaries, associates and joint ventures, as noted in the ‘Other Matters’ paragraph: i. ii. The Consolidated Financial Statements disclose the impact of pending litigations on its consolidated financial position of the Group, its associates and joint ventures in its Consolidated Financial Statements – Refer Note 33 to the Consolidated Financial Statements; Provision has been made in the Consolidated Financial Statements, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Holding Company, its subsidiaries, associates and joint ventures, incorporated in India during the year ended March 31, 2021 except for an amount of ` 1.76 crore which are held in abeyance due to pending legal cases. For D T S & Associates LLP For S R B C & CO LLP Chartered Accountants Chartered Accountants ICAI Firm Reg. Number: ICAI Firm Reg. Number: 142412W/W100595 324982E/E300003 per T P Ostwal Partner per Vikas Kumar Pansari Partner Membership No.: 030848 Membership No.: 093649 UDIN: 21030848AAAAAR7934 UDIN: 21093649AAAABK9194 Mumbai Mumbai Date: April 30, 2021 Date: April 30, 2021 Report on Other Legal and Regulatory Requirements (h) As required by Section 143(3) of the Act, based on our audit and on the consideration of report of the other auditors on separate financial statements and the other financial information of subsidiaries, associates and joint ventures, as noted in the ‘other matters’ paragraph we report, to the extent applicable, that: (a) (b) (c) (d) (e) (f) (g) We / the other auditors whose report we have relied upon have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid Consolidated Financial Statements; In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidation of the financial statements have been kept so far as it appears from our examination of those books and reports of the other auditors; The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss including the Statement of Other Comprehensive Income, the Consolidated Cash Flow Statement and Consolidated Statement of Changes in Equity dealt with by this Report are in agreement with the books of account maintained for the purpose of preparation of the Consolidated Financial Statements; In our opinion, the aforesaid Consolidated Financial Statements comply with the Accounting Standards specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended; On the basis of the written representations received from the directors of the Holding Company as on March 31, 2021 taken on record by the Board of Directors of the Holding Company and the reports of the statutory auditors who are appointed under Section 139 of the Act, of its subsidiaries, associates and joint ventures, none of the directors of the Group’s companies, its associates and joint ventures, incorporated in India, is disqualified as on March 31, 2021 from being appointed as a director in terms of Section 164 (2) of the Act; With respect to the adequacy and the operating effectiveness of the internal financial controls with reference to these Consolidated Financial Statements of the Holding Company and its subsidiaries, associates and joint ventures, incorporated in India, refer to our separate Report in “Annexure 1” to this report; In our opinion and based on the consideration of reports of other statutory auditors of the subsidiaries, associates and joint ventures incorporated in India, the managerial remuneration for the year ended March 31, 2021 has been paid / provided by the Holding Company, its subsidiaries, associates and joint ventures incorporated in India to their directors in accordance with the provisions of Section 197 read with Schedule V to the Act; 308 309 Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Independent Auditors’ Report Annexure 1 To the Independent Auditors’ Report of even date on the Consolidated Financial Statements of Reliance Industries Limited Report on the Internal Financial Controls under Clause (i) of sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”) In conjunction with our audit of the Consolidated Financial Statements of Reliance Industries Limited which includes joint operations as of and for the year ended March 31, 2021, we have audited the internal financial controls over financial reporting of Reliance Industries Limited which includes joint operations (hereinafter referred to as the “Holding Company”) and its subsidiaries, its associates and joint ventures, which are companies incorporated in India, as of that date. Management’s Responsibility for Internal Financial Controls The respective Board of Directors of the Holding Company, its subsidiaries, its associates and joint ventures, which are companies incorporated in India, are responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Holding Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the respective company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Act. Auditors’ Responsibility Our responsibility is to express an opinion on the Holding Company, its subsidiaries, its associates and joint ventures, which are companies incorporated in India, internal financial controls over financial reporting with reference to these Consolidated Financial Statements based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing, both, issued by Institute of Chartered Accountants of India, and deemed to be prescribed under Section 143(10) of the Act, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting with reference to these Consolidated Financial Statements was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls over financial reporting with reference to these Consolidated 310 Financial Statements and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting with reference to these Consolidated Financial Statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors’ judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in terms of their reports referred to in the Other Matters paragraph below, is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls over financial reporting with reference to these Consolidated Financial Statements. Meaning of Internal Financial Controls Over Financial Reporting With Reference to these Consolidated Financial Statements A company’s internal financial control over financial reporting with reference to these Consolidated Financial Statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control over financial reporting with reference to these Consolidated Financial Statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the Company’s assets that could have a material effect on the financial statements. Inherent Limitations of Internal Financial Controls over Financial Reporting with reference to these Consolidated Financial Statements Because of the inherent limitations of internal financial controls over financial reporting with reference to these Consolidated Financial Statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting with reference to these Consolidated Financial Statements to future periods are subject to the risk that the internal financial control over financial reporting with reference to these Consolidated Financial Statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Opinion In our opinion, to the best of our information and according to the explanations given to us and based on the consideration of reports of other auditors, as referred to in Other Matters paragraph below, the Holding Company, its subsidiaries, its associates and joint ventures, which are companies incorporated in India, have, maintained in all material respects, adequate internal financial controls over financial reporting with reference to these Consolidated Financial Statements and such internal financial controls over financial reporting with reference to these Consolidated Financial Statements were operating effectively as at March 31, 2021, based on the internal control over financial reporting criteria established by the Holding Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. Other Matters Our report under Section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal financial controls over financial reporting with reference to these Consolidated Financial Statements of the Holding Company, in so far as it relates to separate financial statement of 219 subsidiaries, 48 associates and 15 joint ventures, which are companies incorporated in India, is based on the corresponding reports of the auditors of such subsidiaries, associates and joint ventures incorporated in India. For D T S & Associates LLP For S R B C & CO LLP Chartered Accountants Chartered Accountants ICAI Firm Reg. Number: ICAI Firm Reg. Number: 142412W/W100595 324982E/E300003 per T P Ostwal Partner per Vikas Kumar Pansari Partner Membership No.: 030848 Membership No.: 093649 UDIN: 21030848AAAAAR7934 UDIN: 21093649AAAABK9194 Mumbai Mumbai Date: April 30, 2021 Date: April 30, 2021 311 Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Balance Sheet As at 31st March, 2021 Assets Non-Current Assets Property, Plant and Equipment Capital Work-in-Progress Goodwill Other Intangible Assets Intangible Assets Under Development Financial Assets Investments Loans Deferred Tax Assets (Net) Other Non-Current Assets Total Non-Current Assets Current Assets Inventories Financial Assets Investments Trade Receivables Cash and Cash Equivalents Loans Other Financial Assets Other Current Assets Total Current Assets Total Assets Equity and Liabilities Equity Equity Share Capital Other Equity Non-Controlling Interest Liabilities Non-Current Liabilities Financial Liabilities Borrowings Other Financial Liabilities Deferred Payment Liabilities Provisions Deferred Tax Liabilities (Net) Other Non-Current Liabilities Total Non-Current Liabilities Current Liabilities Financial Liabilities Borrowings Trade Payables Other Financial Liabilities Other Current Liabilities Provisions Total Current Liabilities Total Liabilities Total Equity and Liabilities Significant Accounting Policies See accompanying Notes to the Financial Statements Notes As at 31st March, 2021 As at 31st March, 2020 (` in crore) 1 1 1 1 2 3 4 5 6 7 8 9 10 11 13 14 15 16 17 18 4 19 20 21 22 1 to 43 4,51,066 71,171 10,212 79,980 54,782 2,12,382 2,484 1,147 64,977 9,48,201 4,35,920 59,096 10,259 86,479 50,010 2,03,852 21,732 2,900 37,407 9,07,655 81,672 73,903 1,52,446 19,014 17,397 65 61,124 41,293 3,73,011 13,21,212 6,445 6,93,727 99,260 1,63,683 21,564 18,837 2,625 37,001 502 2,44,212 60,081 1,08,897 73,052 33,034 2,504 2,77,568 5,21,780 13,21,212 72,915 19,656 30,920 669 27,434 32,763 2,58,260 11,65,915 6,339 4,42,827 12,181 1,97,631 18,804 18,839 1,790 54,123 465 2,91,652 93,786 96,799 1,44,778 75,663 1,890 4,12,916 7,04,568 11,65,915 Statement of Profit and Loss For the year ended 31st March, 2021 Notes 2020-21 Income Value of Sales Income from Services Value of Sales & Services (Revenue) Less: GST Recovered Revenue from Operations Other Income Total Income Expenses Cost of Materials Consumed Purchase of Stock-in-Trade Changes in Inventories of Finished Goods, Work-in-Progress and Stock-in-Trade Excise Duty Employee Benefits Expense Finance Costs Depreciation / Amortisation and Depletion Expense Other Expenses Total Expenses Profit Before Share of Profit / (Loss) of Associates and Joint Ventures, Exceptional Item and Tax Share of Profit / (Loss) of Associates and Joint Ventures Profit Before Exceptional Item and Tax Exceptional Item (Net of Tax) Profit Before Tax * Tax Expenses * Current Tax Deferred Tax Profit for the Year Other Comprehensive Income: i. ii iii. iv. Total Other Comprehensive Income for the Year [Net of Tax] Total Comprehensive Income for the Year Net Profit Attributable to: a) Owners of the Company b) Non-Controlling Interest Other Comprehensive Income Attributable to: a) Owners of the Company b) Non-Controlling Interest Total Comprehensive Income attributable to: a) Owners of the Company b) Non-Controlling Interest Earnings Per Equity Share of Face Value of ` 10 each Basic (in `) – After Exceptional Items Basic (in `) – Before Exceptional Items Diluted (in `) – After Exceptional Items Diluted (in `) – Before Exceptional Items Significant Accounting Policies See accompanying Notes to the Financial Statements Items that will not be reclassified to Profit or Loss Income Tax relating to items that will not be reclassified to Profit or Loss Items that will be reclassified to Profit or Loss Income Tax relating to items that will be reclassified to Profit or Loss 23 24 25 26 27 1 28 29 12 12 24.1 24.2 30 30 30 30 1 to 43 4,67,669 71,569 5,39,238 52,912 4,86,326 16,327 5,02,653 1,99,915 1,01,850 (9,064) 19,402 14,817 21,189 26,572 78,669 4,53,350 49,303 516 49,819 5,642 55,461 2,205 (483) 53,739 37,517 (4,605) 1,264 (378) 33,798 87,537 49,128 4,611 33,849 (51) 82,977 4,560 76.37 67.60 75.21 66.57 (` in crore) 2019-20 5,91,778 68,219 6,59,997 47,560 6,12,437 13,164 6,25,601 2,60,621 1,49,667 (5,048) 14,902 14,075 22,027 22,203 89,211 5,67,658 57,943 107 58,050 (4,444) 53,606 8,630 5,096 39,880 22,286 (1,088) (7,085) 1,180 15,293 55,173 39,354 526 15,311 (18) 54,665 508 63.07 70.19 63.06 70.18 As per our Report of even date For and on behalf of the Board * Profit before tax is after Exceptional Item and tax thereon. Tax expenses are excluding the Current Tax and Deferred Tax on Exceptional Item. As per our Report of even date For and on behalf of the Board For D T S & Associates LLP Chartered Accountants (Registration No. 142412W/ W100595) For S R B C & CO LLP Chartered Accountants (Registration No. 324982E/E300003) T P Ostwal Partner Membership No. 030848 Vikas Kumar Pansari Partner Membership No. 093649 Date: April 30, 2021 312 Alok Agarwal Chief Financial Officer Srikanth Venkatachari Joint Chief Financial Officer K. Sethuraman Company Secretary Savithri Parekh Joint Company Secretary M.D. Ambani Chairman and Managing Director N.R. Meswani H.R. Meswani P.M.S. Prasad P.K. Kapil Nita M. Ambani Y.P. Trivedi Prof. Dipak C. Jain Dr. R.A. Mashelkar Adil Zainulbhai Raminder Singh Gujral Dr. Shumeet Banerji Arundhati Bhattacharya K.V. Chowdary Executive Directors Non-Executive Directors For D T S & Associates LLP Chartered Accountants (Registration No. 142412W/ W100595) For S R B C & CO LLP Chartered Accountants (Registration No. 324982E/E300003) T P Ostwal Partner Membership No. 030848 Vikas Kumar Pansari Partner Membership No. 093649 Date: April 30, 2021 Alok Agarwal Chief Financial Officer Srikanth Venkatachari Joint Chief Financial Officer K. Sethuraman Company Secretary Savithri Parekh Joint Company Secretary M.D. Ambani Chairman and Managing Director N.R. Meswani H.R. Meswani P.M.S. Prasad P.K. Kapil Nita M. Ambani Y.P. Trivedi Prof. Dipak C. Jain Dr. R.A. Mashelkar Adil Zainulbhai Raminder Singh Gujral Dr. Shumeet Banerji Arundhati Bhattacharya K.V. Chowdary Executive Directors Non-Executive Directors 313 Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Statement of Changes in Equity For the year ended 31st March, 2021 A. Equity Share Capital (` in crore) Balance as at 1st April, 2019 Change during the year 2019-20 Balance as at 31st March, 2020 Change during the year 2020-21 Balance as at 31st March, 2021 5,926 413 6,339 106 6,445 Balance as at 1st April, 2019 Total Comprehensive Income for the Year Dividend Tax on Dividend Transfer (to)/from Retained Earnings On Employee Stock Options (` in crore) Others Balance as at 31st March, 2020 B. Other Equity Balance as at 1st April, 2020 Total Comprehensive Income for the Year Dividend Transfer (to)/from Retained Earnings Transfer (to)/from General Reserve On Rights Issue* On Employee Stock Options Others (` in crore) Balance as at 31st March, 2021 - 39,843 291 50 5,976 737 689 4,975 74,508 2,58,426 1,96,059 - - - - - 719 - - 9 - (1) - - - - - - - - - - 1,17,442 ^ As at 31st March, 2021 Share Application Money Pending Allotment Share Call Money Account Reserves and Surplus Capital Reserve Capital Redemption Reserve 1 - 291 50 Debenture Redemption Reserve 9,427 Share Based Payments Reserve Statutory Reserve Special Economic Zone Reinvestment Reserve Securities Premium General Reserve Retained Earnings 18 561 5,500 61,395 2,55,016 32,972 - - - - - - - - - - - - - - - - - - - - - - - - - - - - (41) - 128 (525)$ - - (3,410) - - - - 3,410 49,128 (3,921) 438 - 39,843 - - - - - - 13,104 - - - - - - Other Comprehensive Income 77,596 33,849 # - Total 4,42,827 82,977 (3,921) - - - 728 1,12,173 52,947 728 1,18,169 6,93,727 * Refer Note 13.7 ^ Mainly pursuant to fresh issue of equity by subsidiaries. # Includes net movement in Foreign Currency Translation Reserve. $ Net of Special Economic Zone Reinvestment Reserve created during the year of ` 3,303 crore. As at 31st March, 2020 Share Application Money Pending Allotment Reserves and Surplus Capital Reserve Capital Redemption Reserve Debenture Redemption Reserve Share Based Payments Reserve Statutory Reserve Special Economic Zone Reinvestment Reserve Securities Premium General Reserve Retained Earnings 2 291 14 9,412 7 484 - 41,164 2,55,016 12,330 - - - - - - - - - - - - - - - - - - - - - - - - - - - - 40 15 - 77 5,500 - - 39,354 (3,852) (732) (5,632) - (1) - 1 - - - 11 - - - (4) - - - - 24 20,207 - (8,496) - - - 291 50 9,427 18 561 5,500 61,395 2,55,016 32,972 Other Comprehensive Income 62,466 15,311 # - - Total 3,81,186 54,665 (3,852) (732) - - (181) 77,596 34 11,526 4,42,827 # Includes net movement in Foreign Currency Translation Reserve. As per our Report of even date For and on behalf of the Board For D T S & Associates LLP Chartered Accountants (Registration No. 142412W/ W100595) For S R B C & CO LLP Chartered Accountants (Registration No. 324982E/E300003) T P Ostwal Partner Membership No. 030848 Vikas Kumar Pansari Partner Membership No. 093649 Date: April 30, 2021 Alok Agarwal Chief Financial Officer Srikanth Venkatachari Joint Chief Financial Officer K. Sethuraman Company Secretary Savithri Parekh Joint Company Secretary M.D. Ambani Chairman and Managing Director N.R. Meswani H.R. Meswani P.M.S. Prasad P.K. Kapil Nita M. Ambani Y.P. Trivedi Prof. Dipak C. Jain Dr. R.A. Mashelkar Adil Zainulbhai Raminder Singh Gujral Dr. Shumeet Banerji Arundhati Bhattacharya K.V. Chowdary Executive Directors Non-Executive Directors 314 315 Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Cash Flow Statement For the year ended 31st March, 2021 A. Cash Flow from Operating Activities Net Profit Before Tax as per Statement of Profit and Loss (After exceptional item and tax thereon) Adjusted for: Share of (Profit) / Loss of Associates and Joint Ventures Premium on Buy back of Debentures (Profit) / Loss on Sale / Discard of Property, Plant and Equipment and Other Intangible Assets (Net) Depreciation / Amortisation and Depletion Expense Effect of Exchange Rate Change (Profit) / Loss on Divestment of Stake Net Gain on Financial Assets # Exceptional Item / Tax on Exceptional Item Dividend Income Interest Income # Finance Costs # Operating Profit before Working Capital Changes Adjusted for: Trade and Other Receivables Inventories Trade and Other Payables Cash Generated from Operations Taxes Paid (Net) Net Cash Flow from Operating Activities * B. Cash Flow from Investing Activities Purchase of Property, Plant and Equipment and Other Intangible Assets Proceeds from disposal of Property, Plant and Equipment and Other Intangible Assets Purchase of Other Investments Proceeds from Sale of Financial Assets (including advance received) Upfront Fibre Payment Net Cash Flow for Other Financial Assets Interest Income Dividend Income from Associates Dividend Income from Others Net Cash Flow used in Investing Activities (` in crore) 2020-21 2019-20 55,461 53,606 (516) 194 47 26,572 (1,645) - (4,964) (5,642) (39) (10,366) 21,027 80,129 186 (7,769) (43,148) 29,398 (3,213) 26,185 (1,05,837) 2,319 (6,89,866) 6,42,551 - 773 8,400 26 - (1,41,634) (107) 60 247 22,203 107 11 (2,064) (948) (100) (9,548) 21,880 85,347 (13,792) (6,342) 38,050 1,03,263 (8,386) 94,877 (76,517) 964 (11,56,843) 11,73,329 (16,439) 1,467 1,441 18 60 (72,520) # Other than Financial Services Segment. * Includes amount spent in cash towards Corporate Social Responsibility is ` 1,140 crore (Previous Year ` 1,022 crore). C. Cash Flow from Financing Activities Proceeds from Issue of Equity Share Capital Proceeds from Issue of Share Capital to Non-Controlling Interest / Compulsory Convertible Debentures (Net of Dividend Paid) Net Proceeds from Right Issue Share Application Money Payment of Lease Liabilities Proceeds from Borrowings – Non-Current Repayment of Borrowings – Non-Current Borrowings – Current (Net) Deferred Payment Liabilities Movement in Deposits Dividend Paid (including Dividend Distribution Tax) Interest Paid Net Cash Flow from / (used in) Financing Activities Net (Decrease) / Increase in Cash and Cash Equivalents Opening Balance of Cash and Cash Equivalents Add: Upon addition of Subsidiaries Closing Balance of Cash and Cash Equivalents (Refer Note 9) (` in crore) 2020-21 2019-20 5 2,00,382 13,210 - (1,022) 33,211 (87,240) (29,681) (2) (4,700) (3,921) (18,340) 1,01,902 (13,547) 30,920 24 17,397 18 111 - 1 (1,062) 28,665 (18,179) 25,095 (1,370) (2,720) (4,592) (28,508) (2,541) 19,816 11,081 23 30,920 Change in Liability arising from financing activities (` in crore) 1st April, 2020 Cash Flow Foreign exchange movement / Others 31st March, 2021 Borrowing – Non-Current (Refer Note 15) Borrowing – Current (Refer Note 19) Total 2,42,508 93,786 3,36,294 (54,029) (29,681) (83,710) 3,251 (4,024) (773) 1,91,730 60,081 2,51,811 1st April, 2019 Cash Flow Foreign exchange movement / Others 31st March, 2020 (` in crore) Borrowing – Non-Current (Refer Note 15) Borrowing – Current (Refer Note 19) Total 2,23,069 64,436 2,87,505 10,486 25,095 35,581 8,953 4,255 13,208 2,42,508 93,786 3,36,294 As per our Report of even date For and on behalf of the Board For D T S & Associates LLP Chartered Accountants (Registration No. 142412W/ W100595) For S R B C & CO LLP Chartered Accountants (Registration No. 324982E/E300003) T P Ostwal Partner Membership No. 030848 Vikas Kumar Pansari Partner Membership No. 093649 Date: April 30, 2021 Alok Agarwal Chief Financial Officer Srikanth Venkatachari Joint Chief Financial Officer K. Sethuraman Company Secretary Savithri Parekh Joint Company Secretary M.D. Ambani Chairman and Managing Director N.R. Meswani H.R. Meswani P.M.S. Prasad P.K. Kapil Nita M. Ambani Y.P. Trivedi Prof. Dipak C. Jain Dr. R.A. Mashelkar Adil Zainulbhai Raminder Singh Gujral Dr. Shumeet Banerji Arundhati Bhattacharya K.V. Chowdary Executive Directors Non-Executive Directors 316 317 Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited A. Corporate Information The Consolidated Financial Statements comprise financial statements of “Reliance Industries Limited” (“the Holding Company” or “The Company”) and its subsidiaries (collectively referred to as “the Group”) for the year ended 31st March, 2021. The Holding Company is a listed entity incorporated in India. The registered office of the Company is located at 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai - 400 021, India. The principal activities of the Group, its joint ventures and associates consist of activities spanning across Oil to Chemicals (O2C), Oil and Gas, Retail, Digital Services and Financial Services. Further details about the business operations of the Group are provided in Note 36 – Segment Information. B. Significant Accounting Policies B.1 Basis of Preparation and Presentation The Consolidated Financial Statements have been prepared on the historical cost basis except for the following assets and liabilities which have been measured at fair value: i. Certain financial assets and liabilities (including derivative instruments), ii. Defined Benefit Plan’s – Plan Assets and iii. Equity settled Share Based Payments The Consolidated Financial Statements of the Group have been prepared to comply with the Indian Accounting Standards (‘Ind AS’), including the rules notified under the relevant provisions of the Companies Act, 2013, amended from time to time. The Consolidated Financial Statements comprises of Reliance Industries Limited and all its subsidiaries, being the entities that it controls. Control is assessed in accordance with the requirement of Ind AS 110 – Consolidated Financial Statements. The Consolidated Financial Statements are presented in Indian Rupees (`) and all values are rounded to the nearest crore (` 00,00,000), except when otherwise indicated. B.2 Principles of Consolidation (a) The financial statements of the Holding Company and its subsidiaries are combined on a line-by-line basis by adding together like items of assets, liabilities, equity, incomes, expenses and cash flows, after fully eliminating intra-group balances and intragroup transactions. (b) Profits or losses resulting from intra-group transactions that are recognised in assets, such as Inventory and Property, Plant and Equipment, are eliminated in full. 318 (c) In case of foreign subsidiaries, revenue items are consolidated at the average rate prevailing during the year. All assets and liabilities are converted at rates prevailing at the end of the year. Any exchange difference arising on consolidation is recognised in the Foreign Currency Translation Reserve (FCTR). (d) The audited/unaudited financial statements of foreign subsidiaries/joint ventures/associates have been prepared in accordance with the Generally Accepted Accounting Principle of its Country of Incorporation or Ind AS. (e) The differences in accounting policies of the Holding Company and its subsidiaries/joint ventures/ associates are not material and there are no material transactions from 1st January, 2021 to 31st March, 2021 in respect of subsidiaries/joint ventures/associates having financial year ended 31st December, 2020. (f) The Consolidated Financial Statements have been prepared using uniform accounting policies for like transactions and other events in similar circumstances. (g) The carrying amount of the parent’s investment in each subsidiary is offset (eliminated) against the parent’s portion of equity in each subsidiary. (h) The difference between the proceeds from disposal of investment in subsidiaries and the carrying amount of its assets less liabilities as on the date of disposal is recognised in the Consolidated Statement of Profit and Loss being the profit or loss on disposal of investment in subsidiary. Investment in Associates and Joint Ventures has been accounted under the Equity Method as per Ind AS 28 – Investments in Associates and Joint Ventures. Investments in joint operations are accounted using the Proportionate Consolidation Method as per Ind AS 111 – Joint Arrangements. The Group accounts for its share of post- acquisition changes in net assets of associates and joint ventures, after eliminating unrealised profits and losses resulting from transactions between the Group and its associates and joint ventures. (i) (j) (k) Non-Controlling Interest’s share of profit/loss of consolidated subsidiaries for the year is identified and adjusted against the income of the Group in order to arrive at the net income attributable to shareholders of the Company. (l) Non-Controlling Interest’s share of net assets of consolidated subsidiaries is identified and presented in the Consolidated Balance Sheet. B.3 Summary of Significant Accounting Policies (a) Current and Non-Current Classification The Group presents assets and liabilities in the Balance Sheet based on Current/Non-Current classification. An asset is treated as Current when it is – - - - - Expected to be realised or intended to be sold or consumed in normal operating cycle; Held primarily for the purpose of trading; Expected to be realised within twelve months after the reporting period, or Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period. All other assets are classified as Non-Current. A liability is treated as Current when – - - - - It is expected to be settled in normal operating cycle; It is held primarily for the purpose of trading; It is due to be settled within twelve months after the reporting period, or There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period. The Group classifies all other liabilities as Non-Current. Deferred Tax Assets and Liabilities are classified as Non-Current Assets and Liabilities. (b) Business Combination Business Combinations are accounted for using the acquisition method of accounting, except for common control transactions which are accounted using the pooling of interest method that is accounted at carrying values. The cost of an acquisition is measured at the fair value of the assets transferred, equity instruments issued and liabilities assumed at their acquisition date i.e. the date on which control is acquired. Contingent consideration to be transferred is recognised at fair value and included as part of cost of acquisition. Transaction related costs are expensed in the period in which the costs are incurred. For each business combination, the Group elects whether to measure the non-controlling interests in the acquiree at fair value or at the proportionate share of the acquiree’s identifiable net assets. Goodwill arising on business combination is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognised for non-controlling interests, and any previous interest held, over the fair value of net identifiable assets acquired and liabilities assumed. After initial recognition, Goodwill is tested for impairment annually and measured at cost less any accumulated impairment losses if any. Common control business combination: Business combinations involving entities or businesses that are controlled by the group are accounted using the pooling of interest method. (c) Property, Plant and Equipment Property, Plant and Equipment are stated at cost, net of recoverable taxes, trade discount and rebates less accumulated depreciation and impairment losses, if any. Such cost includes purchase price, borrowing cost and any cost directly attributable to bringing the assets to its working condition for its intended use, net charges on foreign exchange contracts and adjustments arising from exchange rate variations attributable to the assets. In case of land the Group has availed fair value as deemed cost on the date of transition to Ind AS. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the entity and the cost can be measured reliably. Property, Plant and Equipment which are significant to the total cost of that item of Property, Plant and Equipment and having different useful life are accounted separately. Other Indirect Expenses incurred relating to project, net of income earned during the project development stage prior to its intended use, are considered as pre-operative expenses and disclosed under Capital Work-in-Progress. Depreciation on Property, Plant and Equipment is provided using straight-line method except in case of certain assets from Oil to Chemical Segment which are depreciated using written down value method. Depreciation on wireless telecommunications equipment and components is determined based on the expected pattern of consumption of the expected future economic benefits. Depreciation is provided based on useful life of the assets as prescribed in Schedule II to the Companies Act, 2013 except in respect of the following assets, where useful life is different than those prescribed in Schedule II. 319 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited The Group, as a lessor, classifies a lease either as an operating lease or a finance lease. Leases are classified as finance lease whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases. (e) Other Intangible Assets Other Intangible Assets are stated at cost of acquisition net of recoverable taxes, trade discount and rebates less accumulated amortisation/depletion and impairment loss, if any. Such cost includes purchase price, borrowing costs, and any cost directly attributable for preparing the asset for its intended use, net charges on foreign exchange contracts and adjustments arising from exchange rate variations attributable to the Other Intangible Assets. In case of certain Other Intangible Assets, the Group has availed fair value as deemed cost on the date of transition to Ind AS. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the entity and the cost can be measured reliably. Other Indirect Expenses incurred relating to project, net of income earned during the project development stage prior to its intended use, are considered as pre-operative expenses and disclosed under Intangible Assets under Development. Gains or losses arising from derecognition of an Other Intangible Asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in the Consolidated Statement of Profit and Loss when the asset is derecognised. The Group’s Other Intangible Assets include assets with finite and indefinite useful life. Assets with finite useful life are amortised on a straight-line basis over their expected useful life and assets with indefinite useful lives are not amortised but are tested for impairment annually at the cash generating unit level. A summary of the amortisation/depletion policies applied to the Group’s Other Intangible Assets to the extent of depreciable amount is as follows. Particular Depreciation Fixed Bed Catalyst (useful life: 2 years or more) Over its useful life as technically assessed. Fixed Bed Catalyst (useful life: up to 2 years) 100% depreciated in the year of addition. Premium on Leasehold Land (range upto 99 years) Over the period of lease term. Plant and Machinery (useful life: 25 to 50 years) Over its useful life as technically assessed. The residual values, useful lives and methods of depreciation of Property, Plant and Equipment are reviewed at each financial year end and adjusted prospectively, if appropriate. Gains or losses arising from derecognition of a Property, Plant and Equipment are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in the Consolidated Statement of Profit and Loss when the asset is derecognised. (d) Leases The Group, as a lessee, recognises a right-of- use asset and a lease liability for its leasing arrangements, if the contract conveys the right to control the use of an identified asset. The contract conveys the right to control the use of an identified asset, if it involves the use of an identified asset and the Group has substantially all of the economic benefits from use of the asset and has right to direct the use of the identified asset. The cost of the right-of- use asset shall comprise of the amount of the initial measurement of the lease liability adjusted for any lease payments made at or before the commencement date plus any initial direct costs incurred. The right-of-use assets is subsequently measured at cost less any accumulated depreciation, accumulated impairment losses, if any and adjusted for any remeasurement of the lease liability. The right-of-use asset is depreciated using the straight-line method from the commencement date over the shorter of lease term or useful life of right-of-use asset. The Group measures the lease liability at the present value of the lease payments that are not paid at the commencement date of the lease. The lease payments are discounted using the interest rate implicit in the lease, if that rate can be readily determined. If that rate cannot be readily determined, the Group uses incremental borrowing rate. For short-term and low value leases, the Group recognises the lease payments as an operating expense on a straight-line basis over the lease term. 320 Particular Depreciation Technical Know-How Over the useful life of the underlying assets ranging from 5 years to 35 years. Computer Software Over a period of 5 to 10 years. Development Rights Depleted using the unit of production method. The cost of producing wells along with its related facilities including decommissioning costs are depleted in proportion of oil and gas production achieved vis-à-vis Proved Developed Reserves. The cost for common facilities including its decommissioning costs are depleted using Proved Reserves. License Fee Spectrum Fees Amortised over the remainder of the License period from the date of commencement of the commercial operation. Amortised from the date of commencement of commercial operation over the balance validity period, based on the expected pattern of consumption of the expected future economic benefits, in accordance with the applicable Accounting Standards. Others In case of Jetty, the aggregate amount amortised to date is not less than the aggregate rebate availed by the Group. The amortisation period and the amortisation method for Other Intangible Assets with a finite useful life are reviewed at each reporting date. (i) (j) (f) Research and Development Expenditure Revenue expenditure pertaining to research is charged to the Consolidated Statement of Profit and Loss as and when incurred. Development costs are capitalised as an intangible asset if it can be demonstrated that the project is expected to generate future economic benefits, it is probable that those future economic benefits will flow to the entity and the costs of the asset can be measured reliably, else it is charged to the Consolidated Statement of Profit and Loss. (g) Cash and Cash Equivalents Cash and Cash Equivalents comprise of cash on hand, cash at bank, short-term deposits and short-term highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. (h) Finance Costs Borrowing costs include exchange differences arising from foreign currency borrowings to the extent they are regarded as an adjustment to the interest cost. Borrowing costs that are directly attributable to the acquisition or construction of qualifying assets are capitalised as part of the cost of such assets. A qualifying asset is one that necessarily takes substantial period of time to get ready for its intended use. Interest income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation. All other borrowing costs are charged to the Consolidated Statement of Profit and Loss for the period for which they are incurred. Inventories IItems of inventories are measured at lower of cost and net realisable value after providing for obsolescence, if any, except in case of by-products which are valued at net realisable value. Cost of inventories comprises of cost of purchase, cost of conversion and other costs including manufacturing overheads net of recoverable taxes incurred in bringing them to their respective present location and condition. Cost of finished goods, work-in-progress, raw materials, chemicals, stores and spares, packing materials, trading and other products are determined on weighted average basis. Impairment of Non-Financial Assets — Property, Plant and Equipment, Goodwill and Other Intangible Assets The Group assesses at each reporting date as to whether there is any indication that any Property, Plant and Equipment, Goodwill and Other Intangible Assets or group of assets, called Cash Generating Units (CGU) may be impaired. If any such indication exists, the recoverable amount of an asset or CGU is estimated to determine the extent of impairment, if any. When it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the CGU to which the asset belongs. An impairment loss is recognised in the Consolidated Statement of Profit and Loss to the extent, asset’s carrying amount exceeds its recoverable amount. The recoverable amount is higher of an asset’s fair value less cost of disposal and value in use. Value in use is based on the estimated future cash flows, discounted to their present value using pre-tax discount rate that reflects current market assessments of the time value of money and risk specific to the assets. The impairment loss recognised in prior accounting period is reversed if there has been a change in the estimate of recoverable amount. 321 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited (k) Provisions Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost. Provision for Decommissioning Liability The Group records a provision for decommissioning costs towards site restoration activity. Decommissioning costs are provided at the present value of future expenditure using a current pre-tax rate expected to be incurred to fulfill decommissioning obligations and are recognised as part of the cost of the underlying assets. Any change in the present value of the expenditure, other than unwinding of discount on the provision, is reflected as adjustment to the provision and the corresponding asset. The change in the provision due to the unwinding of discount is recognised in the Consolidated Statement of Profit and Loss. (l) Contingent Liability Disclosure of contingent liability is made when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Group or a present obligation that arises from past events where it is either not probable that an outflow of resources embodying economic benefits will be required to settle or a reliable estimate of amount cannot be made. exceeds the contribution already paid, the deficit payable to the scheme is recognised as a liability. If the contribution already paid exceeds the contribution due for services received before the balance sheet date, then excess is recognised as an asset to the extent that the pre-payment will lead to, for example, a reduction in future payment or refund. Defined Benefit Plans The Group pays gratuity to the employees who have completed five years of service at the time of resignation/superannuation. The gratuity is paid @15 days basic salary for every completed year of service as per the Payment of Gratuity Act, 1972. The gratuity liability amount is contributed to the approved gratuity fund formed exclusively for gratuity payment to the employees. The gratuity fund has been approved by respective Income Tax authorities. The liability in respect of gratuity and other post- employment benefits is calculated using the Projected Unit Credit Method and spread over the period during which the benefit is expected to be derived from employees’ services. Remeasurement gains and losses arising from adjustments and changes in actuarial assumptions are recognised in the period in which they occur, in Other Comprehensive Income. Employee Separation Costs The Group recognises the employee separation cost when the scheme is announced and the Group is demonstrably committed to it. (n) Tax Expenses The tax expenses for the period comprises of Current Tax and Deferred Income Tax. Tax is recognised in Consolidated Statement of Profit and Loss, except to the extent that it relates to items recognised in the Other Comprehensive Income. In which case, the tax is also recognised in Other Comprehensive Income. (m) Employee Benefits Expense i. Current Tax Short-Term Employee Benefits The undiscounted amount of short-term employee benefits expected to be paid in exchange for the services rendered by employees are recognised as an expense during the period when the employees render the services. Post-Employment Benefits Defined Contribution Plans The Group recognises contribution payable to the provident fund scheme as an expense, when an employee renders the related service. If the contribution payable to the scheme for service received before the balance sheet date Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities, based on tax rates and laws that are enacted at the Balance sheet date. ii. Deferred Tax Deferred Tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred Tax Assets are recognised to the extent it is probable that taxable profit will be available against which the 322 deductible temporary differences, and the carry forward of unused tax losses can be utilised. Deferred Tax Liabilities and Assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The carrying amount of deferred tax liabilities and assets are reviewed at the end of each reporting period. (o) Share Based Payments Equity-settled share based payments to employees and others providing similar services are measured at the fair value of the equity instruments at the grant date. Details regarding the determination of the fair value of equity- settled share based payments transactions are set out in Note 26.2. The fair value determined at the grant date of the equity-settled share based payments is expensed on a straight-line basis over the vesting period, based on the Group’s estimate of equity instruments that will eventually vest, with a corresponding increase in equity. At the end of each reporting period, the Group revises its estimate of the number of equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognised in Consolidated Statement of Profit and Loss such that the cumulative expenses reflects the revised estimate, with a corresponding adjustment to the Share Based Payments Reserve. The dilutive effect of outstanding options is reflected as additional share dilution in the computation of diluted earnings per share. (p) Foreign Currencies Transactions and Translation Transactions in foreign currencies are recorded at the exchange rate prevailing on the date of transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency’s closing rates of exchange at the reporting date. Exchange differences arising on settlement or translation of monetary items are recognised in Consolidated Statement of Profit and Loss except to the extent of exchange differences which are regarded as an adjustment to interest costs on foreign currency borrowings that are directly attributable to the acquisition or construction of qualifying assets, are capitalised as cost of assets. Additionally, exchange gains or losses on foreign currency borrowings taken prior to April 1, 2016, which are related to the acquisition or construction of qualifying assets are adjusted in the carrying cost of such assets. Non-monetary items that are measured in terms of historical cost in a foreign currency are recorded using the exchange rates at the date of the transaction. