Annual Report
2023-24
Infrastructure
Padma Vibhushan
Shri Dhirubhai H. Ambani
(28th December, 1932 - 6th July, 2002)
Reliance Group - Founder and Visionary
Reliance Infrastructure Limited
3
95th Annual General Meeting on Saturday, August 03, 2024 at 10.00 A.M. (IST)
through Video Conferencing / Other Audio Visual Means
This Annual Report can be accessed at www.rinfra.com
Board of Directors
Shri Sateesh Seth
Non-Executive, Vice Chairman
Shri Punit Garg
Executive Director and CEO
Ms. Manjari Kacker
Ms. Chhaya Virani
Non-Executive, Independent Directors
Shri S. S. Kohli
Shri K. Ravikumar
Shri V. S. Verma
Shri Dalip Kumar Kaul Non-Executive, Nominee Director
Key Managerial Personnel
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
Contents
Page No.
Notice of Annual General Meeting...............................................4
Directors’ Report......................................................................... 14
Management Discussion and Analysis....................................... 28
Business Responsibility & Sustainability Report........................ 42
Corporate Governance Report.................................................... 72
Certificate on Corporate Governance by.................................... 87
practicing Company Secretary
Investor Information.................................................................... 89
Independent Auditors’ Report on the........................................ 95
Financial Statement
Balance Sheet...........................................................................106
Statement of Profit and Loss...................................................107
Statement of Changes in equity..............................................108
Cash Flow Statement................................................................109
Notes to the Standalone Financial Statement.......................111
Independent Auditors’ Report on the......................................173
Consolidated Financial Statement
Consolidated Balance Sheet.....................................................180
Consolidated Statement of Profit and Loss............................181
Consolidated Statement of Changes in equity.......................182
Consolidated Cash Flow Statement.........................................184
Notes to the Consolidated Financial Statement.....................187
Statement containing salient features of the.........................274
Financial Statement of subsidiaries /
associates companies / joint ventures
Reliance Infrastructure Limited
4
Notice
NOTICE is hereby given that the 95th Annual General Meeting
(AGM) of the Members of Reliance Infrastructure Limited will
be held on Saturday, August 03, 2024 at 10.00 A.M.(IST)
through video conference / other audio visual means to transact
the following business:
Ordinary Business:
1.
To consider and adopt:
(a)
the audited financial statement of the Company
for the Financial Year ended March 31, 2024 and
the reports of the Board of Directors and Auditors
thereon, and
(b)
the audited consolidated financial statement of the
Company for the Financial Year ended March 31,
2024 and the report of the Auditors thereon.
2.
To appoint a Director in place of Shri Sateesh Seth
(DIN:00004631), who retires by rotation under the
provisions of the Companies Act, 2013, and being eligible,
offers himself for re-appointment.
Special Business:
3.
Appointment of Shri Virendra Singh Verma (DIN:
07843461) as an Independent Director:
To consider and, if thought fit, to pass the following
resolution as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of Sections
149, 150 and 152 read with Schedule IV and all other
applicable provisions, if any, of the Companies Act,
2013 (the “Act”) and the Companies (Appointment and
Qualification of Directors) Rules, 2014 (including any
statutory modification(s) or re-enactment(s) thereof, for
the time being in force), and the applicable provisions
of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015, as amended from time to time, Shri Virendra Singh
Verma who was appointed as an Additional Director by the
Board pursuant to the provisions of Section 161 of the Act
and the Articles of Association of the Company and who
is qualified for being appointed as an Independent Director
and in respect of whom the Company has received a
notice in writing under Section 160 (1) of the Act from
a Member proposing his candidature for the office of
Director and in accordance with the recommendation of
the Nomination and Remuneration Committee, be and
is hereby appointed as an Independent Director of the
Company, not liable to retire by rotation, to hold office for
a term of 5 (five) consecutive years with effect from May
30, 2024 and to continue to hold office beyond the age
of 75 years till the expiry of his proposed term.
RESOLVED FURTHER THAT the Board of Directors be and
is hereby authorised to do all acts and take all such steps
as may be necessary, proper or expedient to give effect to
this resolution.”
4.
Issuance of Foreign Currency Convertible Bonds
To consider and, if thought fit, to pass the following
resolution as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of Sections
23, 62 and all other applicable provisions, if any, of the
Companies Act, 2013 (the “Act”) read with the Companies
(Prospectus and Allotment of Securities) Rules, 2014,
and other rules made thereunder, (including any statutory
modification(s) or re-enactment(s) thereof, for the time
being in force), in accordance with the provisions of the
Memorandum of Association and Articles of Association of
the Company, the Securities and Exchange Board of India
(Issue of Capital and Disclosure Requirements) Regulations,
2018, as amended (the “SEBI (ICDR) Regulations”),
the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015, as amended (the “Listing Regulations”), the Foreign
Exchange Management Act, 1999 (the “FEMA”), including
any amendment(s), statutory modification(s), variation(s)
or re-enactment(s) thereof, or the rules and regulations
issued thereunder, including the Foreign Exchange
Management (Borrowing or Lending) Regulations, 2018,
as amended, and the circulars or notifications issued
thereunder including the Master Directions on External
Commercial Borrowings, Trade Credits and Structured
Obligations dated March 26, 2019, as amended vide the
circular on External Commercial Borrowings (ECB) Policy –
Rationalisation of End-use Provisions dated July 30, 2019,
as amended from time to time and the Master Direction
on Reporting under Foreign Exchange Management Act,
1999 dated January 1, 2016, as amended, the Foreign
Exchange Management (Debt Instruments) Regulations,
2019, as amended (together the “ECB Guidelines”), the
Depository Receipts Scheme, 2014, as amended (the
“2014 Scheme”), the Framework for issue of Depository
Receipts dated October 10, 2019 issued by the Securities
and Exchange Board of India, the Issue of Foreign Currency
Convertible Bonds and Ordinary Shares (Through Depository
Receipt Mechanism) Scheme, 1993, as amended (the
“1993 Scheme”), the extant consolidated Foreign Direct
Investment Policy, as amended and replaced from time
to time and the Foreign Exchange Management (Non-
debt Instruments) Rules, 2019, as amended, the Foreign
Exchange Management (Transfer or Issue of any Foreign
Security) Regulations, 2004, including any amendments,
statutory modification(s) and/ or re-enactment(s) thereof,
and such other applicable statutes, rules, regulations,
guidelines, notifications, circulars and clarifications issued/
to be issued thereon by the Government of India, Ministry
of Finance (Department of Economic Affairs), Department
for Promotion of Industry and Internal Trade, Ministry
of Corporate Affairs, the Reserve Bank of India (“RBI”),
the Securities and Exchange Board of India (“SEBI”),
BSE Limited and National Stock Exchange of India
Limited (together the “Stock Exchanges”), and/ or any
other regulatory/ statutory authorities under any other
applicable law, from time to time (hereinafter singly or
collectively referred to as the “Appropriate Authorities”),
to the extent applicable and subject to the term(s),
condition(s), modification(s), consent(s), sanction(s) and
approval(s) of any of the Appropriate Authorities and
guidelines and clarifications issued thereon from time to
time and subject to such condition(s) and modification(s)
as may be prescribed by any of them while granting such
approval(s), consent(s), and sanction(s) etc., which may
be agreed to by the Board of Directors of the Company
(hereinafter referred to as the “Board”, which term shall be
deemed to include any Committee which the Board may
Reliance Infrastructure Limited
5
Notice
have constituted or hereinafter constitute, to exercise its
powers including powers conferred by this resolution or
any person authorised by the Board or its Committee for
such purpose), approval of the Members of the Company
be and is hereby accorded to the Board to create, offer,
issue and allot in one or more tranches of private or public
offerings (including on preferential allotment basis) in
international markets, through prospectus/ offer letter/
offering circular or other permissible/requisite offer
documents, Foreign Currency Convertible Bonds (FCCBs)
and/or any other similar securities which are convertible
or exchangeable into equity shares and/or preference
shares and/or Global Depositary Receipts (GDRs) and/or
American Depositary Receipts (ADRs) and/or any other
financial instrument(s)/ securities convertible into and/or
linked to equity shares of the Company (“Securities”) at
the option of the Company and/ or the security holders
denominated and subscribed to in Foreign Currency/Indian
Currency by eligible persons as determined by the Board
in its discretion including persons who are not holders
of equity shares of the Company, whether unsecured or
secured by creation of charge/encumbrance on the assets
of the Company, in such manner and on such terms and
condition(s) or such modification(s) thereto as the Board
may determine in consultation with the Lead Manager(s)
and/or Underwriters and/or other advisors, subject to
applicable law; provided that the aggregate amount
raised/to be raised by issuance of such Securities shall not
exceed US$ 350 million.
RESOLVED FURTHER THAT in the event of issuance of
FCCBs, pursuant to the provisions of the 1993 Scheme
and other applicable pricing provisions issued by the
Ministry of Finance or any other authority, the ‘relevant
date’ for the purpose of pricing the Securities to be issued
pursuant to such issue shall be the date of the meeting in
which the Board decides to open such issue after the date
of this resolution.
RESOLVED FURTHER THAT the Board be and is hereby
authorized to appoint merchant bankers, underwriters,
depositories, custodians, registrars, trustees, bankers,
lawyers, monitoring agency, advisors and all such agencies
as may be involved or concerned in the issue and to
remunerate and also to enter into and execute all such
arrangements, contracts/ agreements, memorandum,
documents, etc., with such agencies, to seek the listing of
the Securities on one or more stock exchanges as may be
required.
RESOLVED FURTHER THAT in case of any offering of
Securities convertible into equity shares, consent of the
Members be and is hereby given to the Board to issue
and allot such number of equity shares as may be required
to be issued and allotted upon conversion, redemption or
cancellation of any such Securities referred to above in
accordance with the terms of issue/ offering in respect
of such Securities and such equity shares shall rank
pari passu with the existing equity shares of the Company
in all respects and shall be subject to the provisions of
the Memorandum and Articles of Association of the
Company and be listed on the stock exchanges where the
equity shares of the Company are listed, except as may
be provided otherwise under the terms of issue/offering
and in the offer document and/or placement document
and/or offer letter and/or offering circular and/or listing
particulars.
RESOLVED FURTHER THAT the Board be and is hereby
authorised to create offer, issue and allot the Securities or
any/ all of them, subject to such terms and conditions,
as the Board may deem fit and proper in its absolute
discretion, including terms for issue of additional Securities
and for disposal of Securities which are not subscribed to
by issuing them to banks/ financial institutions/ mutual
funds or otherwise.
RESOLVED FURTHER THAT for the purpose of giving
effect to this resolution, the Board be and is hereby
authorised on behalf of the Company to do all such
acts, deeds, matters and take all such steps as may be
necessary including without limitation, the determination
of the terms and conditions of the issue including timing
of the issue(s), the class of investors to whom the
Securities are to be issued, number of Securities, number
of issues, tranches, issue price, interest rate, listing,
premium/ discount, redemption, allotment of Securities
and to sign, execute and amend all deeds, documents,
undertakings, agreements, papers and writings as may be
required in this regard including, without limitation, the
private placement offer letter (along with the application
form), information memorandum, disclosure documents,
placement document, placement agreement and any
other documents as may be required, and to settle all
questions, difficulties or doubts that may arise at any stage
from time to time.
RESOLVED FURTHER THAT for the purpose of giving
effect to any offer, issue or allotment of equity shares
or Securities or instruments representing the same, as
described above, the Board be and is hereby authorized on
behalf of the Company to do all such acts, deeds, matters
and things, as it may, in its absolute discretion, deem
necessary or desirable for such purpose, including without
limitation, the determination of terms and conditions for
issuance of Securities including the number of Securities
that may be offered and proportion thereof, timing for
issuance of such Securities and to vary, modify or alter any
of the terms and conditions as it may deem expedient,
to enter into and execute arrangements for managing,
underwriting, marketing, listing, trading and providing
legal advise as well as acting as depository, custodian,
registrar, stabilizing agent, paying and conversion
agent, trustee, escrow agent, monitoring agency and
executing other agreements, including any amendments
or supplements thereto, as necessary or appropriate and
to finalize, approve and issue any document(s), including
but not limited to prospectus and/or letter of offer and/
or circular, documents and agreements including filing of
such documents (in draft or final form) with any Indian
or foreign regulatory authority or stock exchanges and
sign all deeds, documents and writings and to pay any
fees, commissions, remuneration, expenses relating
thereto on behalf of the Company, to settle all questions,
difficulties or doubts that may arise in regard to the issue,
offer or allotment of Securities and take all steps which
are incidental and ancillary in this connection, including
in relation to utilization of the issue proceeds, as it may
Reliance Infrastructure Limited
6
Notice
in its absolute discretion deem fit without being required
to seek further consent or approval of the Members or
otherwise to the end and intent that the Members shall
be deemed to have given their approval thereto expressly
by the authority of this resolution.
RESOLVED FURTHER THAT the Board be and is hereby
authorised to delegate all or any of the powers herein
conferred to any Director(s), Committee(s), Executive(s),
officer(s) or representatives(s) of the Company or to any
other person to do all such acts, deeds, matters and things
and also to execute such documents, writings etc. as may
be necessary to give effect to this resolution.
RESOLVED FURTHER THAT the Board be and is hereby
authorised to seek any approval that is required in relation
to the creation, issuance, allotment and listing of the
Securities, from any statutory or regulatory authority or
the stock exchanges.”
5.
Remuneration to Cost Auditors
To consider and, if thought fit, to pass, the following resolution
as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of
Section 148 and all other applicable provisions, if
any, of the Companies Act, 2013 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.: 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, 2025, 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, 2024
Notes:
1.
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.
2.
The Ministry of Corporate Affairs (“MCA”) has vide its
circular dated September 25, 2023 read with circulars
dated April 08, 2020, April 13, 2020, May 05, 2020,
December 28, 2022 (collectively referred to as “MCA
circulars”) permitted the holding of the AGM through
Video Conferencing (VC)/Other Audio Visual Means
(OAVM), without the physical presence of the Members
at a common venue. Accordingly, in compliance with the
provisions of the Act, the 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.
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.
4.
Re-appointment of Director
At the ensuing AGM, Shri Sateesh Seth (DIN:00004631),
Director of the Company shall retire by rotation under the
provisions of the Act and being eligible, offers himself for
re-appointment. The Board of Directors of the Company
have recommended the re-appointment.
The relevant details pertaining to Shri Sateesh Seth
pursuant to applicable provisions of Regulation 36 of the
Listing Regulations and Secretarial Standards on General
Meeting (SS-2) is given below;
Shri Sateesh Seth, 68 years, is a Fellow Chartered
Accountant and a law graduate. He has vast experience
in corporate management. He has been appointed as a
Non-Executive Director of the Company with effect from
November 24, 2002. He has attended four out of five
Board meetings of the Company held during the Financial
Year. As on March 31, 2024, Shri Sateesh Seth did not
hold any equity shares of the Company. He does not
hold any relationship with any other Directors and Key
Managerial Personnel of the Company.
Presently, he is the Chairman of Reliance Power Limited.
He is also on the Board of Reliance Defence and Aerospace
Private Limited, Reliance Defence Technologies Private
Limited, Reliance Defence Systems Private Limited and
Reliance Defence Limited. Further, he has not resigned
from any listed entity in the past three years. During the
year, he was paid ` 1.6 lakh in the form of sitting fees. He
shall be paid remuneration by way of fee for attending the
meeting of the Board or Committees thereof or for any
other purpose as may be decided by the Board. He shall be
entitled for reimbursement of expenses for participating in
the Board and other meetings.
Shri Sateesh Seth is interested in Item no. 2 of the Notice
with regard to his appointment. The relatives of Shri
Sateesh Seth may be deemed to be interested in Item
No. 2 of the Notice, to the extent of their shareholding
interest, if any, in the Company. Save and except the
Reliance Infrastructure Limited
7
above, none of the others Directors, Key Managerial
Personnel and their relatives is concerned or interested,
financially or otherwise, in Item no. 2 of the Notice.
5.
In compliance with the MCA circulars and the SEBI circular
dated October 06, 2023, Notice of the AGM along with
the Annual Report 2023-24 is being sent only through
electronic mode to those Members whose email addresses
are registered with the Company or Central Depository
Services (India) Limited (CDSL)/National Securities
Depositories Limited (NSDL) (collectively referred as
“Depositories”). Members may note that the Notice and
Annual Report 2023-24 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 the Registrar and Transfer Agent of the Company,
KFin
Technologies
Limited
("KFintech"/"RTA")
at
www.kfintech.com.
6.
Members whose email addresses are not registered,
can register the same in the following manner so that
they can receive all communication from the Company
electronically:
a.
Members holding share(s) in physical mode can
register their e-mail ID on the Company’s website at
https://www.rinfra.com/web/rinfra/shareholder-
registration by providing the requisite details of their
holdings and documents for registering their e-mail
address; and
b.
Members holding share(s) in electronic mode can
register/update their e-mail address with their
respective Depository Participants (“DPs”).
7.
The Company has engaged the services of KFintech as the
authorized agency for conducting the AGM and providing
e-voting facility.
8.
Members attending the AGM through VC/OAVM shall be
counted for the purpose of reckoning the quorum under
Section 103 of the Act.
9.
Since the AGM will be held through VC/OAVM, no route
map to the venue is annexed with this Notice.
10.
The relevant Registers and documents referred to in the
Notice will be available, electronically, for inspection by
the Members during the AGM.
All documents referred to in the Notice will also be
available electronically for inspection without any fee by
the Members from the date of circulation of this Notice
up to the date of AGM.
Members seeking to inspect such documents can send an
e-mail to rinfra.investor@relianceada.com
11.
Members are advised to refer to the section titled ‘Investor
Information’ provided in this Annual Report.
12.
Members are requested to fill in and submit the Feedback
Form provided in the ‘Investor Relations’ section on the
Company’s website www.rinfra.com to aid the Company
in its constant endeavor to enhance the standards of
service to investors.
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 26, 2024) only shall be entitled to
avail the facility of remote e-voting / e-voting
at the AGM. KFintech will be facilitating remote
e-voting to enable the Members to cast their votes
electronically. Members can cast their vote online
from 10.00 A.M. (IST) on Tuesday July 30, 2024
to 5.00 P.M. (IST) on Friday, August 02, 2024. At
the end of remote e-voting period, the facility shall
forthwith be blocked.
b.
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.
c.
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.
d.
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 26, 2024.
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.
e.
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.
f.
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".
Notice
Reliance Infrastructure Limited
8
g.
Those 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.
h.
The details of the process and manner for remote
e-Voting and AGM are explained herein below:
Part A –Remote E-voting
I.
Access to Depositories e-Voting system in case of
individual Members holding shares in demat mode
Type of
Members
Login Method
Securities
held in
demat mode
with NSDL
1. User already registered for IDeAS
facility:
i.
Visit URL: https://eservices.nsdl.Com.
ii. Click on the “Beneficial Owner” icon under
“Login” under ‘IDeAS’ section.
iii. On the new page, enter User ID and
Password. Post successful authentication,
click on “Access to e-Voting.”
iv. Click on company name or e-Voting
Service Provider (ESP) i.e. KFintech and
you will be re-directed to the ESP’s
website for casting the vote during the
remote e-Voting period.
2. User not registered for IDeAS e-Services:
i.
To register click on link: https://eservices.
nsdl.com.
ii. Select “Register Online for IDeAS” or
click
at
https://eservices.nsdl.com/
SecureWeb/ IdeasDirectReg.jsp.
iii. Proceed with completing the required
fields.
iv. Follow steps given in point 1
3. Alternatively, by directly accessing the
e-Voting website of NSDL:
i.
Open URL: https://www. evoting.nsdl.
com/
ii. Click on the icon “Login” which is available
under ‘Shareholder/Member’s section.
iii. A new screen will open. You will have to
enter your User ID (i.e. your sixteen digit
demat account number held with NSDL),
Password / OTP and a Verification Code as
shown on the screen.
iv. Post successful authentication, you will
be requested to select the name of the
Company and the ESP.
v. On successful selection, you will be
redirected to KFintech e-Voting page
for casting your vote during the remote
e-Voting period.
Type of
Members
Login Method
Securities
held in
demat mode
with CDSL
1. Existing user who has opted for Easi /
Easiest:
i.
Visit
URL:
https://web.cdslindia.com/
myeasi/home/login or www.cdslindia.
com
ii. Click on New System Myeasi
iii. Login with your registered User ID and
Password.
iv. The user will see the e-Voting Menu. The
Menu will have links of ESP i.e. KFintech
e-Voting portal.
v. Click on e-Voting service provider name to
cast your vote.
2. User not registered for Easi/ Easiest:
i.
Option to register is available at https://
web.cdslindia.com/myeasitoken/
Registration/ EasiRegistration
ii. Proceed with completing the required
fields.
iii. Follow the steps given in point 1.
3. Alternatively, by directly accessing the
e-Voting website of CDSL:
i.
Visit URL: www.cdslindia.com
ii. Provide your demat Account Number and
PAN No.
iii. System will authenticate user by sending
OTP on registered Mobile & Email as
recorded in the demat Account.
iv. After successful authentication, user will
be provided links for the respective ESP,
i.e KFintech where the e- Voting is in
progress.
Login
through
their demat
accounts /
Website of
Depository
Participant
i.
You can also login using the login
credentials
of
your
demat
account
through your DP registered with NSDL /
CDSL for e-Voting facility.
ii. Once logged-in, you will be able to
see e-Voting option. Once you click on
e-Voting option, you will be redirected
to NSDL / CDSL Depository site after
successful authentication, wherein you
can see e-Voting feature.
iii. Click on options available against company
name or e-Voting service provider –
KFintech and you will be redirected to
e-Voting website of KFintech for casting
your vote during the remote e-Voting
period without any further authentication.
Important note: Members who are unable to retrieve User
ID/Password are advised to use “Forgot user ID” and “Forgot
Password” option available at respective websites.
Helpdesk for Individual Shareholders holding securities in demat
mode for any technical issues related to login through NSDL
and CDSL:
Notice
Reliance Infrastructure Limited
9
Notice
Login type
Helpdesk details
Securities held with
NSDL
Please send a request at evoting@
nsdl.co.in or call at
toll free no.: 1800 1020 990 and
1800 22 44 30
Securities held with
CDSL
Please send a request at evoting@
cdslindia.com.or call at
022-23058738/23058542/43
toll free no.: 1800 2255 33
II.
Access to KFintech e-Voting system in case of
shareholders holding shares in physical form and non-
individual shareholders in demat mode:
(a)
Members whose email IDs are registered with the
Company/ DPs, will receive an email from KFintech
which will include details of E-Voting Event Number
(EVEN), USER ID and password. They will have to
follow the following process:
i.
Launch internet browser by typing the URL: https://
emeetings.kfintech.com.
ii.
Enter the login credentials (i.e. User ID and password). In
case of physical folio, User ID will be EVEN xxxx, followed
by folio number. In case of Demat account, User ID will
be your DP ID and Client ID. However, if you are already
registered with KFintech for e-Voting, you can use your
existing User ID and password for casting the vote.
iii.
After entering these details appropriately, click on “LOGIN”.
iv.
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.
v.
Please login again with the new credentials.
vi.
On successful login, the system will prompt you to select
the “EVEN” and click on “Submit”.
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.
x.
You may then cast your vote by selecting an appropriate
option and click on “Submit”.
xi.
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.
Temporarily provide email address and mobile number to
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.
ii.
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.
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
Reliance Infrastructure Limited
10
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.
ii.
Facility for joining AGM though VC/ OAVM shall open
at least 15 minutes before the time scheduled for the
Meeting.
iii.
Members are encouraged to join the Meeting through
Laptops/Desktops
with
Google
Chrome
(preferred
browser), Safari, Internet Explorer, Microsoft Edge, Mozilla
Firefox 22.
iv.
Members will be required to grant access to the webcam
to enable VC/OAVM. Further, Members connecting from
Mobile Devices or Tablets or through Laptop connecting
via Mobile Hotspot may experience Audio/Video loss due
to fluctuation in their respective network. It is therefore
recommended to use stable Wi-Fi or LAN connection to
mitigate any kind of aforesaid difficulties.
v.
As the AGM is being conducted through VC/OAVM,
for the smooth conduct of proceedings of the AGM,
Members are encouraged to express their views/send
their queries in advance mentioning their name, demat
account number/folio number, email ID, mobile number
at: https://evoting.kfintech.com. Queries received by the
Company till Wednesday, July 31, 2024 (5.00 P.M. IST)
shall only be considered and responded during the AGM.
vi.
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.
vii.
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.
viii.
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.
ix.
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.
x.
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.
xi.
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.
If the mobile number of the Member is registered
against Folio No./ DP ID Client ID, the member
may send SMS: MYEPWD E-Voting
Event Number + Folio No. or DP ID Client ID to
9212993399
1.
Example for NSDL:
MYEPWD IN12345612345678
2.
Example for CDSL:
MYEPWD 1402345612345678
3.
Example for Physical:
MYEPWD XXXX1234567890
b.
If e-mail address or mobile number of the Member
is registered against Folio No. / DP ID Client ID,
then on the home page of https://evoting.kfintech.
com/, the Member may click “Forgot Password”
and enter Folio No. or DP ID Client ID and PAN to
generate a password.
xii.
Members who may require any technical assistance or support
before or during the AGM may 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 the Chairman of the AGM or to any person authorised
by him after completion of the scrutiny and the results of
voting will be announced after the AGM of the Company.
Subject to receipt of requisite number of votes, the
resolutions shall be deemed to be passed on the date of
the AGM. The result of the voting will be submitted to
the Stock Exchanges, where the shares of the Company
are listed and posted on the website of the Company at
www.rinfra.com and also on the website of KFintech at
https://evoting.kfintech.com.
Statement pursuant to Section 102 (1) of the Companies Act,
2013 to the accompanying Notice dated May 30, 2024
Item No. 3: Appointment of Shri Virendra Singh Verma
(DIN: 07843461) as an Independent Director
Pursuant to the provisions of Section 149 and 161 of the
Companies Act, 2013 (“the Act”) read with Schedule IV of
the Act and as per the recommendation of Nomination and
Remuneration Committee, the Board of Directors appointed Shri
Virendra Singh Verma (DIN: 07843461) as an Additional Director
in the capacity of Independent Director of the Company for a
term of five consecutive years effective from May 30, 2024.
Pursuant to Regulation 17(1C) read with Regulation 25(2A)
of the Securities and Exchange Board of India (‘SEBI’) (Listing
Obligations and Disclosure Requirements) Regulations, 2015
(the “Listing Regulations”), the appointment of Shri Virendra
Singh Verma as Independent Director is subject to approval of
the members of the Company.
Notice
Reliance Infrastructure Limited
11
The Company has received a declaration from Shri Virendra Singh
Verma confirming that he meets the criteria of independence
as prescribed both under Section 149(6) of the Act and under
Regulation 16(1)(b) of the Listing Regulations. In the opinion
of the Board and based on the declaration of independence
submitted by him, Shri Virendra Singh Verma fulfills the conditions
specified in the Act, the Rules made thereunder and the Listing
Regulations for his appointment as an Independent Director and
is independent of the management.
As required under Section 160 of the Act, the Company has
received a notice in writing from a Member proposing the
candidature of Shri Virendra Singh Verma for the office of Director
of the Company Shri Virendra Singh Verma has consented for his
appointment as independent director of the Company, and has
confirmed that he is not disqualified from being appointed as
Director in terms of Section 164 of the Act.
Details of Shri Virendra Singh Verma as per the requirement
of Regulation 36(3) of the Listing Regulations and Secretarial
Standard on General Meeting (SS-2) is provided in Annexure.
Shri Virendra Singh Verma will attain the age of seventy five years
on January 01, 2025 and pursuant to Regulation 17(1A) of the
Listing Regulations, continuation of office as Independent Director
beyond the age of seventy five years would require the approval
of Members by a Special Resolution. In view of the above, it is
proposed to seek approval of the Members for continuation of
directorship of Shri Virendra Singh Verma beyond the age of 75
years as Independent Director till the completion of his proposed
term.
The
Nomination
and
Remuneration
Committee
while
recommending his appointment, has considered amongst others,
leadership capabilities, expertise in governance, legal compliance,
administrative knowledge and experience as the skills required for
this role and also confirmed that he is not debarred from holding
the office of director by virtue of any order by SEBI or any other
such authority. Accordingly, the Board of Directors are of the view
that Shri Virendra Singh Verma possesses the requisite skills and
capabilities, which would be of immense benefit to the Company
and hence it is desirable to appoint him as an Independent
Director on the Board of the Company.
Keeping in view the above and in terms of Listing Regulations,
consent of the Members for appointment of Shri Virendra Singh
Verma as an Independent Director, not liable to retire by rotation,
is sought by way of special resolution, as set out in the resolution
in Item No. 3 of the accompanying Notice.
Shri Virendra Singh Verma is interested in the resolution set out
in Item No. 3 of the notice with regard to his appointment. The
relatives of Shri Virendra Singh Verma may be deemed to be
interested in the resolution set out in Item No.3 of the notice
to the extent of their equity shareholding interest, if any, in the
Company.
Save and except the above, none of the other Directors, Key
Managerial Personnel and their relatives are concerned or
interested, financially or otherwise, in this resolution.
The Board accordingly recommends the Special Resolution set out
in Item No. 3 of the accompanying Notice for the approval of the
Members.
Item No. 4 Issuance of Foreign Currency Convertible Bonds
The Company is engaged in the business of providing Engineering
and Construction 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 like Metro, Toll Roads
and Airports through its special purpose vehicles. It has executed
the state of the art Mumbai Metro line one project on build,
own, operate and transfer basis. Further, the Company is also a
leading utility company having presence across the value chain
of energy businesses.
In order to meet the Company’s financial needs caused by
decline in revenues, reduced debt servicing capabilities due to
cash flow mismatch and for long term viability, future growth
and general corporate purpose, there is an urgent requirement to
raise long term resources to strengthen the Company’s financial
position and to safeguard the interests of lenders, employees,
Members and other stakeholders. In lieu of the earlier Foreign
Currency Convertible Bonds (FCCB) proposals (which could not
be consummated considering the adverse market conditions and
time delay), it is now proposed to obtain an enabling authorization
from the members of the Company to make a fresh international
offering of the FCCB upto US$. 350 million, convertible into
equity shares of the Company in accordance with the Foreign
Exchange Management Act, 1999 and the relevant Rules and
Regulations made thereunder including the Master Directions,
as amended, the Issue of Foreign Currency Convertible Bonds
and Ordinary Shares (through Depositary Receipt Mechanism)
Scheme, 1993 (‘FCCB Scheme’) and other applicable statutes.
The Board at its meeting held on May 30, 2024, has proposed
the offer, issue and allotment in one or more tranches of private
or public offerings (including on preferential allotment basis)
in international markets, through prospectus/ offer letter/
offering circular or other permissible/requisite offer documents,
FCCB and/or any other similar securities which are convertible or
exchangeable into equity shares and/or preference shares and/
or any other financial instrument(s)/ securities convertible into
and/or linked to equity shares of the Company provided that
the aggregate amount raised/to be raised by issuance of such
Securities shall not exceed US$ 350 million.
Issuance of Securities may result in the issuance to investors who
may not be Members of the Company. Therefore, consent of the
Members is being sought, for passing the Special Resolution as
set out in the Notice, pursuant to Section 62 of the Companies
Act, 2013, as amended and any other law for the time being
in force and being applicable and in terms of the provisions of
the Listing Regulations, as amended. The equity shares, if any,
allotted on issue, conversion of Securities shall rank pari passu
in all respects with the existing Equity Shares of the Company.
The resolution proposed is enabling approval and the exact
combination of instrument(s), exact price, proportion and
timing of the issue of the Securities in one or more tranches
and/or issuances and the detailed terms and conditions of such
tranche(s)/ issuances will be decided by the Board in consultation
with lead managers, advisors and such other authorities and
agencies as may be required to be consulted by the Company
in due consideration of prevailing market conditions and other
relevant factors after meeting the specific requirements in
a manner and subject to limit as more particularly set out in
the resolution at Item No. 4 of the accompanying Notice. The
Notice
Reliance Infrastructure Limited
12
proposal therefore seeks to confer upon the Board the absolute
discretion and adequate flexibility to determine the terms of
issue(s) and to take all steps which are consequential, incidental
and ancillary.
The pricing of the offer would be in accordance with the
provisions of the Securities and Exchange Board of India
(Issue of Capital and Disclosure Requirements) Regulations,
2018 (the "SEBI (ICDR) Regulations”), Listing Regulations, the
Foreign Exchange Management Act, 1999, the Companies Act,
the Issue of Foreign Currency Convertible Bonds and Ordinary
Shares (Through Depository Receipt Mechanism) Scheme,
1993, the Foreign Exchange Management (Borrowing and
Lending) Regulations, 2018, the Master Direction - External
Commercial Borrowings, Trade Credits and Structured Obligations,
2019, the Foreign Exchange Management (Debt Instruments)
Regulations, 2019, the Foreign Exchange Management
(Non-debt Instruments) Rules, 2019 or any other guidelines/
regulations/ consents, each as amended, as may be applicable
or required. FCCB pricing will be as per FCCB Scheme. The
“Relevant Date” for the purpose of determination of price of the
securities shall be the date as determined in accordance with the
applicable provisions of law and as mentioned in the resolution.
In connection with the proposed issue of Securities, the Company
is required to, inter alia, identify investor, decide quantum of
each issue/tranche including terms thereof, prepare, approve
and execute various documents. Accordingly, it is proposed to
authorize the Board to do all such acts, deeds and things in this
regard for and on behalf of the Company.
The proposed issue of the Securities shall be within the overall
borrowing limits of the Company in terms of Section 180(1)(c)
read with Section 180(1)(a) of the Act or such other enhanced
limit as may be approved by the Members of the Company, from
time to time.
None of the Directors, Key Managerial Personnel of the Company
and their relatives are, in any way, concerned or interested,
financially or otherwise, in this resolution except to the extent of
their shareholding, if any.
Notice
The Board accordingly recommends the Special Resolution set
out at Item No. 4 of the accompanying Notice for the approval
of the Members.
Item No. 5 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.:
R00097) as Cost Auditors for the audit of the cost accounting
records of the Company for the Financial Year ending March
31, 2025 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. 5
of the Notice.
The Board accordingly recommends the Ordinary Resolution set
out at Item No. 5 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, 2024
Reliance Infrastructure Limited
13
Notice
Annexure to Item No. 3 of the Notice
Details of Director whose appointment is proposed pursuant to Regulation 36(3) of the Listing Regulations and Secretarial Standard
on General Meetings issued by the Institute of Company Secretaries of India are as follows:
Name of the Director
Shri Virendra Singh Verma
Age
74 years
Date of first appointment on Board
May 30, 2024
Brief
resume
including
qualification,
experience and Expertise in specific
functional areas
Shri Virendra Singh Verma has merited a degree in Bachelor of Science from Agra University
followed by BE Mechanical (Hons) and ME Mechanical (Hons) in Applied Thermal Sciences from
IIT Roorkee. He has also been trained under UNDP, with CEGB, UK and Gilbert Commonwealth
of USA
Shri Verma started his career in the Central Power Engineering Service in Central Electricity
Authority (CEA). In his longstanding career of over 46 years in the power sector,
Shri Verma acquired wide and valuable experience in the field of planning, thermal and hydro
power plant engineering, project monitoring, construction, supervision, operation monitoring,
human resource development, grid operations, conservation and efficiency, low carbon growth
strategy and other environmental issues.
Shri Verma has been associated extensively in the policy formulation by the Government,
specially after the enactment of Electricity Act 2003. Shri Verma has also served as a Member
Secretary of the Eastern Regional Electricity Board, Director General of the Bureau of Energy
Efficiency, Member and Chairman of the Central Electricity Regulatory Commission (CERC) etc.
Shri Verma has also been on Governing Council/Board of Directors of various institutions like
CPRI, NPTI, CWet, DVC etc.
Shri Verma has travelled extensively overseas and has to his credit more than 50 technical papers
published and presented in the national and international forums.
Shri Verma received Life Time Achievement Award from CBIP and from Rajiv Gandhi Technical
University, Bhopal. He was awarded Leading Energy Personality Award 2014 in November 2014
from Council of Power Utilities. He was also awarded Distinguished Alumni Award of IIT Roorkee.
He has been a professor Adjunct for IIT Kanpur.
Shri Verma has been advising Govt of Rajasthan for improving their Distribution System of
electricity in general including generation and transmission as a member of the task force
appointed by the Govt of Rajasthan for five years. Shri Verma Co authored a book namely ‘Solar
Energy made simple for a sustainable future’, published by Springer Nature Singapore.
Other Directorships
1. Essar Power Transmission Company Limited
2. Essar Power Gujarat Limited
3. Aerpace Industries Limited
4. Vijai Electricals Limited
5. India Rural Energy and Power Private Limited
Chairmanship/Membership of Committees
in Companies in which position of Director
is held
1. Member of Audit Committee, Risk & Compliance Committee, Nomination & Remuneration
Committee, Share Committee, CSR, Sustainability & Safety Committee of Essar Power
Transmission Company Limited
2. Member of Audit Committee, Risk & Compliance Committee, Nomination & Remuneration
Committee and CSR, Sustainability & Safety Committee of Essar Power Gujarat Limited
3. Member of Audit Committee of Aerpace Industries Limited
Listed entities from which the Director has
resigned in the past three years
None
Relationship
with
other
Directors,
Managers and Key Managerial Personnel
(KMP) of the Company
Not related to any of the Directors and KMP of the Company
Shareholding of non-executive directors in
the listed entity, including shareholding as
a beneficial owner
None
No. of board meetings attended during the
financial year (FY2023-24)
None
Terms and conditions of appointment
including remuneration
The terms of appointment are as per the resolution set out in this Notice read with the Statement
hereto. He will be paid sitting fees of ` 40,000/- per meeting for attending the meetings of the
Board and Committees thereof along with the reimbursement of expenses if any.
Reliance Infrastructure Limited
14
Directors’ Report
Dear Shareowners,
Your Directors present the 95th Annual Report and the audited financial statements for the financial year ended March 31, 2024.
Financial performance and state of the Company’s affairs
The financial performance of the Company for the Financial Year ended March 31, 2024 is summarized below:
(` in crore)
Particulars
Financial year ended
March 31, 2024
Financial year ended
March 31, 2023
Standalone
Consolidated
Standalone
Consolidated
Total Income
748
22,519
1,108
21,161
Gross Profit / (Loss) before depreciation and Exceptional Items
(808)
908
(784)
1,375
Depreciation and Amortisation
16
1,503
27
1,448
Exceptional Items-(Expenses)/Income
(1,114)
(10)
(2,393)
(2,393)
Profit/(Loss) before taxation
(1,938)
(605)
(3,204)
(2,466)
Tax expenses (Net) (including deferred tax and tax for earlier years)
(8)
41
(6)
7
Profit/(Loss) after taxation before share of associates and
non-controlling interest
(1,930)
(646)
(3,198)
(2,473)
Profit/(Loss) after taxation after share of associates and
non-controlling interest
(1,930)
(1,609)
(3,198)
(3,221)
Business Operations
The Company is engaged in the business of providing Engineering
and Construction 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 like Metro, Toll Roads
and Airports 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 Report 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,
("Listing Regulations"), is presented in a separate section forming
part of this Annual Report.
Issue of Equity Shares on preferential basis
During the year under review, Company issued and allotted 4.43
crore equity shares of ` 10 each to Reliance Commercial Finance
Limited, a wholly owned subsidiary of Authum Investment
&
Infrastructure
Limited,
consequent
upon
conversion/
appropriation of its existing outstanding dues at an issue price
of ` 201 per share (including premium of ` 191 per share) by
way of a preferential issue on a private placement basis in terms
of the Securities and Exchange Board of India (Issue of Capital
and Disclosure Requirements) Regulations, 2018. The aforesaid
equity shares rank pari-passu in all aspects with the existing
equity shares of the Company.
Post completion of the issuance, the equity paid up share capital
of the Company has increased from ` 351.79 crore divided into
35,17,90,000 equity shares of ` 10/- each to ` 396.13 crore
divided into 39,61,31,194 equity shares of ` 10/- each.
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 available
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, 2024.
Particulars of Loans, Guarantees or Investments
The Company has complied with 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 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 Companies 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
Reliance Infrastructure Limited
15
Directors’ Report
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, 2024, in accordance with the requirements of
the Companies (Indian Accounting Standards) Rules, 2015 (Ind-
AS) notified under Section 133 of the Act, read with relevant
rules and other accounting principles. The Consolidated Financial
Statement has been prepared in accordance with Ind-AS and
relevant provisions of the Act based on the financial statements
received from subsidiaries, associates and joint ventures,
as approved by their respective Board of Directors.
Directors
In terms of the provisions of the Act, Shri Sateesh Seth,
Non- Executive Director of the Company, retires by rotation and
being eligible, offers himself for re-appointment at the ensuing
Annual General Meeting.
During the year, Shri Dalip Kumar Kaul, representative of the
Axis Trustee Services Limited, Trustee to the Non-Convertible
Debentures issued by the Company, was appointed as Nominee
Director with effect from November 8, 2023 pursuant to
applicable provisions of the Articles of Association and Debenture
Trust Deed.
Shri Virendra Singh Verma was appointed as an Additional Director
in the capacity of Independent Director with effect from May
30, 2024 for a term of five consecutive years subject to the
approval of members at the ensuing Annual General Meeting.
Further, Shri K Ravikumar ceases to be Independent Director of
the Company with effect from June 14, 2024 upon attaining
75 years of age and consequent completion of his second
tenure as an Independent Director. The Board places on record
its sincere appreciation for the valuable contribution made by
Shri K Ravikumar as Director of the Company.
The Company has received declaration from all the Independent
Directors of the Company confirming that they meet the
criteria of independence as prescribed under Section 149(6)
of the Act and Regulation 16(1)(b) of 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 Punit Garg, Executive Director and Chief Executive Officer,
Shri Vijesh Babu Thota, Chief Financial Officer and Shri Paresh
Rathod, Company Secretary and Compliance Officer are the Key
Managerial Personnel of the Company.
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 Listing Regulations,
the Board has carried out an annual performance evaluation
of the Board collectively, the Directors individually (except the
Nominee Director) as well as the evaluation of the working
of the Committees of the Board. The Board performance was
evaluated based on inputs received from all the Directors after
considering the criteria such as Board Composition and structure,
effectiveness of Board/Committee processes and information
provided to the Board, etc.
Pursuant to the Listing Regulations, performance evaluation of
Independent Directors was done by the entire Board, excluding
the Independent Director being evaluated.
A separate meeting of the Independent Directors was also held
for the evaluation of the performance of Non-Independent
Directors 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.
in the preparation of the annual financial statement for
the Financial Year ended March 31, 2024, the applicable
accounting standards had been followed along with proper
explanation relating to material departures, if any;
ii.
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, 2024 and of the loss of the Company for
the year ended on that date;
iii.
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;
iv.
the Directors had prepared the annual financial statement
for the Financial Year ended March 31, 2024, on a going
concern basis;
v.
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
Reliance Infrastructure Limited
16
Directors’ Report
vi.
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 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, as amended.
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 32 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.
However, in the arbitration dispute between Delhi Airport Metro
Express Private Limited (DAMEPL), a subsidiary of the Company,
and Delhi Metro Rail Corporation (DMRC), the Hon’ble Supreme
Court of India passed a judgment on April 10, 2024, allowing the
Curative Petition filed against DAMEPL.
Given the unprecedented and complex nature of the legal
proceedings, judgments, and the significant uncertainty arising
therefrom, the Company has made a provision for impairment of
` 858 crore against its remaining investment in DAMEPL and `
19.36 crore for bank guarantees given for DAMEPL.
Furthermore, the Company has assessed and evaluated the
conditions required for control over its subsidiary for consolidation
as per Ind AS 110, “Consolidated Financial Statements.” Since at
least one or more conditions required for consolidation are not
met in the case of DAMEPL, DAMEPL’s financial statements have
been excluded from the consolidated financial statement of the
Holding Company effective March 31, 2024, based on expert
opinion. Accordingly, a charge of ` 58.20 crore on account of
deconsolidation has also been recognized.
Meetings of the Board
During the Financial Year ended March 31, 2024, five 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, Shri V S Verma, Shri Dalip Kumar Kaul, Nominee
Director, and 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
Engineering, Procurement and Construction (EPC) company
which has been engaged in undertaking contracts and works
for large number of varied infrastructure 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, 2024 is ` 6,503.21
crore (net of provision of ` 3,972.17 crore). The Company has
also provided corporate guarantees aggregating to ` 1,216 crore
towards borrowings of the EPC Company. During the year, the
Company has initiated pre-institution mediation proceedings
in accordance with procedure laid down under Section 12A,
Commercial Court’s Act 2015 before the Main Mediation Centre,
Bombay High Court prior to filing of a Commercial Suit against
the EPC Company for recovery of its dues. 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 ` 285 crore on behalf
of a company towards its borrowings. As per the reasonable
estimate, it does not expect any obligation against the above
guarantee amount.
During the year ended March 31, 2020 ` 3,050.98 crore
being the loss on invocation of pledge of shares of Reliance
Power Limited (RPower) held by the Company has been adjusted
against the capital reserve. Accoridng to us, this is an extremely
rare circumstance where even though the value of long term
strategic investment is high, the same is being disposed off
by the lender at much lower value for the reasons beyond the
Reliance Infrastructure Limited
17
Directors’ Report
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 had reduced to 12.77% of
its paid-up share capital. Accordingly, in terms of Ind AS 28 on
Investments in Associates, RPower ceased to be an associate
of the Company. Although this being strategic investment and
Company continues to be promoter of the RPower, due to the
invocations of the shares by the lenders for the reasons beyond
the control of the Company, the balance investments in RPower
have been carried at fair value in accordance with Ind AS 109
on financial instruments and valued at current market price and
loss of ` 1,973.90 crore being the capital loss, has been adjusted
against the capital reserve.
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, 2025, 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
financial year ended March 31, 2024.
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, 2024. The Audit Report of the
Secretarial Auditors of the Company and its material subsidiaries
for the Financial Year ended March 31, 2024 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.
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
Pursuant to section 92 (3) read with Section 134 (3)(a) of the
Act, the Annual Return as on March 31, 2024 is available 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 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, Company
Secretaries in Practice, 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 Regulation
22 of the Listing Regulations, the Company has formulated a
vigil mechanism to address the genuine concerns, if any, of the
Directors and employees. The vigil mechanism is overseen by
the Audit Committee and 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
Reliance Infrastructure Limited
18
Directors’ Report
Risk Management
The Board of the Company has constituted a Risk Management
Committee which consists of Independent Directors and also few
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 management 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") and Sustainability 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 and Sustainability Committee of the Board consists of
Shri S S Kohli, as Chairman, Ms. Manjari Kacker, Shri K Ravikumar,
Ms. Chhaya Virani, Shri V S Verma and Shri Punit Garg as the
Members. The Annual Report on 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
Significant and Material Order, if any, passed by the regulator
or courts or tribunals
Going concern status of the Company and its operations is
not impacted due to any order passed by Regulators 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 auditors
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 four matters filed and pending against the Company
under the Insolvency and Bankruptcy Code, 2016 at the start
of the financial year. During the year, one matter was disposed
off as withdrawn due to settlement. Two new applications
were filed against the Company in the last financial year. As
at the end of the financial year, five matters are pending by
operational creditors. None of these matters have been admitted.
The Company is either contesting as the liabilities are disputed
and/or taking steps to settle the pending matters.
General
During the year under review, the Company has not transferred
any amounts to reserves; not issued any equity shares with
differential rights as to dividend, voting or otherwise; not issued
any sweat equity shares to its Directors or Employees/shares
under Employee Stock Option Scheme nor carried out any 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
Manjari Kacker
Executive Director
Director
and Chief Executive Officer
Place: Mumbai
Date: May 30,2024
Reliance Infrastructure Limited
19
Directors’ Report
To,
The Members,
Reliance Infrastructure Limited
Reliance Centre, Ground Floor
19,Walchand Hirachand Marg,
Ballard Estate, Mumbai- 400001
We have conducted the Secretarial Audit of the compliance
of applicable statutory provisions and the adherence to
good corporate practices by Reliance Infrastructure Limited
(hereinafter called “the Company”). Secretarial Audit was
conducted in a manner that provided us reasonable basis for
evaluating the corporate conducts/statutory compliances and
expressing our opinion thereon.
Based on our verification of the Company’s books, papers, minute
books, forms and returns filed and other records maintained
by the company and also the information provided by the
Company, its officers, agents and authorized representatives
during the conduct of secretarial audit, we hereby report that in
our opinion, the Company has, during the audit period covering
the financial year ended on March 31, 2024 (“Audit Period”)
complied with the Statutory provisions listed hereunder and also
that the Company has proper Board processes and compliance-
mechanism in place to the extent, in the manner and subject to
the reporting made hereinafter.
We have examined the books, papers, minute books, forms and
returns filed and other records maintained by the Company for
the financial year ended on March 31, 2024 according to the
provisions of the;
1.
Companies Act, 2013 (the Act) and the rules made
thereunder;
2.
Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and
the rules made thereunder;
3.
Depositories Act, 1996 and the Regulations and Bye-law
framed thereunder.
4.
Foreign Exchange Management Act, 1999 and the rules
and regulations made there underto the extent of Foreign
Direct Investment and Overseas Direct Investment and
External Commercial Borrowings;
5.
following Regulations and Guidelines prescribed under the
Securities and Exchange Board of India Act, 1992 (‘SEBI
Act’):
a.
The Securities and Exchange Board of India
(Substantial Acquisition of Shares and Takeovers)
Regulations, 2011;
b.
The Securities and Exchange Board of India
(Prohibition of Insider Trading) Regulations, 2015;
c.
The Securities and Exchange Board of India
(Issue of Capital and Disclosure Requirements)
Regulations, 2018;
d.
The Securities and Exchange Board of India
(Share Based Employee Benefits and Sweat Equity)
Regulations, 2021;Not applicable
e.
The Securities and Exchange Board of India
(Issue and Listing of Non- Convertible Securities
Regulations, 2021;
f.
The Securities and Exchange Board of India
(Registrars to an Issue and Share Transfer Agents)
Regulations, 1993 regarding the Companies Act
and dealing with client; Not applicable
g.
The Securities and Exchange Board of India
(Delisting of Equity Shares) Regulations, 2021;
Not applicable
h.
The Securities and Exchange Board of India
(Buyback of Securities) Regulations, 2018 ;
Not applicable
i.
The Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements)
Regulations, 2015; and
j.
The Securities and Exchange Board of India
(Depositories and Participants) Regulations, 2018;
We have also examined compliance with the applicable clauses
of the following;
1.
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).
2.
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. However, the Company has
paid fine for an inadvertent and minor delay in compliance with
Regulation 50(1) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 for the period January 31,
2021 and March 31, 2021. No further action is required in this
regard.
Further, based on the written representations received from the
directors as on March 31, 2024 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, 2024 from being
appointed as a directors in terms of Section 164 (1) and 164(2)
of the Act.
Annexure- A1
Form No. MR-3
Secretarial Audit Report
For the Financial Year ended March 31, 2024
[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]
Reliance Infrastructure Limited
20
Directors’ Report
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 as per
the applicable provisions.
Further, where the notice, agenda and notes to agenda were
given at a shorter period of time for meetings scheduled to
transact the urgent business, the requirement of the secretarial
standards were complied with and presence of atleast one
independent directors 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 Ordinary resolution passed
through Annual General Meeting dated 28/07/2023, the
Company has
(a)
Reappointed Mr. Punit Garg (DIN: 00004407), Director
liable to retire by rotation and eligible for re-appointment.
(b)
Approved the remuneration of M/s. Talati & Associates,
the Cost Auditors of the Company for the financial year
2023-24.
The Company vide special resolution through Postal Ballot 05th
September, 2023 has issued 4,43,41,194 Equity Shares of face
value of ` 10/- each at an issue price of ` 201/- per share
including a premium of ` 191/- per share.
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
Place: Thane
Date: May 30, 2024
Proprietor
UDIN:F006988F000443622
FCS 6988/ CP 6529
Reliance Infrastructure Limited
21
Directors’ Report
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 Company is the subsidiary of the
“Reliance Infrastructure Limited” which is a listed entity. Further
the Company is a regulated entity under the Electricity Laws
of India. 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 the Secretarial Audit, we hereby report that in our
opinion, the Company has, during the audit period covering
the financial year ended 31st March 2024 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 2024 according to the
provisions of:
i.
The Companies Act, 2013 (the Act) and the Rules made
thereunder;
ii.
The Securities Contracts (Regulation) Act, 1956 (‘SCRA’)
and the Rules made thereunder;(Not applicable to the
company )
iii.
The Depositories Act, 1996 and the Regulations and Bye-
laws framed thereunder;
iv.
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)
v.
The following Regulations and Guidelines prescribed under
the Securities and Exchange Board of India Act, 1992
(‘SEBI Act’):-
a.
The Securities and Exchange Board of India
(Substantial Acquisition of Shares and Takeovers)
Regulations, 2011;(Not applicable to the company
as the company is an unlisted public company)
b.
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)
Annexure-A2
Secretarial Audit Report of BSES Rajdhani Power Limited for the financial year ended 31st March 2024
(Material Subsidiary of Reliance Infrastructure Limited)
Form No. MR-3
[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]
c.
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)
d.
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);
e.
The Securities and Exchange Board of India
(Issue and Listing of Non-Convertible Securities)
Regulations, 2021 (Not applicable to the company
as the company is an unlisted public company);
f.
The Securities and Exchange Board of India
(Registrars to an Issue and Share Transfer Agents)
Regulations, 1993 regarding the Companies Act and
dealing with client; (Not applicable to the company
as the company is an unlisted public company)
g.
The Securities and Exchange Board of India
(Delisting of Equity Shares) Regulations, 2021 (Not
applicable to the company as the company is an
unlisted public company); and
h.
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).
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);
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.
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)
The Electricity Act, 2003 and the rules thereunder.
b)
Delhi Electricity Regulatory Commission (Terms and
Conditions for Determination of Wheeling Tariff
and Retail Supply Tariff) Regulation, 2011
c)
Delhi Electricity Regulatory Commission (Supply Code
and Performance Standards) Regulations, 2017
d)
Delhi Electricity Regulatory Commission (Demand
Side Management) Regulations, 2014
e)
Delhi Electricity Regulatory Commission (Net
Metering for Renewable Energy) Regulations, 2014
Reliance Infrastructure Limited
22
We have checked and verified, on test check basis, the compliance
management system (software) “Legatrix” of the company to
obtain the reasonable assurance about the adequacy of systems
in place to ensure compliance of the abovesaid specific applicable
laws. We believe that the Audit evidence which we have
obtained is reasonable and appropriate to provide a basis for our
audit opinion. In our opinion and to the best of our information
and according to explanations given to us, we believe that the
compliance management system of the company is adequate to
ensure compliance of laws specifically applicable to the company.
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 either unanimously or 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
of the Board Meeting or committee(s) of the Board, has been
duly recorded.
We further report that based on the 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,
regulations, guidelines, etc.
We further report that during the above audit period, there has
been no instance of:-
I)
Public/Right/Preferential issue of shares/debentures/
sweat equity etc.
II)
Redemption/buy-back of securities.
III)
Major decisions taken by members in pursuance of the
Section 180 of the companies act, 2013.
IV)
Merger/amalgamation/reconstruction, etc.
V)
Foreign Technical Collaborations.
For Dhananjay Shukla & Associates
Company Secretaries
Sd/-
Dhananjay Shukla
Proprietor
FCS-5886, CP No. 8271
UDIN:F005886F000300171
Peer Review No.2057/2022
Date:3rd May 2024
Place: Gurugram
Directors’ Report
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.
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.
6.
The Secretarial Audit Report is neither an assurance as to
the future viability of the Company nor of the efficiency or
effectiveness with which the management has conducted
the affairs of the Company.
For Dhananjay Shukla & Associates
Company Secretaries
Sd/-
Dhananjay Shukla
Proprietor
FCS-5886, CP No. 8271
UDIN:F005886F000300171
Peer Review No.2057/2022
Date:3rd May 2024
Place: Gurugram
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
Reliance Infrastructure Limited
23
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, 2024 (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, 2024 according to the
provisions of:
i)
The Companies Act, 2013 (the “Act”) and the rules made
thereunder;
ii)
The Depositories Act, 1996 and the Regulations and
Bye-laws framed thereunder;
iii)
The Memorandum of Association and the Articles of
Association of the company
iv)
The Securities Contracts (Regulation) Act, 1956 and the
rules made thereunder; (Not applicable to the Company
during the Audit Period)
v)
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)
vi)
The Regulations and Guidelines prescribed under the
Securities and Exchange Board of India Act, 1992 (‘SEBI
Act’); (Not applicable to the Company during the Audit
Period as the Company is Unlisted Company)
vii)
OTHER LAWS SPECIFICALLY APPLICABLE TO THE
COMPANY AS IDENTIFIED BY THE MANAGEMENT
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.
The Electricity Act, 2003 & Rules made
thereunder;
2.
National Tariff Policy;
3.
Indian Electricity Grid Code (IEGC) Regulation;
4.
Direction issued by Delhi Electricity Regulatory
Commission;
5.
Direction issued by Central Electricity Regulatory
Commission;
6.
The Electricity Act, 2003 and The Central
Electricity Authority (Measures relating to Safety
and Electric Supply) Amendment Regulations;
7.
The Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013
& rules made there under;
8.
The Information Technology Act, 2000;
9.
Payment of Gratuity Act 1972 & Payment of
Gratuity (Delhi) Rules, 1973;
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;
18.
The Environment (Protection) Act, 1986 & The
e-waste (Management and Handling) Rules,
2016;
19.
The Environment (Protection) Act, 1986 and
Hazardous Wastes (Management, Handling)
Rules, 2016;
20.
The Indian Standard Code of Practice for Selection,
Installation and Maintenance of Portable First Aid
Fire Extinguishers.
21.
The Employees’ Compensation Act 1923 & The
Workman’s Compensation rules, 1924.
22.
The Rights of Persons with Disabilities Act, 2016
& 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).
(ii)
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)]
Annexure-A3
Secretarial Audit Report of BSES Yamuna Power Limited for the financial year ended March 31, 2024
(Material Subsidiary of Reliance Infrastructure Limited)
Form No. MR-3
[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]
Directors’ Report
Reliance Infrastructure Limited
24
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.
2.
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.
3.
All decisions at Board Meetings are generally carried out
unanimously and recorded in the minutes of the Board
Meetings. Further as informed, dissent given by any
director in respect of resolutions passed in the Board
Meetings, wherever applicable were duly recorded in the
minutes of the Board Meetings.
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.
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: F005480F000305263
Date: 03.05.2024
Place: New Delhi
Directors’ 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.
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.
6.
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.
7.
As per the information provided by the Company, there are certain disputes cases filed by or against the Company, which are
currently lying pending with the various Courts. However, as informed, these cases have no major impact on the Company.
For DMK Associates
Company Secretaries
Monika Kohli
FCS, I.P., LL.B, B.Com (H)
Partner
CP No. 4936
FCS No. 5480
Date: 03.05.2024
Peer Review No. 779/2020
Place: New Delhi
UDIN: F005480F000305263
Reliance Infrastructure Limited
25
Annexure-B
Disclosure under Section 134(3) (m) of the Companies Act, 2013, read with Rule 8 of the Companies (Accounts) Rules, 2014
A.
Conservation of Energy
(i)
The steps taken or impact on conservation of energy
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.
(ii)
The steps taken by the Company for utilizing alternate
sources of energy
(iii)
The capital investment on energy conservation
equipment’s
B.
Technology Absorption, Adoption and Innovation
(i)
The efforts made towards technology absorption
The Company uses latest technology and equipments in
its business. Further the Company is not engaged in any
manufacturing activity.
(ii)
The benefits derived like product improvement,
cost reduction, product development or import
substitution
(iii)
In case of imported technology (imported during the
last three years reckoned from the beginning of the
Financial Year)
a.
The details of technology imported
b.
The year of import
c.
Whether technology has been fully absorbed
d.
If not fully absorbed, areas where absorption
has not taken place and the reasons thereof
(iv)
The
expenditure
incurred
on
Research
and
Development
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.
Total Foreign Exchange Earnings
` 96.48 Crore
b.
Total Foreign Exchange Outgo
` 57.85 Crore
Directors’ Report
Reliance Infrastructure Limited
26
Annexure –C
Annual Report on Corporate Social Responsibilities (CSR) Activities
1.
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.
2.
Composition of the CSR and Sustainability Committee:
Sr
No.
Name of Director
Designation
/ Nature of
Directorship
No. of meetings of CSR and
Sustainability Committee
held during the year
No. of meetings of CSR and
Sustainability Committee
attended during the year
1.
Shri S. S. Kohli (Chairman)
Independent Director
1
1
2.
Shri K Ravikumar
Independent Director
1
1
3.
Ms. Manjari Kacker
Independent Director
1
1
4.
Ms. Chhaya Virani
Independent Director
1
1
5.
Shri Punit Garg
Executive Director
1
1
3.
Provide the web-link where Composition of CSR and Sustainability 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.
4.
Provide the details of Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the
Companies (Corporate Social responsibility Policy) Rules, 2014, if applicable (attach the report).
Not Applicable.
5.
Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social
responsibility Policy) Rules, 2014 and amount required for set off for the Financial Year, if any:
Sr
No.
Financial Year
Amount available for set-off from
preceding Financial Years (in `)
Amount required to be set-off for the
Financial Year, if any (in `)
Nil
6.
Average net profit of the Company as per section 135(5) Nil (Loss of ` 893.61crore)
7.
(a)
Two percent of average net profit of the Company as per section 135(5) : Not applicable in view of the losses
(Loss of ` 17.87 crore)
(b)
Surplus arising out of the CSR projects or programmes or activities of the previous Financial Years: Nil
(c)
Amount required to be set off for the Financial Year, if any: Nil
(d)
Total CSR obligation for the Financial Year (7a+7b-7c): Nil
8.
(a)
CSR amount spent or unspent for the Financial Year:
Total Amount Spent
for the Financial
Year
(in `)
Amount Unspent (in `)
Total Amount transferred to Unspent
CSR Account as per Section 135(6)
Amount transferred to any fund specified under Schedule
VII as per second proviso to Section 135(5)
Amount
Date of transfer
Name of the fund
Amount
Date of transfer
Nil
(b)
Details of CSR amount spent against ongoing projects for the Financial Year:
(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
(10)
(11)
Sl.
No.
Name
of the
Project
Item
from the
list of
activities
in
Schedule
VII to
the Act
Local
area
(Yes/
No)
Location of the
project
Project
Duration
Amount
allocated
for the
project
(in `)
Amount
spent
in the
current
Financial
Year
(in `)
Amount
transferred to
Unspent CSR
Account for
the project as
per Section
135(6)
(in `)
Mode of
Implementation
– Direct
(Yes/No)
Mode of
Implementation –
Through Implementing
Agency
State
District
Name
CSR
Registration
number
Nil
Directors’ Report
Reliance Infrastructure Limited
27
(c)
Details of CSR amount spent against other than ongoing projects for the Financial Year:
(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
Sr.
No.
Name of
the Project
Item from the
list of activities
in Schedule VII
to the Act
Local area
(Yes/No)
Location of the
project
Amount spent
in the current
Financial Year
(in `)
Mode of
Implementation –
Direct (Yes/No)
Mode of Implementation –
Through Implementing Agency
State
District
Name
CSR Registration
number
Nil
(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.
Particulars
Amount (in `)
(i)
Two percent of average net profit of the Company as per section 135(5)
(ii)
Total amount spent for the Financial year
(iii)
Excess amount spent for the Financial Year [(ii)-(i)]
(iv)
Surplus arising out of the CSR projects or programmes or activities of the previous Financial
Years, if any
(v)
Amount available for set off in succeeding Financial Years [(iii)-(iv)]
9.
(a)
Details of Unspent CSR amount for the 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)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Sr.
No.
Project
ID
Name
of the
Project
Financial Year
in which the
project was
commenced
Project
duration
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): Not Applicable
(b)
Amount of CSR spent for creation or acquisition of capital asset: Not Applicable
(c)
Details of the entity or public authority or beneficiary under whose name such capital asset is registered, their address
etc.: Not Applicable
(d)
Provide details of the capital asset(s) created or acquired (including complete address and location of the capital asset):
Not Applicable
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, 2024
Punit Garg
Executive Director and Chief Executive Officer
S S Kohli
Chairman CSR and Sustainability
Committee
Directors’ Report
Reliance Infrastructure Limited
28
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 o n 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 engaged in the business of
providing Engineering and Construction 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
like Metro, Toll Roads and Airports 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.
Fiscal Review
The Company’s total consolidated income including regulatory
income, for the financial year ended March 31, 2024 was
` 23,234 crore (USD 2.79 billion) as compared to ` 23,196
crore (USD 2.82 billion) in the previous Financial Year.
The total income includes earnings from sale of electrical energy
of ` 20,660 crore (USD 2.48 billion) as compared to ` 20,316
crore (USD 2.47 billion) in the previous Financial Year.
During the year, interest expenditure descreased to ` 2,310 crore
(USD 277 million) as compared to ` 2,393 crore (USD 291
million) in the previous year.
The capital expenditure during the year was ` 1,095 crore
(USD 131 million), incurred primarily on modernizing and
strengthening of the transmission and distribution network as
also on road projects.
The total Plant Property and Equipment as at March 31, 2024
stood at ` 8,922 crore (USD 1.07 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 Engineering
and Construction (E&C) and Contracts Division (the E&C
Division). The E&C Division has a total order book position of
` 1,974.64 crore (USD 237 million).
The Company's consolidated net worth was ` 8,428 crore (USD
1.01 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 thereof are given in Note No. 49 to the
standalone financial statement.
Update on various liquidity events and major arbitration
awards
1.
Delhi Airport Metro Express Private Limited (DAMEPL)
vs Delhi Metro Rail Corporation (DMRC) – Curative
application filed by DMRC allowed by Hon’ble Supreme
Court of India
Post the Hon’ble Supreme Court’s judgment dated
September 9, 2021 upholding the Award received by
DAMEPL in May 2017 in arbitration dispute with DMRC,
DMRC had filed a Review Petition on October 07, 2021,
which was dismissed by the Hon’ble Supreme Court in
November 2021. Thereafter, DMRC filed a Curative
Petition in August 2022 which was heard and disposed of
in favour of DMRC on April 10, 2024.
In the said judgement, the Hon’ble Supreme Court
directed that the amount deposited by DMRC pursuant
to the orders of Delhi High Court be returned and DMRC
and DAMEPL’s position is restored to what it was at the
time of passing of the judgment by the Division Bench of
Hon’ble Delhi High Court in January 2019 in the Section
37 Appeal filed by DMRC under the Arbitration and
Conciliation Act, 1996.
` 2,599.17 crore has been paid by DMRC, pursuant to
7 orders of Hon’ble Delhi High Court, in the designated
project escrow account in terms of the Escrow Agreement
dated April 30, 2009 between DMRC, lenders and
DAMEPL and the same have been appropriated by
DAMEPL’s Lenders, in accordance with the waterfall
mechanism of the Escrow Agreement.
DMRC has written to DAMEPL requesting it to ensure that
the aforesaid amount lying with the Banks, are refunded
Reliance Infrastructure Limited
29
Management Discussion and Analysis
/ restored to DMRC with interest. DMRC has also sent
reminders to the Escrow Agent of Lenders and DAMEPL,
to comply with the aforesaid judgement of the Hon’ble
Supreme Court and refund the aforesaid amount with
interest.
2.
Reliance Infrastructure Limited vs Damodar Valley
Corporation (DVC) – update on the arbitration award
In December 2019, the Company succeeded in arbitration
it initiated against DVC. A unanimous award directed DVC
to pay the Company ` 898 crore along with interest and to
release six Bank Guarantees of the Company aggregating
to `354 crore. DVC subsequently challenged the award
before the Hon’ble Calcutta High Court. The Company
successfully obtained directions upon DVC to deposit
`595 crore in cash and `303 crore in Bank Guarantees
with the Hon’ble Calcutta High Court. The Company
withdrew the cash amount deposited by furnishing Bank
Guarantee, which was appropriated by its lenders in lieu
of providing such Bank Guarantees. In September 2023,
the High Court upheld the award in favor of the Company,
except on four issues. The matter is currently pending
before the Division Bench of the Hon'ble Calcutta High
Court for final hearing of the appeals filed by both – the
Company and DVC.
3.
Reliance Infrastructure Limited vs National Highway
Authorities of India (NHAI)- Award in favour of the
Company
Disputes arose between the Company and NHAI regarding
the EPC work awarded to the Company for the six-laning
of a road from Aurangabad to Chordaha Section of National
Highway-2 in Bihar, which was wrongfully terminated by
NHAI. NHAI also sought to encash the performance bank
guarantee issued by the Company. In arbitration invoked
by the Company, in terms of an award pronounced in
August 2022, NHAI was directed to pay a sum of `1109
crore to the Company. In further proceedings from the
Award, the Hon’ble Delhi High Court passed an order in
February 2023, requiring NHAI to deposit `86.75 crore
in April 2023 as a condition for stay of the award. The
Company is in the process of furnishing a Bank Guarantee
to withdraw the amount deposited by NHAI.
Meanwhile, the Company has also filed an application on
December 20, 2023 for settlement of the dispute under
Vivad-se-Vishwas (“V-s-V”) scheme of the Govt. of India.
The settlement amount including interest till May 31,
2024 under the Scheme is ` 80.79 crore.
4.
TK Toll Road Private Limited (TKTR) vs NHAI- Award in
favour of TKTR
TKTR, a wholly owned subsidiary of the Company,
initiated arbitration against NHAI on account of claims for
prolongation and damages for delay. In October 2022,
the award was pronounced in favour of TKTR, directing
NHAI to pay `1,034 crore plus post-award interest from
the date of the award.
In further proceedings from the Award, and pursuant
to the order passed by the Hon’ble Delhi High Court
and subsequently modified by the Hon’ble Supreme
Court, NHAI deposited `282.24 crore and furnished a
Bank Guarantee for the remaining ` 848 crore. TKTR
has withdrawn the deposited amounts by furnishing a
Bank Guarantee, and the amounts received have been
appropriated by the lenders of TKTR in lieu of providing
such Bank Guarantees.
5.
JR Toll Road Private Limited (JRTR) vs NHAI- Award in
favour of JRTR
JRTR, a wholly owned subsidiary of the Company,
initiated arbitration against NHAI on account of claims for
prolongation and delay damages. In January 2023, the
award was pronounced in favor of JRTR, directing NHAI
to pay `33.78 crore as on the date of the award, plus
post-award interest. In further proceedings before the
Hon’ble Delhi High Court, NHAI has filed an application
for setting aside the award. JRTR has also challenged the
award, seeking to set aside the Arbitral Tribunal’s findings
on the aspect of compensation awarded in favour of JRTR
in respect of certain claims. The Hon’ble Delhi High Court
disposed of NHAI’s stay application and directed NHAI
to deposit the award amount with interest before the
Registrar General of the High Court. The hearing of the
matter is pending.
6.
GF Toll Road Private Limited (GFTR) vs Haryana Public
Works Department, Government of Haryana (HPWD)-
Award in favour of GFTR
GFTR, a wholly owned subsidiary of the Company,
initiated arbitration against HPWD for claims related to
prolongation, delay damages and other issues. In October
2022, an award was passed in favor of GFTR directing
HPWD to pay a sum of `149.45 crore as on the date
of award, along with post-award interest. In further
proceedings from the Award, HPWD filed an application
to set aside the award, while GFTR has petitioned for
the execution of the award. These matters are currently
pending before the District and Sessions Court in
Chandigarh.
7.
Arbitration between Shanghai Electric Company (SEC)
and Reliance Infrastructure
Shanghai Electric Company (SEC), a Chinese electrical
equipment
manufacturer,
initiated
arbitration
on
December 13, 2019, before the Singapore International
Arbitration Centre against the Company concerning a
purported Guarantee Letter dated June 26, 2008. This
letter allegedly guaranteed the obligations of Reliance
Infra Projects UK Ltd. to make payments to SEC under
the Boiler Turbine and Generator (BTG) Agreement for the
Sasan Ultra Mega Power Projects (UMPP).
The Company contested the validity of the Guarantee
Letter and the applicability of English Law. In December
2022, the Arbitral Tribunal awarded in favour of SEC a
sum of USD 146 million.
Aggrieved by the award, the Company filed an appeal to
set it aside before the Singapore International Commercial
Court. The appeal was heard and dismissed in January
2024. Subsequently, the Company filed an appeal before
the Court of Appeal of in Singapore, which is pending
hearing.
Reliance Infrastructure Limited
30
Management Discussion and Analysis
SEC has also filed an enforcement application before the
Hon’ble Delhi High Court and the Company has filed an
objection for refusing enforcement of the Award.
Separately, during the pendency of the arbitration
proceedings, SEC had filed an application under Section
9 of the Arbitration Act before the Hon’ble Delhi High
Court seeking interim measures to secure SEC’s Claim
amount of USD 135 millions (approx. ` 995 Crore) in the
arbitral proceedings. Such application was dismissed. SEC
further assailed the judgment before the Hon’ble Division
Bench, Delhi High Court. The Company had also filed a
cross appeal on the issue of maintainability. The Hon’ble
Division Bench, Delhi High Court vide its judgment passed
in March 2024 restrained the Company from selling,
alienating, transferring or encumbering its assets to the
extent ~USD 135 Million. The Hon’ble Court clarified
that the restraint would be subject to any charge on the
assets already created in favour of a Bank or a Financial
Institution. In the event of sale of any encumbered assets
by a Bank or Financial Institution, the balance, if any left,
after satisfaction of the charge is directed to be kept in
a designated account and shall not be utilized by the
Company for any purpose and shall be subject to the
outcome of the Enforcement Petition filed by SEC.
The Company filed an SLP before the Hon’ble Supreme
Court against the order of the Division Bench, which is
pending.
8.
