Annual Report
2021-22
Padma Vibhushan
Shri Dhirubhai H. Ambani
(28th December, 1932 - 6th July, 2002)
Reliance Group - Founder and Visionary
Board of Directors
Contents
Page No.
Shri Sateesh Seth
- Vice Chairman
Notice of Annual General Meeting ............................................ 04
- Executive Director and CEO
Shri Punit Garg
Ms. Manjari Kacker
Shri S S Kohli
Shri K Ravikumar
Dr. Thomas Mathew
Key Managerial Personnel
Shri Vijesh Babu Thota
- Chief Financial Officer
Directors’ Report .......................................................................... 15
Management Discussion and Analysis ....................................... 31
Business Responsibility Report ................................................... 43
Corporate Governance Report .................................................... 52
Shri Paresh Rathod
- Company Secretary &
Investor Information .................................................................... 72
Compliance Officer
Auditors
M/s. Chaturvedi & Shah LLP
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 4662
Email : rinfra.investor@relianceada.com
Website: www.rinfra.com
Registrar and Transfer Agent
KFin Technologies Limited
Selenium Building, Tower – B, Plot No. 31 & 32
Financial District, Nanakramguda
Hyderabad - 500 032, Telangana
Website: www.kfintech.com
Investor Helpdesk
Toll free no (India) : 1800 309 4001
Fax no.
Email
: +91 40 6716 1791
:
rinfra@kfintech.com
Independent Auditors' Report on the
Standalone Financial Statement ................................................ 80
Standalone Balance Sheet .......................................................... 92
Standalone Statement of Profit and Loss ................................. 93
Standalone Statement of Changes in Equity ............................ 94
Standalone Statement of Cash Flow ........................................ 96
Notes to Standalone Financial Statement ................................ 98
Independent Auditors’ Report on the
Consolidated Financial Statement ............................................155
Consolidated Balance Sheet .....................................................162
Consolidated Statement of Profit and Loss.............................163
Consolidated Statement of Changes in Equity .......................164
Consolidated Statement of Cash Flow ....................................166
Notes to Consolidated Financial Statement ...........................169
Statement containing salient features of the
financial statements of Subsidiaries/Associates/
Joint Ventures .............................................................................254
93rd Annual General Meeting on Saturday, July 2, 2022 at 12.00 Noon (IST)
through Video Conferencing (VC) / Other Audio Visual Means (OAVM)
This Annual Report can be accessed at www.rinfra.com.
3
Reliance Infrastructure Limited
Notice
NOTICE is hereby given that the 93rd Annual General Meeting
(AGM) of the Members of Reliance Infrastructure Limited
will be held on Saturday, July 2, 2022 at 12.00 Noon (IST)
through Video Conference (VC)/ Other Audio Visual Means
(OAVM) facility to transact the following business:
Ordinary Business:
1.
To consider and adopt:
(a)
(b)
the audited financial statement of the Company
for the financial year ended March 31, 2022 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,
2022 and the report of the Auditors thereon.
2.
To appoint a Director in place of Shri Sateesh Seth
(DIN: 00004631), who retires by rotation under the
provisions of the Companies Act, 2013 and being eligible,
offers himself for re-appointment.
Special Business:
3.
Re-appointment of Shri Punit Garg as an Executive
Director
To consider and, if thought fit, to pass the following
resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Section
152, 196, 197 and 203 read with Schedule V 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 subject
to such sanctions, approvals and permissions as may be
necessary and based on the recommendation of the
Nomination and Remuneration Committee of the Board,
the approval of the Members be and is hereby accorded
for re-appointment of Shri Punit Garg (DIN:00004407)
as a Whole-time Director designated as an Executive
Director for a period of 3 (three) years effective from
April 6, 2022 at nil remuneration and on such other terms
and conditions 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 include any Committee, which the Board may
have constituted or hereinafter constitute to exercise
its powers, including the powers conferred under this
resolution) to alter and vary the terms and conditions of
the said appointment.
RESOLVED FURTHER THAT the Board of Directors 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 end and intent that they shall be deemed to have
given their approval thereto expressly by the authority of
this resolution.”
4
4.
Appointment of Dr. Thomas Mathew 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 Section 149,
150 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,
Dr. Thomas Mathew (DIN: 05203948), 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 who qualifies
for being appointed as Independent Director and in
respect of whom the Company has received a notice in
writing under Section 160 of the Act from a Member
proposing his candidature for the office of Director 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 April 22, 2022.
RESOLVED FURTHER THAT the Board of Directors be and
is hereby authorised to do all acts and take all such steps
as may be necessary, proper or expedient to give effect to
this resolution.”
5. Monetization of Assets
To consider and, if thought fit, to pass the following
resolution as a Special Resolution:
“RESOLVED THAT in terms of Section 180(1)(a) and
other applicable provisions, if any, of the Companies Act,
2013 (hereinafter referred to as the “Act”) read with
the Rules made thereunder and the applicable provisions
of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015 (the “Listing Regulations”) (including any statutory
modification(s) or re-enactment(s) thereof, for the time
being in force), any other applicable rules, regulations,
guidelines and other provisions of law, enabling provisions
of the Memorandum of Association and Articles of
Association of the Company and subject to all necessary
approvals, consents, permissions and sanctions from the
concerned authorities/bodies including lenders and other
persons holding encumbrance/charge, and subject to
such terms and conditions and/or modification as may be
prescribed by any of them while granting such approvals,
permissions, consents and/or sanctions, which may be
agreed to by the Board of Directors of the Company
(hereinafter referred to as the “Board” which term shall
include any Committee which the Board may have
constituted or hereinafter constitute to exercise its powers,
including the powers conferred under this resolution on
any person duly authorised by the Board in these behalf),
consent of the Members of the Company be and is hereby
accorded to the Board to sell, lease, convey, transfer,
Reliance Infrastructure Limited
Notice
assign, deliver or otherwise dispose off, from time to time,
in one or more tranches, all or any of the tangible and/
or intangible assets, properties, investments, contracts,
book debts, rights, licenses, permits or other assets of
whatsoever nature and/or the whole or substantially the
whole of the undertaking or undertakings of the Company
and/ or to mortgage, charge, convey and deliver or
otherwise dispose off and/ or cause to be sold, assigned,
transferred and delivered, investment in subsidiaries,
associates or joint ventures of the Company together with
all their respective assets and/ or liabilities/ obligations of
whatsoever nature and kind and wheresoever situated, in
whole or in part; on a going concern basis or otherwise, in
such manner and for such consideration and at such time
and on such terms and conditions, as the Board may in its
absolute discretion deem fit and appropriate.
RESOLVED FURTHER THAT the authority and liberty be
and is hereby specifically conferred on the Board 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 this resolution to finalise and
execute necessary documents including but not limited
to agreements, memoranda, deeds of assignment/
conveyance and other consequential/ancillary documents,
with effect from such date and in such manner and to
undertake all such acts, deeds, matters and things as may
be deemed necessary, proper, desirable and expedient in
its absolute discretion, for the purpose of giving effect to
this resolution or any matter consequential or incidental
thereto, and to settle and finalise any question, difficulty
or doubt that may arise in this regard.
RESOLVED FURTHER THAT the Board be and is hereby
authorised to delegate all or any of the powers conferred
on it by or under this resolution to any Committee
of Directors of the Company or to any Director of the
Company or any other officer(s) or employee(s) of the
Company as it may consider appropriate in order to give
effect to this resolution.”
6.
Remuneration to the 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 and the Rules made
thereunder (including any statutory modification(s) or
re-enactment(s) thereof, for the time being in force),
M/s. Talati & Associates, Cost Accountants, (Firm
Registration Number R/000097), 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, 2023, be paid remuneration of ` 31,250
(Rupees thirty one thousand two hundred fifty only),
excluding 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.”
7.
Issuance of Foreign Currency Convertible Bonds
To consider and, if thought fit, to pass the following
resolution as a Special Resolution:
“RESOLVED THAT in partial modification of the resolution
passed by the Members on July 6, 2021 and pursuant to
the provisions of Sections 23, 42, 62 and other applicable
provisions, if any, of the Companies Act, 2013 (the “Act”)
read with the Companies (Prospectus and Allotment of
Securities) Rules, 2014, and other rules made thereunder,
(including any statutory modification(s) or re-enactment(s)
thereof, for the time being in force), in accordance with
the provisions of the Memorandum of Association and
Articles of Association of the Company, the Securities and
Exchange Board of India (Issue of Capital and Disclosure
Requirements) Regulations, 2018, as amended (the
“SEBI (ICDR) Regulations”), the Securities and Exchange
Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015, as amended (the
“Listing Regulations”), the Foreign Exchange Management
Act, 1999, (the “FEMA”) including any amendment(s),
statutory modification(s), variation(s) or re-enactment(s)
thereof, or the rules and regulations issued thereunder,
including the Foreign Exchange Management (Borrowing
or Lending) Regulations, 2018, as amended, and the
circulars or notifications issued thereunder including the
Master Directions on External Commercial Borrowings,
Trade Credits and Structured Obligations dated March 26,
2019, as amended vide the circular on External Commercial
Borrowings (ECB) Policy – Rationalisation of End-use
Provisions dated July 30, 2019 and as amended from
time to time and the Master Direction on Reporting under
Foreign Exchange Management Act, 1999 dated January
1, 2016, as amended, the Foreign Exchange Management
(Debt Instruments) Regulations, 2019, as amended
(together the “ECB Guidelines”), the Depository Receipts
Scheme, 2014, as amended (the “2014 Scheme”), the
Framework for issue of Depository Receipts dated October
10, 2019 issued by the Securities and Exchange Board of
India, the Issue of Foreign Currency Convertible Bonds and
Ordinary Shares (Through Depository Receipt Mechanism)
Scheme, 1993, as amended (the “1993 Scheme”), the
extant consolidated Foreign Direct Investment Policy,
as amended and replaced from time to time and the
Foreign Exchange Management (Non-debt Instruments)
Rules, 2019, as amended, the Foreign Exchange
Management (Transfer or Issue of any Foreign Security)
Regulations, 2004, including any amendments, statutory
modification(s) and/ or re-enactment(s) thereof, and such
other applicable statutes, rules, regulations, guidelines,
notifications, circulars and clarifications issued/ to be
issued thereon by the Government of India, (the “GOI”)
Ministry of Finance (Department of Economic Affairs),
Department for Promotion of Industry and Internal
Trade, Ministry of Corporate Affairs, the Reserve Bank
of India (“RBI”), the Securities and Exchange Board of
India (“SEBI”), BSE Limited and National Stock Exchange
of India Limited (together the “Stock Exchanges”), and/
or any other regulatory/ statutory authorities under any
other applicable law, from time to time (hereinafter singly
or collectively referred to as the “Appropriate Authorities”),
to the extent applicable and subject to the term(s),
condition(s), modification(s), consent(s), sanction(s) and
5
Reliance Infrastructure Limited
Notice
approval(s) of any of the Appropriate Authorities and
guidelines and clarifications issued thereon from time to
time and subject to such condition(s) and modification(s)
as may be prescribed by any of them while granting such
approval(s), consent(s), and sanction(s) etc., which may
be agreed to by 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 powers conferred by this resolution or
any person authorised by the Board or its Committee for
such purpose), approval of the Members of the Company
be and is hereby accorded to the Board to create, offer,
issue and allot in one or more tranches of private or public
offerings (including on preferential allotment basis) in
international markets, through prospectus/ offer letter/
offering circular or other permissible/requisite offer
documents, Foreign Currency Convertible Bonds (FCCBs)
and/or any other similar securities which are convertible
or exchangeable into equity shares and/or preference
shares and/or Global Depositary Receipts (GDRs) and/or
American Depositary Receipts (ADRs) and/or any other
financial instrument(s)/ securities convertible into and/or
linked to equity shares of the Company (“Securities”) at
the option of the Company and/ or the security holders
denominated and subscribed to in foreign currency/Indian
Currency by eligible persons as determined by the Board
in its discretion including persons who are not holders
of equity shares of the Company, whether unsecured or
secured by creation of charge/encumbrance on the assets
of the Company, in such manner and on such terms and
condition(s) or such modification(s) thereto as the Board
may determine in consultation with the Lead Manager(s)
and/or Underwriters and/or other advisors, subject to
applicable law; provided that the aggregate amount
raised/to be raised by issuance of such Securities shall not
exceed US$ 500 million.
RESOLVED FURTHER THAT in the event of issuance
of FCCBs, pursuant to the provisions of the 1993 Scheme
and other applicable pricing provisions issued by the
Ministry of Finance or any other authority, the ‘relevant
date’ for the purpose of pricing the Securities to be issued
pursuant to such issue shall be the date of the
meeting in which the Board decides to open such
issue after the date of this resolution.
RESOLVED FURTHER THAT the Board be and is hereby
authorized to appoint merchant bankers, underwriters,
depositories, custodians, registrars, trustees, bankers,
lawyers, advisors and all such agencies as may be involved
or concerned in the issue and to remunerate and also to
enter into and execute all such arrangements, contracts/
agreements, memorandum, documents, etc., with such
agencies, to seek the listing of the Securities on one or
more stock exchange(s) as may be required.
RESOLVED FURTHER THAT in case of any offering of
Securities convertible into equity shares, consent of
the Members be and is hereby given to the Board to issue
and allot such number of equity shares as may be required
to be issued and allotted upon conversion, redemption
or cancellation of any such Securities referred to
above in accordance with the terms of issue/ offering
in respect of such Securities and such equity shares
6
shall rank pari passu with the existing equity shares of
the Company in all respects and shall be subject to the
provisions of the Memorandum and Articles of Association
of the Company and be listed on the stock exchanges
where the equity shares of the Company are listed,
except as may be provided otherwise under the terms
of issue/offering and in the offer document and/or
placement document and/or offer letter and/or offering
circular and/or listing particulars.
RESOLVED FURTHER THAT the Board be and is hereby
authorised to offer, issue and allot the Securities or any/
all of them, subject to such terms and conditions, as the
Board may deem fit and proper in its absolute discretion,
including terms for issue of additional Securities and for
disposal of Securities which are not subscribed to by
issuing them to banks/ financial institutions/ mutual funds
or otherwise.
RESOLVED FURTHER THAT for the purpose of giving
effect to this resolution, the Board be and is hereby
authorised on behalf of the Company to do all such
acts, deeds, matters and take all such steps as may be
necessary including without limitation, the determination
of the terms and conditions of the issue including timing
of the issue(s), the class of investors to whom the
Securities are to be issued, number of Securities, number
of issues, tranches, issue price, interest rate, listing,
premium/ discount, redemption, allotment of Securities
and to sign, execute and amend all deeds, documents,
undertakings, agreements, papers and writings as may be
required in this regard including without limitation, the
private placement offer letter (along with the application
form), information memorandum, disclosure documents,
placement document, placement agreement and any
other documents as may be required, and to settle all
questions, difficulties or doubts that may arise at any stage
from time to time.
RESOLVED FURTHER THAT for the purpose of giving
effect to any offer, issue or allotment of equity shares
or Securities or instruments representing the same, as
described above, the Board be and is hereby authorized
on behalf of the Company to do all such acts, deeds,
matters and things, as it may, in its absolute discretion,
deem necessary or desirable for such purpose, including
without limitation, the determination of terms and
conditions for issuance of Securities including the number
of Securities that may be offered and proportion thereof,
timing for issuance of such Securities and shall be entitled
to vary, modify or alter any of the terms and conditions
as it may deem expedient, entering into and executing
arrangements for managing, underwriting, marketing,
listing, trading and providing legal advise as well as acting
as depository, custodian, registrar, stabilizing agent,
paying and conversion agent, trustee, escrow agent and
executing other agreements, including any amendments
or supplements thereto, as necessary or appropriate and
to finalize, approve and issue any document(s), including
but not limited to prospectus and/or letter of offer and/
or circular, documents and agreements including filing of
such documents (in draft or final form) with any Indian or
foreign regulatory authority or stock exchanges and sign
all deeds, documents and writings and to pay any fees,
commissions, remuneration, expenses relating thereto
Reliance Infrastructure Limited
Notice
4.
and with power on behalf of the Company to settle all
questions, difficulties or doubts that may arise in regard
to the issue, offer or allotment of Securities and take all
steps which are incidental and ancillary in this connection,
including in relation to utilization of the issue proceeds,
as it may in its absolute discretion deem fit without
being required to seek further consent or approval of the
Members or otherwise to the end and intent that the
Members shall be deemed to have given their approval
thereto expressly by the authority of this resolution.
RESOLVED FURTHER THAT the Board be and is hereby
authorised to delegate all or any of the powers herein
conferred to any Director(s), Committee(s), Executive(s),
officer(s) or representatives(s) of the Company or to any
other person to do all such acts, deeds, matters and things
and also to execute such documents, writings etc. as may
be necessary to give effect to this resolution.
RESOLVED FURTHER THAT the Board be and is hereby
authorised to seek any approval that is required in relation
to the creation, issuance, allotment and listing of the
Securities, from any statutory or regulatory authority
or the stock exchanges. Any approvals that may have
been applied for by the Board in relation to the creation,
issuance, allotment and listing of the Securities are hereby
approved and ratified by the Members.”
By Order of the Board of Directors
Paresh Rathod
Company Secretary
5.
Registered Office:
Reliance Centre, Ground Floor,
19, Walchand Hirachand Marg,
Ballard Estate, Mumbai 400 001
CIN:L75100MH1929PLC001530
Website:www.rinfra.com
June 03, 2022
Notes:
1.
2.
Statement pursuant to Section 102(1) of the Companies
Act, 2013 (“Act”), in respect of the Special Business to
be transacted at the Annual General Meeting (“AGM”) is
annexed hereto. Details of Directors whose appointment is
proposed pursuant to Regulation 36 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015 (“the Listing Regulations”) and Secretarial Standards
on General Meeting (SS-2) is also provided.
The Ministry of Corporate Affairs (“MCA”) has vide its
circulars dated May 05, 2020 read with circulars dated
April 8, 2021, April 13, 2021 and May 05, 2022
(collectively referred to as “MCA Circulars”) permitted
the holding of the “AGM” through Video Conferencing
(VC)/Other Audio Visual Means (OAVM), without the
physical presence of the Members at a common venue.
Accordingly, in compliance with the provisions of the Act,
the Listing Regulations and MCA Circulars, the AGM of the
Company is being held through VC/OAVM.
appointment of proxies will not be available for the
AGM and hence the Proxy Form and Attendance Slip are
not annexed to this Notice.
Re-appointment of Director:
At the ensuing Annual General Meeting, Shri Sateesh Seth,
Director of the Company shall retire by rotation under the
provisions of the Act and being eligible, offers himself for
re-appointment. The Board of Directors of the Company
have recommended the re-appointment.
The relevant details pertaining to Shri Sateesh Seth are
furnished hereunder:
Shri Sateesh Seth, 66 years, is a Fellow Chartered
Accountant and a law graduate. He has vast experience
in general management. Shri Sateesh Seth is also on the
Board of Reliance Power Limited, BSES Rajdhani Power
Limited, BSES Yamuna Power Limited, Reliance Defence
And Aerospace Private Limited, Reliance Defence
Technologies Private Limited, Reliance Defence Systems
Private Limited and Reliance Defence Limited. Shri
Sateesh Seth has attended all ten Board meetings of the
Company held during the financial year.
As on March 31, 2022, Shri Sateesh 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. Save and except Shri Sateesh Seth, none of the
Directors, Key Managerial Personnel of the Company and
their relatives are, concerned or interested, financially or
otherwise, in Item No. 2 of the Notice.
In compliance with the aforesaid MCA Circulars and SEBI
Circular dated May 13, 2022, Notice of the AGM along
with the Annual Report 2021-22 is being sent only
through electronic mode to those Members whose email
addresses are registered with the Company or Central
Depository Services (India) Limited (CDSL)/ National
Securities Depositories Limited (NSDL) (“Depositories”).
Members may note that the Notice and Annual Report
2021-22 will also be available on the Company’s website
at www.rinfra.com, websites of the Stock Exchanges
i.e. BSE Limited and National Stock Exchange of India
Limited at www.bseindia.com and www.nseindia.com
respectively, and also on the website of KFin Technologies
Limited (formerly known as KFin Technologies Private
Limited) (“KFintech”) at www.kfintech.com.
6. Members whose email addresses are not registered
can register the same in the following manner so that
they can receive all communication from the Company
electronically:
a. Members holding share(s) in physical mode can
register their e-mail ID on the Company’s website at
https://www.rinfra.com/web/rinfra/shareholder-
registration by providing the requisite details of their
holdings and documents for registering their e-mail
address; and
b. Members holding share(s) in electronic mode are
requested to register / update their e-mail address
with their respective Depository Participants (“DPs”)
for receiving all communications from the Company
electronically.
3.
The AGM is being held pursuant to the MCA Circulars
through VC/OAVM and physical attendance of Members
has been dispensed with. Accordingly, the facility for
7.
The Company has engaged the services of KFintech, as
the authorized agency for conducting of the e-AGM and
providing e-voting facility.
7
Reliance Infrastructure Limited
Notice
8. Members attending the AGM through VC / OAVM shall be
counted for the purpose of reckoning the quorum under
Section 103 of the Act.
9.
Since the AGM will be held through VC / OAVM, the
Route Map is not annexed with this Notice.
10. Relevant documents referred to in the accompanying
Notice calling the AGM are available on the website of
the Company for inspection by the Members.
f.
11. Members are advised to refer to the section titled ‘Investor
Information’ provided in this Annual Report.
12. Members are requested to fill in and submit the Feedback
Form provided in the ‘Investor Relations’ section on the
Company’s website www.rinfra.com to aid the Company
in its constant endeavor to enhance the standards of
service to investors.
Instructions for attending the AGM and E-voting are as
follows:
In compliance with the provisions of Section 108 of the
Act, read with Rule 20 of the Companies (Management
and Administration) Rules, 2014, as amended from time
to time and Regulation 44 of the Listing Regulations,
the Company is offering e-voting facility to all Members
of the Company. 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. Saturday, June
25, 2022 only shall be entitled to avail the facility of
remote e-voting / e-voting at the AGM. KFintech will
be facilitating remote e-voting to enable the Members
to cast their votes electronically. Members can cast
their vote online from 10:00 A.M. (IST) on Tuesday,
June 28, 2022 to 5:00 P.M. (IST) on Friday,
July 1, 2022. At the end of remote e-voting period, the
facility shall forthwith be blocked.
Pursuant to SEBI circular No. SEBI/ HO/CFD/CMD/
CIR/P/2020/242 dated December 9, 2020 on
“e-voting facility provided by Listed Companies”, which is
effective from June 9, 2021, e-voting process has been
enabled for all the individual demat account holders,
by way of single login credential, through their demat
accounts / websites of Depositories / DPs in order to
increase the efficiency of the voting process.
Individual demat account holders would be able to
cast their vote without having to register again with
the e-Voting Service Provider (ESP) thereby not only
facilitating seamless authentication but also ease and
convenience of participating in e-Voting process. Members
are advised to update their mobile number and e-mail ID
with their DPs to access e-Voting facility.
The voting rights of the Members shall be in proportion
to the number of share(s) held by them in the equity
share capital of the Company as on the cut-off date being
Saturday, June 25, 2022.
In case of joint holders, the Member whose name appears
as the first holder in the order of names as per the Register
of Members of the Company will be entitled to vote at
the AGM.
Any person holding share(s) in physical form and non
individual shareholders, who become a member of the
Company after sending of the Notice and hold shares as
13.
a.
b.
c.
d.
e.
8
of the cut-off date, may obtain the login ID and password
by sending a request to KFintech at praveendmr@
kfintech.com. However, if he/she is already registered
with KFintech for remote e-Voting, then he/she can
use his/her existing User ID and password for casting
the e-vote.
In case of Individual Members holding securities in demat
mode and who become a member of the Company after
sending of the Notice and hold share(s) as of the cut-
off date may follow steps mentioned below under “Login
method for remote e-Voting and joining virtual meeting
for Individual shareholders holding securities in demat
mode.”
g.
h.
The Members who have cast their vote by remote
e-voting prior to the AGM may also attend / participate
in the AGM through VC / OAVM but shall not be entitled
to cast their vote again.
The details of the process and manner for remote e-Voting
and e-AGM are explained herein below:
Part A - Remote E-voting
I.
Access to Depositories e-Voting system in case of
individual Members holding shares in demat mode.
Type of
Members
Securities
held in
demat mode
with NSDL
Login Method
1. User already registered for IDeAS
facility:
i. Visit URL: https://eservices.nsdl. com
ii. Click on the “Beneficial Owner” icon
under “Login” under ‘IDeAS’ section.
iii. On the new page, enter User ID
and Password. Post
successful
authentication, click on “Access to
e-Voting”
iv. Click on company name or e-Voting
Service Provider (ESP) and you will
be re-directed to the ESP’s website
for casting the vote during the
remote e-Voting period.
2. User not registered for IDeAS
e-Services
i. To register click on link :https://
eservices.nsdl.com
ii. Select “Register Online for IDeAS” or
click at https:// eservices.nsdl.com/
SecureWeb/ IdeasDirectReg.jsp
iii. Proceed with
required fields.
completing
the
iv. Follow steps given in point 1
3. Alternatively, by directly accessing
the e-Voting website of NSDL:
i. Open URL: https://www. evoting.
nsdl.com/
Reliance Infrastructure Limited
Notice
Type of
Members
Login Method
Securities
held in
demat mode
with CDSL
ii. Click on the icon “Login” which
‘Shareholder/
is available under
Member’s section.
iii. A new screen will open. You will
have to enter your User ID (i.e. your
sixteen digit demat account number
held with NSDL), Password / OTP
and a Verification Code as shown on
the screen.
iv. Post successful authentication, you
will be requested to select the name
of the Company and the ESP, i.e.
KFintech.
v. On successful selection, you will
be redirected to KFintech e-Voting
page for casting your vote during the
remote e-Voting period.
1. Existing user who has opted for
Easi / Easiest:
i. Visit URL: https://web.cdslindia.
com/myeasi/home/login or www.
cdslindia.com
ii. Click on New System Myeasi
iii. Login with your registered User ID
and Password.
iv. The user will see the e-Voting Menu.
The Menu will have links of ESP i.e.
KFintech e-Voting portal.
v. Click on e-Voting service provider
name to cast your vote.
2. User not registered for Easi /
Easiest:
i. Option to register is available at
https://web.cdslindia. com/myeasi/
Registration/ EasiRegistration
II.
ii. Proceed with
required fields.
completing
the
iii. Follow the steps given in point 1.
3. Alternatively, by directly accessing
the e-Voting website of CDSL:
i. Visit URL: www.cdslindia.com
ii. Provide your demat Account Number
and PAN No.
iii. System will authenticate user by
sending OTP on registered Mobile
& Email as recorded in the demat
Account.
iv. After
successful
authentication,
user will be provided links for the
respective ESP, i.e KFintech where
the e- Voting is in progress.
Type of
Members
Login
through their
demat
accounts
/ Website of
Depository
Participant
Login Method
i. You can also login using the login
credentials of your demat account
through your DP registered with
NSDL /CDSL for e-Voting facility.
ii. Once logged-in, you will be able
to see e-Voting option. Once you
click on e-Voting option, you will
be redirected to NSDL / CDSL
Depository
successful
site after
authentication, wherein you can see
e-Voting feature.
iii. Click on options available against
company name or e-Voting service
provider – KFintech and you will be
redirected to e-Voting website of
KFintech for casting your vote during
the remote e-Voting period without
any further authentication.
Important note: Members who are unable to retrieve
User ID / Password are advised to use Forgot user ID and
Forgot Password option available at respective websites.
Helpdesk for Individual Shareholders holding securities
in demat mode for any technical issues related to login
through Depository i.e. NSDL and CDSL.
Login type
Helpdesk details
Securities held
with NSDL
Securities held
with CDSL
Please contact NSDL helpdesk by
sending a request at evoting@nsdl.
co.in or call at toll free no.: 1800
1020 990 and 1800 22 44 30
Please contact CDSL helpdesk by
request at helpdesk.
sending a
evoting@cdslindia.com
or
contact
at 022-23058738 or
022-23058542-43
Access to KFintech e-Voting system in case of
shareholders holding shares in physical form and non-
individual shareholders in demat mode
(a) Members whose email IDs are registered with the
Company/ DPs, will receive an email from KFintech
which will include details of E-Voting Event Number
(EVEN), USER ID and password. They will have to
follow the following process:
i.
ii.
Launch internet browser by typing the URL: https://
emeetings.kfintech.com
Enter the login credentials (i.e. User ID and password).
In case of physical folio, User ID will be EVEN (E-Voting
Event Number) xxxx, followed by folio number. In case of
Demat account, User ID will be your DP ID and Client ID.
However, if you are already registered with KFintech for
e-Voting, you can use your existing User ID and password
for casting the vote.
iii.
After entering these details appropriately, click on “LOGIN”.
9
Reliance Infrastructure Limited
Notice
iv.
v.
vi.
You will now reach password change Menu wherein you
are required to mandatorily change your password. The
new password shall comprise of minimum 8 characters
with at least one upper case (A- Z), one lower case (a-z),
one numeric value (0-9) and a special character (@,#,$,
etc.,). The system will prompt you to change your password
and update your contact details like mobile number, email
ID etc. on first login. You may also enter a secret question
and answer of your choice to retrieve your password in
case you forget it. It is strongly recommended that you do
not share your password with any other person and that
you take utmost care to keep your password confidential.
You need to login again with the new credentials.
ii.
On successful login, the system will prompt you to select
the “EVEN” and click on “Submit”.
iii.
vii. On the voting page, enter the number of shares (which
represents the number of votes) as on the Cut-off Date
under “FOR/AGAINST” or alternatively, you may partially
enter any number in “FOR” and partially “AGAINST” but
the total number in “FOR/AGAINST” taken together shall
not exceed your total shareholding as mentioned herein
above. You may also choose the option ABSTAIN. If the
Member does not indicate either “FOR” or “AGAINST” it
will be treated as “ABSTAIN” and the shares held will not
be counted under either head.
viii. Members holding multiple folios/demat accounts shall
choose the voting process separately for each folio/
demat accounts.
Voting has to be done for each item of the Notice
separately. In case you do not desire to cast your vote on
any specific item, it will be treated as abstained.
You may then cast your vote by selecting an appropriate
option and click on “Submit”.
ix
x.
xi.
evoting@kfintech.com. Members are requested to follow
the process as guided to capture the email address and
mobile number for sending the soft copy of the notice
and e-voting instructions along with the User ID and
Password. In case of any queries, member may write to
einward.ris@kfintech.com.
Alternatively, member may send an e-mail request at the
email ID einward.ris@kfintech.com along with scanned
copy of the signed request letter providing the email
address, mobile number, self-attested PAN copy and
Client Master copy in case of electronic folio and copy
of share certificate in case of physical folio for sending
the Annual report, Notice of AGM and the e-voting
instructions.
After receiving the e-voting instructions, please follow all
steps above to cast your vote by electronic means.
Part B – Access to join virtual meetings (e-AGM) of the
Company on KFintech system to participate in e-AGM and
vote thereat.
Instructions for all the Members for attending the AGM of the
Company through VC/OAVM and e-Voting during the meeting.
i.
Member will be provided with a facility to attend the
AGM through VC / OAVM platform provided by KFintech.
Members may access the same at https://emeetings.
kfintech.com/ by using the e-voting login credentials
provided in the email received from the Company/
KFintech. After logging in, click on the Video Conference
tab and select the EVEN of the Company. Click on the
video symbol and accept the meeting etiquettes to
join the meeting. Please note that the Members who
do not have the User ID and Password for e-Voting or
have forgotten the User ID and Password may retrieve
the same by following the remote e-Voting instructions
mentioned above.
A confirmation box will be displayed. Click “OK” to confirm
else “CANCEL” to modify. Once you have voted on the
resolution(s), you will not be allowed to modify your vote.
ii.
Facility for joining AGM though VC/ OAVM shall open
at least 15 minutes before the time scheduled for the
Meeting.
xii. During the voting period, Members can login any number
of times till they have voted on the Resolution(s).
xiii. Corporate/Institutional Members (i.e. other than Individuals,
HUF, NRI, etc.) are also required to send scanned certified
true copy (PDF Format) of the Board Resolution/Authority
Letter etc. authorizing its representative to cast its vote
through remote e-Voting. together with attested specimen
signature(s) of the duly authorized representative(s), to
the Scrutinizer at email id: scrutinizeragl@gmail.com with
a copy marked to evoting@kfintech.com. The scanned
image of the above-mentioned documents should be in
the naming format “Corporate Name_Even No.”
(b) Members whose email IDs are not registered with
the Company/DPs, and consequently the Notice and
e-Voting instructions cannot be serviced, will have to
follow the following process:
Temporarily get their email address and mobile number
provided with KFintech, by sending an e-mail to
i.
10
iii. Members are encouraged to join the Meeting through
Laptops/Desktops with Google Chrome
(preferred
browser), Safari, Internet Explorer, Microsoft Edge, Mozilla
Firefox 22.
iv. Members will be required to grant access to the webcam
to enable VC / OAVM. Further, Members connecting from
Mobile Devices or Tablets or through Laptop connecting
via Mobile Hotspot may experience Audio/Video loss due
to fluctuation in their respective network. It is therefore
recommended to use stable Wi-Fi or LAN connection to
mitigate any kind of aforesaid difficulties.
v.
As the AGM is being conducted through VC / OAVM,
for the smooth conduct of proceedings of the AGM,
Members are encouraged to express their views / send
their queries in advance mentioning their name, demat
account number / folio number, email ID, mobile number
at: https://evoting.kfintech.com. Queries received by the
Company till Wednesday, June 29, 2022 (5.00 P.M. IST)
shall only be considered and responded during the AGM.
Reliance Infrastructure Limited Notice
vi.
vii.
viii.
ix.
x.
xi.
The Members who have not cast their vote through
remote e-voting shall be eligible to cast their vote
through e-voting system available during the e-AGM.
E-voting during the AGM is integrated with the VC /
OAVM platform. The Members may click on the voting
icon displayed on the screen to cast their votes.
A member can opt for only single mode of voting i.e.,
through remote e-voting or voting at the e-AGM. Once
the vote on a resolution(s) is cast by the member, the
member shall not be allowed to change it subsequently.
Facility of joining the AGM through VC / OAVM shall
be available for 1000 Members on first come first serve
basis. However, the participation of Members holding 2%
or more shares, Promoters, and Institutional Investors,
Directors, Key Managerial Personnel, Chairpersons of
Audit Committee, Stakeholders Relationship Committee,
Nomination and Remuneration Committee and Auditors
are not restricted on first come first serve basis.
The Members who wish to speak during the meeting may
register themselves as speakers for the AGM to express
their views. They can visit and login through the user ID
and password provided by KFintech. On successful login,
select ‘Speaker Registration’. The Company reserves the
right to restrict the speakers at the AGM to only those
Members who have registered themselves, depending on
the availability of time for the AGM.
In case of any query and/or grievance, in respect of
voting by electronic means, Members may refer to the
Help and Frequently Asked Questions (FAQs) and E-voting
user manual available at the download section of https://
evoting.kfintech.com (KFintech Website) or send e-mail
at evoting@kfintech.com or call KFintech’s toll free no.
1800-309-4001.
In case a person has become a member of the Company
after dispatch of AGM Notice but on or before the cutoff
date for E-voting, he/she may obtain the User ID and
Password in the manner as mentioned below:
i.
If the mobile number of the member is registered
against Folio No./ DP ID Client ID, the member
may send SMS: MYEPWD E-Voting
Event Number + Folio No. or DP ID Client ID to
9212993399
1.
Example for NSDL:
MYEPWD IN12345612345678
2.
Example for CDSL:
MYEPWD 1402345612345678
3.
Example for Physical:
MYEPWD XXXX1234567890
ii.
If e-mail address or mobile number of the member
is registered against Folio No. / DP ID Client ID,
then on the home page of https://evoting.kfintech.
com, the member may click “Forgot Password”
and enter Folio No. or DP ID Client ID and PAN to
generate a password.
xii. Members who may require any technical assistance
or support before or during the AGM are requested to
contact KFintech at toll free number 1800-309- 4001
or write to them at evoting@kfintech.com.
14. The Board of Directors have appointed Mr. Anil Lohia,
Partner or in his absence Mr. Khushit Jain, Partner, M/s.
Dayal and Lohia, Chartered Accountants as the Scrutiniser
to scrutinise the voting process in a fair and transparent
manner. The Scrutiniser will submit their report to Shri
Punit Garg, Executive Director and Chief Executive Officer
or any person authorised by him after completion of the
scrutiny and the results of voting will be announced after
the AGM of the Company. Subject to receipt of requisite
number of votes, the resolutions shall be deemed to
be passed on the date of the AGM. 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 KFintech at https:// evoting.kfintech.com.
Statement pursuant to Section 102 (1) of the Companies
Act, 2013 and pursuant to Regulation 36 of SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, to the accompanying Notice dated June 03, 2022
Item No. 3: Re-appointment of Shri Punit Garg as an
Executive Director
Shri Punit Garg was appointed as an Executive Director and Chief
Executive Officer of the Company for a period of three years
by the Board of Directors on April 6, 2019 and the same was
approved by the Members by Special Resolution at the Annual
General Meeting held on September 30, 2019.
The Board of Directors at its meeting held on February 12, 2022
approved the re-appointment of Shri Punit Garg as a Whole-
time Director designated as an Executive Director for a period
of three years and Chief Executive Officer effective from April 6,
2022. Based on the recommendation of the Nomination and
Remuneration Committee of the Board, the Board has approved
the appointment of Shri Punit Garg as above at nil remuneration,
subject to approval of the Members and such other sanctions,
approvals and permissions as may be necessary.
As per provisions of the Companies Act, 2013 (the Act)
Shri Garg has given his consent for the re-appointment and has
also confirmed that he is not in any way disqualified from the
re-appointment in terms of the provisions of Section 164 of the
Act. Pursuant to the provisions of the Act read with Regulation
36(3) of the Listing Regulations, the relevant details pertaining
to Shri Garg are furnished hereunder:
Shri Punit Garg, aged 57 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
11
Reliance Infrastructure Limited
Notice
36 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.
Shri Garg’s job profile includes substantial management of
the affairs of Reliance Infrastructure Limited subject to overall
superintendence of Board of Directors of the Company. Shri Garg
has the requisite professional qualification and experience and is
eminently suited for the position.
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.
Shri Garg fulfils the conditions for appointment as contained in
Part I of Schedule V of the Act. Shri Garg has attended all ten
Board meetings of the Company held during the year.
The disclosures required under Schedule V of the Act have
been incorporated in the Directors’ Report under the “Corporate
Governance” section.
BSES
Rajdhani
Limited
Executive Officer
Shri Garg is also a Director in Reliance Communications
BSES
Limited,
Yamuna Power
and
Chief
Limited.
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
and
in Reliance Velocity
Executive Director
Limited,
Power
Shri Garg is a member of the Audit Committee, Corporate Social
Responsibility Committee, Stakeholders Relationship Committee
of Reliance Communications Limited. He is also member of the
Nomination and Remuneration Committee of both BSES Yamuna
Power Limited and BSES Rajdhani Power Limited.
The office of Shri Garg is 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. 3 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. 3 of the Notice.
The Board accordingly recommends the Ordinary Resolution set
out at Item No. 3 of the accompanying Notice for the approval
of the Members.
Item No. 4: Appointment of Dr. Thomas Mathew as an
Independent Director
Pursuant to the provisions of Section 149, 161 of the Act read
with Schedule IV of the Act and as per the recommendation
of Nomination and Remuneration Committee, the Board of
Directors appointed Dr Thomas Mathew (DIN: 05203948) as
Additional Director in the capacity of Independent Director of
the Company for a term of five consecutive years effective from
April 22, 2022 subject to approval of Members. Pursuant to the
12
provisions of Section 161 of the Act, Dr. Thomas Mathew will
hold office upto the date of this Annual General Meeting.
The Company has received a declaration from Dr. Thomas
Mathew confirming that he meets the criteria of independence as
prescribed both under Section 149(6) of the Act and under SEBI
(Listing Obligations and Disclosure Requirements) Regulations,
2015 (the “Listing Regulations”). In the opinion of the Board
and based on the declaration of independence submitted by
him, Dr. Thomas Mathew fulfills the conditions specified in the
Act, the Rules made thereunder and the Listing Regulations
for his appointment as an Independent Director and that he is
independent of the management.
The Nomination and Remuneration Committee has considered
amongst others, leadership capabilities, expertise in governance,
legal compliance, finance management, administrative knowledge
& experience and global experience/ international exposure as
the skills required for this role. In view of the above, the Board
of Directors are of the view that Dr. Thomas Mathew possesses
the requisite skills and capabilities, which would be of immense
benefit to the Company and hence it is desirable to appoint him
as an Independent Director.
As required under Section 160 of the Act, the Company has
received a notice in writing from a Member proposing the
candidature of Dr. Thomas Mathew for the office of Director of
the Company. Dr Thomas Mathew is not disqualified from being
appointed as Director in terms of Section 164 of the Act and has
given his consent to act as Director.
Keeping in view the above and in terms of Listing Regulations,
consent of the Members for appointment of Dr. Thomas Mathew
as an Independent Director, not liable to retire by rotation, is
sought by way of special resolution, as set out in the resolution
in Item No. 4 of the accompanying Notice.
Pursuant to the provisions of the Act read with Regulation 36(3)
of the Listing Regulations, the relevant details pertaining to Dr.
Thomas Mathew are furnished hereunder:
Dr. Thomas Mathew, aged 66 years, holds a bachelor’s degree
in Arts from the University of Delhi and a bachelor’s degree in
law from Campus Law Centre-II, Faculty of Law. He also holds a
master’s degree in Arts, a degree of Master of Philosophy, and a
degree of doctor of philosophy from Jawaharlal Nehru University.
He has experience of working with the Ministry of Finance and
the Ministry of Defence amongst other. He has represented
India as the leader of the delegation in several conferences and
meetings. He has addressed/presented papers in several fora
including those in the United States Department of Defence
and Stanford University, USA. He also spearheaded several new
reforms in the Ministry of Defence.
He has published scores of articles, Opeds, etc. in leading
newspapers like The Times of India, Economic Times, The Indian
Express, The Hindu, etc. He has also edited book on India-US
Strategic Ties contributing its lead chapter. As the Additional
Secretary to the 13th President of India, Shri Pranab Mukherjee,
he authored two books, “The Winged Wonders of Rashtrapati
Bhavan” and “Abode Under the Dome”. These books were
regularly presented by the Indian President to the visiting Heads
of States and other world leaders who called on him.
Reliance Infrastructure Limited Notice
At present, Dr. Thomas Mathew is also a Director of Reliance
Power Limited, Reliance General Insurance Company Limited and
Reliance Nippon Life Insurance Company Limited. Dr. Thomas
Mathew has resigned as Director of Reliance Capital Limited on
November 29, 2021.
Dr. Thomas Mathew is Chairperson of the Stakeholder Relationship
Committee and Member of the Audit Committee, Nomination
and Remuneration Committee, Corporate Social Responsibility
Committee and Risk Management Committee of the Company.
Dr. Mathew is the Chairperson of the Audit Committee and
Corporate Social Responsibility Committee and a Member of the
Nomination and Remuneration Committee, Risk Management
Committee and Stakeholder Relationship Committee of Reliance
Power Limited.
Dr. Mathew is also a member of the Audit Committee, Nomination
and Remuneration Committee, Risk Management Committee,
Corporate Social Responsibility Committee,
Investment
Committee and Share Transfer and Allotment Committee of
Reliance Nippon Life Insurance Company Limited.
Dr. Mathew is also a member of the Audit Committee, Nomination
and Remuneration Committee, Risk Management Committee,
Corporate Social Responsibility Committee and Investment
Committee of Reliance General Insurance Company Limited.
Dr. Thomas Mathew is not related to any other Director and Key
Managerial Personnel of the Company.
As on April 22, 2022, Dr. Thomas Mathew held 1,33,162 equity
shares of the Company.
The relatives of Dr. Thomas Mathew may be deemed to be
interested in the resolution set out at Item No. 4 of the Notice,
to the extent of their equity shareholding interest, if any, in the
Company.
Save and except Dr. Thomas Mathew, none of the Directors,
Key Managerial Personnel of the Company and their relatives are
concerned or interested, financially or otherwise, in this 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: Monetization of assets
The Company is amongst the leading players in the country in
the Engineering and Construction (E&C) segment for power,
roads, metro rail 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. It has executed the state of
the art Mumbai Metro line one project on build, own, operate
and transfer basis. Further, the Company is also a leading utility
company having presence across the value chain of energy
businesses. As of March 31, 2022, the Company had 54
subsidiaries and step-down subsidiaries.
The Company is in process of deleveraging and reducing its debt
and liabilities. For this purpose and for the purpose of unlocking
value of various businesses and assets, the Company intends to
monetize its assets and businesses at an opportune time.
As per provisions of Section 180(1)(a) of the Companies Act,
2013 (the Act) the Company is required to obtain consent
of the Members by way of special resolution to sell, lease or
otherwise dispose off the whole or substantially the whole of the
undertaking of the Company or where the Company owns more
than one undertaking, of the whole or substantially the whole of
any of such undertakings. Also, in terms of Regulation 24(5) of
the Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015 (the Listing
Regulations), the Company shall not dispose off shares in its
material subsidiary resulting in reduction of its shareholding
(either on its own or together with other subsidiaries) to less
than or equal to 50% or cease the exercise of control over the
subsidiary without passing a special resolution in its general
meeting. Further, as per Regulation 24(6) of Listing Regulations,
no company shall sell, lease and dispose off assets amounting to
more than 20% of the assets of the material subsidiary on an
aggregate basis during a financial year without passing a special
resolution in its general meeting.
The resolution set out at Item No. 5 is an enabling resolution
empowering the Board of Directors to monetize assets and
businesses to achieve the above stated objective of deleveraging
and reducing debt and liabilities of the Company, as also to
unlock value of its various businesses and assets.
The said resolution is in furtherance to the consent of Members
already accorded vide special resolution passed under Section
180(1)(a) of the Act by postal ballot dated October 22, 2016,
for creation of charge/mortgage on the assets of the Company.
None of the Directors, Key Managerial Personnel and their
relatives are concerned or interested, financially or otherwise, in
this resolution.
The Board accordingly recommends the Special Resolution set
out at Item No.5 of the accompanying Notice for the approval
of the Members.
Item No. 6 Remuneration to the Cost Auditors
The Board of Directors has, on the recommendation of
the Audit Committee, approved
the appointment and
remuneration of M/s. Talati & Associates, Cost Accountants
(Firm Registration no.: R/000097) as Cost Auditors for the
audit of the cost accounting records of the Company for the
Financial Year ending March 31, 2023 at a remuneration of
` 31,250 (Rupees thirty one thousand two hundred fifty only),
excluding 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. 6
of the Notice.
The Board accordingly recommends the Ordinary Resolution set
out at Item No. 6 of the accompanying Notice for approval of
the Members.
13
Reliance Infrastructure Limited Notice
Item No. 7: Issuance of Foreign Currency Convertible Bonds
The Company is amongst the leading players in the country in
the Engineering and Construction (E&C) segment for power,
roads, metro rail 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. It has executed the state of
the art Mumbai Metro line one project on build, own, operate
and transfer basis. Further, the Company is also a leading utility
company having presence across the value chain of energy
businesses.
In order to strengthen the Company’s financial position and
to reduce debt and interest burden and for general corporate
purposes, the Members by passing a special resolution on July
6, 2021 approved, inter alia, issuance of foreign currency
convertible bonds and/or any other similar securities (Securities)
in one or more tranches, provided that the said securities shall
not result in issuance of equity shares of more than twenty
four percent of the then fully diluted equity share capital of the
Company. In pursuance of the said authorization, the Board at
its meeting held on September 25, 2021 approved issuance
of foreign currency convertible bonds (FCCBs) upto US$ 100
million. Keeping in view the Company’s fund requirements,
the Board at its meeting held on June 3, 2022 proposed to
seek Members’ authorization for partial modification of the said
special resolution passed on July 6, 2021, providing, inter alia,
that the aggregate amount raised/to be raised by issuance of
such Securities shall not exceed US$ 500 million.
Issuance of Securities may result in the issuance to investors who
may not be Members of the Company. Therefore, consent of the
Members is being sought, for passing the Special Resolution as
set out in the Notice, pursuant to Section 62 of the Companies
Act, 2013, (“Act”) as amended and any other law for the time
being in force and being applicable and in terms of the provisions
of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, as amended. Further, in terms of provisions
of Section 42 of the Act read with the Companies (Prospectus
and Allotment of Securities) Rules, 2014, a Company can
issue its securities on private placement basis after obtaining
prior approval of the Members of the Company by a Special
Resolution. The equity shares, if any, allotted on issue, conversion
of Securities shall rank pari passu in all respects with the existing
Equity Shares of the Company.
The resolution proposed is enabling approval and the exact
combination of instrument(s), exact price, proportion and
timing of the issue of the Securities in one or more tranches
and/or issuances and the detailed terms and conditions of such
tranche(s)/ issuances will be decided by the Board in consultation
with lead managers, advisors and such other authorities and
agencies as may be required to be consulted by the Company
in due consideration of prevailing market conditions and other
relevant factors after meeting the specific requirements in
a manner and subject to limit as more particularly set out in
the resolution at Item No.7 of the accompanying Notice. The
proposal therefore seeks to confer upon the Board the absolute
14
discretion and adequate flexibility to determine the terms of
issue(s) and to take all steps which are consequential, incidental
and ancillary.
The pricing of the offer would be in accordance with the
provisions of the Securities and Exchange Board of India (Issue
of Capital and Disclosure Requirements) Regulations, 2018 (the
SEBI (ICDR) Regulations”), the Securities and Exchange Board of
India (Issue and Listing of Debt Securities) Regulations, 2008,
the Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015, the Foreign
Exchange Management Act, 1999, the Companies Act, the
Issue of Foreign Currency Convertible Bonds and Ordinary Shares
(Through Depository Receipt Mechanism) Scheme, 1993,
the Foreign Exchange Management (Borrowing and Lending)
Regulations, 2018, the Master Direction - External Commercial
Borrowings, Trade Credits and Structured Obligations, 2019, the
Foreign Exchange Management (Debt Instruments) Regulations,
2019,
(Non-debt
Instruments) Rules, 2019 or any other guidelines/ regulations/
consents, each as amended, as may be applicable or required.
FCCB pricing will be as per FCCB Scheme. The “Relevant Date” for
the purpose of determination of price of the securities shall be the
date as determined in accordance with the applicable provisions
of law and as mentioned in the resolution. In connection with
the proposed issue of Securities, the Company is required to, inter
alia, identify investor, decide quantum of each issue/tranche
including terms thereof, prepare, approve and execute various
documents. Accordingly, it is proposed to authorize the Board to
do all such acts, deeds and things in this regard for and on behalf
of the Company.
the Foreign Exchange Management
The proposed issue of the Securities shall be within the overall
borrowing limits of the Company in terms of Section 180(1)(c)
of the Act or such other enhanced limit as may be approved by
the Members of the Company, from time to time.
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 to the extent of
their shareholding, if any.
The Board accordingly recommends the Special Resolution set
out at Item No. 7 of the accompanying Notice for the 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
June 03, 2022
Reliance Infrastructure Limited Directors’ Report
Dear Shareowners,
Your Directors present the 93rd Annual Report and the audited financial statements for the financial year ended March 31, 2022.
Financial performance and state of the Company’s affairs
The financial performance of the Company for the financial year ended March 31, 2022 is summarised below:
Particulars
Total Income
Gross Profit before depreciation
Depreciation and Amortisation
Exceptional Items-(Expenses)/Income
Profit/(Loss) before taxation
Tax expenses (Net) (including deferred tax and tax for earlier years)
Profit/(Loss) after taxation before share of associates and non controlling
interest
Profit/(Loss) after taxation after share of associates and non controlling
interest
Balance of profit brought forward from previous year
Other comprehensive income recognised directly in retained earnings
Profit available for appropriations
Balance carried to Balance Sheet
Financial Performance
(` in crore)
Financial year ended
March 31, 2022
Financial year ended
March 31, 2021
Standalone Consolidated
Standalone Consolidated
(Restated)
1,973
(322)
42
-
(364)
4
(368)
19,133
627
1,283
2,522
(406)
59
- 354
(656)
23
(679)
(111)
(92)
(19)
20,915
4,164
1352
126
2,939
(167)
3,106
(368)
(938)
(19)
1,125
284
1
(85)
(85)
(3220)
(2)
-
(4,168)
303
-
284
284
(4,347)
3
-
(3,220)
During the year under review, your Company earned an income
of ` 1,973 crore against ` 2,522 crore in the previous year. The
Company incurred a loss of ` 368 crore for the year as compared
to loss of ` 19 crore in the previous year.
The performance and financial position of the subsidiary
companies and associate companies and joint venture are
included in the consolidated financial statement of the Company.
In terms of the advisory dated August 20, 2020 and further
notification on Late Payment Surcharge (LPSC) issued by
Ministry of Power, Government of India, to change LPSC at a
rate not exceeding 1% p.m. by Transmission and Generating
companies, BSES Yamuna Power Limited and BSES Rajdhani
Power Limited, subsidiaries of the Company, have reworked the
LPSC retrospectively and have written back the excess LPSC
provision in their financial statements for the current year and
accordingly have restated the figures of the previous financial
year in accordance with the requirement of applicable Accounting
standards. Consequently, the Company has restated the figures as
on March 31, 2021 in the consolidated financial statements.
COVID-19 pandemic had impacted businesses across the globe
causing significant disturbance and slowdown of economic
activities. The Company has considered all possible impact of
COVID-19 in preparation of the standalone financial statement,
including assessment of the recoverability of financial and
non-financial assets based on the various internal and external
information and assumptions relating to economic forecasts up
to the date of approval of these financial results. The aforesaid
assessment is based on projections and estimations which are
dependent on future development including government policies.
Any changes due to the changes in situations/circumstances
will be taken into consideration, if necessary, as and when it
crystallizes.
Dividend
During the year under review, the Board of Directors has not
recommended dividend on the equity shares of the Company.
The dividend distribution policy of the Company is uploaded
on the Company’s website at the link https://www.rinfra.
com/documents/1142822/10625710/RInfra_Dividend_
Distribution_Policy.pdf.
Business Operations
The Company is amongst the leading players in the country in
the Engineering and Construction (E&C) segment for power,
roads, metro rail 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. It has executed the state of
the art Mumbai Metro line one project on build, own, operate
and transfer basis. Further, the Company is also a leading utility
company having presence across the value chain of energy
businesses.
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 (Listing Obligations and Disclosure
15
Reliance Infrastructure Limited Directors’ Report
Requirements) Regulations, 2015 (the Listing Regulations),
is presented in a separate section forming part of this
Annual Report.
Reclassification of Authorized Share Capital
The Memorandum of Association of the Company was altered
during the year to give effect to the reclassification of the
authorized share capital of the Company to ` 20,50,06,00,000
(Rupees Two Thousand Fifty Crores Six Lakh) comprising
194,00,60,000 Equity shares of ` 10 each, 10,00,00,000
Preference Shares of ` 10 each, 1,00,00,000 Equity shares of
` 10 each with differential rights to the same.
Issue of warrants on Preferential Basis
During the year under review, the Company issued and allotted
8,88,00,000 warrants at ` 62 each convertible into equivalent
number of equity shares of the Company on July 19, 2021, on
preferential basis, wherein an amount equivalent to 25% of
the Issue Price was paid on subscription and the balance 75%
shall be paid by warrant holder(s) at the time of conversion,
within a period of 18 months from the date of allotment i.e.
July 19, 2021.
Issue of Foreign Currency Convertible Bonds
During the year, your Board has approved issuance of
unsecured foreign currency convertible bonds (FCCBs) upto
US$ 100 million maturing at the end of ten years and one
day from the issue date or the date of the FCCBs being fully
paid up, whichever is later, with a coupon rate of 4.5% p.a.
on private placement basis, convertible into equity shares of
` 10 each.
Resource and Liquidity
During the year, the Company continued to unlock the value of
its business and to reduce its overall leverage through proceeds
of various arbitration awards and other initiatives.
i.
Major Arbitration Awards
During the year under review, the Supreme Court on
September 09, 2021, in the dispute between the
Company’s subsidiary Delhi Airport Metro Express Private
Limited (DAMEPL) and Delhi Metro Rail Corporation
(DMRC), upheld the arbitral award dated May 11,
2017 (Award) in favour of DAMEPL. DMRC is directed
to pay a sum of ` 2,950 crore plus interest upto the
date of payment to DAMEPL. An aggregate sum of
` 2,444.87 crore has been received by the DAMEPL thus
far. In DAMEPL’s execution petition for recovery of the
Award amount payable and interest thereon, the Hon’ble
Delhi High Court in terms of judgment dated March
10, 2022 whilst directing the payment of the Award
amount rejected the computation of post-award interest
by DAMEPL on pre-award interest portion of the sum
awarded. The Company preferred a Special Leave Petition
before the Hon’ble Supreme Court against the judgment
dated March 10, 2022 on the above referred aspect. The
Hon’ble Supreme Court by judgment dated May 5, 2022
upheld the judgment of the Hon’ble Delhi High Court.
In view of DMRC not adhering to the direction for payment
of amounts in terms of Judgment dated March 10, 2022,
DAMEPL has filed an IA seeking recovery of the balance
amounts in terms of the Award as also contemplates to
go for review against the judgment dated May 5, 2022.
16
The Company is in receipt of judgment dated March
25, 2022 passed by the Hon’ble Calcutta High Court in
proceedings filed by Damodar Valley Corporation (“DVC”)
in arbitration between the Company wherein as a condition
for obtaining a stay of the Award, a sum of ` 898 crore
(` 595 crore by way of cash and ` 303 crore by way
of Bank Guarantee) has been directed to be deposited
by DVC, and of which sum, the amount of ` 595 crore
has been permitted to be withdrawn by the Company by
furnishing Bank Guarantee. Additionally in an earlier round
of legal proceedings before the Hon’ble Supreme Court,
DVC had been directed to release the Bank Guarantees of
the Company aggregating to a sum of ` 354 crore, which
direction has been complied with.
Further, in the matter of arbitration between the Company
and Electricity Department, Government of Goa (GoG),
the Company’s Bank Guarantees of ` 119 crore were
released pursuant to the Hon’ble Bombay High Court’s
judgment dated March 8, 2021, which partially set aside
the Award in favour of the Company. Consequently, the
amount receivable from GoG stood reduced from ` 292
crore to ` 191 crore. The Bank Guarantees of ` 119 crore
were furnished to withdraw equivalent amounts, which
were deposited by GoG as a condition for stay of the
Award. With the aforesaid actions, GoG paid an aggregate
sum of ` 190.03 crore in respect of the arbitration dispute
with the Company. The Company has also filed a Special
Leave Petition before the Hon’ble Supreme Court in this
matter and the cumulative impact in the event of the
Company succeeding in the same is likely to be in excess
of ` 280 crore.
The entire proceeds of the above arbitration are being
utilized to repay the debt obligations of the Company.
ii.
Stake transfer of Versova Bandra Sea Link Project
As a prudent risk management approach, the Company
opted to exit from the Versova Bandra Sea Link Project
which was being delayed due to financial constraints of
the JV Partner and the impact of COVID 19, by way of its
stake sale which not only released the performance Bank
Guarantee from Maharashtra State Road Development
Corporation but also realized value for transfer of its
participating interest.
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, 2022.
Particulars of Loans, Guarantees or Investments
The Company has complied with provisions of Section 186
of the Act, to the extent applicable with respect to Loans,
Guarantees or Investments during the year.
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 statement).
Reliance Infrastructure Limited
Directors’ Report
Subsidiaries, Associates and Joint venture
Reliance Power Limited became an associate of the Company
with effect from July 15, 2021.
During the year under review, Utility Infrastructure & Works
Private Limited ceased to be a subsidiary of the Company.
Neom Smart Technology Private Limited, was incorporated on
April 18, 2022 as a subsidiary of the Company.
The summary of the performance and financial position of
the subsidiaries, associates and joint venture is presented in
Form AOC - 1 and in Management Discussion and Analysis
report forming part of this Annual Report. Also, a report on the
performance and financial position of each of the subsidiaries,
associates and joint venture as per the Act is provided in the
consolidated financial statement.
The Policy for determining material subsidiary company,
the Board, may be accessed on
as approved by
the
https://www.rinfra.com/
documents/1142822/1189698/Policy_for_Determination_
of_Material_Subsidiary_updated.pdf.
Company’s website
at
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, 2022, 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 Statement has 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 Sateesh Seth, Non-
Executive Director of the Company retires by rotation and
being eligible, offers himself for re-appointment at the ensuing
Annual General Meeting.
During the year, the Independent Director Ms. Ryna Karani
resigned with effect from October 08, 2021, owing to
increasing professional and other commitments. With effect
from March 25, 2022, Shri Anil D. Ambani, Non-Executive
Director, resigned from the Board in compliance of SEBI Interim
Order in the matter of Reliance Home Finance Limited. Further,
Shri Rahul Sarin, who was appointed as an Additional Director
in the capacity of Independent Director from March 25, 2022,
tendered his resignation on April 22, 2022 owing to health
reasons.
The Board places on record its sincere appreciation for
the valuable contribution made by Ms. Ryna Karani, Shri Anil
D. Ambani and Shri Rahul Sarin during their tenure as Directors
of the Company. The Board also unanimously reposes full
trust in Shri Ambani’s leadership and invaluable contribution to
steering the Company through great financial challenges and
towards being potentially debt free in the course of the coming
financial year. The Board looks forward to an early closure of the
matter and inviting Shri Ambani back to provide his vision and
leadership to the Company in the interest of all stakeholders.
Dr. Thomas Mathew was appointed as Additional Director in
the capacity of Independent Director with effect from April 22,
2022 for a term of 5 consecutive years subject to the approval
of Members. Pursuant to Section 161 of the Act he will hold
office up to the date of ensuing Annual General Meeting. The
proposal for his appointment is included in the notice of the
Annual General Meeting for approval of the Members.
The term of appointment of Executive Director and Chief
Executive Officer Shri Punit Garg has expired on April 05,
2022 and the proposal for his re-appointment effective from
April 06, 2022 for a further term of three years are included
in the notice to the Annual General Meeting for approval of
the Members.
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/1142822/1189698/
Familiarisation_programme.pdf.
In the opinion of the Board, the Independent Directors possess
the requisite expertise and experience and are persons of high
integrity and repute. They fulfill the conditions specified in the
Act and the Rules made thereunder and are independent
of the management.
Key Managerial Personnel
Shri Sandeep Khosla was appointed as Chief Financial Officer of
the Company in the place of previous incumbent Shri Pinkesh
Shah with effect from October 1, 2021. Further with effect
from April 12, 2022, Shri Vijesh Babu Thota was appointed as
the Chief Financial Officer, replacing Shri Sandeep Khosla who
was suffering from poor health.
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.
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.
Pursuant to the Listing Regulations, performance evaluation of
Independent Directors was done by the entire board, excluding
the Independent Director being evaluated.
A separate meeting of the Independent Directors was also held
for the evaluation of the performance of Non-Independent
Directors, performance of the Board as a whole and that of the
Chairman of the Board.
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 also formulated the criteria for
determining qualifications, positive attributes and independence
of Directors. The Policy, inter alia, covers the details of the
remuneration of non executive directors, Key Managerial
Personnel and Senior Management Employees, their performance
assessment and retention features. The Policy has been put
up on the Company’s website at: https://www.rinfra.com/
documents/1142822/10641881/Remuneration-Policy.pdf.
17
Reliance Infrastructure Limited Directors’ Report
Directors’ Responsibility Statement
Pursuant to the requirements under Section 134(5) of the Act
with respect to Directors’ Responsibility Statement, it is hereby
confirmed that:
i.
In the preparation of the annual financial statements for
the financial year ended March 31, 2022, 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, 2022 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, 2022, 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.
ii.
iii.
iv.
v.
vi.
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 ( transactions where the
value exceeds ` 1000 crore or 10% of the annual consolidated
turnover, whichever is lower), or which is required to be reported
in Form AOC – 2 in terms of section 134 (3)(h) read with Section
188 of the Act and Rule 8(2) of the Companies (Accounts)
Rules 2014 .
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: https://www.rinfra.com/
documents/1142822/1189698/Related_Party_Transactions_
18
Policy_updated.pdf. Your Directors draw attention of the
Members to Note No. 33 to the standalone financial statement
which sets out related party disclosures pursuant to Ind-AS and
Schedule V of Listing Regulations.
Material Changes and Commitments if any, affecting the
financial position of the Company
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.
Meetings of the Board
A calendar of Meetings is prepared and circulated in advance to
the Directors. During the financial year ended March 31, 2022,
10 (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
As on date, 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 Dr. Thomas
Mathew, and also Shri Punit Garg, Executive Director and Chief
Executive Officer. Ms. Manjari Kacker, Independent Director, is
the Chairperson 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. Chaturvedi & Shah LLP, Chartered Accountants were
appointed as Statutory Auditors of the Company at the 91st
Annual General Meeting of the Company held on June 23,
2020, to hold office for a term of 5 consecutive years until the
conclusion of 96th Annual General Meeting of the Company.
The Company has received confirmation from M/s. Chaturvedi &
Shah LLP, Chartered Accountants that they are not disqualified
from continuing as 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 the Note 38 and foot note to
the statement of changes in equity of the Standalone Financial
Statement Notes on Accounts. It has been explained that:
(a) 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 Reliance Group. To this
end along with other companies of the Reliance Group
the Company funded EPC Company by way of project
advances, subscription to debentures and inter corporate
deposits. The total exposure of the Company as at
March 31, 2022 is ` 6,526.82 crore (net of provision of
` 3,972.17 crore). The Company has also provided
corporate guarantees aggregating of ` 1,775 crore. The
activities of EPC Company have been impacted by the
Reliance Infrastructure Limited Directors’ Report
reduced project activities of the companies of the Reliance
Group. While the Company is evaluating the nature of
relationship; if any, with the independent EPC Company,
based on the analysis carried out in earlier years, the EPC
Company has not been treated as related party.
India’s
the Government of
Given the huge opportunity in the EPC field particularly
considering
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. Based on the
available facts, the provision made will be adequate to deal
with any contingency relating to recovery from the EPC
Company. The Company has further provided corporate
guarantees of ` 4,895.87 crore on behalf of certain
companies towards their borrowings. As per the reasonable
estimate of the Management of the Company, it does not
expect any obligation against the above guarantee amount.
(b) During the year ended March 31, 2020, the Company
had adjusted the loss on invocation / mark to market
(required to be done due to invocation of shares by the
lenders) of ` 5,024.88 crore against the capital reserve.
According to the management of the Company, this is
an extremely rare circumstance where even though the
value of long term strategic investment is high, the same
is being disposed off at much lower value for the reasons
beyond the control of the Company, thereby causing the
said loss to the Company. Hence, being the capital loss,
the same has been adjusted against the capital reserve.
Since financial year 2019-20, the auditors in their
report had mentioned that the above treatment is not in
accordance with the Ind AS 1 “Presentation of Financial
Statements”, Ind AS 109 “Financial Instruments” and Ind
AS 28 “Investment in Associates and Joint Ventures”. Had
the Company followed the above Ind AS’s the retained
earnings as at March 31, 2022 and March 31, 2021
would have been lower by ` 5,024.88 crore and Capital
Reserve of the Company as at March 31, 2022 and
March 31, 2021 would have been higher by ` 5,024.88
crore.
The other 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.
No fraud has been reported by the Auditors to the Audit
Committee or the Board.
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. Talati & Associates, Cost Accountants, as the Cost Auditors
of the Company for conducting the cost audit of the Engineering
& Construction Division and Power Generation Division of the
Company for the financial year ending March 31, 2023, and their
remuneration is subject to ratification by the Members at the
ensuing Annual General Meeting of the Company.
