Infrastructure
Annual Report
2022-23
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
Shri Punit Garg
- Executive Director and CEO
Ms. Manjari Kacker
Ms. Chhaya Virani
Shri S. S. Kohli
Shri K. Ravikumar
Notice of Annual General Meeting ..............................................4
Directors’ Report ............................................................................9
Management Discussion and Analysis ...................................... 24
Business Responsibility & Sustainability Report ....................... 36
Key Managerial Personnel
Corporate Governance Report ................................................... 60
Shri Vijesh Babu Thota - Chief Financial Officer
Shri Paresh Rathod
-
Company Secretary &
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
Unit: Reliance Infrastructure Limited
Selenium Building, Tower-B,
Plot No 31 & 32, Financial District,
Nanakramguda, Hyderabad 500 032
Telangana, India
Website : www.kfintech.com
Investor Helpdesk
Toll free no. (India)
: 1800 309 4001
Whatsapp no.
: +91 91000 94099
E-mail
:
rinfra@kfintech.com
Certificate on Corporate Governance by ................................... 76
practicing Company Secretary
Investor Information ................................................................... 78
Independent Auditors’ Report on the ....................................... 87
Financial Statement
Balance Sheet ............................................................................. 98
Statement of Profit and Loss..................................................... 99
Statement of Changes in equity .............................................100
Cash Flow Statement ...............................................................101
Notes to the Standalone Financial Statement.......................103
Independent Auditors’ Report on the .....................................163
Consolidated Financial Statement
Consolidated Balance Sheet ....................................................170
Consolidated Statement of Profit and Loss ............................171
Consolidated Statement of Changes in equity .......................172
Consolidated Cash Flow Statement ........................................174
Notes to the Consolidated Financial Statement ....................177
Statement containing salient features of the ........................264
financial statement of subsidiaries /
associates companies / joint ventures
94th Annual General Meeting on Friday, July 28, 2023 at 10.00 A.M. (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 94th Annual General Meeting
(AGM) of the Members of Reliance Infrastructure Limited will
be held on Friday, July 28, 2023 at 10.00 A.M. (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, 2023 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,
2023 and the report of the Auditors thereon.
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 AGM is annexed hereto.
The Ministry of Corporate Affairs (“MCA”) has vide its
circular dated December 28, 2022 read with circulars
dated April 8, 2020, April 13, 2020, May 05, 2020
(collectively referred to as “MCA circulars”) permitted
the holding of the AGM through VC/OAVM, without the
physical presence of the Members at a common venue.
Accordingly, in compliance with the provisions of the
Act, the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015, as amended, (Listing Regulations) and MCA
circulars, the AGM of the Company is being held through
VC/OAVM.
2.
To appoint a Director in place of Shri Punit Garg
(DIN: 00004407), who retires by rotation under the
provisions of the Companies Act, 2013, and being eligible,
offers himself for re-appointment.
3.
Since the AGM is being held pursuant to the MCA circulars
through VC/OAVM without physical attendance of
Members, the facility for appointment of proxies will
not be available for the AGM and hence the Proxy Form
and Attendance Slip are not annexed to this Notice.
Special Business:
4.
Re-appointment of Director
3.
Remuneration to Cost Auditors
To consider and, if thought fit, to pass, the following
resolution as an Ordinary Resolution:
to
“RESOLVED THAT pursuant
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/R00097), 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,
2024, 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.”
By Order of the Board of Directors
Paresh Rathod
Company Secretary &
Compliance Officer
Registered Office:
Reliance Centre, Ground Floor,
19, Walchand Hirachand Marg,
Ballard Estate, Mumbai 400 001
CIN:L75100MH1929PLC001530
Website:www.rinfra.com
May 30, 2023
4
At the ensuing AGM, Shri Punit Garg (DIN: 00004407),
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 Punit Garg pursuant
to applicable provisions of Regulation 36 of the Listing
Regulations and Secretarial Standards on General Meeting
(SS-2) is given below;
Shri Punit Garg, 58 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 since April
6, 2019. Shri Garg has previously served as an Executive
Director on the Board of Reliance Communications
Limited. With rich experience of over 37 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 on the Board of BSES Yamuna Power Limited,
BSES Rajdhani Power Limited and Reliance Power
Limited and is the Executive Director and Chief Executive
Officer of Reliance Velocity Limited. He is a member
of the Audit Committee, Stakeholders Relationship
Committee, Risk Management Committee and Corporate
Social Responsibility and Sustainability Committee of
the Company and also a member of Nomination and
Remuneration Committee of BSES Yamuna Power Limited
and BSES Rajdhani Power Limited.
Shri Punit Garg is a member of the suspended Board
of Reliance Communications Limited, which is under
Corporate Insolvency Resolution Process.
Shri Punit Garg has attended all seven Board meetings of
the Company held during the Financial Year.
Shri Punit Garg has not resigned from any listed entity in
the past three years.
Reliance Infrastructure Limited
Notice
5.
As on March 31, 2023, Shri Punit Garg holds 1,500 equity
shares of the Company. He does not hold any relationship
with any other Directors and Key Managerial Personnel of
the Company.
In compliance with the aforesaid MCA circulars and the
SEBI circular dated January 05, 2023, Notice of the AGM
along with the Annual Report 2022-23 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
(collectively
Securities Depositories Limited
referred as “Depositories”). Members may note that the
Notice and Annual Report 2022-23 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 (“KFintech”) at www.kfintech.com.
(NSDL)
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.
b.
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
Members holding share(s) in electronic mode are
requested to register/update their e-mail address
with their respective Depository Participants (“DPs”).
The Company has engaged the services of KFintech as the
authorized agency for conducting the AGM and providing
e-voting facility.
Members attending the AGM through VC/OAVM shall be
counted for the purpose of reckoning the quorum under
Section 103 of the Act.
Since the AGM will be held through VC/OAVM, the Route
Map is not annexed with this Notice.
Relevant documents, if any, referred to in the accompanying
Notice calling the AGM and Registers are available on the
website of the Company for inspection by the Members
during the meeting.
Members are advised to refer to the section titled ‘Investor
Information’ provided in this Annual Report.
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.
7.
8.
9.
10.
11.
12.
13.
Instructions for attending the AGM and e-voting are as
follows:
a.
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. Friday, July
21, 2023 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 Monday, July 24, 2023 to 5:00 p.m. (IST) on
Thursday, July 27, 2023. 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”,
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). 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 Friday, July 21, 2023.
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 of the cut-off date, may obtain the login
ID and password by sending a request to KFintech
at einward.ris@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 shares 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 shares in demat mode.
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.
b.
c.
d.
e.
f.
g.
h.
The details of the process and manner for remote
e-Voting and AGM are explained herein below:
5
Reliance Infrastructure Limited
Notice
Part A –Remote E-voting
I.
Access to Depositories e-Voting system in case of
individual Members holding shares in demat mode.
Login Method
Type of
Members
Login Method
iii.
iv.
v.
2.
i.
ii.
iii.
3.
i.
ii.
iii.
iv.
i.
ii.
iii.
Login with your registered User ID and
Password.
The user will see the e-Voting Menu.
The Menu will have links of ESP i.e.
KFintech e-Voting portal.
Click on e-Voting service provider
name to cast your vote.
User not registered for Easi/ Easiest:
Option to register is available at
https://web.cdslindia.com/myeasi/
Registration/ EasiRegistration
Proceed with completing the required
fields.
Follow the steps given in point 1.
Alternatively, by directly accessing
the e-Voting website of CDSL:
Visit URL: www.cdslindia.com
Provide your demat Account Number
and PAN No.
System will authenticate user by
sending OTP on registered Mobile
& Email as recorded in the demat
Account.
successful
After
authentication,
user will be provided links for the
respective ESP, i.e KFintech where
the e- Voting is in progress.
You can also login using the login
credentials of your demat account
through your DP registered with
NSDL /CDSL for e-Voting facility.
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.
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.
Login
through their
demat
accounts
/ Website of
Depository
Participant
User already registered for IDeAS
facility:
IDeAS
registered for
Visit URL: https://eservices.nsdl. com
Click on the “Beneficial Owner” icon
under “Login” under ‘IDeAS’ section.
On the new page, enter User ID
and Password. Post
successful
authentication, click on “Access to
e-Voting”
Click on company name or e-Voting
Service Provider (ESP) i.e. KFintech
and you will be re-directed to the
ESP’s website for casting the vote
during the remote e-Voting period.
User not
e-Services
To register click on link:
https://eservices.nsdl.com
Select “Register Online for IDeAS” or
click at https://eservices.nsdl.com/
SecureWeb/ IdeasDirectReg.jsp
Proceed with completing the required
fields.
Follow steps given in point 1
Alternatively, by directly accessing
the e-Voting website of NSDL:
Open URL: https://www. evoting.
nsdl.com/
Click on the icon “Login” which
is available under
‘Shareholder/
Member’s section.
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.
Post successful authentication, you
will be requested to select the name
of the Company and the ESP.
On successful selection, you will
be redirected to KFintech e-Voting
page for casting your vote during the
remote e-Voting period.
Existing user who has opted for Easi
/ Easiest:
Important note: Members who are unable to retrieve User
ID / Password are advised to use "Forgot user ID" and "Forgot
Visit URL:
https://web.cdslindia.
com/myeasi/home/login or www.
cdslindia.com
Password" option available at respective websites.
Helpdesk for Individual Shareholders holding securities in demat
mode for any technical issues related to login through Depository
ii.
Click on New System Myeasi
i.e. NSDL and CDSL:
1.
i.
ii.
iii.
iv.
2.
i.
ii.
iii.
iv.
3.
i.
ii.
iii.
iv.
v.
1.
i.
Type of
Members
Securities held
in demat mode
with NSDL
Securities held
in demat mode
with CDSL
6
Reliance Infrastructure Limited Notice
Login type
Securities held
with NSDL
Securities held
with CDSL
Helpdesk details
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
sending a
request at helpdesk.
evoting@cdslindia.com or contact at
022-23058738 or 022-23058542-
43
II.
(a)
i.
ii.
iii.
iv.
v.
vi.
Access to KFintech e-Voting system in case of
shareholders holding shares in physical form and non-
individual shareholders in demat mode:
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:
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.
After entering these details appropriately, click on “LOGIN”.
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.
On successful login, the system will prompt you to select
the “EVEN” and click on “Submit”.
x.
xi.
You may then cast your vote by selecting an appropriate
option and click on “Submit”.
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.
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/Depository Participants(s), and consequently
the Notice and e-Voting instructions cannot be serviced,
will have to follow the following process:
i.
ii.
Temporarily get their email address and mobile number
provided with KFintech, by sending an e-mail to
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.
iii.
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 of the Company on
KFintech system to participate in 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.
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.
ix.
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 treated as abstained.
ii.
Members 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.
Facility for joining AGM though VC/ OAVM shall open
at least 15 minutes before the time scheduled for the
Meeting.
7
Reliance Infrastructure Limited Notice
iii. Members are encouraged to join the Meeting through
Laptops/Desktops with Google Chrome
(preferred
browser), Safari, Internet Explorer, Microsoft Edge, Mozilla
Firefox 22.
b.
v.
vi.
vii.
viii.
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.
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 Tuesday, July 25, 2023 (5.00 P.M. IST) shall only be
considered and responded during the AGM.
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 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 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.
Those 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:
a.
ix.
xi.
x.
If the mobile number of the Member is registered
against Folio No./ DP ID Client ID, the member
may send SMS: MYEPWD E-Voting
Event Number + Folio No. or DP ID Client ID to
9212993399
Example for NSDL:
MYEPWD IN12345612345678
Example for CDSL:
MYEPWD 1402345612345678
Example for Physical:
1.
2.
3.
8
MYEPWD XXXX1234567890
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 his report to Shri Punit
Garg, Executive Director and Chief Executive Officer or any
person authorised by the Chairman of the meeting 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 to the accompanying Notice dated May 30, 2023
Item No. 3 Remuneration to 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/ R00097) as Cost Auditors for the audit of the cost accounting
records of the Company for the Financial Year ending March 31,
2024 at a remuneration of ` 31,250/- (Rupees thirty one
thousand two hundred and 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. 3
of the Notice.
The Board accordingly recommends the Ordinary Resolution set
out at Item No. 3 of the accompanying Notice for approval of
the Members.
By Order of the Board of Directors
Paresh Rathod
Company Secretary &
Compliance Officer
Registered Office:
Reliance Centre, Ground Floor,
19, Walchand Hirachand Marg,
Ballard Estate, Mumbai 400 001
CIN:L75100MH1929PLC001530
Website:www.rinfra.com
May 30, 2023
Reliance Infrastructure Limited
Directors’ Report
Dear Shareowners,
Your Directors present the 94th Annual Report and the audited financial statements for the Financial Year ended March 31, 2023.
Financial performance and state of the Company’s affairs
The financial performance of the Company for the Financial Year ended March 31, 2023 is summarised below:
Particulars
Financial year ended
March 31, 2023
(` in crore)
Financial year ended March
31, 2022
Total Income
Gross Profit / (Loss) before depreciation and Exceptional Items
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
Standalone Consolidated Standalone Consolidated*
19,133
627
1,283
-
21,161
1375
1,448
(2,393)
1,108
(784)
27
(2,393)
1,973
(322)
42
-
(3,204)
(6)
(3,198)
(2,466)
7
(2,473)
(364)
4
(368)
(656)
23
(679)
(3,198)
(3,221)
(368)
(999)
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
*The consolidated figures for Financial Year ended March 31, 2022 are restated as per Note No. 35(c) of the consolidated financial statement.
(4228)
(12)
-
(7,552)
(85)
(2)
(3,285)
(3,285)
284
1
(85)
(85)
(3220)
(2)
-
(4,228)
Business Operations
Update on various liquidity events:
The Company is engaged in the business of providing Engineering
and Construction (E&C) services 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
Requirements) Regulations, 2015, as amended, (the Listing
Regulations), is presented in a separate section forming part of
this Annual Report.
Conversion of Warrants into Equity Shares
During the year under review, Company issued and allotted 2.42
crore equity shares of ` 10 each to VFSI Holdings Pte. Ltd, and
6.46 crore equity shares of ` 10 each to Risee Infinity Private
Limited (a Company belonging to promoter group) for cash at
a price of ` 62 (including premium of ` 52) per equity share,
upon exercise of their respective rights to convert the warrants
into equivalent number of equity shares, in terms of Preferential
Issue made under the SEBI Issue of Capital and Disclosure
Requirements (ICDR) Regulations, 2018. The aforesaid equity
shares rank pari passu in all respects with the existing equity
shares of the Company. The Company has received ` 412.92
crore being balance 75% of the issue price of the warrants and
the same is being utilized for the purpose for which it was raised.
1. Delhi Airport Metro Express Private Limited (DAMEPL)
vs Delhi Metro Rail Corporation (DMRC) – Execution of
Supreme Court Decree of September 2021
In the matter of arbitration dispute between DAMEPL,
a subsidiary of the Company and DMRC, DAMEPL has
thus far received a sum of ` 2,599.18 crore from DMRC,
based on undertakings by DMRC before Hon’ble Delhi
High Court. The entire proceeds have been utilized to
repay DAMEPL’s Lenders. The balance decretal sum to be
recovered from DMRC as on the date of this report is `
4,757.30 crore.
In DAMEPL’s execution proceedings, Hon’ble Delhi High
Court had impleaded the Union of India and Government
of National Capital Territory of Delhi (GNCTD) and had
passed an order in March 2023 directing as follows:
(a)
(b)
The Union of India and GNCTD to consider DMRC’s
requests for sovereign guarantees/subordinate debt
in 2 weeks. Upon receipt of the same, DMRC was
directed to deposit the entire awarded sums with
DAMEPL in one month.
If DMRC’s request was declined, Union of India was
directed to repatriate all funds received by it from
DMRC within 2 weeks, so as to restore the balance
of DMRC accounts as on March 10, 2022. DMRC
was thereafter directed to make full payment to
DAMEPL forthwith.
(c)
In case of failure of the aforesaid options, DMRC’s
accounts would stand automatically attached.
9
Reliance Infrastructure Limited
Directors’ Report
(d)
The Hon’ble Delhi High Court further observed
that it would then consider appropriate directions
against the Union of India and GNCTD to satisfy the
award, consequent to lifting of the corporate veil of
DMRC.
The order of March 2023 has been challenged by Union
of India, GNCTD and DAMEPL before Hon’ble Supreme
Court.
2.
Reliance
Infrastructure Limited vs Damodar Valley
Corporation (DVC) – update on the arbitration award
During December 2019, the Company succeeded in the
arbitration invoked by it against DVC. By an unanimous
award, DVC was directed to pay to the Company a sum
of ` 898 crore along with interest and release six Bank
Guarantees of the Company aggregating to a sum of
` 354 crore.
DVC, thereafter, initiated proceedings before Hon’ble
Calcutta High Court to challenge the Award. The Company
was successful in securing directions upon DVC to secure
the award amount before Hon’ble Calcutta High Court with
intervention of Hon’ble Supreme Court. DVC furnished a
cash deposit of ` 595 crores and ` 303 crore by way
of Bank Guarantee. DVC complied with the directions
for furnishing Security in July, 2022 and deposited the
same with the Hon’ble Registrar, Calcutta High Court.
The Company has withdrawn the money against a bank
guarantee and the withdrawn amount is appropriated
with lenders. Proceeding initiated by DVC under Section
34 of the Arbitration Act to challenge the Award is being
contested before Hon’ble Calcutta High Court.
3. Reliance
Infrastructure
Electricity
Department, Government of Goa (GoG)- Supreme
Court judgment in favour of the Company upholding
the Award in entirety
Limited
vs
A dispute had arisen between the Company and GoG on
account of non-payment of dues for supply of power
by the Company to GoG in terms of a Power Purchase
Agreement dated January 10, 1997. A petition was filed
before the Central Electricity Regulatory Commission,
leading to appointment of an Arbitrator to adjudicate upon
the disputes between the parties.
The arbitral tribunal pronounced an Award in favour of the
Company in February, 2018. Proceeding initiated by GoG
under Section 34 of the Arbitration Act to challenge the
Award was decided in favour of the Company in terms of
judgment of September, 2019,
GoG filed petition under Section 37 of the Arbitration Act
challenging the above order before Hon’ble Bombay High
Court at Goa. In such proceedings, in terms of a judgment
delivered in March, 2021, the award was partially set
aside and the Company received a sum of ` 190 crore.
The amount received by the Company was appropriated
to the lenders of the Company.
Both GoG and the Company challenged the March, 2021
judgment before Hon’ble Supreme Court. The Company
has succeeded in the Hon’ble Supreme Court proceedings
and by a judgment of May, 2023, the February, 2018
award in favour of the Company is upheld in its entirety.
15, 2023 along with further interest. The Company has
filed an application before the District Court, North Goa to
execute the award and realise the decreetal amount.
4. Reliance Infrastructure Limited vs National Highway
Authorities of India (NHAI) - Award in favour of the
Company
Disputes arose between the Company and NHAI in respect
of the EPC work awarded to the Company for six laning of
a road from Aurangabad to Chordaha Section of National
Highway- 2 in Bihar which was wrongfully terminated by
NHAI and the performance bank guarantee issued by the
Company in favour of NHAI were encashed.
By an award pronounced in August, 2022, NHAI has been
directed to pay a sum of ` 109 crore in favour of the
Company.
NHAI has filed an application for setting aside of the
Award. The Company has also filed a petition for execution
of the Award. Both the proceedings are pending before
Hon’ble Delhi High Court. Pursuant to the order passed by
Hon’ble Delhi High Court in February, 2023, NHAI, as a
condition for stay of the Award, has deposited a sum of
` 86.75 crore in April, 2023. The Company is in the
process of furnishing Bank Guarantee to withdraw the
amount deposited by NHAI.
5.
TK Toll Road Private Limited (TKTRPL) vs NHAI -
Award in favour of TKTRPL, a toll-road subsidiary of
the Company
TKTRPL had invoked arbitration against NHAI on account
of claims towards prolongation, damages for delay, etc.
The award has been pronounced in October, 2022 and
TKTRPL has succeeded in the arbitration. NHAI has been
directed to pay TKTRPL a sum of ` 1,057 crore (as on the
date of Award) plus post-award interest.
Proceedings have been initiated by NHAI under Section
34 of the Arbitration Act to challenge the Award. TKTRPL
has also filed a petition for execution of the Award. Both
the matters are pending before Hon’ble Delhi Court and
listed in July, 2023. Additionally, in terms of applicable
NHAI Circulars, TKTRPL is eligible to receive 75% of the
Award amount as on date, inclusive of interest, upon
furnishing Bank Guarantee of an equivalent amount.
TKTRPL is pursuing further steps in this regard.
6.
JR Toll Road Private Limited (JRTRPL) vs NHAI - Award
in favour of JRTRPL, a toll-road subsidiary of the
Company
JRTRPL had invoked arbitration against NHAI on account
of claims towards prolongation, delay damages etc. The
award has been pronounced in January, 2023 and JRTRPL
has succeeded in the arbitration. NHAI has been directed
to pay JRTRPL a sum of ` 33.78 crore as on the date
of Award, plus post-award interest. NHAI has filed an
application for setting aside the Award. The proceedings
are pending before Hon’ble Delhi High Court.
7. GF Toll Road Private Limited (GFTRPL) vs Haryana Public
Works Department, Government of Haryana (HPWD)-
Award in favour of GFTRPL, a toll-road subsidiary of the
Company
In terms of May, 2023 judgment, the Company is
entitled to receive a sum of ` 316.24 crore as on May
GFTRPL had invoked arbitration against HPWD on account
of claims towards prolongation, delay damages etc. The
10
Reliance Infrastructure Limited
Directors’ Report
award has been pronounced in October, 2022. HPWD has
been directed to pay GFTRPL a sum of ` 149.45 crore, as
on the date of Award, plus post-award interest. Pursuant
to an application by GFTRPL, seeking additional award on
account of revision of toll fee from the due dates along
with correction of typographical and clerical errors in the
Award, the arbitral tribunal in January, 2023 awarded an
additional sum of ` 15.25 crore in favour of GFTRPL.
HPWD has filed an application for setting aside the Award.
The proceedings are pending before the Hon’ble District
and Sessions Court, Chandigarh.
The proceeds of the above arbitration would help the Company
in repaying its debt obligations.
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.
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, 2023.
Particulars of Loans, Guarantees or Investments
The Company has complied with the applicable provisions of
Section 186 of the Act during the year.
Pursuant to Section 186 of the Act, details of the Investments
made by the Company are provided in Note No. 7 of the
standalone financial statement.
Subsidiary Companies, Associates and Joint venture
The summary of the performance and financial position of
each of the subsidiary companies, associates and joint venture
are 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 ventures as per the Act is
provided in the consolidated financial statement.
The Policy for determining material subsidiary company, as
approved by the Board, may be accessed on the Company’s website
at https://www.rinfra.com/documents/1142822/1189698/
Policy_for_Determination_of_Material_Subsidiary_updated.pdf
Standalone and Consolidated Financial Statements
The audited financial statements of the Company are drawn up,
both on standalone and consolidated basis, for the Financial Year
ended March 31, 2023, 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 Punit Garg, 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 Shri Rahul Sarin
ceased to be a Director w.e.f. April 22, 2022 owing to health
reasons. Dr. Thomas Mathew, Independent Director resigned
w.e.f. September 9, 2022, owing to other preoccupations and
commitment to complete some time bound responsibilities. The
Board places on record their sincere appreciation for the valuable
contribution made by Shri Rahul Sarin and Dr. Thomas Mathew,
during their tenure as Directors of the Company.
Ms. Chhaya Virani was appointed as Additional Director in
the capacity of an Independent Director with effect from
September 30, 2022, for a term of 5 consecutive years. The
said appointment was approved by Members on December 29,
2022 through postal ballot.
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/Rinfra_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 Listing Regulations and are independent of the
management.
Key Managerial Personnel
Shri Vijesh Babu Thota was appointed as Chief Financial Officer,
in place of previous incumbent Shri Sandeep Khosla w.e.f.
April 12, 2022. Shri Punit Garg, Executive Director and Chief
Executive Officer and Shri Paresh Rathod, Company Secretary
and Compliance Officer are other Key Managerial Personnel.
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.
11
Reliance Infrastructure Limited
Directors’ Report
A separate meeting of the Independent Directors was also held
for the evaluation of the performance of Non-Independent
Directors and the performance of the Board as a whole.
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.
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.
ii.
iii.
iv.
v.
vi.
In the preparation of the annual financial statement for
the Financial Year ended March 31, 2023, 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, 2023 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, 2023, 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.
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
12
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_
Policy_updated.pdf. Your Directors draw attention of the
Members to Note 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
During the Financial Year ended March 31, 2023, seven 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 as Chairperson, Shri S S Kohli, Shri K
Ravikumar, Ms. Chhaya Virani and also Shri Punit Garg, Executive
Director and Chief Executive Officer, as members.
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 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 Disclaimer
of Opinion. In this regard it is stated that:
The Company had extended support, to an independent EPC
company which has been engaged in undertaking contracts and
assignments, primarily, for large number of varied projects which
were proposed and/or under development by the Company,
its subsidiaries and associates, by way of project advances,
inter corporate deposits and subscription to debentures. The
total exposure of the Company as on March 31, 2023 is
` 6,505.29 crore (net of provision of ` 3,972.17 crore). The
Company had also provided corporate guarantees aggregating to
Reliance Infrastructure Limited Directors’ Report
` 1,775 crore towards its borrowings. The activities of the EPC
company have been impacted by substantially reduced project
activities due to unforeseen circumstances beyond the control
of the Company. However, given the huge opportunity in EPC
segment, with Government of India’s thrust on infrastructure
sector, the EPC company is expected to achieve substantial project
activities in excess of its current levels, potentially enabling it to
meet its obligations. Considering the same, the provision made
is adequate to deal with contingency relating to recovery from
the EPC Company. The Company had 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.
During the year ended March 31, 2020, the Company had
adjusted loss on invocation/mark to market of ` 5,024.88 crore
against the capital reserve. According to the management of the
Company, this was an extremely rare circumstance where even
though the value of long term strategic investment was high, the
same was being disposed off at much lower value for unforeseen
reasons beyond the control of the Company, thereby causing the
said loss to the Company. Hence, being capital loss, the same
had been adjusted against capital reserve.
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 of the Company for the Financial Year
ending March 31, 2024, 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 continue to apply to
the Company and accordingly the Company has maintained cost
accounts and records in respect of the applicable services for the
year ended March 31, 2023.
Secretarial Standards
During the year under review, the Company has complied with
the applicable Secretarial Standards issued by the Institute of
Company Secretaries of India.
Secretarial Audit and 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 Auditors in the Secretarial Audit Report for the
Financial Year ended March 31, 2023. The Audit Report of the
Secretarial Auditors of the Company and its material subsidiaries
for the Financial Year ended March 31, 2023 are attached hereto
as Annexure A1 to A3.
Pursuant to Regulation 24A of the Listing Regulations, the
Company has obtained 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 has been submitted with the Stock Exchanges
within the prescribed due date.
The observations and comments given by the Secretarial Auditors
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 2022-23 is uploaded 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.
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 Secretaries, confirming compliance of conditions of
Corporate Governance as stipulated under Para E of Schedule V
of the Listing Regulations, is enclosed with 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. Every person has direct access to the Chairperson of
the Audit Committee. 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 Independent Directors and also
13
Reliance Infrastructure Limited Directors’ Report
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 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 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 forming 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 uphold and maintain 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, 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
(CSR) Committee in compliance with the provisions of
Section 135 of the Act read with the Companies (Corporate
Social Responsibility Policy) Rules, 2014. At present, the CSR
Committee of the Board consists of Shri S S Kohli, as Chairman,
Ms. Manjari Kacker, Shri K Ravikumar, Ms. Chhaya Virani and Shri
Punit Garg as the Members. The disclosure with respect to CSR
activities is given in Annexure C.
The CSR policy formulated by the Committee may be accessed
on the Company’s website at the link: https://www.rinfra.com/
documents/1142822/1189698/Rinfra_CSRPolicy_revised.pdf
To reflect the role of the CSR Committee in reviewing and
monitoring the Business Responsibility and Sustainability
related initiatives of the Company, the Board has renamed the
Committee as ‘Corporate Social Responsibility and Sustainability
(CSR) Committee’.
Significant and Material Order, if any, passed by the regulator
or courts or tribunals
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 & Sustainability Report
Business Responsibility & Sustainability 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
There were fourteen matters filed and pending against the
Company under the Insolvency and Bankruptcy Code, 2016 at
the start of the Financial Year. During the year eleven matters
were disposed off either being dismissed or settled and/or
withdrawn. No applications have been filed against the Company
in the last Financial Year. As at the end of the Financial Year, only
three matters are pending by operational creditors. None of these
matters have been admitted. The Company is either contesting
and/or taking steps to settle the pending matters.
General
During the year under review no amount is 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 members,
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
S S Kohli
Director
Going concern status of the Company and its operations is not
impacted due to any order passed by Regulators or Courts or
Tribunals.
Place: Mumbai
Date : May 30, 2023
14
Reliance Infrastructure Limited Directors’ Report
Form No. MR-3
Secretarial Audit Report
For the Financial Year ended March 31, 2023
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of 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,
minutes forms and returns filed, 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, 2023 (“Audit Period”), complied with
the Statutory provisions listed hereunder and 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, minutes forms and
returns filed and other records maintained by the Company for
the Financial Year ended on March 31, 2023 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 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 under to 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’):
The Securities and Exchange Board of India
(Substantial Acquisition of Shares and Takeovers)
Regulations, 2011;
Securities
of
The
India (Prohibition of Insider Trading) Regulations,
2015;
Exchange Board
and
a.
b.
c.
d.
e.
f.
g.
h.
i.
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 Non-Convertible Securities)
Regulations, 2021;
The Securities and Exchange Board of India
(Registrars to an Issue and Share Transfer Agents)
Regulations, 1993; Not applicable
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 Requirement)
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 written representations received from the
Directors as on March 31, 2023 taken on record by the Board of
Directors and the legal opinion obtained by the Company, none
of the Directors is disqualified as on March 31, 2023 from being
appointed as Directors in terms of Section 164(2) 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 provisions of
the Act.
Adequate notice is given to all Directors to schedule the Board
Meetings, agenda and detailed notes on agenda were sent at
least seven days in advance.
The Securities and Exchange Board of India (Issue of
Capital and Disclosure Requirements) Regulations,
2018;
Further, were the notice, agenda and notes to agenda were given
at a shorter period of time for meetings scheduled to transact
urgent business, the requirements of the secretarial standards
15
Reliance Infrastructure Limited
Directors’ Report
were complied with and presence of atleast one Independent
Director was ensured.
Adequate 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 special resolution passed
through Annual General Meeting dated 02/07/2022, the
Company has
(a)
Appointed Dr. Thomas Mathew as Independent Director
of the Company
(b) Obtained approval to monetize Assets of the company in
terms of Section 180(1)(a) of the Company Act, 2013
(c)
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 special resolution through Postal Ballot
on 29th December, 2022 has appointed Ms. Chhaya Virani
as an Independent Director of the Company.
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
Practicing Company Secretaries
Proprietor
FCS 6988/ CP 6529
UDIN: F006988E000424284
Date: May 30, 2023
Place : Thane
16
Reliance Infrastructure Limited
Directors’ Report
Secretarial Audit Report of BSES Rajdhani Power Limited
(Material Subsidiary of Reliance Infrastructure Limited)
Form No. MR-3
Secretarial Audit Report
For the Financial Year ended March 31, 2023
[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
Regd. Office: BSES Bhawan, Nehru Place,
New Dellhi-110019
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 2023 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 2023 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)
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.
b.
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)
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)
c.
d.
e.
f.
g.
h.
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 and Sweat Equity)
Regulations, 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).
vi.
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,
2017
Delhi Electricity Regulatory Commission (Demand
Side Management) Regulations, 2014
Delhi Electricity Regulatory Commission (Net
Metering for Renewable Energy) Regulations, 2014
We have also examined compliance with the applicable clauses
of the following;
I.
Secretarial Standards issued by The Institute of Company
Secretaries of India on Board Meetings (SS-1) and General
Meetings (SS-2);
17
Reliance Infrastructure Limited
Directors’ Report
II.
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 generally
complied with the provisions of the Acts, Rules, Regulations,
Guidelines, Standards, etc. as mentioned above.
However, in respect of the appointment of Shri Ashish Chandra
Verma with effect from 6th March 2023 in the Board of Directors
of the company, the relevant form DIR-12 is yet to be filed to
the Registrar of Companies, NCT of Delhi & Haryana,New Delhi
on the date of our report.
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 by majority 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. The dissenting views required to
be recorded as part of the minutes, have been duly recorded in
the minutes.
We further report that based on review of compliance mechanism
established by the Company and as per the compliance reports
placed before the Board by the different responsible officers of
the company and also by the Company Secretary of the company
and also on the basis of the Compliance Management System
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,
etc.
regulations,
guidelines,
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 Rajdhani Power Limited
Regd. Office: BSES Bhawan, Nehru Place,
New Dellhi-110019
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
For Dhananjay Shukla & Associates
Company Secretaries
Sd/-
Dhananjay Shukla
Proprietor
FCS-5886, CP No. 8271
UDIN: F005886E000346061
Sd/-
Dhananjay Shukla
Proprietor
FCS-5886, CP No. 8271
UDIN: F005886E000346061
Date : 22nd May, 2023
Place : Gurugram
Date : 22nd May, 2023
Place : Gurugram
18
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, 2023
[Pursuant to Section 204(1) of the Companies Act, 2013 and rule No.9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]
Annexure-A3
To,
The Members,
BSES YAMUNA POWER LIMITED
Shakti Kiran Building,
Karkardooma 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, 2023 (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-1 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, 2023 according to the
provisions of:
i)
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
FDI and 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)
ii)
iii)
iv)
v)
vi)
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.
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;
5.
6.
7.
8.
9.
10. Employee Provident fund and Miscellanies 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;
19.
18. The Environment (Protection) Act, 1986 & The
e-waste (Management and Handling) Rules, 2016;
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 &
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 of India (SS-1 and SS-2).
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)
19
Reliance Infrastructure Limited
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 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
CP No. 4936
FCS No. 5480
Peer Review No. 779/2020
UDIN: F005480E000408344
Date : 29.05.2023
Place : New Delhi
Directors’ Report
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, regulations and guidelines.
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.
II.
Redemption / buy-back of securities.
III. Merger / amalgamation / reconstruction etc.
IV.
Foreign technical collaborations.
For DMK Associates Company Secretaries
Monika Kohli
FCS, I.P., LL.B, B.Com (H)
Partner
CP No. 4936
FCS No. 5480
Peer Review No. 779/2020
UDIN: F005480E000408344
Date : 29.05.2023
Place : New Delhi
20
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.
b.
The details of technology imported
The year of import
c. Whether technology has been fully absorbed
d.
If not fully absorbed, areas where absorption
has not taken place and the reasons thereof
(iv) The expenditure incurred on Research and Development
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 &
Sustainability 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.
Though the Company has not spent any amount during the
year towards research and developmental activities, it has
been active in harnessing and tapping the latest and best
technology in the industry.
C.
Foreign Exchange Earnings and Outgo
a.
b.
Total Foreign Exchange Earnings
Total Foreign Exchange Outgo
` 68.98 Crore
` 58.93 Crore
21
Reliance Infrastructure Limited
Directors’ Report
ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITIES (CSR) ACTIVITIES
1.
2.
Brief outline on CSR Policy of the Company
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.
Composition of the CSR Committee
Annexure -C
Name of Director
Sr
No.
Designation / Nature
of Directorship
No. of meetings of
CSR Committee held
during the year
Shri S S Kohli (Chairman)
Shri K Ravikumar
Independent Director
1.
Independent Director
2.
Independent Director
3. Ms. Manjari Kacker
4.
Dr. Thomas Mathew upto September 9, 2022 Independent Director
5. Ms. Chhaya Virani w.e.f. September 30, 2022 Independent Director
6.
Executive Director
Shri Punit Garg
1
1
1
-
-
1
No. of meetings
of CSR Committee
attended during the
year
1
1
1
-
-
1
3.
4.
5.
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 our 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
if any:
responsibility Policy) Rules, 2014 and amount required for set off for the Financial Year,
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.
7.
Average net profit of the company as per section 135(5) Nil (Loss of ` 406.61 crore)
(a) Two percent of average net profit of the company as per section 135(5) Not Applicable in view of the losses
Nil
(Loss of ` 8.13 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
(a) CSR amount spent or unspent for the Financial Year:
8.
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
(b) Details of CSR amount spent against ongoing projects for the Financial Year:
Nil
(1)
Sl.
No.
(2)
Name
of the
Project
(4)
Local
area
(Yes/
No)
(3)
Item
from the
list of
activities
in
Schedule
VII to
the Act
(5)
Location of the
project
(6)
Project
Duration
State
District
(8)
Amount
spent
in the
current
Financial
Year (in
`)
(9)
Amount
transferred to
Unspent CSR
Account for
the project as
per Section
135(6)
(in `)
(7)
Amount
allocated
for the
project
(in `)
Nil
(10)
Mode of
Implementation
– Direct (Yes/
No)
(11)
Mode of
Implementation –
Through Implementing
Agency
Name
CSR
Registration
number
22
Reliance Infrastructure Limited
Directors’ Report
(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
Amount remaining to
be spent in succeeding
Financial Years (in `)
Name of
the Fund
Amount
(in `)
Date of
transfer
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)
Project
ID
Name
of the
Project
Financial Year
in which the
project was
commenced
(5)
Project
duration
(6)
(7)
(8)
(9)
Total
amount
allocated for
the project
(in `)
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
Nil
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 30, 2023
Punit Garg
Executive Director and Chief Executive Officer
S S Kohli
Chairman CSR Committee
23
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 Companies (Indian Accounting
Standards) Rules. 2015 prescribed 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/loss for the Financial Year.
The following discussions on our financial condition and result of
operations should be read together with our audited consolidated
financial statement 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 an infrastructure company,
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 Company’s total consolidated income for the year ended
March 31, 2023 was ` 23,196 crore (USD 2.82 billion) as
compared to ` 19,271 crore (USD 2.54 billion) in the previous
Financial Year.
The total income includes earnings from sale of electrical energy
of ` 20,316 crore (USD 2.47 billion) as compared to ` 15,879
crore (USD 2.10 billion) in the previous Financial Year.
During the year, interest expenditure increased to ` 2,393 crore
(USD 291 million) as compared to ` 2,060 crore (USD 272
million) in the previous year.
The capital expenditure during the year was ` 1,240 crore
(USD 151 million), incurred primarily on modernizing and
strengthening of the transmission and distribution network as
also on road projects.
24
The total Plant Property and Equipment as at March 31, 2023
stood at ` 9,048 crore (USD 1.10 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 ` 6,653 crore (USD 0.81 billion).
The Company's consolidated net worth was ` 9,294 crore (USD
1.13 billion).
Details of significant changes in Key Financial Ratios and
Return on Networth:
The details of significant changes amounting to 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
Update on various liquidity events:
1. Delhi Airport Metro Express Private Limited (DAMEPL)
vs Delhi Metro Rail Corporation (DMRC) – Execution of
Supreme Court Decree of September 2021
In the matter of arbitration dispute between DAMEPL,
a subsidiary of the Company and DMRC, DAMEPL has
thus far received a sum of ` 2,599.18 crore from DMRC,
based on undertakings by DMRC before Hon’ble Delhi
High Court. The entire proceeds have been utilized to
repay DAMEPL’s Lenders. The balance decretal sum to
be recovered from DMRC as on the date of this report is
` 4,757.30 crore.
In DAMEPL’s execution proceedings, Hon’ble Delhi High
Court had impleaded the Union of India and Government
of National Capital Territory of Delhi (GNCTD) and had
passed an order in March 2023 directing as follows:
(a)
(b)
(c)
(d)
The Union of India and GNCTD to consider DMRC’s
requests for sovereign guarantees/subordinate debt
in 2 weeks. Upon receipt of the same, DMRC was
directed to deposit the entire awarded sums with
DAMEPL in one month.
If DMRC’s request was declined, Union of India was
directed to repatriate all funds received by it from
DMRC within 2 weeks, so as to restore the balance
of DMRC accounts as on March 10, 2022. DMRC
was thereafter directed to make full payment to
DAMEPL forthwith.
In case of failure of the aforesaid options, DMRC’s
accounts would stand automatically attached.
The Hon’ble Delhi High Court further observed
that it would then consider appropriate directions
against the Union of India and GNCTD to satisfy the
award, consequent to lifting of the corporate veil of
DMRC.
The order of March 2023 has been challenged by Union of
India, GNCTD and DAMEPL before Hon’ble Supreme Court.
2. Reliance Infrastructure Limited vs Damodar Valley
Corporation (DVC) – update on the arbitration award
During December 2019, the Company succeeded in the
arbitration invoked by it against DVC. By an unanimous
award, DVC was directed to pay to the Company a sum
Reliance Infrastructure Limited
Management Discussion and Analysis
of ` 898 crore along with interest and release six Bank
Guarantees of the Company aggregating to a sum of
` 354 crore.
By an award pronounced in August, 2022, NHAI has been
directed to pay a sum of ` 109 crore in favour of the
Company.
DVC, thereafter, initiated proceedings before Hon’ble
Calcutta High Court to challenge the Award. The
Company was successful in securing directions upon DVC
to secure the award amount before Hon’ble Calcutta High
Court with intervention of Hon’ble Supreme Court. DVC
furnished a cash deposit ` 595 crores and ` 303 crore by
way of Bank Guarantee. DVC complied with the directions
for furnishing Security in July, 2022 and deposited the
same with the Hon’ble Registrar, Calcutta High Court.
The Company has withdrawn the money against a bank
guarantee and the withdrawn amount is appropriated
with lenders. Proceeding initiated by DVC under Section
34 of the Arbitration Act to challenge the Award is being
contested before Hon’ble Calcutta High Court.
3. Reliance
Infrastructure
Electricity
Department, Government of Goa (GoG)- Supreme
Court judgment in favour of the Company upholding
the Award in entirety
Limited
vs
A dispute had arisen between the Company and GoG
on account non-payment of due for supply of power
by the Company to GoG in terms of a Power Purchase
Agreement dated January 10, 1997. A petition was filed
before the Central Electricity Regulatory Commission,
leading to appointment of an arbitrator to adjudicate upon
the disputes between the parties.
The arbitral tribunal pronounced an Award in favour of the
Company in February, 2018. Proceeding initiated by GoG
under Section 34 of the Arbitration Act to challenge the
Award was decided in favour of the Company in terms of
judgment of September, 2019,
GoG filed petition under Section 37 of the Arbitration Act
challenging the above order before Hon’ble Bombay High
Court at Goa. In such proceedings, in terms of a judgment
delivered in March, 2021, the award was partially set
aside and the Company received a sum of ` 190 crore.
The amount received by the Company was appropriated
to the lenders of the Company.
Both GoG and the Company challenged the March, 2021
judgment before Hon’ble Supreme Court. The Company
has succeeded in the Hon’ble Supreme Court proceedings
and by a judgment of May, 2023, the February, 2018
award in favour of the Company is upheld in its entirety.
In terms of May, 2023 judgment, the Company is
entitled to receive a sum of ` 316.24 crore as on May
15, 2023 along with further interest. The Company has
filed an application before the District Court, North Goa to
execute the award and realise the decreetal amount.
4. Reliance Infrastructure Limited vs National Highway
Authorities of India (NHAI)- Award in favour of the
Company
Disputes arose between the Company and NHAI in respect
of the EPC work awarded to the Company for six laning of
a road from Aurangabad to Chordaha Section of National
Highway- 2 in Bihar which was wrongfully terminated by
NHAI and the performance bank guarantee issued by the
Company in favour of NHAI were encashed.
NHAI has filed an application for setting aside of the
Award. The Company has also filed a petition for execution
of the Award. Both the proceedings are pending before
Hon’ble Delhi High Court. Pursuant to the order passed by
Hon’ble Delhi High Court in February, 2023, NHAI, as a
condition for stay of the Award, has deposited a sum of `
86.75 crore in April, 2023. The Company is in the process
of furnishing Bank Guarantee to withdraw the amount
deposited by NHAI.
5.
TK Toll Road Private Limited (TKTRPL) vs NHAI- Award
in favour of TKTRPL, a toll-road subsidiary of the
Company
TKTRPL had invoked arbitration against NHAI on account
of claims towards prolongation, damages for delay, etc.
The award has been pronounced in October, 2022 and
TKTRPL has succeeded in the arbitration. NHAI has been
directed to pay TKTRPL a sum of ` 1,057 crore (as on the
date of Award) plus post-award interest.
Proceedings have been initiated by NHAI under Section
34 of the Arbitration Act to challenge the Award. TKTRPL
has also filed a petition for execution of the Award. Both
the matters are pending before Hon’ble Delhi Court and
listed in July, 2023. Additionally, in terms of applicable
NHAI Circulars, TKTRPL is eligible to receive 75% of the
Award amount as on date, inclusive of interest, upon
furnishing Bank Guarantee of an equivalent amount.
TKTRPL is pursuing further steps in this regard.
6.
JR Toll Road Private Limited (JRTRPL) vs NHAI- Award
in favour of JRTRPL, a toll-road subsidiary of the
Company
JRTRPL had invoked arbitration against NHAI on account
of claims towards prolongation, delay damages etc. The
award has been pronounced in January, 2023 and JRTRPL
has succeeded in the arbitration. NHAI has been directed
to pay JRTRPL a sum of ` 33.78 crore as on the date
of Award, plus post-award interest. NHAI has filed an
application for setting aside the Award. The proceedings
are pending before Hon’ble Delhi High Court.
7. GF Toll Road Private Limited (GFTRPL) vs Haryana
Public Works Department, Government of Haryana
(HPWD)- Award in favour of GFTRPL, a toll-road
subsidiary of the Company
GFTRPL had invoked arbitration against HPWD on account
of claims towards prolongation, delay damages etc. The
award has been pronounced in October, 2022. HPWD has
been directed to pay GFTRPL a sum of ` 149.45 crore, as
on the date of Award, plus post-award interest. Pursuant
to an application by GFTRPL, seeking additional award on
account of revision of toll fee from the due dates along
with correction of typographical and clerical errors in the
Award, the arbitral tribunal in January, 2023 awarded an
additional sum of ` 15.25 crores in favour of GFTRPL.
HPWD has filed an application for setting aside the Award.
The proceedings are pending before the Hon’ble District
and Sessions Court, Chandigarh.
25
Reliance Infrastructure Limited
Management Discussion and Analysis
The proceeds of the above arbitration would help the Company
in repaying its debt obligations.
Operational and Financial Performance of Businesses
We present hereunder detailed report of various business divisions
during 2022-23:
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, nuclear 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 consolidating its order book in coming year
through targeted bidding of E&C opportunities with scope
for Value Engineering.
Following major projects are currently under execution by
the E&C Division:
a.
Design & E&C of Common Services Systems,
Structures & Components 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 are at advanced stage of
completion and equipment supplies 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 WeBuild SpA.
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 km.
The scope of work includes four laning of 66 km
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
26
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 consists 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 Kashedi Ghat, Maharashtra
Reliance Infra, in a joint venture with CAI-Ukraine,
is executing an E&C order from MoRTH for
Rehabilitation and 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 consist
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
80% of progress has been achieved.
f.
Nagpur Mumbai Super Communication
Expressway – Package 7
Reliance Infra is executing an E&C order from
Maharashtra State Road Development Corporation
(MSRDC) for construction of access controlled
Nagpur-Mumbai Super Communication Expressway
(Maharashtra Samruddhi Mahamarg) in the state
of Maharashtra on E&C mode for Package 7,
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
enhanced 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 99% of progress has been achieved.
B.
Delhi Power Distribution Companies
The Company has two material subsidiaries - BSES
Rajdhani Power Limited (BRPL) and BSES Yamuna Power
Limited (BYPL) (together called ‘Delhi Discoms’). These
Companies are involved in electricity distribution in Delhi.
BRPL caters to around 19 lakh subscribers in South
Reliance Infrastructure Limited
Management Discussion and Analysis
and West Delhi, while BYPL caters to around 30 lakh
subscribers in East and Central Delhi.
During the FY22-23, Delhi Discoms registered an
aggregate income of ` 6,518.33 crore (BYPL) and
` 11,880.57 crore
(BRPL) against aggregate of
` 5,596.67 crore (BYPL) and ` 10,255.04 crore (BRPL)
in the previous year, excluding exceptional items which
increased by 14.13% (BYPL) and 13.6% (BRPL) over last
year.
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 ` 724 crore (BRPL) and
` 309.25 crore (BYPL) for up-gradation, strengthening and
modernization of the distribution network. The aggregate
net block including Capital Work in Progress stood at
` 5229.04 crore (BRPL) and ` 2563.08 crore (BYPL).
Both the Discoms registered over 4% growth in in the
total customer base in comparison with the previous
year (BYPL – from 18.30 lakh to 19.04 lakh and BRPL
– 28.70 lakh to 29.9 lakh) while maintaining the system
reliability of over 99.9%. The Transmission and Distribution
(T&D) loss levels at the Discoms remained comparable to
international benchmarks with BRPL achieving 7.16%
and BYPL achieving 7.27% in FY 2022-23.
During the year, as a result of increased commercial and
industrial activities, combined peak demand for BYPL
increased to 1,752 MW which is 5.4% up from previous
year value of 1,662 MW while BRPL saw an increase of
7.9% from previous year value of 3,118 MW to 3,389
MW.
Key Regulatory updates
Some of the key regulatory highlights of FY 2022-23 are
as below
Delhi Electricity Regulatory Commission (DERC)
has issued the last Tariff order on September 30,
2021 which remained in force during the year and
Tariff from the consumers have been recovered
accordingly.
Hon’ble Supreme Court (SC) vide its order 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 Miscellaneous Applications
which were allowed by Hon’ble SC by Order
dated December 15, 2022 again directing DERC
to implement the APTEL Orders. DERC has till
date not implemented the Hon’ble SC directions
and therefore the Discoms have filed Contempt
Petitions against DERC in Hon’ble SC.
Further, Hon’ble SC on October 18, 2022 allowed
the Appeals of Delhi Discoms filed against APTEL
Order dated November 28, 2014. DERC is yet to
implement the same.
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 i.e. 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
Hon’ble SC against the APTEL judgment.
Keeping in view, the current scenario on account
of impact of blending of imported coal and in order
to make timely payments of short-term Power
Purchase for maintaining 24x7 supply in Delhi,
the Delhi Discoms made a representation before
DERC for suitable PPAC. DERC by its Order dated
March 16, 2023 directed to continue the PPAC of
20.69% for BRPL and 22.18% for BYPL till June
30, 2023.
On March 29, 2023, DERC has issued the Business
Plan Regulations, 2023 applicable from April 01,
2023. As directed by DERC, Delhi Discoms have
filed petition for True-up of FY 2021-22 on
December 01, 2022 and are in process of filing
ARR of FY 2023-24 before DERC as per the above
Regulations.
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:
New
Acknowledgement service on WhatsApp
connection
service
&
Show Notices/
CHD Services – “Take Appointment“, “Get a Call Back“ &
“Virtually Connect “service
Enhanced Customer Email Module to enhance operational
efficiency
“Update Contact Details“ (i.e. e-mail, mobile number,
e-bill & sms alert) service through Power App
“Opt for E-bill” – Quick opt in for e-bill service without any
need of logging into “My Account”
Website & Content Management System – To provide all
departments /user groups at BRPL with a way to manage
digital information on BSES website & BSES Intranet.
Amazon Alexa Service – Users can now avail below given
host of BRPL services through Alexa on Amazon by
enabling BSES Rajdhani Power skill:
Latest Bill Amount
Bill Due Date
Nearest Cash Counters
Meter Reading Date
Last 5 bills
Register for E-bill
Visually Impaired Help–Desk – Visually impaired consumers
can raise call back or Braille bill request through BRPL
Power App & Call Center (19123)
27
Reliance Infrastructure Limited
Management Discussion and Analysis
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.
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 8 BOT (Built,
Operate and Transfer) Toll Road projects with a total
stretch of 620.75 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.
There are 15 toll plazas operating in these 8 toll roads
with an average daily traffic of 2.97 lakh vehicles and an
average toll collection of ` 3.02 crore per day. 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 of 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 became debt-free in the
FY 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.
This SPV is under Corporate Insolvency Resolution
Process.
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
28
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 four toll plazas and is operational
since June 2012.
g.
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-lane to
6-lane as design, build, finance, operate and transfer
(DBFOT) pattern in Tamil Nadu. This project is
operational since June 2011.
h.
PS Toll Road Private Limited
PS Toll Road project was envisaged to expand the
Pune-Satara section of the NH-4, on a DBFOT
basis, which in turn forms part of the Golden
Quadrilateral, in Maharashtra. The project was set
up with an objective to design, build and operate
140.35 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 9th
year of commercial operations and continues to provide
world-class public infrastructure to the city of Mumbai and
has served more than 800 million happy commuters since
inception. 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 easing of Covid-19 Pandemic induced
restrictions the ridership has been constantly improving
and reached close to pre-pandemic levels of about 4 lakh
commuters on weekdays. Moreover, opening of two new
Reliance Infrastructure Limited
Management Discussion and Analysis
Metro lines, Line 2A: Dahisar (East) to D.N. Nagar and
Line 7: Dahisar (East) to Andheri (East) at Western Express
Highway Station, in January 2023 have further accelerated
the ridership of Mumbai Metro Line-1. These two lines
alongwith other upcoming lines in Mumbai will strengthen
the infrastructure and overall growth.
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 05.30 AM to
11.45 PM with the highest frequency of 3.40 minutes in
peak hours.
New Initiatives
Mumbai Metro Line-1 has launched in February 2023,
the National Common Mobility Card (NCMC) which is an
inter-operable transport card that enables the user to pay
for travel, toll duties (toll tax), retail shopping and withdraw
money. Earlier in April 2022, it had launched an e-Ticket
via Whatsapp, the first ever in MRTS. 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 environment 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. The
advertising revenue has steadily shown an upward trend
since resumption of services, after Covid-19 Pandemic.
The leasing business has also seen an upward trend in the
recent past.
MMOPL has been actively undertaking green initiatives
like power generation through roof top solar panels,
rain-water 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.
E.
Defence Business
the government
Aligning with
initiatives under
“Manufacture in India” and “Atmanirbhar Bharat Abhiyan”
the Company’s Defence Business attempts to tap the
enormous opportunities in the Defence Sector and aims
at building capabilities and Indigenous development for
Defence and Aerospace Industry.
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, Reliance Defence
Limited (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 & Defence
manufacturing hub, with capability to address the domestic
as well as export Civil and Military markets.
Reliance Infra 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 five years now, has
strength of more than 150 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 3,00,000 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 2025.
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 undertaking Level 1 and 2
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.
As part of this initiative, TRDS has collaborated with various
companies including BEL to manufacture Trans Receiver
Modules (TR Modules) and Micro Modules which would
be subsequently used for undertaking Active Electronically
Scanned Array (AESA) airborne radar Integration. This will
be the first time an Indian company will undertake AESA
airborne radar Antennae integration. TRDS has already
carried out successful AIT of airborne radars and EW suites
of Rafale and has exported the same to Thales in France.
TRDS is also participating in the upgrade / modification
programs of various aircrafts of the IAF.
TRDS is also engaged in establishing its manufacturing line
for manufacture of Navigational Aids used for commercial
and defence applications. In this regard, TRDS has already
commenced manufacturing Differential VHF Omin
Directional Receivers (DVOR) Systems. Establishing of
manufacturing capabilities of Instrument Landing System
(ILS), Distance Measuring Equipment (DME) and Non
Surveillance Radar System (NRS) are also planned to be
completed in FY24. As part of its CSR initiative, TRDS
continues to contribute towards the Prime Minister’s Relief
Fund for the second year in a row.
F.
Airport Business
The Company through its subsidiaries was 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.
In FY 2022-23, the 5 airports had around 1,740 Aircraft
Movements. Nanded Airport is actively pursuing schedule
airlines to start schedule air services at Shri Guru Gobind
Singh Ji Airport, Nanded. Aerodrome License of Nanded
Airport was renewed by DGCA for 2 years in April 2022.
29
Reliance Infrastructure Limited
Management Discussion and Analysis
The Baramati Airport handled 448 air traffic movements
during the year while Latur Airport managed 1,152 air
traffic movements. A spike in air traffic movement was
observed during the year due to increase in Cross Country
Training Flights.
G.
Reliance Power Limited
The Company is a promoter of Reliance Power Limited
(Reliance Power), a Company listed on BSE and NSE.
During the year, the Company was allotted ~33.51 crore
equity shares of ` 10 each of Reliance Power upon
conversion of warrants issued under Preferential allotment.
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 74% during FY 2022-
23, exceeding the national average PLF of 64%. 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
86% in its eight year of full operations. Coal production
from Moher and Moher – Amlohri captive mines in FY
2022- 23 was 16.6 million tonnes. Reliance Power also
owns and operates the 1,200 MW Rosa power plant in
Uttar Pradesh 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 85% during FY 2022-23.
Human Resources
In a business environment and marketplace that is continuously
changing, the major competitive advantage for a leading
organization hinges upon knowledge, skills, and experience of
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 businesses growth. Innovation, alignment of
HR practices with business needs, total commitment to the
highest standards of corporate governance, business ethics
and social responsibility has lead our organization to create a
work environment that nurtures empowerment, meritocracy,
transparency and ownership. As on March 31, 2023, the
Reliance Infrastructure Group had offered employment to
~35,000 people (Directly / indirectly)
The Company’s strong foundation of policies and processes
ensures health, safety and welfare of its employees. Rigorous
30
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
Company’s revenues are derived from the domestic market.
Over the years, the Company has made significant investments
in various infrastructure sectors like Power Distribution, Power
Generation, 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 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 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. 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
Reliance Infrastructure Limited
Management Discussion and Analysis
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.
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 provide 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.
Key Awards and Achievements
Reliance
appreciated through various awards received by its businesses.
Infra's performance has been
recongnised and
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. REC has recognized BRPL
and BYPL as Number one is customer service survey. BYPL and
BRPL are the only discom Companies in the category.
Further, BRPL has won the following awards:
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)
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)
Best Green Procurement Initiatives Award and Best
Consumer Proposition of the Year Award (EV Charge India
Awards 2021).
