Power
Power
2023-24
Padma Vibhushan
Shri Dhirubhai H. Ambani
(28th December, 1932 - 6th July, 2002)
Reliance Group - Founder and Visionary
Reliance Power Limited
30th Annual General Meeting on, Saturday, August 03, 2024 at 12:00 Noon (IST)
through Video Conferencing (VC) / Other Audio Visual Means (OAVM)
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Reliance Power Limited
Notice
Notice is hereby given that the 30th Annual General Meeting Securities and Exchange Board of India (Listing Obligations
(AGM) of the Members of Reliance Power Limited will be held and Disclosure Requirements) Regulations, 2015, as
on Saturday, August 03, 2024 at 12:00 Noon. (IST) through amended (the “Listing Regulations”), the Foreign Exchange
video conferencing / other audio-visual means, to transact the Management Act, 1999, (the ‘FEMA’) including any
following business: amendment(s), statutory modification(s), variation(s) or
re-enactment(s) thereof, or the rules and regulations issued
Ordinary Business: thereunder, including the Foreign Exchange Management
1. To consider and adopt: (Borrowing or Lending) Regulations, 2018, as amended,
and the circulars or notifications issued thereunder
a) the audited financial statement of the Company for including the Master Directions on External Commercial
the financial year ended March 31, 2024 and the Borrowings, Trade Credits and Structured Obligations dated
reports of the Board of Directors and Auditors thereon, March 26, 2019, as amended vide the circular on External
and Commercial Borrowings (ECB) Policy – Rationalisation of
End-use Provisions dated July 30, 2019 and as amended
b) the audited consolidated financial statement of the
and the Master Direction on Reporting under Foreign
Company for the financial year ended March 31,
Exchange Management Act, 1999 dated January 1, 2016,
2024 and the report of the Auditors thereon. as amended, the Foreign Exchange Management (Debt
2. To appoint a Director in place of Shri Sateesh Seth (DIN: Instruments) Regulations, 2019, as amended (together
00004631), who retires by rotation under the provisions of the ‘ECB Guidelines’) the Depository Receipts Scheme,
the Companies Act, 2013 and being eligible, offers himself 2014, as amended (the “2014 Scheme”), the Framework
for re-appointment. for issue of Depository Receipts dated October 10, 2019
issued by the Securities and Exchange Board of India, the
Special Business: Issue of Foreign Currency Convertible Bonds and Ordinary
Shares (Through Depository Receipt Mechanism) Scheme,
3. Remuneration to Cost Auditors
1993, as amended (the “1993 Scheme”), the extant
To consider and, if thought fit, to pass the following consolidated Foreign Direct Investment Policy, as amended
resolution as an Ordinary Resolution: and replaced from time to time and the Foreign Exchange
Management (Non-debt Instruments) Rules, 2019, as
“RESOLVED THAT pursuant to the provisions of Section amended, the Foreign Exchange Management (Transfer or
148 and other applicable provisions, if any, of the Issue of any Foreign Security) Regulations, 2004, including
Companies Act, 2013 (the ‘Act’) and the relevant Rules any amendments, statutory modification(s) and / or re-
made thereunder (including any statutory modification(s) enactment(s) thereof, and such other applicable statutes,
or re-enactment(s) thereof, for the time being in force), rules, regulations, guidelines, notifications, circulars and
M/s. V. J. Talati & Co., Cost Accountants (Firm Registration clarifications issued/ to be issued thereon by the Government
No. R00213) appointed as the Cost Auditors in respect of of India, (the “GOI”) Ministry of Finance (Department of
its 45 MW Wind Power Project at Vashpet, Dist. Sangli, Economic Affairs), Department for Promotion of Industry
Maharashtra, for the financial year ending March 31, and Internal Trade, Ministry of Corporate Affairs, the Reserve
2025, be paid a remuneration of ` 15,000/- (Rupees Bank of India (“RBI”), the Securities and Exchange Board of
fifteen thousand only) excluding applicable taxes and out India (“SEBI”), BSE Limited and National Stock Exchange
of pocket expenses, if any. of India Limited (together the “Stock Exchanges”), and/
or any other regulatory/ statutory authorities under any
RESOLVED FURTHER THAT the Board of Directors of the
other applicable law, from time to time (hereinafter singly
Company be and are hereby authorised to do all acts and
or collectively referred to as the “Appropriate Authorities”),
take all such steps as may be necessary, proper or expedient
to the extent applicable and subject to the term(s),
to give effect to this resolution.”
condition(s), modification(s), consent(s), sanction(s) and
4. Issuance of Foreign Currency Convertible Bonds and / or approval(s) of any of the Appropriate Authorities and
any other similar securities guidelines and clarifications issued thereon from time to
time and subject to such conditions and modifications as
To consider and, if thought fit, to pass the following may be prescribed by any of them while granting such
resolution as a Special Resolution approval(s) consent(s) and sanction(s), etc., which may
be agreed to by the Board of Directors of the Company
“RESOLVED THAT pursuant to the provisions of Sections (hereinafter referred to as the “Board”, which term shall be
23, 62 and all other applicable provisions, if any, of the deemed to include any Committee which the Board may
Companies Act, 2013 (the ‘Act’) read with the Companies have constituted or hereinafter constitute, to exercise its
(Prospectus and Allotment of Securities) Rules, 2014, powers including powers conferred by this resolution or any
and other rules made thereunder, (including any statutory person authorised by the Board or its committee for such
modification(s) or re-enactment(s) thereof, for the time purpose), approval of the Members of the Company be and
being in force), in accordance with the provisions of the is hereby accorded to the Board to create, offer, issue and
Memorandum and Articles of Association of the Company, allot in one or more tranches of private or public offerings
the SEBI Act, 1992, the Securities Contracts (Regulation) (including on preferential allotment basis) in international
Act, 1956, the Securities and Exchange Board of India markets, through prospectus/ offer letter/ offering circular
(Issue of Capital and Disclosure Requirements) Regulations, or other permissible/requisite offer documents, Foreign
2018, as amended (the ‘SEBI (ICDR) Regulations’), the Currency Convertible Bonds (FCCBs) and/or any other
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Reliance Power Limited
Notice
similar securities which are convertible or exchangeable into RESOLVED FURTHER THAT for the purpose of giving effect
equity shares and/or preference shares and/or any other to this resolution, the Board be and is hereby authorised on
financial instrument(s)/ securities convertible into and/or behalf of the Company to do all such acts, deeds, matters
linked to equity shares of the Company (“Securities”) at and take all such steps as may be necessary including
the option of the Company and/ or the security holders without limitation, the determination of the terms and
denominated and subscribed to in foreign currency/Indian conditions of the issue including timing of the issue(s), the
currency by eligible persons as determined by the Board class of investors to whom the Securities are to be issued,
in its discretion including persons who are not holders number of Securities, number of issues, tranches, issue
of equity shares of the Company, whether unsecured price, interest rate, listing, premium/ discount, redemption,
or secured by creation of charge/encumbrance on the allotment of Securities and to sign execute and amend all
assets of the Company, in such manner and on such deeds, documents, undertakings, agreements, papers and
terms and condition(s) or such modification(s) thereto as writings as may be required in this regard including without
the Board may determine in consultation with the Lead limitation, the private placement offer letter (along with
Manager(s) and/or Underwriters and/or other advisors, the application form), information memorandum, disclosure
subject to applicable law; provided that the aggregate documents, placement document, placement agreement
amount raised/to be raised by issuance of such Securities and any other documents as may be required, and to settle
shall not exceed fifty per cent of the then net-worth of all questions, difficulties or doubts that may arise at any
the Company. stage from time to time.
RESOLVED FURTHER THAT in the event of issuance of RESOLVED FURTHER THAT for the purpose of giving
FCCBs, pursuant to the provisions of the 1993 Scheme and effect to any offer, issue or allotment of equity shares
other applicable pricing provisions issued by the Ministry or Securities or instruments representing the same, as
of Finance or any other authority, the ‘relevant date’ for described above, the Board be and is hereby authorized on
the purpose of pricing the Securities to be issued pursuant behalf of the Company to do all such acts, deeds, matters
to such issue shall be the date of the meeting in which and things, as it may, in its absolute discretion, deem
the Board decides to open such issue after the date of necessary or desirable for such purpose, including without
this resolution. limitation, the determination of terms and conditions for
issuance of Securities including the number of Securities
RESOLVED FURTHER THAT the Board be and is hereby that may be offered and proportion thereof, timing for
authorized to appoint merchant bankers, underwriters, issuance of such Securities and shall be entitled to vary,
depositories, custodians, registrars, trustees, bankers, modify or alter any of the terms and conditions as it may
lawyers, monitoring agencies and all such agencies as may deem expedient, entering into and executing arrangements
be involved or concerned in the issue and to remunerate for managing, underwriting, marketing, listing, trading
and also to enter into and execute all such arrangements, and providing legal advise as well as acting as depository,
contracts/ agreements, memorandum, documents, etc., custodian, registrar, stabilizing agent, paying and conversion
with such agencies, to seek the listing of the Securities on agent, trustee, escrow agent, monitoring agency and
one or more stock exchange(s) as may be required. executing other agreements, including any amendments
or supplements thereto, as necessary or appropriate and
RESOLVED FURTHER THAT in case of any offering of to finalize, approve and issue any document(s), including
Securities convertible into equity shares, consent of the but not limited to prospectus and/or letter of offer and/
Members be and is hereby given to the Board to issue or circular, documents and agreements including filing of
and allot such number of equity shares as may be required such documents (in draft or final form) with any Indian or
to be issued and allotted upon conversion, redemption or foreign regulatory authority or stock exchanges and sign
cancellation of any such Securities referred to above in all deeds, documents and writings and to pay any fees,
accordance with the terms of issue/ offering in respect commissions, remuneration, expenses relating thereto and
of such Securities and such equity shares shall rank pari with power on behalf of the Company to settle all questions,
passu with the existing equity shares of the Company in difficulties or doubts that may arise in regard to the issue,
all respects and shall be subject to the provisions of the offer or allotment of Securities and take all steps which
Memorandum and Articles of Association of the Company are incidental and ancillary in this connection, including in
and be listed on the stock exchanges where the equity relation to utilization of the issue proceeds, as it may in its
shares of the Company are listed, except as may be absolute discretion deem fit without being required to seek
provided otherwise under the terms of issue/offering further consent or approval of the Members or otherwise to
and in the offer document and/or placement document the end and intent that the Members shall be deemed to
and/or offer letter and/or offering circular and/or have given their approval thereto expressly by the authority
listing particulars. of this resolution.
RESOLVED FURTHER THAT the Board be and is RESOLVED FURTHER THAT the Board be and is hereby
hereby authorised to offer, issue and allot the Securities authorised to delegate all or any of the powers herein
or any/ all of them, subject to such terms and conditions, conferred to any Director(s), Committee(s), Executive(s),
as the Board may deem fit and proper in its absolute Officer(s) or Representatives(s) of the Company or to any
discretion, including terms for issue of additional Securities other person to do all such acts, deeds, matters and things
and for disposal of Securities which are not subscribed to by and also to execute such documents, writings etc. as may
issuing them to banks/ financial institutions/ mutual funds be necessary to give effect to this resolution.
or otherwise.
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Reliance Power Limited
Notice
RESOLVED FURTHER THAT the Board be and is hereby as defined in the SEBI ICDR Regulations, whether or not
authorised to seek any approval that is required in relation such QIBs are members of the Company, on the basis of
to the creation, issuance and allotment and listing of the placement document(s), at such time or times in one or
Securities, from any statutory or regulatory authority or the more tranches, at par or at such price or prices including
stock exchanges.” at a permissible discount or premium to market price(s)
in terms of applicable regulations and on such terms and
5. Issue of securities through qualified institutions conditions and in such manner as the Board may, at its
placement on a private placement basis to the qualified absolute discretion determine, in consultation with the lead
institutional buyers managers, advisors and / or other intermediaries appointed
To consider and, if thought fit, to pass the following in this regard, for an aggregate amount not exceeding
resolution as a Special Resolution: twenty five percent of the then net-worth of the Company.
“RESOLVED THAT pursuant to the provisions of Sections RESOLVED FURTHER THAT in accordance with Regulation
23, 42, 62, 71 and other applicable provisions, if any, 171(b) of the SEBI ICDR Regulations, the ‘Relevant Date’
of the Companies Act, 2013, (the ‘Act’) the Companies for determination of applicable price for the issue of the
(Prospectus and Allotment of Securities) Rules, 2014, the QIP Securities shall be: (i) in case of allotment of equity
Companies (Share Capital and Debentures) Rules, 2014 shares, the date of the meeting in which the Board of the
read with the other applicable Rules made thereunder, issuer decides to open the proposed issue, or (ii) in case of
(including any statutory modification(s) or re-enactment(s) allotment of eligible convertible securities, either the date
thereof, for the time being in force), applicable of the meeting in which the Board decides to open the
provisions of the Securities and Exchange Board of India issue of such convertible securities or the date on which
(Listing Obligations and Disclosure Requirements) the holders of such convertible securities become entitled
Regulations, 2015, as amended (‘SEBI LODR Regulations’), to apply for the equity shares.
Chapter VI and other applicable provisions of the Securities RESOLVED FURTHER THAT in accordance with Regulation
and Exchange Board of India (Issue of Capital and 179 of the SEBI ICDR Regulations, a minimum of 10
Disclosure Requirements) Regulations, 2018, as amended per cent of the QIP Securities shall be allotted to mutual
(‘SEBI ICDR Regulations’), Securities and Exchange Board funds and if mutual funds do not subscribe to the aforesaid
of India (Issue and Listing of Non-Convertible Securities) minimum percentage or part thereof, such minimum
Regulations, 2021, as amended (‘SEBI Non-Convertible portion or part thereof, may be allotted to other QIBs and
Securities Regulation’), provisions of the Foreign Exchange that no allotment shall be made directly or indirectly to any
Management Act, 1999 and the Foreign Exchange QIB who is a promoter or any person related to promoters
Management (Transfer or Issue of Security by a Person of the Company.
Resident Outside India) Regulations, 2000, as amended,
from time to time and applicable provisions of other laws, RESOLVED FURTHER THAT the Board be and is hereby
rules, regulations and guidelines and applicable provisions authorised to issue and allot such number of equity
of the Memorandum and the Articles of Association of shares as may be required to be issued and allotted upon
the Company and subject to any approval(s), consent(s), conversion of any QIP Securities referred to above or as
permission(s) and / or sanction(s) of the Central may be necessary in accordance with the terms of the
Government, Securities and Exchange Board of India, offering, all such shares shall rank pari-passu with the then
Reserve Bank of India and any other appropriate authorities, existing equity shares of the Company in all respects, as
institutions or bodies, including stock exchanges where the may be provided under the terms of the issue and in the
securities of the Company are currently listed (hereinafter offering document.
collectively referred to as the ‘Appropriate Authorities’) and RESOLVED FURTHER THAT such of these QIP Securities to
subject to such conditions as may be prescribed by any be issued as are not subscribed may be disposed of by the
of them while granting any such approval(s), consent(s), Board to such person or persons and in such manner and on
permission(s) and / or sanction(s) (hereinafter referred such terms as the Board may in its absolute discretion think
to as the ‘Requisite Approvals’), which may be agreed to fit in accordance with the provisions of law.
by the Board of Directors of the Company (hereinafter
RESOLVED FURTHER THAT the issue to the holders of the
called ‘the Board’ which term shall be deemed to include
QIP Securities with equity shares underlying such securities
any committee which the Board may have constituted or
shall be, inter-alia, subject to suitable adjustment in the
hereinafter constitute to exercise its powers including the
number of shares, the price and the time period, etc., in the
powers conferred by this resolution or any person authorised
event of any change in the equity capital structure of the
by the Board or its committee for such purpose), the Board
Company consequent upon capitalisation of profits (other
be and is hereby authorised to create, issue, offer and allot
than by way of dividend on shares), rights issue of equity
equity shares and / or non-convertible debt instruments
shares, consolidation of its outstanding equity shares into
along with warrants and /or convertible securities other
smaller number of shares, etc.
than warrants, which are convertible or exchangeable into
equity shares, on such date or dates as may be determined RESOLVED FURTHER THAT the Board may at its absolute
by the Board but not later than 60 months from the date discretion offer discount of not more than five per cent
of allotment or such other time period as may be prescribed or such other discount as may be permitted under the
under law (collectively referred to as ‘QIP Securities’), applicable regulations to the price of the QIP Securities as
through qualified institutions placement, on a private determined in accordance with the SEBI ICDR Regulations.
placement basis to Qualified Institutional Buyers (‘QIBs’)
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Reliance Power Limited
Notice
RESOLVED FURTHER THAT the QIP Securities shall be India or outside India and any other consent that may be
issued and allotted within 365 days from the date of this required in connection with the issue and allotment of the
resolution or such other time as may be allowed under the QIP Securities; and (viii) all such acts, deeds, matters and
SEBI ICDR Regulations and that no subsequent qualified things as the Board may, in its absolute discretion, consider
institutions placement shall be made until the expiry of two necessary, proper, expedient, desirable or appropriate
weeks from the date of the qualified institutions placement for making the said issue as aforesaid and to settle any
approved by way of this resolution. question, query, doubt or difficulty that may arise in this
regard including the power to allot under subscribed
RESOLVED FURTHER THAT subject to the applicable laws, portion, if any, in such manner and to such person(s) as the
for the purpose of giving effect to the issuance of QIP Board, may deem fit and proper in its absolute discretion to
Securities, the Board be and is hereby authorised on behalf be most beneficial to the Company.
of the Company to do all such acts, deeds and things
thereof in its absolute discretion as it deems necessary or RESOLVED FURTHER THAT for the purpose aforesaid, the
desirable in connection with the issue of the QIP Securities, Board be and is hereby authorised to settle all questions,
including, without limitation to: (i) decide the date for difficulties or doubts that may arise in regard to the issue,
the opening and closing of the issue of QIP Securities, offer and allotment of QIP Securities and utilisation of
including determining the form and manner of the issue, the issue proceeds including but without limitation to the
issue structure, including the class of investors to whom the creation of such mortgage / hypothecation / charge on the
QIP Securities are to be issued and allotted, number of QIP Company’s assets under Section 180(1)(a) of the Act in
Securities to be allotted, issue price (including the premium respect of the aforesaid QIP Securities either on pari-passu
or discount to the floor price, as the case may be), face basis or otherwise or in the borrowing of loans as it may in
value, delivery and execution of all contracts, agreements its absolute discretion deem fit without being required to
and all other documents, deeds and instruments as may seek any further consent or approval of the Members or
be required or desirable in connection with the issue otherwise to the end and intent that the Members shall be
of QIP Securities by the Company; (ii) finalisation of deemed to have given their approval thereto expressly by
the allotment of the QIP Securities on the basis of the the authority of this resolution.
subscriptions received; (iii) finalisation of and arrangement
for the submission of the preliminary and final placement RESOLVED FURTHER THAT the Board shall have the
document(s), and any amendments and supplements authority and power to accept any modifications in the
thereto, with any applicable government and regulatory proposal as may be required or imposed by the Appropriate
authorities, institutions or bodies, as may be required; (iv) Authorities at the time of according / granting their
approval of the preliminary and final offering circulars or approvals, consents, permissions and sanctions to issue,
placement document (including amending, varying or allotment and listing thereof and as may be agreed to by
modifying the same, as may be considered desirable the Board.
or expedient) as finalised in consultation with the lead RESOLVED FURTHER THAT the Board be and is hereby
manager(s) / underwriter(s) / advisor(s), in accordance authorised to delegate all or any of the powers herein
with all applicable rules, regulations and guidelines (v) conferred to any Committee of Directors or any other
appoint, in its absolute discretion, managers (including lead Officer(s) / Authorised Representative(s) of the Company
managers), merchant bankers, underwriters, guarantors, to give effect to this resolution.”
financial and / or legal advisors, monitoring agency and
all other agencies, whether in India or abroad, entering
into or execution of all such agreements / arrangements By Order of the Board of Directors
/ memorandum of understanding / documents with any Ramandeep Kaur
such agencies, in connection with the proposed offering Company Secretary cum Compliance Officer
of the QIP Securities; (vi) authorisation to any director or
directors of the Company or other officer or officers of the Registered Office:
Company, including by the grant of powers of attorney, to
do such acts, deeds and things as the authorised person Reliance Centre, Ground Floor,
in its absolute discretion may deem necessary or desirable 19, Walchand Hirachand Marg,
in connection with the issue, allotment and listing of the Ballard Estate, Mumbai - 400 001
QIP Securities; (vii) seeking, if required, the consent of the CIN: L40101MH1995PLC084687
Company’s lenders, parties with whom the Company has Website: www.reliancepower.co.in
entered into various commercial and other agreements,
all concerned government and regulatory authorities in May 25, 2024
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Reliance Power Limited
Notice
Notes: if any, in the Company. Save and except the above, none
of the other Directors, Key Managerial Personnel and their
1. Statement pursuant to Section 102(1) of the Companies relatives is concerned or interested, financially or otherwise,
Act, 2013 (the “Act”), in respect of the Special Business to in the Item No. 2 of the Notice.
be transacted at the Annual General Meeting (“AGM”) is
annexed hereto. 5. In compliance with the aforesaid MCA Circulars and SEBI
Circular dated October 06, 2023, Notice of the AGM
2. The Ministry of Corporate Affairs (“MCA”) has vide its
along with the Annual Report 2023-24 is being sent only
circular dated September 25, 2023 read with circulars
through electronic mode to those Members whose email
dated April 08, 2020, April 13, 2020, May 05, 2020
addresses are registered with the Company or Central
and December 28, 2022 (collectively referred to as “MCA
Depositories Services (India) Limited (CDSL) / National
Circulars”) permitted the holding of the AGM through
Securities Depositories Limited (NSDL) (collectively referred
Video Conferencing (VC) / Other Audio Visual Means
as “Depositories”). Members may note that the Notice
(OAVM), without the physical presence of the Members
at a common venue. Accordingly, in compliance with the and Annual Report 2023-24 will also be available on the
provisions of the Act, the Securities and Exchange Board Company’s website at www.reliancepower.co.in, websites
of India (Listing Obligations and Disclosure Requirements) of the Stock Exchanges i.e. BSE Limited and National
Regulations, 2015, as amended, (“the Listing Regulations”) Stock Exchange of India Limited at www.bseindia.com and
and MCA Circulars, the AGM of the Company is being held www.nseindia.com respectively, and also on the website
through VC/OAVM. of the Registrar and Share Transfer Agent M/s. KFin
Technologies Limited (KFintech) at www.kfintech.com.
3. Since the AGM is being held pursuant to the MCA circulars
through VC/OAVM, without physical attendance of 6. Members whose email ID is not registered, can register the
Members, the facility for appointment of proxies will not same in the following manner so that they can receive all
be available for the AGM and hence the Proxy Form and communications from the Company electronically:
Attendance Slip are not annexed to this Notice.
a. Members holding share(s) in physical mode can
4. Re-appointment of Director: register their email ID on the Company’s website at
https://www.reliancepower.co.in/web/reliance-
At the ensuing AGM, Shri Sateesh Seth (DIN: 00004631) power/shareholder-registration by providing the
Director of the Company shall retire by rotation under the requisite details of their holdings and documents for
provisions of the Act and being eligible, offers himself for registering their e-mail ID; and
re-appointment. The Board of Directors of the Company
have recommended the re-appointment. b. Members holding share(s) in electronic mode are
requested to register / update their email ID with their
The relevant details pertaining to Shri Sateesh Seth pursuant
respective Depository Participants (“DPs”).
to Regulation 36 of the Listing Regulations and Secretarial
Standards on General Meeting (SS-2) is given below: 7. The Company has engaged the services of KFintech, as the
authorized agency for conducting of the AGM and providing
Shri Sateesh Seth, 68 years, is a Fellow Chartered
e-voting facility.
Accountant and a Law Graduate. He has vast experience
in corporate management. He has been appointed as a 8. Members attending the AGM through VC/OAVM shall be
Non-Executive Director of the Company with effect from July counted for the purpose of reckoning the quorum under
18, 2014. He has attended three out of five Board Meetings Section 103 of the Act.
of the Company held during the financial year 2023-24.
As on March 31, 2024, Shri Sateesh Seth holds 29 equity 9. Since the AGM is being held through VC/OAVM, the Route
shares of the Company. He does not have any relationship Map is not annexed in this Notice.
with other Directors and Key Managerial Personnel of the
10. The relevant Registers and documents referred to in the
Company.
Notice will be available, electronically, for inspection by the
He is the Chairman of the Company. He is also on the Board Members during the AGM.
of Reliance Infrastructure Limited, Reliance Defence and
All documents referred to in the Notice will also be
Aerospace Private Limited, Reliance Defence Technologies
available electronically for inspection without any fee by
Private Limited, Reliance Defence Systems Private Limited
the Members from the date of circulation of this Notice up
and Reliance Defence Limited. Further, he has not resgined
from any listed entity in past three years. He was paid to the date of AGM.
` 1.2 lakh in the form of sitting fees, during the year ended Members seeking to inspect such documents can send an
March 31, 2024. He shall be paid remuneration by way of e-mail to reliancepower.investors@relianceada.com
fee for attending the meetings of the Board or Committees
thereof or for any other purpose as may be decided by the 11. Members are advised to refer to the section titled ‘Investor
Board, reimbursement of expenses for participating in the Information’ provided in this Annual Report.
Board and other meetings.
12. Members are requested to fill in and submit the Feedback
Shri Sateesh Seth is interested in the Item No. 2 of the Notice Form provided in the ‘Investor Information’ section on the
in regard to his reappointment. The relatives of Shri Sateesh Company’s website at www.reliancepower.co.in to aid the
Seth may be deemed to be interested in the in Item No. 2, Company in its constant endeavor to enhance the standards
of the Notice, to the extent of their shareholding interest, of service to investors.
8
Reliance Power Limited
Notice
13. Instructions for attending the AGM and e-voting are as g. The Members who have cast their vote by remote
follows: e-voting prior to the AGM may also attend /
participate in the AGM through VC/OAVM but shall
a. In compliance with the provisions of Section 108 not be entitled to cast their vote again.
of the Act, read with Rule 20 of the Companies
(Management and Administration) Rules, 2014, h. The details of the process and manner for remote
as amended from time to time and Regulation 44 e-Voting and AGM are explained herein below:
of the Listing Regulations, the Company is offering
e-voting facility to all Members of the Company. A Part A - Remote E-voting
person, whose name is recorded in the Register of I. Access to Depositories e-Voting system in case of
Members or in the Register of Beneficial Owners (in individual Members holding shares in demat mode.
case of electronic shareholding) maintained by the
Depositories as on the ‘Cut-Off Date’ i.e. Friday, July Type of Login Method
26, 2024 only shall be entitled to avail the facility Members
of remote e-voting / e-voting at the AGM. KFintech
will be facilitating remote e-voting to enable the Securities 1. User already registered for IDeAS
Members to cast their votes electronically. Members held in facility:
can cast their vote online from 10.00 A.M. (IST) on demat mode i. Visit URL: https://eservices.nsdl.com
Tuesday, July 30, 2024 to 5.00 P.M. (IST) on Friday, with NSDL
ii.
Click on the “Beneficial Owner” icon
August 02, 2024. At the end of remote e-voting under “Login” under ‘IDeAS’ section.
period, the facility shall forthwith be blocked.
iii.
On the new page, enter User ID and
b. Pursuant to SEBI circular No. SEBI/HO/CFD/CMD/ Password. Post successful authentication,
CIR/P/2020/242 dated December 09, 2020 on click on “Access to e-Voting”
“e-voting facility provided by Listed Companies”, iv.
Click on company name or e-Voting
e-voting process has been enabled for all the Service Provider (ESP) i.e. KFintech and
individual demat account holders, by way of single you will be re-directed to the ESP’s
login credential, through their demat accounts / website for casting the vote during the
websites of Depositories / DPs in order to increase the remote e-Voting period.
efficiency of the voting process.
2. User not registered for IDeAS e-Services
c. Individual demat account holders would be able to i. To register click on link : https://eservices.
cast their vote without having to register again with nsdl.com/
the e-Voting Service Provider (ESP). Members are
ii.
Select “Register Online for IDeAS” or
advised to update their mobile number and e-mail ID
click at https://eservices.nsdl.com/
with their DPs to access e-Voting facility.
SecureWeb/IdeasDirectReg.jsp
d. The voting rights of the Members shall be in proportion iii.
Proceed with completing the required
to the number of share(s) held by them in the equity fields.
share capital of the Company as on the ‘Cut-Off
iv. Follow steps given in point 1
Date’ being i.e. Friday, July 26, 2024. In case of joint
holders, the Member whose name appears as the first 3. Alternatively by directly accessing the
holder in the order of names as per the Register of e-Voting website of NSDL
Members of the Company will be entitled to vote at i. Open URL: https://www.evoting.nsdl.
the AGM. com/
e. Any person holding shares in physical form and non ii. Click on the icon “Login” which is available
individual shareholders, who become a Member of the under ‘Shareholder/ Member’ section.
Company after sending of the Notice and hold shares iii. A new screen will open. You will have to
as of the cut-off date, may obtain the login ID and enter your User ID (i.e. your sixteen digit
password by sending a request to KFintech at einward. demat account number held with NSDL),
ris@kfintech.com. However, if he/ she is already Password / OTP and a Verification Code
registered with KFintech for remote e-Voting, then as shown on the screen.
he/she can use his/her existing User ID and password iv.
Post successful authentication, you will
for casting the e-vote. be requested to select the name of the
f. In case of Individual Members holding securities in Company and the ESP.
demat mode and who become a Member of the v.
On successful selection, you will be
Company after sending of the Notice and hold share(s) redirected to KFintech e-Voting page
as of the cut-off date may follow steps mentioned for casting your vote during the remote
below under Login method for remote e-Voting and e-Voting period.
joining virtual meeting for Individual shareholders
holding securities in demat mode.
9
Reliance Power Limited
Notice
Type of Login Method Helpdesk for Individual Shareholders holding securities in demat
Members mode for any technical issues related to login through Depository
i.e. NSDL and CDSL.
Securities 1. Existing user who have opted for Easi /
held in Easiest Login type Helpdesk details
demat mode i. Visit URL: https://web.cdslindia.com/ Securities held Please contact NSDL helpdesk by sending a
with CDSL myeasitoken/home/login or with NSDL request at evoting@nsdl.co.in or call at toll free
ii. Click on New System Myeasi no.: 1800 1020 990 and 1800 22 44 30
iii.
Login with your registered User ID and Securities held Please contact CDSL helpdesk by sending a request
Password. with CDSL at helpdesk.evoting@cdslindia.com or call at
+91 22 2305 8738 or +91 22 2305 8542 - 43
iv. The user will see the e-Voting Menu. The
Menu will have links of ESP i.e. KFintech II. Access to KFintech e-Voting system in case of
e-Voting portal. shareholders holding shares in physical form and non
v. Click on e-Voting service provider name individual shareholders in demat mode.
to cast your vote. (a) Members whose email IDs are registered with the
2. User not registered for Easi / Easiest Company/ DPs, will receive an email from KFintech
i. Option to register is available at https:// which will include details of E-Voting Event Number
web.cdslindia.com/myeasitoken/ (EVEN), USER ID and password. They will have to follow
Registration/EasiRegistration the following process:
ii. Proceed with completing the required i. Launch internet browser by typing the URL: https://
fields. emeetings.kfintech.com/
iii. Follow the steps given in point 1.
ii. Enter the login credentials (i.e. User ID and password). In
3. Alternatively, by directly accessing the case of physical folio, User ID will be EVEN (E-Voting Event
e-Voting website of CDSL Number) xxxx, followed by folio number. In case of Demat
i. Visit URL: www.cdslindia.com account, User ID will be your DP ID and Client ID. However,
ii. Provide your demat Account Number and if you are already registered with KFintech for e-voting,
PAN No. you can use your existing User ID and password for casting
the vote.
iii. System will authenticate user by sending
OTP on registered Mobile and Email as iii. After entering these details appropriately, click on “LOGIN”.
recorded in the demat Account.
iv. You will now reach password change Menu wherein you
iv. After successful authentication, user
are required to mandatorily change your password. The new
will be provided with the link for the
password shall comprise of minimum 8 characters with at
respective ESP i.e. KFintech where the
least one upper case (A- Z), one lower case (a-z), one
eVoting is in progress.
numeric value (0-9) and a special character (@,#,$, etc.,).
Login i. You can also login using the login The system will prompt you to change your password and
through credentials of your demat account update your contact details like mobile number, email ID,
Depository through your DP registered with NSDL / etc. on first login. You may also enter a secret question and
Participant CDSL for e-Voting facility. answer of your choice to retrieve your password in case you
Website ii. Once logged-in, you will be able to forget it. It is strongly recommended that you do not share
where demat see e-Voting option. Once you click on your password with any other person and that you take
account is e-Voting option, you will be redirected utmost care to keep your password confidential.
held to NSDL / CDSL Depository site after
v. You need to login again with the new credentials.
successful authentication, wherein you
can see e-Voting feature. vi. On successful login, the system will prompt you to select
iii.
Click on options available against the “EVEN” i.e., ‘Reliance Power Limited- AGM” and click
Company name or ESP – KFintech and on “Submit”
you will be redirected to e-Voting website
vii. On the voting page, enter the number of share(s) (which
of KFintech for casting your vote during
represents the number of votes) as on the Cut-off Date
the remote e-Voting period without any
under “FOR/AGAINST” or alternatively, you may partially
further authentication.
enter any number in “FOR” and partially “AGAINST” but
Important note: Members who are unable to retrieve User ID / the total number in “FOR/ AGAINST” taken together shall
Password are advised to use Forgot user ID and Forgot Password not exceed your total shareholding as mentioned herein
option available at respective websites. above. You may also choose the option ABSTAIN. If the
10
Reliance Power Limited
Notice
Member does not indicate either “FOR” or “AGAINST” it will Part B – Access to join virtual meetings of the Company on
be treated as “ABSTAIN” and the shares held will not be KFintech system to participate in AGM and vote thereat.
counted under either head.
Instructions for all the Members for attending the AGM of the
viii. Members holding multiple folios/demat accounts shall Company through VC/OAVM and e-Voting during the meeting:-
choose the voting process separately for each folio/ demat
i. Member will be provided with a facility to attend the AGM
accounts.
through VC/OAVM platform provided by KFintech. Members
ix. Voting has to be done for each item of the notice separately. may access the same at https://emeetings.kfintech.com/
In case you do not desire to cast your vote on any specific by using the e-voting login credentials provided in the
item, it will be treated as abstained. email received from the Company/KFintech. After logging
in, click on the Video Conference tab and select the EVEN
x. You may then cast your vote by selecting an appropriate of the Company. Click on the video symbol and accept the
option and click on “Submit”. meeting etiquettes to join the meeting. Please note that
the Members who do not have the User ID and Password
xi. A confirmation box will be displayed. Click “OK” to
for e-Voting or have forgotten the User ID and Password
confirm else “CANCEL” to modify. Once you have voted
may retrieve the same by following the remote e-Voting
on the resolution(s), you will not be allowed to modify
instructions mentioned above.
your vote.
ii. Facility for joining AGM though VC/ OAVM shall open at
xii. During the voting period, Members can login any number of least 15 minutes before the time scheduled for the Meeting.
times till they have voted on the Resolution(s).
iii. Members are encouraged to join the Meeting through
xiii. Corporate/Institutional Members (i.e. other than Individuals, Laptops / Desktops with Google Chrome (preferred browser),
HUF, NRI, etc.) are also required to send scanned certified Safari, Internet Explorer, Microsoft Edge, Mozilla Firefox 22.
true copy (PDF Format) of the Board Resolution/Authority
Letter etc., authorizing its representative to cast its vote iv. Members will be required to grant access to the webcam
through remote e-voting together with attested specimen to enable VC/OAVM. Further, Members connecting from
signature(s) of the duly authorized representative(s), to the Mobile Devices or Tablets or through Laptop connecting
Scrutinizer’s email id scrutinizeragl@gmail.com with a copy via Mobile Hotspot may experience Audio/Video loss due
marked to evoting@kfintech.com. The scanned image of to fluctuation in their respective network. It is therefore
the above-mentioned documents should be in the naming recommended to use Stable Wi-Fi or LAN Connection to
format “Corporate Name_EVEN No.” mitigate any kind of aforesaid difficulties.
(b) Members whose email IDs are not registered with v. As the AGM is being conducted through VC/OAVM, for the
the Company/DPs, (Depository Participant (s) and smooth conduct of proceedings of the AGM, Members are
encouraged to express their views / send their queries in
consequently the Annual Report, Notice of AGM and
advance mentioning their name, demat account number
e-voting instructions cannot be serviced, will have to
/ folio number, email id, mobile number at https://
follow the following process:
evoting.kfintech.com. Queries received by the Company till
i. Temporarily get their email address and mobile number Wednesday, July 31, 2024 (5.00 P.M. IST) shall only be
provided with KFintech, by sending an e-mail to evoting@ considered and responded during the AGM.
kfintech.com. vi. The Members who have not cast their vote through remote
Members are requested to follow the process as guided to e-voting shall be eligible to cast their vote through e-voting
capture the email address and mobile number for sending system available during the AGM. E-voting during the AGM
the soft copy of the notice and e-voting instructions along is integrated with the VC/OAVM platform. The Members
with the User ID and Password. In case of any queries, may click on the voting icon displayed on the screen to cast
member may write to einward.ris@kfintech.com. their votes.
ii. Alternatively, Member may send an e-mail request at the vii. A member can opt for only single mode of voting i.e.,
email id einward.ris@kfintech.com along with scanned copy through remote e-voting or voting at the AGM. Once the
of the signed request letter providing the email address, vote on a resolution(s) is cast by the member, the member
shall not be allowed to change it subsequently.
mobile number, self-attested PAN copy and Client Master
copy in case of electronic folio and copy of share certificate viii. Facility of joining the AGM through VC/OAVM shall be
in case of physical folio for sending the Annual report, available for 1000 Members on first come first serve basis.
Notice of AGM and the e-voting instructions. However, the participation of Members holding 2% or more
shares, Promoters, and Institutional Investors, Directors, Key
iii. After receiving the e-voting instructions, please follow all
Managerial Personnel, Chairpersons of Audit Committee,
steps above to cast your vote by electronic means.
11
Reliance Power Limited
Notice
Stakeholders Relationship Committee, Nomination and www.reliancepower.co.in and also on the website of
Remuneration Committee and Auditors are not restricted KFintech at https://evoting.kfintech.com
on first come first serve basis.
Statement pursuant to Section 102 (1) of the Companies Act,
ix. The Members who wish to speak during the meeting may 2013, to the accompanying Notice dated May 25, 2024
register themselves as speakers for the AGM to express Item No. 3:
their views. They can visit and login through the user id
and password provided by KFintech. On successful login, Remuneration to Cost Auditors
select ‘Speaker Registration’. The Company reserves the The Board of Directors, on the recommendation of the Audit
right to restrict the speakers at the AGM to only those Committee, has approved the appointment and remuneration
Members who have registered themselves, depending on of M/s. V.J. Talati & Co., Cost Accountants (Firm Registration
the availability of time for the AGM. No. R00213), as the Cost Auditors for the audit of the cost
x. In case of any query and/or grievance, in respect of voting accounting record of the Company for the financial year ending
by electronic means, Members may refer to the Help and March 31, 2025, at a remuneration of `15,000/- excluding
Frequently Asked Questions (FAQs) and E-voting user applicable taxes and out of pocket expenses, if any. In terms of
manual available at the download section of https:// the provisions of Section 148(3) of the Companies Act, 2013
evoting.kfintech.com (KFintech Website) or send email read with the Companies (Audit and Auditors) Rules, 2014, the
at evoting@kfintech.com or call KFintech’s toll free no. remuneration payable to the Cost Auditors needs to be ratified
1800-309-4001. by the Members of the Company.
None of the Directors, Key Managerial Personnel of the Company
xi. In case a person has become a member of the Company
and their relatives are, concerned or interested, financially or
after dispatch of AGM Notice but on or before the cutoff
otherwise, in this resolution set out in Item no. 3 of the Notice.
date for E-voting, he/she may obtain the User ID and
Password in the manner as mentioned below: The Board accordingly recommends the Ordinary Resolution set
out at Item no. 3 of the accompanying Notice for approval of
a. If the mobile number of the member is registered
the Members.
against Folio No./ DP ID Client ID, the member may
send SMS: MYEPWD <space> E-Voting Event Number Item No. 4:
+ Folio No. or DP ID Client ID to 9212993399 Issuance of Foreign Currency Convertible Bonds and / or any
1. Example for NSDL: other similar securities
In order to augment long term resources, enhance networth,
MYEPWD <SPACE> IN12345612345678
strengthen the financial position, long term viability, future
2. Example for CDSL: growth, meet capital requirements of the Company and its
affiliates / subsidiaries / associates / joint ventures and for general
MYEPWD <SPACE> 1402345612345678 corporate purposes, the Board of Directors of the Company at its
3. Example for Physical: meeting held on May 25, 2024 proposed to obtain an enabling
approval of Members without the need for any further approval
MYEPWD <SPACE> XXXX1234567890 from the Members, for Issuance of Foreign Currency Convertible
Bonds and/or any other similar securities which are convertible or
b. If e-mail address or mobile number of the member exchangeable into equity shares and/or preference shares and/or
is registered against Folio No. / DP ID Client ID, then any other financial instrument(s)/ securities convertible into and/
on the home page of https://evoting.kfintech.com/, or linked to equity shares of the Company (‘Securities’), in one
the member may click “Forgot Password” and enter or more issuances and/or tranches through private placement,
Folio No. or DP ID Client ID and PAN to generate a public offerings, and/or any combination thereof or any other
password. method as may be permitted under applicable laws provided that
xii. Members who may require any technical assistance or the aggregate amount raised / to be raised by issuance of such
support before or during the AGM are requested to contact securities shall not exceed fifty percent of the then networth of
KFintech at Toll free number 1800-309-4001 or write to the Company i.e. the networth to be computed at the time of
them at evoting@kfintech.com. issue of Securities.
Issuance of Securities may result in the issuance to investors who
14. The Board of Directors have appointed Shri Anil Lohia,
may not be Members of the Company. Therefore, consent of the
Partner or in his absence Shri Khushit Jain, Partner of M/s
Members is being sought, for passing the Special Resolution as
Dayal and Lohia, Chartered Accountants, Mumbai, as the
set out in the Notice, pursuant to Section 62 of the Companies
Scrutinizer, to scrutinize the voting process in a fair and
Act, 2013, as amended and any other law for the time being
transparent manner. The Scrutinizer will submit his Report
in force and being applicable and in terms of the provisions of
to the Chairperson of the AGM or any person authorized
the Listing Regulations, as amended. The equity shares, if any,
by him after completion of the scrutiny and the results
allotted on issue, conversion of Securities shall rank pari passu
of the voting will be announced after the AGM of the
in all respects with the existing Equity Shares of the Company.