The Provisions of Section 148(1) of the Act are applicable to
the Company and accordingly the Company has maintained cost
accounts and records in respect of the applicable products for the
year ended March 31, 2022.
Secretarial Standards
During the year under review, the Company has complied with the
applicable Secretarial Standards, SS-1 and SS-2, issued by The
Institute of Company Secretaries of India.
Secretarial Audit and Annual Secretarial Compliance 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
M/s. Ashita Kaul & Associates, Company Secretaries in Practice,
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 for the financial
year ended March 31, 2022. The Audit Report of the Secretarial
Auditors of the Company and its material subsidiaries for the
financial year ended March 31, 2022 are attached hereto as
Annexure A1 to A3.
Pursuant to Regulation 24A of the Listing Regulations, the
Company has obtained Annual Secretarial Compliance Report from
a Practicing Company Secretary on compliance of all applicable
SEBI Regulations and circulars/ guidelines issued there under and
copy of the same shall be submitted with the Stock Exchanges
within the prescribed due date.
The observations and comments given by the Secretarial Auditor
in their Report are self-explanatory and hence do not call for any
further comments under Section 134 of the Act.
Annual Return
As required under Section 134 (3)(a) of the Act, the Annual Return
for the year 2021-22 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 second 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. 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 B forming part
of this Report.
19
Reliance Infrastructure Limited
Directors’ 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.
A certificate from M/s. Ashita Kaul & Associates, Practicing
Company Secretary, confirming compliance to the conditions of
Corporate Governance as stipulated under Para E of Schedule V
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: https://www.
rinfra.com/documents/1142822/1189698/Whistle_Blower_
Policy_updated.pdf.
Risk Management
The Board of the Company has constituted a Risk Management
Committee which 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
framework to identify, evaluate business risks and opportunities.
This framework seeks to create transparency, minimize adverse
impact on the business objectives and enhances 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
The Company has constituted Corporate Social Responsibility
20
(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 has formulated a CSR
Policy indicating the activities to be undertaken by the Company.
The CSR policy may be accessed on the Company’s website at the
link: https://www.rinfra.com/documents/1142822/1189698/
Rinfra_CSRPolicy_revised.pdf.
At present, the CSR Committee of the Board consists of Shri
S S Kohli as Chairman, Ms. Manjari Kacker, Shri K Ravikumar,
Dr. Thomas Mathew and Shri Punit Garg as the Members. The
disclosure with respect to CSR activities forming part of this
Report is given as Annexure C.
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.
Proceedings under the Insolvency and Bankruptcy Code, 2016
One application has been made by the Company under the
Insolvency and Bankruptcy Code, 2016 (IBC) and proceedings
in relation to fourteen applications are pending. None of such
applications have been admitted and the same are pending
withdrawal/settlement.
General
During the year under review there were no reportable events in
relation to any Deviation(s) or variation(s) in the use of proceeds
of preferential issue, no amount proposed to be transferred to
reserves, issue of equity shares with differential rights as
to dividend, voting or otherwise, issue of sweat equity
shares to Company’s Directors or Employees and one-time
settlement with any Bank or Financial Institution.
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.
For and on behalf of the Board of Directors
Punit Garg
Executive Director and
Chief Executive Officer
Place: Mumbai
Date : May 13, 2022
Manjari Kacker
Director
Reliance Infrastructure Limited Directors’ Report
Form No. MR-3
Secretarial Audit Report
For the financial year ended March 31, 2022
[Pursuant to Section 204 (1) of the Companies Act, 2013 and Rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]
Annexure – A1
To,
The Members,
Reliance Infrastructure Limited
Reliance Centre, Ground Floor
19, Walchand Hirachand Marg,
Ballard Estate,
Mumbai 400001
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 reasonable basis for
evaluating the corporate conducts/statutory compliances and
expressing our opinion thereon.
Based on our verification of the Company’s books, papers, minute
books, forms and returns filed and other records maintained
by the company and also the information provided by the
Company, its officers, agents and authorized representatives
during the conduct of secretarial audit, we hereby report
that in our opinion, the Company has, during the audit period
covering the financial year ended on March 31, 2022 (“Audit
Period”) complied with the Statutory provisions listed hereunder
and also that the Company has proper Board-processes and
compliance-mechanism in place to the extent, in the manner
and subject to the reporting made hereinafter.
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, 2022 according to the
provisions of the;
1.
2.
3.
4.
5.
Companies Act, 2013 (the Act) and the Rules made
thereunder;
The Securities Contracts (Regulation) Act, 1956 (‘SCRA’)
and the Rules made thereunder;
Depositories Act, 1996 and the Regulations and Bye-
law framed thereunder.
Foreign Exchange Management Act, 1999 and the rules
and regulations made there underto the extent of Foreign
Direct Investment and Overseas Direct Investment and
External Commercial Borrowings;
The following Regulations and Guidelines prescribed
under the Securities and Exchange Board of India Act,
1992 (‘SEBI Act’):
a.
b.
The Securities and Exchange Board of India
(Substantial Acquisition of Shares and Takeovers)
Regulations, 2011;
The Securities and Exchange Board of India
(Prohibition of Insider Trading) Regulations, 2015;
c.
d.
e.
f.
g.
h.
i.
The Securities and Exchange Board of India
(Issue of Capital and Disclosure Requirements)
Regulations, 2018;
The Securities and Exchange Board of India
(Employee Stock Option Scheme and Employee
Stock Purchase Scheme) Guidelines, 1999; Not
applicable
The Securities and Exchange Board of India (Issue
and Listing of Debt Securities) Regulations, 2008;
The Securities and Exchange Board of India
(Registrars to an Issue and Share Transfer Agents)
Regulations, 1993 regarding the Companies Act
and dealing with client;
The Securities and Exchange Board of India
(Delisting of Equity Shares) Regulations, 2021;
Not applicable
The Securities and Exchange Board of India
(Buyback of Securities) Regulations, 2018;
Not applicable
The Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements)
Regulations, 2015
We have also examined compliance with the applicable clauses
of the following;
1.
2.
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).
Listing Agreements entered into by the Company with
BSE Limited, National Stock Exchange of India Limited
and London Stock Exchange.
During the period under review the Company has complied with
the provisions of the Act, Rules, Regulations, Guidelines and
Standards as mentioned above.
Further, based on the declarations received from the directors
as on March 31, 2022 and taken on record by the Board of
Directors , none of the Directors is disqualified as on March
31,2022 from being appointed as a directors in terms of the
Act.
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 provision of
the Act.
21
Reliance Infrastructure Limited
Directors’ Report
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.
All decisions at Board Meetings and Committee Meetings are
carried unanimously as recorded in the minutes of the Meetings
of the Board of Directors and Committees of the Board, as the
case may be.
We further report that pursuant to the special resolutions
passed through postal ballot on 06/07/2021, the Company has:
(a) Issued warrants Convertible into Equity Shares by way of a
preferential issue through private placement which is in compliance
with the applicable law, rules, regulations and guidelines; and
(b) Approved to issue Foreign Currency Convertible Bonds
in one or more issuances and/or tranches through private
placement, public offerings, and/or any combination thereof
or any other method.
The company vide ordinary resolution in Annual General
Meeting dated 14/09/2021 has reclassified the authorized
share capital of the company in compliance with the applicable
law, rules, regulations and guidelines.
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.
We further report that during the audit period there were no
events/actions, which have a major bearing on the Company’s
affairs in pursuance of the above referred laws, rules,
regulations, guidelines and standards.
For Ashita Kaul & Associates
Company Secretaries
Proprietor
FCS 6988/ CP 6529
Place : Thane
Date : May 13, 2022
UDIN : F006988D000314603
22
Reliance Infrastructure Limited Directors’ Report
Secretarial Audit Report of BSES Rajdhani Power Limited
(Material Subsidiary of Reliance Infrastructure Limited)
Secretarial Audit Report
For the financial year ended March 31, 2022
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014
Annexure – A2
To,
The Members,
BSES Rajdhani Power Limited
BSES - Bhawan, Nehru Place
Delhi -110019
(CIN: U40109DL2001PLC111527)
We have conducted the Secretarial Audit of the compliance
of applicable statutory provisions and the adherence to good
corporate practices by BSES Rajdhani Power Limited, (hereinafter
called “the Company”). The 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, minute
books, forms and returns filed and other records maintained by
the Company and also the information provided by the Company,
its officers, agents and authorized representatives during the
conduct of Secretarial Audit, we hereby report that in our
opinion, the Company has, during the audit period covering
the financial year ended 31st March 2022 complied with the
statutory provisions listed hereunder and also that the Company
has proper Board processes and compliance mechanism in place
to the extent, in the manner and subject to the reporting made
hereinafter.
We have examined, the books, papers, minute books, forms
and returns filed and other records maintained by the Company
for the financial year ended 31st March 2022 according to the
provisions of:
i.
ii.
iii.
iv.
v.
The Companies Act, 2013 (the Act) and the Rules made
thereunder;
The Securities Contracts (Regulation) Act, 1956 (‘SCRA’)
and the Rules made thereunder; (Not applicable to the
company as the company is an unlisted public company)
vi.
The Depositories Act, 1996 and the Regulations and Bye-
laws framed thereunder;
The Foreign Exchange Management Act, 1999 and the
Rules and Regulations made thereunder to the extent of
Foreign Direct Investment, Overseas Direct Investment
and External Commercial Borrowing; (Not applicable to
the company during the audit period)
The following Regulations and Guidelines prescribed under
the Securities and Exchange Board of India Act, 1992
(‘SEBI Act’):-
a.
The Securities and Exchange Board of India
(Substantial Acquisition of Shares and Takeovers)
Regulations, 2011; (Not applicable to the
company as the company is an unlisted public
company)
b.
c.
d.
e.
f.
g.
h.
The Securities and Exchange Board of India
(Prohibition of Insider Trading) Regulations, 2015;
(Not applicable to the company as the company
is an unlisted public company)
The Securities and Exchange Board of India (Issue of
Capital and Disclosure Requirements) Regulations,
2018 ; (Not applicable to the company as the
company is an unlisted public company)
The Securities and Exchange Board of India (Share
Based Employee Benefits) Regulations, 2014 till
12th August 2021 and thereafter The Securities and
Exchange Board of India (Share Based Employee
Benefits and Sweat Equity) Regulations, 2021
w.e.f 13th August 2021; (Not applicable to the
company as the company is an unlisted public
company)
The Securities and Exchange Board of India (Issue
and Listing of Debt Securities) Regulations, 2008;
(Not applicable to the company as the company
is an unlisted public company)
The Securities and Exchange Board of India
(Registrars to an Issue and Share Transfer Agents)
Regulations, 1993 regarding the Companies Act
and dealing with client; (Not applicable to the
company as the company is an unlisted public
company)
The Securities and Exchange Board of India
(Delisting of Equity Shares) Regulations, 2009
(Not applicable to the company as the company
is an unlisted public company); and
The Securities and Exchange Board of India
(Buy Back of Securities) Regulations, 2018
(Not applicable to the company as the company
is an unlisted public company).
The Company is engaged into the business of Power
distribution to the consumers. As identified and confirmed
by the management of the Company, following are the
specific laws applicable to the Company during the period
under audit :-
a)
b)
c)
d)
e)
The Electricity Act, 2003 and the rules thereunder.
Delhi Electricity Regulatory Commission (Terms and
Conditions for Determination of Wheeling Tariff
and Retail Supply Tariff) Regulation, 2011
Delhi Electricity Regulatory Commission Supply
Code and Performance Standards Regulations,
2007
Delhi Electricity Regulatory Commission (Demand
Side Management) Regulations, 2014
Delhi Electricity Regulatory Commission (Net
Metering for Renewable Energy) Regulations, 2014
23
Reliance Infrastructure Limited
Directors’ Report
We have also examined compliance with the applicable clauses
of the following:
This report is to be read with our letter of even date which is
annexed as ‘Annexure –A’ and forms integral part of this report.
I.
II.
Secretarial Standards issued by The Institute of Company
Secretaries of India on Board Meetings (SS-1) and General
Meetings (SS-2);
The Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015 (“LODR”) read with the Listing agreements as
entered by the Company with the Stock Exchanges.
(Not applicable to the Company as the Company is an
unlisted public company).
During the period under audit, the Company has complied
with the provisions of the Acts, Rules, Regulations,
Guidelines, Standards, etc. as mentioned above.
We further report that the Board of Directors of the
Company is duly constituted with proper balance
of Executive Directors, Non-Executive Directors,
Independent Directors and Women Director during the
Audit Period. The changes in 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 in advance of the meetings and a system
exists for seeking and obtaining further information and
clarifications on the agenda items before the meeting for
meaningful participation at the meeting.
All decisions at Board Meetings and Committee Meetings
are carried out unanimously as per the minutes, as duly
recorded and signed by the Chairman of the meeting
of the Board of Directors or Committees of the Board;
therefore there were no dissenting views required to be
recorded as part of the minutes.
We further report that based on review of compliance
mechanism established by the Company and also on
the basis of the compliance software “Legatrix” installed
and maintained by the company, in our opinion, there
are adequate systems and processes in the Company
commensurate with the size and operations of the
Company to monitor and ensure compliance with all
applicable laws, rules, regulations and guidelines etc. as
covered in this report.
We further report that, during the audit period, the
Company has not undertaken any activity having a major
bearing on the Company’s Affairs in pursuance of the
above referred laws, rules, regulations, guidelines, etc.
For Dhananjay Shukla & Associates
Company Secretaries
Sd/-
Dhananjay Shukla
FCS-5886, CP No. 8271
Place : Gurugram
Date : May 10, 2022
24
‘Annexure A’
To,
The Members,
BSES Rajdhani Power Limited
BSES Bhawan, Nehru Place
Delhi-110019
(CIN: U40109DL2001PLC111527)
Our report of even date is to be read along with this letter:
1. Maintenance of secretarial record is the responsibility of
the management of the Company. Our responsibility is to
express an opinion on these secretarial records based on
our audit.
2. We have followed the audit practices and processes as
were appropriate to obtain reasonable assurance about
the correctness of the contents of the Secretarial Records
and other relevant records as maintained by the Company.
Further, the verification was done on test basis to ensure
that correct facts are reflected in secretarial records and
other relevant records. We believe that the processes
and practices we followed and the audit evidences we
have obtained are sufficient and appropriate to provide a
reasonable basis for our opinion.
3. We have not verified the correctness and appropriateness
of financial records and Books of Accounts of the
Company. We have not examined the compliance by the
Company with applicable financial laws like Direct tax
and Indirect Tax Laws, since the same has been subject
to review by the Statutory Financial Auditor or by other
designated professionals.
4. Wherever required, we have obtained the Management
representation about the compliance of laws, rules and
regulations and happening of events etc.
5.
6.
The compliance of the provisions of Corporate and
other applicable laws, rules, regulations, standards is
the responsibility of management. Our examination was
limited to the verification of procedures on test basis.
The Secretarial Audit Report 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 Dhananjay Shukla & Associates
Company Secretaries
Sd/-
Dhananjay Shukla
FCS-5886, CP No. 8271
UDIN: F005886D0002939965
Place : Gurugram
Date : May 10, 2022
Reliance Infrastructure Limited
Directors’ Report
Secretarial Audit Report of BSES Yamuna Power Limited
(Material Subsidiary of Reliance Infrastructure Limited)
Form No. MR-3
Secretarial Audit Report
For the financial year ended March 31, 2022
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014
Annexure – A3
To,
The Members,
BSES Yamuna Power Limited
Shakti Kiran Building, Karkardooma,
New Delhi-110092.
We have conducted the secretarial audit of compliance of
applicable statutory provisions and adherence to good corporate
practices being followed by BSES YAMUNA POWER LIMITED- (CIN
U40109DL2001PLC111525) 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, minute
books, forms and returns filed and other records maintained by
the Company and also the information and explanation provided
by the Company, its officers, agents and authorized 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, 2022 (Audit Period)
complied with the statutory provisions listed hereunder and also
that the Company has proper Board-processes and compliance-
mechanism in place to the extent, in the manner and subject to
the reporting made hereinafter along with Annexure-A attached
to this report:-
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, 2022 according to the
provisions of:
(i)
(ii)
(iii)
(iv)
(v)
(vi)
The Companies Act, 2013 (the “Act”) and the rules made
thereunder;
The Depositories Act, 1996 and the Regulations and Bye-
laws framed thereunder;
The Memorandum of Association and the Articles of
Association of the company;
The Securities Contracts (Regulation) Act, 1956 and the
rules made thereunder: (Not applicable to the Company
during the Audit Period)
Foreign Exchange Management Act, 1999 and the rules
and regulations made thereunder to the extent of Foreign
Direct Investment(“FDI”), Overseas Direct Investments
(“ODI”) and External Commercial Borrowings (“ECB”); (No
ECB was taken and No ODI was made by the Company
during the Audit Period)
The Regulations and Guidelines prescribed under the
Securities and Exchange Board of India Act, 1992 (SEBI
Act’); (Not applicable to the Company during the Audit
Period as the Company is Unlisted Company)
(vii) We further report that, having regard to the compliance
system and mechanism formed and prevailed in the
Company by implementation of IT enabled legal support
Compliance Management System to check the compliance
of various laws, orders, notifications, agreements etc.
as applicable to the Company and representation and
certificates provided by its departments on the same and
our examination of relevant documents/records as provided
in pursuant thereof on our test check basis, the Company
has adequate system of compliances for the all applicable
laws including the following:
1.
2.
3.
4.
5.
6.
7.
8.
9.
The Electricity Act, 2003 & Rules made thereunder;
National Tariff Policy;
Indian Electricity Grid Code (IEGC) Regulation;
Direction issued by Delhi Electricity Regulatory
Commission;
Direction issued by Central Electricity Regulatory
Commission;
The Electricity Act, 2003 and The Central Electricity
Authority (Measures relating to Safety and Electric
Supply) Amendment Regulations;
The Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 &
rules made there under;
The Information Technology Act, 2000;
Payment of Gratuity Act 1972 & Payment of
Gratuity (Delhi) Rules, 1973;
10. Employee Provident
fund and Miscellaneous
Provision Act, 1952;
11. The Payment of Bonus Act, 1965 & the Payment of
Bonus Rules, 1971;
12. Childs Labour (Prohibition & Regulation Act) 1986;
13. The Environment (Protection) Act, 1986 & Rules
made thereunder;
14. The Minimum Wages Act,1948 & rules made
thereunder
15. The Micro, Small and Medium Enterprises
Development Act, 2006;
16. Employees Deposit- Linked Insurance Scheme
1975;
17. Employees Pension Scheme, 1995 & Rules made
thereunder;
18. The Environment (Protection) Act, 1986 & The
e-waste (Management and Handling) Rules, 2016;
19. The Environment(Protection) Act, 1986 and
Hazardous Wastes (Management, Handling) Rules,
2016;
20. The Indian Standard Code of Practice for Selection,
Installation and Maintenance of Portable First Aid
Fire Extinguishers.
21. The Employees’ Compensation Act 1923 & The
Workman’s Compensation rules, 1924.
22. The Rights of Persons with Disabilities Act, 2016
25
Reliance Infrastructure Limited
Directors’ Report
& Delhi (Rights of Persons with Disabilities) Rules,
2018
23. Shareholder Agreement & Licenses issued;
We have also examined compliance with the applicable clauses
of the following:
(i)
Secretarial Standards issued by The Institute of Company
Secretaries
The Listing Agreements entered into by the Company with
the Stock Exchanges. (Not applicable to the Company
during the period as the Company is not listed with any
of the stock exchange(s))
(ii)
During the Audit Period, the Company has complied with the
provisions of the Act, Rules, Regulations, Guidelines, Standards,
etc. mentioned above.
Based on the information received and records maintained, we
further report that
1.
The Board of Directors of the Company is duly constituted
with proper balance of Executive, Non-Executive, Women
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 notices of Board Meetings were given to all
directors to schedule the Board Meetings along with
agenda and detailed notes on agenda and a system
exists for seeking and obtaining further information and
clarifications on the agenda items before the meeting and
for meaningful participation at the meeting in compliance
of the Act.
All decisions at Board Meetings are carried out unanimously
and recorded in the minutes of the Board Meetings.
Further as informed, no dissent was given by any director
in respect of resolutions passed in the Board Meetings.
2
3.
We further report that pursuant to compliance of section 134(3)
(p) and other applicable provisions of the Companies Act, 2013
read with applicable rules as amended from time to time, a
Separate Meeting of Independent Directors of Company was
held wherein a formal annual performance evaluation of all
the Directors of the Company, its Committees and board as a
whole was carried out as per the policy for the evaluation of
the performance by the Board during the financial year under
the audit.
Based on the Compliance Management System (CMS)
established & maintained by the Company and on the basis
of the Compliance Report(s)/Presentation made by Company
Secretary and taken on record by the Board of Directors at their
meeting (s), 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,
We further report that during the Audit Period, the Company has
not incurred any specific events/actions which may be construed
as major bearing on the Company’s affairs in pursuance of above
referred laws, rules, regulations, guidelines, standards etc.
We further report that during the audit period, there were no
instances of:
I.
Public/Rights/ Preferential issue of shares /debentures/
sweat equity shares.
II.
Redemption / buy-back of securities.
III. Merger/amalgamation/ reconstruction etc.
26
IV.
Foreign technical collaborations.
For DMK ASSOCIATES
(Company Secretaries)
MONIKA KOHLI
FCS, I.P., LL.B, B.Com (H)
(Partner)
FCS: 5480
CP NO: 4936
UDIN NO: FO05480D000295110
Place : New Delhi
Date : 10 May, 2022
This report is to be read with our letter of even date which is
annexed as ‘Annexure –A’ and forms integral part of this report.
Annexure - A
To
The Members,
BSES Yamuna Power Limited
Shakti Kiran Building, Karkardooma,
New Delhi- 110092.
Sub: Our Secretarial Audit for the Audit Period is to be read
along with this letter
1. Maintenance of secretarial record is the responsibility of
the management of the Company. Our responsibility is to
express an opinion on these secretarial records based on
our Audit.
2. We have followed the audit practices and processes as
were appropriate to obtain reasonable assurance about
the correctness of the contents of the secretarial records.
We believe that the processes and practices, we followed
provide a reasonable basis our opinion.
3. We have not verified the correctness and appropriateness
of financial records and Books of Accounts of the
Company.
4. Where ever required, we have obtained the Management
representation about the compliance of laws, rules, and
regulations and happening of events etc.
5.
6.
The Compliance of the provisions of Corporate and
other applicable laws, rules, regulations, standards is the
responsibility of the management. Our examination was
limited to the verification of the procedures on test basis.
The Secretarial Audit report is neither an assurance as to
the future viability of the Company nor of the efficacy or
effectiveness with which the management has conducted
the affairs of the Company.
For DMK ASSOCIATES
(Company Secretaries)
MONIKA KOHLI
FCS, I.P., LL.B, B.Com (H)
(Partner)
FCS: 5480
CP NO: 4936
UDIN NO: FO05480D000295110
Place : New Delhi
Date : 10 May, 2022
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-B
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. The details of technology imported
b. 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
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.
iv
The expenditure incurred on Research and
Development expenditure incurred on Research and
Development
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
Nil
Total Foreign Exchange Outgo
` 25.96 crore
27
Reliance Infrastructure Limited
Directors’ Report
Annual Report on Corporate Social Responsibilities (CSR) Activities
1.
Brief outline on CSR Policy of the Company
Annexure -C
Reliance Infrastructure Limited (‘Reliance Infrastructure’) 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.
2.
Composition of CSR Committee
Name of Director
Sr.
No.
Designation / Nature of
Directorship
2.
1 Ms. Ryna Karani (Chairperson)
(upto October 8, 2021)
Shri S S Kohli (Chairman w.e.f
October 28, 2021)
Shri K Ravikumar
3.
4. Ms. Manjari Kacker (w.e.f.
October 28, 2021)
Dr. Thomas Mathew
(w.e.f. April 22, 2022)
Shri Punit Garg
5.
6.
Independent Director
Independent Director
Independent Director
Independent Director
Independent Director
Executive Director
No. of meetings of CSR
Committee held during
the year
1
No. of meetings of CSR
Committee attended
during the year
1
1
1
-
-
1
1
1
-
-
1
3.
Provide the web-link where Composition of CSR Committee, CSR Policy and CSR projects approved by the Board are
disclosed on the website of the company
Our CSR policy is placed on the website at the link – https://www.rinfra.com/documents/1142822/1189698/Rinfra_
CSRPolicy_revised.pdf.
Provide the details of Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the
Companies (Corporate Social responsibility Policy) Rules, 2014, if applicable (attach the report)
Not Applicable.
Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social
responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any: Nil
4.
5.
Financial Year
Sr.
No.
Amount available for set-off from
preceding financial years (in `)
Amount required to be set-off for the
financial year, if any (in `)
6.
Average net profit of the Company as per section 135(5)
Loss of ` 2,667.38 crore
7.
(a) Two percent of average net profit of the Company as per section 135(5)
Nil
Not Applicable in view of the losses
(Loss of ` 53.35 crore)
(b) Surplus arising out of the CSR projects or programmes or activities of the previous financial years.
Nil
(c) Amount required to be set off for the financial year, if any: Nil
(d) Total CSR obligation for the financial year (7a+7b-7c): Nil
8.
(a) CSR amount spent or unspent for the financial year:
Total Amount
Spent for the
Financial Year
(in `)
Total Amount transferred to
Unspent CSR Account as per
Section 135(6)
Amount Unspent (in `)
Amount transferred to any fund specified under
Schedule VII as per second proviso to Section 135(5)
Amount
Date of transfer Name of the fund
Amount
Date of transfer
Nil
28
Reliance Infrastructure Limited
Directors’ Report
(b) Details of CSR amount spent against ongoing projects for the financial year:
(1)
Sl.
No.
(2)
(3)
Name
of the
Project
Item from
the list of
activities
in Schedule
VII to the
Act
(4)
Local
area
(Yes/
No)
(5)
(6)
(7)
(8)
(9)
(10)
(11)
Location of the
project
Project
Duration
State
District
Amount
allocated
for the
project
(in `)
Amount
spent
in the
current
financial
year (in `)
Nil
Amount transferred
to Unspent CSR
Account for the
project as per
Section 135(6)
(in `)
Mode of
Implementation –
Direct (Yes/No)
Mode of Implementation – Through
Implementing Agency
Name
CSR
Registration
number
(c) Details of CSR amount
spent against other
than ongoing projects
for
the financial year:
(1)
Sr.
No.
(2)
Name
of the
Project
(3)
(4)
(5)
(6)
(7)
(8)
Item from the
list of activities
in Schedule VII
to the Act
Local area
(Yes/No)
Location of the
project
State
District
Nil
Amount spent
in the current
financial year
(in `)
Mode of
Implementation
– Direct (Yes/
No)
Mode of Implementation
– Through Implementing
Agency
Name
CSR
Registration
number
(d) Amount spent in Administrative Overheads: Nil
(e) Amount spent on Impact Assessment, if applicable: Not Applicable
(f) Total amount spent for the Financial Year (8b+8c+8d+8e): Nil
(g) Excess amount for set off, if any: Not Applicable
Sr.
No.
(i)
(ii)
(iii)
(iv)
Particular
Amount (in `)
Two percent of average net profit of the Company as per section 135(5)
Total amount spent for the Financial year
Excess amount spent for the financial year [(ii)-(i)]
Surplus arising out of the CSR projects or programmes or activities of the
previous financial years, if any
(v)
Amount available for set off in succeeding financial years [(iii)-(iv)]
9.
(a) Details of Unspent CSR amount for the preceding three financial years:
Sr.
No.
Preceding
Financial
Year
Amount transferred
to Unspent CSR
Account under
section 135(6)
(in `)
Amount
spent in the
reporting
Financial Year
(in `)
Amount transferred to any fund
specified under Schedule VII as
per section 135(6), if any
Name of
the Fund
Amount
(in `)
Date of
transfer
Amount remaining
to be spent in
succeeding financial
years (in `)
Nil
(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s):
(1)
Sr.
No.
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Project
ID
Name
of the
Project
Financial Year
in which the
project was
commenced
Project
duration
Total
amount
allocated
for the
project
(in `)
Nil
Amount
spent on
the project
in the
reporting
Financial
Year (in `)
Cumulative
amount spent
at the end
of reporting
Financial Year
(in `)
Status of
the project –
Completed /
Ongoing
29
Reliance Infrastructure Limited
Directors’ Report
10.
In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired through
CSR spent in the financial year (asset-wise details): No capital asset has been created or acquired during the financial year.
(a) Date of creation or acquisition of the capital asset(s): NA
(b) Amount of CSR spent for creation or acquisition of capital asset: NA
(c) Details of the entity or public authority or beneficiary under whose name such capital asset is registered, their address
etc.: NA
(d) Provide details of the capital asset(s) created or acquired (including complete address and location of the capital asset):
NA
11. Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per section 135(5).
As there are no average net profits for the Company during the previous three financial years, no funds were set aside and spent
by the Company towards Corporate Social Responsibility during the year under review.
Date: May 13, 2022
Punit Garg
Executive Director and Chief Executive Officer
S S Kohli
Chairman CSR Committee
30
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 Indian Accounting Standards specified
under Section 133 of the Act. The management of Reliance
Infrastructure Limited (“Reliance Infrastructure” or “Reliance
Infra” 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”, “Reliance
Infra”, “Reliance” or “Reliance Infrastructure” are to Reliance
Infrastructure Limited and its subsidiary companies and associates.
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.
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, 2022 was ` 19,271 crore (USD 2.54 billion) as
compared to ` 23,356 crore (USD 3.19 billion) in the previous
financial year.
The total income includes earnings from sale of electrical energy
of ` 15,879 crore (USD 2.10 billion) as compared to ` 19,631
crore (USD 2.69 billion) in the previous financial year.
During the year, interest expenditure decreased to `2,060 crore
(USD 271.86 million) as compared to ` 2,727 crore (USD
372.96 million) in the previous year.
The capital expenditure during the year was ` 1,020 crore
(USD 134.66 million), incurred primarily on modernizing and
strengthening of the transmission and distribution network as
also on road projects.
The total Plant Property and Equipment as at March 31, 2022
stood at ` 8,792 crore (USD 1.16 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) has a total order book
position of ` 8,264 crore (USD 1.09 billion).
With a net worth of about ` 12,564 crore (USD 1.66 billion),
Reliance Infrastructure is one of the top performing Indian
Company amongst private sector infrastructure companies of
India.
Details of significant changes in Key Financial Ratios and
Return on Networth
The details of significant changes (i.e. change of 25% or more
as compared to the immediately previous financial year) in Key
Financial Ratios and Return on Networth along with detailed
explanations therefore are given in Note no 48 to the standalone
financial statement.
Resource, Liquidity and Debt Reduction
During the year, the Company continued to unlock the value of
its business and to reduce its overall leverage through proceeds
of various arbitration awards and other initiatives.
i.
Major Arbitration Awards
During the year under review, the Supreme Court on
September 09, 2021, in the dispute between the
Company’s subsidiary Delhi Airport Metro Express Private
Limited (DAMEPL) and Delhi Metro Rail Corporation
(DMRC), upheld the arbitral award dated May 11, 2017
(Award) in favour of DAMEPL. DMRC is directed to pay
a sum of ` 2,950 crore plus interest upto the date of
payment to DAMEPL. An aggregate sum of `2,444.87
crore has been received by the DAMEPL thus far. In
DAMEPL’s execution petition for recovery of the Award
amount payable and interest thereon, the Hon’ble
Delhi High Court in terms of judgment dated March
10, 2022 whilst directing the payment of the Award
amount rejected the computation of post-award interest
by DAMEPL on pre-award interest portion of the sum
awarded. The Company preferred a Special Leave Petition
before the Hon’ble Supreme Court against the judgment
dated March 10, 2022 on the above referred aspect. The
Hon’ble Supreme Court by judgment dated May 5, 2022
upheld the judgment of the Hon’ble Delhi High Court.
In view of DMRC not adhering to the direction for payment
of amounts in terms of Judgment dated March 10, 2022,
DAMEPL has filed an IA seeking recovery of the balance
amounts in terms of the Award as also contemplates to
go for review against the judgment dated May 5, 2022.
The Company is in receipt of judgment dated March
25, 2022 passed by the Hon’ble Calcutta High Court in
proceedings filed by Damodar Valley Corporation (“DVC”)
in arbitration between the Company wherein as a condition
31
Reliance Infrastructure Limited
Management Discussion and Analysis
for obtaining a stay of the Award, a sum of ` 898 crore
(` 595 crore by way of cash and ` 303 crore by way
of Bank Guarantee) has been directed to be deposited
by DVC, and of which sum, the amount of ` 595 crore
has been permitted to be withdrawn by the Company by
furnishing Bank Guarantee. Additionally in an earlier round
of legal proceedings before the Hon’ble Supreme Court,
DVC had been directed to release the Bank Guarantees of
the Company aggregating to a sum of ` 354 crore, which
direction has been complied with.
Further, in the matter of arbitration between the Company
and Electricity Department, Government of Goa (GoG),
the Company’s Bank Guarantees of ` 119 crore were
released pursuant to the Hon’ble Bombay High Court’s
judgment dated March 8, 2021, which partially set aside
the Award in favour of the Company. Consequently, the
amount receivable from GoG stood reduced from ` 292
crore to ` 191 crore. The Bank Guarantees of ` 119 crore
were furnished to withdraw equivalent amounts, which
were deposited by GoG as a condition for stay of the
Award. With the aforesaid actions, GoG paid an aggregate
sum of ` 190.03 crore in respect of the arbitration dispute
with the Company. The Company has also filed a Special
Leave Petition before the supreme Court in this matter
and the cumulative impact in the event of the Company
succeeding in the same is likely to be in excess of ` 280
crore.
The entire proceeds of the above arbitration are being
utilized to repay the debt obligations of the Company.
ii.
Stake transfer of Versova Bandra Sea Link Project
As a prudent risk management approach, the Company
opted to exit from the Versova Bandra Sea Link Project
which was being delayed due to financial constraints of
the JV Partner and the impact of COVID 19 by way of its
stake sale which not only released the performance Bank
Guarantee from Maharashtra State Road Development
Corporation but also realized value for transfer of its
participating interest.
Operational and Financial Performance of Businesses
We present here under detail report of various business divisions
during 2021-22:
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
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. E &
C Division focuses on execution of orders at hand and
envisages to consolidate its order book in coming year
through targeted bidding of E&C opportunities with scope
for Value Engineering.
32
Following major projects are currently under execution by
the E&C Division.
a.
Design & E&C of Common Services Systems,
Structures & Component for Kudankulam Nuclear
Power Unit 3 & 4:
Reliance Infra is providing E&C contract for common
services systems, structures and components at
Unit 3 & 4 of Kudankulam Nuclear Power Project
being set-up by Nuclear Power Corporation of India
Limited (NPCIL) in collaboration with the Russian
Federation. Civil works have already commenced
for the project.
b. Mumbai Metro Line 4 - Packages 8, 10 & 12
The Company is executing E&C contract for
elevated viaduct and Stations for Mumbai Metro
Rail Project - Packages 8, 10 & 12 which are part
of wadala – Ghatkopar – Thane -kasarvadawali
metro which will connect Wadala in central
Mumbai with the neighboring Thane district via the
Eastern Express highway. The corridor will provide
more North-South rail connectivity and reduce the
burden on the suburban rail network. This project
is being carried out as a joint venture of Reliance
Infrastructure Limited with Astaldi.
c.
Vikkaravandi to Pinalur-Sethiyahopu section of
NH- 45C in the State of Tamil Nadu
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 covering a length of 66 Kms.
The scope of work includes four laning of 66 Kms
with two major bridges and three Road overbridges.
The Project Road is presently a two lane road which
is not sufficient to cater to the present traffic. This
route is like a chord line which reduces travelling
distance and time to the commuters who wish
to reach Thanjavur from Chennai and hence this
project gains high importance. The Project Highway
is proposed to be Improved & Augmented as Four
Laning carriageway with service roads.
d.
Six laning of highway from Bihar-Jharkhand
Border to Gorhar, Jharkhand
Reliance Infra is executing an E&C order from NHAI
for Six Laning of Highway from Bihar-Jharkhand
Border (Chordaha) to Gorhar section of NH-2 in
the state of Jharkhand covering a length of 71.285
Km. The Project Highway consist of three flyovers
and two major bridges and also the plantation of
around 15,500 trees. This project highway includes
up-gradation of existing facilities, construction
of new corridors for ensuring safe, smooth and
uninterrupted flow of traffic. This project has
achieved overall 61% progress till date.
e.
Four laning and construction of twin tube six-
lane tunnel at Kashedighat, Maharashtra
Reliance Infra in JV with CAI-Ukraine is executing
an E&C order from MoRTH for Rehabilitation and
Reliance Infrastructure Limited
Management Discussion and Analysis
Upgradation of Kashedi Ghat section of NH-17
(New NH-66) to four lanes with paved shoulders
including construction of twin tube six-lane tunnel
in the state of Maharashtra on E&C Mode. The
Kashedi Ghat to Parshuram section of NH-66 (Old
NH 17) is located in the costal districts of Raigad
in the state of Maharashtra which consists twin
tube six lane tunnel, five Viaducts and seven minor
bridges. This section creates the accident free and
safe flow of traffic on that highway. Overall 74% of
progress has been achieved.
f.
Nagpur Mumbai
expressway – Package 7
Super
communication
- Mumbai
Reliance Infra is executing an E&C order from
Maharashtra State Road Development Corporation
(MSRDC) for construction of access controlled
Nagpur
Super Communication
Expressway (Maharashtra Samruddhi Mahamarg) 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. Nagpur - Mumbai Super Communication
Expressway is an under-construction 6-lane wide
(expandable to 8), 701 km long access-controlled
expressway in Maharashtra, capable of providing
as enhance connectivity to the Marathwada and
Vidharbha region. It will be amongst the country’s
longest Greenfield
road project, connecting
the two capitals of the Maharashtra state i.e.
Mumbai and Nagpur. Overall 93% of progress has
been achieved.
B.
Delhi Power Distribution Companies
The Company has two material subsidiaries involved in
the electricity distribution in Delhi, they are BSES Rajdhani
Power Limited (BRPL) serving South and West Delhi and
BSES Yamuna Power Limited (BYPL) serving East and
Central Delhi (together called ‘Delhi Discoms’).
The year FY21-22 had been second successive year
affected by Covid-19 pandemic with imposition of
lockdown and restrictions by the Govt., severely affecting
the commercial and industrial activities. During the
year, Delhi Discoms registered an aggregate income of
` 16,766 crore against aggregate of ` 15,864 crore in
the previous year, excluding exceptional items which is an
increase of 5.68% over last year.
In terms of the advisory dated August 20, 2020 and
further notification on Late Payment Surcharge (LPSC)
issued by Ministry of Power (MoP), Government of India,
to change LPSC at a rate not exceeding 1% p.m. by
Transmission and Generating companies, the LPSC has
been reworked retrospectively and excess LPSC provision
has been written back in the financial statements for the
current year and accordingly the figures of the previous
financial year have been restated in accordance with the
requirement of applicable Accounting standards.
The operating expenses are in line with the target and
were achieved by following stringent budgetary control
and rigorous monitoring of all expenses and commercial
processes. The aggregate capital expenditure incurred
during the year amounted to ` 794 crore for up-gradation,
strengthening and modernization of the distribution
network. The aggregate net block including Capital Work
in Progress stood at ` 7,358 crore.
Total customer base in both Delhi Discoms grew by 4.2%
to 47 lakh in FY2021-22 from 45.1 lakh in FY2020-
21. During the year, Delhi Discoms maintained the system
reliability of over 99.9%. Transmission and Distribution
(T&D)
international
levels are comparable to
benchmarks, BRPL achieved 7.50% while BYPL achieved
7.65% in FY2021-22.
loss
During the year, as a result of increased commercial and
industrial activities as compared to last year, combined
peak demand for Delhi Discoms increased to 4,776 MW
which is 12.3% up from previous year value of 4,254
MW.
Key Regulatory updates
Some of the key regulatory highlights of FY2021-22 are
as below-
•
•
•
•
•
•
•
During the FY 2021-22, tariff has been recovered
in terms of the Tariff Order dated 30.09.2021 of
the Delhi Electricity Regulatory Commission (DERC).
its
vide
Supreme
order
Court
Hon’ble
dated December 1, 2021 has settled the long
pending matters by dismissing the six Civil Appeals
of DERC and directing DERC for implementation of
Appellate Tribunal for Electricity (APTEL) Orders.
DERC has filed Compliance Affidavits against which
the Discoms have filed / are in process of filing
objections.
By its order dated February 8, 2022, APTEL has
upheld the appeal by the Discoms and has allowed
them to withdraw from the power purchase
agreement with NTPC’s Dadri – I Plant and directed
NTPC not to raise any invoices w.e.f. December
1, 2020 and to immediately refund the payment
made by the Delhi Discoms under protest along
with interest as specified in PPA. NTPC has since
refunded the amounts.
NTPC has filed appeal in SC against the APTEL
judgment, which is yet to be listed.
The Delhi Discoms have filed Writ Petition in Delhi
High Court on March 30, 2022 against MOP
decision to reallocate the power of NTPC Dadri-II to
Haryana state. High Court has granted interim stay
on MOP order on that date, which is continuing.
representations were
Detailed
submitted by
Delhi Discoms to DERC during April-June 2021,
highlighting various risks and difficulty arising due
to Covid 19 Pandemic. DERC, taking cognizance of
these submissions, has allowed relaxation in Supply
Code Regulations.
Based on representations of the Delhi Discoms,
DERC has allowed Power Purchase Adjustment Cost
(PPAC) of 16.69% for BRPL and 16.18% for BYPL
upto 30.09.2022.
33
Reliance Infrastructure Limited
Management Discussion and Analysis
•
Delhi Discoms have filed petition for ARR of F.Y.
2022-23 and truing up upto F.Y. 2020-21 on
15.12.2021 before DERC.
Measures taken due to Covid-19 to ensure uninterrupted
quality power supply
Power supply being one of the essential services and during the
lockdown, as primary focus was on supplying reliable and quality
power supply, a number of initiatives were taken by the Discoms
in the interest of their employees and to ensure uninterrupted
services. 24X7 Covid Control Centre was setup at the BSES
Bhawan & Shakti Kiran building to facilitate the employees and a
shift wise 100% roster system was put-in place. Medical support/
assistance was provided to employees in case of emergency with
tie-ups with hospitals and path labs. Covid Care Kits containing
essential medicines, sanitizer, masks, hand gloves and disinfectant
are being distributed to Covid positive employees under home-
isolation at their doorstep across Delhi-NCR. Around 1,200 kits
have been distributed during the year. Quarantine centers were
established and operated in east, south & west Delhi. Interactive
online awareness programs were organized with reputed doctors
from renowned hospitals. Till now almost 100% employees
have been vaccinated & more than 3,800 employees have taken
precautionary booster dose in camps conducted by the Discoms
on a regular basis.
Consumer Services Digitization and Automation
The Discoms undertook a number of initiatives to ensure
digitization and automation of Consumer services and thereby
providing enhanced customer experience. The key highlights are
as under:
•
•
•
•
•
•
•
Online end-to-end new connection services and prepaid
meter balance check and recharge service through
WhatsApp under e-services category
CRM solution to enhance operational efficiency of Call
Center & Consumer Help Desks
Intra -DSK (Digi Seva Kendra) operations started for
better customer service leading and maintain balance
traffic in DSK ensuring Covid-19 protocols.
Facility of “Know your meter reading schedule” service
through Power App & Website to check next meter
reading schedule / date
Complaint about “Report Power Theft” service through
Power App & Website
Facility of payment receipt link included in instant payment
acknowledgement SMS
Enhancement in Online new connection process to
improve overall user experience & reduce application
rejection rate
C.
Roads Projects
Our Roads Business portfolio comprises of 9 BOT (Built,
Operate and Transfer) Toll Road projects with a total
stretch of 693 kilometers (Km). All road projects are
revenue operational, which are majorly urban centric roads
in high traffic density corridors spread across four states
in India.
34
There are 16 toll plazas operating in these 9 toll roads
with an average daily traffic of 3.04 lakh vehicles. The Toll
revenue collection was hit by the impact of COVID–19
pandemic resulting in over 30% reduction. However, even
though there was a considerable impact of COVID-19
Second wave and of Omicron Virus, the revenue collection
in the current year has caught up with the pre-covid
collection levels and also surpassed the same by 4%.
The details of the various toll projects are summarized
as under:
a.
NK Toll Road Limited
NK Toll Road is engaged in widening of 2-lane to
4-lane portion Namakkal Bypass to Karur Bypass
covering 14.4 Km on the NH 7 in Tamil Nadu as
well as improvement, operation and maintenance
of the flyover on Namakkal Bypass on a BOT basis.
The project commenced commercial operations in
August 2009. This project has become debt-free in
the F.Y. 2021-22.
b.
DS Toll Road Limited
The project stretch 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 between the Dindigul
bypass to Samayanallore 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 Trichy and Dindigul in Tamil Nadu.
d.
TK Toll Road Private Limited
TK Toll Road Project was for strengthening and
maintenance of the existing carriageway on
the Trichy - Karur section of the NH67 covering
64 Km in Tamil Nadu, on a BOT basis. The project
commenced commercial operations in February
2014.
e.
SU Toll Road Private Limited
SU Toll Road project was envisaged to strengthen
and maintain the existed carriageway for a stretch of
136 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.
f.
GF Toll Road Private Limited
GF Toll Road project was for upgradation of 4
sections of the existing road on the Gurgaon
Faridabad road covering a total stretch of 66 Km.
This Road contains the maximum number of toll
plazas and is operational since June 2012.
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
Reliance Infrastructure Limited
Management Discussion and Analysis
lane NH11 road connecting Reengus in northern
part of Rajasthan to the State’s Capital, Jaipur. The
project commenced its commercial operations in
October 2015.
h.
HK Toll Road Private Limited
HK Toll Road project was envisaged for Strengthening
and widening of the 60 Km stretch between Hosur
and Krishnagiri on NH – 7 from existing 4-lanes
to 6-lanes as design, build, finance, operate and
transfer (DBFOT) pattern in Tamil Nadu. This project
is operational since June 2011.
i.
PS Toll Road Private Limited
PS Toll Road project was envisaged to expand
the 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. The provisional completion
certificate was obtained at the end of April 2022.
D. Mumbai Metro One Private Limited
The Mumbai Metro Line-1 project of the Versova-
Andheri-Ghatkopar corridor was awarded by the Mumbai
Metropolitan Region Development Authority (MMRDA)
through a global competitive bidding process on Public-
Private Partnership (PPP) framework to the consortium
led by the company for 35 years, including construction
period. Due to its complex challenges during construction
stage Mumbai Metro Line-1 has become one of the
prestigious infrastructure projects to have taken shape in
Mumbai.
Mumbai Metro One Private Limited (MMOPL) is in its 8th
year of commercial operations and continues to provide
world-class public infrastructure to the city of Mumbai
and has served more than 708 million happy commuters
since inception. It’s a matter of pride that MMOPL
crossed the 700 million commuter mark in seven years
of operations. Before the pandemic, the average ridership
on weekdays was around 4.50 lakh per day, making it the
busiest metro line in India and the 7th densest metro line
in the world. After the pandemic induced restrictions were
lifted, the average weekday ridership grew from 20,000
in 1st week of resumption, to 2.65 Lakh commuters on
weekdays with a monthly fare revenue reaching upto
57% of the pre covid level.
With certain organizations, especially from IT sector, still
allowing their employees to work from home, and schools
and colleges closed due to summer break, there is dip
in ridership. An increased ridership is expected from June
onwards.
MMOPL has continued to achieve excellence in the field
of public transport operation. It has been achieving 100%
train availability and over 99% on-time performance since
its inception. The Rolling Stock and Civil maintenance
processes of Mumbai Metro One are certified as ISO
9001. The trains are being operated from 06:50 AM to
10:15 PM with the highest frequency of 5 minutes in
peak hours under the graded operations.
New Initiatives
On April 14, 2022, MMOPL launched an eTicket via
Whatsapp. MMOPL is the first MRTS globally to provide
eTicketing services via Whatsapp. MMOPL aims to achieve
higher levels of efficiency, customer satisfaction and lower
human intervention. E-Ticketing also helps MMOPL in its
quest to be more environmentally friendly.
Mumbai Metro One strives to increase the non-fare
revenue through significant initiatives such as station
branding rights (SBR), telecom infrastructure development,
retail area development, train wraps, payment alliances
etc. For the first time since inception, Mumbai Metro One
has been able to secure long term Station Branding deals
for its seven stations through various brands. Apart from
the above, the advertising revenue has steadily shown
an upward trend since resumption of services and many
brands across multiple sectors have shown inclination to
advertise inside metro stations and trains. The leasing
business has also seen an aggressive movement through
multiple telecom infrastructure deals signed with Telesonic
Network Limited and Microscan. Various payment alliance
deals were also concluded with Paytm, PhonePe and
Airtel Payments Bank.
MMOPL has been actively undertaking green initiatives like
power generation through roof top solar panels, rainwater
harvesting systems and use of recycled water for cleaning
of trains, amongst other similar initiatives. MMOPL
encourages eco-friendly mode of transportation and as
an extension to this initiative, it has successfully extended
the MyByk (a public bike-sharing service) from Versova &
6 more metro stations from January 2021.with support
from MMRDA, WRI & Toyota Mobility Foundation. As a
part of its CSR initiatives, during the FY22, MMOPL took
various initiatives that included multiple blood donation
camps at the stations.
E.
Defence Business
In order to tap the enormous opportunities on offer,
Reliance Defence Limited (RDL) was incorporated as a
wholly owned subsidiary of Reliance Infra with the aim
of building capabilities and Indigenous development for
Defence and Aerospace Industry. The purpose was to
align with the government initiatives under “Manufacture
in India” and “Atmanirbhar Bharat Abhiyan”.
Currently, the Company’s defence business has two
operational Joint Ventures, one of the largest Defence &
Aerospace Park in Private Sector at MIHAN - SEZ and
SPVs that together hold 12 Industrial licenses issued by
the Department of Industrial Policy & Promotion (DIPP),
Ministry of Commerce.
In the Defence and Aerospace domain, RDL has taken
multiple initiatives to meet the needs of both military and
civil aviation. The Dhirubhai Ambani Aerospace & Defence
Park (DAAP) is one such initiative, located at the SEZ at
MIHAN (Multi Modal International Hub at Nagpur). The
long term vision is to create a comprehensive Aerospace
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Reliance Infrastructure Limited
Management Discussion and Analysis
& Defence manufacturing hub, with capability to address
the domestic as well as export Civil and Military markets.
Reliance has an operational Joint Venture (JV) Company
with Dassault Aviation of France, Dassault Reliance
Aerospace Limited (DRAL) for its Aerospace programs.
DRAL, in operations for three years, now has strength of
115 people and has successfully delivered large number
of aero structures of Falcon-2000 business jets and
components of Rafale fighter jets. DRAL is in process of
adding more than 2,00,000 Sq Ft to its existing facility
spread over 1,50,000 Sq Ft to expand its business with a
target of final assembly, integration and delivery of Falcon
2000 business jet from MIHAN facility. The first made
in India Falcon-2000 aircraft is expected to fly out of
Nagpur in 2023.
Thales Reliance Defence Systems Limited (TRDS) is the
second JV company of Reliance in Aerospace & Defence
domain, incorporated in partnership with Thales of France.
TRDS’s scope of work includes Assembly, Integration and
Testing (AIT) of Airborne AESA Radars and Electronic
Warfare Suite of Rafale fighter jets, Performance Based
Logistics (PBL) support and undertake Level 1 repairs to
the Rafale aircraft fleet of the Indian Air Force (IAF). TRDS
is also involved in Indigenization of various electronic
assemblies / sub assemblies and integrating multiple
Indian companies into Thales’s global supply chain. TRDS
has already carried out successful AIT of four airborne
radars and three EW suites of Rafale and exported the
same to Thales facility in France. This is the first time an
Indian company has assembled the Active Electronically
Scanned Array (AESA) airborne radar of a fighter aircraft.
TRDS is also participating in the upgradation / modification
programs of various aircraft of the IAF.
Reliance is also executing a contract awarded by
Hindustan Aeronautics Ltd (HAL) for upgradation of
Dornier-228 (Do-228) aircraft of the Indian Navy (IN)
and Indian Air Force (IAF) with state of the art digital glass
cockpit. This program is being executed in collaboration
with a US based OEM. So far, Reliance has already helped
in modification of 37 aircraft and program is on track for
upgrade of the remaining 18 aircraft will be delivered over
next three years.
Jai Ammunition Ltd, a wholly owned subsidiary of Reliance
Infra, is pursuing different programs under “Make in
India” for the Indian Army and Indian Air Force and has
been shortlisted for Design & Development of Bourrelet
projectiles for Artillery Guns and also is in the process
of acquiring land for establishing an ammunition and
explosive manufacturing park.
RDL has developed Night Vision Devices like Thermal
Weapon Sights, Telescopic sights to be used on small
arms (Assault Rifle, MMG and Sniper Rifles etc) and Hand-
Held Thermal Imager (HHTI) to be used for surveillance
by Defence Forces and is also pursuing various MRO
opportunities for the Indian Air Force fleet and has already
qualified to receive the RFPs for these programs. In
continuation of a phased manner approach to developing
capabilities and creating
is
participating in multiple upgrade programs for Armoured
Vehicles like the Armoured Recovery Vehicle (ARV) and
infrastructure, Reliance
Infantry Combat Vehicle (ICV) BMP 2/2K. These programs
allow us to create skill sets and establish infrastructure for
addressing capital procurement programs.
Jai Armaments Ltd has created the ‘Jai’ series of small arms
and has developed a 7.62x51 Light Machine Gun (LMG)
to meet the exacting requirements of our Defence Forces
as also for overseas requirement. With the development
of the LMG, the company has achieved an ‘OEM’ status
which is a first for any Indian Private Sector company
manufacturing Automatic weapons in Defence Sector.
F.
Airport Business
The Company through its subsidiaries were awarded lease
rights to develop and operate five brown field airports in
the State of Maharashtra at Nanded, Latur, Baramati,
Yavatmal and Osmanabad in November 2009 by the
Maharashtra Industrial Development Corporation (MIDC)
for 95 years. All these five airports are operational with
Nandad Airport attracting most of the Aircraft movements
and passenger footfall. Nanded Airport handles scheduled
& non scheduled flights whereas rest of 4 airports,
handle non-scheduled flights. In FY 2021-22, passenger
footfall at Nanded Airport was 20100 with 512 Aircraft
Movements. Passenger footfall at all 5 airports were
20426 with 1200 Aircraft Movements.
During the year, Nanded Airport Limited has also appointed
two agencies to Design, Build, Operate and Maintain Flight
Training Organization (FTO) at Nanded Airport which
generates revenue in the land rentals and charges for flying
hours. Further, similar initiatives are also taken at Baramati
Airport and Latur Airport.
G.
Reliance Power Limited
The Company is a promoter of Reliance Power Limited.
During the year, the Company’s holdings in Reliance Power
Limited (“Reliance Power”) increased as a result of its
subscription to equity shares and warrants on preferential
basis and consequently, Reliance Power has become an
Associate of the Company effective from July 15, 2021.
Reliance Power has one of India’s largest portfolios
of private power generation and
resources under
development. The portfolio of Reliance Power comprises
of multiple sources of power generation–coal, gas, hydro,
wind and solar energy. Reliance Power also operates a
20 mtpa capacity coal mine in Singrauli, Madhya Pradesh
and is developing coal mines in Indonesia. Reliance Power
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. Thermal capacity
of 5760 MW operated at PLF of 76% during FY 2021-
22, exceeding the national average PLF of 59%.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 Plant Load Factor (PLF) of 94%
in its seventh year of full operations. Coal production from
Moher and Moher – Amlohri captive mines in FY 2021-
22 was 18 million tonnes. Reliance Power also owns and
operates the 1,200 MW Rosa power plant in Uttar Pradesh
36
Reliance Infrastructure Limited
Management Discussion and Analysis
and the 600 MW Butibori power plant in Maharashtra. In
the renewable energy space, Reliance Power operates a
40 MW photovoltaic solar plant and 100 MW thermal
solar plant in Rajasthan and a 45 MW wind farm in
Maharashtra. Renewable portfolio of 185 MW operated at
availability of 96% during FY 2021-22.
Key Awards and Achievements
Delhi Discoms have been recognized at various national and
international forums and won prestigious awards for their
exemplary performance and best practices in distribution
business, corporate governance, green initiatives, HR
initiatives, CSR programs and safety practices.
During the year, the Discoms have won First and
second position in National Award for Excellence in
Cost Management 2019 awarded in September 2021,
Greentech Corporate Governance Award 2021 and
Greentech 8th CSR India Award by Greentech Foundation.
Further, BRPL has won the following awards:
•
•
•
•
•
•
•
Gold Award for “Employees Retention Strategy
Award 2020” (Apex India Foundation)
Certificate of Appreciation
for Outstanding
Contribution for Diversity & Inclusion category
and Outstanding Contribution for Best Employer
Women category (Assocham).
Excellence Award in Energy Management (CII)
Best Green Procurement Initiatives Award and
Best Consumer Proposition of the Year Award (EV
Charge India Awards 2021).
Employee Wellbeing Award (National Ability Award)
Green Energy Initiatives Award, Overall Innovation
with Impact Award (General States), Innovative and
Jury Choice Award and Technology adoption Award
(ICC)
Jury Special mentioned award (Frost & Sullivan and
TERI Sustainability 4.0 Awards 2021)
BYPL was honored with the following awards
•
•
•
•
•
•
•
Safety Award 2021 (Greentech Foundation)
Effective Safety Culture Award 2021(Greentech
Foundation)
Innovation Awards 2022 (India Smart Grid Forum –
ISGF)
Innovation with Impact Award 2021 (Indian
Chamber of Commerce – ICC)
Golden Peacock Award for Energy Efficiency 2021
(Institute of Directors)
National Energy Award for Excellence in Energy
Management 2021 (CII)
National Award for Excellence
Development (World HRD Congress)
in Training &
MMOPL won the prestigious Urban Mobility Award 2021
for the best passenger satisfaction & convenience by
Ministry of Housing & Urban Affairs, Government of India.
MMOPL also bagged the Brand Impact Award 2021 &
got listed as the ET Best Brand 2021 by Economic Times.
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 Reliance Infra,
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 accelerate our businesses with ability,
agility and adaptability. Innovation and alignment of HR
practices with business needs, 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, 2022, the Reliance Infrastructure Group
had over 5,000 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 has organized several medical camps, and
cultural activities for employees and their families. The
Company has established harmonious industrial relations,
proactive and inclusive practices with all employee bodies.
Risks and Concerns
The rapid and diffused spread of the recent coronavirus
(COVID-19) and global health concerns relating to this
outbreak have had a negative impact on, among other
things, financial markets, liquidity, economic conditions
and trade and could continue to do so for an unknown
period of time, that could in turn have a material adverse
impact on our business, cash flows, results of operations
and financial condition, including liquidity, asset quality
and growth.
Company’s revenues 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.
In the Roads business, all projects are
revenue
operational. Potential risks to these projects include
reduction in traffic due to economic slowdown and /
or any unforeseen events. However, agreements are
37
Reliance Infrastructure Limited
Management Discussion and Analysis
entered with the concerned authorities do provide for
compensation in case of certain events arising out of
government action or regulation.
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 the power 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 infrastructure and established
a distribution network that is difficult to replicate by
potential competitors and shall endeavor to provide
reliable, quality and safe power at competitive costs, with
the highest standards of customer care to meet the threat
of competition.
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 defence equipments
initially. The pandemic has impacted the civil aerospace
segment adversely during the last two years which has a
direct impact on its subsidiary engaged in civil aerospace.
Managing the supply chain, competition in domestic and
international market, capacity to innovate and compliance
with a wide range of regulations and restrictions are
some of the challenges faced in the defence sector.
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.
Infrastructure projects are highly capital intensive, run the
risks of (i) longer development period than planned due
to delay in statutory clearances, supply and sourcing 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 the Company’s
liability on account of its foreign currency denominated
borrowings in rupee terms. The Company undertakes
liability management on an ongoing basis to manage its
foreign exchange rate risks.
38
Risk Management Framework and Internal Control
Systems
The Company has a defined Risk Management policy
applicable to all businesses of the company. 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.
Company has Risk Management Committee consisting of
independent directors and senior managerial personnel.
On a quarterly basis, the Risk Management Committee
independently reviews all identified major risks & new risks,
if any and assess the status of mitigation measures/plan.
The internal financial controls for all the significant
processes have been identified based on the risk evaluation
in the business process and same have been embedded/
implemented in the business processes. These processes
and controls have been documented. Professional internal
audit firms review the systems and processes of the
Company and is 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. These systems provide reasonable
assurance that our internal financial controls are designed
effectively and are operating as intended.
Corporate Social Responsibility (CSR)
As part of the CSR mandate, Reliance Group focuses on
its endeavour to bring about a tangible change in the
Society around and through its various CSR initiatives,
aims at achieving the equitable development at its project
locations. The CSR interventions of the group focuses
on key Thematic areas covering Education, Healthcare
and Rural Transformation that includes development of
infrastructure facilities, skill building and promotion of
sustainable livelihood, improving the socio-economic
status of women and the youth and Environment and
sanitation under Swachh Bharat Abhiyan.
The unprecedented crisis caused by the global pandemic
has impacted our Citizens and shattered many livelihoods.
Reliance Infra group was in the frontline of providing support
to the people impacted through its various initiatives for
COVID Relief. Apart from providing reliable power supply to
essential services hospitals, labs, vaccination centers etc..
the group’s CSR programs have been playing their part in
the nation’s fight against the pandemic.
A few of the significant CSR interventions and initiatives
were as under:
Covid Relief Measures:
•
Covid-19 Relief Oxygen Concentrators – The group
provided 650 Oxygen concentrators and medical
equipments to Government hospitals in Delhi, Delhi
Government Oxygen Concentrator Bank, doctors
and para-medical professionals treating patients in
Reliance Infrastructure Limited
Management Discussion and Analysis
•
•
Delhi. Additionally, 110 emergency and recovery
trolleys, 180 wheelchairs and 30 stretchers were
also provided to various government hospitals and
institutions.
Covid-19 Vaccination Drive – The Group has been
playing their part in the fight against Covid and
making positive impact in the lives of the needy.
Under its Sparsh Initiative in association with Healthy
Aging India, an NGO supported by AIIMS doctors,
Covid vaccine was administered to 300 people from
old age homes. Covid - vaccination drives were also
conducted at Metro Stations in collaboration with
municipal authorities. Vaccination Drives were also
conducted at various Toll Plazas for the benefit of
the commuters and local residents.
Other Covid- 19 initiatives - Home made masks
were stitched by BRPL’s self help groups and were
made available to the underprivileged section.
Toll Road businesses took the responsibility of
distribution of food to needy along the stretch of
the toll plaza. distribution of PPE equipments to
Police officers near the toll plazas was undertaken.
Distribution of Mask and Ayurvedic Covid – 19
medication Kabasurakudineer to Road Users and
Public was undertaken with District Collector at
HK Toll Road and DS Toll Road. Distribution of
face masks and sanitizers were also undertaken at
various toll plazas for the commuters. Rinfra EPC
had taken the initiative of providing Daily meals for
aroud 75 staff of GT Hospital, Mumbai.
Rural Transformation and Women Empowerment:
•
•
•
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Self Help Groups – Women Self Help Groups
(SHGs) were supported by sourcing and distributing
affordable & reusable masks stitched by these SHGs
& sanitary napkins packed by these SHGs in Delhi.
During the year, around 81,500 reusable masks
were prepared and distributed to promote Covid
prevention appropriate safe practices. Additionally,
over 2,90,500 sanitary napkins were distributed
to women from economically weaker sections to
promote menstrual hygiene.
Distribution of Ration and Hygiene Kits in Old
Age Homes – Reusable face mask, hand sanitizer,
floor cleaner, soap/hand wash etc. were provided
to ten Old Age Homes to reduce the vulnerability
of the 444 senior citizens in these old age homes
supported by Healthy Aging India an NGO supported
by Doctors from AIIMS.
Sanitary Pad vending machine and insulator – Six
Sanitary Pad vending machine and Six Insulator
(disposal machine) were installed in Govt. hospitals
and Girls Nursing Colleges Poornima Super Specialty
Hospital MCD, Kalkaji, Dr. BR Subra Medical and
Research center, Moti Bagh and Dr. Raj Kumari
Amrita Kaur Nursing College, Andrews Ganj.
Vocational Training Centres – Over 1,100 students
enrolled themselves for undertaking job oriented
courses in the Vocational Training Centres run by the
Group in Delhi on Computers, Beauty Culture and
Tailoring. Classes are being undertaken by observing
full safety protocols. Job fair/ Rojgar Mela also
organized in association with Delhi Government.
•
Tobacco de addiction campaign - This Campaign
is being carried out by the Discoms with a great
amount of success. Around 280 people have
participated and 230 pledged to quit their habit.
Healthcare Initiatives:
•
•
School Health Clinic – the Group, through its
Discoms supported School Health Clinics at 20
schools in Delhi. These Health Clinics for physical
and mental wellbeing of school children were
inaugurated by Hon’ble Deputy Chief Minister, Mr.
Manish Sisodia and Health Minister Mr. Satyender
Jain.
Sashakt Scholarship Disbursement 2021-22 –
This year 6,372 applicants registered for the BYPL
implemented
Sashakt Scholarship programme
by Buddy4Study India Foundation. From these
registered applicants, 171 final year graduation
students from 46 Government colleges in Delhi
received Sashakt Scholarship 2021-22. This is
the second year of the launch of the scholarship
programme.
•
Other Health & Safety Programs:
o
o
o
Eye screening camps: Health check-up camps
with a major focus on eye screening was
organized at schools in the nearby villages
and at some of the toll plazas.
Pulse polio Immunization programs were
organized at toll plazas on the highway
stretch.
Blood donation camps were organized at toll
plazas as well as metro stations.
Distribution of assistive aid and appliances to
People with Disability – In Delhi, assistive aid and
appliances were distributed to around 220 people
with disability. Wheelchairs, tri-cycles (motorised
and manual) and artificial limbs to the Divyangjans.
The visually impaired were handed-over smart
phones with special software as part of the discom’s
Sparsh initiative.
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Other CSR Interventions:
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Facilities to School: One of the Toll Company
is
supporting Government Higher Secondary
School, Mettupatty Located in Tamil Nadu. With
a strength of about 1200 Students from nearby
villages from economically backward background by
providing Smart class room with Computer, Smart
board, Projector with audio system and necessary
equipment along with Furniture (Steel Table and
Benches) for Students including the required
painting work/ minor civil repair works for the Smart
class building.
39
Reliance Infrastructure Limited
Reliance Infrastructure Limited
Management Discussion and Analysis
•
Tree Plantation – As part of Delhi Government’s
Green Drive, around 30,000 trees were planted in
the CRPF Camp and MCD schools in West Delhi.
•
• Water ATMs – With an aim to provide safe drinking
water to the unprivileged sections of the society,
two water ATMs in Khanpur and Dakshin Puri.
•
•
•
•
•
•
•
Surakshit Sadkein Sampann Dilli project – In order
to reduce fatality at traffic junction, the discoms
have started preliminary work at Zero fatality traffic
junctions.
Crematorium Renovation - Many crematoriums
lack proper infrastructure. Four such Crematoriums
were renovated and provided with chairs, benches,
exhaust fans and sanitation facilities.
Tihar Jail Project – Through association with NGOs
various interventions were introduced towards
betterment of living and education facilities for
inmates of Tihar Central Jail 11 & 16 at Mandoli,
Delhi.
Installation and training of Fire Extinguishers at
places of worship – For public safety, adhering to
Covid safety protocols, through NGOs coordinated
visits to various places of worship were organized
and fire extinguishers were installed & demonstrated
along with Covid safety awareness message. In
FY22, the Discoms have conducted fire safety drill
and installed 1,040 fire extinguishers at over 500
places of worship.
