Annual Report
2018-19
Padma Vibhushan
Shri Dhirubhai H. Ambani
(28th December, 1932 - 6th July, 2002)
Reliance Group - Founder and Visionary
Profile
Reliance Infrastructure Limited (RInfra), Constituent of the Reliance Group was incorporated in
1929 and is one of the largest infrastructure companies, developing projects through various
Special Purpose Vehicles (SPVs) in several high growth sectors such as power, metro rail and
airport in the infrastructure space and in the defence sector.
RInfra is a major player in providing Engineering and Construction (E&C) services for developing
power, infrastructure, metro projects.
Mission: Excellence in Infrastructure
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To attain global best practices and become a world-class Company.
To create world-class assets and infrastructure to provide the platform for faster, consistent
growth for India to become a major world economic power.
To achieve excellence in service, quality, reliability, safety and customer care.
To earn the trust and confidence of all customers and stakeholders, exceeding their
expectations and make the Company a respected household name.
To work with vigour, dedication and innovation with total customer satisfaction as the
ultimate goal.
To consistently achieve high growth with the highest levels of productivity.
To be a technology driven, efficient and financially sound organisation.
To be a responsible corporate citizen nurturing human values and concern for society, the
environment and above all people.
To contribute towards community development and nation building.
To promote a work culture that fosters individual growth, team spirit and creativity to
overcome challenges and attain goals.
To encourage ideas, talent and value systems.
To uphold the guiding principles of trust, integrity and transparency in all aspects of
interactions and dealings.
- Chairman
- Vice Chairman
- Executive Director and CEO
Board of Directors
Shri Anil Dhirubhai Ambani
Shri S Seth
Shri Punit Garg
Shri S S Kohli
Shri K Ravikumar
Ms. Ryna Karani
Ms. Manjari Kacker
Shri B C Patnaik
Key Managerial Personnel
Shri Sridhar Narasimhan
- Chief Financial Officer
Shri Paresh Rathod
- Company Secretary
Auditors
M/s. Pathak H.D. & Associates
Registered Office
Reliance Centre, Ground Floor
19, Walchand Hirachand Marg,
Ballard Estate, Mumbai 400 001
CIN : L75100MH1929PLC001530
Tel. : +91 22 4303 1000
Fax : +91 22 4303 3664
Email : rinfra.investor@relianceada.com
Website: www.rinfra.com
Registrar and Transfer Agent
Karvy Fintech Private Limited
Karvy Selenium, Tower – B, Plot No. 31 & 32
Survey No. 116/22, 115/24, 115/25
Financial District, Nanakramguda
Hyderabad 500 032.
Website: www.karvyfintech.com
Contents
Page No.
Notice of Annual General Meeting ............................................ 05
Directors’ Report .......................................................................... 14
Management Discussion and Analysis ....................................... 25
Business Responsibility Report ................................................... 33
Corporate Governance Report .................................................... 41
Practicing Company Secretary’s Certificate on
Corporate Governance ................................................................. 57
Investor Information .................................................................... 59
Independent Auditors' Report on the
Financial Statement ..................................................................... 66
Balance Sheet .............................................................................. 74
Statement of Profit and Loss...................................................... 75
Statement of Changes in Equity ................................................ 76
Cash Flow Statement .................................................................. 78
Notes to Financial Statement .................................................... 80
Independent Auditors’ Report on the
Consolidated Financial Statement ............................................146
Consolidated Balance Sheet .....................................................154
Consolidated Statement of Profit and Loss.............................155
Consolidated Statement of Changes in Equity .......................156
Consolidated Cash Flow Statement .........................................159
Investor Helpdesk
Notes to Consolidated Financial Statement ...........................162
Toll free no (India) : 1800 4250 999
Tel. no.
Fax no.
Email
: +91 40 6716 1500
: +91 40 6716 1791
:
rinfra@karvy.com
Statement containing salient features of the financial
statement of Subsidiaries/Associates/Joint Ventures ............259
Attendance Slip and Proxy Form .............................................267
90th Annual General Meeting on Monday, September 30, 2019 at 11.15 A.M. or soon after conclusion of the AGM
of Reliance Capital Limited convened on the same day, whichever is later, at Rama & Sundri Watumull Auditorium,
Vidyasagar, Principal K M Kundnani Chowk, 124, Dinshaw Wachha Road, Churchgate, Mumbai – 400020
This Annual Report can be accessed at www.rinfra.com.
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4
Reliance Infrastructure Limited
Notice
Notice is hereby given that the 90th Annual General Meeting
of the Members of Reliance Infrastructure Limited will be
held on Monday, September 30, 2019 at 11.15 A.M. or soon
after the conclusion of the Annual General Meeting of Reliance
Capital Limited convened on the same day, whichever is later, at
Rama & Sundri Watumull Auditorium, Vidyasagar, Principal
K M Kundnani Chowk, 124, Dinshaw Wachha Road, Churchgate,
Mumbai – 400 020, to transact the following business:
Ordinary Business:
1.
To consider and adopt:
2.
3.
(a)
(b)
the audited financial statement of the Company
for the financial year ended March 31, 2019 and
the reports of the Board of Directors and Auditors
thereon, and
the audited consolidated financial statement of the
Company for the financial year ended March 31,
2019 and the report of the Auditors thereon.
To appoint a Director in place of Shri S. Seth
(DIN:00004631), who retires by rotation under the
provisions of the Companies Act, 2013 and being eligible,
offers himself for re-appointment.
To confirm M/s. Pathak H.D. & Associates, Chartered
Accountants (Firm Registration no. 107783W) continuing
as sole Statutory Auditors of the Company and in this
regard, to consider and, if thought fit, to pass the following
resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Sections
139 and other applicable provisions, if any, of the
Companies Act, 2013 (hereinafter referred to as “the
Act”) and the relevant Rules made thereunder (including
any statutory modification(s) or re-enactment(s) thereof
for the time being in force), the appointment of M/s.
Pathak H.D. & Associates, Chartered Accountants (Firm
Registration no. 107783W), who have been appointed as
the Auditors to hold office till the conclusion of the 91st
Annual General Meeting, be and is hereby confirmed as
the sole Statutory Auditors of the Company.”
Special Business:
4. Appointment of Shri Punit Garg as an Executive Director
To consider and, if thought fit, to pass the following
resolution as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of
Section 152 and all other applicable provisions, if any, of
the Companies Act, 2013 (hereinafter referred to as “the
Act”) and the relevant Rules made thereunder (including
any statutory modification(s) or re-enactment(s) thereof,
for the time being in force) and the applicable provisions
of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015, as amended from time to time, the provisions of
the Articles of Association of the Company and as per
the terms and conditions of the Agreement executed
with him and any other applicable provisions of law and
based on the recommendation of the Nomination and
Remuneration Committee of the Board, Shri Punit Garg
(DIN:00004407) who was appointed by the Board as an
Additional Director and designated as Executive Director
and Chief Executive Officer by the Board of Directors of
the Company on April 6, 2019, and who holds office as
such up to the date of ensuing Annual General Meeting
pursuant to the provisions of Section 161 of the Act and
in respect of whom the Company has received a notice
in writing from a Member under Section 160 of the Act
proposing his candidature for the office of Director, be and
is hereby appointed as a Director of the Company, liable
to retire by rotation.
RESOLVED FURTHER THAT in accordance with the
recommendation of the Nomination and Remuneration
Committee of the Board of Directors and pursuant to
the provisions of Section 196, 197, 198 and 203 read
with Schedule V and all other applicable provisions, if
any, of the Act and the Rules and Regulations made
thereunder (including any statutory modification(s) or re-
enactment(s) thereof, for the time being in force) and the
Articles of Association of the Company and subject to such
sanctions / consents / approvals as may be necessary,
consent of the Members be and is hereby accorded to the
appointment of Shri Punit Garg as a Whole-time Director
designated as an Executive Director of the Company for
a period of three years commencing from April 6, 2019,
on the terms and conditions including remuneration as set
out in the Statement annexed to the Notice, with liberty
to the Board of Directors of the Company (hereinafter
referred to as “the Board” which term shall be deemed to
include any Committee of Directors, the Board may have
constituted or hereinafter constitute to exercise its powers,
including the powers conferred by this resolution) to alter
and vary the terms and conditions of the said appointment
and / or remuneration payable to him during the tenure of
his appointment subject to such increase being within the
limits specified in the Act read with Schedule V to the Act.
RESOLVED FURTHER THAT notwithstanding anything to
the contrary contained hereinabove, in the event of loss or
inadequacy of profit in any financial year during his tenure,
the remuneration of ` 233 lakhs per annum inclusive of
Performance Linked Incentive shall be paid to Shri Punit
Garg as minimum remuneration.
RESOLVED FURTHER THAT the Board based on the
recommendation of the Nomination and Remuneration
Committee of the Board, be and is hereby authorised
to provide annual increment / performance linked
incentive payable to the Executive Director during tenure
of his appointment in accordance with the Policy for
appointment and remuneration of Directors, KMP and
Senior Management adopted by the Board, and subject
to the same being in line with the limits set out under the
Act, read with Schedule V thereto as amended from time
to time and as approved by the shareholders.
RESOLVED FURTHER THAT the Board be and is hereby
authorized to do all such acts, deeds, matters and things
and to take all such steps as may be deemed necessary,
proper, desirable or expedient in its absolute discretion
for the purpose of giving effect to this resolution and to
settle any question, difficulty or doubt that may arise in
this regard without requiring the Board to seek any further
consent or approval of the Members or otherwise to the
5
Reliance Infrastructure Limited
Notice
end and intent that they shall be deemed to have given
their approval thereto expressly by the authority of this
resolution.”
5.
Appointment of Ms. Manjari Kacker as an Independent
Director
To consider and, if thought fit, to pass the following
resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Sections
149 and 152 read with Schedule IV and other applicable
provisions, if any, of the Companies Act, 2013 (hereinafter
referred to as “the Act”) and the relevant Rules made
thereunder (including any statutory modification(s) or re-
enactment(s) thereof, for the time being in force) and the
applicable provisions of the Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015, as amended from time to time,
Ms. Manjari Kacker (DIN:06945359), who was appointed
as an Additional Director by the Board pursuant to the
provisions of Section 161 of the Act and the Articles of
Association of the Company and in respect of whom the
Company has received a notice in writing under Section
160 of the Act from a Member proposing her candidature
for appointment as a Director and in accordance with the
recommendation of the Nomination and Remuneration
Committee, be and is hereby appointed as an Independent
Director of the Company, not liable to retire by rotation,
to hold office for a term of 5 (five) consecutive years with
effect from June 14, 2019.”
7. Re-appointment of Shri S. S. Kohli as an Independent
Director
To consider and, if thought fit, to pass the following
resolution as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of Sections
149(10) and 152 read with Schedule IV and all other
applicable provisions, if any, of the Companies Act,
2013 (hereinafter referred to as “the Act”) and the
relevant Rules made thereunder (including any statutory
modification(s) or re-enactment(s) thereof, for the time
being in force) and the applicable provisions of the
Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015 (the
Listing Regulations), as amended from time to time,
Shri S. S. Kohli (DIN:00169907), whose term expires
on September 19, 2019, as an Independent Director,
who has given his consent for the appointment and has
also submitted a declaration that he meets the criteria
for independence under Section 149 of the Act and the
Listing Regulations and is eligible for re-appointment, 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 appointment as a Director,
and who shall attain the age of seventy five years on April
10, 2020, and in accordance with the recommendation
of the Nomination and Remuneration Committee, be and
is hereby re-appointed as an Independent Director for
second term of five years to hold office from September
20, 2019 to September 19, 2024.”
6.
Re-appointment of Ms. Ryna Karani as an Independent
Director
8. Re-appointment of Shri K. Ravikumar as an Independent
Director
To consider and, if thought fit, to pass the following
resolution as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of Sections
149(10) and 152 read with Schedule IV and all other
applicable provisions, if any, of the Companies Act,
2013 (hereinafter referred to as “the Act”) and the
relevant Rules made thereunder (including any statutory
modification(s) or re-enactment(s) thereof, for the time
being in force) and the applicable provisions of the
Securities and Exchange Board of India (SEBI) (Listing
Obligations and Disclosure Requirements) Regulations,
2015 (the Listing Regulations), as amended from time
to time, Ms. Ryna Karani (DIN:00116930), whose term
expires on September 19, 2019, as an Independent
Director, who has given her consent for the appointment
and has submitted a declaration that she meets the criteria
for independence under Section 149 of the Act and the
Listing Regulations and is eligible for re-appointment,
and in respect of whom the Company has received a
notice in writing under Section 160 of the Act from a
Member proposing her candidature for appointment as a
Director and in accordance with the recommendation of
the Nomination and Remuneration Committee, be and
is hereby re-appointed as an Independent Director for
second term of five years to hold office from September
20, 2019 to September 19, 2024.”
To consider and, if thought fit, to pass the following
resolution as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of Sections
149(10) and 152 read with Schedule IV and all other
applicable provisions, if any, of the Companies Act,
2013 (hereinafter referred to as “the Act”) and the
relevant Rules made thereunder (including any statutory
modification(s) or re-enactment(s) thereof, for the
time being in force) and the applicable provisions of
the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015 (the Listing Regulations), as amended from time
to time, Shri K. Ravikumar (DIN:00119753), whose
term expires on September 19, 2019, as an Independent
Director, who has given his consent for the appointment
and has submitted a declaration that he meets the criteria
for independence under Section 149 of the Act and the
Listing Regulations and is eligible for re-appointment,
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 appointment as
a Director and in accordance with the recommendation
of the Nomination and Remuneration Committee, be
and is hereby re-appointed as an Independent Director
for second term of five years to hold office from September
20, 2019 to September 19, 2024.”
6
Reliance Infrastructure Limited
Notice
9.
Private placement of Non Convertible Debentures
(NCDs) and/or other Debt Securities
To consider and, if thought fit, to pass the following
resolution as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of Sections
42, 71 and all other applicable provisions, if any, of the
Companies Act, 2013 (“hereinafter referred to as “the
Act”), and the relevant Rules made there under, (including
any statutory modification(s) or re-enactment(s) thereof,
for the time being in force), the Securities and Exchange
Board of India (Issue and Listing of Debt Securities)
Regulations, 2008, as amended, the provisions contained
in the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015, to the extent they are applicable, and/or any other
Rules/ Regulations/ Guidelines, if any, prescribed by the
Securities and Exchange Board of India, Reserve Bank
of India, Stock Exchanges and/ or any other statutory/
regulatory authority/ body and subject to the provisions
of the Memorandum and Articles of Association of
the Company, the Board of Directors of the Company
(hereinafter referred to as ’the Board’ which term shall be
deemed to include any Committee which the Board may
have constituted or hereinafter constitute, to exercise its
powers including the powers conferred by this resolution),
be and is hereby authorised to create, offer, invite to
subscribe, issue and allot, from time to time, in one or
more tranches and/or in one or more series, Secured/
Unsecured/ Redeemable/ Non-Redeemable/ Non-
Convertible Debentures (NCDs) including but not limited
to subordinated Debentures, bonds, and/or other debt
securities, etc., on private placement basis, in one or more
series / tranches, including for refinancing of existing debt
within the overall borrowing limits of the Company, as
approved by the Members from time to time.
RESOLVED FURTHER THAT for the purpose of giving effect
to this resolution, the Board be and is hereby authorized in
its absolute discretion to determine, negotiate, modify and
finalise the terms of issue including the class of investors
to whom NCDs / other debt securities are to be issued,
time of issue, securities to be offered, the number of
NCDs / other debt securities, tranches, issue price, tenor,
interest rate, premium / discount, listing, redemption
period, utilisation of the issue proceeds and to do all such
acts and things and deal with all such matters and take
all such steps as may be necessary and consequential and
to sign, execute and amend any deeds / documents /
undertakings / agreements / papers / writings and to
settle any questions arising therefrom, as may be required
in this regard.”
10. Remuneration to Cost Auditors
To consider and, if thought fit, to pass, the following
resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Section
148 and all other applicable provisions, if any, of the
Companies Act, 2013 (“hereinafter referred to as
“the Act”) (including any statutory modification(s) or
re-enactment(s) thereof, for the time being in force) and
the relevant Rules thereunder, M/s. V J Talati & Company,
Cost Accountants (Firm Registration Number R/000213),
appointed as the Cost Auditors of the Company for audit of
the cost accounting records of the Company for the financial
year ending March 31, 2020, be paid remuneration of
` 25,000 (Rupees twenty five thousand only) plus
applicable taxes and out of pocket expenses, if any.
RESOLVED FURTHER THAT the Board of Directors of the
Company be and is hereby authorised to do all acts and
take all such steps as may be necessary, to give effect to
this resolution.
By Order of the Board of Directors
Paresh Rathod
Company Secretary
Registered Office:
Reliance Centre, Ground Floor
19, Walchand Hirachand Marg,
Ballard Estate, Mumbai 400 001
CIN:L75100MH1929PLC001530
Website:www.rinfra.com
August 30, 2019
Notes :
1.
2.
3.
4.
Statement pursuant to Section 102(1) of the Companies
Act, 2013 (“the Act”) relating to items of Special Business
to be transacted at the Annual General Meeting (“the
Meeting”) is annexed hereto.
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 herself / himself, and the proxy need
not be a Member of the Company. The instrument
appointing the Proxy in order to be effective, should
be deposited at the Registered Office of the Company,
duly completed and signed, not less than 48 hours
before commencement of the Meeting.
A person can act as proxy on behalf of Members not
exceeding fifty and holding in the aggregate not more
than ten per cent of the total share capital of the
Company carrying voting rights. However, a Member
holding more than ten per cent of the total share capital
of the Company carrying voting rights may appoint a
single person as proxy and such person shall not act as a
proxy for any other shareholder. The holder of proxy shall
prove his identity at the time of attending the meeting.
Corporate Members intending to send their authorized
representative(s) to attend the Meeting are requested to
send to the Company, a certified true copy of their Board
Resolution authorising their representative(s) together
with their specimen signature(s) to attend and vote on
their behalf at the Meeting.
5.
Attendance slip, proxy form and the route map of the
venue of the meeting are annexed hereto.
6. Members/Proxies are requested to bring their duly filled
attendance slip sent herewith, along with their copy of the
Annual Report to the Meeting.
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Reliance Infrastructure Limited
Notice
7.
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.
8. Members who hold share(s) in electronic form are
requested to write their DP ID and Client ID numbers and
those who hold share(s) in physical form are requested
to write their folio number in the attendance slips for
attending the Meeting to facilitate identification of
Membership at the Meeting.
9.
Relevant documents referred to in the accompanying
Notice are open for inspection by the Members at the
Registered Office of the Company on all working days,
except Saturdays between 11.00 A.M. and 1.00 P.M.
up to the date of the Meeting. The aforesaid documents
will also be available for inspection by Members at the
Meeting.
10. Members are requested to intimate immediately any
change in their address or bank mandates to their
Depository Participants with whom they are maintaining
their Demat Accounts. The Company or Company’s
Registrar and Transfer Agent, Karvy Fintech Private
Limited (“Karvy”) cannot change Bank Particulars or Bank
Mandates for shares held in electronic form.
11. Non-Resident Indian Members are requested to inform
Karvy immediately on:
a.
b.
the change in the residential status on return to
India for permanent settlement; and
the particulars of the bank account(s) maintained
in India with complete name, branch, account type,
account number and address of the bank with PIN
Code number, if not furnished earlier.
12. Confirmation of continuation of M/s. Pathak H.D. &
Associates, Chartered Accountants (Firm Registration no.
107783W) as sole Statutory Auditor:
Subsequent to resignation of M/s. BSR & Co. LLP as one
of the Statutory Auditors, M/s. Pathak H. D. & Associates,
Chartered Accountants confirmed to continue as sole
Statutory Auditors of the Company. Accordingly, resolution
set out at item no 3 seeking confirmation of members is
proposed as an abundant caution.
13. Re-appointment and appointment of Directors:
At the ensuing Annual General Meeting, Shri S. Seth,
Director of the Company shall retire by rotation under
the provisions of the Act and being eligible, offers himself
for re-appointment. The Nomination and Remuneration
Committee and the Board of Directors of the Company
have recommended the re-appointment.
The details pertaining to Shri S. Seth are furnished
hereunder.
Shri S. Seth, 63 years, is a Fellow Chartered Accountant
and a law graduate. He has vast experience in general
management. Shri S. Seth is also on the Board of Reliance
Telecom Limited, Reliance Power Limited, Reliance
Defence Limited, Reliance Defence and Aerospace Private
Limited, Reliance Defence Systems Private Limited and
Reliance Defence Technologies Private Limited.
8
He was a Member of the Audit Committee, Stakeholders
Relationship Committee, Corporate Social Responsibility
Committee and Nomination and Remuneration Committee
of Reliance Power Limited till June 07, 2019. He is a
Member of the Corporate Social Responsibility Committee
of Reliance Telecom Limited and a Member of Stakeholders
Relationship Committee of Board of the Company.
As on March 31, 2019, Shri S. Seth does not hold any
shares of the Company. He does not hold any relationship
with other Directors and Key Managerial Personnel of the
Company.
At the ensuing Annual General Meeting, Shri Punit Garg
is being appointed as a Director to be designated as
Executive Director. Ms. Ryna Karani, Shri S. S. Kohli and
Shri K. Ravikumar are being re-appointed as Independent
Directors and Ms. Manjari Kacker is being appointed as an
Independent Director.
The Nomination and Remuneration Committee and the
Board of Directors of the Company have recommended
their respective appointments. The details pertaining to
them pursuant to the requirements of Regulation 36(3)
of the Listing Regulations and Secretarial Standards on
General Meetings are furnished in statement pursuant to
Section 102(1) of the Act accompanying this Notice and
in the Corporate Governance Report forming part of this
Annual Report.
14. Members are advised to refer to the section titled “Investor
Information” provided in this Annual Report.
15. Securities and Exchange Board of India (SEBI) has
decided that securities of listed companies can be
transferred only in dematerialised form with effect from
April 1, 2019. In view of the above and to avail various
benefits of dematerialisation, Members are advised to
dematerialise shares held by them in physical form.
16. Members are requested to fill in and submit online the
Feedback Form provided in the ‘Investor Relations’ section
on the Company’s website i.e. www.rinfra.com in order to
aid the Company in its constant endeavour to enhance the
standards of service to the investors.
17. The Statement containing the salient features of the
Balance Sheet, the Statement of Profit and Loss and
Auditors’ Report on the Abridged Financial Statement,
is sent to the Members, along with the Abridged
Consolidated Financial Statement. Any Member interested
in obtaining a copy of the full Annual Report, may write to
the Company or Karvy.
18. Members holding shares in physical mode:
a.
b.
are required to submit their Permanent Account
Number (PAN) and bank account details to
the Company / Karvy, if not registered with the
Company as mandated by SEBI.
are advised to register the nomination in respect
of their shareholding in the Company. Nomination
Form (SH-13) is put on the Company’s website and
can be accessed at link https://www.rinfra.com/
web/rinfra/nomination-facility
Reliance Infrastructure Limited
Notice
Notice
c.
are requested to register / update their e-mail
address with the Company / Karvy for receiving all
communications from the Company electronically.
19. Members holding shares in electronic mode:
a.
b.
c.
are requested to submit their PAN and bank account
details to their respective Depository Participants
(DPs) with whom they are maintaining their demat
accounts.
are advised to contact their respective DPs for
registering the nomination.
are requested to register / update their e-mail
address with their respective DPs for receiving all
communications from the Company electronically.
20. With a view to address the difficulties in transfer of
shares, faced by non-residents and foreign nationals,
the SEBI vide its circular no. SEBI/HO/MIRSD/DOS3/
CIR/P/2019/30 dated February 11, 2019, has decided
to grant relaxation to non-residents from the requirement
to furnish PAN and permit them to transfer equity shares
held by them in listed entities to their immediate relatives
subject to the following conditions:
a.
b.
c.
The relaxation shall only be available for transfers
executed after January 1, 2016.
The relaxation shall only be available for non-
commercial transactions, i.e. the transfer by way of
gift among immediate relatives.
The non-resident shall provide copy of an alternate
valid document to ascertain identity as well as the
non-resident status.
21. Members who hold shares in physical form, in multiple
folios, in identical names or joint holding in the same order
of names are requested to send the share certificates to
Karvy, for consolidation into a single folio.
22. The Annual Report 2018-19, the Notice of the Meeting
and instructions for e-voting, along with the Attendance
Slip and Proxy Form, in physical form are being sent
to those shareholders whose e-mail addresses are not
registered with the Company and by electronic mode to
those Members whose e-mail addresses are registered
with the Company/ Depositories, unless a Member has
requested for a physical copy of the documents. All the
above documents are also available on the website of the
Company at www.rinfra.com.
23.
In compliance with the provisions of Section 108 of the
Act read with Rules made thereunder and Regulation 44 of
the Listing Regulations, the Company is offering e-voting
facility to all Members of the Company through Notice
dated August 30, 2019 (remote e-voting). A person,
whose name is recorded in the Register of Members or
in the Register of Beneficial Owners (in case of electronic
shareholding) maintained by the depositories as on the
cut-off date i.e. Monday, September 23, 2019 only shall
be entitled to avail the facility of remote e-voting/voting.
Karvy will be facilitating remote e-voting to enable the
Members to cast their votes electronically. The Members
can cast their vote online from 10.00 A.M. on Thursday,
September 26, 2019 to 5.00 P.M. on Sunday, September
29, 2019. At the end of remote e-voting period, the
facility shall forthwith be blocked. The Members shall
refer to the detailed procedure on remote e-voting given
in the e-voting instruction slip.
The facility for voting shall also be available at the
Meeting. The Members who have cast their votes by
remote e-voting prior to the Meeting may also attend the
Meeting, but shall not be entitled to cast their votes again
at the Meeting. The Board of Directors have appointed
Shri Anil Lohia or in his absence Shri Rinkit Kiran Uchat,
Partners, M/s. Dayal & Lohia, Chartered Accountants as
Scrutinizers to scrutinize the voting process in a fair and
transparent manner.
The Scrutinizer will submit his report to the Chairman
or any person authorised by him after completion of
the scrutiny and the results of voting will be announced
after the Meeting of the Company. Subject to receipt of
requisite number of votes, the resolutions shall be deemed
to be passed on the date of the Meeting. The result of the
voting will be submitted to the Stock Exchanges, where
the shares of the Company are listed and posted on the
website of the Company at www.rinfra.com and also on
the website of Karvy at www.karvyfintech.com.
Item No. 4: Appointment of Shri Punit Garg as an Executive
Director
The Board of Directors at its meeting held on April 6, 2019 has
appointed Shri Punit Garg as an Additional Director designated
as an Executive Director and Chief Executive Officer for a period
of three years effective from April 6, 2019. The appointment
and his remuneration is based on the recommendation of
the Nomination and Remuneration Committee of the Board.
The Board has approved the same subject to approval of the
Members and other approvals as may be required.
As per provisions of the Act, as an Additional Director, Shri Garg
holds office upto the date of ensuing Annual General Meeting.
Shri Garg has given his consent for the appointment and has
also confirmed that he is not in any way disqualified from the
appointment as per provisions of Section 164 of the Act.
The Company has received a notice in writing from a Member
under Section 160 of the Act, proposing the candidature of Shri
Punit Garg for the office of a Director of the Company.
Shri Garg is functioning in a professional capacity and he does
not have any interest in the capital of the Company or in any
of its subsidiary companies (except holding 1500 equity shares
of the Company) either directly or indirectly or through any
other statutory structures. He is not related to the Directors,
Promoters or Key Managerial Personnel of the Company or any
of its subsidiaries at any time during last two years before his
appointment.
Shri Garg fulfils the conditions for eligibility of the appointment
as contained in Part I of Schedule V of the Act. The Company has
obtained approval from the lenders as required under Schedule
V of the Act.
In view of the above and pursuant to the provisions of Schedule
V to the Act, the following information is provided in connection
with the special resolution proposed to be passed in respect of
the appointment of and remuneration payable to Shri Garg.
9
Reliance Infrastructure Limited
Statement pursuant to Section 102 (1) of the Companies Act, 2013 to the accompanying Notice dated August 30, 2019
The details pertaining to Shri Garg pursuant to the requirements
of Schedule V of the Act, Regulation 36(3) of the Securities
and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 and the Secretarial Standards
on General Meetings are given as under:
General Information
(i) Nature of industry – Infrastructure
(ii) Date of commencement of commercial production-
23.11.1929
(iii)
In case of new companies, expected date of
commencement of activities as per project approved
by financial institutions appearing in the prospectus –
Not Applicable
(iv) Financial performance based on given indicators
2017- 18
2016-17
2015-16
` in crore
28,428.81 28,222.02
911.27
(174.11)
1,425.18
1006.21
(151.47)
1,339.50
19,002.29
1,749.06
346.31
1,974.56
Particulars
(Consolidated
Financials)
Total Income
Profit before Tax
Provision for Tax
Profit After Tax (after
share of associates and non
controlling interest)
(v) Remuneration proposed
The proposed remuneration is ` 233 lakh per annum
is fixed pay. This has been approved by the Board
based on the recommendation of the Nomination and
Remuneration Committee of the Board under Section
178 of the Act. Shri Punit Garg is entitled for annual
increment / performance linked incentive, as may be
decided by the Board pursuant to recommendation of the
Nomination and Remuneration Committee based on his
performance and the performance of the Company and
as per the Company Policy.
In addition, Shri Garg is also entitled for Company owned/
Leased Accommodation (furnished or otherwise) or House
Rent Allowance in lieu thereof, house maintenance
allowance together with reimbursement of expenses
and/or allowances for utilization of gas, electricity,
water, furnishing and repairs, medical reimbursements,
leave travel concession for self and his family including
dependents, medical insurance. The said perquisites and
allowances shall be evaluated wherever applicable as per
the provisions of the Income Tax Act, 1961 or any Rules
made thereunder including any statutory modification(s)
thereto, for the time being in force. The Company’s
contribution to Provident Fund, Superannuation or Annuity
Fund to the extent these singly or together are not taxable
under the Income Tax Act, 1961 and gratuity payable and
encashment of leave at the end of the tenure as per Rules
of the Company shall not be included in the computation
of the limits of the remuneration.
(v)
Foreign investments or collaborations, if any – None.
The foreign shareholding was 32.34% as on March 31,
2019.
(vi) Comparative remuneration profile with respect to
industry, size of the company, profile of the position
and person (in case of expatriates the relevant details
would be with respect to the country of his origin)
Information about the appointee
(i)
Background details
Shri Punit Garg, aged 55 years, a qualified Engineer, is part
of senior management team of Reliance Group since 2001
and is involved in taking a number of strategic decisions.
Shri Garg has previously served as an Executive Director on
the Board of Reliance Communications Limited. With rich
experience of over 34 years, Shri Garg has created and led
billion dollar businesses. As a visionary, strategist and team
builder he has driven profitable growth through innovation
and operational excellence.
(ii) Past remuneration
In the financial year 2017-18, the total remuneration
paid to Shri Garg was NIL.
(ii)
(iii) Recognition or awards
Shri Punit Garg was recoginised among the top 25 CEOs
of the world in its annual list of top 100 business leaders
from telecom industry across the world by Global Telecom
Business Magazine in the year 2008.
(iv)
Job profile and his suitability
Shri Garg’s job profile is controlling and managing the affairs
of Reliance Infrastructure Limited (RInfra) and manage
and superintend the business of RInfra Group Companies
including all subsidiaries, associates and joint ventures. As
Shri Garg has the requisite professional qualification and
experience, he is eminently suited for the position.
10
The remuneration proposed to be paid to Shri Garg is
comparable with persons holding similar positions in the
industry. The proposed remuneration is commensurate
with the size and operation of the Company.
(vii) Pecuniary relationship directly or indirectly with
the company, or relationship with the managerial
personnel, if any – None
Other information
(i)
Reasons of loss or inadequate profits – During the year,
the Company has sold its integrated Mumbai Power
Distribution Business which was its substantial business to
Adani Transmission Limited (ATL).
Steps taken or proposed to be taken for improvement
The Company is currently focusing on Engineering and
Construction (E&C) and defence business, which are ‘asset
light’ and ‘high growth’. The Company is moving towards
‘debt free’ scenario by monetizing its assets. The Company
is in the process of exiting from the roads business.
(iii) Expected increase in productivity and profits in
measurable terms – In line with the Government’s Policy
of investing in infrastructure growth, the Company expects
to grow its E&C order book and business relationship in
defence business.
(iv) Particulars of remuneration to Shri Punit Garg in terms
of Schedule V has been provided under the Corporate
Governance report forming part of this Annual Report.
Reliance Infrastructure Limited
Statement pursuant to Section 102 (1) of the Companies Act, 2013 to the accompanying Notice dated August 30, 2019
Disclosures
The disclosures required under Schedule V of the Act have been
incorporated in the Directors’ Report under Corporate Governance
section.
Shri Garg is also a Director in BSES Rajdhani Power Limited and
BSES Yamuna Power Limited, subsidiaries of the Company.
Shri Garg is a member of the Audit Committee, Risk Management
Committee, Stakeholders Relationship Committee and Corporate
Social Responsibility Committee of the Board of the Company.
Shri Garg will be liable to retire by rotation in accordance with the
provisions of the Act.
The relatives of Shri Garg may be deemed to be interested in the
resolution set out in Item No. 4 of the Notice, to the extent of
their equity shareholding interest, if any, in the Company.
Save and except Shri Punit Garg, none of the Directors, Key
Managerial Personnel of the Company and their relatives are,
concerned or interested, financially or otherwise, in the resolution
set out at Item No. 4 of the Notice.
The Board accordingly recommends the Special Resolution set
out at Item No. 4 of the accompanying Notice for the approval
of the Members.
Item No. 5: Appointment of Ms. Manjari Kacker as an
Independent Director
Pursuant to the provisions of Section 161 of the Act and as
per the recommendations of Nomination and Remuneration
Committee, the Board of Directors appointed Ms. Manjari Kacker
as Additional Director in the capacity of Independent Director of
the Company for a term of 5 (five) consecutive years effective
from June 14, 2019 subject to the approvals of Members.
Pursuant to the provisions of Section 161 of the Act, Ms. Manjari
Kacker will hold office up to the date of this Meeting.
Ms. Manjari Kacker is not disqualified from being appointed
as Director in terms of Section 164 of the Act and has given
consent to act as Independent Director. The Company has also
received declaration from Ms. Manjari Kacker that she meets
the criteria of independence as prescribed both under Section
149(6) of the Act and under the Listing Regulations.
In the opinion of the Board, Ms. Manjari Kacker fulfills the
conditions for appointment as Independent Director as specified
in the Act and Listing Regulations and she is independent of
management. Keeping in view the above, it is proposed to seek
approval of the Members to appoint Ms. Manjari Kacker as an
Independent Director on the Board of the Company, not liable
to retire by rotation.
As required under Section 160 of the Act, the Company has
received notice in writing from a Member proposing the
candidature of Ms. Manjari Kacker for the office of the Director
of the Company.
Copy of draft letter of appointment of Ms. Manjari Kacker as
an Independent Director of the Company setting out the terms
and conditions of appointment is available for inspection by the
Members at the Company’s registered office.
Ms. Manjari Kacker, 67 years, holds a Master’s degree in
Chemistry and a diploma in Business Administration. She has more
than 40 years of experience in taxation, finance, administration
and vigilance. She was in the Indian Revenue Service batch of
1974. She held various assignments during her tenure in the
tax department and was also a member of the Central Board
of Direct Taxes. She has also served as the Functional Director
(Vigilance and Security) in Air India and has also represented India
in international conferences. Ms. Manjari Kacker is also a Director
in Dhanvarsha Finvest Limited, Reliance Communications Limited,
EGK Foods Private Limited, Water Systems & Infrastructure
Development Services Private Limited, Hindustan Gum and
Chemicals Limited and Zaffiro Learning Private Limited.
Ms. Manjari Kacker is not related to any other Director and Key
Managerial Personnel of the Company. She does not hold any
share in the Company.
The relatives of Ms. Manjari Kacker may be deemed to be
interested in the resolutions set out at Item No. 5 of the Notice,
to the extent of their equity shareholding interest, if any, in the
Company.
Save and except Ms. Manjari Kacker, none of the other Directors,
Key Managerial Personnel and their relatives are concerned or
interested, financially or otherwise, in this resolution.
The Board accordingly recommends the Resolution set out at
Item No. 5 of the accompanying Notice for the approval of the
Members.
In the opinion of the Board, the above named persons
proposed to be re-appointed as Independent Directors fulfil the
conditions specified in the Companies Act, 2013 and Rules made
thereunder and that the proposed Directors are independent of
the Management.
Item Nos. 6, 7 and 8: Re-appointment of Independent Directors
Ms. Ryna Karani, Shri S. S. Kohli and Shri K. Ravikumar were
appointed as Independent Directors on September 20, 2014
for a period of five consecutive years. The said period of five
years expires on September 19, 2019. They are eligible for
re-appointment as Independent Directors for another term of five
consecutive years, subject to meeting criteria of independence
and passing of a special resolution by the shareholders of the
Company to that effect as required under the Act and the Listing
Regulations.
Considering the performance evaluation of respective Directors,
their consents and necessary disclosures to continue as an
Independent Director of the Company and that they continue to
meet criteria of Independence and based on the recommendations
of Nomination and Remuneration Committee, the Board of
Directors, on May 30, 2019, had approved their re-appointment
as Independent Directors of the Company for the second term
from September 20, 2019 to September 19, 2024, subject to
approval of the shareholders. During their tenure of appointment,
they shall not be liable to retire by rotation as provided under
Section 152 (6) of the Act.
In the opinion of the Board, the above named persons
proposed to be re-appointed as Independent Directors fulfil the
conditions specified in the Companies Act, 2013 and Rules made
thereunder and that the proposed Directors are independent of
the Management.
11
Reliance Infrastructure Limited Statement pursuant to Section 102 (1) of the Companies Act, 2013 to the accompanying Notice dated August 30, 2019
Brief profiles of the aforesaid Directors are given below:
Ms. Ryna Karani
Ms. Ryna Karani, 51 years, is partner of ALMT Legal, Advocates
and Solicitors since November 2006 and part of the firm’s
corporate and commercial team. She has been practicing as
a lawyer since 1994 and is enrolled as Advocate with the Bar
Council of Maharashtra and Goa. Her practice includes advising
on mergers and acquisitions, joint ventures, private equity and
investment funds on a full range of corporate transactions
including cross border transactions. She has advised and assisted
a number of foreign clients in establishing a presence in India
through incorporation of companies and/or establishment
of liaison offices. She is a member of the Society of Women
Lawyers.
Besides her M&A practice, she advises clients on infrastructure
projects including submission and preparation of Request for
Proposal (RFPs), finalizing tenders, drafting and negotiating
concession agreements and related documents.
Ms. Ryna Karani also regularly advises clients on loan transactions
(both Rupee and external commercial borrowings), including
drafting and negotiating the loan agreements, security and other
related documents. She also provides advice on general corporate
matters, commercial contracts real estate matters.
She is a director on the Board of Mumbai Metro One Private
Limited, BSES Yamuna Power Limited, BSES Rajdhani Power
Limited, Reliance Communications Limited, Prime Urban
Development India Limited and INEOS Styrolution India Limited.
Ms. Ryna Karani held 100 equity shares of the Company.
Shri S. S. Kohli
Shri S. S. Kohli, 74 years, was the Chairman and Managing
Director of India Infrastructure Finance Company Limited (IIFCL),
a wholly owned company of the Government of India till April
2010, engaged in promotion and development of infrastructure.
Under his leadership, IIFCL commenced its operations and carved
a niche for itself in financing infrastructure projects. The support
of IIFCL helped in speedier achievement of financial closure of
infrastructure projects in sectors like highways, airports, seaports,
power, etc. IIFCL was conferred with the “Most Admired
Infrastructure Financier 2010” by KPMG Infrastructure. Shri Kohli
had long experience as a banker, spanning over 40 years having
held positions of Chairman and Managing Director of Punjab and
Sind Bank, Small Industries Development Bank of India (SIDBI)
and Punjab National Bank (PNB), one of the largest public sector
banks in India. During his Chairmanship of PNB (from 2000 to
2005), he undertook total transformation of the Bank. Under his
leadership, PNB became a techno-savvy Bank by implementing
core banking solution and introducing various technology-based
products and services. PNB also emerged as one of the India’s
Most Trusted Brands and the PNB Group floated three public
offerings of capital during his tenure which were highly successful.
Shri Kohli held the Chairmanship of Indian Banks’ Association, a
forum for promoting the interest of banks for two terms and
was Member/Chairman of several committees associated with
financial sector policies. The committees he chaired dealt with a
variety of issues relating to small/medium enterprise financing,
wilful default in loans, human resources development in the
banking industry and reconstruction of distressed small industries,
etc. A recipient of several awards including the “Enterprise
12
Transformation Award for Technology” by the Wharton Infosys
Limited, the “Bank of the Year Award” by the Banker’s Magazine
of the Financial Times, London for the year 2000, and also
ranked 22nd in the list of India’s Best CEOs ranking over the period
1995 to 2011, by the Harvard Business Review.
He is on the Board of IDFC Limited, ACB (India) Limited, BSES
Yamuna Power Limited, Seamec Limited, Asian Hotels (West)
Limited, BSES Rajdhani Power Limited, S V Creditline Limited,
Indian Technocrat Limited and BLS International Services Limited.
Shri K. Ravikumar
Shri K. Ravikumar, 69 years, was the former Chairman and
Managing Director (CMD) of Bharat Heavy Electricals Limited
(BHEL), which ranks among the leading companies of the world
engaged in the field of power plant equipment. As CMD, he was
responsible for maximizing market-share and establishing BHEL
as a total solution provider in the power sector. The Company
was ranked 9th in terms of market capitalization in India during his
tenure at BHEL. He had handled a variety of assignments during
his long career spanning over 36 years. His areas of expertise are
design and engineering, construction and project management of
thermal, hydro, nuclear, gas based power plants and marketing
of power projects.
Shri Ravikumar had the unique distinction of having booked USD
25 billion order for BHEL. His vision was to transform BHEL into
a world class engineering enterprise. Towards this, he pursued a
growth strategy based on the twin plans of building both capacity
and capability and this had resulted in an increase in BHEL’s
manufacturing capacity from 10,000 MW to 20,000 MW per
annum. He also introduced new technologies in the field of coal
and gas based power plants for the first time in the country,
such as supercritical thermal sets of 660 MW and above rating,
advance class gas turbines large size CFBC boilers and large size
nuclear sets. BHEL has the distinction of having installed over
1,00,000 MW of power plant equipment worldwide.
Shri Ravikumar had also formed a number of strategic tie ups for
BHEL with leading Indian utilities and corporates like NTPC Limited,
Tamil Nadu State Electricity Board, Nuclear Power Corporation
of India Limited, Karnataka Power Corporation Limited, Heavy
Engineering Corporation Limited to leverage equipment sales
and develop alternative sources for equipment needed for the
country. He had guided BHEL’s technology strategy to maintain
the technology edge in the market place with a judicious mix of
internal development of technologies with selective external co-
operation. He had focused on meeting the customer expectation
and has strengthened BHEL’s image as a total solution provider.
He possesses M.Tech Degree from the Indian Institute of
Technology, Chennai besides Post-Graduate Diploma in Business
Administration. He was conferred Alumini Awards from the Indian
Institute of Technology, Chennai and the National Institute of
Technology, Trichy and was the Ex-Chairman of BOG National
Institute of Technology, Mizoram. He has published a number of
research papers in the field of power and electronics.
He is also a director on the Board of SPEL Semiconductor Limited,
Reliance Power Limited and Reliance Naval and Engineering
Limited.
The Company has received notices from a Member under section
160 of the Act proposing the candidature of the above named
persons for the office of Director of the Company. A copy of
draft letter of appointment of the Independent Directors of
Reliance Infrastructure Limited Statement pursuant to Section 102 (1) of the Companies Act, 2013 to the accompanying Notice dated August 30, 2019
the Company setting out the terms and conditions of their
re-appointment is available for inspection by the Members at
the Company’s Registered Office during the office hours on all
working days till the date of the Annual General Meeting.
Shri S. S. Kohli will attain the age of seventy five years on April
10, 2020 and pursuant to amended Regulation 17 of the Listing
Regulations, continuation of office as Independent Director
beyond the age of seventy five years would require the approval
of Members by a Special Resolution. In view of the above, it is
proposed to seek approval of the Members for continuation of
directorship of Shri S. S. Kohli as Independent Director till the
completion of his proposed term up to September 19, 2024.
Ms. Ryna Karani, Shri S. S. Kohli and Shri K. Ravikumar are
interested in the resolutions set out respectively at Item Nos.
6 to 8 of the Notice in regard to their respective appointments.
The relatives of Ms. Ryna Karani, Shri S. S. Kohli and Shri K.
Ravikumar may be deemed to be interested in the resolutions set
out respectively at Item Nos. 6 to 8 of the Notice, to the extent
of their equity shareholding interest, if any, in the Company.
Save and except the above, none of the other Directors, Key
Managerial Personnel of the Company and their relatives are,
in any way, concerned or interested, financially or otherwise, in
these resolutions.
The Board accordingly recommends the Special Resolutions set
out at Item Nos. 6 to 8 of the accompanying Notice for approval
of the Members.
Item No. 9: Private placement of Non Convertible Debentures
(NCDs) and/or other Debt Securities
As per provisions of Section 42, 71 and other applicable
provisions, if any, of the Companies Act, 2013 (“the Act”) read
with the Rules made thereunder, a Company offering or making
an invitation to subscribe to secured/ unsecured/ redeemable
/ non redeemable Non Convertible Debentures (NCDs) and
other debt securities on a private placement basis is required to
obtain the prior approval of the Members by way of a Special
Resolution. The Act provides that such approval can be obtained
once in a year for all the offers or invitations for such NCDs to be
issued during the year.
NCDs including subordinated debentures, bonds, and/or other
debt securities, etc., issued on a private placement basis
constitute a significant source of borrowings for the Company
to meet the ongoing funding requirements for the Company’s
business activities, and refinancing of the existing debt obligations
of the Company.
The Board of Directors at its meeting held on June 14, 2019
considered the possibility of the Company being required to make
an offer or invitation, to subscribe to securities through private
placement, subject to the shareholders’ approval at the ensuing
Meeting.
It is proposed to obtain an enabling approval of shareholders
to offer or invite subscriptions for NCDs including subordinated
debentures, bonds, and/or other debt securities, etc. on private
placement basis, at appropriate time in one or more tranches,
within the overall borrowing limits of the Company, as may be
approved by the Members from time to time, with authority to the
Board to determine the terms and conditions, including the issue
price of the NCDs / other debt securities, interest, repayment,
security, use of proceeds or otherwise, as it may deem expedient
and to do all such acts, deeds, matters and things in connection
therewith and incidental thereto as the Board in its absolute
discretion deems fit. The Board would act on the basis of the
enabling resolution without being required to seek any further
consent or approval of the Members or otherwise to the end and
intent that they shall be deemed to have given their approval
thereto expressly by the authority of the Resolution. Accordingly,
the approval of the Members is being sought by way of a Special
Resolution under Section 42, 71 and other applicable provisions,
if any, of the Act and its Rules made thereunder as set out in
Item No. 9 appended to this notice.
None of the Directors, Key Managerial Personnel of the
Company and their relatives are in any way, concerned or
interested, financially or otherwise, in this resolution, except of
their shareholding in the Company, if any.
The Board accordingly recommends the Special Resolution set
out at Item No. 9 of the accompanying Notice for approval of
the Members.
Item No. 10: Remuneration to the Cost Auditors for the
financial year ending March 31, 2020
The Board of Directors on the recommendation of the Audit
Committee has approved the appointment and remuneration of
M/s. V J Talati & Co., Cost Accountants (Firm Registration no.
R/000213), as the Cost Auditors for audit of the cost accounting
records of the Company for the financial year ending March
31, 2020, at a remuneration of ` 25,000 (Rupees twenty
five thousand only) plus applicable taxes and out-of-pocket
expenses.
In terms of the provisions of Section 148(3) of the Companies
Act, 2013 read with the Companies (Audit and Auditors) Rules,
2014, remuneration payable to the Cost Auditor needs to be
ratified by the Members of the Company.
None of the Directors, Key Managerial Personnel of the Company
and their relatives are, in any way, concerned or interested
financially or otherwise in this resolution set out at Item No.10
of the Notice.
The Board accordingly recommends the Ordinary Resolution set
out at Item No. 10 of the accompanying Notice for approval of
the Members.
By Order of the Board of Directors
Paresh Rathod
Company Secretary
Registered Office:
Reliance Centre, Ground Floor
19, Walchand Hirachand Marg,
Ballard Estate, Mumbai 400 001
CIN:L75100MH1929PLC001530
Website:www.rinfra.com
August 30, 2019
13
Reliance Infrastructure Limited Directors’ Report
Dear Shareowners,
Your Directors present the 90th Annual Report and the audited financial statements for the financial year ended March 31, 2019.
Financial Performance and state of the Company’s affairs
The standalone financial performance of the Company for the financial year ended March 31, 2019 is summarised below:
Particulars
Total Income
Gross Profit before depreciation
Depreciation
Exceptional Items-(Expenses)/Income
Profit/(Loss) before taxation
Tax expenses (Net) (including deferred tax and tax for earlier years)
Net profit from discontinuing operation
Profit/(Loss) after taxation
Balance of profit brought forward from previous year
Other comprehensive income recognised directly in retained earnings
Add: Transfer on Scheme of Amalgamation
Profit available for appropriations
Dividend paid out on equity shares during the year (including tax on
dividend) (Net)
Transfer to General Reserve
Transfer to Debenture Redemption Reserve
Balance carried to Balance Sheet
Financial year ended
March 31, 2019
* Financial year ended
March 31, 2018
` in crore
** US $
Million
` in crore
** US $
Million
3,581
1,185
82
(6181)
(5078)
(191)
3974
(913)
626
6
(281)
297
-
97
(675)
518
171
12
(894)
(734)
(28)
575
(132)
96
1
(35)
43
-
14
(92)
3,261
526
99
284
711
(83)
870
1,664
377
19
-
2,060
284
1,000
150
626
493
81
15
44
109
(13)
134
256
58
3
-
316
42
153
23
96
*Figures of previous year have been regrouped and reclassified wherever required. Figures for the previous year pertaining to Mumbai
Power Business have been considered as part of discontinued operation.
** @ ` 69.1550= US $ 1 Exchange rate as on March 31, 2019 (` 65.1750= US $ 1 Exchange rate as on March 31, 2018).
Financial Performance
Sale of Mumbai Power Business
During the year under review, your Company earned an income
of ` 3,581 crore against ` 3,261 crore in the previous year.
The Company incurred a loss of ` 913 crore for the year as
compared to profit of ` 1,664 crore in the previous year.
The performance and financial position of the subsidiary
companies and associate companies are included in the
consolidated financial statements of the Company and presented
in the Management Discussion and Analysis forming part of this
Annual Report.
Dividend
During the year under review, the Board of Directors has
not recommended any dividend on the equity shares of the
Company. The Dividend Distribution Policy of the Company is
annexed herewith as Annexure E to this Report.
Business Operations
The Company is amongst the leading player in the country in
the Engineering and Construction (E&C) segment for power,
roads, metro and other infrastructure sectors. The Company is
also engaged in implementation, operation and maintenance
of several projects in defence sector and infrastructural areas
through its special purpose vehicles.
During the year under review, a Scheme of Arrangement
between the Company and Reliance Electric Generation and
Supply Limited (REGSL) and their respective shareholders (the
‘Scheme’) already sanctioned by the Hon’ble High Court of
Bombay vide its orders dated January 19, 2017, January 31,
2017, November 20, 2017 and November 28, 2017, was
approved by Maharashtra Electricity Regulatory Commission
(MERC) and the lenders. The Scheme was given effect to on
August 29, 2018 effective from April 1, 2018.
As per the Share Purchase Agreement executed with the Adani
Transmission Limited (ATL) in December 2017, the Company
successfully completed the sale of its 100% shareholding in
REGSL to ATL. The Company’s Integrated Mumbai Power
Distribution Business was transferred to ATL for a total transaction
value of ` 18,800 crore which includes Regulatory Assets Under
Approval of about ` 5,000 crore which will flow directly to the
Company. Entire proceeds from the transaction was used for
reduction of debt.
Management Discussion and Analysis
The Management Discussion and Analysis for the year under
review as stipulated under Regulation 34(2) of the Securities
and Exchange Board of India (SEBI) (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (the Listing
14
Reliance Infrastructure Limited Directors’ Report
Regulations), is presented in a separate section forming part of
this Annual Report.
Issue and redemption of Non-Convertible Debentures
During the year under review, the Company had issued Secured
to
Redeemable Non-Convertible Debentures aggregating
` 385 crore (Series 29) on Private Placement basis to financial
institutions. These Debentures are listed on the National Stock
Exchange of India Limited. During the year, the Company
has redeemed Non-Convertible Debentures aggregating to
` 2,021.50 crore upto March 31, 2019.
Deposits
The Company has not accepted any deposits from the public
falling within the ambit of Section 73 of the Companies Act,
2013 (‘the Act’) and the Companies (Acceptance of Deposits)
Rules, 2014. There are no unclaimed deposits, unclaimed/
unpaid interest, refunds due to the deposit holders or to be
deposited with the Investor Education and Protection Fund as
on March 31, 2019.
Particulars of Investments
Pursuant to Section 186 of the Act, details of the Investments
made by the Company are provided in the standalone financial
statement. (Please refer to Note No. 7 to the standalone
financial statements).
Subsidiary Companies, Associates and Joint Ventures
During the year under review, Reliance Global Limited became a
subsidiary of the Company and Reliance Electric Generation and
Supply Limited ceased to be a subsidiary of the Company.
The operation and financial performance of the major subsidiaries
is presented in Management Discussion and Analysis forming
part of this Annual Report. Also, a report on the performance and
financial position of each of the subsidiaries, associates and joint
ventures as per the Act is provided in the consolidated financial
statement.
The Policy for determining material subsidiary company, as
approved by the Board, may be accessed on the Company’s website
at https://www.rinfra.com/documents/1142822/1190917/
Policy_for_Determining_Material_Subsidiary.pdf.
Standalone and Consolidated Financial Statements
The audited financial statements of the Company are drawn up,
both on standalone and consolidated basis, for the financial year
ended March 31, 2019, in accordance with the requirements of
the Companies (Indian Accounting Standards) Rules, 2015 (Ind-
AS) notified under Section 133 of the Act, read with relevant
rules and other accounting principles. The Consolidated Financial
Statements have been prepared in accordance with Ind-AS and
relevant provisions of the Act based on the financial statements
received from subsidiaries, associates and joint ventures, as
approved by their respective Board of Directors.
Directors
In terms of the provisions of the Act, Shri S Seth, Director of the
Company retires by rotation and being eligible, offers himself for
re-appointment at the ensuing Annual General Meeting.
During the year, Dr. V K Chaturvedi, Non Executive Director and
Shri V R Galkar, Independent Director ceased to be Directors
of the Company upon attaining the age of 75 years. Shri Shiv
Prabhat, Non Executive Director resigned from the Board with
effect from March 7, 2019 and Shri B C Patnaik and Ms. Manjari
Kacker were appointed as Additional Directors on March 7, 2019
and June 14, 2019 respectively to hold office up to the date of
ensuing Annual General Meeting. Shri Punit Garg was appointed
as an Additional Director and designated as Executive Director
and Chief Executive Officer by the Board of Directors of the
Company on April 6, 2019, subject to shareholders’ approval at
the ensuing Annual General Meeting.
The Board places on record its appreciation for the valuable
contribution made by Dr. V K Chaturvedi, Shri V R Galkar and
Shri Shiv Prabhat during their tenure as Director of the Company.
The terms of appointment of the Independent Directors Ms. Ryna
Karani, Shri S. S. Kohli and Shri K. Ravikumar would expire on
September 19, 2019 and the proposal for their re-appointment
for a second term of five years are included in the notice to the
Annual General Meeting for approval of the shareholders.
The Company has received declaration from all the Independent
Directors of the Company confirming that they meet the criteria
of independence as prescribed under the Act and the Listing
Regulations. The details of programme for familiarisation
of Independent Directors with the Company, nature of the
industry in which the Company operates and related matters
are uploaded on the website of the Company at the link
https://www.rinfra.com/documents/1142822/1182645/
Familiarisation_programme.pdf. In the opinion of the Board,
the Independent Directors fulfills the conditions specified in
the Act and the Rules made thereunder, and are independent
of the management. Based on the report of performance
evaluation of the Independent Directors and recommendation
of the Nomination and Remuneration Committee, the Board had
approved Ms. Ryna Karani, Shri S. S. Kohli and Shri K. Ravikumar’s
re-appointment as Independent Directors of the Company for
the second term from September 20, 2019 to September 19,
2024, subject to approval of the shareholders.
A brief profile of Shri S. Seth, Ms. Manjari Kacker, Shri Punit Garg,
Ms. Ryna Karani, Shri S. S. Kohli and Shri K. Ravikumar along
with requisite details as stipulated under Regulation 36(3) of the
Listing Regulations is provided in this Annual Report.
Key Managerial Personnel
Shri Aashay Khandwala, Company Secretary and Compliance
Officer, superannuated from the service of the Company with
effect from November 5, 2018. Shri Anil C. Shah was appointed
as Company Secretary and Compliance Officer of the Company
with effect from February 5, 2019. For the interim period,
Ms. Srilatha T G was appointed as Dy. Company Secretary and
Acting Compliance Officer effective from November 5, 2018 to
February 4, 2019.
Shri Lalit Jalan, Chief Executive Officer, superannuated from
his services and Shri Punit Garg was appointed as an Executive
Director and Chief Executive Officer of the Company with effect
from April 6, 2019.
The Board, at its meeting held on August 13, 2019 has approved
the appointment of Shri Paresh Rathod as the Company
Secretary and Compliance Officer from August 16, 2019, to be
effective after the superannuation of Shri Anil C. Shah.
Evaluation of Directors, Board and Committees
The Nomination and Remuneration Committee of the Board of
the Company has devised a policy for performance evaluation of
the Directors, Board and its Committees, which includes criteria
for performance evaluation.
15
Reliance Infrastructure Limited Directors’ Report
Pursuant to the provisions of the Act and Regulation 17(10)
of the Listing Regulations, the Board has carried out an
annual performance evaluation of its own performance, the
directors individually as well as the evaluation of the working
of the committees of the Board. The Board performance was
evaluated based on inputs received from all the Directors after
considering the criteria such as Board Composition and structure,
effectiveness of Board / Committee processes and information
provided to the Board etc.
A separate meeting of Independent Directors was held during
the financial year for evaluation of the performance of non-
independent Directors, performance of the Board as a whole and
that of the Chairman of the Board.
The Nomination and Remuneration Committee has also
reviewed the performance of individual directors based on their
knowledge, level of preparation and effective participation in
meetings, understanding of their role as directors, etc.
Policy on appointment and remuneration of Directors, Key
Managerial Personnel and Senior Management Employees
The Nomination and Remuneration Committee of the Board has
devised a policy for selection, appointment and remuneration of
Directors, Key Managerial Personnel and Senior Management
employees. The Committee has formulated the criteria for
determining qualifications, positive attributes and independence
of Directors, which has been put up on the Company’s website
at www.rinfra.com and also is attached as Annexure A.
Directors’ Responsibility Statement
Contracts and Arrangements with Related Parties
All contracts, arrangements and transactions entered into by the
Company during the financial year under review with related
parties were on an arm’s length basis and in the ordinary course
of business.
There were no materially significant related party transactions
made by the Company with Promoters, Directors, Key
Managerial Personnel or other designated persons, which could
have potential conflict with the interest of the Company at large.
During the year, the Company has not entered into any contract/
arrangement/transaction with related parties which could be
considered material in accordance with the policy of Company
on materiality of related party transactions.
All Related Party Transactions were placed before the Audit
Committee for approval. Omnibus approval of the Audit
Committee was obtained for the transactions which were of a
repetitive nature. The transactions entered into pursuant to the
omnibus approval so granted were reviewed and statements
giving details of all related party transactions were placed before
the Audit Committee on a quarterly basis. The policy on Related
Party Transactions as approved by the Board is uploaded on the
Company’s website at the link: http://www.rinfra.com/web/
rinfra/related-party-transactions. Your Directors draw attention
of the Members to Note No. 34 to the standalone financial
statement which sets out related party disclosures pursuant to
Ind-AS.
Material Changes and Commitments if any, affecting the
financial position of the Company
Pursuant to the requirements under Section 134(5) of the Act
with respect to Directors’ Responsibility Statement, it is hereby
confirmed that:
There were no material changes and commitments affecting the
financial position of the Company which have occurred between
the end of the financial year and the date of this report.
In the preparation of the annual financial statement for
the financial year ended March 31, 2019, the applicable
accounting standards had been followed along with proper
explanation relating to material departures, if any;
The Directors had selected such accounting policies and
applied them consistently and made judgments 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, 2019 and of the loss of the Company for
the year ended on that date;
The Directors had 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;
The Directors had prepared the annual financial statement
for the financial year ended March 31, 2019, on a going
concern basis;
The Directors had laid down proper internal financial
controls to be followed by the Company and such
internal financial controls are adequate and are operating
effectively; and
The Directors had devised proper systems to ensure
compliance with the provisions of all applicable laws and
that such systems are adequate and operating effectively.
Meetings of the Board
A calendar of Meetings is prepared and circulated in advance to
the Directors. During the financial year, ten Board Meetings were
held. Details of the meetings held and attended by each Director
are given in the Corporate Governance Report forming part of
this Annual Report.
Audit Committee
The Audit Committee of the Board of Directors comprises of
majority of Independent Directors namely Ms. Manjari Kacker,
Shri S. S. Kohli, Shri K. Ravikumar and Ms. Ryna Karani, and
Shri Punit Garg, Executive Director and Chief Executive Officer.
Ms. Manjari Kacker, Independent Director, is the Chairman of
the Committee.
During the year, all the recommendations made by the Audit
Committee were accepted by the Board.
Auditors and Auditor’s Report
M/s. Pathak H.D. & Associates, Chartered Accountants, were
appointed as statutory auditors of the Company to hold office for
a term of 4 (four) consecutive years at the 87th Annual General
Meeting of the Company held on September 27, 2016 until the
conclusion of the 91st Annual General Meeting of the Company.
The Company has received confirmation from M/s. Pathak H.D. &
Associates, Chartered Accountants that they are not disqualified
from continuing as Auditors of the Company. M/s. B S R & Co.
LLP, Chartered Accountants who were appointed as statutory
i.
ii.
iii.
iv.
v.
vi.
16
Reliance Infrastructure Limited Directors’ Report
auditors of the Company at the 88th Annual General Meeting
of the Company, vide their letter dated August 9, 2019, have
resigned as one of Statutory Auditors of the Company with effect
from August 9, 2019. The other duly appointed Statutory Auditor,
M/s Pathak H.D. & Associates, who are Statutory Auditors of the
Company since last 9 financial years i.e. from financial year 2011
and whose term is valid until conclusion of the Annual General
Meeting for the year ended March 31, 2020, are continuing as
the sole Statutory Auditors of the Company.
The Auditors in their report to the members have given a Disclaimer
of Opinion for the reasons set out in the para titled Basis of
Disclaimer of Opinion. The relevant facts and the factual position
have been explained in Note 40 of the Notes on Accounts. It has
been explained that the Reliance Group of companies of which
the Company is a part, supported an independent company in
which the Company holds less than 2% of equity shares (“E&C
Company”) to inter alia undertake contracts and assignments
for the large number of varied projects in the fields of Power
(Thermal, Hydro and Nuclear), Roads, Cement, Telecom, Metro
Rail, etc. which were proposed and/or under development by
the Group. To this end along with other companies of the Group
the Company funded E&C Company by way of E&C advances,
subscription to debentures and intercorporate deposits.
The activities of E&C Company have been impacted by the
reduced project activities of the companies of the Group. While
the Company is evaluating the categorisation of the nature of
relationship; if any, with the independent E&C Company, based
on the analysis carried out in earlier years, the E&C Company has
not been treated as related party. Given the huge opportunity in
the E&C field particularly considering the Government of India’s
thrust on infrastructure sector coupled with increasing project
and E&C activities of the Reliance Group, the E&C Company with
its experience will be able to achieve substantial project activities
in excess of its current levels, thus enabling the E&C Company
to meet its obligations. The Company is reasonably confident
that the provision will be adequate to deal with any contingency
relating to recovery from the E&C Company.
The observations and comments given by the Auditors in their
report, read together with notes on financial statements are self
explanatory and hence do not call for any further comments
under Section 134 of the Act.
Cost Auditors
Pursuant to the provisions of the Act and the Companies (Audit
and Auditors) Rules, 2014, the Board of Directors have appointed
M/s. V J Talati & Co, Cost Accountants, as the Cost Auditors of
the Company for conducting the cost audit of the Engineering
and Construction Division & Wind Power Generation Division of
the Company for the financial year ending March 31, 2020, and
their remuneration is subject to ratification by the Members at
the ensuing Annual General Meeting of the Company.
Secretarial Standards
During the year under review, the Company has complied with
the applicable Secretarial Standards issued by The Institute of
Company Secretaries of India.
Secretarial Audit and Annual Secretarial Compliance Report
M/s. Ashita Kaul & Associates, Practicing Company Secretaries,
to undertake the Secretarial Audit of the Company. There is
no qualification, reservation or adverse remark made by the
Secretarial Auditor in the Secretarial Audit Report. The Audit
Report of the Secretarial Auditors for the financial year ended
March 31, 2019 is attached hereto as Annexure B.
Pursuant
to Circular No.CIR/CFD/CMD1/27/2019 dated
February 08, 2019, issued by SEBI, the Company has also
obtained Annual Secretarial Compliance Report from M/s. Ashita
Kaul & Associates, Practicing Company Secretaries, on compliance
of all applicable SEBI Regulations and circulars/ guidelines issued
thereunder and the copy of the same has been submitted with
the Stock Exchanges within the prescribed due date.
Annual Return
As required under Section 134(3)(a) of the Act, the Annual
Return for the year 2017-18 and 2018-19 is put up on the
Company’s website and can be accessed at https://www.rinfra.
com/web/rinfra/annual-return.
Particulars of Employees and related disclosures
In terms of the provisions of Section 197(12) of the Act read
with Rule 5(2) and 5(3) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, as
amended, a statement showing the names and other particulars
of the employees drawing remuneration in excess of the limits
set out in the said Rules are provided in the Annual Report.
Disclosures relating to the 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 as amended, also forms part
of this Annual Report.
However, having regard to the provisions of first proviso to
Section 136(1) of the Act, the Annual Report, excluding the
aforesaid information is being sent to all the Members of the
Company and others entitled thereto. The said information is
available for inspection at the registered office of the Company
on all working days, except Saturdays, between 11.00 a.m. and
1.00 p.m. up to the date of the meeting. Any member interested
in obtaining the same may write to the Company Secretary and
the same will be furnished on request.
Conservation of energy, technology absorption and foreign
exchange earnings and outgo
The particulars as required to be disclosed in terms of Section
134(3)(m) of the Act, read with Rule 8 of the Companies
(Accounts) Rules, 2014 are given in Annexure C forming part
of this Report.
Corporate Governance
The Company has adopted the “Reliance Group-Corporate
Governance Policies and Code of Conduct” which sets out the
systems, processes and policies conforming to the international
standards. The report on Corporate Governance as stipulated
under Regulation 34(3) read with Para C of Schedule V of the
Listing Regulations is presented in a separate section forming
part of this Annual Report.
Pursuant to the provisions of Section 204 of the Act read with
the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the Board of Directors has appointed
A certificate from M/s. Ashita Kaul & Associates, Practicing
Company Secretaries confirming compliance to the conditions of
Corporate Governance as stipulated under Para E of Schedule V
17
Reliance Infrastructure Limited Directors’ Report
of the Listing Regulations, is enclosed to this Report.
Whistle Blower Policy (Vigil Mechanism)
In accordance with Section 177 of the Act and the Listing
Regulations, the Company has formulated a Vigil Mechanism
to address the genuine concerns, if any, of the directors and
employees. The details of the same have been stated in the
Report on Corporate Governance and the policy can also be
accessed on the Company’s website at the link: http://www.
rinfra.com/web/rinfra/corporate-governance-policies.
Risk Management
The Board of the Company has constituted a Risk Management
Committee. The Committee consists of majority of independent
directors and also senior managerial personnel of the Company.
The details of the Committee and its terms of reference, etc.
are set out in the Corporate Governance Report forming part of
this Report.
The Company has a robust Business Risk Management (BRM)
framework to identify, evaluate business risks and opportunities.
This framework seeks to create transparency, minimize adverse
impact on the business objectives and enhance Company’s
competitive advantage. The business risk framework defines the
risk management approach across the enterprise at various levels
including documentation and reporting.
The framework has different risk models which help in
identifying risk trend, exposure and potential impact analysis at
a Company level as also separately for business segment. The
risks are assessed for each project and mitigation measures are
initiated both at the project as well as at the corporate level.
More details on Risk Management indicating development
and implementation of Risk Management policy including
identification of elements of risk and their mitigation are covered
in Management Discussion and Analysis section, which forms
part of this Report.
Compliance with the provisions of Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013
The Company is committed to upholding and maintaining the
dignity of women employees and it has in place a policy which
provides for protection against sexual harassment of women at
work place and for prevention and redressal of such complaints.
During the year under review, no such complaints were received.
The Company has also constituted an Internal Compliance
Committee under the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013.
Corporate Social Responsibility
Responsibility Policy) Rules, 2014. The Corporate Social
Responsibility Committee has formulated a Corporate Social
Responsibility Policy (“CSR policy”) indicating the activities to
be undertaken by the Company. There has not been any change
during the current year. The CSR policy may be accessed on the
Company’s website at the link: http://www.rinfra.com/web/
rinfra/corporate-governance-policies.
The CSR Committee of the Board consists of Ms. Ryna Karani
as Chairperson, Shri S. S. Kohli, Shri K. Ravikumar and Shri Punit
Garg as the Members.
The disclosure with respect to CSR activities forming part of this
Report is given as Annexure D.
Order, if any, passed by the Regulator or Courts or Tribunals
No orders have been passed by the Regulators or Courts or
Tribunals impacting the going concern status of the Company
and its operations.
Internal Financial Controls and their adequacy
The Company has in place adequate internal financial controls
with reference to financial statement, across the organization.
The same is subject to review periodically by the internal audit
cell for its effectiveness. During the financial year, such controls
were tested and no reportable material weakness in the design
or operations were observed.
Business Responsibility Report
Business Responsibility Report for the year under review as
stipulated under the Listing Regulations is presented under
separate section forming part of this Annual Report.
Acknowledgements
Your Directors would like to express their sincere appreciation
for the co-operation and assistance received from shareholders,
debenture holders, debenture trustees, bankers, financial
institutions, government authorities, regulatory bodies and other
business constituents during the year under review. Your Directors
also wish to place on record their deep sense of appreciation for
the commitment displayed by all executives, officers and staff
resulting in the satisfactory performance of the Company during
the year.
For and on behalf of the Board of Directors
Anil Dhirubhai Ambani
Chairman
The Company has constituted Corporate Social Responsibility
Committee (CSR) in compliance with the provisions of Section
135 of the Act read with the Companies (Corporate Social
Place: Mumbai
Date : August 30, 2019
18
Reliance Infrastructure Limited
Directors’ Report
Policy on Appointment and Remuneration of Directors, Key Managerial Personnel and Senior Management Employees
Annexure – A
1
Objective
1.1 The remuneration policy aims at achieving the following
specific objectives:
1.1.1 To attract highly competent talent to sustain and
grow the Company’s business;
1.1.2 To build a high performance culture by aligning
individual performance with business objectives and
infusing performance differentiation;
1.1.3 To motivate and retain high performers and critical
talent at all levels.
2
Scope and Coverage
2.1 Remuneration policy covers Directors, Key Managerial
Personnel (KMPs) and on-roll employees of Reliance
its Subsidiaries/Special
Infrastructure Limited and
Purpose Vehicles (SPVs), who are categorized into Top
Management Cadre (TMC) and Senior Management
Cadre (SMC).
3
Policy
3.1 Non-Executive Directors:
The Non executive directors shall be paid sitting fees
for attending the meetings of the Board and of the
Committees of which they may be Members, and
commission within regulatory limits approved by the
shareholders. The commission for respective financial
year has to be recommended by the Nomination and
Remuneration Committee and approved by the Board.
3.2 Key Managerial Personnel and Senior Management
Employees
3.2.1 Remuneration, i.e. Cost-to-Company (CTC) consists
of two broad components; Fixed and Variable.
3.2.2 Fixed portion comprises Base pay and Choice pay
components.
3.2.5 Variable pay termed as Performance Linked Incentive
(PLI) comprises a pre-determined amount, the
payout of which is based on the composite score
achieved by the Individual and business during the
relevant performance year.
3.2.6 Annual Increment is linked to individual performance
ratings and is also guided by business performance,
macro-economic
industry/business
indicators,
outlook, etc.
3.2.7 Individual and Business performance is assessed
through a robust annual performance appraisal
process, the key features of which are as follows:
•
•
•
•
•
Formulation of well articulated Business wise
AOP
Setting of Individual KRAs and KPIs in
alignment with Business AOP
Online process for goal setting, self evaluation
and assessment by managers
Normalisation of individual ratings as per
prescribed norms
Business Performance evaluation with
higher emphasis on achievement against key
financial and project completion parameters.
4
Retention Features as part of Compensation Package
4.1 Based on the organizational need for retaining high
performing/critical executives, certain retention features
may be rolled out from time to time as part of the
overall compensation package. These may take form of
Retention Bonuses (RBs); Special Monetary Programs
(SMPs), Long-term Incentives (LTIs), etc.
4.2 While attracting talent in critical positions also such
retention features could be incorporated as part of the
compensation package.
3.2.3 Base Pay includes Basic Pay and Contribution
5
Modification/Amendment:
towards Retiral Benefits.
3.2.4 Choice Pay includes basket of allowances, which
executive has the flexibility to choose from, based
on his individual needs and tax planning.
5.1 This policy shall be reviewed periodically based on
benchmarking/ business requirement/ industry relevance.
19
Reliance Infrastructure Limited
Directors’ Report
Form No. MR-3
Secretarial Audit Report
For the financial year ended March 31, 2019
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]
Annexure – B
To,
The Members,
Reliance Infrastructure Limited
H Block, 1st Floor,
Dhirubhai Ambani Knowledge City,
Navi Mumbai – 400 710
We have conducted the Secretarial Audit of the compliance
of applicable statutory provisions and the adherence to
good corporate practices by Reliance Infrastructure Limited
(hereinafter called “the Company”). Secretarial Audit was
conducted in a manner that provided us a reasonable basis for
evaluating the corporate conducts/statutory compliances and
expressing our opinion thereon.
Based on our verification of the Company’s books, papers, minutes
books, forms and returns filed and other records maintained by
the company and also the information provided by the Company,
its officers, agents and authorised representatives during the
conduct of secretarial audit, we hereby report that in our opinion,
the Company has, during the audit period covering the financial
year ended on March 31, 2019 (‘Audit Period’) complied with
the statutory provisions listed hereunder and also that the
Company has generally followed Board-processes and required
compliance-mechanism in place to the extent, in the manner
and subject to the reporting made hereinafter:
We have examined the books, papers, minute books, forms and
returns filed and other records maintained by the Company for
the financial year ended on March 31, 2019 according to the
provisions of:
(i)
(ii)
(iii)
(iv)
The Companies Act, 2013 (‘the Act’) and the rules made
there under;
The Securities Contracts (Regulation) Act, 1956 (‘SCRA’)
and the rules made there under;
The Depositories Act, 1996 and the Regulations and Bye-
law framed thereunder;
Foreign Exchange Management Act, 1999 and the rules
and regulations made thereunder to the extent of Foreign
Direct Investment and Overseas Direct Investment and
External Commercial Borrowings;
(v)
The Electricity Act, 2003 and amendments made
thereunder;
(vi) The following Regulations and Guidelines prescribed under
the Securities and Exchange Board of India, 1992 (SEBI
Act’);
(a)
The Securities and Exchange Board of India
(Substantial Acquisition of Shares and Takeovers)
Regulations,2011;
20
(b)
(c)
(d)
(e)
(f)
(g)
(h)
(i)
The Securities and Exchange Board of India
(Prohibition of Insider Trading) Regulations, 2015;
The Securities and Exchange Board of India (Issue of
Capital and Disclosure Requirements) Regulations,
2009; (Not Applicable to the Company during the
Audit Period)
The Securities and Exchange Board of India (Share
Based Employee Benefits) Regulations, 2014; (Not
Applicable to the Company during the Audit Period)
The Securities and Exchange Board of India (Issue
and Listing of Debt Securities) Regulations, 2008;
The Securities and Exchange Board of India
(Registration to an Issue and Share Transfers
Agents) Regulations, 1993 regarding the Act and
dealing with client; (Not Applicable to the Company
during the Audit Period)
The Securities and Exchange Board of India (Delisting
of Equity Shares) Regulations, 2009; (Not Applicable
to the Company during the Audit Period)
The Securities and Exchange Board of India
(Buyback of Securities) Regulations, 1998; (Not
Applicable to the Company during the Audit Period)
The Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirement)
Regulations 2015 and Listing Agreements entered
into by the Company with BSE Limited, National
Stock Exchange of India Limited and London Stock
Exchange.
We have also examined compliance with the applicable clauses
of the following;
I.
The Secretarial Standards issued by the Institute of
Company Secretaries of India for General Meetings,
Board and Committee Meetings (i.e. Audit Committee,
Nomination and Remuneration Committee, Stakeholder
Relationship Committee, Corporate Social Responsibility
Committee and Risk Management Committee);
II.
Listing Agreements entered into by the Company with
BSE Limited, National Stock Exchange of India Limited
and London Stock Exchange.
Reliance Infrastructure Limited
Directors’ Report
During the period under review, the Company has complied
with the provisions of the Act, Rules, Regulations, Guidelines,
Standards, as applicable.
We further report that, during the audit period following Special
Resolutions were passed pursuance of the above referred laws,
rules, regulations and guidelines as applicable:
We 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.
Adequate notice is given to all Directors to schedule the Board
Meetings, 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 clarification on the agenda
items before the meeting and for meaningful participation at
the meeting. The decisions at Board Meetings and Committee
Meetings are carried out and recorded in the minutes of
meetings of the Board of Directors and Committee of the Board
accordingly.
We 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.
ii.
iii.
To consider and approve Private Placement of Non
Convertible Debentures;
To approve Sale and/ or Disposal of the Business by sale
of shares of Subsidiary Company;
Issue of Securities through qualified institutions placement
on a private placement basis to the qualified institutional
buyers.
For Ashita Kaul & Associates
Company Secretaries
Proprietor
FCS 6988/ CP 6529
Date : August 13, 2019
Place : Mumbai
21
Reliance Infrastructure Limited Directors’ Report
Disclosure under Section 134(3)(m)of the Companies Act, 2013, read with Rule 8 of the Companies (Accounts) Rules, 2014
Annexure-C
A.
Conservation of Energy
The steps taken or impact on conservation of energy
The steps taken by the company for utilizing alternate
sources of energy
The capital investment on energy conservation equipments
B.
Technology Absorption, Adoption and Innovation
(i)
The efforts made towards technology absorption
(ii) The benefits derived like product improvement,
cost reduction, product development or import
substitution
(iii)
In case of imported technology (imported during
the last three years reckoned from the beginning of
the financial year)
a.
b.
The details of technology imported
The year of import
c. Whether technology has been fully absorbed
d.
If not fully absorbed, areas where absorption
has not taken place and the reasons thereof
(iv) The expenditure
Development
incurred on Research and
The Company is making all efforts to conserve energy by
monitoring energy costs and periodically reviewing the
consumption of energy. It also takes appropriate steps to
reduce the consumption through efficiency in usage and
timely maintenance / installation / upgradation of energy
saving devices.
Various steps taken by the company and its subsidiaries
are provided in detail in the Business Responsibility Report
which is part of this Annual Report.
The Company uses latest technology and equipments in
its business. Further the Company is not engaged in any
manufacturing activity.
The Company has not spent any amount towards research
and developmental activities and has been active in
harnessing and tapping the latest and best technology in
the industry.
C.
Foreign Exchange Earnings and Outgo
a.
b.
Total Foreign Exchange Earnings
Total Foreign Exchange Outgo
` 1.23 crore
` 0.84 crore
22
Reliance Infrastructure Limited
Directors’ Report
THE ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITIES (CSR) ACTIVITIES
1.
A brief outline of the Company’s CSR policy including overview of projects or programmes proposed to be undertaken
and a reference to the web-link to the CSR policy and projects or programmes
RInfra as a responsible corporate entity undertakes appropriate Corporate Social Responsibility (CSR) measures having positive
economic, social and environmental impact to transform lives and to help build more capable & vibrant communities by
integrating its business values and strengths. In its continuous efforts to positively impact the society, especially the areas
around its sites and offices, the Company has formulated guiding policies for social development, targeting the inclusive
growth of all stakeholders under nine specific categories including Promoting education, environment sustainability, economic
empowerment, rural development, health care and sanitation.
Our CSR policy is placed on our website at the link –
https://www.rinfra.com/documents/1142822/1182645/RInfra-CSR-Policy.pdf
The composition of the CSR Committee
2.
Annexure -D
a. Ms. Ryna Karani (Chairperson)
b.
c.
d.
Shri S S Kohli
Shri K Ravikumar
Shri Punit Garg
Independent Director
Independent Director
Independent Director
Executive Director
3. Average Net Profit of the Company for last three financial years
: ` 848.40 crore
4. Prescribed CSR Expenditure (2 per cent of the average net profit)
: ` 16.97 crore
5. Details of CSR spent during 2018-19
Total Amount spent for the financial year
Amount unspent, if any
a.
b.
c. Manner in which the amount is spent during the financial year is detailed below:
: `17.00 crore
: Nil
1.
Sr
No.
2.
CSR project or
activity identified
3.
Sector in which the
Project is covered
4.
Projects or
Programs
1.Local area or
others-
2.State /
district
5.
Amount
outlay
(budget)
project or
program
wise
Daycare Oncology
Centres
Health Care
Maharashtra
16.85
6.
Amount
spent on the
projects or
programs
1.Direct
expenditure
2.Overheads
16.85
(` in Crore)
8.
Amount spent:
Direct/ through
implementing agency
7.
Cumulative
spend
upto the
reporting
period*
116.85 Through Mandke
Foundation, a non-profit
Organisation specialized
in the provision of
health care
Activities on
Education and Rural
Transformation
Other Activities thru
Mumbai Power
Business**
Promoting
education, rural
development
Promoting
education,
environment
Sustainability, rural
development and
Health Care
Goa and
Bhubaneshwar,
Orissa
Mumbai and
Dahanu,
Maharashtra
0.15
0.15
0.50 Direct
-
-
9.11 Direct
1.
2.
3.
Total
17.00
17.00
126.46
* Includes the amount spent during the financial year 2014-15 to 2018-19
** Not applicable for the current year due to sale of Company’s Mumbai Power Business in the year
6.
In case the Company has failed to spend the 2 per cent of the Average Net Profit of the last three financial years or any
part thereof, the Company shall provide the reasons for not spending the amount in its Board report.
Not Applicable
7. A Responsibility Statement of the CSR Committee that the implementation and monitoring of CSR Policy, is in compliance
with CSR objectives and policy of the Company.
The CSR Committee hereby confirms that the implementation and monitoring of the CSR Policy is in compliance with the CSR
objectives and the Policy of the Company.
Date: August 13, 2019
Punit Garg
Executive Director and Chief Executive Officer
Ryna Karani
Chairperson, CSR Committee
23
Reliance Infrastructure Limited
Directors’ Report
1.
Introduction
4.1 External Factors
Dividend Distribution Policy
Annexure - E
The Board of Directors (the “Board”) of Reliance
Infrastructure Limited (the “Company”) at its meeting
held on September 13, 2016, has adopted this Dividend
Distribution Policy (the “Policy”) in accordance with the
Companies Act, 2013 (the Act”) and Regulation 43A of
the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (the “Listing Regulations”), the
Dividend Distribution Policy (“the Policy”) of the Company
is as under:
2.
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.
3.
Circumstances under which the shareholders of the
listed entities may or may not expect dividend
The shareholders of the Company may not expect dividend
in the below mentioned circumstances:
i.
ii.
iii.
iv.
v.
In the event of a growth opportunity where the
Company may be required to allocate a significant
amount of capital.
In the event of higher working capital requirement
for business operations or otherwise.
In the event of inadequacy of cashflow available for
distribution.
In the event of inadequacy or absence of profits.
In the event of any regulation or contractual
restriction.
The Board may consider not declaring dividend or may
recommend a lower payout for a given financial year, after
analysing the prospective opportunities and threats or in
the event of challenging circumstances such as regulatory
and financial environment. In such event the Board will
provide rationale in the Annual Report
4.
Parameters to be considered before recommending
dividend
Dividends will generally be recommended by the Board
once a year, after the announcement of the full year
results and before the Annual General Meeting (AGM) of
the shareholders, as may be permitted by the Companies
Act, 2013. The Board may also declare interim dividends
as may be permitted by the Companies Act, 2013.
The Company has had a consistent dividend policy
that balances the objective of appropriately rewarding
shareholders through dividends and to support the future
growth.
The decision regarding dividend pay-out is a crucial
decision as it determines the amount of profit to be
distributed among shareholders and amount of profit to
be retained in business. The Dividend pay-out decision of
any company depends upon certain external and internal
factors:
24
State of Economy: In case of uncertain or recessionary
economic and business conditions, Board will endeavor to
retain larger part of profits to build up reserves to absorb
future shocks.
4.2
Internal Factors
Apart from the various external factors aforementioned,
the Board will take into account various internal factors
while declaring Dividend, which inter alia include:
•
•
•
•
•
•
•
Income / Profits earned during the year;
Present and future capital requirements of the
existing businesses;
Brand / Business Acquisitions;
Expansion / Modernization of existing businesses;
Additional investments in subsidiaries /associates of
the Company;
Fresh investments into external businesses;
Any other factor as deemed fit by the Board.
5.
Utilisation of retained earnings
The Company shall endeavour to utilise the retained
earnings in the following manner:
•
•
•
•
•
For expansion and growth of business;
Additional investments in existing businesses;
Declaration of Dividend;
General Corporate purpose; and
Any other specific purpose as may be approved by
the Board.
6.
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 share.
7.
Review
This Policy will be reviewed periodically by the Board.
8.
Limitation and amendment
In the event of any conflict between the Act or the Listing
Regulations and the provisions of the policy, the Listing
Regulations shall prevail over this policy. Any subsequent
amendment / modification in the Listing Regulations, in
this regard, shall automatically apply to this policy.
Reliance Infrastructure Limited
Management Discussion and Analysis
Forward Looking Statements
Statements in this Management Discussion and Analysis of
Financial Condition and Results of Operations of the Company
describing the Company’s objectives, expectations or predictions
may be forward looking within the meaning of applicable
securities laws and regulations. Forward-looking statements
are based on certain assumptions and expectations of future
events. The Company cannot guarantee that these assumptions
and expectations are accurate or will be realised. The Company
assumes no responsibility to publicly amend, modify or revise
forward-looking statements on the basis of any subsequent
developments, information or events. Actual results may differ
materially from those expressed in the statement. Important
factors that could influence the Company’s operations include
determination of tariff and such other charges and levies by the
regulatory authority, changes in Government regulations, tax
laws, economic developments within the country and such other
factors globally.
The financial statements of the Company are prepared under
historical cost convention, on accrual basis of accounting and
in accordance with the provisions of the Companies Act, 2013
(the “Act”) and comply with the Accounting Standards specified
under Section 133 of the Act. The management of Reliance
Infrastructure Limited (“Reliance Infrastructure” or “RInfra” or
“the Company”) has used estimates and judgments relating to
the financial statements on a prudent and reasonable basis,
in order that the financial statements reflect in a true and fair
manner, the state of affairs and profit for the year.
The following discussions on our financial condition and result of
operations should be read together with our audited consolidated
financial statements and the notes to these statements included
in the annual report.
Unless otherwise specified or the context otherwise requires,
all references herein to “we”, “us”, “our”, “the Company”,
“RInfra”, “Reliance” or “Reliance Infrastructure” are to Reliance
Infrastructure Limited and
its subsidiary companies and
associates.
Macroeconomic Overview
Indian Economic Environment
Global growth concerns weigh on the Indian economy after
recovering from the transient impact of demonetization of
high value currency notes in late 2016 and the impact of
implementation of a country-wide Goods and Services Tax.
As per the Central Statistics Organization (CSO) second advance
estimates, the GDP growth was revised from 6.7 per cent to 7.2
per cent in 2017-18 and grew by 6.8 per cent in 2018- 19
as against expectation of 7 per cent per cent. Considering the
multiple micro-macro factors, growth for 2019-20 has been
revised downwards from 7.2 per cent to 7 per cent. In theunion
budget of 2019-20, the government has cited a further
recapitalisation and consolidation of Public Sector banks, which
shall subside the current crisis in the banking sector. In addition,
Government continued with major reforms particularly in the field
of corporate insolvency resolution via National Company Law
Tribunal (NCLT route). Over 1000 cases have been referredto
NCLT for faster resolution since its inception.
Inflation continued with its downtrend, with CPI averaging 3.4 per
cent in 2018-19 versus 3.6 per cent in 2017-18. Lower food
prices, decreasing core inflation and stabilisation in fuel prices
have led to a softer inflation print. The country’s reforms agenda
has been showing external results as well. India has jumped 23
positions to become one amongst the top 100 countries in the
“Ease of doing Business” ranking. Similarly, the improvement in
the country’s business environment has stabilized India’s ranking
in the global competitiveness index, prepared by the World
Economic Forum, in 2018. Moody’s retained India’s Sovereign
rating to Baa2 with a stable economic outlook.
About Reliance Infrastructure Limited
Reliance Infrastructure Limited is one of the largest infrastructure
companies, developing projects through various Special Purpose
Vehicles (SPVs) in several high growth sectors such as power,
roads and metro rail in the infrastructure space, the defence
sector and Engineering and Construction (E&C) sector. Reliance
Infrastructure is ranked amongst India’s leading private sector
companies on all major financial parameters, including assets,
sales, profits and market capitalization. The highlights of the
performance of the Company during 2018-19 are furnished
hereunder:
•
•
•
•
•
Total Income of ` 21,910 crore (US$ 3.15 billion)
Net Loss of ` 2,427 crore (US$ 348.95 million) Post one
time exceptional items
EBITDA of ` 6,792 crore (US$ 976.55 million)
Cash profit of ` 4,068 crore (US$ 584.90 million)
Consolidated Net Worth of ` 14,176 crore (US $ 2.04
billion)
In order to optimise shareholder value, the Company continues
to focus on in-house opportunities as well as selective large
external projects for its E&C and Contracts Division. The E&C and
Contracts Division (the E&C Division) order book position is at
` 28,640 crore (US$ 4,117.85 million).
Fiscal Review
The Financials of the Company have been prepared in accordance
with the Companies (Indian Accounting Standards) Rules 2015
(IndAS) prescribed under Section 133 of the Act.
The Company’s total consolidated income for the year ended
March 31, 2019 was ` 21,910 crore (US$ 3.15 billion) as
compared to ` 20,613 crore (US$ 2.96 billion) in the previous
financial year.
The total income includes earnings from sale of electrical energy
of ` 16,300 crore (US$ 2.34 billion) as compared to ` 15,513
crore (US$ 2.23 billion) in the previous financial year.
During the year, interest expenditure decreased to ` 4,571
crore (US$ 657.22 million) as compared to ` 5,204 crore (US$
748.23 million) in the previous year.
The capital expenditure during the year was ` 1,447 crore
(US$ 208.06 million), incurred primarily on modernizing and
strengthening of the transmission and distribution network as
also on road projects.
The total PPE as at March 31, 2019 stood at ` 9,366 crore
(1.35 billion).
25
Reliance Infrastructure Limited Management Discussion and Analysis
With a net worth of about ` 14,176 crore (US$ 2.04 billion),
Reliance Infrastructure is ranked as one of the top performing
Indian Company amongst private sector infrastructure companies
of India.
cost and time frame, ensuring customer satisfaction
in terms of quality and workmanship. The Division has
constructed various greenfield projects in medium, large
and mega categories over the last two decades.
Details of significant changes in Key Financial Ratios and
Return on Networth
Following major projects are currently under execution by the
E&C Division.
Pursuant to giving effect to the scheme of Arrangement for
transfer of the Company’s Mumbai Power Business with effect
from April 1, 2018, the figures of the previous periods / year has
been restated excluding the figures pertaining to Mumbai Power
Business. Accordingly, the key financial ratios and return on net
worth of the previous year are not comparable with the current
financial year.
Monetisation of Assets and Debt Reduction
i.
Sale of Mumbai Power Business
The Scheme of Arrangement between the Company and
Reliance Electric Generation and Supply Limited (REGSL)
and their respective shareholders (the ‘Scheme’) was
sanctioned by the Hon’ble High Court of Bombay vide
its orders dated January 19, 2017, January 31, 2017,
November 20, 2017 and November 28, 2017. Upon
receipt of requisite approvals from regulatory authorities
and the lenders, the Scheme was given effect to on
August 29, 2018 and, the Mumbai Power Business of the
Company comprising integrated business of generation,
transmission and distribution was vested in Reliance
Electric Generation and Supply Limited (REGSL) with
effect from April 1, 2018. Subsequently, pursuant to the
Share Purchase Agreement the Company had entered into
with Adani Transmission Limited (ATL), the sale of 100
per cent equity stake in REGSL to ATL was completed for
a total transaction value of ` 18,800 crore. In this largest
ever debt reduction for any company in power sector
in India, out of the above deal proceeds, the Company
reduced its overall debt by ` 13,800 crore.
ii.
DA Toll Road
During the year, the Company has signed a binding
Share Purchase Agreement with Cube Highways and
Infrastructure III Pte Ltd. for its 100% stake in Delhi Agra
(DA) toll road for an Enterprise Value of ` 3,600 crore
including equity or equity linked instruments or debt of
up to ` 1,700 crore. The entire sale proceeds would be
utilized for debt reduction.
Operational and Financial Performance of Businesses
We present hereunder detail report of various business divisions
during 2018-19.
A.
The E&C Business
The E&C Division is a leading service provider of integrated
design, engineering, procurement and project management
services for undertaking turnkey contracts including coal-
based thermal projects, gas-power projects, metro, rail
and road projects.
The Division is equipped with the requisite expertise and
experience to undertake E&C projects within the budgeted
26
a.
Bithnok TPP (1 x250 MW) &Barsingsar TPSE (1 x250
MW), Rajasthan (NLC)
RInfra has won a prestigious E&C order for ` 3,675 crore
from NLC India Limited for setting up two lignite based
CFBC thermal power projects with a capacity of 250 MW
each on turnkey basis. The letter of Award received on
November 21, 2016 and Project Schedule is 40 months.
Both plants are based on Circulating Fluidized Bed
Combustion (CFBC) Technology.
b.
2 x 800 MW Uppur Thermal Power Project ( Balance of
Plant Packages), Tamil Nadu
RInfra has won an E&C order from TANGEDCO for Design,
Engineering, Manufacture, Supply, ETC of BOP Package
and allied Civil Works for 2 x 800 MW Thermal Power
project in the state of Tamil Nadu. The Letter of Award
was received on February 21, 2018 and project is
expected to be completed within 36 months.
c.
Design & E&C of Common Services Systems, Structures
& Component for Kudankulam Nuclear Power (KKNP)
-3&4
E&C contract for common services systems, structures
and components at KNPP Unit 3 &4 from Nuclear
Power Corporation Ltd (NPCIL). The Letter of Award was
received on April 05, 2018 and project is expected to be
completed in 56 months.
d. Mumbai Metro Line 4- Packages 8, 10 & 12.
E&C contract for elevated viaduct for Mumbai Metro
Rail Project (Wadala-Kasarvadavali 3 packages of Line-4
Corridor: CA-08 length 6.4 Km from Bhakti Park to Amar
Mahal Junction , CA-10 length 6.7 Km from Gandhi Nagar
to Sonapur& CA-12 length 6.8 Km from Kapurbawdi to
Kasarvadavali). This project is a joint venture of RInfra
with Astaldi. The Letter of Award was received on
April 12, 2018 and project is expected to be completed
in 30 months.
e.
Versova- Bandra Sea Link
E&C contract for Design and Construction of Versova-
Bandra Sea Link including development of connectors and
improvement of proposed junction from Maharashtra State
Road Development Corporation (MSRDC). This project is
a joint venture of RInfra with Astaldi. The Letter of Award
was received on May 5, 2018 and project is expected
to be completed in 60 months. Reliance- Astaldi JV has
signed an agreement with MSRDC on September 4, 2018
for construction of this prestigious Versova – Bandra Sea
link.
Reliance Infrastructure Limited
Management Discussion and Analysis
f.
PS Toll Road
National Highway Authority of India (NHAI) has awarded
the contract
for development, maintenance and
management of Pune and Satara. The existing lane is 4
lane road which has to be widened to 6 lane covering
length of 140 Km. RInfra is executing the contract for
construction of PS Toll Road. Overall 97% financial
progress has been achieved.
g.
DA Toll Road
NHAI has awarded the contract for development,
maintenance and management of Delhi Agra section of
National Highway (NH)-2 covering a length of 180 Km.
RInfra is executing the contract for construction of DA
Road. Overall 97% progress has been achieved.
lanes with paved shoulders from existing 148.0 Km to
166.600 Km including construction of twin tube six-lane
tunnel in the state of Maharashtra on E&C Mode under
NHDP-IV “. The Letter of Award was received on March
29, 2018 and project is expected to be completed in 30
months.
l.
Nagpur Mumbai Super communication expressway –
Package 7
RInfra has won an E&C order from Maharashtra State Road
Development Corporation (MSRDC) for construction of
access controlled Nagpur - Mumbai Super Communication
Expressway (Maharashtra SamruddhiMahamarg) in the
state of Maharashtra on E&C mode for package 07, from
296.000 Km to 347.190 Km (section - village Banda to
village Sawargaon mal) in district Buldhana. The Letter of
award was received on August 30, 2018.
h.
Vikkaravandi to Pinalur-Sethiyahopu section of NH-
45C in the State of Tamil Nadu
B.
Delhi Power Distribution Companies
The Project is awarded by NHAI for Improvement &
Augmentation of Four Laning from Vikkaravandi to
Pinalur-Sethiyahopu section of NH-45C in the State of
Tamil Nadu under NHDP –IV. The length of road is 66 Km.
The letter of award was received on March 24 ,2017 and
project is expected to be expected in 24 months.
i.
Six laning of highway from Aurangabad to Bihar–
Jharkhand Border, Bihar
RInfra has won an E&C order from NHAI for “Six Laning
of Highway from Aurangabad to Bihar–Jharkhand Border
(Chordaha) section of NH-2 from 180.000 Km to
249.525 Km in the state of Bihar under NHDP Phase-V”.
The length of six laning of highway is 69.525 Km. The
letter of Award received on January 25, 2018 and project
is expected to be completed in 24 months.
j.
Six laning of highway from Bihar-Jharkhand Border to
Gorhar , Jharkhand
RInfra has won an E&C order from NHAI for “Six Laning
of Highway from Bihar-Jharkhand Border(Chordaha) to
Gorhar section of NH-2 from 249.525 Km to 320.810
Km in the state of Jharkhand under NHDP Phase-V”. The
length of six laning of highway is 71.285 Km. The letter
of Award was received on January 31, 2018 and project
is expected to be completed in 30 months.
k.
Four laning and construction of twin tube six-lane
tunnel at Kashedighat, Maharashtra
RInfra in JV with CAI-Ukraine has won an E&C order
from MoRTH for “Rehabilitation and Upgradation of
KashediGhat section of NH-17 (New NH-66) to four
The Company has two major subsidiary companies i.e.
BSES Rajdhani Power Limited (BRPL) serving South and
West Delhi and BSES Yamuna Power Limited (BYPL)
serving East and Central Delhi (Delhi Discoms).
During the year, Delhi Discoms registered an aggregate
income of ` 16,244 crore (BRPL ` 10,335 crore and BYPL
` 5,909 crore) against ` 15,344 crore in the previous year
(BRPL ` 9,684 crore and BYPL ` 5,660 crore), which is an
increase of 5.9 percent over last year. Overall aggregate
power purchase cost during the year increased to
` 11,407 crore (BRPL ` 7,558 crore and BYPL ` 3,849
crore) from ` 10,394 crore (BRPL ` 6,927 crore and
BYPL ` 3,467 crore), an increase of 9.7 per cent. Other
operating expenses are in line with cost control objectives
of Discoms, which were achieved by following stringent
budgetary control, rigorous monitoring of all expenses and
commercial processes. The aggregate capital expenditure
incurred during the year amounted to ` 972 crore (BRPL
` 685 crore and BYPL ` 287 crore) for up-gradation,
strengthening and modernization of the distribution
system. The aggregate net block including Capital Work in
Progress stood at ` 6,720 crore (BRPL ` 4,387 crore and
BYPL ` 2,333 crore).
The total number of customers in Delhi grew by 3 per
cent to 42.5 lakh (BRPL 25.6 lakh and BYPL – 16.9 lakh)
in 2018-19 from 41.2 lakh (BRPL- 24.7 lakh and BYPL
– over 16.5 lakh) in 2017-18. During the year, Delhi
Discoms delivered the System Reliability of over 99.9 per
cent. The AT&C loss declined to 8.06 per cent from 9.42
per cent last year for BRPL and 8.98 per cent from 10.41
per cent last year for BYPL. Corresponding Transmission
and Distribution (T & D) loss for the year stood at 8.30 per
cent and 9.31 per cent respectively.
During the year, the Delhi Discoms serviced the peak demand of 4,642 MW
BRPL
BYPL
BSES Combined
2018-19
2017-18
Growth
2018-19
2017-18
Growth
2018-19
2017-18
Growth
3,081
2,745
12%
1,561
1,459
7%
4,642
4,204
10%
27
Reliance Infrastructure Limited
Management Discussion and Analysis
The following are the key regulatory updates:
Delhi Electricity Regulatory Commission (DERC) vide its tariff
order dated 28.03.2018 done true-up of FY 2016-17 and
approved tariff schedule for 2018-19. The key highlights of
the tariff order include rationalization of tariff by increasing the
fixed charges and reducing the energy charges, allowance of
suo-moto levy of PPAC at 4.50% with requirement of prior
approval only for PPAC exceeding 5 per cent for any quarter,
increase of Pension trust surcharge to 3.80 per cent from earlier
3.70 per cent, retaining 8% RA Surcharge towards recovery
of accumulated deficit and Implementation of part Appellate
Tribunal Judgments.
completion. The CERC order in the matter was challenged
by the Companies in Appellate Tribunal for Electricity
(APTEL), which was further challenged by beneficiaries
in the Hon’ble Supreme Court. The case is subjudice and
is currently with the Hon’ble Supreme Court. Another
petition filed by Power Grid Corporation of India Limited
against license revocation order of CERC was disposed off
by APTEL and the Companies was directed to go back to
CERC for a fresh treatment - including (but not limited
to) the aspect of the very necessity of the project. NKTCL
filed a petition in CERC for redressal of grievances and a
stay order for no coercive action against the BGs has been
granted by CERC.