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was measured. The gain or loss arising on translation of non-monetary items measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of the item (i.e. translation differences on items whose fair value gain or loss is recognised in Other Comprehensive Income or Statement of Profit and Loss are also recognised in Other Comprehensive Income or Statement of Profit and Loss, respectively). In case of an asset, expense or income where a non-monetary advance is paid/received, the date of transaction is the date on which the advance was initially recognised. If there were multiple payments or receipts in advance, multiple dates of transactions are determined for each payment or receipt of advance consideration. (q) Revenue Recognition Revenue from contracts with customers is recognised when control of the goods or services are transferred to the customer at an amount that reflects the consideration entitled in exchange for those goods or services. The Group is generally the principal as it typically controls the goods or services before transferring them to the customer. Generally, control is transferred upon shipment of goods to the customer or when the goods is made available to the customer, provided transfer of title to the customer occurs and the Group has not retained any significant risks of ownership or future obligations with respect to the goods shipped. Revenue from rendering of services is recognised over time by measuring the progress towards complete satisfaction of performance obligations at the reporting period. Revenue is measured at the amount of consideration which the group expects to be entitled to in exchange for transferring distinct goods or services to a customer as specified in the contract, excluding amounts collected on behalf of third parties (for example taxes and duties collected on behalf of the government). Consideration is generally due upon satisfaction of performance obligations and a receivable is recognised when it becomes unconditional. Generally, the credit period varies between 0-60 days from the shipment or delivery of goods or services as the case may be. 323 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited The Group provides volume rebates to certain customers once the quantity of products purchased during the period exceeds a threshold specified and also accrues discounts to certain customers based on customary business practices which is derived on the basis of crude price volatility and various market demand – supply situations. Consideration are determined based on its most likely amount. Generally, sales of petroleum products contain provisional pricing features where revenue is initially recognised based on provisional price. Difference between final settlement price and provisional price is recognised subsequently. The Group does not adjust short-term advances received from the customer for the effects of significant financing component if it is expected at the contract inception that the promised good or service will be transferred to the customer within a period of one year. Contract Balances Trade Receivables A receivable represents the Group’s right to an amount of consideration that is unconditional. Contract Liabilities A contract liability is the obligation to transfer goods or services to a customer for which the Group has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Group transfers goods or services to the customer, a contract liability is recognised when the payment is made or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue when the Group performs under the contract. Interest Income Interest Income from a financial asset is recognised using Effective Interest Rate Method. Dividend Income Dividend Income is recognised when the Group’s right to receive the amount has been established. (r) Financial Instruments i. Financial Assets A. Initial Recognition and Measurement All financial assets are initially recognised at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets, which are not at Fair Value Through Profit or Loss, are adjusted to the fair value on initial recognition. Purchase and sale of financial assets are recognised using trade date accounting. . 324 B. Subsequent Measurement a) Financial assets measured at Amortised Cost (AC) A financial asset is measured at Amortised Cost if it is held within a business model whose objective is to hold the asset in order to collect contractual cash flows and the contractual terms of the financial asset give rise to cash flows on specified dates that represent solely payments of principal and interest on the principal amount outstanding. b) Financial Assets measured at Fair Value Through Other Comprehensive Income (FVTOCI) A financial asset is measured at FVTOCI if it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets and the contractual terms of the financial asset give rise on specified dates to cash flows that represent solely payments of principal and interest on the principal amount outstanding. c) Financial Assets measured at Fair Value Through Profit or Loss (FVTPL) A financial asset which is not classified in any of the above categories are measured at FVTPL. Financial assets are reclassified subsequent to their recognition, if the Group changes its business model for managing those financial assets. Changes in business model are made and applied prospectively from the reclassification date which is the first day of immediately next reporting period following the changes in business model in accordance with principles laid down under Ind AS 109 – Financial Instruments. C. Other Equity Investments All other equity investments are measured at fair value, with value changes recognised in Consolidated Statement of Profit and Loss, except for those equity investments for which the Group has elected to present the value changes in ‘Other Comprehensive Income’. However, dividend on such equity investments is recognised in Statement of Profit and Loss when the Company’s right to receive payment is established. D. Impairment of Financial Assets In accordance with Ind AS 109, the Group uses ‘Expected Credit Loss’ (ECL) model, for evaluating impairment of financial assets other than those measured at Fair Value Through Profit and Loss (FVTPL). Expected Credit Losses are measured through a loss allowance at an amount equal to: • The 12-months expected credit losses (expected credit losses that result from those default events on the financial instrument that are possible within 12 months after the reporting date); or • Full lifetime expected credit losses (expected credit losses that result from all possible default events over the life of the financial instrument). For trade receivables, the Group applies ‘simplified approach’ which requires expected lifetime losses to be recognised from initial recognition of the receivables. The Group uses historical default rates to determine impairment loss on the portfolio of trade receivables. At every reporting date these historical default rates are reviewed and changes in the forward-looking estimates are analysed. For other assets, the Group uses 12 month Expected Credit Loss to provide for impairment loss where there is no significant increase in credit risk. If there is significant increase in credit risk full lifetime Expected Credit Loss is used. ii. Financial Liabilities A. Initial Recognition and Measurement All financial liabilities are recognised at fair value and in case of borrowings, net of directly attributable cost. Fees of recurring nature are directly recognised in the Consolidated Statement of Profit and Loss as finance cost. B. Subsequent Measurement Financial Liabilities are carried at amortised cost using the effective interest method. For trade and other payables maturing within one year from the balance sheet date, the carrying amounts approximate fair value due to the short maturity of these instruments. iii. Derivative Financial Instruments and Hedge Accounting The Group uses various derivative financial instruments such as interest rate swaps, currency swaps, forwards and options and commodity contracts to mitigate the risk of changes in interest rates, exchange rates and commodity prices. At the inception of a hedge relationship, the Group formally designates and documents the hedge relationship to which the Group wishes to apply hedge accounting and the risk management objective and strategy for undertaking the hedge. Such derivative financial instruments are initially recognised at fair value on the date on which a derivative contract is entered into and are also subsequently measured at fair value. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative. Any gains or losses arising from changes in the fair value of derivatives are taken directly to Consolidated Statement of Profit and Loss, except for the effective portion of cash flow hedge which is recognised in Other Comprehensive Income and later to Consolidated Statement of Profit and Loss, when the hedged item affects profit or loss or is treated as basis adjustment if a hedged forecast transaction subsequently results in the recognition of a non-financial asset or non-financial liability. Hedges that meet the criteria for hedge accounting are accounted for as follows: A. Cash Flow Hedge The Group designates derivative contracts or non-derivative financial assets/liabilities as hedging instruments to mitigate the risk of movement in interest rates and foreign exchange rates for foreign exchange exposure on highly probable future cash flows attributable to a recognised asset or liability or forecast cash transactions. When a derivative is designated as a cash flow hedging instrument, the effective portion of changes in the fair value of the derivative is of Profit and Loss as finance cost, recognised in the cash flow hedging reserve being part of Other Comprehensive Income. Any ineffective portion of changes in the fair value of the derivative is recognised immediately in the Consolidated Statement of Profit and Loss. If the hedging relationship no longer meets the criteria for hedge accounting, then hedge accounting is discontinued prospectively. If the hedging instrument expires or is sold/terminated or exercised, the cumulative gain or loss on the hedging instrument recognised in cash flow hedging reserve till the period the hedge was effective remains in cash flow hedging reserve until the underlying transaction occurs. The cumulative gain or loss previously recognised in the cash flow hedging reserve is transferred to the Consolidated Statement of Profit and Loss upon the occurrence of the underlying 325 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited transaction. If the forecasted transaction is no longer expected to occur, then the amount accumulated in cash flow hedging reserve is reclassified in the Consolidated Statement of Profit and Loss.. B. Fair Value Hedge The Group designates derivative contracts or non-derivative financial assets/liabilities as hedging instruments to mitigate the risk of change in fair value of hedged item due to movement in interest rates, foreign exchange rates and commodity prices. Changes in the fair value of hedging instruments and hedged items that are designated and qualify as fair value hedges are recorded in the Consolidated Statement of Profit and Loss. If the hedging relationship no longer meets the criteria for hedge accounting, the adjustment to the carrying amount of a hedged item for which the effective interest method is used is amortised to Consolidated Statement of Profit and Loss over the period of maturity. iv. Derecognition of Financial Instruments The Group derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire or it transfers the financial asset and the transfer qualifies for derecognition under Ind AS 109 – Financial Instruments. A financial liability (or a part of a financial liability) is derecognised from the Group’s Balance Sheet when the obligation specified in the contract is discharged or cancelled or expires. v. Offsetting Financial assets and financial liabilities are offset and the net amount is presented in the Balance Sheet when, and only when, the Group has a legally enforceable right to set off the amount and it intends, either to settle them on a net basis or to realise the asset and settle the liability simultaneously. their carrying amount and fair value less cost of sell and are presented separately in the Consolidated Balance Sheet. (t) Accounting for Oil and Gas Activity The Group has adopted Successful Efforts Method (SEM) of accounting for its Oil and Gas activities. The policy of recognition of exploration and evaluation expenditure is considered in line with the principle of SEM. Seismic costs, geological and geophysical studies, petroleum exploration license fees and general and administration costs directly attributable to exploration and evaluation activities are expensed off. The costs incurred on acquisition of interest in oil and gas blocks and on exploration and evaluation other than those which are expensed off are accounted for as Intangible Assets under Development. All development costs incurred in respect of Proved Reserves are also capitalised under Intangible Assets under Development. Once a well is ready to commence commercial production, the costs accumulated in Intangible Assets under Development are classified as Other Intangible Assets corresponding to proved developed oil and gas reserves. The exploration and evaluation expenditure which does not result in discovery of proved oil and gas reserves and all cost pertaining to production are charged to the Consolidated Statement of Profit and Loss. The Group uses technical estimation of reserves as per the Petroleum Resources Management System guidelines 2011 and standard geological and reservoir engineering methods. The reserve review and evaluation is carried out annually. Oil and Gas Joint Ventures are in the nature of Joint Operations. Accordingly, assets and liabilities as well as income and expenditure are accounted on the basis of available information on a line-by-line basis with similar items in the financial statements, according to the participating interest of the Group. (s) Non-Current Assets held for Sale (u) Earnings Per Share Non-Current Assets are classified as Held for Sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use and sale is considered highly probable. A sale is considered as highly probable when decision has been made to sell, assets are available for immediate sale in its present condition, assets are being actively marketed and sale has been agreed or is expected to be concluded within 12 months of the date of classification. Non-current assets held for sale are neither depreciated nor amortised. Assets and liabilities classified as Held for Sale are measured at the lower of 326 Basic Earnings Per Share is calculated by dividing the net profit after tax by the weighted average number of equity shares outstanding during the year adjusted for bonus element in equity share. Diluted Earnings Per Share adjusts the figures used in determination of basic earnings per share to take into account the conversion of all dilutive potential equity shares. Dilutive potential equity shares are deemed converted as at the beginning of the period unless issued at a later date. C. Critical Accounting Judgements and Key Sources of Estimation Uncertainty The preparation of the Group’s financial statements requires management to make judgement, estimates and assumptions that affect the reported amount of revenue, expenses, assets and liabilities and the accompanying disclosures. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods. (A) Estimation of Oil and Gas Reserves The determination of the Group’s estimated oil and natural gas reserves requires significant judgements and estimates to be applied and these are regularly reviewed and updated. Factors such as the availability of geological and engineering data, reservoir performance data, acquisition and divestment activity, drilling of new wells, and commodity prices all impact on the determination of the Group’s estimates of its oil and natural gas reserves. The Group bases it’s proved reserves estimates on the requirement of reasonable certainty with rigorous technical and commercial assessments based on conventional industry practice and regulatory requirements. Estimates of oil and natural gas reserves are used to calculate depletion charges for the Group’s oil and gas properties. The impact of changes in estimated proved reserves is dealt with prospectively by amortising the remaining carrying value of the asset over the expected future production. Oil and natural gas reserves also have a direct impact on the assessment of the recoverability of asset carrying values reported in the financial statements. Details on proved reserves and production both on product and geographical basis are provided in Note 32. (B) Decommissioning Liabilities The liability for decommissioning costs are recognised when the Group has an obligation to perform site restoration activity. The recognition and measurement of decommissioning provisions involves the use of estimates and assumptions. These include the timing of abandonment of well and related facilities which would depend upon the ultimate life of the field, expected utilisation of assets by other fields, the scope of abandonment activity and pre-tax rate applied for discounting. (C) Property Plant and Equipment/Other Intangible Assets Estimates are involved in determining the cost attributable to bringing the assets to the location and condition necessary for it to be capable of operating in the manner intended by the management. Property, Plant and Equipment/ Other Intangible Assets are depreciated/ amortised over their estimated useful life, after taking into account estimated residual value. Spectrum Cost is amortised over its balance validity period, based on the expected pattern of consumption of the expected future economic benefits. Management reviews the estimated useful life and residual values of the assets annually in order to determine the amount of depreciation/amortisation to be recorded during any reporting period. The useful life and residual values are based on the Group’s historical experience with similar assets and take into account anticipated technological changes. The depreciation/ amortisation for future periods is revised if there are significant changes from previous estimates. (D) Recoverability of Trade Receivables Judgements are required in assessing the recoverability of overdue trade receivables and determining whether a provision against those receivables is required. Factors considered include the credit rating of the counterparty, the amount and timing of anticipated future payments and any possible actions that can be taken to mitigate the risk of non-payment. (E) Provisions The timing of recognition and quantification of the liability requires the application of judgement to existing facts and circumstances, which can be subject to change. The carrying amounts of provisions and liabilities are reviewed regularly and revised to take account of changing facts and circumstances. (F) Impairment of Financial and Non-Financial Assets The impairment provisions for Financial Assets are based on assumptions about risk of default and expected cash loss rates. The Group uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on Group’s past history, existing market conditions as well as forward-looking estimates at the end of each reporting period. In case of non-financial assets the Group estimates asset’s recoverable amount, which is higher of an asset’s or Cash Generating Units (CGU’s) fair value less costs of disposal and its value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account, if no such transactions can be identified, an appropriate valuation model is used. 327 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Goodwill and intangible assets with indefinite lives have been allocated to the respective CGUs which are determined at the entity level. During the year ended March 31, 2021, the Group has determined that there is no impairment towards these assets. (G) Recognition of Deferred Tax Assets and Liabilities Deferred tax assets and liabilities are recognised for deductible temporary differences and unused tax losses for which there is probability of utilisation against the future taxable profit. The Group uses judgement to determine the amount of deferred tax that can be recognised, based upon the likely timing and the level of future taxable profits and business developments. (H) Fair Value Measurement For estimates relating to fair value of financial instruments refer note 35 of financial statements. (I) Revenue The application of Accounting Standard on Revenue Recognition for digital segment involves complexity and use of key judgements with respect to multiple elements deliverables, timing of revenue recognition, accounting of discounts, incentives, etc. The Management has reviewed such accounting treatment and is satisfied about its appropriateness in terms of the relevant Ind AS. (J) Global Health Pandemic on COVID-19 and Fall in Crude Price The outbreak of corona virus (COVID-19) pandemic globally and in India is causing significant disturbance and slowdown of economic activity. The Group’s operations and revenue during the period were impacted due to COVID-19. The Group has taken into account the possible impact of COVID-19 in preparation of financial statements, including its assessment of recoverable value of its assets based on internal and external information upto the date of approval of these financial statements and current indicators of future economic conditions. (K) Leases The Group evaluates if an arrangement qualifies to be a lease as per the requirements of Ind AS 116. Identification of a lease requires significant judgement. The Group uses judgement in assessing whether a contract (or part of contract) include a lease, the lease term (including anticipated renewals), the applicable discount rate, variable lease payments whether are in-substance fixed. The judgement involves assessment of whether the asset included in the contract is a fully or partly identified asset based on the facts and circumstances, whether the contract include a lease and non- lease component and if so, separation thereof for the purpose of recognition and measurement, determination of lease term basis, inter alia the non-cancellable period of lease and whether the lessee intends to opt for continuing with the use of the asset upon the expiry thereof, and whether the lease payments are fixed are variable or a combination of both. 1. Property, Plant and Equipment, Other Intangible Assets, Capital Work-in-Progress and Intangible Assets under Development Description Property, Plant And Equipment Own Assets: Land Buildings Plant & Machinery Electrical Installations Equipments $ Furniture & Fixtures Vehicles Ships Aircrafts and Helicopters Sub-Total Right-of-Use Assets: Land Buildings Plant & Machinery Vehicles Ships Sub-Total Total (A) Other Intangible Assets * Technical Knowhow Fees Spectrum Cost Software Development Rights Others Total (B) Total (A+B) Previous Year Capital Work-Inprogress Intangible Assets Under Development Gross Block Depreciation/Amortisation and Depletion Net Block As at 01-04-2020 Additions/ Adjustments^ Deductions/ Adjustments As at 31-03-2021 As at 01-04-2020 For the Year # Deductions/ Adjustments@ As at 31-03-2021 As at 31-03-2021 As at 31-03-2020 (` in crore) 49,850 32,172 4,42,006 14,708 13,143 3,360 719 502 633 5,57,093 18,893 2,208 7,764 59 10 28,934 5,86,027 5,961 60,907 9,481 65,242 5,911 1,47,502 7,33,529 95 1,684 23,614 997 5,402 859 106 3 848 33,608 165 652 424 2 - 1,243 34,851 55 - 3,889 7,559 647 12,150 47,001 7 17 2,545 371 - 37 31 - - 3,008 - 146 84 - - 230 3,238 49,938 33,839 4,63,075 15,334 18,545 4,182 794 505 1,481 5,87,693 - 9,335 1,23,740 5,283 5,011 1,351 541 329 426 1,46,016 19,058 2,714 8,104 61 10 29,947 6,17,640 2,280 299 1,488 14 10 4,091 1,50,107 27 - 8 11,649 8 4,021 5,989 5,404 60,907 3,426 13,362 46,433 61,152 1,739 6,550 11,692 1,47,960 61,023 14,930 7,65,600 2,11,130 - 1,418 12,845 1,137 1,306 312 66 16 49 17,149 308 392 1,248 16 - 1,964 19,113 173 4,214 1,368 1,664 261 7,680 26,793 - 9 2,093 362 - 17 29 - - 2,510 - 10,744 1,34,492 6,058 6,317 1,646 578 345 475 1,60,655 49,938 23,095 3,28,583 9,276 12,228 2,536 216 160 1,006 4,27,038 49,850 22,837 3,18,266 9,425 8,132 2,009 178 173 207 4,11,077 - 55 81 - - 136 2,646 2,588 636 2,655 30 10 5,919 16,470 2,078 5,449 31 - 24,028 1,66,574 4,51,066 16,613 1,909 6,276 45 - 24,843 4,35,920 27 - 4 684 8 723 1,940 55,503 6,055 18,809 4,172 86,479 3,369 2,34,554 5,31,046 5,22,399 1,822 51,289 8,572 13,739 4,558 79,980 4,167 9,618 4,790 47,413 1,992 67,980 5,84,525 1,59,861 10,857 7,33,529 1,98,148 22,669 9,687 2,11,130 5,22,399 71,171 3,86,377 59,096 54,782 50,010 $ Includes Office Equipments. * Other than internally generated. # Depreciation / Amortisation and Depletion for the year includes depreciation of ` 99 crore capitalised during the year and ` 122 crore on account of entities acquired during the year 2020-21. Thus, ` 26,572 crore has been considered in the Statement of Profit and Loss. ^ Additions / Adjustments in gross block for the year include ` 1,514 crore on account of entities acquired during the year 2020-21. @ Deductions / Adjustments in Development Rights is net off impairment amounting to ` 3,793 crore relating to Shale Gas Entities. 1.1 Right-of-Use (Land) includes ` 83 crore (Previous Year ` 83 crore) in respect of which the letters of allotment are received and supplementary agreements entered, however, lease deeds are pending execution. 1.2 Buildings includes: i) Cost of shares in Co-operative Societies ` 2,03,700 (Previous Year ` 2,03,700). ii) ` 135 crore (Previous Year ` 135 crore) in shares of Companies / Societies with right to hold and use certain area of Buildings. 1.3 Other Intangible Assets – Others includes: i) Jetties amounting to ` 812 crore (Previous Year ` 812 crore), the Ownership of which vests with Gujarat Maritime Board. ii) ` 7 crore (Previous Year ` 7 crore) in shares of companies with Right to hold and use Land and Buildings. 328 329 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 1.4 Capital Work-in-Progress and Intangible Assets Under Development includes: i) ` 13,697 crore (Previous Year ` 15,684 crore) on account of Project Development Expenditure. Particulars As at 31st March, 2021 As at 31st March, 2020 Units Amount Units Amount (` in crore) ii) ` 10,100 crore (Previous Year ` 9,168 crore) on account of cost of construction materials at site. 1.5 Additions in Property, Plant & Equipment, Capital work-in-progress, Other Intangible Assets and Intangible assets under Development includes ` 279 crore (net gain) [Previous Year ` 6,255 crore (net loss)] on account of exchange difference during the year. 1.6 For Assets pledged as security – Refer Note 15.1, 15.2 and 15.3. 1.7 The Company based on internal and external technical evaluation, reassessed the estimates relating to the life of Plant & Machinery of O2C Business. Basis this technical evaluation, the Company has revised the useful life of these O2C assets to 50 years from the respective dates of commissioning, with effect from April 01, 2020. In Preference shares – Unquoted, Partly paid up NW18 HSN Holdings PLC – Class O Preference Shares of USD 0.2 each, paid up USD 0.05 each 12,75,367 12,75,367 - - In Debentures – Unquoted, Fully paid up Ashwani Commercials Private Limited - Zero Coupon Unsecured Optionally Fully Convertible Debentures of ` 10 each Reliance Services and Holdings Limited- Zero Coupon Unsecured Optionally Fully Convertible Debentures of ` 10 each 13,55,90,000 136 13,55,90,000 - - 9,97,50,000 As at 31st March, 2021 As at 31st March, 2020 Units Amount Units Amount (` in crore) In Share Warrant – Unquoted, Partly paid up NW18 HSN Holdings PLC – Share Warrant of USD 10 each, paid up USD 0.01 each 24,18,393 Particulars 2. A. Investments – Non-Current Investment in Associates Investments measured at Cost (accounted using Equity Method) In Equity Shares – Quoted, Fully paid up Reliance Industrial Infrastructure Limited of ` 10 each GTPL Hathway Limited of ` 10 each In Equity Shares – Unquoted, Fully paid up Big Tree Entertainment Private Limited of ` 10 each CCN DEN Network Private Limited of ` 10 each Clayfin Technologies Private Limited of ` 10 each DEN ADN Network Private Limited of ` 10 each Den Satellite Network Private Limited of ` 10 each Eenadu Television Private Limited of ` 10 each Gaurav Overseas Private Limited of ` 10 each [` 27,38,845; (Previous Year ` 27,97,720)] Gujarat Chemical Port Limited of ` 1 each (Formerly known as Gujarat Chemical Port Terminal Company Limited) Hathway VCN Cablenet Private Limited of ` 10 each [` 27,91,952] Indian Vaccines Corporation Limited of ` 10 each [` 12,36,383; (Previous Year ` 18,50,655)] NW18 HSN Holdings Plc. of USD 0.2 each Pan Cable Services Private Limited of ` 10 each Reliance Europe Limited of Sterling Pound 1 each Reliance Services and Holdings Limited of ` 10 each Jamnagar Utilities and Power Private Limited Class A shares of ` 1 each [` 40,72,000; (Previous Year ` 40,72,000)] Vadodra Enviro Channel Limited of ` 10 Each [` 1,43,020; (Previous Year ` 1,43,020)] Vay Network Services Private Limited of ` 2 each [` 39,14,826; (Previous Year ` 39,14,826)] In Preference Shares – Unquoted, Fully paid up Big Tree Entertainment Private Limited - Compulsorily Convertible Preference Shares Series B of ` 1,000 each Reliance Services and Holdings Limited -  6% Non-Cumulative Redeemable Preference Shares of `1000 each Big Tree Entertainment Private Limited – Compulsorily Convertible Preference Shares Series B1 of ` 10 each Big Tree Entertainment Private Limited - Compulsorily Convertible Preference Shares Series C of ` 1,000 each Big Tree Entertainment Private Limited – Compulsorily Convertible Preference Shares Series C1 of ` 10 each Big Tree Entertainment Private Limited - Compulsorily Convertible Preference Shares Series D of ` 10 each 330 68,60,064 4,26,97,825 17,04,279 20,40,000 35,93,552 19,38,000 50,295 60,94,190 3,23,000 210 436 646 - - 25 3 58 437 - 68,60,064 4,26,97,825 17,04,279 20,40,000 35,93,552 19,38,000 50,295 60,94,190 3,23,000 190 380 570 - - 23 3 66 375 - 64,29,20,000 538 64,29,20,000 430 12,520 62,63,125 92,62,233 10 11,08,500 50,000 52,32,000 14,302 19,57,413 - - - - 41 11,854 - - - 12,956 12,520 62,63,125 92,62,233 10 11,08,500 50,000 52,32,000 14,302 19,57,413 - - - - 39 - - - - 936 1,156 - 1,156 - 17,64,66,916 17,647 17,64,66,916 16,175 2,31,200 1,807 3,61,400 - - - 2,31,200 1,807 3,61,400 - 17 - 3,41,857 212 3,41,857 278 17,859 16,470 In Limited Liability Partnership GenNext Ventures Investment Advisers LLP [` 31,17,337; (Previous Year ` 25,60,426)] In Corpus of Trust Unquoted Investment in Corpus of Petroleum Trust A. B. Total Investments in Associates Investment in Joint Ventures Investment measured at Cost (accounted using Equity Method) In Equity Shares – Quoted, Fully paid up Alok Industries Limited of ` 1 each (Refer Note 40.2) In Equity Shares – Unquoted, Fully paid up Brooks Brothers India Private Limited of ` 10 each Burberry India Private Limited of ` 10 each Canali India Private Limited of ` 10 each Dadri Toe Warehousing Private Limited of ` 10 each Diesel Fashion India Reliance Private Limited of ` 10 each D.E. Shaw India Securities Private Limited of ` 10 each Football Sports Development Limited of ` 10 each Hathway Bhaskar CCN Multi Entertainment Private Limited of ` 10 each Hathway Bhawani NDS Network Limited of ` 500 each [` 32,97,641; (Previous Year ` 33,14,237)] Hathway Cable MCN Nanded Private Limited of ` 10 each (Previous Year ` 45,86,231) Hathway CBN Multinet Private Limited of ` 10 each Hathway CCN Entertainment (India) Private Limited of ` 10 each Hathway CCN Multinet Private Limited of ` 10 each Hathway Channel 5 Cable and Datacom Private Limited of ` 10 each Hathway Dattatray Cable Network Private Limited of ` 10 each Hathway Digital Saharanpur Cable & Datacom Private Limited of ` 10 each Hathway ICE Television Private Limited of ` 10 each Hathway Latur MCN Cable & Datacom Private Limited of ` 10 each [` 12,11,163] Hathway MCN Private Limited of ` 10 each Hathway Sai Star Cable & Datacom Private Limited of ` 10 each Hathway Sonali OM Crystal Cable Private Limited of ` 10 each Hathway Palampur Cable Network Private Limited of ` 10 each - - 136 100 236 - - - - 27,119 27,119 45,331 24,18,393 136 - - - - 46,195 46,195 77,792 1,98,65,33,333 263 - - 2,45,00,000 2,23,22,952 1,22,50,000 1,00,000 5,65,95,000 1,07,00,000 14,85,711 7,000 15,810 13,05,717 25,500 2,55,000 2,42,250 2,49,000 20,400 10,200 1,02,000 51,000 9,63,000 68,850 68,000 15,300 15 38 16 24 15 1 131 - - 1 2 4 7 - - - - - 7 9 1 - 2,45,00,000 2,23,22,952 1,22,50,000 - 5,65,95,000 1,07,00,000 10,80,141 7,000 15,810 13,05,717 25,500 2,55,000 2,42,250 2,49,000 20,400 10,200 1,02,000 51,000 9,63,000 68,850 68,000 15,300 15 33 15 - 17 1 41 - - - 1 4 7 - - - - - 5 11 1 - 331 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited As at 31st March, 2021 As at 31st March, 2020 Units Amount Units Amount (` in crore) 2,29,500 86,25,000 25,05,000 - 2,25,00,000 16,24,00,000 81,42,722 - - 39 - 9 88 40 2,29,500 86,25,000 25,05,000 5,33,60,074 1,50,00,000 16,24,00,000 81,42,722 - - 39 157 6 152 49 9,51,16,546 160 9,51,16,546 194 5,000 48,50,000 1,21,00,000 1,35,00,000 9,70,00,000 5,00,000 2,48,92,000 1,37,20,000 10,821 87,45,000 5,000 2,98,44,272 84,933 80,046 79,914 85,280 79,914 79,914 1,97,48,739 1,86,12,443 1,85,81,663 1,98,29,430 1,85,81,663 1,85,81,663 2,20,000 2,49,999 1 20,35,250 - - 5 5 5 7 4 16 13 5 - - 4 1 1 1 1 1 1 207 200 189 199 187 188 1,847 - 5 - 7 250 262 - 2,372 3 4 5 5 6 2 17 14 5 7 - 5 1 1 1 1 1 1 196 188 177 187 175 176 1,926 - 5 - 9 - 14 - 1,940 Particulars Hathway Prime Cable & Datacom Private Limited of ` 10 each IBN Lokmat News Private Limited of ` 10 each Iconix Lifestyle India Private Limited of ` 10 each RISE Worldwide Limited ( Formerly IMG Reliance Limited) of ` 10 each India Gas Solutions Private Limited of ` 10 each Jio Payments Bank Limited of ` 10 each Marks and Spencer Reliance India Private Limited (Class A Shares of ` 10 each) Marks and Spencer Reliance India Private Limited (Class C Shares of ` 5 each) Net 9 Online Hathway Private Limited of ` 10 each Reliance Bally India Private Limited of ` 10 each Reliance Paul & Shark Fashions Private Limited of ` 10 each Reliance-GrandVision India Supply Private Limited of ` 10 each Reliance-Vision Express Private Limited of ` 10 each Pipeline Management Services Private Limited of ` 10 each Ryohin-Keikaku Reliance India Private Limited of ` 10 each TCO Reliance India Private Limited of ` 10 each Ubona Technologies Private Limited of ` 10 each V&B Lifestyle India Private Limited of ` 10 each Reliance Sideways Private Limited of ` 10 each Zegna South Asia Private Limited of ` 10 each Ethane Crystal LLC Class A Share of $1 each Ethane Emerald LLC Class A Share of $1 each Ethane Opal LLC Class A Share of $1 each Ethane Pearl LLC Class A Share of $1 each Ethane Sapphire LLC Class A Share of $1 each Ethane Topaz LLC Class A Share of $1 each Ethane Crystal LLC Class C Share of $1 each Ethane Emerald LLC Class C Share of $1 each Ethane Opal LLC Class C Share of $1 each Ethane Pearl LLC Class C Share of $1 each Ethane Sapphire LLC Class C Share of $1 each Ethane Topaz LLC Class C Share of $1 each 5,000 48,50,000 1,31,00,000 1,35,00,000 10,20,00,000 5,00,000 2,48,92,000 1,37,20,000 10,821 - 5,000 2,98,44,272 84,933 80,046 79,914 85,280 79,914 79,914 1,97,48,739 1,86,12,443 1,85,81,663 1,98,29,430 1,85,81,663 1,85,81,663 In Preference Shares – Unquoted, Fully paid up IBN Lokmat News Private Limited – 0.10% Non-Cumulative Redeemable Preference Shares Series “I” of ` 100 each IBN Lokmat News Private Limited – 0.10% Non-Cumulative Redeemable Preference Shares Series “II” of ` 100 each IBN Lokmat News Private Limited – 0.01% Optionally Convertible Non- Cumulative Redeemable Preference Share Series “II” of ` 100 each IBN Lokmat News Private Limited – 0.10% Non-Cumulative Redeemable Preference Shares Series “III” of ` 100 each Alok Industries Limited of ` 1 each – Preference Share (Refer Note 40.2) 2,20,000 2,49,999 1 20,35,250 2,50,00,00,000 In Limited Liability Partnership Hathway SS Cable & Datacom LLP [` 11,52,820] Total Investments in Joint Ventures 332 Particulars C. Other Investments Investment measured at Amortised Cost In Government Securities – Unquoted 6 Years National Savings Certificate (Deposited with Sales Tax Department and Other Government Authorities) [` 45,08,847; (Previous Year ` 45,08,847)] In Debentures or Bonds – Quoted, Fully paid up Summit Digitel Infrastructure Private Limited (Earlier Reliance Jio Infratel Private Limited) – Secured Redeemable Non-Convertible Debentures of ` 10,00,000 each (Series 5) In Debentures or Bonds – Unquoted, Fully paid up Jio Digital Fibre Private Limited – 9% Non-convertible Debentures of ` 10,00,000 each Summit Digitel Infrastructure Private Limited (Earlier Reliance Jio Infratel Private Limited) – 9% Non-convertible Debentures of ` 10,00,000 each Jio Digital Fibre Private Limited – Secured Redeemable Non-Convertible Debentures of ` 10,00,000 each (Series PPD1) Jio Digital Fibre Private Limited – Secured Redeemable Non- Convertible Debentures of ` 10,00,000 each (Series PPD2) Jio Digital Fibre Private Limited – Secured Redeemable Non- Convertible Debentures of ` 10,00,000 each (Series PPD3) Yes Bank Limited – Unsecured Redeemable Non-Convertible, Upper Tier II Bonds of ` 10,00,000 each As at 31st March, 2021 As at 31st March, 2020 Units Amount Units Amount (` in crore) - - 1,18,360 11,880 - 11,880 - - - - - - - - 2,53,420 27,394 1,18,360 12,795 60,000 6,000 1,00,000 10,000 93,420 9,342 - - - - - 30 - - - 3 25,342 40,192 In Units PTC – Master Trust 2019 Series I Marigold Trust First Business Receivables Trust Digital Fibre Infrastructure Trust Tower Infrastructure Trust Investment measured at Fair Value through Other Comprehensive Income (FVTOCI) In Membership Interest of LLP – Unquoted Labs 02 Limited Partnership Breakthrough Energy Ventures II L.P. In Membership Interest of LLC – Unquoted BreakThrough Energy Ventures LLC In Preferred Shares – Unquoted, Fully paid up EdCast Inc. – Series B Krikey Inc. – Series A KaiOS Technologies Inc (KTI) – Series A Netradyne Inc. – Series A Skytran Inc. 405 251 875 - 56 1,587 29 21 50 199 199 5 75 36 276 - 392 2,34,302 - 6,25,000 1,91,34,355 48,29,651 2,34,302 27,16,948 6,25,000 1,91,34,355 - 3,126 - - 26 12 3,164 16 - 16 103 103 5 - 36 276 39 356 333 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Particulars As at 31st March, 2021 As at 31st March, 2020 Units Amount Units Amount (` in crore) Particulars As at 31st March, 2021 As at 31st March, 2020 Units Amount Units Amount (` in crore) In Debentures or Bonds – Unquoted, Fully paid up VT Media Private Limited – Unsecured Zero Coupon Optionally Redeemable/Convertible Debentures of ` 1,000 each - In Equity Shares – Quoted, Fully paid up Affinity Energy and Health Limited of AUD 0.1636 each Balaji Telefilms Limited of ` 2 each EIH Limited of ` 2 each Eros International Plc of GBP 0.30 each Himachal Futuristic Communications Limited of ` 1 each KSL and Industries Limited of ` 4 each [` 12,80,632; (Previous Year ` 8,06,324)] Refex Industries Limited of ` 10 each SMC Global Securities Limited of ` 2 each Yatra Online Inc. of $ 0.0001 each In Equity Shares – Unquoted, Fully paid up Ahmedabad Mega Clean Association of ` 10 each [` 1,00,000; (Previous Year ` 1,00,000)] Aeon Learning Private Limited of ` 1 each [` 1,00,000; (Previous Year ` 1,00,000)] 24x7 Learning Private Limited of ` 10 each DSE Estates Limited of ` 1 each Enercent Technologies Private Limited Eshwar Land Private Limited of ` 10 each Future 101 Design Private Limited of ` 10 each Hathway Patiala Cable Private Limited of ` 10 each Homodeus Inc KaiOS Technologies Inc (KTI) of USD 3.675 each Eliph Nutrition Private Limited of ` 10 each [` 6,40,000; (Previous Year ` Nil)] MobileNXT Teleservices Private Limited of ` 10 each Petronet India Limited of ` 0.10 each [` 10,00,000; (Previous Year ` 10,00,000)] Petronet VK Limited of ` 10 each [` 20,000; (Previous Year ` 20,000)] Ushodaya Enterprises Private Limited of ` 100 each (Previous Year ` 27,50,000) VAKT Holdings Limited of USD 0.001 each Yatra Online Private Limited of ` 10 each In Preference Shares – Unquoted, Fully paid up Aeon Learning Private Limited – Series B compulsorily convertible Preference Shares of ` 1 each Jio Digital Fibre Private Limited – 10% Optionally Convertible Preference Shares of ` 10 each Jio Digital Fibre Private Limited – 10% Cumulative Redeemable Preference Shares of ` 10 each Summit Digitel Infrastructure Private limited (Formerly Reliance Jio Infratel Private Limited) – 0% Redeemable, Non-Participating, Non- Cumulative and Non-Convertible Preference Shares of ` 10 each Summit Digitel Infrastructure Private limited (Formerly Reliance Jio Infratel Private Limited) – 10% Optionally Convertible Preference Shares of ` 10 each Karexpert Technologies Private Limited – Series A Preference Shares of ` 20 each Karexpert Technologies Private Limited – Series B Preference Shares of ` 20 each Pipeline Infrastructure Private Limited – 0.1% Compulsory Convertible Preference Shares of ` 10 each Pipeline Infrastructure Private Limited – 0.1% Redeemable Preference Shares of ` 10 each Eliph Nutrition Private Limited of ` 10 each Teesta Retail Private Limited – 6% Non-Cumulative Optionally Convertible Preference Shares of ` 10 each 1,58,350 2,52,00,000 11,77,60,869 31,11,088 4,85,32,764 4,74,308 2,75,000 11,35,670 19,26,397 10,000 1,00,000 6,45,558 8,98,500 21,000 400 2,019 71,175 2,94,118 19,04,781 100 3,01,876 1,00,00,000 1,49,99,900 27,500 39,894 1,09,348 2 - 144 1,095 41 122 - 3 8 28 1,441 - - - - 3 - 14 3 2 46 - - - - - 39 8 115 - 4,52,88,158 2,52,00,000 10,59,07,273 31,11,088 4,85,32,764 4,74,308 2,75,000 5,87,158 19,26,397 10,000 1,00,000 6,45,558 8,98,500 - 400 2,019 71,175 - 19,04,781 - 3,01,876 1,00,00,000 1,49,99,900 27,500 39,894 1,09,348 2 2 95 697 39 44 - 1 7 13 898 - - - - - - 14 3 - 46 - - - - - 39 4 106 - 77,70,11,98,375 77,889 77,70,11,98,375 77,701 12,50,000 5,00,00,000 1 94 12,50,000 - - - 5,00,00,000 22,222 44,443 10 20 22,222 33,332 1 - 50 10 15 4,00,00,00,000 4,000 4,00,00,00,000 4,000 5,00,00,000 50 5,00,00,000 9,269 2,025 6 466 - 2,025 50 - 466 82,536 82,293 In Debentures or Bonds – Quoted, Fully paid up * In Fixed Maturity Plan – Quoted, Fully paid up # In Government Securities – Quoted * In Units - Unquoted, fully paid up Investments measured at Fair Value Through Profit and Loss (FVTPL) In Equity Shares – Quoted, Fully paid up In Equity Shares – Unquoted, Fully paid up In Preference Shares – Unquoted, Fully paid up In Debentures or Bonds – Quoted In Others Faering Capital India Evolving Fund of ` 1,000 each GenNext Ventures Fund - Class A units of ` 10 each HDFC India Real Estate Fund of ` 1,000 each IIFL Special Opportunities Fund Class A 5.1 of ` 10 each JM Financial Property Fund – I of ` 3,721 each (Previous Year ` 3,721 each) JMFRAC - Securities Receipt KKR India Debt Fund I of ` 1,000 each LICHFL Housing and Infrastructure Fund of ` 100 each LICHFL Urban Development Fund of ` 10,000 each ` 3,762 paid up (Previous Year ` 3,762 paid up) Multiples Private Equity Fund - Scheme 1 of ` 1,00,000 each, ` 16,971 paid up (Previous Year ` 22,437 paid up) Multiples Private Equity Fund II LLP of ` 1,000 each Paragon Partners Growth Fund – I of ` 100 each Urban Infrastructure Opportunities Fund of ` 27,430 each (Previous Year ` 27,930 each) 3one4 Capital Fund Scheme II of ` 1,00,000 each, ` 85,000 paid up (Previous Year ` 85,000 paid up) Kalaari Capital Partners India IV of ` 1,000 each JMFARC – MARCH 2018 – Trust – Series I of ` 1,000 each C. Total Other Investments Total Non-Current Investments (A+B+C) - - 3,552 1,372 - 2,206 - 491 375 - 160 78 - 57 4 26 2 5 7 13 125 62 24 2,50,000 15,02,630 1,98,38,351 88,880 4,95,06,919 50,000 3,40,000 2,53,314 1,16,000 25,000 5,000 9,45,361 44,27,780 21,600 11,66,581 1,98,58,351 - 4,95,06,919 50,000 3,40,000 2,53,314 5,16,000 25,000 5,000 9,66,872 45,43,052 21,600 2,000 30 2,000 - 8,00,000 2,78,978 8,00,000 24 63 680 1,32,218 2,12,382 25 25 1,539 11,070 14,263 - 250 606 250 814 103 76 - 44 4 34 2 1 10 31 137 63 26 25 - 80 636 1,56,581 2,03,852 (` in crore) * Includes ` Nil (Previous Year ` 11,448 crore) given as collateral security (Refer Note 19). # Refer Note 35 C 2.1 Category-Wise Investment-Non-Current Financial Assets measured at Cost Financial Assets measured at Amortised Cost Financial Assets measured at Fair Value through Other Comprehensive Income (FVTOCI) Financial Assets measured at Fair value through Profit & Loss (FVTPL) Total Non-Current Investments (A+B+C) As at 31st March, 2021 As at 31st March, 2020 80,164 38,809 91,863 1,546 2,12,382 47,271 43,356 1,10,669 2,556 2,03,852 334 335 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 3. Loans – Non-Current (Unsecured and Considered Good) Deposits with Related Parties (Refer Note 31) Other Loans and Advances * Total * Includes primarily fair valuation of interest free deposits and consumer device financing. (` in crore) As at 31st March, 2021 As at 31st March, 2020 519 1,965 2,484 542 21,190 21,732 (` in crore) As at 31st March, 2021 As at 31st March, 2020 1,147 37,001 (35,854) 2,900 54,123 (51,223) As at 31st March, 2020 (Charge)/Credit to Statement of Profit and Loss ^ (Charge)/ Credit to Other Comprehensive Income Others (Including Exchange Difference) (` in crore) As at 31st March, 2021 (13,514) 12,653 1,650 1 232 60 23,892 (9,421) 2,900 (1,582) - 24 47 (22,556) 9,633 (1,781) 38,278 19,019 16,424 (28) (412) (10) (33) (96) 54,123 (24,033) (2) (37) 184 (12,572) (132) (17,573) - 2 - 2 - - (1) 3 - 520 - - (70) - - 450 (45) (906) 1 - (10) - 426 (347) 25 4 - - (1) - (2) - 1 71 1 248 107 1,762 (136) 1,147 57,301 (7,089) (30) (450) 104 (12,607) (228) 37,001 4. Deferred Tax Component of Deferred Tax Deferred Tax Assets (Net) Deferred Tax Liabilities (Net) Net Deferred Tax Assets/(Liabilities) Deferred Tax Assets (Net) in Relation to: Property, Plant and Equipment and Other Intangible Asset Financial Assets Loan and Advances Provisions Disallowances Carried Forward Loss Others Deferred Tax Assets (Net) Deferred Tax Liabilities (Net) in Relation to: Property, Plant and Equipment and Other Intangible Asset Financial Assets and Others Loan and Advances Provisions Disallowances Carried Forward Losses Others Deferred Tax Liabilities (Net) Net Deferred Tax Assets/(Liabilities) (51,223) 15,792 (447) 24 (35,854) ^ Refer Note 12 and 29 (b) 5. Other Non-Current Assets (Unsecured and Considered Good) Capital Advances @ Security Deposits * Advance Income Tax (Net of Provision) # Upfront Fibre payment Others ^ Total * Includes Deposits of ` 473 crore (Previous Year ` 468 crore) given to Related Parties (Refer Note 31(IV)). # Refer Note 12 @ Refer Note 33 (V) ^ Includes primarily prepaid rent and device rights. 