Public Library Upgradation – Furniture was
provided for existing renovated Heritage Hardayal
Municipal Library at Chandni Chowk and the reading
rooms that the Library runs for the public and the
youth in particular at Mayur Vihar, Brahmpuri and
Gorakh Park in Delhi.
Swachh Bharat Abhiyan: Cleanliness drives were
conducted around the company plant and offices
and the neighbouring localities with an objective
to create a clean and healthy workplace. 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.
Green Highways: 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. Reliance Infra 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.
40
Others: In association with Guidestar India and 2
leading NGOs “Sneha” & “Goonj organised a “Daan
Utsav” was organised at Andheri metro station to
encourage the act of giving and also selling their
manufactured products via kiosks. An exhibition
cum sale of products made by the differently
abled was organized and a joy ride for differently
abled women in Mumbai Metro was arranged in
association with ADAPT (formerly known as the
Spastics Society).
Industry Structure and Development, Opportunities and
Threats
key
Infrastructure development, a
to economic
development, was severely hit due to the COVID-19
pandemic; however, there have been many bright
spots, especially the progressive policy initiatives of the
government, which bode well for the sector as a whole.
The onset of the COVID-19 pandemic, the second wave
and the spread of the Omicron variant in the third COVID
wave thereafter, posed a daunting and an uncertain
situation in front of infrastructure companies to recover
from an all-time low of the previous year. This called for an
urgent need to come up with highly impactful strategies
to stimulate growth in the sector. The most crucial
strategy to stimulate growth in the sector is an effective
deployment of capital resources by the government thus
resulting in a large number of projects and higher demand
for infrastructure firms, accelerating the cashflows in the
country.
The Indian Government’s success in infrastructure provision
will be measured not only by the quantum of funds invested,
but on how infrastructure contributes to the achievement
of India’s overall economic, social and environmental
objectives. Importantly, infrastructure investment should
be considered as a means to an end, not an end in itself.
Challenges in infrastructure provision are not unique to
India. Sustainably managing infrastructure through the
appropriate pricing, funding and prioritisation frameworks
is important to ensure the benefits that accrue from the
significant investment that India is currently making in key
social and economic infrastructure.
Any sector that needs a strong push needs to identify the
roadblocks and come up with a solution for its progress.
In the infrastructure industry, one of the biggest hurdles
is incomplete projects. These are usually left for too long
in the last stage of development and the completion of
them would make way for new projects as well as provide
support for them. This case is evident especially with
physical infra projects such as roadways and railways. Focus
on physical infrastructure projects will make the movement
of resources easier and also provide aid to logistics.
Lastly policy initiatives taken to boost funding to the
infrastructure sector are critical. The progressive and
new models of financing are boosting the confidence of
domestic and foreign investors.
The Government of India has identified Defence sector as
a high growth area with increased focus on manufacturing
in India. A large number of policy changes have been
implemented by the government over the last 4-5 years
resulting in reduction in Defence imports considerably.
Management Discussion and Analysis
More such policy changes are on the anvil, which will
promote indigenous manufacturing, reduce dependence
on imports and promote exports.
A shift in the intent of the Government is evident from
Defence Production Policy, on reducing import dependence
and incentivizing exports with an ambitious target of
` 40,000 crore of Defence exports by 2025. Changes
in tax regime to promote Maintenance Repair Overhaul
(MRO) for Defence and Commercial aircraft and
introduction of new category - “Buy Global (Manufacture
in India)” in the Defence Acquisition Procedure 2020
are clear indication on the resolve of the Government to
achieve self sufficiency for majority of requirements of the
Indian Armed Forces.
Developed
In consonance with this policy initiative, the Ministry of
Defence (MoD) has indicated its preference to procure
Defence equipments from Indian companies and has
accorded highest priority to the “Buy Indian (Indigenously
Designed
and Manufactured-IDDM)
procurement category. Further, MoD has published a
negative list of 310 items and has introduced an import
embargo on these items to boost Indigenization of
Defence production. It is estimated that contracts worth
almost `4 Lakh crore will be placed upon the domestic
industry within the next 6 to 7 years after this step. Going
forward, 25% of procurement is proposed through Indian
Private Sector companies.
Propelled by domestic Defence spending and a growing
commercial aviation market, the Indian Defence and
aerospace industry is one of the fastest growing segmented
markets in the world. India is rapidly building capabilities
under the Government “Make in India” program to emerge
as a preferred destination for indigenous manufacturing
of Defence equipments, weapon platforms, systems and
components. India has skills and competencies in areas
that include Engineering Design, IT, Artificial Intelligence,
Virtual Reality and Data Analytics, all force multipliers in
the Defence domain. This, coupled with lower production
cost, makes India an attractive destination for the Foreign
Original Equipment Manufacturers (OEMs).
Aviation sector in India is one of the fastest growing
market and is projected to be third largest market by
2024 taking over United Kingdom. Domestic Air traffic
has started showing signs of positive recovery post the
COVID-19 impact as well as the financial crunch faced
by the Airline Industry. Privatization of Airports will
lead to further private investment and improvement in
infrastructure in coming times.
The healthy and efficient power sector is one of the key
catalyst that influence India’s post pandemic economic
recovery. Universal access to affordable, clean and modern
energy is key to the wellbeing of a growing population
besides enhancing industrial competitiveness.
Recent amendments proposed by the government to the
Electricity Act, 2003 would prove to be a game changer
in the power sector, by unleashing the next generation of
legislative and regulatory reforms, in tune with the radical
transformation the sector has undergone. The power sector
today is seeing increased private participation, a thrust on
renewables and other structural changes across the value
chain, that call for a fresh set of ground rules addressing
current pain points. The Electricity Amendments Bill,
2021 aims to reinvigorate the sector while focusing on
the the needs of the customers, competition, compliance
and regulations as well as the environmental impact. The
changes can potentially make the sector more viable,
transparent and investor-friendly, besides helping achieve
India’s ambitious clean energy targets. The proposal
for de-licensing power distribution by adopting a sub-
licencee or franchisee model would facilitate private firms
in entering and competing with discoms. While consumers
benefit through lower tariffs and improved service, this will
also attract fresh capital, novel practices and the latest
technology, boosting efficiency and reducing losses.
With the rising adoption of renewable energy, India
is focused on reducing its carbon footprint, in line with
its commitments under Paris Agreement. Backed by
a favorable policy framework, renewables capacity
has surged in the last few years, crossing the 100 GW
milestone recently. This transition to clean energy
is set to continue as India eyes 450 GW by 2030.
India is among a handful of countries that support the
global EV30@30 campaign, which aims for at least 30%
new vehicle sales to be electric by 2030. India’s advocacy
of five elements for climate change — “Panchamrit” — at
the COP26 in Glasgow is a commitment to the same. The
government of India has taken various measures to develop
and promote the EV ecosystem in the country. According
to NITI Aayog’s energy policy report, India’s demand for
energy is expected to double by 2040, The demand for
electricity to power EVs is projected to increase to almost
640 TWh by 2030, according to the new policy, and
1,110 TWh in order to meet the EV30@30 goal.
The infrastructure sector faces severe challenges due to
the recent Russia Ukraine crisis. In addition to the volatility
of the Indian financial markets, the crises will also likely
result in delays in consignments and closure of potential
future deals due to the sanctions imposed on Russia.
Infrastructure and business establishments need to take
strong preventive steps to ward off challenges during this
uncertain period.
The crude oil prices have soared amidst the crisis causing
inflationary pressure and could severely hurt economic
growth. With crude oil prices at eight-year high, concerns
over funding of infrastructure projects especially in the
roads and water segments have been rising. Rising energy
prices may force the government to reduce the roads and
infrastructure cess (RIC) once again to limit the impact on
the prices of crude derivatives such as petrol and diesel
which would reduce the RIC collection for FY23, thereby
affecting the funding for road projects.
In addition, debt and interest expense of NHAI has been
rising and the debt of NHAI has been growing faster
than the growth in toll collections. Amid these factors,
the government may have to look for new sources of
funding. The government may have to use funds from
other schemes and fund infrastructure projects.
41
Reliance Infrastructure Limited
Management Discussion and Analysis
Outlook
The Indian economy grew approximately 9% in 2022
and 8.2% in the 2021 calendar year, after a 6.7%
contraction in 2020, the year of COVID outbreak. The
economy witnessed global slowdown with the continuing
COVID pandemic in 2021 as well.
However with the pandemic much in control in the
beginning of 2022, India’s economy is now estimated
to grow by more than 9% in the current fiscal year
2022-23. The economy has been on a recovery path
after the impact of the world’s strictest lockdown in the
last fiscal. The spread of the Omicron variant in the third
COVID wave prompted some states to impose curbs, which
has hurt several sectors of the economy, particularly the
contact intensive service sectors but overall it is felt that
the impact of the third wave is muted.
According to Indian Infrastructure Sector in India Industry
Report, India has budgeted to spend US$ 1.4 trillion
on infrastructure in between the period of 2019-23 to
promote sustainable development in the country This
depicts the upward trajectory of the Indian infrastructure
space which is on the rise. Also, with Covid-19 restrictions
been now removed, the infrastructure work has progressed,
and the economy boost is only possible with the infra
development at the forefront.
42
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 400001
www.rinfra.com
rinfra.investor@relianceada.com
Financial Year reported
2021-22
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
Number of national locations
Execution of E&C contracts at various locations in India in Tamil Nadu,
Maharashtra & Jharkhand, etc.
Markets served by the Company
N A
Section B: Financial Details of the Company
Paid up Capital
Total Turnover
Total Loss
` 263 crore
` 1,467.37 crore
` 368.29 crore
Total spending on Corporate Social Responsibility
(CSR) as a percentage of profit after tax (%)
Nil (in view of the losses and insufficient profits in the preceding three financial
years).
List of activities in which expenditure as above has
been incurred
Not Applicable
Section C: Other Company’s Details
Does the Company have Subsidiary Companies
Yes. There are 54 subsidiaries and step-down subsidiaries as on March 31,
2022.
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 Personnel 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 Vijesh Babu Thota, Chief Financial Officer
Shri Paresh Rathod, Company Secretary
Telephone number: 022-4303 1000
Email id: rinfra.investor@relianceada.com
43
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 was updated in terms of the National Guidelines on Responsible Business Conduct (NGRBC). 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/1142822/10625710/
Rinfra_BRRPolicy_revised.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 policies 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.
The CSR Committee periodically assesses the BR performance
of the Company for ensuring the effectiveness and relevance of
BR initiatives.
Does the Company publish a BR or a Sustainability Report?
What is the hyperlink for viewing this report? How frequently it
is published?
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.
44
Reliance Infrastructure Limited
Business Responsibility Report
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 696 Complaints from the members
during 2021-22 and there were no complaints pending
as on March 31, 2022. The details of this are provided in
the section on Investor Relations.
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?
2.
The Company is one of the leading service providers
for Engineering and Construction services (E&C)
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 also into infrastructure business covering toll roads
and Mumbai Metro and also in power distribution.
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.
At Mumbai Metro, the following initiatives are
taken.
1.
Solar Panels: Solar panels with capacity of
2.30 MWp at all 12 Metro stations and a
total of 2,000 rooftop solar panels at the
Metro Depot are installed which fulfil 25%
of the auxiliary energy of Mumbai Metro
One’s Depot campus. Annual green and clean
energy generation from the rooftop solar
plants is around 0.9 million units which has
helped reduce carbon emission by around
900 tons per annum. Electricity generated
from solar panels is utilised for operations
of various auxiliary systems like lighting,
air-conditioning, lifts, escalators and pumps,
among others.
2. Water Recycling Plant and Rain Water
Harvesting: A water treatment plant at the
Metro Depot for recycling of water which
recycles 400 kL of water daily which is used
for washing and cleaning of trains/rakes and
a rain water harvesting plant in depot for
conservation and reuse of rain water which
enables us to save 20,000 kL of water
annually and is used for utilities at the wash
basin, Automatic Train Wash plant etc.
3.
IT Tools: These tools that are used internally
to maintain our database, have reduced the
paper consumption by almost 25 to 30%.
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.
Following measures were taken by the Toll division:
i.
ii.
iii.
Adoption and Implementation of Green Technologies
such as Solar Blinker and Solar lights in order to
reduce the power consumption by adopting the
LED lights in place of Sodium vapour lights.
Densification of Plantation along the project highway
stretch for promoting the Green Environment.
Provision of Rain water harvesting system along
both sides of the project highway in promoting the
water conservation measure.
At Mumbai Metro, 25% of the auxiliary energy
consumption is fulfilled from the in-house rooftop
solar power.
45
Reliance Infrastructure Limited
Business Responsibility Report
3.
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 Contract (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.
4.
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%). Also, provide details thereof, in about
50 words or so.
Through Environment Management System ISO 14001,
the E&C Division takes steps to increase 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.
Our philosophy is to reduce waste and make efficient use
of raw materials during construction of roads and other
E&C Projects. Recycled bitumen aggregates are used
(amounts to about <5%), without compromising on high
quality standards and safety of roads.
At Mumbai Metro, there is a system of selling the
scrap and waste to approved vendors who can recycle
the products and waste. Also, about 400 kL 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
5,157
8,092
532
46
The number of permanent
employees with disabilities
Do you have an
employee association
that is recognized by
management?
What percentage of your
permanent employees is
Members of this 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
Category
Sr.
No.
1
2
3
Child Labour / forced
Labour / Involuntary
Labour
Sexual harassment
Discriminatory
employment
29
No
NA
The Company does not
employ child labour, forced
labour and involuntary
labour. The Company did
not receive any complaint
of sexual harassment and
discriminatory employment.
No of
complaints
filed during
the financial
year
No. of
complaints
pending as
on end of
the financial
year
Not
applicable
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
56%
30%
40%
14%
Operational staffs were given training on Toll Operations and
behavioural aspects. Our roads business witnessed 98% Toll
Collection through ETC / FASTag on some of our Toll Roads, thus
making less responsibility of cash handling at plazas.
Trainings pertaining to different kinds of staff were regularly
undertaken, including fire fighting training, first aid refresher
training for paramedic staff, trainings pertaining to roll out of
FASTag for toll staff was also carried out at periodic intervals.
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,
Members, employees, suppliers, banks and financial
Reliance Infrastructure Limited
Business Responsibility Report
institutions, government and regulatory bodies and the
local community and out of these, the Company has
identified the disadvantaged, vulnerable and marginalized
stakeholders.
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.
b.
Are there any special initiatives taken by the Company
to engage with the disadvantaged, vulnerable and
marginalized stakeholders. If so, provide details
thereof.
A number of facilities are provided at our metro stations to
cater to the special needs of the disadvantaged, vulnerable
and marginalized customers including senior citizens such
as escalators, elevators provided at all the metro stations,
tactile paths for the visually impaired passengers and
ramps provided next to the Lifts for entering the metro
station to boarding the train and vice versa, help the
passengers on wheelchairs for easy access.
The Company at its Corporate offices has built a ramp
at the main entrance of building to facilitate differently
abled personnel to have easy access to the building.
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/involuntary
labour or 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
2021-22.
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.
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.
At the Corporate offices of the Company, some of the
measures for addressing environmental concerns are
installation of LED lights which has resulted in saving
electricity by approx 60-70%, Motion sensor lightening
control system which automatically avoids wastage, urinal
sensors to ensure better hygiene by automatically flushing
the urinals on usage and helping water conservation
and Chillers of HVAC System wherein old chillers of
make McQuay were replaced with new energy efficient
chillers resulting estimated reduction in overall electricity
consumption by approx 25-30%. Further, rain water
harvesting system has been installed which collects
rainwater from terrace and through ground water charging
pit adds it to ground water thereby increasing the ground
water table.
At Mumbai Metro, we have a water treatment plant to
recycle water which is used to wash rakes/ metro trains
wherein 400 kL of water is recycled every day. We have
installed solar panels on all 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/green-promise.
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
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.
47
Reliance Infrastructure Limited
Business Responsibility Report
Does the Company have any project related to Clean
Development Mechanism?
No
Principle 8
Businesses should support inclusive growth and equitable
development
Has the Company undertaken any other initiatives on –
clean technology, energy efficiency, renewable energy,
etc. If yes, please give hyperlink for web pages etc.
a.
Does the Company have specified programmes/
initiatives/projects in pursuit of the policy related to
Principle 8? If yes, details thereof.
d.
e.
f.
g.
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.
A number of Energy saving initiatives have been
undertaken by the Reliance Group in Delhi, including
installation of Roof Top Solar power generation systems
where consumers can generate solar power with a
capacity of ~107 MWp, conducted 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 39 Charging
Stations, Establishment of micro sub stations etc.
In the toll divisions, rain water harvesting system was
implemented as part of energy conservation measure.
The green initiatives of our Mumbai Metro are provided in
the link https://www.reliancemumbaimetro.com/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
Nil.
Principle 7
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 below trade and industry
associations:
a.
b.
c.
All India Association of Industries
IMC Chamber of Commerce & Industry
National Highways Builders Federation
b.
Have you advocated/lobbied through above associations
for the advancement or improvement of public good?
If yes specify the broad areas.
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.
48
Yes, the Company has specified programmes/initiatives/
projects for pursuing its Corporate Social Responsibility
(CSR) policy.
During the current year, due to losses, the Company has
not spent any amount on CSR Activity. However, the
Company’s Subsidiaries have carried out the CSR Activities
which are in line with the Company’s CSR mandate.
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.
CSR Policy of the Company aims at achieving 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.
Over the past two years, COVID-19 is impacting each and
everyone across the world. Reliance Group’s presence in
critical infra sectors puts an even higher responsibility on it
to ensure that all the operations are fully and continually
operational.
The Reliance Group, through its power distribution division
in Delhi, ensured that over 50 lakh customers, including
the critical governance structures of National Disaster
Management, Medical Establishments, Hospitals, Primary
Health Centres, Pharmaceutical Companies, Companies
manufacturing Test kits, Ventilators, ICU equipment, Food
& Beverages, etc. and other essential services are able to
function without interruption.
The Roads Business ensured that the transport of essential
goods is smooth and the roads are kept safe, secure and
clear of all obstructions at all times. Further there was
distribution of Medical Aid, Masks, Food and Water to all
the people who passed through the Toll Plazas. Camps for
COVID testing and vaccination were organized across toll
plazas.
Apart from the above, various divisions of the Company
actively participated in several initiatives mainly in the areas
of education, healthcare, skill development and training,
cleanliness drive such as Swacch Bharat, promotion and
protection of environment, etc. in line with the CSR Policy
of the Company.
Reliance Infrastructure Limited
Business Responsibility Report
Company has undertaken several initiatives to support
inclusive growth and equitable development for social
and economic betterment of the community through
CSR programmes and active participation from enthusiast
employee volunteers of the Company during the year
2021-22 such as:
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 both within and across our area of
operations.
The Reliance Group, through NGOs are contributing in the
field of education through creation of library in schools near
toll plaza, also donated books and educational material to
encourage reading and learning, fixed bore well of school
and installed drinking water fountain to ensure clean
drinking water for all students and started plantation drives
to encourage eco friendliness and awareness towards our
responsibilities to mother nature. Further, classrooms were
successfully upgraded to Smartclass thereby enhancing
the learning experience of school students.
We provided furniture for existing renovated Heritage
Hardayal Municipal Library at Chandni Chowk and the
reading rooms that the Library runs for the public and the
youth in particular at Mayur Vihar, Brahmpuri and Gorakh
Park in Delhi.
The Sashakt Scholarship programme implemented by
Buddy4Study India Foundation received registrations
from 6372 applicants. From these registered applicants,
171 final year graduation students from 46 Government
colleges in Delhi received Sashakt Scholarship 2021-22.
This is the second year of the launch of the scholarship
programme.
Over 1,100 students were enrolled in Vocational Training
Centre for undertaking job oriented courses.
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.
Initiatives involving health camps, Eye Screening camps
and other preventive care medical camps are organized
in a number of 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.
Under the Sparsh Initiative, in association with Healthy
Aging India, an NGO supported by AIIMS doctors, Covid
vaccine was administered to 300 people from old age
homes.
The Reliance group provided 650 Oxygen concentrators
and medical equipments to government hospitals, Delhi
Government Oxygen Concentrator Bank, doctors and
para-medical professionals treating patients in Delhi.
Additionally, 110 emergency and recovery trolleys, 180
wheelchairs and 30 stretchers were provided to various
government hospitals and institutions.
Distribution of Oximeters, masks, sanitiser machines,
hygeine kits and disposable gloves for MCD hospitals
and also distribution of aids/appliances to people with
disability, relief ration kits to the poor and donation of
equipped ambulances for the use of Delhi Government.
A number of Blood donation camps were organized
during the year. Pulse Polio Immunization programs were
organized at toll plazas on the highway stretch.
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 include the local community as
a critical stakeholder in the inclusive measures initiated by
the Company.
During the year, the CSR interventions undertaken
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, prevention
of domestic violence, Celebration of Daan Utsav & ‘Giving
Tuesday’ with the theme “Empowering Women & their
Safety” where local people were benefitted, etc.
Promoting Women Self Help Groups involved in stitching
and distributing affordable masks & sanitary napkins.
With an aim to provide safe drinking water to the
unprivileged sections of the society, two water ATMs were
commissioned in Khanpur and Dakshin Puri.
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 behavioral change.
Cleanliness drives were conducted around the Company
plant and offices and the neighbouring localities with an
objective to create a clean and healthy workplace. The
roads business toll plazas and project highway inculcated
the concept of cleanliness and hygiene by putting placards
and signages 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.
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
49
Reliance Infrastructure Limited
Business Responsibility Report
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.
Apart from introducing and adopting green 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.
As part of Delhi Government’s Green Drive, we continued
to build on the annual tree plantation drive and around
30,000 trees were planted in the CRPF Camp and MCD
schools in West Delhi.
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 Reliance Group has lived up to their
responsibilities as corporate citizens and has 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. In
Delhi, several projects have been undertaken in association
with various NGOs such as Healthy Aging India, Society
for Advancement of Village Economy, Sofia Educational
& Welfare Society, The Hans Foundation, Save LIFE
Foundation etc. 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, 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.
50
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.
d. What
is your Company’s direct contribution to
community development projects? Provide the amount
in INR and the details of the projects undertaken.
Due to the losses incurred in the previous year, the
Company has not spent any amount on CSR Activities
during the year. However, the Reliance Group has
contributed through various CSR initiatives as discussed
in detail in this Report 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.
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 of 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 by
undertaking Stakeholder Engagement to identify their
perceived needs.
Initiatives in handling COVID-19 pandemic:
The unprecedented crisis caused by the global pandemic
COVID-19, impacted our citizens and shattered many
livelihoods. Reliance Group is committed to continue to
provide essential services without interruption during this
lockdown period. The EPC division took the initiative of
providing daily meals for around 75 staff of GT hospital,
Reliance Infrastructure Limited
Business Responsibility Report
Mumbai. Our Delhi Distribution business complimented the
Governments efforts through Distribution of face masks,
sanitizers, disinfectant solutions and soaps to the needy,
Distribution of dry rations (rice, flour, pulses, cooking
oil etc.) to poor people, providing PPE kits (Personal
Protection Equipments) to the doctors and para-medical
professionals. The Roads business was in the frontline of
providing support to the people impacted and distribution
of food to needy along the stretch of the toll plaza was
undertaken. Along with this, to ensure that our frontline
warriors of security were safe and secure, distribution of
PPE equipments to Police officers near the toll plazas was
undertaken.
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?
b.
c.
Not applicable to the Company’s nature of Business.
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.
d.
Did your Company carry out any consumer survey/
consumer satisfaction trends?
The Reliance Group takes various initiatives for ensuring
customer satisfaction. In Delhi, customer meets like
‘AapkeDwar Meet’ were conducted to ensure one to one
contact with the customers to understand their needs
in a better manner. Also, call centre facility, mobile
and whatsapp services, Chatbot on the website of their
respective Companies and other social media were
provided to ensure customer feedback.
Satisfaction index of the road users under various
parameters such as Quality of Roads, Signs and Road
Markings, Toll Plaza Experience, Rest Areas / Wayside
Amenities functional with all facilities, Light and Visibility,
Congestion, Accidents are obtained at all our Toll Plazas
and we strive to improvise our services based on the
feedback received.
At our metro stations, to ensure the highest possible level
of customer satisfaction, the customer care counters at
all 12 stations are manned from the first service in the
morning till the last service at night. Mumbai Metro won
the “Urban Mobility India Award” from the Ministry of
Housing & Urban Affairs, Govt of India, for Metro Rail
with best passenger services & satisfaction during the year
under review.
renders
(KFintech)
The Company’s Registrar and Transfer Agent KFin
Technologies Limited
investor
services to the investors with regard to matters related
to the shares and dividend payments. KFintech services
investors through its network of around 400 branches and
has dedicated investor helpline number 1800 309
4001. The feedback received from the shareholders
indicates 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.
51
Reliance Infrastructure Limited
Corporate Governance Report
Our Corporate Governance Philosophy
H.
Environment Policy
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 direct or indirect
personal profits 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
D.
Separation of the Chairman’s supervisory role from the
Executive Management
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
concern and protects the whistle blower from any adverse
personnel action. The vigil mechanism has been overseen
by the Audit Committee.
It is affirmed that no person has been denied access to the
chairperson of the Audit Committee.
52
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.
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.
b.
Board Committees
Pursuant to the provisions of the Companies Act,
2013 (the “Act”) and the Securities Exchange
Board of India (SEBI) (Listing Obligations and
Disclosure Requirements) Regulations, 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.
c.
Selection of Independent Directors
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/
his status as an Independent Director, provides a
declaration that she / he meets with the criteria of
independence as provided under law.
d.
Tenure of Independent Directors
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.
e.
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
Reliance Infrastructure Limited
Corporate Governance Report
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 programs for familiarization
of Independent Directors have been put on the
website of the Company at the link: https://www.
rinfra.com/documents/1142822/1189698/
Familiarisation_programme.pdf
K.
f. 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.
L.
M.
g.
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.
h.
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
enables the Directors to plan their commitments
and facilitates their attendance at the meetings of
the Board and its Committees.
Role of the Company Secretary in Governance Process
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.
Independent Statutory Auditors
The Company’s Financial Statements for the year 2021-
22 have been audited by an independent audit firm M/s.
Chaturvedi & Shah, LLP, Chartered Accountants, who
were appointed by the Members of the Company for a
term of five consecutive years from the conclusion of the
ninety first Annual General Meeting till the conclusion of
the ninety sixth Annual General Meeting.
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.
53
Reliance Infrastructure Limited
Sr.
No.
1
2
3
4
5
6
Notes:
a.
b.
c.
Corporate Governance Report
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 six Members. The composition and category of Directors on the Board of the Company are as
under:
Names of Directors
DIN
Category
Shri Sateesh Seth
Shri Punit Garg
Shri S S Kohli
Shri K Ravikumar
Ms. Manjari Kacker
Dr. Thomas Mathew
00004631
00004407
00169907
00119753
06945359
05203948
Non-Executive and Non-Independent Director
Executive Director and Chief Executive Officer
Independent Directors
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.
The Company and its subsidiaries have not provided loans and advances in the nature of loans to firms/companies
in which directors are interested.
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. All
such declarations are placed before the Board.
In the opinion of the Board, the Independent
Directors possess the requisite expertise and
experience and are persons of high integrity and
repute. They fulfill the conditions specified in
the Act and the Rules made thereunder 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
budgets
setting
and business plans;
monitoring
objectives;
performance
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.
Selecting, compensating, monitoring and
when necessary, replacing key executives
and overseeing succession planning.
54
d.
e.
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.
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.
Monitoring and reviewing of Board of
Director’s evaluation framework.
3.
Board meetings
The Board held ten meetings during the financial
year 2021-22 on the following dates:
May 28, 2021, June 06, 2021, June 13, 2021,
August 10, 2021, September 09, 2021, September
25, 2021, October 28, 2021, January 15, 2022,
February 12, 2022 and March 25, 2022. The
maximum time gap between any two meetings
was 86 days and the minimum gap was 6 days.
Reliance Infrastructure Limited
Corporate Governance Report
4.
Legal Compliance Monitoring
The Company monitors statutory compliances and delay or non-compliance are escalated and reported for remedial
action. A compliance report pertaining to the laws applicable to the Company 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 2021-22 and at the last Annual General
Meeting (AGM) held on September 14, 2021 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, 2022 were as under:
Names of Directors
Shri Anil D Ambani*
Shri Sateesh Seth
Shri Punit Garg
Shri S S Kohli
Shri K Ravikumar
Ms. Ryna Karani**
Ms. Manjari Kacker
Shri Rahul Sarin***
Number of
Board meetings
attended out of
ten meetings
held
Attendance
at the last
AGM held on
September
14, 2021
Number of
directorships
(including
Reliance
Infra)
Committee Chairmanship /
Membership (including
Reliance Infra)
Membership
Chairmanship
7
10
10
10
10
5
9
1
Present
Present
Present
Present
Present
Present
Present
-
2
8
4
9
2
3
3
3
None
None
4
6
2
3
2
4
None
None
None
3
1
1
1
0
*Shri Anil Ambani ceased to be a director with effect from March 25, 2022.
** Ms. Ryna Karani resigned as independent director with effect from October 8, 2021 owing to increasing professional
and other commitments. Ms. Karani confirmed that there were no other reasons for resignation.
*** Shri Rahul Sarin was appointed as an Additional Director in the capacity of Independent Director, subject to approval
of the Members, with effect from March 25, 2022 and he resigned with effect from April 22, 2022 owing to health
reasons. Shri Rahul Sarin confirmed that there were no other reasons for resignation.
Dr. Thomas Mathew (DIN. 05203948) was appointed as an Additional Director in the capacity of Independent Director,
with effect from April 22, 2022 subject to approval of the Members.
Notes:
a.
b.
c.
d.
e.
f.
g.
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.
Pursuant to the provisions of Regulations 17A(1) of the Listing Regulations, none of the Directors hold
directorships in more than 7 listed entities and none of the Independent Directors of the Company hold the
position of Independent Director in more than 7 listed companies.
No Non-Executive Director has attained the age of 75 years, except Shri S S Kohli, for which the approval of the
Members has been obtained by way of special resolution at the Annual General Meeting held on September 30,
2019.
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.
No Alternate Director has been appointed for any Independent Director.
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.
The Committee Memberships and chairmanships above exclude Memberships and chairmanships in private
companies, foreign companies, high value debt listed entities and in Section 8 companies.
h. Memberships of Committees include chairmanships, if any.
i.
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.
55
Reliance Infrastructure Limited
Corporate Governance Report
6.
Details of Directors
The abbreviated resumes of all Directors are
furnished hereunder:
Shri Sateesh Seth, 66 years, is a Fellow Chartered
Accountant and a law graduate. He has vast
experience in general management. Shri Seth is also
on the Board of Reliance Power Limited, Reliance
Defence Limited, Reliance Defence and Aerospace
Private Limited, Reliance Defence Systems Private
Limited, BSES Rajdhani Power Limited, BSES
Yamuna Power Limited and Reliance Defence
Technologies Private Limited.
As on March 31, 2022, Shri Seth did not hold any
equity shares of the Company.
leadership,
IIFCL commenced
Shri S S Kohli, 77 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
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.
56
He is on the Board of ACB (India) Limited, BSES
Yamuna Power Limited, Seamec Limited, BSES
Rajdhani Power Limited, S V Creditline Limited, OIT
Infrastructure Management Limited, Alp Overseas
Private Limited and Aurionpro Payment Solutions
Private Limited
He is the Chairman of CSR Committee and also a
member of the Audit Committee, Nomination and
Remuneration Committee and Risk Management
Committee of Board of the Company.
As on March 31, 2022, Shri S S Kohli did not hold
any equity shares of the Company.
Shri K Ravikumar, 72 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, Tamilnadu 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.
Reliance Infrastructure Limited
Corporate Governance Report
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.
He is the Chairman of Risk Management Committee
and Nomination and Remuneration Committee and
a member of the Audit Committee, Stakeholders
Relationship Committee and CSR Committee of
Board of the Company.
As on March 31, 2022, Shri K Ravikumar did not
hold any equity shares of the Company.
Ms. Manjari Kacker, 70 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 Hindustan Gum and
Chemicals Limited and DFL Technologies Private
Limited.
She is the Chairperson of the Audit Committee and
also member of the Nomination and Remuneration
Committee, Stakeholder Relationship Committee,
Risk Management Committee and CSR Committee
of Board of the Company.
As on March 31, 2022, Ms. Manjari Kacker did not
hold any equity shares of the Company.
Shri Punit Garg, 57 years, a qualified Engineer, is
part of senior management team of Reliance Group
since 2001 and presently discharging responsibilities
as Executive Director and Chief Executive Officer of
the Company 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 36 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.
He is a member of the Audit Committee, Stakeholder
Relationship Committee, Risk Management
Committee and CSR Committee of the Board of
the Company.
He is also on the Board of Reliance Communications
Limited, BSES Yamuna Power Limited and BSES
Rajdhani Power Limited and Executive Director and
Chief Executive Officer of Reliance Velocity Limited.
As on March 31, 2022, Shri Punit Garg held 1,500
equity shares of the Company.
Dr. Thomas Mathew, aged 66 years, holds a
bachelor’s degree in arts from the University of Delhi
and a bachelor’s degree in law from Campus Law
Centre-II, Faculty of Law. He also holds a master’s
degree in arts, a degree of master of philosophy, and
a degree of doctor of philosophy from Jawaharlal
Nehru University. He has experience of working
with the Ministry of Finance and the Ministry of
Defence amongst other.
He has represented India as the leader of the
delegation in several conferences and meetings.
He has addressed/presented papers in several fora
including those in the United States Department
of Defence and Stanford University, USA. He also
spearheaded several new reforms in the Ministry of
Defence.
He is also a Director on the board of Reliance Power
Limited, Reliance Nippon Life Insurance Company
Limited and Reliance General Insurance Company
Limited.
He is the Chairman of Stakeholder Relationship
Committee, and a member of the Nomination
and Remuneration Committee, Risk Management
Committee, Audit Committee, and CSR Committee
of Board of the Company.
As on April 22, 2022, Dr. Thomas Mathew held
1,33,162 equity shares of the Company.
Core Skills, Expertise and Competencies available
with the Board
The Board comprises of highly qualified Members
who possess
skills, expertise and
competence that allow them to make effective
contributions to the Board and its Committees.
required
57
Reliance Infrastructure Limited
Corporate Governance Report
The core skills/ expertise/ competencies required in the Board in the context of the Company’s Businesses and sectors functioning
effectively as identified by the Board of Directors of the Company are tabulated below:
Core skills/
competencies/
expertise
Business Strategy
Business Policy
Business Development
Risk Management
Legal
Commercial
Project Management
Procurement
Engineering
Finance
Human Resource
Name of the Directors
Shri
Anil
Ambani
Shri
Sateesh
Seth
Shri
Punit
Garg
Shri S
S Kohli
Shri K
Ravikumar
Ms. Ryna
Karani
Ms.
Manjari
Kacker
Shri Rahul
Sarin
Dr. Thomas
Mathew
-
-
-
-
-
-
-
-
-
-
-
Directorships in other Listed Entities
The details of the directorships held by the Directors in other listed entities are as follows:
Name of Director
Name of the Listed Entities
Category
Shri Sateesh Seth
Reliance Power Limited
Non-Executive - Non Independent Director
Shri Punit Garg
Shri S S Kohli
Reliance Communications Limited
Non-Executive - Non Independent Director
Seamec Limited
Non-Executive - Independent Director
Shri K Ravikumar
SPEL Semiconductor Limited
Non-Executive - Independent Director
Ms. Manjari Kacker
-
-
Dr. Thomas Mathew
Reliance Power Limited
Non-Executive - Independent Director
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, comprises
of majority of Independent Directors namely Ms. Manjari Kacker, as the Chairperson, Shri S S Kohli, Shri K Ravikumar, Dr.
Thomas Mathew, Independent Directors and Shri Punit Garg, Executive Director and Chief Executive Officer as the Members.
All Members of the Committee are financially literate.
The Audit Committee was duly reconstituted to give effect to the changes in the composition of the Board of the Company.
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.
58
Reliance Infrastructure Limited
Corporate Governance Report
The terms of reference, inter alia, comprises the
following:
1.
2.
3.
4.
5.
6.
7.
8.
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;
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 opinion(s) 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 review
on quarterly basis, of RPTs entered into by the
Company pursuant to respective omnibus approval
given as above;
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;
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;
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. Consider and comment on rationale, cost-benefits
and impact of schemes involving merger, demerger,
amalgamation etc., on the Company and its
shareholders;
22. 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
23. 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.
Investigate any activity within its terms of reference;
Seek any information from any employee;
59
Reliance Infrastructure Limited
To have full access to information contained in the
records of the Company;
* Ms. Ryna Karani ceased to be director with effect from
October 8, 2021.
Corporate Governance Report
c.
d.
e.
f.
g.
h.
Obtain outside legal and professional advice;
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 financial statements before submission to
the Board; and
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. management letters / letters of internal control
weaknesses issued by the statutory auditors;
3.
4.
internal audit reports relating to internal control
weaknesses; and
appointment,
terms of
removal
the
remuneration of the chief internal auditor shall be
subject to review by the audit Committee.
and
5.
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 2021-22
The Audit Committee held four meetings during the year
on May 28, 2021, August 10, 2021, October 28, 2021
and February 12, 2022. The maximum gap between any
two meetings was 106 days and the minimum gap was
73 days.
Attendance at the meetings of the Audit Committee held
during the financial year 2021-22 is as follows:
Members
Number of meetings
attended
held during
the year/
tenure
4
4
4
2
4
-
4
4
4
2
4
-
Ms. Manjari Kacker
Shri S S Kohli
Shri K Ravikumar
Ms. Ryna Karani*
Shri Punit Garg
Shri Rahul Sarin**
60
** Shri Rahul Sarin was appointed as Director with effect
from March 25, 2022.
The Chairperson 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
statements are fairly presented in conformity with the
prevailing laws and regulations in all material aspects.
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.
III. Nomination and Remuneration Committee
The Nomination
and Remuneration Committee,
constituted in terms of Section 178 of the Act and the
Listing Regulations, comprises of Shri K Ravikumar as
Chairman and Shri S S Kohli, Ms. Manjari Kacker and Dr.
Thomas Mathew Independent Directors, as Members.
The Nomination and Remuneration Committee was
duly reconstituted to give effect to the changes in the
composition of the Board of the Company.
The Company Secretary acts as the Secretary to the
Nomination and Remuneration Committee.
Reliance Infrastructure Limited
Corporate Governance Report
The terms of reference of the Committee, inter alia,
includes the following:
Formulation of
for determining
the criteria
a)
qualifications, positive attributes and independence
of Directors and recommend to the Board a policy,
relating to the remuneration of the Directors and
Key Managerial Personnel;
b)
c)
d)
e)
f)
g)
h)
i)
to formulate the criteria for evaluation of the
performance of the Independent Directors, the
Board and the Committees thereof;
to devise a policy on Board diversity;
to identify persons who are qualified to become
Directors and who may be appointed in Key
Managerial Personnel 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 Key
Managerial 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;
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; and
to recommend to the Board all the remunerations
in whatever form payable to the Key Managerial
Personnel 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 14, 2021.
The Nomination and Remuneration Committee held two
meetings during the year on May 28, 2021 and February
12, 2022.
Attendance at the meetings of the Nomination and
Remuneration Committee held during the financial year
2021-22 is as follows:
Members
Shri K Ravikumar
Shri S S Kohli
Ms. Manjari Kacker
Shri Rahul Sarin*
Number of
meetings
held during
the year/
tenure
Number
of
meetings
attended
2
2
2
-
2
2
2
-
*Shri Rahul Sarin was appointed as Director with effect
from March 25, 2022.
Criteria for making payments to Non-Executive
Directors
remuneration
to Non-Executive Directors
The
is
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.
The Company has not paid any remuneration Director
other than sitting fees for attending meeting of Board
and Committee(s). Pursuant to the limits approved by the
Board, all non-executive directors were paid sitting fees of
` 40,000 (excluding GST) for attending each meeting of
the Board and its Committees(s). No remuneration by way
of commission was paid to the non-executive directors.
The Company has so far not issued any stock options to its
non-executive directors. There were no other pecuniary
relationships or transactions of Non-Executive Directors
vis-à-vis the Company.
Details of payment to Executive Director
Disclosure as required under Schedule V of the Act with
respect to the remuneration paid to Shri Punit Garg,
Executive Director are as under:
(i)
All elements of remuneration package such as
salary, benefits, bonuses, stock options, pensions
etc: ` 248.67 lakhs
(ii) Details of fixed component and performance linked
incentives along with the performance criteria:
Fixed component – ` 220.24 lakh
Perquisites – ` 28.43 lakh
Performance linked incentive – Nil
(iii)
Service contracts - No
Notice Period - 3 months
Severance fees – No
(iv) Stock option details, if any – Not Applicable
IV.
Stakeholders Relationship Committee
The Stakeholders Relationship Committee was duly
constituted and comprises of Dr. Thomas Mathew as
Chairman and Ms. Manjari Kacker, Shri K Ravikumar and
Shri Punit Garg, as Members.
The Stakeholders Relationship Committee was duly
reconstituted to give effect to the changes in the
composition of the Board of Directors of the Company.
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 Company Secretary acts as the Secretary to the
Stakeholders Relationship Committee. Shri Paresh Rathod
is the Company Secretary and Compliance Officer of the
Company.
61
Reliance Infrastructure Limited
Corporate Governance Report
The terms of reference of the Committee, inter alia,
includes the following:
i.
To carry out such other functions as may be
delegated by the Board.
a.
b.
c.
d.
e.
f.
g.
h.
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 transposition 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 and monitor their functioning;
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
Attendance at the meeting of the Stakeholders
Relationship Committee held during the Financial Year
2021-22 is as follows:
The Stakeholders Relationship Committee held four
meetings during the year on May 28, 2021, August 10,
2021, October 28, 2021 and February 12, 2022. The
maximum gap between any two meetings was 106 days
and the minimum gap was 73 days.
The meetings were attended by the Members as below:
Members
Number of meetings
held during the
year/ tenure
attended
Shri K Ravikumar
Ms. Ryna Karani*
Ms. Manjari Kacker
Shri Punit Garg
Shri Rahul Sarin**
4
2
4
4
-
4
1
4
4
-
* Ms. Ryna Karani ceased to be director with effect from
October 8, 2021.
**Shri Rahul Sarin was appointed as Director with effect
from March 25, 2022.
Investors’ grievances attended
Received From
Securities and Exchange Board of India
Stock Exchanges
NSDL/CDSL
Direct from investors
Total
Analysis of grievances
Particulars
Non-receipt of dividend warrants
Non-receipt of share certificates
Others
Total
Notes:
Received during
April to March
Redressed during
April to March
Pending as on
2021-22
2020-21
2021-22 2020-21
31.03.22
31.03.21
13
2
0
681
696
9
2
0
185
196
13
2
0
681
696
9
2
0
185
196
0
0
0
0
0
0
0
0
0
0
Number
Percentage
2021-22
2020-21
2021-22
2020-21
487
180
29
696
78
110
8
196
69.97
25.86
4.17
100
39.80
56.12
4.08
100
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 2021-22 correspond to 0.087% (Previous Year 0.0247%) of the number
of Members.
62
Reliance Infrastructure Limited
Corporate Governance Report
V.
Corporate Social Responsibility (CSR) Committee
The terms of reference of the Committee are as under:
The CSR Committee was duly constituted and consists of
Shri S S Kohli as Chairperson with Shri K Ravikumar, Shri
Punit Garg, Ms. Manjari Kacker and Dr. Thomas Mathew
as Members. The Company Secretary acts as the Secretary
to the CSR Committee. 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 also recommends 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.
The Corporate Social Responsibility Committee was duly
reconstituted to give effect to the changes in the Board
of Directors of the Company.
One meeting of the Corporate Social Responsibility
Committee on May 28, 2021. All the Members were
present at the meeting.
VI. Risk Management Committee
The Risk Management Committee, comprises of Shri K
Ravikumar as Chairperson and Shri S S Kohli, Shri Punit
Garg, Ms. Manjari Kacker and Dr. Thomas Mathew as
Members. The Committee has also Shri Vijesh Babu Thota,
Chief Financial Officer as member and Shri Amit Agarwal,
General Manager (Internal Auditor), as Member Secretary.
The Risk Management Committee was duly reconstituted
to give effect to the changes in the Board of Directors of
the Company and changes in the Chief Financial Officer of
the Company.
The Committee held four meetings during the financial
year 2021-22 on May 28, 2021, August 10, 2021,
October 28, 2021 and February 12, 2022.
Attendance at the meeting of the Risk Management
Committee held during the financial year 2021-22 is
as follows:
Members
Number of meetings
held during
the year/
tenure
attended
Ms. Ryna Karani*
Shri K Ravikumar
Shri S S Kohli
Ms. Manjari Kacker
Shri Punit Garg
Shri Rahul Sarin**
2
4
4
4
4
-
1
4
4
4
4
-
* Ms. Ryna Karani ceased to be director with effect from
October 8, 2021.
**Shri Rahul Sarin was appointed as Director with effect
from March 25, 2022.
a.
To formulate a detailed risk management policy
which shall include:
i.
A framework for identification of internal
and external risks specifically faced by
the listed entity, in particular including
financial, operational, sectoral, sustainability
(particularly, ESG related risks), information,
cyber security risks or any other risk as may
be determined by the Committee.
ii. Measures
for
risk mitigation
including
systems and processes for internal control of
identified risks.
b.
c.
d.
e.
f.
iii.
Business continuity plan.
To ensure that appropriate methodology, processes
and systems are in place to monitor and evaluate
risks associated with the business of the Company;
To monitor and oversee implementation of the
risk management policy, including evaluating the
adequacy of risk management systems;
To periodically review the risk management policy,
at least once in two years, including by considering
the changing industry dynamics and evolving
complexity;
To keep the Board of Directors informed about
the nature and content of
its discussions,
recommendations and actions to be taken;
removal and
terms of
The appointment,
remuneration of the Chief Risk Officer (if any) shall
be subject to review by the Risk Management
Committee.
The minutes of the meetings of all the Committees of the Board
of Directors are placed before the Board. During the year, the
Board has accepted all the recommendations of all Committees.
VII. Compliance Officer
Shri Paresh Rathod is the Company Secretary and
Compliance Officer of the Company. 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.
63
Reliance Infrastructure Limited
Corporate Governance Report
VIII. General Body Meetings
1.
Annual General Meeting
The date, time and venue of the Annual General
Meetings held during preceding three years and the
special resolution(s) passed thereat, are as follows:
Financial
Year
Date and
Time
Venue
2020-21
September 14
2021 at 2.00
p.m.
2019-20
June 23,
2020 at
02.30 p.m.
2018-19
September
30, 2019 at
11.15 a.m.
Through Video
Conference (VC) Other
Audio Visual Means
(OAVM) in terms of
MCA circular dated
May 5, 2020 read
with circulars dated
April 8, 2020, April
13, 2020 and January
13, 2021
Through Video
Conference (VC) Other
Audio Visual Means
(OAVM) in terms of
MCA circular dated
May 5, 2020 read
with circulars dated
April 8, 2020 and April
13, 2020
Rama & Sundri
Watumull Auditorium,
Vidasagar, Principle K
M Kundnani Chowk,
124, Dinshaw Wachha
Road, Churchgate,
Mumbai – 400 020
Whether Special
Resolution passed
or not
No.
No.
Yes.
1. Appointment of
Shri Punit Garg
as an Executive
Director.
2. Re-appointment
of Ms. Ryna
Karani as an
Independent
Director.
3. Re-appointment
of Shri S S
Kohli as an
Independent
Director.
4. Re-appointment
of Shri K
Ravikumar as
an Independent
Director.
5. Private
Placement of
Non Convertible
Debentures
(NCD) and/
or other Debt
Securities.
During the year, the Company did not hold any
Extraordinary General Meeting.
64
2.
Postal Ballot
The Company has issued a Postal Ballot Notice
along with Postal Ballot Form on June 06, 2021
in terms of section 110 of the Act and results
thereof were announced on July 07, 2021. Details
of resolutions passed and the voting pattern are as
under:
Details of Resolutions
passed
% of valid votes
cast in favour of
the resolution
Special Resolution for issue
of Equity Shares and/or
Warrants on Preferential
Basis
Special Resolution for
issue of Foreign Currency
Convertible Bonds
97.40
95.07
Shri Anil Lohia, Partner, M/s. Dayal & Lohia,
Chartered Accountants was appointed as the
Scrutinizer for conducting the above Postal Ballot
voting process in a fair and transparent manner.
The above resolutions were passed with requisite
majority. The Company had complied with the
procedure for Postal Ballot in terms of Section
110 of the Act read with Companies (Management
and Administartion) 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 raised funds through
preferential allotment of 8.88 crore warrants, convertible
into equivalent number of equity shares of the Company.
The Company has received ` 137.64 Crore being 25% as
application and allotment money and the same has been
utilized for the purpose for which it was raised.
X. Means of Communication
a.
Quarterly Results
in
the Financial Express
Quarterly Results, in the ordinary course, are
published
(English)
newspaper circulating in substantially the whole
of India and in Navshakti (Marathi) newspaper and
are also posted on the Company’s website at www.
rinfra.com.
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, if any, etc. are
posted on the Company’s website.
Reliance Infrastructure Limited
Corporate Governance Report
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
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
rendered/facilities
activities and
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
d.
Annual Report
The Annual Report containing, inter alia, Notice
of Annual General Meeting, Audited Standalone
Financial Statement and 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 the Annual
Report is 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.
In compliance with the various relaxations provided
by SEBI and MCA due to COVID-19 Pandemic,
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 and has urged
the other Members to register their E-mail Ids to
receive the communication electronically.
e.
NSE Electronic Application Processing System
(NEAPS) and NSE Digital Exchange Portal
The NEAPS and NSE Digital Exchange Portal are
web based systems designed by NSE for corporates.
The Shareholding Pattern, Corporate Governance
Report, Corporate announcements, media releases,
financial results, Annual Report etc. are filed
electronically thereon.
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 309 4001
Facsimile no.
: +91 40 6716 1791
Email
: rinfra@kfintech.com
h.
Designated email-id
The Company has also designated email-Id: rinfra.
investor@relianceada.com, exclusively for investor
servicing.
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. In its efforts to
improve ease of doing business, SEBI has launched
a mobile app “SEBI SCORES”, making it easier for
investors to lodge their grievances with SEBI, as
they can now access SCORES at their convenience
of a smart phone.
XI. Management Discussion and Analysis
A Management Discussion and Analysis Report 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
is put on Company’s
material subsidiaries which
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 8 9 6 9 8 / P o l i c y _ f o r _
Determination_of_Material_Subsidiary_updated.pdf.
One of the Independent Directors is appointed on the
Board of the subsidiaries as and when a subsidiary becomes
65
Reliance Infrastructure Limited
Corporate Governance Report
an “unlisted material subsidiary” within the meaning of the
above expression in accordance with Regulation 24, read
with Regulation 16, of the Listing Regulations. Shri S S
Kohli, the Independent Director of the Company has been
appointed on the Boards of “unlisted material subsidiary”
viz. 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 as well as the annual report of the Company as per
24A of the Listing Regulations.
XIII. Disclosures
a.
b.
c.
d.
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 except for the fine in terms of circular no.
SEBI/HO/CFD/CMD/CIR/P/2018/77 dated May
3, 2018 paid by the Company for delay of 14 days
in approval of financial results for the quarter and
financial year ended March 31, 2019.
Related Party Transactions
During the financial year 2021-22, 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 weblink: https://www.rinfra.
com/documents/1142822/1189698/Related_
Party_Transactions_Policy_updated.pdf.
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) notified 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.
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:
https://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 2021-22.”
Punit Garg
Executive Director and Chief Executive Officer
66
e.
CEO and CFO certification
Shri Punit Garg, Executive Director and Chief
Executive Officer and Shri Vijesh Babu Thota, 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.
f.
Review of Directors’ Responsibility Statement
The Board in its report has confirmed that the
financial statements for the year ended March 31,
2022 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. The copy of the same
forms part of this annual report.
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 at the web
link: https://www.rinfra.com/
documents/1142822/1189698/Rinfra_Revised_Code_
under_POIT_2020.pdf.
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.
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, 2022 were as under:
Sr.
No.
(a)
Particulars
Aggregate number of
shareholders and the
outstanding shares lying
in suspense account as on
April 1, 2021
No of
shareholders
No of
shares
284 2907
(b) Number of shareholders
0
0
who approached listed
entity for transfer of
shares from suspense
account during April 1,
2021 to March 31, 2022
(c) Number of shareholders
0
0
to whom shares were
transferred from suspense
account during April 1,
2021 to March 31, 2022
(d) Number of Shares
transferred to IEPF
(e)
Aggregate number of
shareholders and the
outstanding shares lying
in suspense account as on
March 31, 2022
134
716
150 2191
The voting rights on the shares outstanding in the ‘Reliance
Infrastructure Limited- Unclaimed Suspense Account’ as
on March 31, 2022 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. Chaturvedi & Shah
LLP, Chartered Accountants, Statutory Auditors by the
Company and its subsidiaries during the year ended March
31, 2022 are as follows:
Sr. No. Particulars
Audit Fees
1
Amount (` In Lakhs)
91.55
2
3
Certification Charges
Other Matters
Total
5.13
-
96.68
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. Particulars
Details
1
2
3
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
a.
Audit Qualifications
The qualification and management response to it
are mentioned in the Director’s Report forming part
of this report.
b.
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.
67
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
Particulars
Regulation Compliance
Compliance Observed
Sr.
No.
1.
Board of Directors
17
Status
Yes
• Composition & Meetings
• Quorum of Board Meetings
• Recommendation of the Board
• 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
• Compliance Certificate
• Risk assessment and management
• Performance evaluation
• Recommendation to shareholders for special business
• Directorships held in Listed Entities
• Composition & Meetings
• Quorum
• Powers of the Committee
2. Maximum Number of
Directorships
3.
Audit Committee
17A
18
Yes
Yes
• Role of the Committee and review of information by the
Committee
19
Yes
• Composition & Meetings
4.
Nomination and
Remuneration
Committee
5.
Stakeholders Relationship
20
Committee
6.
Risk Management Committee 21
7.
Vigil Mechanism
22
8.
Related Party Transactions
23
Yes
Yes
Yes
Yes
68
• Quorum
• Role of the Committee
• Composition & Meetings
• Role of the Committee
• Composition & Meetings
• Quorum
• Role of the Committee
• Review of Vigil Mechanism for Directors and employees
• Direct access to Chairperson of Audit Committee
• Policy of Materiality of Related Party Transactions and
dealing with Related Party Transactions and material
modifications thereof
• Approval including omnibus approval of Audit Committee
• Review of Related Party Transactions
• No material Related Party Transactions
• Disclosure to Stock Exchange & on Website
• Disclosure of Related Party Transactions on consolidated
basis
Reliance Infrastructure Limited Corporate Governance Report
Particulars
Regulation Compliance
Compliance Observed
Sr.
No.
9.
Subsidiaries of the Company
24
Status
Yes
10.
Secretarial Audit and
Secretarial Compliance Report
24A
11. Obligations with respect to
25
Independent Directors
Yes
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 Report
• Secretarial Compliance Report
• No alternate Director for Independent Directors
• Maximum directorships and tenure
• Shareholders approval for appointment, re-appointment or
removal of independent director
• Meetings of Independent Directors
• Cessation and appointment of Independent Directors
• Familiarisation of Independent Directors
• Declaration by Independent Directors
• Directors & Officers (D&O) Insurance
• No independent director who resigned to be appointed as
executive / whole time director
• D&O insurance by high value debt listed entity
12. Obligations with respect to
26
Yes
• Memberships / Chairmanships in Committees
employees including Senior
Management, Key Managerial
Personnel, Directors and
Promoters
• Affirmation on compliance of Code of Conduct by
Directors and Senior Management
• 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
13. Other Corporate Governance
27
Yes
• Compliance with discretionary requirements
requirements
• Filing of quarterly compliance report on Corporate
Governance
14. Website
46(2)(b)
Yes
• Terms and conditions for appointment of Independent
to (i)
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
• Criteria of making payment to Non-Executive Director
• Details of familiarization programmes imparted to
Independent Directors
69
Reliance Infrastructure Limited 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, 2022, 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 financial year ended on March 31, 2022.
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.
The 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 : Thane
Date : 13/05/2022
UDIN : F006988D000314570
70
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
Reliance Centre, Ground Floor,
19, Walchand Hirachand Marg,
Ballard Estate, Mumbai-400001
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 Reliance Centre, Ground Floor, 19, Walchand
Hirachand Marg, Ballard Estate, Mumbai-400001 (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,
2022, 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
1.
2.
3.
4.
5.
6.
7.
8.
Mr. Sateesh Seth
Mr. S S Kohli
Mr. K Ravikumar
Mr. Punit Garg
Ms. Manjari Kacker
Mr. Rahul Sarin
Ms. Ryna Karani
Mr. Anil D. Ambani*
00004631
00169907
00119753
00004407
06945359
02275722
00116930
00004878
Date of appointment in
Company
Date of Cessation
24/11/2000
14/02/2012
14/08/2012
06/04/2019
14/06/2019
25/03/2022
20/09/2014
18/01/2003
–
–
–
–
–
–
08/10/2021
25/03/2022
*Mr. Anil D. Ambani resigned as the Director of the Company w.e.f. March 25,2022 in compliance with the SEBI Interim order cum
show cause notice dated February 11, 2022 in the matter of Reliance Home Finance Limited.
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 : Thane
Date : 13.05.2022
UDIN : F006988D000314548
71
Reliance Infrastructure Limited Investor Information
Important Points
Share Transfer System
All transfer, transmission or transposition of securities, are
conducted in accordance with the provisions of Regulation
40 and Schedule VII of the Securities and Exchange Board of
India (SEBI) (Listing Obligations and Disclosure Requirements)
Regulations (the Listing Regulations) read together with SEBI
Circular no. SEBI/HO/MIRSD/RTAMB/CIR/P/2020/236 dated
December 2,2020.
As mandated by the 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 share(s) in the Company
to facilitate transfer of securities.
SEBI vide circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/
CIR/2022/8 dated January 25, 2022 on Issuance of Securities
in dematerialized form in case of Investor Service Requests
and the Listing Regulations as amended in 2022 vide Gazette
Notification no. SEBI/LAD-NRO/GN/2022/66 dated January
24, 2022, it has been decided that listed companies shall
henceforth issue the securities in dematerialized form only while
processing the service request for Issue of duplicate securities
certificate; Claim from Unclaimed Suspense Account; Renewal
/ Exchange of securities certificate; Endorsement; Sub-division/
Splitting of securities certificate; Consolidation of securities
certificates/folios; Transmission and Transposition.
The securities holder/claimant shall submit duly filled up Form
ISR-4 (to be hosted on the website of the Issuer Companies and
the Registrar and Tranfer Agent (RTA).The RTA / Issuer Companies
shall verify and process the service requests, issue a ‘Letter of
confirmation’ in lieu of physical securities certificate(s), to the
securities shall be valid for a period of 120 days within which the
securities holder/claimant shall make a request to the Depository
Participants (DPs) for dematerializing the said securities. The
RTA / Issuer Companies shall issue a reminder after informing
the securities holder/claimant to submit the demat request as
above and in case no such request has been received within the
aforesaid period, they shall credit the securities to the Suspense
Escrow Demat Account of the Company.
as change with DPs gets registered with all companies in
which investor holds securities electronically eliminating
the need to correspond with each of them separately;
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.
Convenient method of consolidation of folios/ accounts;
investments
Holding
Instruments,
Government securities, Mutual Fund Units, etc. in a single
account;
in Equity, Debt
Ease of pledging of securities; and
Ease in monitoring of portfolio.
•
•
•
•
•
•
Members holding shares in physical mode
SEBI vide its Circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/
CIR/2021/655 dated November 3, 2021 has mandated all
shareholders :
(i)
(ii)
To furnish the details of Permanent Account Number
(PAN), email address, mobile number, bank account
details, KYC details and nomination by holders of physical
securities; and
In case of failure to provide required documents and
details as per the aforesaid SEBI circular, all folios of such
shareholders shall be frozen on or after 1st April, 2023 by
the RTA and the shareholders will not be eligible to lodge
grievance or avail service request from the RTA and not
eligible for receipt of dividend in physical mode.
In view of the above, Members holding securities in physical
mode are:
a.
required to submit their PAN, bank account details, KYC
details to the Company / KFin Technologies Limited
(“KFintech”), RTA of the Company at einward.ris@
kfintech.com, if not registered with the Company as
mandated by SEBI;
Further, holding securities in dematerialised form is also beneficial
to the investors in the following manner:
b.
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
•
•
•
•
•
•
•
•
•
72
advised to register/update their e-mail address and
mobile numbers with the Company/KFintech for receiving
all communications from the Company electronically and
to submit Form ISR-1 to KFintech for updating the above
required KYC details. In case of mismatch in the signature
of the holder in the records of KFintech, Members shall
furnish orginal cancelled cheque and banker’s attestation
of the signature as per form ISR-2. Also Members
shall register the nomination details in respect of their
shareholding in the Company in Nomination Form
SH-13 and for any change in nomination details in Form
SH-14. In case Members want to opt out of nomination,
Form ISR-3 shall be filed. The relevant forms are put on
the Company’s website and can be accessed at link https://
www.rinfra.com/documents/1142822/1189698/
Nomination_Form_SH_13_20200524.pdf
Reliance Infrastructure Limited Investor Information
Members holding shares in dematerialised mode are also:
Register for SMS alert facility
a.
b.
c.
requested to submit their PAN and bank account details to
their respective DPs with whom they are maintaining their
demat accounts;
advised to contact their respective DPs for registering the
nomination; and
register / update their e-mail address and mobile numbers
with their respective DPs for receiving all communications
from the Company electronically.
Share transfer system by Non-residents and Foreign Nationals
its
no.
vide
circular
SEBI
SEBI/HO/MIRSD/DOS3/
CIR/P/2019/30 dated February 11, 2019, with a view to
address the difficulties in transfer of shares, faced by non-
residents and foreign nationals, 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:
Investor should register with their 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 KFintech, 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.
The relaxation shall only be available for transfers
executed after January 1, 2016.
The Nomination Form may be downloaded from the Company’s
website, www.rinfra.com under the section “Investor Relations”.
a.
b.
c.
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.
Non-Resident Indian Members are requested to inform Kfintech,
the Company’s Registrar and Transfer Agent immediately on the
change in the residential status on return to India for permanent
settlement.
Hold securities in consolidated form
Investors holding shares in multiple folios are requested to send
the share certificates to the RTA and consolidate their holdings in
single folio. Holding of securities in one folio enables shareholders
to monitor the same with ease.
Link for updating PAN / Bank Details is provided on the
website of the Company
Electronic Payment Services
Investors should avail the Electronic Payment Services for
payment of dividend as the same reduces risk attached to
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 KFintech for incorporation on
their dividend warrants.
However, if shares are held in dematerialised form, nomination
has to be registered with the concerned DPs directly, as per the
form prescribed by them.
Deal only with SEBI registered intermediaries
Investors should deal with SEBI registered intermediaries so that
in case of deficiency of services, investor may take up the matter
with SEBI.
Corporate benefits in electronic form
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
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.
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 the
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.
73
Reliance Infrastructure Limited Investor Information
Facility for a Basic Services Demat Account (BSDA)
SEBI has stated that all the depository participants 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 93rd Annual General Meeting (AGM) is convened to be held
on Saturday, July 2, 2022 at 12.00 Noon (IST), through Video
Conferencing (VC) / Other Audio Visual Means (OAVM).
E-voting
The Members can cast their vote online through remote e-voting
from 10.00 A.M. (IST) on Tuesday, June 28, 2022 to 5.00 P.M.
(IST) on Friday, July 1, 2022. At the end of remote e-voting
period, the facility shall forthwith be blocked. However, the
e-voting facility shall also be made available to those shareholders
present at the meeting through VC/OAVM who have not cast
their vote on resolution through remote e-voting.
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.
Pursuant to Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242
dated December 9, 2020, effective from June 9, 2021, SEBI
has revised the procedure for e-voting facilities to be provided
by listed entities for individual shareholders holding security in
demat form. Members are requested to follow the procedure
/ instructions provided in the Notes to Notice for the Annual
General Meeting pursuant to the aforesaid circular.
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.
Registrar and Transfer Agent
Correspondence details of Company’s RTA are as follows:-
KFin Technologies Limited
(Unit: Reliance Infrastructure Limited)
Selenium Building, Tower – B, Plot No. 31 & 32,
Financial District, Nanakramguda
Hyderabad - 500 032, Telangana.
Toll Free No. (India): 1800 309 4001
Fax: +91 40 6716 1791
Website: www.kfintech.com
Email: einward.ris@kfintech.com
Shareholders/Investors are requested to forward share transfer
documents, dematerialisation requests through their DPs and
other related correspondence directly to Kfintech 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 2021-22.
Unclaimed dividend/ Shares
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.
The Company has transferred the dividend for the years 1996-
97 to 2013-14 remaining unclaimed for seven years from the
date of declaration to IEPF.
During the year under review, the Company has transferred
` 1,94,49,735/- from the unclaimed dividend account to the
Investor Education and Protection Fund, pertaining to the year
2013-14 pursuant to the provisions of the Companies Act,
2013.
During the year, the Company has also transferred to the IEPF
Authority 1,44,079 shares of ` 10 each, pertaining to the year
2013-14 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 6, 2021.
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, 2022 (`)
2014-15
2015-16
2016-17
2017-18
8.00
8.50
9.00
9.50
September 30, 2015
November 6, 2022
September 27, 2016
November 4, 2023
September 26, 2017
November 2, 2024
September 18, 2018
October 25, 2025
2,27,97,600
2,59,86,081
2,92,15,710
2,23,65,327
Members who have so far not encashed dividend warrants for the aforesaid years are requested to approach KFintech immediately.
The Company shall transfer to IEPF within the stipulated period (a) the unpaid dividend for the financial year 2014-15; and (b) the
shares on which dividend has not been claimed or encashed for last seven consecutive years or more.
74
Reliance Infrastructure Limited Investor Information
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
IEPF, 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 and acknowledgement
along with requisite documents, as enumerated in the Instruction
Kit, to the Company.
The Company has uploaded the details of unpaid and unclaimed
amounts lying with Company as on September 14, 2021 (date
of last Annual General Meeting) and 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.
Shareholding Pattern
Category
Sl.
No.
(A)
Shareholding of Promoter and Promoter Group
(i) Indian
(ii) Foreign
Sub Total (A)
(B)
Public shareholding
(i) Institutions:
Insurance Companies
Foreign Institutional Investors (FII) /
Foreign Portfolio Investors (FPI)
Mutual Funds /UTI
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)
As on 31.03.2022
As on 31.03.2021
Number of
Shares
%
Number of
Shares
%
1,30,13,424
4.95
1,30,13,424
4.95
-
-
-
-
1,30,13,424
4.95
1,30,13,424
4.95
1,22,45,823
37,28,546
18,686
7,49,977
60,201
4.66
1.42
0.01
0.29
0.02
1,24,54,551
71,69,756
18,952
1,22,00,294
60,201
4.74
2.73
0.01
4.64
0.02
23,09,94,021
87.83
21,57,46,749
82.04
24,77,97,254
94.22
24,76,50,503
94.17
17,29,322
0.66
18,76,073
0.71
17,29,322
4,50,000
4,50,000
0.66
0.17
0.17
18,76,073
4,50,000
4,50,000
0.71
0.17
0.17
GRAND TOTAL (A) + (B) + (C) + (D)
26,29,90,000
100
26,29,90,000
100
*Shares held by ESOS Trust have been shown as Non-Promoter Non-Public as per the Listing Regulations with effect from
December 1, 2015.