Settlement Agreement with J C Flowers Asset
Reconstruction Private Limited (JCF ARC)
As of December 29, 2023, the Company entered
into a Settlement Agreement with J.C. Flowers Asset
Reconstruction Private Limited (JCF ARC) to resolve all
obligations related to its borrowings and accrued interest.
The closure date for the settlement under this agreement
has been periodically extended.
Pursuant to Settlement Agreement, the Company has
paid ` 1,345 crore (` 815 crore paid till March 31, 2024
and balance of ` 530 crore in the month of April 2024)
as part payment towards the settlement of its outstanding
dues to JCF ARC.
9.
HK Toll Road Private Limited (HKTR)– Termination
HKTR, a wholly owned subsidiary of the Company, invoked
arbitration in January 2024 against NHAI. Tribunal was
constituted on January 29, 2024. In the meanwhile, NHAI
issued a termination notice on January 22, 2024 to HKTR
thereby terminating HKTR’s rights as a Concessionaire
with immediate effect and taking over the toll collection.
Aggrieved, HKTR filed a Petition u/s 9 of Arbitration Act
before the Hon’ble Delhi High Court. On January 25,
2024, the Hon’ble Delhi High Court, after being apprised
with the fact that Tribunal was constituted, passed an
order disposing of the Section 9 Petition and directed –
(a) the Section 9 Petition to be treated as an application
under Section 17 of the Arbitration Act; (b) permitted
HKTR to use the amount lying in the escrow account for
servicing interest and payment of salaries in line with the
Waterfall Mechanism as per Concession Agreement. The
Arbitral Tribunal is hearing the Section 17 Application.
Operational and Financial Performance of Businesses
We present hereunder detailed report of various business
divisions during 2023-24:
A.
The E&C Business
The Company’s E&C Division is engaged in providing 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 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.
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)
wherein the Project activities are at an advanced
stage and financial progress of more than 62.5%
has been achieved as on March 31, 2024.
b.
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 is being carried out as a joint venture
with WeBuildSpA.
c.
The Company has been awarded a project by NHAI
involving 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 and connecting Chennai
and Tanjavur.
d.
The Company 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 70% progress till date.
e.
The Company, in a joint venture with CAI-Ukraine,
is executing an E&C order from the Ministry of
Road Transport and Highways for Rehabilitation
and Upgradation of KashediGhat 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. This
section creates an accident free and safe flow of
traffic on that highway. Overall 90% of progress
has been achieved.
Reliance Infrastructure Limited
31
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 the
NCT of Delhi in their respective areas of supply. BRPL
caters to around 30.8 lakh subscribers in South and West
Delhi, while BYPL caters to 19.71 lakh subscribers in East
and Central Delhi.
During the FY 23-24, Delhi Discoms registered an
aggregate income of ` 20,127.57 Crore against aggregate
of ` 18,398.9 Crore in the previous year, excluding
exceptional items which increased by 9.39% 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 ` 855.22 Crore for up-
gradation, strengthening and modernization of the
distribution network. The aggregate net block including
Capital Work in Progress stood at ` 8,001.99 Crore.
Both the Delhi Discoms registered over 3.2% growth in
the total customer base in comparison with the previous
year while maintaining the system reliability of over
99.9%. The Transmission and Distribution (T&D) loss
levels at the Delhi Discoms remained comparable to
international benchmarks with BRPL achieving 6.87% and
BYPL achieving 7.04% in FY 2023-24. During the year,
BRPL and BYPL successfully met the peak demand of
3250 MW and 1670 MW respectively..
Key Regulatory updates
Some of the key regulatory highlights of financial year
2023-24 are as below:
•
The Delhi Electricity Regulatory Commission (DERC) has
not issued the Tariff Order for the financial year 2023-
24. The tariff approved for FY 2021-22 in Order dated
September 30, 2021, which also included True-up upto
FY 2019-20, continued during FY 2023-24. True-up
Orders for FY 2020-21, FY 2021-22 and FY 2022-
23 are pending before DERC in Petitions filed by Delhi
Discoms.
•
DERC in its submissions dated April 22, 2024, before
Hon’ble Supreme Court (SC) has submitted that the True-
up Orders for FY 2020-21 and FY 2021-22 are under
finalization wherein the latest figure of Regulatory Asset
of Delhi Discoms will be available. The True-up Orders are
awaited.
•
Hon’ble SC vide its order dated December 01, 2021 read
with Order dated December 15, 2022, has settled the long
pending matters and directed DERC for implementation of
Appellate Tribunal for Electricity (APTEL) Orders upheld
by the Hon’ble SC. During the FY 2023-24, DERC
passed Compliance Orders but has not implemented
the directions of the Hon’ble SC in letter and spirit. The
Company has filed Contempt Petitions and Miscellaneous
Applications against DERC Compliance Orders before the
Hon’ble SC. On April 05, 2024, DERC filed its reply in the
said Contempt Petitions inter-alia stating that the impact
of the Hon’ble SC Order would be worked out in the up-
coming True-Up Order which is in process and is likely to
be completed shortly.
•
Hon’ble SC vide its order dated October 18, 2022 has
allowed Appeals of Delhi Discoms against APTEL Order
dated November 28, 2014 and held that DERC cannot
re-open Tariff Orders during true up exercise and
change the methodology / principles of original tariff
determination. During the FY 2023-24, DERC passed
Compliance Orders but has not implemented the Hon’ble
SC directions. The Company has filed Contempt Petitions
against DERC Orders before the Hon’ble SC. On April 10,
2024, DERC filed its reply in the said Contempt Petitions
inter-alia stating that the impact of the Hon’ble SC Order
would be worked out in the up-coming True-Up Order
which is in process and is likely to be completed shortly.
•
DERC by Orders dated May 03, 2024 has settled the long
pending issue of review of Capital Expenditure incurred
and Capitalization and Physical Verification of assets of
Delhi Discoms for the period FY 2004-05 to FY 2015-
16. DERC has finally approved the Gross Fixed Assets
for the period FY 04-05 to 2015-16 and held that the
impact of differential amount considered for additional
capitalization will be provided in the up-coming True-up
Order.
•
Tariff Appeals filed by Delhi Discoms against their
respective Tariff Orders dated July 31, 2013, were pending
before APTEL since 2013. These Appeals were heard
during the Financial Year 2023-24 and after completion
of arguments the matter is reserved for judgment on May
03, 2024.
•
By its order dated February 8, 2022, APTEL upheld
the appeals filed by the Discoms and allowed them to
exit the power purchase agreement (PPA) with NTPC’s
Dadri-I Plant and directed NTPC not to raise any invoices
w.e.f. December 1, 2020 and to immediately refund the
payment made by the Delhi Discoms under protest along
with interest as specified in PPA. NTPC has since refunded
the amounts. NTPC has filed appeal in Hon’ble SC against
the APTEL judgment and has also challenged Regulation
17 of CERC Tariff Regulations, 2019 before Delhi High
Court, which permitted Delhi Discoms to exit the PPA
with NTPC. Both the matters are sub-judice.
•
DERC on March 29, 2023 has issued the Business Plan
Regulations, 2023 (BPR, 2023) to be applicable for
the Control Period from FY 2023-24 to FY 2025-26.
Delhi Discoms have challenged certain provisions of these
Regulations before Delhi High Court. The matter is sub-
judice.
•
Delhi Power Utilities (IPGCL, PPCL and DTL) have filed
Petitions before DERC inter-alia seeking adjudication of
disputes with Delhi Discoms with respect to accounting
of Late Payment Surcharge (LPSC) and re-casting of
their books of accounts by recognizing LPSC as per Delhi
Utilities in terms of the applicable DERC Tariff Regulations.
The matter is sub-judice.
Management Discussion and Analysis
Reliance Infrastructure Limited
32
•
Considering the rise in Power Purchase costs due to factors
such as the impact of blended imported coal, increased
domestic coal prices, and higher gas prices, Delhi Discoms
by their Petitions requested DERC for an appropriate
Power Purchase Adjustment Cost (PPAC). DERC vide its
Order dated June 22, 2023 directed to levy PPAC of
27.08% and 31.60% for BRPL and BYPL respectively.
Consumer Services Digitization and Automation
The Delhi 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 Connection Process – Online New Connection
application facility is in place which enabled reduction
in timelines for release of new connections. Further,
initiatives like AI/ML based Consumer Feasibility check,
OCR based Document Verification process and Automation
of Technical Feasibility process are being taken to further
reduce the timelines for release of new connections
•
Capturing consumer feedback: New connection, meter
removal services and customer help desk services
feedback captured through SMS or WhatsApp, whereas
feedback regarding power restoration after “no current”
complaint registration is captured through IVRS Call. The
consumer can also provide feedback through website
www.bsesdelhi.com.
•
Bill View, Download and Payment option on a single
webpage: A link is provided to the consumers to view,
download, and pay the bill on the same web page along
with a bill generation SMS. This facility is included in
WhatsApp as well.
•
“Take Appointment”, “Get a Call Back” & “Connect
virtually” service by Discoms to address user query /
concern related to Billing, Meter, Disconnection, Security
Deposit Refund & Other issues.
•
Chatbot services in Hindi Language: Consumers can file
their grievances or connect for any assistance in Hindi
Language.
•
Notifications on Mobile App: “Bill generation” and
“Payment reminder” notifications through mobile app
sent to enhance customer engagement and ensure timely
payment of electricity bills.
•
Voice BOT: To improve customer experience the company
offers AI/ML enabled virtual assistant solution that
integrates contextual voice assistance with its interactive
voice response (IVR) system, streamlining incoming
customer service calls. This solution supports a wide range
of options and helps in dealing with individual complaints
such as outages, fluctuations and phase problems, dealing
with emergencies such as meter sparking/fire, and
efficiently handling of repeat calls as regards wider local
issues related to network and scheduled maintenance.
•
Customer History Data will be shown on Mobile App.
Customer’s payment history data, billing data, load
data etc is available on “My account” section in BSES
mobile app.
•
Amazon Alexa Skill- Users can avail host of services like
latest bill amount, last 5 bills, register for e-bill, nearest
customer care centers and much more through Alexa on
Amazon.
•
Payment Convenience: The Company is providing
various facilities to consumers such as instant payment
acknowledgement through third party payments like
wallets, dynamic “pay now” option in the e-bill, bill
payment without bill, SMS link-based bill download &
payment facility and recharge of smart pre-paid meters
through BSES website and mobile wallets.
To summarize, the Delhi Discoms accomplished the following
highlights in relation to customer service:
i.
daily transactions over WhatsApp crossed 8,500 and
monthly transactions surpassed ~2.50 lakhs with no
supply complaint & latest bill being the most availed
service;
ii.
over 18.50 lakh registrations on their website for online
service;
iii.
BSES app surpassed 22.30 lakh downloads, offering
instant payments and complaint registration;
iv.
active engagement on social media, handling over 100
daily queries and boasting large followings on Facebook, X
and Youtube;
v.
initiatives like Nukkad Nataks educated communities on
safety and digital services and
vi.
regular RWA meetings fostered collaboration on issues
like loss reduction and promoted awareness on topics like
electric vehicles, net metering and electrical safety.
These efforts highlight Delhi Discom’s commitment to
enhancing service accessibility, safety awareness, and
customer satisfaction in their respective areas of supply in
Delhi.
C.
Roads Projects
Our Roads Business portfolio comprises of 8 operational
BOT (Built, Operate and Transfer) Toll Road projects
with a total stretch of 644.26 kilometers (Km). All road
projects are revenue operational, and 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 operational
toll roads with an average daily traffic of 3.09 lakh vehicles
and an average toll collection of ` 3.15 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 41.4 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 and is currently debt free.
b.
DS Toll Road Limited
The project stretch of 53 Km long 4-lane dual
carriageway of 15 stretches on BOT and annuity
Management Discussion and Analysis
Reliance Infrastructure Limited
33
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
This Project envisaged for strengthening and
maintenance of the existing carriageway on the
Trichy - Karur section of the NH67 covering 64
Km in Tamil Nadu, on a BOT basis. The project
commenced commercial operations in February
2014.
e.
SU Toll Road Private Limited
This project was envisaged to strengthen and
maintain the existing 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
The 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
The 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
commenced operations in June 2011, however, has
been terminated by NHAI in January 22, 2024.
Arbitration proceedings are underway to restore
operations.
h.
PS Toll Road Private Limited
This 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 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 and started its operations on 8th June 2014.
Mumbai Metro One Private Limited (MMOPL) completed
a decade of transforming Mumbai's public transport
landscape through Mumbai Metro Line-1 in June 2024.
Operational Excellence:
y
Unmatched Reliability: MMOPL sets the bar high
with a remarkable 100% train availability and over
99% on-time performance. This translates to a
smooth and dependable commute for millions of
Mumbaikars, significantly reducing travel time and
congestion on Mumbai's roads.
y
High
Ridership
and
Seamless
Integration:
MMOPL has served a staggering 978 million
passengers, solidifying its position as the busiest
metro line in India pre-pandemic. Ridership has
not only recovered but surpassed pre-covid levels,
further fueled by the integration of new metro lines
like Line 2A and 7. Line-1 is also connected with
Ghatkopar and Andheri stations of suburban railway
network and is able to cut travel time drastically.
This seamless network expansion creates a more
connected and efficient public transport system for
the city.
y
Customer-Centric Approach: Committed to a
passenger-centric
experience,
MMOPL
offers
innovative solutions like the National Common
Mobility Card (NCMC) apart from Whatsapp
enabled E-tickets. NCMC allows for a convenient,
all-in-one travel experience, encompassing fare
payments, retail purchases, and more.
Financial Sustainability and Growth:
y
Cost Optimization: MMOPL fosters a culture of
in-house expertise, developing a team of domain
experts who handle maintenance activities. This
reduces reliance on external service providers,
leading
to
optimized
O&M
(Operation
&
Maintenance) costs.
y
Unlocking
Non-Fare
Revenue
Potential:
Recognizing
the
potential
beyond
ticketing,
MMOPL has transformed stations into vibrant
destinations. Strategic partnerships with major
brands like McDonalds, KFC, and Starbucks create
a more pleasant and convenient travel experience
for commuters. Additionally, initiatives like station
branding rights and advertising partnerships generate
significant non-fare revenue streams, contributing
to the project's overall financial health.
Innovation and Social Responsibility:
y
Technological Advancement: MMOPL actively
participates in the National Common Mobility Card
program, promoting a unified and interoperable
payment system across various modes of public
transport. This not only simplifies travel for
commuters but also streamlines data collection and
analysis for better service planning.
Management Discussion and Analysis
Reliance Infrastructure Limited
34
Management Discussion and Analysis
•
Community Connect and Social Engagement:
MMOPL goes beyond just providing transport
by actively engaging with the public through
social media platforms. Celebrating local heroes
and fostering a sense of community ownership
strengthens the bond between Mumbaikars and
Mumbai Metro Line-1.
y
Green Initiatives and Sustainability: MMOPL
prioritizes environmental responsibility through
eco-friendly practices like rooftop solar power
generation, rainwater harvesting, and recycled
water usage for train cleaning. These initiatives not
only reduce the project's carbon footprint but also
contribute to a more sustainable Mumbai.
Looking Ahead:
MMOPL remains dedicated to exceeding expectations and
further enhancing Mumbai's public transport infrastructure.
By continually innovating, optimizing operations, and
prioritizing customer experience, MMOPL aims to solidify
Line-1 as a vital artery for Mumbai's growth and a model
for successful public-private partnerships in India. The
company is well-positioned to play a key role in shaping
Mumbai's future as a sustainable and well-connected
megacity.
E.
Defence Business
Aligning
with
the
government
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 Special Purpose
Vehicles (SPVs) that together hold 14 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 markets.
RDL 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 six years now, has strength of more than
200 people and has successfully delivered large number
of aero structures of Falcon-2000 business jets and sub-
assemblies 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 2026.
Thales Reliance Defence Systems Limited (TRDS) is the
second JV Company of RDL 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 has also started production of Navigational Aids
used for commercial and defence applications. TRDS is
producing Differential VHF Omni Directional Receivers
(DVOR) Systems, Instrument Landing System (ILS)and
Distance Measuring Equipment (DME). As part of its CSR
initiative, TRDS continues to contribute towards the Prime
Minister’s Relief Fund for the third 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. All these five airports are operational, with
Nanded Airport attracting most of the Aircraft movements
and passenger footfall. Nanded Airport handles scheduled
& non-scheduled flights whereas rest of 4 airports, handle
non-scheduled flights.
Ministry of Civil Aviation, through its Nodal Agency
Regional Connectivity Scheme-Cell of Airports Authority
of India has awarded 9 Destinations with 67 Flights in a
week (134 aircraft movements in a week) to 3 airlines
(Star Air, Fly91 and SpiceJet) in RCS Round-5 UDAN
Scheme to Nanded Airport. Star Air has started its schedule
flights from Nanded Airport connecting 4 Destinations
w.e.f. March 31, 2024.
Furthermore, Baramati Airport has two Flight Training
Organizations (FTOs) operating at its premises. Whereas,
resurfacing of runway, taxiway and apron was carried and
completed in first week of March 2024 at Osmanabad
Airport. NSOPs and Cross-Country Training Flights have
commenced operations at Osmanabad Airport.
Maharashtra Industrial Development Corporation (MIDC),
Government of Maharashtra (GoM) had issued letters
dated August 28, 2023 to all 5 airport companies
regarding breach of terms and had given 120 days time
Reliance Infrastructure Limited
35
Management Discussion and Analysis
to attend to all the points mentioned in their respective
letters. Subsequently, necessary actions were taken to
comply with most of the points mentioned in MIDC’s
letters. Compliance/Progress Reports of 5 airports were
submitted to MIDC.
G.
Reliance Power Limited
The Company is a promoter of Reliance Power Limited
(RPower), an associate of the Company. RPower has
one of the largest portfolio of private power generation
and resources under development in India. Its portfolio
comprises of multiple sources of power generation - coal,
gas, hydro, wind and solar energy.
During the year 2023-24, the operating plants of the
Company, set up through its subsidiary companies,
performed exceedingly well on efficiency parameters.
Rpower’s Sasan Ultra Mega Power Plant (UMPP) (Capacity
3,960 MW) continued its impressive performance with
generation of 32,530 Million Units (MUs) with Plant Load
Factor (PLF) of 93.5% which demonstrates its efficiency
and reliability. Compared to the all India average PLF
of approximately 69%, Sasan UMPP is operating at an
exceptional level.
The Sasan UMPP stands as one of the largest integrated
coal-based power plants globally. It is complemented
by the Moher and Moher Amlohri Extension captive coal
mines, which fulfill the plant’s fuel requirements. In the
past year, the Sasan Coal Mine efficiently managed a
total volume of 77.8 million Bank Cubic Meters (BCM),
including an overburden of 65.6 million BCM, making it
one of the biggest mine in the country in terms of the
overall volume handled.
The Rosa Thermal Power Plant, with a capacity of 1,200
MW, achieved a total generation of 7,610 MUs during
the current fiscal year, demonstrating consistent year-on-
year performance.
The Solar Photovoltaic (PV) plant, with a capacity of
40 MW, utilizing photovoltaic panels to directly convert
sunlight into electricity, generated 59.4 MUs during the
year. Further, the 100 MW Concentrated Solar Power
(CSP) plant, concentrating solar energy using mirrors to
heat water to generate steam to drive turbines, produced
35.56 MUs during the year and contributed to cleaner
and greener energy production.
RPower’s 45 MW wind power generation project in
Vashpet, Sangli District, Maharashtra, achieved an annual
generation of 50.96 MUs during the year.
The Butibori Power Project, a coal-based thermal plant
with a capacity of 600 MW, was not in operation
throughout the year. The company is actively working on
a resolution plan to address this situation.
Reliance Bangladesh LNG and Power Limited (RBLPL)
is currently establishing a 718 MW (net) power plant
at Meghnaghat, near Dhaka in Bangladesh. This project
is being executed together with strategic partner JERA
Power International (Netherlands), a subsidiary of JERA
Co. Inc. Japan. The temporary gas pipeline connection was
completed in February 2024, and the project is anticipated
to commence commercial operations by December 2024.
Key Awards and Achievements
Reliance Infra group’s performance has been recognized
and appreciated through various awards received by its
businesses.
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.
BRPL was honored with the following awards
y
Golden Peacock National Quality Award for the
adoption of quality framework and continuous
process improvement [Institute of Directors (IOD)];
y
Best Power Distribution Company [Independent
Power Producer Association of India (IPPAI)];
y
Best Techno Commercial Engineering Innovation
(IPPAI);
y
‘GOLD’ category award in Inter-Industry ‘Supervisory
Skill Competition’ Award (CII);
y
Leading HR Practices - Diversity & Inclusion Award
(Transformance Forums of HR);
y
National Award- Excellence in Cost Management
(ICAI);
y
Recognition- Energy Sector Award (IEEMA);
y
Prithvi Award ESC Research Foundation (ERF)
y
CCQC Award- Quality Concepts at State Level
[Quality Circle Forum of India (QCFI)];
y
Innovation with Impact Awards-Quality of Service
and Customer Empowerment Award (ICC);
y
Innovation with Impact Awards at State Level (ICC);
y
Innovation with Impact Awards- Efficient Operations
(ICC);
y
RE+ Storage Excellence Awards (Solar Quarter)
y
Best Training Practices Award- Security Domain
[International Institute of Security and Safety
Management (IISSM)];
y
ISGF Innovation Awards [India Smart Grid Forum
(ISGF)];
y
NCQC Award- Quality Concepts at National Level
[Quality Circle Forum of India (QCFI)];
y
World Happiness Congress & Awards- Happy
Companies to Work For (World HRD Congress);
y
Gold award in GEEF Global Safety Award (Global
Energy and Environment Foundation) and
y
The National Ability Award on Sustainability (NAB)
(National Ability Award).
BYPL has been endowed with the following awards
y
‘DIAMOND’ award under the category “Smart
Reliance Infrastructure Limited
36
Management Discussion and Analysis
Technology- Distribution" at the 8th ISGF Innovation
Award 2024 [India Smart Grid Forum (ISGF)];
y
NCQC 2023 (National Convention on Quality
Concepts) [Quality Circle Forum of India (QCFI)];
y
CCQC (Delhi Chapter) 2023 (QCFI);
y
ICQCC-2023 [International Convention on Quality
Control Circles (ICQCC)];
y
Diversity & Inclusion Award (Transformation Forum,
Mumbai)
y
Annual Greentech Quality and Innovation Award
2023 (Greentech Foundation) and
y
Happy Companies to work for (World HRD
Congress).
MMOPL has won the following awards
y
Urban Infra Awards for Commuter Centric MRTS of
the Year 2023,
y
iNFHRA Workplace Excellence Gold Medal and
Award 23-24 in the Innovation and Technology
category and
X
iNFHRA Workplace Excellence Silver Medal and
Award 23-24 in the Safety and Security category.
Rosa Power won the Confederation of Indian Industry (CII)
awards like Kaizen Award, Total Employee Involvement
Award and Digital Transformation Award from CII at 16th
International Cluster Summit 2023.
Human Resources
In FY23-24, Reliance Infrastructure Ltd continued to deliver on
its ambitious transformation. This was only possible because of
the commitment, skills and capabilities of our people serving our
clients every day across the Nation. We are proud of our 22000
workforce engaged directly and indirectly and how they continue
to contribute to the success of our organisation.
We are committed to creating a positive, collaborative and
productive environment in which our people are enabled to
perform their best and are healthy, resilient and happy at work.
Our people strategy is designed along 3E’s ( Engage – Embrace
– Evolve ).Engage with our employees to drive commitment and
have the right talent in the right roles at the right time , Embrace
a culture that empowers employees, attracts talent, provides
growth and creates future Leaders with right attitude , Evolve
by adapting to technology, automation and new ways of work,
workplace and work life. We continue to keep our commitment
of providing transparency on people and executing a robust
Annual Performance Management Process. Our overall attrition
for Reliance Infrastructure Ltd for the FY 23 -24 stands at 7.6%.
Our approach to attracting, retaining and developing talent has
evolved over the years. At the heart of our strategy is strong
leadership, based on trust, collaboration and empathy. We
understand that learning is not a set path, in fact it is more
unstructured than ever before. We have adapted a learning
culture to ensure our people take the time to learn independently
and from each other and the company has created a learning
ecosystem that ensures 100% compliance to all mandatory
Learning courses apart from giving the option to employees to
undergo courses / attend seminars required for work execution. In
the FY 23-24 our employees have undergone training manhours
over 200,000 across various business.
Health, Safety and Well Being continues to be our focus and
structured wellness programs run throughout the year to keep
our employees and their families happy and healthy. This creates
a safe and welcoming working environment and through various
well-planned initiatives we promote a culture of wellness within
the company which serves to improve the physical and mental
health of employees. This FY 23-24 we had over 20 Wellness
programmes for our employees.
We experience the power of different perspectives every day,
especially when dealing with complex topics and Improving
diversity, especially at our more senior levels, is an ongoing goal
for the organisation.
In our people strategy it is clear that we want to pivot to the”
New “. We have an opportunity to evolve our mindset from
asking our people to work on something, to encouraging our
people to work towards something – linked to a clear sense of
belonging, goal and purpose.
Information Technology
Reliance Infrastructure is dedicated to top-tier cybersecurity and
technological advancement. The Company was honored during
the year by an award of "The Resilient 100" at the CSO100
Awards & Symposium 2024. The Company has implemented
an Integrated Intrusion Detection and Prevention Monitoring
System, ethical log monitoring, and a security patch alerting
process. All communications are encrypted with industry-
standard algorithms, and an email security system blocks
99.9% of suspect external emails. Cybersecurity awareness is
promoted through email campaigns. IT Infrastructure upgrades
have been made to the Company's infrastructure, including
an email server upgrade from v9.0.1 to v12.0.2, enhancing
security through important patches and enhancements. The
migration from Windows Server 2008 to 2019 has improved
security with advanced threat detection and encryption, ensuring
regulatory compliance and optimized performance. Additionally,
the desktop and Laptop tech refresh has upgraded systems from
legacy Windows 7 to the latest MacBook Air & Windows 11
AIO desktops with Sophos antivirus, enhancing security and
improving user experience. These initiatives underscore Reliance
Infrastructure's dedication to protecting sensitive data and
maintaining robust cybersecurity measures.
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, Metro, Roads and 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 Engineering and Construction business, most of the projects
are nearing completion or are already completed. The Company
has to expand the business by bidding for projects across power,
transport infrastructure, civil infrastructure, defence, etc.
Reliance Infrastructure Limited
37
Management Discussion and Analysis
In the Roads business, all projects are revenue operational.
Potential risks to these projects include not achieving the
forecasted traffic due to economic slowdown and / or any
unforeseen events. However, agreements are entered with the
concerned authorities to provide for compensation in case of
certain events arising out of government action or regulation.
The Mumbai Metro project is fully operational. The main
risks involved in Metro projects at pre-development stage,
during development stage and during operations stage can be
categorized as: Finance Risks, Legal Risks and Operating Risks.
Contracts commonly address Force Majeure and legal liability
because they have proven to be sources of time and cost
overruns.
Financial risk is the risk where project cash flows might be
insufficient to cover debt service and then pay an adequate return
on sponsor equity. Financial risks are best borne by the private
sector but a substantial government risk sharing is required either
through viability gap funding (VGF), revenue or debt guarantees
or through participation by state or multilateral development
institutions.
Legal risks stem from weak implementation of regulatory
commitments built into the contracts and the laws or other legal
instruments that are relevant to the value of the transactions as
it was originally assessed.
Operating risks are the risks that emerge at the time of the
operations of the project. It can also involve the risks like force
majeure risks that are beyond the control of both the public
and private partners, such as fire or earthquakes, industrial
disturbances that impair the project’s ability to earn revenues.
Sometimes insurance is available for catastrophic risks but
generally public sector Companies face need to restructure the
project if such disaster occurs.
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 endeavors to achieve
the highest efficiency in its operations and has been implementing
cost reduction measures in order to enhance its competitiveness.
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
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.
The Risk Management Committee of the Board consisting of
Independent Directors and few 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.
Corporate Social Responsibility (CSR)
As part of the CSR mandate, Reliance Group focuses on
its endeavor 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 socioeconomic
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
•
Handloom Incubation Centre (Thread of Trust)- This
is a women empowerment project with the objective of
reviving and enriching handloom and handicrafts through
skill development. This program has not only equipped
them with the necessary skills but also offered platforms
Reliance Infrastructure Limited
38
to showcase and sell their products, such as shawls and
bed sheets. This initiative has enabled them to earn a
livelihood and live a dignified life.
•
Financial literacy and financial capability: Self-Help
Groups (SHGs) aim to empower women socially and
economically, especially those in need. This project
focuses on enhancing the skills of nine SHGs. The company
promotes financial literacy by teaching concepts of
personal finance and money management. Bank accounts
are opened for those without them, integrating them into
the formal banking system. In the financial year 2023-24,
6000 women have benefited from these initiatives.
•
Sashakt Beti Empowering female students of Delhi
University- In this advanced technological world, laptops
and similar gadgets have become necessities for university
students. Under this project, the Company provides
laptops and tablets to economically weaker girl students
of Delhi University enabling them to compete on equal
terms with the other students.
•
Self Defence Training for Girls: Self Defence trainings
Camps were organised in association with PCS Foundation,
a professional agency run by former SPG Commando.
More than 1,190 girls benefited from these trainings in 12
schools. Among other aspects, these self defence trainings
also sensitised girl students on Possible Threats; Situational
Analysis; Good Touch/Bad Touch and Self Defence.
Certificates were also distributed to these students.
•
Menstrual Hygiene Project- The Company provided
540 sanitary napkin packs, 124 distribution systems,
and incinerators to 17 Government colleges in Delhi.
It also distributed dustbins to over 100 women in
slum areas to manage sanitary and biomedical waste,
benefiting over 3000 women. The project aims to reduce
waterborne diseases through improved sanitation and
hygiene education, decrease in school dropout rates
among girls, and raise awareness about sexual behavior
and exploitation. Additionally, the Company conducted
hygiene and sanitary waste disposal programs benefiting
around 2200 people.
•
Vocational Training for Livelihood: These vocational
training (VT) centers provide job-oriented courses in
computers, beauty culture, and tailoring to the needy
sections of the society. Around 2,600 students have
completed various courses at the Company’s VT centers.
•
Maintenance of Old Age Homes for Senior Citizens: The
Company has undertaken a project for the maintenance
of Old Age Homes in Shriniwaspuri, South Delhi. The
homes will offer three nutritious meals daily to the elderly
residents and provide free medicines for minor ailments
such as fever, diarrhea, hypertension, diabetes and
muscle pain. Furthermore, the facility will be equipped
with in-house doctors specialized in geriatric medicine, a
physiotherapy-rehabilitation team, and nursing services.
•
Tobacco De-addiction camps: The Company conducted
7 tobacco de-addiction camps in Delhi in association with
Dr. Sajeela Maini, Head Quit Tobacco Programme at Sir
Ganga Ram Hospital, which benefitted 400 people.
•
Supporting the Differently abled persons & visually
challenged People: Under this project, assistive aids and
appliances were distributed to people with disabilities
including wheelchairs, tricycles (both motorized and
manual) and artificial limbs for the Divyangjans. The
Company in partnership with Artificial Limb Manufacturing
Corporation of India (ALIMCO) has organized a camp to
distribute aids and appliances to over 650 elderly persons
and people with disabilities from disadvantaged sections
of our society. The camp was inaugurated by the Hon'ble
Minister of State for External Affairs & Culture, Smt
Meenakshi Lekhi. Additionaly, 400 Foot Abduction Braces
were distributed to the children undergoing treatment.
Healthcare Initiatives:
•
Eye Care Screening Camps: The Company conducted
an aggregate of 33 free eye screening camps during the
financial year at various locations where free eye care
consultation, reading glasses and eye medicines were
provided to around 8701 beneficiaries. The Company also
organized General Eye checkup camp & Health check-
up for the road users and toll staff in co-ordination with
Transport Authority at all five project locations situated in
Tamil Nadu.
•
Supporting the Differently-abled: The Company has
provided hearing aids to 91 students of the Government
Lady Noyce Sr. Sec. School for the Deaf along with aid
and assistive devices to 107 men, women and children.
•
Support to Government/Charitable hospitals- The
Company has donated 34 essential medical equipment’s
to the Pt. Deendayal Upadhyaya National Institute for
Persons with Physical Disabilities (PDUNIPPD) and a
Continuous Renal Replacement Therapy (CRRT) machine
to Swami Dayanand Hospital, which is utilized to provide
dialysis to critically ill patients.The company has also
setup a colposcopy suite and donated a tissue embedding
station to Delhi State Cancer Institute.
•
School Health Clinic: The Company has started School
Health Clinic (SHC) in 20 Delhi Government schools in
South and West Delhi keeping in mind the overall wellbeing
of students including physical and mental health.
•
General Health camp has been organised by the Company
in collaboration with Government primary health center,
for commuters and local staff.
•
Tuberculosis (TB) Awareness Program organised through
the Central TB Division and Government Medical College
Hospital, Salem and the Primary Health Centre, Karipatti
to create awareness about TB among Toll Plaza staff and
the local General Public. The Company also took measures
to conduct TB screening test for Toll Plaza Staffs and road
users/general public.
Education related initiatives:
•
Effective Education for Students in Government
Schools – Under this project, the Company supported 25
Mini Science Centres (STEM Labs) in Government schools
to provide teaching aid tools to underprivileged students.
Furthermore, various new age curriculum laboratories will
be provided to Dr B.R. Ambedkar Schools of Specialised
Excellence in East Delhi.
•
Personality Development of young girls and boys through
sports (initially Basketball)- Through this program, the
Management Discussion and Analysis
Reliance Infrastructure Limited
39
Management Discussion and Analysis
Company intends to instill a sense of purpose in young
minds and create champions out of them. It is proposed
to develop them through the medium of sports, initially
basketball. It will provide effective, safe and transparent
human performance training to help develop young/
budding talent to reach the peak of their potential in
sports.
•
SASHAKT Scholarship- In the Fourth Sashakt Scholarship
Program, the Company has awarded scholarships to 173
shortlisted candidates out of the 887 total applicants.
•
Support to Public Libraries- The Company under CSR
Sashakt has supported upgrade of library facilities at Urdu
Ghar and established a library at Govt. Lady Noyce School
for the Deaf through SOFIA Educational and Welfare
Society, the implementing partner.
•
Sports promotion & fitness and yoga: The Company has
provided football training including dietary and related
support to underprivileged youth from rural and semi-
urban areas in West Delhi. Yoga camps were organised
for the well-being of the police personnel as well as the
teaching and non-teaching staff at government schools,.
Around 2550 people have benefited from the 61 yoga
camps. The participants were also trained on simple
exercises that they can do in their leisure time for their
well-being.
•
Support to Government school students (Education
Modules for Weak Students): The Company organized
three calling workshops for facilitators to inform them
about updated features on the application and regular
assessments. The facilitators were also trained in the
calling process, focusing on aspects such as Rapport
building, Grievance redressal, Empathetic conversations
with parents and Conducting learning assessments for
Hindi and Maths.
•
Delhi Police digital library: The Company extendedsupport
to the Delhi Police Public Digital Library tofocus on the
needy sections of society, providing experiential learning
for preparation for competitive tests like SSC, banking and
other government services examinations. Around 62,000
students have benefited.
•
Effective Education for students of Class XI-XII: The
Company provided professional support to commerce
students of Class XI-XII of DPPS to help clear their
doubts on commerce streams. The Company also provides
a platform through which the students of weaker section
of society can prepare for competitive exams and achieve
success.
•
Repairing Govt. Schools Toilets: The Company has
successfully completed toilet repairs in around 100
schools, benefiting 40,500 individuals.. It reflects the
Company’s commitment to providing a safe and hygienic
environment for students and staff.
•
Promotion of Dance and Music (Kathak): The company
promoted Kathak dance learning, one of the popular folk
dance styles of India, particularly from the Hindi heartland.
Under this project, the company has supported the Art
School of Padma Vibhushan Pt. Birju Maharaj, which has
presented several choreographic works through Kathak
dance and music at various recognized festivals both in
the country and abroad..
•
Facilities to School : The Company supports a School at
Mettupatty located in Tamil Nadu. With a need to upgrade
smart classes in Schools, the Company made provision of
a Smart TV to up-grade the Smart Classes at AAGHSS
Government school, Vaiyampatty in October, 2023.
Green Initiatives:
•
Donation of E-Buses to AIIMS: Under this project,
8 E-Buses will be provided to AIIMS for internal
transportation with the intent to reduce carbon emissions.
The buses will help in transporting patients, attendants
and other support staff within the AIIMS campus.
•
Smart Energy Learning Centre (DAIICT University,
Ahmedabad): It is proposed to establish a state-of-the-
art research and training center at the Dhirubhai Ambani
Institute of Information and Communication Technology
DAIICT University, Ahmedabad. The Smart Energy Learning
Centre will conduct research on various critical issues in
the energy sector.
•
Tree Plantation: Under this project, the Company aims to
plant 20,500 saplings at Delhi Police Training Academy
(Wazirabad) and Guru Gobind Singh IP University (East
Delhi Campus). Furthermore, these saplings will be
nurtured for next two years to ensure their survival for
environmental impact.
•
Maintenance of ecological parks of DDA- Taking forward
its green initiatives, the Company has undertaken a project
for the maintenance of ecological parks of DDA from the
Old Railway Bridge to ITO Barrage on the Eastern Bank
and Kalindi Kunj Bank.
•
Flood Relief: The Company has provided 72,000 freshly
cooked meals from 15th to 26th July, 2023 to 2000
displaced people in relief camps under SDM Seelampur
and SDM Karawal Nagar in North East Delhi under its CSR
initiatives. The Company also provided 800 relief kits
with soaps, odomos, milk powder, dental kits, menstrual
hygiene products etc., to such families.
•
Cool Roof Cool Delhi Project: In an effort to combat the
effects of urban island heat, the company painted over
77,000 sq. ft., of rooftops with white reflective paint at
Colleges in Delhi.
•
Tree Plantation: CSR programs continued to build on the
annual tree-plantation drive that started in the month of
July, 2023. Around 30,000 plants were planted in Delhi
Police premises, Delhi Government and MCD Schools,
RWA, Community centres and crematoriums. This is also
part of Delhi Govt’s annual green initiative drive.
•
Energy Conservation Awareness: The Company has
collaborated with an NGO to organise five consumer
awareness programs on social and economic issues,
including energy conservation benefiting around 650
people.
Safety Programs:
•
In observance of Road safety month from January
15, 2024 to February 14, 2024, various road safety
awareness programs have been organized for the public
along with the District Authority.
Reliance Infrastructure Limited
40
•
In view of three months Vigilance Awareness campaign, the
Gram Sabha Awareness program was conducted. Senior
officers from NHAI including Shri. Ajay Bishnoi (CGM-Tech
and RO), Shri. Sanjeev Sharma (GM – Vigilance), Shri. Om
Prakash Sharma (Deputy Manager – Vigilance), and Shri.
V. Nagaraj (Project Director, NHAI, Madurai) participated
in this Awareness Program. They delivered speeches to
educate road users, employees, and the general public.
•
Installations of Fire Safety Extinguishers- The Company
has installed 600 fire extinguishers and demonstrated use
of fire extinguishers given at nearly 300 public places.
Other CSR Interventions:
•
Cleanliness drives were conducted around the company
plant, offices and the neighbouring localities with an
objective to create a clean and healthy workplace at all
Tamil Nadu based projects.
•
Swachh Bharat Abhiyan was organised at Crusher Zone
Toll Plaza of Gurgaon-Faridabad Road in October 2023.
•
Plantation and Bird Feeders Activity: A plantation and Bird
feeding activity was carried out at the Crusher Zone Plaza.
•
The Company 0 collaborated with organizations like
ADAPT (formerly known as the Spastics Society) to aid in
education for poor, differently abled children.
•
Repair and Maintenance of Crematoriums: Many
crematoriums did not have proper facilities such as chairs,
benches, exhaust fans, proper sanitation, toilet facilities,
and basic infrastructure. The Company has started
renovation work at seven cremation grounds, including
one pet crematorium in West Delhi.
•
Water ATM & Water Coolers: With the aim to provide
safe drinking water to the weaker sections of society,
two water ATMs have been installed in West Delhi which
is estimated to benefit 4000 households with each
household receiving 20 liters of water from them. Six
water coolers were installed in six MCD schools.
•
Contribution of Rs. 27 crore to PM Cares Fund.
Industry Structure and Development, Opportunities and
Threats
Airport Business
Indian domestic passenger air traffic has rebounded and
surpassed pre-pandemic levels, indicating strong pent-up
demand and the industry’s resilience.
i.
By 2041, India’s commercial aviation market is expected
to rank among the world’s top three, with its fleet size
nearly quadrupling since 2019.
ii.
According to the Boeing Commercial Market Outlook
2023, South Asia is projected to receive over 2,700 new
airplanes in the next 20 years, with India accounting for
90 percent of these deliveries. This growth will necessitate
approximately 37,000 pilots and 38,000 mechanics,
primarily in India.
iii.
The expanding middle class in India, with rising disposable
incomes, is driving demand for both domestic and
international air travel, prompting airlines to expand their
fleets.
iv.
Growth in e-commerce is boosting demand for
narrowbody aircraft conversions, while the expansion of
India’s electronics manufacturing industry is driving cargo
demand.
v.
The Indian Government’s regional connectivity schemes
are opening up underserved markets, making air travel
more accessible to a wider population.
India’s role as a global manufacturing hub is expected to
attract increased investment in aerospace manufacturing,
benefiting aircraft manufacturers, MRO providers, and
related service industries.
Defence Business
i.
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.
ii.
India has the world’s fourth largest defence expenditure
and has set a target of US$ 6.02 billion (` 50,000
crore) worth of annual defence exports by 2028-29.
The Government of India opened the defence industry
for private sector participation to provide impetus to
indigenous manufacturing.
iii.
The Union Budget for Financial Year 2024-25 envisages
an outlay of ` 6.21 lakh crore which is 13 % of the total
budget.
iv.
Over the next 5-7 years, the Government of India plans
to spend US$ 130 billion for fleet modernization across all
armed services.
v.
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.
vi.
The present ‘Defence Production & Export 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.
vii.
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.
viii.
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.
Mumbai Metro Business
i.
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 (Line 2A & 7) & to start operations in near
future (Line 2B, 3, 4, 6). This would provide cross feeding
of ridership and increase ridership for Mumbai Metro
business.
Management Discussion and Analysis
Reliance Infrastructure Limited
41
ii.
Metro business, to improve last mile connectivity, has tied
up with Bus and also done harmonization / synchronization
of Metro time table of other travel modes.
iii.
Mumbai Metro business has started accepting National
Common Mobility Cards (NCMC) for travel which is
interoperable with other transits including other metro
lines in Mumbai and country, thus improving the ease of
travel.
Roads Infrastructure business
i.
Currently India is in high growth phase and will experience
increase in vehicular traffic. Vehicle sales reach record high
in financial year 2023-24.
Category
Units sold
(FY24)
Units sold
(FY23)
Growth
(in%)
Two-Wheeler
1,75,17,173
1,60,27,411
9%
Three-wheeler
11,65,699
783257
49%
Passenger vehicles
39,48,143
3640399
8%
Commercial vehicles
10,07,006
960655
5%
Tractor
8,92,313
829639
8%
Total
24530334
22241361
10%
ii.
This would result in an incremental impact on Passenger
traffic - Cars and Buses along with increase in Commercial
traffic – trucks, cargo trailers etc.
iii.
The Centre looking to fix a “moderate but realistic”
highway construction target of 12,000-13,000 km for
FY25.
iv.
Though Road business faces threats of parallels roads being
constructed across current existing roads infrastructure,
the same would not impact the Company's roads business
with current growth in India Economy and Vehicular
growth resulting in increase in traffic.
v.
Initially, NHAI plans to integrate the GNSS-based ETC
system with the existing FASTag ecosystem through a
hybrid model, with both RFID-based and GNSS-based
ETC operating simultaneously. Subsequently, dedicated
GNSS lanes will be introduced at toll plazas, allowing
vehicles with GNSS-based ETC to pass freely and will
remove toll plaza completely resulting in lower operations
and maintenance cost for Roads business.
2.
Power Distribution business
The Electricity (Amendment) Bill, 2022 which is currently
pending for approval by Parliament is expected to bring
remarkable change in the industry sector. The following
are the Key Highlights of the Bill.
y
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.
y
The power and associated costs from existing power
purchase agreements (PPAs) will be shared among all
discoms in an area.
y
The State Commission will determine the floor and ceiling
tariffs for retail supply, if there is more than one discom in
an area.
y
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.
y
The Bill provides for a payment security mechanism to
ensure timely payment to generation companies.
This provides an opportunity for Reliance Infra 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 the Company’s existing Power
Distribution business.
Outlook
India’s Infrastructure forms an integral part of the country’s
economic ecosystem. There has been a significant shift in the
industry that is leading to the development of world-class
facilities across the country in the areas of roads, waterways,
railways, airports, and ports, among others. The country-wide
smart cities programmes have proven to be industry game-
changers. Given its critical role in the growth of the nation,
the infrastructure sector has experienced a tremendous boom
because of India’s necessity and desire for rapid development.
The expansion has been aided by urbanisation and an increase in
foreign investment in the sector.
The infrastructure sector has become the biggest focus area for
the Government of India. India’s GDP is expected to grow by 8%
over the next three fiscal years, one of the quickest rates among
major, developing economies.
In Interim Budget 2024-25, capital investment outlay for
infrastructure has been increased by 11.1% to ` 11.11 lakh
crore (US$ 133.86 billion), which would be 3.4 % of GDP.
Starting with 6,835 projects, the National Infrastructure Pipeline
project count now stands at 9,142 projects covering 34 sub-
sectors, as per news reports. Under the initiative, 2476 projects
are under the development phase with an estimated investment
of US$ 1.9 trillion. Nearly half of the under-development
projects are in the transportation sector, and 3,906 are in the
roads and bridges sub-sector. To conclude it is envisaged that
development of infrastructure shall have a multiplier effect on
the growth of our country’s economy and is expected to increase
the overall commercial and entrepreneur opportunities.
Management Discussion and Analysis
Reliance Infrastructure Limited
42
Business Responsibility and Sustainability Report
SECTION A: GENERAL DISCLOSURES
I.
Details of the listed entity
1.
Corporate Identity Number (CIN) of the Listed
Entity
L75100MH1929PLC001530
2.
Name of the Listed Entity
Reliance Infrastructure Limited
3.
Year of incorporation
1929
4.
Registered office address
Reliance Centre, Ground Floor, 19, Walchand Hirachand Marg, Ballard
Estate, Mumbai 400 001
5.
Corporate address
Reliance Centre, Ground Floor, 19, Walchand Hirachand Marg, Ballard
Estate, Mumbai 400 001
6.
E-mail
rinfra.investor@relianceada.com
7.
Telephone
+91 22 4303 1000
8.
Website
www.rinfra.com
9.
Financial year for which reporting is being done
2023-24
10.
Name of the Stock Exchange(s) where shares
are listed
BSE Limited (BSE)
National Stock Exchange of India Limited (NSE)
11.
Paid-up Capital
` 396.13 crore
12.
Name and contact details (telephone, email
address) of the person who may be contacted
in case of any queries on the BRSR report
Shri Paresh Rathod
Company Secretary & Compliance Officer
+91 22 4303 1000
rinfra.investor@relianceada.com
13.
Reporting boundary - Are the disclosures
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)
On a Consolidated Basis
14.
Name of Assurance Provider:
Not Applicable
15.
Type of Assurance Provider:
Not Applicable
II.
Products / services
16.
Details of business activities (accounting for 90% of the turnover):
Sr.
No.
Description of Main Activity
Description of Business Activity
% of Turnover of
the entity
1
Power Business
Electric Power Generation, transmission and Distribution
90
2
Engineering and Construction (E&C)
Construction of Roads, Railways, Utility Projects
4
3
Infrastructure Business
Toll Roads and Metros
6
17.
Products / Services sold by the entity (accounting for 90% of the entity’s Turnover)
Sr.
No.
Product/Service
NIC Code
% of total Turnover
contributed
1
Power Business
35109
90
2
Engineering and Construction (E&C)
42209
4
3
Infrastructure Business
42101
6
Reliance Infrastructure Limited
43
III.
Operations
18.
Number of locations where plants and/or operations/
offices of the entity are situated:
Location
Number of
plants
Number of
offices
Total
National
03
399
402
International
-
-
-
19.
Markets served by the entity:
a.
Number of locations
Locations
Number
National (No. of States)
5
International (No. of Countries)
1
b.
What is the contribution of exports as a percentage
of the total turnover of the entity?
0.84%
c.
A brief on types of customers:
Being in the power and infrastructure sector, the
Company serves various categories of customers.
The Delhi power distribution companies that is BSES
Rajdhani Power Limited (BRPL) and BSES Yamuna
Power Limited (BYPL) of the Company in Delhi
caters to over 49 lakh customers which include
domestic, commercial, industrial, agricultural and
public utilities sectors.
The Companies Mumbai Metro One Line Project
has served a 978 million passengers, its position
Ridership has not only recovered but surpassed pre-
covid levels. further fueled by the integration of
new metro lines like Line 2A and 7. Line-1 is also
connected with Ghatkopar and Andheri stations of
suburban railway network and is able to cut travel
time drastically. This seamless network expansion
creates a more connected and efficient public
transport system for the city.
There are 15 toll plazas operating in 8 toll roads
of the Company serving with an average of daily
traffic of 3.09 lakh vehicles. and an average toll
collection of ` 3.15 crore per day. Our customers
are the regular and non-regular users of the stretch
between Pune and Satara (140.35 km), Gurgaon
to Faridabad & Ballabhgarh to Sohna (66.185Km),
Dindigul & Samayanallore, Hosur & Krishnagiri,
Salem & Ulundurpet, Trichy & Karur, Trichy &
Dindigul, Namakkal & Karur who drive vehicles of
types Car, Light Commercial Vehicle, Buses, Truck
(3 Axle), Multi-Axle Vehicles.
The Company’s E&C 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
20.
Details as at the end of Financial Year:
a.
Employees and workers (including differently abled):
S.
No.
Particulars
Total
(A)
Male
Female
No. (B) % (B/A)
No. (C)
% (C/A)
Employees
1.
Permanent (D)
4,604
4,120
89.49
484
10.51
2.
Other than
Permanent (E)
708
663
93.64
45
6.36
3.
Total employees
(D + E)
5,312
4,783
90.04
529
9.96
Workers
4.
Permanent (F)
-
-
-
-
-
5.
Other than
Permanent (G)
14,780
14,171
95.88
609
4.12
6.
Total workers
(F + G)
14,780 14,171
95.88
609
4.12
b.
Differently abled Employees and workers:
S.
No
Particulars
Total
(A)
Male
Female
No.
(B)
%
(B/A)
No.
(C)
%
(C/A)
Differently Abled Employees
1.
Permanent (D)
24
19
79.17
5
20.83
2.
Other than
Permanent (E)
-
-
-
-
-
3.
Total
differently
abled
employees
(D + E)
24
19
79.17
5
20.83
Differently Abled Workers
4.
Permanent (F)
-
-
-
-
-
5.
Other than
permanent (G)
34
26
76.47
8
23.53
6.
Total
differently
abled workers
(F + G)
34
26
76.47
8
23.53
21.
Participation/Inclusion/Representation of women
Particulars
Total (A)
No. and percentage
of Females
No.(B)
% (B / A)
Board of Directors
7
2
28.57
Key Management Personnel
2
-
-
Note: The data pertains to the Board and KMPs of the Listed
Entity only.
Business Responsibility and Sustainability Report
Reliance Infrastructure Limited
44
22.
Turnover rate for permanent employees and workers (Disclose trends for the past 3 years)
FY 2023-24
FY 2022-23
FY 2021-22
Male
Female
Total
Male
Female
Total
Male
Female
Total
Permanent Employees
7.94
7.69
7.91
7.76
6.92
7.69
11.3
8.68
11.02
Permanent Workers
-
-
-
-
-
-
-
-
-
V.
Holding, Subsidiary and Associate Companies (including joint ventures)
23.
(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
Does the entity indicated
at column A, participate in
the Business Responsibility
initiatives of the listed entity?
(Yes/No)
1
Reliance Airport Developers Limited
Subsidiary
65.21
Yes
2
Nanded Airport Limited
Subsidiary
74.24
Yes
3
Baramati Airport Limited
Subsidiary
74.24
Yes
4
Latur Airport Limited
Subsidiary
74.24
Yes
5
Yavatmal Airport Limited
Subsidiary
74.24
Yes
6
Osmanabad Airport Limited
Subsidiary
74.24
Yes
7
Reliance Power Transmission Limited
Subsidiary
100
No
8
Talcher II Transmission Company Limited
Subsidiary
100
No
9
North Karanpura Transmission Company Limited
Subsidiary
100
No
10
DS Toll Road Limited
Subsidiary
100
Yes
11
NK Toll Road Limited
Subsidiary
100
Yes
12
JR Toll Road Private Limited
Subsidiary
100
Yes
13
PS Toll Road Private Limited
Subsidiary
100
Yes
14
HK Toll Road Private Limited
Subsidiary
100
Yes
15
TD Toll Road Private Limited
Subsidiary
100
Yes
16
TK Toll Road Private Limited
Subsidiary
100
Yes
17
GF Toll Road Private Limited
Subsidiary
100
Yes
18
KM Toll Road Private Limited
Subsidiary
100
Yes
19
SU Toll Road Private Limited
Subsidiary
100
Yes
20
BSES Kerala Power Limited
Subsidiary
100
No
21
Reliance Energy Limited
Subsidiary
100
No
22
Reliance Energy Trading Limited
Subsidiary
100
No
23
Reliance E-Generation and Management
Private Limited (Applied for Strike off)
Subsidiary
100
No
24
BSES Rajdhani Power Limited
Subsidiary
51
Yes
25
BSES Yamuna Power Limited
Subsidiary
51
Yes
26
Delhi Airport Metro Express Private Limited
Subsidiary
99.95
No
27
Mumbai Metro One Private Limited
Subsidiary
74
Yes
28
CBD Tower Private Limited
Subsidiary
89
No
29
Reliance Cement Corporation Private Limited
(Applied for Strike off)
Subsidiary
100
No
30
Reliance Smart Cities Limited (Applied for
Strike off)
Subsidiary
100
No
31
Reliance Cruise and Terminals Limited (Applied
for Strike off)
Subsidiary
100
No
Business Responsibility and Sustainability Report
Reliance Infrastructure Limited
45
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
Does the entity indicated
at column A, participate in
the Business Responsibility
initiatives of the listed entity?
(Yes/No)
32
Reliance Property Developers Private Limited
(Applied for Strike off)
Subsidiary
100
No
33
Reliance Velocity Limited
Subsidiary
100
No
34
Mumbai Metro Transport Private Limited
Subsidiary
48
No
35
Tamil Nadu Industries Captive Power
Company Limited
Subsidiary
33.70
No
36
Jai Armaments Limited
Subsidiary
100
No
37
Jai Ammunition Limited
Subsidiary
100
No
38
Reliance Defence Limited
Subsidiary
100
No
39
Reliance Propulsion Systems Limited
Subsidiary
100
No
40
Reliance Land Systems Limited
Subsidiary
100
No
41
Reliance Naval Systems Limited
Subsidiary
100
No
42
Reliance Unmanned Systems Limited
Subsidiary
100
No
43
Reliance Aero Systems Private Limited (Applied
for Strike off)
Subsidiary
100
No
44
Reliance Helicopters Limited
Subsidiary
100
No
45
Reliance Defence and Aerospace Private Limited
(Applied for Strike off)
Subsidiary
100
No
46
Reliance Defence Technologies Private Limited
Subsidiary
100
No
47
Reliance Defence Systems Private Limited
Subsidiary
100
No
48
Reliance SED Limited
Subsidiary
74
No
49
Reliance Defence Systems and Tech Limited
Subsidiary
100
No
50
Reliance Defence Infrastructure Limited
Subsidiary
100
No
51
Reliance Global Limited
Subsidiary
100
No
52
Reliance Aerostructure Limited
Subsidiary
100
No
53
Dassault Reliance Aerospace Limited
Subsidiary
51
Yes
54
Thales Reliance Defence Systems Limited
Subsidiary
51
Yes
55
Neom Smart Technology Private Limited
Subsidiary
100
No
56
Reliance Power Limited
Associate
23.15
No
57
Gullfoss Enterprises Private Limited
Associate
50.01
No
58
Metro One Operation Private Limited
Associate
30
No
59
Reliance Neo Energies Private Limited (Formerly
known as Reliance Geo Thermal Private Limited)
Associate
25
No
60
RPL Photon Private Limited (Applied for Strike
off)
Associate
50
No
61
RPL Sun Power Private Limited (Applied for
Strike off)
Associate
50
No
62
RPL Sun Technique Private Limited (Applied for
Strike off)
Associate
50
No
63
Utility Powertech Limited
Joint Venture
19.80
Yes
Business Responsibility and Sustainability Report
Reliance Infrastructure Limited
46
VI.
CSR Details
24.
(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 on CSR for the year 2023-24. 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.
(ii)
Turnover (in `) : 748.11 crore
(iii)
Net worth (in `) : 5,666.97 crore
Note: The turnover and net worth are on standalone basis.
VII.
Transparency and Disclosures Compliances
25.
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
Grievance Redressal Mechanism in Place
(Yes / No)
FY 2023-24
Current Financial Year
FY 2022-23
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
Number of
complaints
pending
resolution at
close of the year
Remarks
Shareholders
Yes
The details of shareholder grievance redressal
mechanism is provided in the 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
-
-
-
-
-
-
E m p l o y e e s
and
Workers
Yes
Please refer Question 5 under Principle 5
Whistle Blower Mechanism https://www.rinfra.
com/web/rinfra/whistle-blower-policy
-
-
-
-
-
-
Customers
Yes
Please refer Principle 9
YES (Link: https://www.rinfra.com/
documents/1142822/10933829/BRSR_
Policy.pdf
-
-
-
-
-
-
Value
Chain
Partners
No
-
-
-
-
-
-
Community
Yes
https://mmo.reliancemum
baimetro.com/crm
-
-
-
-
-
-
Others
No
-
-
-
-
-
-
Business Responsibility and Sustainability Report
Reliance Infrastructure Limited
47
26.
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:
S.
No.
Material issue
identified
Indicate
whether risk
or opportunity
(R/O)
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)
1.
Customer
Satisfaction
Opportunity
The Company being
in
service
sector,
customer satisfaction
is utmost important.
The quality of services
provided
and
the
dedicated
customer
grievance
handling
mechanism are the
key
for
business
growth.
-
Positive
2.
Road Safety
Risk
Operates
National
Highways and hence,
subject to high risk of
accidents.
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.
Negative
3.
Workforce
safety
Risk
The nature of business
is subject to high risk of
safety hazards
The
Business
unit
conduct
regular safety training to all the
employees, third party contractor
and does periodic safety audit and
inspections. Cultivating a culture of
safety among staff and workmen.
Ensuring compliance with the HSE
requirements/terms and designing
work
methods
ensuring
safety
aspects. The Company and SPVs have
life and medical insurance facility
have been provided to all workmen/
employees.
Negative
4.
Cyber Risk
Risk
Risk of breaches of
security to gain access
to information systems
due to exposure to the
Internet
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.
Negative
Business Responsibility and Sustainability Report
Reliance Infrastructure Limited
48
S.
No.
Material issue
identified
Indicate
whether risk
or opportunity
(R/O)
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)
5.
Synthetic Oil/
Transformer Oil
Risk
Ground contaminated in
case of unsafe disposal
of oil.
Mitigate: Ester oil/ Cast resin filled.
Negative implication as Ester
oil is more expensive than
synthetic oil.
6.
Gas Insulated
Switchgear
(SF6)
Risk
Ozone layer depletion in
case of leakage
Adapt
Negative as substitute
solutions are very expensive.
7.
Energy and
Water
Risk
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 metro train
running profile ensuring optimal
regeneration of up to 30%, rainwater
harvesting, wastewater treatment
plants for recycle and reuse of water.
Negative
8.
Road Safety
Risk
Operates National
Highways,
State
Highways and hence,
subject to high risk of
accidents.
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.
Negative
9
Sudden
unexpected
increase in
price of
Project
material cost
Risk
Historical data analysis
and current trend
Can not be mitigated completely.
Project contingency may protect
upto some extent.
Negative
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. Whether your entity’s policy/policies cover each
principle and its core elements of the NGRBCs. (Yes/
No)
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
b. Has the policy been approved by the Board? (Yes/No)
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
Business Responsibility and Sustainability Report
Reliance Infrastructure Limited
49
Disclosure Questions
P
1
P
2
P
3
P
4
P
5
P
6
P
7
P
8
P
9
2.
Whether the entity has translated the policy into
procedures. (Yes / No)
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
3.
Do the enlisted policies extend to your value chain
partners? (Yes/No)
No
No
No
No
No
No
No
No
No
4.
Name
of
the
national
and
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
5.
Specific commitments, goals and targets set by the entity
with defined timelines, if any.
No
No
No
No
No
No
No
No
No
6.
Performance
of
the
entity
against
the
specific
commitments, goals and targets along-with reasons in
case the same are not met.
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
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 aim to make a positive difference
in the communities, 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 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 prepared in line with the mandates by the
Securities and Exchange Board of India containing enhanced ESG disclosures gives an insight into the Groups contribution to
the environment, community and Society.
Punit Garg
S S Kohli
Executive Director and Chairman
Chief Executive Officer CSR Committee
Business Responsibility and Sustainability Report
Reliance Infrastructure Limited
50
Disclosure Questions
P
1
P
2
P
3
P
4
P
5
P
6
P
7
P
8
P
9
8.
Details of the highest authority responsible for
implementation and oversight of 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.
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).
The Composition of the Committee is as under:
Name of Directors
DIN
Catogary
Role
Shri S S Kohli
00169907
Independent
Director
Chairman
Ms. Manjari Kacker
06945359
Independent
Director
Member
Shri K Ravikumar
00119753
Independent
Director
Member
Ms. Chhaya Virani
06953556
Independent
Director
Member
Shri Punit Garg
00004407
Executive
Director
Member
10. Details of Review of NGRBCs by the Company:
Subject for Review
Indicate whether review was
undertaken by Director /
Committee of the Board/
Any other Committee
Frequency
(Annually/ Half yearly/ Quarterly/
Any other – please specify)
P1 P2 P3 P4 P5 P6 P7 P8 P9 P1 P2 P3 P4 P5 P6 P7 P8 P9
Performance against above policies and follow up
action
C
C
C
C
C
C
C
C
C
A
A
A
A
A
A
A
A
Q
Compliance
with
statutory
requirements
of
relevance to the principles and rectification of any
non-compliances
C
C
C
C
C
C
C
C
C
A
A
A
A
A
A
A
A
Q
P1
P2
P3
P4
P5
P6
P7
P8
P9
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
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 since the policies of the Company cover all principles issued on NGBRCs.
Questions
P1
P2
P3
P4
P5
P6
P7
P8
P9
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
Business Responsibility and Sustainability Report
Reliance Infrastructure Limited
51
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
Topics / principles covered under
the training and its impact
% age of persons in respective
category covered by the
awareness programmes
Board of Directors (BOD)
12
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.
100.00
Key Managerial Personnel
(KMPs)
Employees other than BOD
and KMPs
1,115
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
of
Ethics
and
Integrity at Workplace, Importance
of
Responsibility,
Ownership
&
Accountability, Prevention of Sexual
Harassment, Health and Wellness,
Safety
awareness
Stress
and
Management.
57.71
Workers
154
18.21
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):
Monetary
NGRBC Principle
Name of the regulatory
/ enforcement agencies/
judicial institutions
Amount (In INR)
Brief of
the Case
Has an appeal been
preferred? (Yes /
No)
Penalty/ Fine
NIL
Settlement
Compounding fee
Non-Monetary
NGRBC Principle
Name of the regulatory / enforcement agencies/
judicial institutions
Brief of
the Case
Has an appeal been
preferred? (Yes /
No)
Imprisonment
NIL
Punishment
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
None
Nil
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.
Business Responsibility and Sustainability Report
Reliance Infrastructure Limited
52
As per the code of conduct of the Company, Employees,
are strongly discouraged from disparaging, misrepresenting
or harassing a competitor; stealing trade secrets, bribery,
kickbacks or any other corrupt practices.
Employees must be particularly careful to avoid actions
that create the appearance of favouritism or that may
adversely affect the company’s reputation. Employees
should neither seek nor accept for themselves or others
any gifts, favours, business courtesies without a legitimate
business purpose. A and should avoid a pattern of
accepting frequent courtesies from the same person’s or
companies.
These details are available at https//www.rinfra.com/
our-policies
5.
Number of Director/KMPs/employees/workers against
whom disciplinary action was taken by any low enforcement
agency for the charges of bribery/corruption:
FY 2023-24
FY 2022-23
Directors
Nil
Nil
KMPs
Nil
Nil
Employees
Nil
Nil
Workers
Nil
Nil
Business Responsibility and Sustainability Report
6.
Details of complaints with regard to conflict of interest:
Details
FY 2023-24
FY 2022-23
Number
Remarks
Number
Remarks
Number of
complaints
received in
relation to issues
of Conflict of
Interest of the
Directors
Nil
-
Nil
-
Number of
complaints
received in
relation to issues
of Conflict of
Interest of the
KMPs
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 as there were no such cases
of corruption and conflict of interest.
8.
Number of days of accounts payables (Accounts
payable *365) / Cost of goods/services procured) in
the following format:
FY 2023-24
FY 2022-23
Number of days of
accounts payables
337
318
9.
Open-ness of business
Provide details of concentration of purchases and sales with trading houses, dealers, and related parties along-with loans
and advances & investments, with related parties, in the following format:
Parameter
Metric
FY 2023-24
FY 2022-23
Concentration of Purchases
a. Purchases from trading houses as % of total purchases
7.15
4.97
b. Number of trading houses where purchases are made from
5
8
c. Purchases from top 10 trading houses as % of total purchases
from trading houses
100
100
Concentration of Sales
a. Sales to dealers / distributors as % of total sales
-
-
b. Number of dealers / distributors to whom sales are made
-
-
c. Sales to top 10 dealers / distributors as % of total sales to dealers
/ distributors
-
-
Share of RPTs in
a. Purchases (Purchases with related parties / Total Purchases)
3.75
4.27
b. Sales (Sales to related parties / Total Sales)
0.58
0.47
c. Loans & advances (Loans & advances given to related parties /
Total loans & advances)
9.64
9.46
d. Investments (Investments in related parties / Total Investments
made)
88.31
67.57
Reliance Infrastructure Limited
53
Business Responsibility and Sustainability Report
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
2023-24
FY
2022-23
Details of improvements in
environmental and social impacts
R&D
NIL
NIL
NIL
Capex
100
83%
For upgradation, strengthening
and
modernization
of
the
distribution
system
includes
technological
investments
towards
enhancing
safety,
reliability and energy efficiency.
Tech-Refresh of all legacy IT
systems in order to enhance the
security of the organization in
addition to productivity of the
employees.
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 Delhi
Electricity Regulatory Commission (RPO & REC framework)
Regulations ensures around 14.37%/894 MU of the
power procurement from BYPL and 34.42%/ 4607
MU of Power procurement from BRPL 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 waste efficiency.
Fly Ash bricks are used to reduce carbon foot print. Also,
use of fly ash in ready mix concrete (batching plant) helps
in protection of environment by partly replacing cement,
production of which entails energy consumption and CO2
emissions.
Our philosophy is to reduce waste and make efficient
use of raw materials during construction of roads and
other E&C Projects. 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.
At the Delhi Power Distribution Companies, reclaiming
products involve designing the equipment with recyclable
materials at the vendor end, establishing collection
points for decommissioned items, assessing them for
refurbishment, and disassembling for material recovery.
Partnering with specialized recycling facilities ensure
proper disposal of materials like copper/ steel/ other
minerals while complying with environmental regulations.
Safeguarding sensitive data in equipment is paramount,
which require proper data sanitization procedures.
Maintaining records of reclaimed equipment and materials
help demonstrate our environmental stewardship, while
continuous improvement efforts (7S & Kaizen) optimize
resource recovery and minimize waste generation.
Through these involved processes company contributes
to sustainability by conserving resources and reducing
environmental impact across the equipment lifecycle.
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 Metal Scrap Trade
Corporation auction to Authorized Recyclers. Wastepaper
is collected at source by authorized agencies for recycling
in exchange of Paper Ream. All the identified end of life
E waste is being scrape using the standard procedure. A
Certified vendor is finalized by handled by procurement
team and all scrape gets handed over to the vendor
and vendor provides the green certificate post scaping
of the e-waste.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.
4.
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. No - Extended Producer Responsibility
is currently not applicable to The Companies activities. Our
waste management plan considers the applicable regulations
and is aimed towards minimization as well as recycle/reuse
of waste.
Reliance Infrastructure Limited
54
Business Responsibility and Sustainability Report
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:
Category
% of employees 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)
Permanent Employees
Male
4,120
4,120
100
4,120
100
-
-
3,220
78.16
-
-
Female
484
484
100
484
100
372
76.86
-
-
236
48.76
Total
4,604
4,604
100
4,604
100
372
8.08
3,220
69.94
236
5.13
Other than Permanent Employees
Male
663
663
100
663
100
-
-
-
-
-
-
Female
45
45
100
45
100
-
-
-
-
-
-
Total
708
708
100
708
100
-
-
-
-
-
-
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)
Permanent Workers
Male
-
-
-
-
-
-
-
-
-
-
-
Female
-
-
-
-
-
-
-
-
-
-
-
Total
-
-
-
-
-
-
-
-
-
-
-
Other than Permanent Workers
Male
14,171
7,946
56.07
14,171
100
-
-
5,174
36.51
-
-
Female
609
383
62.89
609
100
609
100
-
-
-
-
Total
14,780
8,329
56.35
14,780
100
609
4.12
5,174
35.01
-
-
Note: Health Insurance is not provided for the workers who are covered under Employee State Insurance Scheme.
c.
Spending on measures towards well-being of employees and workers (including permanent and other than
permanent) in the following format –
FY 2023-24
FY 2022-23
Cost incurred on wellbeing measures as a % of total revenue of the company
0.25
0.25
2.
Details of retirement benefits, for Current Financial Year and Previous Financial Year
Benefits
FY 2023-24
FY 2022-23
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
99.80
100
Y
98.67
100.00
Y
Gratuity
76.24
4.97
Y
82.33
18.60
Y
ESI
16.930
64.03
Y
7.00
60.75
Y
Others
-
-
-
-
-
-
Reliance Infrastructure Limited
55
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.
Yes, 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/our-policies
5.
Return to work and Retention rates of permanent employees and workers that took parental leave.
Gender
Permanent employees
Permanent workers
Return to work rate
Retention rate
Return to work rate
Retention rate
Male
100.00
98.08
-
-
Female
93.75
93.75
-
-
Total
98.58
97.06
-
-
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.
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
can 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.
In Delhi Discoms, for achieving employee engagement and effective resolution
of employee grievances, Circle wise Employee Engagement Committee has been
constituted comprising of Steering Committee members supported by Employee
Engagement Officer (EEO) & Nodal Officer. This committee further supports the Apex
Committee chaired by the business CEO and the other members.
Other than Permanent Workers
Permanent Employees
Other than Permanent Employees
7.
Membership of employees and worker in association(s) or Unions recognised by the listed entity:
Category
FY 2023-24
FY 2022-23
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)
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)
Total Permanent Employees
Male
4,120
2,609
63.33
4,025
712
17.69
Female
484
299
61.78
477
67
14.5
Business Responsibility and Sustainability Report
Reliance Infrastructure Limited
56
Total Permanent Workers
Male
-
-
-
-
-
-
Female
-
-
-
-
-
-
8.
Details of training given to employees and workers:
Category
FY 2023-24
FY 2022-23
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)
Employees
Male
4,783
1,186
24.80
1,836
38.39
4,544
2,013
44.30
1,695
37.30
Female
529
189
35.73
200
37.81
512
134
26.17
155
30.27
Total
5,312
1,375
25.88
2,036
38.33
5,056
2,147
42.46
1,850
36.59
Workers
Male
14,171
659
4.65 1,185
8.36
14,337
1,535
10.71
4,458
31.09
Female
609
47
7.72
122
20.03
619
66
10.66
311
50.24
Total
14,780
706
4.78
1307
8.84
14,956
1,601
10.70
4,769
31.89
Note: Previous financial year figures are updated as per NSE Circular dated May 10, 2024
9.
Details of performance and career development reviews of employees and worker:
Category
FY 2023-24
Current Financial Year
FY 2022-23
Previous Financial Year
Total (A)
No. (B)
% (B / A)
Total (C)
No. (D)
% (D/ C)
Employees
Male
4,783
4,074
85.18
4,544
3,939
86.69
Female
529
472
89.22
512
466
91.02
Total
5,312
4,546
85.58
5,056
4,405
87.12
Workers
Male
14,171
14,171
100
14,337
14,337
100
Female
609
609
100
619
619
100
Total
14,780
14,780
100
14,956
14,956
100
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. All the Occupational Health & Safety compliances are monitored through strong Compliance Management
System (CMS), which is an integrated online platform. Safety committee is existing comprising of equal representation from
management and workers. Crisis and Disaster Management Plan prepared according to the Disaster Management Manual
available on NDMA (National Disaster Management Authority) and DDMA (Delhi Disaster Management Authority) websites
and in line with the draft prepared by CEA (Central Electricity Authority). Strict penalties are imposed on violation of health
and safety rules. At sites, designed field safety engineers are appointed to look after the OH&S compliance..
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
Business Responsibility and Sustainability Report
Reliance Infrastructure Limited
57
& 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.
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.
2.
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.
3.
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.
4.
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.
5.
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.
6.
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.
7.
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.
8.
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.
Business Responsibility and Sustainability Report
Reliance Infrastructure Limited
58
11.