336 (` in crore) As at 31st March, 2021 As at 31st March, 2020 20,787 3,194 5,104 15,500 20,392 64,977 5,724 3,234 5,612 15,570 7,267 37,407 6. Inventories Raw Materials (Including Material in Transit) Work-in-Progress * Finished Goods Stores and Spares Stock-in-Trade Others ^ Total (` in crore) As at 31st March, 2021 As at 31st March, 2020 15,200 27,781 11,836 11,600 13,285 1,970 81,672 15,312 21,617 12,890 11,723 10,261 2,100 73,903 * Includes Land, Development Cost and on transfer on completion of Projects of ` 11,649 crore (Previous Year ` 12,362 crore). ^ Primarily includes Programming and Film Rights. 7. Investments – Current Investment Measured at Amortised Cost In Collateral Borrowing and Lending Obligation - Unquoted Investment Measured at Fair Value through Other Comprehensive Income (FVTOCI) In Fixed Maturity Plan – Quoted, Fully paid up # In Mutual Fund – Quoted # In Mutual Fund – Unquoted # Investment Measured at Fair Value Through Profit and Loss (FVTPL) In Debentures or Bonds – Quoted, Fully Paid Up ^ In Government Securities – Quoted ^ In Mutual Fund – Quoted In Treasury Bills – Quoted In Mutual Fund – Unquoted # (` in crore) As at 31st March, 2021 As at 31st March, 2020 1,000 1,000 - - 10,446 2,768 95,006 1,08,220 1,961 4,774 3,238 13,161 20,092 43,226 - 2,720 38,450 41,170 3,442 14,809 82 10,869 2,543 31,745 Total Investments – Current 1,52,446 72,915 # Refer Note 35 C ^ Includes ` Nil (Previous Year ` 11,690 crore) given as collateral security (Refer Note 19). 7.1 Category-Wise Investments – Current Financial Assets measured at Amortised Cost Financial Assets measured at Fair Value Through Other Comprehensive Income Financial Assets measured at Fair Value Through Profit and Loss Total Investments – Current 8. Trade Receivables (Unsecured and Considered Good) Trade Receivables Total (` in crore) As at 31st March, 2021 As at 31st March, 2020 1,000 1,08,220 43,226 1,52,446 - 41,170 31,745 72,915 (` in crore) As at 31st March, 2021 As at 31st March, 2020 19,014 19,014 19,656 19,656 337 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 9. Cash and Cash Equivalents Cash on Hand Balances with Banks * Others – Deposits/Advances Cash and Cash Equivalents as per Balance Sheet Cash and Cash Equivalents as per Cash Flow Statement (` in crore) As at 31st March, 2021 As at 31st March, 2020 91 11,859 5,447 17,397 17,397 77 19,685 11,158 30,920 30,920 * Includes Unclaimed Dividend of ` 208 crore (Previous Year ` 220 crore), Fixed Deposits of ` 169 crore (Previous Year ` 529 crore) with maturity of more than 12 months and Fixed Deposits of ` 2,683 crore (Previous Year ` 4,897 crore) are given as collateral securities. These deposits can be withdrawn by the Company at any point of time without prior notice or penalty on the principal. Incremental Deferred Tax Liability on account of Property, Plant and Equipment and Other Intangible Assets Incremental Deferred Tax (Asset) / Liability on account of Financial Assets and Other Items Deferred Tax Provision (B) Tax Expenses recognised in Statement of Profit and Loss (A+B) Effective Tax Rate Tax on Exceptional Item ^ (` in crore) ^ Refer Note 29 10. Other Financial Assets – Current Deposits # Call Money Receivable Others ^ Total # Includes Deposits of ` 17 crore (Previous Year ` 17 crore) given to Related Parties (Refer Note 31(IV)). ^ Mainly includes fair valuation of derivatives. 11. Other Current Assets (Unsecured and Considered Good) Balance with Customs, Central Excise, GST and State Authorities Others ** Total ** Includes prepaid expenses, deposits, advance to vendor and claims receivable. 12. Taxation Income Tax Recognised in Statement of Profit and Loss Current Tax Deferred Tax Total Income Tax Expenses The income tax expenses for the year can be reconciled to the accounting profit as follows: Profit Before Tax (Before Exceptional Item) Applicable Tax Rate Computed Tax Expense Tax Effect of: Exempted Income Expenses Disallowed Additional Allowances net of MAT Credit Non-Taxable Subsidiaries and effect of Differential Tax Rate under various jurisdiction Carried Forward Losses Utilised Others Current Tax Provision (A) 338 As at 31st March, 2021 As at 31st March, 2020 13,491 39,843 7,790 61,124 8,428 - 19,006 27,434 (` in crore) As at 31st March, 2021 As at 31st March, 2020 26,638 14,655 41,293 24,856 7,907 32,763 (` in crore) As at 31st March, 2021 As at 31st March, 2020 2,205 (483) 1,722 8,630 5,096 13,726 (` in crore) As at 31st March, 2021 As at 31st March, 2020 49,819 34.944% 17,409 (157) 6,417 (14,882) (2,184) (4,261) (137) 2,205 58,050 34.944% 20,285 (3,118) 4,362 (10,455) (516) (1,984) 56 8,630 (` in crore) As at 31st March, 2021 As at 31st March, 2020 8,034 (8,517) (483) 1,722 3.45% (13,801) 5,699 (603) 5,096 13,726 23.65% (948) (` in crore) As at 31st March, 2021 As at 31st March, 2020 5,576 (2,205) (1,517) 3,213 5,067 3,346 (8,630) 2,474 8,386 5,576 (` in crore) As at 31st March, 2021 As at 31st March, 2020 14,000 1,000 15,000 6,339 423 6,762 6,339 106 6,445 14,000 1,000 15,000 6,339 - 6,339 6,339 - 6,339 339 Advance Income Tax (Net of Provision) At start of the year Charge for the year Others * Tax paid during the year At end of the year # * Mainly pertain to Provision for Tax on Other Comprehensive Income and Exceptional Item. # Refer Note 5 and Note 22 13. Share Capital Equity Shares of ` 10 each Preference Shares of ` 10 each Authorised Share Capital: 14,00,00,00,000 (14,00,00,00,000) 1,00,00,00,000 (1,00,00,00,000) Total Issued Capital: 6,33,94,41,920 (6,33,92,67,510) 42,26,26,894 ( - ) Total Subscribed and Paid Up Capital: 6,33,94,41,920 (6,33,92,67,510) 42,26,26,894 ( - ) Total Equity Shares of ` 10 each fully paid up Equity Shares of ` 10 each, (` 2.5 paid up) (Refer Note 13.7) Equity Shares of ` 10 each fully paid up Equity Shares of ` 10 each, (` 2.5 paid up) (Refer Note 13.7) 13.1 13.2 13.3 2,95,98,63,235 (2,95,98,63,235) 42,26,26,894 ( - ) 41,31,91,759 (41,31,68,826) Shares were allotted as fully paid Bonus Shares in the last five years by capitalisation of Securities Premium and Capital Redemption Reserve. Issued as partly paid shares under Right Issue (Refer Note 13.7) Shares held by Associates Figures in brackets represent Previous Year figures. Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 13.4 The Reconciliation of the Number of Shares Outstanding is set out below Equity Shares at the beginning of the year Add: Shares issued on exercise of employee stock options Add: Pursuant to Scheme of Arrangement Add: Shares Issued on Rights Basis (Refer Note 13.7) Equity Shares at the end of the year As at 31st March, 2021 As at 31st March, 2020 No. of Shares No. of Shares 6,33,92,67,510 1,74,410 - 42,26,26,894 6,76,20,68,814 5,92,58,68,997 5,73,687 41,28,24,826 - 6,33,92,67,510 13.5 Options granted under ESOS-2006 prior to withdrawal of scheme, continue to be governed by ESOS-2006. The Members approved a new scheme viz. ‘Reliance Industries Limited Employees’ Stock Option Scheme 2017’ (ESOS-2017) with a limit to grant 6,33,19,568 options. Pursuant to ESOS-2017, 42,00,000 options have been granted to the eligible employees. 13.6 Rights, preferences and restrictions attached to shares: The Company has only one class of equity shares having face value of ` 10 each. The holder of the equity share is entitled to dividend right and voting right in the same proportion as the capital paid-up on such equity share bears to the total paid-up equity share capital of the Company. The dividend proposed by Board of Directors is subject to approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive the remaining assets of the Company in the same proportion as the capital paid-up on the equity shares held by them bears to the total paid-up equity share capital of the Company. 13.7 Issue of shares under rights issue: The Company had, issued 42,26,26,894 equity shares of face value of ` 10/- each on right basis (‘Rights Equity Shares’) to the Eligible Equity Shareholders at an issue price of ` 1,257 per Rights Equity Share (including premium of ` 1,247 per Rights Equity Share). In accordance with the terms of issue, ` 314.25 i.e. 25% of the Issue Price per Rights Equity Share, was received from the concerned allottees on application and shares were allotted. The Board has made two call(s) i.e. First call of ` 314.25 per Rights Equity Share (including a premium of ` 311.75 per share) and Second & final call of ` 628.50 per Rights Equity Share (including a premium of ` 623.50 per share) on shareholders. Name of the Company 14. Other Equity Share Application Money Pending Allotment As per last Balance Sheet Add: Application Money Received / Issue of Shares Capital Reserve As per last Balance Sheet Capital Redemption Reserve As per last Balance Sheet Add: Transferred from Retained Earnings Less: Pursuant to Scheme of Arrangement Debenture Redemption Reserve As per last Balance Sheet Add: Transferred from Retained Earnings Less: Transferred to Retained Earnings Less: Transfer to General Reserve As at 31st March, 2021 As at 31st March, 2020 (` in crore) 1 (1) 50 - 50 - 9,427 - 41 3,410 - 291 1 291 2 (1) 14 40 54 4 50 50 9,412 15 - - Name of the Company As at 31st March, 2021 As at 31st March, 2020 (` in crore) Share Based Payments Reserve As per last Balance Sheet Add: On Employee Stock Options Statutory Reserve As per last Balance Sheet Add: Transferred from Retained Earnings Securities Premium As per last Balance Sheet Add: Pursuant to Scheme of Arrangement Add: Premium on Shares issued under Rights Issue (Refer Note 13.7) Add: On Employee Stock Options Special Economic Zone Reinvestment Reserve As per last Balance Sheet Add: Transferred from / (to) Retained Earnings General Reserve As per last Balance Sheet Add: Transferred from Debenture Redemption Reserve Share Call Money Account As per last Balance Sheet Addition during the year (Refer Note 13.7) Retained Earnings As per last Balance Sheet Add: Profit for the year Add: Proceeds from fresh issue of equity by Subsidiaries Less: Pursuant to Scheme of Arrangement Less: Transfer of Foreign Currency Translation Reserve from OCI on account of merger Less: Appropriations Statutory Reserve Capital Redemption Reserve Transferred (from) / to Debentures Redemption Reserve Transferred (from) / to Special Economic Zone Reinvestment Reserve Dividend on equity shares Tax on dividend Other Comprehensive Income (OCI) * As per last Balance Sheet Add: Movement During the year Add: Transfer of Foreign Currency Translation Reserve to Retained Earnings on account of Merger Less: Pursuant to Scheme of Arrangement 18 719 561 128 61,395 - 13,104 9 5,500 (525) $ 2,55,016 3,410 - 39,843 32,972 49,128 1,18,170 - 728 1,99,542 128 - (41) (525) 3,921 - 3,483 77,596 33,849 728 - 18 561 737 689 7 11 484 77 41,164 20,207 - 24 74,508 61,395 - 5,500 4,975 5,500 2,55,016 - 2,58,426 2,55,016 - - 39,843 - 12,330 39,354 - 8,496 - 43,188 77 40 15 5,500 3,852 732 10,216 1,96,059 32,972 62,466 15,311 - 181 5,976 9,427 1,12,173 77,596 Total 6,93,727 4,42,827 * Includes net movement in Foreign Currency Translation Reserve. $ Net of Special Economic Zone Reinvestment Reserve created during the year of ` 3,303 crore. 14.1 Share Application Money Pending Allotment represents application money received on account of Employees Stock Option Scheme. 340 341 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 15. Borrowings Secured – At Amortised Cost Non-Convertible Debentures Term Loans – from Banks Term Loans – from Others Unsecured – At Amortised Cost Non-Convertible Debentures Bonds Term Loans – from Banks Term Loans – from Others Total As at 31st March, 2021 As at 31st March, 2020 Non-Current Current Non-Current Current 7,851 2,419 - 10,270 46,279 25,256 80,573 1,305 1,53,413 1,63,683 5,500 1 - 5,501 6,985 11,560 3,223 778 22,546 28,047 13,382 2,798 44 16,224 29,679 38,754 1,11,312 1,662 1,81,407 1,97,631 498 483 18 999 11,990 7,746 23,246 896 43,878 44,877 15.1 Secured Non-Convertible Debentures Referred Above to the Extent of: a) ` Nil (Previous Year ` 500 crore) are secured by way of first mortgage / charge on the immovable properties situated at Jamnagar Complex (SEZ unit) of the Company. b) ` 13,351 crore are secured by hypothecation of all the movable plant and machinery, both present and future, located at Hazira and Dahej Manufacturing Divisions of the Company. (Previous Year ` 13,386 crore were secured by hypothecation of the movable properties, both present and future, including movable plant and machinery, spares, tools and accessories, furniture, fixtures and vehicles of Reliance Jio Infocomm Limited, subsidiary of the Company, save and except the telecom licenses, spectrum, brand name, goodwill and any intellectual property rights and such of the assets that are procured through financing from Cisco Systems Capital India Private Limited). 15.2 Secured Term Loans from Banks Referred above to the Extent of: a) ` 2,340 crore (Previous Year Nil) are secured by way of a first ranking pari passu charge on all the Property, Plant and Equipment (excluding land and/or any interest in the land) relating to the Project located at Jamnagar. b) ` 80 crore (Previous Year Nil) are secured on freehold property. c) d) Previous Year ` 3,278 crore were secured by way of mortgage/hypothecation of movable, immovable properties and current assets. Previous Year ` 3 crore were secured by way of hypothecation of vehicles and are repayable over a period of one to five years. 15.3 Secured Term Loans from Others Referred above to the Extent of: a) Previous Year ` 62 crore were secured by way of mortgage/ hypothecation of movable, immovable properties and current assets. 15.4 Maturity Profile and Rate of Interest of Non-Convertible Debentures are as set out below: a) Secured: Non-Current (` in crore) Current 2025-26 2024-25 2023-24 2022-23 Total 2021-22 - - 1,000 - - 1,000 - - 1,000 - - 1,000 - 3,851 1,000 - - 4,851 1,000 - - - - 1,000 1,000 3,851 3,000 - - 7,851 - - - 2,000 3,500 5,500 Rate of Interest 7.97% 8.00% 8.25% 8.32% 8.70% 342 (` in crore) b) Unsecured: Rate of Interest Year of Maturity Non-Current* (` in crore) Current* 2028-29 2025-26 2024-25 2023-24 2022-23 Total 2021-22 MIBOR+2.90% REPO+2.80% 6.95% 7.00% 7.05% 7.17% 7.20% 7.40% 8.30% 8.65% 8.70% 8.95% 9.00% 9.05% 9.25% - - - - - - - - - 2,190 1,320 2,040 - 2,409 - 7,959 - - - - - - - 2,795 - - - - - - - 2,795 - - - - - - - - - - - - 1,000 - 2,500 3,500 3,600 4,500 825 - 4,235 - 4,000 - - - - - - - - 17,160 - - 5,000 5,000 - 4,900 - - - - - - - - - 14,900 3,600 4,500 5,825 5,000 4,235 4,900 4,000 2,795 - 2,190 1,320 2,040 1,000 2,409 2,500 46,314 * Includes ` 50 crore (Non-Current ` 35 crore and Current ` 15 crore) as prepaid finance charges. 15.5 Maturity Profile and Rate of Interest of Bonds are as set out below: Unsecured: - - - - - - - - 7,000 - - - - - - 7,000 (` in crore) Current* Rate of Interest 1.87% 2.06% 2.44% 2.51% 3.67% 4.13% 4.88% 5.40% 6.25% 7.63% 8.25% 9.38% 10.25% 10.50% Non-Current* Year of Maturity 2096-97 2046-47 2044-45 2040-41 2027-28 2026-27 2025-26 2024-25 2023-24 2022-23 Total 2021-22 - - - - - - - - - - - - 91 - 91 - - - - - - - - - - - - - 70 70 - - - - - - 5,483 - - - - - - - 5,483 - - - - - - - - 3,656 - - - - - 3,656 - - - - 5,849 - - - - 37 - - - - 5,886 - - - - - - - - - - 248 162 - - 410 142 139 158 164 - - - - - - - - - - 603 142 139 158 164 - 7,311 - - - - - - - - 7,914 142 139 158 164 - - - - - - - - - - 603 142 139 158 164 - - - - - - - - - - 603 568 556 632 656 5,849 7,311 5,483 - 3,656 37 248 162 91 70 25,319 142 139 158 164 10,967 - - - - - - 11,570 * Includes ` 73 crore (Non-Current ` 63 crore and Current ` 10 crore) as prepaid finance charges. 15.6 Maturity Profile of Secured Term Loans are as set out below: Rate of Interest Term Loans – from Banks* * Includes ` 19 crore as prepaid finance charges. Non-Current Above 5 years 1-5 years 664 1,774 Total 2,438 (` in crore) Current 1 year 1 343 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 15.7 Maturity Profile of Unsecured Term Loans are as set out below: Rate of Interest Term Loans – from Banks* Term Loans – from Others (` in crore) Non-Current Current Above 5 years 1-5 years 10,450 - 70,665 1,305 Total 81,115 1,305 1 year 3,351 778 * Includes ` 670 crore (Non-Current ` 542 crore and Current ` 128 crore) as prepaid finance charges. Interest rates on term loans are in range of 0.31% to 8.34%. 15.8 The Group has satisfied all the covenants prescribed in terms of borrowings. 16. Other Financial Liabilities - Non-Current Lease Liabilities Others ^ Total (` in crore) As at 31st March, 2021 As at 31st March, 2020 6,948 14,616 21,564 7,516 11,288 18,804 19. Borrowings – Current Secured – At Amortised Cost Working Capital Loans From Banks Foreign Currency Loans Rupee Loans From Others Rupee Loans Unsecured – At Amortised Cost Other Loans and Advances From Banks Foreign Currency Loans Rupee Loans ^ Includes primarily Interest Accrued but not due on Deferred Payment Liabilities, Deposits and Creditors for Capital Expenditure. 17. Deferred Payment Liabilities Unsecured As at 31st March, 2021 As at 31st March, 2020 Non-Current Current Non-Current Current Loans from Related Parties (Refer Note 31(II)) Total (` in crore) Commercial Paper ^ (` in crore) As at 31st March, 2021 As at 31st March, 2020 30 3,246 3,276 23 8,984 9,007 - 18,847 4,604 5,616 10,220 9,187 3,015 12,202 46,505 53,655 80 75 60,081 93,786 Payable to Department of Telecommunication (“DoT”) Total 18,837 18,837 - - 18,839 18,839 - - ^ Maximum amount outstanding at any time during the year was ` 79,032 crore (Previous Year ` 83,642 crore). During the year ended 31st March, 2017, 2015 and 2014, Reliance Jio Infocomm Limited (RJIL) had won the auction for spectrum aggregating to 580.3 MHz (DL+UL). RJIL had opted for deferred payment for a specified portion of the auction price. The deferred payment liability recognised in the financial statements was payable in 16 annual instalments after a moratorium of two years. During the year, RJIL opted for deferment of instalments due for FY 2020-21 and FY 2021-22, in response to such one-time option provided by DoT, whereby, the revised instalments are payable only from FY 2022-2023, without any increase in the existing time period specified for making the instalment payments. 18. Provisions – Non-Current Provision for Annuities Provision for Decommissioning of Assets # Others Total (` in crore) As at 31st March, 2021 As at 31st March, 2020 36 2,585 4 2,625 17 1,771 2 1,790 # The movement in the provision is primarily towards (i) Utilisation for Tapti facilities, (ii) changes in the exchange rates (iii) Unwinding of discount and (iv) change in estimate. Provision for Decommissioning of Assets is for Tapti, KGD6 and CBM Block. 19.1 a) Working Capital Loans from Banks of ` 2,981 crore (Previous Year ` 5,580 crore) are secured by hypothecation of present and future stock of raw materials, work-in-progress, finished goods, stores and spares (not relating to plant and machinery), book debts, outstanding monies, receivables, claims, bills, materials in transit, etc. save and except receivables of Oil & Gas segment. (Was also secured by Government Securities in Previous Year). b) c) d) Working Capital Loans from Banks of ` 230 crore (Previous Year ` 3,427 crore) are secured by way of first charge on all the Current Assets. Working Capital Loan repayable on demand from Banks of ` 65 crore (Previous Year ` Nil) are secured by a first pari passu charge over Property, Plant and Equipment and Current Assets. Working Capital Loans from Others of ` 18,847 crore in Previous Year were secured by Government Securities and Corporate Bonds (Refer Note 2 and 7). e) Refer note 35 B (iv) for maturity profile. f) The Group has satisfied all the covenants prescribed in terms of borrowings. 20. Other Financial Liabilities – Current Current maturities of Borrowings – Non-Current (Refer Note 15) Interest accrued but not due on Borrowings Unclaimed Dividend * Unclaimed/ Unpaid matured deposits and interest accrued thereon Lease Liabilities – Current Other Payables # Total (` in crore) As at 31st March, 2021 As at 31st March, 2020 28,047 3,255 208 2 1,366 40,174 73,052 44,877 3,261 219 3 1,181 95,237 1,44,778 * Does not include any amount due and outstanding, to be credited to Investor Education and Protection Fund except ` 2 crore (Previous Year ` 2 crore) which is held in abeyance due to legal cases pending. # Includes Creditors for Capital Expenditure, Security Deposit and Financial Liability at Fair Value. 344 345 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 21. Other Current Liabilities Contract Liabilities Other Payables ^ Total ^ Includes primarily statutory dues. 22. Provisions – Current Provision for Employee Benefits (Refer Note 26.1) ** Provision for Income Tax (Net of Advance Tax) Other Provisions@ Total (` in crore) As at 31st March, 2021 As at 31st March, 2020 16,023 17,011 33,034 64,690 10,973 75,663 (` in crore) As at 31st March, 2021 As at 31st March, 2020 874 37 1,593 2,504 968 36 886 1,890 ** Includes gratuity, annual leave and vested long service leave entitlement accrued. @ Includes primarily Provision for Customs Duty, Excise Duty on Finished Goods and Other Duties and Taxes. 23. Revenue from Operations Disaggregated Revenue Oil to Chemicals Oil and Gas Retail Digital Services Financial Services Others Total * ^ 2020-21 3,01,587 1,596 1,33,935 13,691 1,077 34,440 4,86,326 (` in crore) 2019-20 4,23,222 2,666 1,41,237 11,994 1,550 31,768 6,12,437 * Net of GST. ^ Includes Income from Services. Revenue from contract with customers differ from the revenue as per contracted price due to factors such as taxes recovered, volume rebate, discounts, hedge etc. 24. Other Income Interest Bank Deposits Debt instruments Other Financial Assets measured at Amortised Cost Others Dividend Income Other Non-Operating Income Gain On Financial Assets Realised Gain Unrealised Gain / (Loss) Profit / (Loss) on Divestment Total 2020-21 2019-20 (` in crore) 213 9,408 589 156 10,366 39 958 5,066 (102) 4,964 - 473 8,341 385 349 9,548 100 1,463 2,168 (104) 2,064 (11) 16,327 13,164 Above includes income from assets measured at Cost / Amortised cost ` 5,913 crore (Previous Year ` 8,099 crore), income from assets measured at Fair value through Profit and Loss ` 3,540 crore (Previous Year ` 377 crore) and income from assets measured at Fair Value Through Other Comprehensive Income ` 5,505 crore (Previous Year ` 4,016 crore). 346 24.1 Other Comprehensive Income – Items that will not be reclassified to Profit and Loss Remeasurement of Defined Benefit Plan Equity Instruments through OCI Total 24.2 Other Comprehensive Income – Items that will be reclassified to Profit and Loss Debentures or Bonds Debt Income Fund Fixed Maturity Plan Commodity Hedge Cash Flow Hedge Government Securities Foreign Currency Translation Total 25. Changes in Inventories of Finished Goods, Work-in-Progress and Stock-in-Trade Inventories (At Close) Finished Goods / Stock-in-Trade Work-in-Progress * Inventories (At Commencement) Finished Goods / Stock-in-Trade Work-in-Progress Less: Capitalised during the year Less: Exceptional Item (Refer Note 29 (d)) Add: Opening Stock of Subsidiaries acquired during the year Total * Excludes on transfer on completion of Projects. 26. Employee Benefits Expense Salaries and Wages Contribution to Provident and Other Funds Staff Welfare Expenses Total 2020-21 80 37,437 37,517 2020-21 (203) (574) 81 504 2,727 (152) (1,119) 1,264 (` in crore) 2019-20 (176) 22,462 22,286 (` in crore) 2019-20 (55) 256 166 (1,491) (5,929) 152 (184) (7,085) (` in crore) 2020-21 2019-20 25,121 24,079 49,200 23,151 16,984 40,135 50 - 51 40,136 (9,064) 2020-21 12,556 884 1,377 14,817 23,151 16,984 40,135 27,229 13,312 40,541 448 5,138 132 35,087 (5,048) (` in crore) 2019-20 12,160 794 1,121 14,075 347 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 26.1 As per Indian Accounting Standard 19 – “Employee Benefits”, the Disclosures as Defined are IV) Expenses recognised during the year given below: Defined Contribution Plan Contribution to Defined Contribution Plan, recognised as expense for the year is as under: Employer’s Contribution to Provident Fund Employer’s Contribution to Superannuation Fund Employer’s Contribution to Pension Scheme Defined Benefit Plan I) Reconciliation of opening and closing balances of Defined Benefit Obligation 2020-21 370 32 225 (` in crore) 2019-20 355 25 181 (` in crore) Defined Benefit Obligation at beginning of the year Add: On Acquisition/ Transfers/ Others Current Service Cost Interest Cost Actuarial (Gain) / Loss Benefits Paid * Liability Transferred Out Defined Benefit Obligation at end of the year Gratuity (Funded) Gratuity (Unfunded) 2020-21 2019-20 2020-21 2019-20 1,219 (2) 103 83 (28) (104) (23) 1,248 1,161 (160) 99 85 134 (100) - 1,219 348 32 80 24 (45) (16) - 423 85 172 57 13 34 (13) - 348 * Includes benefits of ` 93 crore (Previous Year ` 84 crore) paid directly by Employer Entities. II) Reconciliation of opening and closing balances of Fair Value of Plan Assets In Income Statement Current Service Cost Interest Cost Return on Plan Assets Net Cost In Other Comprehensive Income Actuarial (Gain) / Loss Return on Plan Assets Net (Income) / Expense for the year recognised in Other Comprehensive Income V) Investment Details Government of India Securities Insurance Policies Total VI) Actuarial Assumptions Gratuity (Funded) Gratuity (Unfunded) 2020-21 2019-20 2020-21 2019-20 (` in crore) 103 83 (79) 107 (28) (4) (32) 99 85 (86) 98 131 11 142 80 24 - 104 (45) - (45) 57 13 - 70 34 - 34 As at 31st March, 2021 As at 31st March, 2020 ` in crore % Invested ` in crore % Invested 7 1,234 1,241 0.56% 99.44% 100.00% 9 1,157 1,166 0.77 99.23 100.00 Fair Value of Plan Assets at beginning of the year Add : On Acquisition/ Transfers/ Others Expected Return on Plan Assets Actuarial Gain / (Loss) Employer Contribution Benefits Paid Asset Transferred Out Fair Value of Plan Assets at end of the year III) Reconciliation of Fair Value of Assets and Obligations 1,166 (1) 83 - 27 (11) (23) 1,241 1,109 (155) 75 3 150 (16) - 1,166 Fair Value of Plan Assets Present Value of Obligation Amount recognised in Balance Sheet Surplus / (Deficit) (` in crore) Gratuity (Funded) Gratuity (Unfunded) As at 31st March, 2021 As at 31st March, 2020 As at 31st March, 2021 As at 31st March, 2020 1,241 1,248 (7) 1,166 1,219 (53) - 423 (423) - 348 (348) (` in crore) Gratuity (Funded) 2020-21 2019-20 Mortality Table (IALM) Discount Rate (per annum) Expected Rate of Return on Plan Assets (per annum) Rate of Escalation in Salary (per annum) Gratuity (Funded) Gratuity (Unfunded) 2020-21 2019-20 2020-21 2019-20 2006-08 2006-08 2006-08 2006-08 (Ultimate) (Ultimate) (Ultimate) (Ultimate) 6.95% 6.95% 4.00% p.a. for the next 1 year, 6.00% p.a. thereafter 6.84% 6.84% 4.00% p.a. for the next 2 years, 6.00% p.a. thereafter 6.95% 6.95% 4.00% p.a. for the next 1 year, 6.00% p.a. thereafter 6.84% 6.84% 4.00% p.a. for the next 2 years, 6.00% p.a. thereafter The estimates of Rate of Escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary. The Expected Rate of Return on Plan Assets is determined considering several applicable factors, mainly the composition of Plan Assets held, assessed risks, historical results of return on Plan Assets and the Group’s policy for Plan Assets Management. VII) The expected contributions for Defined Benefit Plan for the next financial year will be in line with financial year 2020-21. 348 349 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited VIII) These plan’s typically expose the Group to actuarial risks such as: Investment Risk, Interest Risk, Longevity Risk c) Fair Value on the grant date and Salary Risk. Investment Risk Interest Risk Longevity Risk Salary Risk The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds. A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an increase in the return on the plan debt investments. The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan’s liability. The present value of the defined plan liability is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the plan’s liability. 26.2 Share Based Payments 1) a) Reliance Industries Limited Scheme Details The Company has Employee Stock Option Schemes i.e. ESOS-2006 and ESOS-2017 under which options have been granted at the various exercise prices to be vested from time to time on the basis of performance and other eligibility criteria. Details of number of options outstanding have been tabulated below: Financial Year (Year of Grant) Number of Options Outstanding As at 31st March, 2021 As at 31st March, 2020 Financial Year of Vesting Range of Exercise price (`) Range of Fair value at Grant Date (`) The fair value at grant date is determined using “Black Scholes Model” which takes into account the exercise price, term of the option, share price at grant date and expected price volatility of the underlying shares, expected dividend yield and the risk free interest rate for the term of the option. During the year : (1) No stock options were granted under ESOS-2006 and (2) 42,00,000 options were granted under ESOS-2017 to the eligible employees. The model inputs for options granted during the year ended 31st March 2017 and 31st March, 2021 included as mentioned below. Weighted average exercise price Grant date: Vesting year: Share Price at grant date: ESOS - 2006 ` 1,096 05.10.2016 & 10.10.2016 ESOS - 2017 ` 10 05.10.2020 2017-18 to 2020-21 2021-22 to 2024-25 ` 1,089 at 05.10.2016 ; ` 1,096 at 10.10.2016 ` 2,212 at 05.10.2020 Expected price volatility of Company's share: 25.1% to 26.5% 30.2% to 31.9% Expected dividend yield: Risk free interest rate: 1.07% 7.00% 0.60% 5.1% to 5.6% a) b) c) d) e) f) g) The expected price volatility is based on the historic volatility (based on remaining life of the options). d) Movement in share options during the year 1) ESOS - 2006 i) Details of Employee Stock Options granted upto 31st March, 2015 but not vested as on 1st April, 2015 2006-07 2008-09 Sub-Total Details of Employee Stock Options granted from 1st April, 2015 to 31st March, 2021 2016-17 Sub-Total 2) ESOS - 2017 60,224 2017-18 to 2020-21 60,224 2015-16 2015-16 & 2016-17 1,63,136 6,180 1,69,316 - 1,200 1,200 24,000 24,000 ii) Details of Employee Stock Options granted from 1st April, 2020 to 31st March, 2021 2020-21 Sub-Total Total (1(i)+1(ii)+2) 42,00,000 42,00,000 42,25,200 - 2021-22 to 2024-25 - 2,29,540 321.00 322.30 154.90 156.20 - 164.90 Particulars 548.00 149.80-204.50 Balance at the beginning of the year Granted during the year Exercised during the year Expired / Lapsed during the year Balance at the end of the year As at 31st March, 2021 As at 31st March, 2020 Number of share options Weighted average exercise price Number of share options Weighted average exercise price 2,29,540 42,00,000 (1,74,410) (29,930) 42,25,200 380.59 10.00 368.18 321.00 13.14 4,98,239 - (2,67,439) (1,260) 2,29,540 366.82 - 355.21 321.00 380.59 10.00 2,133.40 - 2,151.90 Weighted average remaining contractual life of the share option outstanding at the end of year is 2,370 days (Previous Year 468 days). ESOS – 2006: Exercise Period will expire not later than five years from the date of vesting of options or such other period as may be decided by the Human Resources, Nomination and Remuneration Committee of the Board. ESOS – 2017: Exercise Period would commence from the date of Vesting and would expire not later than seven years from the Grant Date or such other period as may be decided by the Human Resources, Nomination and Remuneration Committee of the Board. b) Compensation expenses arising on account of the Share Based Payments (` in crore) Year ended 31st March, 2021 Year ended 31st March, 2020 Expenses arising from equity – settled share-based payment transactions 0.02 0.28 2) Jio Platforms Limited a) Scheme Details Jio Platforms Limited has introduced Employee Stock Option Scheme ESOS 2020 under which options have been granted at the exercise price of ` 10 per share to be vested over a period of five years from the date of grant based on performance and other eligibility criteria. Details of number of options outstanding have been tabulated below: Financial Year (Year of Grant) Number of Options Outstanding As at 31st March, 2021 As at 31st March, 2020 Financial Year of Vesting Range of Exercise price (`) Range of Fair value at Grant Date (`) 1) ESOS – 2020 i) Details of Employee Stock Options granted from 1st April, 2020 to 31st March, 2021 2020-21 Sub-Total 2,07,00,000 2,07,00,000 - 2021-22 to 2025-26 - 10.00 541.20 - 542.30 Exercise Period would commence from the date of Vesting and would expire not later than seven years from the Grant Date or such other period as may be decided by the Nomination and Remuneration Committee. 350 351 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited b) Fair Value on the grant date The fair value at grant date is determined using “Black Scholes Model” which takes into account the exercise price, term of the option, share price at grant date and expected price volatility of the underlying shares, expected dividend yield and the risk free interest rate for the term of the option. During the year 2,07,00,000 options were granted under ESOS 2020. The model inputs for options granted during the year ended 31st March, 2021 included as mentioned below. a) b) c) d) e) f) Weighted average exercise price Grant date: Vesting year: Share Price at grant date: Expected price volatility of Company's share: Risk free interest rate: ESOS-2020 ` 10 05.10.2020 2021-22 to 2025-26 ` 549.31 at 05.10.2020 33.79% to 36.25% 5.1% to 6.0% The expected price volatility is based on the historic volatility (based on remaining life of the options). c) Movement in share options during the year: Particulars Granted during the year Balance at the end of the year As at 31st March, 2021 As at 31st March, 2020 Number of share options Weighted average exercise price Number of share options Weighted average exercise price 2,07,00,000 2,07,00,000 10.00 10.00 - - - - Establishment Expenses Professional Fees Network Operating Expenses Access Charges (Net) Regulatory Charges General Expenses Programming and Telecast Related Expenses Rent Insurance Rates and Taxes Other Repairs Travelling Expenses Payment to Auditors Loss on Sale / Discard of Property, Plant and Equipment and Other Intangible Assets Charity and Donations 2020-21 1,486 21,319 4,543 7,848 4,829 1,782 599 613 680 923 236 64 53 1,410 46,385 (` in crore) 2019-20 1,154 16,919 5,616 5,784 9,801 2,418 5,793 1,142 1,208 2,377 788 55 257 1,181 54,493 Less: Transferred to Project Development Expenditure 989 2,403 Total 78,669 89,211 Weighted average remaining contractual life of the share option outstanding at the end of year is 2,370 days (Previous Year Nil days). 28.1 Payment to Auditors As : 27. Finance Costs Interest Expenses * Interest on Lease Liabilities Other Borrowing Costs Applicable loss on foreign currency transactions and translation Total * Net of Interest Capitalised of ` 4,588 crore (Previous Year ` 8,253 crore). 28. Other Expenses Manufacturing Expenses Stores, Chemicals and Packing Materials Electric Power, Fuel and Water Labour Processing, Production Royalty and Machinery Hire Charges Repairs to Building Repairs to Machinery Exchange Difference (Net) Excise Duty * Lease Rent Land Development and Construction Expenditure Selling and Distribution Expenses Warehousing and Distribution Expenses Sales Tax / VAT Other Selling and Distribution Expenses 2020-21 17,135 772 65 3,217 21,189 2020-21 5,422 13,214 436 147 862 (713) 241 179 19,788 190 8,503 617 4,175 13,295 (` in crore) 2019-20 19,087 774 74 2,092 22,027 (` in crore) 2019-20 5,680 15,098 688 463 1,446 253 189 176 23,993 162 7,516 856 4,594 12,966 Particulars (a) Fees as Auditors * (b) Tax Audit Fees (c) Fees for Other Services (d) Cost Audit Fees Total 2020-21 54 2 9 1 66 (` in crore) 2019-20 39 2 12 2 55 * Includes ` 2 crore, in the nature of rights issue expenses accounted in Securities Premium Account. Fees for Other Services primarily includes certification fees paid to auditors, Statute and Regulation permit auditors to certify export / import documentation and transfer pricing among others. 28.2 Corporate Social Responsibility (CSR) (a) CSR amount required to be spent by the Companies within the Group as per Section 135 of the Companies Act, 2013 read with Schedule VII thereof during the year is ` 1,102 crore (Previous Year ` 987 crore). (b) Expenditure related to Corporate Social Responsibility is ` 1,140 crore (Previous Year ` 1,022 crore). Particulars Rural Transformation Health (including COVID-19) Education Sports For Development Disaster Response (including COVID-19) Arts, Culture, Heritage and Urban Renewal Total 2020-21 122 361 532 50 72 3 1,140 (` in crore) 2019-20 86 55 277 64 531 9 1,022 (c) Out of note (b) above, ` 552 crore (Previous Year ` 222 crore) is contributed to Reliance Foundation, ` 20 crore (Previous Year ` 47 crore) to Reliance Foundation Youth Sports and ` 375 crore (Previous Year ` 229 crore) to Reliance Foundation Institution of Education and Research which are related parties. * Excise Duty shown under manufacturing expenditure represents the aggregate of excise duty borne by the Company and difference between excise duty on opening and closing stock of finished goods. 352 353 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Particulars 29. Exceptional Items (Net of Tax) a) Net gain on sale of investments (net of tax) b) Impairment of Assets of Shale Gas Entities Recognition of Deferred tax Asset relating to Shale Gas Investments Sub-Total (b) Sale of Marcellus Assets - Chevron JV Loss due to substantial fall in oil prices and demand destruction (net of tax) c) d) e) Adjusted Gross Revenue dues of Reliance Jio Infocomm Limited f) Total Provisions for liabilities pertaining to erstwhile subsidiary - GAPCO 2020-21 (` in crore) 2019-20 Amount Amount Amount (15,691) 15,570 4,966 - (121) 850 - - (53) 5,642 - - (4,245) (146) (53) (4,444) For the year ended 31st March, 2021 a) Net gain on sale of investments with respect to Reliance BP Mobility Limited (Part of O2C segment) of ` 4,966 crore (net of taxes of ` 1,508 crore). b) Due to the adverse changes in market environment, reduction in activity by operator and recent operational performance, the Shale Gas subsidiaries (Part of Oil & Gas segment) have impaired their assets including unavoidable costs based on contractual commitments, totaling to ` 15,691 crore. This is in accordance with the requirements of Ind AS 36 –Impairment of Assets, as the carrying amount of investments exceeds its recoverable amount. Further, the Company has also recognised Deferred Tax Assets of ` 15,570 crore in respect of the difference between the book base and tax base of the Shale Gas Investments, in accordance with Ind AS 12 – Income Tax. c) On February 3, 2021 Reliance Marcellus LLC (RMLLC, Part of Oil & Gas segment) divested its interest in upstream assets (Chevron JV / EQT JV) in the Marcellus shale play of south-western Pennsylvania by signing a definitive agreement with Northern Oil and Gas Inc. (NOG). The sale is for a cash consideration of $ 250 million (with net adjustment of $ 13 million pertaining to revenues and expenses subsequent to the effective date of July 1, 2020) and warrants that give entitlement to purchase 3.25 million shares of NOG, valued at $ 17.6 million. This transaction has resulted into a net gain of ` 850 crore. For the year ended 31st March, 2020 d) During FY 2019-20, there was an exceptional loss of ` 4,245 crore (net of tax of ` 899 crore) (relating to O2C segment) due to substantial drop in oil prices accompanied with unprecedented demand destruction. 