Power Transmission Business
D.
IT Projects
Parbati Koldam Transmission Company Limited
(PKTCL)- This project is a joint venture of RInfra (74
per cent) with Power Grid Corporation of India Limited
(26 per cent) under build, own and operate basis. It has
been developed under a cost plus tariff model which
includes construction, maintenance and operation of
400 kV transmission lines evacuating power from Power
Plants situated in Himachal Pradesh viz 800 MW Parbati-
II and 520 MW Parbati-III Hydro Electric Project (HEP)
of NHPC, 800 MW Koldam HEP project of NTPC and
100 MW Sainj HEP of HPPCL with total line length of
457 circuit kms. The power evacuated from the HEPs is
utilized by the northern region states of Uttar Pradesh,
Rajasthan, Punjab, Haryana,
Jammu and Kashmir,
Himachal Pradesh, Delhi, Chandigarh and Uttarakhand.
PKTCL has had an excellent track record in its project
execution and consequent favourable orders from the
Central Electricity Regulatory Commission (CERC) which
has issued the final tariff orders to PKTCL, allowing the full
cost as claimed in its transmission tariff petitions. In spite
of the treacherous terrain, all lines are being operated
successfully, maintaining an average availability of 99.75
per cent for 2018-19. PKTCL has maintained AA+/
Stable Rating on Company’s Term Loan. The Company
is in advance stages of transferring its 74 per cent stake
in the project to Adani Transmission Limited, subject to
necessary approvals.
North Karanpura and Talcher
II Transmission
Companies - The North Karanpura Transmission Project is
on build, own, operate and maintain basis which involves
construction of three 765 kV transmission lines of length
of about 800 Km and two 400 kV transmission lines
of length of about 240 Km. These lines would connect
Lucknow, Bareilly, Meerut, Agra, Gurgaon, Sipat and Seoni.
The project also involves construction of one 400/220
kV GIS substation at Gurgaon. Talcher II Transmission
Company Limited is on build, own, operate and maintain
basis which involves construction of three 400 kV double
circuit transmission lines of 670 Km. These lines would
connect Talcher, Rourkela, Behrampur and Gazuwaka.
One substation of 400/220 kV at Behrampur is also in
the scope of execution of the project. Because of the
delay in receipt of enabling regulatory clearances to start
construction in both the above projects, the Companies
had filed a petition with CERC seeking compensation
based on force majeure events and relief measures in
terms of tariff escalation and time extension for project
a.
Bihar State Power Holding Co. Ltd (BSPHCL)
RInfra has been appointed as IT implementing agency
(ITIA) under part-A of R-APDRP to provide solutions for
17 modules covering project area of 71 towns in Bihar.
As on date, all the 67 towns (excluding 4 DF towns) has
been declared live Facility Management Support (FMS)
for 5 years has already begun and Third Party Independent
Evaluation Agency (TPIEA) audit has successfully been
completed.Utility has closed the project with PFC for
conversion of loan to grant.
Bihar State Power (Holding) Company Ltd. & RInfra as an
SI (System Integrator) have been declared as winners of
the “SAP ACE award 2016” under the category “Nation
Building through SAP Solution” in recognition of exemplary
innovative solution for the implementation of “SAP IS-U
and mobile phone- based spot billing” for Government of
India’s Restructured Accelerated Power Development and
Reforms Programme (R-APDRP) in Bihar State.
b.
Chattisgarh State Power Distribution Co. Ltd (CSPDCL)
RInfra has been appointed as IT implementing agency
(ITIA) under part-A of R-APDRP to provide solutions
for 14 modules covering project area of 20 towns in
Chattisgarh.
All the 20 towns in scope have been declared live and
currently we are in the 4th year of Facility Management
Support (FMS). TPIEA (Third Party Independent Evaluation
Agency) Audit is also successfully completed.
E.
Roads Projects
All road projects are revenue operational which are majorly
urban centric roads in high traffic density corridors and on
Golden Quadrilateral spread across six states in India.
a.
NK Toll Road Limited
NK Toll Road is engaged in widening of 2-lane
to 4-lane portion from 258.65 Km (End of
Namakkal Bypass) to 292.60 Km (Start of Karur
Bypass), covering 33.48 Km on the NH 7 in Tamil
Nadu. Moreover, the improvement, operation and
maintenance of 248.63 Km (start of the flyover
on Namakkal Bypass) to 258.65 Km (end of
Namakkal Bypass) on the NH 7, on a BOT basis.
The project commenced commercial operations in
August 2009.
C.
a.
b.
28
Reliance Infrastructure Limited
Management Discussion and Analysis
b.
DS Toll Road Limited:
The project streth of 53 Km long 4-lane dual
carriageway of 15 stretches on BOT and annuity
basis, which included, inter alia, the package
for design, construction, development, finance,
operation and maintenance of 373.275 Km
(Start of flyover at Dindigul bypass) to 426.6
Km (Samyanallore) on NH-7 in Tamil Nadu, is in
operation since September 2009.
c.
TD Toll Road Private Limited
The project stretch of 87 Km long 4 lane NH 45
road is in operation since January 2012 and provides
connectivity to Tiruchy and Dindigul in Tamil Nadu.
d.
TK Toll Road Private Limited
TK Toll Road Project was for strengthening and
maintenance of the existing carriageway from
135.80 Km to 218.00 Km, on the Trichy - Karur
section of the NH 67 in Tamil Nadu, on a BOT basis.
The project commenced commercial operations in
February 2014 for 61 Km long 4 lane NH 67 road.
e.
SU Toll Road Private Limited
SU Toll Road project was envisaged to strengthen
and maintain the existed carriageway from 0.31 Km
to 136.67 Km, on the Salem – Ulundurpet section
of NH 68 in the State of Tamil Nadu and widen
the roads from two to four lanes, on a BOT basis.
The project commenced commercial operations in
July 2012 and 3rd toll plaza was put in operation in
September 2013. The project stretch is a 136 Km
long 4 lane NH 68 road from Salem to Ulundurpet
in Tamil Nadu.
f.
GF Toll Road Private Limited
GF was engaged to upgrade the existing road
from 0.00 Km to 24.31 Km on the section of the
Gurgaon – Faridabad road, 0.00 Km to 6.10 Km of
the section of the MCF road, 0.00 Km to 3.10 Km
of the section of the Crusher Zone road, 0.00 Km
to 28.58 Km of the section of the Ballabhgarh –
Lukhawas junction road and 0.00 Km to 4.10 Km
of the section of the Pali – Bhakri road.
g.
JR Toll Road Private Limited
JR Toll Road project was set up with the objective
to design, build and operate 52.65 Km long 4 lane
NH11 road connecting Reengus in northern part of
Rajasthan to the State’s Capital, Jaipur.
h.
HK Toll Road Private Limited
for
HK Toll Road project was envisaged
Strengthening and widening of the 59.87 Km
stretch (from 33.130 Km to 93.000 Km) of the
Hosur – Krishnagiri on NH – 7 from existing 4-lanes
to 6-lanes as BOT (Toll) on design, build, finance,
operate and transfer (DBFOT) pattern in Tamil
Nadu.
i.
PS Toll Road Private Limited
PS Toll Road project was envisaged to expand the
725.00 Km to 865.35 Km, Pune – Satara section
of the NH 4, which in turn forms part of the Golden
Quadrilateral, in Maharashtra, on a DBFOT basis.
The project was set up with the objective to design,
build and operate 140 Km long 6 lane between
Pune and Satara in Maharashtra. Tolling on the
project started in October 2010.
j.
DA Toll Road Private Limited
DA Toll Road project envisaged to expand a portion
of the NH 2 in Haryana and Uttar Pradesh from
20.500 Km to 200.00 Km, widening the existing
four lanes to six, on design, build, finance, operate
and transfer (DBFOT) basis. The project was set
up with the objective to design, build and operate
180 Km long 6 lane between Delhi and Agra in
Uttar Pradesh. Tolling on this road commenced in
October 2012 and the construction work is in full
swing.
F. Mumbai Metro One Private Limited (MMOPL)
The Mumbai Metro Line-1 project of the Versova-
Andheri-Ghatkopar corridor was awarded by the Mumbai
Metropolitan Region Development Authority (MMRDA)
through global competitive bidding process on Public
Private Partnership (PPP) framework to the consortium led
by the Company for 35 year period including construction
period. Due to the complex challenges of the project,
Mumbai Metro line 1 can be hailed as one of the most
prestigious infrastructure projects.
MMOPL, Special Purpose Vehicle for the project is in its
5th year of commercial operation and continues to provide
world class public infrastructure to city of Mumbai and has
served more than 546 million customers from inception.
Currently, on weekdays an average of over 4.3 lakh
commuters per day use services of the metro, making it
the busiest metro in India and 8th densest metro in the
world.
MMOPL has continued to achieve excellence in the field
of public transport operation. It has been achieving near
100 per cent train availability and 99.9 per cent on time
performance since commercial operation. Rolling Stock
and Civil Maintenance process of Mumbai Metro One
are certified as ISO 9001. Currently, the trains are being
operated from 5:30 A.M. to midnight with a highest
frequency of 3 minutes 22 seconds in peak hours. This
year, MMOPL carried 134.1 million passengers as against
118.4 million in the previous year, with corresponding
number of train trips of 1,32,790 and 1,25,894
respectively, thus improving the utilization by 7.4 per
cent.
Metro one has partnered with Brihan Mumbai Electric
Supply and Transport (BEST) and App based taxi services
for providing last mile connectivity to commuters. Also
for increasing the customer engagement with metro, the
Company has successfully organized event such as “Majhi
Metro“ and “My Metro My Story”.
Mumbai Metro one is pushing up its non fare revenue
through major initiatives such as station branding rights
(SBR), telecom infrastructure development, retail area
29
Reliance Infrastructure Limited
Management Discussion and Analysis
development, train wraps, payment alliances etc. Station
branding rights for Ghatkopar as Vivo Ghatkopar station
and Andheri as Bank of Baroda Andheri station are
already pumping into the non fare revenue stream of the
company. During the year, station branding work of Marol
Naka station has been also successfully executed.
MMOPL launched a unique loyalty program for its
passengers, by which travelers can earn points for the
distance travelled in metro and redeem the same for
offers. Travelers are offered free accidental insurance of
` 4.5 Lacs and exclusive discount offers from retailers and
big brands along metro alignment. This year, MMOPL also
launched a cash back scheme for passengers on recharge
of ‘Store Value Pass’, making Mumbai metro one the first
metro in the country to do so.
For its customer centricity and incessant pursuit to
enhance customer experience, MMOPL was awarded by
reputed industry body with “Customer Obsession Award
2018” in the “Active Customer Engagement” category.
accelerate our businesses with ability, agility and adaptability.
Innovation and alignment of HR practices with business needs
and total commitment to the highest standards of corporate
governance, performance excellence, business ethics, employee
engagement, social responsibility and employee satisfaction
has lead our organization to evolving a work environment
that nurtures empowerment, meritocracy, transparency and
ownership. As on March 31, 2019, the Reliance Infrastructure
Group had nearly 6,000 employees on roll.
The Company’s strong foundation of policies and processes
ensures health, safety and welfare of its employees. Rigorous
practical training on safety and extensive safety measures like job
safety assessment and safe construction techniques at project
sites have been undertaken by the Company for its employees.
Throughout the year, the Company organized several medical
camps, sports and cultural activities for employees and their
families. The Company has established harmonious industrial
relations, proactive and inclusive practices with all employee
bodies.
G. Major Associate Company – Reliance Power Limited
Risks and Concerns
Reliance Power Limited (RPower), an associate company
in which the Company holds 29 per cent of the total
equity stake, has one of India’s largest portfolios of private
power generation and resources under development. The
portfolio of RPower comprises of multiple sources of
power generation – coal, gas, hydro, wind and solar energy.
The Company also operates a 20 mtpa capacity coal mine
in Singrauli, Madhya Pradesh and is developing coal mines
in Indonesia. RPower currently has an operational capacity
of 5,945 MW comprising of 5,760 MW of thermal
capacity and 185 MW of capacity in renewable energy.
The operational thermal capacities include the 3,960 MW
Sasan Ultra Mega Power Projects (UMPP) in Madhya
Pradesh – the largest integrated power plant and coal
mining project in the world. Coal for the project is being
mined from the Moher and Moher-Amlohri captive mines.
Sasan UMPP operated at highest ever Plant Load Factor
(PLF) of 95 per cent in its fourth year of full operations
since its commercial operations date, vis-a-vis previous
year PLF of 92 per cent. Coal production from Moher
and Moher – Amlohri captive mines in 2018-19 was 18
million tonnes. RPower also owns and operates the 1,200
MW Rosa power plant in Uttar Pradesh and the 600 MW
Butibori power plant in Maharashtra. Rosa generated
4341 million units and Butibori generated 2213 million
units in FY19 In the renewable energy space, RPower
operates a 40 MW photovoltaic solar plant and 100 MW
thermal solar plant in Rajasthan and a 45 MW wind farm
in Maharashtra.
Human Resources
In a business environment and marketplace that continuously
changes, the major competitive advantage for a leading
organization hinges upon skills, experience and engagement
with its employees. At RInfra, Human Resource (HR) drives
organizational performance by harnessing unique capabilities
of developing robust systems, processes and an engaging work
environment fostering critical skill development, improving
employee experience and enhancing employee engagement. As
a strategic enabler and business partner, HR strongly focuses
on organizational development and employee engagement to
30
The Company’s power generation, transmission and distribution
facilities are located in India and virtually, all of the Company’s
revenues including those from the E&C division are derived
from the domestic market. Over the years, the Company has
made significant investments in various infrastructure sectors
like Mumbai Metro, Roads and also in Defence. These sectors
may potentially expose the Company to the risk of any adverse
impact to the national economy and any adverse changes in
the policies and regulations. The Company closely monitors
the Government’s policy measures to identify and mitigate any
possible business risks.
Generation of power at the Company’s power stations face
headwinds due to various factors including non-availability of
fuel, grid disturbances and such other factors of load management
in the grid. The Company has entered into agreements with fuel
suppliers for adequate supply of fuel, thus mitigating the fuel
availability risk. To remain unaffected by the grid differences,
there exist systems to island its power stations from the grid.
In the distribution business, the consumer tariffs are regulated
by respective State Electricity Regulatory Commissions. Any
adverse changes in the tariff structure could have an impact
on the Company. However, the Company endeavours to
achieve the highest efficiency in its operations and has been
implementing cost reduction measures in order to enhance its
competitiveness. There is also a risk of rising competition in the
supply of electricity in the licensed area of the Company. The
Company has built a large and established distribution network
that is difficult to replicate by potential competitors and shall
endeavor to provide reliable power at competitive costs, with
the highest standards of customer care to meet the threat of
competition. Infrastructure projects are highly capital intensive,
run the risks of (i) longer development period than planned due
to delay in statutory clearances, delayed supply of equipments
or non-availability of land, non-availability of skilled manpower,
etc., (ii) financial and infrastructural bottlenecks, (iii) execution
delay and performance risk resulting in cost escalations. The past
experience of the Company in implementing projects without
significant time overruns provides confidence about the timely
completion of these projects. On the finance side, any adverse
movement in the value of the domestic currency may increase
Reliance Infrastructure Limited
Management Discussion and Analysis
the Company’s liability on account of its foreign currency
denominated external commercial borrowings in rupee terms.
The Company undertakes liability management on an ongoing
basis to manage its foreign exchange rate risks.
In the E&C business, most of the ongoing projects are nearing
completion or are already completed. The Company has to
expand the E&C contracts by bidding for projects across power,
transport infrastructure, civil infrastructure, defence, etc.
In defence business, the Company through its Special Purpose
Vehicle (SPV) has received licences for production of defence
equipment under the aegis of ‘Make in India’ initiative of the
Government. The Company faces significant concentration risks
as the Government of India is the sole customer for most of
the defenceequipments initially. The Company has recruited
experienced professionals for implementing the projects within
the framework of the policies and regulations being formulated
by the Government for private sector participation in the defence
industry.
Risk Management Framework
The Company has a defined risk policy and risk management
framework for all units, functional departments and project sites.
This helps in identifying, assessing and mitigating the risk that
could impact the Company’s performance and achievement of
its business objectives. The risks are reviewed on an ongoing
basis by respective business heads and functional heads across
the organization. The risk review and assessment is carried out
on quaterly basis by the Risk Management Committee (RMC)
of the Board comprising of all independent directors of the
Company and senior executives.
Internal Control Systems
The Company has an adequate system of management supervised
internal financial control which is aimed at achieving efficiency
in operations, optimum utilization of resources, and compliance
with all applicable laws and regulations. The internal financial
control mechanism comprises a well-defined organization
structure, predetermined authority levels with segregation
of duty, risk assessment and management framework. The
Company’s policies and standard operating procedures are well
documented and have various ISO and OHSAS certifications.
The Company adopts Control Self Assessment (CSA) process
whereby assurance on the effectiveness of internal financial
controls is obtained and continuously monitored by functional
experts and listed by internal auditors during the course of their
audit. Professional internal audit firms review the systems and
processes of the Company and is helpful in providing independent
and professional opinion on the internal control systems. The
Audit Committee of the Board reviews the internal audit reports,
adequacy of internal controls and risk management framework
periodically.
Threats
Main threat is continuing slowdown in the economy, underscoring
the need for coordinated monetary and fiscal policy actions.
Further constrained government revenue streams may curtail
planned investment in infrastructure. Looming trade wars could
result in depreciating Indian Rupee and lower foreign direct
investments.
Corporate Social Responsibility
Various Divisions of the Company actively participated in
several corporate social responsibility (CSR) initiatives mainly
in the areas of education, healthcare, welfare programmes for
tribal development, skill development and training, cleanliness
drive such as Swatch Bharat, promotion and protection of
environment, etc. in line with the CSR Policy of the Company.
A few of the significant CSR interventions and initiatives were
as under:
Roads Business
•
•
•
•
•
•
Eye screening camps: Health checkup camps with a major
focus on eye screening was organized at schools in the
nearby villages and at some of the toll plazas.
Awareness programme on Road Safety to highways to
create awareness on road safety.
Pulse polio Immunization programs were organized at toll
plazas on the highway stretch.
Blood donation camps were organized in FY 19.
Beautification
Green Highways: The Union Ministry of Road Transport
and Highways has framed the Green Highways (Plantation,
Transplantation,
and Maintenance)
Policy-2015 with a vision to develop eco-friendly
National Highways with participation of concerned
stakeholders. Under this Policy, we have undertaken
plantation and landscaping work activities in operational
projects. For the projects under development, the avenue
plantation and median plantation are being done as per
the direction of NHAI. RInfra road business has covered
approximately 630 Km of area under avenue plantation
and approximately 500 Km under tree plantation in the
median plantation and the same is maintained regularly.
Swachh Bharat Abhiyaan: Cleanliness drives were
conducted around the company plant and offices and the
neighboring localities with an objective to create a clean
and healthy work place. The roads business toll plazas
and project highway inculcated the concept of cleanliness
and hygiene by putting Placards and Signage’s in Public
areas for not spitting, littering, placements of dustbins,
maintenance of toilets and way side amenities / user
facility to encourage commuters to use them and not to
spoil the Highway or Toll Plaza area.
Opportunities
The Infrastructure Sector
Delhi Power Business
• Women Literacy Centers for literacy enhancement in low
Infrastructure sector plays an important role in the growth and
development of Indian economy. The Government has set
investment target of ` 100 trillion over next 5 years in the
infrastructure space which could trigger a massive rebound in
this sector.
•
•
income residential clusters.
Vocational Training Centers.
Health Camps including Eye checkup, Blood Donation,
Tobacco De-addiction etc. Renovation of toilets in
Government schools.
31
Reliance Infrastructure Limited Management Discussion and Analysis
•
Energy conservation awareness program in schools.
Remedial Education Centres for urban slum youth
• Maintenance activity such as White- wash & painting job
at Crematoria areas
•
Clothes Donation
Daycare Oncology Centres
With a mission to bridge every gap in the healthcare delivery
system in Mumbai and Western India, Day care Oncology centres
are being set up by the Company with support from Mandke
Foundation at different parts of Maharashtra. We have initiated
the project at Akola and Jalna District of Maharashtra to provide
medical, radiation, chemotherapy and surgical oncology to rural
populace who have remained outside the ambit of cancer care
because of financial and geographic obstacles in a phase wise
manner. During the year, the Company launched the Oncology
centre at Akola in December 2018 which was inaugurated by
Hon’ble Chief Minister of Maharashtra, Shri Devendra Fadnavis.
This centre would provide day care cancer treatment like
chemotheraphy, radiation and diagnostics besides consultation
and telemedicine.
The Company, along with Ruchika Social Service Organization,
Bhubaneswar, Odisha, runs remedial centres at 20 slum pockets
in Bhubaneswar wherein needy/drop out students are given
individual attention before and after regular school hours to
mainstream them with their peers.
Outlook
The economy is witnessing a slowdown with indicators of
industrial production, auto sales and exports having shown
sluggishness. We believe Indian economy would gain traction in
the latter part of 2019-20.
While the Indian economy has regained the tag of the ‘fastest
growing economy’, factors such as balancing forces on the
economic front, corporate earnings recovery, visible benefits
from recent government-initiated reforms, uptick in rural
consumption and digitization would help in reviving the growth.
32
Reliance Infrastructure Limited Business Responsibility Report
Section A: General Information about the Company
Corporate Identity Number
Name of the Company
Registered Address
Website
E-mail ID
L75100MH1929PLC001530
Reliance Infrastructure Limited
Reliance Centre, Ground Floor, 19, Walchand Hirachand Marg,
Ballard Estate, Mumbai 400 001
www.rinfra.com
rinfra.investor@relianceada.com
Financial Year reported
2018-19
Sector(s) that the Company is engaged in
(industrial activity code-wise)
Engineering and Construction (E&C) segment of the power and infrastructure
sectors
(Industrial Group 422 as per National Industrial Classification of the Ministry
of Statistics and Programme Implementation)
List three key products / services that the Company
manufactures / provides (as in balance sheet)
E&C Contracts
Total number of locations where business activity is
undertaken by the Company
●
●
Number of international locations
Nil
Nusmber of national locations
Execution of E&C contracts at various locations in India in Rajasthan, Tamil
Nadu, Maharashtra, Uttar Pradesh, etc.
Markets served by the Company
N A
Section B: Financial Details of the Company
Paid up Capital
Total Turnover
Total Loss
Total spending on Corporate Social Responsibility
(CSR) as a percentage of profit after tax (%)
` 263 crore
` 3,581 crore
` 913 crore
Not Applicable.
[` 17.00 crore on CSR activities which is 2% of the average profit for last
three financial years as per Section 135 of the Companies Act, 2013 (“the
Act”)]
List of activities in which expenditure as above has
been incurred
Details are given under Principle 8
Section C: Other Company’s Details
Does the Company have Subsidiary Companies
Yes. There are 56 subsidiaries and step down subsidiaries as on March 31,
2019
Do the Subsidiary Company / Companies participate
in the Business Responsibility (BR) Initiatives of the
parent company?
Yes
Does any other entity / entities (suppliers,
distributors, etc.) that the Company does business
with, participate in the BR initiatives of the
Company?
Section D: Business Responsibility Information
The Company encourages other Entities such as suppliers and contractors to
participate in its BR initiatives.
Details of the Director / Directors responsible for
implementation of the business responsibility policy
BR functions are monitored by the CSR Committee of the Board of Directors.
The details are provided in the Corporate Governance Section of this report.
Details of the business responsibility Head
The Key Managerial Personnnel of the Company who are responsible in
general for BR Activities of the Company are as under :
Shri Punit Garg, Executive Director and CEO
Shri Sridhar Narasimhan, Chief Financial Officer
Shri Paresh Rathod, Company Secretary
33
Reliance Infrastructure Limited Business Responsibility Report
Principle-wise Business Responsibility Policies, as per National Voluntary Guidelines on Social Environmental and Economic
Responsibilities of Business (Reply in Y / N)
Questions pertaining to Principles (P)
Do you have a policy/policies for:
Has the policy been formulated in consultation with the relevant
stakeholders?
Does the policy conform to any national /international standards?
If yes, Specify.
P
1
Y
Y
Y
P
2
Y
Y
Y
P
3
Y
Y
Y
P
4
Y
Y
Y
P
5
Y
Y
Y
P
6
Y
Y
Y
P
7
Y
Y
Y
P
8
Y
Y
Y
P
9
Y
Y
Y
The policy is in line with the National Voluntary Guidelines on Social, Environmental and Economic Responsibilities of Business, 2011
(NVGs) and updated in terms of the National Guidelines on Responsible Business Conduct (NGRBC) dated March 13, 2019. They
also conform to international standards like OHSAS 18001 (Standard for Occupational Health And Safety Management System), ISO
14001 (Environment Management).
Has the policy been approved by the Board?
Does the Company have a specified committee of the Board/
Director/Official to oversee the implementation of the policy?
Indicate the link for the policy to be viewed online?
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
https://www.rinfra.com/documents/1142822/1190917/
BR_Policy.pdf
Has the policy been formally communicated to all relevant internal
and external stakeholders?
The policies have been communicated to the stakeholders by
displaying on the Company website.
Does the Company have in-house structure to implement the
policy/ policies?
Yes
Does the Company have a grievance redressal mechanism related to
the policy/ policies to address stakeholders’ grievances related to the
policy/ policies?
The grievances are referred to and attended to by the
Divisional Heads of respective businesses for redressal and
the HR Group monitors redressal of such grievances.
Has the Company carried out independent audit/ evaluation of the
working of this policy by an internal or external agency?
In addition to the review of the BR Policy by the CSR
Committee, the Environment, Health and Safety policies are
evaluated by internal as well as external ISO audit agencies.
The Vigil Mechanism is reviewed by the Audit Committee and
the Board reviews all the polices annually.
If answer against any principle is ‘No’, please explain why
Not Applicable
Indicate the frequency with which the Board of Directors, Committee
of the Board or CEO to assess the BR performance of the Company.
Does the Company publish a BR or a Sustainability Report? What is
the hyperlink for viewing this report? How frequently it is published?
The CSR Committee periodically assesses the BR performance
of the Company for ensuring the effectiveness and relevance
of BR initiatives.
Yes. The BRR is published annually and is available on the
website of the Company at the link -https://www.rinfra.
com/web/rinfra/business-responsibility-report
Section E: Principle-wise Performance
Principle 1
Business should conduct and govern themselves with Ethics,
Transparency and Accountability
a.
Does the policy relating to ethics, bribery and corruption
cover only the Company? Does it extend to the Group
/ Joint Ventures / Suppliers / Contractors / NGOs /
Others?
The Company, as a part of the Reliance Group, has adopted
the Group Code of Ethics and Business Policies governing
conduct of business of the Company in an ethical manner.
The Company encourages its business partners to follow
the code.
The Company also has a grievance redressal mechanism
and a whistle blower policy which enable its employees to
raise concerns to the Management.
The Board of Directors of the Company has adopted a
Code of Conduct (Code) which applies to the Directors,
Key Managerial Personnel and the senior management
of the Company. The Company obtains an annual
confirmation affirming compliance with the Code from
the Directors, Key Managerial Personnel and the senior
management every year.
b.
How many stakeholder complaints have been received
in the past financial year and what percentage was
satisfactorily resolved by the management?
The Company received 106 Complaints from the
shareholders during 2018-19 and there were no
complaints pending as on March 31, 2019. The details of
this are provided in the section on Investor Relations.
34
Reliance Infrastructure Limited
Business Responsibility Report
Principle 2
Businesses should provide goods and services that are safe
and contribute to sustainability throughout their life cycle
1.
List up to 3 of your products or services whose design
has incorporated social or environmental concerns, risks
and/or opportunities. For each such product, provide
the following details in respect of resource use (energy,
water, raw material etc.) per unit of product (optional):
(a) Reduction
sourcing/production/
distribution achieved since the previous year
throughout the value chain?
during
(b) Reduction during usage by consumers (energy,
water) has been achieved since the previous
year?
The Company is one of the leading service providers for
Engineering and Construction services providing services in
integrated design, engineering, and project management
services for undertaking turnkey contracts including coal-
based thermal projects, nuclear power projects, gas-power
projects, metro rail and road projects.
Through its Special purpose vehicles, the Company is into
infrastructure business covering toll roads and Mumbai
Metro and also in power distribution.
3.
In the construction of highways & structures, following are
some of the initiatives taken by the company to achieve
cost efficiency and reduce the consumption of energy and
other raw materials:
i.
ii.
iii.
iv.
v.
Use of Fly Ash in high embankment to help reduce
air pollution.
Deployment of adequate capacity plants and
crushers to enhance productivity.
Using crushed sand in lieu of natural sand where
ever cost of natural sand is very high.
Execution of large span structures with precast
Members.
Using Reinforced wall construction instead of
RCC retaining wall, leading to large economy in
construction cost.
In case of Mumbai Metro, the following initiatives are
taken.
1.
2.
Rooftop solar power generation – This product is
used to meet our auxiliary power requirement
where we reduced the non-renewable energy by
12.72% of total electricity consumption.
IT tools – These tools are being used internally to
maintain our database, by which we reduced the
paper consumption by almost 25 to 30%.
4.
3. Water harvesting and recycling, reduced the 8 to
10 % of water requirement.
2.
Does the Company have procedures in place for
sustainable sourcing (including transportation)? If
yes, what percentage of your inputs was sourced
sustainably? Also, provide details thereof, in about 50
words or so.
Yes, the Company has procedures in place for sustainable
sourcing. In fact, the company encourages its vendors,
contractors and suppliers for effective implementation of
the same by including Environmental, Health & Safety and
Sustainability clauses in all its Purchase Orders and Work
Orders.
As part of sourcing strategy, our priority is to source local raw
materials like sand, stone aggregates etc. for construction
of Roads, Structures and Toll Plazas. In addition, we
strive to design and construct sustainable projects which
incorporate conservation measures, continuous monitoring
of environment and use of resources that are environment
friendly, adoption of green technologies and deployment
of fuel efficient plants and machineries. Our aim is to
make efficient use of natural resources, eliminating waste,
recycling and reusing the material to the extent possible
without compromising quality and safety. Our priority is to
use locally available raw materials and engage local labour
for construction and O&M activities.
At Mumbai Metro, we are sourcing the 12.72% of
electricity consumption from our in-house rooftop solar
power. In addition, saving of 6% in electricity consumption
is achieved by fitting the LED lights.
Has the Company taken any steps to procure goods
and services from local and small producers, including
communities surrounding their place of work? If yes,
what steps have been taken to improve their capacity
and capability of local and small vendors?
Yes, the Company makes continuous efforts to develop
and maintain local small time vendors in order to have
timely delivery with optimum cost and best quality.
Several steps are taken to procure goods and services from
local and small producers including public advertisements
in local news papers.
The Engineering and Construction (E&C) Division of the
Company, as part of sourcing strategy, gives priority to
sourcing of local raw materials like sand, aggregate etc.,
for construction of Roads and Power Projects. We procure
locally available goods suitable for construction of project
facilities and engage local contractors for Housekeeping
and Security services. In addition, employment to local
youth is provided in various functions in all our Regional
Offices and Toll Plazas. At our project sites, we deploy
manpower from the local community and smaller
contracts are awarded to local contractors. We are
regularly interacting with vendors and educating them
about Quality standards and their importance to enhance
their approach and understanding of support functions.
We also provide bigger opportunities to enhance the
capability of local contractors / service providers.
Does the Company have a mechanism to recycle
products and waste? If yes what is the percentage of
recycling of products and waste (separately as <5%,
5-10%, >10%).
Through Environment Management System ISO 14001,
the E&C Division takes steps to increase our waste
efficiency. Fly Ash bricks are used to reduce carbon foot
print. Also, use of fly ash in ready mix concrete (batching
plant) helps in protection of environment by partly
replacing cement, production of which entails energy
consumption and CO2 emissions.
35
Reliance Infrastructure Limited
Business Responsibility Report
All the wastage at Reliance Centre Santacruz are either
reused or recycled. For example, Food wastes are
reused by converting into manure through in-house
vermicompost machine. Other wastes such as paper/
cardboard, hazardous wastes, electronic wastes are
disposed through authorized recyclers.
Our philosophy is to reduce waste and make efficient
use of raw materials during construction of roads and
other E&C Projects. We use recycled bitumen aggregates
(amounts to about <5%), while we do not compromise on
high quality standards and safety of roads.
At Mumbai Metro, there is a system of selling the scarp
and waste to approved vendors who can recycle the
products and waste. Also, about 4 lakh litres of water is
recycled from total water consumed for train washing.
Principle 3
Businesses should promote the well being of all employees
Total number of employees
Total number of employees hired on
temporary / contractual / casual basis
The number of permanent women
employees
The number of permanent employees
with disabilities
Do you have an employee association
that is recognized by management?
What percentage of your permanent
this
employees
recognized employee association?
Number of complaints relating to
child labour, forced labour, involuntary
labour, sexual harassment in the last
financial year and pending, as on the
end of the year
is Members of
507
Nil
57
Nil
No
NA
The Company does
not
child
employ
labour, forced labour
and involuntary labour.
The Company did not
received any complaint
of sexual harassment
and
discriminatory
employment
Category
Sr.
No.
1
2
3
Child Labour / forced
Labour /
involuntary
Labour
Sexual harassment
Discriminatory
employment
No of
complaints
filed during
the financial
year
Not
applicable
No. of
complaints
pending as
on end of the
financial year
Not applicable
Nil
Nil
Nil
Nil
What percentage of your under mentioned employees were
given safety and skill upgradation training in the last year
Permanent Employees
Permanent Women Employees
Casual/Temporary/Contractual Employees
Employees with Disabilities
55 per cent
47 per cent
NA
NA
36
Principle 4
Businesses should respect the interests of, and be responsive
towards all stake holders, especially those who are
disadvantaged, vulnerable and marginalized
a.
Has the Company mapped its internal and external
stakeholders? Out of the above, has the Company
identified
and
disadvantaged,
the
marginalized stakeholders?
vulnerable
The Company has mapped the stakeholders i.e. customers,
shareholders, employees, suppliers, banks and financial
institutions, government and regulatory bodies and the
local community and out of these, the Company has
identified the disadvantaged, vulnerable and marginalized
stakeholders.
b.
Are there any special initiatives taken by the Company
to engage with the disadvantaged, vulnerable and
marginalized stakeholders. If so, provide details thereof.
At Reliance Centre Santacruz, we have several provisions for
Specially-abled employees such as non-slippery ramps to
the main entrance of the building and reception, dedicated
car parking next to the lift lobby, dedicated washrooms at
all floors etc.
Our Mumbai Metro provides a number of facility to cater
to the special needs of the disadvantaged, vulnerable and
marginalized customers. Escalators have been provided
from the road level to the concourse levels and from the
concourse level to platform level for the convenience of
passengers. Elevators have been provided at all the metro
stations, especially for senior citizens, differently abled
passengers etc. Tactile paths are provided for the visually
impaired passengers which will guide them from entering
the metro station to boarding the train and vice versa.
Ramps are provided which will be located right next to the
elevators to help passengers on wheelchairs to access the
elevators.
Principle 5
Businesses should respect and promote human rights
a.
Does the policy of the Company on human rights
cover only the Company or extend to the Group/Joint
Ventures/Suppliers/Contractors/NGOs/Others?
The policy of the Company on human rights covers not
only the Company, but also extends to the Group / Joint
Ventures / Suppliers / Contractors / NGOs / Others. The
Company is committed to complying with all human
rights, practices across all group companies, JVs and other
stakeholders associated with the Company.
The Company does not employ any forced labour and
child labour and is committed to promoting the general
equality among the employees.
b.
How many stakeholder complaints have been received
in the past financial year and what percent was
satisfactorily resolved by the management?
The Company has not received any stakeholder complaint
pertaining to human rights during the financial year 2018-19.
Reliance Infrastructure Limited
Business Responsibility Report
Principle 6
Business should respect, protect and make efforts to restore
the environment
a.
Does the policy related to Principle 6 cover only the
company or extends to the Group / Joint Ventures /
Suppliers / Contractors / NGOs / others.
Yes, the policy of the Company on environment covers
not only the Company, but also extends to the Group/
Joint Ventures / Suppliers / Contractors / NGOs / others.
The Company is committed to achieving an excellence in
environmental performance, preservation and promotion
of clean environment and also actively encourages
business partners like suppliers, contractors, etc. to
preserve and promote environment.
d.
e.
b.
Does the Company have strategies/ initiatives to
address global environmental issues such as climate
change, global warming, etc? If yes, please give
hyperlink for webpage etc.
Yes. The Company is committed to delivering reliable
and quality supply and services to its consumers at
competitive costs and is conscious of its responsibility
towards creating, conserving and ascertaining safe and
clean environment for sustainable development. The
Company has formulated Environment Policy aimed
at adopting appropriate technologies and practices to
minimize environmental impact of its activities, continually
improving its environmental performance, conserving
the natural resources, promoting afforestation and skill
upgradation of employees for effective implementation
of the Policy.
Reliance Centre Santacruz is an IGBC certified Green
Building under “IGBC GOLD” Rating category for existing
buildings (with 74 points) - #EB 19 0033. Reliance
Centre is only one of the 5 buildings in Mumbai to have
achieved this prestigious feat.
Reliance Centre Santacruz is also certified under ISO
14001:2014
(Environmental Management System,
which demonstrate the commitment of Management
towards environment related issues and concerns.
At Mumbai Metro, we have a water treatment plant to
recycle water which is used to wash rakes/ metro trains
wherein four lakh litres of water is recycled every day.
We have installed solar panels on all 12 Metro Stations
and one at the Metro Depot for the Versova- Andheri –
Ghatkopar Metro One corridor to meet our power needs.
We have also installed a rain water harvesting plant in
depot for conservation of rain water and reuse of the
same. The details of the above are provided at the link:
https://www.reliancemumbaimetro.com/web/reliance-
mumbai-metro/green-promise
f.
g.
Nil.
Principle 7
added or deleted based on the process change. Hazards
are analysed, evaluated and adequate control measures
are implemented to reduce impact on environment and
human. HIRA (Hazards Identification and Risk Assessment)
Register has been prepared to identify process/activity-
wise Hazards and their Risk Impacts. Accordingly, the
Risks are Analysed, Evaluated and Treated.
Does the Company have any project related to Clean
Development Mechanism?
No
Has the Company undertaken any other initiatives on –
clean technology, energy efficiency, renewable energy,
etc. If yes, please give hyperlink for web pages etc.
The Company has implemented a technology of Integrated
Power Management, which is a software installed in
systems (including laptops and desktops) of employees,
and that reduces the consumption of electricity by the
system.
We are in process of obtaining Solar Energy for Reliance
Centre Santacruz, through M/s. Indigo Generation India
Pvt. Ltd., under Group Captive scheme. Once implemented,
we will be having 1,80,00,000 Mega Joules/PA of Solar
Energy in the building and hence the consumption of Coal
Power Electricity will reduce by almost 70% of our total
annual consumption.
The Company’s material Subsidiaries BSES Rajdhani Power
Limited and BSES Yamuna Power Limited (Delhi Discoms)
have initiated a number of Energy saving initiatives
including installation of Roof Top Solar power generation
systems where consumers can generate solar power for
with a capacity of ~62 MWp, conducting Solar awareness
campaigns, promotion of energy efficient LED bulb, LED
tube lights, Fans, induction cook top and super energy
efficient ACs, Installation of EV chargers at 9 locations,
Establishment of micro sub stations etc.
The green initiatives of our Mumbai Metro are provided in
the link https://www.reliancemumbaimetro.com/web/
reliance-mumbai-metro/green-promise
Are the Emissions/Waste generated by the Company
within the permissible limits given by Central Pollution
Control Board (CPCB) / State Pollution Control Board
(SPCB) for the financial year being reported?
Yes.
Number of show cause/ legal notices received from
CPCB/SPCB which is pending (i.e. not resolved to
satisfaction) as on end of Financial Year
c.
Does the Company identify and assess potential
environmental risks?
Yes, the Company identifies, maintains and assesses
potential environmental risks through aspect register
which is one of the main requirements of the Company’s
Environment Policy commensurate to ISO 14001:2014.
Every year, aspect register is reviewed and aspects are
Businesses, when engaged in influencing public and regulatory
policy, should do so in a responsible manner
a.
Is your company a member of any trade and chamber
or association? If Yes, Name only those major ones
that your business deals with:
The Company is a member of various trade and industry
37
Reliance Infrastructure Limited
Business Responsibility Report
associations. Some of them are:
a.
b.
c.
d.
e.
Bombay Chamber of Commerce and Industry
Indian Merchants’ Chamber,
National Highways Builders Federation
Confederation of Indian Industry
Federation of Indian Chambers of Commerce and
Industry
b.
you
Have
above
associations for the advancement or improvement of
public good? If yes, specify the broad areas.
advocated/lobbied
through
The Company periodically takes up matters concerning
statutory and regulatory issues as also policies and
reforms in the infrastructure sector through associations
and chambers of commerce.
Principle 8
Businesses should support inclusive growth and equitable
development
a.
Does the Company have specified programmes /
initiatives / projects in pursuit of the policy related to
Principle 8? If yes, details thereof.
Yes, the Company has specified programmes / initiatives
/ projects for pursuing its Corporate Social Responsibility
(CSR) policy.
As part of the CSR mandate, the Company focuses on
three key Thematic areas – Education, Healthcare and
Rural Transformation (which includes development of
infrastructure facilities, skill building and promotion of
sustainable livelihood, improving the socio-economic
status of women and the youth) and two cross-cutting
themes which cut across all our social endeavours, that is
Environment and Swachh Bharat Abhiyan (Sanitation).
The organization focuses on its endeavour to bring about
a tangible change in the lives of people living in rural,
underprivileged areas.
Corporate Social Responsibility (CSR) Policy of the
Company aims at achieving the equitable development.
Since locations of the projects are in economically and
socially backward locations of India, it is a constant
endeavour to include the local community as a critical
stakeholder in the inclusive measures initiated by the
Company.
In the last one year, the Company has undertaken several
initiatives to support inclusive growth and equitable
development for social and economic betterment of the
community through several CSR programmes and active
participation from enthusiast employee volunteers. Below
are key endeavours undertaken by the Company during
the year 2018-2019:
i.
Education
Education is the basic tool to bring development
to an area and its population. We at the Company
aim at building the required environment and
infrastructure to create a pool of human resource
38
both within and across our area of operations. The
Company supports remedial centres at 20 slum
pockets in Bhubaneswar wherein needy/drop out
students are given individual attention before and
after regular school hours to mainstream them with
their peers.
The Company’s Subsidiaries, through NGOs are
contributing in the field of education through Adult
Literacy Centers, Mahila Shiksha Kendra - Women
Literacy Centers for literacy enhancement in low
income residential clusters, vocational training
facilities, Awareness programme on Road Safety to
highways to create awareness on road safety, book
distribution for under privileged children in remote
areas, etc.
ii.
Healthcare
A vision to strengthen healthcare systems in the
communities we serve and empower individuals
to make informed choices has enabled us to
implement programme on community health with
special focus on health of elderly, women and
young ones through our various programmes. The
parent company as also some of its subsidiaries has
made contributions for promoting healthcare to a
non profit accredited organisation.
Initiatives involving health camps, Eye Screening
camps and other preventive care medical camps
are organized by Delhi Discoms and Toll companies
in and around their locations. Health checkup
camps with a major focus on eye screening were
organized at schools in the nearby villages and at
some of the toll plazas.
A number of Blood donation camps were organized
by the Company as well as its subsidiaries during
the year. Pulse Polio Immunization programs were
organized at toll plazas on the highway stretch.
With a mission to bridge every gap in the
healthcare delivery system in Mumbai and Western
India, Day care Oncology centres are being set
up by the Company with support from Mandke
Foundation at different parts of Maharashtra. We
have initiated the project at Akola and Jalna District
of Maharashtra to provide medical, radiation,
chemotherapy and surgical oncology to rural
populace who have remained outside the ambit
of cancer care because of financial and geographic
obstacles in a phase wise manner. During the year,
the Company launched the Oncology centre at
Akola in December 2018 which was inaugurated
by Hon’ble Chief Minister of Maharashtra, Shri
Devendra Fadnavis.
iii. Rural Transformation
We have been working on transforming the rural
terrain with a focus on promoting social security,
parameters pertaining to human development and
supporting environment. Since locations of the
projects are in economically and socially backward
locations of India, it is a constant endeavour to
Reliance Infrastructure Limited
Business Responsibility Report
include the local community as a critical stakeholder
in the inclusive measures initiated by the Company.
During the year, the CSR interventions undertaken
by the company and its subsidiaries under this
thematic area covers Tobacco De-addiction
program, Self defence training program for school
girls, various activities for women empowerment
like Mahila Panchayat, environment cleanliness,
literacy, domestic violence etc.
iv.
Sanitation
Our approach towards Swacch Bharat Abhiyan
lies in creating an enabling environment which is
brought about by the following two focus elements
that is access to Sanitation hardware i.e. improved
systems, facilities, technology and infrastructure
and improved hygiene practices and behavioural
change.
At the core of these initiatives lies the need to engage
with the employees and promote volunteering to
sensitize, to induce adult behavioural change and
to promote sustained interventions and ownership
amongst the participating teams. Cleanliness drives
were conducted around the neighboring localities
with an objective to create a clean and healthy
work place. At the toll plazas, ‘project highway’
was initiated for creating awareness on cleanliness
and hygiene by putting Placards and Signage’s in
Public areas for not spitting, littering, placements
of dustbins, maintenance of toilets and way side
amenities / user facility to encourage commuters
to use them and not to spoil the Highway or Toll
Plaza area. Other sanitation activities conducted
include Renovation of toilets in Government
schools, Maintenance activity and upgrading the
sanitation facilities at Crematoria areas etc.
v.
Environment
The imperative is to use natural resources efficiently
to leave a minimal carbon footprint and impact on
biodiversity across our business value chain. The
group strives to develop and promote processes
and newer technologies to make all our products
and services environmentally responsible. The
philosophy behind is to create a sustainable eco-
sphere of low carbon economy by following the
5R guidelines of Reduce, Reuse, Recycle, Renew
and Respect for the environment and its resources
through the entire supply management.
introducing and adopting green
Apart from
technologies across the business, we give due
impetus to the need to green the ecosphere in
which we operate thereby sequestering carbon
emissions by planting saplings.
Energy conservation awareness programs are
conducted in schools to sensitize the young kids
about energy conservation. The Company reaches
out to consumers from various societies, slums,
colleges through Energy Conservation Workshops
through interactive sessions.
The Union Ministry of Road Transport and Highways
has framed the Green Highways (Plantation,
Transplantation, Beautification and Maintenance)
Policy-2015 with a vision to develop eco-
friendly National Highways with participation of
concerned stakeholders. Under this Policy, we
have undertaken plantation and landscaping work
activities in operational projects. For the projects
under development, the avenue plantation and
median plantation are being done as per the
direction of NHAI. The Company’s road business
has covered approximately 630 kms of area under
avenue plantation and approximately 500 kms
under tree plantation in the median plantation and
the same is maintained regularly.
To summarize, the Company and its subsidiaries
have lived up to their responsibilities as corporate
citizens and have endeavoured to bring about an all
round transformation in the vicinity of the project
sites for the common good of the needy and the
under privileged.
b.
Are the programmes / projects undertaken through
in-house team/own foundation / external NGO /
government structures /any other organization?
While the Company undertakes most of the CSR
projects and initiatives through its own team or through
Group initiatives, some of the projects are conducted in
association with external organisations on need basis. The
Company’s efforts, mentioned in the programmes specified
above are implemented through delivery mechanisms
comprising of employees, local bodies, non-governmental
organizations, not-for-profit entities and Government
Institutions to mention a few. The interventions are
carried out in tandem with the Government bodies to
meet the social mandate for the earmarked communities.
The execution of the programme under the thematic
heads, viz. Education, Healthcare, Rural Transformation,
Environment and Sanitation are carried out with the
support from development sector organizations and
Institutions apart from implementation through respective
CSR teams. Employee volunteering also acts as a critical
implementing arm across our earmarked locations.
Induction of employee volunteers and their contribution
towards meeting our CSR mandate on a sustained basis
has enabled us to not only inculcate the tenets but also
ensure sustainability and continuous technical support to
the projects.
c.
Have you done any impact assessment of your
initiative?
With a view to enhancing the effectiveness of the CSR
projects and initiatives, success parameters both on
qualitative as well as quantitative terms are embedded
during the programme plan. These parameters are
evaluated through the programme and feedback obtained
on regular basis from the concerned stakeholders,
including the target beneficiaries of the CSR projects. The
data is collated and appropriately analysed for refining
future CSR projects.
Also, impact analysis of each and every CSR activity is
carried out on a regular basis.
39
Reliance Infrastructure Limited
Business Responsibility Report
d. What
is your Company’s direct contribution to
community development projects? Provide the amount
in INR and the details of the projects undertaken.
The Company has spent ` 17.00 crore as direct
contribution to community development projects under
healthcare in addition to the contrinution by its subsidiaries
through various CSR initiatives under the thematic heads
viz. Education, Healthcare, Rural transformation, Swacch
Bharat Abhiyan and Environment. These projects are
directly intended for improving the quality of life of
community with well designed strategies of replicability,
scalability and sustainability, which are owned by the
community. The details of such programmes, initiatives
and projects are furnished in the CSR Report as an
annexure to the Directors Report.
e.
Have you taken steps to ensure that this community
development initiative is successfully adopted by the
community? Please explain in 50 words or so.
Yes, engagement of the community is paramount
for sustaining a programme on ground. We ensure
engagement of the community at the very planning stage
and thereafter inducting them at the implementation
level. This not only ensures acceptance of the programme
on ground but also its continuity and sustainability.
We believe our role as Enablers can promote dynamic
development by creating synergies with our partners
in growth and success: the communities. We are
committed to augmenting the overall economic and
social development around the local communities where
we operate by discharging our social responsibilities in a
sustainable manner. The interventions have been aligned
with that of the government mandate both at the local
as well as the state level. We have been working in the
direction of creating meaningful partnerships through
series of engagements and transparency in our processes
across board. This is undertaken by initiating meaningful
grassroots participation with local bodies / institutions /
NGOs to support and augment interventions in areas
undertaking Stakeholder Engagement to identify their
perceived needs.
Principle 9
Businesses should engage with and provide value to their
customers and consumers in a responsible manner
a. What percentage of customer complaints / consumer
cases are pending as on the end of financial year?
Not applicable to the Company’s nature of Business.
b.
c.
d.
Does the Company display product information on the
product label, over and above what is mandated as per
local laws?
The Company does not deal in any specific branded
product.
Is there any case filed by any stakeholder against the
Company regarding unfair trade practices, irresponsible
advertising and/or anti-competitive behaviour during the
last five years and pending as on end of financial year.
No.
Did your Company carry out any consumer survey/
consumer satisfaction trends?
The Company and its Subsidiaries take various initiatives
for ensuring customer satisfaction. The Delhi Discoms
conduct various customer meets like ‘Utkrishe Sahabhagi
Meet’, ‘Aapke Dwar Meet’ to ensure one to one contact
with the customers to understand their needs in a better
manner. It also provides upgraded call centre facility,
mobile and whatsapp services, Chat Bot on the website
of their respective Companies and other social media to
ensure customer feedback.
Feedbacks from commuters are obtained at all our Toll
Plazas and we strive to improvise our services based on
the feedback received.
The Company’s Registrar and Transfer Agent Karvy Fintech
Private Limited renders investor services to the investors
with regard to matters related to the shares and dividend
payments. Karvy services investors through its network of
around 400 branches and has dedicated investor helpline
number 1800 4250 999. The feedback received from
the shareholders indicate that they are satisfied with the
services being rendered.
The Company would continue to contribute actively to
community welfare activities and take up initiatives and
measures for the upliftment of various segments of the
society.
40
Reliance Infrastructure Limited
Corporate Governance Report
Our Corporate Governance Philosophy
Reliance Infrastructure Limited follows the highest standards of
corporate governance principles and best practices by adopting
the “Reliance Group – Corporate Governance Policies and
Code of Conduct” as is the norm for all constituent companies
in the group. These policies prescribe a set of systems and
processes guided by the core principles of transparency,
disclosure, accountability, compliances, ethical conduct and the
commitment to promote the interests of all stakeholders. The
policies and the code are reviewed periodically to ensure their
continuing relevance, effectiveness and responsiveness to the
needs of our stakeholders.
Governance Policies and Practices
The Company has formulated a number of policies and
introduced several governance practices to comply with the
applicable statutory and regulatory requirements, with most of
them introduced long before they were made mandatory.
A.
Values and commitments
We have set out and adopted a policy document on ‘Values
and Commitments of Reliance Infrastructure’. We believe
that any business conduct can be ethical only when it rests
on the nine core values viz. honesty, integrity, respect,
fairness, purposefulness, trust, responsibility, citizenship
and caring.
B.
Code of ethics
Our policy document on ‘Code of Ethics’ demands that our
employees conduct the business with impeccable integrity
and by excluding any consideration of personal profit or
advantage.
C.
Business policies
Our ‘Business Policies’ cover a comprehensive range of
issues such as fair market practices, inside information,
financial
integrity, external
communication, work ethics, personal conduct, policy
on prevention of sexual harassment, health, safety,
environment and quality.
records and accounting
concern and protects the whistle blower from any adverse
personal action.
It is affirmed that no personnel has been denied access to
the Audit Committee.
H.
Environment Policy
The Company is committed to achieve excellence in
environmental performance, preservation and promotion
of a clean environment. These are the fundamental
concerns in all our business activities.
I.
Risk management
Our risk management procedures ensure that the
Management controls various business related risks
through means of a properly defined framework.
J.
Board room practices
a.
Chairman
In line with the highest global standards of
corporate governance, the Board has separated
the Chairman’s role from that of an executive in
managing day to day business affairs.
b.
Board Charter
The Company has a comprehensive charter, which
sets out clear and transparent guidelines on matters
relating to the composition of the Board, the scope
and functions of the Board and its Committees, etc.
c.
Board Committees
Pursuant to the provisions of the Companies
Act, 2013 (the “Act”) and Regulation 15(2) of
the Securities Exchange Board of India (SEBI)
(Listing Obligations and Disclosure Requirements)
Regulation, 2015 (the “Listing Regulations”),
the Board has constituted Audit Committee,
Nomination
and Remuneration Committee,
Stakeholders Relationship Committee, Corporate
Social Responsibility (CSR) Committee and Risk
Management Committee.
D.
Separation of the Chairman’s supervisory role from the
Executive Management
d.
Selection of Independent Directors
In line with the best global practices, we have adopted the
policy to ensure that the Chairman of the Board shall be a
non-executive director.
E.
Policy on Prohibition of Insider Trading
This document contains the policy on prohibiting trading
in the securities of the Company, based on insider or
privileged information.
F.
Policy on prevention of sexual harassment
Our policy on prevention of sexual harassment aims at
promoting a productive work environment and protects
individual rights against sexual harassment.
G. Whistle Blower policy / Vigil Mechanism
Our Whistle Blower policy encourages disclosure in good
faith of any wrongful conduct on a matter of general
Considering the requirement of skill sets on the
Board, eminent persons having
independent
standing in their respective fields/professions, and
who can effectively contribute to the Company’s
business and policy decisions are considered for
appointment by the Nomination and Remuneration
Committee, as Independent Directors on the
inter alia, considers
Board. The Committee,
qualification, positive attributes, areas of expertise
and number of Directorships and Memberships
held in various committees of other companies by
such persons. The Board considers the Committee’s
recommendation and takes appropriate decisions.
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 or whenever there is any
change in the circumstances which may affect her
41
Reliance Infrastructure Limited
Corporate Governance Report
/ his status as an Independent Director, provides a
declaration that she / he meets with the criteria of
independence as provided under law.
enables the Directors to plan their commitments
and facilitates their attendance at the meetings of
the Board and its Committees.
e.
Tenure of Independent Directors
K.
Role of the Company Secretary in Governance Process
Tenure of Independent Directors on the Board of
the Company shall not exceed the time period as
per provisions of the Act and the Listing Regulations,
as amended from time to time.
f.
Familiarisation for Board Members
The Board Members are periodically given formal
orientation and familiarized with respect to the
Company’s vision, strategic direction, corporate
governance practices, financial matters and
business operations. The Directors are facilitated
to get familiar with the Company’s functions at
the operational levels. Periodic presentations are
made at the Board and Committee Meetings, on
business and performance updates of the Company,
the macro Industry business environment, business
strategy and risks involved. Members are also
provided with the necessary documents, reports
and internal policies to enable them to familiarize
themselves with the Company’s procedures and
practices. Periodic updates for Members are also
given out on relevant statutory changes and on
important issues impacting the Company’s business
environment
The details of the programmes for familiarization
of independent directors have been put on the
website of the Company at the link http://www.
rinfra.com/documents/1142822/1182645/
Familiarisation_programme.pdf.
g. Meeting of Independent Directors with operating
teams
The Independent Directors of the Company interact
with various operating teams as and when it is
deemed necessary. These discussions may include
topics such as, operating policies and procedures,
risk management strategies, measures to improve
efficiencies, performance and
compensation,
strategic issues for Board consideration, flow of
information to directors, management progression
and succession and others as the Independent
Directors may determine. During these executive
sessions, the Independent Directors have access to
Members of management and other advisors, as
they may deem fit.
h.
Subsidiaries
All the subsidiaries of the Company are managed by
their respective boards. Their Boards have the rights
and obligations to manage their companies in the
best interest of their stakeholders. The Company
monitors performance of subsidiary companies.
i.
Commitment of Directors
The meeting dates for the entire financial year
are scheduled at the beginning of the year and
an annual calendar of meetings of the Board and
its Committees is circulated to the Directors. This
The Company Secretary plays a key role in ensuring
that the Board procedures are followed and regularly
reviewed. He ensures that all relevant information, details
and documents are made available to the directors and
senior management for effective decision making at the
meetings. He is primarily responsible for assisting the
board in the conduct of affairs of the Company, to ensure
compliance with the applicable statutory requirements
and Secretarial Standards to provide guidance to directors
and to facilitate convening of meetings. He interfaces
between the Management and the regulatory authorities
for governance matters. All the Directors of the Company
have access to the advice and services of the Company
Secretary.
L.
Independent Statutory Auditors
The Company’s Financial Statements for the year
2018-19 have been audited by a panel of two leading
independent audit firms namely: M/s. Pathak H.D. &
Associates, Chartered Accountants and M/s. B S R & Co.
LLP, Chartered Accountants.
With effect from August 9, 2019, M/s. B S R & Co.
LLP have resigned as one of the Statutory Auditors of
the Company for the reasons included in the Basis of
Disclaimer in their audit report dated June 14, 2019 for
the financial year 2018-19.
The other duly appointed Statutory Auditor, M/s. Pathak
H. D. & Associates, who are Statutory Auditors of the
Company since last 9 financial years i.e. from financial
year 2011 and whose term is valid until conclusion of the
Annual General Meeting (AGM) for the year ended March
31, 2020, have confirmed that they will continue as the
sole Statutory Auditor of the Company.
M.
Compliance with the code and rules of London Stock
Exchange
The Global Depositary Receipts (GDRs) issued by the
Company are listed on the London Stock Exchange
(LSE). The Company has reviewed the code of corporate
governance of LSE and the Company’s corporate
governance practices conform to these codes and rules.
N.
Compliance with the Listing Regulations
During the year, the Company is fully compliant with the
mandatory requirements of the Listing Regulations.
We present our report on compliance of governance conditions
specified in the Listing Regulations as follows:
I.
Board of Directors
1.
Board Composition - Board strength and
representation
The Board consists of eight Members. The
composition and category of directors on the Board
of the Company are as under:
42
Reliance Infrastructure Limited
Corporate Governance Report
Sr.
No.
1
2
3
4
5
6
7
8
Names of Directors
DIN
Category
Shri Anil D Ambani, Chairman
Shri Punit Garg1
Shri S Seth, Vice Chairman
Shri B C Patnaik
Shri S S Kohli
Shri K Ravikumar
Ms Ryna Karani
Ms. Manjari Kacker2
00004878
00004407
00004631
08384583
00169907
00119753
00116930
06945359
Promoter, Non-Executive and Non-Independent Director
Executive Director and Chief Executive Officer
Non-Executive and Non-Independent Directors
Independent Directors
1 Appointed w.e.f April 6, 2019
2 Appointed w.e.f June 14, 2019
Notes:
a.
b.
c.
None of the directors is related to any other
director and none of the directors has any
business relationship with the Company.
None of the directors has received any loans
and advances from the Company during the
year.
Shri S. S. Kohli, Shri K. Ravikumar and
Ms. Ryna Karani, the Independent Directors
shall complete their term of appointment
on September 19, 2019 and the Board,
on recommendation of Nomination and
Remuneration Committee has proposed their
reappointment for fresh term of five years,
subject to approval of the Members at the
ensuing AGM.
All the Independent Directors of the Company
furnish a declaration at the time of their
appointment and also annually that they meet the
criteria of independence as provided under law.
The Board reviews the same and is of the opinion,
that the Independent Directors fulfill the conditions
specified in the Act and Listing Regulations and are
independent of the management.
2.
Conduct of Board proceedings
The day to day business is conducted by the
executives and the business heads of the Company
under the direction of the Board. The Board holds
minimum four meetings every year to review and
discuss the performance of the Company, its future
plans, strategies and other pertinent issues relating
to the Company.
The Board performs the following key functions
in addition to overseeing the business and the
management:
a.
Reviewing and guiding corporate strategy,
major plans of action, risk policy, annual
setting
and business plans;
budgets
performance
monitoring
objectives;
implementation and corporate performance;
and overseeing major capital expenditures,
acquisitions and divestments.
b. Monitoring
the effectiveness of
the
Company’s governance practices and making
changes as needed.
c.
d.
e.
Selecting, compensating, monitoring and
when necessary, replacing key executives
and overseeing succession planning.
key
Aligning
board
executive
remuneration with the long term interests of
the Company and its shareholders.
and
Ensuring a transparent board nomination
process with the diversity of thought,
experience, knowledge, perspective and
gender in the Board.
f. Monitoring and managing potential conflicts
of interest of management, Members of
the Board of Directors and shareholders,
including misuse of corporate assets and
abuse in related party transactions.
g.
h.
i.
j.
Ensuring the integrity of the Company’s
accounting and financial reporting systems,
including the independent audit, and that
appropriate systems of control are in place,
in particular, systems for risk management,
financial and operational control and
compliance with the law and relevant
standards.
Overseeing the process of disclosure and
communications
Carrying out the performance evaluation
of the Board, its committees and individual
directors.
Review the policy on materiality of Related
Party Transactions and threshold limits, and
update accordingly.
3.
Board meetings
The Board held ten meetings during the financial
year 2018-19 on the following dates:
April 23, 2018, May 14, 2018, August 1, 2018,
August 21, 2018, August 27, 2018, August 29,
2018, November 05, 2018, November 14, 2018,
February 5, 2019 and February 9, 2019.
The maximum time gap between any two meetings
was 82 days and the minimum gap was 1 day.
43
Reliance Infrastructure Limited
Corporate Governance Report
4.
Legal Compliance Monitoring
The Company monitors statutory compliances through a system driven software Legatrix, which has the facility of
capturing all the compliances under statutes that impact the Company’s operations as also those of its operating
subsidiary companies. Due compliances are ensured by online monitoring and delay or non compliance are escalated
and reported for remedial action.
A compliance report pertaining to the laws applicable to the Company based on the reports generated from Legatrix is
placed before the Board at its meetings. Pursuant to the requirements of the Listing Regulations, the Board periodically
reviews the legal compliances mechanism.
5.
Attendance of directors
Attendance of directors at the Board Meetings held during the financial year 2018-19 and at the last AGM held on
September 18, 2018 and the details of Directorships (as per the provisions of Section 165 of the Act), Committee
Chairmanship and Memberships held by the directors as on March 31, 2019 were as under:
Names of Directors
Number of
Board meetings
attended out of
ten meetings held
Attendance at the
last AGM held on
September 18,
2018
Number of
directorships
(including RInfra)
Committee Chairmanship
/ Membership (including
RInfra)
Membership Chairmanship
Shri Anil D Ambani
Shri S Seth
Shri S S Kohli
Dr V K Chaturvedi*
Shri K Ravikumar
Shri V R Galkar*
Ms. Ryna Karani
Shri Shiv Prabhat*
Shri B C Patnaik**
9
10
6
6
6
6
9
6
-
Present
Present
Present
-
Present
Present
Present
Present
-
12
7
11
None
3
6
None
None
4
3
8
None
1
6
1
9
None
1
None
None
2
None
3
None
2
None
None
*
Dr. V K Chaturvedi, Shri V R Galkar and Shri Shiv Prabhat were ceased as Directors with effect from November
14, 2018, February 15, 2019 and March 7, 2019 respectively.
** Shri B C Patnaik was appointed as a Director with effect from March 7, 2019.
Notes:
a.
b.
c.
d.
None of the Directors hold directorships
in more than 20 companies of which
directorships in public companies does not
exceed 10 in line with the provisions of
Section 165 of the Act.
None of the Directors hold directorships in
more than 8 listed entities.
No Director holds Membership of more than
10 committees of board nor is a chairman of
more than 5 committees across board, of all
listed entities.
None of the Director has been appointed as
Alternate Director for Independent Director.
e. No Independent Director of the Company
holds the position of Independent Director
in more than 7 listed companies as required
under the Listing Regulations.
f.
The information provided above pertains to
the following committees in accordance with
the provisions of Regulation 26(1)(b) of the
Listing Regulations: (i) Audit Committee and
(ii) Stakeholders Relationship Committee.
g.
The
and
Committee Memberships
Chairmanships above exclude Memberships
and Chairmanships in private companies,
foreign companies and
in Section 8
companies.
h. Memberships
of
Committees
include
Chairmanships, if any.
The Company’s Independent directors meet at least
once in every financial year without the attendance
of Non-Independent Directors and Members
of Management. One meeting of Independent
Directors was held during the financial year.
6.
Details of directors
The abbreviated resumes of all directors are
furnished hereunder:
Shri Anil D. Ambani, 60 years, B.Sc. Hons. and
MBA from the Wharton School of the University
of Pennsylvania, is the Chairman of our Company,
Reliance Capital Limited, Reliance Power Limited
and Reliance Communications Limited.
As on March 31, 2019, Shri Anil D. Ambani held
1,39,437 equity shares of the Company.
44
Reliance Infrastructure Limited
Corporate Governance Report
Shri S. Seth, 63 years, is a Fellow Chartered
Accountant and a law graduate. He has vast
experience in general management. Shri S. Seth
is also on the Board of Reliance Telecom Limited,
Reliance Power Limited, Reliance Defence Limited,
Reliance Defence and Aerospace Private Limited,
Reliance Defence Systems Private Limited and
Reliance Defence Technologies Private Limited.
He was a Member of the Audit Committee,
Stakeholders Relationship Committee, Corporate
Social Responsibility Committee and Nomination
and Remuneration Committee of Reliance Power
Limited till June 07, 2019. He is a Member of
the Corporate Social Responsibility Committee
of Reliance Telecom Limited and a Member of
Stakeholders Relationship Committee of Board of
the Company.
As on March 31, 2019, Shri S. Seth did not hold
any shares of the Company.
Shri S. S. Kohli, 74 years, was the Chairman and
Managing Director of India Infrastructure Finance
Company Limited (IIFCL), a wholly owned company
of the Government of India till April 2010, engaged in
promotion and development of infrastructure. Under
his leadership, IIFCL commenced its operations and
carved a niche for itself in financing infrastructure
projects. The support of IIFCL helped in speedier
achievement of financial closure of infrastructure
projects in sectors like Highways, airports, seaports,
power, etc. IIFCL was conferred with the “Most
Admired Infrastructure Financier 2010” by KPMG
Infrastructure. Shri Kohli had long experience as a
banker, spanning over 40 years having held positions
of Chairman and Managing Director of Punjab and
Sind Bank, Small Industries Development Bank of
India (SIDBI) and Punjab National Bank (PNB), one
of the largest public sector banks in India. During
his Chairmanship of PNB (from 2000 to 2005),
he undertook total transformation of the Bank.
Under his leadership, PNB became a techno-savvy
Bank by implementing core banking solution and
introducing various technology-based products and
services. PNB also emerged as one of the India’s
Most Trusted Brands and the PNB Group floated
three public offerings of capital during his tenure
which were highly successful. Shri Kohli held the
Chairmanship of Indian Banks’ Association, a forum
for promoting the interest of banks for two terms
and was member/chairman of several committees
associated with financial sector policies. The
committees he chaired dealt with a variety of issues
relating to small/medium enterprise financing, wilful
default in loans, human resources development in
the banking industry and reconstruction of distressed
small industries, etc. A recipient of several awards
including the “Enterprise Transformation Award for
Technology” by the Wharton Infosys Limited, the
“Bank of the Year Award” by the Banker’s Magazine
of the Financial Times, London for the year 2000,
and also ranked 22nd in the list of India’s Best CEOs
ranking over the period 1995 to 2011, by the
Harvard Business Review.
He is on the Board of IDFC Limited, ACB (India)
Limited, BSES Yamuna Power Limited, Seamec
Limited, Asian Hotels (West) Limited, BSES Rajdhani
Power Limited, S V Creditline Limited.
As on March 31, 2019, Shri S. S. Kohli did not hold
any shares of the Company.
Shri K. Ravikumar, 69 years, was the former
Chairman and Managing Director (CMD) of
Bharat Heavy Electricals Limited (BHEL), which
ranks among the leading companies of the world
engaged in the field of power plant equipment. As
CMD, he was responsible for maximizing market-
share and establishing BHEL as a total solution
provider in the power sector. The Company was
ranked 9th in terms of market capitalization in India
during his tenure at BHEL. He had handled a variety
of assignments during his long career spanning over
36 years. His areas of expertise are design and
engineering, construction and project management
of thermal, hydro, nuclear, gas based power plants
and marketing of power projects.
Shri Ravikumar had the unique distinction of
having booked USD 25 billion order for BHEL. His
vision was to transform BHEL into a world class
engineering enterprise. Towards this, he pursued a
growth strategy based on the twin plans of building
both capacity and capability and this had resulted in
an increase in BHEL’s manufacturing capacity from
10,000 MW to 20,000 MW per annum. He also
introduced new technologies in the field of coal
and gas based power plants for the first time in the
country, such as supercritical thermal sets of 660
MW and above rating, advance class gas turbines
large size CFBC boilers and large size nuclear
sets. BHEL has the distinction of having installed
over 1,00,000 MW of power plant equipment
worldwide.
Shri Ravikumar had also formed a number of
strategic tie ups for BHEL with leading Indian
utilities and corporates like NTPC Limited, Tamil
Nadu State Electricity Board, Nuclear Power
Corporation of India Limited, Karnataka Power
Corporation Limited, Heavy Engineering Corporation
Limited to leverage equipment sales and develop
alternative sources for equipment needed for the
country. He had guided BHEL’s technology strategy
to maintain the technology edge in the market
place with a judicious mix of internal development
of
technologies with selective external co-
operation. He had focused on meeting the customer
expectation and has strengthened BHEL’s image as
a total solution provider.
He possesses M.Tech Degree from the Indian
Institute of Technology, Chennai besides Post-
Graduate Diploma in Business Administration. He
was conferred Alumini Awards from the Indian
Institute of Technology, Chennai and the National
Institute of Technology, Trichy and was the Ex-
Chairman of BOG National Institute of Technology,
Mizoram. He has published a number of research
papers in the field of power and electronics.
45
Reliance Infrastructure Limited
Corporate Governance Report
He is also a director on the Board of SPEL
Semiconductor Limited, Reliance Power Limited
and Reliance Naval and Engineering Limited.
He is the Chairman of Stakeholder Relationship
Committee and Nomination and Remuneration
Committee and Member of the Audit Committee,
Risk Management Committee and CSR Committee
of Board of the Company.
As on March 31, 2019, Shri K. Ravikumar did not
hold any shares of the Company.
Ms. Ryna Karani, 51 years, is partner of ALMT Legal,
Advocates and Solicitors since November 2006
and part of the firm’s corporate and commercial
team. She has been practicing as a lawyer since
1994 and is enrolled as Advocate with the Bar
Council of Maharashtra and Goa. Her practice
includes advising on mergers and acquisitions, joint
ventures, private equity and investment funds on a
full range of corporate transactions including cross
border transactions. She has advised and assisted a
number of foreign clients in establishing a presence
in India through incorporation of companies and/or
establishment of liaison offices. She is a member of
the Society of Women Lawyers.
Besides her M&A practice, she advises clients on
infrastructure projects including submission and
preparation of Request for Proposal (RFPs), finalizing
tenders, drafting and negotiating concession
agreements and related documents.
Ms. Ryna Karani also regularly advises clients
on loan transactions (both Rupee and external
commercial borrowings), including drafting and
negotiating the loan agreements, security and other
related documents. She also provides advice on
general corporate matters, commercial contracts
real estate matters.
She is a director on the Board of Mumbai Metro One
Private Limited, BSES Yamuna Power Limited, BSES
Rajdhani Power Limited, Reliance Communications
Limited, Prime Urban Development India Limited
and INEOS Styrolution India Limited.
She is the Chairperson of the CSR Committee and
Risk Management Committee and also member of
the Audit Committee, and Stakeholder Relationship
Committee of the Board of the Company.
As on March 31, 2019, Ms. Ryna Karani held 100
equity shares of the Company.
Shri B C Patnaik, 56 years, has done his Master’s in
Political Science. He is also a fellow of the Insurance
Institute of India. He has also been exposed to
institutes of repute such as ISB, Hyderabad, IIM,
Lucknow and NIA Pune. He joined the LIC of India
as a direct recruit officer, AAO (Class 1) in the year
1986 and at present is an Executive Director of
the Corporation. He has wide experience in the
field of Marketing, Finance, Personnel, CRM, Risk
Management and General Administration. He has
46
been in charge of two divisions of LIC. He has also
managed the Bancassurance channel of a Zone.
He has been instrumental in vastly improving the
customer service in Uttar Pradesh as in charge of
CRM in the Zone as Chief of CRM in Central Office,
he introduced LIC E-Services, NACH and On line
Loans in the country. He was also in charge of
Marketing for Maharashtra, Gujarat and Goa and
succeeded in registering the highest ever record
of New Business First Premium Income during
2017-18. He has achieved great success in all his
assignments and has got first hand experience of
eleven states of the country. More than 50% of
the divisions in the country were covered.
Ms. Manjari Kacker, 67 years, holds a master’s
degree in Chemistry and a diploma in Business
Administration. She has more than 40 years of
experience in taxation, finance, administration and
vigilance. She was in the Indian Revenue Service
batch of 1974. She held various assignments during
her tenure in the tax department and was also a
member of the Central Board of Direct Taxes.
She has also served as the Functional Director
(Vigilance and Security) in Air lndia and has also
represented India in international conferences. Ms.
Manjari Kacker is also a Director in Dhanvarsha
Finvest Limited, Reliance Communications Limited,
EGK Foods Private Limited, Water systems &
Infrastructure Development Services Private
Limited, Hindustan Gum and Chemicals Limited,
Water Systems & Infrastructure Development
Services Private Limited and Zaffiro Learning Private
Limited.
She is the Chairperson of the Audit Committee
and also member of the Stakeholder Relationship
and Remuneration
Committee, Nomination
Committee and Risk Management Committee of
the Board of the Company. Ms. Manjari Kacker
does not hold any shares of the Company.
Shri Punit Garg, aged 55 years, a qualified
Engineer, is part of senior management team
of Reliance Group since 2001 and is involved in
taking a number of strategic decisions. Shri Garg
has previously served as an Executive Director on
the Board of Reliance Communications Limited.
With rich experience of over 34 years, Shri Garg
has created and led billion dollar businesses. As
a visionary, strategist and team builder he has
driven profitable growth through innovation and
operational excellence.
Relationship
He is the Member of the Audit Committee,
Stakeholder
CSR
Committee and Risk Management Committee of
the Board of the Company. Shri Punit Garg holds
1500 equity shares of the Company.
Committee,
Core Skills, Expertise and Competencies available
with the Board
The Board comprises highly qualified Members who
possess required skills, expertise and competence
that allow them to make effective contributions to
the Board and its Committees.
Reliance Infrastructure Limited
Corporate Governance Report
the Company has
identified
The Board of
Business Strategy, Policy, Business Development,
Risk Management, Legal, Commercial, Project
Management, Procurement, Engineering, Finance
and Human Resource as the core skills/ expertise/
competencies required in the Board in the context
of the Company’s Businesses and sectors for it to
function effectively. The current Board of Directors
of the Company possesses all the above identified
skills and competencies.
Directorships in other Listed Entities
The details of the directorships held by the Directors in other listed entities as on March 31, 2019 are as follows:
Name of Director Name of the Listed Entities
Category
Shri Anil D Ambani Reliance Power Limited
Reliance Communications Limited
Reliance Capital Limited
Chairperson - Promoter, Non Executive Non
Independent Director
Chairperson - Promoter, Non Executive Non
Independent Director
Chairperson - Promoter, Non Executive Non
Independent Director
Shri S Seth
Reliance Power Limited
Non Executive Non Independent Director
Shri S S Kohli
BLS International Services Limited
Non-Executive - Independent Director
Asian Hotels (West) Limited
Non-Executive - Independent Director
Seamec Limited
IDFC Limited
ACB (India) Limited
Non-Executive - Independent Director
Non-Executive - Independent Director
Non-Executive - Independent Director
Ms. Ryna Karani
Ineos Styrolution India Limited
Non-Executive - Independent Director
Reliance Communications Limited
Non-Executive - Independent Director
Prime Urban Development India Limited Non-Executive - Independent Director
Shri K Ravikumar
SPEL Semiconductor Limited
Non-Executive - Independent Director
Reliance Naval And Engineering Limited
Chairperson - Non-Executive - Independent Director
Reliance Power Limited
Non-Executive - Independent Director
Shri B C Patnaik
None
-
7.
Insurance coverage
The Company has obtained Directors’ and Officers’
liability insurance coverage in respect of any legal
action that might be initiated against directors
/ officers of the Company and its subsidiary
companies.
II. Audit Committee
The Audit Committee of the Board, constituted in terms
of Section 177 of the Act and the Listing Regulations
and duly reconstituted during the year to give effect to
the changes in the Board Composition. The re-constituted
Audit Committee of the Board of Directors as on date
comprises of majority of Independent Directors namely
Ms. Manjari Kacker, Shri S S Kohli, Shri K Ravikumar,
Ms. Ryna Karani, Independent Directors and Shri Punit
Garg, Executive Director and Chief Executive Officer.
Ms. Manjari Kacker, Independent Director, is the Chairman
of the Committee. All Members of the Committee are
financially literate.
The Audit Committee, inter alia, advises the management
on the areas where systems, processes, measures for
controlling and monitoring revenue assurance, internal
audit and risk management can be improved.
The terms of reference, inter alia, comprises the
following:
1.
2.
3.
4.
Oversight of the Company’s financial reporting
process and the disclosure of its financial information
to ensure that the financial statement is correct,
sufficient and credible;
Recommendation
appointment,
remuneration and terms of appointment of auditors
of the Company;
the
for
Approval of payment to statutory auditors for any
other services rendered by statutory auditors;
Reviewing with the Management, the annual
financial statements and auditor’s report thereon
before submission to the Board for approval, with
particular reference to:
a. Matters required to be included in the
Director’s Responsibility Statement to be
included in Boards’ Reports in terms of
Section 134(3)(c) of the Act;
b.
Changes, if any, in accounting policies and
practices and reasons for the same;
c. Major accounting entries involving estimates
based on the exercise of judgement by
management;
47
Reliance Infrastructure Limited
Corporate Governance Report
d.
e.
f.
Significant adjustments made in the financial
statements arising out of audit findings;
Compliance with listing and other legal
requirements relating to financial statements;
Disclosure of any related party transactions;
and
g. Modified opinions in the draft audit report.
Reviewing with the Management, the quarterly
financial statements before submission to the board
for approval;
Reviewing, with the Management, the statement
of uses/application of funds raised through an
issue (public issue, rights issue, preferential issue,
etc.), the statement of funds utilized for purposes
other than those stated in the offer document/
prospectus/notice and the report submitted by
the monitoring agency monitoring the utilisation
of proceeds of a public or rights issue and making
appropriate recommendations to the Board to take
up steps in this matter;
Review and monitor the auditors’ independence and
performance and effectiveness of audit process;
Subject to and conditional upon the approval
of the Board of Directors, approval of Related
Party Transactions (RPTs) in the form of specific
approval or omnibus approval including subsequent
modifications thereto is obtained and reviewed
on quarterly basis, of RPTs entered into by the
Company pursuant to respective omnibus approval
given as above;
5.
6.
7.
8.
9.
Scrutiny of inter-corporate loans and investments;
10. Valuation of undertakings or assets of the Company,
wherever it is necessary;
11. Review the Company’s established system and
processes of internal financial controls and risk
management systems;
12. Reviewing with the Management, performance of
statutory and internal auditors, adequacy of internal
control systems;
13. Reviewing the adequacy of internal audit function,
if any, including the structure of the internal audit
department, staffing and seniority of the official
heading
structure
reporting
the department,
coverage and frequency of internal audit;
14. Discussion with internal auditors of any significant
findings and follow up there on;
15. Reviewing 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;
16. Discussion with statutory auditors before the audit
commences, about the nature and scope of audit as
well as post-audit discussion to ascertain any area
of concern;
48
17. To look into the reasons for substantial defaults
in payment to the depositors, debenture holders,
shareholders (in case of non-payment of declared
dividends) and creditors;
18. To review the functioning of the Whistle Blower
mechanism;
19. Approval of appointment of Chief Financial Officer
after assessing the qualifications, experience and
background, etc. of the candidate; and
20. Reviewing the utilization of loans and/or advances
from/investment by the holding company in the
subsidiary exceeding ` 100 crore or 10% of the
asset size of the subsidiary, whichever is lower
including existing loans/ advances/ investments.
21. Reviewing the compliance with the provisions
of the Securities and Exchange Board of India
(Prohibition of Insider Trading) Regulations, 2015,
at least once in a financial year and shall also verify
that the systems for internal control are adequate
and are operating effectively; and
22. Carrying out any other function as is mentioned in
the terms of reference of the Audit Committee.
The Audit Committee is also authorised to:
a.
b.
c.
Investigate any activity within its terms of
reference;
Seek any information from any employee;
To have full access to information contained
in the records of the Company;
d. Obtain outside legal and professional advice;
e.
f.
g.
Secure attendance of outsiders with relevant
expertise, if it considers necessary;
Call for comments from the auditors about
internal control systems and scope of audit,
including the observations of the auditors;
Review
submission to the Board; and
financial
statements
before
h. Discuss any related issues with the internal
and statutory auditors and the Management
of the Company.
The Audit Committee shall mandatorily review the
following information:
1. Management Discussion and Analysis of financial
condition and results of operations;
2.
statement of significant related party transactions
(as defined by the audit committee), submitted by
Management;
3. Management letters / letters of internal control
weaknesses issued by the statutory auditors;
4.
5.
internal audit reports relating to internal control
weaknesses; and
appointment,
the
terms of
removal
remuneration of the chief internal auditor shall be
subject to review by the audit committee.
and
Reliance Infrastructure Limited
Corporate Governance Report
6.
statement of deviations:
(a)
(b)
quarterly statement of deviation(s) including
report of monitoring agency, if applicable,
submitted to stock exchange(s) in terms of
Regulation 32(1) of the listing regulations.
annual statement of funds utilized for
purposes other than those stated in the offer
document/ prospectus/notice in terms of
Regulation 32(7) of the listing regulations.
Attendance at the meetings of the Audit
Committee held during 2018-19
The Audit Committee held four meetings during the
year on April 23, 2018, August 1, 2018, November
14, 2018 and February 5, 2019. The maximum
gap between any two meetings was 104 days and
the minimum gap was 82 days.
The Committee reviewed that internal controls
are in place to ensure that the accounts of the
Company are properly maintained and that the
accounting transactions are in accordance with the
prevailing laws and regulations. While conducting
such reviews, the Committee found no material
discrepancy or weakness in the internal control
systems of the Company. The Committee also
reviewed the financial policies of the Company
and expressed its satisfaction with the same. The
Committee, after review, expressed its satisfaction
on the independence of both the internal as well as
the statutory auditors.
Pursuant to the requirements of Section 148 of the
Act, the Board has, based on the recommendation
of the Committee, appointed Cost Auditors to audit
the cost records of the Company. The cost audit
reports were placed and discussed at the Audit
Committee Meeting.
Members
Number of meetings
III Nomination and Remuneration Committee
attended
held during
the year/
tenure
Shri S S Kohli
Shri K Ravikumar
Shri V R Galkar
(ceased on 05.02.19)
Ms. Ryna Karani
Shri Shiv Prabhat
(ceased on 07.03.19)
Shri B C Patnaik
(appointed on 07.03.19)
4
4
4
4
4
-
4
4
4
3
4
-
The Chairman of the Audit Committee was present
at the previous Annual General Meeting of the
Company.
The Committee considered at its meetings all the
matters as per its terms of reference at periodic
intervals.
The Company Secretary acts as the Secretary to the
Audit Committee.
During the year, the Committee discussed with the
statutory auditors of the Company, the overall scope
and plans for carrying out the independent audit. The
Management represented to the Committee that
the Company’s financial statements were prepared in
accordance with the prevailing laws and regulations.
The Committee discussed the Company’s audited
financial statements, the rationality of significant
judgments and clarity of disclosures in the financial
statements. Based on the review and discussions
conducted with the Management and the auditors,
the Audit Committee believes that the Company’s
financial
in
conformity with the prevailing laws and regulations
in all material aspects.
fairly presented
statements are
The Nomination
and Remuneration Committee,
constituted in terms of Section 178 of the Act and the
Listing Regulations, duly reconstituted during the year
to give effect to the changes in the Board Composition,
comprises of Shri K Ravikumar as Chairman and Shri S S
Kohli and Ms. Manjari Kacker as Members as on date.
The Company Secretary acts as the Secretary to the
Nomination and Remuneration Committee.
The terms of reference of the Committee, inter alia,
includes the following:
a)
b)
c)
d)
e)
f)
g)
Formulation of
for determining
the criteria
qualifications, positive attributes and independence
of directors and recommend to the Board a policy,
relating to the remuneration of the Directors, Key
Managerial Personnel and other employees;
to formulate the criteria for evaluation of the
performance of the Independent Directors, the
Board and the committees thereof and to carry out
evaluation of every director’s performance;
to devise a policy on board diversity;
to 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 their appointment to
and/or removal from the Board;
to formulate a process for selection and appointment
of new directors and succession plans;
to recommend to the Board from time to time, a
compensation structure for Directors and the Senior
Management Personnel.
to review and recommend to the Board whether
to extend or continue the term of appointment
of Independent Director on the basis of the report
of performance evaluation of the Independent
Directors.
49
Reliance Infrastructure Limited
Corporate Governance Report
h)
i)
to perform functions relating to all share based
employee benefits pursuant to the requirements
of Securities and Exchange Board of India (Share
Based Employees Benefits) Regulations, 2014.
to recommend to the Board all the remunerations
in whatever form payable to the senior managment
of the Company.
The Board has carried out the evaluation of the Board of
Directors during the year in terms of the criteria laid down
by the Nomination and Remuneration Committee, details
of which have been covered in the Director’s Report
forming part of this Annual Report.
The Chairman of the Nomination and Remuneration
Committee was present at the Annual General Meeting
of the Company held on September 18, 2018.
The Members at the 86th AGM held on September 30,
2015, had approved payment of commission to non-
executive directors within the limits laid down under the
provisions of Section 197 and 198 of the Act, computed
in the manner specified in the Act. The Company can pay
Commission up to 3 per cent of net profit to Non Whole-
time Director every year. The approval of Members is
valid for a period of five years with effect from April 1,
2016.
The Nomination and Remuneration Committee held two
meetings during the year on April 23, 2018 and February
5, 2019.
Attendance at the meeting of the Nomination and
Remuneration Committee held during the financial
year 2018-19 is as follows:
Members
Number of
meetings held
during the
year/ tenure
Number
of
meetings
attended
Shri V R Galkar
(ceased on 05.02.19)
Shri S S Kohli
Shri Shiv Prabhat
(ceased on 07.03.19)
Shri K Ravikumar
(appointed on
05.02.19)
Shri B C Patnaik
(appointed on
07.03.19)
2
2
2
-
-
2
2
2
-
-
Criteria for making payments to non-executive
directors:
remuneration
to non-executive directors
is
The
benchmarked with the relevant market and performance
oriented, balanced between financial and sectoral market
based on the comparative scales, aligned to corporate
goals, role assumed and number of meetings attended.
50
Details of Sitting Fees and Commission paid to the
Non-Executive Directors:
During the year ended March 31, 2019, the following
payments were made to Non-Executive Directors:
Names
Sr.
No.
1.
2.
3.
4.
5.
6.
Shri Anil D Ambani
Shri S Seth
Shri S S Kohli
Dr V K Chaturvedi
(Ceased on 14.11.2018)
Shri K Ravikumar
Shri V R Galkar
(ceased on 05.02.19)
7. Ms. Ryna Karani
Shri Shiv Prabhat
8.
(ceased on 07.03.19)
Shri B C Patnaik
(appointed on 07.03.19)
9.
(Amount ` in lakh)
Sitting
Fees
Commission
3.60
5.20
7.20
2.80
8.00
8.00
6.40
6.40
-
550.00
8.00
8.00
8.00
8.00
8.00
8.00
8.00
-
Notes:
a.
b.
c.
d.
e.
Remuneration by way of commission to non
executive directors was paid for the financial year
2017-18.
Pursuant to the limits approved by the Board, all
non-executive directors were paid sitting fees of
` 40,000 (excluding service tax/GST) for attending
each meeting of the Board and its Committees.
The commission amount of ` 8.00 lakh payable to
Shri Shiv Prabhat was remitted to LIC as advised by
him.
There were no other pecuniary relationships or
transactions of non-executive directors vis-à-vis
the Company.
The Company has not issued any stock options to
its directors.
Details of payment to Executive Director:
Disclosures as required under Schedule V of the Act with
respect ot he appointment of Shri Punit Garg are as under:
(i)
All elements of remuneration package such as
salary, benefits, bonuses, stock options, pensions
etc of all directors
Annual Salary of ` 233 lakhs
(ii) Details of fixed component and performance linked
incentives along with tje performance criteria
Fixed component - ` 233 lakh
Perfomance linked incentive - as may be determined
by theBoard pursuant to the recommendation of
the Nomination and Remuneration Committee
(iii) Service contracts - No
Notice period - 3 months
Severance fees - No
(iv) Stock Option details, if any - Not applicable
Reliance Infrastructure Limited
Corporate Governance Report
IV. Stakeholders Relationship Committee
V.
The reconstituted Stakeholders Relationship Committee,
as on date, comprises of Shri K. Ravikumar as Chairman
and Shri S. Seth, Shri Punit Garg, Ms. Manjari Kacker and
Ms. Ryna Karani as Members.
During the year, the Stakeholders Relationship Committee
was reconstituted to give effect to the changes in the Board
Composition. The composition and terms of reference of
Stakeholders Relationship Committee are in compliance with
the provisions of Section 178 of the Act, Listing Regulations
and other applicable laws. The terms of reference of the
Committee, inter alia, includes the following:
a.
To consider and resolve the grievances of the security
holders of the Company including complaints
relating to transfer/transmission of shares, non
receipt of annual reports, new/duplicate certificates
and non receipt of declared dividends;
To review and approve the transfer, transmission
and transposion of securities of the Company or to
sub delegate such powers;
To approve the issue of new/duplicate certificates
for shares/debentures or such other securities;
To review the transfer of amount and shares to the
Investor Education and Protection Fund;
To review periodical reports which may be in the
interest of the stakeholders of the Company;
To review measures taken for effective exercise of
voting rights by shareholders;
To review adherence to the service standards
adopted by the Company in respect of various
services being rendered by the Registrar & Share
Transfer Agent;
To review various measures and initiatives taken
by the Company for reducing the quantum of
unclaimed dividends and ensuring timely receipt
of dividend warrants / annual reports / statutory
notices by the shareholders; and
To carry out such other functions as may be
delegated by the Board.
b.
c.
d.
e.
f.
g.
h.
i.
During the year 2018-19, the Stakeholders Relationship
Committee held four meetings during the year on April 23,
2018, August 1, 2018, November 14, 2018 and February
5, 2019. The maximum gap between any two meetings
was 104 days and the minimum gap was 82 days. The
Company Secretary is the Secretary to the Committee.
Attendance at the meeting of the Stakeholders Relationship
Committee held during 2018-19 is as follows:
Members
Number of
meetings held
during the
year/ tenure
Number
of
meetings
attended
Shri V R Galkar
(ceased on 05.02.19)
Shri K Ravikumar
Shri V K Chaturvedi
(ceased on 14.11.18)
Shri S Seth
Ms. Ryna Karani
(Appointed on 05.02.19)
4
4
3
1
-
4
4
3
1
-
Corporate Social Responsibility (CSR) Committee
The reconstituted Corporate Social Responsibility (CSR)
Committee, as on date consists of Ms Ryna Karani as
Chairperson with Shri K. Ravikumar, Shri Punit Garg and
Shri S. S. Kohli as other Members. The Company Secretary
is the Secretary to the Committee. During the year, the
CSR Committee was reconstituted to give effect to the
changes in the Board Composition. Pursuant to Section
135 of the Act, the Committee has formulated and
recommended to the Board the CSR Policy indicating
the activities to be undertaken. It has also recommended
the amount of expenditure to be incurred by way of
CSR initiatives and monitors the CSR Plan and activities
conducted by the Company. The CSR Policy and the
Business Responsibility Policy of the Company are also
reviewed by the Committee from time to time. The
Committees’ constitution and the terms of reference
meet with the requirements of the Act.
During the year, Corporate Social Responsibility Committee
held two meetings i.e. on April 23, 2018 and August 1, 2018.
Attendance at the meeting of the Corporate Social
Responsibility Committee held during the financial year
2018-19 is as follows:
Members
Ms. Ryna Karani
Shri K Ravikumar
Shri V K Chaturvedi
(ceased on 14.11.18)
Shri S S Kohli
Number of
meetings held
during the
year/ tenure
2
2
2
Number
of
meetings
attended
1
2
1
2
2
VI. Risk Management Committee
The Risk Management Committee, as on date comprises
of Ms. Ryna Karani as Chairperson and Shri B C Patnaik,
Shri S. S. Kohli, Shri Punit Garg, Ms. Manjari Kacker and Shri
K. Ravikumar as Members. The Committee has also Shri
Sridhar Narasimhan, Chief Financial Officer as member and
Shri Amit Agarwal, General Manager (Internal Auditor), as
Member Secretary. During the year, the Risk Management
Committee was duly reconstituted to give effect to the
changes in the Board Composition. The Committee held
four meetings during the financial year 2018-19 on April
23, 2018, August 1, 2018, November 14, 2018 and
February 5, 2019.
Attendance at the meeting of the Risk Management
Committee held during the financial year 2018-19 is
as follows:
Members
Shri V R Galkar
(ceased on 05.02.19)
Shri S S Kohli
Shri K Ravikumar
Ms. Ryna Karani
Shri Shiv Prabhat
(ceased on 07.03.19)
Shri B C Patnaik
(appointed on 07.03.19)
Number of
Meetings held
during the
year/ tenure
4
Number
of
Meetings
attended
4
4
4
4
4
-
4
4
3
4
-
51
Reliance Infrastructure Limited
Corporate Governance Report
The terms of reference of the Committee are as under:
a.
To assist the Board in its function of framing,
implementing, monitoring and reviewing the risk
management plan of the Company.
To lay down procedures to inform the Board
of Directors about the Risk Assessment and
minimisation procedures.
To review these procedures periodically and to
ensure that the executive management controls
these risks through properly defined framework.
To review and monitor the risk management plan,
Cyber Security and related risks.
b.
c.
d.
The minutes of the meetings of all the Committees of the
Boards of Directors are placed before the Board. During
the year, the Board has accepted all the recommendations
of all Committees.
VII. Compliance Officer
Shri Aashay Khandwala, Company Secretary and
Compliance Officer, superannuated from the service of
the Company with effect from November 5, 2018. Shri
Anil C. Shah was appointed as Company Secretary and
Compliance Officer of the Company with effect from
February 5, 2019. For the interim period, Ms. Srilatha
T.G was appointed as Dy. Company Secretary and Acting
Compliance Officer effective from November 5, 2018 to
February 4, 2019. The Compliance Officer is entrusted
with the role of complying with the requirements of
various provisions of the laws and regulations impacting
the Company’s business including the Listing Regulations
and the Uniform Listing Agreements entered into with the
Stock Exchanges.
The Board, at its meeting held on August 13, 2019 has
approved the appointment of Shri Paresh Rathod as the
Company Secretary and Compliance Officer from August
16, 2019, to be effective after the superannuation of Shri
Anil C. Shah.
VIII. General Body Meetings
1. Annual General Meeting
The Company held its last three Annual General
Meetings as under:
Financial
Year
Date and
Time
Whether Special
Resolution passed or not
2017-18 September
18, 2018
at 10:45
a.m.
Yes.
Private Placement
of Non Convertible
Debentures (NCD) and/
or other Debt Securities
2016-17 September
26, 2017
at 12.00
noon
Yes.
Private Placement
of Non-Convertible
Debentures
2015-16 September
27, 2016
at 2.00
p.m.
Yes.
Private Placement
of Non-Convertible
Debentures and/or
other Debt Securities
52
The above Annual General Meetings were held at
Birla Matushri Sabhagar, 19 Marine Lines, Mumbai
400 020.
During the year, there were no Extraordinary
General Meetings held by the Company.
2.
Postal Ballot
The Company had issued a Postal Ballot Notice
along with the Postal Ballot form on March 7,
2018 in terms of Section 110 of the Act and
results thereof were announced on April 13, 2018.
A Special Resolution for Issue of securities through
Qualified Institutional Placement on a private
placement basis to Qualified Institutional Buyers
(“QIBs”) was fast with 85.55 percent of valid votes
cast in favour of the resolution.
Shri Rinkit Kiran Uchat, Partner of M/s Dayal &
Lohia, Chartered Accountants was appointed as
Scrutinizer for conducting the above Postal Ballot
voting process in a fair and transparent manner.
The above resolution was passed with requisite
majority. The Company had complied with the
procedure for Postal Ballot in terms of Section 110
of the Act read with the Companies (Management
and Administration) Rules, 2014 and amendments
thereto from time to time.
There is no immediate proposal for passing any
resolution through Postal Ballot. None of the
businesses proposed to be transacted in the ensuing
Annual General Meeting require passing of a special
resolution through postal ballot.
IX. Details of Utilisation
During the year, the Company has not raised any funds
through preferential allotment or Qualified Institutional
Placement as specified under Regulation 32 (7A) of the
Listing Regulations.
X. Means of Communication
a.
Quarterly Results
(English) newspaper
Quarterly Results are published in the Financial
Express
in
substantially the whole of India and in Navshakti
(Marathi) newspaper and are also posted on the
Company’s website at www.rinfra.com.
circulating
b. Media Releases and Presentations
Official media releases are sent to the Stock
Exchanges before their release to the media for
wider dissemination. Presentations made to media,
analysts, institutional investors, etc. are posted on
the Company’s website.
c.
Company Website
The Company’s website www.rinfra.com contains a
separate dedicated section on ‘Investor Relations’.
It contains comprehensive database of information
of interest to our investors including the financial
Reliance Infrastructure Limited
Corporate Governance Report
results and Annual Reports of the Company,
information on dividend declared by the Company,
any price sensitive information disclosed to the
regulatory authorities from time to time, business
activities and
rendered/facilities
extended by the Company to our investors, in a
user friendly manner. The basic information about
the Company as called for in terms of the Listing
Regulations is provided on the Company’s website
and the same is updated regularly.
the services
i.
SEBI Complaint Redressal System (SCORES):
The investors’ complaints are also being processed
through the centralized web based complaint
redressal system. The salient features of SCORES
are availability of centralised data base of the
complaints and uploading online action taken
reports by the Company. Through SCORES, the
investors can view online, the actions taken and
current status of the complaints.
d.
Annual Report
XI Management Discussion and Analysis
The Annual Report containing, inter alia, Notice of
Annual General Meeting, Audited Financial Statement,
Consolidated Financial Statement, Directors’ Report,
Auditors’ Report and other important information is
circulated to Members and others entitled thereto.
The Business Responsibility Report, Management
Discussion and Analysis and Corporate Governance
Report also forms part of the Annual Report and are
displayed on the Company’s website.
The Act read with the Rules made thereunder and
the Listing Regulations facilitate the service of
documents to Members through electronic means,
the Company e-mails the soft copy of the Annual
Report to all those Members whose e-mail Ids are
available with the Company / depositories or its
Registrar and Transfer Agent.
e.
NSE Electronic Application Processing System
(NEAPS):
The NEAPS is a web based system designed by NSE
for corporates. The Shareholding Pattern, Corporate
Governance Report, Corporate Announcements,
Media Releases, Financial Results, Annual Report
etc. are filed electronically on NEAPS.
f.
BSE Corporate Compliance and Listing Centre
(“the Listing Centre”):
The Listing Centre is a web based application
designed by BSE for corporates. The Shareholding
Pattern, Corporate Governance Report, Corporate
Announcements, Media Releases, Financial Results,
Annual Report etc. are filed electronically on the
Listing Centre.
g.
Unique Investor helpdesk:
Exclusively for investor servicing, the Company has
set up unique investor Help Desk with multiple
access modes as under:
Toll free no. (India)
: 1800 4250 999
Telephone nos.
: +91 40 6716 1500
Facsimile no.
: +91 40 67161791
Email
: rinfra@karvy.com
h.
Designated e-mail id:
The Company has also designated e-mail id: rinfra.
investor@relianceada.com exclusively for investor
servicing.
A Management Discussion and Analysis forms part of this
Annual Report and includes discussions on various matters
specified under Regulation 34(2) and Schedule V of the
Listing Regulations.