Details of safety related incidents, in the following
format:
Safety Incident
/ Number
Category
FY 2023-
24
FY 2022-
23
Lost Time Injury
Frequency Rate
(LTIFR) (per one
million-person
hours worked)
Employees
-
-
Workers
0.25
0.28
Total recordable
wo r k- r e l a te d
injuries
Employees
4
4
Workers
7
19
No. of fatalities
Employees
-
-
Workers
1
9
High consequence
wo r k- r e l a te d
injury
or
ill-
health (excluding
fatalities)
Employees
4
4
Workers
-
-
*including in the contract workforce
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:
y
Mandatory Safety training for all employees
y
Internal and External safety audits
y
Mock drills
y
Emergency preparedness planning
y
Disaster management
y
Hazard Identification & Risk Assessment
y
Compliance of all statutory requirements
y
Safety Committees with representation of working
level staff
y
Site visits and inspections
y
Safety Promotion campaigns
y
Observing National Safety Day followed with safety
week at many locations
y
Regular health screenings to ensure fitness for duty
y
Fostering a supportive work environment through
open communication channels and regular feedback
mechanisms – Town halls, Station connects,
Metrologues, Periodic reviews
y Prevention of Sexual Harassment & Prevention
of workplace bullying
Business Responsibility and Sustainability Report
y
Hazard Identification & Risk Assessment
Registers that emphasize on creating a safe and
healthy work place.
y
Regular health & wellness programmes by
subject matter experts on mental & physical health
and overall wellbeing of employees
The Power Distribution Companies apply the following
effective control measures:
y
Elimination: Eliminates less important/redundant
activities to reduce risk
y
Substitution: substitute the activity by another easy
activity
y
Isolation: is used to isolate the hazards from the
persons
y
Engineering: changing the process, equipment or
tools in such a way that the risk is reduced.
y
Administration: Using administrative guidelines,
procedures, rosters, training etc., to minimize the
impact of hazard
y
Personal Protective Equipment (PPE)
y
Risk
Assessments:
Conducting
regular
risk
assessments to identify potential hazards and risks
in the workplace. This includes assessing physical
hazards (such as equipments, ergonomics, etc.) as
well as psychosocial risks (such as workload, stress,
and workplace bullying).
y
Safety Policies: Establishing and communicating
clear safety policies, SOPs and procedures to all
employees. These policies should outline safe
behavior, reporting procedures for hazards and
incidents, and protocols for emergency response.
y
Training: Providing comprehensive training and
education to employees on safety procedures,
hazard recognition, proper use of equipment and
machinery, and emergency response protocols.
Ongoing training ensures that employees remain
informed and prepared to handle potential risks.
y
Fire Safety Equipments: Ensuring the availability
and maintenance of safety equipment and facilities,
such as fire extinguishers, first aid kits, etc.
y
Health and Wellness Programs: Implementing
health and wellness programs to promote physical
and mental well-being among employees. This
may include access to counselling services, stress
management programs, and health screenings.
y
Ergonomic Design: Designing workspaces and tasks
to minimize ergonomic risks and musculoskeletal
disorders. This may involve ergonomic assessments,
adjustable furniture and equipment, and ergonomic
training for employees.
y
Safety Committees and Employee Involvement:
Safety committees comprises of representatives
from management and employees to address
safety issues, review incidents, and develop safety
initiatives. Quarterly meetings are conducted to
increase awareness and commitment to safety.
Reliance Infrastructure Limited
59
y
Compliance
with
Regulations:
Ensuring
compliance with relevant occupational health
and safety regulations and standards established
by government agencies, industry associations,
and other regulatory bodies. BYPL has a strong
Compliance Management System (CMS), which is
an integrated online platform borrowed by Legatrix
to monitor the compliance to all the applicable
rules and regulations. All the OH&S compliances are
monitored through it.
y
Continuous Improvement: Continuously monitoring
and evaluating safety performance, conducting
regular inspections and audits, and implementing
measures for continuous improvement based on
feedback, incident investigations, and lessons
learned.
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 2023-24
FY 2022-23
Filed
during
the
year
Pending
resolution
at the
end of
year
Remarks
Filed
during
the
year
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)
Health and safety practices
100
Working Conditions
100
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. Regular
Safety inspections and audits are conducted to identify
and mitigate safety hazards on-site, leading to ongoing
revisions of Standard Operating Procedures (SOPs) to
enhance safety continuously. Observation/corrective
measuresLessons learned from any such incident are
systematically shared within the organization to prevent
the recurrence of accidents, incidents, or near misses,
fostering a culture of continuous improvement. Company
also engages with all stakeholders, including Employees,
Unions, Regulators, and Community members (RWAs), to
address safety concerns and develop effective solutions
collaboratively. This engagement includes forming Safety
committees, conducting joint inspections, and seeking
input from stakeholders on safety improvement initiatives.
By implementing these measures, the Company ensures a
comprehensive approach to safety.
We ensure at our Road Business It is ensured at the 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.
Reliance Infrastructure Limited
60
Business Responsibility and Sustainability Report
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
No
Various modes including e-mail,
newspapers, company website.
Frequently and
need basis
Keeping investors updated
of all developments in the
Company.
Employees
and workers
No
HR Care Portal, Email, CEO
communication meet, town halls
Regular
Employee engagement
Customers
No
Email, SMS, advertisement,
website, social media
Regular
Offers, Awareness
campaigns, query
resolution
Value Chain
Partners
No
Email, vendor meet
Annual, periodic
Process refresh,
engagement
Community
Yes (a part of
the Community
belonging to
Low-income
pockets)
Physical interactions, Pamphlets,
O/d Campaigns, Radio Campaigns,
Website, Social Media
Regular
CSR Intervention
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
FY 2023-24
FY 2022-23
Total (A)
No. of employees /
workers covered (B)
% (B / A)
Total (C)
No. of employees /
workers covered (D)
% (D / C)
Employees
Permanent
4,604
1,039
22.57
4,502
1,148
25.50
Other than permanent
708
299
42.23
554
274
49.46
Total Employees
5,312
1,338
25.19
5,056
1,422
28.13
Workers
Permanent
-
-
-
-
-
-
Other than permanent
14,780
444
3.00
14,956
-
-
Total Workers
14,780
444
3.00
14,956
-
-
Reliance Infrastructure Limited
61
2.
Details of minimum wages paid to employees and workers, in the following format:
Category
FY 2023-24
FY 2022-23
Total
(A)
Equal to
Minimum Wage
More
than
Minimum Wage
Total
(D)
Equal to
Minimum Wage
More than
Minimum Wage
No.
(B)
%
(B/A)
No.
(C)
%
(C/A)
No.
(E)
%
(E/D)
No.
(F)
%
(F/D)
Employees
Permanent
Male
4,120
-
-
4,120
100
4,025
-
-
4,025
100
Female
484
-
-
484
100
477
-
-
477
100
Other than Permanent
Male
663
-
-
663
100
519
-
-
519
100
Female
45
-
-
45
100
35
-
-
35
100
Workers
Permanent
Male
-
-
-
-
-
-
-
-
-
-
Female
-
-
-
-
-
-
-
-
-
-
Other than Permanent
Male
14,171
9,200
64.92
4,971
35.08
14,337
6,070
42.34
8,267
57.66
Female
609
214
35.14
395
64.86
619
149
24.07
470
75.93
3.
Details of remuneration/salary/wages, in the following format:
a.
Median remuneration / wages:
Category
Male
Female
Number
Median remuneration/
salary/ wages of
respective category
Number
Median remuneration/
salary/ wages of
respective category
Board of Directors (BoD)
5
-
2
-
Key Managerial Personnel (KMP)
3
82,70,000
-
-
Employees other than BoD and KMP
4,780
17,02,585
529
17,34,252
Workers
14,171
2,54,580
609
3,35,412
Note: Does not includes sitting fees paid to Non-Executive Directors
b.
Gross wages paid to females as % of total wages paid by the entity, in the following format:
FY 2023-24
FY 2022-23
Gross wages paid to females as % of total wages
6.19
6.05
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.
Business Responsibility and Sustainability Report
Reliance Infrastructure Limited
62
6.
Number of Complaints on the following made by employees and workers:
FY 2023-24
FY 2022-23
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
1
-
Nil
2
1
Pending Inquiry is related to
complaint pertaining to year 2018.
During FY23, 2 complaints were
received and were resolved during the
year.
Discrimination at
workplace
-
-
-
-
-
-
Child Labour
-
-
-
-
-
-
Forced Labour
/ Involuntary
Labour
-
-
-
-
-
-
Wages
-
-
-
-
-
-
Other human
rights related
issues
-
-
-
-
-
-
7.
Complaints filed under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act,
2013, in the following format:
FY 2023-24
FY 2022-23
Total Complaints reported under Sexual Harassment on of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH)
1
1
Complaints on POSH as a % of female employees / workers
0.09
0.09
Complaints on POSH upheld
-
-
8.
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.
9.
Do human rights requirements form part of your business agreements and contracts? (Yes/No)
Yes
10.
Assessments for the year:
% of your plants and offices that were assessed (by entity or
statutory authorities or third parties)
Child labour
100
Forced/involuntary labour
100
Sexual harassment
100
Discrimination at workplace
100
Wages
100
Others–please specify
-
11.
Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the
assessments at Question 10 above.
Not Applicable since no significant risk or concern has arisen.
Business Responsibility and Sustainability Report
Reliance Infrastructure Limited
63
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 2023-24
FY 2022-23
Total electricity consumption (A) (GJ)
46,772.83
27613.91
Total fuel consumption (B) (GJ)
-
-
Energy consumption through other sources (C) (GJ)
-
-
Total energy consumed from renewable sources(A+B+C)
46772.83
27613.91
From non-renewable sources
-
-
Total electricity consumption (D) (GJ)
238538.05
216054.03
Total fuel consumption (E) (GJ)
1,98,338.65
212800.82
Energy consumption through other sources (F) (GJ)
-
-
Total energy consumed from non-renewable sources(D+E+F)
436876.70
428854.85
Total energy consumed (A+B+C+D+E+F)
483649.53
456468.76
Energy intensity per rupee of turnover (Total energy consumed/ Revenue from operations)
0.0000021917
0.0000022007
Energy intensity per rupee of turnover adjusted for Purchasing Power Parity (PPP) (Total
energy consumed / Revenue from operation adjusted for PPP)
0.0000490951
0.0000487831
Energy intensity in terms of physical output (Total Energy consumption/Total power
procured( MU Units))
19.28
19.07
Energy intensity (optional) – the relevant metric may be selected by the entity
-
-
Note: The Physical output represented above pertains to Delhi Power distribution companies which accounts for 90% of the total
operations
Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency. Yes, The total energy consumption of the company is audited by statutory auditors and also by Delhi
Electricity Regulatory Commission (DERC) - a quasi judicial body under the Electricity Act 2003.
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 - Yes
As per the MoP’s Notification on PAT Cycle VII, BYPL and BRPL has been notified as a Designated Consumer (DC) & Target
Distribution loss of BYPL and BRPL for target year 2024-25 is 9.02% and 8.08 respectively. BYPL and BRPL have already
overachieved their PAT-VII FY25 target in FY24 itself, with the provisional FY24 T&D losses at ~7% and at <7%.
3.
Provide details of the following disclosures related to water, in the following format:
Parameter
FY 2023-24
FY 2022-23
Water withdrawal by source (in kilo litres)
(i) Surface water
8,800
1,828
(ii) Groundwater
3,650
3,650
(iii) Third party water
3,83,033.64
3,73,178.80
(iv) Seawater/desalinated water
-
-
(v) Others
16,405.50
33,540.26
Total volume of water withdrawal (in kilo litres) (i + ii + iii + iv +v)
4,11,889.14
4,12,197.06
Total volume of water consumption (in kilo litres)
4,01,340.14
4,01,373.06
Water intensity per rupee of turnover (Total Water consumed/Revenue from operation)
0.0000018187
0.0000019351
Water intensity per rupee of turnover adjusted for Purchasing Power Parity (PPP)
(Total water consumption / Revenue from operations adjusted for PPP)
0.0000407399
0.0000428950
Water intensity in terms of physical output (Total water consumption/Total power
procured( MU Units))
16.42
17.22
Water intensity (optional) – the relevant metric may be selected by the entity
-
-
Note: The Physical output represented above pertains to Delhi Power distribution companies which accounts for 90% of the total
operations
y 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
Reliance Infrastructure Limited
64
Business Responsibility and Sustainability Report
4.
Provide the following details related to water discharged:
Parameter
FY 2023-24
FY 2022-23
Water discharge by destination and level of treatment (in kilolitres)
(i)
To Surface water
-
No treatment
-
-
-
With treatment – please specify level of treatment
-
-
(ii)
To Groundwater
-
No treatment
1,63,906.14
1,62,913.06
-
With treatment – please specify level of treatment
-
-
(iii) To Seawater
-
No treatment
-
-
-
With treatment – please specify level of treatment
-
-
(iv)
Sent to third-parties
-
No treatment
-
-
-
With treatment – please specify level of treatment
-
-
(v)
Others
-
No treatment
-
-
-
With treatment – please specify level of treatment
-
-
Total water discharged (in kilolitres)
1,63,906.14
1,62,913.06
Indicate if any independent assessment/evalution/assurance has been carried out by an external agency? (Y/N) If yes, name
of the external agency - No
5.
Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage and
implementation.
No
6.
Please provide details of air emissions (other than GHG emissions) by the entity, in the following format:
Parameter
Please specify unit
FY 2023-24
FY 2022-23
Nox
PPM
2.22
-
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
Tonnes
12,990
9,539
y 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
Reliance Infrastructure Limited
65
7.
Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity, in the following format:
Parameter
Unit
FY 2023-24
FY 2022-23
Total Scope 1 emissions (Break-up of the GHG into CO2,
CH4, N2O, HFCs, PFCs, SF6, NF3, if available)
Metric tonnes of
CO2
equivalent
18,133
14,304
Total Scope 2 emissions (Break-up of the GHG into CO2, CH4,
N2O, HFCs, PFCs, SF6, NF3, if available)
Metric tonnes of
CO2
equivalent
20,016
22,494
Total Scope1 and Scope2 emissions per rupee of turnover
(Total Scope 1 and Scope 2 GHG emissions / Revenue from
operations)
Metric tonnes of
CO2/`
0.0000001729
0.0000001774
Total Scope 1 and Scope 2 emission intensity per rupee of
turnover adjusted for Purchasing Power Parity (PPP)
(Total Scope 1 and Scope 2 GHG emissions / Revenue from
operations adjusted for PPP)
Metric tonnes of
CO2/`
0.0000038725
0.0000039326
Total Scope 1 and Scope 2 emission intensity in terms
of physical output (Total Scope 1 and Scope 2 emission
consumption/Total power procured( MU Units))
Metric tonnes of
CO2
equivalent
1.52
1.54
Total Scope 1 and Scope 2 emission intensity(optional) –the
relevant metric may be selected by the entity
-
-
-
Note: The Physical output represented above pertains to Delhi Power distribution Companies which accounts for 90% of the total
operations
y 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
8.
Does the entity have any project related to reducing Green House Gas emission? If Yes, then provide details.
Yes, 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. The Company has committed to responsible business practices by adopting Energy efficient
Air conditioners using Eco friendly refrigerant gases thus contributing to the emission reduction.
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.
At Toll Road business, EV Public Charging Station has been implemented to reduce Green house emission.
9.
Provide details related to waste management by the entity, in the following format:
Parameter
FY 2023-24
FY 2022-23
Plastic waste (A)
240.26
211.84
E-waste (B)
24.74
7.28
Bio-medical waste (C)
-
-
Construction and demolition waste (D)
-
-
Battery waste (E)
15.83
11.76
Radio active waste (F)
-
-
Other Hazardous waste.
Please specify, if any. (G)
361.33
291.46
Other Non-hazardous waste generated (H).
Please specify, if any. (Break-up by composition i.e. by materials relevant to the sector)
2,418.83
3,061.35
Total(A+B+C+D+E+F+G+H)
3,060.99
3,583.69
Business Responsibility and Sustainability Report
Reliance Infrastructure Limited
66
Waste intensity per rupee of turnover
(Total waste generated / Revenue from operations)
0.0000000139
0.0000000173
Waste intensity per rupee of turnover adjusted for Purchasing Power parity (PPP)
(Total waste generated / Revenue from operations adjusted for PPP)
0.0000003107
0.0000003830
Waste intensity in terms of physical output (Total Waste consumption/Total power procured
(MU Units))
0.12
0.15
Waste intensity (optional) – the relevant metric may be selected by the entity
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
-
-
Total
-
-
For each category of waste generated, total waste disposed by nature of disposal method
(in metric tonnes)
Category of waste
(i) Incineration
-
-
(ii) Land filling
-
-
(iii) Other disposal operations
3,124.71
3,965.11
Total
3,124.71
3,965.11
Note: The Physical output represented above pertains to Delhi Power distribution companies which accounts for 90% of the total
operations
y 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
10.
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.
Waste Management Practices
1.
Segregation and Collection: Waste is segregated at the source into different categories such as hazardous, non-hazardous,
recyclable, and non-recyclable. Dedicated bins and containers are used at various spots to collect each type of waste
separately.
2.
Recycling and Reuse: Materials such as metals, cables, transformers, and oil are recycled and reused wherever possible. For
example, transformer oil can be purified and reused, and metals are often sent to recycling facilities. All this is executed by the
assigned vendors.
3.
Safe Disposal: Hazardous waste like Batteries, Electronic waste (e-waste), and chemicals are disposed of in compliance with
environmental regulations. This often involves partnering with certified waste disposal companies specializing in handling
hazardous materials.
4.
Electronic Waste Management: Proper handling of e-waste includes collecting and recycling old electronic equipment,
ensuring that toxic substances like lead and mercury are safely managed by the disposal agency.
5.
Monitoring and Documentation: Vendors are advised to maintain thorough records of waste generation, handling, and disposal
to ensure compliance with regulations and to facilitate audits.
Strategies to Reduce Usage of Hazardous and Toxic Chemicals
1.
Material Substitution: Replacing hazardous materials with less toxic or non-toxic alternatives in equipment and company
processes.
2.
Process Optimization: Implementing processes that minimize the generation of hazardous waste, such as improving the
efficiency of insulation materials wherever possible to reduce the need for harmful chemicals.
Business Responsibility and Sustainability Report
Reliance Infrastructure Limited
67
3.
Green Procurement Policies: Adopting procurement policies that prioritize the purchase of environmentally friendly products
and materials that are free from toxic substances.
4.
Employee Training: Routinely educating employees on best practices for handling chemicals and waste, including proper
storage, usage, and emergency procedures to reduce accidental releases.
Practices to Manage Hazardous and Toxic Wastes
1.
Containment and Storage: Ensuring that hazardous waste is stored in suitable, labeled containers that prevent leaks and
contamination. Storage areas are designed to contain spills and prevent environmental contamination.
2.
Treatment and Neutralization: Implementing on-site treatment processes to neutralize toxic chemicals before disposal. This
can include chemical neutralization, stabilization, and solidification.
3.
Incineration and Thermal Treatment: Using high-temperature incineration to safely destroy hazardous organic compounds. This
method is often used for waste that cannot be recycled or treated otherwise.
4.
Compliance with Regulations: Adhering to local, national, and international regulations for hazardous waste management,
including proper labeling, transport, and documentation to ensure safe handling throughout the waste lifecycle.
5.
Partnerships with Licensed Disposal Facilities: Collaborating with licensed hazardous waste disposal facilities to ensure that
waste is treated and disposed of in accordance with regulatory standards, minimizing environmental impact.
Also refer to Question no 3 of Principle 2
11
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.
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.
1
Pune Satara Toll Road
Toll Collection
Yes
2
Gurgaon & Faridabad
Toll Collection
Yes
3
Dindigul Samayanallore Toll Road
Toll Collection
Yes
4
Namakkal Karur Toll Road
Toll Collection
Yes
5
Hosur Krishnagiri Toll Road
Toll Collection
Yes
6
Salem Ulundurpet Toll Road
Toll Collection
Yes
7
Trichy Dindigul Toll Road
Toll Collection
Yes
8
Trichy Karur Toll Road
Toll Collection
Yes
12.
Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the
current Financial Year:
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
None
Nil
Nil
No
No
Nil
13.
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:
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
None
Nil
Nil
Nil
Business Responsibility and Sustainability Report
Reliance Infrastructure Limited
68
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.
Name of the trade and industry chambers/ associations
Reach of trade and industry chambers/
associations (State/ National)
1
IMC Chamber of Commerce and Industry
National
2
National Highways Builders Federation
National
3
The Associated Chamber of Commerce and Industry
National
4
Federation of Indian Chambers of Commerce and Industry
National
5
All India Association of Industries
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.
Name of authority
Brief of the case
Corrective action taken
None
Nil
Nil
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.
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
None
Nil
Nil
No
No
Nil
2.
Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by your
entity, in the following format:
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)
None
None
None
Nil
Nil
Nil
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.
Business Responsibility and Sustainability Report
Reliance Infrastructure Limited
69
Business Responsibility and Sustainability Report
•
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.
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.
FY 2023-24
FY 2022-23
Directly sourced from MSMEs/small producers
0.02%
0.02%
Directly from within india
100%
100%
5.
Job creation in smaller towns – Disclose wages paid to persons employed (including employees or workers employed on
a permanent or non-permanent / on contract basis) in the following locations, as % of total wage cost
FY 2023-24
FY 2022-23
Location
-
-
Rural
-
-
Semi-urban
-
-
Urban
-
-
Metropolitan
-
-
(Place to be categorized as per RBI Classification System - rural / semi-urban / urban / metropolitan)
Reliance Infrastructure Limited
70
Business Responsibility and Sustainability Report
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 & 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.
2.
Turnover of products and/ services as a percentage of turnover from all products/service that carry information about:
As a percentage to total turnover
Environmental and social parameters relevant to the product
90
Safe and responsible usage
90
Recycling and/or safe disposal
-
3.
Number of consumer complaints in respect of the following:
FY 2023-24
Remarks
FY 2022-23
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
15,30,877
3,275
The pending
complaints
shows the
status as
on 31st
March. The
same were
resolved
within
stipulated
turn around
time.
14,87,541
38
The pending
complaints
shows the
status as on
31st March.
The same
were resolved
within
stipulated
turn around
time.
Reliance Infrastructure Limited
71
Business Responsibility and Sustainability Report
FY 2023-24
Remarks
FY 2022-23
Remarks
Received
during the
year
Pending
resolution at
end of year
Received
during the year
Pending
resolution at
end of year
Restrictive Trade Practices
-
-
-
-
-
-
Unfair Trade Practices
-
-
-
-
-
Other (Billing and Metering
Complaints)
43,904
-
-
44,737
-
-
4.
Details of instances of product recalls on account of safety issues:
Number
Reason for recall
Voluntary recalls
Nil
Forced recalls
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.
7.
Provide the following information relating to data breaches:
a.
Number of instances of data breaches : Nil
b.
Percentage of data breaches involving personally identifiable information of customers Nil
c.
Impact, if any, of the data breaches Nil
Reliance Infrastructure Limited
72
Corporate Governance Report
Our Corporate Governance Philosophy, Policies and Practices
Reliance Infrastructure Limited follows the highest standards
of corporate governance principles and best practices for all
constituent companies in the group. The Company’s corporate
governance 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 and societal expectations. The
policies and the code are reviewed periodically to ensure their
continuing relevance, effectiveness and responsiveness to the
needs of our stakeholders without compromising on ethical
standards and corporate social responsibilities.
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. The
Company believes 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 and strives to achieve the same.
A.
Code of ethics
Our policy document on ‘Code of Ethics’ demands that our
employees conduct the business with impeccable integrity
and by excluding any consideration of direct or indirect
personal profit or advantage.
B.
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.
C.
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.
D.
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.
E.
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.
F.
Risk management
Our risk management procedures ensure that the
Management controls various business related risks
through means of a properly defined framework.
G.
Independent Statutory Auditors
The Company’s Financial Statements for the year 2023-
24 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.
H.
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.
Board Committees
Pursuant to the provisions of the Companies Act,
2013 (the “Act”) and the Securities Exchange
Board of India (SEBI) (Listing Obligations and
Disclosure Requirements) 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
Committee and Risk Management Committee.
c.
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.
d.
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.
e.
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.
A report on compliance with the corporate governance
provisions as on March 31, 2024 prescribed under
the Listing Regulations as amended from time to time
is given herein below.
Reliance Infrastructure Limited
73
Corporate Governance Report
I.
Board of Directors ("Board")
1.
Board Composition - Board Strength and Representation
The Board consists of seven Members. The composition and category of Directors on the Board of the Company are as
under:
Sr.
No.
Names of Directors
DIN
Category
1.
Shri Sateesh Seth
00004631
Non-Executive, Non-Independent Director
2.
Shri Punit Garg
00004407
Executive Director and Chief Executive Officer ("CEO")
3.
Ms. Manjari Kacker
06945359
Non-Executive, Independent Directors
4.
Ms. Chhaya Virani
06953556
5.
Shri S S Kohli
00169907
6.
Shri K. Ravikumar
00119753
7.
Shri Dalip Kumar Kaul1
03559330
Non-Executive, Nominee Director
1appointed as Nominee Director on behalf of Axis Trustee Services Limited, Trustee to the Non Convertible Debentures
issued by the Company with effect from November 08, 2023.
Notes:
a.
None of the Directors is related to any other Director nor has any business relationship with the Company.
b.
None of the Directors has received any loans and advances from the Company during the year.
c.
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 directions of the Board. The Board holds
minimum four meetings every year to review and
discuss the performance of the Company, its future
plans, strategies and other pertinent issues relating
to the Company.
The Board performs the following key functions
in addition to overseeing the business and the
management:
a.
reviewing and guiding corporate strategy,
major plans of action, risk policy, annual
budgets
and
business
plans,
setting
performance
objectives,
monitoring
implementation and corporate performance,
and overseeing major capital expenditures,
acquisitions, and divestments;
b.
monitoring
the
effectiveness
of
the
Company’s governance practices and making
changes as needed;
c.
selecting, compensating, monitoring, replacing
key executives when necessary and overseeing
succession planning;
d.
aligning
key
executives
and
Board’s
remuneration with the long term interests of
the Company and its shareholders;
e.
ensuring a transparent Board nomination
process that includes diversity of thought,
experience, knowledge, perspective, and
gender;
f.
monitoring and managing potential conflicts
of interest among management, Members of
the Board and shareholders, including misuse
of corporate assets and abuse in related party
transactions;
g.
ensuring the integrity of the Company’s
accounting and financial reporting systems,
including
the
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;
h.
overseeing the process of disclosures and
communications; and
i.
monitoring and reviewing Board’s evaluation
framework.
3.
Selection of Independent Directors
Considering the requirement of skill sets on the
Board,
eminent
persons
having
independent
standing in their respective fields/professions, and
who can effectively contribute to the Company’s
business and policy decisions are considered for
appointment by the Nomination and Remuneration
Committee, as Independent Directors on the 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
Reliance Infrastructure Limited
74
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 his/her status
as an Independent Director, provides a declaration
that he/she meets with the criteria of independence
as provided under law.
4.
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
Corporate Governance Report
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
ocuments/1142822/1189698/Rinfra_
Familiarisation_Programme.pdf.
5.
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 compliance
monitoring
mechanism
and
the
compliance
reports pertaining to all laws applicable to the
Company.
6.
Meeting Details
The details of the meetings of the Board and Committees held during the financial year / tenure of the Directors/
Members and attendance thereof is provided hereunder:
Meeting Details
Board
Audit Committee
Nomination
and
Remuneration
Committee
Stakeholders’
Relationship
Committee
Risk
Management
Committee
Corporate Social
Responsibility ("CSR")
and Sustainability
Committee
No. of Meetings held
5
5
2
4
4
1
Date of Meetings
May 30, 2023
August 05, 2023
August 11, 2023
November 08,
2023, and
February 09, 2024
May 30, 2023
August 05, 2023
August 11, 2023
November 08,
2023, and
February 09, 2024
May 30, 2023,
and November
08, 2023
May 30, 2023
August 11, 2023
November 08,
2023 , and
February 09, 2024
May 30, 2023
August 11, 2023
November 08,
2023, and
February 09, 2024
May 30, 2023
Attendance at the Meetings
Name of Member
Shri Sateesh Seth
4
NA
NA
NA
NA
NA
Shri Punit Garg
5
5
NA
4
4
1
Shri S. S. Kohli
5
5
2
NA
4
1
Shri K. Ravikumar
5
5
2
4
4
1
Ms. Manjari Kacker
5
5
2
4
4
1
Ms. Chhaya Virani
5
5
2
4
4
1
Shri Dalip Kumar Kaul
2
1
NA
NA
1
NA
Notes:
a.
The gap between the meetings were within the prescribed time limits.
b.
The Executive Members of the Risk Management Committee, Shri Vijesh Babu Thota, Chief Financial Officer
("CFO") and Shri Kaushik Patra, Member Secretary have attended all its meetings held during the financial year.
c.
All the Directors attended the last Annual General Meeting of the Company held on July 28, 2023.
Reliance Infrastructure Limited
75
7.
Details of Directorship(s)
The details of Directorship(s), Committee Chairmanship(s) and Membership(s) held by the Directors as on March 31,
2024 are as under:
Names of Directors
Number of Directorship(s)
(including Reliance Infra)
Committee Chairmanship(s) / Membership(s)
(including Reliance Infra)
Membership(s)
Chairmanship(s)
Shri Sateesh Seth
8
0
0
Shri Punit Garg
6
2
0
Shri S. S. Kohli
5
4
0
Shri K. Ravikumar
3
5
1
Ms. Manjari Kacker
4
4
1
Ms. Chhaya Virani
7
9
1
Shri Dalip Kumar Kaul
2
2
1
Notes:
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.
b.
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.
c.
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.
d.
No Director holds Membership of more than 10 Committees of Board nor he/she is a Chairperson of more than
5 Committees across Board, of all listed entities.
e.
No Alternate Director has been appointed for any Independent Director.
f.
The information provided above pertains to the following Committees in accordance with the provisions of
Regulation 26(1)(b) of the Listing Regulations: (i) Audit Committee and (ii) Stakeholders’ Relationship Committee.
g.
The Committee Memberships and Chairmanship(s) above exclude Memberships and Chairmanships in Private
Companies, Foreign Companies and in Section 8 Companies.
h.
Memberships of Committees include Chairmanships, if any.
i.
The Company’s Independent Directors meet at least once in every Financial Year without the attendance of Non-
Independent Directors and Members of management. One meeting of Independent Directors was held during the
financial year.
Corporate Governance Report
8.
Details of Directors
The resumes of all Directors are furnished hereunder:
Shri Sateesh Seth, 68 years, is a Fellow Chartered
Accountant and a law graduate. He has vast
experience in corporate 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, 2024, Shri Seth did not hold any
equity shares of the Company.
Shri S. S. Kohli, 79 years, was the Chairman and
Managing Director of India Infrastructure Finance
Company Limited (IIFCL), engaged in promotion
and development of infrastructure. Under his
leadership, IIFCL commenced its operations and
carved a niche for itself in financing infrastructure
projects. 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. 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. A recipient of several awards
including the “Enterprise Transformation Award for
Technology” by the Wharton Infosys Limited, the
Reliance Infrastructure Limited
76
“Bank of the Year Award” by the Banker’s Magazine
of the Financial Times, London for the year 2000,
and was 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, APL Overseas Private Limited and
OIT Infrastructure Management Limited.
He is a Chairman of CSR and Sustainability
Committee and also a Member of the Audit
Committee,
Nomination
and
Remuneration
Committee and Risk Management Committee of
the Board of the Company.
As on March 31, 2024, Shri S. S. Kohli did not hold
any equity shares of the Company.
Shri K. Ravikumar, 74 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 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, Madras besides Post-
Graduate Diploma in Business Administration. He
was conferred Alumini Awards from the Indian
Institute of Technology, Madras and the National
Institute of Technology, Trichy and was the
Ex- Chairman of Board of Governance 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, Stakeholders’
Relationship Committee and CSR and Sustainability
Committee of the Board of the Company.
As on March 31, 2024, Shri K. Ravikumar did not
hold any equity shares of the Company.
Ms. Manjari Kacker, 72 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, Stakeholders’ Relationship Committee,
Risk Management Committee and CSR and
Sustainability Committee of Board of the Company.
As on March 31, 2024, Ms. Manjari Kacker did not
hold any equity shares of the Company.
Ms. Chhaya Virani, 69 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 Health Insurance 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 Stakeholders’ Relationship
Committee and Member of Audit Committee,
Risk
Management
Committee,
Nomination
and Remuneration Committee and CSR and
Sustainability Committee of the Board of the
Company.
As on March 31, 2024, Ms. Chhaya Virani did not
hold any equity shares of the Company.
Shri Punit Garg, 59 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.
Shri Garg has previously served as an Executive
Director on the Board of Reliance Communications
Limited. With rich experience of over 38 years, Shri
Garg has created and led billion dollar businesses.
As a visionary, strategist and team builder he has
Corporate Governance Report
Reliance Infrastructure Limited
77
driven profitable growth through innovation and
operational excellence.
He is also the Executive Director and Chief
Executive Officer of Reliance Velocity Limited,
a wholly owned subsidiary of the Company. He
is on the Board of BSES Yamuna Power Limited,
BSES Rajdhani Power Limited and Reliance Power
Limited. He is a Member of the Audit Committee,
Stakeholders’
Relationship
Committee,
Risk
Management Committee and CSR and Sustainability
Committee of the Board of the Company.
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, 2024, Shri Punit Garg held 1,500
equity shares of the Company.
Shri Dalip Kumar Kaul, 65 years, is a Member of
the Institute of Chartered Accountants of India.
He has also pursued law from Delhi University and
completed a Master’s in Business Administration
(Finance) (including specialisation in merchant
banking, risk management, treasury, international
finance).
He is designated as the Managing Partner with
M/s. Baweja & Kaul, Chartered Accountants and
possesses a vast experience of over 38 years,
rendering an array of corporate and non-corporate
advisory services pertaining to business strategy,
merger & acquisition, integrated risk management,
regulatory, advisory and assurance services to
various sectors like banking and capital markets,
insurance, infrastructure, pharmaceuticals, trading,
and manufacturing (including listed and unlisted
corporates and MNCs). He is also knowledgeable
in the areas of human resources and banking (bank
audits and bank management).
He was a Director on the Board of The Jammu &
Kashmir Bank Limited, Bakhtar Bank (now, Islamic
Bank of Afghanistan) and Member of the Board
of Supervisors of Azizi Bank, Kabul. Presently, he
is a Director on the Board of SBI Capital Markets
Limited and served as Chairman and Member of
various Board Committees.
As on March 31, 2024 Shri Dalip Kumar Kaul did
not hold any equity shares of the Company.
9.
Core Skills, Expertise and Competencies available
with the Board
The Board comprises of highly qualified Members
who
possess
required
skills,
expertise
and
competence that allow them to make effective
contributions to the Board and its Committees.
The core skills/expertise/competencies required
in the Board Members (excluding the nominee
director) 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:
Corporate Governance Report
Core skills/ competencies/
expertise
Name of the Directors
Shri Sateesh
Seth
Shri Punit
Garg
Shri S. S. Kohli
Shri K.
Ravikumar
Ms. Manjari
Kacker
Ms. Chhaya
Virani
Business Strategy
Business Policy
Business Development
Risk Management
Legal
Commercial
Project Management
Procurement
-
-
-
Engineering
-
-
-
-
Finance
Human Resource
10.
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
Non-Executive, Independent Director
Shri Dalip Kumar Kaul
-
-
Reliance Infrastructure Limited
78
11.
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 Regulation 18 of the
Listing Regulations, comprises of majority of Independent
Directors namely Ms. Manjari Kacker as the Chairperson,
Shri S. S. Kohli, Shri K. Ravikumar and Ms. Chhaya Virani
and Independent Directors and the other Members
being Shri Dalip Kumar Kaul, Nominee Director and
Shri Punit Garg, Executive Director and CEO. 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 Company Secretary acts as the Secretary to the Audit
Committee.
The Audit Committee, inter alia, advises the management
on the areas where systems, processes, measures for
controlling and monitoring revenue assurance, internal
audit and risk management can be improved.
The terms of reference, inter alia, includes the
following:
1.
oversight of the Company’s financial reporting
process and the disclosure of its financial information
to ensure that the financial statement is correct,
sufficient and credible;
2.
recommendation for the appointment, remuneration
and terms of appointment of auditors of the
Company;
3.
approval of payment to statutory auditors for any
other services rendered by statutory auditors;
4.
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;
b.
changes, if any, in accounting policies and
practices and reasons for the same;
c.
major accounting entries involving estimates
based on the exercise of judgement by
management;
d.
significant adjustments made in the financial
statements arising out of audit findings;
e.
compliance with listing and other legal
requirements relating to financial statements;
f.
disclosure of any related party transactions;
and
g.
modified opinion(s) in the draft audit report;
5.
reviewing with the management, the quarterly
financial statements before submission to the Board
for approval;
Corporate Governance Report
6.
reviewing, with the management, the statement of
uses/application of funds raised through an issue
(public issue, rights issue, preferential issue, etc.), the
statement of funds utilized for purposes other than
those stated in the offer document/prospectus/
notice and the report submitted by the monitoring
agency monitoring the utilisation of proceeds of
a public 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;
7.
review and monitor the auditors’ independence and
performance and effectiveness of audit process;
8.
subject to and conditional upon the approval of
the Board of Directors, approval of Related Party
Transactions (“RPTs”) in the form of specific
approval or omnibus approval including subsequent
modifications thereto is obtained and review
on quarterly basis, of RPTs entered into by the
Company pursuant to respective omnibus approval
given as above;
9.
subject to review by the Board of Directors, review
on quarterly basis, of RPTs entered into by the
Company pursuant to each omnibus approval given
pursuant to (8) above;
10.
scrutiny of inter-corporate loans and investments;
11.
valuation of undertakings or assets of the Company,
wherever it is necessary;
12.
evaluation of internal financial controls and risk
management systems;
13.
reviewing, with the management, performance of
statutory and internal auditors, adequacy of internal
control systems;
14.
reviewing the adequacy of internal audit function,
if any, including the structure of the internal audit
department, staffing and seniority of the official
heading
the
department,
reporting
structure
coverage and frequency of internal audit;
15.
discussion with internal auditors of any significant
findings and follow up there on;
16.
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;
17.
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;
18.
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;
19.
to review the functioning of the whistle blower
mechanism;
Reliance Infrastructure Limited
79
20.
approval of appointment of chief financial officer
after assessing the qualifications, experience and
background, etc., of the candidate;
21.
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;
22.
consider and comment on rationale, cost-benefits
and impact of schemes involving merger, demerger,
amalgamation, etc. on the Company and its
shareholders;
23.
reviewing the compliance with the provisions of the
Securities and Exchange Board of India (Prohibition
of Insider Trading) Regulations, 2015, at least once
in a Financial Year and shall also verify that the
systems for internal control are adequate and are
operating effectively; and
24.
carrying out any other function as is mentioned in
the terms of reference of the Audit Committee.
The Audit Committee is also authorised to:
1.
investigate any activity within its terms of reference;
2.
seek any information from any employee;
3.
have full access to information contained in the
records of the Company;
4.
obtain outside legal and professional advice;
5.
secure attendance of outsiders with relevant
expertise, if it considers necessary;
6.
call for comments from the auditors about internal
control systems and scope of audit, including the
observations of the auditors;
7.
review financial statements before submission to
the Board; and
8.
discuss any related issues with the internal auditors,
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.
internal audit reports relating to internal control
weaknesses;
4.
the
appointment,
removal
and
terms
of
remuneration of the chief internal auditor; and
5.
statement of deviations:
a.
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;
and
b.
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 Chairperson of the Audit Committee was present at
the Annual General Meeting of the Company held on July
28, 2023.
The Committee considered all the matters as per its terms
of reference at its meetings held at periodic intervals.
The Audit committee oversees the functioning of the
Whistle Blower / Vigil Mechanism of the Company. The
Company’s 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. It is affirmed that no person
has been denied access to the Chairperson of the Audit
Committee.
The Internal Auditors report directly to the Audit
Committee.
During the year, the Committee discussed with the
statutory auditors of the Company, the overall scope
and plans for carrying out the independent audit. The
management represented to the Committee that
the Company’s financial statements were prepared in
accordance with the prevailing laws and regulations.
The Committee 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 Regulation 19 of
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.
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:
1.
to
formulate
the
criteria
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;
2.
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;
Corporate Governance Report
Reliance Infrastructure Limited
80
3.
to formulate the criteria for evaluation of the
performance of the Independent Directors, the
Board and the Committees thereof;
4.
to devise a policy on Board diversity;
5.
to identify persons who are qualified to become
Directors and who may be appointed in Senior
Management in accordance with the criteria laid
down and to recommend their appointment to
and/or removal from the Board;
6.
to formulate a process for selection and appointment
of new Directors and succession plans;
7.
to recommend to the Board from time to time, a
compensation structure for Directors and the Senior
Management Personnel;
8.
to review and recommend to the Board whether
to extend or continue the term of appointment
of Independent Director on the basis of the report
of performance evaluation of the Independent
Directors;
9.
to perform functions relating to all share based
employee benefits pursuant to the requirements
of Securities and Exchange Board of India (Share
Based Employees Benefits) Regulations, 2014; and
10.
to recommend to the Board all the remuneration in
whatever form payable to senior management of
the Company.
The Board has carried out the evaluation of the Board
of Directors including Independent 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 28, 2023.
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 for attending each meeting of the Board and
its Committee(s) alongwith reimbursement of expenses, if
any. 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 Listing Regulations, with respect to the remuneration
paid to Shri Punit Garg, Executive Director and CEO, the
details are as under:
a.
All elements of remuneration package such as
salary, benefits, bonuses, pensions etc. - Nil
b.
Details of fixed component and performance linked
incentives along with the performance criteria:
Fixed component – Nil
Perquisites – Nil
Performance Linked Incentives – Nil
c.
Service Contracts – No
Notice Period – 3 months
Severance Fees – No
d.
Stock option details, if any – Not Applicable
IV.
Stakeholders’ Relationship Committee
The Stakeholders’ Relationship Committee comprises of
Ms. Chhaya Virani as Chairperson and Shri K. Ravikumar,
and Ms. Manjari Kacker, Independent Directors and Shri
Punit Garg, Executive Director and CEO as Members.
The composition and terms of reference of Stakeholders’
Relationship Committee are in compliance with the
provisions of Section 178 of the Act, and Regulation 20
of the 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:
1.
to consider and resolve the grievances of the security
holders of the Company including complaints
related to transfer/transmission of shares, non-
receipt of annual reports, issue of new/duplicate
certificates and non-receipt of declared dividends;
2.
to review and approve the transfer, transmission
and transposition of securities of the Company or to
sub-delegate such powers;
3.
to approve the issue of letter of confirmation in lieu
of new/duplicate certificates for shares/debentures
or such other securities;
4.
to review the transfer of amount and shares to the
Investor Education and Protection Fund;
5.
to review periodical reports which may be in the
interest of the Stakeholders’ of the Company;
6.
to review measures taken for effective exercise of
voting rights by shareholders;
7.
to review adherence to the service standards
adopted by the Company in respect of various
services being rendered by the Registrar & Transfer
Agent and monitor their functioning;
8.
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
9.
to carry out such other functions as may be
delegated by the Board.
Corporate Governance Report
Reliance Infrastructure Limited
81
Details of Investors’ Grievances
Investor Complaints
Nos
Complaints pending at the beginning of the
financial year
-
Complaints received during the financial year
2,190
Complaints disposed off during the financial year
2,189
Complaints remaining unresolved at the end of
the financial year
1
Notes:
a.
Investors’ queries / grievances are normally attended
within a service standard period of 3 to 7 days from
the date of receipt thereof, except in cases involving
external agencies or compliance with longer procedural
requirements specified by the authorities concerned.
All the complaints received during the year has been
responded / resolved within the service standard period.
b.
Outstanding complaint as at the end of the financial year
under review was resolved on April 2, 2024, within its
service standard period.
c.
The above table includes complaints received by the
Company from SEBI SCORES, through Stock Exchanges
and directly from the investors and are mainly relating
to non- receipt of dividend warrants, non-receipt of
certificates, shareholding related queries, KYC update,
demat of shares and non-receipt of Annual Report.
V.
Corporate
Social
Responsibility
("CSR")
and
Sustainability Committee
The CSR and Sustainability Committee consists of
Shri S. S. Kohli as Chairman and Ms. Manjari Kacker,
Shri K. Ravikumar, Ms. Chhaya Virani, Independent
Directors and Shri Punit Garg, Executive Director and CEO
as Members. The Company Secretary acts as the Secretary
to the CSR and Sustainability Committee. Pursuant to
Section 135 of the Act, the Committee has formulated
and recommended to the Board a 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
Committee constitution and the terms of reference meet
with the statutory requirements.
The terms of reference of the Committee, inter alia,
includes the following:
1.
formulate and recommend to the Board, a CSR
Policy which shall indicate the activities to be
undertaken by the Company as specified in Schedule
VII of the Companies Act, 2013;
2.
recommend the amount of expenditure to be
incurred on the activities referred to in clause 1.
above;
3.
monitor the CSR Policy of the Company from time
to time; and
4.
to review governing policies and principles related
to BRSR and recommend the Annual BRSR Report
to the Board for approval.
VI.
Risk Management Committee
The Risk Management Committee comprises of Shri
K. Ravikumar as Chairman, Shri S. S. Kohli, Ms. Chhaya
Virani and Ms. Manjari Kacker, Independent Directors, Shri
Dalip Kumar Kaul, Nominee Director and Shri Punit Garg,
Executive Director and CEO as Members. The Committee
has also Shri Vijesh Babu Thota, CFO 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
Board of Directors of the Company.
The terms of reference of the Committee, inter alia,
includes the following:
1.
to formulate a detailed risk management policy
which shall include:
a.
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;
b.
measures for risk mitigation including systems
and processes for internal control of identified
risks; and
c.
business continuity plan;
2.
to ensure that appropriate methodology, processes
and systems are in place to monitor and evaluate
risks associated with the business of the Company;
3.
to monitor and oversee implementation of the
risk management policy, including evaluating the
adequacy of risk management systems;
4.
to periodically review the risk management policy,
at least once in two years, including by considering
the changing industry dynamics and evolving
complexity;
5.
to keep the Board informed about the nature and
content of its discussions, recommendations and
actions to be taken; and
6.
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 the Committees.
VII.
Compliance Officer
Shri Paresh Rathod is the Company Secretary and
Compliance Officer of the Company.
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
Corporate Governance Report
Reliance Infrastructure Limited
82
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 serves as an
interface between the management and the regulatory
bodies for governance, statutory, and regulatory issues.
The Company Secretary’s advice and services are available
to all the Directors of the Company.
VIII. Senior Management
Particulars of senior management and the changes therein
during the year under review is provided as under:
Name of Senior
Management Personnel
Function
Shri Vijesh Babu Thota
Chief Financial Officer
Shri Paresh Rathod
Company Secretary and Compliance
Officer
Shri Anil Sa Kumar
Chief Human Resource Officer (upto
February 3, 2024)
Shri Jaidip Chatterjee
Chief Human Resource Officer (with
effect from March 11, 2024)
Shri Prashant Kumar
CEO-EPC Business
Shri Rajesh Dhingra
President - Defence Business
Shri Neeraj Parakh
Senior Executive Vice President, Central
Procurement Group
Shri Asheesh Chaturvedi
Finance Controller
Shri Kaushik Patra
Head - Internal Audit
IX.
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:
Financial
Year
Date and Time
Whether Special
Resolution passed
2022-2023
July 28, 2023
at 10.00 a.m.
Nil
2021-2022
July 02, 2022
at 12.00 p.m.
Yes, 3 Special Resolutions were
passed
2020-2021
September 14,
2021 at 2.00 p.m.
Nil
During the year under review, the Company did not hold any
Extraordinary General Meeting.
2.
Postal Ballot
The Company had issued a Postal Ballot Notice along
with Postal Ballot Form dated August 5, 2023 in terms
of Section 110 of the Act and results thereof were
announced on September 5, 2023. One special resolution
for Issue of Equity Shares on Preferential Basis was passed
with 99.64% 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.
X.
Details of Utilisation
During the year under review, the Company has fully
utilized the funds that were pending utilization out of the
funds raised in financial year 2022-23, upon allotment
of equity shares in terms of the preferential issue to the
promoter group entity and another investor.
XI.
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
The Company’s website www.rinfra.com contains a
separate dedicated section on ‘Investor Relations’.
It contains comprehensive database of information
of
interest
to
the
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
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
Corporate Governance Report
Reliance Infrastructure Limited
83
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
National Stock Exchange of India 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 Limited for corporates. The Shareholding
Pattern, Corporate Governance Report, Corporate
Announcements, Media Releases, Financial Results,
Annual Report, etc. are filed electronically on the
Listing Centre.
g.
Unique Investor Helpdesk
Exclusively for investor servicing, the Company
has set up unique investor help desk with multiple
access modes as under:
Toll free no. (India)
: 1800 309 4001
Telephone no.
: +91 40 6716 1500
Facsimile no.
: +91 40 6716 1791
E-mail
: rinfra@kfintech.com
Whatsapp no.
: +91 91000 94099
XII. Subsidiary Companies
All the subsidiary companies are managed by their
respective Boards.
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 are placed before the
Audit Committee / Board. Related party transactions to
which the subsidiary is a party but the Company is not, are
placed before the Audit Committee of the Company for
prior approval, if the value of such transaction exceeds the
limits specified under Listing Regulations.
The Company has formulated policy for determining
material subsidiaries which is available 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 incorporated in
Delhi on July 4, 2021. M/s Ravi Rajan & Co. LLP were
appointed as Statutory Auditors of both these Companies
at the respective AGMs held on 24.10.2020. Shri S S
Kohli and Shri K. Ravikumar, the Independent Directors
of the Company are on the Boards of these Companies
respectively.
Both 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 Regulation 24A
of the Listing Regulations.
XIII. Disclosures
a.
During the last three financial years, there is no non-
compliance by the Company / penalties, strictures
imposed on the Company by stock exchange(s)
or SEBI or any statutory authority except for
payment of fine for an inadvertent and minor delay
in compliance with Regulation 50(1) of the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 for the period January 31, 2021
and March 31, 2021. No further action is required
in this regard.
b.
Related Party Transactions
During the Financial Year 2023-24, 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
Statement. 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 statement, 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 CEO of the
Company is given below:
Corporate Governance Report
Reliance Infrastructure Limited
84
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 2023-24.
Punit Garg
Executive Director and CEO
e.
CEO and CFO Certification
Shri Punit Garg, Executive Director and CEO and
Shri Vijesh Babu Thota, CFO 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 statement for the year ended March 31,
2024 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 or 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
lying in the “Reliance Infrastructure Limited - Unclaimed
Suspense Account” as on March 31, 2024 were as under:
Sr.
No.
Particulars
No. of
shareholders
No. of
shares
a.
Aggregate number of
shareholders and the
outstanding shares lying
in suspense account as on
April 01, 2023
106
1870
b.
Number of shareholders
who approached listed
entity for transfer of shares
from suspense account
during April 01, 2023 to
March 31, 2024
0
0
c.
Number of shareholders
to whom shares were
transferred from suspense
account during April 01,
2023 to March 31, 2024
0
0
d.
Number of Shares
transferred to Investor
Education and Protection
Fund
27
164
e.
Aggregate number of
shareholders and the
outstanding shares lying
in suspense account as on
March 31, 2024
79
1706
The voting rights on the shares outstanding in the ‘Reliance
Infrastructure Limited- Unclaimed Suspense Account’ as
on March 31, 2024 shall remain frozen till the rightful
owner of such shares claims the shares.
XVI. Agreements binding the Company
During the year under review, no agreement has been
executed impacting the management or control of the
Company or impose any restriction or create any liability
upon the Company, which is not in the normal course of
business.
XVII. Fees to Statutory Auditors
The details of fees paid to M/s. Chaturvedi & Shah
LLP, Chartered Accountants, Statutory Auditors by the
Corporate Governance Report
Reliance Infrastructure Limited
85
Company for the year ended March 31, 2024 are as
follows:
Sr.
No.
Particulars
Amount
(` In Lakhs)
1.
Audit Fees
85.00
2.
Other Matter
-
Total
85.00
XVIII. Disclosures in relation to the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013
As reported by Internal Complaint Committee, the details
of complaints are as under:
Sr.
No.
Particulars
Details
1.
No. of complaints filed during the
Financial Year
Nil
2.
No. of complaints disposed off during
the Financial Year
Nil
3.
No. of complaints pending as on end of
the Financial Year
Nil
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.
XX. 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.
XXI. 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.
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
During the year, the Company is fully compliant with the mandatory requirements of the Listing Regulations as under.
Sr.
No.
Particulars
Regulations
Compliance
Status
Compliance Observed
1.
Board of Directors
17
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
2.
Maximum No. of Directorships
17A
Yes
•
Directorships in listed entity
3.
Audit Committee
18
Yes
•
Composition & Meetings
•
Quorum
•
Powers of the Committee
•
Role of the Committee and review of information by the
Committee
4.
Nomination and Remuneration
Committee
19
Yes
•
Composition & Meetings
•
Quorum
•
Role of the Committee
5.
Stakeholders’ Relationship
Committee
20
Yes
•
Composition & Meetings
•
Role of the Committee
6.
Risk Management Committee
21
Yes
•
Composition & Meetings
•
Role of the Committee
Reliance Infrastructure Limited
86
Sr.
No.
Particulars
Regulations
Compliance
Status
Compliance Observed
7.
Vigil Mechanism
22
Yes
•
Review of Vigil Mechanism for Directors and employees
•
Direct access to Chairman of Audit Committee
8.
Related Party Transactions
23
Yes
•
Policy of Materiality of Related Party Transactions and
dealing with Related Party Transactions
•
Approval including omnibus approval of Audit Committee
•
Review of Related Party Transactions
•
No material Related Party Transactions
•
Disclosure to Stock Exchange & on Website
•
Disclosure of Related Party Transactions on consolidated
basis
•
Approval for Subsequent Material Modification by Audit
Committee and shareholders.
9.
Corporate Governance
requirements with respect to
Subsidiary of the Company
24
Yes
•
Appointment of Company’s Independent Director on the
Board of material subsidiary
•
Review of financial statements of subsidiary by the Audit
Committee
•
Minutes of the Board of Directors of the subsidiaries are
placed at the meeting of the Board of Directors
•
Significant transactions and arrangements of subsidiary are
placed at the meeting of the Board of Directors
10.
Secretarial Audit and Secretarial
Compliance Report
24A
Yes
•
Secretarial Audit Report
•
Secretarial Compliance Report
11.
Obligations with respect to
Independent Directors
25
Yes
•
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
12.
Obligations with respect to
employees including Senior
Management, Key Managerial
Personnel, Directors and
Promoters
26
Yes
•
Membership / Chairmanship(s) in Committee(s)
•
Affirmation on compliance of Code of Conduct by Directors
and Senior Management
•
Disclosures by Senior Management about potential conflicts
of interest
•
No agreement with regard to compensation or profit sharing
in connection with dealings in securities of the Company by
Key Managerial Persons, Director and Promoter
13.
Vacancies in respect of certain
Key Managerial Personnel
26A
•
Filling of vacancy in the office of Chief Executive Officer,
Managing Director, Whole Time Director or Manager
•
Filling of vacancy in the office of Chief Financial Officer
14.
Other Corporate Governance
requirements
27
Yes
•
Compliance with discretionary requirements
•
Filing of quarterly compliance report on Corporate
Governance
15.
Website
46(2) (b)
to (i)
Yes
•
Terms and conditions for appointment of Independent
Directors
•
Composition of various Committees of the Board of Directors
•
Code of Conduct of Board of Directors and Senior
Management Personnel
•
Details of establishment of Vigil Mechanism / Whistleblower
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
Corporate Governance Report
Reliance Infrastructure Limited
87
Corporate Governance Report
Practicing Company Secretary’s Certificate Regarding Compliance of Conditions of Corporate Governance
To,
The Members
Reliance Infrastructure Limited
Reliance Centre, Ground Floor,
19, Walchand Hirachand Marg,
Ballard Estate, Mumbai-400001
We have examined the compliance of the conditions of Corporate Governance by Reliance Infrastructure Limited ("the Company") for
the year ended on March 31, 2024, 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 ("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, 2024.
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: 30.05.2024
UDIN: F006988F000443457
Reliance Infrastructure Limited
88
Corporate Governance Report
Certificate of Non-Disqualification of Directors
(Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the Stock Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015 "Listing Regulations")
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 clause 10(i) of the Listing
Regulations.
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, 2024, 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 as on March 31, 2024:
Sr.
No.
Name of Director
DIN
Date of Appointment in
Company
Date of Cessation
1.
Shri Sateesh Seth
00004631
24/11/2000
-
2.
Shri S S Kohli
00169907
14/02/2012
-
3.
Shri K Ravikumar
00119753
14/08/2012
-
4.
Shri Punit Garg
00004407
06/04/2019
-
5.
Ms. Manjari Kacker
06945359
14/06/2019
-
6.
Ms. Chhaya Virani
06953556
30/09/2022
-
7
Shri Dalip Kumar Kaul
03559330
08/11/2023
-
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 : 30.05.2024
UDIN: F006988F000443589
Reliance Infrastructure Limited
89
Investor Information
A.
Annual General Meeting
The 95th Annual General Meeting (AGM) is scheduled to
be held on Saturday, August 03, 2024 at 10.00 A.M.
(IST), through Video Conferencing (VC) / Other Audio
Visual Means (OAVM).
B.
Financial year of the Company
The Financial Year of the Company is from April 1 to
March 31 every year.
C.
Dividend Payment Date
The Board of Directors of the Company has not
recommended any dividend for the Financial Year.
D.
Listing on Stock Exchanges
The Company’s equity shares are actively traded on BSE
Limited (BSE) and the National Stock Exchange of India
Limited (NSE).
Listings of Equity Shares on Indian Stock Exchanges
BSE
Phiroze Jeejeebhoy Towers
Dalal Street, Fort
Mumbai 400001
Website : www.bseindia.com
NSE
Exchange Plaza, 5th Floor
Plot No C /1, G Block
Bandra-Kurla Complex
Bandra (East), Mumbai 400 051
Website : www.nseindia.com
ISIN
ISIN for equity shares: INE036A01016
Listings of Debt Securities on Indian Stock Exchanges
The Debt Securities of the Company are listed on the Wholesale
Debt Market (WDM) Segment of BSE and NSE.
Debenture Trustees
Axis Trustee Services Limited
Axis House C-2,
Wadia International Centre
Pandurang Budhkar Marg,
Worli, Mumbai 400 025
Website: www.axistrustee.in
IDBI Trusteeship Services Limited
Asian Building, Ground Floor 17
R Kamani Marg
Ballard Estate,
Mumbai 400 001
Website: www.idbitrustee.com
Payment of Listing Fees and Depository Fees
Annual Listing fees to the Stock exchanges and annual custody/
issuer fees to the depositories for the year 2024-2025 has been
paid by the Company.
E.
Stock codes
Stock codes for equity shares
BSE : 500390
NSE : RELINFRA
F.
Market Information –
Stock Price and Volume
BSE Limited (BSE)
National Stock Exchange of India Limited (NSE)
Month
High
`
Low
`
Volume
Nos.
High
`
Low
`
Volume
Nos.
April 2023
168.85
145.00
43,42,031
168.85
145.10
4,68,16,385
May 2023
159.30
131.40
68,81,263
159.45
131.40
4,35,52,429
June 2023
158.00
131.40
77,76,914
158.00
131.50
6,39,84,696
July 2023
190.65
134.85
1,55,32,130
190.90
134.75
13,17,14,162
August 2023
215.50
156.40
75,16,715
215.50
155.65
9,08,44,337
September 2023
196.00
166.25
14,53,017
196.20
165.60
1,77,50,875
October 2023
181.00
155.30
9,13,570
181.30
154.75
1,38,89,038
November 2023
192.30
169.00
34,90,704
192.40
169.25
3,28,00,626
December 2023
232.00
185.15
83,07,037
232.00
185.55
6,66,57,325
January 2024
248.30
203.70
90,39,186
248.45
203.25
8,39,09,031
February 2024
251.40
193.95
59,73,076
251.70
194.00
7,51,27,612
March 2024
288.00
181.70
90,35,558
287.70
181.60
12,51,92,091
G.
Share Price Performance in comparison with broad based indices – BSE Sensex and NSE Nifty as on March 31, 2024
Period
Reliance Infrastructure (%)
Sensex BSE (%)
Nifty NSE (%)
FY 2023-2024
87.83
24.85
28.61
2 years
141.27
25.75
27.84
3 years
671.94
48.76
51.98
Reliance Infrastructure Limited
90
Investor Information
H.
Registrar and Transfer Agent of the Company and
Investors’ correspondence
Shareholders/Investors
are
requested
to
forward
documents related to transmission, dematerialisation
requests (through their respective Depository Participant),
KYC Updation requests, IEPF Claims and other related
correspondences directly to Registrar and Transfer
Agent of the Company, KFin Technologies Limited
(“KFintech”/"RTA") at the below mentioned address:
KFin Technologies Limited
Unit: Reliance Infrastructure Limited
Selenium Building, Tower-B,
Plot No 31 & 32, Financial District,
Nanakramguda, Hyderabad 500 032,
Telangana, India
Toll Free no. :1800 309 4001
Whatsapp no: +91 91000 94099
KPRISM (Mobile Application):
https://kprism.kfintech.com/
Kfintech Corporate Website:
https://www.kfintech.com
RTA Website:
https://ris.kfintech.com
Email:
einward.ris@kfintech.com
Investor Support Centre
(DIY Link):
https://ris.kfintech.com/
clientservices/isc
Depository services
For guidance on depository services, shareholders may
write to the RTA or to National Securities Depository Limited
(NSDL) and Central Depository Services (India) Limited (CDSL)
(collectively, "Depositories") at the following address:
NSDL
CDSL
Trade World, A Wing, 4th Floor,
Marathon Futurex, A-Wing,
Kamala Mills Compound,
25th Floor, N M Joshi Marg,
Lower Parel, Mumbai 400 013,
Lower Parel (E), Mumbai 400013
website: www.nsdl.co.in
website: www.cdslindia.com.
I.
Share Transfer System
In terms of Regulation 40(1) of the Securities and
Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulation 2015 ("Listing Regulations"),
as amended from time to time, transfer, transmission
and transposition of securities shall be effected only in
dematerialized form. Pursuant to SEBI Circular dated
January 25, 2022, the listed companies shall issue the
securities in dematerialized form only, for processing
any service requests from shareholders viz., issue of
duplicate share certificates, endorsement, transmission,
transposition, etc. After processing the service request, a
letter of confirmation will be issued to the shareholders
and shall be valid for a period of 120 days, within which
the shareholder shall make a request to the Depository
Participant for dematerializing those shares. If the
shareholders fail to submit the dematerialisation request
within 120 days, then the Company shall credit those
shares in the Suspense Escrow Demat account held by the
Company. Shareholders can claim these shares transferred
to Suspense Escrow Demat account on submission of
necessary documents to KFintech.
J.
Shareholding Pattern
Sl.
No.
Category
As on 31.03.2024
As on 31.03.2023
Number of
Shares
%
Number of
Shares
%
(A)
Shareholding of Promoter and Promoter Group
(i)
Indian
6,53,63,424
16.50
6,53,63,424
18.58
(ii)
Foreign
-
-
-
-
Sub Total (A)
6,53,63,424
16.50
6,53,63,424
18.58
(B)
Public shareholding
(i)
Institutions:
Insurance Companies
68,18,097
1.72
1,01,95,823
2.90
Foreign Institutional Investors (FII) / Foreign
Portfolio Investors (FPI)
4,66,37,304
11.77
43,07,29,19
12.24
Mutual Funds /UTI
11,49,904
0.29
18,686
0.01
Financial Institutions/Banks
6,15,927
0.16
7,49,283
0.21
Others
60,201
0.02
60,201
0.02
(ii)
Non-institutions
27,50,36,337
69.43
23,01,50,342
65.42
Sub Total (B)
33,03,17,770
83.39
28,42,47,254
80.80
(C)
Shares held by Custodian and against which Depositary
Receipts have been issued -
-
-
17,29,322
0.49
Sub Total (C)
-
-
17,29,322
0.49
(D)
ESOS Trust
4,50,000
0.11
4,50,000
0.13
Sub Total (D)
450000
0.11
4,50,000
0.13
GRAND TOTAL (A) + (B) + (C) + (D)
39,61,31,194
100.00
35,17,90,000
100.00
Reliance Infrastructure Limited
91
Investor Information
Distribution of shareholding
Number of shares
Number of
Shareholders as on
31.03.2024
Total shares
as on 31.03.2024
Number of
Shareholders as on
31.03.2023
Total shares
as on 31.03.2023
Number
%
Number
%
Number
%
Number
%
1 – 500
6,42,614
96.53
2,16,25,732
5.46
6,89,504
96.48
2,34,42,831
6.66
501 - 5,000
19,219
2.89
29,050,043
7.33
21,254
2.97
3,16,32,799
8.99
5,001 - 1,00,000
3,625
0.54
67,366,323
17.01
3,634
0.51
6,53,51,090
18.58
1,00,001
and above
271
0.04
27,80,89,096
70.20
293
0.04
23,13,63,280
65.77
Total
6,65,729
100.00
39,61,31,194
100.00
7,14,685
100.00
35,17,90,000
100.00
K.
Dematerialization of shares and liquidity
The equity shares of the Company are compulsorily traded
in dematerialized form as mandated by SEBI. As on March
31, 2024, 99.47% of the Company’s equity shares are
held in dematerialised form.
The detailed procedure for dematerialisation of shares is
available on the website of the RTA at https://ris.kfintech.
com/faq.html
L.
Outstanding global depository receipts (GDRs) or
warrants or any convertible instruments, conversion
date and likely impact on equity
During the year, the Company has terminated its GDR
Program and accordingly, all the outstanding GDRs have
been converted to its underlying equity shares.
There are no outstanding warrants or any other convertible
instruments that are likely to have impact on equity of the
Company.
M.
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.
N.
Plant Locations
1.
Samalkot Power Plant: Industrial Devp. Area
Pedapuram, Samalkot 533 440, Andhra Pradesh.
2.
Wind Farm: Near Aimangala 577, 558 Chitradurga,
District Karnataka.
O.
Credit Rating & Details of Revision, If any
The Company's Non Convertible Debentures (NCDs) as
well as Long Term and Short Term Bank facilities have
been rated by CARE as CARE-D (Issuer not co-operating)
and by India Ratings as IND-D. Brickworks Ratings has
given rating of BWR D for Long term Loans.
During the year under review, there is no revision in the
ratings given by the above rating agencies.
P.
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
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
Q.
Other Information:
Unclaimed dividend/ Shares
Pursuant to the provisions of Sections 124 and 125
of the Companies Act, 2013 ("Act") and the Investor
Education and Protection Fund Authority (Accounting,
Audit, Transfer and Refund) Rules, 2016 (IEPF Rules),
the Company has transferred ` 2,50,50,095/- from the
Unclaimed Dividend account to the IEPF pertaining to the
year 2015-16 on December 06, 2023. The Company
has also transferred to the IEPF Authority, 1,97,782
equity shares of `10 each, pertaining to the year 2015-
16 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 04, 2023.
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.
Reliance Infrastructure Limited
92
Investor Information
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 as per the following table:
Financial year
ended
Dividend per share
(in `)
Date of declaration
Due for transfer on
Outstanding unclaimed
dividend as on March 31,
2024 (in `)
2016-17
9.00
September 26, 2017
November 2, 2024
2,90,66,022.00
2017-18
9.50
September 18, 2018
October 25, 2025
2,21,34,363.50
Members who have so far not encashed dividend warrants for the aforesaid years are requested to approach KFintech
immediately.
The Company individually communicates 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.
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 or Kfintech.
The voting rights on the shares transferred to IEPF Authority shall remain frozen till the rightful owner claims the shares.
Equity History for past ten years
Sr.
No.
Dates
Particulars
Price per
equity Share
( `)
Number of
Shares
Cumulative
Total
1.
01.04.2014
Outstanding equity shares
26,29,90,000
2.
16.11.2022
Conversion of Warrants into Equity Shares 1
62
+ 1,21,00,000
27,50,90,000
3.
7.12.2022
Conversion of Warrants into Equity Shares 2
62
+ 1,21,00,000
28,71,90,000
4.
13.01.2023
Conversion of Warrants into Equity Shares 3
62
+ 6,46,00,000
35,17,90,000
5.
05.09.2023
Issue of equity shares 4
201
+4,43,41,194
39,61,31,194
6.
31.03.2024
Total Number of outstanding equity shares as on
31.3.2024
39,61,31,194
Notes:
1.
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 that were allotted on July 19, 2021.
2.
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
that were allotted on July 19, 2021.
3.
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
that were allotted on July 19, 2021.
4.
Pursuant to the approval of the Board of Directors on September 05, 2023 Company had issued and allotted 4,43,41,194
equity shares of ` 10 each to Reliance Commercial Finance Limited, a wholly owned subsidiary of Authum Investment &
Infrastructure Limited, consequent upon conversion/ appropriation of its existing outstanding dues.
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.
Investor Centre
As an ongoing endeavour to enhance Investor experience and leverage new technology, Company’s RTA has been continuously
developing new applications, a list of is given below:
(i)
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
Reliance Infrastructure Limited
93
Investor Information
(ii)
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.
(v)
Senior Citizens - To enhance the investor experience
for Senior Citizens, a Senior Citizens investor cell has
been newly formed to assist exclusively the Senior
Citizens in redressing their grievances, complaints and
queries which shall closely monitor the complaints
coming from Senior Citizens through this channel.
This service can be availed by sending email to
"senior.citizen@kfintech.com"
Members holding shares in physical mode
SEBI through its various circulars (its last circular dated March
16, 2023) had mandated the RTA to freeze the folios of all
shareholders holding physical securities if they do not furnish
the details of PAN, Nomination, Contact details, Bank A/c
details and Specimen signature by September 30, 2023.
SEBI vide circular SEBI/HO/MIRSD/ MIRSD-PoD-1/P/
CIR/2023/158 dated September 26,2023, extended the due
date for submission of above documents from September 30,
2023 to December 31, 2023 .
Shareholders are requested to note that pursuant to SEBI
circulars dated November 03, 2021 (subsequently amended
by circulars dated December 14, 2021, March 16, 2023
and November 17, 2023) those holding securities in physical
form, whose folio(s) were not updated with PAN,KYC details,
Bank Account Details, signature, choice of nomination, shall
be eligible for any payment including dividend, interest or
redemption in respect of such folios, only through electronic
mode with effect from April 01, 2024.
Further, based on feedback from investors and to mitigate
unintended challenges, provision of freezing of folios and
referring it to the administering authority under the Benami
Transactions (Prohibitions) Act,1988 and/or Prevention of
Money Laundering Act, 2002 has been done away with
immediate effect.vide SEBI circular SEBI/HO/MIRSD/ MIRSD-
PoD-1/P/CIR/2023/181 dated November 17, 2023. In view
of the above. Members are urged to submit their aforesaid
details to the Company/RTA at einward.ris@kfintech.com if not
already done.
Shareholders are requested to register/update their email address
and mobile numbers with Company/KFintech for receiving
all communications from the Company electronically and to
register the nomination details in respect of their shareholding
in the Company by submitting the prescribed forms.
The security holder(s), whose folio(s) do not have PAN or
Choice of Nomination or other Contact Details shall be eligible
to lodge grievance or avail any service request from the RTA
only after furnishing the same and for any payment including
dividend, interest or redemption in respect of such folios, only
through electronic mode with effect from April 01, 2024.
Register for SMS alert facility
Investor should register with their Depositary Participant (DP)
for the SMS alert facility. Both Depositories viz. NSDL and 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.
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) for small
investors
SEBI has stated that all the Depository Participants (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/-
SEBI Complaint Redressal System (SCORES 2.0)
The investors’ complaints are also being processed through the
centralized web based complaint redressal system. The salient
features of SCORES include availability of centralised database of
the compliants and provision for the Company to upload online
action taken reports. 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.
SEBI has launched the new version of the SEBI Complaint Redress
System (SCORES 2.0) and with effect from March 28, 2024,
the old version of SCORES has been closed for lodging complaint
However investors can check status of their complaints lodged
in old SCORES on the old portal. Investors can lodge complaints
only through new version of SCORES i.e. https:// scores.sebi.gov.
in from April 01, 2024.
Online Dispute Resolution (ODR) Mechanism
SEBI
vide
Circular
Nos.
SEBI/HO/OIAE/OIAE_IAD-1/P/
CIR/2023/131 dated July 31, 2023, and SEBI/HO/OIAE/
OIAE_IAD-1/P/CIR/2023/135
dated
August
4,
2023,
read with Master Circular No. SEBI/HO/ OIAE/OIAE_IAD-
1/P/CIR/2023/145 dated July 31, 2023 (updated as on
August 11, 2023), has established a common Online Dispute
Resolution Portal (“ODR Portal”) for resolution of disputes
arising in the Indian Securities Market.
Pursuant to above-mentioned circulars, the Company has
enrolled on the ODR Portal and the investors can initiate dispute
resolution through the ODR Portal (https://smartodr.in/login).
This option can be exercised by the investor after exhausting
other options like lodging direct compliant with the Company or
escalating the same through SCORES Portal. The details of the
same can also be accessed through the Company’s website.
94
Reliance Infrastructure Limited
Standalone Financial
Statement
Reliance Infrastructure Limited
95
Reliance Infrastructure Limited
95
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, 2024, 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 material accounting
policies and other explanatory information (hereinafter referred
to as “the standalone financial statements”), which includes 3
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 37 and 38 to the standalone financial
statements regarding the Company’s exposure to an
EPC Company as on March 31, 2024 aggregating to
` 6,503.21 Crore (net of provision of ` 3,972.17 Crore).