30. Earnings Per Share (EPS) Face Value per Equity Share (`) Basic Earnings Per Share (`) – After Exceptional Item Basic Earnings per Share (`) – Before Exceptional Item Net Profit after Tax as per Statement of Profit and Loss attributable to Equity Shareholders (After adjusting Non-Controlling Interest) (` in crore) - After Exceptional Item Net Profit after Tax as per Statement of Profit and Loss attributable to Equity Shareholders (After adjusting Non-Controlling Interest) (` in crore) - Before Exceptional Item Weighted Average number of Equity Shares used as denominator for calculating Basic EPS Diluted Earnings per Share (`) – After Exceptional Item Diluted Earnings per Share (`) – Before Exceptional Item Net Profit after Tax as per Statement of Profit and Loss attributable to Equity Shareholders (After adjusting Non-Controlling Interest) (` in crore) - After Exceptional Item Net Profit after Tax as per Statement of Profit and Loss attributable to Equity Shareholders (After adjusting Non-Controlling Interest) (` in crore) - Before Exceptional Item Weighted Average number of Equity Shares used as denominator for calculating Diluted EPS Reconciliation of Weighted Average Number of Shares Outstanding Weighted Average number of Equity Shares used as denominator for calculating Basic EPS ^ Total Weighted Average Potential Equity Shares* Weighted Average number of Equity Shares used as denominator for calculating Diluted EPS * Dilutive impact of Employee Stock Option Scheme and Partly paid Rights Issue Shares. ^ Refer Note 13.7 354 2020-21 2019-20 10 76.37 67.60 49,128 43,486 10 63.07 70.19 39,354 43,798 6,43,28,74,848 6,24,01,86,511 75.21 66.57 49,128 43,486 63.06 70.18 39,354 43,798 6,53,21,38,901 6,24,04,69,939 6,43,28,74,848 6,24,01,86,511 9,92,64,053 2,83,428 6,53,21,38,901 6,24,04,69,939 31. Related Parties Disclosures (i) List of Related Parties with relationships Sr. No. Name of the Related Party Relationship 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 Actoserba Active Wholesale Private Limited ^@ Ashwani Commercials Private Limited Atri Exports Private Limited Big Tree Entertainment DMCC Big Tree Entertainment Lanka Private Limited Big Tree Entertainment Private Limited Big Tree Entertainment Singapore PTE. Limited Big Tree Sport & Recreational Events Tickets Selling L.L.C BookmyShow Live Private Limited Bookmyshow SDN. BHD. BookmyShow Venues Management Private Limited Carin Commercials Private Limited CCN DEN Network Private Limited Centura Agro Private Limited Chander Commercials Private Limited Clayfin Technologies Private Limited Creative Agrotech Private Limited DEN ABC Cable Network Ambarnath Private Limited DEN ADN Network Private Limited DEN New Broad Communication Private Limited Den Satellite Network Private Limited DL GTPL Broadband Private Limited DL GTPL Cabnet Private Limited Dyulok Technologies Private Limited East West Pipeline Private Limited Eenadu Television Private Limited Einsten Commercials Private Limited Fame Agro Private Limited Fantain Sports Private Limited Foodfesta Wellcare Private Limited Gaurav Overseas Private Limited GenNext Ventures Investment Advisers LLP GTPL Abhilash Communication Private Limited GTPL Ahmedabad Cable Network Private Limited GTPL Anjali Cable Network Private Limited GTPL Bansidhar Telelink Private Limited GTPL Bariya Television Network GTPL Bawa Cable GTPL Blue Bell Network Private Limited GTPL Broadband Private Limited GTPL City Channel Private Limited # GTPL Crazy Network GTPL Dahod Television Network Private Limited GTPL DCPL Private Limited GTPL Deesha Cable Net Private Limited GTPL Hathway Limited GTPL Henish Cable Vision # GTPL Insight Channel Network Private Limited GTPL Jay Santoshima Network Private Limited GTPL Jaydeep Cable GTPL Junagadh Network Private Limited GTPL Jyoti Cable GTPL Kaizen Infonet Private Limited GTPL KCBPL Broad Band Private Limited # Ceased to be related party during the year. @ Relationships established during the year. ^ Entities converted to subsidiaries during the year. Associates 355 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Sr. No. 55 56 57 58 59 60 61 62 63 64 65 66 67 68 69 70 71 72 73 74 75 76 77 78 79 80 81 82 83 84 85 86 87 88 89 90 91 92 93 94 95 96 97 98 99 100 101 102 103 104 105 106 107 108 109 110 111 112 Name of the Related Party Relationship GTPL Khambhat Cable Network GTPL Khusboo Video Channel GTPL Kolkata Cable & Broad Band Pariseva Limited GTPL Leo Vision GTPL Link Network Private Limited GTPL Lucky Video Cable GTPL Ma Bhagawati Entertainment Services GTPL Media Entertainment GTPL Meghana Distributors Private Limited GTPL Narmada Cable Services GTPL Narmada Cyberzone Private Limited GTPL Parshwa Cable Network Private Limited GTPL Parth World Vision GTPL Sai Vision GTPL Sai World Channel GTPL Sharda Cable Network Private Limited GTPL Shiv Cable GTPL Shiv Cable # GTPL Shiv Cable Network GTPL Shiv Network Private Limited # GTPL Shivshakti Network Private Limited # GTPL Shree Shani Cable # GTPL Shreenathji Communication GTPL SK Network Private Limited GTPL SK Vision GTPL SMC Network Private Limited GTPL Solanki Cable Network Private Limited GTPL Sorath Telelink Private Limited GTPL Space City Private Limited # GTPL Surat Telelink Private Limited GTPL Swastik Communication GTPL Tridev Cable Network GTPL TV Tiger Private Limited GTPL V & S Cable Private Limited GTPL Vidarbha Tele Link Private Limited GTPL Video Badshah Private Limited GTPL Video Vision Private Limited GTPL Vision Services Private Limited GTPL Vraj Cable GTPL VVC Network Private Limited GTPL World View Cable GTPL World Vision GTPL Zigma Vision Private Limited Gujarat Chemical Port Limited Hathway VCN Cablenet Private Limited Honeywell Properties Private Limited Indian Vaccines Corporation Limited Jaipur Enclave Private Limited Jamnagar Utilities & Power Private Limited Kaniska Commercials Private Limited KCIPI Trading Company Private Limited Konark IP Dossiers Private Limited Marugandha Land Developers Private Limited N.C. Trading Company Private Limited Netravati Commercials Private Limited Noveltech Agro Private Limited NW18 HSN Holdings PLC Pan Cable Services Private Limited Associates # Ceased to be related party during the year. 356 Sr. No. 113 114 115 116 117 118 119 120 121 122 123 124 125 126 127 128 129 130 131 132 133 134 135 136 137 138 139 140 141 142 143 144 145 146 147 148 149 150 151 152 153 154 155 156 157 158 159 160 161 162 163 164 165 166 167 Name of the Related Party Relationship Parinita Commercials Private Limited Pepino Farms Private Limited Petroleum Trust Prakhar Commercials Private Limited PT Big Tree Entertainment Indonesia Rakshita Commercials Private Limited Reliance Europe Limited Reliance Industrial Infrastructure Limited Reliance Services and Holdings Limited Rocky Farms Private Limited Scod18 Networking Private Limited Shree Salasar Bricks Private Limited Sikka Ports & Terminals Limited SpaceBound Web Labs Private Limited Townscript PTE. Ltd, Singapore Townscript USA, Inc. TribeVibe Entertainment Private Limited Vadodara Enviro Channel Limited Vaji Communications Private Limited # Vay Network Services Private Limited Vishnumaya Commercials Private Limited Vizianagar Citi Communications Private Limited # Alok Industries International Limited @ Alok Industries Limited @ Alok Infrastructure Limited @ Alok International (Middle East) FZE @ Alok International Inc. @ Alok Singapore PTE Limited @ Alok Worldwide Limited @ Brooks Brothers India Private Limited Burberry India Private Limited Canali India Private Limited D. E. Shaw India Securities Private Limited Dadri Toe Warehousing Private Limited ^@ Diesel Fashion India Reliance Private Limited Ethane Crystal LLC Ethane Emerald LLC Ethane Opal LLC Ethane Pearl LLC Ethane Sapphire LLC Ethane Topaz LLC Football Sports Development Limited Grabal Alok International Limited @ Hathway Bhaskar CCN Multi Entertainment Private Limited Hathway Bhawani NDS Network Limited (Formerly known as Hathway Bhawani NDS Network Private Limited) Hathway Cable MCN Nanded Private Limited Hathway CBN Multinet Private Limited Hathway CCN Entertainment (India) Private Limited Hathway CCN Multinet Private Limited Hathway Channel 5 Cable and Datacom Private Limited Hathway Dattatray Cable Network Private Limited Hathway Digital Saharanpur Cable & Datacom Limited (Formerly known as Hathway Digital Saharanpur Cable & Datacom Private Limited) ^ Hathway ICE Television Private Limited Hathway Latur MCN Cable & Datacom Private Limited Hathway MCN Private Limited Associates Joint Ventures # Ceased to be related party during the year. @ Relationships established during the year. ^ Entities converted to subsidiaries during the year. 357 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Name of the Related Party Relationship (ii) Transactions during the year ended March 31, 2021 with Related Parties: Sr. No. 168 169 170 171 172 173 174 175 176 177 178 179 180 181 182 183 184 185 186 187 188 189 190 191 192 193 194 195 196 197 198 199 200 201 202 203 204 205 206 207 208 209 210 211 212 213 214 215 216 217 218 219 Hathway Palampur Cable Network Private Limited # Hathway Prime Cable & Datacom Private Limited Hathway Sai Star Cable & Datacom Private Limited Hathway Sonali OM Crystal Cable Private Limited Hathway SS Cable & Datacom LLP IBN Lokmat News Private Limited Iconix Lifestyle India Private Limited India Gas Solutions Private Limited Jio Payments Bank Limited Marks and Spencer Reliance India Private Limited Mileta a.s. @ Net 9 Online Hathway Private Limited # Pipeline Management Services Private Limited Reliance Bally India Private Limited Reliance Lifestyle Products Private Limited (Formerly known as V&B Lifestyle India Private Limited) ^ Reliance Paul & Shark Fashions Private Limited Reliance Sideways Private Limited Reliance-GrandVision India Supply Private Limited Reliance-Vision Express Private Limited RISE Worldwide Limited (Formerly known as IMG Reliance Limited) ^ Ryohin-Keikaku Reliance India Private Limited TCO Reliance India Private Limited Ubona Technologies Private Limited Zegna South Asia Private Limited Shri Mukesh D. Ambani Shri Nikhil R. Meswani Shri Hital R. Meswani Shri P. M. S. Prasad Shri P. K. Kapil Shri Alok Agarwal Shri Srikanth Venkatachari Shri K. Sethuraman Smt. Savithri Parekh Smt. Nita M. Ambani Dhirubhai Ambani Foundation Hirachand Govardhandas Ambani Public Charitable Trust Sir Hurkisondas Nurrotamdas Hospital and Research Centre Sir HN Hospital Trust Jamnaben Hirachand Ambani Foundation Reliance Foundation Reliance Foundation Institution of Education and Research Reliance Foundations Youth Sports IPCL Employees Gratuity Fund - Baulpur Unit IPCL Employees Provident Fund Trust Reliance Employees Provident Fund Bombay Reliance Industries Limited Employees Gratuity Fund Reliance Industries Limited Staff Superannuation Scheme Reliance Industries Limited Vadodara Units Employees Superannuation Fund Reliance Jio Infocomm Limited Employees Gratuity Fund Reliance Retail Limited Employees Gratuity Fund Reliance Retail Limited Employees Provident Fund RIL Vadodara Unit Employees Gratuity Fund Sr. No. Nature of Transaction (Excluding Reimbursements) 1 Purchase of Property, Plant and Equipment and Other Intangible Assets 2 Purchase / Subscription of Investments 3 Sale / Redemption of Investments Joint Ventures 4 Rights Issue of Equity Shares 5 Net Loans and Advances, Deposits Given / (Returned) Key Managerial Personnel Relative of Key Managerial Personnel Enterprises over which Key Managerial Personnel are able to exercise significant influence Post Employment Benefits Plan 6 Revenue from Operations 7 Other Income 8 Purchases / Material Consumed 9 Electric Power, Fuel and Water 10 Hire Charges 11 Employee Benefits Expense 12 Payment to Key Managerial Personnel / Relative 13 Selling and Distribution Expenses 14 Rent 15 Professional Fees 16 Programming and Telecast Related Expenses 17 General Expenses * 18 Donations 19 Finance Cost Figures in italic represent Previous Year’s amounts. * Does not include sitting fees of Non-Executive Directors. Associates / Joint Ventures Key Managerial Personnel / Relative (` in crore) Others Total 47 209 146 87 339 - 1 - (28) (82) 1,931 406 45 57 1,655 1,587 4,782 4,898 46 119 - - - - 2,114 2,253 15 13 36 48 39 55 13 29 - - 3 2 - - - - - - 54 - - - - - - - - - - - - - - - 99 110 - - - - - - - - - - - - - - - - - - - - - - - - 9 11 4 3 1 - - - - - 583 703 - - - - - - - - - - 6 - 47 209 146 87 339 - 55 - (28) (82) 1,940 417 49 60 1,656 1,587 4,782 4,898 46 119 583 703 99 110 2,114 2,253 15 13 36 48 39 55 19 29 1,021 1,021 573 573 - - 3 2 359 # Ceased to be related party during the year. @ Relationships established during the year. ^ Entities converted to subsidiaries during the year. 358 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited (ii) Balances as on March 31, 2021 with Related Parties: (` in crore) Particulars Relationship 2020-21 2019-20 (` in crore) Sr. No. 1 2 3 Nature of Transaction (Excluding Reimbursements) Investments Trade Receivables # Loans and Advances 4 Deposits 5 Unsecured Loans 6 Trade and Other Payables # 7 Other Financial Assets 8 Other Current Assets 9 Financial Guarantees Associates / Joint Ventures 80,164 47,271 634 123 23 33 1,009 1,027 80 75 997 1,179 14 12 - - 110 1,447 Key Managerial Personnel / Relative Others Total - - - - - - - - - - - - - - - - - - - - 2 - - - - - - - - 4 - - - 134 - - 80,164 47,271 636 123 23 33 1,009 1,027 80 75 997 1,183 14 12 - 134 110 1,447 Figures in italic represent Previous Year’s amounts. # Includes reimbursements. (iii) Disclosure in respect of Major Related Party Transactions during the year ended 31st March, 2021 (` in crore) Particulars Relationship 2020-21 2019-20 1 Purchase of Property, Plant & Equipment and Intangible Assets Jamnagar Utilities & Power Private Limited Reliance Industrial Infrastructure Limited Sikka Ports & Terminals Limited 2 Purchase / Subscription of Investments Actoserba Active Wholesale Private Limited ^ Diesel Fashion India Reliance Private Limited Football Sports Development Limited India Gas Solutions Private Limited Reliance Paul & Shark Fashions Private Limited Reliance-Vision Express Private Limited Ryohin-Keikaku Reliance India Private Limited TCO Reliance India Private Limited Zegna South Asia Private Limited 3 Sale / Redemption of Investments Petroleum Trust Reliance Services and Holdings Limited 4 Rights Issue of Equity Shares Shri Mukesh D. Ambani Shri Nikhil R. Meswani Shri Hital R. Meswani Shri P. M. S. Prasad Shri P. K. Kapil [` 11,10,245; (Previous Year ` Nil)] Shri Alok Agarwal Shri Srikanth Venkatachari Shri K. Sethuraman [` 2,77,797; (Previous Year ` Nil)] Smt. Nita M. Ambani Reliance Industrial Infrastructure Limited ^ Entities converted to subsidiaries during the year. 360 Associate Associate Associate Associate Joint Venture Joint Venture Joint Venture Joint Venture Joint Venture Joint Venture Joint Venture Joint Venture Associate Associate KMP KMP KMP KMP KMP KMP KMP KMP Relative of KMP Associate 42 1 4 128 - - 8 1 8 1 - - 239 100 18 7 7 1 - 3 1 - 17 1 38 8 163 - 5 51 - 1 5 8 14 3 - - - - - - - - - - - - 5 Net Loans and Advances, Deposits Given / (Returned) Ashwani Commercials Private Limited DEN ADN Network Private Limited Einsten Commercials Private Limited Football Sports Development Limited Hathway Sai Star Cable & Datacom Private Limited Gujarat Chemical Port Limited Kaniska Commercials Private Limited Reliance Services and Holdings Limited 6 Revenue from Operations Alok Industries Limited Brooks Brothers India Private Limited Burberry India Private Limited Canali India Private Limited CCN DEN Network Private Limited DEN ADN Network Private Limited DEN New Broad Communication Private Limited Den Satellite Network Private Limited Diesel Fashion India Reliance Private Limited DL GTPL Cabnet Private Limited Eenadu Television Private Limited Football Sports Development Limited GTPL Hathway Limited GTPL Kolkata Cable & Broad Band Pariseva Limited Gujarat Chemical Port Limited Hathway Bhawani NDS Network Limited (Formerly known as Hathway Bhawani NDS Network Private Limited) Hathway Cable MCN Nanded Private Limited Hathway CCN Entertainment (India) Private Limited Hathway CCN Multinet Private Limited Hathway Dattatray Cable Network Private Limited Hathway Latur MCN Cable & Datacom Private Limited Hathway MCN Private Limited Hathway Sai Star Cable & Datacom Private Limited Sir HN Hospital Trust IBN Lokmat News Private Limited Iconix Lifestyle India Private Limited RISE Worldwide Limited (Formerly known as IMG Reliance Limited) ^ India Gas Solutions Private Limited Jamnaben Hirachand Ambani Foundation Jamnagar Utilities & Power Private Limited Jio Payments Bank Limited Marks and Spencer Reliance India Private Limited Net 9 Online Hathway Private Limited Pipeline Management Services Private Limited Reliance Bally India Private Limited Reliance Foundation Reliance Industrial Infrastructure Limited Reliance Paul & Shark Fashions Private Limited Reliance-Vision Express Private Limited Ryohin-Keikaku Reliance India Private Limited Sikka Ports & Terminals Limited TCO Reliance India Private Limited Zegna South Asia Private Limited ^ Entities converted to subsidiaries during the year. Associate Associate Associate Joint Venture Joint Venture Associate Associate Associate Joint Venture Joint Venture Joint Venture Joint Venture Associate Associate Associate Associate Joint Venture Associate Associate Joint Venture Associate Associate Associate Joint Venture Joint Venture Joint Venture Joint Venture Joint Venture Joint Venture Joint Venture Joint Venture Others Joint Venture Joint Venture Joint Venture Joint Venture Others Associate Joint Venture Joint Venture Joint Venture Joint Venture Joint Venture Others Associate Joint Venture Joint Venture Joint Venture Associate Joint Venture Joint Venture (2) (2) - - (1) (23) 7 (7) 1,455 5 2 2 3 1 1 21 5 7 4 1 107 25 4 1 7 1 - 1 5 15 8 1 1 3 9 7 1 107 16 39 1 4 1 7 1 1 2 3 51 2 2 - - (1) (42) - (41) 3 (2) - 4 1 - 3 3 - 19 6 5 10 3 92 19 4 - 5 1 1 - 4 10 4 - 1 3 18 1 - 126 5 20 1 4 2 11 - 1 3 2 19 - 2 361 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Relationship 2020-21 2019-20 Particulars Relationship 2020-21 2019-20 (` in crore) (` in crore) 12 Payment to Key Managerial Personnel / Relative Particulars 7 Other Income CCN DEN Network Private Limited DEN ADN Network Private Limited GTPL Hathway Limited Gujarat Chemical Port Limited Sir HN Hospital Trust IBN Lokmat News Private Limited Iconix Lifestyle India Private Limited RISE Worldwide Limited (Formerly known as IMG Reliance Limited) ^ India Gas Solutions Private Limited Jamnaben Hirachand Ambani Foundation Jamnagar Utilities & Power Private Limited Pipeline Management Services Private Limited Reliance Europe Limited Reliance Industrial Infrastructure Limited Sikka Ports & Terminals Limited 8 Purchases / Material Consumed Alok Industries Limited Brooks Brothers India Private Limited Canali India Private Limited Diesel Fashion India Reliance Private Limited Gujarat Chemical Port Limited Sir HN Hospital Trust Jamnagar Utilities & Power Private Limited Marks and Spencer Reliance India Private Limited Reliance Bally India Private Limited Reliance Industrial Infrastructure Limited Reliance Paul & Shark Fashions Private Limited Ryohin-Keikaku Reliance India Private Limited Sikka Ports & Terminals Limited Zegna South Asia Private Limited 9 Electric Power, Fuel and Water Jamnagar Utilities & Power Private Limited Reliance Industrial Infrastructure Limited 10 Hire Charges Reliance Industrial Infrastructure Limited Sikka Ports & Terminals Limited 11 Employee Benefits Expense Associate Associate Associate Associate Others Joint Venture Joint Venture Joint Venture Joint Venture Others Associate Joint Venture Associate Associate Associate Joint Venture Joint Venture Joint Venture Joint Venture Associate Others Associate Joint Venture Associate Associate Joint Venture Joint Venture Joint Venture Joint Venture Associate Associate Associate Associate Others Sir HN Hospital Trust Others * IPCL employees Provident fund Trust Others * Reliance Employees Provident Fund Bombay Others * Reliance Industries Limited Employees Gratuity Fund Reliance Industries Limited Staff Superannuation Scheme Others * Reliance Industries Limited Vadodara Units Employees Superannuation Fund Others * Others * Reliance Retail Limited Employees Gratuity Fund Others * Reliance Retail Limited Employees Provident Fund Others * Reliance Jio Infocomm Limited Employees Gratuity Fund * Also includes employee contribution. ^ Entities converted to subsidiaries during the year. 362 - 1 13 12 1 2 - 5 - 3 2 6 1 2 1 51 5 2 4 175 1 5 10 1 23 2 1 1,375 1 4,767 15 4 42 13 132 286 - 18 2 14 105 13 3 1 1 10 - 1 11 - 1 3 2 6 16 2 - - 1 1 - 162 - 5 - 21 - - 1,395 - 4,898 - 22 97 10 124 320 100 11 1 25 92 20 Shri Mukesh D. Ambani Shri Nikhil R. Meswani Shri Hital R. Meswani Shri P. M. S. Prasad Shri P. K. Kapil Shri Alok Agarwal Shri Srikanth Venkatachari Shri K. Sethuraman Smt. Savithri Parekh Smt. Nita M. Ambani 13 Selling and Distribution Expenses CCN DEN Network Private Limited DEN ADN Network Private Limited Den Satellite Network Private Limited DL GTPL Cabnet Private Limited Eenadu Television Private Limited GTPL Hathway Limited GTPL Kolkata Cable & Broad Band Pariseva Limited Gujarat Chemical Port Limited Hathway Sai Star Cable & Datacom Private Limited RISE Worldwide Limited (Formerly known as IMG Reliance Limited) ^ Jio Payments Bank Limited Sikka Ports & Terminals Limited 14 Rent Ashwani Commercials Private Limited Reliance Industrial Infrastructure Limited 15 Professional Fees Big Tree Entertainment Private Limited GenNext Ventures Investment Advisers LLP RISE Worldwide Limited (Formerly known as IMG Reliance Limited) ^ Pipeline Management Services Private Limited Reliance Europe Limited Reliance Industrial Infrastructure Limited 16 Programming and Telecast Related Expenses Big Tree Entertainment Private Limited Eenadu Television Private Limited Hathway Cable MCN Nanded Private Limited Hathway Dattatray Cable Network Private Limited Hathway Latur MCN Cable & Datacom Private Limited Hathway MCN Private Limited Hathway Sai Star Cable & Datacom Private Limited IBN Lokmat News Private Limited RISE Worldwide Limited (Formerly known as IMG Reliance Limited) ^ 17 General Expenses Alok Industries Limited Ashwani Commercials Private Limited CCN DEN Network Private Limited DEN ADN Network Private Limited Den Satellite Network Private Limited Eenadu Television Private Limited Sir HN Hospital Trust RISE Worldwide Limited (Formerly known as IMG Reliance Limited) ^ Jamnagar Utilities & Power Private Limited Jio Payments Bank Limited Reliance Europe Limited ^ Entities converted to subsidiaries during the year. KMP KMP KMP KMP KMP KMP KMP KMP KMP Relative of KMP Associate Associate Associate Associate Associate Associate Associate Associate Joint Venture Joint Venture Joint Venture Associate Associate Associate Associate Associate Joint Venture Joint Venture Associate Associate Associate Associate Joint Venture Joint Venture Joint Venture Joint Venture Joint Venture Joint Venture Joint Venture Joint Venture Associate Associate Associate Associate Associate Others Joint Venture Associate Joint Venture Associate - 24 24 12 4 11 17 3 2 2 3 2 9 4 1 58 11 62 1 1 1 1,961 - 15 - 1 - - 26 9 2 12 2 1 2 7 2 2 9 1 2 - - - - 6 - 1 - - 15 24 24 11 4 12 14 3 2 1 2 1 5 3 - 49 6 65 2 1 - 2,118 2 11 1 - 2 4 23 17 1 26 1 1 1 3 2 2 18 - - 1 1 5 1 - 1 - 1 3 363 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited (` in crore) 31.1 Compensation of Key Managerial Personnel 2020-21 2019-20 The compensation of directors and other member of Key Managerial Personnel during the year was as follows: (iv) Disclosure in respect of Major Related Party Balances as on 31st March, 2021 Associate 3 2 1 Mid and South Tapti 30% 30% BG Exploration & Production India Limited – 30% ; Particulars Sikka Ports & Terminals Limited Vadodara Enviro Channel Limited Zegna South Asia Private Limited 18 Donations Hirachand Govardhandas Ambani Public Charitable Trust Jamnaben Hirachand Ambani Foundation Reliance Foundation Reliance Foundation Institution of Education and Research Reliance Foundations Youth Sports 19 Finance Cost Reliance Europe Limited Particulars 1 Loans and Advances CCN DEN Network Private Limited DEN ADN Network Private Limited Hathway ICE Television Private Limited Hathway Sai Star Cable & Datacom Private Limited Reliance Services and Holdings Limited 2 Deposits Ashwani Commercials Private Limited Atri Exports Private Limited Carin Commercials Private Limited Centura Agro Private Limited Chander Commercials Private Limited Creative Agrotech Private Limited Einsten Commercials Private Limited Fame Agro Private Limited Gaurav Overseas Private Limited Gujarat Chemical Port Limited Honeywell Properties Private Limited Jaipur Enclave Private Limited Jamnagar Utilities & Power Private Limited Kaniska Commercials Private Limited Marugandha Land Developers Private Limited Netravati Commercials Private Limited Noveltech Agro Private Limited Parinita Commercials Private Limited Pepino Farms Private Limited Prakhar Commercials Private Limited Rakshita Commercials Private Limited Rocky Farms Private Limited Shree Salasar Bricks Private Limited Sikka Ports & Terminals Limited Vishnumaya Commercials Private Limited 3 Financial Guarantees Reliance Europe Limited Relationship Associate Associate Joint Venture Others Others Others Others Others 5 2 2 3 49 567 382 20 12 3 1 6 66 225 229 47 Relationship 2020-21 2019-20 (` in crore) Associate Associate Joint Venture Joint Venture Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate Associate 18 4 1 - - 61 19 77 10 35 15 36 3 17 48 50 4 118 37 5 6 3 6 1 30 6 29 33 353 7 18 6 1 1 7 63 19 77 10 35 15 36 3 17 71 50 4 118 30 5 6 3 6 1 30 6 29 33 353 7 Short-Term Benefits Post Employment Benefits I II Total 2020-21 95 2 97 (` in crore) 2019-20 106 3 109 32.1 Disclosure of Group’s interest in Oil and Gas Joint Arrangements (Joint Operations): Sr. No. Name of the Fields in the Joint Arrangement (Joint Operations) Company’s % Interest 2020-21 2019-20 Partners and their Participating Interest (PI) 2 NEC - OSN - 97/2 KG - DWN - 98/3 3 KG-UDWHP-2018/1 4 EFS JDA Partnership 5 Oil and Natural Gas Corporation Limited – 40% 66.67% 66.67% 60% 49.26% 66.67% BP Exploration (Alpha) Limited – 33.33% 66.67% BP Exploration (Alpha) Limited – 33.33% 60% BP Exploration (Alpha) Limited – 40%, 45% Ensign Operating LLC – 50.74%; (Previous Year Pioneer Natural Resources USA Inc. – 46.354%) (Previous Year Newpek LLC – 8.646%) 6 Atlas Reliance Marcellus Joint Venture Partnership * Sold during the Year. -* 40% Country India India India India USA USA 32.2 Quantities of Group’s Interest (on Gross Basis) in Proved Reserves and Proved Developed Reserves: Reserves in India Reserves outside India (North America) Proved Reserves (million MT**) Proved Developed Reserves (million MT**) Proved Reserves (million MT**) Proved Developed Reserves (million MT**) 2020-21 2019-20 2020-21 2019-20 2020 2019 2020 2019 3.24 - - 3.24 3.02 0.33 (0.11) 3.24 - - - - 0.10 0.01 (0.11) - 10.00 (4.28) (0.43) 5.29 8.92 1.48 (0.40) 10.00 2.45 (0.33) (0.43) 1.69 2.40 0.45 (0.40) 2.45 Reserves in India Reserves outside India (North America) Proved Reserves (million M3$) Proved Developed Reserves (million M3$) Proved Reserves (million M3$) Proved Developed Reserves (million M3$) 2020-21 2019-20 2020-21 2019-20 2020 2019 2020 2019 Particulars Oil: Opening Balance Revision of estimates Production Closing Balance ** 1 MT = 7.5 bbl Particulars Gas: Opening Balance 58,526 55,239 Revision of estimates Production Closing Balance 1 (788) 57,739 4,274 (987) 58,526 9,225 15,840 (788) 24,277 9,961 34,245 251 (14,552) (987) 9,225 (1,887) 17,806 38,422 (2,688) (1,489) 34,245 17,209 (1,553) (1,887) 13,769 13,634 5,064 (1,489) 17,209 Associate 110 1,447 The reserve estimates for producing fields are revised based on the performance of producing fields and with respect to discovered fields, the revision are based on the revised geological and reservoir simulation studies. $ 1 cubic meter (M3) = 35.315 cubic feet and 1 cubic feet = 1000 BTU 364 365 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 32.3 The Government of India (GOI), by its letters dated 2nd May, 2012, 14th November, 2013, 10th July, 2014 and 3rd June, 2016 has disallowed certain costs which the Production Sharing Contract “(PSC”), relating to Block KGDWN-98/3 entitles the Company to recover. The Company continues to maintain that a Contractor is entitled to recover all of its costs under the terms of the PSC and there are no provisions that entitle the GOI to disallow the recovery of any Contract Cost as defined in the PSC. The Company has already referred the issue to arbitration and communicated the same to GOI for resolution of disputes. The demand from the GOI of $ 165 million (` 1,206 crore) being the Company’s share [total demand $ 247 million; (` 1,805 crore)] towards additional Profit Petroleum has been considered as contingent liability. In supersession of Ministry’s Gazette Notification no. 22011/3/2012-ONG.D.V. dated 10th January, 2014, the GOI notified the New Domestic natural Gas Pricing Guidelines 2014, the GOI has directed the Company to instruct customers to deposit differential revenue on gas sales from D1D3 field on account of the prices determined under the above guidelines converted to NCV basis and the prevailing price prior to 1st November 2014 ($ 4.205 per MMBTU) to be credited to the gas pool account maintained by GAIL (India) Limited. The amount so deposited by customer in Gas pool Account is ` 295 crore (net) as at 31st March, 2021 is disclosed under Other Non-Current Assets (Refer Note 5). Revenue has been recognised at the GOI notified prices in respect of gas quantities sold from D1D3 field from 1st November, 2014. This amount in the Gas Pool Account has also been challenged under this arbitration and is pending adjudication. The seventh procedural hearing was held in December 2020. Next date of hearing is awaited. 32.4 (a) The Government of India (GOI) sent a notice to the KG D6 Contractor on 4th November, 2016 asking the Contractor to deposit approximately US$ 1.55 billion on account of alleged gas migration from ONGC’s blocks. RIL, as Operator, for and on behalf of all constituents of the Contractor, initiated arbitration proceedings against the GOI. The Arbitral Tribunal vide its Final Award dated 24th July, 2018 upheld Contractor’s claims. GOI filed an Appeal on 15th November, 2018 before the Hon’ble Delhi High Court, under Section 34 of the Arbitration Act, against the Final Award of the Arbitral Tribunal and the Appeal is currently pending adjudication before the Hon’ble Delhi High Court. The matter is listed for hearing on 20th July, 2021. (b) An arbitration was initiated by BG Exploration and Production India Limited and RIL (together the Claimants) against the Government of India (GOI) on 16th December, 2010 under the PSCs for Panna – Mukta and Tapti blocks due to difference in interpretation of certain PSC provisions between Claimants and GOI. The Arbitral Tribunal by majority issued a final partial 366 award (‘2016 FPA’), and separately, two dissenting opinions in the matter on 12th October, 2016. Claimants challenged certain parts of the 2016 FPA before the English Courts, which delivered its judgement on 16th April, 2018 and remitted one of the challenged issues back to the Arbitral Tribunal for reconsideration. The Arbitral Tribunal decided in favour of the Claimants in large part vide its final partial award dated 1st October, 2018 (‘2018 FPA’). GOI and Claimants filed an appeal before the English Commercial Court against this 2018 FPA. The English Commercial Court rejected GOI’s challenges to 2018 Final Partial Award and upheld Claimants’ challenge that Arbitration Tribunal had jurisdiction over the limited issue and remitted the issue back to the Arbitration Tribunal. Tribunal gave favourable award on 29th January, 2021 (‘EPOD Agreements Case Award’). Both the parties filed Clarification Applications before the Tribunal. On 9th April 2021, Tribunal issued its decision on the Clarification Applications of both the parties. It granted the minor correction requested by the Claimants and has rejected all of the GOI’s clarification requests. GOI has challenged the EPOD Agreements Case Award before the English High Court. Claimants have filed an application before the Arbitral Tribunal seeking increase in the PSC Cost Recovery Limit and the same is pending. The Cost Recovery Limit (CRL) arbitration hearings are scheduled during various hearing tranches in 2021. 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. GOI has also filed an execution petition before the Hon’ble Delhi High Court under Sections 47 and 49 of the Arbitration and Conciliation Act, 1996 and Section 151 of the Civil Procedure Code, 1908 seeking enforcement and execution of the 2016 FPA. The Claimants contend that GOI’s Execution Petition is not maintainable. GOI’s Execution Petition is currently sub judice. Claimants have also filed Application for Recall / Modification, challenging the Orders of Delhi High Court wherein Directors were directed to file Affidavits of Assets. The matter is listed on 13th July, 2021 for hearing. (c) NTPC had filed a suit for specific performance of a contract for supply of natural gas by the Company before the Hon’ble Bombay High Court. The main issue in dispute is whether a valid, concluded and binding contract exists between the parties for supply of Natural Gas of 132 Trillion BTU annually for a period of 17 years. The matter is presently sub judice and the Company is of the view that NTPC’s claim lacks merit and no binding contract for supply of gas was executed between NTPC and the Company. Considering the complexity of above issues, the Company is of the view that any attempt for quantification of possible exposure to the Company will have an effect of prejudicing Company’s legal position in the ongoing arbitration /litigations. Moreover, the Company considers above demand /disputes as remote. 33. Details of Contingent Liabilities & Commitments Sr. No. Particulars (I) Contingent Liabilities (A) Claims against the Group / disputed liabilities not acknowledged as debts* (a) (b) In respect of joint ventures In respect of others (B) Guarantee (i) Guarantees to Banks and Financial Institutions against credit facilities extended to third parties & other guarantees. In respect of joint ventures (a) In respect of others (b) (ii) Performance Guarantees (iii) In respect of others (a) Outstanding guarantees furnished to Banks and Financial Institutions including in respect of Letters of Credits (a) (b) In respect of joint ventures In respect of others (II) Commitments (A) Estimated amount of contracts remaining to be executed on capital account and not provided for: (a) (b) In respect of Joint Ventures In respect of others (B) Uncalled Liability on Shares and other investments partly paid (C) Other commitments (i) Investments (` in crore) As at 31st March, 2021 As at 31st March, 2020 2,066 6,563 20 870 2,061 1,391 10,474 7,248 52,331 239 712 1,839 5,049 20 7,393 1,965 1,391 14,686 11,396 8,306 2,401 445 * The Group has been advised that the demand is likely to be either deleted or substantially reduced and accordingly no provision is considered necessary. (III) On December 16, 2010, the Securities and Exchange Board of India (SEBI) issued a show cause notice (“SCN” ) inter alia to the Company (RIL) in connection with the trades by RIL in the stock exchanges in 2007 in the shares of Reliance Petroleum Limited, then a subsidiary of RIL. Hearings were held before the Whole Time Member (“WTM”) of SEBI in respect of the SCN. By an order dated March 24, 2017, the WTM passed the directions: (i) prohibiting inter alia RIL from dealing in equity derivatives in the ‘Futures & Options’ segment of stock exchanges, directly or indirectly, for a period of one year from the date of the order; and (ii) to RIL to disgorge an amount of ` 447.27 crore along with interest at the rate of 12% per annum from November 29, 2007 till the date of payment. In May 2017, RIL and the other noticees filed an appeal before the Securities Appellate Tribunal (“SAT”) against this order. SAT, by a majority order (2:1), dismissed the appeal on November 5, 2020 and directed RIL to pay the disgorged amount within sixty days from the date of the order. The appeal of RIL and other noticees has been admitted by the Hon’ble Supreme Court of India. By its order dated December 17, 2020, the Hon’ble Supreme Court of India directed RIL to deposit ` 250 crore in the Investors’ Protection Fund, subject to the final result of the appeal and stayed the recovery of the balance, inclusive of interest, pending the appeal. RIL has complied with the order dated December 17, 2020 of the Hon’ble Supreme Court of India. In the very same matter, on November 21, 2017, SEBI issued show cause notice, inter alia, to RIL, asking RIL to show cause as to why inquiry should not be held in terms of SEBI (Procedure for Holding Inquiry and Imposing Penalties by Adjudicating Officer) Rules, 1995 and penalty not be imposed under the provisions of the Securities and Exchange Board of India Act, 1992. The Adjudicating Officer of SEBI passed an order on January 1, 2021 imposing a penalty of ` 25 crore on RIL. RIL has paid the penalty under protest and has filed an appeal before the SAT against this order. (IV) Plaintiffs in the relevant case had filed a Derivative action suit of ` 3,114 crore before the Bombay High Court alleging that all business opportunities undertaken by the certain companies of Network18 Group should be routed through e-Eighteen.com Limited. (V) In the spectrum auction conducted by Department of Telecommunications, Government of India, in the month of March 2021,the Company has acquired the right to use spectrum in the 800/1800/2300 MHz bands for all the access service areas at a total cost of ` 57,123 crore. The said spectrum will be available for use in a staggered manner starting April 2021 for 20 years. Reliance Jio Infocomm Limited has opted for the deferred payment option and accordingly, paid an advance of ` 15,020 crore in March, 2021. Pending the allocation of the spectrum by the Government of India, entire amount outstanding of ` 42,103 crore as at March 31, 2021, has been disclosed under capital commitments. 367 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 34. Capital Management Reconciliation of fair value measurement of the investment categorised at Level 3: The Group adheres to a disciplined Capital Management framework in order to maintain a strong balance sheet. The main objectives are as follows: a) b) Maintain investment grade ratings for all issuing entities, domestically and internationally by ensuring that the financial strength of their Balance Sheets are preserved. Manage foreign exchange, interest rates and commodity price risk, and minimise the impact of market volatility on earnings. c) Diversify sources of financing and spread the maturity across tenure buckets in order to manage liquidity risk. d) Leverage optimally in order to maximise shareholder returns. The Net Gearing Ratio at the end of the reporting period was as follows: Gross Debt Cash and Marketable Securities * Net Debt (A) Total Equity (As per Balance Sheet) (B) Net Gearing Ratio (A / B) (` in crore) As at 31st March, 2021 As at 31st March, 2020 2,51,811 2,54,019 (2,208) 7,00,172 - 3,36,294 1,75,259 1,61,035 4,49,166 0.36 * Cash and Marketable Securities include Cash and Cash Equivalents of ` 17,397 crore (Previous Year ` 30,920 crore), Current Investments of ` 1,52,446 crore (Previous Year ` 72,915 crore), Other Marketable Securities of ` 44,333 crore (Previous Year ` 71,424 crore) including investments in Jio Digital Fibre Private Limited and Summit Digitel Infrastructure Private Limited (Earlier Reliance Jio Infratel Private Limited) and Call money receivable on right shares ` 39,843 crore (Previous Year ` Nil). 35. Financial Instruments A. Fair Value Measurement Hierarchy Particulars Opening Balance Addition during the year Sale / Reduction during the year Total Gain / (Loss) Closing Balance Line item in which gain / loss recognised Other Income – ` 2 crore unrealised As at 31st March, 2021 As at 31st March, 2020 At FVTPL At FVTOCI At FVTPL At FVTOCI (` in crore) 1,104 82,897 100 715 2 491 173 39 251 83,282 Other Comprehensive Income-Items that will not be reclassified to Profit or Loss 12,078 655 11,633 4 1,104 Other Income – ` 4 crore unrealised 82,857 4,972 4,939 7 82,897 Other Comprehensive Income – Items that will not be reclassified to Profit or Loss Sensitivity of level 3 financial instrument’s fair value to changes in significant unobservable inputs used in their fair valuation: Particulars Valuation Technique Significant Unobservable Input Change in % (` in crore) Sensitivity of the fair value to change in input 31st March 2021 31st March 2020 Investment in OCPS (FVTOCI) Discounting Cash Flow Discounting rate - 13.12% +0.10% (previous year 12.30%) -0.10% (1,436) 1,463 (1,543) 1,571 The financial instruments are categorised into three levels based on the inputs used to arrive at fair value measurements as described below: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities; As at 31st March, 2021 As at 31st March, 2020 (` in crore) Level 2: Inputs other than the quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and Particulars Financial Assets At Amortised Cost Investments # Trade Receivables Cash and Cash Equivalents Loans Other Financial Assets At FVTPL Investments Other Financial Assets At FVTOCI Investments Other Financial Assets Financial Liabilities At Amortised Cost Borrowings Trade Payables Other Financial Liabilities At FVTPL Carrying Amount Level of input used in Level 1 Level 2 Level 3 Carrying Amount Level of input used in Level 1 Level 2 Level 3 39,809 19,014 17,397 2,549 58,597 - - - - - - - - - - - - - - - 43,356 19,656 30,920 22,401 16,465 - - - - - - - - - - - - - - - 44,772 38,315 2,520 36 5,966 2,484 491 - 34,301 10,969 5,689 2 27,508 10,967 1,104 - 2,00,083 1,10,790 6,011 83,282 1,51,839 67,432 1,510 82,897 7 2,51,811 1,08,897 62,846 - - - - - - 7 - - - 3,723 - - - - - - - - 3,36,294 96,799 1,12,143 - - - - - - - - 6,000 37 5,963 562 - 562 - - - - - - Other Financial Liabilities 3,723 At FVTOCI Other Financial Liabilities - Level 3: Inputs based on unobservable market data. Valuation Methodology All financial instruments are initially recognised and subsequently re-measured at fair value as described below: a) b) c) d) e) f) The fair value of investment in quoted Equity Shares, Bonds, Government Securities, Treasury Bills, Certificate of Deposits and Mutual Funds is measured at quoted price or NAV. The fair value of Interest Rate Swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. The fair value of Forward Foreign Exchange contracts and Currency Swaps is determined using observable forward exchange rates and yield curves at the balance sheet date. The fair value of over-the-counter Foreign Currency Option contracts is determined using the Black Scholes valuation model. Commodity derivative contracts are valued using available information in markets and quotations from exchange, brokers and price index developers. The fair value for Level 3 instruments is valued using inputs based on information about market participants assumptions and other data that are available. g) The fair value of the remaining financial instruments is determined using discounted cash flow analysis. h) All foreign currency denominated assets and liabilities are translated using exchange rate at reporting date. # Excludes Investments in Associates and Joint Ventures ` 80,164 crore (Previous Year ` 47,271 crore)] measured at cost (Refer Note 2.1). 368 369 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited B. Financial Risk Management The Group’s activities expose it to variety of financial risks: market risk, credit risk, interest rate risk and liquidity risk. Within the boundaries of approved Risk Management Policy framework The Group uses derivative instruments to manage the volatility of financial markets and minimise the adverse impact on its financial performance. i) Market Risk Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk. a) Foreign Currency Risk Foreign Currency Risk is the risk that the Fair Value or Future Cash Flows of an exposure will fluctuate because of changes in foreign currency rates. Exposures can arise on account of the various assets and liabilities which are denominated in currencies other than Indian Rupee. The following table shows foreign currency exposures in US Dollar, Euro and Japanese Yen on financial instruments at the end of the reporting period. The exposure to all other foreign currencies are not material. Particulars As at 31st March, 2021 As at 31st March, 2020 Foreign Currency Exposure (` in crore) Borrowings Trade and Other Payables Trade and Other Receivables Derivatives USD EUR JPY USD EUR JPY 98,493 84,280 (4,366) 12,634 12,962 1,28,414 18,820 10,717 2,584 (110) 36 (13) 81,528 918 (12,151) (1,738) 45 - Forwards and Futures (55,167) (13,974) (12,936) (53,341) (16,571) (10,707) 2,655 (19,347) 1,06,548 - (472) 662 - 727 776 (3,712) (3,620) 1,37,118 - (1,929) (500) - - 55 - - - Currency Swaps Options Exposure b) Interest Rate Risk The Group’s exposure to the risk of changes in market interest rate relates to the floating rate debt obligations and derivative products taken to mitigate interest rate risk. The exposure of the Group’s borrowings and derivatives to interest rate changes at the end of the reporting period are as follows: Interest Rate Exposure Particulars Borrowings Non-Current – Floating (Includes Current Maturities) * Non-Current – Fixed (Includes Current Maturities) * Current # Total Derivatives Foreign Currency Interest Rate Swaps Rupees Interest Rate Swaps Currency Swaps Bond Future-Short (` in crore) As at 31st March, 2021 As at 31st March, 2020 91,399 1,01,143 60,371 2,52,913 33,279 19,450 2,655 - 1,33,952 1,10,477 94,765 3,39,194 51,849 10,050 8,928 400 * Includes ` 812 crore (Previous Year ` 1,921 crore) as Prepaid Financial Charges. # Includes ` 290 crore (Previous Year ` 979 crore) as Commercial Paper Discount. ii) Commodity Price Risk Commodity price risk arises due to fluctuation in prices of crude oil, other feed stock and products and bullion. The Group has a risk management framework aimed at prudently managing the risk arising from the volatility in commodity prices and freight costs. The Group’s commodity price risk is managed centrally through well-established trading operations and control processes. In accordance with the risk management policy, the Group enters into various transactions using 370 derivatives and uses over-the-counter as well as Exchange Traded Futures, Options and Swap contracts to hedge its commodity and freight exposure. iii) Credit Risk Credit risk is the risk that a customer or counterparty to a financial instrument fails to perform or pay the amounts due causing financial loss to the Group. Credit risk arises from Group’s activities in investments, dealing in derivatives and receivables from customers and other financial instruments. The Group ensures that sales of products are made to customers with appropriate creditworthiness. Credit information is regularly shared between businesses and finance function, with a framework in place to quickly identify, respond and recognise cases of credit deterioration. The Group has a prudent and conservative process for managing its credit risk arising in the course of its business activities. Credit risk across the Group, is actively managed through Letters of Credit, Bank Guarantees, Parent Group Guarantees, advance payments, security deposits and factoring and forfaiting without recourse to Group. The Group restricts its fixed income investments in liquid securities carrying high credit rating. iv) Liquidity Risk Liquidity risk arises from the Group’s inability to meet its cash flow commitments on the due date. The Group maintains sufficient stock of cash, marketable securities and committed credit facilities. The Group accesses global and local financial markets to meet its liquidity requirements. It uses a range of products and a mix of currencies to ensure efficient funding from across well-diversified markets and investor pools. Treasury monitors rolling forecasts of the Group’s cash flow position and ensures that the Group is able to meet its financial obligation at all times including contingencies. The Group’s liquidity is managed centrally with operating units forecasting their cash and liquidity requirements. Treasury pools the cash surpluses from across the different operating units and then arranges to either fund the net deficit or invest the net surplus in a range of short-dated, secure and liquid instruments including short-term bank deposits, money market funds, reverse repos and similar instruments. The portfolio of these investments is diversified to avoid concentration risk in any one instrument or counterparty. Particulars* Borrowings Non-Current # Current ^ Total Other Financial Liabilities Derivative Liabilities Forwards Options Currency Swaps Interest Rate Swaps Total Maturity Profile as at 31st March, 2021 Below 3 Months 3-6 Months 6-12 Months 1-3 Years 3-5 Years Above 5 Years Total (` in crore) 3,083 53,402 56,485 556 1,518 178 - 10 1,706 4,629 2,938 7,567 554 841 - - 1 842 20,489 4,031 24,520 1,101 176 33 - 241 450 66,891 - 66,891 4,035 2,012 - - 575 2,587 62,782 - 62,782 3,183 34,668 - 34,668 9,849 1,92,542 60,371 2,52,913 19,278 - - - 76 76 - - - - - 4,547 211 - 903 5,661 * Does not include Trade Payables (Current) amounting to ` 1,08,897 crore. # Includes ` 812 crore as Prepaid Finance Charges. ^ Includes ` 290 crore as Commercial Paper Discount. Particulars* Borrowings Non-Current # Current ^ Total Other Financial Liabilities Derivative Liabilities Forwards Options Currency Swaps Interest Rate Swaps Total Maturity Profile as at 31st March, 2020 Below 3 Months 3-6 Months 6-12 Months 1-3 Years 3-5 Years Above 5 Years Total (` in crore) 10,371 77,730 88,101 459 4,155 31 320 3 4,509 16,844 4,637 21,481 459 18,001 12,398 30,399 895 72,347 - 72,347 3,471 68,631 - 68,631 2,809 58,235 - 58,235 5,615 2,44,429 94,765 3,39,194 13,708 115 - 240 1 356 115 - 415 342 872 75 - - 331 406 - - - 235 235 - - - - - 4,460 31 975 912 6,378 * Does not include Trade Payables (Current) amounting to ` 96,799 crore. # Includes ` 1,921 crore as Prepaid Finance Charges. ^ Includes ` 979 crore as Commercial Paper Discount. 