Distribution of shareholding
Number of shares
Number of
Shareholders as on
31.03.2022
Total shares
as on 31.03.2022
Number of
Shareholders as on
31.03.2021
Total shares
as on 31.03.2021
1 – 500
501 - 5,000
5,001 - 1,00,000
1,00,001 and above
Number
%
Number
%
Number
%
Number
7,40,913
96.36
2,58,60,957
9.83
7,41,053
96.28
2,51,48,489
23,772
3,895
290
3.09
0.51
0.04
3,58,40,384
7,08,68,874
13,04,19,785
13.63
26.95
49.59
24,948
3,487
204
3.24
0.45
0.03
3,73,06,145
5,75,79,588
14,29,55,778
%
9.56
14.19
21.89
54.36
Total
7,68,870
100.00
26,29,90,000 100.00
7,69,692 100.00 26,29,90,000 100.00
75
Reliance Infrastructure Limited Investor Information
Dematerialization of shares and liquidity
The Company was among the first few companies to admit its shares to the depositary system of 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 depositary system of CDSL for dematerialization of shares. The equity
shares of the Company are compulsorily traded in dematerialized form as mandated by the SEBI.
Status of dematerialization of Shares
As on March 31, 2022, 99.04% of the Company’s equity shares are held in dematerialised form.
Legal proceedings
There are certain pending cases relating to disputes over title of shares, in which the Company has been made a party. These cases
are, however, not material in nature.
Equity History
Dates
S r .
No.
Particulars
Price per equity
Shares (`)
Number of
Shares
Cumulative
Total
01.04.2008
Outstanding equity shares
23,65,30,262
01.04.2008
Extinguishment of shares consequent to Buy-
back1 and 2
N.A
- 1,12,60,000
22,52,70,262
31.03.2010
Allotment of shares on conversion of warrants3
928.89
+1,96,00,000
24,48,70,262
07.01.2011
Allotment of shares on conversion of warrants3
928.89
+ 2,25,50,000
26,74,20,262
21.04.2011 to
13.02.2012
Extinguishment of shares consequent to Buy-
Back4
N.A
- 44,30,262
26,29,90,000
31.03.2022
Total Number of outstanding equity shares
26,29,90,000
1
2
3
4
5
6
Notes:
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.
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.
Company had on July 19, 2021 allotted 6,46,00,000 warrants of ` 62/- (including a premium of ` 52/-) each on
preferential basis to one of the promoter companies, M/s Risee Infinity Private Limited and 2,42,00,000 warrants of ` 62/-
(including a premium of ` 52/-) each on preferential basis to a non-promoter (public) Company, M/s VFSI Holdings Pte
Limited. The warrants are convertible into equity shares of ` 10/- each at a premium of ` 52/- per equity share on or before
January 18, 2023 being 18 months from date of allotment.No warrants have been exercised for conversion till date.
4.
5.
76
Reliance Infrastructure Limited Investor Information
Market Information –
Stock Price and Volume
Month
BSE Limited (BSE)
High
`
Low
`
April 2021
May 2021
June 2021
July 2021
August 2021
September 2021
October 2021
November 2021
December 2021
January 2022
February 2022
March 2022
44.20
71.60
109.00
89.00
80.40
116.05
106.90
95.90
112.95
107.60
149.50
129.55
Volume
Nos.
1,67,98,497
3,87,88,421
4,51,19,369
66,56,506
31,72,206
1,16,84,943
42,70,730
25,59,351
51,67,026
77,37,416
32.65
41.60
58.55
69.65
58.00
65.00
84.85
74.00
81.00
91.40
101.25
2,43,00,117
97.10
1,44,28,919
National Stock Exchange
of India Limited (NSE)
High
`
Low
`
Volume
Nos.
44.25
71.40
108.65
89.40
80.40
114.90
106.70
94.50
111.90
107.80
150.00
128.70
32.55
10,54,03,217
41.55
29,13,88,779
60.20
20,29,96,346
69.85
58.00
64.55
84.75
73.55
81.10
91.40
3,09,43,368
2,09,52,902
6,01,38,613
2,23,92,668
1,54,47,889
2,79,76,078
4,50,89,644
101.15
10,63,94,365
97.00
5,92,26,255
Global Depository Receipts (GDRs) were issued on March 8, 1996 and each GDR represents 3 equity shares. Issue price per GDR was
US$ 14.40. Exchange rate 1 US$ = ` 75.7925 as on March 31, 2022.
Stock Exchange listings
The Company’s equity shares are actively traded on BSE and NSE. The Company has also issued GDRs which are listed on London
Stock Exchange (LSE). Further, the Debt Securities of the Company are listed on the Wholesale Debt Market (WDM) Segment of
BSE and NSE.
Listings of Equity Shares on Indian Stock Exchanges
Note:
BSE Limited
Phiroze Jeejeebhoy Towers
Dalal Street, Fort
Mumbai 400001
Website : www.bseindia.com
National Stock Exchange of
India Limited
Exchange Plaza, 5th Floor
Plot No C /1, G Block
Bandra-Kurla Complex
Bandra (East), Mumbai 400 051
Website : www.nseindia.com
Stock codes
Stock codes for equity shares
BSE
NSE
ISIN
:
:
500390
RELINFRA
ISIN for equity shares: INE036A01016
Listing of GDRs on LSE
London Stock Exchange,
10, Paternoster Square London
EC4M 7 LS,United Kingdom,
Website: www.londonstockexchange.com
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,
240 Greenwich Street,
New York, NY 10286, United States
2.
Domestic Custodian for GDR holders
ICICI Bank Limited,
Securities Market Services Empire Complex,
F7/E7 1st Floor 414 Senapati Bapat Marg,
Lower Parel, Mumbai 400013
Security Codes of GDRs
Master Rule
144A GDRs
Master Regulations
GDRs
CUSIP
ISIN
75945E109
Y09789119
US75945E1091
USY097891193
Common Code
6099853
6099853
77
Reliance Infrastructure Limited
Investor Information
Outstanding GDRs of the Company and likely impact on equity
Outstanding GDRs as on March 31, 2022 represent 17,29,322 equity shares constituting 0.66% of the paid-up equity share capital
of the Company. Each GDR represents three underlying equity shares in the Company.
Listings of Debt Securities on Indian Stock Exchanges
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.in
Payment of Listing Fees and Depository Fees
IDBI Trusteeship Services Limited
Asian Building, Ground Floor 17
R Kamani Marg
Ballard Estate,
Mumbai 400 001
Website: www.idbitrustee.com
Annual Listing fees to the Stock exchanges and annual custody/issuer fees to the depositories for the year 2022-23 has been paid
by the Company.
Credit Rating & Details of Revision
Rating Agency
Type of Instrument
Rating as on April 1, 2021
Rating as on March 31, 2022
CARE Ratings
Limited1
Non-Convertible Debentures
issued on Private Placement basis
CARE D – Issuer not Co-operating
CARE D – Issuer not Co-operating
Long Term Bank Facilities
CARE D – Issuer not Co-operating
CARE D – Issuer not Co-operating
Short Term Bank Facilities
CARE D – Issuer not Co-operating
CARE D – Issuer not Co-operating
Non-Convertible Debentures
issued on Private Placement basis
IND D
Bank Facilities (Long Term / Short
Term)
IND D
Long Terms Loans
BWR D
IND D
IND D
BWR D
India Ratings and
Research Private
Limited2
Brickwork Ratings
India Private
Limited3
Notes:
1.
2.
3.
CARE Ratings Limited rating ‘CARE D’ (Issuer not Co-operating) has been reaffirmed for the period under review.
India Ratings and Research Private Limited rating ‘IND D’ has been reaffirmed for the period under review.
Brickwork Ratings India Private Limited rating ‘BWR D’ has been reaffirmed for the period under review.
Share Price Performance in comparison with broad based indices – BSE Sensex and NSE Nifty
Period
FY 2021-22
2 years
3 years
Reliance Infrastructure (%)
Sensex BSE (%)
Nifty NSE (%)
219.94
1000.98
-18.03
18.30
98.75
51.45
18.88
103.13
50.25
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 2022-23
Unaudited results for the First Quarter ended June 30, 2022
: On or before August 14, 2022
Unaudited results for the Second Quarter and half year ending September 30, 2022
: On or before November 14, 2022
Unaudited results for the Third Quarter ending December 31, 2022
: On or before February 14, 2023
Audited results for the Financial Year 2022-23
: On or before May 30, 2023
78
Reliance Infrastructure Limited Investor Information
Depository services
For guidance on depository services, shareholders may write to the RTA of the Company or NSDL, Trade World, A Wing, 4th Floor,
Kamala Mills Compound, Lower Parel, Mumbai 400 013, website: www.nsdl.co.in or CDSL, Marathon Futurex, A-Wing, 25th Floor, N
M Joshi Marg, Lower Parel (E), Mumbai 400013 website: www.cdslindia.com.
Communication to Members
The Company’s quarterly financial results, audited accounts, corporate announcements, media releases and details of significant
developments are also made available on the Company’s website: www.rinfra.com.
Reconciliation of share capital audit
SEBI 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), KYC Updation requests, IEPF Claims and other related correspondences directly to KFintech at the
below mentioned address for speedy response:
KFin Technologies Limited (Formerly known as KFin Technologies Private Limited)
(Unit: Reliance Infrastructure Limited)
Selenium Building, Tower – B, Plot No. 31 & 32,
Financial District, Nanakramguda
Hyderabad - 500 032, Telangana.
Toll Free No. (India): 1800 309 4001
Fax: +91 40 6716 1791
Website: www.kfintech.com
Email: einward.ris@kfintech.com
Shareholders/Investors may send any correspondence/queries at the following address:
Queries relating to financial statements 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 – 400001
Tele : +91 22 4303 1000
Fax : +91 22 4303 4662
Email : rinfra.investor@relianceada.com
Plant Locations
Company Secretary
Reliance Infrastructure Limited
Reliance Centre, Ground Floor
19, Walchand Hirachand Marg,
Ballard Estate, Mumbai – 400001
Tele : +91 22 4303 1000
Fax : +91 22 4303 4662
Email : rinfra.investor@relianceada.com
1.
2.
Samalkot Power Plant: Industrial Development Area Peddapuram, Samalkot 533 440 Seemandhra.
Goa Power Plant: Opp. Sancoale Industrial Estate, Zuarinagar 403 726 Sancoale Mormugao, Goa.
3. Wind Farm: Near Aimangala 577, 558 Chitradurga District Karnataka.
79
Reliance Infrastructure Limited Independent Auditor’s Report on the Standalone Financial Statements
To the Members of Reliance Infrastructure Limited
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
March 31, 2022, 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”), which includes 5
Joint Operations accounted on proportionate basis.
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
1. We refer to Note 38 to the standalone financial statements
regarding the Company’s exposure in an EPC Company as
on March 31, 2022 aggregating to ` 6,526.82 Crore (net
of provision of ` 3,972.17 Crore). Further, the Company
has also provided corporate guarantees aggregating to
` 1,775 Crore on behalf of the aforesaid EPC Company
towards borrowings of the EPC Company.
According to the Management of the Company, these
amounts have been funded mainly 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 and the EPC Company will be able to
meet its obligation.
As referred to in the above note, the Company has further
provided Corporate Guarantees of ` 4,895.87 Crore in
favour of certain companies towards their borrowings.
According to the Management of the Company these
amounts have been given for general corporate purposes.
We were unable to obtain sufficient and appropriate
audit evidence about the relationship, recoverability and
possible obligation towards the Corporate Guarantees
given. Accordingly, we are unable to determine the
consequential
implications arising therefrom in the
standalone financial statements of the Company.
2. We refer to Statement of Changes in Equity of the
Standalone financial statements wherein the loss on
invocation of shares and/or fair valuation of shares of
investments held in Reliance Power Limited (RPower)
aggregating to ` 5,024.88 Crore for year ended March
31, 2020 was adjusted against the capital reserve as
against charging the same in the Statement of Profit and
Loss. The said treatment of loss on invocation and fair
valuation of investments was not in accordance with the
Ind AS 28 “Investment in Associates and Joint Venture”,
Ind AS 1 “Presentation of Financial Statements” and
Ind AS 109 “Financial Instruments”. Had the Company
followed the above Ind AS’s the Retained earnings as at
80
March 31, 2021 and March 31, 2022 would have been
lower by ` 5,024.88 Crore and Capital Reserve of the
Company as at March 31, 2021 and March 31, 2022
would have been higher by ` 5,024.88 Crore.
Material Uncertainty Related to Going Concern
We draw attention to Note 50 to the standalone financial
statements, wherein the Company has outstanding obligations
to lenders and the Company is also a guarantor for its subsidiaries
and associates whose loans have also fallen due which indicate
that material uncertainty exists that may cast significant doubt
on the Company’s ability to continue as a going concern.
However,for the reasons more fully described in the aforesaid
note the accounts of the Company have been prepared as a
Going Concern.
Our opinion on the standalone financial statements is not
modified in respect of this matter.
Emphasis of matter
1. We draw attention to Note 44 to the standalone financial
statement which describes the impairment assessment in
accordance with Ind AS 36 “Impairment of assets” / Ind AS
109 “Financial Instruments” performed by the Company
in respect of net receivables of ` 1,677 Crore as at March
31,2022 from Reliance Power Limited associate of the
company and its Subsidiaries (“RPower Group”) . 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 independent valuation
reports, no impairment is considered necessary on the
receivables by the management .
2. We draw attention to Note 14 to the standalone financial
statements regarding KM Toll Road Private Limited
(KMTR), a subsidiary of the Company, has 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 Company is confident of
recovering its entire investment of ` 544.94 Crore in
KMTR, as at March 31, 2022 and no impairment has
been considered necessary against the above investment
for the reasons stated in the aforesaid note.
3. We draw attention to Note 41 to the standalone financial
statements which describes the impairment assessment
performed by the Company in respect of its Investments and
loans of ` 2954.24 Crore in Nine subsidiaries i.e. Toll Road
SPV’s Companies (excluding KMTR as stated in paragraph
2 above) in accordance with Ind AS 36 “Impairment
of assets” / Ind AS 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 independent valuation
reports, no impairment is considered necessary on the
receivables by the management.
Our Conclusion on the Statement is not modified in respect
of above matters.
Reliance Infrastructure Limited
Independent Auditor’s Report on the Standalone Financial Statements
4. We draw attention to Note 51 to the standalone financial
statements, as regards to the management evaluation of
COVID – 19 impact on the future performance of the
Company.
Our opinion on the standalone financial statements is not
modified in respect of the above matters.
Management’s Responsibility for the Standalone Financial
Statements
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, losses 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.
In preparing the standalone financial 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.
Other Matters
1.
(i)
The standalone financial Statements include the
audited financial statements and other financial
information of 3 joint operations, whose financial
statements reflect total assets of ` 132.32 Crore
as at March 31, 2022, total revenues of ` 208.68
Crore, total net profit after tax of ` 3.71 Crore and
(ii)
total comprehensive income of ` 3.71 Crore for
the year ended March 31, 2022 as considered in
this standalone financial Statements. These financial
statement and other financial information have
been audited by other auditors whose reports have
been furnished to us by the Management and our
opinion on the standalone financial statements, in so
far it relates to amounts and disclosures included in
respect of these joint operations, is solely based on
the reports of the other auditors and the procedures
performed by us are as stated in paragraph above.
The standalone financial statement includes the
unaudited financial statements and other unaudited
financial information of 2 Joint Operations, whose
financial statements and other financial information
reflect total assets of ` 3.45 Crore as at March 31,
2022, total revenue of ` Nil, total net loss after
tax and total comprehensive loss of `0.24 Crore
for the year ended March 31, 2022 and cash flows
(outflow/inflow) of ` Nil for the year ended March
31, 2022, as considered in the standalone financial
statements. These unaudited financial statements
and other unaudited financial information have
been furnished to us by the Board of Directors
and our opinion on the standalone financial
statements, in so far as it relates to the amounts
and disclosures included in respect of these jointly
controlled entities is based solely on such unaudited
financial statements and other unaudited financial
information. In our opinion and according to the
information and explanations given to us by the
Board of Directors, these financial statements and
other financial information are not material.
Our opinion on the standalone financial statements
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
1.
As required by the Companies (Auditors’ Report) Order,
2020 (“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.
2(A) As required by section 143(3) of the Act, we report that:
a)
b)
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.
81
Reliance Infrastructure Limited
Independent Auditor’s Report on the Standalone Financial Statements
c)
d)
e)
f)
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 may have an adverse effect on the
functioning of the Company.
The Company has defaulted in repayment of the
obligations to its lenders and debenture holders
which is outstanding as at March 31, 2022. Based
on the legal opinion obtained by the Company
and based on the written representations received
from the directors as on March 31, 2022 taken
on record by the Board of Directors, none of the
directors is disqualified as on March 31, 2022 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 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.
i) 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”.
(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.
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
March 31, 2022 on its financial position
in its standalone financial statements -
Refer Note 31 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.
82
iii.
iv.
Other than for dividend amounting to ` 0.26
Crore pertaining to the financial year 2010-
2011, financial year 2011-12, financial year
2012-13 and financial year 2013-14 were
kept in abeyance due to pending litigations
amongst the investors, there has been no
delay in transferring amounts, required to be
transferred, to the Investor Education and
Protection Fund by the Company.
(a)Management has represented to us that,
to the best of it’s knowledge and belief,
as disclosed in the notes to the accounts
no funds have been advanced or loaned
or invested (either from borrowed funds or
share premium or any other sources or kind
of funds) by the Company to or in any other
persons or entities, including foreign entities
(“Intermediaries”), with the understanding,
whether recorded in writing or otherwise,
that the Intermediary shall, whether, directly
or indirectly lend or invest in other persons or
entities identified in any manner whatsoever
by or on behalf of the Company (“Ultimate
Beneficiaries”) or provide any guarantee,
security or the like on behalf of the Ultimate
Beneficiaries;
(b)Management has represented to us that,
to the best of it’s knowledge and belief, as
disclosed in the notes to the accounts no
funds have been received by the Company
from any person(s) or entity(ies), including
foreign entities (“Funding Parties”), with the
understanding, whether recorded in writing or
otherwise, that the Company shall, whether,
directly or indirectly, lend or invest in other
persons or entities identified in any manner
whatsoever by or on behalf of the Funding
Party (“Ultimate Beneficiaries”) or provide
any guarantee, security or the like on behalf
of the Ultimate Beneficiaries
are
considered
reasonable
(c)Based on our audit procedure conducted
that
and
appropriate in the circumstances, nothing
has come to our attention that cause us to
believe that the representation given by the
management under paragraph (2) (B) (iv) (a)
& (b) contain any material misstatement.
v.
The Company has not declared or paid any
dividend during the year.
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No. 101720W/W100355
Parag D. Mehta
Partner
Membership No. 113904
UDIN: 22113904AIYQJL8268
Place: Mumbai
Date: May 13, 2022
Reliance Infrastructure Limited
Annexure A to Auditors’ Report
“ANNEXURE A” TO THE INDEPENDENT AUDITORS’ REPORT ON THE STANDALONE FINANCIAL STATEMENTS OF RELIANCE
INFRASTRUCTURE LIMITED.
(Referred to in Paragraph 1 under the heading of “Report on other legal and regulatory requirements” of our report of even
date)
i)
a)
(A)
The Company is maintaining proper records showing full particulars including quantitative details and situation of
Property, Plant and Equipment on the basis of available information.
(B)
The Company is maintaining proper records showing full particulars of intangible assets on the basis of available
information.
b)
c)
As explained to us, Property, Plant & Equipment have been physically verified by the management in a phased manner
over a period of three years, which in our opinion is reasonable, having regard to the size of the Company and nature
of its assets. Pursuant to the program, a portion of the Property, Plant and Equipment 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 (Refer Note No.4 to
the Standalone Financial Statement) :
Description of
Property
Gross carrying
value
(` in crore)
Held in the
name of
Freehold
at Goa
land
18.59
Title deeds are
in the name
of erstwhile
Company
Whether
promoter,
director or
their relative or
employee
No
Period
held
Reason for not being in the
name of the Company
Since
April -
1999
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.
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 and/or other relevant
records are in the name of the Company, except the following (Refer Note No. 4 to the Standalone Financial Statement):
Description
of Property
Gross
Carrying
Value
(` in Crore)
Held in the
name of
Whether
promoter,
director or
their relative
or employee
Period Held
Reason for not being in the
name of the Company
Leasehold
land at Goa
0.35
The lease
agreements
are in the
name of
erstwhile
Company
No
Since
December-2001
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.
d)
e)
According to information and explanations given to us and books of accounts and records examined by us, During the
year the Company has not revalued its Property, Plant and Equipment (including Right of Use assets) and intangible
assets.
According to information & explanations and representation given to us by the management, no proceedings have
been initiated or are pending against the Company for holding any benami property under the Benami Transactions
(Prohibition) Act, 1988 and rules made thereunder.
83
Reliance Infrastructure Limited
Annexure A to Auditors’ Report
ii)
a)
As explained to us & on the basis of the records examined by us, in our opinion, physical verification of the inventories
have been conducted at reasonable intervals by the management and having regard to the size and nature of business
of the Company and nature of its inventory, the coverage and procedures of such verification by the management is
appropriate. As explained to us and on the basis of the records examined by us, the value of the discrepancies noticed
on physical verification by management did not exceed 10% or more in aggregate of each class of inventory.
b)
In our opinion and according to information and explanation given to us, the Company has been sanctioned working
capital limits in excess of rupees Five Crores, in aggregate, from Banks which are secured on the basis of security of
current assets. The quarterly returns or statements filed by the Company upto December quarter, in respect of current
assets held by it and offered as security with such Banks are in agreement with the unaudited books of account of the
Company of respective quarters and no material discrepancies have been observed as stated in Note No.18.1 of the
Standalone Financial Statements.
iii) With respect to investments made in or any guarantee or security provided or any loans or advances in the nature of loans,
secured or unsecured, granted during the year by the Company to companies, firms, Limited Liability Partnerships or any other
parties:
a)
During the year, the Company has provided loans, advances in the nature of loans, provided guarantees and securities
to companies are as follows :
Particulars
Aggregate amount granted/ provided during the year
Subsidiaries
Joint Ventures
Associates
Others
` Crore
Guarantees
Loans
-
-
-
-
216.69
-
-
-
Balance outstanding as at balance sheet date in respect of above cases
Subsidiaries
Joint Ventures
Associates
Others*
1,283.92
564.54
-
-
-
547.51
6,910.67
4,054.31
b)
c)
d)
*Others includes, Loans granted or advances in the nature of loan granted to EPC company amounting to ` 4,013.08
Crore (net of provision ` 3,829.14 crore), and corporate guarantee provided on behalf of the EPC company amounting
to ` 1,775 Crore and corporate guarantee provided of ` 4,895.87 Crore on behalf of certain companies towards their
borrowings outstanding as on March 31, 2022, as 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.
In our opinion and according to information and explanations given us and on the basis of our audit procedures, 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 investments made, guarantee provided, security given and
the terms and conditions of all loans and advances in the nature of loans and guarantee provided are, prima facie, not
prejudicial to Company’s interest.
According to the books of accounts and records examined by us in respect of the loans and advances in the nature of
loans, where the schedule of repayment of principal and payment of interest has been stipulated, the repayments or
receipts are generally regular, as per stipulated term, 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,
where repayment of principal of ` 4,013.08 Crore (net of provision ` 3,829.14 Crore) and payment of interest of
` 1,443.08 Crore (Net of provision ` 143.03 Crore) by EPC Company is delayed from March 31, 2020 i.e. 730 days
as on March 31, 2022. According to information and explanations given to us, as a matter of prudence, the Company
has not recognised interest on the above since April 1, 2020.
According to the books of accounts and records examined by us in respect of the loans, there is no amount overdue
for more than ninety days, 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. In absence of sufficient and
appropriate evidence, we are unable to comment on reasonable steps have been taken by the company for recovery
of the principal and Interest thereon, where in one of the case ` 5,456.16 Crore (net of provision ` 3,972.17 Crore)
including principal of ` 4,013.08 Crore and Interest of `1,443.08 Crore is overdue for more than ninety days. According
to information and explanations given to us, as a matter of prudence the Company has not recognised interest on the
above since April 1, 2020.
84
Reliance Infrastructure Limited
Annexure A to Auditors’ Report
e)
In our opinion and according to information and explanation given and the books of accounts and records examined by
us, loans granted which have fallen due during the year have been renewed or extended as stated below and no fresh
loans have been granted to settle the over dues of existing loans given to the same parties.
Particulars
Subsidiaries
Associates
Others
Aggregate amount of existing loans
renewed or extended
` In Crore )
Percentage of the aggregate to the
total loans or advances in the nature
of loans granted during the year
547.84
1,121.22
41.22
39.67%
58.19%
2.14%
f)
The Company has not granted any loans or advances in the nature of loans, either repayable on demand or without
specifying any terms or period of repayment to Companies, firms, Limited Liability Partnerships or any other parties.
Accordingly, the requirement to report on clause 3(iii)(f) of the order is not applicable to the Company.
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. Further, as the Company is engaged in the business of providing infrastructural facilities, the
provisions of Section 186 [except for sub-section (1)] are not applicable to it.
According to the information and explanations given to us, the Company has not accepted any deposits or amounts which are
deemed to be deposits within the meaning of provisions of sections 73 to 76 or any other relevant provisions of the Act and
the rules framed there under. Therefore, the clause (v) of paragraph 3 of the Order is not applicable to the Company.
iv)
v)
vi) We have broadly reviewed the books of accounts maintained by the company pursuant to the rules made by the central
Government for the maintenance of cost records under section 148 of the Act and we are of the opinion the 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)
In respect of Statutory dues :
a)
According to the information and explanation given to us and on the basis of our examination of the records of the
Company, undisputed statutory dues including employees’ state insurance, duty of customs, cess and any other material
statutory dues have generally been regularly deposited with appropriate authorities, except for the dues towards Goods
& Service Tax, Provident Fund, National Pension fund, Professional Tax and Tax Deducted at Source delayed by 1
Day to 101 Days to deposit with the appropriate authorities. Further, the Company has not paid until date dividend
distribution tax payable in respect of dividend declared during the financial year 2017-18.
b)
According to the information and explanations given to us, there were no undisputed amounts payable in respect of the
aforesaid dues, which were outstanding as March 31, 2022 for a period of more than six months from the date they
became payable, except for the following dues:
Statement of Arrears of Statutory Dues Outstanding for More than Six Months
Name of the
Statute
Nature of the
Dues
Amount (` In
Crore)
Period to which
amount is
relates
Due Date
Date of
Payment
Income Tax Act,
1961
Dividend
Distribution Tax
` 23.14 Crore1
2017-18
18th September,
2018
Not Yet Paid
Income Tax Act,
1961
Tax Deducted at
source
` 1.00 Crore2
Upto September
2021
Various Due
Dates
Not Yet Paid
* Including Interest of 1 ` 3.53 crore & 2 ` 0.32 crore.
c)
According to the information and explanations given to us, there are statutory dues referred to in sub-clause (a) which
have not been deposited with the appropriate authority on account of any dispute are as follows:
85
Reliance Infrastructure Limited
Entry Tax
0.057
2007-2008
2008-2009
Additional Commissioner
Grade II, Appeals II, Noida
Annexure A to Auditors’ Report
Statement of Disputed Dues
Name of Statute
Nature of due
Amount
(` crore)
Delhi Sales Tax on Works
Contract Act, 1999
Works Contract Tax
0.051
Period for
which the
amount relates
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
Madhya Pradesh Entry Tax
Act, 1976
Uttar Pradesh Entry Tax
Act, 2007
Maharashtra Value Added
Tax Act, 2002
Maharashtra Value Added
Tax Act, 2002
Andhra Pradesh Value
Added Tax Act, 2005
Bihar Value Added Tax Act,
2005
VAT
VAT
VAT
56.422
2010-2011
4.273
2008-2009
3.124
2009-2010
Central Sales Tax
0.195
2009-2010
Entry Tax
0.496
2009-2010
VAT
VAT
VAT
VAT
15.368
15.699
2008-2009
2009-2010 &
2011-2012
2014-2015
5.3310
2011-2012
2.2811
Income Tax Act, 1961
Income Tax
163.32
(for which the
tax authorities
are the
appellant)
Income Tax Act, 1961
Income Tax
992.42
(for which the
tax authorities
are the
appellant)
2 0 1 3 - 2 0 1 4 ,
2 0 1 4 - 2 0 1 5 ,
2015-2016 &
2016-17
A.Y.
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,
2 0 0 8 - 2 0 0 9 ,
2009-2010,
2 0 1 0 - 2 0 1 1 ,
2011-2012 &
2012-2013
Forum where the dispute is
pending
Joint Commissioner (Appeal),
Department of Trade and
Taxes, New Delhi
West Bengal Commercial
Tax Appellate and Revisional
Board, Kolkata
West Bengal Commercial
Tax Appellate and Revisional
Board, Kolkata
Madhya Pradesh Commercial
Tax Appellate Board, Bhopal
Madhya Pradesh Commercial
Tax Appellate Board, Bhopal
Madhya Pradesh Commercial
Tax Appellate Board, Bhopal
Maharashtra Sales Tax
Tribunal, Mumbai
Senior Joint Commissioner
(Appeals) of Sales tax,
Mumbai
Andhra Pradesh VAT
Appellate Tribunal,
Vishakhapatnam
Joint Commissioner of
Commercial Taxes (Appeal),
Bihar
Supreme Court
Bombay High Court
Income Tax Act, 1961
Income Tax
238.24
AY 2014-15
& 2017-18
Income Tax Appellate
Tribunal, Mumbai
86
Reliance Infrastructure Limited
Annexure A to Auditors’ Report
Name of Statute
Nature of due
Amount
(` crore)
Income Tax Act, 1961
Income Tax Penalty
353.92
Forum where the dispute is
pending
CIT (Appeals), Mumbai
Period for
which the
amount relates
AY
2011-2012,
2012-2013,
2013-2014,
2 0 1 5 - 2 0 1 6 ,
2016-2017,
2017-2018.
2018-2019,
& 2020-2021
Foreign Trade (Development
and Regulation ) Act ,1992
Foreign Trade (Development
and Regulation ) Act ,1992
Duty Drawback
295.36
2008-2009
Supreme Court
Duty Drawback
6.10
2009-2010
Director General of Foreign
Trade Policy, Kolkata
Customs Act, 1962
Custom duty
66.2012
April
2012-
January 2013 &
2013-2014
Custom, Excise and Service
Tax Appellate Tribunal,
Mumbai
Customs Act, 1962
Penalty
145.00
2012-2013
Customs Act, 1962
Custom duty
3.21
2016-2017
Customs Act, 1962
Custom duty
0.67
2018-19
Additional Director General
DRI (Adjudication), Mumbai
Commissioner (Preventive)
Vijayavada
Commissioner of customs
(Appeals), New Delhi
The Central Excise Act,
1944
Excise Duty
0.20
The Finance Act,1994
Service Tax
5.78
July 2015 to
S e p t e m b e r
2016
Assistant Commissioner of
Central Excise (Appeals-1) ,
Mumbai
2016-17
2017-18
&
Bombay High Court
Includes 1 ` 5,000, 2 ` 0.20 Crore, 3 ` 0.40 Crore, 4 ` 1.67 Crore, 5 ` 0.04 Crore, 6 ` 0.13 Crore, 7 ` 0.01 Crore, 8
` 0.79 Crore, 9 ` 0.84 Crore, 10 ` 1.33 Crore, 11 ` 0.47 Crore and 12 ` 31.99 Crore paid / adjusted under protest .
viii) According to the information and explanations given to us and representation given to us by the management, there were no
transactions relating to previously unrecorded income that were surrendered or disclosed as income in the tax assessments
under the Income Tax Act, 1961 (43 of 1961) during the year. (Refer Note No. 23(f) to the Standalone Financial Statement.)
ix)
a)
According to the information and explanations given to us and based on examination of the records of the Company,
the Company has defaulted in repayment of loans or borrowings to financial institution or bank or dues to debenture
holders for the following instances in repayment of principal and interest amount. The Company did not have any loans
or borrowings from government during the year.
87
Reliance Infrastructure Limited
Annexure A to Auditors’ Report
i)
The Company has defaulted in repayment of following dues to the banks during the year, which were paid on or
before the Balance Sheet date. (Refer Note No. 17.4 & 18.2 to the Standalone Financial Statements):
Nature of Borrowing Including Debt
Securities
Name of Lender
Amount paid on or
before Balance sheet
Date ` In Crore
No. of days delay
(Days)
Principal
Interest
Principal
Interest
A) Term Loans/ Working Capital Loan from
Banks / Financial Institution
Jammu & Kashmir
Bank
3.76
-
849
-
Yes Bank
2.40
6.55
429
59
SREI Equipment
Finance Limited
-
1.00
-
678
B) Non Convertible Debenture
Debenture Holders
23.41
103.97*
373
556
* includes ` 35.35 Crore (defaulted in the year) not paid pursuant to settlement agreement as due date has been
extended to September 30, 2022.
ii)
The Company has defaulted in repayment of following dues to the banks during the year, which were not paid as at the
Balance Sheet date. (Refer Note No. 17.4 & 18.2 to the Standalone Financial Statement):
Nature of Borrowing Including Debt
Securities
Name of Lender
Amount paid on
or before Balance
sheet Date
` In Crore
No. of days delay
(Days)
Principal
Interest
Principal
Interest
A) (i) Term Loans from Banks / Financial
Institution
Jammu & Kashmir
Bank
71.25
33.56
1207
1187
Canara Bank
37.45
51.74
1108
954
Yes Bank
2014.92
244.14
695
396
SREI Equipment
Finance Limited
27.00
9.86
853
944
A) (ii) Working Capital Loan from Banks
Canara Bank
325.40
State Bank of India
37.93
ICICI Bank
12.03
-
-
-
1282
94
108
-
-
-
B) Non Convertible Debentures
Debenture holder
702.70
229.42
801
738
In our opinion, and according to the information and explanations given to us, the Company has not been declared wilful
defaulter by any bank or financial institution or government or any government authority. (Refer Note No. 17.7 to the
Standalone Financial Statement.).
The Company has not taken any term loan during the year and there are no unutilised term loans at the beginning of
the year and hence, reporting under clause 3(ix)(c) of the Order is not applicable to the Company.
b)
c)
88
Reliance Infrastructure Limited
Annexure A to Auditors’ Report
d)
e)
f)
According to the information and explanations given to us, and the procedures performed by us, and on an overall
examination of the financial statements of the Company, we report that, prima facie, no funds raised on short-term
basis have been used during the year for long-term purposes by the Company.
According to the information and explanations given to us and on an overall examination of the financial statements of
the Company, we report that the Company has not taken any funds from any entity or person on account of or to meet
the obligations of its subsidiaries, associates or joint ventures.
According to the information and explanations given to us and procedures performed by us, we report that the Company
has not raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures or associate
companies.
x)
a)
The Company has not raised money by way of initial public offer or further public offer (including debt instruments) and
hence clause (x)(a) of paragraph 3 of the Order is not applicable to the Company.
b)
The Company has not made any preferential allotment or Private placement of shares/ Fully or Partially or optionally
convertible debenture during the year under audit and hence, the requirement to report on clause 3(x)(b) of the order
is not applicable to the Company.
xi)
a)
According to the information and explanation given to us and on the 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 on potential implications for the reasons described therein, no fraud by the
Company or fraud on the Company has been noticed or reported during the year.
b)
c)
During the year, , no report under sub-section 12 of section 143 of the Companies Act, 2013 has been filed by cost
auditor/Secretarial auditor or by us in Form ADT-4 as prescribed under Rule 13 of Companies (Audit and Auditors)
Rules, 2014 with the Central Government.
As represented to us by the management, there are no whistle blower complaints received by the Company during the
year.
xii)
xiii)
In our opinion, the Company is not a nidhi company. Therefore, the provisions of clause (xii) of paragraph 3 of the Order are
not applicable to the Company.
According to the information and explanation given to us and on the 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) a)
In our opinion, and according to the information and explanations given to us, the Company has an internal audit system
commensurate with the size and nature of its business.
b) We have considered the internal audit reports of the Company issued till date, for the period under audit.
xv)
According to the information and explanation 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 on any potential implications for the reasons described therein, the Company has not entered into any non-cash
transaction with directors or persons connected with him as referred to in Section 192 of the Act.
xvi) a)
To the best of our knowledge and as explained, the Company is not required to be registered under section 45-IA of
the Reserve Bank of India Act, 1934.
b)
c)
d)
In our opinion, and according to the information and explanations provided to us and on the basis of our audit procedures,
the Company has not conducted any Non-Banking Financial or Housing Finance activities during the year as per the
Reserve bank of India Act 1934.
In our opinion, and according to the information and explanations provided to us, the Company is not a Core Investment
Company (CIC) as defined in the regulations made by the Reserve Bank of India.
As represented by the management, the group does not have more than one core investment company (CIC) as part of
the group as per the definition of group contained in Core Investment Companies (Reserved Bank) Directions, 2016.
xvii)
In our opinion, and according to the information and explanations provided to us, the Company has incurred cash losses of
` 413.81 Crore in the current financial year and ` 118.26 Crore in the immediately preceding financial year. Unquantified
impact in the Basis of Disclaimer of Opinion section in audit report has not been taken into consideration for the purpose of
making comments in respect of this clause.
89
Reliance Infrastructure Limited
Annexure A to Auditors’ Report
xviii) There has been no resignation of the statutory auditors during the year. Therefore, provisions of clause (xviii) of Paragraph 3
of the Order are not applicable to the Company.
xix)
According to the information and explanations given to us and on the basis of the financial ratios, ageing and expected dates
of realization of financial assets and payment of financial liabilities, other information accompanying the financial statements,
our knowledge of the Board of Directors and management plans and based on our examination of the evidence supporting
and the various conditions specified under paragraph “Material uncertainty related to Going Concern” above, which indicates
and causes us to believe that material uncertainty exists as on the date of the audit report that the Company is capable of
meeting all its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the
balance sheet date.
xx)
According to the information and explanations given to us and on the basis of our audit procedures, The Corporate Social
Responsibility (CSR) contribution under section 135 of the Act is not applicable to the Company. Therefore, the provisions of
clause (xx) (a) & (b) of paragraph 3 of the Order are not applicable to the Company. (Refer Note No. 49 to the Standalone
Financial Statements).
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration no. 101720W/W100355
Parag D. Mehta
Partner
Membership No.: 113904
UDIN : 22113904AIYQJL8268
Place : Mumbai
Date : May 13, 2022
90
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 March 31, 2022
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
We were engaged to audit the internal financial controls over
financial reporting of Reliance Infrastructure Limited (hereinafter
referred to as “the Company”) as of March 31, 2022, in
conjunction with our audit of the standalone financial statements
of the Company for the year ended on that date.
Management’s Responsibility for Internal Financial Controls
The Company’s management are responsible for establishing
and maintaining internal financial controls based on the internal
control over financial reporting criteria established by the
Company considering the essential components of internal
control stated in the Guidance Note on Audit of Internal
Controls over Financial Reporting (the “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 over financial reporting with reference
to standalone 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 prescribed under section 143(10)
of the Act,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 over financial reporting with reference to the
standalone financial statements of the Company.
Meaning of Internal Financial controls over financial reporting
with Reference to Financial Statements
A company’s internal financial controls over financial reporting
with reference to financial statements is a process designed to
provide reasonable assurance regarding the reliability of financial
reporting and the preparation of standalone financial statements
for external purposes in accordance with generally accepted
accounting principles. A company’s internal financial controls
over financial reporting with reference to standalone 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.
Disclaimer of Opinion
As at March 31, 2022, the Company has investments in and
amounts recoverable from a party aggregating to ` 6,526.82
Crore (net of provision of ` 3,972.17 Crore) as also corporate
guarantees aggregating to ` 1,775 Crore 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.
Further, the Company provided Corporate Guarantees of
` 4,895.87 Crore in favour of certain parties towards their
borrowings.
We were unable to evaluate about the relationship, recoverability
and possible obligation towards the Corporate Guarantees given.
Accordingly, we are unable to determine the consequential
implications arising therefrom 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
over financial reporting with reference to standalone financial
statements and whether such internal financial controls were
operating effectively as at March 31, 2022.
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 Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration no. 101720W/W100355
Parag D. Mehta
Partner
Membership No.: 113904
UDIN : 22113904AIYQJL8268
Place : Mumbai
Date : May 13, 2022
91
Reliance Infrastructure Limited Standalone Balance Sheet as at March 31, 2022
Particluars
Note
No.
As at
March 31, 2022
As at
March 31, 2021
` in Crore
ASSETS
Property, Plant and Equipment
I
(a) Non-Current Assets
(i)
(ii) Capital Work-in-progress
(iii) Other Intangible Assets
(iv) Financial Assets
-Investments
-Trade Receivables
-Other Financial Assets
Other Non - Current Assets
Total Non-Current Assets
(v)
(b) Current Assets
Inventories
(i)
Financial Assets
(ii)
-Investments
-Trade Receivables
-Cash and Cash Equivalents
-Bank Balance other than Cash and Cash Equivalents
-Loans
-Other Financial Assets
Other Current Assets
Total Current Assets
(iii)
(c) Non Current Assets Held for sale and Discontinued Operations
Total Assets
Equity and Liabilities
Equity Share Capital
II
(a) Equity
(i)
(ii) Other Equity
Total Equity
Liabilities
(b) Non-Current Liabilities
Financial Liabilities
(i)
-Borrowings
-Trade Payables
(i) total outstanding dues of micro enterprises and Small Enterprises
(ii) total outstanding dues of creditors other than micro enterprises and small enterprises
-Other Financial Liabilities
Provisions
Deferred Tax Liabilities (Net)
Other Non - Current Liabilities
(ii)
(iii)
(iv)
Total Non-Current Liabilities
(c) Current Liabilities
Financial Liabilities
(i)
-Borrowings
-Trade Payables
(i) total outstanding dues of micro enterprises and Small Enterprises
(ii) total outstanding dues of creditors other than micro enterprises and small enterprises
(ii)
(iii)
(iv)
-Other Financial Liabilities
Other Current Liabilities
Provisions
Current Tax Liabilities (Net)
Total Current Liabilities
Total Equity and Liabilities
4
4
5
7(a)
8
12
13
6
7(b)
8
9
10
11
12
13
14
15
16
17
19
20
22
23(d)
21
18
19
20
21
22
324.91
11.42
0.03
8,432.81
11.51
9.71
-
8,790.39
379.57
16.53
0.04
7,655.21
86.37
39.36
5.92
8,183.00
3.50
3.65
1.77
2,916.09
69.22
88.91
5,167.43
1,936.08
520.90
10,703.90
544.94
20,039.23
263.03
9,877.52
10,140.55
-
2,848.35
56.44
73.44
5,724.58
2,125.84
1,183.81
12,016.11
544.94
20,744.05
263.03
10,112.55
10,375.58
120.35
115.94
-
15.49
313.78
160.00
-
1,237.13
1,846.75
-
18.16
212.55
160.00
0.05
1,364.72
1,871.42
3,722.58
3,692.15
12.33
1,564.11
827.84
1,457.07
-
468.00
8,051.93
11.88
1,538.48
499.04
2,312.11
0.52
442.87
8,497.05
20,039.23
20,744.05
The accompanying notes form an integral part of the standalone financial statements (1 to 54)
As per our attached Report of even date
For and on behalf of the Board
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No: 101720W/W100355
DIN – 00169907
S S Kohli
Manjari Kacker DIN - 06945359
DIN - 00119753
K Ravikumar
Directors
Parag D. Mehta
Partner
Membership No. 113904
Place : Mumbai
Date : May 13, 2022
92
Punit Garg
Vijesh Babu Thota
Paresh Rathod
DIN – 00004407
Executive Director and Chief Executive Officer
Chief Financial Officer
Company Secretary
Place : Mumbai
Date : May 13, 2022
Reliance Infrastructure Limited
Standalone Statement of Profit and Loss for the year ended March 31, 2022
Particulars
Revenue from Operations
Other Income
Total Income
Expenses
Construction Material Consumed and Sub-Contracting charges
Employee Benefit Expenses
Finance Costs
Depreciation /Amortisation and Impairment Expense
Other Expenses
Total Expenses
Loss before Exceptional Items and Tax
Exceptional Items
Loss before tax
Tax Expenses
- Current Tax
- Deferred tax Credit (Net)
- Income tax for earlier years (Net)
Net loss after tax
Other Comprehensive Income
Items that will not be reclassified to Profit and Loss
Re-measurements of net defined benefit plans - Gain/(Loss)
Income-tax relating to the above
Other Comprehensive Income
Total Comprehensive Income
Earnings per Equity Share (Face Value of ` 10 per share)
(a) After Exceptional Items
Basic and Diluted (in Rupee)
(b) Before Exceptional Items
Basic and Diluted (in Rupee)
(c) Before Adjustment to General Reserve
Basic and Diluted (in Rupee)
Note
No.
24
25
26
27
4 & 5
28
Year ended
March 31, 2022
Year ended
March 31, 2021
` in Crore
1,467.37
505.84
1,973.21
1,310.75
83.69
654.62
41.96
246.15
2,337.17
(363.96)
-
(363.96)
2.94
(0.05)
1.44
4.33
(368.29)
(0.91)
-
(0.91)
1,689.15
833.02
2,522.17
1,384.13
78.33
1,193.23
59.24
272.32
2,987.25
(465.08)
353.56
(111.52)
1.44
(93.88)
-
(92.44)
(19.08)
0.21
-
0.21
(369.20)
(18.87)
29
(14.00)
(0.73)
(14.00)
(14.17)
(14.00)
(2.69)
(14.00)
(0.73)
(d) After Adjustment to General Reserve
Basic and Diluted (in Rupee)
The accompanying notes form an integral part of the standalone financial statements (1 to 54)
As per our attached Report of even date
For and on behalf of the Board
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No: 101720W/W100355
DIN – 00169907
S S Kohli
Manjari Kacker DIN - 06945359
DIN - 00119753
K Ravikumar
Directors
Parag D. Mehta
Partner
Membership No. 113904
Place : Mumbai
Date : May 13, 2022
Punit Garg
Vijesh Babu Thota
Paresh Rathod
DIN – 00004407
Executive Director and Chief Executive Officer
Chief Financial Officer
Company Secretary
Place : Mumbai
Date : May 13, 2022
93
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95
Reliance Infrastructure Limited
Standalone Statement of Cash Flow for the year ended March 31, 2022
Particulars
A.
Cash Flow from Operating Activities :
Loss before Tax
Adjustments for :
Depreciation/ Amortisation and Impairment Expenses
Net Income relating to Investment Property
Interest Income
Fair value gain on Financial Instruments through FVTPL / Amortised Cost
Dividend Income
Net loss/(gain) on sale of Investments
Finance Cost
Provision for Expected Credit Loss
Recovery from Investments earlier written off
Exceptional Items (net)
Gain on foreign currency translations or transactions (net)
Gain on Transfer of interest in Joint Operation
Excess Provisions written back
Profit on Sale / Discarding of Assets (Net)
Bad Debts
Cash (used in)/generated from Operations before Working Capital changes
Adjustments for :
Decrease in Financial Assets and Other Assets
Decrease in Inventories
Decrease in Financial Liabilities and Other Liabilities
Cash (used in)/generated from Operations
Income Taxes paid (net of refund)
Net Cash (used in)/generated from Operating Activities (A)
` in Crore
Year ended
March 31, 2022
Year ended
March 31, 2021
(363.96)
(111.52)
41.96
-
(125.90)
(169.77)
(7.08)
27.96
654.62
31.96
-
-
(55.23)
(127.97)
(10.43)
(2.45)
7.73
(98.56)
844.16
0.16
(930.07)
(85.75)
(184.31)
20.76
(163.55)
59.24
(10.84)
(144.98)
(65.98)
(60.38)
(54.55)
1,193.23
-
(36.86)
(353.56)
-
-
(423.76)
(3.51)
89.58
76.11
509.70
0.04
(121.95)
387.79
463.90
(18.45)
445.45
B.
Cash Flow from Investing Activities :
Purchase of Property, Plant and Equipment (including Capital work-in-progress,
capital advances and capital creditors)
(13.24)
(14.03)
Proceeds from Disposal of Property, Plant and Equipment and Investment Property
Net Income relating to Investment Property
Investments in Others (net)
Redemption of Fixed Deposits with Banks
Investments in Subsidiaries / Joint Ventures / Associates
Sale of Investments in Subsidiaries/ Joint Ventures / Associates
Transfer of Interest in Joint Operation
Sale / Redemption of Investments in Others
Loans given (Net)
Dividend Received
Interest Income
Net Cash generated from Investing Activities (B)
33.88
-
(1.21)
12.22
(139.94)
80.61
61.00
190.16
(16.56)
7.08
14.43
228.43
7.84
(5.95)
-
86.36
(6.39)
883.00
-
47.74
(15.41)
60.38
7.87
1,051.41
96
Reliance Infrastructure Limited Standalone Statement of Cash Flow for the year ended March 31, 2022
Particulars
C.
Cash Flow from Financing Activities :
Proceeds from Issue of Share warrants
Repayment of Long Term Borrowings
Short Term Borrowings (Net)
Payment of Interest and Finance Charges
Dividends paid to shareholders
Net Cash used in Financing Activities (C)
Net Increase / (Decrease) in Cash and Cash Equivalents ( A+B+C)
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
Components of Cash and Cash Equivalents (Refer Note No. 9)
` in Crore
Year ended
March 31, 2022
Year ended
March 31, 2021
137.64
(29.09)
59.52
(218.21)
(1.96)
(52.10)
12.78
56.44
69.22
12.78
69.22
-
(702.64)
(94.23)
(714.30)
(1.93)
(1,513.10)
(16.24)
72.68
56.44
(16.24)
56.44
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 ` 10.29 crore (` 12.25 crore).
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 and on behalf of the Board
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No: 101720W/W100355
DIN – 00169907
S S Kohli
Manjari Kacker DIN - 06945359
DIN - 00119753
K Ravikumar
Directors
Parag D. Mehta
Partner
Membership No. 113904
Place : Mumbai
Date : May 13, 2022
Punit Garg
Vijesh Babu Thota
Paresh Rathod
DIN – 00004407
Executive Director and Chief Executive Officer
Chief Financial Officer
Company Secretary
Place : Mumbai
Date : May 13, 2022
97
Reliance Infrastructure Limited 1.
Corporate Information:
Reliance Infrastructure Limited (“RInfra”, “the Company”) is one of the largest infrastructure company, developing projects
through various Special Purpose Vehicles (SPVs) in several high growth sectors within the infrastructure space such as Power,
Roads, Airport, Metro Rail and Defence. RInfra is 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 and its equity and debts are listed on two recognised stock exchanges in India
i.e BSE and NSE. The Company’s Global Depository Receipts, representing Equity Shares, are also listed on London Stock
Exchange. The Company is incorporated and domiciled in India under the provisions of the Indian Companies Act, 1913. The
registered office of the Company is situated at Reliance Centre, Ground Floor, 19, Walchand Hirachand Marg, Ballard Estate ,
Mumbai - 400 001.
These standalone financial statements of the Company for the year ended March 31, 2022 were authorised for issue by the
board of directors on May 13, 2022. 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.
2.
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) as amended time to time and 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
The standalone financial statements are presented in ‘Indian Rupees’, which is also the Company’s functional and
presentation 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 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
(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.
(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.
98
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
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.
(d) Revenue Recognition
The Company applies Ind AS 115 using cumulative catch-up transition method. 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 in accordance with tariff provided in Power
Purchase Agreement (PPA) read with the regulations of Maharashtra Electricity Regulatory Commission (MERC) and no
significant uncertainty as to the measurability or collectability exist.
(ii)
Engineering and Construction Business (E&C)
In case of Engineering and Construction Business performance obligations are satisfied over a period of time and
contracts revenue is recognised over a period of 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.
99
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
•
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’).
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:
•
•
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 expense/income in the standalone Statement of Profit and
Loss on a net basis.
(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:
100
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
•
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.
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 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.
When, the investee entity ceases to be a subsidiary, associate or Joint-Venture of the Company, the said
investment is carried at fair value in accordance with Ind AS 109 “Financial Instruments”.
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 46 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.
101
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
(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, it 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.
(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.
102
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
(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.
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 3) and Quantitative disclosures of fair value measurement hierarchy (Refer Note No 46).
(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
103
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
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.
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.
104
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
(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 ofProfit
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 standloane 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
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)
defined benefit plans such as gratuity and
(b)
defined contribution plans such as provident fund, superannuation fund etc.
105
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
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
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.
106
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
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 Standalone
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
107
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
of assets is considered as a cash generating unit. Goodwill acquired on 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 goodwill (if any) allocated to the cash generating unit
and then to the other assets on 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) 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.
(y) 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.
(z) 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 year.
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.
(aa) Leases
The Company has adopted the new accounting standard Ind AS 116 “Leases” on April 1, 2019 as per Companies (Indian
Accounting Standards) amendment Rules, 2019, notified by MCA on March 30, 2019. Ind AS 116 is a single lessee accounting
model and sets out the principles for the recognition, measurement, presentation and disclosure of leases for both lessees and
lessors.
As a lessee:
The Company’s lease assets primarily consists of office premises which are of short term lease with the term of twelve months
or less and low value leases. For these short term and low value leases, the Company has recognized the lease payments as
an expense in the Statement of Profit and Loss on a straight line basis over the term of lease.
Transition to Ind AS 116:
The Company has adopted Ind AS 116, effective annual reporting period beginning on April 1, 2019 and applied the standard
to its leases, retrospectively with the cumulative effect of initially applying the standard recognised at the date of initial
application without making any adjustment to opening balance of retained earnings. The adoption of the standard did not have
any material impact on the Standalone Financial Statement of the Company.
108
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
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 Company’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.
(bb) 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.
(cc) 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.
(dd) 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.
(ee) Recent accounting pronouncements
Ministry of Corporate Affairs (“MCA”) notified new standard or amendments to the existing standards under Companies (Indian
Accounting Standard) Rules as issued from time to time. On March 23, 2022, MCA notified the Companies (Indian Accounting
Standards) Amendment Rules, 2022, applicable from April 1, 2022 to the Company as below:
i)
ii)
iii)
iv)
Ind As 103 – Business Combination
Ind As 109 – Financial Instrument
Ind As 16 – Property, Plant & Equipment
Ind As 37 – Provisions, Contingent Liabilities and Contingent Assets
The Company does not expect these amendments to have any significant impact on the Company’s financial statements.
109
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
3.
Critical estimates and judgments
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.
•
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. 46 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 (2012-14) Urban. 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. 42 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. 46 on financial risk management where credit risk and related impairment disclosures are made.
110
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
Note 4: Property, Plant and Equipment
Particulars
Freehold
Land
Leasehold
Land
Buildings
Plant and
Machinery
Furniture
and Fixtures
Vehicles
Office
Equipment
Computers
Electrical
Installations
Total
` in Crore
Capital
work in
progress
Gross carrying amount
Opening gross carrying amount
as at April 1, 2020
Additions
Regroup from Investment
Property
Disposals/adjustment
Closing gross carrying amount
as on March 31, 2021
Accumulated depreciation and
impairment
As at April 1, 2020
Depreciation charge during
the year
Regroup from Investment
Property
Disposals
Closing accumulated
depreciation and impairment
as on March 31, 2021
Net carrying amount as on
March 31, 2021
Gross carrying amount
Opening gross carrying amount
as at April 1, 2021
Additions
Disposals/adjustment
Closing gross carrying amount
as on March 31, 2022
Accumulated depreciation and
impairment
As at April 1, 2021
Depreciation /Impairment
during the year
Disposals
Closing accumulated
depreciation and impairment
as on March 31, 2022
Net carrying amount as on
March 31, 2022
Notes:
272.44
20.20
152.87
448.45
-
-
-
-
0.52
-
13.04
-
3.00
-
2.44
5.46
-
-
1.50
0.02
-
(179.48)
92.96
(-)
20.20
(1.08)
152.31
(-)
461.49
(0.02)
5.42
(3.18)
2.28
(0.01)
1.51
3.36
4.65
911.93
28.73
0.09
37.24
0.01
40.68
-
-
13.67
39.68
-
-
(0.01)
4.64
(183.79)
781.49
(12.20)
16.53
-
-
-
(-)
-
3.26
0.59
-
(-)
3.85
39.49
8.55
277.95
28.39
-
-
1.65
0.28
1.19
3.08
0.33
-
0.54
0.14
0.56
0.28
2.83
0.32
329.36
38.88
-
35.35
-
36.54
(0.70)
47.34
(-)
306.34
(0.01)
3.11
(2.13)
1.28
(-)
0.68
(0.01
36.18
(0.01)
3.14
(2.86)
401.92
-
-
-
(-)
-
92.96
16.35
104.97
155.15
2.31
1.00
0.83
4.50
1.50
379.57
16.53
92.96
20.20
152.31
461.49
5.42
2.28
1.51
40.68
4.64
781.49
16.53
-
(4.16)
88.80
-
(-)
20.20
3.42
(21.72)
134.01
9.36
(23.65)
447.20
-
-
(-)
-
3.85
0.56
_(-)
4.41
47.34
4.62
(12.01)
39.95
306.34
30.44
(6.67)
330.11
0.12
(0.66)
4.88
3.11
0.47
(0.62)
2.96
0.01
(0.84)
1.45
1.28
0.21
(0.74)
0.75
0.02
(0.30)
1.23
0.68
0.11
(0.28)
0.51
0.33
(1.47)
39.54
36.18
0.15
(1.19)
35.14
0.35
(1.75)
3.24
13.61
(54.55)
740.55
-
(-)
16.53
3.14
0.28
(1.61)
1.81
401.92
36.84
(23.12)
415.64
-
5.11
(-)
5.11
88.80
15.79
94.06
117.09
1.92
0.70
0.72
4.40
1.43
324.91
11.42
(i)
(ii)
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.
(iii) Capital work-in-progress: Capital work in progress as at March 31, 2022 represent premium paid towards fungible component
of FSI which will be utilised for construction on the freehold land.
(iv)
CWIP ageing schedule:
As at
Less than 1 year
1-2 years
2-3 years
More than 3 years
March 31, 2022
March 31, 2021
-
-
-
-
-
-
11.42
16.53
Total
11.42
16.53
111
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022 (v) All property, plant and equipment are held in the name of the Company, except following :
` in Crore
Particulars
of the
Property
Held in the
Name of
Gross
Carrying
amount
Whether title deed
holder is a promoter,
director or relative of
promoter / director
or employee of
promoter/director
No
0.35
18.59
No
Leasehold
land at Goa
Freehold land
at Goa
The lease
agreements
are in the
name of
erstwhile
Company
Title deeds
are in the
name of
erstwhile
Company
5.
Other Intangible Assets
Particulars
Gross carrying amount
Property
held since
which date
Reason for not being held in the name of
the company
Dec 2001 The lease agreements are in the names
of erstwhile company 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 Court.
April 1999 The title deeds are in the names of
erstwhile company 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 Court.
` in Crore
Computer Software
As at April 01, 2021
Additions
Transfer from Investment Property
Deductions
Closing gross carrying amount as on March 31, 2021
Accumulated amortisation and impairment
As at April 01, 2021
Amortisation charge during the year
Transfer from Investment Property
Deductions
Closing accumulated amortisation and impairment as on March 31, 2021
Net carrying amount as on March 31, 2021
Gross carrying amount
As at April 01, 2021
Additions
Deductions
Closing gross carrying amount as on March 31, 2022
Accumulated amortisation and impairment
As at April 01, 2021
Amortisation charge during the year
Deductions
Closing accumulated amortisation and impairment as on March 31, 2022
Net carrying amount as on March 31, 2022
Notes:
(1)
The above Intangible Assets are other than internally generated.
(2) Remaining amortisation period of computer software is between 0 to 2 years.
112
1.27
-
0.01
-
1.28
0.45
0.78
0.01
-
1.24
0.04
1.28
-
-
1.28
1.24
0.01
-
1.25
0.03
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
6.
Inventories
Particulars
(At lower of cost and net realisable value)
Stores, Spares and Consumables
Total
7.
Financial assets
7(a) Non-current investments
Particulars
` in Crore
As at
March 31, 2022
As at
March 31, 2021
3.50
3.50
3.65
3.65
Face value
in ` unless
otherwise
specified
As at
March 31, 2022
Number of
shares / units
Amount
` in Crore
As at
March 31, 2021
Number of
shares / units
Amount
` in Crore
A.
Investments in Equity Instruments
(fully paid-up unless specified)
In Subsidiaries, at cost
Unquoted
BSES Rajdhani Power Limited^
BSES Yamuna Power Limited^
BSES Kerala Power Limited#
Reliance Power Transmission 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)##
PS Toll Road Private Limited^#
HK 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 *
Baramati Airport Limited*
Latur Airport Limited*
Yavatmal Airport Limited*
Osmanabad Airport Limited*
Reliance Airport Developers Limited
CBD Tower Private Limited
Reliance Energy Trading Limited
Reliance Cement Corporation Private Limited
Utility Infrastructure & Works Private Limited (ceased to
be subsidiary w.e.f March 31, 2022)
Reliance Defence Limited
Reliance Smart Cities Limited
Reliance E-Generation and Management Private Limited
Reliance Energy Limited
Reliance Property Developers Private Limited
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
10
10
10
10
10
10
530,400,000
283,560,000
62,760,000
50,000
378,880,000
24,000
959,499
23,000,000
7,936
3,711,000
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
4,655,742
169,490,260
2,000,000
130,000
-
50,000
50,000
10,000
50,000
10,000
530.40
283.56
82.81
530,400,000
283,560,000
6,27,60,000
18.27
50,000
761.43 37,88,80,000
24,000
9,59,499
23,000,000
0.02
1.40
-
18.52
37.03
209.69
105.67
144.00
5.21
4.48
195.12
7.24
7.39
5.52
2.13
0.85
2.05
46.50
169.49
2.00
0.13
-
0.05
0.05
0.01
0.05
0.01
7,936
3,711,000
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
4,655,742
169,490,260
2,000,000
130,000
-
50,000
50,000
10,000
50,000
10,000
530.40
283.56
82.81
18.27
761.43
0.02
1.40
-
18.52
37.03
209.69
105.67
144.00
5.21
4.48
195.12
7.24
7.39
5.52
2.13
0.85
2.05
46.50
169.49
2.00
0.13
-
0.05
0.05
0.01
0.05
0.01
113
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022 Face value
in ` unless
otherwise
specified
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
Particulars
Reliance Cruise and Terminals Limited
Jai Armaments Limited
(formerly known as Reliance Armaments Limited)
Jai Ammunition Limited
(formerly known as Reliance Ammunition Limited)
Reliance Velocity Limited
Reliance SED Limited
In Others at FVTPL - Quoted
Reliance Power Limited # $
In Associates, at Cost
Quoted
Reliance Power Limited # $
Unquoted
Metro One Operation Private Limited @ ` 30,000
Reliance Geo Thermal Power Private Limited @ ` 25,000
RPL Sun Technique Private Limited
RPL Photon Private Limited
RPL Sun Power Private Limited
In Joint Ventures, measured at cost
Unquoted
Utility Powertech Limited
In Others, at FVTPL
Unquoted
Urthing Sobla Hydro Power Private Limited @ ` 20,000
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
CLE Private Limited
Repmia Mine and Energy Private Limited
Reliance Infra Projects International Limited
Larimar Holdings Limited @ ` 4909
Indian Highways Management Company Limited
Jayamkondam Power Limited @ ` 1
Total Investments in Equity Investments (A)
B.
In Associates, at Cost
Reliance Power Limited ( ` 2.50 paid up) $
Investment in Share Warrants: Unquoted
As at
March 31, 2022
Number of
shares / units
50,000
49,999
Amount
` in Crore
0.05
0.05
As at
March 31, 2021
Number of
shares / units
50,000
49,999
Amount
` in Crore
0.05
0.05
49,999
10,000
18,500
0.05
0.01
0.02
49,999
10,000
18,500
0.05
0.01
0.02
-
-
166,560,739
72.45
761,560,739
813.19
-
-
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
@
@
@
@
0.41
2.72
0.04
@
0.56
@
3,458.61
2,000
100
100
100
409,795
27,229,539
10,000
111
555,370
479,460
@
@
@
@
0.41
2.72
0.04
@
0.56
@
2,717.87
10
1
USD 1
USD 1
10
10
409,795
27,229,539
10,000
111
555,370
479,460
10
730,000,000
182.50
-
182.50
C.
Investments in Preference Shares
(fully paid-up)
In Subsidiaries, At Cost- Unquoted
6% Non-cumulative, Non-convertible Redeemable
Preference shares of Baramati Airport Limited
6% Non-cumulative, Non-convertible Redeemable
Preference shares of Latur Airport Limited
6% Non-cumulative, Non-convertible Redeemable
Preference shares of Nanded Airport Limited
10
10
10
114
792,590
175,522
0.79
0.18
792,590
175,522
3,891,676
3.89
3,891,676
-
-
0.79
0.18
3.89
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
Particulars
Face value
in ` unless
otherwise
specified
6% Non-cumulative, Non-convertible Redeemable
Preference shares of Osmanabad Airport 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
10
10
10
As at
March 31, 2022
Number of
shares / units
189,380
Amount
` in Crore
0.19
As at
March 31, 2021
Number of
shares / units
189,380
Amount
` in Crore
0.19
12,222,104
12.22
12,222,104
12.22
216,886
0.22
216,886
0.22
In Others At FVTPL- Unquoted
Non-Convertible Redeemable Preference Shares in
Reliance Infra Projects International Limited
6% Non-Cumulative Non-Convertible Redeemable
Preference Shares in CLE Private Limited @ ` 20,000
10% Non-Convertible Non-Cumulative Redeemable
Preference Shares in Jayamkondam Power Limited @ ` 1
Total Investment in Preference Shares (C)
D.Investment in Debentures (fully paid-up) at FVTPL
Unquoted
Zero Coupon Unsecured Redeemable Non-Convertible
Debentures in DA Toll Road Private Limited #
10.50% Unsecured Redeemable Non-Convertible
Debentures in CLE Private Limited
10.50% Unsecured Redeemable Non-Convertible
Debentures in CLE Private Limited
Total Investment in Debentures (D)
E. Other Investments
Equity instruments in subsidiaries at Cost (unless
otherwise specified)
Unquoted
DS Toll Road Limited
NK Toll Road Limited
HK 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 Limited
GF Toll Road Private Limited
JR Toll Road Private Limited
TK Toll Road Private Limited
TD Toll Road Private Limited
SU Toll Road Private Limited
Reliance Defence System & Tech Limited
Jai Armaments Limited
(formerly known as Reliance Armaments Limited)
Reliance Velocity Limited
USD 1
360,000
678.62
360,000
678.62
10
1
2,000
10,950,000
@
@
2,000
10,950,000
@
@
696.11
696.11
1
2,727,936,782
272.79 4,930,870,662
493.08
100
100,000,000
527.27
100,000,000
527.27
100
120,000,000
632.73
120,000,000
632.73
1,432.79
1,653.08
46.80
198.27
302.26
787.53
1,078.51
0.53
54.63
70.89
128.60
156.18
215.04
34.67
15.00
2.50
57.13
0.11
46.80
198.27
302.26
787.53
1,078.51
0.53
54.63
68.59
128.60
156.18
215.04
34.67
15.00
2.50
-
0.11
115
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022 Particulars
Debt instruments in subsidiary at amortised Cost
(unless otherwise specified)
Unquoted
Mumbai Metro One Private Limited (at amortised cost)
Total Other Investments (E)
Total Non Current Investments (Gross) (A+B+C+D+E)
Less: Diminution in the value of Investments***
Total Non Current Investments (Net)
Aggregate amount of quoted investments
Aggregate amount of unquoted investments
Aggregate amount of impairment on investments
Face value
in ` unless
otherwise
specified
As at
March 31, 2022
Number of
shares / units
Amount
` in Crore
As at
March 31, 2021
Number of
shares / units
Amount
` in Crore
193.22
3,341.87
9,111.88
(679.07)
8,432.81
178.00
3,267.22
8,334.28
679.07
7,655.21
Market Value Book Value
Market Value Book Value
1,028.11
813.19
72.45
72.45
8,298.69
679.07
8,261.83
679.07
* The Balance equity stake is held by another subsidiary, Reliance Airport Developers Limited
** 26,11,20,000 (26,11,20,000) equity shares of Mumbai Metro One Private Limited, 38,66,574 (38,66,574) equity shares of
SU Toll Road Private Limited, 9,89,840 (9,89,840) equity shares of DS Toll Road Limited, 3,72,609 (3,72,609) equity shares of
GF Toll Road Private Limited, 20,41,535 (20,41,535) equity shares of TD Toll Road Private Limited, 24,23,574 (24,23,574) equity
shares of TK Toll Road Private Limited, 7,05,090 (7,05,090) equity shares of HK Toll Road Private Limited, 8,50,570 (8,50,570)
equity shares of NK Toll Road Private Limited are kept in safekeep accounts.