Company. Subject to receipt of requisite number of votes,
the Resolutions shall be deemed to be passed on the date The resolution proposed is enabling approval and the exact
of the AGM. The result of the voting will be submitted to combination of instrument(s), exact price, proportion and
the Stock Exchange(s), where the shares of the Company timing of the issue of the Securities in one or more tranches
are listed and posted on the website of the Company at and/or issuances and the detailed terms and conditions of such
12
Reliance Power Limited
Notice
tranche(s)/ issuances will be decided by the Board in consultation placement on private placement basis to Qualified Institutional
with lead managers, advisors and such other authorities and Buyers (‘QIBs’), in accordance with the provisions of Chapter VI
agencies as may be required to be consulted by the Company of the Securities and Exchange Board of India (Issue of Capital
in due consideration of prevailing market conditions and other and Disclosure Requirements) Regulations, 2018, as amended
relevant factors after meeting the specific requirements in (‘SEBI ICDR Regulations’) and other applicable laws, regulations,
a manner and subject to limit as more particularly set out in rules and guidelines, as set out in the Special Resolution at Item
the resolution at Item No. 4 of the accompanying Notice. The No. 5 of the accompanying Notice.
proposal therefore seeks to confer upon the Board the absolute
discretion and adequate flexibility to determine the terms of In view of above, the Board may, in one or more tranches,
issue(s) and to take all steps which are consequential, incidental issue and allot equity shares and / or non-convertible debt
and ancillary. instruments along with warrants and / or convertible securities
other than warrants, which are convertible or exchangeable
The pricing of the offer would be in accordance with the into equity shares on such date(s) as may be determined by
provisions of the Securities and Exchange Board of India (Issue the Board but not later than 60 months from the date of
of Capital and Disclosure Requirements) Regulations, 2018 (the allotment or such other time period as may be prescribed under
“SEBI (ICDR) Regulations”), Listing Regulations, the Foreign law (collectively referred to as ‘QIP Securities’) to QIBs on a
Exchange Management Act, 1999, the Companies Act, the private placement basis for an aggregate amount not exceeding
Issue of Foreign Currency Convertible Bonds and Ordinary Shares twenty-five percent of the then networth of the Company
(Through Depository Receipt Mechanism) Scheme, 1993, i.e. the networth to be computed at the time of issue of QIP
the Foreign Exchange Management (Borrowing and Lending) Securities. The proposed issue of QIP Securities (‘QIP’) shall be
Regulations, 2018, the Master Direction – External Commercial subject to the provisions of applicable laws, including the SEBI
Borrowings, Trade Credits and Structured Obligations, 2019, the ICDR Regulations, including in relation to the pricing of the QIP
Foreign Exchange Management (Debt Instruments) Regulations, Securities. the ‘Relevant Date’ for determination of applicable
2019, the Foreign Exchange Management (Non-debt price for the issue of the QIP Securities shall be: (i) in case of
Instruments) Rules, 2019 or any other guidelines / regulations allotment of equity shares, the date of the meeting in which the
/ consents, each as amended, as may be applicable or required. Board of the issuer decides to open the proposed issue, or (ii)
FCCB pricing will be as per FCCB Scheme. The “Relevant Date” in case of allotment of eligible convertible securities, either the
for the purpose of determination of price of the securities shall date of the meeting in which the Board of the issuer decides
be the date as determined in accordance with the applicable to open the issue of such convertible securities or the date on
provisions of law and as mentioned in the resolution. In which the holders of such convertible securities become entitled
connection with the proposed issue of Securities, the Company to apply for the equity shares, as the case may be.
is required to, inter alia, identify investor, decide quantum of
each issue/tranche including terms thereof, prepare, approve The equity shares allotted or to be allotted upon exercise of right
and execute various documents. Accordingly, it is proposed to attached to the convertible securities shall rank pari passu in all
authorize the Board to do all such acts, deeds and things in this respects with the then existing equity shares of the Company.
regard for and on behalf of the Company. The equity shares shall be subject to the Memorandum and
Articles of Association 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) The pricing of the QIP Securities that may be issued shall be
read with Section 180(1)(a) of the Act or such other enhanced determined subject to such price not being less than the floor
limit as may be approved by the Members of the Company, price calculated in accordance with Chapter VI of the SEBI ICDR
from time to time. Regulations (‘QIP Floor Price’). Further, the Board may offer a
discount of not more than five per cent or such other percentage
None of the Directors, Key Managerial Personnel of the Company as permitted on the QIP Floor Price calculated in accordance
and their relatives are, in any way, concerned or interested, with the pricing formula provided under the under applicable
financially or otherwise, in this resolution except to the extent of provisions of Regulation 176 of SEBI ICDR Regulations. The QIP
their shareholding, if any. Securities issued pursuant to the offering would be listed on the
Indian stock exchanges.
The Board accordingly recommends the Special Resolution set
out at Item No. 4 of the accompanying Notice for the approval The proposed issue of QIP Securities as above may be made
of the Members. in one or more tranches in a manner and subject to limit as
more particularly set out in the resolution at Item No. 5 of
Item No. 5: the accompanying Notice. The proposed Special Resolution is
Issue of securities through qualified institutions placement on only enabling in nature and seeks to confer upon the Board the
a private placement basis to the qualified institutional buyers absolute discretion and adequate flexibility to determine the
terms of and quantum of issue(s) and to take all steps which are
In order to augment long term resources, enhance networth, consequential, incidental and ancillary.
strengthen the financial position, long term viability, future
growth, repayment of debt, meet capital requirements of the The QIP Securities issued pursuant to the QIP shall be within
Company and its affiliates / subsidiaries / associates / joint the overall borrowing limits of the Company in terms of Section
ventures and for general corporate purposes, the Board of 180(1)(c) read with Section 180(1)(a) of the Act or such
Directors of the Company at its meeting held on May 25, 2024 other enhanced limit as may be approved by the Members
proposed to obtain an enabling approval of Members, without the of the Company, from time to time. The QIP Securities, if
need for any further approval from the Members to undertake necessary, may be secured by way of mortgage / hypothecation
the proposed issue of securities through qualified institutions of the Company’s assets as may be finalised by the Board in
13
Reliance Power Limited
Notice
consultation with the Security Holders / Trustees in favour of this resolution, except to the extent of their shareholding in the
Security Holders/ Trustees for the holders of the said securities. Company, if any.
Section 62(1)(c) of the Act provides, inter-alia, that where The Board accordingly recommends the Special Resolution set
it is proposed to increase the subscribed share capital of the out at Item No. 5 of the accompanying Notice for the approval
Company by allotment of further shares, such further shares of the Members.
shall be offered to the persons, who on the date of the offer By Order of the Board of Directors
are holders of the equity shares of the Company, in proportion
to the capital paid-up on those shares as of that date unless Ramandeep Kaur
the Members decide otherwise. The proposed Special Resolution Company Secretary cum Compliance Officer
seeks the consent and authorisation of the Members to the
Board to offer, issue, allot and listing the QIP Securities as also Registered Office:
securities to be issued on exercise of warrants, in consultation Reliance Centre, Ground Floor,
19, Walchand Hirachand Marg,
with the lead managers, legal advisors and other intermediaries,
Ballard Estate,
to any persons, whether or not they are Members of the
Mumbai - 400001
Company.
CIN: L40101MH1995PLC084687
None of the Directors, Key Managerial Personnel and their Website: www.reliancepower.co.in
relatives are concerned or interested, financially or otherwise, in May 25, 2024
14
Reliance Power Limited
Directors’ Report
Dear Shareowners,
Your Directors present the 30th Annual Report and the Audited Financial Statements for the financial year ended March 31, 2024.
The performance of the Company for the financial year ended March 31, 2024, is summarised below:
(` in lakhs)
Particulars Financial Year ended March 31, 2024 Financial Year ended March 31, 2023*
(Standalone) (Consolidated) (Standalone) (Consolidated)
Total Income 10,963 8,26,023 12,139 7,85,396
Profit / (Loss) Before Tax 4,895 (1,85,435) 65,471 (33,898)
Less: Provision for Taxation (Net) - 21,403 - 6,391
Profit / (Loss) After Tax 4,895 (2,06,838) 65,471 (40,289)
*Previous year figures have been regrouped/reclassified wherever required.
Business Operations Reliance Bangladesh LNG and Power Limited (RBLPL) is currently
During the year 2023-24, the operating plants of the Company, establishing a 718 MW (net) power plant at Meghnaghat, near
set up through its subsidiary companies, performed exceedingly Dhaka in Bangladesh. This project is being executed together
well on efficiency parameters. with strategic partner JERA Power International (Netherlands),
a subsidiary of JERA Co. Inc. Japan. The temporary gas pipeline
The Company’s Sasan Ultra Mega Power Plant (UMPP) connection was completed in February 2024, and the project is
(Capacity 3,960 MW) continued its impressive performance with anticipated to commence commercial operations by December
generation of 32,530 Million Units (MUs) with Plant Load Factor 2024.
(PLF) of 93.5% which demonstrates its efficiency and reliability.
Compared to the all India average PLF of approximately 69%, Management Discussion and Analysis
Sasan UMPP is operating at an exceptional level.
Management Discussion and Analysis Report for the year under
The Sasan UMPP stands as one of the largest integrated coal- review, as stipulated under Regulation 34(2) of Securities and
based power plants globally. It is complemented by the Moher Exchange Board of India (Listing Obligations and Disclosure
and Moher Amlohri Extension captive coal mines, which fulfill Requirements) Regulations, 2015, as amended (the ‘Listing
the plant’s fuel requirements. In the past year, the Sasan Coal Regulations’), is presented in a separate section forming part of
Mine efficiently managed a total volume of 77.8 million Bank this Annual Report.
Cubic Meters (BCM), including an overburden of 65.6 million
BCM, making it one of the biggest mine in the country in terms Allotment of Equity Shares
of the overall volume handled.
During the year under review, the Company issued and
The Rosa Thermal Power Plant, with a capacity of 1,200 MW, allotted 7.60 crore Equity Shares of ` 10/- each to Reliance
achieved a total generation of 7,610 MUs during the current Commercial Finance Limited, a wholly owned subsidiary of
fiscal year, demonstrating consistent year-on-year performance. Authum Investment and Infrastructure Limited consequent
Additionally, Rosa Power received prestigious awards from the upon conversion / appropriation of its existing outstanding
Confederation of Indian Industry (CII), including the Kaizen dues, at an issue price of ` 20/- (including premium of ` 10/-
Award, Total Employee Involvement Award, and Digital ) per equity share, by way of preferential issue on a private
Transformation Award, at the 16th International Cluster Summit placement basis in terms of the Securities Exchange Board of
in 2023. India (Issue of Capital and Disclosure Requirements) Regulations,
The Solar Photovoltaic (PV) plant, with a capacity of 40 MW, 2018. Further, the Company has also issued and allotted
utilizing photovoltaic panels to directly convert sunlight into 20.58 crore equity shares of `10/- each to VFSI Holdings Pte.
electricity, generated 59.4 MUs during the year. Further, the Limited for cash at a price of ` 15.55/- (including premium of
100 MW Concentrated Solar Power (CSP) plant, concentrating ` 5.55/-) per equity share upon conversion of equivalent
solar energy using mirrors to heat water to generate steam number of warrants. The Company has received ` 240 crores
to drive turbines, produced 35.56 MUs during the year and being balance 75% of the issue price of the warrants. The said
contributed to cleaner and greener energy production. funds have been fully utilized for the purpose for which it was
The Company’s 45 MW wind power generation project in raised. The aforesaid equity shares rank pari passu in all respects
Vashpet, Sangli District, Maharashtra, achieved an annual with the existing equity shares of the Company.
generation of 50.96 MUs during the year. Post completion of the issuance, the equity paid up share
The Butibori Power Project, a coal-based thermal plant with a capital of the Company has increased from ` 3735.21 crore
capacity of 600 MW, was not in operation throughout the year. divided into 3,73,52,05,966 Equity Shares of `10/- each to
The company is actively working on a resolution plan to address ` 4016.97 crore divided into 4,01,69,70,966 Equity Shares of
this situation. ` 10/- each.
15
Reliance Power Limited
Directors’ Report
At the time of settlement, the valuation of security has depleted During the period under review, Shri Punit Garg was appointed as
by more than seventy-five percent of its original value, based an Additional Director in the capacity of Non-Executive Director
on the book value of the assets due to business losses of the with effect from May 03, 2023, subject to the approval of
Company. the Members. Thereafter, the Members of the Company duly
approved his appointment on July 28, 2023 at the Annual
Dividend General Meeting of the Company.
During the year under review, the Board of Directors has not Pursuant to Section 149(6) of the Act, the Company, has received
recommended dividend on the Equity Shares of the Company. declarations from all the Independent Directors of the Company
The Dividend Distribution Policy of the Company is available on confirming that they meet with the criteria of Independence as
the Company’s website at the link https://www.reliancepower. prescribed under the Act and the Listing Regulations. The details
co.in/documents/2181716/2364859/Dividend_Distribution_ of programme for familiarisation of Independent Directors with
Policy_RPower.pdf the Company, nature of the industry in which the Company
operates and related matters are uploaded on the website of
Deposits
the Company at the link: https://www.reliancepower.co.in/
The Company has not accepted any deposits from the public documents/2181716/13395902/Familiarization_Pogramme_
falling within the ambit of Section 73 of the Companies Act, for_Independent_Directors.pdf
2013 (‘the Act’) and the Companies (Acceptance of Deposits)
In the opinion of the Board, the Independent Directors possess
Rules, 2014. There are no unclaimed deposits, unclaimed/
the requisite expertise and experience and are persons of high
unpaid interest, refunds due to the deposit holders or to be
integrity and repute. They fulfill the conditions specified in
deposited with the Investor Education and Protection Fund as the Act and the Listing Regulations made thereunder and are
on March 31, 2024. independent of the management.
Particulars of Loans, Guarantees or Investments Key Managerial Personnel (KMP)
The Company has complied with the applicable provisions of During the year under review, Shri Ashok Kumar Pal, Chief
Section 186 of the Act during the under review. Pursuant to Financial Officer (CFO), was appointed as Manager of the
Section 186 of the Act, details of the Investments made by Company and Smt. Ramandeep Kaur was appointed as Company
the Company are provided in Note no. 3.2(a) of the standalone Secretary cum Compliance Officer of the Company under Section
financial statement. 203 of the Act with effect from May 03, 2023 in place of Shri
Murli Manohar Purohit, Manager and Company Secretary cum
Subsidiaries and Associate Companies
Compliance Officer.
The summary of the performance and financial position of Shri Ashok Kumar Pal, Manager & Chief Financial Officer and
each of the subsidiary companies and associates are presented Smt. Ramandeep Kaur, Company Secretary cum Compliance
in Form AOC-1 and in Management Discussion and Analysis Officer are the Key Managerial Personnel of the Company.
report forming part of this Annual Report. Also, a report on the
performance and financial position of each of the subsidiaries Evaluation of Directors, Board and Committees
and associates as per the Act is provided in the consolidated The Nomination and Remuneration Committee of the Board of
financial statement. the Company has devised a policy for performance evaluation of
The Policy for determining material subsidiary company, as the Directors, Board and its Committees, which includes criteria
approved by the Board, may be accessed on the Company’s for performance evaluation.
website at the link https://www.reliancepower.co.in Pursuant to the provisions of the Act and the Listing Requlations,
documents/2181716/2364859/Policy_for_Determining_ the Board has carried out an annual performance evaluation of
Material_Subsidiary_2023.pdf its own performance, the Directors individually as well as the
evaluation of the working of the Committees of the Board. The
Standalone and Consolidated Financial Statements
Board performance was evaluated based on inputs received
The audited financial statements of the Company drawn up from all the Directors after considering the criteria such as Board
both on standalone and consolidated basis, for the financial year composition and structure, effectiveness of Board / Committee
ended March 31, 2024, in accordance with the requirements of processes and information provided to the Board, etc.
the Companies (Indian Accounting Standards) Rules, 2015 (“Ind
Pursuant to the Listing Regulations, performance evaluation of
AS”) notified under Section 133 of the Act, read with relevant
Independent Directors was done by the entire Board, excluding
rules and other accounting principles. The Consolidated Financial
the Independent Director being evaluated.
Statements have been prepared in accordance with Ind AS and
relevant provisions of the Act based on the financial statements A separate meeting of the Independent Directors was also held
received from subsidiaries and associates, as approved by their for the evaluation of the performance of Non-Independent
respective Board of Directors. Directors and the performance of the Board as a whole.
16
Reliance Power Limited
Directors’ Report
Policy on Appointment and Remuneration for Directors, Key Company on materiality of related party transactions, or which
Managerial Personnel and Senior Management Employees 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 Nomination and Remuneration Committee of the
the Companies (Accounts) Rules, 2014, as amended.
Board has devised a policy for selection, appointment and
remuneration of Directors, Key Managerial Personnel and Senior All the required Related Party Transactions were placed before
Management Employees. The Committee has also formulated the Audit Committee for approval. Omnibus approval of the
the criteria for determining qualifications, positive attributes Audit Committee was obtained for the transactions, which
and independence of Directors. The Policy, inter alia, covers were of a repetitive nature. The transactions entered into
the details of the remuneration of Non-Executive Directors, pursuant to the omnibus approval so granted, were reviewed
Key Managerial Personnel and Senior Management employees, and statements giving details of all Related Party Transactions
their performance assessment and retention features. The were placed before the Audit Committee on a quarterly basis.
Policy has been put up on the Company’s website at https:// The policy on Related Party Transactions as approved by the
www.reliancepower.co.in/documents/2181716/2364859/ Board is uploaded on the Company’s website at the link https://
Remuneration_Policy_25052024_new.pdf www.reliancepower.co.in/documents/2181716/2364859/
Policy_for_Related_Party_Transaction_2023.pdf
Directors’ Responsibility Statement
Your Directors draw attention of the Members to Note no. 11
Pursuant to the requirements under Section 134(5) of the Act
to the Standalone financial statement, which sets out related
with respect to Directors’ Responsibility Statement, it is hereby
party disclosures pursuant to Ind AS and Schedule V of Listing
confirmed that:
Regulations.
i. In the preparation of the annual financial statement, for
Material Changes and Commitments, if any, affecting the
the financial year ended March 31, 2024, the applicable
financial position of the Company
Accounting Standards had been followed along with proper
explanation relating to material departures, if any; The Company has concluded the slump sale/transfer of the
Wind Power Project for a cash consideration of `132.39 crore
ii. The Directors had selected such accounting policies
(net of TDS) on April 12, 2024. Apart from this transaction,
and applied them consistently and made judgments and
there have been no material changes or commitments affecting
estimates that are reasonable and prudent so as to give a
the financial position of the Company between the close of the
true and fair view of the state of affairs of the Company as
financial year and the date of this report.
at March 31, 2024 and of the Profit of the Company for
the year ended on that date; Meetings of the Board
iii. The Directors had taken proper and sufficient care for the During the financial year ended March 31, 2024, five Board
maintenance of adequate accounting records in accordance Meetings were held. Details of meetings held and attended by
with the provisions of the Companies Act for safeguarding each Director are given in the Corporate Governance Report
the assets of the Company and for preventing and detecting forming part of this Annual Report.
fraud and other irregularities;
Audit Committee
iv. The Directors had prepared the annual financial statements
for the financial year ended March 31, 2024 on a ‘going As on date, Audit Committee of the Board comprises of
concern’ basis; Independent Directors namely Shri Ashok Ramaswamy as
Chairman, Smt. Chhaya Virani, Smt. Manjari Ashok Kacker and
v. The Directors had laid down internal financial controls to Shri Vijay Kumar Sharma as Members.
be followed by the Company and such internal financial
controls are adequate and are operating effectively; and During the year, all the recommendations made by the Audit
Committee were accepted by the Board.
vi. The Directors had devised proper systems to ensure
compliance with the provisions of all applicable laws and Auditors and Auditors’ Report
that such systems were adequate and operating effectively.
M/s. Pathak H.D. & Associates LLP, Chartered Accountants, were
Contracts and Arrangements with Related Parties appointed as statutory auditors of the Company at the 27th
All contracts, arrangements and transactions entered into by the Annual General Meeting of the Company held on September 14,
Company during the financial year under review with related 2021 to hold office for a term of 5 (five) consecutive years until
parties were at an arm’s length basis and in the ordinary course the conclusion of 32nd Annual General Meeting of the Company.
of business.
The Company has received confirmation from M/s. Pathak
There were no materially significant related party transactions H.D. & Associates LLP, Chartered Accountants that they are not
made by the Company with Promoters, Directors, Key disqualified from continuing as the Auditors of the Company.
Managerial Personnel or other designated persons, which could
have potential conflict with the interest of the Company at large. Your Directors draw attention of the Members to the Page
no. 226 of this report which sets out the impact of Audit
During the year under review, the Company has not entered Qualifications on Consolidated Financial Statements.
into any contract/ arrangement/transaction with related parties
which could be considered material and required approval of The observations and comments given by the Auditors in
members of the Company, in accordance with the policy of their report, read together with notes on Standalone financial
17
Reliance Power Limited
Directors’ Report
statements are self-explanatory and hence do not call for any Particulars of Employees and Related Disclosures
further comments under section 134 of the Act.
In terms of the provisions of Section 197(12) of the Act
No fraud has been reported by the Auditor to the Audit read with Rule 5(2) & 5(3) of the Companies (Appointment
Committee or the Board. and Remuneration of Managerial Personnel) Rules, 2014, as
amended, a statement showing the names and other particulars
Cost Auditors of the employees drawing remuneration in excess of the limits
set out in the said Rules are provided in the Annual Report.
Pursuant to the provisions of the Act and the Companies (Audit
and Auditors) Rules, 2014, the Board of Directors have appointed Disclosures relating to the remuneration and other details as
M/s. V.J. Talati & Co., Cost Accountants, as the Cost Auditors of required under Section 197(12) of the Act read with Rule
the Company in respect of its 45 MW Wind Project at Vashpet, 5(1) of the Companies (Appointment and Remuneration of
Dist. Sangli, Maharashtra, for the financial year ending March Managerial Personnel) Rules, 2014, as amended, also form part
31, 2025 and their remuneration is subject to ratification by of this Annual Report.
the Members at the ensuing Annual General Meeting of the
Company. However, having regard to the provisions of second proviso to
Section 136(1) of the Act, the Annual Report excluding the
The Provisions of Section 148(1) of the Act continue aforesaid information, is being sent to all the Members of the
to apply to the Company and accordingly the Company and others entitled thereto. Any member interested in
Company has maintained cost accounts and records in obtaining the same may write to the Company Secretary and will
respect of the applicable products for the year ended March be furnished on request.
31, 2024.
Conservation of Energy, Technology Absorption and Foreign
Secretarial Standards Exchange Earnings and Outgo
During the year under review, the Company has complied with The particulars as required to be disclosed in terms of Section
the applicable Secretarial Standards issued by The Institute of 134(3)(m) of the Act read with Rule 8 of the Companies
Company Secretaries of India. (Accounts) Rules, 2014, are given in Annexure – B forming part
of this Report.
Secretarial Audit & Secretarial Compliance Report
Corporate Governance
Pursuant to the provisions of Section 204 of the Act read
with the Companies (Appointment and Remuneration of
The Company has adopted Corporate Governance Policies and
Managerial Personnel) Rules, 2014, the Board of Directors
Code of Conduct, which sets out the systems, processes and
has appointed M/s. Ajay Kumar & Co., Company Secretaries in
policies conforming to the international standards. The report on
Practice, to undertake the Secretarial Audit of the Company.
Corporate Governance as stipulated under Regulation 34(3) read
There is no qualification, reservation or adverse remark made by
with para C of Schedule V of the Listing Regulations is presented
the Secretarial Auditors in the Secretarial Audit Report for the
in a separate section forming part of this Annual Report.
Financial Year ended March 31, 2024. The Audit Report of the
Secretarial Auditors of the Company and its material subsidiaries
A certificate from M/s. Ajay Kumar & Co., Practicing Company
for the financial year ended March 31, 2024 are attached hereto
Secretaries, confirming compliance to the conditions of Corporate
as Annexure A1 to A3.
Governance as stipulated under Para E of Schedule V to the
Pursuant to Regulation 24A of the Listing Regulations, the Listing Regulations is enclosed to this Report.
Company has obtained Secretarial Compliance Report from a
Practicing Company Secretary on compliance of all applicable Whistle Blower / Vigil Mechanism
SEBI Regulations and circulars/ guidelines issued there under and
copy of the same shall be submitted to the Stock Exchanges In accordance with Section 177 of the Act and Regulation 22
within the prescribed due date. of the Listing Regulations, the Company has formulated a Vigil
Mechanism to address the genuine concerns, if any, of the
The observations and comments given by the Secretarial Auditor Directors and employees, the policy has been overseen by the
in the Report are self-explanatory and hence do not call for any Audit Committee. Every Person has direct access to the Chairman
further comments under section 134 of the Act. of the Audit Committee.
Annual Return The details of the same have been stated in the Report on
Corporate Governance and the policy can also be accessed on
Pursuant to Section 92(3) read with Section 134(3)(a) of the
the Company’s website at the link https://www.reliancepower.
Act, the Annual Return for the financial year 2023-24 is uploaded
co.in/documents/2181716/2364859/Whistle_Blower_Vigil_
on the Company’s website and can be accessed at the link
Mechanism_Policy_25052024.pdf
https://www.reliancepower.co.in/web/reliance-power/
annual-return
18
Reliance Power Limited
Directors’ Report
Risk Management To reflect the role of the CSR Committee in reviewing and
monitoring the Business Responsibility and Sustainability
The Board of the Company has constituted a Risk Management related initiatives of the Company, the Board has renamed the
Committee which consists of Independent Directors and also Committee as Corporate Social Responsibility and Sustainability
Senior Managerial Personnel of the Company. The details of the (CSRS) Committee.
Committee and its terms of reference, etc. are set out in the
Corporate Governance Report forming part of this Report. Significant and Material Orders, if any, passed by Regulators
or Courts or Tribunals
The Company has a Business Risk Management framework
No orders have been passed by the Regulators or Courts or
to identify, evaluate Business Risks and Opportunities. This
Tribunals which impact the going concern status of the Company
framework seeks to create transparency, minimize adverse
and its operations.
impact on the business objectives and enhances Company’s
competitive advantage. The Business Risk framework defines Internal Financial Controls and their adequacy
the Risk Management approach across the enterprise at various The Company has in place adequate internal financial controls
levels including documentation and reporting. with reference to financial statement across the organization.
The risks are assessed for each project and mitigation measures The same is subject to review periodically by the internal audit
are initiated both at the project as well as the corporate level. cell for its effectiveness. During the year under review, such
controls were tested and no reportable material weaknesses in
More details on Risk Management indicating development
the design or operations were observed.
and implementation of Risk Management policy including
identification of elements of risk and their mitigation are covered Business Responsibility & Sustainability Report
in Management Discussion and Analysis section, which forms
Business Responsibility & Sustainability Report for the year under
part of this Report.
review as stipulated under the Listing Regulations is presented
Compliance with provisions of Sexual Harassment of Women under separate section forming part of this Annual Report..
at Workplace (Prevention, Prohibition and Redressal) General
Act, 2013
During the year under review, the Company has not
The Company is committed to uphold and maintain the dignity transferred any amounts to reserves; not issued any equity
of women employees and it has in place a policy which provides shares with differential rights as to dividend, voting or
for protection against sexual harassment of women at work otherwise nor issued any sweat equity shares to its Directors
place and for prevention and redressal of such complaints. or Employees/shares under Employee Stock Option Scheme.
During the year under review, no such complaints were received. Also, no proceedings are pending under the Insolvency and
The Company has also constituted an Internal Compliance Bankruptcy Code, 2016.
Committee under the Sexual Harassment of Women at Acknowledgements
Workplace (Prevention, Prohibition and Redressal) Act, 2013.
Your Directors would like to express their sincere appreciation
Corporate Social Responsibility for the cooperation and assistance received from members,
debenture holders, debenture trustee, bankers, financial
The Company has constituted Corporate Social Responsibility institutions, government authorities, regulatory bodies and
(CSR) Committee in compliance with the Section 135 of the other business constituents during the year under review. Your
Act read with the Companies (Corporate Social Responsibility Directors also wish to place on record their deep sense of
Policy) Rules, 2014. The CSR Committee has formulated a appreciation for the commitment displayed by all executives,
Corporate Social Responsibility Policy (CSR policy) indicating officers and staff.
the activities to be undertaken by the Company. At present,
the CSR Committee of the Board consist of Independent
Directors namely Smt. Chhaya Virani, as Chairperson, Shri For and on behalf of the Board of Directors
Ashok Ramaswamy, Smt. Manjari Ashok Kacker and Shri Vijay
Kumar Sharma, as Members. The disclosure with respect to CSR
activities is given as Annexure - C. Chhaya Virani Ashok Ramaswamy
Director Director
The CSR policy formulated by the Committee may be (DIN:06953556) (DIN:00233663)
accessed on the Company’s website at the link https://www.
reliancepower.co.in/documents/2181716/2364859/CSR_ Mumbai
Policy.pdf May 25, 2024
19
Reliance Power Limited
Directors’ Report
Annexture - A1
[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]
To,
The Members,
Reliance Power Limited
CIN: L40101MH1995PLC084687
Reliance Centre, Ground Floor,
19, Walchand Hirachand Marg,
Ballard Estate,
Mumbai 400001
I have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate
practices by Reliance Power Limited (hereinafter called the Company). Secretarial Audit was conducted in a manner that provided
me a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my opinion thereon.
Based on my verification of the books, papers, minute books, forms and returns filed and other records maintained by the Company
and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of
Secretarial Audit, I hereby report that in my opinion, the company has, during the audit period covering the financial year ended on
March 31, 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:
I have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the
financial year ended on March 31, 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;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
(iv) 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 Borrowings;
(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;
(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 during the audit period)
(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 during the audit period)
(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021; (Not applicable during the
audit period)
(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; (Not applicable during the audit
period) and
(i) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
20
Reliance Power Limited
Directors’ Report
(a) The Electricity Act, 2003 and the rules made thereunder
I have also examined compliances with the applicable clauses of the following:
1. Secretarial Standards issued by The Institute of Company Secretaries of India with respect to Board and General Meetings.
2. Listing Agreements entered into by the Company with BSE Limited and National Stock Exchange of India Limited.
During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards,
etc. mentioned above except an inadvertent and minor delay of one day in submission of record date in terms of Regulation 60(2)
of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 in the month of March 2021. In compliance with the
same, inter alia, the fine has been paid by the Company on March 04, 2024 and no further action is required in this regard.
(i) The Board of Directors of the Company is duly constituted with proper balance of Non-Executive Directors, Women Director
and Independent Directors. The Company did not have any Executive Directors during the Audit period. 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.
(ii) Adequate notice is given to all Directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at
least seven days in advance. Further, where the notice, agenda and notes to agenda were given at a shorter period of time for
meetings scheduled to transact urgent business, the requirements of the secretarial standards were complied with and presence
of atleast one Independent Director was ensured.
(iii) 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.
(iv) All decisions at board meetings and committee meetings are carried out by unanimously as recorded in the minutes of meetings
of Board of Directors or the committees of the board, as the case may be.
I further report that there are adequate systems and processes in the Company commensurate with the size and operations of the
Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
(i) The Company has passed Special Resolution through Postal ballot on September 05, 2023 to create, offer, issue and allot by
way of preferential issue, from time to time, in one or more tranches upto 7,59,77,000 Equity shares of Face Value of `10/-
each of the Company (‘Equity Shares’) to Reliance Commercial Finance Limited (RCFL), a wholly owned subsidiary of Authum
Investment and Infrastructure Limited, consequent upon conversion/appropriation of its existing outstanding dues, at an issue
price of ` 20/- (including premium of ` 10/-) per equity share of the Company or such other price as may be determined
in accordance with the provisions of Chapter V of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.
Accordingly, 7,59,77,000 equity shares at a price of ` 20/- (including premium of `10/-) per equity share are issued and
allotted to RCFL on September 05, 2023. The Return of Allotment has been filed in Form PAS-3 on September 06, 2023.
(ii) The Company has allotted 20,57,88,000 Equity Shares of ` 10 /- each at an issue price of ` 15.55/- each to VFSI Holdings
Pte. Limited on March 13, 2024, consequent upon exercise of its right convert warrants into equivalent number of equity
shares.
(iii) Shri Murli Purohit has resigned as Manager and Company Secretary cum Compliance Officer of the Company w.e.f.
May 03, 2023.
(iv) Shri Ashok Kumar Pal was appointed as Manager of the Company w.e.f. May 03, 2023 and his appointment was approved by
the members of the Company by passing Ordinary Resolution at the Annual General Meeting held on July 28, 2023.
(v) Smt. Ramandeep Kaur was appointed as Company Secretary cum Compliance Officer of the Company w.e.f. May 03, 2023.
(vi) Shri Punit Garg was appointed as Additional Director of the Company w.e.f. May 03, 2023 and his appointment was regularised
by passing Ordinary Resolution at the Annual General Meeting held on July 28, 2023.
21
Reliance Power Limited
Directors’ Report
I further report
Auditor’s Responsibility
(i) The Audit has been conducted as per the applicable Auditing standards issued by the Institute of Company Secretary of India.
(ii) The Auditor has obtained reasonable assurance about the statements prepared; documents and records maintained by the
Company are free from misstatement.
(iii) The Auditor has responsibility only to express an opinion on the evidences collected, information received and records maintained
by the Company and given by the management.
(iv) The Secretarial Audit Report is neither an assurance as to future viability of the Company nor of the efficacy or effectiveness
with which the Management has conducted the affairs of the Company.
(Ajay Kumar)
Ajay Kumar & Co.
FCS No. 3399
C.P. No. 2944
UDIN: F003399F000447733
Peer Review Certificate No. 1119/2021
Date: May 25, 2024
Place: Mumbai
22
Reliance Power Limited
Directors’ Report
Annexture - A2
Form No. MR- 3
SECRETARIAL AUDIT REPORT OF SASAN POWER LIMITED
(Material Subsidiary of Reliance Power Limited)
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]
To,
The Members
Sasan Power Limited
CIN: U40102MH2006PLC190557
Reliance Center, Ground Floor,
19, Walchand Hirachand Marg,
Ballard Estate,
Mumbai 400001
I have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate
practices by Sasan Power Limited (hereinafter called the Company). Secretarial Audit was conducted in a manner that provided me
a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my opinion thereon.
Based on my verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained by the
Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct
of secretarial audit, I hereby report that in my opinion, the company has, during the audit period covering the financial year ended
on March 31, 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:
I have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the
financial year ended on March 31, 2024 according to the applicable 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) 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 Borrowings;
(iv) OTHER LAWS SPECIFICALLY APPLICABLE TO THE COMPANY
1. The Mines Act, 1952 and the rules & regulations made thereunder;
2. The Mines and Minerals (Development and Regulation) Amendment Act, 2023 the rules & regulations made thereunder;
3. The Coal Mines Provident Fund and Miscellaneous Provisions Act, 1948 and The Coal Mines Pension Scheme, 1998;
4. The Electricity Act, 2003 and the rules & regulations made thereunder;
5. The Explosives Act, 1884 and The Gas Cylinder Amendment Rules, 2022; The Explosives Amendment Rules, 2019;
6. The Indian Boilers Act, 1923; The Indian Boilers Regulation, 1950 and The Indian Boilers Amendment Regulation, 2022;
7. The Petroleum Act, 1934; The Petroleum Rules, 2002 and The Petroleum Amendment Rules, 2021.
I have also examined compliance with the applicable clauses of the Secretarial Standards issued by the Institute of Company
Secretaries of India.
During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards,
etc. mentioned above.
I further report that:
i) The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors
and Independent Directors. There was no change in the composition of the Board of Directors during the period under review.
ii) Adequate notice is given to all Directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at
least seven days in advance. Further, where the notice, agenda and notes to agenda were given at a shorter period of time for
meetings scheduled to transact urgent business, the requirements of the secretarial standards were complied with and presence
of atleast one Independent Director was ensured.
23
Reliance Power Limited
Directors’ Report
iii) 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.
iv) All decisions at board meetings and committee meetings are carried out unanimously as recorded in the minutes of meetings
of Board of Directors or the committees of the board, as the case may be.
v) The circular resolutions passed by the Board of Directors of the Company were approved with requisite majority.
I further report that there are adequate systems and processes in the Company commensurate with the size and operations of the
company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
I further report that during the audit period:
i) Shri Murli Manohar Purohit has resigned as Company Secretary of the Company w.e.f. April 28, 2023.
ii) Smt. Ramandeep Kaur has been appointed as Company Secretary of the Company w.e.f April 28, 2023.
I further report
Auditor’s Responsibility
(i) The Audit has been conducted as per the applicable Auditing standards issued by the Institute of Company Secretary of India.
(ii) The Auditor has obtained reasonable assurance about the statements prepared; documents and records maintained by the
Company are free from misstatement.
(iii) The Auditor has responsibility only to express an opinion on the evidences collected, information received and records maintained
by the Company and given by the management.
(iv) The Secretarial Audit Report is neither an assurance as to future viability of the Company nor of the efficacy or effectiveness
with which the Management has conducted the affairs of the Company.
(Ajay Kumar)
Ajay Kumar & Co.
FCS No. 3399
C.P. No. 2944
UDIN: F003399F000408991
Peer Review Certificate No.1119/2021
Date: May 21, 2024
Place: Mumbai
24
Reliance Power Limited
Directors’ Report
Annexture - A3
Form No. MR-3
SECRETARIAL AUDIT REPORT OF ROSA POWER SUPPLY COMPANY LIMITED
(Material Subsidiary of Reliance Power Limited)
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
Personnel) Rules, 2014]
To
The Members,
Rosa Power Supply Company Limited
CIN: U31101MH1994PLC243148
Reliance Centre, Ground Floor, 19, Walchand Hirachand Marg,
Ballard Estate, Mumbai 400001 Maharashtra, India.
We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate
practices by M/s Rosa Power Supply Company Limited (hereinafter called “the Company”). Secretarial Audit was conducted in a
manner that provided us a reasonable basis for evaluating the corporate conducts/ statutory compliances and expressing our opinion
thereon.
Based on our verification of the Company’s books, papers, 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”) the company has 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 March 31, 2024 according to the provisions of:-
1. The Companies Act, 2013 (the Act) and the rules made thereunder;
2. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder- Not Applicable
3. The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder
4. 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 Borrowings
5. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’)-
Not Applicable
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;
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;
g. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021;
h. The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018 ;
i. The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirement) Regulations, 2015
6. Other laws specifically applicable to the company:-
(a) The Electricity Act, 2003 and the rules & regulations made thereunder;
7. Other laws applicable to the company:-
The adequate systems and processes are in place to monitor and ensure compliance with general laws like labour laws,
environmental laws etc. to the extent of their applicability to the Company.
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Reliance Power Limited
Directors’ Report
We have also examined compliance with the applicable clauses of the Secretarial Standards issue by the Institute of Company
Secretaries of India.
During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards,
etc. mentioned above.
We further report that, the Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-
Executive Directors and Independent Directors. There was no change in the composition of the Board of Directors during the period
under review.
Adequate notice is given to all Directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least
seven days in advance. Further, where the notice, agenda and notes to agenda were given at a shorter period of time for meetings
scheduled to transact urgent business, the requirements of the secretarial standards were complied with and presence of atleast one
Independent Director was ensured.
Adequate system exists for seeking and obtaining further information and clarification on the agenda items before the meeting and
for meaningful participation at the meeting.
All decisions at Board Meetings & Committee Meetings are carried out unanimously as recorded in the minutes of the meetings of
the Board of Directors or the Committees of the Board, as the case may be.
The circular resolutions passed by the Board of Directors of the Company were approved with requisite majority.
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 compliances with applicable laws, rules, regulations and guidelines.
We further report that:-
1. Ms Snigdha Khandelwal has resigned as Company Secretary of the Company w.e.f June 21, 2023.
2. The Company has appointed Shri Sairam Ankush Majgaonkar as a Company Secretary of the Company w.e.f August 08, 2023.
Ashita Kaul
Date: - May 21, 2024 Proprietor
Place: -Thane FCS 6988/ CP 6529
UDIN: F006988F000382891
Peer review No : 1718/2022
Note: This report is to be read with our letter of even date which is annexed as ‘Annexure A’ and forms an integral part of this.
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Reliance Power Limited
Directors’ Report
Annexure-A
To
Rosa Power Supply Company Limited
Reliance Centre, Ground Floor, 19, Walchand Hirachand Marg,
Ballard Estate, Mumbai 400001 Maharashtra, India
Ashita Kaul
Date: - May 21, 2024 Proprietor
Place: -Thane FCS 6988/ CP 6529
Peer review No: 1718/2022
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Reliance Power Limited
Directors’ Report
Annexure B
Disclosure under Section 134(3)(m) of the Act, read with Rule 8 of the Companies (Accounts) Rules, 2014
A. Conservation of energy
ii. The steps taken by the Company for utilizing alternate sources of energy
During the year under review, the Company had a Wind Project with 45 MW capacity, located at Vashpet in District Sangli,
Maharashtra. Since the project uses the renewable wind energy towards generation of electricity, no other alternative
sources of energy was required to be explored.
i. The efforts made towards technology absorption: The Company uses latest technology and equipments
in its business.
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):
N.A.
iv. The expenditure incurred on Research and Development: No cost was incurred towards Research and Development.
C. Foreign Exchange earnings and outgo
Total Foreign Exchange earnings: Nil
Total Foreign Exchange outgo: ` 2,621 lakh
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Reliance Power Limited
Directors’ Report
Annexure C
Annual Report on Corporate Social Responsibility (CSR) activities for the Financial Year 2023-24
3. Provide the web-link where Composition of CSR Committee, CSR Policy and CSR projects approved by the Board are
disclosed on the website of the company.
Our CSR Policy is placed on the website of the Company at the link https://www.reliancepower.co.in/
documents/2181716/2364859/CSR_Policy.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. Financial Year Amount available for set-off from Amount required to be set- off for the financial
No. preceding financial years (in `) year, if any (in `)
Nil
6. Average net profit of the company as per section 135(5) : Nil (Loss of ` 59,721 lakhs)
7. (a) Two percent of average net profit of the company as per section 135(5) : Not Applicable in the view of losses, (Loss
of ` 1194 lakh)
(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
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Reliance Power Limited
Directors’ Report
(b) Details of CSR amount spent against ongoing projects for the financial year:
Sr. Name Item from Local Location of the Project Amount Amount Amount Mode of Mode of
No. of the the list of area project duration allocated spent transferred Implementation Implementation –
Project activities in (Yes/ for the in the to - Through Implementing
Schedule No) project current Unspent Direct (Yes/No) Agency
VII to the (in `) financial CSR
Act Year Account
(in `) for the
project as
per Section
135(6)
(in `)
State District Name CSR
Registration
number
Nil
(c) Details of CSR amount spent against other than ongoing projects for the financial year:
Sr. Name Item from the Local Location of the Amount spent Mode of Mode of
No. of the list of activities area project in the current implementati implementation –
Project in schedule VII (Yes/ financial year on - Direct Through implementing
to the Act. No) (in `) (Yes/No) agency
State District Name CSR
Registration
number
Nil
(f) Total amount spent for the Financial Year (8b+8c+8d+8e) : Nil
9. (a) Details of Unspent CSR amount for the preceding three financial years:
Sr. Preceding Amount transferred Amount spent in Amount transferred to any fund Amount remaining
No. Financial to Unspent CSR the specified under Schedule VII as to be spent in
Year Account under reporting Financial per section 135(6), if any. succeeding financial
section 135 (6) (in Year (in `) years. (in `)
Name of Amount Date of
`)
the Fund (in `) transfer
Nil
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Reliance Power Limited
Directors’ Report
(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s):
Sr. Project ID Name Financial Project Total Amount Cumulative Status of the
No. of the Year in duration amount spent on the amount spent project -
Project which the allocated project in at the end Completed
project was for the the reporting of reporting /Ongoing
commenced project Financial Financial Year
(in `) Year (in `) (in `)
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
Amount of CSR spent for creation or acquisition of capital asset : Not Applicable
(b) Details of the entity or public authority or beneficiary under whose name such capital asset is registered, their address
etc : Not Applicable
(c) 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, hence, no funds were set aside
and spent by the Company towards Corporate Social Responsibility during the year under review.