371 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited C. Reclassification The Company has reclassified certain non-derivative financial assets on 1st day of July 2018 from Fair Value through Profit and Loss (FVTPL) to Financial Assets at Fair Value through Other Comprehensive Income (FVTOCI) on account of its business model change. Cost and Fair value of reclassified assets as on reporting date is ` 5,910 crore (previous year ` 10,301 crore) and ` 7,383 crore (previous year ` 12,112 crore) respectively. Effective interest rate is 6.75% up to 30th September, 2020 & 5.25% from 1st October, 2020 per annum. Interest revenue recognised during the year ` 416 crore (Previous year ` 814 crore). Change in fair value gain /(loss) of ` 29 crore (previous year ` 225 crore) that would have been recognised in profit or loss during the reporting period if the financial assets had not been reclassified. Refer Note 2 and 7. D. Hedge Accounting The Group’s business objective includes safe-guarding its earnings against adverse price movements of crude oil and other feedstock, refined products, precious metals, freight costs as well as foreign exchange and interest rates. The Group has adopted a structured risk management policy to hedge all these risks within an acceptable risk limit and an approved hedge accounting framework which allows for Fair Value and Cash Flow hedges. Hedging instruments include exchange traded futures and options, over-the-counter swaps, forwards and options as well as non-derivative instruments to achieve this objective. There is an economic relationship between the hedged items and the hedging instruments. The Group has established a hedge ratio of 1:1 for the hedging relationships. To test the hedge effectiveness, the Group uses the hypothetical derivative method and Dollar offset method. The hedge ineffectiveness can arise from: - - - Differences in the timing of the cash flows. Different indexes (and accordingly different curves). The counterparties’ credit risk differently impacting the fair value movements. The table below shows the position of hedging instruments and hedged items as on the balance sheet date: Disclosure of effect of Hedge Accounting: A. Fair Value Hedge Hedging Instruments Particulars Nominal Value Quantity Carrying Amount (Kbbl) (Kgs) Assets Liabilities Changes in Fair Value Hedge Maturity Line Item in Balance Sheet (` in crore) As at 31st March, 2021 Foreign Currency Risk Derivative Contracts Commodity Price Risk Derivative Contracts As at 31st March, 2020 Foreign Currency Risk Foreign Currency Risk Component – Forwards Commodity Price Risk Derivative Contracts 2,557 - - - 86 (72) April 2021 to May 2021 Other Financial Liabilities 39,236 3,84,949 5,092 1,766 1,071 373 April 2021 to December 2023 Other Financial Assets / Liabilities - - - - - - - - 46,161 5,67,894 4,987 6,701 3,879 1,541 April 2020 to Dec 2023 Other Financial Assets / Liabilities Hedged Items Particulars As at 31st March, 2021 Foreign Currency Risk Import Firm Commitments Commodity Price Risk Firm Commitments for purchase of feedstock and freight Firm Commitments for sale of products Carrying Amount Assets Liabilities Changes in Fair Value (` in crore) Line Item in Balance Sheet 86 - 72 Other Financial Assets - 536 (887) Other Current Assets / Liabilities 236 1,218 (210) Other Current Assets Inventories 5,930 - 1,043 Inventories As at 31st March, 2020 Foreign Currency Risk Import Firm Commitments Commodity Price Risk Firm Commitments for purchase of feedstock and freight Firm Commitments for sale of products - - - - 3,214 116 3,069 Other Current Assets / Liabilities 197 3,141 (3,034) Other Current Assets Inventories 9,251 - (1,296) Inventories B. Cash Flow Hedge Hedging Instruments Particulars As at 31st March, 2021 Foreign Currency Risk Foreign Currency Risk Components – Trade Payable Foreign Currency Risk Components – Borrowings Interest Rate Risk Interest Rate Swap As at 31st March, 2020 Foreign Currency Risk Foreign Currency Risk Components – Trade Payable Foreign Currency Risk Components – Borrowings Interest Rate Risk Interest Rate Swap Nominal Value Carrying Amount Assets Liabilities Changes in Fair Value (` in crore) Hedge Maturity Line Item in Balance Sheet - 7,218 - - - - NA NA 7,311 256 June 2022 Non-Current Liabilities – Financial Liabilities – Borrowings 33,590 82 - 141 April 2021 to March 2025 Other Financial Assets 48,694 18,491 49,931 - - - 52,966 (4,272) 19,384 (893) April 2020 to December 2021 April 2020 to September 2022 Trade Payables Borrowings 405 (405) March 2021 to March 2025 Other Financial Liabilities 372 373 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Hedged Items Particulars As at 31st March, 2021 Foreign Currency Risk Nominal Value Changes in Fair Value Hedge Reserve (` in crore) Line Item in Balance Sheet Highly Probable Forecasted Exports 7,218 (256) (3,059) Interest Rate Risk Borrowings As at 31st March, 2020 Foreign Currency Risk 33,590 (141) (97) Highly Probable Forecasted Exports 67,184 5,165 (5,165) Interest Rate Risk Borrowings 49,931 405 (718) C Movement in Cash Flow Hedge Other Equity Other Equity Other Equity Other Equity (` in crore) Sr. No. Particulars 2020-21 2019-20 Line Item in Balance Sheet / Statement of Profit and Loss At the beginning of the year 1 2 Gain / (loss) recognised in Other Comprehensive (5,883) 914 46 (6,298) Items that will be reclassified to Profit & Loss Income during the year Amount reclassified to Profit and Loss during the year At the end of the year 3 4 1,813 (3,156) 369 Value of Sale (5,883) Other Comprehensive Income 36. Segment Information The Group has five principal operating and reporting segments; viz. Oil To Chemicals (O2C), Oil and Gas, Retail, Digital Services and Financial Services . The accounting policies adopted for segment reporting are in line with the accounting policy of the Company with following additional policies for segment reporting. a) b) Revenue and Expenses have been identified to a segment on the basis of relationship to operating activities of the segment. Revenue and Expenses which relate to enterprise as a whole and are not allocable to a segment on reasonable basis have been disclosed as “Unallocable”. Segment Assets and Segment Liabilities represent Assets and Liabilities in respective segments. Investments, tax related assets and other assets and liabilities that cannot be allocated to a segment on reasonable basis have been disclosed as “Unallocable”. (I) Primary Segment Information 2020-21 O2C Oil and Gas Retail Digital Services Financial Services Others Unallocable Total (` in crore) 1 Segment Revenue 3,15,105 External Turnover Inter Segment Turnover 4,903 Value of Sales and Services (Revenue) * 3,20,008 13,518 Less: GST Recovered 3,06,490 Revenue from Operations (Net of GST) 29,773 2 Segment Result before Interest and Taxes ** Less: Finance Cost ^ Add: Interest Income Profit Before Tax and Exceptional Items Exceptional Item (Net of Tax) (Refer Note 29) Profit Before Tax Less: Current Tax Less: Deferred Tax Profit after Tax (before adjustment for Non-Controlling Interest) Add: Share of (Profit) /Loss transferred to Non-Controlling Interest Profit after Tax (after adjustment for Non-Controlling Interest) 532 1,608 1,52,501 1,317 2,140 1,53,818 18,566 2,128 1,35,252 7,991 12 (1,477) 27,336 62,951 90,287 13,645 76,642 21,181 1,082 1,324 2,406 5 2,401 1,357 41,606 6,646 48,252 7,166 41,086 3,635 5,39,238 - - - - 5,39,238 52,912 - 4,86,326 - 61,327 (1,133) 21,027 9,519 49,819 5,642 55,461 (2,205) 483 53,739 (4,611) 49,128 3 Other Information Segment Assets # Segment Liabilities # Capital Expenditure Depreciation / Amortisation and Depletion Expense 3,58,964 44,284 7,867 8,397 35,163 14,359 3,879 1,735 98,361 3,05,965 68,328 20,879 35,998 10,321 12,854 1,851 80,420 1,34,879 3,25,638 13,39,390 14,272 11,77,197 13,39,390 79,667 3,313 18,289 26,572 359 1,376 71 - - * Total Value of Sales and Services is after elimination of inter segment turnover of ` 77,673 crore. ** Segment results includes Interest income / Other Income pertaining to the respective segments. ^ Segment results of the financial services segment includes finance cost relating to the segment. The difference between finance cost in financial results and segment information is on account of finance cost relating to financial services segment. Segment assets and liabilities have been grossed up, with respect to advance from customers of ` 1,813 crore, bill discounting of ` 14,259 crore and other non-current assets ` 2,106 crore whereas the same has been netted off in the respective heads of Balance Sheet. # 374 375 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 2019-20 O2C Oil and Gas Retail Digital Services Financial Services Others Unallocable Total (` in crore) (VI) Secondary Segment Information 1 Segment Revenue 4,37,214 External Turnover Inter Segment Turnover 14,141 Value of Sales and Services (Revenue) * 4,51,355 13,992 Less: GST Recovered 4,37,363 Revenue from Operations (Net of GST) 45,191 2 Segment Result before Interest and Taxes ** Less: Finance Cost ^ Add: Interest Income Profit Before Tax and Exceptional Items Exceptional Item (Net of Tax) (Refer Note 29) Profit Before Tax Less: Current Tax Less: Deferred Tax Profit after Tax (before adjustment for Non-Controlling Interest) Add: Share of (Profit) /Loss transferred to Non-Controlling Interest Profit after Tax (after adjustment for Non-Controlling Interest) 2,666 545 1,57,901 5,128 3,211 1,63,029 16,664 1,46,365 8,292 - 3,211 (1,407) 22,192 47,413 69,605 10,198 59,407 14,634 1,550 644 2,194 2,194 811 38,474 6,443 44,917 6,706 38,211 2,671 6,59,997 - - - - 6,59,997 47,560 - 6,12,437 - 70,452 260 21,880 9,478 58,050 (4,444) 53,606 (8,630) (5,096) 39,880 (526) 39,354 3 Other Information Segment Assets # Segment Liabilities # Capital Expenditure Depreciation / Amortisation and Depletion Expense 3,67,327 45,186 18,111 8,612 42,693 6,372 3,134 1,760 38,902 19,286 9,259 1,403 2,80,971 76,075 38,972 8,714 68,368 78 - - 89,645 25,313 10,697 1,318 2,89,505 11,77,411 10,05,101 11,77,411 80,513 22,203 340 396 * Total Value of Sales and Services is after elimination of inter segment turnover of ` 74,314 crore. ** Segment results includes Interest income / Other Income pertaining to the respective segments. ^ Segment results of the financial services segment includes finance cost relating to the segment. The difference between finance cost in financial results and segment information is on account of finance cost relating to financial services segment. Segment assets and liabilities have been grossed up, with respect to advance from customers of ` 2,375 crore, bill discounting of ` 7,016 crore and other non-current assets ` 2,105 crore whereas the same has been netted off in the respective heads of Balance Sheet. # (II) Inter segment pricing are at Arm’s length basis. (III) As per Indian Accounting Standard 108 – Operating Segments, the Company has reported segment information on consolidated basis including businesses conducted through its subsidiaries. (IV) The reportable segments are further described below: - The Oil to Chemicals business includes Refining, Petrochemicals, fuel retailing through Reliance BP Mobility Limited, aviation fuel and bulk wholesale marketing. It includes breadth of portfolio spanning transportation fuels, polymers, polyesters and elastomers. The deep and unique integration of O2C business includes world-class assets comprising Refinery Off-Gas Cracker, Aromatics, Gasification, multi-feed and gas crackers along with downstream manufacturing facilities, logistics and supply-chain infrastructure. - The Oil and Gas segment includes exploration, development and production of crude oil and natural gas. - The Retail segment includes consumer retail and range of related services. - The Digital Services segment includes provision of a range of digital services - The Financial Services segment comprises of management and deployment of identified resources of the Company to various activities including non-banking financial services, insurance broking. Other business segments which are not separately reportable have been grouped under the Others segment. Other investments / assets / liabilities, long-term resources raised by the Company, business trade financing liabilities managed by the centralised treasury function and related income / expense are considered under Unallocated. - - (V) The Company’s Refining and Petrochemicals business segments comprise unique integrated assets converting oil to polymers, polyesters and elastomers and fuels. In line with the Company’s vision of clean and green development of New Energy and New Materials, the Executive Committee (Chief Operating Decision Maker - CODM) has approved the formal reorganisation of these segments into Oil-to-Chemicals (O2C) business to reflect business strategy and management matrix. This aligns with management vision of sustainable future growth and holistic and agile decision making, while providing flexibility to induct new strategic partners for future initiatives. Accordingly, the Company has disclosed Oil to Chemicals (O2C) as a separate business segment. 376 Segment Revenue – External Turnover 1 Within India Outside India Total 2 Non-Current Assets Within India Outside India Total 2020-21 3,31,557 2,07,681 5,39,238 9,35,322 12,879 9,48,201 (` in crore) 2019-20 3,62,593 2,97,404 6,59,997 8,82,217 25,438 9,07,655 37. Enterprises Consolidated as Subsidiary in accordance with Indian Accounting Standard 110 – Consolidated Financial Statements Name of the Enterprise Sr. No. Country of Incorporation Proportion of Ownership Interest 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 ABC Cable Network Private Limited Actoserba Active Wholesale Private Limited Adhunik Cable Network Limited Adventure Marketing Private Limited AETN18 Media Private Limited Affinity USA LLC (Formerly Affinity USA Inc.) * Ambika DEN Cable Network Private Limited Amogh Broad Band Services Private Limited Angel Cable Network Private Limited Antique Communications Private Limited Asteria Aerospace Private Limited Augment Cable Network Private Limited Aurora Algae LLC (Formerly Aurora Algae Inc.) * Bali Den Cable Network Limited Bee Network and Communication Limited (Formerly Bee Network and Communication Private Limited) Bhadohi DEN Entertainment Private Limited Big Den Entertainment Limited (Formerly Big Den Entertainment Private Limited) Binary Technology Transfers Limited (Formerly Binary Technology Transfers Private Limited) Blossom Entertainment Private Limited Cab-i-Net Communications Private Limited Channels India Network Private Limited Chennai Cable Vision Network Private Limited Colorful Media Private Limited Colosceum Media Private Limited Crystal Vision Media Private Limited C-Square Info Solutions Private Limited Dadha Pharma Distribution Private Limited Den A.F. Communication Private Limited Den Aman Entertainment Private Limited DEN Ambey Cable Networks Private Limited Den Ashu Cable Limited DEN BCN Suncity Network Limited Den Bindra Network Private Limited Den Broadband Limited (Formerly Den Broadband Private Limited) Den Budaun Cable Network Private Limited Den Citi Channel Limited (Formerly Den Citi Channel Private Limited) Den Classic Cable TV Services Limited (Formerly Den Classic Cable TV Services Private Limited) DEN Crystal Vision Network Limited Den Digital Cable Network Limited (Formerly Den Digital Cable Network Private Limited) * Subsidiary Companies having 31st December as Reporting Date. India India India India India USA India India India India India India USA India India India India India India India India India India India India India India India India India India India India India India India India India India 37.49% 73.28% 66.95% 100.00% 21.27% 100.00% 66.95% 66.95% 37.49% 66.95% 49.57% 66.95% 100.00% 34.17% 64.47% 17.41% 66.95% 64.47% 66.95% 66.95% 61.65% 48.99% 100.00% 73.15% 66.95% 69.44% 85.06% 66.95% 66.95% 40.84% 66.95% 34.15% 66.95% 66.95% 34.14% 66.95% 66.95% 66.95% 59.30% 377 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Name of the Enterprise Sr. No. Country of Incorporation Proportion of Ownership Interest Name of the Enterprise Sr. No. Country of Incorporation Proportion of Ownership Interest 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64 65 66 67 68 69 70 71 72 73 74 75 76 77 78 79 80 81 82 83 84 85 86 87 88 89 90 91 92 93 Den Discovery Digital Networks Private Limited Den Elgee Cable Vision Private Limited Den Enjoy Cable Networks Private Limited Den Enjoy Navaratan Network Private Limited DEN Enjoy SBNM Cable Network Private Limited Den F K Cable TV Network Private Limited DEN Faction Communication System Limited (Formerly DEN Faction Communication System Private Limited) Den Fateh Marketing Private Limited DEN Harsh Mann Cable Network Limited Den Jai Ambey Vision Cable Private Limited Den Kashi Cable Network Limited Den Kattakada Telecasting And Cable Services Limited DEN Krishna Cable TV Network Limited Den Maa Sharda Vision Cable Networks Limited Den Mahendra Satellite Private Limited Den Malabar Cable Vision Limited (Formerly Den Malabar Cable Vision Private Limited) Den Malayalam Telenet Private Limited Den MCN Cable Network Limited Den Mod Max Cable Network Private Limited Den Nashik City Cable Network Private Limited Den Networks Limited Den Patel Entertainment Network Private Limited DEN Pawan Cable Network Limited Den Pradeep Cable Network Limited (Formerly Den Pradeep Cable Network Private Limited) DEN Prayag Cable Networks Limited Den Premium Multilink Cable Network Private Limited Den Prince Network Limited Den Radiant Satelite Cable Network Private Limited Den Rajkot City Communication Private Limited Den Sahyog Cable Network Limited Den Sariga Communications Limited (Formerly Den Sariga Communications Private Limited) Den Satellite Cable TV Network Limited (Formerly Den Satellite Cable TV Network Private Limited) Den Saya Channel Network Limited Den Steel City Cable Network Limited (Formerly Den Steel City Cable Network Private Limited) DEN STN Television Network Private Limited Den Supreme Satellite Vision Private Limited Den Varun Cable Network Limited Den VM Magic Entertainment Limited Den-Manoranjan Satellite Private Limited Desire Cable Network Limited Devine Cable Network Private Limited Digital Media Distribution Trust Digital18 Media Limited Disk Cable Network Private Limited Divya Drishti Den Cable Network Private Limited Drashti Cable Network Limited (Formerly Drashti Cable Network Private Limited) Dronagiri Bokadvira East Infra Limited Dronagiri Bokadvira North Infra Limited Dronagiri Bokadvira South Infra Limited Dronagiri Bokadvira West Infra Limited Dronagiri Dongri East Infra Limited Dronagiri Dongri North Infra Limited Dronagiri Dongri South Infra Limited Dronagiri Dongri West Infra Limited India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India * Subsidiary Companies having 31st December as Reporting Date. 378 34.14% 66.95% 34.14% 17.41% 17.41% 34.15% 66.95% 34.14% 66.95% 66.95% 34.15% 66.95% 66.95% 34.15% 40.17% 66.95% 34.14% 66.95% 34.15% 34.14% 66.95% 66.95% 42.18% 66.95% 66.95% 34.14% 66.95% 66.95% 34.13% 66.95% 66.95% 34.14% 34.14% 66.95% 34.14% 34.14% 34.14% 66.95% 34.14% 66.95% 66.95% 100.00% 73.15% 66.95% 35.79% 55.47% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% Dronagiri Funde East Infra Limited Dronagiri Funde North Infra Limited Dronagiri Funde South Infra Limited Dronagiri Funde West Infra Limited Dronagiri Navghar East Infra Limited Dronagiri Navghar North First Infra Limited 94 95 96 97 98 99 100 Dronagiri Navghar North Infra Limited 101 Dronagiri Navghar North Second Infra Limited 102 Dronagiri Navghar South First Infra Limited 103 Dronagiri Navghar South Infra Limited 104 Dronagiri Navghar South Second Infra Limited 105 Dronagiri Navghar West Infra Limited 106 Dronagiri Pagote East Infra Limited 107 Dronagiri Pagote North First Infra Limited 108 Dronagiri Pagote North Infra Limited 109 Dronagiri Pagote North Second Infra Limited 110 Dronagiri Pagote South First Infra Limited 111 Dronagiri Pagote South Infra Limited 112 Dronagiri Pagote West Infra Limited 113 Dronagiri Panje East Infra Limited 114 Dronagiri Panje North Infra Limited 115 Dronagiri Panje South Infra Limited 116 Dronagiri Panje West Infra Limited 117 118 119 eDreams Edusoft Private Limited e-Eighteen.com Limited Ekta Entertainment Network Limited (Formerly Ekta Entertainment Network Private Limited) Elite Cable Network Private Limited Eminent Cable Network Private Limited Fab Den Network Limited Fortune (Baroda) Network Private Limited Fun Cable Network Private Limited Futuristic Media and Entertainment Limited (Formerly Futuristic Media and Entertainment Private Limited) 120 121 122 123 124 125 India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India 126 Galaxy Den Media & Entertainment Private Limited 127 Gemini Cable Network Limited (Formerly Gemini Cable Network Private Limited) 128 Genesis Colors Limited 129 Genesis La Mode Private Limited 130 GLB Body Care Private Limited 131 GLF Lifestyle Brands Private Limited 132 Glimpse Communications Private Limited 133 GML India Fashion Private Limited 134 Grab A Grub Services Private Limited 135 Greycells18 Media Limited 136 Hamleys (Franchising) Limited * 137 Hamleys Asia Limited * 138 Hamleys Global Holdings Limited * 139 Hamleys of London Limited * 140 Hamleys Toys (Ireland) Limited * 141 Hathway Bhawani Cabletel & Datacom Limited 142 Hathway Broadband Limited (Formerly Hathway Broadband Private Limited) 143 Hathway Cable and Datacom Limited 144 Hathway Cnet Limited (Formerly Hathway Cnet Private Limited) 145 Hathway Digital Limited (Formerly Hathway Digital Private Limited) 146 Hathway Digital Saharanpur Cable & Datacom Limited (Formerly Hathway Digital Saharanpur Cable & Datacom Private Limited) Hathway Enjoy Cable Network Limited (Formerly Hathway Enjoy Cable Network Private Limited) 147 * Subsidiary Companies having 31st December as Reporting Date. India India India India India India India India India India UK Hongkong UK UK Ireland India India India India India India India 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 56.67% 67.26% 66.95% 51.58% 37.49% 66.95% 34.14% 66.95% 66.95% 34.14% 66.95% 54.44% 73.19% 79.13% 73.19% 66.95% 73.19% 70.10% 65.61% 68.05% 68.05% 68.05% 68.05% 68.05% 46.00% 64.47% 64.47% 64.47% 64.47% 64.47% 64.47% 379 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Name of the Enterprise Sr. No. Country of Incorporation Proportion of Ownership Interest Name of the Enterprise Sr. No. Country of Incorporation Proportion of Ownership Interest 148 Hathway Gwalior Cable & Datacom Limited (Formerly Hathway Gwalior Cable & India Datacom Private Limited) 149 Hathway Internet Satellite Limited (Formerly Hathway Internet Satellite Private Limited) 150 Hathway JMD Farukhabad Cable Network Limited (Formerly Hathway JMD India India Farukhabad Cable Network Private Limited) 151 Hathway Kokan Crystal Cable Network Limited (Formerly Hathway Kokan Crystal India Cable Network Private Limited) 152 Hathway Krishna Cable Limited (Formerly Hathway Krishna Cable Private Limited) 153 Hathway Mantra Cable & Datacom Limited (Formerly Hathway Mantra Cable & Datacom Private Limited) 154 Hathway Media Vision Limited (Formerly Hathway Media Vision Private Limited) 155 Hathway Mysore Cable Network Limited (Formerly Hathway Mysore Cable Network Private Limited) 156 Hathway Nashik Cable Network Private Limited 157 Hathway New Concept Cable & Datacom Limited (Formerly Hathway New Concept Cable & Datacom Private Limited) India India India India India India 158 Hathway Software Developers Limited (Formerly Hathway Software Developers India Private Limited) 159 Hathway Space Vision Cabletel Limited (Formerly Hathway Space Vision Cabletel India Private Limited) 160 Hathway United Cables Limited (Formerly Hathway United Cables Private Limited) 161 162 163 164 165 166 167 168 Ideal Cables Limited (Formerly Ideal Cables Private Limited) Independent Media Trust IndiaCast Media Distribution Private Limited IndiaCast UK Limited IndiaCast US Limited Indiavidual Learning Limited (Formerly Indiavidual Learning Private Limited) Indiawin Sports Private Limited Indradhanush Cable Network Limited (Formerly Indradhanush Cable Network Private Limited) Infomedia Press Limited 169 ITV Interactive Media Limited (Formerly ITV Interactive Media Private Limited) 170 Jhankar Cable Network Limited (Formerly Jhankar Cable Network Private Limited) 171 Jio Cable and Broadband Holdings Private Limited 172 Jio Content Distribution Holdings Private Limited 173 Jio Digital Cableco Private Limited 174 Jio Digital Distribution Holdings Private Limited 175 Jio Estonia OÜ * 176 Jio Futuristic Digital Holdings Private Limited 177 Jio Haptik Technologies Limited 178 Jio Information Aggregator Services Limited 179 Jio Infrastructure Management Services Limited 180 Jio Internet Distribution Holdings Private Limited 181 Jio Limited 182 Jio Media Limited 183 Jio Platforms Limited 184 Jio Television Distribution Holdings Private Limited 185 Jio Things Limited 186 187 Kalamboli East Infra Limited 188 Kalamboli North First Infra Limited 189 Kalamboli North Infra Limited 190 Kalamboli North Second Infra Limited Kalamboli North Third Infra Limited 191 Kalamboli South First Infra Limited 192 193 Kalamboli South Infra Limited 194 Kalamboli West Infra Limited 195 Kanhatech Solutions Limited 196 Kishna Den Cable Networks Private Limited 197 198 Liberty Media Vision Limited (Formerly Liberty Media Vision Private Limited) Libra Cable Network Limited * Subsidiary Companies having 31st December as Reporting Date. 380 India India India India UK USA India India India India India India India India India India Estonia India India India India India India India India India India India India India India India India India India India India India India 64.47% 64.47% 64.47% 62.12% 64.47% 64.47% 64.47% 64.47% 58.06% 64.47% 64.47% 64.47% 64.47% 64.47% 100.00% 31.48% 31.48% 31.48% 56.67% 100.00% 66.95% 37.08% 64.47% 66.95% 100.00% 100.00% 100.00% 100.00% 66.48% 100.00% 66.48% 100.00% 100.00% 100.00% 100.00% 66.48% 66.48% 100.00% 66.48% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 17.41% 64.47% 34.14% Luvley Limited * 199 200 M Entertainments Private Limited 201 Mahadev Den Cable Network Limited (Formerly Mahadev Den Cable Network Private Limited) 202 Mahavir Den Entertainment Private Limited 203 Maitri Cable Network Private Limited 204 Mansion Cable Network Private Limited 205 Marble Cable Network Private Limited 206 Media18 Distribution Services Limited 207 Meerut Cable Network Private Limited 208 Mesindus Ventures Private Limited 209 Mindex 1 Limited 210 Model Economic Township Limited 211 Moneycontrol Dot Com India Limited 212 Mountain Cable Network Limited 213 Multi Channel Cable Network Limited (Formerly Multi Channel Cable Network Private Limited) 214 Multi Star Cable Network Limited 215 Multitrack Cable Network Private Limited 216 Nectar Entertainment Limited (Formerly Nectar Entertainment Private Limited) 217 Netmeds Marketplace Limited 218 Network18 Media & Investments Limited 219 Network18 Media Trust 220 New Emerging World Of Journalism Limited (Formerly New Emerging World Of Journalism Private Limited) 221 NowFloats Technologies Private Limited 222 Radiant Satellite (India) Private Limited 223 Radisys B.V. * 224 Radisys Canada Inc. * 225 Radisys Cayman Limited * 226 Radisys Convedia (Ireland) Limited * 227 Radisys Corporation * 228 Radisys GmbH * 229 Radisys India Private Limited 230 Radisys International LLC * 231 Radisys International Singapore Pte. Ltd. * 232 Radisys Poland sp. zo.o * 233 Radisys Spain S.L.U. * 234 Radisys Systems Equipment Trading (Shanghai) Co. Ltd. * 235 Radisys Technologies (Shenzhen) Co. Ltd. * 236 Radisys UK Limited * 237 RB Holdings Private Limited 238 RB Media Holdings Private Limited 239 RB Mediasoft Private Limited 240 RBML Solutions India Limited Recron (Malaysia) Sdn. Bhd. * 241 242 Reliance 4IR Realty Development Limited 243 Reliance Ambit Trade Private Limited 244 Reliance BP Mobility Limited 245 Reliance Brands Luxury Fashion Private Limited (Formerly known as Genesis Luxury Fashion Private Limited ) Reliance Brands Limited 246 Reliance Brands Holding UK Limited * 247 248 Reliance Clothing India Private Limited 249 Reliance Commercial Dealers Limited 250 Reliance Comtrade Private Limited 251 Reliance Content Distribution Limited 252 Reliance Corporate IT Park Limited 253 Reliance Digital Health USA Inc. (Formerly Affinity Names Inc.) * * Subsidiary Companies having 31st December as Reporting Date. UK India India India India India India India India India Gibraltar India India India India India India India India India India India India India Netherlands Canada Cayman Islands Ireland USA Germany India USA Singapore Poland Spain China China UK India India India India Malaysia India India India India UK India India India India India India USA 68.05% 83.17% 34.14% 34.24% 40.71% 44.19% 66.95% 73.15% 34.14% 70.88% 100.00% 100.00% 67.26% 66.95% 66.95% 66.95% 37.26% 66.95% 85.06% 73.15% 73.15% 49.86% 75.13% 34.14% 66.48% 66.48% 66.48% 66.48% 66.48% 66.48% 66.48% 66.48% 66.48% 66.48% 66.48% 66.48% 66.48% 66.48% 100.00% 100.00% 100.00% 51.00% 100.00% 100.00% 100.00% 51.00% 61.32% 68.05% 68.05% 85.00% 100.00% 100.00% 100.00% 100.00% 100.00% 381 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Name of the Enterprise Sr. No. Country of Incorporation Proportion of Ownership Interest 254 Reliance Eagleford Upstream GP LLC * 255 Reliance Eagleford Upstream Holding LP * 256 Reliance Eagleford Upstream LLC * 257 Reliance Eminent Trading & Commercial Private Limited 258 Reliance Ethane Holding Pte Limited 259 Reliance Ethane Pipeline Limited 260 Reliance Exploration & Production DMCC * 261 Reliance GAS Lifestyle India Private Limited 262 Reliance Gas Pipelines Limited 263 Reliance Global Energy Services (Singapore) Pte. Limited 264 Reliance Global Energy Services Limited 265 Reliance Industrial Investments and Holdings Limited 266 Reliance Industries (Middle East) DMCC * 267 Reliance Innovative Building Solutions Private Limited 268 Reliance Jio Global Resources LLC * 269 Reliance Jio Infocomm Limited 270 Reliance Jio Infocomm Pte. Limited * 271 Reliance Jio Infocomm UK Limited * 272 Reliance Jio Infocomm USA Inc. * 273 Reliance Jio Media Limited 274 275 Reliance Lifestyle Products Private Limited (Formerly V&B Lifestyle India Reliance Jio Messaging Services Limited Private Limited) Reliance Marcellus II LLC * 276 277 Reliance Marcellus LLC * 278 Reliance O2C Limited 279 Reliance Payment Solutions Limited 280 Reliance Petro Marketing Limited 281 Reliance Petroleum Retail Limited 282 Reliance Progressive Traders Private Limited 283 Reliance Projects & Property Management Services Limited 284 Reliance Prolific Commercial Private Limited 285 Reliance Prolific Traders Private Limited 286 Reliance Retail and Fashion Lifestyle Limited 287 Reliance Retail Finance Limited 288 Reliance Retail Insurance Broking Limited 289 Reliance Retail Limited 290 Reliance Retail Ventures Limited 291 Reliance Sibur Elastomers Private Limited 292 Reliance SMSL Limited 293 Reliance Strategic Business Ventures Limited 294 Reliance Strategic Investments Limited 295 Reliance Universal Traders Private Limited 296 Reliance Vantage Retail Limited 297 Reliance Ventures Limited 298 Reliance-GrandOptical Private Limited 299 Reverie Language Technologies Limited (Formerly Reverie Language Technologies Private Limited) 300 RIL USA, Inc. * 301 RISE Worldwide Limited (Formerly IMG Reliance Limited) 302 Roptonal Limited * 303 Rose Entertainment Private Limited 304 RP Chemicals (Malaysia) Sdn. Bhd. * 305 RRB Mediasoft Private Limited 306 307 308 309 310 Saavn Inc. Saavn LLC Saavn Media Limited (Formerly Saavn Media Private Limited) SankhyaSutra Labs Limited (Formerly SankhyaSutra Labs Private Limited) Sanmati DEN Cable TV Network Private Limited * Subsidiary Companies having 31st December as Reporting Date. 382 USA USA USA India Singapore India UAE India India Singapore UK India UAE India USA India Singapore UK USA India India India USA USA India India India India India India India India India India India India India India India India India India India India India India USA India Cyprus India Malaysia India USA USA India India India 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 34.87% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 66.48% 66.48% 66.48% 66.48% 66.48% 100.00% 100.00% 64.66% 100.00% 100.00% 100.00% 100.00% 85.00% 100.00% 100.00% 100.00% 100.00% 100.00% 85.06% 100.00% 100.00% 85.00% 85.06% 74.90% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 85.00% 55.10% 100.00% 100.00% 21.27% 34.14% 100.00% 100.00% 56.02% 56.02% 56.02% 57.71% 66.95% Name of the Enterprise Country of Incorporation Proportion of Ownership Interest Sr. No. 311 312 313 314 315 316 317 Sanmati Entertainment Limited (Formerly Sanmati Entertainment Private Limited) Scrumpalicious Limited * Shopsense Retail Technologies Private Limited Shree Sidhivinayak Cable Network Limited (Formerly Shree Sidhivinayak Cable Network Private Limited) Shri Kannan Departmental Store Private Limited Silverline Television Network Limited Sree Gokulam Starnet Communication Limited (Formerly Sree Gokulam Starnet Communication Private Limited) Srishti Den Networks Limited Surajya Services Private Limited Surela Investment And Trading Limited Tesseract Imaging Limited (Formerly Tesseract Imaging Private Limited) The Hamleys Group Limited * The Indian Film Combine Private Limited Tresara Health Private Limited Trident Entertainment Private Limited TV18 Broadcast Limited 318 319 320 321 322 323 324 325 326 327 Ulwe East Infra Limited 328 Ulwe North Infra Limited 329 Ulwe South Infra Limited 330 Ulwe Waterfront East Infra Limited 331 Ulwe Waterfront North Infra Limited 332 Ulwe Waterfront South Infra Limited 333 Ulwe Waterfront West Infra Limited 334 Ulwe West Infra Limited 335 United Cable Network (Digital) Limited 336 Urban Ladder Home Décor Solutions Private Limited 337 UTN Cable Communications Limited (Formerly UTN Cable Communications India UK India India India India India India India India India UK India India India India India India India India India India India India India India India Private Limited) 338 VBS Digital Distribution Network Limited (Formerly VBS Digital Distribution Network India Private Limited) 339 Viacom 18 Media (UK) Limited 340 Viacom 18 Media Private Limited 341 Viacom 18 US Inc. 342 Victor Cable TV Network Limited (Formerly Victor Cable TV Network Private Limited) 343 Vision India Network Limited (Formerly Vision India Network Private Limited) 344 Vitalic Health Private Limited 345 Watermark Infratech Private Limited 346 Web18 Digital Services Limited 347 Win Cable and Datacom Limited (Formerly Win Cable and Datacom Private Limited) UK India USA India India India India India India * Subsidiary Companies having 31st December as Reporting Date. 66.95% 68.05% 73.74% 66.95% 85.06% 34.14% 66.95% 34.14% 41.91% 100.00% 61.43% 68.05% 83.17% 85.06% 66.95% 41.70% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 66.95% 81.95% 64.47% 34.14% 21.27% 21.27% 21.27% 66.95% 64.47% 55.45% 100.00% 73.15% 64.47% 383 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited 38. Significant Enterprises Consolidated as Associates and Joint Ventures in accordance with Indian Accounting Standard 28 – Investments in Associates and Joint Ventures Name of the Enterprise Sr. No. Country of Incorporation Proportion of Ownership Interest Name of the Enterprise Sr. No. Country of Incorporation Proportion of Ownership Interest 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 Alok Industries International Limited Alok Industries Limited Alok Infrastructure Limited Alok International (Middle East) FZE Alok International Inc. Alok Singapore PTE Limited Alok Worldwide Limited Big Tree Entertainment DMCC Big Tree Entertainment Lanka Private Limited Big Tree Entertainment Private Limited Big Tree Entertainment Singapore PTE. Limited Big Tree Sport & Recreational Events Tickets Selling L.L.C BookmyShow Live Private Limited Bookmyshow SDN. BHD. BookmyShow Venues Management Private Limited Brooks Brothers India Private Limited Burberry India Private Limited Canali India Private Limited CCN DEN Network Private Limited Clayfin Technologies Private Limited D. E. Shaw India Securities Private Limited Dadri Toe Warehousing Private Limited DEN ABC Cable Network Ambarnath Private Limited DEN ADN Network Private Limited DEN New Broad Communication Private Limited Den Satellite Network Private Limited Diesel Fashion India Reliance Private Limited DL GTPL Broadband Private Limited DL GTPL Cabnet Private Limited Dyulok Technologies Private Limited Eenadu Television Private Limited Ethane Crystal LLC Ethane Emerald LLC Ethane Opal LLC Ethane Pearl LLC Ethane Sapphire LLC Ethane Topaz LLC Fantain Sports Private Limited Foodfesta Wellcare Private Limited Football Sports Development Limited Gaurav Overseas Private Limited GenNext Ventures Investment Advisers LLP Grabal Alok International Limited GTPL Abhilash Communication Private Limited GTPL Ahmedabad Cable Network Private Limited GTPL Anjali Cable Network Private Limited GTPL Bansidhar Telelink Private Limited GTPL Bariya Television Network GTPL Bawa Cable GTPL Blue Bell Network Private Limited GTPL Broadband Private Limited GTPL Crazy Network GTPL Dahod Television Network Private Limited GTPL DCPL Private Limited GTPL Deesha Cable Net Private Limited GTPL Hathway Limited 384 British Virgin Islands India India United Arab Emirates (UAE) USA Singapore British Virgin Islands United Arab Emirates (UAE) Sri Lanka India Singapore United Arab Emirates (UAE) India Malaysia India India India India India India India India India India India India India India India India India Marshall Islands Marshall Islands Marshall Islands Marshall Islands Marshall Islands Marshall Islands India India India India India British Virgin Islands India India India India India India India India India India India India India 40.01% 40.01% 40.01% 40.01% 40.01% 40.01% 40.01% 21.43% 21.43% 28.74% 21.43% 10.50% 28.74% 21.43% 28.74% 33.34% 26.67% 30.05% 34.14% 39.15% 50.00% 26.00% 17.07% 34.14% 17.07% 33.48% 33.34% 6.42% 6.42% 22.30% 10.22% 49.00% 49.00% 49.00% 49.00% 49.00% 49.00% 21.81% 28.74% 65.00% 50.00% 50.00% 40.01% 17.51% 18.40% 24.70% 15.07% 12.60% 12.60% 24.70% 24.70% 12.35% 12.60% 24.70% 24.70% 24.70% GTPL Insight Channel Network Private Limited GTPL Jay Santoshima Network Private Limited GTPL Jaydeep Cable GTPL Junagadh Network Private Limited GTPL Jyoti Cable GTPL Kaizen Infonet Private Limited GTPL KCBPL Broad Band Private Limited GTPL Khambhat Cable Network GTPL Khusboo Video Channel GTPL Kolkata Cable & Broad Band Pariseva Limited GTPL Leo Vision GTPL Link Network Private Limited GTPL Lucky Video Cable GTPL Ma Bhagawati Entertainment Services GTPL Media Entertainment GTPL Meghana Distributors Private Limited GTPL Narmada Cable Services GTPL Narmada Cyberzone Private Limited GTPL Parshwa Cable Network Private Limited GTPL Parth World Vision GTPL Sai Vision GTPL Sai World Channel GTPL Sharda Cable Network Private Limited GTPL Shiv Cable GTPL Shiv Cable Network GTPL Shreenathji Communication GTPL SK Network Private Limited GTPL SK Vision GTPL SMC Network Private Limited GTPL Solanki Cable Network Private Limited GTPL Sorath Telelink Private Limited GTPL Surat Telelink Private Limited GTPL Swastik Communication GTPL Tridev Cable Network GTPL TV Tiger Private Limited GTPL V & S Cable Private Limited GTPL Vidarbha Tele Link Private Limited GTPL Video Badshah Private Limited GTPL Video Vision Private Limited GTPL Vision Services Private Limited GTPL Vraj Cable GTPL VVC Network Private Limited GTPL World View Cable 57 58 59 60 61 62 63 64 65 66 67 68 69 70 71 72 73 74 75 76 77 78 79 80 81 82 83 84 85 86 87 88 89 90 91 92 93 94 95 96 97 98 99 100 GTPL World Vision 101 GTPL Zigma Vision Private Limited 102 Gujarat Chemical Port Limited 103 Hathway Bhaskar CCN Multi Entertainment Private Limited 104 Hathway Bhawani NDS Network Limited (Formerly known as Hathway Bhawani NDS Network Private Limited) 105 Hathway Cable MCN Nanded Private Limited 106 Hathway CBN Multinet Private Limited 107 Hathway CCN Entertainment (India) Private Limited 108 Hathway CCN Multinet Private Limited 109 Hathway Channel 5 Cable and Datacom Private Limited 110 Hathway Dattatray Cable Network Private Limited 111 Hathway ICE Television Private Limited 112 Hathway Latur MCN Cable & Datacom Private Limited 113 Hathway MCN Private Limited 114 Hathway Prime Cable & Datacom Private Limited India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India 18.39% 12.60% 12.60% 12.60% 12.60% 24.70% 12.62% 12.60% 12.60% 12.62% 12.60% 12.60% 12.60% 12.60% 12.60% 24.70% 12.60% 14.82% 14.16% 12.60% 12.60% 12.60% 12.60% 12.60% 18.53% 12.60% 12.60% 12.60% 12.60% 12.60% 12.60% 24.70% 12.60% 12.60% 24.70% 12.60% 24.70% 12.60% 24.70% 12.60% 12.60% 12.60% 12.60% 12.60% 22.28% 41.80% 45.13% 23.46% 29.04% 32.88% 32.88% 32.88% 32.88% 32.88% 32.88% 32.88% 32.88% 32.88% 385 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Name of the Enterprise Sr. No. Country of Incorporation Proportion of Ownership Interest 39. Additional Information, as required under Schedule III to the Companies Act, 2013, of Enterprises Consolidated as Subsidiary / Associates / Joint Ventures 115 Hathway Sai Star Cable & Datacom Private Limited 116 Hathway Sonali OM Crystal Cable Private Limited 117 Hathway SS Cable & Datacom LLP 118 Hathway VCN Cablenet Private Limited IBN Lokmat News Private Limited 119 Iconix Lifestyle India Private Limited 120 India Gas Solutions Private Limited 121 Indian Vaccines Corporation Limited 122 Jio Payments Bank Limited 123 124 Konark IP Dossiers Private Limited 125 Marks and Spencer Reliance India Private Limited 126 Mileta a.s. 127 NW18 HSN Holdings PLC 128 Pan Cable Services Private Limited 129 Petroleum Trust * 130 Pipeline Management Services Private Limited 131 PT Big Tree Entertainment Indonesia 132 Reliance Bally India Private Limited 133 Reliance Europe Limited 134 Reliance Industrial Infrastructure Limited 135 Reliance Paul & Shark Fashions Private Limited 136 Reliance Services and Holdings Limited 137 Reliance Sideways Private Limited 138 Reliance-GrandVision India Supply Private Limited 139 Reliance-Vision Express Private Limited 140 Ryohin-Keikaku Reliance India Private Limited 141 142 143 144 Townscript PTE. Ltd, Singapore 145 146 147 Ubona Technologies Private Limited 148 Vadodara Enviro Channel Limited 149 150 Scod18 Networking Private Limited SpaceBound Web Labs Private Limited TCO Reliance India Private Limited Townscript USA, Inc. TribeVibe Entertainment Private Limited Vay Network Services Private Limited Zegna South Asia Private Limited * Being Trust, without share capital, hence percentage holding not applicable. India India India India India India India India India India India Czech Republic Cyprus India India India Indonesia India India India India India India India India India India India India Singapore USA India India India India India 32.88% 43.84% 32.88% 16.14% 20.85% 34.02% 50.00% 33.33% 70.00% 16.74% 41.66% 40.01% 29.77% 21.49% - 50.00% 21.43% 34.02% 50.00% 45.43% 34.02% 50.00% 34.02% 42.51% 42.51% 33.34% 24.70% 28.74% 33.34% 22.30% 22.30% 28.27% 36.58% 28.57% 39.15% 33.34% Name of the Enterprise Net Assets i.e. Total Assets minus Total Liabilities Share in Profit or Loss Share in Other Comprehensive Income Share in Total Comprehensive Income Parent Reliance Industries Limited Subsidiaries Indian 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 ABC Cable Network Private Limited Actoserba Active Wholesale Private Limited * Adhunik Cable Network Limited Adventure Marketing Private Limited AETN18 Media Private Limited Ambika DEN Cable Network Private Limited Amogh Broad Band Services Private Limited Angel Cable Network Private Limited Antique Communications Private Limited Asteria Aerospace Private Limited Augment Cable Network Private Limited Bali Den Cable Network Limited Bee Network and Communication Limited Bhadohi DEN Entertainment Private Limited Big Den Entertainment Limited Binary Technology Transfers Limited Blossom Entertainment Private Limited Cab-i-Net Communications Private Limited Channels India Network Private Limited Chennai Cable Vision Network Private Limited Colorful Media Private Limited Colosceum Media Private Limited Crystal Vision Media Private Limited C-Square Info Solutions Private Limited Dadha Pharma Distribution Private Limited * Den A.F. Communication Private Limited Den Aman Entertainment Private Limited DEN Ambey Cable Networks Private Limited Den Ashu Cable Limited DEN BCN Suncity Network Limited Den Bindra Network Private Limited Den Broadband Limited Den Budaun Cable Network Private Limited Den Citi Channel Limited Den Classic Cable TV Services Limited DEN Crystal Vision Network Limited Den Digital Cable Network Limited Den Discovery Digital Networks Private Limited Den Elgee Cable Vision Private Limited Den Enjoy Cable Networks Private Limited Den Enjoy Navaratan Network Private Limited DEN Enjoy SBNM Cable Network Private Limited Den F K Cable TV Network Private Limited Den Faction Communication System Limited Den Fateh Marketing Private Limited DEN Harsh Mann Cable Network Limited Den Jai Ambey Vision Cable Private Limited Den Kashi Cable Network Limited 43 44 45 46 47 48 As % of consolidated Net Assets Amount (` in crore) As % of consolidated Profit or Loss Amount (` in crore) As % of consolidated Other Comprehensive Income Amount (` in crore) As % of consolidated Total Comprehensive Income Amount (` in crore) 67.77 4,74,483.38 59.44 31,943.93 7.60 2,570.30 39.43 34,514.23 (0.00) 0.01 0.00 0.05 0.01 0.00 0.00 0.00 0.00 0.00 - (0.00) 0.00 0.00 0.00 0.00 0.00 (0.00) (0.00) (0.00) 0.05 0.00 0.00 0.01 0.00 0.00 0.00 0.01 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 (0.00) 0.00 0.01 0.00 - 0.00 0.00 (0.00) 0.00 0.00 (0.00) (0.14) 91.11 0.01 382.96 83.55 0.04 0.06 0.20 0.01 34.04 - (0.21) 0.02 0.07 0.51 0.02 0.02 (1.22) (1.32) (2.00) 382.98 22.09 2.37 36.60 9.83 0.01 0.42 54.90 0.32 0.35 0.06 18.92 0.08 0.10 0.03 0.05 0.77 (0.50) 0.05 57.85 9.03 - 6.90 0.01 (3.80) 0.00 0.01 (2.11) 0.00 (0.08) (0.00) (0.00) 0.01 (0.00) (0.00) (0.00) 0.00 (0.02) (0.00) (0.00) 0.00 0.00 (0.00) (0.00) 0.00 0.00 - - 0.00 0.00 0.00 0.00 0.00 0.00 0.00 (0.01) 0.00 (0.00) 0.00 (0.03) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 0.00 (0.01) (0.00) 0.00 (0.00) (0.00) 0.00 0.00 (0.00) (0.00) 0.03 (41.72) (0.02) (0.00) 5.70 (0.01) (0.07) (0.00) 0.11 (8.18) (0.02) (0.15) 0.12 0.04 (0.01) (0.00) 0.02 0.51 - - 0.00 0.16 0.02 0.86 0.89 0.02 0.01 (3.28) 1.06 (0.00) 0.02 (16.98) (0.00) (0.08) (0.01) (0.01) (0.89) (0.92) 0.05 (2.95) (2.39) 0.10 (1.44) (0.04) 0.04 0.14 (0.04) (0.57) - (0.00) - - 0.00 - - - - - - 0.00 - - - - - - - - - 0.00 0.00 - - - - 0.00 0.00 0.00 0.00 0.00 - - - - 0.00 0.00 - 0.00 0.00 - 0.00 - - 0.00 - - - (0.57) - - 0.07 - - - - - - 0.07 - - - - - - - - - 0.02 0.14 - - - - 0.11 0.09 0.01 0.03 0.13 - - - - 0.27 0.00 - 0.11 0.02 - 0.02 - - 0.05 - - 0.00 (0.05) (0.00) (0.00) 0.01 (0.00) (0.00) (0.00) 0.00 (0.01) (0.00) (0.00) 0.00 0.00 (0.00) (0.00) 0.00 0.00 - - 0.00 0.00 0.00 0.00 0.00 0.00 0.00 (0.00) 0.00 0.00 0.00 (0.02) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 0.00 (0.00) (0.00) 0.00 (0.00) (0.00) 0.00 0.00 (0.00) (0.00) 0.03 (42.29) (0.02) (0.00) 5.77 (0.01) (0.07) (0.00) 0.11 (8.18) (0.02) (0.08) 0.12 0.04 (0.01) (0.00) 0.02 0.51 - - 0.00 0.18 0.16 0.86 0.89 0.02 0.01 (3.17) 1.15 0.01 0.05 (16.85) (0.00) (0.08) (0.01) (0.01) (0.62) (0.92) 0.05 (2.84) (2.37) 0.10 (1.42) (0.04) 0.04 0.19 (0.04) (0.57) 387 386 * Company was subsidiary for part of the year. Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Name of the Enterprise Net Assets i.e. Total Assets minus Total Liabilities Share in Profit or Loss Share in Other Comprehensive Income Share in Total Comprehensive Income Name of the Enterprise Net Assets i.e. Total Assets minus Total Liabilities Share in Profit or Loss Share in Other Comprehensive Income Share in Total Comprehensive Income As % of consolidated Net Assets Amount (` in crore) As % of consolidated Profit or Loss Amount (` in crore) As % of consolidated Other Comprehensive Income Amount (` in crore) As % of consolidated Total Comprehensive Income Amount (` in crore) As % of consolidated Net Assets Amount (` in crore) As % of consolidated Profit or Loss Amount (` in crore) As % of consolidated Other Comprehensive Income Amount (` in crore) As % of consolidated Total Comprehensive Income 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64 65 66 67 68 69 70 71 72 73 74 75 76 77 78 79 80 81 82 83 84 85 86 87 88 89 90 91 92 93 94 95 96 97 98 Den Kattakada Telecasting And Cable Services Limited DEN Krishna Cable TV Network Limited Den Maa Sharda Vision Cable Networks Limited Den Mahendra Satellite Private Limited Den Malabar Cable Vision Limited DEN Malayalam Telenet Private Limited Den MCN Cable Network Limited Den Mod Max Cable Network Private Limited Den Nashik City Cable Network Private Limited Den Networks Limited DEN Patel Entertainment Network Private Limited DEN Pawan Cable Network Limited Den Pradeep Cable Network Limited DEN Prayag Cable Networks Limited Den Premium Multilink Cable Network Private Limited Den Prince Network Limited Den Radiant Satelite Cable Network Private Limited Den Rajkot City Communication Private Limited Den Sahyog Cable Network Limited Den Sariga Communications Limited Den Satellite Cable TV Network Limited Den Saya Channel Network Limited Den Steel City Cable Network Limited DEN STN Television Network Private Limited Den Supreme Satellite Vision Private Limited Den Varun Cable Network Limited Den VM Magic Entertainment Limited Den-Manoranjan Satellite Private Limited Desire Cable Network Limited Devine Cable Network Private Limited Digital Media Distribution Trust Digital18 Media Limited Disk Cable Network Private Limited Divya Drishti Den Cable Network Private Limited Drashti Cable Network Limited Dronagiri Bokadvira East Infra Limited Dronagiri Bokadvira North Infra Limited Dronagiri Bokadvira South Infra Limited Dronagiri Bokadvira West Infra Limited Dronagiri Dongri East Infra Limited Dronagiri Dongri North Infra Limited Dronagiri Dongri South Infra Limited Dronagiri Dongri West Infra Limited Dronagiri Funde East Infra Limited Dronagiri Funde North Infra Limited Dronagiri Funde South Infra Limited Dronagiri Funde West Infra Limited Dronagiri Navghar East Infra Limited Dronagiri Navghar North First Infra Limited Dronagiri Navghar North Infra Limited 0.00 0.00 0.00 0.00 0.00 (0.00) 0.00 (0.00) (0.00) 0.42 0.00 (0.00) 0.00 0.00 (0.00) 0.00 0.00 (0.00) 0.00 0.00 (0.00) 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.90 0.00 0.00 (0.00) (0.00) 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.02 3.53 0.49 0.06 0.01 (1.52) 0.02 (0.51) (1.09) 2,946.15 0.03 (1.20) 0.00 1.54 (4.14) 0.01 0.27 (1.97) 0.02 0.02 (2.36) 1.24 0.01 0.33 0.92 0.07 0.23 3.37 0.02 0.02 6,291.48 0.01 0.78 (0.07) (1.61) 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.04 0.05 0.05 0.05 0.00 0.16 (0.00) (0.00) 0.00 0.00 0.00 0.00 (0.00) 0.00 0.46 (0.00) (0.00) (0.00) 0.00 (0.01) 0.00 (0.00) 0.00 (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 0.00 (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.06) (0.40) 0.02 0.02 0.18 0.49 (0.07) 0.18 245.90 (0.02) (0.54) (0.03) 0.62 (3.51) 0.05 (0.01) 2.37 (0.04) (0.01) (0.00) (0.10) (0.02) (0.01) (0.01) (0.03) (0.00) (1.95) (0.01) 0.04 (0.01) (0.00) (0.01) (0.01) (0.01) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) - 0.00 0.00 - - - - 0.00 - (0.06) - 0.00 - - 0.00 - - - - - - 0.00 - - - - - 0.00 - - - - - - - - - - - - - - - - - - - - - - - 0.00 0.16 0.07 0.02 - - - - 0.02 - (18.97) - 0.02 - - 0.00 - - - - - - 0.00 - - - - - 0.03 - - - - - - - - - - - - - - - - - - - - - - 0.00 (0.00) 0.00 0.00 0.00 0.00 (0.00) 0.00 0.26 (0.00) (0.00) (0.00) 0.00 (0.00) 0.00 (0.00) 0.00 (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 0.00 (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 0.01 (0.38) 0.02 0.02 0.18 0.49 (0.05) 0.18 226.93 (0.02) (0.52) (0.03) 0.62 (3.51) 0.05 (0.01) 2.37 (0.04) (0.01) (0.00) (0.10) (0.02) (0.01) (0.01) (0.03) (0.00) (1.92) (0.01) 0.04 (0.01) (0.00) (0.01) (0.01) (0.01) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 388 99 100 101 102 103 104 105 106 107 108 109 110 111 112 113 114 115 116 117 118 119 120 121 122 123 124 125 126 127 128 129 130 131 132 133 134 135 136 137 138 139 140 141 142 143 144 145 146 147 148 149 150 Dronagiri Navghar North Second Infra Limited Dronagiri Navghar South First Infra Limited Dronagiri Navghar South Infra Limited Dronagiri Navghar South Second Infra Limited Dronagiri Navghar West Infra Limited Dronagiri Pagote East Infra Limited Dronagiri Pagote North First Infra Limited Dronagiri Pagote North Infra Limited Dronagiri Pagote North Second Infra Limited Dronagiri Pagote South First Infra Limited Dronagiri Pagote South Infra Limited Dronagiri Pagote West Infra Limited Dronagiri Panje East Infra Limited Dronagiri Panje North Infra Limited Dronagiri Panje South Infra Limited Dronagiri Panje West Infra Limited eDreams Edusoft Private Limited e-Eighteen.com Limited Ekta Entertainment Network Limited Elite Cable Network Private Limited Eminent Cable Network Private Limited Fab Den Network Limited Fortune (Baroda) Network Private Limited Fun Cable Network Private Limited Futuristic Media and Entertainment Limited Galaxy Den Media & Entertainment Private Limited Gemini Cable Network Limited Genesis Colors Limited Genesis La Mode Private Limited GLB Body Care Private Limited GLF Lifestyle Brands Private Limited Glimpse Communications Private Limited GML India Fashion Private Limited Grab A Grub Services Private Limited Greycells18 Media Limited Hathway Bhawani Cabletel & Datacom Limited Hathway Broadband Limited Hathway Cable and Datacom Limited Hathway Cnet Limited Hathway Digital Limited Hathway Digital Saharanpur Cable & Datacom Limited * Hathway Enjoy Cable Network Limited Hathway Gwalior Cable & Datacom Limited Hathway Internet Satellite Limited Hathway JMD Farukhabad Cable Network Limited Hathway Kokan Crystal Cable Network Limited Hathway Krishna Cable Limited Hathway Mantra Cable & Datacom Limited Hathway Media Vision Limited Hathway Mysore Cable Network Limited Hathway Nashik Cable Network Private Limited Hathway New Concept Cable & Datacom Limited * Company was subsidiary for part of the year. 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.02 0.00 (0.00) 0.00 0.00 (0.00) 0.00 0.01 (0.00) (0.00) 0.01 0.01 0.00 0.01 0.00 0.00 0.00 (0.00) 0.00 0.00 0.63 0.00 0.24 0.00 0.00 0.00 0.00 0.00 (0.00) 0.00 (0.00) 0.00 0.00 (0.00) 0.00 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 2.70 118.43 2.04 (0.02) 23.48 1.40 (0.71) 0.01 37.66 (1.37) (5.20) 63.95 42.83 0.33 83.79 0.01 13.05 34.01 (0.86) 0.81 3.51 4,430.10 0.02 1,676.10 0.04 0.02 0.02 0.02 0.02 (2.09) 0.20 (17.65) 0.94 0.20 (10.40) 0.30 (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 0.04 0.00 - 0.00 0.00 0.00 (0.00) (0.04) (0.00) (0.00) (0.04) 0.01 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.21 0.00 0.04 (0.00) (0.00) 0.00 (0.00) (0.00) 0.00 0.02 0.00 0.00 0.03 (0.00) 0.01 (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (2.34) 20.65 0.10 - 0.08 0.47 0.19 (0.03) (22.97) (0.42) (0.28) (21.13) 3.29 0.01 2.64 0.18 0.30 0.58 0.63 1.07 0.13 111.15 0.41 19.96 (0.46) (0.00) 0.16 (0.02) (0.00) 0.12 12.91 0.91 2.14 14.64 (0.00) 3.37 - - - - - - - - - - - - - - - - - 0.00 0.00 - 0.00 0.00 - - (0.00) - 0.00 0.00 0.00 - 0.00 - 0.00 0.00 0.00 0.00 - 0.00 - 0.00 - - - - - 0.00 - - - - - - - - - - - - - - - - - - - - - - - 0.18 0.10 - 0.02 0.24 - - (0.01) - 0.06 0.14 0.05 - 0.01 - 0.01 0.24 0.03 0.00 - 0.23 - 0.17 - - - - - 0.07 - - - - - - (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 0.02 0.00 - 0.00 0.00 0.00 (0.00) (0.03) (0.00) (0.00) (0.02) 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.13 0.00 0.02 (0.00) (0.00) 0.00 (0.00) (0.00) 0.00 0.01 0.00 0.00 0.02 (0.00) 0.00 Amount (` in crore) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (2.34) 20.83 0.20 - 0.10 0.71 0.19 (0.03) (22.98) (0.42) (0.22) (20.99) 3.34 0.01 2.65 0.18 0.31 0.82 0.66 1.07 0.13 111.38 0.41 20.13 (0.46) (0.00) 0.16 (0.02) (0.00) 0.19 12.91 0.91 2.14 14.64 (0.00) 3.37 389 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Name of the Enterprise Net Assets i.e. Total Assets minus Total Liabilities Share in Profit or Loss Share in Other Comprehensive Income Share in Total Comprehensive Income Name of the Enterprise Net Assets i.e. Total Assets minus Total Liabilities Share in Profit or Loss Share in Other Comprehensive Income Share in Total Comprehensive Income 151 152 153 154 155 156 157 158 159 160 161 162 163 164 165 166 167 168 169 170 171 172 173 174 175 Hathway Software Developers Limited Hathway Space Vision Cabletel Limited Hathway United Cables Limited Ideal Cables Limited Independent Media Trust IndiaCast Media Distribution Private Limited Indiavidual Learning Limited Indiawin Sports Private Limited Indradhanush Cable Network Limited Infomedia Press Limited ITV Interactive Media Limited Jhankar Cable Network Limited Jio Cable and Broadband Holdings Private Limited Jio Content Distribution Holdings Private Limited Jio Digital Cableco Private Limited Jio Digital Distribution Holdings Private Limited Jio Futuristic Digital Holdings Private Limited Jio Haptik Technologies Limited Jio Information Aggregator Services Limited * Jio Infrastructure Management Services Limited Jio Internet Distribution Holdings Private Limited Jio Limited Jio Media Limited * Jio Platforms Limited Jio Television Distribution Holdings Private Limited Jio Things Limited * Kalamboli East Infra Limited Kalamboli North First Infra Limited Kalamboli North Infra Limited Kalamboli North Second Infra Limited Kalamboli North Third Infra Limited Kalamboli South First Infra Limited Kalamboli South Infra Limited Kalamboli West Infra Limited Kanhatech Solutions Limited Kishna DEN Cable Networks Private Limited Liberty Media Vision Limited Libra Cable Network Limited 176 177 178 179 180 181 182 183 184 185 186 187 188 189 M Entertainments Private Limited 190 Mahadev Den Cable Network Limited 191 Mahavir Den Entertainment Private Limited 192 Maitri Cable Network Private Limited 193 Mansion Cable Network Private Limited 194 Marble Cable Network Private Limited 195 Media18 Distribution Services Limited 196 Meerut Cable Network Private Limited 197 Mesindus Ventures Private Limited * 198 Model Economic Township Limited 199 Moneycontrol Dot Com India Limited 200 Mountain Cable Network Limited 201 Multi Channel Cable Network Limited As % of consolidated Net Assets Amount (` in crore) As % of consolidated Profit or Loss Amount (` in crore) As % of consolidated Other Comprehensive Income Amount (` in crore) As % of consolidated Total Comprehensive Income Amount (` in crore) 0.00 0.00 0.00 0.00 0.48 0.00 0.01 0.05 - (0.01) 0.00 0.00 0.10 0.19 0.02 0.02 0.02 3,365.59 23.70 92.15 345.36 - (43.93) 0.02 0.00 669.14 0.02 (0.00) 0.00 0.00 (0.00) 0.01 (0.01) 0.05 (0.00) (0.01) 0.00 (0.00) (0.00) 13.42 (0.02) 0.15 0.14 (0.01) 3.30 (8.01) 28.99 (0.03) (3.54) 0.29 (0.02) (0.07) - - - - - 0.00 (0.00) 0.00 - (0.00) - - - - - - - - 0.22 (0.62) 0.01 - (0.00) - - - 0.02 (0.00) 0.00 0.00 (0.00) 0.00 (0.01) 0.03 (0.00) (0.00) 0.00 (0.00) (0.00) 13.42 (0.02) 0.15 0.14 (0.01) 3.52 (8.63) 29.00 (0.03) (3.54) 0.29 (0.02) (0.07) 0.32 2,240.80 0.00 0.12 - - 0.00 0.12 0.00 0.08 0.19 0.04 0.00 0.00 0.00 559.43 1,337.83 273.23 0.04 0.62 (0.00) (0.00) (0.00) (0.04) (0.00) 0.00 (0.00) (0.05) (0.09) (23.89) (0.01) 0.29 0.13 896.56 (0.00) (0.08) 0.00 0.06 29.39 0.08 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.01 (0.00) 0.00 0.00 0.00 (0.00) 0.00 0.00 0.00 0.00 0.00 (0.00) 0.00 0.61 (0.00) 0.00 0.00 0.00 420.75 2,05,811.58 575.85 0.97 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 84.41 (0.57) 0.02 3.43 0.13 (2.11) 6.90 0.05 17.23 0.01 0.01 (1.69) 10.96 4,260.16 (0.07) 0.06 0.02 (0.00) (0.00) 0.99 (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 0.01 (0.00) 0.00 (0.00) (0.00) (0.00) (0.00) (0.00) 0.00 (0.00) (0.00) (0.00) - 0.09 (0.00) 0.00 (0.00) (0.01) (2.25) 529.74 (0.05) (0.03) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 3.70 (0.01) 0.05 (0.25) (0.00) (0.01) (0.18) (0.00) 0.37 (0.02) (0.00) (0.87) - 50.21 (0.31) 0.00 (0.02) - - - 0.00 - - - - - (0.17) - - - - - - - - - - 0.00 - - (0.00) - - 0.00 - 0.00 - - 0.00 - (0.00) - - - - - - 0.19 - - - - - (58.43) - - - - - - - - - - 0.02 - - (0.01) - - 0.00 - 0.03 - - 0.06 - (0.07) - - - (0.00) (0.00) (0.00) (0.03) (0.00) 0.00 (0.00) (0.05) (0.09) (23.70) (0.01) 0.29 (0.00) (0.08) (0.00) (0.00) 0.54 (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 0.00 (0.00) 0.00 (0.00) (0.00) (0.00) (0.00) (0.00) 0.00 (0.00) (0.00) (0.00) - 0.06 (0.00) 0.00 (0.00) (0.01) (2.25) 471.31 (0.05) (0.03) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 3.72 (0.01) 0.05 (0.26) (0.00) (0.01) (0.18) (0.00) 0.40 (0.02) (0.00) (0.81) - 50.14 (0.31) 0.00 (0.02) 202 Multi Star Cable Network Limited 203 Multitrack Cable Network Private Limited 204 205 206 207 208 209 210 211 212 213 214 215 216 217 218 219 220 221 222 223 224 225 226 Nectar Entertainment Limited Netmeds Marketplace Limited * Network18 Media & Investments Limited Network18 Media Trust New Emerging World Of Journalism Limited Nowfloats Technologies Private Limited Radiant Satellite (India) Private Limited Radisys India Private Limited RBML Solutions India Limited RB Holdings Private Limited RB Media Holdings Private Limited RB Mediasoft Private Limited Reliance 4IR Realty Development Limited Reliance Ambit Trade Private Limited Reliance BP Mobility Limited Reliance Brands Luxury Fashion Private Limited Reliance Brands Limited Reliance Clothing India Private Limited Reliance Commercial Dealers Limited Reliance Comtrade Private Limited Reliance Content Distribution Limited Reliance Corporate IT Park Limited Reliance Eminent Trading & Commercial Private Limited Reliance Ethane Pipeline Limited Reliance GAS Lifestyle India Private Limited Reliance Gas Pipelines Limited Reliance Industrial Investments and Holdings Limited Reliance Innovative Building Solutions Private Limited Reliance Jio Infocomm Limited Reliance Jio Media Limited Reliance Jio Messaging Services Limited Reliance Lifestyle Products Private Limited * Reliance O2C Limited Reliance Payment Solutions Limited Reliance Petro Marketing Limited Reliance Petroleum Retail Limited Reliance Progressive Traders Private Limited Reliance Projects & Property Management Services Limited Reliance Prolific Commercial Private Limited Reliance Prolific Traders Private Limited Reliance Retail and Fashion Lifestyle Limited * Reliance Retail Finance Limited Reliance Retail Insurance Broking Limited Reliance Retail Limited Reliance Retail Ventures Limited Reliance Sibur Elastomers Private Limited Reliance SMSL Limited Reliance Strategic Business Ventures Limited Reliance Strategic Investments Limited Reliance Universal Traders Private Limited 227 228 229 230 231 232 233 234 235 236 237 238 239 240 241 242 243 244 245 246 247 248 249 250 251 252 253 0.00 0.00 0.00 0.00 0.15 (0.00) 0.00 0.00 (0.00) 0.02 - 0.00 0.05 0.06 2.66 0.13 0.28 0.02 (0.03) (0.01) 0.16 0.02 0.91 1.56 0.55 0.06 0.01 0.07 3.70 0.00 26.13 0.01 0.01 0.00 (0.00) 0.02 0.05 0.00 0.56 0.08 0.09 0.40 0.00 0.52 0.00 3.62 9.40 0.34 0.00 1.59 0.29 0.25 As % of consolidated Net Assets Amount (` in crore) As % of consolidated Profit or Loss Amount (` in crore) As % of consolidated Other Comprehensive Income Amount (` in crore) As % of consolidated Total Comprehensive Income 0.02 0.09 0.01 22.61 1,037.16 (0.01) 32.88 16.30 (3.61) 162.85 - 0.09 383.39 414.08 18,614.29 913.78 1,946.07 161.83 (182.56) (68.17) 1,137.39 117.91 6,378.54 10,953.83 3,828.65 388.45 98.64 523.27 25,918.54 (0.00) 0.00 (0.00) 0.00 (0.25) (0.00) 0.01 (0.01) (0.00) 0.05 - (0.00) 0.00 (0.00) 0.26 (0.00) 1.17 (0.00) (0.39) (0.03) 0.00 (0.00) (0.00) 0.39 (0.03) 0.20 (0.00) (0.01) 0.20 (0.02) 0.03 (0.02) 1.05 (132.74) (0.00) 3.23 (3.89) (0.07) 25.45 - (0.01) 0.00 (0.00) 141.94 (0.37) 628.31 (1.19) (211.20) (15.00) 1.42 (0.05) (0.04) 207.71 (17.03) 105.51 (0.45) (7.80) 105.34 - - - 0.00 (0.01) - 0.00 (0.00) - (0.00) - - - - - - (0.00) 0.00 0.00 0.00 0.00 - - 0.00 - 0.00 0.00 (0.00) - - - - 0.63 (4.72) - 0.04 (0.06) - (1.26) - - - - - - (0.71) 0.19 0.40 0.01 0.28 - - 1.18 - 0.07 0.05 (0.12) - (0.00) 0.00 (0.00) 0.00 (0.16) (0.00) 0.00 (0.00) (0.00) 0.03 - (0.00) 0.00 (0.00) 0.16 (0.00) 0.72 (0.00) (0.24) (0.02) 0.00 (0.00) (0.00) 0.24 (0.02) 0.12 (0.00) (0.01) 0.12 Amount (` in crore) (0.02) 0.03 (0.02) 1.68 (137.46) (0.00) 3.27 (3.95) (0.07) 24.19 - (0.01) 0.00 (0.00) 141.94 (0.37) 627.60 (1.00) (210.80) (14.99) 1.70 (0.05) (0.04) 208.89 (17.03) 105.58 (0.40) (7.92) 105.34 7.84 (0.01) (3.23) - - (0.00) (3.23) 1,82,972.70 82.73 86.05 5.39 (0.01) 161.36 368.66 0.00 3,937.85 549.12 632.59 2,808.95 0.00 3,639.22 27.50 25,322.21 65,849.48 2,355.80 10.49 11,123.98 2,059.99 1,726.07 22.36 (0.00) (0.00) 0.00 (0.00) 0.00 0.14 (0.00) (0.02) 0.48 0.00 (0.02) (0.00) 0.43 0.01 8.54 2.22 0.00 0.02 0.09 0.23 (0.01) 12,015.07 (0.13) (0.26) 2.14 (0.01) 1.26 76.17 (0.00) (11.91) 258.67 0.55 (9.96) (0.01) 228.67 5.32 4,586.86 1,195.60 0.03 11.51 50.65 123.06 (6.69) 0.01 - - - - 0.00 (0.08) - - 0.06 - - - - 0.00 0.00 (0.61) - 0.02 1.03 - - 1.94 - - - - 0.04 (25.58) - - 21.40 - - - - 0.03 1.37 (207.55) - 7.51 349.68 - - 13.73 (0.00) (0.00) 0.00 (0.00) 0.00 0.06 (0.00) (0.01) 0.32 0.00 (0.01) (0.00) 0.26 0.01 5.24 1.13 0.00 0.02 0.46 0.14 (0.01) 12,017.01 (0.13) (0.26) 2.14 (0.01) 1.30 50.59 (0.00) (11.91) 280.07 0.55 (9.96) (0.01) 228.67 5.35 4,588.23 988.05 0.03 19.02 400.33 123.06 (6.69) 391 * Company was subsidiary for part of the year. 390 * Company was subsidiary for part of the year. Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Name of the Enterprise Net Assets i.e. Total Assets minus Total Liabilities Share in Profit or Loss Share in Other Comprehensive Income Share in Total Comprehensive Income Name of the Enterprise Net Assets i.e. Total Assets minus Total Liabilities Share in Profit or Loss Share in Other Comprehensive Income Share in Total Comprehensive Income 264 265 266 267 254 255 256 257 258 259 260 261 262 263 Reliance Vantage Retail Limited Reliance Ventures Limited Reliance-GrandOptical Private Limited Reverie Language Technologies Limited RISE Worldwide Limited * Rose Entertainment Private Limited RRB Mediasoft Private Limited Saavn Media Limited SankhyaSutra Labs Limited Sanmati DEN Cable TV Network Private Limited Sanmati Entertainment Limited Shopsense Retail Technologies Private Limited Shree Sidhivinayak Cable Network Limited Shri Kannan Departmental Store Private Limited Silverline Television Network Limited Sree Gokulam Starnet Communication Limited Srishti Den Networks Limited Surajya Services Private Limited Surela Investment And Trading Limited Tesseract Imaging Limited The Indian Film Combine Private Limited Tresara Health Private Limited * Trident Entertainment Private Limited TV18 Broadcast Limited Ulwe East Infra Limited Ulwe North Infra Limited Ulwe South Infra Limited Ulwe Waterfront East Infra Limited Ulwe Waterfront North Infra Limited Ulwe Waterfront South Infra Limited Ulwe Waterfront West Infra Limited Ulwe West Infra Limited United Cable Network (Digital) Limited Urban Ladder Home Décor Solutions Private Limited * UTN Cable Communications Limited 288 289 VBS Digital Distribution Network Limited Viacom 18 Media Private Limited 290 Victor Cable TV Network Limited 291 Vision India Network Limited 292 293 Vitalic Health Private Limited * 294 Watermark Infratech Private Limited 295 Web18 Digital Services Limited 296 Win Cable and Datacom Limited 268 269 270 271 272 273 274 275 276 277 278 279 280 281 282 283 284 285 286 287 Foreign 1 2 3 4 5 6 7 Affinity USA LLC Aurora Algae LLC Hamleys (Franchising) Limited Hamleys Asia Limited Hamleys Global Holdings Limited Hamleys of London Limited Hamleys Toys (Ireland) Limited * Company was subsidiary for part of the year. 392 As % of consolidated Net Assets Amount (` in crore) As % of consolidated Profit or Loss Amount (` in crore) As % of consolidated Other Comprehensive Income Amount (` in crore) As % of consolidated Total Comprehensive Income 0.02 0.60 0.00 0.01 0.03 0.00 0.04 1.09 0.01 0.00 0.00 0.01 0.00 0.02 0.00 0.00 (0.00) 0.00 (0.00) 0.00 0.32 (0.00) 0.00 0.41 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.32 0.00 0.00 0.01 0.05 0.00 0.00 - - 0.02 (0.00) - (0.02) (0.01) 155.99 4,216.90 0.01 63.65 200.39 0.47 293.86 7,601.54 54.41 0.00 0.01 91.69 0.02 140.94 0.14 0.02 (2.11) 16.80 (1.04) 8.54 2,221.61 (20.50) 0.01 2,868.46 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.02 9.87 0.22 1.20 2,272.83 0.10 0.02 35.40 383.02 0.01 0.03 - - 145.14 (0.17) - (156.92) (76.06) 0.00 0.54 (0.00) (0.00) 0.00 (0.00) (0.00) 0.00 0.00 (0.00) 0.00 (0.00) (0.00) (0.05) (0.00) (0.00) (0.00) (0.00) (0.00) 0.00 0.00 (0.90) (0.00) 0.17 (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 0.00 (0.03) 0.03 (0.00) 1.08 0.00 0.00 (1.49) 0.00 (0.00) (0.00) - (0.00) 0.02 (0.00) - (0.17) 0.01 0.32 289.01 (0.00) (0.50) 0.29 (0.29) (0.00) 1.11 0.71 (0.03) 0.06 (0.01) (0.07) (27.02) (0.05) (0.01) (0.41) (2.16) (0.49) 0.01 1.87 (484.43) (0.04) 90.58 (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 0.02 (15.73) 18.12 (0.50) 582.89 0.13 0.03 (803.06) 0.01 (0.00) (0.18) - (0.37) 12.97 (0.17) - (89.44) 5.29 - - - (0.00) 0.00 0.00 - 0.00 0.00 - - (0.00) - 0.00 - - 0.00 0.00 - - - 0.00 - (0.00) - - - - - - - - - (0.00) - - 0.01 - - (0.00) - - - - - - - - - - - - - (0.05) 0.07 0.02 - 0.42 0.22 - - (0.01) - 1.43 - - 0.00 0.02 - - - 0.01 - (0.31) - - - - - - - - - (0.04) - - 4.51 - - (0.77) - - - - - - - - - - 0.00 0.33 (0.00) (0.00) 0.00 (0.00) (0.00) 0.00 0.00 (0.00) 0.00 (0.00) (0.00) (0.03) (0.00) (0.00) (0.00) (0.00) (0.00) 0.00 0.00 (0.55) (0.00) 0.10 (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 0.00 (0.02) 0.02 (0.00) 0.67 0.00 0.00 (0.92) 0.00 (0.00) (0.00) - (0.00) 0.01 (0.00) - (0.10) 0.01 Amount (` in crore) 0.32 289.01 (0.00) (0.55) 0.36 (0.27) (0.00) 1.53 0.93 (0.03) 0.06 (0.02) (0.07) (25.59) (0.05) (0.01) (0.41) (2.14) (0.49) 0.01 1.87 (484.42) (0.04) 90.27 (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 0.02 (15.77) 18.12 (0.50) 587.40 0.13 0.03 (803.83) 0.01 (0.00) (0.18) - (0.37) 12.97 (0.17) - (89.44) 5.29 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 IndiaCast UK Limited IndiaCast US Limited Jio Estonia OÜ Luvley Limited Mindex 1 Limited Radisys B.V. Radisys Canada Inc. Radisys Cayman Limited Radisys Convedia (Ireland) Limited Radisys Corporation Radisys GmbH Radisys International LLC Radisys International Singapore PTE. Ltd. Radisys Poland sp. z o.o Radisys Spain S.L.U. Radisys Systems Equipment Trading (Shanghai) Co. Ltd. Radisys Technologies (Shenzhen) Co. Ltd. Radisys UK Limited Recron (Malaysia) Sdn. Bhd. Reliance Brands Holding UK Limited Reliance Digital Health USA Inc. Reliance Eagleford Upstream GP LLC Reliance Eagleford Upstream Holding LP Reliance Eagleford Upstream LLC Reliance Ethane Holding Pte Limited Reliance Exploration & Production DMCC Reliance Global Energy Services (Singapore) Pte Limited Reliance Global Energy Services Limited Reliance Industries (Middle East) DMCC Reliance Jio Global Resources LLC Reliance Jio Infocomm Pte Limited Reliance Jio Infocomm UK Limited Reliance Jio Infocomm USA, Inc. Reliance Marcellus II LLC Reliance Marcellus LLC RIL USA, Inc. Roptonal Limited RP Chemicals (Malaysia) Sdn. Bhd. Saavn Inc. Saavn LLC Scrumpalicious Limited skyTran Inc. skyTran Ltd. The Hamleys Group Limited Viacom18 Media (UK) Limited Viacom18 US Inc. As % of consolidated Net Assets Amount (` in crore) As % of consolidated Profit or Loss Amount (` in crore) As % of consolidated Other Comprehensive Income Amount (` in crore) As % of consolidated Total Comprehensive Income 0.00 0.00 0.00 - 0.03 0.00 0.00 0.00 0.00 (0.03) 0.00 0.00 0.00 - 0.00 0.00 (0.00) 0.00 0.20 0.14 0.00 0.00 (0.16) - 0.17 0.24 0.08 0.01 0.17 0.01 0.15 0.01 0.04 - (0.29) 0.15 0.05 0.13 0.02 0.02 - - - - (0.00) (0.00) 10.48 6.43 1.08 - 182.16 11.31 27.26 0.07 0.80 (181.87) 5.65 2.26 0.61 - 1.26 13.20 (6.33) 9.29 1,372.60 990.62 1.90 0.07 (1,151.14) - 1,180.58 1,646.48 553.74 44.34 1,176.50 58.68 1,019.33 65.68 274.67 - (2,057.29) 1,018.08 321.88 940.17 143.14 130.73 - - - - (4.84) (9.28) 0.00 0.00 0.00 - 0.01 0.00 0.00 - (0.00) (0.08) 0.00 (0.00) 0.00 - 0.00 (0.00) (0.00) 0.00 0.01 (0.01) 0.00 (0.00) (13.41) (14.00) 0.05 (0.11) 0.36 0.01 (0.04) 0.01 0.09 0.00 0.00 0.00 (31.97) 0.08 0.00 0.04 - 0.02 - - - - (0.00) (0.00) 1.61 1.54 0.27 - 4.43 0.63 0.51 - (0.51) (41.07) 0.27 (0.15) 0.06 - 0.09 (0.84) (2.65) 0.20 3.52 (7.58) 0.15 (2.19) (7,205.51) (7,522.99) 24.20 (56.78) 190.82 2.92 (24.11) 4.09 47.64 1.30 2.19 1.10 (17,182.92) 40.92 0.47 21.54 - 11.25 - - - - (0.12) (0.16) 0.00 (0.00) - - - - - - - - - - - - - - - - (0.07) - - - - - - - - - - - - - - - - - - - - - - - - - (0.00) 0.00 0.69 (0.19) - - - - - - - - - - - - - - - - (23.41) - - - - - - - - - - - - - - - - - - - - - - - - - (0.34) 0.32 0.00 0.00 0.00 - 0.01 0.00 0.00 - (0.00) (0.05) 0.00 (0.00) 0.00 - 0.00 (0.00) (0.00) 0.00 (0.02) (0.01) 0.00 (0.00) (8.23) (8.59) 0.03 (0.06) 0.22 0.00 (0.03) 0.00 0.05 0.00 0.00 0.00 (19.63) 0.05 0.00 0.02 - 0.01 - - - - (0.00) 0.00 Amount (` in crore) 2.30 1.35 0.27 - 4.43 0.63 0.51 - (0.51) (41.07) 0.27 (0.15) 0.06 - 0.09 (0.84) (2.65) 0.20 (19.89) (7.58) 0.15 (2.19) (7,205.51) (7,522.99) 24.20 (56.78) 190.82 2.92 (24.11) 4.09 47.64 1.30 2.19 1.10 (17,182.92) 40.92 0.47 21.54 - 11.25 - - - - (0.46) 0.16 Non-Controlling Interest in All Subsidiaries (14.18) (99,259.66) (8.58) (4,610.98) 0.15 50.80 (5.21) (4,560.18) * Company was subsidiary for part of the year. 393 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Name of the Enterprise Net Assets i.e. Total Assets minus Total Liabilities Share in Profit or Loss Share in Other Comprehensive Income Share in Total Comprehensive Income Name of the Enterprise Net Assets i.e. Total Assets minus Total Liabilities Share in Profit or Loss Share in Other Comprehensive Income Share in Total Comprehensive Income Associates (Investment as per the equity method) Indian 1 2 3 Big Tree Entertainment Private Limited BookmyShow Live Private Limited BookmyShow Venues Management Private Limited CCN DEN Network Private Limited Clayfin Technologies Private Limited DEN ABC Cable Network Ambarnath Private Limited DEN ADN Network Private Limited DEN New Broad Communication Private Limited Den Satellite Network Private Limited DL GTPL Broadband Private Limited DL GTPL Cabnet Private Limited Dyulok Technologies Private Limited Eenadu Television Private Limited Fantain Sports Private Limited Foodfesta Wellcare Private Limited Gaurav Overseas Private Limited GenNext Ventures Investment Advisers LLP GTPL Abhilash Communication Private Limited GTPL Ahmedabad Cable Network Private Limited GTPL Anjali Cable Network Private Limited GTPL Bansidhar Telelink Private Limited GTPL Bariya Television Network GTPL Bawa Cable GTPL Blue Bell Network Private Limited GTPL Broadband Private Limited GTPL Crazy Network GTPL Dahod Television Network Private Limited GTPL DCPL Private Limited GTPL Deesha Cable Net Private Limited GTPL Hathway Limited GTPL Insight Channel Network Private Limited GTPL Jay Santoshima Network Private Limited GTPL Jaydeep Cable GTPL Junagadh Network Private Limited GTPL Jyoti Cable GTPL Kaizen Infonet Private Limited GTPL KCBPL Broad Band Private Limited GTPL Khambhat Cable Network GTPL Khusboo Video Channel GTPL Kolkata Cable & Broad Band Pariseva Limited GTPL Leo Vision GTPL Link Network Private Limited GTPL Lucky Video Cable GTPL Ma Bhagawati Entertainment Services GTPL Media Entertainment GTPL Meghana Distributors Private Limited 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 394 As % of consolidated Net Assets Amount (` in crore) As % of consolidated Profit or Loss Amount (` in crore) As % of consolidated Other Comprehensive Income Amount (` in crore) As % of consolidated Total Comprehensive Income Amount (` in crore) As % of consolidated Net Assets Amount (` in crore) As % of consolidated Profit or Loss Amount (` in crore) As % of consolidated Other Comprehensive Income Amount (` in crore) As % of consolidated Total Comprehensive Income 0.03 0.00 (0.00) - 0.00 (0.00) 0.00 0.00 0.01 - 0.00 0.00 0.06 0.00 0.00 0.00 0.00 0.00 0.00 - 0.00 - 0.00 - 0.00 0.00 0.00 0.00 - 0.06 0.00 (0.00) - 0.00 0.00 0.00 - (0.00) 0.00 0.00 0.00 0.00 0.00 (0.00) 0.00 - 212.34 2.92 (0.08) - 25.17 (0.07) 3.49 0.26 58.35 - 0.62 0.03 437.46 0.07 0.09 0.27 0.31 0.66 0.14 - 0.09 - 0.01 - 27.42 0.21 0.10 2.43 - 436.32 0.09 (0.87) - 0.03 0.08 0.78 - (0.04) 0.01 15.12 0.01 0.14 0.04 (0.03) 0.02 - (0.12) (0.00) (0.00) 0.00 0.00 (0.00) (0.00) 0.00 (0.01) - 0.00 (0.00) 0.12 - (0.00) (0.00) 0.00 0.00 (0.00) - 0.00 - - - 0.01 (0.00) (0.00) (0.00) - 0.03 0.00 (0.00) - 0.00 (0.00) 0.00 - - - 0.01 - (0.00) (0.00) - - - (64.94) (1.04) (0.06) 0.00 0.00 - 1.16 0.03 - 1.65 2.51 (0.41) (0.03) 0.01 (4.99) - 0.17 (0.25) 62.27 - (0.01) (0.01) 0.03 0.10 (0.01) - 0.03 - - - 7.79 (0.05) (0.01) (0.46) - 18.50 0.02 (0.23) - 0.01 (0.01) 0.05 - - - 5.68 - (0.04) (0.01) - - - - - - - - 0.00 - - - (0.00) - - - - - - - - - - - 0.00 - - - - 0.00 - - - - - - - - - - - - - - - - - - - - - 0.01 - - - (0.15) - - - - - - - - - - - 0.02 - - - - 0.03 - - - - - - - - - - - - - - - - (0.07) (0.00) (0.00) 0.00 0.00 (0.00) (0.00) 0.00 (0.01) - 0.00 (0.00) 0.07 - (0.00) (0.00) 0.00 0.00 (0.00) - 0.00 - - - 0.01 (0.00) (0.00) (0.00) - 0.02 0.00 (0.00) - 0.00 (0.00) 0.00 - - - 0.01 - (0.00) (0.00) - - - (63.78) (1.01) (0.06) 1.65 2.51 (0.41) (0.03) 0.01 (4.98) - 0.17 (0.25) 62.12 - (0.01) (0.01) 0.03 0.10 (0.01) - 0.03 - - - 7.81 (0.05) (0.01) (0.46) - 18.53 0.02 (0.23) - 0.01 (0.01) 0.05 - - - 5.68 - (0.04) (0.01) - - - 47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64 65 66 67 68 69 70 71 72 73 74 75 76 77 78 79 80 81 82 83 84 85 86 87 88 GTPL Narmada Cable Services GTPL Narmada Cyberzone Private Limited GTPL Parshwa Cable Network Private Limited GTPL Parth World Vision GTPL Sai Vision GTPL Sai World Channel GTPL Sharda Cable Network Private Limited GTPL Shiv Cable GTPL Shiv Cable Network GTPL Shreenathji Communication GTPL SK Network Private Limited GTPL SK Vision GTPL SMC Network Private Limited GTPL Solanki Cable Network Private Limited GTPL Sorath Telelink Private Limited GTPL Surat Telelink Private Limited GTPL Swastik Communication GTPL Tridev Cable Network GTPL TV Tiger Private Limited GTPL V & S Cable Private Limited GTPL Vidarbha Tele Link Private Limited GTPL Video Badshah Private Limited GTPL Video Vision Private Limited GTPL Vision Services Private Limited GTPL Vraj Cable GTPL VVC Network Private Limited GTPL World View Cable GTPL World Vision GTPL Zigma Vision Private Limited Gujarat Chemical Port Limited Hathway VCN Cablenet Private Limited Indian Vaccines Corporation Limited Konark IP Dossiers Private Limited Pan Cable Services Private Limited Petroleum Trust Reliance Industrial Infrastructure Limited Reliance Services and Holdings Limited Scod18 Networking Private Limited SpaceBound Web Labs Private Limited TribeVibe Entertainment Private Limited Vadodara Enviro Channel Limited Vay Network Services Private Limited Foreign 1 2 3 4 5 6 7 8 9 10 Big Tree Entertainment DMCC Big Tree Entertainment Lanka Private Limited Big Tree Entertainment Singapore PTE. Limited Big Tree Sport & Recreational Events Tickets Selling L.L.C Bookmyshow SDN. BHD. NW18 HSN Holdings PLC PT Big Tree Entertainment Indonesia Reliance Europe Limited Townscript PTE. Ltd, Singapore Townscript USA, Inc. 0.00 0.00 0.00 0.00 0.00 0.00 (0.00) - 0.00 0.00 0.00 0.00 0.00 (0.00) (0.00) - 0.00 0.00 - - - 0.00 - 0.00 (0.00) (0.00) 0.00 0.00 (0.00) 0.08 0.00 0.00 0.00 - 6.60 0.03 4.21 - (0.00) (0.00) 0.00 0.00 - (0.00) 0.00 (0.00) (0.00) - (0.00) 0.01 0.00 (0.00) 0.01 0.15 0.08 0.04 0.01 0.20 (0.06) - 0.18 0.04 0.04 0.06 0.02 (0.04) (0.05) - 0.11 0.07 - - - 0.03 - 0.54 (0.02) (0.06) 0.02 0.04 (0.02) 538.00 0.28 0.12 0.62 - 46,194.66 209.81 29,501.14 - (1.18) (0.28) 0.01 0.39 - (0.43) 3.30 (1.12) (0.03) - (0.46) 40.66 - - - (0.00) 0.00 - - (0.00) - - - - 0.00 - - - (0.00) - (0.00) - - 0.00 - 0.00 - (0.00) (0.00) (0.00) 0.00 - 0.00 0.20 0.00 (0.00) 0.00 - 0.45 0.01 0.35 - (0.00) (0.00) - - - (0.00) (0.00) (0.00) (0.00) - (0.00) 0.00 (0.00) 0.00 - (0.03) 0.02 - - (0.02) - - - - 0.01 - - - (0.14) - (0.01) - - 0.11 - 0.01 - (0.06) (0.01) (0.03) 0.01 - 0.05 108.39 0.18 (0.06) 0.04 - 239.24 3.47 187.09 - (0.42) (0.12) - - - (0.19) (0.71) (0.50) (0.12) - (1.02) 1.95 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 56.44 0.05 38.88 - - - - - - 0.00 (0.00) - 0.00 - 0.00 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 19,075.66 16.54 13,139.05 - - - - - - 0.03 (0.41) - 0.01 - 0.14 - - - - (0.00) 0.00 - - (0.00) - - - - 0.00 - - - (0.00) - (0.00) - - 0.00 - 0.00 - (0.00) (0.00) (0.00) 0.00 - 0.00 0.12 0.00 (0.00) 0.00 - 22.06 0.02 15.22 - (0.00) (0.00) - - - (0.00) (0.00) (0.00) (0.00) - (0.00) 0.00 (0.00) 0.00 Amount (` in crore) - (0.03) 0.02 - - (0.02) - - - - 0.01 - - - (0.14) - (0.01) - - 0.11 - 0.01 - (0.06) (0.01) (0.03) 0.01 - 0.05 108.39 0.18 (0.06) 0.04 - 19,314.90 20.01 13,326.14 - (0.42) (0.12) - - - (0.16) (1.12) (0.50) (0.11) - (0.88) 1.95 - - 395 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Name of the Enterprise Net Assets i.e. Total Assets minus Total Liabilities Share in Profit or Loss Share in Other Comprehensive Income Share in Total Comprehensive Income Name of the Enterprise Net Assets i.e. Total Assets minus Total Liabilities Share in Profit or Loss Share in Other Comprehensive Income Share in Total Comprehensive Income Joint Ventures (Investment as per the equity method) Indian 1 2 3 4 5 6 7 8 9 10 Alok Industries Limited * Alok Infrastructure Limited * Brooks Brothers India Private Limited Burberry India Private Limited Canali India Private Limited D. E. Shaw India Securities Private Limited Dadri Toe Warehousing Private Limited * Diesel Fashion India Reliance Private Limited Football Sports Development Limited Hathway Bhaskar CCN Multi Entertainment Private Limited Hathway Bhawani NDS Network Limited Hathway Cable MCN Nanded Private Limited Hathway CBN Multinet Private Limited Hathway CCN Entertainment (India) Private Limited Hathway CCN Multinet Private Limited Hathway Channel 5 Cable and Datacom Private Limited Hathway Dattatray Cable Network Private Limited Hathway ICE Television Private Limited Hathway Latur MCN Cable & Datacom Private Limited Hathway MCN Private Limited Hathway Prime Cable & Datacom Private Limited Hathway Sai Star Cable & Datacom Private Limited Hathway Sonali OM Crystal Cable Private Limited Hathway SS Cable & Datacom LLP IBN Lokmat News Private Limited Iconix Lifestyle India Private Limited India Gas Solutions Private Limited Jio Payments Bank Limited Marks and Spencer Reliance India Private Limited Pipeline Management Services Private Limited Reliance Bally India Private Limited Reliance Paul & Shark Fashions Private Limited Reliance Sideways Private Limited Reliance-GrandVision India Supply Private Limited Reliance-Vision Express Private Limited Ryohin-Keikaku Reliance India Private Limited TCO Reliance India Private Limited Ubona Technologies Private Limited Zegna South Asia Private Limited 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 As % of consolidated Net Assets Amount (` in crore) As % of consolidated Profit or Loss Amount (` in crore) As % of consolidated Other Comprehensive Income Amount (` in crore) As % of consolidated Total Comprehensive Income Amount (` in crore) 0.07 - 0.00 0.01 0.00 0.00 0.00 0.00 0.02 (0.00) 0.00 0.00 0.00 0.00 0.00 - 512.98 - 14.60 37.57 16.28 1.50 23.95 14.62 130.78 (0.02) 0.33 0.93 1.54 4.32 7.25 - (0.03) - (0.00) 0.01 0.00 0.00 - (0.00) (0.02) - - 0.00 (0.00) 0.00 0.00 - (18.04) - (0.51) 4.32 0.89 0.03 - (2.04) (8.27) - - 0.23 (0.03) 0.05 0.02 - - - 0.00 1.38 - 0.00 0.00 - - 0.14 6.95 - - 0.00 0.00 - - 0.14 0.73 - 0.00 9.22 (0.00) (1.08) 0.00 0.91 (0.00) (0.12) (0.00) 0.00 0.01 0.00 0.01 0.03 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 (0.43) 11.68 38.93 9.39 87.89 200.54 4.25 4.69 5.45 - 5.12 7.23 15.70 12.87 5.04 4.09 0.00 (0.00) 0.00 (0.01) (0.12) (0.08) 0.00 0.00 (0.00) - (0.00) (0.01) (0.01) (0.00) 0.00 (0.00) 0.39 (2.59) 1.28 (4.59) (64.38) (41.50) 2.49 0.22 (0.73) - (0.24) (7.36) (3.69) (0.07) 0.20 (1.35) 0.04 - 0.00 - - - - - - - 12.02 - 0.01 - - - - - - - - - - - - - - - - - - - - - - - - 0.00 - - - - - - - - - (0.00) - - - - - - - - - - - - - - - - - - 0.10 - - - - - - - - - (0.01) - (0.01) - (0.00) 0.00 0.00 0.00 - (0.00) (0.01) - - 0.00 (0.00) 0.00 0.00 - (6.02) - (0.50) 4.32 0.89 0.03 - (2.04) (8.27) - - 0.23 (0.03) 0.05 0.02 - 0.00 1.38 - 0.00 0.00 - - 0.14 0.73 - (0.00) (1.08) (0.00) (0.12) 0.00 (0.00) 0.00 (0.01) (0.07) (0.05) 0.00 0.00 (0.00) - (0.00) (0.01) (0.00) (0.00) 0.00 (0.00) 0.39 (2.59) 1.28 (4.59) (64.28) (41.50) 2.49 0.22 (0.73) - (0.24) (7.36) (3.69) (0.07) 0.19 (1.35) Foreign 1 2 3 4 5 6 7 8 9 10 11 12 13 Alok Industries International Limited * Alok International (Middle East) FZE * Alok International Inc. * Alok Singapore Pte Limited * Alok Worldwide Limited * Ethane Crystal LLC Ethane Emerald LLC Ethane Opal LLC Ethane Pearl LLC Ethane Sapphire LLC Ethane Topaz LLC Grabal Alok International Limited * Mileta a.s. * As % of consolidated Net Assets Amount (` in crore) As % of consolidated Profit or Loss Amount (` in crore) As % of consolidated Other Comprehensive Income Amount (` in crore) As % of consolidated Total Comprehensive Income Amount (` in crore) - - - - 0.00 0.03 0.03 0.03 0.03 0.03 0.03 - 0.00 - - - - 0.50 208.00 200.52 188.68 199.25 187.35 188.39 - 33.54 - - - - - 0.02 0.02 0.02 0.02 0.02 0.02 - - - - - - - 12.32 12.44 12.31 12.82 12.82 13.08 - - - - - - (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 0.02 - - - - - (0.01) (0.71) (0.70) (0.76) (1.58) (0.87) (1.61) 7.04 - - - - - (0.00) 0.01 0.01 0.01 0.01 0.01 0.01 0.01 - - - - - (0.01) 11.61 11.74 11.55 11.24 11.95 11.47 7.04 - * Company was joint venture for part of the year. 40. Significant arrangements during the Year 40.1 Scheme of Amalgamation of Reliance Holding USA Inc., Reliance Energy Generation and Distribution Limited with the Company Pursuant to the Composite Scheme of Amalgamation and Plan of Merger (the Scheme) approved by the Hon’ble National Company Law Tribunal, Mumbai bench, vide order dated July 27, 2020, Reliance Holding USA Inc. (RHUSA) has merged with Reliance Energy Generation and Distribution Limited (REGDL) and REGDL has merged with the Company. This being a common control business combination, the financial information of the wholly owned subsidiaries are included in the financial results of the Company and has been restated for comparative purpose from the appointed date, which is the date as prescribed in the Scheme approved by the NCLT and is as per MCA General Circular dated August 21, 2019, overriding the requirements of Appendix C of Ind AS 103, based on the accepted accounting practice. This transaction does not have impact on consolidated financials. 40.2 The Company along with JM Financial Asset Reconstruction Company Limited (acting in its capacity as a Trustee of ‘JMFARC- March 2018 – Trust’- (JMFARC) acquired, in accordance with the approved- Resolution plan, joint control over Alok Industries Limited and their shareholding in Alok Industries Limited is 40.01% and 34.99% respectively aggregating to 75%. 41. Events after the Reporting Period The Board of Directors have recommended dividend of ` 7 per fully paid up equity share of ` 10/- each for the financial year 2020-21. Pro-rata dividend shall be paid in proportion to the paid-up value of the partly paid shares. 42. The figures for the corresponding previous year have been regrouped / reclassified wherever necessary, to make them comparable. 43 Approval of Financial Statements The Consolidated Financial Statements were approved for issue by the Board of Directors on April 30, 2021. * Company was joint venture for part of the year. 396 397 Notes to the Consolidated Financial Statements for the year ended 31st March, 2021Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Annexure “A” Salient Features of Financial Statements of Subsidiaries/ Associates/ Joint Ventures as per Companies Act, 2013 Sr. No. Name of Subsidiary Company (` in crore) (Foreign Currencies in million) % of Share- holding* Proposed Dividend Other Compre- hensive Income (0.57) Total Compre- hensive Income (42.29) Part “A”: Subsidiaries Sr. No. Name of Subsidiary Company 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 Actoserba Active Wholesale Private Limited Affinity USA LLC (Formerly known as Affinity USA Inc.) # Asteria Aerospace Private Limited Aurora Algae LLC (Formerly Aurora Algae Inc.) # C-Square Info-Solutions Private Limited Dadha Pharma Distribution Private Limited Dronagiri Bokadvira East Infra Limited Dronagiri Bokadvira North Infra Limited Dronagiri Bokadvira South Infra Limited Dronagiri Bokadvira West Infra Limited Dronagiri Dongri East Infra Limited Dronagiri Dongri North Infra Limited Dronagiri Dongri South Infra Limited Dronagiri Dongri West Infra Limited Dronagiri Funde East Infra Limited Dronagiri Funde North Infra Limited Dronagiri Funde South Infra Limited Dronagiri Funde West Infra Limited Dronagiri Navghar East Infra Limited Dronagiri Navghar North First Infra Limited Dronagiri Navghar North Infra Limited Dronagiri Navghar North Second Infra Limited Dronagiri Navghar South First Infra Limited Dronagiri Navghar South Infra Limited Dronagiri Navghar South Second Infra Limited Dronagiri Navghar West Infra Limited Dronagiri Pagote East Infra Limited Dronagiri Pagote North First Infra Limited Dronagiri Pagote North Infra Limited Dronagiri Pagote North Second Infra Limited Dronagiri Pagote South First Infra Limited The date since which Subsidiary was acquired 18.02.2021 15.07.2019 12.12.2019 21.04.2015 01.03.2019 18.08.2020 28.01.2019 24.01.2019 24.01.2019 24.01.2019 31.01.2019 24.01.2019 24.01.2019 04.02.2019 28.01.2019 31.01.2019 24.01.2019 31.01.2019 04.02.2019 29.01.2019 30.01.2019 01.02.2019 01.02.2019 29.01.2019 01.02.2019 29.01.2019 16.01.2019 01.02.2019 24.01.2019 01.02.2019 01.02.2019 Reporting Currency Equity Share Capital Other Equity $ Total Assets Total Liabilities Investments Total Income Profit Before Taxation Provision for Taxation Profit After Taxation INR INR USD INR INR USD INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR 1.02 90.09 213.42 122.31 - 147.32 (41.72) - (41.72) 0.07 0.01 0.08 570.53 78.08 1.78 (0.07) (0.01) 33.96 (570.53) (78.08) 34.82 - - 77.06 - - 49.15 - - 43.02 - - 12.55 - - 9.50 - - - - - 8.37 - - 15.96 - - (8.18) (0.37) (0.05) 2.01 - - - - - 1.15 - - (8.18) (0.37) (0.05) 0.86 0.81 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 9.02 48.66 38.83 2.50 119.06 1.25 0.36 0.89 (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.01) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.04 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.00 0.00 0.00 0.00 (0.00) 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) - - - - - - - - - - - - - - - - - - - - - - - - - (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - (8.18) (0.37) (0.05) 0.86 0.89 (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 86.15 100.00 74.57 100.00 81.64 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 (` in crore) (Foreign Currencies in million) % of Share- holding* Proposed Dividend Other Compre- hensive Income - Total Compre- hensive Income (0.00) The date since which Subsidiary was acquired 29.01.2019 24.01.2019 31.01.2019 28.01.2019 28.01.2019 04.02.2019 16.12.2019 28.12.2020 07.09.2018 07.09.2018 07.09.2018 07.09.2018 07.09.2018 07.03.2019 16.07.2019 Dronagiri Pagote South Infra Limited Dronagiri Pagote West Infra Limited Dronagiri Panje East Infra Limited Dronagiri Panje North Infra Limited Dronagiri Panje South Infra Limited Dronagiri Panje West Infra Limited eDreams Edusoft Private Limited Football Sports Development Limited Genesis Colors Limited Genesis La Mode Private Limited GLB Body Care Private Limited GLF Lifestyle Brands Private Limited GML India Fashion Private Limited Grab A Grub Services Private Limited Hamleys (Franchising) Limited # Hamleys Asia Limited # 16.07.2019 Hamleys Global Holdings Limited # ^ 16.07.2019 Hamleys of London Limited # 16.07.2019 Hamleys Toys (Ireland) Limited # 16.07.2019 Indiavidual Learning Limited(Formerly Indiavidual Learning Private Limited) Indiawin Sports Private Limited Jio Estonia OU # Jio Haptik Technologies Limited Jio Information Aggregator Services Limited Jio Infrastructure Management Services Limited Jio Limited Jio Media Limited Jio Payments Bank Limited Jio Platforms Limited Jio Things Limited Kalamboli East Infra Limited Kalamboli North First Infra Limited Kalamboli North Infra Limited Kalamboli North Second Infra Limited Kalamboli North Third Infra Limited Kalamboli South First Infra Limited Kalamboli South Infra Limited Kalamboli West Infra Limited Kanhatech Solutions Limited 11.06.2018 07.04.2010 22.11.2018 22.09.2014 10.11.2020 04.09.2017 15.11.2019 11.11.2020 10.11.2016 15.11.2019 18.11.2020 24.01.2019 25.01.2019 24.01.2019 25.01.2019 25.01.2019 24.01.2019 01.02.2019 21.01.2019 01.08.2008 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64 65 66 67 68 69 70 Reporting Currency Equity Share Capital Other Equity $ Total Assets Total Liabilities Investments Total Income Profit Before Taxation Provision for Taxation Profit After Taxation INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR GBP INR HKD INR GBP INR GBP INR GBP INR INR INR EUR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR 0.05 0.05 0.05 0.05 0.05 0.05 0.19 2.29 12.57 12.00 1.57 89.94 4.99 0.06 0.00 0.00 0.00 0.00 - - 19.96 2.00 0.00 0.00 0.54 2.65 0.45 0.05 49.13 0.05 (0.00) 0.05 0.00 - - (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 2.51 212.61 51.38 30.83 (1.24) (6.15) 8.06 33.95 145.14 14.54 (0.17) (0.18) - - (176.88) (17.72) (76.06) (7.62) 91.61 342.71 0.63 0.07 224.10 (0.01) 0.05 0.05 0.05 0.05 0.05 2.75 437.84 149.13 180.84 0.36 126.47 68.22 113.25 186.26 18.66 1.36 1.44 - - 1,182.57 118.47 31.74 3.18 1,000.43 381.55 1.35 0.15 281.84 0.05 0.00 0.00 0.00 0.00 0.00 0.05 222.94 85.18 138.01 0.03 42.68 55.17 79.24 41.12 4.12 1.53 1.62 - - 1,339.49 134.19 107.80 10.80 908.28 36.19 0.27 0.03 8.61 0.01 - - - - - - 125.85 52.56 - - 11.67 - 0.62 - - - - - - - - - - 81.38 296.66 - - 8.05 - - - - - - 0.35 371.93 25.69 122.54 0.02 66.20 36.75 357.63 55.10 5.52 4.16 4.41 - - 199.64 20.00 - - 12.72 336.26 4.76 0.53 20.89 - (0.00) (0.00) (0.00) (0.00) (0.00) (2.34) (13.70) (21.13) 4.82 0.01 3.59 0.39 (0.07) 20.66 2.07 (0.17) (0.18) - - (115.49) (11.57) 5.29 0.53 (11.66) 39.31 0.27 0.03 (23.89) (0.01) - - - - - - - - - 1.53 0.00 0.95 0.09 (0.65) 7.69 0.77 - - - - (26.05) (2.61) - - (3.65) 10.32 - - - - (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (2.34) (13.70) (21.13) 3.29 0.01 2.64 0.30 0.58 12.97 1.30 (0.17) (0.18) - - (89.44) (8.96) 5.29 0.53 (8.01) 28.99 0.27 0.03 (23.89) (0.01) - - - - - - 0.02 0.14 0.05 - 0.01 0.01 0.24 - - - - - - - - - - (0.62) 0.01 - - 0.19 - (0.00) (0.00) (0.00) (0.00) (0.00) (2.34) (13.68) (20.99) 3.34 0.01 2.65 0.31 0.82 12.97 1.30 (0.17) (0.18) - - (89.44) (8.96) 5.29 0.53 (8.63) 29.00 0.27 0.03 (23.70) (0.01) 0.06 0.56 1.61 0.99 - 4.00 0.39 0.10 0.29 - 0.29 0.01 5.00 232.00 8,931.69 1.00 0.05 0.05 0.05 0.05 (0.01) 415.75 (106.45) 1,96,879.89 (0.03) (0.00) (0.00) (0.00) (0.00) 0.01 430.63 170.96 2,07,335.87 1.00 0.05 0.05 0.05 0.05 0.01 9.88 45.41 1,524.29 0.03 0.00 0.00 0.00 0.00 - 21.92 155.01 1,90,378.11 0.99 - - - - 0.05 0.05 0.05 0.05 75.00 (0.00) (0.00) (0.00) (0.00) 9.41 0.05 0.05 0.05 0.05 95.25 0.00 0.00 0.00 0.00 10.84 - - - - 83.88 - 0.27 11.30 3,047.29 0.01 - - - - - - - - 14.22 (0.01) (2.25) (91.98) 707.92 (0.03) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 4.76 - - - 178.18 - - - - - - - - - 1.06 (0.01) (2.25) (91.98) 529.74 (0.03) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 3.70 - - 0.15 (58.43) - - - - - - - - - 0.02 (0.01) (2.25) (91.83) 471.31 (0.03) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 3.72 100.00 100.00 100.00 100.00 100.00 100.00 100.00 65.00 72.73 100.00 100.00 100.00 100.00 82.41 100.00 100.00 100.00 100.00 100.00 85.38 100.00 100.00 100.00 100.00 100.00 100.00 100.00 70.00 66.48 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 As on 31.12.2020 1 USD=73.0700, 1 GBP=99.8200, 1 EUR=89.7375, 1 SGD=55.2550, 1 HKD=9.4250, 1 MYR=18.1650, 1 CNY=11.1900, 1 PLN=19.6700 As on 31.03.2021 1 USD=73.1100, 1 GBP=100.7525, 1 EUR=85.7500, 1 SGD=54.3500, 1 HKD=9.4050, 1 MYR=17.6325, 1 CNY=11.1600, 1 PLN=18.5400 * Representing aggregate % of voting power held by the Company and/or its subsidiaries. # Company having 31st December as reporting date. $ Includes Reserves and Surplus. 