XII Subsidiaries
All the subsidiary companies are managed by their
respective Boards. Their Board has the rights and
obligations to manage such companies in the best interest
of their stakeholders.
The Board reviews the performance of its subsidiary
companies, inter alia, by the following means:
a.
b.
c.
d.
The minutes of the meetings of the Boards of
the subsidiary companies are regularly / quarterly
placed before the Company’s Board of Directors.
Financial statement, in particular the investments
made by the unlisted subsidiary companies are
reviewed quarterly by the Audit Committee of the
Company.
A statement containing all significant transactions
and arrangements entered into by the unlisted
subsidiary companies is placed before the Audit
Committee / Board.
Quarterly review of Risk Management process
including that of the subsidiary companies is made
by the Risk Management Committee / Audit
Committee / Board.
The Company has formulated policy for determining
material subsidiaries which
is put on Company’s
website with web
link: https://www.rinfra.com/
d o c u m e n t s / 1 1 4 2 8 2 2 / 1 1 9 0 9 1 7 / P o l i c y _ f o r _
Determining_Material_Subsidiary.pdf.
One of the Independent Directors is nominated on
the Board of the subsidiaries as and when a subsidiary
becomes an “unlisted material subsidiary” within the
meaning of the above expression in accordance with
Regulation 24, read with Regulation 16, of the Listing
Regulations. The Independent Directors of the Company
have been appointed on the Boards of “unlisted material
subsidiary” viz. Ms. Ryna Karani and Shri S S Kohli on the
Board of BSES Yamuna Power Limited and BSES Rajdhani
Power Limited.
All the unlisted material subsidiaries have undergone
Secretarial Audit by a practicing Company Secretary and
the secretarial audit report is annexed to their annual
report.
53
Reliance Infrastructure Limited
f.
Review of Directors’ Responsibility Statement
The Board in its report has confirmed that the
financial statements for the year ended March 31,
2019 have been prepared as per the applicable
accounting standards and policies and that sufficient
care has been taken for maintaining adequate
accounting records.
g.
Certificate from a Company Secretary in Practice
Pursuant to the provisions of the Schedule V of the
Listing Regulations, the Company has obtained a
certificate from M/s. Ashita Kaul and Associates,
Practicing Company Secretaries confirming that
none of the directors of 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
other statutory authority.
XIV Policy on prohibition of insider trading
The Company has formulated the “Reliance Infrastructure
Limited - Code of Practices and Procedures and Code
of Conduct to regulate, monitor and report trading
in securities and Fair Disclosure of Unpublished Price
Sensitive Information” (Code) in accordance with the
guidelines specified under the SEBI (Prohibition of Insider
Trading) Regulations, 2015 as amended from time to
time.
The Company Secretary is the Compliance Officer under
the Code responsible for complying with the procedures,
monitoring adherence to the rules for the preservation
of price sensitive information, pre-clearance of trades,
monitoring of trades and implementation of the Code
under the overall supervision of the Board. The Company’s
Code, inter alia, prohibits purchase and/or sale of securities
of the Company by an insider, while in possession of
unpublished price sensitive information in relation to the
Company and also during certain prohibited periods. The
Company’s Code is available on the Company’s website.
Pursuant to the SEBI (Prohibition of Insider Trading)
Regulations, 2015, the Trading window for dealing in the
securities of the company by the designated persons shall
remain closed during the period from end of every quarter
/ year till the expiry of 48 hours from the declaration of
quarterly / yearly financial results of the company.
Corporate Governance Report
XIII Disclosures
a.
There has been no non-compliance by the Company
on any matter related to capital markets during the
last three financial years. No penalties or strictures
have been imposed on the Company by the Stock
Exchanges or SEBI or any other statutory authority.
b.
Related Party Transactions:
During the financial year 2018-19, no transactions
of material nature have been entered into by
the Company that may have a potential conflict
with the interests of the Company. The details of
related party transactions are disclosed in Notes
to Financial statements. The policy on dealing
with Related Party Transactions is placed on the
Company’s website at web link: http://www.rinfra.
com/documents/1142822/1182645/Policy+for
+Related+Party+Transaction.pdf.
c.
Accounting Treatment
In preparation of the financial statements, the
Company has followed the Accounting Standards
as prescribed under Companies (Indian Accounting
Standards) Rules, 2015 (Ind AS) and under Section
133 of the Act as applicable. The Accounting
Policies followed by the Company to the extent
relevant are set out elsewhere in the Annual Report.
d.
Code of Conduct
The Company has adopted the code of conduct
and ethics for directors and senior management.
The Code has been circulated to all the Members
of the Board and Senior Management and the same
has been put on the Company’s website at web
link: http://www.rinfra.com/web/rinfra/Code-of-
Conduct-for-Directors. The Board Members and
Senior Management have affirmed their compliance
with the code and a declaration signed by the
Executive Director and Chief Executive Officer of
the Company is given below:
“It is hereby declared that the Company has
obtained from all Members of the Board and Senior
Management Personnel affirmation that they have
complied with the Code of Conduct for Directors
and Senior Management of the Company for the
year 2018-19.”
Sd/-
Punit Garg
Executive Director and CEO
e.
CEO and CFO certification
Shri Punit Garg, Executive Director and Chief
Executive Officer and Shri Sridhar Narasimhan, Chief
Financial Officer of the Company have provided
certification on financial reporting and internal
controls to the Board as required under Regulation
17(8) of the Listing Regulations.
54
Reliance Infrastructure Limited
Corporate Governance Report
XV
Compliance of Regulation 34 (3) and Para F of Schedule
V of the Listing Regulations
In terms of the disclosure requirement under Regulation 34
(3) read with Para F of Schedule V of Listing regulations,
the details of shareholders and the outstanding shares
lying in the “Reliance Infrastructure Limited - Unclaimed
Suspense Account” as on March 31, 2019 were as under:
No of
shareholders
No of
shares
3217 51016
Particulars
Sr.
No.
(a) Aggregate
of
number
the
shareholders
and
outstanding shares
lying
in suspense account as on
April 1, 2018
(b) Number of shareholders
who approached
listed
entity for transfer of shares
from
suspense account
during April 1, 2018 to
March 31, 2019
(c) Number of shareholders
to whom
shares were
transferred from suspense
account during April 1,
2018 to March 31, 2019
XVII. Disclosures in relation to the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013
As reported by Internal Complaint Committee, the details
of complaints are as under:
Sr.
No.
1
2
3
Particulars
Details
No. of complaints filed during the
financial year
No. of complaints disposed off during
the financial year
No. of complaints pending as on end of
the financial year
Nil
Nil
Nil
XVIII Compliance with non mandatory requirements
37
872
a.
The Board
Our chairman is a non executive chairman and
is entitled to maintain chairman’s office at the
Company’s expense and also allowed reimbursement
of expenses incurred in performance of his duties.
37
872
b.
Separate posts of Chairman and CEO
The Company maintains separate posts of Chairman
and CEO. Shri Punit Garg is the Executive Director
and Chief Executive Officer of the Company.
(d) Number
of
Shares
344
4907
c.
Audit Qualifications
transferred to IEPF
(e) Aggregate
number
of
shareholders
and
the
lying
outstanding shares
in suspense account as on
March 31, 2019
2836 45237
The voting rights on the shares outstanding in the ‘Reliance
Infrastructure Limited - Unclaimed Suspense Account’ as
on March 31, 2019 shall remain frozen till the rightful
owner of such shares claims the shares.
Wherever shareholders have claimed the share(s),
after proper verifications, share(s) were credited to the
respective beneficiary account.
XVI. Fees to Statutory Auditors
The details of fees paid to M/s. Pathak H. D. and
Associates, Chartered Accountants, Statutory Auditors and
M/s. B S R & Co. LLP by the Company and its subsidiaries
during the year ended March 31, 2019 are as follows:
Particulars
Audit Fees
Certification
Charges
Other Matters
Sr.
No.
1
2
3
Total
Pathak
H. D. and
Associates
84,05,000
41,44,500
(` In Lakhs)
B S R &
Co. LLP
77,55,000
3,30,000
-
2,40,588
1,21,99,500
83,25,588
The qualification and management response to it
are mentioned in the Director’s Report and are also
forming part of this report.
d.
Reporting of Internal Auditor
The internal auditor reports directly to the Audit
Committee of the Company.
XIX General shareholder information
The mandatory and various additional information of
interest to investors are voluntarily furnished in a separate
section on investor information in this annual report.
Practicing Company Secretary’s certificate on corporate
governance
Certificate by M/s. Ashita Kaul & Associates, practicing
company secretaries, on compliance of Regulation 34(3)
of the Listing Regulations relating to corporate governance
is published at the end of this Report.
Review of governance practices
We have in this report attempted to present the
governance practices and principles being followed at
Reliance Infrastructure Limited, as evolved over the
period, and as best suited to the needs of our business
and stakeholders.
Our disclosures and governance practices are continually
revisited, reviewed and revised to respond to the dynamic
needs of our business and ensure that our standards are at
par with the globally recognised practices of governance,
so as to meet the expectations of all our stakeholders.
55
Reliance Infrastructure Limited
Corporate Governance Report
Compliance of Corporate Governance requirements specified in Regulation 17 to 27 and Regulation 46(2)(b) to (i) of the
Listing Regulations
Sr.
No.
1.
Particulars
Regulation Compliance
Compliance Observed
Board of Directors
17
Status
Yes
• Composition & Meetings
• Review of compliance reports & compliance certificate
• Plans for orderly succession for appointments
• Code of Conduct
• Fees / compensation to Non-Executive Directors
• Minimum information to be placed before the Board
• Risk assessment and management
• Performance evaluation
• Directorships held in Listed Entities
• Composition & Meetings
• Powers of the Committee
Maximum Number of
Directorships
Audit Committee
17A
18
Yes
Yes
2.
3.
4.
5.
Nomination and
Remuneration Committee
Stakeholders Relationship
Committee
Risk Management
Committee
6.
Vigil Mechanism
7.
Related Party Transactions
19
20
21
22
23
• Role of the Committee and review of information by the
Committee
Yes
• Composition & Meetings
• Quorum
• Role of the Committee
• Composition & Meetings
• Role of the Committee
• Composition & Meetings
• Role of the Committee
• Review of Vigil Mechanism for Directors and employees
• Direct access to Chairperson of Audit Committee
Yes
Yes
Yes
Yes
• Policy of Materiality of Related Party Transactions and dealing
with Related Party Transactions
• Approval including omnibus approval of Audit Committee
• Review of Related Party Transactions
• No material Related Party Transactions
• Disclosure to Stock Exchange & on Website
8.
Subsidiaries of the Company
24
Yes
• Appointment of Company’s Independent Director on the Board
of material subsidiary
• Review of financial statements of subsidiary by the Audit
Committee
• Minutes of the Board of Directors of the subsidiaries are placed
at the meeting of the Board of Directors
• Significant transactions and arrangements of subsidiary are
placed at the meeting of the Board of Directors
Secretarial Audit
9.
Obligations with respect to
Independent Directors
24A
25
Yes
Yes
• Secretarial Audit of material unlisted subsidiaries
• No Alternate Director for Independent Director
• Maximum directorships and tenure
• Meetings of Independent Directors
• Cessation and appointment of Independent Directors
• Familiarisation of Independent Directors
• Declaration by Independent Directors
• Directors & Officers Insurance
56
Reliance Infrastructure Limited Corporate Governance Report
Particulars
Sr.
No.
10. Obligations with respect
to employees including
Senior Management, Key
Managerial Personnel,
Directors and Promoters
Regulation Compliance
Compliance Observed
26
Status
Yes
• Memberships / Chairmanships in Committees
• Affirmation on compliance of 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 Persons, Director and Promoter
11. Other Corporate Governance
27
Yes
• Compliance with discretionary requirements
requirements
12. Website
46(2)(b)
to (i)
• Filing of quarterly compliance report on Corporate Governance
Yes
• Terms and conditions for 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
• Policy on dealing with Related Party Transactions
• Policy for determining material subsidiaries
• Details of familiarization programmes imparted to Independent
Directors
Practising Company Secretary’s Certificate Regarding Compliance of Conditions of Corporate Governance
To
The Members of Reliance Infrastructure Limited
We have examined the compliance of the conditions of Corporate Governance by Reliance Infrastructure Limited (‘the Company’) for
the year ended on March 31, 2019, as stipulated under regulations 17 to 27, clauses (b) to (i) of sub regulation (2) of regulation
46 and para C, D & E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (‘the Listing Regulations’).
The compliance of the conditions of Corporate Governance is the responsibility of the management. Our examination was limited
to the review of procedures and implementation thereof, as adopted by the Company for ensuring compliance with conditions of
Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us and the representations made by the
directors and the management, we certify that the Company has complied with the conditions of Corporate Governance as stipulated
in the Listing Regulations for the year ended on March 31, 2019.
We further state that such compliance 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.
This certificate is solely issued for the purpose of complying with the aforesaid Regulations and may not be suitable for any other
purpose.
For M/s. Ashita Kaul & Associates
Practising Company Secretaries
Proprietor
FCS 6988/ CP 6529
Place : Mumbai
Date : August 13, 2019
57
Reliance Infrastructure Limited Certificate of Non-Disqualification of Directors
(pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015)
To,
The Members
Reliance Infrastructure Limited
H Block, 1st Floor,
Dhirubhai Ambani Knowledge City,
Navi Mumbai 400710
I have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Reliance Infrastructure
Limited having CIN : L75100MH1929PLC001530 and having registered office at H Block, 1st Floor, Dhirubhai Ambani Knowledge
City, Navi Mumbai400710(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 Sub 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 31st
March, 2019 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 other Statutory Authority.
List of Directors of Reliance Infrastructure Limited:
Sr. No. Name of Director
DIN
Date of appointment in
Company
Date of Cessation
1.
2.
3.
4.
5.
6.
7.
8.
9.
Mr. Anil D. Ambani
Mr. S Seth
Mr. S S Kohli
Mr. K Ravikumar
Ms. Ryna Karani
Mr. B C Patnaik
Mr. Shiv Prabhat
Mr. V R Galkar
Mr. Punit Garg
10.
11.
Ms. Manjari Kacker
Mr. V K Chaturvedi
00004878
00004631
00169907
00119753
00116930
08384583
07319520
00009177
00004407
06945359
01802454
18/01/2003
24/11/2000
14/02/2012
14/08/2012
20/09/2014
07/03/2019
04/11/2015
20/09/2014
06/04/2019
14/06/2019
21/04/2012
-
-
-
-
-
-
07/03/2019
15/02/2019
-
-
14/11/2018
Ensuring the eligibility for the appointment / continuity of every Director on the Board is the responsibility of the management of
the Company. Our responsibility is to express an opinion on these based on our 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.
For M/s. Ashita Kaul & Associates
Practising Company Secretaries
Proprietor
FCS 6988/ CP 6529
Place : Mumbai
Date : August 13, 2019
58
Reliance Infrastructure Limited Investor Information
Important Points
Investor should hold securities in dematerialised form as transfer
of shares in physical form is no longer permissible.
As mandated by SEBI, with effect from April 1, 2019, request
for transfer of securities shall not be processed unless the
securities are held in dematerialized form with a depository
except for transmission and transposition of securities.
Members are advised to dematerialise shares in the Company to
facilitate transfer of shares.
Form for updating PAN / Bank Details is provided as a part of
this Annual Report.
Members are requested to send duly filled form along with
a.
Self attested copy of the PAN card of all the holders; and
b.
Original cancelled cheque
leaf with names of
shareholders or bank passbook showing names of
Members, duly attested by an authorised bank official.
Holding securities in dematerialised form is beneficial to the
investors in the following manner:
A safe and convenient way to hold securities;
Elimination of risk(s) associated with physical certificates
such as bad delivery, fake securities, delays, thefts, etc;
Immediate transfer of securities;
No stamp duty on electronic transfer of securities;
Reduction in transaction cost;
Reduction in paperwork involved in transfer of securities;
No odd lot problem, even one share can be traded;
Availability of nomination facility;
Ease in effecting change of address/bank account
details as change with Depository Participants (DPs) gets
registered with all companies in which investor holds
securities electronically;
Easier transmission of securities as the same done by DPs
for all securities in demat account and
Automatic credit into demat account of shares, arising out
of bonus/split/consolidation/merger/ etc.;
physical dividend warrants. Some of the advantages of payment
through electronic credit services are as under:
•
•
•
•
•
Avoidance of frequent visits to banks for depositing the
physical instruments.
Prompt credit to the bank account of the investor through
electronic clearing.
Fraudulent encashment of warrants is avoided.
Exposure to delays / loss in postal service avoided.
As there can be no loss in transit of warrants, issue of
duplicate warrants is avoided.
Printing of bank account numbers, names and addresses of
bank branches on dividend warrants provide protection against
fraudulent encashment of dividend warrants. Members are
requested to provide the same to the Company’s Registrar and
Transfer Agents (RTA) for incorporation on their dividend warrants.
Register for SMS alert facility
Investor should register with DPs for the SMS alert facility. Both
Depositories viz. National Securities Depository Limited (NSDL)
and Central Depository Services (India) Limited (CDSL) alert
investors through SMS of the debits and credits in their demat
account.
Intimate mobile number
Shareholders are requested to intimate their mobile number and
changes therein, if any, to Karvy, if shares are held in physical
form or to their DP if the holding is in electronic form, to receive
communications on corporate actions and other information of
the Company.
Submit nomination form and avoid transmission hassle
Nomination helps nominees to get the shares transmitted in their
favour without any hassles. Investors should get the nomination
registered with the Company in case of physical holding and with
their DPs in case of shares held in dematerialised form.
Form may be downloaded from the Company’s website, www.
rinfra.com under the section “Investor Relations”.
However, if shares are held in dematerialised form, nomination
has to be registered with the concerned DPs directly, as per the
form prescribed by the DPs.
Convenient method of consolidation of folios/ accounts;
Deal only with SEBI registered intermediaries
investments
Holding
Instruments,
Government securities, Mutual Fund Units, etc. in a single
account;
in Equity, Debt
Investors should deal with SEBI registered intermediaries so that
in case of deficiency of services, investor may take up the matter
with SEBI.
Ease of pledging of securities; and
Corporate benefits in electronic form
Ease in monitoring of portfolio.
Hold securities in consolidated form
Investors holding shares in multiple folios are requested to
consolidate their holdings in single folio. Holding of securities in
one folio enables shareholders to monitor the same with ease.
Investor holding shares in physical form should opt for corporate
benefits like bonus/ split/ consolidation/ merger/ etc. in
electronic form by providing their demat account details to the
Company’s RTA.
Register e-mail address
Electronic Payment Services
Investors should avail the Electronic Payment Services for
payment of dividend as the same reduces risk attached to
Investors should register their email address with the Company/
DPs. This will help them in receiving all communication from
the Company electronically at their email address. This also
avoids delay in receiving communications from the Company.
59
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
Reliance Infrastructure Limited Investor Information
Prescribed form for registration may please be downloaded from
the Company’s website.
Course of action for revalidation of dividend warrant for
previous years
Shareholders may write to the Company’s RTA, furnishing
the particulars of the dividend not received, and quoting the
folio number / DP ID and Client ID particulars (in case of
dematerialised shares), as the case may be and provide bank
details along with cancelled cheque bearing the name of the
shareholder for updation of bank details and payment of unpaid
dividend. The RTA would request the concerned shareholder to
execute an indemnity before processing the request. As per a
circular dated April 20, 2018 issued by SEBI, the unencashed
dividend can be remitted by electronic transfer only and no
duplicate dividend warrants will be issued by the Company.
The shareholders are advised to register their bank details with
the Company / RTA or their DPs, as the case may be, to claim
unencashed dividend from the Company.
Facility for a Basic Services Demat Account (BSDA)
SEBI has stated that all the DPs shall make available a BSDA
for the shareholders unless otherwise opted for regular demat
account with (a) No Annual Maintenance charges if the value of
holding is up to ` 50,000 and (b) Annual Maintenance charges
not exceeding ` 100 for value of holding from ` 50,001 to
` 2,00,000. (Refer Circular CIR/MRD/DP/22/2012 dated
August 27, 2012 and Circular CIR/MRD/DP/20/2015 dated
December 11, 2015).
Annual General Meeting
The 90th Annual General Meeting (AGM) of the Company will be
held on Monday, September 30, 2019 at 11.15 A.M. or soon
after the conclusion of the Annual General Meeting of Reliance
Capital Limited convened on the same day, whichever is later,
at Rama & Sundri Watumull Auditorium, Vidyasagar, Principal K.
M. Kundani Chowk,124, Dinshaw Wachha Road, Churchgate,
Mumbai – 400020.
E-voting
The Members can cast their votes online from 10.00 a.m.
on Thursday, September 26, 2019 to 5.00 p.m. on Sunday,
September 29, 2019.
Financial year of the Company
The financial year of the Company is from April 1 to March 31
every year.
Website
The Company’s website www.rinfra.com contains a separate
dedicated section called “Investor Relations”. It contains
comprehensive data base of information of interest to our
investors including the financial results, annual reports, dividend
declared, any price sensitive information disclosed to the
regulatory authorities from time to time, business activities and
the services rendered/ facilities extended to our investors.
Dedicated email id for investors
For the convenience of our investors, the Company has designated
an email id for investors i.e. rinfra.investor@relianceada.com.
60
Registrar and Transfer Agents
Karvy Fintech Private Limited
(Formerly Karvy Computershare Private Limited)
(Unit: Reliance Infrastructure Limited)
Karvy Selenium Tower – B
Plot No. 31 & 32, Survey No. 116/22, 115/24, 115/25
Financial District, Nanakramguda
Hyderabad 500 032, Telangana, India
Tel : +91 40 6716 1500
Fax : +91 40 6716 1791
Toll Free No. (India) : 1800 4250 999
Website: www.karvyfintech.com
Email : rinfra@karvy.com
Post your request: http://kcpl.karvy.com/adag
Karvy Computershare Private Limited (KCPL), the erstwhile
Registrar and Transfer Agent of the Company has transferred its
operations to Karvy Fintech Private Limited (KFPL), with effect
from November 17, 2018, pursuant to a composite Scheme of
Arrangement and Amalgamation inter alia between KCPL and
KFPL.
Shareholders/Investors are requested to forward share transfer
documents, dematerialisation requests through their DP and
other related correspondence directly to Karvy at the above
address for speedy response.
Dividend announcements
The Board of Directors of the Company has not recommended
any dividend for the financial year 2018-19.
Share transfer system
With a view to address the difficulties in transfer of shares,
faced by non-residents and foreign national, the Securities and
Exchange Board of India vide its circular no. SEBI/ HO/MIRSD/
DOS3/CIR/P/2019/30 dated February 11, 2019, has decided
to grant relaxations to non-residents from the requirement to
furnish PAN and permit them to transfer equity shares held by
them in listed entities to their immediate relatives subject to the
following conditions:
a.
b.
c.
The relaxation shall only be available for transfer executed
after January 1, 2016.
The relaxation shall only be available to non-commercial
transactions. i.e. transfer by way of gift among immediate
relatives.
The non-resident shall provide copy of an alternate valid
document to ascertain identity as well the non-resident
status.
Permanent Account Number (PAN) for transfer of securities
mandatory
SEBI has stated that for registration of transfer of securities, the
transferee(s) as well as transferor(s) shall furnish a copy of their
PAN card to the Company’s RTA for registration of transfer of
securities.
However, with a view to address the difficulties in transfer of
shares, faced by non-residents and foreign nationals, the
Securities and Exchange Board of India vide its circular no. SEBI/
HO/MIRSD/DOS3/CIR/P/2019/30 dated February 11, 2019,
has decided to grant relaxations to non-residents from the
requirement to furnish PAN and permit them to transfer equity
shares held by them in listed entities to their immediate relatives,
Reliance Infrastructure Limited Investor Information
subject to the following conditions:
a.
b.
c.
The relaxation shall only be available for transfers
executed after January 01, 2016.
The relaxation shall only be available to non-commercial
transactions, i.e. transfer by way of gift among immediate
relatives.
The non-resident shall provide copy of an alternate valid
document to ascertain identity as well as the non-resident
status.
Unclaimed dividend/ Shares
The Company has transferred the dividend for the years 1996-
97 to 2010-11 remaining unclaimed for seven years from the
date of declaration to IEPF.
During the year under review, the Company has transferred
` 1,62,31,064/- from the unclaimed dividend account to the
Investor Education and Protection Fund, pertaining to the year
2010-11 pursuant to the provisions of the Companies Act, 2013.
During the year, the Company has also transferred to the IEPF
Authority 1,59,979 shares of ` 10 each, pertaining to the year
2010-11 in respect of which dividend had remained unpaid or
unclaimed for seven consecutive years or more, as on the due
date of transfer, i.e. November 03, 2018.
The provisions of Sections 124 and 125 on unclaimed dividend
and Investor Education and Protection Fund (IEPF) under the
Act and the Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016, (IEPF
Rules) have come into force with effect from September 7,
2016.
Details of shares transferred to the IEPF Authority are available
on the website of the Company and the same can be accessed
through the link: https://www.rinfra.com/web/rinfra/unpaid-
unclaimed-shares. The said details have also been uploaded on
the website of the IEPF authority and the same can be accessed
through the link www.iepf.gov.in
The dividend and other benefits, if any, for the following years remaining unclaimed for seven years from the date of declaration are
required to be transferred by the Company to IEPF and the various dates for transfer of such amount are as under:
Financial year
ended
Dividend per
share (`)
Date of declaration
Due for
transfer on
Outstanding unclaimed dividend
as on March 31, 2019 (in `)
2011-12
2012-13
2013-14
2014-15
2015-16
2016-17
2017-18
7.30
7.40
7.50
8.00
8.50
9.00
9.50
September 4, 2012
October 12,2019
August 27, 2013
October 3, 2020
September 30,2014
November 6, 2021
September 30, 2015
November 6, 2022
September 27, 2016
November 4, 2023
September 26, 2017
November 2, 2024
September 18, 2018
October 25, 2025
18,315,364
19,445,447
20,489,265
23,153,024
26,467,283
29,886,975
22,945,188
Members who have so far not encashed dividend warrants for
the aforesaid years are requested to approach the Company’s
Registrar and Transfer Agents, Karvy Fintech Private Limited
immediately.
The Company shall transfer to IEPF within the stipulated period
(a) the unpaid or unclaimed dividend for the financial year 2011-
12; (b) the shares on which dividend has not been claimed or
encashed for last seven consecutive years or more.
The Company has individually communicated to the concerned
shareholders whose shares are liable to be transferred to the
IEPF, to enable them to take appropriate action for claiming the
unclaimed dividends and shares, if any, by due date, failing which
the Company would transfer the aforesaid shares to the IEPF as
per the procedure set out in the Rules.
Members are requested to note that no claims shall lie against the
Company in respect of their shares or the amounts so transferred
to IEPF and no payment shall be made in respect of any such
claim. Any shareholder whose shares and unclaimed dividends
and sale proceeds of fractional shares has been transferred
to the Fund, may claim the shares or apply for claiming the
dividend transferred to IEPF by making an application in Form
IEPF 5 available on the website www.iepf.gov.in along with the
applicable fee.
The Company has uploaded the details of unpaid and unclaimed
amounts lying with the Company as on September 18, 2018
(date of last Annual General Meeting) and the details of such
shareholders and shares due for transfer on the website of
the Company (www.rinfra.com), as also on the website of the
Ministry of Corporate Affairs.
The voting rights on the shares transferred to IEPF Authority shall
remain frozen till the rightful owner claims the shares.
61
Reliance Infrastructure Limited Investor Information
Shareholding Pattern
Category of shareholders
Sr.
No.
(A)
Shareholding of Promoter and Promoter Group
(i)
Indian
(ii)
Foreign
Sub Total (A)
(B)
Public shareholding
(i)
Institutions:
As on 31.03. 2019
As on 31.03. 2018
Number of
Shares
%
Number of
Shares
%
10,63,58,031
40.44 12,71,77,036
48.36
-
-
-
-
10,63,58,031
40.44 12,71,77,036
48.36
Insurance Companies
128,22,227
4.87
2,32,33,141
Foreign Institutional Investors (FII) /
797,53,471
30.33
6,50,13,321
Foreign Portfolio Investors (FPI)
Mutual Funds
Financial Institutions/Banks
Others
(ii) Non-institutions
Sub Total (B)
(C)
Shares held by Custodian and against which Depositary Receipts
have been issued -
Sub Total (C)
(D)
ESOS Trust
Sub Total (D)
36,69,201
57,31,669
1,31,208
1.40
2.18
0.05
88,82,322
8,91,132
1,31,212
5,06,04,868
19.24
3,09,46,361
15,27,12,644
58.07 12,90,97,489
34,69,325
1.32
62,65,475
34,69,325
4,50,000
4,50,000
1.32
0.17
0.17
62,65,475
4,50,000
4,50,000
8.83
24.72
3.38
0.34
0.05
11.77
49.09
2.38
2.38
0.17
0.17
Grand Total (A) + (B) + (C) + (D)
26,29,90,000
100.00 26,29,90,000
100.00
* Shares held by ESOS Trust have been shown as Non-Promoter Non-Public as per Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) with effect from December 1, 2015.
Distribution of shareholding
Number of shares
Number of
Shareholders as on
31.03.2019
Total shares
as on
31.03.2019
Number of Shareholders
as on 31.03. 2018
Total shares
as on
31.03.2018
Number
%
Number
%
Number
%
Number
1 – 500
7,86,161
98.71
1,99,83,828
501 - 5,000
9,290
1.17
1,20,48,074
5,001 - 1,00,000
1,00,001and above
819
156
0.10
1,54,57,297
7.60
4.58
5.88
5,702
445
133
8,51,419
99.27
1,84,83,699
0.66
0.05
69,51,994
92,06,858
0.02 21,55,00,801
81.94
0.02 22,83,47,449
86.83
Total
7,96,426
100.00 26,29,90,000 100.00
8,57,699
100.00 26,29,90,000 100.00
Dematerialization of shares and liquidity
The Company was among the first few companies to admit its shares to the depositary system of National Securities Depository
Limited (NSDL) for dematerialization of shares. The International Securities Identification Number (ISIN) allotted to the Company is
INE036A01016. The Company was the first to admit its shares and also the first to go ‘live’ on to the depository system of Central
Depository Services (India) Limited (CDSL) for dematerialization of shares. The equity shares of the Company are compulsorily traded
in dematerialized form as mandated by the Securities and Exchange Board of India (SEBI).
Status of dematerialization of Shares
As on March 31, 2019, 98.84 per cent of the Company’s equity shares are held in dematerialised form.
62
%
7.03
2.64
3.50
Reliance Infrastructure Limited
Investor Information
Investors’ Grievances attended
Received From
Securities and Exchange Board of India
Stock Exchanges
NSDL/CDSL/ROC
Direct from investors
Total
Analysis of Grievances
Particulars
Non-receipt of dividend warrants
Non-receipt of share certificates
Others
Total
Received during
April to March
Redressed during
April to March
Pending as on
2018-19
2017-18
72
11
10
13
106
22
14
0
2
38
2018-19
72
11
10
13
106
2017-18
22
14
0
2
38
31.03.2019 31.03.2018
0
0
0
0
0
0
0
0
0
0
Number
Percentage
2018-19
2017-18
2018-19
2017-18
26
0
80
106
19
0
19
38
24.53
0.00
75.47
100.00
50.00
0.00
50.00
100.00
There was no complaint pending as on March 31, 2019.
Notes:
1.
2.
Investors’ queries / grievances are normally attended within a period of 3 days from the date of receipt thereof, except in
cases involving external agencies or compliance with longer procedural requirements specified by the authorities concerned.
The queries and grievances received during 2018-19 correspond to 0.013 per cent (Previous Year 0.004 per cent) of the
number of Members.
Legal proceedings
There are certain pending cases relating to disputes over title to shares, in which the Company has been made a party. These cases
are however, not material in nature.
Equity History (For the past 10 years)
Dates
Particulars
01.04.2008
01.04.2008
31.03.2010
07.01.2011
21.04.2011 to
13.02.2012
31.03.2019
Outstanding equity shares
Extinguishment of shares consequent to
Buy-back 1 & 2
Allotment of shares on conversion of warrants3
Allotment of shares on conversion of warrants3
Extinguishment of shares consequent to
Buy-Back4
Total Number of outstanding equity shares
Sr.
No.
1
2
3
4
5
6
Notes:
Price per
equity Shares (`)
No of Shares
N.A
- 1,12,60,000
Cumulative
Total
23,65,30,262
22,52,70,262
928.89
928.89
N.A
+1,96,00,000
+ 2,25,50,000
- 44,30,262
24,48,70,262
26,74,20,262
26,29,90,000
26,29,90,000
1.
2.
Pursuant to the approval of the Board of Directors on March 5, 2008, the Company bought-back 87,60,000 equity shares
from March 5, 2008 up to February 6, 2009.
Pursuant to the approval accorded by the shareholders on April 17, 2008, the Company bought-back 25,00,000 equity
shares from February 25, 2009 up to April 16, 2009.
3. Warrants converted into Equity shares at a price of ` 928.89 per share. The Company had on July 9, 2009 allotted
4,29,00,000 warrants of ` 928.89 (including a premium of ` 918.89) each on preferential basis to one of the promoter
companies, Reliance Project Ventures and Management Private Limited (RPVMPL) (Formerly Known as AAA Project Ventures
Private Limited). The warrants were convertible into equity shares of ` 10 each at a premium of ` 918.89 per equity share
on or before January 8, 2011. Out of 4,29,00,000 warrants, the warrant holder exercised its option to convert 1,96,00,000
warrants and it was allotted 1,96,00,000 equity shares of ` 10 each at a price of ` 928.89 (including a premium of
` 918.89) on March 31, 2010. Further, on January 7, 2011, RPVMPL exercised its option to convert 2,25,50,000 warrants
and it was allotted 2,25,50,000 equity shares of ` 10 each at a premium of ` 918.89 per equity share. The balance 7,50,000
warrants have been cancelled and the amount of ` 17,41,66,875 paid thereon has been forfeited by the Company. As on
March 31, 2011, there were no warrants remaining outstanding.
63
Reliance Infrastructure Limited Investor Information
4.
Pursuant to the approval of the Board of Directors on February 14, 2011, the Company bought-back 44,30,262 equity
shares from April 11, 2011 to February 13, 2012.
Stock Price and Volume
Financial Year 2018-19
BSE Limited
Month
April 2018
May 2018
June 2018
July 2018
August 2018
September 2018
October 2018
November 2018
December 2018
January 2019
February 2019
March 2019
National Stock Exchange
of India Limited
High
`
Low
`
Volume
Nos.
High
`
Low
`
Volume
Nos.
466.70
424.35 38,05,480
467.15
426.05 4,06,94,323
460.50
375.25 59,90,881
460.50
375.10 6,33,06,888
446.15
387.75 37,70,165
446.60
387.10 4,04,66,504
413.55
364.25 42,27,228
413.95
364.65 4,55,74,207
480.00
371.35 83,67,365
481.40
371.05 8,34,91,218
488.50
286.00 1,14,38,174
489.55
285.20 9,52,71,441
360.20
274.50 98,68,829
360.40
275.10 8,31,13,145
380.60
324.35 67,80,710
380.75
324.05 6,41,22,105
339.00
280.80 96,11,655
339.10
279.25 10,36,96,061
325.10
252.50 80,96,971
325.00
252.35
8,70,20,069
278.90
99.10 6,26,96,041
279.05
96.55 65,42,45,015
145.80
121.40 2,87,69,291
146.05
121.10 24,66,06,534
GDRs were issued on March 8, 1996 and each GDR
represents 3 equity shares. Issue price per GDR was US$
14.40.
US$ = 69.1550 as on March 31, 2019.
Stock Exchange listings
The Company’s equity shares are actively traded on BSE
Limited (BSE) and the National Stock Exchange of India
Limited (NSE).
An Index Scrip:
Equity Shares of the Company are included in the indices
viz. BSE-500, BSE-Power, S&P BSE GREENEX, BSE
Dollex, CNX Infrastructure, CNX Service Sector, Nifty
Midcap 50
Listings on Stock Exchanges
BSE Limited (BSE)
Phiroze Jeejeebhoy Towers
Dalal Street, Fort
Mumbai 400001
Website: www.bseindia.com
Stock codes
BSE Limited
National Stock Exchange of
India Limited (NSE)
Exchange Plaza, 5th Floor
Plot No C /1, G Block
Bandra-Kurla Complex
Bandra (East),
Mumbai 400 051
Website: www.nseindia.com
: 500390
National Stock Exchange of India Limited
: RELINFRA
ISIN
ISIN for equity shares: INE036A01016
Global Depositary Receipts (GDRs)
London Stock Exchange (LSE), 10, Paternoster Square
London EC4M 7 LS, United Kingdom,
Website : www.londonstockexchange.com
Note:
The GDRs of the Company are traded on the electronic
screen based quotation system, the SEAQ (Securities
Exchange Automated Quotation) International, on the
portal system of the NASDAQ of the U.S.A. and also over
the counter at London, New York and Hong Kong.
1.
Depository bank for GDR holders
The Bank of New York Mellon Corporation,
101 Barclay Street,
22nd Floor
New York NY 10286 USA
2.
Domestic Custodian
ICICI Bank Limited, Securities Market Services
Empire Complex, F7/E7 1st Floor
414 Senapati Bapat Marg,
Lower Parel, Mumbai 400 013
Security Codes of GDRs
Master Rule 144A
GDRs
Master
Regulations GDRs
CUSIP
ISIN
75945E109
Y09789119
US75945E1091
USY097891193
Common Code 6099853
6099853
64
Reliance Infrastructure Limited
Investor Information
Outstanding GDRs of the Company, conversion date and
likely impact on equity
Outstanding GDRs as on March 31, 2019 represent 34,69,325
equity shares constituting 1.32 per cent of the paid-up equity
share capital of the Company. Each GDR represents three
underlying equity shares in the Company.
Debt Securities
The Debt Securities of the Company are listed on the Wholesale
Debt Market (WDM) Segment of BSE and NSE.
Debenture Trustees
Axis Trustee Services Limited
Axis House C-2
Wadia International Centre
Pandurang Budhkar Marg
Worli, Mumbai 400 025
Website: www.axistrustee.com
IDBI Trusteeship Services Limited
Asian Building, Ground Floor
17 R Kamani Marg
Ballard Estate
Mumbai 400 001
Website: www.idbitrustee.com
Payment of Listing Fees and Depository Fees
Annual Listing fees for the year 2019-20 has been paid by the
Company to the stock exchanges and annual custody/issuer
fees for the year 2019-20 has been paid to NSDL and CDSL.
Share Price Performance in comparison with broad based
indices – BSE Sensex and NSE Nifty
Period
RInfra (%)
Sensex (%)
Nifty (%)
FY2018-19
2 years
3 years
-67.95
-75.91
-74.33
17.30
30.56
52.60
14.93
26.71
50.21
Commodity price risks or foreign exchange risk and hedging
activities
The Company does not have any exposure to commodity price
risks. However, the foreign exchange exposure and the interest
rate risk have not been hedged by any derivative instrument or
otherwise.
Key Financial Reporting Dates for Financial Year 2019-20
Unaudited
Quarter ended June 30, 2019
results for the First
: On or before
August 14, 2019
Unaudited results for the Second
Quarter and half year ending
September 30, 2019
: On or before
November 14,
2019
Unaudited results for the Third
Quarter ending December 31, 2019
: On or before
February 14, 2020
Audited results for the Financial Year
2019-20
: On or before
May 30, 2020
Depository services
For guidance on depository services, shareholders may write
to the Registrar and Transfer Agent (RTA) of the Company or
National Securities Depository Limited, Trade World, A Wing, 4th
and 5th Floors, Kamala Mills Compound, Lower Parel, Mumbai
400 013, website: www.nsdl.co.in or Central Depository
Services (India) Limited, Unit No. A-2501, A Wing, Marathon
Futurex, 25th Floor, Mafatlal Mill Compounds, N M Joshi Marg,
Lower Parel (E), Mumbai 400 013 website: www.cdslindia.com
Communication to Members
The quarterly financial results of the Company in respect of first
three Quarters were declared within 45 days of the end of the
quarter. The Audited Accounts of the Company and results for the
fourth quarter were announced within 60 days from the close of
the financial year as per the Listing Regulations. The Company’s
media releases and details of significant developments are also
made available on the Company’s website: www.rinfra.com.
Reconciliation of share capital audit
The Securities and Exchange Board of India has directed that
all issuer companies shall submit a report reconciling the total
shares held in both the depositories viz. NSDL and CDSL and
in physical form with the total issued/paid up capital. The said
certificate, duly certified by a qualified Chartered Accountant is
submitted to the stock exchanges where the securities of the
Company are listed within 30 days of the end of each quarter
and the certificate is also placed before the Board of Directors
of the Company
Investors’ correspondence may be addressed to the Registrar
and Transfer Agent of the Company
Shareholders/Investors are requested to forward documents
related to share transfer, dematerialisation requests (through
their respective Depository Participant) and other related
correspondences directly to Karvy Fintech Private Limited at the
below mentioned address for speedy response:
Karvy Fintech Private Limited
(Formerly Karvy Computershare Private Limited)
(Unit: Reliance Infrastructure Limited)
Karvy Selenium Tower – B, Plot No. 31 & 32,
Survey No. 116/22, 115/24, 115/25
Financial District, Nanakramguda,
Hyderabad 500 032, Telangana.
E-mail:rinfra@karvy.com
Website: www.karvyfintech.com
Shareholders/Investors may send the above correspondence
at the following address:
Queries relating to financial
statement of the Company
may be addressed to:
Correspondence on investor
services may be addressed to:
Chief Financial Officer
Reliance Infrastructure Limited
Reliance Centre, Ground Floor
19, Walchand Hirachand Marg,
Ballard Estate,
Mumbai 400 001
Tel
Fax
Email : rinfra.investor@
relianceada.com
: +91 22 4303 1000
: +91 22 4303 3664
The Company Secretary
Reliance Infrastructure Limited
Reliance Centre, Ground Floor
19, Walchand Hirachand Marg,
Ballard Estate,
Mumbai 400 001
Tel
Fax
Email : rinfra.investor@
relianceada.com
: +91 22 4303 1000
: +91 22 4303 3664
Plant Locations
●
●
Samalkot Power Plant: Industrial Devp. Area Pedapuram
Samalkot 533 440 Semandhara
Goa Power Plant: Opp. Sancoale Industrial Estate,
Zuarinagar 403 726 Sancoale Mormugao, Goa
● Wind Farm: Near Aimangala 577, 558 Chitradurga District
Karnataka.
65
Reliance Infrastructure Limited Independent Auditor’s Report on the Standalone Financial Statements
To the Members of Reliance Infrastructure Limited
Material Uncertainty Related to Going Concern
Report on the Audit of the Standalone Financial Statements
Disclaimer of Opinion
We were engaged to audit the accompanying standalone
financial statements of Reliance Infrastructure Limited
(“the Company”), which comprise the standalone balance
sheet as at 31 March, 2019, the standalone statement
of profit and loss (including other comprehensive income),
standalone statement of changes in equity and standalone
statement of cash flows for the year then ended, and
notes to the standalone financial statements, including
a summary of the significant accounting policies and other
explanatory information (hereinafter referred to as “the
standalone financial statements”).
We do not express an opinion on the accompanying
standalone financial statements of the Company. Because
of the significance of the matter described in the Basis for
Disclaimer of Opinion section of our report, we have not
been able to obtain sufficient appropriate audit evidence
to provide a basis for an audit opinion on these standalone
financial statements.
Basis for Disclaimer of Opinion
We refer to Note 40 to the standalone financial statements
which describes that the Company has investments in and
has various amounts recoverable from a party aggregating
` 7,082.96 crore (net of provision of ` 3,972.17 crore) (`
10,936.62 crore as at 31 March 2018, net of provision
of ` 2,697.17 crore) comprising inter-corporate deposits
including accrued interest / investments / receivables and
advances. In addition, the Company has provided corporate
guarantees during the year aggregating to ` 1,775 crore
(net of corporate guarantees aggregating to ` 5,010.31
crore cancelled subsequent to the balance sheet date) in
favour of the aforesaid party towards borrowings of the
aforesaid party from various companies including certain
related parties of the Company.
According to the Management of the Company, these
amounts have been mainly given for general corporate
purposes and towards funding of working capital
requirements of the party which has been engaged in
providing Engineering, Procurement and Construction
(EPC) services primarily to the Company and its
subsidiaries, its associates and its joint venture. We were
unable to obtain sufficient appropriate audit evidence
about the relationship of the aforementioned party with
the Company, the underlying commercial rationale/
purpose for such transactions relative to the size and
scale of the business activities with such party and the
recoverability of these amounts. Accordingly, we were
unable to determine the consequential implications arising
therefrom and whether any adjustments, restatement,
disclosures or compliances are necessary in respect of
these transactions, investments and recoverable amounts
in the standalone financial statements of the Company.
66
We draw attention to Note 41 to the standalone financial
statements. The factors, more fully described in the aforesaid
Note, relating to losses incurred during the year and certain
loans for which the Company is guarantor indicate that a
material uncertainty exists that may cast significant doubt on
the Company’s ability to continue as a going concern.
Emphasis of matter
a. We draw attention to Note 38 to the standalone financial
statements regarding the Scheme of Amalgamation (the
“Scheme”) between Reliance Infraprojects Limited (wholly
owned subsidiary of the Company) and the Company
sanctioned by the Honorable High Court of Judicature at
Bombay vide its order dated 30 March 2011, wherein
the Company, as determined by the Board of Directors is
permitted to adjust foreign exchange gain credited to the
standalone statement of profit and loss by a corresponding
credit to general reserve which overrides the relevant
provisions of Indian Accounting Standard 1 Presentation
of financial statements. Pursuant to the Scheme, foreign
exchange gain of ` 192.24 crore for the year ended 31
March 2019 has been credited to standalone statement
of profit and loss and an equivalent amount has been
transferred to general reserve.
b. We draw attention to Note 39 to the standalone
financial statements, wherein pursuant to the Scheme
of Amalgamation of Reliance Cement Works Private
Limited with Western Region Transmission (Maharashtra)
Private Limited (WRTM), wholly owned subsidiary of the
Company, which was subsequently amalgamated with
the Company with effect from 1 April 2013, WRTM or
its successor(s) is permitted to offset any extraordinary/
exceptional items, as determined by the Board of
Directors, debited to the statement of profit and loss by
a corresponding withdrawal from general reserve, which
overrides the relevant provisions of Indian Accounting
Standard 1 Presentation of financial statements. The
Board of Directors of the Company in terms of the
aforesaid Scheme, determined an amount of ` 6,616.02
crore for the year ended 31 March 2019 as exceptional
items comprising various financial assets amounting to `
5,354.88 crore and loss on sale of shares of Reliance
Power Limited, (RPower), an associate company pursuant
to invocation of pledge of ` 1,261.14 crore. The
aforesaid amount of ` 6,616.02 crore for the year ended
31 March 2019 has been debited to the standalone
statement of profit and loss and an equivalent amount
has been withdrawn from general reserve.
Had the accounting treatment described in paragraphs (a)
and (b) above not been followed, loss before tax for the
year ended 31 March 2019 would have been higher by
` 6,423.78 crores and General Reserve would have been
higher by an equivalent amount.
c. We draw attention to Note 7(a) to the standalone financial
statements which describes the impairment assessment
performed by the Company in respect of its investment of
` 5,231.18 crore and amounts recoverable aggregating
to ` 1,219.63 crore in RPower as at 31 March 2019
in accordance with Indian Accounting Standard 36
Reliance Infrastructure Limited
Independent Auditor’s Report on the Standalone Financial Statements
Impairment of assets / Indian Accounting Standard
109 Financial Instruments. This assessment involves
significant management judgment and estimates on the
valuation methodology and various assumptions used in
determination of value in use/fair value by independent
valuation experts / management as more fully described
in the aforesaid note. Based on management’s assessment
and the independent valuation reports, no impairment
is considered necessary on the investment and the
recoverable amounts.
Our opinion in not modified in respect of the above
matters.
1.
Management’s Responsibility for the Standalone
Financial Statements
2.
The Company’s management and Board of Directors
are responsible for the matters stated in section 134(5)
of the Companies Act 2013 (“Act”) with respect to the
preparation of these standalone financial statements that
give a true and fair view of the state of affairs, loss and
other comprehensive income, changes in equity and cash
flows 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. 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 judgments and
estimates that are reasonable and prudent; and 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.
the
standalone financial
In preparing
statements,
management and Board of Directors are 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.
The Board of Directors is also responsible for overseeing
the Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Standalone
Financial Statements
Our responsibility is to conduct an audit of the standalone
financial statements in accordance with Standards on
Auditing and to issue an auditor’s report. However, because
of the matter described in the Basis for Disclaimer of
Opinion section of our report, we were not able to obtain
sufficient appropriate audit evidence to provide a basis for
an audit opinion on these standalone financial statements.
We are independent of the Company in accordance
with the Code of Ethics and provisions of the Act that
are relevant to our audit of the standalone financial
statements in India under the Act, and we have fulfilled
our other ethical responsibilities in accordance with the
Code of Ethics and the requirements under the Act.
Report on Other Legal and Regulatory Requirements
As required by the Companies (Auditors’ Report) Order,
2016 (“the Order”) issued by the Central Government in
terms of section 143 (11) of the Act, and except for the
possible effects, of the matter described in the Basis for
Disclaimer of Opinion section, we give in the “Annexure
A”, a statement on the matters specified in paragraphs 3
and 4 of the Order, to the extent applicable.
(A) As required by section 143(3) of the Act, we report
that:
a)
b)
c)
d)
e)
f)
As described in the Basis for Disclaimer of
Opinion section, we were unable to obtain all the
information and explanations which to the best of
our knowledge and belief were necessary for the
purposes of our audit.
Due to the effects / possible effects of the matter
described in the Basis for Disclaimer of Opinion
section, we are unable to state whether 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 standalone balance sheet, the standalone
statement of profit and loss (including other
comprehensive income), the standalone statement
of changes in equity and the standalone statement
of cash flows dealt with by this Report are in
agreement with the books of account.
Due to the effects / possible effects of the matter
described in the Basis for Disclaimer of Opinion
section, we are unable to state whether the financial
statements comply with the Indian Accounting
Standards specified under section 133 of the Act.
The matter described in the Basis for Disclaimer of
Opinion section and going concern matter described
in the material uncertainty related to going concern
may have an adverse effect on the functioning of
the Company.
On the basis of the written representations received
from the directors as on 31 March, 2019 taken
on record by the Board of Directors, none of the
directors is disqualified as on 31 March, 2019 from
being appointed as a director in terms of section
164(2) of the Act.
g)
The reservation relating to maintenance of accounts
and other matters connected therewith are as
stated in the Basis for Disclaimer Opinion section.
h) With respect to the adequacy of the internal
financial controls with reference to standalone
financial statements of the Company and the
operating effectiveness of such controls, refer to
our separate Report in “Annexure B”.
67
Reliance Infrastructure Limited
Independent Auditor’s Report on the Standalone Financial Statements
(B) 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, in our
opinion and to the best of our information and according
to the explanations given to us:
i)
ii)
iii)
iv)
Except for the possible effects of the matter
described in the Basis for Disclaimer of Opinion
section, the Company has disclosed the impact
of pending litigations as at 31 March, 2019 on
its financial position in its standalone financial
statements - Refer Note 32 to the standalone
financial statements.
Except for the possible effects of the matter
described in the Basis for Disclaimer of Opinion
section, the Company did not have any long-term
contracts including derivative contracts for which
there were any material foreseeable losses.
Other than for dividend amounting to ` 0.05 crore
pertaining to the financial year 2010-2011 which
could not be transferred on account of pendency of
various investor legal cases, there has been no delay
in transferring amounts, required to be transferred,
to the Investor Education and Protection Fund by
the Company.
The disclosures regarding holdings as well as
dealings in specified bank notes during the period
from 8 November 2016 to 30 December 2016
have not been made in these standalone financial
statements since they do not pertain to the financial
year ended 31 March, 2019.
(C) With respect to the matter to be included in the Auditors’
Report under section 197(16) of the Act:
In our opinion and according to the information and
explanations given to us, the remuneration paid by
the Company to its directors during the current year
is in accordance with the provisions of section 197 of
the Act. The remuneration paid to any director is not in
excess of the limit laid down under section 197 of the
Act. The Ministry of Corporate Affairs has not prescribed
other details under section 197(16) of the Act which are
required to be commented upon by us.
For B S R & Co. LLP
Chartered Accountants
Firm’s Registration No:
101248W /W-100022
For Pathak H.D. & Associates
Chartered Accountants
Firm’s Registration No:107783W
Bhavesh Dhupelia
Partner
Membership No: 042070
Vishal D. Shah
Partner
Membership No:119303
Date : June 14, 2019
Place : Mumbai
Date : June 14, 2019
Place : Mumbai
Annexure A to Auditors’ Report
Referred to in our Auditors’ Report of even date to the members of Reliance Infrastructure Limited on the Standalone financial
statements for the year ended March 31, 2019
(i)
(a)
The Company is maintaining proper records showing full particulars, including quantitative details and situation of its
fixed assets.
(b)
(c)
The Company has a regular programme of physical verification of its fixed assets, by which all fixed assets are verified in
a phased manner over a period of three years. In our opinion, this periodicity of physical verification is reasonable having
regard to the size of the Company and the nature of its assets. Pursuant to the program, a portion of the fixed assets
has been physically verified by the Management during the year and no material discrepancies between the book records
and the physical assets were noticed on such verification.
According to the information and explanations given to us and on the basis of our examination of the registered
sale deeds / transfer deeds / conveyance deeds / possession letters / allotment letters and other relevant records
evidencing title/possession provided to us, we report that, the title deeds of all the immovable properties comprising
of land and buildings other than self-constructed properties recorded as Property, Plant and Equipment, which are
freehold, are held in the name of the Company as at the balance sheet date, except the following:
Particulars
of Land and
Building
Total
number
of cases
Gross Block as
on March 31,
2019 (` Crore)
Net Block as
on March 31,
2019 (` Crore)
Remarks
Freehold land at
various locations
Freehold land at
Hyderabad
2
1
18.60
18.60
4.16
4.16
The title deeds are in the names of
erstwhile companies that merged with
the Company under Section 391 to 394
of the Companies Act, 1956 pursuant to
Schemes of Amalgamation as approved by
the Hon’ble High Courts.
Title deeds are not available with the
Company.
68
Reliance Infrastructure Limited
Annexure A to Auditors’ Report
In respect of immovable properties comprising of land and buildings that have been taken on lease and disclosed as
Property, Plant and Equipment in the standalone financial statements, the lease agreements or other relevant records
are in the name of the Company, except the following:
of
Particulars
Land and Building
Total
number of
cases
Gross Block as
on March 31,
2019 (` Crore)
Net Block as on
March 31, 2019
(` Crore)
Remarks
Leasehold land at
various locations
Leasehold land at
MIDC
3
1
0.35
0.30
0.02
0.01
The lease agreements are in the names
of erstwhile companies that merged
with the Company under Section 391
to 394 of the Companies Act, 1956
pursuant to Schemes of Amalgamation
as approved by the Hon’ble High Courts.
Lease agreement is not available with
the Company.
(ii) The inventory has been physically verified by the management during the year. In our opinion, the frequency of such verification
is reasonable. The discrepancies noticed on physical verification of inventory as compared to book records were not material.
(iii) In our opinion and according to the information and explanations given to us, except for the matter referred to in the Basis
for Disclaimer of Opinion section in the audit report in respect of which we are unable to comment for the reasons described
therein, the Company has not granted any loans, secured or unsecured, to any company, firm, limited liability partnerships or
other party covered in the register maintained under Section 189 of the Act.
(iv) Based on the information and explanations given to us in respect of loans, investments, guarantees and securities, except for
the matter referred to in the Basis for Disclaimer of Opinion section in the audit report in respect of which we are unable to
comment for the reasons described therein, the Company has complied with the provisions of Section 185 and 186 of the
Act, to the extent applicable.
(v)
In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits
from the public within the meaning the directives issued by the Reserve Bank of India, provisions of Section 73 to 76 of the
Act, any other relevant provisions of the Act and the relevant rules framed thereunder.
(vi) We have broadly reviewed the books of account maintained by the Company in respect of Generation of electricity services
where the maintenance of cost records has been specified by the Central Government under sub-section (1) of Section 148 of
the Act and the rules framed there under and we are of the opinion that prima facie, the prescribed accounts and records have
been made and maintained. We have not, however, made a detailed examination of the records with a view to determine
whether they are accurate or complete.
(vii)
(a)
According to the information and explanations given to us and on the basis of our examination of the records of
the Company, in our opinion, the Company is generally regular in depositing the undisputed statutory dues including
provident fund, employees’ state insurance, income-tax, goods and services tax, duty of customs, cess and other
material statutory dues as applicable except for dues towards tax deducted at source, electricity duty on consumption
of electricity, and tax on sale of electricity where there have been significant delays in depositing such dues in a large
number of cases. Further, the Company has not paid until date dividend distribution tax payable in respect of dividend
declared during the year.
(b)
According to the information and explanations given to us, there are no undisputed dues in respect of provident fund,
employees’ state insurance, income tax, duty of customs, goods and services tax and cess as at March 31, 2019 which
were outstanding for a period of more than six months from the date they became payable, except for the following
dues:
Name of the statue
Nature of the dues
Amount
(` Crore)
Period to which
the amount
relates
Due Date
Date of
Payment
Income-tax Act,
1961
Dividend Distribution Tax
50.48*
2017-18
September
18, 2018
Not yet paid
*Including interest of ` 2.86 Crore
(c) According to the information and explanations given to us and the records of the Company examined by us, the
particulars of dues of income-tax, sales-tax, works contract tax, service-tax, duty of customs, duty of excise and value
added tax as at March 31, 2019 which have not been deposited on account of a dispute are as follows:
69
Reliance Infrastructure Limited
Annexure A to Auditors’ Report
Name of the statute
Nature of
dues
Amount
(` Crore)
Delhi Sales Tax Act, 1975
Sales Tax
344.781*
Period to which
the amount
relates
2004-2005
Delhi Sales Tax on Works
Contract Act, 1999
Works
Contract Tax
0.052
2004-2005
West Bengal Value Added
Tax Act, 2003
West Bengal Value Added
Tax Act, 2003
Madhya Pradesh Value Added
Tax Act, 2002
Central Sales Tax Act, 1956
Uttar Pradesh Trade Tax Act,
1948
Central Sales Tax Act, 1956
Maharashtra Value Added
Tax Act, 2002
Maharashtra Value Added
Tax Act, 2002
Central Sales Tax Act, 1956
Uttar Pradesh Value Added
Tax Act, 2008
Uttar Pradesh Trade Tax Act,
1948
Central Sales Tax Act, 1956
Andhra Pradesh Value Added
Tax Act, 2005
Bihar Value Added Tax Act,
2005
VAT
VAT
VAT
Central Sales
Tax
Sales Tax
Central Sales
Tax
Sales Tax
56.423
2010-2011
4.274
2008-2009
3.125
0.196
0.247
0.068
0.079
2009-2010
2009-2010
2009-2010
2010-2011
2008-2009
VAT
14.4910
2013-2014
Central Sales
Tax
VAT
0.1711
0.0712
2013-2014
2011-2012
Sales Tax
0.2413
2007-2008
Central Sales
Tax
VAT
VAT
0.0214
5.3315
2.2816
Income Tax Act, 1961
Income Tax
Income Tax Act, 1961
Income Tax
794.89
(for which the
tax authorities
are the
appellant)
465.74
(for which the
tax authorities
are the
appellant)
70
2011-2012
2011-2012
2013-2014,
2014-2015,
2015-2016 &
2016-17
A.Y.
1983-1984,
2001-2002,
2002-2003
2003-2004,
2006-2007,
2007-2008 &
2008-2009
A.Y.
1998-1999,
1999-2000,
2001-2002,
2002-2003,
2003-2004,
2007-2008,
2008-2009 &
2009-2010
Forum where the dispute is pending
Department of Trade and Taxes
Tribunal, & Divisional Bench of High
Court, New Delhi
Joint Commissioner (Appeal),
Department of Trade and Taxes, New
Delhi
Appellate Additional Commissioner,
Kolkata
West Bengal Commercial Tax
Appellate and Revisional Board,
Kolkata
Madhya Pradesh Commercial Tax
Appellate Board, Bhopal
Madhya Pradesh Commercial Tax
Appellate Board, Bhopal
Additional Commissioner Grade II,
Appeals II, Noida
Additional Commissioner Grade II,
Appeals II, Noida
Joint Commissioner (Appeals) of Sales
tax, Mumbai
Senior Joint Commissioner (Appeals),
Maharashtra
Senior Joint Commissioner (Appeals),
Maharashtra
Additional Commissioner Grade II,
Appeals II, Noida
Additional Commissioner Grade II,
Appeals II, Noida
Additional Commissioner Grade II,
Appeals II, Noida
Andhra Pradesh VAT Appellate
Tribunal, Vishakhapatnam
Joint Commissioner of Commercial
Taxes (Appeal), Bihar
Supreme Court
Bombay High Court
Reliance Infrastructure Limited Annexure A to Auditors’ Report
Name of the statute
Nature of
dues
Amount
(` Crore)
Income Tax Act, 1961
Income Tax
Income Tax Act, 1961
Foreign Trade (Development
and Regulation ) Act ,1992
Foreign Trade (Development
and Regulation ) Act ,1992
Customs Act, 1962
Income Tax
Penalty
Duty
Drawback
Duty
Drawback
Custom duty
Period to which
the amount
relates
A.Y.
2013-2014 &
2014-2015
Forum where the dispute is pending
Income Tax Appellate Tribunal,
Mumbai
AY 2010-11
CIT (Appeals), Mumbai
82.79
(for which the
tax authorities
are the
appellant)
8.27
296.50
2008-2009
Supreme Court
5.16
2009-2010
64.0717
Customs Act, 1962
Custom duty
9.39
Customs Act, 1962
Custom duty
3.21
Customs Act, 1962
Custom duty
0.09
The Central Excise Act, 1944
Excise Duty
0.38
The Central Excise Act, 1944
Excise Duty
0.20
Finance Act, 1994
Service Tax
10.3318
Finance Act, 1994
Service Tax
92.4119
Finance Act, 1994
Service Tax
307.34
April 2012-
January 2013
&2013-2014
2011-2012
& 2012-2013
2016-2017
2011-2012 &
2012-2013
March 2011
to June 2015
July 2015 to
September
2016
2011-2012
2012-2013
October 2011
– December
2016
July 1, 2012 to
June 30 2017
Director General of Foreign Trade
Policy, Kolkata
Custom, Excise and Service Tax
Appellate Tribunal, Mumbai
Custom, Excise and Service Tax
Appellate Tribunal, Hyderabad
Custom, Excise and Service Tax
Appellate Tribunal, Hyderabad
Assistant Commissioner of Customs ,
Mumbai
Commissioner Appeal of Goods
Service and Tax and Central Excise,
Mumbai
Assistant Commissioner of Central
Excise (Appeals-1) , Mumbai
Custom, Excise and Service Tax
Appellate Tribunal, Mumbai
Custom, Excise and Service Tax
Appellate Tribunal, Mumbai
Commissioner of Central GST &
Central Excise , Mumbai
Includes 1 ` 7.63 Crore, 2 ` 5,000, 3 ` 0.20 Crore, 4 ` 0.40 Crore, 5 ` 1.67 Crore, 6 ` 0.04 Crore, , 7 ` 0.09 Crore, 8 ` 0.02
Crore, 9 ` 35,000, 10 ` 0.78 Crore, 11 ` 0.009 Crore, 12 ` 0.02 Crore, 13 ` 0.06 Crore, 14 ` 0.02 Crore, 15 ` 1.33 Crore, 16 `
0.47 Crore, 17 ` 22.82 Crore, , 18 `5.46 Crore and 19 `20.60 Crore paid / adjusted under protest.
*As per the terms of the contract the amount is recoverable from the customers. The amount reported above includes interest
of ` 214.82 Crore.
(viii) According to the information and explanations given to us and based on examination of the records of the Company, the
Company has not defaulted in repayment of loans or borrowings to any financial institution or bank or dues to debenture
holders except for the following instances of defaults in repayment of principal and interest amount. The Company did not
have any loans or borrowings from government during the year.
Name of the lenders
Jammu & Kashmir Bank
Axis Bank
Canara Bank
Yes Bank
Union Bank of India
IDFC Bank
Srei Equipment Finance Limited
Syndicate Bank
Amount of defaults as at
31 March 2019 (` in Crores)
17.18
34.48
568.94
70.57
37.28
127.08
0.93
1.59
Period of default as at
31 March 2019 (days)
90
90
186
60
111
106
59
59
71
Reliance Infrastructure Limited
Annexure A to Auditors’ Report
(ix) The Company did not raise any money by way of initial
public offer or further public offer (including debt
instruments) and in our opinion and according to the
information and explanations given to us, the term loans
have been applied for the purposes for which they were
raised.
(x)
(xi)
(xii)
According to the information and explanations given to us,
except for the matter referred to in Basis for Disclaimer of
Opinion section in the audit report, in respect of which we
are unable to comment on any potential implications for
the reasons described therein, no fraud by the Company or
fraud on the Company by its officers and employees has
been noticed or reported during the course of our audit.
In our opinion and according to the information and
explanations given to us, the Company has paid /
provided managerial remuneration in accordance with the
provisions of Section 197 read with Schedule V to the Act.
In our opinion and according to the information and
explanations given to us, the Company is not a Nidhi
Company and accordingly the provisions of clause 3(xii)
of the Order are not applicable.
(xiii) According to the information and explanations given to
us and based on our examination of the records of the
Company, except for the matter referred to in the Basis
for Disclaimer of Opinion section in the audit report in
respect of which we are unable to comment for the
reasons described therein, transactions entered into by the
Company with the related parties are in compliance with
Sections 177 and 188 of the Act, where applicable and
the details of related party transactions as required by the
applicable accounting standards have been disclosed in
the standalone financial statements.
(xiv) During the year, the Company has not made any
preferential allotment or private placement of shares
or fully or partly convertible debentures and hence the
provisions of clause 3(xiv) of the Order are not applicable
to the Company.
(xv) According to the information and explanations given to
us and based on our examination of the records of the
Company, except for the matter referred to in Basis for
Disclaimer of Opinion section in the audit report, in respect
of which we are unable to comment on any potential
implications for the reasons described therein, the
Company has not entered into non-cash transactions with
directors or persons connected with them. Accordingly,
the provisions of clause 3(xv) of the Order are not
applicable to the Company.
(xvi) According to the information and explanations given to
us, the Company is not required to be registered under
Section 45-IA of the Reserve Bank of India Act, 1934.
Accordingly, the provisions of clause 3(xvi) of the Order
are not applicable to the Company.
For B S R & Co. LLP
Chartered Accountants
Firm’s Registration No:
101248W /W-100022
For Pathak H.D. & Associates
Chartered Accountants
Firm’s Registration No:
107783W
Bhavesh Dhupelia
Partner
Membership No: 042070
Vishal D. Shah
Partner
Membership No:119303
Date : June 14, 2019
Place : Mumbai
Date : June 14, 2019
Place : Mumbai
72
Reliance Infrastructure Limited Annexure B to Auditors’ Report
Annexure B to the Independent Auditor’s Report on the
standalone financial statements of Reliance Infrastructure
Limited for year ended 31 March 2019
Report on the internal financial controls with reference to the
aforesaid standalone financial statements under Clause (i) of
Sub-section 3 of Section 143 of the Companies Act, 2013
(Referred to in paragraph 2(A)(h) under ‘Report on Other Legal
and Regulatory Requirements’ section of our report of even
date)
We were engaged to audit the internal financial controls with
reference to standalone financial statements of Reliance
Infrastructure Limited (hereinafter referred to as “the Company”)
as of 31 March 2019, 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 Board of Directors are responsible for establishing
and maintaining internal financial controls based on the internal
financial controls with reference to financial statements
criteria established by the Company considering the essential
components of internal control stated in the Guidance Note on
Audit of Internal Controls over Financial Reporting (‘Guidance
Note’) issued by the Institute of Chartered Accountants of India
(‘ICAI’). 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 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 Companies Act,
2013 (hereinafter referred to as “the Act”).
Auditors’ Responsibility
Our responsibility is to express an opinion on the Company’s
internal financial controls with reference to financial statements
based on our audit conducted in accordance with the Guidance
Note on Audit of Internal Financial Controls Over Financial
Reporting (the “Guidance Note”) and the Standards on Auditing,
to the extent applicable to an audit of internal financial controls,
both issued by the Institute of Chartered Accountants of India.
Because of the matter described in the Disclaimer of Opinion
section below, we were not able to obtain sufficient appropriate
audit evidence to provide a basis for an audit opinion on internal
financial controls system with reference to the standalone
financial statements of the Company.
Meaning of Internal Financial controls with Reference to
Financial Statements
A company’s internal financial controls with reference to 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 controls with reference to financial statements include
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.
Reliance Infrastructure Limited
Annexure B to the Independent Auditor’s Report on the
standalone financial statements of Reliance Infrastructure
Limited for year ended 31 March 2019 (Continued)
Disclaimer of Opinion
As at 31 March 2019, the Company has investments in and
amounts recoverable from a party aggregating to ` 7,082.96
crore (net of provision of ` 3,972.17 crore) as also corporate
guarantees aggregating to ` 1,775 crore (net of corporate
guarantees aggregating to ` 5,010.31 crore cancelled
subsequent to the balance sheet date) given by the Company
in favour of the aforesaid party towards borrowings of the
aforesaid party from various companies including certain related
parties of the Company. We were unable to obtain sufficient
and appropriate audit evidence about the relationship of the
aforementioned party, the underlying commercial rationale/
purpose for such transactions relative to the size and scale of
the business activities with such party and the recoverability
of these amounts. Accordingly, we were unable to determine
the consequential implications arising therefrom and whether
any adjustments, restatement, disclosures or compliances are
necessary in respect of these transactions, investments and
recoverable amounts in the standalone financial statements of
the Company.
Because of the above reasons, we are unable to obtain sufficient
appropriate audit evidence to provide a basis for our opinion
whether the Company had adequate internal financial controls
with reference to standalone financial statements and whether
such internal financial controls were operating effectively as at
31 March 2019
We have considered the disclaimer reported above in determining
the nature, timing, and extent of audit tests applied in our audit
of the standalone financial statements of the Company, and the
disclaimer has affected our opinion on the standalone financial
statements of the Company and we have issued a Disclaimer of
Opinion on the standalone financial statements of the Company.
For B S R & Co. LLP
Chartered Accountants
Firm’s Registration No:
101248W /W-100022
For Pathak H.D. & Associates
Chartered Accountants
Firm’s Registration No:107783W
Bhavesh Dhupelia
Partner
Membership No: 042070
Vishal D. Shah
Partner
Membership No:119303
Date : June 14, 2019
Place : Mumbai
Date : June 14, 2019
Place : Mumbai
73
Reliance Infrastructure Limited Balance Sheet as at March 31, 2019
ASSETS
Non-Current Assets
Property, Plant and Equipment
Capital Work-in-progress
Investment Property
Other Intangible Assets
Financial Assets
Investments
Trade Receivables
Loans
Other Financial Assets
Other Non - Current Assets
Total Non-Current Assets
Current Assets
Inventories
Financial Assets
Investments
Trade Receivables
Cash and Cash Equivalents
Bank Balance other than Cash and Cash Equivalents above
Loans
Other Financial Assets
Other Current Assets
Total Current Assets
Total Assets before Regulatory Assets
Regulatory deferral account debit balances and related deferred tax balances
Total Assets
Equity and Liabilities
Equity
Equity Share Capital
Other Equity
Total Equity
Liabilities
Non-Current Liabilities
Financial Liabilities
Borrowings
Financial Lease Obligations
Trade Payables
- total outstanding dues of micro enterprises and Small Enterprises
- total outstanding dues of creditors other than micro enterprises and small enterprises
Other Financial Liabilities
Provisions
Deferred Tax Liabilities (Net)
Other Non - Current Liabilities
Total Non-Current Liabilities
Current Liabilities
Financial Liabilities
Borrowings
Financial Lease Obligations
Trade Payables
- total outstanding dues of micro enterprises and Small Enterprises
- total outstanding dues of creditors other than micro enterprises and small enterprises
Other Financial Liabilities
Other Current Liabilities
Provisions
Current Tax Liabilities (Net)
Total Current Liabilities
Total Equity and Liabilities
Note
As at
March 31, 2019
` Crore
As at
March 31, 2018
3
3
4
5
7(a)
8
11
12
13
6
7(b)
8
9
10
11
12
13
14
15
16
17
47(b)
19
20
22
23(d)
21
18
47(b)
19
20
21
22
629.04
26.01
502.41
0.82
13,605.66
3.56
46.86
87.47
455.02
15,356.85
15,393.91
217.01
528.70
11.86
17,955.11
-
73.05
22.86
396.26
34,598.76
7.50
335.67
-
3,831.88
70.89
200.94
6,064.79
1,338.87
1,380.73
12,985.60
28,252.45
-
28,252.45
263.03
14,027.85
14,290.88
4,100.15
-
-
17.53
22.90
161.43
133.99
1,487.10
5,923.10
910.00
-
0.11
3,043.25
1,435.20
2,094.48
51.44
503.99
8,038.47
28,252.45
266.64
4,801.33
86.22
499.47
13,652.39
2,013.98
905.63
22,561.33
57,160.09
1,626.83
58,786.92
263.03
21,721.63
21,984.66
4,567.16
4,110.92
-
8.79
539.25
364.73
2,449.88
1,900.21
13,940.94
3,437.48
58.68
3.83
5,292.15
5,724.48
8,009.84
34.22
300.64
22,861.32
58,786.92
The accompanying notes form an integral part of the standalone financial statements (1 to 54).
As per our attached Report of even date
For B S R & Co. LLP
Chartered Accountants
Firm Registration No: 101248W/W-100022
Bhavesh Dhupelia
Partner
Membership No: 042070
For Pathak H. D. & Associates
Chartered Accountants
Firm Registration No. 107783W
Vishal D. Shah
Partner
Membership No. 119303
For and on behalf of the Board
Anil D Ambani
S Seth
S S Kohli
K Ravikumar
Ryna Karani
B C Patnaik
DIN - 00004878
DIN - 00004631
DIN - 00169907
DIN - 00119753
DIN - 00116930
DIN - 08384583
: June 14, 2019
Date
Place : Mumbai
74
: June 14, 2019
Date
Place : Mumbai
Punit Garg
Sridhar Narasimhan
Anil C Shah
: June 14, 2019
Date
Place : Mumbai
Chairman
Vice Chairman
Directors
Executive Director &
Chief Executive Officer
Chief Financial Officer
Company Secretary
Reliance Infrastructure Limited
Statement of Profit and Loss for the year ended March 31, 2019
Continuing Operations:
Revenue from Operations
Other Income
Less: Transfer to General Reserve
Total Income
Expenses
Construction Material Consumed and Sub-Contracting charges
Employee Benefit Expenses
Finance Costs
Depreciation and Amortisation Expense
Other Expenses
Less: Transfer from General Reserve
Total Expenses
Profit from Continuing Operations before Exceptional Items and Tax
Exceptional Items (Net)
Income
Expenses
Less: Transfer from General reserve
(Loss)/Profit Before Tax from continuing operations
Tax Expenses
- Current Tax
- Deferred tax Credit (Net)
- Income tax for earlier years (Net)
Net (Loss)/Profit from Continuing Operations After Tax
Discontinued Operations
Net Profit After Tax from Discontinued Operations
Net (Loss)/Profit After Tax
Other Comprehensive Income
Items that will not be reclassified to Profit and Loss
Re-measurements of net defined benefit plans - Gain
Income-tax relating to the above
Other Comprehensive Income relating to Discontinued Operations
Total Comprehensive Income
Earnings per Equity Share (for Continuing Operations after exceptional Items)
(Face Value of ` 10 per share)
Basic and Diluted (in Rupee)
Earnings per Equity Share (for Continuing Operations before exceptional Items)
(Face Value of ` 10 per share)
Basic and Diluted (in Rupee)
Earnings per Equity Share (for Discontinued Operations)
(Face Value of ` 10 per share)
Basic and Diluted (in Rupee)
Note
24
25
38
27
27
3, 4 & 5
28
38
39
42
23(e)
29
Earnings per Equity Share (before effect of withdrawal of scheme)
(Face Value of ` 10 per share)
Basic and Diluted (in Rupee)
Earnings per Equity Share (after effect of withdrawal of scheme)
(Face Value of ` 10 per share)
Basic and Diluted (in Rupee)
The accompanying notes form an integral part of the standalone financial statements (1 to 54).
Year ended
March 31, 2019
` Crore
Year ended
March 31, 2018
986.08
2,787.52
192.24
2,595.28
3,581.36
578.12
168.75
1,210.93
81.83
438.38
-
438.38
2,478.01
1,103.35
-
(12,797.36)
6,616.02
(6,181.34)
(5,077.99)
-
(27.00)
(163.76)
(190.76)
(4,887.23)
3,973.84
(913.39)
(8.62)
3.00
-
5.62
(907.77)
1,075.54
2,146.59
5.79
2,140.80
3,216.34
402.27
187.09
1,552.94
99.25
565.68
17.47
548.21
2,789.76
426.58
284.19
(411.50)
411.50
284.19
710.77
-
(83.02)
-
(83.02)
793.79
870.58
1,664.37
(5.57)
1.97
(15.53)
19.13
1,683.50
(185.83)
30.18
41.95
151.10
(278.99)
16.22
33.11
47.20
(34.73)
63.29
As per our attached Report of even date
For B S R & Co. LLP
Chartered Accountants
Firm Registration No: 101248W/W-100022
Bhavesh Dhupelia
Partner
Membership No: 042070
For Pathak H. D. & Associates
Chartered Accountants
Firm Registration No. 107783W
Vishal D. Shah
Partner
Membership No. 119303
For and on behalf of the Board
Anil D Ambani
S Seth
S S Kohli
K Ravikumar
Ryna Karani
B C Patnaik
DIN - 00004878
DIN - 00004631
DIN - 00169907
DIN - 00119753
DIN - 00116930
DIN - 08384583
: June 14, 2019
Date
Place : Mumbai
: June 14, 2019
Date
Place : Mumbai
Punit Garg
Sridhar Narasimhan
Anil C Shah
: June 14, 2019
Date
Place : Mumbai
Chairman
Vice Chairman
Directors
Executive Director &
Chief Executive Officer
Chief Financial Officer
Company Secretary
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77
Reliance Infrastructure Limited
Cash Flow Statement for the year ended March 31, 2019
Cash Flow from Operating Activities :
(Loss)/Profit before Tax
Adjustments for :
Depreciation and Amortisation Expenses
Net (Income) / Expenses relating to Investment Property
Interest Income
Fair value gain on Financial Instruments through FVTPL / Amortised Cost
Dividend Income
Net gain on sale of Investment
Finance Cost
Provision for Doubtful debts / Advances / Deposits
Provision for ECL
Provision/write off of Investment and ICDs - Exceptional Items
Excess Provisions written back
Loss on Sale / Discarding of Assets (Net)
Loss on sale of Investments
Bad Debts
Provision / (reversal) for Impairment of Assets
Cash generated from Operations before Working Capital changes
Adjustments for :
(Increase) / Decrease in Financial Assets and Other Assets
Decrease in Inventories
Increase/(decrease) in Financial Liabilities and Other Liabilities
Cash generated from / (used in) Operations
Income Taxes paid (net of refund)
Net Cash generated from/(used in) Operating Activities-Continuing Operations
Net Cash generated from Operating Activities-Discontinued Operations
Net Cash generated from/(used
Discontinued Operations
in) Operating Activities-Continuing &
Cash Flow from Investing Activities :
Purchase of Property, Plant and Equipment (including Capital work-in-progress,
capital advances and capital creditors)
Purchase of Investment Property
Proceeds from Disposal of Property, Plant and Equipment
Net Income relating to Investment Property
(Investment) / Redemption in Fixed Deposits with Banks
Investments in Subsidiaries / Joint Ventures / Associates
Investments in Others
Proceeds from disposal of Assets held for Sale
Sale of Investment in Subsidiaries/ Joint Ventures / Associates
Sale / Redemption of Investments in Mutual Fund
Sale / Redemption of Investments in Others
Advance/Loan against proposed sale of Mumbai Power Business
loans given (Net)
Dividend Received
Interest Income
Net Cash generated from Investing Activities
Net Cash generated from (used in) Investing Activities-Discontinued Operations
Net Cash generated from Investing Activities-Continuing & Discontinued Operations
Year ended
March 31, 2019
` Crore
Year ended
March 31, 2018
(5,077.97)
710.77
81.83
(31.61)
(1,356.31)
(227.62)
(34.19)
(16.62)
1,210.93
91.56
-
6,181.34
(235.95)
1.97
-
4.16
18.00
609.52
(138.10)
13.60
(3,169.47)
(3,293.97)
(2,684.45)
58.23
(2,626.22)
-
(2,626.22)
99.25
(34.85)
(1,754.06)
(240.54)
(23.53)
(300.80)
1,552.94
76.08
77.60
-
(190.26)
79.38
7.31
0.75
(31.05)
31.83
454.26
5.22
273.15
732.63
764.46
(122.27)
642.19
3,582.57
4,224.76
(18.10)
3.21
(3.79)
1.37
23.90
286.46
(1,643.12)
(137.76)
2,440.77
292.42
254.47
30.30
-
204.52
34.19
767.00
2,532.63
-
2,532.63
(1.45)
10.94
27.63
(408.22)
(710.75)
8.58
336.80
569.12
-
(0.14)
4,102.00
(2,253.34)
23.53
867.80
2,575.71
(482.82)
2,092.89
A.
B.
78
Reliance Infrastructure Limited Cash Flow Statement for the year ended March 31, 2019
C.
D.
Cash Flow from Financing Activities :
Proceeds from Long Term Borrowings
Repayment of Long Term Borrowings
Short Term Borrowings (Net)
Payment of Interest and Finance Charges
Realised Gain on Derivative Instruments (Net)
Dividends paid to shareholders including tax
Net Cash Generated from/ (used in) Financing Activities from Continuing
Operations
Net Cash Generated used in Financing Activities from Discontinued Operations
Net Cash Generated from/ (used in) Financing Activities-Continuing &
Discontinued Operations
Effect of exchange differences on translation of foreign currency cash and cash
equivalent
Net Increase / (Decrease) in Cash and Cash Equivalents (A+B+C+D)
Cash and cash equivalents as at the beginning of the year
Cash and cash equivalents as at the end of the year
Net Increase / (Decrease) as disclosed above
Cash and Cash Equivalents – Continuing Operations*
Cash and Cash Equivalents – Discontinued Operations
Components of Cash and Cash Equivalents (Refer Note No 9)
Year ended
March 31, 2019
` Crore
Year ended
March 31, 2018
3,467.00
(1,783.43)
246.05
(1,602.11)
-
(249.25)
78.26
-
78.26
3,190.00
(4,702.90)
(1,818.19)
(1276.40)
0.02
(282.30)
(4,889.77)
(1,495.37)
(6,385.14)
-
(0.01)
(15.33)
86.22
70.89
(15.33)
70.89
-
(67.50)
153.72
86.22
(67.50)
86.22
-
The above statement of cash flows should be read in conjunction with the accompanying notes (1 to 54).
* Including balance in unpaid dividend account of ` 16.05 Crore (` 15.46 Crore) and balance in current account with banks
of ` NIL (`11.88 Crore as at March 31, 2018) lying in Escrow account with bank held as Security against borrowings.
Refer Note No 30 for Disclosure pursuant to para 44 A to 44 E of Ind AS 7- Statement of Cash flows.
As per our attached Report of even date
For B S R & Co. LLP
Chartered Accountants
Firm Registration No: 101248W/W-100022
Bhavesh Dhupelia
Partner
Membership No: 042070
For Pathak H. D. & Associates
Chartered Accountants
Firm Registration No. 107783W
Vishal D. Shah
Partner
Membership No. 119303
For and on behalf of the Board
Anil D Ambani
S Seth
S S Kohli
K Ravikumar
Ryna Karani
B C Patnaik
DIN - 00004878
DIN - 00004631
DIN - 00169907
DIN - 00119753
DIN - 00116930
DIN - 08384583
: June 14, 2019
Date
Place : Mumbai
: June 14, 2019
Date
Place : Mumbai
Punit Garg
Sridhar Narasimhan
Anil C Shah
: June 14, 2019
Date
Place : Mumbai
Chairman
Vice Chairman
Directors
Executive Director &
Chief Executive Officer
Chief Financial Officer
Company Secretary
79
Reliance Infrastructure Limited Corporate Information:
Reliance Infrastructure Limited (“RInfra”, “the Company”) is one of the largest infrastructure companies, developing projects through
various Special Purpose Vehicles (SPVs) in several high growth sectors within the infrastructure space such as Power, Roads, Metro
Rail and Defence. RInfra is a leading utility having presence across the value chain of power business and also provides Engineering
and Construction (E&C) services for various infrastructure projects.
The Company is a public limited Company which is listed on two recognised stock exchanges in India. The Company’s Global
Depository Receipts, representing Equity Shares, is also listed on London Stock Exchange. The Company is incorporated and domiciled
in India under the provisions of the Companies Act, 1913. The registered office of the Company is located at H Block, 1st Floor,
Dhirubhai Ambani Knowledge City, Navi Mumbai 400710.
These standalone financial statements of the Company for the year ended March 31, 2019 were authorised for issue by the board
of directors on June 14, 2019. Pursuant to the provisions of section 130 of the Act, the Central Government, Income tax authorities,
Securities and Exchange Board of India, other statutory regulatory body and under section 131 of the Act, the board of directors
of the Company have powers to amend / re-open the standalone financial statements approved by the board / adopted by the
members of the Company.
1.
Significant Accounting Policies:
(a) Basis of preparation, measurement and significant accounting policies:
(i)
Compliance with Indian Accounting Standard (Ind AS)
The standalone financial statements of the Company have been prepared and comply in all material aspects with
Companies (Indian Accounting Standards) Rules, 2015 (Ind AS) notified under Section 133 of the Companies Act, 2013
(the Act) read with relevant rules and other accounting principles. The policies set out below have been consistently
applied during the years presented.
(ii) Basis of Preparation
These standalone financial statements are presented in ‘Indian Rupees’, which is also the Company’s functional currency
and all amounts, are rounded to the nearest Crore, with two decimals, unless otherwise stated.
The standalone financial statements have been prepared in accordance with the requirements of the information and
disclosures mandated by Schedule III to the Act, applicable Ind AS, other applicable pronouncements and regulations.
(iii) Basis of Measurement
The standalone financial statements have been prepared on a historical cost convention on accrual basis, except for the
following:
•
•
•
certain financial assets and liabilities that are measured at fair value;
defined benefit plans - planned assets measured at fair value; and
assets held for sale – measured at fair value less cost to sell or carrying value whichever is lower
(iv) New Standards and Interpretations not yet effective
On March 30, 2019, the Ministry of Corporate Affairs has notified the Companies (Indian Accounting Standards)
Amended Rules, 2018 (“amended rules”) as described below. The amended rules are applicable for all accounting
periods commencing on or after April 01, 2019. The Company is currently evaluating the effect of these amendments
on the standalone financial statements.
Ind AS 116, ‘Leases’:
As per the amended rules, Ind AS 116 “Leases” will replace the existing leases standard, Ind AS 17 and related
interpretations. The Standard sets out the principles for the recognition, measurement, presentation and disclosure of
leases for both parties to a contract i.e., the lessee and the lessor. Ind AS 116 introduces a single lessee accounting
model and requires a lessee to recognize assets and liabilities for all leases with a term of more than 12 months, unless
the underlying asset is of low value. Currently, operating lease expenses are charged to the Statement of Profit and
Loss. The Standard also contains enhanced disclosure requirements for lessees. Ind AS 116 substantially carries forward
the lessor accounting requirements in Ind AS 17.
The standard permits two possible methods of transition:
•
•
80
Full retrospective – Retrospectively to each prior period presented applying Ind AS 8 Accounting Policies, Changes
in Accounting Estimates and Errors.
Modified retrospective – Retrospectively, with the cumulative effect of initially applying the Standard recognized
at the date of initial application.
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
Ind AS 12 Appendix C, Uncertainty over Income Tax Treatments:
Ind AS 12 Appendix C, “Uncertainty over Income Tax Treatments” is to be applied while performing the determination
of taxable profit (or loss), tax bases, unused tax losses, unused tax credits and tax rates, when there is uncertainty over
income tax treatments under Ind AS 12. According to the appendix, companies need to determine the probability of
the relevant tax authority accepting each tax treatment, or group of tax treatments, that the companies have used or
plan to use in their income tax filing which has to be considered to compute the most likely amount or the expected
value of the tax treatment when determining taxable profit (tax loss), tax bases, unused tax losses, unused tax credits
and tax rates. The standard permits two possible methods of transition-
i)
ii)
Full retrospective approach–Under this approach, Appendix C will be applied retrospectively to each prior reporting
period presented in accordance with Ind AS 8–Accounting Policies, Changes in Accounting Estimates and Errors,
without using hindsight and
Retrospectively with cumulative effect of initially applying Appendix C recognized by adjusting equity on initial
application, without adjusting comparatives.
Amendment to Ind AS 12 Income taxes:
The amendment clarifies that an entity shall recognise the income tax consequences of dividends in profit or loss, other
comprehensive income or equity according to where the entity originally recognised those past transactions or events.
Amendment to Ind AS 19– Plan amendment, curtailment or settlement:
The amendments are in connection with accounting for plan amendments, curtailments and settlements. The
amendments require an entity:
•
•
to use updated assumptions to determine current service cost and net interest for the remainder of the period
after a plan amendment, curtailment or settlement; and
to recognise in profit or loss as part of past service cost, or a gain or loss on settlement, any reduction in a surplus,
even if that surplus was not previously recognised because of the impact of the asset ceiling.
Amendment to Ind AS 109– Prepayment Features with Negative Compensation:
The amendment relates to the existing requirements in Ind AS 109 regarding termination rights in order to allow
measurement at amortised cost (or depending on the business model, at fair value through other comprehensive
income) even in the case of negative compensation payments.
Amendment to Ind AS 23- Borrowing Cost:
The amendments clarify that if specific borrowings remains outstanding after the related assets is ready for its intended
use or sale, that borrowing becomes part of the fund that an entity borrows generally when calculating the capitalization
rate on general borrowing.
Amendment to Ind AS 28- Long Term Interest in Associate and Joint Venture:
The amendments clarify that an entity applies Ind AS 109 Financial Instruments, to long-term interests in an associate
or joint venture that form part of the net investment in the associate or joint venture but to which the equity method
is not applied. The company does not currently have any such long-term interests in associates and joint ventures
Amendment to Ind AS 103- Business Combination
The amendments to Ind AS 103 relating to re-measurement clarify that when an entity obtains control of a business
that is a joint operation, it re-measures previously held interests in that business.
Amendment to Ind AS 111- Joint Arrangements
The amendments to Ind AS 111 clarify that when an entity obtains joint control of a business that is a joint operation,
the entity does not re-measure previously held interests in that business. The Company will apply the pronouncement
if and when it obtains control / joint control of a business that is a joint operation.
(b)
Segment Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision
maker (CODM).
The board of directors of RInfra has appointed the Chief Executive Officer (‘CEO’) to assess the financial performance and
position of the Company, and making strategic decisions. The CEO has been identified as being the Chief Operating Decision
Maker for corporate planning.
81
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
(c)
Current versus 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
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
•
Held primarily for the purpose of trading
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 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.
•
Held primarily for the purpose of trading
All other liabilities are classified as non-current.
The operating cycle is the time between the acquisition of assets for processing and their realisation in cash and cash
equivalents. The Company has identified twelve months as its operating cycle.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
Regulatory Assets / Liabilities are presented as separate line item distinguished from assets and liabilities as per Ind AS 114.
(d) Revenue Recognition
The Company has adopted Ind AS 115 “ Revenue from Contracts with Customers’ effective from April 1, 2018. Ind AS 115
superseded Ind AS 11 “ Construction Contracts” and IND AS 18 “ Revenue”. The Company has applied Ind AS 115 using
cumulative catch-up transition method and the comparatives have not been retrospectively adjusted. The effect on adoption
of Ind-AS 115 was insignificant.
The Company recognize revenue from contracts with customers when it satisfies a performance obligation by transferring
promised goods or service to a customer. The revenue is recognised to the extent of transaction price allocated to the
performance obligation satisfied.
Further, specific criteria for revenue recognition followed for different businesses are as under-
(i)
Power Business
Revenue from Sale of Power: Revenue from sale of power is accounted for on the basis of billing to consumers based
on billing cycles followed by the Company which is inclusive of fuel adjustment charges (FAC) and includes unbilled
revenue for the year. Generally all consumers are billed on the basis of recording of consumption of energy by installed
meters. Where meters have stopped or are faulty, the billing is done based on the past consumption for such period.
Revenue from Transmission Business: In case of transmission businesses not assessed as service concession arrangement,
revenue is accounted on the basis of periodic billing to consumers / state transmission utility. The surcharge on late /
non-payment of dues by customers for sale of energy is recognized as revenue on certainty of receipt.
The Transmission system Incentive/disincentive is accounted for based on the certification of availability by the
respective regional power committee and in accordance with the norms notified / approved by the Central Electricity
Regulatory Commission (CERC).
The Company determines revenue gaps (i.e. surplus/shortfall in actual returns over returns entitled) in respect of
its regulated operations in accordance with the provisions of Ind AS 114 “Regulatory Deferral Accounts” read with
the Guidance Note on Rate Regulated Activities issued by ICAI and based on the principles laid down under the
relevant Tariff Regulations / Tariff Orders notified by the Electricity Regulator and the actual or expected actions of
the regulator under the applicable regulatory framework. Appropriate adjustments in respect of such revenue gaps
are made in the revenue of the respective year for the amounts which are reasonably determinable and no significant
uncertainty exists in such determination. These adjustments / accruals representing revenue gaps are carried forward as
Regulatory deferral accounts debit / credit balances (Regulatory Assets / Regulatory Liabilities) as the case may be in
the standalone financial statements, which would be recovered / refunded through future billing based on future tariff
determination by the regulator in accordance with the electricity regulations.
82
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
(ii)
Engineering and Construction Business
In case of Engineering and construction Business performance obligations are satisfied over time and contracts revenue
is recognised over time by measuring progress towards complete satisfaction of the performance obligation at the
reporting date. The progress is measured based on the proportion of contract costs incurred for work performed to date,
to the estimated total contract costs attributable to the performance obligation, using the input method.
Contract cost includes costs that relate directly to the specific contract and allocated costs that are attributable to the
performance obligation. Cost that cannot be attributed to the contract activity such as general administration costs are
expensed as incurred and classified as other operating expenses.
The Company account for a contract modification (change in the scope or price (or both)) when that is approved by
the parties to the contract. In case of modification of contracts a cumulative adjustment is accounted for if changes of
transaction price for existing obligation.
Contract assets are recognised when there is excess of revenue earned over billing on contracts. Contract assets are
classified as unbilled receivables (only act of invoicing is pending) when there is unconditional right to receive cash, and
only passage of time is required, as per contractual terms.
Unearned and deferred revenue (“contract liability”) is recognised when there is billing in excess of revenues.
The billing schedule agreed with customer include periodic performance based payments and/or milestone based
progress payments.
(iii) Others
Insurance and other claims are recognized as revenue on certainty of receipt on prudent basis.
Income from rentals and others is recognized in accordance with terms of the contracts with customers based on the
period for which the facilities have been used.
Rental income arising from operating lease is accounted on a straight line basis over the lease terms.
Interest income from debt instruments is recognised using the effective interest rate method. The effective interest
rate is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset
to the gross carrying amount of a financial asset. When calculating the effective interest rate, the Company estimates
the expected cash flows by considering all the contractual terms of the financial instrument (for example, prepayment,
extension, call and similar options) but does not consider the expected credit losses.
Dividends are recognised in the Statement of Profit and Loss only when the right to receive payment is established.
(e)
Foreign Currency Transactions
Functional and Presentation Currency
Items included in the standalone financial statements of the Company are measured using the currency of the primary
economic environment in which the Company operates (‘the functional currency’). The standalone financial statements are
presented in Indian rupee (INR), which is Company’s functional and presentation currency.
Transactions and Balances
Foreign currency transactions are translated into the functional currency using exchange rates at the date of the transaction.
Foreign exchange gains and losses from settlement of these transactions and from translation of monetary assets and liabilities
at the reporting date exchange rates are recognised in the Statement of Profit and Loss except in case of certain long term
foreign currency monetary items where the treatment is as under:
The Company has availed an option of continuing the policy adopted for exchange differences arising from translation
of long term foreign currency monetary items outstanding as on March 31, 2016 in accordance with Para 46A of
AS-11 “The Effects of changes in Foreign Exchange Rates” of Previous GAAP. Accordingly, foreign exchange gain/
losses on long term foreign currency monetary items relating to the acquisition of depreciable assets are added to or
deducted from the cost of such assets and in other cases, such gains or losses are accumulated in a “Foreign Currency
Monetary Item Translation Difference Account” to be amortised over the remaining life of the concerned monetary item.
Non monetary items which are carried at historical cost denominated in foreign currency are reported using the exchange rates
at the dates of the transaction.
Foreign Exchange gain and losses are presented in other expenses / income in the standalone statement of Profit and Loss on
a net basis.
83
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
(f)
Financial Instruments
The Company recognises financial assets and liabilities when it becomes a party to the contractual provisions of the instrument.
All financial assets and liabilities are recognised at fair values on initial recognition, except for trade receivables which are
initially measured at transaction price.
(I)
Financial Assets
(i)
Classification
The Company classifies its financial assets in the following measurement categories:
●
those to be measured subsequently at fair value (either through other comprehensive income, or through
profit or loss), and
those measured at amortised cost.
●
The classification depends on the entity’s business model for managing the financial assets and the contractual
terms of the cash flows.
For assets measured at fair value, gains and losses will either be recorded in Statement of Profit and Loss or other
comprehensive income. For investments in debt instruments, this will depend on the business model in which the
investment is held. For investments in equity instruments, this will depend on whether the Company has made an
irrevocable election at the time of initial recognition to account for the equity investment at fair value through
other comprehensive income.
The Company reclassifies debt investments when and only when its business model for managing those assets
changes.
(ii) Measurement
Initial
Financial assets are measured at fair value through profit or loss unless they are measured at amortised cost or at
fair value through other comprehensive income on initial recognition. The transaction cost directly attributable to
the acquisition of financial assets and liabilities at fair value through profit or loss are immediately recognised in
statement of profit and loss.
Financial assets with embedded derivatives are considered in their entirety when determining whether their cash
flows are solely payment of principal and interest.
Subsequent
Debt instruments
Subsequent measurement of debt instruments depends on the Company’s business model for managing the asset
and the cash flow characteristics of the asset. There are three measurement categories into which the Company
classifies its debt instruments:
●
Amortised cost
Assets that are held for collection of contractual cash flows where those cash flows represent solely
payments of principal and interest are measured at amortised cost. A gain or loss on a debt investment
that is subsequently measured at amortised cost and is not part of a hedging relationship is recognised
in Statement of Profit and Loss when the asset is derecognised or impaired. Interest income from these
financial assets is included in finance income using the effective interest rate method.
●
Fair Value through Other Comprehensive Income (FVOCI)
Assets that are held for collection of contractual cash flows and for selling the financial assets, where
the assets’ cash flows represent solely payments of principal and interest, are measured at fair value
through other comprehensive income (FVOCI). Movements in the carrying amount are taken through OCI,
except for the recognition of impairment gains or losses, interest revenue and foreign exchange gains and
losses which are recognised in the Statement of Profit and Loss. When the financial asset is derecognised,
the cumulative gain or loss previously recognised in OCI is reclassified from equity to profit or loss and
recognised in the Statement of Profit and Loss. Interest income from these financial assets is included in
other income using the effective interest rate method.
●
Fair Value through Profit or Loss (FVTPL)
Assets that do not meet the criteria for amortised cost or FVOCI are measured at fair value through profit or
loss. A gain or loss on a debt investment that is subsequently measured at fair value through profit or loss
and is not part of a hedging relationship is recognised in the Statement of Profit and Loss and presented
net in the Statement of Profit and Loss in the period in which it arises. Interest income from these financial
assets is included in other income.
84
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
Equity instruments
The Company subsequently measures all equity investments at fair value. Where the Company’s management
has elected to present fair value gains and losses on equity investments in other comprehensive income, there is
no subsequent reclassification of fair value gains and losses to the Standalone Statement of Profit and Loss.
Changes in the fair value of financial assets at fair value through profit or loss are recognised in other expenses /
income in the Standalone Statement of Profit and Loss. Impairment losses (and reversal of impairment losses) on
equity investments measured at FVOCI are not reported separately from other changes in fair value.
Investments in Subsidiaries, Associates and Joint-Ventures
The Company has accounted for its equity instruments in Subsidiaries, Associates and Joint-Ventures at cost
except where Investments are accounted for at cost shall be accounted in accordance with Ind AS 105, wherein
they are classified as assets held for sale.
Ind AS 101“First-time Adoption of Indian Accounting Standards” permits a first time adopter to measure its each
investment in subsidiaries, joint ventures or associates, at the date of transition, at cost determined in accordance
with Ind AS 27 “Separate Financial Statements” or deemed cost. The deemed cost of such investment can be
it’s fair value at date of transition to Ind AS of the Company, or Previous GAAP carrying amount at that date. The
Company had elected to measure its investment in Reliance Power Limited, associate of the Company, which will
be regarded at deemed cost at its fair value on transition date. The rest of the investments in subsidiaries, joint
ventures and associates were carried at their Previous GAAP carrying values as its deemed cost on the transition
date.
(iii)
Impairment of Financial Assets
The Company assesses on a forward looking basis the expected credit losses associated with its assets carried at
amortised cost and FVOCI debt instruments. The impairment methodology applied depends on whether there has
been a significant increase in credit risk. Note No 48 details how the Company determines whether there has been
a significant increase in credit risk.
For trade receivables, the Company measures the expected credit loss associated with its trade receivables based
on historical trend, industry practices and the business environment in which the entity operates or any other
appropriate basis. The impairment methodology applied depends on whether there has been a significant increase
in credit risk.
(iv) De recognition of Financial Assets
A financial asset is derecognised only when:
●
●
●
Right to receive cash flow from assets have expired or
The Company has transferred the rights to receive cash flows from the financial asset or
It retains the contractual rights to receive the cash flows of the financial asset, but assumes a contractual obligation
to pay the received cash flows in full without material delay to a third party under a “pass through”
arrangement.