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Reliance Power Limited
Forward looking statements During the Financial Year 2023-24, the Indian power sector
witnessed:
Statements in this Management Discussion and Analysis of
Financial Condition and Results of Operations of the Company • Less than targeted addition to installed generation capacity;
describing the Company’s objectives, expectations or predictions
• Continued growth in power demand owing to increased
may be forward looking within the meaning of applicable
economic activity;
securities laws and regulations. Forward looking statements are
based on certain assumptions and expectations of future events.
• Increase in overall Thermal PLF to 69.07% in financial year
ended 2024, an increase of 5% over financial year ended
The Company cannot guarantee that these assumptions and 2023;
expectations are accurate or will be realised. The Company
assumes no responsibility to publicly amend, modify or revise • Increased volume of trading in power exchanges;
forward looking statements, on the basis of any subsequent
developments, information or events. Actual results may differ • Continued efforts towards resolution of stressed generation
materially from those expressed in the statement. Important assets in the private sector;
factors that could influence the Company’s operations include
availability and cost of fuel, determination of tariff and such • Continued challenges facing Discoms:
other charges and levies by the regulatory authority, changes in
Government regulations, tax laws, economic developments and high level of Aggregate Technical and Commercial
such other factors. losses (AT & C Losses);
Unless otherwise specified or the context otherwise requires, all • ensuring timely recovery of costs due to change in law, for
references herein to “we”, “us”, “our”, “the Company”, “Reliance” entities across power supply chain; and
or “Reliance Power” are to Reliance Power Limited and/or its
subsidiary companies. • deepening of power markets through introduction of RTM,
GTAM, GDAM markets.
Indian Power Sector, Opportunities and Threats
As per the projections of National Electricity Plan for the period
2022-32, the required coal and lignite based installed capacity
Indian Economy, being the fifth largest economy in the world,
will be 283 GW by 2031-2032 as against the present installed
has achieved the GDP growth of 7.6% in 2023-24 and with
capacity of 218 GW. The Government has decided to add new
the focus of Government on Infrastructure and Manufacturing
coal-based thermal power capacity of ~80 GW by 2031-32 to
sector, GDP growth forecast of ~ 7% is projected by RBI. Power
meet the increasing power demand in the country. Further, India
demand of the country has increased at an unprecedented rate
has ambitious target for energy transition and plans to have 500
due to rapid growth of the economy. Further, with the country GW of non-fossil based installed capacity by 2030.
aspiring to become the third largest economy in the world by
achieving the GDP of US$ 5 trillion and more, India needs The renewed thrust on the thermal power capacity addition by
24x7 availability of power for its economic growth; however, Government of India presents growth opportunities for existing
this objective cannot be achieved by the sources of renewable successful thermal power players.
energy alone in view of its inherent intermittent nature. Hence,
the government has renewed its focus on coal-based thermal Demand and supply outlook
capacity addition for meeting growing energy needs. More so,
in view of its capacity to balance the energy output as well On the demand side, India’s per capita power consumption is at
as capacity to meet the base load requirement, considering the ~1331 kWh/year (as on March 31, 2023), is still about one-
fast-growing renewable energy generation. third of the world’s average ~3600 kWh/year consumption.
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Reliance Power Limited
Growing population; increasing electrification & universal access as well as lack of timely and adequate tariff revisions to help
to power; rising per-capita usage and expansion in economic recover costs.
activities including penetration of Electric Vehicles (EV) in both
consumer and industrial segments, are expected to boost the Recognizing the difficulties faced by the DISCOMs, the
growth in the power consumption. Government has implemented a set of comprehensive
measures under UDAY (Ujwal DISCOM Assurance Yojana)
In the financial year 2024, peak power demand increased by to help distribution utilities achieve operational and financial
12.7 percent to an all-time high of ~243 GW, whereas in turnaround. UDAY scheme was targeted to lower AT&C
energy terms it increased by 7.6 percent to ~1627 BU. losses, reduce gap between ACS and ARR (Cost and Tariff
rate) and improve operational efficiency of DISCOMs.
Power Generation Capacity Additionally, efforts from Energy Efficiency Services (EESL)
to replace conventional meters with smart meters are
In terms of capacity, there has been a year-on-year increase of targeted at improving billing efficiency, leading to higher
nearly 18 GW in installed power generation capacity (434 GW revenue realisation by DISCOMs. With experience gained
in FY24 vis-a-vis 416 GW in FY23). from implementation of UDAY scheme, Government has
rolled out a revamped reforms-based result-linked power
There has been a progressive shift towards renewable sources distribution sector scheme to support DISCOMs. The
Scheme envisages an outlay of about ` 3 lakh crores over a
(mainly solar & wind). In the last 5 years, the share of renewable
duration of financial year 2022 to 2026. Key objective of
energy in the installed capacity has increased from ~35% (~123
the Scheme is to reduce AT&C losses to pan-India levels of
GW in March 2019) to ~42% (~183 GW in March 2024).
12-15% and ACS-ARR gap to zero by financial year 2025.
However, thermal power, in view of its inherent capacity to As a result of reform measures taken under the scheme,
mitigate the sudden spurt in demand as well as its reliable and AT&C losses have come down to 15.41% (provisional) in
sustainable generation capacities, shall continue to remain vital FY 22-23. The direct impact of this will be on reducing the
source of power generation for meeting the power requirement ACS-ARR gap which will ultimately benefit end consumers
of the country, hence, under the renewed thrust, thermal power for getting quality supply.
generation capacities shall continue to grow so as to have the
projected capacity of ~ 283 GW by 2031-32 as against the Additional measures, such as privatization of DISCOMs
present installed capacity of 218 GW. in union territories; and amendment to Electricity Act to
give consumer a choice of supplier, when implemented
Key risks and concerns effectively, are likely to positively impact the sector in the
long run.
Power sector is a highly capital-intensive business with long
gestation periods before commencement of revenue streams, The turnaround of DISCOMs will help generating companies
especially for the projects using conventional technology. in mitigating counterparty risks both in terms of payment
Coal-based power projects have an average development and security and increased demand for power.
construction period of 7 to 8 years and an even longer operating
period (over 25 years). Since most of the projects have such a c) Gas - Continuing supply deficit
long-time frame, there are certain inherent risks in both, internal
and external environment. The Company monitors the external
Viability of existing as well as newly developed gas-based
environment and manages its internal environment to mitigate
power plants, aggregating to nearly 25 GW capacity, is
the risks / concerns on a continuous basis. Some of the key areas
adversely impacted due to lack of adequate domestic
that need continuous monitoring within the sector are:
gas supply in the country. This industry-wide issue, which
has led to practically entire gas-based capacity in the
a) Enhanced focus on ESG norms
country getting stranded, continues to await a long-term
resolution. However, considering the ensuing power deficits,
There has been enhanced focus on ESG norms primarily
driven by environmental dimension of ESG and climate government has come out with different schemes to bring
change awareness. Indian authorities are also giving gas-based generation capacity into operation to meet peak
increased attention to these norms. SEBI has come out demand.
with a circular for a detailed disclosure on these parameters
and the required data is disclosed under the Business d) Implementation of New Environment (Protection) Norms
Responsibility and Sustainability Report as attached with
the annual report. The Company complies with required With notification of the Environment (Protection)
operating norms of power generation as well continue Amendment Rules, 2015, all coal-based power plants are
to follow the best operating practices on the social and required to meet the revised emission norms.
governance.
For complying with the new environment norms, the
b) Weak financial condition of electricity distribution developers would need to undertake additional capital
Companies expenditure (CAPEX). In order to facilitate the smooth
implementation of the same, the Ministry of Power (MOP),
The financial health of electricity DISCOMs is an area of key vide its letter dated May 30, 2018, has issued directions
concern threatening the very viability of the power sector. to the CERC and other State regulators (SERCs) to consider
DISCOMs are the weakest link in the electricity supply the revised emission standards as Change in Law (CIL) and
chain and have been suffering on account of operational devise an appropriate regulatory mechanism to address
inefficiencies; inadequate investments in distribution network the impact on tariff. During financial year 2022, CERC
33
Reliance Power Limited
issued framework for computing tariff recovery to mitigate Sasan Ultra Mega Power Project, developed by Sasan Power
impact of change in law due to implementation of new Limited (SPL), is the most competitive coal based power supplier
environment norms. for all its procurers; has a long-term Power Purchase Agreement
(PPA) in place and a strong payment security mechanism
In the present sector context, banks and financial institutions mitigating risks relating to demand and weak financial condition
are not forthcoming to finance the additional capital of distribution companies. Further, it has a captive coal mine,
expenditure arising from implementation of CAPEX to meet which provides complete fuel security. During the year under
new environment norms. Certainty in cost recovery on review, Sasan recorded a Plant Load Factor (PLF) of 93.5%.
account of additional capital and operational costs, under Rosa Power Project, developed by Rosa Power Supply Company
concluded long-term and medium-term PPAs, is critical to Limited (RPSCL), operates under a cost-plus business model
securing financing for timely completion of additional capital wherein tariffs are determined by the State Regulator under
expenditure. Section 62 of Electricity Act. RPSCL too has a long-term PPA
in place and has a three-tier payment security mechanism
Further, Ministry of Environment, Forest and Climate mitigating demand & payment related risks. RPSCL has always
Change (MoEFCC) vide its Gazette Notification dated consistently maintained its high plant availability, with financial
March 31, 2021 categorized all TPPs with reference to its year 2024 witnessing a plant availability of 94%.
location and revised the timelines for compliance of new
emission norms. The same has been further extended upto SPL and RPSCL have been working in right earnest towards
December 31, 2026 vide a Gazette Notification dated implementation of projects to comply with new environmental
September 05, 2022 from MoEFCC. norms.
e) Government’s thrust for future growth of Power Sector The Company’s renewable portfolio is fully contracted in terms
in India of power offtake, thus mitigating demand risk and has suitable
payment security mechanisms in place.
The Government has over the past years provided an
unprecedented level of support to renewable energy
As brought out above, the Company’s operating project portfolio
and sustainability. Even during the G20 Summit held in
is significantly insulated from sector specific risks.
September 2023, India was a beacon of leadership with
the adoption of the New Delhi Declaration which paved Internal Financial Control and Systems
the way for sustainable energy by formation of the Global
Biofuel Alliance and pledging to achieve global carbon The Company has put in place internal control systems and
neutrality by mid-century. processes which are commensurate with its size and scale of its
operations. The system has control processes designed to take
In line with the perspective, in the interim budget announced
care of various control and audit requirements. The Company
in February 2024, introduced measures to further the strides
has Internal Audit function which oversees the implementation
made by India in sustainable energy. The budget focused on
and adherence to various systems and processes. The internal
promotion of Green Hydrogen, Solar Power Grid, Roof Top
audit function reviews and ensures the sustained effectiveness
Solar, Electric Vehicle (EV) Ecosystem, etc.
of Internal Financial Controls designed by the Company. The
f) Power Demand and Plant Load Factor (PLF) of Thermal internal audit team is supported by the reputed audit firms
Power Plants to undertake the exercise of Internal Audit at various project
locations. The report of the Internal Auditors is placed at the
Power demand in India has grown at a CAGR of about 6.57 Audit Committee of the Board and the improvements in systems
percent in last 5 years. Growth in electricity demand has and processes are carried out where necessary.
been met by rapid capacity addition of thermal projects in
the earlier years. Growth in economic activities in recent Risk Management Framework
years has seen a positive impact in terms of PLF of coal
fired thermal power plants which stood at 69% for financial The Company has also put in place a Risk Management
year 2024. Notwithstanding growth in renewable capacity, Framework, both at the corporate as well as at the project level,
thermal power plants would continue to remain the which provides a process of identifying, assessing, monitoring,
mainstay for meeting base load requirements considering reporting and mitigating various risks at all levels, at periodic
the intermittent nature of supply from renewable sources. intervals. The Risk Management process is supervised by the
Risk Management Committee of the Board. The Committee
Reliance Power’s operating project portfolio is well diversified
undertakes a review of the risks as well as the status of the
in terms of location, fuel source and off-takers. Projects’ key
mitigation plans.
differentiators help mitigate sectoral challenges highlighted
above.
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Reliance Power Limited
Discussion on Operations of the Company e) Dhursar, 40 MW Solar Photovoltaic (PV) power project
in Rajasthan
The Company is in the business of setting up and operating
power projects and development of coal mines associated Dhursar Solar Power Private Limited (DSPPL) has set up
with such projects. The Company has built a portfolio of power a 40 MW Solar PV Plant in Jaisalmer district of Rajasthan.
projects and coal mines. Of the power projects in its portfolio, the Electricity from this project is sold under a PPA for a period
projects aggregating to ~ 5945 MW are commissioned while the of 25 years. During the year under review, the project
generated 59.4 MUs of electricity.
other power projects are under various stages of development.
f) 100 MW Solar CSP in Rajasthan
a) Sasan Ultra Mega Power Project, 3,960 MW pithead
coal-based Project in Madhya Pradesh Rajasthan Sun Technique Energy Private Limited (RSTEPL),
a wholly-owned subsidiary of the Company, has
The Sasan Ultra Mega Power Project (Sasan UMPP), with commissioned the 100 MW Concentrated Solar Power
a capacity of 3,960 MW, stands as one of the world’s Project (CSP) in Jaisalmer, Rajasthan. During the year under
largest integrated coal-based power plants combined with review, project generated 35.56 MUs of electricity.
a captive coal mine. It continued to achieve outstanding
operational performance compared to its peers with g) Krishnapatnam Ultra Mega Power Project (the
generation of 32,530 million units (MUs) during the year at Krishnapatnam UMPP), 3,960 MW imported coal-based
an impressive Plant Load Factor (PLF) of 93.5% compared Project in Andhra Pradesh
to the all India average PLF of approximately 69%. During
the year, coal production from its captive mines reached Coastal Andhra Power Limited (CAPL), a wholly owned
18.28 million metric tons. Sasan Coal Mine handled subsidiary of our company, is responsible for the
development of the Krishnapatnam Ultra Mega Power
a total volume of 77.8 million cubic meters, including
Project (UMPP) based on imported coal. However,
overburden removal of 65.6 million cubic meters. This
the project has encountered viability challenges due to
substantial volume places it among the largest coal mines
regulatory changes in Indonesia, the intended source of
in the country. The power generated by the Sasan UMPP is coal for the project. Despite efforts to resolve the issue
supplied to 14 DISCOMs across 7 states through a 25-year through discussions with the procurers, they issued a notice
long-term Power Purchase Agreement (PPA). terminating the Power Purchase Agreement (PPA) and
demanded liquidated damages. In response, our company
b) Rosa, 1,200 MW coal-based power project in Uttar initiated arbitration proceedings and approached the
Pradesh Honorable Delhi High Court in March 2012. Subsequently,
following a court order in January 2019, the procurers
Rosa power plant completed another year with excellent encashed the Bank Guarantees (BGs), recovering ` 300
operational and financial performance. In its 12th year Crore as liquidated damages. Subsequently, CAPL filed a
of full operations, the plant generated 7609.7 MUs of petition with the Central Electricity Regulatory Commission
electricity. The entire electricity generated from the project (CERC) challenging PPA termination and encashment of
is sold to the State of Uttar Pradesh under a cost-plus BGs which is pending adjudication. Notably, the matter
related to the resumption of CAPL land at the Hon’ble High
regulated PPA.
Court of Andhra Pradesh in Amaravati has been amicably
settled with the Government of Andhra Pradesh.
c) Butibori, 600 MW coal-based power project in
Maharashtra h) 3,960 MW coal-based power project in Madhya Pradesh
The Butibori Power Project, a coal-based thermal plant Chitrangi Power Private Limited (CPPL) was setting up a
with a capacity of 600 MW, was not in operation during 6x660 MW (3,960 MW) super critical coal-fired thermal
the year due to protracted delays in issuance of legal/ power project at Chitrangi Tehsil in Singrauli District of
regulatory orders; lack of fuel supply for one of the units Madhya Pradesh. It had received all the major clearances
and commercial dispute with the power procurer. The and approvals required for implementation of the project.
company is actively working on a resolution plan to address The company proposed to use coal for this project from
the surplus coal up to 9 MTPA from the Moher, Moher-
this situation.
Amlohri Extention and Chatrasal coal Blocks allocated to
Sasan Power Limited, allowed by Ministry of Coal (MoC)
d) Vashpet, 45 MW wind project in Maharashtra vide its Gazette notification No.335 dated February 17,
2010 and balance from other sources. The Company had
The Company has set up a 45 MW Wind Farm in Sangli participated in bid for supply of power of Uttar Pradesh
District of Maharashtra. During the year under review, the Power Corporation Limited and Madhya Pradesh Power
project generated 50.96 MUs of electricity. Further, the Management Company Limited.
Company has concluded the slump sale / transfer of the
Based on Hon’ble Supreme Court’s order dated August 25,
Wind Power Project for a cash consideration of ` 132.39
2014, MoC cancelled its earlier notification dated February
crore (net of TDS) on April 12, 2024. 17, 2010 permitting use of surplus coal from Sasan UMPP
35
Reliance Power Limited
for this project resulting in frustration of the bids due to non Extension coal block, a captive coal block allocated to
availability of coal. In view of the above, implementation of Sasan Power Limited (SPL), is fully operational.
this project has been kept in abeyance.
During the year 2015-16, the Government of India
i) Samalkot Power Project (SMPL) cancelled the allocation of Chhatrasal Coal Block to SPL
and restricted annual coal production from Moher and
In the absence of availability of domestic natural gas, entire Moher Amlohri Extension coal mine to 16 Million Metric
gas-based generation capacity in the country including SMPL Tonnes per annum. The Company has challenged the
is stranded. Company has relentlessly pursued opportunities above directions of the Ministry of Coal (MoC) in Hon’ble
to monetize SMPL equipment and towards this end, it had
High Court of Delhi by way of a Writ Petition, which is
entered into a Memorandum of Understanding (MOU) with
pending. Based on representations of SPL, MoC has issued
the Government of Bangladesh (GoB) for developing a gas
a Standard Operating Procedure which allows Sasan UMPP
based project of 3000 MW capacity in a phased manner.
Pursuant to the above, Reliance Bangladesh LNG and to produce coal upto the requirement of the project on
Power Limited (RBLPL), subsidiary of the Parent Company automatic approval basis, which ensures complete fuel
had taken steps to conclude a long-term PPA for supply security for Sasan UMPP.
of 718 MW (net) power from a combined cycle gas based
power plant to be set up at Meghnaghat near Dhaka in The Company also has coal mine concessions in Indonesia.
Bangladesh (Phase-1). The project agreements (comprising
l) Coal Bed Methane (CBM) Blocks
Power Purchase Agreement, Land Lease Agreement, Gas
Supply Agreement and Implementation Agreement) were The Company had stakes in four Coal Bed Methane (CBM)
signed in September 2019. blocks. All four blocks have since been relinquished.
Parent Company also concluded agreements with JERA Health, Safety and Environment (HSE) and Corporate Social
Power International (Netherlands) - a subsidiary of JERA Co. Responsibility (CSR)
Inc. (Japan) to invest 49% equity in RBLPL in September
2019. JERA owns/ has domestic investments in 27 power The Company attaches utmost importance to the operational
projects with ~80 GW of generating capacity in Japan and safety standards at all its installations. Necessary proactive and
nearly 10 GW of generating capacity overseas (including preventive measures are regularly undertaken to ensure that
projects under development). JERA also has a large portfolio the standards are followed for the safety of employees and
of 11 LNG terminals and 20 LNG carriers. equipment. Both external and internal safety audits, as well as
mock drills are conducted time to time to gauge emergency and
SMPL had signed an Equipment Supply Contract in March crisis management preparedness.
2020 to sell one module for development of the Phase-1
project in Bangladesh. The export of the module has been Corporate Social Responsibility has always been an integral
completed and proceeds from equipment supply have been part of Reliance Group’s vision. The Company firmly believes
used to pare the debt from EXIM Bank of United States. in the commitment to all its stakeholders. Special emphasis is
laid on empowering local communities around all the business
Your Company continues to pursue opportunities for units. The Company undertakes social interventions in the field
monetization of remaining two modules of SMPL. of Healthcare, Education, Rural Transformation, Swachh Bharat
Abhiyan and Environment. The programmes are designed after
j) Hydroelectric Power Projects
identifying the needs of the community and are integrated into
the annual operating business plans with measurable goals. Our
The Company undertook the development of various
CSR programmes have received numerous awards and accolades
hydroelectric power projects, aggregating to 3438 MW
over the years from renowned organisations like FICCI, World
capacity, located in Arunachal Pradesh, Himachal Pradesh
CSR Congress, Bombay Chambers of Commerce & Industry
and Uttarakhand. These projects are in different stages (BCCI), India CSR and The CSR Journal.
of development. Hydroelectric power projects by nature
have long gestation periods and require clearances from Human Resources
various authorities before commencement of construction
activities. Some of these projects have achieved significant The Company strongly believes that its employees are the
development milestones. However, given the current hydro most valuable asset and the strategic differentiator. With this
power sector scenario, expected tariffs of hydro projects focus in mind, Reliance Power has taken various initiatives
and consequent reluctance of DISCOMs to enter into long- towards aligning its HR processes with its business strategy. Our
term PPAs for hydro power, the development efforts on endeavour is to provide a work environment where continuous
these projects have been kept in abeyance. learning and development takes place to meet the changing
demands and priorities of the business.
During the year company has monetized its investments in
Tato-II (700 MW) and Kalai-II (1200 MW) and is exploring The Company has a rich blend of millennial and experienced
opportunities for monetization of balance hydroelectric employees. We have 1,277 highly trained and experienced
power projects. professionals pan India. We take immense pride in the technical
and functional excellence of our employees. We attach much
k) Coal Mines importance to learning and development of our employees. Our
well laid down career progression plans help in seamless transfer
The Company has been allocated coal mines in India along of knowledge to the younger generation and shape them as
with the Sasan UMPP. The Moher and Moher Amlohri future leaders.
36
Reliance Power Limited
` in lakhs
37
Reliance Power Limited
17. Products/Services sold by the entity (accounting for 90% of the entity’s Turnover):
18. Number of locations where plants and/or operations/offices of the entity are situated:
a. Number of locations
Locations Number
National (No. of States) 13
International (No. of Countries) -
38
Reliance Power Limited
b. What is the contribution of exports as a percentage of the total turnover of the entity?
Nil
c. A brief on types of customers
The Company is engaged in the business of Power Generation. Thus, its customers are the Power Distribution Companies
which in turn supply power to the end consumers.
IV. Employees
Note: The data pertains to the Board and KMPs of the Listed Entity only.
22. Turnover rate for permanent employees and workers. (Disclose trends for the past 3 years)
39
Reliance Power Limited
S. Name of the holding / subsidiary / associate Indicate whether % of shares Does the entity indicated
No. companies / joint ventures (A) holding/ Subsidiary/ held by listed at column A, participate in
Associate/ Joint entity the Business Responsibility
Venture initiatives of the listed
entity? (Yes/No)
1 Sasan Power Limited Subsidiary 100 Yes
2 Rosa Power Supply Company Limited Subsidiary 100 Yes
3 Rajasthan Sun Technique Energy Private Limited Subsidiary 100 Yes
4 Dhursar Solar Power Private Limited Subsidiary 100 Yes
5 Vidarbha Industries Power Limited Subsidiary 100 No
6 Coastal Andhra Power Limited Subsidiary 100 No
7 Maharashtra Energy Generation Limited Subsidiary 100 No
8 Chitrangi Power Private Limited Subsidiary 100 No
9 Reliance Neo Energies Private Limited (Formerly Subsidiary 75 No
known as Reliance Geothermal Power Private
Limited)
10 Siyom Hydro Power Private Limited Subsidiary 100 No
11 Tato Hydro Power Private Limited Subsidiary 100 No
12 Kalai Power Private Limited Subsidiary 100 No
13 Urthing Sobhla Hydro Power Private Limited Subsidiary 89 No
14 Reliance Coal Resources Private Limited Subsidiary 100 No
15 Reliance CleanGen Limited Subsidiary 100 No
16 Reliance GAH2 Limited (Formerly known as Subsidiary 100 No
Moher Power Limited)
17 Samalkot Power Limited Subsidiary 100 No
18 Reliance GH2 Private Limited (Formerly known as Subsidiary 100 No
Reliance Solar Resources Private Limited)
19 Reliance Wind Power Private Limited Subsidiary 100 No
20 Reliance Green Energies Private Limited (Formerly Subsidiary 100 No
known as Reliance Green Power Private Limited)
21 Coastal Andhra Power Infrastructure Limited Subsidiary 100 No
22 Reliance Prima Limited Subsidiary 100 No
23 Atos Trading Private Limited Subsidiary 100 No
24 Tiyara Power Private Limited (Formerly known as Subsidiary 100 No
Atos Mercantile Private Limited)
25 Reliance Natural Resources Limited Subsidiary 100 No
26 Teling Hydro Power Private Limited Subsidiary 100 No
27 Shangling Hydro Power Private Limited Subsidiary 100 No
28 Reliance Natural Resources (Singapore) Pte Ltd. Subsidiary 100 No
29 Reliance Power Netherlands BV Subsidiary 100 No
30 PT Heramba Coal Resources Subsidiary 100 No
31 PT Avaneesh Coal Resources Subsidiary 100 No
32 PT Brayan Bintang Tiga Energi Subsidiary 100 No
33 PT Sriwijaya Bintang Tiga Energi Subsidiary 100 No
34 PT Sumukha Coal Services Subsidiary 99.6 No
35 Reliance Power Holding FZC UAE Subsidiary 100 No
36 Reliance Chittagong Power Company Limited Subsidiary 100 No
37 RPL Sun Power Private Limited Associate 50 No
38 RPL Photon Private Limited Associate 50 No
39 RPL Sun Technique Private Limited Associate 50 No
40
Reliance Power Limited
24. (i) Whether CSR is applicable as per section 135 of Companies Act, 2013:
Yes, however, there are no average net profits for the Company during the previous three financial years, hence no amount
is required to be spent on CSR for the year under review. Further, the Company has carried out a number of CSR Initiatives
at group level.
(ii) Turnover (in `) - ` 7,89,260 Lakhs
(iii) Net worth (in `) - ` 11,25,245 Lakhs
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:
Communities Yes - - - - -
https://www.reliancepower.co.in/web/
reliance-power/feedback
Investors Yes - - - - -
(other than
shareholders) The details of investor grievance
redressal mechanism is provided in the
Investor Relations section of the Annual
Report and also on the website of the
Company www.reliancepower.co.in
Shareholders Yes - - - - -
Employees Yes - - - - -
and workers
Employee Grievance Redressal
Committee which handles the Grievances
and whistle blower mechanism -
https://www.reliancepower.co.in/
documents/2181716/2364859/
Whistle_Blower_Vigil_Mechanism_
Policy_25052024.pdf
Customers Yes - - - - - -
https://www.reliancepower.co.in/web/
reliance-power/feedback
41
Reliance Power Limited
S. Material issue Indicate Rationale for identifying the risk / opportunity In case of risk, approach Financial
No. identified whether to adapt or mitigate implications of the
risk or risk or opportunity
opportunity (Indicate positive
(R/O) or negative
implications)
1 Environmental Risk Thermal Power Generation entails environmental The Company operates Negative
Emissions emissions like SOx, NOx and CO2 and need to well within the approved
& Waste dispose off large amounts of ash. parameters for emissions
Disposal and continuously strives
Failure to comply with the norms could lead to to improve upon the
negative impact and penalties. performance.
2 Labour Risk Any incident at our projects or any industrial The Company engages Negative
Relations actions by the workers can lead to operational with workers on a
disruptions. continuous basis to
address any concerns and
has a grievance redressal
mechanism in place.
3 Regulatory Risk / The power sector and the Company’s projects are Various advocacy Positive / Negative
issues Opportunity heavily regulated in terms of operations and tariff efforts through industry
recoveries. The Company is engaged with State associations
and Central regulators for adjudication of various
disputes with power procurers which could have
both positive and negative implications on the
Company’s operations.
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 P1 P2 P3 P4 P5 P6 P7 P8 P9
Policy and management processes
1. a. Whether your entity’s policy/policies cover each principle and its Yes Yes Yes Yes Yes Yes Yes Yes Yes
core elements of the National Guidelines on Responsible Business
Conduct. (Yes/No)
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.reliancepower.co.in/
documents/2181716/2364859/RPower_BRRPolicy.pdf
2. W
hether the entity has translated the policy into procedures. Yes Yes Yes Yes Yes Yes Yes Yes Yes
(Yes / No)
3. Do the enlisted policies extend to your value chain partners? No No No No No No No No No
(Yes/No)
4. Name of the national and international codes/certifications/labels/ The policy is in line with the National Voluntary
standards (e.g. Forest Stewardship Council, Fair-trade, Rainforest Guidelines on Social, Environmental and Economic
Alliance, Trustea) standards (e.g. SA 8000, OHSAS, ISO, BIS) adopted Responsibilities of Business, 2011 (NVGs) and was
by your entity and mapped to each principle. updated in terms of the National Guidelines on
Responsible Business Conduct (NGRBC). They also
conform to international standards adopted by the
Group like ISO 9001, ISO 14001 and ISO 45,001
42
Reliance Power Limited
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 Power, Sustainability and Governance are of utmost importance. Our philosophy is to adopt ESG principles in all
our businesses. The Company is committed to achieve 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 Company strives to develop and promote processes and newer technologies to generate
electrical power in an environmentally responsible manner. The philosophy behind is to create a sustainable eco-sphere of
low carbon economy by following the 5R guidelines of Reduce, Reuse, Recycle, Renew and Respect for the environment
and its resources through the entire supply management.
Engagement of the community is paramount for sustaining a programme on ground. We ensure engagement of the
community at the very planning stage and thereafter inducting them at the implementation level. This not only ensures
acceptance of the programme on ground but also its continuity and sustainability.
We believe our role as Enablers can promote dynamic development by creating synergies with our partners in growth and
success: the communities. We are committed to augment 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, Reliance Group strives to live up to our responsibilities as corporate citizens and continues with our endeavour
to bring about an all round transformation in the vicinity of all our project sites for the common good of the community as a
whole. In this Business Responsibility and Sustainability Report (“BRSR”) prepared in line with the mandates by the Securities
and Exchange Board of India (“SEBI”) containing enhanced ESG disclosures gives an insight into the Company’s contribution
to the environment, community and Society.
Chhaya Virani
Chairperson, CSRS Committee
8. Details of the highest authority responsible for implementation and oversight of the Business Responsibility policy (ies):
Yes. Corporate Social Responsibility and Sustainability (CSRS) Committee of the Board of Directors of the Company is
responsible for implementation and oversignt of the Business Responsibility policy (ies).
The Composition of the committee is as under:
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.
Same as above
43
Reliance Power Limited
P1 P2 P3 P4 P5 P6 P7 P8 P9 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.
Sr. No. P1 P2 P3 P4 P5 P6 P7 P8 P9
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 NGRBCs
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 does not have the financial or/human and technical resources available
for the task (Yes/No)
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 covered by training and awareness programmes on any of the Principles during the financial year:
Total number Topics/principles covered under the training and its impact Percentage of persons
of training in respective category
Segment
and awareness covered by the awareness
programs held programmes
Board of During the year, Board members and KMPs were apprised of
directors various updates pertaining to business, regulatory, safety, ESG
5 matters, etc. which provided insights on the topics under the 100
Key Managerial nine Principles.
personnel
Workers 348 Health & Safety, E-Waste & Medical Management 100
44
Reliance Power Limited
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 Name of the regulatory/ enforcement Amount Brief of Has an appeal been
Category
Principle agencies/ judicial institutions (In INR) the Case preferred? (Yes/No)
Penalty/ Fine
Settlement NIL
Compounding fee
Non-Monetary
NGRBC Name of the regulatory/ enforcement Brief of Has an appeal been preferred?
Category
Principle agencies/ judicial institutions the Case (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.
FY 2023-24 FY 2022-23
Category
Number Remarks Number Remarks
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
45
Reliance Power Limited
8. Number of days of accounts payables ((Accounts payable *365) / Cost of goods/services procured) in the following
format
9. Open-ness of business.
Provide details of concentration of purchases with trading houses, dealers, and related parties along-with loans and advances
& investments, with related parties, in the following format.
2. a. Does the entity have procedures in place for sustainable sourcing? (Yes/No)
Yes
46
Reliance Power Limited
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, the Extended Producer Responsibility (EPR) is not applicable on entity’s activities, since the company is involved in
generation of electricity.
PRINCIPLE 3 Businesses should respect and promote the well-being of all employees, including those in their value chains
% of employees covered by
Total Health insurance Accident insurance Maternity benefits Paternity benefits Day Care facilities
Category
(A)
Number % Number % Number % Number % Number %
(B) (B / A) (C) (C / A) (D) (D / A) (E) (E / A) (F) (F / A)
Permanent Employees
Male 1259 1259 100.00 1259 100.00 0 0.00 1259 100.00 797 63.30
Total 1277 1277 100.00 1277 100.00 18 1.41 1259 98.59 811 63.51
Male - - - - - - - - - - -
Female - - - - - - - - - - -
Total - - - - - - - - - - -
% of workers covered by
Total Health insurance Accident insurance Maternity benefits Paternity benefits Day Care facilities
Category
(A)
Number % Number % Number % Number % Number %
(B) (B / A) (C) (C / A) (D) (D / A) (E) (E / A) (F) (F / A)
Permanent Workers
Male - - - - - - - - - - -
Female - - - - - - - - - - -
Total - - - - - - - - - - -
Total 6297 6297 100.00 6297 100.00 24 0.38 6273 99.62 22 0.35
c. Spending on measures towards well-being of employees and workers (including permanent and other than permanent)
in the following format
Cost incurred on well- being measures as a % of total revenue of the company 0.08% 0.08%
47
Reliance Power Limited
FY 2023-24 FY 2022-23
Number of Number Deducted and Number of Number Deducted and
Benefits employees of workers deposited with the employees of workers deposited with the
covered as a % of covered as a authority covered as a % of covered as a authority
total employees. % of total (Y/N/N.A.). total employees. % of total (Y/N/N.A.).
workers. workers.
PF 100 100 Y 100 100 Y
Gratuity 100 100 Y 100 100 Y
ESI 100 100 Y 100 100 Y
Others – please - - - - - -
specify
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. We are an equal opportunity employer and strived to provide all required facilities to people with disabilities including braille
instructions and ramps at our facilities and voice enabled software.
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. Reliance Power companies provide equal opportunities to all employees and applicants for employment without regard
to their race, cast, religion, colour, ancestry, marital status, sex, age, nationality, disability. Employee policies are administered
in a manner that ensures equal opportunity is provided to those eligible and decisions are merit based in all matters. The policy
on equal employment opportunities may be accessed on Company’s website at the link : https://www.reliancepower.co.in/
documents/2181716/2364859/Policy_for_Equal_Employment_Opportunities.pdf
5. Return to work and Retention rates of permanent employees and workers that took parental leave.
Category Yes/No (If Yes, then give details of the mechanism in brief)
Permanent Workers
Other than Permanent Yes, to achieve employee Engagement and effective resolution of employee grievances, the Employees
Workers are provided multiple forums for raising their concerns and grievances and obtain redressal. Representation
Permanent Employees can be made through HR/IR officer and same can be highlighted to Senior Management as per the
escalation matrix.
Other than Permanent
Employees
7. Membership of employees and worker in association(s) or Unions recognised by the listed entity.
FY 2023-24 FY 2022-23
Total employees Number of employees % Total employees Numberof employees %(D /
Category / workers in / workers in respective (B / A) / workers in / workers in respective C)
respective category, who are part of respective category, who are part of
category (A) association(s) or Union(B) category (C) association(s)or Union(D)
Total 1277 0 0 1305 0 0
Permanent
Employees
Male 1259 0 0 1288 0 0
Female 18 0 0 17 0 0
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Reliance Power Limited
FY 2023-24 FY 2022-23
Total employees Number of employees % Total employees Numberof employees %(D /
Category / workers in / workers in respective (B / A) / workers in / workers in respective C)
respective category, who are part of respective category, who are part of
category (A) association(s) or Union(B) category (C) association(s)or Union(D)
Total 0 0 0 0 0 0
Permanent
Workers
Male 0 0 0 0 0 0
Female 0 0 0 0 0 0
8. Details of training given to employees and workers:
FY 2023-24 FY 2022-23
Total On Health and safety On Skill upgradation Total On Health and safety On Skill upgradation
Category (A) measures (D) measures
Number % (B / A) Number % (C / A) Number % (E / D) Number % (F / D)
(B) (C) (E) (F)
Employees
Male 1259 1259 100.00 913 72.52 1288 1288 100.00 940 72.98
Female 18 18 100.00 14 77.78 17 17 100.00 13 76.47
Total 1277 1277 100.00 927 72.59 1305 1305 100.00 953 73.03
Workers
Male 6273 6273 100.00 6273 100.00 6557 6557 100.00 4458 67.99
Female 24 24 100.00 24 100.00 24 24 100.00 17 70.83
Total 6297 6297 100.00 6297 100.00 6581 6581 100.00 4475 68.00
All employees undergo annual performance and appraisal process. However, some employees are not eligible for the annual
performance review based on their date of joining as per Company policy. Only about 10.57% of the workers are eligible for
performance review and remaining workers are governed by Minimum wages of Centre/State.
a. Whether an occupational health and safety management system has been implemented by the entity? (Yes/ No).
If yes, the coverage such system?-
Yes. In line with Company’s vision, philosophy, and EHS Policy, Health Safety and Management systems have been
implemented in accordance with International Standards ISO 45001:2018 (Occupational Health and Safety Management
System Standard), Central Electricity Authority (CEA) Regulations 2011 & other Legal requirements which take care of
health and safety for all employees, workers, vendors and society as a whole in the vicinity of our project locations.
49
Reliance Power Limited
b. What are the processes used to identify work-related hazards and assess risks on a routine and non-routine basis by
the entity?-
The Company has in place systematic risk management process to identify and control all the hazards in generation of
Electricity, Operations and Maintenance and overhauling of the projects. It has processes to identify risks & hazards at
pre-planning phase of work activity through Hazard Identification and Risk Assessment (HIRA), Job Safety Analysis (JSA),
Hazard and Operability study (HAZOP). Emphasis is also placed on observation of previous incidents, reporting of any
non-conformity, investigation and learning of incidents, Change Management Process and Vendor Safety Management.
All relevant parties including Workers, Supervisor, Engineers, Maintenance Team Planning, Technical Services, Operation
and EHS team members are involved in risk assessments and the risk management process, Risk Assessments & Safe Work
Method Statement are developed and approved prior to starting any work activity. All identified risks and risk mitigation
plans are required to be documented and approved by Station Director and communicated to all relevant parties involved
in the activity. The company also follows a process for measurement, monitoring and review of the implementation
of system from time to time – and includes round the clock site monitoring by site supervisors, Work place site safety
inspection by cross functional team on weekly basis, Job safety analysis for each non routine job, HIRA implementation
for routine jobs, Departmental safety committee meeting bi-monthly with each department to highlight and analyze the
prevailing hazard with active participation of nominated workmen, near miss reporting system etc.
c. Whether you have processes for workers to report the work related hazards and to remove themselves from such
risks. (Y/N)-
Yes. processes are in place to encourage workers to voluntarily report work related hazards and to remove themselves from
such risks. Regular training is provided to all workers to adhere to safety protocols. Mechanism has been set to recognize &
motivate such safety compliant behaviour of workers and reward them in forums like Safety Committee Meeting, National
Safety Week (NSW) celebration etc.
d. Do the employees/ worker of the entity have access to non-occupational medical and healthcare services?
(Yes/ No)-
Yes. All employees are covered under company provided health insurance policies and workers are covered under
Employees’ State Insurance Corporation.
12. Describe the measures taken by the entity to ensure a safe and healthy work place. –
1. Employee Training: Comprehensive safety training is mandatory for all employees. Specialized training is imparted for
unique hazards, as well as leadership training for managers and supervisors.
2. Safety Incentive Program - By implementing an incentive-based reward program we encourage employees to work
towards a safe work environment and reward them for a decrease in accidents or hazards.
3. Use of Compliant Labels and Signs: Labels and signs are an effective way to quickly communicate important information
and are placed at prominent positions.
4. Regular Equipment Inspections: Quick checks are performed on daily basis before operating the equipment, and detailed
weekly inspections are carried out as per checklist.
50
Reliance Power Limited
FY 2023-24 FY 2022-23
Particulars Filed during Pending resolution at the Remarks Filed during Pending resolution Remarks
the year end of year the year at the end of year
Working Conditions 0 0 NA 0 0 NA
Health & Safety 0 0 NA 0 0 NA
Category % of your plants and offices that were assessed (by entity or statutory authorities or third parties)
Health and safety practices 100
Working Conditions 100
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.-
All incidents are investigated by a cross-functional team. All critical factors involved in an incident are determined through
a root cause analysis & investigation and corrective / preventive actions are identified to prevent recurrence. The detailed
investigation and root causes identified by cross-functional team are reviewed by Top Management. Learning from incident
is further discussed in the daily planning meeting, toolbox talk, safety committee meet, contractor communication meet, etc.
to bring awareness and prevent recurrence of incidents. The Company also shares best practices across sites for prevention
of injuries / incidents and ensures safety improvements. The company provides suitable PPEs to all employees, workers and
visitors. Company also has a comprehensive process for Emergency Preparedness, Response and District Crisis Management.
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. customers, shareholders, employees, suppliers, banks and financial
institutions, government and regulatory bodies and the local community and out of these, the Company has identified the
disadvantaged, vulnerable and marginalized stakeholders.
2. List stakeholder groups identified as key for your entity and the frequency of engagement with each stakeholder group.
S. Stakeholder Group Whether identified Channels of communication (Email, Frequency of Purpose and scope of
No. as Vulnerable & SMS, Newspaper, Pamphlets, engagement engagement including
Marginalized Group Advertisement, Community (Annually/ Half key topics and concerns
(Yes/No) Meetings, Notice Board, Website), yearly/ Quarterly raised during such
Other / others – please engagement
specify)
1 Promoter / No Email, Toll free Number, Annual Quarterly, event Keeping the shareholders
Shareholders Report, Results, Announcements, based updated about the state
Media Release, Website and of affairs and resolution
Shareholder’s Meeting of queries and grievances
2 Vendors / Raw No Periodic Meetings, Emails, Telephonic Continual basis Issues on case-to-case
material suppliers Conversations, SMS, Notice Board at basis
Plant Levels, E-auction portal, Vendor
management Portal
3 Lenders No Consortium Meetings, Frequent Continual basis Update on Key conduct
updates through Emails and reports, of the Company including
One to One Meetings financial performance
4 Customers / No Periodic Meetings, Emails, Telephonic Continual basis Update on plant
Distribution Conversations, SMS, One to One operations and schedule,
Companies Meetings commercial issues,
5 Employees & No Emails, Telephonic Conversations, One Continual basis Issues on case-to-case
Management to One Meetings basis
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Reliance Power Limited
S. Stakeholder Group Whether identified Channels of communication (Email, Frequency of Purpose and scope of
No. as Vulnerable & SMS, Newspaper, Pamphlets, engagement engagement including
Marginalized Group Advertisement, Community (Annually/ Half key topics and concerns
(Yes/No) Meetings, Notice Board, Website), yearly/ Quarterly raised during such
Other / others – please engagement
specify)
6 Communities Yes Engagement in community and social Continual basis Issues on case-to-case
development activities basis
7 Media No Press Release On case-to-case On case-to-case basis
basis
1. Employees and workers who have been provided training on human rights issues and policy(ies) of the entity, in the
following format:
FY 2023-24 FY 2022-23
Category Total (A) Number of employees / %(B / A) Total(C) Number of employees / %(D / C)
workers covered (B) workers covered (D)
Employees
Permanent 1277 1277 100 1305 1305 100
Other than 0 0 0 0 0 0
permanent
Total Employees 1277 1277 100 1305 1305 100
Workers
Permanent 0 0 0 0 0 0
Other than 6297 6297 100 6581 6581 100
permanent
Total Workers 6297 6297 100 6581 6581 100
FY 2023-24 FY 2022-23
TotalEqual to Minimum More than Minimum Total(D) Equal to Minimum More than Minimum
Category (A) Wage Wage Wage Wage
Number % (B /A) Number %(C / A) Number % (E /D) Number % (F /D)
(B) ( C) (E) (F)
Employees
Permanent 1277 0 0 1277 100 1305 0 0 1305 100
Male 1259 0 0 1259 100 1288 0 0 1288 100
Female 18 0 0 18 100 17 0 0 17 100
Other than 0 0 0 0 0 0 0 0 0 0
Permanent
Male 0 0 0 0 0 0 0 0 0 0
Female 0 0 0 0 0 0 0 0 0 0
Workers
Permanent 0 0 0 0 0 0 0 0 0 0
Male 0 0 0 0 0 0 0 0 0 0
Female 0 0 0 0 0 0 0 0 0 0
Other than 6297 5793 92 504 8 6581 6166 93.69 415 6.31
Permanent
52
Reliance Power Limited
3. Details of remuneration/salary/wages
a. Median remuneration / wages:
b. Gross wages paid to females as % of total wages paid by the entity, in the following format
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.-
We believe in equal opportunities for all and our policies ensure that equal opportunity is provided to all regardless of race,
color, religion, sex or disability. We believe in providing a working environment which fosters mutual respect and trust amongst
employees which is free from any harassment. An employee who has any human rights issue has to report it to the immediate
supervisor and immediate supervisor has to respond or find the solution to the issue. If the matter is not settled or not
acceptable to the employee, then the employee can directly contact the redressal committee either in person or via email. The
committee then investigates on this matter and gives its report and decision on the matter.