398 As on 31.12.2020 1 USD=73.0700, 1 GBP=99.8200, 1 EUR=89.7375, 1 SGD=55.2550, 1 HKD=9.4250, 1 MYR=18.1650, 1 CNY=11.1900, 1 PLN=19.6700 As on 31.03.2021 1 USD=73.1100, 1 GBP=100.7525, 1 EUR=85.7500, 1 SGD=54.3500, 1 HKD=9.4050, 1 MYR=17.6325, 1 CNY=11.1600, 1 PLN=18.5400 * Representing aggregate % of voting power held by the Company and/or its subsidiaries. # Company having 31st December as reporting date. ^ The Company is under Liquidation. $ Includes Reserves and Surplus. 399 Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Annexure “A” Sr. No. Name of Subsidiary Company 71 72 73 74 75 76 77 78 79 80 81 82 83 84 85 86 87 88 89 90 91 92 93 94 95 96 97 98 Luvley Limited ^ M Entertainments Private Limited Mesindus Ventures Private Limited Mindex 1 Limited Model Economic Township Limited Netmeds Marketplace Limited New Emerging World Of Journalism Limited (Formerly New Emerging World Of Journalism Private Limited) NowFloats Technologies Private Limited Radisys B.V. # 11.12.2018 Radisys Canada Inc. # 11.12.2018 Radisys Cayman Limited # 11.12.2018 Radisys Convedia (Ireland) Limited # 11.12.2018 Radisys Corporation # 11.12.2018 Radisys GmbH # Radisys India Private Limited Radisys International LLC # Radisys International Singapore Pte. Ltd. # 11.12.2018 24.12.2018 11.12.2018 11.12.2018 Radisys Poland sp. z o.o. #^ 11.12.2018 Radisys Spain S.L.U. # 11.12.2018 11.12.2018 11.12.2018 11.12.2018 16.03.2021 20.07.2007 15.04.2019 31.03.2009 23.03.2015 07.09.2018 Radisys Systems Equipment Trading (Shanghai) Co. Ltd. # Radisys Technologies (Shenzhen) Co. Ltd. # Radisys UK Limited # RBML Solutions India Limited Recron (Malaysia) Sdn. Bhd. # Reliance 4IR Realty Development Limited Reliance Ambit Trade Private Limited Reliance BP Mobility Limited Reliance Brands Luxury Fashion Private Limited (Formerly known as Genesis Luxury Fashion Private Limited) (` in crore) (Foreign Currencies in million) % of Share- holding* Proposed Dividend The date since which Subsidiary was acquired 16.07.2019 17.04.2018 18.08.2020 21.05.2018 09.10.2006 18.08.2020 26.11.2018 Reporting Currency Equity Share Capital Other Equity $ Total Assets INR GBP INR INR INR GBP INR INR INR - - 0.01 0.06 0.00 0.00 97.00 9.29 0.04 - - 0.12 10.90 182.16 18.08 4,163.16 13.32 32.84 - - 0.34 12.17 183.87 18.25 7,491.28 88.48 34.24 Total Liabilities - - 0.21 1.21 1.71 0.17 3,231.12 65.87 1.36 Investments Total Income Profit Before Taxation Provision for Taxation Profit After Taxation - - - 2.15 - - 95.56 0.50 1.96 - - 0.02 0.03 5.44 0.54 263.13 151.24 0.47 - - 0.00 (0.00) 5.14 0.51 57.22 1.05 (0.05) - - 0.00 0.00 0.71 0.07 7.01 - (3.28) - - (0.00) (0.00) 4.43 0.44 50.21 1.05 3.23 Other Compre- hensive Income - - - - - - (0.07) 0.63 0.04 Total Compre- hensive Income - - - (0.00) 4.43 0.44 50.14 1.68 3.27 11.12.2019 INR 0.20 16.10 26.37 10.07 9.33 12.48 (3.89) - (3.89) (0.06) (3.95) INR EUR INR USD INR USD INR USD INR USD INR EUR INR INR USD INR SGD INR PLN INR EUR INR RMB INR RMB INR GBP INR INR RM INR INR INR INR 1.71 0.19 0.00 0.00 0.00 0.00 0.00 0.00 548.03 75.00 0.27 0.03 0.21 40.26 5.51 0.00 0.00 - - 0.00 0.00 3.89 3.48 0.00 0.00 1.90 0.19 0.00 986.34 542.99 100.00 9.60 1.07 27.26 3.73 0.07 0.01 0.80 0.11 (729.90) (99.89) 5.38 0.60 162.64 (38.00) (5.20) 0.61 0.11 - - 1.26 0.14 9.31 8.32 (6.33) (5.66) 7.39 0.74 - 386.26 212.64 18,514.29 12.65 1.41 28.94 3.96 0.07 0.01 3.14 0.43 518.43 70.95 6.82 0.76 268.15 2.26 0.31 1.71 0.31 - - 1.71 0.19 13.20 11.80 82.03 73.31 9.78 0.98 - 2,573.11 1,416.52 20,931.80 1.34 0.15 1.68 0.23 - - 2.34 0.32 700.30 95.84 1.17 0.13 105.30 - - 1.10 0.20 - - 0.45 0.05 - - 88.36 78.97 0.49 0.05 - 1,200.51 660.89 2,317.51 5.65 0.63 - - - - 3.07 0.42 44.94 6.15 - - - - - - - - - - - - - - - - - - - - 10,386.89 5.92 0.66 8.26 1.13 - - - - 799.53 109.42 4.58 0.51 372.25 - - 1.11 0.20 - - 1.62 0.18 - - 8.39 7.50 3.19 0.32 - 4,334.17 2,386.00 944.98 0.72 0.08 0.58 0.08 - - (0.51) (0.07) (32.81) (4.49) 0.45 0.05 34.47 (0.15) (0.02) 0.06 0.01 - - 0.09 0.01 (0.84) (0.75) (2.64) (2.36) 0.20 0.02 - 7.08 3.90 168.43 0.09 0.01 0.07 0.01 - - - - 8.26 1.13 0.18 0.02 9.02 - - - - - - - - - - 0.01 0.01 - - - 3.56 1.96 26.49 0.63 0.07 0.51 0.07 - - (0.51) (0.07) (41.07) (5.62) 0.27 0.03 25.45 (0.15) (0.02) 0.06 0.01 - - 0.09 0.01 (0.84) (0.75) (2.65) (2.37) 0.20 0.02 - 3.52 1.94 141.94 - - - - - - - - - - - - (1.26) - - - - - - - - - - - - - - - (23.41) (12.89) - 0.63 0.07 0.51 0.07 - - (0.51) (0.07) (41.07) (5.62) 0.27 0.03 24.19 (0.15) (0.02) 0.06 0.01 - - 0.09 0.01 (0.84) (0.75) (2.65) (2.37) 0.20 0.02 - (19.89) (10.95) 141.94 1.00 912.78 920.13 6.35 135.59 5.16 (0.37) - (0.37) - (0.37) 0.10 17.50 1,945.97 144.33 3,826.02 283.39 1,879.95 121.56 533.76 65.90 27,477.73 140.86 834.71 (2.29) 206.40 (1.10) 628.31 (1.19) (0.71) 0.19 627.60 (1.00) 100.00 100.00 83.33 100.00 100.00 100.00 75.00 88.33 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 51.00 99.53 Reporting Currency Equity Share Capital Other Equity $ Total Assets Total Liabilities Investments Total Income Profit Before Taxation Provision for Taxation Profit After Taxation 728.29 72.96 101.08 0.05 262.33 26.28 (283.64) (68.22) 1,131.06 113.31 3,226.69 44.75 140.44 14.07 3,409.25 112.92 1,015.27 101.71 1,415.70 - - - 796.14 15.57 (9.38) (0.94) (271.39) (15.00) (1.80) (0.18) (60.19) - (7.58) (0.76) (211.20) (15.00) (` in crore) (Foreign Currencies in million) % of Share- holding* Proposed Dividend Other Compre- hensive Income - - 0.40 0.01 Total Compre- hensive Income (7.58) (0.76) (210.80) (14.99) Sr. No. Name of Subsidiary Company 99 100 101 102 103 104 105 106 107 108 Reliance Brands Holding UK Limited # Reliance Brands Limited Reliance Clothing India Private Limited Reliance Commercial Dealers Limited Reliance Comtrade Private Limited Reliance Content Distribution Limited Reliance Corporate IT Park Limited Reliance Digital Health USA Inc. (Formerly Affinity Names Inc). # Reliance Eagleford Upstream GP LLC # Reliance Eagleford Upstream Holding LP # The date since which Subsidiary was acquired 26.06.2019 12.10.2007 26.09.2013 10.01.2017 31.03.2009 04.09.2017 30.03.2009 26.03.2012 17.06.2010 17.06.2010 109 Reliance Eagleford Upstream LLC # 16.06.2010 110 111 112 113 114 115 116 117 118 119 120 121 122 123 124 Reliance Eminent Trading & Commercial Private Limited Reliance Ethane Holding Pte Limited Reliance Ethane Pipeline Limited Reliance Exploration & Production DMCC # Reliance GAS Lifestyle India Private Limited Reliance Gas Pipelines Limited Reliance Global Energy Services (Singapore) Pte. Ltd Reliance Global Energy Services Limited Reliance Industrial Investments and Holdings Limited Reliance Industries (Middle East) DMCC # Reliance Innovative Building Solutions Private Limited Reliance Industries Uruguay Petroquimica S.A. (En Liquidacion) # ^ Reliance Jio Global Resources, LLC # 31.03.2009 04.09.2014 18.06.2019 06.12.2006 09.08.2017 26.11.2012 18.08.2008 20.06.2008 30.12.1988 11.05.2005 30.03.2015 21.08.2017 15.01.2015 Reliance Jio Infocomm Limited Reliance Jio Infocomm Pte. Ltd. # 17.06.2010 01.02.2013 125 Reliance Jio Infocomm UK Limited # 30.07.2013 126 Reliance Jio Infocomm USA, Inc. # 05.06.2013 127 128 Reliance Jio Media Limited Reliance Jio Messaging Services Limited 02.01.2015 12.09.2013 INR GBP INR INR INR INR INR INR INR USD INR USD INR USD INR USD INR INR USD INR INR USD INR INR INR USD INR GBP INR INR USD INR INR USD INR USD INR INR USD INR GBP INR USD INR INR 15.00 1,122.39 1,421.41 284.02 7.23 449.73 0.94 (0.48) 1.42 0.28 1.70 1.00 0.05 116.91 6,378.49 118.07 6,378.54 0.16 0.00 - 6,377.50 - 0.00 (0.05) (0.04) 238.00 0.07 0.01 2.48 0.34 24,888.52 3,406.12 24,789.36 3,392.55 10.00 10,715.83 1.83 0.25 (2.41) (0.33) (26,039.66) (3,563.66) (24,789.36) (3,392.55) 3,818.65 1,138.10 155.67 50.00 350.66 47.99 100.00 261.10 8.63 1.18 30.23 3.00 219.89 42.48 5.81 338.45 1,295.82 177.34 (1.36) 262.17 545.11 74.56 14.11 1.40 25,698.65 30,219.74 2.19 0.30 0.07 0.01 1,894.05 259.21 - - 4,300.59 1,180.65 161.49 2,437.34 1,764.57 241.49 123.98 19,265.91 0.29 0.04 - - 3,045.19 416.75 - - 471.94 0.07 0.01 2,048.89 118.09 16.16 25.34 - - - - - - - - - 50.00 1,137.66 155.61 52.49 - - 1.33 2,977.98 1.24 0.17 - - 676.85 92.63 - - 44.51 24.49 3.35 545.55 - - 36.51 958.42 4,794.63 655.81 213.49 21.19 42,832.80 435.15 4,240.89 580.07 169.15 16.79 16,914.26 30.47 - - 185.89 18.45 25,158.75 112.81 49,159.09 6,723.99 27.00 2.68 2,405.03 1,305.25 178.63 64.69 (128.75) (17.62) (56.85) 3,362.68 460.20 20.72 2,186.18 299.19 12.88 2,900.44 396.94 - 1,147.71 157.07 1.74 108.46 0.15 0.02 (2.19) (0.30) (7,205.51) (986.11) (7,522.99) (1,029.56) (17.03) 24.20 3.31 138.38 (56.78) (7.77) (0.52) (11.87) 200.76 27.46 2.92 0.29 156.13 (24.11) (3.30) (3.23) - - - - - - - - - - - - - - 0.00 0.00 45,000.00 945.53 129.40 59.89 6.00 281.68 38.55 86.01 97.33 58.68 8.03 1,37,972.70 73.80 10.10 5.79 0.58 (7.01) (0.96) (3.28) (11.28) 61.74 8.45 2,50,088.70 1,494.79 204.57 80.85 8.10 289.36 39.60 103.47 86.31 3.06 0.42 67,116.00 475.46 65.07 15.17 1.52 14.69 2.01 20.74 0.26 - - 1,528.23 - - - - 126.56 17.32 - 0.38 62.62 8.57 4.09 0.56 70,435.23 16,086.57 55.53 7.60 1.80 0.18 3.87 0.53 (0.13) (0.26) 523.77 71.68 181.67 18.20 204.60 28.00 - 0.08 - 0.00 (99.25) - - - - - - - - - - - 32.87 - - (0.07) (4.07) 9.94 1.36 - - 50.79 - - - - - (0.05) (0.04) 207.71 0.15 0.02 (2.19) (0.30) (7,205.51) (986.11) (7,522.99) (1,029.56) (17.03) 24.20 3.31 105.51 (56.78) (7.77) (0.45) (7.80) 190.82 26.10 2.92 0.29 105.34 (24.11) (3.30) (3.23) - - - - 4,071.50 7.89 1.08 0.50 0.05 1.68 0.23 - - 4.09 0.56 12,015.07 47.64 6.52 1.30 0.13 2.19 0.30 (0.13) (0.26) - - 1.18 - - - - - - - - - - - 0.07 - - 0.05 (0.12) - - - - - - - - - - - - 1.94 - - - - - - - - (0.05) (0.04) 208.89 0.15 0.02 (2.19) (0.30) (7,205.51) (986.11) (7,522.99) (1,029.56) (17.03) 24.20 3.31 105.58 (56.78) (7.77) (0.40) (7.92) 190.82 26.10 2.92 0.29 105.34 (24.11) (3.30) (3.23) - - 4.09 0.56 12,017.01 47.64 6.52 1.30 0.13 2.19 0.30 (0.13) (0.26) 100.00 80.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 51.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 As on 31.12.2020 1 USD=73.0700, 1 GBP=99.8200, 1 EUR=89.7375, 1 SGD=55.2550, 1 HKD=9.4250, 1 MYR=18.1650, 1 CNY=11.1900, 1 PLN=19.6700 As on 31.03.2021 1 USD=73.1100, 1 GBP=100.7525, 1 EUR=85.7500, 1 SGD=54.3500, 1 HKD=9.4050, 1 MYR=17.6325, 1 CNY=11.1600, 1 PLN=18.5400 * Representing aggregate % of voting power held by the Company and/or its subsidiaries. # Company having 31st December as reporting date. ^ The Company is under Liquidation. $ Includes Reserves and Surplus. 400 As on 31.12.2020 1 USD=73.0700, 1 GBP=99.8200, 1 EUR=89.7375, 1 SGD=55.2550, 1 HKD=9.4250, 1 MYR=18.1650, 1 CNY=11.1900, 1 PLN=19.6700 As on 31.03.2021 1 USD=73.1100, 1 GBP=100.7525, 1 EUR=85.7500, 1 SGD=54.3500, 1 HKD=9.4050, 1 MYR=17.6325, 1 CNY=11.1600, 1 PLN=18.5400 * Representing aggregate % of voting power held by the Company and/or its subsidiaries. # Company having 31st December as reporting date. ^ The Company is under Liquidation. $ Includes Reserves and Surplus. 401 Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Annexure “A” Sr. No. Name of Subsidiary Company 129 130 Reliance Lifestyle Products Private Limited (Formerly V&B Lifestyle India Private Limited) Reliance Marcellus II LLC # The date since which Subsidiary was acquired 05.10.2020 28.06.2010 131 Reliance Marcellus LLC # 29.03.2010 132 133 134 135 136 137 138 139 140 141 142 143 144 145 146 147 148 149 150 151 152 153 154 155 156 Reliance O2C Limited Reliance Payment Solutions Limited Reliance Petro Marketing Limited Reliance Petroleum Retail Limited Reliance Progressive Traders Private Limited Reliance Projects & Property Management Services Limited Reliance Prolific Commercial Private Limited Reliance Prolific Traders Private Limited Reliance Retail and Fashion Lifestyle Limited Reliance Retail Finance Limited Reliance Retail Insurance Broking Limited Reliance Retail Limited Reliance Retail Ventures Limited Reliance Sibur Elastomers Private Limited Reliance SMSL Limited Reliance Strategic Business Ventures Limited Reliance Strategic Investments Limited Reliance Universal Traders Private Limited Reliance Vantage Retail Limited Reliance Ventures Limited Reliance-GrandOptical Private Limited Reverie Language Technologies Limited (Formerly Reverie Language Technologies Private Limited) RIL USA, Inc. # 24.01.2019 07.09.2007 31.03.2009 21.06.2019 31.03.2009 19.06.2019 31.03.2009 31.03.2009 11.08.2020 20.02.2007 20.11.2006 20.11.2006 24.04.2007 21.02.2012 27.11.2007 21.06.2019 28.12.2001 31.03.2009 27.12.2007 07.10.1999 17.03.2008 22.03.2019 26.02.2009 RISE Worldwide Limited (Formerly IMG Reliance Limited) RP Chemicals (Malaysia) Sdn. Bhd. # 28.12.2020 11.02.2016 157 Saavn Inc. # 158 Saavn LLC # 05.04.2018 05.04.2018 Reporting Currency Equity Share Capital Other Equity $ Total Assets Total Liabilities Investments Total Income Profit Before Taxation Provision for Taxation Profit After Taxation INR 17.49 (12.10) 14.17 8.78 - 11.84 2.12 (0.02) 2.14 Other Compre- hensive Income - Total Compre- hensive Income 2.14 (` in crore) (Foreign Currencies in million) % of Share- holding* Proposed Dividend INR USD INR USD INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR INR USD INR INR RM INR USD INR USD 3,873.51 530.11 32,123.25 4,396.23 0.05 115.00 0.05 0.01 (3,873.51) (530.11) (34,180.54) (4,677.78) (0.06) 46.36 368.61 (0.01) - - 2,155.20 294.95 99.17 186.88 621.52 0.01 - - 4,212.49 576.50 99.18 25.52 252.86 0.01 - - 23.75 3.25 13.45 31.68 450.34 - 1.10 0.15 591.43 80.94 221.30 32.47 5,213.18 - 1.10 0.15 (17,182.92) (2,351.57) 0.01 1.26 99.93 (0.00) - - - - 0.02 - 23.76 - 1.10 0.15 (17,182.92) (2,351.57) (0.01) 1.26 76.17 (0.00) - - - - - 0.04 (25.58) - 1.10 0.15 (17,182.92) (2,351.57) (0.01) 1.30 50.59 (0.00) 10.00 3,927.85 4,240.44 302.59 0.00 41.56 (11.91) - (11.91) - (11.91) 100.00 449.12 74,977.45 74,428.33 11.43 28,734.67 46.68 (211.99) 258.67 21.40 280.07 1.00 631.59 638.87 6.28 10.00 2,798.95 2,914.34 105.39 0.01 (0.01) 0.01 0.01 - - - 7.75 0.55 25.90 (9.96) - (0.01) - - - 0.55 (9.96) (0.01) - - - 0.55 (9.96) (0.01) 68.12 4.00 3,571.10 23.50 3,639.82 32.77 0.60 5.27 44.18 28.31 1,062.07 31.94 291.64 7.14 62.97 1.82 228.67 5.32 - 0.03 228.67 5.35 4,990.42 6,863.54 2,354.53 20,331.79 58,985.94 1.27 50,180.29 74,876.20 5,061.45 24,858.08 9,026.72 2,705.65 586.24 54,827.42 18.41 1,31,926.89 3,732.33 4.22 6,181.56 1,589.47 (0.07) 1,594.70 393.87 (0.10) 4,586.86 1,195.60 0.03 1.37 (207.55) - 4,588.23 988.05 0.03 0.05 100.00 10.44 11,023.98 480.52 20,101.26 470.03 8,977.28 (0.00) 10,447.16 2,416.34 1,174.06 9.08 68.46 (2.43) 17.81 11.51 50.65 7.51 349.68 19.02 400.33 2.02 2,057.97 2,060.23 0.24 57.49 310.81 118.06 (5.00) 123.06 10.00 1,716.07 1,831.44 105.37 - 3.85 (7.51) (0.82) (6.69) 155.43 4,214.21 (0.04) 160.93 4,219.23 0.06 4.94 2.33 0.05 - 527.50 - 3.94 402.48 0.00 1.81 364.48 (0.00) 1.49 75.47 - 0.32 289.01 (0.00) - - - - - 123.06 (6.69) 0.32 289.01 (0.00) 63.63 77.09 13.44 4.92 5.09 (0.50) - (0.50) (0.05) (0.55) 0.56 2.69 0.05 0.02 21.92 3.00 106.72 2,859.43 1,574.14 0.00 0.00 1,453.44 198.91 996.16 136.33 93.67 (1,919.26) (1,056.57) 143.14 19.59 (1,322.71) (181.02) 1,599.28 218.87 219.44 1,060.93 584.05 143.14 19.59 162.73 22.27 581.20 79.54 19.05 120.76 66.48 - - 32.00 4.38 - - 157.63 - - 143.14 19.59 - - 5,821.12 796.65 93.76 515.23 283.64 - - 98.35 13.46 39.68 5.43 0.34 22.05 12.14 (0.00) (0.00) 11.25 1.54 (1.24) (0.17) 0.05 0.51 0.28 - - - - 40.92 5.60 0.29 21.54 11.86 (0.00) (0.00) 11.25 1.54 - - 0.07 - - - - - - 40.92 5.60 0.36 21.54 11.86 (0.00) (0.00) 11.25 1.54 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 99.94 85.06 74.90 100.00 100.00 88.24 100.00 100.00 100.00 100.00 82.88 100.00 100.00 100.00 100.00 100.00 Reporting Currency Equity Share Capital Other Equity $ Total Assets Total Liabilities Investments Total Income Profit Before Taxation Provision for Taxation Profit After Taxation 0.07 7,601.47 7,900.54 299.00 1,766.83 0.11 54.30 58.98 4.57 5.91 (` in crore) (Foreign Currencies in million) % of Share- holding* Proposed Dividend Other Compre- hensive Income 0.42 Total Compre- hensive Income 1.53 1.11 0.71 0.22 0.93 - - - - 89.87 - - 107.23 - - 15.54 - - - - - (0.28) - - (0.01) - - (0.01) - - (0.02) 132.45 341.59 200.65 8.04 299.60 (27.02) - (27.02) 1.43 (25.59) Sr. No. Name of Subsidiary Company 159 160 161 162 163 164 Saavn Media Limited (Formerly Saavn Media Private Limited) SankhyaSutra Labs Limited (Formerly SankhyaSutra Labs Private Limited) Scrumpalicious Limited # ^ Shopsense Retail Technologies Private Limited Shri Kannan Departmental Store Private Limited skyTran Inc. # 165 skyTran Israel Ltd. # 166 167 168 169 170 171 172 173 174 175 176 177 178 179 180 181 Surajya Services Private Limited Surela Investment and Trading Limited Tesseract Imaging Limited (Formerly Tesseract Imaging Private Limited) The Hamleys Group Limited # ^ The Indian Film Combine Private Limited Tresara Health Private Limited Ulwe East Infra Limited Ulwe North Infra Limited Ulwe South Infra Limited Ulwe Waterfront East Infra Limited Ulwe Waterfront North Infra Limited Ulwe Waterfront South Infra Limited Ulwe Waterfront West Infra Limited Ulwe West Infra Limited Urban Ladder Home Décor Solutions Private Limited Vitalic Health Private Limited The date since which Subsidiary was acquired 05.04.2018 12.03.2019 16.07.2019 13.08.2019 INR INR INR GBP INR 03.03.2020 INR 26.02.2021 26.02.2021 09.05.2019 07.05.2012 INR USD INR NIS INR INR - - 1.82 8.49 - - - - 0.03 0.05 16.07.2019 17.04.2018 18.08.2020 04.02.2019 28.01.2019 28.01.2019 29.01.2019 29.01.2019 15.01.2019 30.01.2019 04.02.2019 13.11.2020 18.08.2020 INR GBP INR INR INR INR INR INR INR INR INR INR INR INR - - 6.90 4.12 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 25.07 16.73 07.05.2019 INR 0.01 8.53 25.55 17.01 - - - - 16.77 (1.09) - - - - 18.47 21.23 - - - - 1.67 - - - - - 22.27 5.09 - - - - - - 2,214.71 3,090.29 868.68 (24.62) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) 55.99 0.05 0.05 0.05 0.05 0.05 0.05 0.05 0.05 76.49 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 - - - 39.77 16.30 - - - - - - - - 2.52 2.76 - - 36.01 1.11 0.71 - - (0.29) - - - - 0.21 0.49 - - - - (1.60) (0.49) 0.01 0.01 - - - - 2.87 2.38 169.95 - - - - - - - - (483.25) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) - - - - 0.56 - - - - 0.51 1.18 - - - - - - - - - - - - - (2.16) (0.49) 0.01 - - 1.87 (484.43) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) - - - - 0.02 - - - - - 0.01 - - - - - - - - - - - - (2.14) (0.49) 0.01 - - 1.87 (484.42) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (0.00) (15.73) (0.04) (15.77) 84.26 85.62 100.00 86.69 100.00 54.46 100.00 63.04 100.00 90.00 100.00 83.17 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 99.99 65.19 (15.20) 140.07 130.20 7.98 120.71 (15.73) 18.67 42.57 7.17 14.00 21.95 (802.23) 0.83 (803.06) (0.77) (803.83) As on 31.12.2020 1 USD=73.0700, 1 GBP=99.8200, 1 EUR=89.7375, 1 SGD=55.2550, 1 HKD=9.4250, 1 MYR=18.1650, 1 CNY=11.1900, 1 PLN=19.6700 As on 31.03.2021 1 USD=73.1100, 1 GBP=100.7525, 1 EUR=85.7500, 1 SGD=54.3500, 1 HKD=9.4050, 1 MYR=17.6325, 1 CNY=11.1600, 1 PLN=18.5400 * Representing aggregate % of voting power held by the Company and/or its subsidiaries. # Company having 31st December as reporting date. ^ The Company is under Liquidation. $ Includes Reserves and Surplus. The above statement also indicates performance and financial position of each of the subsidiaries. As on 31.12.2020 1 USD=73.0700, 1 GBP=99.8200, 1 EUR=89.7375, 1 SGD=55.2550, 1 HKD=9.4250, 1 MYR=18.1650, 1 CNY=11.1900, 1 PLN=19.6700 As on 31.03.2021 1 USD=73.1100, 1 GBP=100.7525, 1 EUR=85.7500, 1 SGD=54.3500, 1 HKD=9.4050, 1 MYR=17.6325, 1 CNY=11.1600, 1 PLN=18.5400 * Representing aggregate % of voting power held by the Company and/or its subsidiaries. # Company having 31st December as reporting date. $ Includes Reserves and Surplus. 402 403 Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Annexure “A” Name of Subsidiaries which are yet to commence operations Sr. No. Name of the Companies 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 Jio Limited Jio Information Aggregator Services Limited Ulwe Waterfront North Infra Limited Ulwe Waterfront South Infra Limited Ulwe Waterfront East Infra Limited Ulwe Waterfront West Infra Limited Ulwe North Infra Limited Ulwe South Infra Limited Ulwe East Infra Limited Ulwe West Infra Limited Kalamboli North Infra Limited Kalamboli South Infra Limited Kalamboli East Infra Limited Kalamboli West Infra Limited Kalamboli North First Infra Limited Kalamboli North Second Infra Limited Kalamboli North Third Infra Limited Kalamboli South First Infra Limited Dronagiri Dongri North Infra Limited Dronagiri Dongri South Infra Limited Dronagiri Dongri East Infra Limited Dronagiri Dongri West Infra Limited Dronagiri Funde North Infra Limited Dronagiri Funde South Infra Limited Dronagiri Funde East Infra Limited Dronagiri Funde West Infra Limited Dronagiri Panje North Infra Limited Dronagiri Panje South Infra Limited Dronagiri Panje East Infra Limited Dronagiri Panje West Infra Limited Dronagiri Bokadvira North Infra Limited Dronagiri Bokadvira South Infra Limited Dronagiri Bokadvira East Infra Limited Dronagiri Bokadvira West Infra Limited Dronagiri Pagote North Infra Limited Dronagiri Pagote South Infra Limited Dronagiri Pagote East Infra Limited Dronagiri Pagote West Infra Limited Dronagiri Navghar North Infra Limited Dronagiri Navghar South Infra Limited Dronagiri Navghar East Infra Limited Dronagiri Navghar West Infra Limited Dronagiri Navghar North First Infra Limited Dronagiri Navghar South First Infra Limited Dronagiri Navghar North Second Infra Limited Dronagiri Navghar South Second Infra Limited Dronagiri Pagote North First Infra Limited Dronagiri Pagote South First Infra Limited Dronagiri Pagote North Second Infra Limited RBML Solutions India Limited Reliance Retail and Fashion Lifestyle Limited Reliance Petroleum Retail Limited Jio Media Limited Jio Things Limited Name of the Subsidiaries which have ceased to be subsidiary / liquidated / sold / merged during the year Sr. No. 1 2 3 Name of the Companies Reliance Energy Generation & Distribution Limited Reliance Holidng USA, Inc. Dadri Toe Warehousing Private Limited ^ ^ The company became a subsidiary during the year. 404 Part “B”: Associates and Joint ventures Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associates and Joint Ventures Name of Associates/Joint Ventures Sr. No. Latest audited Balance Sheet Date The date on which the Associate or Joint Venture was associated or acquired Shares of Associate/Joint Ventures held by the Company on the year end Extent of Holding %* No. Amount of Investment in Associates/ Joint Venture (` in crore) Net-worth attributable to Shareholding as per latest audited Balance Sheet (` in crore) # Profit/Loss for the year Considered in Consoli- dation (` in crore) Not Considered in Conso- lidation Description of how there is Significant Influence (` in crore) Reason why the Associate/ Joint Venture is not consolidated Associates & Joint Ventures 1 2 3 4 5 6 7 8 9 10 11 Alok Industries Limited Gujarat Chemical Port Limited India Gas Solutions Private Limited Indian Vaccines Corporation Limited Pipeline Management Services Private Limited Reliance Europe Limited Reliance Industrial Infrastructure Limited Vadodara Enviro Channel Limited Balaji Telefilms Limited Jio Digital Fibre Private Limited Jamnagar Utilities & Power Private Limited 31.03.2021 31.03.2020 31.03.2021 31.03.2020 31.03.2020 31.12.2020 31.03.2021 31.03.2020 31.03.2020 31.03.2020 31.03.2020 28.02.2020 01.04.2006 26.08.2019 27.03.1989 29.03.2019 10.06.1993 19.05.1994 01.04.2019 22.08.2017 31.03.2019 07.05.2018 1,98,65,33,333 64,29,20,000 2,25,00,000 62,63,125 5,00,000 11,08,500 68,60,064 14,302 2,52,00,000 2,49,54,43,333 52,00,000 268.81 64.29 22.50 0.61 0.50 3.93 16.30 0.01 95.13 249.54 0.40 40.01 41.80 50.00 33.33 50.00 50.00 45.43 28.57 24.92 48.46 26.00 (7,064.47) 418.90 9.40 2.76 1.93 66.13 187.15 13.32 172.50 62,411.35 0.52 (18.04) 108.39 (4.59) (0.06) 2.49 1.95 3.47 (0.44) - - - - - - - - - - - - - - Note-A Note-A Note-A Note-A Note-A Note-A Note-A Note-A - - - - - - - - - - - Note-B Note-B Note-C * Representing aggregate % of voting power held by the Company # Includes other comprehensive income Notes: A. There is significant influence due to percentage(%) of voting power. B. Accounted as per requirement of Ind AS 109- Financial Instruments. C. The Company holds 26% of Equity Shares with Voting Rights, with No Right to Dividend and No Right to Participate in the Surplus Assets of the Company. The above statement also indicates performance and financial position of each of the associates and joint ventures. Name of the Associate or Joint Venture which are yet to commence operations - Nil Name of the Associates or Joint Ventures which have ceased to be Associates or Joint Ventures / liquidated / sold / merged during the year Sr. No. 1 2 3 Name of the Companies Football Sports Development Limited Summit Digitel Infrastructure Private Limited (Formerly Reliance Jio Infratel Private Limited) RISE Worldwide Limited (Formerly IMG Reliance Limited) As per our Report of even date For and on behalf of the Board For D T S & Associates LLP Chartered Accountants (Registration No. 142412W/ W100595) For S R B C & CO LLP Chartered Accountants (Registration No. 324982E/E300003) T P Ostwal Partner Membership No. 030848 Vikas Kumar Pansari Partner Membership No. 093649 Date: April 30, 2021 Alok Agarwal Chief Financial Officer Srikanth Venkatachari Joint Chief Financial Officer K. Sethuraman Company Secretary Savithri Parekh Joint Company Secretary M.D. Ambani Chairman and Managing Director N.R. Meswani H.R. Meswani P.M.S. Prasad P.K. Kapil Nita M. Ambani Y.P. Trivedi Prof. Dipak C. Jain Dr. R.A. Mashelkar Adil Zainulbhai Raminder Singh Gujral Dr. Shumeet Banerji Arundhati Bhattacharya K.V. Chowdary Executive Directors Non-Executive Directors 405 Integrated Annual Report 2020-21ConsolidatedNOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited appointed as an Independent Director and who holds office as an Independent Director up to July 20, 2022 and in respect of whom the Company has received a notice in writing under Section 160 of the Act from a Member proposing his candidature for the office of Director, being eligible, be and is hereby re-appointed as an Independent Director, not liable to retire by rotation and to hold office for a second term of 5 (five) consecutive years, that is, up to July 20, 2027; RESOLVED FURTHER THAT the Board of Directors be and is hereby authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution.” 6. To ratify the remuneration of Cost Auditors for the financial year ending March 31, 2022 and, in this regard, to consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT in accordance with the provisions of Section 148 and other applicable provisions of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the remuneration, as approved by the Board of Directors and set out in the Statement annexed to the Notice, to be paid to the Cost Auditors appointed by the Board of Directors, to conduct the audit of cost records of the Company for the financial year ending March 31, 2022, be and is hereby ratified.” Notice NOTICE is hereby given that the Forty-fourth Annual General Meeting (Post-IPO) of the Members of Reliance Industries Limited will be held on Thursday, June 24, 2021 at 2:00 p.m. IST through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”), to transact the following business: Ordinary Business 1. To consider and adopt (a) the year ended March 31, 2021 and the same be paid out of the profits of the Company.” 3. To appoint Shri Nikhil R. Meswani, who retires by rotation as a Director and, in this regard, to consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution: audited financial statement of the Company for the financial year ended March 31, 2021 and the reports of the Board of Directors and Auditors thereon; and (b) the audited consolidated financial statement of the Company for the financial year ended March 31, 2021 and the report of Auditors thereon and, in this regard, to consider and if thought fit, to pass, with or without modification(s), the following resolutions as Ordinary Resolutions: a) “RESOLVED THAT the audited financial statement of the Company for the financial year ended March 31, 2021 and the reports of the Board of Directors and Auditors thereon, as circulated to the Members, be and are hereby considered and adopted.” b) “RESOLVED THAT the audited consolidated financial statement of the Company for the financial year ended March 31, 2021 and the report of Auditors thereon, as circulated to the Members, be and are hereby considered and adopted.” 2. To declare a dividend on equity shares for the financial year ended March 31, 2021 and, in this regard, to consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT a dividend at the rate of ` 7/- (Seven rupees only) per equity share of ` 10/- (Ten rupees) each fully paid-up of the Company, and a pro-rata dividend on the partly paid-up equity shares of the Company (that is, dividend in proportion to the amount paid-up on such shares), as recommended by the Board of Directors, be and is hereby declared for the financial 406 “RESOLVED THAT in accordance with the provisions of Section 152 and other applicable provisions of the Companies Act, 2013, Shri Nikhil R. Meswani (DIN: 00001620), who retires by rotation at this meeting, be and is hereby appointed as a Director of the Company.” 4. To appoint Shri Pawan Kumar Kapil, who retires by rotation as a Director and, in this regard, to consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT in accordance with the provisions of Section 152 and other applicable provisions of the Companies Act, 2013, Shri Pawan Kumar Kapil (DIN: 02460200), who retires by rotation at this meeting, be and is hereby appointed as a Director of the Company.” Special Business 5. To re-appoint Dr. Shumeet Banerji as an Independent Director and, in this regard, to consider and if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Sections 149, 152 read with Schedule IV and other applicable provisions of the Companies Act, 2013 (“the Act”) and the Companies (Appointment and Qualification of Directors) Rules, 2014 and the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), Dr. Shumeet Banerji (DIN: 02787784), who was Notes: Shri Nikhil R. Meswani and Shri a) Members holding shares in 1. Considering the ongoing Covid-19 pandemic, the Ministry of Corporate Affairs (“MCA”) has, vide its circular dated January 13, 2021 read together with circulars dated April 8, 2020, April 13, 2020 and May 5, 2020 (collectively referred to as “MCA Circulars”), permitted convening the Annual General Meeting (“AGM” / “Meeting”) through Video Conferencing (“VC”) or Other Audio Visual Means (“OAVM”), without physical presence of the members at a common venue. In accordance with the MCA Circulars, provisions of the Companies Act, 2013 (”the Act”) and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), the AGM of the Company is being held through VC / OAVM. The deemed venue for the AGM shall be the Registered Office of the Company. 2. A statement pursuant to Section 102(1) of the Act, relating to the Special Business to be transacted at the AGM, is annexed hereto. 3. Generally, a member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote on a poll instead of himself and the proxy need not be a member of the company. Since this AGM is being held through VC / OAVM pursuant to the MCA Circulars, physical attendance of Members has been dispensed with. Accordingly, the facility for appointment of proxies by the Members will not be available for the AGM and hence, the Proxy Form and Attendance Slip are not annexed hereto. Pawan Kumar Kapil are interested in the Ordinary Resolutions set out at Item Nos. 3 and 4, respectively, of the Notice with regard to their re- appointment. Shri Hital R. Meswani, Executive Director, being related to Shri Nikhil R. Meswani, may be deemed to be interested in the resolution set out at Item No. 3 of the Notice. The other relatives of Shri Nikhil R. Meswani and relatives of Shri Pawan Kumar Kapil may be deemed to be interested in the resolutions set out at Item Nos. 3 and 4 of the Notice, respectively, to the extent of their shareholding interest, if any, in the Company. Save and except the above, none of the Directors / Key Managerial Personnel of the Company / their relatives are, in any way, concerned or interested, financially or otherwise, in the Ordinary Business set out under Item Nos. 1 to 4 of the Notice. 6. Details of Directors retiring by rotation / seeking appointment / re-appointment at this Meeting are provided in the “Annexure” to the Notice. Dispatch of Annual Report through Electronic Mode: 7. In compliance with the MCA Circulars and SEBI Circular dated January 15, 2021 read with Circular dated May 12, 2020, Notice of the AGM along with the Annual Report 2020-21 is being sent only through electronic mode to those Members whose e-mail address is registered with the Company/ Depository Participants. Members may note that the Notice and Annual Report 2020-21 will also be available on the Company’s website www.ril.com, websites of the Stock Exchanges, that is, BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com, respectively, and on the website of Company’s Registrar and Transfer Agent, KFin Technologies Private Limited (“KFinTech”) at https://evoting.kfintech.com 8. For receiving all communication (including Annual Report) from the Company electronically: physical mode and who have not registered / updated their e-mail address with the Company are requested to register / update the same by writing to the Company with details of folio number and attaching a self-attested copy of PAN card at investor. relations@ril.com or to KFinTech at rilinvestor@kfintech.com b) Members holding shares in dematerialised mode are requested to register / update their e-mail address with the relevant Depository Participant. Procedure for Joining the AGM through VC / OAVM: 9. The Company will provide VC / OAVM facility to its Members for participating at the AGM. a) Members will be able to attend the AGM through VC / OAVM or view the live webcast through JioMeet by using their login credentials provided in the accompanying communication. Members are requested to follow the procedure given below: i. Launch internet browser by typing / clicking on the following link: https:// jiomeet.jio.com/rilagm (best viewed with Edge 80+, Firefox 78+, Chrome 83+, Safari 13+) ii. Click on “Enter as Shareholder” button iii. Enter the login credentials (that is, User ID and password provided in the accompanying communication) and click on “Login”. iv. Upon logging-in, you will enter the Meeting Room. b) Members who do not have or who have forgotten their User ID and Password, may obtain / generate / retrieve the same, for attending the AGM, by following the procedure given in the instruction at Note No. 13.C.(vii.)(III). 407 By Order of the Board of Directors 4. Since the AGM will be held through K. Sethuraman Group Company Secretary and Chief Compliance Officer Mumbai, May 27, 2021 Registered Office: 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai – 400 021 CIN: L17110MH1973PLC019786 Website: www.ril.com E-mail: investor.relations@ril.com Tel.: +91 22 3555 5000 Fax: +91 22 2204 2268 VC/ OAVM, the route map of the venue of the Meeting is not annexed hereto. 5. In terms of the provisions of Section 152 of the Act, Shri Nikhil R. Meswani and Shri Pawan Kumar Kapil, Directors, retire by rotation at the Meeting. The Human Resources, Nomination and Remuneration Committee and the Board of Directors of the Company commend their respective re-appointments. Integrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited c) Members who would like to express their views or ask questions during the AGM may register themselves at https://jiomeet.jio.com/ rilagmspeakerregistration. The Speaker Registration will be open during Monday, June 7, 2021 to Wednesday, June 16, 2021. Only those Members who are registered will be allowed to express their views or ask questions. The Company reserves the right to restrict the number of questions and number of speakers, depending upon availability of time as appropriate for smooth conduct of the AGM. Selection of speakers will be based on criteria set-out at https:// www.ril.com/ar2020-21/pdf/ speakerregistrationcriteria.pdf d) All shareholders attending the AGM will have the option to post their comments / queries through a dedicated Chat box that will be available below the Meeting Screen. e) Members will be allowed to attend the AGM through VC / OAVM on first come, first served basis. f) Institutional / corporate Members (that is, other than Individuals, HUFs, NRIs, etc.) are required to send the Board Resolution / Power of Attorney / Authority Letter, etc., together with attested specimen signature(s) of the duly authorised representative(s), at e-mail id: ril.scrutinizer@kfintech. com with a copy marked to evoting.ril@kfintech.com. Such authorisation shall contain necessary authority in favour of its authorised representative(s) to attend the AGM. g) Facility to join the Meeting shall be opened thirty minutes before the scheduled time of the Meeting and shall be kept open throughout the proceedings of the Meeting. h) Members who need assistance before or during the AGM, can contact KFinTech on emeetings@ kfintech.com or call on toll free numbers 1800-425-8998 / 1800- 345-4001 (from 9:00 a.m. to 6:00 p.m. on all working days). Kindly quote your name, DP ID-Client ID / Folio no. and E-voting Event Number (“EVEN”) in all your communications. 10. In case of joint holders attending the Meeting, only such joint holder who is higher in the order of names will be entitled to vote at the Meeting. 11. Members attending the AGM through VC / OAVM shall be reckoned for the purpose of quorum under Section 103 of the Act. 12. Members of the Company under the category of ‘Institutional Investors’ are encouraged to attend and vote at the AGM. Procedure for ‘remote e-voting’ and e-voting at the AGM (‘Insta Poll’): 13. A. E-VOTING FACILITY: Pursuant to the provisions of Section 108 and other applicable provisions, if any, of the Act read with the Companies (Management and Administration) Rules, 2014, as amended, and Regulation 44 of SEBI Listing Regulations read with circular of SEBI on e-Voting Facility provided by Listed Entities, dated December 9, 2020, the Company is providing to its Members facility to exercise their right to vote on resolutions proposed to be passed at the AGM by electronic means (“e-voting”). Members may cast their votes remotely, using an electronic voting system on the dates mentioned herein below (“remote e-voting’’). Further, the facility for voting through electronic voting system will also be made available at the Meeting (“Insta Poll”) and Members attending the Meeting who have not cast their vote(s) by remote e-voting will be able to vote at the Meeting through Insta Poll. The Company has engaged the services of KFinTech as the agency to provide e-voting facility. The manner of voting, including voting remotely by (i) individual shareholders holding shares of the Company in demat mode, (ii) shareholders other than individuals holding shares of the Company in demat mode, (iii) shareholders holding shares of the Company in physical mode, and (iv) Members who have not registered their e-mail address is explained in the instructions given under C. and D. hereinbelow. The remote e-voting facility will be available during the following voting period: Commencement of remote e-voting: 9:00 a.m. (IST) on Saturday, June 19, 2021 End of remote e-voting: 5:00 p.m. (IST) on Wednesday, June 23, 2021 The remote e-voting will not be allowed beyond the aforesaid date and time and the remote e-voting module shall be forthwith disabled by KFinTech upon expiry of the aforesaid period. Voting rights of a Member / Beneficial Owner (in case of electronic shareholding) shall be in proportion to his/her/its shareholding in the paid-up equity share capital of the Company as on the cut-off date, that is, Thursday, June 17, 2021 (“Cut-off Date”). The Board of Directors of the Company has appointed Shri Mehul Modi, a Practising Chartered Accountant (Membership No.: 048940), Partner, Deloitte Haskins & Sells LLP, Chartered Accountants or failing him Shri Vishal Agarwal, a Practising Chartered Accountant (Membership No.: 119930), Partner, Deloitte Haskins & Sells LLP, Chartered Accountants, as Scrutiniser to scrutinise the remote e-voting and Insta Poll process in a fair and transparent manner and they have communicated their willingness to be appointed and will be available for the said purpose. B. INFORMATION AND INSTRUCTIONS RELATING TO E-VOTING: (i) The Members who have cast their vote(s) by remote e-voting may also attend the Meeting but shall not be entitled to cast their vote(s) again at the Meeting. (ii) Once the vote on a resolution is cast by a Member, whether partially or otherwise, the Member shall not be allowed to change it subsequently or cast the vote again. (iii) A Member can opt for only single mode of voting per EVEN, that is, through remote e-voting or voting at the Meeting (Insta Poll). If a Member casts vote(s) by both modes, then voting done through remote e-voting shall prevail and vote(s) cast at the Meeting shall be treated as “INVALID”. (iv) A person, whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the Depositories as on the Cut-off Date only shall be entitled to avail the facility of remote e-voting or for participation at the AGM and voting through Insta Poll. A person who is not a Member as on the Cut-off Date, should treat the Notice for information purpose only. C. REMOTE E-VOTING: (vi) INFORMATION AND INSTRUCTIONS FOR REMOTE E-VOTING BY INDIVIDUAL SHAREHOLDERS HOLDING SHARES OF THE COMPANY IN DEMAT MODE (v) The Company has opted to provide the same electronic voting system at the Meeting, as used during remote e-voting, and the said facility shall be operational till all the resolutions proposed in the Notice are considered and voted upon at the Meeting and may be used for voting only by the Members holding shares as on the Cut- off Date who are attending the Meeting and who have not already cast their vote(s) through remote e-voting. As per circular of SEBI on e-Voting Facility provided by Listed Entities, dated December 9, 2020, all “individual shareholders holding shares of the Company in demat mode” can cast their vote, by way of a single login credential, through their demat accounts / websites of Depositories / Depository Participants. The procedure to login and access remote e-voting, as devised by the Depositories / Depository Participant(s), is given below: 1. i. ii. iii. iv. Procedure to login through websites of Depositories National Securities Depository Limited (“NSDL”) Users already registered for IDeAS e-Services facility of NSDL may follow the following procedure: Type in the browser / Click on the following e-Services link: https://eservices.nsdl.com 1. i. Central Depository Services (India) Limited (“CDSL”) Users already registered for Easi / Easiest facility of CDSL may follow the following procedure: Type in the browser / Click on any of the following links: https:// web.cdslindia.com/myeasi/home/login Click on the button “Beneficial Owner” available for login under ‘IDeAS’ section. A new page will open. Enter your User ID and Password for accessing IDeAS. On successful authentication, you will enter your IDeAS service login. Click on “Access to e-Voting” under Value Added Services on the panel available on the left hand side. v. Click on “Active E-voting Cycles” option under E-voting. vi. You will see Company Name: “Reliance Industries Limited” on the next screen. Click on the e-Voting link available against Reliance Industries Limited or select e-Voting service provider “KFinTech” and you will be re-directed to the e-Voting page of KFinTech to cast your vote without any further authentication. or www.cdslindia.com and click on New System Myeasi / Login to My Easi option under Quick Login (best operational in Internet Explorer 10 or above and Mozilla Firefox) ii. Enter your User ID and Password for accessing Easi / Easiest. iii. You will see Company Name: “Reliance Industries Limited” on the next screen. Click on the e-Voting link available against Reliance Industries Limited or select e-Voting service provider “KFinTech” and you will be re-directed to the e-Voting page of KFinTech to cast your vote without any further authentication. 