The Company has also provided corporate guarantees
aggregating to ` 1,216 Crore (net of Corporate Guarantee
given of Rs. 384 Crore settled at Rs. 76.80 Crore) on behalf
of the aforesaid EPC Company towards its borrowings.
According to the Management of the Company, these
amounts have been provided mainly for general corporate
purposes and towards funding of working capital
requirements of the EPC Company which has been engaged
in providing Engineering, Procurement and Construction
(EPC) services primarily to the Company, its subsidiaries and
its associates. Further during the year, the Company has
initiated pre-institution mediation proceeding against EPC
Company, for recovery before the concerned authority of
the Hon’ble Bombay High Court.
As referred in the above note, the Company had also
provided Corporate Guarantees of Rs. 285 Crore (net of
Corporate Guarantee given of Rs. 4072.29 Crore settled
at Rs. 814.46 Crore) in favour of a company towards its
borrowings. According to the Management of the Company
these amounts have been given for general corporate
purposes.
We were unable to obtain sufficient and appropriate audit
evidence about the relationship, recoverability and possible
obligation towards the Corporate Guarantees given.
Accordingly, we are unable to determine the consequential
implications arising therefrom in the standalone financial
statements of the Company.
2.
We refer to Statement of Changes in Equity of the
Standalone financial statements wherein the loss on
invocation of shares and/or fair valuation of shares held
as investments in Reliance Power Limited (RPower)
aggregating to Rs. 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
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,
2023 and March 31, 2024 would have been lower by Rs.
5,024.88 Crore and Capital Reserve of the Company as at
March 31, 2023 and March 31, 2024 would have been
higher by Rs. 5,024.88 Crore.
Material Uncertainty Related to Going Concern
We draw attention to Note 45 to the standalone financial
statements, wherein the Company has outstanding obligations
to lenders and the Company is also a guarantor for its
subsidiaries whose loans have also fallen due which indicate that
material uncertainty exists that may cast significant doubt on
the Company’s ability to continue as a going concern. However,
for the reasons more fully described in the aforesaid note,
the accounts of the Company have been prepared as a Going
Concern.
Our opinion on the standalone financial statements is not
modified in respect of this matter.
Emphasis of matter
1.
We draw attention to Note 38 to the standalone financial
statement, regarding the exceptional item aggregating
to ` 1133.91 crore (net), for the year ended March
31, 2024, with respect to certain provisions, charge for
interest expense, accrued interest income and income for
arbitration claims.
2.
We draw attention to Note no. 40 and 41 to the standalone
financial statements which describes the impairment
assessment performed by the Company in respect of its
net receivables of Rs. 2,884.70 Crore (“total exposure”)
in eight subsidiaries i.e. Toll Road SPV’s Companies 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 by
independent valuation experts/management as more fully
described in the aforesaid note. Based on management’s
assessment and independent valuation reports, no
impairment is considered necessary on the total exposure,
by the management.
Our opinion on the standalone financial statements is not
modified in respect of the above matters.
Responsibility of Management for the Standalone Financial
Statements
The Company’s 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 financial
96
Reliance Infrastructure Limited
Independent Auditor’s Report on the Standalone Financial Statements
position, financial performance including other comprehensive
loss, changes in equity and cash flows of the Company in
accordance with the accounting principles generally accepted
in India, including the Indian Accounting Standards (Ind AS)
specified under section 133 of the Act.
This responsibility also includes maintenance of adequate
accounting records in accordance with the provisions of the
Act for safeguarding of the assets of the Company and for
preventing and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making
judgments and estimates that are reasonable and prudent; and
design, implementation and maintenance of adequate internal
financial controls that were operating effectively for ensuring
the accuracy and completeness of the accounting records,
relevant to the preparation and presentation of the standalone
financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, management
and Board of Directors are responsible for assessing the
Company’s ability to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the going
concern basis of accounting unless the Board of Directors either
intends to liquidate the Company or to cease operations, or has
no realistic alternative but to do so.
The Board of Directors are also responsible for overseeing the
Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Standalone
Financial Statements
Our responsibility is to conduct an audit of the standalone
financial statements in accordance with Standards on Auditing
and to issue an auditor’s report. However, because of the
matter described in the Basis for Disclaimer of Opinion section
of our report, we were not able to obtain sufficient appropriate
audit evidence to provide a basis for an audit opinion on these
standalone financial statements.
We are independent of the Company in accordance with the
Code of Ethics and provisions of the Act that are relevant to
our audit of the standalone financial statements in India under
the Act, and we have fulfilled our other ethical responsibilities in
accordance with the Code of Ethics and the requirements under
the Act.
Other Matters
1.
i.
The standalone financial Statement include the audited
financial statement and other financial information of
2 joint operations, whose financial statement reflect
total assets of Rs. 106.02 Crore as at March 31,
2024, total revenues of Rs. 50.19 Crore, total net
profit/(loss) after tax of Rs. (1.73) Crore and total
comprehensive income/(loss) of Rs. (1.73) Crore
for the year ended March 31, 2024 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 stated in paragraph above.
ii.
The standalone financial statement includes the
unaudited financial statements and other unaudited
financial information of 1 Joint Operations, whose
financial statements and other financial information
reflect total assets of Rs. 0.03 Crore as at March 31,
2024, total revenue of Rs. Nil, total net loss after tax
and total comprehensive loss of Rs. Nil for the year
ended March 31, 2024 for the year ended March
31, 2024, 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
1.
As required by the Companies (Auditors’ Report) Order,
2020 (“the Order”) issued by the Central Government in
terms of section 143 (11) of the Act, and except for the
possible effects, of the matter described in the Basis for
Disclaimer of Opinion section, we give in the “Annexure A”,
a statement on the matters specified in paragraphs 3 and 4
of the Order, to the extent applicable.
2.
(A) As required by section 143(3) of the Act, we report
that:
a)
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.
b)
Due to the effects/possible effects of the matter described
in the Basis for Disclaimer of Opinion section and for
the matters stated in the paragraph 2(B) (vi) below on
reporting under Rule 11(g), 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.
c)
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
Reliance Infrastructure Limited
97
Reliance Infrastructure Limited
97
Independent Auditor’s Report on the Standalone Financial Statements
in the Basis for Disclaimer of Opinion section, we are unable
to state whether the financial statements comply with the
Indian Accounting Standards specified under section 133 of
the Act.
e)
The matter described in the Basis for Disclaimer of Opinion
section and going concern matter described in the Material
Uncertainty related to Going Concern may have an adverse
effect on the functioning of the Company.
f)
The Company has defaulted in repayment of the obligations
to its lenders and debenture holders which is outstanding as
at March 31, 2024. Based on the legal opinion obtained
by the Company and based on the written representations
received from the directors as on March 31, 2024 taken
on record by the Board of Directors, none of the directors
is disqualified as on March 31, 2024 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, in the paragraph (b)
above on reporting under Section 143(3)(b) and paragraph
2(B)(vi) below on reporting under Rule 11(g).
h)
With respect to the matter to be included in the Auditors’
Report under section 197(16) of the Act:
According to the information and explanations provided to
us, the Company has not paid any managerial remuneration
during the year.
i)
With respect to the adequacy of the internal financial
controls with reference to standalone financial statements
of the Company and the operating effectiveness of such
controls, refer to our separate Report in “Annexure B”.
(B) With respect to the other matters to be included in the
Auditors’ Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our opinion
and to the best of our information and according to the
explanations given to us:
i.
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, 2024 on its financial position in its standalone financial
statements - Refer Note 31 to the standalone financial
statements.
ii.
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.
iii.
There has been no delay in transferring amounts, required
to be transferred, to the Investor Education and Protection
Fund by the Company.
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 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.
v.
The Company has not declared or paid any dividend during
the current year. .
vi.
Based on our examination, which included test check, the
company has used an accounting Software for maintaining its
books of account for the year ended March 31, 2024 which
have a feature of recording audit trail (edit log) facility and
the same has operated throughout the year for all relevant
transactions recorded in software, except that audit trail has
not been enabled at the database level for any direct changes
in database and database table in accounting software SAP
for the year ended March 31, 2024.
Further, during the course of audit, where audit trail (edit
log) facility was enabled and operated for the accounting
software, we did not come across any instance of the audit
trail feature being tampered with.
vii. As Proviso to Rule 3(1) of the Companies (Accounts) Rules,
2014 is applicable from April 01, 2023, reporting under
Rule 11(g) of Companies (Audit and Auditors) Rules, 2014
on preservation of audit trail as per statutory requirements
for record retention is not applicable for the financial year
ended March 31, 2024.
For Chaturvedi & Shah LLP
Chartered Accountants
Firm’s Registration No:101720W/W100355
Parag D. Mehta
Partner
Membership No: 113904
UDIN: 24113904BKFNTQ3880
Place: Mumbai
Date: May 30, 2024
98
Reliance Infrastructure Limited
“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)
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.
c)
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
Gross carrying
value ( ` in
crore)
Held in the
name of
Whether
promoter,
director or
their relative or
employee
Period held
Reason for not being
in the name of the
Company
Leasehold land
at Goa
0.35
The lease
agreements are
in the name
of erstwhile
company
No
Since
December-2001
The lease agreements are
in the names of erstwhile
companies that merged
with the Company under
Section 391 to 394 of
the Companies Act, 1956
pursuant
to
Schemes
of
Amalgamation
as
approved by the Hon’ble
High Courts.
d)
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.
Annexure A” to Auditors’ Report
Reliance Infrastructure Limited
99
Reliance Infrastructure Limited
99
Annexure A” to Auditors’ Report
e)
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.
(ii) a) As explained to us and on the basis of the records examined by us, in our opinion, physical verification of the
inventories have been conducted at reasonable intervals by the management and having regard to the size and nature of
business of the Company and nature of its inventory, the coverage and procedures of such verification by the management
is appropriate. As explained to us and on the basis of the records examined by us, the value of the discrepancies noticed
on physical verification by management did not exceed 10% or more in aggregate of each class of inventory.
b)
In our opinion and according to information and explanation given to us, the Company has been sanctioned working capital
limits in excess of rupees Five Crores, in aggregate, from Banks which are secured on the basis of security of current
assets. The quarterly returns or statements filed by the Company upto Quarter ended December 31, 2023 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:
` In Crore
Particulars
Guarantees
Loans
Aggregate amount granted/ provided during the year
Subsidiaries
-
72.00*
Joint Ventures
-
-
Associates
-
-
Others
-
-
Balance outstanding (net of provision) as at balance sheet date in respect of above cases
Subsidiaries
1575.24
622.68
Joint Ventures
-
-
Associates
-
410.83
Others**
1673.56
4052.71
*
Excludes an amount of Rs. 15 crore converted during the year from Subordinate Debt to Inter Corporate Deposit.
** Others include, Loans granted or advances in the nature of loan granted to EPC company amounting to Rs.4,013.08
Crore (net of provision Rs.3,829.14 crore), and corporate guarantee provided on behalf of the EPC company
amounting to Rs. 1,216 Crore (net of Corporate Guarantee given of Rs. 384 Crore settled at Rs. 76.80 Crore) and
corporate guarantee provided of Rs.285 Crore (net of Corporate Guarantee given of Rs. 4,072.29 Crore settled at
Rs. 814.46 Crore) on behalf of a company towards its borrowings outstanding as on March 31, 2024, 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)
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.
c)
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 Rs. 4,013.08 Crore (net of provision Rs.3,829.14 Crore) and payment of interest of Rs.1,443.08 Crore (Net
of provision Rs.143.03 Crore) by EPC company is delayed from March 31, 2020 i.e. 1461 days as on March 31, 2024.
100
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
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, of the principal and Interest thereon, `
5,313.14 Crore (net of provision Rs.3,972.17 Crore) including principal of Rs. 4,013.08 Crore and Interest of `1,443.08
Crore is overdue for more than ninety days. According to information and explanations given to us, as a matter of prudence
the Company has not recognised interest on the above since April 1, 2020. During the year, the Company has initiated
pre-institution mediation proceeding against EPC Company, for recovery before the concerned authority of the Hon’ble
Bombay High Court.
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
622.68
58.02%
Associates
410.83
38.28%
Others
39.62
3.69%
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.
(iv) Based on the information and explanations given to us in respect of loans, investments, guarantees and securities, except for
the matter referred to in the Basis for Disclaimer of Opinion section in the audit report in respect of which we are unable to
comment for the reasons described therein, the Company has complied with the provisions of Section 185 and 186 of the Act,
to the extent applicable. 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.
(v) 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.
(vi) We have broadly reviewed the books of accounts maintained by the company pursuant to the rules made by the central
Government for the maintenance of cost records under section 148 of the Act and we are of the opinion the prima facie, the
prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the
records with a view to determine whether they are accurate or complete.
(vii) In respect of Statutory dues :
a)
According to the information and explanation given to us and on the basis of our examination of the records of the Company,
undisputed statutory dues including 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 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, 2024 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 6 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
Rs. 28.04*
2017-18
18th September,
2018
Not Yet Paid
* Including Interest of ` 8.43 crore.
Annexure A” to Auditors’ Report
Reliance Infrastructure Limited
101
Reliance Infrastructure Limited
101
Notes to the standalone financial statements for the year ended March 31, 2024
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
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
Joint Commissioner (Appeal),
Department of Trade and Taxes,
New Delhi
Delhi Sales Tax
Sales Tax
129.96
2004-2005
Delhi High Court
West Bengal Value Added
Tax Act, 2003
VAT
56.422
2010-2011
West Bengal Commercial Tax
Appellate and Revisional Board,
Kolkata
West Bengal Value Added
Tax Act, 2003
VAT
4.273
2008-2009
West Bengal Commercial Tax
Appellate and Revisional Board,
Kolkata
Madhya Pradesh Value
Added Tax Act, 2002
VAT
3.124
2009-2010
Madhya Pradesh Commercial
Tax Appellate Board, Bhopal
Central Sales Tax Act, 1956
Central Sales
Tax
0.195
2009-2010
Madhya Pradesh Commercial
Tax Appellate Board, Bhopal
Madhya Pradesh Entry Tax
Act 1976
Entry Tax
0.496
2009-2010
Madhya Pradesh Commercial
Tax Appellate Board, Bhopal
Uttar Pradesh Entry Tax Act,
2007
Entry Tax
0.057
2007-2008
2008-2009
Additional Commissioner Grade
II, Appeals II, Noida
Maharashtra Value Added
Tax Act, 2002
VAT
27.078
2008-2009
2009-2010
2011-2012
2012-2013
Maharashtra Sales Tax Tribunal,
Mumbai
Maharashtra Value Added
Tax Act, 2002
VAT
15.699
2013-2014
2014-2015
Senior Joint Commissioner
(Appeals) of Sales tax, Mumbai
Andhra Pradesh Value Added
Tax Act, 2005
VAT
5.3310
2011-2012
Andhra Pradesh VAT Appellate
Tribunal, Vishakhapatnam
Bihar Value Added Tax Act
, 2005
VAT
2.2811
2013-2014,
2014-
2015
2015-2016
&
2016-17
Joint Commissioner of
Commercial Taxes (Appeal),
Bihar
Income Tax Act, 1961
Income Tax
163.32
(for which the
tax authorities
are the
appellant)
A.Y.
2001-2002,
2002-2003
2003-2004,
2006-2007,
2007-2008 & 2008-
2009
Supreme Court
Income Tax Act, 1961
Income Tax
1251.53
(for which the
tax authorities
are the
appellant)
A.Y.
1998-1999,
1999-2000,
2001-2002,
2003-2004,
2007-2008,
2008-2009, 2009-
2010,
2010-2011, 2011-
2012,
2012-2013,
2016-2017
2017-2018
2018-2019
Bombay High Court
Annexure A” to Auditors’ Report
102
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
Name of Statute
Nature of due
Amount
Period for which the
amount relates
Forum where the dispute is
pending
Income Tax Act, 1961
Income Tax
Penalty
437.03
AY
2014-2015,
2019-2020,
2021-2022
CIT (Appeals), Mumbai
Foreign Trade (Development
and Regulation ) Act ,1992
Duty Drawback
295.36
2008-2009
Supreme Court
Custom Act, 1962
Custom duty
29.36
April 2012- January 2013 Supreme Court
Foreign Trade (Development
and Regulation ) Act ,1992
Duty Drawback
6.10
2009-2010
Director General of Foreign
Trade Policy, Kolkata
Customs Act, 1962
Custom duty
5.57
2012-2013
Custom, Excise and Service Tax
Appellate Tribunal, Mumbai
Customs Act, 1962
Penalty
145.00
2012-2013
Additional Director General DRI
(Adjudication), Mumbai
Customs Act, 1962
Custom duty
3.21
2016-2017
Commissioner (Preventive)
Vijayavada
Customs Act, 1962
Custom duty
0.67
2018-19
Commissioner of Customs
(Appeals), New Delhi
The Central Excise Act, 1944
Excise Duty
0.20
July 2015 to September
2016
Assistant Commissioner of
Central Excise (Appeals-1) ,
Mumbai
Goods & Service Tax
GST
0.14
2017-18
Deputy Commissioner (Appeals),
Goods and Service Tax,
Rajasthan
Includes 1 Rs. 5,000, 2 Rs. 0.20 Crore, 3 Rs. 0.40 Crore, 4 Rs. 1.67 Crore, 5 Rs. 0.04 Crore, 6 Rs. 0.13 Crore, 7 Rs. 0.01 Crore, 8
Rs. 1.17 Crore, 9 Rs. 0.84 Crore, 10 Rs. 1.33 Crore, 11 and Rs. 0.47 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)
i)
Term Loans from Banks
/ Financial Institution
Jammu & Kashmir
Bank
34.00
-
1,604
-
Canara Bank
37.45
0.54
1,746
1,592
J C Flowers Asset
Reconstruction
Private Limited
533.15
741.32
1,425
1,126
ii)
Working Capital Loan
from Banks including
Interest
Canara Bank
182.00
-
1,920
-
ICICI Bank
3.00
-
613
-
Reliance Infrastructure Limited
103
Reliance Infrastructure Limited
103
Notes to the standalone financial statements for the year ended March 31, 2024
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 paid on or
before Balance Sheet
Date (` In Crore)
No. of days delay (Days)
Principal
Interest
Principal
Interest
A)
i)
Term Loans from Banks
/ Financial Institution
Jammu & Kashmir
Bank
27.24
54.48
1,848
1,918
Canara Bank
-
61.83
-
1,685
J C Flowers Asset
Reconstruction
Private Limited
1,079.42
1.00
1,426
1,127
ii)
Working Capital Loan
from Banks including
Interest
Canara Bank
128.62
113.50
2,013
2,013
ICICI Bank
17.05
7.18
839
839
B)
Non Convertible Debentures
Debenture holder
950.54
942.68
1,532
1,469
b)
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.)
c)
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.
d)
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.
e)
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.
f)
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 explanation given to us, during the year, the Company has made
preferential allotment of Equity Shares in accordance with the provisions and requirements of Section 42 of the
Act and the Rules framed thereunder, pursuant to Debt Discharge Agreement and has settled its obligation towards
corporate guarantee. The Company has not made private placement of fully or partly convertible debentures during
the year.
Further amount of Rs. 300.40 crore were pending to be utilised as on March 31, 2023, in our opinion and according
to the explanations given to us the funds raised has been used for the purposes for which the funds were raised.
(xi) a) 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 potential implications for the reasons described therein, no fraud by the Company or
material 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.
Annexure A” to Auditors’ Report
104
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
(xiii) 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 for the reasons described therein, transactions entered into by the Company with the related
parties are in compliance with sections 177 and 188 of the Act, where applicable and the details of related party
transactions as required by the applicable accounting standards have been disclosed in the standalone financial statements.
(xiv) a) In our opinion, and according to the information and explanations given to us, the Company has an internal audit
system commensurate with the size and nature of its business.
b)
We have considered the internal audit reports of the Company issued till date, for the period under audit.
(xv) According to the information and explanation given to us and based on our examination of the records of the Company,
except for the matter referred to in the Basis for Disclaimer of Opinion section in the audit report, in respect of which we
are unable to comment on any potential implications for the reasons described therein, the Company has not entered into
any non-cash transaction with directors or persons connected with him as referred to in Section 192 of the Act.
(xvi) a) To the best of our knowledge and as explained, the Company is not required to be registered under section
45-IA of the Reserve Bank of India Act, 1934.
b)
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.
c)
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.
d)
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 Rs. 659.65 Crore in the current financial year and Rs. 822.49 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 and the various conditions specified under paragraph “Material uncertainty related to Going Concern”
above, which indicates and causes us to believe that material uncertainty exists as on the date of the audit report that the
Company is capable of meeting all its liabilities existing at the date of balance sheet as and when they fall due within a
period of one year from the balance sheet date.
(xx) According to the information and explanations given to us and on the basis of our audit procedures, The Corporate Social
Responsibility (CSR) contribution under section 135 of the Act is not applicable to the Company. Therefore, reporting
under clause 3(xx) (a) & (b) of the Order are not applicable to the Company. (Refer Note No. 35 to the Standalone
Financial Statement).
For Chaturvedi & Shah LLP
Chartered Accountants
Firm’s Registration No:101720W/W100355
Parag D. Mehta
Partner
Membership No: 113904
UDIN: 24113904BKFNTQ3880
Place: Mumbai
Date: May 30, 2024
Annexure A” to Auditors’ Report
Reliance Infrastructure Limited
105
Reliance Infrastructure Limited
105
Annexure B to the Independent Auditor’s Report on the
standalone financial statements of Reliance Infrastructure
Limited for year ended March 31, 2024
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, 2024, 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, 2024, the Company has investments in and
amounts recoverable from an EPC Company aggregating to Rs
6,503.21 Crore (net of provision of Rs 3,972.17 Crore) as also
corporate guarantees aggregating to Rs 1,216 Crore (net of
Corporate Guarantee given of Rs. 384 Crore settled at Rs. 76.80
Crore) given by the Company in favour of the aforesaid EPC
Company towards borrowings of the EPC Company from various
companies including certain related parties of the Company.
Further, the Company provided Corporate Guarantees of Rs. Rs.
285 Crore (net of Corporate Guarantee given of Rs. 4072.29
Crore settled at Rs. 814.46 Crore) in favour of a company
towards its 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, 2024.
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
Parag D. Mehta
Partner
Membership No: 113904
UDIN: 24113904BKFNTQ3880
Place: Mumbai
Date: May 30, 2024
Annexure B to the Independent Auditor’s Report
106
Reliance Infrastructure Limited
Standalone Balance Sheet as at March 31, 2024
(` in Crore)
Particulars
Note No
As at
March 31, 2024
As at
March 31, 2023
I
ASSETS
(1) Non-Current Assets
(a)
Property, Plant and Equipment
4
207.94
302.33
(b)
Capital Work-in-progress
4
1.66
11.42
(c)
Other Intangible Assets
5
-
0.02
(d)
Financial Assets
i. Investments
7(a)
5,928.73
7,666.26
ii. Trade Receivables
8
61.48
40.76
iii. Other Financial Assets
12
10.43
11.92
(e)
Non-Current Tax Assets (Net)
13
2.12
-
Total Non-Current Assets
6,212.36
8,032.71
(2) Current Assets
(a)
Inventories
6
-
3.50
(b)
Financial Assets
i.
Investment
7(b)
1,170.00
527.27
ii.
Trade Receivables
8
399.17
1,348.65
iii.
Cash and Cash Equivalents
9
140.05
307.84
iv.
Bank Balance other than Cash and Cash Equivalents
10
42.43
277.13
v.
Loans
11
5,086.74
5,079.58
vi.
Other Financial Assets
12
1,723.43
1,603.04
(c) Other Current Assets
13
293.01
294.59
Total Current Assets
8,854.83
9,441.60
(3) Non Current Assets Held for sale
14
1.45
-
Total Assets
15,068.64
17,474.31
II
EQUITY AND LIABILITIES
(1)
Equity
(a)
Equity Share Capital
15
396.17
351.83
(b)
Other Equity
16
5,911.10
7,000.23
Total Equity
6,307.27
7,352.06
Liabilities
(2) Non-Current Liabilities
(a) Financial Liabilities
i.
Borrowings
17
129.67
124.92
ii.
Trade Payables
19
(A)
total outstanding dues of micro enterprises and Small
Enterprises
-
-
(B)
total outstanding dues of creditors other than micro
enterprises and small enterprises
22.39
18.72
iii.
Other Financial Liabilities
20
217.24
419.29
(b) Provisions
22
160.00
160.00
(c) Other Non - Current Liabilities
21
339.27
1,234.29
Total Non-Current Liabilities
868.57
1,957.22
(3) Current Liabilities
(a) Financial Liabilities
i.
Borrowings
18
2,930.17
3,246.81
ii.
Trade Payables
19
(A)
total outstanding dues of micro enterprises and Small
Enterprises
14.77
11.73
(B)
total outstanding dues of creditors other than micro
enterprises and small enterprises
1,503.48
1,563.60
iii.
Other Financial Liabilities
20
1,522.19
1,299.47
(b) Other Current Liabilities
21
1,322.06
1,539.00
(c) Provisions
22
1.34
0.02
(d) Current Tax Liabilities (Net)
598.79
504.40
Total Current Liabilities
7,892.80
8,165.03
Total Equity and Liabilities
15,068.64
17,474.31
The accompanying notes form an integral part of the standalone financial statements (1 to 51).
As per our attached Report of even date
For Chaturvedi & Shah LLP
For and on behalf of the Board
Chartered Accountants
Firm Registration No: 101720W/W100355
S S Kohli
DIN – 00169907
}
Directors
Sateesh Seth
DIN - 00004631
Manjari Kacker
DIN – 06945359
K Ravikumar
DIN - 00119753
Parag D. Mehta
Chhaya Virani
DIN – 06953556
V S Verma
DIN – 07843461
Partner
Punit Garg
DIN - 00004407
Executive Director and Chief Executive Officer
Membership No. 113904
Vijesh Babu Thota
Chief Financial Officer
Paresh Rathod
Company Secretary
Place : Mumbai
Date : May 30, 2024
Place : Mumbai
Date : May 30, 2024
Reliance Infrastructure Limited
107
Reliance Infrastructure Limited
107
Standalone Statement of Profit and Loss for the year ended March 31, 2024
(` in Crore)
Particulars
Note No
Year ended
March 31, 2024
Year ended
March 31, 2023
I.
Revenue from Operations
24
424.68
810.00
II.
Other Income
25
323.43
297.72
III.
Total Income (I + II)
748.11
1,107.72
IV.
Expenses
(a) Construction Material Consumed and Sub-Contracting charges
399.81
728.52
(b) Employee Benefit Expenses
26
74.59
71.45
(c) Finance Costs
27
738.27
801.58
(d) Depreciation /Amortisation and Impairment Expense
4 & 5
15.78
26.99
(e) Other Expenses
28
343.61
290.42
Total Expenses
1,572.06
1,918.96
V.
Loss before Exceptional Items and Tax (III – IV)
(823.95)
(811.24)
VI.
Exceptional Items
38
(1,113.91)
(2,392.66)
VII.
Loss before tax for the year (V – VI)
(1,937.86)
(3,203.90)
VIII.
Tax Expenses
(1) Current Tax
23(a)
-
-
(2) Deferred tax Credit (Net)
-
(3) Income tax for earlier years (Net)
(7.61)
(6.20)
(7.61)
(6.20)
IX.
Net loss after tax for the year (VII - VIII)
(1,930.25)
(3,197.70)
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)
(0.10)
(2.28)
(ii) Income-tax relating to the above
-
-
(0.10)
(2.28)
XI.
Total Comprehensive Income (IX + X)
(1,930.35)
(3,199.98)
XII.
Earnings per Equity Share (Face Value of ` 10 per share)
29
(a) Basic and Diluted (before exceptional Items) (in `)
(21.85)
(28.24)
(b) Basic and Diluted (after exceptional Items) (in `)
(51.39)
(112.15)
The accompanying notes form an integral part of the standalone financial statements (1 to 51).
As per our attached Report of even date
For Chaturvedi & Shah LLP
For and on behalf of the Board
Chartered Accountants
Firm Registration No: 101720W/W100355
S S Kohli
DIN – 00169907
}
Directors
Sateesh Seth
DIN - 00004631
Manjari Kacker
DIN – 06945359
K Ravikumar
DIN - 00119753
Parag D. Mehta
Chhaya Virani
DIN – 06953556
V S Verma
DIN – 07843461
Partner
Punit Garg
DIN - 00004407
Executive Director and Chief Executive Officer
Membership No. 113904
Vijesh Babu Thota
Chief Financial Officer
Paresh Rathod
Company Secretary
Place : Mumbai
Date : May 30, 2024
Place : Mumbai
Date : May 30, 2024
108
Reliance Infrastructure Limited
108
Reliance Infrastructure Limited
Standalone Statement of Changes in Equity as at March 31, 2024
A.
Equity Share Capital (Refer Note No. 15)
(` in Crore)
Particulars
Balance at the
beginning of the year
Changes in equity share capital
during the year
Balance at the end of
the year
As at March 31, 2023
263.03
88.80
351.83
As at March 31, 2024
351.83
44.34*
396.17
*Refer Note 15(e)
B.
Other Equity (Refer Note No. 16)
(` in Crore)
Reserve and Surplus
Particulars
Money received
against share
warrants
Retained
Earnings
Capital
Reserve
Capital
Redemption
Reserve
Securities
Premium
Debenture
Redemption
Reserve
General
Reserve
Treasury
Shares
Total
Balance as at April 1, 2022
137.64
(85.02)
155.09
130.03
8,825.09
212.98
506.74
(5.03)
9877.52
Loss for the year
-
(3,197.70)
-
-
-
-
-
-
(3,197.70)
Other Comprehensive Income
Remesurement gain on defined benefit plans
-
(2.28)
-
-
-
-
-
-
(2.28)
Money received During the year
412.92
-
-
-
-
-
-
-
412.92
Converted in to share capital including premium
(550.56)
-
-
-
-
-
-
-
(550.56)
Premium received on issue of share
-
-
-
-
461.76
-
-
461.76
Increase in fair value of Treasury Shares
-
-
-
-
-
-
-
(1.43)
(1.43)
Balance as at March 31,2023
-
(3,285.00)
155.09
130.03
9,286.85
212.98
506.74
(6.46)
7,000.23
Loss for the year
-
(1,930.25)
-
-
-
-
-
-
(1,930.25)
Other Comprehensive Income
Remesurement gain/(loss) on defined benefit
plans
-
(0.10)
-
-
-
-
-
-
(0.10)
Money received During the year
-
-
-
-
-
-
-
-
-
Converted in to share capital including premium
-
-
-
-
-
-
-
-
-
Premium received on issue of share *Refer Note
15(e)
-
-
-
-
846.92
-
-
-
846.92
Increase in fair value of Treasury Shares
-
-
-
-
-
-
-
(5.70)
(5.70)
Balance as at March 31,2024
-
(5,215.35)
155.09
130.03
10,133.77
212.98
506.74
(12.16)
5,911.10
Note: During the financial year 2019-20, due to unforeseen circumstances beyond the control of the Company, on account of invocation of pledge by a lender on the Company’s strategic
investment in equity shares of Reliance Power Limited and sale thereafter had resulted in significant losses and also reduction in the fair value of the remaining investment on mark to market basis.
The Company, based on expert opinion, adjusted such loss and reduction in the value aggregating to Rs 5,024.88 crore of its strategic investments against the capital reserve. Accordingly, the
disclosures are continued in its financial statements. However, the auditors have mentioned in their report that such accounting treatment is not in accordance with the Ind AS 1, “Presentation of
Financial Statements”, Ind AS 109, “Financial Instruments” and Ind AS 28, “Investment in Associates and Joint Ventures”
The above standalone statement of changes in Equity should be read in conjunction with the accompanying notes (1 to 51).
As per our attached Report of even date
For Chaturvedi & Shah LLP
For and on behalf of the Board
Chartered Accountants
Firm Registration No: 101720W/W100355
S S Kohli
DIN – 00169907
}
Directors
Sateesh Seth
DIN - 00004631
Manjari Kacker
DIN – 06945359
K Ravikumar
DIN - 00119753
Parag D. Mehta
Chhaya Virani
DIN – 06953556
V S Verma
DIN – 07843461
Partner
Punit Garg
DIN - 00004407
Executive Director and Chief Executive Officer
Membership No. 113904
Vijesh Babu Thota
Chief Financial Officer
Paresh Rathod
Company Secretary
Place : Mumbai
Date : May 30, 2024
Place : Mumbai
Date : May 30, 2024
Reliance Infrastructure Limited
109
Reliance Infrastructure Limited
109
Standalone Statement of Cash Flow for the year ended March 31, 2024
(` in Crore)
Particulars
Year ended March
31, 2024
Year ended March
31, 2023
A.
Cash Flow from Operating Activities :
Loss before Tax after exceptional items
(1,937.86)
(3,203.90)
Adjustments for :
1.
Depreciation /Amortisation and Impairment Expense
15.78
26.99
2.
Interest Income
(167.41)
(127.60)
3.
Fair value gain on Financial Instruments through FVTPL / Amortised
Cost
(18.33)
(17.86)
4.
Dividend Income
-
(3.96)
5.
Finance Cost
738.27
801.58
6.
Provision for Expected Credit Loss & Doubtful Advances
109.44
52.50
7.
Exceptional Items
1,113.91
2,392.66
8.
Gain on foreign currency translations or transactions (net)
3.61
(129.09)
9.
Loss on Sale of Investments (Net)
42.88
100.12
10. Excess Provisions written back
(39.82)
(8.65)
11. Diminution in Value of Stores & Spares
3.51
-
12. Loss on Revaluation of Assets
1.43
-
13. Profit on Sale / Discarding of Property, plant & equipments (Net)
46.54
(0.04)
14. Bad Debts
0.15
5.36
Cash used in from Operations before Working Capital changes
(87.90)
(111.89)
Adjustments for :
a.
Decrease in Financial Assets and Other Assets
1,491.78
571.19
b.
Increase/(decrease) in Financial Liabilities and Other Liabilities
(1,267.44)
29.88
224.34
601.07
Cash generated from Operations
136.44
489.18
Income Taxes paid (net of refund)
102.00
42.60
Net Cash generated from Operating Activities (A)
238.44
531.78
B.
Cash Flow from Investing Activities :
1.
Purchase of Property, Plant and Equipment
(6.17)
(4.41)
2.
Proceeds from disposal of Property, Plant and Equipment
28.31
0.05
3.
Investments in Others (net)
-
1.97
4.
(Investment)/Redemption of Fixed Deposits with Banks
237.53
(182.67)
5.
Sale of Investment in Subsidiaries/ Joint Ventures and Associates
-
242.87
6.
Sale / Redemption of Investments in Others
260.61
0.41
7.
Loans given (Net)
7.84
(100.89)
8.
Dividend Received
-
3.96
9.
Interest Received
23.65
36.01
Net Cash (used in)/generated from Investing Activities (B)
551.77
(2.70)
C.
Cash Flow from Financing Activities :
1. Proceeds from Issue of Share Capital/Share Warrants
-
412.92
2. Repayment of Long Term Borrowings
(817.00)
(499.65)
110
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
(` in Crore)
Particulars
Year ended March
31, 2024
Year ended March
31, 2023
3. Short Term Borrowings (Net)
600.00
23.88
4. Payment of Interest and Finance Charges
(741.00)
(217.32)
Net Cash used in Financing Activities (C)
(958.00)
(280.17)
Net Increase/(Decrease) in Cash and Cash Equivalents ( A+B+C)
(167.79)
248.91
Cash and Cash Equivalents at the beginning of the year
307.84
58.93
Cash and Cash Equivalents at the end of the year
140.05
307.84
Cash and Cash Equivalents
Components of Cash and Cash Equivalents (Refer Note No 9)
140.05
307.84
The above statement of cash flows should be read in conjunction with the accompanying notes to the Standalone Financial Statement (1 to 51).
Refer Note No 30 for Disclosure pursuant to para 44 A to 44 E of Ind AS 7- Statement of Cash flows.
Standalone Statement of Cash Flow for the year ended March 31, 2024
As per our attached Report of even date
For Chaturvedi & Shah LLP
For and on behalf of the Board
Chartered Accountants
Firm Registration No: 101720W/W100355
S S Kohli
DIN – 00169907
}
Directors
Sateesh Seth
DIN - 00004631
Manjari Kacker
DIN – 06945359
K Ravikumar
DIN - 00119753
Parag D. Mehta
Chhaya Virani
DIN – 06953556
V S Verma
DIN – 07843461
Partner
Punit Garg
DIN - 00004407
Executive Director and Chief Executive Officer
Membership No. 113904
Vijesh Babu Thota
Chief Financial Officer
Paresh Rathod
Company Secretary
Place : Mumbai
Date : May 30, 2024
Place : Mumbai
Date : May 30, 2024
Reliance Infrastructure Limited
111
Reliance Infrastructure Limited
111
Notes to the standalone financial statements for the year ended March 31, 2024
1.
Corporate Information:
Reliance Infrastructure Limited (“RInfra”, “the Company”) is one of the largest infrastructure companies, developing projects
through various Special Purpose Vehicles (SPVs) in several high growth sectors within the infrastructure space such as Power,
Roads, 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 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, 2024 were authorised for issue by the
board of directors on May 30, 2024. 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
boards 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.
Material Accounting Policies:
(a) Basis of preparation, measurement and material 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
All other assets are classified as non-current.
112
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
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 Contract with Customers” using cumulative catch-up transition method.
The Company recognizes 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 schedules 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.
Reliance Infrastructure Limited
113
Reliance Infrastructure Limited
113
Notes to the standalone financial statements for the year ended March 31, 2024
(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:
•
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
114
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
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 classified as assets held for sale shall be 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.
Reliance Infrastructure Limited
115
Reliance Infrastructure Limited
115
Notes to the standalone financial statements for the year ended March 31, 2024
(iv) Derecognition 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.
(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:
116
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
•
In the principal market for the asset or liability, or
•
In the absence of a principal market, in the most advantageous market for the asset or liability
The principal or the most advantageous market must be accessible by the Company.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing
the asset or liability, assuming that market participants act in their economic best interest.
A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic
benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset
in its highest and best use.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are
available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable
inputs.
All assets and liabilities for which fair value is measured or disclosed in the standalone financial statements are categorized
within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value
measurement as a whole:
Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities.
Level 2- Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly
or indirectly observable.
Level 3 -Valuation techniques for which the lowest level input that is significant to the fair value measurement is
unobservable.
For assets and liabilities that are recognised in the standalone financial statements on a recurring basis, the Company
determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the
lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.
The Company’s Management determines the policies and procedures for both recurring and non–recurring fair value
measurement, such as derivative instruments and unquoted financial assets measured at fair value.
At each reporting date, the Management analyses the movements in the values of assets and liabilities which are required
to be remeasured or re-assessed as per the Company’s accounting policies. For this analysis, the Management verifies the
major inputs applied in the latest valuation by agreeing the information in the valuation computation to contracts and other
relevant documents.
The management also compares the change in the fair value of each asset and liability with relevant external sources to
determine whether the change is reasonable.
For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the
nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.
Disclosures for valuation methods, significant estimates and assumptions of Financial Instruments (including those carried
at amortised cost) (Refer Note No 3) and Quantitative disclosures of fair value measurement hierarchy (Refer Note
No 46).
(h) (i)
Derivatives
Derivatives including forward contracts are initially recognised at fair value on the date a derivative contract is entered
into and are subsequently re-measured to their fair value at the end of each reporting period. The Company does not
designate their derivatives as hedges and such contracts are accounted for at fair value through profit or loss and are
included in the Statement of Profit and Loss.
In respect of derivative transactions, gains / losses are recognised in the Statement of Profit and Loss on settlement.
On a reporting date, open derivative contracts are revalued at fair values and resulting gains / losses are recognised
in the Statement of Profit and Loss
(ii) Embedded Derivatives
An embedded derivative is a component of a hybrid (combined) instrument that also includes a non-derivative
host contract – with the effect that some of the cash flows of the combined instrument vary in a way similar to a
standalone derivative. An embedded derivative causes some or all of the cash flows that otherwise would be required
by the contract 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
Reliance Infrastructure Limited
117
Reliance Infrastructure Limited
117
Notes to the standalone financial statements for the year ended March 31, 2024
either a change in the terms of the contract that significantly modifies the cash flows that would otherwise be required
or a reclassification of a financial asset out of the fair value through profit or loss.
Derivatives embedded in a host contract that is a financial asset within the scope of Ind AS 109 “Financial Instruments”
are not separated. Financial assets with embedded derivatives are considered in their entirety when determining
whether their cash flows are solely payment of principal and interest.
Derivatives embedded in all other host contract are separated only if the economic characteristics and risks of the
embedded derivative are not closely related to the economic characteristics and risks of the host and are measured
at fair value through profit or loss. Embedded derivatives closely related to the host contracts are not separated.
(i)
Offsetting Financial Instruments
Financial assets and liabilities are offset and the net amount is reported in the balance sheet where there is a legally
enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset
and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be
enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Company or the
counterparty.
(j)
Property, Plant and Equipment
Property, Plant and Equipment assets are carried at cost net of tax / duty credit availed less accumulated depreciation
and accumulated impairment losses, if any. Cost includes expenditure that is directly attributable to the acquisition of the
items.
Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when
it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item
can be measured reliably. The carrying amount of any component accounted for as a separate asset is de-recognized when
replaced. All other repairs and maintenance are charged to the Statement of Profit and Loss during the reporting period in
which they are incurred.
Capital work in progress (CWIP) includes cost of property, plant and equipment under installation / under development, as
at balance sheet date. All project related expenditure viz. civil works, machinery under erection, construction and erection
materials, preoperative expenditure incidental / attributable to the construction of projects, borrowing cost incurred prior to
the date of commercial operations and trial run expenditure are shown under CWIP. These expenses are net of recoveries
and income (net of tax) from surplus funds arising out of project specific borrowings.
Property, Plant and Equipment are derecognised from the standalone financial statements, either on disposal or when
retired from active use.
Gains and losses on disposal or retirement of Property, Plant and Equipment are determined by comparing proceeds with
carrying amount.
These are recognized in the Statement of Profit and Loss.
Depreciation methods, estimated useful lives and residual value
Power Business:
Property, Plant and Equipment relating to license business and other power business are depreciated under the straight line
method as per the rates and useful life prescribed as per the Electricity Regulations, as referred to in Part “B” of Schedule
II to the Act. Depreciation on amount of fair valuation for assets carried at fair value on date of transition is charged over
the balance residual life of the assets considering the life prescribed as per the Electricity Regulation. Once the individual
asset is depreciated to the extent of seventy (70) percent, remaining depreciable value as on March 31 of the year closing
shall be spread over the balance useful life of the asset, as provided in the Electricity Regulations. The residual values are
not more than 10% of the cost of the assets.
Engineering and Construction Business
Property, Plant and Equipment of E&C Business are depreciated under the reducing balance method as per the useful life
and in the manner prescribed in Part “C” Schedule II to the Act.
Other Activities
Property, Plant and Equipment of other activities have been depreciated under the straight line method as per the useful
life and in the manner prescribed in Part “C” Schedule II to the Act.
118
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
(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.
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.
Reliance Infrastructure Limited
119
Reliance Infrastructure Limited
119
Notes to the standalone financial statements for the year ended March 31, 2024
The defined benefit obligation is calculated annually by actuaries using the projected unit credit method.
The present value of the defined benefit obligation is determined by discounting the estimated future cash
outflows by reference to market yields at the end of the reporting period on government bonds that have
terms approximating to the terms of the related obligation. The net interest cost is calculated by applying the
discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is
included in employee benefit expense in the Statement of Profit and Loss. Remeasurement of gains and losses
arising from experience adjustments and changes in actuarial assumptions are recognised in the period in which
they occur, directly in other comprehensive income. They are included in retained earnings in the statement
of changes in equity and in the balance sheet. Changes in the present value of the defined benefit obligation
resulting from plan amendments or curtailments are recognised immediately in profit or loss as past service cost.
The Company contributes to a trust set up by the Company which further contributes to policies taken from
Insurance Regulatory and Development Authority (IRDA) approved insurance companies.
(b) Provident Fund
The benefit involving employee established provident funds, which require interest shortfall to be recompensated
are to be considered as defined benefit plans. As per the Audited Accounts of Provident Fund Trust maintained
by the Company, the shortfall arising in meeting the stipulated interest liability, if any, gets duly provided for.
Defined Contribution plans
The Company pays provident fund contributions to publicly administered provident funds as per local regulations.
The Company has no further payment obligations once the contributions have been paid. The contributions are
accounted for as defined contribution plans and the contributions are recognized as employee benefit expense
when they are due. Prepaid contributions are recognized as an asset to the extent that a cash refund or a
reduction in the future payments is available. Superannuation plan, a defined contribution scheme is administered
by IRDA approved Insurance Companies.
(iii) Other long-term employee benefit obligations
The liabilities for earned leave and sick leave are not expected to be settled wholly within 12 months after the end of
the reporting period in which the employees render the related service. They are therefore measured as the present
value of expected future payments to be made in respect of services provided by employees up to the end of the
reporting period using the projected unit credit method. The benefits are discounted using the market yields at the
end of the reporting period that have terms approximating to the terms of the related obligation. Remeasurements
as a result of experience adjustments and changes in actuarial assumptions are recognised in the Statement of Profit
and Loss.
The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional
right to defer settlement for at least twelve months after the reporting period, regardless of when the actual
settlement is expected to occur.
(p) Treasury Shares
The Company has created a Reliance Infrastructure ESOS Trust (ESOS Trust) for providing share-based payment to
its employees. The Company uses ESOS Trust as a vehicle for distributing shares to employees under the employee
remuneration schemes. The ESOS Trust buys shares of the Company from the market, for giving shares to employees.
The Company treats ESOS Trust as its extension and shares held by ESOS Trust are treated as treasury shares.
Reliance Infrastructure ESOS Trust has in substance acted as an agent and the Company as a sponsor retains the majority
of the risks rewards relating to funding arrangement. Accordingly, the Company has recognised issue of shares to the Trust
as the issue of treasury shares and deducted the total cost of such shares from a separate category of equity (Treasury
Shares) by consolidating Trust into standalone financial statements of the Company.
(q) Borrowing Costs
Borrowing cost includes interest, amortisation of ancillary cost incurred in connection with the arrangement of borrowings
and the exchange differences arising from foreign currency borrowings to the extent they are regarded as an adjustment
to the interest cost. General and specific borrowing costs that are directly attributable to the acquisition, construction or
production of a qualifying asset are capitalized during the period of time that is required to complete and prepare the asset
for its intended use or sale. Qualifying assets are assets that necessarily take a substantial period of time to get ready for
their intended use or sale.
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.
120
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
(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 are disclosed where an inflow of economic benefit is probable.
(u) Impairment of Non-financial Assets
Assessment for impairment is done at each Balance Sheet date as to whether there is any indication that a non-financial
asset may be impaired. Indefinite-life intangibles are subject to a review for impairment annually or more frequently if
events or circumstances indicate that it is necessary. For the purpose of assessing impairment, the smallest identifiable
group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows from
other assets or group 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 acquire are assigned to those
Reliance Infrastructure Limited
121
Reliance Infrastructure Limited
121
Notes to the standalone financial statements for the year ended March 31, 2024
units. If any indication of impairment exists, an estimate of the recoverable amount of the individual asset/cash generating
unit is made. Asset/cash generating unit whose carrying value exceeds their recoverable amount are written down to the
recoverable amount by recognizing the impairment loss as an expense in the Statement of Profit and Loss.
The impairment loss is allocated first to reduce the carrying amount of goodwill (if any) allocated to the cash generating
unit and then to the other assets on pro rata based on the carrying amount of each asset in the unit. Recoverable amount
is higher of an asset’s or cash generating unit’s fair value less cost of disposal and its value in use. Value in use is the present
value of estimated future cash flows expected to arise from the continuing use of an asset or cash generating unit and
from its disposal at the end of its useful life.
Assessment is also done at each Balance Sheet date as to whether there is any indication that an impairment loss
recognized for an asset in prior accounting periods may no longer exist or may have decreased. An impairment loss
recognized for goodwill is not reversed in subsequent periods.
(v) Cash and Cash Equivalents
Cash and cash equivalents in the Balance Sheet comprise of cash on hand, demand deposits with Banks, other short-term,
highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of
cash and which are subject to an insignificant risk of changes in value.
(w) Cash flow Statement
Cash flows are reported using the indirect method, whereby profit before tax is adjusted for the effects of transactions of
non-cash nature and any deferrals or accruals of past or future cash receipts or payments. The cash flows from operating,
investing and financing activities of the Company are segregated based on the available information.
(x) Contributed Equity
Equity shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown
in equity as a deduction, net of tax, from the proceeds.
(y) Dividends
Provision is made for the amount of any dividend declared, being appropriately authorised and no longer at the discretion
of the entity, on or before the end of the reporting period but not distributed at the end of the reporting period.
(z) Earnings per Share (EPS)
Basic earnings per share are 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 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
122
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
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) Recent Accounting Pronouncements:
Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies
(Indian Accounting Standards) Rules as issued from time to time. During the year ended March 31, 2024, MCA has not
notified any new standards or amendments to the existing standards applicable to the Company.
3.
Critical estimates and judgments
The presentation of standalone financial statements under Ind AS requires management to take decisions and make estimates
and assumptions that may impact the value of revenues, costs, assets and liabilities and the related disclosures concerning the
items involved as well as contingent assets and liabilities at the balance sheet date. Estimates and judgements are continually
evaluated and are based on historical experience and other factors, including expectations of future events that are believed to
be reasonable under the circumstances. The Company makes estimates and assumptions concerning the future. The resulting
accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a
significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year
are discussed below.
•
Estimation of deferred tax assets recoverable
Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be available
against which the same can be utilised. Significant management judgement is required to determine the amount of
deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits together
with future tax planning strategies.
Reliance Infrastructure Limited
123
Reliance Infrastructure Limited
123
Notes to the standalone financial statements for the year ended March 31, 2024
•
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.
Note 4: Property, Plant and Equipment
(` in Crore)
Particulars
Freehold
Land
Leasehold
Land
Buildings
Plant and
Machinery
Furniture
and Fixtures
Vehicles
Office
Equipment
Computers
Electrical
Installations
Total
Gross carrying amount
Opening gross carrying amount
as at April 1, 2023
88.80
20.20
135.92
447.32
4.88
1.45
1.23
41.74
3.27
744.81
Additions
-
-
-
0.01
-
-
-
1.12
5.05
6.18
Disposals/adjustment
-
-
0.02
372.82
1.05
0.74
0.47
-
0.49
375.60
Closing gross carrying amount
as on March 31, 2024
88.80
20.20
135.90
74.51
3.83
0.71
0.76
42.86
7.83
375.39
Accumulated depreciation and
impairment
As at April 1, 2023
-
4.96
43.75
351.45
3.35
0.78
0.56
35.63
1.99
442.48
Depreciation/Impairment
during the year
-
0.53
4.38
8.27
0.33
0.11
0.04
1.05
1.07
15.77
Disposals
-
-
0.02
288.22
1.00
0.67
0.43
-
0.46
290.80
Closing accumulated
depreciation and impairment
as on March 31, 2023
-
5.49
48.11
71.49
2.69
0.23
0.17
36.68
2.59
167.45
Net carrying amount as on
March 31, 2024
88.80
14.72
87.78
3.02
1.15
0.48
0.59
6.18
5.24
207.94
Gross carrying amount
Opening gross carrying amount
as at April 1, 2022
88.80
20.20
134.01
447.20
4.88
1.45
1.23
39.54
3.24
740.55
Additions
-
-
1.91
0.12
-
0.14
0.01
2.20
0.03
4.41
Disposals/adjustment
-
-
-
-
-
0.14
0.01
-
-
0.15
Closing gross carrying amount
as on March 31, 2023
88.80
20.20
135.92
447.32
4.88
1.45
1.23
41.74
3.27
744.81
124
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
Particulars
Freehold
Land
Leasehold
Land
Buildings
Plant and
Machinery
Furniture
and Fixtures
Vehicles
Office
Equipment
Computers
Electrical
Installations
Total
Accumulated depreciation and
impairment
As at April 1, 2022
-
4.41
39.95
330.11
2.96
0.75
0.51
35.14
1.81
415.64
Depreciation /Impairment
during the year
-
0.55
3.80
21.34
0.39
0.17
0.06
0.49
0.18
26.98
Disposals
-
-
-
-
-
0.13
0.01
-
-
0.14
Closing accumulated
depreciation and impairment
as on March 31, 2023
-
4.96
43.75
351.45
3.35
0.79
0.56
35.63
1.99
442.48
Net carrying amount as on
March 31, 2023
88.80
15.24
92.17
95.87
1.53
0.66
0.67
6.11
1.28
302.33
Notes:
(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 includes premium paid towards fungible component of FSI which will be
utilised for construction on the freehold land.
(iv) CWIP ageing schedule:
As at
Less than 1 year
1-2 years
2-3 years
More than 3
years
Total
March 31, 2024
-
-
-
1.66
1.66
March 31, 2023
-
-
-
11.42
11.42
(v) All property, plant and equipment are held in the name of the Company, except following :
Particulars of the
Property
Held in the
Name of
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
(i)
Freehold land
at Goa*
Title deeds
are in the
name of
erstwhile
Company
0.59
No
April 1999
The title deeds are in the names
of erstwhile company that merged
with the Company under Section
391 to 394 of the Companies
Act, 1956 pursuant to Schemes of
Amalgamation as approved by the
Hon’ble High Court.
(ii)
Leasehold
land at Goa
The lease
agreements
are in the
name of
erstwhile
Company
0.35
No
Dec 2001
The lease agreements are in the
names of erstwhile company
that merged with the Company
under Section 391 to 394 of the
Companies Act, 1956 pursuant
to Schemes of Amalgamation as
approved by the Hon’ble High Court.
*
Net of Impairment provision of ` 18 Crore
Reliance Infrastructure Limited
125
Reliance Infrastructure Limited
125
Notes to the standalone financial statements for the year ended March 31, 2024
5.
Other Intangible Assets
Computer Software
(` in Crore)
Gross carrying amount
As at April 01, 2023
1.28
Additions
-
Deductions
-
Closing gross carrying amount as on March 31, 2024
1.28
Accumulated amortisation and impairment
As at April 01, 2023
1.26
Amortisation charge during the year
0.02
Deductions
-
Closing accumulated amortisation and impairment as on March 31, 2024
1.28
Net carrying amount as on March 31, 2024
-
Gross carrying amount
As at April 01, 2022
1.28
Additions
-
Deductions
-
Closing gross carrying amount as on March 31, 2023
1.28
Accumulated amortisation and impairment
As at April 01, 2023
1.25
Amortisation charge during the year
0.01
Deductions
-
Closing accumulated amortisation and impairment as on March 31, 2024
1.26
Net carrying amount as on March 31, 2023
0.02
Note:
The above Intangible Assets are other than internally generated.
6.
Inventories
(` in Crore)
Particulars
As at March
31,2024
As at March
31,2023
Stores ,Spares and Consumables
(At lower of cost and net realisable value.)
-
3.50
Total
-
3.50
Notes:
The mode of valuation of inventory has been stated in note 2(m) of material accounting policy
126
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
7
Financial assets
7(a) Non-current investments
(` in Crore)
Particulars
Face value
in ` unless
otherwise
specified
As at March 31, 2024
As at March 31, 2023
Quantity
Amount
` Crore
Quantity
Amount
` Crore
A.
Investments in Equity Instruments (fully
paid-up unless specified) Quoted- At Cost In
Associates
Quoted- At Cost
In Associates
1.
Reliance Power Limited $$
10
930,104,490
970.45
930,104,490
970.45
Unquoted- At Cost
In Subsidiaries
1.
BSES Rajdhani Power Limited^
10
530,400,000
530.40
530,400,000
530.40
2.
BSES Yamuna Power Limited^
10
283,560,000
283.56
283,560,000
283.56
3.
BSES Kerala Power Limited#
10
62,760,000
82.81
62,760,000
82.81
4.
Reliance Power Transmission Limited
10
50,000
18.27
50,000
18.27
5.
Mumbai Metro One Private Limited**
10
378,880,000
761.43
378,880,000
761.43
6.
Mumbai Metro Transport Private Limited
10
24,000
0.02
24,000
0.02
7.
Delhi Airport Metro Express Private Limited***
10
9,59,499
1.40
9,59,499
1.40
8.
Tamil Nadu Industries Captive Power Company
Limited ## (` 5.35 per share Paid up)
10
23,000,000
-
23,000,000
-
9.
PS Toll Road Private Limited^#
10
10,724
18.52
10,724
18.52
10.
HK Toll Road Private Limited#**
10
3,711,000
37.03
3,711,000
37.03
11.
SU Toll Road Private Limited #^**
10
18,412,260
209.69
18,412,260
209.69
12.
TD Toll Road Private Limited #**
10
10,744,920
105.67
10,744,920
105.67
13.
TK Toll Road Private Limited #**
10
12,755,650
144.00
12,755,650
144.00
14.
DS Toll Road Limited ^#**
10
5,210,000
5.21
5,210,000
5.21
15.
NK Toll Road Limited ^#**
10
4,477,000
4.48
4,477,000
4.48
16.
GF Toll Road Private Limited #**
10
1,961,100
195.12
1,961,100
195.12
17.
JR Toll Road Private Limited ^#***
10
10,704
7.24
10,704
7.24
18.
Nanded Airport Limited *
10
741,308
7.39
741,308
7.39
19.
Baramati Airport Limited*
10
554,712
5.52
554,712
5.52
20.
Latur Airport Limited*
10
215,287
2.13
215,287
2.13
21.
Yavatmal Airport Limited*
10
87,108
0.85
87,108
0.85
22.
Osmanabad Airport Limited*
10
207,121
2.05
207,121
2.05
23.
Reliance Airport Developers Limited
10
4,655,742
46.50
4,655,742
46.50
24.
CBD Tower Private Limited
10
169,490,260
169.49
169,490,260
169.49
25.
Reliance Energy Trading Limited
10
2,000,000
2.00
2,000,000
2.00
26.
Reliance Cement Corporation Private Limited 1
10
130,000
-
130,000
-
27.
Reliance Defence Limited
10
50,000
0.05
50,000
0.05
28.
Reliance Smart Cities Limited1
10
50,000
-
50,000
-
29.
Reliance E-Generation and Management
Private Limited 1
10
10,000
-
10,000
-
30.
Reliance Energy Limited
10
50,000
0.05
50,000
0.05
31.
Reliance Property Developers Private Limited 1
10
10,000
-
10,000
-
Reliance Infrastructure Limited
127
Reliance Infrastructure Limited
127
Notes to the standalone financial statements for the year ended March 31, 2024
(` in Crore)
Particulars
Face value
in ` unless
otherwise
specified
As at March 31, 2024
As at March 31, 2023
Quantity
Amount
` Crore
Quantity
Amount
` Crore
32.
Reliance Cruise and Terminals Limited
10
50,000
-
50,000
0.05
33.
Jai Armaments Limited
10
49,999
0.05
49,999
0.05
34.
Jai Ammunition Limited
10
49,999
0.05
49,999
0.05
35.
Reliance Velocity Limited
10
10,000
0.01
10,000
0.01
36.
Reliance SED Limited
10
18,500
0.02
18,500
0.02
In Associates
1.
Metro One Operation Private Limited @ `
30,000
10
3,000
@
3,000
@
2.
Reliance Neo Energies Private Limited (
Formerly known as Reliance Geo Thermal
Power Private Limited ) @ ` 25,000
10
2,500
@
2,500
@
3.
RPL Sun Technique Private Limited 1
10
-
-
5,000
0.01
4.
RPL Photon Private Limited 1
10
-
-
5,000
0.01
5.
RPL Sun Power Private Limited 1
10
-
-
5,000
0.01
In Joint Venture measured
1.
Utility Powertech Limited
10
792,000
0.40
792,000
0.40
Unquoted at FVTPL
In Others
1.
Urthing Sobla Hydro Power Private Limited @
` 20,000
10
2,000
@
2,000
@
2.
Western Electricity Supply Company of Odisha
Limited (WESCO) @ ` 1000
10
100
@
100
@
3.
North Eastern Electricity Supply Company of
Odisha Limited (NESCO) @ ` 1000
10
100
@
100
@
4.
Southern Electricity Supply Company of Odisha
Limited(SOUTHCO) @ ` 1000
10
100
@
100
@
5.
Reliance Infra Projects International
Limited****
USD 1
10,000
0.04
10,000
0.04
6.
Indian Highways Management Company
Limited
10
555,370
0.56
555,370
0.56
7.
Jayamkondam Power Limited @ ` 1
10
479,460
@
479,460
@
Total Investments in Equity Instruments (A)
3,612.49
3,612.54
B.
Investments in Preference Shares (fully paid-
up)
In Subsidiaries At Cost- Unquoted
1.
6% Non-cumulative, Non-convertible
Redeemable Preference shares of Baramati
Airport Limited
10
792,590
0.79
792,590
0.79
2.
6% Non-cumulative, Non-convertible
Redeemable Preference shares of Latur Airport
Limited
10
175,522
0.18
175,522
0.18
3.
6% Non-cumulative, Non-convertible
Redeemable Preference shares of Nanded
Airport Limited
10
3,891,676
3.89
3,891,676
3.89
128
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
(` in Crore)
Particulars
Face value
in ` unless
otherwise
specified
As at March 31, 2024
As at March 31, 2023
Quantity
Amount
` Crore
Quantity
Amount
` Crore
4.
6% Non-cumulative, Non-convertible
Redeemable Preference shares of Osmanabad
Airport Limited
10
189,380
0.19
189,380
0.19
5.
6% Non-cumulative, Non-convertible
Redeemable Preference shares of Reliance
Airport Developers Limited
10
12,222,104
12.22
12,222,104
12.22
6.
6% Non-cumulative, Non-convertible
Redeemable Preference shares of Yavatmal
Airport Limited
10
216,886
0.22
216,886
0.22
In Others At FVTPL- Unquoted
1.
Non-Convertible Redeemable Preference
Shares in Reliance Infra Projects International
Limited****
USD 1
360,000
678.62
360,000
678.62
2.
10% Non-Convertible Non-Cumulative
Redeemable Preference Shares in
Jayamkondam Power Limited @ ` 1
1
10,950,000
@
10,950,000
@
Total Investment in Preference Shares (B)
696.11
696.11
C.
Investment in Debentures (fully paid-up) at
FVTPL
Unquoted
1.
Zero Coupon Unsecured Redeemable Non-
Convertible Debentures in DA Toll Road Private
Limited #
1
-
-
2,727,936,782
239.51
2.
10.50%
Unsecured
Redeemable
Non-
Convertible Debentures in CLE Pvt Limited
100
-
-
120,000,000
632.73
Total Investment in Preference Shares (C)
-
-
872.24
D.
Other Investments Equity instruments in
subsidiaries at Cost (unless otherwise specified)
Unquoted
1.
DS Toll Road Limited
46.80
46.80
2.
NK Toll Road Limited
110.66
190.27
3.
HK Toll Road Private Limited
302.26
302.26
4.
Delhi Airport Metro Express Private Limited
787.53
787.53
5.
PS Toll Road Private Limited
1,078.51
1,078.51
6.
Mumbai Metro Transport Private Limited
0.53
0.53
7.
Reliance Power Transmission Limited
54.63
54.63
8.
Reliance Defence Limited
70.89
70.89
9.
GF Toll Road Private Limited
128.60
128.60
10.
JR Toll Road Private Limited***
156.18
156.18
11.
TK Toll Road Private Limited
215.04
215.04
12.
TD Toll Road Private Limited
34.67
34.67
13.
SU Toll Road Private Limited
15.00
15.00
14.
Reliance Defence System & Tech Limited
2.50
2.50
15.
Jai Armaments Limited (formerly known as
Reliance Armaments Limited)
19.29
34.28
16.
Reliance Velocity Limited
0.11
0.11
Reliance Infrastructure Limited
129
Reliance Infrastructure Limited
129
Notes to the standalone financial statements for the year ended March 31, 2024
(` in Crore)
Particulars
Face value
in ` unless
otherwise
specified
As at March 31, 2024
As at March 31, 2023
Quantity
Amount
` Crore
Quantity
Amount
` Crore
Debt instruments in subsidiary at amortised Cost
(unless otherwise specified)
Unquoted
Mumbai Metro One Private Limited (at amortised cost)
227.99
209.65
Total Other Investments (D)
3,251.18
3,327.45
Total Non Current Investments (Gross) (A+B+C+D)
7,559.78
8,508.34
Less: Diminution in the value of Investments***
(1,631.02)
(842.08)
Total Non Current Investments (net)
5,928.73
7,666,26
Market Value
Book Value
Market Value
Book Value
Aggregate amount of quoted investments
2,627.55
970.45
925.45
970.45
Aggregate amount of unquoted investments
6,589.33
7,537.89
Aggregate amount of impairment in the value
of investments
1,631.02
842.08
* The Balance equity share is held by another subsidiary, Reliance Airport Developers Limited
** 26,11,20,000 (26,11,20,000) equity shares of Mumbai Metro One Private Limited, 34,98,329 (34,98,329) 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 includes, ` 678.62 crore (Previous Year ` 678.62 crore) on Non-
Convertible Redeemable Preference Shares of Reliance Infra Projects International Limited, ` 787.53 crore (Previous Year ` Nil)
on other equity instruments and ` 1.40 crore (Previous Year ` Nil) on Equity Shares of Delhi Airport Metro Express Private Limited,
` 156.18 crore (Previous Year ` 156.18 crore) on other equity instruments and ` 7.24 crore (Previous Year ` 7.24 crore) on Equity
Shares of JR Toll Road Private Limited.
^ 53,03,99,995 (53,03,99,995) equity shares of BSES Rajdhani Power Limited, 28,35,59,995 (28,35,59,995) equity shares of
BSES Yamuna Power Limited, 5,470 (5,470) equity shares of PS Toll Road Private Limited, 26,57,100 (26,57,100) equity shares
of DS Toll Road Limited, 93,90,252 (93,90,252) equity shares of SU Toll Road Private Limited, 2,676 (2,676) equity shares of JR
Toll Road Private Limited, are pledged with the lenders of the respective investee Companies
# 2,465 (2,465) equity shares of PS Toll Road Private Limited,11,13,300 (11,13,300) equity shares of HK Toll Road Private
Limited, 15,63,000 (15,63,000) equity shares of DS Toll Road Limited, 13,43,100 (13,43,100) equity shares of NK Toll Road
Limited, 55,23,678 (55,23,678) equity shares of SU Toll Road Private Limited, 5,88,330 (5,88,330) equity shares of GF Toll Road
Private Limited, 2,462 (2,462) equity shares of JR Toll Road Private Limited, 32,23,476 (32,23,476) equity shares of TD Toll Road
Private Limited,38,26,695 (38,26,695) equity shares of TK Toll Road Private Limited 1,88,28,000 (1,88,28,000) equity shares of
BSES Kerala Power Limited and 10,00,00,000 (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 Company
1 written off as the Investee Company has applied for strike off
$$ During the year, Reliance Power Limited (Reliance Power) had issued and allotted 28,17,65,000 equity shares of `10 each.
Pursuant to the allotment of equity shares, the aggregate holding of the Parent Company in Reliance Power has decreased to
23.15%.
130
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
7
(b) Current investments
(` in Crore)
Particulars
As at
March 31,2024
As at
March 31,2023
Investment in Debentures (fully paid-up) at FVTPL
1.
10.50% Unsecured Redeemable Non-Convertible
Debentures– 100,000,000 units of face value ` 10 each
527.27
527.27
2.
Zero Coupon Unsecured Redeemable Non-Convertible Debentures in DA Toll
Road Private Limited - 10,00,00,000 units of face value ` 1 each
10.00
-
3
10.50% Unsecured Redeemable Non-Convertible Debentures in CLE Pvt Ltd –
120,000,000 units of face value ` 10 each
632.73
-
Total
1,170.00
527.27
8.
Trade Receivables:
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
Current
Non current
Current
Non current
Unsecured, undisputed and considered good unless
otherwise stated
Considered good including Retentions on Contract
510.70
61.48
1,445.29
40.76
Credit Impaired
1,628.77
-
1,628.77
-
2.139.47
61.48
3.074.06
40.76
Less: Provision for Expected Credit Loss
1,740.30
-
1,725.41
-
Total
399.17
61.48
1,348.65
40.76
8.1 Trade receivable ageing schedule:
As at March 31, 2024
Particulars
Outstanding for following periods from the date of transaction
Total
Less than 6
Months
6 Months-
1 Year
1 Year- 2
Year
2 Year – 3
Year
More than
3 Years
(a)
Undisputed Considered good
including
Retentions
on
Contract (Gross)
58.04
90.63
140.32
7.83
204.63
501.46
(b)
Undisputed
Credit
Impaired
good including Retentions on
Contract (Gross) Receivable -
-
-
-
-
1628.77
1628.77
(c)
Disputed
Considered
good
including
Retentions
on
Contract (Gross)
0.13
29.13
8.74
13.50
19.21
70.72
(d)
Disputed
Credit
Impaired
good including Retentions on
Contract (Gross) Receivable -
-
-
-
-
-
-
Total Trade Receivables
58.17
119.77
149.07
21.33
1,852.61
2200.95
Less: Allowance for Expected
Credit Loss
-
-
-
-
-
(1,740.30)
Total (Net)
460.64
Reliance Infrastructure Limited
131
Reliance Infrastructure Limited
131
Notes to the standalone financial statements for the year ended March 31, 2024
As at March 31, 2023
Particulars
Outstanding for following periods from the date of transaction
Total
Less than 6
Months
6 Months-
1 Year
1 Year- 2
Year
2 Year – 3
Year
More than
3 Years
(a)
Undisputed Considered good
including
Retentions
on
Contract (Gross)
98.15
1.70
1.33
5.18
1,334.31
1,440.67
(b)
Undisputed
Credit
Impaired
good including Retentions on
Contract (Gross) Receivable -
-
-
-
-
1,628.77
1,628.77
(c)
Disputed
Considered
good
including
Retentions
on
Contract (Gross)
17.82
-
-
-
27.56
45.38
(d)
Disputed
Credit
Impaired
good including Retentions on
Contract (Gross) Receivable -
-
-
-
-
-
-
Total Trade Receivables
115.97
1.70
1.33
5.18
1,361.87
3,114.82
Less: Allowance for Expected
Credit Loss
-
-
-
-
-
(1,725.41)
Total (Net)
1,389.41
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.
8.3 Pursuant to Assignment agreement between Reliance Power Limited and its subsidiaries i.e., Chitrangi Power Private Limited
(CPPL) and Samalkot Power Limited (SaPol), the Company has adjusted ` 911.05 crore advance received from CPPL with the
receivable from SaPoL.
9.
Cash and Cash Equivalents:
(` in Crore)
Particulars
As at
March 31,2024
As at
March 31,2023
Balances with Banks in Current Account
140.04
307.83
Cash on hand @ 27512
@
0.01
Total
140.05
307.84
10. Bank Balances other than Cash and Cash Equivalents:
(` in Crore)
Particulars
As at
March 31,2024
As at
March 31,2023
Margin Money Deposit with Original Maturity of more than 3 months but less than
12 months
36.88
269.39
Unpaid Dividend Account*
5.55
7.74
Total
42.43
277.13
*The Company is required to keep restricted cash for payment of dividend
132
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
11. Loans:
(` in Crore)
Particulars
As at March 31,2024
As at March 31,2023
Current
Non-Current
Current
Non-Current
(Unsecured, Considered good unless otherwise stated)
Loans – Inter Corporate Deposits
Considered Good
- Related Parties (Refer Note 32)
1,050.69
-
1,027.36
-
- Others
4,035.54
-
4,051.65
-
5,086.23
-
5,079.01
-
Credit Impaired
-
-
- Related Parties (Refer Note 32)
124.59
-
55.53
-
- Others
3,829.14
-
3,829.14
-
3,953.73
-
3,884.67
-
9,039.97
-
8,963.68
Less: Provision for Expected Credit Loss
(3,953.73)
-
(3,884.67)
-
Total
5,086.23
-
5,079.01
-
0.51
-
0.57
-
Loan to Employees (Secured)
5,086.74
-
5,079.58
-
11.1 No Loans or advances are due from directors or other officers of the Company either severally or jointly with any other person,
firms or private companies in which any director is a partner, a director or a member.
11.2 Loan to Related Parties represent 13.00 % as at March 31, 2024 (Previous Year as at March 31, 2023: 12.08%) of Total
Loan (Before Considering Provision).
12. Other Financial Assets:
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
Current
Non-Current
Current
Non-Current
(Unsecured, Considered good unless otherwise stated)
Margin Money Deposit with Banks with maturity of
more than 12 months
-
1.98
-
4.82
Interest Receivable (includes Secured ` 0.37 Crore;
Previous Year March 31, 2023 - ` 0.35 Crore)
- Considered Good
1,702.04
-
1,558.28
-
- Credit Impaired
287.25
-
143.03
-
Advance to Employees
0.15
-
0.14
-
Security Deposit
14.76
8.45
8.13
7.10
Other Receivables
40.28
-
39.13
-
Less: Provision for Expected Credit Loss
(321.05)
-
(145.67)
-
Total
1,723.43
10.43
1,603.04
11.92
Reliance Infrastructure Limited
133
Reliance Infrastructure Limited
133
Notes to the standalone financial statements for the year ended March 31, 2024
13. Other Assets:
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
Current
Non-Current
Current
Non-Current
(Unsecured, Considered good unless otherwise stated)
Advances to Vendors (net of provision)
57.62
-
106.74
-
Amount due from customers for contract work
129.72
-
120.73
-
Advances recoverable in cash or in kind or for value to
be received
75.94
-
59.58
-
Balance with Government Authorities
20.98
-
-
-
Advance Tax (Including TDS)
-
2.12
-
-
Prepaid Expenses
8.74
-
7.54
-
Total
293.01
2.12
294.59
-
14. Non Current Assets Held for sale
(a) KM Toll Road Private Limited (KMTR)
KM Toll Road Private Limited (KMTR), a subsidiary of the Company and part of road SPVs, has terminated the Concession
Agreement with National Highways Authority of India (NHAI) for Kandla Mundra Road Project (Project) on May 7, 2019,
on account of Material Breach and Event of Default under the provisions of the Concession Agreement (Agreement) by
NHAI. The operations of the Project 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.