Jury Special mentioned award (Frost & Sullivan and TERI
Sustainability 4.0 Awards 2021)
Gold Award for “Employees Retention Strategy Award
2020” (Apex India Foundation)
Safety Award 2021 (Greentech Foundation)
BYPL was honored with the following awards:
Innovation Awards 2022 (India Smart Grid Forum - ISGF)
Effective Safety Culture Award 2021(Greentech
Foundation)
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
Management 2021 (CII)
in Energy
National Award for Excellence in Training & Development
(World HRD Congress)
MMOPL was honored with the following awards:
Golden Peacock National Training Award for the year
2022, by Institute of Directors India.
Excellence in Commuter Friendly Technology Innovation”
in Urban India Business Summit.
iNFHRA Award - Workplace Excellence Award in “Safety
and Security” category.
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.
A few of the significant CSR interventions and initiatives were
as under:
Rural Transformation and Women Empowerment
Financial Literacy and Self Help Groups (SHGs) – For
promoting financial literacy among the under privileged,
BRPL, through its CSR programs, is spreading awareness
about financial concepts, personal finance, and money
management. Bank accounts are being opened for
beneficiaries who do not have accounts and are willing to
be part of the formal banking system. A total of 6,000
women benefitted in FY 22-23.
The SHGs are envisaged as an instrument to bring social
and economic empowerment to women, particularly
those belonging to the impoverished sections of society.
The project aims to strengthen the skill capabilities of five
SHGs (around 100 women) in West Delhi for making
women socially and economically empowered.
Sanitary Napkins & Masks - Due to the large proportion
of unemployed urban poor women in the community,
the group, through its Discoms, chose the production of
sanitary napkins to enhance their economic as well as
social status. Establishing entrepreneurship among women,
over 400,000 sanitary napkins and 33,500 masks were
stitched and distributed.
31
Reliance Infrastructure Limited Management Discussion and Analysis
BRPL has been promoting menstrual hygiene practices
among women from the weaker sections of society by
providing them with accessible, affordable, and safe
sanitary pads through its Self Help Groups. Eleven sanitary
vending machines cum incinerators have been installed at
the Government Hospital and Nursing Home, this year.
Vocational Training Centres and Digital Library – Through
their vocational training (VT) centers, job-oriented courses
on Computers, Beauty Culture, and Tailoring are being
provided. More than 1,800 students have enrolled in the
BRPL VT centers, and a job fair/Rozgar Mela was also
organized in Dwarka in West Delhi.
A digital library is operating in Jamina Nagar Police Station
for underprivileged students by the Shikar Organization
supported by BRPL, and more than 62,000 students have
benefited so far.
Self Defense Training for Girls - With the aim to protect
girls and women, BRPL organized a self-defense training
program in five schools in West Delhi and around 240 girls
participated.
Tobacco de addiction campaign - This Campaign is being
carried out by the Discoms with a great amount of success.
Around 280 people participated and 225 pledged to quit
their habit. BYPL partnered with Society for Advancement
of Village Economy to successfully conduct two tobacco
de-addiction camps in Janta Colony (Yamuna Vihar
division) benefiting 173 men and women.
Healthcare Initiatives:
School Health Clinic – The Group, through its Discoms
partnered with the Government’s ambitious School Health
Clinic (SCH) project in South and West Delhi, initially
covering 20 Delhi Government schools and benefiting
more than 20,000 students and staff. Health is not
merely the absence of disease or infirmity but a state of
complete physical, mental, and social well-being. Holistic
healthcare for children, one of the most vulnerable
sections of our society, needs equal focus on physical as
well as mental health. These SHCs are taking care of the
overall well-being of students.
Support to Government hospitals: In FY 22-23, medical
equipments were provided to three Government hospitals.
Electromyography machine was handed over to Institute
of Human Behaviour and Allied Sciences (IHBAS). A
high-end 4D Echo Cardiography Scanning machine
was donated to the Govind Ballabh Pant Institute of
Postgraduate Medical Education and Research (GIPMER).
Chacha Nehru Bal Chikitsalaya (CNBC) was provided with
50 desktop computers.
Supporting Differently-abled person: In FY 22-23, four
programs were organized through implementing partner
Artificial Limbs Manufacturing Corporation of
India
(ALIMCO) to distribute appliances and assistive aid to
people with disability. Distribution programs were held
at ALIMCO Head Office, Anukriti Special School, Govt.
Primary School for the Deaf and School for Mentally
Retarded Children where the Company’s team distributed
aids and appliances to 164 people with disability.
Pradhan Mantri TB Mukt Abhiyaan at Jag Pravesh Chandra
Hospital: BYPL, as a Ni-Kshay Mitra provided nutritional
32
support assistance to 100 registered TB patients of Jag
Pravesh Chandra Hospital in Shastri Park for six months
through NGO Society for Advancement of Village
Economy.
Physical Fitness and Yoga – BRPL provides football training,
including diet and related support to the underprivileged
youth from rural/semi-urban areas. Three players under
this programme were selected for the Indian Archery team
under 18, and they also took part in Hero Women Indian
League held in Odisha. One of them was a member of the
Indian Football Team for Asia Cup ’22.
Yoga camps were organized at regular intervals for
physical and mental well being of police personnel and
teaching and non-teaching staff at government schools. .
Celebration of International Yoga Day was also organized
on June 21, 2022.
Eye Care and Blood Donation camps – Multiple eye
screening camps were organized in Delhi in association
with I-Care hospital. At these camps free eye consultations
including screening for cataract, reading glasses and
eye medicines were provided. Eye check up camp was
organized at Hosur-Krishnagiri project in association with
Agarwal Eye Hospital, Krishnagiri in the month of May
’22. Health check-up camps with a major focus on eye
screening were organized at schools in the nearby villages
and at some of the toll plazas.
BRPL organized a blood donation camp in association with
the Indian Red Cross Society, and 50 people donated their
blood for this noble cause.
Other Health & Safety Programs:
Organized health check up of Toll collectors and
Maintenance Labors in Gurgaon- Faridabad Main
toll plaza.
Health checkup done by Government Primary
Health Centre, Ammyanayakkanur to the Road
Users, General Public & Toll Staffs in Dindigul-
Samaynallur project.
Body
Government
Checkup was
conducted
General
Centre,
by
Ammyanayakkanur to the Road Users, General
Public & Toll Staffs.
Primary Health
Organised Free Health Check Camp at Salem-
Ulunderpet project (Mettupatti Toll Plaza).
Road Safety Awareness program was organized
at Gurgaon Faridabad Toll Plaza and in Hosur
Krishnagiri project.
Safety Awareness & Certificate distribution was
organised under the PMs flagship program “Azadi
Ka Amrut Mahotsav” campaign.
In Namakkal Karur project, Safety training for truck
drivers, Road Safety, First aid & Driving Techniques
was organized.
Distribution of assistive aid and appliances to People
with Disability – In Delhi, assistive aids and appliances
were distributed to around 50 people with disabilities.
Wheelchairs, tricycles (motorized and manual), and
artificial limbs were provided to the Divyangjans. The
visually impaired were handed-over smartphones with
Reliance Infrastructure Limited
Management Discussion and Analysis
special software as part of the discom’s Sparsh initiative.
Children from the National Association for the Blind (NAB)
were helped by providing them with necessary facilities,
including Braille and Audio Books to aid in their education.
Education related initiatives:
implemented by Buddy4study
SASHAKT Scholarship 2022-23 – This year, 3363
students registered for the 3rd BYPL Sashakt Scholarship
programme
India
Foundation. From these registered candidates, 187 final
year graduation students from colleges in Delhi (like DTU,
Gargi, Hindu, Hansraj, Miranda, SRCC etc.) received the
BYPL SASHAKT scholarship in 2022-23.
Effective Education for Students – Mini Science Centres:
The Group, through Delhi discoms, has partnered with
NGO AROH Foundation and STEM Learning Pvt. Ltd. to set
up Mini Science Centres to encourage students to better
understand STEM (Science, Technology, Engineering and
Maths) concepts at 15 Government Schools in Delhi.
These Mini Science Centres have 80 plug and play models
- teaching aids for school children to better grasp concepts
of physics, biology, mathematics and engineering.
Support to Public Libraries – Books and equipments were
provided to Dyal Singh Public Library, Shaheed Ratanlal
Library at Nand Nagri police station and Umeed Delhi
Police Public Libraries at Karawal Nagar and Jyoti Nagar
which are run for the public and the youth in particular.
Tihar Jail Rehabilitation Project – Through association
with NGO Sofia Educational and Welfare Society, various
interventions were introduced like vocational training
facilities and providing tutors for inmates of Central Jail 11
& 16 of Tihar Jail at Mandoli.
Facilities to School – One of the Toll Companies 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.
CSR activity was also carried out at Primary Government
School at Nunehera Village Gurugram in November 2022.
Other CSR Interventions:
Tree Plantation and Energy Conservation – BRPL’s CSR
programs continued to build on the annual tree-plantation
drive that started in July. Around 30,000 plants were
planted in Delhi Police premises, Delhi Government and
MCD Schools, Community centers, and crematoriums.
This is also part of Delhi Government’s Annual Green
Initiative Drive.
Five consumer awareness programs on energy conservation
and power theft were organized in South Delhi.
Water ATMs and Water Coolers – With the aim to provide
safe drinking water to residents in Delhi, especially the
underprivileged section of society, two water ATMs have
been installed, one each in South & West Delhi. BRPL also
installed six water coolers in MCD schools with the aim
to provide safe & cool drinking water to the MCD school
students and staff.
Surakshit Sadkein Sampann Dilli – Road safety project –
The Delhi discoms’ CSR team is lending support to this
pilot project to encourage safe road use practices and
reduce fatalities at a high fatality traffic junction, the
Signature Bridge in Delhi. The implementing partner Save
LIFE Foundation submitted tactical redesign project report
and conducted a communication campaign to raise public
awareness on road safety and encourage behavioural
change. This project was completed in FY 22-23.
Green Crematorium – BRPL has set up an Electric Furnace
at MCD Sarai Kale Khan Crematorium in South Delhi with
an aim to promote eco-friendly cremation process. It has
also provided facilities like Benches, Chairs, Exhaust Fans,
Fans, Water Tanks, Dustbins, etc. in the crematoriums
located in West Delhi.
Awareness programs on the safe disposal of sanitary waste
and hygiene were organized at various locations in South
and West Delhi, benefiting around 3,200 people under
this project. Focus was largely on reducing waterborne
diseases, sensitization, and improving sanitation at home
and surrounding areas and also on limiting the school
dropout rate among girl students and sensitizing them
about hygiene in slums of Delhi Cantonment area.
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. Swachh Bharat
Abhiyan was organised at Crusher Zone Toll Plaza of
Gurgaon-Faridabad Road on October 2022.
Beautification
Green Highways – The Union Ministry of Road Transport
and Highways has framed the Green Highways (Plantation,
and Maintenance)
Transplantation,
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. Close to 23,920 trees have been
planted in Salem Ulundurpet project and 8,500 trees in
Hosur Krishnagiri project.
Har Ghar Tiranga: The Group celebrated Azadi ka Amrit
Mahotsav by distributing flags to residents of East and
Central Delhi.
Others – Mumbai Metro Line-1 continues to engage in
CSR activities, wherever possible, in association with
organizations like ADAPT (formerly known as the Spastics
Society), etc.
33
Reliance Infrastructure Limited
Management Discussion and Analysis
Industry Structure and Development, Opportunities and
Threats
Mumbai Metro business
Despite the other alternate means of transport,
Mumbai Metro is largest and efficient means for
local transport after Mumbai suburban railway
in Mumbai. It has future growth opportunities
with various other metro lines operational & to
start operations in near future (Line 2, 3, 4, 6).
This would provide cross feeding of ridership and
increase ridership for Mumbai Metro business.
Metro business, to improve last mile connectivity,
has tied up with Bus infrastructure and also done
harmonization / synchronization of Metro time
table of other travel modes.
In addition to last mile connectivity, Mumbai Metro
business to develop further has taken various
initiatives like - usage of bicycle to improve the
connectivity of metro to consumers
Roads Infrastructure business
Currently India is in high growth phase and will
experience increase in vehicular traffic. Vehicle sales
registered a 21% growth in FY23.
Category
Units sold
(FY23)
Units sold
(FY22)
Growth
(in%)
Two-Wheeler
1,59,95,968
1,34,94,214
Three-wheeler
7,67,071
4,17,108
Passenger vehicles
36,20,039
29,42,273
Commercial vehicles
9,39,741
7,07,185
Tractor
8,27,403
7,66,545
19
84
23
33
8
This would result in an incremental impact on
Passenger traffic - Cars and Buses along with
increase in Commercial traffic – trucks, cargo trailers
etc.
Above growth in vehicles would result in increase
in traffic which has resulted the central government
intentions to accelerate the construction of roads
in FY24 by 16-21% to 12,000-12,500 km, with
a healthy pipeline of projects and an increase in
capital expenditure
With current growth in vehicles and increase
in traffic, there is construction of parallel road
infrastructure. Thus, though Road business faces
threats of parallels roads being constructed across
current existing roads infrastructure and same would
not impact RInfra’s roads business with current
growth in India Economy and Vehicular growth and
increase in traffic.
To provide seamless and faster travel experience on
FASTag system has been a great boon for travelers
since it has reduced queuing problems at toll plazas.
With FASTag, wastage of time has reduced for
travelers as there is no stoppage at toll plaza for
payment of toll. Further National Highway Authority
of India (NHAI) has been trying to implement
toll collection through Global Positioning System
34
(GPS) based FASTag reading which will remove toll
plaza completely resulting in lower operations and
maintenance cost for Roads business.
Power Distribution business
The Electricity (Amendment) Bill, 2022 that
has being drafted and pending for approval by
Parliament is to proposed to bring remarkable
change in the industry sector. The following are the
Key Highlights of the Bill
The Electricity Act, 2003 permits more than
one distribution licensee (discom) to operate
in the same area. They are required to supply
electricity through their own network. The
Bill removes this requirement and now a
network-owning discom will be required to
provide open and non-discriminatory access
to its network to other discoms.
The power and associated costs from existing
power purchase agreements (PPAs) will be
shared among all discoms in an area.
The State Commission will determine the
floor and ceiling tariffs for retail supply, if
there is more than one discom in an area.
The state government will set up a Cross-
subsidy Balancing Fund to deposit surplus
of cross-subsidy with one discom, and to
provide for any deficit with another discom in
the same or any other area.
The Bill provides for a payment security
mechanism to ensure timely payment to
generation companies.
This provides an opportunity for RInfra to exploit
new markets for power distribution across India
with its current experience in Power Distribution
business. However, the same also poses a threat
of competition from the new entrants to RInfra’s
existing Power Distribution business.
Engineering and Construction (E&C) business
India has to enhance its infrastructure to reach
its 2025 economic growth target of US$ 5
trillion. India’s population growth and economic
development
transport
infrastructure which would be achieved through
investments in roads, railways, and aviation, shipping
and inland waterways.
improved
requires
E&C business of the Company has high growth
potential in line with the growth in the Indian
Economy. Following budgetary allocation by
Government of India for various sectors viz.,
Capital, Construction and Roads sector opens huge
opportunity for the Company's E&C business.
Under the Union Budget 2023-24, the
Government of India has allocated ` 2.7 lakh
crore (US$ 33 billion) to the Ministry of Road
Transport and Highways.
The Government of India has allocated `
111 lakh crore (US$ 13.14 billion) under
the National Infrastructure Pipeline for FY
2019-25. The Roads sector is expected to
Reliance Infrastructure Limited
Management Discussion and Analysis
account for (~ ` 20 lakh crore) 18% capital
expenditure over FY 2019-25.
Further, in Budget 2023-24, capital investment
outlay for infrastructure is being increased by 33%
to ` 10 lakh crore (US$ 122 billion), which would
be 3.3% of GDP.
Defence business
Demand growth is likely to accelerate with rising
concerns of national security. Defence exports grew
by 334% in last five years; India now exporting to
over 75 countries due to collaborative efforts.
the world’s
India has
third-largest defence
expenditure, as of 2021, and expects to export
equipment worth US$ 15 billion by 2026. The
Government of India opened the defence industry
for private sector participation to provide impetus to
indigenous manufacturing.
The Union Budget for Financial Year 2023-24
envisages an outlay of US$ 72.2 billion (~ ` 5.9
lakh crore), which is 13.18 % of the total budget.
Over the next 5-7 years, the Government of
India plans to spend US$ 130 billion for fleet
modernisation across all armed services.
The Indian defence sector is one of the world’s
largest and most profitable industries, with a 10-
year pipeline of over US$ 223 billion in aerospace
and defence capital expenditure and a projected
medium-term investment of US$ 130 billion.
‘Defence Production & Export
The present
Promotion Policy (DPEPP) 2020’ is positioned as
Ministry of Defence’s overarching guiding document
to provide a focused, structured and significant
thrust to defence production capabilities of the
country for self-reliance and exports.
The DPEPP has goal - to achieve a turnover of `
1.75 lakh crore (US$ 25 billion) including export
of ` 35,000 Crore (US$ 5 billion) in Aerospace and
Defence goods and services by 2025.
Above initiatives and promotion by Government of
India will result India to be export hub for Aerospace
- Aviation, Defence goods (Arms and ammunition)
and services sector
Airport business
India has become the third-largest domestic
aviation market in the world and is expected to
overtake the UK to become the third-largest air
passenger market by 2024.
By 2036, India is projected to have 480 million
flyers which would be more than Japan (just under
225 million) and Germany (just over 200 million)
combined.
India is expected as the top aviation market globally
by 2030, surpassing the United States and China.
By 2023, total India’s freight traffic is expected
to touch 4.1 MT, exhibiting a Compound Annual
Growth Rate (CAGR) of 7.27% between FY16
and FY23. In addition, international freight traffic
is expected to grow at a CAGR of 7.13% and
domestic freight traffic is expected to grow at a
CAGR 7.50% between FY16 and FY23.
The Company's Airport business with current
operations at five locations in Maharashtra has
potential for development into Cargo hubs for
moving the local products viz, Agriculture and
local perishable goods which will lead to growth
in the Airport business, in ancillary industry, in
transportation system with better road infrastructure
and connectivity.
Outlook
The Indian economy has risen from being 10th to the 5th largest
economy globally. The per capita income has doubled and
increased to `1.97 lakh in 9 years. Indian economy is expected
to grow by 5.9% in FY 2023–24 and by an average rate of 6.1%
over the next five years. The economy has been on a recovery
path after the impact of the pandamic.
In the Financial year 2023-24, India has budgeted the capital
investment outlay for infrastructure sector to `10 lakh crore
(US$ 122 billion), which would be 3.3% of GDP and almost
three times the outlay in 2019-20. Infrastructure Finance
Secretariat is being established to enhance opportunities for
private investment in infrastructure that will assist all stakeholders
for more private investment in infrastructure, including railways,
roads, urban infrastructure, and power.
This depicts the upward trajectory of the Indian infrastructure
space which is on the rise. Also, India has to enhance its
infrastructure to reach its 2025 economic growth target of
US$ 5 trillion. The economy boost is only possible with the infra
development at the forefront.
35
Reliance Infrastructure Limited
Business Responsibility and Sustainability Report
SECTION A: GENERAL DISCLOSURES
I.
Details of the listed entity
Corporate Identity Number (CIN) of the Listed
Entity
L75100MH1929PLC001530
1.
2.
3.
4.
5.
6.
7.
Name of the Listed Entity
Year of incorporation
Registered office address
Corporate address
E-mail
Telephone
8. Website
Reliance Infrastructure Limited
1929
Reliance Centre, Ground Floor, 19, Walchand Hirachand Marg, Ballard
Estate, Mumbai 400 001
Reliance Centre, Ground Floor, 19, Walchand Hirachand Marg, Ballard
Estate, Mumbai 400 001
rinfra.investor@relianceada.com
+91 22 4303 1000
www.rinfra.com
9.
Financial year for which reporting is being done 2022-23
10. Name of the Stock Exchange(s) where shares
BSE Limited (BSE)
are listed
11. Paid-up Capital
National Stock Exchange of India Limited (NSE)
` 351.79 crore
12. Name and contact details (telephone, email
Shri Paresh Rathod
address) of the person who may be contacted
in case of any queries on the BRSR report
Company Secretary & Compliance Officer
+91 22 4303 1000
rinfra.investor@relianceada.com
13. Reporting boundary - Are the disclosures
On a Consolidated Basis
under this report made on a standalone basis
(i.e. only for the entity) or on a consolidated
basis (i.e. for the entity and all the entities
which form a part of its consolidated financial
statements, taken together)
II.
Products / services
14. Details of business activities (accounting for 90% of the turnover):
Sr.
No.
1
2
3
Description of Main Activity
Description of Business Activity
Power Business
Electric Power Generation, transmission and Distribution
Engineering and Construction (E&C)
Construction of Roads, Railways, Utility Projects
Infrastructure Business
Toll Roads and Metros
15. Products / Services sold by the entity (accounting for 90% of the entity’s Turnover):
Product/Service
Power Business
Engineering and Construction (E&C)
Infrastructure Business
NIC Code
35109
42209
42101
Sr.
No.
1
2
3
36
% of Turnover of
the entity
90
4
6
% of total Turnover
contributed
90
4
6
Reliance Infrastructure Limited Business Responsibility and Sustainability Report
III. Operations
16.
Number of locations where plants and/or operations/
offices of the entity are situated:
Location
Number of
plants
Number
of offices
Total
National
International
3
-
385
388
-
-
Workers
4.
5.
6.
Permanent (F)
-
-
-
-
-
Other than
Permanent (G)
Total workers
(F + G)
14,956 14,337
95.86 619
4.14
14,956 14,337
95.86 619
4.14
b.
Differently abled Employees and workers:
17. Markets served by the entity:
a.
Number of locations
Locations
National (No. of States)
International (No. of Countries)
Number
Particulars
S.
No
Total
(A)
Male
Female
No.
(B)
%
(B/A)
No.
(C)
%
(C/A)
5
1
b.
What is the contribution of exports as a percentage
of the total turnover of the entity?
Less than 1%
c.
A brief on types of customers:
Being in the power and infrastructure sector, the
Company serves various categories of customers.
The power distribution business of the Company
in Delhi caters to over 49 lakh customers which
include (a) domestic (b) commercial (c) industrial
(d) Agricultural and (e) public utilities sectors.
Mumbai Metro has served more than 800 million
commuters in the city of Mumbai since inception
with the average daily ridership of 4 lakh commuters.
The 15 toll plazas operating in 8 toll roads of the
Company serve an average daily traffic of 2.97 lakh
vehicles.
The Company’s EPC Projects are carried out for
various Government and Semi Government agencies
like National Highway Authority of India (NHAI),
Nuclear Power Corporation of India Limited (NPCIL),
Maharashtra State Road Development Corporation
(MSRDC) etc.
IV.
Employees
18. Details as at the end of Financial Year:
a.
Employees and workers (including differently abled):
Differently Abled Employees
24
19
79
-
-
-
24
19
79
Differently Abled Workers
-
6
6
-
6
6
-
100
100
1.
2.
3.
4.
5.
6.
Pe r m a n e n t
(D)
Other than
Pe r m a n e n t
(E)
Total
differently
abled
employees
(D + E)
Pe r m a n e n t
(F)
Other than
p e r m a n e n t
(G)
Total
differently
abled
workers
(F + G)
5
-
5
-
-
-
21
-
21
-
-
-
Particulars
S.
No.
Total
(A)
Male
Female
19. Participation/Inclusion/Representation of women
No. (B)
%
(B/A)
No.
(C)
%
(C/A)
Particulars
Total
(A)
No. and percentage
of Females
No.(B) % (B / A)
6
2
2
-
33.33
-
Board of Directors
Key Management Personnel
Employees
Permanent (D)
4,502
4,025
89.40 477
10.60
554
519
93.68
35
6.32
1.
2.
3.
Other than
Permanent (E)
Total employees
(D + E)
5,056
4,544
89.87 512
10.13
Note: The data pertains to the Board and KMPs of the Listed
Entity only.
37
Reliance Infrastructure Limited
Business Responsibility and Sustainability Report
20. Turnover rate for permanent employees and workers (Disclose trends for the past 3 years)
FY 2022-23
FY 2021-22
FY 2020-21
Male
Female
Total
Male
Female
Total
Male
Female
Total
Permanent Employees
7.76
6.92
7.69
11.3
8.68
11.02
8.87
4.58
8.43
Permanent Workers
-
-
-
-
-
-
-
-
-
V.
Holding, Subsidiary and Associate Companies (including joint ventures)
21
(a) Names of holding / subsidiary / associate companies / joint ventures
Sl.
No.
Name of the holding / Subsidiary /
associate companies / joint ventures (A)
Indicate whether
holding/ Subsidiary/
Associate/ Joint
Venture
% of shares
held
by
listed entity
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
Reliance Airport Developers Limited
Nanded Airport Limited
Baramati Airport Limited
Latur Airport Limited
Yavatmal Airport Limited
Osmanabad Airport Limited
Reliance Power Transmission Limited
Talcher II Transmission Company Limited
North Karanpura Transmission Company Limited
DS Toll Road Limited
NK Toll Road Limited
JR Toll Road Private Limited
PS Toll Road Private Limited
HK Toll Road Private Limited
TD Toll Road Private Limited
TK Toll Road Private Limited
GF Toll Road Private Limited
KM Toll Road Private Limited
SU Toll Road Private Limited
BSES Kerala Power Limited
Reliance Energy Limited
Reliance Energy Trading Limited
Reliance E-Generation and Management
Private Limited (Applied for Strike off)
BSES Rajdhani Power Limited
BSES Yamuna Power Limited
Delhi Airport Metro Express Private Limited
26
27 Mumbai Metro One Private Limited
28
29
CBD Tower Private Limited
Reliance Cement Corporation Private
Limited (Applied for Strike off)
Reliance Smart Cities Limited(Applied for
Strike off)
Reliance Cruise and Terminals Limited
Reliance Property Developers Private
Limited (Applied for Strike off)
Reliance Velocity Limited
30
31
32
33
38
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
65.21
74.24
74.24
74.24
74.24
74.24
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
51
51
99.95
74
89
100
100
100
100
100
Does the entity indicated
at column A, participate in
the Business Responsibility
initiatives of the listed
entity? (Yes/No)
Yes
Yes
Yes
Yes
Yes
Yes
No
No
No
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
No
No
No
No
Yes
Yes
No
Yes
No
No
No
No
No
No
Reliance Infrastructure Limited Business Responsibility and Sustainability Report
Sl.
No.
Name of the holding / Subsidiary /
associate companies / joint ventures (A)
Indicate whether
holding/ Subsidiary/
Associate/ Joint
Venture
% of shares
held
by
listed entity
34 Mumbai Metro Transport Private Limited
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56
57
Tamil Nadu Industries Captive Power Co Ltd
Jai Armaments Limited
Jai Ammunition Limited
Reliance Defence Limited
Reliance Propulsion Systems Limited
Reliance Land Systems Limited
Reliance Naval Systems Limited
Reliance Unmanned Systems Limited
Reliance Aero Systems Private Limited
Reliance Helicopters Limited
Reliance Defence and Aerospace Private Limited
Reliance Defence Technologies Private Limited
Reliance Defence Systems Private Limited
Reliance SED Limited
Reliance Defence Systems and Tech Limited
Reliance Defence Infrastructure Limited
Reliance Global Limited
Reliance Aerostructure Limited
Dassault Reliance Aerospace Limited
Thales Reliance Defence Systems Limited
Neom Smart Technology Private Limited
(w.e.f. April 18, 2022)
Reliance Power Limited
Gullfoss Enterprises Private Limited
58 Metro One Operation Private Limited
59
60
61
62
63
Reliance GeoThermal Power Private Limited
RPL Photon Private Limited
RPL Sun Power Private Limited
RPL Sun Technique Private Limited
Utility Powertech Limited
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Associate
Associate
Associate
Associate
Associate
Associate
Associate
Joint Venture
48
33.70
100
100
100
100
100
100
100
100
100
100
100
100
74
100
100
100
100
51
51
100
22.40
50.01
30
25
50
50
50
19.80
Does the entity indicated
at column A, participate in
the Business Responsibility
initiatives of the listed
entity? (Yes/No)
No
No
No
No
No
No
No
No
No
No
No
No
No
No
No
No
No
No
No
Yes
Yes
No
No
No
No
No
No
No
No
Yes
VI.
CSR Details
22.
(i) Whether CSR is applicable as per section 135 of Companies Act, 2013:
Yes, however, as the Company has incurred losses and inadequate profits in the previous three Financial Years, there
was no requirement for spending any amount for CSR for the year 2022-23. At the group level, the Company has
carried out a number of CSR Initiatives. The details of the CSR Interventions carried out by the group are provided
in the Management Discussion and Analysis Report forming part of this annual report.
Turnover (in `) : 1,108 crore
(ii)
(iii) Net worth (in `) : 6,706 crore
Note: The turnover and net worth are on standalone basis.
39
Reliance Infrastructure Limited
Business Responsibility and Sustainability Report
VII. Transparency and Disclosures Compliances
23.
Complaints / Grievances on any of the principles (Principles 1 to 9) under the National Guidelines on Responsible
Business Conduct:
Stakeholder
group from
whom
complaint is
received
Shareholders
Grievance Redressal Mechanism in Place
(Yes / No)
FY 2022-23
Current Financial Year
FY 2021-22
Previous Financial Year
(If Yes, then provide web-link for grievance
redress policy)
Number of
complaints
filed during
the year
Number of
complaints
pending
resolution at
close of the
year
Remarks
Number of
complaints
filed during
the year
Remarks
Number of
complaints
pending
resolution at
close of the
year
is provided
Yes
The details of shareholder grievance redressal
mechanism
Investor
Information section of the Annual Report and
also on the website of the Company www.
rinfra.com and the website of the RTA www.
kfintech.com
in the
E m p loye e s
and
workers
Yes
Please refer Question 5 under Principle 5
Whistle Blower Mechanism https://www. rinfra.
com/documents/1142822/1189698/
Whistle_Blower_ Policy_updated.pdf
Customers
Yes
Please refer Principle 9
Value Chain
Partners
Community
Others
No
No
No
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
24. Overview of the entity’s material responsible business conduct issues
Please indicate material responsible business conduct and sustainability issues pertaining to environmental and social matters
that present a risk or an opportunity to your business, rationale for identifying the same, approach to adapt or mitigate the risk
along with its financial implications, as per the following format:
Material issue
identified
Indicate
whether
risk or
opportunity
(R/O)
Energy and Water
Risk
Financial implications
of the risk or
opportunity (Indicate
positive or negative
implications)
Negative
Rationale for identifying
the risk / opportunity
In case of risk, approach to
adapt or mitigate
Inefficient and negligent use
of energy and water may
result in high consumption
and wastage
Various measures for conservation and optimum use
of energy and water have been undertaken by the
Company like clean and green energy generation
through roof top solar plants, energy effective
lighting like LED, energy optimized running profile
ensuring optimal regeneration of upto 30%,
installation of EV charging stations, establishment
of micro substation, rain water harvesting, waste
water treatment plants for recycle and reuse of
water, efficient admixtures to reduce water content
in concrete in construction etc.
40
Reliance Infrastructure Limited
Rationale for identifying
the risk / opportunity
In case of risk,
approach to adapt or mitigate
Financial implications
of the risk or
opportunity (Indicate
positive or negative
implications)
Positive
Business Responsibility and Sustainability Report
Material issue
identified
Customer
Satisfaction
Indicate
whether
risk or
opportunity
(R/O)
Opportunity
Road Safety
Risk
is
The
in
The Company being
sector, customer
service
utmost
satisfaction
important.
quality
of services provided and
the dedicated customer
grievance
handling
mechanism are the key for
business growth.
Operates National Highways
and hence, subject to high
risk of accidents.
Workforce safety
Risk
Construction business
is
industry
intensive
labour
subject to highest risk of
safety hazards
Cyber Risk
Risk
of
breaches
Risk
of
security to gain access to
information systems due to
exposure to the Internet
Negative
Negative
Negative
Various road safety measures adopted like Black Spot
identification and removal/lower the associated
risks, installation of appropriate traffic signals
and sign boards to guide people and to minimize
accidents in all road projects, Ambulance services
with 1 paramedical staff that are available 24X7
at all plazas to ensure immediate care, conducting
Safety awareness programs and campaigns to
create awareness.
Conduct regular safety training and safety audits
(by NHAI and Independent Engineer). Cultivating
a culture of safety among staff and workmen
across sites. Ensuring compliance with the HSE
requirements/terms and designing work methods
ensuring safety aspects. Regular maintenance of
equipment. Ensuring life and medical insurance for
all their workmen/employees.
Implementation of Integrated Intrusion Detection
and Prevention Monitoring System (Managed
Security Services) with auto monitoring, ethical
log monitoring program to prevent unauthorised
access or data leaks, security patch monitoring and
alerting process is in place, encryption of every
incoming and outgoing communication, Email
campaigns to educate employees regarding cyber
security covering topics such as phishing awareness,
password hygiene, safe browsing practices and data
protection measures.
SECTION B: MANAGEMENT AND PROCESS DISCLOSURES
This section is aimed at helping businesses demonstrate the structures, policies and processes put in place towards adopting the
National Guidelines on Responsible Business Conduct (NGRBC) Principles and Core Elements.
Disclosure Questions
P
1
P
2
P
3
P
4
P
5
P
6
P
7
P
8
P
9
Policy and management processes
1.
a.
b.
Whether your entity’s policy/policies cover each
principle and its core elements of the NGRBCs.
(Yes/No)
Has the policy been approved by the Board? (Yes/
No)
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
c. Web Link of the Policies, if available
https://www.rinfra.com/web/rinfra/our-policies
41
Reliance Infrastructure Limited
2.
3.
4.
5.
6.
Business Responsibility and Sustainability Report
Disclosure Questions
Whether the entity has translated the policy into
procedures. (Yes / No)
Do the enlisted policies extend to your value chain
partners? (Yes/No)
P
1
P
2
P
3
P
4
P
5
P
6
P
7
P
8
P
9
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
No
No
No
No
No
No
No
No
No
the national and
Name of
international codes/
certifications/labels/ standards (e.g. Forest Stewardship
Council, Fair-trade, Rainforest Alliance, Trustee) standards
(e.g. SA 8000, OHSAS, ISO, BIS) adopted by your entity
and mapped to each principle.
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 NGRBC. They also
conform to international standards adopted by the Group like ISO
9001, ISO 14001 and ISO 45001
Specific commitments, goals and targets set by the entity
with defined timelines, if any.
No
No
No
No
No
No
No
No
No
Performance of
specific
commitments, goals and targets along-with reasons in
case the same are not met.
the entity against
the
NA
NA
NA
NA
NA
NA
NA
NA
NA
Governance, leadership and oversight
7.
Statement by Director responsible for the business responsibility report, highlighting ESG related challenges, targets
and achievements
(listed entity has flexibility regarding the placement of this disclosure)
At Reliance Group, Sustainability and Governance are of utmost importance. Our philosophy is to adopt ESG principles in
all our businesses. The Company is committed to achieving an excellence in environmental performance, preservation and
promotion of clean environment. We strive to deliver reliable and quality services to our consumers while remaining conscious
of our responsibilities towards creating, conserving and ascertaining safe and clean environment for sustainable development
by adopting appropriate technologies and practices to minimize environmental impact of our activities.
The imperative is to use natural resources efficiently to leave a minimal carbon footprint and impact on biodiversity across
our business value chain. The group strives to develop and promote processes and newer technologies to make all our
products and services environmentally responsible. The philosophy behind is to create a sustainable eco-sphere of low
carbon economy by following the 5R guidelines of Reduce, Reuse, Recycle, Renew and Respect for the environment and its
resources through the entire supply management.
Engagement of the community is paramount for sustaining a programme on ground. We ensure engagement of the
community at the very planning stage and thereafter inducting them at the implementation level. This not only ensures
acceptance of the programme on ground but also its continuity and sustainability.
We believe our role as 'Enablers' can promote dynamic development by creating synergies with our partners in growth and
success - the 'Communities'. We are committed to augmenting the overall economic and social development around the
local communities where we operate by discharging our social responsibilities in a sustainable manner. The interventions have
been aligned with that of the government mandate both at the local as well as the state level. We have been working in the
direction of creating meaningful partnerships through series of engagements and transparency in our processes across Board.
To summarize, we at Reliance Group strive to live up to our responsibilities as corporate citizens and continue with our
endeavour to bring about an all round transformation in the vicinity of all our project sites for the common good of the
community as a whole. In this Business Responsibility and Sustainability Report (“BRSR”) prepared in line with the mandates
by the Securities and Exchange Board of India (“SEBI”) containing enhanced ESG disclosures gives an insight into the Groups
contribution to the environment, community and Society.
Punit Garg
Executive Director and
Chief Executive Officer
S S Kohli
Chairman
CSR Committee
42
Reliance Infrastructure Limited
Business Responsibility and Sustainability Report
Disclosure Questions
8.
the highest authority
Details of
for
implementation and oversight of Business Responsibility
Policy (ies).
responsible
P
1
P
2
P
3
P
4
P
5
P
6
P
7
P
8
P
9
Corporate Social Responsibility and Sustainability Committee
of the Board of Directors of the Company is responsible for
implementation and oversight of the Business Responsibility
policy(ies).
9. Does the entity have a specified Committee of the Board/
Director responsible for decision making on sustainability
related issues? (Yes / No). If yes, provide details.
The Composition of the Committee is as under:
Name of Directors
Shri S S Kohli
DIN
Catogary
00169907 Independent
Role
Chairman
Director
Ms. Manjari Kacker
06945359 Independent
Member
Director
Shri K Ravikumar
00119753 Independent
Member
Director
Ms. Chhaya Virani
06953556 Independent
Member
Director
Shri Punit Garg
00004407 Executive
Member
Director
10. Details of Review of NGRBCs by the Company:
Subject for Review
Performance against above policies and follow up
action
Compliance with
of
statutory
relevance to the principles and rectification of any
non-compliances
requirements
P
1
Y
Y
11. Has the entity carried out independent
assessment/ evaluation of the working of its
policies by an external agency? (Yes/No). If
yes, provide name of the agency.
Indicate whether review was
undertaken by Director /
Committee of the Board/
Any other Committee
P
5
P
7
P
8
P
4
P
2
P
3
P
6
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
P
9
Y
Y
P
1
A
A
Frequency
(Annually/ Half yearly/
Quarterly/ Any other – please
specify)
P
P
6
5
P
3
P
7
P
8
P
4
P
2
P
9
A
A
A
A
A
A
A
A
A
A
A
A
A Q
A Q
P
1
P
2
P
3
P
4
P
5
P
6
P
7
P
8
P
9
No
No
No
No
No
No
No
No
No
12. If answer to question (1) above is “No” i.e. not all Principles are covered by a policy, reasons to be stated: -
Not Applicable
Questions
The entity does not consider the Principles material to its business
(Yes/No)
The entity is not at a stage where it is in a position to formulate and
implement the policies on specified principles (Yes/No)
The entity does not have the financial or/human and technical
resources available for the task (Yes/No)
It is planned to be done in the next Financial Year (Yes/No)
Any other reason
P
1
P
2
P
3
P
4
P
5
P
6
P
7
P
8
P
9
43
Reliance Infrastructure Limited Business Responsibility and Sustainability Report
SECTION C: PRINCIPLE WISE PERFORMANCE DISCLOSURE
The information provided under this report covers the Essential Indicators.
PRINCIPLE 1: Businesses should conduct and govern themselves with integrity and in a manner that is Ethical, Transparent
and Accountable.
1.
Percentage coverage by training and awareness programmes on any of the Principles during the Financial Year:
Segment
Total number of training
and awareness programmes
held
Board of Directors
Key Managerial Personnel
8
Employees other than BOD
and KMPs
1,268
Workers
569
Topics / principles covered
under the training and its
impact
During the year, Board members
and KMPs were apprised of
various updates pertaining to
business, regulatory, safety, ESG
matters, etc. which provided
insights on the topics under the
nine Principles.
With an objective of creating
awareness among employees
and workers of the group on
various principles, the training
programmes were conducted
on topics like Code of Conduct,
Knowledge and Significance
Integrity at
of Ethics and
Workplace,
of
Responsibility, Ownership &
Accountability, Prevention of
Sexual Harassment, Health and
Wellness, Safety awareness
Stress Management.
Importance
% age of persons in respective
category covered by the
awareness programmes
100.00
60.33
49.50
2.
Details of fines / penalties /punishment/ award/ compounding fees/ settlement amount paid in proceedings
(by the entity or by Directors / KMPs) with regulators/ law enforcement agencies/ judicial institutions, in the
Financial Year, in the following format:
(Note: the entity shall make disclosures on the basis of materiality as specified in Regulation 30 of SEBI (Listing Obligations
and Disclosure Obligations) Regulations, 2015 and as disclosed on the entity’s website):
NGRBC Principle
Monetary
Name of the regulatory
/ enforcement agencies/
judicial institutions
Amount (In INR)
Brief of
the Case
Has an appeal been
preferred? (Yes /
No)
Penalty/ Fine
Settlement
Compounding fee
Imprisonment
Punishment
NIL
Non-Monetary
NGRBC Principle
Name of the regulatory / enforcement agencies/
judicial institutions
Brief of
the Case
Has an appeal been
preferred? (Yes /
No)
NIL
3.
Of the instances disclosed in Question 2 above, details of the Appeal/ Revision preferred in cases where monetary or
non-monetary action has been appealed.
Case details
Name of the regulatory / enforcement agencies / judicial institutions
Not Applicable
44
Reliance Infrastructure Limited
Business Responsibility and Sustainability Report
4.
Does the entity have an anti-corruption or anti-bribery
policy? If yes, provide details in brief and if available,
provide a web-link to the policy. –
Yes. The Company’s Code of Conduct contains the clauses
on anti-corruption or anti-bribery.
As per the policy, Employees should refrain from entering
into agreements and practices that unreasonably restrict
competition and are in restraint of free trade such as price
fixing and boycotting suppliers or customers. Any commercial
strategy based on the intention to run a competitor out
of business through unfair pricing or otherwise cannot
be followed. Disparaging, misrepresenting, or harassing a
competitor, stealing trade secrets, bribery, corruption and
kickbacks are strongly discouraged.
5.
These details are available at https//www.rinfra.com/
web/rinfra/our-policies
Number of Director/KMPs/employees/workers against
whom disciplinary action was taken by any low enforcement
agency for the charges of bribery/corruption:
FY 2022-23
FY 2021-22
Directors
KMPs
Employees
Workers
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
6.
Details of complaints with regard to conflict of interest:
Details
FY 2022-23
FY 2021-22
Number Remarks Number Remarks
Number of
complaints
received in
relation to
issues of
Conflict of
Interest of the
Directors
Number of
complaints
received in
relation to
issues of
Conflict of
Interest of the
KMPs
Nil
-
Nil
-
Nil
-
Nil
-
7.
Provide details of any corrective action taken or
underway on issues related to fines / penalties /
action taken by regulators/ law enforcement agencies/
judicial institutions, on cases of corruption and conflicts
of interest. – Not Applicable
PRINCIPLE 2: Businesses should provide goods and services in
a manner that is sustainable and safe
1.
Percentage of R&D and capital expenditure (capex)
investments in specific technologies to improve the
environmental and social impact of product and processes
to total R&D and capex investments made by the entity,
respectively.
FY
2022-23
NIL
83%
FY
2021-22
NIL
78%
R&D
Capex
Details of improvements in
environmental and social impacts
NIL
For upgradation, strengthening and
modernization of
the distribution
system to improve reliability of supply
and grid efficiency
2.
a.
Does the entity have procedures in place for
sustainable sourcing?
Yes
b.
If yes, what percentages of inputs were sourced
sustainably?
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.
100% of the Power procurement by the Company’s
Power Distribution business is through the set procedure
as enunciated in the “vendor code of conduct” which is
mainly set on 5 parameters - Labour and Human rights,
Health and Safety, Environmental, Ethics, Management
system. This document is part of each tender published
by the company and the adherence by each vendor who
participate in tender is ensured. Further the compliance
of Renewable Purchase Obligation enforced by the
DERC Regulations ensures around 18.5% of the power
procurement from sustainable (renewable) sources.
As part of sourcing strategy in the EPC Business, 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.
3.
Describe the processes in place to safely reclaim your
products for reusing, recycling and disposing at the end
of life, for (a) Plastics (including packaging) (b) E-waste
(c) Hazardous waste and (d) other waste
Through Environment Management System ISO 14001,
the E&C Division takes steps to increase our waste efficiency.
Fly Ash bricks are used to reduce carbon foot print. Also,
use of fly ash in ready mix concrete (batching plant) helps
45
Reliance Infrastructure Limited
Business Responsibility and Sustainability Report
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. We use recycled bitumen aggregates (amounts to
about <5%), while we do not compromise on high quality
standards and safety of roads.
At Mumbai Metro, there is a system of selling the 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.
4.
At the Delhi Power Distribution Companies, Plastic waste,
E-waste, hazardous waste and other waste are collected
from different offices and deposited at a centrally located
store and from there it is disposed off as per the defined
process through MSTC auction to Authorized Recyclers.
They also adhere to the the Batteries (Management
and Handling), Rules, 2001, Hazardous and other waste
(Management and Trans-boundary Movement) Rules
2016, and E-waste (Management) Rules, 2016 to ensure
the safe disposal of wastes as per category of hazards.
Whether Extended Producer Responsibility (EPR) is
applicable to the entity’s activities (Yes No). If yes,
whether the waste collection plan is in line with the
Extended Producer Responsibility (EPR) plan submitted
to Pollution Control Boards? If not, provide steps taken
to address the same. Not Applicable
PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains
1.
a. Details of measures for the well-being of employees:
% of employees covered by
Category
Total
(A)
Health insurance
Accident
insurance
Maternity benefits
Paternity
Benefits
Day Care
facilities
Number
(B)
%
(B/A)
Number
(c)
%
(C/A)
Number
(D)
%
(D/A)
Number
(E)
%
(E/A)
Number
(F)
%
(F/A)
Male
Female
Total
Male
Female
Total
4,025
4,025
477
477
4,502
4,502
519
35
554
519
35
554
100
100
100
100
100
100
Permanent Employees
4,025
477
4,502
100
100
100
-
477
477
Other than Permanent employees
519
35
554
100
100
100
-
35
35
-
4,025
100
3,114 77.37
100
100
-
100
100
-
-
367 76.94
4,025
100
3,481 77.32
-
-
-
-
-
-
-
-
-
-
-
-
b. Details of measures for the well-being of workers:
Category
% of workers covered by
Total
(A)
Health
insurance
Accident
insurance
Maternity benefits
Paternity
Benefits
Day Care
facilities
Number
(B)
% (B /
A)
Number
(c)
%
(C/A)
Number
(D)
% (D /
A)
Number
(E)
%
(E/A)
Number
(F)
%
(F/A)
Male
Female
Total
-
-
-
-
-
-
-
-
-
Permanent Workers
-
-
-
-
-
-
-
-
-
-
-
-
Other than Permanent Workers
-
-
-
-
-
-
-
-
-
Male
14,337
9,197
64.15
14,337
Female
619
521
84.17
619
Total
14,956
9,718
64.98
14,956
100
100
100
-
619
619
14,337
100
14,337
100
-
619
100
14,337
100
14,956
Note: Health Insurance is not provided for the workers who are covered under Employee State Insurance Scheme.
-
-
-
100
100
100
46
Reliance Infrastructure Limited
Business Responsibility and Sustainability Report
2.
Details of retirement benefits, for Current Financial Year and Previous Financial Year
Benefits
FY 2022-23 (Current FY)
FY 2021-22 (Previous FY)
No of
employees
covered as a
% of total
employees
No of
workers
covered as a
% of total
workers
Deducted and
deposited with
the authority
(Y/N/N.A)
No of
employees
covered as a
% of total
employees
No of workers
covered as a %
of total workers
Deducted and
deposited
with the
authority
(Y/N/N.A)
PF
Gratuity
ESI
Others
98.67
82.33
7.00
-
100.00
18.60
60.75
-
Y
Y
Y
-
98.50
83.00
8.33
-
100.00
20.50
61.50
-
Y
Y
Y
-
3.
Accessibility of workplaces
Are the premises / offices of the entity accessible to differently abled employees and workers, as per the requirements of
the Rights of Persons with Disabilities Act, 2016? If not, whether any steps are being taken by the entity in this regard.
The group has policy for disabled in place which is specifically aiming at safeguarding interest of differently abled by facilitating
necessary support in terms of physical infrastructure, digital infrastructure, working environment, equal opportunity, transfer
and posting, disability leave etc. Various office buildings are easily accessible to differently abled employees through wheelchair
friendly ramps and lifts. Braille signage are provided in the lifts for the benefit of visually challenged and restrooms compatible
to the disabled are provided.
4.
Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016? If so, provide
a web-link to the policy.
Yes. The Weblink for the policy is https//www.rinfra.com/web/rinfra/our-policies
5.
Return to work and Retention rates of permanent employees and workers that took parental leave.
Gender
Male
Female
Total
Permanent employees
Permanent workers
Return to work rate
100.00
87.5
97.37
Retention rate
100.00
83.33
98.44
Return to work rate
-
-
-
Retention rate
-
-
-
6.
Is there a mechanism available to receive and redress grievances for the following categories of employees and worker?
If yes, give details of the mechanism in brief.
Categories
Yes / No (If yes, then give details of the mechanism in brief)
Permanent Workers
Yes.
Other than Permanent Workers
Permanent Employees
Other than Permanent Employees
To achieve employee Engagement and effective resolution of employee grievances, the
Employees are provided multiple forums for raising their concerns and grievances and
obtain redressal. HR Care System provides a centralized email id where the employees
cam reach out and also provides a mechanism of steering Committees to address the
queries and concerns of all the employees/associates working across the length &
breadth of organization. Division Steering Committees (DSC) are formed to address
the employee grievances at the field level. The DSCs are meeting periodically to review
the employee/associate grievances for different departments/offices in their division
jurisdiction and resolve them to the extent feasible. Employees can submit their queries
or concerns by login into HRCare Portal wherein the respective process owner will get
mailing alerts on request submission. The issue will be resolved by Process Owner and
reply will be sent to the user on mail. The User can track the status of their request
through unique request number generated at the time of submission.
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Reliance Infrastructure Limited
Business Responsibility and Sustainability Report
7. Membership of employees and worker in association(s) or Unions recognised by the listed entity:
FY 2022-23
(Current Financial Year)
Category
Total employees
/ workers in
respective
category (A)
No. of employees /
workers in respective
category, who are
part of association(s)
or union (B)
%(B/A)
FY 2021-22
(Previous Financial Year)
Total
employees
/ workers in
respective
category (C)
No. of employees
/ workers in
respective category,
who are part of
association(s) or
union (D)
%(D/C)
Male
Female
Male
Female
4,025
477
-
-
Total Permanent Employees
712
67
17.69
14.05
Total Permanent Workers
-
-
-
-
4,133
484
-
-
759
68
18.36
14.05
-
-
-
-
8.
Details of training given to employees and workers:
FY 2022-23
Current Financial Year
FY 2021-22
Previous Financial Year
Category
Total
(A)
On Health
and safety
measures
On Skill
upgradation
Total
(D)
On Health and
safety measures
On Skill upgradation
No.
(B)
%
(B/A)
No.
(C)
%
(C/A)
No.
(E)
%
(E/D)
No.
(F)
%
(F/D)
Male
Female
Total
Male
Female
Total
Employees
4,025
1.280 31.80
1,902
47.25
4,133
1,760
42.58
1,948
477
149
31.24
236
49.48
484
181
37.40
243
4,502
1,429 31.74
2,138
47.49
4,617
1,941
42.04
2,191
47.13
50.21
47.46
Workers
14,856 1,535 10.33
4,458
30.01 15,073
3683
654
66 10.09
311
47.55
686
185
15,510 1,601 10.32
4,769
30.75
15759 3,868
24.43
26.97
24.54
3,994
251
4,245
26.50
36.59
26.94
9.
Details of performance and career development reviews of employees and worker:
Category
FY 2022-23
Current Financial Year
FY 2021-22
Previous Financial Year
Total (A)
No. (B)
% (B / A)
Total (C)
No. (D)
% (D/ C)
4,544
512
5,056
14,337
619
14,956
Employees
3,939
466
4,405
14,337
619
14,956
Workers
86.69
91.02
87.12
100
100
100
4,625
515
5,140
14,581
655
15,236
4,050
473
4,523
14,581
655
15,236
87.57
91.84
88.00
100
100
100
Male
Female
Total
Male
Female
Total
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Reliance Infrastructure Limited Business Responsibility and Sustainability Report
10. Health and safety management system:
a.
Whether an occupational health and safety management system has been implemented by the entity? (Yes/ No). If yes,
the coverage of such system?
Yes. Reliance Group firmly believes that health and safety of its employees, who are an asset to the company, is of utmost
importance. Safety is an essential and integral part of each and every activity at Reliance Group. Therefore all work shall be
carried out with utmost care, giving due consideration to safety which shall not be compromised under any circumstances.
Accidents and risk to health are preventable through continuous improvement in working environment and involvement of all
employees making thereby a safe, healthy and accident free work place.
A Safety Management System (SMS) is implemented which is an in-house developed software that displays the unsafe working
conditions captured at various sites, across the Power Distribution Companies, in a real time basis to the concerned and tracks
the necessary corrective action. There is a 3-tier check to close the observation after the necessary corrective action has been
taken.
Metro business has a detailed Occupational Health & Safety Management Manual, which covers all the business activities.
The Health and Safety Management System is prepared meeting the requirements of ISO 45001:2018. Occupational Health
& Safety is one of the core values of the Mumbai Metro One Pvt. Ltd. Each employee is imparted training on Occupational
Health & Safety during their induction training as well as during their Job specific and refresher training. The coverage is 100%
and includes all employees and workers.
b.
What are the processes used to identify work-related hazards and assess risks on a routine and non-routine basis by the
entity?
At our Power Distribution Companies, HIRA (Hazard identification and risk assessment) is used to identify work-related hazards
and assess risks. The potential risks and hazards at the workplace are identified and divided into three categories (low, medium,
high) and hazard prompt list is prepared. Hazards are analysed, evaluated and adequate control measures are implemented to
reduce impact on environment and humans.
Health and Safety Management System at Mumbai Metro comprises of followings safety processes for identifying work related
hazards and assess risks on routine and non-routine basis. i. Safety Leadership and Accountability with OH&S Objective; ii.
Hazard Identification, Risk Assessment and Risk Management; iii. Design, Construction, Operational Planning and Control; iv.
Employees and Workers Competency before Deploying them on Work; v. Communication, Consultation and Participation; vi.
Established process for Reporting & Recording of Incidents, Non-conformities and Near Miss cases; vii. Established process for
investigation of Incidents/Non conformities including the Findings in Learning viii. Change Management Process ix. Workers
Safety Management x. Measurement, Monitoring and Review xi. Fire Detection and Suppression System as per National Fire
Protection Association (NFPA).
At our Toll Roads, the following processes are used to identify work-related hazards and assessment of risks are as below:
1.
2.
3.
4.
5.
6.
Hazard Identification: This involves systematically identifying potential hazards present in the workplace, which include
workplace inspections, job hazard analyses, incident reports, employee feedback, and review of relevant regulations and
standards.
Risk Assessment: Once hazards are identified, a risk assessment is conducted to determine the likelihood and severity of
potential harm or injury resulting from those hazards. This involves evaluating factors such as the frequency of exposure,
potential consequences, and the number of people at risk. Risk assessments can be qualitative, semi-quantitative, or
quantitative, depending on the complexity and nature of the hazards.
Job Safety Analysis (JSA): A JSA, also known as a Job Hazard Analysis (JHA), is a systematic process of breaking down a
job into individual tasks and identifying potential hazards associated with each task. By analyzing the sequence of steps,
tools, materials, and environmental factors, JSAs help identify hazards and determine appropriate control measures to
mitigate risks.
Safety Inspections and Audits: Regular safety inspections and audits are conducted to identify and evaluate hazards
and risks in the workplace. Trained personnel / safety officers / external auditors conduct these assessments to ensure
compliance with safety standards, policies, and procedures.
Incident Reporting and Investigation: Encouraging employees to report incidents, near misses, and potential hazards is
crucial for ongoing hazard identification. Incidents are thoroughly investigated to determine root causes, contributing
factors, and underlying hazards. This information is then used to implement corrective actions and prevent future
occurrences.
Safety Committees and Meetings: Establishing safety Committees or holding regular safety meetings allows employees
to actively participate in hazard identification and risk assessment. These forums provide a platform to discuss safety
concerns, share best practices, and propose improvements to mitigate risks.
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Business Responsibility and Sustainability Report
7.
8.
Change Management and Risk Review: Routine and
non-routine changes in work processes, equipment,
materials, or the introduction of new technologies
should undergo a thorough review for potential
hazards and associated risks. This includes assessing
the impact of changes, conducting risk assessments,
and implementing appropriate control measures
before the changes are implemented.
Ongoing Monitoring and Review: Hazards and risks
should be continuously monitored and reviewed
to ensure that control measures are effective and
relevant. This includes periodic reassessments,
employee feedback, incident analysis, and keeping
up-to-date with regulatory changes and industry
best practices.
c.
Whether you have processes for workers to report the
work related hazards and to remove themselves from
such risks.
Yes.
d.
Do the employees/ worker of the entity have access to
non-occupational medical and healthcare services?
Yes.
11.
Details of safety related incidents, in the following
format:
Safety Incident
/ Number
Category
Lost Time Injury
Frequency Rate
(LTIFR) (per one
million-person
hours worked)
Total recordable
w o r k - r e l a t e d
injuries
No. of fatalities
High consequence
w o r k - r e l a t e d
injury
ill-
health (excluding
fatalities)
or
Employees
Workers
Employees
Workers
Employees
Workers
Employees
Workers
Current
Financial
Year
-
Previous
Financial
Year
-
-
4
19
-
9
4
-
-
-
8
-
8
-
-
12.
Describe the measures taken by the entity to ensure a
safe and healthy work place.
Safety of its own employees as well as the society in
general is paramount for Reliance Group. The Company
ensures safety by competency development, training
and advanced technology based engineering, engineering
controls and use of personnel protective equipments
(PPEs) and special tools.
At Every location of business, steps are taken on regular
basis to ensure safety of employees and equipments.
Some of the measures taken to ensure fulfillment of safety
requirements include:
50
Internal and External safety audits
Mock drills
Emergency preparedness planning
Disaster management
Hazard Identification & Risk Assessment
Compliance of all statutory requirements
Safety Committees with representation of working
level staff
Site visits and inspections
Safety Promotion campaigns
Observing National Safety Day followed with safety
week at many locations
The Power Distribution Companies apply the following
effective control measures:
Elimination: Eliminates less important/redundant
activities to reduce risk
Substitution: substitute the activity by another easy
activity
Isolation: is used to isolate the hazards from the
persons
Engineering: changing the process, equipment or
tools in such a way that the risk is reduced.