Where the entity has transferred an asset, the Company evaluates whether it has transferred substantially all risks
and rewards of ownership of the financial asset. In such cases, the financial asset is derecognised.
Where the entity has neither transferred a financial asset nor retains substantially all risks and rewards of ownership
of the financial asset, the financial asset is derecognised if the Company has not retained control of the financial
asset. Where the Company retains control of the financial asset, the asset is continued to be recognised to the
extent of continuing involvement in the financial asset.
(II) Financial Liabilities
Initial Recognition and Measurement
All financial liabilities are recognised initially at fair value and in the case of loans and borrowings and payables, net of
directly attributable transaction costs. The Company’s financial liabilities include trade and other payables, loans and
borrowings including bank overdrafts and derivative financial instruments.
Subsequent measurement
Financial liabilities at amortized cost: After initial measurement, such financial liabilities are subsequently measured
at amortized cost using the effective interest rate (EIR) method. Amortized cost is calculated by taking into
account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR
amortization is included in finance costs in the Statement of Profit and Loss.
85
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
(a) Borrowings
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently
measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption
amount is recognised in the Statement of Profit and Loss over the period of the borrowings using the EIR method.
(b) Trade and Other Payables
These amounts represent liabilities for goods and services provided to the Company prior to the end of financial
year which are unpaid. Trade and other payables are presented as current liabilities unless payment is not due
within 12 months after the reporting period. They are recognised initially at their fair value and subsequently
measured at amortised cost using the effective interest method.
(c)
Financial Guarantee Obligations
The fair value of financial guarantees is determined as the present value of the difference in net cash flows
between the contractual payments under the debt instrument and the payments that would be required without
the guarantee, or the estimated amount that would be payable to a third party for assuming the obligations.
Where guarantees in relation to loans or other payables of subsidiaries, joint ventures or associates are provided
for no compensation, the fair values as on the date of transition are accounted for as contributions and recognised
as part of the cost of the equity investment.
Derecognition
A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires.
When an existing financial liability is replaced by another from the same lender on substantially different terms,
or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the
derecognition of the original liability and the recognition of a new liability.
The difference in the respective carrying amounts is recognized in the Statement of Profit and Loss.
(g)
Fair Value Measurement
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between
market participants at the measurement date. The fair value measurement is based on the presumption that the transaction
to sell the asset or transfer the liability takes place either:
§ In the principal market for the asset or liability, or
§ In the absence of a principal market, in the most advantageous market for the asset or liability
The principal or the most advantageous market must be accessible by the Company.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing
the asset or liability, assuming that market participants act in their economic best interest.
A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic
benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in
its highest and best use.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available
to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the standalone financial statements are categorized within
the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as
a whole:
Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities.
Level 2- Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or
indirectly observable.
Level 3 -Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.
For assets and liabilities that are recognised in the standalone financial statements on a recurring basis, the Company determines
whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level
input that is significant to the fair value measurement as a whole) at the end of each reporting period.
The Company’s Management determines the policies and procedures for both recurring and non–recurring fair value
measurement, such as derivative instruments and unquoted financial assets measured at fair value.
At each reporting date, the Management analyses the movements in the values of assets and liabilities which are required
to be remeasured or re-assessed as per the Company’s accounting policies. For this analysis, the Management verifies the
major inputs applied in the latest valuation by agreeing the information in the valuation computation to contracts and other
relevant documents.
86
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
The management also compares the change in the fair value of each asset and liability with relevant external sources to
determine whether the change is reasonable.
For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the
nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.
Disclosures for valuation methods, significant estimates and assumptions of Financial Instruments (including those carried
at amortised cost) (Refer Note No 2) and Quantitative disclosures of fair value measurement hierarchy (Refer Note No 48).
(h)
(i)
Derivatives
Derivatives including forward contracts are initially recognised at fair value on the date a derivative contract is entered
into and are subsequently re-measured to their fair value at the end of each reporting period. The Company does not
designate their derivatives as hedges and such contracts are accounted for at fair value through profit or loss and are
included in the Statement of Profit and Loss.
In respect of derivative transactions, gains / losses are recognised in the Statement of Profit and Loss on settlement.
On a reporting date, open derivative contracts are revalued at fair values and resulting gains / losses are recognised in
the Statement of Profit and Loss
(ii)
Embedded Derivatives
An embedded derivative is a component of a hybrid (combined) instrument that also includes a non-derivative host
contract – with the effect that some of the cash flows of the combined instrument vary in a way similar to a standalone
derivative. An embedded derivative causes some or all of the cash flows that otherwise would be required by the contract
to be modified according to a specified interest rate, financial instrument price, commodity price, foreign exchange rate,
index of prices or rates, credit rating or credit index, or other variable, provided in the case of a nonfinancial variable
that the variable is not specific to a party to the contract. Reassessment only occurs if there is either a change in the
terms of the contract that significantly modifies the cash flows that would otherwise be required or a reclassification of
a financial asset out of the fair value through profit or loss.
Derivatives embedded in a host contract that is a financial asset within the scope of Ind AS 109 “Financial Instruments”
are not separated. Financial assets with embedded derivatives are considered in their entirety when determining whether
their cash flows are solely payment of principal and interest.
Derivatives embedded in all other host contract are separated only if the economic characteristics and risks of the
embedded derivative are not closely related to the economic characteristics and risks of the host and are measured at
fair value through profit or loss. Embedded derivatives closely related to the host contracts are not separated.
(i)
Offsetting Financial Instruments
Financial assets and liabilities are offset and the net amount is reported in the balance sheet where there is a legally enforceable
right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the
liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the
normal course of business and in the event of default, insolvency or bankruptcy of the Company or the counterparty.
(j)
Property, Plant and Equipment
Property, Plant and Equipment assets are carried at cost net of tax / duty credit availed less accumulated depreciation and
accumulated impairment losses, if any. Cost includes expenditure that is directly attributable to the acquisition of the items.
Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it
is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be
measured reliably. The carrying amount of any component accounted for as a separate asset is de-recognized when replaced.
All other repairs and maintenance are charged to the Statement of Profit and Loss during the reporting period in which they
are incurred.
Capital work in progress (CWIP) includes cost of property, plant and equipment under installation / under development, as
at balance sheet date. All project related expenditure viz. civil works, machinery under erection, construction and erection
materials, preoperative expenditure incidental / attributable to the construction of projects, borrowing cost incurred prior to
the date of commercial operations and trial run expenditure are shown under CWIP. These expenses are net of recoveries and
income (net of tax) from surplus funds arising out of project specific borrowings.
Property, Plant and Equipment are derecognised from the standalone financial statements, either on disposal or when retired
from active use.
Gains and losses on disposal or retirement of Property, Plant and Equipment are determined by comparing proceeds with
carrying amount.These are recognized in the Statement of Profit and Loss.
87
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
Depreciation methods, estimated useful lives and residual value
Power Business:
Property, Plant and Equipment relating to license business and other power business are depreciated under the straight line
method as per the rates and useful life prescribed as per the Electricity Regulations, as referred to in Part “B” of Schedule II
to the Act. Depreciation on amount of fair valuation for assets carried at fair value on date of transition is charged over the
balance residual life of the assets considering the life prescribed as per the Electricity Regulation.
Once the individual asset is depreciated to the extent of seventy (70) percent, remaining depreciable value as on March 31
of the year closing shall be spread over the balance useful life of the asset, as provided in the Electricity Regulations. The
residual values are not more than 10% of the cost of the assets.
Engineering and Construction Business
Property, Plant and Equipment of E&C Business are depreciated under the reducing balance method as per
the useful life and in the manner prescribed in Part “C” Schedule II to the Act.
Other Activities
Property, Plant and Equipment of other activities have been depreciated under the straight line method as per the useful life
and in the manner prescribed in Part “C” Schedule II to the Act.
(k)
Investment Property
Investment property comprise portion of office building that are held for long term yield and / or capital appreciation.
Investment property is initially recognised at cost. Subsequently investment property comprising of building is carried at
cost less accumulated depreciation and accumulated impairment losses.
The cost includes the cost of replacing parts and borrowing costs for long-term construction projects if the recognition criteria
are met. When significant parts of the investment property are required to be replaced at intervals, the Company depreciates
them separately based on their specific useful lives. All other repair and maintenance costs are recognized in Statement of
Profit and Loss as incurred.
Depreciation on Investment Property is depreciated under the straight line method as per the rates and the useful life
prescribed as per Schedule II of the Companies Act.
Though the Company measures investment property using cost based measurement, the fair value of investment property is
disclosed in the notes. Fair values are determined based on periodical basis performed by an accredited external independent
valuer applying a valuation model recommended by the International Valuation Standards Committee.
Investment properties are derecognised when either they have been disposed of or when the investment property is
permanently withdrawn from use and no economic benefit is expected from its disposal.
The difference between the net disposal proceeds and the carrying amount of the asset is recognized in the Statement of
Profit and Loss.
(l)
Intangible Assets
Intangible assets are stated at cost of acquisition net of tax/duty credits availed, if any, less accumulated amortisation /
depletion / impairment. Cost includes expenditure directly attributable to the acquisition of asset.
Amortisation Method:
Softwares are amortised over a period of 3 years.
Intangible Assets are derecognised from the standalone financial statements, either on disposal or when retired from active use.
Gains and losses on disposal or retirement of Intangible Assets are determined by comparing proceeds with carrying amount.
These are recognized in the standalone Statement of Profit and Loss.
(m)
Inventories
Inventories are stated at lower of cost and net realisable value. In case of fuel, stores and spares “cost” means weighted
average cost. Unserviceable / damaged stores and spares are identified and written down based on technical evaluation.
Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion
and estimated costs necessary to make the sale.
(n) Allocation of Expenses
Common overheads are absorbed by various jobs in proportion to the prime cost of each job.
(o)
Employee Benefits
(i)
Short-term Obligations
Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12
months after the end of the period in which the employees render the related service are recognised in respect of
88
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
employees’ services up to the end of the reporting period and are measured at the amounts expected to be paid when
the liabilities are settled. The liabilities are presented as short term employee benefit obligations in the balance sheet.
(ii) Post-employment Obligations
The Company operates the following post-employment schemes:
(a)
(b)
defined benefit plans such as gratuity and
defined contribution plans such as provident fund, superannuation fund etc.
Defined Benefit Plans
(a) Gratuity Obligations
The liability or asset recognised in the balance sheet in respect of defined benefit gratuity plans is the present value of the
defined benefit obligation at the end of the reporting period less the fair value of plan assets. The defined benefit obligation
is calculated annually by actuaries using the projected unit credit method. The present value of the defined
benefit obligation is determined by discounting the estimated future cash outflows by reference to market yields
at the end of the reporting period on government bonds that have terms approximating to the terms of the
related obligation. The net interest cost is calculated by applying the discount rate to the net balance of the
defined benefit obligation and the fair value of plan assets. This cost is included in employee benefit expense in
the Statement of Profit and Loss. Remeasurement of gains and losses arising from experience adjustments and
changes in actuarial assumptions are recognised in the period in which they occur, directly in other comprehensive
income. They are included in retained earnings in the statement of changes in equity and in the balance sheet.
Changes in the present value of the defined benefit obligation resulting from plan amendments or curtailments
are recognised immediately in profit or loss as past service cost. The Company contributes to a trust set up by
the Company which further contributes to policies taken from Insurance Regulatory and Development Authority
(IRDA) approved insurance companies.
(b) Provident Fund
The benefit involving employee established provident funds, which require interest shortfall to be recompensated
are to be considered as defined benefit plans. As per the Audited Accounts of Provident Fund Trust maintained by
the Company, the shortfall arising in meeting the stipulated interest liability, if any, gets duly provided for.
Defined Contribution plans
The Company pays provident fund contributions to publicly administered provident funds as per local regulations.
The Company has no further payment obligations once the contributions have been paid. The contributions are
accounted for as defined contribution plans and the contributions are recognized as employee benefit expense
when they are due. Prepaid contributions are recognized as an asset to the extent that a cash refund or a
reduction in the future payments is available. Superannuation plan, a defined contribution scheme is administered
by IRDA approved Insurance Companies.
(iii) Other long-term employee benefit obligations
The liabilities for earned leave and sick leave are not expected to be settled wholly within 12 months after the end of
the reporting period in which the employees render the related service. They are therefore measured as the present
value of expected future payments to be made in respect of services provided by employees up to the end of the
reporting period using the projected unit credit method. The benefits are discounted using the market yields at the end of
the reporting period that have terms approximating to the terms of the related obligation. Remeasurements as a result
of experience adjustments and changes in actuarial assumptions are recognised in the Statement of Profit and Loss.
The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional right
to defer settlement for at least twelve months after the reporting period, regardless of when the actual settlement is
expected to occur.
(p) Treasury Shares
The Company has created a Reliance Infrastructure ESOS Trust (ESOS Trust) for providing share-based payment
to its employees. The Company uses ESOS Trust as a vehicle for distributing shares to employees under the employee
remuneration schemes. The ESOS Trust buys shares of the company from the market, for giving shares to employees.
The Company treats ESOS Trust as its extension and shares held by ESOS Trust are treated as treasury shares.
Reliance Infrastructure ESOS Trust has in substance acted as an agent and the Company as a sponsor retains the majority of
the risks rewards relating to funding arrangement. Accordingly, the Company has recognised issue of shares to the Trust as the
issue of treasury shares and deducted the total cost of such shares from a separate category of equity (Treasury Shares) by
consolidating Trust into standalone financial statements of the Company.
(q) Borrowing Costs
Borrowing cost includes interest, amortisation of ancillary cost incurred in connection with the arrangement of borrowings and
the exchange differences arising from foreign currency borrowings to the extent they are regarded as an adjustment to the
89
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
interest cost. General and specific borrowing costs that are directly attributable to the acquisition, construction or production of a
qualifying asset are capitalized during the period of time that is required to complete and prepare the asset for its intended use
or sale. Qualifying assets are assets that necessarily take a substantial period of time to get ready for their intended use or sale.
Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets
is deducted from the borrowing costs eligible for capitalization.
Other borrowing costs are expensed in the period in which they are incurred.
(r)
Income Taxes
Income tax expense for the year comprises of current tax and deferred tax. Income tax is recognised in the Statement of Profit
and Loss except to the extent that it relates to items recognised in ‘Other Comprehensive Income’ or directly in equity, in which
case the tax is recognised in ‘Other Comprehensive Income’ or directly in equity, respectively.
The income tax expense or credit for the period is the tax payable on the current period’s taxable income based on the
applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to
temporary differences and to unused tax losses.
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the reporting
date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax
regulation is subject to interpretation. It establishes provisions where appropriate, on the basis of amounts expected to be paid
to the tax authorities.
Deferred income tax is provided in full, using the Balance Sheet approach, on temporary differences arising between the
tax bases of assets and liabilities and their carrying amounts in the standalone financial statements. Deferred income tax is
determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the reporting period and
are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.
Deferred tax assets are recognised for all deductible temporary differences and unused tax losses only if it is probable that
future taxable amounts will be available to utilise those temporary differences and losses. Deferred tax liabilities are not
recognised for temporary differences between the carrying amount and tax bases of investments in subsidiaries and associates
and interest in joint arrangements where the Company is able to control the timing of the reversal of the temporary differences
and it is probable that the differences will not reverse in the foreseeable future.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and
when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the
entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the
liability simultaneously.
(s)
Provisions
Provisions for legal claims / disputed matters and other matters are recognised when the Company has a present legal or
constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the
obligation and the amount can be reliably estimated. Provisions are not recognised for future operating losses.
Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by
considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to
any one item included in the same class of obligations may be small.
Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present
obligation at the end of the reporting period. The discount rate used to determine the present value is a pre-tax rate that
reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the
provision due to the passage of time is recognised as finance cost.
(t)
Contingent Liabilities and Contingent Assets
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence
or non-occurrence of one or more uncertain future events beyond the control of the Company or a present obligation that is
not recognized because it is probable that an outflow of resources will not be required to settle the obligation. However, if the
possibility of outflow of resources, arising out of present obligation, is remote, the same is not disclosed as contingent liability.
A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognized because it cannot be
measured reliably. The Company does not recognize a contingent liability but discloses its existence in the notes to standalone
financial statements. A Contingent asset is not recognized in standalone financial statements, however, the same is disclosed
where an inflow of economic benefit is probable.
(u)
Impairment of Non-financial Assets
Assessment for impairment is done at each Balance Sheet date as to whether there is any indication that a non-financial asset
may be impaired. Indefinite-life intangibles are subject to a review for impairment annually or more frequently if events or
circumstances indicate that it is necessary. For the purpose of assessing impairment, the smallest identifiable group of assets
that generates cash inflows from continuing use that are largely independent of the cash inflows from other assets or group
90
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
of assets is considered as a cash generating unit. Goodwill acquired in a business combination is, from the acquisition date,
allocated to each of the Company’s cash-generating units that are expected to benefit from the synergies of the combination,
irrespective of whether other assets or liabilities of the acquiree are assigned to those units. If any indication of impairment
exists, an estimate of the recoverable amount of the individual asset/cash generating unit is made. Asset/cash generating
unit whose carrying value exceeds their recoverable amount are written down to the recoverable amount by recognizing the
impairment loss as an expense in the Statement of Profit and Loss.
The impairment loss is allocated first to reduce the carrying amount of any goodwill (if any) allocated to the cash generating
unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit. Recoverable
amount is higher of an asset’s or cash generating unit’s fair value less cost of disposal and its value in use. Value in use is the
present value of estimated future cash flows expected to arise from the continuing use of an asset or cash generating unit and
from its disposal at the end of its useful life.
Assessment is also done at each Balance Sheet date as to whether there is any indication that an impairment loss recognized
for an asset in prior accounting periods may no longer exist or may have decreased. An impairment loss recognized for goodwill
is not reversed in subsequent periods.
(v) Cash and Cash Equivalents
Cash and cash equivalents in the Balance Sheet comprise of cash on hand, demand deposits with Banks, other short-term,
highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash
and which are subject to an insignificant risk of changes in value.
(w) Cash flow Statement
Cash flows are reported using the indirect method, whereby profit before tax is adjusted for the effects of transactions of non-
cash nature and any deferrals or accruals of past or future cash receipts or payments. The cash flows from operating, investing
and financing activities of the Company are segregated based on the available information.
(x) Accounting for Oil and Gas Activity
Oil and natural gas exploration and evaluation expenditures are accounted for using the ‘successful efforts’ method of
accounting. Costs are accumulated on a field-by-field basis. Geological and geophysical costs are expensed as incurred. Costs
directly associated with an exploration well, and exploration and property leasehold acquisition costs, are capitalised until the
determination of reserves is evaluated. If it is determined that commercial discovery has not been achieved, these costs are
charged to expense.
(y) Contributed Equity
Equity shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown
in equity as a deduction, net of tax, from the proceeds.
(z) Dividends
Provision is made for the amount of any dividend declared, being appropriately authorised and no longer at the discretion of
the entity, on or before the end of the reporting period but not distributed at the end of the reporting period.
(aa) Earnings per Share (EPS)
Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders by the
weighted average number of equity shares outstanding during the period.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders
and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential
equity shares.
Both Basic earnings per share and Diluted earnings per share have been calculated with and without considering income from
Rate Regulated activities and Discontinued Operations and also before withdrawal of general reserve from the Net Profit
attributable to Equity Shareholders.
(bb) Leases
The determination of whether an arrangement is (or contains) a lease is based on the substance of the arrangement at the
inception of the lease. The arrangement is, or contains, a lease if fulfillment of the arrangement is dependent on the use of
a specific asset or assets and the arrangement conveys a right to use the asset or assets, even if that right is not explicitly
specified in an arrangement.
As a lessee
Leases of property, plant and equipment where the Company, as lessee, has substantially obtained all the risks and rewards of
ownership are classified as finance leases. Finance leases are capitalised at the lease’s inception at the fair value of the leased
property or, if lower, the present value of the minimum lease payments. The corresponding rental obligations, net of finance
charges, are included in borrowings or other financial liabilities as appropriate.
91
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
Each lease payment is allocated between the liability and finance cost. The finance cost is charged to the Statement of Profit
and Loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability
for each period. Contingent rentals are recognised as expenses in the periods in which they are incurred.
Leases in which a significant portion of the risks and rewards of ownership are not transferred to the Company as lessee are
classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are
charged to Statement of Profit and Loss on a straight-line basis over the period of the lease unless the payments are structured
to increase in line with expected general inflation to compensate for the lessor’s expected inflationary cost increases.
As a lessor
Leases in which the Company does not transfer substantially all the risks and rewards of ownership of an asset are classified as
operating leases. Rental income from operating lease is recognised on a straight-line basis over the term of the relevant lease
unless the receipts are structured to increase in line with expected general inflation to compensate for the lessor’s expected
inflationary cost increases.
Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased
asset and recognised over the lease term on the same basis as rental income. Contingent rents are recognised as revenue in
the period in which they are earned.
Leases are classified as finance leases when substantially all of the risks and rewards of ownership transfer from the
Company to the lessee. Amounts due from lessees under finance leases are recorded as receivables at the entity’s net
investment in the leases. Finance lease income is allocated to accounting periods so as to reflect a constant periodic rate
of return on the net investment outstanding in respect of the lease.
(cc) Non-current assets (or disposal group) held for sale and discontinued operations
Non-current assets (or disposal group) are classified as held for sale if their carrying amount will be recovered principally
through a sale transaction rather than through continuing use and a sale is considered highly probable. They are
measured at the lower of their carrying amount and fair value less costs to sell, except for assets such as deferred tax
assets, assets arising from employee benefits, financial assets and contractual rights under insurance contracts, which
are specifically exempt from this requirement.
An impairment loss is recognized for any initial or subsequent write-down of the asset (or disposal group) to fair
value less costs to sell. A gain is recognized for any subsequent increases in fair value less costs to sell of an asset
(or disposal group), but not in excess of any cumulative impairment loss previously recognized. A gain or loss not
previously recognized by the date of the sale of the non-current asset (or disposal group) is recognized at the date of
de-recognition.
Non-current assets (including those that are part of a disposal group) are not depreciated or amortized while they are
classified as held for sale. Interest and other expenses attributable to the liabilities of a disposal group classified as held
for sale continue to be recognized.
Non-current assets classified as held for sale and the assets of a disposal group classified as held for sale are presented
separately from the other assets in the balance sheet. The liabilities of a disposal group classified as held for sale are
presented separately from other liabilities in the balance sheet.
A discontinued operation is a component of the entity that has been disposed of or is classified as held for sale and that
represents a separate major line of business or geographical area of operations, is part of a single co-ordinated plan
to dispose of such a line of business or area of operations, or is a subsidiary acquired exclusively with a view to resale.
The results of discontinued operations are presented separately in the Statement of Profit and Loss.
(dd) Interest in Joint Operations
The Company has joint operations within its Engineering and Construction segment and participates in several unincorporated
joint operations which involve the joint control of assets used in Engineering and Construction activities. 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 standalone financial statements, according to the participating interest of the Company.
(ee) Business Combinations
Common control business combinations include transactions, such as transfer of subsidiaries or businesses, between entities
within a group.
Business combinations involving entities or businesses under common control are accounted for using the pooling of interests
method, the assets and liabilities of the combining entities are reflected at their carrying amounts, the only adjustments that
are made are to harmonise accounting policies.
92
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
2.
Critical estimates and judgements
The presentation of standalone financial statements under Ind AS requires management to take decisions and make estimates
and assumptions that may impact the value of revenues, costs, assets and liabilities and the related disclosures concerning the
items involved as well as contingent assets and liabilities at the balance sheet date. Estimates and judgements are continually
evaluated and are based on historical experience and other factors, including expectations of future events that are believed to
be reasonable under the circumstances. The Company makes estimates and assumptions concerning the future. The resulting
accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a
significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year
are discussed below.
●
Estimation of deferred tax assets recoverable
Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be
available against which the same can be utilised. Significant management judgement is required to determine the
amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits
together with future tax planning strategies.
The Company has ` 55.33 Crore (` 55.33 Crore) of Minimum Alternate Tax (MAT) credit entitlement assets. According
to management’s estimate, these balances will expire and may not be used to offset taxable income. The Company
neither has any taxable temporary difference nor any tax planning opportunities available that could partly support the
recognition of these MAT credit entitlement as deferred tax assets. On this basis, the Company has determined that it
cannot recognise deferred tax assets on these balances.
Similarly the Company has unused capital gain tax losses of ` 341.77 Crore (` 820.77 as at March 31, 2019), which
according to the management will expire and may not be used to offset taxable gain, if any, incurred by the Company.
Refer note no 23(c) for amounts of such temporary differences on which deferred tax assets are not recognized.
●
Estimated fair value of unlisted securities
The fair value of financial instruments that are not traded in an active market is determined using valuation techniques.
The Company uses its judgement to select a variety of methods and make assumptions that are mainly based on market
conditions existing at the end of each reporting period. Refer Note No. 48 on fair value measurements where the
assumptions and methods to perform the same are stated.
●
Estimation of defined benefit obligation
The cost of the defined benefit gratuity plan and other post-employment employee benefits and the present value
of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various
assumptions that may differ from actual developments in the future. These include the determination of the discount
rate, future salary increases and mortality rates.
Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive
to changes in these assumptions. All assumptions are reviewed at each reporting date.
The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans
operated in India, the management considers the interest rates of government bonds in currencies consistent with the
currencies of the post-employment benefit obligation.
The mortality rate is based on publicly available Indian Assured Lives Mortality (2006-08) Ultimate. Those mortality
tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity
increases are based on expected future inflation rates for the respective countries. Refer Note No. 43 for key actuarial
assumptions.
●
Impairment of trade receivables, loans and other financial assets
The impairment provisions for financial assets are based on assumptions about risk of default and expected loss
rates. The Company uses judgement in making these assumptions and selecting the inputs to the impairment
calculation, based on the Company’s past history, existing market conditions as well as forward looking estimates
at the end of each reporting period.
Refer Note No. 48 on financial risk management where credit risk and related impairment disclosures are made.
93
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
Note 3: Property, Plant and Equipment
Particulars
Freehold
Land
Leasehold
Land
Buildings Plant and
Machinery
Distribution
Systems
Railway
Siding
Furniture
and
Fixtures
Vehicles
Office
Equipment
Computers
Electrical
Installations
Total
Gross carrying amount
` Crore
Capital
work in
progress
As at April 1, 2017
2,624.42
58.31 1.566.06 8,482.60
4,795.85
8.20
22.43
27.05
16.27
40.77
23.56 17,665.52
183.67
Additions
Disposals
Closing gross carrying
amount as on March 31,
2018
Accumulated depreciation
and impairment
As at April 1, 2017
Depreciation charge during
the year
Impairment loss-Reversal
Disposals
Closing accumulated
depreciation and
impairment as on March
31,2018
Net carrying amount as
on March 31, 2018
Gross carrying amount
Opening gross carrying
amount as at April 1,
2018
-
-
0.68
42.81
-
3.16
251.70
161.31
195.28
0.93
-
-
0.90
0.12
4.36
5.90
0.88
0.05
5.46
0.01
2.70
0.12
504.77
171.60
33.34
-
2,624.42
58.99 1,605.71 8,572.99
4,990.20
8.20
23.21
25.51
17.10
46.22
26.14 17,998.69
217.01
-
-
-
-
-
3.97
1.92
163.12 1,174.32
61.42
538.32
449.22
238.84
1.76
0.36
-
-
-
0.88
31.04
36.44
-
0.11
-
-
5.89
223.66 1,645.16
687.95
2.12
3.82
1.81
-
0.04
5.59
5.06
2.96
-
1.77
6.25
2.59
1.38
-
0.04
3.93
11.57
5.99
-
0.01
17.55
4.57
2.18
-
0.07
6.68
1,820.00
855.18
31.04
39.36
2,604.78
2,624.42
53.10 1,382.05 6,927.83
4,302.25
6.08
17.62
19.26
13.16
28.67
19.46 15,393.91
217.01
2,624.42
58.99 1,605.71 8,572.99
4,990.20
8.20
23.21
25.51
17.10
46.22
26.14 17,998.69
217.01
Additions
12.86
-
0.80
4.62
-
-
0.10
0.01
Assets related to
Discontinued Operations
-refer note 42(a)
2,364.84
38.79 1,447.56 8,125.97
4,990.20
8.20
20.76
18.55
0.13
15.29
1.00
41.43
0.12
19.64
2.14
21.21 17,092.80
189.47
Disposals/adjustment
-
-
-
6.21
272.44
20.20
158.95
445.43
-
-
-
-
0.01
2.54
1.51
5.46
0.53
1.41
1.27
4.52
0.41
4.64
9.94
3.67
915.59
26.01
Closing gross carrying
amount as on March 31,
2019
Accumulated depreciation
and impairment
As at April 1, 2018
Depreciation charge during
the year
Impairment loss
Assets related to
Discontinued Operations
-refer note 42(a)
Disposals
Closing accumulated
depreciation and
impairment as on March
31,2019
Net carrying amount as
on March 31, 2019
Notes:
-
-
-
-
-
223.66 1,645.16
687.95
2.12
5.89
0.63
9.27
39.32
-
-
-
-
5.59
0.26
6.25
0.82
3.93
0.19
17.55
0.76
6.68
0.48
2,604.78
51.73
-
-
-
-
-
18.00
-
-
18.00
3.87
200.96 1,453.79
687.95
2.12
4.47
4.29
3.25
16.16
4.50
2,381.36
-
-
4.38
2.65
31.97
244.31
0.01
1.37
0.31
2.47
0.50
0.37
1.22
0.93
0.18
2.48
6.60
286.55
-
-
-
-
-
-
-
-
-
-
-
-
272.44
17.55
126.99
201.12
1.17
2.99
1.04
3.59
2.16
629.04
26.01
The lease period for lease hold land varies from 35 Years to 99 years.
Property, Plant and Equipment of the Company are provided as security against the secured borrowings of the Company as
detailed in note no. 17 and 18 to the standalone financial statements.
(i)
(ii)
94
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019 (iii) Capital work-in-progress: Capital work in progress comprises expenditure for the plant in the course of construction.
Particulars
Year
Opening
Addition Capitalisation
CWIP Movement
CWIP Movement
2018-19
2017-18
217.01
183.67
2.14
525.25
3.67
491.91
Assets related
to Discontinued
Business
189.47
-
` Crore
Closing
26.01
217.01
(iv) Assets taken on finance lease: Terms of power purchase agreement with Vidarbha Industries Power Limited (VIPL) assessed as
finance lease has resulted in the certain asset classes being disclosed as assets of the Company. The Lease period is 25 years
and no renewal option given in the power purchase agreement. Details are as follows
Particulars
Leasehold Land
Buildings
Plant and Machinary
Furniture and Fixtures
Motor Vehicles
Office Equioments
Computers
Opening Carrying
Amount as at
April 1, 2017
24.78
402.95
3,124.65
1.16
1.07
0.83
0.77
` in Crore
Net carrying
amount as at
March 31, 2018
23.62
384.10
2,920.62
1.06
0.92
0.76
0.52
Depreciation
2017-18
1.16
18.85
204.03
0.10
0.15
0.07
0.25
The Company has an exclusive right to obtain the entire contracted capacity of a specified facility at all times and in turn the
power so purchased is used as a distribution licensee. The price at which purchase is made is regulated at a price which is
neither contractually fixed nor reflects the current market price
Pursuant to sale of MPB the lease arrangement has been transferred as referred in Note 42(a).
4.
Investment Property
Particulars
Gross Carrying Amount
Opening Gross Carrying Value
Additions
Closing Gross Carrying Value
Accumulated Depreciation
Opening accumulated depreciation
Depreciation during the year
Closing accumulated Depreciation
Net carrying value
` Crore
As at
March 31, 2019
As at
March 31, 2018
596.05
3.79
599.84
67.35
30.08
97.43
502.41
594.60
1.45
596.05
36.18
31.17
67.35
528.70
` Crore
(i)
Amounts recognised in the Statement of Profit and Loss for Investment Property
Particulars
Rental income
Direct operating expense from property that generated rental income
Profit from Investment Property before Depreciation
Depreciation
Profit from Investment Property
Year Ended
March 31, 2019
Year Ended
March 31, 2018
60.44
28.84
31.60
30.08
1.53
62.89
28.04
34.85
31.17
3.68
95
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
(ii) Contractual Obligations
The Company has no contractual obligations to purchase, construct or develop investment property. However, the
responsibility for its repairs, maintenance or enhancements is with the Company.
(iii) Fair Value
The Company had carried out fair valuation of the investment property during the previous year amounting to ` 531
Crore by the independent valuer. The Company does not envisage any significant decrease in the value of the property
as at March 31, 2019 as compared to previous year.
(iv) Pledged details
The Investment property are provided as security against the secured borrowings of the Company as detailed in note
no. 17 and 18 to the standalone financial statements
(v) Policy for Estimation of Fair Value
The Company obtains independent valuations for its investment properties periodically. The best evidence of fair value is
current prices in an active market for similar properties. Where such information is not available, the Company considers
information from a variety of sources including:
●
●
●
current prices in an active market for properties of different nature or recent prices of similar properties in less
active markets, adjusted to reflect those differences;
discounted cash flow projections based on reliable estimates of future cash flows; and
capitalised income projections based upon a property’s estimated net market income, and a capitalisation rate
derived from an analysis of market evidence.
The fair values of investment properties is determined by reputed third party, independent valuers.
The main inputs used are the rental growth rates, expected vacancy rates, terminal yields and discount rates based on
comparable transactions and industry data.
All resulting fair value estimates for investment properties are included in level 3.
5.
Other Intangible Assets
Computer Software
Gross carrying amount
As at April 01, 2017
Additions
Disposals
Closing gross carrying amount as on March 31, 2018
Accumulated amortisation and impairment
As at April 01, 2017
Amortisation charge during the year
Disposals
Closing accumulated amortisation and impairment as on March 31,2018
Net carrying amount as on March 31, 2018
Gross carrying amount
As at April 01, 2018
Additions
Transfer related to discontinue operations - refer note 42(a)
Disposals
Closing gross carrying amount as on March 31, 2019
Accumulated amortisation and impairment
As at April 01, 2018
Amortisation charge during the year
Transfer related to discontinue operations - refer note 42(a)
Disposals
Closing accumulated amortisation and impairment as on March 31,2019
Net carrying amount as on March 31, 2019
Note:
(1)
(2) Remaining amortisation period of computer software is between 0 to 2 years.
The above Intangible Assets are other than internally generated.
96
` Crore
20.37
0.97
-
21.34
6.74
2.74
-
9.48
11.86
21.34
0.01
20.07
0.04
1.24
9.48
0.02
9.04
0.04
0.42
0.82
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
6.
Inventories
Particulars
Fuel (including in transit and with third party ` Nil
(March 31, 2018 - ` 52.35 Crore))
Stores and Spares
Total
(Inventories are stated at lower of cost and net realisable value.)
As at
March 31,2019
0.02
7.48
7.50
` Crore
As at March
31,2018
219.07
116.60
335.67
7.
Financial assets
7(a) Non-current investments
Particulars
Face value
in ` unless
otherwise
specified
As at March 31, 2019
As at March 31, 2018
Number of
shares / units
Amount
` Crore
Number of
shares / units
Amount
` Crore
Investment in Equity Instruments (fully paid-up
unless specified)
In Subsidiary Companies at cost
Unquoted
BSES Rajdhani Power Limited^
BSES Yamuna Power Limited^
BSES Kerala Power Limited#
Reliance Power Transmission Limited
Parbati Koldam Transmission Company Limited^
Mumbai Metro One Private Limited**
Mumbai Metro Transport Private Limited
Delhi Airport Metro Express Private Limited
Tamil Nadu Industries Captive Power Company Limited
(` 5.35 per share Paid up)
Reliance Sea Link One Private Limited$$
PS Toll Road Private Limited^#
KM Toll Road Private Limited#
HK Toll Road Private Limited#
DA Toll Road Private Limited#
SU Toll Road Private Limited #^**
TD Toll Road Private Limited #
TK Toll Road Private Limited #
DS Toll Road Limited ^#
NK Toll Road Limited ^#
GF Toll Road Private Limited #
JR Toll Road Private Limited #
Nanded Airport Limited (Formerly known as Nanded
Airport Private Limited )*
Baramati Airport Limited(Formerly known as Baramati
Airport Private Limited )*
Latur Airport Limited(Formerly known as Latur Airport
Private Limited )*
Yavatmal Airport Limited(Formerly known as Yavatmal
Airport Private Limited )*
Osmanabad Airport Limited(Formerly
Osmanabad Airport Private Limited )*
known as
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
530,400,000
283,560,000
6,27,60,000
50,000
201,899,380
353,280,000
24,000
953,000
23,000,000
10,000
7,936
3,409,000
3,711,000
9,018,000
18,412,260
10,744,920
12,755,650
5,210,000
4,477,000
1,961,100
10,704
741,308
554,712
215,287
87,107
207,120
530.40
283.56
82.81
19.19
202.08
761.48
0.02
1.34
-
-
5.61
34.00
37.26
91.43
208.73
105.31
143.54
5.21
4.48
195.12
8.53
7.39
5.52
2.13
0.85
2.05
530,400,000
283,560,000
6,27,60,000
50,000
201,899,380
353,280,000
24,000
953,000
23,000,000
10,000
7,936
3,409,000
3,711,000
9,018,000
18,412,260
10,744,920
12,755,650
5,210,000
4,477,000
1,961,100
10,703
741,308
554,712
215,287
87,107
207,120
530.40
283.56
82.81
19.19
202.08
761.48
0.02
1.34
-
0.77
5.61
34.00
37.26
91.43
208.73
105.31
143.54
5.21
4.48
195.12
5.38
7.39
5.52
2.13
0.85
2.05
97
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019 Particulars
Reliance Airport Developers Limited
CBD Tower Private Limited
Reliance Energy Trading Limited
Reliance Cement Corporation Private Limited
Reliance Electric Generation and Supply Limited $
Utility Infrastructure & Works Private Limited
Reliance Defence Limited
Reliance Smart Cities Limited
Reliance E-Generation and Management Private Limited
Reliance Energy Limited
Reliance Property Developers Private Limited
Reliance Cruise and Terminals Limited
Reliance Armaments Limited
Reliance Ammunition Limited
Reliance Velocity Limited
In Associate Companies measured at cost
Quoted
Reliance Power Limited ^#
In Others at FVTPL
Yatra Online Inc.
Unquoted
Metro One Operation Private Limited @ Cost ` 30,000
Reliance Geo Thermal Power Private Limited @ Cost
` 25,000
RPL Sun Technique Private Limited
RPL Photon Private Limited
RPL Sun Power Private Limited
In Joint Venture Company measured at cost
Unquoted
Utility Powertech Limited
In Others at FVTPL
Unquoted
Urthing Sobla Hydro Power Private Limited @ ` 20000
Western Electricity Supply Company of Odisha Limited
(WESCO) @ ` 1000
North Eastern Electricity Supply Company of Odisha
Limited (NESCO) @ ` 1000
Southern Electricity Supply Company of Odisha
Limited(SOUTHCO) @ ` 1000
Crest Logistics and Engineers Private Limited
Rampia Coal Mine and Energy Private Limited
Reliance Infra Projects International Limited
Larimar Holdings Limited @ ` 4909
Indian Highways Management Company Limited
Jayamkondam Power Limited @ ` 1.
Nationwide Communication Private Limited @ ` 4000
Total
98
Face value
in ` unless
otherwise
specified
As at March 31, 2019
As at March 31, 2018
Number of
shares / units
Amount
` Crore
Number of
shares / units
Amount
` Crore
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
4,655,742
169,490,260
2,000,000
130,000
-
694,000
50,000
50,000
10,000
50,000
10,000
50,000
49,999
49,999
10,000
46.50
169.49
2.00
0.13
-
6.85
0.05
0.05
0.01
0.05
0.01
0.05
0.05
0.05
0.01
4,655,742
169,490,260
2,000,000
130,000
50,000
694,000
50,000
50,000
10,000
50,000
10,000
50,000
49,999
49,999
10,000
46.50
169.49
2.00
0.13
0.05
6.85
0.05
0.05
0.01
0.05
0.01
0.05
0.05
0.05
0.01
10
928,498,193
5231.18 1,211,998,193
6,828.42
USD 10
2,230,548
74.51
-
3,000
2,500
5,000
5,000
5,000
@
@
0.01
0.01
0.01
3,000
2,500
5,000
5,000
5,000
-
@
@
0.01
0.01
0.01
792,000
0.40
792,000
0.40
2,000
100
100
100
@
@
@
@
2,000
100
100
100
@
@
@
@
10
1
USD 1
USD 1
10
10
10
409,795
27,229,539
10,000
111
555,370
479,460
400
0.41
2.72
0.04
@
0.56
@
-
8,273.18
409,795
27,229,539
10,000
111
555,370
479,460
400
0.41
2.72
0.04
@
0.56
@
@
9793.58
10
10
10
10
10
10
10
10
10
10
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019 Particulars
Investment in Preference Shares (fully paid-up) at
FVTPL
In Others- Unquoted
Non-Convertible Redeemable Preference Shares in
Reliance Infra Projects International Limited
10% Non-Cumulative Non-Convertible Redeemable
Preference Shares in Crest Logistics and Engineers
Private Limited
6% Non-Cumulative Non-Convertible Redeemable
Preference Shares in Crest Logistics and Engineers
Private Limited @ ` 20,000
10% Non-Convertible Non-Cumulative Redeemable
Preference Shares in Jayamkondam Power Limited @
` 1
10% Non-convertible, Non-cumulative Redeemable
Preference Shares (Series D) in Crest Logistic and
Engineers Private Limited
6% Non-cumulative, Non-convertible Redeemable
Preference shares of Baramati Airport Limited (Formerly
known as Baramati Airport Private Limited )
6% Non-cumulative, Non-convertible Redeemable
Preference shares of Latur Airport Limited (Formerly
known as Latur Airport Private Limited )
6% Non-cumulative, Non-convertible Redeemable
Preference shares of Nanded Airport Limited (Formerly
known as Nanded Airport Private Limited )
6% Non-cumulative, Non-convertible Redeemable
Preference shares of Osmanabad Airport Limited
(Formerly known as Osmanbad Airport Private Limited )
6% Non-cumulative, Non-convertible Redeemable
Preference shares of Reliance Airport Developers Limited
6% Non-cumulative, Non-convertible Redeemable
Preference shares of Yavatmal Airport Limited (Formerly
known as Yavatmal Airport Private Limited )
Total
Investment in Debentures (fully paid-up) at FVTPL
Unquoted
10.50% Unsecured Redeemable Non-Convertible
Debentures in Crest Logistics and Engineers Private
Limited
10.50% Unsecured Redeemable Non-Convertible
Debentures in Crest Logistics and Engineers Private
Limited
Total
Investment in Government or Trust Securities at
amortised Cost
Quoted
Contingencies Reserve Investments
8.12% Central Government of India
8.27% Central Government of India
7.68% Central Government of India
7.68% Central Government of India
Total
Face value
in ` unless
otherwise
specified
As at March 31, 2019
As at March 31, 2018
Number of
shares / units
Amount
` Crore
Number of
shares / units
Amount
` Crore
USD 1
360,000
678.62
360,000
639.56
1
10
1
10
10
10
10
10
10
10
-
-
10,950,000
368.25
2,000
@
2,000
10,950,000
@
10,950,000
@
@
-
-
3,000,000
404.83
792,590
175,522
0.79
0.18
792,590
175,522
0.79
0.18
3,891,676
3.89
3,891,676
3.89
189,380
0.19
189,380
0.19
12,222,104
12.22
12,222,104
12.22
216,886
0.22
216,886
0.22
696.11
1,430.13
100
100,000,000
538.93
100,000,000
472.75
100
120,000,000
612.60
120,000,000
537.36
1,151.53
1,010.11
100
100
100
100
-
-
-
-
7,500,000
1,500,000
1,500,000
1,300,000
-
-
-
-
-
76.53
15.33
15.23
13.71
120.80
99
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
Particulars
Other Investments
Equity instruments in subsidiaries at Cost (unless
otherwise specified)
Unquoted
DS Toll Road Limited
NK Toll Road Limited
DA Toll Road Private Limited
HK Toll Road Private Limited
KM Toll Road Private Limited
Delhi Airport Metro Express Private Limited
PS Toll Road Private Limited
Mumbai Metro Transport Private Limited
Reliance Power Transmission Limited
Reliance Defence System Private Limited
Reliance Defence Limited
GF Toll Road Private Limited
JR Toll Road Private Limited
TK Toll Road Private Limited
TD Toll Road Private Limited
Reliance Defence Sys Tech Limited
Reliance Electric Generation and Supply Limited
Debt instruments in subsidiary at amortised Cost
(unless otherwise specified)
Unquoted
Mumbai Metro One Private Limited (at amortised cost)
Total
Less: Diminution in the value of Investments*** @
` 3,000/-
Total Non Current Investments
Aggregate amount of quoted investments
Aggregate amount of unquoted investments
Aggregate amount of impairment in the value of
investments (@ ` 3,000)
Face value
in ` unless
otherwise
specified
As at March 31, 2019
As at March 31, 2018
Number of
shares / units
Amount
` Crore
Number of
shares / units
Amount
` Crore
46.80
198.27
444.91
302.26
505.45
787.53
1,078.51
0.53
54.63
-
55.02
128.59
156.18
215.04
34.67
2.50
-
153.02
4163.91
46.80
198.27
444.91
302.26
474.15
787.53
1,078.51
0.53
54.63
1,508.17
44.42
121.20
148.08
211.52
32.95
-
3.70
142.85
5,600.48
679.07
13,605.66
Market Value Book Value
5,305.69
7,620.90
679.07
1,128.36
@
17,955.11
Market Value Book Value
6,949.22
- 11,005.89
@
4,496.03
* The Balance equity stake is held by another subsidiary, Reliance Airport Developers Limited
** 26,11,20,000 equity shares of Mumbai Metro One Private Limited and 3,68,245 (3,68,245) equity shares of SU Toll Road Private Limited are in
safe keep accounts.
*** inclued ` 678.62 crore in respect of Non-Convertible Redeemable Preference Shares in Reliance Infra Project International Limited.
^ 53,03,99,995 (53,03,99,995) shares of BSES Rajdhani Power Limited, 28,35,59,995 (28,35,59,995) shares of BSES Yamuna Power Limited,
5,470 (5,470) shares of PS Toll Road Private Limited, 13,91,46,870 (13,91,46,870) shares of Parbati Koldam Transmission Company Limited,
26,57,100 ( 26,57,100) shares of DS Toll Road Limited, 22,83,270 ( 22,83,270) shares of NK Toll Road Limited, 90,22,007 ( 90,22,007) shares
of SU Toll Road Private Limited, 10,19,00,000 (10,19,00,000) shares of Reliance Power Limited are pledged with the lenders of the respective
investee Companies.
# 45,99,180 (45,99,180) shares of DA Toll Road Private Limited, 2,466 (2,466) shares of PS Toll Road Private Limited, 10,22,700 (10,22,700)
shares of KM Toll Road Private Limited, 11,13,300 (11,13,300) shares of HK Toll Road Private Limited, 15,63,000 (15,63,000) shares of DS Toll
Road Limited, 13,43,100 (13,43,100) shares of NK Toll Road Limited, 55,23,678 (55,23,678) shares of SU Toll Road Private Limited, 5,88,330
(5,88,330) shares of GF Toll Road Private Limited, 2,462 (5,138) shares of JR Toll Road Private Limited, 32,23,476 (32,23,476) shares of TD
Toll Road Private Limited,38,26,695 (38,26,695) shares of TK Toll Road Private Limited, 53,90,73,203 (71,06,20,433) shares of Reliance Power
Limited, 1,88,28,000 (1,88,28,000) shares of BSES Kerala Power Limited are pledged with lenders of the company.
$ ceased to be a subsidiary of the Company during the year
$$ The Company is in process of strike off.
100
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019 The Company has an investment of ` 5,231.18 crore as at March 31, 2019 which represents 33.10% shareholding in Reliance
Power Limited (RPower), an associate company. Further, the Company also has net recoverable amounts aggregating to ` 1,219.63
crore from RPower as at March 31, 2019. RPower has incurred a net loss (after impairment of certain assets) of ` 2,951.82 crore
for the year ended 31 March 2019 and its current liabilities exceeded its current assets by ` 12,249.17 crore as at that date.
Management has performed an impairment assessment of its investment in RPower as required by Indian Accounting Standard
36 “Impairment of assets” /Indian Accounting Standard 109 “Financial Instruments”, by considering interalia the valuations of the
underlying subsidiaries of RPower which are based on their value in use (considering discounted cash flows) and valuations of other
assets of RPower/its subsidiaries based on their fair values, which have been determined by external valuation experts and / or
management’s internal evaluation. The determination of the value in use / fair value involves significant management judgement
and estimates on the various assumptions including relating to growth rates, discount rates, terminal value, time that may be required
to identify buyers, negotiation discounts etc. Further, management believes that the above assessment based on value in use / fair
value appropriately reflects the recoverable amount of the investment as the current market price/valuation of RPower does not
reflect the fundamentals of the business and is an aberration. Based on management’s assessment and the independent valuation
reports, no impairment is considered necessary on this investment and recoverable amounts.
7(b) Current investments
Face value
in ` unless
otherwise
stated
As at March 31, 2019
` Crore
As at March 31, 2018
Number of
shares /
units
Amount
` Crore
Number of
shares /
units
Amount
` Crore
Investment in Mutual Funds Units at FVTPL
Quoted
SBI Premiere Liquid Fund - Direct – Growth
Reliance Liquid Fund - Treasury Plan - Direct - Growth
Option
Taurus Liquid Mutual Fund - Direct Plan – Growth
Indiabulls Ultra Short Term Fund-Direct Plan-Growth
Contingencies Reserve Investments
Reliance Liquid Fund – Direct Plan- Growth Option
1000
1000
1000
10
1000
Aggregate amount of quoted investments
Aggregate amount of unquoted investments
Aggregate amount of impairment in the value of
investments
Financial Assets:
8.
Trade Receivables:
Particulars
-
-
-
-
-
Market
Value
-
-
139,585
301,270
281
450,389
-
-
-
-
-
38.03
127.74
0.05
77.84
243.66
-
-
-
Book Value
-
-
81,854
Market
Value
266.64
-
-
22.98
22.98
266.64
Book Value
266.64
-
-
As at March 31, 2019
As at March 31, 2018
Current Non current
Current Non current
` Crore
Unsecured considered good unless otherwise stated
Considered good including Retentions on Contract
Credit Impaired
Less: Provision for Doubtful Debts
Total
3,831.88
67.01
3,898.89
67.01
3,831.88
3.56
-
3.56
-
3.56
4,801.33
91.57
4,892.90
91.57
4,801.33
Company holds security deposits of ` Nil (March 31, 2018 - ` 376.58 Crore) in respect of power business debtors.
-
-
-
-
-
101
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
9.
Cash and Cash Equivalents
Particulars
Balances with Banks in*
Current Account
Bank Deposits with original maturity of less than 3 months
Unpaid Dividend Account
Cheques and drafts on hand (@ ` 4,000)
Cash on hand (@ ` 42,270)
Total
*Restricted Cash and Cash Balances:
The Company is required to keep restricted cash for
a)
b)
Payments of Dividend
Escrow accounts, details of which are given below:
Particulars
Unpaid Dividend Account
Escrow Account
Total
10. Bank Balances other than Cash and Cash Equivalents
Particulars
Bank Deposits with Original Maturity of more than 3 months
but less than 12 months
Total
11. Loans
As at
March 31,2019
` Crore
As at
March 31,2018
42.71
12.13
16.05
@
@
70.89
66.02
-
15.46
1.44
3.30
86.22
` Crore
As at
March 31,2019
As at
March 31,2018
16.05
-
16.05
15.46
11.88
27.34
` Crore
As at
March 31,2019
As at
March 31,2018
200.94
499.47
200.94
499.47
Particulars
(Unsecured, Considered good unless otherwise stated)
Loans - Intercorporate Deposits to
Related Parties* (Refer Note No. 34)
Others – Considered Good
Others – Credit Impaired
Less: Provision for Expected Credit Loss
Total
Loan to Employees*
(Unsecured, Considered good unless otherwise stated)
Security Deposits
Considered good
Credit Impaired
Less: Provision for diminution in value of deposits
As at March 31,2019
Current Non-Current
` Crore
As at March 31,2018
Current Non-Current
1,589.44
4,409.64
3,829.14
9,828.22
3,829.14
5,999.08
0.73
-
-
-
-
-
-
6.19
64.98
40.67
-
6,064.79
-
46.86
2,883.46
10,667.76
2,554.14
16,105.36
2,554.14
13,551.22
6.47
94.70
-
-
13,652.39
-
-
-
-
-
-
39.22
33.83
17.70
17.70
73.05
*Secured ` 6.77 Crore (March 31, 2018: ` 1,874.50 Crore)
102
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
12. Other Financial Assets:
Particulars
(Unsecured, Considered good unless otherwise stated)
Fixed Deposit with Banks with maturity of more than
12 months *
Interest Receivable (includes Secured
` 0.25 Crore (March 31, 2018 - ` 250.24 Crore)
Considered Good
Credit Impaired
Advance to Employees
Other Receivables
Less; Provision for Expected Credit Loss
Total
* Include ` 47,290 given to sales tax authorities
13. Other Assets:
Particulars
(Unsecured, Considered good unless otherwise stated)
Advances to Vendors
Amount due from customers for contract work
Capital Advances
Advances recoverable in cash or in kind or for
value to be received
Income-tax Refund Receivable
Prepaid Expenses
Total
14. Regulatory Deferral Account Balance:
Regulatory Assets / (Liability)
As at March 31, 2019
` Crore
As at March 31, 2018
Current Non-Current
Current Non-Current
-
10.60
-
0.88
761.12
143.03
0.55
577.20
143.03
1,338.87
0.22
-
1.23
75.42
-
87.47
1,226.61
143.03
2.56
784.81
143.03
2,013.98
12.29
-
9.69
-
-
22.86
` Crore
As at March 31, 2019
As at March 31, 2018
Current Non-Current
Current Non-Current
419.75
576.68
-
69.14
312.53
2.63
1,380.73
453.04
-
0.37
-
-
1.61
455.02
360.13
389.55
-
130.99
3.64
21.32
905.63
393.09
-
0.39
0.15
-
2.63
396.26
In accordance with accounting policy (Refer Note No. 1(d)(i)) and in accordance with the Guidance Note on Rate Regulated
Activities issued by ICAI, the reconciliation of the Regulatory Assets / (Liabilities) of Mumbai Distribution and Mumbai
Transmission division is as under:
Sr.
No.
Particulars
Mumbai
Distribution
Mumbai
Transmission
Total as at
March 31,
2019
Mumbai
Distribution
Mumbai
Transmission
` Crore
Total as at
March 31,
2018
I
A
B
1
2
3
Regulatory Assets / (Liability)
Opening Balance
1,495.37
131.46
1,626.83
1,815.46
141.43
1,956.89
:
Income
Add
recoverable/
(reversible) from future tariff /
Revenue Gap for the year
For Current Year
For Earlier Year
Regulatory assets recoverable
on account of Deferred Tax on
Depreciation difference
256.60
(16.85)
239.75
-
42.26
-
6.88
-
49.14
103
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
Total a (1+2+3)
Recovered / (refunded) during
the year
Transferred pursuant to scheme
of arrangement-
refer note
42(a)
Net Movement during the year
(B-C-D)
C
D
E
F
II
Sr.
No.
Particulars
Mumbai
Distribution
Mumbai
Transmission
Total as at
March 31,
2019
Mumbai
Distribution
Mumbai
Transmission
-
-
-
298.86
618.95
(1,495.37)
(131.46)
(1,626.83)
-
(9.97)
-
-
` Crore
Total as at
March 31,
2018
288.89
618.95
-
(1,495.37)
(131.46)
(1,626.83)
(320.09)
(9.97)
(330.06)
Closing Balance (A-E)
-
-
-
1,495.37
131.46
1,626.83
Deferred Tax (Assets) / Liability
associated with Regulatory
Assets / (Liability)
Opening Balance
Add: Deferred Tax (Assets) /
Liabilities During the Year
Total deferred Tax (Assets)
/ Liability associated with
regulatory Assets / (Liability)
Less: Recoverable from future
Tariff
Closing Balance
169.10
3.99
173.09
(124.94)
(5.89)
(130.83)
44.16
(1.90)
42.26
44.16
(1.90)
42.26
-
-
-
III
Balance as at the end of the
year (I+II)
-
-
-
1,495.37
131.46
1,626.83
15. Share Capital
Particulars
Authorised
45,00,60,000 (45,00,60,000) Equity Shares of ` 10 each
80,00,000 (80,00,000) Equity Shares of ` 10 each with differential rights
155,00,00,000 (155,00,00,000) Redeemable Preference Shares of ` 10 each
4,20,00,000 (4,20,00,000) Unclassified Shares of ` 10 each
` Crore
As at
March 31,2019
As at
March 31,2018
450.06
8.00
1,550.00
42.00
2,050.06
450.06
8.00
1,550.00
42.00
2,050.06
Issued
26,53,92,065 (26,53,92,065) Equity Shares of ` 10 each
265.40
265.40
Subscribed and fully paid-up
26,29,90,000 (26,29,90,000) Equity Shares of ` 10 each fully paid up
Add: 3,54,479 (3,54,479) Forfeited Shares - Amounts originally paid up
262.99
0.04
263.03
262.99
0.04
263.03
104
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019 (a)
Shares Pledged Details:
Sr.
No.
Particulars
1
No of Shares Pledged by Promoter Group Companies
As at
March 31, 2019
As at
March 31, 2018
10,45,94,607
8,78,13,612
(b) Reconciliation of the Shares outstanding at the beginning and at the end of the year:
Particulars
Equity Shares:-
At the beginning of the year
Outstanding at the end of the year
As at March 31, 2019
As at March 31, 2018
No. of Shares
` Crore
No. of Shares
` Crore
26,29,90,000
26,29,90,000
262.99
262.99
26,29,90,000
26,29,90,000
262.99
262.99
(c) Terms / Rights attached to Equity Shares:
The Company has only one class of Equity Share having par value of ` 10 per share. Each shareholder is eligible for
one vote per share held. In the event of liquidation of the Company, the equity share holders will be entitled to receive
any of the remaining assets of the Company, after distribution of all preferential amount. The distribution will be in
proportionate to the number of equity shares held by the shareholders.
(d) Details of Shareholders holding more than 5% Shares of the total Equity Shares of the Company:
Name of the Shareholders
Reliance Project Ventures and Management Private
Limited
Reliance Big Private Limited
Life Insurance Corporation of India *
As at March 31, 2019
As at March 31, 2018
No. of Shares % held
No. of Shares
% held
8,80,29,932
33.47
10,61,48,937
40.36
1,68,00,000
-
6.39
-
1,95,00,000
1,66,37,769
7.41
6.33
(* holds less than 5% as at March 31, 2019)
16. Other Equity - Reserves and Surplus
Particulars
Capital Reserve
Sale proceeds of fractional Equity Shares Certificates and Dividends thereon @ `
37,953 (` 37,953)
Capital Redemption Reserve
Securities Premium
Debenture Redemption Reserve
Statutory Reserves:
Development Reserve Account No.1
Development Reserve Account No.2
Debt Redemption Reserve
Rural Electrification Scheme Reserve
Reserve to augment Production Facilities
Reserve for Power Project
Development Reserve Account No. 3
General Reserve
Foreign Currency Monetary Item Translation Difference Account
Treasury Shares
Retained Earnings
Total
As at
March 31, 2019
5,179.97
@
` Crore
As at
March 31, 2018
5,179.97
@
130.03
8,825.09
165.02
-
-
-
-
-
-
-
409.38
-
(6.14)
(675.50)
14,027.85
130.03
8,825.09
528.23
1.69
18.97
2.30
0.11
0.04
100.00
140.88
6,109.12
77.77
(19.13)
626.56
21,721.63
105
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
Other Equity
Particulars
(a) Capital Reserves
1.
2.
Capital Reserve:
Balance as per last Balance Sheet
Sale proceeds of Fractional Equity Shares
Certificates and Dividends thereon @ [` 37,953 (` 37,953)]
(b)
Securities Premium
Balance as per last Balance Sheet
(c)
Capital Redemption Reserve
Balance as per last Balance Sheet
(d) Debenture Redemption Reserve -
Balance as per last Balance Sheet
Add: Transfer from Retained Earnings
Less: Transfer to General Reserve
(e)
Statutory Reserves
Balance as per last Balance Sheet
1.
2.
3.
4.
5.
6.
7.
Development Reserve Account No.1
Development Reserve Account No.2
Debt Redemption Reserve
Rural Electrification Scheme Reserve
Reserve to augment production facilities
Reserve for Power Project
Development Reserve Account No. 3
Less: Transfer to General Reserve
(f)
Foreign Currency Monetary Item Translation Difference Account
Balance as per last Balance Sheet
Add: Addition during the year
Less: Amortisation during the year
Less: Transfer to Statement of Profit and Loss
(g) General Reserve
Balance as per last Balance Sheet
Add/(Less): Transfer from/(to) Statement of Profit and Loss (Refer Note No 38)(net)
Less: Transfer to Statement of Profit and Loss (Refer Note No 39)
Add: Transfer from Statutory Reserve
Add: Transfer from Retained Earnings
Add : Transfer from Debenture Redemption Reserve
106
As at
March 31, 2019
` Crore
As at
March 31, 2018
5,179.97
5,179.97
@
@
8,825.09
8,825.09
130.03
130.03
528.23
96.84
(460.05)
165.02
626.37
150.03
(248.17)
528.23
1.69
18.97
2.30
0.11
0.04
100.00
140.88
263.99
263.99
-
77.77
39.52
(12.22)
(105.07)
-
6,109.12
192.24
(6,616.02)
263.99
-
460.05
409.38
1.69
18.97
2.30
0.11
0.04
100.00
140.88
263.99
-
263.99
71.59
3.19
(2.99)
-
77.77
5,284.13
(11.68)
(411.50)
-
1,000.00
248.17
6,109.12
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
Particulars
(h) Retained Earnings
Balance as per last Balance Sheet
Add : Net Profit/(Loss) for the current year
Add :Items of other Comprehensive Income recognised directly in retained earnings
-Remeasurements of post-employment benefit obligation, net of tax
Less : Transfer to General Reserve
Less : Dividend Paid
Less : Tax on Dividend
Less : Transfer to Debenture Redemption Reserve
(i)
Treasury Shares
Balance as per last Balance Sheet
Less: Provision for Diminution in value of Equity Shares
Total
Nature and purpose of Other Reserves
(a) Capital Reserve:
As at
March 31, 2019
` Crore
As at
March 31, 2018
626.56
(913.39)
5.62
-
249.83
47.62
96.84
(675.50)
376.52
1,664.37
19.13
1,000.00
236.69
46.74
150.03
626.56
(19.13)
12.99
(6.14)
14,027.85
(25.58)
6.45
(19.13)
21,721.62
The Reserve is created based on statutory requirement under the Companies Act, 2013, on account of forfeiture of equity
shares warrants, mergers and acquisitions pursuant to the Order of Hon’ble High Court of Bombay. This is not available for
distribution of dividend but can be utilised for issuing bonus shares.
(b)
Securities Premium:
This reserve is used to record the premium on issue of shares. The same can be utilized in accordance with the provisions of
the Act.
(c) Debenture Redemption Reserve:
As per the Companies (Share Capital and Debentures) Rules, 2014 (amended), the Company is required to create debenture
redemption reserve (DRR) out of profits, which is available for payment of dividend, equal to 25% of the amount of
debentures issued. Accordingly, the Company has created DRR out of the profits of the Company in terms of the Companies
(Share Capital and Debenture)Rules, 2014 (as amended) which would be utilized for redemption of debentures during its
maturity.
(d) Capital Redemption Reserve:
The Capital Redemption Reserve is required to be created on buy-back of equity shares. The Company may issue fully paid up
bonus shares to its members out of the capital redemption reserve account.
(e)
Statutory Reserves
(i)
Development Reserve Account No. 1, 2 and 3:
It represents Development Rebate Reserve required under the Income-tax Act.
(ii) Debt Redemption Reserve, Rural Electrification Scheme Reserve, Reserve to augment production facilities and
Reserve for Power Project –
These reserves were created under the repealed Electricity (Supply) Act, 1948 and Tariff Regulations. These are
Statutory Reserves.
The reserves were created to meet specific statutory requirement for Mumbai Power business of the Company and no
more required to be retained as statutory reserve post sale of Power Business, hence transferred to General Reserve
during the year
107
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
(f)
Foreign Currency Monetary Item Translation Difference Account:
The Company has availed an option of continuing the policy adopted for exchange differences arising from translation
of long term foreign currency monetary items as per Previous GAAP. Foreign Currency Monetary Item Translation
Difference is on account of foreign exchange gain / (loss) on non-depreciable long term foreign currency monetary
items. The Company has opted to continue the accounting policy of Previous GAAP for such long term foreign currency
monetary items as per D13AA of Ind AS 101” First-time Adoption of Indian Accounting Standards”. Accordingly,
such gain / (loss) is carried to reserves under this head and amortised over the life of such long term foreign currency
monetary items. As at March 31, 2019 as there is no Long Term Foreign Currency Monetary Item, hence the balance
of the reserve has been transferred to Statement of profit and loss.
(g) Treasury Shares:
Reliance Infrastructure ESOS Trust has in substance acted as an agent and the Company as a sponsor retains the
majority of the risks rewards relating to funding arrangement. Accordingly, the Company has recognised issue of shares
to the Trust as the issue of treasury shares by consolidating Trust into standalone financial statements of the Company.
17. Financial Liabilities - Borrowings
Particulars
Secured
Non Convertible Debentures (Redeemable at par)
Term Loans from Banks
Term Loans from Financial Institutions
Loan from Others
Unsecured
Term Loans from Banks
Loan form Others
Total Non- Current Borrowings
As at March 31, 2019
As at March 31, 2018
Non Current
Current *
Non Current
Current *
751.62
3,326.72
-
21.81
4,100.15
-
-
-
4,100.15
354.50
708.82
-
5.19
1,068.51
-
0.15
0.15
1,068.66
1,358.56
2,866.10
337.86
4.64
4,567.16
-
-
-
4,567.16
1,391.30
2,623.24
197.82
4.21
4,216.57
8.00
-
8.00
4,224.57
* Current Maturities of Long term Debt disclosed under other Financial Liabilities (Refer Note No. 20)
17.1 Security:
A.
Non Convertible Debentures (NCD) of ` 1,118.50 Crore (Principal undiscounted amount) are secured as under:
(i)
(ii)
(ii)
` 385 Crore are secured by pledge of 19,17,37,454 Equity shares of Reliance Power Limited which are held by
the Company and all of the Company’s rights, title, interest and benefits in, to and under a specific bank account
of the Company.
` 600 Crore are secured by first pari-passu charge on Company’s Land situated at Village Sancoale, Goa and Plant,
property and equipment at Samalkot Mandal, East Godavari District Andhra Pradesh, one Flat located in Thane
District in the State of Maharashtra, first pari-passu charge over Immoveable Property (free hold Land) & Moveable
Property of BSES Kerala Power Limited and over the Identified Fixed assets (buildings) situated in Mumbai.
` 133.50 Crore are secured by pledge of 11,40,35,749 Equity shares of Reliance Power Limited which are held
by the Company, exclusive charge on One Flat located in Thane District in the State of Maharashtra and all of
the Company’s rights, title, interest and benefits in, to and under a specific bank account of Company.
B.
Term Loans from Banks of ` 4,193.50 Crore (Principal undiscounted amount) are secured as under:
(i)
` 1,668.50 Crore are secured as under:
` 44.44 Crore are secured by pledge of 1,88,28,000 Equity Shares of BSES Kerala Power Limited and Subservient
charge on Current Assets of the Company, both present and future, ` 75 Crore by way of first exclusive charge
on certain Plant and Equipment of EPC division and on Property, Plant and Equipment of Windmill Project of
the Company, ` 33.32 Crore first pari passu charge on inventory and trade receivable, book debts, other current
assets and additionally secured by a flat of the Company located at Mumbai, ` 83 Crore by second charge on
Company’s current assets, ` 250 Crore by subservient charge on moveable Property, Plant and Equipment of
the Company , ` 237.87 Crore by exclusive charge over receivable and cash flow from identified building and
subservient charge on Current Assets of the Company, both present and future and ` 944.87 Crore by exclusive
charge over identified Building and Investment property situated in Mumbai and exclusive charge over receivable
and cash flow from Reliance center property
108
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
(ii)
` 975 Crore are secured by the following.
a.
b.
c.
d.
e.
Pledge of 13,43,100 Equity Shares of NK Toll Road Limited, 15,63,000 Equity Shares of DS Toll Road
Limited, 5,88,330 Equity Shares of GF Toll Road Private Limited, 10,22,700 Equity Shares of KM Toll
Road Private Limited, 11,13,300 Equity Shares of HK Toll Road Private Limited, 38,26,695 Equity Shares
of TK Toll Road Private Limited, 32,23,476 Equity Shares of TD Toll Road Private Limited, 55,23,678
Equity Shares of SU Toll Road Private Limited, 2,462 Equity Shares of JR Toll Road Private Limited and
2,466 Equity Shares of PS Toll Road Private Limited.
Non-disposal Undertaking on 45,99,180 Equity Shares of DA Toll Road Private Limited.
Non-disposal Undertaking on 19% Equity Share holding of SU Toll Road Private Limited, GF Toll Road
Private Limited, KM Toll Road Private Limited, HK Toll Road Private Limited, TD Toll Road Private Limited ,
TK Toll Road Private Limited, NK Toll Road Limited and DS Toll Road Limited . (Pledge of this 19% Equity
Shares is yet to be created).
Second pari passu charge on the current assets of Company.
First pari passu charge on all receivable arising out of sub-debt / loan advanced / to be advanced to Road
Companies, as mentioned above.
(iii)
` 1550 Crore are secured by the following.
a.
b.
c.
d.
e.
f.
g.
Exclusive charge over on identified Building and Investment property situated in Mumbai.
Exclusive charge over receivables and cash flow from Investment property.
Second pari passu charge on Current Assets of the Company, both present and future.
Exclusive charge over all amounts owing to, and received and/or receivable by the Company on its behalf
from Delhi Airport Metro Express Pvt. Ltd.
Second pari passu charge over all amounts owing to and/or received and/or receivable by the Company
from certain liquidity events.
First pari passu charge over all amounts owing to and received and/or receivables by the Company and/ or
any persons (s) on its behalf from claims under unapproved regulatory assets.
Pledge of 23,33,00,000 Equity shares of Reliance Power Limited and 22,01,00,000 Equity shares of
Reliance Naval and Engineering Limited
(iv)
Further loan aggregating to ` 3,627.18 Crore included in above are secured by exclusive charge over the ‘Surplus
Proceeds” from Sale of Shares of BSES Rajdhani Power Limited (BRPL) and / or BSES Yamuna Power Limited
(BYPL), to be received by the Borrower or any Group Company of the Borrower (incl. subsidiary, affiliates, etc.).
Charge on these loans shall rank pari-passu subject to, other lender(s)/security trustee having charge, on the
charged assets, sharing pari- passu letters wherever applicable.
C.
Loan from Others are secured as under:
` 27 Crore is secured by subservient charge on all current assets of the Company, present and future.
17.2 Maturity Profile of borrowings (Principal undiscounted) is as under:
Particulars
Secured NCDs
11.50%
12.50%
Term Loans from Banks - Rate of
Interest ranges from -
9.00 % to 13.00 % p.a.
Loan from Others – 10 to 14.50 % p.a.
Total
2019-20 2020-21 2021-22 2022-23 2023-24
onwards
Maturity Profile
` Crore
Total
333.50
21.00
200.00
42.00
200.00
322.00
-
-
-
-
733.50
385.00
708.82
262.55
460.07
768.32
1,993.74
4,193.50
5.34
1,068.66
12.46
517.01
9.35
991.42
-
768.32
-
27.15
1,993.75 5,339.15
109
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
17.3 As at March 31, 2019, the Company has overdue of ` 423.32 Crore included in current maturities of long term debts in note
no 20 and ` 86.94 Crore included in interest accrued in note no 20 towards the principal and interest respectively. Further
the Company has delayed payments of interest and principal to the lenders as detailed below:
Name of lender
Due as at March 31, 2019
Delay in repayment during the year
Principal
Interest
Principal
Interest
Canara Bank
IDFC Bank
250.00
125.00
Jammu and Kashmir Bank
15.00
Yes Bank Limited
Indusind Bank
Srei Equipment Finance
Limited
Syndicate Bank
Axis Bank
Bank of Baroda
IFCI
NCD Series 13A
NCD Series 5
NCD Series 3
Amount
` Crore
Maximum
days of
delay
Amount
` Crore
11
106
90
-
-
-
-
-
-
-
-
33.32
90
-
-
-
-
-
-
-
-
-
-
18.97
2.08
2.18
60.03
-
0.93
1.59
1.16
-
-
-
-
-
18. Current Liabilities
Financial Liabilities - Borrowings
Particulars
Secured
Working Capital Loans from Banks
Term Loans from Banks
Unsecured
Term Loans from Banks
Commercial Paper
Inter Corporate Deposits
- from Related Parties (Refer Note No 34)
- Others
Total (A) + (B)
18.1 Security:
Maximum
days of
delay
161
33
90
58
-
59
59
90
-
-
-
-
-
Amount
` Crore
Maximum
days of
delay
Amount
` Crore
Maximum
days of
delay
-
62.50
7.50
198.06
544.50
-
-
71.68
150.00
90.90
50.00
585.00
125.00
-
75
62
62
90
-
-
62
60
27
34
33
10
-
5.58
2.37
195.76
28.79
-
3.17
4.25
-
10.54
4.90
30.46
8.38
-
88
90
88
72
-
63
90
-
17
34
33
11
` Crore
As at
March 31, 2019
As at
March 31, 2018
347.82
-
(A)
347.82
-
-
470.18
92.00
562.18
910.00
(B)
1,025.53
1,180.00
2,205.53
151.30
568.00
442.65
70.00
1,231,95
3,437.48
Working Capital Loans from Banks are secured by way of first pari-passu charge on stock, book debts, other current assets and
additionally secured by a specific immovable property of the Company located at Mumbai;
110
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
18.2 As at March 31, 2019, the Company has overdue of ` 347.79 Crore towards the principal. Further the Company has delayed
payments of interest and principal to the banks as detailed below:
Name of lender
Due as at March 31, 2019
Delay in repayment during the year
Principal
Interest
Principal
Interest
Amount
` Crore
Maximum
days of
delay
Amount
` Crore
Maximum
days of
delay
Amount
` Crore
Maximum
days of
delay
Amount
` Crore
Maximum
days of
delay
Canara Bank
IDBI Bank
Yes Bank Limited
Central Bank of India
ICICI Bank
Union Bank
299.97
186
-
10.54
-
-
-
60
-
-
37.28
111
-
-
-
-
-
-
-
-
-
-
-
-
787.52
258.11
13.85
150.00
35.00
109.11
102
103
86
33
31
107
15.93
6.46
1.06
13.08
-
7.58
55
103
86
33
-
107
` Crore
19. Trade Payables
Particulars
As at March 31, 2019
As at March 31, 2018
Current Non-Current
Current Non-Current
Total outstanding dues to Micro and Small Enterprises
0.11
-
3.83
Total outstanding dues to Other than Micro and Small
Enterprises including Retention Payable
3,043.25
17.53
5,292.15
Total
3,043.36
17.53
5,295.98
-
8.79
8.79
This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED)
has been determined to the extent such parties have been identified on the basis of information available with the Company
and relied upon by the auditors.
Particulars
Principal amount due to suppliers as at the year end
Interest accrued, due to suppliers on the above amount, and unpaid as at the year
end
Payment made to suppliers(other than interest) beyond the appointed date under
Section 16 of MSMED
Interest paid to suppliers under MSMED Act (other than Section 16)
Amount of Interest paid by the Company in terms of Section 16 of the MSMED,
along with the amount of the payment made to the supplier beyond the appointed
day during the accounting year
Amount of Interest due and payable for the period of delay in making the payment,
which has been paid but beyond the appointed date during the year, but without
adding the interest specified under MSMED Act
Amount of Interest accrued and remaining unpaid at the end of each accounting
year to suppliers
Amount of further interest remaining due and payable even in the succeeding
years, until such date when the interest dues as above are actually paid to the
small enterprise, for the purpose of disallowance as a deductible expenditure under
Section 23 of MSMED
` Crore
As at
March 31, 2019
As at
March 31, 2018
0.11
0.01
-
-
-
3.83
0.09
3.78
-
-
0.01
0.09
0.01
0.01
0.09
0.18
111
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
20. Other Financial Liabilities
Particulars
Current Maturities of Long-term Debt
Interest Accrued
Security Deposits
Unpaid Dividends
Others
Financial Guarantee Obligation
Total
21. Other Liabilities
Particulars
As at March 31, 2019
As at March 31, 2018
Current
Non-Current
Current
Non-Current
` Crore
1,068.66
350.49
-
16.05
-
-
1,435.20
-
-
-
-
4,224.57
618.72
57.60
15.46
808.13
-
153.43
376.58
-
-
22.90
22.90
-
9.24
5,724.48
539.25
As at March 31, 2019
As at March 31, 2018
Current Non-Current
Current Non-Current
` Crore
Advances received from Customers
420.07
1,260.30
Amount due to customers for contract work
885.64
Service Line Contribution
Contingencies Reserve Fund
-
-
-
-
-
391.11
978.52
-
-
Other Liabilities including Statutory Liabilities
788.77
226.80
6,640.21
1,303.62
-
209.96
157.90
228.73
Total
22. Provisions
Particulars
Provision for Disputed Matters
Tax on Dividend
Provision for Employee Benefit:
Provision for Leave Encashment
Provision for Gratuity (Refer Note No. 43)
Total
2,094.48
1,487.10
8,009.84
1,900.21
` Crore
As at March 31, 2019
As at March 31, 2018
Current Non-Current
Current Non-Current
-
47.62
-
3.82
51.44
160.00
-
-
1.43
161.43
-
-
-
34.22
34.22
160.00
-
117.35
87.38
364.73
Information about Provision for Disputed Matters and significant estimates
Represents provision made for disputes in respect of corporate matters.
No further information is given as the matters are sub-judice and may jeopardize the interest of the Company.
Movement in Provision for disputed matters
Particulars
Opening Balance
Less: provision reversed
Closing Balance
112
` Crore
Year ended
March 31, 2019
Year ended
March 31, 2018
160.00
-
160.00
380.00
220.00
160.00
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
23.
Income Tax and Deferred Tax (Net)
23(a)Income tax expenses
Particulars
Income tax Expense:
Current tax:
Current tax on profits for the year
Adjustments for current tax of prior periods
Total current tax expense
Deferred tax:
Decrease/(increase) in deferred tax assets
(Decrease)/increase in deferred tax liabilities
Total deferred tax expense/(benefit)
Income tax expense
Income tax expense is attributable to:
Continuing operations
Discontinued operation
` Crore
Year ended
March 31, 2019
Year ended
March 31, 2018
(A)
(B)
(A + B)
-
(163.76)
(163.76)
(545.03)
(2,860.92)
(2,315.89)
-
-
-
(104.09)
(176.61)
(72.52)
(2,479.65)
(72.52)
(187.76)
(2,291.89)
(72.52)
-
23(b) Reconciliation of tax expenses and the accounting profit multiplied by India’s tax rate
Particulars
Profit from continuing operations before income tax expense
Profit from discontinued operation before income tax expense
Tax at the Indian tax rate of 34.944% (34.608%)
Tax effect of amounts which are not deductible (taxable) in calculating taxable
income:
Income not considered for Tax purpose
Income chargeable to Tax at Special rate
Utilisation of Losses brought forward
Expenses withdrawn from general reserve and allowable for Income Tax
Expenses not allowable for tax purposes
Corporate social responsibility expenditure not allowable for Tax purpose
Fair Valuation of Preference shares / Debentures
Expected Credit Loss Provision on Intercorporate Deposits
Effect of change in tax rate
Notional Direct Tax Reversal on Land Revaluation
Reversal of DTA on Sale of Undertaking
Deductions under chapter VIA of the Income Tax Act (Sections 80IA/80G)
Previous year disallowance allowed in current year
Adjustments for current tax of prior periods
Income tax expense charged to Statement of Profit and Loss
Year ended
March 31, 2019
(5,077.99)
1,681.95
3,396.04
(1,186.71)
` Crore
Year ended
March 31, 2018
710.77
870.58
1,581.35
547.27
(11.95)
111.59
(111.59)
(368.20)
1,459.41
5.92
(79.54)
-
-
-
(2,291.89)
-
157.07
(163.76)
(2,479.65)
(112.24)
62.40
(62.40)
(4.04)
13.84
6.52
(83.25)
26.65
8.48
(2.45)
77.72
(551.02)
-
-
(72.52)
113
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
23(c) Tax losses and Tax credits
Particulars
Unused Capital Gains tax losses for which no deferred tax asset has been recognised
Unused Tax Credits – MAT credit entitlement
` Crore
As at
March 31, 2019
As at
March 31, 2018
341.77
55.33
820.77
55.33
During the year ended March 31, 2019, the unrecognised past Capital Loss of ` 479.00 Crore (` 263.41 Crore) has been
used to reduce the Current year’s Capital Gains Tax of ` 111.59 Crore (` 60.77 Crore).
23(d) Deferred tax balances
The balance comprises temporary differences attributable to:
` Crore
As at
March 31, 2019
As at
March 31, 2018
33.85
57.85
59.60
7.94
883.04
2,055.83
60.88
20.41
159.24
3,020.16
25.25
-
-
-
25.25
133.99
119.99
154.31
292.84
3.14
570.28
2,449.88
` Crore
Amount
2,449.88
(27.00)
(2,291.89)
3.00
133.99
Particulars
Deferred tax liability on account of:
Property plant and Equipment, Intangible Assets and Investment Property -
Carrying amounts other than on account of Fair Valuation
Fair Valuation of Property, Plant and Equipment
Impact of Effective Interest Rate on Borrowings / other Financial assets / liabilities
Fair Valuation of Financial Instruments
Total Deferred Tax Liabilities
Deferred tax asset on account of:
Provisions for employees benefits and doubtful debts/advances
Service Concession Arrangements
Finance Lease Arrangement (Appendix C to Ind AS 17 “Leases”)
Disallowances u/s 40(a)/43B of the Income Tax Act,1961
Total Deferred Tax Assets
Net Deferred Tax Liability
23(e) Movement in deferred tax balances
Deferred Tax Liability
As At March 31, 2018
Charged/(Credited):
- to profit or loss- Continued Operations
- to profit or loss – Discontinued Operations
- to other comprehensive income
As At March 31, 2019
114
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
24. Revenue from Operations
Particulars
(a)
Income from Sale of Power
Less - Discount for Prompt payment of Bills
Cross Subsidy Charges
Miscellaneous Income
Sub-total (A)
(b) Revenue from Engineering and Construction Business
Value of Contracts billed and Service Charges
Increase /(decrease) in Contract Assets
Contract Assets at close
Less: Contract Assets at commencement
Net increase / (decrease) in Contract Assets
Miscellaneous Income
Sub-total (B)
(c) Other Operating Income
Provisions / Liabilities written back
Other Income
Sub-total (C)
Total (A) + (B) + (C)
` Crore
Year ended
March 31, 2019
Year ended
March 31, 2018
10.92
-
10.92
(2.32)
-
8.60
10.07
0.38
9.69
(1.94)
0.30
8.05
662.21
786.47
576.68
389.55
187.13
18.41
867.75
75.94
33.79
109.73
986.08
389.55
328.64
60.91
47.29
894.67
156.85
15.97
172.82
1,075.54
24.1 Refer note 35 on Segment Reporting for Revenue disaggregation
24.2 Performance Obligation: The aggregate value of transaction price allocated to unsatisfied or partially satisfied performance
obligation is ` 20,222.86 Crore as at March 31, 2019, out of which ` 5,226.41 Crore is expected to be recognised as revenue
in next year and balance thereafter. The unsatisfied or partially satisfied performance obligations are subject to variability due
to several commercial and economic factors.
24.3 Changes in balance of Contract Assets and Contract Liabilities are as under:
Contract Assets
Particulars
Contract Assets including retention receivable as at April 1, 2018
Increase as a result of change in the measure of progress
Transfers from contract assets recognised at the beginning of the year to receivables
Contract Assets including retention receivable as at March 31, 2019
Contract Liabilities
Particulars
Contract Liabilities including advance from customer as at April 1, 2018
Revenue recognised during the year out of opening Contract Liabilities
Increases due to cash received/advance billing done, excluding amount recognised as revenue during
the period
Contract Liabilities including advance from customer as at March 31, 2019
` Crore
2018-19
1,495.16
252.53
(32.61)
1,715.08
2018-19
2,673.25
(429.98)
322.74
2,566.01
115
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
24.4 Reconciliation of contracted prices with the revenue during the year:
Particulars
Opening contracted price of orders as at April 1, 2018*
Add:
Fresh orders/change orders received (net)
Increase due to additional consideration recognised as per contractual terms
Less:
Orders completed during the year
Closing contracted price of orders as at March 31, 2019
Revenue recognised during the year
Less: Revenue out of orders completed during the year including inceidental income
Revenue out of orders under execution at the end of the year (I)
Revenue recognised upto previous year (from orders pending completion at the end
of the year) (II)
Balance revenue to be recognised in future viz. Order book (IV)
Closing contracted price of orders as at March 31, 2019* (I+II+III+IV)
` Crore
Amount
19,596.52
10,255.91
438.73
-
30,291.16
637.72
9,430.58
20,222.86
30,291.16
867.75
230.03
The above note represent reconcilition of revenue from operation of E&C business.
* Excluding the contracts, where E&C activities has been physically completed but the same has not been closed due to its
fulfilment of the technical parameters and pending receipt of final take over certificate from the Customer.
25. Other Income:
Particulars
Interest Income on-
Inter Corporate Deposits
Bank Deposits
Others
Fair value gain on Financial Instruments through FVTPL / Amortised Cost
Dividend Income
Net Gain on Sale of Investments
Gain on Derivative Instruments (net) (including MTM on Forward Contracts)
Provisions / Liabilities written back
Profit on sale of Property, Plant and Equipment
Income from Lease of Investment Property
Recovery from Regulatory Assets pertaining to MPB
Miscellaneous Income
26. Employee Benefit Expenses:
Particulars
Salaries, Wages and Bonus (Refer Note No. 43)
Contribution to Provident Fund and other Funds (Refer Note No. 43)
Contribution to Gratuity Fund (Refer Note No. 43)
Workmen and Staff Welfare Expenses
116
Year ended
March 31, 2019
` Crore
Year ended
March 31, 2018
1,271.02
19.69
65.60
1,356.31
227.62
34.19
16.62
192.24
160.01
-
60.45
700.16
39.92
2,787.52
1,720.21
3.27
30.58
1,754.06
240.54
23.53
16.61
5.79
33.33
0.17
62.89
-
9.67
2,146.59
` Crore
Year ended
March 31, 2019
Year ended
March 31, 2018
129.09
9.61
13.30
16.75
168.75
125.49
10.28
33.57
17.75
187.09
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
27. Finance Costs:
Particulars
Interest and Finance Charges on
Debentures
External Commercial Borrowings and Commercial Paper
Working Capital and other Borrowings
Other Finance Charges
28. Other Expenses:
Particulars
Consumption of stores and spares (Net of allocation to Repairs and other relevant
revenue accounts)
Rent
Power and Electricity
Repairs and Maintenance
Buildings
Plant and Machinery (including Distribution Systems)
Other Assets
Insurance
Rates and Taxes
Community Development and Environment Monitoring Expenses
Corporate Social Responsibility Expenditure (Refer Note No. 50)
Bank and LC/BG Charges
Communication Expenses
Provision for Exploration Charges
Legal and Professional charges
Bad Debts
Directors’ Sitting Fees and Commission
Miscellaneous Expenses
Loss on foreign currency translations or transactions (net)
Loss on Sale / Disposal of Property, Plant and Equipment (net)
Impairment Provision/ (reversed)
Provision for Expected Credit Loss
Provision for Doubtful Debts / Advances / Deposits / Diminution of investments
` Crore
Year ended
March 31, 2019
Year ended
March 31, 2018
150.35
14.50
1,008.03
1,172.88
38.05
157.94
95.39
1,244.27
1,497.60
55.34
1,210.93
1,552.94
` Crore
Year ended
March 31, 2019
Year ended
March 31, 2018
8.97
2.69
39.95
1.25
10.11
4.98
6.18
5.53
0.52
17.00
42.72
12.34
12.03
80.95
4.16
0.48
76.99
-
1.97
18.00
-
91.56
438.38
0.08
55.54
10.58
2.14
4.65
8.76
4.85
31.70
2.01
18.83
26.04
3.99
13.34
80.19
0.75
6.57
68.70
17.47
79.55
(31.05)
77.60
83.39
565.68
117
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
29. Earnings Per Equity Share:
Particulars
(i)
Profit / (Loss) for Basic and Diluted Earnings per Share from Discontinued
Operations (a) (` Crore)
from Continued Operations before exceptional Items (b) (` Crore)
of Continued Operations after exceptional Items(c) (` Crore)
before effect of withdrawal of scheme ( d) (` Crore)
after effect of withdrawal of scheme (e) (` Crore)
(ii) Weighted average number of Equity Shares
For Basic Earnings per share (f)
For Diluted Earnings per share(g)
(iii)
(iv)
(v)
(vi)
Earnings per share for Continuing Operations before exceptional Items
(Face Value of `10 per share)
Basic (b/f)
Diluted (b/g)
Earnings per share for Continuing Operations after exceptional Items
(Face Value of `10 per share)
Basic (c/g)
Diluted (c/g)
Earnings per share for Discontinued Operations
(Face Value of `10 per share)
Basic (a/f)
Diluted (a/g)
Earnings per share before effect of withdrawal of scheme
(Face Value of `10 per share)
Basic (d/f)
Diluted (d/g)
(vii)
Earnings per share after effect of withdrawal of scheme
(Face Value of `10 per share)
Basic (e/f)
Diluted (e/g)
30. Disclosure pursuant to para 44 A to 44 E of Ind AS 7 - Statement of cash flows
Particulars
Long term Borrowings
Opening Balance (Including Current Maturities)
Availed during the year
Impact of non-cash items
- Impact of Effective Rate of Interest
Transfer to Discontinued Operations
Repaid During the year
Closing Balance
118
Year ended
March 31, 2019
Year ended
March 31, 2018
3,973.84
870.58
1,103.35
(4,887.23)
(7,337.17)
(913.39)
426.58
793.79
1,241.19
1,664.37
26,29,90,000
26,29,90,000
26,29,90,000
26,29,90,000
Rupees
Rupees
41.95
41.95
16.22
16.22
Rupees
Rupees
(185.83)
(185.83)
30.18
30.18
Rupees
Rupees
151.10
151.10
33.10
33.10
Rupees
Rupees
(278.99)
(278.99)
47.20
47.20
Rupees
Rupees
(34.73)
(34.73)
63.29
63.29
` Crore
Year ended
March 31,2019
Year ended
March 31,2018
12,961.33
3467.00
14,606.12
3,190.00
19.98
(9,496.07)
(1,783.43)
5.168.81
(84.08)
-
(4,750.71)
12,961.33
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019 Particulars
Short term Borrowings
Opening Balance
Availed during the year
Impact of non-cash items
Forex adjustment
Transfer to Discontinued Operations
Repaid during the year
Closing Balance
Interest Expenses
Interest Accrued - Opening Balance
Interest Charge as per Statement Profit & Loss
Changes in Fair Value
- Impact of Effective Rate of Interest
- Impact of Power Purchase agreement accounted as Finance Lease
- Impact of Change in Fair Value of Financial Guarantee Obligation
Interest paid to Lenders
Interest Accrued - Closing Balance
` Crore
Year ended
March 31,2019
Year ended
March 31,2018
3,437.48
397.35
5,248.54
10,555.82
-
(2,773.53)
(151.30)
910.00
7.13
-
(12,374.00)
3,437.48
772.15
1,210.93
409.91
2,929.75
19.98
-
10.50
(1,602.11)
350.49
85.70
(456.81)
-
(2,196.40)
772.15
31. The current assets of the Company are provided as security to the lenders as mentioned in note 17 & 18 and subservient
charge on certain corporate guarantees.
32.
(a) Contingent Liabilities:
i)
ii)
iii)
Claims against the Company not acknowledged as debts and under litigation aggregates to ` 1,894.81 Crore (March
31, 2018 - ` 1,951.20 Crore). These include claim from suppliers aggregating to ` 643.49 Crore (March 31, 2018 - `
607.81 Crore), income tax claims ` 453.13 Crore (March 31, 2018 - ` 317.58 Crore), indirect tax claims aggregating
to ` 722.57 Crore (March 31, 2018 - ` 1,007.38 Crore) out of which claims of ` 337.15 Crore (March 31, 2018 -
` 320.63 Crore), if materialised, will be recovered from the customers and other claims ` 75.62 Crore (Net of provision
made of ` 59.00 Crore) (March 31, 2018 - ` 18.43 Crore – (Net of Provision made of ` 44.00 Crore)).
Corporate Guarantee of ` 1,947 Crore (net of Corporate Guarantee of ` 5,010.31 Crore cancelled subsequent to the
balance sheet date)
The Company’s application for compounding in respect of its ECB of USD 360 million has been deemed by the Reserve
Bank of India (RBI) as never to have been made subsequent to the withdrawal of the compounding application.
Accordingly, there is no liability in respect of the compounding fee of ` 124.68 Crore earlier specified by RBI. Subsequent
to the withdrawal of the compounding application, the matter has been referred to the Enforcement Directorate where
the same is still pending.
(b) Capital and Other Commitments:
i)
ii)
iii)
Estimated amount of contracts remaining unexecuted on capital account and not provided for ` Nil (March 31, 2018
- ` 272.40 Crore).
Uncalled liability on partly paid shares ` 10.70 Crore (March 31, 2018 - ` 10.70 Crore).
The Company has given equity / fund support / other undertakings for setting up of projects / cost overrun in respect of
various infrastructure and power projects being set up by Company’s subsidiaries and associates; the amounts of which
currently are not ascertainable.
33. Payment to Auditors (excluding taxes):
S.
No
(a)
(b)
(c)
Particulars
As Auditor-Audit Fees
For other services- Certification Fees
For Reimbursement of out of pocket expenses
* include ` 0.11 Crore fees paid to Haribhakti & Co. LLP being predecessor auditor of the Company
` Crore
2018-19
2017-18
1.58
0.45
0.06
2.09
1.62*
0.86
0.01
2.49
119
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
34. Related Party Disclosures:
As per Ind AS – 24 “Related Party Disclosures”, the Company’s related parties and transactions with them in the ordinary course
of business are disclosed below:
(a) Parties where control exists (Subsidiaries including step down subsidiaries):
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
Delhi Airport Metro Express Private Limited (DAMEPL)
Mumbai Metro Transport Private Limited (MMTPL)
Mumbai Metro One Private Limited (MMOPL)
Reliance Energy Trading Limited (RETL)
Parbati Koldam Transmission Company Limited (PKTCL)
PS Toll Road Private Limited
KM Toll Road Private Limited
HK Toll Road Private Limited
DA Toll Road Private Limited
SU Toll Road Private Limited
TD Toll Road Private Limited
TK Toll Road Private Limited
DS Toll Road Limited
NK Toll Road Limited
GF Toll Road Private Limited
JR Toll Road Private Limited
CBD Tower Private Limited (CBDT)
Reliance Electric Generation and Supply Limited (REGSL) (up to August 28, 2018)
Reliance Cement Corporation Private Limited (RCCPL)
Reliance Sea Link One Private Limited (RSOPL) (Submitted for strike off to ROC)
Utility Infrastructure & Works Private Limited (UIWPL)
Reliance Smart Cities Limited (RSCL)
Reliance Energy Limited (REL)
Reliance E-Generation and Management Private Limited (REGMPL)
Reliance Defence Limited (RDL)
Reliance Cruise and Terminals Limited (RCTL)
BSES Rajdhani Power Limited (BRPL)
BSES Yamuna Power Limited (BYPL)
BSES Kerala Power Limited (BKPL)
Reliance Power Transmission Limited (RPTL)
Talcher II Transmission Company Limited (TTCL)
Latur Airport Limited (LAL)
Baramati Airport Limited (BAL)
Nanded Airport Limited (NAL)
Yavatmal Airport Limited (YAL)
Osmanabad Airport Limited (OAL)
Reliance Airport Developers Limited(RADL)
Reliance Defence and Aerospace Private Limited (RDAPL)
Reliance Defence Technologies Private Limited (RDTPL)
Reliance SED Limited (RSL)
Reliance Propulsion Systems Limited (RPSL)
Reliance Defence System & Tech Limited (RDSTL)
Reliance Defence Infrastructure Limited (RDIL)
Reliance Helicopters Limited (RHL)
Reliance Land Systems Limited (RLSL)
Reliance Naval Systems Limited (RNSL)
Reliance Unmanned Systems Limited (RUSL)
Reliance Aerostructure Limited (RAL)
Reliance Defence Systems Private Limited (RDSPL)
Reliance Armaments Limited (RAL)
Reliance Ammunition Limited (RamL)
Reliance Velocity Limited (RVL)
Reliance Delhi Metro Trust (RDMT)
120
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
54
55
56
57
58
59
60
Thales Reliance Defense System Limited(TRDSL)
Reliance Property Developers Private Limited (RPDPL)
North Karanpura Transmission Company Limited (NKTCL)
Tamilnadu Industries Captive Power Company Limited (TICAPCO)
Dassault Reliance Aerospace Limited (DRAL)
Reliance Aero Systems Private Limited (formerly Rafael Defence Systems Private Limited) (RASPL)
Reliance Global Limited (w.e.f July 16, 2018)(RGL)
(b) Other related parties where transactions have taken place during the year:
(i)
Associates
(including
Subsidiaries
of Associates)
1
2
3
4
5
6
7
8
9
10
11
12
Reliance Power Limited (RePL)
Rosa Power Supply Company Limited (ROSA)
Sasan Power Limited (SPL)
Vidarbha Industries Power Limited (VIPL)
Chitrangi Power Private Limited (CPPL)
Samalkot Power Limited (SaPoL)
Rajasthan Sun Technique Energy Private Limited (RSTEPL)
Dhursur Solar Power Private Limited (DSPPL)
Reliance Naval and Engineering Limited (RNEL)
RMOL Engineering and Offshore Limited (formerly Reliance Marine and Offshore Limited)
(RMOL)
E Complex Private Limited (ECPL)
REDS Marine Services Limited (formerly Reliance Engineering and Defence Services
Limited) (REDSL)
Reliance Geothermal Power Private Limited (RGPPL)
13
14 Metro One Operations Private Limited (MOOPL)
(ii)
Joint Venture
Utility Powertech Limited (UPL)
(iii)
(iv)
(v)
Investing
Party
Persons
having
control over
investing
party
Enterprises
over which
person
described
in (iv) has
control /
significant
influence
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
Reliance Project Ventures and Management Private Limited (RPVMPL)
Shri Anil D Ambani
Reliance General Insurance Company Limited (RGI)
Reliance Capital Limited (RCap)
Reliance Reality Limited (formerly Reliance Infocomm Infrastructure Limited) (RRL)
Reliance Securities Limited (RSL)
Reliance Infratel Limited (RITL)
Reliance Webstore Limited (RWL)
Reliance Communication Limited (RCom)
Reliance Big Entertainment Private Limited (RBEPL)
Reliance Assets Reconstruction Company Limited (RARCL)
Unlimit IOT Private Limited (UIPL)
Reliance Health Insurance Limited (RHIL)
Reliance Home Finance Limited (RHL)
Reliance Nippon Life Asset Management Limited (RNLAML)
Reliance Commercial Finance Limited (RCFL)
Globalcom IDC Limited formerly Reliance IDC Limited (GIDC)
Reliance Nippon Life Insurance Company Limited (RNLICL)
Reliance Transport and Travels Private Limited (RTTPL)
Reliance Broadcast Network Limited (RBNL)
Reliance Wealth Management Limited (RWML)
Reliance Innoventures Private Limited (REIL)
Reliance Big Private Limited (RBPL)
121
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
c)
Details of transactions during the year and closing balances as at the year end:
Particulars
Year
Subsidiaries
Investing
party,
Associates
and Joint
Ventures
` Crore
Enterprises
over which
person
described
in (iv) has
significant
influence
(a)
(I)
(i)
Statement of Profit and Loss Heads:
Income:
Sale of Power
(ii)
Gross Revenue from E&C Business
(iii) Dividend Received
(iv)
Interest earned
(v)
(II)
(i)
(ii)
(iii)
Other Income ( including Income from Investment
Property)
Expenses:
Purchase of Power (Including Open Access Charges
(Net of Sales)
Purchase / Services of other items on revenue
account
Purchase / Services of other items on capital
account
(iv)
Dividend Paid
(v)
Interest Paid
(b)
(i)
(ii)
Balance Sheet Heads (Closing Balances):
Trade payables, Advances received and other
liabilities for receiving of services on revenue and
capital account
Inter Corporate Deposit (ICD) Taken
(iii)
Investment in Securities
(iv)
Inter Corporate Deposit (ICD) Given
(v)
Subordinate Debts
(vi)
Advance received against transfer of business
(vii)
Recoverable Expenses
(viii)
Trade Receivables, Advance given and other
receivables for rendering services
(ix)
Interest receivable on Investments and Deposits
(x)
Other Receivable
(xi)
Interest Payable
122
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
-
-
-
-
32.30
22.21
30.38
46.31
7.33
17.27
-
-
-
-
-
-
-
-
0.07
-
2.12
77.65
52.65
2,980.84
2,960.40
484.96
496.31
4,163.91
5,600.48
-
1,500.00
-
0.05
83.86
82.88
105.10
74.92
-
-
-
-
-
-
19.44
50.66
1.89
1.32
292.96
222.07
5.85
19.23
29.41
-
0.50
4.51
-
0.94
100.84
95.53
19.95
23.48
2,127.78
1,961.83
217.53
190.00
5,231.58
6,828.85
1,104.48
2,164.15
-
-
-
-
-
-
2,515.34
2,397.47
115.15
284.18
526.11
526.11
37.36
-
7.52
-
-
-
-
-
17.52
13.18
52.66
68.13
-
-
9.13
26.33
-
-
19.35
18.33
24.56
25.98
19.26
31.08
175.00
200.00
-
-
-
223.00
-
-
-
-
-
-
50.14
31.29
-
19.85
-
-
5.35
-
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
Particulars
Year
Subsidiaries
Investing
party,
Associates
and Joint
Ventures
` Crore
Enterprises
over which
person
described
in (iv) has
significant
influence
2018-19
2017-18
340.99
363.53
1,083.75
300.00
1,548.74*
0.24
22.54
17.52
-
-
29.22
300.70
5.60
78.23
1,22.15
-
905.90
-
2,328.04
1,978.15
803.65
1,378.14
-
-
1,548.50*
-
-
135.00
12.15
3.84
(c)
(i)
(d)
(i)
Contingent Liabilities (Closing balances):
Guarantees and Collaterals
Transactions During the Year:
Guarantees and Collaterals provided earlier - expired
/ encashed / surrendered
(ii)
Guarantees and Collaterals provided
(iii)
ICD Given to
(iv)
ICD Returned by
(v)
Recoverable Expenses:-
(a) incurred for related parties
(b) incurred by related parties on our behalf
(vi)
Investment in Equity
(vii)
Subordinate Debts given
(viii)
Sale of Investment
(ix)
Purchase of Investments of Subsidiary company
(x)
ICD Taken from
(xi)
ICD Repaid to
(xii)
EPC Advance returned
(xiii)
Subordinate Debts returned
(xiv) Subordinate Debts written off
(xv)
ICD Given Written off
(xvi) Sale of Fixed Assets
(xvii) Sub-debts converted to preference Shares
(xviii) Transfer of Business through BTA
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
(xix) Advance received against transfer of business
535.30
-
1,500.00
*net of corporate garranty of ` 286.90 crore cancelled subsequent to the balnsheet date
-
1.06
-
1.64
-
20.96
143.12
705.93
1,500.05
-
1,500.00
-
25.00
49.00
-
-
-
-
3.70
240.71
1,586.17
22.61
-
190.39
-
-
-
16.39
-
-
-
0.24
-
-
-
-
-
-
-
-
27.53
40.00
-
-
-
180.00
-
-
-
-
-
-
0.52
-
-
-
-
-
-
-
0.14
0.05
-
-
-
-
-
-
-
-
-
25.00
25.00
-
-
-
-
-
-
-
210.85
-
-
-
-
-
-
-
-
-
123
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
d)
Key Management Personnel (KMP) and details of transactions with KMP:
Name
Category
Years
Remuneration* Dividend Paid
` Crore
Commission
& Sitting Fees
Shri Anil D Ambani
Chairman
Promoter, Non-executive and
Non- Independent director
Shri Lalit Jalan
Chief Executive Officer
Shri Sridhar
Narasimhan
Shri Anil C Shah
Ms. Srilatha T. G
Chief Financial Officer
Company Secretary
w.e.f Feb 5, 2019
Company Secretary
(From November 5, 2018 upto
February 5, 2019)
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
Shri Aashay
Khandwala
Company Secretary up to
Nov 5, 2018
2018-19
2017-18
-
-
2.17
3.10
1.77
1.96
0.09
-
0.05
-
0.40
0.22
0.14
0.12
0.04
5.52
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
e)
Details of Material Transactions with Related Party
(i)
Transactions during the year (Balance Sheet heads)
2018-19
ICD given to RePL ` 1,616.99 Crore and RNEL ` 588.45 Crore ICD refunded by RePL ` 803.66 Crore. Subordinate
debt written off to RDSPL ` 1,586.17 Crore . Purchase and sale of Investment in REGSL ` 1,500 Core.