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Investments*
539.45
539.45
Trade Receivables
5.49
5.49
Total Assets
544.94
544.94
Less: Provision for Impairment loss
(544.94)
(544.94)
Net Assets
-
-
* 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.
(b) ` 1.45 crore (Previous year NIL) with respect to certain Property, Plant & Equipment.
15. Share Capital:
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Authorised –
194,00,60,000 (194,00,60,000) Equity Shares of ` 10 each
1,940.06
1,940.06
1,00,00,000 (1,00,00,000) Equity Shares of ` 10 each with differential rights
10.00
10.00
10,00,00,000 (10,00,00,000) Redeemable Preference Shares of ` 10 each
100.00
100.00
2,050.06
2,050.06
Issued
39,85,33,259 (35,41,92,065) Equity Shares of ` 10 each
398.53
354.20
Subscribed and fully paid-up
39,61,31,194 (35,17,90,000) Equity Shares of ` 10 each fully paid up
396.13
351.79
Add: Forfeited Shares - Amounts originally paid up*
0.04
0.04
396.17
351.83
* 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
134
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
(a) Reconciliation of the Shares outstanding at the beginning and at the end of the year:
Particulars
As at March 31, 2024
As at March 31, 2023
No. of Shares
` Crore
No. of Shares
` Crore
Equity Shares:-
At the beginning of the year
35,17,90,000
351.79
26,29,90,000
262.99
Share issued during the year - refer note 15(e)
4,43,41,194
44.34
8,88,00,000
88.80
Outstanding at the end of the year
39,61,31,194
396.13
35,17,90,000
351.79
(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 shareholders 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
As at March 31, 2024
As at March 31, 2023
No. of Shares
% held
No. of Shares
% held
Risee Infinity Private Limited
6,46,00,000
16.31
6,46,00,000
18.36
VFSI Holdings Pte. Limited
2,04,74,476
5.17
2,42,00,000
6.88
Reliance Commercial Finance Limited
4,43,41,194
11.19
-
-
(d) The details of Shareholding of Promoters:
Shri Anil D Ambani held 1,39,437 (1,39,437) equity shares represent 0.04% (0.05 %).
(e) (i)
During the year, Pursuant to Debt Discharge Agreement with Reliance Commercial Finance Limited (RCFL) dated
August 5, 2023 wholly owned subsidiary of Authum Investment and infrastructure limited, the Company has settled
all its obligations towards corporate guarantees of ` 4,456.29 crore for an amount of ` 891.26 crore, by issuance
and allotment of 4,43,41,194 equity shares of ` 10 each, at a premium of ` 191 per share on September 05, 2023
to RCFL, on preferential basis in terms of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018. The
equity shares rank pari-passu with the existing equity shares of the company.
(ii) During the previous 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.
16. Other Equity - Reserves and Surplus:
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
(a) Capital Reserves (*)
1.
Capital Reserve:
Balance as per last Balance Sheet
155.09
155.09
2.
Sale proceeds of Fractional Equity Shares
Certificates and Dividends thereon @ ` 37,953
@
@
(b) Securities Premium
Balance as per last Balance Sheet
9,286.85
8,825.09
Add: Increase during the year on issue of share – refer note 15(e)
846.92
461.76
10,133.76
9,286.85
Reliance Infrastructure Limited
135
Reliance Infrastructure Limited
135
Notes to the standalone financial statements for the year ended March 31, 2024
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
(c) Capital Redemption Reserve (*)
Balance as per last Balance Sheet
130.03
130.03
(d) Debenture Redemption Reserve
Balance as per last Balance Sheet
212.98
212.98
(e) General Reserve
Balance as per last Balance Sheet
506.74
506.74
(f) Money received against share warrants
Balance as per last Balance Sheet
-
137.64
Received during the year
-
412.92
Convert in to share capital - refer note 15(e)
-
(550.56)
Balance at the end of the year
-
-
(g) Retained Earnings
Balance as per last Balance Sheet
(3,285.00)
(85.02)
Add : Loss for the year
(1,930.25)
(3,197.70)
Add : Other Comprehensive Income (net)
(0.10)
(2.28)
(5,215.30)
(3,285.00)
(h) Treasury Shares
Balance as per last Balance Sheet
(6.46)
(5.03)
Less: Increase in fair value of Equity Shares
(5.73)
(1.43)
(12.19)
(6.46)
Total Other Equity
5,911.10
7,000.23
* Refer Statement of Change in Equity
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 since 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.
136
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
17 Financial Liabilities – Borrowings:
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
Non Current
Current*
Non Current
Current*
Secured
Non Convertible Debentures (Redeemable at par)
-
950.54
-
977.00
Term Loans from Banks
-
27.74
-
98.69
Loan from Others
-
1,079.42
-
1,639.57
-
2,057.20
-
2,715.26
Unsecured
Inter Corporate Deposit from Others
129.67
-
124.92
-
129.67
-
124.92
-
Total Non- Current Borrowings
129.67
-
124.92
-
* Current Maturities of Long term Debt disclosed under Current Liabilities - Borrowings (Refer Note No. 18)
17.1 Non Convertible Debentures (NCD) of ` 950.54 Crore are secured as under:
(i)
12.50% Series 29 NCD of ` 247.84 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 ranking exclusive mortgaged over the Identified Fixed
assets (buildings) situated in Mumbai and all of the Company’s rights, title, interest and benefits in, to and under a
specific bank account of Company.
17.2. Term Loans from Banks of ` 27.24 Crore (98.69 Crore) are secured as under:
(i)
` 27.24 Crore (61.24 Crore) by way of first exclusive charge on Equipment of Windmill Project of the Company.
(ii) ` Nil (37.45 Crore) by subservient charge on moveable Property, Plant and Equipment of the Company.
17.3 Term Loans from Others of ` 1,079.42 Crore are secured as under:
(i)
` 1,079.42 Crore by way of:
a.
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
b.
Second pari passu charge over on the current assets of Company.
c.
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.
d.
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 and
, 10,00,00,000(2,72,79,36,782) Zero Coupon unsecured Redeemable Debentures of DA Toll Road Private
Limited.
e.
Non-disposal Undertaking on 19% Equity Share holding of SU Toll Road Private Limited, GF Toll Road Private
Limited, KM Toll Road Private Limited, HK Toll Road Private Limited, TD Toll Road Private Limited, TK Toll Road
Private Limited, NK Toll Road Limited and DS Toll Road Limited. (As per application regulations, these 19%
shares are kept in safe keep account instead of creation of pledge).
17.4 As per the loan sanctioned terms, borrowing of ` 195.88 Crore (Principal undiscounted) from others is due for repayment
on September, 2031 onwards, NCD of ` 950.54 Crore and balance borrowing of ` 1,106.65 Crore were overdue for
Reliance Infrastructure Limited
137
Reliance Infrastructure Limited
137
Notes to the standalone financial statements for the year ended March 31, 2024
repayment as at March 31, 2024 along with interest of ` 1,059.99 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, 2024
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
61.83
1,685
37.45
1,746
0.54
1592
Jammu and Kashmir
Bank
27.24
1,848
54.48
1,918
34.00
1,604
J.C. Flowers Assets
Reconstruction
Private Limited/Yes
Bank Limited
1,079.42
1,426
1
1,127
533.15
1,425
741.32
1126
Non-Convertible Debentures (NCDs) Series-18: In terms of the Security Interest (Enforcement) Rules, 2002, Axis Trustee
Services Ltd (“Trustee”) had enforced the security and taken the possession of the mortgaged properties in respect of the
said NCDs. The Trustees is yet to inform the Company, as regards shortfall in the recovery of outstanding debt, if any, post
enforcement of security and disposal thereof. NCDs Series-20E: In terms of the Security Interest (Enforcement) Rules, 2002,
IDBI Trusteeship Services Limited (“Trustee”) had enforced the security and taken the possession of the mortgaged properties
in respect of the said NCDs. The Trustee is yet to inform the Company, as regards shortfall in the recovery of outstanding
debt, if any, post enforcement of security and disposal thereof. NCDs Series-29: IDBI Trusteeship Services Limited (“Trustee”),
Trustee of NCD Series 29 had issued loan recall notices following the default under the Settlement Agreement dated 09 Mar
2022. Trustee had also invoked the security provided by the Company. The Trustee had sold/ disposed part of the invoked
security. The Trustee/ Debenture Holder is yet to dispose the balance security invoked and inform the Company, as regards
the overall shortfall in the recovery of outstanding debt, if any post invocation of balance security and disposal of the same
thereof.
17.5 The current assets of the Company are provided as security to the lenders and subservient charge on certain corporate
guarantees.
17.6 a) As on December 29, 2023 the Company had signed a Settlement Agreement with J.C. Flowers Asset Reconstruction
Private Limited (JCF ARC) for settlement of entire obligations with respect to its borrowings and interest thereon on
or before the settlement closure date Le. March 20, 2024. The settlement closure date is further extended to May
31, 2024.
Pursuant to Settlement Agreement, the Company has paid ` 1,347 (` 817 crores paid till March31, 2024 and
balance of ` 530 crores in the month of April 2024) as part payment towards the settlement of its outstanding dues
to JCF ARC. The payment made under the settlement agreement considered as debt repayment.
b) During the previous 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 been declared willful defaulter by any bank, financial institution or any other lender.
17.8 In order to meet the Company’s financial needs caused by decline in revenues, and reduced debt servicing capabilities
due to cash flow mismatch and for general corporate purpose, there is an urgent requirement to raise long term resources
to strengthen the Company’s financial position and to safeguard the interests of lenders, employees, Members and other
stakeholders. In lieu of the earlier FCCB proposals, which could not be consummated considering the adverse market
conditions and time delay, it is now proposed to obtain an enabling authorization from the members of the Company to
make a fresh international offering of the FCCB upto US$ 350 million, convertible into equity shares of the Company in
accordance with the Foreign Exchange Management Act, 1999 and the relevant Rules and Regulations made thereunder
including the Master Directions, as amended, the Issue of Foreign Currency Convertible Bonds and Ordinary Shares (through
Depositary Receipt Mechanism) Scheme, 1993 (‘FCCB Scheme’) and other applicable statutes.
The Board at its meeting held on May 30, 2024, has proposed the offer, issue and allotment in one or more tranches of
private or public offerings (including on preferential allotment basis) in international markets, through prospectus/ offer
letter/offering circular or other permissible/requisite offer documents, FCCB and/or any other similar securities which
are convertible or exchangeable into equity shares and/or preference shares and/or any other financial instrument(s)/
securities convertible into and/or linked to equity shares of the Company provided that the aggregate amount raised/to
be raised by issuance of such Securities shall not exceed US$ 350 million.
138
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
18. Current Liabilities
Financial Liabilities – Borrowings
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Secured
Working Capital Loans from Banks
145.67
399.44
Current Maturities of Long Term Debts
2,057.20
2,715.26
(A)
2,202.87
3,114.70
Unsecured
Inter Corporate Deposits
- from Related Parties (Refer Note No 33)
726.81
114.35
- Others
0.49
17.76
(B)
727.31
132.11
Total (A) + (B)
2,930.17
3,246.81
18.1 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 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 ` 266.35 Crore are overdue as at March 31, 2024. Further
the Company has delayed payments of interest and principal to the banks as detailed below:
Name of lender
Default as at March 31, 2024
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
128.62
2,013
113.50
2013
182
1920
-
-
ICICI Bank
17.05
839
7.18
839
3
613
-
-
18.3 The Company has not taken any new facility during the year.
19. Trade Payables
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
Current
Non-Current
Current
Non-Current
(a)
Total outstanding dues to Micro and Small
Enterprises
14.77
-
11.73
-
(b)
Total outstanding dues to Other than Micro and
Small Enterprises including Retention Payable
1,503.48
22.39
1,563.60
18.72
Total
1,518.25
22.39
1,575.33
18.72
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.
Reliance Infrastructure Limited
139
Reliance Infrastructure Limited
139
Notes to the standalone financial statements for the year ended March 31, 2024
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
i.
Principal amount payable to suppliers as at the year end
14.77
11.73
ii.
Interest accrued, due to suppliers on the above amount, and unpaid as at the
year end
-
-
iii.
Payment made to suppliers(other than interest) beyond the appointed date
under Section 16 of MSMED
-
-
iv.
Interest paid to suppliers under MSMED Act (other than Section 16)
-
-
v.
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
-
-
vi.
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
-
-
vii.
Amount of Interest accrued and remaining unpaid at the end of each accounting
year to suppliers
-
-
viii.
Amount of further interest remaining due and payable even in the succeeding
years, until such date when the interest dues as above are actually paid to the
small enterprise, for the purpose of disallowance as a deductible expenditure
under Section 23 of MSMED
-
-
19.1 Trade Payable Ageing Schedule:
As at March 31, 2024
Particulars
Outstanding for following periods from the date of transaction
Total
Less than
6 months
6 months
to 1 year
1 Year- 2
Years
2 Year – 3
Years
More than
3 Years
(a)
Dues to Micro and Small
Enterprises
14.77
-
-
-
-
14.77
(b)
Due to others
i.
Disputed
-
-
-
11.16
844.67
855.83
ii.
Undisputed
79.25
38.28
93.86
62.85
395.80
670.04
As at March 31, 2023
Particulars
Outstanding for following periods from the date of transaction
Total
Less than 6
months
6 months
to 1 year
1 Year- 2
Years
2 Year – 3
Years
More than
3 Years
(a)
Dues to Micro and Small
Enterprises
3.31
8.41
-
-
-
11.73
(b)
Due to others
i.
Disputed
-
-
-
-
850.79
850.79
ii.
Undisputed
29.41
189.74
62.57
60.42
389.39
731.53
140
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
20. Other Financial Liabilities
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
Current
Non-Current
Current
Non-Current
(a)
Interest accrued and due
1,264.38
-
1,230.53
-
(b)
Interest Accrued but not due
-
-
61.20
-
(c)
Unpaid Dividends
5.55
-
7.74
-
(d)
Financial Guarantee Obligation
252.27
217.24
-
419.29
Total
1,522.19
217.24
1,299.47
419.29
21. Other Liabilities
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
Current
Non-Current
Current
Non-Current
(a)
Advances received from Customers (Refer Note
8.3)
499.82
339.07
153.17
1,234.10
(b)
Amount due to customers for contract work
266.00
-
301.95
-
(c)
Deposit from Customers
-
0.20
-
0.19
(d)
Advances received against arbitration claims
-
-
531.57
-
(e)
Dividend distribution tax payable
-
-
(f)
Other Liabilities including Statutory Liabilities
556.24
-
552.31
-
Total
1,322.06
339.27
1,539.00
1,234.29
22. Provisions
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
Current
Non-Current
Current
Non-Current
(a)
Provision for Disputed Matters*
-
160.00
-
160.00
(b)
Provision for Employee Benefit:
Gratuity (Refer Note No. 44)
1.34
-
0.02
-
Total
1.34
160.00
0.02
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.
23. Income Tax and Deferred Tax (Net)
23(a) Income tax expenses
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
Income tax Expense:
A.
Current tax:
Current tax on profits for the year
-
-
Adjustments for current tax of prior periods
(7.61)
(6.20)
Total current tax expense
(A)
(7.61)
(6.20)
B.
Deferred tax:
Decrease in deferred tax liabilities
-
-
Total deferred tax expense/(benefit)
(B)
-
-
Income tax expense
(A + B)
(7.61)
(6.20)
Reliance Infrastructure Limited
141
Reliance Infrastructure Limited
141
Notes to the standalone financial statements for the year ended March 31, 2024
23(b) Reconciliation of tax expenses and the accounting profit multiplied by India’s tax rate
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
Loss before income tax expense
(1,937.786)
(3,206.18)
Tax at the Indian tax rate of 31.20% (P.Y.:31.20%)
(604.61)
(1,000.33)
Tax effect of amounts which are not deductible (taxable) in calculating taxable
income:
Income not considered for Tax purpose
(28.24)
(5.14)
Expenses not allowable for tax purposes
764.30
796.50
Tax on losses brought forward
(131.45)
201.78
DTA on brought forward depreciation losses
-
7.19
Adjustments for current tax of prior periods
(7.61)
(6.20)
Income tax expense charged to Statement of Profit and Loss
(7.61)
(6.20)
23(c) Tax losses and Tax credits
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Unused tax credit on Capital losses for which no deferred tax asset has been
recognized
609.66
256.05
Unused tax credit on business losses for which no deferred tax asset has been
recognized
874.92
1,181.93
Unused tax credit on Depreciation losses
20.71
40.16
23(d) Deferred tax balances
The balance comprises temporary differences attributable to:
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Deferred tax liabilities on account of:
Fair Valuation of Property plant and Equipment and Intangible Assets -
-
25.12
Impact of Effective Interest Rate on Borrowings / other Financial assets / liabilities
20.66
22.14
Total Deferred Tax Liabilities
20.66
47.26
Deferred tax asset on account of:
Property plant and Equipment and Intangible Assets
29.97
11.43
Provisions for employees benefits and doubtful debts/advances/Investments
236.82
792.04
Fair Valuation of Financial Instruments
152.21
98.95
Brought forward depreciation losses
20.71
40.16
Brought forward Business losses
874.92
-
Total Deferred Tax Assets
1314.62
942.58
Net Deferred Tax (Assets)/Liabilities
(1234.02)
(895.32)
As at March 31, 2024, the Company has net deferred tax assets of ` 1234.02 Crore (` 895.32 Crore as at March 31, 2023).
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 2022-23: Nil). Further the Company does not have any unrecorded income and assets
related to previous years which are required to recorded during the year.
142
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
24. Revenue from Operations
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
(a) Revenue from Engineering and Construction Business
i.
Value of Contracts billed and Service Charges
414.90
911.53
ii.
Increase /(decrease) in Contract Assets
iii.
Contract Assets at close
129.72
120.73
iv.
Less: Contract Assets at commencement
120.73
222.84
Net increase / (decrease) in Contract Assets
8.99
(102.11)
Miscellaneous Income
Sub-total (a)
423.89
809.42
(b) Other Operating Income
i.
Provisions / Liabilities written back
-
-
ii.
Insurance Claim received
0.02
0.02
iii.
Other Income
0.77
0.56
Sub-total (b)
0.79
0.57
Total (a) + (b)
424.68
810.00
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 ` 1,974.64 Crore as at March 31, 2024, (` 2,350.36 Crore as at March 31, 2023) out of which
` 883.23 Crore is expected to be recognised as revenue in next year and balance thereafter. The unsatisfied or partially
satisfied performance obligations are subject to variability due to several commercial and economic factors.
24.3 Changes in balance of Contract Assets and Contract Liabilities are as under:
Contract Assets
(` in Crore)
Particulars
2023-24
2022-23
Opening Contract Assets including retention receivable
161.49
228.82
Increase/(decrease) as a result of change in the measure of progress
55.67
37.51
Transfers from contract assets recognised at the beginning of the year to
receivables
(87.44)
(104.84)
Closing Contract Assets including retention receivable
129.72
161.49
Contract Liabilities
(` in Crore)
Particulars
2023-24
2022-23
Opening Contract Liabilities including advance from customer
1,689.22
1,874.76
Revenue recognised during the year out of opening Contract Liabilities
(23.11)
(186.88)
Increases/decrease due to cash received/advance billing done, excluding
amount recognised as revenue during the year
(561.22)
1.34
Closing Contract Liabilities including advance from customer
1,104.88
1,689.22
Reliance Infrastructure Limited
143
Reliance Infrastructure Limited
143
Notes to the standalone financial statements for the year ended March 31, 2024
24.4 Reconciliation of contracted prices with the revenue from operations from E&C Business:
(` in Crore)
Particulars
2023-24
2022-23
Opening contracted price of orders
6,653.30
8,263.64
Add:
Fresh orders/change orders received (net)
-
383.66
Less:
Orders Completed/cancelled during the year
-
(1,994.00)
Closing contracted price of orders*
6,653.30
6,653.30
Revenue recognised during the year
423.89
809.42
Less: Revenue out of orders completed during the
year including incidental Income
(48.17)
(194.10)
Revenue out of orders under execution at the end
of the year (I)
375.72
615.32
Revenue recognised upto previous year (from orders
pending completion at the end of the year) (II)
4,302.93
3,687.62
Balance revenue to be recognised in future viz.
Order book (III)
1,974.64
2,350.36
Closing contracted price of orders * (I+II+III)
6,653.30
6,653.30
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 Income:
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
(a) Interest Income on:
(i)
Inter Corporate Deposits
90.57
99.90
(ii) Sub Debts
23.47
-
(iii) Fixed Deposits with Banks
2.77
4.79
(iv) Others
50.38
22.91
167.41
127.60
(b) Fair value gain on Financial Instruments through FVTPL / Amortised Cost
18.33
17.86
(c) Dividend Income
-
3.96
(d) Gain on foreign currency translations or transactions
-
129.09
(e) Provisions / Liabilities written back
39.82
8.65
(f)
Profit on sale of Property, plant & equipments (net)
-
0.04
(g) Miscellaneous Income
97.87
10.52
323.43
297.72
144
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
26. Employee Benefit Expenses:
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
(a) Salaries, Wages and Bonus
65.10
61.22
(b) Contribution to Provident Fund and other Funds (Refer Note No. 44)
3.69
3.81
(c) Contribution to Gratuity Fund
1.04
1.35
(d) Workmen and Staff Welfare Expenses
4.76
5.07
74.59
71.45
27. Finance Costs:
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
(a) Interest and Finance Charges on
i.
Debentures
299.85
327.53
ii.
Working Capital and other Borrowings
324.99
343.45
iii.
Interest on ICD
29.08
-
653.92
670.98
(b) Fair Value Change in Financial Instruments
53.79
105.51
(c) Other Finance Charges
30.56
25.09
738.27
801.58
28. Other Expenses:
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
(a) Rent
3.47
3.79
(b) Power and Electricity
-
41.08
(c) Repairs and Maintenance
i.
Buildings
0.04
1.89
ii.
Plant and Machinery
1.25
2.36
iii.
Other Assets
4.54
0.96
(d) Insurance
6.55
6.88
(e) Rates and Taxes
2.96
1.86
(f)
Bank and LC/BG Charges
0.08
0.07
(g) Communication Expenses
0.78
0.98
(h) Provision for Doubtful Advances
94.54
49.30
(i)
Legal and Professional charges
57.78
53.06
(j)
Audit Remuneration #
0.85
0.81
(j)
Bad Debts
0.15
5.36
(k) Directors’ Sitting Fees and Commission
0.35
0.34
(l)
Miscellaneous Expenses
53.80
15.32
(m) Manpower Expenses
3.53
3.05
Reliance Infrastructure Limited
145
Reliance Infrastructure Limited
145
Notes to the standalone financial statements for the year ended March 31, 2024
(n) Loss on Foreign Currency translations or transactions
3.61
-
(o) Loss on Revaluation of Asset held of sale
1.43
-
(p) Loss on Sale / Disposal of Property, Plant and Equipment
46.54
-
(q) Dimunition in Value of Stores & Spares
3.51
-
(r)
Loss on Sale of Investment/Unexercised Warrants
42.88
100.12
(s) Provision for Expected Credit Loss
14.90
3.20
343.61
290.42
# Auditor remuneration (excluding tax)
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
As Auditor - Audit fees
0.85
0.78
Other Certification Charges (paid during FY 2023-24)
-
0.03
Total
0.85
0.81
29. Earnings per Equity Share:
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
(i)
Loss for Basic and Diluted Earnings per Share
before exceptional Items (a) (` Crore)
(823.95)
(805.04)
after exceptional Items (b) (` Crore)
(1,937.86)
(3,197.70)
(ii) Weighted average number of Equity Shares
For Basic Earnings per share (c)
377,110,518
285,115,753
For Diluted Earnings per share (d)
377,110,518
285,115,753
(iii) Earnings per share (Face Value of ` 10 per share)
(a) Before Exceptional Items
Rupees
Rupees
Basic (a/c)
(21.85)
(28.24)
Diluted (a/d)
(21.85)
(28.24)
(b) After Exceptional Items
Rupees
Rupees
Basic (b/c)
(51.39)
(112.15)
Diluted (b/d)
(51.39)
(112.15)
During the year, Pursuant to Debt Discharge Agreement with Reliance Commercial Finance Limited (RCFL) dated August 5,
2023 wholly owned subsidiary of Authum Investment and infrastructure limited, the Company has settled all its obligations
towards corporate guarantees of ` 4,456.29 crore for an amount of ` 891.26 crore, by issuance and allotment of 4,43,41,194
equity shares of ` 10 each, at a premium of ` 191 per share on September 05, 2023 to RCFL, on preferential basis in terms
of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.The equity shares rank pari-passu with the existing
equity shares of the company.
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.
146
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
30. Disclosure pursuant to para 44 A to 44 E of Ind AS 7 - Statement of cash flows
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
Long term Borrowings
Opening Balance (Including Current Maturities)
2,840.18
3,335.26
Impact of non-cash items
- Impact of Effective Rate of Interest
4.75
4.57
- Reclassification to Accrued Interest
(26.45)
-
Repaid During the year
(631.61)
(499.65)
Closing Balance
2,186.87
2,840.18
Short term Borrowings
Opening Balance
531.55
507.67
Impact of non-cash items
- Reclassification to Accrued Interest from Borrowing
(68.77)
-
Taken during the year
595.20
61.80
Repaid during the year
(185.00)
(37.92)
Closing Balance
872.98
531.55
Interest Expenses
Interest Accrued - Opening Balance
1291.73
817.55
Reclassification to Accrued Interest from Borrowing
26.45
-
Interest Charge as per Statement Profit & Loss
738.27
801.58
Changes in Fair Value
- Impact of Effective Rate of Interest
(4.75)
(4.57)
- Impact of Change in Fair Value of Financial Guarantee Obligation
(53.79)
(105.51)
Interest paid to Lenders
(741.00)
(217.32)
Interest Accrued - Closing Balance
1,264.38
1,291.73
31. (a) Contingent Liabilities:
i)
Claims against the Company not acknowledged as debts and under litigation aggregates to ` 2,535.87 Crore
(March 31, 2023 - ` 1,650.24 Crore). These include claim from suppliers aggregating to ` 761.33 Crore
(March 31, 2023 - ` 561.83 Crore), income tax claims ` 581.24 Crore (March 31, 2023 - ` 563.29 Crore), indirect
tax claims aggregating to ` 1103.94 Crore (March 31, 2023 ` 438.16 Crore) and other claims ` 89.37 Crore (March
31, 2023 - ` 86.96 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 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 Company. Aggrieved by the said order, the Company had challenged the said order before Appellate
Tribunal for Electricity (APTEL). The APTEL has upheld the findings of MERC and the Company filed an appeal before
the Supreme Court of India against the APTEL Order. The matter is currently pending before the Supreme Court of
India. Post transfer of Mumbai Power Business to Reliance Electric Generation and Supply Limited (REGSL), a inter-
se agreement was entered between REGCL, DSPPL and the Company, whereby the Company has agreed that the
liability of REGSL to make tariff payments for the energy supplied by DSPPL is limited to the MERC approved tariff
and the Company has agreed to pay the differential amount between tariff payment as per EPA and MERC approved
tariff to the DSPPL thorough an agreement cum indemnity. Pending outcome of the matter, the Company continues
to account differential expenditure as cost on monthly basis. The Company has also legally been advised that it has
good case on merit and have fair chance to succeed. Based on the above facts the Company has not considered
the said agreement cum indemnity as an Onerous Contract. The Company does not expect any cash outflow on this
account.
Reliance Infrastructure Limited
147
Reliance Infrastructure Limited
147
Notes to the standalone financial statements for the year ended March 31, 2024
(b) Capital and Other Commitments:
i)
Uncalled liability on partly paid shares/warrants ` 10.70 Crore (March 31, 2023 - ` 10.70 Crore).
ii)
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 Investment
property including Property, plant and equipment at Santacruz at a total transaction value of ` 1,200 Crore through the
conveyance deed entered with Yes Bank Limited. The Company is entitled to exercise its rights/option to buy back this
property after 8.5 years from the date of sale, subject to fulfillment of the condition precedents at an agreed price as per
option agreement entered between parties.
32. Related Party Disclosures:
As per Ind AS – 24 “Related Party Disclosures”, the Company’s related parties and transactions with them in the ordinary course
of business are disclosed below:
(a) Parties where control exists (Subsidiaries including step down subsidiaries):
Sr.
No
Name of Company
1
Delhi Airport Metro Express Private Limited (DAMEPL)
2
Mumbai Metro Transport Private Limited (MMTPL)
3
Mumbai Metro One Private Limited (MMOPL)
4
Reliance Energy Trading Limited (RETL)
5
PS Toll Road Private Limited (PSTRPL)
6
KM Toll Road Private Limited (KMTRPL)
7
HK Toll Road Private Limited (HKTRPL)
8
SU Toll Road Private Limited (SUTRPL)
9
TD Toll Road Private Limited (TDTRPL)
10
TK Toll Road Private Limited (TKTRPL)
11
DS Toll Road Limited (DSTRL)
12
NK Toll Road Limited (NKTRL)
13
GF Toll Road Private Limited (GFTRPL)
14
JR Toll Road Private Limited (JRTRPL)
15
CBD Tower Private Limited (CBDT)
16
Reliance Global Limited (RGL)
17
Reliance Cement Corporation Private Limited (RCCPL) (Up to March 27, 2023)
18
Reliance E-Generation and Management Private Limited (REGMPL) (Up to March 27, 2023)
19
Reliance Smart Cities Limited (RSCL) (Up to March 27, 2023)
20
Reliance Energy Limited (REL)
21
Reliance Aero Systems Private Limited (RASPL) #
22
Reliance Defence Limited (RDL)
23
Reliance Cruise and Terminals Limited (RCTL) #
24
BSES Rajdhani Power Limited (BRPL)
25
BSES Yamuna Power Limited (BYPL)
26
BSES Kerala Power Limited (BKPL)
27
Reliance Power Transmission Limited (RPTL)
148
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
Sr.
No
Name of Company
28
Talcher II Transmission Company Limited (TTCL)
29
Latur Airport Limited (LAL)
30
Baramati Airport Limited (BAL)
31
Nanded Airport Limited (NAL)
32
Yavatmal Airport Limited (YAL)
33
Osmanabad Airport Limited (OAL)
34
Reliance Airport Developers Limited (RADL)
35
Reliance Defence and Aerospace Private Limited (RDAPL) #
36
Reliance Defence Technologies Private Limited (RDTPL)
37
Reliance SED Limited (RSL)
38
Reliance Propulsion Systems Limited (RPSL)
39
Reliance Defence System & Tech Limited (RDSTL)
40
Reliance Defence Infrastructure Limited (RDIL)
41
Reliance Helicopters Limited (RHL)
42
Reliance Land Systems Limited (RLSL)
43
Reliance Naval Systems Limited (RNSL)
44
Reliance Unmanned Systems Limited (RUSL)
45
Reliance Aerostructure Limited (RAL)
46
Reliance Defence Systems Private Limited (RDSPL)
47
Jai Armaments Limited (JAL)
48
Jai Ammunition Limited (JamL)
49
Reliance Velocity Limited (RVL)
50
Thales Reliance Defense System Limited (TRDSL)
51
Reliance Property Developers Private Limited (RPDPL)
52
North Karanpura Transmission Company Limited (NKTCL)
53
Tamilnadu Industries Captive Power Company Limited (TICAPCO)
54
Dassault Reliance Aerospace Limited (DRAL)
55
Neom Smart Technology Private Limited (NEOM) (w.e.f April 18, 2022)
# represents applied for strike off
Reliance Infrastructure Limited
149
Reliance Infrastructure Limited
149
Notes to the standalone financial statements for the year ended March 31, 2024
(b)
Other related parties where transactions have taken place during the year:
(i)
Associates
(including
Subsidiaries of
Associates)
1
Reliance Neo Energies Private Limited ( Formerly known as Reliance Geo Thermal Power
Private Limited) (RGPPL)
2
Metro One Operations Private Limited (MOOPL)
3
RPL Sun Techniques Private Limited #
4
RPL Photon Private Limited #
5
RPL Sun Power Private Limited #
6
Reliance Power Limited (RePL)
7
Gullfoss Enterprises Private Limited
8
Rosa Power Supply Company Limited (ROSA)
9
Sasan Power Limited (SPL)
10
Vidarbha Industries Power Limited (VIPL)
11
Chitrangi Power Private Limited (CPPL)
12
Samalkot Power Limited (SaPoL)
13
Rajasthan Sun Technique Energy Private Limited (RSTEPL)
14
Dhursur Solar Power Private Limited (DSPPL)
15
Reliance Natural Resources Limited
16
Urthing Sobla Hydro Power Limited
(ii)
Joint Venture
Utility Powertech Limited (UPL)
(iii)
Investing Party
1
Risee Infinity Private Limited (RIPL)
2
Reliance Project Ventures and Management Private Limited (RPVMPL)
(iv)
Persons having
control over
investing party
Shri Anil D Ambani and Family
(v)
Enterprises over
which person
described in
(iv) has control
/ significant
influence
Reliance Transport and Travels Private Limited (RTTPL)
150
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
c)
Details of transactions during the year and closing balances as at the year end:
(` in Crore)
Particulars
Year
Subsidiaries
Investing
party,
Associates
and
Joint Ventures
Enterprises over
which person
described in (iv)
has significant
influence & KMP
(a) Statement of Profit and Loss Heads:
(I) Income:
(i) Dividend Received
2023-24
2022-23
-
-
-
3.96
-
-
(ii) Interest earned
2023-24
2022-23
354.66
40.92
43.62
54.27
2.03
0.38
(II) Expenses:
i)
Purchase of Power (Including Open
Access Charges (Net of Sales)
2023-24
2022-23
-
-
43.38
41.08
-
-
ii)
Purchase/ Services of other items on
revenue account
2023-24
2022-23
-
-
3.36
3.36
0.98
0.15
iii)
Interest Paid
2023-24
2022-23
54.38
-
4.25
4.24
-
-
iv)
Impairment Provision (Exceptional item)
2023-24
2022-23
1,002.23
771.51
-
1,621.15
-
-
(b) Balance Sheet Heads (Closing Balances- Gross):
(i)
Trade Payables, Advances received and
other liabilities for receiving of services
on revenue and capital account. (Refer
Note 8.3)
2023-24
2022-23
0.91
0.85
664.85
1,597.35
0.61
0.22
(ii) Inter Corporate Deposit (ICD) Taken
2023-24
2022-23
669.19
74.00
57.66
40.35
-
-
(iii) Inter Corporate Deposit (ICD) Given
2023-24
2022-23
747.27
665.15
410.83
414.32
17.17
18.51
(iv) Investment in Securities
2023-24
2022-23
2,658.53
2,658.57
970.84
970.84
-
-
(v) Subordinate Debts
2023-24
2022-23
3,251.18
3,341.87
-
-
-
-
(vi) Trade Receivables, Advance given and
other receivables for rendering services
(Refer Note 8.3)
2023-24
2022-23
54.12
53.81
1,948.50
2,849.69
-
-
(vii) Interest
receivable
on
Investments,
Deposits and Sub Debts
2023-24
2022-23
583.19
234.27
-
10.97
9.64
1.27
(viii) Interest Payable
2023-24
2022-23
53.84
-
20.19
15.95
-
-
(ix) Non-Current Assets Held for sale and
Discontinued Operations
2023-24
2022-23
544.94
544.94
-
-
-
-
(x) Advance received from KMP
2023-24
2022-23
-
-
-
-
0.88
-
Reliance Infrastructure Limited
151
Reliance Infrastructure Limited
151
Notes to the standalone financial statements for the year ended March 31, 2024
(` in Crore)
Particulars
Year
Subsidiaries
Investing
party,
Associates
and
Joint Ventures
Enterprises over
which person
described in (iv)
has significant
influence & KMP
(xi) Impairment Provision
2023-24
2022-23
1,773.74
771.51
1,621.15
1621.15
-
-
(c) Guarantees and Collaterals (Closing balances):
(i) Guarantees and Collaterals
2023-24
2022-23
1,575.25
1,824.51
-
178.41
-
-
(e) Transactions During the Year:
(i)
Guarantees and Collaterals provided
earlier - expired / encased / surrendered
2023-24
2022-23
-
51.21
177.85
-
-
67.24
(ii) ICD Given/assigned to & Sub debts
converted into ICD
2023-24
2022-23
87.00
113.03
-
-
-
-
(iii) ICD Returned by
2023-24
2022-23
4.88
12.37
3.48
-
1.34
-
(iv) Subordinate Debts repaid
2023-24
2022-23
79.61
30.84
-
-
-
-
(v) ICD Converted in to Investment in Equity
Shares
2023-24
2022-23
-
-
133.20
-
-
(vi) Interest
Receivable
Converted
into
Investment in Equity Shares
2023-24
2022-23
-
-
-
118.11
-
-
(vii) ICD taken
2023-24
2022-23
600.00
-
-
-
-
-
(viii) ICD taken adjusted against ICD given
2023-24
2022-23
4.81
-
-
-
-
-
(ix) Adjustment of Trade Receivables 0with
Advance from Customer (Refer Note 8.3
2023-24
2022-23
-
-
911.05
-
-
-
(x) Sub debts converted into Inter Corporate
Deposit
2023-24
2022-23
15.00
-
-
-
-
-
d)
Details of Material Transactions with Related Party
(i)
Transactions during the year (Balance Sheet heads)
2023-24
a) Inter Corporate Deposit taken from of RVL ` 600 Crore.
b) Inter Corporate Deposit repaid by NKTR of ` 79.61 Crore
c) Interest on sub debts to NKTR of ` Crore 214.23 Crore
d) Interest on sub debts to DSTR of ` Crore 94.88 Crore.
e) Impairment Provision against NKTR exposure of ` Crore 144.00 Crore
f)
Impairment Provision against DAMEPL exposure of ` Crore 858.01 Crore
g)
Adjustment of Trade Receivables (SaPoL) with Advance from Customers (CPPL) (Refer note 8.3) - ` 911.05
Crore.
2022-23
a)
Investment in Equity share of RePL ` 335.08 Crore through conversion of ICD and interest receivable’
b)
Impairment Provision against (SaPoL) exposure of ` Crore 1621.15 Crore
c)
Impairment Provision against KMTR exposure of ` Crore 544.94 Crore
d)
Impairment Provision against JRTR exposure of ` Crore 226.57 Crore
152
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
(ii) Balance sheet heads (Closing balance- Gross)
2023-24
Trade Payables, Advances received and other liabilities for receiving of services: SPL ` 290.17 Crore, DSPPL ` 373.72
Crore. Investment in Equity of RePL ` 970.45 Crore, MMOPL ` 761.43 Crore, SUTRPL ` 209.69 Crore, TDTRPL `
105.67 Crore, TKTRPL `144 Crore, GFTRPL ` 195.12 Crore, CBDT ` 169.49 Crore, BRPL ` 530.40 Crore, BYPL
` 283.56 Crore, BKPL ` 82.81 Crore, Inter Corporate Deposit (ICD) Taken: RVL ` 595.19 Crore. Inter Corporate
Deposit (ICD) Given: MMOPL ` 283.79 Crore, PSTRPL ` 147.50 Crore, RAL ` 104.25 Crore, RePL ` 410.83 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 ` 110.66 Crore and MMOPL ` 227.99
Crore. Trade Receivables, Advances given and other receivables for rendering services SaPoL `. 1,931.36 Crore. Non-
Current Assets Held for sale and Discontinued Operations of KMTL ` 544.94 Crore. Interest receivable on ICD & Sub
Debts: MMOPL ` 250.75 Crore, DSTRL ` 95.43 Crore, NKTRL ` 214.29 Crore.
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.
(iii) Guarantees and Collaterals
2023-24
Corporate PSTL ` 676.75 Crore,TDTRPL ` 429.59 Crore, TKTRPL ` 112.48 Crore, JRTR ` 252.27 Crore
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
e)
Detail of transactions with Key Management Personnel (KMP) and their relative:
(` in Crore)
Name
Category
Years
Remuneration*
Advance against
sale of Asset
Shri Punit Garg
Executive Director and Chief
Executive Officer
2023-24
2022-23
-
0.25
0.88
-
Shri Paresh Rathod
Company Secretary
2023-24
0.87
2022-23
0.71
Shri Vijesh Babu Thota
Chief Financial Officer ( w.e.f April 12,
2022)
2023-24
2022-23
1.65
0.82
Shri Sandeep Khosla
Chief Financial Officer
(up to April 12, 2022)
2023-24
2022-23
-
0.05
*Remuneration does not include post-employment benefits, as they are determined on an actuarial basis for the Company
as a whole.
f)
Receivable on account of Sale of Assets as on March 31, 2024 ` 1 crore (Previous Year ` 1 crore) from Ms Shruti Garg,
relative of Executive Director and Advance Received during the year and outstanding as on March 31, 2024 ` 0.88 crore
(Previous Year ` Nil) from Shri Punit Garg against Sale of Assets.
Notes:
1)
The above disclosure does not include transactions with/as public utility service providers, viz, electricity,
telecommunications etc. in the normal course of business.
2)
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.
Reliance Infrastructure Limited
153
Reliance Infrastructure Limited
153
Notes to the standalone financial statements for the year ended March 31, 2024
33. 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) 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.
iii) Kashedighat JV: The Company along with “Construction Association Interbudmontazh” (CAI), a company registered
at Ukraine, consortium was allotted a project from Ministry of Road Transport & Highways (MoRTH) through PWD,
Maharashtra for Rehabilitation and Upgradation of NH-66 (Erstwhile NH-17) including 6 Lanes near Parshuram village in
the State of Maharashtra under NHDP-IV on EPC Mode of Contract.
Disclosure of the Company’s share in Joint Controlled Operations:
Name & Location of the Field in the Joint Venture
Note No
Participating
Interest (%)
March 31, 2024
Participating
Interest (%)
March 31, 2023
SP-(North) – CBM - 2005 / III, Sohagpur, Madhya Pradesh
34(i)
55 %
55 %
Rinfra Astaldi Joint Venture (Metro), Mumbai, Maharastra
34(ii)
74%
74%
Kashedighat Parshuram Village , Maharashtra
34(iii)
90%
90%
The Company’s shares in respect of assets, liabilities, Income and expenditure for the year have been accounted as under.
(` in Crore)
Particulars
2023-24
2022-23
Rinfra
Astaldi
Joint
Venture
(Metro)
Kashedighat
JV
CBM
Block
Rinfra
Astaldi
Joint
Venture
(Metro)
Kashedighat
JV
CBM
Block
Income
17.46
50.25
-
0.28
40.84
-
Expenses
18.09
51.36
-
0.98
41.40
-
Non Current Assets
2.26
1.78
-
2.53
@
-
Current Assets
84.86
27.73
0.03
68.25
5.07
3.45
Non Current Liabilities
64.33
6.95
-
64.33
3.28
-
Current Liabilities
27.09
24.28
-
10.13
16.05
@ (FY 2022-23: ` 11,699)
34. Segment reporting
(a) Description of segments and principal activities
The Company is predominantly engaged in the business of Engineering and Construction (E&C). E&C segment renders
comprehensive, value added services in construction, erection and commissioning. All other activities of the Company
revolve around E&C business. As such there are no separate reportable segments, as per the Ind-AS 108 on Operating
Segment.
154
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
(b) Information about Major Customer
Revenue from operations includes ` 350.09 Crore (Previous Year: ` 502.90 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.
35. The Company has constituted a Corporate Social Responsibility and Sustainability 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, Shri Virendra Singh Verma and Shri
Punit Garg as members. The CSR Committee has formulated a Corporate Social Responsibility Policy (CSR policy) indicating the
CSR activities to be undertaken by the Company. The Company is not required to spend any amount towards Corporate Social
Responsibility as per section 135 of the Act since there is no average profit in the preceding three financial years calculated as
per the provisions of the Act.
36. Investment in Delhi Airport Metro Express Private Limited
In the arbitration dispute between Delhi Airport Metro Express Private Limited (DAMEPL), a subsidiary of the Company and Delhi
Metro Rail Corporation (DMRC), on April 10, 2024 Hon’ble Supreme Court of India has passed the judgement allowing the
Curative Petition filed by Delhi Metro Rail Corporation (“DMRC”) against Delhi Airport Metro Express Private Limited (“DAMEPL”)
– a subsidiary of the Company.
“69.The Curative petitions must be and are accordingly allowed. The parties are restored to the position in which they were on
the pronouncement of the judgement of the Division Bench. The execution proceedings before the High Court for enforcing the
arbitral award must be discontinued and the amounts deposited by the petitioner pursuant to the judgment of this Court shall
be refunded. The part of the awarded amount, if any, paid by the petitioner as a result of coercive action is liable to be restored
in favour of the petitioner. The orders passed by the High Court in the course of the execution proceedings for enforcing the
arbitral award are set aside.”
As the Hon’ble Supreme Court Order inter alia stated that ‘The parties are restored to the position in which they were on the
pronouncement of the judgement of the Division Bench.’ The relevant portion of the Hon’ble Delhi High Court judgement dated
January 15, 2019, referred therein states as follows:
‘130. … The matter would have to be adjudicated afresh if either DMRC or DAMEPL is to invoke and initiate arbitration
proceedings…
…The award on these aspects will not be treated as binding and final, and these can be made subject matter of fresh
adjudication.
131. On the question of restitution and whether any orders or directions are required, we leave it open to the DMRC and
DAMEPL to file appropriate application under Section 9 or other provision of the A&C Act.
....We had called upon DMRC to consider the said aspect, including effect of non-servicing/ payment of debt due and payable
by DAMEPL, “termination payment”, if payable, under Article 29.4 read-with the interest liability under Article 29.8, etc.
However, counsel for the DMRC were unable to obtain instructions possibly because they could not have and would not have
known the outcome of the appeal and the final order which would be passed. These would require due and deeper consideration
on several aspects including commercial consideration…
..... Accordingly, we would leave it open to both DMRC and DAMEPL to file application under the A & C Act/Code of Civil
Procedure. If deemed appropriate and proper, DMRC can file an application for restitution in view of the interim orders
passed……’
132. The appeal is accordingly partly allowed setting aside the award in the terms indicated above with liberty to the parties to
invoke arbitration clause for fresh adjudication on their claims and counter claims. Liberty is also granted to the DMRC to move
an application for restitution and both parties to move applications under the A & C Act……
In view of the unprecedented and complex nature of the legal proceedings, judgements and the significant uncertainty arising
thereon, as a matter of prudence, the Company has made a provision for impairment of ` 858 crore against its remaining
investment in DAMEPLand ` 19.36 crorefor bank guarantees given for DAMEPL.
37. The Company had extended support, to an independent EPC company which has been engaged in undertaking contracts and
works, for large number of varied infrastructure 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, 2024 is ` 6,503.21 crore (net of provision of ` 3,972.17 crore). The Company
has also provided corporate guarantees aggregating to Rs 1,216 crore towards borrowings of the EPC Company. During the
year, the Company has initiated pre-institution mediation proceedings in accordance with procedure laid down under Section
Reliance Infrastructure Limited
155
Reliance Infrastructure Limited
155
Notes to the standalone financial statements for the year ended March 31, 2024
12 A, Commercial Court’s Act 2015 before the Main Mediation Centre, Bombay High Court prior to filing of a Commercial
Suit against the EPC Company for recovery of its dues. 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 Rs, 285
crore on behalf of a company towards its borrowings. As per the reasonable estimate, it does not expect any obligation against
the above guarantee amount.
38. Exceptional Items
Exceptional Item for the year ended March 31, 2024 includes:
Impairment Provision of ` 858 crore against investments in Delhi Airport Metro Express Private Limited and ` 144.22 crore
against its exposure to NK Toll Road Limited, subsidiaries of the Company
ii)
Net Interest income of `. 49.95 crore from DS Toll Road Limited and ` 193.24 crore from NK Toll Road Limited on Sub
Debt given to these subsidiaries, net of interest on ICD taken by the Company.
iii)
Provision for financial guarantee obligation of ` 229.26 crore on account of invocation of guarantees issued by the
Company on behalf of subsidiary.
iv)
` 635.42 crore on account of settlement of guarantees issued by the Company on behalf of other bodies corporate and
income of ` 509.80 crore on account of arbitration claim received.
39. 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.
40. The Company has net exposure aggregating to ` 2,884.70 crore in its eight subsidiaries (road SPVs), including exposure to
HK Toll Road Private Limited as on March 31, 2024. Management has recently performed an impairment assessment against
these investments, through valuation of the business of these subsidiaries carried out by independent external valuation expert.
The determination of the fair value involves judgement and estimates in relation to various assumptions including growth rates,
discount rates, terminal value etc. Based on this exercise, the Company is positive of recovering its entire investments in the
said road SPVs. Accordingly, no impairment of the Investments has been considered.
41. HK Toll Road Private Limited (HKTR), a wholly owned subsidiary, has been awarded the Concession on Build, Operate, and
Transfer (BOT) basis, Six laning of Hosur-Krishnagiri section of National Highway No.7 (Km 33,130 to Km 93.000) in the
state of Tamil Nadu under the Concession Agreement dated July 2, 2010. As on March 31, 2024 Company’s total exposure
to HKTR is Rs. 341.72 crore (investments in equity share Rs, 37.04 crore, Sub Debts Rs. 302.26 crare and trade receivable
of Rs. 2.42 crore) On May 12, 2023, NHAI issued a notice of intention to terminate (lOT Notice) the Concession Agreement
(CA). On May 27, 2023 the response has been submitted by the HKTR against lOT Notice. In order to avoid the termination
of Concession Agreement on the issue of alleged breaches of maintenance obligations & alleged non-payment of deferred
premium, the HKTR has invoked arbitration against NHAI on August 08, 2023 and appointed its nominee Arbitrator Justice
Dinesh Maheshwari and requested NHAI to nominate its nominee Arbih’ator, On September 01,2023 NHAI nominated its
nominee Arbitrator Justice Deepak Gupta, and requested both the nominated Arbitrator for appointment of the presiding
Arbitrator. Both the nominee Arbitrator appointed Justice Sanjay Kaul as Presiding Arbitrator. However, before Arbitral Tribunal
could be constituted NHAI unlawfully terminated the project with effect from January 22, 2024. On January 23, 2024 HKTR
filed petition under Section 9 of the Arbitration & Reconciliation Act, 1996 before Hon’ble Delhi High Court (DHC) for stay on
termination notice, DHC vide its order dated January 25, 2024 disposed off the Petition and directed parties to treat the present
petition as an application uls. 17 of the Arbih’ation and Conciliation Act. Preliminary hearings under application under Section 17
have been completed. HKTR in its submissions to the Hon’ble Arbitral Tribunal has prayed for termination notice dated January
22, 2024 to be kept in abeyance till the final adjudication of disputes between the parties, The Hon’ble Arbitral Tribunal has
gone through the notes of submissions and documents placed on record by the parties. After perusal of the same, the Hon’ble
Arbitral Tribunal has gone through the notes of submissions and documents placed on record by the parties of the same, the
Hon’ble Arbitral Tribunal is prima facie satisfied with submissions of HKTR, and is of the view that a hearing is necessitated in
order to accord the Respondent a final hearing and thereafter decide HKTR’s Section 17 Application. Accordingly, no impairment
of exposure has been considered by the Management of the Company
156
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
42. The Ministry of Corporate Affairs (MCA) has prescribed a new requirement for companies under the proviso to Rule 3(1) of the
Companies (Accounts) Rules, 2014 inserted by the Companies (Accounts) Amendment Rules 2021 requiring companies, which
uses accounting software for maintaining its books of accounts, shall use only such accounting software which has a feature
of recording audit trail of each and every transaction, creating an edit log of each change made in the books of accounts along
with the date when such changes were made and ensuring that the audit trail cannot be disabled.
The Company uses the accounting software SAP for maintaining books of account. Audit trail (edit log) is enabled at the
application level. During the year ended 31 March 2024, the Company had not enabled the feature of recording audit trail
(edit log) at the database level for any direct changes in database and database table in accounting software SAP to log any
direct data changes on account of recommendation in the accounting software administration guide which states that enabling
the same all the time consume storage space on the disk and can impact database performance significantly.
43. 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:
(` in Crore)
Particulars
2023-24
2022-23
Contribution to Provident Fund
2.45
2.55
Contribution to Employees Superannuation Fund
0.29
0.28
Contribution to Employees Pension Scheme
0.29
0.31
Contribution to National Pension Scheme
0.65
0.65
Contribution to Employees State Insurance
0.02
0.02
(b)
Defined Benefit Plan
Provident Fund
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.
Reliance Infrastructure Limited
157
Reliance Infrastructure Limited
157
Notes to the standalone financial statements for the year ended March 31, 2024
(` in Crore)
Particulars
Gratuity for the
year ended
March 31,
2024-Funded
Gratuity for the
year ended
March 31,
2023-Funded
Starting Period
April 01, 2023
April 01, 2022
Date of Reporting
March 31, 2024
March 31, 2023
Assumptions
Expected Return On Plan Assets
7.29%
7.29%
Rate of Discounting
7.29%
7.29%
Rate of Salary Increase
9.00%
9.00%
Rate of Employee Turnover
25.00%
25.00%
Mortality Rate During Employment
Indian Assured
Lives Mortality
(2012-14)
Urban
Indian Assured
Lives Mortality
(2012-14)
Urban
Mortality Rate After Employment
N.A.
N.A.
Change in the Present Value of Defined Benefit Obligation
As at
March 31, 2024
As at
March 31, 2023
Present value of Benefit Obligation at the beginning of the year
24.56
22.74
Liability Transferred Out
-
-
Interest Cost
1.70
1.42
Current Service Cost
1.22
1.34
Benefit Paid From the Fund
(2.90)
(2.58)
As at
March 31, 2024
As at
March 31, 2023
Actuarial (Gain) / Losses on Obligation- Due to Change in Financial Assumptions
0.33
0.52
Actuarial (Gain) / Losses on Obligation- Due to Change in Demographic
Assumptions
0.30
(0.30)
Actuarial (Gain) / Losses on Obligation-Due to Experience
-0.32
1.42
Present Value of Benefit Obligation at the end of the year
24.86
24.56
Change in the Fair Value of Plan Assets
Fair Value of Plan Asset at the beginning of the year
24.54
26.02
Asset Transferred In / Out
0.00
0.03
Interest Income
1.70
1.63
Contribution by the Employer
0.00
0.08
Benefits paid from the fund
(2.90)
(2.58)
Return on Plan Assets Excluding Interest Income
0.18
(0.64)
Fair Value of Plan Asset at the end of the year
23.52
24.54
Amount Recognised in the Balance Sheet
Present Value of Benefit Obligation at the end of the year
(24.86)
(24.56)
Fair Value of Plan Assets at the end of the year
23.52
24.54
Funded Status Surplus/(Deficit)
(1.34)
(0.02)
158
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
Net Assets/(Liability) Recognized in the Balance Sheet
(1.34)
(0.02)
Provisions
Current
1.34
0.02
Non-Current
-
-
Expenses Recognized in the Statement of Profit and Loss
Current Service Cost
1.22
1.34
Net Interest Cost/(Income)
0.00
(0.21)
Expenses Recognised
1.22
1.13
Expenses/(Income) Recognised in Other Comprehensive Income (OCI)
Actuarial loss/(gain) on obligation for the year
0.28
1.64
Return on plan assets excluding interest income
-0.18
0.64
Net Expenses/(Income) for the year recognised in OCI
0.10
2.28
Major Categories of plan assets as a percentage of total:
Insurance Fund
94.62%
97.01%
Bank Balance
5.38%
2.99%
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
10.63
7.96
Between 2 to 5 years
10.74
15.33
Beyond 6 years
8.76
5.72
As at March 31,
2024
As at March 31,
2023
Sensitivity Analysis
Present value of Defined Benefits Obligation at the end of the year
24.86
24.56
Assumptions – Discount Rate
Sensitivity Level
1%
1%
Impact on defined benefit obligation –in % increase
(2.14%)
(1.91%)
Impact on defined benefit obligation –in % decrease
2.30%
2.02%
Assumptions – Future Salary Increase
Sensitivity Level
1%
1%
Impact on defined benefit obligation –in % increase
2.23%
1.97%
Impact on defined benefit obligation –in % decrease
(2.11%)
(1.89%)
Assumptions – Employee Turnover
Sensitivity Level
1%
1%
Impact on defined benefit obligation –in % increase
(0.30%)
(0.18 %)
Impact on defined benefit obligation –in % decrease
0.32%
0.19%
Reliance Infrastructure Limited
159
Reliance Infrastructure Limited
159
Notes to the standalone financial statements for the year ended March 31, 2024
The above sensitivity analyses are based on a change in an assumption while holding all other assumptions
constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated.
When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same
method (present value of the defined benefit obligation calculated with the projected unit credit method at the
end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the
balance sheet.
The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior
period.
Gratuity Plan for Jointly Controlled Operations- Unfunded
The Gratuity plan in the Jointly Controlled Operation of the Company viz RInfra Astaldi Joint Venture (Metro) is unfunded.
During the year gratuity expenses of ` Nil ( ` Nil Crore for the Financial Year 2022-23) has been provided in statement
of profit and loss and liability as at March 31, 2024 is Nil ( Nil as at March 31, 2023).
Risk Exposure:
Investment Risk: The Present value of the defined benefit plan liability is calculated using a discount rate which is
determined by reference to market yields at the end of reporting period on government bonds. If the return on plan asset
is below this rate, it will create plan defecit.
Interest Risk: A decrease in the bond interest rate will increase the plan liability: however, this will be partially offset by
an increase in th return on the plan debt investment.
Liquidity Risk: The present value of the defined plan liability is calculated by reference to the best estimate of the
mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan
participants will increase the plan’s liability.
Salary Risk: The present value of the defined plan liability is calculated by reference to the future salaries of plan
participants. As such, an increase in the salary of the plan participants will increase the plan’s liability.
44. Disclosure of Loans and Advances in the nature of loans to Subsidiaries and Associates (Pursuant to Regulation 34(3) and
53(f) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations, 2015)
(` in Crore)
Sr.
No.
Name
Closing Bal Amt O/s as at
Max Amt O/s during the year
March 31,
2024
March 31,
2023
March 31,
2024
March 31,
2023
Subsidiaries:
1
Mumbai Metro One Private Limited*
283.79
283.79
283.79
283.79
2
Mumbai Metro Transport Private Limited
0.05
0.05
0.05
0.05
3
Delhi Airport Metro Express Private Limited
-
69.06
69.06
69.06
4
PS Toll Road Private Limited
147.50
75.50
147.50
75.50
5
Reliance Airport Developers Limited
0.05
0.05
0.05
0.05
6
TK Toll Road Private Limited
7.33
7.33
7.33
7.33
7
JR Toll Road Private Limited
-
-
-
55.52
8
GF Toll Road Private Limited
1.50
1.50
1.50
1.50
9
Reliance Land System Limited
0.01
0.01
0.01
0.01
10
Reliance Aero System Private Limited
0.00
0.02
0.02
0.02
11
Reliance Defence Technologies Private Limited
0.02
0.02
0.02
0.02
12
BSES Kerala Power Limited
2.21
2.21
2.21
2.21
13
Reliance Defence and Aerospace Private Limited$
-
0.06
0.06
0.06
14
Baramati Airport Limited
0.44
0.44
0.44
0.44
15
Latur Airport Limited
0.38
0.38
0.38
0.38
160
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
16
Nanded Airport Limited
7.87
7.87
7.87
7.87
17
Osmanabad Airport Limited
0.16
0.16
0.16
0.16
18
Yavatmal Airport Limited
0.43
0.43
0.43
0.43
19
Reliance Aerostructure Limited *
104.25
104.25
104.25
104.25
20
Jai Aramaments Limited*
15.00
-
15.00
12.37
21
Reliance Velocity Limited
-
4.81
4.81
4.81
22
Reliance Defence Infrastructure Limited
0.08
0.08
0.08
0.08
23
CBD Tower Private Limited
0.16
0.16
0.16
0.16
24
Reliance SED Limited
0.01
0.01
0.01
0.01
25
Reliance Helicopters Limited
0.01
0.02
26
Reliance Cement Corporation Private Limited$
-
-
-
27
Reliance E Generation and Management Private
Limited$
-
-
-
0.02
28
Talcher II Transmission Company Limited
0.13
0.13
0.13
0.13
29
North Karanpura Transmission Co. Limited
0.11
0.11
0.11
0.11
30
Reliance Power Transmission Ltd
51.21
51.21
51.21
51.21
Associate Company
31
Reliance Power Limited*
410.83
414.32
414.32
547.51
* Except for these, all loans and advances stated are interest free
$ written off as the Investee Company has applied for strike off
There are no investments by loanees as at March 31, 2024 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 and are net of provision.
45. The Company has outstanding obligations payable to lenders and in respect of loan arrangements of certain entities including
subsidiaries, where the Company is also a guarantor where certain amounts have also fallen due. During the year, the Company
has settled majority of its obligations towards corporate guarantees and repaidits substantial secured borrowings including
interest thereon to its lenders. The Company is confident of meeting balance obligations through time bound monetisation of
its assets and receipt of proceeds from various regulatory assets, arbitral awards and claims. Accordingly, notwithstanding the
dependence on these material uncertain events (timing perspective), the Company continues to prepare its Standalone Financial
Results on a ‘Going Concern’ basis.
46. 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 ` 3.47 Crore as lease rental for the financial year
2023-24 (` 3.79 Crore for the financial year 2022-23).
47. Fair Value Measurement and Financial Risk Management
(A) Fair Value Measurement
(a) Financial Instruments by category
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
FVTPL
FVOCI
Amortised
cost
FVTPL
FVOCI
Amortised
cost
Financial Assets
Investments
- Equity instruments
0.60
-
-
0.60
-
-
- Subordinate debt-Debt
Instruments
-
-
227.99
-
-
209.65
- Preference shares
696.11
-
-
696.11
-
-
Reliance Infrastructure Limited
161
Reliance Infrastructure Limited
161
Notes to the standalone financial statements for the year ended March 31, 2024
- Debentures
1,170.00
-
-
527.27
-
-
Trade Receivables
-
-
460.64
-
-
1,389.41
Inter Corporate Deposits
-
-
5,086.22
-
- 5,079.01
Security Deposits
-
-
23.22
-
-
15.23
Loan to Employees
-
-
0.51
-
-
0.57
Other Receivables
-
-
40.28
-
-
36.49
Advance to Employees
-
-
0.15
-
-
0.14
Interest Receivable
-
-
1,702.04
-
- 1,558.28
Cash and Cash Equivalents
-
-
104.05
-
-
307.84
Bank deposits with original
maturity of more than 3 months
but less than 12 months
-
-
36.88
-
-
269.39
Unpaid Dividend Account
-
-
5.55
-
-
7.74
Bank deposits with more than
12 months original maturity
-
-
1.98
-
-
4.82
Total Financial Assets
1,866.71
-
7,725.52
1,223.98
-
8,878.57
Financial Liabilities
Borrowings (including interest
accrued thereon)
-
-
4,315.78
-
-
4,657.58
Trade payables
-
-
1,540.65
-
- 1,594.05
Interest Payable Others
-
-
8.43
-
-
5.88
Financial guarantee obligation
469.51
-
-
419.29
-
-
Unpaid dividends
-
-
5.55
-
-
7.74
Total Financial Liabilities
469.51
-
5,870.40
419.29
- 6,265.25
(b) Fair value hierarchy
This section explains the judgments and estimates made in determining the fair values of the financial instruments
that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are
disclosed in the standalone financial statements. To provide an indication about the reliability of the inputs used in
determining fair value, the Company has classified its financial instruments into the three levels prescribed under the
accounting standard. An explanation of each level follows underneath the table.
(` in Crore)
Assets and Liabilities measured at fair value -
recurring fair value measurements as at March
31, 2024
Level 1
Level 2
Level 3
Total
Financial instruments at FVTPL
Unquoted equity instruments
-
-
0.60
0.60
Quoted Mutual Fund
-
-
-
-
Preference shares
-
-
469.51
696.11
Debentures
-
-
1,170.00
1,170.00
Financial Guarantee Obligations
-
-
217.24
217.24
Assets and Liabilities for which fair values are
disclosed as at March 31, 2024
Level 1
Level 2
Level 3
Total
Financial Liabilities
Borrowings (including Interest)
-
-
4,315.78
4,315.78
162
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
(` in Crore)
Assets and Liabilities measured at fair value -
recurring fair value measurements as at March
31, 2023
Level 1
Level 2
Level 3
Total
Financial instruments at FVTPL
Unquoted equity instruments
-
-
0.60
0.60
Quoted Mutual Fund
-
-
-
-
Preference shares
-
-
696.11
696.11
Debentures
-
-
1,399.51
1399.51
Financial Guarantee Obligations
-
-
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
There were no transfers between any levels during the year.
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes mutual funds
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
Financial Assets
(` in Crore)
Financial Liabilities
(` in Crore)
As at March 31, 2022
2,132.63
(313.78)
Other fair value gains / (losses) recognised during the year
(36.00)
(105.51)
Financial assets sold during the year
(0.41)
-
As at March 31, 2023
2,096.22
(419.29)
Other fair value gains / (losses) recognised during the year
-
(50.22)
Financial assets sold during the year
(229.51)
-
As at March 31, 2024
1,866.71
469.51
Reliance Infrastructure Limited
163
Reliance Infrastructure Limited
163
Notes to the standalone financial statements for the year ended March 31, 2024
(e) Fair value of financial assets and liabilities measured at amortised cost
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
Carrying
amount
Fair value
Carrying
amount
Fair value
Financial Liabilities
Borrowings (including interest accrued thereon)
4,315.78
4,315.78
4,657.58
4,657.58
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
(` in Crore)
Particulars
Fair Value as at
Valuation Techniques
Significant unobservable
inputs and range
March 31, 2024
March 31, 2023
Equity Instruments
0.60
0.60 Earnings/EBIDTA
Multiple Method
Earning growth Factor 7%
to 9%
Preference Shares
696.11*
696.11* Discounted Cash Flow
Discount rate: 11% to 13%
Debentures
1,170.00
1,399.51 Discounted Cash Flow
Discount rate: 11% to 13%
Financial Guarantee
Obligation
469.51
419.29 Credit Default Swap
(CDS)
10 Years Credit Default
Swap (“CDS”) spread of
Sovereign Bond
* Gross amount before considering the provision of ` 678.62 Crore
(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:
164
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
Rating 1: High-quality assets, negligible credit risk
Rating 2: Quality assets, low credit risk
Rating 3: Medium to low quality assets, Moderate to high credit risk
Rating 4: Doubtful assets, credit-impaired
(ii) Provision for expected credit losses
Trade receivables, retentions on contract and amounts due from customers for contract work
The provision for expected credit losses on financial assets are based on assumptions about risk of default and
expected loss rates. The Company uses judgement in making these assumptions and selecting the inputs, based
on the Company’s past history, existing market conditions, current creditability of the party as well as forward
looking estimates at the end of each reporting period.
Investments other than equity instruments
Investments in financial assets other than equity instruments are exposed to the risk of loss that may occur in
future from the failure of counterparties or issuers to make payments according to the terms of the contract.
The maximum exposure to credit risk for each class of financial assets is the carrying amount of that class of
financial instruments presented in the balance sheet.
Year ended March 31, 2024:
Expected credit loss for financial assets where general model is applied
(` in Crore)
Particulars
Asset group
Internal
credit rating
Estimated
gross
carrying
amount at
default
Expected
probability
of default
Expected
credit
losses
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
Rating 1
23.22
0%
NIL
15.23
Interest
and Other
receivables
Rating 2
1,742.98
18%
321.05
1421.93
Inter corporate
deposits
Rating 2 / 3
9,039.96
44%
3,953.73
5,086.23
Year ended March 31, 2023:
Expected credit loss for financial assets where general model is applied
(` in Crore)
Particulars
Asset group
Internal
credit rating
Estimated
gross
carrying
amount at
default
Expected
probability
of default
Expected
credit
losses
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
Rating 1
15.23
0%
NIL
15.23
Interest and
Other receivables
Rating 2
1,741.15
8%
145.67
1,595.48
Inter corporate
deposits
Rating 2 / 3
8,963.68
43%
3,884.67
5,079.01
Reliance Infrastructure Limited
165
Reliance Infrastructure Limited
165
Notes to the standalone financial statements for the year ended March 31, 2024
(iii) Reconciliation of loss allowance provision -Trade receivables, retentions on contract under simplified
approach
(` in Crore)
Reconciliation of loss allowance
Lifetime expected credit
losses measured using
simplified approach
Loss allowance as at March 31, 2022
96.08
Changes in loss allowance
1,629.33
Loss allowance as at March 31, 2023
1,725.41
Changes in loss allowance
14.90
Loss allowance as at March 31, 2024
1,740.31
(iv) Reconciliation of loss allowance provision - Other than trade receivables, retentions on contract under
general approach
Reconciliation of loss allowance
Loss allowance measured
at 12 month expected
losses
Loss allowance as at March 31, 2022
3,972.17
Add / (Less): Changes in loss allowances
55.53
Loss allowance as at March 31, 2023
4,027.70
Add / (Less): Changes in loss allowances
247.09
Loss allowance as at March 31, 2024
4,274.79
(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 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.
(` in Crore)
Contractual maturities of financial liabilities
Less than 1 year
More than 1 year
Total
March 31, 2024
Non-derivatives
Borrowings*
4,194.54
129.67
4,324.21
Trade payables (Including Retention payable)
1,518.25
22.39
1,540.64
Financial guarantee obligation
252.27
217.24
469.51
166
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
Other finance liabilities
5.55
-
5.55
Total non-derivative liabilities
5,970.56
369.30
6,339.86
Contractual maturities of financial liabilities
Less than 1 year
More than 1 year
Total
March 31, 2023
Borrowings*
4,493.51
431.08
4,924.59
Trade payables (Including Retention payable)
1,575.33
18.72
1,594.05
Financial guarantee obligation
-
419.29
419.29
Other finance liabilities
7.74
-
7.74
Total non-derivative liabilities
6,076.58
869.09
6,945.67
*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, 2024
As at March 31, 2023
USD
in Crore
EUR
in Crore
USD
in Crore
EUR
in Crore
Financial Assets
Investment in preference shares
9.81
-
9.81
-
Trade Receivable
18.66
-
30.16
-
Advance to Vendor
1.09
-
1.09
-
Exposure to foreign currency risk
(Assets)
29.56
-
41.06
-
Financial Liabilities
Advance from Customer
0.2
-
Trade payables
6.16
2.48
6.84
2.47
Exposure to foreign currency risk
(Liabilities)
6.18
2.48
6.84
2.47
The outstanding SEK denominated balance being insignificant has not been considered.
Pursuant to Assignment agreement between Reliance Power Limited and its subsidiaries i.e., Chitrangi Power
Private Limited (CPPL) and Samalkot Power Limited (SPL), the Company has adjusted ` 911.05 crore advance
received from CPPL with the receivable of ` 911.05 Crore (USD 11.09 Crore) from SPL.
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
Impact on loss before tax
(` in Crore)
March 31, 2024
March 31, 2023
INR/USD - Increase by 6%*
113.70
168.71
INR/USD - Decrease by 6%*
(113.70)
(168.71)
*Holding all other variables constant
The outstanding EURO and SEK denominated balance being insignificant has not been considered for the purpose
of sensitivity disclosures.
Reliance Infrastructure Limited
167
Reliance Infrastructure Limited
167
Notes to the standalone financial statements for the year ended March 31, 2024
(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, 2024 and March 31, 2023, 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:
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Variable rate borrowings
1,252.32
2,137.70
Fixed rate borrowings
1,807.51
1,234.03
Total borrowings
3,059.84
3,371.73
As at the end of the reporting period, the Company had the following variable rate borrowings outstanding:
Particulars
March 31, 2024
March 31, 2023
Weighted
average
interest
rate
Balance
(` Crore)
% of total
loans
Weighted
average
interest
rate
Balance
(` Crore)
% of total
loans
Borrowings
12.35%
1,252.32
40.93%
12.16%
2,137.70
63.40%
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
Impact on loss/profit before tax
(` in Crore)
March 31, 2024
March 31, 2023
Interest rates – increase by 100 basis points*
(12.52)
(21.38)
Interest rates – decrease by 20 basis points*
2.50
4.28
*Holding all other variables constant
(iii) Price risk
(a) Exposure
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.
(b) Sensitivity
Particulars
Impact on other components of
equity (` in Crore)
March 31, 2024
March 31, 2023
Price increase by 10%
0.06
0.06
Price decrease by 10%
(0.06)
(0.06)
168
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
48. Capital Management
(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.
49. Financial Performance Ratio
Ratio
Numerator
Denominator
As at
March 31,
2024
As at
March 31,
2023
Variance #
Current Ratio (In times)
Current Assets
Current Liabilities
1.12
1.16
(3.45)%
Debt-Equity Ratio (in
times)
Total Debts
Total Equity
0.49
0.46
6.52%
Debt Service Coverage
Ratio (In times)
Earnings before
Interest, Tax,
depreciation &
amortisation and
exceptional items(a)
Interest and Principal
Repayment of Long
Term Debt within one
year
(0.02)
0.01
(300)%
Interest Service
Coverage Ratio (In
times)
Earnings before
Interest, Tax and
exceptional items(a)
Interest Expenses
(0.11)
0.03
(466.67)%
Return on Equity Ratio
(in %)
Profit for the year (b)
Total Equity
(30.60)
(43.49)
(35.25)%
Inventory turnover ratio
(In times)
Revenue from
Operation
Average Inventory
*
*
*
Trade Receivables
turnover ratio (In
times)
Revenue from
Operation
Average Trade
Receivable
0.46
0.38
21.05%
Trade payables
turnover ratio (In
times)
Total construction
material consumed
& sub-contracting
charges and other
expenses
Average Trade Payable
0.47
0.54
(12.16)%
Net profit ratio (in %)
Profit after Tax
Revenue from
Operation
(454.52)%
(394.78)%
(15.13)%
Return on Capital
employed (in %)
Profit before tax and
Finance Cost (b)
Capital Employed
(0.13)
(0.22)
(41.79)%
Return on investment
(in %)
Income Generated
from Invested Fund
Average Investment
-
-
-
* Inventory represents store, spares and consumables only, hence Inventory turnover ratio is not applicable to the Company.