FY 2023-24 FY 2022-23
Category Filed during Pending resolution Remarks Filed during Pending resolution Remarks
the year at the end of year the year at the end of year
Sexual Harassment 0 0 NA 0 0 NA
Discrimination at workplace 0 0 NA 0 0 NA
Child Labour 0 0 NA 0 0 NA
Forced Labour/Involuntary Labour 0 0 NA 0 0 NA
Wages 0 0 NA 0 0 NA
Other human rights related issues 0 0 NA 0 0 NA
7. Complaints filed under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:
53
Reliance Power Limited
8. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases.
The employees can approach their line managers, grievance redressal committee or Director of the company if there is any
adverse action against the complainant or if they fear any such action may be taken against them.
9. Do human rights requirements form part of your business agreements and contracts? (Yes/No)
Yes, our business agreements require adherence to applicable labour laws and all statutory requirements and all vendors and
suppliers are mandated to comply with these principles.
Category % 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 NA
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
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.
Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name
of the external agency.-
54
Reliance Power Limited
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, Sasan Power Limited, Rosa Power Supply Company Limited and Vidarbha Industries Power Limited are designated
consumers under PAT scheme of GoI. Target provided by BEE are achieved by plants at Sasan and Rosa and yet to be completed
by Vidarbha since it is not operating since January 2019. PAT is not applicable for other plants.
3. Provide details of the following disclosures related to water, in the following format: Water withdrawal by source (in
kilolitres)
55
Reliance Power Limited
Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name
of the external agency.-
5. Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage and
implementation.
Yes, the Zero-Liquid discharge mechanism has been implemented and followed at all plant sites of Reliance Power Limited. All
waste /rejected water is used for dust suppression, plantation, and horticulture after treatment.
6. Please provide details of air emissions (other than GHG emissions) by the entity, in the following format:
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 AQ assessment has been carried out by NABL accredited labs (Advanced Environmental Testing and Research Lab
Private Limited, Ecotech Corporation and M/s Virat Global Lab Private Limited).
7. Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity, in the following format.
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.
The Company has developed a supercritical technology based thermal power plant at Sasan Power Limited. The project is
registered under CDM mechanism. 40 MW solar PV project and 100 MW solar thermal project of Reliance Power Limited are
Renewable Energy projects and the same are registered for Clean Development mechanism with UNFCCC.
Extensive Plantation/ Bio-Reclamation has been done and collectively planted around 20,000 saplings/plants in current
financial year.
Apart from the plantations each location has taken specific energy reduction projects which in turn contribute to reduce GHG
emissions throughout their life.
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Reliance Power Limited
9. Provide details related to waste management by the entity, in the following format:
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.-
Reliance Power Limited is in the business of generating electricity through thermal and renewable projects and produces
electricity. The hazardous waste generated during the operations and maintenance activity are waste oil, Plastic waste, batteries
etc which are recycled through authorized recycling agencies at all locations as per established waste management policy. Other
than these there is no involvement of any toxic chemicals in the process of generating electricity.
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:
Not applicable
12. Details of environmental impact assessments (EIA) of projects undertaken by the entity based on applicable laws, in the
current financial year:
Required EIAs were performed during the project initiation/commissioning stages and no EIAs are required to be performed
during the current financial year.
57
Reliance Power Limited
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, All the plants of Reliance Power are compliant with applicable environmental laws/regulations and guidelines.
If not, provide details of all such non-compliances, in the following format: Not Applicable
S. Specify the law / regulation Provide details Any fines / penalties / action taken by Corrective action
No. / guidelines which was not of the non- regulatory agencies such as pollution taken, if any
complied with compliance control Boards or by courts
PRINCIPLE 7 Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible
and transparent
Two
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. Name of the trade and industry chambers/associations Reach of trade and industry chambers/associations (State/
No. National)
1 Association of Power Producers National
2. Confederation of Indian 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.
1. Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in the current
financial year.
S. Name and brief SIA Date of Whether conducted by independent Results Relevant
No. details of project Notification notification external agency (Yes / No) communicated in Web link
Number public domain (Yes
/ No)
Not Applicable
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. Name of Project for which R&R is State District Number of Project % of PAFs Amounts paid to
No. ongoing Affected Families covered by PAFs in the FY (In
(PAFs) R&R INR)
1 Moher & Moher Amlohri Ext Open Cast Madhya Singrauli 1176 84.63 34,37,000
Coal Mines-R&R Ongoing process for Pradesh
Moher Village
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Reliance Power Limited
Company has adopted following mechanisms in redressing the grievances of the community:
Community can directly register its complaints which are redressed within 7-15 days. The Company has set-up Public
Information Centres (PIC) at both R&R Colonies and Plants’ main gate.
2. Weekly Jansunvai by Collector and complaint register in District E-Samiksha Portal:
Project affected people, and people living in the district can approach weekly Jansunvai held on every Tuesday under
Chairmanship of District Collector and in attendance of different line departments and company representatives.
3. Complaint register in CM Helpline
4. Additionally, public consultation and grievance redressal camps are organized at quarterly basis in the villages where
representatives of department like CSR, Land/Legal, Environment, Safety, Security etc jointly meet with community
members in the camp where grievances are registered and redressed.
5. Frequent meetings (monthly or quarterly) organized with Local Communities and Partner Agencies i.e. NGO for dialogues
and monitoring & evaluation of the ongoing & proposed initiatives.
4. Percentage of input material (inputs to total inputs by value) sourced from suppliers:
Sourced directly from within the district and neighbouring districts 41.84% 8.88%
5. Job creation in smaller towns – Disclose wages paid to persons employed (includingemployees or workers employed on a
permanent or non-permanent / on contract basis) in the following locations, as % of total wage cost
Semi-urban - -
Urban - -
PRINCIPLE 9 Businesses should engage with and provide value to their consumers in a responsible manner
1. Describe the mechanisms in place to receive and respond to consumer complaints and feedback. -
The Company is in the electricity generation business and generated electricity is being supplied to distribution companies of
various states. Communication with purchasers of electricity is regularly undertaken as per the requirements of the concerned
power purchase agreements.
2. Turnover of products and/ services as a percentage of turnover from all products/service that carry information about:
59
Reliance Power Limited
Advertising
Cyber-security
Delivery of essential services Not applicable. The Company’s end project is electricity generation
Other
Voluntary recalls
Not Applicable
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.-
Reliance Power Limited ISMS framework is certified for ISO27001:2013 and its objective is to maintain confidentiality,
integrity and availability of information assets to ensure business continuity and minimize damage by preventing and
minimizing the impact of security incidents to protect the organizations informational assets against all internal, external,
deliberated or accidental threats. The policy has been placed on the website at the web link https://www.reliancepower.co.in/
documents/2181716/2364859/RPower_BRRPolicy.pdf.
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.
The Company has in place the advanced IT security solutions installed which notifies and prevents any cyber security breach or
suspicious activity on real-time basis.
60
Reliance Power Limited
Corporate Governance Report for the financial year ended March 31, 2024
Our Corporate Governance Philosophy, Policies and Practices relating to the composition of the Board, the scope
and functions of the Board and its Committees, etc.
Reliance Power Limited follows the highest standards of corporate
The Board provides strategic supervision and oversees
governance principles and best practices for all constituent
the management performance and governance of
companies in the group. The Company’s Corporate Governance
Policies prescribe a set of systems and processes guided by the Company. Further, it ensures the Company’s
the core principles of transparency, disclosure, accountability, adherence to the standards of corporate governance
compliances, ethical conduct and the commitment to promote and transparency.
the interests of all stakeholders and societal expectations. The
b. Board Committees
policies and the code are reviewed periodically to ensure their
continuing relevance, effectiveness and responsiveness to the Pursuant to the provisions of the Companies Act,
needs of our stakeholders without compromising on ethical 2013 (the “Act”) and the Securities Exchange Board
standards and corporate social responsibilities. of India (SEBI) (Listing Obligations and Disclosure
The Company has formulated a number of policies and Requirements) Regulation, 2015 as amended (the
introduced several governance practices to comply with the “Listing Regulations”) and to deal with various
applicable statutory and regulatory requirements, with most matters, the Board has constituted Audit Committee,
of them introduced long before they were made mandatory. Nomination and Remuneration Committee,
The Company believes that any business conduct can be ethical Stakeholders Relationship Committee, Corporate
only when it rests on the nine core values viz. honesty, integrity, Social Responsibility and Sustainability Committee and
respect, fairness, purposefulness, trust, responsibility, citizenship Risk Management Committee.
and caring and strives to achieve the same.
c. Tenure of Independent Directors
A. Code of ethics
Tenure of Independent Directors on the Board of the
Our policy document on ‘Code of Ethics’ demands that our Company shall not exceed the time period as per
employees conduct the business with impeccable integrity provisions of the Act and the Listing Regulations, as
and by excluding any consideration of direct or indirect
amended from time to time.
personal profit or advantage.
d. Meeting of Independent Directors with operating
B. Business policies
teams
Our ‘Business Policies’ cover a comprehensive range of issues
such as fair market practices, inside information, financial The Independent Directors of the Company interact
records and accounting integrity, external communication, with various operating teams as and when it is deemed
work ethics, personal conduct, policy on prevention of necessary. These discussions may include topics such
sexual harassment, health, safety, environment and quality. as, operating policies and procedures, risk management
strategies, measures to improve efficiencies,
C. Policy on Prohibition of insider trading performance and compensation, strategic issues for
The Company’s Insider Trading Policy aims at prohibiting Board consideration, flow of information to Directors,
trading in the securities of the Company, based on insider management progression and succession and others
or privileged information. as the Independent Directors may determine. During
these executive sessions, the Independent Directors
D. Policy on prevention of sexual harassment have access to Members of management and other
Our policy on prevention of sexual harassment aims at advisors, as they may deem fit.
promoting a productive work environment and protects
e. Commitment of Directors
individual rights against sexual harassment.
E. Environment Policy The tentative meeting dates for the entire Financial
Year are scheduled at the beginning of the year and
The Company is committed to achieve excellence in an annual calendar of meetings of the Board and its
environmental performance, preservation and promotion of Committees is circulated to the Directors. This enables
a clean environment. These are the fundamental concerns the Directors to plan their commitments and facilitates
in all our business activities. their attendance at the meetings of the Board and its
F. Risk management Committees.
Our risk management procedures ensure that the f. Independent Statutory Auditors
management controls various business related risks through
The Company’s Financial Statements for the Financial
means of a properly defined framework.
year 2023- 24 have been audited by an independent
G. Board room practices audit firm M/s. Pathak H.D. & Associates LLP, Chartered
Accountants, who were appointed by the Members of
a. Board Charter
the Company for a term of five consecutive years from
The Company has a comprehensive charter, which the conclusion of the 27th Annual General Meeting till
sets out clear and transparent guidelines on matters the conclusion of the 32nd Annual General Meeting.
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Reliance Power Limited
Corporate Governance Report for the financial year ended March 31, 2024
A report on compliance with the corporate governance provisions a. Reviewing and guiding corporate strategy, major plans
as prescribed under the Listing Regulations, as amended from of action, risk policy, annual budgets and business
time to time is given herein below. plans, setting performance objectives, monitoring
I. Board of Directors (“Board”) implementation and corporate performance,
overseeing major capital expenditures, acquisitions and
1. Chairman
divestments.
In line with the highest global standards of corporate
governance, the Board has separated the Chairman’s role b. Monitoring the effectiveness of the Company’s
from that of an executive in managing day-to-day business governance practices and making changes as needed.
affairs. c. Selecting, compensating, monitoring and when
2. Board Composition - Board strength and representation necessary, replacing key executives and overseeing
succession planning.
The Board consists of seven Members.The composition and
category of Directors on the Board of the Company are as d. Aligning key executive and Board remuneration with
under: the long term interests of the Company and its
shareholders.
SN Names of DIN Category
e. Ensuring a transparent Board nomination process
Directors
with the diversity of thought, experience, knowledge,
1. Shri Sateesh Seth 00004631 Non-Executive perspective and gender.
2 Shri Punit Garg* 00004407 and Non- f. Monitoring and managing potential conflicts of interest
Independent of Management, Members of the Board of Directors
3. Shri Raja Gopal 00019958 Director
Krotthapalli and shareholders, including misuse of corporate assets
and abuse in Related Party Transactions.
4. Shri Ashok 00233663
g. Ensuring the integrity of the Company’s accounting and
Ramaswamy
financial reporting systems, including the independent
5 Smt Chhaya Virani 06953556 audit and that appropriate systems of control in
6 Smt Manjari Ashok 06945359 particular, systems for risk management, financial and
Kacker Independent operational control and compliance with the law and
Directors relevant standards.
7. Shri Vijay Kumar 02449088
Sharma h. Overseeing the process of disclosure and
* appointed as Additional Director with effect from communications.
May 03, 2023 which was approved by Members at i. Monitoring and reviewing Board’s evaluation
the Annual General meeting of the Company held on framework.
July 28, 2023. 4. Selection of Independent Directors
Notes: Considering the requirement of skill sets on the Board,
a. None of the Directors is related to any other Director nor eminent persons having independent standing in their
has any business relationship with the Company. respective fields/professions, and who can effectively
b. None of the Directors have received any loans and advances contribute to the Company’s business and policy decisions
from the Company during the year under review. are considered for appointment by the Nomination and
Remuneration Committee, as Independent Directors on the
c. The Company and its subsidiaries have not provided loans
Board. The Committee, inter alia, considers qualification,
and advances in the nature of loans to firms / companies in
positive attributes, balance of skills, areas of expertise,
which Directors are interested during the year under review.
knowledge, experience on the Board including number of
All the Independent Directors of the Company furnish a Directorships and memberships held in various Committees
declaration at the time of their appointment and also annually of other companies, and time commitments by such
that they meet the criteria of independence as provided under persons. The Independent Directors are chosen from a wide
law. All such declarations are placed before the Board. range of backgrounds, having due regard to diversity. The
In the opinion of the Board, the Independent Directors possess Board considers the Committee’s recommendation and
the requisite expertise and experience and are persons of high takes appropriate decisions.
integrity and repute. They fulfill the conditions specified in the Every Independent Director, at the first meeting of the Board
Act and the Rules made thereunder and are independent of the in which he/she participates as a Director and thereafter at
management. the first meeting of the Board in every Financial Year or
3. Conduct of Board Proceedings whenever there is any change in the circumstances which
may affect her / his status as an Independent Director,
The day-to-day business is conducted by the executives provides a declaration that she / he meets with the criteria
and the business head of the Company under the directions of independence as provided under law.
of the Board. The Board holds a minimum of four meetings 5. Familiarisation for Board Members
every year to review and discuss the performance of the
Company, its future plans, strategies and other pertinent The Board Members are periodically given formal
issues relating to the Company. orientation and familiarized with respect to the Company’s
vision, strategic direction, corporate governance practices,
The Board performs the following key functions in addition financial matters and business operations. The Directors are
to overseeing the business and management: facilitated to get familiar with the Company’s functions
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Reliance Power Limited
Corporate Governance Report for the financial year ended March 31, 2024
at the operational levels. Periodic presentations are made strategies, measures to improve efficiencies, performance
at the Board and Committee Meetings, on business and and compensation, strategic issues for Board consideration,
performance updates of the Company, the macro industry flow of information to Directors, management progression
business environment, business strategy and risks involved. and succession and others as the Independent Directors
Members are also provided with the necessary documents, may determine. During these executive sessions, the
reports and internal policies to enable them to familiarize Independent Directors have access to Members of
themselves with the Company’s procedures and practices. management and other advisors, as they may deem fit.
Periodic updates for Members are also given out on relevant
7. Compliance Monitoring
statutory changes and on important issues impacting the
Company’s business environment. The Company monitors statutory compliances through a
The details of the programs for familiarization of system driven tool called Legatrix which has the facility
Independent Directors have been put on the website of the of capturing all the statutes that impact the Company’s
Company at the link: operations as also those of its operating subsidiary
companies. The program is coordinated and monitored
https://www.reliancepower.co.in/
by the dedicated officer at the corporate office. Non-
documents/2181716/13395902/Familiarization_
compliances/ delayed compliances, if any, are reported for
Pogramme_for_Independent_Directors.pdf
remedial action.
6. Meeting of Independent Directors with operating teams A compliance report pertaining to the laws applicable to
The Independent Directors of the Company interact the Company based on the reports generated from Legatrix
with various operating teams as and when it is deemed is placed before the Board at its meetings. Pursuant to
necessary. These discussions may include topics such the requirements of the Listing Regulations, the Board
as, operating policies and procedures, risk management periodically reviews the legal compliances mechanism.
8. 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 Stakeholders Risk Corporate Social
and Relationship Management Responsibility
Remuneration Committee Committ and Sustainability
Committee Committee
attended / held
No. of Meetings held 5 6 2 4 4 1
Date of Meetings May 03, 2023, May 03, 2023, May 03, 2023 May 03, 2023, May 03, 2023, February 02,
August 05, 2023, August 05, 2023, and October August 09, 2023, August 09, 2024
August 09, 2023, August 09, 2023, 31, 2023 October 31, 2023 2023, October
October 31, 2023 October 31, 2023, and February 02, 31, 2023 and
and February 03, February 02, 2024 and 2024 February 02,
2024 March 21, 2024 2024
Attendance at the Meetings
Name of Member
Shri Sateesh Seth 3 N.A. N.A. N.A. N.A. N.A.
Shri Punit Garg 4 N.A. N.A. N.A. N.A. N.A.
Shri Raja Gopal Krotthapalli 5 N.A. N.A. N.A. N.A. N.A.
Shri Ashok Ramaswamy 5 6 2 4 4 1
Smt. Chhaya Virani 5 6 2 4 4 1
Smt. Manjari Ashok Kacker 5 6 2 4 4 1
Shri Vijay Kumar Sharma 5 6 2 4 4 1
Notes:
a. The gap between the meetings were within the prescribed time limits.
b. The Executive members of the Risk Management Committee, have attended all the meetings of Risk Management
Committee held during their tenure, during the year under review.
c. All the Directors attended the last Annual General Meeting of the Company held on July 28, 2023.
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Reliance Power Limited
Corporate Governance Report for the financial year ended March 31, 2024
64
Reliance Power Limited
Corporate Governance Report for the financial year ended March 31, 2024
Inquiry and administration, procurement, regulation and Administration. She has more than 41 years of experience
information technology. in taxation, finance, administration and vigilance. She was in
He has leadership capabilities, expertise in governance, the Indian Revenue Service batch of 1974. She held various
legal compliance, finance management, administrative assignments during her tenure in the tax department and
knowledge & experience and global experience / was also a member of the Central Board of Direct Taxes.
international exposure. She has also served as the Functional Director (Vigilance
and Security) in Air lndia and has also represented India in
He retired as a Secretary level official from Govt. of India
international conferences. She is also a Director in Reliance
and subsequently was appointed as Member, TRAI - a
Infrastructure Limited, Hindustan Gum and Chemicals
statutory appointment.
Limited and DFL Technologies Private Limited.
He holds Masters Degree in Science, Management and
She is the member of the Audit Committee, Nomination
Public Administration and in the early part of his career was
and Remuneration Committee, Stakeholder Relationship
intimately involved in application of information technology
Committee, Risk Management Committee and Corporate
to computer aided management information system design
Social Responsibility and Sustainability Committee of Board
and implementation.
of the Company.
Most positions held by him required deep comprehension
in the subject and knowledge on allied areas and tested She is the Chairperson of the Audit Committee of Reliance
analytical and inferential skills. He has travelled widely Infrastructure Limited and also member in Nomination
around the world and is generally familiar with the foreign and Remuneration Committee, Stakeholder Relationship
environment and culture. Committee, Risk Management Committee and Corporate
Social Responsibility and Sustainability Committee of
Currently he is also a Director of Reliance Home Finance Reliance Infrastructure Limited.
Limited (‘RHFL’) and Mumbai Metro One Private Limited.
He is a Chairman of the Audit Committee and also a member As on March 31, 2024, she holds 27 equity shares of the
of Stakeholders Relationship Committee, Nomination and Company.
Remuneration Committee, Risk Management Committee Shri Vijay Kumar Sharma, 65 years, superannuated as
and Corporate Social Responsibility and Sustainability Chairman, Life Insurance Corporation of India (‘LIC’) on
Committee of the Company. He is the member of Audit December 31, 2018. Prior to his taking over as Chairman
Committee, Risk Management Committee and Corporate on December 16, 2016, he served as Chairman (In charge)
Social Responsibility Committee of RHFL. from September 16, 2016 and Managing Director, LIC from
As on March 31, 2024, he holds 24 equity shares of the November 1, 2013. From December 2010 to November
Company. 2013, he served as Managing Director & Chief Executive
Smt. Chhaya Virani, 70 years, graduated from Mumbai Officer, LIC Housing Finance Limited (LICHFL), a premiere
University with a Bachelors’ Degree in Arts. She also housing finance company in the country.
acquired a Bachelors’ Degree in Legislative Laws from the Shri Sharma is a post-graduate from Patna University. He
Government Law College in 1976. She is a partner in M/s. joined LIC as Direct Recruit Officer in 1981 and grew up
ALMT Legal Advocates and Solicitors. with the Corporation since then. He held various challenging
She is also a Director on the Board of Reliance Infrastructure assignments pan India and in all operational streams including
Limited, Reliance General Insurance Company Limited, in-charge positions at different levels. Working across length
Reliance Capital Pension Fund Limited, Reliance Health and breadth of the country has added immensely to his
Insurance Limited, Sasan Power Limited and Rosa Power experience and honed his understanding of demographics of
Supply Company Limited. the country, socio-economic needs of different regions and
multi-cultural challenges in implementation of Corporate’s
She is a Chairperson of Risk Management Committee
and Corporate Social Responsibility and Sustainability objectives. He has served LIC for over 37 years. During his
Committee of the Company. She is a member of Audit tenure, he has worked in all core areas of Life Insurance. He
Committee, Nomination and Remuneration Committee and has vast national and international, operational and Board
Stakeholders Relationship Committee of the Company. level experience of Financial Sector including Banking,
Housing Finance, Pension & Group Insurance Business,
She is the Chairperson of Stakeholders Relationship Cards, Mutual Funds & Pension Fund.
Committee of Reliance Infrastructure Limited. She is the
member of Audit Committee of Reliance General Insurance He is a Director of Companies of repute including Tata Steel
Company Limited, Reliance Capital Pension Fund Limited, Limited, Ambuja Foundation, Nureca Limited and Vidarbha
Reliance Infrastructure Limited, Reliance Health Insurance Industries Power Limited (‘VIPL’). He is also the Chairman
Limited, Rosa Power Supply Company Limited and Sasan of VIPL.
Power Limited. She is also the Member of Risk Management He is a member of the Audit Committee, Corporate
Committee, Nomination and Remuneration Committee Social Responsibility and Sustainability Committee and
and Corporate Social Responsibility and Sustainability Risk Management Committee of the Company. He is the
Committee of Reliance Infrastructure Limited. Chairman of Stakeholders Relationship Committee and
As on March 31, 2024, she did not hold any shares of the Nomination and Remuneration Committee of the Company.
Company. He is the chairman of Nomination and Remuneration
Smt. Manjari Ashok Kacker, 72 years, holds a Master’s Committee and member of Safety Health and Environment
Degree in Chemistry and a Diploma in Business Committee of Tata Steel Limited. He is the Chairman of
65
Reliance Power Limited
Corporate Governance Report for the financial year ended March 31, 2024
Audit Committee and Corporate Social Responsibility and a member of Nomination and Remuneration Committee of VIPL.
As on March 31, 2024 he did not hold any share of the Company.
11. 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 and competencies required in the Board
in the context of the Company’s Businesses and sectors functioning effectively as identified by the Board of Directors of the
Company are tabulated below:
The details of Directorships held by the Directors of the Company in other listed entities, as on March 31, 2024, are as follows:
66
Reliance Power Limited
Corporate Governance Report for the financial year ended March 31, 2024
The Audit Committee, inter-alia, advises the management be required for transactions with a wholly owned
on the areas where systems, processes, measures for subsidiary whose accounts are consolidated with the
controlling and monitoring revenue assurance, internal audit Company;
and risk management can be improved.
9. Review on quarterly basis, of RPTs entered into by the
The terms of reference, inter-alia, comprises the following: Company pursuant to each omnibus approval given
pursuant to (8) above;
1. Oversight of the Company’s financial reporting process
and the disclosure of its financial information to ensure 10. Scrutiny of inter-corporate loans and investments;
that the financial statement is correct, sufficient and
11. Valuation of undertakings or assets of the Company,
credible;
wherever it is necessary;
2. Recommendation for appointment, remuneration and
12. Evaluation of internal financial controls and risk
terms of appointment of the auditors of the Company;
management systems;
3. Approval of payment to statutory auditors for any
13. Reviewing with the Management, the performance of
other services rendered by them;
statutory and internal auditors, adequacy of internal
4. Reviewing with the Management, the Annual Financial control systems;
Statements and Auditors’ Report thereon before
14. Reviewing the adequacy of internal audit function,
submission to the Board for approval, with particular
if any, including the structure of the Internal Audit
reference to:
Department, staffing and seniority of the official
a. Matters required to be included in the Directors’ heading the department, reporting structure coverage
Responsibility Statement forming a part of the and frequency of internal audit;
Boards’ report in terms of clause (c) of sub
15. Discussion with internal auditors of any significant
section 3 of Section 134 of the Act.
findings and follow up thereon;
b.
Changes, if any, in accounting policies and
16. Reviewing the findings of any internal investigations
practices and reasons for the same.
by the internal auditors into matters where there is
c.
Major accounting entries involving estimates suspected fraud or irregularity or failure of internal
based on the exercise of judgement by control systems of a material nature and reporting the
Management. matter to the Board;
d.
Significant adjustments made in the financial 17. Discussion with the statutory auditors before the audit
statements arising out of audit findings. commences about the nature and scope of audit as
well as post-audit discussion to ascertain any areas of
e.
Compliance with listing and other legal concern;
requirements relating to financial statements.
18. To look into the reasons for substantial defaults in
f. Disclosure of any Related Party Transactions. the payment to the depositors, debenture-holders,
g. Modified opinion(s) in the draft audit report. shareholders (in case of non-payment of declared
dividends) and creditors;
5. Reviewing with the Management, the quarterly
financial statements before submission to the Board 19. To review the functioning of the whistle blower
mechanism;
for approval;
20. Approval of appointment of the Chief Financial Officer
6. Reviewing with the Management, the statement of
after assessing the qualifications, experience and
uses / application of funds raised through an issue
background, etc. of the candidate.
(public issue, rights issue, preferential issue, etc.) the
statement of funds utilised for purposes other than 21. Reviewing the utilisation of loans and/ or advances
those stated in the offer documents / prospectus / from/ investment by the holding company in the
notice and the report submitted by the monitoring subsidiary exceeding rupees 100 crore or 10% of
agency monitoring the utilisation of proceeds of the asset size of the subsidiary, whichever is lower
a public or rights issue and making appropriate including existing loans / advances / investments.
recommendations to the Board to take up steps in
these matters; 22. Consider and comment on rationale, cost-benefits
and impact of schemes involving merger, demerger,
7. Review and monitor the auditors’ independence and amalgamation etc., on the Company and its
performance and effectiveness of audit process; shareholders;
8. Approval of Related Party Transactions (RPTs) or 23. To review compliance with the provisions of the
subsequent modifications thereto. Such approval can Securities and Exchange Board of India (Prohibition of
be in the form of omnibus approval of RPT subject Insider Trading) Regulations, 2015, at least once in
to conditions not inconsistent with the conditions a financial year and shall also verify that the systems
specified in Regulation 23(2) and Regulation 23(3) for internal control are adequate and are operating
of the Listing Regulations. Such approval shall not effectively; and
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Reliance Power Limited
Corporate Governance Report for the financial year ended March 31, 2024
24. Carrying out any other function as is mentioned in the concern and protects the whistle blower from any adverse
terms of reference of the Audit Committee. personnel action. It is affirmed that no person has been
denied access to the Chairman of the Audit Committee.
The Audit Committee is also authorised to:
The Internal Auditors report directly to the Audit Committee.
a. Investigate any activity within the terms of reference;
During the year, the Committee discussed with the Statutory
b. Seek any information from any employee; Auditor of the Company, the overall scope and plans for
c. To have full access to information contained in the carrying out the independent audit. The Management has
records of the Company; represented to the Committee that the Company’s financial
statements were prepared in accordance with the prevailing
d. Obtain outside legal and professional advice; laws and regulations.
e. Secure attendance of outsiders with relevant expertise, The Committee reviewed the internal control systems put
if it considers necessary; in place to ensure that the accounts of the Company are
f. Call for comments from the auditors about internal properly maintained and that the accounting transactions
control systems and scope of audit, including the are recorded in accordance with the prevailing laws and
observations of the auditors; regulations. The Committee, after review expressed its
satisfaction on the independence of both the Statutory and
g. Review financial statements before submission to the Internal Auditors.
Board; and
Pursuant to the requirements of Section 148 of the Act,
h. Discuss any related issues with the internal and the Board has, based on the recommendation of the
statutory auditors and the Management of the Committee, appointed Cost Auditors to audit the cost
Company records of the Company. The Cost Audit Report for the
The Audit Committee mandatorily reviews the following financial year ended March 31, 2023 was placed and
information, as necessary: discussed at the Audit Committee Meeting.
a. Management Discussion and Analysis of financial III. Nomination and Remuneration Committee
condition and results of operations; The Nomination and Remuneration Committee (NRC) of the
Board is constituted in terms of Section 178 of the Act and
b. Statement of significant Related Party Transactions
Regulation 19 of the Listing Regulations comprises of Shri
(as defined by the Audit Committee) submitted by
Vijay Kumar Sharma as Chairman and Smt. Chhaya Virani,
Management;
Smt. Manjari Ashok Kacker and Shri Ashok Ramaswamy as
c. Management letters / letters of internal control Members.
weaknesses issued by the statutory auditors;
The Company Secretary acts as the Secretary to the
d. Internal audit reports relating to internal control Nomination and Remuneration Committee.
weaknesses, and;
The terms of reference, inter-alia comprises the following:
e. The appointment, removal and terms of remuneration a. to formulate the criteria for determining qualifications,
of the Chief Internal Auditor. positive attributes and independence of Directors
f. Statement of deviations: and recommend to the Board a policy, relating to
the remuneration of the Directors, Key Managerial
i. Quarterly statement of deviation(s) including Personnel and Senior Management.
report of monitoring agency, if applicable,
submitted to the Stock Exchanges in terms of b. to formulate criteria for evaluation of performance
Regulation 32(1) of the Listing Regulations; of Independent Directors and the Board and the
Committees thereof.
ii. Annual Statement of funds utilised for purposes
other than those stated in the offer document / c. to devise a policy on diversity of the Board of Directors.
prospectus / notice, in terms of Regulation 32(7) d. to identify persons who are qualified to become
of the Listing Regulations. Directors and who may be appointed in Senior
The details of meeting held and attendance of Committee Management in accordance with the criteria laid
are given in this report. down, and to recommend their appointment to and /
or removal from the Board.
The Chairman of the Audit Committee was present at the
last Annual General Meeting of the Company held on July e. Whether to extend or continue the term of
28, 2023. appointment of the Independent Director, on the
basis of the report of performance evaluation of
The Committee considered all the matters as per its terms Independent Directors.
of reference and its meetings held at periodic intervals.
f. to recommend to the Board, all the remuneration, in
The Audit committee oversees the functioning of the whatever form, payable to senior management of the
Whistle Blower / Vigil Mechanism of the Company. The Company.
company’s Whistle Blower policy encourages disclosure in
The Board has carried out the evaluation of the Board of
good faith of any wrongful conduct on a matter of general
Directors during the year under review, in terms of the
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Reliance Power Limited
Corporate Governance Report for the financial year ended March 31, 2024
criteria laid down by the Nomination and Remuneration The composition and terms of reference of Stakeholders
Committee, details of which have been covered in the Relationship Committee are in compliance with the
Director’s Report forming part of this Annual Report. provisions of Section 178 of the Act, Regulation 20 of the
Listing Regulations and other applicable laws.
The Chairman of the Nomination and Remuneration
Committee was present at the Annual General Meeting of The Company Secretary acts as the Secretary to the
the Company held on July 28, 2023. Stakeholders Relationship Committee. Smt. Ramandeep
Kaur is the Company Secretary and Compliance Officer of
The details of meeting held and attendance of Committee
the Company.
are given in this report.
The terms of reference, inter alia, comprises the following:
Non-Executive Directors’ compensation
a. Resolve the grievances of the security holders of the listed
During the year, the Company has not paid any
entity including complaints related to transfer / transmission
remuneration to the Non-Executive Directors other
of shares, non-receipt of annual report, non-receipt of
than sitting fees for attending meeting of Board and
declared dividends, issue of new/ duplicate certificates,
Committee(s). Pursuant to the limits approved by the
general meetings etc.
Board, all Non-Executive Directors were paid sitting fees
of `40,000 (excluding applicable taxes) for attending b. Review of measures taken for effective exercise of voting
each meeting of the Board and its Committee(s). No rights by shareholders.
remuneration was paid by way of commission to the
Non-Executive Directors. The Company has so far not c. Review of adherence to the service standards adopted by
issued any stock options to its Non-Executive Directors. the listed entity in respect of various services being rendered
There were no other pecuniary relationships or transactions by the Registrar & Share Transfer Agent.
of Non-Executive Directors vis-à-vis the Company. d. Review of the various measures and initiatives taken by
IV. Stakeholders Relationship Committee the listed entity for reducing the quantum of unclaimed
dividends and ensuring timely receipt of dividend warrants/
The Stakeholders Relationship Committee was duly annual reports/statutory notices by the shareholders of the
constituted and comprises of Shri Vijay Kumar Sharma as company.
Chairman and Shri Ashok Ramaswamy, Smt. Chhaya Virani
and Smt. Manjari Ashok Kacker as Members. The Chairman of the Committee was present at the last Annual
General Meeting of the Company held on July 28, 2023.
The details of meeting held and attendance of Committee are given in this report.
Investor Complaints
Complaints pending at the beginning of the financial year 0
Complaints received during the financial year 593
Complaints disposed off during the financial year 592
Complaints remaining unresolved at the end of the financial year 1
Notes:
1. 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. None of the complaints received during the year has been responded/resolved beyond service
standard period.
2. Outstanding complaint as at the end of the financial year under review was resolved on April 02, 2024, within its service
standard period.
3. The above table includes Complaints received by the Company from SEBI SCORES, through Stock Exchanges and directly from
the investors and are 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 and Sustainability (CSRS) Committee
The CSRS Committee was duly constituted and consists of Smt. Chhaya Virani as Chairperson and Shri Ashok Ramaswamy, Smt.
Manjari Ashok Kacker and Shri Vijay Kumar Sharma as Members. The Company Secretary acts as the Secretary to the CSRS
Committee.
The composition and terms of reference of CSRS Committee are in compliance with the provisions of Section 135 of the Act,
Listing Regulations and other applicable laws.
Pursuant to Section 135 of the Act, the Committee has formulated and recommended to the Board the Corporate Social
Responsibility (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
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Reliance Power Limited
Corporate Governance Report for the financial year ended March 31, 2024
any statutory requirements for sustainability reporting, The details of meeting held and attendance of Committee
e.g. Business Responsibility and Sustainability Report and are given in this report.
periodically reviews BRSR and CSR Policies.
The Board of Directors has defined the role and responsibilities
The terms of reference of the Committee, inter alia, of the Risk Management Committee and has delegated
includes the following: monitoring and reviewing of the risk management plan
to the Committee and assigned such other functions as
a. formulate and recommend to the Board, a Corporate deemed appropriate.
Social Responsibility Policy which shall indicate the
activities to be undertaken by the company as specified The terms of reference of the Risk Management Committee
in Schedule VII of the Companies Act 2013; are as under:
b. recommend the amount of expenditure to be incurred a. To formulate a detailed risk management policy which
on the CSR activities of the Company; shall include:
70
Reliance Power Limited
Corporate Governance Report for the financial year ended March 31, 2024
counsel and services are available to all the Directors of None of the business proposed to be transacted in the
the Company. ensuing Annual General Meeting require passing of a special
VIII. Senior Management resolution through postal ballot.
Particulars of senior management and the changes therein XI. Details of Utilization
during the year under review is provided as under: During the year under review, the Company issued and
allotted 7.60 crore Equity Shares of ` 10/- each to
Name of Senior Function
Reliance Commercial Finance Limited, a wholly owned
Management
subsidiary of Authum Investment and Infrastructure Limited
Personnel
consequent upon conversion / appropriation of its existing
Shri Ashok Kumar Pal Manager (with effect from May outstanding dues, at an issue price of ` 20/- (including
03, 2023) & CFO premium of ` 10/-) per equity share, by way of preferential
Shri Manoj Pongde Business & Legal issue on a private placement basis in terms of the Securities
Exchange Board of India (Issue of Capital and Disclosure
Shri Murli Manohar Manager and Company Requirements) Regulations, 2018. Further, the Company
Purohit Secretary (upto May 03, 2023) has also issued and allotted 20.58 crore equity shares of
Smt. Ramandeep Company Secretary cum ` 10/- each to VFSI Holdings Pte. Limited for cash at a
Kaur Compliance Officer (with effect price of ` 15.55/- (including premium of ` 5.55/-) per
from May 03, 2023) equity share upon conversion of equivalent number of
warrants. The Company has received ` 240 crores being
Shri Ravi Gehani Internal Audit balance 75% of the issue price of the warrants. The said
Shri Sameer Gupta Finance funds have been fully utilized for the purpose for which it
was raised.
Shri Umesh Agrawal Strategy
XII. Means of Communication
IX. General Body Meetings
The last three Annual General Meetings of the Company a. Financial Results:
were held through Video Conferencing (VC)/ Other Audio-
Financial Results for the quarter, half year and financial
Visual Means (OAVM) as under:
year are published in the Financial Express (English)
Financial Date and Time Whether newspaper circulating substantially in the whole of
Year Special India and in Navshakti (Marathi) newspaper and
Resolution(s) are also posted on the Company’s website www.
passed reliancepower.co.in.
2022-23 July 28, 2023 – 12.00 Noon Nil b. Media Releases and Presentations:
2021-22 July 02, 2022 – 10.00 A.M. Nil Official media releases are sent to the Stock
2020-21 September 14, 2021 – N.A. Exchanges before their release to the media for wider
12.30 P.M. dissemination. Presentations, made to media, analysts,
institutional investors, etc, if any are posted on the
During the year under review, the Company did not hold Company’s website.
any Extra-ordinary General Meeting.
c. Company Website
X. Postal Ballot
The Company’s website www.reliancepower.co.in
The Company has issued a Postal Ballot Notice along contains a separate dedicated section on ‘Investor
with Postal Ballot Form on August 05, 2023 in terms of Information’. It contains comprehensive database
Section 110 of the Act and result thereof was announced of information of interest to our investors including
on September 05, 2023. One special resolution for Issue the financial results, Annual Reports of the Company,
of Equity Shares on Preferential Basis was passed with information disclosed to the concerned regulatory
91.94% votes cast in favour of resolution. authorities from time-to-time, business activities
and the services rendered/facilities extended by the
Shri Anil Lohia, Partner, M/s Dayal & Lohia, Chartered Company to the investors, in a user-friendly manner.
Accountants, was appointed as the Scrutinizer for The information about the Company as called for in
conducting the above Postal Ballot voting process in a fair terms of the Listing Regulations is provided on the
and transparent manner. Company’s website and the same is updated regularly.
The Company had complied with the procedure for d. Annual Report:
Postal Ballot in terms of the provisions of Section 110
The Annual Report containing, inter alia, Notice of
of the Companies Act, 2013, read with the Companies
Annual General Meeting, Audited Standalone Financial
(Management and Administration) Rules, 2014, as
Statements and Consolidated Financial Statements,
amended from time to time.
Directors’ Report, Auditors’ Report and other important
There is no immediate proposal for passing any resolution information is circulated to Members and others
through Postal Ballot. entitled thereto. The Business Responsibility and
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Reliance Power Limited
Corporate Governance Report for the financial year ended March 31, 2024
Sustainability Report, Management Discussion and The Company has formulated Policy for Determining
Analysis and Corporate Governance Report also forms Material subsidiaries which is uploaded on Company’s
part of the Annual Report and the Annual Report is website with web link: https://www.reliancepower.
displayed on the Company’s website. co.in/documents/2181716/2364859/Policy_for_
The Act read with the Rules made thereunder and the Determining_Material_Subsidiary_2023.pdf
Listing Regulations facilitate the service of documents The Company has two material subsidiaries - Sasan Power
to Members through electronic means. In compliance Limited and Rosa Power Supply Company Limited.
with the various relaxations provided by SEBI and
Sasan Power Limited was incorporated at New Delhi on
MCA, the Company e-mails the soft copy of the
February 10, 2006. M/s Pathak H.D. & Associates LLP
Annual Report to all those Members whose e-mail
were appointed as Statutory Auditor at the AGM of Sasan
ids are available with the Company / depositories or
Power Limited held on November 05, 2021.
its Registrar and Transfer Agent. The other Members
are urged to register their e-mail ids to receive the Rosa Power Supply Company Limited was incorporated
communication electronically. at Kanpur on September 01, 1994. M/s Pathak H.D. &
e. NSE Electronic Application Processing System Associates LLP were appointed as Statutory Auditor at the
(NEAPS) AGM of Rosa Power Supply Company Limited held on
September 30, 2021.