2017-18
ICD given to RePL ` 1,140.69 Crore. ICD refunded by RePL ` 1,357.14 Crore. Advance received against transfer
of business from REGSL ` 1,500.00 Crore.
(ii) Balance sheet heads (Closing balance)
2018-19
Trade payable, advances received and other liabilities for receiving of services on revenue and capital account
of CPPL ` 911.03 Crore and VIPL ` 718.69 Crore. Investment in Equity of MMOPL ` 761.48 Crore, BRPL
` 530.40 Crore and RePL ` 5,231.18 Crore. ICD given to RePL ` 1,104.48 Crore. Subordinate debt given to PSTL
` 1,078.51 Crore, KMTL ` 505.45 Crore, DATL ` 444.91 Crore and DAMEPL ` 787.53 Crore. Trade Receivables,
Advances given and other receivables for rendering services SaPoL ` 2,490.27 Crore. Other receivable from VIPL
` 526.11 Crore.
2017-18
Investment in Equity of RePL ` 6,828.42 Crore. ICD given to RNEL ` 1,696.44 Crore. Subordinate debt given
to RDSPL ` 1,508.17 Crore. Advance received against transfer of business from REGSL ` 1,500.00 Crore. Trade
Receivables, Advances given and other receivables for rendering services SaPoL ` 2,373.45 Crore.
(iii) Guarantees and Collaterals
2018-19
Corporate Guarantee for SaPoL ` 905.90 Crore given during the year and outstanding as at March 31, 2019.
Corporate Guarantee to RCap ` 1,388.00 Crore given during the year and outstanding as at March 31, 2019.
*Remuneration does not include post-employment benefits, as they are determined on an actuarial basis for the
Company as a whole.
Notes:
1)
2)
The above disclosure does not include transactions with/as public utility service providers, viz, electricity,
telecommunications etc. in the normal course of business.
Transactions with Related Party which are in excess of 10% of the Total Revenue (including regulatory
Income) of the Company are considered as Material Related Party Transactions.
124
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
35. Segment Reporting
(a) Description of segments and principal activities
The Company operates in two Business Segments namely Power and Engineering and Construction (E&C) Business.
Business (E&C) segments have been identified as reportable segments based on how the CODM examines the Company’s
performance both from a product and geographic perspective. The inter segment pricing is effected at cost. Segment
accounting policies are in line with the accounting policies of the Company.
The Power segment is engaged in generation, transmission and distribution of electrical power at various locations. E&C
segment of the Company renders comprehensive value added services in construction, erection, commissioning and
contracting.
(b)
Summary of Segment information is as under:
The expenses and income that are not directly attributable to any business segment are shown as unallocable income
(net of unallocable expenses). Interest income and finance cost are not allocated to segments, as this type of activity
is driven by the central treasury function, which manages the cash position of the Company.
2018-19
2017-18
Power
E&C
Total
Power
E&C
Total
` Crore
10.55
-
10.55
975.53
986.08
-
975.53
-
986.08
8.08
-
8.08
1,067.46
1,075.54
-
1,067.46
-
1,075.54
(45.56)
175.94
130.38
599.97
(6,181.34)
(1,210.93)
1,583.93
(5,077.99)
(190.76)
(4,887.23)
3,973.84
(913.39)
(181.71)
465.70
283.99
(292.32)
284.19
(1,552.94)
1,987.85
710.77
(83.02)
793.79
870.58
1,664.37
-
3.84
18.00
15.65
1.14
45.03
-
-
532.00
11.33
(31.04)
93.32
2.05
53.81
-
0.51
45.24
5,337.31
5,382.55 18,955.13
22,869.90
28,252.45
4,884.59 23,839.72
34,947.20
58,786.92
28.61
4,666.74
4,695.35 10,784.05
9,266.22
13,961.57
4,922.00 15,706.05
21,096.21
36,802.26
Particulars
Revenue
External Sales
Less: Inter- Segment Sales
Net revenue
Results
Segment Results
Unallocated Income net of
unallocable Expenses
Exceptional Items- Refer note 39
Finance Cost
Interest Income
(Loss)/Profit before tax
Provision for Income-tax - Net
(Loss)/Profit after tax from
Continuing Operations
(Loss)/Profit after tax from
Discontinued Operations
(Loss)/Profit for the Year
Capital Expenditure*
Depreciation*
Impairment Loss/ (reversal)*
Non Cash Expenses other than
Depreciation*
Segment Assets
Unallocated Corporate Assets
Total Assets
Segment Liabilities
Unallocated Corporate Liabilities
Total Liabilities
* Only pertaining to the segment
Note:
i
Segment Revenue
Sales between segments are carried out at arm’s length and are eliminated on consolidation. The segment revenue is
measured in the same way as in the Standalone Statement of Profit and Loss.
125
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
ii
Segment Assets
Segment assets are measured in the same way as in the standalone financial statements. These assets are allocated
based on the operations of the segment and the physical location of the asset. Assets which can’t be allocated to any
of the segments are shown as Unallocated Assets. Investments held by the Company are not considered to be segment
assets and are managed by the treasury function.
iii
Segment Liabilities
Segment liabilities are measured in the same way as in the standalone financial statements. These liabilities are allocated
based on the operations of the segment. Liabilities which can’t be allocated to any of the segments are shown as
Unallocated Liabilities. The Company’s borrowings are not considered to be segment liabilities and are managed by the
treasury function.
(c)
Information about Major Customer
Revenue from operations (E&C) include ` 512.59 Crore (Previous Year: ` 612.38 Crore) from one customer (Previous
Year: One customer) having more than 10% of the total revenue
(d) Geographical Segment:
The Company’s operations are mainly confined in India. The Company does not have material earnings from business
segment outside India. As such, there are no reportable geographical segments.
36.
(A) Standby Charges
In the matter of liability of ` 515.60 Crore of standby charges with the Tata Power Company Limited (TPC) determined
by MERC for the period April 1, 1998 to March 31, 2004, which the Company had fully accounted for, the Appellate
Tribunal of Electricity (ATE) determined the total liability at ` 500 Crore and directed TPC to refund ` 354 Crore
(inclusive of interest of ` 15 Crore upto March 31, 2004) to the Company plus interest @ 10% p.a. commencing from
April 1, 2004 till the date of payment. Against the said order, TPC filed an appeal with the Supreme Court. The Hon’ble
Supreme Court passed an interim order dated February 7, 2007 granting stay of the impugned order of the ATE subject
to the condition that, TPC furnish a bank guarantee in the sum of ` 227 Crore and, in addition, deposit a sum of ` 227
Crore with the Registrar General of the Court which the Company had withdrawn after complying with the conditions
specified and accounted the said amount as Other Liabilities pending final adjustment. The Hon’ble Supreme Court has
dismissed the appeal filed by TPC vide Order dated May 2, 2019. Pending final determination of the amount receivable
from TPC including interest thereon no impact of the Order has been given in the accounts for the year ended March
31, 2019.
(B) Take or Pay and Additional Energy Charges
Pursuant to the order passed by MERC dated December 12, 2007, in case No. 7 of 2002, TPC has claimed an amount
of ` 323.87 Crore towards the following: Pursuant Pursuant to the order passed by the MERC dated December 12,
2007, in case No. 7 of 2002, TPC has claimed an amount of ` 323.87 Crore towards the following:
(a) Difference in the energy charge for energy supplied by TPC at 220 kV interconnection for the period March 2001
to May 2004 along with interest at 24% per annum up to December 31, 2007, and
(b) Minimum offtake charges for energy for the years 1998-99 to 1999-2000 along with interest at 24% per
annum up to December 31, 2007.
In an appeal filed by the Company, ATE held that the amount in the matter (a) above is payable by the Company along
with interest at State Bank of India prime lending rate for short term borrowings. The matter (b) was remanded to MERC
for redetermination. The Company has filed an appeal against the said order before the Supreme Court, which while
admitting the appeal, has restrained TPC from taking any coercive action in respect of the matter stated in (a) above
and TPC has also filed an appeal against the said order. The Company has complied with the interim order directions of
depositing ` 25 Crore with the Registrar of Supreme Court and providing a Bank Guarantee of ` 9.98 Crore. The said
amount is disclosed under Contingent Liability in Note No. 32 above.
37.
Investment in Delhi Airport Metro Express Private Limited
Delhi Airport Metro Express Private Limited (DAMEPL), a SPV of the Company, had terminated the Concession Agreement
with Delhi Metro Rail Corporation (DMRC) for the Delhi Airport Metro Line and the operations were taken over by DMRC
with effect from July 1, 2013. As per the terms of the Concession Agreement, DMRC is liable to pay DAMEPL a Termination
Payment. The matter was referred to arbitration tribunal, which vide its order dated May 11, 2017, granted arbitration award
in favour of DAMEPL of ` 4,662.59 crore on the date of the Award, the Award being inter alia in consideration of DAMEPL
transferring the ownership of the Metro Rail to DMRC who has taken over the same. The Award was upheld by a Single Judge
of Hon’ble Delhi High Court vide its order dated March 06, 2018. However it was set aside by the Division Bench of Hon’ble
Delhi High Court vide it’s Judgement dated January 15, 2019. DAMEPL has filed Special Leave Petition (SLP) before the
Hon’ble Supreme Court against the said Judgement of Division Bench of Hon’ble Delhi High Court. Hon’ble Supreme Court,
while hearing the Interlocutory Application seeking interim relief, on April 22, 2019 has directed that DAMEPL’s accounts shall
not be declared as NPA till further orders and directed listing of the SLP for hearing on July 23, 2019. Based on the facts of
the case and the applicable law, DAMEPL is confident of succeeding in the Hon’ble Supreme Court.
126
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
38. Scheme of Amalgamation of Reliance Infraprojects Limited (RInfl) with the Company
The Hon’ble High Court of Judicature of Bombay had sanctioned the Scheme of Amalgamation of Reliance Infraprojects
Limited (RInfl) with the Company on March 30, 2011 with the appointed date being April 01, 2010. As per the clause 2.3.7
of the Scheme, the Company, as determined by its Board of Directors, is permitted to adjust foreign exchange / hedging /
derivative contract losses / gains debited / credited in the Statement of Profit and Loss by a corresponding withdrawal from
or credit to General Reserve.
Pursuant to the option exercised under the above Scheme, net foreign exchange gain of ` 192.24 Crore for the year ended
March 31, 2019 (net loss of ` 11.68 Crore for the year ended March 31, 2018) has been credited/debited to the Statement
of Profit and Loss and an equivalent amount has been transferred to General Reserve. The Company has been legally advised
that crediting and debiting of the said amount in Statement of Profit and Loss is in accordance with Schedule III to the Act.
Had such transfer not been done, the Loss before tax for year ended March 31, 2019 would have been lower by ` 192.24
crore and General Reserve would have been lower by ` 192.24 crore. The treatment prescribed under the Scheme override
the relevant provisions of Ind AS 1: “Presentation of Financial Statements”.
39. Exceptional Items
Particulars
` Crore
Year ended
March 31, 2019
Year ended
March 31, 2018
Write off /loss (profit) on sale of Investments
Provision/write-off/Loss on Sale of loans given and w/off of interest accrued
thereon
Loss on invocation of Pledged Shares
Loss on transfer of Western Region System Strengthening Scheme (WRSS)-
Transmission Undertaking
Provision for diminution in value of investments
Expenses / (Income)
Less: Withdrawn from General Reserve
Exceptional Items (net)
2,446.61
8,410.99
1,261.14
-
678.62
12,797.36
6,616.02
6,181.34
(261.58)
190.39
-
198.50
-
127.31
411.50
(284.19)
In terms of the Scheme of amalgamation of Reliance Cement Works Private Limited with Western Region Transmission
(Maharashtra) Private Limited (WRTM) wholly owned subsidiary of the Company, which was subsequently amalgamated
with the Company w.e.f. April 1, 2013, during the year ended March 31, 2019 an amount of ` 6,616.02 crore (March
31, 2018 – ` 411.50 Crore) has been withdrawn from General Reserve and credited to the Statement of Profit and Loss
against the exceptional items of ` 12,797.36 crore (` 127.31 Crore for the year ended March 31, 2018) as stated above
which was debited to the Statement of Profit and Loss. Had such withdrawal not been done, the Loss before tax for the
year ended March 31, 2019 would have been higher by ` 6,616.02 Crore (March 31, 2018 – ` 411.50 Crore) and General
Reserve would have been higher by an equivalent amount. The treatment prescribed under the Scheme overrides the relevant
provisions of IndAS 1” Presentation of Financial Statements”.
40. The Reliance Group of companies of which the Company is a part, supported an independent company in which the Company
holds less than 2% of equity shares (“EPC Company”) to inter alia undertake contracts and assignments for the large number
of varied projects in the fields of Power (Thermal, Hydro and Nuclear), Roads, Cement, Telecom, Metro Rail, etc. which were
proposed and/or under development by the Group. To this end along with other companies of the Group the Company funded
EPC Company by way of EPC advances, subscription to Debentures & Preference Shares and Intercorporate Deposits. The
aggregate funding provided by the company as on March 31, 2019 was ` 7,082.96 crore (Previous Year ` 10,936.62 crore)
net of provision of ` 3,972.17 crore (` 2,697.17 crore). In addition, the Company has provided corporate guarantees during
the year aggregating (net of subsequent cancellation) to ` 1,775 crore.
The activities of EPC Company have been impacted by the reduced project activities of the companies of the Group. In the
absence of the financial statements of the EPC Company for the year ending March 31, 2019 which are under compilation it has
not been possible to complete the evaluation of nature of relationship, if any, between the independent EPC Company and the
Company. Presently, based on the analysis carried out in earlier years, the EPC Company has not been treated as related party.
Similarly, in the absence of full visibility on the assets and liabilities of the EPC Company and after considering the reduced
ability of the holding company of the Reliance Group of Companies to support the EPC Company, the Company has provided/
written-off further ` 2,042.16 crore during the year (Nil for the financial year ended March 31, 2018) in respect of the
outstanding amount advanced to the EPC Company and the same has been considered as an exceptional item. Given the
huge opportunity in the EPC field particularly considering the Government of India’s thrust on infrastructure sector coupled
with increasing project and EPC activities of the Reliance Group, the EPC Company with its experience will be able to achieve
substantial project activities in excess of its current levels, thus enabling the EPC Company to meet its obligations. The
Company is reasonably confident that the provision will be adequate to deal with any contingency relating to recovery from
the EPC Company.
127
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
41. During the year, the Company has incurred net losses (after impairment of assets) of ` 913.39 Crore. Further, in respect of
certain loan arrangements of certain subsidiaries / associates, certain amounts have fallen due and /or have been reclassified
as current liabilities by the respective subsidiary/associate companies. The Company is guarantor in respect of some of the
loans / corporate guarantee arrangements and consequently, the Company’s ability to meet its obligations is significantly
dependent on material uncertain events including restructuring of loans, achievement of debt resolution and restructuring
plans, time bound monetisation of assets as well as favourable and timely outcome of various claims. The Company is
confident that such cash flows would enable it to service its debt, realise its assets and discharge its liabilities, including
devolvement of any guarantees / support to the subsidiaries and associates in the normal course of its business. Accordingly,
the standalone financial statement of the Company has been prepared on a going concern basis.
42. Discontinued Operations
(a) Mumbai Power Business
During the year the Scheme of Arrangement envisaging vesting of Mumbai Power Business (MPB) to its resulting wholly owned
subsidiary viz. Reliance Electrice Generation and Supply Limited (REGSL) has been implemented with effect from April 1, 2018.
Pursuant to the Share Purchase Agreement with Adani Transmission Limited for sale of MPB, the Company divested its entire
stake in REGSL after obtaining all required regulatory & other approvals. The Financial Performance and Cash Flow Information
of MPB regrouped from audited standalone financial statement of financial year ended March 31, 2018 are given below:
Particulars
Total Income
Total Expenses
Profit before tax and Rate Regulated Activities
Add: Regulatory Income (Net)
Profit before tax
Income Tax Expenses
Profit after tax
Net Cash generated from operating activities
Net Cash used in investing activities
Net Cash used in financing activities
Net cash flow from discontinued Operations
Assets and Liabilities of MPB included in the figures of March 2018 are given below:
Particulars
Property, Plant and Equipment, Capital work in progress and Intangible assets
Non Current Financial Assets
Other Non Current Assets
Inventories
Current Financial Assets
Other Current Assets
Total Assets before regulatory assets
Regulatory deferral account debit balances and related deferred tax balances
Total Assets
Non Current Borrowings
Other Non Current Liabilities
Current Borrowings
Other Current Liabilities
Total Liabilities
Net Assets
` in Crore
Year ended
March 31, 2018
8,008.35
7,460.42
547.93
288.89
836.82
-
836.82
3,550.94
(526.96)
(3,023.98)
-
As at
March 31, 2018
14,911.94
173.15
0.01
314.57
1,086.42
88.66
16,574.75
1,626.83
18,201.58
1,869.30
5,047.61
2,773.53
5,154.74
14,845.18
3,356.40
The profit for the year ended March 31, 2019 ` 3,973.84 crore (` 836.82 Crore for the year ended March 31, 2018)
including reversal of deferred tax liability of ` 2,291.89 crore has been shown as profit from Discontinued Operations in
respect of above transaction
128
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
(b) Western Region System Strengthening Scheme (WRSSS) Transmission Undertakings
On October 12, 2017, the Company completed the transfer of its Western Region System Strengthening Scheme (WRSSS)
Transmission Undertakings to its two subsidiaries namely Western Transmission Gujarat Limited (WTGL) and Western Transco
Power Limited (WTPL) and accordingly the Assets and Liabilities as well as Income and Expenditure of WRSSS have been
considered as Assets classified as held for sale and discontinued operations as per Ind AS 105 “Non Current Assets held for sale
and discontinued operations”.
The Financial Performance and Cash Flow Information of WRSSS are given below:
Particulars
Total Income
Total Expenses
Profit before tax
Income Tax Expenses
Profit after tax
Net Cash generated from operating activities
Net Cash used in investing activities
Net Cash used in financing activities
Net cash flow from discontinued Operations
Assets and Liabilities of WRSSS are given below:
Particulars
Property, Plant and Equipment
Service Concession Receivable
Trade Receivable
Other Current & Non-Current Assets
Total Assets
Borrowings
Trade Payable
Other Current & Non-Current Liabilities
Total Liabilities
Net Assets
` in Crore
April 1, 2017 to
Octomber 12,2017
74.59
40.83
33.76
-
33.76
31,63
44.14
(70.74)
5.03
As at
Octomber 12, 2017
0.44
1,104.38
39.33
55.18
1,199.33
660.59
0.06
3.38
664.03
535.30
43. Disclosure under Ind AS 19 “Employee Benefits”
(a) Defined Contribution Plan
(i)
(ii)
Provident fund
Superannuation fund
(iii)
State defined contribution plans
- Employer’s contribution to Employees’ state insurance
- Employers’ Contribution to Employees’ Pension Scheme 1995
The provident fund and the state defined contribution plan are operated by the Regional Provident Fund Commissioner and
the superannuation fund is administered by the trustees of the Reliance Infrastructure Limited Officer’s Superannuation
Scheme. Under the schemes, the Company is required to contribute a specified percentage of payroll cost to the
retirement benefit schemes to fund the benefits.
129
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
The Company has recognised the following amounts as expense in the standalone financial statements for the year:
Particulars
Contribution to Provident Fund
Contribution to Employees Superannuation Fund
Contribution to Employees Pension Scheme
Contribution to National Pension Scheme
Contribution to Employees State Insurance (@ ` 34,987)
2018-19
2017-18*
` Crore
5.95
1.03
0.81
1.63
-
41.03
8.69
8.49
6.97
@
* includes ` 56.92 crore and ` 0.13 Crore pertaining to Discontinued Operations of MPB and WRSSS respectively.
(b) Defined Benefit Plan
Provident Fund (Applicable to certain Employees)
The benefit involving employee established provident funds, which require interest shortfall to be recompensated are
to be considered as defined benefit plans. As per the Audited Accounts of Provident Fund Trust maintained by the
Company, the shortfall arising in meeting the stipulated interest liability, if any, gets duly provided for.
Gratuity
The Company operates a gratuity plan administered by various insurance companies. Every employee is entitled to a
benefit equivalent to fifteen days salary last drawn for each completed year of service in line with the Payment of
Gratuity Act, 1972 or Company scheme whichever is beneficial. The same is payable at the time of separation from the
Company or retirement, whichever is earlier. The benefits vest after five years of continuous service.
Particulars
Starting Period
Date of Reporting
Assumptions
Expected Return On Plan Assets
Rate of Discounting
Rate of Salary Increase
Rate of Employee Turnover
Mortality Rate During Employment
Mortality Rate After Employment
Change in the Present Value of Defined Benefit Obligation
Present value of Benefit Obligation at the beginning of the year
Liability Transferred Out
Liability Transferred In
Interest Cost
Current Service Cost
Benefit Paid Directly by the Employer
Benefit Paid From the Fund
Actuarial (Gain) / Losses on Obligation- Due to Change in Financial Assumptions
Actuarial (Gain) / Losses on Obligation- Due to Change in Demographic
Assumptions
Actuarial (Gain) / Losses on Obligation-Due to Experience
Present Value of Benefit Obligation at the end of the year
Change in the Fair Value of Plan Assets
130
` Crore
Gratuity for the
year ended
March 31, 2019
Gratuity for the
year ended
March 31, 2018
April 01, 2018
April 01, 2017
March 31, 2019 March 31, 2018
7.48%
7.48%
5.00%
10.00%
Indian Assured
Lives Mortality
(2006-08)
N.A.
7.71%
7.71%
9.75%
4.00%
Indian Assured
Lives Mortality
(2006-08)
N.A.
As at
March 31, 2019
588.20
(570.07)
-
18.89
13.70
(16.70)
(1.12)
(7.29)
(2.16)
As at
March 31, 2018
562.79
(1.26)
1.23
39.45
40.78
(24.89)
-
(20.00)
8.29
8.90
32.35
(18.19)
588.20
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
` Crore
Gratuity for the
year ended
March 31, 2019
Gratuity for the
year ended
March 31, 2018
Particulars
Fair Value of Plan Asset at the beginning of the year
Asset Transferred In / Out
Asset Transferred Out / Divestment
Interest Income
Contribution by the Employer
Return on Plan Assets Excluding Interest Income#
Fair Value of Plan Asset at the end of the year
Amount Recognised in the Balance Sheet
Present Value of Benefit Obligation at the end of the year
Fair Value of Plan Assets at the end of the year
Funded Status (Deficit)
Net (Liability) Recognized in the Balance Sheet
Provisions
Current
Non-Current
Expenses Recognized in the Statement of Profit and Loss
Current Service Cost
Net Interest Cost##
Expenses Recognised
Income/(Expenses) Recognised in Other Comprehensive Income (OCI)
Actuarial Income/(Losses) on Obligation for the year
Return on Plan Assets Excluding Interest Income
Net Income for the year recognised in OCI
Major Categories of plan asses as a percentage of total
Insurance Fund
Prescribed Contribution For Next Year
Maturity Analysis of Project Benefit Obligation : From Fund
Projected Benefit in Future Years from the Date of Reporting
Within next 12 months
Between 2 to 5 years
Beyond 6 years
Sensitivity Analysis
Increase / (Decrease) in Present value of Defined Benefits Obligation at the
end of the year
Assumptions – Discount Rate
Sensitivity Level
Impact on defined benefit obligation –in % increase
Impact on defined benefit obligation –in % decrease
Assumptions – Future Salary Increase
Sensitivity Level
Impact on defined benefit obligation –in % increase
Impact on defined benefit obligation –in % decrease
Assumptions – Employee Turnover
Sensitivity Level
Impact on defined benefit obligation –in % increase
Impact on defined benefit obligation –in % decrease
466.60
-
(453.94)
35.97
(1.12)
(20.39)
27.10
(32.35)
27.10
(5.25)
(5.25)
(3.82)
(1.43)
13.70
(0.40)
13.30
(9.46)
0.84
(8.62)
100%
3.82
7.90
14.63
9.82
-
32.35
1%
(3.85%)
4.24%
1%
4.30%
(3.98%)
1%
(0.49%)
0.55%
*Includes ` NIL (` 0.07 Crore) for Discontinued Operations of WRSS.
# includes ` 21.23 Crore for the financial year 2018-19 towards discontinued operations of MPB
# # includes ` 17.48 Crore towards discontinued operations of MPB
422.52
1.23
(1.06)
29.62
14.57
(0.28)
466.60
(588.20)
466.60
(121.60)
(121.60)
(34.22)
(87.38)
40.78
9.83
50.61*
(29.90)
0.27
(29.63)
100%
34.22
66.98
174.14
347.08
-
588.20
1%
(6.80%)
7.71%
1%
7.41%
(6.68%)
1%
(1.01%)
1.11%
131
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
The above sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In
practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity
of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit
obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when
calculating the defined benefit liability recognised in the balance sheet.
The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.
In the absence of detailed information regarding plan assets which is funded with Reliance Life Insurance Corporation of India,
the composition of each major category of plan assets, the percentage and amount for each category of the fair value of plan
assets has not been disclosed.
Risk Exposure :
Investment 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 reporting period on government bonds. If the return on plan asset is below this
rate, it will create plan defecit.
Interest Risk: A decrease in the bond interest rate will increase the plan liability: however, this will be partially offset by an
increase in th return on the plan debt investment.
Liquidity Risk: The present value of the defined 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.
Salary Risk: 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.
44. Disclosure of Loans and Advances in the nature of loans to Subsidiaries and Associates (Pursuant to Regulation 34(3) and
53(f) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations, 2015)
Name
Sr.
No.
1
2
3
4
5
6
7.
8.
9.
10
11.
12.
13.
14.
15.
16.
Subsidiaries:
Mumbai Metro One Private Limited
DA Toll Road Private Limited #
Delhi Airport Metro Express Private Limited #
PS Toll Road Private Limited #
Reliance Electric Generation and Supply Limited#
TK Toll Road Private Limited #
JR Toll Road Private Limited #
GF Toll Road Private Limited #
KM Toll Road Private Limited #
TD Toll Road Private Limited #
Reliance Defence Systems Private Limited #
Reliance Defence Technologies Private Limited #
Reliance Defence System & Tech Limited #
Reliance Defence and Aerospace Private Limited #
Reliance Airport Developers Limited
Baramati Airport Limited (formerly Baramati Airport Private
Limited)
17.
Latur Airport Limited (formerly Latur Airport Private Limited)
18. Nanded Airport Limited (formerly Nanded Airport Private
Limited)
19. Osmanabad Airport Limited (formerly Osmanbad Airport
Private Limited)
Yavatmal Airport Limited (formerly Yavatmal Airport Private
Limited)
Reliance Aerostructure Limited #
Reliance Defence Limited#
20.
21.
22.
132
Closing Bal Amt O/s
as at
Max Amt O/s during
the year
March 31,
2019
March 31,
2018
March 31,
2019
March 31,
2018
` Crore
283.79
15.44
57.25
31.90
-
-
-
-
-
-
-
0.01
-
0.05
-
0.10
0.22
5.62
0.13
0.26
90.01
-
283.79
15.44
56.52
11.90
30.96
-
-
-
-
-
-
0.01
2.48
0.05
-
-
0.10
4.07
0.07
0.13
89.29
-
283.79
15.44
57.25
31.90
108.31
3.52
4.70
7.39
30.78
1.72
-
0.01
2.50
0.05
-
0.10
0.22
5.62
0.13
0.26
90.01
3.86
474.18
15.44
83.00
11.90
30.96
7.50
3.50
0.01
2.48
0.05
0.71
0.06
0.10
4.75
0.07
0.13
89.29
1.00
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
Name
Sr.
No.
23.
24.
25.
26.
27.
28.
29.
Reliance Velocity Limited#
Reliance Defence Infrastructure Limited#
Associates including Subsidiaries of Associates:
Reliance Power Limited
Reliance Naval and Engineering Limited
REDS Marine Services Limited (formerly Reliance Engineering
and Defence Services Limited)
E Complex Private Limited
RMOL Engineering and Offshore Limited (formerly Reliance
Marine and Offshore Limited)
` Crore
Closing Bal Amt O/s
as at
Max Amt O/s during
the year
March 31,
2019
0.11
0.08
March 31,
2018
-
-
March 31,
2019
0.11
0.08
March 31,
2018
-
-
1,104.48
-
-
291.15
1,696.43
1.50
1,104.48
2,284.89
49.40
719.12
1,696.43
1.50
-
-
131.47
45.10
206.17
45.10
147.77
45.10
# Except for these companies, all loans and advances stated above carry interest.
There are no investments by loanees as at March 31, 2019 in the shares of the Company and Subsidiary Companies.
As at the year-end, the Company-
(a)
(b)
has no loans and advances in the nature of loans to firms / companies in which directors are interested.
The above amounts exclude subordinate debts.
45. KM Toll Road Private Limited (KMTR), a subsidiary of the Company, has after the end of the Accounting Year, terminated the
Concession Agreement with National Highways Authority of India (NHAI) for Kandla Mudra Road Project (Project) on May 07,
2019, on account of Material Breach and Event of Default under the provisions of the Concession Agreement by NHAI. The
operation of the Project has been taken over by NHAI and NHAI has given a contract to a third party to collect the Toll with
effect from April 16, 2019. In accordance with the terms of the Concession Agreement, NHAI is now liable to pay KMTR an
estimated amount of ` 1,205.47 Crore towards Termination Payment, as the Project has been terminated by KMTR owing
to NHAI Event of Default. KMTR vide its letter dated May 06, 2019 has also issued a notice to NHAI for the Termination
Payment. Pending final outcome of the notice and possible arbitration proceedings and as legally advised, the claims for the
Termination Payment are considered fully enforceable and the Company is confident of recovering its entire investment of
` 539.45 crore in KMTR as at March 31, 2019.
46.
Interest in Jointly Controlled Operations
Coal Bed Methane: The Company along with M/s. Geopetrol International Inc. and Reliance Natural Resources Limited *(the
consortium) was allotted 4 Coal Bed Methane (CBM) blocks from Ministry of Petroleum and Natural Gas (Mo PNG) covering
an acreage of 3,266 square kilometers in the States of Madhya Pradesh, Andhra Pradesh and Rajasthan. The consortium had
entered into a contract with Government of India for exploration and production of CBM gas from these four CBM blocks. The
Company as part of the consortium had 45% share in each of the four blocks. M/s. Geopetrol International Inc was appointed
the operator on behalf of the consortium for all the four CBM blocks. In SP(N) CBM block, Company subsequently acquired
10% share and Operatorship from M/s. Geopetrol International Inc.
MZ-ONN-2004 / 2: The Company along with M/s. Geopetrol International Inc, NaftoGaz India Private Limited and Reliance
Natural Resources Limited *(the consortium) was allotted Oil and Gas block from Ministry of Petroleum and Natural Gas
(MoPNG), in the State of Mizoram under the New Exploration Licensing Policy (NELP-VI) round, covering an acreage of
3,619 square kilometers and the consortium had signed a production sharing contract with the Government of India for
exploration and production of Oil and Gas from block. The Company as part of the consortium had 70% share in the block.
M/s NaftoGaz India Private Limited was the operator on behalf of the consortium for the block.
Rinfra Astaldi Joint Venture (Metro): The Company along with ASTALDI S.p.A. (ASTALDI), a company incorporated under
the law of Italy, consortium was allotted a project for Part Design and Construction of Elevated Viaduct and Elevated Stations
[Excluding Architectural Finishing & Pre-engineered steel roof structure of Stations] from Chainage (-) 550 M TO 31872.088
M of LINE-4 CORRIDOR [Wadala-Ghatkopar-Mulund-Thane Kasarvadavali] of Mumbai Metro Rail Project of MMRDA
Reliance Astaldi JV (VBSL): The Company along with ASTALDI S.p.A. (ASTALDI), a company incorporated under the law of
Italy, consortium was allotted a project from Maharashtra State Road Development Corporation Ltd. (MSRDC) for Design,
Construction and Maintenance of 17.17 km length of Versova Bandra Sea Link (VBSL) in the State of Maharashtra.
Kashedighat JV: The Company along with “Construction Association Interbudmontazh” (CAI), a company registered at Ukraine,
consortium was allotted a project from Ministry of Road Transport & Highways (MoRTH) through PWD, Maharashtra for
Rehabilitation and Upgradation of NH-66 (Erstwhile NH-17) including 6 Lanes near Parshuram village in the State of
Maharashtra under NHDP-IV on EPC Mode of Contract.
133
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
Disclosure of the Company’s share in Joint Controlled Operations:
Name of the Field in the Joint Venture
Location
SP-(North) – CBM - 2005 / III
MZ-ONN-2004 / 2
Rinfra Astaldi Joint Venture (Metro)
Reliance Astaldi JV (VBSL)
Kashedighat
Sohagpur, Madhya Pradesh
Mizoram
Mumbai, Maharashtra
Mumbai , Maharashtra
Parshuram Village , Maharashtra
Participating
Interest (%)
Participating
Interest (%)
March 31, 2019
55 % **
Terminated ***
74%
70%
90%
March 31, 2018
55 %**
70%***
-
-
-
**The Board of Directors of the Company has approved the transfer of operatorship from M/s. Geopetrol International Inc
to the Company on February 14, 2015. MoPNG approved the same on April 28, 2016 and amendment to Contract has
been conveyed on January 29, 2018. DGH approved exploration Phase-II commencement date as February 28, 2018 with
Company as Operator.
*** MoPNG, Government of India in October 2012, after six years of the award of block, observed that NaftoGaz India
Limited had falsely represented itself as the subsidiary of NaftoGaz of Ukraine at the time of bidding and served notice of
termination to all consortium members referring relevant clause of NELP-VI notice inviting offer (NIO) and Article 30.3(a)
of the Production Sharing Contract (PSC) and demanded to pay penalty towards unfinished minimum work program. The
Company has received letter dated April 16, 2015 from DGH to deposit USD 9,467,079 as cost of unfinished Minimum Work
Program (MWP) to MoPNG. The claim has been contested by the Company vide letter dated June 21, 2014, May 25, 2015
and March 05, 2016. The said amount is disclosed under Contingent Liability in Note No. 32 above.
(* Share of RNRL has since been demerged to 4 Subsidiary Companies of Reliance Power Limited).
Based on the audited statement of accounts of the JV, the Company’s shares in respect of assets and liabilities and expenditure
for the year have been accounted as under.
Particulars
2018-19
Rinfra
Astaldi
Joint
Venture
(Metro)
61.90
61.90
4.79
55.12
33.97
Reliance
Astaldi
JV
(VBSL)
15.35
15.35
0.65
18.28
0.69
Kashedighat
JV
Mizo
Block
CBM
Block
17.91
17.91
0.32
7.69
1.03
-
-
-
0.24
-
-
0.03
-
3.53
-
Rinfra
Astaldi
Joint
Venture
(Metro)
-
-
-
-
-
25.94
18.24
6.98
-
0.01
-
Income
Expenses
Non Current Assets
Current Assets
Non Current
Liabilities
Current Liabilities
47.
(1) Disclosure as required under Ind AS – 17 “Leases” is given below:
` Crore
2017-18
Kashedighat
JV
Mizo
Block
CBM
Block
Reliance
Astaldi JV
(VBSL)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
0.24
-
-
1.34
-
3.53
-
-
0.01
(a)
The Company has entered into cancellable / non-cancellable leasing agreement for office, residential and
warehouse premises renewable by mutual consent on mutually agreeable terms.
(b)
Future minimum lease payments under non-cancellable operating lease are as under:
Particulars
Office Premises and Warehouses
Lease Rental Debited
to Statement of
Profit and Loss
(Cancellable and Non
cancellable)
2.69
Future Minimum Lease Rentals
More
Between
than 5
1 to 5
Years
Years
Less Than
1 Year
` Crore
Period of
Lease*
0.11
-
-
Various
*The Lease terms are renewable on a mutual consent of Lessor and Lessee. The lease rentals have been included
under the head “Rent” under Note No. “28 -Other Expenses”.
134
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
(2) Leases Assets taken on Finance Lease
The finance lease obligation relate to the 25-year power purchase agreement under which Vidarbha Industries Power
Limited, a subsidiary of Reliance Power Limited, sells all of its electricity output of its power plant at Butibori village in
Nagpur, Maharashtra (In two units of 300 MW each (thermal power project) to the Company as the sole offtaker.
The effective interest rate implicit in the finance lease is 10.88%.
Following table summarises the reconciliation of lease liabilities in the arrangement:
- Not later than one year
- Later than one year and not later than five years
- Later than five years
Total
Less: future interest
Present Value of Minimum Lease Liabilities
` Crore
Gross Value of Finance
Lease Liabilities
Present value of Finance
Lease Liabilities
March 31,
2019
-
-
-
-
-
-
March 31,
2018
509.47
2,037.87
7,854.30
10,401.64
6,232.04
4,169.60
March 31,
2019
-
-
-
-
-
-
March 31,
2018
58.68
310.00
3,800.92
4,169.60
-
-
The fair value is determined by discounting projected cash flows using the interest rate yield curve for the remaining
term to maturities adjusted for credit spread. The fair value of lease liabilities falls into level 3 of the fair value hierarchy.
Refer Note No.48 for fair value disclosure of lease liabilities.
Pursuant to sale of MPB, the lease arrangement has been transferred as referred in note 42(a).
48. Fair Value Measurement and Financial Risk Management
(A)
(a)
Fair Value Measurement
Financial Instruments by category
Particulars
Financial assets
Investments
- Equity instruments
- Subordinate debt - debt instrument
- Preference shares
- Debentures
- Mutual funds
- Government securities
Trade receivables
Inter Corporate Deposits
Security deposits
Loan to Employees
Other receivables
Advance to Employees
Interest receivable
Cash and cash equivalents
Bank deposits with original maturity of more
than 3 months but less than 12 months
Bank deposits with more than 12 months original
maturity
Total financial assets
Financial liabilities
Borrowings (including finance lease obligations
and interest accrued thereon)
Trade payables
Others
Deposits from consumers
Financial guarantee obligation
Unpaid dividends
Total financial liabilities
As at March 31, 2019
As at March 31, 2018
FVTPL
FVOCI
Amortised
cost
FVTPL
FVOCI
Amortised
cost
78.24
-
696.11
1,151.53
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
153.02
3.73
-
- 1,430.13
- 1,010.11
266.64
-
-
-
-
3,835.44
-
5,999.08
-
105.65
-
6.92
-
652.62
-
1.78
-
761.34
-
70.89
-
200.94
-
-
142.85
-
-
-
-
-
-
-
120.80
-
-
4,801.33
- 13,551.22
128.53
-
45.69
-
784.81
-
12.25
-
1,238.90
-
86.22
-
499.47
-
10.60
-
-
0.88
1,925.88
- 11,798.28 2,710.61
- 21,412.95
-
-
6,429.30
-
- 17,170.95
-
-
-
22.90
-
22.90
-
-
-
-
-
-
3,060.89
-
-
-
16.05
9,506.24
-
-
-
9.24
-
9.24
5,304.77
-
808.13
-
434.19
-
-
-
-
15.46
- 23,733.50
135
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
(b)
Fair value hierarchy
This section explains the judgments and estimates made in determining the fair values of the financial instruments that are
(a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the
financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company
has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each
level follows underneath the table.
Assets and liabilities measured at fair value - recurring fair value
measurements as at March 31, 2019
Financial instruments at FVTPL
Unquoted equity instruments
Quoted equity instruments
Preference shares
Debentures
Financial Guarantee Obligations
Assets and liabilities for which fair values are disclosed as at March
31, 2019
Non-financial assets
Investment property
Investments in equity instruments of associates
Reliance Power Limited
Financial Liabilities
Borrowings (including finance lease obligation and interest)
Assets and liabilities measured at fair value - recurring fair value
measurements as at March 31, 2018
Financial instruments at FVTPL
Unquoted equity instruments
Preference shares
Debentures
Mutual funds
Financial Guarantee Obligations
Derivatives not designated as hedges
Derivative financial liabilities
Derivative financial assets
Assets and liabilities for which fair values are disclosed as at March
31, 2018
Non-financial assets
Investment property
Investments in equity instruments of associates
Reliance Power Limited
Financial assets
Government securities
Financial Liabilities
Borrowings (including finance lease obligation and interest)
Level 1
Level 2
Level 3
` Crore
Total
-
74.51
-
-
-
Level 1
-
-
-
-
-
Level 2
3.73
-
696.11
3.73
74.51
696.11
1,151.53 1,151.53
22.90
Total
22.90
Level 3
-
1,053.85
-
-
531.00
531.00
-
1,053.85
6,456.97 6,456.97
Level 1
Level 2
Level 3
Total
-
-
-
266.64
-
-
-
Level 1
-
4,375.31
120.71
-
-
-
-
-
3.73
1,430.13
1,010.11
-
9.24
3.73
1,430.13
1,010.11
266.64
9.24
-
-
Level 2
-
-
Level 3
-
-
Total
-
-
-
531.00
531.00
-
-
4,375.31
120.71
17,492.18 17,492.18
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes mutual funds that have a
quoted price. The fair value of all equity instruments which are traded in the stock exchanges is valued using the closing price
as at the reporting period. The mutual funds are valued using the closing NAV.
Level 2: The fair value of financial instruments that are not traded in an active market (for example over-the-counter
derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as
possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument
is included in level 2
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
This is the case for unlisted equity securities, preference shares and debentures which are included in level 3
136
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
(c) Valuation technique used to determine fair value
Specific valuation techniques used to value financial instruments include
●
●
the use of quoted market prices or dealer quotes for similar instruments
the fair value of the remaining financial instruments is determined using discounted cash flow analysis / Earnings /
EBITDA multiple method.
All of the resulting fair value estimates are included in level 1 and 2 except for unlisted equity securities, where the fair values
have been determined based on present values and the discount rates used were adjusted for counterparty or own credit risk.
(d)
Fair value measurements using significant unobservable inputs (level 3)
Particulars
Financial assets
` Crore
financial liabilities
` Crore
As at March 31, 2018
Other fair value gains(losses) recognised in Statement of Profit and Loss
(unrealised)
Loss recognised in Statement of profit and loss
Sale Proceeds
As at March 31, 2019
2,443.97
271.94
860.44
4.10
1,851.37
9.24
(13.66)
-
-
22.90
(e)
Fair value of financial assets and liabilities measured at amortised cost
Particulars
Financial assets
Government securities
Financial liabilities
Borrowings (including finance lease obligations and
interest accrued thereon)
As at March 31, 2019
Fair value
Carrying
amount
` Crore
As at March 31, 2018
Fair
value
Carrying
amount
-
-
120.80
120.71
6,429.30
6,456.97
17,170.95
17,492.18
The carrying amounts of trade receivables, trade payables, advances to employees including interest thereon (secured/
unsecured), intercorporate deposits, security deposits, deposits from customers, other receivable, loans to employees, interest
receivables, subordinate debt, unpaid dividends, bank deposits with original maturity of more than 3 months but less than 12
months, bank deposits with more than 12 months maturity, capital creditors, loans to employee and cash and cash equivalents
are considered to have their fair values approximately equal to their carrying values. The fair values for other assets and
liabilities were calculated based on cash flows discounted using a current lending rate. They are classified as level 3 fair values
in the fair value hierarchy if there is inclusion of unobservable inputs including counterparty credit risk. The fair values of non-
current borrowings and finance lease obligations are based on discounted cash flows using a current borrowing rate. They are
classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs, including own credit risk.
(f)
Valuation in puts and the relationship to fair value
Particulars
Fair Value as at
Equity Instruments
3.73
3.73
March 31, 2019
March 31, 2018
Preference Shares
696.11
1,430.13
Valuation Techniques Significant unobservable
inputs and range
Earnings/EBIDTA
Multiple Method
Discounted Cash Flow
Debentures
1,151.53
1,010.11
Discounted Cash Flow
Financial Guarantee
Obligation
22.90
9.24
Credit Default Swap
(CDS)
Earning growth Factor
7% to 9%
Discount rate: 12% to
16%
Discount rate: 12% to
16%
One year CDS spread for
respective entity’s credit
rating
137
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
(B) Financial Risk Management
The Company’s business activities expose it to a variety of financial risks, namely liquidity risk, market risks and credit risk.
The Company’s senior management has overall responsibility for the establishment and oversight of the Company’s risk
managementframework. The Company has constituted a Risk Management Committee, which is responsible for developing
and monitoring the Company’s risk management policies
The Company’s risk management is carried out by the treasury department under policies approved by the board of directors.
Treasury Department identifies, evaluates and hedge financial risks in close cooperation the Company’s operating units
(a) Credit risk
The Company is exposed to credit risk, which is the risk that one party to a financial instrument will cause a financial loss
for the other party by failing to discharge an obligation. Credit risk arises from cash and cash equivalents, investments
carried at amortised cost or fair value through profit & loss and deposits with banks and financial institutions, as well as
credit exposures to trade/non-trade customers including outstanding receivables and loans.
(i)
Credit risk management
Credit risk is managed at segment level and corporate level depending on the policy surrounding credit risk
management. For banks and financial institutions, only high rated banks/institutions are accepted. Generally all
policies surrounding credit risk have been managed at segment and corporate level. Each segment is responsible
for managing and analysing the credit risk for each of their new clients before standard payment and delivery
terms and conditions are offered. For other financial assets, the Company assesses and manages credit risk based
on internal credit rating system. The finance function consists of a separate team who assess and maintain an
internal credit rating system. Internal credit rating is performed on a Company basis for each class of financial
instruments with different characteristics. The Company assigns the following credit ratings to each class of
financial assets based on the assumptions, inputs and factors specific to the class of financial assets
Rating 1: High-quality assets, negligible credit risk
Rating 2: Quality assets, low credit risk
Rating 3: Medium to low quality assets, Moderate to high credit risk
Rating 4: Doubtful assets, credit-impaired
(ii) Provision for expected credit losses
Trade receivables, retentions on contract and amounts due from customers for contract work
The provision for expected credit losses on financial assets are based on assumptions about risk of default and
expected loss rates. The Company uses judgement in making these assumptions and selecting the inputs, based
on the Company’s past history, existing market conditions, current creditability of the party as well as forward
looking estimates at the end of each reporting period.
Investments other than equity instruments
Investments in financial assets other than equity instruments are exposed to the risk of loss that may occur in
future from the failure of counterparties or issuers to make payments according to the terms of the contract. The
maximum exposure to credit risk for each class of financial assets is the carrying amount of that class of financial
instruments presented in the balance sheet
Year ended March 31, 2019:
Expected credit loss for financial assets where general model is applied
Particulars
Asset group
Financial
assets for
which credit
risk has / has
not increased
significantly
since initial
recognition
Loss
allowance
measured at
12 month
/Life time
expected
credit losses
Security
deposits
Other
receivables
Inter Corporate
Deposits
Expected
probability
of default
Expected
credit
losses
` Crore
Carrying
amount net
of provision
Internal
credit
rating
Estimated
gross
carrying
amount at
default
Rating 2
105.65
0%
NIL
105.65
Rating 1
1,556.98
9%
143.03
1,413.96
Rating
2 / 3
9,828.22
39% 3,829.14
5,999.08
138
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
Year ended March 31, 2018
Expected credit loss for financial assets where general model is applied
Particulars
Asset group
Financial
assets for
which credit
risk has / has
not increased
significantly
since initial
recognition
Loss
allowance
measured at
12 month
/Life time
expected
credit losses
Government
securities
Security
deposits
Other
receivables
` Crore
Expected
probability
of default
Expected
credit
losses
Carrying
amount net
of provision
Internal
credit
rating
Estimated
gross
carrying
amount at
default
Rating 1
120.80
0%
-
120.80
Rating 2
146.23
12%
17.70
128.53
Rating 1
2,166.74
7%
143.03
2,023.71
Inter Corporate
Deposits
Rating
2 / 3
16,105.36
16% 2,554.14 13,551.22
(iii) Reconciliation of loss allowance provision -Trade receivables, retentions on contract under general model
approach
Reconciliation of loss allowance
Loss allowance as at March 31, 2018
Changes in loss allowance
Loss allowance as at March 31, 2019
` Crore
Lifetime expected credit
losses measured using
simplified approach
91.57
(24.56)
67.01
(iv) Reconciliation of loss allowance provision - Other than trade receivables, retentions on contract under general
model approach
Reconciliation of loss allowance
Loss allowance measured
at 12 month expected
losses
Loss allowance as at March 31, 2018
Add / (Less): Changes in loss allowances due to assets originated or purchased
(Net)
Loss allowance as at March 31, 2019
2,714.87
1,257.30
3,972.17
(b)
Liquidity risk
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of
funding through an adequate amount of committed credit facilities to meet obligations when due and to close out
market positions. Due to the dynamic nature of the underlying businesses, Company treasury maintains flexibility in
funding by maintaining availability under committed credit lines.
Management monitors rolling forecasts of the Company’s liquidity position and cash and cash equivalents on the
basis of expected cash flows. This is generally carried out at local level in the operating companies of the Company in
accordance with practice and limits set by the Company. These limits vary by location to take into account the liquidity
of the market in which the entity operates. In addition, the Company’s liquidity management policy involves projecting
cash flows in major currencies and considering the level of liquid assets necessary to meet these, monitoring balance
sheet liquidity ratios against internal and external regulatory requirements and maintaining debt financing plans
Further in view of the net losses in the current financial year and certain cash flow mismatches the Company is
considering debt resolution plan. Also the time bound monetisation of assets as well as favorable and timely outcome
of various claims will enable the Company to meet its obligation. The Company is confident that such cash flows would
enable it to service its debt, realise its assets and discharge its liabilities in the normal course of its business
139
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
(i) Maturities of financial liabilities
The tables below analyse the Company’s financial liabilities into relevant maturities based on their contractual
maturities for all financial liabilities at the reporting date. The amounts are gross and undiscounted and include
contractual interest payment.
Contractual maturities of financial liabilities
Less than
1 year
More than 1
year
` Crore
Total
March 31, 2019
Non-derivatives
Borrowings*
Trade payables (Including Retention payable)
Financial guarantee obligation
Other finance liabilities
2,861.40
3,043.36
-
16.05
5,588.32
17.53
22.90
-
8,449.72
3,060.89
22.90
16.05
Total non-derivative liabilities
5,920.82
5,628.75
11,549.57
Contractual maturities of financial liabilities
Less than 1 yaer
More than 1
year
Total
March 31, 2018
Non-derivatives
Borrowings*
8,407.39
6,120.15
14,527.54
Finance lease obligations
509.47
9,892.17
10,401.64
Trade payables (Including Retention payable)
5,295.98
8.79
5,304.77
Security and other deposits
Financial guarantee obligation
Other finance liabilities
57.61
-
823.59
376.58
9.24
-
434.19
9.24
823.59
Total non-derivative liabilities
15,094.05
16,406.93
31,500.98
*Includes contractual interest payments based on the interest rate prevailing at the reporting date.
(c) Market risk
(i)
Foreign currency risk
The Company operates in a business that exposes it to foreign exchange risk arising from foreign currency transactions,
primarily with respect to the USD. Foreign exchange risk arises from future commercial transactions and recognised
assets and liabilities denominated in a currency that is not the Company’s functional currency (INR). The risk is measured
through a forecast of highly probable foreign currency cash flows. The objective of the Company is to minimise the
volatility of the INR cash flows of highly probable forecast transactions.
Foreign exchange forward contracts are taken to manage such risk.
Financial assets
Investment in preference shares
Investment in equity shares
Trade Receivable
Bank balance in EEFC accounts @ Euro 10.10
Exposure to foreign currency risk (assets)
Financial liabilities
Trade payables
As at March 31, 2019
As at March 31, 2018
USD in Crore
EUR in Crore USD in Crore
EUR in Crore
9.81
1.49
27.10
0.01
38.41
-
-
1.33
@
1.33
9.81
-
27.14
0.07
37.02
4.65
2.45
10.52
-
-
1.33
-
1.33
2.45
140
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
Sensitivity
The sensitivity of profit or loss to changes in the exchange rates arises mainly from foreign currency denominated
financial instruments and from foreign forward exchange contracts.
Particulars
INR/USD - Increase by 6%*
INR/USD - Decrease by 6%*
*Holding all other variables constant
Impact on profit before tax ` Crore
March 31, 2019
March 31, 2018
128.66
128.66
98.20
(98.20)
The outstanding Euro denominated balance being insignificant has not been considered for the purpose of sensitivity
disclosures.
(ii) Cash flow and fair value interest rate risk
The Company’s main interest rate risk arises from long-term borrowings with variable rates, which expose the Company
to cash flow interest rate risk. During March 31, 2019 and March 31, 2018, the Company’s borrowings at variable rate
were mainly denominated in INR. The Company’s fixed rate borrowings are carried at amortised cost. They are therefore
not subject to interest rate risk as defined in Ind AS 107
(a)
Interest rate risk exposure
The exposure of the Company’s borrowing to interest rate changes at the end of the reporting period are as follows:
Particulars
Variable rate borrowings
Fixed rate borrowings
Total borrowings
` Crore
As at
March 31, 2019
As at
March 31, 2018
4,443.48
1,805.68
6,249.16
7,085.90
5,316.95
12,402.85
As at the end of the reporting period, the Company had the following variable rate borrowings outstanding:
March 31, 2019
March 31, 2018
Particulars
Weighted
average
interest rate
Balance
` Crore
% of total
loans
Weighted
average
interest rate
Balance
` Crore
% of total
loans
Borrowings
11.15%
4,443.48
71.11%
10.62%
7,085.90
57%
An analysis by maturities is provided above. The percentage of total loans shows the proportion of loans that are
currently at variable rates in relation to the total amount of borrowings
(b)
Sensitivity
Profit or loss is sensitive to higher/lower interest expense from borrowings as a result of changes in interest rates
Particulars
Interest rates – increase by 100 basis points*
Interest rates – decrease by 20 basis points*
*Holding all other variables constant
(iii) Price risk
(a)
Exposure
` Crore
Impact on profit before tax
March 31, 2019 March 31, 2018
44.43
(8.89)
70.86
(14.17)
The Company’s exposure to equity securities price risk arises from unquoted equity investments and quoted
mutual funds held by the Company and classified in the balance sheet as fair value through profit and loss. To
manage its price risk arising from investments in equity securities, the Company invests only in accordance with
the limits set by the Company.
141
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
(b)
Sensitivity
Particulars
Price increase by 10%
Price decrease by 10%
49. Capital Management
Impact on other
components of equity ` Crore
March 31, 2019 March 31, 2018
7.82
(7.82)
27.04
(27.04)
(a)
The Company considers the following components of its Balance Sheet to be managed capital:
1.
Total equity – retained profit, general reserves and other reserves, share capital, share premium
2. Working capital.
The Company manages its capital so as to safeguard its ability to continue as a going concern and to optimise returns to
our shareholders. The capital structure of the Company is based on management’s judgement of the appropriate balance
of key elements in order to meet its strategic and day-to-day needs. We consider the amount of capital in proportion
to risk and manage the capital structure in light of changes in economic conditions and the risk characteristics of the
underlying assets.
The Company’s aim to translate profitable growth to superior cash generation through efficient capital management.
The Company’s policy is to maintain a stable and strong capital structure with a focus on total equity so as to maintain
investor, creditor, and market confidence and to sustain future development and growth of its business. The Company’s
focus is on keeping strong total equity base to ensure independence, security, as well as a high financial flexibility
for potential future borrowings, if required, without impacting the risk profile of the group. The Company will take
appropriate steps in order to maintain, or if necessary adjust, its capital structure.
The management monitors the return on capital as well as the level of dividends to shareholders. The Company’s goal
is to continue to be able to return excess liquidity to shareholders by continuing to distribute dividends in future periods.
(b) Dividends
Particulars
Equity Shares
Final dividend for the year ended March 31, 2018 of ` 9.50
per fully paid share for financial year 2018-19
(including dividend tax)
March 31, 2019 March 31, 2018
` Crore
297.45
283.43
Dividends not recognised at the end of the reporting period
For the financial year ended March 31, 2018 Directors had recommended
payment of final dividend of ` 9.50 per fully paid equity share
-
301.20
50. The Company has constituted a Corporate Social Responsibility Committee (CSR Committee) in compliance with the provisions
of Section 135 of the Act read with the Companies (Corporate Social Responsibility Policy) Rules, 2014. The CSR Committee
consists of Ms. Ryna Karani as Chairperson and Shri. S S Kohli, Shri K Ravikumar and Shri Punit Garg as members. The CSR
Committee has formulated a Corporate Social Responsibility Policy (CSR policy) indicating the CSR activities to be undertaken
by the Company. Expenditure during the year related to Corporate Social Responsibility as per Section 135 of the Act, read
with Schedule VII thereof is `17.00 Crore.
a)
Gross amount required to be spent by the Company as required under the Act, during the financial year 2018-19 is `
17.00 Crore
b)
Amount spent during the year on CSR was ` 17.00 Crore, as mentioned below:
Particulars
Construction / acquisition of any asset
(i)
(ii) On purpose other than (i) above
In Cash
-
17.00
Yet to be
paid in Cash
-
-
` Crore
Total
-
17.00
142
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019
51. The Company has entered into a Share Purchase Agreement with Cube Highways and Infrastructure III Pte Limited for sale
of its entire stake in DA Toll Road Private Limited, a subsidiary of the Company. The said transaction is subject to various
regulatory and customary approvals and hence has not been considered as non current assets held for sale and discontinued
operations as per Ind AS 105 “Non Current Assets Held for Sale and Discontinued Operations”.
52. The Company is engaged in the business of providing infrastructural facilities as per Section 186 (11) read with Schedule VI
of the Act. Accordingly, Section 186 of the Act is not applicable to the Company.
53. The figures for the previous year ended March 31, 2018 have been regrouped and rearranged to make them comparable with
those of current year. Similarly in view of Note 42 above, the figures of the statement of profit and loss for the previous year
pertaining to MPB has been considered as part of discontinued operation. The Assets and Liabilities as at March 31, 2018
include those pertaining to MPB, hence are not comparable with current year’s figures. Figures in bracket indicate previous
year’s figures. @ - represents figures less than ` 50,000 which have been shown at actual in brackets with @.
54. Pursuant to first proviso to sub-section (3) of section 129 of the Act, read with rule 5 of Companies (Accounts) Rules, 2014,
the Company has attached salient features of the financial statement of its subsidiaries, associates and joint-ventures in form
AOC-1 with its Consolidated Financial Statements.
As per our attached Report of even date
For B S R & Co. LLP
Chartered Accountants
Firm Registration No: 101248W/W-100022
Bhavesh Dhupelia
Partner
Membership No: 042070
For Pathak H. D. & Associates
Chartered Accountants
Firm Registration No. 107783W
Vishal D. Shah
Partner
Membership No. 119303
For and on behalf of the Board
Anil D Ambani
S Seth
S S Kohli
K Ravikumar
Ryna Karani
B C Patnaik
DIN - 00004878
DIN - 00004631
DIN - 00169907
DIN - 00119753
DIN - 00116930
DIN - 08384583
: June 14, 2019
Date
Place : Mumbai
: June 14, 2019
Date
Place : Mumbai
Punit Garg
Sridhar Narasimhan
Anil C Shah
: June 14, 2019
Date
Place : Mumbai
Chairman
Vice Chairman
Directors
Executive Director &
Chief Executive Officer
Chief Financial Officer
Company Secretary
143
Reliance Infrastructure LimitedNotes to the standalone financial statements as at and for the year ended March 31, 2019 Statement on Impact of Audit Qualifications (for audit report with modified opinion)
submitted along-with Annual Audited Financial Results - Standalone)
Statement on Impact of Audit Qualifications for the Financial Year ended March 31, 2019
[See Regulation 33 / 52 of the SEBI (LODR) (Amendment) Regulations, 2016] Standalone
I
Sr.
No.
Particulars
Turnover / Total income
Total Expenditure including exceptional items
Net Profit / (Loss) after tax
Earnings Per Share (`)
Total Assets
Total Liabilities
Net worth-Other Equity
1
2
3
4
5
6
7
Audit Qualification (each audit qualification separately):
a.
Details of Audit Qualification:
Audited Figures
(` in Crore) (as
reported before
adjusting for
qualifications)
Audited Figures
(` in Crore)
(audited figures
after adjusting for
qualifications)
3,581.36
8,659.35
(913.39)
(34.73)
28,252.45
13,961.57
14,290.88
Not Determinable
b.
c.
d.
e.
The Company has investments in and has various amounts recoverable from a party aggregating ` 7,082.96 crore
(net of provision of ` 3,972.17 crore) (` 10,936.62 crore as at 31 March 2018, net of provision ` 2,697.17 crore)
comprising inter-corporate deposits including accrued interest / investments / receivables and advances. In addition,
the Company has provided corporate guarantees during the year aggregating to ` 1,775 crore (net of corporate
guarantees aggregating to ` 5,010.31 crore cancelled subsequent to the balance sheet date) in favour of the
aforesaid party towards borrowings of the aforesaid party from various companies including certain related parties of
the Company. According to the Management of the Company, these amounts have been mainly given for general
corporate purposes and towards funding of working capital requirements of the party which has been engaged in
providing Engineering, Procurement and Construction (EPC) services primarily to the Company and its subsidiaries
and its associates. We were unable to obtain sufficient appropriate audit evidence about the relationship of the
aforementioned party with the Company, the underlying commercial rationale/purpose for such transactions relative
to the size and scale of the business activities with such party and the recoverability of these amounts. Accordingly, we
are unable to determine the consequential implications arising therefrom and whether any adjustments, restatement,
disclosures or compliances are necessary in respect of these transactions, investments and recoverable amounts in the
standalone annual financial results of the Company.
Type of Audit Qualification : Qualified Opinion / Disclaimer of Opinion /
Adverse Opinion
Frequency of qualification: Whether appeared first time / repetitive /
since how long continuing
For Audit Qualification(s) where the impact is quantified by the auditor,
Management’s Views:
For Audit Qualification(s) where the impact is not quantified by the auditor:
(i) Management’s estimation on the impact of audit qualification:
(ii) If management is unable to estimate the impact, reasons for the same:
Disclaimer of Opinion
Not Determinable
Not Applicable
First Time
The Reliance Group of companies of which the Company is a part, supported an independent company in which the
Company holds less than 2% of equity shares (“EPC Company”) to inter alia undertake contracts and assignments for
the large number of varied projects in the fields of Power (Thermal, Hydro and Nuclear), Roads, Cement, Telecom,
Metro Rail, etc. which were proposed and/or under development by the Group. To this end along with other
companies of the Group the Company funded EPC Company by way of EPC advances, subscription to Debentures
& Preference Shares and Intercorporate Deposits. The aggregate funding provided by the company as on March 31,
2019 was ` 7,082.96 crore (Previous Year ` 10,936.62 crore) net of provision of ` 3,972.17 crore (` 2,697.17
crore). In addition, the Company has provided corporate guarantees during the year aggregating (net of subsequent
cancellation) to ` 1,775 crore.
The activities of EPC Company have been impacted by the reduced project activities of the companies of the Group.
In the absence of the financial statements of the EPC Company for the year ending March 31, 2019 which are
under compilation it has not been possible to complete the evaluation of nature of relationship, if any, between the
independent EPC Company and the Company. Presently, based on the analysis carried out in earlier years, the EPC
Company has not been treated as related party.
II
144
Reliance Infrastructure Limited Similarly, in the absence of full visibility on the assets and liabilities of the EPC Company and after considering the
reduced ability of the holding company of the Reliance Group of Companies to support the EPC Company, the
Company has provided/written-off further ` 2,042.16 crore during the year in respect of the outstanding amount
advanced to the EPC Company. Given the huge opportunity in the EPC field particularly considering the Government
of India’s thrust on infrastructure sector coupled with increasing project and EPC activities of the Reliance Group, the
EPC Company with its experience will be able to achieve substantial project activities in excess of its current levels,
thus enabling the EPC Company to meet its obligations. The Company is reasonably confident that the provision will
be adequate to deal with any contingency relating to recovery from the EPC Company.
(iii) Auditors’ Comments on (i) or (ii) above:
Impact is not Determinable.
III
Signatories:
Punit Garg
Sridhar Narasimhan
S S Kohli
(Executive Director and Chief Executive Officer)
(Chief Financial Officer)
(Audit Committee Chairman)
Statutory Auditors
For B S R & Co. LLP
Chartered Accountants
Firm Registration No: 101248W /W-100022
For Pathak H. D. & Associates
Chartered Accountants
Firm Registration No:107783W
Bhavesh Dhupelia
Partner
Membership No. 042070
Place: Mumbai
Date: June 14, 2019
Vishal D Shah
Partner
Membership No. 119303
145
Reliance Infrastructure Limited Independent Auditors’ Report on the Consolidated Financial Statements
To the Member of Reliance Infrastructure Limited
Report on the Consolidated Financial Statements
Disclaimer of Opinion
statements of Reliance
We were engaged to audit the accompanying consolidated
financial
Infrastructure Limited
(hereinafter referred to as the ‘Parent Company”) and its
subsidiaries (Parent Company and its subsidiaries together
referred to as “the Group”), its associates and its joint venture
which comprise the consolidated balance sheet as at 31 March,
2019, the consolidated statement of profit and loss (including
other comprehensive income), consolidated statement of
changes in equity and consolidated statement of cash flows 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”).
We do not express an opinion on the accompanying consolidated
financial statements of the Group. Because of the significance
of the matters described in the Basis for Disclaimer of Opinion
section of our report, we have not been able to obtain sufficient
appropriate audit evidence to provide a basis for an audit opinion
on these consolidated financial statements.
Basis for Disclaimer of Opinion
1. We refer to Note 33 to the consolidated financial
statements which describes that the Parent Company has
investments in and has various amounts recoverable from
a party aggregating ` 7,082.96 crore (net of provision of
` 3,972.17 crore) (` 10,936.62 crore as at 31 March
2018, net of provision of ` 2,697.17 crore) comprising
inter-corporate deposits including accrued interest /
investments / receivables and advances. In addition, the
Parent Company has provided corporate guarantees during
the year aggregating to ` 1,775 crore (net of corporate
guarantees aggregating to ` 5,010.31 crore cancelled
subsequent to the balance sheet date) in favour of the
aforesaid party towards borrowings of the aforesaid party
from various companies including certain related parties of
the Parent Company.
According to the Management of the Parent Company,
these amounts have been mainly given for general
corporate purposes and towards funding of working capital
requirements of the party which has been engaged in
providing Engineering, Procurement and Construction (EPC)
services primarily to the Group and its associates and joint
venture. We were unable to obtain sufficient appropriate
audit evidence about the relationship of the aforementioned
party with the Parent Company, the underlying commercial
rationale/purpose for such transactions relative to the size
and scale of the business activities with such party and
the recoverability of these amounts. Accordingly, we were
unable to determine the consequential implications arising
therefrom and whether any adjustments, restatement,
disclosures or compliances are necessary in respect of these
transactions, investments and recoverable amounts in the
consolidated financial statements of the Group and its
associates and joint venture.
2. We refer to Note 32 of the consolidated financial
statements, regarding method of depreciation adopted by
146
the Parent Company’s associate, Reliance Power Limited
(‘RPower’), for the purpose of preparing its consolidated
financial statements being different from the depreciation
method adopted by RPower’s subsidiaries which is a
departure from the requirements of Indian Accounting
Standard 8 Accounting Policies, Changes in Accounting
estimates and Errors since selection of the method of
depreciation is an accounting estimate and depreciation
method once selected in the standalone financial
statements is not changed while preparing consolidated
financial statements in accordance with Indian Accounting
Standard 110 Consolidated Financial Statements.
Had the method of depreciation adopted by the subsidiaries
of RPower been considered for the purpose of preparation
of consolidated financial statements of RPower, the share
of loss after tax from the associate in the consolidated
financial statements of the Group would increase by
` 166.13 crore with an equivalent amount being reduced
from the investment in the associate.
Material Uncertainty Related to Going Concern
1. Mumbai Metro One Private Limited (MMOPL), a
subsidiary, which has incurred a net loss during the year
ended 31 March 2019 and, as of that date, MMOPL’s
current liabilities exceeded its current assets. These events
or conditions, along with other matters as set forth in Note
29(a) to the consolidated financial statements, indicate
that a material uncertainty exists that may cast significant
doubt on MMOPL’s ability to continue as a going concern.
However, the financial statements of MMOPL have been
prepared on a going concern basis for the reasons stated in
the said Note. The auditors of MMOPL have commented
on the material uncertainty related to going concern in
respect of MMOPL in their audit report.
2.
The consolidated financial statements of Reliance Naval
and Engineering Limited (RNaval), a subsidiary, have been
prepared on a going concern basis for the reasons stated
in the Note 28 to the consolidated financial statements,
notwithstanding the fact that RNaval continues to incur cash
losses, its net worth has been fully eroded, it has defaulted
in repayment of principal and interest to its lenders, loans
have been called back by secured lenders, non-current
assets are significantly impaired, current liabilities exceed
the total assets of RNaval. These conditions indicate the
existence of a material uncertainty that may cast significant
doubt on RNaval’s ability to continue as a going concern.
The appropriateness of the going concern assumption
is critically dependent upon RNaval’s ability to raise
requisite finance/generate cash flows in future to meet its
obligations. The auditors of RNaval have commented on
the material uncertainty related to going concern in respect
of RNaval in their audit report.
3. Matters relating to RPower, an associate, regarding:
a)
continuing default in repayment of outstanding
dues to Lenders and Rajasthan Sun Technique
Energy Private Limited’s (RSTEPL) (a subsidiary of
RPower) ability to repay the future instalments and
other obligations through its own cash flows, since
RSTEPL has incurred losses, its current liabilities
exceed its current assets and RSTEPL is dependent
Reliance Infrastructure Limited
Independent Auditors’ Report on the Consolidated Financial Statements
on the financial assistance from RPower for
shortfall of funds in meeting its obligations. These
events and conditions cast significant uncertainty
on RSTEPL’s ability to continue as a going concern.
The auditors of RSTEPL have referred this matter in
the “Material Uncertainty related to Going Concern”
section in their audit report.
b)
the following matters relating to Samalkot Power
Limited (SMPL), (a subsidiary of RPower):
i.
ii.
iii.
setting up of plant in Bangladesh by Reliance
Bangladesh LNG and Power Limited (RBLPL),
a fellow subsidiary of SMPL, for one module
of 745 megawatt, by transfer of assets from
SMPL is dependent upon RBLPL’s ability to
execute the requisite documents /contracts
under the stipulated timeline to be able to
generate cash flows;
finalisation of customers/alternatives
in
relation to assets being carried in Capital
Work in Progress for their disposal; and
notice dated April 02, 2019 by Export-
Import Bank of the United States (US Exim)
addressed to SMPL and RPower, its sponsor
guarantor, demanding repayment of the
outstanding loan and ongoing discussions of
the management with respect to restructuring
of the aforesaid loan.
Pending conclusion of the matters described
in (i) and (ii) above, SMPLs ability to continue
as a going concern is dependent on the
restructuring and deferment of demand
for immediate repayment of the loan from
US Exim as described in (iii) above and on
financial assistance from RPower to meet
its obligations. These events and conditions
as described above indicate that a material
uncertainty exists that may cast a significant
doubt on SMPLs ability to continue as a going
concern. The auditors of SMPL have referred
this matter in the “Material Uncertainty
related to Going Concern” section in their
audit report.
c)
RPower group incurred a loss of ` 2,951.82
crore (Parent Company’s share in the net loss is
` 1,059.70 crore) and, as of that date, Rpower
group’s current liabilities exceeded its current assets.
Further as stated in Paragraphs (a) and (b) above in
respect of RSTEPL and SMPL and the consequential
impact of these events or conditions, along with
other matters as set forth in Note 29(e) to the
consolidated financial statements, indicate that a
material uncertainty exists that may cast significant
doubt on RPower group’s ability, particularly in
relation to RSTEPL and SMPL, to continue as a going
concern. The auditors of RPower have referred this
matter in the “Material Uncertainty related to Going
Concern” section in their audit report.
4.
GF Toll Road Private Limited (GFTR), a subsidiary,
which indicates that due to the inability of GFTR
to repay the overdue amount of instalments
aggregating to ` 75.21 crore, Bank of India, the
lead lending Institution and the other Consortium
Member Banks, have classified GFTR as a Non-
Performing Asset (NPA) during the year ended
31 March 2019 as set forth in Note 29(b) to the
consolidated financial statements. The auditors
of GFTR have referred this matter as a key audit
matter in their audit report.
TK Toll Road Private Limited (TKTR), a subsidiary,
which indicates that TKTR has incurred a net loss
during the year ended 31 March 2019 and as
on date the current liabilities exceed the current
assets. These conditions along with other matters
set forth in Note 29(c) to the consolidated financial
statements, indicate that a material uncertainty
exists that may cast significant doubt on TKTR’s
ability to continue as a going concern. However, the
financial statements of TKTR have been prepared
on a going concern basis for the reasons stated in
the said Note. The auditors of TKTR have referred
this matter in the “Material Uncertainty related to
Going Concern” section in their audit report.
TD Toll Road Private Limited (TDTR), a subsidiary,
which indicates that TDTR has incurred a net loss
during the year ended 31 March 2019 and as
on date the current liabilities exceed the current
assets. These conditions along with other matters
set forth in Note 29(d) to the consolidated financial
statements, indicate that a material uncertainty
exists that may cast significant doubt on TDTR’s
ability to continue as a going concern. However, the
financial statements of TDTR have been prepared
on a going concern basis for the reasons stated in
the said Note. The auditors of TDTR have referred
this matter in the “Material Uncertainty related to
Going Concern” section in their audit report.
Delhi Airport Metro Express Private Limited
(DAMEPL), a subsidiary, which has significant
accumulated losses and a special leave petition in
relation to an Arbitration Award is pending with the
Honorable Supreme Court of India. These events
and conditions as more fully described in Note 27
to the consolidated financial statements indicate
that a material uncertainty exists that may cast a
significant doubt on DAMEPL’s ability to continue
as a going concern. The auditors of DAMEPL have
referred this matter in the ‘Emphasis of Matters’
section in their audit report.
the
the auditors of
following
Additionally,
subsidiaries and associates have highlighted
material uncertainties related to going concern in
their respective audit reports: BSES Kerala Power
Limited, Metro One Operations Private Limited, RPL
Photon Private Limited, RPL Sun Technique Private
Limited and RPL Sun Power Private Limited
5.
6.
7.
8.
The Group and its associates and joint venture incurred
a net loss (after impairment of assets) of ` 2,426.82
crore during the year ended 31 March 2019. Further
as stated in paragraphs 1 to 8 above in respect of the
147
Reliance Infrastructure Limited
Independent Auditors’ Report on the Consolidated Financial Statements
subsidiaries and associates of the Parent Company, the
consequential impact of these events or conditions, along
with other matters as set forth in Note 28 and 29 to
the consolidated financial statements, indicate that a
material uncertainty exists that may cast significant doubt
on the Group’s ability, particularly in relation to the above
subsidiaries and associate, to continue as a going concern.
Emphasis of matter
(i) We draw attention to Note 26 to the consolidated
financial statements regarding the Scheme of
Amalgamation (the “Scheme”) between Reliance
Infraprojects Limited (wholly owned subsidiary of
the Parent Company) and the Parent Company
sanctioned by the Honorable High Court of Judicature
at Bombay vide its order dated 30 March 2011,
wherein the Parent Company, as determined
by the Board of Directors is permitted to adjust
foreign exchange gain credited to the consolidated
statement of profit and loss by a corresponding
credit to general reserve which overrides the
relevant provisions of Indian Accounting Standard
1 Presentation of financial statements. Pursuant to
the Scheme, foreign exchange gain of ` 192.24
crore for the year ended 31 March 2019 has been
credited to consolidated statement of profit and
loss and an equivalent amount has been transferred
to general reserve.
(Maharashtra) Private
(ii) We draw attention to Note 31 to the consolidated
financial statements, wherein pursuant to the
Scheme of Amalgamation of Reliance Cement
Works Private Limited with Western Region
Transmission
Limited
(WRTM), wholly owned subsidiary of the Parent
Company, which was subsequently amalgamated
with the Parent Company with effect from 1 April
2013, WRTM or its successor(s) is permitted to
offset any extraordinary/exceptional items, as
determined by the Board of Directors, debited to
the consolidated statement of profit and loss by
a corresponding withdrawal from general reserve,
which overrides the relevant provisions of Indian
Accounting Standard 1 Presentation of financial
statements. The Board of Directors of the Parent
Company in terms of the aforesaid Scheme,
determined an amount of ` 6,616.02 crore for the
year ended 31 March 2019 as exceptional items
comprising various financial assets amounting to
` 5,354.88 crore and loss on sale of shares of RPower
pursuant to invocation of pledge of ` 1,261.14
crore. The aforesaid amount of ` 6,616.02 crore
for the year ended 31 March 2019 has been
debited to the consolidated statement of profit and
loss and an equivalent amount has been withdrawn
from general reserve.
specified
treatment
the accounting
in
Had
paragraphs 1(i) and 1(ii) above not been followed,
loss before tax for the year ended 31 March 2019
would have been higher by ` 6,423.78 crore and
general reserve would have been higher by an
equivalent amount.
1.
148
2. We draw attention to Note 38(a) to the consolidated
financial statements which describes the impairment
assessment performed by the Parent Company in
respect of its investments of ` 5,756.85 crore and
amounts recoverable aggregating to ` 1,400.29
crore (net) from RPower group as at 31 March 2019
in accordance with Indian Accounting Standard 36
Impairment of assets / Indian Accounting Standard
109 Financial Instruments. This assessment involves
significant management judgment and estimates on
the valuation methodology and various assumptions
used in determination of value in use/fair value by
independent valuation experts / management as
more fully described in the aforesaid Note. Based on
this assessment, the Parent Company has recorded
an impairment loss on its investments of ` 287.03
crore, as an exceptional item, as at and for the year
ended 31 March 2019 and has concluded that no
impairment is required in respect of the recoverable
amounts.
3. We draw attention to Note 38(b) to the
consolidated financial statements regarding the
pending applications made by two subsidiaries of
RPower before the National Company Law Tribunal
(NCLT) for revision of their standalone statutory
financial statements for the year ended 31 March
2018 and the restatement of the comparative
consolidated financial statements of RPower for
the year ended 31 March 2018 for reasons stated
therein. The opinion of RPower’s auditors is not
modified in respect of this matter.
4. We draw attention to Note 38(c) to the
consolidated financial statements with regard to
capital work in progress in respect of SMPL, for
which management is in the process of evaluating
various alternatives including setting up the plant
in Bangladesh through a subsidiary or selling to any
third party and for which SMPL has recognized
a further impairment provision during the year in
accordance with Indian Accounting Standard 36
Impairment of Assets based on an independent
valuation report. The determination of the fair value
in the aforesaid valuation report involved significant
judgments including time that may be involved to
identify customers, negotiations discount etc. The
opinion of SMPLs auditors is not modified in respect
of this matter.
5. We draw attention to Note 38(c) to the
consolidated financial statements which describes
the impairment assessment performed by RSTEPL
in accordance with Indian Accounting Standard 36
Impairment of Assets to arrive at value in use of its
Property Plant and Equipment. The determination
of the value in use involves assumptions including
generation of power, terminal value and exchange
rate and planned improvement measures for
generation of electricity which requires significant
management judgment. The opinion of RSTEPL’s
auditors is not modified in respect of this matter.
Reliance Infrastructure Limited
Independent Auditors’ Report on the Consolidated Financial Statements
6. We draw attention to Note 38(c) to the
consolidated financial statements, wherein pursuant
to the composite scheme of arrangement between
RPower, Reliance Natural Resources Limited,
erstwhile Reliance Futura Limited and four wholly
owned subsidiaries of RPower viz. Atos Trading
Private Limited, Atos Mercantile Private Limited,
Reliance Prima Limited and Coastal Andhra Power
Infrastructure Limited, which has been sanctioned
by Honourable High Court of Judicature at Bombay
vide order dated October 15, 2010, RPower is
permitted to offset any expense or loss which in
the opinion of the Board of Directors of RPower
are beyond the control of RPower, to be debited in
the Statement of Profit and Loss by a corresponding
withdrawal from General Reserve, which overrides
the relevant provisions of Indian Accounting Standard
1 Presentation of financial statements. During the
year ended 31 March 2019, RPower has impaired
receivables which were identified as an exceptional
item by the Board of Directors of RPower, in terms
of the aforesaid Scheme. The impairment has been
debited to the Statement of Profit and Loss and
an equivalent amount has been withdrawn from
General Reserve. Had such withdrawal not been
made, share of loss from associate and net loss for
the year ended 31 March 2019 would be higher by
` 337.98 crore and General Reserve of the Group
would have been higher by an equivalent amount.
The opinion of RPower’s auditors is not modified in
respect of this matter.
7. We draw attention to Note 30 of the consolidated
financial statements wherein KM Toll Road Private
Limited (KMTR) has terminated the concession
agreement with National Highways Authority of
India (NHAI) on 7 May 2019 and accordingly, the
business operations of KMTR post the termination
date have ceased to continue. No provision for
impairment in the values of assets of KMTR has
been considered in the financial statements for
the reasons stated therein. The opinion of KMTR’s
auditors is not modified in respect of this matter.
8. We draw attention to Note 37 (f) to the
consolidated financial statements with regard to
Delhi Electricity Regulatory Commission (DERC)
Tariff Order received by BSES Rajdhani Power
Limited (BRPL) and BSES Yamuna Power Limited
(BYPL), subsidiaries of the Parent Company,
wherein revenue gap upto 31 March 2014, 31
March 2015, 31 March 2016 and 31 March
2017 has been trued up with certain disallowances.
BRPL and BYPL have preferred an appeal before
Appellate Tribunal (APTEL) on the said disallowance
and based on legal opinion, no impact of such
disallowance, which is subject matter of appeal, has
been considered. The opinion of BRPL and BYPL’s
auditors is not modified in respect of this matter.
and timely recovery of accumulated regulatory
deferral account balance by BRPL and BYPL in
respect of which the dispute is pending before
Hon’ble Supreme Court. The opinion of BRPL and
BYPL’s auditors is not modified in respect of this
matter.
relating
10. We draw attention to Note 37 (d) to the
consolidated financial statements
to
the audit of BRPL and BYPL conducted by the
Comptroller and Auditor General of India (CAG),
stay granted by the Honorable High Court against
any action to be taken by CAG pursuant to the said
audit and the subsequent appeal by the CAG and
others against judgment of the Honorable High
Court. The opinion of BRPL and BYPL’s auditors is
not modified in respect of this matter.
Our opinion is not modified in respect of the above matters.
Responsibilities of Management and Those Charged with
Governance for the Consolidated Financial Statements
The Parent Company’s management and Board of Directors
are responsible for the preparation and presentation of these
consolidated financial statements in terms of the requirements
of the Companies Act, 2013 (“Act”) that give a true and fair
view of the consolidated state of affairs, consolidated profit/
and other comprehensive income, consolidated statement of
changes in equity and consolidated cash flows of the Group
including its associates and joint venture in accordance with
the accounting principles generally accepted in India, including
the Indian Accounting Standards (Ind AS) specified under
section 133 of the Act. The respective Board of Directors of
the companies included in the Group and of its associates and
joint venture are responsible for maintenance of adequate
accounting records in accordance with the provisions of the Act
for safeguarding the assets of each company and for preventing
and detecting frauds and other irregularities; the selection and
application of appropriate accounting policies; making judgments
and estimates that are reasonable and prudent; and the design,
implementation and maintenance of adequate internal financial
controls, that were operating effectively for ensuring 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 Parent Company,
as aforesaid.
In preparing the consolidated financial statements, the respective
management and Board of Directors of the companies included
in the Group and of its associates and joint venture are
responsible for assessing the ability of each company 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.
9. We draw attention to Note 37 (c) to the
consolidated financial statements regarding dues
payable to various electricity generating companies
The respective Board of Directors of the companies included in
the Group and of its associates and joint venture are responsible
for overseeing the financial reporting process of each company.
149
Reliance Infrastructure Limited
Independent Auditors’ Report on the Consolidated Financial Statements
Auditor’s Responsibilities for the Audit of the Consolidated
Financial Statements
Our responsibility is to conduct an audit of the Group’s
consolidated financial statements in accordance with Standards
on Auditing and to issue an auditor’s report. However, because
of the matters described in the Basis for Disclaimer of Opinion
section of our report, we were not able to obtain sufficient
appropriate audit evidence to provide a basis for an audit opinion
on these consolidated financial statements.
We are independent of the Group in accordance with the Code of
Ethics and provisions of the Act that are relevant to our audit of
the consolidated financial statements in India under the Act, and
we have fulfilled our other ethical responsibilities in accordance
with the Code of Ethics and the requirements under the Act.
Other Matters
a.
The consolidated financial statements include the financial
statements of 30 subsidiaries, which reflect total assets of
` 3,184.72 crore as at 31 March 2019, total revenues of
` 168.86 crore and net cash inflows amounting to ` 0.58
crore for the year ended on that date. The consolidated
financial statements also include the Group’s share of
net profit/loss (and other comprehensive income) of `
337.68 crores for the year ended 31 March 2019 in
respect of one associate. These financial statements have
been audited by one of the joint auditors, Pathak H.D.
& Associates, Chartered Accountants, whose reports have
been furnished by the Management and have been relied
upon for the purpose of our opinion on the consolidated
financial statements.
b. We did not audit the financial statements of 29 subsidiaries
included in the consolidated financial statements, whose
financial statements reflect total assets of ` 44,871.31
crore as at 31 March 2019, total revenue of ` 18,389.82
crore and net cash inflows amounting to ` 123.92 crore
for the year ended 31 March 2019. The consolidated
financial statements also include the Group’s share of
net profit (and other comprehensive income) of ` 7.55
crore for the year ended 31 March 2019 in respect of 5
associates and a joint venture whose financial statements
have not been audited by us. These financial statements
have been audited by other auditors whose reports have
been furnished to us by the Management, and our opinion
on the consolidated financial statements, in so far as it
relates to the amounts and disclosures included in respect
of these subsidiaries, associates and joint venture 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,
associates and joint venture is based solely on the reports
of the other auditors.
financial
financial
subsidiary, whose
statements/financial
information of
The
a
statements/financial
information reflect total assets of ` 0.04 crore as at 31
March 2019, total revenues of ` Nil and and net cash
inflows amounting to ` 0.04 crore for the year ended
on 31 March 2019, as considered in the consolidated
financial statements, have not been audited either by us or
by other auditors. These unaudited financial statements/
financial information have been furnished to us by the
Management and our opinion on the consolidated
c.
150
financial statements in so far as it relates to the amounts
and disclosures included in respect of this subsidiary and
our report in terms of sub-section (3) of Section 143 of
the Act in so far as it relates to the aforesaid subsidiary,
is based solely on such unaudited financial statements/
financial information. In our opinion and according to the
information and explanations given to us by the Parent
Company’s Management, these financial statements/
financial information are not material to the Group.
Our opinion 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/
financial information certified by the Management.
Report on Other Legal and Regulatory Requirements
(A) As required by Section 143(3) of the Act, based on
our audit and on the consideration of reports of the
other auditors on separate financial statements of such
subsidiaries, associates and joint venture as were audited
by other auditors, as noted in the ‘Other Matters’ section,
we report, to the extent applicable, that.
a)
b)
c)
d)
e)
f)
As described in the Basis for Disclaimer of Opinion
section, we were unable to obtain all the information
and explanations which to the best of our knowledge and
belief were necessary for the purposes of our audit.
Due to the effects / possible effects of the matters
described in the Basis for Disclaimer of Opinion section,
we are unable to state whether proper books of account
as required by law have been kept by the Group so far as
it appears from our examination of those books.
The consolidated balance sheet,
the consolidated
statement of profit and loss (including other comprehensive
income), the consolidated statement of changes in equity
and the consolidated statement of cash flows dealt with
by this Report are in agreement with the relevant books of
account maintained for the purpose of preparation of the
consolidated financial statements.
Due to the effects/possible effects of the matters
described in the Basis for Disclaimer of Opinion section,
we are unable to state whether the consolidated financial
statements comply with the Indian Accounting Standards
specified under section 133 of the Act.
The matters described in the Basis for Disclaimer of
Opinion section and going concern matter described in the
material uncertainity related to going concern may have
an adverse effect on the functioning of the Group.
On the basis of the written representations received from
the directors of the Parent Company as on 31 March
2019 taken on record by the Board of Directors of the
Parent Company and the reports of the statutory auditors
of its subsidiary companies, associate companies and
joint venture incorporated in India, none of the directors
of the Group companies, its associate companies, and
joint venture incorporated in India is disqualified as on 31
March 2019 from being appointed as a director in terms
of Section 164(2) of the Act.
Reliance Infrastructure Limited
Independent Auditors’ Report on the Consolidated Financial Statements
g)
The reservation relating to maintenance of accounts and
other matters connected therewith are as stated in the
Basis for Disclaimer of Opinion section.
h) With respect to the adequacy of the internal financial
controls with reference to consolidated financial statements
of the Parent Company, its subsidiary companies, associate
companies and joint venture incorporated in India and
the operating effectiveness of such controls, refer to our
separate Report in “Annexure A”.
(B) With respect to the other matters to be included in
the Auditor’s Report in accordance with Rule 11 of
the Companies (Audit and Auditor’s) Rules, 2014, 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 reports of the other auditors on
separate financial statements of the subsidiaries, associates
and joint venture, as noted in the ‘Other Matters’ section:
i.
ii.
iii.
Except for the possible effects of the matters
described in the Basis for Disclaimer of Opinion
section, the consolidated financial statements
disclose the impact of pending litigations as at 31
March 2019 on the consolidated financial position
of the Group, its associates and joint venture. Refer
Note 22 to the consolidated financial statements.
Except for the possible effects of the matters
described in the Basis for Disclaimer of Opinion
section, the Group, its associates and joint venture
did not have any material foreseeable losses on
long-term contracts including derivative contracts
during the year ended 31 March 2019.
Other than for dividend amounting to ` 0.05 crore
pertaining to the financial year 2010-11 which
could not be transferred by the Parent Company, on
account of pendency of various investor legal cases,
there has been no delay in transferring amounts,
required to be transferred, to the Investor Education
and Protection Fund by the Parent Company and its
subsidiary companies, associate companies and joint
venture incorporated in India during the year ended
31 March, 2019.
iv.
The disclosures regarding holdings as well as
dealings in specified bank notes during the period
from 8 November 2016 to 30 December 2016
have not been made in the consolidated financial
statements since they do not pertain to the financial
year ended 31 March, 2019.
(C) With respect to the matter to be included in the Auditor’s
report under section 197(16) of the Act:
In our opinion and according to the information and
explanations given to us and based on the reports of the
statutory auditors of such subsidiary companies, associate
companies and joint venture incorporated in India which
were not audited by us, the remuneration paid during
the current year by the Parent Company, its subsidiary
companies, associate companies and joint venture to its
directors is in accordance with the provisions of Section
197 of the Act. The remuneration paid to any director by
the Parent Company, its subsidiary companies, associate
companies and joint venture is not in excess of the limit
laid down under Section 197 of the Act. The Ministry of
Corporate Affairs has not prescribed other details under
Section 197(16) of the Act which are required to be
commented upon by us.
For B S R & Co. LLP
Chartered Accountants
Firm’s Registration No:
101248W /W-100022
For Pathak H.D. & Associates
Chartered Accountants
Firm’s Registration
No:107783W
Bhavesh Dhupelia
Partner
Membership No: 042070
14 June 2019
Mumbai
Vishal D. Shah
Partner
Membership No:119303
14 June 2019
Mumbai
151
Reliance Infrastructure Limited
Annexure A to the Independent Auditor’s Report
Annexure A to the Independent Auditor’s Report on the consolidated financial statements of Reliance Infrastructure Limited
for the year ended 31 March 2019
Report on the internal financial controls with reference to the
aforesaid consolidated financial statements under Clause (i)
of Sub-section 3 of Section 143 of the Companies Act, 2013
(Referred to in paragraph (A)(h) under ‘Report on Other Legal
and Regulatory Requirements’ section of our report of even
date)
We were engaged to audit the internal financial controls with
reference to consolidated financial statements of Reliance
Infrastructure Limited (hereinafter referred to as “the Parent
Company”) and its subsidiary companies, its associate companies
and joint venture company, which are companies incorporated in
India, as of 31 March 2019, in conjunction with our audit of the
consolidated financial statements of the Parent Company for the
year ended on that date.
Management’s Responsibility for Internal Financial Controls
The respective Board of Directors of the Parent Company, its
subsidiary companies, its associate companies and joint venture
company, which are companies incorporated in India, are
responsible for establishing and maintaining internal financial
controls with reference to consolidated financial statements
based on the criteria established by the respective company
considering the essential components of internal control stated
in the Guidance Note on Audit of Internal Controls over Financial
Reporting (‘Guidance Note’) issued by the Institute of Chartered
Accountants of India (‘ICAI’). 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 Companies Act, 2013 (hereinafter referred to as “the
Act”).
Auditors’ Responsibility
Our responsibility is to express an opinion on the Parent Company’s
internal financial controls with reference to consolidated financial
statements based on our audit conducted in accordance with
the Guidance Note on Audit of Internal Financial Controls Over
Financial Reporting (the “Guidance Note”) and the Standards on
Auditing, to the extent applicable to an audit of internal financial
controls, both issued by the Institute of Chartered Accountants
of India.
Because of the matters described in the Disclaimer of Opinion
paragraph below and after considering the audit evidence of
the other auditors in terms of their reports referred to in the
Other Matters paragraph below, we were not able to obtain
sufficient appropriate audit evidence to provide a basis for an
audit opinion on internal financial controls system with reference
to the consolidated financial statements of the Parent Company.
Meaning of Internal Financial controls with Reference to
Consolidated Financial Statements
A company’s internal financial controls with reference to
consolidated financial statements is a process designed to
provide reasonable assurance regarding the reliability of financial
152
reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting
principles. A company’s internal financial controls with reference
to 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.
Disclaimer of Opinion
a)
b)
-
As at 31 March 2019, the Parent Company has
investments in and amounts recoverable from a party
aggregating ` 7,082.96 crore (net of provision of `
3,972.17 crore) as also corporate guarantees aggregating
to ` 1,775 crore (net of corporate guarantees aggregating
to ` 5,010.31 crore cancelled subsequent to the balance
sheet date) given by the Parent Company in favour of the
aforesaid party towards borrowings of the aforesaid party
from various companies including certain related parties of
the Parent Company. We were unable to obtain sufficient
and appropriate audit evidence about the relationship
of the aforementioned party with the Parent Company,
the underlying commercial rationale/purpose for such
transactions relative to the size and scale of the business
activities with such party and the recoverability of these
amounts. Accordingly, we were unable to determine the
consequential implications arising therefrom and whether
any adjustments, restatement, disclosures or compliances
are necessary in respect of these transactions, investments
and recoverable amounts in the consolidated financial
statements of the Group and its associates and joint
venture.
According to the information and explanations given to
us and based on our audit of Reliance Power Limited
(RPower), an associate company, the following material
weakness has been identified in the operating effectiveness
of RPower’s internal financial controls with reference to
consolidated financial statements as at 31 March 2019:
RPower’s internal financial controls over identification of
related parties in accordance with the requirements of the
applicable regulations were not operating effectively. This
could potentially result in RPower entering into transactions
with related parties without requisite approvals from
the Board of Directors and Audit Committee and other
compliances as required by the applicable regulations
and could also result in non-disclosure of transactions
with such related parties in the consolidated financial
statements.
c)
According to the information and explanations given to
us and based on the audit report issued by the auditors of
Reliance Infrastructure Limited Annexure A to the Independent Auditor’s Report
Samalkot Power Limited (SMPL), a subsidiary company
of RPower, a material weakness has been identified as
at 31 March 2019 with respect to the subsidiary’s
internal financial controls over assessment of amounts
to be recorded as an impairment provision which could
potentially result in the subsidiary not recognizing possible
impairment losses. The auditors of SMPL have qualified
their report on the adequacy and operating effectiveness
of internal financial controls over standalone financial
statements of SMPL for the effects of the material
weakness identified, as stated above.
Because of the above reasons, we are unable to obtain
sufficient appropriate audit evidence to provide a basis for
our opinion whether the Parent Company had adequate
internal financial controls with reference to consolidated
financial statements and whether such internal financial
controls were operating effectively as at 31 March 2019.
We have considered the disclaimer reported above in
determining the nature, timing, and extent of audit tests
applied in our audit of the consolidated financial statements
of the Parent Company, and the disclaimer has affected
our opinion on the consolidated financial statements of
the Parent Company and we have issued a Disclaimer of
Opinion on the consolidated financial statements of the
Parent Company.
Other Matters
Our aforesaid reports under Section 143(3)(i) of the Act on the
adequacy and operating effectiveness of the internal financial
controls with reference to consolidated financial statements
insofar as it relates to 59 subsidiary companies, 6 associate
companies and a joint venture company, which are companies
incorporated in India, is based on the corresponding reports of
the auditors of such companies incorporated in India.
For B S R & Co. LLP
Chartered Accountants
Firm’s Registration No:
101248W /W-100022
For Pathak H.D. & Associates
Chartered Accountants
Firm’s Registration
No:107783W
Bhavesh Dhupelia
Partner
Membership No: 042070
14 June 2019
Mumbai
Vishal D. Shah
Partner
Membership No:119303
14 June 2019
Mumbai
153
Reliance Infrastructure Limited
Consolidated Balance Sheet as at March 31, 2019
ASSETS
Non-current assets
Property, Plant and Equipment
Capital work-in-progress
Investment property
Concession intangible assets
Other intangible assets
Intangible assets under development
Financial Assets:
Investments
Trade Receivable
Loans
Other financial assets
Deferred tax assets (net)
Advance Tax Assets (net)
Other non - current assets
Total non-current assets
Current assets
Inventories
Financial Assets:
Investments
Trade receivables
Cash and cash equivalents
Bank balances other than cash and cash equivalents
Loans
Other financial assets
Current Tax Assets (Net)
Other current assets
Total current assets
Regulatory deferral account debit balances and related deferred tax balances
Total Assets
EQUITY AND LIABILITIES
EQUITY
Equity share capital
Other equity
Equity attributable to owners
Non-controlling interests
Total Equity
LIABILITIES
Non-current liabilities
Financial Liabilities:
Borrowings
Finance lease obligations
Trade payables
Total outstanding dues of micro enterprises and small enterprises
Total outstanding dues of creditors other than micro enterprises and small enterprises
Total outstanding dues of micro enterprises and small enterprises
Total outstanding dues of creditors other than micro enterprises and small enterprises
Other financial liabilities
Provisions
Deferred tax liabilities (net)
Other non - current liabilities
Total non-current liabilities
Current liabilities
Financial Liabilities:
Borrowings
Finance lease obligations
Trade payables
Other financial liabilities
Other current liabilities
Provisions
Current tax liabilities (net)
Total current liabilities
Total Equity and Liabilities
Notes
As at
March 31, 2019
As at*
March 31, 2018
` Crore
3
3
4
7(c)
5
5
7(a)
7(d)
7(g)
7(h)
13(f)
7(i)
6
7(b)
7(d)
7(e)
7(f)
7(g)
7(h)
7(i)
9
10(a)
10(b)
11(a)
11(c)
11(d)
12
13(f)
11(e)
11(b)
11(c)
11(d)
11(e)
12
9,365.73
1,115.27
502.41
13,950.59
1,129.70
1,477.15
6,725.83
3.56
51.19
255.74
189.31
22.23
539.05
35,327.76
23,868.90
1,347.41
528.70
13,861.13
1134.43
1,657.21
12,713.21
-
77.36
162.91
285.14
20.31
500.85
56,157.56
62.05
394.49
16.63
4,467.52
634.95
259.38
5,619.49
3,569.67
9.76
1,910.95
16,550.40
16,505.00
68,383.16
263.03
13,912.71
14,175.74
1,690.11
15,865.85
13,007.73
-
-
17.53
2,663.29
456.96
681.63
3,090.06
19,917.20
2,852.51
-
35.46
19,783.80
5,291.08
3,540.44
586.04
510.78
32,600.11
68,383.16
378.88
5,423.39
525.77
619.51
13,247.48
3,986.78
28.08
1,135.55
25,739.93
18,219.62
100,117.11
263.03
23,417.08
23,680.11
1,576.47
25,256.58
16,793.06
4,110.92
-
8.80
3,101.01
663.89
3,072.88
3,408.80
31,159.36
3,613.77
58.68
19.80
22,172.50
9,317.05
7,712.04
502.35
304.98
43,701.17
100,117.11
The accompanying notes form an integral part of the Consolidated Financial Statements (1 – 43) .