# Explanation for variance more than 25%:
Reliance Infrastructure Limited
169
Reliance Infrastructure Limited
169
Notes to the standalone financial statements for the year ended March 31, 2024
a)
Debt Service Coverage Ratio (In times) & Interest Service Coverage Ratio (In times): Due to reduction in total debt during
the year, the ratio has decreased compared to previous year.
b)
Return on Capital employed & Equity Ratio (in %): Due to decrease in Revenue in current year as compared to previous
year.
50. The figures for the previous year ended March 31, 2023 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 @.
51. 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
For and on behalf of the Board
Chartered Accountants
Firm Registration No: 101720W/W100355
S S Kohli
DIN – 00169907
}
Directors
Sateesh Seth
DIN - 00004631
Manjari Kacker
DIN – 06945359
K Ravikumar
DIN - 00119753
Parag D. Mehta
Chhaya Virani
DIN – 06953556
V S Verma
DIN – 07843461
Partner
Punit Garg
DIN - 00004407
Executive Director and Chief Executive Officer
Membership No. 113904
Vijesh Babu Thota
Chief Financial Officer
Paresh Rathod
Company Secretary
Place : Mumbai
Date : May 30, 2024
Place : Mumbai
Date : May 30, 2024
170
Reliance Infrastructure Limited
Notes to the standalone financial statements for the year ended March 31, 2024
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, 2024
[See Regulation 33 / 52 of the SEBI (LODR) (Amendment) Regulations, 2016]
I
Sr.
No.
Particulars
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
Turnover / Total income
748.11
748.11
2
Total Expenditure including exceptional items
2,685.97
2,685.97
3
Net loss for the year after tax
(1,930.25)
(1,930.25)
4
Earnings Per Share (`) after exceptional items
(51.39)
(51.39)
6
Total Assets
15,068.64
15,068.64
7
Total Liabilities
8,761.37
8,761.37
8
Net Worth
5,666.97
642.09
9
Total Equity
6,307.27
6,307.27
II
Audit Qualification (each audit qualification separately):
a.
Details of Audit Qualification:
1.
We refer to Note 8 and 9 to the standalone financial results regarding the Company’s exposure to an EPC Company
as on March 31, 2024 aggregating to ` 6,503.21Crore (net of provision of ` 3,972.17 Crore). The Company had
also provided corporate guarantees aggregating to ` 1,216 Crore (net of Corporate Guarantee given of ` 384 Crore
settled at ` 76.80 Crore) on behalf of the aforesaid EPC Company towards its borrowings
According to the Management of the Company, these amounts have been provided mainly for general corporate
purposes and towards funding of working capital requirements of the EPC Company which has been engaged in
providing Engineering, Procurement and Construction (EPC) services primarily to the Company, its subsidiaries and
its associates. Further during the year, the Company has initiated pre-institution mediation proceeding against EPC
Company, for recovery before the concerned authority of the Hon’ble Bombay High Court.
As referred in the above note, the Company had also provided Corporate Guarantees of ` 285 Crore (net of Corporate
Guarantee given of ` 4072.29 Crore settled at ` 814.46 Crore) in favour of a company towards its 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 arising towards the Corporate
Guarantees given. Accordingly, we are unable to determine the consequential implications arising therefrom in the
standalone financial results of the Company.
2.
We refer to Note 11 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 (R Power) 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, 2023, December 31, 2023 and March 31, 2024 would have been lower by ` 5,024.88 Crore.
b.
Type of Audit Qualification: Qualified Opinion / Disclaimer of Opinion /
Adverse Opinion
Disclaimer of Opinion
c.
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
Reliance Infrastructure Limited
171
Reliance Infrastructure Limited
171
Notes to the standalone financial statements for the year ended March 31, 2024
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 Company had extended support, to an independent EPC company which has been engaged in undertaking
contracts and works, for large number of varied infrastructure 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, 2024 is `6,503.21 crore (net of provision
of `3,972.17 crore). The Company has also provided corporate guarantees aggregating to `1,216 crore towards
borrowings of the EPC Company. During the year, the Company has initiated pre-institution mediation proceedings in
accordance with procedure laid down under Section 12 A, Commercial Court's Act 2015 before the Main Mediation
Centre, Bombay High Court prior to filing of a Commercial Suit against the EPC Company for recovery of its dues.
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 ` 285 crore on behalf of a company towards
its borrowings. As per the reasonable estimate, it does not expect any obligation against the above guarantee amount.
(iii) Auditors' Comments on (i) or (ii) above:
Impact is not determinable.
III
Signatories:
Punit Garg
(Executive Director and Chief Executive Officer )
Vijesh Thota
(Chief Financial Officer)
Manjari Kacker
(Audit Committee Chairperson)
Statutory Auditors
For Chaturvedi & Shah LLP
Chartered Accountants
Firm’s Registration No:101720W/W100355
Parag D. Mehta
Partner
Membership No: 113904
UDIN: 24113904BKFNTP6939
Place: Mumbai
Date: May 30, 2024
172
Reliance Infrastructure Limited
Consolidated Financial
Statement
Reliance Infrastructure Limited
173
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
We were engaged to audit the accompanying consolidated
financial
statements
of
Reliance
Infrastructure
Limited
(hereinafter referred to as the ‘Holding Company”) and its
subsidiaries (Holding 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,
2024, 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 material 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 and 36, to the consolidated
financial statements regarding the Holding Company has
exposure to an EPC Company as on March 31, 2024
aggregating to ` 6,503.21 Crore (net of provision of
`3,972.17 Crore). Further, the Holding Company has also
provided corporate guarantees aggregating to ` 1,216
Crore (net of Corporate Guarantee given of ` 384 Crore
settled at ` 76.80 Crore) on behalf of the aforesaid EPC
Company towards its borrowings.
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 EPC Company which has
been engaged in providing Engineering, Procurement
and Construction (EPC) services primarily to the Holding
Company, its subsidiaries and its associates. Further during
the year, the Holding Company has initiated pre-institution
mediation proceeding against EPC Company, for recovery
before the concerned authority of the Hon’ble Bombay
High Court.
As referred in the above note, the Holding Company has
also provided Corporate Guarantees of ` 285 Crore (net
of Corporate Guarantee given of ` 4072.29 Crore settled
at Rs. 814.46 Crore) on behalf of a company towards its
borrowings. According to the Management of the Holding
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.
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 Rs. 5,312.02 Crore for the year ended
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,
2023 and March 31, 2024 would have been lower by
Rs.5,312.02 Crore, capital reserve and capital reserve
on consolidation of the Group as at March 31, 2023
and March 31, 2024 would have been higher by Rs.
5,024.88 Crore and Rs. 287.14 Crore respectively .
3.
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 Holding Company, has incurred losses
during the year ended March 31, 2024 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.
4.
The consolidated financial statements include the financial
information of 1 subsidiary which have not been audited
by their auditors, whose financial information reflects
total assets of Rs. 2572.94 crore, total revenue of Rs.
374.52 Crore, net profit/(loss) after tax of Rs. (459.54)
Crore, total comprehensive income/(loss) of Rs. (460.87)
Crore and net cash inflows of Rs. 175.60 Crore for the
year ended March 31, 2024. The financial statements
of that subsidiary are unaudited and have been certified
by the Management of that subsidiary and our opinion
on the consolidated financial statements, in so far as it
relates to the amounts and financial information included
in respect of above subsidiary, is based solely on these
unaudited financial statements. Consequently, effects on
the Group’s assets, revenue, net profit / (loss) after tax,
174
Reliance Infrastructure Limited
Independent Auditor’s Report on the Consolidated Financial Statements
total comprehensive income/(loss) and net cash inflows,
if any, pursuant to the audit of that subsidiary, are not
ascertainable at this stage.
Material Uncertainty Related to Going Concern
We draw attention to Note no. 29(g) to the consolidated
financial statements, wherein the Holding Company has
outstanding obligations to lenders and is also a guarantor for its
subsidiaries whose loans have also fallen due, the consequential
impact of these events or conditions, along with other matters
as set forth in above note, indicate that a material uncertainty
exist that may cast significant doubt on the Group’s ability to
continue as going concern.
Our opinion on the consolidated financial statements is not
modified in respect of this matter.
Emphasis of matter
1.
We draw attention to Note no. 8, 27 and 29 to the
consolidated financial statements in respect of:
a.
Delhi Airport Metro Express Private Limited (DAMEPL),
which states that in view of recent development, as
detailed in Note 27, the Holding Company has assessed
and evaluated that the conditions for consolidation as per
Ind AS 110, “Consolidated Financial Statements”, are not
met and, accordingly, DAMEPL’s financial statements have
been excluded from the consolidated financial statement
of the Holding Company w.e.f. March 31, 2024 based
on expert opinion, accordingly, charge of Rs. 58.20 crore,
has been recognized on account of deconsolidation and
shown as an exceptional item.
b.
GF Toll Road Private Limited (GFTR), 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.
c.
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.
d.
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.
e.
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.
f.
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 29(f) 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.
g.
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.
h.
Additionally the auditors of certain subsidiaries have
highlighted uncertainties related to going concern/
emphasis of matter paragraph in their respective audit
reports.
Our opinion on the consolidated financial statements is not
modified in respect of the above matters.
2.
We draw attention to Note 34(c) and 34(e ) to the
consolidated financial Statement with regard to contingent
liability in respect to Late Payment Surcharge (LPSC)
and 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.
3.
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
Holding Company, wherein Delhi Discoms has preferred
appeals before Hon’ble Appellate Tribunal for Electricity
(“APTEL”) against disallowances by Delhi Electricity
Regulatory Commission (“DERC”) in various tariff orders.
As stated in note, the Delhi Discoms has treated such
amount as they ought to be treated as in terms of
accepted regulatory frame work in the carrying value of
Reliance Infrastructure Limited
175
Independent Auditor’s Report on the Consolidated Financial Statements
Regulatory Deferral Account Balance as at March 31,
2024. The opinion of BRPL and BYPL’s auditors is not
modified in respect of this matter.
4.
We draw attention to Note 36 to the consolidated
financial statements, regarding the exceptional item
aggregating to Rs. 10.30 crore (net) for the year ended
March 31, 2024, with respect to certain provisions and
income for arbitration claims.
Our opinion on the consolidated financial statements is not
modified in respect of the above matters.
Responsibilities of Management for the Consolidated
Financial Statements
The Holding Company’s 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
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 financial position, consolidated
financial performance including other comprehensive income,
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 the Group and its associates
and joint venture 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 Holding Company, as aforesaid.
In preparing the consolidated financial statements, the respective
Board of Directors of the companies included in the Group and
of its associates and joint 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 the respective
Board of Directors either intends to liquidate their respective
entities or to cease operations, or has no realistic alternative but
to do so.
The respective Board of Directors of the companies included in
the Group and of its associates and joint venture are responsible
for overseeing the financial reporting process of Group and of its
associates and joint venture.
Auditor’s Responsibilities for the Audit of the Consolidated
Financial Statements
Our responsibility is to conduct an audit of the Group’s
consolidated financial statements in accordance with Standards
on Auditing and to issue an auditor’s report. However, because
of the matters described in the Basis for Disclaimer of Opinion
section of our report, we were not able to obtain sufficient
appropriate audit evidence to provide a basis for an audit opinion
on these consolidated financial statements.
We are independent of the Group in accordance with the Code
of Ethics and provisions of the Act that are relevant to our audit
of the consolidated financial statements in India under the
Act, and we have fulfilled our other ethical responsibilities in
accordance with the Code of Ethics and the requirements under
the Act.
Other Matters
a.
We did not audit the financial statements of 43 subsidiaries
included in the consolidated financial statements, whose
financial statements reflect total assets of Rs. 44,687
Crore as at March 31, 2024, total revenue of Rs.
21,342.60Crore, total comprehensive income/(loss) of
Rs. 569.40Crore and net cash inflow amounting to Rs.
983.88Crore for the year ended March 31, 2024. The
consolidated financial statements also include the Group’s
share of net loss and other comprehensive loss of Rs.
(502.34) Crore and Rs. (497.64) Crore, respectively
for the year ended March 31, 2024 in respect of 2
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 4 subsidiaries, whose unaudited financial
statements/unaudited financial information reflect total
assets of Rs. 1,095.90 Crore as at March 31, 2024,
total revenues of Rs. 189.90 Crore, total comprehensive
income/(loss) of Rs. 30.67 Crore and net cash outflows
amounting to Rs. 22.31 crore for the year ended March
31, 2024. 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 these 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 by the Holding
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.
176
Reliance Infrastructure Limited
Independent Auditor’s Report on the Consolidated Financial Statements
Report on Other Legal and Regulatory Requirements
1.
As required by the Companies (Auditor’s Report) Order,
2020 (“the Order”) issued by the Central Government of
India in terms of Section 143(11) of the Act, we give in
the “Annexure A” a 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)
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.
b)
Due to the effects/possible effects of the matters
described in the Basis for Disclaimer of Opinion section
and for the matters stated in the paragraph 2(B) (vi)
below on reporting under Rule 11(g), 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.
c)
The consolidated balance sheet, the consolidated
statement of profit and loss (including other comprehensive
income), the consolidated statement of changes in equity
and the consolidated statement of cash flows dealt with
by this Report are in agreement with the relevant books
of account maintained for the purpose of preparation of
the consolidated financial statements.
d)
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.
e)
The matters described in the Basis for Disclaimer of
Opinion section and going concern matter described in
the Material Uncertainty related to Going Concern may
have an adverse effect on the functioning of the Group.
f)
The Holding Company has defaulted in repayment of the
obligations to its lenders and debenture holders which is
outstanding as at March 31, 2024. Based on the legal
opinion obtained by the Holding Company and based on
the written representations received from the directors
of the Holding Company as on March 31, 2024 taken
on record by the Board of Directors of the Holding
Company and the reports of the statutory auditors of
its subsidiary companies, associate companies and joint
venture incorporated in India, none of the directors of
the Group companies, its associate companies and joint
venture incorporated in India is disqualified as on March
31, 2024 from being appointed as a director in terms of
Section 164(2) of the Act.
g)
The reservation relating to maintenance of accounts and
other matters connected therewith are as stated in the
Basis for Disclaimer of Opinion section, in the paragraph
(b) above on reporting under Section 143(3)(b) and
paragraph 2(B)(vi) below on reporting under Rule 11(g).
h)
With respect to the matter to be included in the Auditor’s
report under section 197(16) of the Act:
In our opinion and according to the information and
explanations given to us and based on the reports of the
statutory auditors of such subsidiary companies, associate
companies and joint venture incorporated in India which
were not audited by us, remuneration paid during
the current year by the Holding Company, subsidiary
companies, associate companies and joint venture to its
directors, is in accordance with the provisions of Section
197 of the Act.
i)
With respect to the adequacy of the internal financial
controls
with
reference
to
consolidated
financial
statements of the Holding 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”.
(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, 2024 on the
consolidated financial position of the Group, its associates
and joint venture. Refer Note no. 23 to the consolidated
financial statements.
ii.
Except for the possible effects of the matters described
in the Basis for Disclaimer of Opinion section, the Group,
its associates and joint venture did not have any material
foreseeable losses on long-term contracts including
derivative contracts during the year ended March 31,
2024.
iii.
There has been no delay in transferring amounts,
required to be transferred, to the Investor Education
and Protection Fund by the Holding Company and its
subsidiary companies, associate companies and joint
venture incorporated in India during the year ended March
31, 2024.
iv.
(a)
The respective Managements of the Holding
Company and its subsidiaries, associates and joint
venture which are companies incorporated in India
whose financial statements have been audited under
the Act have represented to us and the auditors
of such subsidiaries, associates and joint venture
respectively that, to the best of their knowledge
and belief, as disclosed in the notes to the accounts
no funds have been advanced or loaned or invested
(either from borrowed funds or share premium or
any other sources or kind of funds) by the Company
or any of such subsidiaries, associates and joint
venture to or in any other persons or entities,
including foreign entities (“Intermediaries”), with
Reliance Infrastructure Limited
177
Independent Auditor’s Report on the Consolidated Financial Statements
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 Holding
Company and its subsidiaries, associates and joint
venture which are companies incorporated in India
whose financial statements have been audited
under the Act have represented to us and the
auditors of such subsidiaries, associates and joint
venture respectively that, to the best of their
knowledge and belief, as disclosed in the notes to
the accounts no funds have been received by the
Company or any of such subsidiaries, associates
and joint venture from any person(s) or entity(ies),
including foreign entities (“Funding Parties”), with
the understanding, whether recorded in writing
or otherwise, that the Company or any of such
subsidiaries, associates and joint venture shall,
directly or indirectly, lend or invest in other persons
or entities identified in any manner whatsoever
by or on behalf of the Funding Party (“Ultimate
Beneficiaries”) or provide any guarantee, security or
the like on behalf of the Ultimate Beneficiaries;
(c)
Based on our audit procedure conducted that
are considered reasonable and appropriate in
the circumstances performed by us and those
performed by the auditors of such subsidiaries,
associates and joint venture which are companies
incorporated in India whose financial statements
have been audited under the Act, nothing has come
to our and other auditors attention that cause us or
the other auditors to believe that the representation
given by the management under paragraph (2) (B)
(iv) (a) & (b) contain any material misstatement.
v.
The Holding Company, its subsidiaries, associates and joint
venture incorporated in India has not declared or paid
any dividend during the current year, except one of the
subsidiary have paid final dividend during the year. The
same is in compliance with section 123 of the Act, as
applicable.
vi.
Based on our examination, which included test check
and that performed by the respective auditors of
the subsidiaries, associates and joint venture, which
are companies incorporated in India whose financial
statements have been audited under the Act, which have
a feature of recording audit trail (edit log) facility and the
same has operated throughout the year for all relevant
transactions recorded in software, except in case of joint
venture, audit trail feature not enabled during the period
April 1, 2023 to April 30, 2023 and in case of Holding
Company, one subsidiary and two associate, audit trail has
not been enabled at the database level for any direct
changes in database and database table in accounting
software SAP for the year ended March 31, 2024.
Further, during the course of audit where audit trail (edit
log) facility was enabled and operated for the accounting
software, we and respective auditors of the above
referred subsidiaries, associates and joint venture, did not
come across any instance of the audit trail feature being
tampered with.
vii.
As Proviso to Rule 3(1) of the Companies (Accounts)
Rules, 2014 is applicable from April 01, 2023, reporting
under Rule 11(g) of Companies (Audit and Auditors)
Rules, 2014 on preservation of audit trail as per statutory
requirements for record retention is not applicable for the
financial year ended March 31, 2024.
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No. 101720W/W100355
Parag D. Mehta
Partner
Membership No. 113904
UDIN: 24113904BKFNTR7690
Place: Mumbai
Date: May 30, 2024
178
Reliance Infrastructure Limited
Annexure A to the Independent Auditor’s report on the consolidated financial statements of Reliance Infrastructure Limited for the
year ended March 31, 2024.
(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:
Sr.
No.
Name of the Entities
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
(a), vii(b), vii(c), ix(a), xi(a), xiii,
xv, xix
2.
BSES Rajdhani Power Limited
U40109DL2001PLC111527
Subsidiary
vii(b)
3.
BSES Yamuna Power Limited
U40109DL2001PLC111525
Subsidiary
vii(b)
4.
Delhi Airport Metro Express Private Limited.
U74210DL2008PTC176177
Subsidiary
ix(a), xix
5.
GF Toll Road Private Limited
U74990MH2008PTC189112
Subsidiary
vii(b), ix(a), xiv(a), xix
6.
HK Toll Road Private Limited
U45203MH2010PTC203370
Subsidiary
ix(a), xix
7.
JR Toll Road Private Limited
U45203MH2009PTC197721
Subsidiary
vii(a), vii(b), ix(a), xix
8.
KM Toll Road Private Limited
U45203MH2010PTC199705
Subsidiary
ix(a), xix
9.
Mumbai Metro Transport Private Limited
U60222MH2009PTC196739
Subsidiary
xix
10.
NK Toll Road Limited
U67190MH2005PLC154359
Subsidiary
vii(b)
11.
PS Toll Road Private Limited
U45203MH2010PTC199879
Subsidiary
vii(b), ix(a),ix(d)
12.
Reliance Aerostructure Limited
U74120MH2015PLC263781
Subsidiary
xix
13.
Reliance Defence Infrastructure Limited
U74999MH2015PLC263816
Subsidiary
xix
14.
Reliance Power Limited
L40101MH1995PLC084687
Associate
i(c), vii(b), ix(a), xix
15.
Utility Powertech Limited
U45207MH1995PLC094719
Joint Venture
vii(a), vii(b), xix
16.
SU Toll Road Private Limited
U74999MH2007PTC169145
Subsidiary
vii(b), ix(a), ix(d)
17.
TD Toll Road Private Limited
U45400MH2007PTC169141
Subsidiary
vii(b), ix(a), ix(d), xix
18.
TK Toll Road Private Limited
U45203MH2007PTC169208
Subsidiary
vii(b),ix(a), ix(d), xix
19.
BSES Kerala Power Limited
U40105KL1996PLC010257
Subsidiary
xix
20.
Reliance Airport Developers Limited
U45309MH2004PLC147532
Subsidiary
xix
21.
Latur Airport Limited
U74200MH2009PLC196115
Subsidiary
xix
22.
Baramati Airport Limited
U74200MH2009PLC196113
Subsidiary
xix
23.
Nanded Airport Limited
U74200MH2009PLC196116
Subsidiary
xix
24.
Yavatmal Airport Limited
U7420
0MH2009PLC196118
Subsidiary
xix
25.
Osmanabad Airport Limited
U74200MH2009PLC196114
Subsidiary
xix
26.
Jai Ammunition Limited
U75302MH2017PLC302290
Subsidiary
xix
27.
Jai Armaments Limited
U75302MH2017PLC301837
Subsidiary
xix
28.
Reliance Defence System & Tech Limited
U74999MH2015PLC263822
Subsidiary
xix
29.
Tamil Nadu Industries Captive Power
Company Limited
U93090TN1988PLC037507
Subsidiary
xiv, xix
30.
Reliance Defence Limited
U74999MH2015PLC263178
Subsidiary
xiv, xix
31.
Reliance Neo Energies Private Limited
(Formerly known as Reliance Geo Thermal
Power Private Limited)
U10101MH2010PTC209925
Associate
xiv
For Chaturvedi & Shah LLP
Chartered Accountants
Firm’s Registration No:101720W/W100355
Parag D. Mehta
Partner
Membership No. 113904
UDIN: 24113904BKFNTR7690
Place: Mumbai
Date: May 30, 2024
Annexure A to Auditors’ Report
Reliance Infrastructure Limited
179
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, 2024
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 Holding
Company”) and its subsidiaries (Holding Company and its
subsidiaries together referred to as “the Group”), its associates
and its joint venture, which are companies incorporated in India,
as of March 31, 2024, in conjunction with our audit of the
consolidated financial statements of the Holding 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 Holding
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 Holding 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, 2024, the Holding Company has exposure
in an EPC Company as on March 31, 2024 aggregating
` 6,503.21 Crore (net of provision of ` 3,972.17 crore). Further,
the Holding Company has provided corporate guarantees
aggregating to Rs. 1,216 Crore (net of Corporate Guarantee
given of Rs. 384 Crore settled at Rs. 76.80 Crore) on behalf
of the aforesaid EPC Company towards borrowings of the EPC
Company.
The Holding Company has further provided Corporate Guarantees
of Rs. 285 Crore (net of Corporate Guarantee given of Rs.
4072.29 Crore settled at Rs. 814.46 Crore) on behalf of a
companytowards its 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 Holding 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, 2024.
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 Holding
Company, and the disclaimer has affected our opinion on the
consolidated financial statements of the Holding Company and
we have issued a Disclaimer of Opinion on the consolidated
financial statements of the Holding 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 43 subsidiary companies, 2
associate companies and 1 Joint Venture, which are companies
incorporated in India, is based on the corresponding reports of
the auditors of such companies incorporated in India.
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No. 101720W/W100355
Parag D. Mehta
Partner
Membership No. 113904
UDIN: 24113904BKFNTR7690
Place: Mumbai
Date: May 30, 2024
180
Reliance Infrastructure Limited
(` in Crore)
Particulars
Note
No.
As at
March 31, 2024
As at
March 31, 2023
I. ASSETS
(1) Non-current Assets
(a) Property, Plant and Equipment
3
8,921.76
9,047.64
(b) Capital work-in-progress
3
1,017.80
910.62
(c) Goodwill on Consolidation
4
76.75
76.75
(d) Other Intangible Assets
4
8,758.75
10,631.20
(e) Intangible Assets under development
4
284.25
104.38
(f) Financial Assets:
i.
Investments
6(a)
2,733.21
3,804.44
ii. Trade Receivables
7(a)
61.48
40.76
iii. Loans
7(d)
0.01
0.05
iv. Other Financial Assets
7(e)
286.09
320.70
(g) Deferred tax assets (net)
13(f)
21.71
93.89
(h) Advance Tax Assets (net)
43.19
53.07
(i) Other Non - current Assets
7(f)
69.25
62.84
Sub-Total Non-current Assets
22,274.25
25,146.34
(2) Current assets
(a) Inventories
5
103.19
80.52
(b) Financial Assets:
i. Investments
6(b)
1,171.07
533.42
ii. Trade Receivables
7(a)
1,701.87
2,559.99
iii. Cash and Cash Equivalents
7(b)
1,721.44
855.71
iv. Bank balances other than cash and cash equivalents
7(c)
359.83
520.71
v. Loans
7(d)
4,502.24
4,511.49
(c) Other Financial Assets
7(e)
1,923.95
1,913.85
(d) Other Current Assets
7(f)
774.01
986.26
Sub-Total Current Assets
12,257.60
11,961.95
(3) Assets classified as held for sale
8
1,309.36
1,255.53
(4) Regulatory deferral account debit balances and related deferred tax balances
9
23,339.68
22,629.24
Total Assets
59,180.89
60,993.06
II. EQUITY AND LIABILITIES
(1) Equity
(a) Equity Share Capital
10(a)
396.13
351.83
(b) Other Equity
10(b)
8,351.10
8,941.82
Equity attributable to owners
8,747.23
9,293.65
(c) Non-controlling Interests
5,110.89
4,659.56
Sub-Total Equity
13,858.12
13,953.21
Liabilities
(2) Non-current Liabilities
(a) Financial Liabilities:
(i) Borrowings
11(a)
3,170.38
4,434.80
(ii) Lease Liabilities
59.23
54.01
(iii) Trade Payables
11(c)
(A) Total outstanding dues of micro enterprises and small enterprises
-
-
(B) Total outstanding dues of creditors other than micro enterprises and small enterprises
22.39
18.72
(iv) Other Financial Liabilities
11(d)
2,652.77
2,760.78
(b) Provisions
12
556.36
584.15
(c) Deferred Tax Liabilities (net)
13(f)
326.00
369.24
(d) Other Non - current Liabilities
11(e)
2,623.82
3,255.97
Sub-Total Non-current liabilities
9,410.95
11,477.67
(3) Current Liabilities
(a) Financial Liabilities:
(i) Borrowings
11(b)
6,500.66
7,012.75
(ii) Lease Liabilities
11.06
8.17
(iii) Trade Payables
11(c)
(A) Total outstanding dues of micro enterprises and small enterprises
131.82
111.85
(B) Total outstanding dues of creditors other than micro enterprises and small enterprises
17,854.11
17,422.56
(iv) Other Financial Liabilities
11(d)
6,755.78
5,950.65
(b) Other Current Liabilities
11(e)
2,357.37
2,843.49
(c) Provisions
12
214.18
277.68
(d) Current Tax Liabilities (net)
603.49
505.00
Total Current Liabilities
34,428.47
34,132.15
(4) Liabilities relating to assets held for sale
8
1,483.35
1,430.03
Sub-Total Equity and Liabilities
59,180.89
60,993.06
The accompanying notes form an integral part of the Consolidated Financial Statements (1 – 43)
Consolidated Balance Sheet as at March 31, 2024
As per our attached Report of even date
For Chaturvedi & Shah LLP
For and on behalf of the Board
Chartered Accountants
Firm Registration No: 101720W/W100355
S S Kohli
DIN – 00169907
}
Directors
Sateesh Seth
DIN - 00004631
Manjari Kacker
DIN – 06945359
K Ravikumar
DIN - 00119753
Parag D. Mehta
Chhaya Virani
DIN – 06953556
V S Verma
DIN – 07843461
Partner
Punit Garg
DIN - 00004407
Executive Director and Chief Executive Officer
Membership No. 113904
Vijesh Babu Thota
Chief Financial Officer
Paresh Rathod
Company Secretary
Place : Mumbai
Date : May 30, 2024
Place : Mumbai
Date : May 30, 2024
Reliance Infrastructure Limited
181
Consolidated Statement of Profit and Loss for the year ended March 31, 2024
(` in Crore)
Particulars
Note No.
Year ended
March 31, 2024
Year ended
March 31, 2023
I.
Revenue from Operations
14
22,066.86
20,741.92
II.
Other Income
15
452.34
419.22
III. Total Income
22,519.20
21,161.14
IV. Expenses
(a) Cost of Power Purchased
14,928.14
14,217.03
(b)
Cost of Fuel Consumed
69.81
53.98
(c)
Construction Material Consumed and Sub-Contracting Charges
439.70
831.60
(d)
Employee Benefits Expenses
16
1,114.22
1,082.25
(e)
Finance Costs
17
2,310.07
2,393.46
(f)
Late Payment Surcharge
34(e)
1,623.33
1,582.64
(g)
Depreciation, Amortization and Impairment Expenses
3,4
1,502.75
1,448.50
(h)
Other Expenses
18
1,840.55
1,659.46
Total Expenses
23,828.57
23,268.92
V.
(Loss) before Exceptional Items, Rate Regulated Activities and Tax (III - IV)
(1,309.37)
(2,107.78)
VI.
Exceptional Items:
36
Income / (Expenses)
10.30
(2,392.66)
VII. (Loss) from before Rate Regulated Activities and Tax (V - VI)
(1,319.67)
(4,500.44)
VIII. Add : Regulatory Income / (Expenses) (Net of Deferred Tax)
715.10
2,034.77
IX.
Loss before Tax (VII+VIII)
(604.57)
(2,465.67)
X.
Tax Expenses:
13(a)
(1)
Current Tax
18.93
6.18
(2)
Deferred Tax Charges / (Credit) (net)
28.96
6.76
(3)
Income Tax for earlier years (net)
(6.90)
(5.57)
40.99
7.37
XI.
(Loss) for the year before Share of net profit of Associates and Joint Venture (IX - X)
(645.56)
(2,473.04)
XII. Share of Net Profit /(Loss) of Associates and Joint Ventures accounted for using the equity method
(502.42)
(91.01)
XIII. Net Loss for the year (XI + XII)
(1,147.98)
(2,564.05)
XIV. Non Controlling Interest Profit
460.68
657.13
XV. Net Loss for the year attributable to the owners of the Holding Company (XIII - XIV)
(1,608.66)
(3,221.18)
XVI. Other Comprehensive Income (OCI)
(a)
Items that will not be reclassified to Profit and Loss
(i)
Remeasurements of net defined benefit plans : (Loss)
33
7.92
(0.93)
(ii) Net movement in Regulatory Deferral Account balances related to OCI
9
(4.66)
(5.85)
(iii) Income Tax relating to the above
13(a)
(1.32)
(0.20)
(b)
Items that will be reclassified to Profit and Loss
(i)
Foreign currency translation Gain
1.01
(4.67)
Other Comprehensive Income, net of taxes (including share of associates ` 4.70 Crore (`7.45 Crore)
2.95
(11.65)
XVII. Total Comprehensive Income (XIII + XVI)
(1,145.03)
(2,575.70)
XVIII.(Loss) / Profit attributable to :
(a)
Owners of the Holding Company
(1,608.66)
(3,221.18)
(b)
Non Controlling Interest
460.68
675.13
(1,147.98)
(2,564.05)
XIX. Other Comprehensive Income/ (Loss) attributable to :
(a) Owners of the Holding Company
3.46
(11.32)
(b) Non Controlling Interest
(0.51)
(0.33)
2.95
(11.65)
XX. Total Comprehensive Income/ (Loss) attributable to :
(a)
Owners of the Holding Company
(1,605.20)
(3,232.50)
(b)
Non Controlling Interest
460.17
656.80
(1,145.04)
(2,575.70)
XXI. Earnings Per Equity Share (face value of ` 10 each)
19
`
`
(a)
Earnings Per Equity Share
Basic & Diluted
(42.66)
(112.98)
(b)
Earnings Per Equity Share (before Rate Regulatory Activities) :
Basic & Diluted
(61.62)
(184.34)
(c)
Earnings Per Equity Share (before Exceptional Items) :
Basic & Diluted
(42.38)
(29.06)
The accompanying notes form an integral part of the Consolidated Financial Statements (1 – 43)
As per our attached Report of even date
For Chaturvedi & Shah LLP
For and on behalf of the Board
Chartered Accountants
Firm Registration No: 101720W/W100355
S S Kohli
DIN – 00169907
}
Directors
Sateesh Seth
DIN - 00004631
Manjari Kacker
DIN – 06945359
K Ravikumar
DIN - 00119753
Parag D. Mehta
Chhaya Virani
DIN – 06953556
V S Verma
DIN – 07843461
Partner
Punit Garg
DIN - 00004407
Executive Director and Chief Executive Officer
Membership No. 113904
Vijesh Babu Thota
Chief Financial Officer
Paresh Rathod
Company Secretary
Place : Mumbai
Date : May 30, 2024
Place : Mumbai
Date : May 30, 2024
182
Reliance Infrastructure Limited
A.
Equity Share Capital (Refer Note 10(a))
(` in Crore)
Particulars
Balance at the beginning of the year
Changes in equity share capital during the year*
Balance at the end of the year
As at March 31, 2023
263.03
88.80
351.83
As at March 31, 2024
351.83
44.30
396.13
*Refer Note 10 (a)(V)
B. Other Equity (Refer Note 10(b))
(` in Crore)
Particulars
Note
Money
received
against share
warrants
Reserves and Surplus
Treasury
Shares
Attributable
to Owners of
the
Company
Attributable
to Non
controlling
Interests
Retained
Earnings
Capital
Reserve
Capital
Reserve on
Consolidation
Capital
Redemption
Reserve
Securities
Premium*
Debenture
Redemption
Reserve
General
Reserve
Balance as at April 01, 2022
137.64
(4,228.37) 155.09
6,108.67
130.03 8,825.09
212.98
808.25
(5.05)
12,144.33
3,927.17
Loss for the year
-
(3,221.18)
-
-
-
-
-
-
-
(3,221.18)
657.13
Other comprehensive income for the year
Remeasurements gains / (loss) on defined benefit plans
-
(0.93)
-
-
-
-
-
-
-
(0.93)
2.54
Movement in Regulatory Deferral account balance
-
(5.85)
-
-
-
-
-
-
-
(5.85)
(2.87)
Other Components of OCI
-
(4.54)
-
-
-
-
-
-
-
(4.54)
-
Total comprehensive income for the year
- (3,232.50)
-
-
-
-
-
-
-
(3,232.50)
656.80
Received during the year
-
-
-
-
- 461.76
-
-
-
461.76
-
Transaction with Non Controlling interest
-
(83.57)
-
-
-
-
-
-
-
(83.57)
83.57
Reduction during the year
-
-
-
(201.15)
-
-
-
-
(201.15)
-
Money Received during the year
412.92
-
-
-
-
-
-
-
-
412.92
-
Converted in to share capital including premium
(550.56)
-
-
-
-
-
-
-
-
(550.56)
-
Provision for diminution in value of equity shares
-
-
-
-
-
-
-
(1.43)
(1.43)
-
Dividend Paid (Including Tax on Dividend)
-
(7.98)
-
-
-
-
(7.98)
(7.98)
(137.64)
(91.55)
-
(201.15)
- 461.76
-
-
(1.43)
29.99
75.59
Balance as at March 31, 2023
-
(7,552.42) 155.09
5,907.52
130.03 9,286.85
212.98
808.25
(6.48)
8,941.82
4,659.56
Consolidated Statement of Changes in Equity
Reliance Infrastructure Limited
183
B.
Other Equity (Refer Note 10(b))
(` in Crore)
Particulars
Note
Money
received
against
share
warrants
Reserves and Surplus
Treasury
Shares
Attributable
to Owners of
the Company
Attributable
to Non
controlling
Interests
Retained
Earnings
Capital
Reserve
Capital
Reserve on
Consolidation
Capital
Redemption
Reserve
Securities
Premium*
Debenture
Redemption
Reserve
General
Reserve
Balance as at April 01, 2023
- (7,552.42)
155.09
5,907.52
130.03
9,286.85
212.98
808.25
(6.48)
8,941.82
4,659.56
Loss for the year
- (1,608.66)
-
-
-
-
-
-
-
(1,608.66)
460.68
Other comprehensive income for the year
-
-
-
-
-
-
-
-
-
-
-
Remeasurements gains/(loss) on defined benefit
plans
-
7.92
-
-
-
-
-
-
-
7.92
1.76
Movement in Regulatory Deferral account balance
-
(4.66)
-
-
-
-
-
-
-
(4.66)
(2.28)
Other Components of OCI
-
0.21
-
-
-
-
-
-
-
0.21
-
Total comprehensive income for the year
- (1,605.20)
-
-
-
-
-
-
-
(1,605.20)
460.16
Received during the year
10(a)(v)
-
-
-
-
-
846.91
-
-
-
846.91
-
Transaction with Non Controlling Interest
-
-
-
-
-
-
-
-
-
-
-
Addition/(Reduction) during the year
-
-
-
182.13
-
-
-
-
-
182.13
-
Money Received during the year
-
-
-
-
-
-
-
-
-
-
-
Converted in to share capital including premium
-
-
-
-
-
-
-
-
-
-
-
Provision for diminution in value of equity shares
-
-
-
-
-
-
-
-
(5.73)
(5.73)
-
Dividend Paid (Including Tax on Dividend)
-
(8.83)
-
-
-
-
-
-
-
(8.83)
(8.83)
-
(8.83)
-
182.13
-
846.92
-
-
(5.73)
1,014.48
(8.83)
Balance as at March 31, 2024
- (9,166.45)
155.09
6,089.65
130.03 10,133.77
212.98
808.25
(12.21)
8,351.10
5,110.89
*Refer Note 10(a)(V)
Note: During the financial year 2019-20, the Group had adjusted the loss on invocation / mark to market (required to be done due to invocation of shares by the lender(s) of ` 5,312.02 Crore against
the capital reserve/ capital reserve on consolidation. According to the management of the Company, this was a rare circumstance where even though the value of long term strategic investment
was high, the same was disposed off by the lender(s) of the Company at a much lower value for reasons beyond the control of the Company, thereby causing the said loss to the Company. The
Company based on expert opinion, adjusted such capital loss and reduction in value of its strategic investments against the capital reserve. However, the auditors in their report had mentioned that
such accounting treatment is not in accordance with Ind AS 1, “Presentation of Financial Statements”, Ind AS 109, “Financial Instruments” and Ind AS 28, “Investment in Associates and Joint Ventures”.
Consolidated Statement of Changes in Equity
As per our attached Report of even date
For Chaturvedi & Shah LLP
For and on behalf of the Board
Chartered Accountants
Firm Registration No: 101720W/W100355
S S Kohli
DIN – 00169907
}
Directors
Sateesh Seth
DIN - 00004631
Manjari Kacker
DIN – 06945359
K Ravikumar
DIN - 00119753
Parag D. Mehta
Chhaya Virani
DIN – 06953556
V S Verma
DIN – 07843461
Partner
Punit Garg
DIN - 00004407
Executive Director and Chief Executive Officer
Membership No. 113904
Vijesh Babu Thota
Chief Financial Officer
Paresh Rathod
Company Secretary
Place : Mumbai
Date : May 30, 2024
Place : Mumbai
Date : May 30, 2024
184
Reliance Infrastructure Limited
Consolidated Statement of Cash Flows for the year ended March 31, 2024
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
A.
Cash Flow From Operating Activities:
Profit / (Loss) before tax
(604.57)
(2,465.67)
Adjustments for:
1. Depreciation and amortisation expenses
1,502.75
1,448.50
2. Interest Income
(195.85)
(148.61)
3. Fair value gain on Financial Instruments through FVTPL / Amortised Cost
(0.00)
(1.54)
4. Dividend Income
(0.01)
-
5. Loss / (Gain) on sale / redemption of investments (net)
40.61
100.05
6. Interest and Finance Costs
2,310.07
2, 393.46
7. Late Payment Surcharge
1,623.33
1,582.64
8. Provision for doubtful debts / advances / deposits/Expected Credit Loss
123.06
64.15
9. Provision for Retirement of Inventory and Property, Plant and Equipments
4.09
-
10. Exceptional Items
10.30
2,392.66
11. Excess Provisions Written Back
(51.64)
(28.70)
12. Loss on Sale / Discarding of Assets
59.75
11.66
13. Amortisation of Consumer Contribution
(75.40)
(75.08)
14. Bad Debts
0.15
5.36
15. Net foreign exchange (gain)/loss
2.13
(131.75)
16. Gain on sale of interest in Joint Operation
-
-
Cash Generated from Operations before working capital changes
4,748.77
5,147.13
Adjustments for:
(a) (Increase) /Decrease in Financial Assets and Other Assets
308.02
1,475.41
(b) (Increase) / Decrease in Inventories
(26.76)
(8.06)
(c) Increase / (Decrease) in Financial Liabilities and Other Liabilities
(1,028.89)
(298.78)
Cash generated from/(used in) operations
4,001.14
3,364.88
Income Taxes paid (net of refunds)
96.33
93.41
Net cash generated from/(used in) operating activities (A)
4,097.47
3,458.29
B. Cash Flow From Investing Activities:
1. Purchase of intangible assets (including intangible assets under development)
(100.14)
(361.91)
2. Purchase of Property, Plant and Equipment (including capital work in progress, capital
advance and capital creditors)
(926.92)
(981.36)
3. Proceeds From Disposal of Property, Plant and Equipment
142.45
6.69
4. Investment / (Redemption) in fixed deposits
196.76
(311.19)
5. Sale of Investment in Subsidiaries, Associates (net)
-
212.01
6. Sale of Interest in Joint Operation
-
-
7. Sale / Redemption of Investment in others
41.48
1.40
8. Loan given (net)
9.29
29.38
9. Dividend received
0.01
-
10. Interest Income
189.04
71.87
Net cash generated from /(used in) investing activities (B)
(448.02)
(1,333.11)
Reliance Infrastructure Limited
185
Consolidated Statement of Cash Flows for the year ended March 31, 2024
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
C.
Cash Flow From Financing Activities:
1.
Proceeds from Issue of Shares
-
412.92
2.
Proceeds from Non Controlling Interest (net)
0.00
0.00
3.
Proceeds from long term borrowings
-
-
4.
Repayment of long term borrowings
(1,696.53)
(1,265.97)
5.
Proceeds / (Repayment) of Short Term Borrowings (Net)
341.03
10.51
6.
Payment of Interest and Finance charges
(2,049.93)
(1,022.35)
7.
LPSC on Power Purchase
(241.45)
(353.80)
8.
Payment of Lease Liability
8.11
(15.02)
9.
Dividends Paid To Shareholders Including Tax
(8.82)
(7.98)
Net cash generated from/ (used in) financing activities (C)
(3,647.59)
(2,241.69)
Net Increase/(Decrease) in cash and cash equivalents - [A+B+C]
1.86
(116.51)
Add: Adjustment on account of de-consolidation of subsidiary
862.87
-
Cash and Cash Equivalents at the beginning of the year
865.38
981.89
Cash and Cash Equivalents at the end of the year *
1,730.11
865.38
Cash and Cash Equivalents – (For Component Refer Note 7 (d))
1721.44
855.71
Cash and Cash Equivalents – Non Current Assets held for Sale
8.67
9.67
1,730.11
865.38
Notes:
1.
Figures in brackets indicate cash outflows.
2.
*Including balance in current account with banks of ` 168.23 Crore (` 82.08 Crore) lying in escrow account with bank held
as a Security against the borrowings and fixed deposits/Margin Money of ` 128.88 Crore (` 235.30 Crore) held as security
with banks / authorities.
3.
Refer below the disclosure pursuant to para 44 A to 44 E of Ind AS 7- Statement of Cash flows.
4.
The above statement of cash flows should be read in conjunction with the accompanying notes (1 – 43).
As per our attached Report of even date
For Chaturvedi & Shah LLP
For and on behalf of the Board
Chartered Accountants
Firm Registration No: 101720W/W100355
S S Kohli
DIN – 00169907
}
Directors
Sateesh Seth
DIN - 00004631
Manjari Kacker
DIN – 06945359
K Ravikumar
DIN - 00119753
Parag D. Mehta
Chhaya Virani
DIN – 06953556
V S Verma
DIN – 07843461
Partner
Punit Garg
DIN - 00004407
Executive Director and Chief Executive Officer
Membership No. 113904
Vijesh Babu Thota
Chief Financial Officer
Paresh Rathod
Company Secretary
Place : Mumbai
Date : May 30, 2024
Place : Mumbai
Date : May 30, 2024
186
Reliance Infrastructure Limited
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
Long Term Borrowings
Opening Balance (Including Current Maturities)
9,083.60
10,329.62
Availed during the year
-
Impact of non-cash items
-
Impact of Effective Rate of Interest
6.61
9.37
-
Foreign Exchange Movement
7.07
10.52
-
Others
(434.78)
-
Repaid During the year
(1,696.53)
(1,265.97)
Closing Balance
6965.97
9,083.54
Short Term Borrowings
Opening Balance
2,364.01
2,317.55
Availed during the year
706.85
29.05
Impact of non-cash items
-
Others
35.95
Repaid during the year
(365.78)
(18.54)
Closing Balance
2,705.08
2,364.01
Disclosure pursuant to para 44 A to 44 E of IndAS 7 – Consolidated Statement of cash flows
Reliance Infrastructure Limited
187
Notes to the consolidated financial statements for the year ended March 31, 2024
Corporate Information:
Reliance Infrastructure Limited (RInfra’ or 'the Holding 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, 2024. These Consolidated
Financial Statements of RInfra for the year ended March 31, 2024 were authorised for issue by the Board of Directors on May 30,
2024. 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.
Material Accounting Policies
This note provides a list of the material 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 Holding 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.
188
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
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 Holding Company has both joint operations and joint ventures.
Joint operations
Holding 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 Holding Company of its investment in the subsidiary / joint venture over the Holding
Company’s portion of equity of the subsidiary / joint venture is recognised in the Consolidated Financial Statements
Reliance Infrastructure Limited
189
Notes to the consolidated financial statements for the year ended March 31, 2024
as Goodwill. This Goodwill is tested for impairment at the end of the financial year. The excess of Holding 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 Holding 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 Holding 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:
l
Expected to be realised or intended to be sold or consumed in normal operating cycle
l
Expected to be realised within twelve months after the reporting period, or
l
Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months
after the reporting period
l
Held primarily for the purpose of trading
All other assets are classified as non-current.
A liability is current when:
l
It is expected to be settled in normal operating cycle
l
It is due to be settled within twelve months after the reporting period, or
l
There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting
period
l
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 contracts 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 Adjustments 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.
190
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
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 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 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:
Reliance Infrastructure Limited
191
Notes to the consolidated financial statements for the year ended March 31, 2024
•
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.
192
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
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.
Reliance Infrastructure Limited
193
Notes to the consolidated financial statements for the year ended March 31, 2024
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)
The right to receive cash flows from the financial assets have expired
ii)
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”.
194
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
iii)
Where the entity has transferred an asset, the Group evaluates whether it has transferred substantially all
risks and rewards of ownership of the financial asset. In such cases, the financial asset is derecognised.
iv)
Where the entity has neither transferred a financial asset nor retains substantially all risks and rewards of
ownership of the financial asset, the financial asset is derecognised if the Group has not retained control
of the financial asset. Where the Group retains control of the financial asset, the asset is continued to be
recognised to the extent of continuing involvement in the financial asset.
(B)
Financial Liabilities
Initial Recognition and Measurement
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net
of directly attributable transaction costs. The Group’s financial liabilities include trade and other payables, loans and
borrowings including bank overdrafts and derivative financial instruments.
Subsequent measurement
Financial liabilities at amortized cost: After initial measurement, such financial liabilities are subsequently measured at
amortized cost using the effective interest rate (EIR) method. Amortized cost is calculated by taking into account any
discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortization is included
in finance costs in the Consolidated Statement of Profit and Loss.
(a)
Borrowings:
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently
measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption
amount is recognised in the Consolidated Statement of Profit and Loss over the period of the borrowings using
the effective interest rate method.
(b)
Trade and Other Payables:
These amounts represent liabilities for goods and services provided to the Group prior to the end of financial year
which are unpaid. Trade and other payables are presented as current liabilities unless payment is not due within
12 months after the reporting period. They are recognised initially at their fair value and subsequently measured
at amortised cost using the effective interest rate method.
(c)
Financial Guarantee Obligations:
The fair value of financial guarantees is determined as the present value of the difference in net cash flows
between the contractual payments under the debt instrument and the payments that would be required without
the guarantee, or the estimated amount that would be payable to a third party for assuming the obligations.
Where guarantees in relation to loans or other payables of subsidiaries, joint ventures or associates are provided
for no compensation, the fair values as on the date of transition are accounted for as contributions and recognised
as part of the cost of the equity investment.
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.
Reliance Infrastructure Limited
195
Notes to the consolidated financial statements for the year ended March 31, 2024
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.
196
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
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
10
Communication Equipments
10
Engineering and Construction Business:
Property, Plant and Equipment are depreciated under the reducing balance method as per the useful life and in the manner
prescribed in Part “C” Schedule II to the Act.
Other Activities:
Property, Plant and Equipment of other activities have been depreciated under the straight line method as per the useful life
and in the manner prescribed in Part “C” Schedule II to the Act.
Reliance Infrastructure Limited
197
Notes to the consolidated financial statements for the year ended March 31, 2024
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 off 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)
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.
(ii)
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.
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.
198
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
ii.
Post-employment obligations
The Group 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.
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.
s.
Treasury Share
The Holding Company has created a Reliance Infrastructure ESOS Trust (ESOS Trust) for providing share-based payment to
its employees. The Holding Company uses ESOS Trust as a vehicle for distributing shares to employees under the employee
remuneration schemes. The ESOS Trust buys shares of the Holding company from the market, for giving shares to employees.
The Holding 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 Holding Company as a sponsor retains the
majority of the risks rewards relating to funding arrangement. Accordingly, the Holding 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 Holding Company.
Reliance Infrastructure Limited
199
Notes to the consolidated financial statements for the year ended March 31, 2024
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 Holding 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.
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.
200
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
x.
Impairment of non-financial assets
Assessment for impairment is done at each Balance Sheet date as to whether there is any indication that a non-financial asset
may be impaired. Indefinite-life intangibles are subject to a review for impairment annually or more frequently if events or
circumstances indicate that it is necessary. For the purpose of assessing impairment, the smallest identifiable Group of assets
that generates cash inflows from continuing use that are largely independent of the cash inflows from other assets or Groups
of assets is considered as a cash generating unit. Goodwill acquired in a business combination is, from the acquisition date,
allocated to each of the Group’s cash-generating units that are expected to benefit from the synergies of the combination,
irrespective of whether other assets or liabilities of the acquiree are assigned to those units. If any indication of impairment
exists, an estimate of the recoverable amount of the individual asset/cash generating unit is made. Asset/cash generating
unit whose carrying value exceeds their recoverable amount are written down to the recoverable amount by recognising the
impairment loss as an expense in the Consolidated Statement of Profit and Loss.
The impairment loss is allocated first to reduce the carrying amount of any goodwill (if any) allocated to the cash generating
unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit. Recoverable
amount is higher of an asset’s or cash generating unit’s fair value less cost of disposal and its value in use. Value in use is the
present value of estimated future cash flows expected to arise from the continuing use of an asset or cash generating unit
and from its disposal at the end of its useful life. Assessment is also done at each Balance Sheet date as to whether there is
any indication that an impairment loss recognised for an asset in prior accounting periods may no longer exist or may have
decreased. An impairment loss recognised for goodwill is not reversed in subsequent periods.
y.
Cash and Cash Equivalents
For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, deposits with
banks, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible
to known amounts of cash and which are subject to an insignificant risk of changes in value.
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.
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
Reliance Infrastructure Limited
201
Notes to the consolidated financial statements for the year ended March 31, 2024
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 off 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
off such a line of business or area of operations, or is a subsidiary acquired exclusively with a view to resale. The results of
discontinued operations are presented separately in the Consolidated Statement of Profit and Loss.
ff.
Maintenance obligations
Contractual obligations to maintain, replace or restore the infrastructure (principally resurfacing costs and major repairs and
unscheduled maintenance which are required to maintain the Infrastructure asset in operational condition except for any
enhancement element) are recognized and measured at the best estimate of the expenditure required to settle the present
obligation at the balance sheet date for which next resurfacing would be required as per the concession arrangement . The
provision is discounted to its present value at a pre-tax rate that reflects current market assessments of the time value of
money and the risks specific to the liability.
gg.
Ministry of Corporate Affairs ("MCA") notifies new standard or amendments to the existing standards under the Companies
(Indian Accounting Standard) Rules as issued from time to time. During the year ended March 31, 2024, MCA has not notifed
any new standards or amendements to the existing standards applicable to the Company.
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
202
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
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.
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..
Reliance Infrastructure Limited
203
Notes to the consolidated financial statements for the year ended March 31, 2024
•
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.
204
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
3: Property, Plant and Equipment (PPE)
(` in Crore)
Particulars
Freehold
Land
Leasehold
Land
Buildings
Plant and
Machinery
Distribution
Systems
Furniture
and
Fixtures
Vehicles
Office
Equipment
Computers
Electrical
Installations
Total
Capital
work in
progress
Gross carrying amount
As at April 1, 2022
147.88
202.72
695.47
5,799.33
5,965.02
52.66
33.44
157.13
147.29
12.31
13,213.25
874.68
Additions
-
0.19
13.93
488.85
476.76
3.33
3.85
26.47
9.80
0.03
1023.19
915.55
Disposals
-
-
-
35.93
0.02
-
0.14
1.70
2.62
-
40.41
857.77
Gross carrying amount as on March
31, 2023
147.88
202.91
709.40
6,252.25
6,441.76
55.99
37.15
181.90
154.47
12.34
14,196.03
932.46
Accumulated depreciation and
impairment
As at April 1, 2022
-
19.30
133.51
2,307.66
1,730.81
19.70
11.28
64.76
102.57
3.03
4,392.62
-
Depreciation charge during the year
-
6.64
17.69
362.60
328.76
3.13
2.82
14.66
12.20
0.66
749.16
-
Disposals
-
-
-
17.60
-
-
0.13
1.36
2.49
0.00
21.58
-
Accumulated depreciation and
impairment as on March 31, 2023
-
25.94
151.20
2,652.66
2,059.57
22.83
13.97
78.06
112.28
3.69
5,120.20
-
Net carrying amount as on March
31, 2023
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
Less: Provision for Retirement
28.19
21.84
Net carrying amount after
provision as
at March 31, 2023
9.047.64
910.62
Gross carrying amount
As at April 1, 2023
147.88
202.91
709.40
6,252.25
6,441.76
55.99
37.15
181.90
154.47
12.34
14,196.03
910.62
Additions
0.00
-
6.80
687.33
2.01
4.55
31.35
10.43
5.06
747.53
130.89
Disposals
-
-
0.02
407.09
-
7.22
1.23
4.73
2.97
0.49
423.75
23.71
Gross carrying amount as on March
31, 2024
147.88
202.91
716.18
6,532.49
6,441.76
50.78
40.47
208.52
161.93
16.91
14,519.82
1,017.80
Accumulated depreciation and
impairment
As at April 1, 2023
-
25.94
151.20
2,652.66
2,059.57
22.83
13.97
78.06
112.28
3.69
5,120.20
-
Depreciation/Impairment charge
during the year
-
2.74
15.66
710.11
-
4.45
3.22
16.06
12.21
1.54
765.99
Disposals
-
-
-
303.10
-
1.27
0.86
2.62
1.02
0.46
309.33
Accumulated depreciation and
impairment as on March 31, 2024
-
28.68
166.86
3,059.67
2,059.57
26.01
16.33
91.51
123.47
4.76
5,576.86
Net carrying amount as on
March 31, 2024
147.88
174.23
549.32
3,475.04
4,382.19
24.77
24.14
117.01
38.46
12.15
8,942.98
1,017.80
Less: Provision for Retirement
21.22
Net carrying amount after provision
as at March 31, 2024
147.88
174.23
549.32
3,472.82
4,382.19
24.77
24.14
117.01
38.46
12.15
8,921.76
1,017.80
Notes:
a.
Capital Work in Progress includes borrowing cost of ` 8.46 Crore (` 1.71 Crore) and Foreign exchange fluctuation loss/(gain)
of ` Nil (` 0.56 Crore).
b.
Additions to Fixed Assets includes borrowing cost of ` 11.53 Crore (` 16.78 Crore). Borrowing cost is capitalized @12.30%
to 12.62%.
c.
Lease Hold Land
The lease period for lease hold land varies from 35 Years to 99 years.
The Plant and Building of BKPL have been erected on 20 acre parcel of land taken on lease from Lessor (TCCL) by virtue of
an agreement dated November 06, 2014.
The Lease period for lease hold land of Reliance Aerostructure Limited is 99 years with option for renewal and is considered
as finance lease.
In case of BRPL, BYPL, 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.
Reliance Infrastructure Limited
205
Notes to the consolidated financial statements for the year ended March 31, 2024
d.
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).
e.
Capital work-in-progress Ageing :
Financial Year 2023-24
(` in Crore)
Particulars
Less than 1 year
1-2 years
2-3 years
More than 3
years
Total
Projects in process
205.03
29.19
2.88
15.17
252.27
Projects
temporary
suspended
(Refer Note 37)
0.01
0.10
0.01
621.71
622.83
Capital Inventory
142.70
Total
1,017.80
Financial
Year
2022-23
(` in Crore)
Particulars
Less than 1 year
1-2 years
2-3 years
More than 3
years
Total
Projects in process
244.73
2.82
13.87
26.88
288.30
Projects temporary suspended
(Refer Note 37)
0.36
0.02
0.17
621.77
622.32
Total
245.90
2.84
14.04
648.65
910.62
4.
Intangible
assets
(` in Crore)
Particulars
Other Intangible Assets
Goodwill on
Consolidation
Computer
Software
Other
Intangible
Assets
Airport
Concessionaire
Rights
Right-
of-Use
Assets
Metro
Concessional
Intangible
Assets
Toll
Concessional
Intangible
Assets
Total
Gross carrying amount
As at April 01, 2022
82.05
1,454.26
60.61
91.15
3,398.81
8,928.29
14,015.17
76.75
Additions
17.10
-
-
6.49
-
1,368.33
1,391.92
-
Effect of foreign currency exchange difference
-
-
-
-
35.87
-
35.87
-
Disposals
11.89
-
-
11.89
Gross carrying amount as at March 31, 2023
99.15
1,454.26
60.61
85.75
3,434.68
10,296.62
15,431.07
76.75
Accumulated amortisation and impairment
As at April 01, 2022
53.58
410.78
4.61
27.02
876.66
2,509.54
3,882.19
-
Amortisation charge for the year
10.43
-
0.76
9.07
115.35
563.73
699.34
-
Disposals/Discontinued Operations
-
-
-
8.22
-
-
8.22
-
Accumulated amortisation and impairment as
at March 31, 2023
64.01
410.78
5.37
27.87
992.01
3,073.27
4,573.31
-
Provision for impairment
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
Gross carrying amount
As at April 01, 2023
99.15
1,454.26
60.61
85.75
3,434.68
10,296.62
15,431.07
76.75
Additions
6.94
-
-
29.37
-
-
36.31
-
Effect of foreign currency exchange difference
6.95
6.95
Disposal
-
1,043.47
-
-
-
134.58
1,178.06
Impairment
-
Gross carrying amount as at March 31, 2024
106.09
410.79
60.61
115.12
3,441.63
10,162.04
14,296.27
76.75
Accumulated amortisation and impairment
As at April 01, 2023
64.01
410.78
5.37
27.87
992.01
3,073.27
4,573.31
-
Amortisation charge for the year
10.76
-
0.66
11.59
116.00
556.68
695.72
Disposal/Adjustments
-
-
206
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
(` in Crore)
Particulars
Other Intangible Assets
Goodwill on
Consolidation
Computer
Software
Other
Intangible
Assets
Airport
Concessionaire
Rights
Right-
of-Use
Assets
Metro
Concessional
Intangible
Assets
Toll
Concessional
Intangible
Assets
Total
Accumulated amortisation and impairment as
at March 31, 2024
74.77
410.78
6.06
39.46
1,108.01
3,629.95
5,269.03
Provision for Impairment
267.60
267.60
Net carrying amount as at March 31, 2024
31.32
0.01
54.55
74.77
2,333.62
6,264.48
8,758.75
Overall Movement of Intangible assets under development
(` in Crore)
Financial Year
Opening
Additions*
Capitalisation
Discontinued
Operations
Closing
2023-24
104.38
179.87
-
284.25
2022-23
1,337.67
135.04
(1,368.33)
-
104.38
*Additions includes Borrowing cost incurred during the year of ` Nil Crore (` 1.63 Crore)
Intangible assets under development Ageing
Financial Year 2023-24
(` in Crore)
Particulars
Less than 1 year
1-2 years
2-3 years
More than 3
years
Total
Intangible assets under development
179.87
104.38
284.25
Financial Year 2022-23
(` in Crore)
Particulars
Less than 1 year
1-2 years
2-3 years
More than 3
years
Total
Intangible assets under development
104.38
-
-
-
104.38
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))
Notes to the consolidated financial statements for the year ended March 31, 2023
Reliance Infrastructure Limited
207
Notes to the consolidated financial statements for the year ended March 31, 2024
4 (a) Service Concession Arrangements - Main Features
(` in Crore)
Name of entity
Description of the arrangement
Significant terms of the arrangement
Intangible Assets
Financial
Asset
Gross book
value
Net book
value
HK Toll Road
Private Limited
Financing, design, building and
operation of 60 kilometer long six
lane toll road between Hosur and
Krishnagiri on National Highway 7
Period of concession: 2011 – 2035
March 31, 2024
March 31, 2024
March 31, 2024
Remuneration : Toll
1,969.37
1,586.37
-
Investment grant from concession grantor : Nil
March 31, 2023
March 31, 2023
March 31, 2023
Infrastructure return at the end of concession
period : Yes
1,969.37
1,639.93
-
Investment and renewal obligations : Nil
Re-pricing dates : Yearly
Basis upon which re-pricing or re-negotiation is
determined : Inflation
Premium payable to grantor : Yes
KM Toll Road
Private Limited
Financing, design, building and
operation of 71 kilometer long four
lane toll road between Kandla and
Mundra on National Highway 8A
Period of concession: 2011 – 2036 (terminated
in FY 20)
March 31, 2024
March 31, 2024
March 31, 2024
Remuneration : Toll
Refer Note 8
-
-
Investment grant from concession grantor : Nil
March 31, 2023
March 31, 2023
March 31, 2023
Infrastructure return at the end of concession
period : Yes
Refer Note 8
-
-
Investment and renewal obligations : Nil
Re-pricing dates : Yearly
Basis upon which re-pricing or re-negotiation is
determined : Inflation
Premium payable to grantor : Yes
PS Toll Road
Private Limited
Financing, design, building and
operation of 137 kilometer long six
lane toll road between Pune and
Satara on National Highway 4
Period of concession: 2010 - 2034
March 31, 2024
March 31, 2024
March 31, 2024
Remuneration : Toll
4,442.37
2,866.74
-
Investment grant from concession grantor : Nil
March 31, 2023
March 31, 2023
March 31, 2023
Infrastructure return at the end of concession
period : Yes
4,442.37
3,139.72
-
Investment and renewal obligations : Nil
Re-pricing dates : Yearly
Basis upon which re-pricing or re-negotiation is
determined : Inflation
Premium payable to grantor : Yes
208
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
(` in Crore)
Name of entity
Description of the arrangement
Significant terms of the arrangement
Intangible Assets
Financial
Asset
Gross book
value
Net book
value
DS Toll Road
Limited
Financing, design, building and
operation of 53 kilometer long four
lane toll road between Dindugal
and Samyanallore on National
Highway 7
Period of concession: 2006 - 2026
March 31, 2024
March 31, 2024
March 31, 2024
Remuneration : Toll
308.18
26.18
-
Investment grant from concession grantor : Yes
March 31, 2023
March 31, 2023
March 31, 2023
Infrastructure return at the end of concession
period : Yes
388.89
138.13
-
Investment and renewal obligations : Nil
Re-pricing dates : Yearly
Basis upon which re-pricing or re-negotiation is
determined : Inflation
Premium payable to grantor : Nil
GF Toll Road
Private Limited
Financing, design, building and
operation of 66 kilometer long four
lane toll road between Gurgaon
and Faridabad and Ballabhgarh
Sohna Road.
Period of concession: 2009 - 2026
March 31, 2024
March 31, 2024
March 31, 2024
Remuneration : Toll
771.22
249.98
-
Investment grant from concession grantor :
Negative Grant
March 31, 2023
March 31, 2023
March 31, 2023
Infrastructure return at the end of concession
period : Yes
771.22
344.53
-
Investment and renewal obligations : Nil
Re-pricing dates : Once in 3 years
Basis upon which re-pricing or re-negotiation is
determined : Inflation
Premium payable to grantor : Nil
JR Toll Road
Private Limited
Financing, design, building and
operation of 52 kilometer long four
lane toll road between Jaipur and
Reengus on National Highway 11
Period of concession: 2010 – 2028 (terminated
in FY23)
March 31, 2024
March 31, 2024
March 31, 2024
Remuneration : Toll
461.97
0.26
-
Investment grant from concession grantor : Yes
March 31, 2023
March 31, 2023
March 31, 2023
Infrastructure return at the end of concession
period : Yes
461.97
41.30
-
Investment and renewal obligations : Nil
Re-pricing dates : Yearly
Basis upon which re-pricing or re-negotiation is
determined : Inflation
Premium payable to grantor : Nil
Reliance Infrastructure Limited
209
Notes to the consolidated financial statements for the year ended March 31, 2024
(` in Crore)
Name of entity
Description of the arrangement
Significant terms of the arrangement
Intangible Assets
Financial
Asset
Gross book
value
Net book
value
NK Toll Road
Limited
Financing, design, building and
operation of 41 kilometer long four
lane toll road between Namakkal
and Karur on National Highway 7
Period of concession: 2006 - 2026
March 31, 2024
March 31, 2024
March 31, 2024
Remuneration : Toll
260.75
42.03
-
Investment grant from concession grantor : Yes
March 31, 2023
March 31, 2023
March 31, 2023
Infrastructure return at the end of concession
period : Yes
314.60
126.51
-
Investment and renewal obligations : Nil
Re-pricing dates : Yearly
Basis upon which re-pricing or re-negotiation is
determined : Inflation
Premium payable to grantor : Nil
SU Toll Road
Private Limited
Financing, design, building and
operation of 136 kilometer long six
lane toll road between Salem and
Ulunderput on National Highway
68
Period of concession: 2008 – 2033
March 31, 2024
March 31, 2024
March 31, 2024
Remuneration : Toll
860.44
633.57
-
Investment grant from concession grantor : Yes
March 31, 2023
March 31, 2023
March 31, 2023
Infrastructure return at the end of concession
period : Yes
860.44
668.80
-
Investment and renewal obligations : Nil
Re-pricing dates : Yearly
Basis upon which re-pricing or re-negotiation is
determined : Inflation
Premium payable to grantor : Nil
TD Toll Road
Private Limited
Financing, design, building and
operation of 87 kilometer long six
lane toll road between Trichy and
Dindigul on National Highway 45
Period of concession: 2008 – 2038
March 31, 2024
March 31, 2024
March 31, 2024
Remuneration : Toll
390.66
303.74
20.17
Investment grant from concession grantor : Yes
March 31, 2023
March 31, 2023
March 31, 2023
Infrastructure return at the end of concession
period : Yes
390.66
317.68
20.17
Investment and renewal obligations : Nil
Re-pricing dates : Yearly
Basis upon which re-pricing or re-negotiation is
determined : Inflation
Premium payable to grantor : Nil
210
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
(` in Crore)
Name of entity
Description of the arrangement
Significant terms of the arrangement
Intangible Assets
Financial
Asset
Gross book
value
Net book
value
TK Toll Road
Private Limited
Financing, design, building and
operation of 61 kilometer long six
lane toll road between Trichi and
Karur on National Highway 67
Period of concession: 2008 – 2038
March 31, 2024
March 31, 2024
March 31, 2024
Remuneration : Toll
697.10
555.58
-
Investment grant from concession grantor : Yes
March 31, 2023
March 31, 2023
March 31, 2023
Infrastructure return at the end of concession
period : Yes
697.10
580.19
-
Investment and renewal obligations : Nil
Re-pricing dates : Yearly
Basis upon which re-pricing or re-negotiation is
determined : Inflation
Premium payable to grantor : Nil
Mumbai Metro
One Private
Limited
Mumbai Metro Line-1 project of
the
Versova-Andheri-Ghatkopar
corridor for a period of 35 years
including the construction period.
Period of concession: 2007-2042 (including 5
years for construction)
March 31, 2024
March 31, 2024
March 31, 2024
Remuneration: Passenger fare and revenue from
advertisement and rentals
3,441.62
2,333.60
-
Investment grant from concession grantor : Yes
March 31, 2023
March 31, 2023
March 31, 2023
Infrastructure return at the end of concession
period : Yes
3,434.67
2,442.66
-
Investment and renewal obligations : Nil
Total March 31, 2024
13,603.68
8,598.05
20.17
Total March 31, 2023
13,731.30
9,439.46
20.17
4 (b) Service
Concession
Receivables
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Opening balance
20.17
20.17
Accrued interest
-
-
Scheduled Repayments
-
-
(Disposal) / Addition during the year
-
-
Closing balance
20.17
20.17
Grant Receivable from NHAI*
Non-current
-
-
Current
20.17
20.17
Total
20.17
20.17
* Grant receivable from NHAI ` 20.17 Crore (` 20.17 Crore) grouped under financial assets.
Reliance Infrastructure Limited
211
Notes to the consolidated financial statements for the year ended March 31, 2024
5.
Inventories:
(` in Crore)
Particulars
As at
March 31,2024
As at
March 31,2023
Fuel
0.14
0.14
Stores ,Spares and Consumables *(net off of Provision/impairment for
Non-moving inventories of ` 1.60 (1.19) Crore (` 2.99 Crore)
103.05
80.38
Total
103.19
80.52
* including in transit and with third party
0.84
0.12
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, 2024
As at
March 31, 2023
Number of
Shares / Units
Amount
` Crore
Number of
Shares / Units
Amount
` Crore
A.
Investment in equity instruments (fully
paid-up unless otherwise stated):
In associate companies - valued as per equity
method
Quoted
Reliance Power Limited
10
93,01,04,490 2,688.61
93,01,04,490 2,887.25
Unquoted
In Subsidiaries
1. Delhi Airport Metro Express Private Limited
(Refer Note 27)**
10
9,59,499
1.40
-
-
In Associates
1. Metro One Operation Private Limited
10
3,000
2.02
3,000
2.34
2. Reliance Geo Thermal Power Private Limited
10
2,500
-
2,500
-
3. RPL Sun Technique Private Limited 1
10
-
-
5,000
-
4. RPL Photon Private Limited 1
10
-
-
5,000
-
5. RPL Sun Power Private Limited 1
10
-
-
5,000
-
6. Gullfoss Enterprises Private Limited
10
5,001
-
5,001
-
7. Urthing Sobla Hydro Power Private Limited
10
2,000
-
2,000
-
In joint venture Company - valued as per equity
method
Unquoted
1. Utility Powertech Limited
10
7,92,000
42.02
7,92,000
42.02
In Others - At FVTPL
Unquoted
1. CLE Private Limited
10
-
-
-
-
2. Western Electricity Supply Company of Odisha
Limited (WESCO) @ ` 1,000
10
100
@
100
@
3. North Eastern Electricity Supply Company of
Odisha Limited (NESCO) @ ` 1,000
10
100
@
100
@
4. Southern Electricity Supply Company of Odisha
Limited (SOUTHCO) @ ` 1,000
10
100
@
100
@
5. Rampia Coal Mine and Energy Private Limited
1
-
-
-
-
6. Reliance Infra Projects International Limited
USD 1
10,000
0.04
10,000
0.04
7. Larimar Holdings Limited1 @ ` 4,909
USD 1
-
-
-
-
8. Indian Highways Management Company Limited
10
5,55,370
0.56
5,55,370
0.56
212
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
Particulars
Face value
in ` unless
otherwise
stated
As at
March 31, 2024
As at
March 31, 2023
Number of
Shares / Units
Amount
` Crore
Number of
Shares / Units
Amount
` Crore
9. Jayamkondam Power Limited @ ` 1.
10
4,09,795
@
4,09,795
@
TOTAL (A)
2,734.65
2,932.24
B.
Investment in preference shares (fully
paid-up)
In Others - At FVTPL
Unquoted
1. Non-Convertible Redeemable Preference Shares
in Reliance Infra Projects International Limited **
USD 1
3,60,000
678.62
3,60,000
678.62
2. 6% Non-Cumulative Non-Convertible
Redeemable Preference Shares in CLE Private
Limited (formerly Crest Logistics and Engineers
Private Limited) @ ` 20,000
10
2,000
@
2,000
@
3. 10% Non-Convertible Non-Cumulative
Redeemable Preference Shares in Jayamkondam
Power Limited @ ` 1
1
1,09,50,000
@
1,09,50,000
@
TOTAL (B)
678.62
678.62
C.