The NEAPS is a web-based system designed by NSE
for corporates. The Shareholding Pattern, Corporate Smt. Chhaya Virani, the Independent Director of the
Governance Report, Corporate Announcements, Company is on the Board of the both unlisted Material
Media Releases, Financial Results, Annual Report, etc. Subsidiaries viz. Sasan Power Limited and Rosa Power
are filed electronically on NEAPS. Supply Company Limited.
f. BSE Corporate Compliance and Listing Centre (the Both material subsidiaries have undergone Secretarial Audit
‘Listing Centre’) by a practicing Company Secretary and the Secretarial
Audit Report is annexed to their annual report as well as
The Listing Centre is a web-based application
the annual report of the Company as per Regulation 24A
designed by BSE for corporates. The Shareholding
of the Listing Regulations.
Pattern, Corporate Governance Report, Corporate
Announcements, Media Releases, Financial Results, XIV. Disclosures
Annual Report, etc. are filed electronically on the a. There has been no non-compliance by the Company
Listing Centre. on any matter related to capital markets during the
g. Unique Investor helpdesk: last three financial years except for an inadvertent
Exclusively for investor servicing, the Company has set and minor delay of one day in giving notice of record
up a Unique Investor Help Desk with multiple access date for payment of interest on NCDs in March 2021,
modes as under: of one day in filing the shareholding pattern for the
quarter ended June 30, 2022 and of four days in filing
Toll free No. (India) : 1800 309 4001
of disclosure of payment of interest/ repayment of
Telephone no. : +91 40 6716 1784 principal amount of NCDs for the month of March,
WhatsApp no. : +91 9100094099 2023.
E-mail : rpower@kfintech.com b. Related Party Transactions
h. Designated e-mail id: During the financial year 2023-24, no transactions
The Company has also designated the e-mail id: of material nature requiring approval of members
reliancepower.investors@relianceada.com exclusively of the Company, have been entered into by the
for investor servicing. Company that may have a potential conflict with
interest of the Company. The details of Related Party
XIII. Subsidiaries
Transactions are disclosed in the Notes to Financial
All the subsidiary companies are managed by their respective Statements. The policy on dealing with Related
Boards. Party Transactions is placed on the Company’s
The minutes of the meetings of the Boards of the subsidiary website at web link: https://www.reliancepower.
companies are placed before the Company’s Board co.in/documents/2181716/2364859/Policy_for_
of Directors on quarterly basis. Financial statement, in Related_Party_Transaction_2023.pdf
particular the investments made by the unlisted subsidiary
companies, are reviewed quarterly by the Audit Committee c. Accounting Treatment
of the Company. A statement containing all significant In preparation of the financial statements, the Company
transactions and arrangements entered into by the unlisted has followed the Accounting Standards as prescribed
subsidiary companies is placed before the Audit Committee under Companies (Indian Accounting Standards) Rules,
/ Board. Related party transaction to which the subsidiary 2015 (Ind AS) and under Section133 of the Act as
is a party but the Company is not, are placed before the applicable. The Accounting Policies followed by the
Audit Committee of the Company for prior approval, if the Company to the extent relevant are set out elsewhere
value of such transaction exceeds the limits specified under in the Annual Report.
Listing Regulations.
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Reliance Power Limited
Corporate Governance Report for the financial year ended March 31, 2024
‘It is hereby declared that the Company has The Company has formulated the “Reliance Power Limited
obtained from all Members of the Board and Senior - Code of Practices and Procedures and Code of Conduct
Management Personnel an affirmation that they have to regulate, monitor and report trading in securities and
complied with the Code of Conduct for Directors and Fair Disclosure of Unpublished Price Sensitive Information”
Senior Management for the year 2023-24.’ (Code) in accordance with the guidelines specified under
the SEBI (Prohibition of Insider Trading) Regulations, 2015
Ashok Kumar Pal as amended from time to time.
Manager & Chief Financial Officer
The Company Secretary is the Compliance Officer under the
e. CEO and CFO Certification Code and is responsible for complying with the procedures,
monitoring adherence to the rules for the preservation
Shri Ashok Kumar Pal, Manager and Chief Financial Officer of price sensitive information, pre-clearance of trades,
of the Company, has provided certification on financial monitoring of trades and implementation of the Code under
reporting and internal controls to the Board as required the overall supervision of the Board. The Company’s Code,
under Regulation 17(8) of the Listing Regulations. inter alia, prohibits purchase and/or sale of securities of the
f. Review of Directors’ Responsibility Statement Company by an insider, while in possession of unpublished
price sensitive information in relation to the Company and
The Board in its report has confirmed that the financial also during certain prohibited periods. The Company’s Code
statements for the year ended March 31, 2024 have is available on the Company’s website at the web link:
been prepared as per applicable Accounting Standards
and Policies and that sufficient care has been taken for https://www.reliancepower.co.in/
maintaining adequate accounting records. documents/2181716/2364859/Insider_Trading_Code.pdf
Pursuant to the SEBI (Prohibition of Insider Trading) Regulations, 2015, the Trading window for dealing in the securities of the
Company by the designated persons shall remain closed during the period from end of every quarter/ year till the expiry of 48
hours from the declaration of quarterly / yearly financial results of the Company and for other matters as prescribed in the Code.
XVI. Compliance of Regulation 34(3) read with Para F of Schedule V of 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 Unclaimed Suspense Account as on March 31, 2024 were as under.
73
Reliance Power Limited
Corporate Governance Report for the financial year ended March 31, 2024
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Reliance Power Limited
Corporate Governance Report for the financial year ended March 31, 2024
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Reliance Power Limited
Corporate Governance Report for the financial year ended March 31, 2024
76
Reliance Power Limited
Corporate
CertificateGovernance
on Corporate
Report
Governance
for the By
financial
Practicing
yearCompany
ended March
Secretary
31, 2024
[Pursuant to Regulation 34(3) read with Schedule V (E) of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015]
To,
The Members
Reliance Power Limited
Reliance Centre, Ground Floor, 19,
Walchand Hirachand Marg,
Ballard Estate
Mumbai 400001
I have examined the compliance of conditions of Corporate Governance by Reliance Power Limited (‘the Company’) for the year
ended March 31, 2024, as stipulated under Regulations 17 to 27, clauses (b) to (i) and (t) of sub-regulation (2) of Regulation 46
and para C, D & E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (“the Listing Regulations”).
The compliance of conditions of Corporate Governance is the responsibility of the management. My examination was limited to the
review of procedures and implementations thereof, as adopted by the Company for ensuring compliance with the conditions of the
Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
In my opinion and to the best of my information and according to the explanations given to me, and the representations made by the
Directors and the management, I certify that the Company has complied with the conditions of Corporate Governance as stipulated
in the Listing Regulations, for the financial year ended March 31, 2024.
I further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness
with which the management has conducted the affairs of the Company.
This Certificate is solely issued for the purposes of complying with the aforesaid Regulations and should not be used by any other
person or for any other purpose.
77
Reliance Power Limited
Certificate of Non-Disqualification of Directors
[Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015]
To,
The Members
Reliance Power 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 Power
Limited having CIN L40101MH1995PLC084687 and having registered office at Reliance Centre, Ground Floor, 19, Walchand
Hirachand Marg, Ballard Estate, Mumbai 400001(hereinafter referred to as ‘the Company’), produced before me by the Company
for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
In my opinion and to the best of my information and according to the verifications (including Directors Identification Number (DIN)
status at the portal www.mca.gov.in) as considered necessary and explanations furnished to me by the Company & its officers,
I hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on 31st
March, 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.
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.
78
Reliance Power Limited
Investor Information
BSE NSE
High Low Volume High Low Volume
Month ` ` (No.s) ` ` (No.s)
April-23 13.11 9.95 23,38,77,363 13.15 9.95 84,90,00,110
May-23 14.00 11.06 31,84,22,995 14.00 11.05 1,95,75,52,641
June-23 17.44 12.90 49,63,79,445 17.45 12.85 2,83,94,17,963
July-23 16.90 14.10 54,84,23,762 16.90 14.10 2,78,37,73,099
August-23 20.60 16.28 68,29,88,096 20.65 16.25 3,65,33,04,887
September-23 22.05 17.77 43,01,82,384 22.05 17.80 2,37,90,84,534
October-23 19.53 15.53 24,59,44,506 19.55 15.55 1,12,04,19,140
November-23 23.74 16.85 52,34,02,117 23.75 16.85 3,04,36,59,145
December-23 25.19 20.53 52,26,34,136 25.20 20.60 2,79,45,75,301
January-24 33.10 23.30 50,97,67,798 33.15 23.30 3,39,39,04,869
February-24 30.10 22.30 5,42,63,471 30.10 22.30 29,22,71,812
March-24 28.55 19.37 4,43,92,290 28.50 19.40 26,96,28,207
(Source: This information is compiled from the data available on the websites of BSE and NSE)
L. Share Price Performance in comparison with broad based indices - Sensex (BSE) and Nifty as on March 31, 2024
79
Reliance Power Limited
Investor Information
Total shareholding of Promoter and Promoter Group 93,34,75,345 23.24 93,34,75,345 24.99
B Public shareholding
-F
oreign Institutional Investors (FII) / Foreign 52,26,91,342 13.01 27,46,10,217 7.35
Portfolio Investors (FPI)/Foreign Direct Investment
80
Reliance Power Limited
Investor Information
Distribution of Shareholding
Number of shares Number of shareholders Total Shares Number of shareholders Total Shares
as on March 31, 2024 as on March 31, 2024 as on March 31, 2023 as on March 31, 2023
501 -5000 3,45,787 8.94 52,33,41,034 13.03 2,92,041 9.07 45,90,44,238 12.29
Above 100000 2,709 0.07 2,43,63,99,335 60.65 2,516 0.08 2,19,49,12,119 58.78
T. Plant Locations
In addition, certain projects are under implementation as per details provided in the Management Discussion and Analysis
Report.
Queries relating to financial statement may be addressed to: Correspondence on investor services may be addressed to:
Chief Financial Officer Company Secretary
Reliance Power Limited Reliance Power Limited
Reliance Centre, Ground Floor, Reliance Centre, Ground Floor,
19, Walchand Hirachand Marg, 19, Walchand Hirachand Marg,
Ballard Estate, Mumbai 400 001 Ballard Estate, Mumbai 400 001
Tel. No. : +91 22 4303 1000 Tel. No. : +91 22 4303 1000
Fax No. : +91 22 4303 3166 Fax No. : +91 22 4303 3166
E-mail: reliancepower.investors@relianceada.com E-mail: reliancepower.investors@relianceada.com
81
Reliance Power Limited
Investor Information
Rating Agency Type of Instrument Rating as on April 1, 2023 Rating as on March 31, 2024
ICRA Limited A. Non-Convertible Debentures Long Term : D ISSUER NOT Long Term : D ISSUER NOT
(NCD) Programme COOPERATING COOPERATING
B. Line of Credit i. Long Term : D ISSUER i. Long Term : D ISSUER NOT
i. Long Term Non fund based NOT COOPERATING COOPERATING
(BG and LC) ii. Short Term : D ISSUER ii. Short Term : D ISSUER NOT
ii. Short Term Non fund NOT COOPERATING COOPERATING
based(BG and LC) iii. Long Term : D ISSUER iii. Long Term : D ISSUER NOT
iii. Long Term Loans NOT COOPERATING COOPERATING
iv. Long Term Fund based iv. Long Term : D ISSUER iv. Long Term : D ISSUER NOT
NOT COOPERATING COOPERATING
X. Equity History
Up to Allotment(s) made prior to Initial Public Offering (IPO) 20,00,000 20,00,000 2,000.00
31.01.2008
01.02.2008 Allotment of shares pursuant to Initial Public Offering(IPO) 2,60,000 22,60,000 2,260.00
82
Reliance Power Limited
Investor Information
Investor Information
EE. Facility for a Basic Services Demat Account (BSDA) for lodging complaint However investors can check status of
small investors their complaints lodged in old SCORES on the old portal.
Investors can lodge complaints only through new version of
SEBI has stated that all the DPs shall make available
SCORES i.e. https://scores.sebi.gov.in from April 01, 2024.
a BSDA for the shareholders unless otherwise opted for
regular demat account with (a) No Annual Maintenance GG. Online Dispute Resolution (ODR) Mechanism
charges if the value of holding is up to ` 50,000/- and (b)
Annual Maintenance charges not exceeding ` 100/- for SEBI vide Circular Nos. SEBI/HO/OIAE/OIAE_IAD-1/P/
value of holding from ` 50,001 to ` 2,00,000/-. CIR/2023/131 dated July 31, 2023, and SEBI/HO/OIAE/
OIAE_IAD-1/P/CIR/2023/135 dated August 4, 2023,
FF. SEBI Complaint Redressal System (SCORES 2.0) read with Master Circular No. SEBI/HO/ OIAE/OIAE_IAD-
1/P/CIR/2023/145 dated July 31, 2023 (updated as
The investors’ complaints are also being processed through
on August11, 2023), has established a common Online
the centralized web based complaint redressal system. The
Dispute Resolution Portal (“ODR Portal”) for resolution of
salient features of SCORES include availability of centralised
disputes arising in the Indian Securities Market.
database of the compliants and provision for the Company
to upload online action taken reports. Through SCORES, the Pursuant to above-mentioned circulars, the Company
investors can view online, the actions taken and current has enrolled on the ODR Portal and the investors can
status of the complaints. In its efforts to improve ease initiate dispute resolution through the ODR Portal
of doing business, SEBI has launched a mobile app “SEBI (https://smartodr.in/login). This option can be exercised
SCORES”, making it easier for investors to lodge their by the investor after exhausting other options like lodging
grievances with SEBI, as they can now access SCORES at direct compliant with the Company or escalating the
their convenience. same through SCORES Portal. The details of the same can
also be accessed through the Company’s website at link:
SEBI has launched the new version of the SEBI Complaint
https://www.reliancepower.co.in/web/reliance-power/
Redress System (SCORES 2.0) and with effect from March
shareholder-services.
28, 2024, the old version of SCORES has been closed for
84
Reliance Power Limited
To The Members of Reliance Power Limited Ethics issued by the Institute of Chartered Accountants of India
(ICAI) together with the ethical requirements that are relevant
Report on the Audit of the Standalone Financial Statements to our audit of the standalone financial statements under the
provisions of the Act and the Rules made thereunder, and we
Opinion
have fulfilled our other ethical responsibilities in accordance with
We have audited the standalone financial statements of Reliance these requirements and the ICAI’s Code of Ethics. We believe that
Power Limited (“the Company”), which comprise the Standalone the audit evidence obtained by us is sufficient and appropriate to
Balance Sheet as at March 31, 2024, the Standalone Statement provide a basis for our audit opinion on the standalone financial
of Profit and Loss (including Other Comprehensive Income), statements.
Standalone Statement of Cash Flows and Standalone Statement
Material Uncertainty Related to Going Concern
of Changes in Equity for the year then ended, and notes to
the standalone financial statements including a summary of We draw attention to Note no. 22 of the standalone financial
material accounting policies and other explanatory information statements, wherein the Company is guarantor for the loans
(“hereinafter referred to as “standalone financial statements”). availed by subsidiaries which have fallen due for repayment
and its current liabilities exceeds current assets indicate that the
In our opinion and to the best of our information and according
material uncertainty exits that may cast a significant doubt on
to the explanations given to us, the aforesaid standalone financial
the Company’s ability to continue as a going concern. However
statements give the information required by the Companies Act,
the standalone financial statements of the Company have
2013 (“the Act”) in the manner so required and give a true and
been prepared as a Going Concern for the reason stated in the
fair view in conformity with the Indian Accounting Standards
aforesaid note.
prescribed under section 133 of the Act read with the Companies
(Indian Accounting Standards) Rules, 2015, as amended, (“Ind Our opinion is not modified in respect of this matter.
AS”) and other accounting principles generally accepted in India,
Key Audit Matters
of the state of affairs of the Company as at March 31, 2024,
and its profit and other comprehensive income, its cash flows and Key audit matters are those matters that, in our professional
the changes in equity for the year ended on that date. judgment, were of most significance in our audit of the standalone
financial statements of the current year. These matters were
Basis for Opinion
addressed in the context of our audit of the standalone financial
We conducted our audit of the standalone financial statements in statements as a whole, and in forming our opinion thereon,
accordance with the Standards on Auditing (SAs) specified under and we do not provide a separate opinion on these matters. In
section 143(10) of the Act. Our responsibilities under those SAs addition to the matters described in the Material Uncertainty
are further described in the Auditor’s Responsibility for the Audit Related to Going Concern section, we have determined the
of the Standalone Financial Statements section of our report. We matters described below to be the key audit matters to be
are independent of the Company in accordance with the Code of communicated in our report.
The Key Audit Matters How the matter was addressed in our audit
Investments – evaluation of fair value of investments in Rosa Power Supply Company Limited (RPSCL), Sasan Power Limited
(SPL) and Dhursar Solar Power Private Limited (DSPPL)
The Company has investments in subsidiaries of RPSCL, SPL Besides obtaining an understanding of management’s processes
and DSPPL. These investments are recognised at fair value and controls with regard to testing the impairment of investment
through other comprehensive income. Determination of fair in unquoted equity and preference instruments in subsidiaries,
value is subject to a significant level of judgment. Therefore, our procedures included the following:
there is a risk that the value of investments may be misstated.
Refer to note 3.2 (a) – “Investments” of the standalone financial - Pursued fair valuation reports of significant investments
statements. obtained from an independent external valuation expert
engaged by the Company.
- Evaluated the appropriateness of the Company’s
assumptions with comparable benchmarks in relation to
key inputs such as long-term growth rates and discount
rates;
- Assessed the appropriateness of the forecast cash flows
within the budgeted period based on our understanding
of the business;
- Considered historical forecasting accuracy, by comparing
previously forecasted cash flows to actual results
achieved;
- Evaluated the appropriateness of the related disclosures
in Note 3.2(a) of the standalone financial statements.
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Reliance Power Limited
The Key Audit Matters How the matter was addressed in our audit
Loans and advances and Other receivables – impairment assessment
The Company has granted loans and advances to subsidiaries Our procedures included the following:
and other companies and also has receivables from various
parties. These loans and receivables are tested for impairment - Obtained independent confirmation of balances
annually. If impairment exists, the recoverable amounts of the outstanding from recipients and traced the amounts
loans and receivables are estimated in order to determine the confirmed to the books of account;
extent of the impairment loss, if any. Determination of whether - Verified whether the requisite approvals were obtained for
there exists any impairment in the value of loans and receivables the loan given and ensured other compliances as required
is subject to a significant level of judgment. by the applicable regulation;
Therefore there is a risk that the value of loans and receivables - Pursued the audited financial statements of those entities
may be misstated. Refer to note 3.2(b), 3.4(d) and 3.4(e) of to evaluate whether its net assets, being an approximation
the standalone financial statements. of its minimum recoverable amount, were in excess of
the amounts due for assessing the repayment capability
of the concerned entity;
- Verified the adequacy of the provision made by
management, where applicable;
- Evaluated the adequacy of the related disclosures in
note 3.2(b),3.4(d) and 3.4(e) of the standalone financial
statements.
Information Other than the Standalone Financial Statements of the accounting records, relevant to the preparation and
and Auditor’s Report Thereon presentation of the standalone financial statements that give
a true and fair view and are free from material misstatement,
The Company’s Board of Directors is responsible for the other whether due to fraud or error.
information. The other information comprises the information
included in Company’s annual report, but does not include the In preparing the standalone financial statements, management
standalone financial statements and our auditor’s report thereon. and Board of Directors are responsible for assessing the
Our opinion on the standalone financial statements does not Company’s ability to continue as a going concern, disclosing,
cover the other information and we do not express any form of as applicable, matters related to going concern and using the
assurance conclusion thereon. In connection with our audit of going concern basis of accounting unless management either
the standalone financial statements, our responsibility is to read intends to liquidate the Company or to cease operations, or has
the other information and, in doing so, consider whether the no realistic alternative but to do so.
other information is materially inconsistent with the standalone
financial statements or our knowledge obtained during the course Those Board of Directors are also responsible for overseeing the
of our audit or otherwise appears to be materially misstated. Company’s financial reporting process.
If, based on the work we have performed, we conclude that
Auditor’s Responsibility for the Audit of the Standalone
there is a material misstatement of this other information; we
Financial Statements
are required to report that fact. We have nothing to report in
this regard. Our objectives are to obtain reasonable assurance about whether
the standalone financial statements as a whole are free from
Management’s Responsibility for the Standalone Financial
material misstatement, whether due to fraud or error, and to
Statements
issue an auditor’s report that includes our opinion. Reasonable
The Company’s management and Board of Directors are assurance is a high level of assurance, but is not a guarantee that
responsible for the matters stated in section 134(5) of the Act an audit conducted in accordance with SAs will always detect a
with respect to the preparation of these standalone financial material misstatement when it exists. Misstatements can arise
statements that give a true and fair view of the state of affairs, from fraud or error and are considered material if, individually or
profit/ loss and other comprehensive income/ loss, cash flows in the aggregate, they could reasonably be expected to influence
and changes in equity of the Company in accordance with the Ind the economic decisions of users taken on the basis of these
AS specified under section 133 of the Act and other accounting standalone financial statements.
principles generally accepted in India. This responsibility also
As part of an audit in accordance with SAs, we exercise
includes maintenance of adequate accounting records in
professional judgment and maintain professional skepticism
accordance with the provisions of the Act for safeguarding the
throughout the audit. We also:
assets of the Company and for preventing and detecting frauds
and other irregularities; selection and application of appropriate • Identify and assess the risks of material misstatement of
accounting policies; making judgments and estimates that the standalone financial statements, whether due to fraud
are reasonable and prudent; and design, implementation and or error, design and perform audit procedures responsive
maintenance of adequate internal financial controls that were to those risks, and obtain audit evidence that is sufficient
operating effectively for ensuring the accuracy and completeness and appropriate to provide a basis for our opinion. The
86
Reliance Power Limited
risk of not detecting a material misstatement resulting Report on Other Legal and Regulatory Requirements
from fraud is higher than for one resulting from error, as
fraud may involve collusion, forgery, intentional omissions, 1. As required by the Companies (Auditor’s Report) Order,
misrepresentations, or the override of internal control. 2020 (“the Order”) issued by the Central Government in
terms of Section 143(11) of the Act, we give in “Annexure
• Obtain an understanding of internal financial control A” a statement on the matters specified in paragraphs 3
relevant to the audit in order to design audit procedures and 4 of the Order to the extent applicable.
that are appropriate in the circumstances. Under section
143(3)(i) of the Act, we are also responsible for 2. As required by Section 143(3) of the Act, we report that:
expressing our opinion on whether the Company has a) We have sought and obtained all the information
adequate internal financial controls with reference to and explanations which to the best of our knowledge
standalone financial statements in place and the operating and belief were necessary for the purposes of our
effectiveness of such controls. audit.
• Evaluate the appropriateness of accounting policies used b) In our opinion, except for matter stated in paragraph
and the reasonableness of accounting estimates and 2(j)(vi) below on reporting under Rule 11(g) of
related disclosures made by the management. the Companies (Audit and Auditors) Rules, 2014,
• Conclude on the appropriateness of Management’s and proper books of account as required by law have
Board of Directors use of the going concern basis of been kept by the Company so far as it appears from
accounting and, based on the audit evidence obtained, our examination of those books.
whether a material uncertainty exists related to events c) The Standalone Balance Sheet, the Standalone
or conditions that may cast significant doubt on the Statement of Profit and Loss including Other
Company’s ability to continue as a going concern. If Comprehensive Income, the Standalone Statement
we conclude that a material uncertainty exists, we are of Cash Flows and Standalone Statement of
required to draw attention in our auditor’s report to the Changes in Equity dealt with by this Report are in
related disclosures in the standalone financial statements agreement with the relevant books of account.
or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit evidence d) In our opinion, the aforesaid standalone financial
obtained up to the date of our auditor’s report. However, statements comply with the Ind AS specified under
future events or conditions may cause the Company to Section 133 of the Act read with relevant rules
cease to continue as a going concern. made thereunder.
• Evaluate the overall presentation, structure and content e) On the basis of the written representations received
of the standalone financial statements, including the from the directors as on March 31, 2024 taken
disclosures, and whether the standalone financial on record by the Board of Directors, none of the
statements represent the underlying transactions and directors is disqualified as on March 31, 2024 from
events in a manner that achieves fair presentation. being appointed as a director in terms of Section
164(2) of the Act.
Materiality is the magnitude of misstatements in the Standalone
Financial Statements that, individually or in aggregate, makes f) The going concern matter described in material
it probable that the economic decisions of a reasonably uncertainty related to going concern paragraph
knowledgeable user of the Standalone Financial Statements above, in our opinion, may have an adverse effect
may be influenced. on the functioning of the Company.
We communicate with those charged with governance regarding, g) The reservation relating to the maintenance of
among other matters, the planned scope and timing of the audit accounts and other matters connected therewith
and significant audit findings, including any significant deficiencies are as stated in paragraph 2(b) above on reporting
in internal control that we identify during our audit. under section 143(3)(b) of the Act and paragraph
We also provide those charged with governance with a statement 2(j)(vi) below on reporting under Rule 11(g) of the
that we have complied with relevant ethical requirements Companies (Audit and Auditors) Rules, 2014 (as
regarding independence, and to communicate with them all amended).
relationships and other matters that may reasonably be thought h) With respect to the adequacy of the internal financial
to bear on our independence, and where applicable, related controls with reference to standalone financial
safeguards. statements and the operating effectiveness of such
From the matters communicated with those charged with controls, refer to our separate Report in “Annexure
governance, we determine those matters that were of most B”.
significance in the audit of the standalone financial statements i) With respect to the other matters to be included
of the current year and are therefore the key audit matters. in the Auditor’s Report in accordance with the
We describe these matters in our auditors’ report unless law or requirements of section 197(16) of the Act, in
regulation precludes public disclosure about the matter or when, our opinion and to the best of our information
in extremely rare circumstances, we determine that a matter and according to the explanations given to us, no
should not be communicated in our report because the adverse remuneration is paid/ provided by the Company to
consequences of doing so would reasonably be expected to its directors during the year.
outweigh the public interest benefits of such communication.
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Reliance Power Limited
j) With respect to the other matters to be included in any guarantee, security or the like on
the Auditor’s Report in accordance with Rule 11 of behalf of the Ultimate Beneficiaries;
the Companies (Audit and Auditors) Rules, 2014, and
as amended, in our opinion and to the best of our
information and according to the explanations given (c) Based on our audit procedure that
to us: has been considered reasonable and
appropriate in the circumstances,
i. The Company has disclosed the impact of nothing has come to our notice that
pending litigations on its financial position in has caused us to believe that the
its standalone financial statements; representations under sub-clause
(a) and (b) contain any material
ii. The Company did not have any long-term misstatement.
contracts including derivative contracts for
which there were any material foreseeable v. The Company has not declared or paid any
losses; dividend during the year.
iii. There has been no delay in transferring vi. Based on our examination which included test
amounts, required to be transferred, to the checks, the Company has used an accounting
Investor Education and Protection Fund by software for maintaining its books of account
the Company; for the year ended March 31, 2024 which
has a feature of recording audit trail (edit log)
iv. (a) The management has represented to facility and the same has operated throughout
us that, to the best of it’s knowledge the year for all relevant transactions recorded
and belief no funds have been in the software. However, as stated in
advanced or loaned or invested note no. 31, no audit trail has been enabled
(either from borrowed funds or share at the database level for any direct changes
premium or any other sources or kind in database in accounting software SAP for
of funds) by the Company to or in the year ended March 31, 2024. Further,
any other person or entity, including during the course of our audit we did not
foreign entities (“Intermediaries”), with come across any instance of audit trail
the understanding, whether recorded feature being tampered with.
in writing or otherwise, that the
Intermediary shall, whether, directly vii. As proviso to Rule 3(1) of the Companies
or indirectly lend or invest in other (Accounts) Rules, 2014 is applicable from
persons or entities identified in any April 01, 2023, reporting under Rule 11(g)
manner whatsoever by or on behalf of of the Companies (Audit and Auditors) Rules,
the Company (“Ultimate Beneficiaries”) 2014 on preservation of audit trail as per the
or provide any guarantee, security statutory requirements for record retention
or the like on behalf of the Ultimate is not applicable for the financial year ended
Beneficiaries; March 31, 2024.
(b) The management has represented to For Pathak H. D. & Associates LLP
us that, to the best of it’s knowledge Chartered Accountants
and belief no funds have been Firm’s Registration No:107783W/W100593
received by the Company from any
person or entity, including foreign
entities (“Funding Parties”), with the
understanding, whether recorded in Jigar T. Shah
writing or otherwise, that the Company Partner
shall, whether, directly or indirectly, Membership No. 161851
lend or invest in other persons or entities UDIN: 24161851BKBHIL2959
identified in any manner whatsoever
by or on behalf of the Funding Party Date: May 25, 2024
(“Ultimate Beneficiaries”) or provide Place: Mumbai
88
Reliance Power Limited
Referred to in paragraph 1 under ‘Report on Other Legal assets are physically verified in a phased manner
and Regulatory Requirements’ section of our report in the over a period of three years, which in our opinion, is
Independent Auditors Reports of even date to the members reasonable having regard to the size of the Company
of Reliance Power Limited on the standalone financial and the nature of its assets. In accordance with this
statements for the year ended March 31, 2024 programme, certain property, plant and equipment
including Assets held for sale, were verified during
i. In respect of its Property, Plant and Equipment, Intangible
the year and no material discrepancies were noticed
Assets and Asset Held for Sale:
on such verification.
(a) (A) Based on the records examined by us and
(c) According to the information and explanations
information and explanation given to us
given to us and the records examined by us, the
the Company is maintaining proper records
title deeds comprising all the immovable properties
showing full particulars, including quantitative
(other than properties where the Company is the
details and situation of Property, Plant and
lessee and the lease agreements are duly executed
Equipment including Asset Held for Sale.
in favour of the lessee) disclosed in the standalone
(B) Based on the records examined by us and financial statements, are held in the name of the
information and explanation given to us, Company except freehold land of ` 531 lakhs are
the Company does not have any Intangible in the name of erstwhile company i.e., Reliance
Assets. Hence, reporting under clause 3(i) Clean Power Limited which has been merged with
(a)(B) of the Order is not applicable to the the Company under section 391 to 394 of the
Company. Companies Act, 1956 pursuant to the scheme of
amalgamation approved by Honourable High Court,
(b) The Company has a regular programme of physical with an appointed date of April 01, 2012. The
verification of its property, plant and equipment details thereof are as follows:
including Assets held for sale under which the
Sr. Description of Gross Title deed Held in Whether title Property Reason for not being held in the
No. Property carrying name of deeds held held since name of the Company
value in name of date
(` in lakhs) promoter, (Financial
director or Year)
relative of
promoter/
director
1 Free Hold land 413 Reliance Clean Power No 2013-14 Reliance Clean Power Private
(7 nos.) Private Limited Limited has been merged with
Reliance Power Limited with an
2 Free Hold land 118 No 2012-13
appointed date April 01, 2012
(2 nos.)
Pursuant to Business Transfer Agreement dated March 22, 2024 ii. (a) The Company does not hold any inventory.
between the Company and JSW Renewable Energy (Coated) Accordingly, the reporting under clause 3(ii) of the
Limited, the above immovable properties has been transferred Order is not applicable to the Company.
(Refer Note 30).
(b) Based on the records examined by us and information
(d) Based on the records examined by us and and explanation given to us, the Company has
information and explanation given to us by the been sanctioned working capital limits in excess
Management, the Company during the year has of rupees five crores from banks on the basis of
not revalued its Property, Plant and Equipment security of current assets and the quarterly returns
(including rights to use assets) or intangible assets. or statements filed by the Company with such bank
Hence, the reporting under clause 3(i)(d) of the is in agreement with the books of account of the
Order is not applicable to the Company. Company.
(e) According to the information, explanation and iii. (a) On the basis of examination of records of the
representation given to us by the Management, Company, during the year the Company has
no proceedings have been initiated or are granted loans to various companies. The detail of
pending against the Company for holding any aggregate amount of loans granted during the year
benami property under the Benami Transactions and balance outstanding as at the balance sheet
(Prohibition) Act, 1988 (45 of 1988) and rules date of such loans are as under.
made thereunder.
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Reliance Power Limited
Amount (` In Lakhs) (b) In our opinion and according to the information and
explanation given to us, the investments made and
Particulars Loans terms and conditions of loans granted during the
Aggregate amount granted / year are, prime facie, not prejudicial to the interest
provided / assigned during the of the Company.
year
(c) Based on the records examined by us and
- Subsidiaries 6,960 information and explanation given to us, the
schedule of repayment of principal and interest has
- Associates - been stipulated and the repayments/ receipts have
- Joint Ventures - been regular.
iv. In our opinion and according to the information and Section 148 of the Act and the rules framed there under
explanations given to us, the Company has not directly and we are of the opinion that prima facie, the prescribed
or indirectly advanced loan to the persons covered under accounts and records have been prepared and maintained.
Section 185 of the Act or given guarantees or securities in We have not, however, made a detailed examination of
connection with the loan taken by such persons and has the records with a view to determine whether they are
complied with the provisions of section 186 of the Act, in accurate or complete.
respect of investments, loans, guarantee or security given, vii. In respect of statutory dues:
to the extent as applicable.
a) According to the information and explanations given
v. In our opinion and according to the information and to us and the records of the Company examined
explanations given to us, the Company has not accepted by us, in our opinion, the Company is generally
any deposits from the public within the meaning of regular in depositing the undisputed statutory dues
sections 73 to 76 of the Act and the Rules framed there in respect of income tax and goods and service tax,
under. Accordingly, reporting under clause 3(v) of the though there has been a slight delay in a few cases
Order is not applicable to the Company. and is regular in depositing undisputed statutory
vi. We have broadly reviewed the books of account dues, including provident fund, and other material
maintained by the Company in respect of sale of electricity statutory dues, as applicable, with the appropriate
where the maintenance of cost records has been specified authorities. There are no undisputed amounts
by the Central Government under sub-section (1) of payable in respect of such applicable statutory dues
as at March 31, 2024 for a period of more than
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Reliance Power Limited
six months from the date they became payable. b) According to the information and explanations given
As explained to us and records of the Company to us and the records of the Company examined by
examined by us, the Company did not have any us, details of statutory dues referred to in clause vii
dues on account of value added tax, employee (a) above, which have not been deposited as on
state insurance, sales tax, cess, duty of customs and March 31, 2024 on account of disputes are given
duty of excise. below:
Name of Statute Nature of Amount Period to which Forum where dispute is pending
Dues (` In lakhs) it relates
Income Tax Act, 1961 Income Tax 6291 A.Y. 2016-17 Commissioner of Income Tax (Appeals) [CIT(A)], Mumbai
Income Tax Act, 1961 Income Tax 3,241 A.Y. 2017-18 Commissioner of Income Tax (Appeals) [CIT(A)], Mumbai
Total 3,870
1
Net adjusted from refund of earlier years amounting to ` 1,751 lakhs.
viii. According to information and explanation given to us and x. (a) In our opinion and according to the information
representation given by the management, there were no and explanations given to us, the Company has
transactions relating to previously unrecorded income that not raised moneys by way of initial public offer or
were surrendered or disclosed as income during the year further public offer (including debt instruments)
in the tax assessments under the Income Tax Act, 1961 and hence reporting under clause 3(x)(a) of the
(43 of 1961). Order is not applicable to the Company.
ix. (a) Based on the examination of records and (b) In our opinion and according to the information
information and explanation given to us, the and explanation given to us, during the year, the
Company has not defaulted in repayment of its Company has made preferential allotment of
loans and payment of interest to any lenders as Equity Shares in accordance with the provisions and
at March 31, 2024. However, the Company has requirements of Section 42 and 62 of the Act and
delayed in the repayment of loans and interest the Rules framed thereunder and the fund raised
during the year, which has been paid / settled has been used for the purpose for which the fund
during the year (Refer Note 24 and 25). were raised. The Company has not made private
placement of fully or partly convertible debentures
(b) According to the information and explanations given during the year.
to us and on the basis of the audit procedures, we
report that the Company has not been declared as xi. (a) Based on the audit procedures performed by us and
wilful defaulter by any banks, financial institution or according to the information and explanations given
government or any government authority. to us, no material fraud by the Company or on the
Company has been noticed or reported during the
(c) In our opinion and information and explanation year.
given to us and based on the examination of records
of the Company, the Company has not raised term (b) According to the information and explanations given
loans from any lender. Accordingly, reporting under to us, no report under sub-section (12) of section
clause 3(ix)(c) of the Order is not applicable to the 143 of the Act has been filed by the auditors in
Company. form ADT-4 as prescribed under rule 13 of the
Companies (Audit and Auditors) Rules, 2014 with
(d) According to the information and explanations the Central Government.
given to us, and the procedures performed by us,
and on an overall examination of the standalone (c) As represented to us by the Management, no
financial statements of the Company, we report whistle-blower complaints have been received by
that no funds raised on short term basis have been the Company during the year.
used for long-term purposes.
xii. The Company is not a Nidhi Company and hence reporting
(e) According to the information and explanations under clause 3(xii) of the Order is not applicable to the
given to us and on an overall examination of the Company.
standalone financial statements of the Company,
we report that the Company has not taken any xiii. In our opinion and according to the information and
funds from any entity or person on account of or to explanations given to us, the Company is in compliance
meet the obligations of its subsidiaries, associates or with Sections 177 and 188 of the Act, where applicable,
joint ventures. for all transactions with the related parties and the
details of related party transactions have been disclosed
(f) In our opinion and according to the information in the standalone financial statements as required by the
and explanations given to us, the Company has applicable accounting standards.
not raised loans during the year on the pledge of
securities held in its subsidiaries, joint ventures or xiv. (a) In our opinion and based on our examination,
associate companies. the Company has an internal audit system
91
Reliance Power Limited
commensurate with the size and nature of its xviii. There has been no resignation of the statutory auditors
business. during the year and accordingly, reporting under clause
3(xviii) of the Order is not applicable to the Company.
(b) We have considered the internal audit reports of
the Company issued till date, for the period under xix. According to the information and explanations given to us
audit. and on the basis of the financial ratios, ageing and expected
dates of realization of financial assets and payment of
xv. According to the information and explanations given to financial liabilities, other information accompanying the
us, during the year, the Company has not entered into standalone financial statements, our knowledge of the
any non-cash transactions with its directors or directors Board of Directors and management plans and based
of its holding, subsidiary or associate company or persons on our examination of the evidence supporting the
connected with them, and hence provisions of Section assumptions, indicate that material uncertainty exists that
192 of the Act, are not applicable. may cast a significant doubt on the Company’s ability to
xvi. (a) The Company is not required to be registered under continue as a going concern. We further state that our
Section 45-IA of the Reserve Bank of India Act, reporting is based on the facts up to the date of the
1934. Accordingly, reporting under clause 3(xvi)(a) audit report and we neither give any guarantee nor any
of the Order is not applicable to the Company. assurance that all liabilities falling due within a period of
one year from the balance sheet date, will get discharged
(b) On the basis of examination of records and according by the Company as and when they fall due.
to the information and explanation given to us by
the Management, the Company has not conducted xx. Based on the examination of records of the Company and
any Non-Banking Financial or Housing Finance information and explanations given to us, due to losses
activities. Hence, the reporting under clause 3(xvi) incurred, the conditions and requirements of section 135
(b) of the Order is not applicable to the Company. of the act is not applicable to the Company. Hence,
reporting under clause 3(xx) (a) and (xx) (b) of the Order
(c) In our opinion and according to the information and is not applicable to the Company.
explanation given to us, the Company is not a Core
Investment Company as defined in the regulations For Pathak H. D. & Associates LLP
made by the Reserve Bank of India. Chartered Accountants
Firm’s Registration No:107783W/W100593
(d) As represented by the management, the Group does
not have any Core Investment Company as part of the
Group as per the definition of Group contained in the Core
Investment Companies (Reserve Bank) Directions, 2016. Jigar T. Shah
Partner
xvii. Based on the examination of records, the Company has Membership No. 161851
not incurred cash losses in the financial year 2023-24 and UDIN: 24161851BKBHIL2959
in immediately preceding financial year.
Date: May 25, 2024
Place: Mumbai
92
Reliance Power Limited
Annexure “B” To the Independent Auditors’ Report on the on the Company’s internal financial controls with reference to
standalone financial statements of Reliance Power Limited these standalone financial statements.
for the year ended March 31, 2024
Meaning of internal financial controls with reference to
Report on the internal financial controls with reference to standalone financial statements
financial statements under clause (i) of sub-section 3 of
Section 143 of the Companies Act, 2013 (“the Act”) A company’s internal financial control with reference to
these standalone financial statements is a process designed
(Referred to in paragraph 2(h) under ‘Report on other legal and to provide reasonable assurance regarding the reliability of
regulatory requirements’ section of our report of even date) to financial reporting and the preparation of standalone financial
the members of Reliance Power Limited for the year ended statements for external purposes in accordance with generally
March 31, 2024) accepted accounting principles. A company’s internal financial
control with reference to these standalone financial statements
We have audited the internal financial controls with reference to includes those policies and procedures that (1) pertain to the
standalone financial statements of Reliance Power Limited (“the maintenance of records that, in reasonable detail, accurately and
Company”) as of March 31, 2024 in conjunction with our audit fairly reflect the transactions and dispositions of the assets of
of the standalone financial statements of the Company for the the company; (2) provide reasonable assurance that transactions
year ended on that date. are recorded as necessary to permit preparation of standalone
Management’s responsibility for internal financial controls financial statements in accordance with generally accepted
accounting principles, and that receipts and expenditures of the
The Company’s management and Board of Directors are company are made only in accordance with authorisations of
responsible for establishing and maintaining internal financial management and directors of the Company; and (3) provide
controls based on the internal financial controls with reference reasonable assurance regarding prevention or timely detection
to financial statements criteria established by the Company of unauthorised acquisition, use, or disposition of the Company’s
considering the essential components of internal control stated assets that could have a material effect on the standalone
in the Guidance Note on Audit of Internal Financial Controls financial statements.
over Financial Reporting issued by the Institute of Chartered
Accountants of India (the “Guidance Note”). These responsibilities Inherent limitations of internal financial controls with
include the design, implementation and maintenance of adequate reference to standalone financial statements
internal financial controls that were operating effectively Because of the inherent limitations of internal financial controls
for ensuring the orderly and efficient conduct of its business, with reference to standalone financial statements, including
including adherence to Company’s policies, the safeguarding of the possibility of collusion or improper management override
its assets, the prevention and detection of frauds and errors, the of controls, material misstatements due to error or fraud may
accuracy and completeness of the accounting records, and the occur and not be detected. Also, projections of any evaluation
timely preparation of reliable financial information, as required of the internal financial controls with reference to standalone
under the Act. financial statements to future periods are subject to the risk that
Auditor’s responsibility the internal financial control with reference to these standalone
financial statements may become inadequate because of
Our responsibility is to express an opinion on the Company’s changes in conditions, or that the degree of compliance with the
internal financial controls with reference to these standalone policies or procedures may deteriorate.
financial statements based on our audit. We conducted our
audit in accordance with the Guidance Note and standard issued Opinion
by the Institute of Chartered Accountants of India and the In our opinion, to the best of our information and according to
Standards on Auditing prescribed under Section 143(10) of the the explanations given to us, the Company has, in all material
Act, to the extent applicable to an audit of internal financial respects, maintained adequate internal financial controls with
controls with reference to standalone financial statements. Those reference to standalone financial statements and such controls
Standards and the Guidance Note require that we comply with were operating effectively as at March 31, 2024, based on the
ethical requirements and plan and perform the audit to obtain internal financial control with reference to standalone financial
reasonable assurance about whether adequate internal financial statements criteria established by the Company considering the
controls with reference to standalone financial statements essential components of internal control stated in the Guidance
was established and maintained and if such controls operate Note.
effectively in all material respects.