*** Include ` 678.62 crore in respect of Non-Convertible Redeemable Preference Shares in Reliance Infra Projects International
Limited
^ 53,03,99,995 (53,03,99,995) equity shares of BSES Rajdhani Power Limited, 28,35,59,995 (28,35,59,995) equity shares of
BSES Yamuna Power Limited, 5,470 (5,470) equity shares of PS Toll Road Private Limited, 26,57,100 (26,57,100) equity shares
of DS Toll Road Limited, 22,83,270 (22,83,270) equity shares of NK Toll Road Limited, 90,22,007 (90,22,007) equity shares
of SU Toll Road Private Limited, 2,676 (2,676) equity shares of JR Toll Road Private Limited, are pledged with the lenders of the
respective investee Companies.
# 2,465 (2,465) equity shares of PS Toll Road Private Limited,11,13,300 (11,13,300) equity shares of HK Toll Road Private
Limited, 15,63,000 (15,63,000) equity shares of DS Toll Road Limited, 13,43,100 (13,43,100) equity shares of NK Toll Road
Limited, 55,23,678 (55,23,678) equity shares of SU Toll Road Private Limited, 5,88,330 (5,88,330) equity shares of GF Toll Road
Private Limited, 2,462 (2,462) equity shares of JR Toll Road Private Limited, 32,23,476 (32,23,476) equity shares of TD Toll Road
Private Limited,38,26,695 (38,26,695) equity shares of TK Toll Road Private Limited, 16,65,35,749 (40,35,749) equity shares of
Reliance Power Limited, 1,88,28,000 (1,88,28,000) equity shares of BSES Kerala Power Limited and 2,727,936,782 Redeemable
Non-Convertible Debentures in DA Toll Road Private Limited are pledged with lenders of the Company.
## Written off
$ During the year, Reliance Power Limited has allotted 59,50,00,000 equity shares and 73,00,00.000 warrants convertible
into equivalent number of equity shares on preferential basis, at the issue price of ` 10 each, to the Company amounting to
` 595 crore against equity shares and ` 182.50 crore, as amount equivalent to 25% of issue price against warrants respectively, by
conversion of its existing debt. Pursuant to the allotment of equity shares, the aggregate holding of the Company in Reliance Power
Limited has increased to 22.40%.
7(b) Current investments
Particulars
Quoted Investment in Mutual Fund- At FVTPL
SBI Saving Fund- Regular Plan (5,35,738.82 Units @ ` 33.03 Per units) –
Total
116
` in Crore
As at
March 31, 2022
As at
March 31, 2021
1.77
1.77
-
-
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022 8.
Trade Receivables:
Particulars
As at
March 31, 2022
Current Non current
` in Crore
As at
March 31, 2021
Current Non current
Unsecured, undisputed and considered good unless otherwise stated
Considered good including Retentions on Contract
Less: Provision for Expected Credit Loss
Total
3,012.17
(96.08)
2,916.09
11.51
-
11.51
2,912.31
(63.96)
2,848.35
86.37
-
86.37
8.1 Trade receivable ageing schedule:
` in Crore
As at March 31, 2022
Outstanding for following periods from the date of transaction
Particulars
Less than 6
Months
6 Months- 1
Year
1 Year- 2
Year
2 Year – 3
Year
More than 3
Years
Total
Undisputed
Considered
good including Retentions
on Contract (Gross)
80.03
35.10
42.96
25.90
2,839.69
3,023.68
As at March 31, 2021
Outstanding for following periods from the date of transaction
Particulars
Less than 6
Months
6 Months- 1
Year
1 Year- 2
Year
2 Year – 3
Year
More than 3
Years
Total
Undisputed
Considered
good including Retentions
on Contract (Gross)
131.41
49.54
33.86
31.88
2,751.99
2,998.68
8.2 No trade receivables are due from directors or other officers of the Company either severally or jointly with any other person,
firms or private companies in which any director is a partner, a director or a member.
9.
Cash and Cash Equivalents:
Particulars
Balances with Banks in
Current Account
Unpaid Dividend Account*
Cash on hand
Total
*The Company is required to keep restricted cash for payment of dividend
10. Bank Balances other than Cash and Cash Equivalents:
Particulars
Margin Money with Original Maturity of more than 3 months but less than 12
months
Total
` in Crore
As at
March 31, 2022
As at
March 31, 2021
58.92
10.29
0.01
69.22
44.18
12.25
0.01
56.44
` in Crore
As at
March 31, 2022
As at
March 31, 2021
88.91
88.91
73.44
73.44
117
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
11. Loans
Particulars
(Unsecured, Considered good unless otherwise stated)
Loans – Inter Corporate Deposits to
Related Parties (Refer Note No. 33)
Others – Considered Good
Others – Credit Impaired
Less: Provision for Expected Credit Loss
Loan to Employees (Secured)
Total
As at March 31, 2021
Current Non-Current
` in Crore
As at March 31, 2020
Current Non-Current
1,115.47
4,050.88
3,829.14
8,995.49
(3,829.14)
5,166.35
1.08
5,167.43
-
-
-
-
-
-
-
-
1,672.48
4,050.89
3,829.14
9,552.51
(3,829.14)
5,723.37
1.21
5,724.58
-
-
-
-
-
-
-
-
11.1 No Loans or advances are due from directors or other officers of the Company either severally or jointly with any other person,
firms or private companies in which any director is a partner, a director or a member.
11.2 Loan to Related Parties represent 12.40 % as at March 31, 2022 (Previous year as at March 31, 2021: 17.51%) of total
loan.
12. Other Financial Assets:
Particulars
(Unsecured, Considered good unless otherwise stated)
Margin Money with Banks with maturity of more than 12 months
Interest Receivable (includes Secured ` 0.32 crore;
Previous year as at March 31, 2021 - ` 0.16 crore)
Considered Good
Credit Impaired
Less; Provision for Expected Credit Loss
Advance to Employees
Security Deposits
Other Receivables
Total
13. Other Assets:
Particulars
As at March 31, 2022
As at March 31, 2021
Current Non-Current
Current Non-Current
` in Crore
1.62
1.00
0.75
29.55
1,584.81
143.03
(143.03)
0.12
8.13
341.40
1,936.08
-
-
-
-
8.71
-
9.71
1,677.15
143.03
(143.03)
0.17
16.15
431.62
2,125.84
-
-
-
-
9.81
-
39.36
` in Crore
As at March 31, 2022
As at March 31, 2021
Current Non-Current
Current Non-Current
(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
Prepaid Expenses
Total
276.35
222.84
-
20.90
0.81
520.90
14. Non Current Assets Held for sale and Discontinued Operations
-
-
-
-
-
-
382.47
739.96
-
57.89
3.49
1,183.81
5.55
-
0.37
-
-
5.92
KM Toll Road Private Limited (KMTR)
KM Toll Road Private Limited (KMTR), a subsidiary of the Company and part of road SPVs, has 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 (Agreement) by NHAI.
The operations of the Project have been taken over by NHAI. In terms of the provisions of the Agreement, NHAI is liable
to pay KMTR a termination payment as the termination has arisen owing to NHAI Event of Default and its has also raised
further claims towards damages for the breaches of NHAI as per the Agreement. KMTR has invoked dispute resolution process
under clause 44 of the Agreement. Subsequently on August 24, 2020 NHAI has release `181.21 crore towards termination
payment, which was utilized toward debt servicing.
118
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
As a part of the dispute resolution, KMTR has invoked arbitration and it is confident of fair outcome. KMTR filed its statement
of claims before Arbitral Tribunal claiming termination payment ` 866.14 crore as the termination has arisen owing to NHAI’s
Event of Default (This amount is arrived at after adjusting the amount of aforementioned payment received from NHAI).
KMTR has also filed further claims of ` 981.63 crore towards damages for the breaches of NHAI as per the Agreement.
Pending final outcome of the dispute resolution process and as legally advised, the claims for the Termination Payment are
considered fully enforceable. Notwithstanding the dependence on above material uncertain events, KMTR continues to
prepare its financial statement on a Going Concern basis. The Company is confident of recovering its entire investment in KMTR
of ` 544.94 crore as at March 31, 2022 ( ` 544.94 crore as at March 31, 2021) and hence, no provision for impairment of
the KMTR is considered in the financial statement. The Investments in the KMTR are classified as Non Current Assets held for
sale as per Ind AS 105, “Non Current Assets held for sale and discontinued operations”.
The Assets and Liabilities related to KMTR are given below:
Particulars
Investments*
Trade Receivables
Total Assets
` in Crore
As at
March 31, 2022
539.45
5.49
544.94
As at
March 31, 2021
539.45
5.49
544.94
* 10,22,700 equity shares of KMTR are pledged with lenders of the Company and 6,47,710 equity shares of KMTR are kept
in safe keep accounts.
15. Share Capital
Particulars
Authorised (Refer Note 15(e) below)
194,00,60,000 (45,00,60,000) Equity Shares of ` 10 each
1,00,00,000 (80,00,000) Equity Shares of ` 10 each with differential rights
10,00,00,000 (155,00,00,000) Redeemable Preference Shares of ` 10 each
NIL (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: Forfeited Shares - Amounts originally paid up*
As at
March 31, 2022
As at
March 31, 2021
` in Crore
1,940.06
10.00
100.00
-
2,050.06
265.40
262.99
0.04
263.03
450.06
8.00
1,550.00
42.00
2,050.06
265.40
262.99
0.04
263.03
*Allotment of 97,954 shares were kept in abeyance; 17,101 shares were forfeited and 22,87,010 shares issued on
preferential basis were not subscribed.
(a) 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
(b) Terms / Rights attached to Equity Shares:
As at March 31, 2022
No. of Shares
` in Crore
As at March 31, 2021
No. of Shares
` in 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
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.
(c) Details of Shareholders holding more than 5% Shares of the total Equity Shares of the Company:
Name of the Shareholders
Housing Development Finance Corporation Limited
@ reduce to less than 5%
As at March 31, 2022
No. of Shares % held
@
@
As at March 31, 2021
No. of Shares
2,15,32,488
% held
8.19
119
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
(d) The details of Shareholding of Promoters:
Shri Anil D Ambani held 1,39,437 equity shares (0.05%) as at March 31, 2022 and as at March 31, 2021.
(e)
In terms of the approval of the shareholders obtained at Annual General Meeting of the Company held on September 14,
2021 the Company has reclassified its Authorised Share Capital from ` 2,050.06 crore (45,00,60,000 Equity Shares of
` 10 each; 80,00,000 Preference Shares of ` 10 each with differential rights; 1,55,00,00,000 Redeemable Preference
Share of ` 10 each and 4,20,00,000 Unclassified Shares of ` 10 each ) to ` 2,050.06 crore (194,00,60,000 Equity
Shares of ` 10 each, 10,00,00,000 Preference Shares of ` 10 each and 1,00,00,000 Equity Shares of ` 10 each with
differential rights)
16. Other Equity - Reserves and Surplus
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
(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
(e) General Reserve
Balance as per last Balance Sheet
Less: Transfer to Statement of Profit and Loss (Refer Note No 36)
(f) Money received against share warrants
Balance as per last Balance Sheet
Received during the year - (Refer Note No 16.1)
(g) Retained Earnings
Balance as per last Balance Sheet
Add : Loss for the year
Add : Other Comprehensive Income (net)
(h) Treasury Shares
Balance as per last Balance Sheet
Less: Provision for Diminution in value of Equity Shares
As at
March 31, 2022
` in Crore
As at
March 31, 2021
155.09
@
155.09
155.09
@
155.09
8,825.09
8,825.09
130.03
130.03
212.98
212.98
506.74
-
506.74
-
137.64
137.64
284.18
(368.29)
(0.91)
(85.02)
(1.56)
(3.47)
(5.03)
558.49
(51.75)
506.74
-
-
-
303.05
(19.08)
0.21
284.18
(0.75)
(0.81)
(1.56)
Total Other Equity
16.1 Money received against share warrants
9,877.52
10,112.55
The Company has allotted 8,88,00,000 warrants, at a price of ` 62 per warrant, convertible into equivalent number of equity
shares of the Company to a promoter group Company and a foreign institutional investor through preferential allotment. The
Company has received ` 137.64 crore being 25% as application and allotment money and the same has been utilised in the
General purposeGeneral Corporate Purpose for which it was raised. The details of share warrants holders are given below:
Name of Warrant Holder
Category
No of share warrants Amount Received (` in Crore)
Risee Infinity Private Limited
VFSI Holdings Pte. Ltd
Promoter Group Company
Foreign Institutional Investor
6,46,00,000
2,42,00,000
100.13
37.51
120
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
16.2 Nature and purpose of Other Reserves
(a) Capital Reserve:
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:
The Company has been creating debenture redemption reserve (DRR) till March 31, 2020 as per the relevant provision
of the Companies Act, 2013, however according to Companies (Share Capital and Debenture) Amendment Rules, 2019
effective from August 16, 2019, being a listed entity, the Company is not required to create DRR, hence DRR is not
created in the books of account for the financial year 2020-21 onwards.
(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)
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
Loan from Others
Unsecured
Inter Corporate Deposit from Related Party
Inter Corporate Deposit from Others
Total Non- Current Borrowings
As at March 31, 2022
As at March 31, 2021
Non Current
Current *
Non Current
Current *
` in Crore
-
-
-
-
-
120.35
120.35
120.35
1,064.29
2,123.62
27.00
3,214.91
-
-
-
3,214.91
-
-
-
-
115.94
-
115.94
115.94
1,087.70
2,129.30
27.00
3,244.00
-
-
-
3,244.00
* Current Maturities of Long term Debt disclosed under Current Liabilities - borrowing (Refer Note No. 18)
17.1 Non Convertible Debentures (NCD): of `1,064.29 Crore are secured as under:
(i)
(ii)
12.50%, Series-29 NCD of ` 361.59 crore secured by (a) pledge of 16,65,35,749 Equity shares of Reliance Power
Limited (b) all of the Company’s rights, title, interest and benefits in, to and under a specific bank account of the
Company (c) subservient charge over current assets of the Company.
11.50 %, Series-18 NCD of ` 600 crore, secured by (a) 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 (b) 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.
(iii) 11.50%, Series-20E NCD of ` 102.70 crore secured by first pari-passu charge over the Identified Fixed assets (buildings)
situated in Mumbai and all of the Company’s rights, title, interest and benefits in, to and under a specific bank account
of Company.
17.2. Term Loans from Banks of ` 2,123.62 Crore are secured as under:
(i)
` 71.25 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.
121
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
(ii)
` 37.45 crore by subservient charge on moveable Property, Plant and Equipment of the Company.
(iii)
` 2,014.92 crore are secured by the following.
a.
b.
c.
d.
e.
First pari passu charge on (i) all receivable arising out of sub-debt / loan advanced / to be advanced to Road SPVs
(ii) 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.
Second pari passu charge over (i) all amounts owing to and/or received and/or receivable by the Company from
certain liquidity events (ii) on the current assets of Company
Exclusive charge over (i) all rights, title, interest and benefit of the Company on investment in Redeemable
Debentures of DA Toll Road Private Limited (ii) indentified buildings of the Company (iii) 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 (iv) all amounts owing to, and received and/or
receivable by the Company on its behalf from Delhi Airport Metro Express Pvt. Ltd
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 2,465 Equity Shares of PS Toll Road
Private Limited, 1,88,28,000 Equity Shares of BSES Kerala Power Limited and ,2,72,79,36,782 Zero Coupon
unsecured Redeemable Debentures 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. (As per application regulations , these 19%
shares are kept in safe keep account instead of creation of pledge).
17.3 Loan from Others are secured as under:
` 27 crore is secured by subservient charge on all current assets of the Company, present and future.
17.4 As per the loan sanctioned terms, borrowing of ` 195.88 crore (Principal undiscounted) from others is due for repayment from
September, 2031 onwards, NCD of ` 361.59 crore in financial year 2022-23 and balance borrowing of ` 2,853.32 crore
were overdue for repayment as at March 31, 2022 along with interest of ` 568.72 crore included in Interest accrued and
due in Note No 20. Further the Company has delayed payments of interest and principal to the lenders as detailed below:
Name of lender
Default as at March 31, 2022
Delay in repayment during the year
Principal
Interest
Principal
Interest
Amount
` in Crore
Maximum
days of
default
Amount
` in Crore
Maximum
days of
default
Amount
` in Crore
Maximum
days of
delay
Amount
` in Crore
Maximum
days of
delay
Canara Bank
Jammu and Kashmir Bank
37.45
71.25
Yes Bank Limited
2,014.92
Srei Equipment Finance Limited
27.00
1,108
1,207
695
853
51.74
33.56
244.14
9.86
954
1,187
396
944
-
3.76
2.40
-
-
849
429
-
-
-
6.55
1.00
-
-
59
678
NCD Series-29: Trustee of NCD Series 29 had issued loan recall notice on December 8, 2020 following which the entire outstanding
has become due. The Company has entered into a settlement agreement with the debenture holders on March 9, 2022, wherein
the due date has been extended till September 30, 2022 along with grant of interim standstill and waiver of additional interest till
such extended due date. During the year there was delay in repayment of principal of ` 23.41 crore and interest of ` 35.35 crore.
NCD Series-18: Axis Trustee Services Ltd (“Trustee”) had issued loan recall notice on September 20, 2019 due to downgrade of
Company’s ratings. As per the Debenture Trust Deed dated April 7, 2014, the final redemption date has been defined as January 21,
2022. Redemption of debentures shall becomes due on the last date of its tenor and not otherwise and default in redemption shall
be reckoned accordingly. As at March, 31, 2022, installments of ` 600 crore were outstanding beginning from January 20, 2020
122
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
and interest of ` 69 crore was outstanding since April 21, 2021. In terms of the Security Interest (Enforcement) Rules, 2002, Axis
trustee Services Limited (“Trustee”) has enforced the security and taken the possession of the mortgaged properties in respect of the
NCDs. Trustee has informed the Company that in the event dues payable to the debenture holders are not fully recovered/satisfied
with sale proceed of secured assets, the debentures holders are entitled for the recovery of the balance amount in the manner
prescribed under applicable law. The Company has not been informed as regards any shortfall in the recovery of outstanding debt.
During the year there was a delay in repayment of interest of ` 51.98 crore.
NCD Series-20E: In terms of the Security Interest (Enforcement) Rules, 2002, IDBI Trusteeship Services Limited (“Trustee”) has
enforced the security and taken the possession of the mortgaged properties in respect of the NCDs aggregating ` 102.70 crore and
interest aggregating ` 160.42 crore. Trustee has informed the Company that in the event dues payable to the debenture holders
are not fully recovered/satisfied with sale proceed of secured assets, the debentures holders are entitled for the recovery of the
balance amount in the manner prescribed under applicable law. The Company has not been informed as regards any shortfall in the
recovery of outstanding debt.
17.5 The current assets of the Company are provided as security to the lenders and subservient charge on certain corporate
guarantees.
17.6 The Company at its Board Meeting dated September 25, 2021 has approved issue of unsecured foreign currency convertible
bonds (FCCBs) upto U.S.$ 100 million maturing at the end of 10 years and 1 day from the issue date or the date of the
FCCBs being fully paid up, whichever is later, with a coupon rate of 4.5% p.a. on private placement basis. The FCCBs shall
be convertible into approximately 6.64 crore equity shares of `10 each of the Company in accordance with the terms of the
FCCBs, at a price of ` 111 (including a premium of ` 101) per equity share.
17.7 During the year, the Company has not declared wilful defaulter by any bank, financial institution or any other lender.
18. Current Liabilities
Financial Liabilities - Borrowings
Particulars
Secured
Working Capital Loans from Banks
Current Maturities of Long Term Debts
Unsecured
Inter Corporate Deposits
- from Related Parties (Refer Note No 33)
- Others
Total (A) + (B)
18.1 Security:
` in Crore
As at
March 31, 2022
As at
March 31, 2021
(A)
(B)
375.36
3,214.91
3,590.27
315.84
3,244.00
3,559.84
115.04
17.27
132.31
115.04
17.27
132.31
3,722.58
3,692.15
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. Statements of Current Assets filed
by the Company with its bankers are in agreement with books of account.
18.2 Working Capital Loan from Banks of ` 375.36 crore are overdue as at March 31, 2022. Further the Company has delayed
payments of interest and principal to the banks as detailed below:
Name of lender
Default as at March 31, 2022
Delay in repayment during the year
Principal
Interest
Principal
Interest
Amount
` in Crore
Maximum
days of
default
Amount
` in Crore
Maximum
days of
default
Amount
` in Crore
Maximum
days of
delay
Amount
` in Crore
Maximum
days of
delay
Canara Bank
325.40
1,282
State Bank of India
ICICI Bank
37.93
12.03
94
108
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
123
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
18.3 The Company has not taken any new facility during the year.
19. Trade Payables
Particulars
As at March 31, 2022
As at March 31, 2021
Current Non-Current
Current
Non-Current
Total outstanding dues to Micro and Small Enterprises
12.33
-
11.88
Total outstanding dues to Other than Micro and Small
Enterprises including Retention Payable
1,564.11
15.49
1,538.48
-
18.16
Total
1,576.44
15.49
1,550.36
18.16
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
19.1 Trade Payable Ageing Schedule
` in Crore
As at
March 31, 2022
As at
March 31, 2021
12.33
2.13
-
-
-
2.13
2.13
2.13
11.88
2.08
-
-
-
2.08
2.08
2.08
` in Crore
Particulars
Outstanding for following periods from the date of transaction
Total
Not Due
Less than 1
Year
1 Year- 2
Year
2 Year – 3
Year
More than 3
Years
As at March 31, 2022
5.84
2.50
1.95
2.04
12.33
Dues to Micro and Small
Enterprises
Dues to others-Disputed
-
-
Dues to others-Undisputed
38.54
230.52
-
77.25
-
75.66
690.22
467.41
690.22
889.38
` in Crore
As at March 31, 2021
Outstanding for following periods from the date of transaction
Total
Particulars
Not Due
Less than 1
Year
1 Year- 2
Year
2 Year – 3
Year
More than 3
Years
7.40
2.12
1.02
1.34
11.88
-
-
Dues to Micro and Small
Enterprises
Dues to others-Disputed
-
-
Dues to others-Undisputed
64.33
184.55
124
-
92.18
-
284.22
681.00
250.36
681.00
875.64
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
20. Other Financial Liabilities
Particulars
Interest accrued and due
Interest Accrued but not due
Unpaid Dividends
Financial Guarantee Obligation
Total
21. Other Liabilities
Particulars
Advances received from Customers
Amount due to customers for contract work
Deposit from Customers
Dividend distribution tax payable
Other Liabilities including Statutory Liabilities
Total
22. Provisions
Particulars
Provision for Disputed Matters*
Provision for Employee Benefit:
Gratuity (Refer Note No. 42)
Total
As at March 31, 2022
Current
As at March 31, 2021
Current
573.05
244.50
10.29
-
827.84
Non-Current
-
-
313.78
313.78
290.84
195.95
12.25
-
499.04
` in Crore
Non-Current
-
-
212.55
212.55
` in Crore
As at March 31, 2022
As at March 31, 2021
Current Non-Current
157.28
1,237.06
480.42
-
-
0.07
19.61
799.76
1,457.07
-
1,237.13
Current Non-Current
351.86
1,364.66
891.71
-
-
0.06
19.61
1,048.93
2,312.11
-
1,364.72
` in Crore
As at March 31, 2022
As at March 31, 2021
Current
Non-Current
Current
Non-Current
-
-
-
160.00
-
160.00
-
160.00
0.52
0.52
-
160.00
*Represents provision made for pending disputes in respect of corporate/regulatory matters. No further information is given
as the matters are sub-judice and may jeopardize the interest of the Company.
23.
Income Tax and Deferred Tax (Net)
23(a) Income tax
Particulars
Income tax Expense:
A. Current tax:
Current tax on profits for the year
Adjustments for current tax of prior periods
Total current tax expense
B. Deferred tax:
Increase in deferred tax assets
Decrease in deferred tax liabilities
Total deferred tax expense/(benefit)
Income tax expense
Year ended
March 31, 2022
Year ended
March 31, 2021
` in Crore
(A)
(B)
(A + B)
2.94
1.44
4.38
-
(0.05)
(0.05)
4.33
1.44
-
1.44
(6.29)
(87.59)
(93.88)
(92.44)
125
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
23(b) Reconciliation of tax expenses and the accounting profit multiplied by India’s tax rate
Particulars
Loss before income tax expenses
Tax at the Indian tax rate of 31.20% (Previous year : 31.20%)
Tax effect of amounts which are not deductible (taxable) in calculating taxable income:
Income not considered for Tax purpose
Utilisation of Losses brought forward
Expenses not allowable for tax purposes
Tax on Losses brought forward
Deferred tax assets on brought forward depreciation losses
Tax on income Jointly Controlled Operations assessed separately
Adjustments for current tax of prior periods
Income tax expense charged to Statement of Profit and Loss
23(c) Tax losses and Tax credits
Particulars
Unused tax credit on Capital losses for which no deferred tax asset has been recognised
Unused tax credit on Business losses for which no deferred tax asset has been recognised
Unused tax credit on Depreciation losses
23(d) Deferred tax balances
The balance comprises temporary differences attributable to:
Particulars
Deferred tax liabilities 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
Total Deferred Tax Liabilities
Deferred tax asset on account of:
Property plant and Equipment and Intangible Assets
Provisions for employees benefits and doubtful debts/advances
Fair Valuation of Financial Instruments
Brought forward depreciation losses
Total Deferred Tax Assets
Net Deferred Tax (Assets)/Liabilities
Net Deferred Tax Liabilities pertains to Jointly Controlled Operations
` in Crore
Year ended
March 31, 2022
Year ended
March 31, 2021
(364.87)
(113.84)
(5.51)
-
21.88
89.63
7.84
2.89
1.44
4.33
(111.52)
(34.79)
129.28
(184.06)
3.00
-
(7.36)
1.49
-
(92.44)
` in Crore
As at
March 31, 2022
256.62
1,048.88
33.00
As at
March 31, 2021
149.44
834.26
16.22
` in Crore
As at
March 31, 2022
As at
March 31, 2021
-
28.49
23.57
52.06
14.15
29.98
71.16
33.00
148.29
(96.23)
-
0.05
36.03
24.94
61.02
26.29
25.57
44.32
16.22
112.40
(51.43)
0.05
As at March 31, 2022, the Company has net deferred tax assets of ` 96.23 crore ( ` 51.43 crore as at March 31, 2021). In
the absence of convincing evidences that sufficient future taxable income will be available against which deferred tax assets
can be realised, the same has not been recognised in the books of account in line with Ind - AS 12 on Income Taxes.
126
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
23(e) Movement in deferred tax balances
Deferred Tax Liability
As At March 31, 2020
Charged/(Credited):
- to profit or loss- Continued Operations
As At March 31, 2021
Charged/(Credited):
- to statement of profit and loss- Continued Operations
As At March 31, 2022
` in Crore
Amount
93.93
(93.88)
0.05
0.05
-
23(f) Details of transactions not recorded in the books of account that has been surrendered or disclosed as income during the year
in the tax assessments: Nil (Previous year 2020-21: Nil). Further the Company does not have any unrecorded income and
assets related to previous years which are required to recorded during the year.
24. Revenue from Operations
Particulars
(a) 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 (a)
(b)
Income from Sale of Power
Cross Subsidy Charges
Sub-total (b)
(c) Other Operating Income
Provisions / Liabilities written back
Insurance Claim received
Management and Consultancy Services
Other Income
Sub-total (c)
Total (a) + (b) + (c)
` in Crore
Year ended
March 31, 2022
Year ended
March 31, 2021
1,976.86
1,466.98
222.84
739.96
(517.12)
0.26
1,460.00
-
-
-
0.46
0.98
-
5.93
7.37
739.96
677.54
62.42
8.62
1,538.02
4.68
(1.00)
3.68
-
4.69
133.69
9.07
147.45
1,467.37
1,689.15
24.1 Refer Note No. 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 ` 2,624.31 crore as at March 31, 2022, (` 6,574.73 crore as at March 31, 2021) out of which ` 1,382.05
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.
127
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
24.3 Changes in balance of Contract Assets and Contract Liabilities are as under:
Contract Assets
Particulars
Opening Contract Assets including retention receivable
Increase/(decrease) as a result of change in the measure of progress
2021-22
1,695.04
(315.83)
Transfers from contract assets recognised at the beginning of the year to receivables
(1,150.39)
Closing Contract Assets including retention receivable
228.82
Contract Liabilities
Particulars
Opening Contract Liabilities including advance from customer
Revenue recognised during the year out of opening Contract Liabilities
Increases/decrease due to cash received/advance billing done, excluding amount
recognised as revenue during the year
2021-22
2,608.23
(476.52)
(256.95)
` in Crore
2020-21
1,986.21
194.94
(486.11)
1,695.04
2020-21
2,652.58
(56.20)
11.85
Closing Contract Liabilities including advance from customer
1,874.76
2,608.23
24.4 Reconciliation of contracted prices with the revenue from operations from E&C Business:
Particulars
Opening contracted price of orders
Add: Fresh orders/change orders received (net)
Less: Orders Completed/cancelled during the year
Closing contracted price of orders*
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)
Add : Revenue recognised upto previous year (from orders pending completion
at the end of the year) (II)
Add : Balance revenue to be recognised in future viz. Order book (III)
Closing contracted price of orders * (I+II+III)
2021-22
14,888.90
461.47
(7,086.73)
8,263.64
1,460.00
(118.74)
1,341.26
4,298.07
2,624.31
8,263.64
` in Crore
2020-21
29,079.29
28.52
(14,218.91)
14,888.90
1,538.02
(64.45)
1,473.57
6,840.60
6,574.73
14,888.90
The above note represents reconciliation of revenue from operations of E&C business.
*Excluding the contracts, where E&C activities has been physically completed/suspended but the same has not been closed
due to its fulfilment of the technical parameters and/or pending receipt of final take over certificate from the Customer.
128
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
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
Recovery from Investments earlier written off
Gain on foreign currency translations or transactions (Refer Note No. 36)
Provisions / Liabilities written back
Profit on sale of Property, plant & equipments (net)
Income from Lease of Investment Property
Gain on transfer of interest in Joint operation #
Miscellaneous Income
` in Crore
Year ended
March 31, 2022
Year ended
March 31, 2021
112.66
130.34
3.82
9.42
125.90
169.77
7.08
-
-
55.23
9.97
2.45
-
127.97
7.47
505.84
7.06
7.58
144.98
65.98
60.38
54.55
36.86
-
423.76
3.51
30.54
-
12.46
833.02
# Represent gain on transfer of participating interest in one of the joint operation i.e. Rinfra-Astaldi JV [Refer Note No. 34(iv)].
26. Employee Benefit Expenses:
Particulars
Salaries, Wages and Bonus
Contribution to Provident Fund and other Funds (Refer Note No. 42)
Workmen and Staff Welfare Expenses
27. Finance Costs:
Particulars
Interest and Finance Charges on ;
-Debentures
-Working Capital and other Borrowings
Fair Value Change in Financial Instruments
Other Finance Charges
` in Crore
Year ended
March 31, 2022
Year ended
March 31, 2021
73.03
4.43
6.23
83.69
67.48
4.45
6.40
78.33
` in Crore
Year ended
March 31, 2022
Year ended
March 31, 2021
187.41
328.52
515.93
101.23
37.46
654.62
182.10
557.80
739.90
277.66
175.67
1,193.23
129
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
28. Other Expenses:
Particulars
Rent
Power and Electricity
Repairs and Maintenance ;
-Buildings
-Plant and Machinery
-Other Assets
Insurance
Rates and Taxes
Community Development and Environment Monitoring Expenses
Loss on foreign currency translations or transactions
Bank and LC/BG Charges
Communication Expenses
Provision for Exploration Charges
Legal and Professional charges
Bad Debts
Directors' Sitting Fees and Commission
Miscellaneous Expenses
Manpower Expenses
Loss on Sale of Investment
Provision for Expected Credit Loss
Less: Transfer from General Reserve (Refer Note No. 36)
29. Earnings Per Equity Share:
Particulars
(i)
Loss for Basic and Diluted Earnings per Share
before exceptional Items (a) (` crore)
after exceptional Items(b) (` crore)
before adjustment to general reserve (c) (` crore)
after adjustment to general reserve (d) (` crore)
(ii) Weighted average number of Equity Shares
For Basic Earnings per share (e)
For Diluted Earnings per share(f)
(iii)
Earnings per Equity Share (Face Value of ` 10 per share)
(a) After Exceptional Items
Basic (b/e)
Diluted (b/f)
(b) Before Exceptional Items
Basic (a/e)
Diluted (a/f)
(c) Before Adjustment to General Reserve
Basic (c/e)
Diluted (c/f)
(d) After Adjustment to General Reserve
Basic (d/e)
Diluted (d/f)
` in Crore
Year ended
March 31, 2022
12.21
40.11
Year ended
March 31, 2021
12.13
47.99
0.39
0.40
1.53
8.92
5.41
-
-
0.13
9.16
-
59.57
7.73
0.39
38.92
1.36
27.96
31.96
246.15
-
246.15
0.85
3.51
10.45
10.49
5.87
0.01
51.75
0.13
3.90
2.00
77.96
89.58
0.36
7.09
-
-
-
324.07
(51.75)
272.32
Year ended
March 31, 2022
Year ended
March 31, 2021
(368.29)
(368.29)
(368.29)
(368.29)
(372.64)
(19.08)
(70.83)
(19.08)
26,29,90,000
26,29,90,000
26,29,90,000
26,29,90,000
Rupees
(14.00)
(14.00)
Rupees
(14.00)
(14.00)
Rupees
(14.00)
(14.00)
(14.00)
(14.00)
Rupees
(0.73)
(0.73)
Rupees
(14.17)
(14.17)
Rupees
(2.69)
(2.69)
(0.73)
(0.73)
During the year, the Company has allotted 8,88,00,000 warrants, at a price of ` 62 per warrant, convertible into equivalent number
of equity shares of the Company. The impact of the same on the earning per share will be anti-dilutive, hence not considered.
130
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022 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)
Short term borrowing converted in long term borrowings
Impact of non-cash items
- Transfer of Investment Property and Property, plant & equipments
- Impact of Effective Rate of Interest
Repaid During the year
Closing Balance
Short term Borrowings
Opening Balance
Short term borrowing converted in long term borrowings
Impact of non-cash items
Write back during the year
Taken during the year
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 Change in Fair Value of Financial Guarantee Obligation
Paid through Sale of Investment
Write back during the year
Interest paid to Lenders
Interest Accrued - Closing Balance
31. Contingent Liabilities & Commitments;
(a) Contingent Liabilities:
Year ended
March 31, 2022
Year ended
March 31, 2021
` in Crore
3,359.94
-
-
4.41
(29.09)
3,335.26
448.15
-
-
59.52
-
507.67
486.78
654.62
(4.41)
(101.23)
-
-
(218.21)
817.55
4,959.52
195.88
(1150.00)
57.18
(702.64)
3,359.94
741.92
(195.88)
(3.66)
(94.23)
448.15
490.88
1,193.23
(139.27)
(277.66)
(64.25)
(1.85)
(714.30)
486.78
i)
ii)
i) Claims against the Company not acknowledged as debts and under litigation aggregates to ` 1,264.96 crore (March
31, 2021 - ` 1,117.13 crore) .These include claim from suppliers aggregating to ` 22.14 crore (March 31, 2021 - `
32.37 crore), income tax claims ` 724.47 crore (March 31, 2021 - ` 567.55 crore), indirect tax claims aggregating to
` 443.80 crore (March 31, 2021 - ` 447.88 crore) and other claims `74.55 crore (March 31, 2021 - ` 69.32 crore).
The above claims do not include claims/arbitration against the Company by the suppliers where the Company has also
filed counter claims as the Company does not expect any liability.
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.
iii) With respect of Energy Purchase Agreeement (EPA) entered with Dhursar Solar Power Private Limited (DSPPL), The
Maharashtra Electricity Regulatory Commission (MERC) vide order dated October 21, 2016 allowed partial cost claimed
by the Company. Aggrieved by the said order, the Company had challenged the said order before Appellate Tribunal for
Electricity (APTEL). The APTEL has upheld the findings of MERC and the Company filed an appeal before the Supreme
Court of India against the APTEL Order. The matter is currently pending before the Supreme Court of India. Post
transfer of Mumbai Power Business to Reliance Electric Generation and Supply Limited (REGSL), a inter-se agreement
was entered between REGCL, DSPPL and the Company, whereby the Company has agreed that the liability of REGSL
to make tariff payments for the energy supplied by DSPPL is limited to the MERC approved tariff and the Company
has agreed to pay the differential amount between tariff payment as per EPA and MERC approved tariff to the DSPPL
thorough an agreement cum indemnity. Pending outcome of the matter, the Company continues to account differential
expenditure as cost on monthly basis. The Company has also legally been advised that it has good case on merit and
have fair chance to succeed. Based on the above facts the Company has not considered the said agreement cum
indemnity as an Onerous Contract. The Company does not expect any cash outflow on this account.
131
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
(b) Capital and Other Commitments:
i)
ii)
Uncalled liability on partly paid shares/warrants ` 558.20 crore (March 31, 2021 - ` 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.
(c) During the previous year, the Company, as a part of settlement with Yes Bank Limited, had sold its Investment property
including Property, plant and equipment at Santacruz at a total transaction value of ` 1,200 crore through the conveyance
deed entered with Yes Bank Limited. The Company is entitled to exercise its rights/option to buy back this property after 8.5
years from the date of sale, subject to fulfillment of the condition precedents at an agreed price as per option agreement
entered between parties.
32. Payment to Auditors (excluding taxes):
Sr.
No
(a)
(b)
Particulars
As Auditor-Audit Fees
For other services- Certification Fees
33. Related Party Disclosures:
` in Crore
2021-22
2020-21
0.78
0.05
0.83
0.78
0.06
0.84
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):
Name of Company
Delhi Airport Metro Express Private Limited (DAMEPL)
Sr.
No
1
2 Mumbai Metro Transport Private Limited (MMTPL)
3 Mumbai Metro One Private Limited (MMOPL)
Reliance Energy Trading Limited (RETL)
4
PS Toll Road Private Limited (PSTRPL)
5
6
KM Toll Road Private Limited (KMTRPL)
7 HK Toll Road Private Limited (HKTRPL)
SU Toll Road Private Limited (SUTRPL)
8
9
TD Toll Road Private Limited (TDTRPL)
10 TK Toll Road Private Limited (TKTRPL)
11 DS Toll Road Limited (DSTRL)
12 NK Toll Road Limited (NKTRL)
13 GF Toll Road Private Limited (GFTRPL)
14 JR Toll Road Private Limited (JRTRPL)
15 CBD Tower Private Limited (CBDT)
16 Reliance Global Limited (RGL)
17 Reliance Cement Corporation Private Limited (RCCPL)
18 Utility Infrastructure & Works Private Limited (UIWPL) (Ceased to be a subsidiary w.e.f March 31, 2022)
19 Reliance Smart Cities Limited (RSCL)
20 Reliance Energy Limited (REL)
21 Reliance E-Generation and Management Private Limited (REGMPL)
22 Reliance Defence Limited (RDL)
23 Reliance Cruise and Terminals Limited (RCTL)
24 BSES Rajdhani Power Limited (BRPL)
25 BSES Yamuna Power Limited (BYPL)
26 BSES Kerala Power Limited (BKPL)
27 Reliance Power Transmission Limited (RPTL)
28 Talcher II Transmission Company Limited (TTCL)
29 Latur Airport Limited (LAL)
30 Baramati Airport Limited (BAL)
31 Nanded Airport Limited (NAL)
132
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
Name of Company
Sr.
No
32 Yavatmal Airport Limited (YAL)
33 Osmanabad Airport Limited (OAL)
34 Reliance Airport Developers Limited (RADL)
35 Reliance Defence and Aerospace Private Limited (RDAPL)
36 Reliance Defence Technologies Private Limited (RDTPL)
37 Reliance SED Limited (RSL)
38 Reliance Propulsion Systems Limited (RPSL)
39 Reliance Defence System & Tech Limited (RDSTL)
40 Reliance Defence Infrastructure Limited (RDIL)
41 Reliance Helicopters Limited (RHL)
42 Reliance Land Systems Limited (RLSL)
43 Reliance Naval Systems Limited (RNSL)
44 Reliance Unmanned Systems Limited (RUSL)
45 Reliance Aerostructure Limited (RAL)
46 Reliance Defence Systems Private Limited (RDSPL)
47 Jai Armaments Limited (JAL) [formerly Reliance Armaments Limited]
48 Jai Ammunition Limited (JamL) [formerly Reliance Ammunition Limited]
49 Reliance Velocity Limited (RVL)
50 Thales Reliance Defense System Limited (TRDSL)
51 Reliance Property Developers Private Limited (RPDPL)
52 North Karanpura Transmission Company Limited (NKTCL)
53 Tamilnadu Industries Captive Power Company Limited (TICAPCO)
54 Dassault Reliance Aerospace Limited (DRAL)
55 Reliance Aero Systems Private Limited (RASPL)
56 Parbati Koldam Transmission Company Limited (PKTCL) (Cease to be a subsidiary w.e.f. 08.01.2021)
57 DA Toll Road Private Limited (DATRPL) (Cease to be a subsidiary w.e.f. 31.12.2020)
(b) Other related parties where transactions have taken place during the year:
Sr.
No.
(i)
Relationship
Associates
(including
Subsidiaries of
Associates)
Party Name
Reliance Geothermal Power Private Limited (RGPPL)
RPL Sun Techniques Private Limited
RPL Photon Private Limited
RPL Sun Power Private Limited
Reliance Power Limited (RePL) ( w.e.f July 15, 2021)
Rosa Power Supply Company Limited (ROSA) ( w.e.f July 15, 2021)
Sasan Power Limited (SPL) ( w.e.f July 15, 2021)
Vidarbha Industries Power Limited (VIPL) ( w.e.f July 15, 2021)
Sr.
No.
1
2 Metro One Operations Private Limited (MOOPL)
3
4
5
6
7
8
9
10 Chitrangi Power Private Limited (CPPL) ( w.e.f July 15, 2021)
11 Samalkot Power Limited (SaPoL) ( w.e.f July 15, 2021)
12 Rajasthan Sun Technique Energy Private Limited (RSTEPL) ( w.e.f July 15, 2021)
13 Dhursur Solar Power Private Limited (DSPPL) ( w.e.f July 15, 2021)
14 Reliance Natural Resources Limited ( w.e.f July 15, 2021)
15 Reliance Naval and Engineering Limited (RNEL) (ceased to be an associate w.e.f. April 24, 2020)
(ii)
Joint Venture
Utility Powertech Limited (UPL)
(iii)
(iv)
Investing Party
Persons having
control over
investing party
Reliance Project Ventures and Management Private Limited (RPVMPL)
Shri Anil D Ambani and Family
133
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
Sr.
No.
(v)
Relationship
Enterprises
over which
person
described in
(iv) has control
/ significant
influence
Party Name
Reliance Health Insurance Limited (RHIL) ( up to November 29, 2021)
Reliance Home Finance Limited (RHL) ( up to November 29, 2021)
Reliance Commercial Finance Limited (RCFL) ( up to November 29, 2021)
Reliance Nippon Life Insurance Company Limited (RNLICL) ( up to November 29, 2021)
Reliance General Insurance Company Limited (RGI) ( up to November 29, 2021)
Reliance Capital Limited (RCap) ( up to November 29, 2021)
Reliance Securities Limited (RSL) ( up to November 29, 2021)
Reliance Assets Reconstruction Company Limited (RARCL) ( up to November 29, 2021)
Sr.
No.
1
2
3
4
5 Unlimit IOT Private Limited (UIPL) ( up to November 29, 2021)
6
7
8
9
10 Reliance Transport and Travels Private Limited (RTTPL)
11 Reliance Broadcast Network Limited (RBNL)
12 Reliance Wealth Management Limited (RWML) ( up to November 29, 2021)
13 Reliance Power Limited (RePL) ( up to July 14, 2021)
14 Rosa Power Supply Company Limited (ROSA) ( up to July 14, 2021)
15 Sasan Power Limited (SPL) ( up to July 14, 2021)
16 Vidarbha Industries Power Limited (VIPL) ( up to July 14, 2021)
17 Chitrangi Power Private Limited (CPPL) ( up to July 14, 2021)
18 Samalkot Power Limited (SaPoL) ( up to July 14, 2021)
19 Rajasthan Sun Technique Energy Private Limited (RSTEPL) ( up to July 14, 2021)
20 Dhursur Solar Power Private Limited (DSPPL) ( up to July 14, 2021)
21 Reliance Corporate Advisory Services Limited (RCASL) ( up to November 29, 2021)
22 Reliance Natural Resources Limited ( up to July 14, 2021)
c)
Details of transactions during the year and closing balances as at the year end:
Particulars
Year
Subsidiaries
Investing
party,
Associates
and Joint
Ventures
` in Crore
Enterprises
over which
person
described
in (iv) has
significant
influence
(a) Statement of Profit and Loss Heads:
(I)
(i)
Income:
Sale of Power
(ii) Gross Revenue from E&C Business
(iii) Other Operating Revenue
(iv) Dividend Received
(v)
Interest earned
(vi) Other Income ( including Income from Investment
Property)
(vii) Recovery of Investment earlier w/off
(II) Expenses:
(i)
Purchase of Power (Including Open Access Charges (Net
of Sales)
(ii) Purchase / Services of other items on revenue account
(iii)
Interest Paid
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
-
-
-
-
-
-
-
58.55
34.86
30.99
-
0.51
-
20.74
-
-
-
-
-
0.28
-
-
-
-
-
-
7.08
1.83
40.95
-
-
-
-
-
29.95
-
3.81
-
3.02
-
-
2.83
-
1.47
-
84.53
-
-
34.23
97.31
-
25.78
-
-
9.62
43.12
1.92
6.63
11.71
23.02
134
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
Particulars
Year
Subsidiaries
Investing
party,
Associates
and Joint
Ventures
(iv)
Investment written off
(b) Balance Sheet Heads (Closing Balances):
(i)
Trade payables, Advances received and other liabilities
for receiving of services on revenue and capital account
(ii)
Inter Corporate Deposit (ICD) Taken
(iii)
Investment in Securities
(iv)
Inter Corporate Deposit (ICD) Given
(v)
Subordinate Debts
(vi) Trade Receivables, Advance given and other receivables
for rendering services
(vii)
Interest receivable on Investments and Deposits
(viii)
Investment in Share Warrants
(ix)
Interest Payable
(x) Non Current Assets Held for sale and Discontinued
Operations
(c) Guarantees and Collaterals (Closing balances):
(i) Guarantees and Collaterals
(d) Transactions During the Year:
(i) Guarantees and Collaterals provided earlier - expired /
encashed / surrendered
(ii)
Investment in Share Warrants
(iii)
ICD Given/assigned to
(iv)
ICD Returned by
(v)
Subordinate Debts given
(vi)
Investments in Equity Shares
(vii)
ICD repaid to
(viii) Subordinate debts repaid
(x)
ICD Converted to Investments
` in Crore
Enterprises
over which
person
described
in (iv) has
significant
influence
-
-
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
-
12.52
-
-
0.85
0.86
1,557.72
0.07
0.11
1,501.15
74.00
74.00
2,658.77
2,658.77
564.54
547.84
3,341.87
3,267.22
53.93
51.70
201.12
166.62
-
-
-
-
544.94
544.94
40.35
-
813.59
0.43
547.51
-
-
-
2,666.15
-
74.82
-
182.50
-
11.71
-
-
-
0.69
236.93
-
72.45
3.42
1,124.64
-
-
-
2,671.27
0.89
204.33
-
-
0.28
15.14
-
-
2021-22
2020-21
1,283.92
1,329.64
-
-
67.44
5,728.67
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
10.00
-
-
-
216.69
328.26
200.00
309.95
139.94
6.11
-
0.27
-
5.24
80.51
-
-
-
-
-
182.50
-
-
-
-
-
-
-
595.00
-
-
-
-
-
573.70
-
-
-
-
-
-
371.73
-
-
-
-
-
-
-
-
-
-
-
-
135
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022 d)
Details of Material Transactions with Related Party
(i)
Transactions during the year (Balance Sheet heads)
2021-22
Investment in Equity share of RePL ` 595.00 crore through conversion of ICD and interest receivable.
2020-21
ICD given/assigned to RePL ` 371.73 crore.
(ii) Balance sheet heads (Closing balance)
2021-22
Trade payable, advances received and other liabilities CPPL ` 911.03 crore, DSPPL ` 289.26 crore and SPL `
277.13 crore . Investment in Equity of RePL ` 813.19 crore, MMOPL ` 761.48 crore, SUTRPL ` 209.69 crore,
BRPL ` 530.40 crore and BYPL ` 283.56 crore . ICD given to RePL ` 547.51 crore and MMOPL ` 283.79
crore . Subordinate debt given to PSTL ` 1,078.51 crore, DAMEPL ` 787.53 crore, HKTRPL ` 302.26 crore,
TKTRPL ` 215.04 crore and NKTRL ` 198.27 crore. Trade Receivables, Advances given and other receivables
for rendering services SaPoL ` 2,661.84 crore. Non Current Assets Held for sale and Discontinued Operations of
KMTL ` 544.94 crore.
2020-21
Trade payable, advances received and other liabilities CPPL ` 911.03 crore and SPL ` 283.87 crore . Investment
in Equity of MMOPL ` 761.48 crore, BRPL ` 530.40 crore and BYPL ` 283.56 crore . ICD given to RePL `
1,121.21 crore and MMOPL ` 283.79 crore . Subordinate debt given to PSTL ` 1,078.51 crore, and DAMEPL
` 787.53 crore, HKTRPL ` 302.26 crore . Trade Receivables, Advances given and other receivables for rendering
services SaPoL ` 2,585.89 crore. Non Current Assets Held for sale and Discontinued Operations of KMTL `
544.94 crore.
(iii) Guarantees and Collaterals
2021-22
Corporate Guarantee PSTL ` 786.71 crore and JRTR ` 307 crore outstanding as at March 31, 2022.
2020-21
Corporate Guarantee to RCap ` 1,673 crore, to RHFL ` 1,960.49 crore and to RCFL ` 1,803.38 crore , PSTL `
786.71 crore and JRTR ` 307 crore outstanding as at March 31, 2021.
e)
Detail of transactions with Key Management Personnel (KMP) and their relative:
Name
Category
Shri Punit Garg
Executive Director and Chief Executive Officer
Shri Paresh Rathod
Company Secretary
Shri Pinkesh Shah
Chief Financial Officer(up to September 30 2021)
Shri Sandeep Khosla Chief Financial Officer
(w.e.f October 1 , 2021)
Years
Remuneration*
` in Crore
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2.49
2.52
0.52
0.47
0.47
0.94
0.38
-
*Remuneration does not include post-employment benefits, as they are determined on an actuarial basis for the
Company as a whole.
f) Details of Transactions with Person having Control: Sitting fees paid ` 0.03 crore during the year 2021-22 (2020-
21: ` 0.03 crore) During the previous year, the Company received advance of ` 10.75 crore against the expenses
incurred on his behalf. Closing Balance Nil.
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 of the Company as per
standalone financial statements are considered as Material Related Party Transactions.
136
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
34.
Interest in Jointly Controlled Operations
(i)
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.
(ii) 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.
(iii) 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.
(iv) 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. As on Januarry 17, 2022, the Company has transferred its participating interest in the joint operation.
(v) 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.
Disclosure of the Company’s share in Joint Controlled Operations:
Location
Name of the Field in the Joint
Venture
SP-(North) – CBM - 2005 / III
MZ-ONN-2004 / 2
Rinfra Astaldi Joint Venture (Metro) Mumbai, Maharashtra
Mumbai , Maharashtra
Reliance Astaldi JV (VBSL)
Parshuram Village , Maharashtra
Kashedighat
Sohagpur, Madhya Pradesh
Mizoram
Participating Interest
(%) March 31, 2022
55 % **
Terminated ***
74%
#
90%
Participating Interest (%)
March 31, 2021
55 % **
Terminated ***
74%
50%
90%
**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. Currently the company is awaiting the change of ownership of Environment clearance which was
applied to Ministry of Environment Forest and Climate Change on March 28, 2018.
*** 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 Companies of Reliance Power Limited).
# ceased to be joint operation as at January 17, 2022
137
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
The Company’s shares in respect of assets, liabilities, income and expenditure for the year have been accounted as under.
Rinfra
Astaldi
Joint
Venture
(Metro)
53.30
53.64
3.45
104.65
64.33
Reliance
Astaldi
JV
(VBSL)
44.95
44.56
-
-
-
2020-22
Kashedighat
JV
Mizo
Block
CBM
Block
110.43
106.78
@
24.23
0.05
-
0.24
-
-
-
-
-
-
3.45
-
Rinfra
Astaldi
Joint
Venture
(Metro)
92.85
97.99
4.75
97.46
68.51
Reliance
Astaldi JV
(VBSL)
108.23
108.05
23.99
135.39
108.51
` in Crore
2020-21
Kashedighat
JV
Mizo
Block
CBM
Block
102.66
97.73
1.11
23.90
0.02
-
-
-
0.24
-
-
-
-
3.45
-
47.30
-
17.22
-
-
36.90
50.74
15.46
-
-
Particulars
Income
Expenses
Non Current Assets
Current Assets
Non Current
Liabilities
Current Liabilities
@ ` 7,360
35. Segment Reporting
(a) Description of segments and principal activities
The Company is predominantly engaged in the business of Engineering and Construction (E&C). E&C segment renders
comprehensive, value added services in construction, erection and commissioning. All other activities of the Company
revolve around E&C business. As such there are no separate reportable segments, as per the Ind-AS 108 on Operating
Segment.
(b)
Information about Major Customer
Revenue from operations include ` 1,136.23 crore (Previous Year: ` 1,188.86 crore) from two customer
(Previous Year: two customer) having more than 10% of the total revenue.
(c) 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. 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 loss of ` 51.75 crore for the year ended
March 31, 2021 has been credited to the Statement of Profit and Loss and an equivalent amount has been transferred from
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, 2021 would have been higher by ` 51.75 crore and General Reserve would have been higher by ` 51.75 crore. The
treatment prescribed under the Scheme override the relevant provisions of Ind AS 1, “Presentation of Financial Statements”.
During the current financial year, the Company has not exercised above option; accordingly net foreign exchange gain of
` 55.23 crore has been credited to Statement of Profit and Loss directly. The figures for the previous year are not comparable
with current year to that extent.
37.
Investment in Delhi Airport Metro Express Private Limited
Hon’ble Supreme Court on September 9, 2021 upheld the arbitral award in favour of Delhi Airport Metro Express Private
Limited (DAMEPL), a subsidiary of the Company, in the matter of the dispute between DAMEPL and Delhi Metro Rail
Corporation Limited (DMRC), arising due to the termination of the Concession Agreement for Delhi Airport Metro Express Line
Project by DAMEPL. DMRC was consequently directed to pay termination payment and other compensation, totaling to Rs.
2,945 crore plus pre-award and post-award interest up to the date of payment to DAMEPL. DAMEPL had filed execution
petition dated September 10, 2021 before Hon’ble Delhi High Court seeking execution of the Award against DMRC.
138
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
DMRC had deposited Rs.1,000 crore on December 8, 2021, Rs. 600 crore on February 23, 2022 and Rs. 166.44 crore on
March 14, 2022, in the escrow account of DAMEPL, as per Hon’ble Delhi High Court’s orders in the execution proceedings
initiated by DAMEPL against DMRC. DAMEPL has utilised the amount received for its debt repayments. Hon’ble High Court
of Delhi on March 10, 2022, in its judgment, directed DMRC to make payment of Rs. 824.10 crore within two weeks’ time
and the remaining amount in two equal instalments on or before April 30, 2022 and May 31, 2022 respectively.
Being aggrieved by a particular paragraph of the judgment dated March 10, 2022, rejecting the computation of post-award
interest by DAMEPL on pre-award interest portion of the sum awarded, DAMEPL filed a Special Leave Petition before Hon’ble
Supreme Court, limited to the above referred issue of computation of interest on pre-award interest, which was dismissed on
May 5, 2022. DAMEPL is evaluating the judgment and contemplates to go for review against the judgment and will be filing
suitable proceedings for speedy realization of the sums receivable. DAMEPL has also initiated proceedings against DMRC for
non-adherence to the judgment dated March 10, 2022 and seeks recovery of the balance amounts.
38. 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 Reliance Group. To this end along with other companies of the Reliance Group the
Company funded EPC Company by way of project advances, subscription to debentures and inter corporate deposits. The total
exposure of the Company as at March 31, 2022 is ` 6,526.82 crore (net of provision of ` 3,972.17 crore). The Company has
also provided corporate guarantees aggregating of ` 1,775 crore. The activities of EPC Company have been impacted by the
reduced project activities of the companies of the Reliance Group. While the Company is evaluating the nature of relationship;
if any, with the independent EPC Company, based on the analysis carried out in earlier years, the EPC Company has not been
treated as related party.
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.
Based on the available facts, the provision made will be adequate to deal with any contingency relating to recovery from the
EPC Company. The Company has further provided corporate guarantees of ` 4,895.87 crore on behalf of certain companies
towards their borrowings. As per the reasonable estimate of the Management of the Company, it does not expect any
obligation against the above guarantee amount.
39. Exceptional Items
Exceptional Items for the financial year 2020-21 represents (a) gain of ` 156.83 crore on sale of entire stake in Parbati
Koldam Transmission Company Limited (PKTCL), a subsidiary of the Company pursuant to Share Purchase Agreement entered
with India Grid Trust on January 8, 2021(b) gain of ` 585.40 crore on sale of entire investment in DA Toll Road Private
Limited a subsidiary of the Company pursuant to Share Purchase Agreement entered with Cube Highways and Infrastructure
III Pte Limited on December 31, 2020 (c) gain of ` 551.26 crore on sale of Investment property and Property plant and
equipments at Santacruz as a part of settlement with Yes Bank Limited at a total transaction value of ` 1,200 crore (d) written
off ` 1009.51 crore trade receivables against the projects which are either completed or on hold and no further work is to
be done (e) gain of ` 82.10 crore arising from fair valuation of Inter Corporate Loan pursuant to modification of terms of the
loan agreement, in the line with Ind AS 109 (f) ` 3.19 crore write-off of Investment (net) in Utility Infrastructure & Works
Private Limited, a subsidiary of the Company (g) ` 9.32 crore write-off of Investment in Reliance Cement Corporation Private
Limited, a subsidiary of the Company.
40.
i) 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.
ii) During the year, the Company has not entered with any scheme of arrangements in terms of section 230 to 237 of the
Companies Act, 2013 and there was no transactions with struck off company.
iii) No Fund have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or
kind of funds) by the Company to or in any person or entity, including foreign entities (‘Intermediaries’) with the understanding,
whether recorded in writing or otherwise, that the intermediary shall land or invest in party indentified by or on behalf of the
Company (‘ultimate beneficiaries’). The Company has not received any funds from the any party with the understanding that
the Company shall whether, directly or indirectly lend or invest in other person or entities identified by or on behalf of the
Company (‘ultimate beneficiaries’) or provide any guarantee, security or the like on behalf of the ultimate beneficiaries.
iv) The company has complied with the provision of section 2(87) of the Companies Act, 2013 read with the Companies
(Restrictions on number of layers) Rules, 2017.
41. The Company has exposure aggregating to ` 2,954.24 crore in its nine subsidiaries (road SPVs) as at March 31, 2022
(` 2,928.24 crore as at March 31, 2021). Management has recently performed an impairment assessment against these
exposures, by considering inter-alia the valuations of the underlying subsidiaries carried out by independent external valuation
expert. The Company is confident of recovering its entire investment in road SPVs. Accordingly, based on the assessment and
external valuation report, impairment of said exposure is not considered.
139
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
42. Disclosure under Ind AS 19 “Employee Benefits”
(a) Defined Contribution Plan
(i) Provident fund
(ii) 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.
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
(b) Defined Benefit Plan
Provident Fund
2021-22
3.09
0.29
0.38
0.64
0.03
` in Crore
2020-21
2.88
0.37
0.43
0.74
0.03
The benefit involving employee established provident funds, which require interest shortfall to be recompensated are to
be considered as defined benefit plans. Any shortfall arising in meeting the stipulated interest liability, if any, gets duly
provided for in the accounts of Provident Fund Trust maintained by the Company.
Gratuity
The Company operates a gratuity plan administered by insurance company. 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
140
For the year ended
March 31, 2022
-Funded
` in Crore
For the year ended
March 31, 2021
-Funded
April 01, 2021
April 01, 2020
March 31, 2022
March 31, 2021
6.41%
6.41%
7.00%
15.00%
6.26%
6.26%
5.00%
10.00%
Indian Assured Lives
Mortality (2012-14)
Urban
Indian Assured Lives
Mortality (2006-08)
Ultimate
N.A.
N.A.
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
Particulars
As at
March 31, 2022
As at
March 31, 2021
(a) 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
Financia 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
(b) 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
Contribution by the Employer
Benefits paid from the fund
Return on Plan Assets Excluding Interest Income
Fair Value of Plan Asset at the end of the year
(c) 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 Surplus/(Deficit)
Net Assets/(Liability) Recognized in the Balance Sheet
Provisions
Current
Non-Current
(d) Expenses Recognized in the Statement of Profit and Loss
Current Service Cost
Net Interest Cost/(Income)
Expenses Recognised
(e) Expenses/(Income) Recognised
in Other Comprehensive
Income (OCI)
Actuarial loss/(gain) on obligation for the year
Return on plan assets excluding interest income
Net Expenses/(Income) for the year recognised in OCI
Major Categories of plan assets as a percentage of total
Insurance Fund
Bank Balance
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
24.07
(0.50)
-
1.51
1.45
-
(4.09)
1.86
0.15
(1.71)
22.74
26.09
2.90
-
1.64
0.09
(4.09)
(0.61)
26.02
(22.74)
26.02
3.28
-
-
-
1.44
(0.13)
1.31
0.30
0.61
0.91
95.81%
4.19%
-
7.15
10.80
11.00
24.57
(0.02)
0.08
1.62
2.06
(1.43)
(2.66)
0.28
-
(0.43)
24.07
24.67
2.41
(0.02)
1.63
-
(2.66)
0.06
26.09
(24.07)
26.09
2.02
-
-
-
2.07
(0.01)
2.06
(0.15)
(0.06)
(0.21)
91.07%
8.93%
-
6.37
11.92
13.51
141
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
Particulars
Sensitivity Analysis
As at
March 31, 2022
As at
March 31, 2021
Present value of Defined Benefits Obligation at the end of the year
22.74
24.07
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
1%
(2.95%)
3.17%
1%
3.12%
(2.95%)
1%
(0.16%)
0.17%
1%
(3.44%)
3.77%
1%
3.77%
(3.51%)
1%
(0.18%)
0.20%
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.
Gratuity Plan for Jointly Controlled Operations- Unfunded
The Gratuity plan in the two Jointly Controlled Operation of the Company viz RInfra Astaldi Joint Venture (Metro) and Reliance
Astaldi JV (VBSL) is unfunded. During the year gratuity expenses of ` 0.05 crore (` 0.63 crore for the Financial Year 2020-
21) has been provided in statement of profit and loss and liability as at March 31, 2022 is Nil (` 0.53 crore as at March 31,
2021
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.
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.
142
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
43. 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)
Closing Balance
Outstanding as at
Maximum Outstanding
during the year
March 31, 2022 March 31, 2021 March 31, 2022 March 31, 2021
` in Crore
Name
Sr.
No.
Subsidiaries:
1 Mumbai Metro One Private Limited*
2 Mumbai Metro Transport Private Limited
Delhi Airport Metro Express Private Limited
3
PS Toll Road Private Limited
4
Reliance Airport Developers Limited
5
TK Toll Road Private Limited
6
JR Toll Road Private Limited
7
GF Toll Road Private Limited
8
9
Reliance Land System Limited
10 Reliance Aero System Private Limited
11 Reliance Defence Technologies Private Limited
12 BSES Kerala Power Limited
13 Reliance Defence and Aerospace Private Limited
14 Baramati Airport Limited
15 Latur Airport Limited
16 Nanded Airport Limited
17 Osmanabad Airport Limited
18 Yavatmal Airport Limited
19 Reliance Aerostructure Limited
20 Jai Armaments Limited*
(formerly Reliance Armaments Limited)
21 Reliance Velocity Limited
22 Reliance Defence Infrastructure Limited
23 CBD Tower Private Limited
24 Reliance SED Limited
25 Reliance Helicopters Limited
26 Reliance Cement Corporation Private Limited
27 Reliance E Generation and Management Private Limited
28 Talcher II Transmission Company Limited
Associate Company
29 Reliance Power Limited*
283.79
0.05
69.06
31.90
0.05
7.33
37.52
1.50
0.01
0.02
0.02
2.21
0.06
0.44
0.38
7.87
0.16
0.43
104.25
12.37
4.81
0.08
0.16
0.01
0.01
0.02
0.02
0.02
283.79
-
67.51
31.90
0.04
7.33
13.75
1.50
0.01
0.02
0.02
1.74
0.06
0.32
0.36
7.47
0.16
0.41
104.25
26.75
0.21
0.08
0.16
-
-
-
-
-
283.79
0.05
69.06
31.90
0.05
7.33
37.52
1.50
0.01
0.02
0.02
2.21
0.06
0.44
0.38
7.87
0.16
0.43
104.25
149.39
283.79
-
67.51
31.90
0.04
7.33
13.75
1.50
0.01
0.02
0.02
1.74
0.06
0.32
0.36
7.47
0.16
0.41
104.25
97.72
40.21
15.60
0.08
0.16
0.01
0.01
0.02
0.02
0.02
0.08
0.16
-
-
-
-
-
-
547.51
-
1,121.22
* Except for these, all loans and advances stated are interest free
1. There are no investments by loanees as at March 31, 2022 in the shares of the Company and Subsidiary Companies.
2. At the year-end, the Company-
(a) has no loans and advances in the nature of loans to firms / companies in which directors are interested.
(b) The above amounts exclude subordinate debts.
44. The Company has net receivables aggregating to ` 1,677 crore from Reliance Power Group as at March 31, 2022
(` 2,380.78 crore as at March 31, 2021). Management has recently performed an impairment assessment of these
receivables by considering inter-alia the valuations of the underlying subsidiaries of Reliance Power which are based on their
value in use (considering discounted cash flows) and valuations of other assets of Reliance Power/its subsidiaries based on
their fair values, which have been determined by external valuation experts. 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. Accordingly, based on
the assessment, impairment of said receivables are not considered necessary by the Management.
143
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
45. Lease
The Company has entered into cancellable leasing agreement for office, residential and warehouse premises renewable by
mutual consent on mutually agreeable terms. The Company has accounted ` 12.21 crore as lease rental for the current year
(` 12.13 crore for the Previous Year.)