408 409 NoticeIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited National Securities Depository Limited (“NSDL”) Central Depository Services (India) Limited (“CDSL”) 2. Users not registered for IDeAS e-Services facility of NSDL may follow the following procedure: 2. Users not registered for Easi/Easiest facility of CDSL may follow the following procedure: Procedure to login through websites of Depositories i. ii. iii. To register, type in the browser / Click on the following e-Services link: https://eservices.nsdl.com Select option “Register Online for IDeAS” available on the left hand side of the page Proceed to complete registration using your DP ID, Client ID, Mobile Number etc. i. ii. iii. iv. After successful registration, please follow steps given under Sr. No. 1 above to cast your vote. To register, type in the browser / Click on the following link: https://web.cdslindia.com/myeasi/Registration/ EasiRegistration Proceed to complete registration using your DP ID-Client ID (BO ID), etc. After successful registration, please follow steps given under Sr. No. 1 above to cast your vote. 3. Users may directly access the e-Voting module of NSDL as per the following procedure: 3. Users may directly access the e-Voting module of CDSL as per the following procedure: i. ii. iii. iv. Type in the browser / Click on the following link: https://www. evoting.nsdl.com/ i. Type in the browser / Click on the following links: www. cdslindia.com / https://www.evotingindia.com Click on the button “Login” available under “Shareholder/ Member” section. On the login page, enter User ID (that is, 16-character demat account number held with NSDL, starting with IN), Login Type, that is, through typing Password (in case you are registered on NSDL’s e-voting platform)/ through generation of OTP (in case your mobile/e-mail address is registered in your demat account) and Verification Code as shown on the screen. On successful authentication, you will enter the e-voting module of NSDL. Click on “Active E-voting Cycles / VC or OAVMs” option under E-voting. You will see Company Name: “Reliance Industries Limited” on the next screen. Click on the e-Voting link available against Reliance Industries Limited or select e-Voting service provider “KFinTech” and you will be re-directed to the e-Voting page of KFinTech to cast your vote without any further authentication. ii. Provide Demat Account Number and PAN iii. iv. System will authenticate user by sending OTP on registered Mobile & E-mail as recorded in the Demat Account. On successful authentication, you will enter the e-voting module of CDSL. Click on the e-Voting link available against Reliance Industries Limited or select e-Voting service provider “KFinTech” and you will be re-directed to the e-Voting page of KFinTech to cast your vote without any further authentication. Procedure to login through their demat accounts / Website of Depository Participant Individual shareholders holding shares of the Company in Demat mode can access e-Voting facility provided by the Company using login credentials of their demat accounts (online accounts) through their demat accounts / websites of Depository Participants registered with NSDL/CDSL. An option for “e-Voting” will be available once they have successfully logged-in through their respective logins. Click on the option “e-Voting” and they will be redirected to e-Voting modules of NSDL/CDSL (as may be applicable). Click on the e-Voting link available against Reliance Industries Limited or select e-Voting service provider “KFinTech” and you will be re-directed to the e-Voting page of KFinTech to cast your vote without any further authentication. Members who are unable to retrieve User ID / Password are advised to use “Forgot User ID” / “Forgot Password” options available on the websites of Depositories / Depository Participants. Contact details in case of any technical issue on NSDL Website Members facing any technical issue during login can contact NSDL helpdesk by sending a request at evoting@nsdl.co.in or call at toll free nos.: 1800 1020 990 / 1800 22 44 30 Contact details in case of any technical issue on CDSL Website Members facing any technical issue during login can contact CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia. com or contact at 022- 23058738 or 022-23058542-43. (vii) INFORMATION AND INSTRUCTIONS FOR REMOTE E-VOTING BY (I) SHAREHOLDERS OTHER THAN INDIVIDUALS HOLDING SHARES OF THE COMPANY IN DEMAT MODE AND (II) ALL SHAREHOLDERS HOLDING SHARES IN PHYSICAL MODE (I) (A.) In case a Member receives an e-mail from the Company / KFinTech [for Members whose 410 e-mail address is registered with the Company / Depository Participant(s)]: (a) Launch internet browser by typing the URL: https:// evoting.kfintech.com (b) Enter the login credentials (User ID and password provided in the e-mail). The E-Voting Event Number+Folio No. or DP ID Client ID will be your User ID. If you are already registered with KFinTech for e-voting, you can use the existing password for logging-in. If required, please visit https://evoting.kfintech. com or contact toll-free numbers 1800-425-8998 / 1800-345-4001 (from 9:00 a.m. to 6:00 p.m. on all working days) for assistance on your existing password. (c) After entering these details appropriately, click on “LOGIN”. (d) You will now reach Password Change Menu wherein you are required to mandatorily change your password upon logging-in for the first time. The new password shall comprise minimum 8 characters with at least one upper case (A-Z), one lower case (a-z), one numeric (0-9) and a special character (@,#,$,etc.). The system will prompt you to change your password and update your contact details like mobile number, e-mail address, etc. on first login. You may also enter a secret question and answer of your choice to retrieve your password in case you forget it. It is strongly recommended that you do not share your password with any other person and that you take utmost care to keep your password confidential. (e) You need to login again with the new credentials. (f) On successful login, the system will prompt you to select the E-Voting Event Number (EVEN) for Reliance Industries Limited. SHAREHOLDERS TO SELECT THE RESPECTIVE EVENS AND VOTE DEPENDING UPON THEIR SHAREHOLDING - FULLY PAID-UP OR PARTLY PAID-UP OR BOTH. (g) On the voting page, enter the number of shares as on the Cut- off Date under either “FOR” or “AGAINST” or alternatively, you may partially enter any number under “FOR” / “AGAINST”, but the total number under “FOR” / “AGAINST” taken together should not exceed your total shareholding as on the Cut-off Date. You may also choose to “ABSTAIN” and vote will not be counted under either head. (h) Members holding shares under multiple folios / demat accounts shall choose the voting process separately for each of the folios / demat accounts. (i) Voting has to be done for each item of the Notice separately. In case you do not desire to cast your vote on any specific item, it will be treated as “ABSTAINED”. (j) You may then cast your vote by selecting an appropriate option and click on “SUBMIT”. (k) A confirmation box will be displayed. Click “OK” to confirm, else “CANCEL” to modify. (l) Once you confirm, you will not be allowed to modify your vote. (m) Corporate / Institutional Members (that is, other than Individuals, HUFs, NRIs, etc.) are also required to send legible scanned certified true copy (in PDF Format) of the Board Resolution / Power of Attorney / Authority Letter, etc., together with attested specimen signature(s) of the duly authorized representative(s), to the Scrutiniser at e-mail id: ril.scrutinizer@kfintech. com with a copy marked to evoting.ril@kfintech.com. Such authorisation shall contain necessary authority for voting by its authorised representative(s). It is also requested to upload the same in the e-voting module in their login. The naming format of the aforesaid legible scanned document shall be “Corporate Name EVEN” (B.) In case of a Member whose e-mail address is not registered / updated with the Company / KFinTech / Depository Participant(s), please follow the following steps to generate your login credentials: (a) Members holding shares in physical mode, who have not registered / updated their e-mail address with the Company, are requested to register / update the same by clicking on https://rkarisma.kfintech. com/shareholders or by writing to the Company with details of folio number and attaching a self-attested copy of PAN card at investor.relations@ ril.com or to KFinTech at rilinvestor@kfintech.com (b) Members holding shares in dematerialised mode who have not registered their e-mail address with their Depository Participant(s) are requested to register / update their e-mail address with the Depository Participant(s) with which they maintain their demat accounts. (c) After due verification, the Company / KFinTech will forward your login credentials to your registered e-mail address. (d) Follow the instructions at I.(A). (a) to (m) to cast your vote. (II) Members can also update their mobile number and e-mail address in the “user profile details” in their e-voting login on https://evoting. kfintech.com which may be used for sending further communication(s). (III) Any person who becomes a Member of the Company after despatch of the Notice of the Meeting and holding shares as on the Cut-off Date / any Member who has forgotten the User ID and Password, may obtain / generate / retrieve the same from KFinTech in the manner as mentioned below: (a) If the mobile number of the Member is registered against Folio No. / DP ID Client ID, the Member may send SMS: MYEPWD E-Voting Event Number+Folio No. or DP ID Client ID to 9212993399 Example for NSDL: MYEPWD IN12345612345678 Example for CDSL: MYEPWD 1402345612345678 Example for Physical: MYEPWD XXXX123456789 (b) If e-mail address or mobile number of the Member is registered against Folio No. / DP ID Client ID, then on the home page of https://evoting.kfintech. com, the Member may click “Forgot Password” and enter Folio No. or DP ID Client ID and PAN to generate password. (c) Member may call on KFinTech’s toll-free numbers 1800-425-8998 / 1800-345-4001 (from 9:00 a.m. to 6:00 p.m. on all working days). (d) Member may send an e-mail request to evoting.ril@kfintech. 411 NoticeIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited com. After due verification of the request, User ID and password will be sent to the member. (e) If the Member is already registered with KFinTech’s e-voting platform, then he/she/ it can use his/her/its existing password for logging-in. (IV) In case of any query on e-voting, Members may refer to the “Help” and “FAQs” sections / E-voting user manual available through a dropdown menu in the “Downloads” section of KFinTech’s website for e-voting: https://evoting. kfintech.com or contact KFinTech as per the details given under sub- point no. V below. (V) Members are requested to note the following contact details for addressing e-voting related grievances: Shri S. P. Venugopal, General Manager KFin Technologies Private Limited (Formerly known as Karvy Fintech Private Limited) Selenium Tower B, Plot 31-32, Gachibowli, Financial District, Nanakramguda, Hyderabad 500 032 Phone Nos.: +91 40 6716 1700 Toll-free No.: 1800-425-8998/ 1800-345-4001 (from 9:00 a.m. to 6:00 p.m. on all working days) E-mail: evoting.ril@kfintech.com D. INSTA POLL: (VII) INFORMATION AND INSTRUCTIONS FOR INSTA POLL: Facility to vote through Insta Poll will be made available on the Meeting page (after you log into the Meeting) and will be activated once the Insta Poll is announced at the Meeting. An icon, “Vote”, will be available at the bottom left on the Meeting Screen. Once the voting at the Meeting is announced by the Chairman, Members who have not cast their vote using remote e-voting will be able to cast their vote by clicking on this icon. 412 E. E-VOTING RESULT: (IX) The Scrutiniser will, after the conclusion of e-voting at the Meeting, scrutinise the votes cast at the Meeting (Insta Poll) and votes cast through remote e-voting, make a consolidated Scrutiniser’s Report and submit the same to the Chairman. The result of e-voting will be declared within two working days of the conclusion of the Meeting and the same, along with the consolidated Scrutiniser’s Report, will be placed on the website of the Company: www.ril.com and on the website of KFinTech at: https:// evoting.kfintech.com. The result will simultaneously be communicated to the Stock Exchanges. (X) Subject to receipt of requisite number of votes, the Resolutions proposed in the Notice shall be deemed to be passed on the date of the Meeting, that is, Thursday, June 24, 2021. Procedure for Inspection of Documents: 14. The Register of Directors and Key Managerial Personnel and their shareholding maintained under Section 170 of the Act, the Register of Contracts or Arrangements in which the Directors are interested, maintained under Section 189 of the Act, and the relevant documents referred to in the Notice will be available, electronically, for inspection by the Members during the AGM. All documents referred to in the Notice will also be available electronically for inspection without any fee by the Members from the date of circulation of this Notice up to the date of AGM. Members seeking to inspect such documents can send an e-mail to rilagm@ril.com 15. Members seeking any information with regard to the accounts or any matter to be placed at the AGM, are requested to write to the Company on or before Thursday, June 17, 2021 by sending e-mail on rilagm@ril. com. The same will be replied by the Company suitably. IEPF Related Information: 16. The Company has transferred the unpaid or unclaimed dividends declared up to financial years 2012-13, from time to time, to the Investor Education and Protection Fund (“IEPF”) established by the Central Government. Details of dividends so far transferred to the IEPF Authority are available on the website of IEPF Authority and the same can be accessed through the link: www.iepf.gov.in 17. The details of unpaid and unclaimed dividends lying with the Company as on March 31, 2021 are uploaded on the website of the Company and can be accessed through the link https:// www.ril.com/InvestorRelations/ ShareholdersInformation.aspx Details of unpaid and unclaimed dividends up to March 31, 2020 are also uploaded on the website of the IEPF Authority and can be accessed through the link: www.iepf.gov.in Adhering to the various requirements set out in the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, as amended, the Company has, during financial year 2020-21, transferred to the IEPF Authority all shares in respect of which dividend had remained unpaid or unclaimed for seven consecutive years or more as on the due date of transfer, that is, July 12, 2020. Details of shares so far transferred to the IEPF Authority are available on the website of the Company and the same can be accessed through the link: https:// www.ril.com/InvestorRelations/ ShareholdersInformation.aspx The said details have also been uploaded on the website of the IEPF Authority and can be accessed through the link: www.iepf.gov.in Members may note that shares as well as unclaimed dividends transferred to IEPF Authority can be claimed back from the IEPF Authority. The concerned Members/investors are advised to read Company’s Shareholders’ Referencer at weblink https://www. ril.com/DownloadFiles/IRForms/Shareholders-Referencer.pdf or visit the weblink of the IEPF Authority http://iepf. gov.in/IEPF/refund.html, or contact KFinTech, for detailed procedure to lodge the claim with IEPF Authority. Due dates for transfer to IEPF, of the unclaimed/unpaid dividends for the financial year 2013-14 and thereafter, are as under: Financial year 2013-14 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 Declaration Date June 18, 2014 June 12, 2015 March 10, 2016 July 21, 2017 July 5, 2018 August 12, 2019 July 15, 2020 Due Date July 24, 2021 July 18, 2022 April 15, 2023 August 26, 2024 August 4, 2025 September 11, 2026 August 14, 2027 Dividend Related Information 18. Subject to approval of the Members at the AGM, the dividend will be paid within a week from the conclusion of the AGM, to the Members whose names appear on the Company’s Register of Members as on the Record Date, and in respect of the shares held in dematerialised mode, to the Members whose names are furnished by National Securities Depository Limited and Central Depository Services (India) Limited as beneficial owners as on that date. Payment of dividend shall be made through electronic mode to the Members who have updated their bank account details. Dividend warrants / demand drafts will be despatched to the registered address of the Members who have not updated their bank account details. Members are requested to register / update their complete bank details: (a) with their Depository Participant(s) with which they maintain their demat accounts, if shares are held in dematerialised mode, by submitting forms and documents as may be required by the Depository Participant(s); and (b) with the Company / KFinTech by clicking on https://rkarisma. kfintech.com/shareholders or by emailing at investor.relations@ ril.com or rilinvestor@kfintech. com, if shares are held in physical mode, by submitting: (i) scanned copy of the signed request letter which shall contain Member’s name, folio number, bank details (Bank account number, Bank and Branch Name and address, IFSC, MICR details), (ii) self-attested copy of the PAN card, and (iii) cancelled cheque leaf. Tax Deductible at Source / Withholding tax: Pursuant to the requirement of Income Tax Act, 1961, the Company will be required to withhold taxes at the prescribed rates on the dividend paid to its shareholders. The withholding tax rate would vary depending on the residential status of the shareholder and documents submitted by shareholder with the Company/ KFinTech/ Depository Participant. A. Resident Shareholders: A.1. Tax Deductible at Source for Resident Shareholders Sr. No. Particulars Withholding tax rate Documents required (if any) / Remarks 1. 2. 3. Valid PAN updated in the Company’s Register of Members 10% No PAN/Valid PAN not updated in the Company’s Register of Members 20% Availability of lower/nil tax deduction certificate issued by Income Tax Department u/s 197 of Income Tax Act, 1961 Rate specified in the certificate No document required. If dividend does not exceed ` 5,000/-, no TDS/ withholding tax will be deducted. Also, please refer note (v) below. TDS/ Withholding tax will be deducted, regardless of dividend amount, if PAN of the shareholder is not registered with the Company/ KFinTech/ Depository Participant. All the shareholders are requested to update, on or before June 14, 2021, their PAN with their Depository Participant (if shares are held in electronic form) and Company / KFinTech (if shares are held in physical form). Please quote all the folio numbers under which you hold your shares while updating the records. Please also refer note (v) below. Lower tax deduction certificate obtained from Income Tax Authority to be submitted on or before June 14, 2021 413 NoticeIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited A.2. No Tax Deductible at Source on dividend payment to resident shareholders if the Shareholders submit Notes: following documents as mentioned in column no.4 of the below table with the Company / KFinTech/ Depository Participant on or before June 14, 2021 Sr. No. (1) Particulars (2) 1. Submission of form 15G/15H 2. 3. Shareholders to whom section 194 of the Income Tax, 1961 does not apply as per second proviso to section 194 such as LIC, GIC. etc. Shareholder covered u/s 196 of Income Tax Act, 1961 such as Government, RBI, corporations established by Central Act & mutual funds. 4. Category I and II Alternate Investment Fund 5. 6. 7. • Recognised provident funds • Approved superannuation fund • Approved gratuity fund National Pension Scheme Any resident shareholder exempted from TDS deduction as per the provisions of Income Tax Act or by any other law or notification Withholding tax rate (3) Documents required (if any) / Remarks (4) NIL NIL NIL NIL NIL NIL NIL Declaration in Form No. 15G (applicable to an individual who is below 60 years) / Form 15H (applicable to an individual who is 60 years and above), fulfilling certain conditions Documentary evidence for exemption u/s 194 of Income Tax Act, 1961 Documentary evidence for coverage u/s 196 of Income Tax Act, 1961 SEBI registration certificate to claim benefit under section 197A (1F) of Income Tax Act, 1961 Necessary documentary evidence as per Circular No. 18/2017 issued by Central Board of Direct Taxes (CBDT) No TDS/ withholding tax as per section 197A (1E) of Income Tax Act, 1961 Necessary documentary evidence substantiating exemption from deduction of TDS B. Non-Resident Shareholders: The table below shows the withholding tax on dividend payment to non-resident shareholders who submit, on or before June 14, 2021, the following document(s), as mentioned in column no.4 of the below table, to the Company / KFinTech. In case all necessary documents are not submitted, then the TDS/ Withholding tax will be deducted @ 20% (plus applicable surcharge and cess). Sr. No. (1) Particulars (2) Withholding tax rate (3) Documents required (if any) / Remarks (4) 1. Foreign Institutional Investors (FIIs) / Foreign Portfolio Investors (FPIs) / Other Non- Resident shareholders 20% (plus applicable surcharge and cess) or tax treaty rate, whichever is beneficial 2. Indian Branch of a Foreign Bank NIL Rate specified in certificate NIL 3. 4. Availability of Lower/NIL tax deduction certificate issued by Income Tax Authority Any non-resident shareholder exempted from WHT deduction as per the provisions of Income Tax Act or any other law such as The United Nations (Privileges and Immunities) Act 1947, etc. 414 FPI registration certificate in case of FIIs / FPIs. To avail beneficial rate of tax treaty following tax documents would be required: 1. 2. Tax Residency certificate issued by revenue authority of country of residence of shareholder for the year in which dividend is received PAN or declaration as per Rule 37BC of Income Tax Rules, 1962 in a specified format. 3. Form 10F filled & duly signed 4. Self-declaration for non-existence of permanent establishment/ fixed base in India (Note: Application of beneficial Tax Treaty Rate shall depend upon the completeness of the documents submitted by the Non- Resident shareholder and review to the satisfaction of the Company) Lower tax deduction certificate u/s 195(3) obtained from Income Tax Authority Self-declaration confirming that the income is received on its own account and not on behalf of the Foreign Bank and the same will be included in taxable income of the branch in India Lower tax deduction certificate obtained from Income Tax Authority Necessary documentary evidence substantiating exemption from WHT deduction (i) The Company will issue soft copy of the TDS certificate to its shareholders through e-mail registered with KFinTech post payment of the dividend. Shareholders will be able to download Form 26AS from the Income Tax Department’s website https://incometaxindiaefiling.gov.in All the shareholders are requested to update their PAN with their Depository Participant (if shares are held in electronic form) and Company / KFinTech (if shares are held in physical form) against all their folio holdings on or before June 14, 2021. (ii) The aforesaid documents such as Form 15G/ 15H, documents under sections 196, 197A, FPI Registration Certificate, Tax Residency Certificate, Lower Tax certificate etc. can be uploaded on the link https:// rkarisma.kfintech.com/dividends/ on or before June 14, 2021 to enable the Company to determine the appropriate TDS / withholding tax rate applicable. Any communication on the tax determination/deduction received after June 14, 2021 shall not be considered. Formats of Form 15G / Form 15H are available on the website of the Company and can be downloaded from the link https://www.ril.com/ InvestorRelations/Downloads.aspx (iii) Application of TDS rate is subject to necessary verification by the Company of the shareholder details as available in Register of Members as on the Record Date, and other documents available with the Company/ KFinTech. (iv) In case TDS is deducted at a higher rate, an option is still available with the shareholder to file the return of income and claim an appropriate refund. (v) No TDS will be deducted in case of resident individual shareholders who furnish their PAN details and whose dividend does not exceed ` 5,000/-. However, where the PAN is not updated in Company/ KFinTech/ Depository Participant records or in case of an invalid PAN, the Company will deduct TDS u/s 194 without considering the exemption limit of ` 5,000/-. (vi) In the event of any income tax demand (including interest, penalty, etc.) arising from any misrepresentation, inaccuracy or omission of information provided by the shareholder, such shareholder will be responsible to indemnify the Company and also, provide the Company with all information / documents and co-operation in any appellate proceedings. This Communication is not exhaustive and does not purport to be a complete analysis or listing of all potential tax consequences in the matter of dividend payment. Shareholders should consult their tax advisors for requisite action to be taken by them. Other Information 19. As mandated by the Securities and Exchange Board of India (“SEBI”), securities of the Company can be transferred/traded only in dematerialised form. Members holding shares in physical form are advised to avail of the facility of dematerialisation. 20. Members holding shares in physical mode are: a) required to submit their Permanent Account Number (PAN) and bank account details to the Company / KFinTech at https://rkarisma.kfintech.com/ shareholders, if not registered / updated with the Company / KFinTech, as mandated by SEBI. Alternatively, such Members may write to the Company at investor.relations@ril.com or to KFinTech at rilinvestor@kfintech. com along with the details of folio no., self-attested copy of PAN card, bank details (Bank account number, Bank and Branch Name and address, IFSC, MICR details) and cancelled cheque leaf. b) advised to register nomination in respect of their shareholding in the Company. Nomination Form (SH-13) is available on the Company’s website and can be accessed at link https://www.ril. com/DownloadFiles/IRForms/ Nominations.pdf 21. Members holding shares in electronic mode are: a) requested to submit their PAN and bank account details to their respective Depository Participants (“DPs”) with which they are maintaining their demat accounts. b) advised to contact their respective DPs for registering nomination. 22. Non-Resident Indian Members are requested to inform the Company / KFinTech (if shareholding is in physical mode) / respective DPs (if shareholding is in demat mode), immediately of: a) Change in their residential status on return to India for permanent settlement; and b) Particulars of their bank account maintained in India with account type, account number and name and address of the bank with pin code number, if not furnished earlier. 23. Shareholders’ Referencer giving guidance on securities related matters is uploaded on the Company’s website and can be accessed at link: https://www.ril. com/DownloadFiles/IRForms/ Shareholders-Referencer.pdf. 24. Members are requested to fill in and send the Feedback Form provided in the Annual Report. 415 NoticeIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Statement Pursuant to Section 102(1) of the Companies Act, 2013 The following Statement sets out all material facts relating to the Special Business mentioned in the Notice: Item No. 5 At the Annual General Meeting held on July 21, 2017, the Members of the Company had appointed Dr. Shumeet Banerji (DIN: 02787784) as an Independent Director of the Company, to hold office up to July 20, 2022 (“first term”). The Human Resources, Nomination and Remuneration Committee (the ”HRNR Committee”) of the Board of Directors, on the basis of the report of performance evaluation, has recommended re-appointment of Dr. Shumeet Banerji as an Independent Director, for a second term of 5 (five) consecutive years, on the Board of the Company. The Board, based on the performance evaluation and as per the recommendation of the HRNR Committee, considers that, given his professional background and experience and contributions made by him during his tenure, the continued association of Dr. Shumeet Banerji would be beneficial to the Company and it is desirable to continue to avail his services as an Independent Director. Accordingly, it is proposed to re-appoint Dr. Shumeet Banerji as an Independent Director of the Company, not liable to retire by rotation, for a second term of 5 (five) consecutive years on the Board of the Company. Dr. Shumeet Banerji is not disqualified from being appointed as a director in terms of Section 164 of the Companies Act, 2013 (“the Act”), and has given his consent to act as a director. The Company has also received declaration from Dr. Shumeet Banerji that he meets the criteria of independence as prescribed, both, under Section 149(6) of the Act and under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”). In the opinion of the Board, Dr. Shumeet Banerji fulfils the conditions for appointment as an Independent Director as specified in the Act and the SEBI Listing Regulations. Dr. Shumeet Banerji is independent of the management. Details of Dr. Shumeet Banerji are provided in the “Annexure” to the Notice, pursuant to the provisions of (i) SEBI Listing Regulations and (ii) Secretarial Standard on General Meetings (“SS-2”), issued by the Institute of Company Secretaries of India. He shall be paid remuneration by way of fee for attending meetings of the Board or Committees thereof or for any other purpose as may be decided by the Board, reimbursement of expenses for participating in the Board and other meetings and profit related commission within the limits stipulated under Section 197 of the Act. Copy of draft letter of appointment of Dr. Shumeet Banerji setting out the terms and conditions of appointment is available electronically for inspection by the Members. Dr. Shumeet Banerji is interested in the resolution set out at Item No. 5 of the Notice with regard to his re- appointment. Relatives of Dr. Shumeet Banerji may be deemed to be interested in the resolution to the extent of their shareholding interest, if any, in the Company. Save and except the above, none of the other Directors / Key Managerial Personnel of the Company / their relatives are, in any way, concerned or interested, financially or otherwise, in the resolution. This statement may also be regarded as an appropriate disclosure under the Act and the SEBI Listing Regulations. The Board commends the Special Resolution set out at Item No. 5 of the Notice for approval by the Members. Item No. 6 The Board of Directors has, on the recommendation of the Audit Committee, approved the appointment and remuneration of the Cost Auditors to conduct the audit of the cost records of the Company across various segments, for the financial year ending March 31, 2022, as per the following details: Sr. No. Name of the Cost Auditor Diwanji & Co. 1. K. G. Goyal & Associates 2. V. J. Talati & Co. 3. Kiran J. Mehta & Co. 4. Suresh D. Shenoy 5. V. Kumar & Associates 6. Dilip M. Malkar & Co. 7. Shome & Banerjee 8. Shome & Banerjee, Lead Cost Auditor (Lead Cost Audit Fee) Total Industry Electricity, Chemicals Chemicals and Polyester Chemicals, Oil & Gas and Polyester Textiles, Electricity and Composites Polyester, Chemicals, Petroleum and Gasification Polyester Chemicals Oil & Gas and Chemicals Cost Audit Fee (excluding Taxes) (in `) 10,23,000 3,79,500 9,55,500 4,95,000 10,13,000 6,60,000 8,06,000 8,12,500 8,80,000 70,24,500 In accordance with the provisions of Section 148 of the Companies Act, 2013 (“the Act”) read with the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the Cost Auditors as recommended by the Audit Committee and approved by the Board, has to be ratified by the Members of the Company. Accordingly, ratification by the Members is sought for the remuneration payable to the Cost Auditors for the financial year ending March 31, 2022 by passing an Ordinary Resolution as set out at Item No. 6 of the Notice. None of the Directors / Key Managerial Personnel of the Company / their relatives are, in any way, concerned or interested, financially or otherwise, in the resolution. The Board commends the Ordinary Resolution set out at Item No. 6 of the Notice for ratification by the Members. By Order of the Board of Directors K. Sethuraman Group Company Secretary and Chief Compliance Officer Mumbai, May 27, 2021 Registered Office: 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai 400 021 CIN: L17110MH1973PLC019786 Website: www.ril.com E-mail: investor.relations@ril.com Tel.: +91 22 3555 5000 Fax: +91 22 2204 2268 416 417 NoticeIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited Annexure to the Notice dated May 27, 2021 Details of Directors retiring by rotation / seeking appointment / re-appointment at the Meeting Shri Nikhil R. Meswani Age Qualifications Experience (including expertise in specific functional area) / Brief Resume Terms and Conditions of Re-appointment Remuneration last drawn (FY 2020-21) Remuneration proposed to be paid Date of first appointment on the Board Shareholding in the Company as on March 31, 2021 Relationship with other Directors / Key Managerial Personnel Number of meetings of the Board attended during the financial year (2020-21) Directorships of other Boards as on March 31, 2021 Membership / Chairmanship of Committees of other Boards as on March 31, 2021 Shri Pawan Kumar Kapil Age Qualifications Experience (including expertise in specific functional area) / Brief Resume Terms and Conditions of Re-appointment Remuneration last drawn (FY 2020-21) Remuneration proposed to be paid Date of first appointment on the Board Shareholding in the Company as on March 31, 2021 Relationship with other Directors / Key Managerial Personnel Number of meetings of the Board attended during the financial year (2020-21) Directorships of other Boards as on March 31, 2021 Membership / Chairmanship of Committees of other Boards as on March 31, 2021 55 years Chemical Engineer from UDCT (now known as Institute of Chemical Technology), Mumbai Vast experience in petrochemical industry and taxation matters. Please refer Company’s website: www.ril.com for detailed profile In terms of Section 152(6) of the Companies Act, 2013, Shri Nikhil R. Meswani who was re-appointed as a Whole-time Director at the Annual General Meeting held on July 21, 2017, is liable to retire by rotation. ` 24 crore (for remuneration details, please refer the Corporate Governance Report) As per existing approved terms of appointment June 26, 1986 33,56,748 fully paid-up equity shares of ` 10/- each; and 2,23,781 partly paid-up equity shares of ` 10/- each, ` 2.50 paid-up Brother of Shri Hital R. Meswani, Whole-time Director and not related to any other Director / Key Managerial Personnel 8 Reliance Commercial Dealers Limited Reliance O2C Limited Reliance Commercial Dealers Limited • Audit Committee- Chairman • Nomination and Remuneration Committee- Member • Corporate Social Responsibility Committee – Member 75 years Chemical Engineer Vast experience in petroleum industry. Please refer Company’s website: www.ril.com for detailed profile In terms of Section 152(6) of the Companies Act, 2013, Shri Pawan Kumar Kapil who was re-appointed as a Whole-time Director by passing a special resolution at the Annual General Meeting held on July 21, 2017, is liable to retire by rotation. ` 4.24 crore (for remuneration details, please refer the Corporate Governance Report) As per existing approved terms of appointment May 16, 2010 53,000 fully paid-up equity shares of ` 10/- each; and 3,533 partly paid-up equity shares of ` 10/- each, ` 2.50 paid-up Not related to any other Director / Key Managerial Personnel 8 Reliance Sibur Elastomers Private Limited Nil Dr. Shumeet Banerji Age Qualifications Experience (including expertise in specific functional area) / Brief Resume Terms and Conditions of Re-appointment Remuneration last drawn (FY 2020-21) Remuneration proposed to be paid Date of first appointment on the Board Shareholding in the Company as on March 31, 2021 Relationship with other Directors / Key Managerial Personnel Number of meetings of the Board attended during the financial year (2020-21) Directorships of other Boards as on March 31, 2021 Membership / Chairmanship of Committees of other Boards as on March 31, 2021 61 years BA and MBA, University of Delhi; PhD, Kellogg School of Management, Northwestern University, Illinois, Chicago, U.S.A. Vast experience in business advisory, strategy and consulting. Please refer Company’s website: www.ril.com for detailed profile. As per the resolution at Item No. 5 of the Notice convening this Meeting read with explanatory statement thereto, Dr. Shumeet Banerji is proposed to be re- appointed as an Independent Director ` 1.89 crore (for remuneration details, please refer the Corporate Governance Report) As per the resolution at Item No. 5 of the Notice convening this Meeting read with explanatory statement thereto and the resolution passed by the shareholders at the Annual General Meeting held on June 18, 2014 July 21, 2017 13,500 fully paid-up equity shares of ` 10/- each; and 900 partly paid-up equity shares of ` 10/- each, ` 2.50 paid-up Not related to any other Director / Key Managerial Personnel 7 Reliance Jio Infocomm Limited Jio Platforms Limited HP Inc. (Formerly, Hewlett Packard Company Inc.) Felix Pharmaceuticals Private Limited (Ireland) Tala Energy Private Limited Haldu Tola Private Limited Reliance Jio Infocomm Limited • Risk Management Committee - Chairman Jio Platforms Limited • Nomination and Remuneration Committee – Chairman • Risk Management Committee - Chairman • Corporate Social Responsibility Committee – Member HP Inc. • Nominating, Governance & Social Responsibility Committee - Chairman • Human Resources and Compensation Committee - Member • Finance, Investment & Technology Committee – Member Felix Pharmaceuticals Private Limited • Nominating & Governance Committee – Chairman Tala Energy Private Limited • Audit Committee – Chairman By Order of the Board of Directors K. Sethuraman Group Company Secretary and Chief Compliance Officer Mumbai, May 27, 2021 Registered Office: 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai 400 021 CIN: L17110MH1973PLC019786 Website: www.ril.com E-mail: investor.relations@ril.com Tel.: +91 22 3555 5000 Fax: +91 22 2204 2268 418 419 NoticeIntegrated Annual Report 2020-21NOTICE FINANCIAL STATEMENTSGOVERNANCE MANAGEMENT REVIEWCORPORATE OVERVIEWReliance Industries Limited THIS PAGE IS INTENTIONALLY LEFT BLANK Members’ Feedback Form 2020-21 CIN: L17110MH1973PLC019786 Registered Office: 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai – 400 021 Website: www.ril.com; e-mail: investor .relations@ril.com; Tel.: +91 22 3555 5000; Fax: +91 22 2204 2268 Name : .........................................................................................e-mail id : ................................................................................................ Address : ........................................................................................................................................................................................................ DP ID. : .......................................................................................Client ID. : ................................................................................................ Folio No. : .................................................................................. Mobile no. : ............................................................................................. (in case of physical holding) No. of fully paid-up equity shares held : ....................................... No. of partly paid-up equity shares held : .................................... Signature of Member Excellent Very Good Good Satisfactory Unsatisfactory Contents Presentation Contents Presentation Contents Presentation Contents Presentation Contents Presentation Contents Presentation Contents Presentation Contents Presentation Annual Report Management’s Discussion and Analysis Report Integrated approach to sustainable growth Business Responsibility Report (available on website) Report on Corporate Social Responsibility (available on website) Corporate Governance Report Board’s Report Quality of financial and non-financial information in the Annual Report Information on Company’s Website Investor Services Turnaround time for response to shareholder’s query Quality of response Timely receipt of Annual Report Conduct of Annual General Meeting Timely receipt of dividend Overall Rating Views / Suggestions, if any, for improvement: Members are requested to send this feedback form to the address given overleaf. BUSINESS REPLY INLAND LETTER Postage will be paid by the Addressee BUSINESS REPLY PERMIT NO. HDC/B-1282 MANNU POST OFFICE GACHIBOWLI, HYDERABAD - 500 032 No postage stamp necessary if posted in INDIA To, Savithri Parekh Joint Company Secretary and Compliance Officer Reliance Industries Limited C/o. KFin Technologies Private Limited Selenium Tower B, Plot No. 31-32, Gachibowli, Financial District, Nanakramguda, Hyderabad - 500 032 Fold Company Information Board of Directors Chairman and Managing Director Mukesh D. Ambani Non-Executive Directors Yogendra P. Trivedi Prof. Dipak C. Jain Dr. Raghunath A. Mashelkar Adil Zainulbhai Raminder Singh Gujral Dr. Shumeet Banerji Arundhati Bhattacharya K. V. Chowdary Nita M. Ambani Executive Directors Nikhil R. Meswani Hital R. Meswani P. M. S. Prasad Pawan Kumar Kapil Chief Financial Officer Alok Agarwal Joint Chief Financial Officer Srikanth Venkatachari Group Company Secretary and Chief Compliance Officer K. Sethuraman Joint Company Secretary and Compliance Officer Savithri Parekh Auditors D T S & Associates LLP S R B C & CO LLP Registered office 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai – 400 021 Tel: +91 22 3555 5000 Fax: +91 22 2204 2268 +91 22 2285 2214 e-mail: investor.relations@ril.com Website: www.ril.com Committees Audit Committee Yogendra P. Trivedi (Chairman) Dr. Raghunath A. Mashelkar Adil Zainulbhai Raminder Singh Gujral K. V. Chowdary Stakeholders’ Relationship Committee Yogendra P. Trivedi (Chairman) Arundhati Bhattacharya K. V. Chowdary Nikhil R. Meswani Hital R. Meswani Risk Management Committee Adil Zainulbhai (Chairman) Dr. Shumeet Banerji K. V. Chowdary Hital R. Meswani P. M. S. Prasad Alok Agarwal Srikanth Venkatachari Finance Committee Mukesh D. Ambani (Chairman) Nikhil R. Meswani Hital R. Meswani Human Resources, Nomination and Remuneration Committee Adil Zainulbhai (Chairman) Yogendra P. Trivedi Dr. Raghunath A. Mashelkar Raminder Singh Gujral Dr. Shumeet Banerji K. V. Chowdary Corporate Social Responsibility and Governance Committee Yogendra P. Trivedi (Chairman) Dr. Raghunath A. Mashelkar Dr. Shumeet Banerji Nikhil R. Meswani Health, Safety and Environment Committee Hital R. Meswani (Chairman) Dr. Raghunath A. Mashelkar Arundhati Bhattacharya P. M. S. Prasad Pawan Kumar Kapil Bankers Bank of America N.A. Bank of Baroda Bank of India Canara Bank Central Bank of India Citibank Credit Agricole Corporate and Investment Bank Deutsche Bank The Hong Kong and Shanghai Banking Corporation Limited HDFC Bank Limited ICICI Bank Limited IDBI Bank Limited Indian Bank Punjab National Bank Standard Chartered Bank State Bank of India Union Bank of India Registrars & Transfer Agents KFin Technologies Private Limited (Formerly known as Karvy Fintech Private Limited) Selenium Tower B, Plot 31-32, Gachibowli, Financial District, Nanakramguda, Hyderabad – 500 032 Tel: +91 40 6716 1700 Toll Free No.: 1800 425 8998 (From 9:00 a.m. to 6:00 p.m.) Fax: +91 40 6716 1680 e-mail: rilinvestor@kfintech.com Website: www.kfintech.com Standing with India • Strengthening India’s health infrastructure • Prevention and awareness • Food Relief and nutrition security • Community initiatives Registered Office 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai – 400 021 Tel: +91 22 3555 5000 Fax: +91 22 2204 2268/ 22 2285 2214 investor.relations@ril.com www.ril.com BSE. 500325 / 890147 NSE. RELIANCE / RELIANCEPP BLOOMBERG. RIL:IN / RILPP:IN CIN. L17110MH1973PLC019786 Follow us at /RelianceIndustriesLimited /company/reliance /flameoftruth @flameoftruth

Continue reading text version or see original annual report in PDF format above