Our audit involves performing procedures to obtain audit
evidence about the adequacy of the internal financial controls For Pathak H. D. & Associates LLP
with reference to these standalone financial statements and Chartered Accountants
their operating effectiveness. Our audit of internal financial Firm’s Registration No:107783W/W100593
controls with reference to standalone financial statements
included obtaining an understanding of internal financial controls
assessing the risk that a material weakness exists, and testing
and evaluating the design and operating effectiveness of internal Jigar T. Shah
control based on the assessed risk. The procedures selected Partner
depend on the auditor’s judgement, including the assessment Membership No. 161851
of the risks of material misstatement of the standalone financial UDIN: 24161851BKBHIL2959
statements, whether due to fraud or error.
Date: May 25, 2024
We believe that the audit evidence we have obtained, is Place: Mumbai
sufficient and appropriate to provide a basis for our audit opinion
93
Reliance Power Limited
` in lakhs
Particulars Note No. As at As at
March 31, 2024 March 31, 2023
ASSETS
Non-current assets
Property, plant and equipment 3.1 3 23,569
Financial assets:
Investments 3.2(a) 13,15,321 12,60,140
Loans 3.2(b) 97 1,33,369
Other financial assets 3.2(c) 352 7
Non-current tax assets 3.3 2,894 2,881
Total non-current assets 13,18,667 14,19,966
Current assets
Financial assets:
Trade receivables 3.4(a) - 5,984
Cash and cash equivalents 3.4(b) 1,271 209
Bank balances other than cash and cash equivalents 3.4(c) 3 5
Loans 3.4(d) 1,08,104 68,699
Other financial assets 3.4(e) 39,001 1,01,448
Other current assets 3.5 28 55
Total current assets 1,48,407 1,76,400
Assets classified as held for sale and discontinued operations 3.6 13,593 -
Liability directly associated with assets classified as held for sale and discontinued operations 30 1,196 -
94
Reliance Power Limited
Statement of Profit and Loss for the year ended March 31, 2024
` in lakhs
Particulars Note No. Year ended Year ended
March 31, 2024 March 31, 2023
Revenue from operations 3.14(a) - -
Other income 3.15 10,963 12,139
Total income 10,963 12,139
Expenses
Employee benefits expense 3.16 240 426
Finance costs 3.17(a)&25 9,849 16,617
Depreciation and amortization expenses 3.1 1 3
Other expenses 3.18(a) 7,529 31,461
Total expenses 17,619 48,507
As per our attached report of even date For and on behalf of the Board of Directors
Sateesh Seth Chairman
Punit Garg
For Pathak H. D. & Associates LLP Raja Gopal Krotthapalli
Chartered Accountants Ashok Ramaswamy
Firm Registration Number: 107783W/ W100593 Chhaya Virani Directors
Manjari Ashok Kacker
Jigar T. Shah Vijay Kumar Sharma
Partner
Membership Number: 161851 Ashok Kumar Pal Chief Financial Officer & Manager
Ramandeep Kaur Company Secretary
Place : Mumbai Place : Mumbai
Date : May 25, 2024 Date : May 25, 2024
95
Statement of changes in equity for the year ended March 31, 2024
96
A. Equity Share Capital (Refer note 3.7)
` in lakhs
Balance as at Changes in equity Balance as at
April 01, 2023 share capital during the year March 31, 2024
373,521 28,177 401,698
` in lakhs
Balance as at Changes in equity share Balance as at
April 01, 2022 capital during the year March 31, 2023
Reliance Power Limited
` in lakhs
Reserve and surplus Other reserves Total Equity
Securities Retained Capital Capital reserve Debenture Treasury General Equity share
premium earnings reserve (arisen pursuant redemption shares reserve investment warrants
to scheme of reserve (arisen others
Particulars
amalgamation) pursuant through other
to various comprehensive
schemes) income
Balance as at April 01, 2022 11,05,454 (1,31,448) 1,958 59,995 4,683 (845) 41,691 (5,22,049) 5,59,439 18,250
The accompanying notes are an integral part of these standalone financial statements.
As per our attached report of even date For and on behalf of the Board of Directors
Sateesh Seth Chairman
Punit Garg
For Pathak H. D. & Associates LLP Raja Gopal Krotthapalli
Chartered Accountants Ashok Ramaswamy
Firm Registration Number: 107783W/ W100593 Chhaya Virani Directors
Manjari Ashok Kacker
Jigar T. Shah Vijay Kumar Sharma
Partner
Membership Number: 161851 Ashok Kumar Pal Chief Financial Officer & Manager
Ramandeep Kaur Company Secretary
Place : Mumbai Place : Mumbai
Date : May 25, 2024 Date : May 25, 2024
97
Reliance Power Limited
Reliance Power Limited
Statement of Cash Flows for the year ended March 31, 2024
` in lakhs
98
Reliance Power Limited
Statement of Cash Flows for the year ended March 31, 2024
` in lakhs
The accompanying notes are an integral part of these standalone financial statements.
Note:
1. These statement of cash flows have been prepared under the indirect method as set out in Ind As 7 “Statement of Cash Flows.”
2. Refer note 23 for disclosure pursuant to para 44 A to 44 E of Ind AS 7 ”Statement of Cash Flows.”
As per our attached report of even date For and on behalf of the Board of Directors
Sateesh Seth Chairman
Punit Garg
99
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
1. General information
Reliance Power Limited (“the Company”) together with its subsidiaries (“the Reliance Power Group”) is primarily engaged
in the business of generation of power. The projects include coal, gas, hydro, wind and solar based energy projects. The
portfolio of the Reliance Power Group also includes Ultra Mega Power Projects (UMPPs).
The Company is a public limited company incorporated and domiciled in India under the provisions of the Companies Act,
1956 and its equity shares are listed on two recognised stock exchanges in India. The registered office of the Company is
located at Reliance Centre, Ground Floor, 19, Walchand Hirachand Marg, Ballard Estate, Mumbai - 400 001.
These financial statements were authorised for issue by the Board of Directors on May 25, 2024.
2) Statement of material accounting policies and critical accounting estimate and judgments
2.1 Basis of preparation, measurement and material accounting policies
The principal accounting policies applied in the preparation of these financial statements are set out below. These
policies have been consistently applied to all the years presented, unless otherwise stated.
(a) Basis of preparation
Compliance with Ind AS
The standalone financial statements of the Company have been prepared in accordance with Indian Accounting
Standards (“Ind AS”) notified under the Companies (Indian Accounting Standards) Rules, 2015 as amended and
relevant provisions of the Companies Act, 2013 (“the Act”).
Historical cost convention
The financial statements have been prepared under the historical cost convention, as modified by the following:
• Certain financial assets and financial liabilities at fair value.
• Assets held for sale – measured at fair value less cost to sell.
• Defined benefit plans – plan assets that are measured at fair value.
• Equity instruments in subsidiaries at fair value.
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 on the measurement date. The Company uses valuation techniques
that are appropriate in the circumstances for which sufficient data is available to measure fair value, maximising
the use of relevant observable inputs and minimising the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised
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
Current vis-à-vis non-current classification
The assets and liabilities reported in the balance sheet are classified on a “current/non-current basis”, with
separate reporting of assets held for sale and liabilities. Current assets, which include cash and cash equivalents,
are assets that are intended to be realized, sold or consumed during the normal operating cycle of the Company
or in the 12 months following the balance sheet date; current liabilities are liabilities that are expected to be
settled during the normal operating cycle of the Company or within the 12 months following the close of the
financial year. The deferred tax assets and liabilities are classified as non-current assets and liabilities.
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.
100
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
Notes to the Financial Statements for the year ended March 31, 2024
102
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
Equity investments
The Company subsequently measures all equity investments in subsidiaries at fair value. 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 profit or loss. Dividends from such
investments are recognised in the Statement of Profit and Loss as other income when the Company’s right to
receive payments is established.
Changes in the fair value of financial assets at FVTPL are recognised in the 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.
(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. The impairment methodology applied depends on whether there has been a significant increase
in credit risk.
For trade receivables only, the Company 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.
(iv) Derecognition of financial assets
A financial asset is derecognised only when:
• the Company 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 to one or more recipients.
Where the entity has transferred an asset, the Company evaluates whether it has transferred substantially all
risks and rewards of ownership of the financial asset. In such cases, the financial asset is derecognised. Where
the entity has not transferred substantially all risks and rewards of ownership of the financial asset, the financial
asset is not 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.
(v) Income recognition
Interest income
Interest income from debt instruments is recognised using the effective interest rate method. The effective
interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the
financial asset to the gross carrying amount of a financial asset. When calculating the effective interest rate, the
Company estimates the expected cash flows by considering all the contractual terms of the financial instrument
(for example prepayment, extension, call and similar options) but does not consider the expected credit losses.
Interest income is recognized on time proportion basis/accrual basis.
Dividend
The Company recognises a liability to make dividend distributions to its equity holders when the distribution is
authorised and the distribution is no longer at its discretion. A corresponding amount is recognised directly in
equity.
(i) 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.
(j) Financial liabilities
(i) Classification as debt or equity
Debt and equity instruments issued by the Company are classified as either financial liabilities or as equity in
accordance with the substance of the contractual arrangements and the definition of a financial liability and an
equity instrument.
An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting
all of its liabilities.
103
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
104
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
105
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
106
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
Notes to the Financial Statements for the year ended March 31, 2024
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and
liabilities. 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.
Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in Other
Comprehensive Income or directly in equity. In this case, the tax is also recognised in Other Comprehensive Income or
directly in equity.
(s) Cash and cash equivalents
Cash equivalents include cash on hand, demand deposits with banks, short-term balances (with an original maturity
of three months or less from date of acquisition), highly liquid investments that are readily convertible into known
amounts of cash and which are subject to insignificant risk of changes in value.
(t) Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing:
- the profit attributable to owners of the Company
- by the weighted average number of equity shares outstanding during the financial year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account:
- the after income tax effect of interest and other financing costs associated with dilutive potential equity shares,
and
- the weighted average number of additional equity shares that would have been outstanding assuming the
conversion of all dilutive potential equity shares.
(u) Statement of cash flows
The statement of 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.
(v) Segment reporting
The operating segment has been identified and reported taking into account its internal financial reporting, performance
evaluation and organizational structure of its operations. Operating segment is reported in the manner evaluated by
Board, considered as Chief Operating Decision Maker under Ind AS 108 “Operating Segment”.
(w) Business combinations
Business combinations involving entities that are controlled by the Company are accounted for using the pooling of
interest method as follows:
(i) The assets and liabilities of the combining entities are reflected at their carrying amounts.
(ii) No adjustments are made to reflect fair values or recognise any new assets or liabilities.
(iii) Adjustments are only made to harmonise accounting policies.
(iv) The financial information in the financial statements in respect of prior periods is restated as if the business
combination had occurred from the beginning of the preceding period in the financial statements, irrespective of
the actual date of the combination. However, where the business combination had occurred after that date, the
prior period information is restated only from that date.
(v) The balance of the retained earnings appearing in the financial statements of the transferor is aggregated with the
corresponding balance appearing in the financial statements of the transferee or is adjusted against the General
Reserve.
(vi) The identities of the reserves are preserved, and the reserves of the transferor become the reserves of the
transferee.
(vii) The difference, if any, between the amounts recorded as share capital issued plus any additional consideration in
the form of cash or other assets and the amount of share capital of the transferor is transferred to capital reserve
and is presented separately from other capital reserves.
(x) 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.
108
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
109
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
Notes:
1) Adjustments represents exchange difference capitalised (Refer note 19)
2) Out of the above property, plant and equipment ` Nil (March 31, 2023 - ` 23,524 lakhs) has been pledged as security
(Refer note 10).
3) Depreciation pertaining to discontinued operations amount to ` 1,561 lakhs (March 31, 2023 - ` 1,604 lakhs) (Refer note 30).
@ Amount is below the rounding off norm adopted by the Company
110
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
The above subsidiaries are wholly owned by the Company, except Urthing Sobla Hydro Power Private Limited.
II In Associates (valued at cost)*
RPL Sun Power Private Limited 10 5,000 @ 5,000 @
RPL Photon Private Limited 10 5,000 @ 5,000 @
RPL Sun Technique Private Limited 10 5,000 @ 5,000 @
- -
* Applied for strike off and is under process
@ Amount is below the rounding off norm adopted by the Company.
111
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
6% Preference shares 2
Reliance CleanGen Limited 10 15,00,601 - 15,00,601 -
112
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
1
7.5% Compulsory Convertible Redeemable Non-Cumulative Preference Shares (CCRPS)
The issuer companies shall have a call option on the CCRPS which can be exercised by them in one or more tranches and
in part or in full before the end of agreed tenure from November, 2029 to March 2035 (20 years/ 15 years) of the said
shares. In case the call option is exercised, the CCRPS shall be redeemed at an issue price (i.e. face value and premium).
The Company, however, shall have an option to convert the CCRPS into equity shares at any time during the tenure of such
CCRPS. At the end of tenure and to the extent the issuer Companies or the CCRPS holders thereof have not exercised their
options, the CCRPS shall be compulsorily converted into equity shares. On conversion, in either case, each CCRPS shall be
converted into equity shares of corresponding value (including the premium applicable thereon). In case the issuer companies
declare dividend on their equity shares, the CCRPS holders will also be entitled to the equity dividend in addition to the coupon
rate of dividend.
Considering the said terms, these investments have been classified as equity and fair valued through other comprehensive
income.
2
6% Compulsory Convertible Redeemable Non-Cumulative Preference Shares (CCRPS)
The issuer companies shall have a call option on the CCRPS which can be exercised by them in one or more tranches and in
part or in full before the end of agreed tenure upto June, 2026 (5 years) of the said shares. In case the call option is exercised,
the CCRPS shall be redeemed at an issue price equivalent to face value. The Company, however, shall have an option to
convert the CCRPS into equity shares at any time during the tenure of such CCRPS. At the end of tenure and to the extent the
issuer Companies or the CCRPS holders thereof have not exercised their options, the CCRPS shall be compulsorily converted
into equity shares. On conversion, in either case, each CCRPS shall be converted into equity shares of corresponding value.
In case the Issuer companies declare dividend on their equity shares, the CCRPS holders will also be entitled to the equity
dividend in addition to the coupon rate of dividend.
Considering the said terms, these investments have been classified as equity and fair valued through other comprehensive
income.
3
Convertible Preference Shares (CPS)
The holder of convertible preference shares shall not be entitled to receive dividend to be paid out of the distributable profits of the
Company for any financial period. The holder shall have the conversion right in relation to his convertible preference shares and shall
be entitled at any time and at his option, to exercise the conversion right in respect of all or any of his convertible preference shares
to convert such convertible preference shares into one ordinary share of USD 1 each credited as fully paid with a conversion premium
of 5% per annum payable in cash, upto and including the date of conversion, calculated on annual basis for every convertible
preference shares held. CPS issued on July, 2018 have conversion auction which can be exercised by them before the end of agreed
tenure upto June, 2028.
Note: For pledge of shareholding in subsidiaries refer note 11(iii).
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.2(b) Loans
(Unsecured and considered good)
Inter corporate deposits to subsidiaries (Refer note 10, 11 and 29) 97 133,369
97 133,369
113
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.3 Non-current tax assets
(Unsecured and considered good)
Advance income tax (net of provision for tax of ` 1,093 lakhs (March 31, 2023
` 1,093 lakhs) 2,894 2,881
2,894 2,881
` in lakhs
Particulars Outstanding for following periods from due date of payment as at
March 31, 2024
Less than 6 months 1-2 2-3 More than
Total
6 months -1 year years years 3 years
Undisputed trade receivables
i considered good - - - - - -
ii which have significant increase in credit risk - - - - - -
iii credit impared - - - - - -
Disputed trade receivables
i considered good - - - - - -
ii which have significant increase in credit risk - - - - - -
iii credit impared - - - - - -
Total - - - - - -
` in lakhs
Particulars Outstanding for following periods from due date of payment as at
March 31, 2023
Less than 6 months 1-2 2-3 More than
Total
6 months -1 year years years 3 years
Undisputed trade receivables
i considered good 120 - - - 5,864 5,984
ii which have significant increase in credit risk - - - - - -
iii credit impared - - - - - -
Disputed trade receivables
i considered good - - - - - -
ii which have significant increase in credit risk - - - - - -
iii credit impared - - - - - -
Total 120 - - - 5,864 5,984
114
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.4(b) Cash and cash equivalents (Refer note 10)
Balance with banks:
In current account 1,264 4
ixed deposits with original maturity of less than three months
F
(including margin money) 7 205
1,271 209
3.4(c) Bank balances other than cash and cash equivalents
Unclaimed dividend 3 3
Fixed deposits with original maturity of more than three months but less than
twelve months (including margin money) (Refer note 10) - 2
3 5
3.4(d) Loans (Refer note 10)
(Unsecured and considered good unless otherwise stated)
Inter corporate deposits to subsidiaries (Refer note 11 and 29)
- considered good 1,06,824 65,605
- credit impaired 3,748 -
Less: impairment allowance (Refer note 26) (3,748) -
1,06,824 65,605
Loans / advances to employees @ @
Loans / advances to related parties (Refer note 11 and 29) 1,280 3,094
1,08,104 68,699
3.4(e) Other financial assets
(Unsecured and considered good unless otherwise stated)
Advance recoverable - 1,150
Receivables from subsidiaries (Refer note 11 and 29) 38,455 70,189
Interest accrued on ICD - subsidiaries (Refer note 11 and 29) 541 29,803
Interest accrued - others 5 65
Receivable against generation based incentive - 241
Other receivables - credit impaired 30,000 30,000
Less: impairment allowance (Refer note 26) (30,000) (30,000)
39,001 1,01,448
@ Amount is below rounding off norms adopted by the Company.
3.5 Other current assets
(Unsecured and considered good unless otherwise stated)
Balance with statutory authorities (includes GST) 13 5
Prepaid expenses - 3
Security deposits 8 30
Other advances 7 17
Advance recoverable towards land - credit impaired 1,900 1,900
Less: impairment allowance (Refer note 8) (1,900) (1,900)
28 55
3.6 Assets classified as held for sale (Refer note 8 & 30)
Assets held for sale 17,911 4,711
Others 8,787 8,394
Less: impairment allowance (13,105) (13,105)
13,593 -
115
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.7.3 Equity shares held by shareholders holding more than 5% of the aggregate shares in the Company
Particulars As at March 31, 2024 As at March 31, 2023
No. of shares Percentage of No. of shares Percentage of
share holding share holding
Equity shares
Reliance Infrastructure Limited 93,01,04,490 23.15 93,01,04,490 24.90
VFSI Holdings PTE Limited 20,57,88,000 5.12 - -
1,13,58,92,490 28.27 93,01,04,490 24.90
3.7.4 Disclosure of shareholding of promoters
116
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.8 Other equity
Balance at the end of the year
3.8.1 Capital reserve 11,831 11,831
3.8.2 Capital reserve (arisen pursuant to scheme of amalgamation) 59,995 59,995
3.8.3 Securities premium 11,24,473 11,05,454
3.8.4 General reserve (arisen pursuant to various schemes) 41,691 41,691
3.8.5 Debenture redemption reserve 4,683 4,683
3.8.6 Treasury shares (ESOS Trust) (845) (845)
3.8.7 Equity instruments/ others -fair value through other comprehensive income (OCI) (5,49,625) (6,51,801)
3.8.8 Retained earnings (1,54,186) (65,977)
Total 5,38,017 5,05,031
3.8.1 Capital reserve
Balance at the beginning of the year 11,831 1,958
Add / (less) : changes during the year (Refer note 27) - 9,873
Balance at the end of the year 11,831 11,831
3.8.7 Equity instruments/ others -fair value through other comprehensive income
(OCI)
Balance at the beginning of the year (6,51,801) (5,22,049)
Add / (less) : changes in fair value of equity instruments 8,144 (1,29,703)
Add/ (less) : gain on sale of investments 940 -
Add/ (less) : pertaining to sale of preference shares measured at FVOCI to retained 93,104 -
earnings
Add: remeasurements of post-employment benefit obligation (net)
(Refer note 9) (12) (49)
Balance at the end of the year (5,49,625) (6,51,801)
117
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.8.8 Retained earnings
Balance at the beginning of the year (65,977) (1,31,448)
Add: profit for the year 4,895 65,471
Add/ (less) : pertaining to sale of preference shares measured at FVOCI to retained (93,104) -
earnings
Balance at the end of the year (1,54,186) (65,977)
The capital reserve had arisen pursuant to the composite scheme of arrangement on account of net assets taken over
from Reliance Futura Limited and forfeiture of unexercised share warrants.
118
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.9 Non-current financial liabilities
3.9(a) Borrowings
Secured
At amortised cost
Debentures:
2,500 Series III (2017) Listed, rated, secured, redeemable non convertible 17,561 15,745
debentures of ` 1,000,000 each
Term loans from banks - 9,723
Unsecured - at amortised cost
Inter-corporate deposits form others 10,846 9,725
28,407 35,193
During the year, the Company has delayed in repayment of borrowings (Refer note 24).
3.9(a3) The balance disclosed is net of unamortised borrowing cost aggregating to ` Nil (March 31, 2023 - ` 54 lakhs).
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.9(b) Other financial liabilities
Financial guarantee obligations - 404
- 404
119
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.11 Current financial liabilities
120
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
` in lakhs
121
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars Year ended Year ended
March 31, 2024 March 31, 2023
3.15 Other income
Interest income:
Bank deposits 15 15
Inter-corporate deposits (including related party) (Refer note 11) 4,738 5,517
Service income (Refer note 11) 5,800 6,360
Liabilities written back 409 246
Other non-operating income 1 1
10,963 12,139
3.16 Employee benefits expense
Salaries, bonus and other allowances 186 324
Contribution to provident fund and other funds (Refer note 9) 12 23
Gratuity (Refer note 9) 27 22
Leave encashment (Refer note 9) 15 56
Staff welfare expenses - 1
240 426
3.17 (a) Finance costs
Interest on:
- Rupee term loans (Refer note 25) - 1,150
- Inter corporate deposits (Refer note 11) 7,381 12,218
- Non convertible debentures 1,816 2,077
- Working capital loans 584 551
Others finance charges 68 622
9,849 16,617
(b) Finance cost of discontinued operations
Interest on:
- Rupee term loans (Refer note 25) - 1,783
- Foreign currency loans (Refer note 25) - 459
Others finance charges - 8
- 2,250
3.18(a) Other expenses
Rent expenses (Refer note 11 & 28) 336 336
Repairs and maintenance - others - @
Stamp duty and filing fees - @
Advertisement expenses 1 -
Printing and stationery 10 -
Legal and professional charges (including shared service charges) 525 499
Postage and telephone 58 38
Custodian charges 427 394
Directors sitting fees 40 34
Rates and taxes 11 30
Insurance - 12
Loss on sale of property, plant and equipment 30 1
Provision for impairment (Refer note 11 & 26) 3,748 30,000
Amount written-off (Refer note 11 & 26) 2,242 -
GST / tax charge off 101 97
Miscellaneous expenses - 20
7,529 31,460
122
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars Year ended Year ended
March 31, 2024 March 31, 2023
(b) Expenses of discontinued operations
Repairs and maintenance - plant and equipment 624 804
Legal and professional charges 12 -
Rates and taxes 13 13
Insurance 12 11
Provision for impairment / amount written-off 26 -
Foreign exchange loss Short-term 51 -
Miscellaneous expenses 47 43
785 871
Note : Refer note 30 for discontinued operations.
@ Amount is below the rounding off norm adopted by the Company
123
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
also mandated to align all existing long-term coal supply contracts with the new regulations within one year i.e. by
September 2011. The new Indonesian regulations led to steep increase in price of coal imported from Indonesia,
making the UMPP unviable and as a result CAPL could not draw down already tied-up debt for the project. The said
issue was communicated to the power procurers of the UMPP with a view to enter into mutual discussions to arrive
at a suitable solution to the satisfaction of all the stakeholders. The impact of new Indonesian regulation, being an
industry-wide issue which impacted all imported coal-based projects in the Country, was also taken up with GoI
through the Association of Power Producers.
Since no resolution could be arrived, CAPL invoked the dispute resolution provision of the PPA. The procurers also
issued a notice for termination of the PPA and raised a demand for liquidated damages of ` 40,000 lakhs.
CAPL filed a petition before the Hon’ble High Court at Delhi inter-alia for interim relief under Section 9 of the
Arbitration and Conciliation Act, 1996. The single judge of the High Court at Delhi vide order dated July 02, 2012
dismissed the petition and CAPL filed an appeal against the said order before the Division Bench of the High Court at
Delhi. The Division Bench dismissed the appeal on January 15, 2019, and consequently the PPA between procurers
and CAPL stood terminated. Thereafter, the procurers encashed the Performance Bank Guarantees of ` 30,000 lakhs
towards recovery of their liquidated damages claim.
CAPL has filed a petition before the Central Electricity Regulatory Commission (CERC) for referring the dispute to
arbitration. Subsequently CAPL requested CERC to adjudicate the dispute itself and allow to file substantive petition
which CERC vide order dated October 23, 2021, granted and disposed of the said Petition as withdrawn, with a
liberty to CAPL & RPL to approach this Hon’ble Commission with a substantive petition. Accordingly, a substantive
petition is filed before CERC which is currently pending adjudication. This has been shown as receivable from procurer
(Refer Note No. 3.4(e) and 26)
As per the terms of SPA among PFC, RPL and CAPL, on termination of PPA under Article 3.3.3 of PPA, PFC has a
right to seek transfer of ownership of CAPL to PFC / entity designated by PFC. Accordingly, RPL has requested PFC to
initiate process of transfer of ownership of CAPL and invite a procurers’ meeting in that regard to decide on modalities
of transfer. As PFC/Procurers are yet to take action on the request of CAPL, R-Power has filed a Writ Petition in Delhi
High Court for direction to PFC/Procurers to buyback the SPV which is subsequently withdrawn during the year.
The Government of Andhra Pradesh (GoAP), citing that the project has not been developed for the last 10 years; has
issued three land resumption orders dated July 22, 2017, February 25, 2021, and February 27, 2021. Aggrieved
by this, CAPL and RPL have filed a Writ Petitions (WP 33246 of 2017 and WP 5058 of 2021) in High Court of
Andhra Pradesh at Amaravati requesting for setting aside the relevant land resumption orders which are subsequently
withdrawn by the CAPL during the year.
Currently, as there is an increased awareness on environment and climate change aspects from pollution arising
from usage of conventional fossil fuels, India has embarked on an ambitious target of 500 GW of renewable energy
capacity by 2030. Recently the Government of India (“GOI”) has approved National Hydrogen Mission and Green
Hydrogen is becoming a strong agent to drive industrial decarbonization. GoAP also announced a green hydrogen and
green ammonia policy 2023.
CAPL submitted a proposal to set up green hydrogen / green ammonia and integrated solar PV based power
generation project in Krishnapatnam and submitted a request to GoAP for inter alia change of land use from coal
based UMPP to renewable energy-based projects. GoAP considered the request of CAPL and approved the same.
Thereafter, District Administration handed over the land back to CAPL.
(b) Samalkot Power Limited (SMPL)
The management had planned to set up a gas-based power plant consisting of 3 modules of 754 MW each at
Samalkot (Andhra Pradesh), with gas being sourced from KG-D6 basin. After making significant progress in the
construction of the said plant, SMPL stopped further construction of the plant due to severe domestic gas shortage
and non-availability of long-term domestic gas linkage.
Out of the three modules, one module has been moved to Bangladesh. Reliance Power Limited, the ultimate holding
company, had entered into a Memorandum of Understanding (MOU) with Bangladesh Power Development Board
(BPDB) in June 2015 for developing a gas-based project of 3000 MW capacity in a phased manner. Pursuant
to the above, Reliance Bangladesh LNG and Power Limited (RBLPL), has concluded a long-term power purchase
agreement (PPA) for supply of 718 MW (net) power from a combined cycle gas-based power plant to be set
up at Meghnaghat near Dhaka in Bangladesh as Phase-1 project. RBLPL has signed all the project agreements
(Power Purchase Agreement, Implementation Agreement, Land Lease Agreement and Gas Supply Agreement) with
Government of Bangladesh authorities on September 1, 2019, and also inducted a strategic partner JERA Power
International (Netherlands) - a subsidiary of JERA Co. Inc. (Japan) to invest 49% equity in RBLPL on September 2,
2019. Samsung C&T (South Korea) has been appointed as the EPC contractor for the Bangladesh project. Samalkot
Power Ltd. has signed an Equipment Supply Contract (ESC) with Samsung C&T (South Korea) on March 11, 2020 to
sell one module of equipment for the Phase-1 project in Bangladesh and the same was amended between the Parties
and approved by US Exim Bank vide a Side Letter dated December 3, 2020. All the project lenders including ADB,
124
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
JBIC and NEXI have approved the financing of the project and financing agreements were signed in July 2020. All the
conditions for achieving financial closure were satisfied and Financial Closure achieved and NTP issued by Samsung on
Feb 2, 2021. Customs authorities have approved the export of equipment by SMPL, and the first consignment was
exported on March 3, 2021. All the equipment to be supplied by SMPL under the ESC were shipped by November
2021.
SMPL has already realized the proceeds from sale of one Module and these have been used to repay a major portion
of the outstanding US Exim loan.
For balance two modules, the Company is evaluating various alternatives including setting up next phase of the
project in Bangladesh based on the MOU referred above or selling it to other third parties.
7. Applicability of NBFC regulations
The Company, based on the objects given in the Memorandum and Articles of Association, its role in construction and operation
of power plants through its subsidiaries and other considerations, has been legally advised that the Company is not covered
under the provisions of Non-Banking Financial Company as defined in Reserve Bank of India Act, 1934 and accordingly is not
required to be registered under section 45 IA of the said Act.
8. Dadri Project
The Company proposed to develop a 7,480 MW gas-based power project to be located at Dadri, District Hapur, Uttar Pradesh
in the year 2003. The Government of Uttar Pradesh (the GoUP) in the year 2004 acquired 2,100 acres of land and conveyed
the same to the Company in the year 2005, However, certain land owners challenged the acquisition of land by the GoUP
for the project before the Hon’ble Allahabad High Court. The Hon’ble Allahabad High Court quashed a part of land acquisition
proceedings. Subsequently, in the appeals filed by the Company and land owners against the findings of the Hon’ble Allahabad
High Court, the Hon’ble Supreme Court held the land acquisition proceedings as lapsed but upheld the right of the Company
to recover the amount paid in any other proceeding. The Company has represented to the GoUP seeking compensation
towards cost incurred on the land acquisition as well as other incidental expenditure thereto. Considering the above facts, the
Company has classified assets related to the Dadri project under the head ‘Assets classified as held for sale’ & the Company
has fully provided for receivables of ` 15,005 lakhs against the Dadri project. However, GoUP did not pay the balance agreed
amount hence Company invoked Arbitration Clause. The Arbitration Tribunal after pleadings disposed of the petition on
June 20, 2022 and allowed claim to the Company. GoUP has appealed in Delhi High Court against the arbitral award. On
May 05, 2023, the matter was heard in part and the Hon’ble Court granted stay on award subject to deposit of entire award
amount along with interest. Thereafter GoUP deposited the amount in the court on September 13, 2023. The matter is now
listed on July 15, 2024 for hearing. Moreover, the Company has also filed petition before Delhi High Court for execution of
Award under section 36 of the Arbitration and Conciliation Act, 1994 which is listed on August 13, 2024.
9. Employee benefit obligations
The Company has classified various employee benefits as under:
(a) Leave obligations
The leave obligations cover the Company liability for sick and privileged leave.
` in lakhs
Particulars March 31, 2024 March 31, 2023
Provision for leave encashment
Current* 2 99
Non-current 16 21
* The Company does not have an unconditional right to defer the settlements.
(b) Defined contribution plans
(i) Provident fund
(ii) Superannuation fund
(iii) State defined contribution plans
(iv) 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 trust. Under the schemes, the Company is required to contribute
a specified percentage of payroll cost to the retirement benefit schemes to fund the benefits.
125
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
The Company has recognised the following amounts in the Statement of Profit and Loss for the year:
` in lakhs
Particulars Year ended Year ended
March 31, 2024 March 31, 2023
(i) Contribution to provident fund 9 17
(ii) Contribution to employees’ superannuation fund @ 1
(iii) Contribution to employees’ pension scheme 1995 @ 5
9 23
(c) Post employment obligation
Gratuity
The Company has a defined benefit plan, governed by the Payment of Gratuity Act, 1972. The plan entitles an
employee, who has rendered at least five years of continuous service, to gratuity at the rate of fifteen days basic salary
for every completed year of services or part thereof in excess of six months, based on the rate of basic salary last drawn
by the employee concerned.
(i) Significant estimates: actuarial assumptions
Valuations in respect of gratuity have been carried out by an independent actuary, as at the balance sheet date,
based on the following assumptions:
Particulars March 31, 2024 March 31, 2023
Discount rate (per annum) 7.15% 7.30%
Rate of increase in compensation levels 7.50% 7.50%
Rate of return on plan assets 7.30% 7.30%
The estimate of rate of escalation in salary considered in actuarial valuation, takes into account inflation, seniority,
promotion and other relevant factors including supply and demand in the employment market.
(ii) Gratuity plan
` in lakhs
Particulars Present value Fair value of Net amount
of obligation plan assets
As at April 01, 2023 324 204 120
Current service cost 18 - 18
Past service cost - - -
Interest on net defined benefit liability / assets 17 7 10
Total amount recognised in the statement of profit and 35 7 28
loss
Remeasurements during the year
Return on plan assets, excluding amount included in - - -
interest expense/(income)
(Gain) / loss from change in financial assumptions 1 - 1
Experience (gains) / losses 11 - 11
Total amount recognised in other comprehensive 12 - 12
income
Employer’s contributions - 54 54
Benefits payment (79) (79) -
As at March 31, 2024 292 186 106
126
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
The net liability disclosed above relates to funded plans are as follows:
` in lakhs
Particulars March 31, 2024 March 31, 2023
Present value of funded obligations 292 324
Fair value of plan assets 186 204
Deficit / (surplus) of gratuity plan 106 120
Non-current portion 106 115
Current portion - 5
The table below shows the expected cash flow profile of the benefits to be paid to the current membership of
the plan based on past service of the employees as at the valuation date:
` in lakhs
The above sensitivity analysis is based on a change in an assumption while holding all other assumptions constant.
127
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. While 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.
(iv) The above defined benefit gratuity plan was administrated 100% by Life Insurance Corporation of India (LIC).
(v) Defined benefit liability and employer contributions
The Company will pay demand raised by LIC towards gratuity liability on a time-to-time basis to eliminate the
deficit in the defined benefit plan.
The weighted average duration of the defined benefit obligation is 2.98 years (March 31, 2023 - 2.41 years).
(vi) The Company has seconded certain employees to the subsidiaries. As per the terms of the secondment, liability
towards salaries, provident fund and leave encashment will be provided and paid by the respective subsidiaries
and gratuity will be paid / provided by the Company. Accordingly, provision for gratuity includes cost in respect
of seconded employees.
(vii) The plan liabilities are calculated using a discount rate set with reference to bond yields, if plan assets under
perform this yield, this will create a deficit.
10. Assets pledged as security
` in lakhs
Particulars March 31, 2024 March 31, 2023
Non- current
First charge
Financial assets
Investments in shares of subsidiaries - 12,40,140
Loans 97 1,33,369
Other financial assets 352 7
Non- financial assets
Property, plant and equipment - 23,524
Total non-current assets pledged as security 449 13,97,040
Current
First charge
Financial assets
Trade receivables - 5,984
Cash and bank balances 1,271 211
Loans 1,08,104 68,699
Other financial assets 39,001 1,01,448
Non-financial assets
Other current assets 28 55
Total current assets pledged as security 1,48,404 1,76,397
Total assets pledged as security 1,48,853 15,73,437
11. Related party transactions
As per Indian Accounting Standard 24 (Ind AS-24) ‘Related Party Transactions’ as prescribed by Companies (Indian Accounting
Standards) Rules, 2015, the Company’s related parties and transactions are disclosed below:
A. Parties where control exists
Subsidiaries: (Direct and step-down subsidiaries)
128
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
129
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
C. Details of transactions during the year and closing balances at the year end
` in lakhs
SN. Nature of transactions Parties having Key managerial Subsidiaries/ Total
significant personnel Associates
influence on the
Company directly [11 A]
or indirectly
[11 B (I)(a)] [11 B (II)]
(i) Transaction during the year
1 Service income - - 5,800 5,800
- - 6,360 6,360
2 Provision for impairment - - 3,748 3,748
- - - -
3 Impairment of perpetual ICD - - 2,632 2,632
- - - -
4 Amount written off - - 2,242 2,242
- - - -
5 Interest on ICD given - - 4,738 4,738
- - 5,517 5,517
6 Interest expense towards ICD and 4,362 - - 4,362
NCD 5,427 - - 5,427
7 Rent expenses - - 336 336
- - 336 336
8 Sale of investment - - 940 940
- - - -
9 Remuneration to key managerial - 151 - 151
personnel – short term employee - 112 - 112
benefits
10 Expenses incurred / paid on behalf of - - 84 84
the subsidiary companies - - 107 107
11 Expenses incurred / paid on behalf of - - 270 270
the Company - - - -
12 Reimbursement of expenses and - - - -
advances given - - 10,916 10,916
13 Inter corporate deposit taken - - 3,050 3,050
- - 54,243 54,243
14 Assignment of ICD payable (including - - 58,459 58,459
interest) - - - -
15 Inter corporate deposit given - - 384 384
- - 732 732
16 Refund of inter corporate deposit - - - -
given - - 327 327
17 Assignment of ICD given (including - - 1,47,962 1,47,962
interest accrued) - - 9,973 9,973
18 Assignment of other receivables - - 1,083 1,083
- - - -
19 ICD reversal on account of settlement - - 19,160 19,160
- - - -
20 Receivable on account of gurantee - - 13,185 13,185
settlement
- - - -
130
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
` in lakhs
SN. Nature of transactions Parties having Key managerial Subsidiaries/ Total
significant personnel Associates
influence on the
Company directly [11 A]
or indirectly
[11 B (I)(a)] [11 B (II)]
21 Receivable adjusted against ICD - - 124 124
- - - -
22 Conversion of ICD (including interest - - - -
accrued thereon) into equity and 25,131 - - 25,131
share warrants
23 Forfeiture of share warrant - - - -
9,873 - - 9,873
24 Bank / corporate guarantees issued - - (95,471) (95,471)
to / (settled with) banks / financial - - 1,12,600 1,12,600
institutions (including interest) (net)
(ii) Closing balance
25 Investment in equity shares - - 7,63,337 7,63,337
- - 7,50,235 7,50,235
26 Investment in preference shares - - 4,87,579 4,87,579
- - 4,89,905 4,89,905
27 ICD classified as equity instruments - - 64,405 64,405
- - 20,000 20,000
28 Loans and advances given including - - 1,08,201 1,08,201
ICD and other receivables
- - 202,068 202,068
29 Short term borrowings 41,089 - 3,41,677 3,82,766
41,432 - 3,86,756 4,28,188
30 Other financial liabilities - - 5,016 5,016
1,097 - 4,233 5,330
31 Trade receivables - - - -
5,862 - - 5,862
32 Other financial assets - - 38,996 38,996
- - 99,992 99,992
33 Bank / corporate guarantees issued to - - 6,41,300 6,41,300
banks / financial institutions (including - - 7,22,477 7,22,477
interest)
34 Trade payables - - - -
54 - - 54
@Amount is below the rounding off norm adopted by the Company
(Figures relating to current year are reflected in bold and relating to previous year are in unbold)
Details of material transactions: Service income includes ` 3,400 lakhs from SPL, ` 2,400 lakhs from RPSCL (March
31, 2023 - SPL ` 3,960 lakhs, RPSCL - ` 2,400 lakhs), Interest income on ICD given includes ` 4,738 lakhs to RCRPL
(March 31, 2023 - ` 5,517 lakhs), Interest expense on ICD includes ` 4,362 lakhs to Rinfra (March 31, 2023 -
` 5,427 lakhs to Rinfra), Reimbursement of expenses and advances given includes ` Nil (March 31, 2023 - CAPL
` 5,834 lakhs, CPPL ` 4,151 lakhs), Assignment of ICD taken includes ` 58,459 to RCGL (March 31, 2023 - ` Nil),
Assignment of ICD given includes ` 56,859 & 91,103 to RPSCL & SMPL respectively (March 31, 2023 - ` Nil).
Details of material balances: Investment in equity shares include SPL ` 5,09,152 lakhs and RPSCL ` 2,47,184 lakhs
(March 31, 2023 - SPL ` 5,18,494 lakhs and RPSCL ` 2,24,190 lakhs), Investment in Preference shares include SPL
` 4,17,348 lakhs, (March 31, 2023 - ` 425,006 lakhs), Short term borrowing - Inter- corporate deposit includes
` 2,87,585 lakhs from RPSCL (March 31, 2023 - ` 3,45,509 lakhs), Bank/ corporate guarantee issued to banks/
financial institutions includes ` 3,72,800 lakhs to VIPL and ` 1,64,900 lakhs to SMPL (March 31, 2023 - ` 3,41,482
lakhs to VIPL and ` 1,58,224 lakhs to SMPL).
131
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
132
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
133
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
Deferred tax assets aggregating to ` 4,469 lakhs as on March 31, 2024 (March 31, 2023 - ` 22,646 lakhs) pertains
to unabsorbed depreciation, business losses, long term capital losses, provision for gratuity & leave encashment and
deferred tax liability of ` Nil (March 31, 2023 - ` 3,288 lakhs) pertains to temporary differences between books
and tax base of PPE. Accordingly, on a prudence basis net deferred tax asset has not been recognised in the financial
statement.
(b) The reconciliation of tax expense and the accounting profit multiplied by tax rate
` in lakhs
Particulars March 31, 2024 March 31, 2023
Profit before tax (including discontinued operation) 4,895 65,471
Tax at the Indian tax rate of 25.17% (March 31, 2023 - 25.17%) 1,232 16,479
Tax effect of amounts which are not deductible / (taxable) in
calculating taxable income:
Other items (net) (3,871) (324)
Income not chargeable to income tax under Income Tax Act, 1961 (1,221) (26,098)
Expenses inadmissible under Income Tax Act, 1961 3,860 9,846
Tax losses on which no deferred tax assets was recognised - 97
Income tax expense / (credit) - -
Note: The Company has not entered into any such transaction which is not recorded in the books of account that has
been surrendered or disclosed as income during the year in the tax assessment under the Income tax Act, 1961.