Administration: Using administrative guidelines,
procedures, rosters, training etc., to minimize the
impact of hazard
Personal Protective Equipment (PPE)
Safety Is an integral part of KRA/KPI of every employee.
The overall employee incentive is calculated after
considering safety aspect as one of the key parameter.
Various safety events are organized and employees are
rewarded to enhance safety culture. All our businesses are
Committed for zero accident of employee and public. Even
a small safety lapse is viewed seriously and detailed root
cause are analyzed and circulated to avoid its reoccurrence
13.
Number of Complaints on the following made by
employees and workers:
FY 2022-23
Pending
resolution
at the end
of year
-
Filed
during
the
year
-
-
-
Filed
during
the
year
-
-
Remarks
-
-
FY 2021-22
Pending
resolution
at the end of
year
-
-
Remarks
-
-
Working
Conditions
Health &
Safety
14. Assessments for the year:
% of your plants and
offices that were assessed
(by entity or statutory
authorities or third parties)
100
Health and safety practices
Working Conditions
100
Reliance Infrastructure Limited
Business Responsibility and Sustainability Report
15.
Provide details of any corrective action taken or
underway to address safety-related
incidents (if
any) and on significant risks / concerns arising from
assessments of health & safety practices and working
conditions.
At the Metro business, all safety related accidents including
Near Miss cases are investigated and learning from the
investigation report is shared across the organization for
implementation of corrective actions to stop reoccurrence
of the incidents. Effectiveness of Corrective actions
deployment is monitored and checked during safety
Audits. Significant risks/concerns arising from assessment
of Health and Safety Practices are addressed through
elimination of manual job by use of Technology, Safety
Capability Building, Monitoring and supervision etc.
At the Distribution business, assessments are also carried
out by respective Government authorities and the Company
has not received any non-compliance certification.
We ensure at our Road Business that there is 24x7 basis
route patrolling services throughout the entire stretch of
the Project highway to address the safety-related incidents
in the timely manner. We have implemented the adequate
safety measures such as Traffic Sign Boards, Solar Blinkers,
Road Studs, Delineators, Guard Posts, Reflective Strips,
Pavement marking & Road safety awareness (Road users,
Local public and students) in terms of corrective action
undertaken throughout the entire stretch of the Project
highway.
PRINCIPLE 4: Businesses should respect the interests of and
be responsive to all its stakeholders
1.
Describe the processes for identifying key stakeholder
groups of the entity.
Any individual or group of individuals or institution that
adds value to the business chain of the Corporation is
identified as a core stakeholder. The Company has mapped
the stakeholders i.e. Shareholders, Employees and workers,
customer, value chain Partners and Community and out
of these, the Company has identified the disadvantaged,
vulnerable and marginalized stakeholders.
2.
List stakeholder groups identified as key for your entity and the frequency of engagement with each stakeholder group.
Stakeholder
Group
Whether
identified as
Vulnerable &
Marginalized
Group (Yes/No)
Channels of Communication
(Email, SMS, Newspaper,
Pamphlets,
Advertisement, Community
Meetings, Notice Board, Website),
Other
Frequency of
Engagement (Annually
Half yearly/Quarterly /
others– please specify)
Purpose and scope of
engagement including
key topics and concerns
raised during such
engagement
Shareholders
Employees
and
workers
Customers
Value Chain
Partners
Community
No
No
No
No
Various modes including e-mail,
newspapers, company website.
Frequently and
need basis
Keeping investors updated
of all developments in the
Company.
HR Care Portal, Email, CEO
communication meet, town halls
Regular
Employee engagement
Email, SMS, advertisement,
website, social media
Regular
Email, vendor meet
Annual, periodic
Offers, Awareness
campaigns, query
resolution
Process refresh,
engagement
Yes (a part of
the Community
belonging to
Low-income
pockets)
Physical interactions, Pamphlets,
O/d Campaigns, Radio Campaigns,
Website, Social Media
Regular
CSR interventions
PRINCIPLE 5 Businesses should respect and promote human rights
1. Employees and workers who have been provided training on human rights issues and policy(ies) of the entity, in the
following format:
Category
Total (A)
FY 2022-23
No. of employees /
workers covered (B)
% (B / A) Total (C)
No. of employees /
workers covered (D)
% (D / C)
FY 2021-22
Permanent
Other than permanent
Total Employees
4,502
554
5,056
Permanent
Other than permanent
Total Workers
-
14,956
14,956
Employees
1,148
274
1,422
25.50
49.46
30.68
4,617
523
5,140
Workers
-
-
-
-
-
-
-
15,236
15,236
1,303
209
1,512
28.22
39.96
29.84
-
-
-
-
-
-
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Business Responsibility and Sustainability Report
2. Details of minimum wages paid to employees and workers, in the following format:
Category
Total
(A)
Equal to
Minimum Wage
More
than
Minimum Wage
Total
(D)
Equal to
Minimum Wage
More than
Minimum Wage
FY 2022-23
FY 2021-22
No.
(B)
%
(B/A)
No.
(C)
%
(C/A)
No.
(E)
%
(E/D)
No.
(F)
%
(F/D)
Permanent
Male
Female
Other than Permanent
Male
Female
Permanent
Male
Female
Male
Female
4,025
477
519
35
-
-
-
-
Employees
- 4,025
-
-
-
477
519
35
100
100
100
100
Workers
4,133
484
492
31
-
-
-
-
-
-
-
-
4,133
484
100
100
492
31
100
100
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Other than Permanent
14,337
6,070
42.34 8,267
57.66 14,581
6,314
43.30
8,267
56.70
619
149
24.07
470
75.93
655
158
24.12
497
75.88
3. Details of remuneration/salary/wages, in the following format:
Category
Number
Male
Median remuneration/
salary/ wages of
respective category
(per month)
Board of Directors (BoD)
Key Managerial Personnel (KMP)
4
3
Employees other than BoD and KMP
4,019
Workers
14,337
-
6,33,335
1,47,747
20,133
Number
2
-
477
619
Female
Median remuneration/
salary/ wages of
respective category
(per month)
-
-
1,49,600
22,861
Note: Remuneration paid to Executive Director and CEO is shown under KMP Category
4.
Do you have a focal point (Individual/ Committee) responsible for addressing human rights impacts or issues caused or
contributed to by the business? (Yes/No)
Yes.
5.
Describe the internal mechanisms in place to redress grievances related to human rights issues.
The Company as a policy, does not employ children or forced labour in any form. Company has constituted an Internal
Compliance Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act,
2013.All complaints related to sexual harassment are addressed by the internal Committee in strict compliance to the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.The three member Ethics Committee
formulated by the Board under the Whistle Blower Policy / Vigil Mechanism of the Company immediately responds all the
concerns raised by the employees. The employees can also resort to the HRCare Portal to raise their grievances.
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Business Responsibility and Sustainability Report
6.
Number of Complaints on the following made by employees and workers:
FY 2022-23
FY 2021-22
Filed
during
the year
Pending
resolution at
the end of
year
Remarks
Filed
during
the year
Pending
resolution at
the end of
year
Remarks
Sexual
Harassment
Discrimination at
workplace
Child Labour
Forced Labour
/ Involuntary
Labour
Wages
Other human
rights related
issues
2
-
-
-
-
-
1
-
-
-
-
-
is
Inquiry
related to
Pending
complaint pertaining
to year
2018. During FY23, 2 complaints
were received and were resolved
during the year.
-
-
-
-
-
-
-
-
-
-
-
1
-
-
-
-
-
Pending Inquiry
is related to
complaint
pertaining to
year 2018.
-
-
-
-
-
7. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases.
Mechanisms to prevent adverse consequences are covered in various Policies such as Whistleblower Policy, Prevention of Sexual
Harassment Policy etc. No discrimination, harassment, victimization or any other unfair employment practice like retaliation,
threat or intimidation of termination /suspension of service, disciplinary action, transfer, demotion, refusal of promotion, or the
like will be adopted against Whistle Blowers / complainants In case of any violation of this, the complainant can approach the
Chairman of the Audit Committee, who shall investigate into the same and take suitable action which may inter alia include
Reinstatement of the employee to the same position or to an equivalent position Order for compensation for lost wages,
remuneration or any other benefits, etc.
8.
Do human rights requirements form part of your business agreements and contracts? (Yes/No)
Yes
9.
Assessments for the year:
Child labour
Forced/involuntary labour
Sexual harassment
Discrimination at workplace
Wages
Others – please specify
% of your plants and offices that were assessed (by entity or
statutory authorities or third parties)
100
-
-
-
100
-
10.
Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the
assessments at Question 9 above.
Not Applicable
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Business Responsibility and Sustainability Report
PRINCIPLE 6: Businesses should respect and make efforts to protect and restore the environment
1.
Details of total energy consumption (in Joules or multiples) and energy intensity, in the following format:
Parameter
FY 2022-23
FY 2021-22
Total electricity consumption (A) (GJ)
Total fuel consumption (B) (GJ)
Energy consumption through other sources (C) (GJ)
Total energy consumption (A+B+C)
1,35,029
3,356
-
96,510
3,847
-
1,38,384
1,00,357
Energy intensity per rupee of turnover (Total energy consumption/ turnover in rupees)
6.10
5.41
Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency. NO
2.
Does the entity have any sites / facilities identified as designated consumers (DCs) under the Performance, Achieve and
Trade (PAT) Scheme of the Government of India? (Y/N) If yes, disclose whether targets set under the PAT scheme have
been achieved. In case targets have not been achieved, provide the remedial action taken, if any. - No
3.
Provide details of the following disclosures related to water, in the following format:
Parameter
FY 2022-23
FY 2021-22
Water withdrawal by source (in kilolitres)
(i) Surface water
(ii) Groundwater
(iii) Third party water
(iv) Seawater / desalinated water
(v) Others
Total volume of water withdrawal (in kilolitres) (i + ii + iii + iv + v)
Total volume of water consumption (in kilolitres)
Water intensity per rupee of turnover (Water consumed / turnover)
2,85,434
3,35,130
-
65,858
-
30,836
3,82,128
3,73,992
0.0018
-
50,272
-
25,008
4,10,410
2,79,101
0.0015
Note: Water consumed is considered in litres for the purpose of calculating water intensity per rupee of turnover.
Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency. No
4.
Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage and
implementation.
Not Applicable
5.
Please provide details of air emissions (other than GHG emissions) by the entity, in the following format:
Parameter
NOx
SOx
Particulate matter (PM)
Persistent organic pollutants (POP)
Volatile organic compounds (VOC)
Hazardous air pollutants (HAP)
Others – please specify
Ozone depleting substance (SF6) released from switchgears-
Please specify unit
-
-
-
-
-
-
FY 2022-23
-
-
-
-
-
-
FY 2021-22
-
-
-
-
-
-
Tonnes
0.48
0.32
Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency. No
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Business Responsibility and Sustainability Report
6.
Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity, in the following format:
Parameter
Unit
FY 2022-23
FY 2021-22
Total Scope 1 emissions (Break-up of the GHG into
CO2, CH4, N2O, HFCs, PFCs, SF6, NF3, if available)
Total Scope 2 emissions (Break-up of the GHG into
CO2, CH4, N2O, HFCs, PFCs, SF6, NF3, if available)
Total Scope 1 and Scope 2 emissions per rupee of
turnover
Metric tonnes of CO2
equivalent
Metric tonnes of CO2
equivalent
Metric tonnes of
CO2/`Crore
Total Scope 1 and Scope 2 emission intensity (optional)
– the relevant metric may be selected by the entity
-
16,591
22,494
4.31
-
12,654
17,345
3.96
-
Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name
of the external agency. NO
7.
Does the entity have any project related to reducing Green House Gas emission? If Yes, then provide details.
Delhi Power Distribution Companies have been consciously trying to improve the Renewable Energy share in its power portfolio
and has set medium and long term targets in this regard. Additionally, EVs are used in the Company vehicle feet which ensures
reduced emission.
At Mumbai Metro, solar panels with capacity of 2.30 MWp have been installed at all 12 Metro stations and a total of 2,000
rooftop solar panels at the Metro Depot. Annual green and clean energy generation from the rooftop solar plants is around 0.9
million units. Use of clean solar energy has helped reduce carbon emission by around 900 tons per annum.
8.
Provide details related to waste management by the entity, in the following format:
Parameter
FY 2022-23
FY 2021-22
Total Waste generated (in metric tonnes)
Plastic waste (A)
E-waste (B)
Bio-medical waste (C)
Construction and demolition waste (D)
Battery waste (E)
Radioactive waste (F)
Other Hazardous waste. Please specify, if any. (G)
Other Non-hazardous waste generated (H). Please specify, if any. (Break-up by
composition i.e. by materials relevant to the sector)
211.84
7.25
-
-
11.76
-
496.36
3,061.35
198.24
3.64
-
-
2.43
-
339.4
2,997.04
Total (A+B+C+D+E+F+G+H)
For each category of waste generated, total waste recovered through recycling, re-using or other recovery operations (in
metric tonnes)
Category of waste
(i) Recycled
(ii) Re-used
(iii) Other recovery operations
3,788.56
3,540.75
-
-
-
-
-
-
Total
For each category of waste generated, total waste disposed by nature of disposal method (in metric tonnes)
-
Category of waste
(i) Incineration
(ii) Landfilling
(iii) Other disposal operations
Total
-
-
3,788.56
3,788.56
-
-
-
3,540.75
3,540.75
Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency. No
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Business Responsibility and Sustainability Report
9.
Briefly describe the waste management practices adopted in your establishments. Describe the strategy adopted by your
company to reduce usage of hazardous and toxic chemicals in your products and processes and the practices adopted to
manage such wastes.
The details of the Groups follow a system of waste management to dispose its wastes are provided in Principle 2, Question No. 3
10.
If the entity has operations/offices in/around ecologically sensitive areas (such as national parks, wildlife sanctuaries,
biosphere reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones etc.) where environmental approvals
/ clearances are required, please specify details in the following format:
Not Applicable
S.
No.
Location of
operations/ offices
Type of operations
Whether the conditions of environmental approval /
clearance are being complied with? (Y/N)
If no, the reasons thereof and
corrective action taken, if any.
11.
Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the
current Financial Year:
Not Applicable
Name and brief
details of project
EIA
Notification
No.
Date
Whether conducted by
independent external
agency
(Yes / No)
Results
communicated in
public domain
(Yes / No)
Relevant Web
link
12.
Is the entity compliant with the applicable environmental law/ regulations/ guidelines in India; such as the Water
(Prevention and Control of Pollution) Act, Air (Prevention and Control of Pollution) Act, Environment protection act and
rules thereunder (Y/N). Yes
If not, provide details of all such non-compliances, in the following format: Not Applicable
S.
No.
Specify the law
/ regulation
guidelines which was
not complied with
/
Provide
details of
the non-
compliance
Any fines / penalties / action taken
by regulatory agencies such as
pollution control Boards or by courts
Corrective action taken,
if any
PRINCIPLE 7: Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible
and transparent
1.
a. Number of affiliations with trade and industry chambers/associations: 5
b.
List the top 10 trade and industry chambers/ associations (determined based on the total members of such body)
the entity is a member of/ affiliated to.
S.
No.
1
2
3
4
5
Name of the trade and industry chambers/ associations
Reach of trade and industry chambers/
associations (State/ National)
IMC Chamber of Commerce and Industry
National Highways Builders Federation
The Associated Chamber of Commerce and Industry
Federation of Indian Chambers of Commerce and Industry
All India Association of Industries
National
National
National
National
National
2.
Provide details of corrective action taken or underway on any issues related to anti- competitive conduct by the entity,
based on adverse orders from regulatory authorities.
Not Applicable
Name of authority
Brief of the case
Corrective action taken
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PRINCIPLE 8: Businesses should promote inclusive growth and equitable development
1.
Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in the current
Financial Year.
Not Applicable
Name and brief
details of the
project
SIA Notification
No.
Date of
notification
Whether conducted
by independent
external agency
(Yes/No)
Results communicated
in public domain
(Yes/No)
Relevant Web
link
2.
Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by your
entity, in the following format:
Nil
S.
No.
Name of Project for
which R&R is ongoing
State
District
No. of Project
Affected Families
(PAFs)
% of PAFs
covered by
R&R
Amounts paid to
PAFs in the FY
(In INR)
3.
Describe the mechanisms to receive and redress grievances of the community.
There is regular engagement with key community institutions and representatives from key neighborhoods across the license
areas of the Power Distribution Companies.
1.
Design the Grievance Redress Mechanism (GRM): Create a well-defined structure for the grievance redress process.
Ensure that it is accessible, transparent, and easily understandable by all members of the community. Consider the
following elements:
•
•
•
•
•
Grievance Submission: Provide multiple channels for submitting grievances, such as online platforms, dedicated
email addresses, physical complaint boxes, or designated personnel.
Complaint Registration: Establish a system to document and register grievances upon receipt. Each complaint
should be assigned a unique reference number or identifier for tracking purposes.
Evaluation and Categorization: Examine the grievances to assess their nature, seriousness, and relevance. Categorize
them based on the departments, agencies, or individuals responsible for addressing specific types of complaints.
Investigation and Resolution: Allocate resources to investigate and resolve grievances promptly. Determine
appropriate authorities or Committees responsible for investigating and resolving complaints, ensuring impartiality
and fairness throughout the process.
Communication and Feedback: Establish a feedback loop to keep complainants informed about the progress of
their grievances. Regularly communicate updates, expected timelines, and final outcomes.
2.
Publicize the GRM: Raise awareness about the existence and functioning of the grievance redress mechanism. Publicity
efforts may include:
•
•
Information Dissemination: Share comprehensive information about the GRM through various channels such as
websites, social media, newsletters, community meetings, and local newspapers.
Outreach Programs: Organize awareness campaigns, workshops, or training sessions to educate the community
members about their rights, the grievance process, and how to utilize the mechanism effectively.
3.
Ensure Accountability and Transparency:
•
•
•
Standard Operating Procedures (SOPs): Develop clear and well-defined SOPs for handling grievances. This includes
outlining roles and responsibilities, timelines, escalation procedures, and confidentiality measures.
Tracking and Reporting: Maintain a central repository or database to track and monitor the progress of each
grievance. Generate periodic reports highlighting the number and types of complaints received, pending, resolved,
and the average time taken for resolution.
Independent Oversight: Establish an independent body or ombudsman to oversee the grievance redress mechanism,
ensuring compliance, fairness, and impartiality.
57
Reliance Infrastructure Limited
Business Responsibility and Sustainability Report
4.
Continuous Improvement:
•
•
Evaluation and Review: Regularly assess the effectiveness and efficiency of the grievance redress mechanism.
Collect feedback from complainants, analyze trends, identify bottlenecks, and make necessary improvements to
streamline the process.
Capacity Building: Provide training and capacity-building programs to the personnel responsible for handling
grievances. This ensures they have the necessary skills, knowledge, and empathy to address community concerns
effectively.
5.
Collaboration and Engagement:
•
•
Stakeholder Involvement: Engage with community representatives, local leaders, and relevant stakeholders to
ensure their participation in the grievance redress process. Solicit their feedback, suggestions, and ideas to enhance
the mechanism.
Periodic Consultations: Conduct periodic meetings or forums to discuss broader community issues, gather feedback,
and address concerns proactively.
4.
Percentage of input material (inputs to total inputs by value) sourced from suppliers.
Directly sourced from MSMEs/ small producers
Sourced directly from within the district and neighbouring districts
FY 2022-23
FY 2021-22
41.10%
-
9.96%
-
PRINCIPLE 9: Businesses should engage with and provide value to their consumers in a responsible manner Essential Indicators
1.
Describe the mechanisms in place to receive and respond to consumer complaints and feedback.
The Company and its Subsidiaries take various initiatives for ensuring customer satisfaction. The Delhi Discoms conduct
various customer meets like ‘UtkrisheSahabhagi meet’, ‘AapkeDwar Meet’ to ensure one to one contact with the customers to
understand their needs in a better manner. It also provides upgraded call centrefacility, mobile and whatsapp services, Chatbot
on the website of their respective Companies and other social media to ensure customer feedback.
Feedbacks from commuters are obtained at all our Toll Plazas and we strive to improvise our services based on the feedback
received.
As part of the complaint management process and as per regulatory guideline, our consumers can use various modes for any
complaint registration and escalation such as website, BRPL power app, social media, Forums, CHD services, Call Center, Email
& WhatsApp. As part of the 4 Tier complaint escalation mechanism, the customer can meet Customer Care Officers, Business
Manager/Divisional Chief’s. If still dissatisfied, the matter can be escalated to Head (Customer Services).
As part of the complaint management process & as per regulatory guideline, our consumers can use various modes for any
complaint registration and escalation such as website, Mobile App “BYPL Connect”, social media, CHD services, Call Center,
Email, Virtual CHD Services & WhatsApp. As part of the 4 Tier complaint escalation mechanism, the customer can meet
Customer Care Officers , Business Manager & Circle Head. If still dissatisfied, the matter can be escalated to Head (Customer
Services).
A. Complaints are logged through below channels i. Walk-ins - In person at Customer Care Officer (CCO) ii. Phone – Through
Call centre (022-30310900) iii. E-Mail – customercare@reliancemumbaimetro.com iv. Social Media platforms – Twitter,
Facebook, Instagram, Linkedin and Youtube B. The correspondences received from the above channels are entered in “Metro
Care” (CRM). C. On successful entry into CRM, these complaints are routed by the CRM system to respective department
for resolution and closure within prescribed TAT of 72 hours (clock hours). D. The respective department in-charges, after
investigating these complaints provide a logical resolution on the same. E. On receiving resolution from the department in-
charge, the Customer Service Team closes these complaints by sending an email with logical resolution to the customer.
There is a Customer Complaint Register kept at all 15 plazas which has daily record keeping facility and the same is reviewed
by the Toll Manager of the plaza. All complaints are resolved as per Complaints Resolution process.
At Mumbai Metro, to ensure the highest possible level of Customer Satisfaction regarding our service, there are Customer Care
counters at each of the 12 stations manned from the first service in the morning till the last service at night.
The Company’s Registrar and Transfer Agent KFin Technologies Limited renders investor services to the investors with regard to
matters related to the shares and dividend payments. KFintech services investors through its dedicated investor helpline number
1800 309 4001 and WhatsApp No. +91 91000 94099 The feedback received from the shareholders indicates that they are
satisfied with the services being rendered.
58
Reliance Infrastructure Limited
Business Responsibility and Sustainability Report
2.
Turnover of products and/ services as a percentage of turnover from all products/service that carry information about:
Environmental and social parameters relevant to the product
Safe and responsible usage
Recycling and/or safe disposal
3.
Number of consumer complaints in respect of the following:
As a percentage to total turnover
90
90
-
FY 2022-23
Remarks
FY 2021-22
Remarks
Received
during the
year
Pending
resolution at
end of year
Received
during the
year
Pending
resolution at
end of year
Data privacy
Advertising
Cyber-security
-
-
-
Delivery of essential services
14,87,541
Restrictive Trade Practices
Unfair Trade Practices
Other
-
-
44,737
-
-
-
38
-
-
-
-
-
-
12,88,596
-
-
-
The pending
complaints
shows the
status as
on 31st
March. The
same were
resolved
within
stipulated
turn around
time.
-
-
-
-
-
41,465
-
-
-
24
-
-
-
-
-
-
The pending
complaints
shows the
status as on
31st March.
The same
were resolved
within
stipulated
turn around
time.
-
-
4.
Details of instances of product recalls on account of safety issues:
Voluntary recalls
Forced recalls
Number
Reason for recall
Not Applicable
5.
Does the entity have a framework/policy on cyber security and risks related to data privacy? (Yes/No) If available,
provide a web-link of the policy.
The weblinks are
Yes, https://www.bsesdelhi.com/web/brpl/privacy-policy
Yes, https://www.bsesdelhi.com/web/bypl/privacy-policy
Yes, https://www.rinfra.com/web/rinfra/our-policies
6.
Provide details of any corrective actions taken or underway on issues relating to advertising, and delivery of essential
services; cyber security and data privacy of customers; re-occurrence of instances of product recalls; penalty / action
taken by regulatory authorities on safety of products / services.
No such action was warranted.
59
Reliance Infrastructure Limited
Corporate Governance Report
Our Corporate Governance Philosophy
Reliance Infrastructure Limited follows the highest standards of
corporate governance principles and best practices by adopting
the “Reliance Group – Corporate Governance Policies and Code of
Conduct” as 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.
It is affirmed that no person has been denied access to the
chairperson of the Audit Committee.
H.
Environment Policy
The Company is committed to achieve excellence in
environmental performance, preservation and promotion
of a clean environment. These are the fundamental
concerns in all our business activities.
I.
Risk management
Our risk management procedures ensure that the
Management controls various business related risks
through means of a properly defined framework.
J.
Board room practices
a.
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. The Board provides strategic supervision and
oversees
the management performance and
governance of the Company. Further, it ensures the
Company’s adherence to the standards of corporate
governance and transparency.
B.
Code of ethics
b.
Board Committees
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 profit or advantage.
C.
Business policies
Our ‘Business Policies’ cover a comprehensive range of issues
such as fair market practices, inside information, financial
records and accounting integrity, external communication,
work ethics, personal conduct, policy on prevention of
sexual harassment, health, safety, environment and quality.
D.
Separation of the Chairperson’s supervisory role from
the Executive Management
In line with the best global practices, we have adopted the
policy to ensure that the Chairperson of the Board shall be
a Non-Executive Director.
E.
Policy on Prohibition of insider trading
The Company's Insider Trading Policy aims at 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.
60
Pursuant to the provisions of the Companies Act,
2013 (the “Act”) and the Securities Exchange
Board of India (SEBI) (Listing Obligations and
Disclosure Requirements) Regulation, 2015 as
amended (the “Listing Regulations”) and to deal
with various matters, the Board has constituted
Audit Committee, Nomination and Remuneration
Committee, Stakeholders Relationship Committee,
Corporate Social Responsibility and Sustainability
(CSR) Committee, Risk Management Committee.
c.
Selection of Independent Directors
Considering the requirement of skill sets on the
independent
Board, eminent persons having
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 Board.
The Committee, inter alia, considers qualification,
positive attributes, balance of skills, areas of
expertise, knowledge, experience on the Board
including number of Directorships and memberships
held in various Committees of other companies,
and time commitments by such persons. The
Independent Directors are chosen from a wide range
of backgrounds, having due regard to diversity. 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
Reliance Infrastructure Limited
Corporate Governance Report
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
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/
Rinfra_Familiarisation_Programme.pdf.
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.
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 tentative 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.
K.
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.
L.
Independent Statutory Auditors
The Company’s Financial Statements for the year
2022-23 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 91st Annual General Meeting till the conclusion of the
96th Annual General Meeting.
M.
Compliance with the code and rules of London Stock
Exchange
The Global Depositary Receipts (GDRs) issued by the
Company are listed on the London Stock Exchange
(LSE). The Company has reviewed the code of corporate
governance of LSE and the Company’s corporate
governance practices conform to these codes and rules.
N.
Compliance with the Listing Regulations
During the year, the Company is fully compliant with the
mandatory requirements of the Listing Regulations.
61
Reliance Infrastructure Limited
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:
Sr.
No.
1
2
3
4
5
6
Names of Directors
DIN
Category
Shri Sateesh Seth
Shri Punit Garg
Ms. Manjari Kacker
Ms. Chhaya Virani
Shri S S Kohli
Shri K Ravikumar
00004631
00004407
06945359
06953556
00169907
00119753
Non-Executive and Non-Independent Director
Executive Director and Chief Executive Officer
Independent Directors
Notes:
a.
b.
c.
None of the Directors is related to any other Director nor 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 the
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
setting
and business plans;
budgets
performance
monitoring
objectives;
implementation and corporate performance;
and overseeing major capital expenditures,
acquisitions and divestments.
b. Monitoring
c.
d.
e.
the effectiveness of
the
Company’s governance practices and making
changes as needed.
Selecting, compensating, monitoring and
when necessary, replacing key executives
and overseeing succession planning.
Aligning
Board
and
executive
remuneration with the long term interests of
the Company and its shareholders.
Ensuring a transparent Board nomination
process with the diversity of thought,
experience, knowledge, perspective and
gender in the Board.
key
f. Monitoring and managing potential conflicts
62
of interest of management, Members of
the Board of Directors and shareholders,
including misuse of corporate assets and
abuse in related party transactions.
the
Ensuring the integrity of the Company’s
accounting and financial reporting systems,
including
independent audit, and
appropriate systems of control 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.
g.
h.
i.
The details of meetings held and attendance of Committee
members are given in this report.
3.
Legal Compliance Monitoring
The Company has in place a compliance monitoring
mechanism through which any delay in compliance
or non-compliance are escalated and reported for
remedial action. A compliance report pertaining to
the laws applicable to the Company along with an
exception report indicating the steps taken by the
Company to rectify instances of non-compliances
is placed before the Board at its meetings. Pursuant
to the requirements of the Listing Regulations, the
Board periodically reviews the legal compliances
mechanism.
Reliance Infrastructure Limited
Corporate Governance Report
4. Meeting Details
During the Financial Year 2022-23, the below meetings were held:
Board Meetings
Audit Committee
Stakeholders Relationship Committee
Risk Management Committee
April 11, 2022, May 13, 2022, June 03, 2022, August 05, 2022,
August 13, 2022, November 11, 2022 and February 03, 2023.
The maximum time gap between any two meetings was 89 days and the
minimum gap was 7 days
April 11, 2022, May 13, 2022, August 13, 2022, November 11, 2022
and February 3, 2023.
The maximum gap between any two meetings was 91 days and the
minimum gap was 31 days.
May 13, 2022, August 13, 2022, November 11, 2022 and February
3, 2023.
The maximum gap between any two meetings was 91 days and the
minimum gap was 31 days.
May 13, 2022, August 13, 2022, November 11, 2022 and February
03, 2023.
Nomination and Remuneration Committee April 11, 2022.
Corporate Social Responsibility Committee May 13, 2022.
Annual General Meeting for Financial Year
ended March 31, 2022
July 2, 2022
5.
Attendance of Directors at the Meetings held during the year/ tenure:
Board and Committee
meeting of the Company
Attendance at
the last AGM
held on July 2,
2022
Board
Meeting
attended/
held
Audit
Committee
attended/
held
Stakeholders
Relationship
Committee
attended/ held
Nomination
and
Remuneration
Committee
attended/ held
Risk
Management
Committee
attended/
held
Corporate
Social
Responsibility
Committee
attended / held
Total number of meetings held
Shri Sateesh Seth
Shri Punit Garg
Shri S S Kohli
Shri K Ravikumar
Ms. Manjari Kacker
Shri Rahul Sarin
Dr. Thomas Mathew
Ms Chhaya Virani
Yes
Yes
Yes
Yes
Yes
N.A.
Yes
N.A.
7
6 of 7
7 of 7
7 of 7
7 of 7
7 of 7
1of 1
2 of 4
2 of 2
5
N.A.
5 of 5
5 of 5
5 of 5
5 of 5
1of 1
1 of 3
2 of 2
4
N.A.
4 of 4
N.A.
4 of 4
4 of 4
N.A.
0 of 2
2 of 2
1
N.A.
1 of 1
1 of 1
1 of 1
1 of 1
1 of 1
N.A.
N.A.
4
N.A.
4 of 4
4 of 4
4 of 4
4 of 4
N.A
0 of 2
2 of 2
1
N.A.
1 of 1
1 of 1
1 of 1
1 of 1
N.A.
0 of 1
N.A.
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, 2023, were as under:
Names of Directors
Number of Directorships
(including Reliance Infra)
Committee Chairmanship / Membership (including
Reliance Infra)
Membership
Chairmanship
Shri Sateesh Seth
Shri Punit Garg
Shri S S Kohli
Shri K Ravikumar
Ms. Manjari Kacker
Ms. Chhaya Virani
Notes:
8
5
6
2
4
7
None
4
5
4
4
10
None
None
1
None
1
1
a.
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.
63
Reliance Infrastructure Limited
Corporate Governance Report
b.
c.
d.
e.
f.
g.
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 Chairperson
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.
and
Committee memberships
The
Chairmanships above exclude memberships
and Chairmanships in private companies,
foreign companies and
in Section 8
companies.
h. Memberships
of
Committees
include
Chairmanships, if any.
i.
j.
k.
l.
m.
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.
Shri Rahul Sarin ceased to be a Director with
effect from April 22, 2022 owing to health
reasons.
Dr. Thomas Mathew (DIN 05203948) was
appointed with effect from April 22, 2022
and he resigned with effect from September
9, 2022 owing to other preoccupations and
commitment to complete some time bound
assignment.
Both Shri Rahul Sarin and Dr. Mathew have
confirmed that there were no other reasons
for their resignation.
Ms. Chhaya Virani (DIN 06953556) was
appointed as an Independent Director with
effect from September 30, 2022 which was
approved by Members through Postal Ballot
on December 29, 2022
6.
Details of Directors
The abbreviated resumes of all Directors are
furnished hereunder:
64
Shri Sateesh Seth, 67 years, is a Fellow Chartered
Accountant and a law graduate. He has vast
experience in general management. Shri Sateesh
Seth is the Chairman of the Board of Reliance Power
Limited and he is also on the Boards of Reliance
Defence Limited, Reliance Defence and Aerospace
Private Limited, Reliance Defence Systems Private
Limited, Reliance Defence Technologies Private
Limited, BSES Rajdhani Power Limited and BSES
Yamuna Power Limited.
As on March 31, 2023, Shri Seth did not hold any
equity shares of the Company.
leadership,
IIFCL commenced
Shri S S Kohli, 78 years, was the Chairman and
Managing Director of India Infrastructure Finance
Company Limited (IIFCL), a Company wholly owned
by 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.
He is on the Board of BSES Yamuna Power Limited,
SEAMEC Limited, BSES Rajdhani Power Limited,
APL Overseas Private Limited and OIT Infrastructure
Management Limited.
Reliance Infrastructure Limited
Corporate Governance Report
He is a Chairman of CSR Committee and also a
member of the Audit Committee, Nomination
and Remuneration Committee, Risk Management
Committee of Board of the Company.
As on March 31, 2023, Shri S S Kohli did not hold
any equity shares of the Company.
Shri K Ravikumar, 73 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.
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 member of the Audit Committee, Stakeholder
Relationship Committee and CSR Committee of
Board of the Company.
As on March 31, 2023, Shri K Ravikumar did not
hold any equity shares of the Company.
Ms. Manjari Kacker, 71 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, DFL Technologies Private
Limited and Reliance Power 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, 2023, Ms. Manjari Kacker did not
hold any equity shares of the Company.
Ms. Chhaya Virani, 68 years, graduated from
Mumbai University with a bachelors’ degree in Arts.
She also acquired a bachelors’ degree in legislative
laws from the Government Law College in 1976.
She is a partner in M/s. ALMT Legal Advocates and
Solicitors. .
She is a Director on the Board of Reliance Power
Limited, Reliance Home Finance Limited, Rosa
Power Supply Company Limited, Sasan Power
Limited, Reliance Capital Pension Fund Limited and
Reliance General Insurance Company Limited.
She is the Chairperson of Stakeholder Relationship
Committee and member of Audit Committee,
Risk Management Committee, Nomination and
Remuneration Committee and CSR Committee.
As on March 31, 2023, Ms. Chhaya Virani did not
hold any equity shares of the Company.
Shri Punit Garg, 58 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 since April 6, 2019, and is involved in
taking a number of strategic decisions.
65
Reliance Infrastructure Limited
Corporate Governance Report
Shri Garg has previously served as an Executive
Director on the Board of Reliance Communications
Limited. With rich experience of over 37 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 on the Board of BSES Yamuna Power Limited,
BSES Rajdhani Power Limited and Reliance Power
Limited and is the Executive Director and Chief Executive
Officer of Reliance Velocity Limited. He is a member
of the Audit Committee, Stakeholders Relationship
Committee, Risk Management Committee and Corporate
Social Responsibility and Sustainability Committee of
the Company and also a member of Nomination and
Remuneration Committee of BSES Yamuna Power
Limited and BSES Rajdhani Power Limited.
Shri Punit Garg is a member of the suspended Board
of Reliance Communications Limited, which is under
Corporate Insolvency Resolution Process.
As on March 31, 2023, Shri Punit Garg held 1,500
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
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:
Name of the Directors
Shri K
Ravikumar
Shri S S
Kohli
Core skills/
competencies/
expertise
Business Strategy
Business Policy
Business Development
Risk Management
Legal
Commercial
Project Management
Procurement
Engineering
Finance
Human Resource
Shri
Sateesh
Seth
-
Shri Punit
Garg
-
-
Ms.
Manjari
Kacker
-
-
Shri Rahul
Sarin
-
-
Dr.
Thomas
Mathew
Ms.
Chhaya
Virani
-
-
-
-
Directorships in other Listed Entities
The details of the Directorships held by the Directors in other listed entities are as follows:
Name of Directors
Name of the Listed Entities
Category
Shri Sateesh Seth
Reliance Power Limited
Non Executive - Non Independent Director
Shri Punit Garg
Reliance Communications Limited
Reliance Power Limited
Non Executive - Non Independent Director
Shri S S Kohli
Seamec Limited
Non-Executive - Independent Director
Shri K Ravikumar
SPEL Semiconductor Limited
Non-Executive - Independent Director
Ms. Manjari Kacker
Reliance Power Limited
Non-Executive - Independent Director
Ms. Chhaya Virani
Reliance Power Limited
Reliance Home Finance Limited
Non-Executive - Independent Director
66
Reliance Infrastructure Limited
Corporate Governance Report
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 subsidiaries.
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, Ms. Chhaya Virani, Independent Directors and
Shri Punit Garg, Executive Director and Chief Executive
Officer as the Members. All Members of the Committee
are financially literate.
During the year, 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.
3.
2.
for
the
The terms of reference, inter alia, comprises the following:
Oversight of the Company’s financial reporting
1.
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;
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 Board’s Reports in terms of Section
134(3)(c) of the Act;
Changes, if any, in accounting policies and
practices and reasons for the same;
4.
b.
d.
c. Major accounting entries involving estimates
based on the exercise of judgement by
management;
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
e.
f.
5.
6.
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/
7.
8.
notice and the report submitted by the monitoring
agency monitoring the utilisation of proceeds of
a public issue or rights issue or preferential issue
or qualified institutional Placement, 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;
Scrutiny of inter-corporate loans and investments;
9.
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
67
Reliance Infrastructure Limited
Corporate Governance Report
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.
c.
d.
e.
f.
g.
h.
Investigate any activity within its terms of reference;
Seek any information from any employee;
To have full access to information contained in the
records of the Company;
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,
the
remuneration of the chief internal audito..
removal
and
terms of
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.
The details of meetings held and attendance of Committee
members are given in this report.
The Chairperson of the Audit Committee was present at
the previous Annual General Meeting of the Company.
The Committee considered all the matters as per its terms
of reference at its meetings held at periodic intervals.
The Company Secretary acts as the Secretary to the Audit
Committee.
During the year, the Committee discussed with the
68
statutory auditors of the Company, the overall scope
and plans for carrying out the independent audit. The
management
that
the Company’s financial statements were prepared in
accordance with the prevailing laws and regulations.
the Committee
represented
to
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.
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 Ms.
Chhaya Virani, Independent Directors as Members.
During the year, the Nomination and Remuneration
Committee was duly reconstituted to give effect to the
change in composition of the Board of the Company.
The Company Secretary acts as the Secretary to the
Nomination and Remuneration Committee.
The terms of reference of the Committee, inter alia,
includes the following:
a)
b)
c)
d)
e)
f)
g)
h)
the
criteria
formulate
to
for determining
qualifications, positive attributes and independence
of Directors and recommend to the Board a policy,
relating to the remuneration of the Directors, Key
Managerial Personnel and Senior Management;
to evaluate a balance of skills, knowledge and
experience on the Board of the proposed candidate
for appointment of an Independent Director and
to prepare a description of the role and capabilities
required of an Independent Director
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 as 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
Reliance Infrastructure Limited
Corporate Governance Report
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.
to recommend to the Board all the remunerations
in whatever form payable to senior management of
the Company.
i)
j)
The Board has carried out the evaluation of the Board
of Directors during the year under review 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 July 02, 2022.
The Nomination and Remuneration Committee held
one meeting during the year on April 11, 2022. All the
Members were present at the Meeting.
Non-Executive Directors’ compensation
During the year, the Company has not paid any
remuneration to the non executive Directors 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 applicable taxes) for attending
each meeting of the Board and its Committees(s). No
remuneration was paid by way of commission 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
Executive Director's compensation
Pursuant to the disclosure required under Schedule V of
the Act with respect to the remuneration paid to Shri
Punit Garg, Executive Director are as under:
a)
b)
All elements of remuneration package such as
salary, benefits, bonuses, stock options, pensions
etc: ` 24.70 lakhs.
Details of fixed component and performance linked
incentives along with the performance criteria:
Fixed component – ` 5.19 lakh*
Perquisites – ` 2.89 lakh*
Performance Linked Incentive – ` 16.62 lakh**
Note:
*Remuneration was for the period from April 1,
2022 to April 5, 2022.
**The Performance Linked Incentive pertains to the
FY 2020-21
IV.
Stakeholders Relationship Committee
The Stakeholders Relationship Committee comprises of
Ms. Chhaya Virani as Chairperson and Shri K Ravikumar,
Ms. Manjari Kacker and Shri Punit Garg, as Members.
During the year, the Stakeholders Relationship Committee
was duly reconstituted to give effect to the change 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.
The terms of reference of the Committee, inter alia,
includes the following:
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
i.
To carry out such other functions as may be
delegated by the Board.
69
Reliance Infrastructure Limited
Corporate Governance Report
The details of meetings held and attendance of Committee members are given in this report.
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
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
9
14
0
1277
1300
13
2
0
681
696
9
14
0
1277
1299
13
2
0
681
696
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Number
Percentage
2022-23
2021-22
2022-23
2021-22
936
272
92
1300
487
180
29
696
72.05
20.94
7.01
69.97
25.86
4.17
100.00
100.00
1
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.
2
The queries and grievances received during 2022-23 correspond to 0.176% (Previous Year 0.087%) of the number
of Members.
V.
Corporate Social Responsibility and Sustainability
Committee (CSR)
The CSR Committee consists of Shri S S Kohli as Chairperson
and. Ms. Manjari Kacker, Shri K Ravikumar, Ms Chhaya
Virani and Shri Punit Garg 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 Committee
reviews any statutory requirements for sustainability
reporting, e.g. Business Responsibility and Sustainability
Report (BRSR) and periodically reviews BRSR and CSR
Policies. The Committees’ constitution and the terms of
reference meet with the statutory requirements.
The terms of reference of the Committee, inter alia,
includes the following:
a.
formulate and recommend to the Board, a Corporate
Social Responsibility Policy which shall indicate
the activities to be undertaken by the company
as specified in Schedule VII of the Companies Act
2013;
b.
recommend the amount of expenditure to be
incurred on the activities referred to in clause (a);
and
c. monitor the Corporate Social Responsibility Policy
of the company from time to time.
d.
e.
To ensure that the following activities are included
in the their Corporate Social Responsibility Policies.
To review governing policies and principles related
to Business Responsibility and Sustainability
reporting and recommend the Annual BRSR Report
to the Board for approval.
The Committee was duly reconstituted to give effect to
the change in the Board of Directors of the Company.
The details of meetings held and attendance of Committee
members are given in this report.
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 Ms. Chhaya Virani as
Members. The Committee has also Shri Vijesh Babu Thota,
Chief Financial Officer as member and Shri Kaushik Patra,
as Member Secretary.
During the year, the Risk Management Committee was
duly reconstituted to give effect to the change in the
70
Reliance Infrastructure Limited
Corporate Governance Report
Board of Directors of the Company.
The details of meetings held and attendance of Committee
members are given in this report.
The terms of reference of the Committee, inter alia, are as
under:
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
including
systems and processes for internal control of
identified risks.
risk mitigation
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;
To review the appointment, removal and terms of
remuneration of the Chief Risk Officer (if any).
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.
VIII. General Body Meetings
1. Annual General Meeting
The last three Annual General Meetings of the
Company were held through Video Conference (VC)
Other Audio Visual Means (OAVM) as under:
Date and Time
Financial
Year
2021-22 July 2, 2022
at 12 Noon
2020-21 September 14 2021
at 2.00 p.m.
Whether Special
Resolution passed
Yes, 3 Special Resolutions
were passed.
Nil
2019-20 June 23, 2020
Nil
at 02.30 p.m.
During the year, the Company did not hold any
Extraordinary General Meeting.
2.
Postal Ballot
The Company has issued a Postal Ballot Notice
along with Postal Ballot Form on November 29,
2022 in terms of section 110 of the Act and
results thereof were announced on December 29,
2022. One special resolution for appointment of
Ms. Chhaya Virani as an Independent Director was
passed with 98.89% votes cast in favour of the
resolution.
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 Company had complied with the procedure for
Postal Ballot in terms of Section 110 of the Act read
with Companies (Management and Administration)
Rules, 2014, as amended from time to time.
There is no immediate proposal for passing any
resolution through Postal Ballot. None of the
business 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 under review, the Company raised
` 412.92 crores (being balance 75% of the issue price)
upon allotment of equity shares in terms of the preferential
issue to the promoter group entity and another investor.
The said funds were pending utilisation as at the end of
Financial Year under review.
X. Means of Communication
a.
Financial Results
Financial Results for the quarter, half year, and
Financial Year are published in the Financial Express
(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, etc. if any, are
posted on the Company’s website.
c.
Company Website
section on
separate dedicated
The Company’s website www.rinfra.com contains
a
‘Investor
Relations’. It contains comprehensive database of
information of interest to our investors including the
financial results, Annual Reports of the Company,
information disclosed to the concerned regulatory
authorities from time to time business activities and
the services rendered/facilities extended by the
71
Reliance Infrastructure Limited
Corporate Governance Report
Company to the investors, in a user friendly manner.
The 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.
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 and Sustainability 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, 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. The
other Members are urged to register their e-mail Ids
to receive the communication electronically.
e.
NSE Electronic Application Processing System
(NEAPS)
The NEAPS is a web based system designed by NSE
for corporates. The Shareholding Pattern, Corporate
Governance Report, Corporate announcements,
media releases, financial results, Annual Report, etc.
are filed electronically on NEAPS.
f.
BSE Corporate Compliance and Listing Centre
(the Listing Centre)
The Listing Centre is a web based application
designed by BSE for corporates. The Shareholding
Pattern, Corporate Governance Report, Corporate
announcements, Media Releases, Financial Results,
Annual Report, etc. are filed electronically on the
Listing Centre.
g.
Unique Investor helpdesk
Exclusively for investor servicing, the Company has
set up unique investor Help Desk with multiple
access modes as under:
Toll free no. (India)
Telephone no.
Facsimile no.
Email
: 1800 309 4001
: +91 40 6716 1500
: +91 40 6716 1791
: rinfra@kfintech.com
h.
Designated email-id
The Company has also designated email-Id:
rinfra.investor@relianceada.com, exclusively
for
investor servicing.
72
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.
e.
The minutes of the meetings of the Boards of
the subsidiary companies are placed before the
Company’s Board of Directors on quarterly basis.
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.
Related party transaction to which the subsidiary is
a party but the Company is not, are place before
the audit Committee of the Company for prior
approval, if the value of such transaction exceeds
the limits specified under Listing Regulation.
The Company has formulated policy for determining
material subsidiaries which is uploaded on Company’s
website with web
link: https://www.rinfra.com/
d o c u m e n t s / 1 1 4 2 8 2 2 / 1 1 8 9 6 9 8 / P o l i c y _ f o r _
Determination_of_Material_Subsidiary_updated.pdf.
The Company has two material subsidiaries - BSES
Yamuna Power Limited and BSES Rajdhani Power Limited.
Both of these Companies were in corporated in Delhi on
July 4, 2021. M/s Ravi Rajan & Co. LLP were appointed
Reliance Infrastructure Limited
Corporate Governance Report
as Statutory Auditors of both these Companies at the
respective AGMs held on 24.10.2020. Shri S S Kohli, the
Independent Director of the Company is on the Boards of
both these Companies.
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.
There has been no non-compliance by the Company
on any matter related to capital markets during the
last three Financial Years. No penalties or strictures
have been imposed on the Company by the Stock
Exchanges or SEBI or any other statutory authority.
b.
Related Party Transactions:
During the Financial Year 2022-23, 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/RelatedParty__
Transactions__Policy_updated.pdf
c.
Accounting Treatment
In preparation of the financial statements, the
Company has followed the Accounting Standards
as prescribed under Companies (Indian Accounting
Standards) Rules, 2015 (Ind AS) and under Section
133 of the Act as applicable. The Accounting
Policies followed by the Company to the extent
relevant are set out elsewhere in the Annual Report.
d.
Code of Conduct
The Company has adopted the Code of Conduct
(Code) 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 an affirmation that
they have complied with the Code of Conduct for
Directors and Senior Management of the Company
for the year 2022-23.
Executive Director and Chief Executive Officer
Punit Garg
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,
2023 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 and is 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 and for
other matters as prescribed in the Code.
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
73
Reliance Infrastructure Limited
Corporate Governance Report
lying in the “Reliance Infrastructure Limited - Unclaimed
Suspense Account” as on March 31, 2023 were as under:
Particulars
Sr.
No.
(a) Aggregate number of
shareholders and the
outstanding shares lying in
suspense account as on
April 1, 2022
No of
shareholders
No of
shares
150 2191
(b) Number of shareholders
-
-
who approached listed
entity for transfer of shares
from suspense account
during April 1, 2022 to
March 31, 2023
(c) Number of shareholders
-
-
to whom shares were
transferred from suspense
account during April 1,
2022 to March 31, 2023
(d) Number of Shares
transferred to IEPF
(e) Aggregate number of
shareholders and the
outstanding shares lying
in suspense account as on
March 31, 2023
44
321
106 1870
The voting rights on the shares outstanding in the ‘Reliance
Infrastructure Limited- Unclaimed Suspense Account’ as
on March 31, 2023 shall remain frozen till the rightful
owner of such shares claims the shares.
XVI. Fees to Statutory Auditors
The details of fees paid to M/s. Chaturvedi & Shah
LLP, Chartered Accountants, Statutory Auditors by the
Company during the year ended March 31, 2023 are as
follows:
Sr. No. Particulars
Amount (` In Lakhs)
1
2
3
Audit Fees
82.13
Certification Charges
Other Matters
Total
-
-
82.13
XVII. Disclosures in relation to the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013
As reported by Internal Complaint Committee, the details
of complaints are as under:
Sr.
No.
1
2
3
Particulars
Details
No. of complaints filed during the
Financial Year
No. of complaints disposed off during
the Financial Year
No. of complaints pending as on end of
the Financial Year
Nil
Nil
Nil
XVIII Compliance with non mandatory requirements
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.
74
Reliance Infrastructure Limited
Corporate Governance Report
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
2. Maximum Number of
Directorships
Audit Committee
3.
17A
18
Yes
Yes
4. Nomination and Remuneration
19
Yes
Committee
5.
Stakeholders Relationship
Committee
6.
Risk Management Committee
7.
Vigil Mechanism
8.
Related Party Transactions
20
21
22
23
Yes
Yes
Yes
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
• Role of the Committee and review of information by the
Committee
• Composition & Meetings
• 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
• 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
• Approval for Subsequent Material Modification by Audit
Committee and shareholders.
9.
Subsidiaries of the Company
24
Yes
• Appointment of Company’s Independent Director on the
10. Secretarial Audit and Secretarial
24A
Compliance Report
11. Obligations with respect to
Independent Directors
25
Yes
Yes
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
• Meetings of Independent Directors
• Cessation and appointment of Independent Directors
• Familiarisation of Independent Directors
• Declaration by Independent Directors
• Directors & Officers Insurance
75
Reliance Infrastructure Limited Corporate Governance Report
Particulars
Sr.
No.
12. Obligations with respect to
employees including Senior
Management, Key Managerial
Personnel, Directors and
Promoters
Regulation Compliance
Compliance Observed
26
Status
Yes
• Memberships / Chairmanships in Committees
• Affirmation on compliance of Code of Conduct by Directors
and Senior Management
• Disclosures by Senior Management about potential conflicts
of interest
13. Other Corporate Governance
27
requirements
14. Website
46(2)(b)
to (i)
• 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
• Compliance with discretionary requirements
• Filing of quarterly compliance report on Corporate Governance
• Terms and conditions for appointment of Independent
Yes
Yes
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
Practicing 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, 2023, 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, 2023.
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: 30.05.2023
UDIN:F006988E000425001
76
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)
Certificate of Non-Disqualification of Directors
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,
2023, 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:
Name of Director
S r .
No.
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
Dr. Thomas Mathew
Ms. Chhaya Virani
DIN
00004631
00169907
00119753
00004407
06945359
02275722
05203948
06953556
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
22/04/2022
30/09/2022
-
-
-
-
-
22/04/2022
09/09/2022
-
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 : 30.05.2023
UDIN : F006988E000425087
77
Reliance Infrastructure Limited Investor Information
Important Points
Share Transfer System
As mandated by the Securities and Exchange Board of India
(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.
All transfer, transmission or transposition of securities, are conducted
in accordance with the provisions of Regulation 40 and Schedule
VII of the SEBI (Listing obligations and Disclosure Requirements)
Regulations, 2015, as amended, (Listing Regulations) read with
SEBI Circular no. SEBI/HO/MIRSD/RTAMB/CIR/P/2020/236
dated December 2, 2020.
Holding securities in dematerialised form is beneficial to the
investors in the following manner:
•
•
•
•
•
•
•
•
•
•
•
•
•
•
A safe and convenient way to hold securities;
Elimination of risk(s) associated with physical certificates
such as bad delivery, fake securities, delays, thefts, etc;
Immediate transfer of securities;
Reduction in transaction cost;
Reduction in paperwork involved in transfer of securities;
No odd lot problem, even one share can be traded;
Availability of nomination facility;
Ease in effecting change of address/bank account details
as change with Depository Participants (DPs) gets
registered with all companies in which investor holds
securities electronically 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.
SEBI, vide circular no. SEBI/HO/MIRSD/MIRSD_RTAMB/P/
CIR/2022/65 dated May 18, 2022, on reviewing the process
being followed by the Registrar and Transfer Agent (RTA) and
the Depositories/ Issuer companies for effecting transmission of
securities and to make transmission process more efficient and
investor friendly, further simplified the procedure for transmission
of securities and issued specific standardized formats of various
documents.
Issue of Duplicate Securities Certificates
SEBI, vide circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/
CIR/2022/8 dated January 25, 2022 read with Amendment of
2022 to the Listing Regulations and Notification no. SEBI/LAD-
NRO/GN/2022/66 dated January 24, 2022, has stipulated
that listed companies shall henceforth issue the securities in
dematerialized form only while processing the service requests
78
for Issue of duplicate securities certificate, Claim from Unclaimed
Suspense Account, Renewal or Exchange of securities certificate,
Endorsement,
Sub-division,
Transposition,
Transmission,
Consolidation or Splitting of certificates or folios .
Accordingly, the Members raising the above service requests
are required to submit duly filled up Form ISR-4 (hosted on the
website of the the Company / the Company’s RTA, M/s KFin
Technologies Limited (“KFintech / RTA”). Upon receipt of duly
filled in Form ISR – 4, the RTA shall, after due verification, issue a
‘Letter of confirmation’ in lieu of physical securities certificate(s).
Such Letter shall be valid for a period of 120 days from the date
of issue, within which the Members shall make a request to the
DPs for dematerializing the said securities. In case of failure by
the member to do so within the aforesaid period, such securities
shall be credited to the Suspense Escrow Demat Account of the
Company. The Members may reclaim the same by submitting
request to the RTA in the same ISR-4 form by choosing “Claim
from unclaimed suspense account” option along with relevant
documents.
Members holding shares in physical mode
SEBI through circulars dated November 3, 2021 and December
14, 2021, had mandated all shareholders to furnish the details
of Permanent Account Number (PAN), email address, mobile
number, bank accounts, KYC information and nomination by
holders of physical securities and had mandated the RTA to
freeze the folios of such shareholders who fail to provide such
details by April 1, 2023. SEBI vide circular SEBI/HO/MIRSD/
MIRSD-PoD-1/P/CIR/2023/37 dated March 16, 2023, while
specifying common and simplified norms for processing investor’s
service requests by RTAs, extended the due date for submission
of above documents from April 1, 2023 to October 1, 2023.
The RTA shall revert the frozen folios to normal status upon
receipt of all the documents/details.
The investors shall be eligible to lodge grievance or avail any
service request from the RTA only after furnishing the required
complete documents/details. Any payment including dividend,
interest or redemption payment in respect of such frozen folios
shall be made only through electronic mode with effect from
April 01, 2024. Further, such frozen folios shall be referred by the
Company/RTA to the administering authority under the Benami
Transactions (Prohibitions) Act, 1988 and/or Prevention of
Money Laundering Act, 2002, if they continue to remain frozen
as on December 31, 2025.
In view of the above, Members holding securities in physical
mode are urged to submit their PAN, bank account details, KYC
details to the Company/RTA at einward.ris@kfintech.com, if not
already done as mandated by SEBI.
Such Members are also 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
original cancelled cheque and banker’s attestation of the
signature as per form ISR -2. Members are also required to
register the nomination details in respect of their shareholding
in the Company in Nomination Form SH-13 and intimate 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
Reliance Infrastructure Limited Investor Information
relevant forms are available on the Company’s website at the
link https://www.rinfra.com/documents/1142822/1189698/
Nomination_Form_SH_13_20200524.pdf
•
•
Exposure to delays / loss in postal service avoided.
As there can be no loss in transit of warrants, issue of
duplicate warrants is avoided.
Members holding shares in dematerialised mode are
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
Though it is mandatory to furnish PAN by transferee(s) as well
as by transferor(s) to the listed entity for registration of transfer
of securities. Non-residents were facing difficulties in transferring
shares held by them since many of them do not possess
PAN card. SEBI vide its circular no. SEBI/HO/MIRSD/DOS3/
CIR/P/2019/30 dated February 11, 2019, with a view to
address their difficulties in transfer of shares, has decided to grant
them relaxations from the requirement to furnish PAN and permit
them to transfer equity shares held by them in listed entities to
their immediate relatives subject to the following conditions:
a.
b.
c.
The relaxation shall only be available for transfers
executed after January 1, 2016.