Investment in Debentures (fully paid-up)
At FVTPL Unquoted
1. Zero Coupon Unsecured Redeemable Non-
Convertible Debentures in DA Toll Road Private
Limited #
2,727,936,782
239.51
2. 10.50% Unsecured Redeemable Non-
Convertible Debentures in CLE Private Limited
100
-
-
-
-
3. 10.50% Unsecured Redeemable Non-
Convertible Debentures in CLE Private Limited
12,00,00,000
632.73
TOTAL (C)
-
872.24
D. Other Equity Instrument in subsidiary at cost
(Unless otherwise specified)
1. Delhi Airport Metro Express Private Limited
(Refer Note 27)**
787.53
-
TOTAL (A + B + C + D)
4,200.80
4,483.10
Less : Provision for diminution in value of Investments **
(Refer note 27)
1,467.59
678.66
Total
2,733.21
3,804.44
Market
Value
Book
Value
Market
Value
Book
Value
Aggregate amount of quoted investments
2,627.55 2,688.61
925.45 2,887.25
Aggregate amount of unquoted investments
1,512.19
1,595.85
Aggregate amount of impairment in the value of
investments
1,467.59
678.66
* 10,00,00,000 (2,72,79,36,782) redeemable non-convertible debentures in DA Toll Road Private Limited are pledged with
lenders of the Holding Company.
** Provision made for Diminution in the value of Investment includes, ` 678.66 crore (Previous Year ` 678.66 crore) on
Non-Convertible Redeemable Preference Shares of Reliance Infra Projects International Limited, ` 787.53 crore (Previous
Year ` Nil) on other equity instruments and ` 1.40 crore (Previous Year ` Nil) on Equity Shares of Delhi Airport Metro Express
Private Limited in the Holding Company Standalone Financial Statements.
1 Written off as the investee company has applied for strike off
Reliance Infrastructure Limited
213
Notes to the consolidated financial statements for the year ended March 31, 2024
6(b) Current Investments
Particulars
Face value
in ` unless
otherwise
stated
As at March 31, 2024
As at March 31, 2023
Number
of Units
Amount
` Crore
Number
of Units
Amount
` Crore
Investment in Mutual Funds Units
At FVTPL
Quoted
Nippon India Floating Short Term Fund-
Growth option
10
2,12,463
1.01
2,12,463
0.94
Nippon India Low Duration Fund - Daily
Dividend Plan
1,000
1,547
0.06
1,882
0.1
Nippon India Overnight Fund - Direct Growth
100
-
-
4,24,511
5.11
Total
-
-
1.07
6.15
Investment in Debentures (fully paid-up)
At FVTPL Unquoted
10.50% Unsecured Redeemable Non-
Convertible Debentures
100
10,00,00,000
527.27
10,00,00,000
527.27
Zero Coupon Unsecured Redeemable Non-
Convertible Debentures in DA Toll Road
Private Limited *
1
10,00,00,000
10.00
10.50% Unsecured Redeemable Non-
Convertible Debentures in CLE Private Limited
100
12,00,00,000
632.73
Total
1170.00
527.27
Total
1171.07
533.42
Aggregate amount of quoted investments
1.07
6.15
* 10,00,00,000 (2,72,79,36,782) redeemable non-convertible debentures in DA Toll Road Private Limited are pledged
with lenders of the Holding Company.
7(a) Trade Receivables
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Current
Non Current
Current
Non Current
Considered good – Secured
324.03
-
318.15
-
Considered good – Unsecured
851.21
61.48
1,838.19
40.76
Trade Receivables which have significant
increase in credit risk
1,869.82
-
1,873.43
-
Total
3,045.06
61.48
4,029.77
40.76
Unbilled Revenue
638.17
-
500.28
-
Total (Gross)
3,683.23
4,530.05
40.76
Less: Impairment for trade receivables
1,981.36
-
1.970.06
-
Trade Receivables (net)
1,701.87
61.48
2,559.99
40.76
These trade receivables are given as security to the lenders – Refer Note 11 (a) and 11(b)
214
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
Trade Receivable Ageing Schedule: March 31, 2024
(` in Crore)
Particulars
Outstanding for following periods from due date of
payment
Total
Less
than 6
Months
6
Months
- 1 Year
1-2
years
2-3
years
More
than
3 Years
Undisputed Trade Receivables - Considered Good
622.17
126.95
174.46
11.52
161.32
1096.43
Undisputed Trade Receivables - which have
significant increase in credit risk
7.92
13.66
26.06
33.12
1757.33
1838.09
Disputed Trade Receivables - Considered Good
2.36
30.29
9.36
13.7
84.58
140.29
Disputed Trade Receivables - which have significant
increase in credit risk
0.14
0.29
0.64
0.83
29.83
31.73
Unbilled Revenue
-
-
-
-
-
638.17
Total (Gross)
632.59
171.19
210.52
59.17
2033.06
3744.71
Less: Impairment for trade receivables
1,981.36
Trade Receivables (net)
632.59
171.19
210.52
59.17
2033.06
1763.35
Trade Receivable Ageing Schedule : March 31, 2023
(` in Crore)
Particulars
Outstanding for following periods from due date of
payment
Total
Less
than 6
Months
6
Months
- 1 Year
1-2
years
2-3
years
More
than
3 Years
Undisputed Trade Receivables - Considered Good
734.17
33.28
21.35
8.71
1,323.81
2,121.32
Undisputed Trade Receivables - which have
significant increase in credit risk
12.13
11.48
32.26
25.72
126.24
207.83
Disputed Trade Receivables - Considered Good
2.46
1.23
1.84
4.64
66.83
77
Disputed Trade Receivables - which have significant
increase in credit risk
0.09
0.11
0.72
1.15
1,662.31
1,664.38
Unbilled Revenue
500.28
Total (Gross)
748.85
46.1
56.17
40.22
3179.19
4570.81
Less: Impairment for trade receivables
1,970.06
Trade Receivables (net)
748.85
46.1
56.17
40.22
3179.19
2600.75
Pursuant to Assignment agreement between Reliance Power Limited and its subsidiaries i.e., Chitrangi Power Private Limited
(CPPL) and Samalkot Power Limited (SaPoL), the Company has adjusted Rs. 911.03 crore advance received from CPPL with
the receivable from SaPoL.
7(b) Cash and Cash Equivalents
(` in Crore)
Particulars
As at
March 31, 2024*
As at
March 31, 2023
Balances with banks in -
Current Account
658.22
691.49
Bank Deposit with original maturity of less than 3 months
1035.86
142.48
Cheques and drafts on hand
25.23
19.55
Cash on hand
2.13
2.19
Total
1721.44
855.71
7(c) Bank Balances other than cash and cash equivalents
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Bank Deposits with Original Maturity of more than 3 months but less than 12 months
354.28
512.97
Unpaid Dividend Account
5.55
7.74
Total
359.83
520.71
The Holding Company is required to keep restricted cash for payment of dividend
*Restricted Cash and Bank Balances:
Reliance Infrastructure Limited
215
Notes to the consolidated financial statements for the year ended March 31, 2024
The Group is required to keep restricted cash, details of which are given below:
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Bank Deposits
127.89
17.87
Escrow account
170.02
82.08
Margin Money
0.99
217.43
Total
298.90
317.38
7(d) Loans
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
Current
Non-Current
Current
Non-Current
(Unsecured, considered good unless otherwise stated)
Inter-Corporate deposits to :-
Related Parties
Considered Good
434.02
-
426.82
-
Credit impair
69.06
-
-
-
Others
Considered Good
4,066.89
-
4,083.03
-
Credit impaired
3,829.14
3,829.14
8,399.11
-
8,338.99
-
Less : Provision for Expected Credit Loss
3,898.20
-
3,829.14
-
4.500.91
4,509.85
Loan to Employees
1.33
0.01
1.64
0.05
Total
4502.24
0.01
4,511.49
0.05
7(e) Other Financial Assets
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
Current
Non-Current
Current
Non-Current
(Unsecured, considered good unless otherwise stated)
Claim receivable from NHAI
64.53
-
21.81
-
Grant receivable from NHAI
20.17
-
20.56
-
Interest Accrued / receivables*
Considered Good
1,336.97
-
1,445.55
0.27
Considered Doubtful
143.03
-
143.03
-
Fixed Deposit with bank with maturity of more than 12
months
4.82
1.98
-
4.94
Margin money with Banks/Restricted Bank Deposit
-
265.84
-
298.77
Security Deposits
19.59
18.16
11.86
16.56
Other Receivables
530.98
0.11
414.46
0.16
2,120.09
286.09
2,057.27
320.70
Less: Provision for Expected Credit Loss
196.14
-
143.42
-
Total
1,923.95
286.09
1,913.85
320.70
*Secured
0.35
7(f) Other Assets
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
Current
Non-Current
Current
Non-Current
(Unsecured, considered good unless otherwise stated)
Capital advances
5.70
-
5.52
Advance to vendors
121.60
55.98
186.11
2.61
Duties and Taxes Recoverable
28.92
6.78
3.10
50.18
Advances recoverable in kind or for value to be received
490.91
674.82
0.10
Gratuity Advance (Refer Note 33)
1.21
0.95
0.33
Amount due from customers for Contract work
129.72
120.73
-
Other receivables
1.65
0.79
0.55
4.10
Total
774.01
69.25
986.26
62.84
216
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
8.
Assets classified as Non Current Assets held for sale
(i)
KM Toll Road Private Limited (KMTR)
KM Toll Road Private Limited (KMTR), a subsidiary of the Holding 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. Presently, cross examination of KMTR's witnesses has been
concluded and NHAI's sole witness will be cross examined on July 22, 2024 and July 23, 2024.
Notwithstanding the dependence on the above uncertain events, KMTR continues to prepare its financial results 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:
(` in Crore)
Sr.
No.
Particulars
2023-2024
2022-2023
I
Regulatory Assets / (Liability)
A
Opening Balance
22,629.24
20,600.36
B
Add : Income recoverable/(reversible) from future tariff / Revenue
GAP for the year
1
For Current Year
1,833.25
3,140.02
2
Regulatory assets recoverable on account of Pension Trust
Surcharge
-
(0.04)
Total (1+2)
1,833.25
3,139.98
C
Recovered during the year
1,122.81
1,111.10
D
Net Movement during the year (B-C)
710.44
2,028.88
E
Closing Balance (A+D)
23,339.68
22,629.24
II
Deferred Tax (Assets) / Liability associated with Regulatory Assets /
(Liability)
Opening Balance
4,804.16
3,526.60
Add: Deferred Tax (Assets) / Liabilities during the Year
315.93
1,277.56
Total deferred Tax (Assets) / Liability associated with Regulatory Assets
/ (Liability)
5,120.09
4,804.16
Less: Recoverable from future Tariff
5,120.09
4,804.16
Closing Balance
-
-
III
Balance as at the end of the year (I+II)
Regulatory Assets
23,339.68
22,629.24
Regulatory Liability
-
-
Regulatory Assets of ` 23,339.68 Crore (` 22,629.24 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.
Reliance Infrastructure Limited
217
Notes to the consolidated financial statements for the year ended March 31, 2024
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
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Authorised - Refer Note (II) below
1,94,00,60,000 (1,94,00,60,000) Equity Shares of ` 10 each
1,940.06
1,940.06
1,00,00,000 (1,00,00,000) Equity Shares of ` 10 each with differential rights
10.00
10.00
10,00,00,000 (10,00,00,000) Redeemable Preference Shares of ` 10 each
100.00
100.00
2,050.06
2,050.06
Issued
39,85,33,259 (35,41,92,065) Equity Shares of ` 10 each
398.53
354.20
398.53
354.20
Subscribed and fully paid-up
39,61,31,194 (35,17,90,000) Equity Shares of ` 10 each fully paid up
396.13
351.79
Add: Forfeited Shares- Amounts originally paid up *
0.04
0.04
396.17
351.83
* Allotment of 97,954 (previous year 97,954)) shares were kept in abeyance, 17,101 (previous year 17,101) shares
were forfeited and 22,87,010 (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
As at March 31, 2024
As at March 31, 2023
Equity Shares -
No. of shares
` Crore
No. of shares
` Crore
At the beginning of the year
35,17,90,000
351.79
26,29,90,000
262.99
Share Issued during the year
4,43,41,194
44.34
8,88,00,000
88.80
Outstanding at the end of the year
39,61,31,194
396.13
35,17,90,000
351.79
(II)
Terms and rights attached to equity shares
The Holding Company has only one class of equity Share having par value of Rs. 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 Holding Company, after distribution of all preferential amount. The
distribution will be in proportionate to the number of equity shares held by the shareholders.
218
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
(III) Details of shareholders holding more than 5% shares in the Holding Company
Name of the Shareholders
As at March 31, 2024
As at March 31, 2023
No. of Shares
% held
No. of Shares
% held
Risee Infinity Private Limited
6,46,00,000
16.31
6,46,00,000
18.36
VFSI Holdings Pte Limited
2,04,74,476
5.17
2,42,00,000
6.88
Reliance Commercial Finance Limited
4,43,41,194
11.19
-
-
@ reduced to less than 5%
(IV) Details of Shares held by Promoters
Shri Anil D Ambani held 1,39,437 equity shares (0.04%) as at March 31, 2024 & (0.04%) as at March 31, 2023.
(V)
(i)
During the year, Pursuant to Debt Discharge Agreement with Reliance Commercial Finance Limited (RCFL)
dated August 5, 2023 wholly owned subsidiary of Authum Investment and infrastructure limited, the Company
has settled all its obligations towards corporate guarantees of Rs 4,456.29 crore for an amount of Rs 891.26
crore, by issuance and allotment of 4,43,41,194 equity shares of Rs. 10 each, at a premium of Rs. 191 per
share on September 05, 2023 to RCFL, on preferential basis in terms of SEBI (Issue of Capital and Disclosure
Requirements) Regulations, 2018. The equity shares rank pari-passu with the existing equity shares of the
company.
(ii)
During the previous 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.
10(b) Other Equity - Reserves and surplus
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
(a)
Capital Reserve
1.
Capital Reserve
Balance as per last Balance Sheet
155.09
155.09
2.
Sale proceeds of Fractional Equity Shares
Certificates and dividend thereon ` 37,950 (@)
@
@
(b)
Security Premium
Balance as per last Balance Sheet
9,286,85
8,825.09
Add : During the year (Refer Note 10(a)(V)
846.92
461.76
10,133,76
9,286.85
(c)
Capital Redemption Reserve
Balance as per last Balance Sheet
130.03
130.03
(d)
Capital Reserve on consolidation
Balance as per last Balance Sheet
5,907.52
6,108.67
Add : During the year
182.13
(201.15)
6,089.65
5,907.52
(e)
Debenture Redemption Reserve
Balance as per last Balance Sheet
212.98
212.98
(f)
General Reserve
Balance as per last Balance Sheet
808.25
808.25
(g)
Money Received against Share Warrants
Balance as per last Balance Sheet
-
137.64
Reliance Infrastructure Limited
219
Notes to the consolidated financial statements for the year ended March 31, 2024
Particulars
As at
March 31, 2024
As at
March 31, 2023
Received/(Allotement) during the year
-
412.92
Convert in to share capital including premium
-
(550.56)
-
-
(h)
Retained Earnings
Balance as per last Balance Sheet
(7,552.42)
(4,228.37)
Add: Net (Loss) for the year
(1,608.66)
(3,221.18)
Add: Transactions with Non Controlling Interest
-
(83.57)
Add :Other Comprehensive Income
3.46
(11.32)
Less: Dividend paid
(8.83)
(7.98)
(9,166.45)
(7,552.42)
(i)
Treasury Shares
Balance as per last Balance Sheet
(6.48)
(5.05)
Less : Provision for diminution in value of equity shares
(5.73)
(1.43)
(12.21)
(6.48)
Total
8,351.10
8,941.82
10.1 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 & 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 Holding 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 Holding 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 Holding Company as a sponsor retains
the majority of the risks and rewards relating to funding arrangement. Accordingly, the Holding Company has recognised
issue of shares to the Trust as the issue of treasury shares by consolidating Trust into financial statements of the Holding
Company.
220
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
11.
Financial liabilities
11 (a) : Non-current borrowings
(` in Crore)
As at March 31, 2024
As at March 31, 2023
Sr.
No.
Particulars
Maturity Date
Terms of Repayment
Non-Current
Current
Non-Current
Current
Secured
1
Non convertible debentures (Redeemable at par)
Various
2022-23 to 2025-26
onwards
Quarterly/Half Yearly /
Yearly/ Bullet
59.25
965.58
67.61
983.68
2
Convertible Debentures (Refer Foot Note B)
Refer Foot Note B
159.05
-
159.05
-
3
Rupee Term Loan:
- from Banks
2022-23 to 2030-31
Monthly / Quarterly / Yearly
1,046.84
1,224.82
1,777.92
1,281.38
- from Financial Institutions
2022-23 to 2030-31
Monthly / Quarterly
1,772.34
1,605.19
2,228.28
590.94
- from Others
2022-23 to 2030-31
Quarterly
-
-
-
1,639.57
4
Foreign Currency Loan:
Term Loan from Financial Institutions
2022-23 to 2025-26
Quarterly
-
-
40.62
-
Total (A)
3,037.48
3.795.58
4,273.48
4,495.57
Unsecured
1
Inter Corporate Deposit:
From Others
2030-31 onwards
Structured Installments
132.90
-
124.92
-
2
Foreign Currency Loan:
External Commercial Borrowings
2022-23
Bullet
-
-
36.40
153.17
Total (B)
132.90
-
161.32
153.17
Total (A + B)
3,170.38
3,795.59
4,434.80
4,648.74
# For Overdue refer note G below
Reliance Infrastructure Limited
221
Notes to the consolidated financial statements for the year ended March 31, 2024
Secured borrowings (Principal undiscounted amounts) :
A.
Secured Non Convertible Debentures (NCD) referred to above
i.
In case of Holding Company, NCD of ` 950.54 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 (building) situated in Mumbai.
(c)
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.
ii.
In case of Other than Holding Company are secured by the followings:
` 74.31 Crore in case of Toll Collection Rights, is secured by a first ranking pari passu mortgage/charge over all the
Borrower’s immoveable and movable properties, intangible assets but not limited to goodwill, rights, undertaking and
uncalled capital present and future except the project assets. The same are also secured by charge on all the Borrower’s
bank accounts including, but not limited to the Escrow Account/ its Sub-Accounts where all revenues, Disbursements,
receivables shall be deposited and in all funds from time to time deposited therein and in all 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, 2024) 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:
` 469.20 Crore, in case of Mumbai Metro Rail Concession Rights, are secured by first mortgage/charge of all immovable
properties, moveable assets and all other moveable assets, all other intangible assets both present and future, save and except
project assets. The same also secured by first mortgage/charge on all receivables, escrow accounts, bank accounts, revenues
of whatsoever nature and wherever arising, both present and future.
The above securities rank pari passu to the security interest created in favor of the Rupee term loans availed from banks.
D.
Term Loans from Financial Institutions are secured as under:
` 416.76 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
222
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
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.
` 1081.29 Crore and ` 880.24 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, 2024 the required permission from DERC is sought and is under process.
E.
Term Loans from Banks are secured as under:
(i)
In case of Holding Company are secured by the following:
(i)
` 27.24 Crore (61.24 Crore) by way of first exclusive charge on equipment of windmill project of the Company
(ii)
` Nil (37.45) Crore Crore by subservient charge on moveable Property, Plant and Equipment of the Company.
(ii)
In case of Other than Holding Company are secured by the following:
` 1,277.28 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.
` 2,198.58 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.
F.
Loans from Others are secured as under:
i.
In case of Holding Company are secured by the following:
(i)
` 1,079.42 Crore by way of:
a.
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.
b.
Second pari passu charge over on the current assets of Company
c.
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.
Reliance Infrastructure Limited
223
Notes to the consolidated financial statements for the year ended March 31, 2024
d.
Pledge of 13,43,100 Equity Shares of NK Toll Road Limited, 15,63,000 Equity Shares of DS Toll Road
Limited, 5,88,330 Equity Shares of GF Toll Road Private Limited, 10,22,700 Equity Shares of KM Toll
Road Private Limited, 11,13,300 Equity Shares of HK Toll Road Private Limited, 38,26,695 Equity Shares
of TK Toll Road Private Limited, 32,23,476 Equity Shares of TD Toll Road Private Limited, 55,23,678
Equity Shares of SU Toll Road Private Limited, 2,462 Equity Shares of JR Toll Road Private Limited, 2,465
Equity Shares of PS Toll Road Private Limited, 1,88,28,000 Equity Shares of BSES Kerala Power
Limited and 10,00,00,000 (2,72,79,36,782) zero coupon unsecured redeemable debentures of DA Toll
Road Private Limited.
e.
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)
G.
The Group has delayed payments of interest and principal to the lenders as detailed below:
Name of lender
Default as at March 31, 2024
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
199.71
2101
488.79
2191
37.45
1,746
8.09
1,592
IDFC Bank
-
-
-
-
-
-
-
-
Jammu and Kashmir Bank
61.24
1604
54.48
1918
34.00
1,604
-
-
J.C. Flowers Assets
Reconstruction Private Limited
1079.42
1426
0.00
0
533.15
1,425
741.32
900
Yes Bank Limited
208.39
455
43.88
455
-
-
-
-
Axis Bank
20.81
2100
-
-
-
-
-
-
Bank of Baroda
43.81
2100
7.82
-
-
-
-
-
Bank of India
82.72
2101
11.34
1735
-
-
2.22
336
Corporation Bank
98.50
2101
27.55
1735
-
-
5.78
336
IIFCL
61.64
2101
44.94
1735
-
-
6.63
336
OBC Bank
72.15
2101
27.35
1735
-
-
2.85
336
UCO Bank
92.10
2101
19.21
1735
-
-
3.56
336
IOB
0.00
0
2.14
0
-
-
-
-
Bank of Maharashtra
13.55
546
125.83
2191
-
-
-
-
State Bank of India
57.74
2100
144.85
2191
-
-
-
-
Allahabad Bank
17.39
2100
0.00
0
-
-
-
-
Indian Bank
62.75
2100
274.34
2191
-
-
-
-
Union Bank of India
48.50
2100
0.00
0
-
-
-
-
United Bank
21.74
2100
0.00
0
-
-
-
-
IDBI Bank
6.41
546
55.20
2191
-
-
-
-
IIFC UK
257.56
2191
529.91
2191
-
-
-
-
Phonic ARC
12.55
-
18.60
-
-
Non-Convertible Debentures (NCDs) Series-18: In terms of the Security Interest (Enforcement) Rules, 2002, Axis Trustee
Services Ltd (“Trustee”) had enforced the security and taken the possession of the mortgaged properties in respect of the
said NCDs. The Trustees is yet to inform the Company, as regards shortfall in the recovery of outstanding debt, if any, post
enforcement of security and disposal thereof. NCDs Series-20E: In terms of the Security Interest (Enforcement) Rules, 2002,
IDBI Trusteeship Services Limited (“Trustee”) had enforced the security and taken the possession of the mortgaged properties
in respect of the said NCDs. The Trustee is yet to inform the Company, as regards shortfall in the recovery of outstanding
debt, if any, post enforcement of security and disposal thereof. NCDs Series-29: IDBI Trusteeship Services Limited (“Trustee”),
Trustee of NCD Series 29 had issued loan recall notices following the default under the Settlement Agreement dated 09 Mar
2022. Trustee had also invoked the security provided by the Company. The Trustee had sold/ disposed part of the invoked
224
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
security. The Trustee/ Debenture Holder is yet to dispose the balance security invoked and inform the Company, as regards
the overall shortfall in the recovery of outstanding debt, if any post invocation of balance securityand disposal of the same
thereof..
G.
During the year, Group has not been declared willful defaulter by any bank, financial institution or any other lender.
H.
The current assets of the Company are provided as security to the lenders and subservient charge on certain corporate
guarantees.
I.
As on December 29, 2023 the Holding Company had signed a Settlement Agreement with J.C. Flowers Asset Reconstruction
Private Limited (JCF ARC) for settlement of entire obligations with respect to its borrowings and interest thereon on or before
the settlement closure date Le. March 20, 2024. The settlement closure date is further extended to May 31, 2024.
Pursuant to Settlement Agreement, the Company has paid ` 1,347 (` 817 crore paid till March31, 2024 and balance of
` 530 crore in the month of April 2024) as part payment towards the settlement of its outstanding dues to JCF ARC. The
payment made under the settlement agreement considered as debt repayment.
During the Previous 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.
11 (b) : Current Borrowings
(` in Crore)
Sr
No.
Particulars
As at
March 31, 2024
As at
March 31, 2023
Secured
1.
Rupee Loan:
Working Capital Loans from banks
199.22
565.00
Term Loans from banks
1,277.28
1,273.48
Foreign Currency Loan:
External Commercial Borrowings
469.20
462.25
Current Maturity of Long Term Debt
3,795.58
4,648.74
Total (A)
5,741.28
6,949.47
Unsecured
1.
Rupee Loan:
Inter Corporate Deposits
- from Related Parties (Refer Note 25)
483.11
40.35
- Others
276.27
22.93
Total (B)
759.38
63.28
Total (A + B)
6,500.66
7,012.75
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 Holding 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.
Reliance Infrastructure Limited
225
Notes to the consolidated financial statements for the year ended March 31, 2024
The Group has delayed payments of interest and principal to the banks as detailed
Name of lender
Default as at March 31, 2024
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
128.62
2013
113.50
2013
182
1921
-
-
ICICI Bank
17.05
839
7.18
839
3
613
-
-
11(c): Trade Payables
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
Current
Non- Current
Current
Non-Current
Total outstanding dues to micro enterprises and small
enterprises
131.82
-
111.85
-
Total outstanding dues to other than micro enterprises
and small enterprises
17,854.11
22.39
17,422.56
18.72
(Including retention payable)
17,985.93
22.39
17,534.41
18.72
Total
Trade Payable Ageing Schedule: March 31, 2024
(` in Crore)
Particulars
Outstanding for following periods from due
date of payment
Total
Less than
year
1 to 2
Years
2 to 3
Years
More than
3 Years
Dues to Micro and Small Enterprises
131.81
-
-
-
131.81
Due to Others – Undisputed
2353.71
1764.88
1653.02
10558.45
16330.05
Dues to Others - Disputed
-
-
15.98
1029.87
1045.85
Unbilled dues
-
-
-
-
500.61
Total
2,487.84
1,764.88
1,669.00
11,586.00
18008.32
Trade Payable Ageing Schedule: March 31, 2023
(` in Crore)
Particulars
Outstanding for following periods from due date
of payment
Total
Less than
year
1 to 2
Years
2 to 3
Years
More than
3 Years
Dues to Micro and Small Enterprises
111.8
-
-
-
111.8
Due to Others – Undisputed
2867.56
1,634.16
1,292.14
10,245.37
16,039.23
Dues to Others - Disputed
-
4.82
1,035.99
1,040.81
Unbilled dues
-
-
-
-
361.29
Total
2,979.36
1,634.16
1,296.96
11,281.36
17,553.13
226
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
11(d): Other Financial Liabilities
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
Current
Non- Current
Current
Non-Current
Security deposits
- from consumers
1,838.70
8.63
1,659.24
8.62
- from others
198.28
-
188.45
-
NHAI premium payable
580.57
2,438.90
511.86
2,344.51
Financial guarantee obligation
-
205.24
-
407.28
Interest accrued
3,250.65
-
2,848.67
-
Unpaid dividends
5.55
-
7.74
-
Creditors for capital expenditure
537.29
-
587.21
0.37
Employee benefits payable
28.64
-
8.70
-
Current Maturity of Loan in Foreign Currency
153.96
-
-
Other Payables
162.14
-
138.78
-
Total
6,755.78
2,652.77
5,950.65
2,760.78
11(e): Other Liabilities
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
Current
Non- Current
Current
Non-Current
Advance received from customers
1,250.90
452.93
631.37
1,296.72
Advance received from others*
3.05
998.27
-
Service Line Contribution
-
586.76
561.02
Consumer Contribution for Capital works
-
1,574.52
-
1,387.83
Grant in Aid (Under Accelerated Power Development &
Reforms Program to the Government of India)
-
9.61
-
10.40
Amount due to customers for Contract work
266.00
-
301.95
-
Other liabilities (Including statutory dues)
837.42
-
911.90
-
Total
2,357.37
2,623.82
2,843.49
3,255.97
*Refer note 7(a)(i)
12.
Provisions
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
Current
Non- Current
Current
Non-Current
Provision for Disputed Matters *
-
160.00
-
160.00
Provision for Employee Benefits:
Provision for Leave Encashment
128.68
87.29
12.81
87.33
Provision for Gratuity (Refer Note 33)
3.39
4.13
9.48
3.38
Provision for Major Maintenance and Overhaul Expenses
73.79
304.94
142.28
333.44
Provision for Legal Claim
7.99
6.77
-
Provision-Others
0.33
106.34
-
Total
214.18
556.36
277.68
584.15
* Represents provision made for pending disputes in respect of corporate/regulatory matters of the Holding Company.
1.
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)).
Reliance Infrastructure Limited
227
Notes to the consolidated financial statements for the year ended March 31, 2024
2.
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:
(` in Crore)
Particulars
Disputed
Matters
Legal Claim
Major Maintenance &
Overhaul Expenses
Total
As at April 01, 2022
160.00
6.99
460.47
627.46
Add : Provision made
-
-
116.07
116.07
Less : Provision used / reversed
-
0,22
100.82
100.82
As at March 31, 2023
160.00
6.77
475.72
642.71
Add : Provision made
-
1.22
168.70
169.92
Less : Provision used / reversed
-
-
265.69
265.69
As at March 31, 2024
160.00
7.99
378.73
546.94
13.
Income and deferred taxes
13(a) Income tax expense
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2022
Income tax Expense:
Current tax:
Current tax on profits for the year
18.93
6.38
Adjustments for income tax of prior periods
(6.90)
(5.57)
Total current tax expense
(A)
12.03
0.81
Deferred tax:
Decrease/(increase) in deferred tax assets
72.19
36.15
(Decrease)/increase in deferred tax liabilities
(43.23)
(29.39)
Total deferred tax expense/(benefit)
(B)
28.96
6.76
Income tax expense
(A + B)
40.99
7.57
13(b) Reconciliation of tax expenses and the accounting profit multiplied by India's tax rate:
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
Tax at the Indian tax rate of 31.20% (31.20%)
(604.57)
(846.44)
Tax effect of amounts which are not deductible (taxable) in calculating taxable
income:
(174.29)
Income not considered for Tax purpose
63.79
(5.14)
Expenses not allowable for tax purposes
575.75
811.01
Corporate social responsibility expenditure not allowable for Tax purpose
-
Tax on Losses brought forward
(73.97)
201.78
Effect of Change in Tax Rate
3.48
3.10
Tax losses for which no deferred tax was recognized
1.48
244.36
Movement in Tax Losses
(320.28)
(490.07)
Unrecognised MAT Credit
-
Tax on income Jointly Controlled Operations assessed separately
-
228
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
Adjustments for current tax of prior periods
(7.26)
(5.57)
Other items
(27.91)
94.54
Income tax expense charged to Consolidated Statement of Profit and Loss
(Including Other Comprehensive Income)
40.99
7.57
13(c) Amounts recognised in respect of current tax / deferred tax directly in equity:
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Amounts recognised in respect of current tax / deferred tax directly in equity
-
-
13(d) Tax losses and Tax credits
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Unused Capital Gains tax losses for which no deferred tax asset has been recognized
609.66
256.62
Unused tax on business losses for which no deferred tax asset has been recognised
by Holding Company
874.92
1,181.93
Unused losses for which no deferred tax asset has been recognised by subsidiary
6,673.32
4,597.68
Unused Tax Credits – MAT credit entitlement
151.20
116.41
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
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Temporary differences relating to subsidiaries for which deferred tax liability has
not been recognized as the Holding Company is able to control the temporary
difference:
Undistributed earnings
9,716.06
8,490.36
Details of transactions not recorded in the books of account that has been surrendered or disclosed as income during the year
in the tax assessments: ` Nil ( FY 2020-21: Nil). Further the Group does not have any unrecorded income and assets related
to previous years which are required to recorded during the year.
13(f) Deferred Tax Balances
The balance comprises temporary differences attributable to:
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Deferred Tax Liability on account of:
Property Plant and Equipment, Intangible Assets and Investment Property -
Carrying amounts other than on account of Fair Valuation
-
-
Fair Valuation of Property, Plant and Equipment
379.52
372.10
Impact of Effective Interest Rate on Borrowings / other financial assets / liabilities
20.66
22.71
Intangible Assets
136.87
433.39
Total Deferred Tax Liabilities
537.05
828.20
Deferred Tax Asset on account of:
Provisions
236.94
867.16
NHAI Premium Payable
-
244.94
Fair Valuation of financial instruments
152.21
98.95
Reliance Infrastructure Limited
229
Notes to the consolidated financial statements for the year ended March 31, 2024
Unabsorbed losses (including depreciation)
993.39
237.12
Others
84.21
Total Deferred Tax Assets
1,466.75
1,448.17
Net Deferred Tax (Assets)/ Liability
(929.70)
(619.97)
Deferred Tax Liabilities (net) as per Consolidated Balance Sheet
326.00
369.24
Deferred Tax Assets (net) as per Consolidated Balance Sheet
21.71
93.89
Note: 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 Holding Company has net deferred tax assets of ` 1233.99 Crore (` 895.32) 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.
13(g) Movement in deferred tax balances:
(` in Crore)
Particulars
Deferred Tax
Liability
As At March 31, 2022
268.60
(Charged)/credited:
- to profit or loss
6.76
- to other comprehensive income
(0.01)
As At March 31, 2023
275.35
(Charged)/credited:
- to profit or loss
28.96
- to other comprehensive income
(0.02)
As At March 31, 2024
304.29
14.
Revenue from operations
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
Revenue from Power Business :
Income from sale of power and transmission charges
20,340.55
19,644.33
Less - Tax on Sale of Electricity
737.77
693.18
Less - Pension Trust Surcharge Recovery (Refer Note 34(g))
-
963.27
19,602.78
17,987.88
Cross subsidy charges
-
-
19,602.78
17,987.88
Revenue from Engineering and Construction Business :
Value of contracts billed and service charges
453.27
1,016.68
Increase / (decrease) in Contract Assets-
Contract Assets at close
129.72
120.73
Less: Contract Assets at commencement
120.73
222.84
Net increase / (decrease) in Contract Assets
8.99
(102.11)
Miscellaneous income
-
-
462.27
914.57
Revenue from Infrastructure Business :
Income from Toll business
1,151.03
1,150.26
Income from Metro business
186.66
163.68
230
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
307.50
242.83
Income from Airport business
2.06
1.60
1,647.26
1,558.37
Other Operating Income :
Provisions / Liabilities written back
-
2.58
Others
354.55
278.52
354.55
281.10
Total revenue
22,066.86
20,741.92
14.1 Refer Note 26 on Segment Reporting for Revenue disaggregation
14.2 Performance Obligation: Performance Obligation: The aggregate value of transaction price allocated to unsatisfied or
partially satisfied performance obligation is ` 1,972.39 Crore as at March 31, 2024, (` 2,350.36 Crore as at March
31, 2023) out of which ` 7,89.47 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
(` in Crore)
Particulars
2023-24
2022-23
Opening Contract Assets including retention receivable
161.49
228.82
Increase as a result of change in the measure of progress
55.67
37.51
Transfers from contract assets recognised at the beginning of the year to receivables
(87.44)
(104.84)
Contract Assets including retention receivable
129.72
161.49
Contract Liabilities
(` in Crore)
Particulars
2023-24
2022-23
Opening Contract Liabilities including advance from customer
1,689.22
1,874.76
Revenue recognised during the year out of opening Contract Liabilities
(23.11)
(186.88)
Increases due to cash received/advance billing done, excluding amount recognised
as revenue during the year
(561.22)
1.34
Closing Contract Liabilities including advance from customer
1,104.88
1,689.22
14.4 Reconciliation of contracted prices with the revenue during the year:
(` in Crore)
Particulars
2023-24
2022-23
Opening contracted price of orders
6,653.30
8,263.64
Add:
Fresh orders/change orders received (net)
-
383.66
Less:
Orders completed/cancelled during the year
-
(1,994.00)
Closing contracted price of orders
6,653.30
6,653.30
Revenue recognised during the year
423.89
809.42
Less: Revenue out of orders completed during the year
including incidental Income
(45.92)
(194.10)
Revenue out of orders under execution at the end of the
year (I)
377.97
615.32
Reliance Infrastructure Limited
231
Notes to the consolidated financial statements for the year ended March 31, 2024
Revenue recognised upto previous year (from orders
pending completion at the end of the year) (II)
4,302.93
3,687.62
Balance revenue to be recognised in future viz. Order book
(III)
1,972.39
2,350.36
Closing contracted price of orders * (I+II+III)
6,653.30
6,653.30
* Excluding the contracts, where E&C activities has been physically completed/suspended but the same has not been
closed due to its fulfilment of the technical parameters and/or pending receipt of final take over certificate from the
Customer.
The above note represents reconciliation of revenue from E&C Business.
15.
Other Income
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
Fair Value Gains on financial instrument through FVTPL /amortised cost
1.54
Interest income from other financial assets at amortised cost
Inter corporate deposits
53.27
63.49
Fixed Deposit with banks
82.01
55.76
Others
60.58
29.36
Dividend income
0.01
-
Net gain/(loss) on sale of Investments
2.27
0.06
Gain on sale in interest in Joint Venture #
-
-
Gain on foreign exchange / derivative contracts (net) (including MTM on forward
contracts)
1.49
133.96
Provisions / Liabilities written back
58.08
28.70
Profit on sale of Property, Plant & Equipments
5.00
4.03
189.65
102.32
Total
452.34
419.22
# Represent gain on transfer of participating interest by Holding Company in one of the joint operation i.e. Rinfra-Astaldi JV
16.
Employee Benefit Expenses
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
Salaries, Wages, Bonus
914.92
906.57
Contribution to Provident and Other Funds (Refer Note 33)
122.27
101.62
Gratuity Expense (Refer Note 33)
18.70
17.22
Leave encashment
0.16
Workmen and Staff Welfare
58.17
56.84
Total
1,114.22
1,082.25
232
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
17.
Finance Cost
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
Interest and financing charges on financial liabilities:
Debentures
299.85
327.52
Term Loan
796.69
944.56
Foreign currency loan
267.98
134.38
External Commercial Borrowings
9.09
5.01
Working capital and other borrowings
334.85
353.69
Security Deposits from Consumers
144.17
106.84
Unwinding of discount on NHAI premium payable and maintenance obligations
under concession arrangements
250.96
276.74
Unwinding of discount on other financial liabilities and provisions
29.79
23.97
Fair Value change in financial instruments
53.79
105.51
Other finance charges
122.90
115.24
Total
2,310.07
2,393.46
18.
Other Expenses
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
Consumption of stores and spares (Net of allocation to Repairs and other relevant
revenue accounts)
60.38
53.21
Rent (Refer Note 32(ii))
4.28
4.83
Repairs and Maintenance:
- Buildings
12.29
16.32
- Plant and Machinery (including Distribution Systems)
291.70
260.33
- Other Assets
60.35
45.52
Insurance
38.52
37.96
Rates and Taxes
28.70
38.51
Corporate Social Responsibility Expenditure
44.50
22.87
Legal and Professional Charges
187.14
143.48
Auditors fees
2.90
2.85
Bad Debts
0.15
5.36
Directors’ Sitting fees and Commission
0.35
0.34
Miscellaneous Expenses
429.21
496.46
Meter Reading & Bill Distribution/Collection expenses
126.18
116.99
Loss on foreign currency translations or transactions (net)
3.62
2.21
Loss on Sale/Disposal of Property, Plant & Equipments (net)
64.75
15.68
Provision for Doubtful debts / Advances / Deposits / ECL
123.06
64.15
Provisions For non moving of inventories
4.09
Loss on Sale of Investment
42.88
100.12
Operation and Maintenance Expenses
315.50
232.27
Total
1,840.55
1,659.46
Reliance Infrastructure Limited
233
Notes to the consolidated financial statements for the year ended March 31, 2024
19.
Earnings per share
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
` Crore
` Crore
i.
Profit /(Loss) for the year for basic and diluted earnings per share:
Profit /(Loss) for the year (a)
(1,608.66)
(3,221.18)
Profit /(Loss) before Rate Regulated Activities (b)
(2,323.76)
(5,255.95)
Profit /(Loss) before Exceptional Items (c)
(1,598.36)
(828.52)
ii.
Basic and diluted earnings per share:
`
`
Basic and diluted earnings per share (a /d)
(42.66)
(112.98)
Before Rate Regulated Activities (b /d)
(61.62)
(184.34)
Before Exceptional Items (c/d)
(42.38)
(29.06)
iii.
Weighted average number of equity shares used as the denominator in
calculating basic and diluted earnings per share (d)
37,71,10,518
28,51,15,753
20.
During the year, Pursuant to Debt Discharge Agreement with Reliance Commercial Finance Limited (RCFL) dated August 5,
2023 wholly owned subsidiary of Authum Investment and infrastructure limited, the Holding Company has settled all its
obligations towards corporate guarantees of Rs 4,456.29 crore for an amount of Rs 891.26 crore, by issuance and allotment
of 4,43,41,194 equity shares of ` 10 each, at a premium of ` 191 per share on September 05, 2023 to RCFL, on preferential
basis in terms of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.The equity shares rank pari-passu with
the existing equity shares of the Holding company.
During the Previous Year, the Holding Company has allotted 8.88 Crore warrants, at a price of ` 62 per warrants, convertible
into equivalent number of equity shares of the Holding Company. The impact of the same on the earning per share will be
anti-dilutive, hence not considered.
21.
i)
The Holding 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 Holding 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, 2024 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
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
(i)
Claims against the Group not acknowledged as debts and under litigation
3,236.53
4,244.60
These include:-
a)
Claims from suppliers
783.27
588.36
b)
Income tax / Wealth tax claims
601.80
599.82
c)
Indirect tax claims
1,107.70
514.86
d)
Claims from consumers
50.70
46.48
e)
Claims by MMRDA for delay in achieving milestone
-
1,643.80
f)
Other claims
693.06
851.28
234
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
(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 Holding Company. Aggrieved by the said order, the Holding Company had challenged the said
order before Appellate Tribunal for Electricity (APTEL). The APTEL has upheld the findings of MERC and the Holding
Company filed an appeal before the Supreme Court of India against the APTEL Order. The matter is a 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 Holding Company,
whereby the Holding 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 Holding Company continues to account differential expenditure as cost on
monthly basis. The Holding 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 Holding Company has not considered the said agreement cum indemnity
as an Onerous Contract. The Holding 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) has denied the exemption to the Company from
payment of municipal taxes. The Company has received property tax demand notices amounting to ` 235.55
Crores. The Company had filed a Writ Petition in Bombay High Court on March 28, 2022 seeking reliefs. The
High court had 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 be fixed by the Court.
b)
The Ministry of Housing and Urban Affairs, Government of India had constituted a Fare Fixation Committee
(FFC) on November 28, 2018 for the purpose of recommending the metro fare for Mumbai Metro One Private
Limited (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 had filed a Writ Petition challenging the same on June
07, 2019. Matter was heard on June 20, 2019. Hon’ble Bombay High Court had granted Stay on the FFC
recommendations. The matter is sub-judice and next date of hearing is yet to be fixed by the Court.
c)
The 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.
These claims were under Arbitration since 2015. The Arbitration proceedings are now completed and the
Company has received a favorable Arbitration Award in August 29, 2023. The net amount receivable by the
Company from MMRDA is ` 886 Crores (including interest till the date of the Award).
(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 retirees was the responsibility of Delhi Vidyut Board (DVB) Employees
Terminal Benefits Fund - 2002 Trust (DVB ETBF - 2002) and the amount was not payable by the companies, which
however was contended by DVB ETBF 2002. The Companies had filed a writ petition in High Court of Delhi which
provided two options. Both Companies had taken the option that DVB ETF Trust to pay the terminal benefits of the
SVRS optees on reimbursement by Discoms of 'Additional Contribution' required on account of premature payout by
the Trust which shall be computed by an Arbitral Tribunal of Actuaries whereas the liability to pay residual pension
i.e. monthly pension be borne by respective Companies. On August 31, 2015, the division bench of Delhi High Court
dismissed the appeal filed by the GoNCTD/Pension Trust and directed constitut(ii) In case of Mumbai Metro One
Private Limited (MMOPL):
DERC has approved the aforesaid retiral pension in its Annual Revenue Requirement (ARR) and the same has been
charged to Statement of Profit and Loss.
Both GoNCTD and Pension Trust have challenged the dismissal of their respective appeals by filing Special Leave
Petitions (SLP’s) before the Hon’ble Supreme Court of India. Both the SLPs came for hearing before the Hon’ble
Supreme Court on January 02, 2017, where in both the SLPs have been admitted. Thereafter matter was listed with
Registrar on various dates, last date being December 18, 2019 when the Registrar has directed the matter to be listed
before the Hon’ble Supreme Court. These SLPs will now come up for final hearing on their turn, as and when listed
by the Court.
(v)
Proportionate share of claims not acknowledged as debt and other contingent liabilities in respect of Associate and
Joint Venture Companies amounts to ` 748.87 Crore (` 735.37 Crore).
Reliance Infrastructure Limited
235
Notes to the consolidated financial statements for the year ended March 31, 2024
24.
Commitments
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
(i)
Estimated amount of contracts remaining unexecuted on capital account
and not provided for (net off of advances)
658.36
414.00
(ii)
The Holding 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
(iii)
Uncalled liability on partly paid shares warrants ` Nil (Nil).
(iv)
During the Financial Year 2020-21 the Holding 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 Holding 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 ` 170.84 Crore (` 193.26 Crore ).
25.
Related party Disclosures
As per Ind AS – 24 “Related Party Disclosures”, the Group’s related parties and transactions with them in the ordinary course
of business are disclosed below :
(a)
Parties where control exists: None
(b)
Other related parties where transactions have taken place during the year:
(i)
Subsidiary
1
Delhi Airport Metro Express Private Limited (DAMEPL) (Refer note 27)
(ii)
Associates (including
Subsidiaries of
Associates)
1
Reliance Neo Energies Private Limited (formerly know as Reliance Geothermal
Power Private Limited (RGPPL)
2
Metro One Operations Private Limited (MOOPL)
3
RPL Sun Techniques Private Limited#
4
RPL Photon Private Limited#
5
RPL Sun Power Private Limited#
6
Reliance Power Limited (RePL)
7
Rosa Power Supply Company Limited (ROSA)
8
Sasan Power Limited (SPL)
9
Vidarbha Industries Power Limited (VIPL)
10
Chitrangi Power Private Limited (CPPL)
11
Samalkot Power Limited (SaPoL)
12
Rajasthan Sun Technique Energy Private Limited (RSTEPL)
13
Dhursur Solar Power Private Limited (DSPPL)
14
Reliance Natural Resources Limited
15
Gullfoss Enterprises Private Limited
16
Tato Hydro Power Private Limited
236
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
17
Urthing Sobla Hydro Power Limited
(iii)
Joint Ventures
Utility Powertech Limited (UPL)
(iv)
Investing Party
Risee Infinity Private Limited (RIPL)
Reliance Project Ventures and Management Private Limited (RPVMPL)
(v)
Persons having control
over investing party
Shri Anil D Ambani and Family
(vi)
Enterprises over which
person described in (iv)
has significant influence
1
Reliance Transport and Travels Private Limited (RTTPL)
# Applied for strike off
(c)
Details of transactions during the year and closing balances as at the end of the year:
(` in Crore)
Particulars
Year
Investing party,
Associates and
Joint Ventures
Enterprises over
which person
described in
(iv) above,
has significant
influence
(a)
Consolidated Statement of Profit and Loss heads:
(I)
Income:
(i)
Dividend received
2023-24
2022-23
-
3.96
-
-
(ii)
Interest earned
2023-24
2022-23
43.62
54.27
2.71
1.36
(II)
Expenses:
(i)
Purchase of Power (Including Open Access Charges
- Net of Sales)
2023-24
2022-23
468.07
429.13
-
-
(ii)
Purchase / Services of other items on revenue
account
2023-24
2022-23
3.36
3.36
1.15
0.23
(iii)
Interest Paid
2023-24
2022-23
4.25
4.24
-
-
(iv)
Impairment in Provision
2023-24
2022-23
-
1,621.15
-
-
(b)
Balance Sheet Heads (Closing Balances):
(i)
Trade payables, Advances received and other
liabilities for receiving of services on revenue and
capital account
2023-24
2022-23
674.27
1,608.58
0.61
0.22
(ii)
Inter Corporate Deposit taken
2023-24
2022-23
57.66
40.35
425.00
-
(iii)
Investments
2023-24
2022-23
970.84
970.84
-
-
(iv)
Inter Corporate Deposit (ICD) given
2023-24
2022-23
410.83
414.32
23.18
12.50
(v)
Interest receivable on Investments and Deposits
2023-24
2022-23
-
10.97
9.95
3.58
(vi)
Trade Receivables, Advance given and other
receivables for rendering services (Refer note 7(a)(i)
2023-24
2022-23
1,948.50
2,849.68
-
-
(vii)
Interest Payable
2023-24
2022-23
20.19
15.95
-
-
Reliance Infrastructure Limited
237
Notes to the consolidated financial statements for the year ended March 31, 2024
(` in Crore)
Particulars
Year
Investing party,
Associates and
Joint Ventures
Enterprises over
which person
described in
(iv) above,
has significant
influence
(viii)
Impairment in Provision
2023-24
2022-23
1,621.15
1,621.15
-
-
(c)
Guarantees and Collaterals (Closing balances):
Guarantees and Collaterals
2023-24
2022-23
-
178.41
(d)
Transactions during the year:
(i)
ICD Returned by
2023-24
2022-23
3.48
-
4.41
0.78
(ii)
ICD converted to Investment in Equity shares
2023-24
2022-23
133.20
-
-
(iii)
Interest Receivable Converted into Investment in
Equity Shares
2023-24
2022-23
118.11
(iv)
Corporate Guarantee provided earlier-expired/
encashed/Surrendered
2023-24
2022-23
177.85
-
67.24
(v)
Adjustment of Trade Receivable with advance from
customer (Refer Note 7(a)(i))
2023-24
2022-23
911.05
-
-
-
(d)
Key Management Personnel (KMP) and details of transactions with KMP:
Name
Category
Years
Trtansactioin during the year
Remuneration Advance Received
Shri Punit Garg
Executive Director and Chief Executive
Officer
2023-24
2022-23
3.10
3.34
0.88
-
Shri Paresh Rathod
Company Secretary
2023-24
2022-23
0.87
0.71
-
Shri Vijesh Babu Thota
Chief Financial Officer ( w.e.f April 12,
2022)
2023-24
2022-23
1.65
-
Shri Sandeep Khosla
Chief Financial Officer (upto April 12,
2022)
2023-24
2022-23
-
0.05
-
*Remuneration does not include post-employment benefits, as they are determined on an actuarial basis for the
Company as a whole.
Receivable on account of Sale of Assets as on March 31, 2024 ` 1 crore (Previous Year ` 1 crore) from Ms Shruti
Garg, relative of director and Advance Received during the year and outstanding as on March 31, 2024 `. 0.88 crore
(Previous Year ` Nil) from Shri Punit Garg.
(e)
Details of Transactions with Person having Control: Sitting fees paid ` Nil Crore (2022-23: Nil).
(f)
Details of Material Transactions with Related Party
(i)
Transaction During the year
2023-24
Adjustment of trade receivables (SaPol) with advance from Customer (CPPL) Refer note 7(a)(i) ` 911.05
2022-23
Impairment Provision against SaPol exposure of ` Crore 1621.15 Crore
238
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
(i)
Balance sheet heads (Closing balance)
Trade Receivables, Advances given and other receivables for rendering services SaPoL ` 1,931.36 Crore
(March 31, 2023 ` 2,845.36 Crore).
Note:
1)
The above disclosure does not include transactions with/as public utility service providers, viz, electricity,
telecommunications etc. in the normal course of business.
2)
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 Holding 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 Holding Company renders comprehensive value added services in construction, erection, commissioning
and contracting.
Infrastructure segment includes businesses with respect to development, operation and maintenance of toll roads,
metro rail transit system and airports.
(b)
Geographical Segments: All the operations are mainly confined within India. There are no material earnings from outside
India. As such there are no reportable geographical segments.
(c)
Segment Revenue and Result
Sales between segments are carried out at arm’s length and are eliminated on consolidation. The segment revenue is
measured in the same way as in the Consolidated Statement of Profit and Loss. The expenses and income that are not
directly attributable to any business segment are shown as unallocable income (net of unallocable expenses). Interest
income and finance cost (including those on concession arrangements i.e. income on concession financial receivables,
interest cost on unwinding of NHAI premium) are not allocated to segments, as this type of activity is driven by the
central treasury function, which manages the cash position of the Group.
(d)
Segment Assets
Segment assets are measured in the same way as in the Consolidated Financial Statements. These assets are allocated
based on the operations of the segment and the physical location of the asset. Investments & derivative financial
instruments held by the Group are not considered to be segment assets but are managed by the treasury function.
(e)
Segment Liabilities
Segment liabilities are measured in the same way as in the Consolidated Financial Statements. These liabilities are
allocated based on the operations of the segment.
The Group's borrowings and derivative financial instruments are not considered to be segment liabilities, but are managed
by the treasury function.
(f)
Information about Major Customer
No single customer represents 10% or more of the group’s total revenue for the years ended March 31, 2024 and
March 31,2023.
Reliance Infrastructure Limited
239
Notes to the consolidated financial statements for the year ended March 31, 2024
Segment Information:
(` in Crore)
Particulars
Year ended March 31, 2024
Year ended March 31, 2023
Power*
E&C
Infrastructure
Total
Power*
E&C
Infrastructure
Total
Revenue:
Total segment revenue
20660.19
424.68
1697.09
22,781.97
20,247.65
915.14
1,613.91
22,776.69
Less : Inter Segment revenue
-
-
-
-
-
-
-
-
Revenue from external customers
20660.19
424.68
1697.09
22,781.97
20,247.65
915.14
1,613.91
22,776.69
Less: Regulatory Income/(expenses)
-
2,034.77
Revenue from Operations as per Consolidated
Statement of Profit and Loss
22,781.97
20,741.92
Result
Segment Result
3,005.86
(2.85)
318.76
3,321.77
3,515.20
17.27
311.81
3,844.28
Finance Cost
(2,310.07)
(2,393.46)
Late Payment Surcharge
(1,623.33)
(1,582.64)
Interest Income
195.85
148.61
Exceptional Item
(10.30)
(2,392.66)
Other un-allocable Income net of
expenditure
(178.50)
(89.80)
Net Profit /(Loss) before Tax, Share of Profit
in Associates, Joint Ventures
(604.57)
(2,465.67)
Less : Tax Expenses
40.99
7.37
Add : Share of Profit / (Loss) in Associates
and Joint Ventures (net)
(502.42)
(91.01)
Less : Non-controlling Interest
460.68
657.13
Profit / (Loss) for the year
(1,608.66)
(3,221.18)
Capital Expenditure/ Impairment
891.22
6.18
204.14
1,074.23
2.52
158.63
Depreciation
760.13
15.77
726.85
729.26
21.89
679.78
Non cash expenses other than depreciation
-
-
(6.95)
7.50
-
-
(Pertaining to segment only)
*Total segment revenue includes Regulatory Income
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Segment Assets:
Power
34,283.05
33,871.45
Engineering and Construction Business
3,483.79
3,467.13
Infrastructure
10,542.73
11,997.35
Total Segment Assets
48,309.57
49,335.93
Unallocated Assets
9,563.41
10,401.60
Total
57,872.98
59,737.53
Non Current Assets held for sale
1,307.91
1,255.53
Total Assets
59,180.89
60,993.06
240
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
Segment Liabilities:
Power
21,686.17
20,704.53
Engineering and Construction Business
2,215.56
3,543.57
Infrastructure
3,779.12
4,651.26
Total Segment Liabilities
27,680.86
28,899.36
Unallocated Liabilities (Including Non-controlling Interest)
14,724.01
21,370.02
Total
42,404.87
50,269.38
Liabilities relating to non current assets held for sale
1,483.35
1,430.03
Total Liabilities
43,888.22
51,699.41
27.
Investments in Delhi Airport Metro Express Private Limited
In the matter of arbitration dispute between Delhi Airport Metro Express Private Limited (DAMEPL), a subsidiary of the
Company and Delhi Metro Rail Corporation (DMRC), on April 10, 2024 Hon’ble Supreme Court of India has passed the
judgement allowing the Curative Petition filed against DAMEPL. The operative part of the judgement is as below:
“69. The Curative petitions must be and are accordingly allowed. The parties are restored to the position in which they
were on the pronouncement of the judgement of the Division Bench. The execution proceedings before the High Court for
enforcing the arbitral award must be discontinued and the amounts deposited by the petitioner pursuant to the judgment of
this Court shall be refunded. The part of the awarded amount, if any, paid by the petitioner as a result of coercive action is
liable to be restored in favour of the petitioner. The orders passed by the High Court in the course of the execution proceedings
for enforcing the arbitral award are set aside.”
As the Hon’ble Supreme Court Order inter alia stated that ‘The parties are restored to the position in which they were on the
pronouncement of the judgement of the Division Bench.’ The relevant portion of the Hon’ble Delhi High Court judgement
dated January 15, 2019, referred therein states as follows:
‘130. … The matter would have to be adjudicated afresh if either DMRC or DAMEPL is to invoke and initiate arbitration
proceedings…
…The award on these aspects will not be treated as binding and final, and these can be made subject matter of fresh
adjudication.
131. On the question of restitution and whether any orders or directions are required, we leave it open to the DMRC and
DAMEPL to file appropriate application under Section 9 or other provision of the A&C Act.
....We had called upon DMRC to consider the said aspect, including effect of non-servicing/ payment of debt due and
payable by DAMEPL, “termination payment”, if payable, under Article 29.4 read-with the interest liability under Article 29.8,
etc. However, counsel for the DMRC were unable to obtain instructions possibly because they could not have and would
not have known the outcome of the appeal and the final order which would be passed. These would require due and deeper
consideration on several aspects including commercial consideration…
..... Accordingly, we would leave it open to both DMRC and DAMEPL to file application under the A & C Act/Code of Civil
Procedure. If deemed appropriate and proper, DMRC can file an application for restitution in view of the interim orders
passed……’
132. The appeal is accordingly partly allowed setting aside the award in the terms indicated above with liberty to the parties
to invoke arbitration clause for fresh adjudication on their claims and counter claims. Liberty is also granted to the DMRC to
move an application for restitution and both parties to move applications under the A & C Act……
In view of recent development as mentioned above, the Holding Company has assessed and evaluated the conditions which
are required for control over its subsidiary for consolidation as per Ind AS 110, “Consolidated Financial Statements”
As, at least one or more conditions required for consolidation are not met in the case of DAMEPL, accordingly, DAMEPL’s
financial statements have been excluded from consolidated financial statement of the Holding Company w.e.f. March 31,
2024 based on expert opinion. Accordingly, charge of ` 58.20 Crore on account of deconsolidation has been recognised.
28.
In order to meet the Company’s financial needs caused by decline in revenues, and reduced debt servicing capabilities due to
cash flow mismatch and for general corporate purpose, there is an urgent requirement to raise long term resources to strengthen
the Company’s financial position and to safeguard the interests of lenders, employees, Members and other stakeholders. In
lieu of the earlier FCCB proposals, which could not be consummated considering the adverse market conditions and time
delay, it is now proposed to obtain an enabling authorization from the members of the Company to make a fresh international
offering of the FCCB upto US$ 350 million, convertible into equity shares of the Company in accordance with the Foreign
Exchange Management Act, 1999 and the relevant Rules and Regulations made thereunder including the Master Directions,
as amended, the Issue of Foreign Currency Convertible Bonds and Ordinary Shares (through Depositary Receipt Mechanism)
Reliance Infrastructure Limited
241
Notes to the consolidated financial statements for the year ended March 31, 2024
Scheme, 1993 (‘FCCB Scheme’) and other applicable statutes.
The Board at its meeting held on May 30, 2024, has proposed the offer, issue and allotment in one or more tranches of
private or public offerings (including on preferential allotment basis) in international markets, through prospectus/ offer letter/
offering circular or other permissible/requisite offer documents, FCCB and/or any other similar securities which are convertible
or exchangeable into equity shares and/or preference shares and/or any other financial instrument(s)/ securities convertible
into and/or linked to equity shares of the Company provided that the aggregate amount raised/to be raised by issuance of
such Securities shall not exceed US$ 350 million.
29.
In case of certain subsidiaries and associates which have continued to prepare the financial statements on a going concern
basis. The details thereof together with the reasons for the going concern basis of preparation of the respective financial
statements are summarised below on the basis of the related disclosures made in the separate financial statements of such
subsidiaries and associates:
a)
Mumbai Metro One Private Limited (MMOPL), a subsidiary of the Holding 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.
Company has offered One-Time Settlement (OTS) to its Lenders, which all Lenders have accepted. The Company
has deposits 10% upfront payment with Lead Bank in No lien Bank account and is in discussion with MMRDA to get
Shareholders' loan from them to make balance OTS payment.
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 and MMRDA
had invoked two arbitrations against MMOPL under the Concession Agreement and the other under the Shareholders
Agreement. By Awards dated August 29, 2023, the arbitral Tribunal directed MMRDA to pay a sum of ` 992 crore
along with further interest to MMOPL and directed MMOPL to pay a sum of ` 103 crore to MMRDA.
The Holding Company will endeavour to provide necessary support to enable MMOPL to operate as a going concern.
Notwithstanding the dependence on above uncertain timelines and events, MMOPL continues to prepare its financial
results on a ‘Going Concern’ basis.
b)
GF Toll Road Private Limited (GFTR), a wholly owned subsidiary of the Holding Company, has proposed a Resolution
Plan (RP) to its Consortium Lenders which is under discussion and evaluation. In the interim, GFTR has succeeded in
arbitration against Haryana Public Works Department (HPWD), 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 award was later corrected on January 17, 2023 upon GFTR's application u/s 33 of the Arbitration and Conciliation
Act, 1996 (A&C Act) for correction of computation, clerical error and for additional award in relation to revision
of toll fee rates to be effected from August 19, 2017. HPWD has also filed petition for setting aside/objection
to the execution of award. Both the matters are pending before the Commercial Court, Chandigarh for hearing on
31 July, 2024.
As on March 31, 2024 the amount recoverable under award including interest stands at ` 439.94 crore. In view of the
above, GFTR continues to prepare its financial results on a ‘Going Concern’ basis.
c)
The current liabilities of TK Toll Road Private Limited (TKTR), a wholly owned subsidiary of the Holding 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 up to 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 2022, 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. Proceeding have been initiated by NHAI under section 34 of the Arbitration Act to challenge the Award. TKTR
has also filed a petition for execution of the Award. Both matters are pending before Hon’ble DHC. As on March 31,
2024 the total Awarded Amount was ` 1,368.35 crore including interest amount.
Hon’ble DHC vide order dated August 09, 2023 directed NHAI to deposit 50% of award amount along with interest
within four weeks and the balance 50% in four week thereafter and the same was permitted to be withdrawn by TKTR
against Bank Guarantee (BG). NHAI approached the Supreme Court against the aforesaid order, and the Supreme Court
242
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
modified the order on September 27, 2023 directing deposit of 25% of the awarded amounts by NHAI and submission
of a BG for the remaining 75% before the DHC. NHAI deposited ` 282.24 crore and a BG of ` 847.83 crore with the
Registry of Delhi High Court, which released the sum of ` 282.24 crore in favour of TKTR, against a BG of equivalent
amount, on December 30, 2023. The amount withdrawn by TKTR is being utilised to repay its borrowings.
Notwithstanding the dependence on above said uncertain events, TKTR continues to prepare its financial results on a
‘Going Concern’ basis.
d)
The Current Liabilities of TD Toll Road Private Limited (TDTR), a wholly owned subsidiary of the Holding Company,
exceed its current assets. TDTR –had been 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.
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 ` 264.34 crore including post award interest till March 31, 2024.
The interest at the rate of 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 Holding Company also submitted an offer for debt resolution under Section
12A of IBC.
According to the Holding 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 Holding Company
filed an application before NCLT seeking directions to the CoC to consider its offer.
Being aggrieved by the NCLAT order dated May 22, 2020, which rejected the Holding Company’s challenge to the
NCLT order admitting the petition for CIRP a director nominated by the Holding 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 Holding 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 was posted on April 16, 2024 as one of the lenders was yet to approve the
OTS proposal, which happened to be received only on April 10, 2024. Matter will be listed after summer vacation.
Notwithstanding the dependence on above said uncertain events, TDTR continues to prepare its financial results on a
‘Going Concern’ basis.
e)
HK Toll Road Private Limited (HKTR), a wholly owned subsidiary of the Holding Company, has negative net worth as on
March 31, 2024. 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.
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 the HKTR against IOT Notice. In order to avoid the termination of
Concession Agreement on the issue of alleged breaches of maintenance obligations & alleged non-payment of deferred
premium, the HKTR has invoked arbitration against NHAI on August 08, 2023 and appointed its nominee Arbitrator
Justice Dinesh Maheshwari and requested NHAI to nominate its nominee Arbitrator. On September 01, 2023 NHAI
nominated its nominee Arbitrator Justice Deepak Gupta, and requested both the nominated Arbitrator for appointment
of the presiding Arbitrator. Both the nominee Arbitrator appointed Justice Sanjay Kaul as Presiding Arbitrator.
However, before Arbitral Tribunal could be constituted NHAI unlawfully terminated the project with effect from January
22, 2024. On January 23, 2024 HKTR filed petition under Section 9 of the Arbitration & Reconciliation Act, 1996 before
Hon’ble Delhi High Court (DHC) for stay on termination notice. DHC vide its order dated January 25, 2024 disposed off
the Petition and directed parties to treat the present petition as an application u/s. 17 of the Arbitration and Conciliation
Act. Preliminary hearings under application under Section 17 have been completed. HKTR in its submissions to the
Hon’ble Arbitral Tribunal has prayed for termination notice dated January 22. 2024 to be kept in abeyance till the final
adjudication of disputes between the parties. After perusal of the same, the Hon’ble Arbitral Tribunal has gone through
the notes of submissions and documents placed on record by the parties. The Hon'ble Arbitral Tribunal is prima facie
satisfied with submissions of HKTR, and is of the view that a hearing is necessitated in order to accord the Respondent
a final hearing and thereafter decide HKTR’s Section 17 Application. Notwithstanding the dependence on above said
uncertain events, HKTR continues to prepare its financial results on a ‘Going Concern’ basis.
Reliance Infrastructure Limited
243
Notes to the consolidated financial statements for the year ended March 31, 2024
f)
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. NHAI had terminated
the Concession Agreement w.e.f. December 15, 2022 alleging defaults related to certain contractual obligations. In
December 2022, JRTR filed a petition u/s 9 of the Arbitration and Conciliation Act, 1996 against NHAI before Hon’ble
Delhi High Court (DHC) for interim protection on account of the wrongful termination, which was dismissed by DHC
vide order dated May 19, 2023. However, JRTR 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. Presently,
arbitration proceedings are in progress. JRTR has submitted a claim of ` 864 crore which will adequately cover the entire
investment. The last date of hearing was February 27, 2024 on which date points for determination were decided by
the Tribunal. The next hearing in the arbitration is scheduled on July 27, 2024.
Notwithstanding the dependence on above said uncertain events, JRTR continues to prepare its financial results on a
‘Going Concern’ basis.
g)
Notwithstanding the dependence on these material uncertain events (timing perspective) 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 and receipt of proceeds from various regulatory assets, the Group is confident that
such cash flows would enable it to service its debt, realise its assets and discharge its liabilities, including devolvement
of any guarantees/support to certain entities including the subsidiaries in the normal course of its business. During
the year, the Holding Company has settled majority of its obligations towards corporate guarantees and repaid its
substantial secured borrowings including interest thereon to its lenders which includes loan arrangements of certain
entities, including subsidiaries/associates where the Company is also a guarantor. Accordingly, the consolidated financial
results of the Group have been prepared on a “Going Concern” basis.
30.
I 29. In case of PS Toll Road Private Limited (PSTR), a wholly owned subsidiary of the Holding Company, NHAI issued
Suspension notice on May 25, 2023 suspending the right of the Concessionaire to collect User Fee. PSTR filed an
application u/s 17of A&C Act before the Arbitral Tribunal challenging the impugned Suspension Notice. The Tribunal
granted a conditional stay in favour of PSTR, against the suspension notice. One of the conditions being payment of
` 50 crore to NHAI by June 10, 2023, PSTR appealed against the said stay order before the Delhi High Court which
granted an interim stay against the said condition for payment. Later, the Delhi High Court disposed of the appeal with
interim protection in favour of PSTR continuing till the disposal of PSTR’s section 17 application by the Tribunal.
Further, PSTR's statement of claims in the Arbitral Proceedings was filed on May 15, 2023 for ` 2581.80 crore plus further
interest. The pleadings in the arbitration have concluded. Meanwhile, PSTR's Section 17 application challenging the suspension
notice dated May 25, 2023 was heard and orders passed on March 07, 2024 keeping the suspension notice in abeyance
subject to conditions, which inter alia include payment of a part of the outstanding premium, that is ` 35 crore, within 120
days. NHAI has challenged the order dated March 07, 2024 before the Delhi High Court which heard the matter on May 15,
2024 and has issued interim directions for NHAI too to be involved in getting the work done by PSTR’s contractors and next
hearing about the status of the works is on July 09, 2024.
NHAI has challenged Arbitral Tribunal order dated March 07, 2024 before Delhi High Court and the same is pending. High
Court by its order dated May 15, 2024 directed NHAI to complete the maintenance work by May 30, 2024.
31.
The Holding Company had extended support, to an independent EPC company which has been engaged in undertaking
contracts and works, for large number of varied infrastructure projects which were proposed and/or under development by the
Holding Company, its subsidiaries and its associates, by way of project advances, inter corporate deposits and subscription to
debentures. The total exposure of the Company as on March 31, 2024 is Rs 6,503.21 crore (net of provision of Rs 3,972.17
crore). The Holding Company has also provided corporate guarantees aggregating to Rs 1,216 crore towards borrowings of
the EPC Company. Further, during the period, the Holding Company has initiated pre-institution mediation proceedings in
accordance with procedure laid down under Section 12 A, Commercial Court's Act 2015 before the Main Mediation Centre,
Bombay High Court prior to filing of a Commercial Suit against the EPC Company for recovery of its dues, considering the
same, the provision made is adequate to deal with contingency relating to recovery from the EPC Company. The Holding
Company had further provided corporate guarantees of ` 285 crore on behalf of a company towards its borrowings. As per
the reasonable estimate of the management of the Holding Company, it does not expect any obligation against the above
guarantee amount..
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.
244
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
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
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
- Not later than one year
0.52
0.69
- Later than one year and not later than five years
0.34
0.82
- 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 ` 4.28 Crore as lease
rental for the financial year 2023-24 (` 4.83 Crore for the financial year 2022-23).
33.
Disclosure under Ind AS 19 “Employee Benefits”:
Post-employment obligations
Defined contribution plans
The group has following 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:
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
Contribution to Provident Fund
20.36
18.91
Contribution to Employees Superannuation Fund
2.33
2.14
Contribution to Employees Pension Scheme
71.99
58.32
Contribution to National Pension Scheme
0.91
5.24
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.
Reliance Infrastructure Limited
245
Notes to the consolidated financial statements for the year ended March 31, 2024
(` in Crore)
Particulars
2023-24
2022-23
Assumptions :
Expected Return on Plan Assets
7.16% to 7.30%
6.00% to 7.31%
Rate of Discounting
7.16% to 7.30%
7.22% to 7.66%
Rate of Salary Increase
6.00% to 10.50%
5.00% to 10.50%
Rate of Employee Turnover
4.00% to 25.00%
4.00% to 25.00%
Mortality Rate during Employment
Indian Assured Lives
Mortality (2012-
14) Urban
Indian Assured Lives
Mortality (2012-14)
Urban
Mortality Rate after Employment
N.A.
N.A.
Change in the Present Value Of Defined Benefit Obligation
Present value of Benefit Obligation at the beginning of the year
238.75
217.59
Liability Transferred Out
-
-
Liability Transferred In
-
-
Interest Cost
17.81
15.66
Current Service Cost
17.56
16.30
Benefit Paid Directly by the Employer
(0.38)
(1.66)
Benefit Paid From the Fund
(6.04)
(5.15)
Actuarial Losses on Obligation- Due to Change in Financial
Assumptions
0.51
(0.35)
Actuarial (Gain)/Losses on Obligation- Due to Change in
Demographic Assumptions
1.57
(0.10)
Actuarial Losses on Obligation-Due to Experience
(0.57)
(3.54)
Present Value of Benefit Obligation at the End of the year
269.22
238.75
Change in the Fair Value of Plan Assets
Fair Value of Plan Asset at the beginning of the year
227.17
210.61
Asset Transferred In/Out
-
(1.30)
Interest Income
16.94
15.04
Benefit Paid From the Fund
(0.19)
(3.96)
Benefit Paid Directly by the Employer
-
(1.50)
Contribution by the Employer
9.47
10.26
Return on Plan Assets Excluding Interest Income #
0.38
(0.72)
Actuarial Losses - Due to Experience
3.99
(1.26)
Fair Value of Plan Asset at the End of the year
257.76
227.17
Amount Recognised in the Consolidated Balance Sheet
Present Value of Benefit Obligation at the end of the year
269.22
238.75
Fair Value of Plan Assets at the end of the year
257.76
227.17
Funded Status (Deficit)
(11.46)
(11.58)
Amount not recognized as asset (asset ceiling)
-
-
Net (Liability) Recognized in the Consolidated Balance Sheet
(11.58)
(11.58)
Expenses Recognized in the Consolidated Statement of Profit and
Loss
Current Service Cost
17.56
16.60
Net Interest Cost
0.88
0.62
Expenses Recognised
18.44
17.22
246
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
(` in Crore)
Particulars
2023-24
2022-23
Expenses Recognised in Other Comprehensive Income (OCI)
Actuarial Losses on Obligation (net of plan assets) for the year
1.51
(5.24)
Return on Plan Assets Excluding Interest Income
-0.38
(0.55)
Net Expenses for the Period Recognised in OCI (including
Discontinued Operations)
1.13
(5.79)
Major Categories of plan asses as a percentage of total
Insurance Fund
100%
100%
Maturity Analysis of Project Benefit Obligation : From Fund
Projected Benefit in Future Years From Date of Reporting
Within next 12 months
15.65
20.82
Between 2 to 5 years
41.88
45.16
Beyond 5 years
168.71
176.59
Sensitivity Analysis
Present value of Defined Benefits Obligation at the end of the year
269.22
238.75
Assumptions - Discount Rate:
Sensitivity Level
0.50% to 1.00%
0.50% to 1.00%
Impact on defined benefit obligation -in % increase
(0.50%) to (1.89%)
(1.24%) to (6.23%)
Impact on defined benefit obligation -in % decrease
0.50% to 2.02%
1.35% to 7.12%
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%
1.33% to 7.08%
Impact on defined benefit obligation - in % decrease
(1.25%) to (6.31%)
(1.25%) to (6.31%)
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 ` 30.35 Crore (` 30.53 Crore) and in case of BYPL ` 2.96 Crore (` 9.75 Crore) is lying
under provision for retirement of fixed assets.