134
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars March 31, 2024 March 31, 2023
FVTPL FVOCI Amortised FVTPL FVOCI Amortised
cost cost
Financial assets
Investments - 13,15,321 - - 12,60,140 -
Loans - - 1,08,201 - - 2,02,068
Trade receivables - - - - - 5,984
Cash and cash equivalents - - 1271 - - 209
Other bank balances - - 3 - - 5
Bank deposits with more than 12 - - 352 - - 7
months maturity
Other financial assets - - 39,001 - - 1,01,448
Total financial assets - 13,15,321 1,48,828 - 12,60,140 3,09,721
Financial liabilities
Borrowings (including interest) - - 4,21,909 - - 5,90,708
Trade payables - - 163 - - 1,919
Financial guarantee obligation - - 2,212 - - 2,212
Other financial liabilities - - 1,15,217 - - 1,14,646
Total financial liabilities - - 5,39,501 - - 7,09,485
(b) Fair value hierarchy
This section explains the judgements 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 statement. The Company has not disclosed the fair values of financial instruments such as
short-term loans, trade receivables, trade payables, cash and cash equivalents, fixed deposits, security deposits, etc.
as their carrying value is a reasonable approximation of the fair values. 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 Indian Accounting Standards. An explanation of each level follows underneath the table:
` in lakhs
Financial assets and liabilities measured at fair value - Level 1 Level 2 Level 3 Total
recurring fair value measurements as at March 31, 2024
Financial assets
Financial investments at FVOCI
Unquoted instruments - investments in subsidiaries - - 13,15,321 13,15,321
Total financial assets - - 13,15,321 13,15,321
` in lakhs
Assets and liabilities which are measured at amortised cost Level 1 Level 2 Level 3 Total
for which fair values are disclosed as at March 31, 2024
Financial assets
Loans
Inter-corporate deposits to subsidiaries - - 97 97
Total financial assets - - 97 97
Financial liabilities
Borrowings (including interest) - 28,407 - 28,407
Financial guarantee obligation - - 2,212 2,212
Total financial liabilities - 28,407 2,212 30,619
135
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
Financial assets and liabilities measured at fair value - Level 1 Level 2 Level 3 Total
recurring fair value measurements as at March 31, 2023
Financial assets
Financial investments at FVOCI
Unquoted instruments - investments in subsidiaries - - 12,60,140 12,60,140
Total financial assets - - 12,60,140 12,60,140
Assets and liabilities which are measured at amortised cost for Level 1 Level 2 Level 3 Total
which fair values are disclosed as at March 31, 2023
Financial assets
Loans
Inter-corporate deposits to subsidiaries - - 133,369 133,369
Total financial assets - - 133,369 133,369
Financial liabilities
Borrowings (including interest) - 53,974 - 53,974
Financial guarantee obligation - - 2,212 2,212
Total financial liabilities 53,974 2,212 56,186
Sensitivity analysis
` in lakhs
Particulars March 31, 2024 March 31, 2023
Fair value - unquoted investments 13,15,321 12,60,140
Significant unobservable inputs
Risk adjusted discount rate
Increase by 50 bps (34,900) (31,600)
Decrease by 50 bps 36,700 33,500
(d) Fair value of financial assets and liabilities measured at amortised cost
` in lakhs
Particulars March 31, 2024 March 31, 2023
Carrying Fair value Carrying Fair value
amount amount
Financial assets
Loans
Inter-corporate deposits to subsidiaries 97 97 1,33,369 1,33,369
Total financial assets 97 97 1,33,369 1,33,369
Financial liabilities
Borrowings (including interest) 28,407 28,407 53,974 53,974
Financial guarantee obligation 2,212 2,212 2,212 2,212
Total financial liabilities 30,619 30,619 56,186 56,186
136
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
The Company is exposed to credit risk, which is the risk that the counterparty will default on its contractual
obligation resulting in a financial loss to the Company. Credit risk arises from cash and cash equivalents, financial
assets carried at amortised cost and deposits with banks and financial institutions, as well as credit exposure to
trade customers including outstanding receivables.
Credit risk is the risk that a counter party will not meet its obligations under a financial instrument or customer
contract, leading to a financial loss.
The Company’s credit risk arises from accounts receivable balances on sale of electricity is based on tariff rate
approved by electricity regulator and inter-corporate deposits/loans are given to subsidiaries incorporated as special
purpose vehicle for power projects awarded to the Company. The credit risk is very low as the sale of electricity
is based on the terms of the PPA which has been approved by the Regulator. With respect to inter-corporate
deposits/ loans given to subsidiaries, the Company will be able to control the cash flows of those subsidiaries as
the subsidiaries are wholly owned by the Company.
For deposits with banks and financial institutions, only highly rated banks/institutions are accepted. Generally, all
policies surrounding credit risk have been managed at the Company level. The Company’s policy to manage this
risk is to invest in debt securities that have a good credit rating.
137
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
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’s treasury function
maintains flexibility in funding by maintaining availability under committed credit lines.
In respect of its existing operations, the Company funds its activities primarily through long-term loans secured
against each power plant. In addition, the operating plants has working capital loans available to it which are
renewed annually, together with certain intra-group loans. The Company’s objective in relation to its existing
operating business is to maintain sufficient funding to allow the plants to operate at an optimal level.
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 the operating subsidiaries level 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 maintained debt
financing plans.
Periodic budgets and rolling forecasts are prepared at the level of operating subsidiaries as regular practice and in
accordance with limits specified by the Company. The Company has been pursuing proposed strategic transactions/
sale of assets and overall financial restructuring, when executed, would make available the required liquidity for the
continuing business.
` in lakhs
March 31, 2024 Less than 1 year Between 1 to 5 More than 5 Total
years years
Financial liabilities
Borrowings* 3,93,502 - 94,279 4,87,781
Trade payables 163 - - 163
Creditors for supplies and services 41 - - 41
Dues to subsidiaries 5,016 - - 5,016
Financial guarantee obligations 2,212 - - 2,212
Others 1,10,160 - - 110,160
Total financial liabilities 5,11,094 - 94,279 6,05,374
` in lakhs
March 31, 2023 Less than 1 year Between 1 year More than 5 Total
and 5 years years
Financial liabilities
Borrowings* 5,56,995 9,786 98,486 6,65,267
Trade payables 1,919 - - 1,919
Creditors for supplies and services 53 - - 53
Dues to subsidiaries 4,233 - - 4,233
Financial guarantee obligations 1,808 390 14 2,212
Others 1,10,360 - - 110,360
Total financial liabilities 6,75,368 10,176 98,500 7,84,044
*Includes contractual interest payments based on the interest rate prevailing at the reporting date.
138
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars March 31, 2024 March 31, 2023
Financial liabilities
Borrowings - 4,952
Interest accrued on borrowings - 838
Net exposure to foreign currency risk (liabilities) - 5,790
• Sensitivity
The sensitivity of profit or loss to changes in the exchange rates arises mainly from foreign currency
denominated financial instruments.
` in lakhs
Particulars Impact on profit before tax / PPE
March 31, 2024 March 31, 2023
FX rate – increase by 6% on closing rate on reporting date* - (347)
FX rate– decrease by 6% on closing rate on reporting date * - 347
* Holding all other variables constant
The above amounts have been disclosed based on the accounting policy for exchange differences (Refer
note 2.1(m).
(ii) Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate
because of changes in market interest rates. 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. The Company’s
borrowings at variable rate were mainly denominated in Rupees.
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, since neither the carrying amount nor the future cash flows will fluctuate
because of a change in market interest rates.
• 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 lakhs
Particulars March 31, 2024 March 31, 2023
Variable rate borrowings - 26,829
139
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
• Interest sensitivity
Profit or loss is sensitive to higher/lower interest expense from borrowings as a result of changes in
interest rates for the next one year.
` in lakhs
Particulars Impact on profit before tax
March 31, 2024 March 31, 2023
Interest sensitivity
Interest cost – increase by 5% on existing Interest cost* - (78)
Interest cost – decrease by 5% on existing Interest cost* - 78
* Holding all other variables constant
17. Capital management
(a) Risk management
The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going
concern to provide returns for shareholders and benefits other stakeholders and maintain an optimal capital
structure to reduce the cost of capital. To maintain or adjust the capital structure, the Company may adjust the
amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce
debt.
The Company monitors capital based on total equity and debt on a periodic basis. Equity comprises all components
of equity including the fair value impact. Debt includes long-term loans and short-term loans. The following table
summarizes the capital of the Company:
` in lakhs
(b) Final dividends for the year ended March 31, 2024 is ` Nil (March 31, 2023 - ` Nil).
Presently, the Company is engaged in only one segment viz ‘Generation of Power’ and as such there is no separate
reportable segment as per Ind AS 108 ‘Operating Segments’. Presently, the Company’s operations are predominantly
confined in India.
Revenue from sale of energy for the year ended March 31, 2024 and March 31, 2023 were from customers located
in India. Customers include private distribution entities. Revenue from sale of energy to specific customers exceeding
10% of total revenue for the years ended March 31, 2024 and March 31, 2023 were as follows:
` in lakhs
As explained in note 2.1(l) with respect to the accounting policy followed by the Company for recording of foreign
exchange differences, the Company has adjusted the value of Plant and equipment by loss of ` Nil (March 31, 2023
- ` 439 lakhs) towards the exchange difference arising on long-term foreign currency monetary liabilities towards
depreciable assets.
140
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
As per section 135 of the Act, the Company is required to spend ` Nil towards CSR based on profitability of the
Company.
21. Disclosure under Micro, Small and Medium Enterprises Development Act, 2006
Disclosure of amounts payable to vendors as defined under the “Micro, Small and Medium Enterprise Development Act,
2006” is based on the information available with the Company regarding the status of registration of such vendors
under the said Act.
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
a) The principal amount remaining unpaid to supplier as at the end of the - -
accounting year
b) The interest due thereon remaining unpaid to supplier as at the end of the - -
accounting year
c) The amount of interest paid in terms of Section 16, along with the amount of - -
payment made to the supplier beyond the appointed day during the year
d) The amount of interest due and payable for the year - -
e) The amount of interest accrued and remaining unpaid at the end of the - -
accounting year
f) The amount of further interest due and payable even in the succeeding year, - -
until such date when the interest dues as above are actually paid
22. The Company is guarantor for the loans availed by certain subsidiary companies which have fallen due for repayment and
its current liabilities exceed current assets as at March 31, 2024. The Company is confident of meeting its obligations
by generating sufficient and timely cash flows through monetization of its assets and realization of amounts from various
regulatory/ arbitration claims. Notwithstanding the dependence on these uncertain events, the standalone financial statements
of the Company have been prepared on a going concern basis.
23. Disclosure pursuant to para 44 A to 44 E of Ind AS 7 - Statement of Cash Flows
` in lakhs
Particulars Year Ended Year Ended
March 31,2024 March 31,2023
Long term borrowings
Opening balance
- Non-current 35,193 63,912
- Current 13,073 93,661
Changes in fair value
- Impact of effective rate of interest 55 764
- Exchange (gain) / loss 17 439
Repaid during the year (15,500) (59,081)
Borrowing written back (7,368) (54,057)
Interest unwinding on fair valuation of NCD/ ICD 2,937 2,627
Closing balance 28,407 48,265
Current borrowings
Opening balance 4,95,137 4,64,291
Availed during the year 3,050 57,933
Decrease due to assignment of other receivables (1,083) -
Decrease due to assignment (72,633) (9,955)
Repaid during the year (9,511) (3,872)
Borrowing written back (7,749) -
Conversion of ICD into equity shares - (13,320)
Decrease due to guarantee settlement (11,190) -
Other non-cash adjustment 571 -
Closing balance 3,96,592 4,95,137
141
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars Year Ended Year Ended
March 31,2024 March 31,2023
Interest Accrued
Interest accrued on borrowings (opening balance) 51,539 93,626
Interest charge as per the statement of profit and loss 9,849 18,867
Impact of effective interest rate (55) (764)
Regrouping of interest & assignment (21,394) 5,856
Decrease due to adjustment with receivables (9,622) -
Interest written back and reversal (4,732) (49,629)
Settlement adjustment (19,160) -
Interest unwinding on fair valuation of NCD/ ICD (2,937) (2,627)
Interest paid to lenders (1,562) (1,978)
Conversion of interest on ICD into equity - (11,811)
Closing balance 1,926 51,539
24. Delay/default in repayment of borrowing (non-current) and interest
The Company has delayed/defaulted in the payment of borrowings. The lender wise details are as under:
As at March 31, 2024, the Company has overdue of ` Nil (March 31, 2023 - ` 26,893 lakhs) included in the current
maturities of long-term debt in note no. 3.11(a) and ` Nil (March 31, 2023 - ` 24,776 lakhs) included in interest
accrued in note no. 3.11(c). Refer note 25.
25) During the year ended March 31, 2024, the Company has entered into one time settlement agreement with lenders for
settlement of its debts except for the working capital facility. Pursuant to settlement of the debts, one time gain of ` 19,849
lakhs has been recognized in the statement of profit and loss as an exceptional income and ` 2,824 lakhs as reversal of finance
costs. Subsequent to the balance sheet date, the Company has fully repaid its working capital facility in the month of April,
2024. Pursuant to the above said settlement the entire obligation of the lender is discharged and no due certificate is received.
During the previous year ended March 31, 2023, in continuation of the discussions for settlement with its one of the lenders,
the Company has fully settled its debt and has recognized one time gain in the statement of profit and loss of ` 103,686 lakhs
as an exceptional income and ` 16,880 lakhs as reversal of finance cost. Pursuant to the above said settlement the entire
obligation of the lender is discharged and no due certificate is received. Further, during the year ended March 31, 2024, the
pledge of 29.97% of equity shares of Rosa Power Supply Company Limited has been released by the lender.
26) During the year the Company has created a provision / impaired of ` 5,990 lakhs against its certain financial assets and
charged the same to the statement of profit and loss for the year ended March 31, 2024.
During the previous year, the Company has created a provision of ` 30,000 lakhs against its certain financial assets and
charged the same to the statement of profit and loss for the year ended March 31, 2023 (Refer note 6a).
27) During the year ended March 31, 2024, VFSI Holding Pte Ltd. has exercised its right under equity share warrants of
20,57,88,000 for conversion into equivalent number of equity shares on preferential basis, at the issue price of ` 15.55 each.
142
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
The Company has received total value amounting to ` 32,000 lakhs against the allotment of 20,57,88,000 warrants, out of
which 25% upfront money amounting to ` 8,000 lakhs were received on October 21, 2022 and balance amount of ` 24,000
lakhs were received on March 13, 2024.
During the year ended March 31, 2024, the Company has received approval from its members for issue and allotment of
7,59,77,000 equity shares to Reliance Commercial Finance Limited (RCFL) on preferential basis of ` 10 each, at a premium
of ` 10 per equity shares aggregating to ` 15,195 lakhs in accordance with applicable rules, regulations, guidelines and laws
including Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 to settle
the corporate guarantee given to RCFL.
During the previous year ended March 31, 2023, the Company has issued and allotted 33,50,79,500 number of fully paid-up
equity shares of ` 10 each, to Reliance Infrastructure Limited, upon exercise of its right to convert the equivalent number of
warrants held by it and underlying payments have been made by conversion of debt. Consequently 39,49,20,500 warrants
remain unexercised and balance of warrant subscription amount of ` 9,873 lakhs are forfeited accordingly.
The above aforesaid equity shares shall rank pari-passu in all respects with the existing equity shares of the Company.
Further, for the above equity shares, the Company has received listing and trading approval from National Stock Exchange of
India Limited (NSE) and BSE Limited (BSE).
28) The Company lease assets primarily consist of office premises which are of short-term in nature . Accordingly, the Company
recognizes the lease payments as an expense in the Statement of Profit and Loss on a straight-line basis over the term of
lease
During the year, the Company has recognized ` 336 lakhs as rent expenses in the Statement of Profit and Loss (March 31,
2023 - ` 336 lakhs).
29) The Company has outstanding net investment in various forms in its subsidiary as on March 31, 2024 of ` 11,75,444 lakhs
consist of (i) ` 13,15,321 lakhs investment in equity, preference share and inter corporate deposit classified as equity (Refer
note 3.2(b)) (ii) ` 97 lakhs, loan of long term in nature (Refer Note 3.2(b)) (iii) ` 1,10,572 lakhs, loan of short term in nature
(Refer note 3.4(d)) (iv) ` 1,280 lakhs, loans / advances to related party short term in nature (Refer note 3.4(d)) (v) ` 38,996
lakhs Other financial assets receivable from subsidiary (Refer Note 3.4(e)) (vi) ` (3,41,677) lakhs loans from subsidiaries
short term in nature (Refer note 3.11(a)) and (vii) ` (5,016) lakhs for other financial liabilities (Refer note 3.11 (c)). These
investments are made by the Company in equity, preference, loans and advances to its subsidiary for meeting the business
requirement.
30) Assets held for sale and discontinued operations
Discontinuing operations represent Wind Project of the Company.
` in lakhs
Particulars Year ended
March 31, 2024 March 31, 2023
Income 2,823 2,878
Expenses (2,346) (4,725)
Profit/ (loss) before tax 477 (1,847)
Tax expense - -
Profit/ (loss) after tax 477 (1,847)
` in lakhs
Particulars Year ended
March 31, 2024 March 31, 2023
Assets
Property plant and equipment’s 13,205 -
Trade and other receivables 388 -
Total assets 13,593 -
Liabilities – trade and other payables 1,196 -
During the year ended March 31, 2024, the Company has entered into a Business Transfer Agreement (“BTA”) with
JSW Renewal Energy (Coated) Limited for transfer of 45MW wind farm power project (“project”) located at Vashpet,
Maharashtra on slump sale basis for a consideration of ` 132,53 lakhs. Pursuant to the compliance of underlying
conditions of BTA, all the associated assets and liabilities with the project has been transferred on April 12, 2024. Hence
in accordance with Ind AS 105 “Non-Current Asset Held for Sale and Discontinued Operations”, associated assets and
liabilities of the project has been shown as held for sale and previous year figures have been restated to give effect to
the presentation requirements of Ind AS 105. For segment reporting, refer note 18.
143
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
Further, the Company has impaired its assets associated with the project of ` 8,775 lakhs in the Statement of Profit
and Loss as an exceptional item.
31. The Company uses the accounting software SAP for maintaining books of accounts. During the year ended March 31, 2024,
the Company had not enabled the feature of recording audit trail (edit log) at the database level for the said 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. Audit trail (edit log) is enabled at the application level.
32. During the year ended March 31, 2024, lender of VIPL a subsidiary of the Company, has invoked the corporate guarantee
allegedly given by the Company on behalf of VIPL and have raised demand of ` 4,95,400 lakhs. The same is neither accepted
nor confirmed by the Company. However, VIPL has already provided for the liability in accordance with the terms of sanction
and the amount realizable from various regulatory claims and assets of VIPL is sufficient to meet the outstanding dues.
33. During the year ended March 31, 2024, lender of SMPL, a subsidiary of the Company, has raised demand of US$ 12.80
Million for the payment of outstanding interest in accordance with the guarantee agreement executed by the Company.
However, SMPL has already provided for the same and the assets of SMPL shall be sufficient to meet the demand accordingly.
34) During the year ended March 31, 2024, the Company has sold 94,04,432 preference shares to Rosa Supply Power Company
Limited at face value of ` 10 each.
35) During the year ended March 31, 2024, the Company has assigned its receivable from Reliance Coal Resources Private Limited
amounting to ` 56,859 lakhs to Rosa Supply Power Company Limited. Further the Company has entered into an assignment
agreement to assign its ICD receivable from Chitrangi Power Private Limited to Samalkot Power Limited amounting to
` 91,103 lakhs.
36) Immovable property not held in the name of the Company
Sr. Balance sheet Description Gross Title deeds in Whether title deeds Property held Reason for not
No. head of property carrying the name of holder is a promoter, since date being held in
value director or relative of the name of the
promoter/ director or Company
employee of promoter/
director
1 Assets held for Freehold land 413 Reliance Clean No FY 2013 -14 Reliance Clean
sale (7 nos.) Power Private Power Private
Limited Limited has been
2 Assets held for Freehold land 118 Reliance Clean No FY 2012 -13 merged with
sale (2 nos.) Power Private Reliance Power
Limited Limited w.e.f.
May 16, 2014
Note: The above immovable property have been transferred through BTA (refer note 30).
37) a) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign
entities (Intermediaries) with the understanding 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 (ultimate beneficiaries) or
provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
(b) The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party)
with the understanding (whether recorded in writing or otherwise) that the Company 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 company
(ultimate beneficiaries) or provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
38) The Company has no transactions with the companies struck off under section 248 or section 560 of Companies Act, 2013
or Companies Act, 1956 during the year ended March 31, 2024 or 31 March 31, 2023.
39) The Company is not declared wilful defaulter by any bank or financial institution or other lender during the year ended March
31, 2024 and previous year ended March 31, 2023.
40) The Company has not entered into any scheme of arrangement in terms of section 230 to section 237 of the Companies Act,
which has an accounting impact during the year ended March 31, 2024.
41) The Company has not traded or invested in crypto currency or virtual currency during the year ended March 31, 2024 and
March 31, 2023.
42) The Company has not revalued its property, plant and equipment or intangible assets or both during the year ended March 31,
2024 and March 31, 2023.
43) There are no charges or satisfaction which are yet to be registered with the Registrar of Companies beyond the statutory
period.
44) The borrowings obtained by the Company from banks and financial institutions have been applied for the purposes for which
such loans were taken.
144
Reliance Power Limited
Notes to the Financial Statements for the year ended March 31, 2024
45) Th Company has complied with the number of layers prescribed under clause (87) of section 2 of the Companies Act, 2013
read with Companies (Restriction on number of Layers) Rules, 2017.
46) No proceedings have been initiated on or are pending against the Company for holding benami property under the Benami
Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.
47) Ratio analysis
Sr. Particulars March 31, 2024 March 31, 2023 Variance (%)
A Current ratio 0.29 0.26 12
B Debt equity ratio 0.31 0.38 (18)
C Debt service coverage ratio1 0.32 0.15 113
D Return on equity ratio2 0.01 0.07 (86)
E Inventory turnover ratio NA NA NA
F Trade receivables turnover ratio3 NA 0.48 (100)
G Trade payables turnover ratio NA NA NA
H Net capital turnover ratio NA (0.006) 100
I Net profit ratio4 (56%) (254%) (78)
J Return on capital employed5 0.003 0.059 (95)
K Return on investment NA NA NA
Ratios have been computed as under:
• Current ratio: Current assets/Current liabilities
• Debt equity ratio = Total debt / Equity excluding revaluation reserve
• Debt service coverage ratio = Earnings before Interest, tax, depreciation, other non-cash operating expenses and
exceptional items / (Interest on long term and short-term debt for the year + Principal repayment of long-term debt
for the year).
• Return on equity = Net profit after tax / Shareholder’s fund
• Inventory turnover ratio = Turnover / Average inventory
• Trade receivables turnover ratio = Turnover / Average receivables
• Trade payables turnover ratio = Turnover / Average payables
• Net capital turnover ratio = Turnover / Working capital
• Net Profit ratio = Net profit before exceptional items/ Turnover
• Return on capital employed = EBIT / Capital employed
• Return on Investment = Income generated from investment / Average investments
1 Improved on account of settlement of debt during the year ended March 31, 2024.
2 Reduced on account of settlement of debt in previous financial year ended March 31, 2023.
3 Trade receivables are fully settled during the current financial year ended March 31, 2024.
4 Improved on account of reduction in loss during the current financial year ended March 31, 2024.
5 Variation is on account of reduction in debt and profit during the current financial year ended March 31, 2024.
48) The figures for the previous year are re-classified / re-grouped, wherever necessary to make them comparable.
As per our attached report of even date For and on behalf of the Board of Directors
Sateesh Seth Chairman
Punit Garg
For Pathak H. D. & Associates LLP Raja Gopal Krotthapalli
Chartered Accountants Ashok Ramaswamy
Firm Registration Number: 107783W/ W100593 Chhaya Virani Directors
Manjari Ashok Kacker
Jigar T. Shah Vijay Kumar Sharma
Partner
Membership Number: 161851 Ashok Kumar Pal Chief Financial Officer & Manager
Ramandeep Kaur Company Secretary
Place : Mumbai Place : Mumbai
Date : May 25, 2024 Date : May 25, 2024
145
Reliance Power Limited
To the Members of Reliance Power Limited the preparation of the financial statements of VIPL.
Report on the Audit of Consolidated Financial Statements
We conducted our audit of the consolidated financial statements
Qualified Opinion in accordance with the Standards on Auditing (SAs) specified
We have audited the consolidated financial statements of under section 143(10) of the Act. Our responsibilities under
Reliance Power Limited (hereinafter referred to as the “Parent those SAs are further described in the Auditor’s Responsibilities
Company” or “Holding Company”) and its subsidiaries (Parent for the Audit of the Consolidated Financial Statements section of
Company and its subsidiaries together referred to as “the Group”) our report. We are independent of the Group and its associates
and its associates which comprise the Consolidated Balance in accordance with the Code of Ethics issued by the Institute
Sheet as at March 31, 2024, the Consolidated Statement of Chartered Accountants of India together with the ethical
of Profit and Loss (including Other Comprehensive Income), requirements that are relevant to our audit of the consolidated
Consolidated Statement of Cash Flows and Consolidated financial statements under the provisions of the Act and the Rules
Statement of Changes in Equity for the year then ended, and thereunder, and we have fulfilled our other ethical responsibilities
notes to the consolidated financial statements, including a in accordance with these requirements and the Code of Ethics.
summary of material accounting policies and other explanatory We believe that the audit evidence obtained by us and other
auditors in terms of their reports referred to in “Other Matter”
information (hereinafter referred to as “the consolidated
paragraph below, is sufficient and appropriate to provide a basis
financial statements”).
for our qualified opinion on the consolidated financial statements.
In our opinion and to the best of our information and according
to the explanations given to us, and based on the consideration Material Uncertainty Related to Going Concern
of reports of other auditors on separate financial statements
of such subsidiaries and associates as were audited by the 1. We draw attention to Note no. 37 of the consolidated
other auditors, except for the possible effects of the matters financial statements wherein the auditors of Rajasthan
described in the Basis for Qualified opinion paragraph below, the Sun Technique Energy Private Limited (RSTEPL) have
aforesaid consolidated financial statements give the information highlighted material uncertainty related to going concern
required by the Companies Act, 2013 (“Act”) in the manner so of RSTEPL. However, the financial statements of RSTEPL
required and give a true and fair view in conformity with the have been prepared on a Going concern basis for the
reasons stated in the aforesaid note.
Indian Accounting Standards prescribed under section 133 of
the Act read Companies (Indian Accounting Standards) Rules, 2. We draw attention to Note no. 38 of the consolidated
2015, as amended, (“Ind AS”) and other accounting principles financial statements regarding the Group’s ability to meet
generally accepted in India, of the consolidated state of affairs its obligations is dependent on certain events which may
of the Group and its associates as at March 31, 2024, of its or may not materialise including restructuring of loans,
consolidated losses and other comprehensive loss, consolidated monetization of assets and realisation of regulatory /
changes in equity and consolidated cash flows for the year then arbitration claims. There are material uncertainties which
ended. could impact the Group’s ability to continue as a going
Basis for Qualified Opinion concern. However, the Group is confident of meeting
its obligations in the normal course of its business and
We draw attention to Note no. 39 of the consolidated financial accordingly, the consolidated financial statements of the
statements which sets out the fact that, Vidarbha Industries Group have been prepared on a going concern basis.
Power Limited (VIPL) has incurred losses during the year ended
March 31, 2024 as well as during the previous years, its current Our opinion is not modified in respect of the above matters.
liabilities exceeds current assets, Power Purchase Agreement
with Adani Electricity Mumbai Limited stands terminated w.e.f. Key Audit Matters
December 16, 2019, its plant remaining un-operational since
January 15, 2019, loans being recalled and certain lenders have Key audit matters are those matters that, in our professional
filed application under the provision of Insolvency and Bankruptcy judgment and based on the consideration of reports of other
Code and Debt Recovery Tribunal. Further, certain covenants auditors on separate financial statements of components
of the VIPL loan agreement are not complied by the VIPL and audited by them, were of most significance in our audit of the
Parent Company. These events and conditions indicate material consolidated financial statements of the current period. These
uncertainty exists that may cast a significant doubt on the ability matters were addressed in the context of our audit of the
of VIPL to continue as a going concern. However, the financial consolidated financial statements as a whole, and in forming our
statements of VIPL have been prepared on a going concern opinion thereon, and we do not provide a separate opinion on
basis for the factors stated in the aforesaid note. We however these matters. Key audit matters are in addition to the matters
are unable to obtain sufficient and appropriate audit evidence described in the Basis for Qualified Opinion section and Material
regarding management’s use of the going concern assumption in Uncertainty Related to Going Concern section of this report.
146
Reliance Power Limited
The Key Audit Matter How the matter was addressed in our audit
Loans and advances and Other Receivables – impairment evaluation
We and the auditors of Dhursar Solar Power Private Limited (DSPPL) Our procedures and the procedures followed by the auditors of
have reported the evaluation of the adequacy of provision for loans DSPPL included the following:
and advances, trade receivables and other receivable as a key audit • Obtained independent confirmation of balances outstanding
matter due to significance of the amount of loans and advances and from recipients and traced the amounts confirmed to the
receivables in the consolidated financial statements. books of account;
The Parent Company and DSPPL have granted loans and advances • Verified whether the requisite approvals were obtained for
and have certain receivables from various parties including related the loan given and ensured other compliances as required
parties. These loans and receivables are tested for impairment by the applicable regulation.
annually. If any impairment exists, the recoverable amounts of the • Pursued the audited financial statements of those entities
loans and receivables are estimated in order to determine the extent to evaluate whether its net assets, being an approximation
of the impairment loss, if any. Determination of whether there exists of its minimum recoverable amount, were in excess of the
any impairment in the value of loans and receivables is subject to a amounts due for assessing the repayment capability of the
significant level of judgment. concerned entity;
Refer to Note 3.4(b), 3.8(b) and 3.8(e) of the consolidated financial • Verified the adequacy of the impairment / write off made
statements. by management on their best estimates and judgment
where applicable.
Impairment Assessment of Capital Advances, certain receivables and fair valuation of Capital Work In Progress (CWIP).
The auditors of Rajasthan Sun Technique Energy Private Limited Procedures followed by the auditors of RSTEPL and SMPL
(RSTEPL) and Samalkot Power Limited (SMPL) have reported the includes the following:
impairment assessment of Capital advances and certain receivables,
fair valuation of CWIP and Project status as a key audit matter due • Pursued valuation reports obtained from an independent
to significance of the amount as stated in the consolidated financial external valuation expert engaged by the companies.
statements and complexity and nature of transactions. • Verified the adequacy of the impairment / write off made by
Determination of whether there exists any impairment in the value management on their best estimates and judgment where
of capital advances and other receivable is subject to a significant applicable.
level of judgment.
• Evaluated the appropriateness of the related disclosure in
SMPL has taken valuation report of Module 2 & 3 to access Note 3.2, 3.6 and 7 of the consolidated financial statements.
recoverability.
Refer Note 3.2, 3.6 and 7 of the consolidated financial statements
Other Information Act with respect to the preparation and presentation of these
consolidated financial statements that give a true and fair view
The Parent Company’s Board of Directors are responsible for of the consolidated state of affairs, consolidated profit/ loss
the other information. The other information comprises the and other comprehensive income/loss, consolidated statement
information included in Parent Company’s annual report, but of changes in equity and consolidated cash flows of the Group
does not include the consolidated financial statements and our including its associates in accordance with the accounting
auditor’s report thereon. principles generally accepted in India, including the Indian
Our opinion on the consolidated financial statements does not Accounting Standards (Ind AS) specified under section 133 of
cover the other information and we do not express any form of the Act. The respective Management and Board of Directors of
assurance conclusion thereon. In connection with our audit of the companies to the extent incorporated in India included in the
the consolidated financial statements, our responsibility is to read Group and of its associates are responsible for maintenance of
the other information and, in doing so, consider whether the adequate accounting records in accordance with the provisions
other information is materially inconsistent with the consolidated of the Act for safeguarding the assets of each company and for
financial statements or our knowledge obtained in the audit or preventing and detecting frauds and other irregularities; selection
otherwise appears to be materially misstated. If, based on the and application of appropriate accounting policies; making
work we have performed and based on audit reports of other judgments and estimates that are reasonable and prudent;
auditors, we conclude that there is a material misstatement of and the design, implementation and maintenance of adequate
this other information; we are required to report that fact. We internal financial controls, that were operating effectively for
have nothing to report in this regard. ensuring accuracy and completeness of the accounting records,
relevant to the preparation and presentation of the consolidated
Management Responsibilities for the Consolidated Financial financial statements that give a true and fair view and are free
Statements from material misstatement, whether due to fraud or error,
which have been used for the purpose of preparation of the
The Parent Company’s management and Board of Directors consolidated financial statements by the Management and
are responsible for the matters stated in section 134(5) of the Board of Directors of the Parent Company, as aforesaid.
147
Reliance Power Limited
In preparing the consolidated financial statements, the respective or, if such disclosures are inadequate, to modify our
Management and Board of Directors of the companies included opinion. Our conclusions are based on the audit evidence
in the Group and of its associates are responsible for assessing the obtained up to the date of our auditor’s report. However,
ability of respective companies to continue as a going concern, future events or conditions may cause the Group as well
disclosing, as applicable, matters related to going concern and as its associates to cease to continue as a going concern.
using the going concern basis of accounting unless management
either intends to liquidate respective companies or to cease • Evaluate the overall presentation, structure and content
operations, or has no realistic alternative but to do so. of the consolidated financial statements, including the
disclosures, and whether the consolidated financial
The respective Board of Directors of the companies included in statements represent the underlying transactions and
the Group and of its associates is responsible for overseeing the events in a manner that achieves fair presentation.
financial reporting process of each company.
• Obtain sufficient appropriate audit evidence regarding
Auditor’s Responsibilities for the Audit of the Consolidated the financial information of such entities or business
Financial Statements activities within the Group and its associates to express an
opinion on the consolidated financial statements. We are
Our objectives are to obtain reasonable assurance about whether responsible for the direction, supervision and performance
the consolidated financial statements as a whole are free from of the audit of financial statements of such entities
material misstatement, whether due to fraud or error, and to included in consolidated financial statements of which
issue an auditor’s report that includes our opinion. Reasonable we are the independent auditors. For the other entities
assurance is a high level of assurance, but is not a guarantee that included in the consolidated financial statements, which
an audit conducted in accordance with SAs will always detect a have been audited by other auditors, such other auditors
material misstatement when it exists. Misstatements can arise remain responsible for the direction, supervision and
from fraud or error and are considered material if, individually or performance of the audits carried out by them. We remain
in the aggregate, they could reasonably be expected to influence solely responsible for our audit opinion. Our responsibilities
the economic decisions of users taken on the basis of these in this regard are further described in section titled ‘Other
consolidated financial statements. Matters’ in this audit report.
As part of an audit in accordance with SAs, we exercise Materiality is the magnitude of misstatements in the Consolidated
professional judgment and maintain professional skepticism Financial Statements that, individually or in aggregate, makes
throughout the audit. We also: it probable that the economic decisions of a reasonably
• Identify and assess the risks of material misstatement knowledgeable user of the Consolidated Financial Statements
of the consolidated financial statements, whether due may be influenced.
to fraud or error, design and perform audit procedures We believe that the audit evidence obtained by us along with the
responsive to those risks, and obtain audit evidence that consideration of audit reports of the other auditors referred to in
is sufficient and appropriate to provide a basis for our Other Matters paragraph below, is sufficient and appropriate to
opinion. The risk of not detecting a material misstatement provide a basis for our qualified audit opinion on the consolidated
resulting from fraud is higher than for one resulting from financial statements.
error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal We communicate with those charged with governance of
control. the Parent Company and such other entities included in
the consolidated financial statements of which we are the
• Obtain an understanding of internal financial control independent auditors regarding, among other matters, the
relevant to the audit in order to design audit procedures planned scope and timing of the audit and significant audit
that are appropriate in the circumstances. Under section findings, including any significant deficiencies in internal control
143(3)(i) of the Act, we are also responsible for that we identify during our audit.
expressing our opinion on whether the Parent Company
has adequate internal financial controls with reference We also provide those charged with governance with a statement
to consolidated financial statements in place and the that we have complied with relevant ethical requirements
operating effectiveness of such controls. regarding independence, and to communicate with them all
relationships and other matters that may reasonably be thought
• Evaluate the appropriateness of accounting policies used
to bear on our independence, and where applicable, related
and the reasonableness of accounting estimates and
safeguards.
related disclosures made by the Management.
• Conclude on the appropriateness of Management’s From the matters communicated with those charged with
and Board of Directors use of the going concern basis governance, we determine those matters that were of most
of accounting in preparation of consolidated financial significance in the audit of the consolidated financial statements
statements and, based on the audit evidence obtained, of the current period and are therefore the key audit matters.
whether a material uncertainty exists related to events or We describe these matters in our auditors’ report unless law or
conditions that may cast significant doubt on the ability of regulation precludes public disclosure about the matter or when,
the Groups and its associates to continue as going concern. in extremely rare circumstances, we determine that a matter
If we conclude that a material uncertainty exists, we are should not be communicated in our report because the adverse
required to draw attention in our auditor’s report to the consequences of doing so would reasonably be expected to
related disclosures in the consolidated financial statements outweigh the public interest benefits of such communication.
148
Reliance Power Limited
149
Reliance Power Limited
150
Reliance Power Limited
Jigar T. Shah
Partner
Membership No. 161851
UDIN: 24161851BKBHIM6077
151
Reliance Power Limited
Annexure A to the Independent Auditor’s Report
Annexure A to the Independent Auditor’s Report on the Our audit involves performing procedures to obtain audit
consolidated financial statements of Reliance Power Limited evidence about the adequacy of the internal financial controls
for the year ended March 31, 2024 with reference to consolidated financial statements and their
operating effectiveness. Our audit of internal financial controls
Report on the Internal Financial Controls with reference to with reference to consolidated financial statements included
the aforesaid consolidated financial statements under clause obtaining an understanding of such internal financial controls,
(i) of sub-section 3 of section 143 of the Companies Act, assessing the risk that a material weakness exists, and testing
2013 (“the Act”) and evaluating the design and operating effectiveness of internal
control based on the assessed risk. The procedures selected
(Referred to in Paragraph (1)(h) under ‘Report on Other Legal
depend on the auditor’s judgment, including the assessment of
and Regulatory Requirements’ section of our report of even
date) the risks of material misstatement of the consolidated financial
statements, whether due to fraud or error.
In conjunction with our audit of the consolidated financial
statements of the Reliance Power Limited as of and for the year We believe that the audit evidence we have obtained and the
ended March 31, 2024, we have audited the internal financial audit evidence obtained by the other auditors in terms of their
controls with reference to consolidated financial statements of reports referred to in the Other Matters paragraph below, is
Reliance Power Limited (hereinafter referred to as “the Parent sufficient and appropriate to provide a basis for our audit opinion
Company”) and such companies incorporated in India under the on internal financial controls with reference to consolidated
Act which are its subsidiary companies and its associates, as of financial statements.
that date.
Meaning of Internal Financial controls with Reference to
Management’s Responsibility for Internal Financial Controls Consolidated Financial Statements
The respective Company’s Management and Board of Directors A Company’s internal financial controls with reference to
of the Parent Company, its subsidiaries and its associates, consolidated financial statements is a process designed to
which are companies incorporated in India are responsible provide reasonable assurance regarding the reliability of
for establishing and maintaining internal financial controls financial reporting and the preparation of consolidated financial
based on the internal financial controls with reference to statements for external purposes in accordance with generally
consolidated financial statements criteria established by the accepted accounting principles. A Company’s internal financial
respective company considering the essential components controls with reference to consolidated financial statements
of internal control stated in the Guidance Note on Audit of include those policies and procedures that (1) pertain to the
Internal Financial Controls over Financial Reporting issued by maintenance of records that, in reasonable detail, accurately and
the Institute of Chartered Accountants of India (the “Guidance fairly reflect the transactions and dispositions of the assets of
Note”). These responsibilities include the design, implementation the company; (2) provide reasonable assurance that transactions
and maintenance of adequate internal financial controls that are recorded as necessary to permit preparation of consolidated
were operating effectively for ensuring the orderly and efficient financial statements in accordance with generally accepted
conduct of its business, including adherence to respective accounting principles, and that receipts and expenditures of the
company’s policies, the safeguarding of its assets, the prevention Company are being made only in accordance with authorisations
and detection of frauds and errors, the accuracy and completeness of management and directors of the Company; and (3) provide
of the accounting records, and the timely preparation of reliable reasonable assurance regarding prevention or timely detection
financial information, as required under the Act. of unauthorised acquisition, use, or disposition of the company’s
assets that could have a material effect on the consolidated
Auditors’ Responsibility
financial statements.