The relaxation shall only be available 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 therefore requested
to inform KFintech, the Company’s RTA immediately on
the change in the residential status on return to India for
permanent settlement.
Link for updating PAN / Bank Details is provided on the
website of the Company.
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.
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.
Printing of bank account numbers, names and addresses of
bank branches on dividend warrants provide protection against
fraudulent encashment of dividend warrants. Members are
requested to provide the same to the Company’s RTA (KFintech)
for incorporation on their dividend warrants.
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.
Register for SMS alert facility
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.
Intimation of 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 Nomination Form may be downloaded from the Company’s
website, www.rinfra.com under the section “Investor Relations”.
However, if shares are held in dematerialised form, nomination
has to be registered with the concerned DPs directly, as per the
form prescribed by 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.
79
Reliance Infrastructure Limited
Investor Information
Register e-mail address
Investors should register their email address with the Company/
DPs/RTA. 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.
Facility for a Basic Services Demat Account (BSDA)
SEBI has stated that all the DPs shall make available a BSDA
for the shareholders unless otherwise opted for regular demat
account with (a) No Annual Maintenance charges if the value
of holding is up to ` 50,000/- and (b) Annual Maintenance
charges not exceeding ` 100/- for value of holding from
` 50,001 to ` 2,00,000/-.
Annual General Meeting
The 94th Annual General Meeting (AGM) is convened to be held
on Friday, July 28, 2023 at 10.00 A.M. (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 Monday, July 24, 2023 to 5.00 P.M.
(IST) on Thursday, July 27, 2023. 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 Members
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, 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, any
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.
Dividend announcements
The Board of Directors of the Company has not recommended
any dividend for the Financial Year 2022-23.
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 2014-15 remaining unclaimed for seven years from the
date of declaration to IEPF.
During the year under review, the Company has transferred
` 2,19,49,616/- from the unclaimed dividend account to the
IEPF pertaining to the year 2014-15 pursuant to the provisions
of the Act.
During the year, the Company has also transferred to the IEPF
Authority, 1,54,740 equity shares of ` 10 each, pertaining to the
year 2014-15 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, 2022.
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
2015-16
2016-17
2017-18
8.50
9.00
9.50
September 27, 2016
September 26, 2017
September 18, 2018
November 4, 2023
November 2, 2024
October 25, 2025
Outstanding unclaimed
dividend as on March 31,
2023 (`)
2,59,47,967.00
2,91,72,627.00
2,22,95,350.50
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
2015-2016; and (b) the shares on which dividend has not been claimed or encashed for last seven consecutive years or more.
The Company has individually communicated to the concerned shareholders whose shares are liable to be transferred
to the IEPF, to enable them to take appropriate action for claiming the unclaimed dividends and shares, if any, by due
date, failing which the Company would transfer the aforesaid shares to the IEPF as per the procedure set out in the Rules.
80
Reliance Infrastructure Limited Investor Information
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 July 2,
2022 (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
Sl.
No.
Category
As on 31.03.2023
As on 31.03.2022
Number of Shares
%
Number of Shares
%
(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)
6,53,63,424
18.58
1,30,13,424
-
-
-
6,53,63,424
18.58
1,30,13,424
1,01,95,823
4,30,72,919
18,686
7,49,283
60,201
23,01,50,342
28,42,47,254
17,29,322
17,29,322
4,50,000
4,50,000
2.90
12.24
0.01
0.21
0.02
65.42
80.80
0.49
0.49
0.13
0.13
1,22,45,823
37,28,546
18,686
7,49,977
60,201
2,30,99,4021
24,77,97,254
17,29,322
17,29,322
4,50,000
4,50,000
4.95
-
4.95
4.66
1.42
0.01
0.29
0.02
87.83
94.22
0.66
0.66
0.17
0.17
GRAND TOTAL (A) + (B) + (C) + (D)
35,17,90,000
100.00
26,29,90,000
100.00
*Shares held by ESOS Trust have been shown as Non-Promoter Non-Public as per Listing Regulations with effect from December 1, 2015.
Distribution of shareholding
Number of shares
Number of
Shareholders as on
31.03.2023
Total shares
as on 31.03.2023
Number of
Shareholders as on
31.03.2022
Total shares
as on 31.03.2022
Number
%
Number
%
Number
%
Number
%
1 – 500
501 - 5,000
5,001 - 1,00,000
6,89,504
96.48
2,34,42,831
6.66 7,40,913
96.36
2,58,60,957
21,254
3,634
2.97
0.51
3,16,32,799
8.99
23,772
6,53,51,090
18.58
3,895
3.09
0.51
35,840,384
7,08,68,874
1,00,001and above
293
0.04
23,13,63,280
65.77
290
0.04 13,04,19,785
9.83
13.63
26.95
49.59
Total
7,14,685 100.00
35,17,90,000 100.00 7,68,870 100.00 26,29,90,000
100.00
Dematerialization of shares and liquidity
The Company was among the first few companies to admit its shares to the depository system of NSDL and CDSL for dematerialization
of shares. The International Securities Identification Number (ISIN) allotted to the Company is INE036A01016. The equity shares of
the Company are compulsorily traded in dematerialized form as mandated by SEBI.
81
Reliance Infrastructure Limited
Investor Information
Status of dematerialization of Shares
As on March 31, 2023, 99.34% 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
Sr.
No.
Dates
Particulars
01.04.2008
Outstanding equity shares
01.04.2008
Extinguishment of shares consequent to Buy-back
1 and 2
Price per
equity Share
(`)
Number of
Shares
Cumulative
Total
N.A
- 1,12,60,000
22,52,70,262
23,65,30,262
31.03.2010
Allotment of shares on conversion of warrants 3
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
16.11.2022
Conversion of Warrants into Equity Shares 5
7.12.2022
Conversion of Warrants into Equity Shares6
13.01.2023
Conversion of Warrants into Equity Shares6
31.03.2023
Total Number of outstanding equity shares7
62
62
62
+ 1,21,00,000
27,50,90,000
+ 1,21,00,000
28,71,90,000
+ 6,46,00,000
35,17,90,000
35,17,90,000
1.
2.
3.
4.
5.
6.
7.
8.
9.
Notes:
1.
2.
Pursuant to the approval of the Board of Directors on March 5, 2008, 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, 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). 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 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.
4.
Pursuant to the approval of the Board of Directors on February 14, 2011, Company bought-back 44,30,262 equity shares
from April 11, 2011 to February 13, 2012.
5. Warrants converted into Equity shares at a price of ` 62/- per share. Company on July 19, 2021, allotted on a preferential
basis, 6,46,00,000 warrants of ` 62/- (including a premium of ` 52/-) each to M/s Risee Infinity Private Limited (a
Company belonging to promoter group) and 2,42,00,000 warrants of ` 62/- (including a premium of ` 52/-) each to, M/s
VFSI Holdings Pte Limited which were 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. Pursuant to the approval of the Board of Directors
on November 16, 2022, Company had issued and allotted 1,21,00,000 equity shares of ` 10 each to M/s VFSI Holdings
Pte. Ltd, upon exercise of its right to convert the equivalent number of warrants held by it.
Pursuant to the approval of the Board of Directors on December 7, 2022, Company had issued and allotted 1,21,00,000
equity shares of ` 10 each to M/s VFSI Holdings Pte. Ltd, upon exercise of its right to convert equivalent number of warrants
held by it.
Pursuant to the approval of the Board of Directors on January 13, 2023, Company had issued and allotted 6,46,00,000
equity shares of ` 10 each to Risee Infinity Private Limited, upon exercise of its right to convert equivalent number of warrants
held by it. As on March 31, 2023, there were no warrants remaining outstanding.
6.
7.
82
Reliance Infrastructure Limited Investor Information
Market Information –
Stock Price and Volume
Month
April 2022
May 2022
June 2022
July 2022
August 2022
September 2022
October 2022
November 2022
December 2022
January 2023
February 2023
March 2023
High
`
139.10
126.50
111.80
121.70
168.55
201.35
158.90
160.00
164.70
145.00
136.55
155.35
BSE Limited
National Stock Exchange of India Limited (NSE)
Low
`
112.05
Volume
Nos.
1,28,03,513
94.65
72,00,657
81.10
88.25
114.50
134.20
134.10
138.50
122.30
117.75
114.60
131.35
78,59,107
64,45,461
1,63,10,500
1,59,22,421
17,92,777
14,51,700
42,06,588
26,02,622
43,85,545
81,32,799
High
`
139.10
127
111.30
121.80
168.60
201.35
159.15
160.90
164.35
145.00
136.50
155.40
Low
`
112.30
Volume
Nos.
6,15,97,293
94.40
4,02,82,949
80.80
88.25
114.40
134.00
135.00
138.10
122.30
117.55
114.60
131.30
3,93,04,597
4,64,23,236
13,92,74,857
13,86,02,716
1,33,32,804
1,60,30,818
3,52,96,929
1,83,12,212
2,89,00,633
5,75,10,301
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$ = ` 82.17 as on March 31, 2023.
Stock Exchange listings
The Company’s equity shares are actively traded on BSE Limited
and the National Stock Exchange of India Limited. The Company
has also issued GDRs which are listed on London Stock Exchange.
Listings of Equity Shares on Indian Stock Exchanges
BSE Limited (BSE)
Phiroze Jeejeebhoy Towers
Dalal Street, Fort
Mumbai 400001
Website : www.bseindia.com
Stock codes
Stock codes for equity shares
BSE Limited : 500390
National Stock Exchange of
India Limited (NSE)
Exchange Plaza, 5th Floor
Plot No C /1, G Block
Bandra-Kurla Complex
Bandra (East), Mumbai 400 051
Website : www.nseindia.com
1.
2.
Depository bank for GDR holders
The Bank of New York Mellon,
240 Greenwich Street,
New York, NY 10286, United States
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
Common Code
75945E109
US75945E1091
6099853
Y09789119
USY097891193
6099853
National Stock Exchange of India Limited : RELINFRA
Outstanding GDRs of the Company and likely impact on equity
ISIN
ISIN for equity shares: INE036A01016
Listing of Global Depository Receipts (GDRs) on London Stock
Exchange
London Stock Exchange,
10, Paternoster Square London
EC4M 7 LS, United Kingdom,
Outstanding GDRs as on March 31, 2023 represent 17,29,322
equity shares constituting 0.49 per cent 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.
Website: www.londonstockexchange.com
Debenture Trustees
Note:
The GDRs of the Company are traded on the electronic screen
based quotation system, the SEAQ (Securities Exchange
Automated Quotation) International, on the portal system of the
NASDAQ of the U.S.A. and also over the counter at London, New
York and Hong Kong.
Axis Trustee Services Limited
Axis House C-2,
Wadia International Centre
Pandurang Budhkar Marg,
Worli, Mumbai 400 025
Website: www.axistrustee.in
IDBI Trusteeship Services Limited
Asian Building, Ground Floor 17
R Kamani Marg
Ballard Estate,
Mumbai 400 001
Website: www.idbitrustee.com
83
Reliance Infrastructure Limited
Investor Information
Payment of Listing Fees and Depository Fees
Annual Listing fees to the Stock exchanges and annual custody/issuer fees to the depositories for the year 2023-24 has been paid
by the Company.
Credit Rating & Details of Revision, If any
Rating Agency
Type of Instrument
Rating as on April 1, 2022
Rating as on March 31, 2023
CARE Ratings Limited1
Non-Convertible Debentures issued
on Private Placement basis
CARE D – Issuer not
Co-operating
Long Term Bank Facilities
Short Term Bank Facilities
CARE D – Issuer not
Co-operating
CARE D – Issuer not
Co-operating
India Ratings and
Research Private
Limited2
Non-Convertible Debentures issued
on Private Placement basis
Bank Facilities (Long Term / Short
Term)
Brickwork Ratings India
Private Limited
Long Terms Loans
IND D
IND D
BWR D
CARE D – Issuer not
Co-operating
CARE D – Issuer not
Co-operating
CARE D – Issuer not
Co-operating
IND D
IND D
BWR D
Share Price Performance in comparison with broad based indices – BSE Sensex and NSE Nifty
Period
FY 2022-23
2 years
3 years
Reliance Infrastructure (%)
Sensex BSE (%)
Nifty NSE (%)
28.45
310.97
1314.22
0.72
19.15
100.19
-0.60
18.17
101.91
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 2023-24
Unaudited results for the First Quarter ended June 30, 2023
Unaudited results for the Second Quarter and half year ending
September 30, 2023
Unaudited results for the Third Quarter ending December 31, 2023
Audited results for the Financial Year 2023-24
Depository services
:
:
:
:
On or before August 14, 2023
On or before November 14, 2023
On or before February 14, 2024
On or before May 30, 2024
For guidance on depository services, shareholders may write to the RTA of the Company or to the Depositories at the following address:
National Securities Depository Limited,
Trade World, A Wing, 4th Floor,
Kamala Mills Compound,
Lower Parel, Mumbai 400 013,
website: www.nsdl.co.in
Communication to Members
Central Depository Services (India) Limited,
Marathon Futurex, A-Wing,
25th Floor, N M Joshi Marg,
Lower Parel (E), Mumbai 400013
website: www.cdslindia.com.
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.
84
Reliance Infrastructure Limited
Investor Information
Registrar and Transfer Agent of the Company and Investors’
correspondence
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, India
Toll Free/Phone Number :1800 309 4001
Whatsapp Number: (91) 910 009 4099
KPRISM (Mobile Application): https://kprism.kfintech.com/
Kfintech Corporate Website: https://www.kfintech.com
RTA Website:
Email:
Investor Support Centre(DIY Link): https://ris.kfintech.com/clientservices/isc
https://ris.kfintech.com
einward.ris@kfintech.com
Investor Centre
As an ongoing endeavour to enhance Investor experience and
leverage new technology, Company’s RTA have been continuously
developing new applications, a list of which is given below:
(i)
(ii)
Investor Support Centre: A webpage accessible via any
browser-enabled system, Investors can use a host of
services like Post a query, Raise a service request, Track
the status of their DEMAT and REMAT request, Dividend
status, Interest and Redemption status, Upload exemption
forms (TDS), Download all ISR and other related forms
URL: https://ris.kFintech.com/clientservices/isc/default.
aspx
eSign Facility: Common and simplified norms for processing
investor’s service requests by RTAs and norms for furnishing
PAN, KYC details and Nomination require that the eSign
option be provided to Investors for raising service requests.
KFIN is the only RTA which has enabled the option and
can be accessed via this link: https://ris.kfintech.com/
clientservices/isr/isr1aspx?mode=f3Y5zP9DDN%3d
(iii) KYC Status: Shareholders can access the KYC status of
their folio. The webpage has been created to ensure that
shareholders have requisite information regarding the
folios: URL: https://ris.kfintech.com/clientservices/isc/
kycqry.aspx
(iv) KPRISM: A mobile application as well as a webpage which
allows users to access Folio details, Interest and Dividend
status, FAQs, ISR Forms and a full suite of other investor
services. URL: https://kprism.kfintech.com/signin.aspx.
Shareholders/Investors may send any correspondence/queries at the following address:
Queries relating to financial statement 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.
Samalkot Power Plant: Industrial Devp. Area Pedapuram, Samalkot 533 440, Andhra Pradesh.
2. Wind Farm: Near Aimangala 577, 558 Chitradurga, District Karnataka.
85
Reliance Infrastructure Limited
Standalone Financial
Statement
86
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, 2023, 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 4
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 to an EPC Company as
on March 31, 2023 aggregating to ` 6,505.29 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, its subsidiaries
and its associates, the EPC Company will be able to meet
its obligation.
As referred 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.
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,
2022 and March 31, 2023 would have been lower by `
5,024.88 Crore and Capital Reserve of the Company as at
March 31, 2022 and March 31, 2023 would have been
higher by ` 5,024.88 Crore.
Emphasis of matter
statements, wherein
1. We draw attention to Note No. 44 to the standalone
financial
the Company has
outstanding obligations to its lenders and the Company is
also a guarantor for its subsidiaries and associates whose
loans have also fallen due which indicate that 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.
2. We draw attention to Note no. 39(i) to the standalone
financial statement, wherein Company has made provision
for net receivable from Reliance Power Group aggregating
to ` 1621.15 crore and has considered as exceptional
item.
3. We draw attention to Note no. 39(ii) to the standalone
financial statements, wherein wherein Company has made
provision for exposure of KM Toll Road Private Limited
aggregating to ` 544.94 crore and has considered as
exceptional item.
4. We draw attention to Note no. 39(iii) to the standalone
financial statements, wherein Company has made provision
for exposure of JR Toll Road Private Limited aggregating
to ` 226.56 crore and has considered as exceptional item.
5. We draw attention to Note no. 41 to the standalone
financial statements which describes the impairment
assessment performed by the Company in respect
of its net receivables of ` 2,781.28 Crore in Eight
subsidiaries i.e. Toll Road SPV’s Companies (excluding
KMTR and JRTR as stated in paragraph 3 & 4 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
impairment
is considered necessary on the receivables by the
management.
independent valuation
reports, no
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 held
as investments in Reliance Power Limited (RPower)
aggregating to ` 5,024.88 Crore for year ended March
31, 2020 was adjusted against the capital reserve instead
of 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
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
87
Reliance Infrastructure Limited
Independent Auditor’s Report on the Standalone Financial Statements
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.
(ii)
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
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,
2023, total revenue of ` Nil, total net loss after tax
and total comprehensive loss of ` Nil for the year
ended March 31, 2023 and cash flows (outflow/
inflow) of ` Nil for the year ended March 31, 2023,
as considered in the standalone financial statements.
These unaudited financial statements and other
unaudited financial information have been furnished
to us by the management and our opinion on the
standalone financial statements, in so far as it relates
to the amounts and disclosures included in respect
of these joint operations is based solely on such
unaudited financial statements and other unaudited
financial information. In our opinion and according to
the information and explanations given to us by the
management, these financial statements and other
financial information are not material.
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
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.
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.
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
The standalone financial Statement include the audited
financial statement and other financial information of
2 joint operations, whose financial statement reflect
total assets of ` 78.76 Crore as at March 31, 2023,
total revenues of ` 41.13 Crore, total net profit/(loss)
after tax of ` (1.26) Crore and total comprehensive
income/(loss) of ` (1.26) Crore for the year ended
March 31, 2023 as considered in this standalone
financial Statement. 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 statement, 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
1
(i)
88
2.
(A) As required by section 143(3) of the Act, we report
that:
a)
b)
c)
As described in the Basis for Disclaimer of
Opinion section, we were unable to obtain all the
information and explanations which to the best of
our knowledge and belief were necessary for the
purposes of our audit.
Due to the effects/possible effects of the matter
described in the Basis for Disclaimer of Opinion
section, we are unable to state whether proper
books of account as required by law have been
kept by the Company so far as it appears from our
examination of those books.
The standalone balance sheet, the standalone
statement of profit and loss (including other
comprehensive income), the standalone statement
of changes in equity and the standalone statement
of cash flows dealt with by this Report are in
agreement with the books of account.
d)
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
Reliance Infrastructure Limited
Independent Auditor’s Report on the Standalone Financial Statements
e)
f)
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, 2023. Based
on the legal opinion obtained by the Company
and based on the written representations received
from the directors as on March 31, 2023 taken
on record by the Board of Directors, none of the
directors is disqualified as on March 31, 2023 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, 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:
v.
vi.
i.
ii.
iii.
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, 2023 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.
There has been no delay in transferring amounts,
required to be transferred, to the Investor Education
and Protection Fund by the Company.
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.
(c) Based on our audit procedure conducted that
are considered reasonable 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.
The Company has not declared or paid any dividend
during the year.
Proviso to Rule 3(1) of the Companies (Accounts)
Rules, 2014 for maintaining books of account
using accounting software which has a feature of
recording audit trail (edit log) facility is applicable to
the Company with effect from April 1, 2023, and
accordingly, reporting under Rule 11(g) of Companies
(Audit and Auditors) Rules, 2014 is not applicable for
the financial year ended March 31, 2023.
For Chaturvedi & Shah LLP
Chartered Accountants
Firm’s Registration No:101720W/W100355
Gaurav Jain
Partner
Membership No: 129439
UDIN: 23129439BGXZQM5125
iv.
(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
Place: Mumbai
Date: May 30, 2023
89
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
Whether
promoter,
director or
their relative or
employee
Period
held
Reason for not being in the
name of the Company
Freehold land
at Goa (*)
0.59
Title deeds are
in the name
of erstwhile
company
No
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.
* Net of Impairment Provision of ` 18 crores.
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
Held in the
name of
Gross
Carrying
Value (` in
Crore)
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 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.
90
Reliance Infrastructure Limited
Annexure A to Auditors’ Report
(ii) a) As explained to us and on the basis of the records examined by us, and based on audit report of joint operations, 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 Quarter ended December 31, 2022 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
Guarantees
Loans
Aggregate amount granted/ provided during the year
` In Crore
Subsidiaries
Joint Ventures
Associates
w
Balance outstanding as at balance sheet date in respect of above cases
Subsidiaries
Joint Ventures
Associates
Others*
-
-
-
-
1,824.51
-
178.41
6,842.87
113.03
-
-
-
665.15
-
414.32
4,054.05
*Others include, 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, 2023, 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.
b)
c)
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 terms, 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. 1095 days as on
March 31, 2023. 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.
d)
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
91
Reliance Infrastructure Limited
Annexure A to Auditors’ Report
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 01, 2020.
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
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
Subsidiaries
Associates
Others
564.53
547.52
41.22
48.95%
47.48%
3.57%
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.
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.
iv.
v.
vi.
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 Provident Fund, National Pension fund, 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, Professional Tax and Tax Deducted at Source delayed by 1 Day to 365
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, 2023 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
` 25.49*
2017-18
18th September,
2018
Not Yet Paid
* Including Interest of ` 5.88 crore.
92
Reliance Infrastructure Limited
Annexure A to Auditors’ Report
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:
Statement of Disputed Dues
Name of Statute
Nature of due
Amount
( ` In
Crore)
Period for
which the
amount relates
Forum where the dispute is
pending
Delhi Sales Tax on Works Contract
Act, 1999
Works Contract
Tax
0.051
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
VAT
56.422
2010-2011
VAT
4.273
2008-2009
VAT
3.124
2009-2010
Central Sales
Tax
0.195
2009-2010
Madhya Pradesh Entry Tax Act 1976
Entry Tax
0.496
2009-2010
Uttar Pradesh Entry Tax Act, 2007
Entry Tax
0.057
Maharashtra Value Added Tax Act,
2002
VAT
15.368
2007-2008
2008-2009
2008-2009
2009-2010 &
2011-2012
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
Additional Commissioner Grade II,
Appeals II, Noida
Maharashtra Sales Tax Tribunal,
Mumbai
Maharashtra Value Added Tax Act,
2002
Andhra Pradesh Value Added Tax Act,
2005
Bihar Value Added Tax Act , 2005
VAT
VAT
VAT
Income Tax Act, 1961
Income Tax
Income Tax Act, 1961
Income Tax
15.699
2013-2014
2014-2015
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
5.3310
2011-2012
2.2811
163.32
(for which
the tax
authorities
are the
appellant)
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
93
Reliance Infrastructure Limited
Annexure A to Auditors’ Report
Name of Statute
Nature of due
Amount
( ` In
Crore)
Period for
which the
amount relates
Forum where the dispute is
pending
Income Tax Act, 1961
Income Tax
40.43
AY 2020-21
Income Tax Act, 1961
Income Tax
Penalty
437.03
AY
2014-2015,
2019-2020,
2021-2022
Income Tax Appellate Tribunal,
Mumbai
CIT (Appeals), Mumbai
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
Customs Act, 1962
Custom duty
66.2012
2012-
April
January 2013 &
2013-2014
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
The Central Excise Act, 1944
Excise Duty
0.20
July 2015
to
S e p t e m b e r
2016
Goods & Service Tax
GST
0.14
2017-18
Director General of Foreign Trade
Policy, Kolkata
Custom, Excise and Service Tax
Appellate Tribunal, Mumbai
Additional Director General DRI
(Adjudication), Mumbai
Commissioner (Preventive)
Vijayavada
Commissioner of Customs (Appeals),
New Delhi
Assistant Commissioner of Central
Excise (Appeals-1) , Mumbai
Deputy Commissioner (Appeals),
Goods and Service Tax, Rajasthan
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(e) 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.
i)
The Company has defaulted in repayment of following dues to the banks and debenture holders during the year,
which were paid on or before 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) Term Loans/ Working Capital
Loan from Banks / Financial
Institution
Jammu & Kashmir
Bank
Yes Bank
10.00
402.36
-
-
SREI Equipment
Finance Limited
State Bank of India
B) Non Convertible Debenture
Debenture Holders
-
3.00
37.93
82.27
-
132.89
1,445
939
-
145
152
-
-
1,288
-
499
94
Reliance Infrastructure Limited
Annexure A to Auditors’ Report
ii)
The Company has defaulted in repayment of following dues to the banks and debenture holders 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 not paid on
Due Date ` In Crore
No. of days unpaid
(Days)
A) i) Term Loans from Banks
/ Financial Institution
A) ii) Working Capital Loan
from Banks including
Interest
B) Non Convertible
Debentures
Principal
Interest
Principal
Interest
Jammu & Kashmir Bank
Canara Bank
J C Flowers Asset
Reconstruction Private
Limited
Canara Bank
ICICI Bank
61.24
37.45
44.87
62.02
1,612.57
507.27
376.83
22.61
-
-
Debenture holder
977.00
578.29
1,482
1,473
1,060
1,647
473
1,166
1,552
1,319
761
-
-
1,103
b)
c)
d)
e)
f)
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.
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 reporting under clause 3(x)(a) of of the Order is not applicable to the Company.
b)
In our opinion, and according to the information and explanations given to us, the company has made private placement
of Equity Shares during the year and the requirements of section 42 of the Companies Act, 2013 have been complied. In
our opinion and according to the explanations given to us the money raised by way of private placement of Equity Shares
were applied for the purposes for which they were raised. Further as on March 31, 2023, funds amounting to ` 300.40
crore are pending to be utilised.
(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)
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.
c)
As represented to us by the management, there are no whistle blower complaints received by the Company during the
year.
(xii) In our opinion, the Company is not a nidhi company. Hence, reporting under clause 3(xii) of the Order are not applicable to the
Company.
(xiii) 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.
95
Reliance Infrastructure Limited
Annexure A to Auditors’ Report
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 any registered 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
` 822.49 Crore in the current financial year and ` 413.81 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.
(xviii) There has been no resignation of the statutory auditors during the year. Therefore, reporting under clause 3(xviii) 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 the
assumptions above, nothing has come to our attention, which indicates and causes us to believe that material uncertainty exists
as on the date of the audit report, that the Company is not 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.
We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is
based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling
due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due.
(Also refer the paragraph 1 of Emphasis of matter section of our main Report and Note No. 44 to the standalone financial
statements).
(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, reporting under
clause 3(xx) (a) & (b) of the Order are not applicable to the Company. (Refer Note No. 36 to the Standalone Financial
Statement).
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration no. 101720W/W100355
Gaurav Jain
Partner
Membership No.: 129439
UDIN: 23129439BGXZQM5125
Place : Mumbai
Date : May 30, 2023
96
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, 2023
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 with
reference to the standalone financial statements of Reliance
Infrastructure Limited (hereinafter referred to as “the Company”)
as of March 31, 2023, 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 with reference to the standalone financial statements
criteria established by the Company considering the essential
components of internal control stated in the Guidance Note on
Audit of Internal Controls over Financial Reporting (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 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 with reference to the standalone financial
statements of the Company.
Meaning of Internal Financial controls with Reference to
Standalone Financial Statements
A company’s internal financial controls with reference to
standalone 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
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 authorizations of management and
directors of the company; and (3) provide reasonable assurance
regarding prevention or timely detection of unauthorized
acquisition, use, or disposition of the company’s assets that could
have a material effect on the standalone financial statements.
Disclaimer of Opinion
As at March 31, 2023, the Company has investments in and
amounts recoverable from a party aggregating to ` 6,505.29
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
with reference to standalone financial statements and whether
such internal financial controls were operating effectively as at
March 31, 2023.
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’s Registration No: 101720W/W100355
Gaurav Jain
Partner
Membership No: 129439
UDIN: 23129439BGXZQM5125
Place: Mumbai
Date: May 30, 2023
97
Reliance Infrastructure Limited Standalone Balance Sheet as at March 31, 2023
Particulars
I
ASSETS
(1) Non-Current Assets
(a) Property, Plant and Equipment
(b) Capital Work-in-progress
(c) Other Intangible Assets
(d) Financial Assets
i. Investments
ii. Trade Receivables
iii. Other Financial Assets
Sub-total Non-Current Assets
(2) Current Assets
(a) Inventories
(b) Financial Assets
i. Investment
ii. Trade Receivables
iii. Cash and Cash Equivalents
iv. Bank Balance other than Cash and Cash Equivalents
v. Loans
vi. Other Financial Assets
(c) Other Current Assets
Sub-total Current Assets
(3) Non Current Assets Held for sale and Discontinued Operations
Total Assets
EQUITY AND LIABILITIES
II
(1) Equity
(a) Equity Share Capital
(b) Other Equity
Sub-total Equity
Liabilities
(2) Non-Current Liabilities
(a) Financial Liabilities
(i) Borrowings
(ii) Trade Payables
(A)
(B)
total outstanding dues of micro enterprises and Small Enterprises
total outstanding dues of creditors other than micro enterprises and small
enterprises
(iii) Other Financial Liabilities
(b) Provisions
(c) Other Non - Current Liabilities
Sub-total Non-Current Liabilities
(3) Current Liabilities
(a) Financial Liabilities
(i) Borrowings
(ii) Trade Payables
(A)
(B)
total outstanding dues of micro enterprises and Small Enterprises
total outstanding dues of creditors other than micro enterprises and small
enterprises
(iii) Other Financial Liabilities
(b) Other Current Liabilities
(c) Provisions
(d) Current Tax Liabilities (Net)
Sub-total Current Liabilities
Total Equity and Liabilities
The accompanying notes form an integral part of the standalone financial statements (1 to 50)
As per our attached Report of even date
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No:
101720W/W100355
Gaurav Jain
Partner
Membership No. 129439
Place : Mumbai
Date : May 30, 2023
98
For and on behalf of the Board
DIN – 00169907
DIN - 00004631
DIN – 06945359
DIN - 00119753
DIN – 06953556
DIN - 00004407
S S Kohli
Sateesh Seth
Manjari Kacker
K Ravikumar
Chhaya Virani
Punit Garg
Vijesh Babu Thota
Paresh Rathod
Place : Mumbai
Date : May 30, 2023
Note
No.
As at
March 31, 2023
As at
March 31, 2022
(` in Crore)
4
4
5
7(a)
8
12
6
7(b)
8
9
10
11
12
13
14
15
16
17
19
20
22
21
18
19
20
21
22
302.33
11.42
0.02
7,666.26
40.76
11.92
8,032.71
324.91
11.42
0.03
8,432.81
11.51
9.71
8,790.39
3.50
3.50
527.27
1,348.65
307.84
277.13
5,079.58
1,603.04
294.59
9,441.60
-
17,474.31
351.83
7,000.23
7,352.06
124.92
-
18.72
419.29
160.00
1,234.29
1,957.22
1.77
2,916.09
58.93
99.20
5,167.43
1,936.08
520.90
10,703.90
544.94
20,039.23
263.03
9,877.52
10,140.55
120.35
-
15.49
313.78
160.00
1,237.13
1,846.75
3,246.81
3,722.58
11.73
1,563.60
1,299.47
1,539.00
0.02
504.40
8,165.03
17,474.31
12.33
1,564.11
827.84
1,457.07
-
468.00
8,051.93
20,039.23
Directors
}
Executive Director and Chief Executive Officer
Chief Financial Officer
Company Secretary
Reliance Infrastructure Limited
Standalone Statement of Profit and Loss for the year ended March 31, 2023
Particulars
I.
Revenue from Operations
II. Other Income
III. Total Income (I+II)
IV. Expenses
(a) Construction Material Consumed and Sub-Contracting charges
(b) Employee Benefit Expenses
(c) Finance Costs
(d) Depreciation /Amortisation and Impairment Expense
(e) Other Expenses
Total Expenses
V. Loss before Exceptional Items and Tax (III-IV)
VI. Exceptional Items
VII. Loss before tax for the year (V-VI)
VIII. Tax Expenses
(1)
Current Tax
(2)
Deferred tax Credit (Net)
(3)
Income tax for earlier years (Net)
Note
No.
24
25
26
27
4 & 5
28
39
23(a)
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
810.00
297.72
1,107.72
728.52
71.45
801.58
26.99
290.42
1,918.96
(811.24)
(2,392.66)
(3,203.90)
-
-
(6.20)
(6.20)
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
IX. Net loss after tax for the year (VII-VIII)
(3,197.70)
(368.29)
X. Other Comprehensive Income
(A) Items that will not be reclassified to Profit and Loss
(i) Re-measurements of net defined benefit plans – Gain/(loss)
(ii)
Income-tax relating to the above
(2.28)
-
(2.28)
(0.91)
-
(0.91)
XI. Total Comprehensive Income (IX+X)
(3,199.98)
(369.20)
XII Earnings per Equity Share (Face Value of ` 10 per share)
29
(a) Basic and Diluted (before exceptional Items) (in Rupee)
(b) Basic and Diluted (after exceptional Items) (in Rupee)
(28.24)
(112.15)
(14.00)
(14.00)
The accompanying notes form an integral part of the standalone financial statements (1 to 50)
As per our attached Report of even date
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No: 101720W/W100355
Gaurav Jain
Partner
Membership No. 129439
Place : Mumbai
Date : May 30, 2023
For and on behalf of the Board
S S Kohli
Sateesh Seth
Manjari Kacker
K Ravikumar
Chhaya Virani
Punit Garg
DIN – 00169907
DIN - 00004631
DIN – 06945359
DIN - 00119753
DIN – 06953556
DIN - 00004407
Vijesh Babu Thota
Paresh Rathod
Place : Mumbai
Date : May 30, 2023
} Directors
Executive Director and Chief Executive Officer
Chief Financial Officer
Company Secretary
99
Reliance Infrastructure Limited
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A
Reliance Infrastructure Limited
Standalone Statement of Cash Flow for the year ended March 31, 2023
Particulars
A.
Cash Flow from Operating Activities :
Loss before Tax after exceptional items
Adjustments for :
1. Depreciation/Amortisation and Impairment Expenses
2.
Interest Income
3. Fair value gain on Financial Instruments through FVTPL / Amortised Cost
4. Dividend Income
5. Net loss on sale of Investments
6. Finance Cost
7. Provision for Expected Credit Loss
8. Provision for Doubtful Advances
9. Exceptional Items
10. Gain on foreign currency translations or transactions (net)
11. Gain on Transfer of interest in Joint Operation
12 Excess Provisions written back
13. Profit on Sale of Property, Plant & Equipment (Net)
14. Bad Debts
Cash used in Operations before Working Capital changes
Adjustments for :
a. Decrease in Financial Assets and Other Assets
b.
c.
Decrease in Inventories
Increase/(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)
B.
Cash Flow from Investing Activities :
1.
Purchase of Property, Plant and Equipment (including Capital work-in-progress,
capital advances and capital creditors)
2.
3.
4.
5.
6.
7.
8.
9.
Sale of Property, Plant and Equipment
Investments in Others (net)
(Investments) / Redemption of Fixed Deposits with Banks
Investments in Subsidiaries / Joint Ventures / Associates
Sale of Investment in Subsidiaries/ Joint Ventures / Associates
Transfer of Interest in Joint Operation
Sale / Redemption of Investments in Others
Loans given (Net)
10. Dividend Received
11. Interest Income
Net Cash (used in)/generated from Investing Activities (B)
C.
Cash Flow from Financing Activities :
1. Proceeds from Issue of Share Capital / Share warrants
2.
3.
4.
Repayment of Long Term Borrowings
Short Term Borrowings (Net)
Payment of Interest and Finance Charges
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
(3,203.90)
(363.96)
26.99
(127.60)
(17.86)
(3.96)
100.12
801.58
3.20
49.30
2,392.66
(129.09)
-
(8.65)
(0.04)
5.36
(111.89)
571.19
-
29.88
601.07
489.18
42.60
531.78
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)
(4.41)
(13.24)
0.05
1.97
(182.67)
33.88
(1.21)
12.22
-
(139.94)
242.87
-
0.41
(100.89)
3.96
36.01
(2.70)
412.92
(499.65)
23.88
(217.32)
80.61
61.00
190.16
(16.56)
7.08
14.43
228.43
137.64
(29.09)
59.52
(218.21)
101
Reliance Infrastructure Limited Standalone Statement of Cash Flow for the year ended March 31, 2023
Particulars
Net Cash used in Financing Activities (C)
Net Increase in Cash and Cash Equivalents ( A+B+C)
Cash and Cash Equivalents at the beginning of the year
Cash and Cash Equivalents at the end of the year
Cash and Cash Equivalents
Components of Cash and Cash Equivalents (Refer Note No 9)
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
(280.17)
(50.14)
248.91
58.93
307.84
14.74
44.19
58.93
307.84
58.93
The above statement of cash flows should be read in conjunction with the accompanying notes to the standalone financial statements
(1 to 50).
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 Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No: 101720W/W100355
Gaurav Jain
Partner
Membership No. 129439
Place : Mumbai
Date : May 30, 2023
For and on behalf of the Board
S S Kohli
Sateesh Seth
Manjari Kacker
K Ravikumar
Chhaya Virani
Punit Garg
DIN – 00169907
DIN - 00004631
DIN – 06945359
DIN - 00119753
DIN – 06953556
DIN - 00004407
Vijesh Babu Thota
Paresh Rathod
Place : Mumbai
Date : May 30, 2023
} Directors
Executive Director and Chief Executive Officer
Chief Financial Officer
Company Secretary
102
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, 2023 were authorised for issue by the
board of directors on May 30, 2023. 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 year 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
103103
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
All other assets are classified as non-current.
A liability is current when:
•
•
•
It is expected to be settled in normal operating cycle
It is due to be settled within twelve months after the reporting period, or
There is no unconditional right to defer the settlement of the liability for at least twelve months after the
reporting period.
•
Held primarily for the purpose of trading
All other liabilities are classified as non-current.
The operating cycle is the time between the acquisition of assets for processing and their realisation in cash and cash
equivalents. The Company has identified twelve months as its operating cycle.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
(d) Revenue Recognition
The Company applies Ind AS 115, ‘Revenue from contracts within customer’ 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)
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.
(ii) 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.
(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 is accrued on a time proportion basis, by reference to the principal outstanding and
effective interest rate applicable.
Dividends are recognised in the Statement of Profit and Loss only when the right to receive payment is
established.
104
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
(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
All financial assets and liabilities are recognised at fair values on initial recognition, except for trade receivables which are
initially measured at transaction price. The Company recognises financial assets and liabilities when it becomes a party
to the contractual provisions of the instrument.
(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
(a) 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.
(b) Subsequent
A. 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:
105105
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
•
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.
B. 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 classified as assets held for sale accounted in accordance with Ind AS 105
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
applying simplified approach 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.
106
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
(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.
107107
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
(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
108
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
(ii) Embedded Derivatives
An embedded derivative is a component of a hybrid (combined) instrument that also includes a non-derivative
host contract – with the effect that some of the cash flows of the combined instrument vary in a way similar to
a standalone derivative. An embedded derivative causes some or all of the cash flows that otherwise would be
required by the contract to be modified according to a specified interest rate, financial instrument price, commodity
price, foreign exchange rate, index of prices or rates, credit rating or credit index, or other variable, provided in
the case of a nonfinancial variable that the variable is not specific to a party to the contract. Reassessment only
occurs if there is either a change in the terms of the contract that significantly modifies the cash flows that would
otherwise be required or a reclassification of a financial asset out of the fair value through profit or loss.
Derivatives embedded in a host contract that is a financial asset within the scope of Ind AS 109 “Financial
Instruments” are not separated. Financial assets with embedded derivatives are considered in their entirety when
determining whether their cash flows are solely payment of principal and interest.
Derivatives embedded in all other host contract are separated only if the economic characteristics and risks of the
embedded derivative are not closely related to the economic characteristics and risks of the host and are measured
at fair value through profit or loss. Embedded derivatives closely related to the host contracts are not separated.
(i) Offsetting Financial Instruments
Financial assets and liabilities are offset and the net amount is reported in the balance sheet where there is a legally
enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset
and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must
be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Company
or the counterparty.
(j) Property, Plant and Equipment
Property, Plant and Equipment assets are carried at cost net of tax / duty credit availed less accumulated depreciation
and accumulated impairment losses, if any. Cost includes expenditure that is directly attributable to the acquisition of
the items.
Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only
when it is probable that future economic benefits associated with the item will flow to the Company and the cost of
the item can be measured reliably. The carrying amount of any component accounted for as a separate asset is de-
recognized when replaced. All other repairs and maintenance are charged to the Statement of Profit and Loss during the
reporting period in which they are incurred.
Capital work in progress (CWIP) includes cost of property, plant and equipment under installation / under development,
as at balance sheet date. All project related expenditure viz. civil works, machinery under erection, construction and
erection materials, preoperative expenditure incidental / attributable to the construction of projects, borrowing cost
incurred prior to the date of commercial operations and trial run expenditure are shown under CWIP. These expenses
are net of recoveries and income (net of tax) from surplus funds arising out of project specific borrowings.
Property, Plant and Equipment are derecognised from the standalone financial statements, either on disposal or when
retired from active use.
Gains and losses on disposal or retirement of Property, Plant and Equipment are determined by comparing proceeds with
carrying amount.
These are recognized in the Statement of Profit and Loss.
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.
109109
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
Other Activities
Property, Plant and Equipment of other activities have been depreciated under the straight line method as per the useful
life and in the manner prescribed in Part “C” Schedule II to the Act.
(k) Investment Property
Investment property comprise portion of office building that are held for long term yield and / or capital appreciation.
Investment property is initially recognised at cost. Subsequently investment property comprising of building is carried at
cost less accumulated depreciation and accumulated impairment losses.
The cost includes the cost of replacing parts and borrowing costs for long-term construction projects if the recognition
criteria are met. When significant parts of the investment property are required to be replaced at intervals, the Company
depreciates them separately based on their specific useful lives. All other repair and maintenance costs are recognized
in Statement of Profit and Loss as incurred.
Depreciation on Investment Property is depreciated under the straight line method as per the rates and the useful life
prescribed as per Schedule II of the Companies Act.
Though the Company measures investment property using cost based measurement, the fair value of investment
property is disclosed in the notes. Fair values are determined based on periodical basis performed by an accredited
external independent valuer applying a valuation model recommended by the International Valuation Standards
Committee.
Investment properties are derecognised when either they have been disposed of or when the investment property is
permanently withdrawn from use and no economic benefit is expected from its disposal.
The difference between the net disposal proceeds and the carrying amount of the asset is recognized in the Statement
of Profit and Loss.
(l)
Intangible Assets
Intangible assets are stated at cost of acquisition net of tax/duty credits availed, if any, less accumulated amortisation
/ depletion/impairment. Cost includes expenditure directly attributable to the acquisition of asset.
Amortisation Method:
Softwares are amortised over a period of 3 years.
Intangible Assets are derecognised from the standalone financial statements, either on disposal or when retired from
active use. Gains and losses on disposal or retirement of Intangible Assets are determined by comparing proceeds with
carrying amount. These are recognized in the standalone Statement of Profit and Loss.
(m)
Inventories
Inventories are stated at lower of cost and net realisable value. In case of fuel, stores and spares “cost” means weighted
average cost. Unserviceable / damaged stores and spares are identified and written down based on technical evaluation.
Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion
and estimated costs necessary to make the sale.
(n) Allocation of Expenses
Common overheads are absorbed by various jobs in proportion to the prime cost of each job.
(o) Employee Benefits
(i) Short-term Obligations
Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within
12 months after the end of the period in which the employees render the related service are recognised in respect
of 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.
110
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
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
111111
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
production of a qualifying asset are capitalized during the period of time that is required to complete and prepare the
asset for its intended use or sale. Qualifying assets are assets that necessarily take a substantial period of time to get
ready for their intended use or sale.
Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying
assets is deducted from the borrowing costs eligible for capitalization.
Other borrowing costs are expensed in the period in which they are incurred.
(r) Income Taxes
Income tax expense for the year comprises of current tax and deferred tax. Income tax is recognised in the 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.
112
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
(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 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) Statement of Cash flow
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
exceptional items.
(aa) Leases
The Company, at the inception of a contract, assesses whether a contract is, or contains a lease. A contract is, or
contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in
exchange for consideration. A lessee recognises a right-of-use (“ROU”) asset representing its right to use the underlying
asset and a lease liability representing its obligation to make lease payments. Also, the Company has elected not to
recognise right-of-use of assets and lease liabilities for short term leases that have a lease term of 12 months or less
and leases of low value assets. The Company recognizes the lease payments associated with these leases as an expense
on a straight-line basis over the lease term. The right-of-use assets are initially recognised at cost, which comprises the
initial amount of the lease liability adjusted for any lease payments made at or prior to the commencement date of the
lease plus any initial direct costs less any lease incentives. They are subsequently measured at cost less accumulated
113113
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
depreciation and impairment losses, if any. Right-of-use assets are depreciated from the commencement date on a
straight line basis over the shorter of the lease term and useful life of the underlying asset. The lease liability is initially
measured at the present value of the future lease payments. The lease payments are discounted using the interest
rate implicit in the lease or, if not readily determinable, using the incremental borrowing rates. The lease liability is
subsequently remeasured by increasing the carrying amount to reflect interest on the lease liability, reducing the carrying
amount to reflect the lease payments made.
A lease liability is remeasured, with a corresponding adjustment to the ROU asset, upon the occurrence of certain events
such as a change in the lease term or a change in an index or rate used to determine lease payments. Lease liabilities and
ROU assets have been separately presented in the Balance Sheet and lease payments have been classified as financing
cash flows.
(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) Standards issued but not effective
On March 31, 2023, the Ministry of Corporate Affairs (MCA) has notified Companies (Indian Accounting Standards)
Amendment Rules, 2023. This notification has resulted into amendments in the following existing accounting standards
which are applicable to company from April 1, 2023.
i)
ii)
iii)
iv)
114
Ind AS 101 – First-time Adoption of Indian Accounting Standards
Ind AS 102 – Share-based Payment
Ind AS 103 – Business Combinations
Ind AS 107 – Financial Instruments Disclosures
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
v)
Ind AS 109 – Financial Instruments
vi)
Ind AS 115 – Revenue from Contracts with Customers
vii)
Ind AS 1 – Presentation of Financial Statements
viii)
Ind AS 8 - Accounting Policies, Changes in Accounting Estimates and Errors
ix)
Ind AS 12 – Income Taxes
x)
Ind AS 34 - Interim Financial Reporting
Applications of above standards are not expected to have any significant impact on the company’s financial statements.
3.
Critical estimates and judgements
The presentation of standalone financial statements under Ind AS requires management to take decisions and make estimates
and assumptions that may impact the value of revenues, costs, assets and liabilities and the related disclosures concerning the
items involved as well as contingent assets and liabilities at the balance sheet date. Estimates and judgements are continually
evaluated and are based on historical experience and other factors, including expectations of future events that are believed to
be reasonable under the circumstances. The Company makes estimates and assumptions concerning the future. The resulting
accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a
significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year
are discussed below.
•
Estimation of deferred tax assets recoverable
Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be
available against which the same can be utilised. Significant management judgement is required to determine the
amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits
together with future tax planning strategies.
•
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.
115115
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
Note 4: Property, Plant and Equipment
Particulars
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
Gross carrying amount
Opening gross carrying amount as at April
1, 2022
Additions
Disposals/adjustment
Closing gross carrying amount as on March
31, 2023
Accumulated depreciation and impairment
As at April 1, 2022
Depreciation /Impairment during the year
Disposals
Closing accumulated depreciation and
impairment as on March 31, 2023
Net carrying amount as on March 31,
2023
Notes:
Freehold
Land
Leasehold
Land
Buildings
Plant and
Machinery
Furniture
and
Fixtures
Vehicles
Office
Equipment
Computers
Electrical
Installations
Total
(` in Crore)
92.96
20.20
152.31
461.49
5.42
2.28
1.51
40.68
4.64
781.49
-
4.16
88.80
-
-
3.42
21.72
9.36
23.65
20.20
134.01
447.20
-
-
-
-
3.85
0.56
-
4.41
47.34
306.34
4.62
12.01
39.95
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
3.14
0.28
1.61
1.81
13.61
54.55
740.55
401.92
36.84
23.12
415.64
88.80
15.79
94.06
117.09
1.92
0.70
0.72
4.40
1.43
324.91
88.80
20.20
134.01
447.20
4.88
1.45
1.23
39.54
3.24
740.55
-
-
-
-
1.91
-
0.12
-
-
-
88.80
20.20
135.92
447.32
4.88
-
-
-
-
4.41
0.55
-
39.95
330.11
3.80
21.34
-
-
4.96
43.75
351.45
2.96
0.39
-
3.35
0.14
0.14
1.45
0.75
0.17
0.13
0.79
0.01
0.01
1.23
0.51
0.06
0.01
0.56
2.20
-
41.74
35.14
0.49
-
35.63
0.03
-
4.41
0.15
3.27
744.81
1.81
0.18
-
415.64
26.98
0.14
1.99
442.48
88.80
15.24
92.17
95.87
1.53
0.66
0.67
6.11
1.28
302.33
(i)
The lease period for lease hold land varies from 35 Years to 99 years.
(ii)
Property, Plant and Equipment 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 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
March 31, 2023
March 31, 2022
-
-
-
-
-
-
More than 3
years
11.42
11.42
(` in Crore)
Total
11.42
11.42
116
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023 (v)
All property plant and equipment are held in the name of the Company except following :
Gross
Carrying
amount
(` in
crore)
Whether title deed
holder is a promoter
director or relative of
promoter / director
or employee of
promoter/director
Property
held since
which date
Reason for not being held in the
name of the Company
0.59
No
April 1999
0.35
No
Dec 2001
Particulars of
the Property
Held in the
Name of
(i) Freehold
land at
Goa*
(ii) Leasehold
land at Goa
Title deeds
are in the
name of
erstwhile
Company
The lease
agreements
are in the
name of
erstwhile
Company
* Net of impairment provision of ` 18 Crore
5.
Other Intangible Assets
Computer Software
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
Gross carrying amount
As at April 01 2022
Additions
Deductions
Closing gross carrying amount as on March 31 2023
Accumulated amortisation and impairment
As at April 01 2022
Amortisation charge during the year
Deductions
Closing accumulated amortisation and impairment as on March 31 2023
Net carrying amount as on March 31 2023
Note:
(1) The above Intangible Assets are other than internally generated.
(2) Remaining amortisation period of computer software is between 0 to 2 years.
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.
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.
(` in Crore)
1.28
-
-
1.28
1.24
0.01
-
1.25
0.03
1.28
-
-
1.28
1.25
0.01
-
1.26
0.02
117117
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
6.
Inventories
Particulars
Stores Spares and Consumable (At lower of cost and net realisable value.)
(` in Crore)
As at
March 31 2023
As at
March 31 2022
3.50
3.50
3.50
3.50
Face value
in ` unless
otherwise
specified
As at
March 31, 2023
As at
March 31 2022
Quantity
Amount
(` in Crore)
Quantity
Amount
(` in Crore)
Total
7.
Financial assets
7(a) Non-current investments
Particular
A.
Investments in Equity Instruments
(fully paid-up unless specified)
Quoted-at cost
In Associates
1. Reliance Power Limited # $$
10
93 01 04 490
970.45 76 15 60 739
813.19
Unquoted, at cost
In Subsidiaries
1. BSES Rajdhani Power Limited^
2 BSES Yamuna Power Limited^
3. BSES Kerala Power Limited#
4. Reliance Power Transmission Limited
5. Mumbai Metro One Private Limited**
6. Mumbai Metro Transport Private Limited
7. Delhi Airport Metro Express Private Limited
8. Tamil Nadu Industries Captive Power Company
Limited ## (` 5.35 per share Paid up)
9. PS Toll Road Private Limited^#
10 HK Toll Road Private Limited#**
11. SU Toll Road Private Limited #^**
12. TD Toll Road Private Limited #**
13. TK Toll Road Private Limited #**
14. DS Toll Road Limited ^#**
15. NK Toll Road Limited ^#**
16. GF Toll Road Private Limited #**
17. JR Toll Road Private Limited ^#***
18. Nanded Airport Limited *
19. Baramati Airport Limited*
20. Latur Airport Limited*
21. Yavatmal Airport Limited*
22. Osmanabad Airport Limited*
23. Reliance Airport Developers Limited
24. CBD Tower Private Limited
118
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
53 04 00 000
530.40 53 04 00 000
530.40
28 35 60 000
283.56 28 35 60 000
283.56
6 27 60 000
82.81
6 27 60 000
50 000
18.27
50 000
82.81
18.27
37 88 80 000
761.43 37 88 80 000
761.43
24 000
9 59 499
0.02
1.40
24 000
9 59 499
2 30 00 000
-
2 30 00 000
0.02
1.40
-
10 724
37 11 000
18.52
37.03
7 936
37 11 000
18.52
37.03
1 84 12 260
209.69
1 84 12 260
209.69
1 07 44 920
105.67
1 07 44 920
105.67
1 27 55 650
144.00
1 27 55 650
144.00
52 10 000
44 77 000
5.21
4.48
52 10 000
44 77 000
5.21
4.48
19 61 100
195.12
19 61 100
195.12
10 704
7 41 308
5 54 712
2 15 287
87 108
2 07 121
7.24
7.39
5.52
2.13
0.85
2.05
10 704
7 41 308
5 54 712
2 15 287
87 108
2 07 121
7.24
7.39
5.52
2.13
0.85
2.05
46 55 742
46.50
46 55 742
46.50
16 94 90 260
169.49 16 94 90 260
169.49
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
Particular
25. Reliance Energy Trading Limited
26. Reliance Cement Corporation Private Limited 1
27 Reliance Defence Limited
28. Reliance Smart Cities Limited 1
29. Reliance E-Generation and Management Private Limited 1
30. Reliance Energy Limited
31. Reliance Property Developers Private Limited 1
32. Reliance Cruise and Terminals Limited
33. Jai Armaments Limited
34. Jai Ammunition Limited
35. Reliance Velocity Limited
36. Reliance SED Limited
In Associates
1. Metro One Operation Private Limited @ ` 30000
2.
Reliance Geo Thermal Power Private Limited
@ ` 25000
3. RPL Sun Technique Private Limited
4. RPL Photon Private Limited
5. RPL Sun Power Private Limited
In Joint Venture
1. Utility Powertech Limited
Unquoted at FVTPL
In Others
1.
2.
3.
4.
Urthing Sobla Hydro Power Private Limited
@ ` 20000
Western Electricity Supply Company of Odisha
Limited (WESCO) @ ` 1000
North Eastern Electricity Supply Company of
Odisha Limited (NESCO) @ ` 1000
Southern Electricity Supply Company of Odisha
Limited(SOUTHCO) @ ` 1000
5. CLE Private Limited
6. Rampia Coal Mine and Energy Private Limited $
7. Reliance Infra Projects International Limited***
8. Larimar Holdings Limited @ ` 4909 $
9.
Indian Highways Management Company Limited
10. Jayamkondam Power Limited @ ` 1.
Total Investments in Equity Instruments (A)
B. Investment in Share Warrants: Unquoted
1. Reliance Power Limited ( ` 2.50 paid up) $$
Face value
in ` unless
otherwise
specified
As at
March 31, 2023
As at
March 31 2022
Quantity
Amount
(` in Crore)
Quantity
Amount
(` in Crore)
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
10
1
USD 1
USD 1
10
10
10
20 00 000
2.00
20 00 000
1 30 000
-
1 30 000
50 000
50 000
10 000
50 000
10 000
50 000
49 999
49 999
10 000
18 500
3 000
2 500
5 000
5 000
5 000
0.05
-
-
0.05
-
0.05
0.05
0.05
0.01
0.02
@
@
0.01
0.01
0.01
50 000
50 000
10 000
50 000
10 000
50 000
49 999
49 999
10 000
18 500
3 000
2 500
5 000
5 000
5 000
2.00
0.13
0.05
0.05
0.01
0.05
0.01
0.05
0.05
0.05
0.01
0.02
@
@
0.01
0.01
0.01
7 92 000
0.40
7 92 000
0.40
2 000
100
100
100
-
-
10 000
-
5 55 370
4 79 460
@
@
@
@
-
-
0.04
-
0.56
@
2 000
100
100
100
4 09 795
2 72 29 539
10 000
111
5 55 370
4 79 460
@
@
@
@
0.41
2.72
0.04
@
0.56
@
3,612.54
3,458.61
-
- 73 00 00 000
182.50
119119
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023 Particular
Face value
in ` unless
otherwise
specified
As at
March 31, 2023
As at
March 31 2022
Quantity
Amount
(` in Crore)
-
Quantity
Amount
(` in Crore)
182.50
C. Investments in Preference Shares (fully paid-up)
In Subsidiaries At Cost-Unquoted
(i)
6% Non-cumulative Non-convertible Redeemable
Preference shares of Baramati Airport Limited
(ii)
6% Non-cumulative Non-convertible Redeemable
Preference shares of Latur Airport Limited
(iii) 6% Non-cumulative Non-convertible Redeemable
Preference shares of Nanded Airport Limited
10
10
10
7 92 590
0.79
7 92 590
0.79
1 75 522
0.18
1 75 522
0.18
38 91 676
3.89
38 91 676
3.89
(iv) 6% Non-cumulative Non-convertible Redeemable
10
1 89 380
0.19
1 89 380
0.19
Preference shares of Osmanabad Airport Limited
(v) 6% Non-cumulative Non-convertible Redeemable
Preference shares of Reliance Airport Developers
Limited
(vi) 6% Non-cumulative Non-convertible Redeemable
Preference shares of Yavatmal Airport Limited
In Others At FVTPL- Unquoted
(i)
(ii)
(iii )
Non-Convertible Redeemable Preference Shares
in Reliance Infra Projects International Limited***
6% Non-Cumulative Non-Convertible Redeemable
Preference Shares in CLE Private Limited @ ` 20000
10% Non-Convertible Non-Cumulative Redeemable
Preference Shares in Jayamkondam Power Limited
@ ` 1
10
1 22 22 104
12.22
1 22 22 104
12.22
10
2 16 886
0.22
2 16 886
0.22
USD 1
3 60 000
678.62
3 60 000
678.62
10
1
-
-
2 000
1 09 50 000
@ 1 09 50 000
@
@
Total Investment in Preference Shares (C)
696.11
696.11
D. Investment in Debentures (fully paid-up) at FVTPL
Unquoted
(i)
Zero Coupon Unsecured Redeemable Non-Convertible
Debentures in DA Toll Road Private Limited #
1
272 79 36 782
239.51 272 79 36 782
272.79
(ii) 10.50% Unsecured Redeemable Non-Convertible
100
-
- 10 00 00 000
527.27
Debentures in CLE Private Limited
(iii) 10.50% Unsecured Redeemable Non-Convertible
100
12 00 00 000
632.73 12 00 00 000
632.73
Debentures in CLE Private Limited
Total Investment in Debentures (D)
872.24
1432.79
120
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023 Particular
E. Other Investments
Equity instruments in subsidiaries at Cost (unless
otherwise specified)
Unquoted
1. DS Toll Road Limited
2. NK Toll Road Limited
3. HK Toll Road Private Limited
4. Delhi Airport Metro Express Private Limited
5. PS Toll Road Private Limited
6. Mumbai Metro Transport Private Limited
7. Reliance Power Transmission Limited
8. Reliance Defence Limited
9. GF Toll Road Private Limited
10
JR Toll Road Private Limited***
11. TK Toll Road Private Limited
12. TD Toll Road Private Limited
13. SU Toll Road Private Limited
14. Reliance Defence System & Tech Limited
15. Jai Armaments Limited
16. Reliance Velocity Limited
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 in the value of
investments
Face value
in ` unless
otherwise
specified
As at
March 31, 2023
As at
March 31 2022
Quantity
Amount
(` in Crore)
Quantity
Amount
(` in Crore)
46.80
190.27
302.26
787.53
1078.51
0.53
54.63
70.89
128.60
156.18
215.04
34.67
15.00
2.50
34.28
0.11
209.65
3,327.45
8,508.34
(842.08)
7,666.26
46.80
198.27
302.26
787.53
1078.51
0.53
54.63
70.89
128.60
156.18
215.04
34.67
15.00
2.50
57.13
0.11
193.22
3,341.87
9,111.88
(679.07)
8,432.81
Market Value Book Value
Market Value Book Value
925.45
970.45
1028.11
813.19
7,537.89
842.08
8,298.69
679.07
* The Balance equity share is held by another subsidiary i.e. Reliance Airport Developers Limited
** 26,11,20,000 (26,11,20,000) equity shares of Mumbai Metro One Private Limited, 34,98,329 (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
safe-keep accounts.