46. Fair Value Measurement and Financial Risk Management
(A)
Fair Value Measurement
(a)
Financial Instruments by category
Particulars
As at March 31, 2022
FVOCI
FVTPL
Amortised
cost
As at March 31, 2021
FVOCI
FVTPL
Amortised
cost
Financial Assets
Investments
- Equity instruments
- Subordinate debt-Debt Instruments
- Mutual Fund
- Preference shares
- Debentures
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 interest accrued thereon)
Trade payables
Interest Payable Others
Financial guarantee obligation
Unpaid dividends
Total Financial Liabilities
3.73
-
1.77
696.11
1,432.79
-
-
-
-
-
-
-
-
-
-
-
-
-
-
- 2,927.60
- 5,166.35
16.84
-
1.08
-
341.40
-
-
0.12
- 1,584.81
69.22
-
88.91
-
76.18
-
-
193.22
-
-
696.11
-
- 1,653.08
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
178.00
-
-
-
2,934.71
5,723.37
25.96
1.21
431.62
0.17
1,677.15
56.44
73.44
-
-
2.62
-
-
30.30
2,134.40
- 10,392.17 2,425.37
- 11,132.37
-
-
-
313.78
-
313.78
- 4,597.77
- 1,591.93
62.71
-
-
-
-
10.29
- 6,262.70
-
-
-
212.55
-
212.55
-
-
-
-
-
-
4,235.72
1,568.52
59.15
-
12.25
5,875.64
(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
standalone 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, 2022
Financial instruments at FVTPL
Unquoted equity instruments
Quoted Mutual Fund
Preference shares
Debentures
Financial Guarantee Obligations
Level 1
Level 2
Level 3
` in Crore
Total
-
1.77
-
-
-
-
-
-
3.73
-
696.11
1,432.79
313.78
3.73
1.77
696.11
1,432.79
313.78
144
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
Assets and Liabilities for which fair values are disclosed as at
March 31, 2022
Financial Liabilities
Borrowings (including Interest)
Assets and Liabilities measured at fair value - recurring fair value
measurements as at March 31, 2021
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, 2021
Financial Liabilities
Borrowings (including interest)
There were no transfers between any levels during the year
Level 1
Level 2
Level 3
Total
-
Level 1
Level 2
-
72.45
-
-
-
-
-
-
-
-
-
4,597.77
Level 3
4,597.77
Total
3.73
-
696.11
1,653.08
212.55
3.73
72.45
696.11
1,653.08
212.55
Total
Level 1
Level 2
Level 3
-
-
4,235.72
4,235.72
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes mutual funds and equity
shares 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.
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, debentures and financial guarantee 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, 2020
Financial assets purchased during the year
Other fair value gains / (losses) recognised during the year
As at March 31, 2021
Other fair value gains / (losses) recognised during the year
Financial assets sold during the year
As at March 31, 2022
(e)
Fair value of financial assets and liabilities measured at amortised cost
Financial Assets
` in Crore
Financial Liabilities
` in Crore
2,013.05
493.08
(153.21)
2,352.92
(30.39)
(189.90)
2,132.63
123.86
-
(88.69)
212.55
(101.23)
-
313.78
Particulars
As at March 31, 2022
Fair value
Carrying
amount
` in Crore
As at March 31, 2021
Fair
value
Carrying
amount
Financial Liabilities
Borrowings (including interest accrued thereon)
4,235.72
The carrying amounts of trade receivables, trade payables, advances to employees including interest thereon (secured/
unsecured), inter corporate 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
4,597.77
4,597.77
4,235.72
145
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
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 inputs and relationship to fair value
Particulars
Fair Value as at
Valuation Techniques
March 31, 2022 March 31, 2021
` in Crore
Significant unobservable
inputs and range
Equity Instruments
Preference Shares
Debentures
Financial Guarantee
Obligation
3.73
696.11
1,432.79
313.78
3.73 Earnings/EBIDTA
Multiple Method
Earning growth Factor 7%
to 9%
696.11 Discounted Cash Flow Discount rate: 11% to 13%
1,653.08 Discounted Cash Flow Discount rate: 11% to 13%
212.55 Credit Default Swap
(CDS)
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 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, 2022:
Expected credit loss for financial assets where general model is applied
146
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
Year ended March 31, 2022
Asset group
Particulars
Internal
credit rating
Estimated
gross carrying
amount at
default
Expected
probability
of default
Expected
credit
losses
` in Crore
Carrying
amount net
of provision
Rating 2
Loss allowance
measured at
12 month /
Life time
expected credit
losses
Financial
assets for
which credit
risk has / has
not increased
significantly
since initial
recognition
Expected credit loss for financial assets where general model is applied
Security
deposits
Interest
and Other
receivables
Inter
corporate
deposits
Rating 2/3
Rating 1
16.84
2,070.45
8,995.49
0%
7%
NIL
16.84
143.03
1,927.42
43% 3,829.14
5,166.35
Year ended March 31, 2021
Asset group
Particulars
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
Interest
and Other
receivables
Inter
Corporate
Deposits
Internal
credit
rating
Estimated
gross
carrying
amount at
default
Expected
probability
of default
Expected
credit
losses
` in Crore
Carrying amount
net of provision
Rating 2
25.96
0%
NIL
25.96
Rating 1
2,253.17
6%
143.03
2,110.14
Rating
2 / 3
9,552.50
40% 3,829.14
5,723.36
(iii) Reconciliation of loss allowance provision -Trade receivables, retentions on contract under simplified approach
Reconciliation of loss allowance
Loss allowance as at March 31, 2020
Changes in loss allowance
Loss allowance as at March 31, 2021
Changes in loss allowance
Loss allowance as at March 31, 2022
` in Crore
Lifetime expected credit
losses measured using
simplified approach
63.96
-
63.96
32.12
96.08
(iv) Reconciliation of loss allowance provision - Other than trade receivables, retentions on contract under general
approach
Reconciliation of loss allowance
Loss allowance as at March 31, 2020
Add / (Less): Changes in loss allowances due to assets originated or purchased (Net)
Loss allowance as at March 31, 2021
Add / (Less): Changes in loss allowances due to assets originated or purchased (Net)
Loss allowance as at March 31, 2022
(b)
Liquidity risk
Loss allowance
measured at 12 month
expected losses
3,972.17
-
3,972.17
-
3,972.17
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.
147
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
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 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 analyses 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, 2022
Non-derivatives
Borrowings*
Trade payables (Including Retention payable)
Financial guarantee obligation
Other finance liabilities
Total non-derivative liabilities
Contractual maturities of financial liabilities March 31, 2021
Borrowings*
Trade payables (Including Retention payable)
Financial guarantee obligation
Other finance liabilities
Total non-derivative liabilities
Less than
1 year
More than
1 year
` in Crore
Total
4,453.94
1,576.44
-
10.29
431.08
15.49
313.78
-
4,885.02
1,591.93
313.78
10.29
6,040.67
760.35
6,801.02
4,120.53
1,550.36
-
12.25
431.08
18.16
212.55
-
4,551.61
1,568.52
212.55
12.25
5,683.14
661.79
6,344.93
*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.
Particulars
As at March 31, 2022
As at March 31, 2021
USD in Crore
EUR in Crore USD in Crore
EUR in Crore
Financial Assets
Investment in preference shares
Trade Receivable
Advance to Vendor
Exposure to foreign currency risk (Assets)
Financial Liabilities
Advance from Customer
Trade payables
Exposure to foreign currency risk (Liabilities)
9.81
29.34
1.28
40.43
0.20
7.12
7.32
-
1.33
-
1.33
-
2.47
2.47
9.81
29.25
1.53
40.58
0.82
2.50
3.32
-
1.33
0.03
1.36
-
2.48
2.48
The outstanding SEK denominated balance being insignificant has not been considered.
148
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
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 ` in Crore
March 31, 2022
March 31, 2021
144.81
(144.81)
158.02
158.02
The outstanding EURO and SEK 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, 2022 and March 31, 2021, 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
` in Crore
As at
March 31, 2022
As at
March 31, 2021
2,525.98
1,316.95
3,842.93
2,472.13
1,335.96
3,808.09
As at the end of the reporting period, the Company had the following variable rate borrowings outstanding:
March 31, 2022
March 31, 2021
Particulars
Weighted
average
interest rate
Balance
` in Crore
% of total
loans
Weighted
average
interest rate
Balance
` in Crore
% of total
loans
Borrowings
11.95%
2,525.98
65.73%
11.87%
2,472.13
64.92%
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
` in Crore
Impact on loss/profit before tax (` in Crore)
March 31, 2022
March 31, 2021
(25.26)
5.05
(24.72)
4.94
The Company’s exposure to equity securities price risk arises from unquoted and quoted equity investments 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.
149
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
(b)
Sensitivity
Particulars
Price increase by 10%
Price decrease by 10%
47. Capital Management
Impact on other components of equity
(` in Crore)
March 31, 2022
March 31, 2021
0.37
(0.37)
7.62
(7.62)
(a)
The Company considers the following components of its Balance Sheet to be managed capital:
1.
Total equity – Share Capital , Share warrants, Share premium, Retained profit, General reserves and Other reserves
2. Working capital.
(b)
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.
150
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
48. Financial Performance Ratio
Ratio
Numerator
Denominator
As at
March 31, 2022
As at
March 31, 2021
Variance #
Sr.
No.
1.
4.
5.
6.
7.
8.
Current Ratio
(In times)
Current Assets
Current Liabilities
2. Debt-Equity Ratio
Total Debts
Total Equity
(in times)
3. Debt Service
Coverage Ratio
(In times)
Earnings before
Interest, Tax,
depreciation &
amortisation and
exceptional items
Interest and Principal
Repayment of Long
Term Debt within
one year
1.33
0.37
0.09
1.41
(5.67)%
0.37
-
0.30
(70.00)%
Interest Service
Coverage Ratio
(In times)
Earnings before
Interest, Tax and
exceptional items
Interest Expenses
0.84
2.05
(59.02)%
Return on Equity
Ratio (in %)
Profit for the year
Total Equity
(3.63)
(0.18)
(1,916.67)%
Inventory turnover
ratio (In times)
Revenue from
Operation
Average Inventory
*
*
*
Trade Receivables
turnover ratio
(In times)
Trade payables
turnover ratio
(In times)
9. Net capital turnover
ratio
(In times)
Revenue from
Operation
Average Trade
Receivable
0.50
0.48
4.17%
Total construction
material
consumed &
sub-contracting
charges and other
expenses
Revenue from
Operation
Average Trade
Payable
0.94
0.79
(18.98)%
Working Capital
0.25
0.25
-
10. Net profit ratio (in
Profit after Tax
%)
Revenue from
Operation
(25.16%)
(1.33)% (2121.24)%
11. Return on Capital
employed (in %)
Profit before tax
and Finance Cost
12 Return on
investments
(in %)
Income
Generated from
Investments
Capital Employed
0.02
0.08
(75.00)%
Average Investments
-
-
-
* Inventory represents store, spares and consumables only, hence Inventory turnover ratio is not applicable to the Company.
# Explanation for variance more than 25%: Lower revenue and no exceptional income during the current year as compare to
previous year.
49. 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 Shri S S Kohli as Chairman, Ms. Manjari Kacker, Shri K Ravikumar, Dr. Thomas Mathew 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. The Company is not required to spend any amount towards Corporate Social
Responsibility as per section 135 of the Act since there is no average profit in the preceding three financial years calculates as
per the provisions of the Act.
151
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022
50. The Company has outstanding obligations payable to its lenders and in respect of loan arrangements of certain entities including
subsidiaries/associates where the Company is also a guarantor where certain amounts have also fallen due. The Company has
repaid substantial debt during the previous financial year vis a vis certain debts repayment in the current financial year also.
The Company is confident of meeting balance obligations by way of time bound monetisation of its assets and receipt of
various claims including receivable from DAMEPL against the DMRC arbitration award and accordingly, notwithstanding the
dependence on these material uncertain events, the Company continues to prepare the Standalone Financial Statements on
a ‘Going Concern’ basis.
51. COVID-19 pandemic had impacted businesses across the globe and India causing significant disturbance and slowdown of
economic activities. The Company has considered all possible impact of COVID-19 in preparation of the standalone financial
statement, including assessment of the recoverability of financial and non-financial assets based on the various internal and
external information and assumptions relating to economic forecasts up to the date of approval of these standalone financial
statement. The aforesaid assessment is based on projections and estimations which are dependent on future development
including government policies. Any changes due to the changes in situations/circumstances will be taken into consideration, if
necessary, as and when it crystallizes.
52. The Code on Social Security, 2020 relating to employee benefits during employment and post- employment benefits has
received presidential assent. However the effective date of the code and final rules are yet to be notified. The Company will
assess the impact once the subject rules are notified and will give appropriate impact in its financial statements in the period
in which, the Code becomes effective.
53. The figures for the previous year ended March 31, 2021 have been regrouped and rearranged to make them comparable with
those of current year. 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 and on behalf of the Board
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No: 101720W/W100355
DIN – 00169907
S S Kohli
Manjari Kacker DIN - 06945359
DIN - 00119753
K Ravikumar
Directors
Parag D. Mehta
Partner
Membership No. 113904
Place : Mumbai
Date : May 13, 2022
Punit Garg
Vijesh Babu Thota
Paresh Rathod
DIN – 00004407
Executive Director and Chief Executive Officer
Chief Financial Officer
Company Secretary
Place : Mumbai
Date : May 13, 2022
152
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2022 Statement on Impact of Audit Qualifications on Standalone Financial Results
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, 2022
[See Regulation 33 / 52 of the SEBI (LODR) (Amendment) Regulations, 2016]
I
Sr.
No.
Particulars
1
2
3
4
6
7
8
9
Turnover / Total income
Total Expenditure including exceptional items
Net profit/(loss) for the year after tax
Earnings Per Share (`)
Total Assets
Total Liabilities
Net Worth
Total Equity
Audited Figures (` in
Crore) (as reported
before adjusting for
qualifications)
Audited Figures (` in
Crore) (audited figures
after adjusting for
qualifications) quoted in
II (a)(2)
1,973.21
2,341.50
(368.29)
(14.00)
20,039.23
9,898.68
9,493.13
10,140.55
1,973.21
2,341.50
(368.29)
(14.00)
20,039.23
9,898.68
4,468.25
10,140.55
II
Audit Qualification (each audit qualification separately):
a.
Details of Audit Qualification:
1.
We refer to Note 9 to the standalone financial results regarding the Company’s exposure in an EPC Company
as on March 31, 2022 aggregating to ` 6526.82 crore (net of provision of ` 3,972.17 crore. Further, the
Company has also provided corporate guarantees aggregating to ` 1,775 crore on behalf of the aforesaid EPC
Company towards borrowings of the EPC Company.
According to the Management of the Company, these amounts have been funded mainly 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 and the EPC Company will be able to meet its obligation.
As referred to in the above note, the Company has further provided Corporate Guarantees of ` 4,895.87 crore
in favour of certain companies towards their borrowings. According to the Management of the Company these
amounts have been given for general corporate purposes.
2.
We were unable to evaluate about the relationship, recoverability and possible obligation towards the
Corporate Guarantees given. Accordingly, we are unable to determine the consequential implications arising
therefrom in the standalone financial results of the Company.
We refer to Note 10 of the Standalone financial results wherein the loss on invocation of shares and/or fair
valuation of shares of investments held in Reliance Power Limited (RPower) aggregating to ` 5,024.88 crore
for the year ended March 31, 2020 was adjusted against the capital reserve as against charging the same in
the Statement of Profit and Loss. The said treatment of loss on invocation and fair valuation of investments
was not in accordance with the Ind AS 28 “Investment in Associates and Joint Venture”, Ind AS 1 “Presentation
of Financial Statements” and Ind AS 109 “Financial Instruments”. Had the Company followed the above Ind
AS’s Net Worth of the Company as at March 31, 2021 and March 31, 2022 would have been lower by
` 5,024.88 crore.
b.
c.
Type of Audit Qualification : Qualified Opinion / Disclaimer
of Opinion / Adverse Opinion
Frequency of qualification: Whether appeared first time /
repetitive / since how long continuing
Disclaimer of Opinion
Item II(a)(1) - Since year ended March 31, 2019
Item II(a)(2) - Since year ended March 31, 2020
153
Reliance Infrastructure Limited
Statement on Impact of Audit Qualifications on Standalone Financial Results
d.
For Audit Qualification(s) where the impact is quantified by the auditor, Management's Views:
With respect to Item II(a)(2) Management view is set out as below:
During the year ended March 31, 2020 ` 3,050.98 crore being the loss on invocation of pledge of shares of
RPower held by the Company has been adjusted against the capital reserve. According to the management of the
Company, this is an extremely rare circumstance where even though the value of long term strategic investment
is high, the same is being disposed off at much lower value for the reasons beyond the control of the Company,
thereby causing the said loss to the Company. Hence, being the capital loss, the same has been adjusted against
the capital reserve.
Further, due to above said invocation, during the year ended March 31, 2020, investment in RPower has been
reduced to 12.77% of its paid-up share capital. Accordingly in terms of Ind AS 28 on Investments in Associates,
RPower ceases to be an associate of the Company. Although this being strategic investment and Company continues
to be promoter of the RPower, due to the invocations of the shares by the lenders for the reasons beyond the
control of the Company the balance investments in RPower have been carried at fair value in accordance with Ind
AS 109 on financial instruments and valued at current market price and loss of ` 1,973.90 crore being the capital
loss, has been adjusted against the capital reserve
For Audit Qualification(s) where the impact is not quantified
by the auditor (with respect to II(a)(1) above:
(i)
Not Determinable
Management's estimation on the impact of audit
qualification:
If management is unable to estimate the impact, reasons for the same:
(ii)
e.
With respect to Item II(a)(1) Management view is set out, as below:
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 Reliance
Group. To this end along with other companies of the Reliance Group the Company funded EPC Company by
way of project advances, subscription to debentures and inter corporate deposits. The total exposure of the
Company as at March 31, 2022 is ` 6,526.82 crore (net of provision of ` 3,972.17 crore). The Company has
also provided corporate guarantees aggregating of ` 1,775 crore. The activities of EPC Company have been
impacted by the reduced project activities of the companies of the Reliance Group. While the Company is
evaluating the nature of relationship; if any, with the independent EPC Company, based on the analysis carried
out in earlier years, the EPC Company has not been treated as related party.
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. Based on the available facts, the provision made
will be adequate to deal with any contingency relating to recovery from the EPC Company. The Company
has further provided corporate guarantees of ` 4,895.87 crore on behalf of certain companies towards their
borrowings. As per the reasonable estimate of the Management of the Company, it does not expect any
obligation against the above guarantee amount.
(iii) Auditors' Comments on (i) or (ii) above:
Impact is not determinable.
III
Signatories:
Punit Garg
(Executive Director and Chief Executive Officer )
Vijesh Thota
(Chief Financial Officer)
Manjari Kacker #
(Audit Committee Chairman)
Statutory Auditors
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No:101720W /W100355
Parag D Mehta
Partner
Membership No. 113904
UDIN: 22113904AIYPPF4266
Place: Mumbai
Date: May 13, 2022
# Present in the meeting through audio visual means
154
Reliance Infrastructure Limited
Independent Auditors’ Report on the Consolidated Financial Statements
To the Members of Reliance Infrastructure Limited
2.
Report on the Audit of the Consolidated Financial
Statements
Disclaimer of Opinion
We were engaged to audit the accompanying consolidated
financial statements of Reliance
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 March 31,
2022, the consolidated statements of profit and loss (including
other comprehensive income), consolidated statements of
changes in equity and consolidated statements 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 no. 32 to the consolidated financial
statements regarding the Parent Company has exposure
in an EPC Company as on March 31, 2022 aggregating
to ` 6526.82 Crore (net of provision of ` 3,972.17
Crore). Further, the Parent Company has also provided
corporate guarantees aggregating to ` 1,775 Crore on
behalf of the aforesaid EPC Company towards borrowings
of the EPC Company.
According to the Management of the Parent Company,
these amounts have been funded mainly 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 Parent Company and its
subsidiaries and its associates and the EPC Company will
be able to meet its obligation.
As referred to in the above note, the Parent Company
has further provided Corporate Guarantees of ` 4,895.87
Crore on behalf of certain companies towards their
borrowings. According to the Management of the Parent
Company these amounts have been given for general
corporate purposes.
We were unable to obtain sufficient and appropriate
audit evidence about the relationship, the recoverability
and possible obligation towards the Corporate Guarantee
given. Accordingly, we are unable to determine the
consequential implications arising therefrom in the
consolidated financial statements.
3.
4.
We refer to Statement of Changes in Equity of the
consolidated financial statement wherein the loss on
invocation of shares and/or fair valuation of shares of
investments held in Reliance Power Limited (RPower)
aggregating to ` 5,312.02 Crore for the year ended March
31, 2020 was adjusted against the capital reserve/ capital
reserve on consolidation as against charging the same
in the Statement of Profit and Loss. The said treatment
of loss on invocation and fair valuation of investments
was not in accordance with the Ind AS 28 “Investment
in Associates and Joint Venture”, Ind AS 1 “Presentation
of Financial Statements” and Ind AS 109 “Financial
Instruments”. Had the Company followed the above Ind
AS’s the retained earnings as at March 31, 2021 and
March 31, 2022 would have been lower by `5,312.02
Crore, capital reserve and capital reserve on consolidation
of the Company as at March 31, 2021 and March 31,
2022 would have been higher by ` 5,024.88 Crore and `
287.14 Crore respectively .
We refer to Note no. 37(d) of the consolidated financial
statements regarding non provision of interest amounting
to and ` 358.08 Crore for the Year ended March 31,
2022 and ` 340.78 Crore up to March 31, 2021 on the
borrowings of Vidarbha Industries Power Limited (VIPL)
a wholly owned subsidiary company of Reliance Power
Limited (RPower) an associate of the Parent Company.
VIPL has not provided for the interest for the reasons stated
in the aforesaid note. The said non provision of the interest
expenses on borrowings of VIPL is not in accordance with
the provisions of Ind AS 23 “Borrowing Cost” and Ind AS
1 “Presentation of Financial Statements”. Had the interest
been provided by VIPL, the share of Loss from associate in
the Consolidated Financial Statement of the group would
increased by ` 60.49 Crore for the year ended March 31,
2022 and Capital Reserve reduced by ` 96.06 Crore as at
March 31, 2022 and ` 156.55 Crore being reduced from
the investment in the associates.
We draw attention to Note no. 37(c) of the consolidated
financial statements which sets out the fact that, Vidarbha
Industries Power Limited (VIPL) has incurred losses during
the year ended March 31, 2022 as well as during the
previous years, its current liabilities exceeds current assets,
Power Purchase Agreement with Adani Electricity Mumbai
Limited stands terminated w.e.f. December 16, 2019, its
plant remaining un-operational since January 15, 2019
and one of the lenders filed an application under the
provision of Insolvency and Bankruptcy Code. These events
and conditions indicate material uncertainty exists that may
cast a significant doubt on the ability of VIPL to continue as
a going concern. However the financial statements of VIPL
have been prepared on a going concern basis for the factors
stated in the aforesaid note. The auditors of VIPL are unable
to obtain sufficient and appropriate audit evidence regarding
management’s use of the going concern assumption in the
preparation of consolidated financial statements, in view
of non-provisioning of interest as explained in paragraph
3 above together with the events and conditions more
explained in the note 37(d) of the Statement does not
adequately support the use of going concern assumption in
preparation of the financial statements of VIPL.
155
Reliance Infrastructure Limited
Independent Auditors’ Report on the Consolidated Financial Statements
Material Uncertainty Related to Going Concern
We draw attention to Note no. 31 to the consolidated financial
statements in respect of:
1.
2.
3.
4.
5.
Mumbai Metro One Private Limited (MMOPL) whose net
worth has been eroded and, as at the year end, MMOPL’s
current liabilities exceeded its current assets. These events
or conditions, along with other matters as set forth in
Note no. 31(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.
GF Toll Road Private Limited (GFTR) due to the inability
of GFTR to repay the overdue amount of installments,
the lenders have classified GFTR as a Non-Performing
Asset (NPA). The events and conditions along with the
other matters as set forth in Note no. 31(b) to the
consolidated financial statements, indicate that a material
uncertainty exists that may cast significant doubt on
GFTR ability to continue as a going concern. However,
the financial statements of GFTR have been prepared on
a going concern basis for the reasons stated in the said
Note.
TK Toll Road Private Limited (TKTR), which indicates that
TKTR has incurred a net loss during the year ended March
31, 2022 and as on date the current liabilities exceed
the current assets. These conditions along with other
matters set forth in Note no. 31(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.
TD Toll Road Private Limited (TDTR), which indicates that
TDTR has incurred a net loss during the year ended March
31, 2022 and as on date the current liabilities exceed
the current assets. These conditions along with other
matters set forth in Note no.31(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.
JR Toll Road Private Limited (JRTR), which indicates that
JRTR has incurred a net loss during the year ended March
31, 2022 and as on date the current liabilities exceed the
current assets. These conditions along with other matters
set forth in Note no. 31(e) to the consolidated financial
results, indicate that a material uncertainty exists that
may cast significant doubt on JRTR’s ability to continue
as a going concern. However, the financial statements of
JRTR have been prepared on a going concern basis for the
reasons stated in the said Note.
6.
KM Toll Road Private Limited (KMTR), has terminated the
Concession Agreement with National Highways Authority
of India (NHAI) for Kandla Mundra Road Project (Project)
on May 7, 2019, and accordingly the operations of the
156
Project post termination date has ceased to continue.
These conditions alongwith the other matters set forth in
Note no. 8 indicate that material uncertainty exists that
may cast significant doubt on KMTR’s ability to continue
as a going concern. However, the financial statements of
KMTR have been prepared on a going concern basis for the
reasons stated in the said Note.
7.
Delhi Airport Metro Express Private Limited (DAMEPL)
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 no. 29
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 refered this matter in the
‘Emphasis of Matter’ Paragraph in their report.
8.
Additionally the auditors of certain subsidiaries and
associates have highlighted material uncertainties related
to going concern / emphasis of matter paragraph in their
respective audit reports.
The Parent Company has outstanding obligations to lenders and
is also an guarantor for its subsidiaries and as stated in paragraphs
1 to 8 above in respect of the subsidiaries and associates of the
Parent Company, the consequential impact of these events or
conditions, along with other matters as set forth in Note no.
31(f) to the consolidated financial statements, indicate that a
material uncertainty exists that may cast significant doubt on
the Group’s ability to continue as a going concern.
Our opinion on the consolidated financial statements is not
modified in respect of the above matters.
Emphasis of matter
1.
We draw attention to Note no.37(a) to the consolidated
financial Statement which describes the impairment
assessment in accordance with Ind AS 36 “Impairment of
assets” / Ind AS 109 “Financial Instruments” performed
by the Company in respect of net receivables of `1,677
Crore as at March 31,2022 from Reliance Power Limited
associate of the company and its Subsidiaries (“RPower
Group”) . 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 independent valuation
reports, no impairment is considered necessary on the
receivables by the management.
2.
We draw attention to Note no. 8 to the consolidated
financial statements with respect to KMTR has terminated
the concession agreement with NHAI on May 7, 2019 and
accordingly, the business operations of the company post
termination date has ceased to continue. No provision for
impairment in values of assets of the Company has been
considered in the financial statements of KMTR for the
reasons stated in the said note.
3.
We draw attention to Note no. 36(f) to the consolidated
financial Statement with regard to Delhi Electricity
Reliance Infrastructure Limited Independent Auditors’ Report on the Consolidated Financial Statements
Regulatory Commission (DERC) Tariff Order received by
BSES Rajdhani Power Limited (BRPL) and BSES Yamuna
Power Limited (BYPL) (Delhi Discoms), subsidiaries of the
Parent Company, wherein Delhi Discoms has preferred
appeals before Hon’ble Appellate Tribunal for Electricity
(“APTEL”) against disallowances by Delhi Electricity
Regulatory Commission (“DERC”) in various tariff orders.
As stated in note and on the basis of legal opinion, the
Delhi Discoms has, in accordance with Ind AS 114 (and it’s
predecessor AS) treated such amount as they ought to be
treated as in terms of accepted regulatory frame work in
the carrying value of Regulatory Deferral Account Balance
as at March 31, 2022. The opinion of BRPL and BYPL’s
auditors is not modified in respect of this matter.
We draw attention to Note no. 36(c) to the consolidated
financial Statement regarding outstanding balances payable
to Delhi State utilities and timely recovery of accumulated
regulatory deferral account balance by Delhi Discoms in
respect of which the matter is pending before Hon’ble
Supreme Court. The opinion of BRPL and BYPL’s auditors is
not modified in respect of this matter.
We draw attention to Note no. 33 to the consolidated
financial statements, as regards to the management
evaluation of COVID – 19 impact on the future performance
of the Group. Our opinion is not modified in respect of the
above matters.
4.
5.
Our opinion on the consolidated financial statements 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 (“ the Act”) that give a true and fair
view of the consolidated state of affairs, consolidated losses and
other comprehensive loss, consolidated statements of changes in
equity and consolidated cash flows of the Group and 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 misstatements,
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.
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 .
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.
B.
in
included
the financial
the
financial
statements, whose
statements of
We did not audit
consolidated
subsidiaries
44
financial
statements
reflect total assets of ` 40,660.73 Crore as at
March 31, 2022, total revenue of ` 16,434.70 Crore
and net cash inflows amounting to ` 318.35 Crore for the
year ended March 31, 2022. The consolidated financial
statements also include the Group’s share of net profit
and other comprehensive income of ` (128.88) Crore and
` (127.59) Crore for the year ended March 31, 2022 in
respect of 6 associates and 1 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
information of 4
The financial statements/financial
subsidiaries, whose
statements /financial
information reflect total assets of ` 435.97 Crore as at
March 31, 2022, total revenues of ` 155.24 Crore and
net cash inflows amounting to ` 52.07 for the year ended
March 31, 2022. The consolidated financial results also
includes the Group’s share of net Profit/(loss) after tax and
total comprehensive income of ` Nil for the year ended
March 31, 2022 as considered in the consolidated financial
statements in respect of unaudited financial statements of
1 associate. These unaudited financial statements /financial
information have been furnished to us by the Management
157
Reliance Infrastructure Limited Independent Auditors’ Report on the Consolidated Financial Statements
and our opinion on the consolidated financial statements in
so far as it relates to the amounts and disclosures included
in respect of this subsidiaries and associate 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 and associate
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
1.
As required by the Companies (Auditor’s Report) Order,
2020 (“the Order”) issued by the Central Government of
India in terms of Section 143(11) of the Act, we give in
the “Annexure A” a statements 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, 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)
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
statements of profit and loss (including other
comprehensive income), the consolidated statements
of changes in equity and the consolidated statements
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 Uncertainty related to Going Concern
may have an adverse effect on the functioning of the
Group.
158
f)
in
The Parent Company and one of the associate
company has defaulted
repayment of the
obligations to its lenders and debenture holders
which is outstanding as at March 31, 2022. Based
on the legal opinion obtained by the Parent Company
and associate company and based on the written
representations received from the directors of the
Parent Company and associate company as on March
31, 2022 taken on record by the Board of Directors
of the Parent Company and associate company and
the reports of the statutory auditors of its subsidiaries,
associates 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 March 31, 2022 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 of Opinion section.
h)
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 subsidiaries, associates
and joint venture incorporated in India which were
not audited by us, the remuneration paid during the
current year by the Parent Company, its subsidiaries,
associates and joint venture to its directors is in
accordance with the provisions of Section 197 of the
Act.
i)
With respect to the adequacy of the internal financial
controls with reference to consolidated financial
statements of the Parent Company, its subsidiaries,
associates and joint venture incorporated in India and
the operating effectiveness of such controls, refer to
our separate Report in “Annexure B”.
(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.
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
March 31, 2022 on the consolidated financial
position of the Group, its associates and joint
venture. Refer Note no. 23 to the consolidated
financial statements.
ii.
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
Reliance Infrastructure Limited
Independent Auditors’ Report on the Consolidated Financial Statements
iii.
iv.
long-term contracts including derivative contracts
during the year ended March 31, 2022.
Other than for dividend amounting to ` 0.26
crore pertaining to the financial year 2010-11,
financial year 2011-12, financial year 2012-13
and financial year 2013-14 , which were kept in
abeyance by the Parent Company, due to pending
litigation amongst the investors, 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 March 31, 2022.
(a)The respective Managements of the Parent
Company and its subsidiaries, associates and
joint venture which are companies incorporated
in India whose financial statements have been
audited under the Act have represented to us and
the auditors of such subsidiaries, associates and
joint venture respectively that, to the best of their
knowledge and belief, as disclosed in the notes
to the accounts no funds have been advanced or
loaned or invested (either from borrowed funds
or share premium or any other sources or kind of
funds) by the Company or any of such subsidiaries,
associates and joint venture to or in any other
persons or entities, including foreign entities
(“Intermediaries”), with
the understanding,
whether recorded in writing or otherwise, that
the Intermediary shall, directly or indirectly lend
or invest in other persons or entities identified in
any manner whatsoever by or on behalf of the
Company or any of such subsidiaries, associates
and joint venture (“Ultimate Beneficiaries”) or
provide any guarantee, security or the like on
behalf of the Ultimate Beneficiaries;
(b) The respective Management of the Company
and its subsidiaries, associates and joint venture
which are companies incorporated in India
whose financial statements have been audited
under the Act have represented to us and the
auditors of such subsidiaries, associates and joint
venture respectively that, to the best of their
knowledge and belief, as disclosed in the notes
to the accounts no funds have been received
by the Company or any of such subsidiaries,
associates and joint venture from any person(s)
or entity(ies), including foreign entities (“Funding
Parties”), with the understanding, whether
recorded in writing or otherwise, that the
Company or any of such subsidiaries, associates
and joint venture shall, directly or indirectly, lend
or invest in other persons or entities identified
in any manner whatsoever by or on behalf of
the Funding Party (“Ultimate Beneficiaries”) or
provide any guarantee, security or the like on
behalf of the Ultimate Beneficiaries;
(c)Based on our audit procedure conducted that
are considered reasonable and appropriate in
the circumstances performed by us and those
performed by the auditors of such subsidiaries,
associates and joint venture which are companies
incorporated in India whose financial statements
have been audited under the Act, nothing has
come to our and other auditors attention that
cause us or the other auditors to believe that
the representation given by the management
under paragraph (2) (B) (iv) (a) & (b) contain
any material misstatements.
v.
The Parent Company and its subsidiaries and
associates incorporated in India has not declared
or paid any dividend during the current year
except one susidiary and one joint venture
company have proposed final dividend for the
year which is subject to the approval of the
member at the ensuing Annual General Meeting.
The same is in compliance with section 123 of
the Act, as applicable.
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No. 101720W/W100355
Parag D. Mehta
Partner
Membership No. 113904
UDIN: 22113904AIYQFI7525
Place: Mumbai
Date: May 13, 2022
159
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 2022.
(Referred to in paragraph 1 under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)
xxi
According to the information and explanations given to us, following companies incorporated in India and included in the
consolidated financial statements, have certain remarks included in their reports under Companies (Auditor’s Report) Order,
2020 (“CARO”), which have been reproduced as per the requirements of the Guidance Note on CARO:
Name of the Entities
Sr.
No.
CIN
Holding/
Subsidiary/
Associate/
JV
Clause number of CARO
Report which is qualified or
adverse remarks
Reliance Infrastructure Limited
L75100MH1929PLC001530 Holding
i(c),iii(a), iii(b), iii(c), iii(d), iv,
vii(a), vii(b), ix(a),xi(a),xiii, xv,
xvii, xix
Delhi Airport Metro Express Private
Limited.
U74210DL2008PTC176177
Subsidiary
ix (a)
DS Toll Road Limited
U23300MH2005PLC154360 Subsidiary
vii(a), vii(b)
GF Toll Road Private Limited.
U74990MH2008PTC189112 Subsidiary
ix(a), xix
HK Toll Road Private Limited
U45203MH2010PTC203370 Subsidiary
xix
JR Toll Road Private Limited
U45203MH2009PTC197721 Subsidiary
vii(a), ix(a), xix
KM Toll Road Private Limited
U45203MH2010PTC199705 Subsidiary
ix(a), xix
Mumbai Metro One Private Limited.
U45201MH2006PTC166433 Subsidiary
Mumbai Metro Transport Private Limited U60222MH2009PTC196739 Subsidiary
xix
xix
NK Toll Road Limited
U67190MH2005PLC154359 Subsidiary
vii(a), vii(b)
PS Toll Road Private Limited
U45203MH2010PTC199879 Subsidiary
vii(a),vii(b), ix(a)
Reliance Aero System Private Limited
U75302MH2016PTC288567 Subsidiary
Reliance Aerostructure Limited
U74120MH2015PLC263781 Subsidiary
Reliance Cruise & Terminals Limited
U75210MH2016PLC273310 Subsidiary
Reliance Defence and Aerospace Private
Limited
U74999MH2014PTC260285 Subsidiary
Reliance Defence Infrastructure Limited
U74999MH2015PLC263816 Subsidiary
Reliance Defence Technologies Private
Limited
U74999MH2014PTC260286 Subsidiary
xix
xix
xix
xix
xix
xix
Reliance Power Limited
L40101MH1995PLC084687
Associate
ix(a), xix
RPL Photon Private Limited
U40300MH2010PTC209609 Associate
vii(a)
SU Toll Road Private Limited
U74999MH2007PTC169145 Subsidiary
vii(a),vii(b)
TD Toll Road Private Limited
U45400MH2007PTC169141 Subsidiary
vii(a), vii(b), ix(a), xix
TK Toll Road Private Limited
U45203MH2007PTC169208 Subsidiary
vii(a),vii(b),ix(a), xix
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
160
Reliance Infrastructure Limited Annexure B to the Independent Auditor’s Report
Annexure B to the Independent Auditor’s Report on the consolidated financial statements of Reliance Infrastructure Limited
for the year ended March 31, 2022
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
We were engaged to audit the internal financial controls over
financial reporting 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 March 31,
2022, 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 management 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 control
over financial reporting 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 over financial reporting
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 prescribed
under section 143(10) of the Act,, 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 over financial reporting with
reference to the consolidated financial statements of the Parent
Company.
Meaning of Internal Financial controls over financial reporting
with Reference to Consolidated Financial Statements
A company’s internal financial controls over financial reporting
with reference to consolidated financial statements are 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
over financial reporting 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
As at March 31, 2022, the Parent Company has exposure in an
EPC Company as on March 31, 2022 aggregating `6526.82
Crore (net of provision of `3,972.17 crore). Further, the Parent
Company has provided corporate guarantees aggregating to
`1,775 crore on behalf of the aforesaid EPC Company towards
borrowings of the EPC Company.
The Parent Company has further provided Corporate Guarantees
of ` 4,895.87 Crore on behalf of certain companies towards
their borrowings.
We were unable to evaluate about the relationship, recoverability
and possible obligation towards the Corporate Guarantees given.
Accordingly, we are unable to determine the consequential
implications arising therefrom in the consolidated financial
statements of the Group and its associates and joint ventures.
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 March 31, 2022.
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 over financial reporting with reference to consolidated
financial statements insofar as it relates to 44 subsidiary
companies, 6 associate companies and 1 Joint Venture, which are
companies incorporated in India, is based on the corresponding
reports of the auditors of such companies incorporated in India.
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No. 101720W/W100355
Parag D. Mehta
Partner
Membership No. 113904
UDIN: 22113904AIYQFI7525
Place:Mumbai
Date: May 13, 2022
161
Reliance Infrastructure Limited Consolidated Balance Sheet as at March 31, 2022
Particulars
ASSETS
Non-current Assets
Property, Plant and Equipment
Capital work-in-progress
Goodwill on Consolidation
Concession Intangible Assets
Other Intangible Assets
Intangible Assets under development
Financial Assets:
Investments
Trade Receivables
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
Assets classified as held for sale
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
Lease Liabilities
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
Lease Liabilities
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
Liabilities relating to assets held for sale
Total Equity and Liabilities
# Refer Note 27
The accompanying notes form an integral part of the Consolidated Financial Statements (1 – 44).
As per our attached Report of even date
For and on behalf of the Board
Notes
No.
As at
March 31, 2022
` Crore
As at
March 31, 2021#
3
3
4
4(a)
4
4
6(a)
7(a)
7(d)
7(e)
13(f)
7(f)
5
6(b)
7(a)
7(b)
7(c)
7(d)
7(e)
7(f)
8
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
8
8,792.01
860.45
76.75
8,940.90
1,192.08
1,337.67
4853.50
11.51
0.41
322.23
130.03
44.51
119.09
26,681.14
66.26
2.80
4,113.57
981.66
259.71
4,673.80
2,373.11
75.62
1,118.88
13,665.41
1,742.32
20,600.36
62,689.23
263.03
12,300.88
12,563.91
3,927.17
16,491.08
5,452.25
63.67
-
15.49
2,600.54
684.53
398.63
3,087.21
12,302.32
7,194.92
7.00
108.50
16,773.32
4,996.45
2,808.34
168.07
468.31
32,524.91
1,370.92
62,689.23
8,765.69
874.96
76.75
9,461.71
1,200.36
1,149.82
1,768.10
86.37
0.53
286.30
169.27
82.03
160.88
24,082.77
72.66
0.99
3,925.57
632.18
293.69
5,216.97
4,304.72
26.25
1,515.80
15,988.83
1,697.15
20,394.66
62,163.41
263.03
10,597.41
10,860.44
3,774.72
14,635.16
6,472.90
63.08
-
18.16
2,416.20
659.10
426.51
3,091.92
13,147.87
7,357.14
14.10
60.26
16,407.31
4,582.45
3,932.35
256.71
445.43
33,055.75
1,324.63
62,163.41
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No: 101720W/W100355
DIN – 00169907
S S Kohli
Manjari Kacker DIN - 06945359
DIN - 00119753
K Ravikumar
Directors
Parag D. Mehta
Partner
Membership No. 113904
Place : Mumbai
Date : May 13, 2022
162
Punit Garg
Vijesh Babu Thota
Paresh Rathod
DIN – 00004407
Executive Director and Chief Executive Officer
Chief Financial Officer
Company Secretary
Place : Mumbai
Date : May 13, 2022
Reliance Infrastructure Limited
Consolidated Statement of Profit and Loss for the year ended March 31, 2022
Particulars
Revenue from Operations
Other Income
Total Income
Expenses
Cost of Power Purchased
Cost of Fuel Consumed
Construction Material Consumed and Sub-Contracting Charges
Employee Benefits Expenses
Finance Costs
Late Payment Surcharge
Depreciation, Amortization and Impairment Expense
Other Expenses
Total Expenses
Profit/(Loss) before Exceptional Items, Rate Regulated Activities and Tax
Exceptional Items:
Income / (Expenses)
Profit/(Loss) from before Rate Regulated Activities and Tax
Add : Regulatory Income / (Expenses) (Net of Deferred Tax)
Profit / (Loss) from before Tax
Tax Expenses:
Current Tax
Deferred Tax Charges / (Credit) (net)
Income Tax for earlier years (net)
Profit /(Loss) for the year before Share of net profit of Associates and Joint Venture
Share of Net Profit /(Loss) of Associates and Joint Ventures accounted for using the equity method
Profit / (Loss) for the year
Non Controlling Interest Profit
Net Profit / (Loss) 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
Items that will be reclassified to Profit and Loss
Foreign currency translation Gain
Other Comprehensive Income, net of taxes (including share of associates `1.30 crore (` 1.12 crore)
Total Comprehensive Income
(Loss) / Profit attributable to :
(a) Owners of the Parent Company
(b) Non Controlling Interest
Other Comprehensive Income attributable to :
(a) Owners of the Parent Company
(b) Non Controlling Interest
Total Comprehensive Income attributable to :
(a) Owners of the Parent Company
(b) Non Controlling Interest
Earnings Per Equity Share (face value of ` 10 each)
Earnings Per Equity Share :
Basic & Diluted
Earnings Per Equity Share (before effect of withdrawal from scheme) :
Basic & Diluted
Earnings Per Equity Share (before Rate Regulatory Activities) :
Basic & Diluted
Earnings Per Equity Share (before Exceptional Items) :
Basic & Diluted
# Refer Note 27
The accompanying notes form an integral part of the Consolidated Financial Statements (1 – 44).
Note
No.
14
15
16
17
27,
36(e)
3,4
18
38
13(a)
35
9
13(a)
19
Year ended
March 31, 2022
18,411.10
721.45
19,132.55
11,075.61
19.99
1,443.52
1,086.35
2,060.42
1,418.95
1,283.43
1,538.99
19,927.26
(794.71)
` Crore
Year ended
March 31, 2021#
16,704.58
4210.31
20,914.89
10,307.32
13.76
1,444.09
1,091.37
2,726.74
2,142.78
1,352.10
1,465.64
20,543.80
371.09
-
(794.71)
138.42
(656.29)
12.08
11.27
(0.80)
22.55
(678.84)
(128.88)
(807.73)
130.67
(938.39)
4.72
(6.81)
(0.40)
0.68
(1.81)
(809.53)
(938.39)
130.67
(807.72)
(1.00)
(0.81)
(1.81)
(939.39)
129.86
(809.53)
`
(35.68)
(35.68)
(40.94)
126.34
497.43
2,441.23
2,938.66
20.53
(104.25)
(83.38)
(167.10)
3,105.76
9.89
3115.65
1,990.40
1125.25
(21.09)
23.48
0.34
-
2.73
3118.38
1,125.25
1,990.40
3,115.65
1.19
1.54
2.73
1,126.44
1,991.94
3,118.38
`
42.79
40.82
(50.04)
(35.68)
37.98
As per our attached Report of even date
For and on behalf of the Board
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No: 101720W/W100355
DIN – 00169907
S S Kohli
Manjari Kacker DIN - 06945359
DIN - 00119753
K Ravikumar
Directors
Parag D. Mehta
Partner
Membership No. 113904
Place : Mumbai
Date : May 13, 2022
Punit Garg
Vijesh Babu Thota
Paresh Rathod
DIN – 00004407
Executive Director and Chief Executive Officer
Chief Financial Officer
Company Secretary
Place : Mumbai
Date : May 13, 2022
163
Reliance Infrastructure Limited
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165
Reliance Infrastructure Limited
Consolidated Statement of Cash Flows for the year ended March 31, 2022
Particulars
A. CASH FLOW FROM OPERATING ACTIVITIES:
Profit / (Loss) 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
Loss/(Gain) on sale / redemption of investments (net)
Interest and Finance Costs
Late Payment Surcharge
Mark to Market (Gain)/Loss on derivative financial instruments
Provision for doubtful debts/advances/deposits
Provision for Retirement of Inventory and Property, Plant and Equipments
Recovery from Investment earlier w/off
Excess Provisions Written Back
Loss on Sale/Discarding of Assets
Amortisation of Consumer Contribution
Bad Debts
Net foreign exchange (gain)/loss
Gain on sale of interest in Joint Operation
Exceptional Items (net)
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 (A)
B. CASH FLOW FROM INVESTING ACTIVITIES:
Year ended
March 31, 2022
Year ended
March 31, 2021#
` Crore
(656.29)
2,938.66
1,283.43
-
(153.51)
(154.55)
(0.01)
26.55
2,060.42
1,418.95
-
59.06
-
-
(21.74)
3.20
(68.78)
7.73
(58.87)
(127.97)
-
3,617.62
1,424.17
4.24
(2,137.05)
2,908.98
70.62
2,979.60
1,352.10
(10.84)
(146.77)
(52.44)
(0.02)
(64.31)
2,726.74
2,142.78
(1.11)
38.34
1.60
(36.86)
(3,692.09)
24.09
(63.46)
89.58
(5.29)
-
(126.34)
5,114.36
(2041.74)
(10.32)
(1,554.08)
1,508.22
(72.00)
1,436.22
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)
(198.83)
(611.19)
(309.97)
(671.78)
Proceeds From Disposal of Property, Plant and Equipment
Net Income/(Expenses) relating to Investment Property
Investment/(Redemption) in fixed deposits
Sale of Investment in Subsidiaries, Associates (net)
Sale of Interest in Joint Operation
Sale/Redemption of Investment in others
Received from NHAI against Termination Payment
Loan given (net)
Dividend received
Interest Income
Net cash generated from /(used in) investing activities (B)
166
57.44
-
1.21
0.10
61.00
197.28
-
(55.49)
0.01
46.82
(501.65)
21.68
(5.95)
280.34
883.00
-
58.89
181.21
(7.19)
0.02
16.69
446.94
Reliance Infrastructure Limited Consolidated Statement of Cash Flows for the year ended March 31, 2022
Particulars
C. CASH FLOW FROM FINANCING ACTIVITIES:
Proceeds from Issue of Share warrants
Proceeds from Non Controlling Interest (net)
Proceeds from long term borrowings
Repayment of long term borrowings
Proceeds / (Repayment) of Short Term Borrowings (Net)
Payment of Interest and Finance charges
Payment of Lease Liability
Dividends Paid To Shareholders Including Tax
Net cash generated from/ (used in) financing activities (C)
Net Increase/(Decrease) in cash and cash equivalents - [A+B+C]
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 – (For Component Refer Note 7 (d))
Cash and Cash Equivalents – Non Current Assets held for Sale
Year ended
March 31, 2022
Year ended
March 31, 2021#
` Crore
137.64
30.99
346.05
(1,556.82)
(3.87)
-
(0.24)
1,033.85
(1,136.51)
(24.29)
(1,051.39)
(1,367.23)
(14.08)
(10.36)
(14.16)
(22.50)
(2,121.84)
(1,531.08)
356.11
-
636.17
992.28
981.66
10.62
992.28
352.08
(429.43)
713.52
636.17
632.18
3.99
636.17
Note: Figures in brackets indicate cash outflows.
*Including balance in unpaid dividend account ` 10.29 crore (` 12.25 crore) and balance in current account with banks of ` 47.80
crore (` 91.92 crore) lying in escrow account with bank held as a Security against the borrowings and fixed deposits of ` 50.05 crore
(` 82.98 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.
# Refer Note 27
The above statement of cash flows should be read in conjunction with the accompanying notes (1 – 44).
As per our attached Report of even date
For and on behalf of the Board
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No: 101720W/W100355
DIN – 00169907
S S Kohli
Manjari Kacker DIN - 06945359
DIN - 00119753
K Ravikumar
Directors
Parag D. Mehta
Partner
Membership No. 113904
Place : Mumbai
Date : May 13, 2022
Punit Garg
Vijesh Babu Thota
Paresh Rathod
DIN – 00004407
Executive Director and Chief Executive Officer
Chief Financial Officer
Company Secretary
Place : Mumbai
Date : May 13, 2022
167
Reliance Infrastructure Limited 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
Short term borrowing converted in long term borrowings
Impact of non-cash items
-
Impact of Effective Rate of Interest
- Foreign Exchange Movement
- Transfer of Investment Property and Property, plant & equipments
- Others
Disposal of Subsidiaries
Repaid During the year
Repayment related to non current assets held for sale
Closing Balance
Short Term Borrowings
Opening Balance
Availed during the year
Short term borrowing converted in long term borrowings
Impact of non-cash items
- Other
Repaid during the year
Closing Balance
Year ended
March 31, 2022
Year ended
March 31, 2021
` Crore
11,523.53
14,524.14
346.05
-
1,033.85
195.88
5.96
10.08
-
0.82
-
(1,556.82)
-
60.53
(11.31)
(1,150.00)
142.46
(2,316.75)
(1,136.51)
181.26
10,329.62
11,523.55
2,306.49
59.63
-
14.93
(63.50)
2,317.55
2,541.37
119.76
(195.88)
(14.71)
(144.05)
2,306.49
168
Reliance Infrastructure Limited Notes to the consolidated financial statements for the year ended March 31, 2022
Corporate Information:
Reliance Infrastructure Limited (RInfra) is one of the largest infrastructure company, 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 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.
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, 2022. These Consolidated Financial Statements of RInfra for the year ended March 31, 2022 were authorised for issue by the
Board of Directors on May 13, 2022. 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 Parent Company.
RInfra is a Public Limited Company and its equity and debt are listed on two recognised stock exchanges in India i.e. BSE and NSE.
Rinfra’s Global Depository Receipts, representing Equity Shares, are also listed on London Stock Exchange. RInfra is incorporated
and domiciled in India under the provisions of the Companies Act, 1913.
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) as amended time to time and 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
The 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 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) Consolidated Financial Statements have been prepared on a going concern basis. (Refer Note 31).
(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 statements of changes in equity and balance sheet respectively.
169
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2022
(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.
(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 in accordance with IndAS 109
“Financial Instuments”. 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. When, the Company ceases to be a subsidiary, associate or Joint-Venture of
the Group, the said investment is carried at fair value in accordance with Ind AS 109 “Financial Instruments”.
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).
170
Reliance Infrastructure Limited
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 26 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 applies Ind AS 115 using cumulative catch-up transition method. 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.
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 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.
171
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
ii.
Engineering and Construction Business (E&C):
In case of Engineering and Contact Business performance obligations are satisfied over a period of time and contracts
revenue isz recognised over a period of 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 gives 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.
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.
172
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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’).
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 is as under:
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.
173
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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), andthose 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 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
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.
174
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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.42 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.
(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.
175
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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.
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 disclosures of fair value measurement hierarchy (Refer Note 43).
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.
176
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
(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.
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
Useful Life of Asset (In Years)
10
10
177
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Engineering and Construction Business:
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.
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.
178
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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 statements
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.
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.
179
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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
(Treasure Shares) 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.
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 matters, major maintenance/overhaul 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.
180
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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 statements 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.
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. 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.
bb. 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.
cc.
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.
181
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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.
dd. Leases
The Group has adopted the new accounting standard Ind AS 116 “Leases” on April 1, 2019 as per Companies (Indian
Accounting Standards) amendment Rules, 2019, notified by MCA on March 30, 2019. Ind AS 116 is a single lessee accounting
model and sets out the principles for the recognition, measurement, presentation and disclosure of leases for both lessees and
lessors.
Transition to Ind AS 116
The Group has adopted Ind AS 116, effective annual reporting period beginning on April 1, 2019 and applied the standard
to its leases, retrospectively with the cumulative effect of initially applying the standard recognised at the date of initial
application without making any adjustment to opening balance of retained earnings. The adoption of the standard did not have
any material impact on the Consolidated Financial Statement of the Group.
On application of IndAS 116, the nature of expenses has changed from lease rent in previous periods to depreciation cost for
the right-of-use assets (ROU), and finance cost for interest accrued on lease liability.
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. In case of finance lease, at the commencement date of the lease the Group recognizes a lease
liability measured at the present value of the lease payments that are not paid at that date. The lease payments included in
the measurement of the lease liability consist of the payments for the right of use the underlying assets during the lease term
that are not paid at the commencement date of the lease.
The lease payments are discounted using the interest rate implicit in the lease, if that rate is readily determined, if that rate is
not readily determined, the lease payments are discounted using the incremental borrowing rate.
The Group recognizes a right-of-use asset from a lease contract at the commencement date of the lease, which is the date
that the underlying asset is made available for use.
The cost of the right-of-use assets comprises the amount of the initial measurement of the lease liability, any initial direct
costs incurred and any lease payments made at or before the commencement date of the lease less any lease incentives
received. Subsequently, the right-of-use assets is measured at cost less any accumulated depreciation and accumulated
impairment losses, if any and adjusted for any re measurement of the lease liability. The right-of-use assets is depreciated
using the straight-line method from the commencement date over the shorter of lease term or useful life of right-of-use
asset.
Leases which are of short term lease with the term of twelve months or less and low value in which 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.
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.
182
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
ee. 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.
ff. 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.
gg. All Recent accounting pronouncements Ministry of Corporate Affairs (“MCA”) notified new standard or amendments to the
existing standards under Companies (Indian Accounting Standard) Rules as issued from time to time. On March 23, 2022,
MCA notified the Companies (Indian Accounting Standards) Amendment Rules, 2022, applicable from April 1, 2022 to the
Company as below:
i)
ii)
iii)
iv)
Ind As 103 – Business Combination
Ind As 109 – Financial Instrument
Ind As 16 – Property, Plant & Equipment
Ind As 37 – Provisions, Contingent Liabilities and Contingent Assets
The Group does not expect these amendments to have any significant impact on the consolidated financial statements.
hh. 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 judgments
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 judgments 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.
183
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
The Group has MAT credit entitlement assets. According to management’s estimate, these balances will expire and may
not be used to offset taxable income. 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, which according to the management will expire and may not be
used to offset taxable gain, if any. 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 judgment 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 43 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 (2012-14) 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 35 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 judgment 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 43 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 costs is judgmental 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
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
184
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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.
185
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Note 3: Property, Plant and Equipment (PPE)
Particulars
Freehold
Land
Leasehold
Land
Buildings
Plant and
Machinery
Distribution
Systems
Furniture
and
Fixtures
Vehicles
Office
Equipment
Computers
Electrical
Installations
Total
` Crore
Capital
work in
progress
334.65
-
-
182.04
15.49
-
734.64
7.68
-
6,033.93
464.70
-
5,178.59
440.74
-
50.60
2.17
2.44
28.26
6.30
-
121.93
19.69
-
96.06
9.84
37.24
14.17
-
-
12,774.87 1,133.79
966.61 612.27
-
39.68
(182.61)
152.04
-
197.53
(42.28)
700.04
(1,008.26)
5,490.37
(0.19)
5,619.14
(0.86)
54.35
(3.56)
31.00
(1.10)
140.52
(0.58)
142.56
(1,239.95)
(0.51)
13.66 12, 541.21
(859.01)
887.05
-
-
-
-
-
7.92
5.42
112.94
22.49
1,925.50
375.50
1,121.05
299.98
15.46
2.79
10.71
2.46
39.66
12.28
50.47
11.19
3.22
0.82
3,286.93
732.93
-
-
-
-
1.19
-
-
35.35
-
36.54
-
13.34
(8.23)
127.20
(297.38)
2,003.62
(0.07)
1,420.96
(0.27)
19.17
(2.43)
10.74
(0.51)
51.43
(0.46)
96.55
(0.15)
3.89
(309.50)
3,746.90
152.04
184.19
572.84
3,468.75
4,198.18
35.18
20.26
89.09
46.01
9.77
8,794.31
887.05
28.62
12.09
8,765.69
874.96
152.04
-
(4.16)
147.88
197.53
23.92
(18.73)
202.72
700.04
17.15
(21.72)
695.47
5,490.37
397.71
(88.75)
5,799.33
5,619.14
345.92
(0.04)
5,965.02
54.35
1.16
(2.85)
52.66
31.00
4.89
(2.45)
33.44
140.52
20.36
(3.75)
157.13
142.56
11.53
(6.80)
147.29
13.66
0.40
(1.75)
12.31
12,541.21
823.04
(151.00)
13,213.25
887.05
643.62
(650.88)
879.79
-
-
-
-
13.34
5.96
127.20
18.32
2,003.62
353.67
1,420.96
309.92
19.17
3.14
10.74
2.63
51.43
16.08
96.55
12.41
3.89
0.75
3,746.90
722.88
-
19.30
(12.01)
133.51
(49.63)
2,307.66
(0.07)
1,730.81
(2.61)
19.70
(2.09)
11.28
(2.75)
64.76
(6.39)
102.57
(1.61)
3.03
(77.16)
4,392.62
-
5.11
-
5.11
147.88
183.42
561.96
3,491.67
4,234.21
32.96
22.16
92.37
44.72
9.28
8,820.63
874.68
28.62
14.23
8,792.01
860.45
Gross carrying
amount
As at April 1, 2020
Additions
Regrouped from
Investment Property
Disposals
Gross carrying
amount as on
March 31, 2021
Accumulated
depreciation and
impairment
As at April 1, 2020
Depreciation charge
during the year
Impairment loss /
(reversal)
Disposals
Accumulated
depreciation and
impairment as on
March 31, 2021
Net carrying amount
as on March 31,
2021
Less: Provision for
Retirement
Net carrying amount
after provision
as at March 31,
2021
Gross carrying
amount
As at April 1, 2021
Additions
Disposals
Gross carrying
amount as on March
31, 2022
Accumulated
depreciation and
impairment
As at April 1, 2021
Depreciation charge
during the year
Disposals
Accumulated
depreciation and
impairment as on
March 31, 2022
Net carrying amount
as on March 31,
2022
Less: Provision for
Retirement
Net carrying amount
after provision
as at March 31,
2022
186
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022 Notes:
a.
b.
c.
Capital Work in Progress includes borrowing cost of `1.61 crore (` 3.48 crore) and Foreign exchange fluctuation loss of `0.12
crore (` 0.20 crore ).
Additions to Building, Plant and Machinery and Other tangible assets includes borrowing cost of ` 0.25 crore (` 0.10 crore), `
10.42 crore (` 25.40 crore) and ` 0.46 crore (` 0.94 crore) respectively. Borrowing cost is capitalized @12.38% to 12.69%.
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.
d.
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.
In case of BRPL, BRYPL, under the provisions of Delhi Electricity Reforms (Transfer Scheme 2001) Rules, vide Delhi Gazette
Notification dated November 20, 2001, the successor utility companies are entitled to use certain lands as a license of the
Government of Delhi, on “Right to Use” basis on payment of consolidated amount of ` 1/- per month.
e.
Property, Plant and Equipment pledged as security
Property, Plant and Equipment of the Group are provided as security against the secured borrowings of the Group as detailed
in note no. 11 (a) and 11 (b).
f.
Capital work-in-progress Ageing:
Financial Year 2021-22
Particulars
Projects in process
Projects temporary suspended (Refer Note 39)
Total
Financial Year 2020-21
Particulars
Projects in process
Projects temporary suspended (Refer Note 39)
Less than 1
year
191.82
0.26
192.08
1-2 years
2-3 years
More than 3
years
19.00
0.24
19.24
1.53
0.02
1.55
25.93
621.65
647.58
Less than 1
year
194.40
0.09
194.49
1-2 years
2-3 years
More than 3
years
14.31
0.17
14.48
12.21
0.36
12.57
31.50
621.92
653.42
Total
4.
Intangible assets
Particulars
Gross carrying amount
As at April 01, 2020
Additions
Effect of foreign currency
exchange difference
Disposals
Gross carrying amount as at
March 31, 2021
Accumulated amortisation and
impairment
Other Intangible Assets
Concession Intangible Assets
Computer
Software
Other
Intangible
Assets
Airport
Concessionaire
Rights
Right-of-Use
Assets
Total
Metro
Concessional
Intangible Assets
Toll
Concessional
Intangible
Assets
Total
64.06
9.83
-
1,454.26
-
-
0.01
73.88
-
1,454.26
60.61
-
-
-
60.61
86.60
1.65
-
1,665.53
11.48
-
3,398.07
-
(14.38)
11,387.35
-
-
14,785.42
-
(14.38)
0.16
88.09
0.17
1,676.84
-
3,383.69
2,459.06
8,928.29
2,459.06
12,311.98
` Crore
Total
238.28
622.17
860.45
` Crore
Total
252.42
622.54
874.96
` Crore
Goodwill on
Consolidation
-
76.75
-
-
76.75
187
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Particulars
Computer
Software
Other
Intangible
Assets
Airport
Concessionaire
Rights
Right-of-Use
Assets
Total
Metro
Concessional
Intangible Assets
Other Intangible Assets
Concession Intangible Assets
35.02
8.86
-
43.88
410.78
-
-
410.78
3.23
0.72
-
3.95
8.79
9.08
-
17.87
457.82
18.66
-
476.48
649.88
113.06
-
762.94
Toll
Concessional
Intangible
Assets
2,025.56
467.87
406.10
2,087.33
Total
2,675.44
580.93
406.1
2,850.27
` Crore
Goodwill on
Consolidation
-
-
-
-
As at April 01, 2020
Amortisation charge for the year
Disposals/Discontinued Operations
Accumulated amortisation and
impairment as at March 31,
2021
Net carrying amount as at
March 31, 2021
Gross carrying amount
As at April 01, 2021
Additions
Effect of foreign currency
exchange difference
Disposals
Gross carrying amount as at
March 31, 2022
Accumulated amortisation and
impairment
As at April 01, 2021
Amortisation charge for the year
Disposal/Discontinued Operations
Accumulated amortisation and
impairment as at March 31,
2022
Net carrying amount as at
March 31, 2022
30.00
1,043.48
56.66
70.22
1,200.36
2,620.75
6,840.96
9,461.71
76.75
73.88
8.17
-
1,454.26
-
-
-
82.05
-
1,454.26
43.88
9.70
-
53.58
410.78
-
-
410.78
60.61
-
-
-
60.61
3.95
0.66
-
4.61
88.09
3.06
-
1,676.84
11.23
-
3,383.69
-
15.12
8,928.29
-
-
12,311.98
-
15.12
-
91.15
-
1,688.07
-
3,398.81
-
8,928.29
12,327.10
17.87
9.15
-
27.02
476.48
19.51
495.99
762.94
113.72
-
876.66
2,087.33
422.21
-
2,509.54
2,850.27
535.93
-
3,386.20
76.75
-
-
-
76.75
-
-
-
-
28.47
1,043.48
56.00
64.13
1,192.08
2,522.15
6,418.75
8,940.90
76.75
Overall Movement of Intangible assets under development
Financial Year
Opening
Additions*
Capitalisation
Assets held for Sale/
Disposal
` Crore
Closing
2021-22
2020-21
1,149.82
1,407.72
188.71
187.89
-
-
0.86
445.79
1,337.67
1,149.82
*Additions includes Borrowing cost incurred during the year of ` 53.29 crore (` 81.93 crore) and Foreign exchange
fluctuation- Gain of ` Nil (` 1.54) crore).
Intangible assets under development Ageing
Financial Year 2021-22
Particulars
Less than 1
year
1-2 years
2-3 years More than 3
years
` Crore
Total
Intangible assets under development
188.71
215.28
120.46
813.22
1,337.67
Financial Year 2020-21
Particulars
Less than 1
year
1-2 years
2-3 years More than 3
years
` Crore
Total
Intangible assets under development
113.61
222.13
141.93
672.15
1,149.82
Notes:
(1) The above Intangible Assets are other than internally generated.
(2)
Remaining amortisation period of computer software is between 0 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.4(a). Borrowing cost
is capitalized @11.30% to 13.50%.
(5)
The above assets are pledged as security with the lenders (Refer Notes 11(a) and 11 (b))
188
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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192
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
4 (b) Service Concession Receivables
Particulars
Opening balance
Accrued interest
Scheduled Repayments
(Disposal) / Addition during the year
Closing balance
Grant Receivable from NHAI*
Non-current
Current
Total
As at
March 31, 2022
20.56
-
-
-
20.56
` Crore
As at
March 31, 2021
28.91
-
-
(8.35)
20.56
-
20.56
20.56
-
20.56
20.56
` Crore
As at
March 31, 2022
As at
March 31, 2021
0.14
66.12
66.26
0.08
0.16
72.50
72.66
0.28
* Grant receivable from NHAI ` 20.56 crore (` 20.56 crore) grouped under financial assets.
5.
Inventories:
Particulars
Coal and Fuel*
Stores ,Spares and Consumables *(net off of Provision/impairment for Non moving
inventories of ` 2.99 crore (` 3.31 crore)
Total
* including in transit and with third party
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))
6.
Financial assets
6(a) Non-current investments
Particulars
Investments in equity instruments (fully paid-up
unless otherwise stated):
In associates - valued as per equity method
Quoted
Face value
in ` unless
otherwise
stated
As at March 31, 2022
As at March 31, 2021
Number of
Shares / Units
Amount
` Crore
Number of
Shares / Units
Amount
` Crore
Reliance Power Limited #
10
761,560,739 3,193.79
-
-
Unquoted
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
Gullfoss Enterprises Private Limited
10
10
10
10
10
10
3,000
2,500
5,000
5,000
5,000
5,001
2.39
-
-
-
-
-
3,000
2,500
5,000
5,000
5,000
5,001
2.44
-
-
-
-
-
193
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Particulars
In joint venture - valued as per equity method
Unquoted
Face value
in ` unless
otherwise
stated
As at March 31, 2022
As at March 31, 2021
Number of
Shares / Units
Amount
` Crore
Number of
Shares / Units
Amount
` Crore
Utility Powertech Limited
10
7,92,000
38.72
7,92,000
36.79
In Others - At FVTPL
Quoted
Reliance Power Limited #
Unquoted
CLE Private Limited
Urthing Sobla Hydro Power Private Limited
Western Electricity Supply Company of Odisha
Limited (WESCO) @ `1,000
North Eastern Electricity Supply Company of Odisha
Limited (NESCO) @ `1,000
Southern Electricity Supply Company of Odisha
Limited (SOUTHCO) @ `1,000
Repmia Mine and Energy Private Limited
Reliance Infra Projects International Limited
Larimar Holdings Limited @ ` 4,909
Indian Highways Management Company Limited
Jayamkondam Power Limited @ Re. 1.