* Restated - Refer Note 38 (b)
As per our attached Report of even date
For B S R & Co. LLP
Chartered Accountants
Firm Registration No: 101248W/W-100022
Bhavesh Dhupelia
Partner
Membership No: 042070
For Pathak H. D. & Associates
Chartered Accountants
Firm Registration No. 107783W
Vishal D. Shah
Partner
Membership No. 119303
For and on behalf of the Board
Anil D Ambani
S Seth
S S Kohli
K Ravikumar
Ryna Karani
B C Patnaik
DIN - 00004878
DIN - 00004631
DIN - 00169907
DIN - 00119753
DIN - 00116930
DIN - 08384583
: June 14, 2019
Date
Place : Mumbai
: June 14, 2019
Date
Place : Mumbai
154
Punit Garg
Sridhar Narasimhan
Anil C Shah
: June 14, 2019
Date
Place : Mumbai
Chairman
Vice Chairman
Directors
Executive Director &
Chief Executive Officer
Chief Financial Officer
Company Secretary
Reliance Infrastructure Limited
Consolidated Statement of Profit and Loss for the year ended March 31, 2019
Continuing Operations:
Revenue from Operations
Other Income
Less: Transfer to General Reserve
Total Income
Expenses
Cost of Power Purchased
Cost of Fuel Consumed
Construction Material Consumed and Sub-Contracting Charges
Employee Benefits Expenses
Finance Costs
Depreciation and Amortization Expense
Other Expenses
Less: Transfer from General Reserve
Total Expenses
Profit / (Loss) from Continuing Operations before Exceptional Items, Rate Regulated Activities and Tax
Exceptional Items:
Income
Expenses
Less : Transfer from General Reserve
(Loss) from Continuing Operations before Rate Regulated Activities and Tax
Add : Regulatory Income / (Expenses) (Net of Deferred Tax)
(Loss) / Profit from Continuing Operations before Tax
Tax Expenses:
Current Tax
Deferred Tax Charges / (Credit) (net)
Income Tax for earlier years (net)
(Loss) /Profit from Continuing Operations after Tax
Discontinued Operations:
Net Profit after Tax from Discontinued Operations
(Loss) / Profit for the year before Share of net profit of Associates and Joint Venture
Share of net (loss) / profit of Associates and Joint Ventures accounted for using the equity method
(Loss) / Profit for the year
Non Controlling Interest Profit / (Loss)
Net (Loss)/Profit for the year attributable to the owners of the Parent Company
Other Comprehensive Income (OCI):
Items that will not be reclassified to Profit and Loss
Remeasurements of net defined benefit plans : (Loss)
Net movement in Regulatory Deferral Account balances related to OCI
Income Tax relating to the above
Other Comprehensive Income – Discontinued Operations (net of tax)
Foreign currency translation Gain
Gains from investments in equity instruments designated at fair value through OCI
Other Comprehensive Income, net of taxes
(including share of associates ` 45.08 Crore (` 5.80 Crore)
Total Comprehensive Income
(Loss) / Profit attributable to :
(a)
(b) Non Controlling Interest
Owners of the Parent Company
Other Comprehensive Income attributable to :
(a)
(b) Non Controlling Interest
Owners of the Parent Company
Total Comprehensive Income attributable to :
(a)
(b) Non Controlling Interest
Owners of the Parent Company
Earnings Per Equity Share (face value of ` 10 each)
Continuing Operations: Basic & Diluted
Discontinued Operations: Basic & Diluted
Continuing and Discontinued Operations: Basic & Diluted
Before effect of withdrawal from scheme: Basic & Diluted
Before Rate Regulatory Activities: Basic & Diluted
The accompanying notes form an integral part of the Consolidated Financial Statements (1 – 43).
* Restated – Refer Note 38 (b)
As per our attached Report of even date
For B S R & Co. LLP
Chartered Accountants
Firm Registration No: 101248W/W-100022
Bhavesh Dhupelia
Partner
Membership No: 042070
For Pathak H. D. & Associates
Chartered Accountants
Firm Registration No. 107783W
Vishal D. Shah
Partner
Membership No. 119303
For and on behalf of the Board
Anil D Ambani
S Seth
S S Kohli
K Ravikumar
Ryna Karani
B C Patnaik
DIN - 00004878
DIN - 00004631
DIN - 00169907
DIN - 00119753
DIN - 00116930
DIN - 08384583
: June 14, 2019
Date
Place : Mumbai
: June 14, 2019
Date
Place : Mumbai
Punit Garg
Sridhar Narasimhan
Anil C Shah
: June 14, 2019
Date
Place : Mumbai
Notes
Year ended
March 31, 2019
Year ended
March 31, 2018*
` Crore
17,885.15
2,162.71
5.79
2,156.92
20,042.07
10,393.15
83.41
884.03
1,150.58
5,203.94
1,254.25
1,778.59
17.47
1,761.12
20,730.48
(688.41)
295.39
(221.11)
221.11
295.39
(393.02)
571.28
178.26
55.92
(222.58)
15.19
(151.47)
329.73
827.95
1,157.68
56.78
1,214.46
(41.04)
1,255.50
(2.55)
8.84
(1.78)
15.53
2.95
-
22.99
14
15
26
16
17
3,4,5
18
26
31
13(a)
19,279.00
2,921.66
192.24
2,729.42
22,008.42
11,381.87
30.72
925.08
1,094.30
4,570.81
1,318.32
1,685.41
-
1,685.41
21,006.51
1,001.91
-
(12,681.08)
6,616.02
(6,065.06)
(5,063.15)
(98.59)
(5,161.74)
72.87
20.69
(274.11)
(180.55)
(4,981.19)
8
4,041.39
(939.80)
(1,382.84)
(2,322.64)
104.18
(2,426.82)
(7.00)
18.01
(5.01)
2.65
44.86
0.06
53.57
36
13(a)
19
(2,269.07)
1,237.45
( 2,426.82)
104.18
(2,322.64)
53.09
0.48
53.57
(2,373.73)
104.66
(2,269.07)
`
(245.95)
153.67
(92.28)
(349.34)
(88.53)
1,255.50
(41.04)
1,214.46
22.77
0.22
22.99
1,278.27
(40.82)
1,237.45
`
16.26
31.48
47.74
38.89
26.02
Chairman
Vice Chairman
Directors
Executive Director &
Chief Executive Officer
Chief Financial Officer
Company Secretary
155
Reliance Infrastructure Limited
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158
Reliance Infrastructure Limited
Consolidated Statement of Cash Flows for the year ended March 31, 2019
Cash Flow from Operating Activities:
(Loss) / Profit before tax from continuing operations
Adjustments for :
Depreciation and amortisation expenses
Net (Income) / Expenses relating to Investment Property
Interest Income
Fair value gain on Financial Instruments through FVTPL / Amortised Cost
Dividend Income
Gain on sale / redemption of investments (net)
Interest and Finance Costs
Mark to Market (Gain) / Loss on derivative financial instruments
Provision for doubtful debts / advances / deposits
Provision for ECL
Amortisation of Consumer Contribution
Provision for Retirement of Inventory and Property, Plant and Equipments
Excess Provisions Written Back
Loss on Sale / Discarding of Assets
Provision for / (write back of) diminution in value of investments - exceptional items
Bad Debts
Provision for/(Reversal) of Impairment of Assets
Net foreign exchange / derivative (gain)/loss
Provision for major maintenance and overhaul expenses
Cash Generated from Operations before working capital changes
Adjustments for:
Increase / (Decrease) in Financial Assets and Other Assets
Increase / (Decrease) in Inventories
Increase / (Decrease) in Financial Liabilities and Other Liabilities
Cash generated from/(used in) operations
Income Taxes paid (net of refunds)
Net cash generated from/(used in) operating activities - Continuing Operations
Net cash generated from/(used in) operating activities - Discontinued Operations
Net cash generated from/(used in) operating activities - Continuing and Discontinued
Operations [A]
Cash Flow from Investing Activities:
Purchase of intangible assets (including intangible assets under development)
Purchase of Property, Plant and Equipment (including capital work in progress, capital
advance and capital creditors)
Purchase of Investment Property
Proceeds From Disposal of Property, Plant and Equipment
Net Income / (Expenses) relating to Investment Property
Investment / (Redemption) in fixed deposits
Investment in Associates (net)
Investment in others
Sale of Investment in Subsidiaries
Sale / Redemption of Investment in others
Advance/Loan against proposed sale of Mumbai Power Business
Inter Corporate Deposits given (net)
Dividend received
Interest Income
Net cash generated from /(used in) investing activities - Continuing Operations
Net cash generated from /(used in) investing activities - Discontinued Operations
Net cash generated from /(used in) investing activities - Continuing and Discontinued
Operations [B]
Year ended
March 31, 2019
Year ended
March 31, 2018
` Crore
(5,161.74)
178.26
1,318.32
(31.60)
(1,395.41)
(217.46)
(0.96)
(18.65)
4,570.81
(3.80)
102.43
11.30
(54.86)
0.31
(386.11)
39.56
6,065.06
4.16
18.00
8.20
17.86
4,885.42
(713.83)
17.86
(4,520.49)
(331.04)
151.48
(179.56)
863.64
684.08
(519.36)
(930.41)
(3.79)
30.25
23.90
318.66
246.41
(156.31)
2,444.52
382.23
-
232.31
0.96
859.21
2,928.58
(169.40)
2,759.18
1,254.25
(34.85)
(1,746.33)
(231.57)
(0.99)
(316.95)
5,203.94
2.33
109.44
77.60
(49.45)
11.64
(224.22)
108.60
7.31
0.86
(31.04)
0.90
25.15
4,344.88
(148.85)
42.84
538.10
4,776.97
(208.10)
4,568.87
3,584.35
8,153.22
(670.85)
(933.96)
(1.45)
14.44
27.63
(540.71)
-
(87.68)
905.92
0.12
2,602.00
(2,210.39)
0.99
924.89
30.95
(817.44)
(786.49)
159
Reliance Infrastructure Limited Consolidated Statement of Cash Flows for the year ended March 31, 2019
Cash Flow from Financing Activities:
Proceeds from Non Controlling Interest
Proceeds from long term borrowings
Repayment of long term borrowings
Proceeds / (Repayment) of Short Term Borrowings (Net)
Payment of Interest and Finance charges
Realised Gain / (Loss) on derivative instruments (net)
Dividends Paid To Shareholders Including Tax
Net cash generated from/ (used in) financing activities - Continuing Operations
Net cash generated from/(used in) financing activities - Discontinued Operations
Net cash generated from/ (used in) financing activities - Continuing and
Discontinued Operations [C]
Effect of exchange difference on translation of foreign currency cash and cash
equivalent [D]
Net Increase/(Decrease) in cash and cash equivalents - [A+B+C+D]
Add: Adjustment on Disposal of Subsidiaries
Cash and Cash Equivalents at the beginning of the year
Cash and Cash Equivalents at the end of the year*
Cash and Cash Equivalents – Continuing Operations (For Component Refer Note 7 (e))
Cash and Cash Equivalents – Discontinued Operations
Year ended
March 31, 2019
Year ended
March 31, 2018
` Crore
22.92
3,843.82
(2,225.88)
203.99
(2,704.89)
-
(279.66)
(1,139.70)
(2,194.38)
(3,334.08)
6.74
5,188.55
(7,344.11)
(2,253.42)
(2,839.00)
0.02
(296.21)
(7,537.43)
109.11
(7,428.32)
-
(0.01)
109.18
-
525.77
634.95
634.95
-
634.95
(61.60)
(18.56)
605.93
525.77
525.63
0.14
525.77
Note: Figures in brackets indicate cash outflows.
*Including balance in unpaid dividend account ` 16.05 Crore (` 15.46 Crore) and balance in current account with banks of ` 212.41
Crore (` 51.57 Crore) lying in escrow account with bank held as a Security against the borrowings and fixed deposits of ` 62.95
Crore (` 124.09 Crore) held as security with banks / authorities. Refer below the disclosure pursuant to para 44 A to 44 E of Ind
AS 7- Statement of Cash flows.
Previous year figures have been regrouped / reclassified / rearranged wherever necessary to make them comparable to those for
the current year.
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes (1 – 43).
160
Reliance Infrastructure Limited Consolidated Statement of Cash Flows for the year ended March 31, 2019
Disclosure pursuant to para 44 A to 44 E of IndAS 7 - Consolidated Statement of cash flows
Particulars
Long term Borrowings
Opening Balance (Including Current Maturities)
Availed during the year
Impact of non-cash items
- Impact of Effective Rate of Interest
- Foreign Exchange Movement
- Others
- Transferred to Discontinued Operations
Repaid During the year
Closing Balance
Short term Borrowings
Opening Balance
Availed during the year
Impact of non-cash items
- Foreign Exchange Movement
- Others
- Transferred to Discontinued Operations
Repaid during the year
Closing Balance
` Crore
Year ended
March 31, 2019
Year ended
March 31, 2018
25,996.78
26,789.26
3,843.82
6,687.61
31.01
52.26
(1,782.86)
(9,496.07)
(3,725.88)
14,919.06
(92.51)
5.18
-
-
(7,392.76)
25,996.78
3,613.77
5,860.22
433.42
10,506.82
-
1,808.28
(2,773.53)
7.14
-
-
(229.43)
(12,760.41)
2,852.51
3,613.77
As per our attached Report of even date
For B S R & Co. LLP
Chartered Accountants
Firm Registration No: 101248W/W-100022
Bhavesh Dhupelia
Partner
Membership No: 042070
For Pathak H. D. & Associates
Chartered Accountants
Firm Registration No. 107783W
Vishal D. Shah
Partner
Membership No. 119303
For and on behalf of the Board
Anil D Ambani
S Seth
S S Kohli
K Ravikumar
Ryna Karani
B C Patnaik
DIN - 00004878
DIN - 00004631
DIN - 00169907
DIN - 00119753
DIN - 00116930
DIN - 08384583
: June 14, 2019
Date
Place : Mumbai
: June 14, 2019
Date
Place : Mumbai
Punit Garg
Sridhar Narasimhan
Anil C Shah
: June 14, 2019
Date
Place : Mumbai
Chairman
Vice Chairman
Directors
Executive Director &
Chief Executive Officer
Chief Financial Officer
Company Secretary
161
Reliance Infrastructure Limited Corporate Information:
Reliance Infrastructure Limited (RInfra) is one of the largest infrastructure companies, developing projects through various Special
Purpose Vehicles (SPVs) in several high growth sectors within the infrastructure space such as Power, Roads, Metro Rail and Defence.
RInfra is also a leading utility having presence across the value chain of power business i.e. Generation, Transmission, Distribution and
Power Trading. RInfra also provides Engineering and Construction (E&C) services for various infrastructure projects. Information on the
Group’s structure is provided in Note No.40. Information on other related party relationships of the Group is provided in Note No. 24.
The Consolidated Financial Statements comprise financial statements of Reliance Infrastructure Limited (‘RInfra’ or the ‘Parent
Company’) and its Subsidiaries,Associates, Joint Ventures and controlled trust (collectively, the Group) for the year ended March
31, 2019. These Consolidated Financial Statements of RInfra for the year ended March 31, 2019 were authorised for issue by the
Board of Directors on June 14, 2019. Pursuant to the provisions of section 130 of the Act, the Central Government, Income tax
authorities, Securities and Exchange Board of India, other statutory regulatory body and under section 131 of the Act, the Board
of Directors of the Company have powers to amend / re-open the financial statements approved by the board / adopted by the
members of the Company.
RInfra is a Public Limited Company which is listed on two recognised stock exchanges in India .The Rinfra’s Global Depository
Receipts, representing Equity Shares, is also listed on London Stock Exchange. RInfra is incorporated and domiciled in India under the
provisions of the Companies Act, 1956. The registered office of RInfra is located at H Block, 1st Floor, Dhirubhai Ambani Knowledge
City, Navi Mumbai 400710.
1.
Significant Accounting Policies:
This note provides a list of the significant accounting policies adopted in the preparation of these Consolidated Financial
Statements. These policies have been consistently applied to all the years presented, unless otherwise stated.
(a) Basis of preparation, measurement and significant accounting policies:
(i)
Compliance with Indian Accounting Standards (Ind AS)
The Consolidated Financial Statements of the Group comply in all material aspects with Companies (Indian Accounting
Standards) Rules, 2015 (Ind AS) notified under Section 133 of the Companies Act, 2013 (the Act) read with relevant
rules and other accounting principles. The policies set out below have been consistently applied during the years
presented.
(ii) Basis of Preparation
These Consolidated Financial Statements are presented in ‘Indian Rupees’, which is also the Group’s functional and
presentation currency and all amounts, are rounded to the nearest Crore with two decimals, unless otherwise stated.
The Consolidated Financial Statements have been prepared in accordance with the requirements of the information and
disclosures mandated by Schedule III to the Act, applicable Ind AS, other applicable pronouncements and regulations.
(iii) Basis of Measurement
The Consolidated Financial Statements have been prepared on a historical cost convention on accrual basis, except for
the following:
•
certain financial assets and liabilities (including derivative instruments) that is measured at fair value;
•
•
defined benefit plans - plan assets measured at fair value; and
assets held for sale – measured at fair value less cost to sell or carrying value, whichever is lower
(iv) New Standards and Interpretations not yet effective
(a)
Ind AS 116 - Leases
In March 30, 2019, Ministry of Corporate Affairs has notified Ind AS 116, Leases. Ind AS 116 will replace the
existing leases Standard, Ind AS 17 Leases, and related Interpretations. The Standard sets out the principles for
the recognition, measurement, presentation and disclosure of leases for both parties to a contract i.e., the lessee
and the lessor. Ind AS 116 introduces a single lessee accounting model and requires a lessee to recognize assets
and liabilities for all leases with a term of more than twelve months, unless the underlying asset is of low value.
Currently, operating lease expenses are charged to the Statement of Profit & Loss. The Standard also contains
enhanced disclosure requirements for lessees. Ind AS 116 substantially carries forward the lessor accounting
requirements in Ind AS 17.
The standard permits two possible methods of transition:
•
•
Full retrospective – Retrospectively to each prior period presented applying Ind AS 8 Accounting Policies,
Changes in Accounting Estimates and Errors.
Modified retrospective – Retrospectively, with the cumulative effect of initially applying the Standard
recognized at the date of initial application.
The effective date for adoption of Ind AS 116 is annual periods beginning on or after April 1, 2019.
The Group is evaluating the amendment and the impact on the consolidated financial statements.
162
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
(b)
Ind AS 12 Appendix C, Uncertainty over Income Tax Treatments
In March 30, 2019, Ministry of Corporate Affairs has notified Ind AS 12 Appendix C, Uncertainty over Income
Tax Treatments which is to be applied while performing the determination of taxable profit (or loss), tax bases,
unused tax losses, unused tax credits and tax rates, when there is uncertainty over income tax treatments under
Ind AS 12. According to the appendix, companies need to determine the probability of the relevant tax authority
accepting each tax treatment, or group of tax treatments, that the companies have used or plan to use in their
income tax filing which has to be considered to compute the most likely amount or the expected value of the
tax treatment when determining taxable profit (tax loss), tax bases, unused tax losses, unused tax credits and tax
rates. The effective date for adoption of Ind AS 12 Appendix C is annual periods beginning on or after April 1,
2019.
The Group is evaluating the amendment and the impact on the consolidated financial statements.
(c)
Amendment to Ind AS 12 – Income taxes
In March 30, 2019, Ministry of Corporate Affairs issued amendments to the guidance in Ind AS 12, ‘Income
Taxes’, in connection with accounting for dividend distribution taxes. The amendment clarifies that an entity
shall recognise the income tax consequences of dividends in profit or loss, other comprehensive income or
equity according to where the entity originally recognised those past transactions or events. Effective date for
application of this amendment is annual period beginning on or after April 1, 2019.
The Group is evaluating the amendment and the impact on the consolidated financial statements.
(d)
Amendment to Ind AS 19 – plan amendment, curtailment or settlement
In March 30, 2019, Ministry of Corporate Affairs issued amendments to Ind AS 19, ‘Employee Benefits’, in
connection with accounting for plan amendments, curtailments and settlements. The amendments require an
entity:
•
•
to use updated assumptions to determine current service cost and net interest for the remainder of the
period after a plan amendment, curtailment or settlement; and
to recognise in profit or loss as part of past service cost, or a gain or loss on settlement, any reduction in a
surplus, even if that surplus was not previously recognised because of the impact of the asset ceiling.
Effective date for application of this amendment is annual period beginning on or after April 1, 2019. The Group
is evaluating the amendment and the impact on the consolidated financial statements.
(e) Amendment to Ind AS 109– Prepayment Features with Negative Compensation:
The amendment relates to the existing requirements in IND AS 109 regarding termination rights in order to allow
measurement at amortised cost (or depending on the business model, at fair value through other comprehensive
income) even in the case of negative compensation payments.
The Group is currently evaluating the effect of this amendment on the consolidated financial statements.
(f)
Amendment to Ind AS 23- Borrowing Cost:
The amendments clarify that if specific borrowings remains outstanding after the related assets is ready for its
intended use or sale, that borrowing becomes part of the fund that en entity borrows generally when calculating
the capitalization rate on general borrowing.
The Group is currently evaluating the effect of this amendment on the consolidated financial statements.
(v) Consolidated Financial Statements have been prepared on a going concern basis. (Refer note 29)
(b) Principles of consolidation and equity accounting
(i)
Subsidiaries
Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity
when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability
to affect those returns through its power to direct the relevant activities of the entity. Subsidiaries are fully consolidated
from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.
The acquisition method of accounting is used to account for business combinations by the Group.
The Group combines the financial statements of the parent and its subsidiaries line by line adding together like items
of assets, liabilities, income and expenses. Intercompany transactions, balances and unrealised gains on transactions
between Group companies are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence
of an impairment of the transferred asset. Accounting policies of subsidiaries have been changed where necessary to
ensure consistency with the policies adopted by the Group.
Non-controlling interests in the results and equity of subsidiaries are shown separately in the Consolidated Statement
of Profit and Loss, consolidated statement of changes in equity and balance sheet respectively.
163
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
(ii) Associates
Associates are all entities over which the Group has significant influence but not control or joint control. This is generally
the case where the Group holds between 20% and 50% of the voting rights. Investments in associates are accounted
for using the equity method of accounting (see (iv) below), after initially being recognised at cost.
(iii)
Joint arrangements
Under Ind AS 111 Joint Arrangements, investments in joint arrangements are classified as either joint operations or joint
ventures. The classification depends on the contractual rights and obligations of each investor, rather than the legal
structure of the joint arrangement. The Parent Company has both joint operations and joint ventures.
Joint operations
Parent Company recognises its direct right to the assets, liabilities, revenues and expenses of joint operations and its
share of any jointly held or incurred assets, liabilities, revenues and expenses. These have been incorporated in the
Consolidated Financial Statements under the appropriate headings. Details of the joint operation are set out in Note No.
40(d).
Joint ventures
Interests in joint ventures are accounted for using the equity method (see (iv) below), after initially being recognised at
cost in the consolidated balance sheet.
(iv) Equity method
Under the equity method of accounting, the investments are initially recognised at cost and adjusted thereafter to
recognise the Group’s share of the post-acquisition profits or losses of the investee in profit and loss, and the Group’s
share of other comprehensive income of the investee in other comprehensive income. Dividends received or receivable
from associates and joint ventures are recognised as a reduction in the carrying amount of the investment.
When the Group’s share of losses in an equity-accounted investment equals or exceeds its interest in the entity,
including any other unsecured long-term receivables, the Group does not recognise further losses, unless it has incurred
obligations or made payments on behalf of the other entity.
Unrealised gains on transactions between the Group and its associates and joint ventures are eliminated to the extent
of the Group’s interest in these entities. Unrealised losses are also eliminated unless the transaction provides evidence
of an impairment of the asset transferred. Accounting policies of equity accounted investees have been changed where
necessary to ensure consistency with the policies adopted by the Group.
The carrying amount of equity accounted investments are tested for impairment in accordance with the policy described
in Note No. 3 below.
(v) Changes in ownership interests
The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions with
equity owners of the Group. A change in ownership interest results in an adjustment between the carrying amounts of
the controlling and non-controlling interests to reflect their relative interests in the subsidiary. Any difference between
the amount of the adjustment to non-controlling interests and any consideration paid or received is recognised within
equity.
When the Group ceases to consolidate or equity account for an investment because of a loss of control, joint control or
significant influence, any retained interest in the entity is remeasured to its fair value with the change in carrying amount
recognised in Consolidated Statement of Profit and Loss. This fair value becomes the initial carrying amount for the
purposes of subsequently accounting for the retained interest as an associate, joint venture or financial asset. In addition,
any amounts previously recognised in other comprehensive income in respect of that entity are accounted for as if the
Group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognised in
other comprehensive income are reclassified to Consolidated Statement of Profit and Loss.
If the ownership interest in a joint venture or an associate is reduced but joint control or significant influence is retained,
only a proportionate share of the amounts previously recognised in other comprehensive income are reclassified to profit
or loss where appropriate.
(vi) The excess of cost to the Parent Company of its investment in the subsidiary / joint venture over the Parent Company’s
portion of equity of the subsidiary / joint venture is recognised in the Consolidated Financial Statements as Goodwill.
This Goodwill is tested for impairment at the end of the financial year. The excess of Parent Company’s portion of equity
over the cost of investment as at the date of its investment is treated as Capital Reserve.
(vii) The financial statements of the subsidiaries / joint ventures / associates used in consolidation are drawn upto the same
reporting date as that of the Parent Company.
(c) Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision
maker (CODM).
164
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
The board of directors of Parent Company has appointed the chief executive officer (‘CEO’) to assess the financial performance
and position of the Group, and making strategic decisions. The CEO has been identified as being the chief operating decision
maker for corporate planning. Refer Note 25 for segment information presented.
(d) Current versus 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
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
Held primarily for the purpose of trading
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 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
Held primarily for the purpose of trading
All other liabilities are classified as non-current.
Deferred tax assets and liabilities are classified as non-current assets and liabilities. Regulatory Assets / Liabilities are presented
as separate line item distinguished from assets and liabilities as per Ind AS 114 “Regulatory Deferral Accounts”.
The operating cycle is the time between the acquisition of assets for processing and their realization in cash and cash
equivalents. The Group has identified twelve months as its operating cycle.
(e) Revenue recognition
The Group has adopted Ind AS 115 “ Revenue from Contracts with Customers’ effective from April 1, 2018. IND AS 115
superseded IND AS 11 “ Construction Contracts” and IND AS 18 “ Revenue”. The Company has applied IND AS 115 using
cumulative catch-up transition method and the comparatives have not been retrospectively adjusted. The effect on adoption
of Ind-AS 115 was insignificant.
The Group recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic
benefits will flow to the entity and specific criteria have been met for each of the Group’s activities as described below. The
Group bases its estimates on historical results, taking into consideration the type of customer, the type of transaction and the
specifics of each arrangement.
The Group recognize revenue from contracts with customers when it satisfies a performance obligation by transferring promised
goods or service to a customer. The revenue is recognised to the extent of transaction price allocated to the performance
obligation satisfied.
Revenue is measured at the fair value of the consideration received or receivable. Amounts disclosed as revenue are,wherever
applicable, net of returns, trade allowances, rebates, taxes and amounts collected on behalf of third parties.
Further specific criteria for revenue recognition are followed for different businesses as under:
i.
Power Business:
Revenue from sale of power is accounted on the basis of billing to consumers based on billing cycles followed by the
Group which is inclusive of fuel adjustment charges (FAC) and unbilled revenue for the year. Generally all consumers
are billed on the basis of recording of consumption of electricity by installed meters. Where meters have stopped or are
faulty, the billing is done based on the past consumption for such period.
The Parent Company,PKTCL, BRPL and BYPL determine revenue gaps (i.e. surplus / shortfall in actual returns over
returns entitled) in respect of their regulated operations in accordance with the provisions of Ind AS 114 “Regulatory
Deferral Accounts” read with the Guidance Note on Rate Regulated Activities issued by ICAI and based on the principles
laid down under the relevant tariff regulations / tariff orders notified by the respective state electricity regulators and
the actual or expected actions of the regulators under the applicable regulatory framework. Appropriate adjustments in
respect of such revenue gaps are made in the revenue of the respective years for the amounts which are reasonably
determinable and no significant uncertainty exists in such determination. These adjustments / accruals representing
revenue gaps are carried forward as Regulatory deferral accounts debit / credit balances (Regulatory assets / Regulatory
liabilities) as the case may be in the Consolidated Financial Statements and are classified Separately in the Consolidated
165
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Financial Statements, which would be recovered / refunded through future billing based on future tariff determination
by the regulators in accordance with the respective electricity regulations.
In case of BKPL, revenue from sale of power is accounted for on the basis of billing to bulk customer as provided in the
Power Purchase Agreement (PPA).
In case of Transmission business not assessed as service concession arrangement, revenue is accounted on the basis of
periodic billing to consumers / state transmission utility. The surcharge on late/non-payment of dues by sundry debtors
for sale of energy is recognised as revenue on receipt basis. The Transmission system Incentive/disincentive is accounted
for based on the certification of availability by the respective regional power committee and in accordance with the
norms notified / approved by the CERC.
ii.
Engineering and Construction Business (E&C):
In case of Engineering and Construction Business performance obligations are satisfied over time and contracts revenue
is recognised over time by measuring progress towards complete satisfaction of the performance obligation at the
reporting date. The progress is measured based on the proportion of contract costs incurred for work performed to date,
to the estimated total contract costs attributable to the performance obligation, using the input method.
Contract cost includes costs that relate directly to the specific contract and allocated costs that are attributable to the
performance obligation. Cost that cannot be attributed to the contract activity such as general administration costs are
expensed as incurred and classified as other operating expenses.
The Group account for a contract modification (change in the scope or price (or both)) when that is approved by the
parties to the contract. In case of modification of contracts a cumulative adjustment is accounted for if changes of
transaction price for existing obligation.
Contract assets are recognised when there is excess of revenue earned over billing on contracts. Contract assets are
classified as unbilled receivables (only act of invoicing is pending) when there is unconditional right to receive cash, and
only passage of time is required, as per contractual terms.
Unearned and deferred revenue (“contract liability”) is recognised when there is billing in excess of revenues.
The billing schedule agreed with customer include periodic performance based payments and/or milestone based
progress payments.
iii.
Infrastructure Business:
In respect of Toll Roads, toll revenue from operations of the facility is accounted on receipt basis.
In respect of Airports, revenue is recognised on accrual basis when services are rendered and is net of taxes.
In respect of Metro Rail Transit System, revenue from fare collection is recognized on the basis of use of tokens, money
value of actual usage in case of smart cards and other direct fare collection.
iv.
Service Concession Arrangements:
The Group manages concession arrangements which include the construction of roads, rails, transmission lines and
power plants followed by a period in which the Group maintains and services the infrastructure. This may also include, in
a secondary period, asset replacement or refurbishment. These concession arrangements set out rights and obligations
relative to the infrastructure and the service to be provided.
Under Appendix D to Ind AS 115 – “Service Concession Arrangements”, these arrangements are accounted for based on
the nature of the consideration. The financial model/intangible asset model are used when the Group has an unconditional
right to receive cash or another financial asset from or at the direction of the grantor for the construction services.
For fulfilling those obligations, the Group is entitled to receive either cash from the grantor or a contractual right to
charge the users of the service. The consideration received or receivable is allocated by reference to the relative fair
values of the services provided; typically:
•
•
A construction component
A service element for operating and maintenance services performed
As given below, the right to consideration give rises to an intangible asset, or financial asset:
•
•
Revenue from the concession arrangements earned under the financial asset model consists of the (i) fair value
of the amount due from the grantor; and (ii) interest income related to the capital investment in the project.
Income from the concession arrangements earned under the intangible asset model consists of the fair value of
contract revenue, which is deemed to be fair value of consideration transferred to acquire the asset and payments
actually received from the users.
166
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
v.
Others:
Insurance and other claims are recognised as revenue on certainty of receipt on prudent basis.
Income from advertisements, rentals and others is recognized in accordance with terms of the contracts with customers
based on the period for which the Group’s facilities have been used.
Amounts received from consumers as Service Line Contribution (SLC) towards Property, Plant and Equipment (PPE) are
accounted as Liability under Non-Current Liabilities. An amount equivalent to depreciation on such PPE is recognised as
income in the Consolidated Statement of Profit and Loss over the life of the assets.
Interest income from debt instruments is recognised using the effective interest rate method. The effective interest
rate is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset
to the gross carrying amount of a financial asset. When calculating the effective interest rate, the Group estimates the
expected cash flows by considering all the contractual terms of the financial instrument (for example, prepayment,
extension, call and similar options) but does not consider the expected credit losses.
Dividends are recognised in Consolidated Statement of Profit and Loss only when the right to receive payment is
established.
(f)
Accounting of assets under Service Concession Arrangement:
The Group has Toll Road Concession rights/ Metro Rail / transmission lines and Power Plants Concession Right where
it Designs, Builts, Finances, Operates and Transfers (DBFOT) or Built Operates and Transfer (BOT) as the case may be,
infrastructure used to provide public service for a specified period of time. These arrangements may include Infrastructure used
in a public-to-private service concession arrangement for its entire useful life.
These arrangements are accounted for based on the nature of the consideration. The intangible asset model is used to the
extent that it receives a right (a license) to charge users of the public service. The financial asset model is used when it
has an unconditional contractual right to receive cash or another financial asset from or at the direction of the grantor for
the construction services. When the unconditional right to receive cash covers only part of the service, the two models are
combined to account separately for each component. If more than one service (i.e., construction or upgrade services and
operation services) is under a single contract or arrangement, consideration received or receivable is allocated by reference to
the relative fair values of the services delivered, when the amounts are separately identifiable.
(i)
Intangible assets model:
Intangible assets arising out of service concession arrangements are accounted for as intangible assets where it has
a contractual right to charge users of service when the projects are completed. Apart from above as per the service
concession agreement the Group is obligated to pay the amount of premium to National Highways Authority of India
(NHAI). This premium obligation has been treated as Intangible asset given it is paid towards getting the right to earn
revenue by constructing and operating the roads during the concession period.
Hence, the total premium payable to the Grantor as per the Service Concession Agreement is also recognized as an
‘Intangible Assets’ and the corresponding obligation for committed premium is recognized as premium obligation.
(ii)
Financial assets model
The financial asset model applies when the operator has an unconditional right to receive cash or another financial
asset from the grantor in remuneration for concession services. In the case of concession services, the operator has
such an unconditional right if the grantor contractually guarantees the payment of amount specified or determined in
the contract or the shortfall, if any, between amounts received from users of public service and amounts specified or
determined in the contract.
Any asset carried under concession arrangements is derecognized on disposal or when no future economic benefits are
expected from its future use or disposal or when the contractual rights to the financial asset expire.
g.
Foreign currency translation
i.
Functional and presentation currency
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary
economic environment in which the respective entities operates (‘the functional currency’). The Consolidated Financial
Statements are presented in Indian rupee (`), which is Group’s functional and presentation currency and all amounts,
are rounded to the nearest Crore with two decimals, unless otherwise stated.
ii.
Transactions and balances
Foreign currency transactions are translated into the functional currency using exchange rates at the date of the
transaction. Foreign exchange gains and losses from settlement of these transactions, and from translation of monetary
assets and liabilities at the reporting date exchange rates are recognised in the Consolidated Statement of Profit and
Loss except in case of certain long term foreign currency monetary items where the treatment as under:
The Group has availed an option of continuing the policy adopted for exchange differences arising from translation of
long term foreign currency monetary items outstanding as on March 31, 2016 in accordance with Para 46A of AS-11
“The Effects of changes in Foreign Exchange Rates” of Previous GAAP. Accordingly, foreign exchange gain/losses on
167
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
long term foreign currency monetary items relating to the acquisition of depreciable assets are added to or deducted
from the cost of such assets and in other cases, such gains or losses are accumulated in a “Foreign Currency Monetary
Item Translation Difference Account” to be amortised over the remaining life of the concerned monetary item.
Non monetary items which are carried at historical cost denominated in foreign currency are reported using the exchange
rates at the dates of the transaction.
Foreign exchange gains and losses are presented in other expenses / income in the Consolidated Statement of Profit
and Loss on a net basis.
h.
Government grants
Grants from the government are recognised at their fair value where there is a reasonable assurance that the grant will be
received and the Group will comply with all attached conditions.
Government grants relating to income are deferred and recognised in the Consolidated Statement of Profit and Loss over the
period necessary to match them with the costs that they are intended to compensate and presented within other income.
Government grants relating to the purchase of property, plant and equipment are included in non-current liabilities as deferred
income and are credited to Consolidated Statement of Profit and Loss on a straight-line basis over the expected lives of the
related assets and presented within other income.
i.
Financial Instruments
The Group recognises financial assets and liabilities when it becomes a party to the contractual provisions of the instrument. All
financial assets and liabilities are recognised at fair values on initial recognition, except for trade receivables which are initially
measured at transaction price.
(A)
Financial Assets:
1.
Classification
The Group classifies its financial assets in the following measurement categories:
•
those to be measured subsequently at fair value (either through other comprehensive income, or through
profit or loss), and
•
those measured at amortised cost.
The classification depends on the entity’s business model for managing the financial assets and the contractual
terms of the cash flows.
For assets measured at fair value, gains and losses will either be recorded in Consolidated Statement of Profit and
Loss or other comprehensive income. For investments in debt instruments, this will depend on the business model
in which the investment is held. For investments in equity instruments, this will depend on whether the Group has
made an irrevocable election at the time of initial recognition to account for the equity investment at fair value
or through other comprehensive income.
The Group reclassifies debt investments when and only when its business model for managing those assets
changes.
2.
Initial Recognition and Measurement
At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not
at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the financial
asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed in profit or loss.
Financial assets with embedded derivatives are considered in their entirety when determining whether their cash
flows are solely payment of principal and interest.
Subsequent Measurement
Debt instruments
Subsequent measurement of debt instruments depends on the Group’s business model for managing the asset
and the cash flow characteristics of the asset. There are three measurement categories into which the Group
classifies its debt instruments:
•
Amortised cost: Assets that are held for collection of contractual cash flows where those cash flows
represent solely payments of principal and interest are measured at amortised cost. A gain or loss on a
debt investment that is subsequently measured at amortised cost and is not part of a hedging relationship
is recognised in Consolidated Statement of Profit and Loss when the asset is derecognised or impaired.
Interest income from these financial assets is included in finance income using the effective interest rate
method.
•
Fair value through other comprehensive income (FVOCI): Assets that are held for collection of contractual
cash flows and for selling the financial assets, where the assets’ cash flows represent solely payments of
168
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
principal and interest, are measured at fair value through other comprehensive income (FVOCI). Movements
in the carrying amount are taken through OCI, except for the recognition of impairment gains or losses,
interest revenue and foreign exchange gains and losses which are recognised in Consolidated Statement of
Profit and Loss. When the financial asset is derecognised, the cumulative gain or loss previously recognised
in OCI is reclassified from equity to profit or loss and recognised in other gains/ (losses). Interest income
from these financial assets is included in other income using the effective interest rate method.
•
Fair value through profit or loss (FVTPL) : Assets that do not meet the criteria for amortised cost or FVOCI
are measured at fair value through profit or loss. A gain or loss on a debt investment that is subsequently
measured at fair value through profit or loss and is not part of a hedging relationship is recognised in
Consolidated Statement of Profit and Loss and presented net in the Consolidated Statement of Profit and
Loss. Interest income from these financial assets is included in other income.
Equity instruments
The Group subsequently measures all equity investments at fair value. Where the Group has elected to present
fair value gains and losses on equity investments in other comprehensive income, there is no subsequent
reclassification of fair value gains and losses to the Consolidated Statement of Profit and Loss. Dividends from
such investments are recognised in Consolidated Statement of Profit and Loss as Other Income when the Group’s
right to receive payments is established.
Changes in the fair value of financial assets at fair value through profit or loss are recognised in income /
(expenses) in the Consolidated Statement of Profit and Loss.
3.
Impairment of financial assets
The Group assesses on a forward looking basis the expected credit losses associated with its assets carried at
amortised cost and FVOCI debt instruments. The impairment methodology applied depends on whether there has
been a significant increase in credit risk. Note No.44 details how the Group determines whether there has been a
significant increase in credit risk.
For trade receivables, the Group (except BRPL/BYPL) measures the expected credit loss associated with its trade
receivables based on historical trend, industry practices and the business environment in which the entity operates
or any other appropriate basis. The impairment methodology applied depends on whether there has been a
significant increase in credit risk.
For trade receivables in respect of BRPL/BYPL, the Group applies the simplified approach permitted by Ind AS
109 ‘Financial Instruments’, which requires expected lifetime losses to be recognised from initial recognition of
the receivables. The Group has used a practical expedient as permitted under Ind AS 109. This expected credit
loss allowance is computed based on a provision matrix which takes into account historical credit loss experience
and adjusted for forward-looking information.
4.
Derecognition of financial assets
A financial asset is derecognised only when:
i)
ii)
The right to receive cash flows from the financial assets have expired
The Group has transferred the rights to receive cash flows from the financial asset or retains the contractual
rights to receive the cash flows of the financial asset, but assumes a contractual obligation to pay the cash
flows in full without material delay to third party under a “pass through arrangement”.
iii) Where the entity has transferred an asset, the Group evaluates whether it has transferred substantially all
risks and rewards of ownership of the financial asset. In such cases, the financial asset is derecognised.
iv) Where the entity has neither transferred a financial asset nor retains substantially all risks and rewards of
ownership of the financial asset, the financial asset is derecognised if the Group has not retained control
of the financial asset. Where the Group retains control of the financial asset, the asset is continued to be
recognised to the extent of continuing involvement in the financial asset.
(B) Financial Liabilities
Initial Recognition and Measurement
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net
of directly attributable transaction costs. The Group’s financial liabilities include trade and other payables, loans and
borrowings including bank overdrafts and derivative financial instruments.
Subsequent measurement
Financial liabilities at amortized cost: After initial measurement, such financial liabilities are subsequently measured at
amortized cost using the effective interest rate (EIR) method. Amortized cost is calculated by taking into account any
discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortization is included
in finance costs in the Consolidated Statement of Profit and Loss.
169
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
(a) Borrowings:
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently
measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption
amount is recognised in the Consolidated Statement of Profit and Loss over the period of the borrowings using
the effective interest rate method.
(b) Trade and Other Payables:
These amounts represent liabilities for goods and services provided to the Group prior to the end of financial year
which are unpaid. Trade and other payables are presented as current liabilities unless payment is not due within
12 months after the reporting period. They are recognised initially at their fair value and subsequently measured
at amortised cost using the effective interest rate method.
(c) Financial Guarantee Obligations:
The fair value of financial guarantees is determined as the present value of the difference in net cash flows
between the contractual payments under the debt instrument and the payments that would be required without
the guarantee, or the estimated amount that would be payable to a third party for assuming the obligations.
Where guarantees in relation to loans or other payables of subsidiaries, joint ventures or associates are provided
for no compensation, the fair values as on the date of transition are accounted for as contributions and recognised
as part of the cost of the equity investment.
Derecognition
A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires. When an existing
financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing
liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and
the recognition of a new liability.
The difference in the respective carrying amounts is recognized in the Consolidated Statement of Profit and Loss.
j.
Fair Value Measurement
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between
market participants at the measurement date. The fair value measurement is based on the presumption that the transaction
to sell the asset or transfer the liability takes place either:
•
•
In the principal market for the asset or liability, or
In the absence of a principal market, in the most advantageous market for the asset or liability
The principal or the most advantageous market must be accessible by the Group.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the
asset or liability, assuming that market participants act in their economic best interest.
A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic
benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in
its highest and best use.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available
to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the Consolidated Financial Statements are categorized
within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value
measurement as a whole:
Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities
Level 2- Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or
indirectly observable
Level 3 -Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable
For assets and liabilities that are recognised in the Consolidated Financial Statements on a recurring basis, the Group determines
whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level
input that is significant to the fair value measurement as a whole) at the end of each reporting period.
The Group’s Management determines the policies and procedures for both recurring and non–recurring fair value measurement,
such as derivative instruments and unquoted financial assets measured at fair value.
At each reporting date, the Management analyses the movements in the values of assets and liabilities which are required
to be remeasured or re-assessed as per the Group’s accounting policies. For this analysis, the Management verifies the major
inputs applied in the latest valuation by agreeing the information in the valuation computation to contracts and other relevant
documents.
170
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
The management also compares the change in the fair value of each asset and liability with relevant external sources to
determine whether the change is reasonable.
For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the
nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.
Disclosures for valuation methods, significant estimates and assumptions of Financial instruments (including those carried at
amortised cost) (Refer Note 2) and Quantitative disclosures of fair value measurement hierarchy (Refer Note 42).
k.
(i) Derivatives
Derivatives (including forward contracts) are initially recognised at fair value on the date a derivative contract is entered
into and are subsequently re-measured to their fair value at the end of each reporting period. The Group does not
designate their derivatives as hedges and such contracts are accounted for at fair value through profit or loss and are
included in Consolidated Statement of Profit and Loss.
In respect of derivative transactions, gains / losses are recognised in the Consolidated Statement of Profit and Loss on
settlement. On a reporting date, open derivative contracts are revalued at fair values and resulting gains / losses are
recognised in the Consolidated Statement of Profit and Loss.
(ii)
Embedded derivatives
An embedded derivative is a component of a hybrid (combined) instrument that also includes a non-derivative host
contract – with the effect that some of the cash flows of the combined instrument vary in a way similar to a standalone
derivative. An embedded derivative causes some or all of the cash flows that otherwise would be required by the contract
to be modified according to a specified interest rate, financial instrument price, commodity price, foreign exchange rate,
index of prices or rates, credit rating or credit index, or other variable, provided in the case of a nonfinancial variable
that the variable is not specific to a party to the contract. Reassessment only occurs if there is either a change in the
terms of the contract that significantly modifies the cash flows that would otherwise be required or a reclassification of
a financial asset out of the fair value through profit or loss.
Derivatives embedded in a host contract that is an asset within the scope of Ind AS 109 “Financial Instruments” are not
separated. Financial assets with embedded derivatives are considered in their entirety when determining whether their
cash flows are solely payment of principal and interest.
Derivatives embedded in all other host contract are separated only if the economic characteristics and risks of the
embedded derivative are not closely related to the economic characteristics and risks of the host and are measured at
fair value through profit or loss. Embedded derivatives closely related to the host contracts are not separated.
l.
Offsetting financial instruments
Financial assets and liabilities are offset and the net amount is reported in the balance sheet where there is a legally enforceable
right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the
liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the
normal course of business and in the event of default, insolvency or bankruptcy of the Group or the counterparty.
m.
Property, Plant and Equipment
Property, Plant and Equipment assets are carried at cost net of tax / duty credit availed less accumulated depreciation and
accumulated impairment losses, if any. Cost includes expenditure that is directly attributable to the acquisition of the items.
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 Group and the cost of the item can be
measured reliably. The carrying amount of any component accounted for as a separate asset is derecognised when replaced.
All other repairs and maintenance are charged to Consolidated Statement of Profit and Loss during the reporting period in
which they are incurred.
Capital Work in Progress (CWIP) includes cost of property, plant and equipment under installation / under development, as at
balance sheet date.
All project related expenditure viz. civil works, machinery under erection, construction and erection materials, preoperative
expenditure incidental / attributable to the construction of projects, borrowing cost incurred prior to the date of commercial
operations and trial run expenditure are shown under CWIP. These expenses are net of recoveries and income (net of tax)
from surplus funds arising out of project specific borrowings.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater
than its estimated recoverable amount.
Property, Plant and Equipment are eliminated from the Consolidated Financial Statements, either on disposal or when retired
from active use.
Gains and losses on disposals or retirement of assets are determined by comparing proceeds with carrying amount. These are
recognized in the Consolidated Statement of Profit and Loss.
171
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Depreciation methods, estimated useful lives and residual value
Power Business:
Property, Plant and Equipment relating to license business (except Delhi discoms) and other power business (including amount
of fair valuation considered as deemed cost) are depreciated under the straight line method as per the rates and useful life
prescribed as per the Electricity Regulations as referred in Part “B” of Schedule II to the Act.
The individual asset once depreciated to seventy percent of cost, the remaining depreciable value spreads over the balance
useful life of the asset, as provided in the Electricity Regulations. The residual values of assets are not more than 10% of the
cost of the assets.
In case of Delhi Discoms, Property, Plant and Equipment relating to license business and other power business (including
amount of fair valuation considered as deemed cost) are depreciated under the straight line method as per the rates and useful
life prescribed as per the Electricity Regulations as referred in Part “B” of Schedule II to the Act or as per the independent
valuer’s certificate whichever is lower. Depreciation on refurbished/revamped assets which are capitalized separately is provided
for over the reassessed useful life. The useful life of the following assets are assessed by the independent valuer less than
referred in Part “B” of Schedule II to the Act
Description of Assets
Energy Meters
Communication Equipments
Engineering and Construction Business:
Useful Life of Asset (In Years)
10
10
Property, Plant and Equipment are depreciated under the reducing balance method as per the useful life and in the manner
prescribed in Part “C” Schedule II to the Act.
Other Activities:
Property, Plant and Equipment of other activities have been depreciated under the straight line method as per the useful life
and in the manner prescribed in Part “C” Schedule II to the Act.
n.
Investment Property
Investment property comprise portion of office building that are held for long term yield and / or capital appreciation.
Investment property is initially recognised at cost. Subsequently investment property comprising of building is carried at cost
less accumulated depreciation and accumulated impairment losses.
The cost includes the cost of replacing parts and borrowing costs for long-term construction projects if the recognition criteria
are met. When significant parts of the investment property are required to be replaced at intervals, the Group depreciates them
separately based on their specific useful lives. All other repair and maintenance costs are recognized in Consolidated Statement
of Profit and Loss as incurred.
Depreciation on Investment Property is depreciated under the straight line method as per the rates and the useful life
prescribed in part “C” of Schedule II to the Act.
Though the Group measures investment property using cost based measurement, the fair value of investment property is
disclosed in the notes. Fair values are determined based on periodical basis performed by an accredited external independent
valuer applying a valuation model recommended by the International Valuation Standards Committee.
Investment properties are derecognised when either they have been disposed of or when the investment property is
permanently withdrawn from use and no economic benefit is expected from its disposal.
The difference between the net disposal proceeds and the carrying amount of the asset is recognized in the Consolidated
Statement of Profit and Loss.
o.
Intangible assets
Intangible assets are stated at cost of acquisition net of tax/duty credits availed, if any, less accumulated amortisation /
depletion/impairment. Cost includes expenditure directly attributable to the acquisition of asset.
Amortisation Method:
(i)
(ii)
Softwares pertaining to the power business are amortized as per the rate and in the manner prescribed in the Electricity
Regulations. Other softwares are amortised over a period of 3 years.
Toll Collection Rights received up to March 31, 2016 are amortised over the concession period on the basis of projected
toll revenue which reflects the pattern in which the assets’ economic benefits are consumed. Toll Collection Rights
received after March 31, 2016 are amortised over the concession period on pro-rata basis on straight line method.
(iii)
In case of Airports, amounts in the nature of upfront fee and other costs paid to various regulatory authorities, are
amortised on a straight line method over the period of the license.
(iv) Metro Rail Concessionaire Rights are amortised over straight line basis over the operation of concession period.
172
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Goodwill on Consolidation
Goodwill on acquisitions of subsidiaries is included in intangible assets. Goodwill is not amortised but it is tested for impairment
annually, or more frequently if events or changes in circumstances indicate that it might be impaired, and is carried at cost less
accumulated impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating
to the entity sold.
Goodwill is allocated to cash-generating units for the purpose of impairment testing. The allocation is made to those cash-
generating units or groups of cash-generating units that are expected to benefit from the business combination in which
the goodwill arose. The units or groups of units are identified at the lowest level at which goodwill is monitored for internal
management purposes, which are the operating segments.
p.
Inventories
Inventories are stated at lower of cost and net realisable value. In case of fuel, stores and spares “cost” means weighted
average cost. Unserviceable / damaged stores and spares are identified and written down based on technical evaluation.
Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and
estimated costs necessary to make the sale.
q.
Allocation of Expenses
(i) Power Business:
The allocation to capital and revenue is done consistently on the basis of a technical evaluation.
(ii) Engineering and Construction Business:
Common overheads are absorbed by various jobs in proportion to the prime cost of each job.
r.
Employee benefits
i.
Short-term obligations
Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12
months after the end of the period in which the employees render the related service are recognised in respect of
employees’ services up to the end of the reporting period and are measured at the amounts expected to be paid when
the liabilities are settled. The liabilities are presented as Short term employee benefit obligations in the balance sheet.
ii.
Post-employment obligations
The Group operates the following post-employment schemes:
(a)
(b)
defined benefit plans such as gratuity, and
defined contribution plans such as provident fund, superannuation fund etc.
Define Benefit Plans:
(a) Gratuity obligations
The liability or asset recognised in the balance sheet in respect of defined benefit gratuity plans is the present
value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The
defined benefit obligation is calculated annually by actuaries using the projected unit credit method. The present
value of the defined benefit obligation denominated in INR is determined by discounting the estimated future cash
outflows by reference to market yields at the end of the reporting period on government bonds that have terms
approximating to the terms of the related obligation. The net interest cost is calculated by applying the discount
rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is included in
employee benefit expense in the Consolidated Statement of Profit and Loss. Remeasurement gains and losses
arising from experience adjustments and changes in actuarial assumptions are recognised in the period in which
they occur, directly in other comprehensive income. They are included in retained earnings in the statement
of changes in equity and in the balance sheet. Changes in the present value of the defined benefit obligation
resulting from plan amendments or curtailments are recognised immediately in Consolidated Statement of Profit
and Loss as past service cost. The Group contributes to a trust set up by the Group which further contributes to
policies taken from Insurance Regulatory and Development Authority (IRDA) approved insurance companies.
(b) Provident Fund
The benefit involving employee established provident funds, which require interest shortfall to be recompensated
are to be considered as defined benefit plans. As per the Audited Accounts of Provident Fund Trust maintained by
the Group, the shortfall arising in meeting the stipulated interest liability, if any, gets duly provided for.
Defined Contribution Plans
The Group pays provident fund contributions to publicly administered provident funds as per local regulations. The
Group has no further payment obligations once the contributions have been paid. The contributions are accounted for
as defined contribution plans and the contributions are recognized as employee benefit expense when they are due.
173
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future payments is
available. Superannuation plan, a defined contribution scheme is administered by IRDA approved Insurance Companies.
The Group makes annual contributions based on a specified percentage of each eligible employee’s salary.
(iii) Other long-term employee benefit obligations
The liabilities for earned leave and sick leave are not expected to be settled wholly within 12 months after the end
of the period in which the employees render the related service. They are therefore measured as the present value of
expected future payments to be made in respect of services provided by employees up to the end of the reporting
period using the projected unit credit method. The benefits are discounted using the market yields at the end of the
reporting period that have terms approximating to the terms of the related obligation. Remeasurements as a result of
experience adjustments and changes in actuarial assumptions are recognised in the Consolidated Statement of Profit and
Loss. The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional
right to defer settlement for at least twelve months after the reporting period, regardless of when the actual settlement
is expected to occur.
In case of employees of erstwhile Delhi Vidyut Board (DVB) (presently employees of BRPL and BYPL) in accordance
with the stipulation made by the Government of National Capital Territory of Delhi (GoNCTD), in its notification dated
January 16, 2001 the contributions on account of the general provident fund, pension, gratuity and earned leave as per
the Financial Rules and Service Rules applicable in respect of the employees of the erstwhile DVB, is accounted for on
due basis and are paid to the Delhi Vidyut Board – Employees Terminal Benefit Fund 2002 (DVB ETBF 2002). Further
the retirement benefits are guaranteed by GoNCTD. All such payments made to the DVB ETBF 2002 are charged off to
the Consolidated Statement of Profit and Loss.
s.
Treasury Share:
The Parent Company has created a Reliance Infrastructure ESOS Trust (ESOS Trust) for providing share-based payment to
its employees. The parent Company uses ESOS Trust as a vehicle for distributing shares to employees under the employee
remuneration schemes. The ESOS Trust buys shares of the Parent company from the market, for giving shares to employees.
The Parent Company treats ESOS Trust as its extension and shares held by ESOS Trust are treated as treasury shares.
Reliance Infrastructure ESOS Trust has in substance acted as an agent and the Parent Company as a sponsor retains the
majority of the risks rewards relating to funding arrangement. Accordingly, the Parent Company has recognised issue of shares
to the Trust as the issue of treasury shares and deducted the total cost of such shares from a separate category of equity
(Treasury Share) by consolidating Trust into financial statements of the Parent Company.
t.
Borrowing Cost
Borrowing cost includes interest, amortisation of ancillary cost incurred in connection with the arrangement of borrowings and
the exchange differences arising from foreign currency borrowings to the extent they are regarded as an adjustment to the
interest cost. General and specific borrowing costs that are directly attributable to the acquisition, construction or production of a
qualifying asset are capitalized during the period of time that is required to complete and prepare the asset for its intended use
or sale. Qualifying assets are assets that necessarily take a substantial period of time to get ready for their intended use or sale.
Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets
is deducted from the borrowing costs eligible for capitalization.
Other borrowing costs are expensed in the period in which they are incurred.
u.
Income Tax
Income tax expense for the year comprises of current tax and deferred tax. Income tax is recognised in the Consolidated
Statement of Profit and Loss except to the extent that it relates to items recognised in ‘Other comprehensive income’ or
directly in equity, in which case the tax is recognised in ‘Other comprehensive income’ or directly in equity, respectively.
The income tax expense or credit for the period is the tax payable on the current period’s taxable income based on the
applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to
temporary differences and to unused tax losses.
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of
the reporting period in the country where the Parent Company and its subsidiaries generate taxable income. Management
periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to
interpretation. It establishes provisions where appropriate, on the basis of amounts expected to be paid to the tax authorities.
Deferred income tax is provided in full, using the balance sheet approach, on temporary differences arising between the tax
bases of assets and liabilities and their carrying amounts in the Consolidated Financial Statements. Deferred income tax is
determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the reporting period and
are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.
174
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Deferred tax assets are recognised for all deductible temporary differences and unused tax losses only if it is probable that
future taxable amounts will be available to utilise those temporary differences and losses. Deferred tax liabilities are not
recognised for temporary differences between the carrying amount and tax bases of investments in subsidiaries, branches and
associates and interest in joint arrangements where the Group is able to control the timing of the reversal of the temporary
differences and it is probable that the differences will not reverse in the foreseeable future.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities
and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where
the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle
the liability simultaneously.
v.
Provisions
Provisions for legal claims / disputed matter, major maintenance / overall expenses and other matters are recognised when
the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources
will be required to settle the obligation and the amount can be reliably estimated. Provisions are not recognised for future
operating losses.
Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by
considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to
any one item included in the same class of obligations may be small.
Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present
obligation at the end of the reporting period. The discount rate used to determine the present value is a pre-tax rate that
reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the
provision due to the passage of time is recognised as finance cost.
w.
Contingent Liabilities and Contingent Assets
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence
or non-occurrence of one or more uncertain future events beyond the control of the Group or a present obligation that is not
recognized because it is probable that an outflow of resources will not be required to settle the obligation. However, if the
possibility of outflow of resources, arising out of present obligation, is remote, it is not even disclosed as contingent liability.
A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognized because it cannot be
measured reliably. The Group does not recognize a contingent liability but discloses its existence in the notes to Consolidated
Financial Statements. A Contingent asset is not recognized in Consolidated Financial Statements, however, the same is
disclosed where an inflow of economic benefit is probable.
x.
Impairment of non-financial assets
Assessment for impairment is done at each Balance Sheet date as to whether there is any indication that a non-financial asset
may be impaired. Indefinite-life intangibles are subject to a review for impairment annually or more frequently if events or
circumstances indicate that it is necessary. For the purpose of assessing impairment, the smallest identifiable Group of assets
that generates cash inflows from continuing use that are largely independent of the cash inflows from other assets or Groups
of assets is considered as a cash generating unit. Goodwill acquired in a business combination is, from the acquisition date,
allocated to each of the Group’s cash-generating units that are expected to benefit from the synergies of the combination,
irrespective of whether other assets or liabilities of the acquiree are assigned to those units. If any indication of impairment
exists, an estimate of the recoverable amount of the individual asset/cash generating unit is made. Asset/cash generating
unit whose carrying value exceeds their recoverable amount are written down to the recoverable amount by recognising the
impairment loss as an expense in the Consolidated Statement of Profit and Loss.
The impairment loss is allocated first to reduce the carrying amount of any goodwill (if any) allocated to the cash generating
unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit. Recoverable
amount is higher of an asset’s or cash generating unit’s fair value less cost of disposal and its value in use. Value in use is the
present value of estimated future cash flows expected to arise from the continuing use of an asset or cash generating unit
and from its disposal at the end of its useful life. Assessment is also done at each Balance Sheet date as to whether there is
any indication that an impairment loss recognised for an asset in prior accounting periods may no longer exist or may have
decreased. An impairment loss recognised for goodwill is not reversed in subsequent periods.
y.
Cash and Cash Equivalents
For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, deposits with
banks, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible
to known amounts of cash and which are subject to an insignificant risk of changes in value.
175
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
z.
Cash flow Statement:
Cash flows are reported using the indirect method, whereby profit before tax is adjusted for the effects of transactions of non-
cash nature and any deferrals or accruals of past or future cash receipts or payments. The cash flows from operating, investing
and financing activities of the Group are segregated based on the available information.
aa. Oil and Gas Activity
Oil and natural gas exploration and evaluation expenditures are accounted for using the ‘successful efforts’ method of
accounting. Costs are accumulated on a field-by-field basis. Geological and geophysical costs are expensed as incurred. Costs
directly associated with an exploration well, and exploration and property leasehold acquisition costs, are capitalised until the
determination of reserves is evaluated. If it is determined that commercial discovery has not been achieved, these costs are
charged to expense.
bb. Contributed Equity:
Equity shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown
in equity as a deduction, net of tax, from the proceeds.
cc. Dividends
Provision is made for the amount of any dividend declared, being appropriately authorised and no longer at the discretion of
the entity, on or before the end of the reporting period but not distributed at the end of the reporting period.
dd. Earnings per share
Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders by the
weighted average number of equity shares outstanding during the period.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders
and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential
equity shares.
Both Basic earnings per share and Diluted earnings per share have been calculated with and without considering income from
Rate Regulated activities and Discontinued Operations and also before withdrawal of general reserve from the Net Profit
attributable to Equity Shareholders.
ee.
Leases
Lease arrangements where the risks and rewards incidental to ownership of an asset substantially rests with the lessor are
recognised as operating lease. Lease rentals under operating lease are recognised in the Consolidated Statement of Profit and
Loss on a straight line basis.
The determination of whether an arrangement is (or contains) a lease is based on the substance of the arrangement at the
inception of the lease. The arrangement is, or contains, a lease if fulfillment of the arrangement is dependent on the use of
a specific asset or assets and the arrangement conveys a right to use the asset or assets, even if that right is not explicitly
specified in an arrangement.
As a lessee:
Leases of property, plant and equipment where the Group, as lessee, has substantially all the risks and rewards of ownership
are classified as finance leases. Finance leases are capitalised at the lease’s inception at the fair value of the leased property
or, if lower, the present value of the minimum lease payments. The corresponding rental obligations, net of finance charges,
are included in borrowings or other financial liabilities as appropriate. Each lease payment is allocated between the liability
and finance cost. The finance cost is charged to the Consolidated Statement of Profit and Loss over the lease period so as to
produce a constant periodic rate of interest on the remaining balance of the liability for each period. Contingent rentals are
recognised as expenses in the periods in which they are incurred.
Leases in which a significant portion of the risks and rewards of ownership are not transferred to the Group as lessee are
classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are
charged to Consolidated Statement of Profit and Loss on a straight-line basis over the period of the lease unless the payments
are structured to increase in line with expected general inflation to compensate for the lessor’s expected inflationary cost
increases.
As a lessor:
Leases in which the Group does not transfer substantially all the risks and rewards of ownership of an asset are classified as
operating leases. Rental income from operating lease is recognised on a straight-line basis over the term of the relevant lease
unless the receipts are structured to increase in line with expected general inflation to compensate for the lessor’s expected
inflationary cost increases. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying
amount of the leased asset and recognised over the lease term on the same basis as rental income. Contingent rents are
recognised as revenue in the period in which they are earned.
176
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Leases are classified as finance leases when substantially all of the risks and rewards of ownership transfer from the Group to
the lessee. Amounts due from lessees under finance leases are recorded as receivables at the Group’s net investment in the
leases. Finance lease income is allocated to accounting periods so as to reflect a constant periodic rate of return on the net
investment outstanding in respect of the lease.
ff. Non-current assets (or disposal groups) held for sale and discontinued operations
Non-current assets (or disposal groups) are classified as held for sale if their carrying amount will be recovered principally
through a sale transaction rather than through continuing use and a sale is considered highly probable. They are measured at
the lower of their carrying amount and fair value less costs to sell, except for assets such as deferred tax assets, assets arising
from employee benefits, financial assets and contractual rights under insurance contracts, which are specifically exempt from
this requirement.
An impairment loss is recognised for any initial or subsequent write-down of the asset (or disposal group) to fair value less
costs to sell. A gain is recognised for any subsequent increases in fair value less costs to sell of an asset (or disposal group), but
not in excess of any cumulative impairment loss previously recognised. A gain or loss not previously recognised by the date of
the sale of the non-current asset (or disposal group) is recognised at the date of de-recognition.
Non-current assets (including those that are part of a disposal group) are not depreciated or amortised while they are classified
as held for sale. Interest and other expenses attributable to the liabilities of a disposal group classified as held for sale continue
to be recognised.
Non-current assets classified as held for sale and the assets of a disposal group classified as held for sale are presented
separately from the other assets in the balance sheet. The liabilities of a disposal group classified as held for sale are presented
separately from other liabilities in the balance sheet.
A discontinued operation is a component of the Group that has been disposed of or is classified as held for sale and that
represents a separate major line of business or geographical area of operations, is part of a single co-ordinated plan to dispose
of such a line of business or area of operations, or is a subsidiary acquired exclusively with a view to resale. The results of
discontinued operations are presented separately in the Consolidated Statement of Profit and Loss.
gg. Maintenance obligations
Contractual obligations to maintain, replace or restore the infrastructure (principally resurfacing costs and major repairs and
unscheduled maintenance which are required to maintain the Infrastructure asset in operational condition except for any
enhancement element) are recognized and measured at the best estimate of the expenditure required to settle the present
obligation at the balance sheet date for which next resurfacing would be required as per the concession arrangement . The
provision is discounted to its present value at a pre-tax rate that reflects current market assessments of the time value of
money and the risks specific to the liability.
hh. Self insurance reserve
In case of PKTCL, Self Insurance reserve is created @ 0.1% p.a. on Gross Block of Property, Plant and Equipment (except
assets covered under any other insurance policy) as at the end of the year, subject to maximum of 5.50 Crore, by appropriating
current year profit towards future losses which may arise from un-insured risks. The same is shown as “Self Insurance Reserve”
under ‘Reserves and Surplus’.
ii.
Rounding off of amounts
All amounts disclosed in the Consolidated Financial Statements and notes have been rounded off to the nearest Crore with
two decimals as per the requirement of Schedule III, unless otherwise stated.
2.
Critical estimates and judgements
The presentation of financial statements under Ind AS requires management to take decisions and make estimates and
assumptions that may impact the value of revenues, costs, assets and liabilities and the related disclosures concerning the
items involved as well as contingent assets and liabilities at the balance sheet date. Estimates and judgements are continually
evaluated and are based on historical experience and other factors, including expectations of future events that are believed to
be reasonable under the circumstances. The Company makes estimates and assumptions concerning the future. The resulting
accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a
significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year
are discussed below:
•
Estimation of deferred tax assets recoverable
Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be
available against which the same can be utilised. Significant management judgement is required to determine the
amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits
together with future tax planning strategies.
177
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
The Group has ` 333.25 Crore (` 262.27 Crore) of MAT credit entitlement assets. According to management’s
estimate, these balances will expire and may not be used to offset taxable income. The Company neither has any
taxable temporary difference nor any tax planning opportunities available that could partly support the recognition of
these MAT credit entitlement as deferred tax assets. On this basis, the Company has determined that it cannot recognise
deferred tax assets on these balances.
Similarly, the Group has unused capital gain tax losses of ` 341.77 Crore (` 820.77 Crore), which according to the
management will expire and may not be used to offset taxable gain, if any, incurred by the Group. Refer Note 13 for
amounts of such temporary differences on which deferred tax assets are not recognised.
•
Estimated fair value of unlisted securities
The fair value of financial instruments that are not traded in an active market is determined using valuation techniques.
The Group uses its judgement to select a variety of methods and make assumptions that are mainly based on market
conditions existing at the end of each reporting period.
Refer Note.42 on fair value measurements where the assumptions and methods to perform the same are stated.
•
Estimation of defined benefit obligation
The cost of the defined benefit gratuity plan and other post-employment employee benefits and the present value
of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various
assumptions that may differ from actual developments in the future. These include the determination of the discount
rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term
nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at
each reporting date.
The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans
operated in India, the management considers the interest rates of government bonds in currencies consistent with the
currencies of the post-employment benefit obligation.
The mortality rate is based on publicly available Indian Assured Lives Mortality (2006-08) Ultimate. Those mortality
tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases
are based on expected future inflation.
Refer Note 36 for key actuarial assumptions.
•
Impairment of trade receivables, loans and other financial assets
The impairment provisions for financial assets disclosed above are based on assumptions about risk of default and
expected loss rates. The Group uses judgement in making these assumptions and selecting the inputs to the impairment
calculation, based on the Group’s past history, existing market conditions as well as forward looking estimates at the
end of each reporting period.
Refer Note 42 on financial risk management where credit risk and related impairment disclosures are made.
•
Revenue recognition
The Group uses the ‘percentage-of-completion method’ for its E&C business to determine the appropriate amount to
recognise in a given period. The stage of completion is measured by reference to the contract costs incurred up to the
end of the reporting period as a percentage of total estimated costs for each contract. Costs incurred in the year in
connection with future activity on a contract are excluded from contract costs in determining the stage of completion.
Determination of future cost is judgemental and is revised periodically considering changes in internal / external factors.
•
Regulatory deferral assets and liabilities
Delhi Discoms (BRPL/BYPL):
From April 01, 2012 till March 31, 2015 (MYT period), determination of Retail Supply Tariff (RST) chargeable by the
Delhi Discoms to its consumers is governed by DERC (Terms and Conditions for Determination of Wheeling Tariff and
Retail Supply Tariff) Regulations 2011 (MYT Regulations, 2011), whereby DERC shall determine the RST in a manner
that the Company recovers its power purchase costs as well as other prudently incurred expenses and earns assured
return of 16% p.a. on DERC approved equity subject to achievement of Aggregate Technical and Commercial (AT&C)
loss reduction targets. The truing up process during the MYT period is being conducted as per the principle stated in
Section 4.21 of the MYT Regulations, 2011. The earlier MYT Regulations dated May 30, 2007 were applicable for the
extended period upto March 31, 2012.
During the truing up process, revenue gaps (i.e. shortfall in actual returns over assured returns) are determined by the
regulator and are permitted to be carried forward as regulatory assets/ regulatory liabilities which would be recovered
/refunded through future billing based on future tariff determination by the regulator. At the end of each accounting
178
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
period. Delhi Discoms determines revenue gap based on the principles laid down under the MYT Regulations and Tariff
Orders issued by DERC (except for the current Tariff Order referred in Note No. 9). In respect of such revenue gaps,
appropriate adjustments, have been made for the respective years in term of the Guidance Note on Rate Regulated
Activities issued by ICAI on a conservative basis.
Refer Note 9 for tariff orders received during the reporting periods that allowed the Companies to recover regulatory
gap determined by the regulator.
•
Consolidation decisions and classification of joint arrangements
The management has concluded that the Group controls certain entities where it holds less than half of the voting
rights of its subsidiaries as per the guidance of Ind AS 110. This is because the Group directs the relevant activities
(procurement, production and marketing) and has the ability to use the powers to unilaterally control the returns it
derives from these entities.
Refer Note 40 for disclosure of ownership interests in subsidiaries controlled by the Group.
Estimates and judgements are continually evaluated. They are based on historical experience and other factors, including
expectations of future events that may have a financial impact on the Group and that are believed to be reasonable
under the circumstances.
•
Useful life of Property, Plant and Equipment:
The estimated useful life of Property, Plant and Equipment is based on a number of factors including the effects
of obsolescence, demand, competition and other economic factors (such as the stability of the industry and known
technological advances) and the level of maintenance expenditures required to obtain the expected future cash flows
from the asset.
The Group reviews, periodically, the useful life of Property, Plant and Equipment and changes, if any, are adjusted
prospectively.
•
Provision for Resurfacing and Future Cost of Replacement / Overhaul obligation (major maintenance expenditures):
Resurfacing obligation (major maintenance expenditure) (for Toll Roads )
The Group records the resurfacing obligation for its present obligation as per the concession arrangement to maintain
the toll roads at every five years during the concession period. The provision is included in the financial statements at
the present value of the expected future payments. The calculations to discount these amounts to their present value
are based on the estimated timing of expenditure occurring on the roads.
The discount rate used to value the resurfacing provision at its present value is determined through reference to the
nature of provision and risk associated with the expenditure.
Future cost of replacement / overhaul of assets (for Metros):
The Group is required to operate and maintain the project assets in a serviceable condition which requires periodical
replacement and overhaul of certain component of project assets. The Group has accordingly recognized a provision in
respect of this obligation. The measurement of this provision considers the future cost of replacement / overhaul of
assets and the timing of replacement/ overhaul. These amounts are being discounted to present value since time value
of money is material.
179
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Note 3: Property, Plant and Equipment
Particulars
Freehold
Land
Leasehold
Land
Buildings
Plant and
Machinery
Distribution
Systems
Railway
Siding
Furniture
and
Fixtures
Vehicles
Office
Equipment
Computers
Electrical
Installations
Total
` Crore
Capital
work in
progress
Gross carrying amount
As at April 1, 2017
Additions
Disposals
Gross carrying amount as
on March 31, 2018
Accumulated depreciation
and impairment
As at April 1, 2017
Depreciation charge during
the year
Impairment loss / (reversal)
Disposals
Accumulated depreciation
and impairment as on
March 31, 2018
Net carrying amount as on
March 31, 2018
Less: Provision for
Retirement
Net carrying amount after
provision as
at March 31, 2018
Gross carrying amount
As at April 1, 2018
Additions
Disposals
Gross carrying amount as
on March 31, 2019
Accumulated depreciation
and impairment
As at April 1, 2018
Depreciation charge during
the year
Impairment loss / (reversal)
Disposals
Accumulated depreciation
and impairment as on
March 31, 2019
Net carrying amount as on
March 31, 2019
Less: Provision for
Retirement
Net carrying amount after
provision as
at March 31, 2019
Notes:
2,686.63
-
-
2,686.63
58.31 2,098.47 12,897.92
692.77
52.07
63.81
208.86
3.16
-
122.12 2,147.38 13,381.83
8,723.03
628.18
1.20
9,350.01
8.20
-
-
8.20
53.45
4.44
0.14
57.75
42.05
5.95
6.63
41.37
89.53
21.80
0.71
110.62
90.27
20.47
0.15
110.59
23.92 26,771.78 1,304.81
1,492.31 1,419.54
2.82
0.12
220.97 1,364.85
28,043.12 1,359.50
26.62
-
-
-
-
-
3.97
2.38
192.55
76.60
1,704.37
881.57
762.61
491.42
-
-
6.35
-
0.88
268.27
( 31.04)
47.16
2,507.74
-
0.14
1,253.89
1.76
0.36
-
-
2.12
8.11
4.76
7.82
4.76
-
0.04
12.83
-
1.92
10.66
13.48
10.48
-
0.12
23.84
33.97
12.53
-
0.04
46.46
4.61
2.20
2,733.25
1,487.06
-
0.07
6.74
(31.04)
50.37
4,138.90
2,686.63
115.77 1,879.11 10,874.09
8,096.12
6.08
44.92
30.71
86.78
64.13
19.88
23,904.22 1,359.50
35.32
12.09
23,868.90 1,347.41
2,686.63
12.86
2,364.84
334.65
122.12 2,147.38 13,381.83
477.08
17.94
23.33
60.81 1,452.49 8,185.89
712.83 5,673.02
84.64
9,350.01
427.60
4,990.41
4,787.20
8.20
-
8.20
-
57.75
2.98
20.82
39.91
41.37
4.78
20.39
25.76
110.62
18.51
16.52
112.61
110.59
14.59
43.06
82.12
28,043.12 1,359.50
26.62
810.43
999.99
0.32
21.62 17,185.05 1,042.57
11,858.06 1,127.36
5.32
-
-
-
-
-
6.35
2.06
268.27
24.61
2,507.74
384.75
1,253.89
269.12
2.12
-
12.83
4.32
10.66
2.37
-
3.87
4.54
-
201.59
91.29
18.00
1,476.76
1,433.73
-
687.99
835.02
-
2.12
-
-
4.50
12.65
-
4.64
8.39
23.84
8.79
-
4.07
28.56
46.46
12.31
-
17.72
41.05
6.74
0.53
4,138.90
708.86
-
4.68
2.59
18.00
2,407.94
2,457.82
-
-
-
-
-
334.65
80.10
621.54
4,239.29
3,952.18
-
27.26
17.37
84.05
41.07
2.73
9,400.24 1,127.36
34.50
12.09
9,365.73 1,115.27
Capital Work in Progress includes borrowing cost of ` 9.82 Crore (` 9.84 Crore) and Foreign exchange fluctuation loss of
` 1.24 Crore (` 1.48 Crore).
Additions to Building, Plant and Machinery and Other tangible assets includes borrowing cost of ` 0.36 Crore (` 0.04 Crore),
` 25.81 Crore (` 26.69 Crore) and ` 0.95 Crore (` 1.83 Crore) respectively. Borrowing cost is capitalized @12.50% to
13.38%.
Pursuant to certain events of default by Delhi Metro Rail Corporation (DMRC), Delhi Airport Metro Express Private Limited
(DAMEPL) has terminated the concession agreement with effect from July 1, 2013 and entire assets (including project assets)
have been handed over to DMRC and DAMEPL ceases to provide depreciation / amortisation. However, due to pending
settlement of cases through arbitration, acceptance of termination by DMRC and based on legal opinion, the assets including
project assets, have been continued to be shown in the books of account of DAMEPL.
a.
b.
c.
180
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019 d.
Leased Assets
Assets taken on finance lease: Terms of power purchase agreement with Vidarbha Industries Power Limited (VIPL) assessed
as finance lease had resulted in the certain asset classes being disclosed as assets of the Company. The lease period was 25
years and no renewal option given in the power purchase agreement. Details were as follows:
Particulars
Leasehold Land
Buildings
Plant and Machinary
Furniture and Fixtures
Motor Vehicles
Office Equioments
Computers
Opening Carrying
Amount as at
April 1, 2017
Depreciation
2017-18
24.78
402.95
3,124.65
1.16
1.07
0.83
0.77
1.16
18.85
204.03
0.10
0.15
0.07
0.25
` Crore
Net carrying
amount as at
March 31, 2018
23.62
384.10
2,920.62
1.06
0.92
0.76
0.52
The Company had an exclusive right to obtain the entire contracted capacity of a specified facility at all times and in turn the
power so purchased was used as a distribution licensee. The price at which purchase was made was regulated at a price which
was neither contractually fixed nor reflects the current market price
Pursuant to sale of MPB the lease arrangement has been transferred to Adani Transmission Limited. (Refer Note 8).
e.
Lease Hold Land
The lease period for lease hold land varies from 35 Years to 99 years.
The Plant and Building of BKPL have been erected on 20 acre parcel of land taken on lease from Lessor (TCCL) by virtue of
an agreement dated November 06, 2014.
The Lease period for lease hold land of Reliance Aerostructure Limited is 99 years with option for renewal and is considered
as finance lease.
f.
Property, Plant and Equipment pledged as security
Particulars
First charge and subservient charge:
Freehold Land
Leasehold Land
Buildings
Property, Plant and Equipment
Distribution Systems
Railway Siding
Furniture and Fixtures
Vehicles
Office Equipment
Computers
Electrical Installations
Total
` Crore
As at
March 31, 2019
As at
March 31, 2018
262.71
17.55
363.93
6,961.75
-
-
21.28
17.67
82.48
38.64
2.56
7,768.57
871.29
0.58
683.96
9,829.64
2,949.28
6.25
25.89
12.75
77.88
36.67
8.09
14,502.28
Further, subservient charge has been created on balance movable Property, Plant and Equipment.
Refer Note 11(a) and 11(b) for information on Property, Plant and Equipment pledged as security by the Group.
g.
Impairment Loss
The Impairment loss relates to PPE located at Goa Power Station which has been impaired to the extent of ` 18 Crore.
Accordingly provision for impairment has been made and debited in consolidated statement of profit and loss.
181
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
h.
Capital work-in-progress
Particulars
Year
Opening
Addition
Capitalisation
Discontinued
Operations
` Crore
Closing*
CWIP Movement
CWIP Movement
2018-19
2017-18
1,347.41
1,304.81
810.43
1,407.45
853.10
1,364.85
189.47
-
1,115.27
1,347.41
*(net off of Provision for Non moving Capital Inventories of ` 9.02 Crore (` 14.10 Crore) and Provision for retirement of
assets of ` 12.09 Crore (` 12.09 Crore). Includes personnel cost of ` 35.01 Crore (` 40.50 Crore).
CWIP amounting to ` 421.49 Crore (` 536.31 Crore) are pledged to lenders (Refer Note 11 (a) and 11 (b)).
i.
Movement in Provision for Retirement of PPE/CWIP
Particulars
2018-19
2017-18
4.
Investment Property
Particulars
Gross carrying amount
Opening Gross Carrying value
Additions
Closing gross carrying value
Accumulated depreciation:
Opening accumulated depreciation
Depreciation during the year
Closing accumulated depreciation
Net carrying value
Opening
Provision
made
Provision
reversed
47.41
44.01
-
3.40
0.82
-
` Crore
Closing
46.59
47.41
` Crore
As at
March 31, 2019
As at
March 31, 2018
596.05
3.79
599.84
67.35
30.08
97.43
502.41
594.60
1.45
596.05
36.18
31.17
67.35
528.70
(i)
Amounts recognised in Consolidated Statement of Profit and Loss for investment property
Particulars
Rental income
Direct operating expense from property that generated rental income
Profit from Investment Property before Depreciation
Depreciation
Profit from Investment Property
(ii) Contractual Obligations
Year Ended
March 31, 2019
60.44
28.84
31.60
30.08
1.53
` Crore
Year Ended
March 31, 2018
62.89
28.04
34.85
31.17
3.68
The Group has no contractual obligations to purchase, construct or develop investment property. However, the
responsibility for its repairs, maintenance or enhancements is with the Group.
(iii) Fair Value
The Parent Company had carried out fair valuation of the investment property during the previous year amounting to
` 531 Crore by an independent valuer. The Parent Company does not envisage any significant decrease in the value of
the property as at March 31, 2019 as compared to previous year.
(iv) Pledged details
The Investment property is pledged against the secured borrowings of the Parent Company. (Refer Note 11(a))
(v)
Estimation of Fair Value
The Group obtains independent valuations for its investment property periodically. The best evidence of fair value is
current prices in an active market for similar properties. Where such information is not available, the Group considers
information from a variety of sources including:
182
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
●
•
•
current prices in an active market for properties of different nature or recent prices of similar properties in less
active markets, adjusted to reflect those differences;
discounted cash flow projections based on reliable estimates of future cash flows; and
capitalised income projections based upon a property’s estimated net market income, and a capitalisation rate
derived from an analysis of market evidence.
The fair values of investment property is determined by reputed third party, independent valuers. The main inputs used
were rental growth rates, expected vacancy rates, terminal yields and discount rates based on comparable transactions
and industry data. All resulting fair value estimates for investment property are included in level 3.
5.
Other Intangible Assets
Particulars
Computer
Software
Other
Intangible
Assets
Airport
Concessionaire
Rights
Metro
Concessional
Intangible Assets
Toll Concessional
Intangible Assets
Total
` Crore
Goodwill on
Consolidation
Gross carrying amount
As at April 01, 2017
Additions*
Effect of foreign currency exchange
difference
Disposals
Gross carrying amount as at March
31, 2018
Accumulated amortisation and
impairment
As at April 01, 2017
Amortisation charge for the year
Accumulated amortisation and
impairment as at March 31, 2018
Net carrying amount as at March
31, 2018
Gross carrying amount
As at April 01, 2018
Additions*
Effect of foreign currency exchange
difference
Disposals
Gross carrying amount as at March
31, 2019
Accumulated amortisation and
impairment
As at April 01, 2018
Amortisation charge for the year
Disposal
Accumulated amortisation and
impairment as at March 31, 2019
Net carrying amount as at March
31, 2019
41.37
12.62
-
-
1,454.26
60.61
3,335.53
12,093.89
16,985.66
33.42
-
-
-
-
-
-
-
1.20
-
0.91
-
0.12
13.53
1.20
0.12
53.99
1,454.26
60.61
3,336.73
12,094.68
17,000.27
33.42
13.87
410.78
7.71
21.58
-
410.78
1.38
0.69
2.07
312.50
111.25
423.75
740.31
1,478.84
406.22
525.87
1,146.53
2,004.71
31.67
1.75
33.42
32.41
1,043.48
58.54
2,912.98
10,948.15
14,995.56
-
53.99
1,454.26
60.61
3,336.73
12,094.68
17,000.27
33.42
13.83
-
10.97
56.85
-
-
-
-
-
-
-
23.74
666.03
-
679.86
23.74
-
26.57
37.54
1,454.26
60.61
3,360.47
12,734.14
17,666.33
33.42
21.58
7.05
-
410.78
-
-
28.63
410.78
2.07
0.54
-
2.61
423.75
112.16
-
1,146.53
2,004.71
462.68
582.43
1.10
1.10
33.42
-
535.91
1,608.11
2,586.04
33.42
28.22
1,043.48
58.00
2,824.56
11,126.03
15,080.29
-
183
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Overall Movement of Intangible assets under development
Particulars
2018-19
2017-18
Opening
Additions*
Capitalisation
Closing
1,657.21
1,056.07
485.97
602.05
666.03
1,477.15
0.91
1,657.21
` Crore
*Additions includes Borrowing cost incurred during the year of ` 118.47 Crore (` 91.09 Crore) and Foreign exchange
fluctuation-Loss of ` 8.02 Crore (` 2.56 Crore).
Note:
(1) The above Intangible Assets are other than internally generated.
(2) Remaining amortisation period of computer software is between 1 to 2 years.
(3) Computer Software, Other Intangible Assets and Airport Concessionaire Rights are at deemed cost.
(4) Concessional Intangible Assets are accounted in accordance with Appendix D of Ind AS 115”Service Concession
Arrangement”.
Concession Intangible Assets relate to Service Concession Arrangements as explained in Note No.7(c). Borrowing cost
is capitalized @13.50%.
(5) Details of Intangible assets pledged are as under:
Particulars
First charge & subservient charge
Intangible assets
Intangible assets (Concessional Rights)
Intangible Assets Under Development
Total Intangible Assets pledged as security
6.
Inventories
Particulars
Coal and Fuel*
Stores and Spares *(net off of Provision for Non moving inventories of ` 6.08 Crore
(` 8.53 Crore)
Total
* including in transit and with third party
As at
March 31, 2019
As at
March 31, 2018
` Crore
28.04
13,590.59
1,477.15
15,095.78
23.97
13,861.24
1,657.21
15,542.42
` Crore
As at
March 31,2019
As at March
31,2018
0.16
61.89
62.05
1.13
219.20
175.29
394.49
52.72
Inventories are stated at lower of Cost and Net realisable value.
These Inventories are pledged as security with the lenders (Refer Note 11(a) and 11 (b))
7.
Financial assets
7(a) Non-current investments
Particulars
Investment in equity instruments (fully paid-up
unless otherwise stated):
In associate companies - valued as per equity
method
Quoted
Reliance Power Limited *#
Reliance Naval and Engineering Limited #
184
Face value
in ` unless
otherwise
stated
As at March 31, 2019
As at March 31, 2018
Number of
Shares / Units
` Crore
Number of
Shares / Units
` Crore
10
10
92,84,98,193 5,469.82 121,19,98,193 9,177.80
22,01,03,025
- 22,01,03,025
967.04
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Particulars
Unquoted
Face value
in ` unless
otherwise
stated
As at March 31, 2019
As at March 31, 2018
Number of
Shares / Units
` Crore
Number of
Shares / Units
` Crore
Metro One Operation Private Limited
Reliance Geo Thermal Power Private Limited
RPL Sun Technique Private Limited
RPL Photon Private Limited
RPL Sun Power Private Limited
10
10
10
10
10
Investment in preference shares – In associate
companies
3,000
2,500
5,000
5,000
5,000
2.47
-
-
-
-
3,000
2,500
5,000
5,000
5,000
1.14
-
-
-
-
5,472.29
10,145.98
Reliance Naval and Engineering Limited
10
4,22,45,764
-
-
-
In joint venture companies - valued as per equity
method
Unquoted
Utility Powertech Limited
In Others - At FVTPL
Quoted
Yatra Online Inc.
Unquoted
10
7,92,000
24.22
7,92,000
24.22
19.95
19.95
USD10
22,30,548
74.51
-
-
Crest Logistics and Engineers Private Limited
Urthing Sobla Hydro Power Private Limited
Western Electricity Supply Company of Odisha
Limited (WESCO) @ ` 1000
North Eastern Electricity Supply Company of Odisha
Limited (NESCO) @ ` 1000
Southern Electricity Supply Company of Odisha
Limited (SOUTHCO) @ ` 1000
Rampia Coal Mine and Energy Private Limited
Reliance Infra Projects International Limited
Larimar Holdings Limited @ ` 4,909
Indian Highways Management Company Limited
Jayamkondam Power Limited @ ` 1.
Nationwide Communication Private Limited @ `
4000
10
10
10
10
10
1
USD 1
USD 1
10
10
10
Total
Investment in preference shares (fully paid-up)
In Others - At FVTPL
Unquoted
Non-Convertible Redeemable Preference Shares in
Reliance Infra Projects International Limited
10% Non-Cumulative Non-Convertible
Redeemable Preference Shares in Crest Logistics
and Engineers Private Limited
4,09,795
0.41
4,09,795
0.41
2,000
100
100
100
2,72,29,539
10,000
111
5,55,370
4,09,795
-
-
@
@
@
2.72
0.04
@
0.56
@
-
2,000
100
100
100
2,72,29,539
10,000
111
5,55,370
4,09,795
400
78.24
5,574.75
-
@
@
@
2.72
0.04
@
0.56
@
@
3.73
10,169.66
USD 1
3,60,000
678.62
3,60,000
639.56
1
-
-
1,09,50,000
368.25
185
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019 Particulars
6% Non-Cumulative Non-Convertible Redeemable
Preference Shares in Crest Logistics and Engineers
Private Limited @
` 20,000
10% Non-Convertible Non-Cumulative
Redeemable Preference Shares in Jayamkondam
Power Limited @ Re 1
10% Non-convertible Non-cumulative
Redeemable Preference Share (Series D) Crest
Logistics and Engineers Private Limited
Total
Investment in Government or Trust Securities
At amortised cost
Quoted
Contingencies Reserve Investments
8.12% Central Government of India
8.27% Central Government of India
7.68% Central Government of India
7.68% Central Government of India
Total
Investment in Debentures (fully paid-up)
At FVTPL
Unquoted
10.50% Unsecured Redeemable Non-Convertible
Debentures in Crest Logistics and Engineers Private
Limited
10.50% Unsecured Redeemable Non-Convertible
Debentures in Crest Logistics and Engineers Private
Limited
Total
Less : Provision for diminution in value of
Investments** @ ` 3,000
Total
Aggregate amount of quoted investments
Aggregate amount of unquoted investments
Aggregate amount of impairment in the value of
investments @ ` 3,000
Face value
in ` unless
otherwise
stated
As at March 31, 2019
As at March 31, 2018
Number of
Shares / Units
` Crore
Number of
Shares / Units
` Crore
1
1
10
100
100
100
100
2,000
@
2,000
@
1,09,50,000
@ 1,09,50,000
@
-
-
30,00,000
404.83
678.62
1,412.64
-
-
-
-
-
-
-
75,00,000
15,00,000
15,00,000
13,00,000
76.53
15.33
15.23
13.71
120.80
100
10,00,00,000
538.93 10,00,00,000
472.75
100
12,00,00,000
612.60 12,00,00,000
537.36
1,151.53
7,404.90
679.07
6,725.83
1,010.11
12,713.21
@
12,713.21
Market
Value
Book
Value
Market
Value
Book
Value
1,366.07 5,544.33
5,099.11 10,265.64
1,181.50
679.07
2,447.57
@
*10,19,00,000(10,19,00,000) shares of Reliance Power Limited are pledged with the lenders of Investee Company.
# 53,90,73,203 (71,06,20,433) shares of Reliance Power Limited and 22,01,03,025 (22,01,03,025) shares of Reliance
Naval and Engineering Limited are pledged with the lenders of the Parent Company.
** Include ` 678.62 Crore in respect of Non-Convertible Redeemable Preference Shares in Reliance Infra Projects International
Limited
186
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
7(b)
Current Investments
Particulars
Investment in Mutual Funds Units
At FVTPL
Quoted
Face value
in ` unless
otherwise
stated
As at March 31, 2019
As at March 31, 2018
Number
of Units
` Crore
Number
of Units
` Crore
Reliance Liquid Fund-Treasury Plan-Daily Dividend
Option Plan @ ` Nil (` 1,698)
Reliance Liquidity Fund- Daily Dividend Plan @ ` Nil
(` 36,511)
Reliance Liquidity Fund- Direct Plan Daily Dividend
Plan @ ` Nil (` 27,378)
Reliance Money Manager Fund- Growth Plan Growth
Option @ ` Nil (` 3,247)
Reliance Floating Short Term Fund-Growth option
Reliance Money Manager Fund - Daily Dividend Plan
10
1,000
10
10
10
10
-
-
-
-
-
-
-
-
1
36
27
1
@
@
@
@
2,12,463
2,227
0.74
0.12
2,12,463
3,002
0.57
0.20
1,000
1,41,477
15.77
1,43,924
16.04
Reliance Liquid Fund -Cash Plan - Direct -Daily
Dividend Option
SBI Premier Liquid Fund - Direct – Growth
Reliance Liquid Fund - Treasury Plan - Direct -
Growth Option
1,000
1,000
Taurus Liquid Mutual Fund - Direct Plan – Growth
1,000
SBI Ultra Short Term Debt Fund - Growth Plan
Indiabull Ultra Short Term Fund-Direct Plan- Growth
10
10
Contingencies Reserve Investments
Reliance Liquid Fund – Direct Plan- Growth Option
1,000
Total
Aggregate amount of quoted investments
Aggregate amount of unquoted investments
Aggregate amount of impairment in the value of
investments
-
-
-
-
-
-
-
-
-
-
-
-
1,39,585
38.03
3,01,316
127.76
281
4,23,692
4,50,389
0.05
95.41
77.84
81,854
22.98
16.63
16.63
-
-
378.88
378.88
-
-
187
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019 9
1
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191
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
7 (c) Service Concession Receivables
Particulars
Opening balance
Accrued interest
Scheduled Repayments
Unrecovered Financial Assets
Addition during the year
Transfer to Assets classified as held for sale/discontinued operation
Closing balance
Grant Receivable from NHAI*
Non-current
Current
Total
* Grant receivable from NHAI ` 36.93 Crore (` 54.23 Crore) grouped under financial assets.
7(d) Trade Receivables
These trade receivables are given as security to the lenders – Refer Note 11 (a) and 11(b)
Particulars
Secured, considered good
Unsecured, considered good
Credit Impaired
Total
Less: Allowance for doubtful debts
Trade Receivables (net)
Current portion
Non-current portion
7(e) Cash and cash equivalents
Particulars
Balances with banks in -
Current Account
Bank Deposit with original maturity of less than 3 months
Unpaid Dividend Account
Cheques and drafts on hand
Cash on hand
Total
192
` Crore
As at
March 31, 2019
As at
March 31, 2018
54.23
2.50
39.61
-
19.81
-
36.93
-
36.93
36.93
222.82
99.03
249.87
83.76
26.05
(39.96)
54.23
-
54.23
54.23
` Crore
As at
March 31, 2019
As at
March 31, 2018
274.93
4,196.16
351.60
4,822.69
351.61
4,471.08
4,467.52
3.56
1,660.01
3,763.38
467.75
5,891.14
467.75
5,423.39
5,423.39
-
` Crore
As at
March 31, 2019*
As at
March 31, 2018
339.15
123.68
16.05
132.68
23.39
634.95
390.17
31.76
15.46
77.55
10.83
525.77
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
7(f) Bank Balances other than cash and cash equivalents
Particulars
Bank Deposits with Original Maturity of more than 3 months but less than 12
months
Total
*Restricted Cash and Bank Balances:
The Group is required to keep restricted cash for
a)
b)
c)
d) Margin Money details of which are given below:
Issuing Bank Guarantee for GST
Payment of Dividend
Escrow accounts
` Crore
As at
March 31, 2019
259.38
As at
March 31, 2018
619.51
259.38
619.51
As at
March 31, 2019
62.95
16.05
212.41
13.75
305.16
` Crore
As at
March 31, 2018
124.09
15.46
51.57
-
191.12
As at March 31, 2019
Non-Current
Current
` Crore
As at March 31, 2018
Non-Current
Current
70.53
-
1,104.48
4,441.72
3,832.28
9,449.01
3,832.28
5,616.73
2.76
5,619.49
43.48
-
-
-
-
43.48
-
43.48
7.71
51.19
100.47
-
2,403.73
10,733.40
2,554.14
15,791.74
2,554.14
13,237.60
9.88
13,247.48
7.29
-
1,886.45
37.47
17.70
-
-
-
55.17
17.70
37.47
39.89
77.36
-
As at March 31, 2019
Non-Current
Current
` Crore
As at March 31, 2018
Non-Current
Current
1,374.60
38.20
36.93
689.97
144.83
-
-
512.39
917.58
3,714.50
144.83
-
-
-
0.22
-
40.15
133.97
-
81.40
255.74
-
1,173.20
55.47
54.23
1,161.61
143.03
-
-
470.02
1,072.25
4,129.81
143.03
-
-
-
12.77
-
8.64
126.36
-
15.14
162.91
-
3,569.67
255.74
3,986.78
162.91
Particulars
Bank Deposits
Unpaid dividend
Escrow account
Margin Money
Total
7(g) Loans
Particulars
(Unsecured, considered good unless otherwise stated)
Loans – Security Deposits - Considered good
- Credit Impaired
Inter-Corporate deposits to :-
Related parties* (Refer Note 24)
Others-considered good
Others- credit impaired
Less : Provision for Expected Credit Loss/diminution in
value of deposits
Loans to Employees*
Total
*Secured
7(h) Other financial assets
Particulars
(Unsecured, considered good unless otherwise stated)
Receivable from DMRC
Claim receivable from NHAI
Grant receivable from NHAI
Interest Accrued / receivables*
Considered Good
Considered Doublful
Fixed Deposit with bank with maturity of more than
12 months
Margin money with Banks
Unbilled Revenue
Other Receivables
Less: Provision for diminution in value of deposits/
Expected Credit Loss
Total
*Secured
0.25
252.02
193
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
7(i) Other assets
Particulars
Unsecured, considered good unless otherwise stated
Capital advances
Advance to vendors
Duties and Taxes Recoverable
Advances recoverable in kind or for value to be received
Gratuity Advance (Refer Note 36)
Amount due from customers for contract work
Other receivables
Total
As at March 31, 2019
As at March 31, 2018
Current
Non-Current
Current
Non-Current
(` Crore)
-
457.37
328.16
545.85
1.93
576.68
0.96
24.40
453.44
55.12
1.61
0.39
-
4.09
-
411.77
16.79
316.30
0.06
389.55
1.08
52.30
393.09
48.25
2.81
0.31
-
4.09
1,910.95
539.05
1,135.55
500.85
8.
Assets classified as held for sale and Discontinued operations
(i) Reliance Electric Generation and Supply Limited (REGSL)
(a) Description
The Scheme of Arrangement for the vesting of Mumbai Power Business (MPB) of the Parent Company to
its resulting wholly owned subsidiary viz. Reliance Electric Generation and Supply Limited (REGSL) has been
implemented on August 29, 2018 with effect from April 01, 2018 after receiving all necessary approvals.
Pursuant to the Share Purchase Agreement entered with Adani Transmission Limited (ATL) for the sale of MPB,
the Parent Company on August 29, 2018 divested its entire stake in REGSL. The results of the MPB are classified
as Discontinued operations as per Ind AS 105 “Non Current Assets held for sale and discontinued operations”.