*** Provision made for Diminution in the value of Investment
^ 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, Nil ( 22,83,270)
equity shares of NK Toll Road Limited, 93,90,252 ( 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.
121121
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023 # 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, Nil (16,65,35,749) 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 (2,727,936,782) Redeemable Non-Convertible Debentures
in DA Toll Road Private Limited are pledged with lenders of the Company.
## Written off
$ Written off, pursuant to strike off of the Investee company
$$ During the year, Reliance Power Limited had issued and allotted 33,50,79,500 equity shares of `10 each, against 73,00,00,000 warrants held
by the Company. The balance unexercised warrants stand lapsed. Pursuant to the allotment of equity shares, the aggregate holding of the Company
in Reliance Power has increased to 24.90%.
1 Written off, as the Investee company has applied for strike off
7(b) Current investments
Particulars
Investment in Mutual Fund- At FVTPL
SBI Saving Fund- Regular Plan
(535738.82 Units @ ` 33.03 Per units) – Quoted
Investment in Debentures (fully paid-up) at FVTPL
10.50% Unsecured Redeemable Non-Convertible Debentures –
100,000,000 units of face value ` 100 each
Total
8.
Trade Receivables:
Particulars
Unsecured considered good unless otherwise stated
Considered good including Retentions on Contract
Credit Impaired
(` in Crore)
As at
March 31, 2023
As at
March 31, 2022
-
1.77
527.27
527.27
-
1.77
As at March 31, 2023
Current
Non current
As at March 31, 2022
Current
Non current
(` in Crore)
1,445.29
1,628.77
3.074.06
(1,725.41)
1,348.65
40.76
-
40.76
-
40.76
3,012.17
-
3,012.17
(96.08)
2,916.09
11.51
-
11.51
-
11.51
Less: Provision for Expected Credit Loss
Total
8.1 Trade receivable ageing schedule:
As at March 31, 2023
Particulars
Undisputed Considered good including
Retentions on Contract (Gross)
Credit Impaired (Gross)
As at March 31, 2022
Particulars
Undisputed Considered good including
Retentions on Contract (Gross)
Outstanding for following periods from the date of transaction
Less than 6
Months
6 Months-
1 Year
1 Year- 2
Year
2 Year – 3
Year
More than
3 Years
Total
115.97
1.70
1.33
5.18
1,361.87
1,486.05
-
-
-
-
1,628.77
1,628.77
Outstanding for following periods from the date of transaction
Less than 6
Months
80.03
6 Months-
1 Year
35.10
1 Year- 2
Year
42.96
2 Year – 3
Year
25.90
More than
3 Years
2,839.69
Total
3,023.68
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.
122
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
9.
Cash and Cash Equivalents
Particulars
Balances with Banks in Current Account
Cash on hand
a)
b)
Total
10. Bank Balances other than Cash and Cash Equivalents:
Particulars
a)
Margin Money Deposits with Original Maturity of more than 3 months but
less than 12 months
b)
Unpaid Dividend Account*
Total
*The Company is required to keep restricted cash for payment of dividend
(` in Crore)
As at
March 31, 2023
As at
March 31, 2022
307.83
0.01
307.84
58.92
0.01
58.93
(` in Crore)
As at
March 31, 2023
As at
March 31, 2022
269.39
7.74
277.13
88.91
10.29
99.20
11. Loans
Particulars
(Unsecured, Considered good unless otherwise stated)
Loans – Inter Corporate Deposits;
a) Considered Good
(i) Related Parties (Refer Note 33)
(ii) Others
b) Credit Impaired
(i) Related Parties (Refer Note 33)
(ii) Others
Less: Provision for Expected Credit Loss
Total
Loan to Employees (Secured)
As at
March 31, 2023
As at
March 31, 2022
Current
Non-Current
Current
Non-Current
(` in Crore)
1,027.36
4,051.65
5,079.01
55.53
3,829.14
3,884.67
8,963.68
(3,884.67)
5,079.01
0.57
5,079.58
-
-
-
-
-
-
-
-
-
-
-
1,115.47
4,050.88
5,166.35
-
3,829.14
3,829.14
8,995.49
(3,829.14)
5,166.35
1.08
5,167.43
-
-
-
-
-
-
-
-
-
-
-
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 12.08 % as at March 31, 2023 (Previous Year as at March 31, 2022: 12.40%) of
total loan.
123123
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
12. Other Financial Assets:
Particulars
(Unsecured, Considered good unless otherwise stated)
a)
Margin Money Deposit with Banks with maturity of
more than 12 months
b)
Interest Receivable
[includes Secured ` 0.35 Crore; (Previous Year ` 0.32 Crore)]
i) Considered Good
ii) Credit Impaired
Advance to Employees
Security Deposit
Other Receivables
Less: Provision for Expected Credit Loss
c)
d)
e)
Total
13. Other Assets:
Particulars
(Unsecured, Considered good unless otherwise stated)
a)
b)
c)
Advances to Vendors (net of provision)
Amount due from customers for contract work
Advances recoverable in cash or in kind or for value
to be received
d)
Prepaid Expenses
Total
14. Non Current Assets Held for sale and Discontinued Operations
KM Toll Road Private Limited (KMTR)
As at
March 31, 2023
As at
March 31, 2022
Current Non-Current
Current Non-Current
(` in Crore)
-
4.82
1.62
1.00
1,558.28
143.03
0.14
8.13
39.13
1,748.71
(145.67)
1,603.04
-
-
-
7.10
-
1,584.81
143.03
0.12
8.13
341.40
11.92
2,079.11
-
(143.03)
11.92
1,936.08
-
-
-
8.71
-
9.71
-
9.71
As at
March 31, 2023
As at
March 31, 2022
Current
Non-Current
Current
Non-Current
(` in Crore)
106.74
120.73
59.58
7.54
294.59
-
-
-
-
-
276.35
222.84
20.90
0.81
520.90
-
-
-
-
-
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 had been taken over by NHAI. 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
a)
b)
Total Assets
Less: Provision for Impairment loss - Refer Note 39 (ii)
Net Assets
As at
March 31, 2023
539.45
5.49
544.94
(544.94)
-
(` in Crore)
As at
March 31, 2022
539.45
5.49
544.94
(-)
544.94
* 10,22,700 equity shares of KM Toll Road Private Limited are pledged with lenders of the Company and 6,47,710 equity
shares of KM Toll Road Private Limited are kept in safe keep account.
124
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
15. Share Capital
Particulars
Authorised
194,00,60,000 (194,00,60,000) Equity Shares of ` 10 each
1,00,00,000 (1,00,00,000) Equity Shares of ` 10 each with differential rights
10,00,00,000 (10,00,00,000) Redeemable Preference Shares of ` 10 each
Issued
35,41,92,065 (26,53,92,065) Equity Shares of ` 10 each
Subscribed & paid-up
35,17,90,000 (26,29,90,000) Equity Shares of ` 10 each fully paid up
Add: Forfeited Shares - Amounts originally paid up*
(` in Crore)
As at
March 31, 2023
As at
March 31, 2022
1,940.06
1,940.06
10.00
100.00
10.00
100.00
2,050.06
2,050.06
354.20
354.20
351.79
0.04
351.83
265.40
265.40
262.99
0.04
263.03
* Allotment of 97,954 shares (Previous Year: 97,954 Shares) were kept in abeyance; 17,101 shares (Previous Year: 17,101
Shares) were forfeited and 22,87,010 (Previous Year: 22,87,010 Shares) 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:-
As at
March 31, 2023
As at
March 31, 2022
No. of Shares
(` in
Crore)
No. of Shares
(` in
Crore)
At the beginning of the year
26,29,90,000
262.99
26,29,90,000
262.99
Share issued during the year - Refer Note 15(e)
8,88,00,000
88.80
-
-
Outstanding at the end of the year
35,17,90,000
351.79
26,29,90,000
262.99
(b) Terms / Rights attached to Equity Shares:
The Company has only one class of equity Share having par value of ` 10 per share. Each shareholder is eligible for
one vote per share held. In the event of liquidation of the Company, the equity share holders will be entitled to receive
any of the remaining assets of the Company, after distribution of all preferential amount. The distribution will be in
proportionate to the number of equity shares held by the shareholders.
(c) Details of Shareholders holding more than 5% Shares of the total Equity Shares of the Company:
Name of the Shareholders
Risee Infinity Private Limited
VFSI Holdings Pte. Limited
As at
March 31, 2023
As at
March 31, 2022
No. of Shares % held
No. of Shares
% held
6,46,00,000
18.36
2,42,00,000
6.88
-
-
-
-
(d) The details of Shareholding of Promoters:
Shri Anil D Ambani held 1,39,437 (1,39,437) equity shares represents 0.04% (0.05%) .
125125
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
(e) During the year, the Company had issued and allotted 8,88,00,000 equity shares of ` 10 each, at a premium of
` 52 per equity share – (i) 2,42,00,000 equity shares to VFSI Holdings Pte. Ltd, a Foreign Institutional Investor and (ii)
6,46,00,000 equity shares to promoter group company, upon exercise of their right to convert the equivalent number
of warrants held by them in terms of Preferential Issue under Chapter V of Securities and Exchange Board of India
(Issue of Capital and Disclosure Requirements) Regulations. 2018. The aforesaid equity shares shall rank pari-passu in
all respect with the existing equity shares of the Company. The Company had received ` 137.64 Crore being 25% as
application and allotment money in previous year and balance ` 412.92 Crore during the current year out of which
` 300.40 are kept in separate bank account and balance money has been utilised for the General Corporate Purpose,
for which it was raised.
16. Other Equity - Reserves and Surplus
Particulars
(a) Capital Reserves
1.
Capital Reserve:
Balance as per last Balance Sheet
2.
Sale proceeds of Fractional Equity Shares
Certificates and Dividends thereon @ ` 37,953
(b)
Securities Premium
Balance as per last Balance Sheet
Add: Issue of shares during the year – Refer Note 15(e)
(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
(f) Money received against share warrants
Balance as per last Balance Sheet
Add : Received during the year
Less : Convert in to share capital -Refer Note 15(e)
(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: Increase in fair value of Equity Shares
(` in Crore)
As at
March 31, 2023
As at
March 31, 2022
155.09
155.09
@
155.09
8,825.09
461.76
9,286.85
@
155.09
8,825.09
-
8,825.09
130.03
130.03
212.98
212.98
506.74
506.74
137.64
412.92
(550.56)
-
(85.02)
(3,197.70)
(2.28)
(3,285.00)
(5.03)
(1.43)
(6.46)
-
137.64
-
137.64
284.18
(368.29)
(0.91)
(85.02)
(1.56)
(3.47)
(5.03)
Total Other Equity
7,000.23
9,877.52
126
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
16.1 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 and Schemes of Amalgamation and arrangements, 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
(a)
Non Convertible Debentures (Redeemable at par)
(b)
Term Loans:
i.
ii.
from Banks
from Others
Unsecured
(c)
Inter Corporate Deposits from Others
Total Non- Current Borrowings
As at March 31, 2023
As at March 31, 2022
Non Current
Current *
Non Current
Current *
(` in Crore)
-
-
-
-
977.00
98.69
1,639.57
2,715.26
-
-
-
-
1,064.29
2,123.62
27.00
3,214.91
124.92
124.92
124.92
-
-
-
120.35
120.35
120.35
-
-
-
* Current Maturities of Long term Debt disclosed under Current Liabilities - Borrowings (Refer Note No. 18)
17.1 Non Convertible Debentures (NCD) of ` 977 Crore are secured as under:
(i) 12.50% Series 29 NCD of ` 274.30 Crore secured by all of the Company’s rights, title, interest and benefits in, to and
under a specific bank account of the Company and subservient charge over current assets of the Company.
(ii) 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 specified Property, Plant & Equipment (buildings) situated in Mumbai.
(iii) 11.50% Series 20E NCD of ` 102.70 Crore secured by first pari-passu charge over the specified Property, Plant &
Equipment (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.
127127
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
17.2. Term Loans from Banks of ` 98.69 Crore are secured as under:
(i)
` 61.24 Crore by way of first exclusive charge on certain Plant and Machinery of EPC division and on Property, Plant
and Equipment of Windmill Project of the Company.
(ii)
` 37.45 Crore by subservient charge on moveable Property, Plant and Equipment of the Company.
17.3 Term Loans from Others of ` 1,639.57 Crore are secured as under:
(i)
` 1,612.57 Crore by way of:
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. (iii) All amounts owing to and/or received and/or receivable by
the Company from certain liquidity event.
Second pari passu charge over 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) specified 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 and 1,88,28,000 Equity Shares of BSES Kerala Power 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)
` 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
on September, 2031 onwards, ` 27 Crore from others is due in May 2023, NCD of ` 977 Crore and balance borrowing of
` 1,711.26 Crore were overdue for repayment as at March 31, 2023 along with interest of ` 1,230.53 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, 2023
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
37.45
61.24
1,473
1,482
62.02
44.87
1,319
1,552
-
-
10.00
1,445
1,612.57
1,060
507.27
761
402.36
939
-
-
-
-
-
-
Canara Bank
Jammu and Kashmir Bank
J.C. Flowers Assets
Reconstruction Private Limited
/ Yes Bank Limited
Srei Equipment Finance Limited
-
-
-
-
-
-
3.00
1,288
Non-Convertible Debentures (NCDs) Series-18 : Axis Trustee Services Ltd (“Trustee”) had issued loan recall notice on September 20,
2019 due to downgrade of Company’s ratings. In terms of the Security Interest (Enforcement) Rules, 2002, Trustee has enforced
the security and taken the possession of the mortgaged properties in respect of the said NCDs. NCDs 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 said NCDs. NCDs 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. The Trustee for the NCDs Series-18, Series-20E and Series-29 have invoked the security provided by the Company and
128
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
have adjusted if any, dues towards NCDs against the proceeds received therefrom. The Company has not been informed as regards
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 During the year, Yes Bank Limited has assigned or transferred all its exposure i.e. credit facilities sanctioned, to company to
J.C. Flowers Assets Reconstruction Private Limited (JCF ARC), a Assets Reconstruction Company, vide Assignment Agreement
dated December 29, 2022 together with all underlying security interest.
17.7 During the year, the Company has not declared willful defaulter by any bank, financial institution or any other lender.
17.8 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. The Company in its Board Meeting dated August
5, 2022 has approved issue of FCCBs not more than U.S. $ 400 million, consisting of U.S. $ 1 million each, 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 5% p.a. on private placement basis. The FCCBs shall be convertible into approximately 25.84 Crore equity shares of
`10 each of the Company in accordance with the terms of the FCCBs, at a price of ` 123 (including a premium of ` 113)
per equity share.
18. Current Liabilities
Financial Liabilities - Borrowings
Particulars
Secured
(a) Working Capital Loans from Banks
(b)
Current Maturities of Long Term Debts
Unsecured
(c)
Inter Corporate Deposits
i. from Related Parties (Refer Note No 33)
ii. Others
Total (A) + (B)
18.1 Security:
(` in Crore)
As at
March 31, 2023
As at
March 31, 2022
(A)
(B)
399.44
2,715.26
3,114.70
375.36
3,214.91
3,590.27
114.35
17.76
132.11
115.04
17.27
132.31
3,246.81
3,722.58
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 including interest thereon from Banks of ` 399.44 Crore are overdue as at March 31, 2023. Further the
Company has delayed payments of interest and principal to the banks as detailed below:
Name of lender
Default as at March 31, 2023
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
376.83
1,647
State Bank of India
ICICI Bank
-
22.61
-
473
-
-
-
-
-
-
-
37.93
-
-
145
-
-
-
-
-
-
-
129129
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
18.3 The Company has not taken any new facility during the year.
19. Trade Payables
Particulars
As at March 31, 2023
As at March 31, 20222
Current Non-Current
Current Non-Current
(` in Crore)
(a)
Total outstanding dues to Micro and Small Enterprises
11.73
-
12.33
-
(b)
Total outstanding dues to Other than Micro and Small
Enterprises including Retention Payable
1,563.60
18.72
1,564.11
15.49
Total
1,575.33
18.72
1,576.44
15.49
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
(` in Crore)
As at
March 31, 2023
As at
March 31, 2022
i.
ii.
iii.
iv.
v.
vi.
vii.
viii.
Principal amount payable to suppliers as at the year end
11.73
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
-
-
-
-
-
-
-
12.33
2.13
-
-
-
2.13
2.13
2.13
19.1 Trade Payable Ageing Schedule:
As at March 31, 2023
Particulars
(a)
Dues to Micro and Small
Enterprises
(b) Due to others
i.
ii.
Disputed
Undisputed
130
Outstanding for following periods from the date of transaction
Not Due
Less than 1
Year
1 Year- 2
Year
2 Year – 3
Year
More than
3 Years
(` in Crore)
Total
3.31
8.41
-
-
-
-
-
-
29.41
189.74
62.57
60.42
-
11.73
850.79
389.39
850.79
731.53
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
As at March 31, 2022
Particulars
(a)
Dues to Micro and Small
Enterprises
(b) Due to others
i. Disputed
ii. Undisputed
20. Other Financial Liabilities
Particulars
(a)
Interest accrued and due
(b)
Interest Accrued but not due
(c) Unpaid Dividends
(d)
Financial Guarantee Obligation
Total
21. Other Liabilities
Particulars
Outstanding for following periods from the date of transaction
Not Due
Less than 1
Year
1 Year- 2
Year
2 Year – 3
Year
More than
3 Years
(` in Crore)
Total
5.84
2.50
1.95
2.04
12.33
-
-
-
-
-
38.54
230.52
77.25
75.66
690.22
467.41
690.22
889.38
(` in Crore)
As at March 31, 2023
As at March 31, 2022
Current
Non-Current
Current
Non-Current
1,230.53
61.20
7.74
-
1,299.47
-
-
419.29
419.29
573.05
244.50
10.29
-
827.84
-
-
313.78
313.78
As at March 31, 2023
As at March 31, 2022
Current Non-Current
Current Non-Current
(` in Crore)
(a) Advances received from Customers
153.17
1,234.10
(b) Amount due to customers for contract work
(c) Deposit from Customers
(d) Advances received against arbitration claims
(e) Dividend distribution tax payable
(f) Other Liabilities including Statutory Liabilities
301.95
-
531.57
-
552.31
-
0.19
-
-
157.28
480.42
-
190.00
19.61
609.76
1,237.06
-
0.07
-
Total
22. Provisions
Particulars
(a) Provision for Disputed Matters*
(b) Provision for Employee Benefit:
(c) Gratuity (Refer Note No. 42)
Total
1,539.00
1,234.29
1,457.07
1,237.13
(` in Crore)
As at March 31, 2023
As at March 31, 2022
Current Non-Current
Current Non-Current
-
160.00
0.02
0.02
-
160.00
-
-
-
160.00
-
160.00
* Represents provision made for 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.
131131
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
23.
Income Tax and Deferred Tax (Net)
23(a)Income tax expenses
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:
Decrease in deferred tax liabilities
Total deferred tax expense/(benefit)
Income tax expense
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
-
(6.20)
(6.20)
-
-
(6.20)
2.94
1.44
4.38
(0.05)
(0.05)
4.33
(A)
(B)
(A + B)
23(b) Reconciliation of tax expenses and the accounting profit multiplied by India’s tax rate
Particulars
Loss before income tax expense
Tax at the Indian tax rate of 31.20% (P.Y.: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
Tax on losses brought forward
DTA 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
recognized
Unused tax credit on business losses for which no deferred tax asset has been
recognized
Unused tax credit on Depreciation losses
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
(3,206.18)
(1,000.33)
(364.87)
(113.84)
(5.14)
796.50
201.78
7.19
-
(6.20)
(6.20)
(5.51)
21.88
89.63
7.84
2.89
1.44
4.33
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
256.05
256.62
1,181.93
1,048.88
40.16
33.00
132
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023 23(d) Deferred tax balances
The balance comprises temporary differences attributable to:
Particulars
Deferred tax liabilities on account of:
Fair Valuation of Property plant and Equipment and Intangible Assets -
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/Investments
Fair Valuation of Financial Instruments
Brought forward depreciation losses
Total Deferred Tax Assets
Net Deferred Tax (Assets)/Liabilities
(` in Crore)
As at
March 31, 2023
As at
March 31, 2022
25.12
22.14
47.26
11.43
792.04
98.95
40.16
942.58
(895.32)
28.49
23.57
52.06
14.15
29.98
71.16
33.00
148.29
(96.23)
As at March 31, 2023, the Company has net deferred tax assets of ` 895.32 Crore (` 96.23 Crore as at March 31, 2022). 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.
23(e) 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 2021-22: 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
i.
ii.
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
iii. Miscellaneous Income
Sub-total (A)
(b) Other Operating Income
i.
ii.
iii.
Provisions / Liabilities written back
Insurance Claim received
Other Income
Sub-total (B)
Total (A) + (B)
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
911.53
1,976.86
120.73
222.84
(102.11)
-
809.42
-
0.02
0.56
0.58
222.84
739.96
(517.12)
0.26
1,460.00
0.46
0.98
5.93
7.37
810.00
1,467.37
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 ` 2,350.36 Crore as at March 31, 2023, (` 2,624.31 Crore as at March 31, 2022) out of which ` 1,057.12
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.
133133
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
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
2022-23
228.82
37.51
(` in Crore)
2021-22
1,695.04
(315.83)
Transfers from contract assets recognised at the beginning of the year to receivables
(104.84)
(1,150.39)
Closing Contract Assets including retention receivable
161.49
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
2022-23
1,874.76
(186.88)
1.34
(` in Crore)
2021-22
2,608.23
(476.52)
(256.95)
Closing Contract Liabilities including advance from customer
1,689.22
1,874.76
24.4 Reconciliation of contracted prices with the revenue during the year:
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)
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)
2022-23
2021-22
(` in Crore)
8,263.64
383.66
(1,994.00)
6,653.30
809.42
(194.10)
615.32
3,687.62
2,350.36
6,653.30
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
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.
25. Other
Particulars
(a)
Interest Income on;
i.
Inter Corporate Deposits
ii. Fixed Deposits with Banks
iii. Others
134
Income:
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
99.90
4.79
22.91
112.66
3.82
9.42
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
Fair value gain on Financial Instruments through FVTPL / Amortised Cost
(b)
(c) Dividend Income
(d) Gain on foreign currency translations or transactions
(e) Provisions / Liabilities written back
(f)
(g) Gain on transfer of interest in Joint operation #
(h) Miscellaneous Income*
Profit on sale of Property, plant & equipments (net)
127.60
17.86
3.96
129.09
8.65
0.04
-
10.52
297.72
125.90
169.77
7.08
55.23
9.97
2.45
127.97
7.47
505.84
# Represent gain on transfer of participating interest in one of the Joint Operation i.e RInfra-Astaldi JV
26. Employee Benefit Expenses:
Particulars
(a)
Salaries, Wages and Bonus
(b)
Contribution to Provident Fund and other Funds (Refer Note No. 42)
(c) Workmen and Staff Welfare Expenses
27. Finance Costs:
Particulars
(a)
Interest and Finance Charges on
i. Debentures
ii. Working Capital and other Borrowings
(b)
Fair Value Change in Financial Instruments
(c) Other Finance Charges
28. Other Expenses:
Particulars
(a) Rent
(b) Power and Electricity
(c) Repairs and Maintenance
i. Buildings
ii. Plant and Machinery
iii. Other
(d)
Insurance
(e) Rates and Taxes
(f) Bank and LC/BG Charges
(g) Communication Expenses
(h) Provision for Doubtful Advances
(i)
Legal and Professional charges
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
62.57
3.81
5.07
71.45
73.03
4.43
6.23
83.69
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
327.53
343.45
670.98
105.51
25.09
801.58
187.41
328.52
515.93
101.23
37.46
654.62
(` in Crore)
Year ended
March 31, 2023
3.79
Year ended
March 31, 2022
12.21
41.08
40.11
1.89
2.36
0.96
6.88
1.86
0.07
0.98
49.30
53.86
0.39
0.40
1.53
8.92
5.41
0.13
9.16
-
59.57
135135
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
Particulars
(j)
Bad Debts
(k) Directors' Sitting Fees
(l) Miscellaneous Expenses
(m) Manpower Expenses
(n)
Loss on Sale of Investments/unexercise warrants
(o) Provision for Expected Credit Loss
29. Earnings Per Equity Share:
Particulars
(i)
Loss for Basic and Diluted Earnings per Share
before exceptional Items (a) (` in Crore)
after exceptional Items(b) (` in Crore)
(ii) Weighted average number of Equity Shares
For Basic Earnings per share (c)
For Diluted Earnings per share(d)
(iii)
Earnings per share (Face Value of `10 per share)
(a) Before Exceptional Items
Basic (a/c) `
Diluted (a/d) `
(b) After Exceptional Items
Basic (b/c) `
Diluted (b/d) `
(` in Crore)
Year ended
March 31, 2023
5.36
Year ended
March 31, 2022
7.73
0.34
15.32
3.05
100.12
3.20
290.42
0.39
38.92
1.36
27.96
31.96
246.15
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
(805.04)
(3,197.70)
(368.29)
(368.29)
285,115,753
26,29,90,000
285,115,753
26,29,90,000
(28.24)
(28.24)
(112.15)
(112.15)
(14.00)
(14.00)
(14.00)
(14.00)
During the previous year, the Company had allotted 8.88 Crore 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 would be anti-dilutive,
hence not considered
30. Disclosure pursuant to para 44 A to 44 E of Ind AS 7 - Statement of cash flows
Particulars
Long term Borrowings
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
Opening Balance (Including Current Maturities)
3,335.26
3,359.94
Impact of non-cash items
- Impact of Effective Rate of Interest
Repaid During the year
Closing Balance
4.57
(499.65)
2,840.18
4.41
(29.09)
3,335.26
136
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
Particulars
Short term Borrowings
Opening Balance
Impact of non-cash items
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
Interest paid to Lenders
Interest Accrued - Closing Balance
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
507.67
448.15
61.80
(37.92)
531.55
817.55
801.58
(4.57)
(105.51)
(217.32)
1,291.73
59.52
-
507.67
486.78
654.62
(4.41)
(101.23)
(218.21)
817.55
31. Contingent Liabilities and Commitments
(a) Contingent Liabilities:
i)
Claims against the Company not acknowledged as debts and under litigation aggregates to ` 1,650.24 Crore (March
31, 2022 - ` 1,264.96 Crore) .These include claim from suppliers aggregating to ` 561.83 Crore (March 31, 2022 -
` 22.14 Crore), income tax claims ` 563.29 Crore (March 31, 2022 - ` 724.47 Crore), indirect tax claims aggregating
to ` 438.16 Crore (March 31, 2022 - ` 443.80 Crore) and other claims `86.96 Crore (March 31, 2022 - ` 74.55
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.
ii) 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
through 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.
(b) Capital and Other Commitments:
i)
ii)
Uncalled liability on partly paid shares/warrants ` 10.70 Crore (March 31, 2022 - ` 558.20 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 financial year 2020-21, the Company, as a part of settlement with Yes Bank Limited, had sold its Investments
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.
137137
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
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)
2022-23
2021-22
0.78
-
0.78
0.78
0.05
0.83
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):
S.No. Name of Company
Delhi Airport Metro Express Private Limited (DAMEPL)
Mumbai Metro Transport Private Limited (MMTPL)
Mumbai Metro One Private Limited (MMOPL)
Reliance Energy Trading Limited (RETL)
PS Toll Road Private Limited (PSTRPL)
KM Toll Road Private Limited (KMTRPL)
HK Toll Road Private Limited (HKTRPL)
SU Toll Road Private Limited (SUTRPL)
TD Toll Road Private Limited (TDTRPL)
TK Toll Road Private Limited (TKTRPL)
DS Toll Road Limited (DSTRL)
NK Toll Road Limited (NKTRL)
GF Toll Road Private Limited (GFTRPL)
JR Toll Road Private Limited (JRTRPL)
CBD Tower Private Limited (CBDT)
Reliance Global Limited (RGL)
Reliance Cement Corporation Private Limited (RCCPL) (Ceased to be a subsidiary w.e.f March 27, 2023) #
Utility Infrastructure & Works Private Limited (UIWPL) (Ceased to be a subsidiary w.e.f March 31, 2022)
Reliance Smart Cities Limited (RSCL) (Ceased to be a subsidiary w.e.f March 27, 2023) #
Reliance Energy Limited (REL)
Reliance E-Generation and Management Private Limited (REGMPL) (Ceased to be a subsidiary w.e.f March
27, 2023) #
Reliance Defence Limited (RDL)
Reliance Cruise and Terminals Limited (RCTL)
BSES Rajdhani Power Limited (BRPL)
BSES Yamuna Power Limited (BYPL)
BSES Kerala Power Limited (BKPL)
Reliance Power Transmission Limited (RPTL)
Talcher II Transmission Company Limited (TTCL)
Latur Airport Limited (LAL)
Baramati Airport Limited (BAL)
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
138
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
S.No. Name of Company
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56
Nanded Airport Limited (NAL)
Yavatmal Airport Limited (YAL)
Osmanabad Airport Limited (OAL)
Reliance Airport Developers Limited (RADL)
Reliance Defence and Aerospace Private Limited (RDAPL)
Reliance Defence Technologies Private Limited (RDTPL)
Reliance SED Limited (RSL)
Reliance Propulsion Systems Limited (RPSL)
Reliance Defence System & Tech Limited (RDSTL)
Reliance Defence Infrastructure Limited (RDIL)
Reliance Helicopters Limited (RHL)
Reliance Land Systems Limited (RLSL)
Reliance Naval Systems Limited (RNSL)
Reliance Unmanned Systems Limited (RUSL)
Reliance Aerostructure Limited (RAL)
Reliance Defence Systems Private Limited (RDSPL)
Jai Armaments Limited (JAL)
Jai Ammunition Limited (JamL)
Reliance Velocity Limited (RVL)
Thales Reliance Defense System Limited (TRDSL)
Reliance Property Developers Private Limited (RPDPL) (Ceased to be a subsidiary w.e.f March 27, 2023)#
North Karanpura Transmission Company Limited (NKTCL)
Tamilnadu Industries Captive Power Company Limited (TICAPCO)
Dassault Reliance Aerospace Limited (DRAL)
Reliance Aero Systems Private Limited (RASPL)
Neom Smart Technology Private Limited (NEOM) (w.e.f. April 18, 2022)
# applied for strike off
(b) Other related parties where transactions have taken place during the year:
(i)
Associates
(including
Subsidiaries of
Associates)
1
2
3
4
5
6
7
8
9
10
11
12
13
Reliance Geothermal Power Private Limited (RGPPL)
Metro One Operations Private Limited (MOOPL)
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)
Chitrangi Power Private Limited (CPPL) ( w.e.f July 15, 2021)
Samalkot Power Limited (SaPoL) ( w.e.f July 15, 2021)
Rajasthan Sun Technique Energy Private Limited (RSTEPL) ( w.e.f July 15, 2021)
Dhursur Solar Power Private Limited (DSPPL) ( w.e.f July 15, 2021)
139139
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
14
Reliance Natural Resources Limited ( w.e.f July 15, 2021)
15. Urthing Sobla Hydro Power Limited (w.e.f. July 15, 2021)
(ii)
Joint Venture
Utility Powertech Limited (UPL)
(iii)
Investing Party 1.
Risee Infinity Private Limited
2.
Reliance Project Ventures and Management Private Limited (RPVMPL)
(iv)
(v)
Persons having
control over
investing party
Enterprises
over which
person
described in
(iv) has control
/ significant
influence
Shri Anil D Ambani and Family
1
2
3
4
5
6
7
8
9
10
11
Reliance Transport and Travels Private Limited (RTTPL)
Reliance Power Limited (RePL) ( up to July 14, 2021)
Rosa Power Supply Company Limited (ROSA) ( up to July 14, 2021)
Sasan Power Limited (SPL) ( up to July 14, 2021)
Vidarbha Industries Power Limited (VIPL) ( up to July 14, 2021)
Chitrangi Power Private Limited (CPPL) ( up to July 14, 2021)
Samalkot Power Limited (SaPoL) ( up to July 14, 2021)
Rajasthan Sun Technique Energy Private Limited (RSTEPL) ( up to July 14, 2021)
Dhursur Solar Power Private Limited (DSPPL) ( up to July 14, 2021)
Reliance Natural Resources Limited (up to July 14, 2021)
Urthing Sobla Hydro Power 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)
(I)
(i)
Statement of Profit and Loss Heads:
Income:
Dividend Received
(ii)
Interest earned
(II)
Expenses:
(i)
(ii)
Purchase of Power (Including Open Access Charges
(Net of Sales)
Purchase / Services of other items on revenue
account
(iii)
Interest Paid
(b)
(i)
Balance Sheet Heads (Closing Balances-Gross):
Trade payables, Advances received and other
liabilities for receiving of services on revenue and
capital account
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
-
-
40.92
34.86
-
-
-
-
-
-
3.96
7.08
54.27
40.95
41.08
29.95
3.36
3.81
4.24
3.02
2022-23
2021-22
0.85
0.85
1597.35
1,557.72
-
-
0.38
34.23
-
9.62
0.15
1.92
-
11.71
0.22
0.11
140
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
Particulars
Year
Subsidiaries
Investing
party,
Associates
and Joint
Ventures
(` in Crore)
Enterprises
over which
person
described
in (iv) has
significant
influence
(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)
(c)
(i)
(d)
(i)
Non Current Assets Held for sale and Discontinued
Operations
Contingent Liabilities (Closing balances):
Corporate guarantees
Transactions During the Year:
Corporate Guarantees and provided earlier - expired
/ encashed / surrendered
(ii)
Investments in Share Warrants
(iii)
ICD Given/assigned to
(iv)
ICD Returned by
(v)
Subordinate Debts given
(vi)
Investment in Equity Shares
(vii)
Subordinate Debts repaid
(viii)
ICD Converted in to Investment in Equity Shares
(ix)
Interest Receivable Converted into Investment in
Equity Shares
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
74.00
74.00
2,658.57
2,658.77
665.15
564.54
3,327.46
3,341.87
53.81
53.93
234.27
201.12
-
-
-
-
544.94
544.94
40.35
40.35
970.84
813.59
414.32
547.51
-
-
2,849.68
2,666.15
10.97
74.82
-
182.50
15.95
11.71
-
-
2022-23
2021-22
1,824.51
1,283.92
178.41
178.41
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
51.21
10.00
-
-
-
-
-
182.50
113.03
216.69
12.37
200.00
-
139.94
-
-
-
-
-
-
-
-
-
595.00
30.84
80.51
-
-
-
-
-
-
133.20
573.70
118.11
-
-
0.69
-
-
3.42
3.42
-
-
-
-
1.27
0.89
-
-
-
0.28
-
-
-
67.44
67.24
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
141141
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023 d) Details of Material Transactions with Related Party
(i)
Transactions during the year (Balance Sheet heads)
2022-23
Investment in Equity share of RePL ` 335.08 Crore through conversion of ICD and interest receivable
2021-22
Investment in Equity share of RePL ` 595.00 Crore through conversion of ICD and interest receivable.
(ii) Balance sheet heads (Closing balance - Gross)
2022-23
Trade payable, advances received and other liabilities CPPL ` 911.03 Crore, DSPPL ` 330.34 Crore and SPL
` 274.17 Crore . Investment in Equity of RePL ` 970.45 Crore, MMOPL ` 761.48 Crore, SUTRPL ` 209.69
Crore, TKTRPL ` 144 Crore,GFTRPL ` 195.12 Crore, CBDT ` 169.49 Crore, BKPL 82.81 Crore, BRPL ` 530.40
Crore and BYPL ` 283.56 Crore . ICD given to RePL ` 414.32 Crore and MMOPL ` 283.79 Crore . Subordinate
debt given to PSTL ` 1,078.51 Crore, DAMEPL ` 787.53 Crore, HKTRPL ` 302.26 Crore, GFTRPL ` 128.59
Crore, JRTRPL ` 156.18 Crore, TKTRPL ` 215.04 Crore, NKTRL ` 190.27 Crore and MMOPL ` 209.65 Crore
. Trade Receivables, Advances given and other receivables for rendering services SaPoL ` 2,845.36 Crore. Non
Current Assets Held for sale and Discontinued Operations of KMTL ` 544.94 Crore.
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.
(iii) Guarantees and Collaterals
2022-23
Corporate Guarantee PSTL ` 796.41 Crore, TDTRPL ` 401.03 Crore, TKTRPL ` 295.23 Crore, JRTR ` 227.69
Crore and RePL ` 177.85 Crore outstanding as at March 31, 2023.
2021-22
Corporate Guarantee PSTL ` 786.71 Crore and JRTR ` 307 Crore outstanding as at March 31, 2022.
d)
Detail of transactions with Key Management Personnel (KMP) and their relative:
Name
Category
Years
Remuneration
Shri Punit Garg
Executive Director and Chief Executive Officer
Shri Paresh Rathod
Company Secretary
Shri Vijesh Babu Thota
Chief Financial Officer (w.e.f April 12, 2022)
Shri Sandeep Khosla
Chief Financial Officer (up to April 12, 2022)
Shri Pinkesh Shah
Chief Financial Officer (up to September 30, 2021)
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
0.25
2.49
0.71
0.52
0.82
-
0.05
0.38
-
0.47
*Remuneration does not include post-employment benefits, as they are determined on an actuarial basis for the
Company as a whole.
142
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
f) Details of Transactions with Person having Control: Sitting fees paid NIL during the year 2022-23 (2021-22: ` 0.03
Crore.
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.
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.
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.
(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.
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. 31 above.
(* Share of RNRL has since been demerged to 4 Companies of Reliance Power Limited).
(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. Company has entered into subcontract agreement with Milan Road Buildtech LLP (MILAN) for
balance project work with effective date from 01st October 2021.
iv) 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.
143143
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
Disclosure of the Company’s share in Joint Controlled Operations:
Name & location of the Field in the Joint Venture
Note No
SP-(North) – CBM - 2005 / III, Sohagpur, Madhya
Pradesh
MZ-ONN-2004 / 2, Mizoram
Rinfra Astaldi Joint Venture (Metro), Mumbai,
Maharastra
Kashedighat Parshuram Village , Maharashtra
34(i)
34(ii)
34(iii)
34(iv)
Participating Interest
(%) March 31, 2023
Participating Interest
(%) March 31, 2022
55 %
55 %
Terminated
Terminated
74%
90%
74%
90%
The Company’s shares in respect of assets, liabilities, Income and expenditure for the year have been accounted as
under.
(` in Crore)
Particulars
2022-23
2021-22
Kashedighat
JV
Mizo
Block
CBM
Block
Rinfra
Astaldi
Joint
Venture
(Metro)
Reliance
Astaldi
JV
(VBSL)#
Kashedighat
JV
Mizo
Block
CBM
Block
Rinfra
Astaldi
Joint
Venture
(Metro)
Reliance
Astaldi
JV
(VBSL)#
(a)
Income
(b) Expenses
(c)
(d)
(e)
Non
Current
Assets
Current
Assets
Non
Current
Liabilities
(f)
Current
Liabilities
0.28
0.98
2.53
68.25
64.33
10.13
-
-
-
-
-
-
40.84
41.40
@
5.07
3.28
16.05
-
-
-
-
-
-
@ ` 11,699 (FY 2021-22: ` 7,360)
# ceased to be joint operation as at January 17, 2022
35. Segment Reporting
(a) Description of segments and principal activities
53.30
44.95
110.43
-
53.64
44.56
106.78
0.24
-
-
-
3.45
-
-
-
-
@
24.23
0.05
17.22
-
-
-
-
-
-
-
3.45
-
-
3.45 104.65
-
-
64.33
47.30
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 ` 502.90 Crore (Previous Year: ` 1,136.23 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. 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, Ms.Chhaya Virani and Shri Punit Garg as members.
The CSR Committee has formulated a Corporate Social Responsibility Policy (CSR policy) indicating the CSR activities to be
144
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
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 calculated as per the provisions
of the Act.
37. Investment in Delhi Airport Metro Express Private Limited
Hon’ble Supreme Court on September 9, 2021 upheld the arbitral award dated May 11, 2017 in favour of Delhi Airport Metro
Express Private Limited (DAMEPL), a subsidiary of the Company, in dispute with Delhi Metro Rail Corporation Limited (DMRC),
consequent to DAMEPL’s termination of the Concession Agreement for the Airport Metro. DMRC was directed to pay DAMEPL
` 2,945 crore and pre-award and post-award interest.
On March 17, 2023 the Hon’ble Delhi High Court (DHC) directed Government of India (GOI) & Government of National
Capital Territory, Delhi (GONCTD) to provide sovereign guarantee/ subordinate debt to DMRC by March 31, 2023 so as to
enable it to satisfy the Award by April 30, 2023. Alternatively, the order directed GOI to return the funds repatriated by DMRC
after March 10, 2022 order, by March 31, 2023, so that DMRC could then pay the entire remaining amount to DAMEPL
forthwith. The order along with modified order dated March 29, 2023, further directed attachment of DMRC’s all accounts
excluding salary and O&M expenses by April 1, 2023 if the aforesaid options failed to materialize, and the Court reserved its
right to issue further directions to GOI and GONCTD to satisfy the Award.
The GOI and GONCTD filed Special Leave Petitions (SLPs) before the Supreme Court. DAMEPL has also filed a SLP challenging
the review order dated March 29, 2023. The 3 SLPs were heard on April 10, 2023 by the Bench headed by the Chief Justice
of India and will be next heard on July 14, 2023. DMRC’s curative petition against the dismissal of its review petition relating
to the judgement dated September 09, 2021 is also listed before the Supreme Court on July 20, 2023. In view of the above,
DAMEPL has continued to prepare its financial statement on a ‘Going Concern’ basis.
DMRC had so far paid ` 2,599.17 crore to DAMEPL, as per Hon’ble Delhi High Court’s interim orders so far. DAMEPL has
utilised the amount for reducing its debt.
38. The Reliance Group of companies of which the Company is a part, supported an independent Company (“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, 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 of its debentures and inter corporate deposits given. The total exposure of the Company as on March 31, 2023
is ` 6,505.29 crore (net of provision of ` 3,972.17 crore). The Company had also provided corporate guarantees aggregating
to ` 1,775 crore. The activities of EPC Company have been impacted by the reduced project activities of the companies of
the Reliance Group.
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 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 is adequate to deal with any contingency relating to recovery from the
EPC Company. The Company had 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 Item for the year ended March 31, 2023 includes:
i)
ii)
iii)
The Company has net receivables aggregating to ` 1,621.15 crore from Reliance Power Group as on March 31, 2023.
Management has recently performed an assessment of these receivables and based on the assessment the same has
been provided and considered as exceptional item for the year ended March 31, 2023.
KM Toll Road Private Limited (KMTR), a subsidiary 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. Management
has recently performed an assessment of exposure in KMTR of ` 544.94 crore and based on the assessment the same
has been provided and considered as exceptional item for the year ended March 31, 2023.
JR Toll Road Private Limited (JRTR), a wholly owned subsidiary, has been awarded the Concession on Build, Operate,
and Transfer (BOT) basis, Jaipur Reengus section of National Highway No. 11 in the state of Rajasthan. During the
year, NHAI has wrongfully terminated the Concession Agreement w.e.f. December 15, 2022 alleging defaults related
to certain contractual obligations. In December 2022, JRTR filed a petiotion u/s 9 of the Arbitration and Conciliation
Act, 1996 against the NHAI in Hon’ble Court of Delhi High Court (DHC) for interim protection on account of wrongful
termination, which was dismissed by DHC vide order dated May 19, 2023. Considering the above facts, total exposure
of ` 226.56 crore in the JRTR has been provided and considered as exceptional item for the year ended March 31,
145145
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
2023.
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 is 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 net exposure aggregating to `2,781.28 crore in its eight subsidiaries (road SPVs) as on March 31, 2023.
Management has recently performed an impairment assessment against these exposures, by considering inter-alia the
valuation of these subsidiaries carried out by independent external valuation expert. 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 etc. The Company is confident of recovering its entire investments in road SPVs. Accordingly,
based on the assessment and external valuation report, impairment of said exposure is not considered.
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
(` in Crore)
2022-23
2021-22
2.55
0.28
0.31
0.65
0.02
3.09
0.29
0.38
0.64
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.
146
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
Particulars
Starting Period
Date of Reporting
Assumptions
Expected Return On Plan Assets
Rate of Discounting
Rate of Salary Increase
Rate of Employee Turnover
Mortality Rate During Employment
Mortality Rate After Employment
Change in the Present Value of Defined Benefit Obligation
Present value of Benefit Obligation at the beginning of the year
Liability Transferred Out
Interest Cost
Current Service Cost
Benefit Paid From the Fund
Actuarial (Gain) / Losses on Obligation- Due to Change in Financial Assumptions
Actuarial (Gain) / Losses on Obligation- Due to Change in Demographic
Assumptions
Actuarial (Gain) / Losses on Obligation-Due to Experience
Present Value of Benefit Obligation at the end of the year
Change in the Fair Value of Plan Assets
Fair Value of Plan Asset at the beginning of the year
Asset Transferred In / Out
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
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
(` in Crore)
Gratuity for
the year ended
March 31,
2023-Funded
Gratuity for
the year ended
March 31,
2022-Funded
April 01, 2022
April 01, 2021
March 31, 2023 March 31, 2022
7.29%
7.29%
9.00%
25.00%
6.41%
6.41%
7.00%
15.00%
Indian Assured
Lives Mortality
(2012-14)
Urban
Indian Assured
Lives Mortality
(2012-14) Urban
N.A.
N.A.
As at
March 31, 2023
As at
March 31, 2022
22.74
-
1.42
1.34
(2.58)
0.52
(0.30)
1.42
24.56
26.02
0.03
1.63
0.08
(2.58)
(0.64)
24.54
(24.56)
24.54
(0.02)
(0.02)
0.02
-
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
-
-
-
147147
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023 Particulars
Expenses Recognized in the Statement of Profit and Loss
Current Service Cost
Net Interest Cost/(Income)
Expenses Recognised
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
(` in Crore)
Gratuity for
the year ended
March 31,
2023-Funded
Gratuity for
the year ended
March 31,
2022-Funded
1.34
(0.21)
1.13
1.64
0.64
2.28
1.44
(0.13)
1.31
0.30
0.61
0.91
97.01%
2.99%
95.81%
4.19%
Prescribed Contribution For Next Year
-
-
Maturity Analysis of Project Benefit Obligation : From Fund
Projected Benefit in Future Years from the Date of Reporting
Within next 12 months
Between 2 to 5 years
Beyond 6 years
Sensitivity Analysis
7.96
15.33
5.72
7.15
10.80
11.00
Present value of Defined Benefits Obligation at the end of the year
24.56
22.74
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%
(1.91%)
2.02%
1%
1.97%
(1.89%)
1%
(0.18%)
0.19%
1%
(2.95%)
3.17%
1%
3.12%
(2.95%)
1%
(0.16%)
0.17%
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.
148
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
Gratuity Plan for Jointly Controlled Operations- Unfunded
The Gratuity plan in the Jointly Controlled Operation of the Company viz RInfra Astaldi Joint Venture (Metro) is unfunded.
During the year gratuity expenses of ` Nil ( ` 0.05 Crore for the Financial Year 2021-22) has been provided in
statement of profit and loss and liability as at March 31, 2023 is Nil ( Nil as at March 31, 2022).
Risk Exposure:
Investment Risk: The Present value of the defined benefit plan liability is calculated using a discount rate which is
determined by reference to market yields at the end of reporting period on government bonds. If the return on plan
asset is below this rate, it will create plan defecit.
Interest Risk: A decrease in the bond interest rate will increase the plan liability: however, this will be partially offset by
an increase in th return on the plan debt investment.
Liquidity Risk: The present value of the defined plan liability is calculated by reference to the best estimate of the
mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan
participants will increase the plan’s liability.
Salary Risk: The present value of the defined plan liability is calculated by reference to the future salaries of plan
participants. As such, an increase in the salary of the plan participants will increase the plan’s liability.
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)
Name
Sr.
No.
Subsidiaries:
Closing Bal Amt O/s
as at
Max Amt O/s during
the year
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
(` in Crore)
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
Mumbai Metro One Private Limited*
283.79
283.79
283.79
283.79
Mumbai Metro Transport Private Limited
Delhi Airport Metro Express Private Limited
PS Toll Road Private Limited
Reliance Airport Developers Limited
TK Toll Road Private Limited
JR Toll Road Private Limited
GF Toll Road Private Limited
Reliance Land System Limited
Reliance Aero System Private Limited
Reliance Defence Technologies Private Limited
BSES Kerala Power Limited
Reliance Defence and Aerospace Private
Limited
Baramati Airport Limited
Latur Airport Limited
Nanded Airport Limited
Osmanabad Airport Limited
Yavatmal Airport Limited
0.05
69.06
75.50
0.05
7.33
52.52
1.50
0.01
0.02
0.02
2.21
0.06
0.44
0.38
7.87
0.16
0.43
Reliance Aerostructure Limited *
104.25
Jai Aramaments Limited*
Reliance Velocity Limited
Reliance Defence Infrastructure Limited
CBD Tower Private Limited
Reliance SED Limited
Reliance Helicopters Limited
-
4.81
0.08
0.16
0.01
0.01
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
0.05
69.06
75.50
0.05
7.33
52.52
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
0.05
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
40.21
0.08
0.16
0.01
0.01
149149
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
Name
Sr.
No.
26
27
28
29
30
Reliance Cement Corporation Private Limited $
Reliance E Generation and Management Private
Limited $
Talcher II Transmission Company Limited
North Karanpura Transmission Co. Limited
Reliance Power Transmission Ltd
Associate Company
31
Reliance Power Limited*
Closing Bal Amt O/s
as at
Max Amt O/s during
the year
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
(` in Crore)
-
-
0.13
0.11
51.21
0.02
0.02
0.02
-
-
0.02
0.02
0.13
0.11
51.21
0.02
0.02
0.02
-
-
414.32
547.51
547.51
1,121.22
* Except for these, all loans and advances stated are interest free
$ Applied for strike off
There are no investments by loanees as at March 31, 2023 in the shares of the Company and Subsidiary Companies.
As 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 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 and where certain amounts have also fallen due. The
Company has repaid substantial debt in the earlier financial years as well as certain debt repayments in the current financial
year and is confident of meeting balance obligations by way of time bound monetisation of its assets and receipt of proceeds
from various arbitral awards and claims including receivables from Delhi Airport Metro Express Private Limited (DAMEPL).
Accordingly, notwithstanding the dependence on these uncertain events, the Company continues to prepare its Standalone
Financial Statement on a ‘Going Concern’ basis.
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 ` 3.79 Crore as lease rental for the financial year
2022-23 (` 12.21 Crore for the financial year 2021-22).
46. Fair Value Measurement and Financial Risk Management
(A)
(a)
Fair Value Measurement
Financial Instruments by category
Particulars
As at March 31, 2023
As at March 31, 2022
(` in Crore)
FVTPL
FVOCI
Amortised
cost
FVTPL
FVOCI
Amortised
cost
Financial Assets
Investments
- Equity instruments
- Subordinate debt-Debt Instruments
- Mutual Fund
- Preference shares
- Debentures
Trade Receivables
Inter Corporate Deposits
Security Deposits
150
0.60
-
-
696.11
1,399.51
-
-
-
-
-
-
-
-
-
-
-
-
3.73
209.65
-
-
-
1.77
696.11
- 1,432.79
1,389.41
5,079.01
15.23
-
-
-
-
-
-
-
-
-
-
-
-
193.22
-
-
-
2,927.60
5,166.35
16.84
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
Particulars
As at March 31, 2023
As at March 31, 2022
(` in Crore)
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
Unpaid Dividend Account
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
(b)
Fair value hierarchy
FVTPL
FVOCI
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Amortised
cost
0.57
36.49
0.14
1,558.28
307.84
269.39
7.74
4.82
FVTPL
FVOCI
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Amortised
cost
1.08
341.40
0.12
1,584.81
58.93
88.91
10.29
2.62
2,096.22
-
8,878.57 2,134.40
- 10,392.17
-
-
-
419.29
-
419.29
-
4,657.58
1,594.05
5.88
-
-
-
-
313.78
7.74
-
6,265.25
313.78
-
-
-
-
-
-
-
-
-
-
-
4,597.77
1,591.93
62.71
-
10.29
6,262.70
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, 2023
Level 1
Level 2
Level 3
Total
(` in Crore)
Financial instruments at FVTPL
Unquoted equity instruments
Quoted Mutual Fund
Preference shares
Debentures
Financial Guarantee Obligations
-
-
-
-
-
-
-
-
-
-
0.60
-
0.60
-
696.11
696.11
1,399.51
1,399.51
419.29
419.29
Assets and Liabilities for which fair values are disclosed as at
March 31, 2023
Level 1
Level 2
Level 3
Total
Financial Liabilities
Borrowings (including Interest)
-
-
4,657.58
4,657.58
Assets and Liabilities measured at fair value - recurring fair value
measurements as at March 31, 2022
Level 1
Level 2
Level 3
Total
Financial instruments at FVTPL
Unquoted equity instruments
-
-
3.73
3.73
151151
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
Quoted Mutual Fund
Preference shares
Debentures
Financial Guarantee Obligations
1.77
-
-
-
-
-
-
-
-
74.51
696.11
696.11
1,432.79
1,432.79
313.78
313.78
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 interest)
There were no transfers between any levels during the year
-
-
4,597.77
4,597.77
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, 2021
Other fair value gains / (losses) recognised during the year
Financial assets sold during the year
As at March 31, 2022
Other fair value gains / (losses) recognised during the year
Financial assets sold during the year
As at March 31, 2023
(e)
Fair value of financial assets and liabilities measured at amortised cost
Financial Assets
(` in Crore)
Financial Liabilities
(` in Crore)
2,352.92
(30.39)
(189.90)
2,132.63
(36.00)
(0.41)
2,096.22
212.55
(101.23)
-
313.78
(105.51)
-
419.29
(` in Crore)
Particulars
Financial Liabilities
As at March 31, 2023
As at March 31, 2022
Carrying
amount
Fair value
Carrying
amount
Fair
value
Borrowings (including finance lease obligations and interest
accrued thereon)
4,657.58
4,657.58
4,597.77
4,597.77
152
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
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
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
Equity Instruments
0.60
3.73
March 31, 2023
March 31, 2022
Valuation Techniques Significant unobservable
inputs and range
(` in Crore)
Earnings/EBIDTA
Multiple Method
Earning growth Factor
7% to 9%
Preference Shares
696.11
696.11
Discounted Cash Flow
Debentures
1,399.51
1,432.79
Discounted Cash Flow
Financial Guarantee
Obligation
419.29
313.78
Credit Default Swap
(CDS)
Discount rate: 11% to
13%
Discount rate: 11% to
13%
5 Years Credit Default
Swap (“CDS”) spread of
Sovereign Bond
(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
153153
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
(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, 2023:
Expected credit loss for financial assets where general model is applied
Particulars
Asset group
Financial
assets for
which credit
risk has / has
not increased
significantly
since initial
recognition
Loss
allowance
measured at
12 month
/Life time
expected
credit losses
Security
deposits
Interest
& Other
receivables
Inter
Corporate
Deposits
(` in Crore)
Expected
probability
of default
Expected
credit
losses
Carrying
amount net
of provision
Internal
credit
rating
Estimated
gross
carrying
amount at
default
Rating 1
15.23
0%
NIL
15.23
Rating 2
1,741.15
8%
145.67
1,595.48
Rating
2 / 3
8,963.68
43% 3,884.67
5,079.01
Year ended March 31, 2022
Expected credit loss for financial assets where general model is applied
Particulars
Asset group
(` in Crore)
Expected
probability
of default
Expected
credit
losses
Carrying
amount net
of provision
Internal
credit
rating
Estimated
gross
carrying
amount at
default
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 & Other
receivables
Rating 1
16.84
0%
NIL
16.84
Rating 2
2,070.45
7%
143.03
1,927.42
Inter Corporate
Deposits
Rating
2 / 3
8,995.49
43% 3,829.14
5,166.35
154
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
(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, 2021
Changes in loss allowance
Loss allowance as at March 31, 2022
Changes in loss allowance
Loss allowance as at March 31, 2023
(` in Crore)
Lifetime expected credit
losses measured using
simplified approach
63.96
32.12
96.08
1,629.33
1,725.41
(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, 2021
Add / (Less): Changes in loss allowances
Loss allowance as at March 31, 2022
Add / (Less): Changes in loss allowances
Loss allowance as at March 31, 2023
(b)
Liquidity risk
(` in Crore)
Loss allowance
measured at 12 month
expected losses
3,972.17
-
3,972.17
55.53
4,027.70
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.