Investments in Share Warrants – Unquoted –
Associate
Reliance Power Limited (` 2.50 paid up)
(Refer Note 37 (b))
Total
Investments in preference shares (fully paid-up)
In Others - At FVTPL
Unquoted
10
10
10
10
10
10
1
USD 1
USD 1
10
10
-
- 16,65,60,739
72.49
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
-
@
@
@
2.72
0.04
@
0.56
@
10
7,30,00,00,00
182.50
-
3,421.16
115.47
Reliance Naval and Engineering Limited
10
4,22,45,764
-
4,22,45,764
-
Non-Convertible Redeemable Preference Shares in
Reliance Infra Projects International Limited
6% Non-Cumulative Non-Convertible Redeemable
Preference Shares in CLE Private Limited @
` 20,000
10% Non-Convertible Non-Cumulative Redeemable
Preference Shares in Jayamkondam Power Limited
@ Re 1
USD 1
3,60,000
678.62
3,60,000
678.62
10
2,000
@
2,000
1
1,09,50,000
@ 1,09,50,000
@
@
Total
678.62
678.62
194
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022 Particulars
Investments in Debentures (fully paid-up)
At FVTPL Unquoted
Zero Coupon Unsecured Redeemable Non-Convertible
Debentures in DA Toll Road Private Limited #
10.50% Unsecured Redeemable Non-Convertible
Debentures in CLE Private Limited
10.50% Unsecured Redeemable Non-Convertible
Debentures in CLE Private Limited
Total
Less : Provision for diminution in value of
Investments **
Total
Face value
in ` unless
otherwise
stated
As at March 31, 2022
As at March 31, 2021
Number of
Shares / Units
Amount
` Crore
Number of
Shares / Units
Amount
` Crore
1
2,727,936,782
272.79 4,930,870,662
493.08
100
10,00,00,000
527.27
10,00,00,000
527.27
100
12,00,00,000
632.73
12,00,00,000
632.73
1,432.79
5,532.57
(679.07)
4,853.50
1,653.08
2,447.17
(679.07)
1,768.10
Market
Value
Book
Value
Market
Value
Book
Value
Aggregate amount of quoted investments
1,028.11 3,193.79
72.49
72.49
Aggregate amount of unquoted investments
Aggregate amount of impairment in the value of
investments
2,338.77
679.07
2,374.68
679.07
# 16,65,35,749 (40,35,749) equity shares of Reliance Power Limited and 2,727,936,782 Redeemable Non-Convertible
Debentures in DA Toll Road Private 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
6 (b) Current Investments
Particulars
Investment in Mutual Funds Units
At FVTPL
Quoted
Face value
in ` unless
otherwise
stated
As at March 31, 2022
As at March 31, 2021
Number
of Units
Amount
` Crore
Number
of Units
Amount
` Crore
SBI Saving Fund- Regular Plan
Nippon India Floating Short Term Fund-Growth
option
Nippon India Low Duration Fund - Daily Dividend
Plan
10
10
10
5,35,738.82
2,12,463
1.77
0.91
-
2,12,463
-
0.87
2,188
0.12
2,188
0.12
Total
Aggregate amount of quoted investments
Aggregate amount of impairment in the value of
investments
2.80
2.80
-
0.99
0.99
-
195
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
7 (a) Trade Receivables
Particulars
Considered good - Secured
Considered good - Unsecured
Trade Receivables which have significant increase in
credit risk
Total
Unbilled Revenue
Total (Gross)
Less: Impairment for trade receivables
Trade Receivables (net)
As at March 31, 2022
Non-Current
11.51
-
Current
340.21
3,376.30
` Crore
As at March 31, 2021
Non-Current
86.37
-
Current
352.46
3,280.10
343.72
4,060.23
397.06
4,457.29
(343.72)
4,113.57
-
11.51
-
11.51
-
11.51
297.35
3,929.91
293.01
4,222.92
(297.35)
3,925.57
-
86.37
-
86.37
-
86.37
` Crore
These trade receivables are given as security to the lenders – Refer Note 11 (a) and 11(b)
Trade Receivable Ageing Schedule: March 31, 2022
Outstanding for following periods from due date of
payment
Particulars
Not Due
Less than
6 Months
6 Months
- 1 Year
1-2
years
466.07
281.46
76.38
60.99
Total
2-3
years
More
than 3
Years
29.73 2,792.84 3,707.47
4.33
10.43
17.53
26.58
40.78
109.38
209.03
0.92
2.08
2.14
9.21
2.83
99.44
116.62
-
0.21
0.63
1.43
3.39
31.76
37.42
Unbilled Revenue
397.06
-
-
-
-
-
397.06
868.38
294.18
96.88
98.21
76.73 3,033.42 4,467.60
(342.52)
4,125.08
` Crore
Trade Receivable Ageing Schedule : March 31, 2021
Particulars
Not Due
Outstanding for following periods from due date of
payment
Less than
6 Months
6 Months
- 1 Year
1-2 years 2-3 years
Total
More
than 3
Years
Undisputed Trade Receivables -
Considered Good
Undisputed Trade Receivables -
which have significant increase in
credit risk
Disputed Trade Receivables -
Considered Good
Disputed Trade Receivables - which
have significant increase in credit risk
Unbilled Revenue
Total (Gross)
Less: Impairment for trade receivables
Trade Receivables (net)
196
448.40
320.52
84.56
62.27
36.44 2,709.48 3,661.67
10.65
14.30
14.26
37.58
35.29
115.04
227.12
0.19
2.84
6.47
3.62
1.58
82.73
97.43
0.02
0.05
0.22
1.34
7.18
20.05
28.86
293.01
-
-
-
-
-
293.01
752.27
337.71
105.51
104.81
80.49 2,927.30 4,308.09
(296.15)
4,011.94
Undisputed Trade Receivables -
Considered Good
Undisputed Trade Receivables -
which have significant increase in
credit risk
Disputed Trade Receivables -
Considered Good
Disputed Trade Receivables - which
have significant increase in credit risk
Total (Gross)
Less: Impairment for trade receivables
Trade Receivables (net)
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
7(b) 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
7(c) 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, details of which are given below:
As at
March 31, 2022*
As at
March 31, 2021
` Crore
456.38
433.88
10.29
79.02
2.09
981.66
459.82
59.79
12.25
97.65
2.67
632.18
` Crore
As at
March 31, 2022
259.71
As at
March 31, 2021
293.69
259.71
293.69
` Crore
As at
March 31, 2022
As at
March 31, 2021
50.05
10.29
47.80
93.29
82.98
12.25
91.92
13.75
201.43
200.90
Particulars
Bank Deposits
Unpaid dividend
Escrow account
Margin Money
Total
7(d) Loans
Particulars
As at March 31, 2022
As at March 31, 2021
Current
Non-Current
Current
Non-Current
` Crore
(Unsecured, considered good unless otherwise stated)
Inter-Corporate deposits to :-
Related parties-considered good (Refer Note 25)
Others-considered good
Others- credit impaired
Less : Provision for Expected Credit Loss
Loans to Employees
Total
560.79
4,111.22
3,829.14
8,501.15
3,829.14
4,672.01
1.79
4,673.80
-
-
-
-
-
-
0.41
0.41
1,124.66
4,089.38
3,829.14
9,043.18
3,829.14
5,214.04
2.93
5,216.97
-
-
-
-
-
-
0.53
0.53
197
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
7(e) 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 Doubtful
Fixed Deposit with bank with maturity of more than
12 months
Margin money with Banks/Restricted Bank Deposit
Security Deposits
Other Receivables
Less: Provision for Expected Credit Loss
Total
*Secured
7(f) Other Assets
As at March 31, 2022
Non-Current
Current
` Crore
As at March 31, 2021
Non-Current
Current
-
28.24
20.56
1,486.44
143.03
1.62
-
17.11
818.14
2,515.14
(143.03)
2,373.11
0.32
-
-
-
0.09
-
6.78
296.70
18.44
0.22
322.23
-
322.23
1,824.68
28.24
20.56
1,585.93
143.03
0.75
-
23.55
821.01
4,447.75
(143.03)
4,304.72
0.16
-
-
-
0.46
-
44.55
226.16
14.64
0.49
286.30
-
286.30
Particulars
As at March 31, 2022
` Crore
As at March 31, 2021
(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 35)
Amount due from customers for Contract work
Other receivables
Total
8.
Assets classified as Non Current Assets held for sale
KM Toll Road Private Limited (KMTR)
Current
Non-Current
Current
Non-Current
-
356.03
5.36
533.35
0.07
222.84
1.23
1,118.88
51.60
5.10
57.82
0.10
0.37
-
4.10
119.09
-
410.01
2.79
362.36
-
739.96
0.68
1,515.80
39.91
9.00
106.51
0.99
0.37
-
4.10
160.88
KM Toll Road Private Limited (KMTR), a subsidiary of the Parent Company, has 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 (Agreement) by NHAI. The operation
of the Project has been taken over by NHAI. In terms of the provisions of the Agreement, NHAI is liable to pay a termination
payment to KMTR, as the termination has arisen owing to NHAI’s Event of Default and it has also raised further claims
towards damages for the breaches of NHAI. KMTR has invoked dispute resolution process under clause 44 of the Agreement.
Subsequently on August 24, 2020 NHAI has released ` 181.21 crore towards termination payment, which was utilized
toward debt servicing. As a part of the dispute resolution, KMTR has invoked arbitration and it is confident of a fair outcome.
KMTR filed its statements of claims before Arbitral Tribunal claiming termination payment of ` 866.14 crore as the termination
has arisen owing to NHAI’s Event of Default (this amount is arrived at after adjusting the amount of aforementioned payment
received from NHAI). KMTR has also filed further claims of ` 981.63 crore towards damages for the breaches of NHAI as per
the Agreement. Pending final outcome of the dispute resolution process and as legally advised, the claims for the Termination
Payment are considered fully enforceable.
Notwithstanding the dependence on the above material uncertain events, KMTR continues to prepare its financial statements
on a “Going Concern” basis. The Group is confident of recovering its entire investments in KMTR of ` 544.94 crore and hence,
no provision for impairment is considered in the financial statements. The Investmentsin the KMTR are classified as Non Current
Assets held for sale as per Ind AS 105, “Non-Current Assets Held for Sale and Discontinued Operations”.
198
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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 Delhi Discoms (subsidiaries) as on March
31, 2022 is as under:
Sr.
No.
I
II
Particulars
Regulatory Assets / (Liability)
A
B
Opening Balance
Add : Income recoverable/(reversible) from future tariff / Revenue
GAP for the year
1
2
For Current Year
Regulatory assets recoverable on account of Pension Trust
Surcharge
Total (1+2)
Recovered during the year
Net Movement during the year (B-C)
Closing Balance (A+D)
C
D
E
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
III
Balance as at the end of the year (I+II)
Regulatory Assets
Regulatory Liability
2021-2022
` Crore
2020-2021
20,394.66
17,917.57
1,112.23
3,392.42
74.09
1,186.32
980.62
205.70
20,600.36
3,214.42
312.18
3,526.60
3,526.60
-
-
3,392.42
915.33
2,477.09
20,394.66
1,640.22
1,574.20
3,214.42
3,214.42
-
20,600.36
-
20,394.66
-
Regulatory Assets of ` 20,600.36 crore (` 20,394.66 crore) have been given as Security to the Lenders of Delhi Discoms
Regulatory Assets of Delhi Discoms (BRPL / BYPL):
Delhi Discoms are rate regulated entities where the Retail Supply Tariff (RST) chargeable to consumers by Delhi Discoms
are determined by Delhi Electricity Regulatory Commission (DERC or Commission) based on the prevailing Regulations
which provides for segregation 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.
DERC on December 27, 2019 issued the DERC (Business Plan) Regulations, 2019 (Business Plan Regulations’19) which is in
force for a period of three years upto FY 2022-23 and provides trajectory for various controllable parameters for the aforesaid
period.
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.
DERC has issued Tariff Orders for truing up revenue gap upto March 31, 2020 vide its various Tariff Orders from September
29, 2015 to September 30, 2021 with certain disallowances. Delhi Discoms have filed appeals against these 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.
DERC has continued to allow recovery through 8% Surcharge towards principal amount of Regulatory Assets. The same is
being recovered from the consumers. The percentage of existing surcharge towards recovery of accumulated Regulatory
Assets is subject to review by DERC in the future tariff orders.
199
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Delhi Discoms has also taken up the matter of timely recovery of Accumulated Regulatory assets through a Writ Petition
before the Hon’ble Supreme Court.
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.
10. Share Capital and other equity
10(a) Share Capital
Particulars
Authorised- - Refer Note (II) below
` Crore
As at
March 31, 2022
As at
March 31, 2021
1,94,00,60,000 (45,00,60,000) Equity Shares of ` 10 each
1,00,00,000 (80,00,000) Equity Shares of ` 10 each with differential rights
1,940.06
10.00
450.06
8.00
10,00,00,000 (155,00,00,000) Redeemable Preference Shares of ` 10
each
100.00
1,550.00
NIL (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: Forfeited Shares- Amounts originally paid up*
-
2,050.06
265.40
265.40
262.99
0.04
263.03
42.00
42.00
265.40
265.40
262.99
0.04
263.03
* Allotment of 97,954 shares were kept in abeyance, 17,101 shares were forfeited and 22,87,010 shares issued on
preferential basis were not subscribed.
(I)
Reconciliation of the Shares outstanding at the beginning and at the end of the year
Particulars
Equity Shares -
As at March 31, 2022
As at March 31, 2021
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
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 pay dividend in Indian rupees. The dividend if any, proposed by the Board of
Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.
200
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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.
(II)
In terms of the approval of the shareholders obtained at Annual General Meeting of the Parent Company held
on September 14, 2021 the Parent Company has reclassified its Authorised Share Capital from ` 2,050.06 crore
(45,00,60,000 Equity Shares of ` 10 each; 80,00,000 Preference Shares of ` 10 each with differential rights;
1,55,00,00,000 Redeemable Preference Share of ` 10 each and 4,20,00,000 Unclassified Shares of ` 10 each)
to ` 2,050.06 crore (194,00,60,000 Equity Shares of ` 10 each, 10,00,00,000 Redeemable Preference Shares
of ` 10 each and 1,00,00,000 Equity Shares of ` 10 each with differential rights
(III) Details of shareholders holding more than 5% shares in the Parent Company
Name of the Shareholders
As at March 31, 2022
As at March 31, 2021
Housing Development Corporation
Finance Limited
@ reduced to less than 5%
(IV) Details of Shares held by Promoters
No. of Shares
% held
No. of Shares
@
@ 2,15,32,488
% held
8.19
Shri Anil D Ambani held 1,39,437 equity shares (0.05%) as at March 31, 2022 and as at March 31, 2021.
10(b) Other Equity - Reserves and surplus
Particulars
(a) Capital Reserve
1. Capital Reserve
As at March
31, 2022
` Crore
As at March
31, 2021
Balance as per last Balance Sheet
155.09
155.09
2. Sale proceeds of Fractional Equity Shares
Certificates and Dividends thereon @ [` 37,953]
@
@
(b)
Security Premium
Balance as per last Balance Sheet
(c)
Capital Redemption Reserve
Balance as per last Balance Sheet
(d) Capital Reserve on consolidation
Balance as per last Balance Sheet
Add : During the year (Refer Note 37 (b))
Closing balance
(e) Debenture Redemption Reserve
Balance as per last Balance Sheet
(f) General Reserve
Balance as per last Balance Sheet
Less : Transfer to Statement of Profit and Loss (Refer Note No 28)
(g) Money Received against Share Warrants
Balance as per last Balance Sheet
8,825.09
8,825.09
130.03
130.03
3,687.62
2,517.11
6,204.73
3,687.62
-
3,687.62
212.98
212.98
808.25
-
808.25
-
860.00
(51.75)
808.25
-
201
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Particulars
Received during the year (Refer Note 10.1)
(h) Retained Earnings
Balance as per last Balance Sheet
Add : Net (Loss)/ Profit for the year
Add : Other Comprehensive Income
Less: Dividend paid
(i)
Treasury Shares
Balance as per last Balance Sheet
Less : Provision for diminution in value of equity shares
Total
10.1 Money received against share warrants
As at March
31, 2022
137.64
137.64
(3,220.09)
(938.39)
(1.00)
(8.40)
(4,167.88)
(1.56)
(3.49)
(5.05)
12,300.88
` Crore
As at March
31, 2021
-
-
(4,346.53)
1,125.25
1.19
-
(3,220.09)
(0.75)
(0.81)
(1.56)
10,597.41
The Parent Company has allotted 8,88,00,000 warrants, at a price of ` 62 per warrant, convertible into equivalent
number of equity shares of the Parent Company to a promoter group Company and a foreign institutional investor
through preferential allotment. The Parent Company has received ` 137.64 crore being 25% as application and
allotment money and the same has been utilised for the General Corporate Purpose, for which it was raised. The details
of share warrants holders are given below:
Name of Warrant Holder
Category
No of share warrants
Amount Received
` Crore
Risee Infinity Private Limited
Promoter Group Company
VFSI Holdings Pte. Ltd
Foreign Institutional Investor
6,46,00,000
2,42,00,000
100.13
37.51
10.2 Nature and purpose of other reserves
(a) Capital Reserve:
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:
The Parent Company has been creating debenture redemption reserve (DRR) till March 31, 2021 as per the
relevant provision of the Companies Act, 2013, however according to Companies (Share Capital and Debenture)
Amendment Rules, 2019 effective from August 16, 2019, the Parent Company is not required to create DRR,
hence DRR is not created in the books of account for the financial year 2020-21 onwards.
(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)
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 for the year ended March 31, 2022
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203
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Secured borrowings (Principal undiscounted amounts) :
A. Non Convertible Debentures referred to above to the extent of
In case of Parent Company, NCD of ` 1,064.29 Crore are secured as under:
i.
(a) 12.5% Series 29 NCD of `361.59 crore secured by (a) pledge of 16,65,35,749 Equity shares of Reliance Power
Limited (b) all of the Company’s rights, title, interest and benefits in, to and under a specific bank account of the
Company (c) subservient charge over current assets of the Company.
(b) 11.50% Series 18 NCD of ` 600 crore secured by (a) 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 (b) 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.
(c) 11.50 % Series 20E NCD of ` 102.70 crore secured by first pari-passu charge over the Identified Fixed assets (buildings)
situated in Mumbai 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:
` 79.28 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, 2022) 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:
` 427.13 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.
D.
Term Loans from Financial Institutions are secured as under:
` 76.46 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.
` 451.31 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,
204
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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.
` 1,561.05 crore and ` 1,262.82 crore, in case of BRPL and BYPL (Delhi 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 equivalent 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, 2022 the required permission from DERC is sought and is under process.
E.
Term Loans from Banks are secured as under:
(i)
In case of Parent Company are secured by the following:
(i)
`71.25 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, `108.70 crore are secured as under:
(ii)
`37.45 crore by subservient charge on moveable Property, Plant and Equipment of the Company.
(iii)
`2,014.92 crore are secured by the following:
a.
b.
c.
d.
e.
First pari passu charge on (i) all receivable arising out of sub-debt / loan advanced / to be advanced to
Road SPVs (ii) 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.
Second pari passu charge over (i) all amounts owing to and/or received and/or receivable by the Company
from certain liquidity events (ii) on the current assets of Company
Exclusive charge over (i) all rights, title, interest and benefit of the Company on investment in Redeemable
Debentures of DA Toll Road Private Limited (ii) indentified buildings of the Company (iii) 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 (iv) all amounts owing
to, and received and/or receivable by the Company on its behalf from Delhi Airport Metro Express Pvt. Ltd
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
2,465 Equity Shares of PS Toll Road Private Limited; 1,88,28,000 Equity Shares of BSES Kerala Power
Limited and 2,72,79,36,782 Zero Coupon unsecured Redeemable Debentures 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. (As per application regulations,
these 19% shares are kept in safe keep account instead of creation of pledge).
(ii)
In case of Other than Parent Company are secured by the following:
` 1,284.04 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
` 2,752.10 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,
205
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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.
`473.31 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.
The Group has delayed payments of interest and principal to the lenders as detailed below:
Name of lender
Default as at March 31, 2022
Delay in repayment during the year
Principal
Interest
Principal
Interest
Amount
(` Crore)
Maximum
days of
default
Amount
(` Crore)
156.78
1,370
333.27
5.97
71.24
182
1,206
17.16
33.57
Maximum
days of
default
1,460
182
1,186
2,027.07
27.00
694
853
250.61
9.86
27.53
36.76
95.43
128.54
111.97
1,458
1,458
1,370
1,370
1,370
19.04
1.38
10.78
16.04
38.33
43.67
1,370
8.66
123.49
26.55
1,370
1,370
10.24
-
0.35
0.71
84.44
0.56
77.82
0.59
-
-
-
-
-
-
17.11
17.39
31.06
44.72
21.74
-
-
-
-
-
1,369
1,369
1,369
1,369
1,369
-
38.23
128.37
1,460
157.46
190.10
1,460
Amount
(` Crore)
Maximum
days of
delay
Amount
(` Crore)
Maximum
days of
delay
-
3.18
3.76
39.78
-
-
87
849
429
-
-
19.82
-
28.96
1
3.57
87
19.31
-
-
-
-
-
-
-
-
-
2.63
87
15.83
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
89
-
89
677
89
-
-
-
89
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
395
943
182
1
943
943
943
943
943
-
1
1
1,460
1
1
-
-
1,460
1,460
1,460
0.97
87
5.43
89
Canara Bank
IDFC Bank
Jammu and Kashmir
Bank
Yes Bank Limited
Srei Equipment Finance
Limited
Axis Bank
Bank of Baroda
Bank of India
Corporation Bank
India Infrastructure
Finance Company
Limited
Oriental Bank of
Commerce
UCO Bank
Indian Overseas Bank
Andhra Bank
Central Bank of India
Bank of Maharashtra
Punjab and Sindh Bank
State Bank of India
Allahabad Bank
Indian Bank
Union Bank of India
United Bank of India
IDBI Bank
Indian Infrastructure
Finance Company (UK)
Limited
206
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
NCD Series - 29: Trustee of NCD Series 29 had issued loan recall notice on December 8, 2020 following which the entire outstanding
has become due. The Parent Company has entered into a settlement agreement with the debenture holders on March 9, 2022,
wherein the due date has been extended till September 30, 2022 along with grant of interim standstill and waiver of additional
interest till such extended due date. During the year there was delay in repayment of principal of ` 23.41 crore and interest of
` 35.35 crore.
NCD Series - 18: Axis Trustee Services Ltd (“Trustee”) had issued loan recall notice on September 20, 2019 due to downgrade of
Company’s ratings. As per the Debenture Trust Deed dated April 7, 2014, the final redemption date has been defined as January 21,
2022. Redemption of debentures shall becomes due on the last date of its tenor and not otherwise and default in redemption shall
be reckoned accordingly. As at March, 31, 2022, installments of ` 600 crore were outstanding beginning from January 20, 2020
and interest of ` 69 crore was outstanding since April 21, 2021. In terms of the Security Interest (Enforcement) Rules, 2002, Axis
trustee Services Limited (“Trustee”) has enforced the security and taken the possession of the mortgaged properties in respect of the
NCDs. Trustee has informed the Company that in the event dues payable to the debenture holders are not fully recovered/satisfied
with sale proceed of secured assets, the debentures holders are entitled for the recovery of the balance amount in the manner
prescribed under applicable law. The Company has not been informed as regards any shortfall in the recovery of outstanding debt.
During the year there was a delay in repayment of interest of ` 51.98 crore.
NCD Series - 20E : In terms of the Security Interest (Enforcement) Rules, 2002, IDBI Trusteeship Services Limited (“Trustee”) has
enforced the security and taken the possession of the mortgaged properties in respect of the NCDs aggregating ` 102.70 crore and
interest aggregating ` 160.42 crore. Trustee has informed the Company that in the event dues payable to the debenture holders
are not fully recovered/satisfied with sale proceed of secured assets, the debentures holders are entitled for the recovery of the
balance amount in the manner prescribed under applicable law. The Company has not been informed as regards any shortfall in the
recovery of outstanding debt.
G.
During the year, Group has not declared wilful defaulter by any bank, financial institution or any other lender.
11 (b) : Current Borrowings
Particulars
Sr
No.
Secured
Rupee Loan:
Working Capital Loans from banks
Term Loans from banks
Foreign Currency Loan:
External Commercial Borrowings
Current Maturity of Long Term Debt
Total (A)
Unsecured
Rupee Loan:
Inter Corporate Deposits
- from Related Parties (Refer Note 25)
- Others
Total (B)
Total (A + B)
` Crore
As at
March 31, 2022
As at
March 31, 2021
548.07
1,284.04
427.13
4,877.37
7,136.61
552.03
1,284.13
412.02
5,050.65
7,298.83
41.04
17.27
58.31
41.04
17.27
58.31
7,194.92
7,357.14
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 working capital loans is 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.
The Group has filed periodic statements of stock & trade receivables with banks for computation of drawing power of working
capital facilities and same are in conformity with the financial statements except for minor variations which are not material.
207
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
The Group has delayed payments of interest and principal to the banks as detailed below:
Name of lender
Default as at March 31, 2022
Delay in repayment during the year
Principal
Interest
Principal
Interest
Amount
(` Crore)
Maximum
days of
default
Amount
(` Crore)
Maximum
days of
default
Amount
(` Crore)
Maximum
days of
delay
Amount
(` Crore)
Maximum
days of
delay
Canara Bank
325.40
1,282
State Bank of India
ICICI Bank
37.93
12.03
94
108
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
11(c): Trade Payables
Particulars
As at March 31, 2022
` Crore
As at March 31, 2021
Total outstanding dues to micro enterprises and small
enterprises
Total outstanding dues to other than micro enterprises
and small enterprises
(Including retention payable)
Total
Trade Payable Ageing Schedule: March 31, 2022
Current Non- Current
Current
Non-Current
108.50
-
60.26
-
16,773.32
15.49
16,407.31
18.16
16,881.82
15.49
16,467.57
18.16
Particulars
Outstanding for following periods from due date of payment
Not Due
Less than
year
1 to 2 Years
2 to 3
Years
More than
3 Years
` Crore
Total
Due to Micro and Small Enterprises
94.50
7.37
2.50
1.96
2.16
108.49
Due to Others – Undisputed
804.50
1,896.47
1,398.78
1,427.61
9,774.08 15,301.44
Due to Others - Disputed
Unbilled dues
Total
600.56
-
5.38
-
-
-
881.44
-
886.82
600.56
1,499.56
1,903.84
1,406.66 1,429.57 10,657.68 16,897.31
Trade Payable Ageing Schedule: March 31, 2021
Particulars
Outstanding for following periods from due date of payment
Not Due
Less than
year
1 to 2
Years
2 to 3
Years
More than
3 Years
` Crore
Total
Due to Micro and Small Enterprises
41.48
14.05
2.25
1.14
1.35
60.27
Due to Others – Undisputed
974.48
1,819.78
1,461.22
1,269.66
9,184.70 14,709.84
Due to Others - Disputed
Unbilled dues
Total
838.00
-
5.38
-
-
-
872.24
-
877.62
838.00
1,853.96
1,833.88
1,468.85
1,270.80 10,058.29 16,485.73
208
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
11(d): Other Financial Liabilities
Particulars
Security deposits
- from consumers
- from others
NHAI premium payable
Financial guarantee obligation
Interest accrued
Unpaid dividends
Creditors for capital expenditure
Employee benefits payable
Other Payables
Total
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 Program to the Government of India)
Contingencies Reserve Fund
Amount 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 35)
Provision for Major Maintenance and Overhaul Expenses
Provision for Legal Claim
Provision-Others
Total
As at March 31, 2022
` Crore
As at March 31, 2021
Current Non- Current
Current
Non-Current
1,494.08
220.05
434.87
-
1,911.24
10.29
767.02
50.83
108.07
8.78
0.07
2,289.92
301.77
-
-
-
-
-
1,424.33
216.34
373.17
-
1,709.05
12.25
654.01
83.00
110.30
9.58
0.07
2,206.01
200.54
-
-
-
-
-
4,996.45
2,600.54
4,582.45
2,416.20
As at March 31, 2022
Current Non- Current
1,303.55
614.39
503.05
-
1,269.26
-
11.35
-
` Crore
As at March 31, 2021
Non-Current
1,426.90
446.58
1,206.13
12.31
Current
796.40
-
-
-
480.42
1,713.53
2,808.34
-
-
3,087.21
891.71
2,244.24
3,932.35
-
-
3,091.92
As at March 31, 2022
Current Non- Current
160.00
-
12.70
10.27
30.19
6.99
107.92
168.07
92.61
1.64
430.28
-
-
684.53
` Crore
As at March 31, 2021
Non-Current
160.00
Current
-
11.31
36.62
34.87
6.19
167.72
256.71
94.67
1.36
403.07
-
-
659.10
* Represents provision made for pending disputes in respect of corporate/regulatory matters of the Parent Company.
1.
2.
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(ff)).
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.
209
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Movement in Provisions:
Particulars
As at April 01, 2020
Add : Provision made
Less : Provision used / reversed
As at March 31, 2021
Add : Provision made
Less : Provision used / reversed
As at March 31, 2022
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
Disputed
Matters
Legal
Claim
Major
Maintenance
& Overhaul
Expenses
Total
160.00
-
-
160.00
-
-
160.00
9.52
0.30
3.63
6.19
0.80
-
6.99
424.05
593.57
52.68
38.79
52.98
42.42
437.94
604.13
56.29
33.76
57.09
33.76
460.47
627.46
Year ended
March 31, 2022
Year ended
March 31, 2021
` Crore
12.48
(0.80)
11.68
37.92
(26.64)
11.28
22.96
(A)
(B)
(A + B)
20.19
(83.38)
(63.19)
420.38
(524.63)
(104.25)
(167.44)
` Crore
13(b) Reconciliation of tax expenses and the accounting profit multiplied by India’s tax rate:
Particulars
(Loss) /Profit from before income tax expense
Tax at the Indian tax rate of 31.20% (31.20%)
Tax effect of amounts which are not deductible (taxable) in calculating taxable
income:
Income not considered for Tax purpose
Expenses not allowable for tax purposes
Corporate social responsibility expenditure not allowable for Tax purpose
Tax on Losses brought forward
Effect of Change in Tax Rate
Tax losses for which no deferred tax was recognized
Movement in Tax Losses
Unrecognised MAT Credit
Tax on income Jointly Controlled Operations assessed separately
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, 2022
(656.29)
Year ended
March 31, 2021
2,938.66
(221.45)
651.56
(5.51)
50.35
-
89.63
6.70
215.16
(160.84)
4.74
2.89
(0.80)
42.09
22.96
129.28
37.39
0.16
-
(0.16)
263.54
(1,257.68)
3.01
1.49
(83.38)
87.35
(167.44)
210
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
13(c) Amounts recognised in respect of current tax / deferred tax directly in equity:
Particulars
Amounts recognised in respect of current tax / deferred tax directly in equity
13(d) Tax losses and Tax credits
Particulars
` Crore
As at
March 31, 2022
-
As at
March 31, 2021
-
` Crore
As at
March 31, 2022
256.62
1,048.88
As at
March 31, 2021
149.44
834.26
Unused Capital Gains tax losses for which no deferred tax asset has been recognized
Unused tax on business losses for which no deferred tax asset has been recognised
by Parent Company
Unused losses for which no deferred tax asset has been recognised by subsidiary
Unused Tax Credits – MAT credit entitlement
In the absence of reasonable certainty of future profit, the Group has not recognised deferred tax assets on unused losses.
5,254.20
126.31
4,710.94
126.31
13(e) Unrecognised temporary differences
Particulars
As at
March 31, 2022
As at
March 31, 2021
` Crore
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
6,701.59
6,109.41
Details of transactions not recorded in the books of account that has been surrendered or disclosed as income during the year
in the tax assessments: `Nil ( FY 2020-21: Nil). Further the Group does not have any unrecorded income and assets related
to previous years which are required to recorded during the year.
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
Intangible Assets
Total Deferred Tax Liabilities
Deferred Tax Asset on account of:
Provisions
NHAI Premium Payable
Fair Valuation of financial instruments
Unabsorbed losses (including depreciation)
Total Deferred Tax Assets
Net Deferred Tax Liability
As at
March 31, 2022
As at
March 31, 2021
` Crore
-
402.52
16.27
476.34
895.13
219.81
-
71.16
431.83
722.80
172.37
0.05
439.81
30.14
456.74
926.74
98.95
240.75
44.32
336.91
720.93
205.81
Deferred Tax Liabilities (net) as per Consolidated Balance Sheet
Deferred Tax Assets (net) as per Consolidated Balance Sheet
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.
As at March 31, 2022, the Parent Company has net deferred tax assets of ` 96.23 crore (` 51.43 crore as at March 31,
2021). In the absence of convincing evidences that sufficient future taxable income will be available against which deferred
tax assets can be realised, the same has not been recognised in the books of account in line with Ind - AS 12 on Income
Taxes.
398.63
130.03
426.51
169.27
211
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
13(g) Movement in deferred tax balances:
Particulars
As At March 31, 2020
(Charged)/credited:
- to profit or loss
- to other comprehensive income
On Disposal of subsidiaries
As At March 31, 2021
(Charged)/credited:
- to profit or loss
- to other comprehensive income
As At March 31, 2022
14. Revenue from operations
Particulars
Revenue from Power Business :
Income from sale of power and transmission charges
Less - Tax on Sale of Electricity
Less - Pension Trust Surcharge Recovery (Refer Note 36(g))
Cross subsidy charges
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
Revenue from Infrastructure Business :
Income from Toll business
Income from Metro business
Income from Airport business
Other Operating Income :
Provisions / Liabilities written back
Management and Consultancy Services
Others
Total revenue
` Crore
Deferred Tax Liability
327.26
(104.25)
2.93
31.30
257.24
11.27
0.09
268.60
Year ended
March 31, 2022
` Crore
Year ended
March 31, 2021
16,740.56
570.57
707.62
15,462.37
-
15,462.37
14,719.66
516.36
514.05
13,689.25
(1.00)
13,688.25
2,112.28
1,528.14
222.84
739.96
(517.12)
0.26
1,595.42
911.63
94.73
1.85
1,008.21
8.28
-
336.82
345.10
18,411.10
739.96
677.54
62.42
8.62
1,599.18
964.28
26.10
1.81
992.19
3.73
133.69
287.54
424.96
16,704.58
14.1 Refer Note 26 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 ` 2,624.31crore as at March 31, 2022, (` 6,574.73 crore as at March 31, 2021) out of which
` 1,382.05 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.
212
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
` Crore
2020-21
1,986.21
194.94
(486.11)
1,695.04
` Crore
2020-21
2,652.58
(56.20)
11.85
14.3 Changes in balance of Contract Assets and Contract Liabilities are as under:
Contract Assets
Particulars
Opening Contract Assets including retention receivable
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
2021-22
1,695.04
(315.83)
(1,150.39)
228.82
Contract Liabilities
Particulars
Opening Contract Liabilities including advance from customer
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 year
Closing Contract Liabilities including advance from customer
14.4 Reconciliation of contracted prices with the revenue during the year:
2021-22
2,608.23
(476.52)
(256.95)
1,874.76
2,608.23
Particulars
Opening contracted price of orders *
Add:
Fresh orders/change orders received (net)
Increase due to additional consideration recognised as per
contractual terms
Less:
Orders completed/cancelled during the year
Closing contracted price of orders
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 (III)
Closing contracted price of orders * (I+II+III)
2021-22
2020-21
14,888.90
29,536.04
` Crore
461.47
135.42
(7,222.15)
8,263.64
1,595.42
(254.16)
1,341.26
4,298.07
2,624.31
8,263.64
28.52
61.16
(14,736.82)
14,888.90
1,599.18
(125.61)
1,473.57
6,840.60
6,574.73
14,888.90
* Excluding the contracts, where E&C activities has been physically completed/suspended but the same has not been
closed due to its fulfilment of the technical parameters and/or pending receipt of final take over certificate from the
Customer.
The above note represents reconciliation of revenue from E&C Business.
15. Other Income
Particulars
Fair Value Gains on financial instrument through FVTPL /amortised cost
Interest income from other financial assets at amortised cost
Inter corporate deposits
On Fixed Deposit with banks
Others
Dividend income
Income from Lease of Investment Property
Net gain/(loss) on sale of Investments
Gain on transfer of interest in Joint Venture #
Recovery of Investment earlier written off
Gain on foreign exchange / derivative contracts (net) (including MTM on forward
contracts) (Refer Note 28)
` Crore
Year ended
March 31, 2022
154.55
Year ended
March 31, 2021
52.44
82.83
27.50
43.18
0.01
-
1.40
127.97
-
59.07
102.79
34.62
9.36
0.02
30.54
54.99
-
36.86
6.49
213
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Provisions / Liabilities written back (Refer Note 27)
Profit on sale of Property, Plant & Equipments
Miscellaneous Income
Total
13.46
19.29
192.19
721.45
3,688.35
12.18
181.67
4,210.31
# Represent gain on transfer of participating interest by Parent Company in one of the joint operation i.e. Rinfra-Astaldi JV
[Refer Note 40(d) (iv)]
16. Employee Benefit Expenses
Particulars
Salaries, Wages, Bonus
Contribution to Provident and Other Funds (Refer Note 35)
Gratuity Expense (Refer Note 35)
Workmen and Staff Welfare
Total
17. Finance Cost
Particulars
Interest and financing charges on financial liabilities:
Debentures
Term Loan
Foreign currency loan
External Commercial Borrowings
Working capital and other borrowings
Security Deposits from Consumers
Unwinding of discount on NHAI premium payable and maintenance obligations
under concession arrangements
Unwinding of discount on other financial liabilities and provisions
Fair Value change in financial instruments
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 34(ii))
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)
Provision for Doubtful debts / Advances / Deposits / ECL
Loss on Sale of Investment
Operation and Maintenance Expenses
214
Year ended
March 31, 2022
898.98
114.73
18.70
53.94
1,086.35
` Crore
Year ended
March 31, 2021
873.55
149.34
21.28
47.20
1,091.37
Year ended
March 31, 2022
Year ended
March 31, 2021
` Crore
187.41
909.28
63.30
3.41
344.32
99.95
242.86
12.95
101.23
95.71
2,060.42
182.10
1,039.55
48.95
3.44
575.02
107.28
235.10
7.44
277.66
250.20
2,726.74
` Crore
Year ended
March 31, 2022
53.37
Year ended
March 31, 2021
51.82
13.28
8.84
250.52
37.08
43.12
20.03
-
9.80
152.25
7.73
0.39
616.03
0.20
22.49
59.06
27.96
216.84
13.11
18.50
246.81
49.46
51.28
22.12
0.01
9.22
134.32
89.58
0.36
523.61
51.83
36.28
38.34
-
179.14
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Particulars
Provision for Impairment/Retirement of Inventory and Property, Plant and
Equipment
Less : Transfer from General Reserve (Refer Note 28)
Total
19. Earnings per share
Particulars
i.
ii.
Profit /(Loss) for the year for basic and diluted earnings per share:
Profit /(Loss) for the year (a)
Profit / (Loss) before effect of withdrawal from scheme (b)
Profit /(Loss) before Rate Regulated Activities (c)
Profit /(Loss) before Exceptional Items (d)
Basic and diluted earnings per share:
Basic and diluted earnings per share (a /e)
Before withdrawal from scheme (b/e)
Before Rate Regulated Activities (c/e)
Before Exceptional Items (d/e)
iii. Weighted average number of equity shares used as the denominator in
calculating basic and diluted earnings per share (e)
Year ended
March 31, 2022
Year ended
March 31, 2021
` Crore
-
1,538.99
-
1,538.99
1.60
1,517.39
(51.75)
1,465.64
Year ended
March 31, 2022
` Crore
Year ended
March 31, 2021
` Crore
(938.39)
(938.39)
(1,076.81)
(938.39)
`
(35.68)
(35.68)
(40.94)
(35.68)
26,29,90,000
1,125.25
1,073.50
(1,315.98)
998.91
`
42.79
40.82
(50.04)
37.98
26,29,90,000
20. During the Year, the Parent Company has allotted 8,88,00,000 warrants, at a price of ` 62 per warrants, convertible
into equivalent number of equity shares of the Parent Company. The impact of the same on the earning per share will be
anti-dilutive, hence not considered.
21.
i) 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. ii) The
Group has complied with the provision of section 2(87) of the Companies Act, 2013 read with the Companies (Restrictions
on number of layers) Rules, 2017. iii) No Fund have been advanced or loaned or invested (either from borrowed funds or
share premium or any other sources or kind of funds) by the Group to or in any person or entity, including foreign entities
(‘Intermediaries’) with the understanding, whether recorded in writing or otherwise, that the intermediary shall land or invest
in party indentified by or on behalf of the Company (‘ultimate beneficiaries’). The Group has not received any funds from
the any party with the understanding that the Company shall whether, directly or indirectly lend or invest in other person
or entities identified by or on behalf of the Company (‘ultimate beneficiaries’) or provide any guarantee, security or the like
on behalf of the ultimate beneficiaries.iv) During the year, the Group has not entered with any scheme of arrangements in
terms of section 230 to 237 of the Companies Act, 2013.
22. The figures for the year ended March 31, 2022 have been regrouped and reclassified to make them comparable with those
of current year. Figures in bracket indicate previous year’s figures. @ represents figures less than ` 50,000 which have been
shown at actual in brackets with @.
23. Contingent Liabilities
Particulars
As at
March 31, 2022
As at
March 31, 2021
` Crore
(i)
Claims against the Group not acknowledged as debts and under litigation
3,992.68
3,859.27
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
38.82
749.66
520.30
47.02
1,643.80
993.08
183.85
588.81
524.09
56.88
1,643.80
861.84
215
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
(i)
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.
(ii) With respect of Energy Purchase Agreement (EPA) entered with Dhursar Solar Power Private Limited (DSPPL), The
Maharashtra Electricity Regulatory Commission (MERC) vide order dated October 21, 2016 allowed partial cost
claimed by the Parent Company. Aggrieved by the said order, the Parent Company had challenged the said order
before Appellate Tribunal for Electricity (APTEL). The APTEL has upheld the findings of MERC and the Parent Company
filed an appeal before the Supreme Court of India against the APTEL Order. The matter is currently pending before the
Supreme Court of India. Post transfer of Mumbai Power Business to Reliance Electric Generation and Supply Limited
(REGSL), a inter-se agreement was entered between REGCL, DSPPL and the Parent Company, whereby the Parent
Company has agreed that the liability of REGSL to make tariff payments for the energy supplied by DSPPL is limited
to the MERC approved tariff and the Company has agreed to pay the differential amount between tariff payment
as per EPA and MERC approved tariff to the DSPPL thorough an agreement cum indemnity. Pending outcome of
the matter, the Parent Company continues to account differential expenditure as cost on monthly basis. The Parent
Company has also legally been advised that it has good case on merit and have fair chance to succeed. Based on the
above facts the Parent Company has not considered the said agreement cum indemnity as an Onerous Contract. The
Parent Company does not expect any cash outflow on this account.
(iii)
In case of Mumbai Metro One Private Limited (MMOPL):
a)
b)
The Municipal Corporation of Greater Mumbai (MCGM) denied the exemption to the Company from payment
of municipal taxes and octroi. In March 2022, the Company has received attachment warrants from MCGM
demanding property tax and penalty amounting to ` 134.16 crore. The Company has filed a Writ Petition in
Bombay High Court on March 28, 2022 against the attachment warrants seeking reliefs. The Hon’ble High Court
has ordered MCGM on March 29, 2022 not to take any coercive action against the Company and to file its
affidavit in reply. Next date of hearing is yet to fixed by the Court.
The Ministry of Housing and Urban Affairs, Government of India had constituted a fresh Fair Fixation Committee
(FFC) on November 28, 2018 for the purpose of recommending the metro fare for MMOPL. The FFC vide its
Order dated March 11, 2019 had recommended a fare structure of ` 10 to ` 35 and had reduced the existing
fares. MMOPL has filed a Writ Petition challenging the same on June 07, 2019. Matter was heard on June 20,
2019. Hon’ble High Court of Mumbai has granted Stay on the FFC recommendations. The matter is sub-judice.
The last hearing was held on November 08, 2019. Next date of hearing is yet to be fixed by the Court.
c) MMOPL has filed various claims against Mumbai Metropolitan Region Development Authority (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 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. The arguments before the Arbitration Tribunal have been completed and the Award is reserved.
MMOPL expects favorable Arbitration Award by June 2022.
(iv) BRPL and BYPL had announced Special Voluntary Retirement Scheme (SVRS) in December, 2003. 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.
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, where in both the SLPs have been admitted. Thereafter matter was listed with
Registrar on various dates, last date being December 18, 2019 when the Registrar has directed the matter to be listed
before the Hon’ble Supreme Court. These SLPs will now come up for final hearing on their turn, as and when listed
by the Court.
(v)
Proportionate share of claims not acknowledged as debt and other contingent liabilities in respect of Associate and
Joint Venture Companies amounts to `410.94 crore (`5.45 crore ).
216
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
24. Commitments
Particulars
(i)
(ii)
` Crore
As at
March 31, 2022
As at
March 31, 2021
435.74
241.84
Estimated amount of contracts remaining unexecuted on capital account
and not provided for (net off of advances)
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) Uncalled liability on partly paid shares warrants ` 547.50 crore (Nil).
(iv) During the previous year the Parent Company, as a part of settlement with Yes Bank Limited, had sold its Investment
property including land (Reliance Center, Santacruz- RCS) at a total transaction value of `1,200 crore through the
conveyance deed entered with Yes Bank Limited. The Parent Company is entitled to exercise its rights/option to buy
back RCS after 8.5 years from the date of sale, subject to fulfillment of the condition precedents at an agreed price
as per option agreement entered between parties.
(v)
Proportionate share of Capital and other Commitments in respect of Associate and Joint Venture Companies amounts
to ` 159.42 crore (` 1.72 crore ).
25. 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)
Joint Ventures
Investing Party
(ii)
(iii)
(iv) Persons having control over
(v)
investing party
Enterprises over which person
described in (iv) has significant
influence
1 Reliance Geothermal Power Private Limited (RGPPL)
2 Metro One Operations Private Limited (MOOPL)
3 RPL Sun Techniques Private Limited
4 RPL Photon Private Limited
5 RPL Sun Power Private Limited
6 Reliance Power Limited (RePL) (w.e.f July 15, 2021)
7 Rosa Power Supply Company Limited (ROSA) (w.e.f July 15, 2021)
8 Sasan Power Limited (SPL) (w.e.f July 15, 2021)
9 Vidarbha Industries Power Limited (VIPL) (w.e.f July 15, 2021)
10 Chitrangi Power Private Limited (CPPL) (w.e.f July 15, 2021)
11 Samalkot Power Limited (SaPoL) (w.e.f July 15, 2021)
12 Rajasthan Sun Technique Energy Private Limited (RSTEPL) (w.e.f July 15, 2021)
13 Dhursur Solar Power Private Limited (DSPPL) (w.e.f July 15, 2021)
14 Reliance Natural Resources Limited (w.e.f July 15, 2021)
15 Gullfoss Enterprises Private Limited
16 Reliance Naval and Engineering Limited (RNEL) (upto April 24, 2020)
Utility Powertech Limited (UPL)
Reliance Project Ventures and Management Private Limited (RPVMPL)
Shri Anil D Ambani and family
1 Reliance General Insurance Company Limited (RGI) (up to November 29, 2021)
2 Reliance Capital Limited (RCap) (up to November 29, 2021)
3 Reliance Securities Limited (RSL) (up to November 29, 2021)
4 Reliance Assets Reconstruction Company Limited (RARCL) (up to November 29, 2021)
5 Unlimit IOT Private Limited (UIPL) (up to November 29, 2021)
6 Reliance Health Insurance Limited (RHIL) (up to November 29, 2021)
7 Reliance Home Finance Limited (RHL) (up to November 29, 2021)
8 Reliance Commercial Finance Limited (RCFL) (up to November 29, 2021)
9 Reliance Nippon Life Insurance Company Limited (RNLICL) (up to November 29, 2021)
10 Reliance Transport and Travels Private Limited (RTTPL)
11 Reliance Broadcast Network Limited (RBNL)
12 Reliance Wealth Management Limited (RWML) (up to November 29, 2021)
13 Reliance Power Limited (RePL) (up to July 14, 2021)
217
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
14 Rosa Power Supply Company Limited (ROSA) (up to July 14, 2021)
15 Sasan Power Limited (SPL) (up to July 14, 2021)
16 Vidarbha Industries Power Limited (VIPL) (up to July 14, 2021)
17 Chitrangi Power Private Limited (CPPL) (up to July 14, 2021)
18 Samalkot Power Limited (SaPoL) (up to July 14, 2021)
19 Rajasthan Sun Technique Energy Private Limited (RSTEPL) (up to July 14, 2021)
20 Dhursur Solar Power Private Limited (DSPPL) (up to July 14, 2021)
21 Reliance Corporate Advisory Services Limited (RCASL) (up to November 29, 2021)
22 Reliance Natural Resources Limited (up to July 14, 2021)
(c) Details of transactions during the year and closing balances as at the end of the year:
Particulars
(a)
(b)
Consolidated Statement of Profit and Loss heads:
(I)
Income:
(i)
Revenue from Power business
(ii)
Gross revenue from E&C business
(iii)
Other Operating Revenue
(iv)
Dividend received
(v)
Interest earned
(vi)
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
Interest Paid
(ii)
(iii)
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)
Investments
(iv)
Inter Corporate Deposit (ICD) given
(v)
Interest receivable on Investments and
Deposits
Year
Investing party,
Associates and
Joint Ventures
` Crore
Enterprises over
which person
described in
(iv) above,
has significant
influence
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
-
-
-
-
-
-
7.08
1.83
40.95
-
-
-
349.41
-
3.81
0.41
3.02
-
1,601.12
2.73
40.35
-
813.59
39.23
547.51
-
74.82
-
-
2.83
-
1.47
-
84.53
-
-
35.26
97.31
-
25.78
114.70
473.28
10.94
21.23
11.71
23.02
0.11
1,604.38
0.69
236.93
-
72.45
13.28
1,124.64
2.23
204.33
(vi)
Trade Receivables, Advance given and other
receivables for rendering services
2021-22
2020-21
2,666.15
-
-
2,673.18
218
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Particulars
Year
Investing party,
Associates and
Joint Ventures
` Crore
Enterprises over
which person
described in
(iv) above,
has significant
influence
(c)
(d)
(vii)
Investment in Share Warrants
(viii)
Interest Payable
Guarantees and Collaterals (Closing balances):
Guarantees and Collaterals
Transactions during the year:
(i)
Investment in Share Warrants
(ii)
ICD Given/assigned to
(iii)
ICD Returned by
(iv)
Investment in Equity Shares
(v)
ICD converted to Investment
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
(d) Key Management Personnel (KMP) and details of transactions with KMP:
182.50
-
11.71
-
-
-
0.28
15.14
-
67.44
5,728.67
182.50
-
-
-
-
-
595.00
-
573.70
-
-
-
6.86
371.73
4.00
-
-
-
-
-
` Crore
Name
Category
Years
Remuneration
Shri Punit Garg
Executive Director and Chief Executive Officer
Shri Paresh Rathod
Company Secretary
Shri Pinkesh Shah
Chief Financial Officer (upto September 30, 2021)
Shri Sandeep Khosla
Chief Financial Officer (w.e.f. October 01, 2021)
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2021-22
2020-21
2.49*
2.52
0.52*
0.47
0.47*
0.94
0.38*
-
*Remuneration does not include post-employment benefits, as they are determined on an actuarial basis for the
Company as a whole.
(e) Details of Transactions with Person having Control: Sitting fees paid ` 0.03 Crore during the year 2021-22 (2020-21:
` 0.03 Crore).
During the previous year, the Parent Company received advance of ` 10.75 crore against the expenses incurred on his
behalf. Closing Balance Nil.
(f) Details of Material Transactions with Related Party
(i) Balance sheet heads (Closing balance)
Trade Receivables, Advances given and other receivables for rendering services SaPoL ` 2,661.84 crore (March
31, 2021 ` 2,585.89 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.
Transactions 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.
219
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
26. 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, 2022 and
March 31,2021.
Power*
Year ended March 31, 2022
Infrastructure
E&C
Total
Power*
Year ended March 31, 2021
Infrastructure
E&C
15,878.85
-
15,878.85
1,602.79
-
1,602.79
1,067.88
-
1,067.88
19,631.40
-
19,631.40
1,746.63
-
1,746.63
1,017.86
-
1,017.86
18,549.52
-
18,549.52
138.42
18,411.10
` Crore
Total
22,395.89
-
22,395.89
2,441.23
19,954.66
Segment Information:
Particulars
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
220
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Particulars
Power*
Year ended March 31, 2022
Infrastructure
E&C
Total
Power*
Year ended March 31, 2021
Infrastructure
E&C
6,801.49
163.79
100.76
Result
Segment Result
Finance Cost
Late Payment Surcharge
Interest Income
Exceptional Item
Other un-allocable Income net of
expenditure
Net Profit /(Loss) before Tax, Share of Profit
in Associates, Joint Ventures
Less : Tax Expenses
Add : Share of Profit / (Loss) in Associates
and Joint Ventures (net)
Less : Non-controlling Interest
Profit / (Loss) for the year
2,324.89
35.33
114.95
2,475.17
(2,060.42)
(1,418.95)
153.51
-
194.40
(656.29)
22.55
(128.88)
130.67
(938.39)
` Crore
Total
7,066.04
(2,726.74)
(2,142.78)
146.77
126.34
469.03
2,938.66
(167.10)
9.89
1,990.40
1,125.25
Capital Expenditure
Depreciation
Non cash expenses other than depreciation
776.14
694.73
26.47
4.30
32.00
-
199.94
536.65
-
695.93
703.68
39.94
13.67
31.48
-
187.89
581.63
-
(Pertaining to segment only)
*Total segment revenue includes Regulatory Income
Particulars
Segment Assets:
Power
Engineering and Construction Business
Infrastructure
Total Segment Assets
Unallocated Assets
Total
Non Current Assets held for sale
Total Assets
Segment Liabilities:
Power
Engineering and Construction Business
Infrastructure
Total Segment Liabilities
Unallocated Liabilities (Including Non-controlling Interest)
Total
Liabilities relating to non current assets held for sale
Total Liabilities
As at
March 31, 2022
As at
March 31, 2021
` Crore
31,650.63
3,545.36
12,748.29
47,944.28
13,002.63
60,946.91
1,742.32
62,689.23
19,927.68
3,589.06
4,588.00
28,104.74
20,649.66
48,754.40
1,370.92
50,125.32
31,020.89
4,551.52
14,841.59
50,414.00
10,052.26
60,466.26
1,697.15
62,163.41
19,392.75
4,458.10
4,664.03
28,514.88
21,463.46
49,978.34
1,324.63
51,302.97
27. Disclosure as per Ind AS 8 – ‘Accounting Policies, Changes in Accounting Estimates and Errors’ and Ind AS 1 - Presentation
of Financial Statements’
Delhi Discoms had accounted Late Payment Surcharge (LPSC) @ 15% / 18% p.a. till Financial Year 2020-21 based on the
terms of respective Power Purchase Agreement (PPA), applicable regulations of Central Electricity Regulatory Commission
(CERC)/ Delhi Electricity Regulatory Commission (DERC) and /or agreed terms with power Generators/ Transmitters.
DERC vide its order dated May 13, 2019 on the issue of rate of LPSC has stated that DERC may not have any objection
to a bilateral settlement between Delhi Utilities and Delhi Discoms. With a view to provide financial relief to the distribution
sector, the Ministry of Power (MoP), Government of India vide its advisory dated August 20, 2020 had advised Generating
and Transmission Companies to charge LPSC at a rate not exceeding 1% p.m for settlement of past dues.
221
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Based on Ministry of Power (MoP), Government of India’s Advisory dated August 20, 2020 to reduce the rate of LPSC to
12% p.a and views of DERC that it may not have any objection to a bilateral settlement between Delhi Utilities and Delhi
Discoms, the LPSC has been reworked @12% p.a. for the prior period. Accordingly, Consequent to the above advisory/
notification, Delhi Discoms has reworked LPSC retrospectively and excess LPSC provision have been written back in their
current financial statements and restated the previous financial year figures, in accordance with the requirement of Ind AS-
8“Accounting Policies, Changes in Accounting Estimates and Errors” and Ind AS-1 “Presentation of Financial Statements”.
Accordingly, the Group has restated the figures of the financial year March 31, 2021 related to Balance Sheet, Statement of
Profit and loss, Statement of changes in Equity and Statement of Cash Flow as reason stated above.
Reconciliation of restated items of Consolidated Statement of Profit and Loss for the year ended March 31, 2021
Particulars
As Previously
reported
Restatements
As restated
` Crore
Other Income
Profit/(Loss) before Rate Regulated Activities and Tax
Profit / (Loss) before tax
Profit / (Loss) for the year
Non Controlling Interest Profit
Net Profit / (Loss) for the year attributable to the owners of the
Parent Company
Total Comprehensive Income for the year
EPS (Basic and Diluted) (in `)
EPS before effect of withdrawal from scheme)
EPS before Rate Regulated Activities (Basic and Diluted) (in `)
960.22
(2,879.00)
(311.43)
(134.44)
397.86
(532.30)
(131.71)
(20.24)
(22.21)
(113.07)
3,250.09
3,250.09
3,250.09
3,250.09
1,592.54
1,657.55
3,250.09
63.03
63.03
63.03
Reconciliation of restated items of the Consolidated Balance Sheet as at March 31, 2021
4,210.31
371.09
2,938.66
3,115.65
1,990.40
1,125.25
3,118.38
42.79
40.82
(50.04)
` Crore
Particulars
Other Equity
Trade Payable
Non Controlling Interest
As Previously reported
Restatements
As restated
8,939.86
19,182.65
2,182.18
1,657.55
(3,250.09)
1,592.54
10,597.41
16,407.31*
3,774.72
* Includes regrouped
The restatements of the financial statements as at March 31, 2021 has no impact on Net Cash from Operating, Investing and
Financing Activities for the year ended March 31, 2021.
Necessary changes in the working of deferred tax liability are also done in the restated financial statements for Financial Year
2020-21. However, there is no financial impact of the same on the Statement of Profit and Loss and Balance Sheet for
Financial Year 2020-21.
28. 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 loss of `51.75 crore for the year ended
March 31, 2021 has been credited to the Statement of Profit and Loss and an equivalent amount has been transferred from
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 not been done, the loss before tax for year
ended March 31, 2021 would have been higher by `51.75 crore and General Reserve would have been higher by `51.75
crore. The treatment prescribed under the Scheme override the relevant provisions of Ind AS 1: “Presentation of Financial
Statements”.
During the current financial year, the Parent Company has not exercised above option; accordingly net foreign exchange
gain of `55.23 crore has been credited to Statement of Profit and Loss directly. The figures for the previous year are not
comparable with current year to that extent.
222
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
29.
Investments 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 Project (Project) 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.
Hon’ble Supreme Court on September 9, 2021 upheld the arbitral award in favour of Delhi Airport Metro Express Private
Limited (DAMEPL), a subsidiary of the Parent Company, in the matter of the dispute between DAMEPL and Delhi Metro Rail
Corporation Limited (DMRC), arising due to the termination of the Concession Agreement for Delhi Airport Metro Express
Line Project by DAMEPL. DMRC was consequently directed to pay termination payment and other compensation, totaling to
` 2,945 crore plus pre-award and post-award interest up to the date of payment to DAMEPL. DAMEPL had filed execution
petition dated September 10, 2021 before Hon’ble Delhi High Court seeking execution of the Award against DMRC. In view
of the above, DAMEPL has continued to prepare its financial results on a ‘Going Concern’ basis.
DMRC had deposited `1,000 crore on December 8, 2021, ` 600 crore on February 23, 2022 and ` 166.44 crore on March
14, 2022, in the escrow account of DAMEPL, as per Hon’ble Delhi High Court’s orders in the execution proceedings initiated
by DAMEPL against DMRC. DAMEPL has utilised the amount received for its debt repayments. Hon’ble High Court of Delhi
on March 10, 2022, in its judgement, directed DMRC to make payment of ` 824.10 crore within two weeks’ time and the
remaining amount in two equal instalments on or before April 30, 2022 and May 31, 2022 respectively.
Being aggrieved by a particular paragraph of the judgment dated March 10, 2022 rejecting the computation of post-award
interest by DAMEPL on pre-award interest portion of the sum awarded, DAMEPL filed a Special Leave Petition before Hon’ble
Supreme Court, limited to the issue of interest on pre-award interest, which was dismissed on May 5, 2022. DAMEPL is
evaluating the judgment and contemplates to go for review against the judgment and will be filing suitable proceedings for
speedy realization of the sums receivable. DAMEPL has also initiated proceedings against DMRC for non-adherence to the
judgement dated March 10, 2022 and seeks recovery of the balance amounts.
30. The Parent Company at its Board Meeting dated September 25, 2021 has approved issue of unsecured foreign currency
convertible bonds (FCCBs) upto U.S.$100 million maturing at the end of 10 years and 1 day from the issue date or the date
of the FCCBs being fully paid up, whichever is later, with a coupon rate of 4.5% p.a. on private placement basis. The FCCBs
shall be convertible into approximately 6.64 crore equity shares of `10 each of the Parent Company in accordance with the
terms of the FCCBs, at a price of ` 111 (including a premium of ` 101) per equity share.
31. 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. Mumbai Metro One Private Limited (MMOPL), a subsidiary of the Parent Company, its net worth has been eroded, its
current liabilities have exceeded its current assets and it has an overdue obligations payable to its lenders. MMOPL is
taking a number of steps to improve overall commercial viability which will result in an improvement in its cash flows
and enable to meet its financial obligations. It had shown year-on-year growth in passenger traffic and its revenue
had been sufficient to recover its operating costs and EBITA(Earnings before Interest, Tax and Amortization),had been
positive until shutdown of metro operations ordered by government authorities due to COVID-19 pandemic. Metro
operations were suspended for about seven months during financial year 2020-21 and ridership continued to be lower
thereafter due to COVID lockdown. However, MMOPL is entitled to get the extension of the concession period to
compensate the continuing revenue loss. Additionally, the overall infrastructure facility has a long useful life and the
remaining period of concession is approximately 24 years. The Parent Company will endeavour to provide necessary
support to enable MMOPL to operate as a going concern and accordingly, the financial results of MMOPL have been
prepared on a ‘Going Concern’ basis.
b.
c.
The loan accounts of GF Toll Road Private Limited (GFTR),a wholly owned subsidiary of the Parent Company, have been
classified as Non-Performing Asset (NPA) by its consortium lenders. While there are some over dues relating to principal
amount, GFTR has been regular in paying the monthly interest and it has paid interest upto March 31, 2022. GFTR
is at an advanced stage of implementing restructuring/Resolution Plan (RP).Further GFTR has filed arbitration claims
and is confident of a favourable outcome, which will further improve its financial position. In view of the above, GFTR
continues to prepare its financial results on a ‘Going Concern’ basis.
The current liabilities of TK Toll Road Private Limited (TKTR), a wholly owned subsidiary of the Parent Company,
exceeded its current assets. TKTR is undertaking number of steps which will result in improvement of cash flows and
enable it to meet its financial obligations. The revenue of TKTR have been sufficient to recover its operating costs and
EBITA (Earnings before Interest, Tax & Amortisation), which have been positive since commencement of its operation.
Additionally, it has long concession period extending upto financial year 2038 and its existing cash flow issues on
account of mismatch in the repayment schedule vis-a-vis the concession period.
TKTR is in active discussions with its lenders for debt resolution/one time settlement scheme. Further, TKTR has filed
arbitration claims worth ` 1,606 crore and is confident of a favourable outcome, which will further improve the financial
position. Notwithstanding the dependence on above said material uncertain events, TKTR continues to prepare its
financial results on a ‘Going Concern’ basis.
223
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
d.
The Current Liabilities of TD Toll Road Private Limited (TDTR), a wholly owned subsidiary of the Parent Company,
exceeded its current assets. TDTR is undertaking a number of steps which will result in an improvement in its cash flows
and enable it to meet its financial obligations. The revenue of TDTR has been sufficient to recover its operating costs and
EBITA (Earnings before Interest, Tax & Amortisation),which has been positive since the commencement of its operation.
Additionally, it has a long concession period extending upto financial year 2038 and its current cash flow issue is on
account of mismatch in the repayment schedule vis-a-vis the concession period.
One of the lenders, invoked the insolvency process under the Insolvency and Bankruptcy Code, 2016 (IBC) against it,
before Hon’ble National Company Law Tribunal (NCLT), Mumbai Bench, for non-payment of interest and instalments
payable under the Rupee Term Loan Agreement. The said petition was admitted and Resolution Professional (RP)
appointed. The Parent Company’s Appeal against the said Order of Hon’ble NCLT was negatived by Hon’ble National
Company Law Appellate Tribunal (NCLAT). ThereafterCommittee of Creditors (CoC) was constituted. The RP invited and
received bids from prospective applicants and the Parent Company also submitted an offer for debt resolution under
Section 12A of the IBC. The CoC has accepted the bid of one of the resolution applicants and has submitted the same
to NCLT for its approval. The Parent Company understands that its proposal is better than the bid accepted by the CoC
and has filed an application with NCLT to give directions to CoC to consider OTS offer made by the Parent Company.
Further TDTR has received, arbitral award in the financial year 2018 worth ` 158.45 crore plus post award interest,
which will strengthen its financial position.A Civil Appeal to set aside the impugned order of Hon’ble NCLAT was filed
by one of the Directors of TDTR before Hon’ble Supreme Court. An Interlocutory Application was filed in the said
Civil Appeal, which was heard on January 3, 2022 and the Hon’ble Supreme Court granted a stay against the NCLT
proceedings till further order.Notwithstanding the dependence on above said material uncertain events, TDTR continues
to prepare its financial results on a ‘Going Concern’ basis.
In case of JR Toll Road Private Limited (JRTR), a wholly owned subsidiary of the Parent Company, the net worth has
eroded as at March 31, 2022. However the revenues of JRTR 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.
JRTR is undertaking a number of steps which will result in an improvement in cash flows and enable the Company to
meet its financial obligations comfortably. The Company is also in discussion with its lender for restructuring of its loans
and the proposal is at an advance stage of implementation. . Further the Company has filed arbitration claim worth of
` 239 crore and is confident of favourable outcome, which will further improve the financial position of the Company.
Notwithstanding the dependence on above said material uncertain events, JRTR continues to prepare the financial
statements on a ‘Going Concern’ basis.
Notwithstanding the dependence on these materials uncertain events including achievement of debt resolution and
restructuring of loans, time bound monetisation of assets as well as favourable and timely outcome of various claims,
the Group is confident that such cash flows along with DAMEPL arbitral award would enable it to service its debt, realise
its assets and discharge its liabilities, including devolvement of any guarantees/support to certain entities including the
subsidiaries and associates in the normal course of its business. The Parent Company has repaid substantial debt during
the previous financial year vis a vis certain debts repayment in the current financial year and is confident of meeting
of balance obligations. Accordingly, the consolidated financial results of the Group have been prepared on a “Going
Concern” basis.
e.
f.