(b) The financial performance and cash flow information of REGSL presented as under:
Particulars
Revenue
Expenses
Profit / (Loss) before Rate Regulated Activities and Tax
Add: Regulatory Income
Profit / (Loss) before Tax
Income tax expense
Profit after income tax from discontinued operations
Net cash inflow/(outflow) from operating activities
Net cash inflow/(outflow) from investing activities
Net cash inflow/(outflow) from financing activities
Net (decrease)/increase in cash generated from discontinued
operations
April 01, 2018 to
August 28, 2018
Year ended
March 31, 2018
` Crore
3,210.16
3,373.93
(163.77)
105.28
(58.49)
-
(58.49)
863.64
(169.40)
(2,194.38)
(1,500.14)
8,008.35
7,507.90
500.45
288.89
789.34
-
789.34
3,552.69
(530.66)
(169.50)
2,852.53
Note: The above amount is attributable to equity holders of the Parent Company
(c) The carrying amount of assets and Liabilities of REGSL as at the date of sale i.e. August 29, 2018 were as
follows:
Particulars
Assets
Liabilities
194
(` Crore)
As at
August 29, 2018
17,735.52
14,438.30
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
(ii) Western Region System Strengthening Scheme (WRSSS) Transmission Undertakings :
On October 12, 2017, the Parent Company completed the transfer of its Western Region System Strengthening Scheme
(WRSSS) Transmission Undertakings to its two subsidiaries namely Western Transmission Gujarat Limited (WTGL) and
Western Transco Power Limited (WTPL). Subsequently on October 31, 2017 shares of WTGL and WTPL transferred to
Adani Transmission Limited (ATL) and accordingly the Assets and Liabilities as well as Income and Expenditure of WRSSS
have been considered as Assets classified as held for sale and discontinued operations as per Ind AS 105 “Non Current
Assets held for sale and discontinued operations”.
(a) The financial performance and cash flow information of WRSSS Transmission Companies presented as under:
Particulars
Revenue
Expenses
Profit / (Loss) before Rate Regulated Activities and Tax
Add: Regulatory Income
Profit / (Loss) before Tax
Income tax expense
Profit after income tax from discontinued operations
Net cash inflow/(outflow) from operating activities
Net cash inflow/(outflow) from investing activities
Net cash inflow/(outflow) from financing activities
Net increase in cash generated from discontinued operations
Note: The above amount is attributable to equity holders of the Parent Company.
(b) Assets and Liabilities of WRSSS figures as of October 31, 2017 are given below
Particulars
Property, Plant and Equipment
Service Concession Receivable
Trade Receivable
Other current and non current assets
Total Assets
Borrowings
Other current and non current liabilities
Total liabilities
Net assets
` Crore
April 01, 2017 to
October 31, 2017
82.79
44.18
38.61
-
38.61
-
38.61
31.66
(286.78)
278.61
23.49
` Crore
As at
October 31, 2017
0.87
1,100.65
42.86
56.05
1,200.43
659.60
5.53
665.13
535.30
The profit for the year ended March 31, 2019 is ` 4,041.39 crore (` 827.95 Crore for the year ended March 31,
2018) including reversal of deferred tax liability of ` 2,291.89 crore has been shown as profit from Discontinued
Operations in respect of above transactions.
(c) The Parent Company has entered into a Share Purchase Agreement with Cube Highways and Infrastructure III
Pte Limited for sale of its entire stake in DA Toll Road Private Limited. The said transaction is subject to various
regulatory and customary approvals and hence has not been considered as Non-Current Assets held for sale
and discontinued operations as at March 31, 2019 as per Ind AS 105 “Non-Current Assets held for sale and
discontinued operations”.
195
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
9.
Regulatory deferral account balances
In accordance with accounting policy (Refer Note 1 (e) (i)) and in accordance with the Guidance Note on Rate Regulated
Activities issued by ICAI, the reconciliation of the Regulatory Assets / (Liabilities) of Parent Company, Delhi Discoms
(subsidiaries) and PKTCL as on March 31, 2019 is as under:
Sr.
No.
I
Particulars
Regulatory Assets / (Liability)
A
B
Opening Balance
Add : Income recoverable/(reversible) from future tariff / Revenue
GAP for the year
1
2
3
For Current Year
For Earlier Year
Regulatory assets recoverable on account of Deferred Tax on
Depreciation difference
Total (1+2+3)
Recovered during the year
Assets transferred on Disposal (Refer Note 8)
Net Movement during the year (B-C-D)
Closing Balance (A+E)
C
D
E
F
II
Deferred Tax (Assets) / Liability associated with Regulatory Assets /
(Liability)
Opening Balance
Add: Deferred Tax (Assets) / Liabilities during the Year
Total deferred Tax (Assets) / Liability associated with Regulatory Assets
/ (Liability)
Less: Recoverable from future Tariff
Closing Balance
2018-2019
` Crore
2017-2018
18,219.62
17,963.02
1,023.20
-
-
1,023.20
1,103.78
1,634.04
(1,714.62)
16,505.00
5,069.18
324.37
5,393.55
5,393.55
-
1,873.31
-
49.14
1,922.45
1,665.85
-
256.60
18,219.62
4,676.57
392.61
5,069.18
5,069.18
-
III
Balance as at the end of the year (I+II)
Regulatory Assets
Regulatory Liability
16,505.00
-
18,219.62
-
Regulatory Assets of ` 16,503.80 Crore ( ` 17,315.71 Crore ) have been given as Security to the Lenders.
Regulatory Assets of Delhi Discoms (BRPL / BYPL):
The Retail Supply Tariff (RST) chargeable to consumers by Delhi Discoms is regulated by Delhi Electricity Regulatory Commission
(DERC or Commission). These regulations provides for segregating of costs into controllable and uncontrollable costs. Financial
losses arising out of the under-performance with respect to the targets specified by the DERC for the “controllable” parameters
is to be borne by the Licensee’s.
From April 01, 2012 till March 31, 2015 (MYT period), and as per new Regulations-139 (DERC Tariff Regulations, 2017
notified by DERC on January 31, 2017), the previous MYT Regulations 2011 which was already over has been extended
upto March 31, 2018, determination of Retail Supply Tariff (RST) chargeable by the Delhi Discoms to its consumers is
governed by DERC (Terms and Conditions for Determination of Wheeling Tariff and Retail Supply Tariff) Regulations 2011
(MYT Regulations, 2011). In terms of MYT Regulations 2017, DERC on September 01, 2017 issued the DERC (Business
Plan) Regulations, 2017 (Business Plan Regulations)which is in force for a period of three years upto FY 2019-20. In terms
of these regulations, DERC shall determine the RST in a manner that the Company recovers its power purchase costs as well
as other prudently incurred expenses and earns assured return of 16% p.a. on DERC approved equity subject to achievement
of Aggregate Technical and Commercial (AT&C) loss reduction targets. The truing up process during the MYT periods is being
conducted as per the principle stated in the respective MYT Regulations.
During the truing up process, revenue gaps (i.e. shortfall in actual returns over assured returns) are determined by the regulator
and are permitted to be carried forward as regulatory assets/ regulatory liabilities which would be recovered / refunded
through future billing based on future tariff determination by the regulator at the end of each accounting period.
Delhi Discoms determined revenue gap (FY 2013-14 to FY 2017-18) based on the principles laid down under the MYT
Regulations and Tariff Orders issued by DERC (except for the current Tariff Order referred below). In respect of such revenue
gaps, appropriate adjustments, have been made for the respective years in terms of Ind AS 114 read with the Guidance Note
on Regulatory Assets issued by the ICAI. Further for the current year self truing up has been conducted as per the principles
laid down in the Business Plan Regulations.
196
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
DERC has trued up revenue gap for period upto March 31, 2014 vide its Tariff Order dated September 29, 2015 and for
FY 2014-15, 2015-16 and FY 2016-17 in the subsequent Tariff Orders dated August 31, 2017 and March 28, 2018 with
certain dis-allowances. Delhi Discoms has filed an appeal before Hon’ble APTEL against such disallowances.
DERC issued Tariff Order for FY 2017-18 on August 31, 2017 which is applicable from September 01, 2017 to March 31,
2018. On March 28, 2018 DERC issued another Tariff Order for FY 2018-19 which will remain in force from April 01, 2018
and will remain in force till replaced by a subsequent tariff order and/or is amended, reviewed or modified in accordance with
the provisions of the Electricity Act, 2003 and the Regulations made there under.
Market Risk
Delhi Discoms is in the business of Supply of Electricity, being an essential and life line for consumers, therefore no demand
risk anticipated. There is regular growth in the numbers of consumers and demand of electricity from existing and new
consumers.
Regulatory Risk
Delhi Discoms is operating under regulatory environment governed by DERC. Tariff is subject to Rate Regulated Activities.
Regulatory Assets recognized in the financial statements of Delhi Discoms are subject to true up by DERC as per Regulation
and disallowances of past assessments pending in courts /authorities.
Regulatory Liability of PKTCL
In respect of PKTCL, determination of Transmission service charges (TSC) chargeable by the Company to its consumers is
governed by CERC Tariff Regulation, 2014, whereby CERC determines the Transmission service charges . During the year,
` 0.42 Crore (` 0.27 Crore) is added to the approved TSC due to change in the effective tax rate (increase in rate of surcharge
on tax from 10% to 12% and change in education cess from 3% to 4%) resulting in change in the rate of return on equity
and the same is shown under Regulatory deferral account debit balances.
10. Share Capital and other equity
10(a) Share Capital
Particulars
Authorised
45,00,60,000 (45,00,60,000) Equity Shares of ` 10 each
80,00,000 (80,00,000) Equity Shares of ` 10 each with differential rights
155,00,00,000 (155,00,00,000) Redeemable Preference Shares of ` 10
each
4,20,00,000 (4,20,00,000) Unclassified Shares of ` 10 each
Issued
26,53,92,065 (26,53,92,065) Equity Shares of ` 10 each
Subscribed and fully paid-up
26,29,90,000 (26,29,90,000) Equity Shares of ` 10 each fully paid up
Add: 3,54,479 (3,54,479) Forfeited Shares- Amounts originally paid up
` Crore
As at
March 31,2019
As at
March 31,2018
450.06
8.00
1,550.00
42.00
2,050.06
265.40
265.40
262.99
0.04
263.03
450.06
8.00
1,550.00
42.00
2,050.06
265.40
265.40
262.99
0.04
263.03
(a) Shares Pledged Details:
Sr.
No.
1
Particulars
As at
March 31, 2019
As at
March 31, 2018
No. of Shares Pledged by Promoter Group Companies
10,45,94,607
8,78,13,612
(b) Reconciliation of the Shares outstanding at the beginning and at the end of the year
Particulars
Equity Shares -
As at March 31, 2019
As at March 31, 2018
No. of shares
` Crore
No. of shares
` Crore
At the beginning of the year
26,29,90,000
262.99
26,29,90,000
Outstanding at the end of the year
26,29,90,000
262.99
26,29,90,000
262.99
262.99
197
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Terms and rights attached to equity shares
i.
Voting:
The Parent Company has issued only one class of equity shares having a par value of ` 10 per share. Each holder
of equity shares is entitled to one vote per share.
ii.
Dividends:
Respective companies declare and pays dividend in Indian rupees. The dividend proposed by the Board of Directors
is subject to the approval of the shareholders in the ensuing Annual General Meeting.
iii.
Liquidation:
In the event of liquidation, the holders of equity shares will be entitled to receive all of the remaining assets after
distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held
by the shareholders.
iv. Details of shareholders holding more than 5% shares in the Parent Company
Name of the Shareholders
As at March 31, 2019
As at March 31, 2018
Reliance Project Ventures and
Management Private Limited
No. of Shares
8,80,29,932
% held
No. of Shares
33.47 10,61,48,937
Reliance Big Private Limited
1,68,00,000
6.39
1,95,00,000
Life Insurance Corporation of India *
-
-
1,66,37,769
(* holds less than 5% as of March 31, 2019)
10(b) Other Equity - Reserves and surplus
Particulars
Capital Reserve
Capital Reserve on Consolidation
Sale proceeds of fractional Equity Shares Certificates and dividends thereon
(@` 37,953 (` 37,953)
Capital Redemption Reserve
Securities Premium Account
Debenture Redemption Reserve
Statutory Reserves:
Development Reserve Account No. 1
Development Reserve Account No. 2
Debt Redemption Reserve
Rural Electrification Scheme Reserve
Reserve to augment production facilities
Reserve for Power Project
Development Reserve Account No. 3
Self Insurance
General Reserve
Foreign Currency Monetary Item Translation Difference Account
Retained Earnings
Treasury Shares
Total Reserves and Surplus
198
% held
40.36
7.41
6.33
` Crore
As at
March 31, 2019
As at
March 31, 2018
5,179.97
3,974.76
@
130.03
8,825.09
165.02
-
-
-
-
-
-
-
4.80
710.89
-
5,179.97
3,974.76
@
130.03
8,825.09
528.23
1.69
18.97
2.30
0.11
0.04
100.00
140.88
3.79
6,748.61
77.77
(5,071.71)
(2,296.03)
(6.14)
(19.13)
13,912.71
23,417.08
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
(i)
Capital Reserve
Particulars
Balance as per last Balance Sheet
Closing balance
(ii)
Capital Reserve on Consolidation
Particulars
Balance as per last Balance Sheet
Closing balance
(iii)
Sale proceeds of fractional Equity Share Certificates and dividends
thereon
Particulars
Balance as per last Balance Sheet (@` 37,953 (` 37,953 ))
Closing balance
(iv)
Capital Redemption Reserve
Particulars
Balance as per last Balance Sheet
Closing balance
(v)
Securities Premium
Particulars
Balance as per last Balance Sheet
Closing balance
(vi) Debenture Redemption Reserve
Particulars
Balance as per last Balance Sheet
Add: Transfer from Retained Earnings
Less: Transfer to General Reserve
Closing balance
(vii) Development Reserve Account No. 1
Particulars
Balance as per last Balance Sheet
Less: Transfer to General Reserve
Closing balance
` Crore
As at
March 31, 2019
5,179.97
5,179.97
As at
March 31, 2018
5,179.97
5,179.97
` Crore
As at
March 31, 2019
3,974.76
3,974.76
As at
March 31, 2018
3,974.76
3,974.76
` Crore
As at
March 31, 2019
@
@
As at
March 31, 2018
@
@
` Crore
As at
March 31, 2019
130.03
130.03
As at
March 31, 2018
130.03
130.03
` Crore
As at
March 31, 2019
8,825.09
8,825.09
As at
March 31, 2018
8,825.09
8,825.09
As at
March 31, 2019
528.23
96.84
(460.05)
165.02
` Crore
As at
March 31, 2018
626.37
150.03
248.17
528.23
` Crore
As at
March 31, 2019
1.69
(1.69)
-
As at
March 31, 2018
1.69
-
1.69
199
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019 (viii) Development Reserve Account No. 2
Particulars
Balance as per last Balance Sheet
Less: Transfer to General Reserve
Closing balance
(ix) Debt Redemption Reserve
Particulars
Balance as per last Balance Sheet
Less: Transfer to General Reserve
Closing balance
(x)
Rural Electrification Scheme Reserve
Particulars
Balance as per last Balance Sheet
Less: Transfer to General Reserve
Closing balance
(xi)
Reserve to augment production facilities
Particulars
Balance as per last Balance Sheet
Less: Transfer to General Reserve
Closing balance
(xii) Reserve for Power Project
Particulars
Balance as per last Balance Sheet
Less: Transfer to General Reserve
Closing balance
(xiii) Development Reserve Account No. 3
Particulars
Balance as per last Balance Sheet
Less: Transfer to General Reserve
Closing balance
200
As at
March 31, 2019
As at
March 31, 2018
` Crore
18.97
(18.97)
-
18.97
-
18.97
` Crore
As at
March 31, 2019
As at
March 31, 2018
2.30
(2.30)
-
2.30
-
2.30
` Crore
As at
March 31, 2019
As at
March 31, 2018
0.11
(0.11)
-
0.11
-
0.11
` Crore
As at
March 31, 2019
As at
March 31, 2018
0.04
(0.04)
-
0.04
-
0.04
` Crore
As at
March 31, 2019
As at
March 31, 2018
100.00
(100.00)
100.00
-
-
100.00
As at
March 31, 2019
As at
March 31, 2018
` Crore
140.88
(140.88)
140.88
-
-
140.88
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019 (xiv) Self Insurance Reserve
Particulars
Balance as per last Balance Sheet
Add: Transfer from Retained Earnings
Closing balance
(xv) General Reserve
Particulars
Balance as per last Balance Sheet
Less: Transfer to Statement of Consolidated Statement of Profit and
Loss (net) (Refer Note 31)
Add / (Less):Transfer to Statement of Consolidated Statement of
Profit and Loss (Refer Note 26)
Add: Transfer from Statutory Reserve
Less: Adjustment of Carrying Cost (Refer note 38(c))
Add: Transfer from Retained Earnings
Add: Transfer from Debenture Redemption Reserve
Closing balance
(xvi) Foreign Currency Monetary Item Translation Difference Account
Particulars
Balance as per last Balance Sheet
Add: Addition during the year - Gain / (Loss)
Less: Amortisation during the year
Less: Transfer to Consolidated Statement of Profit and Loss
Closing balance
(xvii) Retained Earnings
Particulars
Balance as per last Balance Sheet
Add: Net Profit for the year
Add :Items of other Comprehensive Income recognised directly in
retained earnings
- Remeasurements gains / (loss) on defined benefit plans (Net of Tax)
and movement in Regulatory Deferral account balance
Add: Adjustment to Carrying Cost
Less: Transfer to General Reserve
Less: Dividend paid
Less: Tax on dividend
Less: Transfer to Debenture Redemption Reserve
Less: Transfer to Self Insurance Reserve
Closing balance
As at
March 31, 2019
As at
March 31, 2018
` Crore
3.79
1.01
4.80
2.72
1.07
3.79
` Crore
As at
March 31, 2019
As at
March 31, 2018
6,748.61
(6,616.02)
5,733.23
(221.11)
192.24
(11.68)
263.99
337.98
-
460.05
710.89
-
1,000.00
248.17
6,748.61
` Crore
As at
March 31, 2019
As at
March 31, 2018
77.77
39.52
(12.22)
105.07
-
71.59
3.19
(2.99)
-
77.77
` Crore
As at
March 31, 2019
As at
March 31, 2018
(2,296.03)
(2,426.82)
(2,152.54)
1,255.50
53.09
22.77
-
-
249.84
54.26
96.84
1.01
26.68
1,000.00
244.49
52.85
150.03
1.07
(5,071.71)
(2,296.03)
201
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019 (xviii) Treasury Shares
Particulars
Balance as per last Balance Sheet
Less : Provision for diminution in value of equity shares
Closing balance
Nature and purpose of other reserves
(a) Capital Reserve:
As at
March 31, 2019
(19.13)
12.99
(6.14)
(` Crore)
As at
March 31, 2018
(25.58)
6.45
(19.13)
The Reserve is created based on statutory requirement under the Companies Act, 2013, on account of
forfeiture of equity shares warrants, mergers and acquisitions pursuant to the Order of Hon’ble High Court
of Bombay. This is not available for distribution of dividend but can be utilised for issuing bonus shares.
(b) Securities Premium Account:
Securities premium account is used to record the premium on issue of shares. The same is utilized in
accordance with the provisions of the Act.
(c) Debenture Redemption Reserve:
As per the Companies (Share Capital and Debentures) Rules, 2014 (amended), the Company is required
to create debenture redemption reserve out of profits, which is available for payment of dividend, equal
to 25% of the amount of debentures issued. Accordingly the Group has created DRR out of the profit of
the company in terms of the Companies (Share Capital and Debentures) Rules, 2014 (as amended) which
would be utilized for redemption of debentures during its maturity.
(d) Capital Redemption Reserve:
The Capital Redemption Reserve is required to be created on buy-back of equity shares. The Group may
issue fully paid up bonus shares to its members out of the capital redemption reserve account.
(e) Statutory Reserves
(i) Development Reserve Account No. 1, 2 and 3:
It represents Development Rebate Reserve required under the Income-tax Act,1961.
(ii) Debt Redemption Reserve, Rural Electrification Scheme Reserve, Reserve to augment production
facilities and Reserve for Power Project
These reserves were created under the repealed Electricity (Supply) Act, 1948 and Tariff Regulations.
These are Statutory Reserves.
The reserves were created to meet specific statutory requirement for Mumbai Power business of the
Company and no more required to be retained as statutory reserve post sale of Power Business, hence
transferred to General Reserve during the year.
(f) Foreign Currency Monetary Item Translation Difference Account:
The Group has availed an option of continuing the policy adopted for exchange differences arising from
translation of long term foreign currency monetary items as per Previous GAAP. Foreign Currency Monetary
Item Translation Difference is on account of foreign exchange gain/(loss) on a non-depreciable long term
foreign currency monetary item. The Group has opted to continue the accounting policy of Previous GAAP
for such long term foreign currency monetary item as per D13AA of Ind AS 101. Accordingly, such gain/
(loss) is carried to reserves under this head and amortised over the life of such non-depreciable long term
foreign currency monetary item asset.
(g) Treasury Shares:
Reliance Infrastructure ESOS Trust has in substance acted as an agent and the Parent Company as a
sponsor retains the majority of the risks and rewards relating to funding arrangement. Accordingly, the
Parent Company has recognised issue of shares to the Trust as the issue of treasury shares by consolidating
Trust into financial statements of the Parent Company.
202
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
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203
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Secured borrowings (Principal undiscounted amounts) :
A. Non Convertible Debentures referred to above to the extent of
i.
In case of Parent Company
` 385 Crore are secured by Pledge of 19,17,37,454 Equity shares of Reliance Power Limited which are held by the
Company and all of the Parent Company’s rights, title, interest and benefits in, to and under a specific bank account of
the Company.
` 600 Crore are secured by first pari-passu charge on Parent Company’s Land situated at Village Sancoale, Goa and
Plant, property and equipment at Samalkot Mandal, East Godavari District Andhra Pradesh, one Flat located in Thane
District in the State of Maharashtra, first pari-passu charge over Immoveable Property (free hold Land) & Moveable
Property of BSES Kerala Power Limited and over the Identified Fixed assets (buildings) situated in Mumbai.
` 133.50 Crore are secured by pledge of 11,40,35,749 Equity shares of Reliance Power Limited which are held by the
Company, exclusive charge on One Flat located in Thane District in the State of Maharashtra and all of the Company’s
rights, title, interest and benefits in, to and under a specific bank account of Company.
ii.
In case of Other than Parent Company are secured by the followings:
` 115.33 Crore in case of Toll Collection Rights, is secured by a first ranking pari passu mortgage/charge over all the
Borrower’s immoveable and movable properties,intangible assets but not limited to goodwill, rights, undertaking and
uncalled capital present and future except the project assets. The same are also secured by charge on all the Borrower’s
bank accounts including, but not limited to the Escrow Account/ its Sub-Accounts where all revenues, Disbursements,
receivables shall be deposited and in all funds from time to time deposited therein and in all authorized Investments or
other securities representing all amounts credited to the Escrow Account.
The same is also secured by a first ranking pari passu charge over / assignment of the right, title, interests, benefits,
claims and demands of the Borrower in, to and under any letter of credit, guarantees (except the guarantees issued in
favour of NHAI) including contractor guarantees and liquidated damages and performance bond provided by any party
to the Project Documents. The same is also secured by pldedge/Non Disposal Undertaking (NDU) of promoters equity
interest representing 51% of the equity capital of the investee companies.
B.
Convertible Debentures
CBDTPL had entered into a debenture subscription agreement dated May 28, 2008 with Telangana State Industrial
Infrastructure Corporation (TSIIC), erstwhile Andhra Pradesh Industrial Infrastructure Corporation Limited (APIIC) for the issue
of 12% fully convertible debentures of ` 10 each aggregating to ` 179.99 Crore (outstanding ` 159.05 Crore as at March
31, 2019) for consideration other than cash secured against a first charge created on the land till the date of execution of
the financing documents and thereafter TSIIC will cede the first charge in favour of the lenders and shall continue to have a
second charge till the debentures are fully converted into equity shares of the Company. The debentures shall be convertible
into equity shares of the Company to maintain the equity holding of TSIIC of 11% in the Company till the debentures are fully
converted into equity shares of the Company. The debentures shall be entitled to a coupon of 12% per annum compounded
annually pending the conversion into equity shares. Pursuant to the restructuring of the project (Refer Note 39 (a)), the
coupon rate for interest on debentures has been reduced to 2% p.a. for the period April 1, 2010 to March 31, 2014.
As per Ind AS 109, the compound financial instruments i.e. fully convertible debentures has to be split between equity and
financial liability as per features i.e. timeline, coupon rate, conversion ratio. The Project restructuring proposal of CBDTPL and
the signing of amendment agreements should take place, after receipt of final communication from TSIIC. Therefore CBDTPL
has in the interim classified the same as financial liability, since there is no definite timeline of conversion of debentures in to
equity, presently available and there is a ‘contractual obligation’ to pay coupon rate as per the agreement up to the time of
conversion of these debentures.
C.
External Commercial Borrowings in Foreign Currency:
` 399.42 Crore, in case of Mumbai Metro Rail Concession Rights, are secured by first mortgage/charge of all immovable
properties, moveable assets and all other moveable assets, all other intangible assets both present and future, save and except
project assets. The same also secured by first mortgage/charge on all receivables, escrow accounts, bank accounts, revenues
of whatsoever nature and wherever arising, both present and future.
The above securities rank pari passu to the security interest created in favor of the Rupee term loans availed from banks.
` 469.13 Crore, in case of Toll Collection Rights, is secured by a first ranking pari passu mortgage/charge over all the
Borrower’s immoveable and movable properties, intangible assets but not limited to goodwill, rights, undertaking and uncalled
capital present and future except the project assets. The same are also secured by charge on all the Borrower’s bank
accounts including, but not limited to the Escrow Account/ its Sub-Accounts where all revenues, disbursements, receivables
shall be deposited and in all funds from time to time deposited therein and in all Permitted Investments or other securities
representing all amounts credited to the Escrow Account. The same are also secured by charge over / assignment of the right,
title, interests, benefits, claims and demands of the Borrower in, to and under any letter of credit, guarantees (except the
guarantees issued in favour of NHAI) including contractor guarantees and liquidated damages and performance bond provided
by any party to the Project Documents. The same is also secured by Pledge/NDU of promoter’s Equity Interest representing
51% of the equity capital of the investee companies.
204
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
D.
Term Loans from Financial Institutions are secured as under:
` 304.84 Crore, in case of Delhi Metro Rail Concession Rights is secured by by first charge against moveable properties,
machinery, machinery spares, equipment, tools and accessories, vehicles, and all other movable assets save and except project
assets, both present and future and the borrower’s other assets, book debts, operating cash flow, commission, outstanding
moneys including claims etc.
` 111.42 Crore, in case of PKTCL is secured by first pari-passu charge by way of mortgage of all immovable properties
acquired for the project, both present and future and also first pari-passu charge by way of hypothecation of all movable
assets, including moveable plant & machinery, machinery spares,tools and accessories, furniture, fixtures, vehicles and all other
moveable assets, present and future and also on all the cash flows, Receivables, book debts, revenues of whatsoever nature
and wherever arising, present and future and on all intangibles assets, present and future and on guarantees, letter of credit,
performance bond, indemnities etc, on all Insurance Contracts and Insurance Proceeds. The same is also secured by Pledge of
promoter’s Equity Interest representing 51% of the project Equity Capital.
` 951.89 Crore, in case of Toll Collection Rights, is secured by a first ranking pari passu mortgage/charge over all the
Borrower’s immoveable and movable properties, intangible assets but not limited to goodwill, rights, undertaking and uncalled
capital present and future except the project assets. The same are also secured by charge on all the Borrower’s bank
accounts including, but not limited to the Escrow Account/ its Sub-Accounts where all revenues, Disbursements, receivables
shall be deposited and in all funds from time to time deposited therein and in all Permitted Investments or other securities
representing all amounts credited to the Escrow Account. The same are also secured by charge over / assignment of the right,
title, interests, benefits, claims and demands of the Borrower in, to and under any letter of credit, guarantees (except the
guarantees issued in favour of NHAI) including contractor guarantees and liquidated damages and performance bond provided
by any party to the Project Documents and on all insurance contracts. The same is also secured by Pledge/NDU of promoter’s
Equity Interest representing 51% of the equity capital of the investee companies.
E.
Term Loans from Banks are secured as under:
(i)
In case of Parent Company are secured by the following:
(i)
` 1,668.50 Crore are secured as under:
` 44.44 Crore are secured by pledge of 1,88,28,000 Equity Shares of BSES Kerala Power Limited and Subservient
charge on Current Assets of the Company, both present and future, ` 75 Crore by way of first exclusive charge
on certain Plant and Equipment of EPC division and on Property, Plant and Equipment of Windmill Project of
the Company, ` 33.32 Crore first pari passu charge on inventory and trade receivable, book debts, other current
assets and additionally secured by a flat of the Company located at Mumbai, ` 83 Crore by second charge on
Company’s current assets, ` 250 Crore by subservient charge on moveable Property, Plant and Equipment of
the Company, ` 237.87 Crore by exclusive charge over receivable and cash flow from identified building and
subservient charge on Current Assets of the Company, both present and future and ` 944.87 Crore by exclusive
charge over identified Building and Investment property situated in Mumbai and exclusive charge over receivable
and cash flow from Reliance center property.
(ii)
` 975 Crore are secured by the following.
a.
b.
c.
d.
e.
Pledge of 13,43,100 Equity Shares of NK Toll Road Limited, 15,63,000 Equity Shares of DS Toll Road
Limited, 5,88,330 Equity Shares of GF Toll Road Private Limited, 10,22,700 Equity Shares of KM Toll
Road Private Limited, 11,13,300 Equity Shares of HK Toll Road Private Limited, 38,26,695 Equity Shares
of TK Toll Road Private Limited, 32,23,476 Equity Shares of TD Toll Road Private Limited, 55,23,678
Equity Shares of SU Toll Road Private Limited, 2,462 Equity Shares of JR Toll Road Private Limited and
2,466 Equity Shares of PS Toll Road Private Limited.
Non-disposal Undertaking on 45,99,180 Equity Shares of DA Toll Road Private Limited.
Non-disposal Undertaking on 19% Equity Share holding of SU Toll Road Private Limited, GF Toll Road
Private Limited, KM Toll Road Private Limited, HK Toll Road Private Limited, TD Toll Road Private Limited ,
TK Toll Road Private Limited, NK Toll Road Limited and DS Toll Road Limited . (Pledge of this 19% Equity
Shares is yet to be created).
Second pari passu charge on the current assets of Company.
First pari passu charge on all receivable arising out of sub-debt / loan advanced / to be advanced to Road
Companies, as mentioned above.
(iii)
` 1,550 Crore are secured by the following.
a.
b.
c.
d.
Exclusive charge over on identified Building and Investment property situated in Mumbai.
Exclusive charge over receivables and cash flow from Investment property.
Second pari passu charge on Current Assets of the Company, both present and future.
Exclusive charge over all amounts owing to, and received and/or receivable by the Company on its behalf
from Delhi Airport Metro Express Private Limited
205
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
e.
f.
g.
Second pari passu charge over all amounts owing to and/or received and/or receivable by the Company
from certain liquidity events.
First pari passu charge over all amounts owing to and received and/or receivables by the Company and/ or
any persons (s) on its behalf from claims under unapproved regulatory assets.
Pledge of 23,33,00,000 Equity shares of Reliance Power Limited and 22,01,00,000 Equity shares of
Reliance Naval and Engineering Limited
(iv) Further loan aggregating to ` 3,627.18 Crore included in above are secured by exclusive charge over the ‘Surplus
Proceeds” from Sale of Shares of BSES Rajdhani Power Limited (BRPL) and / or BSES Yamuna Power Limited
(BYPL), to be received by the Borrower or any Group Company of the Borrower (incl. subsidiary, affiliates, etc.).
Charge on these loans shall rank pari-passu subject to, other lender(s)/security trustee having charge, on the
charged assets, sharing pari- passu letters wherever applicable.
(ii)
In case of Other than Parent Company are secured by the following:
` 387.04 Crore in case of PKTCL is secured by first pari-passu charge by way of mortgage of all immovable properties
acquired for the project, both present and future and also first pari-passu charge by way of hypothecation of all movable
assets, including moveable plant & machinery, machinery spares,tools and accessories, furniture, fixtures, vehicles and
all other moveable assets, present and future and also on all the cash flows, Receivables, book debts, revenues of
whatsoever nature and wherever arising, present and future and on all intangibles assets, present and future and on
guarantees, letter of credit, performance bond, indemnities etc, on all Insurance Contracts and Insurance Proceeds. The
same is also secured by Pledge of promoter’s Equity Interest representing 51% of the project Equity Capital.
` . 1,408.86 Crore in case of Mumbai Metro Rail Concession Rights are secured by first mortgage/charge of all
immovable properties, moveable assets, all other intangible assets both present and future, save and except project
assets. The same are also secured by first mortgage/charge on all receivables, escrow accounts, bank accounts, revenues
of whatsoever nature and wherever arising, both present and future.
The above securities rank pari passu to the security interest created in favor of the Rupee term loans and the buyers
credit facilities availed from banks
` 4,403.55 Crore, in case of Toll Collection Rights, is secured by a first ranking pari passu mortgage/charge over all the
Borrower’s immoveable and movable properties, intangible assets but not limited to goodwill, rights, insurance contracts,
undertaking and uncalled capital present and future except the project assets. The same are also secured by charge on
all the Borrower’s bank accounts including, but not limited to the Escrow Account/ its Sub-Accounts where all revenues,
Disbursements, receivables shall be deposited and in all funds from time to time deposited therein and in all Permitted
Investments or other securities representing all amounts credited to the Escrow Account. The same are also secured by
charge over / assignment of the right, title, interests, benefits, claims and demands of the Borrower in, to and under
any letter of credit, guarantees (except the guarantees issued in favour of NHAI) including contractor guarantees and
liquidated damages and performance bond provided by any party to the Project Documents and insurance contracts.
The same is also secured by Pledge/NDU of promoter’s Equity Interest representing 51% of the equity capital of the
investee companies.
` 1,206.13 Crore, in case of Delhi Metro Rail Concession Rights is secured by first charge against moveable properties,
machinery, machinery spares, equipment, tools and accessories, vehicles, and all other movable assets save and except
project assets, both present and future and the borrower’s other assets, book debts, operating cash flow, commission,
outstanding moneys including claims etc.
F. Loans from Others are secured as under:
` 27.00 Crore in case of Parent Company is secured by subservient charge on all current assets of the Parent Company,
present and future.
` 537.97 Crore and ` 1,000.00 Crore, in case of BRPL and BYPL (Discoms) respectively are secured by the following:
a.
first ranking pari passu charges on all movable and immovable properties and assets, regulatory assets, present and
future revenue of whatsoever nature and wherever arising and Second pari-passu charge on the receivable of the
Company.
b.
Collateral Security:
(i) Pledge of 51% of ordinary equity share of the Company
(ii) DSRA equvilant to interest and principal dues of ensuing two quarters in the form of fixed deposit.
c.
As per the terms of “The BSES Rajdhani Distribution and Retail Supply of Electricity License (License No. 2/DIST of
2004)”, Discoms is required to obtain permission of the DERC for creating charges for loans and other credit facilities
availed by it. As on March 31, 2019 the required permission from DERC is sought and is under process.
206
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
As at March 31, 2019, the Group has overdue of ` 651.26 Crore included in current maturities of long term debts in note no
11(e) and ` 364.64 Crore included in interest accrued in note no 11 (d) towards the principal and interest respectively. Further the
Company has delayed payments of interest and principal to the lenders as detailed below:
Name of lender
Due as at March 31, 2019
Delay in repayment during the year
Principal
Interest
Principal
Interest
` Crore
` Crore
Maximum
days of
delay
Maximum
days of
delay
` Crore
Maximum
days of
delay
` Crore
Maximum
days of
delay
Canara Bank
Canara Bank
IDFC Bank
Jammu and Kashmir Bank
Yes Bank Limited
Indusind Bank
Srei Equipment Finance
Limited
Syndicate Bank
Axis Bank
Bank of Baroda
IFCI
NCD Series 13A
NCD Series 5
NCD Series 3
Bank Of India
Corporation Bank
IIFCL
OBC Bank
UCo Bank
Indian Overseas Bank
Andhra Bank
Central Bank
Dena Bank
Bank of Maharashtra
Karnataka Bank
Punjab and Sindh Bank
State Bank of India
ECB
Allahabad Bank
Indian Bank
Union Bank of India
United Bank
INTESA
SBI MAURITIUS
IDBI Bank
IIFC UK
250.00
14.68
125.00
15.00
8.76
-
-
-
35.48
5.58
-
-
-
-
19.64
29.24
13.88
6.08
21.98
4.58
7.73
-
-
5.25
2.60
5.25
13.16
7.24
3.96
7.07
10.18
4.95
4.15
1.04
-
11
274
106
90
81
-
-
-
274
274
-
-
-
-
274
274
274
274
274
274
197
-
-
197
197
197
274
105
274
274
274
274
3
3
-
18.97
15.67
2.08
2.18
71.13
-
0.93
56.29
4.47
2.69
1.94
-
-
-
7.48
11.09
25.88
5.46
10.50
-
3.25
3.21
3.93
17.31
-
2.37
21.64
1.09
2.16
44.12
2.69
-
4.80
1.26
8.35
28.80
365
11.71
161
59
33
90
90
-
59
335
90
32
32
-
-
-
59
59
60
59
59
-
58
58
58
335
-
58
335
105
58
335
32
-
3
3
335
335
62.50
7.50
198.06
544.50
27.00
-
71.68
150.00
90.90
50.00
585.00
125.00
3.64
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
75
62
62
90
275
-
62
60
27
34
33
10
274
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5.58
2.37
195.76
28.79
6.04
3.17
4.25
-
10.54
4.90
30.46
8.38
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
88
90
88
72
275
63
90
-
17
34
33
11
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
207
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019 11 (b) : Current borrowings
Particulars
Sr
No.
Secured
1
Rupee Loan:
Working Capital Loans from banks
Term Loans from banks
2
Foreign Curreny Loan:
External Commercial Borrowings
Total (A)
Unsecured
Rupee Loan:
1
2
3
Term Loans from banks
Commercial Paper
Inter Corporate Deposits
- from Related Parties (Refer Note 24)
- Others
Total (B)
Total (A + B)
` Crore
As at
March 31, 2019
As at
March 31, 2018
550.37
1,408.86
399.42
2,358.65
-
-
392.53
101.33
493.86
2,852.51
1,245.15
1,180.00
-
2,425.15
151.30
568.00
390.00
79.32
1,188.62
3,613.77
Secured borrowings and assets pledged as security
Working Capital Loans from Banks are secured by way of first pari-passu charge on stock, book debts, other current assets and
additionally secured by a specific immovable property of the Parent Company located at Mumbai.
In case of Delhi Discom woking capital loansis also secured by i) First pari-passu charge on all movable and immovable
properties and assets, regulatory assets, on present and future revenue of whatsoever nature and wherever arising (ii) Second
pari-passu charge on the receivable. Delhi Discoms is in process to obtain the sanction letters with new security structure,
and thereafter joint documentation for working capital consortium facilities will be executed and charge will be modified
accordingly.
As at March 31, 2019, the Group has overdue of ` 347.79 Crore towards the principal. Further the Group has delayed
payments of interest and principal to the banks as detailed below:
Due as at March 31, 2019
Delay in repayment during the year
Principal
Interest
Principal
Interest
Name of lender
Canara Bank
IDBI Bank
Yes Bank Limited
Central Bank of India
ICICI Bank
Union Bank
Amount
(` Crore)
Maximum
days of
delay
299.97
186
-
10.54
-
-
-
60
-
-
37.28
111
(` Crore) Maximum
(` Crore) Maximum
(` Crore) Maximum
days of
delay
days of
delay
days of
delay
-
-
-
-
-
-
-
-
-
-
-
-
787.52
258.11
13.85
150.00
35.00
109.11
102
103
86
33
31
107
15.93
6.46
1.06
13.08
-
7.58
55
103
86
33
-
107
208
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
11(c): Trade payables
Particulars
As at March 31, 2019
` Crore
As at March 31, 2018
Total outstanding dues to micro enterprises and small
enterprises
Total outstanding dues to other than micro enterprises
and small enterprises (Including retention payable)
35.46
-
19.80
19,783.80
17.53
22,172.50
Total
19,819.26
17.53
22,192.30
-
8.80
8.80
Current Non- Current
Current
Non-Current
Disclosure requirement under MSMED Act, 2006
This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED)
has been determined to the extent such parties have been identified on the basis of information available with the group and
relied upon by the auditors.
Particulars
Principal amount due to suppliers at year end
Interest accrued, due to suppliers on the above amount, and unpaid as at the year
end
Payment made to suppliers(other than interest) beyond the appointed date under
Section 16 of MSMED
Interest paid to suppliers under MSMED Act (other than Section 16)
Amount of Interest paid by the Company in terms of Section 16 of the MSMED,
along with the amount of the payment made to the supplier beyond the appointed
day during the accounting year
Amount of Interest accrued and remaining unpaid at the end of each accounting
year to suppliers
Amount of Interest due and payable for the period of delay in making the payment,
which has been paid but beyond the appointed date during the year, but without
adding the interest specified under MSMED Act
Amount of further interest remaining due and payable even in the succeeding
years, until such date when the interest dues as above are actually paid to the
small enterprise, for the purpose of disallowance as a deductible expenditure under
Section 23 of MSMED
As at
March 31, 2019
35.46
0.01
-
-
-
0.19
0.29
` Crore
As at
March 31, 2018
19.80
0.09
3.78
-
-
0.19
0.28
0.01
0.18
11(d): Other financial liabilities
Particulars
Security deposits
-
-
from consumers
from others
Current maturities of long-term debt
NHAI premium payable
Financial guarantee obligation
Interest accrued
Unpaid dividends
MTM on Derivative Financial Instrument (including
forward contract)
Creditors for capital expenditure
Employee benefits payable
Other Payables
Total
As at March 31, 2019
` Crore
As at March 31, 2018
Current Non- Current
Current
Non-Current
1,260.17
258.04
1,911.33
7.82
-
-
1,215.17
326.55
5,034.12
8.81
376.58
-
274.96
2,628.02
249.28
2,533.37
-
22.90
650.31
16.05
-
781.00
8.20
131.02
-
-
0.18
-
-
4.37
-
695.52
15.46
-
790.88
15.60
974.47
9.24
153.43
-
15.60
-
-
3.98
5,291.08
2,663.29
9,317.05
3,101.01
209
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
11(e): Other liabilities
Particulars
Advance received from customers
Service Line Contribution
Consumer Contribution for Capital works
Grant in Aid (Under Accelerated Power Development &
Reforms Programe to the Government of India)
Contingencies Reserve Fund
Amoutn due to customers for contract work
Other liabilities (Including statutory dues)
Total
12. Provisions
Particulars
Provision for Disputed Matters
Provision for Employee Benefits:
Provision for Leave Encashment
Provision for Gratuity (Refer Note 36)
Provision for Major Maintenance and Overhaul Expenses
Provision for Tax on Dividend
Provision for Legal Claim
Provision-Others
Total
As at March 31, 2019
Current Non- Current
1,338.90
894.52
-
431.54
1,078.55
-
14.27
-
` Crore
As at March 31, 2018
Non-Current
1,362.53
633.35
1,010.97
15.31
Current
798.59
-
-
-
-
885.64
1,760.28
3,540.44
-
-
226.80
3,090.06
-
978.52
5,934.93
7,712.04
157.90
-
228.74
3,408.80
As at March 31, 2019
Current Non- Current
160.00
-
75.38
31.15
243.52
47.62
8.23
180.14
586.04
132.27
3.62
161.07
-
-
-
456.96
` Crore
As at March 31, 2018
Non-Current
160.00
Current
-
62.77
70.30
224.89
-
8.07
136.32
502.35
217.29
88.60
198.00
-
-
-
663.89
Information about Provision for Disputed Matters and significant estimates
1.
2.
3.
Represents provision made for disputes in respect of power business and other corporate matters. No further information
is given as the matters are sub-judice and may jeopardize the interest of the Company.
The provision for major maintenance and overhaul expenses relates to the estimated cost of replacement/overhaul of
assets and major maintenance work. These amounts are being discounted for the purposes of measuring the provisions.
(Refer Note 1(gg)).
The Group has a program for physical verification of major fixed assets in a phased manner. Under this program, the
Group has completed physical verification of some of the fixed assets during the year. On the basis of this exercise and
further reconciliation, provision has been made towards retirement of fixed assets in the books.
Movement in Provisions:
Particulars
As at April 01, 2017
Add : Provision made
Less : Provision used / reversed
As at March 31, 2018
Add : Provision made
Less : Provision used / reversed
As at March 31, 2019
210
Disputed
Matters
Legal Claim
Total
Major
Maintenance
& Overhaul
Expenses
380.00
-
220.00
160.00
-
-
160.00
6.26
1.81
-
8.07
0.26
0.10
8.23
354.41
81.75
13.27
422.89
94.21
112.51
404.59
740.67
83.56
233.37
590.96
94.48
112.61
572.83
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
13.
Income and deferred taxes
13(a) Income tax expense
Particulars
Income tax Expense:
Current tax:
Current tax on profits for the year
Adjustments for income tax of prior periods
Total current tax expense
Deferred tax:
Decrease/(increase) in deferred tax assets
(Decrease)/increase in deferred tax liabilities
Total deferred tax expense/(benefit)
Income tax expense
Income tax expense is attributable to:
Continuing operations
Discontinued operations
Year ended
March 31, 2019
Year ended
March 31, 2018
` Crore
(A)
(B)
(A + B)
77.88
(274.11)
(196.23)
932.18
(3,203.38)
(2,271.20)
(2,467.43)
(175.54)
(2,291.89)
(2,467.43)
55.83
15.23
71.06
(2.32)
(209.98)
(212.30)
(141.24)
(141.24)
-
(141.24)
13(b) Reconciliation of tax expenses and the accounting profit multiplied by India’s tax rate:
Particulars
Profit from Continuing Operations before income tax expense
Profit from Discontinued Operation before income tax expense
Total profit before tax
Tax at the Indian tax rate of 34.944% (34.608%)
Tax effect of amounts which are not deductible (taxable) in calculating taxable
income:
Income not considered for Tax purpose
Expenses withdrawn from general reserve and allowable for Income Tax
Expenses not allowable for tax purposes
Income Chargeable to tax at special rate
Utilisation of Losses brought forward
Corporate social responsibility expenditure not allowable for Tax purpose
Fair Valuation of Preference shares / Debentures
Expected Credit Loss Provision on Inter-corporate Deposits
Tax paid at lower rate (as per Section 115JB including deductions allowable
under section 115JB)
Deductions allowable under section 115JB
Effect of Change in Tax Rate
Notional Direct Tax Reversal on Land Revaluation
Reversal of DTL on Sale of Undertaking
Tax losses for which no deferred tax was recognized
Recognition of Deferred Tax on Tax Losses
Deductions under chapter VIA of the Income Tax Act (Sections 80IA/80G)
Unrecognised MAT Credit
Previous year disallowance allowed in current year
Adjustments for current tax of prior periods
Other items
Income tax expense charged to Consolidated Statement of Profit and Loss
(Including Other Comprehensive Income)
Year ended
March 31, 2019
(5,161.74)
1,749.50
(3,412.24)
(1,192.37)
` Crore
Year ended
March 31, 2018
178.26
827.95
1,006.21
348.23
(11.95)
(368.20)
1,468.44
111.59
(110.65)
6.13
(79.54)
-
-
-
25.55
-
(2,291.89)
101.03
(205.94)
-
70.98
157.07
(274.11)
126.44
(2,467.43)
(112.32)
(4.04)
18.40
62.40
(62.40)
7.35
(83.25)
26.65
0.51
0.03
8.48
(2.45)
77.72
135.71
(94.40)
(551.02)
55.58
-
15.23
12.35
(141.24)
211
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
13(c) Amounts recognised in respect of current tax / deferred tax directly in equity:
Particulars
As at
March 31, 2019
As at
March 31, 2018
` Crore
Amounts recognised in respect of current tax / deferred tax directly in equity
-
-
13(d) Tax losses and Tax credits
Particulars
Unused Capital Gains tax losses for which no deferred tax asset has been recognised
Unused losses for which no deferred tax asset has been recognised by subsidiary
Unused Tax Credits – MAT credit entitlement - Continuing operations
- Discontinuing operations
As at
March 31, 2019
341.77
4,046.26
333.25
-
` Crore
As at
March 31, 2018
820.77
3,618.78
262.27
-
During the year ended March 31, 2019 the unrecognised past Capital Loss of ` 479.00 (` 263.41 Crore) has been used to
reduce the Current year’s Capital Gains Tax of ` 111.59 Crore.(` 60.77 Crore).
In the absence of reasonable certainty of future profit, the Group has not recognised deferred tax assets on unused losses.
13(e) Unrecognised temporary differences
Particulars
Temporary differences relating to subsidiaries for which deferred tax liability has
not been recognized as the Parent Company is able to control the temporary
difference :
Undistributed earnings
13(f) Deferred tax balances
The balance comprises temporary differences attributable to:
Particulars
Deferred Tax Liability on account of:
Property Plant and Equipment, Intangible Assets and Investment Property -
Carrying amounts other than on account of Fair Valuation
Fair Valuation of Property, Plant and Equipment
Impact of Effective Interest Rate on Borrowings / other financial assets /
liabilities
Fair Valuation of Financial Instruments
Intangible Assets
Total Deferred Tax Liabilities
Deferred Tax Asset on account of:
Provisions
NHAI Premium Payable
Service Concession Arrangements (Appendix D to Ind AS 115 )
Finance Lease Arrangement (Appendix C to Ind AS 17)
Disallowances u/s 40(a)/43B of the Income Tax Act,1961
Unabsorbed losses (including depreciation)
Total Deferred Tax Assets
Net Deferred Tax Liability
Deferred Tax Liabilities (net) as per Consolidated Balance Sheet
Deferred Tax Assets (net) as per Consolidated Balance Sheet
As at
March 31, 2019
As at
March 31, 2018
` Crore
1,726.42
1,362.34
As at
March 31, 2019
As at
March 31, 2018
` Crore
33.85
551.25
69.26
7.94
944.19
1,606.49
136.25
633.56
-
-
-
344.36
1,114.17
492.32
681.63
189.31
883.04
2,585.31
73.76
21.52
1,255.61
4,819.24
244.35
901.89
154.31
292.84
3.14
434.97
2,031.50
2,787.74
3,072.88
285.14
Note: In line with the requirements of Ind AS 114, Regulatory Deferral Accounts, the entity presents the resulting deferred tax
asset / (liability) and the related movement in that deferred tax asset / (liability) with the related regulatory deferral account
balances and movements in those balances, instead of within that presented above in accordance with Ind AS 12 Income
Taxes. Refer Note 9 for disclosures as per Ind AS 114.
212
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
13(g) Movement in deferred tax balances:
Particulars
As At March 31, 2018
(Charged)/credited:
-
-
-
to profit or loss – Continued Operations
to profit or loss – Discontinued Operations
to other comprehensive income
As At March 31, 2019
14. Revenue from operations
Particulars
` Crore
Deferred Tax Liability
2,787.74
20.69
(2,291.89)
(24.22)
492.32
` Crore
Year ended
March 31,
2018
Year ended
March 31, 2019
Revenue from Power Business :
Income from sale of power and transmission charges
17,198.11
15,555.98
Less: Discount for Prompt payment of Bills
Less - Tax on Sale of Electricity
Less - Pension Trust Surcharge Recovery (Refer Note 37(g))
Cross subsidy charges
Miscellaneous income
Revenue from Engineering and Construction Business :
Value of contracts billed and service charges
Increase / (decrease) in work in progress -
Work-in-progress at close
Less: Work-in-progress at commencement
Net increase / (decrease) in work-in-progress
Miscellaneous income
Revenue from Infrastructure Business :
Income from Toll business
Income from Metro business
Income from Airport business
Other Operating Income :
Provisions / Liabilities written back
Other Income
Total
-
556.61
525.73
0.38
622.34
220.73
16,115.77
14,712.53
(2.32)
-
(1.94)
0.30
16,113.45
14,710.89
1,016.11
1,277.86
576.68
389.55
187.13
18.41
389.55
328.64
60.91
47.29
1,221.65
1,386.06
1,219.72
1,092.05
293.24
1.79
254.48
0.89
1,514.75
1,347.42
119.75
309.40
429.15
160.63
280.15
440.78
19,279.00
17,885.15
14.1 Refer Note No 25 on Segment Reporting for Revenue disaggregation
14.2 Performance Obligation: The aggregate value of transaction price allocated to unsatisfied or partially satisfied performance
obligation is ` 20,222.86 Crore as at March 31, 2019, out of which ` 5,226.41 Crore is expected to be recognised as
revenue in next year and balance thereafter. The unsatisfied or partially satisfied performance obligations are subject to
variability due to several commercial and economic factors.
213
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
14.3 Changes in balance of Contract Assets and Contract Liabilities are as under:
Contract Assets
Particulars
Contract Assets including retention receivable as at April 1, 2018
Increase as a result of change in the measure of progress
Transfers from contract assets recognised at the beginning of the year to receivables
Contract Assets including retention receivable as at March 31, 2019
Contract Liabilities
Particulars
Contract Liabilities including advance from customer as at April 1, 2018
Revenue recognised during the year out of opening Contract Liabilities
Increases due to cash received/advance billing done, excluding amount recognised as revenue during
the period
Contract Liabilities including advance from customer as at March 31, 2019
14.4 Reconciliation of contracted prices with the revenue during the year:
Particulars
Opening contracted price of orders as at April 1, 2018*
Add:
Fresh orders/change orders received (net)
Increase due to additional consideration recognised as per contractual terms
Less:
Orders completed during the year
Closing contracted price of orders as at March 31, 2019
Revenue recognised during the year
Less: Revenue out of orders completed during the year including incidental Income
Revenue out of orders under execution at the end of the year (I)
Revenue recognised upto previous year (from orders pending completion at the
end of the year) (II)
Balance revenue to be recognised in future viz. Order book (IV)
Closing contracted price of orders as at March 31, 2019* (I+II+III+IV)
` Crore
1,221.65
230.03
-
-
` Crore
2018-19
1,495.16
252.53
(32.61)
1,715.08
` Crore
2018-19
2,673.24
(429.98)
322.75
2,566.01
` Crore
19,950.42
10,255.91
438.73
-
30,645.06
991.62
9,430.58
-
20,222.86
30,645.06
The above note represent reconcilation of Revenue from E&C Business.
* Excluding the contracts, where E&C activities has been physically completed but the same has not been closed due
to its fulfilment of the technical parameters and pending receipt of final take over certificate from the Customer.
15. Other Income
Particulars
Fair Value Gains on financial instrument through FVTPL /amortised cost
Interest income from other financial assets at amortised cost
Intercorporate deposits
On Fixed Deposit with banks
Others
Dividend income
Income from Lease of Investment Property
Net gain/(loss) on sale of Investments
Gain on foreign exchange /derivative contracts (net) (including MTM on forward
contracts)
Provisions / Liabilities written back
Profit on sale of Property, Plant & Equipments
Miscellaneous Income
Total
214
` Crore
Year ended
March 31, 2019
217.46
Year ended
March 31, 2018
231.57
1,243.44
35.84
116.13
0.96
60.45
18.65
196.04
266.36
0.19
766.14
2,921.66
1,679.95
12.46
53.91
0.99
62.89
21.56
5.79
63.59
2.61
27.39
2,162.71
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
16. Employee Benefit Expenses
Particulars
Salaries, Wages, Bonus
Contribution to Provident and Other Funds (Refer Note 36)
Gratuity Expense (Refer Note 36)
Workmen and Staff Welfare
Total
17. Finance Cost
Particulars
Interest and financing charges on financial liabilities:
Debentures
Term Loan
Foreign currency loan & buyers credit
External Commercial Borrowings and Commercial Paper
Working capital and other borrowings
Security Deposits from Consumers
Late Payment Surcharge on Power Purchase
Unwinding of discount on NHAI premium payable and maintenance obligations
under concession arrangements
Unwinding of discount on other financial liabilities and provisions
Other finance charges
Total
18. Other Expenses
Particulars
Consumption of stores and spares (Net of allocation to Repairs and other relevant
revenue accounts)
Rent (Refer Note 35(iii))
Repairs and Maintenance:
Buildings
Plant and Machinery (including Distribution Systems)
Other Assets
Insurance
Rates and Taxes
Community Development and Environment Monitoring Expenses
Corporate Social Responsibility Expenditure
Legal and Professional Charges
Bad Debts
Directors’ Sitting fees and Commission
Miscellaneous Expenses
Loss on foreign currency translations or transactions (net)
Loss on Sale/Disposal of Property, Plant & Equipments (net)
Impairment Provision/ (reversed)
Provision for Doubtful debts / Advances / Deposits / Diminuation of Investments
Provision for Expected Credit Loss
Operation and Maintenance Expenses
Provision for Major Maintenance and Overhaul Expenses
Provision for Retirement of Inventory and Property, Plant and Equipment
Total
` Crore
Year ended
March 31, 2019
915.94
91.43
Year ended
March 31, 2018
877.51
144.70
25.90
61.03
1,094.30
62.20
66.17
1,150.58
` Crore
Year ended
March 31, 2019
Year ended
March 31, 2018
150.35
979.79
37.90
17.57
1,008.03
99.48
1,890.79
266.87
24.45
95.58
4,570.81
157.94
998.29
28.63
95.64
1,244.27
89.91
2,157.65
264.40
18.23
148.98
5,203.94
Year ended
March 31, 2019
87.37
4.80
7.95
241.89
35.44
21.54
35.69
0.52
19.28
165.46
4.16
0.48
595.04
8.20
39.75
18.00
102.43
11.30
267.94
17.86
0.31
1,685.41
` Crore
Year endedMarch
31, 2018
62.13
58.02
10.53
223.97
40.08
19.91
53.25
2.02
24.57
175.71
0.86
6.57
497.00
19.00
111.21
(31.04)
116.75
77.60
273.66
25.15
11.64
1,778.59
215
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
19. Earnings per share
Particulars
i.
Profit /(Loss) for the year for basic and diluted earnings per share:
From Continuing Operations (a)
From Discontinued Operations (b)
Total Profit /(Loss) for the year (c)
Profit / (Loss) before effect of withdrawal from scheme (d)
Profit /(Loss) before Rate Regulated Activities (e)
ii.
Basic and diluted earnings per share:
From Continuing Operations (a / f)
From Discontinued Operations (b / f)
From Continuing and Discontinued Operations (c / f)
Before withdrawal from scheme (d / f)
Before Rate Regulated Activities (e / f)
Year ended
March 31, 2019
Year ended
March 31, 2018 *
` Crore
` Crore
(6,468.21)
4,041.39
(2,426.82)
(9,187.23)
(2,328.23)
`
(245.95)
153.67
(92.28)
(349.34)
(88.53)
427.55
827.95
1,255.50
1,022.71
684.22
`
16.26
31.48
47.74
38.89
26.02
iii. Weighted average number of equity shares used as the denominator in
26,29,90,000
26,29,90,000
calculating basic and diluted earnings per share (f)
* Restated - Refer note 38 (b))
20. The Parent Company is engaged in the business of providing infrastructural facilities as per Section 186 (11) read with
Schedule VI of the Act. Accordingly, disclosures under Section 186 of the Act is not applicable to the Parent Company.
21. The figures for the year ended March 31, 2018 have been regrouped and reclassified to make them comparable with those
of current year. The Assets and Liabilities as at March 31, 2018 include those pertaining to MPB, hence are not comparable
with current year’s figures. Figures in bracket indicate previous year’s figures. @ represents figures less than ` 50,000 which
have been shown at actual in brackets with @.
22. Contingent Liabilities
Particulars
` Crore
As at
March 31, 2019
As at
March 31, 2018
(i)
Claims against the Group not acknowledged as debts and under litigation
5,106.07
5,197.77
These include:-
a)
b)
c)
d)
e)
f)
Claims from suppliers
Income tax / Wealth tax claims
Indirect tax claims
Claims from consumers
Claims by MMRDA for delay in achieving milestone
Other claims
1,212.92
474.52
841.35
48.61
1,140.34
402.33
1,132.34
47.82
1,643.80
1,643.80
884.87
831.14
(ii) Corporate Guarantee of ` 1,947 Crore (net of Corporate Guarantee of ` 5,010.31 Crore cancelled subsequent to the
balance sheet date)
(iii)
The Parent Company’s application for compounding in respect of its ECB of USD 360 million has been deemed by
the Reserve Bank of India (RBI) as never to have been made subsequent to the withdrawal of the compounding
application. Accordingly, there is no liability in respect of the compounding fee of ` 124.68 Crore earlier specified by
RBI. Subsequent to the withdrawal of the compounding application, the matter has been referred to the Enforcement
Directorate where the same is still pending.
216
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
(iv)
In case of Mumbai Metro One Private Limited (MMOPL):
a)
The Municipal Corporation of Greater Mumbai (MCGM) denied the exemption to the Company from payment
of municipal taxes and octroi. The Company has filed an appeal dated April 20, 2016 in the Court of Small
Causes at Bombay for claiming exemptions for payment of municipal taxes and octroi. The company has
received a demand notice for payment of municipal taxes and octroi aggregating ` 115.57 Crore and
` 1,586.65 Crore respectively which has been disputed by the company. The Government of Maharashtra vide
its letter dated April 17, 2018 has directed MCGM to provide concession from payment of local taxes/property
tax to the Company since it is a public transportation project. The order from MCGM is however awaited.
b)
The Honorable High Court directed the constitution of the Fare Fixation Committee (FFC) for recommending
the fare to be charged to passengers on the Mumbai Metro. The Fare Fixation Committee, after considering all
relevant aspects and necessary facts, had issued their report on July 8, 2015 recommending the metro fare in
the range of ` 10 to ` 110.
MMRDA has filed a writ petition to challenge the recommendations of the FFC in the High Court of Bombay
to retain the fares as per the provisions of the concession agreement. The High Court of Bombay has vide its
order dated December 4, 2017 set aside the recommendations of the FFC and directed the Union of India
to constitute a new FFC. The High court of Bombay also allowed the company to continue with present fare
structure (` 10 to ` 40) subject to result of the arbitration proceeding relating to fare fixation on initial opening
of metro or the determination of fare by the new FFC, whichever is earlier. The Ministry of Housing and
Urban Affairs, Government of India has constituted a fresh FFC as on November 28, 2018 for the purpose of
recommending the metro fare.
c) MMOPL has filed various claims against MMRDA on account of damages incurred due to delays by MMRDA
in handing over of unencumbered Right of Way and land, and additional cost incurred due to various changes
in design to accommodate project encumbrances. The amount of claims filed against MMRDA as on March
31, 2019 aggregate ` 1,766.25 Crore. MMRDA has not accepted the said claims filed by MMOPL and hence
MMOPL has initiated arbitration proceedings as per the provisions of the Concession Agreement.
(v) BRPL and BYPL had announced Special Voluntary Retirement Scheme (SVRS). Both Companies had taken a stand
that terminal benefit to SVRS retirees was the responsibility of Delhi Vidyut Board (DVB) Employees Terminal Benefits
Fund - 2002 Trust (DVB ETBF - 2002) and the amount was not payable by the companies, which however was
contended by DVB ETBF 2002. The Companies had filed a writ petition in High Court of Delhi which provided two
options. Both Companies had taken the option that DVB ETF Trust to pay the terminal benefits of the SVRS optees on
reimbursement by Discoms of ‘Additional Contribution’ required on account of premature payout by the Trust which
shall be computed by an Arbitral Tribunal of Actuaries whereas the liability to pay residual pension i.e. monthly pension
be borne by respective Companies. On August 31, 2015, the division bench of Delhi High Court dismissed the appeal
filed by the GoNCTD/Pension Trust and directed constituting Arbitral Tribunal.
Pending computation of the additional contribution, if any, by the Arbitral Tribunal of Actuaries, BRPL and BYPL have
paid leave encashment, gratuity and commuted pension amounting to ` 85.07 Crore and ` 60.53 Crore (including
interest), respectively. The interest amounting to ` 20.26 Crore and ` 14.90 Crore on the delayed payment has
also been paid during the year 2007-08. DERC has approved the aforesaid retiral pension in its Annual Revenue
Requirement (ARR) and the same has been charged to Statement of Profit and Loss.
Both GoNCTD and Pension Trust have challenged the dismissal of their respective appeals by filing Special Leave
Petitions (SLP’s) before the Hon’ble Supreme Court of India. Both the SLPs came for hearing before the Hon’ble
Supreme Court on January 02, 2017, wherein both the SLPs have been admitted. These SLPs will now come up for
final hearing on their turn, as and when listed by the Court.
(vi) Proportionate share of claims not acknowledged as debt and other contingent liabilities in respect of Associate and
Joint Venture Companies amounts to ` 261.88 Crore (` 294.53 Crore).
23. Commitments
Particulars
(i)
Estimated amount of contracts remaining unexecuted on capital account
and not provided for (net off of advances)
` Crore
As at
March 31, 2019
As at
March 31, 2018
607.35
929.91
(ii) The Parent Company has given equity/fund support/other undertakings for setting up of projects/cost overrun
in respect of various infrastructure and power projects being set up by company’s subsidiaries and associates; the
amounts of which are currently not ascertainable.
(iii) Proportionate share of Capital and other Commitments in respect of Associate and Joint Venture Companies amounts
to ` 2,977.94 Crore (` 4,214.05 Crore).
217
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
24. Related party Disclosures
As per Ind AS – 24 “Related Party Disclosures”, the Group’s related parties and transactions with them in the ordinary course
of business are disclosed below :
(a)
Parties where control exists: None
(b) Other related parties where transactions have taken place during the year:
(i)
Associates (including
Subsidiaries of Associates)
(ii)
(iii)
Joint Ventures
Investing Party
1
2
3
4
5
6
7
8
9
10
11
12
13
14
Reliance Power Limited (RePL)
Rosa Power Supply Company Limited (ROSA)
Sasan Power Limited (SPL)
Vidarbha Industries Power Limited (VIPL)
Chitrangi Power Private Limited (CPPL)
Samalkot Power Limited (SaPoL)
Rajasthan Sun Technique Energy Private Limited (RSTEPL)
Dhursur Solar Power Private Limited (DSPPL)
Reliance Naval and Engineering Limited (RNEL)
RMOL Engineering and Offshore Limited (formerly Reliance Marine and
Offshore Limited) (RMOL)
E Complex Private Limited (ECPL)
REDS Marine Services Limited (formerly Reliance Engineering and
Defence Services Limited) (REDSL
Reliance Geothermal Power Private Limited (RGPPL)
Metro One Operations Private Limited (MOOPL)
Utility Powertech Limited (UPL)
Reliance Project Ventures and Management Private Limited (RPVMPL)
(iv) Persons having control over
Shri Anil D Ambani
investing party
(v) Enterprises over which
person described in (iv) has
significant influence
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
Reliance General Insurance Company Limited (RGI)
Reliance Capital Limited (RCap)
Reliance Reality Limited (formerly Reliance Infocomm Infrastructure
Limited (RRL))
Reliance Securities Limited (RSL)
Reliance Infratel Limited (RITL)
Reliance Webstore Limited (RWL)
Reliance Communication Limited (RCom)
Reliance Big Entertainment Private Limited (RBEPL)
Reliance Assets Reconstruction Company Limited (RARCL)
Unlimit IOT Private Limited (UIPL)
Reliance Infocomm Limited (RInfo)
Reliance Health Insurance Limited (RHIL)
Reliance Home Finance Limited (RHL)
Reliance Nippon Life Asset Management Limited (RNLAML)
Reliance Commercial Finance Limited (RCFL)
GlobalCom IDC Limited (formerly Reliance IDC Limited) (GIDC)
Reliance Nippon Life Insurance Company Limited (RNLICL)
Reliance Transport and Travels Private Limited (RTTPL)
Reliance Broadcast Network Limited (RBNL)
Reliance Wealth Management Limited (RWML)
Reliance Innoventures Private Limited (REIL)
Reliance Big Private Limited (RBPL)
218
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
(c) Details of transactions during the year and closing balances as at the end of the year:
Particulars
Year
Investing party,
Associates and
Joint Ventures
` Crore
Enterprises over
which person
described in
(iv) above,
has significant
influence
(a)
(b)
Consolidated Statement of Profit and Loss heads:
(I)
Income:
(i)
Revenue from Power business
(ii)
Gross revenue from E&C business
(iii)
Dividend received
(iv)
Interest earned
(v)
Other Income (including Income
from Investment Property)
(II)
Expenses:
(i)
Purchase of Power (Including Open
Access Charges - Net of Sales)
Purchase / Services of other items
on revenue account
Purchase of other items on Capital
account
Receiving of services
(ii)
(iii)
(iv)
(v)
Rent Paid
(vi)
Dividend Paid
(vii)
Interest Paid
Balance Sheet Heads (Closing Balances):
(i)
Trade payables, Advances received and
other liabilities for receiving of services on
revenue and capital account
Inter Corporate Deposit taken
(ii)
(iii)
Investment
(iv)
Inter Corporate Deposit (ICD) given
(v)
(vi)
Interest receivable on Investments and
Deposits
Trade Receivables, Advance given and other
receivables for rendering services
(vii) Other Receivable
(viii)
Interest Payable
(c)
Guarantees and Collaterals (Closing balances):
Guarantees and Collaterals
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
-
-
19.45
50.66
1.89
1.32
292.26
223.51
5.86
19.23
446.38
414.01
-
82.01
-
0.94
76.62
0.52
-
-
100.84
95.53
19.95
23.48
2,220.14
2,061.82
217.53
201.95
6,940.75
10,704.75
1,104.48
2,177.60
115.15
284.18
2,515.34
2,416.47
526.11
526.11
37.37
-
7.52
-
-
-
-
-
17.53
13.18
52.68
68.13
-
-
-
0.15
-
-
14.74
31.37
-
75.40
19.35
18.33
24.57
25.98
23.64
98.94
175.00
200.00
-
-
-
226.13
-
19.85
53.47
35.33
0.01
-
5.36
-
1,083.75
300.00
1,548.74*
0.24
219
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Particulars
Year
Investing party,
Associates and
Joint Ventures
(d)
Transactions during the year:
(i)
Guarantees and Collaterals provided earlier-
expired/encashed/surrendered
Guarantees and Collaterals provided
(ii)
(iii)
ICD Given to
(iv)
ICD Returned by
(v)
Recoverable Expenses:-
(a)
incurred for related parties
(b)
incurred by related parties on our
behalf
(vi)
ICD Taken from
(vii)
ICD Repaid by
(viii)
EPC Advance return back
(ix)
Sale of Property, Plant and Equipment
(x)
ICD written off
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
122.15
-
905.90
-
2,328.04
1,983.15
803.66
1,378.14
0.01
-
-
0.24
27.53
40.00
-
-
-
180.00
-
0.52
-
-
* net of Corporate Guarantee of ` 286.90 Crore cancelled subsequent to the balance sheet date
(d) Key Management Personnel (KMP) and details of transactions with KMP:
` Crore
Enterprises over
which person
described in
(iv) above,
has significant
influence
-
-
1,548.50*
-
-
135.00
12.15
3.84
-
3.57
-
0.05
-
25.00
25.00
-
-
-
-
-
210.85
-
` Crore
Name
Category
Years
Remuneration*
Shri Anil D Ambani
Chairman
Promoter, Non-
executive and Non-
Independent director
Shri Lalit Jalan
Chief Executive Officer
Shri Sridhar Narasimhan
Shri Anil C Shah
Ms Srilatha T. G.
Shri Aashay Khandwala
Chief Financial Officer
w.e.f. June 04, 2016
Company Secretary
w.e.f February 05,
2019
Company Secretary
from November 05,
2018 to February 05,
2019)
Company Secretary
up to November 05,
2018
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
2018-19
2017-18
-
-
2.17
3.10
1.77
1.96
0.09
-
0.04
-
0.40
0.22
Dividend
Paid
Commission &
Sitting Fees
0.14
0.12
0.04
5.52
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
*Remuneration does not include post-employment benefits, as they are determined on an actuarial basis for the
Company as a whole.
220
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
(e) Details of Material Transactions with Related Party
(i) Balance sheet heads (Closing balance)
As at March 31, 2019
Investment in Equity of RePL ` 5,469.82 Crore. Trade Receivables, Advances given and other receivables for
rendering services SaPoL ` 2,490.27 Crore.
As at March 31, 2018
Investment in Equity of RePL ` 9,177.80 Crore.
Note:
1)
2)
The above disclosure does not include transactions with/as public utility service providers, viz, electricity,
telecommunications etc. in the normal course of business.
Transaction with Related Party which are in excess of 10% of the Total Revenue (including regulatory
Income) of the Group are considered as Material Related Party Transactions.
25. Segment information
(a) Description of segments and principal activities
The Group has identified three business segments as reportable viz. ‘Power’, ‘Engineering and Construction’ (E&C) and
‘Infrastructure’. Business segments have been identified as reportable segments based on how the Chief Operating
Decision Maker (CODM) examines the Company’s performance both from a product and geographic perspective. The
inter segment pricing is effected at cost. Segment accounting policies are in line with the accounting policies of the
Group.
The Power segment is engaged in generation, transmission and distribution of electrical power at various locations.
The Parent Company operates a 220 MW Combined Cycle Power Plant at Samalkot, a 48 MW Combined Cycle
Power Plant at Mormugao, a 9.39 MW Wind-farm at Chitradurga. BRPL and BYPL distribute the power in the city of
Delhi. The Group supplies power to residential, industrial, commercial and other consumers. BKPL operates a 165 MW
combined cycle power plant at Kochi. The Group also transmits power through its transmission networks in the States
of Himachal Pradesh. The segment also includes operations from trading of power.
E&C segment of Parent Company renders comprehensive value added services in construction, erection, commissioning
and contracting.
Infrastructure segment includes businesses with respect to development, operation and maintenance of toll roads,
metro rail transit system and airports.
(b) Geographical Segments: All the operations are mainly confined within India. There are no material earnings from outside
India. As such there are no reportable geographical segments.
(c)
Segment Revenue and Result
Sales between segments are carried out at arm’s length and are eliminated on consolidation. The segment revenue is
measured in the same way as in the Consolidated Statement of Profit and Loss. The expenses and income that are not
directly attributable to any business segment are shown as unallocable income (net of unallocable expenses). Interest
income and finance cost (including those on concession arrangements i.e. income on concession financial receivables,
interest cost on unwinding of NHAI premium) are not allocated to segments, as this type of activity is driven by the
central treasury function, which manages the cash position of the Group.
(d)
Segment Assets
Segment assets are measured in the same way as in the Consolidated Financial Statements. These assets are allocated
based on the operations of the segment and the physical location of the asset. Investments & derivative financial
instruments held by the Group are not considered to be segment assets but are managed by the treasury function.
(e) Segment Liabilities
Segment liabilities are measured in the same way as in the Consolidated Financial Statements. These liabilities are
allocated based on the operations of the segment.
The Group’s borrowings and derivative financial instruments are not considered to be segment liabilities, but are managed
by the treasury function.
(f)
Information about Major Customer
No single customer represents 10% or more of the Group’s total revenue for the years ended March 31, 2019 and
2018 respectively.
221
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Segment Information:
Particulars
Continuing Operations
Revenue:
Total segment revenue
Less : Inter Segment revenue
Revenue from external customers
Less: Regulatory Income/(expenses)
Revenue from Operations as per Consolidated
Statement of Profit and Loss
Result
Segment Result
Finance Cost
Interest Income including fair valuation of
financial instruments
Exceptional Item
Other un-allocable Income net of
expenditure
Net (Loss)/Profit before Tax, Share of Profit
in Associates, Joint Ventures
Less : Tax Expenses
Add : Share of (Loss)/Profit in Associates and
Joint Ventures (net)
Less : Non-controlling Interest
(Loss)/Profit after tax from Continuing
Operations
Profit after tax from Discontinued Operations
Profit for the year
Power*
Year ended March 31, 2019
Infrastructure
E&C
Total
Power*
Year ended March 31, 2018
Infrastructure
E&C
15,513.03
-
15,513.03
1,558.93
-
1,558.93
1,384.47
-
1,384.47
2,556.57
475.34
396.10
16,299.57
-
16,299.57
1,329.44
-
1,329.44
1,551.40
-
1,551.40
2,488.82
182.88
533.26
19,180.41
-
19,180.41
(98.59)
19,279.00
3,204.96
(4,570.81)
1,612.86
(6,065.06)
656.31
(5,161.74)
(180.55)
(1,382.84)
104.18
(6,468.21)
4,041.39
(2,426.82)
` Crore
Total
18,456.43
-
18,456.43
571.28
17,885.15
3,428.01
(5,203.94)
1,971.14
295.39
(312.34)
178.26
(151.47)
56.78
(41.04)
427.55
827.95
1,255.50
1.14
45.03
-
-
485.97
575.40
-
-
1,472.76
646.30
(31.04)
112.35
2.05
53.81
-
0.51
602.07
518.16
-
-
Capital Expenditure
Depreciation
Provision /(Reversal) of Impairment loss
Non cash expenses other than depreciation
(Pertaining to segment only)
*Total segment revenue includes Regulatory Income
881.31
663.06
18.00
18.32
Particulars
Segment Assets:
Power
Engineering and Construction Business
Infrastructure
Total Segment Assets
Unallocated Assets
Total Assets
Segment Liabilities:
Power
Engineering and Construction Business
Infrastructure
Total Segment Liabilities
Unallocated Liabilities (Including Non-controlling Interest)
Total Liabilities
222
As at
March 31, 2019
As at
March 31, 2018
` Crore
27,720.62
5,337.31
19,235.33
52,293.26
16,089.90
68,383.16
20,983.40
4,666.74
4,979.72
30,629.86
23,577.56
54,207.42
46,317.33
4,884.59
18,984.61
70,186.53
29,930.58
100,117.11
31,611.72
4,922.00
4,736.40
41,270.12
35,166.88
76,437.00
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
26. Scheme of Amalgamation of Reliance Infraprojects Limited ( RInfl) with the Parent Company
The Hon’ble High Court of Judicature of Bombay had sanctioned the Scheme of Amalgamation of Reliance Infraprojects
Limited (RInfl) with the Parent Company on March 30, 2011 with the appointed date being April 01, 2010. As per the clause
2.3.7 of the Scheme, the Parent Company, as determined by its Board of Directors, is permitted to adjust foreign exchange
/ hedging / derivative contract losses / gains debited / credited in the Statement of Profit and Loss by a corresponding
withdrawal from or credit to General Reserve.
Pursuant to the option exercised under the above Scheme, net foreign exchange gain of ` 192.24 Crore for the year
ended March 31, 2019 (Net Loss of ` 11.68 Crore for the year ended March 31, 2018) has been credited/debited to
the Consolidated Statement of Profit and Loss and an equivalent amount has been transferred to General Reserve. The
Parent Company has been legally advised that crediting and debiting of the said amount in Statement of Profit and Loss
is in accordance with Schedule III to the Act. Had such transfer/withdrawal not been done, the Loss before tax for year
ended March 31, 2019 would have been lower/higher and General Reserve would have been lower/higher by respective
amount. The treatment prescribed under the Scheme override the relevant provisions of Ind AS 1: “Presentation of Financial
Statements”.
27.
Investment in Delhi Airport Metro Express Private Limited
Delhi Airport Metro Express Private Limited (DAMEPL), a subsidiary of the Parent Company, had terminated the Concession
Agreement with Delhi Metro Rail Corporation (DMRC) for the Delhi Airport Metro Line and the operations were taken over
by DMRC with effect from July 1, 2013. As per the terms of the Concession Agreement, DMRC is liable to pay DAMEPL
a Termination Payment. The matter was referred to arbitration tribunal and vide order dated May 11, 2017 DAMEPL was
granted arbitration award of ` 4,662.59 crore. DMRC preferred an appeal against the Arbitration award before the Hon’ble
Delhi High Court. The Single Judge Hon’ble Delhi High Court vide order dated March 06, 2018 upheld the arbitration award.
The Hon’ble Delhi High Court also passed an order on March 23, 2018 directing DMRC to pay ` 306 crore as an immediate
interim relief to DAMEPL. DMRC has preferred an appeal against the order of the single judge before the division bench of
the Hon’ble Delhi High Court. However it was set aside by the Division Bench of Hon’ble Delhi High Court vide it’s Judgement
dated January 15, 2019. DAMEPL has filed Special Leave Petition (SLP) before the Hon’ble Supreme Court against the said
Judgement of Division Bench of Hon’ble Delhi High Court. Hon’ble Supreme Court, while hearing the Interlocutory Application
seeking interim relief, on April 22, 2019 has directed that DAMEPL’s accounts shall not be declared as NPA till further orders
and directed listing of the SLP for hearing on July 23, 2019. Based on the facts of the case and the applicable law, DAMEPL
is confident of succeeding in the Hon’ble Supreme Court. In view of the above, pending outcome of SLP before the Hon’ble
Supreme Court, DAMEPL has continued to prepare the financial statements on going concern basis.
28. The lack of new orders, losses in the operations, erosion of net worth and calling back of loans by secured lenders has
resulted into financial constraints on Reliance Naval and Engineering Limited (RNaval), an associate of the Parent Company.
Additionally two of the secured financial creditors and few operational creditors have applied before the National Company
Law Tribunal (NCLT), Ahmedabad for the debt resolution under the Insolvency and Bankruptcy Code, 2016 (IBC), none of
which has been admitted so far.
The Board of Directors of RNaval had mandated committee of directors to carry out the in depth analysis to arrive at workable
solution of the business restructuring. During the year, the committee based on the valuation exercise carried out by the
independent expert, recommended the impairment of the Property Plant and Equipment, Capital Work in Progress, certain
advances and receivables.
Further, the Honorable Supreme Court in the matter of Shipyard Association of India, in which RNaval is also a member, has
quashed the RBI Circular dated February 12, 2018 vide its order dated April 02, 2019. Based on the new guidelines from
RBI for resolution of stress assets, RNaval is engaged with the lenders to achieve debt resolution. In view of above, RNaval
continues to prepare its accounts on going concern basis.
29. Certain subsidiaries and associates have continued to prepare the financial statements on a going concern basis. The details thereof
together with the reasons for the going concern basis of preparation of the respective financial statements are summarised below
on the basis of the related disclosures made in the separate financial statements of such subsidiaries and associates:
a.
In respect of Mumbai Metro One Private Limited (MMOPL), a subsidiary of the Parent Company, the net worth has
eroded and as at the year end, its current liabilities exceeded its current assets. MMOPL is taking a number of steps
to improve overall commercial viability which will result in an improvement in cash flows and enable the Company to
meet its financial obligations. It has shown year-on-year growth in passenger traffic and the revenues of the Company
have been sufficient to recover its operating costs and the EBITA (Earnings before Interest, Tax and Amortization) has
been positive since commencement of operations. Additionally, the overall infrastructure facility has a long useful life
and the remaining period of concession is approximately 25 years. MMOPL is also in active negotiations with its bankers
for restructuring of their loans and has received in-principle approvals for the debt resolution plan from lead lender and
two other consortium members subject to approval from the other consortium members and compliance with certain
terms and conditions. The Parent Company has confirmed to provide necessary support to enable MMOPL to operate
as a going concern and accordingly, the financial statements of MMOPL have been prepared on a going concern basis.
223
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
b.
c.
d.
In case of GF Toll Road Private Limited (GFTR), due to its inability to pay the overdue amount of Rupee Term Loan
installments aggregating to ` 75.21 crore (previous year ` Nil) upto March 31, 2019, Rupee Term Loans have been
classified as a Non Performing Assets (NPA) by the consortium lenders. The consortium lenders have stopped charging
monthly interest amount with effect from the date of classifying the account as NPA. However, GFTR has been regular
in paying the monthly interest amount on accrual basis. GFTR is under discussion with the consortium lenders and has
proposed a Resolution Plan (RP). The Lead Lender and the consortium is in the process of appointing Techno Economic
Viability consultant for presenting RP to the consortium. In view of the above, in spite of the Loan account being
classified as NPA by the lenders and the ongoing RP, the management of GFTR has continued to be prepare the financial
statements as a ‘Going Concern’.
In case of TK Toll Road Private Limited (TKTR) a wholly owned subsidiary of the Parent Company, as at March 31,
2019, the current liabilities of the TKTR have exceeded its current assets. TKTR is undertaking a number of steps which
will result in an improvement in cash flows and enable TKTR to meet its financial obligations. There has also been
improvement in the revenues of TKTR and such revenues have been sufficient to recover the operating costs and the
EBITA (Earnings before Interest, Tax & Amortisation) has been positive since the commencement of the operations.
Additionally, it enjoys long concession period extending upto FY 2038 and the current cash flow issues havde occurred
due to mismatch in the repayment schedule vis a vis the concession period. TKTR is also in advanced stages of discussion
with its lenders for restructuring of their loans and is confident that the restructuring plan would be approved. Further
it has filed arbitration claims worth ` 1,030.37 crore, and is confident of favourable outcome, which will further
improve the financial position of the TKTR. Based on the foregoing, the going concern assumption is considered to be
appropriate.
In case of TD Toll Road Private Limited (“TDTR”) a wholly owned subsidiary of the Parent Company, as at March 31,
2019, the current liabilities of TDTR have exceeded its current assets. TDTR is undertaking a number of steps which
will result in an improvement in cash flows and enable TDTR to meet its financial obligations. There has also been
improvement in the revenues of TDTR and such revenues have been sufficient to recover the operating costs and the
EBITA (Earnings before Interest, Tax & Amortisation) has been positive since the commencement of the operations.
Additionally, it enjoys long concession period extending upto FY 2038 and the current cash flow issues have occurred
due to mismatch in the repayment schedule vis a vis the concession period. It is also in advanced stages of discussion
with its lenders for restructuring of their loans and is confident that the restructuring plan would be approved. Further
it has won arbitration claim worth ` 158.45 crore, which will further improve the financial position of the TDTR. Based
on the foregoing, the going concern assumption is considered to be appropriate. In respect of TKTR and TDTR referred
above, the Parent Company has provided a guarantee in favour of the bankers to meet any shortfall in the Debt Service
Reserve that these subsidiaries are required to maintain in accordance with the lending arrangements.
e.
Two of the subsidiaries of RPower, an associate of the Parent Company, namely Samalkot Power Limited (SMPL)
(which was intended to set up a gas based power plant) and Rajasthan Sun Technique Energy Private Limited (RSTEPL)
(which operates a concentrated solar power facility based on pioneering technology) have sought restructuring of their
loans obtained from US Exim and a consortium of international lenders led by ADB respectively.
In the case of SMPL, after considering the significant likelihood of SMPL selling one of its modules (745 MW) of gas
based power plant to Reliance Bangladesh LNG & Power Ltd. (RBLPL), which is in the process of executing its initialed
project agreements (i.e. Power Purchase Agreement, Implementation Agreement, Land Lease Agreement and Gas
Supply Agreement) with the Government of Bangladesh authorities and implement its projects, US Exim has in principle
agreed to restructure its term loan whereby outstanding principal would be paid in three equal annual installments
starting from June 2020. US Exim requires completion of certain conditions by May 31, 2019.
Considering that not all the specified conditions have been completed by May 31, 2019, the loans have been classified
as current liabilities. For balance two modules (1508 MW) of gas based power plant equipment, SMPL along with US
Exim is evaluating options to sell and is in the process of appointing internationally reputed marketing agent. Considering
these plans, including relocation of one module to Bangladesh, plan to sell two modules and support from RPower,
SMPL would be able to meet its financial obligations and has prepared its Financial Statements on a going concern basis.
In the case of RSTEPL, in view of default by RSTEPL in the payment of the installment due during the year, part
of which has been discharged after the end of the year, the Lenders have a right to declare the loan fully payable
immediately. The lenders have not called upon RSTEPL to repay the loan. However, RSTEPL has disclosed full loan as
current liabilities considering terms of the agreement. RSTEPL is actively engaged with the lenders for restructuring the
terms of the loan and is confident that the same would be completed in near future. The repayment of future loan
installments (including interest) is partly dependent on financial assistance from RPower.
Considering the above, RSTEPL Financial Statements are prepared on a going concern basis based on the management
assessment of restructuring of the loan terms and support from RPower.
As at March 31, 2019, including loans of SMPL and RSTEPL reclassified as current liabilities and guaranteed by RPower,
the current liabilities of RPower exceeds the current assets. RPower is confident of restructuring the loans consequent
to which there would be no mismatch in the cash flows. Even otherwise RPower expects to generate sufficient and
224
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
timely cash flows through time bound monetization of gas based power plant equipments and other assets of certain
subsidiaries as also realize amount from regulatory/ arbitration claims. Notwithstanding the dependence on material
uncertain events including finalization of restructuring of lending arrangements, sale of equipment and favourable and
timely outcome of various claims, RPower is confident that such cash flows would enable it to service its debt, realize its
assets and discharge its liabilities in the normal course of its business. Accordingly, the consolidated financial statements
of RPower have been prepared on a going concern basis
Further, the Parent Company has additionally provided a guarantee aggregating ` 905.90 crore to US Exim Bank
towards the aforesaid arrangement.
f.
Notwithstanding the dependence on material uncertain events including restructuring of loans, achievement of debt
resolution and restructuring plans, time bound monetisation of assets as well as favourable and timely outcome of
various claims, the Group is confident that such cash flows would enable it to service its debt, realise its assets and
discharge its liabilities, including devolvement of any guarantees / support to the subsidiaries and associates in the
normal course of its business. Accordingly, the consolidated financial statements of the Group have been prepared on a
going concern basis.
30. KM Toll Road Private Limited (KMTR), a subsidiary of the Parent Company, has after the end of the Accounting Year
terminated the Concession Agreement with National Highways Authority of India (NHAI) for Kandla Mundra Road Project
(Project) on May 7, 2019, on account of Material Breach and Event of Default under the provisions of the Concession
Agreement by NHAI. The operations of the Project have been taken over by NHAI and NHAI has given a contract to a third
party for toll collection with effect from April 16, 2019. Consequently NHAI is now liable to pay KMTR a termination payment
estimated at ` 1,205.47 crore as the termination has arisen owing to NHAI Event of Default. KMTR vide its letter dated May
06, 2019 has also issued a notice to NHAI for the Termination Payment. Pending final outcome of the notice and possible
arbitration proceedings and as legally advised, the claims for the Termination Payment are considered fully enforceable and
the Group is confident of recovering its entire investment in KMTR and hence, no provision for impairment on the KMTR is
considered in the financial statements.
31. Exceptional Items:
Particulars
Write off /Impairment / loss (profit) on sale of Investments
Provision/write-off/Loss on Sale of loans given and w/off of interest accrued
thereon
Loss on invocation of Pledged Shares
Loss on transfer of Western Region System Strengthening Scheme (WRSS)-
Transmission Undertaking
Provision for diminution in value of investments
Expenses/ (Income)
Less: Withdrawn from General Reserve
Exceptional Items (net)
Year ended
March 31, 2019
1,850.23
8,410.99
1,741.24
678.62
12,681.08
6,616.02
6,065.06
` Crore
Year ended
March 31, 2018
(272.78)
-
-
198.50
-
(74.28)
221.11
(295.39)
In terms of the Scheme of amalgamation of Reliance Cement Works Private Limited with Western Region Transmission
(Maharashtra) Private Limited (WRTM) wholly owned subsidiary of the Parent Company, which was subsequently amalgamated
with the Parent Company w.e.f. April 1, 2013, during the year ended March 31, 2019 an amount of ` 6,616.02 crore (March
31, 2018–` 221.11 Crore) has been withdrawn from General Reserve and credited to the Consolidated Statement of Profit
and Loss against the exceptional items of ` 12,681.08 crore ((` 74.28 Crore) for the year ended March 31, 2018) as stated
above which was debited to the Consolidated Statement of Profit and Loss. Had such withdrawal not been done, the Loss
before tax for the year ended March 31, 2019 would have been higher by ` 6,616.02 Crore (March 31, 2018 – ` 221.11
Crore) and General Reserve would have been higher by an equivalent amount. The treatment prescribed under the Scheme
overrides the relevant provisions of IndAS 1” Presentation of Financial Statements”.
32.
Ind AS Transition Facilitation Group (ITFG) formed by Ind AS implementation Committee of the Institute of the Chartered
Accountants of India (the “ICAI”) has issued clarification on July 31, 2017 and has interalia made observations regarding method
of estimating depreciation for preparing standalone financial statements of the subsidiary and for preparing consolidated
financial statements. RPower, an associate of the Parent Company, has been advised by reputed legal and accounting firms
that the clarification issued by ITFG will not be applicable to RPower, as RPower has been following the different methods, in
subsidiaries and in consolidated financial statements since inception and as required by Ind AS 101 read with Ind AS 16 has
continued the methods of providing depreciation even under Ind AS regime. RPower has accordingly, continued to provide
depreciation in its consolidated financial statements by the straight line method, which is different as compared to the written
down value method considered appropriate by two of its subsidiaries.
225
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
33. The Reliance Group of companies of which the Parent Company is a part, supported an independent company in which the
Parent Company holds less than 2% of equity shares (“EPC Company”) to inter alia undertake contracts and assignments for
the large number of varied projects in the fields of Power (Thermal, Hydro and Nuclear), Roads, Cement, Telecom, Metro Rail,
etc. which were proposed and/or under development by the Reliance Group. To this end along with other companies of the
Reliance Group the Parent Company funded EPC Company by way of EPC advances, subscription to Debentures & Preference
Shares and Inter corporate Deposits. The aggregate funding provided by the Parent Company as on March 31, 2019 was
` 7,082.96 crore (` 10,936.62 crore) net of provision of ` 3,972.17 crore (` 2,697.17 crore). In addition, the Parent
Company has provided corporate guarantees during the year aggregating (net of subsequent cancellation) of ` 1,775 crore.
The activities of EPC Company have been impacted by the reduced project activities of the companies of the Reliance
Group. In the absence of the financial statements of the EPC Company for the year ending March 31, 2019 which are under
compilation it has not been possible to complete the evaluation of nature of relationship, if any, between the independent
EPC Company and the Parent Company. Presently, based on the analysis carried out in earlier years, the EPC Company has not
been treated as related party.
Similarly, in the absence of full visibility on the assets and liabilities of the EPC Company and after considering the reduced
ability of the holding company of the Reliance Group of Companies to support the EPC Company, the Parent Company has
provided/written off further ` 2,042.16 crore during the year (` Nil for the year ended March 31, 2018) in respect of the
outstanding amount advanced to the EPC Company.
Given the huge opportunity in the EPC field particularly considering the Government of India’s thrust on infrastructure sector
coupled with increasing project and EPC activities of the Reliance Group, the EPC Company with its experience will be able to
achieve substantial project activities in excess of its current levels, thus enabling the EPC Company to meet its obligations.
The Parent Company is reasonably confident that the provision will be adequate to deal with any contingency relating to
recovery from the EPC Company.
34.
(a) Standby Charges (Parent Company) :
In the matter of liability of ` 515.60 Crore of standby charges with the Tata Power Company Limited (TPC) determined
by MERC for the period April 1, 1998 to March 31, 2004, which the Company had fully accounted for, the Appellate
Tribunal of Electricity (ATE) determined the total liability at ` 500 Crore and directed TPC to refund ` 354 Crore
(inclusive of interest of ` 15 Crore upto March 31, 2004) to the Company plus interest @ 10% p.a. commencing
from April 1, 2004 till the date of payment. Against the said order, TPC filed an appeal with the Supreme Court. The
Hon’ble Supreme Court passed an interim order dated February 7, 2007 granting stay of the impugned order of the ATE
subject to the condition that, TPC furnish a bank guarantee in the sum of ` 227 Crore and, in addition, deposit a sum
of ` 227 Crore with the Registrar General of the Court which the Company had withdrawn after complying with the
conditions specified and accounted the said amount as Other Liabilities pending final adjustment. The Hon’ble Supreme
Court has dismissed the appeal filed by TPC vide Order dated May 2, 2019. Pending final determination of the final
amount receivable from TPC including interest thereon no impact of the Order has been given in the accounts for the
year ended March 31, 2019.
(b) Take or Pay and Additional Energy Charges (Parent Company) :
Pursuant to the order passed by MERC dated December 12, 2007, in case No. 7 of 2002, TPC has claimed an amount
of ` 323.87 Crore towards the following:
(a)
Difference in the energy charge for energy supplied by TPC at 220 kV interconnection for the period March
2001 to May 2004 along with interest at 24% per annum up to December 31, 2007, and
(b) Minimum offtake charges for energy for the years 1998-99 to 1999-2000 along with interest at 24% per
annum up to December 31, 2007.
In an appeal filed by the Company, ATE held that the amount in the matter (a) above is payable by the Company along
with interest at State Bank of India prime lending rate for short term borrowings. The matter (b) was remanded to MERC
for redetermination. The Company has filed an appeal against the said order before the Supreme Court, which while
admitting the appeal, has restrained TPC from taking any coercive action in respect of the matter stated in (a) above
and TPC has also filed an appeal against the said order. The Company has complied with the interim order directions of
depositing ` 25 Crore with the Registrar of Supreme Court and providing a Bank Guarantee of ` 9.98 Crore. The said
amount is disclosed under Contingent Liability in Note No. 22 above.
35. Disclosure as required under Ind AS–17:
(i) Assets taken on finance lease
The finance lease obligation relate to the 25-years power purchase agreement under which Vidarbha Industries Power
Limited, a subsidiary of Reliance Power Limited, sells all of its electricity output of its power plant at Butibori village
in Nagpur, Maharashtra (In two units of 300 MW each (thermal power project) to the Parent Company as the sole
offtaker.
The effective interest rate implicit in the finance lease was approximately 10.88%.
226
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
The following table summarises the reconciliation of lease liabilities in the arrangement:
Particulars
- Not later than one year
- Later than one year and not later
than five years
- Later than five years
Total
Less: future interest
Present value of minimum lease
liabilities
Gross Value of
Finance Lease Liabilities
Present Value of
Finance lease Liabilities
As at
March 31, 2019
As at
March 31, 2018
As at
March 31, 2019
As at
March 31, 2018
` Crore
-
-
-
-
-
-
509.47
2,037.87
7,854.30
10,401.64
6,232.04
4,169.60
-
-
-
-
-
-
58.68
310.00
3,800.92
4,169.60
-
-
The fair value is determined by discounting projected cash flows using the interest rate yield curve for the remaining
term to maturities adjusted for credit spread. The fair value of lease liabilities falls into level 3 of the fair value hierarchy.
Refer Note 42 for fair value disclosure of lease liabilities.
Pursuant to sale of MPB the lease arrangement has been transferred as referred in Note 8
(ii) Assets given on operating lease
The Group has given following properties under operating lease arrangements:
MMOPL has provided space on operating lease for a period from 1 – 15 years with a non-cancellable period at the
beginning of the agreement ranging from 1 – 5 years.
Such assets are reported under property, plant and equipment. Lease income from operating leases is not straight-
lined and recorded as per the contractual terms as the lease rentals are structured to compensate for expected general
inflation.
The following is the summary of future minimum lease rental receivable under non cancellable operating lease
arrangement entered into by the Group
Operating leases: future minimum lease receipts under non cancellable leases
Particulars
- Not later than one year
` Crore
As at
March 31, 2019
As at
March 31, 2018
4.24
4.64
-
-
Later than one year and not later than five years
3.35
6.52
Later than five years
-
-
(iii) Assets taken on Operating Lease:
Disclosure as required under Ind AS - 17 “Accounting for Leases” is given below :
(a) The Group has entered into cancellable / non-cancellable leasing agreement for office, residential and warehouse
premises renewable by mutual consent on mutually agreeable terms.
(b) Future minimum lease payments under non-cancellable operating lease are as under:
Particulars
Lease Rental Debited
to Consolidated
Statement of Profit
and Loss (Cancellable
and Non cancellable)
Future Minimum Lease Rentals
Less Than 1
Year
Between 1
to 5 Years
More than 5
Years
` Crore
Period of
Lease*
Office Premises and
Warehouses
4.80
0.21
0.04
0.20
Various
*The Lease terms are renewable on a mutual consent of Lessor and Lessee. The lease rentals have been included
under the head “Rent” under Note No. “18 - Other Expenses”.
227
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
36. Disclosure under Ind AS 19 “Employee Benefits”:
Post-employment obligations
Defined contribution plans
The Group has following defined contribution plans:
(i)
(ii)
Provident fund
Superannuation fund
(iii)
State defined contribution plans
- Employer’s contribution to Employees’ state insurance
- Employers’ Contribution to Employees’ Pension Scheme 1995
The provident fund and the state defined contribution plan are operated by the regional provident fund commissioner and the
superannuation fund is administered by the Trustees of respective schemes of the companies. Under the schemes, respective
companies are required to contribute a specified percentage of payroll cost to the retirement benefit schemes to fund the
benefits. These funds are recognized by the Income tax authorities. The obligation of the Group is limited to the amount
contributed and it has no further contractual nor any constructive obligation. However in case of employees of erstwhile DVB
(presently employees of BRPL and BYPL) in accordance with the stipulation made by GoNCTD, in its notification dated January
16, 2001, the contributions on account of the general provident fund, pension, gratuity and earned leave as per the Financial
Rules and Service Rules applicable in respect of the employees of the erstwhile DVB, is accounted for on due basis and are
paid to the DVB -ETBF 2002.
The Group has recognised the following amounts as expense in the Consolidated Financial Statements for the year:
Particulars
Contribution to Provident Fund
Contribution to Employees Superannuation Fund
Contribution to Employees Pension Scheme
Contribution to National Pension Scheme
Contribution to Employees State Insurance (@ ` 34,987)
Year ended
March 31, 2019
Year ended
March 31, 2018*
` Crore
17.08
2.62
55.45
3.98
-
50.57
10.13
103.32
8.83
@
(* includes ` 56.92 Crore and ` 0.13 Crore from Discontinued Operations of MPB and WRSSS respectively).
Defined benefit plans
(i) Provident Fund (Applicable to certain Employees):
The benefit involving employee established provident funds, which require interest shortfall to be recompensated are
to be considered as defined benefit plans. As per the Audited Accounts of Provident Fund Trust maintained by the
respective Company, the shortfall arising in meeting the stipulated interest liability, if any, gets duly provided for.
(ii) Gratuity
The Group operates a gratuity plan administered by various insurance companies. Every employee is entitled to a benefit
equivalent to fifteen days salary last drawn for each completed year of service in line with the Payment of Gratuity Act,
1972 or Company scheme whichever is beneficial. The same is payable at the time of separation from the Company or
retirement, whichever is earlier. The benefits vest after five years of continuous service.
Particulars
Assumptions :
Expected Return on Plan Assets
Rate of Discounting
Rate of Salary Increase
Rate of Employee Turnover
Mortality Rate during Employment
Mortality Rate after Employment
228
2018-19
` Crore
2017-18
5.97% to 7.54%
6.00% to 7.25%
7.48% to 7.66%
7.01% to 7.88%
5.00% to 9.00% 6.00% to 10.00%
4.00% to 10.00%
4.00% to 5.00%
Indian Assured
Lives Mortality
(2006-08)
Indian Assured
Lives Mortality
(2006-08)
N.A.