155155
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
(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, 2023
Less than
1 year
More than 1
year
Non-derivatives
Borrowings*
Trade payables (Including Retention payable)
Financial guarantee obligation
Other finance liabilities
Total non-derivative liabilities
4,493.51
1,575.33
-
7.74
431.08
18.72
419.29
-
6,076.58
869.09
6,945.67
Contractual maturities of financial liabilities
March 31, 2022
Less than 1 year
More than 1
year
Borrowings*
Trade payables (Including Retention payable)
Financial guarantee obligation
Other finance liabilities
Total non-derivative liabilities
4,453.94
1,576.44
-
10.29
431.08
15.49
313.78
-
6,040.67
760.35
6,801.02
(` in Crore)
Total
4,924.59
1,594.05
419.29
7.74
Total
4,885.02
1,591.93
313.78
10.29
*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, 2023
As at March 31, 2022
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
30.16
1.09
41.06
-
6.84
6.84
-
-
-
-
2.47
2.47
9.81
29.34
1.28
40.43
0.20
7.12
7.32
-
1.33
-
1.33
2.47
2.47
The outstanding SEK denominated balance being insignificant has not been considered.
156
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
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 loss before tax (` in Crore)
March 31, 2023
March 31, 2022
168.71
(168.71)
144.81
(144.81)
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, 2023 and March 31, 2022, 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, 2023
2,137.70
1,234.03
3,371.73
(` in Crore)
As at
March 31, 2022
2,525.98
1,316.95
3,842.93
As at the end of the reporting period, the Company had the following variable rate borrowings outstanding:
March 31, 2023
March 31, 2022
Particulars
Weighted
average
interest rate
Balance
(` in Crore)
% of total
loans
Weighted
average
interest rate
Balance
(` in Crore)
% of total
loans
Borrowings
12.16%
2,137.70
63.40%
11.95%
2,525.98
65.73%
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 profit before tax
March 31, 2023 March 31, 2022
(21.38)
4.28
(25.26)
5.05
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.
157157
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
(b)
Sensitivity
Particulars
Price increase by 10%
Price decrease by 10%
47. Capital Management
(` in Crore)
Impact on other components of equity
March 31, 2023
March 31, 2022
0.06
(0.06)
0.37
(0.37)
(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.
48. Financial Performance Ratio
Ratio
Numerator
Denominator
Current Ratio (In times)
Debt-Equity Ratio
Debt Service Coverage Ratio (In
times)
(in
Current Assets
times) Total Debts
Earnings before Interest,
Tax, depreciation
& amortisation and
exceptional items
Earnings before Interest,
Tax and exceptional
items
Current Liabilities
Total Equity
Interest and
Principal
Repayment of
Long Term Debt
within one year
Interest Expenses
Total Equity
Interest Service Coverage Ratio
(In times)
Return on Equity Ratio (in %) Profit for the year
Inventory turnover ratio (In
times)
Trade Receivables turnover ratio
(In times)
Trade payables turnover ratio (In
times)
Revenue from Operation Average Inventory
Revenue from Operation Average Trade
Receivable
Average Trade
Payable
Total construction
material consumed &
sub-contracting charges
and other expenses
Revenue from Operation Working Capital
Net capital turnover ratio (In
times)
Net profit ratio (in %)
Profit after Tax
Return on Capital employed (in
%)
Return on investment (in %) Income Generated from
Profit before tax and
Finance Cost
Invested Fund
Revenue from
Operation
Capital Employed
Average
Investment
As at March
31, 2023
As at March
31, 2022
Variance #
1.16
0.46
0.01
1.33
0.37
0.09
(13.06)%
23.95%
(94.05)%
0.03
0.84
(96.49)%
-43.49
*
-3.63 -(1,097.57)%
*
*
0.38
0.54
0.50
(24.95)%
0.94
(42.50)%
0.20
0.25
(18.83)
-394.78% -25.16% (1,669.07)%
-0.22
0.02
(1,220.09)%
-
-
-
* 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 exceptional loss during the current year as compare to
previous year.
158
Reliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023
49. The figures for the previous year ended March 31, 2022 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 @.
50. 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 Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No: 101720W/W100355
Gaurav Jain
Partner
Membership No. 129439
Place : Mumbai
Date : May 30, 2023
For and on behalf of the Board
S S Kohli
Sateesh Seth
Manjari Kacker
K Ravikumar
Chhaya Virani
Punit Garg
DIN – 00169907
DIN - 00004631
DIN – 06945359
DIN - 00119753
DIN – 06953556
DIN - 00004407
Vijesh Babu Thota
Paresh Rathod
Place : Mumbai
Date : May 30, 2023
} Directors
Executive Director and Chief Executive Officer
Chief Financial Officer
Company Secretary
159159
Reliance Infrastructure LimitedReliance Infrastructure LimitedNotes to the standalone financial statements for the year ended March 31, 2023 ANNEXURE I
Statement on Impact of Audit Qualifications submitted along-with Annual Audited Standalone Financial Results
Statement on Impact of Audit Qualifications for the Financial Year ended March 31, 2023
[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 loss for the year after tax
Earnings Per Share (`) after exceptional items
Total Assets
Total Liabilities
Net Worth
Total Equity
II
Audit Qualification (each audit qualification separately):
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)
1,107.72
4,311.62
(3,197.70)
(112.15)
17,474.31
10,122.25
6,706.06
7,352.06
1,107.72
4,311.62
(3,197.70)
(112.15)
17,474.31
10,122.25
1,681.18
7,352.06
a.
b.
c.
Details of Audit Qualification:
1. We refer to Note 9 to the standalone financial results regarding the Company’s exposure to an EPC Company
as on March 31, 2023 aggregating to ` 6505.29 Crore (net of provision of ` 3,972.17 Crore). Further, the
Company had 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, its subsidiaries and its
associates, the EPC Company will be able to meet its obligation.
As referred in the above note, the Company had 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, recoverability and possible obligation towards the Corporate
Guarantees given. Accordingly, we are unable to determine the consequential implications arising there from in
the standalone financial results of the Company.
2. We refer to Note 10 of the Standalone financial results wherein the loss on invocation of shares and/or fair
valuation of shares held as investments 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 instead of 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, 2022 and March 31, 2023 would have been lower by ` 5,024.88
Crore.
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
Item II(a)(1) - Since year ended
March 31, 2019
Item II(a)(2) - Since year ended
March 31, 2020
160
Reliance Infrastructure Limited
ANNEXURE I
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 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 investments 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.
e.
For Audit Qualification(s) where the impact is not quantified by the auditor (with respect to II(a)(1) above:
(i) Management’s estimation on the impact of audit qualification:
Not Determinable
(ii)
If management is unable to estimate the impact, reasons for the same:
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 (“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, 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 of its debentures and inter corporate deposits given.
The total exposure of the Company as on March 31, 2023 is `6,505.29 crore (net of provision of ` 3,972.17
crore). The Company had also provided corporate guarantees aggregating to ` 1,775 crore. The activities of EPC
Company have been impacted by the reduced project activities of the companies of the Reliance Group.
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 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 is adequate to deal with any contingency
relating to recovery from the EPC Company. The Company had 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
VijeshThota
K Ravikumar#
(Executive Director and Chief Executive Officer )
(Chief Financial Officer)
(Audit Committee Meeting Chairman)
Statutory Auditors
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No:101720W /W100355
Gaurav Jain
Partner
Membership No. 129439
UDIN: 23129439BGXZQL6672
Place: Mumbai
Date: May 30, 2023
# Present in the meeting through audio visual means
161161
Reliance Infrastructure LimitedReliance Infrastructure Limited
Consolidated Financial
Statement
162
Reliance Infrastructure Limited Independent Auditor’s Report on the Consolidated Financial Statements
To the Members of Reliance Infrastructure Limited
Report on the Audit of the Consolidated Financial Statements
Disclaimer of Opinion
statements of Reliance
We were engaged to audit the accompanying consolidated
financial
Infrastructure Limited
(hereinafter referred to as the ‘Parent Company”) and its
subsidiaries (Parent Company and its subsidiaries together
referred to as “the Group”), its associates and its joint venture
which comprise the consolidated balance sheet as at March 31,
2023, the consolidated statement of profit and loss (including
other comprehensive income), consolidated statement of
changes in equity and consolidated statement of cash flows for
the year then ended, and notes to the consolidated financial
statements, including a summary of significant accounting
policies and other explanatory information (hereinafter referred
to as “the consolidated financial statements”).
We do not express an opinion on the accompanying consolidated
financial statements of the Group. Because of the significance
of the matters described in the Basis for Disclaimer of Opinion
section of our report, we have not been able to obtain sufficient
appropriate audit evidence to provide a basis for an audit opinion
on these consolidated financial statements.
Basis for Disclaimer of Opinion
1.
We refer to Note no. 31 to the consolidated financial
statements regarding the Parent Company has exposure
to an EPC Company as on March 31, 2023 aggregating
to ` 6505.29 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, its
subsidiaries and its associates, the EPC Company will be
able to meet its obligation.
3.
March 31, 2020 was adjusted against the capital reserve/
capital reserve on consolidation instead of 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,
2022 and March 31, 2023 would have been lower by
` 5,312.02 Crore, capital reserve and capital reserve on
consolidation of the Group as at March 31, 2022 and
March 31, 2023 would have been higher by ` 5,024.88
Crore and ` 287.14 Crore respectively .
We draw attention to Note no. 35(b) of the consolidated
financial statement which sets out the fact that, Vidarbha
Industries Power Limited (VIPL), wholly owned subsidiary
company of Reliance Power Limited (RPower) an
associate of the Parent Company, has incurred losses
during the year ended March 31, 2023 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 certain lenders has filed an application
under the provision of Insolvency and Bankruptcy Code
and Debt Recovery Tribunal. 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 for the factors
stated in the aforesaid note. The auditors of Reliance
Power Limited (Rpower) 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 the events
and conditions more explained in the Note 35(b) of the
consolidated financial statement does not adequately
support the use of going concern assumption in preparation
of the financial statement of VIPL. This has been referred
by Rpower auditors as a Qualification in their audit report
on consolidated financial statements.
Emphasis of matter
As referred 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.
1.
a.
b.
2.
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 held
as investments in Reliance Power Limited (RPower)
aggregating to ` 5,312.02 Crore for the year ended
We draw attention to Note no. 8, 27, 29 and 36 to the
consolidated financial statements in respect of:
Delhi Airport Metro Express Private Limited (DAMEPL)
which has significant accumulated losses and The Hon’ble
Supreme Court has concluded the hearing and upheld
the order in relation to an arbitration award in favour of
DAMEPL. The financial statements of DAMEPL have been
prepared on a going concern basis for the reasons stated
in Note no. 27.
Mumbai Metro One Private Limited (MMOPL) whose
net worth has been eroded and, as at the year end, has
an overdue obligation payable to lenders and MMOPL’s
current liabilities exceeded its current assets. These events
or conditions, along with other matters as set forth in
Note no. 29(a) to the consolidated financial statements,
indicate that an uncertainty exists that may cast significant
163
Reliance Infrastructure Limited
Independent Auditor’s Report on the Consolidated Financial Statements
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), which indicates that
due to the inability of GFTR to repay the overdue amount
of instalments, 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. 29(b)
to the consolidated financial statements, indicate that
an 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 continuously incurred losses and as on date
the current liabilities exceed the current assets. These
conditions along with other matters set forth in Note no.
29(c) to the consolidated financial statements, indicate
that a 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 continuously incurred losses and as on date
the current liabilities exceed the current assets. These
conditions along with other matters set forth in Note no.
29(d) to the consolidated financial statements, indicate
that a 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.
HK Toll Road Private Limited (HKTR), which indicates that
HKTR has continuously incurred losses and as on date
the current liabilities exceed the current assets. These
conditions along with other matters set forth in Note
29(e) to the consolidated financial statements, indicate
that an uncertainty exists that may cast significant doubt
on HKTR’s ability to continue as a going concern. However,
the financial statements of HKTR 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 invoked Arbitration against NHAI on March 11,
2023, for resolution of disputes relating to termination
of concession agreement and other legitimate claims
under concession agreement. These conditions along with
other matters set forth in Note 36(iii) to the consolidated
financial statements, indicate that an 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.
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 business operations
of the Company post termination date has ceased to
continue. These conditions along with the other matters
set forth in Note 8 indicate that an 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.
i.
Additionally the auditors of certain subsidiaries and
associates have highlighted uncertainties related to going
concern/emphasis of matter paragraph in their respective
audit reports.
The Parent Company has outstanding obligations to its
lenders and is also an guarantor for its subsidiaries and
as stated in paragraphs a to i 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. 29(f)
to the consolidated financial statements, indicate that a
uncertainty exists that may cast significant doubt on the
Group’s ability to continue as a going concern.
We draw attention to Note 36(i) to the consolidated
financial statements, wherein Parent Company has made
provision for net receivable from Reliance Power Group
aggregating to ` 1621.15 crore and has considered as
exceptional item.
We draw attention to Note 36(ii) to the consolidated
financial statements, wherein Parent Company has made
provision for exposure of KM Toll Road Private Limited
aggregating to ` 544.94 crore and has considered as
exceptional item.
We draw attention to Note 36(iii) to the consolidated
financial statements wherein Parent Company has made
provision for exposure of JR Toll Road Private Limited
aggregating to ` 226.56 crore and has considered as
exceptional item.
We draw attention to Note no. 34(c) to the consolidated
financial statements
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 34(e) to the consolidated
financial Statement with regard to contingent liability in
respect to Late Payment Surcharge (LPSC). The opinion
of BRPL and BYPL’s auditors is not modified in respect of
this matter.
We draw attention to Note no. 34(f) to the consolidated
financial statements with regard to Delhi Electricity
Regulatory Commission (DERC) Tariff Order received by
BSES Rajdhani Power Limited (BRPL) and BSES Yamuna
Power Limited (BYPL) (Delhi Discoms), subsidiaries
of the Parent Company, wherein Delhi Discoms has
preferred from appeals before Hon’ble Appellate Tribunal
for Electricity (“APTEL”) against disallowances by Delhi
Electricity Regulatory Commission (“DERC”) in various
2.
3.
4.
5.
6.
7.
c.
d.
e.
f.
g.
h.
164
Reliance Infrastructure Limited
Independent Auditor’s Report on the Consolidated Financial Statements
8.
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, 2023. The opinion of
BRPL and BYPL’s auditors is not modified in respect of this
matter.
We draw attention to Note no. 35(c) of the consolidated
financial statements wherein during the year ended March,
31 2023, the Board of Directors of Vidarbha Industries
Power Limited (VIPL), wholly owned subsidiary company
of Reliance Power Limited (RPower), decided to provide
for interest on borrowings which were previously not
recognised in the books of account for the reasons stated
in the said note. Accordingly, the figures for the previous
years of share of loss in associate has been impacted
on such restatement. Consequently the figures of the
consolidated financial statements of the Parent Company
also stand restated. The effect of the restatement in the
consolidated financial statements has been disclosed in
Note no. 35(c) of the consolidated financial statements.
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
Our opinion on the consolidated financial statements is not
modified in respect of the above matters.
a.
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 statement 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 misstatement,
whether due to fraud or error, which have been used for the
purpose of preparation of the consolidated financial statements
by the Directors of the Parent Company, as aforesaid.
In preparing the consolidated financial statements, the respective
management and Board of Directors of the companies included
in the Group and of its associates and joint venture are
responsible for assessing the ability of each company to continue
as a going concern, disclosing, as applicable, matters related to
going concern and using the going concern basis of accounting
unless management either intends to liquidate the company or
in
included
the financial
the
financial
statements, whose
statements of
We did not audit
consolidated
53
subsidiaries
statements
financial
reflect total assets of ` 47,838.36 Crore as at
March 31, 2023, total revenue of ` 20,113.05 Crore,
total comprehensive income/(loss) of ` 788.11 Crore and
net cash outflows amounting to ` 368.63 Crore for the
year ended March 31, 2023. The consolidated financial
statements also include the Group’s share of net loss and
other comprehensive loss of ` (91.01) Crore and ` (98.46)
Crore, respectively for the year ended March 31, 2023 in
respect of 7 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.
b.
The unaudited financial statements/ unaudited financial
information of 2 subsidiaries, whose unaudited financial
statements/unaudited financial information reflect total
assets of ` 290.04 Crore as at March 31, 2023, total
revenues of ` 53.57 Crore, total comprehensive income/
(loss) of ` (10.69) Crore and net cash inflows amounting
to ` 3.24 crore for the year ended March 31, 2023.
These unaudited financial statements/unaudited financial
information 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 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/
unaudited financial information. In our opinion and
according to the information and explanations given to us
165
Reliance Infrastructure Limited Independent Auditor’s Report on the Consolidated Financial Statements
by the Parent Company’s Management, these unaudited
financial statements/ unaudited 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 unaudited financial statements/ unaudited financial
information certified by the Management.
Report on Other Legal and Regulatory Requirements
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
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, 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.
sheet,
The consolidated balance
the
consolidated statement of profit and loss
(including other comprehensive income),
the consolidated statement of changes in
equity and the consolidated statement of
cash flows dealt with by this Report are
in agreement with the relevant books of
account maintained for the purpose of
preparation of the consolidated financial
statements.
Due to the effects/possible effects of
the matters described in the Basis for
Disclaimer of Opinion section, we are
unable to state whether the consolidated
financial statements comply with the Indian
Accounting Standards specified under section
133 of the Act.
The matters described in the Basis for
Disclaimer of Opinion section may have an
adverse effect on the functioning of the
Group.
f.
The Parent Company has defaulted in
166
repayment of the obligations to its lenders
and debenture holders which is outstanding
as at March 31, 2023. Based on the legal
opinion obtained by the Parent Company and
based on the written representations received
from the directors of the Parent Company as
on March 31, 2023 taken on record by the
Board of Directors of the Parent Company
and the reports of the statutory auditors
of
subsidiary companies, associate
companies and joint venture incorporated
in India, none of the directors of the Group
companies, its associate companies, and joint
venture incorporated in India is disqualified as
on March 31, 2023 from being appointed as
a director in terms of Section 164(2) of the
Act.
its
The reservation relating to maintenance
of accounts and other matters connected
therewith are as stated in the Basis for
Disclaimer of Opinion section.
With respect to the matter to be included in
the Auditor’s report under section 197(16)
of the Act:
In our opinion and according to the
information and explanations given to us and
based on the reports of the statutory auditors
of such subsidiary companies, associate
companies and joint venture incorporated
in India which were not audited by us,
remuneration paid during the current year by
the Parent Company, subsidiary companies,
associate companies and joint venture to its
directors, is in accordance with the provisions
of Section 197 of the Act.
With respect to the adequacy of the
internal financial controls with reference
to consolidated financial statements of the
Parent Company, its subsidiary companies,
associate companies and
joint venture
incorporated in India and the operating
effectiveness of such controls, refer to our
separate Report in “Annexure B”.
g.
h.
i.
(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, 2023 on the
consolidated financial position of the Group,
Reliance Infrastructure Limited
Independent Auditor’s Report on the Consolidated Financial Statements
ii.
iii.
its associates and joint venture. Refer
Note no. 23 to the consolidated financial
statements.
Except for the possible effects of the
matters described in the Basis for Disclaimer
of Opinion section, the Group, its associates
and joint venture did not have any material
foreseeable losses on long-term contracts
including derivative contracts during the year
ended March 31, 2023.
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, 2023.
(c)
associates and joint venture from
any person(s) or entity(ies), including
foreign entities (“Funding Parties”),
the understanding, whether
with
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;
are
that
Based on our audit procedure
conducted
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
misstatement.
iii.
iv.
The Parent Company and its subsidiaries
and associates incorporated in India has not
declared or paid any dividend during the
current year, except one of the subsidiary and
joint venture company have paid final dividend
during the year. The same is in compliance
with section 123 of the Act, as applicable.
Proviso to Rule 3(1) of the Companies
(Accounts) Rules, 2014 for maintaining books
of account using accounting software which
has a feature of recording audit trail (edit log)
facility is applicable with effect from April 1,
2023 to the Company and its subsidiaries,
which are companies incorporated in India,
and accordingly, reporting under Rule 11(g)
of Companies (Audit and Auditors) Rules,
2014 is not applicable for the financial year
ended March 31, 2023.
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No. 101720W/W100355
Gaurav Jain
Partner
Membership No. 129439
UDIN: 23129439BGXZQN5275
Place: Mumbai
Date: May 30, 2023
167
iv.
(a)
and
joint
The
respective Managements 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
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 Managements 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,
Reliance Infrastructure Limited
Annexure A to Auditors’ Report
Annexure A to the Independent Auditor’s report on the consolidated financial statements of Reliance Infrastructure Limited
for the year ended March 31, 2023.
(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
1
Reliance Infrastructure Limited
L75100MH1929PLC001530
Holding
i(c),iii(a), iii(b),
iii(c), iii(d), iv, vii,
ix(a),xi(a),xiii, xv, xvii,
xix
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
Delhi Airport Metro Express Private
Limited.
U74210DL2008PTC176177
Subsidiary
vii(b),ix (a), xix
DS Toll Road Limited
U23300MH2005PLC154360
Subsidiary
vii(a), vii(b), xix
GF Toll Road Private Limited.
U74990MH2008PTC189112
Subsidiary
vii(b), ix(a), xix
HK Toll Road Private Limited
U45203MH2010PTC203370
Subsidiary
Xix
JR Toll Road Private Limited
U45203MH2009PTC197721
Subsidiary
vii(a), ix(a), xix, vii(b)
KM Toll Road Private Limited
U45203MH2010PTC199705
Subsidiary
ix(a), xix
Mumbai Metro One Private Limited.
U45201MH2006PTC166433
Subsidiary
Xix
Mumbai Metro Transport Private
Limited
U60222MH2009PTC196739
Subsidiary
vii, viii, xix
NK Toll Road Limited
U67190MH2005PLC154359
Subsidiary
vii(a), vii(b), xix
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
Reliance Defence Infrastructure
Limited
Reliance Defence Technologies Private
Limited
U74999MH2014PTC260285
Subsidiary
U74999MH2015PLC263816
Subsidiary
Xix
U74999MH2014PTC260286
Subsidiary
Xix
Xix
Xix
Xix
Xix
Reliance Power Limited
L40101MH1995PLC084687
Associate
iii(f), vii(b), ix(a), xix
Utility Powertech Limited
U45207MH1995PLC094719
Joint Venture
vii(b)
SU Toll Road Private Limited
U74999MH2007PTC169145
Subsidiary
vii(b)
TD Toll Road Private Limited
U45400MH2007PTC169141
Subsidiary
vii(b), ix(a), xix
TK Toll Road Private Limited
U45203MH2007PTC169208
Subsidiary
vii(a),vii(b),ix(a), xix
For Chaturvedi & Shah LLP
Chartered Accountants
Firm’s Registration No:101720W/W100355
Gaurav Jain
Partner
Membership No: 129439
UDIN: 23129439BGXZQN5275
Place: Mumbai
Date: May 30, 2023
168
Reliance Infrastructure Limited
Annexure B to Auditors’ Report
Annexure B to the Independent Auditor’s Report on the
consolidated financial statements of Reliance Infrastructure
Limited for the year ended March 31, 2023
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 with
reference to the 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 joint venture, which are companies incorporated in India,
as of March 31, 2023, 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 Group, its associates and
its joint venture, which are companies incorporated in India, are
responsible for establishing and maintaining internal control with
reference to the consolidated financial statements based on
the criteria established by the respective company considering
the essential components of internal control stated in the
Guidance Note on Audit of Internal Controls over Financial
Reporting (‘Guidance Note’) issued by the Institute of Chartered
Accountants of India (‘ICAI’). These responsibilities include the
design, implementation and maintenance of adequate internal
financial controls that were operating effectively for ensuring the
orderly and efficient conduct of its business, including adherence
to the respective company’s policies, the safeguarding of its
assets, the prevention and detection of frauds and errors, the
accuracy and completeness of the accounting records, and the
timely preparation of reliable financial information, as required
under the Companies Act, 2013 (hereinafter referred to as “the
Act”).
Auditors’ Responsibility
Our responsibility is to express an opinion on the Parent Company's
internal financial controls with reference to consolidated financial
statements based on our audit conducted in accordance with
the Guidance Note on Audit of Internal Financial Controls Over
Financial Reporting (the “Guidance Note”) and the Standards on
Auditing 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 with reference to the consolidated
financial statements of the Parent Company.
Meaning of Internal Financial controls with Reference to
Consolidated Financial Statements
The Group's internal financial controls 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 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 authorizations of management and directors
of the company; and (3) provide reasonable assurance regarding
prevention or timely detection of unauthorized acquisition, use,
or disposition of the company's assets that could have a material
effect on the consolidated financial statements.
Disclaimer of Opinion
As at March 31, 2023, the Parent Company has exposure in an
EPC Company as on March 31, 2023 aggregating ` 6505.29
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, 2023.
We have considered the disclaimer reported above in determining
the nature, timing, and extent of audit tests applied in our audit
of the consolidated financial statements of the Parent Company,
and the disclaimer has affected our opinion on the consolidated
financial statements of the Parent Company and we have issued
a Disclaimer of Opinion on the consolidated financial statements
of the Parent Company.
Other Matters
Our aforesaid reports under Section 143(3)(i) of the Act on
the adequacy and operating effectiveness of the internal
financial controls with reference to consolidated financial
statements insofar as it relates to 53 subsidiary companies, 7
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
Gaurav Jain
Partner
Membership No. 129439
UDIN: 23129439BGXZQN5275
Place: Mumbai
Date: May 30, 2023
169
Reliance Infrastructure Limited Consolidated Balance Sheet as at March 31, 2023
Particulars
I. ASSETS
(1) Non-current Assets
(a) Property, Plant and Equipment
(b) Capital work-in-progress
(c) Goodwill on Consolidation
(d) Other Intangible Assets
(e) Intangible Assets under development
(f) Financial Assets:
Investments
i.
ii. Trade Receivables
iii. Loans
iv. Other Financial Assets
(g) Deferred tax assets (net)
(h) Advance Tax Assets (net)
(i) Other Non - current Assets
Sub-total Non-current Assets
(2) Current assets
(a) Inventories
(b) Financial Assets:
i. Investments
ii. Trade Receivables
iii. Cash and Cash Equivalents
iv. Bank balances other than cash and cash equivalents
v. Loans
(c) Other Financial Assets
(d) Other Current Assets
Sub-total Current Assets
(3) Assets classified as held for sale
(4) Regulatory deferral account debit balances and related deferred tax balances
Total Assets
II. EQUITY AND LIABILITIES
(1) Equity
(a) Equity Share Capital
(b) Other Equity
Equity attributable to owners
(c) Non-controlling Interests
Sub-total Total Equity
Liabilities
(2) Non-current Liabilities
(a) Financial Liabilities:
(i) Borrowings
(ii) Lease Liabilities
(iii) Trade Payables
(A) Total outstanding dues of micro enterprises and small enterprises
(B) Total outstanding dues of creditors other than micro enterprises and small enterprises
(iv) Other Financial Liabilities
(b) Provisions
(c) Deferred Tax Liabilities (net)
(d) Other Non - current Liabilities
Sub-total Non-current liabilities
(3) Current Liabilities
(a) Financial Liabilities:
(i) Borrowings
(ii) Lease Liabilities
(iii) Trade Payables
(A) Total outstanding dues of micro enterprises and small enterprises
(B) Total outstanding dues of creditors other than micro enterprises and small enterprises
(iv) Other Financial Liabilities
(b) Other Current Liabilities
(c) Provisions
(d) Current Tax Liabilities (net)
Sub-total Current Liabilities
(4) Liabilities relating to assets held for sale
Total Equity and Liabilities
The accompanying notes form an integral part of the Consolidated Financial Statements (1 – 42)
# Refer Note 35 (c)
Note
No.
As at
March 31, 2023
(` in Crore)
# As at
March 31, 2022
3
3
4
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
9,047.64
910.62
76.75
10,631.20
104.38
3,804.44
40.76
0.05
320.70
93.89
53.07
62.84
25,146.34
80.52
533.42
2,559.99
855.71
520.71
4,511.49
1,913.85
986.26
11,961.95
1,255.53
22,629.24
60,993.06
351.83
8,941.82
9,293.65
4,659.56
13,953.21
4,434.80
54.01
-
18.72
2,760.78
584.15
369.24
3,255.97
11,477.67
7,012.75
8.17
111.85
17,422.56
5,950.65
2,843.49
277.68
505.00
34,132.15
1,430.03
60,993.06
8,792.01
860.45
76.75
10,132.98
1,337.67
4,696.95
11.51
0.41
322.23
130.03
120.13
119.09
26,600.21
66.26
2.80
4,113.57
971.27
270.10
4,673.80
2,373.11
1,118.88
13,589.78
1,742.32
20,600.36
62,532.68
263.03
12,144.33
12,407.36
3,927.17
16,334.53
5,452.25
63.67
-
15.49
2,600.47
619.05
398.63
3,087.28
12,236.84
7,194.92
7.00
108.50
16,773.32
4,996.43
2,808.36
233.55
468.31
32,590.39
1,370.92
62,532.68
As per our attached Report of even date
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No: 101720W/W100355
Gaurav Jain
Partner
Membership No. 129439
Place : Mumbai
Date : May 30, 2023
170
For and on behalf of the Board
S S Kohli
Sateesh Seth
Manjari Kacker
K Ravikumar
Chhaya Virani
Punit Garg
DIN – 00169907
DIN - 00004631
DIN – 06945359
DIN - 00119753
DIN – 06953556
DIN - 00004407
Vijesh Babu Thota
Paresh Rathod
Place : Mumbai
Date : May 30, 2023
} Directors
Executive Director and Chief Executive Officer
Chief Financial Officer
Company Secretary
Reliance Infrastructure Limited
Consolidated Statement of Profit and Loss for the year ended March 31, 2023
Revenue from Operations
Particulars
I.
II. Other Income
III. Total Income
IV. Expenses
Note
No.
14
15
Year ended
March 31, 2023
20,646.43
514.71
21,161.14
(` in Crore)
# Year ended
March 31, 2022
18,411.10
721.45
19,132.55
(a) Cost of Power Purchased
(b) Cost of Fuel Consumed
(c) Construction Material Consumed and Sub-Contracting Charges
(d) Employee Benefits Expenses
(e) Finance Costs
(f)
(g) Depreciation, Amortization and Impairment Expenses
(h) Other Expenses
Total Expenses
Loss before Exceptional Items, Rate Regulated Activities and Tax (III-IV)
Late Payment Surcharge
V.
VI. Exceptional Items:
Income / (Expenses)
VII. Loss before Rate Regulated Activities and Tax (V-VI)
VIII. Regulatory Income / (Expenses) (Net of Deferred Tax)
IX. Loss before Tax (VII+VIII)
X.
Tax Expenses:
(1) Current Tax
(2) Deferred Tax Charges / (Credit) (net)
Income Tax for earlier years (net)
(3)
XI. Loss for the year before Share of net profit/(loss) of Associates and Joint Venture (IX-X)
XII. Share of Net Profit /(Loss) of Associates and Joint Ventures accounted for using the equity method
XIII. Net Loss for the year (XI+XII)
XIV. Non Controlling Interest Profit
XV. Net Loss for the year attributable to the owners of the Parent Company (XIII-XIV)
XVI. Other Comprehensive Income (OCI)
(a)
(b)
Items that will not be reclassified to Profit and Loss
(i) Remeasurements of net defined benefit plans : (Loss)/ Gain
(ii) Net movement in Regulatory Deferral Account balances related to OCI
(iii) Income Tax relating to the above
Items that will be reclassified to Profit and Loss
(i)
Foreign currency translation (Loss) / Gain
Other Comprehensive Income [net of tax, including share of associates `7.45 Crore (` 1.30 Crore)]
XVII. Total Comprehensive Income (XIII+XVI)
XVIII.(Loss) / Profit attributable to :
(a) Owners of the Parent Company
(b) Non Controlling Interest
XIX. Other Comprehensive Income attributable to :
(a) Owners of the Parent Company
(b) Non Controlling Interest
XX. Total Comprehensive Income attributable to :
(a) Owners of the Parent Company
(b) Non Controlling Interest
16
17
34(e)
3,4
18
36
13(a)
33
9
13(a)
14,217.03
53.98
831.60
1,082.25
2,393.46
1,582.64
1,448.50
1,659.46
23,268.92
(2,107.78)
(2,392.66)
(4,500.44)
2,034.77
(2,465.67)
6.18
6.76
(5.57)
7.37
(2,473.04)
(91.01)
(2,564.05)
657.13
(3,221.18)
(0.93)
(5.85)
(0.20)
(4.67)
(11.65)
(2,575.70)
(3,221.18)
675.13
(2,564.05)
(11.32)
(0.33)
(11.65)
(3,232.50)
656.80
(2,575.70)
XXI. Earnings Per Equity Share (face value of ` 10 each)
19
`
(a) Basic & Diluted
(b) Basic & Diluted (before Rate Regulatory Activities)
(c) Basic & Diluted (before Exceptional Items)
(112.98)
(184.34)
(29.06)
The accompanying notes form an integral part of the Consolidated Financial Statements (1 – 42)
11,075.61
54.95
1,443.52
1,086.35
2,060.42
1,418.95
1,283.43
1,504.03
19,927.26
(794.71)
-
(794.71)
138.42
(656.29)
12.08
11.27
(0.80)
22.55
(678.84)
(189.37)
(868.21)
130.67
(998.88)
4.72
(6.81)
(0.40)
0.68
(1.81)
(870.02)
(998.88)
130.67
(868.21)
(1.00)
(0.81)
(1.81)
(999.88)
129.86
(870.02)
`
(37.98)
(43.24)
(37.98)
# Refer Note 35 (c)
As per our attached Report of even date
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No: 101720W/W100355
Gaurav Jain
Partner
Membership No. 129439
For and on behalf of the Board
S S Kohli
Sateesh Seth
Manjari Kacker
K Ravikumar
Chhaya Virani
Punit Garg
Vijesh Babu Thota
Paresh Rathod
DIN – 00169907
DIN - 00004631
DIN – 06945359
DIN - 00119753
DIN – 06953556
DIN - 00004407
} Directors
Executive Director and Chief Executive Officer
Chief Financial Officer
Company Secretary
Place : Mumbai
Date : May 30, 2023
Place : Mumbai
Date : May 30, 2023
171
Reliance Infrastructure Limited
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Reliance Infrastructure Limited
Consolidated Statement of Cash Flows for the year ended March 31, 2023
Particulars
A.
Cash flow from operating activities:
Loss before tax
Adjustments for:
1.Depreciation and amortisation expenses
2. Interest Income
3. Fair value gain on Financial Instruments through FVTPL / Amortised Cost
4. Dividend Income
5. Loss / (Gain) on sale / redemption of investments (net)
6. Interest and Finance Costs
7. Late Payment Surcharge
8. Provision for doubtful debts / advances / deposits/Expected Credit Loss
9. Exceptional Items
10. Excess Provisions Written Back
11. Loss on Sale / Discarding of Property, Plant and Equipments (net)
12. Amortisation of Consumer Contribution
13. Bad Debts
14. Net foreign exchange (gain)/loss
15. Gain on sale of interest in Joint Operation
Cash Generated from Operations before working capital changes
Adjustments for:
(a) (Increase) /Decrease in Financial Assets and Other Assets
(b) (Increase) / Decrease in Inventories
(c) Increase / (Decrease) in Financial Liabilities and Other Liabilities
Cash generated from/(used in) operations
Income Taxes paid (net of refunds)
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
(2,465.67)
(656.29)
1,448.50
(148.61)
(1.54)
-
100.05
2,393.46
1,582.64
64.15
2,392.66
(28.70)
11.66
(75.08)
5.36
(131.75)
-
5,147.13
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
(1,475.41)
(8.06)
(298.78)
3,364.88
93.41
1,424.17
4.24
(1,317.34)
3,728.69
70.62
Net cash generated from/(used in) operating activities (A)
3,458.29
3,799.31
B. Cash flow from investing activities:
1. Purchase of intangible assets (including intangible assets under development)
2. Purchase of Property, Plant and Equipment (including capital work in progress, capital
advance and capital creditors)
3. Sale of Property, Plant and Equipment
4. Investment / (Redemption) in fixed deposits
5. Sale of Investment in Subsidiaries, Associates (net)
6. Sale of Interest in Joint Operation
7. Sale / Redemption of Investment in others
8. Loan given (net)
9. Dividend received
10. Interest Income
(361.91)
(981.36)
6.69
(311.19)
212.01
-
1.40
29.38
-
71.87
(198.83)
(611.19)
57.44
1.21
0.10
61.00
197.28
(55.49)
0.01
46.82
Net cash generated from /(used in) investing activities (B)
(1,333.11)
(501.65)
174
Reliance Infrastructure Limited Consolidated Statement of Cash Flows for the year ended March 31, 2023
Particulars
C.
Cash Flow From Financing Activities:
1.
2.
3.
4.
5.
6.
7.
8.
Proceeds from Issue of Share Capitals/ 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
LPSC on Power Purchase
Payment of Lease Liability
9. 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]
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 (b))
Cash and Cash Equivalents - non current asset for sale
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
412.92
-
-
137.64
30.99
346.05
(1,265.97)
(1,556.82)
10.51
(3.87)
(1,022.35)
(1,051.39)
(353.80)
(15.02)
(7.98)
(819.71)
(14.08)
(10.36)
(2,241.69)
(2,941.55)
(116.51)
356.11
981.89
865.38
855.71
9.67
865.38
625.78
981.89
971.27
10.62
981.89
Notes:
1.
2.
3.
4.
Figures in brackets indicate cash outflows.
* Balance in current account with banks of ` 82.08 Crore (` 47.80 Crore) lying in escrow account with bank held as a
Security against the borrowings and fixed deposits of ` 17.87 Crore (` 50.05 Crore) held as security with banks / authorities.
Refer below the disclosure pursuant to para 44 A to 44 E of Ind AS 7- Statement of Cash flows.
Previous year figures have been regrouped / reclassified / rearranged wherever necessary to make them comparable to those
for the current year.
The above statement of cash flows should be read in conjunction with the accompanying notes to the Consolidated Financial
Statements (1 to 42)
As per our attached Report of even date
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No: 101720W/W100355
Gaurav Jain
Partner
Membership No. 129439
For and on behalf of the Board
S S Kohli
Sateesh Seth
Manjari Kacker
K Ravikumar
Chhaya Virani
Punit Garg
Vijesh Babu Thota
Paresh Rathod
DIN – 00169907
DIN - 00004631
DIN – 06945359
DIN - 00119753
DIN – 06953556
DIN - 00004407
} Directors
Executive Director and Chief Executive Officer
Chief Financial Officer
Company Secretary
Place : Mumbai
Date : May 30, 2023
Place : Mumbai
Date : May 30, 2023
175
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
Impact of non-cash items
- Impact of Effective Rate of Interest
- Foreign Exchange Movement
- Others
Repaid During the year
Closing Balance
Short Term Borrowings
Opening Balance
Availed during the year
Impact of non-cash items
-
Others
Repaid during the year
Closing Balance
(` in Crore)
Year ended
March 31,2023
Year ended
March 31,2022
10,329.62
11,523.53
-
346.05
9.37
10.52
-
5.96
10.08
0.82
(1,265.97)
(1,556.82)
9,083.54
10,329.62
2,317.55
2,306.49
29.05
59.63
35.95
(18.54)
14.93
(63.50)
2,364.01
2,317.55
176
Reliance Infrastructure Limited Notes to the consolidated financial statements for the year ended March 31, 2023
Corporate Information:
Reliance Infrastructure Limited ('RInfra' or 'the Parent 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,
Metro Rail and Defence. RInfra 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. 38. Information on other related party relationships of the Group is provided in Note
No. 25.
The Consolidated Financial Statements comprise financial statements of Reliance Infrastructure Limited and its Subsidiaries,
(collectively referred as 'the Group'). its Associates and its Joint Ventures for the year ended March 31, 2023. These Consolidated
Financial Statements of RInfra for the year ended March 31, 2023 were authorised for issue by the Board of Directors on May 30,
2023. Pursuant to the provisions of section 130 of the Act, the Central Government, Income tax authorities, Securities and Exchange
Board of India, other statutory regulatory body and under section 131 of the Act, the Board of Directors of the Company have
powers to amend / re-open the financial statements approved by the board / adopted by the members of the Company.
RInfra is a Public Limited Company 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, is 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 29).
(b) Principles of consolidation and equity accounting
(i)
Subsidiaries
Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity
when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability
to affect those returns through its power to direct the relevant activities of the entity. Subsidiaries are fully consolidated
from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.
The acquisition method of accounting is used to account for business combinations by the Group.
The Group combines the financial statements of the parent and its subsidiaries line by line adding together like items
of assets, liabilities, income and expenses. Intercompany transactions, balances and unrealised gains on transactions
between Group companies are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence
of an impairment of the transferred asset. Accounting policies of subsidiaries have been changed where necessary to
ensure consistency with the policies adopted by the Group.
177
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
Non-controlling interests in the results and equity of subsidiaries are shown separately in the Consolidated Statement
of Profit and Loss, consolidated statement of changes in equity and balance sheet respectively.
(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.
38(d).
Joint ventures
Interests in joint ventures are accounted for using the equity method (see (iv) below), after initially being recognised at
cost in the consolidated balance sheet.
(iv) Equity method
Under the equity method of accounting, the investments are initially recognised at cost and adjusted thereafter to
recognise the Group’s share of the post-acquisition profits or losses of the investee in profit and loss, and the Group’s
share of other comprehensive income of the investee in other comprehensive income. Dividends received or receivable
from associates and joint ventures are recognised as a reduction in the carrying amount of the investment.
When the Group’s share of losses in an equity-accounted investment equals or exceeds its interest in the entity,
including any other unsecured long-term receivables, the Group does not recognise further losses, unless it has incurred
obligations or made payments on behalf of the other entity.
Unrealised gains on transactions between the Group and its associates and joint ventures are eliminated to the extent
of the Group’s interest in these entities. Unrealised losses are also eliminated unless the transaction provides evidence
of an impairment of the asset transferred. Accounting policies of equity accounted investees have been changed where
necessary to ensure consistency with the policies adopted by the Group.
The carrying amount of equity accounted investments are tested for impairment in accordance with the policy described
in Note No.3 below.
(v) Changes in ownership interests
The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions with
equity owners of the Group. A change in ownership interest results in an adjustment between the carrying amounts of
the controlling and non-controlling interests to reflect their relative interests in the subsidiary. Any difference between
the amount of the adjustment to non-controlling interests and any consideration paid or received is recognised within
equity.
When the Group ceases to consolidate or equity account for an investment because of a loss of control, joint control
or significant influence, any retained interest in the entity is remeasured to its fair value 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.
178
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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).
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 “Revenue from Contract with Customers” 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) / Power Purchase Adjustment Charges (PPAC) 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.
179
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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.
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:
180
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
•
•
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.
Interest income is accrued on a time proportion basis, by reference to the principal outstanding and effective interest
rate applicable.
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.
181
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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.
i.
Financial Instruments
The Group recognises financial assets and liabilities when it becomes a party to the contractual provisions of the instrument. All
financial assets and liabilities are recognised at fair values on initial recognition, except for trade receivables which are initially
measured at transaction price.
(A)
Financial Assets:
1.
Classification
The Group classifies its financial assets in the following measurement categories:
•
those to be measured subsequently at fair value (either through other comprehensive income, or through
profit or loss), and
•
those measured at amortised cost.
The classification depends on the entity’s business model for managing the financial assets and the contractual
terms of the cash flows.
For assets measured at fair value, gains and losses will either be recorded in Consolidated Statement of Profit and
Loss or other comprehensive income. For investments in debt instruments, this will depend on the business model
in which the investment is held. For investments in equity instruments, this will depend on whether the Group has
made an irrevocable election at the time of initial recognition to account for the equity investment at fair value
or through other comprehensive income.
The Group reclassifies debt investments when and only when its business model for managing those assets
changes.
2.
Initial Recognition and Measurement
At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not
at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the financial
asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed in profit or loss.
Financial assets with embedded derivatives are considered in their entirety when determining whether their cash
flows are solely payment of principal and interest.
182
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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.
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.41 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”.
183
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
iii)
iv)
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.
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.
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.
184
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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 Quantitative disclosures of fair value measurement hierarchy (Refer Note 41).
k.
(i) Derivatives
Derivatives (including forward contracts) are initially recognised at fair value on the date a derivative contract is entered
into and are subsequently re-measured to their fair value at the end of each reporting period. The Group does not
designate their derivatives as hedges and such contracts are accounted for at fair value through profit or loss and are
included in Consolidated Statement of Profit and Loss.
In respect of derivative transactions, gains / losses are recognised in the Consolidated Statement of Profit and Loss on
settlement. On a reporting date, open derivative contracts are revalued at fair values and resulting gains / losses are
recognised in the Consolidated Statement of Profit and Loss.
(ii)
Embedded derivatives
An embedded derivative is a component of a hybrid (combined) instrument that also includes a non-derivative host
contract – with the effect that some of the cash flows of the combined instrument vary in a way similar to a standalone
derivative. An embedded derivative causes some or all of the cash flows that otherwise would be required by the contract
to be modified according to a specified interest rate, financial instrument price, commodity price, foreign exchange rate,
index of prices or rates, credit rating or credit index, or other variable, provided in the case of a nonfinancial variable
that the variable is not specific to a party to the contract. Reassessment only occurs if there is either a change in the
terms of the contract that significantly modifies the cash flows that would otherwise be required or a reclassification of
a financial asset out of the fair value through profit or loss.
Derivatives embedded in a host contract that is an asset within the scope of Ind AS 109 “Financial Instruments” are not
separated. Financial assets with embedded derivatives are considered in their entirety when determining whether their
cash flows are solely payment of principal and interest.
Derivatives embedded in all other host contract are separated only if the economic characteristics and risks of the
embedded derivative are not closely related to the economic characteristics and risks of the host and are measured at
fair value through profit or loss. Embedded derivatives closely related to the host contracts are not separated.
185
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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
Useful Life of Asset (In Years)
Energy Meters
Communication Equipments
Engineering and Construction Business:
10
10
Property, Plant and Equipment are depreciated under the reducing balance method as per the useful life and in the manner
prescribed in Part “C” Schedule II to the Act.
Other Activities:
Property, Plant and Equipment of other activities have been depreciated under the straight line method as per the useful life
and in the manner prescribed in Part “C” Schedule II to the Act.
186
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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.
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.
187
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
r.
Employee benefits
i.
Short-term obligations
Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12
months after the end of the period in which the employees render the related service are recognised in respect of
employees’ services up to the end of the reporting period and are measured at the amounts expected to be paid when
the liabilities are settled. The liabilities are presented as Short term employee benefit obligations in the balance sheet.
ii.
Post-employment obligations
The Group operates the following post-employment schemes:
(a)
(b)
defined benefit plans such as gratuity, and
defined contribution plans such as provident fund, superannuation fund etc.
Define Benefit Plans:
(a) Gratuity obligations
The liability or asset recognised in the balance sheet in respect of defined benefit gratuity plans is the present
value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The
defined benefit obligation is calculated annually by actuaries using the projected unit credit method. The present
value of the defined benefit obligation denominated in INR is determined by discounting the estimated future cash
outflows by reference to market yields at the end of the reporting period on government bonds that have terms
approximating to the terms of the related obligation. The net interest cost is calculated by applying the discount
rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is included in
employee benefit expense in the Consolidated Statement of Profit and Loss. Remeasurement gains and losses
arising from experience adjustments and changes in actuarial assumptions are recognised in the period in which
they occur, directly in other comprehensive income. They are included in retained earnings in the statement
of changes in equity and in the balance sheet. Changes in the present value of the defined benefit obligation
resulting from plan amendments or curtailments are recognised immediately in Consolidated Statement of Profit
and Loss as past service cost. The Group contributes to a trust set up by the Group which further contributes to
policies taken from Insurance Regulatory and Development Authority (IRDA) approved insurance companies.
(b) Provident Fund
The benefit involving employee established provident funds, which require interest shortfall to be recompensated
are to be considered as defined benefit plans. As per the Audited Accounts of Provident Fund Trust maintained by
the Group, the shortfall arising in meeting the stipulated interest liability, if any, gets duly provided for.
Defined Contribution Plans
The Group pays provident fund contributions to publicly administered provident funds as per local regulations. The
Group has no further payment obligations once the contributions have been paid. The contributions are accounted for
as defined contribution plans and the contributions are recognized as employee benefit expense when they are due.
Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future payments is
available. Superannuation plan, a defined contribution scheme is administered by IRDA approved Insurance Companies.
The Group makes annual contributions based on a specified percentage of each eligible employee’s salary.
iii. Other long-term employee benefit obligations
The liabilities for earned leave and sick leave are not expected to be settled wholly within 12 months after the end
of the period in which the employees render the related service. They are therefore measured as the present value of
expected future payments to be made in respect of services provided by employees up to the end of the reporting
period using the projected unit credit method. The benefits are discounted using the market yields at the end of the
reporting period that have terms approximating to the terms of the related obligation. Remeasurements as a result of
experience adjustments and changes in actuarial assumptions are recognised in the Consolidated Statement of Profit and
Loss. The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional
right to defer settlement for at least twelve months after the reporting period, regardless of when the actual settlement
is expected to occur.
In case of employees of erstwhile Delhi Vidyut Board (DVB) (presently employees of BRPL and BYPL) in accordance
with the stipulation made by the Government of National Capital Territory of Delhi (GoNCTD), in its notification dated
January 16, 2001 the contributions on account of the general provident fund, pension, gratuity and earned leave as per
the Financial Rules and Service Rules applicable in respect of the employees of the erstwhile DVB, is accounted for on
due basis and are paid to the Delhi Vidyut Board – Employees Terminal Benefit Fund 2002 (DVB ETBF 2002). Further
the retirement benefits are guaranteed by GoNCTD. All such payments made to the DVB ETBF 2002 are charged off to
the Consolidated Statement of Profit and Loss.
188
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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.
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.
189
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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 rcarrying value exceeds their recoverable amount are written down to the recoverable amount by recognising the
impairment loss as an expense in the Consolidated Statement of Profit and Loss.
The impairment loss is allocated first to reduce the carrying amount of any goodwill (if any) allocated to the cash generating
unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit. Recoverable
amount is higher of an asset’s or cash generating unit’s fair value less cost of disposal and its value in use. Value in use is the
present value of estimated future cash flows expected to arise from the continuing use of an asset or cash generating unit
and from its disposal at the end of its useful life. Assessment is also done at each Balance Sheet date as to whether there is
any indication that an impairment loss recognised for an asset in prior accounting periods may no longer exist or may have
decreased. An impairment loss recognised for goodwill is not reversed in subsequent periods.
y.
Cash and Cash Equivalents
For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, deposits with
banks, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible
to known amounts of cash and which are subject to an insignificant risk of changes in value.
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.
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 Exceptional Items..
dd. Leases
The determination of whether an arrangement is (or contains) a lease is based on the substance of the arrangement at the
inception of the lease. The arrangement is, or contains, a lease if fulfillment of the arrangement is dependent on the use of
a specific asset or assets and the arrangement conveys a right to use the asset or assets, even if that right is not explicitly
specified in an arrangement.
190
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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.
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
191
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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 31, 2023,
MCA notified the Companies (Indian Accounting Standards) Amendment Rules, 2023, applicable from April 1, 2023 to the
Company as below:
i)
ii)
iii)
iv)
v)
vi)
Ind AS 101
– First-time Adoption of Indian Accounting Standards
Ind AS 102
– Share-based Payment
Ind AS 103
– Business Combinations
Ind AS 107
– Financial Instruments Disclosures
Ind AS 109
– Financial Instruments
Ind AS 115
– Revenue from Contracts with Customers
vii)
Ind As 1
– Presentation of Financial Statements
viii)
Ind As 8
– Accounting Policies, Changes in Accounting Estimates and Errors
ix)
x)
Ind As 12
– Income Tax
Ind AS 34
- Interim Financial Reporting
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.
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 41 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.
192
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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.
Refer Note 33 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 41 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):
Delhi Discoms determines revenue gap for the year (i.e. shortfall in actual returns over assured returns) based on the
principles laid down under the MYT Regulations and Tariff Orders issued by DERC. At the end of each reporting period,
Company also determines regulatory assets/regulatory liabilities in respect of each reporting period on self true up basis
on principles specified in accounting policy Note 1(e) wherever regulator is yet to take up formal truing up process.
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 38 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.
193
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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
(` in Crore)
Capital
work in
progress
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
Gross carrying amount
As at April 1, 2022
Additions
Disposals
Gross carrying amount as on March
31, 2023
Accumulated depreciation and
impairment
As at April 1, 2022
Depreciation/Impairment charge during
the year
Disposals
Accumulated depreciation and
impairment as on March 31, 2023
Net carrying amount as on March
31, 2023
Less: Provision for Retirement
Net carrying amount after provision
as at March 31, 2023
Notes:
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
151.00
13,213.25
887.05
643.62
650.88
879.79
-
-
-
-
13.34
5.96
-
19.30
127.20 2,003.62
353.67
18.32
49.63
12.01
2,307.66
133.51
1,420.96
309.92
0.07
1,730.81
19.17
3.14
2.61
19.70
10.74
2.63
2.09
11.28
51.43
16.08
2.75
64.76
96.55
12.41
6.39
102.57
3.89
0.75
1.61
3.03
3,746.90
722.88
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
8,792.01
14.23
860.45
147.88
-
-
147.88
202.72
0.19
-
202.91
695.47
13.93
5,799.33
488.85
-
35.93
709.40 6,252.25
5,965.02
476.76
0.02
6,441.76
52.66
3.33
-
55.99
33.44
3.85
0.14
37.15
157.13
26.47
1.70
181.90
147.29
9.80
2.62
154.47
12.31
0.03
13,213.25
1,023.19
-
40.41
12.34 14,196.03
874.68
915.55
857.77
932.46
-
-
-
-
19.30
6.64
133.51
17.69
2,307.66
362.60
1,730.81
328.76
19.70
3.13
11.28
2.82
64.76
14.66
102.57
12.20
3.03
0.66
4,392.62
749.16
-
25.94
-
17.60
151.20 2,652.66
-
2,059.57
-
22.83
0.13
13.97
1.36
78.06
2.49
112.28
0.00
3.69
21.58
5,120.20
-
-
-
-
147.88
176.97
558.20 3,599.59
4,382.19
33.16
23.18
103.84
42.19
8.65
9,075.83
932.46
28.19
9,047.64
21.84
910.62
a.
b.
c.
Capital Work in Progress includes borrowing cost of `1.71 Crore (` 1.61 Crore) and Foreign exchange fluctuation loss / (Gain)
of `0.56 Crore (` ( 0.12 Crore) ).
Additions to Building, Plant and Machinery and Other tangible assets includes borrowing cost of `0.64 Crore (` 0.25 Crore),
`16.14 Crore (` 10.42 Crore) and `0.71 Crore (` 0.46 Crore) respectively. Borrowing cost is capitalized @12.23% to
12.49%.
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 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.
194
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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 2022-23
Particulars
Less than 1 year
1-2 years
2-3 years
More than 3
years
(` in Crore)
Total
Projects in process
Projects
(Refer Note 37)
Total
temporary
Financial Year 2021-22
suspended
244.73
0.36
245.09
2.82
0.02
2.84
13.87
0.17
14.04
26.88
621.77
288.30
622.32
648.65
910.62
Particulars
Less than 1 year
1-2 years
2-3 years
Projects in process
Projects
(Refer Note 37)
Total
temporary
suspended
191.82
0.26
19.00
0.24
192.08
19.24
1.53
0.02
1.55
More than 3
years
25.93
621.65
(` in Crore)
Total
238.28
622.17
647.58
860.45
4.
Intangible assets
Particulars
Other Intangible Assets
Computer
Software
Other
Intangible
Assets
Airport
Concessionaire
Rights
Right-
of-Use
Assets
Metro
Concessional
Intangible
Assets
Toll
Concessional
Intangible
Assets
(` in Crore)
Goodwill on
Consolidation
Total
Gross carrying amount
As at April 01, 2021
Additions
Effect of foreign currency exchange difference
Disposals
73.88
1,454.26
60.61
8.17
-
-
-
-
-
-
-
-
88.09
3.06
-
-
3,383.69
8,928.29
13,988.82
76.75
-
15.12
-
11.23
15.12
-
-
-
-
-
-
Gross carrying amount as at March 31, 2022
82.05
1,454.26
60.61
91.15
3,398.81
8,928.29
14,015.17
76.75
Accumulated amortisation and impairment
As at April 01, 2021
Amortisation charge for the year
Disposals/Discontinued Operations
Accumulated amortisation and impairment as
at March 31, 2022
43.88
9.70
-
410.78
-
-
3.95
0.66
-
17.87
762.94
2,087.33
3,326.75
9.15
-
113.72
422.21
555.44
-
-
-
53.58
410.78
4.61
27.02
876.66
2,509.54
3,882.19
-
-
-
-
Net carrying amount as at March 31, 2022
28.47
1,043.48
56.00
64.13
2,522.15
6,418.75
10,132.98
76.75
Gross carrying amount
As at April 01, 2022
Additions
Effect of foreign currency exchange difference
Disposal
82.05
1,454.26
60.61
17.10
-
-
-
-
-
Gross carrying amount as at March 31, 2023
99.15
1,454.26
60.61
Accumulated amortisation and impairment
91.15
6.49
-
11.89
85.75
3,398.81
8,928.29
14,015.17
76.75
-
1,368.33
1,391.92
35.87
-
-
-
35.87
11.89
-
-
3,434.68
10,296.62
15,431.07
76.75
As at April 01, 2022
53.58
410.78
4.61
27.02
876.66
2,509.54
3,882.19
-
195
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
Notes to the consolidated financial statements for the year ended March 31, 2023
Particulars
Other Intangible Assets
Computer
Software
Other
Intangible
Assets
Airport
Concessionaire
Rights
Right-
of-Use
Assets
Metro
Concessional
Intangible
Assets
Toll
Concessional
Intangible
Assets
(` in Crore)
Goodwill on
Consolidation
Total
Amortisation charge for the year
Disposal/Adjustments
Accumulated amortisation and impairment as
at March 31, 2023
Provision for Impairment (Note 36 (iii)
10.43
-
-
-
0.76
-
9.07
8.22
115.35
563.73
699.34
-
-
8.22
64.01
410.78
5.37
27.87
992.01
3,073.27
4,573.31
-
-
-
226.56
226.56
Net carrying amount as at March 31, 2023
35.14
1,043.48
55.24
57.88
2,442.67
6,996.79
10,631.20
76.75
Overall Movement of Intangible assets under development
Financial Year
Opening
Additions*
Capitalisation
Discontinued
Operations
(` in Crore)
Closing
2022-23
2021-22
1,337.67
1,149.82
135.04
188.71
(1,368.33)
-
-
0.86
104.38
1,337.67
*Additions include Borrowing cost incurred during the year of ` 1.63 Crore (` 53.29 Crore).