32. 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 project advances, subscription to debentures and
inter corporate deposits. The total exposure of the Parent Company as on March 31, 2022 was ` 6,526.82 crore, net of
provision of ` 3,972.17 crore and the Parent Company has also provided corporate guarantees aggregating of ` 1,775 crore.
The activities of EPC Company have been impacted by the reduced project activities of the companies of the Reliance Group.
While the Parent Company is evaluating the nature of relationship; if any, with the independent EPC Company, based on the
analysis carried out in earlier years, the EPC Company has not been treated as related party.
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.
Based on the available facts, the provision made will be adequate to deal with any contingency relating to recovery from the
EPC Company. The Company has further provided corporate guarantees of `4,895.87 crore on behalf of certain companies
towards their borrowings. As per the reasonable estimate of the Management of the Parent Company, it does not expect any
obligation against the above guarantee amount.
33. COVID-19 pandemic has impacted business across the globe and India, causing significant disturbance and slowdown of
economic activities. The Group has considered all possible impact of COVID-19 in preparation of the consolidated financial
results, including assessment of the recoverability of financial and non financial assets based on the various internal and external
information and assumptions relating to economic forecasts up to the date of approval of these financial results. The aforesaid
assessment is based on projections and estimations which are dependent on future development including government
policies. Any changes due to the changes in situations/circumstances will be taken into consideration, if necessary, as and
when it crystallizes.
224
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
34. Disclosure as required under Ind AS–116 –Lease is given below:
(i)
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
- Later than one year and not later than five years
- Later than five years
(ii) Assets taken on Operating Lease:
` Crore
As at
March 31, 2022
As at
March 31, 2021
12.79
12.57
0.25
0.17
0.21
0.22
The Group has entered into cancellable / non-cancellable leasing agreement for office, residential and warehouse
premises renewable by mutual consent on mutually agreeable terms. The Group has accounted ` 13.28 crore as lease
rental for the financial year 2021-22 (` 13.11 crore for the financial year 2020-21).
35. 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
Year ended
March 31, 2022
Year ended
March 31, 2021
` Crore
17.66
2.04
63.44
4.36
15.70
2.08
67.23
3.90
225
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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. Any shortfall arising in meeting the stipulated interest liability, if any, gets duly
provided for in the accounts of Provident Fund Trust maintained by the respective Company.
(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
Change in the Present Value Of Defined Benefit Obligation
2021-22
` Crore
2020-21
5.58% to 6.41%
5.18% to 6.50%
5.58% to 7.35%
5.18% to 6.90%
5.00% to 10.50% 3.00% to 11.00%
4.00% to 15.00% 4.00% to 10.00%
Indian Assured Lives
Mortality (2012-14)
Urban
Indian Assured Lives
Mortality (2006-08)
N.A.
N.A.
Present value of Benefit Obligation at the beginning of the year
200.99
160.94
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
(0.50)
0.16
13.58
16.27
(3.49)
(6.64)
2.73
0.11
(5.62)
217.59
(2.55)
0.36
10.71
16.85
(4.11)
(3.65)
(0.30)
0.07
22.67
200.99
Fair Value of Plan Asset at the beginning of the year
165.87
132.32
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
2.90
-
10.99
(4.04)
(3.28)
35.90
0.81
1.46
2.69
(2.17)
8.63
(0.84)
(1.50)
24.25
(0.01)
2.50
Fair Value of Plan Asset at the End of the year
210.61
165.87
226
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Particulars
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 Period Recognised in OCI (including
Discontinued Operations)
Major Categories of plan assets 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
2021-22
217.59
210.61
(6.98)
-
(6.98)
16.27
2.43
18.70
(4.18)
0.63
(3.54)
100%
10.62
15.65
41.88
168.71
217.59
` Crore
2020-21
200.99
165.87
(35.12)
-
(35.12)
16.85
1.91
18.76
19.87
0.10
19.97
100%
36.48
12.97
30.59
163.88
200.99
0.50% to 1.00%
0.50% to 1.00%
Impact on defined benefit obligation -in % increase
(0.20%) to (5.30%)
(0.04%) to (5.40%)
Impact on defined benefit obligation -in % decrease
0.20% to 5.25%
0.04% to 6.11%
Assumptions - Future Salary Increase:
Sensitivity Level
Impact on defined benefit obligation -in % increase
0.50% to 1.00%
0.50% to 1.00%
0.19% to 4.96%
0.04% to 5.93%
Impact on defined benefit obligation -in % decrease
(0.18%) to (4.71%)
(0.04%) to (5.38%)
The Code on Social Security, 2020 relating to employee benefits during employment and post- employment benefits
has received presidential assent. However the effective date of the code and final rules are yet to be notified. The Group
will assess the impact once the subject rules are notified and will give appropriate impact in its financial statements in
the period in which, the Code becomes effective.
36. 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 `31.14 crore (`29.99 crore) and in case of BYPL ` 9.75 crore (` 10.72 crore) is lying
under provision for retirement of fixed assets.
227
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
(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 Companies has
been refunding the security deposit to DVB consumers.
(ii)
Interest is provided at MCLR (Marginal Cost of Fund Based Lending Rate) as notified by SBI prevailing on the April
01 of respective year on consumer security deposit received from all consumers as per DERC Supply Code and
Performance Standard Regulations, 2017. The MCLR rate as on April 01, 2021 is @ 7.00 % (April 1, 2020 @
7.75%). Accordingly, BRPL and BYPL have provided for interest amounting ` 64.03 crore (` 69.00 crore) and
` 35.92 crore (` 38.28 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.
(c)
NTPC and other Generators dues:
BRPL and BYPL has received notice from power utilities for regulation (suspension) of power supply on February 1,
2014 due to delay in payments. The Delhi Discoms filed a Writ Petition against the notice before the Hon’ble Supreme
Court (SC) and prayed for suitable direction from Hon’ble SC to DERC for providing cost reflective tariff and giving a
roadmap for liquidation of the accumulated Regulatory Assets. The Hon’ble SC in its interim order directed the Delhi
Discoms to pay the current dues (w.e.f. January 1, 2014). On July 3, 2014 the court took note that Delhi Discoms
paid 100% payment of its current dues. All contentions and disputes were kept open to be considered later. The Delhi
Discoms sought modification of the said order so as to allow them to pay 70% of the current dues which was allowed
by Hon’ble SC in respect of Delhi Power Utilities only on May 12, 2016. On April 11, 2019 new interim application
have been filed by Delhi Power Utilities in pending contempt petitions of 2015 alleging non compliance of Supreme
Court Order regarding payment of current dues. On November 28, 2019, Counsel for Delhi Power Utilities requested
for early hearing of the Contempt petitions. These matters along with Writ Petitions were listed on January 7, 2020
before Hon’ble Court. The Hon’ble Court on the request of Delhi Discoms directed that, all connected matters be tagged
with Writ and Contempt Petitions. An application was filed by Delhi Discoms in November 2021 for early hearing of
Two Tariff Appeals (filed by DERC) and other matters connected with the Writ Petition. The appeals filed by DERC were
heard on November 30, 2021 and December 1, 2021. Hon’ble SC by Order dated December 1, 2021 dismissed the
aforesaid Tariff Appeals and another Civil Appeal filed by DERC, holding that no substantial questions of law are involved.
Hon’ble SC has directed listing of matters on January 25, 2022 and further on May 10, 2022, however, the matter
got adjourned. Next date of hearing is not fixed. DERC has also filed compliance report in Civil Appeal No 884 / 980
of 2010.
(d) Audit by The Comptroller and Auditor General (CAG) of India:
The three private electricity distribution Companies (DISCOMs) in the NCT of Delhi (GoNCTD) preferred a Writ Petition
before Hon’ble High Court of Delhi challenging Government of NCT of Delhi’s communication dated January 07, 2014
directing the Comptroller and Auditor General of India (CAG) to conduct audit of the DISCOMs. On October 30, 2015,
the Hon’ble Court pronounced its Judgement wherein Hon’ble Court “set aside all actions taken pursuant to the January
07, 2014 order”. The Hon’ble Court further directed that “all acts undertaken in pursuance thereof are infructuous”.
CAG, GoNCTD and United Resident Welfare Association (URWA) filed Special Leave Petitions before Hon’ble Supreme
Court. On January 18, 2016 notices were issued. Delhi Discoms have submitted their replies. Tata Power Delhi
Distribution Limited also filed an SLP challenging the High Court Judgment on limited aspects. All the Petitions were
admitted. The hearing in the Petitions was last held on March 09, 2017, when the Hon’ble Court had reserved its order
on the issue as to whether it would like to hear the matter after the decision in the Constitution Bench matter or refer it
to the constitution bench where matter between GoNCTD powers vis -a- vis LG powers is pending. On July 03, 2017,
the Hon’ble Supreme Court passed an order 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. The Appeals were
directed to be listed for hearing on merits. Next date of hearing is not yet fixed.
228
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
(e)
Late Payment Surcharge on Power Purchase Overdue
Due to financial constraints not attributable to the Company, the Company could not timely service its dues towards
various Power Generators / Transmission Companies (Power Utilities) within the timelines provided under the applicable
Regulations of CERC or DERC /terms of Power Purchase Agreements (PPA). On account of such delay in payments,
these Power Utilities are entitled to levy LPSC on the Company. The Company has recognized LPSC based on the
allocation methodology as per the applicable Regulations of CERC /DERC as the case may be, terms of PPAs, Electricity
(Late Payment Surcharge) Rules 2021 / Orders / Advisory issued by Ministry of Power (MoP) from time to time and
/ or reconciliation / agreed terms with Power Utilities, as the case may be. However, there are differences in the LPSC
recognized by the Company in its books of account versus LPSC as per some of the generators / transmitters including
LPSC differential owing to reversal of LPSC based on MoP Advisory and DERC Order dated May 13, 2019, subject to
final settlement between the parties. These differences, amounting to ` 3,911.97 crores (March 31, 2021 (Restated)
` 3,108.57 crores) and ` 2,888.28 crore (March 31,2021 (Restated) ` 2,385.91 crore) are primarily on account of
differences in interpretation of BRPL and Power Generators/ Transmission Companies of applicable Regulations of CERC
or DERC/ MoP LPSC Rules, 2021 / MoP Advisory dated August 20, 2020 as regards reduced rates of LPSC or terms
of PPAs.
(f) Delhi Electricity Regulatory Commission (DERC) has issued Tariff Orders for truing up revenue gap upto March 31, 2020
vide its various Tariff Orders from September 29, 2015 to September30, 2021 with certain disallowances, for two
subsidiaries of the Parent Company, namely, BSES Rajdhani Power Limited (BRPL) and BSES Yamuna Power Limited
(BYPL) (Delhi Discoms). Delhi Discoms have filed appeals against these 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:
DERC in its Tariff order dated September 30, 2021 has allowed surcharge of 7% w.e.f. October 01, 2021 (earlier
rate 5% w.e.f. September 01, 2020 and 3.80% w.e.f. April 01, 2018) towards recovery of Pension Trust surcharge
of erstwhile DVB Employees/Pensioners as recommended by GoNCTD. Accordingly, Delhi Dicsoms are billing to the
consumers and collecting the same from the consumers for onward payment to the Pension Trust on monthly basis.
There was an under recovery from consumers in FY 2017-18 towards Pension Trust Surcharge based on the DERC
directives in the Tariff Order dated August 31, 2017 on collection basis. DERC in Tariff Order dated July 31, 2019, while
undertaking true-up of FY 2017-18, has allowed Pension trust surcharge deficit on billed basis instead of collection
basis and has added the same as a part of Regulatory Assets instead of allowing its adjustment through Pension Trust
Surcharge of FY 2019-20. Delhi Discoms has challenged this treatment in Appeal No. 376 of 2019 before ATE.
37. Notes related to Reliance Power :
a.
b.
c.
d.
The Parent Company has net receivables aggregating to `1,677 crore from Reliance Power Group as at March 31,2022.
(` 2,380.78 crore as at March 31, 2021) Management has recently performed an impairment assessment of these
receivables by considering inter-alia the valuations of the underlying subsidiaries of Reliance Power which are based on
their value in use (considering discounted cash flows) and valuations of other assets of Reliance Power/its subsidiaries
based on their fair values, which have been determined by external valuation experts. 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.
Accordingly, based on the assessment, impairment of said receivables is not considered necessary by the Management.
During the year, Reliance Power Limited (Reliance Power), has allotted 59,50,00,000 equity shares (“Equity Shares”)
and 73,00,00,000 warrants convertible into equivalent number of equity shares (“Warrants”) on preferential basis, at
the issue price of ` 10 each, to the Parent Company amounting to ` 595 crore against equity shares and ` 182.50
crore, as amount equivalent to 25% of issue price against warrants, by conversion of its existing debt. Pursuant to the
allotment of equity shares, the aggregate holding of the Company in Reliance Power has increased to 22.40%.
Vidarbha Industries Power Limited (VIPL), a wholly owned subsidiary of Reliance Power, an associate of the Parent
Company has incurred operating losses during the current period as well as in the previous year and its current liabilities
exceeds its current assets. VIPL’s ability to meet its obligation is dependent on outcome of material uncertain events
pending before various forum i.e. Appellate Tribunal for Electricity (APTEL), Hon’ble Supreme Court (SC). Lender’s
Application filed under Section 7 of the Insolvency and Bankruptcy Code, 2016 (IBC) pending before Hon’ble
National Company Law Tribunal (NCLT). VIPL has been in discussion with all its lenders for a resolution outside the
Corporate Insolvency Resolution Process (CIRP). In view of the above, accounts of the VIPL have been prepared on
a “Going Concern” basis. This has been referred by VIPL auditors in their report as a qualification.
The lenders of VIPL had entered into an Inter-Creditor Agreement (ICA) on July 6, 2019 for debt resolution and VIPL
had subsequently submitted debt resolution plan on various occasions to its lenders for their review and approval. The
proposed debt resolution plan among other proposals included a proposal for waiver of entire interest outstanding on
the loan. The ICA expired on January 3, 2020. Post the expiry of ICA, VIPL has been pursuing debt resolution with its
lenders. VIPL is confident of an early resolution including the proposal of waiver of outstanding interest to its lenders.
229
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Pending the outcome of the debt resolution, the VIPL has not provided interest for the year ended March 31, 2022 of
` 358.08 crore respectively. VIPL has also not provided interest for the previous year 2020-21 amounting to
` 340.78 crore. The same shall be considered in subsequent period on completion of resolution with its lenders. This
has been referred by VIPL auditors in their report as a qualification.
e.
During the year an application under Section 7 of the insolvency and Bankruptcy Code, 2016, has been filed against
the Reliance Power and its wholly owned subsidiary RNRL by one of the lenders.
38. Exceptional Items for the financial year 2020-21 represents a) gain of ` 56.77 crore on sale of entire stake in Parbati Koldam
Transmission Company Limited (PKTCL), a subsidiary of the Parent Company pursuant to Share Purchase Agreement entered
with India Grid Trust on January 8, 2021; b) gain of ` 445.72 crore on sale of entire investment in DA Toll Road PrivateLimited
a subsidiary of the Parent Company pursuant to Share Purchase Agreement entered with Cube Highways and Infrastructure
III Pte Limited on December 31, 2020; c) gain of ` 551.26 crore on sale of Property Plant and Equipment and Investment
Property Santacruz as a part of settlement with Yes Bank Limited at a transaction value of ` 1,200 crore; d) written off
` 1,009.51 crore trade receivables against the projects which are either completed or on hold and no further work is to be
done; e) gain of `82.10 crore arising from fair valuation of Inter Corporate Loan pursuant to modification of terms of the loan
agreement, in the line with Ind AS 109.
39.
Project Status:
(a) CBD Tower Private Limited (CBDTPL)
CBDTPL had signed a development agreement dated May 28, 2008 with Telangana State Industrial Infrastructure
Corporation (TSIIC), erstwhile 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 revised proposal on February 14, 2020 to TSIIC to
restructure the project in three categories - financial restructuring (waivers/concession for all project obligations untill
signing of amendment agreement), restructuring of project development framework and restructuring of project
implementation. It now awaits the Proposal to be taken by TSIIC and Government of Telangana for final decision.
(b) Project Status of NKTCL and TTCL:
Rural Electrification Corporation Transmission Projects Company Limited (“RECTPCL”) incorporated two companies
viz., Talcher-II Transmission Co. Ltd. (“TTCL”) and North Karanpura Transmission Company Ltd. (“NKTCL”) for
augmentation and implementation of certain inter-state transmission system (“Project”). RECTPCL executed certain
Transmission Service Agreements (“TSAs”) with certain long term transmission customers (“LTTCs”). Reliance Power
Transmission Ltd. (“RPTL”) was issued Letter of Intent on December 18, 2009 by RECTPCL and was awarded the
project for the augmentation and implementation of the transmission projects. RRPTL furnished performance bank
guarantees (“BGs”) amounting to ` 100 crores and subsequently acquired TTCL and NKTCL on April 27, 2010.
The Project could not be implemented due to non-receipt of timely approval from Ministry of Power under Section
164 of the Electricity Act, 2003 i.e., powers to lay electric lines and on account of corresponding cost escalations and
related issues. This led to protracted litigations between claiming Force Majeure and cost escalations. and ultimately
led to filing of petition by NKTCL and TTCL in CERC (40 & 41 of 2019) seeking assessment whether the Project as a
whole or in part was required and if required, sought a revision in timelines, tariff and costs. In the event the Project
was no longer required to be implemented, NKTCL and TTCL sought to be relieved from the obligations of the Project
and sought released of the BGs and lastly, sought recovery of the Project expenses.
In proceedings before APTEL, the Central Transmission Utility, Power Grid Corporation of India Limited (“PGCIL”) filed
an affidavit on August 17, 2020 stating that the Project was no longer required. In the interregnum period an order
was passed directing that no coercive action be taken in respect of the BGs of RPTCL.
The petitions came to be disposed off by an order dated April 22, 2022. CERC held NKTCL and TTCL are responsible
for the non-implementation of the transmission lines and permitted the LTTCS to invoke the BGs towards recovery
of Liquidated Damages. Being aggrieved, NKTCL and TTCL filed appeal before ATE on April 25, 2022. The ATE by its
order dated April 25, 2022 has stayed the direction for invocation of the BGs. Presently directions for completion
of pleadings have been given and the next date of hearing is August 29, 2022.
40.
Interests in other entities
(a) Subsidiaries
The Group’s subsidiaries at March 31, 2022 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.
230
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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
Mumbai Metro One Private Limited
Mumbai Metro Transport Private
Limited
Delhi Airport Metro Express Private
Limited
Tamil Nadu Industries Captive Power
Company 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 (Refer
Note 8)
HK Toll Road Private Limited
Nanded Airport Limited
Baramati Airport Limited
Latur Airport Limited
Yavatmal Airport Limited
Osmanabad Airport Limited
Reliance Airport Developers Limited
Yavatmal Airport Limited
Osmanabad Airport Limited
Reliance Airport Developers Limited
CBD Tower Private Limited
Reliance Energy Trading Limited
Reliance Cement Corporation Private
Limited
Utility Infrastructure and Works Private
Limited (upto March 30, 2022)
Reliance Defence Systems Private
Limited
Power distribution
Power distribution
Power generation
Power transmission
Metro rail concession
Metro rail concession
Metro rail concession
Power generation
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
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
Cement manufacture
Engineering,
Procurement and
Construction
Defence systems
manufacture
Controlling interest
held by the group
March
March
31, 2021
31, 2022
%
%
51.00
51.00
51.00
51.00
100.00
100.00
100.00
100.00
74.00
74.00
48.00
48.00
Non-controlling
interest
March
31, 2022
%
49.00
49.00
-
-
26.00
52.00
March
31, 2021
%
49.00
49.00
-
-
26.00
52.00
99.95
99.95
0.05
0.05
33.70
33.70
66.30
66.30
100.00
100.00
100.00
100.00
100.00
100.00
100.00
74.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
74.00
100.00
100.00
74.24
100.00
74.24
-
-
-
-
-
-
-
26.00
-
-
25.76
-
-
-
-
-
-
-
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
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
India
India
100.00
100.00
100.00
100.00
India
100.00
100.00
-
-
-
-
-
-
-
-
231
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022 Name of entity
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 & Tech
Limited
Reliance Helicopters Limited
Reliance Land Systems Limited
Reliance Naval Systems Limited
Reliance Unmanned Systems Limited
Reliance Aerostructure Limited
Principal
activities
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
manufacture
Defence systems
manufacture
Reliance Aero Systems Private Limited Defence systems
manufacture
Power transmission
Power transmission
Smart city
construction
Power, generation,
transmission and
distribution
Power generation,
operations &
maintenance of
power stations and
power trading
Defence systems
manufacture
Engineering and
Construction
Power, generation,
transmission and
distribution
Defence systems
manufacture
North Karanpura Transmission
Company Limited
Talcher II Transmission Company
Limited
Reliance Smart Cities Limited
Reliance E-Generation and
Management Private Limited
Reliance Energy Limited
Thales Reliance Defence System
Limited
Reliance Global Limited
Reliance Property Developers Private
Limited
Jai Armaments Limited
(formerly Reliance Armaments
Limited)
232
Place of
business/
country of
incorporation
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
Controlling interest
held by the group
March
March
31, 2021
31, 2022
%
%
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
Non-controlling
interest
March
31, 2022
%
March
31, 2021
%
-
-
-
-
-
-
-
-
74.00
74.00
26.00
26.00
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
-
-
-
-
-
-
-
-
-
-
-
-
India
100.00
100.00
India
51.00
51.00
49.00
49.00
South Korea
100.00
100.00
India
100.00
100.00
India
100.00
100.00
-
-
-
-
-
-
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022 Name of entity
Jai Ammunition Limited
(formerly Reliance Ammunition Limited)
Reliance Velocity Limited
Principal
activities
Defence systems
manufacture
Urban Transport
Systems
Place of
business/
country of
incorporation
India
India
Controlling interest
held by the group
March
March
31, 2021
31, 2022
%
%
100.00
100.00
100.00
100.00
Non-controlling
interest
March
31, 2022
%
March
31, 2021
%
-
-
-
-
Significant judgment: 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 material subsidiary are before inter-company eliminations and after policy difference
adjustments.
i)
Summarised balance sheet
Entities
BSES Rajdhani Power Limited
March 31, 2022
Current
assets
Current
liabilities
Net current
assets/
(liabilities)
Non-current
assets
Non-current
liabilities
Net assets
Net non-
current
assets/
(liabilities)
1,970.47
10,075.09
(8104.62)
16,839.11
3,026.02
13,813.10
5,708.48
March 31, 2021
1,521.43
9,756.73
(8235.30)
16,805.46
3,201.43
13,604.02
5,368.72
` Crore
Accumulated
NCI (after
elimination)
2,797.15
2,630.67
BSES Yamuna Power Limited
March 31, 2022
March 31, 2021
Mumbai Metro One Private Limited
March 31, 2022
March 31, 2021
PS Toll Road Private Limited
March 31, 2022
March 31, 2021
936.56
692.74
8,593.33
8,471.68
(7,656.77)
(7,778.95)
12,590.42
12,354.46
1,688.90
1,539.34
10,901.52
10,815.12
3,244.74
3,036.18
1,589.92
1,487.73
17.81
7.14
3,551.83
3,263.31
(3,534.02)
(3,256.17)
2,525.46
2,624.14
269.16
255.32
2,256.31 (1,277.71)
(887.35)
2,368.82
(516.14)
(423.19)
48.06
67.95
654.99
435.64
(606.93)
(367.69)
3,420.50
3,385.63
1,903.25
1,921.74
1,517.26
1,463.89
910.33
1,096.20
(43.64)
4.68
ii)
Summarised Statement of Profit and Loss
Entities
BSES Rajdhani Power Limited
March 31, 2022
March 31, 2021
BSES Yamuna Power Limited
March 31, 2022
March 31, 2021
Mumbai Metro One Private Limited
March 31, 2022
March 31, 2021
PS Toll Road Private Limited
March 31, 2022
March 31, 2021
Revenue
Profit / (Loss)
for the year
Other
comprehensive
income
Total
comprehensive
income
Profit / (Loss)
allocated to
NCI
10,194.51
12,569.88
5,824.61
7,038.66
149.54
62.42
435.47
293.02
340.35
2,659.32
208.71
1,697.93
(388.70)
(420.40)
(185.66)
(176.51)
(0.60)
2.01
(0.14)
0.63
(1.65)
0.71
(0.21)
(0.20)
339.75
2,661.33
208.57
1,698.56
(390.35)
(419.69)
(185.87)
(176.70)
166.48
1,304.05
102.20
832.30
(101.49)
(135.39)
(48.33)
(45.94)
` Crore
Dividends
paid to NCI
-
-
-
-
-
-
-
-
233
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
iii) Summarised Statement of Cash flows
Entities
BSES Rajdhani Power Limited
March 31, 2022
March 31, 2021
BSES Yamuna Power Limited
March 31, 2022
March 31, 2021
Mumbai Metro One Private Limited
March 31, 2022
March 31, 2021
PS Toll Road Private Limited
March 31, 2022
March 31, 2021
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
` Crore
999.64
(187.85)
372.73
263.43
20.17
3.55
207.35
170.83
(322.05)
(453.32)
(219.80)
(177.87)
(18.79)
(3.28)
(115.08)
(105.75)
(487.13)
657.58
(119.11)
(75.23)
(0.49)
(56.93)
(114.84)
(49.64)
190.46
16.41
33.82
10.33
0.88
(56.66)
(22.57)
23.44
(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
(i) 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, Parent Company subsequently acquired 10% share and Operatorship from M/s. Geopetrol
International Inc.
(ii) 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.
(iii) 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.
(iv) 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. During the year the Parent Company has transferred its participating interest in the joint operation.
During the year the Parent Company has transferred its participating interest in the joint operation.
(v) 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.
234
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Disclosure of the Parent Company’s share in Joint Controlled Operations:
Name of the Field in the Joint Venture
Location
Participating Interest (%)
March 31, 2022
Participating Interest (%)
March 31, 2021
SP-(North) – CBM - 2005 / III
Sohagpur, Madhya Pradesh
55 % **
55 % **
MZ-ONN-2004 / 2
Mizoram
Terminated ***
Terminated ***
Rinfra Astaldi Joint Venture
(Metro)
Mumbai, Maharashtra
Reliance Astaldi JV (VBSL)
Mumbai , Maharashtra
Kashedighat
Parshuram Village ,
Maharashtra
74%
#
90%
74%
70%
90%
**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 Parent Company as Operator. Currently the Parent Company is awaiting the change
of ownership of Environment clearance which was applied to Ministry of Environment Forest and Climate Change on
March 28, 2018.
*** 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. 23 above.
(* Share of RNRL has since been demerged to 4 Companies of Reliance Power Limited).
# ceased to be joint operation entity as at January 17, 2022
The Parent Company’s shares in respect of assets and liabilities, income and expenditure for the year have been
accounted as under.
Particulars
2021-22
Rinfra
Astaldi JV
(Metro)
53.30
53.64
3.45
104.65
64.33
47.30
Reliance
Astaldi JV
(VBSL)
Kashedighat
JV
Mizo
Block
CBM
Block
44.95
44.56
-
-
-
-
110.43
106.78
@
24.23
0.05
17.22
-
0.24
-
-
-
-
-
-
-
3.45
-
-
Rinfra
Astaldi JV
(Metro)
92.85
97.98
4.75
97.46
68.51
36.90
Reliance
Astaldi JV
(VBSL)
108.23
108.05
23.98
135.39
108.51
50.74
Income
Expenses
Non Current Assets
Current Assets
Non Current Liabilities
Current Liabilities
@ `7,360
(f)
Interests in Associates and Joint Venture accounted using the equity method
(i) Details of carrying value of Associates and Joint Venture
` Crore
2020-21
Kashedighat
JV
Mizo
Block
CBM
Block
102.66
97.72
1.11
23.90
0.02
15.46
-
-
-
0.24
-
-
-
-
-
3.45
-
-
Name of entity
Reliance Power Limited
Metro One Operation Private
Limited
Reliance Geo Thermal Power
Private Limited
RPL Sun Technique Private
Limited
RPL Photon Private Limited
Place of
business/
country of
incorporation
India
India
India
India
India
% of ownership interest as at
$
March 31, 2022 22.40% ^
March 31, 2021
March 31, 2022
March 31, 2021
March 31, 2022
March 31, 2021
March 31, 2022
March 31, 2021
March 31, 2022
30.00%
30.00%
25.00%
25.00%
50.00%
50.00%
50.00%
` Crore
Quoted
fair value
Carrying
amount
1,028.11
72.49
*
*
*
*
*
*
*
3,193.79
$
2.39
2.44
-
-
-
-
-
235
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
March 31, 2021
March 31, 2022
March 31, 2022
March 31, 2021
March 31, 2022
March 31, 2021
March 31, 2022
March 31, 2021
March 31, 2022
March 31, 2021
50.00%
50.00%
50.00%
-
^^
19.80%
19.80%
50.01%
50.01%
RPL Sun Power Private Limited
Reliance Naval and Engineering
Limited
Utility Powertech Limited
Gullfoss Enterprises Private
Limited
Total
India
India
India
India
^ w.e.f. July 15, 2021 Refer Note 37 (b)
$ upto January 09, 2020
^^ upto April 24, 2020
*Note: Unlisted entity- no quoted price available
Reliance Power Limited
*
*
*
*
*
*
*
*
-
-
-
-
-
38.72
36.79
-
*
-
1,028.11 3,234.90
39.23
72.49
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 was engaged in operations and maintenance of the Mumbai Metro I line from Versova to Ghatkopar
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.
Gullfoss Enterprises Private Limited
The Company is principally engaged in India and abroad in financing, manufacturing of all kinds of rotor craft, fixed
wing aircraft of every description and carry out all the related allied activities.
(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.
236
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
a)
Summarised Statement of Balance Sheet of Material Associates (Reliance Power Limited)
Particulars
Total current assets
Total non-current assets
Total current liabilities
Total non current liabilities
b) Summarised Statement of Profit and Loss of Material Associates
Particulars
Revenue
Profit / (Loss) from Continuing Operations
Profit / (Loss) after tax from Discontinued Operations
Other comprehensive income
Total comprehensive income
Reconciliation to carrying amounts
Particulars
Opening carrying value *
Profit / (Loss) for the year *
Other comprehensive income
Stake increased during the year
Capital Reserve on increase in stake
Closing carrying value
Group’s share in %
Group’s share in `
Including Goodwill
Carrying amount
* w.e.f. July 15, 2021
c)
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
d)
Summarised Statement of Profit and Loss of Immaterial Joint Venture
Particulars
Share in profit or (loss)
Share in other comprehensive income
Share in total comprehensive income
` Crore
Year ended
March 31, 2022
5,737.314
44,074.35
17,225.29
18,502.27
` Crore
Year ended
March 31, 2022
7,686.73
(565.13)
8.60
0.97
(555.56)
` Crore
As at
March 31, 2022
72.49
(136.92)
0.37
740.74
2,517.11
3,193.79
22.40%
3,193.79
-
3,193.79
` Crore
Year ended
March 31, 2022
Year ended
March 31, 2021
(0.05)
-
(0.05)
(0.02)
-
(0.02)
` Crore
Year ended
March 31, 2022
Year ended
March 31, 2021
8.09
0.92
9.01
9.91
(1.12)
8.79
237
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
41. Relationship with Struck off Companies
Details of Struck Off Company and its relation with subsidiary company namely BRPL and BYPL are as follows:
Name of the Struck off Company
Nature of Transactions
/Relations
Balance Outstanding (Amount in `
Receivable
March 31, 2022
March 31, 2021
Aeiquom Ventures Private Limited
Graphic Footwear Private Limited
Hemkunt Stock Broking Private Limited
Laurel Wood Private Limited
Megha Menu Online Private Limited
Metro Safety Instruments Private Limited
Mucon Footwear Limited
Vriddhi Textiles Private Limited
Prajwal Drugs Private Limited
Sale of Power
Sale of Power
Sale of Power
Sale of Power
Sale of Power
Sale of Power
Sale of Power
Sale of Power
Sale of Power
75,075
8,079
6,890
4,35,564
21,481
91,921
3,26,462
32,226
4,500
62,661
5,67,293
6,675
4,35,546
19,206
72,579
3,11,819
34,469
5,881
42. Additional Information required by Schedule III
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
Amount
As % of
consolidated
profit or loss
Amount
As % of
consolidated
other
comprehensive
income
Amount
As % of
consolidated
total
comprehensive
income
Amount
80.71%
95.54%
10,140.55
10,375.58
39.25%
-1.70%
-368.29
-19.08
91.23%
17.64%
-0.91
0.21
39.30%
-1.68%
-369.20
-18.87
1.68%
1.97%
0.32%
0.37%
0.00%
0.00%
0.00%
0.00%
211.62
214.12
40.00
40.02
-0.41
-0.41
-0.27
-0.27
0.27%
-0.35%
0.00%
-0.01%
0.00%
-0.01%
0.00%
-0.01%
-2.50
-3.94
-0.00
-0.15
-0.00
-0.08
-0.00
-0.09
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.27%
-0.35%
0.00%
-0.01%
0.00%
-0.01%
0.00%
-0.01%
-2.50
-3.94
-0.00
-0.15
-0.00
-0.08
-0.00
-0.09
-
-
-
-
-
-
-
4.23%
47.59
25.28%
-
0.30
-
-
4.25%
47.89
-9.68% -1,216.31
41.42% -388.70
165.50%
-1.65
41.55% -390.35
-7.61%
-825.96
-37.36% -420.40
60.09%
0.72
-37.26% -419.69
0.52%
64.95
-0.26%
2.41
2.61%
-0.03
-0.25%
2.38
Name of the entity in the group
Parent
Reliance Infrastructure Limited
March 31, 2022
March 31, 2021
Subsidiaries (group's share)
Indian
BSES Kerala Power Limited
March 31, 2022
March 31, 2021
Reliance Power Transmission Limited
March 31, 2022
March 31, 2021
North Karanpura Transmission Company
Limited
March 31, 2022
March 31, 2021
Talcher II Transmission Company Limited
March 31, 2022
March 31, 2021
Parbati Koldam Transmission Company
Limited
March 31, 2022
March 31, 2021
Mumbai Metro One Private Limited
March 31, 2022
March 31, 2021
DS Toll Road Limited
March 31, 2022
238
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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
Amount
As % of
consolidated
profit or loss
Amount
As % of
consolidated
other
comprehensive
income
Amount
March 31, 2021
NK Toll Road Limited
March 31, 2022
March 31, 2021
GF Toll Road Private Limited
March 31, 2022
March 31, 2021
KM Toll Road Private Limited
March 31, 2022
March 31, 2021
PS Toll Road Private Limited
March 31, 2022
March 31, 2021
DA Toll Road Private Limited
March 31, 2022
March 31, 2021
HK Toll Road Private Limited
March 31, 2022
March 31, 2021
TK Toll Road Private Limited
March 31, 2022
March 31, 2021
TD Toll Road Private Limited
March 31, 2022
March 31, 2021
SU Toll Road Private Limited
March 31, 2022
March 31, 2021
JR Toll Road Private Limited
March 31, 2022
March 31, 2021
Reliance Energy Trading Limited
March 31, 2022
March 31, 2021
CBD Tower Private Limited
March 31, 2022
March 31, 2021
Utility Infrastructure & Works Private
Limited
March 31, 2022
March 31, 2021
Reliance Airport Developers Limited
March 31, 2022
March 31, 2021
Baramati Airport Limited
March 31, 2022
0.58%
62.56
-0.10%
-1.17
0.65%
0.01
1.16%
1.49%
0.19%
0.80%
146.12
161.79
23.49
87.40
1.67%
-0.40%
6.80%
-5.17%
2.96%
3.43%
371.39
372.52
0.12%
1.27%
-15.63
-4.49
-63.82
-58.21
-1.11
14.33
3.75%
7.10%
9.21%
4.91%
0.00%
0.00%
7.25%
10.09%
910.33
1,096.20
19.79%
-15.69%
-185.66
-176.51
20.75%
-16.45%
-0.04
0.08
-0.09
0.06
0.00
0.00
-0.21
-0.20
As % of
consolidated
total
comprehensive
income
-0.10%
1.67%
-0.39%
6.80%
-5.16%
0.12%
1.27%
Amount
-1.16
-15.67
-4.40
-63.91
-58.15
-1.11
14.33
19.79%
-15.69%
-185.87
-176.70
-
-
-
-
-
-
-
-
-
-
-10.62% -119.56
0.00%
0.00
-10.61% -119.56
0.12%
0.85%
1.98%
2.59%
-0.08%
0.21%
0.20%
0.56%
-0.27%
0.01%
0.06%
0.07%
1.48%
1.72%
-
0.00%
0.56%
0.65%
15.54
92.81
249.02
280.79
-9.48
22.77
24.75
60.75
-34.13
1.60
7.70
7.71
186.55
186.55
-
0.00
70.78
70.78
8.24%
-8.53%
3.40%
-2.69%
3.45%
-3.68%
-77.35
-96.02
-31.93
-30.32
-32.39
-41.42
3.83%
-35.92
-4.80%
-54.04
3.80%
-3.63%
-35.70
-40.80
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
-0.00
-0.00
0.00
0.00
0.00
0.00
0.00
-0.00
-8.21%
-6.93%
-15.84%
1.07%
-14.46%
-0.75%
9.52%
9.64%
2.70%
-9.32%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.08
-0.08
0.16
0.01
0.14
-0.01
8.23%
-8.53%
3.38%
-2.69%
3.43%
-3.68%
-77.27
-96.10
-31.77
-30.31
-32.25
-41.43
-0.09
0.11
3.83%
-36.02
-4.79%
-53.93
-0.03
-0.11
3.80%
-3.63%
-35.73
-40.91
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
-0.00
-0.00
0.00
0.00
0.00
0.00
0.00
-0.00
0.11%
14.27
0.00%
-0.03
0.00%
0.00
0.00%
-0.03
239
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022 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
Amount
As % of
consolidated
profit or loss
Amount
As % of
consolidated
other
comprehensive
income
Amount
As % of
consolidated
total
comprehensive
income
Amount
0.13%
14.29
-0.02%
-0.25
0.00%
0.00
-0.02%
-0.25
March 31, 2021
Latur Airport Limited
March 31, 2022
March 31, 2021
Nanded Airport Limited
March 31, 2022
March 31, 2021
Osmanabad Airport Limited
March 31, 2022
March 31, 2021
Yavatmal Airport Limited
March 31, 2022
March 31, 2021
Reliance Cement Corporation Private
Limited
March 31, 2022
March 31, 2021
Reliance Defence Systems Private Limited
March 31, 2022
March 31, 2021
Reliance Defence Technologies Private
Limited
March 31, 2022
March 31, 2021
Reliance Defence & Aerospace Private
Limited
March 31, 2022
March 31, 2021
Reliance Defence Limited
March 31, 2022
March 31, 2021
Reliance Defence Infrastructure Ltd.
March 31, 2022
March 31, 2021
Reliance SED Ltd
March 31, 2022
March 31, 2021
Reliance Propulsion System Limited
March 31, 2022
March 31, 2021
Reliance Defence Systems & Tech Limited
March 31, 2022
March 31, 2021
Reliance Helicopters Limited
March 31, 2022
March 31, 2021
Reliance Land Systems Limited
March 31, 2022
240
0.02%
0.03%
-0.12%
-0.12%
0.04%
0.05%
0.01%
0.01%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.01%
0.03%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
2.86
3.06
-14.97
-13.19
5.44
5.54
0.86
0.99
-0.00
-0.00
0.15
0.15
-0.02
-0.02
-0.05
-0.05
0.78
3.13
0.02
0.03
0.02
0.03
0.03
0.03
-0.17
-0.17
0.02
0.02
0.02%
0.02%
0.19%
0.17%
0.01%
-0.01%
0.01%
-0.01%
0.00%
0.00%
-0.20
-0.18
-1.78
-1.55
-0.10
-0.08
-0.13
-0.09
-0.00
-0.00
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.02%
-0.02%
0.19%
-0.14%
0.01%
-0.01%
0.01%
-0.01%
0.00%
0.00%
-0.20
-0.18
-1.78
-1.55
-0.10
-0.08
-0.13
-0.09
-0.00
-0.00
0.00%
1.86%
-0.00
20.89
0.00%
0.00%
0.00
0.00
0.00%
1.85%
-0.00
20.89
0.00%
0.00%
0.00%
0.00%
-0.00
-0.00
-0.00
-0.00
0.00%
0.00%
0.00%
0.00%
0.00
0.00
0.00
0.00
0.00%
0.00%
0.00%
0.00%
-0.00
-0.00
-0.00
-0.00
0.52%
-0.40%
-4.88
-4.46
-21.90%
2.75%
0.22
0.03
0.50%
-0.39%
-4.66
-4.43
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
-0.00
-0.01
-0.01
-0.01
-0.00
-0.00
0.00
-0.00
-0.01
-0.00
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
-0.00
-0.01
-0.01
-0.01
-0.00
-0.00
0.00
-0.00
-0.01
-0.00
0.00%
-0.01
0.00%
0.00
0.00%
-0.01
0.00%
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022 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
Amount
As % of
consolidated
profit or loss
Amount
As % of
consolidated
other
comprehensive
income
Amount
March 31, 2021
Reliance Naval Systems Limited
March 31, 2022
March 31, 2021
Reliance Unmanned Systems Limited
March 31, 2022
March 31, 2021
Reliance Aerostructure Limited
March 31, 2022
March 31, 2021
Reliance Cruise and Terminals Limited
March 31, 2022
March 31, 2021
Dassault Reliance Aerospace Limited
March 31, 2022
March 31, 2021
Reliance Aerosystem Limited
March 31, 2022
March 31, 2021
Reliance Smart Cities Limited
March 31, 2022
March 31, 2021
Reliance E-Generation and Management
Private Limited
March 31, 2022
March 31, 2021
Reliance Energy Limited
March 31, 2022
March 31, 2021
BSES Rajdhani Power Limited
March 31, 2022
March 31, 2021
BSES Yamuna Power Limited
March 31, 2022
March 31, 2021
Tamil Nadu Industries Captive Power
Company Limited
March 31, 2022
March 31, 2021
Delhi Airport Metro Express Private
Limited
March 31, 2022
March 31, 2021
Mumbai Metro Transport Private Limited
March 31, 2022
March 31, 2021
Reliance Property Developers Private
Limited
0.00%
0.01
0.00%
-0.00
0.00%
0.00%
0.00%
0.00%
0.00%
0.06%
-0.06%
0.00%
0.00%
0.69%
0.19%
0.00%
-0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.02
0.02
0.02
0.03
7.45
-6.37
0.03
0.03
86.99
20.12
(0.01)
(0.01)
0.02
0.03
-0.00
-0.00
-0.03
0.03
0.00%
0.00%
0.00%
0.00%
-1.47%
-0.27%
0.00%
0.00%
-0.38%
-0.01%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.01%
0.00%
-0.00
-0.00
-0.00
-0.00
13.82
-3.09
-0.00
-0.00
3.56
-0.08
(0.00)
(0.00)
-0.00
-0.00
-0.00
-0.00
-0.05
-0.00
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
-7.02%
6.72%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
41.26%
44.20%
5,184.40
4,799.83
-41.05%
241.55%
385.17
2,718.06
60.15%
168.84%
24.63%
26.44%
3,094.55
2,871.64
-23.77%
152.17%
223.05
1,712.25
14.03%
53.04%
-0.01%
-0.01%
0.01%
0.11%
0.00%
0.00%
-0.73
-0.73
1.76
11.42
0.33
0.35
0.00%
0.00%
1.03%
-0.38%
0.00%
0.00%
-0.00
-0.00
-9.65
-4.31
-0.02
-0.05
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.07
0.08
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
-0.60
2.01
-0.14
0.63
0.00
0.00
0.00
0.00
0.00
0.00
As % of
consolidated
total
comprehensive
income
Amount
0.00%
-0.00
0.00%
0.00%
0.00%
0.00%
-1.47%
-0.27%
0.00%
0.00%
-0.39%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.01%
0.00%
-0.00
-0.00
-0.00
-0.00
13.82
-3.09
-0.00
-0.00
3.63
-0.00
(0.00)
(0.00)
-0.00
-0.00
-0.00
-0.00
-0.05
-0.00
-40.94%
241.48%
384.57
2,720.07
-23.73%
152.06%
222.91
1,712.88
0.00%
0.00%
1.03%
-0.38%
0.00%
0.00%
-0.00
-0.00
-9.65
-4.31
-0.02
-0.05
241
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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
Amount
As % of
consolidated
profit or loss
Amount
As % of
consolidated
other
comprehensive
income
Amount
0.00%
0.00%
0.43%
0.00%
0.00%
0.00%
0.00%
0.00%
0.44%
0.49%
0.00%
0.00%
-0.00
-0.00
54.56
-0.48
0.02
0.03
-0.12
0.01
55.37
53.46
0.00
0.00
0.00%
0.00%
0.22%
-0.05%
0.00%
0.00%
0.01%
0.00%
-2.03%
3.12%
0.00%
0.00%
-0.00
-0.00
-2.09
-0.52
-0.01
-0.00
-0.13
-0.00
19.06
35.08
-0.00
-0.00
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.59%
-0.50%
0.00%
0.00%
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
-0.01
-0.01
0.00
0.00
As % of
consolidated
total
comprehensive
income
0.00%
0.00%
0.22%
-0.05%
0.00%
0.00%
0.01%
0.00%
-2.03%
3.11%
0.00%
0.00%
Amount
-0.00
-0.00
-2.09
-0.52
-0.01
-0.00
-0.13
-0.00
19.05
35.07
-0.00
-0.00
-31.26%
-34.76%
-3,927.16
-3,774.72
13.92%
-130.67
-80.95%
-176.89%
-1,990.40
-129.70%
0.81
-1.54
13.82%
-129.85
-176.84%
-1,991.95
25.42%
3,193.79
0.00%
-
14.59%
0.00%
-136.92
-
0.02%
0.02%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
2.39
2.44
0.01%
0.00%
-0.05
-0.02
-
-
-
-
-
-
-
-
0.00
-
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
-
-
-
-
-
-
-
-
-
-
(0.37)
0.00%
0.00%
0.00%
0.37
-
0.00
0.00
14.54%
0.00%
-136.55
0.00
0.01%
0.00%
-0.05
-0.02
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
March 31, 2022
March 31, 2021
Jai Armaments Limited (erstwhile Reliance
Armaments Limited)
March 31, 2022
March 31, 2021
Jai Ammunition Limited (erstwhile
Reliance Ammunition Limited)
March 31, 2022
March 31, 2021
Reliance Velocity Limited
March 31, 2022
March 31, 2021
Thales Reliance Defence System Limited
March 31, 2022
March 31, 2021
Reliance Global Limited
March 31, 2022
March 31, 2021
Non-controlling interests in all
subsidiaries
March 31, 2022
March 31, 2021
Associates
(Investment as per equity method)
Indian
Reliance Power Limited
March 31, 2022
March 31, 2021
Metro One Operation Private Limited
March 31, 2022
March 31, 2021
Reliance Geo Thermal Power Private
Limited
March 31, 2022
March 31, 2021
RPL Sun Technique Private Limited
March 31, 2022
March 31, 2021
RPL Photon Private Limited
March 31, 2022
March 31, 2021
RPL Sun Power Private Limited
March 31, 2022
March 31, 2021
Gullfoss Enterprises Private Limited
March 31, 2022
March 31, 2021
242
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022 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
Amount
As % of
consolidated
profit or loss
Amount
As % of
consolidated
other
comprehensive
income
Amount
As % of
consolidated
total
comprehensive
income
Amount
Joint ventures
(Investment as per equity method)
Indian
Utility Powertech Limited
March 31, 2022
March 31, 2021
Inter Co. Elimination/Adjustments arising
out of consolidation
March 31, 2022
March 31, 2021
Total
March 31, 2022
March 31, 2021
0.31%
0.34%
38.72
36.79
-0.86%
0.88%
8.09
9.91
-92.23%
-94.92%
-51.26%
-6,439.88
-50.41%
-5,474.62
7.22%
-32.12%
-67.75
-361.45
100%
100%
12,563.91
10,860.44
100%
100%
-938.39
1,125.25
0.00%
0.00%
102%
100%
0.92
-1.13
0.00
0.00
-1.00
1.19
-0.96%
0.78%
9.01
8.78
7.21%
-32.09%
-67.75
-361.45
100%
100%
-939.39
1,126.44
43. Fair Value Measurement and Financial Risk Management
(A)
Fair Value Measurement
Particulars
Financial Assets
Investments
- Equity instruments
- Preference shares
- Debentures
- Mutual funds
Trade Receivables
Inter Corporate Deposits
Security deposits
Loan to Employees
Other receivables
Receivable from DMRC
Claim receivable from NHAI
Grant receivable from NHAI
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, 2022
As at March 31, 2021
FVTPL
FVOCI
Amortised
cost
FVTPL
FVOCI
Amortised
cost
` Crore
3.73
678.62
1,432.79
2.80
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
76.24
678.62
- 1,653.08
-
0.99
4,125.08
4,672.01
35.55
2.20
819.36
-
28.24
20.56
296.70
1,486.53
981.66
259.71
8.40
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
4,011.94
5,312.52
37.94
3.46
822.27
1,824.68
28.24
20.56
226.16
1,586.39
632.18
293.69
45.30
Total Financial Assets
2,117.94
-
12,736.00 2,408.93
-
14,845.33
243
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Particulars
Financial Liabilities
Borrowings (including finance lease
obligations and
interest accrued
thereon)
Interest Payable Others
Trade payables
Other payable
Deposits from consumers
Deposits from Others
NHAI premium payable
Creditors for Capital Expenditure
Lease Liabilities
As at March 31, 2022
As at March 31, 2021
FVTPL
FVOCI
Amortised
cost
FVTPL
FVOCI
Amortised
cost
` Crore
-
-
-
-
-
-
-
-
-
-
14,495.70
62.71
16,897.31
158.90
1,502.86
220.12
2,724.79
767.02
70.67
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
15,479.94
-
-
-
-
-
-
-
-
-
-
-
59.15
16,485.73
193.30
1,433.91
216.41
2,579.18
654.01
77.18
-
-
12.25
Financial guarantee obligation
301.77
Derivative Financial Liability
Unpaid dividends
-
-
-
-
10.29
200.54
-
-
Total Financial Liabilities
301.77 -
36,910.37
200.54 -
37,191.06
(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, 2022
Level 1
Level 2
Level 3
Total
` Crore
Financial instruments at FVTPL
Unquoted equity instruments
Mutual Fund
Preference Shares
Debentures
Financial Guarantee Obligations
-
2.80
-
-
-
-
-
-
-
-
3.73
-
3.73
2.80
678.62
678.62
1,432.79
1,432.79
301.77
301.77
Assets and liabilities for which fair values are disclosed as at
March 31, 2022
Level 1
Level 2
Level 3
Total
Financial Liabilities
Borrowings (including finance lease obligation and
interest)
14,495.70 14,495.70
244
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Assets and liabilities measured at fair value - recurring
fair value measurements as at March 31, 2021
Financial instruments at FVTPL
Unquoted equity instruments
Quoted equity instruments
Mutual Fund
Preference Shares
Debentures
Financial Guarantee Obligations
Assets and liabilities for which fair values are disclosed as
at March 31, 2022
Financial Liabilities
Borrowings (including finance lease obligation and
interest)
There were no transfers between any levels during the year
Level 1
Level 2
Level 3
` Crore
Total
-
72.51
0.99
-
-
-
-
-
-
-
-
-
Level 1
Level 2
3.73
-
-
3.75
72.51
0.99
678.62
678.62
1,653.08
1,653.08
200.54
Level 3
200.54
Total
15,479.94 15,479.94
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, 2020
Other fair value gains(losses) recognised in Consolidated
Statement of Profit and Loss (unrealised)
Loss recognised in Consolidated Statement of profit and Loss
Financial Assets Purchased during the year
As at March 31, 2021
Financial Assets purchased during the year
Other fair value gains(losses) recognised in Consolidated
Statement of Profit and Loss (unrealised)
Financial Assets
Financial Liabilities
` Crore
1,995.56
(153.21)
-
493.08
2,335.43
(189.90)
(30.39)
123.86
(76.68)
-
-
200.54
-
(101.23)
As at March 31, 2022
2,115.14
301.77
245
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
(e) Fair value of financial assets and liabilities measured at amortised cost
` Crore
Particulars
As at March 31, 2022
As at March 31, 2021
Financial liabilities
Borrowings (including finance lease
obligations and interest accrued thereon)
Carrying
amount
Fair value
Carrying
amount
Fair
value
14,495.70
14,495.70
15,479.94
15,479.94
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 Inputs and relationship to fair value
Particulars
Fair Value as at
March 31, 2022 March 31, 2021
Valuation
Techniques
Equity Instruments
3.73
Preference Shares
678.62
Debentures
1,432.79
3.73 Earnings/EBIDTA
Multiple Method
678.62 Discounted Cash
Flow
1,653.08 Discounted Cash
Flow
Financial Guarantee
Obligation
301.77
200.54 Credit Default Swap
(CDS)
Significant
unobservable inputs
and range
Earning growth Factor
7% to 9%
Discount rate: 11% to
13%
Discount rate: 11% to
13%
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
246
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
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, 2021:
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
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
Rating 2
35.55
0%
NIL
35.55
Rating 1
2,499.92
6%
143.03
2,356.89
Inter Corporate
Deposit
Rating 2
/ 3
8,501.15
45% 3,829.14
4,279.01
Year ended March 31, 2021:
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
Security
deposits
Other
receivables
Inter
Corporate
Deposit
Rating 2
37.94
0%
NIL
37.94
Rating 1
4,717.40
3%
143.03
4,574.37
Rating 2 / 3
9,043.38
42% 3,829.14
5,214.24
247
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
(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, 2020
Changes in loss allowance
Loss allowance as at March 31, 2021
Changes in loss allowance
Loss allowance as at March 31, 2022
` Crore
Lifetime expected credit losses
measured using simplified approach
274.24
23.11
297.35
46.37
343.72
(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, 2020
Add / (Less): Changes in loss allowances due to assets originated or purchased (Net)
Loss allowance as at March 31, 2021
Add / (Less): Changes in loss allowances due to assets originated or purchased (Net)
Loss allowance as at March 31, 2022
(b) Liquidity risk
` Crore
Loss allowance measured at
12 month expected losses
3,972.17
-
3,972.17
-
3,972.17
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 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, 2022
Non-derivatives
Borrowings*
Trade payables (Including Retention payable)
Security and Other Deposits
Financial guarantee obligation
NHAI Premium Payable
Creditors for Capital Expenditure
Lease Liability
Other finance liabilities
Total non-derivative liabilities
Less than
1 year
More than
1 year
9,129.64
16,881.82
1,714.13
434.87
767.02
7.00
231.90
29.166.38
5,762.98
15.49
8.85
301.77
4,533.64
-
63.67
-
10,686.40
` Crore
Total
14,892.62
16,897.31
1,722.98
301.77
4,968.51
767.02
70.67
231.90
39,852.78
248
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Contractual maturities of financial liabilities
March 31, 2021
Non-derivatives
Borrowings*
Trade payables (Including Retention payable)
Security and other deposits
Financial guarantee obligation
NHAI Premium Payable
Creditors for Capital Expenditure
Lease Liability
Other Financial Liability
Total non-derivative liabilities
Less than
1 year
More than
1 year
Total
9,066.94
16,467.57
1,640.67
373.17
654.01
14.10
264.70
28,481.16
6,788.04
18.16
9.65
200.54
4,811.20
-
63.08
-
11,890.77
15,854.98
16,485.73
1,650.32
200.54
5,184.47
654.01
77.18
264.70
40.371.93
*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.
Particulars
Financial assets
Investment in preference shares
Trade Receivable
Advance to Vendors
Exposure to foreign currency risk (assets)
Financial liabilities
Borrowing
Trade payables
Advance from customer
Other payable payables
Exposure to foreign currency risk (liabilities)
As at March 31, 2022
EUR
In Crore
USD
In Crore
As at March 31, 2021
USD
In Crore
EUR
In Crore
9.81
29.34
1.28
40.43
6.65
7.27
0.20
1.52
15.64
-
1.34
-
1.34
2.23
2.63
-
0.99
5.85
29.25
1.53
40.59
10.06
2.65
0.82
2.57
16.10
-
1.34
0.03
1.37
2.26
2.64
-
0.99
5.89
The outstanding SEK denominated balance being insignificant has not been considered
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%*
INR/EURO - Increase by 6%*
INR/EURO - Decrease by 6%*
*Holding all other variables constant
` Crore
Impact on profit before tax
March 31, 2022 March 31, 2021
107.43
(107.43)
(21.85)
21.85
112.76
(112.76)
(22.79)
22.79
249
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
(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, 2022 and March 31, 2021, 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
As at
March 31, 2022
10,804.83
1,842.33
12,647.16
` Crore
As at
March 31, 2021
10,894.99
2,935.04
13,830.03
As at the end of the reporting period, the Company had the following variable rate borrowings outstanding:
Particulars
March 31, 2022
March 31, 2021
Weighted
average
interest rate
Balance
(` Crore)
% of total
loans
Weighted
average
interest rate
Balance
(` Crore)
% of total
loans
Borrowings
11.95% 10,804.83
85.43%
11.87% 10,894.99
78.78%
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
` Crore
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
Impact on profit before tax
March 31, 2022 March 31, 2021
(108.05)
21.61
(108.95)
21.79
The Company’s exposure to equity securities price risk arises from unquoted/quoted 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%
` Crore
Impact on other components of equity
March 31, 2021
7.72
(7.72)
March 31, 2022
0.37
(0.37)
250
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
44. Capital Management
(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.
(b) Dividends
The Parent Company has not declared dividends for the year ended March 31, 2022 and March 31, 2021.
As per our attached Report of even date
For and on behalf of the Board
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No: 101720W/W100355
DIN – 00169907
S S Kohli
Manjari Kacker DIN - 06945359
DIN - 00119753
K Ravikumar
Directors
Parag D. Mehta
Partner
Membership No. 113904
Place : Mumbai
Date : May 13, 2022
Punit Garg
Vijesh Babu Thota
Paresh Rathod
DIN – 00004407
Executive Director and Chief Executive Officer
Chief Financial Officer
Company Secretary
Place : Mumbai
Date : May 13, 2022
251
Reliance Infrastructure LimitedNotes to the consolidated financial statements for the year ended March 31, 2022
Statement on Impact of Audit Qualifications on Consolidated Financial Results
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, 2022
[See Regulation 33 / 52 of the SEBI (LODR) (Amendment) Regulations, 2016]
I
Sr.
No.
Particulars
1
2
3
4
5
6
7
8
Turnover / Total income including regulatory income
Total Expenditure including exceptional items
Net profit/(loss) for the year after tax
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)(2)
19,270.97
20,209.36
(938.39)
(35.68)
62,689.23
50,125.32
12,413.88
12,563.91
19,270.97
20,269.85
(998.88)
(37.98)
62,532.68
50,125.32
6,945.31
12,407.36
1. We refer to Note 13 to the consolidated financial results regarding the Holding Company has exposure in an EPC
Company as on March 31, 2022 aggregating to ` 6526.82 crore (net of provision of ` 3,972.17 crore ). Further,
the Company has also provided corporate guarantees aggregating to ` 1,775 crore on behalf of the aforesaid EPC
Company towards borrowings of the EPC Company.
According to the Management of the Holding Company, these amounts have been funded mainly 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 Holding Company and its
subsidiaries and its associates and the EPC Company will be able to meet its obligation.
As referred to in the above note, the Holding Company has further provided Corporate Guarantees of ` 4,895.87
crore in favour of certain companies towards their borrowings. According to the Management of the Company
these amounts have been given for general corporate purposes.
We were unable to evaluate about the relationship, the recoverability and possible obligation towards the Corporate
Guarantee given. Accordingly, we are unable to determine the consequential implications arising therefrom in the
consolidated financial results.
2. We refer to Note 16 of the consolidated financial results wherein the loss on invocation of shares and/or fair
valuation of shares of investments held in Reliance Power Limited (RPower) aggregating to ` 5,312.02 crore
for the year ended March 31, 2020 was adjusted against the capital reserve/ capital reserve on consolidation as
against charging the same in the Statement of Profit and Loss. The said treatment of loss on invocation and fair
valuation of investments was not in accordance with the Ind AS 28 “Investment in Associates and Joint Venture”,
Ind AS 1 “Presentation of Financial Statements” and Ind AS 109 “Financial Instruments”. Had the Company
followed the above Ind AS’s the Net Worth of the Company as at March 31, 2021 and March 31, 2022 would
have been lower by ` 5,312.02 crore.
3. We refer to Note no. 11 of the Statement regarding non provision of interest amounting to ` 102.71 crore and
` 358.08 crore for the quarter and Year ended March 31, 2022 and ` 340.78 crore up to March 31, 2021 on
the borrowings of Vidarbha Industries Power Limited (VIPL)a wholly owned subsidiary company of Reliance Power
Limited (RPower) . VIPL has not provided for the interest for the reasons stated in the aforesaid note. The said
non provision of the interest expenses on borrowings of VIPL is not in accordance with the provisions of Ind AS 23
“Borrowing Cost” and Ind AS 1 “Presentation of Financial Statements”. Had the interest been provided by VIPL, the
share of Loss from associate in the Consolidated Financial Statement of the group would increased by `23.01 crore
and `60.49 crore for the quarter and year ended March 31, 2022 and Capital Reserve reduced by ` 96.06 crore
as at March 31, 2022 and ` 156.55 crore being reduced from the investment in the associates.
252
Reliance Infrastructure Limited
Statement on Impact of Audit Qualifications on Consolidated Financial Results
b.
c.
d.
4. We draw attention to Note no. 10 of the Statement which sets out the fact that, Vidarbha Industries Power
Limited (VIPL) has incurred losses during the quarter and year ended March 31, 2022 as well as during the
previous years, its current liabilities exceeds current assets, Power Purchase Agreement with Adani Electricity
Mumbai Limited stands terminated w.e.f. December 16, 2019, its plant remaining un-operational since January
15, 2019 and one of the lenders filed an application under the provision of Insolvency and Bankruptcy Code. These
events and conditions indicate material uncertainty exists that may cast a significant doubt on the ability of VIPL to
continue as a going concern. However the financial results of VIPL have been prepared on a going concern basis for
the factors stated in the aforesaid note. The auditors of VIPL are unable to obtain sufficient and appropriate audit
evidence regarding management’s use of the going concern assumption in the preparation of consolidated financial
results, in view of non-provisioning of interest as explained in paragraph 3 above together with the events and
conditions more explained in the note 11 of the Statement does not adequately support the use of going concern
assumption in preparation of the unaudited financial results of VIPL.This has been referred by RPower auditors in
their report as a qualification.
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
1.
Item II(a)(1) Since year ended March 31,
2019
2.
3.
4.
Item II(a)(2) – Since year ended March 31,
2020
Item II(a)(3) – first time
Item II(a)(4) – first time
For Audit Qualification(s) where the impact is quantified by the auditor, Management’s views:
With respect to Item II(a)(2) Management view as below :
During the year ended March 31, 2020 ` 3,215.77 crore being the loss on invocation of pledge of shares of RPower
held by the Parent Company has been adjusted against the capital reserve/capital reserve on consolidation. According to
the management of the Parent Company, this is an extremely rare circumstance where even though the value of long
term strategic investment is high, the same is being disposed off at much lower value for the reasons beyond the control
of the Parent Company, thereby causing the said loss to the Parent Company. Hence, being the capital loss, the same
has been adjusted against the capital reserve.
Further, due to above said invocation, during the year ended March 31, 2020, investment in RPower has been reduced
to 12.77% of its paid-up share capital. Accordingly in terms of Ind AS 28 on Investments in Associates, RPower ceases
to be an associate of the Parent Company. Although this being strategic investment and Parent Company continues to
be promoter of the RPower, due to the invocations of the shares by the lenders for the reasons beyond the control of
the Parent Company the balance investments in RPower have been carried at fair value in accordance with Ind AS 109
on financial instruments and valued at current market price and loss of ` 2,096.25 crore being the capital loss, has been
adjusted against the capital reserve.
With respect to Item II(a)(3) Management view as below :
The lenders of VIPL had entered into an Inter-Creditor Agreement (ICA) on July 6, 2019 for debt resolution and VIPL
had subsequently submitted debt resolution plan on various occasions to its lenders for their review and approval. The
proposed debt resolution plan among other proposals included a proposal for waiver of entire interest outstanding on the
loan. The ICA expired on January 3, 2020. Post the expiry of ICA, VIPL has been pursuing debt resolution with its lenders.
VIPL is confident of an early resolution including the proposal of waiver of outstanding interest to its lenders. Pending
the outcome of the debt resolution, the VIPL has not provided interest for the quarter and year ended March 31, 2022
of ` 102.71 crore and ` 358.08 crore respectively. VIPL has also not provided interest for the previous year 2020-21
amounting to ` 340.78 crore. The same shall be considered in subsequent period on completion of resolution with its
lenders.
e.
For Audit Qualifications where the impact is not quantified by the auditor with respect to II(a)(1) & II(a)(4) above:
(i) Management’s estimation on the impact of audit qualification:
Not Determinable
253
Reliance Infrastructure Limited Statement on Impact of Audit Qualifications on Consolidated Financial Results
(ii)
If management is unable to estimate the impact, reasons for the same:
With respect to Item II(a)(1) Management view is, as below:
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 project advances, subscription to debentures and inter corporate deposits. The total exposure of the Parent
Company as on March 31, 2022 was ` 6,526.82 crore, net of provision of ` 3,972.17 crore and the Parent
Company has also provided corporate guarantees aggregating of ` 1,775 crore. The activities of EPC Company
have been impacted by the reduced project activities of the companies of the Reliance Group. While the Parent
Company is evaluating the nature of relationship; if any, with the independent EPC Company, based on the analysis
carried out in earlier years, the EPC Company has not been treated as related party.
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. Based on the available facts, the provision made will be adequate to deal
with any contingency relating to recovery from the EPC Company. The Company has further provided corporate
guarantees of `4,895.87 crore on behalf of certain companies towards their borrowings. As per the reasonable
estimate of the Management of the Company, it does not expect any obligation against the above guarantee
amount.
With respect to Item II(a)(4) Management view as below :
Vidarbha Industries Power Limited(VIPL), a wholly owned subsidiary of Reliance Power, an associate of the Parent
Company has incurred operating losses during the current period as well as in the previous year and its current
liabilities exceeds its current assets. VIPL’s ability to meet its obligation is dependent on outcome of material
uncertain events pending before various forum i.e. Appellate Tribunal for Electricity (APTEL), Hon’ble Supreme
Court (SC). Lender’s Application filed under Section 7 of the Insolvency and Bankruptcy Code, 2016 (IBC)pending
before Hon’ble National Company Law Tribunal (NCLT). VIPL has been in discussion with all its lenders for a
resolution outside the Corporate Insolvency Resolution Process (CIRP). In view of the above, accounts of the
VIPL have been prepared on a “Going Concern” basis. This has been referred by VIPL auditors in their report as a
qualification.
(iii) Auditors’ Comments on (i) or (ii) above:
Impact is not determinable.
III
Signatories:
Punit Garg
Vijesh Thota
Manjari Kacker #
(Executive Director and Chief Executive Officer)
(Chief Financial Officer)
(Audit Committee Chairman)
Statutory Auditors
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No:101720W /W100355
Parag D Mehta
Partner
Membership No. 113904
UDIN: 22113904AIYPXT4933
Place: Mumbai
Date: May 13, 2022
# Present in the meeting through audio visual means
254
Reliance Infrastructure Limited
Statement containing salient features of the financial statements of Subsidiaries/Associates/Joint Ventures
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257
Reliance Infrastructure Limited
NOTES
258
Reliance Infrastructure Limited
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