N.A.
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Particulars
Change in the Present Value Of Defined Benefit Obligation
Present value of Benefit Obligation at the beginning of the year
Liability Transferred Out
Liability Transferred In
Interest Cost
Current Service Cost
Benefit Paid Directly by the Employer
Benefit Paid From the Fund
Actuarial Losses on Obligation- Due to Change in Financial
Assumptions
Actuarial (Gain)/Losses on Obligation- Due to Change in
Demographic Assumptions
Actuarial Losses on Obligation-Due to Experience
Present Value of Benefit Obligation at the End of the year
Change in the Fair Value of Plan Assets
Fair Value of Plan Asset at the beginning of the year
Asset Transferred In/Out
Asset Transferred Out/Divestment
Interest Income
Benefit Paid From the Fund
Benefit Paid Directly by the Employer
Contribution by the Employer
Return on Plan Assets Excluding Interest Income #
Actuarial Losses - Due to Experience
Fair Value of Plan Asset at the End of the year
Amount Recognised in the Consolidated Balance Sheet
Present Value of Benefit Obligation at the end of the year
Fair Value of Plan Assets at the end of the year
Funded Status (Deficit)
Amount not recognized as asset (asset ceiling)
Net (Liability) Recognized in the Consolidated Balance Sheet
Expenses Recognized in the Consolidated Statement of Profit and
Loss
Current Service Cost
Net Interest Cost ##
Expenses Recognised
Expenses Recognised in Other Comprehensive Income (OCI)
Actuarial Losses on Obligation (net of plan assets) for the year
Return on Plan Assets Excluding Interest Income
Net Expenses for the year Recognised in OCI (including
discontinued operations)
2018-19
659.64
(570.17)
2.59
24.44
23.15
(17.58)
(2.91)
(8.80)
(2.98)
29.63
136.48
501.20
1.61
(453.95)
38.64
(2.42)
(0.62)
37.64
(20.47)
2.47
104.10
136.48
104.10
(32.38)
0.07
(32.45)
23.39
2.51
25.90
6.18
0.92
7.10
` Crore
2017-18
597.19
(2.09)
2.24
42.06
68.89
(25.37)
(1.63)
(18.88)
8.29
(11.05)
659.64
41.67
1.98
(2.44)
31.72
(1.27)
(0.39)
20.55
(0.26)
(0.36)
501.20
659.64
501.20
(158.45)
0.08
(158.53)
68.89
10.35
79.24 *
(21.22)
0.26
(20.96)
229
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019 Particulars
Major Categories of plan asses as a percentage of total
Insurance Fund
Prescribed Contribution For Next Year
Maturity Analysis of Project Benefit Obligation : From Fund
Projected Benefit in Future Years From Date of Reporting
Within next 12 months
Between 2 to 5 years
Beyond 6 years
Sensitivity Analysis
Present value of Defined Benefits Obligation at the end of the year
Assumptions - Discount Rate:
Sensitivity Level
2018-19
100%
29.64
12.22
22.71
107.90
137.07
` Crore
2017-18
100%
70.30
72.95
179.16
419.61
659.64
0.50% to 1.00%
0.50% to 1.00%
Impact on defined benefit obligation -in % increase
(2.78%) to (6.40%)
(2.33%) to (8.32%)
Impact on defined benefit obligation -in % decrease
2.96% to 7.38%
2.52% to 8.32%
Assumptions - Future Salary Increase:
Sensitivity Level
Impact on defined benefit obligation -in % increase
0.50% to 1.00%
0.50% to 1.00%
2.75% to 6.85%
2.50% to 9.07%
Impact on defined benefit obligation -in % decrease
(2.65%) to (6.20%)
(2.50%) to (8.21%)
* Includes ` Nil (` 0.07 Crore) for Discontinued Operations of WRSS.
# Includes ` 21.23 Crore for the financial year 2018-19 towards discontinued operations of MPB
# # Includes ` 17.48 Crore towards discontinued operations of MPB
37. Notes related to BRPL and BYPL (Delhi Discoms) (as per respective financial statements):
(a) Both the Companies have conducted physical verification of its major fixed assets as per its policies. Necessary
adjustments for retirement would be carried out after reconciliation and obtaining the approval of DERC. Accordingly, in
case of BRPL an amount of ` 35.32 Crore (` 35.32 Crore) and in case of BYPL ` 12.27 Crore (` 12.10 Crore) is lying
under provision for retirement of fixed assets.
(b) Transfer Schemes:
(i)
The amount of Consumer Security Deposit (CSD) transferred to both the companies by virtue of Part II of
Schedule E of the Transfer Scheme was ` 11 Crore in case of BRPL and ` 8 Crore in case of BYPL. The Transfer
Scheme as well as erstwhile DVB did not furnish the consumer wise details of the amount transferred to it as
CSD. Both the Companies have compiled from the consumer records the amount of CSD as on June 30, 2002,
which works out to ` 90.43 Crore in case of BRPL and ` 35.38 Crore in case of BYPL. The management of both
the Companies are of the opinion that its liability towards CSD is limited to ` 11 Crore in case of BRPL and ` 8
Crore in case of BYPL, as per the Transfer Scheme. Therefore the liability towards refund of consumer deposits in
excess of ` 11 Crore in case of BRPL and ` 8 Crore in case of BYPL and interest thereon has not been accounted
for in the books of the respective companies. They have also filed a writ petition during the year 2004-05 with
the DERC to deal with the actual amount of CSD as on the date of transfer. DERC during the year 2007-08 had
advised the GoNCTD to transfer the differential amount of deposits to BRPL and BYPL. However GoNCTD did
not abide by the advice and hence both the companies have filed writ petition and the case is pending before
High Court of Delhi. In the last hearing held, the matter was placed in the category of ‘Rule’ matters and the case
shall get listed in due course. Pending outcome of this case and as per the instructions of DERC, the Company
has been refunding the security deposit to DVB consumers.
(ii) As per notification dated April 18, 2007 issued by DERC, interest @ 6% per annum is payable on CSD received
from all consumers up to August 31, 2017. With effect from September 01, 2017 the interest is provided at
MCLR (Marginal Cost of Fund Based) as notified by SBI prevailing on the April 01, 2017 on consumer security
deposit received from all consumers. The MCLR rate as on April 01, 2018 is @ 8.15 %. Accordingly, BRPL and
BYPL have provided for interest amounting ` 63.54 Crore (` 56.63 Crore) and ` 35.94 Crore (` 33.28 Crore)
respectively on consumer security deposit of regular consumers. The Companies are of the view that the interest
on CSD in excess of the amount as per the Transfer Scheme i.e. ` 11 Crore in case of BRPL and ` 8 Crore in case
of BYPL, would be recoverable from GoNCTD if the contention is upheld by the High Court of Delhi.
230
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
(c) NTPC and other Generators dues:
BRPL and BYPL have received a notice from NTPC Ltd. on February 1, 2014 for regulation (suspension) of power
supply due to delay in power purchase payments. Both the companies have filed a petition in the Hon’ble Supreme
Court praying for keeping the regulation notice in abeyance, giving suitable direction to DERC to provide cost reflective
tariff and to give a roadmap for liquidation of the accumulated Regulatory Assets. In the interim Order dated March
26, 2014 & May 6, 2014, the Hon’ble Supreme Court had directed both the companies to pay its current dues (w.e.f.
January 1, 2014) by May 31, 2014 failing which the generating / transmission companies may regulate supply. On
July 3, 2014 the court took note that both the companies paid 100% payment of its current dues. All contentions and
disputes were kept open to be considered later. Further, direction was made to pay the recurring amount as per earlier
Orders dated March 26, 2014 & May 6, 2014. In the meantime, an application has been filed before Hon’ble Supreme
Court seeking modification of aforesaid Orders so as to allow both the companies to pay 70% of the current dues. All
arguments were concluded on February 18 and 19, 2015.
Delhi Power Utilities had filed contempt case in January 2015 against Senior Officials of the Companies alleging non
compliance of the Supreme Court order regarding payment off the dues. No notice has been issued so far , however,
on an interim application filed by them praying for payment of outstanding dues, notice was issued in December 2015.
Thereafter, the matter was listed on few occasions but was simply adjourned. However, on May 12, 2016, the Court
directed the Company to pay 70 % of the current dues till further orders. New contempt petitions have been filed by
Delhi power utilities in November 2016 alleging non compliance of order dated May 12, 2016. No notice has been
issued so far. Thereafter, the matter was listed on various dates. In last hearing on May 02, 2018, the Hon’ble Judge
did not pronounce the judgement. Since then, both the Judges have retired. However, on April 11, 2019 new interim
application have been filed by certain power utilities in pending contempt petitions of 2015 alleging non compliance of
Supreme Court order regarding payment of current dues. Applications are yet to be listed. The matter shall be re-heard
before another Bench.
(d) Audit by The Comptroller and Auditor General of India:
Pursuant to the letter dated January 7, 2014 by Department of Power (GoNCTD), The Comptroller Auditor General of
India has commenced audit of all the three electricity distribution companies of Delhi w.e.f. January 27, 2014. BRPL
and BYPL (Delhi Discoms) has filed a writ petition in the Hon’ble High Court praying for staying the said audit, however,
the said prayer has been declined by the Court. Delhi discoms has filed an appeal before the Division Bench of High
Court against the said Order. Both writ petition and appeal have been tagged together along with PIL (Public Interest
Litigation) filed by United Resident Welfare Association (URWA) on the same matter. All arguments were concluded on
March 4, 2015.
In August / September, 2015, Delhi discoms filed interim applications in aforesaid appeals requesting for directions to
CAG to not share the draft audit report with any third party and the same cannot be cited or acted upon in any manner
whatsoever. CAG counsel submitted that they will take no action on the basis of the same. Further, consolidated draft
report of all discoms was furnished by CAG to Delhi discoms pursuant to direction of the Court.
Another set of applications were filed seeking breakup of alleged loss etc. as stated in draft audit report and stay on Exit
Conference. The same were listed on October 1, 2015.The Court did not grant any stay on holding of Exit conference
and stated that the replies be submitted on whatever material is available to Delhi discoms and seek additional details
in the Exit conference and apprise the court on the next date of hearing ie. October 15, 2015.
On October 15, 2015, Delhi discoms apprised the Court that 1100 pages/1412 pages have been provided for the first
time at the Exit Conference held in October 2015 and time is required to respond for the same. CAG counsel stated
that this information has been shared in the past during the Audit process and therefore it is not a new information. The
Court, after hearing the parties, recorded the submission and said that similar matter in the case of Tata Power Delhi
Distribution Limited (TPDDL) is coming up on October 30, 2015. These applications along with the matter would be
listed along with Writ on October 30, 2015.
The Court has also granted the time to the Company till October 30, 2015 to respond to the documents provided at
the Exit Conference, if it so desires. The matter was listed for October 30, 2015 and Hon’ble Court has pronounced its
judgement, wherein Hon’ble court has concluded with “directions to set aside all actions taken pursuant to the January
7, 2014 order and all acts undertaken in pursuance thereof are infructuous”.
CAG, GoNCTD and URWA have filed an appeal against the Hon’ble Court judgement and the matter was listed on
January 18, 2016, wherein notices were issued. Delhi discoms have submitted their replies. Matter was last listed on July
25, 2016 and Court directed the parties to complete the pleadings.The case was slated to be heared on October 19,
2016, but it did not figure in the cause list, hence, did not get listed on that date. Last hearing was on December 07,
2016, when parties were given further four weeks to complete the pleadings . Matter was listed on various occasions
in February/ March 2017, last hearing being on March 09, 2017. The Court has reserved its order on the issue whether
it would like to hear the matter or transfer it to the constitutional bench where matter between GONCTD powers vis
–a vis LG powers is pending. On July 03, 2017 the Bench opined that the instant appeals need not be referred to the
Constitution Bench and adjudication of the appeals should not await the outcome of the decision of the Constitution
Bench. In terms of the signed order, appeals were directed to be listed for hearing on merits. Next date of hearing is
not yet fixed.
231
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
(e)
Late Payment Surcharge on Power Purchase Overdue
Due to financial conditions of the BRPL and BYPL, they could not service dues of various Power Generators / Transmission
companies on time. Due to delays in payment, these companies are entitled to levy Late Payment Surcharge (LPSC)
on BRPL and BYPL. The LPSC is recognized by the BRPL and BYPL based on the allocation methodology as per
Power Purchase Agreements (PPA), applicable regulations of CERC/DERC and reconciliation with Power Generators
/ Transmission companies. There are differences in LPSC recognized in the books of account and amount claimed by
some of the generators / transmitters as per the reconciliation statements. These differences, amounting to ` 568.19
Crore (` 336.32 Crore) and ` 378.90 Crore (` 319.92 Crore) of BRPL and BYPL respectively, are primarily on account
of interpretation of applicable regulations of CERC/DERC or terms of PPA’s where there are no defined payment
allocation methodology.
(f) Delhi Electricity Regulatory Commission (DERC) issued its Tariff Orders on September 29, 2015 upto March 31, 2014
and on August 31, 2017 for the Financial Years 2014-15 and 2015-16 and on March 28, 2018 for the Financial
Year 2016-17 to two subsidiaries of the Parent Company, namely BRPL and BYPL, whereby DERC had trued up the
revenue gap with certain dis-allowances. The Delhi Discoms have preferred appeals against the orders before Hon’ble
Appellate Tribunal for Electricity (APTEL). Based on legal opinion, the impacts of such disallowances, which are subject
matter of appeal, have not been considered in the computation of regulatory assets for the respective years.
(g) Pension Trust Surcharge:
As per DERC directives in the Tariff order dated March 28, 2018, a surcharge of 3.80% has been allowed w.e.f. April
01, 2018 (Previous year 3.70% w.e.f. September 01, 2017) towards recovery of Pension Trust surcharge of erstwhile
DVB Employees/Pensioners as recommended by GoNCTD. Accordingly Delhi Discoms are billing and collecting the
same from the consumers for onwards payment to the pension trust on monthly basis. As per DERC directive, any under
recovery/over recovery from customers shall be considered by DERC at the time of true up, therefore, no impact on
profit or loss for the period is envisaged by Delhi Discoms.
38. Notes related to RPower :
(a)
The Parent Company has an investment of ` 5,756.85 Crore as at March 31, 2019 which represents 33.10% shareholding
in RPower. Further, the Parent Company also has net recoverable amounts aggregating to ` 1,400.29 crore from RPower
Group as at March 31, 2019. RPower has incurred a net loss (after impairment of certain assets) of ` 2,951.83 crore for
the year ended March 31, 2019 and its current liabilities exceeded its current assets by ` 12,249.17 crore as at that date.
Management has performed an impairment assessment of its investment and recoverable amounts in RPower as required by
Indian Accounting Standard 36 Impairment of assets/ Indian Accounting Standard 109 Financial Instruments, by considering
inter alia the valuations of the underlying subsidiaries of RPower which are based on their value in use (considering discounted
cash flows) and valuations of other assets of RPower/its subsidiaries based on their fair values, which have been determined
by external valuation experts and / or management’s internal evaluation. The determination of the value in use / fair value
involves significant management judgment and estimates on the various assumptions including relating to growth rates,
discount rates, terminal value, time that may be required to identify buyers, negotiation discounts etc. Further, management
believes that the above assessment based on value in use / fair value appropriately reflects the recoverable amount of the
investment as the current market price of shares of RPower does not reflect the fundamentals of the business and is an
aberration. Based on management’s assessment and the independent valuation reports, the Group has recorded an impairment
loss on investment of ` 287.03 crore, as an exceptional item, as at and for the year ended March 31,2019, which represents
the excess of the carrying amount of the investment over its estimated recoverable amount. Further, management believes
that no impairment is required in respect of the recoverable amounts.
(b) Rosa Power Supply Company Limited (RPSCL), the wholly owned subsidiary of RPower, an associate of the Parent
Company,Uttar Pradesh Electricity Regulatory Commission,(UPERC) passed the Tariff Order on August 22, 2017 rejecting
various claims of RPSCL pursuant to the provisions of the Power Purchase Agreement (PPA). RPSCL filed a review petition
with the UPERC and also preferred an appeal before APTEL on October 03, 2017 on the tariff determined/trued-up for the
period March 12, 2010 to March 31, 2014. RPSCL also preferred a writ petition before Lucknow Bench of Hon’ble Allahabad
High Court challenging the UPERC (Terms & Condition of Generation Tariff) Regulations, 2014, which was applied by UPERC
for the tariff determined for the period April 01, 2014 to March 31, 2019. In respect of the review petition, UPERC issued
order on April 25, 2018 rejecting certain contentions of RPSCL. Pending the appeal before APTEL and the writ petition before
Lucknow Bench of Hon’ble Allahabad High Court, RPSCL has been recognizing revenues based on the UPERC Tariff Order
dated March 28, 2011 and UPERC Order dated May 21, 2012.
Hon’ble Supreme Court, vide its Judgment dated April 19,2018 and January 21, 2019 issued in other cases has held that
UPERC (Terms & Condition of Generation Tariff) Regulations, 2014 override the Power Purchase Agreement (PPA) unless a
carve out within the Regulation enables the applicability of the PPA.
In view of the above, RPSCL believes that revenue must be recognized as per the Tariff Order of UPERC dated August
22, 2017 subject only to the extent that the Regulations have a carve out relating to earlier PPAs. As the Supreme Court
judgement would be held to lay down the law as it always was, effect of the same has also to be given in the financial
statements of RPSCL for the financial year 2017-18.
232
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Vidarbha Industries Power Limited (VIPL) the wholly owned subsidiary of RPower, had filed a petition with Maharashtra
Electricity Regulatory Commission (MERC) for tariff determined/ trued-up for the period FY 2014-15 to FY 2019-20.
MERC, in its order dated 20 June 2016, disallowed actual cost of coal claimed by the VIPL. Against the said Order of MERC,
VIPL filed an appeal with APTEL. In its Judgment dated November 03, 2016, APTEL directed MERC to re-determine the
tariff by allowing the pass through of actual cost of coal with a certain cap. On January 03, 2017, MERC filed a civil appeal
against the said Order of APTEL in Hon’ble Supreme Court of India. Pending the adjudication of above referred matters,
VIPL has recognised the revenue based on complete pass through of costs as per the terms of PPA and without considering
disallowance. Subsequent to the civil appeal filed by MERC, Hon’ble Supreme Court, vide its Judgment dated April 11, 2017
has laid down the law with respect to non-availability/ supply of indigenous coal as Change in Law event, requiring passing
through of the cost of coal procured from alternate sources in tariff.
Further, in accordance with the ratio determined in the said Judgment of Hon’ble Supreme Court, MERC has granted relief in
several similar matters of other power generating companies.
Consequently, upon the petitions filed by VIPL, MERC, vide its Order September 14, 2018 has directed VIPL to file a revised
Mid Term Review Petition (MTR). Pending the final Order from MERC in MTR Petition, VIPL considers it appropriate to revise
its financial statement and to limit its recognition of revenue on the basis of principles enumerated by APTEL.
RPSCL and VIPL therefore, filed Writ Petitions in the Hon’ble Bombay High Court for seeking liberty to file application under
Section 131 of the Companies Act 2013 along with the revised financial statements for year ended March 31, 2018 before
National Company Law Tribunal (NCLT), Mumbai Bench. The Hon’ble Bombay High Court, has vide its order dated March 26,
2019, granted liberty to RPSCL and VIPL to revise their financial statements for the year ended March, 31, 2018 and seek
the approval of the NCLT under section 131 of the Companies Act, 2013.
Accordingly share of Profit for the year ended March 31, 2018 is lower by ` 84.00 crore. Similarly Earning per Share (Basic/
Diluted) (EPS) has been restated to ` 47.74 from the reported EPS of ` 50.93. Carrying Cost of Associate (RPower) has been
restated as at April 01, 2017 and the same is lower by ` 454.87 crore .
(c)
The subsidiaries of RPower, an associate of the Parent Company carried out impairment testing of Property, plant and
equipments and other assets considering overall situations and accordingly, as required, certain subsidiaries provided for the
impairment in the Statement of Profit and Loss for theyear ended March 31, 2019. Rajasthan Sun Technique Energy Private
Limited (RSTEPL) (which operates a concentrated solar power facility based on pioneering technology) and Samalkot Power
Limited (which was intended to set up a gas based power plant), based on the valuation exercise carried out by independent
experts, have provided for impairment of Property, plant and equipments on March 31, 2019, as a result of the gas based
power project being stranded due to non-availability of gas, in line with a large number of gas based power projects, Rosa
Power Supply Company Limited (RPSCL) has written off certain receivables and Reliance Natural Resources (Singapore) Pte.
Ltd. has provided for impairment of receivables relating to advances for mining, power and other projects during the year
ended March 31, 2019.
During the year, RPower, an associate of the Parent Company has carried out impairment testing of its assets and provided
for impairment aggregating to ` 1,430.37 crore and considered the same as an exceptional item and adjusted by withdrawing
` 1,017.02 crore from General Reserve pursuant to the composite scheme of arrangement between RPower, Reliance Natural
Resources Limited, erstwhile Reliance Futura Limited and four wholly owned subsidiaries of RPower viz. Atos Trading Private
Limited, Atos Mercantile Private Limited, Reliance Prima Limited and Coastal Andhra Power Infrastructure Limited approved
by the Hon’ble High Court of Judicature of Mumbai vide order dated October 15, 2010 wherein RPower is permitted to offset
any expenses or losses, which in the opinion of the Board of Directors are beyond the control of RPower. Had such provision
of expenses not been met from General Reserve, the share of loss of associate would have been higher by ` 337.98 crore.
(d) RPL Solar Power Private Limited, RPL Sunlight Power Private Limited, RPL Surya Power Private Limited, RPL Solaris Power
Private Limited and Vinayak Ventures Private Limited have lent an amount aggregating to ` 384.56 crore during the year
ended March 31, 2019 to RPower. RPower does not have any influence on the directors and/ or its operations of the said
companies and hence, without regarding the said companies as related parties. However, in view of the qualificatory remark
by its Statutory Auditors, Audit Committee of RPower at its meeting held on June 8, 2019 has out of abundant caution and
in compliance with the highest standards of corporate governance considered and ratified the transactions.
39. Project Status:
(a) Project Restructuring in case of CBD Tower Private Limited (CBDTPL)
CBDTPL had signed a development agreement dated May 28, 2008 with Andhra Pradesh Industrial Infrastructure
Limited (APIIC) for the development of trade tower and business district in Hyderabad, which CBDTPL, after development
intends to lease out to the intended users. To mitigate the risk of the project due to economic slowdown, recession
and uncertainty in real estate market, the Board of Directors of CBDTPL approved and submitted a plan to APIIC to
restructure the project in three categories - financial restructuring, restructuring of project development framework and
restructuring of project implementation. Material proposals approved by APIIC includes waiver of development premium
payable @12% p.a. on the unpaid balance towards cost of land up to March 31, 2012 and decrease in the rate of
interest on debentures to 2% p.a. up to March 31, 2014. APIIC also recommended appointment of an independent
third party consultant to comment on the approved restructuring proposal.
233
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
APIIC also approved certain consequential issues, like effective date being date of signing of amended agreement
and mechanism for land transfer for constructing trade tower, permitting construction of business district prior to
construction of trade tower and permitting consortium to dilute its equity from 51% to 26% three years after the
financial closure of trade tower.
Further supplementary demands have been made to APIIC and requested for continuing the waivers / concessions
until signing of amendment agreements and extension of timelines, corresponding to delay period, for all payment
and project obligations. Independent consultant submitted it’s report and recommended in favour of restructuring
including supplementary demands. A sub-committee, appointed by APIIC, approved the Independent consultant’s
recommendations. APIIC has intimated that they have agreed with the findings of the sub-committee and Independent
consultant’s recommendations.
After the bifurcation of state and creation of Telangana State, the project came under Telangana State jurisdiction. The
Government of Telegana (GoT) then constituted a Committee of Secretaries (CoS), empowering it to take final decision
on the recommendations of TSIIC Board read with consultant report.
Post the presentation made on November 13, 2015 by the CBDTPL and Consultant, Chief Secretary asked CBDTPL to
formally put up a letter summarizing all the demands with reasons and the same was submitted to CoS on November
20, 2015. CoS then asked TSIIC to furnish self contained note flagging all the pending issues to be decided by CoS
which was accordingly submitted by them. TSIIC again sent a detailed self explanatory note with recommendations
to GoT for decision. Thereafter CBDTPL had a meeting with Minister (MA&UD &, IT & Industries) along with his senior
officials in July 2016 wherein he assured a favorable communication shortly. Due to delay in communication, in
December 2016 CBDTPL again had a meeting with Principal Secretary (I&C) with a request to expedite the approval
of Restructuring, which has been duly appreciated by the Minister and CoS. Immediate communication was assured.
Further the CBDTPL vide letter dated December 28, 2017, has submitted the Revised Restructuring Proposal to TSIIC,
to ensure that the viability of the project is maintained.
Further TSIIC vide letter dated June 21, 2018 asked the CBDTPL to submit the fresh proposal/commitment taking the
zero date for the project as January 01, 2019. Therefore CBDTPL has resubmitted the Proposal dated July 09, 2018
considering the effective date to be later of January 01, 2019 or the date on which both party execute the Proposal.
Further, the CBDTPL, on advise of TSIIC, revised few of the terms of the proposal and re submitted the proposal on
December 12, 2018. The CBDTPL has been assured of early decision on its proposal. Based on the revised proposal,
TSIIC has appointed E&Y to study and give its recommendation on the revised proposal to it.
In view of above substantive development on the proposal of CBDTPL for restructuring with the Government of
Telangana, CBDTPL has not made provision for (a) Development Premium of ` 278.79 Crore @ 12% p.a compounded
annually on ` 230.27 Crore balance land cost payment of module- II and (b) Interest of ` 101.84 Crore on Debentures,
both for the period from April 01, 2012 to March 31, 2019, as per the existing agreements.
(b) Project Status of NKTCL and TTCL:
i)
NKTCL and TTCL had approached Central Electricity Regulatory Commission (CERC) for allowing tariff revision and
Force Majeure due to delay in grant of clearance u/s 164 of Electricity Act (EA). CERC notified an unfavorable
order which was later challenged by NKTCL and TTCL in Appellate Tribunal for Electricity (ATE). ATE allowed the
appeal filed by Company and set aside the unfavorable CERC order. Pursuant to the ATE Order, written requests
were sent to the beneficiaries seeking (i) Re-fixation of implementation time of the Project and (ii) to increase
Tariff to the tune of 90% in TTCL and 160% in NKTCL.
Three beneficiaries have appealed against the order of ATE in the Supreme Court of India and notices are being
served on all the beneficiaries of the project for filing petition. All the petitions filed by beneficiaries have been
clubbed together by Supreme Court. The petition has been admitted and next hearing is awaited.
ii) Revocation of Licence:
CERC reopened Power Grid Corporation of India Limited’s (PGCIL) petition seeking revocation of license of NKTCL
and TTCL and transfer the project to PGCIL on cost plus model at risk and cost of Reliance Power Transmission
Limited i.e. holding company of NKTCL and TTCL. CERC issued Order on NKTCL and TTCL for compliance
of certain conditions stated in the order within a stipulated time frame or else its license would be revoked.
Based on the Order of CERC, NKTCL and TTCL filed an appeal to ATE challenging CERC Order. ATE rejected
the Implementation Agreement (IA) meant for stay but allowed the appeal. NKTCL and TTCL filed an appeal in
Supreme Court against ATE’s rejection of IA meant for stay. Based on the appeal filed by NKTCL and TTCL, the
Supreme Court has given a stay order directing no coercive action to be taken by CERC. On August 12, 2016
the Supreme Court has disposed off the appeal and directed ATE to decide on the Appeal. The ATE vide its order
dated February 01, 2019 directed to approach CERC, so that CERC may seek necessary advice from the CEA (u/s
73(n) of EA), as to whether the project is required or not. If required, CERC may also adjudicate on the monetary
compensation. NKTCL and TTCL filed a petition in CERC (40 of 2019) and an order for no coercive action against
the Bank Guarantees (BGs) against the IA has been granted by the CERC.A petition has been filed in CERC as
directed by ATE. Date of hearing is awaited
iii) As the approval by Ministry of Power (MoP) u/s 68 of Electricity Act 2003 to the project have already expired,
NKTCL and TTCL has filed a letter on January 14, 2014 requesting extension of the same, but MoP’s response is
still awaited. Pending the said approval, the Transmission Service Agreement (TSA) would not become operative
and implementation of the Project could not be commenced.
234
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
40.
Interests in other entities
(a) Subsidiaries
The Group’s subsidiaries at March 31, 2019 are set out below. Unless otherwise stated, they have share capital
consisting solely of equity shares that are held directly either by Parent Company or its subsidiaries / the Group and
the proportion of ownership interests held equals the voting rights held by the Group either through equity shares,
management agreement or structure of the entity. The country of incorporation or registration is also their principal
place of business.
Principal
activities
Place of
business/
country of
incorporation
Name of entity
BSES Rajdhani Power Limited
BSES Yamuna Power Limited
BSES Kerala Power Limited
Reliance Power Transmission Limited
Parbati Koldam Transmission Company
Limited
Mumbai Metro One Private Limited
Mumbai Metro Transport Private
Limited
Delhi Airport Metro Express Private
Limited
Tamil Nadu Industries Captive Power
Company Limited
Reliance Sea Link One Private Limited
SU Toll Road Private Limited
TD Toll Road Private Limited
TK Toll Road Private Limited
DS Toll Road Limited
NK Toll Road Limited
GF Toll Road Private Limited
JR Toll Road Private Limited
PS Toll Road Private Limited
KM Toll Road Private Limited
HK Toll Road Private Limited
DA Toll Road Private Limited
Nanded Airport Limited (erstwhile
Nanded Airport Private Limited
Baramati Airport Limited (erstwhile
Baramati Airport Private Limited)
Latur Airport Limited (erstwhile Latur
Airport Private Limited)
Yavatmal Airport Limited (erstwhile
Yavatamal Airport Private Limited
Osmanabad Airport Limited (erstwhile
Osmanabad Airport Private Limited)
Reliance Airport Developers Limited
CBD Tower Private Limited
Reliance Energy Trading Limited
Power distribution
Power distribution
Power generation
Power transmission
Power transmission
Metro rail concession
Metro rail concession
Metro rail concession
Power generation
Sea link concession
Toll road concession
Toll road concession
Toll road concession
Toll road concession
Toll road concession
Toll road concession
Toll road concession
Toll road concession
Toll road concession
Toll road concession
Toll road concession
Airport Operation and
Maintenance
Airport Operation and
Maintenance
Airport Operation and
Maintenance
Airport Operation and
Maintenance
Airport Operation and
Maintenance
Airport Operation and
Maintenance
Trade tower and
business district
construction
Sale and purchase
of electricity from
exchanges, bilateral
and barter system
Controlling interest
held by the group
March
March
31, 2018
31, 2019
%
%
51.00
51.00
51.00
51.00
100.00
100.00
100.00
100.00
74.00
74.00
Non-controlling
interest
March
31, 2019
%
49.00
49.00
-
-
26.00
March
31, 2018
%
49.00
49.00
-
-
26.00
69.00
48.00
69.00
48.00
31.00
52.00
31.00
52.00
99.95
99.95
0.05
0.05
33.70
33.70
66.30
66.30
90.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
74.00
100.00
100.00
100.00
74.24
90.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
74.00
100.00
100.00
100.00
74.24
10.00
-
-
-
-
-
-
-
26.00
-
-
-
25.76
10.00
-
-
-
-
-
-
-
26.00
-
-
-
25.76
74.24
74.24
25.76
25.76
74.24
74.24
25.76
25.76
74.24
74.24
25.76
25.76
74.24
74.24
25.76
25.76
65.21
65.21
34.79
34.79
89.00
89.00
11.00
11.00
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
100.00
100.00
-
-
235
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Name of entity
Reliance Cement Corporation Private
Limited
Reliance Electric Generation and
Supply Limited
(upto August 28, 2018)
Utility Infrastructure and Works
Private Limited
Reliance Defence Systems Private
Limited
Reliance Defence Technologies
Private Limited
Reliance Defence and Aerospace
Private Limited
Reliance Defence Limited
Reliance Defence Infrastructure
Limited
Reliance SED Limited
Reliance Propulsion System Limited
Reliance Defence Systems and Tech
Limited
Reliance Helicopters Limited
Reliance Land Systems Limited
Reliance Naval Systems Limited
Reliance Unmanned Systems Limited
Reliance Aerostructure Limited
Principal
activities
Cement manufacture
Power, generation,
transmission and
distribution
Engineering,
Procurement and
Construction
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Reliance Cruise and Terminals Limited Defence systems
Dassault Reliance Aerospace Limited
Reliance Aero Systems Private Limited
(erstwhile Reliance Rafael Defence
Systems Private Limited)
North Karanpura Transmission
Company Limited
Talcher II Transmission Company
Limited
Reliance Delhi Metro Trust
Reliance Toll Road Trust
Reliance Smart Cities Limited
Reliance E-Generation and
Management Private Limited
manufacture
Defence systems
manufacture
Defence systems
manufacture
Power transmission
Power transmission
Beneficiary Trust
Beneficiary Trust
Smart city
construction
Power, generation,
transmission and
distribution
236
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
Place of
business/
country of
incorporation
India
India
Controlling interest
held by the group
March
March
31, 2018
31, 2019
%
%
100.00
100.00
-
100.00
India
100.00
100.00
Non-controlling
interest
March
31, 2019
%
March
31, 2018
%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
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
100.00
100.00
51.00
51.00
49.00
49.00
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
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019 Name of entity
Reliance Energy Limited
Thales Reliance Defence System
Limited
Reliance Global Limited (w.e.f. July
16, 2018)
Reliance Property Developers Private
Limited
Reliance Armaments Limited
Reliance Ammunition Limited
Reliance Velocity Limited
Principal
activities
Power generation,
operations &
maintenance of
power stations and
power trading
Defence systems
manufacture
Engineering and
Construction
Power, generation,
transmission and
distribution
Defence systems
manufacture
Defence systems
manufacture
Urban Transport
Systems
Place of
business/
country of
incorporation
India
Controlling interest
held by the group
March
March
31, 2018
31, 2019
%
%
100.00
100.00
Non-controlling
interest
March
31, 2019
%
March
31, 2018
%
-
-
India
51.00
51.00
49.00
49.00
South Korea
100.00
-
India
100.00
100.00
India
India
India
100.00
100.00
100.00
100.00
100.00
100.00
-
-
-
-
-
-
-
-
-
-
Significant judgement: consolidation of entities with less than 50% voting interest
The management has concluded that the Group controls certain entities, even though it holds less than half of the voting rights
of these subsidiaries. This is because these entities are designed to operate in a manner that does not regard voting rights to be
significant in managing these entities. Also these entities derive virtually all their funding from Parent Company resulting in economic
exposure coupled with ability to use the power to control the economic exposure which has allowed these entities to be assessed
as subsidiaries.
(b) Non-controlling interests (NCI)
Set out below is summarised financial information for each subsidiary that has non-controlling interests that are material
to the Group. The amounts disclosed for each subsidiary are before inter-company eliminations and after policy difference
adjustments.
i)
Summarised balance sheet
Entities
Current
assets
Current
liabilities
Net current
assets/
(liabilities)
Non-
current
assets
Non-
current
liabilities
` Crore
Net non-
current
assets/
(liabilities)
Net assets Accumulated
NCI (after
elimination)
BSES Rajdhani Power Limited
March 31, 2019
March 31, 2018
BSES Yamuna Power Limited
March 31, 2019
March 31, 2018
Mumbai Metro One Private Limited
March 31, 2019
March 31, 2018
PS Toll Road Private Limited
March 31, 2019
March 31, 2018
1,490.50 10,909.75 (9,419.25) 13,916.95
2,052.71
11,864.25
2,445.00
1,198.05
1,278.05
10,819.06 (9,541.01)
13,739.86
1,995.77
11,744.09
2,203.07
1,079.51
641.20
8,785.35 (8,144.16) 10,830.37
1,547.35
9,283.01
1,138.86
619.16
8,857.12 (8,237.96)
10,824.21
1,592.43
9,231.78
993.82
558.04
486.97
12.07
2,866.76 (2,854.69)
2,831.72
2,02.57
2,629.15
(225.54)
(289.23)
10.22
982.91
(972.62)
2,919.90
1,937.25
982.65
10.03
(216.20)
51.93
71.75
265.97
(214.06)
3,462.44
1,901.55
1,560.89
1,346.83
284.27
(212.52)
3,549.63
1,922.20
1,627.43
1,414.91
69.85
87.55
237
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
ii)
Summarised Statement of Profit and Loss
Entities
BSES Rajdhani Power Limited
March 31, 2019
March 31, 2018
BSES Yamuna Power Limited
March 31, 2019
March 31, 2018
Mumbai Metro One Private Limited
March 31, 2019
March 31, 2018
PS Toll Road Private Limited
March 31, 2019
March 31, 2018
Revenue
Profit / (Loss)
for the year
Other
comprehensive
income
Total
comprehensive
income
Profit / (Loss)
allocated to
NCI
10,335.38
9,683.79
5,908.81
5,659.20
322.33
318.52
352.87
346.91
241.35
94.00
144.89
25.34
(235.35)
(238.31)
(68.52)
(110.80)
0.57
0.27
0.28
0.18
0.22
0.02
0.45
0.10
241.92
94.27
145.17
25.52
(235.57)
(238.29)
(68.06)
(110.70)
118.54
46.19
71.13
12.50
(73.03)
(73.87)
(17.70)
(28.78)
iii) Summarised Statement of Cash flows
` Crore
Dividends
paid to NCI
-
-
-
-
-
-
-
-
` Crore
Entities
BSES Rajdhani Power Limited
March 31, 2019
March 31, 2018
BSES Yamuna Power Limited
March 31, 2019
March 31, 2018
Mumbai Metro One Private Limited
March 31, 2019
March 31, 2018
PS Toll Road Private Limited
March 31, 2019
March 31, 2018
Cash flows
from operating
activities
Cash flows
from / (used)
investing
activities
Cash flows
from / (used)
financing
activities
Net increase/
(decrease) in
cash and cash
equivalents
550.42
1,397.39
529.26
841.53
161.98
136.38
262.07
169.96
(540.27)
(454.19)
(264.09)
(325.04)
1.37
14.34
(210.37)
(142.60)
(73.24)
(992.61)
(310.49)
(447.81)
(164.86)
(147.53)
(53.90)
(30.10)
(63.09)
(49.41)
(45.32)
68.68
(1.51)
3.20
(2.20)
(2.74)
(c) Consolidated structured entities
The Group owns investment in the companies which are structured entities consolidated by the Group. These are
contractually driven companies designed in a manner that voting rights or similar rights are not the basis to evaluate
control over the operations of these entities.
(d)
Interest in Jointly Controlled Operations
Coal Bed Methane: The Parent Company along with M/s. Geopetrol International Inc. and Reliance Natural Resources
Limited *(the consortium) was allotted 4 Coal Bed Methane (CBM) blocks from Ministry of Petroleum and Natural
Gas (Mo PNG) covering an acreage of 3,266 square kilometers in the States of Madhya Pradesh, Andhra Pradesh and
Rajasthan. The consortium had entered into a contract with Government of India for exploration and production of
CBM gas from these four CBM blocks. The Parent Company as part of the consortium had 45% share in each of the
four blocks. M/s. Geopetrol International Inc was appointed the operator on behalf of the consortium for all the four
CBM blocks. In SP(N) CBM block, Company subsequently acquired 10% share and Operatorship from M/s. Geopetrol
International Inc.
MZ-ONN-2004 / 2: The Parent Company along with M/s. Geopetrol International Inc, NaftoGaz India Private Limited
and Reliance Natural Resources Limited *(the consortium) was allotted Oil and Gas block from Ministry of Petroleum
and Natural Gas (MoPNG), in the State of Mizoram under the New Exploration Licensing Policy (NELP-VI) round,
covering an acreage of 3,619 square kilometers and the consortium had signed a production sharing contract with
the Government of India for exploration and production of Oil and Gas from block. The Parent Company as part of
the consortium had 70% share in the block. M/s NaftoGaz India Private Limited was the operator on behalf of the
consortium for the block.
238
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Rinfra Astaldi Joint Venture (Metro): The Parent Company along with ASTALDI S.P.A. (ASTALDI), a company
incorporated under the law of Italy, consortium was allotted a project for Part Design and Construction of Elevated
Viaduct and Elevated Stations [Excluding Architectural Finishing & Pre-engineered steel roof structure of Stations] from
Chainage (-) 550 M TO 31872.088 M of LINE-4 CORRIDOR [Wadala-Ghatkopar-Mulund-Thane Kasarvadavali] of
Mumbai Metro Rail Project of MMRDA
Reliance Astaldi JV (VBSL): The Parent Company along with ASTALDI S.P.A. (ASTALDI), a company incorporated
under the law of Italy, consortium was allotted a project from Maharashtra State Road Development Corporation Ltd.
(MSRDC) for Design, Construction and Maintenance of 17.17 km length of Versova Bandra Sea Link (VBSL) in the State
of Maharashtra.
Kashedighat JV: The Parent Company along with “Construction Association Interbudmontazh” (CAI), a company
registered at Ukraine, consortium was allotted a project from Ministry of Road Transport & Highways (MoRTH) through
PWD, Maharashtra for Rehabilitation and Upgradation of NH-66 (Erstwhile NH-17) including 6 Lanes near Parshuram
village in the State of Maharashtra under NHDP-IV on EPC Mode of Contract.
Disclosure of the Company’s share in Joint Controlled Operations:
Name of the Field in the Joint
Venture
Location
Participating Interest
(%)March 31, 2019
Participating Interest
(%)March 31, 2018
SP-(North) – CBM - 2005 / III
Sohagpur, Madhya Pradesh
55 % **
MZ-ONN-2004 / 2
Mizoram
Terminated ***
Rinfra Astaldi Joint Venture (Metro) Mumbai, Maharashtra
Reliance Astaldi JV (VBSL)
Mumbai , Maharashtra
Kashedighat
Parshuram Village, Maharashtra
74%
70%
90%
55 %**
70%***
-
-
-
**The Board of Directors of The Parent Company has approved the transfer of operatorship from M/s. Geopetrol
International Inc to The Parent Company on February 14, 2015. MoPNG approved the same on April 28, 2016 and
amendment to Contract has been conveyed on January 29, 2018. DGH approved exploration Phase-II commencement
date as February 28, 2018 with Company as Operator.
*** MoPNG, Government of India in October 2012, after six years of the award of block, observed that NaftoGaz
India Limited had falsely represented itself as the subsidiary of NaftoGaz of Ukraine at the time of bidding and served
notice of termination to all consortium members referring relevant clause of NELP-VI notice inviting offer (NIO) and
Article 30.3(a) of the Production Sharing Contract (PSC) and demanded to pay penalty towards unfinished minimum
work program. The Parent Company has received letter dated April 16, 2015 from DGH to deposit USD 9,467,079 as
cost of unfinished Minimum Work Program (MWP) to MoPNG. The claim has been contested by The Parent Company
vide letter dated June 21, 2014, May 25, 2015 and March 05, 2016. The said amount is disclosed under Contingent
Liability in Note No. 22 above.
(* Share of RNRL has since been demerged to 4 Subsidiary Companies of Reliance Power Limited).
Based on the audited statement of accounts of the JV, the Company’s shares in respect of assets and liabilities and
expenditure for the year have been accounted as under.
` Crore
Particulars
2018-19
2017-18
Kashedighat
JV
Mizo
Block
CBM
Block
Rinfra
Astaldi JV
(Metro)
Reliance
Astaldi JV
(VBSL)
Kashedighat
JV
Mizo
Block
CBM
Block
Rinfra
Astaldi JV
(Metro)
Reliance
Astaldi JV
(VBSL)
61.90
15.35
61.90
15.35
Income
Expenses
Non Current Assets
4.79
0.65
17.91
17.91
0.32
-
-
-
-
0.03
-
Current Assets
55.12
18.28
7.69
0.24
3.53
Non Current Liabilities
33.97
0.69
Current Liabilities
25.94
18.24
1.03
6.98
-
-
-
0.01
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1.34
-
0.24
3.53
-
-
-
0.01
239
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
(f)
Interests in Associates and Joint Venture accounted using the equity method
(i) Details of carrying value of Associates and Joint Venture
Name of entity
Place of
business/
country of
incorporation
Reliance Power Limited
Metro One Operation Private
Limited
Reliance Geo Thermal Power
Private Limited @` 25,000
RPL Sun Technique Private
Limited
RPL Photon Private Limited
India
India
India
India
India
RPL Sun Power Private Limited
India
Reliance Naval and Engineering
Limited
Utility Powertech Limited
India
India
Total
*Note: Unlisted entity- no quoted price available
Reliance Power Limited
% of ownership interest as at
` Crore
Quoted
fair value
Carrying
amount
March 31, 2019
March 31, 2018
33.10%
43.22%
1,053.85
4,375.31
5,469.82
9,177.80
March 31, 2019
March 31, 2018
March 31, 2019
March 31, 2018
March 31, 2019
March 31, 2018
March 31, 2019
March 31, 2018
March 31, 2019
March 31, 2018
March 31, 2019
March 31, 2018
March 31, 2019
March 31, 2018
March 31, 2019
March 31, 2018
30.00%
30.00%
25.00%
25.00%
50.00%
50.00%
50.00%
50.00%
50.00%
50.00%
29.84%
30.76%
19.80%
19.80%
*
*
*
*
*
*
*
*
*
*
2.47
1.14
-
-
-
-
-
-
-
-
237.71
620.08
*
*
-
967.04
24.22
19.95
5,496.51
10,165.93
Reliance Power Limited has India’s largest portfolio of private power generation and resources under development.
The portfolio of RPower comprises of multiple sources of power generation - coal, gas hydro, wind and solar
energy.
Metro One Operation Private Limited
The Company is engaged in operations and maintenance of the Mumbai Metro I line from Versova to Ghatkopar
Reliance Naval and Engineering Limited
The Company is mainly engaged in the construction of vessels, repairs and refits of ships and rigs and heavy
engineering.
Reliance Geo Thermal Power Private Limited, RPL Photon Private Limited, RPL Sun Technique Private
Limited and RPL Sun Power Private Limited
These Companies are formed with an object of generation and distribution of Power.
Utility Powertech Limited
The Company is a Joint Venture between NTPC Limited and Reliance Infrastructure Limited engaged in operation
and maintenance of electrical and mechanical equipments, civil maintenance of townships, residual life assessment
studies, construction/erection of buildings and electrical equipments in power distribution sector.
(ii) Summarised financial information for Associates and Joint Ventures
The tables below provide summarised financial information for those associates and joint venture that are material
to the Group. The information disclosed reflects the amounts presented in the financial statements of the relevant
associates and not Reliance Infrastructure Limited’s share of those amounts. They have been amended to reflect
adjustments made by the entity when using the equity method, including fair value adjustments made at the time
of acquisition and modifications for differences in accounting policies.
240
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
a)
Summarised Balance Sheet (Material Associates)
Particulars
Total current assets
Total non-current assets
Total current liabilities
Total non-current liabilities
Net assets
Reconciliation to carrying amounts
Particulars
Opening carrying value
Profit / (Loss) for the year
Other comprehensive income
Stake increased/(decreased) during the
year
Carrying cost adjustments
Impairnment Loss/Written Off (Refer
note 31)
Closing carrying value
Group’s share in %
Group’s share in `
Including Goodwill
Carrying amount
Summarised Statement of Profit and Loss
Particulars
Revenue
Reliance Power Limited
` Crore
Reliance Naval and
Engineering Limited
As at
March 31, 2019
As at
March 31, 2018
As at
March 31, 2019
As at
March 31, 2018
5,959.28
52,119.12
18,208.45
22,492.48
17,377.47
7,997.40
54,176.54
12,283.86
28,655.12
21,234.96
1,678.13
2,468.18
14,231.90
335.90
(10421.49)
1,841.59
11,152.89
11,365.48
1,185.56
443.44
` Crore
Reliance Power Limited
Reliance Naval and
Engineering Limited
As at
March 31, 2019
As at
March 31, 2018
As at
March 31, 2019
As at
March 31, 2018
9,177.80
(1,052.70)
45.20
(2,075.47)
(337.98)
(287.03)
5,469.82
33.10%
5,469.82
-
8,784.52
363.25
2.87
-
27.16
-
9,177.80
43.22%
9,177.80
-
5,469.82
9,177.80
967.04
(337.68)
0.03
-
-
(629.40)
-
29.84%
-
-
-
1,318.34
(311.37)
0.08
(40.01)
-
-
967.04
29.84%
967.04
901.92
967.04
Reliance Power Limited
` Crore
Reliance Naval and
Engineering Limited
Year ended
March 31, 2019
Year ended
March 31, 2018
Year ended
March 31, 2019
Year ended
March 31, 2018
8,534.26
9,871.01
184.66
457.13
Profit / (Loss) from Continuing Operations
(2,955.91)
835.70
(10,926.55)
(1,011.97)
Profit / (Loss) after tax from Discontinued
Operations
Other comprehensive income
4.09
119.62
4.75
6.63
-
(0.12)
-
0.27
Total comprehensive income
(2,832.20)
847.09
(10,926.67)
(1,011.70)
Dividends received
-
-
-
-
241
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
b)
Summarised Statement of Profit and Loss of Immaterial Associates
Particulars
Share in profit or (loss)
Share in other comprehensive income
Share in total comprehensive income
c) Summarised Statement of Profit and Loss of Immaterial Joint Venture
Particulars
Share in profit or (loss)
Share in other comprehensive income (@` 21,384)
Share in total comprehensive income
41. Additional Information required by Schedule III
` in Crore
Year ended
March 31, 2019
Year ended
March 31, 2018
1.89
-
1.89
0.66
(0.05)
0.61
` in Crore
Year ended
March 31, 2019
Year ended
March 31, 2018
5.65
@
5.65
4.16
(0.27)
3.89
Net assets (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
` Crore
As % of
consolidated
profit or loss
` Crore
As % of
consolidated
other
comprehensive
income
` Crore
As % of
consolidated
total
comprehensive
income
` Crore
100.81%
14,290.88
37.64%
(913.39)
92.84%
21,984.66
132.57%
1,664.37
10.49%
83.23%
5.62
19.13
38.25%
(907.77)
131.68%
1,683.50
2.58%
1.63%
0.28%
0.17%
0.00%
0.00%
0.00%
0.00%
365.60
386.50
40.17
40.33
(0.40)
(0.42)
(0.25)
(0.27)
0.86%
-0.99%
0.01%
-0.06%
0.01%
-0.02%
0.01%
-0.02%
(20.91)
(12.37)
(0.17)
(0.77)
(0.15)
(0.31)
(0.16)
(0.27)
2.85%
1.72%
403.84
407.17
-2.03%
2.17%
49.24
27.18
-1.16%
(164.15)
9.70%
(235.35)
0.30%
71.42
-18.98%
(238.31)
0.00%
0.00%
0.00
0.00
0.00%
0.00%
0.00
0.00
0.00%
0.00%
0.00%
0.16%
0.00%
0.00%
0.00%
0.00%
0.12%
-0.52%
-0.42%
0.08%
0.00%
0.00%
0.00
0.00
0.00
0.04
0.00
0.00
0.00
0.00
0.06
(0.12)
(0.22)
0.02
0.00
0.00
0.88%
-0.97%
0.01%
-0.06%
0.01%
-0.02%
0.01%
-0.02%
(20.91)
(12.37)
(0.17)
(0.73)
(0.15)
(0.31)
(0.16)
(0.27)
-2.08%
2.12%
49.30
27.06
9.93%
(235.57)
-18.64%
(238.29)
0.00%
0.00%
0.00
0.00
Name of the entity in the group
Parent
Reliance Infrastructure Limited
March 31, 2019
March 31, 2018
Subsidiaries (group’s share)
Indian
BSES Kerala Power Limited
March 31, 2019
March 31, 2018
Reliance Power Transmission Limited
March 31, 2019
March 31, 2018
North Karanpura Transmission Company
Limited
March 31, 2019
March 31, 2018
Talcher II Transmission Company Limited
March 31, 2019
March 31, 2018
Parbati Koldam Transmission Company
Limited
March 31, 2019
March 31, 2018
Mumbai Metro One Private Limited
March 31, 2019
March 31, 2018
Reliance Sea Link One Private Limited
March 31, 2019
March 31, 2018
242
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Net assets (total assets minus
total liabilities)
Share in profit or (loss)
Share in other comprehensive
income
Share in total comprehensive
income
Name of the entity in the group
As % of
consolidated
net assets
` Crore
As % of
consolidated
profit or loss
` Crore
As % of
consolidated
other
comprehensive
income
` Crore
As % of
consolidated
total
comprehensive
income
` Crore
-0.24%
-0.16%
5.74
(2.01)
-0.86%
0.00%
(0.46)
0.00
-0.22%
-0.16%
5.28
(2.01)
DS Toll Road Limited
March 31, 2019
March 31, 2018
NK Toll Road Limited
March 31, 2019
March 31, 2018
GF Toll Road Private Limited
March 31, 2019
March 31, 2018
KM Toll Road Private Limited
March 31, 2019
March 31, 2018
PS Toll Road Private Limited
March 31, 2019
March 31, 2018
DA Toll Road Private Limited
March 31, 2019
March 31, 2018
HK Toll Road Private Limited
March 31, 2019
March 31, 2018
TK Toll Road Private Limited
March 31, 2019
March 31, 2018
TD Toll Road Private Limited
March 31, 2019
March 31, 2018
SU Toll Road Private Limited
March 31, 2019
March 31, 2018
JR Toll Road Private Limited
March 31, 2019
March 31, 2018
Reliance Energy Trading Limited
March 31, 2019
March 31, 2018
CBD Tower Private Limited
March 31, 2019
March 31, 2018
Reliance Electric Generation and Supply
Limited
March 31, 2019
March 31, 2018
0.44%
0.24%
1.15%
0.74%
1.18%
0.79%
2.55%
1.76%
9.50%
5.98%
5.86%
3.51%
1.73%
1.28%
2.33%
1.43%
0.56%
0.33%
0.85%
0.63%
0.45%
0.28%
0.06%
0.06%
1.32%
0.79%
61.84
56.57
162.94
174.78
167.47
185.90
361.38
416.81
0.49%
-0.10%
(11.84)
(1.32)
1.07%
-2.61%
(25.89)
(32.79)
3.58%
-2.48%
(86.78)
(31.09)
1,346.83
1,414.91
2.82%
(68.53)
-8.83%
(110.80)
831.34
832.05
245.80
302.78
331.00
339.80
79.16
77.61
120.18
148.24
63.75
66.13
8.02
13.84
186.55
186.55
0.05%
-0.06%
(1.14)
(0.70)
2.34%
-3.19%
(56.84)
(40.06)
0.51%
-0.72%
(12.37)
(8.99)
0.01%
-1.00%
(0.35)
(12.57)
1.15%
-1.47%
(27.87)
(18.45)
0.43%
-1.65%
(10.54)
(20.76)
0.23%
0.04%
0.00%
0.00%
(5.53)
0.52
0.00
0.00
0.00%
-0.18%
0.00
(43.79)
0.00%
-3.78%
0.00
(47.48)
0.00%
0.00%
0.15%
0.03%
0.08%
-0.04%
0.85%
0.45%
0.80%
-0.52%
-0.26%
0.55%
0.09%
-0.20%
0.35%
-0.49%
-0.34%
-0.03%
0.12%
-0.33%
0.00%
0.00%
0.00%
0.00%
4.94%
0.00%
0.00
0.00
0.08
0.01
0.04
(0.01)
0.45
0.10
0.43
(0.12)
(0.14)
0.13
0.05
(0.05)
0.19
(0.11)
(0.18)
(0.01)
0.06
(0.08)
0.00
0.00
0.00
0.00
2.65
0.00
0.50%
-0.10%
(11.84)
(1.32)
1.09%
-2.56%
(25.82)
(32.79)
3.65%
-2.43%
(86.74)
(31.10)
2.87%
(68.08)
-8.66%
(110.70)
0.03%
-0.06%
(0.71)
(0.82)
2.40%
-3.12%
(56.97)
(39.93)
0.52%
-0.71%
(12.32)
(9.04)
0.01%
-0.99%
(0.16)
(12.68)
1.18%
-1.44%
(28.05)
(18.46)
0.44%
-1.63%
(10.48)
(20.84)
0.23%
0.04%
0.00%
0.00%
(5.53)
0.52
0.00
0.00
-0.11%
-3.71%
2.65
(47.48)
243
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019 Net assets (total assets minus
total liabilities)
Share in profit or (loss)
Share in other comprehensive
income
Share in total comprehensive
income
Name of the entity in the group
As % of
consolidated
net assets
` Crore
As % of
consolidated
profit or loss
` Crore
As % of
consolidated
other
comprehensive
income
` Crore
As % of
consolidated
total
comprehensive
income
` Crore
Utility Infrastructure & Works Private
Limited
March 31, 2019
March 31, 2018
Reliance Airport Developers Limited
March 31, 2019
March 31, 2018
Baramati Airport Limited
March 31, 2019
March 31, 2018
Latur Airport Limited
March 31, 2019
March 31, 2018
Nanded Airport Limited
March 31, 2019
March 31, 2018
Osmanabad Airport Limited
March 31, 2019
March 31, 2018
Yavatmal Airport Limited
March 31, 2019
March 31, 2018
Reliance Cement Corporation Private
Limited
March 31, 2019
March 31, 2018
Reliance Defence Systems Private Limited
March 31, 2019
March 31, 2018
Reliance Defence Technologies Private
Limited
March 31, 2019
March 31, 2018
Reliance Defence & Aerospace Private
Limited
March 31, 2019
March 31, 2018
Reliance Defence Limited
March 31, 2019
March 31, 2018
Reliance Defence Infrastructure Limited
March 31, 2019
March 31, 2018
Reliance SED Limited
March 31, 2019
March 31, 2018
244
0.03%
0.03%
0.50%
0.30%
0.10%
0.06%
0.02%
0.02%
3.66
6.80
70.82
70.80
14.78
15.12
3.41
3.81
-0.07%
-0.03%
(10.52)
(7.93)
5.75
5.99
1.27
1.61
0.13%
0.00%
0.00%
-0.01%
0.01%
-0.02%
0.02%
-0.03%
0.11%
-0.73%
0.01%
-0.03%
0.01%
-0.02%
(3.14)
(0.00)
0.02
(0.10)
(0.33)
(0.31)
(0.40)
(0.38)
(2.58)
(9.12)
(0.24)
(0.43)
(0.34)
(0.29)
(0.00)
0.00
(9.32)
(9.32)
0.00%
0.00%
(0.18)
62.13% (1,507.72)
1,429.53
-2.39%
(30.07)
(0.01)
(0.00)
(0.04)
(0.04)
0.44
(0.55)
0.03
0.04
0.04
0.04
0.00%
0.00%
0.00%
0.00%
(0.00)
(0.00)
(0.00)
(0.00)
0.41%
-1.55%
(10.05)
(19.43)
0.00%
0.00%
0.00%
0.00%
(0.01)
(0.00)
(0.01)
(0.00)
0.04%
0.03%
0.01%
0.01%
-0.07%
-0.04%
0.00%
6.04%
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%
0.03%
0.04%
0.00%
0.00%
0.00%
0.00%
0.83%
-1.02%
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
0.00
0.00
0.00
0.00
0.02
0.01
0.00
0.00
0.00
0.00
0.44
(0.23)
0.00
0.00
0.00
0.00
0.13%
0.00%
0.00%
-0.01%
0.01%
-0.02%
0.02%
-0.03%
0.11%
-0.71%
0.01%
-0.03%
0.01%
-0.02%
0.00%
0.00%
(3.14)
(0.00)
0.02
(0.10)
(0.33)
(0.31)
(0.40)
(0.38)
(2.58)
(9.12)
(0.24)
(0.43)
(0.34)
(0.29)
(0.00)
0.00
63.53% (1,507.70)
-2.35%
(30.06)
0.00%
0.00%
0.00%
0.00%
(0.00)
(0.00)
(0.00)
(0.00)
0.40%
-1.54%
(9.61)
(19.67)
0.00%
0.00%
0.00%
0.00%
(0.01)
(0.00)
(0.01)
(0.00)
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019 Net assets (total assets minus
total liabilities)
Share in profit or (loss)
Share in other comprehensive
income
Share in total comprehensive
income
Name of the entity in the group
As % of
consolidated
net assets
` Crore
As % of
consolidated
profit or loss
` Crore
As % of
consolidated
other
comprehensive
income
` Crore
As % of
consolidated
total
comprehensive
income
` Crore
Reliance Propulsion System Limited
March 31, 2019
March 31, 2018
Reliance Defence Systems & Tech Limited
March 31, 2019
March 31, 2018
Reliance Helicopters Limited
March 31, 2019
March 31, 2018
Reliance Land Systems Limited
March 31, 2019
March 31, 2018
Reliance Naval Systems Limited
March 31, 2019
March 31, 2018
Reliance Unmanned Systems Limited
March 31, 2019
March 31, 2018
Reliance Aerostructure Limited
March 31, 2019
March 31, 2018
Reliance Cruise and Terminals Limited
March 31, 2019
March 31, 2018
Dassault Reliance Aerospace Limited
March 31, 2019
March 31, 2018
Reliance Aero Systems Private Limited
March 31, 2019
March 31, 2018
Reliance Smart Cities Limited
March 31, 2019
March 31, 2018
Reliance E-Generation and Management
Private Limited
March 31, 2019
March 31, 2018
Reliance Energy Limited
March 31, 2019
March 31, 2018
BSES Rajdhani Power Limited
March 31, 2019
March 31, 2018
0.00%
0.00%
0.00%
-0.01%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
-0.02%
-0.02%
0.00%
0.00%
0.34%
0.05%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.03
0.04
(0.16)
(2.82)
0.03
0.04
0.02
0.03
0.03
0.03
0.04
0.04
(2.68)
(5.62)
0.03
0.04
48.45
11.73
0.00
0.01
0.03
0.04
0.01
0.01
0.03
0.04
0.00%
0.00%
-0.01%
-0.18%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
-0.12%
-0.11%
0.00%
0.00%
0.25%
-0.32%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
(0.00)
(0.00)
0.16
(2.22)
(0.01)
(0.00)
(0.01)
(0.00)
(0.00)
(0.00)
(0.00)
(0.00)
2.94
(1.32)
(0.00)
(0.01)
(6.02)
(3.97)
(0.00)
(0.00)
(0.00)
(0.01)
(0.00)
(0.00)
(0.00)
(0.01)
12.48%
1,769.29
-12.00%
6.24%
1,477.40
11.56%
291.27
145.11
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
-0.05%
0.00%
(0.03)
0.00
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
1.06%
1.17%
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.57
0.27
0.00%
0.00%
-0.01%
-0.17%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
-0.12%
-0.10%
0.00%
0.00%
0.25%
-0.31%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
(0.00)
(0.00)
0.16
(2.22)
(0.01)
(0.00)
(0.01)
(0.00)
(0.00)
(0.00)
(0.00)
(0.00)
2.94
(1.32)
(0.00)
(0.01)
(6.04)
(3.97)
(0.00)
(0.00)
(0.00)
(0.01)
(0.00)
(0.00)
(0.00)
(0.01)
-12.30%
11.37%
291.84
145.38
245
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019 Name of the entity in the group
As % of
consolidated
net assets
` Crore
As % of
consolidated
profit or loss
` Crore
Net assets (total assets minus
total liabilities)
Share in profit or (loss)
Share in other comprehensive
income
Share in total comprehensive
income
As % of
consolidated
other
comprehensive
income
` Crore
As % of
consolidated
total
comprehensive
income
` Crore
0.53%
0.79%
0.00%
0.00%
0.28
0.18
0.00
0.00
-7.25%
3.17%
172.01
40.49
0.00%
0.00%
(0.01)
(0.01)
6.63%
3.24%
939.86
767.85
-7.08%
3.21%
171.73
40.31
0.00%
0.00%
(0.01)
(0.01)
BSES Yamuna Power Limited
March 31, 2019
March 31, 2018
Tamil Nadu Industries Captive Power
Company Limited
March 31, 2019
March 31, 2018
Delhi Airport Metro Express Private
Limited
March 31, 2019
March 31, 2018
Mumbai Metro Transport Private Limited
March 31, 2019
March 31, 2018
Western Transco Power Limited
March 31, 2019
March 31, 2018
Western Transmission (Gujarat) Limited
March 31, 2019
March 31, 2018
Reliance Property Developers Private
Limited
March 31, 2019
March 31, 2018
Reliance Armaments Limited
March 31, 2019
March 31, 2018
Reliance Ammunition Limited
March 31, 2019
March 31, 2018
Reliance Velocity Limited
March 31, 2019
March 31, 2018
Reliance Toll Road Trust
March 31, 2019
March 31, 2018
Reliance Delhi Metro Trust
March 31, 2019
March 31, 2018
Thales Reliance Defence System Limited
March 31, 2019
March 31, 2018
Reliance Global Limited
March 31, 2019
March 31, 2018
246
-0.01%
0.00%
0.15%
0.13%
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%
-0.02%
0.00%
0.00%
-
(0.72)
(0.71)
21.60
30.64
0.42
0.44
-
-
-
-
0.00
0.01
0.04
0.05
0.04
0.05
(0.10)
0.01
-
9.35
0.03
0.01
(4.99)
0.00
0.04
-
0.37%
-1.74%
(9.05)
(21.84)
0.03%
-0.25%
0.02
(0.06)
0.38%
-1.71%
(9.03)
(21.90)
0.00%
0.00%
-
0.15%
-
0.24%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
-
0.00%
0.00%
0.00%
0.25%
0.00%
(0.02)
(0.02)
-
1.84
-
3.01
(0.00)
(0.00)
(0.00)
0.00
(0.01)
0.00
(0.11)
0.00
-
-
-
-
(6.00)
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%
0.00%
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%
-
0.14%
-
-0.13%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
-
0.00%
0.00%
0.00%
0.25%
0.00%
(0.02)
(0.02)
-
1.84
-
3.01
(0.00)
(0.00)
(0.00)
0.00
(0.01)
0.00
(0.11)
0.00
-
0.00
0.00
0.00
(6.00)
0.00
0.00%
(0.02)
-
-
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019 Net assets (total assets minus
total liabilities)
Share in profit or (loss)
Share in other comprehensive
income
Share in total comprehensive
income
Name of the entity in the group
As % of
consolidated
net assets
` Crore
As % of
consolidated
profit or loss
` Crore
As % of
consolidated
other
comprehensive
income
` Crore
As % of
consolidated
total
comprehensive
income
` Crore
Non-controlling interests in all
subsidiaries
March 31, 2019
March 31, 2018
Associates
(Investment as per equity method)
Indian
Reliance Power Limited
March 31, 2019
March 31, 2018
Metro One Operation Private Limited
March 31, 2019
March 31, 2018
Reliance Naval and Engineering Limited
March 31, 2019
March 31, 2018
Reliance Geo Thermal Power Private
Limited
March 31, 2019
March 31, 2018
RPL Sun Technique Private Limited
March 31, 2019
March 31, 2018
RPL Photon Private Limited
March 31, 2019
March 31, 2018
RPL Sun Power Private Limited
March 31, 2019
March 31, 2018
Joint ventures
(Investment as per equity method)
Indian
Utility Powertech Limited
March 31, 2019
March 31, 2018
Inter Co. Elimination/Adjustments arising
out of consolidation
March 31, 2019
March 31, 2018
Total
March 31, 2019
March 31, 2018
-11.92%
(1,690.11)
-6.66%
(1,576.47)
4.29%
3.27%
(104.18)
41.04
-0.90%
-0.97%
(0.48)
(0.22)
4.41%
(104.66)
-1.72%
40.82
38.59%
38.76%
5,469.82
9,177.80
43.38% (1,052.70)
28.93%
363.25
0.02%
0.00%
0.00%
4.08%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
2.47
1.14
-0.08%
0.05%
1.89
0.66
-
13.91%
(337.68)
967.04
-24.80%
(311.37)
-
-
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%
-
-
-
-
-
-
-
-
84.37%
12.49%
0.02%
-0.04%
0.19%
0.36%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.17%
0.08%
24.22
19.95
-0.23%
0.33%
5.65
4.16
0.00%
-1.17%
-80.31% (11,384.10)
-64.40%
1,562.99
-66.62% (15,775.47)
-4.46%
(55.95)
100%
100%
14,175.74
23,680.11
100% (2,426.82)
100%
1,255.50
0.00%
0.00%
100%
100%
45.20
2.87
0.01
(0.01)
0.03
0.08
-
-
-
-
-
-
-
-
0.00
(0.27)
0.00
0.00
53.57
22.99
42.45% (1,007.50)
28.64%
366.12
-0.08%
0.05%
1.90
0.65
14.22%
(337.58)
-24.35%
(311.29)
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
-
-
-
-
-
-
-
-
-0.24%
-0.16%
5.65
3.89
-65.86%
1,562.99
2.36%
(55.95)
100% (2,373.25)
100%
1,278.49
247
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019 42. Fair Value Measurement and Financial Risk Management
(A)
Fair Value Measurement
(a)
Financial Instruments by category
Particulars
Financial assets
Investments
- Equity instruments
- Preference shares
- Debentures
- Mutual funds
- Government securities
Trade receivables
Inter Corporate Deposits
Security deposits
Loan to Employees
Other receivables
Receivable from DMRC
Claim receivable from NHAI
Grant receivable from NHAI
Unbilled Revenue
Margin Money with bank
Interest receivable
Cash and cash equivalents
Bank deposits with original maturity
of more than 3 months but less than
12 months
Bank deposits with more than 12
months original maturity
As at March 31, 2019
As at March 31, 2018
FVTPL
FVOCI
Amortised
cost
FVTPL
FVOCI
Amortised
cost
` Crore
78.24
678.62
1,151.53
16.63
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
3.73
1,412.64
1,010.11
378.88
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
4,471.08
5,546.20
114.01
10.47
998.98
1,374.60
38.20
36.93
512.39
133.97
690.19
634.95
259.38
40.15
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
120.80
5,423.39
13,137.13
137.94
49.77
1,087.39
1,173.20
55.47
54.23
470.02
126.36
1,174.38
525.77
619.51
8.64
Total financial assets
1,925.02
-
14,861.50 2,805.36
-
24,164.00
Financial liabilities
Borrowings (including finance lease
obligations and
interest accrued
thereon)
Trade payables
Other payable
Deposits from consumers
Deposits from Others
NHAI premium payable
Creditors for Capital Expenditure
Financial guarantee obligation
Unpaid dividends
-
-
-
-
-
-
-
22.90
-
-
18,421.88
19,836.79
143.77
1,267.99
258.04
2,902.98
781.00
-
-
-
-
-
-
-
-
-
9.24
16.05
-
-
-
-
-
-
-
-
Total financial liabilities
22.90
-
43,628.51
9.24
248
-
30,459.50
-
-
-
-
-
-
-
-
-
22,201.10
1,009.65
1,223.98
703.13
2,782.65
790.88
-
15.46
59,186.35
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
(b) Fair value hierarchy
This section explains the judgments and estimates made in determining the fair values of the financial instruments that
are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed
in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value,
the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An
explanation of each level follows underneath the table.
Assets and liabilities for which fair values are
disclosed as at March 31, 2019
Level 1
Assets and liabilities measured at fair value -
recurring fair value measurements as at
March 31, 2019
Financial instruments at FVTPL
Unquoted equity instruments
Quoted equity instruments
Mutual Fund
Preference Shares
Debentures
Financial Guarantee Obligations
Derivatives not designated as hedges
Derivative Financial Liability
Non-financial assets
Investment property
Investments in equity instruments of associates
Reliance Power Limited
Reliance Naval and Engineering Limited
Financial Liabilities
Borrowings (including finance lease obligation and
interest)
Assets and liabilities measured at fair value -
recurring fair value measurements as at
March 31, 2018
Financial instruments at FVTPL
Unquoted equity instruments
Preference shares
Debentures
Mutual funds
Financial Guarantee Obligations
Derivatives not designated as hedges
Derivative financial liabilities
Assets and liabilities for which fair values are
disclosed as at March 31, 2018
Non-financial assets
Investment property
Investments in equity instruments of associates
Reliance Power Limited
Reliance Naval and Engineering Limited
Financial assets
Government securities
Financial Liabilities
Borrowings (including finance lease obligation and
interest)
Level 1
Level 2
Level 3
Total
` Crore
-
74.51
16.63
-
-
-
-
-
1,053.85
237.71
-
-
-
-
-
-
3.73
-
-
3.73
74.51
16.63
678.62
678.62
1,151.53
1,151.53
22.90
22.90
0.18
-
0.18
Level 2
Level 3
Total
-
-
-
531.00
531.00
-
-
1,053.85
237.71
18,449.55
18,449.55
Level 1
Level 2
Level 3
` Crore
Total
-
-
-
378.88
-
Level 1
-
-
4,375.31
620.08
120.71
-
-
-
-
-
3.73
1,412.64
1,010.11
-
9.24
3.73
1,412.64
1,010.11
378.88
9.24
15.60
-
15.60
Level 2
Level 3
Total
-
-
-
-
531.00
531.00
-
-
-
4,375.31
620.08
120.71
30,764.47
30,764.47
249
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
There were no transfers between any levels during the year
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes mutual funds
that have a quoted price. The fair value of all equity instruments which are traded in the stock exchanges is valued
using the closing price as at the reporting period. The mutual funds are valued using the closing NAV.
Level 2: The fair value of financial instruments that are not traded in an active market (for example over-the-
counter derivatives) is determined using valuation techniques which maximise the use of observable market data
and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument
are observable, the instrument is included in level 2
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included
in level 3. This is the case for unlisted equity securities, preference shares and debentures which are included in
level 3
(c) Valuation technique used to determine fair value
Specific valuation techniques used to value financial instruments include
●
●
the use of quoted market prices or dealer quotes for similar instruments
the fair value of the remaining financial instruments is determined using discounted cash flow analysis /
Earnings / EBITDA multiple method.
All of the resulting fair value estimates are included in level 1 and 2 except for unlisted equity securities, where
the fair values have been determined based on present values and the discount rates used were adjusted for
counterparty or own credit risk.
(d)
Fair value measurements using significant unobservable inputs (level 3)
Particulars
As at March 31, 2018
Other fair value gains(losses) recognised in Consolidated
Statement of Profit and Loss (unrealised)
Loss recognised in Consolidated Statement of profit and loss
Sale Proceeds
As at March 31, 2019
(e) Fair value of financial assets and liabilities measured at amortised cost
Financial Assets
Financial Liabilities
(` Crore)
2,426.48
271.94
860.44
4.10
1,833.88
9.24
13.66
-
-
22.90
` Crore
Particulars
As at March 31, 2019
As at March 31, 2018
Financial assets
Government securities
Service concession receivables
Financial liabilities
Carrying
amount
Fair value
Carrying
amount
Fair
value
-
-
-
-
120.80
120.71
-
-
Borrowings (including finance lease
obligations and interest accrued thereon)
18,421.88
18,449.55
30,459.50
30,764.47
The carrying amounts of trade receivables, trade payables, advances to employees including interest thereon
(secured/unsecured), intercorporate deposits, security deposits, deposits from customers, other receivable, loans
to employees, interest receivables, subordinate debt, unpaid dividends, bank deposits with original maturity of
more than 3 months but less than 12 months, bank deposits with more than 12 months maturity, capital
creditors, loans to employee and cash and cash equivalents are considered to have their fair values approximately
equal to their carrying values. The fair values for other assets and liabilities were calculated based on cash flows
discounted using a current lending rate. They are classified as level 3 fair values in the fair value hierarchy if there
is inclusion of unobservable inputs including counterparty credit risk. The fair values of non-current borrowings
and finance lease obligations are based on discounted cash flows using a current borrowing rate. They are classified
as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs, including own credit risk.
250
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
(f)
Valuation Inputs and relationship to fair value
Particulars
Fair Value as at
March 31, 2019 March 31, 2018
Valuation
Techniques
Equity Instruments
3.73
Preference Shares
678.62
Debentures
1,151.53
3.73 Earnings/EBIDTA
Multiple Method
1,412.64 Discounted Cash
Flow
1,010.11 Discounted Cash
Flow
Financial Guarantee
Obligation
22.90
9.24 Credit Default Swap
(CDS)
Significant
unobservable inputs
and range
Earning growth Factor
7% to 9%
Discount rate: 12% to
16%
Discount rate: 12% to
16%
One year CDS spread
for respective entity’s
credit rating
(B) Financial Risk Management
The Company’s business activities expose it to a variety of financial risks, namely liquidity risk, market risks and credit
risk. The Company’s senior management has overall responsibility for the establishment and oversight of the Company’s
risk management framework. The Company has constituted a Risk Management Committee, which is responsible for
developing and monitoring the Company’s risk management policies. The Company’s risk management is carried out by
the treasury department under policies approved by the board of directors. Treasury Department identifies, evaluates
and hedge financial risks in close cooperation the Company’s operating units
(a) Credit risk
The Company is exposed to credit risk, which is the risk that one party to a financial instrument will cause
a financial loss for the other party by failing to discharge an obligation. Credit risk arises from cash and cash
equivalents, investments carried at amortised cost or fair value through profit & loss and deposits with banks and
financial institutions, as well as credit exposures to trade/non-trade customers including outstanding receivables
(i)
Credit risk management
Credit risk is managed at segment level and corporate level depending on the policy surrounding credit risk
management. For banks and financial institutions, only high rated banks/institutions are accepted. Generally
all policies surrounding credit risk have been managed at segment and corporate level. Each segment
is responsible for managing and analysing the credit risk for each of their new clients before standard
payment and delivery terms and conditions are offered. For other financial assets, the Company assesses
and manages credit risk based on internal credit rating system. The finance function consists of a separate
team who assess and maintain an internal credit rating system. Internal credit rating is performed on a
Company basis for each class of financial instruments with different characteristics. The Company assigns
the following credit ratings to each class of financial assets based on the assumptions, inputs and factors
specific to the class of financial assets
Rating 1: High-quality assets, negligible credit risk
Rating 2: Quality assets, low credit risk
Rating 3: Medium to low quality assets, Moderate to high credit risk
Rating 4: Doubtful assets, credit-impaired
(ii) Provision for expected credit losses
Trade receivables, retentions on contract and amounts due from customers for contract work
The provision for expected credit losses on financial assets are based on assumptions about risk of default
and expected loss rates. The Company uses judgement in making these assumptions and selecting the
inputs, based on the Company’s past history, existing market conditions, current creditability of the party
as well as forward looking estimates at the end of each reporting period.
Investments other than equity instruments
Investments in financial assets other than equity instruments are exposed to the risk of loss that may occur
in future from the failure of counterparties or issuers to make payments according to the terms of the
contract. The maximum exposure to credit risk for each class of financial assets is the carrying amount of
that class of financial instruments presented in the balance sheet
251
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Year ended March 31, 2019:
Expected credit loss for financial assets where general model is applied
Particulars
Asset group
Internal
credit
rating
Estimated
gross
carrying
amount at
default
Expected
probability
of default
Expected
credit
losses
` Crore
Carrying
amount
net of
provision
Rating 2
114.01
0%
NIL
114.01
Rating 1
3,796.12
4%
144.83
3,651.29
Financial assets
for which credit
risk has / has
not increased
significantly since
initial recognition
Loss allowance
measured at 12
month /Life time
expected credit
losses
Security
deposits
Other
receivables
Inter Corporate
Deposit
Rating
2 / 3
9,378.48
41% 3,832.28
5,546.20
Year ended March 31, 2018
Expected credit loss for financial assets where general model is applied
Particulars
Asset group
Internal
credit rating
Expected
probability
of default
Expected
credit
losses
Estimated
gross
carrying
amount at
default
` Crore
Carrying
amount
net of
provision
Financial assets
for which credit
risk has / has
not increased
significantly since
initial recognition
Loss allowance
measured at 12
month /Life time
expected credit
losses
Rating 1
120.80
0%
-
120.80
Rating 2
155.64
11%
17.70
137.94
Rating 1
4,157.72
3%
143.03
4,014.69
Rating 2 / 3 15,691.27
16% 2,554.14 13,137.13
Government
securities
Security
deposits
Other
receivables
Inter
Corporate
Deposit
(iii) Reconciliation of loss allowance provision -Trade receivables, retentions on contract under general model approach
Reconciliation of loss allowance
Loss allowance as at March 31, 2018
Changes in loss allowance
Loss allowance as at March 31, 2019
` Crore
Lifetime expected credit losses
measured using simplified approach
467.75
(116.14)
351.61
(iv) Reconciliation of loss allowance provision - Other than trade receivables, retentions on contract under general model
approach
Reconciliation of loss allowance
Loss allowance as at March 31, 2018
Add / (Less): Changes in loss allowances due to assets
originated or purchased (Net)
Loss allowance as at March 31, 2019
252
` Crore
Loss allowance measured at
12 month expected losses
2,714.87
1,262.24
3,977.11
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
(b) Liquidity risk
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding
through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions.
Due to the dynamic nature of the underlying businesses, Company treasury maintains flexibility in funding by maintaining
availability under committed credit lines.
Management monitors rolling forecasts of the Company’s liquidity position and cash and cash equivalents on the basis of
expected cash flows. This is generally carried out at local level in the operating companies of the Company in accordance with
practice and limits set by the Company. These limits vary by location to take into account the liquidity of the market in which
the entity operates. In addition, the Company’s liquidity management policy involves projecting cash flows in major currencies
and considering the level of liquid assets necessary to meet these, monitoring balance sheet liquidity ratios against internal and
external regulatory requirements and maintaining debt financing plans
Further in view of the net losses in the current financial year and certain cash flow mismatches the Company is considering
debt resolution plan. Also the time bound monetisation of assets as well as favorable and timely outcome of various claims
will enable the Company to meet its obligation. The Company is confident that such cash flows would enable it to service its
debt, realise its assets and discharge its liabilities in the normal course of its business
(i) Maturities of financial liabilities
The tables below analyse the Company’s financial liabilities into relevant maturities based on their contractual maturities
for all financial liabilities at the reporting date. The amounts are gross and undiscounted and include contractual interest
payment.
Contractual maturities of financial liabilities
March 31, 2019
Non-derivatives
Borrowings*
Trade payables (Including Retention payable)
Financial guarantee obligation
Security and Other Deposits
NHAI Premium Payable
Creditors for Capital Expenditure
Other finance liabilities
Total non-derivative liabilities
Derivateive
Forward Contract
Contractual maturities of financial liabilities
March 31, 2018
Non-derivatives
Borrowings*
Finance lease obligations
Trade payables (Including Retention payable)
Security and other deposits
Financial guarantee obligation
NHAI Premium Payable
Creditors for Capital Expenditure
Other finance liabilities
Total non-derivative liabilities
Derivatives (not settled)
Forward Contract
Less than
1 year
More than
1 year
` Crore
Total
6,053.43
19,819.26
-
1,518.21
290.91
781.00
155.27
28,618.08
17,636.51
17.53
22.90
7.82
6,577.15
-
4.37
24,266.28
-
0.18
Less than
1 year
More than
1 year
10,140.13
509.47
22,192.30
1,541.72
-
277.06
790.88
1,005.53
36,457.09
21,843.36
9,892.17
8.80
385.39
9.24
6,868.06
-
3.98
39,011.00
23,689.94
19,836.79
22.90
1,526.03
6,868.06
781.00
159.64
52,884.36
0.18
Total
31,983.49
10,401.64
5,304.77
1,927.11
9.24
7,145.12
790.88
1,009.51
75,468.09
-
15.60
15.60
*Includes contractual interest payments based on the interest rate prevailing at the reporting date.
(c) Market risk
(i)
Foreign currency risk
The Company operates in a business that exposes it to foreign exchange risk arising from foreign currency transactions,
primarily with respect to the USD. Foreign exchange risk arises from future commercial transactions and recognised
assets and liabilities denominated in a currency that is not the Company’s functional currency (INR). The risk is measured
through a forecast of highly probable foreign currency cash flows. The objective of the Company is to minimise the
volatility of the INR cash flows of highly probable forecast transactions.
253
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Foreign exchange forward contracts are taken to manage such risk.
Financial assets
Investment in preference shares
Investment in equity shares
Trade Receivable
Bank balance in EEFC accounts @10.10
Exposure to foreign currency risk (assets)
Financial liabilities
Borrowing
Trade payables
Other payable payables
Exposure to foreign currency risk (liabilities)
Sensitivity
As at March 31, 2019
As at March 31, 2018
USD
EUR
USD
EUR
` Crore
9.81
1.49
27.10
0.01
38.41
17.02
4.80
1.89
23.71
-
-
1.34
@
1.34
1.70
2.61
0.98
5.29
9.81
-
27.14
0.07
37.02
17.45
12,43
-
29.88
-
-
1.33
-
1.33
0.40
2.56
-
2.96
The sensitivity of profit or loss to changes in the exchange rates arises mainly from foreign currency denominated
financial instruments and from foreign forward exchange contracts.
Particulars
INR/USD - Increase by 6%*
INR/USD - Decrease by 6%*
INR/EURO - Increase by 6%*
INR/EURO - Decrease by 6%*
*Holding all other variables constant
(ii) Cash flow and fair value interest rate risk
` Crore
Impact on profit before tax
March 31, 2019 March 31, 2018
61.00
(61.00)
(24.68)
24.68
27.98
(27.98)
(7.90)
7.90
The Company’s main interest rate risk arises from long-term borrowings with variable rates, which expose the Company
to cash flow interest rate risk. During March 31, 2019 and March 31, 2018, the Company’s borrowings at variable rate
were mainly denominated in INR. The Company’s fixed rate borrowings are carried at amortised cost. They are therefore
not subject to interest rate risk as defined in Ind AS 107
(a)
Interest rate risk exposure
The exposure of the Company’s borrowing to interest rate changes at the end of the reporting period are as
follows:
Particulars
Variable rate borrowings
Fixed rate borrowings
Total borrowings
254
` Crore
As at
March 31, 2019
As at
March 31, 2018
16,115.59
16,216.44
1,826.31
6,927.50
17,941.90
23,143.94
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
As at the end of the reporting period, the Company had the following variable rate borrowings outstanding:
Particulars
March 31, 2019
March 31, 2018
Weighted
average
interest rate
Balance
(` Crore)
% of total
loans
Weighted
average
interest rate
Balance
(` Crore)
% of total
loans
Borrowings
11.15% 16,115.59
89.82%
11.23% 16,216.44
70%
An analysis by maturities is provided above. The percentage of total loans shows the proportion of loans that are
currently at variable rates in relation to the total amount of borrowings
(b)
Sensitivity
Profit or loss is sensitive to higher/lower interest expense from borrowings as a result of changes in interest rates
Particulars
Interest rates – increase by 100 basis points*
Interest rates – decrease by 20 basis points*
*Holding all other variables constant
(iii) Price risk
(a)
Exposure
` Crore
Impact on profit before tax
March 31, 2019 March 31, 2018
(161.16)
32.23
(162.16)
32.43
The Company’s exposure to equity securities price risk arises from unquoted equity investments and quoted
mutual funds held by the Company and classified in the balance sheet as fair value through profit and loss. To
manage its price risk arising from investments in equity securities, the Company invests only in accordance with
the limits set by the Company.
(b) Sensitivity
Particulars
Price increase by 10%
Price decrease by 10%
43. Capital Management
` Crore
Impact on other
components of equity
March 31, 2019 March 31, 2018
36.66
(36.66)
9.49
9.49
(a) The Group considers the following components of its Balance Sheet to be managed capital:
1.
Total equity – retained profit, general reserves and other reserves, share capital, share premium
2. Working capital.
The Group manages its capital so as to safeguard its ability to continue as a going concern and to optimise returns
to our shareholders. The capital structure of the Group is based on management’s judgement of the appropriate
balance of key elements in order to meet its strategic and day-to-day needs. We consider the amount of capital
in proportion to risk and manage the capital structure in light of changes in economic conditions and the risk
characteristics of the underlying assets.
The Group’s aims to translate profitable growth to superior cash generation through efficient capital management.
The Group’s policy is to maintain a stable and strong capital structure with a focus on total equity so as to
maintain investor, creditor, and market confidence and to sustain future development and growth of its business.
The Group’s focus is on keeping strong total equity base to ensure independence, security, as well as a high
financial flexibility for potential future borrowings, if required, without impacting the risk profile of the Group. The
Group will take appropriate steps in order to maintain, or if necessary adjust, its capital structure.
The management monitors the return on capital as well as the level of dividends to shareholders. The Group’s goal
is to continue to be able to return excess liquidity to shareholders by continuing to distribute dividends in future
periods.
255
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
(b) Dividends
Particulars
Equity Shares
Final dividend for the year ended March 31, 2018 of ` 9.50 per fully paid
share for financial year 2018-19 (including dividend tax)
Dividends not recognised at the end of the reporting period
For the financial year ended March 31, 2018 the director had recommended
payment of final dividend of ` 9.50 per fully paid equity shares
As at
March 31, 2019*
As at
March 31, 2018*
` Crore
297.45
-
283.44
301.20
As per our attached Report of even date
For B S R & Co. LLP
Chartered Accountants
Firm Registration No: 101248W/W-100022
Bhavesh Dhupelia
Partner
Membership No: 042070
For Pathak H. D. & Associates
Chartered Accountants
Firm Registration No. 107783W
Vishal D. Shah
Partner
Membership No. 119303
For and on behalf of the Board
Anil D Ambani
S Seth
S S Kohli
K Ravikumar
Ryna Karani
B C Patnaik
DIN - 00004878
DIN - 00004631
DIN - 00169907
DIN - 00119753
DIN - 00116930
DIN - 08384583
: June 14, 2019
Date
Place : Mumbai
: June 14, 2019
Date
Place : Mumbai
Punit Garg
Sridhar Narasimhan
Anil C Shah
: June 14, 2019
Date
Place : Mumbai
Chairman
Vice Chairman
Directors
Executive Director &
Chief Executive Officer
Chief Financial Officer
Company Secretary
256
Reliance Infrastructure LimitedNotes to the consolidated financial statements as at and for the year ended March 31, 2019
Statement on Impact of Audit Qualifications (for audit report with modified opinion)
submitted along-with Annual Audited Financial Results - Consolidated)
Statement on Impact of Audit Qualifications for the Financial Year ended March 31, 2019
[See Regulation 33 / 52 of the SEBI (LODR) (Amendment) Regulations, 2016] Consolidated
I
Sr.
No.
Particulars
1
2
3
4
6
7
8
Turnover / Total income
Total Expenditure including exceptional items
Net profit/(loss) for the year
Earnings Per Share (`.)
Total Assets
Total Liabilities
Net worth-Other Equity
II
Audit Qualification (each audit qualification separately):
a.
Details of Audit Qualification:
Audited Figures
(` Crore)
(as reported before
adjusting for
qualifications)
Audited Figures
(` Crore)
(audited figures
after adjusting for
qualifications)
quoted in II (a)(ii)
22,008.42
22,008.42
27,170.16
27,170.16
(2,426.82)
(2,592.95)
(92.28)
(98.60)
68,383.16
68,217.03
52,517.31
52,517.31
15,865.85
15,699.72
i.
ii
The Parent Company has investments in and has various amounts recoverable from a party aggregating ` 7,082.96
crore (net of provision of ` 3,972.17 crore) (` 10,936.62 crore as at 31 March 2018, net of provision ` 2,697.17
crore) comprising inter-corporate deposits including accrued interest / investments / receivables and advances.
In addition, the Parent Company has provided corporate guarantees during the year aggregating to ` 1,775 crore
(net of corporate guarantees aggregating to ` 5,010.31 crore cancelled subsequent to the balance sheet date) in
favour of the aforesaid party towards borrowings of the aforesaid party from various companies including certain
related parties of the Parent Company.
According to the Management of the Parent Company, these amounts have been mainly given for general corporate
purposes and towards funding of working capital requirements of the party which has been engaged in providing
Engineering, Procurement and Construction (EPC) services primarily to the Group and its associates and joint venture.
We were unable to obtain sufficient appropriate audit evidence about the relationship of the aforementioned party
with the Parent Company, the underlying commercial rationale/purpose for such transactions relative to the size
and scale of the business activities with such party and the recoverability of these amounts. Accordingly, we are
unable to determine the consequential implications arising therefrom and whether any adjustments, restatement,
disclosures or compliances are necessary in respect of these transactions, investments and recoverable amounts in
the consolidated annual financial results of the Group and its associates and joint venture.
The Method of depreciation adopted by the Parent Company’s associate, Reliance Power Limited (‘RPower’) for
the purpose of preparing its consolidated annual financial results being different from the depreciation method
adopted by RPower’s subsidiaries which is a departure from the requirements of Indian Accounting Standard 8
Accounting Policies, changes in accounting estimate and errors since selection of the method of depreciation is an
accounting estimate and depreciation method once selected in the standalone financial statements is not changed
while preparing consolidated financial statements in accordance with Indian Accounting Standard 110 Consolidated
Financial Statements.
Had the method of depreciation adopted by the subsidiaries of RPower been considered for the purpose of
preparation of consolidated financial statements of RPower, the share of loss after tax from the associate in the
consolidated annual financial results of the Group would increase by ` 166.13 crore with an equivalent amount
being reduced from the investment in the associate..
Type of Audit Qualification : Qualified Opinion / Disclaimer of
Opinion / Adverse Opinion
Disclaimer of Opinion
Frequency of qualification: Whether appeared first time /
repetitive / since how long continuing
First Time
b.
c.
257
Reliance Infrastructure Limited
d.
For Audit Qualification(s) where the impact is quantified by the auditor, Management’s views:
With respect to II (a)(ii) above Management view is set out in note 14 to the Consolidated Financial Results, which is
reproduced below:
Ind AS Transition Facilitation Group (ITFG) formed by Ind AS implementation Committee of the Institute of the Chartered
Accountants of India (the “ICAI”) has issued clarification on July 31, 2017 and has interalia made observations regarding
method of estimating depreciation for preparing standalone financial statements of the subsidiary and for preparing
consolidated financial statements. RPower, an associate of the Parent Company, has been advised by reputed legal and
accounting firms that the clarification issued by ITFG will not be applicable to RPower, as RPower has been following
the different methods, in subsidiaries and in consolidated financial statements since inception and as required by Ind AS
101 read with Ind AS 16 has continued the methods of providing depreciation even under Ind AS regime. RPower has
accordingly, continued to provide depreciation in its consolidated financial statements by the straight line method, which
is different as compared to the written down value method considered appropriate by two of its subsidiaries.
e.
For Audit Qualification(s) where the impact is not quantified by the
auditor (with respect to II(a)(i) above:
(i) Management’s estimation on the impact of audit qualification:
Not Determinable
(ii) If management is unable to estimate the impact, reasons for the same:
The Reliance Group of companies of which the Company is a part, supported an independent company in which the
Company holds less than 2% of equity shares (“EPC Company”) to inter alia undertake contracts and assignments for the
large number of varied projects in the fields of Power (Thermal, Hydro and Nuclear), Roads, Cement, Telecom, Metro
Rail, etc. which were proposed and/or under development by the Group. To this end along with other companies of the
Group the Company funded EPC Company by way of EPC advances, subscription to Debentures & Preference Shares and
Intercorporate Deposits. The aggregate funding provided by the company as on March 31, 2019 was ` 7,082.96 crore
(Previous Year ` 10,936.62 crore) net of provision of ` 3,972.17 crore (` 2,697.17 crore). In addition, the Company has
provided corporate guarantees during the year aggregating (net of subsequent cancellation) to ` 1,775 crore.
The activities of EPC Company have been impacted by the reduced project activities of the companies of the Group.
In the absence of the financial statements of the EPC Company for the year ending March 31, 2019 which are under
compilation it has not been possible to complete the evaluation of nature of relationship, if any, between the independent
EPC Company and the Company. Presently, based on the analysis carried out in earlier years, the EPC Company has not
been treated as related party.
Similarly, in the absence of full visibility on the assets and liabilities of the EPC Company and after considering the reduced
ability of the holding company of the Reliance Group of Companies to support the EPC Company, the Company has
provided/written-off further ` 2,042.16 crore during the year in respect of the outstanding amount advanced to the
EPC Company. Given the huge opportunity in the EPC field particularly considering the Government of India’s thrust on
infrastructure sector coupled with increasing project and EPC activities of the Reliance Group, the EPC Company with
its experience will be able to achieve substantial project activities in excess of its current levels, thus enabling the EPC
Company to meet its obligations. The Company is reasonably confident that the provision will be adequate to deal with
any contingency relating to recovery from the EPC Company.
(iii) Auditors’ Comments on (i) or (ii) above:
Impact is not determinable.
III Signatories:
Punit Garg
Sridhar Narasimhan
S S Kohli
(Executive Director and Chief Executive Officer)
(Chief Financial Officer)
(Audit Committee Chairman)
Statutory Auditors
For B S R & Co. LLP
Chartered Accountants
Firm Registration No: 101248W /W-100022
For Pathak H. D. & Associates
Chartered Accountants
Firm Registration No:107783W
Bhavesh Dhupelia
Partner
Membership No. 042070
Place: Mumbai
Date: June 14, 2019
258
Vishal D Shah
Partner
Membership No. 119303
Reliance Infrastructure Limited 0
0
1
5
.
0
0
1
5
.
.
0
0
0
0
1
.
0
0
0
0
1
0
0
4
7
.
.
0
0
9
6
0
0
8
4
.
.
5
9
9
9
.
0
7
3
3
.
0
0
0
9
.
0
0
0
0
1
.
0
0
0
0
1
.
0
0
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Reliance Infrastructure Limited
Notes
262
Reliance Infrastructure Limited Notes
263
Reliance Infrastructure Limited Notes
264
Reliance Infrastructure Limited Notes
265
Reliance Infrastructure Limited Reliance Capital Limited
Route Map to the AGM Venue
Venue : Rama & Sundri Watumull Auditorium, Vidyasagar, Principal K. M. Kundnani Chowk, 124, Dinshaw Wachha
Road, Churchgate, Mumbai - 400020
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Rama & Sundri
Watumull Auditorium
è
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Landmark : K.C. Collage
Distance from Churchgate Station : 0.7 km
Distance from Chhatrapati Shivaji Terminus : 1.9 km
266
Reliance Infrastructure Limited Reliance Infrastructure Limited
Registered Office: Reliance Centre, Ground Floor, 19, Walchand Hirachand Marg, Ballard Estate, Mumbai 400 001
Tel: +91 22 4303 1000 Fax: +91 22 4303 3664 Website: www.rinfra.com E-mail: rinfra@karvy.com
CIN:L75100MH1929PLC001530
"
PLEASE COMPLETE THIS ATTENDANCE SLIP AND HAND IT OVER AT THE ENTRANCE OF THE MEETING HALL.
*DP Id.
Regd. Folio No./*Client Id.
No. of Share(s) held
(*Applicable for Members holding Shares in electronic form)
ATTENDANCE SLIP
Name & Address of the registered shareholder
I hereby record my presence at the 90th ANNUAL GENERAL MEETING of the Members of Reliance Infrastructure Limited held on Monday, September
30, 2019 at 11.15 A.M. or soon after the conclusion of the Annual General Meeting of Reliance Capital Limited convened on the same day, whichever is
later, at Rama & Sundri Watumull Auditorium, Vidyasagar, Principal K M Kundnani Chowk, 124, Dinshaw Wachha Road, Churchgate, Mumbai – 400 020,
.............................................................................. TEAR HERE .........................................................................................
PROXY FORM
Member’s/Proxy’s Signature
Reliance Infrastructure Limited
Registered Office: Reliance Centre, Ground Floor, 19, Walchand Hirachand Marg, Ballard Estate, Mumbai 400 001
Tel: +91 22 4303 1000 Fax: +91 22 4303 3664 Website: www.rinfra.com E-mail: rinfra@karvy.com
CIN:L75100MH1929PLC001530
FORM NO. MGT-11
[Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies (Management and Administration) Rules, 2014]
Name of the Member(s):
Registered Address:
E-mail Id:
*DP Id.
Regd. Folio No./*Client Id.
(*Applicable for Members holding Shares in electronic form)
I/We, being the member(s) of
(1) Name:
E-mail id:
(2) Name:
E-mail id:
(3) Name:
E-mail id:
shares of the above named company, hereby appoint:
Address:
Address:
Address:
Signature
Signature
Signature
or failing him;
or failing him;
as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 90TH ANNUAL GENERAL MEETING of the members of the
Company, to be held on Monday, September 30, 2019 at 11.15 A.M. or soon after the conclusion of the Annual General Meeting of Reliance Capital
Limited convened on the same day, whichever is later, at Rama & Sundri Watumull Auditorium, Vidyasagar, Principal K M Kundnani Chowk, 124,
Dinshaw Wachha Road, Churchgate, Mumbai – 400 020 and at any adjournment thereof in respect of such resolutions are indicated below:
Resolution No. Matter of Resolution
To consider and adopt:
(a)
1.
the audited financial statement of the Company for the financial year ended March 31, 2019 and the reports of the
Board of Directors and Auditors thereon, and
the audited consolidated financial statement of the Company for the financial year ended March 31, 2019 and the
report of the Auditors thereon.
(b)
For
Against
2.
3.
4.
5.
6.
7.
8.
9.
10.
To appoint a Director in place of Shri S. Seth (DIN:00004631), who retires by rotation under the provisions of the
Companies Act, 2013 and being eligible, offers himself for re-appointment.
To confirm M/s. Pathak H.D. & Associates, Chartered Accountants (Firm Registration no. 107783W) continuing as sole
Statutory Auditors of the Company
Appointment of Shri Punit Garg as an Executive Director
Appointment of Ms. Manjari Kacker as an Independent Director
Re-appointment of Ms. Ryna Karani as an Independent Director
Re-appointment of Shri S. S. Kohli as an Independent Director
Re-appointment of Shri K. Ravikumar as an Independent Director
Private placement of Non Convertible Debentures (NCDs) and/or other Debt Securities
Remuneration to Cost Auditors
Signed this ……….. day of ………………. 2019.
Signature of Shareholder(s)
:
Affix
Revenue
Stamp
"
Signature of Proxy holder(s)
Note: This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the Company,
:
not less than 48 hours before the commencement of the Meeting.
If undelivered please return to :
Karvy Fintech Private Limited
(Unit: Reliance Infrastructure Limited)
Karvy Selenium Tower – B, Plot No. 31 & 32
Survey No. 116/22, 115/24, 115/25
Financial District, Nanakramguda
Hyderabad 500 032
Tel. no. : +91 40 6716 1500
Fax no. : +91 40 6716 1791
E-mail : rinfra@karvy.com
Website : www.karvyfintech.com