Intangible assets under development Ageing
Financial Year 2022-23
Particulars
Less than 1 year
1-2 years
2-3 years
More than 3
years
(` in Crore)
Total
Intangible assets under development
104.38
-
-
-
104.38
Financial Year 2021-22
Particulars
Less than 1 year
1-2 years
2-3 years
More than 3
years
(` in Crore)
Total
Intangible assets under development
188.71
215.28
120.46
813.22
1,337.67
Note:
(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 Note 11(a) and 11 (b))
196
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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200
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
6.
Inventories
Particulars
Coal and Fuel*
Stores ,Spares and Consumables *(net off of Provision/impairment for Non moving
inventories of ` 1.19 Crore (`2.99 Crore)
Total
* including in transit and with third party
(` in Crore)
As at
March 31,2023
As at
March 31,2022
0.14
80.38
80.52
0.12
0.14
66.12
66.26
0.08
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
Face value
in ` unless
otherwise
stated
As at
March 31, 2023
As at
March 31, 2022
Quantity
` Crore
Quantity
` Crore
A.
Investment in equity instruments
(fully paid-up unless otherwise stated):
Quoted
In Associates - valued as per equity method
1.Reliance Power Limited # (Refer Note 35(c))
Unquoted
1. Metro One Operation Private Limited
2. Reliance Geo Thermal Power Private Limited
3. RPL Sun Technique Private Limited
4. RPL Photon Private Limited
5. RPL Sun Power Private Limited
6. Gullfoss Enterprises Private Limited
7. Urthing Sobla Hydro Power Private Limited
In joint venture Company -
valued as per equity method
Unquoted
1. Utility Powertech Limited
In Others - At FVTPL
Unquoted
1. CLE Private Limited
2. Western Electricity Supply Company of Odisha
Limited (WESCO) @ `1,000
3. North Eastern Electricity Supply Company of
Odisha Limited (NESCO) @ `1,000
4. Southern Electricity Supply Company of Odisha
Limited (SOUTHCO) @ `1,000
5. Rampia Coal Mine and Energy Private Limited $
6. Reliance Infra Projects International Limited
7. Larimar Holdings Limited @ ` 4,909 $
8. Indian Highways Management Company Limited
9. Jayamkondam Power Limited @ Re. 1.
TOTAL (A)
10
10
10
10
10
10
10
10
10
10
10
10
10
93,01,04,490 2,887.25 76,15,60,739 3,037.24
3,000
2,500
5,000
5,000
5,000
5,001
2,000
2.34
-
-
-
-
-
-
3,000
2,500
5,000
5,000
5,000
5,001
2,000
2.39
-
-
-
-
-
-
7,92,000
42.02
7,92,000
38.72
-
100
100
100
-
@
@
@
4,09,795
100
0.41
@
100
100
@
@
1
USD 1
USD 1
10
10
-
10,000
-
5,55,370
4,09,795
-
0.04
-
0.56
@
2,932.24
2,72,29,539
10,000
111
5,55,370
4,09,795
2.72
0.04
@
0.56
@
3,082.11
201
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
Particulars
Investment in Share Warrants – Associates
B.
1. Reliance Power Limited (` 2.50 paid up)
(Refer Note 35 (a))
TOTAL (B)
C.
Investment in preference shares
(fully paid-up)
Unquoted
In Others - At FVTPL
1. Reliance Naval and Engineering Limited
2. Non-Convertible Redeemable Preference Shares
in Reliance Infra Projects International Limited **
3. 6% Non-Cumulative Non-Convertible
Redeemable Preference Shares in CLE Private
Limited @ ` 20,000
4. 10% Non-Convertible Non-Cumulative
Redeemable Preference Shares in Jayamkondam
Power Limited @ Re 1
TOTAL (C)
D.
At FVTPL Unquoted
1. Zero Coupon Unsecured Redeemable Non-
Investment in Debentures (fully paid-up)
Convertible Debentures in DA Toll Road Private
Limited #
Face value
in ` unless
otherwise
stated
As at
March 31, 2023
As at
March 31, 2022
Quantity
` Crore
Quantity
` Crore
10
-
- 7,30,00,00,00
182.50
-
182.50
10
USD 1
10
4,22,45,764
3,60,000
-
678.62
4,22,45,764
3,60,000
-
678.62
2,000
@
2,000
1
1,09,50,000
@ 1,09,50,000
678.62
678.62
1
2,727,936,782
239.51 2,727,936,782
272.79
@
@
2. 10.50% Unsecured Redeemable Non-
100
-
- 10,00,00,000
527.27
Convertible Debentures in CLE Private Limited
3. 10.50% Unsecured Redeemable Non-
100
12,00,00,000
632.73 12,00,00,000
632.73
Convertible Debentures in CLE Private Limited
TOTAL (D)
TOTAL (A+B+C+D)
Less : Provision for diminution in value of Investments **
Total
Aggregate amount of quoted investments
Aggregate amount of unquoted investments
Aggregate amount of impairment in the value of
investments
872.24
1,432.79
4,483.10
5,376.02
(678.66)
3,804.44
Book
Value
Market
Value
925.45 2,887.25
1,595.85
678.66
(679.07)
4,696.95
Book
Value
Market
Value
1,028.11 3,037.24
2,338.78
679.07
# Nil (16,65,35,749) equity shares of Reliance Power Limited and all Redeemable Non-Convertible Debentures in DA Toll
Road Private Limited are pledged with the lenders of the Parent Company.
** Provision made for Diminution in the value of investment
$ Written-off, pursuant to strike off of the Investee company
202
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
6(b) Current Investments
Particulars
Face value
in ` unless
otherwise
stated
As at March 31, 2023
As at March 31, 2022
Number
of Units
` Crore
Number
of Units
` Crore
Investment in Mutual Funds Units
At FVTPL
Quoted
SBI Saving Fund- Regular Plan
Nippon India Floating Short Term Fund-Growth
option
Nippon India Low Duration Fund - Daily Dividend
Plan
10
10
-
- 5,35,738.82
2,12,463
0.94
2,12,463
1.77
0.91
1,000
1,882
0.10
2,188
0.12
Nippon India Overnight Fund - Direct Growth
100
4,24,511
Total
Investment in Debentures (fully paid-up)
At FVTPL Unquoted
5.11
6.15
10.50% Unsecured Redeemable Non-Convertible
Debentures
100
10,00,00,000
527.27
Total
Total
Aggregate amount of quoted investments
Aggregate amount of impairment in the value of
investments
7(a) Trade Receivables
527.27
533.42
6.15
-
-
-
-
2.80
-
-
2.80
2.80
-
(` in Crore)
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, 2023
As at
March 31, 2022
Current
318.15
1,838.19
1,873.43
4,029.77
500.28
4,530.05
1,970.06
2,559.99
Non Current
40.76
-
-
40.76
-
40.76
-
40.76
Current
340.21
3,376.30
343.72
4,060.23
397.06
4,457.29
343.72
4,113.57
Non Current
11.51
-
-
11.51
-
11.51
-
11.51
These trade receivables are given as security to the lenders – Refer Note 11 (a) and 11(b)
203
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
Trade Receivable Ageing Schedule: March 31, 2023
Particulars
-
Trade
Receivables
Undisputed
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)
Outstanding for following periods from due date of
payment
1-2
years
2-3
years
More
than
3 Years
Not
Due
399.46
Less
than 6
Months
334.71
6
Months
- 1 Year
33.28
21.35
8.71 1,323.81 2,121.32
(` in Crore)
Total
2.14
9.99
11.48
32.26
25.72
126.24
207.83
0.16
2.30
1.23
1.84
4.64
66.83
77.00
-
0.09
0.11
0.72
1.15 1,662.31 1,664.38
500.28
902.04
-
347.09
-
46.10
-
56.17
-
-
500.28
40.22 3,179.19 4,570.81
1,970.06
2,600.75
Trade Receivable Ageing Schedule: March 31, 2022
Particulars
-
Trade
Receivables
Undisputed
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)
Outstanding for following periods from due date of
payment
1-2
years
2-3
years
More
than
3 Years
Not
Due
466.07
Less
than 6
Months
281.46
6
Months
- 1 Year
76.38
60.99
29.73 2,794.04 3,708.67
(` in Crore)
Total
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
397.06
868.38
-
294.18
-
96.88
-
98.21
-
-
397.06
76.73 3,034.62 4,468.80
343.72
4,125.08
7(b) Cash and Cash Equivalents
Particulars
Balances with banks in -
Current Account
Bank Deposit with original maturity of less than 3 months
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
Unpaid Dividend Account 1
Total
1 The Parent Company is required to keep restricted cash for payment of dividend
204
(` in Crore)
As at
March 31, 2023
As at
March 31, 2022
691.49
142.48
19.55
2.19
855.71
456.38
433.78
79.02
2.09
971.27
As at
March 31, 2023
512.97
7.74
520.71
(` in Crore)
As at
March 31, 2022
259.81
10.29
270.10
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
*Restricted Cash and Bank Balances:
The Group is required to keep restricted cash, details of which are given below:
Particulars
Bank Deposits
Escrow account
Margin Money
Total
7(d) Loans
Particulars
(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
Loan to Employees (Secured)
Total
7(e) Other Financial Assets
Particulars
(` in Crore)
As at
March 31, 2023
As at
March 31, 2022
17.87
82.08
217.43
317.38
50.05
47.80
118.99
216.84
(` in Crore)
As at March 31, 2023
As at March 31, 2022
Current
Non-Current
Current
Non-Current
426.82
4,083.03
3,829.14
8,338.99
3,829.14
4,509.85
1.64
4,511.49
-
-
-
-
-
-
0.05
0.05
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
As at March 31, 2023
As at March 31, 2022
Current
Non-Current
Current
Non-Current
(` in Crore)
(Unsecured, considered good unless otherwise stated)
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
21.81
20.56
1,445.55
143.03
-
-
11.86
414.46
2,057.27
143.42
1,913.85
0.35
-
-
0.27
-
4.94
298.77
16.56
0.16
320.70
-
320.70
28.84
20.56
1,486.44
143.03
1.62
-
17.11
818.54
2,516.14
143.03
2,373.11
0.32
-
-
0.09
-
6.78
296.70
18.44
0.22
322.23
-
322.23
205
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
7(f) Other Assets
Particulars
(Unsecured, considered good unless otherwise stated)
Capital advances
Advance to vendors
Duties and Taxes Recoverable
Advances recoverable in kind or for value to be received
Gratuity Advance (Refer Note 33)
Amount due from customers for Contract work
Other receivables
Total
As at March 31, 2023
As at March 31, 2022
Current
Non-Current
Current
Non-Current
(` in Crore)
-
186.11
3.10
674.82
0.95
120.73
0.55
986.26
5.52
2.61
50.18
0.10
0.33
-
4.10
62.84
-
356.03
5.36
533.35
0.07
222.84
1.23
51.60
5.10
57.82
0.10
0.37
-
4.10
1,118.88
119.09
8.
Assets classified as Non Current Assets held for sale
(i)
KM Toll Road Private Limited (KMTR) (Refer Note 36 (ii))
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. In terms of the provisions of the Agreement, NHAI is liable to pay termination payment to KMTR, as the
termination was on account of NHAI’s Event of Default. Further, KMTR has also raised claims towards damages for
the breaches by NHAI and has invoked dispute resolution process under clause 44 of the Agreement. Subsequently
on August 24, 2020 NHAI had released `181.21 crore towards termination payment, which was utilized toward debt
servicing by KMTR.
Further, KMTR has invoked arbitration and has filed its statement of claims / Affidavit of Evidence before Arbitral
Tribunal claiming additional termination payment of ` 900.04 crore and claims of ` 1,179.59 crore, which will increase
with passage of time on account of interest accrual.
Notwithstanding the dependence on the above uncertain events, KMTR continues to prepare its financial statements on
a “Going Concern” basis. Accordingly, 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”.
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, 2023 is as under:
Sr.
No.
I
Particulars
Regulatory Assets / (Liability)
A
B
Opening Balance
Add : Income recoverable/(reversible) from future tariff / Revenue
GAP for the year
1
2
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
F
2022-2023
(` in Crore)
2021-2022
20,600.36
20,394.66
3,140.02
1,112.23
(0.04)
3,139.98
1,111.10
2,028.88
22,629.24
74.09
1,186.32
980.62
205.70
20,600.36
II
Deferred Tax (Assets) / Liability associated with Regulatory Assets /
(Liability)
Opening Balance
Add: Deferred Tax (Assets) / Liabilities during the Year
3,526.60
1,277.56
3,214.42
312.18
206
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
Particulars
Sr.
No.
2022-2023
(` in Crore)
2021-2022
Total deferred Tax (Assets) / Liability associated with Regulatory Assets
/ (Liability)
Less: Recoverable from future Tariff
Closing Balance
4,804.16
3,526.60
4,804.16
-
3,526.60
-
III
Balance as at the end of the year (I+II)
Regulatory Assets
Regulatory Liability
22,629.24
-
20,600.36
-
Regulatory Assets of ` 22,629.24 Crore ( ` 20,600.36 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.
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
1,94,00,60,000 (1,94,00,60,000) Equity Shares of ` 10 each
1,00,00,000 (1,00,00,000) Equity Shares of ` 10 each with differential rights
10,00,00,000 (10,00,00,000) Redeemable Preference Shares of ` 10 each
(` in Crore)
As at
March 31,2023
As at
March 31,2022
1,940.06
10.00
100.00
2,050.06
1,940.06
10.00
100.00
2,050.06
207
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
Issued
35,41,92,065 (26,53,92,065) Equity Shares of ` 10 each
Subscribed and fully paid-up
35,17,90,000 (26,29,90,000) Equity Shares of ` 10 each fully paid up
Add: Forfeited Shares- Amounts originally paid up *
354.20
354.20
351.79
0.04
351.83
265.40
265.40
262.99
0.04
263.03
* Allotment of 97,954 shares (Previous year: 97,954 shares) were kept in abeyance, 17,101 shares (Previous year:
17,101 shares) were forfeited and 22,87,010 shares (Previous year: 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, 2023
As at March 31, 2022
No. of shares
` Crore
No. of shares
` Crore
At the beginning of the year
26,29,90,000
262.99
26,29,90,000
262.99
Share issued during the year - refer note
10 (V)
8,88,00,000
88.80
-
-
Outstanding at the end of the year
35,17,90,000
351.79
26,29,90,000
262.99
(II) Terms and rights attached to equity shares
The Parent 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 Parent Company, after distribution of all preferential amount. The distribution
will be in proportionate to the number of equity shares held by the shareholders.
(III) Details of shareholders holding more than 5% shares in the Parent Company
Name of the Shareholders
As at March 31, 2023
As at March 31, 2022
Risee Infinity Private Limited
VFSI Holdings Pte Limited
(IV) Details of Share holding of Promoters
No. of Shares
6,46,00,000
2,42,00,000
% held
No. of Shares
% held
18.36
6.88
-
-
-
-
Shri Anil D Ambani held 1,39,437 equity shares 0.04% as at March 31, 2023 and 0.05% as at March 31, 2022.
(v) During the year, the Parent Company had issued and allotted 8,88,00,000 equity shares of ` 10 each, at a premium of
` 52 per equity share – (i) 2,42,00,000 equity shares to VFSI Holdings Pte. Ltd, a Foreign Institutional Investor and (ii)
6,46,00,000 equity shares to promoter group company, upon exercise of their right to convert the equivalent number
of warrants held by them in terms of Preferential Issue under Chapter V of Securities and Exchange Board of India
(Issue of Capital and Disclosure Requirements) Regulations. 2018. The aforesaid equity shares shall rank pari-passu in all
respect with the existing equity shares of the Company. The Parent Company had received ` 137.64 Crore being 25%
as application and allotment money in previous year and balance ` 412.92 Crore during the current year out of which
` 300.40 are kept in separate bank account and balance money has been utilised for the General Corporate Purpose,
for which it was raised.
10(b) Other Equity - Reserves and surplus
(` in Crore)
Particulars
As at
March 31, 2023
As at
March 31, 2022
(a)
(b)
208
Capital Reserve
1.
Capital Reserve
Balance as per last Balance Sheet
Sale proceeds of Fractional Equity Shares
Certificates and Dividends thereon @ [` 37,953]
2.
Security Premium
Balance as per last Balance Sheet
Add : Increase during the year on issue of share (Refer Note 10 (V))
155.09
155.09
@
@
8,825.09
461.76
9,286.85
8,825.09
-
8,825.09
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
Particulars
(c)
(d)
(e)
(f)
Capital Redemption Reserve
Balance as per last Balance Sheet
Capital Reserve on consolidation
Balance as per last Balance Sheet
Add : During the year (Refer Note 35 (a))
Debenture Redemption Reserve
Balance as per last Balance Sheet
General Reserve
Balance as per last Balance Sheet
(g) Money Received against Share Warrants
Balance as per last Balance Sheet
Received during the year
Convert in to share capital including premium (Refer Note 10 (V))
(h)
(i)
Retained Earnings
Balance as per last Balance Sheet
Add: Net (Loss) for the year
Add: Transactions with Non Controlling Interest
Add :Other Comprehensive Income
Less: Dividend paid
Treasury Shares
Balance as per last Balance Sheet
Less : Provision for diminution in value of equity shares
Closing balance
Total
10.1 Nature and purpose of other reserves
(a) Capital Reserve:
As at
March 31, 2023
As at
March 31, 2022
130.03
130.03
6,108.67
(201.15)
5,907.52
3,687.62
2,421.05
6,108.67
212.98
212.98
808.25
808.25
137.64
412.92
(550.56)
-
(4,228.37)
(3,221.18)
(83.57)
(11.32)
(7.98)
(7,552.42)
-
137.64
-
137.64
(3,220.09)
(998.88)
-
(1.00)
(8.40)
(4,228.37)
(5.05)
(1.43)
(6.48)
(1.56)
(3.49)
(5.05)
8,941.82
12,144.33
The Reserve is created based on statutory requirement under the Companies Act, 2013, on account of forfeiture of
equity shares warrants and schemes of amalgamation and arrangements. 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, 2022 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.
209
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
Secured borrowings (Principal undiscounted amounts) :
A. Non Convertible Debentures referred to above to the extent of
i.
In case of Parent Company, NCD of ` 977 Crore are secured as under:
(a) 12.50% Series 29 NCD of ` 274.30 Crore secured by all of the Company’s rights, title, interest and
benefits in, to and under a specific bank account of the Company and 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 specific Fixed assets
(buildings) situated in Mumbai.
(c) 11.50% Series 20E NCD of ` 102.70 Crore secured by first pari-passu charge over the specific 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:
` 74.29 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, 2023) 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 37 (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:
` 462.25 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.
211
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
D.
Term Loans from Financial Institutions are secured as under:
` 40.62 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.
` 426.25 Crore, in case of Toll Collection Rights, is secured by a first ranking pari passu mortgage/charge over all the
Borrower’s immoveable and movable properties, intangible assets but not limited to goodwill, rights, undertaking and uncalled
capital present and future except the project assets. The same are also secured by charge on all the Borrower’s bank
accounts including, but not limited to the Escrow Account/ its Sub-Accounts where all revenues, Disbursements, receivables
shall be deposited and in all funds from time to time deposited therein and in all Permitted Investments or other securities
representing all amounts credited to the Escrow Account. The same are also secured by charge over / assignment of the right,
title, interests, benefits, claims and demands of the Borrower in, to and under any letter of credit, guarantees (except the
guarantees issued in favour of NHAI) including contractor guarantees and liquidated damages and performance bond provided
by any party to the Project Documents and on all insurance contracts. The same is also secured by Pledge/NDU of promoter's
Equity Interest representing 51% of the equity capital of the investee companies.
` 1,321.35 Crore and ` 1,071.61 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, 2023 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)
` 61.24 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.
(ii)
` 37.45 Crore by subservient charge on moveable Property, Plant and Equipment of the Company.
(ii)
In case of Other than Parent Company are secured by the following:
` 1,273.48 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 from banks.
` 2,574.28 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, insurance contracts,
undertaking and uncalled capital present and future except the project assets. The same are also secured by charge on
all the Borrower’s bank accounts including, but not limited to the Escrow Account/ its Sub-Accounts where all revenues,
Disbursements, receivables shall be deposited and in all funds from time to time deposited therein and in all Permitted
Investments or other securities representing all amounts credited to the Escrow Account. The same are also secured by
charge over / assignment of the right, title, interests, benefits, claims and demands of the Borrower in, to and under
any letter of credit, guarantees (except the guarantees issued in favour of NHAI) including contractor guarantees and
liquidated damages and performance bond provided by any party to the Project Documents and insurance contracts.
The same is also secured by Pledge/NDU of promoter's Equity Interest representing 51% of the equity capital of the
investee companies.
` 386.33 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.
212
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
F.
Loans from Others are secured as under:
i.
In case of Parent Company are secured by the following:
(i)
` 1,612.57 Crore by way of:
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. (iii) All amounts owing to and/or received
and/or receivable by the Company from certain liquidity events.
Second pari passu charge over 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) specific 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 and 1,88,28,000 Equity Shares of BSES Kerala Power
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)
(iii)
` 27 Crore is secured by subservient charge on all current assets of the Company, present and future.
As per the loan sanctioned terms, borrowing of ` 195.88 Crore (Principal undiscounted) from others
is due for repayment on September, 2031 onwards, ` 27 Crore from others in May 2023, NCD of
` 977 Crore and balance borrowing of ` 1,711.26 Crore were overdue for repayment as at March 31, 2023
along with interest of ` 1,230.53 Crore.
G.
The Group has delayed payments of interest and principal to the lenders as detailed below:
Name of lender
Default as at March 31, 2023
Delay in repayment during the year
Canara Bank
IDFC Bank
Jammu and Kashmir
Bank
Flowers
J.C.
Assets
Reconstruction Private
Limited/Yes Bank Limited
Srei Equipment
Finance Limited
Axis Bank
Bank of Baroda
Bank of India
Corporation Bank
India Infrastructure
Finance Company
Limited
Principal
Interest
Principal
Interest
Amount
(` Crore)
Maximum
days of
default
Amount
(` Crore)
Maximum
days of
default
Amount
(` Crore)
182.95
1,735
437.27
1,825
8.61
61.24
547
1,482
13.81
44.87
396
1,552
-
7.02
10.00
Maximum
days of
delay
-
145
1,445
Amount
(` Crore)
Maximum
days of
delay
15.64
21.10
-
335
145
-
1,670.72
1,060
521.66
761
439.40
939
10.40
89
-
-
-
-
-
-
3
1,288
30.52
36.76
101.29
137.34
127.47
1,823
1,823
1,735
1,735
1,735
17.40
8.09
17.81
21.83
48.17
396
211
1,308
1,308
1,308
7.93
145
21.34
-
-
-
-
-
-
-
2.22
5.78
5.82
145
27.78
145
-
335
335
335
213
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
Name of lender
Default as at March 31, 2023
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
Oriental Bank of
Commerce
UCO Bank
Indian Overseas 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
130.94
32.53
-
4.18
-
26.18
17.39
39.46
44.72
21.74
1.72
52.46
1,735
12.63
1,308
1,735
1,735
-
17.17
1,308
-
2.52
-
211
180
111.55
1,825
-
2.81
211
-
-
-
-
-
-
-
-
-
-
-
-
3.97
335
3.56
335
-
-
-
-
-
-
-
-
1,734
102.55
1,825
2.07
145
5.47
145
1,734
-
-
1,734
251.43
1,825
1,734
1,734
1.68
-
180
50.07
211
-
1,825
1,825
198.16
1,825
297.89
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Non-Convertible Debentures (NCDs) Series-18 : Axis Trustee Services Ltd (“Trustee”) had issued loan recall notice on
September 20, 2019 due to downgrade of Parent Company’s ratings. In terms of the Security Interest (Enforcement)
Rules, 2002, Trustee has enforced the security and taken the possession of the mortgaged properties in respect of the
said NCDs. NCDs 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
said NCDs. NCDs 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. The Trustee
for the NCDs Series-18, Series-20E and Series-29 have invoked the security provided by the Parent Company and
have adjusted if any, dues towards NCDs against the proceeds received therefrom. The Parent Company has not been
informed as regards shortfall in the recovery of outstanding debt.
H.
In case of Parent Company, during the year, Yes Bank Limited has assigned or transferred all amount due against credit
facilities sanctioned, to J.C. Flowers Assets Reconstructions Private Limited (JCF ARC), Assets Reconstruction Company vide
Assignment Agreement dated December 29, 2022 together with all underlying security interest.
I.
During the year, Group has not declared willful defaulter by any bank, financial institution or any other lender.
214
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
11 (b) : Current Borrowings
Particulars
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)
(` in Crore)
As at
March 31, 2023
As at
March 31, 2022
565.00
1,273.48
462.25
4,648.74
6,949.47
548.07
1,284.04
427.13
4,877.37
7,136.61
40.35
22.93
63.28
41.04
17.27
58.31
7,012.75
7,194.92
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 statement except for minor variations which are not material.
The Group has delayed payments of interest and principal to the banks as detailed below:
Name of lender
Default as at March 31, 2023
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
376.83
1,647
State Bank of India
ICICI Bank
-
22.61
-
473
-
-
-
-
-
-
-
37.93
-
-
145
-
-
-
-
-
-
-
215
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
11(c): Trade Payables
Particulars
As at March 31, 2023
As at March 31, 2022
Total outstanding dues to micro enterprises and small
enterprises
Total outstanding dues to other than micro enterprises
and small enterprises (Including retention payable)
Current Non- Current
Current
Non-Current
111.85
-
108.50
-
17,422.56
18.72
16,773.32
15.49
Total
17,534.41
18.72
16,881.82
15.49
Trade Receivable Ageing Schedule: March 31, 2023
(` in Crore)
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
(` in Crore)
Total
Dues to Micro and Small Enterprises
103.07
8.73
-
-
-
111.80
Due to Others – Undisputed
942.62
1,924.94 1,634.16
1,292.14
10,245.37
16,039.23
Dues to Others - Disputed
Unbilled dues
Total
361.29
-
-
-
4.82
1,035.99
1,040.81
-
-
361.29
1,406.98
1,933.67 1,634.16
1,296.96 11,281.36
17,553.13
Trade Payable Ageing Schedule: March 31, 2022
(` in Crore)
Particulars
Outstanding for following periods from due date of payment
Total
Dues 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
Not Due
Less than
year
1 to 2
Years
2 to 3
Years
More than
3 Years
Dues to Others - Disputed
Unbilled dues
Total
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
216
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
As at March 31, 2023
As at March 31, 2022
Current Non- Current
Current
Non-Current
(` in Crore)
1,659.24
188.45
511.86
8.62
-
2,344.51
-
407.28
2,848.67
7.74
587.21
8.70
138.78
-
-
0.37
-
-
1,494.08
220.05
434.87
-
1,911.24
10.29
767.02
50.83
108.05
8.78
-
2,289.92
301.77
-
-
-
-
-
5,950.65
2,760.78
4,996.43
2,600.47
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
11(e): Other Liabilities
Particulars
Advance received
- Customers
- Others
Service Line Contribution
Consumer Contribution for Capital works
Grant in Aid (Under Accelerated Power Development &
Reforms Program to the Government of India)
Amount due to customers for Contract work
Other liabilities (Including statutory dues)
Total
12. Provisions
As at March 31, 2023
As at March 31, 2022
Current Non- Current
Current
Non-Current
(` in Crore)
631.37
998.27
-
-
-
301.95
911.90
1,296.72
-
561.02
1,387.83
10.40
614.39
570.79
-
-
-
-
-
480.42
1,142.76
1,303.62
-
503.05
1,269.26
11.35
-
-
2,843.49
3,255.97
2,808.36
3,087.28
Particulars
As at March 31, 2023
As at March 31, 2022
(` in Crore)
Provision for Disputed Matters *
Provision for Employee Benefits:
Provision for Leave Encashment
Provision for Gratuity (Refer Note 33)
Provision for Major Maintenance and Overhaul Expenses
Provision for Legal Claim
Provision-Others
Total
Current Non- Current
Current
Non-Current
-
160.00
-
160.00
12.81
9.48
142.28
6.77
106.34
277.68
87.33
3.38
333.44
-
-
584.15
12.70
10.27
95.67
6.99
107.92
233.55
92.61
1.64
364.80
-
-
619.05
* 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.
Movement in Provisions:
Particulars
As at April 01, 2021
Add : Provision made
Less : Provision used / reversed
As at March 31, 2022
Add : Provision made
Less : Provision used / reversed
As at March 31, 2023
Disputed
Matters
160.00
-
-
160.00
-
-
160.00
Legal Claim
Major Maintenance &
Overhaul Expenses
(` in Crore)
Total
6.19
0.80
-
6.99
-
0.22
6.77
437.94
604.13
56.29
33.76
460.47
116.07
100.82
475.72
57.09
33.76
627.46
116.07
101.04
642.49
217
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
6.38
(5.57)
0.81
36.15
(29.39)
6.76
7.57
12.48
(0.80)
11.68
37.92
(26.64)
11.28
22.96
(A)
(B)
(A + B)
13(b) Reconciliation of tax expenses and the accounting profit multiplied by India's tax rate:
Particulars
Loss before income tax expense
Tax at the Indian tax rate
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
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)
13(c) Amounts recognised in respect of current tax / deferred tax directly in equity:
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
(2,465.67)
(846.44)
(656.29)
(221.45)
(5.14)
811.01
201.78
3.10
244.36
(490.07)
-
-
(5.57)
94.54
7.57
(5.51)
50.35
89.63
6.70
215.16
(160.84)
4.74
2.89
(0.80)
42.09
22.96
(` in Crore)
Particulars
As at
March 31, 2023
As at
March 31, 2022
Amounts recognised in respect of current tax / deferred tax directly in equity
-
-
218
Reliance Infrastructure Limited Notes to the consolidated financial statements for the year ended March 31, 2023
13(d) Tax losses and Tax credits
Particulars
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 Crore)
As at
March 31, 2023
As at
March 31, 2022
256.05
1,181.93
4,597.68
116.41
256.62
1,048.88
5,254.20
126.31
In the absence of reasonable certainty of future profit, the Group has not recognised deferred tax assets on unused losses.
13(e) Unrecognised temporary differences
Particulars
(` in Crore)
As at
March 31, 2023
As at
March 31, 2022
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
8,363.75
6,701.59
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 2021-22: 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 -
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:
(` in Crore)
As at
March 31, 2023
As at
March 31, 2022
372.10
22.71
433.39
828.20
402.52
16.27
476.34
895.13
Provisions
Investments/resurfacing expenses
for employees benefits and doubtful debts/advances/
867.16
219.81
NHAI Premium Payable
Fair Valuation of financial instruments
Unabsorbed losses (including depreciation)
Total Deferred Tax Assets
Net Deferred Tax (Assets)/ Liability
Deferred Tax Liabilities (net) as per Consolidated Balance Sheet
Deferred Tax Assets (net) as per Consolidated Balance Sheet
244.94
98.95
237.12
1,448.17
(619.97)
369.24
93.89
-
71.16
431.83
722.80
172.37
398.63
130.03
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, 2023, the Parent Company has net deferred tax assets of `895.32 Crore (` 96.23 Crore as at March
31, 2022) . 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.
219
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
13(g) Movement in deferred tax balances:
Particulars
As At March 31, 2021
(Charged)/credited:
- to profit or loss
- to other comprehensive income
As At March 31, 2022
(Charged)/credited:
- to profit or loss
- to other comprehensive income
As At March 31, 2023
14. Revenue from operations
Particulars
Revenue from Power Business :
(` in Crore)
Deferred Tax Liability
257.24
11.27
0.09
268.60
6.76
(0.01)
275.35
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
Income from sale of power and transmission charges
19,644.33
16,740.56
Less - Tax on Sale of Electricity
Less - Pension Trust Surcharge Recovery (Refer Note 34(g))
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
Others
Total revenue
220
693.18
963.27
570.57
707.62
17,987.88
15,462.37
1,016.68
2,112.28
120.73
222.84
(102.11)
-
914.57
1,150.26
242.83
1.60
1,394.69
2.58
346.71
349.29
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
20,646.43
18,411.10
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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 ` 2,350.36 Crore as at March 31, 2023, (` 2,624.31 Crore as at March 31, 2022) out of which `
1,057.12 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.
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
(` in Crore)
2022-23
2021-22
228.82
1,695.04
37.51
(315.83)
Transfers from contract assets recognised at the beginning of the year to receivables
(104.84)
(1,150.39)
Contract Assets including retention receivable
161.49
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
(` in Crore)
2022-23
2021-22
1,874.76
2,608.23
(186.88)
1.34
(476.52)
(256.95)
Closing Contract Liabilities including advance from customer
1,689.22
1,874.76
14.4 Reconciliation of contracted prices with the revenue during the year:
(` in Crore)
Particulars
2022-23
2021-22
Opening contracted price of orders *
8,263.64
14,888.90
Add:
Fresh orders/change orders received (net)
383.66
461.47
Less:
Orders completed/cancelled during the year
Closing contracted price of orders
(1,994.00)
6,653.30
(7086.73)
8,263.64
Revenue recognised during the year
914.57
1,595.42
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)
(299.25)
615.32
3,687.62
2,350.36
6,653.30
(254.16)
1,341.26
4,298.07
2,624.31
8,263.64
* 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.
221
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
15. Other Income
Particulars
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
Fair Value Gains on financial instrument through FVTPL /amortised cost
1.54
154.55
Interest income on
Inter corporate deposits
Fixed Deposit with banks
Others
Dividend income
Net gain/(loss) on sale of Investments
Gain on sale in interest in Joint Venture #
Gain on foreign exchange / derivative contracts (net) (including MTM on forward
contracts)
Provisions / Liabilities written back
Profit on sale of Property, Plant & Equipments
Miscellaneous Income
Total
63.49
55.76
29.36
-
0.06
-
133.96
26.12
4.03
200.39
514.71
82.83
27.50
43.18
0.01
1.40
127.97
59.07
13.46
19.29
192.19
721.45
# Represent gain on transfer of participating interest by Parent Company in one of the Joint Operation i.e RInfra-Astaldi JV
16. Employee Benefit Expenses
Particulars
Salaries, Wages, Bonus
Contribution to Provident and Other Funds (Refer Note 33)
Gratuity Expense (Refer Note 33)
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
222
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
906.57
101.62
17.22
56.84
898.98
114.73
18.70
53.94
1,082.25
1,086.35
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
327.52
944.56
134.38
5.01
353.69
106.84
276.74
23.97
105.51
115.24
187.41
909.28
63.30
3.41
344.32
99.95
242.86
12.95
101.23
95.71
2,393.46
2,060.42
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
18. Other Expenses
Particulars
Consumption of stores and spares (Net of allocation to Repairs and other relevant
revenue accounts)
Rent (Refer Note 32(ii))
Repairs and Maintenance:
- Buildings
- Plant and Machinery (including Distribution Systems)
- Other Assets
Insurance
Rates and Taxes
Corporate Social Responsibility Expenditure
Legal and Professional Charges
Bad Debts
Directors’ Sitting fees and Commission
Miscellaneous Expenses
Meter Reading & Bill Distribution/Collection 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/Unexercised Warrants
Operation and Maintenance Expenses
Total
19. Earnings per share
Particulars
i.
Profit /(Loss) for the year for basic and diluted earnings per share:
Profit /(Loss) for the year (a)
Profit /(Loss) before Rate Regulated Activities (b)
Profit /(Loss) before Exceptional Items (c)
ii.
Basic and diluted earnings per share:
Basic and diluted earnings per share (a /d)
Before Rate Regulated Activities (b /d)
Before Exceptional Items (c/d)
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
53.21
4.83
16.32
260.33
45.52
37.96
38.51
22.87
53.37
13.28
8.84
250.52
37.08
43.12
20.03
9.80
146.33
152.25
5.36
0.34
496.46
116.99
2.21
15.68
64.15
100.12
232.27
1,659.46
7.73
0.39
473.44
107.63
0.20
22.49
59.06
27.96
216.84
1,504.03
Year ended
March 31, 2023
Year ended
March 31, 2022
` Crore
` Crore
(3,221.18)
(998.88)
(5,255.95)
(1,137.30)
(828.52)
(998.88)
`
(112.98)
(184.34)
(29.06)
`
(37.98)
(43.24)
(37.98)
iii. Weighted average number of equity shares used as the denominator in
28,51,15,753
26,29,90,000
calculating basic and diluted earnings per share (d)
20. During the Previous Year, the Parent Company has allotted 8.88 Crore 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.
223
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
21.
i)
The Parent Company and its one subsidiary 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, 2023 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
(i)
Claims against the Group not acknowledged as debts and under litigation
These include:-
a)
b)
c)
d)
e)
Claims from suppliers
Income tax / Wealth tax claims
Indirect tax claims
Claims from consumers
Claims by MMRDA for delay in achieving milestone
f)
Other claims
(` in Crore)
As at
March 31, 2023
4,244.60
As at
March 31, 2022
4,016.65
588.36
599.82
514.86
46.48
1,643.80
851.28
38.82
749.66
520.30
47.02
1,643.80
1,017.05
(i) 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.
(ii)
In case of Mumbai Metro One Private Limited (MMOPL):
a)
The Municipal Corporation of Greater Mumbai (MCGM) denied the exemption to the Company from payment
of municipal taxes and octroi. 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. The matter is sub-judice and 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 Bombay High Court has granted Stay on the FFC recommendations. The matter is sub-judice
and next date of hearing is yet to be fixed by the Court.
b)
224
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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 did not accept 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 September 2023.
iii) BRPL and BYPL had announced Special Voluntary Retirement Scheme (SVRS) in December, 2003. Both Companies
had taken a stand that terminal benefit to SVRS optees was the responsibility of Delhi Vidyut Board (DVB) Employees
Terminal Benefits Fund - 2002 Trust (DVB ETBF – 2002 or the Pension Trust) and the amount was not payable by
the companies. The DVB ETBF-2002 Trust had contended that terminal benefit to SVRS optees did not fall in its
purview as the employees had not attained the age of superannuation. The Company had filed a writ petition before
the Hon’ble Delhi High Court(Hon'ble HC) which pronounced its Judgement on July 02, 2007 and provided the
following two options to the BSES Discoms for paying terminal benefits and residual pension to the SVRS RBF 2004
Trust (SVRS Trust) :-
i)
Terminal benefits to the SVRS optees to be paid by Discoms which shall be reimbursed to Discoms by the
Trust without interest on normal retirement / death (whichever is earlier) of such SVRS optees. In addition,
the Discoms shall pay the Retiral Pension to SVRS optees till their respective dates of normal retirement, after
which the Trust shall commence payment to such optees, OR
The 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. The liability to pay residual pension i.e. monthly pension to SVRS optees shall be borne by the
Company till their respective dates of normal retirement, after which the Trust shall commence payment to
such optees.
ii)
The Company has opted for option (II) above, which requires determination of additional contribution to be funded
by Discom as determined by the Arbitral Tribunal. Though the constitution of Arbitral Tribunal was pending, BRPL in
order to mitigate the hardship faced by SVRS optees, paid the amount due to them, without prejudice to its rights
and contentions. GoNCTD and Pension Trust have not appointed their nominee to Arbitral Tribunal and have appealed
before the Division Bench of the High Court of Delhi which was dismissed by the Court and directed constituting the
Arbitral Tribunal.
The matter was further challenged by GoNCTD and Pension Trust before Hon'ble Supreme Court (Hon'ble SC). Civil
Appeals are pending for adjudication. However no interim relief has been granted by the Hon'ble SC.
(iv) Proportionate share of claims not acknowledged as debt and other contingent liabilities in respect of Associate and
Joint Venture Companies amounts to ` 735.37 Crore (` 515.60 Crore ).
24. Commitments
Particulars
(i)
Estimated amount of contracts remaining unexecuted on capital account
and not provided for (net off of advances)
(` in Crore)
As at
March 31, 2023
As at
March 31, 2022
414.00
435.74
(ii) The Parent Company has given equity/fund support/other undertakings for setting up of projects/cost overrun
in respect of various infrastructure and power projects being set up by company’s subsidiaries and associates; the
amounts of which are currently not ascertainable.
(ii) Uncalled liability on partly paid shares warrants ` Nil (547.50 Crore).
(iv) During the financial year 2020-21 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 `193.26 Crore (`159.42 Crore ).
225
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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)
1
Reliance Geothermal Power Private Limited (RGPPL)
2 Metro One Operations Private Limited (MOOPL)
3
4
5
6
7
8
9
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)
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 Urthing Sobla Hydro Power Limited (w.e.f. July 15,2021)
16 Gullfoss Enterprises Private Limited
Utility Powertech Limited (UPL)
Risee Infinity Private Limited(RIPL)
Reliance Project Ventures and Management Private Limited (RPVMPL)
Shri Anil D Ambani and Family
Reliance Transport and Travels Private Limited (RTTPL)
Reliance Power Limited (RePL) ( up to July 14, 2021)
Rosa Power Supply Company Limited (ROSA) ( up to July 14, 2021)
Sasan Power Limited (SPL) ( up to July 14, 2021)
Vidarbha Industries Power Limited (VIPL) ( up to July 14, 2021)
Chitrangi Power Private Limited (CPPL) ( up to July 14, 2021)
Samalkot Power Limited (SaPoL) ( up to July 14, 2021)
Rajasthan Sun Technique Energy Private Limited (RSTEPL) (up to July 14,
2021)
Dhursur Solar Power Private Limited (DSPPL) ( up to July 14, 2021)
1
2
1
2
3
4
5
6
7
8
9
10 Reliance Natural Resources Limited ( up to July 14, 2021)
11 Urthing Sobla Hydro Power Limited (up to July 14,2021)
(ii)
Joint Ventures
(iii)
Investing Party
(iv) Persons having control over
investing party
(v) Enterprises over which
person described in (iv) has
significant influence
226
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
(c) Details of transactions during the year and closing balances as at the end of the year:
Particulars
Year
Investing
party,
Associates
and Joint
Ventures
(` in Crore)
Enterprises
over which
person
described in
(iv) above,
has significant
influence
(a)
(b)
Consolidated Statement of Profit and Loss heads:
(I)
Income:
(i)
Dividend received
(ii)
Interest earned
(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): Gross
(i)
Trade payables, Advances received and other liabilities
for receiving of services on revenue and capital
account
Inter Corporate Deposit taken
(ii)
(iii)
Investment
(iv)
Inter Corporate Deposit (ICD) given
(v)
Interest receivable on Investments and Deposits
(vi)
(vii)
Trade Receivables, Advance given and other
receivables for rendering services
Investment in Share Warrants
(viii)
Interest Payable
(c)
(d)
Corporate Guarantees (Closing balances):
Corporate Guarantees
Transactions during the year:
(i)
Investment in Share Warrants
(ii)
ICD Given to
(iii)
ICD Returned by
(iv)
Investment in Equity Shares
(v)
ICD converted to Investment in Equity Shares
(vi)
(vii)
Interest Receivable Converted into Investment in
Equity Shares
Corporate Guarantees provided earlier - expired /
encashed / surrendered
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
3.96
7.08
54.27
40.95
429.13
349.41
3.36
3.81
4.24
3.02
2022-23
2021-22
1,608.58
1,601.12
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
40.35
40.35
970.84
813.59
414.32
547.51
10.97
74.82
2,849.68
2,666.15
-
182.50
15.95
11.71
178.41
178.41
-
182.50
-
-
-
-
-
595.00
133.20
573.70
118.11
-
-
-
-
-
1.36
35.26
-
114.70
0.23
10.95
-
11.71
0.22
0.11
-
0.69
-
-
12.50
13.28
3.58
2.23
-
-
-
-
-
0.28
-
67.44
-
-
-
6.86
0.78
4.00
-
-
-
-
-
-
67.24
-
227
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
(d) Key Management Personnel (KMP) and details of transactions with KMP:
Name
Category
Years
Remuneration*
Shri Punit Garg
Executive Director and Chief Executive Officer
Shri Paresh Rathod
Company Secretary
Shri Vijesh Babu Thota
Chief Financial Officer ( w.e.f April 12, 2022)
Shri Sandeep Khosla
Chief Financial Officer (upto April 12, 2022)
Shri Pinkesh Shah
Chief Financial Officer (upto September 30, 2021)
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
2022-23
2021-22
3.34
2.49
0.71
0.52
0.82
-
0.05
0.38
-
0.47
*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 ` Nil during the year 2022-23 (2021-22:
` 0.03 Crore).
(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 ` 2,845.36 Crore
(March 31, 2022 ` 2,661.84 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.
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 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
228
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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, 2023 and
March 31,2022.
Segment Information:
Particulars
Revenue:
Year ended March 31, 2023
Year ended March 31, 2022
Power*
E&C
Infrastructure
Total
Power*
E&C
Infrastructure
Total
(` in Crore)
Total segment revenue
20,315.83
915.14
1,450.23
22,681.20
15,878.85
1,602.79
1,067.88
18,549.52
Less : Inter Segment revenue
-
-
-
-
-
-
-
-
Revenue from external customers
20,315.83
915.14
1,450.23
22,681.20
15,878.85
1,602.79
1,067.88
18,549.52
Less: Regulatory Income/(expenses)
Revenue from Operations as per Consolidated
Statement of Profit and Loss
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
Capital Expenditure
Depreciation
Non cash expenses other than depreciation
(Pertaining to segment only)
*Total segment revenue includes Regulatory Income
2,034.77
20,646.43
138.42
18,411.10
3,515.20
17.27
311.81
3,844.28
2,324.89
35.33
114.95
2,475.17
(2,393.46)
(1,582.64)
148.61
(2,392.66)
(89.80)
(2,465.67)
7.37
(91.01)
657.13
(3,221.18)
1,074.23
729.26
7.50
2.52
21.89
-
158.63
679.78
-
776.14
694.73
26.47
4.30
32.00
-
199.94
536.65
-
(2,060.42)
(1,418.95)
153.51
-
194.40
(656.29)
22.55
(189.37)
130.67
(998.88)
229
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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
(` in Crore)
As at
March 31, 2023
As at
March 31, 2022
33,871.45
31,650.63
3,467.13
11,997.35
49,335.93
10,401.60
59,737.53
1,255.53
3,545.36
12,748.29
47,944.28
12,846.08
60,790.36
1,742.32
60,993.06
62,532.68
20,704.53
19,927.68
3,543.57
4,651.26
28,899.36
21,370.02
50,269.38
1,430.03
3,589.06
4,588.00
28,104.74
20,649.66
48,754.40
1,370.92
Total Liabilities
51,699.41
50,125.32
27.
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 dated May 11, 2017 in favour of Delhi Airport Metro
Express Private Limited (DAMEPL), a subsidiary of the Parent Company, in dispute with Delhi Metro Rail Corporation Limited
(DMRC), consequent to DAMEPL’s termination of the Concession Agreement for the Airport Metro. DMRC was directed to
pay DAMEPL ` 2,945 crore and pre-award and post-award interest.
The total pending receivables on account of the award as on March 31, 2023 is ` 4,675.08 crore including interest and
net of amount of ` 2,599.17 crore received from DMRC. On March 17, 2023 the Hon’ble Delhi High Court (DHC) directed
to Government of India (GOI) & Government of National Capital Territory, Delhi (GONCTD) to provide sovereign guarantee/
subordinate debt to DMRC by March 31, 2023 so as to enable it to satisfy the Award by April 30, 2023. Alternatively, the
order directed GOI to return the funds repatriated by DMRC after March 10, 2022 order, by March 31, 2023, so that DMRC
could then pay the entire remaining amount to DAMEPL forthwith. The order along with modified order dated March 29,
2023, further directed attachment of DMRC’s all accounts excluding salary and O&M by April 1, 2023 if the aforesaid options
failed to materialize, and the Court reserved its right to issue further directions to GOI and GONCTD to satisfy the Award.
The GOI and GONCTD filed Special Leave Petitions (SLPs) before the Supreme Court. DAMEPL has also filed a SLP challenging
the review order dated March 29, 2023. The 3 SLPs were heard on April 10, 2023 by the Bench headed by the Chief Justice
of India and will be next heard on July 14, 2023. DMRC’s curative petition against the dismissal of its review petition relating
to the judgement dated September 09, 2021 is also listed before the Supreme Court on July 20, 2023.
DAMEPL has utilised the amount of ` 2,599.17 crore received till date from DMRC for reducing its debt. In view of the above,
DAMEPL has continued to prepare its financial results on a ‘Going Concern’ basis.
28. 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.
230
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
The Parent Company in its Board Meeting dated August 5, 2022 has approved issue of FCCBs not more than U.S. $ 400
million, consisting of U.S. $ 1 million each, 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 5% p.a. on private placement basis. The FCCBs shall be
convertible into approximately 25.84 crore equity shares of `10 each of the Parent Company in accordance with the terms
of the FCCBs, at a price of ` 123 (including a premium of ` 113) per equity share.
29. Certain subsidiaries and associates have continued to prepare the financial statements on a going concern basis. The details
thereof together with the reasons for the going concern basis of preparation of the respective financial statements are
summarised below on the basis of the related disclosures made in the separate financial statements of such subsidiaries and
associates:
a. Mumbai 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 obligation payable to its lenders.
MMOPL is taking a number of steps to improve its overall commercial viability which will result in improvement in its
cash flows and will enable it to meet its financial obligations. MMOPL has shown year-on-year growth in passenger
traffic and its revenue has been sufficient to recover its operating costs. Further, its EBITDA (Earnings before Interest,
Tax, Depreciation and Amortization) is positive and is expected to increase with growing ridership over its remaining
long concession period of approximately 20 years. MMOPL has proposed One Time Settlement (OTS) of its debt to its
lenders, which is under discussion and awaiting approval of all the shareholders.
b.
c.
Further MMOPL had 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 did not accept the said claims filed by the MMOPL and
hence MMOPL had 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 favourable Arbitration
Award by September 2023 and the Award will include interest accrued up to the date of award.
The Parent Company will endeavour to provide necessary support to enable MMOPL to operate as a going concern.
Notwithstanding the dependence on above said uncertain timelines and events, MMOPL continues to prepare its
financial results on a ‘Going Concern’ basis.
GF Toll Road Private Limited (GFTR), a wholly owned subsidiary of the Parent Company, has proposed a Resolution
Plan (RP) to its Consortium Lenders which is under discussion and evaluation by its lenders. In the interim, GFTR has
succeeded in arbitration against Haryana Public Works Department, leading to a favourable arbitral award dated October
17, 2022 of ` 149.56 crore (principal amount) and pre-award and post-award interest, which will further improve its
financial position. The amount recoverable under award including interest stands at ` 409.25 crore as on March 31,
2023. In view of the above, GFTR continues to prepare its financial statements on a ‘Going Concern’ basis.
The current liabilities of TK Toll Road Private Limited (TKTR), a wholly owned subsidiary of the Parent Company, exceed
its current assets. TKTR is taking various steps which will result in improvement in its cash flows and will enable it to
meet its financial obligations. The revenue of TKTR has been sufficient to recover its operating costs. Further, its EBITDA
(Earnings before Interest, Tax, Depreciation and Amortization) is positive and is expected to increase with growing traffic
over its remaining long concession period extending upto financial year 2038. The current debt servicing issues are on
account of mismatch in cash flows vis-a-vis debt servicing requirements.
During the year, TKTR had succeeded in arbitration against NHAI leading to a favourable arbitral award of ` 588.31
crore (principal amount) and pre-award and post-award interest, which will further improve the financial position. The
total Awarded Amount as on March 31, 2023 is ` 1139 crore including interest amount. NHAI has challenged the
Award under section 34 of Arbitration and Conciliation Act, 1996 and no stay has been granted to NHAI in the matter.
The matter is presently pending before Hon’ble Delhi High Court (DHC). TKTR had filed execution petition under section
36 of Arbitration and Conciliation Act, 1996 before Hon’ble DHC for enforcement of the Award.
In accordance to NHAI circular dated May 05, 2020, pursuant to Cabinet Committee on Economic Affairs (CCEA’s)
decisions for revival of Construction sector and NITI Aayog OM No. 14070/14/2016, an amount of 75% of the
awarded amount can be released as interim payment, against challenged arbitral awards, by Government entities to
contractors/ concessionaires against bank guarantee (BG). TKTR is accordingly in discussions with its lenders for issuance
of BG, part proceeds of which will be utilized to repay its entire outstanding fund based debt.
Notwithstanding the dependence on above said uncertain events, TKTR continues to prepare its financial statements on
a ‘Going Concern’ basis.
d.
The Current Liabilities of TD Toll Road Private Limited (TDTR), a wholly owned subsidiary of the Parent Company,
exceed its current assets. TDTR is taking various steps which will result in 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. Further, its EBITDA
(Earnings before Interest, Tax, Depreciation and Amortization) is positive and is expected to increase with growing traffic
over its remaining long concession period extending upto financial year 2038. The current debt servicing issues are on
account of mismatch in cash flows vis-a-vis its debt servicing requirements.
231
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
Further, TDTR has succeeded in arbitration against NHAI and is in receipt of two arbitral awards, both pronounced in the
financial year 2018, aggregating to a sum of around ` 288.88 crore including post award interest till March 31, 2023.
The interest at the rate of around 12% per annum will continue to accrue till the final realisation of the award amount
thereby strengthen its financial position.
However, one of its lenders, invoked the insolvency process against it under the Insolvency and Bankruptcy Code,
2016 (IBC), 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 on November 25, 2019. In
response to the bids invited by the Resolution Professional (RP) appointed by the Committee of Creditors (CoC), along
with bids from prospective applicants, the Parent Company also submitted an offer for debt resolution under Section
12A of IBC.
According to the Parent Company’s understanding, despite its proposal being better, the CoC has accepted the bid of
one of the resolution applicants and has submitted the same to NCLT for its approval. Hence, the Parent Company has
filed an application before NCLT seeking directions to the CoC to consider its offer.
Being aggrieved by the NCLAT order dated May 22, 2020, a director nominated by the Parent Company had filed a
Civil Appeal before the Hon’ble Supreme Court to set aside the order dated May 22, 2020 of Hon’ble NCLAT. Hon’ble
Supreme Court by its order dated January 3, 2022 granted a stay against the NCLT proceedings. The Parent Company
filed an IA before Supreme Court for intervention in the Civil Appeal and also filed another IA for directions inter alia, for
approval of its revised offer (revised OTS). The said IAs were listed on May 09, 2023 and the CoC stated that it was
considering the revised OTS proposal. The matter is now posted on July 11, 2023. Notwithstanding the dependence on
above said uncertain events, TDTR continues to prepare its financial results on a ‘Going Concern’ basis.
HK Toll Road Private Limited (HKTR), a wholly owned subsidiary of the Parent Company, has negative net worth as
on March 31, 2023. On May 12, 2023, NHAI issued a notice of intention to terminate (IOT Notice) the Concession
Agreement (CA). On May 27, 2023 the response has been submitted by HKTR against IOT Notice. HKTR has shown
year-on-year growth in traffic and its revenue is sufficient to recover its operating costs. Further, its EBITDA (Earnings
before Interest, Tax, Depreciation and Amortization) is positive and is expected to increase with growing traffic over its
remaining long concession period. HKTR is also under discussion with its Consortium Lenders to align its debt repayment
with its projected cash flows so as to likely cash flow mismatches. In view of the same, HKTR continues to prepare its
financial statements on a ‘Going Concern’ basis.
Notwithstanding the dependence on these uncertain events and timelines including achievement of debt resolution and
restructuring of loans, time bound monetisation of assets as well as favourable and timely outcome of various arbitral
awards and 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 in the earlier financial years as well as certain debt in current financial year and is confident of meeting
its balance obligations. Accordingly, the consolidated financial results of the Group have been prepared on a “Going
Concern” basis.
e.
f.
30.
In case of PS Toll Road Private Limited (PSTR), a wholly owned subsidiary of the Parent Company, NHAI issued Suspension
Notice on February 14, 2023 initially and the same was withheld vide its email dated February 15, 2023. Thereafter vide
letter dated February 17, 2023 the same was withdrawn. However, apprehending suspension, the Company approached DHC
under section 9 of Arbitration and Conciliation Act, 1996 and obtained status quo order. As the Arbitral Tribunal was already
constituted, the said matter was dismissed by DHC. Accordingly, the Concessionaire filed an application under section 17 of
the Arbitration and Conciliation Act, 1996 which came up for hearing on May 23, 2023. The Tribunal granted three weeks
time to the Concessionaire to file rejoinder to the reply filed by NHAI to section 17 applications and adjourned the matter.
Notwithstanding the above, NHAI issued suspension notice on May 25, 2023 suspending the right of the Concessionaire
to collect User Fee. PSTR is in the process of filing a new application before the Arbitral Tribunal challenging the impugned
Suspension Notice.
31. The Reliance Group of companies of which the Parent Company is a part, supported an independent company, (“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 of its debentures and inter corporate deposits given. The Total exposure of the Parent
Company as on March 31, 2023 was ` 6,505.29 crore, (net of provision of ` 3,972.17 crore). 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.
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 is adequate to deal with any contingency relating to recovery from the EPC
Company. The Parent 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.
232
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
32. 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
(` in Crore)
As at
March 31, 2023
As at
March 31, 2022
0.69
1.93
- Later than one year and not later than five years
0.82
1.83
- Later than five years
(ii) Assets taken on Operating Lease:
-
-
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 ` 4.83 Crore as lease
rental for the financial year 2022-23 (` 13.28 Crore for the financial year 2021-22).).
33. Disclosure under Ind AS 19 “Employee Benefits”:
Post-employment obligations
Defined contribution plans
(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 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
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
18.91
2.14
58.32
5.24
17.66
2.04
63.44
4.36
233
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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
2022-23
(` in Crore)
2021-22
6.00% to 7.31%
5.18% to 6.50%
7.22% to 7.66%
5.18% to 6.90%
5.00% to 10.50% 3.00% to 11.00%
4.00% to 25.00% 4.00% to 10.00%
Indian Assured Lives
Mortality (2012-14)
Urban
Indian Assured Lives
Mortality (2012-14)
N.A.