(b)
Transfer Schemes:
(i)
The amount of Consumer Security Deposit (CSD) transferred to both the companies by virtue of Part II of
Schedule E of the Transfer Scheme was ` 11 Crore in case of BRPL and ` 8 Crore in case of BYPL. The Transfer
Scheme as well as erstwhile DVB did not furnish the consumer wise details of the amount transferred to it as
CSD. Both the Companies have compiled from the consumer records the amount of CSD as on June 30, 2002,
which works out to ` 90.43 Crore in case of BRPL and ` 35.38 Crore in case of BYPL. The management of both
the Companies are of the opinion that its liability towards CSD is limited to ` 11 Crore in case of BRPL and ` 8
Crore in case of BYPL, as per the Transfer Scheme. Therefore the liability towards refund of consumer deposits in
excess of ` 11 Crore in case of BRPL and Rs 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, 2023 is @ 8.50 % (April 1,
2022 @ 7.00%). Accordingly, BRPL and BYPL have provided for interest amounting ` 92.81 Crore (` 68.36
Crore) and ` 51.36 Crore (` 38.48 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.
Reliance Infrastructure Limited
247
Notes to the consolidated financial statements for the year ended March 31, 2024
(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 26, 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 May 01, 2024 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”.
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 ` 10,434.16 as on March 31, 2024 (Previous year – ` 8,642.93 crore), in the amount of LPSC
248
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
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
Holding 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 RPower :
a.
During the year, Reliance Power Limited (Reliance Power) had issued and allotted 28,17,65,000 equity shares of `10
each. Pursuant to the allotment of equity shares, the aggregate holding of the Holding Company in Reliance Power has
decreased to 23.15%.
b.
Vidarbha Industries Power Limited (VIPL), a wholly owned subsidiary of Reliance Power Limited, an associate of the
Holding 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. Application filed by the lenders of VIPL before NCLT under the provisions of the
Insolvency and Bankruptcy Code, 2016 (IBC) seeking debt resolution of VIPL, which is pending before NCLT. The stay
applications in these petition are heard and reserved for orders. VIPL is in discussions 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 Reliance Power Limited's auditor in their audit report as
a qualification..
36.
Exceptional Items for the year ended March 31, 2024 includes
I.
Expenses ` 635.42 crore on account of settlement of guarantees issued by the Holding Company on behalf of other
bodies corporate,
II.
Charge of `. 58.20 Crore on account of deconsolidation of Delhi Airport Metro Express Pvt. Ltd.,
III.
Income of ` 509.80 crore on account of arbitration claim received by the Holding Company
IV.
` 71.86 crore arbitration claim received by NK Toll Road Ltd., and
V.
`. 101.65 crore received by DS Toll Road Ltd on account of arbitration claim.
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 untill signing of
amendment agreement), restructuring of project development framework and restructuring of project implementation.
It now awaits the Proposal to be taken by TSIIC and Government of Telangana for final decision.
Reliance Infrastructure Limited
249
Notes to the consolidated financial statements for the year ended March 31, 2024
(b) Project Status of NKTCL and TTCL:
Rural Electrification Corporation Transmission Projects Company Limited ("RECTPCL") incorporated 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 18-12-2019 by RECTPCL and was awarded the Project. RPTL furnished performance bank guarantees
("BGs”) amounting to ` 100 Crore and subsequently acquired TTCL and NKTCL on 27-04-2010.
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/MP/2019 & 41/MP/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 release of the BGs and lastly, sought recovery of the Project expenses.
In proceedings before CERC, the Central Transmission Utility, Power Grid Corporation of India Limited ("PGCIL") filed an
affidavit on 17-08-2022 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.
CERC vide order dated 22-04-2022 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 vacating the
earlier direction staying the invocation of the BGs.
Being aggrieved, NKTCL and TTCL filed appeal before ATE being Appeal No. 188 of 2022 on 25-04-2022 along with
IA for Stay of the CERC Judgment. The ATE by its order dated 25-04-2022 had stayed the direction for invocations of
the BGs. Certain beneficiaries filed Interim Applications for vacating the stay granted against the CERC judgment.
Thereafter, ATE vide judgment and order dated 23-02-2023 disposed off the IA’s filed by the beneficiaries and vacated
the stay granted vide order dated 25-04-2022. APTEL directed that the beneficiaries if they so choose may invoke the
BGs furnished. It was further directed that the hearing of the main appeal filed by NKTCL & TTCL will be taken up for
‘final hearing’ in due course.
Being aggrieved by the order and Judgment dated 23-02-2023 vacating the stay, a Civil Appeal being CA No.
2501/2023 was filed before the Hon’ble Supreme Court by NKTCL & TTCL on 24-02-2023. The Hon’ble Supreme
Court vide order dated 03-03-2023 dismissed the Civil Appeal.
Presently, the main matter before APTEL is pending and the beneficiaries are at liberty to invoke the BGs. As on date
certain beneficiaries of NKTCL & TTCL have invoked the BGs issued by the holding company.
38.
Interests in other entities
(a)
Subsidiaries
The Holding Company's subsidiaries at March 31, 2024 are set out below. Unless otherwise stated, they have share
capital consisting solely of equity shares that are held directly either by Holding Company or its subsidiaries / the Group
and the proportion of ownership interests held equals the voting rights held by the Group either through equity shares,
management agreement or structure of the entity. The country of incorporation or registration is also their principal
place of business.
Name of entity
Principal
activities
Place of
business/
country of
incorporation
Controlling interest
held by the group
Non-controlling
interest
March
31, 2024
March 31,
2023
March
31, 2024
March 31,
2023
%
%
%
%
BSES Rajdhani Power Limited
Power distribution
India
51.00
51.00
49.00
49.00
BSES Yamuna Power Limited
Power distribution
India
51.00
51.00
49.00
49.00
BSES Kerala Power Limited
Power generation
India
100.00
100.00
-
-
Reliance Power Transmission
Limited
Power transmission
India
100.00
100.00
-
-
Mumbai Metro One Private Limited
Metro rail concession
India
74.00
74.00
26.00
26.00
250
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
Name of entity
Principal
activities
Place of
business/
country of
incorporation
Controlling interest
held by the group
Non-controlling
interest
March
31, 2024
March 31,
2023
March
31, 2024
March 31,
2023
%
%
%
%
Mumbai Metro Transport Private
Limited
Metro rail
concession
India
48.00
48.00
52.00
52.00
Tamil Nadu Industries Captive
Power Company Limited
Power generation
India
33.70
33.70
66.30
66.30
SU Toll Road Private Limited
Toll road concession
India
100.00
100.00
-
-
TD Toll Road Private Limited
Toll road concession
India
100.00
100.00
-
-
TK Toll Road Private Limited
Toll road concession
India
100.00
100.00
-
-
DS Toll Road Limited
Toll road concession
India
100.00
100.00
-
-
NK Toll Road Limited
Toll road concession
India
100.00
100.00
-
-
GF Toll Road Private Limited
Toll road concession
India
100.00
100.00
-
-
JR Toll Road Private Limited
Toll road concession
India
100.00
100.00
-
-
PS Toll Road Private Limited
Toll road concession
India
100.00
100.00
-
-
KM Toll Road Private Limited
(Refer Note 8)
Toll road concession
India
100.00
100.00
-
-
HK Toll Road Private Limited
Toll road concession
India
100.00
100.00
-
-
Nanded Airport Limited
Airport Operation
and Maintenance
India
74.24
74.24
25.76
25.76
Baramati Airport Limited
Airport Operation
and Maintenance
India
74.24
74.24
25.76
25.76
Latur Airport Limited
Airport Operation
and Maintenance
India
74.24
74.24
25.76
25.76
Yavatmal Airport Limited
Airport Operation
and Maintenance
India
74.24
74.24
25.76
25.76
Osmanabad Airport Limited
Airport Operation
and Maintenance
India
74.24
74.24
25.76
25.76
Reliance Airport Developers
Limited
Airport Operation
and Maintenance
India
65.21
65.21
34.79
34.79
CBD Tower Private Limited
Trade tower and
business district
construction
India
89.00
89.00
11.00
11.00
Reliance Energy Trading Limited
Sale and purchase
of electricity from
exchanges, bilateral
and barter system
India
100.00
100.00
-
-
Reliance Cement Corporation
Private Limited#
Cement
manufacture
India
-
100.00
-
-
Reliance Defence Systems Private
Limited
Defence systems
manufacture
India
100.00
100.00
-
-
Reliance Defence Technologies
Private Limited
Defence systems
manufacture
India
100.00
100.00
-
-
Reliance Defence and Aerospace
Private Limited#
Defence systems
manufacture
India
100.00
100.00
-
-
Reliance Defence Limited
Defence systems
manufacture
India
100.00
100.00
-
-
Reliance Defence Infrastructure
Limited
Defence systems
manufacture
India
100.00
100.00
-
-
Reliance Infrastructure Limited
251
Notes to the consolidated financial statements for the year ended March 31, 2024
Name of entity
Principal
activities
Place of
business/
country of
incorporation
Controlling interest
held by the group
Non-controlling
interest
March
31, 2024
March 31,
2023
March
31, 2024
March 31,
2023
%
%
%
%
Reliance SED Limited
Defence systems
manufacture
India
74.00
74.00
26.00
26.00
Reliance Propulsion System
Limited
Defence systems
manufacture
India
100.00
100.00
-
-
Reliance Defence Systems & Tech
Limited
Defence systems
manufacture
India
100.00
100.00
-
-
Reliance Helicopters Limited
Defence systems
manufacture
India
100.00
100.00
-
-
Reliance Land Systems Limited
Defence systems
manufacture
India
100.00
100.00
-
-
Reliance Naval Systems Limited
Defence systems
manufacture
India
100.00
100.00
-
-
Reliance Unmanned Systems
Limited
Defence systems
manufacture
India
100.00
100.00
-
-
Reliance Aerostructure Limited
Defence systems
manufacture
India
100.00
100.00
-
-
Reliance Cruise and Terminals
Limited#
Defence systems
manufacture
India
100.00
100.00
-
-
Dassault Reliance Aerospace
Limited
Defence systems
manufacture
India
51.00
51.00
49.00
49.00
Reliance Aero Systems Private
Limited#
Defence systems
manufacture
India
100.00
100.00
-
-
North Karanpura Transmission
Company Limited
Power transmission
India
100.00
100.00
-
-
Talcher II Transmission Company
Limited
Power transmission
India
100.00
100.00
-
-
Reliance Smart Cities Limited#
Smart city
construction
India
-
100.00
-
-
Reliance E-Generation and
Management Private Limited#
Power, generation,
transmission and
distribution
India
-
100.00
-
-
Reliance Energy Limited
Power generation,
operations &
maintenance of
power stations and
power trading
India
100.00
100.00
-
-
Thales Reliance Defence System
Limited
Defence systems
manufacture
India
51.00
51.00
49.00
49.00
Reliance Global Limited
Engineering and
Construction
South Korea
100.00
100.00
-
-
Reliance Property Developers
Private Limited#
Power, generation,
transmission and
distribution
India
-
100.00
-
-
Jai Armaments Limited (erstwhile
Reliance Armaments Limited)
Defence systems
manufacture
India
100.00
100.00
-
-
Jai Ammunition Limited (erstwhile
Reliance Ammunition Limited)
Defence systems
manufacture
India
100.00
100.00
-
-
Reliance Velocity Limited
Urban Transport
Systems
India
100.00
100.00
-
-
252
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
Name of entity
Principal
activities
Place of
business/
country of
incorporation
Controlling interest
held by the group
Non-controlling
interest
March
31, 2024
March 31,
2023
March
31, 2024
March 31,
2023
%
%
%
%
Neom Smart Technology Private
Limited
Electric and
Electronic products
India
100.00
100
-
-
Delhi Airport Metro Express Private
Limited*
Metro rail
concession
India
99.95
99.95
0.05
0.05
* Deconsolidated pursuant to Ind-AS 110 w.e.f. March 31, 2024 (Refer Note 27)
# Applied for strike off
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 Holding 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
(` in Crore)
Entities
Current
assets
Current
liabilities
Net current
assets/
(liabilities)
Non-
current
assets
Non-current
liabilities
Net non-
current
assets/
(liabilities)
Net assets
Accumulated
NCI (after
elimination)
BSES Rajdhani Power Limited
March 31, 2024
1,773.06
10,493.64
(8,720.58)
18,355.94
2,506.37
15,849.57
7,128.99
3,724.37
March 31, 2023
1,373.12
10,165.05
(8791.93)
18,386.84
2,833.57
15,553.27
6,761.34
3,313.06
BSES Yamuna Power Limited
March 31, 2024
1,398.36
9,368.66
(7,970.30)
13,340.08
1,337.77
12,002.31
4,032.00
2,014.96
March 31, 2023
1,050.96
9,066.03
(8,015.07)
13,378.18
1,577.56
11,800.62
3,785.55
1,854.92
Mumbai Metro One Private
Limited
March 31, 2024
238.75
4,324.65
(4,085.90)
2,334.19
270.82
2,063.37 (2,022.53)
(725.75)
March 31, 2023
41.91
3,832.91
(3,791.00)
2,446.21
278.27
2,167.94
(1,623.06)
(605.93)
ii)
Summarised Statement of Profit and Loss
(` in Crore)
Entities
Revenue
Profit / (Loss)
for the year
Other
comprehensive
income
Total
comprehensive
income
Profit / (Loss)
allocated to
NCI
Dividends paid
to NCI
BSES Rajdhani Power Limited
March 31, 2024
13,494.33
845.40
(0.24)
845.16
411.36
-
March 31, 2023
13,202.05
1,053.34
(0.48)
1,052.86
515.90
-
BSES Yamuna Power Limited
March 31, 2024
7,348.34
382.13
(0.03)
382.10
160.04
-
March 31, 2023
7,231.62
540.94
(0.14)
540.80
264.99
-
Mumbai Metro One Private Limited
March 31, 2024
375.70
(459.55)
(1.32)
(460.87)
(119.83)
-
March 31, 2023
306.55
(345.26)
(0.08)
(345.34)
(89.77)
-
Reliance Infrastructure Limited
253
Notes to the consolidated financial statements for the year ended March 31, 2024
iii)
Summarised Statement of Cash flows
(` in Crore)
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
BSES Rajdhani Power Limited
March 31, 2024
1,284.00
(230.46)
(658.29)
395.25
March 31, 2023
974.01
(653.51)
(661.52)
(341.01)
BSES Yamuna Power Limited
March 31, 2024
1,316.38
(315.11)
(621.13)
380.14
March 31, 2023
866.48
(269.09)
(646.88)
(49.49)
Mumbai Metro One Private Limited
March 31, 2024
171.73
(34.80)
38.67
175.60
March 31, 2023
135.87
(92.78)
(16.70)
26.39
(c)
Consolidated structured entities
The Group owns investment in the companies which are structured entities consolidated by the Group. These are
contractually driven companies designed in a manner that voting rights or similar rights are not the basis to evaluate
control over the operations of these entities.
(d)
Interest in Jointly Controlled Operations
Coal Bed Methane: The Holding 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 Holding 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, Holding Company subsequently acquired 10% share and Operatorship from M/s. Geopetrol
International Inc.
Rinfra Astaldi Joint Venture (Metro): The Holding 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.
Kashedighat JV: The Holding 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 Holding Company’s share in Joint Controlled Operations:
Name of the Field in the Joint
Venture
Location
Participating Interest
(%) March 31, 2024
Participating Interest
(%) March 31, 2023
SP-(North) – CBM - 2005 / III
Sohagpur, Madhya Pradesh
55 %
55 %
Rinfra Astaldi Joint Venture (Metro)
Mumbai, Maharashtra
74%
74%
Kashedighat
Parshuram Village , Maharashtra
90%
90%
254
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
The Holding Company’s shares in respect of assets and liabilities, income and expenditure for the year have been
accounted as under.
(` in Crore)
Particulars
2023-24
2022-23
Rinfra Astaldi
JV (Metro)
Kashedighat JV
CBM Block
Rinfra Astaldi JV
(Metro)
Kashedighat JV
CBM Block
Income
17.46
50.25
-
0.28
40.84
-
Expenses
18.09
51.36
-
0.98
41.40
-
Non Current Assets
2.26
1.78
-
2.53
@
-
Current Assets
84.86
27.73
0.03
68.25
5.07
3.45
Non Current Liabilities
64.33
6.95
-
64.33
3.28
-
Current Liabilities
27.09
24.28
-
10.13
16.05
-
@ *FY 2022-23 ` 11,699
(f)
Interests in Associates and Joint Venture accounted using the equity method
(i)
Details of carrying value of Associates and Joint Venture
(` in Crore)
Name of entity
Place of
business/
country of
incorporation
% of ownership interest as at
Quoted
fair value
Carrying
amount
Reliance Power Limited
India
March 31, 2024
March 31, 2023
23.15%
24.90%
2,627.55
925.45
2,688.61
2,887.25
Metro One Operation Private
Limited
India
March 31, 2024
March 31, 2023
30.00%
30.00%
*
*
2.02
2.34
Reliance Geo Thermal Power
Private Limited
India
March 31, 2024
25.00%
*
-
March 31, 2023
25.00%
*
-
RPL Sun Technique Private
Limited
India
March 31, 2024
50.00%
*
-
March 31, 2023
50.00%
*
-
RPL Photon Private Limited
India
March 31, 2024
50.00%
*
-
March 31, 2023
50.00%
*
-
RPL Sun Power Private Limited
India
March 31, 2024
50.00%
*
-
March 31, 2023
50.00%
*
-
Utility Powertech Limited
India
March 31, 2024
19.80%
*
42.02
March 31, 2023
19.80%
*
42.02
Gullfoss Enterprises Private
Limited
India
March 31, 2024
50.01%
*
-
March 31, 2023
50.01%
-
-
Total
March 31, 2024
2,627.55
2,732.65
March 31, 2023
925.45
2,931.61
*Note: Unlisted entity- no quoted price available
Reliance Power Limited
Reliance Power Limited has India's largest portfolio of private power generation and resources under development.
The portfolio of RPower comprises of multiple sources of power generation - coal, gas hydro, wind and solar
energy.
Metro One Operation Private Limited
The Company was engaged in operations and maintenance of the Mumbai Metro I line from Versova to Ghatkopar.
Reliance Infrastructure Limited
255
Notes to the consolidated financial statements for the year ended March 31, 2024
Reliance Neo Energies Private Limited (formerly know as Reliance Geothermal Power Private Limited
(RGPPL), is formed with an object of generation and distribution of Power.
Utility Powertech Limited
The Company is a Joint Venture between NTPC Limited and Reliance Infrastructure Limited engaged in operation
and maintenance of electrical and mechanical equipments, civil maintenance of townships, residual life assessment
studies, construction/erection of buildings and electrical equipments in power distribution sector.
Gullfoss Enterprises Private Limited
The Company is principally engaged in 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.
a)
Summarised Statement of Balance Sheet of Material Associates (Reliance Power Limited)
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
Total current assets
4,539.12
4,951.41
Total non-current assets
39,221.14
43,584.01
Total current liabilities
17,882.23
18,373.81
Total non current liabilities
14,264.17
16,874.48
b)
Summarised Statement of Profit and Loss of Material Associates
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
Revenue
8,260.23
7,882.74
Profit / (Loss) from Continuing Operations
(2.242.18)
(429.24)
Profit / (Loss) after tax from Discontinued Operations
173.80
(41.53)
Other comprehensive income
3.16
(34.24)
Total comprehensive income
(2,065.22)
(505.01)
Reconciliation to carrying amounts
(` in Crore)
Particulars
Year ended
March 31, 2024
Year ended
March 31, 2023
Opening carrying value
2,887.25
3,037.24
Profit / (Loss) for the year
(501.20)
(97.41)
Other comprehensive income
0.78
(8.68)
Stake increased during the year
-
157.25
Capital Reserve on increase in stake
301.78
(201.15)
Closing carrying value
2,688.61
2,887.25
Group’s share in %
23.15%
24.90 %
Group’s share in `
2,688.61
2,887.25
Including Goodwill
-
-
Carrying amount
2,688.61
2,887.25
256
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
c )
Summarised Statement of Profit and Loss of Immaterial Associates
(` in Crore)
Particulars
Year ended March
31, 2024
Year ended March
31, 2023
Share in profit or (loss)
(0.08)
6.45
Share in other comprehensive income
-
0.81
Share in total comprehensive income
(0.08)
7.26
d )
Summarised Statement of Profit and Loss of Immaterial Joint Venture
(` in Crore)
Particulars
Year ended March
31, 2024
Year ended March
31, 2023
Share in profit or (loss)
(1.14)
6.45
Share in other comprehensive income
3.91
0.81
Share in total comprehensive income
2.77
7.26
39.
Relationship with Struck off Companies
Details of Struck Off Company and its relation with subsidiary company namely BRPL and BYPL are as follows
Name of the Struck off Company
Nature of Transactions
/Relations
Balance Outstanding (Amount in `)
Receivable/(Payable)
March 31, 2024
March 31, 2023
Aeiquom Ventures Private Limited
Sale of Power/
security deposit]
(72,664)
(51,885)
Graphic Footwear Private Limited
3,64,399
4,804
Hemkunt Stock Broking Private Limited
(5,100)
(6420)
Laurel Wood Private Limited
4,35,564
4,35,564
Megha Menu Online Private Limited
(15,416)
(8,368)
Metro Safety Instruments Private Limited
(64,040)
(30,580)
Mucon Footwear Limited
(39,013)
1,31,882
Vriddhi Textiles Private Limited
45,620
-
Prajwal Drugs Private Limited
(10)
(10)
Mark Air Services Pvt Ltd.
(5,502)
(5,855)
G S Equipments Pvt Ltd
(1,246)
(932)
Shree Radhey Built Estates Pvt Ltd
(7,161)
(8,590)
Research Press Pvt. Ltd.
(1,231)
(1231)
40.
Additional Information required by Schedule III
Name of the entity in the group
Net assets (total assets minus
total liabilities)
Share in profit or (loss)
Share in other comprehensive
income
Share in total comprehensive
income
As % of
consolidated
net assets
Amount
As % of
consolidated
profit or loss
Amount
As % of
consolidated
other
comprehensive
income
Amount
As % of
consolidated
total
comprehensive
income
` Crore
Holding
Reliance Infrastructure Limited
March 31, 2024
72.11%
6307.27
119.99%
-1930.25
-2.79%
-0.10
120.26%
-1930.35
March 31, 2023
79.11%
7,352.06
99.27%
-3,197.70
20.14%
-2.28
98.99%
3,199.98
Subsidiaries (group's share)
Indian
BSES Kerala Power Limited
March 31, 2024
2.38%
208.13
0.10%
-1.56
0.00%
0.00
0.10%
-1.56
March 31, 2023
2.26%
209.68
0.06%
-1.94
0.00%
0
0.06%
-1.94
Reliance Infrastructure Limited
257
Notes to the consolidated financial statements for the year ended March 31, 2024
Name of the entity in the group
Net assets (total assets minus
total liabilities)
Share in profit or (loss)
Share in other comprehensive
income
Share in total comprehensive
income
As % of
consolidated
net assets
Amount
As % of
consolidated
profit or loss
Amount
As % of
consolidated
other
comprehensive
income
Amount
As % of
consolidated
total
comprehensive
income
` Crore
Reliance Power Transmission
Limited
March 31, 2024
0.46%
39.98
0.00%
-0.02
0.00%
0.00
0.00%
-0.02
March 31, 2023
0.43%
40
0.00%
0
0.00%
0
0.00%
0
North Karanpura Transmission
Company Limited
March 31, 2024
-0.01%
-0.58
0.00%
-0.06
0.00%
0.00
0.00%
-0.06
March 31, 2023
-0.01%
-0.52
0.00%
-0.11
0.00%
0
0.00%
-0.11
Talcher II Transmission
Company Limited
March 31, 2024
0.01%
0.44
0.00%
-0.06
0.00%
0.00
0.00%
-0.06
March 31, 2023
0.00%
-0.38
0.00%
-0.11
0.00%
0
0.00%
-0.11
Mumbai Metro One Private
Limited
March 31, 2024
-23.12%
-2022.53
28.57%
-459.54
-38.14%
-1.32
28.71%
-460.87
March 31, 2023
-16.80%
-1,561.66
10.72%
-345.26
0.74%
-0.08
10.68%
-345.34
DS Toll Road Limited
March 31, 2024
1.09%
95.37
-4.34%
69.87
-0.70%
-0.02
-4.35%
69.85
March 31, 2023
0.78%
72.33
-0.23%
7.53
1.32%
-0.15
-0.23%
7.38
NK Toll Road Limited
March 31, 2024
-2.49%
-217.38
9.82%
-157.94
-5.74%
-0.20
9.85%
-158.14
March 31, 2023
1.41%
131.03
0.21%
-6.68
3.61%
-0.41
0.22%
-7.09
GF Toll Road Private Limited
March 31, 2024
-1.47%
-128.30
5.14%
-82.67
7.17%
0.25
5.13%
-82.42
March 31, 2023
-0.49%
-45.88
2.14%
-68.91
4.12%
-0.47
2.15%
-69.37
PS Toll Road Private Limited
March 31, 2024
4.78%
418.32
15.94%
-256.34
-2.07%
-0.07
15.97%
-256.41
March 31, 2023
7.26%
674.73
7.33%
-236.03
-3.77%
0.43
7.29%
-235.6
HK Toll Road Private Limited
March 31, 2024
-1.66%
-144.79
6.77%
-108.98
3.94%
0.14
6.78%
-108.85
March 31, 2023
-0.39%
-35.94
1.60%
-51.5
-0.13%
0.01
1.59%
-51.49
TK Toll Road Private Limited
March 31, 2024
2.03%
177.45
2.09%
-33.68
1.87%
0.06
2.09%
-33.61
March 31, 2023
2.27%
211.06
1.18%
-37.89
0.61%
-0.07
1.17%
-37.96
TD Toll Road Private Limited
March 31, 2024
-0.61%
-53.77
0.69%
-11.08
0.08%
0.00
0.69%
-11.08
March 31, 2023
-0.46%
-42.69
1.03%
-33.21
0.00%
0
1.03%
-33.21
SU Toll Road Private Limited
March 31, 2024
-0.06%
-4.84
0.87%
-14.07
-3.05%
-0.11
0.88%
-14.17
March 31, 2023
0.10%
9.34
0.48%
-15.31
1.00%
-0.11
0.48%
-15.42
JR Toll Road Private Limited
March 31, 2024
-3.88%
-339.65
2.55%
-41.08
0.00%
0.00
2.56%
-41.08
March 31, 2023
-3.21%
-298.56
8.21%
-264.43
0.00%
0
8.18%
-264.43
Reliance Energy Trading Limited
March 31, 2024
0.09%
7.69
0.00%
-0.01
0.00%
0.00
0.00%
-0.01
March 31, 2023
0.08%
7.7
0.00%
0
0.00%
0
0.00%
0
258
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
Name of the entity in the group
Net assets (total assets minus
total liabilities)
Share in profit or (loss)
Share in other comprehensive
income
Share in total comprehensive
income
As % of
consolidated
net assets
Amount
As % of
consolidated
profit or loss
Amount
As % of
consolidated
other
comprehensive
income
Amount
As % of
consolidated
total
comprehensive
income
` Crore
CBD Tower Private Limited
March 31, 2024
2.13%
186.55
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
2.01%
186.55
0.00%
0
0.00%
0
0.00%
0
Reliance Airport Developers
Limited
March 31, 2024
0.81%
70.54
0.02%
-0.25
0.00%
0.00
0.02%
-0.25
March 31, 2023
0.76%
70.79
0.00%
0.01
0.00%
0
0.00%
0.01
Baramati Airport Limited
March 31, 2024
0.14%
12.52
0.09%
-1.43
0.00%
0.00
0.09%
-1.43
March 31, 2023
0.15%
13.94
0.01%
-0.33
0.00%
0
0.01%
-0.33
Latur Airport Limited
March 31, 2024
0.02%
2.09
0.04%
-0.65
0.00%
0.00
0.04%
-0.65
March 31, 2023
0.03%
2.74
0.00%
-0.11
0.00%
0
0.00%
-0.11
Nanded Airport Limited
March 31, 2024
-0.30%
-25.92
0.55%
-8.80
0.00%
0.00
0.55%
-8.80
March 31, 2023
-0.18%
-17.13
0.07%
-2.16
0.00%
0
0.07%
-2.16
Osmanabad Airport Limited
March 31, 2024
0.03%
2.35
0.19%
-3.00
0.00%
0.00
0.19%
-3.00
March 31, 2023
0.06%
5.36
0.00%
-0.08
0.00%
0
0.00%
-0.08
Yavatmal Airport Limited
March 31, 2024
-0.03%
-3.04
0.23%
-3.78
0.00%
0.00
0.24%
-3.78
March 31, 2023
0.01%
0.74
0.00%
-0.12
0.00%
0
0.00%
-0.12
Reliance Cement Corporation
Private Limited#
March 31, 2024
0.00%
0.00
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
Reliance Defence Systems
Private Limited
March 31, 2024
0.00%
0.14
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
0.00%
0.15
0.00%
0
0.00%
0
0.00%
0
Reliance Defence Technologies
Private Limited
March 31, 2024
0.00%
0.00
0.00%
0.02
0.00%
0.00
0.00%
0.02
March 31, 2023
0.00%
-0.02
0.00%
0
0.00%
0
0.00%
0
Reliance Defence & Aerospace
Private Limited
March 31, 2024
0.00%
0.00
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
0.00%
-0.06
0.00%
-
0.00%
0
0.00%
0
Reliance Defence Limited
March 31, 2024
-0.07%
-6.30
0.23%
-3.69
-0.58%
-0.02
0.23%
-3.71
March 31, 2023
-0.03%
-2.59
0.10%
-3.33
0.34%
-0.04
0.10%
-3.37
Reliance Defence Infrastructure
Ltd.
March 31, 2024
0.00%
0.01
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
0.00%
0.02
0.00%
-0.01
0.00%
0
0.00%
-0.01
Reliance Infrastructure Limited
259
Notes to the consolidated financial statements for the year ended March 31, 2024
Name of the entity in the group
Net assets (total assets minus
total liabilities)
Share in profit or (loss)
Share in other comprehensive
income
Share in total comprehensive
income
As % of
consolidated
net assets
Amount
As % of
consolidated
profit or loss
Amount
As % of
consolidated
other
comprehensive
income
Amount
As % of
consolidated
total
comprehensive
income
` Crore
Reliance SED Ltd
March 31, 2024
0.00%
0.01
0.00%
-0.01
0.00%
0.00
0.00%
-0.01
March 31, 2023
0.00%
0.01
0.00%
-0.01
0.00%
0
0.00%
-0.01
Reliance Propulsion System
Limited
March 31, 2024
0.00%
0.02
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
0.00%
0.02
0.00%
0
0.00%
0
0.00%
0
Reliance Defence Systems &
Tech Limited
March 31, 2024
0.00%
-0.09
-0.01%
0.09
0.00%
0.00
-0.01%
0.09
March 31, 2023
0.00%
-0.18
0.00%
-0.01
0.00%
0
0.00%
-0.01
Reliance Helicopters Ltd
March 31, 2024
0.00%
0.01
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
0.00%
0.01
0.00%
-0.01
0.00%
0
0.00%
-0.01
Reliance Land Systems Ltd
March 31, 2024
0.00%
-0.01
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
0.00%
0
0.00%
-0.01
0.00%
0
0.00%
-0.01
Reliance Naval Systems Ltd
March 31, 2024
0.00%
0.01
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
0.00%
0.01
0.00%
0
0.00%
0
0.00%
0
Reliance Unmanned Systems
Ltd
March 31, 2024
0.00%
0.01
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
0.00%
0.02
0.00%
-0.01
0.00%
0
0.00%
-0.01
Reliance Aerostructure Ltd
March 31, 2024
0.03%
2.98
0.07%
-1.11
0.00%
0.00
0.07%
-1.11
March 31, 2023
0.04%
4.09
0.10%
-3.37
0.00%
0
0.10%
-3.37
Reliance Cruise and Terminals
Limited #
March 31, 2024
0.00%
0.00
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
0.00%
0.02
0.00%
0
0.00%
0
0.00%
0
Dassault Reliance Aerospace
Limited
March 31, 2024
0.64%
55.64
0.26%
-4.20
-1.03%
-0.04
0.26%
-4.24
March 31, 2023
0.67%
62.58
0.33%
-10.68
0.10%
-0.01
0.33%
-10.69
Reliance Aero Systems Private
Limited#
March 31, 2024
0.00%
0.00
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
0.00%
-0.01
0.00%
0
0.00%
0
0.00%
0
Reliance Smart Cities Limited#
March 31, 2024
0.00%
0.00
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
0.00%
0
0.00%
0.03
0.00%
0
0.00%
0.03
Reliance E-Generation and
Management Private Limited#
March 31, 2024
0.00%
0.00
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
0.00%
0
0.00%
0.01
0.00%
0
0.00%
0.01
260
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
Name of the entity in the group
Net assets (total assets minus
total liabilities)
Share in profit or (loss)
Share in other comprehensive
income
Share in total comprehensive
income
As % of
consolidated
net assets
Amount
As % of
consolidated
profit or loss
Amount
As % of
consolidated
other
comprehensive
income
Amount
As % of
consolidated
total
comprehensive
income
` Crore
Reliance Energy Limited
March 31, 2024
0.00%
-0.04
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
0.00%
-0.03
0.00%
-0.01
0.00%
0
0.00%
-0.01
BSES Rajdhani Power Limited
March 31, 2024
81.50%
7128.99
-52.55%
845.40
-6.92%
-0.24
-52.65%
845.16
March 31, 2023
67.61%
6,283.83
-34.15%
1,099.91
4.24%
-0.48
-34.01%
1,099.43
BSES Yamuna Power Limited
March 31, 2024
46.09%
4032.01
-23.75%
382.13
-0.86%
-0.03
-23.80%
382.10
March 31, 2023
39.27%
3,649.91
-17.25%
555.5
1.24%
-0.14
-17.18%
555.36
Tamil Nadu Industries Captive
Power Company Limited
March 31, 2024
-0.01%
-0.74
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
-0.01%
-0.73
0.00%
0
0.00%
0
0.00%
0
Reliance Property Developers
Private Limited#
March 31, 2024
0.00%
0.00
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
0.00%
0
0.00%
0
0.00%
0
0.00%
0
Jai Armaments Limited
(erstwhile Reliance Armaments
Limited)
March 31, 2024
0.15%
13.27
0.27%
-4.39
0.00%
0.00
0.27%
-4.39
March 31, 2023
0.35%
32.66
-0.03%
0.94
0.00%
0
-0.03%
0.94
Jai Ammunition Limited
(erstwhile Reliance Ammunition
Limited)
March 31, 2024
0.00%
-0.20
0.01%
-0.22
0.00%
0.00
0.01%
-0.22
March 31, 2023
0.00%
0.01
0.00%
-0.01
0.00%
0
0.00%
-0.01
Reliance Velocity Limited
March 31, 2024
-0.10%
-9.09
0.31%
-5.03
0.00%
0.00
0.31%
-5.03
March 31, 2023
-0.04%
-4.07
0.12%
-3.95
0.00%
0
0.12%
-3.95
Thales Reliance Defence System
Limited
March 31, 2024
1.00%
87.78
-2.50%
40.17
-0.82%
-0.03
-2.50%
40.14
March 31, 2023
0.71%
65.64
-0.82%
26.55
-0.09%
0.01
-0.82%
26.56
Reliance Global Limited
March 31, 2024
0.00%
0.00
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
0.00%
0
0.00%
0
0.00%
0
0.00%
0
Neom Smart Technology Pvt.
Limited
March 31, 2024
0.00%
0.00
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
0.00%
0.01
0.00%
0
0.00%
0
0.00%
0
Delhi Airport Metro Express
Private Limited (Refer note 27)
March 31, 2024
0.00%
0.00
0.00%
-7.60
0.00%
0.00
0.47%
-7.60
March 31, 2023
-0.09%
-8.59
0.32%
-10.35
0.00%
0.00
0.32%
-10.35
Non-controlling interests in all
subsidiaries
March 31, 2024
-58.43%
-5110.89
28.64%
-460.68
14.70%
0.51
28.67%
-460.17
March 31, 2023
-50.14%
-4,659.55
20.40%
-657.13
-2.88%
0.33
20.32%
-656.8
Reliance Infrastructure Limited
261
Notes to the consolidated financial statements for the year ended March 31, 2024
Name of the entity in the group
Net assets (total assets minus
total liabilities)
Share in profit or (loss)
Share in other comprehensive
income
Share in total comprehensive
income
As % of
consolidated
net assets
Amount
As % of
consolidated
profit or loss
Amount
As % of
consolidated
other
comprehensive
income
Amount
As % of
consolidated
total
comprehensive
income
` Crore
Associates
(Investment as per equity
method)
Indian
Reliance Power Limited
March 31, 2024
30.74%
2688.61
31.16%
-501.20
22.48%
0.78
31.18%
-500.42
March 31, 2023
31.06%
2,887.25
3.02%
-97.41
0.77
-8.68
3.28%
-106.09
Metro One Operation Private
Limited
March 31, 2024
0.02%
2.02
0.00%
-0.08
0.00%
0.00
0.00%
-0.08
March 31, 2023
0.03%
2.33
0.00%
-0.06
0.00%
0
0.00%
-0.06
Reliance Geo Thermal Power
Private Limited
March 31, 2024
0.00%
0.00
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
RPL Sun Technique Private
Limited#
March 31, 2024
0.00%
0.00
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
RPL Photon Private Limited#
March 31, 2024
0.00%
0.00
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
RPL Sun Power Private
Limited#
March 31, 2024
0.00%
0.00
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
Gullfoss Enterprises Private
Limited
March 31, 2024
0.00%
0.00
0.00%
0.00
0.00%
0.00
0.00%
0.00
March 31, 2023
Joint ventures
(Investment as per equity
method)
Indian
Utility Powertech Limited
March 31, 2024
0.50%
43.57
0.07%
-1.14
112.68%
3.91
-0.17%
2.77
March 31, 2023
0.45%
42.02
-0.20%
6.45
-7.20%
0.81
-0.22%
7.27
Inter Co. Elimination/
Adjustments arising out of
consolidation
March 31, 2024
-52.51%
-4593.29
72.06%
-1159.19
0.00%
0.00
72.22%
-1159.19
March 31, 2023
-63.19%
-5,872.12
-20.99%
676.01
0.00%
0
-20.91%
676.01
Total
March 31, 2024
8747.23
-1608.66
3.47
-1605.19
March 31, 2023
100%
9293.65
100%
-3221.18
100%
-11.32
100%
-3,232.50
# Applied for strike off
262
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
41.
Fair Value Measurement and Financial Risk Management
(A)
Fair Value Measurement
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
FVTPL
FVOCI
Amortised
cost
FVTPL
FVOCI
Amortised
cost
Financial Assets
Investments
- Equity instruments
0.60
0.60
-
-
- Preference shares
678.62
678.62
-
-
- Debentures
1,170.00
1,399.51
-
-
- Mutual funds
-
-
-
Trade Receivables
1,763.35
-
-
2,600.75
Inter Corporate Deposits
4,500.91
-
-
4,509.85
Security deposits
37.75
-
-
28.42
Loan to Employees
1.34
-
-
1.69
Other receivables
531.15
-
-
414.62
Claim receivable from NHAI
64.53
-
-
21.81
Grant receivable from NHAI
20.17
-
-
20.56
Margin Money with bank
265.84
-
-
298.77
Interest receivable
1,192.75
-
-
1,445.43
Unpaid Dividend Account
5.55
7.74
Cash and cash equivalents
1,721.44
-
-
855.71
Bank deposits with original maturity
of more than 3 months but less than
12 months
354.28
-
-
512.97
Bank deposits with more than 12
months original maturity
6.80
-
-
4.94
Total Financial Assets
1,849.22
-
10,465.80
2,078.73
-
10,723.26
Financial Liabilities
-
-
14,290.34
Borrowings (including finance lease
obligations and interest accrued
thereon)
12,921.69
-
-
14,290.34
Interest Payable Others
-
-
-
5.88
Trade payables
18,008.32
-
-
17,553.13
Other payable
443.05
-
-
147.48
Deposits from consumers
1,847.33
-
-
1,667.86
Deposits from Others
198.28
-
-
188.45
NHAI premium payable
3,019.47
-
-
2,856.47
Creditors for Capital Expenditure
537.29
-
-
587.57
Lease Liabilities
70.29
-
-
62.18
Financial guarantee obligation
205.24
407.28
-
-
Derivative Financial Liability
-
-
-
Unpaid dividends
5.55
-
-
7.74
Total Financial Liabilities
205.24
37,051.27
407.28
-
37,367.00
Reliance Infrastructure Limited
263
Notes to the consolidated financial statements for the year ended March 31, 2024
(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.
(` in Crore)
Assets and liabilities measured at fair value -
recurring fair value measurements as at March 31,
2024
Level 1
Level 2
Level 3
Total
Financial instruments at FVTPL
Unquoted equity instruments
0.60
0.60
Mutual Fund
-
-
Preference Shares
678.62
678.62
Debentures
1170.00
1170.00
Financial Guarantee Obligations
205.24
205.24
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 finance lease obligation and
interest)
12,921.68
12,921.68
(` in Crore)
Assets and liabilities measured at fair value -
recurring fair value measurements as at March 31,
2023
Level 1
Level 2
Level 3
Total
Financial instruments at FVTPL
Unquoted equity instruments
-
-
0.60
0.60
Quoted equity instruments
Mutual Fund
-
-
-
-
Preference Shares
-
-
678.62
678.62
Debentures
-
-
1,399.51
1,399.51
Financial Guarantee Obligations
-
-
407.28
407.28
Assets and liabilities for which fair values are
disclosed as at March 31, 2023
Financial Liabilities
Borrowings (including finance lease obligation and
interest)
14,290.34
14,290.34
There were no transfers between any levels during the year
Level 1: hierarchy includes financial instruments measured using quoted prices. This includes mutual funds that
have a quoted price. The fair value of all equity instruments which are traded in the stock exchanges is valued
using the closing price as at the reporting period. The mutual funds are valued using the closing NAV.
Level 2: The fair value of financial instruments that are not traded in an active market (for example over-the-
counter derivatives) is determined using valuation techniques which maximise the use of observable market
data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an
instrument are observable, the instrument is included in level 2
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is
included in level 3. This is the case for unlisted equity securities, preference shares and debentures which are
included in level 3
(c)
Valuation technique used to determine fair value
Specific valuation techniques used to value financial instruments include
l the use of quoted market prices or dealer quotes for similar instruments
l the fair value of the remaining financial instruments is determined using discounted cash flow analysis /
Earnings / EBITDA multiple method.
264
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
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)
(` in Crore)
Particulars
Financial Assets
Financial Liabilities
As at March 31, 2022
2,115.14
301.77
Other fair value gains(losses) recognised in Consolidated
Statement of Profit and Loss (unrealised)
(36.00)
(105.22)
Financial Assets purchased during the year
(0.41)
-
As at March 31, 2023
2,078.73
407.29
Financial Assets sold during the year
229.51
-
Other fair value gains(losses) recognised in Consolidated
Statement of Profit and Loss (unrealised)
-
(202.05)
As at March 31, 2024
1,849.22
205.24
(e)
Fair value of financial assets and liabilities measured at amortised cost
(` in Crore)
Particulars
As at March 31, 2024
As at March 31, 2023
Carrying
amount
Fair value
Carrying
amount
Fair
value
Financial liabilities
Borrowings (including finance lease
obligations and interest accrued thereon)
12,921.69
12,921.69
14,290.34
14,290.34
The carrying amounts of trade receivables, trade payables, advances to employees including interest thereon
(secured/unsecured), intercorporate deposits, security deposits, deposits from customers, other receivable, loans
to employees, interest receivables, subordinate debt, unpaid dividends, bank deposits with original maturity of
more than 3 months but less than 12 months, bank deposits with more than 12 months maturity, capital
creditors, loans to employee and cash and cash equivalents are considered to have their fair values approximately
equal to their carrying values. The fair values for other assets and liabilities were calculated based on cash flows
discounted using a current lending rate. They are classified as level 3 fair values in the fair value hierarchy if there
is inclusion of unobservable inputs including counterparty credit risk. The fair values of non-current borrowings
and finance lease obligations are based on discounted cash flows using a current borrowing rate. They are classified
as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs, including own credit risk.
(f)
Valuation Inputs and relationship to fair value
Particulars
Fair Value as at
Valuation
Techniques
Significant
unobservable inputs
and range
March 31, 2024
March 31, 2023
Equity Instruments
0.60
0.60
Earnings/EBIDTA
Multiple Method
Earning growth Factor
7% to 9%
Preference Shares*
678.62
678.62
Discounted Cash
Flow
Discount rate: 11% to
13%
Debentures
1170.00
1,399.51
Discounted Cash
Flow
Discount rate: 11% to
13%
Financial Guarantee
Obligation
205.24
407.28
Credit Default Swap
(CDS)
10 years Credits
Default Swap (CDS)
spread Sovereign Bond
* Gross amount before considering the provision of ` 678.62 Crore
(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
Reliance Infrastructure Limited
265
Notes to the consolidated financial statements for the year ended March 31, 2024
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.
..
Year ended March 31, 2024:
Expected credit loss for financial assets where general model is applied
(` in Crore)
Particulars
Asset group
Internal
credit
rating
Estimated
gross
carrying
amount at
default
Expected
probability
of default
Expected
credit
losses
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
Rating 2
37.75
0%
Nil
37.75
Other
receivables
Rating 1
2,120.09
9%
196.14
1,923.95
Inter Corporate
Deposit
Rating 2
/ 3
8,399.11
46%
3,898.20
4,500.91
Year ended March 31, 2023
Expected credit loss for financial assets where general model is applied
266
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
(` in Crore)
Particulars
Asset group
Internal
credit rating
Estimated
gross
carrying
amount at
default
Expected
probability
of default
Expected
credit
losses
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
Rating 1
28.42
0%
NIL
28.42
Other
receivables
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
(iii)
Reconciliation of loss allowance provision -Trade receivables, retentions on contract under general model approach
(` in Crore)
Reconciliation of loss allowance
Lifetime expected credit losses
measured using simplified approach
Loss allowance as at March 31, 2022
343.72
Changes in loss allowance
1,672.71
Loss allowance as at March 31, 2023
1,970.06
Changes in loss allowance
11.30
Loss allowance as at March 31, 2024
1,981.36
(iv) Reconciliation of loss allowance provision - Other than trade receivables, retentions on contract under general model
approach
(` in Crore)
Reconciliation of loss allowance
Lifetime expected credit losses
measured using simplified
approach
Loss allowance as at March 31, 2022
3,972.17
Add / (Less): Changes in loss allowances
0.39
Loss allowance as at March 31, 2023
3,972.56
Add / (Less): Changes in loss allowances
121.78
Loss allowance as at March 31, 2024
4,094.34
(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.
Reliance Infrastructure Limited
267
Notes to the consolidated financial statements for the year ended March 31, 2024
(` in Crore)
Contractual maturities of financial liabilities
Less than
1 year
More than
1 year
Total
March 31, 2024
Non-derivatives
Borrowings*
9,751.31
3,170.38
12,921.69
Trade payables (Including Retention payable)
17,985.93
22.39
18,008.32
Security and Other Deposits
2,036.98
8.63
2,045.61
Financial guarantee obligation
-
205.24
205.24
NHAI Premium Payable
580.57
2438.9
3,019.47
Creditors for Capital Expenditure
537.29
-
537.29
Lease Liability
11.06
59.23
70.29
Other finance liabilities
350.29
-
350.29
Total non-derivative liabilities
31,253.43
5,904.77
37,158.20
Contractual maturities of financial liabilities
Less than
1 year
More than
1 year
Total
March 31, 2023
Non-derivatives
Borrowings*
9,816.39
4,740.96
14,557.35
Trade payables (Including Retention payable)
17,534.41
18.72
17,553.13
Security and other deposits
1,847.79
8.62
1,856.31
Financial guarantee obligation
407.28
407.28
NHAI Premium Payable
511.86
4,242.09
4,753.95
Creditors for Capital Expenditure
587.21
0.36
587.57
Lease Liability
8.17
54.01
62.18
Other Financial Liability
161.10
-
161.10
Total non-derivative liabilities
30,466.83
9,472.05
39,938.88
*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, 2024
As at March 31, 2023
USD
In Crore
EUR
In Crore
USD
In Crore
EUR
In Crore
Financial assets
Investment in preference shares
9.81
-
9.81
-
Trade Receivable
18.67
0.11
30.16
0.07
Advance to Vendors
1.09
-
1.09
-
Exposure to foreign currency risk (assets)
29.57
0.11
41.06
0.07
Financial liabilities
268
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
Borrowing
5.63
-
6.12
2.29
Trade payables
6.44
2.56
6.99
2.63
Advance from customer
0.20
-
-
-
Other payables
-
1.96
0.78
0.09
Exposure to foreign currency risk (liabilities)
12.26
4.52
13.89
5.00
The outstanding Euro and SEK denominated balance being insignificant has not been considered
Pursuant to assignment agreement between Reliance Power Limited and its subsidiaries i.e. Chitrangi Power Private
Limited (CPPL) and Samalkot Power Limited (SaPoL), the Company has adjusted ` 911.05 Crores advance received
from CPPL with the receivable of ` 911.05 crore (USD 11.09 crores) from SaPoL
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.
(` in Crore)
Particulars
Impact on profit/(loss) before tax
March 31, 2024
March 31, 2023
INR/USD - Increase by 6%*
86.61
133.97
INR/USD - Decrease by 6%*
(86.61)
(133.97)
INR/EURO - Increase by 6%*
(23.78)
(26.46)
INR/EURO - Decrease by 6%*
23.78
26.46
*Holding all other variables constant
(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, 2024 and March 31, 2023, 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:
(` in Crore)
Particulars
As at
March 31, 2024
As at
March 31, 2023
Variable rate borrowings
7,594.88
10,261.60
Fixed rate borrowings
2,076.16
1,185.85
Total borrowings
9,671.04
11,447.55
As at the end of the reporting period, the Company had the following variable rate borrowings outstanding:
Particulars
March 31, 2024
March 31, 2023
Weighted
average
interest rate
Balance
(` Crore)
% of total
loans
Weighted
average
interest rate
Balance
(` Crore)
% of total
loans
Borrowings
12.35%
7,594.88
78.53%
12.16%
10,261.60
89.64%
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
Reliance Infrastructure Limited
269
Notes to the consolidated financial statements for the year ended March 31, 2024
(b)
Sensitivity
Profit or loss is sensitive to higher/lower interest expense from borrowings as a result of changes in interest rates
(` in Crore)
Particulars
Impact on profit before tax
March 31, 2024
March 31, 2023
Interest rates – increase by 100 basis points*
(75.94)
(102.62)
Interest rates – decrease by 20 basis points*
15.19
20.52
*Holding all other variables constant
(iii) Price risk
(a)
Exposure
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
` Crore
Particulars
Impact on other components of equity
March 31, 2024
March 31, 2023
Price increase by 10%
0.06
0.06
Price decrease by 10%
(0.06)
(0.06)
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 Holding Company has not declared dividends for the year ended March 31, 2024 and March 31, 2023.
43.
The Ministry of Corporate Affairs (MCA) has prescribed a new requirement for companies under the proviso to Rule 3(1) of
the Companies (Accounts) Rules, 2014 inserted by the Companies (Accounts) Amendment Rules 2021 requiring companies,
which uses accounting software for maintaining its books of accounts, shall use only such accounting software which has
a feature of recording audit trail of each and every transaction, creating an edit log of each change made in the books of
accounts along with the date when such changes were made and ensuring that the audit trail cannot be disabled.
270
Reliance Infrastructure Limited
Notes to the consolidated financial statements for the year ended March 31, 2024
The Group and its associates and Joint Venture uses the accounting software for maintaining books of account. Audit trail (edit
log) is enabled at the application level. During the year ended 31 March 2024, the Holding Company, one subsidiary and two
of its associates had not enabled the feature of recording audit trail (edit log) at the database level for any direct changes
in database and database table in accounting software to log any direct data changes on account of recommendation in the
accounting software administration guide which states that enabling the same all the time consume storage space on the disk
and can impact database performance significantly and in case of Joint Venture audit trail feature not enabled for the period
April 01, 2023 to April 30, 2023.
As per our attached Report of even date
For Chaturvedi & Shah LLP
For and on behalf of the Board
Chartered Accountants
Firm Registration No: 101720W/W100355
S S Kohli
DIN – 00169907
}
Directors
Sateesh Seth
DIN - 00004631
Manjari Kacker
DIN – 06945359
K Ravikumar
DIN - 00119753
Parag D. Mehta
Chhaya Virani
DIN – 06953556
V S Verma
DIN – 07843461
Partner
Punit Garg
DIN - 00004407
Executive Director and Chief Executive Officer
Membership No. 113904
Vijesh Babu Thota
Chief Financial Officer
Paresh Rathod
Company Secretary
Place : Mumbai
Date : May 30, 2024
Place : Mumbai
Date : May 30, 2024
Reliance Infrastructure Limited
271
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, 2024
[See Regulation 33 / 52 of the SEBI (LODR) (Amendment) Regulations, 2016]
I
Sr.
No.
Particulars
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)
1
Turnover / Total income including regulatory income
23,234.30
23,234.30
2
Total Expenditure including exceptional items
23,838.87
23,838.87
3
Net loss for the year after tax
-1608.66
-1608.66
4
Earnings Per Share (`)
-42.66
-42.66
6
Total Assets
59,180.89
59,180.89
7
Total Liabilities
50,433.66
50,433.66
8
Net Worth
8,427.64
3,115.62
9
Total Equity
13,858.12
13,858.12
II
Audit Qualification (each audit qualification separately):
a.
Details of Audit Qualification:
1.
We refer to Note 11 and 14 to the consolidated financial results regarding the Holding Company has exposure to
an EPC Company as on March 31, 2024 aggregating to ` 6,503.21 Crore (net of provision of ` 3,972.17 Crore).
Further, the Company has also provided corporate guarantees aggregating to ` 1,216 Crore (net of Corporate
Guarantee given of ` 384 Crore settled at ` 76.80 Crore) on behalf of the aforesaid EPC Company towards its
borrowings.
According to the Management of the Holding Company, these amounts have been provided mainly for general
corporate purposes and towards funding of working capital requirements of the EPC Company which has been
engaged in providing Engineering, Procurement and Construction (EPC) services primarily to the Holding Company,
its subsidiaries and its associates. Further during the year, the Company has initiated pre-institution mediation
proceeding against EPC Company, for recovery before the concerned authority of the Hon’ble Bombay High Court.
As referred in the above note, the Holding Company had also provided Corporate Guarantees of Rs. 285 Crore (net
of Corporate Guarantee given of ` 4072.29 Crore settled at ` 814.46 Crore) in favour of a company towards its
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 arising 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 15 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
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, 2023 and March 31, 2024 would have
been lower by ` 5,312.02 Crore.
3.
We draw attention to Note no. 12 of the consolidated financial results which sets out the fact that, Vidarbha
Industries Power Limited (VIPL), wholly owned subsidiary company of Reliance Power Limited (RPower) an
associate of the Holding Company, has incurred losses during the quarter and year ended March 31, 2024 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 12 of the consolidated financial results 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 as a
Qualification in their audit report on consolidated financial results.
ANNEXURE I
272
Reliance Infrastructure Limited
ANNEXURE I
4.
The consolidated financial results include the financial information of 1 subsidiary which have not been audited by
their auditors, whose financial information reflects total assets of ` 2572.94 crore, total revenue of ` 106.87 Crore
and ` 374.52 Crore, net profit/(loss) after tax of ` (143.73) Crore and ` (459.54) Crore and total comprehensive
income/(loss) of ` (145.06) Crore and ` (460.87) Crore for the quarter and year ended March 31, 2024
respectively and net cash inflows of ` 175.60 Crore for the year ended March 31, 2024. The financial statements
of that subsidiary are unaudited and have been certified by the Management of that subsidiary and our opinion
on the consolidated financial results, in so far as it relates to the amounts and financial information included in
respect of above subsidiary, is based solely on these unaudited financial statements. Consequently, effects on the
Group’s assets, revenue, net profit / (loss) after tax, total comprehensive income/(loss) and net cash inflows, if any,
pursuant to the audit of that subsidiary, are not ascertainable at this stage.
b.
Type of Audit Qualification : Qualified Opinion / Disclaimer of
Opinion / Adverse Opinion
Disclaimer of Opinion and Qualified Opinion
c.
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
4. Item II(a)(4) – Since year ended March 31, 2024
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 as below :
During the financial year 2019-20, due to unforeseen circumstances beyond the control of the Company, on account
of invocation of pledge by a lender on the Company’s strategic investment in equity shares of Reliance Power Limited
and sale thereafter had resulted in significant losses and also reduction in the fair value of the remaining investment on
mark to market basis. The Company, based on expert opinion, adjusted such loss and reduction in the value aggregating
to ` 5,312.02 crore of its strategic investments against the capital reserve. Accordingly, the disclosures are continued in
its financial statements. However, the auditors have mentioned in their report that such accounting treatment is not in
accordance with the Ind AS 1, “Presentation of Financial Statements”, Ind AS 109, “Financial Instruments” and Ind AS
28, “Investment in Associates and Joint Ventures”
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 Holding Company. Although this being strategic investment and Holding 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 Holding 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.
e.
For Audit Qualifications where the impact is not quantified by the auditor with respect to II(a)(1)& II(a)(3) and & II(a)
(4) 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, as below:
The Holding Company had extended support, to an independent EPC company which has been engaged in undertaking
contracts and works, for large number of varied infrastructure projects which were proposed and/or under development
by the Holding Company, its subsidiaries and its associates, by way of project advances, inter corporate deposits and
subscription to debentures. The total exposure of the Company as on March 31, 2024 is ` 6,503.21 crore (net of
provision of ` 3,972.17 crore). The Holding Company has also provided corporate guarantees aggregating to ` 1,216
crore towards borrowings of the EPC Company. Further, during the period, the Holding Company has initiated pre-
institution mediation proceedings in accordance with procedure laid down under Section 12 A, Commercial Court's
Act 2015 before the Main Mediation Centre, Bombay High Court prior to filing of a Commercial Suit against the EPC
Company for recovery of its dues, considering the same, the provision made is adequate to deal with contingency relating
to recovery from the EPC Company. The Holding Company had further provided corporate guarantees of ` 285 crore
on behalf of a company towards its borrowings. As per the reasonable estimate of the management of the Holding
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 Holding
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.
With respect to Item II(a)(4) Management view as below :
Reliance Infrastructure Limited
273
Management Estimation on the impact of audit qualification – Not Applicable
1.
As the financial statement of subsidiary company is unaudited, it is not possible at this stage to estimate the impact,
if any, whether the figure of assets, revenue, net profit / (loss) after tax, total comprehensive income/(loss) and
net cash inflows, will vary after audit.
(iii)
Auditors' Comments on II(a)(1)& II(a)(3) and & II(a)(4)
above
Impact is not determinable.
III
Signatories:
Punit Garg
(Executive Director and Chief Executive Officer)
Vijesh Thota
(Chief Financial Officer)
Manjari Kacker
(Audit Committee Chairperson)
Statutory Auditors
For Chaturvedi & Shah LLP
Chartered Accountants
Firm Registration No:101720W /W100355
Parag D Mehta
Partner
Membership No.113904
UDIN: 24113904BKFNTO9260
Place: Mumbai
Date: May 30, 2024
274
Reliance Infrastructure Limited
Statement containing salient features of the financial statements of Subsidiaries/Associates/Joint Ventures
Form AOC-1
[Pursuant to Section 129(3) of the Companies Act, 2013 read with Rule 5 of the Companies (Accounts) Rules, 2014]
Statement containing salient features of the financial statements of Subsidiaries/Associates/Joint Ventures
Part “A” Details of Subsidiaries as on March 31, 2024
(` in Crore)
S. no
Name of entity
Date from which
they became
subsidiary company
Share
Capital
Reserves and
Surplus
Total
Assets
Total
Liabilities
Investment
Turnover ##
Profit /
(Loss)
before
Taxation
Provision
for
Taxation
Profit /
(Loss) after
Taxation
% of
shareholding
1
BSES Rajdhani Power Limited
April 01, 2015
1,040.00
6,088.99
20,129.00
13,000.01
13,494.33
845.40
0.00
845.40
51.00
2
BSES Yamuna Power Limited
April 01, 2015
556.00
3,476.01
14,738.44
10,706.43
7,348.34
382.13
0.00
382.13
51.00
3
BSES Kerala Power Limited
November 20,
2006
62.76
145.37
218.97
10.84
1.01
3.23
-1.56
0.00
-1.56
100.00
4
Reliance Power Transmission
Limited
October 6, 2006
0.05
39.93
91.19
51.21
20.29
0.00
-0.02
0.00
-0.02
100.00
5
Mumbai Metro One Private
Limited
February 28,
2007
512.00
-2,595.92
2,573.21
4,657.13
375.70
-459.54
0.00
-459.54
74.00
6
Mumbai Metro Transport Private
Limited
April 01, 2015
0.05
0.30
0.48
0.13
0.03
0.00
0.00
0.00
48.00
7
Delhi Airport Metro Express
Private Limited*
April 01, 2015
0.96
1,725.96
2,799.95
1,073.03
0.00
-7.60
0.00
-7.60
99.95
8
Tamil Nadu Industries Captive
Power Company Limited
April 01, 2015
36.51
-37.25
0.00
0.74
0.00
-0.00
0.00
-0.00
33.70
9
SU Toll Road Private Limited
April 01, 2015
18.41
-23.25
828.54
833.37
162.57
-13.41
0.66
-14.07
100.00
10
TD Toll Road Private Limited
April 01, 2015
10.74
-64.52
482.21
535.98
56.23
-9.65
1.43
-11.08
100.00
11
TK Toll Road Private Limited
April 01, 2015
12.76
164.70
658.12
480.67
58.73
-33.62
0.05
-33.68
100.00
12
DS Toll Road Limited
May 23, 2008
5.21
90.16
232.33
136.95
99.78
71.31
1.44
69.87
100.00
13
NK Toll Road Limited
May 23, 2008
4.48
-221.85
117.18
334.56
53.97
-157.94
0.00
-157.94
100.00
14
GF Toll Road Private Limited
December 23,
2008
1.96
-130.26
293.00
421.30
83.22
-82.67
0.00
-82.67
100.00
15
JR Toll Road Private Limited
April 01, 2015
0.01
-339.66
31.05
370.70
0.49
-41.08
0.00
-41.08
100.00
16
PS Toll Road Private Limited
February 09,
2010
0.01
418.31
3,087.48
2,669.17
476.23
-256.34
0.00
-256.34
100.00
17
KM Toll Road Private Limited
February 04,
2010
3.41
-178.85
1,307.91
1,483.35
0.00
-0.95
0.00
-0.95
100.00
18
HK Toll Road Private Limited
May 19, 2010
3.71
-148.50
1,605.82
1,750.61
211.00
-38.46
70.53
-108.98
100.00
19
Nanded Airport Private Limited
September 29,
2009
2.85
(28.78)
21.26
47.18
-
0.92
(8.80)
-
(8.80)
74.24
Reliance Infrastructure Limited
275
Statement containing salient features of the financial statements of Subsidiaries/Associates/Joint Ventures
(` in Crore)
S. no
Name of entity
Date from which
they became
subsidiary company
Share
Capital
Reserves and
Surplus
Total
Assets
Total
Liabilities
Investment
Turnover ##
Profit /
(Loss)
before
Taxation
Provision
for
Taxation
Profit /
(Loss) after
Taxation
% of
shareholding
20
Baramati Airport Private Limited
September 29,
2009
2.13
10.39
23.96
11.44
-
0.72
-1.43
0.00
-1.43
74.24
21
Latur Airport Private Limited
September 29,
2009
0.83
1.26
5.80
3.71
-
0.43
-0.65
0.00
-0.65
74.24
22
Yavatamal Airport Private Limited
September 29,
2009
0.34
-3.38
3.72
6.76
-
0.00
-3.78
0.00
-3.78
74.24
23
Osmanabad Airport Private
Limited
September 29,
2009
0.80
1.56
9.33
6.98
-
0.02
-3.00
0.00
-3.00
74.24
24
Reliance Airport Developers
Private Limited
September 25,
2009
7.14
63.60
102.12
31.38
65.39
0.06
0.05
0.00
0.05
65.21
25
CBD Tower Private Limited
May 21, 2008
190.44
-3.88
666.13
479.58
0.00
0.00
0.00
0.00
89.00
26
Reliance Energy Trading Limited
December 31,
2007
2.00
5.69
8.03
0.34
0.00
-0.01
0.00
-0.01
100.00
27
Reliance Cement Corporation
Private Limited#
September 05,
2009
28
Reliance Defence Limited
Mar 28, 2015
0.05
-6.35
9.71
16.01
0.46
3.27
-3.69
0.00
-3.69
100.00
29
Reliance Defence Systems Private
Limited
December 22,
2014
0.01
0.13
0.18
0.04
0.00
0.00
0.00
0.00
-0.00
100.00
30
Reliance Defence Technologies
Private Limited
December 22,
2014
0.01
-0.01
-
-0.00
-
0.03
0.02
-
0.02
100.00
31
Reliance Defence and Aerospace
Private Limited#
December 22,
2014
0.01
-0.01
-
-0.00
-
0.06
0.06
-
0.06
100.00
32
Reliance Aerostructure Limited
April 27, 2015
0.05
2.93
139.96
136.99
76.64
11.40
-1.11
-
-1.11
100.00
33
Reliance Defence Infrastructure
Limited
April 27, 2015
0.05
-0.04
0.09
0.08
0.09
0.00
0.00
0.00
-0.00
100.00
34
Reliance Propulsion Limited
April 27, 2015
0.05
-0.03
0.02
0.00
0.02
0.00
0.00
0.00
-0.00
100.00
35
Reliance Defence Systems and
Tech Limited
April 27, 2015
0.05
-0.14
0.05
0.15
-
0.10
0.09
0.00
0.09
100.00
36
Reliance Helicopters Limited
April 27, 2015
0.05
-0.04
0.01
0.01
-
-
-0.01
0.00
-0.01
100.00
37
Reliance Land Systems Limited
April 27, 2015
0.05
-0.06
0.01
0.01
-
-
0.00
0.00
-0.00
100.00
276
Reliance Infrastructure Limited
Statement containing salient features of the financial statements of Subsidiaries/Associates/Joint Ventures
(` in Crore)
S. no
Name of entity
Date from which
they became
subsidiary company
Share
Capital
Reserves and
Surplus
Total
Assets
Total
Liabilities
Investment
Turnover ##
Profit /
(Loss)
before
Taxation
Provision
for
Taxation
Profit /
(Loss) after
Taxation
% of
shareholding
38
Reliance Unmanned Systems
Limited
April 27, 2015
0.05
-0.04
0.01
0.00
0.01
0.00
0.00
0.00
-0.00
100.00
39
Reliance SED Limited
May 2, 2015
0.05
-0.04
0.02
0.01
0.01
0.00
-0.01
0.00
-0.01
74.00
40
Reliance Naval Systems Limited
May 2, 2015
0.05
-0.04
0.01
0.00
0.01
0.00
0.00
0.00
-0.00
100.00
41
Reliance Aero Systems Private
Limited#
December 16,
2016
0.01
-0.01
-
0.00
-
0.02
0.01
-
0.01
100.00
42
Dassault Reliance Aerospace
Limited
February 10,
2017
121.69
-66.06
265.20
209.57
-
46.92
-4.20
-
-4.20
51.00
43
Thales Reliance Aerospace Limited March 01, 2018
28.57
59.21
202.30
114.52
-
142.06
46.27
6.10
40.17
51.00
44
Reliance Global Limited
July 16, 2018
0.06
-0.06
0.00
0.00
-
-
0.00
-
-0.00
100.00
45
North Karanpura Transmission
Company Limited
May 20, 2010
0.64
-1.21
19.07
19.64
-
0.00
-0.06
0.00
-0.06
100.00
46
Talcher II Transmission Company
Limited
April 27, 2010
0.74
-1.18
18.62
19.06
-
0.00
-0.06
0.00
-0.06
100.00
47
Reliance Smart Cities Limited#
August 06, 2015
48
Reliance E-Generation and
Management Private Limited#
March 31, 2016
49
Reliance Energy Limited
January 07,
2016
0.05
-0.09
0.02
0.05
0.01
0.00
-0.00
0.00
-0.00
100.00
50
Reliance Property Developers
Private Limited
June 02, 2016
51
Jai Armaments Limited
November 16,
2017
0.05
13.22
33.55
20.28
-
2.13
-4.38
0.01
-4.39
100.00
52
Jai Ammunition Limited
November 29,
2017
0.05
-0.25
2.91
3.11
-
0.00
-0.22
0.00
-0.22
100.00
53
Reliance Velocity Limited
February 17,
2018
0.01
-9.10
628.65
637.74
0.00
1.00
-5.03
0.00
-5.03
100.00
54
Reliance Cruise and Terminals
Limited
February 22,
2016
0.00
0.00
0.00
0.00
-
0.00
-0.00
0.00
-0.00
100.00
55
NEOM Smart Technology Private
Limited
April 18, 2022
0.01
-0.01
0.00
0.00
-
0.00
-0.01
0.00
-0.01
100.00
Reliance Infrastructure Limited
277
Statement containing salient features of the financial statements of Subsidiaries/Associates/Joint Ventures
(` in Crore)
S. no
Name of entity
Date from which
they became
subsidiary company
Share
Capital
Reserves and
Surplus
Total
Assets
Total
Liabilities
Investment
Turnover ##
Profit /
(Loss)
before
Taxation
Provision
for
Taxation
Profit /
(Loss) after
Taxation
% of
shareholding
*Deconsolidated w.e.f. March 31, 2024
Note - no dividend provision during the year
Statement containing salient features of the financial statements of Subsidiaries/Associates/Joint Ventures
Part "B” : Associates and Joint Ventures
(` in Crore)
Name of Associates/Joint Ventures
Date from which
they became
associates company
Latest audited
Balance Sheet
Date
Shares of Associate/Joint Ventures held by the
company on year end
Profit/ (Loss) for the year
Discription
of how there
is significant
influence
Reasons why
the associate/
Joint venture
is not
consolidated
No. of equity
shares
Amount of
Investments
in Associates/
Joint Ventures
(` Crore)
Extend of
Holding %
Networth
attributable to
shareholding
as per latest
audited Balance
Sheet (` Crore)
Considered in
Consolidated (`
Crore)
Not Considered
in Consolidation
Associates
Reliance Power Limited
July 15, 2021
31.03.2024
93,01,04,490
970.45
23.15%
2,688.61
(501.20)
-
Note - A
-
Metro One Operation Private Limited
April 01, 2009
31.03.2024
3,000
-
30.00
2.02
(0.08)
-
Note - A
-
Reliance Neo Energies Priveate Limited
(formerly known as Reliance Geo Thermal
Power Private Limited)
January 17, 2015
31.03.2024
2,500
-
25.00
@
@
-
Note - A
-
RPL Photon Private Limited*
June 16, 2016
31.03.2024
-
0
50.00
@
@
-
Note - A
-
RPL Sun Technique Private Limited*
June 16, 2016
31.03.2024
-
0
50.00
@
@
-
Note - A
-
RPL Sun Power Private Limited*
June 16, 2016
31.03.2024
-
0
50.00
@
@
-
Note - A
-
Gullfoss Enterprises Private Limited
April 26, 2019
31.03.2024
5,000
-
50.00
-
-
-
Note - A
Joint Ventures
Utility Powertech Limited
November 23, 1995
31.03.2017
7,92,000
0.40
19.80
42.02
(1.14)
-
Note - B
-
*Applied for Strike off
Note A- There is significant influence due to percentage(%) of Share Capital.
Note B- There is significant influence as per share holding agreement.
For and on behalf of the Board
S S Kohli
DIN – 00169907
}
Directors
Sateesh Seth
DIN - 00004631
Manjari Kacker
DIN – 06945359
K Ravikumar
DIN - 00119753
Chhaya Virani
DIN – 06953556
V S Verma
DIN – 07843461
Punit Garg
DIN - 00004407
Executive Director and Chief Executive Officer
Vijesh Babu Thota
Chief Financial Officer
Paresh Rathod
Company Secretary
Place : Mumbai
Date : May 30, 2024