N.A.
Present value of Benefit Obligation at the beginning of the year
217.59
200.99
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
-
-
15.66
16.30
(1.66)
(5.15)
(0.35)
(0.10)
(3.54)
238.75
(0.50)
0.16
13.58
16.27
(3.49)
(6.64)
2.73
0.11
(5.62)
217.59
Fair Value of Plan Asset at the beginning of the year
210.61
165.87
Asset Transferred In/Out
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
(1.30)
15.04
(3.96)
(1.50)
10.26
(0.72)
(1.26)
2.90
10.99
(4.04)
(3.28)
35.90
0.81
1.46
Fair Value of Plan Asset at the End of the year
227.17
210.61
234
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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
Major Categories of plan asses as a percentage of total
Insurance Fund
Prescribed Contribution For Next Year
Maturity Analysis of Project Benefit Obligation : From Fund
Projected Benefit in Future Years From Date of Reporting
Within next 12 months
Between 2 to 5 years
Beyond 6 years
Sensitivity Analysis
2022-23
(` in Crore)
2021-22
238.75
227.17
(11.58)
-
(11.58)
16.60
0.62
17.22
(5.24)
(0.55)
(5.79)
100%
9.80
20.82
45.16
176.59
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
Present value of Defined Benefits Obligation at the end of the year
238.75
217.59
Assumptions - Discount Rate:
Sensitivity Level
0.50% to 1.00%
0.50% to 1.00%
Impact on defined benefit obligation -in % increase
(1.24%) to (6.23%)
(0.20%) to (5.30%)
Impact on defined benefit obligation -in % decrease
1.35% to 7.12%
0.20% to 5.25%
Assumptions - Future Salary Increase:
Sensitivity Level
0.50% to 1.00%
0.50% to 1.00%
Impact on defined benefit obligation - in % increase
1.33% to 7.08%
0.19% to 4.96%
Impact on defined benefit obligation - in % decrease
(1.25%) to (6.31%)
(0.18%) to (4.71%)
34. 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 ` 30.53 Crore (` 31.14 Crore) and in case of BYPL `9.75 Crore (` 9.75 Crore) is lying
under provision for retirement of fixed assets.
235
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
(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, 2022 is @ 7.00 % (April 1, 2021 @
7.00%). Accordingly, BRPL and BYPL have provided for interest amounting ` 68.36 Crore (` 64.03 Crore) and
` 38.48 Crore (` 35.92 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:
On February 01, 2014 Delhi Discoms had received notice from power utilities for Regulation (Suspension) of Power
Supply due to delays in power purchase payments. The Delhi Discoms filed a Writ Petition in the Hon’ble SC praying
for keeping the regulation notice in abeyance, giving suitable direction to DERC to provide cost reflective tariff, and
to provide appropriate mechanism for adjusting the dues owed by the Delhi Discoms to power suppliers from the
amounts due and owed to the Delhi Discoms. The Delhi Discoms had also submitted that DERC has not implemented
the judgements of APTEL in favour of the Company as DERC has preferred an appeal against the APTEL orders. In the
Interim Order dated March 26, 2014 & May 06, 2014, Hon’ble SC directed the Delhi Discoms to pay their current dues.
Delhi Power Utilities had also filed Contempt Petitions in January 2015 alleging non-compliance of Hon’ble SC Order
regarding payment of current dues. On May 12, 2016, Hon’ble SC by an Order passed in the Contempt Petitions filed
by Delhi Power Utilities directed the Delhi Discoms to pay 70% of the current dues to them till further orders. New
Contempt Petitions have been filed by Delhi Power Utilities in November 2016 alleging non-compliance of Hon’ble SC
Orders regarding payment of current dues. Hon’ble SC on the request of the Delhi Discoms directed that, all connected
matters be tagged with the Writ Petition and Contempt petitions.
Subsequently, an application was filed by the Company in November 2021 for early hearing of Tariff Appeals filed by
DERC and other matters connected with the Writ Petition. Hon’ble SC by Order dated December 01, 2021 dismissed
the aforesaid Tariff Appeals and directed DERC to comply with the directions contained in the APTEL judgements and to
submit a compliance report. DERC filed the compliance report in March 2022 and April 2022 which were objected by
Delhi Discoms in their Miscellaneous Applications (MA) filed before Hon’ble SC. Hon’ble SC vide Order dated December
15, 2022 rejected DERC compliance and issued specific directions to DERC for implementation of the APTEL judgments.
In the meantime, batch matters, including the Writ Petition, were listed in May, 2022 and order was reserved in one
of the Tariff Appeals. Order in the said Appeal was passed by Hon’ble SC on October 18, 2022 in favour of the Delhi
Discoms. Delhi Discoms have also filed Interim Applications (IA) in the Writ Petition on September 28, 2022 pursuant to
several communications from Government of National Capital Territory of Delhi (GoNCTD ) and Delhi Utilities inter-alia
threatening regulation of supply in case dues are not paid. Hon’ble SC by Order dated September 28, 2022 directed the
parties to maintain status quo until further orders and directed the IA along with other connected matters to be listed
after eight weeks. Batch matters, including the Writ Petition, were listed before Hon’ble SC on April 26, 2023 and got
adjourned. The next date of hearing is awaited.
(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”.
236
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
CAG, GoNCTD and United Resident Welfare Association (URWA) filed Special Leave Petitions (SLP) before Hon'ble SC.
Tata Power Delhi Distribution Limited also filed an SLP challenging the Hon’ble HC Judgement on limited aspects. On
July 03, 2017, the Hon’ble SC 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 yet to be fixed.
(e)
Late Payment Surcharge on Power Purchase Overdue
Due to financial constraints not attributable to and beyond the reasonable control of Delhi Discoms, which have arisen
primarily due to under-recovery of actual expenses incurred by the Delhi Discoms through the tariff approved by DERC,
Delhi Discoms could not service their dues towards various Power Generators/Transmission Companies (Power Utilities)
within the timelines provided under the applicable Regulations of Central Electricity Regulatory Commission (CERC) or
DERC/terms of Power Purchase Agreements (PPA)/Bulk Power Transmission Agreements (BPTA).
On account of such delay in payments, these Power Utilities may be entitled to raise a claim of Late Payment Surcharge
(LPSC) on Delhi Discoms under applicable Regulations of CERC/DERC, and/or provisions of PPA/BPTA, Ministry of Power
(MoP) advisory and/or MoP Rules (including Electricity (Late Payment Surcharge and related matters) Rules,2022).
Delhi Discoms have recognised LPSC as per the applicable Regulations of CERC/DERC as the case may be, terms of
PPAs/BPTAs, / other applicable laws, Electricity (Late Payment Surcharge and Related Matters) Rules, 2022 (though
not strictly applicable due to subject dues not being covered by the definition of ‘outstanding dues’ in the Rules)/Orders/
Advisory issued by MoP from time to time, the orders/judgements of Hon’ble SC and the pending petitions in relation
thereto before various fora and reconciliation/agreed terms with Power Utilities, as the case may be.
However, computation of LPSC involves a number of interpretational issues and propositions due to which there is
difference of ` 8,642.93 crore, as on March 31, 2023, in the amount of LPSC recognized by Delhi Discoms in their
books of account versus LPSC that is being claimed by some of the Generators/Transmission Companies. Delhi Discoms
have recognized the LPSC liability on a prudent and conservative basis by evaluating all background facts as stated
above and on the basis of accounting principle that the fair value of the financial liability should be estimated at the
amount probable (i.e. more likely than not) to settle the same. The exact obligation arises from past events whose
existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events, not
wholly within the control of the Delhi Discoms.
(f) Delhi Electricity Regulatory Commission (DERC) while truing up revenue gap upto March 31, 2020 vide its various Tariff
Orders from September 29, 2015 to September 30, 2021 has made certain disallowances, for two subsidiaries of the
Parent Company, namely, BSES Rajdhani Power Limited (BRPL) and BSES Yamuna Power Limited (BYPL) (collectively
referred to as “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.
35. Notes related to Reliance Power :
a.
b.
During the year, Reliance Power Limited (Reliance Power), an Associate had issued and allotted 33,50,79,500 equity
shares of `10 each against 73,00,00,000 warrants held by the Parent Company. The balance unexercised warrants
stand lapsed. Pursuant to the allotment of equity shares, the aggregate holding of the Parent Company in Reliance
Power has increased to 24.90%.
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 years and its current
liabilities exceed its current assets. VIPL's ability to meet its obligation is dependent on outcome of 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 is in discussions with all its lenders for a resolution outside the Corporate Insolvency
Resolution Process (CIRP) and has submitted a One-Time Settlement (OTS) to its lenders for their consideration. 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 audit report as a qualification.
237
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
c.
Pending the outcome of the debt resolution, VIPL had not provided interest for the year ended March 31, 2022
and March 31, 2021 of ` 358.09 crore and ` 340.78 crore. In view of the circular issued by the National Financial
Reporting Authority on October 20, 2022,VIPL has decided to provide for the accrued interest. The figures of the
previous periods/ years have been restated in accordance with the requirement of Ind AS-8“Accounting Policies,
Changes in Accounting Estimates and Errors”.
Accordingly the Group has restated the figures of the financial year March 31, 2022 related to Balance Sheet, Statement
of Profit and Loss, Statement of changes in Equity as reason stated above.
Reconciliation of restated items of Consolidated Statement of Profit and Loss for the year ended March 31, 2022
Particulars
(` in Crore)
Restatements As Restated
As Previously
Reported
Share of net Profit / (Loss) of associates and joint venture accounted
for using the equity method
(128.88)
(60.49)
(189.37)
Profit / (Loss) for the year
Net Profit / (Loss) for the year attributable to the owners of the
Parent Company
(807.72)
(938.39)
(60.49)
(868.21)
(60.49)
(998.88)
Total Comprehensive Income for the year
(809.53)
(60.49)
(870.02)
EPS (Basic and Diluted) (in `)
EPS before Rate Regulated Activities (Basic and Diluted) (in `)
EPS before Exceptional Items (Basic and Diluted) (in `)
(35.68)
(40.94)
(35.68)
(2.30)
(2.30)
(2.30)
(37.98)
(43.24)
(37.98)
Reconciliation of restated items of the Consolidated Balance Sheet as at March 31, 2022
Particulars
Other Equity
Non Current Investments
(` in Crore)
As Previously
Reported
Restatements
As Restated
12,563.91
(156.55)
12,407.36
4,853.50
(156.55)
4,696.95
The restatement of the financial statement as at March 31, 2022 has no impact on Net Cash from Operating, Investing
and Financing Activities for the year ended March 31, 2022.
36. Exceptional Items
Exceptional Item for the year ended March 31, 2023 includes:
i)
ii)
iii)
The Parent Company has net receivables aggregating to ` 1,621.15 crore from Reliance Power Group as on March 31,
2023. Management has recently performed an assessment of these receivables and based on the assessment the same
has been provided and considered as exceptional item for the year ended March 31, 2023.
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. (Refer Note 8) Management has recently performed an assessment of exposure in KMTR of ` 544.94 crore and
based on the assessment the same has been provided and considered as exceptional item for the year ended March 31,
2023.
JR Toll Road Private Limited (JRTR), a wholly owned subsidiary, has been awarded the Concession on Build, Operate, and
Transfer (BOT) basis, Jaipur Reengus section of National Highway No. 11 in the state of Rajasthan. During the year, NHAI
has wrongfully terminated the Concession Agreement w.e.f. December 15, 2022 alleging defaults related to certain
contractual obligations. In December 2022, JRTR filed a petiotion u/s 9 of the Arbitration and Conciliation Act, 1996
against the NHAI in Hon’ble Court of Delhi High Court (DHC) for interim protection on account of wrongful termination,
which was dismissed by DHC vide order dated May 19, 2023. However, JRTR has invoked arbitration against NHAI on
March 11, 2023, for resolution of disputes relating to termination of Concession Agreement (CA) and other legitimate
claims under CA. In the arbitration proceedings, JRTR would seek compensation for illegal termination of CA. Considering
the above, the Group has provided for impairment against its investment of ` 226.56 in JRTR has been provided and
considered as exceptional item for the year ended March 31, 2023. Notwithstanding the dependence on above said
uncertain events, JRTR continues to prepare its financial statements on a ‘Going Concern’ basis.'
238
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
37. 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 until signing of
amendment agreement), restructuring of project development framework and restructuring of project implementation.
CBDTPL submitted letter dated June 18, 2021 clarifying its position on various points raised by TSIIC and the same was
further followed by letter dated January 27, 2022 summarising its proposal based on all the interactions on the subject
so far. 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. APTEL vide judgment and order dated February
23, 2023 disposed off the IA’s filed by the beneficiaries and vacated the stay granted vide order dated April 25, 2022.
APTEL vide judgment and order dated February 23, 2023 disposed off the IA’s filed by the beneficiaries and vacated
the stay granted vide order dated April 25, 2022. APTEL directed that the beneficiaries if they so choose may invoke
the bank guarantees furnished. Some of the beneficiaries have invoked the BGs.
It was further directed that the hearing of the main appeal filed by NKTCL and TTCL will be taken up for ‘final hearing’
in due course. Being aggrieved by the order & Judgment dated February 23, 2023 vacating the Stay, a Civil Appeal was
filed before the Hon’ble Supreme Court by NKTCL and TTCL on February 24, 2023.
The Hon’ble Supreme Court vide order dated March 3, 2023 dismissed the appeal. Presently, the main matter before
APTEL is pending and the beneficiaries are at liberty to invoke the Bank Guarantees.
38.
Interests in other entities
(a) Subsidiaries
The Parent company's subsidiaries at March 31, 2023 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 and the
proportion of ownership interests equals the voting rights held by the Parent company either through equity shares,
management agreement or structure of the entity. The country of incorporation or registration is also their principal
place of business.
239
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
Name of entity
Principal
activities
Place of
business/
country of
incorporation
Metro rail concession
India
99.95
99.95
0.05
0.05
BSES Rajdhani Power Limited
Power distribution
BSES Yamuna Power Limited
Power distribution
BSES Kerala Power Limited
Power generation
Reliance Power Transmission Limited Power transmission
Mumbai Metro One Private Limited Metro rail concession
Metro rail concession
Mumbai Metro Transport Private
Limited
Delhi Airport Metro Express Private
Limited
Tamil Nadu Industries Captive Power
Company Limited
Power generation
SU Toll Road Private Limited
Toll road concession
TD Toll Road Private Limited
Toll road concession
TK Toll Road Private Limited
Toll road concession
DS Toll Road Limited
NK Toll Road Limited
Toll road concession
Toll road concession
GF Toll Road Private Limited
Toll road concession
JR Toll Road Private Limited
Toll road concession
PS Toll Road Private Limited
Toll road concession
KM Toll Road Private Limited (Refer
Note 8)
Toll road concession
HK Toll Road Private Limited
Toll road concession
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
Airport Operation and
Maintenance
Airport Operation and
Maintenance
Airport Operation and
Maintenance
Airport Operation and
Maintenance
Airport Operation and
Maintenance
Airport Operation and
Maintenance
Trade tower and
business district
construction
Sale and purchase
of electricity from
exchanges, bilateral
and barter system
Controlling interest
held by the group
Non-controlling
interest
March
31, 2023
March 31,
2022
March
31, 2023
March 31,
2022
%
51.00
51.00
%
51.00
51.00
100.00
100.00
100.00
100.00
%
49.00
49.00
-
-
%
49.00
49.00
-
-
74.00
48.00
74.00
48.00
26.00
52.00
26.00
52.00
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
33.70
33.70
66.30
66.30
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
74.00
100.00
100.00
100.00
100.00
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
26.00
-
-
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
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
100.00
100.00
-
-
-
-
Reliance Cement Corporation Private
Limited (Applied for strike off w.e.f.
March 27, 2023)
240
Cement manufacture
India
-
100.00
Reliance Infrastructure Limited Notes to the consolidated financial statements for the year ended March 31, 2023
Place of
business/
country of
incorporation
Controlling interest
held by the group
Non-controlling
interest
March
31, 2023
March 31,
2022
March
31, 2023
March 31,
2022
%
%
%
%
Name of entity
Principal
activities
Reliance Defence Systems Private
Limited
Defence systems
manufacture
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
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Reliance Defence Systems & Tech
Limited
Defence systems
manufacture
Reliance Helicopters Limited
Reliance Land Systems Limited
Reliance Naval Systems Limited
Reliance Unmanned Systems
Limited
Reliance Aerostructure Limited
Reliance Cruise and Terminals
Limited
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Defence systems
manufacture
Dassault Reliance Aerospace Limited Defence systems
Reliance Aero Systems Private
Limited
North Karanpura Transmission
Company Limited
Talcher II Transmission Company
Limited
manufacture
Defence systems
manufacture
Power transmission
Power transmission
Reliance Smart Cities Limited
(Applied for strike off w.e.f. March
27, 2023)
Smart city
construction
Reliance E-Generation and
Management Private Limited
(Applied for strike off w.e.f. March
27, 2023)
Reliance Energy Limited
Power, generation,
transmission and
distribution
Power generation,
operations &
maintenance of
power stations and
power trading
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
-
-
-
-
-
-
-
-
-
-
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
-
-
-
-
-
-
-
241
India
100.00
100.00
-
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
Name of entity
Principal
activities
Thales Reliance Defence System
Limited
Defence systems
manufacture
Reliance Global Limited
Engineering and
Construction
Reliance Property Developers Private
Limited (Applied for strike off
w.e.f. March 27, 2023)
Power, generation,
transmission and
distribution
Jai Armaments Limited
Jai Ammunition Limited
Reliance Velocity Limited
Defence systems
manufacture
Defence systems
manufacture
Urban Transport
Systems
Neom Smart Technology Private
Limited (w.e.f. April 18, 2022)
Electric and
Electronic products
Place of
business/
country of
incorporation
Controlling interest
held by the group
Non-controlling
interest
March
31, 2023
March 31,
2022
March
31, 2023
March 31,
2022
%
%
%
%
India
51.00
51.00
49.00
49.00
South Korea
100.00
100.00
-
India
India
India
India
India
-
100.00
-
100.00
100.00
100.00
100.00
-
100.00
-
100.00
-
100.00
-
-
-
-
-
-
-
-
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
Current
assets
Current
liabilities
Net current
assets/
(liabilities)
Non-
current
assets
Non-
current
liabilities
(` in Crore)
Net assets Accumulated
NCI (after
elimination)
Net non-
current
assets/
(liabilities)
BSES Rajdhani Power Limited
March 31, 2023
March 31, 2022
BSES Yamuna Power Limited
March 31, 2023
March 31, 2022
Mumbai Metro One Private Limited
March 31, 2023
March 31, 2022
1,373.12 10,165.05
(8791.93) 18,386.84
2,833.57
15,553.27
6,761.34
3,313.06
1,970.47
10,075.09
(8104.62)
16,839.11
3,026.02
13,813.10
5,708.48
2,797.15
1,050.96
9,066.03 (8,015.07) 13,378.18
1,577.56
11,800.62
3,785.55
1,854.92
936.56
8,593.33 (7,656.77)
12,590.42
1,688.90
10,901.52
3,244.74
1,589.92
41.91
3,832.91 (3,791.00)
2,446.21
278.27
2,167.94 (1,623.06)
(605.93)
17.81
3,551.83 (3,534.02)
2,525.46
269.16
2,256.31 (1,277.71)
(516.14)
242
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
ii)
Summarised Statement of Profit and Loss
Entities
BSES Rajdhani Power Limited
March 31, 2023
March 31, 2022
BSES Yamuna Power Limited
March 31, 2023
March 31, 2022
Mumbai Metro One Private Limited
March 31, 2023
March 31, 2022
Revenue
Profit / (Loss)
for the year
Other
comprehensive
income
Total
comprehensive
income
Profit / (Loss)
allocated to
NCI
(` in Crore)
Dividends
paid to NCI
13,202.05
1,053.34
10,194.51
340.35
7,231.62
5,824.61
540.94
208.71
306.55
149.54
(345.26)
(388.70)
(0.48)
(0.60)
(0.14)
(0.14)
(0.08)
(1.65)
1,052.86
339.75
540.80
208.57
515.90
166.48
264.99
102.20
(345.34)
(390.35)
(89.77)
(101.49)
-
-
-
-
-
-
iii) Summarised Statement of Cash flows
Entities
BSES Rajdhani Power Limited
March 31, 2023
March 31, 2022
BSES Yamuna Power Limited
March 31, 2023
March 31, 2022
Mumbai Metro One Private Limited
March 31, 2023
March 31, 2022
(c) Consolidated structured entities
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
(` in Crore)
974.01
1,227.54
866.48
981.99
135.87
20.17
(653.51)
(328.49)
(269.09)
(230.81)
(92.78)
(18.79)
(661.51)
(708.59)
(646.88)
(717.36)
(16.70)
(0.49)
(341.01)
190.46
(49.49)
33.82
26.39
0.88
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.
The Board of Directors of the Parent 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.
243
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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.
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. 23 above.
(* Share of RNRL has since been demerged to 4 Companies of Reliance Power Limited).
iii.
iv.
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. The Parent Company has entered into subcontract
agreement with Milan Road Buildtech LLP (MILAN) for balance project work with effective date from October
01, 2021.
Kashedighat JV: The Parent Company along with “Construction Association Interbudmontazh” (CAI), a company
registered at Ukraine, consortium was allotted a project from Ministry of Road Transport & Highways (MoRTH)
through PWD, Maharashtra for Rehabilitation and Upgradation of NH-66 (Erstwhile NH-17) including 6 Lanes
near Parshuram village in the State of Maharashtra under NHDP-IV on EPC Mode of Contract.
Disclosure of the Parent Company’s share in Joint Controlled Operations:
Name of the Field in the Joint
Venture
Location
Participating Interest
(%)March 31, 2023
Participating Interest
(%)March 31, 2022
SP-(North) – CBM - 2005 / III
Sohagpur, Madhya Pradesh
55 %
55 %
MZ-ONN-2004 / 2
Mizoram
Terminated
Terminated
Rinfra Astaldi Joint Venture (Metro) Mumbai, Maharashtra
Kashedighat
Parshuram Village , Maharashtra
74%
90%
74%
90%
The Parent Company’s shares in respect of assets and liabilities, income and expenditure for the year have been
accounted as under.
Particulars
2022-23
2021-22
Rinfra
Astaldi JV
(Metro)
Reliance
Astaldi JV
(VBSL) #
Kashedighat
JV
Mizo
Block
CBM
Block
Rinfra
Astaldi JV
(Metro)
Reliance
Astaldi JV
(VBSL) #
Kashedighat
JV
Mizo
Block
CBM
Block
(` in Crore)
Income
Expenses
Non Current Assets
Current Assets
Non Current Liabilities
Current Liabilities
0.28
0.98
2.53
68.25
64.33
10.13
-
-
-
-
-
-
40.84
41.40
@
5.07
3.28
16.05
-
-
-
-
-
-
-
-
-
3.45
3.45
104.65
-
-
64.33
47.30
53.30
44.95
110.43
-
53.64
44.56
106.78
0.24
-
-
-
-
@
24.23
0.05
17.22
-
-
-
-
-
-
-
3.45
-
-
@ ` 11,699 FY 2021-22 : ` 7,360) # ceased to be joint operation w.e.f. January 17, 2022
244
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
(f)
Interests in Associates and Joint Venture accounted using the equity method
(i) Details of carrying value of Associates and Joint Venture
*
*
*
*
*
*
*
*
*
*
*
*
*
-
2.34
2.39
-
-
-
-
-
-
-
-
42.02
38.72
-
-
Name of entity
Reliance Power Limited
(Refer Note 35)
Metro One Operation Private
Limited
Reliance Geo Thermal Power
Private Limited
RPL Sun Technique Private
Limited
% of ownership interest as at
(` in Crore)
Quoted
fair value
Carrying
amount
Place of
business/
country of
incorporation
India
March 31, 2023
24.90%
925.45
2,887.25
March 31, 2022
22.40%
1,028.11
3,037.24
India
March 31, 2023
30.00%
March 31, 2022
30.00%
India
March 31, 2023
25.00%
March 31, 2022
25.00%
India
March 31, 2023
50.00%
March 31, 2022
50.00%
RPL Photon Private Limited
India
March 31, 2023
50.00%
March 31, 2022
50.00%
RPL Sun Power Private Limited
India
March 31, 2023
50.00%
March 31, 2022
50.00%
Utility Powertech Limited
India
March 31, 2023
19.80%
Gullfoss Enterprises Private
Limited
Total
March 31, 2022
19.80%
India
March 31, 2023
50.01%
March 31, 2022
50.01%
March 31, 2023
March 31, 2022
925.45 2,931.61
1,028.11
3,078.35
*Note: Unlisted entity- no quoted price available
Reliance Power Limited (RPL)
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 (MOOPL)
The MOOPL 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 (UPL)
The UPL 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 (GEPL)
The GEPL is principally engaged 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.
245
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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 14, 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
246
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
4,951.41
5,737.31
43,584.01
44,074.35
18,373.81
17,924.16
16,874.48
18,502.27
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
7,882.74
(429.24)
(41.53)
(34.24)
7,686.73
(972.60)
8.60
0.94
(505.01)
(963.06)
(` in Crore)
As at
March 31, 2023
As at
March 31, 2022
3,037.24 72.49 *
(97.41)
(8.68)
157.25
(201.15)
2,887.25
24.90 %
2,887.25
-
(197.41)
0.37
740.74
2,421.05
3,037.24
22.40%
3,037.24
-
2,887.25
3,037.24
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
(0.05)
-
(0.05)
(0.05)
-
(0.05)
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
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
39. Relationship with Struck off Companies
(` in Crore)
Year ended
March 31, 2023
Year ended
March 31, 2022
6.45
0.81
7.26
8.09
0.92
9.01
Details of Struck Off Company and its relation with subsidiary company namely BRPL and BYPL are as follows
Name of the Struck off Company
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
Mark Air Services Pvt Ltd.
G S Equipments Pvt Ltd
Shree Radhey Built Estates Pvt Ltd
Nature of Transactions
/Relations
Balance Outstanding (Amount in `)
Receivable
March 31, 2023
March 31, 2022
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
Sale of Power
Sale of Power
Sale of Power
83,116
6,304
5,580
75,075
8,079
6,890
4,35,564
4,35,564
24,632
89,420
3,02,382
-
10
5,855
932
8,590
21,481
91,921
3,26,462
32,226
4,500
6,615
3,852
8,173
40. 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
Name of the entity in the group
As % of
consolidated
net assets
` Crore
As % of
consolidated
profit or loss
` Crore
As % of
consolidated
other
comprehensive
income
` Crore
As % of
consolidated
total
comprehensive
income
` Crore
Parent
Reliance Infrastructure Limited
March 31, 2023
March 31, 2022
Subsidiaries (group's share)
Indian
BSES Kerala Power Limited
March 31, 2023
March 31, 2022
Reliance Power Transmission
Limited
March 31, 2023
March 31, 2022
North Karanpura Transmission
Company Limited
March 31, 2023
March 31, 2022
79.11%
81.73%
7,352.06
10,140.55
99.27%
36.87%
-3,197.70
-368.29
20.14%
91.23%
-2.28
-0.91
98.99%
36.92%
-3,199.98
-369.20
2.26%
1.71%
0.43%
0.32%
-0.01%
0.00%
209.68
211.62
40.00
40.00
-0.52
-0.41
0.06%
0.25%
0.00%
0.00%
0.00%
0.00%
-1.94
-2.50
-0.00
-0.00
-0.11
-0.00
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00
0.00
0.00
0.00
0.00
0.00
0.06%
0.25%
0.00%
0.00%
0.00%
0.00%
-1.94
-2.50
-0.00
-0.00
-0.11
-0.00
247
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
Net assets (total assets minus
total liabilities)
Share in profit or (loss)
Share in other comprehensive
income
Share in total comprehensive
income
Name of the entity in the group
As % of
consolidated
net assets
` Crore
As % of
consolidated
profit or loss
` Crore
As % of
consolidated
other
comprehensive
income
` Crore
As % of
consolidated
total
comprehensive
income
` Crore
Talcher II Transmission
Company Limited
March 31, 2023
March 31, 2022
Mumbai Metro One Private
Limited
March 31, 2023
March 31, 2022
DS Toll Road Limited
March 31, 2023
March 31, 2022
NK Toll Road Limited
March 31, 2023
March 31, 2022
GF Toll Road Private Limited
March 31, 2023
March 31, 2022
KM Toll Road Private Limited
March 31, 2023
March 31, 2022
PS Toll Road Private Limited
March 31, 2023
March 31, 2022
HK Toll Road Private Limited
March 31, 2023
March 31, 2022
TK Toll Road Private Limited
March 31, 2023
March 31, 2022
TD Toll Road Private Limited
March 31, 2023
March 31, 2022
SU Toll Road Private Limited
March 31, 2023
March 31, 2022
JR Toll Road Private Limited
March 31, 2023
March 31, 2022
Reliance Energy Trading Limited
March 31, 2023
March 31, 2022
CBD Tower Private Limited
March 31, 2023
March 31, 2022
248
0.00%
0.00%
-0.38
-0.27
0.00%
0.00%
-0.11
-0.00
0.00%
0.00%
-16.80%
-1,561.66
-9.80%
-1,216.31
0.78%
0.52%
1.41%
1.18%
-0.49%
0.19%
-1.88%
2.99%
7.26%
7.34%
-0.39%
0.13%
2.27%
2.01%
-0.46%
-0.08%
0.10%
0.20%
-3.21%
-0.28%
0.08%
0.06%
2.01%
1.50%
72.33
64.95
131.03
146.12
-45.88
23.49
-174.50
371.39
674.73
910.33
-35.94
15.54
211.06
249.02
-42.69
-9.48
9.34
24.75
-298.56
-34.13
7.70
7.70
186.55
186.55
10.72%
38.91%
-0.23%
-0.24%
0.21%
1.57%
2.14%
6.39%
16.95%
0.11%
7.33%
18.59%
1.60%
7.74%
1.18%
3.20%
1.03%
3.24%
0.48%
3.60%
8.21%
3.57%
0.00%
0.00%
0.00%
0.00%
-345.26
-388.70
0.74%
165.50%
7.53
2.41
-6.68
-15.63
-68.91
-63.82
-545.89
-1.11
-236.03
-185.66
-51.50
-77.35
-37.89
-31.93
-33.21
-32.39
-15.31
-35.92
-264.43
-35.70
-0.00
-0.00
0.00
0.00
1.32%
2.62%
3.61%
3.75%
4.12%
9.21%
0.00%
0.00%
-3.77%
20.84%
-0.13%
-8.21%
0.61%
-15.84%
0.00%
-14.46%
1.00%
9.52%
0.00%
2.70%
0.00%
0.00%
0.00%
0.00%
0.00
0.00
-0.08
-1.65
-0.15
-0.03
-0.41
-0.04
-0.47
-0.09
0.00
0.00
0.43
-0.21
0.01
0.08
-0.07
0.16
-0.00
0.14
-0.11
-0.09
0.00
-0.03
0.00
0.00
0.00
0.00
0.00%
0.00%
10.68%
39.04%
-0.23%
-0.24%
0.22%
1.57%
2.15%
6.39%
16.89%
0.11%
7.29%
18.59%
1.59%
7.73%
1.17%
3.18%
1.03%
3.22%
0.48%
3.60%
8.18%
3.57%
0.00%
0.00%
0.00%
0.00%
-0.11
-0.00
-345.34
-390.35
7.38
2.38
-7.09
-15.67
-69.37
-63.91
-545.89
-1.11
-235.60
-185.87
-51.49
-77.27
-37.96
-31.77
-33.21
-32.25
-15.42
-36.02
-264.43
-35.73
-0.00
-0.00
0.00
0.00
Reliance Infrastructure Limited Notes to the consolidated financial statements for the year ended March 31, 2023
Net assets (total assets minus
total liabilities)
Share in profit or (loss)
Share in other comprehensive
income
Share in total comprehensive
income
Name of the entity in the group
As % of
consolidated
net assets
` Crore
As % of
consolidated
profit or loss
` Crore
As % of
consolidated
other
comprehensive
income
` Crore
As % of
consolidated
total
comprehensive
income
` Crore
Utility Infrastructure & Works
Private Limited
March 31, 2023
March 31, 2022
Reliance Airport Developers
Limited
March 31, 2023
March 31, 2022
Baramati Airport Limited
March 31, 2023
March 31, 2022
Latur Airport Limited
March 31, 2023
March 31, 2022
Nanded Airport Limited
March 31, 2023
March 31, 2022
Osmanabad Airport Limited
March 31, 2023
March 31, 2022
Yavatmal Airport Limited
March 31, 2023
March 31, 2022
Reliance Cement Corporation
Private Limited
March 31, 2023
March 31, 2022
Reliance Defence Systems
Private Limited
March 31, 2023
March 31, 2022
Reliance Defence Technologies
Private Limited
March 31, 2023
March 31, 2022
Reliance Defence & Aerospace
Private Limited
March 31, 2023
March 31, 2022
Reliance Defence Limited
March 31, 2023
March 31, 2022
Reliance Defence Infrastructure
Ltd.
March 31, 2023
March 31, 2022
-
-
-
-
-
0.00%
-
0.00
-
0.00%
-
0.00
-
0.00%
-
0.00
0.76%
0.57%
0.15%
0.11%
0.03%
0.02%
70.79
70.78
13.94
14.27
2.74
2.86
-0.18%
-0.12%
-17.13
-14.97
0.06%
0.04%
0.01%
0.01%
-
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
-0.03%
0.01%
0.00%
0.00%
5.36
5.44
0.74
0.86
-
-0.00
0.15
0.15
-0.02
-0.02
-0.06
-0.05
-2.59
0.78
0.02
0.02
0.00%
0.00%
0.01%
0.00%
0.00%
0.02%
0.07%
0.18%
0.00%
0.01%
0.00%
0.01%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.10%
0.49%
0.00%
0.00%
0.01
0.00
-0.33
-0.03
-0.11
-0.20
-2.16
-1.78
-0.08
-0.10
-0.12
-0.13
0.00
-0.00
-0.0
-0.00
-0.00
-0.00
-0.00
-0.00
-3.33
-4.88
-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%
0.34%
-21.99%
0.00%
0.00%
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
-0.04
0.22
0.00
0.00
0.00%
0.00%
0.01%
0.00%
0.00%
0.02%
0.07%
0.18%
0.00%
0.01%
0.00%
0.01%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.10%
0.47%
0.00%
0.00%
0.01
0.00
-0.33
-0.03
-0.11
-0.20
-2.16
-1.78
-0.08
-0.10
-0.12
-0.13
0.00
-0.00
-0.00
-0.00
-0.00
-0.00
-0.00
-0.00
-3.37
-4.66
-0.01
-0.00
249
Reliance Infrastructure Limited Notes to the consolidated financial statements for the year ended March 31, 2023
Net assets (total assets minus
total liabilities)
Share in profit or (loss)
Share in other comprehensive
income
Share in total comprehensive
income
Name of the entity in the group
As % of
consolidated
net assets
` Crore
As % of
consolidated
profit or loss
` Crore
As % of
consolidated
other
comprehensive
income
` Crore
As % of
consolidated
total
comprehensive
income
` Crore
Reliance SED Ltd
March 31, 2023
March 31, 2022
Reliance Propulsion System
Limited
March 31, 2023
March 31, 2022
Reliance Defence Systems &
Tech Limited
March 31, 2023
March 31, 2022
Reliance Helicopters Ltd
March 31, 2023
March 31, 2022
Reliance Land Systems Ltd
March 31, 2023
March 31, 2022
Reliance Naval Systems Ltd
March 31, 2023
March 31, 2022
Reliance Unmanned Systems Ltd
March 31, 2023
March 31, 2022
Reliance Aerostructure Ltd
March 31, 2023
March 31, 2022
Reliance Cruise and Terminals
Limited
March 31, 2023
March 31, 2022
Dassault Reliance Aerospace
Limited
March 31, 2023
March 31, 2022
Reliance Aero Systems Private
Limited
March 31, 2023
March 31, 2022
Reliance Smart Cities Limited
March 31, 2023
March 31, 2022
Reliance E-Generation and
Management Private Limited
March 31, 2023
March 31, 2022
250
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.04%
0.06%
0.00%
0.00%
0.67%
0.70%
0.00%
0.00%
-
0.00%
-
0.00%
0.01
0.02
0.02
0.03
-0.18
-0.17
0.01
0.02
-0.00
0.00
0.01
0.02
0.02
0.02
4.09
7.45
0.02
0.03
62.58
86.99
-0.01
-0.01
-
0.02
-
-0.00
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.10%
-1.38%
0.00%
0.00%
0.33%
-0.36%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
-0.01
-0.01
-0.00
-0.00
-0.01
0.00
-0.01
-0.01
-0.01
-0.01
-0.00
-0.00
-0.01
-0.00
-3.37
13.82
-0.00
-0.00
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.10%
-1.38%
0.00%
0.00%
-0.01
-0.01
-0.00
-0.00
-0.01
0.00
-0.01
-0.01
-0.01
-0.01
-0.00
-0.00
-0.01
-0.00
-3.37
13.82
-0.00
-0.00
-10.68
3.56
0.10%
-7.02%
-0.01
0.07
0.33%
-0.36%
-10.69
3.63
-0.00
-0.00
0.03
-0.00
0.01
-0.00
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00
0.00
0.00
0.00
0.00
0.00
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
-0.00
-0.00
0.03
-0.00
0.01
-0.00
Reliance Infrastructure Limited Notes to the consolidated financial statements for the year ended March 31, 2023
Net assets (total assets minus
total liabilities)
Share in profit or (loss)
Share in other comprehensive
income
Share in total comprehensive
income
Name of the entity in the group
As % of
consolidated
net assets
` Crore
As % of
consolidated
profit or loss
` Crore
As % of
consolidated
other
comprehensive
income
` Crore
As % of
consolidated
total
comprehensive
income
` Crore
Reliance Energy Limited
March 31, 2023
March 31, 2022
BSES Rajdhani Power Limited
March 31, 2023
March 31, 2022
BSES Yamuna Power Limited
March 31, 2023
March 31, 2022
Tamil Nadu Industries Captive
Power Company Limited
March 31, 2023
March 31, 2022
Delhi Airport Metro Express
Private Limited
March 31, 2023
March 31, 2022
Mumbai Metro Transport Private
Limited
March 31, 2023
March 31, 2022
Reliance Property Developers
Private Limited
March 31, 2023
March 31, 2022
Jai Armaments Limited
March 31, 2023
March 31, 2022
Jai Ammunition Limited
March 31, 2023
March 31, 2022
Reliance Velocity Limited
March 31, 2023
March 31, 2022
Thales Reliance Defence System
Limited
March 31, 2023
March 31, 2022
Reliance Global Limited
March 31, 2023
March 31, 2022
Neom Smart Technology Private
Limited
0.00%
0.00%
67.61%
41.78%
39.27%
24.94%
-0.01%
-0.01%
-0.09%
0.01%
0.00%
0.00%
0.00%
0.00%
0.35%
0.44%
0.00%
0.00%
-0.04%
0.00%
0.71%
0.45%
0.00%
0.00%
-0.03
-0.03
0.00%
0.01%
-0.01
-0.05
6,283.83
5,184.40
-34.15%
-38.56%
1,099.91
385.17
3,649.90
3,094.55
-17.25%
-22.33%
-0.73
-0.73
-8.59
1.76
0.34
0.33
0.00
-0.00
32.66
54.56
0.01
0.02
-4.07
-0.12
65.64
55.37
0.00
0.00
0.00%
0.00%
0.32%
0.97%
0.00%
0.00%
0.00%
0.00%
-0.03%
0.21%
0.00%
0.00%
0.12%
0.01%
-0.82%
-1.91%
0.00%
0.00%
555.50
223.05
-0.00
-0.00
-10.35
-9.65
0.01
-0.02
0.00
-0.00
0.94
-2.09
-0.01
-0.01
-3.95
-0.13
26.55
19.06
-0.00
-0.00
0.00%
0.00%
4.24%
60.15%
1.24%
14.03%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
-0.09%
0.59%
0.00%
0.00%
0.00
0.00
-0.48
-0.60
-0.14
-0.14
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.01
-0.01
0.00
0.00
0.00%
0.01%
-34.01%
-38.46%
-17.18%
-22.29%
0.00%
0.00%
0.32%
0.97%
0.00%
0.00%
0.00%
0.00%
-0.03%
0.21%
0.00%
0.00%
0.12%
0.01%
-0.82%
-1.91%
0.00%
0.00%
-0.01
-0.05
1,099.43
384.57
555.36
222.91
-0.00
-0.00
-10.35
-9.65
0.01
-0.02
0.00
-0.00
0.94
-2.09
-0.01
-0.01
-3.95
-0.13
26.56
19.05
-0.00
-0.00
March 31, 2023
0.00%
0.01
0.00%
-0.00
0.00%
0.00
0.00%
-0.00
Non-controlling interests in all
subsidiaries
March 31, 2023
March 31, 2022
-50.14%
-31.65%
-4,659.55
-3,927.16
20.40%
13.08%
-657.13
-130.67
-2.88%
-81.31%
0.33
0.81
20.32%
12.99%
-656.80
-129.85
251
Reliance Infrastructure Limited Notes to the consolidated financial statements for the year ended March 31, 2023
Net assets (total assets minus
total liabilities)
Share in profit or (loss)
Share in other comprehensive
income
Share in total comprehensive
income
Name of the entity in the group
As % of
consolidated
net assets
` Crore
As % of
consolidated
profit or loss
` Crore
As % of
consolidated
other
comprehensive
income
` Crore
As % of
consolidated
total
comprehensive
income
` Crore
Associates
(Investment as per equity
method)
Indian
Reliance Power Limited
March 31, 2023
March 31, 2022
Metro One Operation Private
Limited
March 31, 2023
March 31, 2022
Reliance Geo Thermal Power
Private Limited
March 31, 2023
March 31, 2022
RPL Sun Technique Private
Limited
March 31, 2023
March 31, 2022
RPL Photon Private Limited
March 31, 2023
March 31, 2022
RPL Sun Power Private Limited
March 31, 2023
March 31, 2022
Gullfoss Enterprises Private
Limited
March 31, 2023
March 31, 2022
Joint ventures
(Investment as per equity
method)
Indian
Utility Powertech Limited
March 31, 2023
March 31, 2022
Inter Co. Elimination/
Adjustments arising out of
consolidation
March 31, 2023
March 31, 2022
Total
March 31, 2023
March 31, 2022
252
31.07%
24.48%
2,887.25
3,037.24
3.02%
0.20
-97.41
-197.41
0.77
-0.37
-8.68
0.37
3.28%
19.71%
-106.09
-197.04
2.33
2.39
0.00%
0.00%
-0.06
-0.05
0.00%
0.00%
0.00
0.00
0.00%
0.00%
-0.06
-0.05
0.03%
0.02%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
-
-
-
-
-
-
-
-
-
-
0.00%
-
0.00%
-
0.00%
-
0.00%
-
0.00%
0.00%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
0.45%
0.31%
42.02
38.72
-0.20%
-0.81%
6.45
8.09
-7.20%
-92.23%
-63.19%
-51.90%
-5,872.12
-20.99%
-6,439.88
6.78%
676.01
-67.75
100%
100%
9293.65
12,407.36
100%
100%
-3221.18
-998.88
0.00%
0.00%
100%
100%
-
-
-
-
-
-
-
-
-
-
0.81
0.92
0.00
0.00
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-0.22%
-0.90%
7.27
9.01
-20.91%
6.78%
676.01
-67.75
-11.32
-1.00
100%
100%
-3,232.50
-999.88
Reliance Infrastructure Limited Notes to the consolidated financial statements for the year ended March 31, 2023
41. Fair Value Measurement and Financial Risk Management
(A)
Fair Value Measurement
As at March 31, 2023
As at March 31, 2022
FVTPL
FVOCI
Amortised
cost
FVTPL
FVOCI
Amortised
cost
(` in Crore)
Particulars
Financial Assets
Investments
- Equity instruments
- Preference shares
- Debentures
- Mutual funds
Trade Receivables
Inter Corporate Deposits
Security deposits
Loan to Employees
Other receivables
Claim receivable from NHAI
Grant receivable from NHAI
Margin Money with bank
Interest receivable
Unpaid Dividend Account
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
0.60
678.62
1,399.51
-
-
-
-
-
-
-
-
-
-
-
-
-
-
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
-
-
-
-
-
-
-
-
-
Financial guarantee obligation
407.28
Derivative Financial Liability
Unpaid dividends
-
-
-
-
3.73
678.62
- 1,432.79
-
2.80
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2,600.75
4,509.85
28.42
1.69
414.62
21.81
20.56
298.77
- 1,445.43
-
-
-
-
7.74
855.71
512.97
4.94
-
14,290.34
5.88
17,553.13
147.48
1,667.86
188.45
2,856.47
587.57
62.18
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
4,125.08
4,672.01
35.55
2.20
818.86
28.84
20.56
296.70
- 1,486.53
-
-
-
-
10.29
971.27
259.71
8.40
-
14,495.70
-
-
-
-
-
-
-
-
-
-
-
62.71
16,897.31
158.90
1,502.86
220.12
2,724.79
767.02
70.67
-
-
10.29
Total Financial Liabilities
407.28 -
37,367.00
301.77 -
36,910.37
253
-
-
7.74
301.77
-
-
Total Financial Assets
2,078.73
-
10,723.26 2,117.94
-
12,736.00
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
(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,
2023
Financial instruments at FVTPL
Unquoted equity instruments
Preference Shares
Debentures
Financial Guarantee Obligations
Assets and liabilities for which fair values are
disclosed as at March 31, 2023
Financial Liabilities
Borrowings (including finance lease obligation and
interest)
Assets and liabilities measured at fair value -
recurring fair value measurements as at March 31,
2022
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
Total
(` in Crore)
-
-
-
-
-
-
-
-
0.60
0.60
678.62
678.62
1,399.51
1,399.51
407.28
407.28
Level 1
Level 2
Level 3
Total
14,290.34 14,290.34
Level 1
Level 2
Level 3
Total
(` in Crore)
-
2.80
-
-
-
-
-
-
-
-
3.73
3.73
-
2.80
678.62
678.62
1,432.79
1,432.79
301.77
301.77
14,495.70 14,495.70
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
254
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
(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, 2021
Other fair value gains(losses) recognised in Consolidated
Statement of Profit and Loss (unrealised)
Financial Assets purchased during the year
As at March 31, 2022
Other fair value gains(losses) recognised in Consolidated
Statement of Profit and Loss (unrealised)
Financial Assets sold during the year
As at March 31, 2023
(e) Fair value of financial assets and liabilities measured at amortised cost
Financial Assets
Financial Liabilities
(` in Crore)
2,335.43
(30.39)
(189.90)
2,115.14
(36.00)
(0.41)
2,078.73
200.54
(101.23)
-
301.77
(105.52)
407.29
(` in Crore)
Particulars
As at March 31, 2023
As at March 31, 2022
Financial liabilities
Borrowings (including finance lease
obligations and interest accrued thereon)
Carrying
amount
Fair value
Carrying
amount
Fair
value
14,290.34
14,290.34
14,495.70
14,495.70
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.
255
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
(f)
Valuation Inputs and relationship to fair value
Particulars
Fair Value as at
March 31, 2023 March 31, 2022
Valuation
Techniques
Equity Instruments
0.60
Preference Shares
678.62
Debentures
1,399.51
3.73 Earnings/EBIDTA
Multiple Method
678.62 Discounted Cash
Flow
1,432.79 Discounted Cash
Flow
Financial Guarantee
Obligation
407.28
301.77 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%
Five year Credit Default
swap (“CDS”) spread of
Sovereign Bond
(B) Financial Risk Management
The Company’s business activities expose it to a variety of financial risks, namely liquidity risk, market risks and credit
risk. The Company's senior management has overall responsibility for the establishment and oversight of the Company's
risk management framework. The Company has constituted a Risk Management Committee, which is responsible for
developing and monitoring the Company's risk management policies
The Company’s risk management is carried out by the treasury department under policies approved by the board
of directors. Treasury Department identifies, evaluates and hedge financial risks in close cooperation the Company’s
operating units.
(a) Credit risk
The Company is exposed to credit risk, which is the risk that one party to a financial instrument will cause
a financial loss for the other party by failing to discharge an obligation. Credit risk arises from cash and cash
equivalents, investments carried at amortised cost or fair value through profit & loss and deposits with banks and
financial institutions, as well as credit exposures to trade/non-trade customers including outstanding receivables.
(i)
Credit risk management
Credit risk is managed at segment level and corporate level depending on the policy surrounding credit risk
management. For banks and
financial institutions, only high rated banks/institutions are accepted. Generally all policies surrounding
credit risk have been managed at segment and corporate level. Each segment is responsible for managing
and analysing the credit risk for each of their new clients before standard payment and delivery terms and
conditions are offered. For other financial assets, the Company assesses and manages credit risk based on
internal credit rating system. The finance function consists of a separate team who assess and maintain
an internal credit rating system. Internal credit rating is performed on a Company basis for each class of
financial instruments with different characteristics. The Company assigns the following credit ratings to
each class of financial assets based on the assumptions, inputs and factors specific to the class of financial
assets.
Rating 1: High-quality assets, negligible credit risk
Rating 2: Quality assets, low credit risk
Rating 3: Medium to low quality assets, Moderate to high credit risk
Rating 4: Doubtful assets, credit-impaired
(ii) Provision for expected credit losses
Trade receivables, retentions on contract and amounts due from customers for contract work
The provision for expected credit losses on financial assets are based on assumptions about risk of default
and expected loss rates. The Company uses judgement in making these assumptions and selecting the
inputs, based on the Company’s past history, existing market conditions, current creditability of the party
as well as forward looking estimates at the end of each reporting period.
Investments other than equity instruments
Investments in financial assets other than equity instruments are exposed to the risk of loss that may occur
in future from the failure of counterparties or issuers to make payments according to the terms of the
contract. The maximum exposure to credit risk for each class of financial assets is the carrying amount of
that class of financial instruments presented in the balance sheet.
256
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
.
Year ended March 31, 2023:
Expected credit loss for financial assets where general model is applied
Particulars
Asset group
Financial assets
for which credit
risk has / has
not increased
significantly since
initial recognition
Loss allowance
measured at 12
month /Life time
expected credit
losses
Security
deposits
Interest
and Other
receivables
Internal
credit
rating
Estimated
gross
carrying
amount at
default
Expected
probability
of default
Expected
credit
losses
(` in Crore)
Carrying
amount
net of
provision
Rating 1
28.42
0%
NIL
28.42
Rating 2
2,047.53
7%
143.42
1,904.11
Inter Corporate
Deposit
Rating 2
/ 3
8,338.99
46% 3,829.14
4,509.85
Year ended March 31, 2022
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
(` in 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
Interest
and Other
receivables
Inter
Corporate
Deposit
Rating 1
35.55
0%
NIL
35.55
Rating 2
2,499.92
6%
143.03
2,356.89
Rating 2 / 3
8,501.15
45% 3,829.14
4,279.01
(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, 2021
Changes in loss allowances
Loss allowance as at March 31, 2022
Changes in loss allowances
Loss allowance as at March 31, 2023
(` in Crore)
Lifetime expected credit losses
measured using simplified approach
297.35
46.37
343.72
1,672.71
1,970.06
(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, 2021
Add / (Less): Changes in loss allowances
Loss allowance as at March 31, 2022
Add / (Less): Changes in loss allowances
Loss allowance as at March 31, 2023
(` in Crore)
Lifetime expected credit losses
measured using simplified
approach
3,972.17
-
3,972.17
0.39
3,972.56
257
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
(b) Liquidity risk
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding
through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions.
Due to the dynamic nature of the underlying businesses, Company treasury maintains flexibility in funding by maintaining
availability under committed credit lines.
Management monitors rolling forecasts of the Company’s liquidity position and cash and cash equivalents on the basis of
expected cash flows. This is generally carried out at local level in the operating companies of the Company in accordance with
practice and limits set by the Company. These limits vary by location to take into account the liquidity of the market in which
the entity operates. In addition, the Company’s liquidity management policy involves projecting cash flows in major currencies
and considering the level of liquid assets necessary to meet these, monitoring balance sheet liquidity ratios against internal and
external regulatory requirements and maintaining debt financing plans.
Further in view of the 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, 2023
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
Less than
1 year
More than
1 year
(` in Crore)
Total
9,816.39
4,740.96
14,557.35
17,534.41
1,847.79
18.72
17,553.13
8.62
1,856.31
511.86
587.21
8.17
161.10
407.28
407.28
4,242.09
4,753.95
0.36
54.01
-
587.57
62.18
161.10
Total non-derivative liabilities
30,466.83
9,472.05
39,938.88
Contractual maturities of financial liabilities
Less than
1 year
More than
1 year
Total
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 Financial Liability
9,129.64
5,762.98
14,892.62
16,881.82
1,714.13
434.87
767.02
7.00
231.90
15.49
16,897.31
8.85
1,722.98
301.77
301.77
4,533.64
4,968.51
-
63.67
-
767.02
70.67
231.90
Total non-derivative liabilities
29.166.38
10,686.40
39,852.78
*Includes contractual interest payments based on the interest rate prevailing at the reporting date.
258
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
(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 payables
Exposure to foreign currency risk (liabilities)
As at March 31, 2023
As at March 31, 2022
USD
In Crore
EUR
In Crore
USD
In Crore
EUR
In Crore
9.81
30.16
1.09
41.06
6.12
6.99
-
0.78
13.89
-
0.07
-
0.07
2.29
2.63
-
0.09
5.00
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
The outstanding Euro and 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
(ii) Cash flow and fair value interest rate risk
(` in Crore)
Impact on profit/(loss) before tax
March 31, 2023 March 31, 2022
133.97
(133.97)
(26.46)
26.46
112.76
(112.76)
(22.79)
22.79
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, 2023 and March 31, 2022, 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.
259
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
(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, 2023
As at
March 31, 2022
10,261.60
10,804.83
1,185.85
1,842.34
11,447.55
12,647.17
As at the end of the reporting period, the Company had the following variable rate borrowings outstanding:
Particulars
March 31, 2023
March 31, 2022
Weighted
average
interest rate
Balance
(` Crore)
% of total
loans
Weighted
average
interest rate
Balance
(` Crore)
% of total
loans
Borrowings
12.16% 10,261.60
89.64%
11.95% 10,804.83
85.43%
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 profit before tax
March 31, 2023 March 31, 2022
(102.62)
20.52
(108.05)
21.61
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, 2023
March 31, 2022
0.06
(0.06)
0.37
(0.37)
260
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2023
42. 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, 2023 and March 31, 2022.
As per our attached Report of even date
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No: 101720W/W100355
Gaurav Jain
Partner
Membership No. 129439
For and on behalf of the Board
S S Kohli
Sateesh Seth
Manjari Kacker
K Ravikumar
Chhaya Virani
Punit Garg
Vijesh Babu Thota
Paresh Rathod
DIN – 00169907
DIN - 00004631
DIN – 06945359
DIN - 00119753
DIN – 06953556
DIN - 00004407
} Directors
Executive Director and Chief Executive Officer
Chief Financial Officer
Company Secretary
Place : Mumbai
Date : May 30, 2023
Place : Mumbai
Date : May 30, 2023
261
Reliance Infrastructure Limited
ANNEXURE I
Statement on Impact of Audit Qualifications submitted along-with Annual Audited Consolidated Financial Results
Statement on Impact of Audit Qualifications for the Financial Year ended March 31, 2023
[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 including regulatory income
Total Expenditure including exceptional items
Net loss for the year after tax
Earnings Per Share (`)
Total Assets
Total Liabilities
Net Worth
Total Equity
II
Audit Qualification (each audit qualification separately):
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) and II (a)(3)
23,195.91
25,661.58
-3,221.18
-112.98
60,993.06
51,699.41
9,145.04
13,953.21
23,195.91
25,661.58
-3,221.18
-112.98
60,993.06
51,699.41
3,833.02
13,953.21
Details of Audit Qualification:
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, 2023 aggregating to ` 6505.29 Crore (net of provision of ` 3,972.17 Crore). Further,
the Company had 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, its
subsidiaries and its associates, the EPC Company will be able to meet its obligation.
As referred in the above note, the Holding Company had 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 17 of the consolidated financial results wherein the loss on invocation of shares and/or fair
valuation of shares held as investments 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
instead of 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 Group as at March 31, 2022and March 31, 2023would have
been lower by ` 5,312.02 Crore.
3. We draw attention to Note no. 11 of the Statement which sets out the fact that, Vidarbha Industries Power Limited
(VIPL), wholly owned subsidiary company of Reliance Power Limited (RPower), has incurred losses during the
quarter and year ended March 31, 2023 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 certain lenders has filed an application under
the provision of Insolvency and Bankruptcy Code and Debt Recovery Tribunal. 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 accounts of VIPL have been prepared on a going concern for the factors stated in the aforesaid note.
The auditors of Reliance Power Limited (Rpower) 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 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 financial results of VIPL. This has been referred by
Rpower auditors in their audit 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. Item II(a)(2) – Since year ended March 31, 2020
3. Item II(a)(3) – Since year ended March 31, 2022
a.
b.
c.
262
Reliance Infrastructure Limited
ANNEXURE I
d.
e.
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 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.
Not Determinable
Management's estimation on the impact of audit qualification:
If management is unable to estimate the impact, reasons for the same:
For Audit Qualifications where the impact is not quantified by the auditor with respect to II(a)(1)& II(a)(3) above:
(i)
(ii)
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 (“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, 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 of its debentures and inter corporate deposits given. The total
exposure of the Company as on March 31, 2023 is ` 6,505.29 crore (net of provision of ` 3,972.17 crore). The
Company had also provided corporate guarantees aggregating to ` 1,775 crore. The activities of EPC Company have
been impacted by the reduced project activities of the companies of the Reliance Group.
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, 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 is adequate to deal with any contingency relating to recovery from the EPC
Company. The Company had 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)(3) 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 years 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 audit report as a qualification.
(iii) Auditors’ Comments on (i) or (ii) above:
Impact is not determinable.
III
Signatories:
Punit Garg
VijeshThota
K Ravikumar#
(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
Gaurav Jain
Partner
Membership No.129439
UDIN: 23129439BGXZQK6178
Place: Mumbai
Date: May 30, 2023
*present in the meeting through audio visual means
263
Reliance Infrastructure Limited Statement containing salient features of the financial statements of Subsidiaries/Associates/Joint Ventures
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Reliance Infrastructure Limited
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