Our responsibility is to express an opinion on the internal financial
controls with reference to consolidated financial statements of Inherent Limitations of Internal Financial controls with
the Parent Company, its subsidiaries and its associates which Reference to Consolidated Financial Statements
are companies incorporated in India, based on our audit. We
Because of the inherent limitations of internal financial controls
conducted our audit in accordance with the Guidance Note and
with reference to consolidated financial statements, including
the Standards on Auditing, prescribed under section 143(10) of
the Act, to the extent applicable to an audit of internal financial the possibility of collusion or improper management override of
controls with reference to consolidated financial statements. controls, material misstatements due to error or fraud may occur
Those Standards and the Guidance Note require that we comply and not be detected. Also, projections of any evaluation of the
with ethical requirements and plan and perform the audit to internal financial controls with reference to consolidated financial
obtain reasonable assurance about whether adequate internal statements to future periods are subject to the risk that the
financial controls with reference to consolidated financial internal financial controls with reference to consolidated financial
statements were established and maintained and if such controls statements may become inadequate because of changes in
operated effectively in all material respects. conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
152
Reliance Power Limited
Annexure A to the Independent Auditor’s Report
Our aforesaid reports under section 143(3)(i) of the Act on the Date: May 25, 2024
adequacy and operating effectiveness of the internal financial Place: Mumbai
controls with reference to consolidated financial statements in
153
Reliance Power Limited
` in lakhs
Particulars Note As at As at
No. March 31, 2024 March 31, 2023
ASSETS
Non-current assets
Property, plant and equipment 3.1 33,54,318 35,73,376
Capital work-in-progress 3.2 1,29,341 2,31,959
Goodwill on consolidation 1,411 1,411
Other intangible assets 3.3 2,633 2,816
Financial assets
Investments 3.4(a) 17,277 443
Loans 3.4(b) - 43,477
Finance lease receivables 3.4(c) 3,30,793 3,38,153
Other financial assets 3.4(d) 4,233 4,696
Non-current tax assets 3.5 9,287 7,846
Other non-current assets 3.6 52,006 1,46,980
Total non-current assets 39,01,299 43,51,157
Current assets
Inventories 3.7 96,117 92,532
Financial assets
Investments 3.8(a) 3,658 3,412
Trade receivables 3.8(b) 1,65,041 2,67,990
Cash and cash equivalents 3.8(c) 48,615 23,865
Bank balances other than cash and cash equivalents 3.8(d) 43,145 41,251
Loans 3.8(e) 48,326 16,628
Finance lease receivables 3.8(f) 16,916 26,672
Other financial assets 3.8(g) 9,006 11,257
Current tax assets 3.9 136 105
Other current assets 3.10 22,952 11,429
Total current assets 4,53,912 4,95,141
Assets classified as held for sale and discontinuing operations 3.11 20,815 7,244
Total assets 43,76,026 48,53,542
154
Reliance Power Limited
Consolidated Statement of Profit and Loss for the year ended March 31, 2024
` in lakhs
Particulars Note Year ended Year ended
No. March 31, 2024 March 31, 2023
Revenue from operations 3.22(a) 7,89,260 7,51,391
Other income 3.23(a) 36,763 34,005
Total income 8,26,023 7,85,396
Expenses
Cost of fuel consumed (including cost of coal excavation) 3.24 3,83,135 3,65,476
Employee benefits expense 3.25 18,424 17,881
Finance costs 3.26(a)&36 2,45,129 2,50,412
Depreciation and amortisation expenses 3.1 & 3.3 1,06,175 1,01,669
Generation, administration and other expenses 3.27(a) 2,71,970 1,81,542
Total expenses 10,24,833 9,16,980
Loss before exceptional items and tax (1,98,810) (1,31,584)
Exceptional items
Impairment of property, plant and equipment and capital work-in-progress 34 & 40(f) (1,92,635) -
Liabilities written back 36 1,88,630 1,03,686
Total exceptional items (4,005) (27,898)
Loss before tax (2,02,815) (27,898)
Income tax expense
Current tax 1,813 4,674
Deferred tax 16(d) 19,590 1,717
Total tax expenses 21,403 6,391
Loss from continuing operations (2,24,218) (34,289)
Discontinuing operations:
Profit/(loss) before tax from discontinued operations 17,380 (6,000)
Tax expense of discontinued operations - -
Profit/(loss) from discontinuing operations 40 17,380 (6,000)
Loss for the year before non-controlling interest (2,06,838) (40,289)
Non-controlling interest - 6,788
Loss for the year (2,06,838) (47,077)
Other comprehensive income
Items that will not be reclassified to profit or loss
(a) Remeasurements of post-employment benefit obligation (net) (Refer note 11) (100) (1,614)
(b) Currency translation gains / (loss) 416 (1,979)
Other comprehensive income/(loss) for the year 316 (3,593)
Total comprehensive income/(loss) for the year (2,06,522) (43,882)
Profit / (loss) attributable to:
(a) Owners of the parent (2,06,838) (47,077)
(b) Non-controlling interest - 6,788
(2,06,838) (40,289)
Other comprehensive income/ (loss) attributable to:
(a) Owners of the parent 316 (3,424)
(b) Non-controlling interest - (169)
316 (3,593)
Total comprehensive income/(loss) attributable to:
(a) Owners of the parent (2,06,522) (50,501)
(b) Non-controlling interest - 6,619
(2,06,522) (43,882)
Earnings per equity share: (Face value of ` 10 each) 14
Basic and diluted (`) - for continuing operations (5.917) (1.182)
Basic and diluted (`) - for discontinuing operations 0.459 (0.171)
Basic and diluted (`) - for continuing and discontinuing operations (5.458) (1.353)
As per our attached report of even date For and on behalf of the Board of Directors
Sateesh Seth Chairman
Punit Garg
For Pathak H. D. & Associates LLP Raja Gopal Krotthapalli
Chartered Accountants Ashok Ramaswamy
Firm Registration Number: 107783W/ W100593 Chhaya Virani Directors
Manjari Ashok Kacker
Jigar T. Shah Vijay Kumar Sharma
Partner
Membership Number: 161851 Ashok Kumar Pal Chief Financial Officer & Manager
Ramandeep Kaur Company Secretary
Place : Mumbai Place : Mumbai
Date : May 25, 2024 Date : May 25, 2024
155
Consolidated Statement of Changes in Equity for the year ended March 31, 2024
156
A. Equity Share Capital (Refer note 3.12)
` in lakhs
Balance as at April 01, 2023 Change in equity share Balance as at
capital during the year March 31, 2024
3,73,521 28,177 4,01,698
` in lakhs
Balance as at April 01, 2022 Change in equity share Balance as at
capital during the year March 31, 2023
Reliance Power Limited
` in lakhs
Reserve and surplus Other reserves Attributable Attributable Equity
Securities Retained General Capital Capital Debenture Foreign Treasury Foreign General Other to owners of to non- share
premium earnings reserve reserve on reserve redemption currency shares currency Reserve (arisen comprehensive the Company controlling warrants
consolidation reserve monetary translation pursuant to income interests
Particulars
item reserve composite
translation schemes of
difference arrangement)
account
As at April 01, 2022 8,00,663 (1,14,113) 97,807 8,337 - 4,683 (541) (845) 21,480 454 178 8,18,103 1,62,157 18,250
Profit/ (loss) for the year - (40,289) - - - - - - - - - (40,289) - -
Other comprehensive income for
the year
Remeasurements of post- - - - - - - - - - - (1,444) (1,444) (169) -
employment benefit obligation
(net)
Total comprehensive income for - (40,289) - - - - - - (1,444) (41,733) (169) -
the year
Addition during the year - - - - - - - - (1,979) - - (1,979) - -
Amortisation during the year - - - - - - 940 - - - - 940 - -
Share of non-controlling interest - (6,788) - - - - (399) - - - - (7,187) 7,187 -
Equity share warrant issued - - - - - - - - - - - - 8,000
Issue of equity share capital - - - - - - - - - - - - - (8,377)
Forfeiture of equity share - - - - 9,873 - - - - - - 9,873 - (9,873)
warrant (Refer note 28)
As at March 31, 2023 8,00,663 (1,61,190) 97,807 8,337 9,873 4,683 - (845) 19,501 454 (1,266) 7,78,017 1,69,175 8,000
As per our attached report of even date For and on behalf of the Board of Directors
Sateesh Seth Chairman
Punit Garg
For Pathak H. D. & Associates LLP Raja Gopal Krotthapalli
Chartered Accountants Ashok Ramaswamy
Firm Registration Number: 107783W/ W100593 Chhaya Virani Directors
Manjari Ashok Kacker
Jigar T. Shah Vijay Kumar Sharma
Partner
Membership Number: 161851 Ashok Kumar Pal Chief Financial Officer & Manager
Ramandeep Kaur Company Secretary
Place : Mumbai Place : Mumbai
Date : May 25, 2024 Date : May 25, 2024
157
Reliance Power Limited
Reliance Power Limited
Consolidated Statement of Cash Flows for the year ended March 31, 2024
` in lakhs
Particulars Year ended Year ended
March 31, 2024 March 31, 2023
(A) Cash flow from operating activities
Loss before tax (2,02,815) (27,898)
Adjusted for:
Gain arising on mutual fund investment mandatorily measured at fair value (246) (179)
Depreciation / amortisation 1,25,675 1,22,775
Finance cost including (gain) / loss on derivative 2,45,129 2,50,412
Fair value of investment measured at FVTPL (16,770) -
Interest income (5,381) (5,765)
Gain on foreign exchange fluctuations (net) (103) (881)
Liabilities written-back (1,90,395) (1,04,912)
Government grant (5,307) (5,307)
Loss on sale of property, plant and equipment 258 2,122
Provisions made during the year/ impairment of assets/ amount written-off 3,62,036 82,475
Loss on revaluation of inventories 248 563
Provision for leave encashment and gratuity 1,265 1,367
Operating profit before working capital changes 3,13,594 3,14,772
Change in operating assets and liabilities:
Increase in inventories (3,832) (10,291)
(Increase)/ decrease in trade receivables (4,102) 53,301
Decrease in other financial assets 18,649 34,617
Increase in other current assets (11,534) (1,639)
Increase in other current liabilities 4,148 10,871
(Decrease)/ increase in trade payables (5,793) 2,610
Increase in other financial liabilities 7,782 1,613
5,318 91,082
Taxes (paid) / refund (net) (3,404) (5,793)
Net cash generated from operating activities - continuing operations 3,15,508 4,00,061
Net cash generated from operating activities - discontinuing operations 1,877 2,313
Net cash generated from operating activities - continuing and discontinuing 3,17,385 4,02,374
Operations
158
Reliance Power Limited
Consolidated Statement of Cash Flows for the year ended March 31, 2024
` in lakhs
Particulars Year ended Year ended
March 31, 2024 March 31, 2023
(C) Cash flow from financing activities
Proceeds from long term borrowings - 86,350
Repayment of long term borrowings (1,30,411) (2,08,996)
Repayment of short term borrowings (6,617) (64,061)
Proceeds from short term borrowings - 1,086
Interest and finance charges paid (1,44,988) (1,83,571)
Inter corporate deposits repaid (1,962) -
Proceeds from issue of equity share warrants / conversion 24,000 8,000
Net cash used in financing activities - continuing operations (2,59,978) (3,61,192)
Net cash used in financing activities - discontinuing operations (13,442) (1,122)
Net cash used in financing activities - continuing and discontinuing operations (2,73,420) (3,62,314)
1. These statement of cash flows have been prepared under the indirect method as set out in Ind As 7 “Statement of Cash Flows.”
2. Refer note 42 for disclosure pursuant to para 44 A to 44 E of Ind AS 7 “Statement of Cash Flows.”
As per our attached report of even date For and on behalf of the Board of Directors
Sateesh Seth Chairman
Punit Garg
159
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
1) General information
Reliance Power Limited (“the Parent Company” or “the Company”) together with all of its subsidiaries (“the Group”) and
associates is primarily engaged in the business of generation of power. The projects under development include coal, gas,
hydro, wind and solar based energy projects. The portfolio of the Group also includes Ultra Mega Power Projects (UMPPs).
The Parent Company is a Public Limited Company, and its equity shares are listed on two recognized stock exchanges in India
and is incorporated and domiciled in India under the provisions of the Companies Act, 1956. The registered office of the Parent
Company is located at Reliance Centre, Ground Floor, 19, Wal Chand Hirachand Marg, Ballard Estate, Mumbai - 400001.
These consolidated financial statements were authorized for issue by the board of directors of the parent company on
May 25, 2024.
2) Material accounting policies, critical accounting estimates and judgements
2.1 Basis of preparation, measurement and material accounting policies
The principal accounting policies applied in the preparation of the consolidated financial statements are set out below. These
policies have been consistently applied to all the years presented, unless otherwise stated. The financial statements are for the
Group and associates.
(a) Basis of preparation of consolidated financial statements
Compliance with Ind AS
The consolidated financial statements of the Group and its associates have been prepared in accordance with the Indian
Accounting Standards (“Ind AS”) notified under the Companies (Indian Accounting Standards) Rules, 2015 and relevant
provisions of the Companies Act, 2013 (“the Act”) to the extent applicable.
Functional and presentation currency
The consolidated financial statements are presented in ‘Indian Rupees’, which is also the Parent Company’s functional
currency. All amounts are rounded off to the nearest lakhs, unless otherwise stated.
Historical cost convention
The consolidated financial statements have been prepared under the historical cost convention, as modified by the
following:
• Certain financial assets and financial liabilities at fair value.
• Assets held for sale – measured at fair value less cost to sell; and
• Defined benefit plans – plan assets that are measured at fair value
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 on the measurement date. The Group uses valuation techniques that are appropriate in the
circumstances and for which sufficient data is available to measure fair value, maximising the use of relevant observable
inputs and minimising the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the consolidated financial statements are
categorised 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
Current vis-à-vis non-current classification
The assets and liabilities reported in the balance sheet are classified on a “current/non-current basis”, with separate
reporting of assets held for sale and liabilities. Current assets, which include cash and cash equivalents, are the assets
that are intended to be realized, sold or consumed during the normal operating cycle of the Group or in the 12 months
following the balance sheet date; current liabilities are liabilities that are expected to be settled during the normal
operating cycle of the Group or within the 12 months following the close of the financial year. The deferred tax assets
and liabilities are classified as non-current assets and liabilities.
160
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
the Group had directly disposed off the related assets or liabilities. This may mean that amounts previously recognised
in OCI are reclassified to profit or loss.
If the ownership interest in an associate is reduced but joint control or significant influence is retained, only a
proportionate share of the amounts previously recognised in OCI are reclassified to profit or loss where appropriate.
V. The subsidiaries and associates considered in the consolidated financial statements are as follows:
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
163
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
regulatory authority, for the life of the mine is obtained by dividing the estimated quantity of overburden
by the estimated quantity of mineable coal reserve to be extracted over the life of the mine. This ratio is
periodically reviewed and changes, if any, are accounted for prospectively.
The overburden removal costs are included in mining properties under the PPE and amortised based on
stripping ratio on the quantity of coal excavated. Overburden removal cost includes cost of fuel, power
related to the equipment’s, direct labour, other direct expenditure and appropriate portion of variable and
fixed overhead expenditure.
(ii) Mine closure obligation
The liability to meet the obligation of mine closure has been measured at the present value of the
management’s best estimate based on the mine closure plan in the proportion of total area exploited to
the total area of the mine. These costs are updated annually during the life of the mine to reflect the
developments in mining activities.
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 provision due
to the passage of time is recognized as an interest expense.
The mine closure obligation cost has been included in mining properties under Property, plant and equipment
and amortised over the life of the mine on a unit of production basis.
(iii) Mine development expenditure
Expenditure incurred on development of coal mine is grouped under capital work-in-progress till the coal
mine is ready for its intended use. Once the mine is ready for its intended use, such mine development
expenditure is capitalised and included in mining properties under the PPE.
Mine development expenditure is amortised over the life of the mine on a unit of production basis.
(f) Intangible assets
(i) Goodwill on acquisition of the 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. Gains and losses on the disposal of an entity include the carrying
amount of goodwill relating to the entity sold.
(ii) Intangible assets are stated at cost of acquisition net of recoverable taxes less accumulated amortisation/
depletion and impairment loss, if any. The cost comprises of purchase price, borrowing costs and any cost
directly attributable to bringing the asset to its working condition for the intended use.
(iii) Expenditure incurred on acquisition of intangible assets, which are not ready to use at the reporting date is
disclosed under “Intangible assets under development”.
(iv) Mining right represents directly attributable cost (other than the land cost) incurred for obtaining the mining
rights for a period of 30 years.
(v) Any gain or loss from the disposal of an item of intangible asset is recognised in the Consolidated Statement
of Profit and Loss.
Amortisation method and period
Amortisation is charged on a straight-line basis over the estimated useful life. The estimated useful life, residual
value and amortisation methods are reviewed periodically at each annual reporting date, with the effect of any
changes in the estimate being accounted for on a prospective basis.
Computer software is amortised over an estimated useful life of 3 years. Intangible assets include expenditure
incurred for laying pipeline towards additional water supply. As the pipeline is estimated to be used over the life
of the project, the cost incurred towards right is amortised over the term of the power purchase agreement.
In SPL, mining rights are amortised on a straight-line basis over the period of 30 years i.e., the period over which
SPL has the right to carry out mining activities.
(g) Impairment of non-financial assets
Goodwill and intangible assets that have indefinite useful life are tested annually for impairment or more
frequently, if events or changes in circumstances indicate that they may be impaired. Other assets which are
subject to depreciation or amortisation are tested for impairment whenever events or changes in circumstances
indicate that the carrying amount may not be recoverable. Recoverable value is higher than net selling price and
value in use. An impairment loss is recognised when the carrying cost of the asset exceeds its recoverable value.
An impairment loss is charged to the Consolidated Statement of Profit and Loss in the year in which an asset is
identified as impaired. Impairment loss recognised in the prior accounting period is increased / reversed (for the
assets other than Goodwill) where there is a change in the estimate of recoverable value. Such a reversal is made
only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been
determined net of depreciation or amortization, if no impairment loss has been recognized.
164
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
(h) Inventories
Inventories of tools, stores, spare parts, consumable supplies and fuel are valued at lower of weighted average
cost, which includes all non-refundable duties and charges incurred in bringing the goods to their present location
and condition or net realisable value. Net realisable value is the estimated selling price in the ordinary course of
business less estimated costs necessary to make the sale.
In the case of coal stock, the measured stock is based on a verification process adopted and the variation between
measured stock and book stock is charged to Consolidated Statement of Profit and Loss.
(i) Trade receivables
A receivable represents the Group right to an amount of consideration that is unconditional i.e. only the passage
of time is required before payment of consideration is due and the amount is billable.
(j) Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or
equity instrument of another entity. Financial instruments also include derivative contracts such as foreign currency
foreign exchange forward contracts.
Investment and other financial assets
(i) 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 business model of the Group 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 the Consolidated Statement of Profit
and Loss or OCI.
The Group reclassifies debt investments when and only when its business model for managing those assets
changes.
(ii) 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 covered in
the Consolidated Statement of Profit and Loss. However, trade receivables that do not contain a significant
financing component are measured at transaction price.
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 is recognised in the Consolidated Statement of profit and Loss
when the asset is derecognised or impaired. Interest income from these financial assets is included in other
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 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 Consolidated Statement of Profit
and Loss. When the financial asset is derecognised, cumulative gain or loss previously recognised in OCI is
reclassified from other 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.
165
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
166
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
167
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying
assets is deducted from the borrowing costs eligible for capitalisation.
Other borrowing costs are expensed in the period in which they are incurred.
(n) Provisions, contingent liabilities and contingent assets
Provision
Provisions 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 has been reliably
estimated.
Provisions are measured at the present value of the 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 an interest expense.
Contingent liabilities
Contingent liabilities are disclosed when there is a possible obligation arising from the past events, the existence
of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not
wholly within the control of the Group or a present obligation that arises from past events, but it is not recognised
because it is not probable that an outflow of resources embodying economic benefits will be required to settle
the obligation or the amount of the obligation cannot be measured with sufficient reliability. The Group does not
recognize a contingent liability but discloses its existence in the consolidated financial statements.
Contingent assets
A contingent asset is disclosed, where an inflow of economic benefits is probable.
(o) Foreign currency transaction
(i) Functional and presentation currency
Items included in the consolidated financial statements of the Group are measured using the currency of the
primary economic environment in which the entity operates and are presented in Indian Rupees which is also
the Parent Company’s functional currency. The functional currency for all the entities in the Group is Indian
Rupees except the following subsidiaries:-
168
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
• In other cases, foreign exchange differences are accumulated in “foreign currency monetary item
translation difference account” and amortised over the balance period of such long-term asset /
liabilities.
(iii) Non-monetary items denominated in foreign currency are stated at the rates prevailing on the date of the
transactions/ exchange rate at which transaction is actually affected.
(p) Revenue from contracts with customers and other income
The Group recognises revenue when the amount of revenue can be reliably measured at fair value of consideration
received or receivable, it is probable that future economic benefits will flow to the entity and specific criteria have
been met for each of the Group’s activities, as described below. The Group bases its estimate on historical results,
taking into consideration the type of transactions and specifics of each arrangement.
(i) In RPSCL, revenue from sale of energy is recognised on an accrual basis as per the tariff rates approved
by Uttar Pradesh Electricity Regulatory Commission (UPERC) in accordance with the provisions of Power
Purchase Agreement (PPA) with Uttar Pradesh Power Corporation Limited (UPPCL). In cases where final
tariff rates are yet to be approved / agreed, provisional tariff is adopted based on provisional tariff order
issued by UPERC. Further, the revenue is also recognised towards truing up of fixed charges as per the
petitions filed based on the principles enunciated in the PPA and UPERC (Terms & Condition of Generation
Tariff) Regulations, 2014.
Revenue from sale of energy referred to above includes fixed charges considered as minimum lease payments in
accordance with Ind AS 116 “Leases” which is apportioned between finance income and reduction of finance lease
receivables and finance Income is disclosed as ‘Income on assets given on finance lease” under “Other Operating
Income” (Refer Note 3.22). Revenue towards truing up of fixed charges is recognized as operating income in the
Statement of Profit and Loss in the year of truing up. In case of difference between the revenue recognized based
on provisional tariff order/ petitions filed and final tariff order, minimum lease payments is adjusted to the extent
of difference for balance period of the lease to arrive at revised internal rate of return based on which minimum
lease payments is apportioned between finance income and reduction of finance lease receivables.
(ii) In VIPL, revenue from sale of energy is recognised on an accrual basis as per the tariff rates approved by MERC in
accordance with the provisions of PPA with Adani Electricity Mumbai Limited with effect from August 29, 2018.
Further, revenue is also recognised towards the trueing up of fixed charges and fuel adjustment charges as per the
terms of PPA read with Maharashtra Electricity Regulatory Commission (MERC) (Multi Year Tariff) Regulations.
(iii) In DSPPL, revenue from sale of energy is recognised on an accrual basis as per the tariff rates notified by Central
Electricity Regulatory Commission (CERC) in accordance with the provisions of PPA with Adani Electricity Mumbai
Limited and agreement cum- indemnity with Reliance Infrastructure Limited (Rinfra) with effect from August 29,
2018.
(iv) In RSTEPL, revenue from sale of energy is recognised on an accrual basis and in accordance with the provisions
of PPA with NTPC Vidyut Vyapar Nigam Limited (NVVN) read with CERC regulations.
(v) In Parent Company, revenue from sale of energy of wind power project at Vashpet is recognised on an accrual
basis and in accordance with the provisions of PPA/ sale arrangements with Adani Electricity Mumbai Limited
with effect from August 29, 2018. Income on Generation based incentive of wind power project at Vashpet is
accounted on an accrual basis considering eligibility of the project for availing the incentive.
(vi) In SPL, revenue from sale of energy is recognized when it is measurable and there is reasonable certainty for
collection, in accordance with the tariff provided in the PPA and considering the petitions filed with regulatory
authorities for tariff as per the terms of PPA.
(vii) The surcharge on late payment/ overdue trade receivables for sale of energy is recognised when no significant
uncertainty as to measurement and collectability exists.
(viii) Revenue from certified reduction units is recognised Emmission as per the terms and conditions agreed with the
trustee on future sale of certified emission reduction units.
(ix) For income recognition refer note 2.1(j)(v)
(q) Employee benefits
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 current employee benefit obligations in the
balance sheet.
169
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
171
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
In the case of a finance lease, the finance lease receivable is recognized to reflect the financing deemed to be
granted by the Group where it is considered as acting as lessor and its customers as lessees.
The Group has concluded the finance lease mainly with respect to PPA, particularly where the contract conveys to
the purchaser of the energy an exclusive right to use generated energy.
In case of finance leases, where assets are leased out under a finance lease, the amount recognized under finance
lease receivables is an amount equal to the net investment in the lease.
The minimum lease payment made under the finance lease is apportioned between the finance income and the
reduction of the outstanding receivables. The finance income is allocated to each period during the lease terms to
produce a constant periodic rate of interest on the remaining balance of the lease receivable.
The Group as a lessee
The Group’s lease assets primarily consist of leases for buildings taken on lease for operating its branch offices.
The Group assesses whether a contract contains a lease at the date of commencement of lease. At the date of
commencement of lease, the Group recognise a right-of-use asset (“ROU”) and a corresponding lease liability for
all lease arrangement in which it is a lessee except for leases with a term of twelve months or less (short- term
leases) and low value leases. For these short term and low value leases, the Group recognizes the lease payments
as an operating expense on a straight-line basis over the term of lease.
Right-of-use assets are depreciated from the commencement date on straight-line basis over the lease term.
The lease liability is initially measured at amortised cost at the present value of the future lease payments.
(v) Cash and cash equivalents
For the purpose of presentation in the consolidated statement of cash flows, cash and cash equivalents comprise
deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities
of three months or less from date of acquisition that are readily convertible to known amounts of cash and which
are subject to insignificant risk of changes in value.
(w) Earnings per share
In determining earnings per share, the Group considers net profit after tax and includes the post tax effect of any
exceptional item and the effects under the scheme approved by the Hon’ble High Court. Basic earnings per share
are calculated by dividing the profit attributable to the equity shareholders by the weighted average number of
equity shares outstanding during the financial 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.
(x) Statement of cash flows
The statement of cash flows are reported using the indirect method, whereby profit/(loss) 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.
(y) Segment reporting
The Operating segments have been identified and reported considering its internal financial reporting, performance
evaluation and organizational structure of its operations, operating segment is reported in the manner evaluated by
the Board considered as the Chief Operating Decision-Maker under Ind AS 108 “Operating Segment”.
(z) Accounting for oil and gas activity
The Group follows the “Successful Efforts Method” of accounting for its oil and natural gas exploration and
production activities read with the Guidance Note published by Institute of Chartered Accountants of India (the
ICAI) in December 2016.
The cost of survey and prospecting activities conducted in search of oil and gas are expensed out in the year in
which the same are incurred. Accordingly, assets and liabilities are accounted on the basis of statement of accounts
of Joint operations on line by line basis according to the participating interest of the Group.
(aa) Government grant
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 profit or loss over the period necessary to match them with the costs that they are intended to
compensate and are presented within other income.
172
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
In the case of RPSCL, the benefit of interest free government loan in the form of deferred payments of value added
tax and entry tax is treated as the Government grant. The deferred payment liabilities are recognised and measured
in accordance with Ind AS 109, “Financial Instruments” where the benefit of the below market rate of interest shall
be measured as the difference between the initial carrying value determined in accordance with Ind AS 109, and the
proceeds received.
In the case of SPL, exemption granted by GoI to the UMPPs under the Custom Act, 1962 is recognized at their fair
value as Government grant. Government grants relating to the purchase of PPE are included in non-current liabilities as
deferred income and credited to the Statement of Profit and Loss in the proportion in which depreciation expense on
those assets is recognised.
(bb) Dividends
Provision is made for 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) Business combinations
Business combinations involving entities that are controlled by the Group are accounted for using the pooling of
interest’s method as follows:
(i) The assets and liabilities of the combining entities are reflected at their carrying amounts.
(ii) No adjustments are made to reflect fair values or recognise any new assets or liabilities.
(iii) Adjustments are only made to harmonise accounting policies.
(iv) The financial information in the financial statements in respect of prior periods is restated as if the business
combination had occurred from the beginning of the preceding period in the financial statements, irrespective of
the actual date of the combination. However, where the business combination had occurred after that date, the
prior period information is restated only from that date.
(v) The balance of the retained earnings appearing in the financial statements of the transferor is aggregated with the
corresponding balance appearing in the financial statements of the transferee or is adjusted against the General
Reserve.
(vi) The identities of the reserves are preserved, and the reserves of the transferor become the reserves of the
transferee.
(vii) The difference, if any, between the amounts recorded as share capital issued plus any additional consideration in
the form of cash or other assets and the amount of share capital of the transferor is transferred to capital reserve
and is presented separately from other capital reserves.
2.2 Critical accounting estimates and judgements
The preparation of the consolidated financial statements under Ind AS requires the management to take decisions and
make estimates and assumptions that may impact the value of revenues, costs, assets, liabilities and the related disclosures
concerning the items involved as well as contingent assets and liabilities as 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 Group 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:
(a) Useful life of power plants given on finance lease classified as finance lease receivables
The Group has independently estimated the useful life and method of depreciation of power plant and coal mine
assets considering the total portfolio of power generation assets based on the expected wear and tear, industry trends
etc. In actual, the wear and tear can be different. When the useful lives differ from the original estimated useful lives,
the Group will adjust the estimated useful life / residual value accordingly. It is possible that the estimates made
based on existing experience are different to the actual outcomes within the next financial period and could cause a
material adjustment to the carrying amount of PPE and finance lease receivables.
(b) Stripping ratio for coal mining
A significant estimate is involved in case of open pit mining operations for estimating quantity of overburden and
mineable coal reserve which would be extracted over the life of the mine, based on which stripping ratio is determined.
This ratio is periodically reviewed and changes, if any, are accounted for prospectively. SPL has considered the
stripping ratio based on the coal mine plan approved by the regulator.
173
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
175
3.1 Property, plant and equipments
176
` in lakhs
Gross carrying amount
Particulars Freehold Leasehold Right of Railway Buildings Plant & Mining Furniture & Motor Office Computers Total
land land use asset siding equipment4 properties3 fixtures vehicles equipment
Additions during the year 1,100 - - - 108 9,053 1,14,044 6 - 43 29 1,24,383
Add : Adjustments - - - - - 54,933 - - - - - 54,933
Deductions during the year - - - - - 3,063 - 16 41 14 33 3,167
As at March 31, 2023 4,02,554 1,87,290 2,784 15,290 1,04,617 37,74,594 7,18,304 2,054 627 1,110 796 52,10,020
Additions / reinstatement 2,250 2,210 - - 75 13,992 89,554 2 260 84 29 1,08,456
Reliance Power Limited
Net Block
As at March 31, 2023 4,01,065 1,49,522 - 11,568 70,994 28,71,212 67,569 488 136 379 443 35,73,376
As at March 31, 2024 4,01,153 1,46,653 - 10,328 66,220 26,79,603 49,045 275 321 348 372 33,54,318
Notes:
1. Freehold land as at March 31, 2024 includes ` 2,909 lakhs and ` 2,307 lakhs (March 31, 2023 - ` 2,909 lakhs and ` 2,307 lakhs) capitalised in the books of CAPL and
SMPL respectively, on the basis of advance possession received from authorities. The registration of title deed is pending in favour of the respective subsidiary companies
(Refer note 55).
2. Includes adjustments towards capitalisation of exchange difference.
3. Mining properties includes expenses incurred towards removal of over burden cost.
4. Property, plant and equipments amounting to ` 22,99,734 lakhs (March 31, 2023 - ` 24,96,267 lakhs) are pledged as security for loan facilities availed by the Group
(Refer note 12 & 3.14).
5. Depreciation pertaining to discontinued operations amount to ` 1,561 lakhs (March 31, 2023 - ` 1,604 lakhs) (Refer note 40).
177
Reliance Power Limited
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
1
TPPL and SPPL has paid upfront fees of ` 1,880 lakhs and ` 880 lakhs (March 31, 2023 - ` 1,880 lakhs and ` 880 lakhs)
respectively shown as capital work-in-progress.
Note: T
he Group does not have any capital work-in-progress or intangible assets under development, whose completion is
overdue except project temporarily suspended shown below under ageing of capital work in progress or has exceeded
its cost compared to its original plan (Refer note 7).
Ageing of capital work-in-progress (CWIP)
` in lakhs
Particulars CWIP as on March 31, 2024
Less than 1 1 - 2 years 2 - 3 years More than 3 Total
year years
Projects in progress 547 10 - 3,361 3,918
Projects temporarily suspended - - - 1,25,423 1,25,423
547 10 - 1,28,784 1,29,341
178
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
Accumulated amortization
Particulars Computer Mining rights Water supply Total
software rights
As at April 01, 2022 189 777 671 1,637
Charge for the year 3 111 66 180
Deductions during the year - - - -
As at March 31, 2023 192 888 737 1,817
Charge for the year 3 111 69 183
Deductions during the year - - - -
As at March 31, 2024 195 999 806 2,000
Net block
As at March 31, 2023 47 2,241 528 2,816
As at March 31, 2024 44 2,130 459 2,633
Note: Intangible assets are other than internally generated.
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.4 Non- current financial assets
3.4(a) Investments
In Associates (valued as per equity method)*
RPL Sun Power Private Limited : 5,000 equity shares of ` 10 each (March 31, @ @
2023 - 5000)
RPL Photon Private Limited : 5,000 equity shares of ` 10 each (March 31, 2023 @ @
- 5000)
RPL Sun Technique Private Limited : 5,000 equity shares of ` 10 each (March 31, @ @
2023 - 5000)
Government bond (Quoted) (fair value through profit & loss account)
14,000 (March 31, 2023 - 14,000) 9.33% Government Bond of Rajasthan - 15
Government (Face value of ` 100 each)
7,000 (March 31, 2023 - 7,000) 8.22% Government Bond of Tamilnadu 8 8
Government (Face value of ` 100 each)
6,800 (March 31, 2023 - 6,800) 7.48% Government Bond of West Bangal 7 7
SDL 2037 (Face value of ` 100 each)
6,800 (March 31, 2023 - 6,800) 7.10% Government Bond of Maharashtra SDL
2036 (Face value of ` 100 each) 7 7
Investment in equity (Unquoted) (fair value through profit & loss account)
Reliance Bangledesh LNG & Power Limited: 65,49,763 equity shares of BDT 10
each (March 31, 2023 - 65,49,763) 17,255 406
17,277 443
*Applied for strike-off and is under process.
179
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
Aggregate book value of unquoted investments 17,255 406
Aggregate book value of quoted investments 22 37
Market value of quoted investments 22 37
@ Amount is below the rounding off norm adopted by the Group.
3.4(b) Loans
(Unsecured, considered good unless otherwise stated)
Loans to others - considered good - 43,477
Loans to others - credit impaired 44,089 -
Less : impairment allowance (Refer note 33) (44,089) -
- 43,477
3.4(c) Finance lease receivables
Finance lease receivables (Refer note 10) 3,30,793 3,38,153
3,30,793 3,38,153
3.4(d) Other financial assets
Margin money deposits / fixed deposits (pledged for availing letter of credit 3,417 2,149
facilities, bank guarantee and coal mine obligations)
Bank deposits with maturity of more than 12 months 66 -
Advance recoverable 750 750
Derivative assets (net) (mark to market on derivative instruments) - 1,797
4,233 4,696
3.5 Non-current tax assets
Advance income tax [net of provision for tax of ` 8,877 lakhs (March 31, 2023 9,287 7,846
- ` 8,000 lakhs)]
9,287 7,846
3.6 Other non-current assets
(Unsecured, considered good)
Capital advances (including related party) [Refer note 13 (C)] 49,372 1,44,358
Security deposits 600 581
Advances to vendors 2,034 2,041
52,006 1,46,980
3.7 Inventories (valued at lower of weighted average cost or net realisable value)
Fuel 29,379 20,971
Stores and spares (as certified by management) 66,738 71,561
96,117 92,532
3.8 Current financial asset
3.8(a) Current investments (non-trade)
Quoted
Investments in Mutual Funds (Fair value through profit and loss)
Indiabulls Liquid Fund - Direct Growth 2,414 2,253
[Number of units 1,03,205 (March 31, 2023 - 1,03,205)
face value of ` 1000 each]
Nippon India Corporate Bond Fund - Direct Growth 80 74
[Number of units 1,41,848 (March 31, 2023 - 1,41,848)
face value of ` 10 each]
JM High Liquidity Fund (Direct) - Growth Option 1,164 1,085
[Number of units 17,62,291 (March 31, 2023 - 17,62,291)
face value of ` 10 each]
3,658 3,412
Aggregate value of quoted current investments 3,658 3,412
180
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.8(b) Trade receivables
(Unsecured and considered good unless otherwise stated)
Trade receivables (Refer note 13(c)) 1,65,041 2,67,990
181
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.8(d) Bank balances other than cash and cash equivalents
Margin money deposits / fixed deposits with original maturity of more than three 43,142 41,248
months but less than twelve months (including pledged for availing letter of credit
facilities, bank guarantee and coal mine obligations)
Unclaimed dividend 3 3
43,145 41,251
3.8(e) Loans
(Unsecured and considered good unless otherwise stated)
Inter corporate deposit to related parties (Refer note 13(c)) 46,535 4,035
182
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
Shares issued for settlement of corporate guarantee given (Refer note 28) 7,59,77,000 -
Total 7,59,77,000 -
183
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.13 Other equity
Balance at the end of the year
3.13.1 Capital reserve 9,873 9,873
3.13.2 Capital reserve on consolidation 8,337 8,337
3.13.3 Securities premium 8,54,473 8,00,663
3.13.4 General reserve 97,807 97,807
3.13.5 General reserve (arisen pursuant to composite schemes of arrangement) 454 454
3.13.6 Debenture redemption reserve 4,683 4,683
3.13.7 Foreign currency translation reserve 19,916 19,501
3.13.8 Foreign currency monetary item translation difference account - -
3.13.9 Treasury shares (ESOS Trust) (845) (845)
3.13.10 Retained earnings (2,33,415) (1,61,190)
3.13.11 Other comprehensive income (1,595) (1,266)
Total other equity 7,59,688 7,78,017
3.13.5 General reserve (arisen pursuant to composite schemes of arrangement) 454 454
184
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.13.10 Retained earnings
Balance at the beginning of the year (1,61,190) (1,14,113)
Add/ (less) : profit/ (loss) for the year (2,06,838) (40,289)
Less: share of non-controlling interest - (6,788)
Add : cease of non-controlling interest (Refer note 36) 1,34,613 -
Balance at the end of the year (2,33,415) (1,61,190)
185
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.14 Non-current financial liabilities
3.14(a) Borrowings
At amortised cost
Secured
2,500 series III (2017) listed, rated, redeemable non convertible 17,561 15,745
debentures of ` 1,000,000 each
5,260 series A 12.25% non-convertible debentures of ` 1,000,000 each 42,080 42,080
3,000 series B 12.25% non-convertible debentures of ` 1,000,000 each 4,176 24,000
3,000 7.75% non-convertible debentures of ` 1,000,000 each 16,800 24,000
Rupee loans from banks 4,08,066 4,46,556
Foreign currency loans from banks 18,971 23,790
Rupee loans from financial institutions / other parties 2,56,858 2,74,065
Foreign currency loans from financial institutions / other parties 1,58,583 3,51,368
Unsecured
Deferred payment liabilities:
Deferred entry tax [Refer note 17 (a)] 4,944 10,415
Deferred value added tax [Refer note 17 (b)] 517 748
Inter-corporate deposits form others 12,392 11,270
9,40,948 12,24,036
During the year, the Group has delayed/defaulted in repayment of borrowings (Refer note 35)
3.14(a1) RPSCL
RPSCL has issued non-convertible debentures to alternative investment funds. The outstanding amount as at year end is
` 75,992 lakhs (March 31, 2023 - ` 82,600 lakhs).
Nature of security for non convertible debentures
(i) Non-convertible debentures of ` 75,992 lakhs (March 31, 2023 - ` 82,600) are secured by first charge on all
immovable assets, movable assets and intangible asset, hypothecated property of the RPSCL, present and future and
hypothecated property of the obligor RNRL on pari passu basis.
(ii) Non-convertible debentures are secured by way of pledge of 100% equity shares of RPSCL.
(iii) The Parent Company and RNRL have issued corporate gurantee in favor of the NCDs holders.
Terms of repayment and interest
(i) Non-convertible debenture of ` 75,992 lakhs (March 31, 2023 - ` 82,600 lakhs) is repayable in 7 half yearly
instalments from September 30, 2023 and interest alongwith applicable taxes is payable on half yearly basis.
(ii) Deferred payment liabilities are payable in equal yearly installment of ` 5,702 lakhs commencing from financial year
2021-2022 (Refer note 17).
3.14(a2) SPL
SPL has obtained rupee and foreign currency loans from banks and financial institutions. The outstanding amount as at year
end is ` 9,82,753 lakhs (March 31, 2023 - ` 10,93,253 lakhs). The balance disclosed is net of unamortised borrowing cost
aggregating to ` 1,468 lakhs (March 31, 2023 - ` 2,940 lakhs).
Nature of security for term loans
(i) Term loans from all banks, financial institution/other parties of ` 9,84,222 lakhs (March 31, 2023 - ` 10,96,193
lakhs) is secured / to be secured by first charge on all the immovable, movable and intangible assets of the Company
and 100% pledge of the total issued share capital of the Company held by the Parent Company on pari passu basis
with working capital lenders, permitted bank guarantee providers and hedge counterparties.
(ii) Charge over 414 hectare of land yet to be fully acquired and de allocated Chhatrashal Coal mines which is subject to
decision of Honourable High Court is pending to be executed.
(iii) The Parent Company has given financial commitments/guarantees to the lenders of the Company.
186
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
187
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
188
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
(v) Foreign currency loan from financial institution/ other parties has a tenure of upto 17.53 years from the date of first
disbursement. It will be repaid in 33 unequal half yearly instalments starting from February 6, 2014 and interest rate is
payable on half yearly basis. The outstanding balance as on year end is ` 10,605 lakhs (March 31, 2023 - ` 10,458
lakhs).
3.14(a7) KPPL
KPPL has obtained rupee term loan from financial institution of ` Nil (March 31, 2023 - ` 26,080 lakhs).
Nature of security:
Term loan from financial institution of ` Nil (March 31,2023 - ` 26,080 lakhs) is secured by first charge on all the immovable,
movable and current assets of KPPL on pari passu basis.
Terms of repayment and interest:
KPPL has settled its outstanding rupee term loan from financial institution during the year ended March 31, 2024, accordingly
outstanding balance as on March 31, 2024 is ` Nil (March 31, 2023 - ` 26,080 lakhs). Refer note 36.
3.14(a8) RNRL
RNRL has issued non convertible debenture and outstanding amount as at the year end is ` 27,600 lakhs (March 31, 2023 -
` 30,000 lakhs).
Nature of security:
(i) Non-convertible debentures of ` 27,600 lakhs (March 31, 2023 - ` 30,000 lakhs) were secured by charge on
immovable and movable property of RPSCL.
Terms of repayment and interest:
(i) Non-convertible debenture of ` 27,600 lakhs (March 31, 2023 - ` 30,000 lakhs) is repayable in 7 half yearly
instalments from September 30, 2023 and interest is payable on half yearly basis.
(ii) The Parent Company and RNRL have issued corporate gurantee in favor of the NCDs holders.
3.14(a9) RCGL
RCGL has obtained inter corporate deposit amounting to ` 990 lakhs (March 31, 2023 - 990 lakhs) and ` 555 lakhs (March
31, 2023 - 555 lakhs).
Terms of repayment and interest:
(i) Inter corporate deposit amounting to ` 990 lakhs (March 31, 2023 - 990 lakhs) and ` 555 lakhs (March 31, 2023 -
555 lakhs) are repayable on demand.
3.14(a10) Parent Company
The Parent Company has obtained rupee and foreign currency term loan. The outstanding amount as at the year end is
` 28,407 lakhs (March 31, 2023 - ` 48,266 lakhs). The balance disclosed is net of unamortised borrowing cost aggregating
to ` Nil (March 31, 2023 - ` 54 lakhs).
Nature of security for term loans
(i) 2500 Series III (2017) listed, rated, secured, redeemable non-convertible debentures of ` 17,561 lakhs
(March 31, 2023 - ` 15,745 lakhs) are secured by pledge over 60,30,44,493 equity shares of Coastal Andhra Power
Limited. The fair value of immovable property of CAPL has sufficient asset cover to discharge the borrowing.
(ii) Foreign currency loan of ` Nil (March 31, 2023 - ` 4,950 lakhs) are secured by first charge on all the immovable and
movable assets and receivables of the 45 MW wind power project at Vashpet on pari passu basis with rupee term loan
at sr. no. (iv).
(iii) Rupee term loans from banks of ` Nil (March 31, 2023 - ` 6,912 lakhs) are secured by first pari passu charge over
current assets of the Parent Company excluding receivable pertaining to 45 MW wind power project at Vashpet.
(iv) Rupee term loans from banks of ` Nil (March 31, 2023 - ` 10,962 lakhs) are secured by first charge on all the
immovable and movable assets and receivables of the 45 MW wind power project at Vashpet on pari passu basis with
rupee term loan and foreign currency loan.
189
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
3.14(a11) Above disclosure includes current maturities of long term borrowing classified under current borrowings.
3.14(a12) At the end of the reporting period interest on rupees term loan and working capital loan is ranging from 8% p.a. to 14.80% p.a. and
foreign currency loan interest rate ranging from 3.66% p.a. to 9.18% p.a.
3.14(b13) For details related to the Group’s assets pledged as security refer note 12.
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.14(b) Other financial liabilities - non current
Payable to customer 69,720 59,917
Retention money payable 3,822 3,765
Derivative liability (mark to market on derivative instruments) - 3,333
73,542 67,015
3.15 Provisions - non current
Provision for gratuity (Refer note 11) 3,223 3,066
Provision for leave encashment (Refer note 11) 2,173 2,003
Provision for mine closure obligation (Refer note 23) 2,960 2,601
8,356 7,669
3.16 Deferred tax liabilities
Net deferred tax liability due to temporary differences (Refer note 16) 2,43,058 2,23,468
2,43,058 2,23,468
3.17 Other non-current liabilities
Advance from customers 109 745
Government grants (Refer note 22) 1,59,208 1,64,515
1,59,317 1,65,260
3.18 Current financial liabilities
3.18(a) Borrowings
Secured
Rupee loans from banks - 17,213
Rupee loans from financial institutions - 31,097
Working capital loan 3,986 4,033
Cash credit facility from banks 1,10,324 1,07,212
Current maturities of long-term borrowings (Refer note 3.14(a11)) 7,74,218 6,57,110
Unsecured
Inter-corporate deposits from related parties (Refer note 13) 41,089 41,432
Inter-corporate deposits from others 6,018 41,470
9,35,635 8,99,567
190
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
3.18(a1) VIPL
Nature of security for current borrowings
Cash credit facilities outstanding balance as at the year end of ` 54,468 lakhs (March 31, 2023 - ` 54,468 lakhs) which
are secured pari passu along with term loan lenders by first charge on all the immovable, movable and intangible asset VIPL
on a pari passu basis and pledge of 7,60,730 number of equity share of VIPL.
VIPL has defaulted in repayment of the cash credit facilities as on March 31, 2024.
3.18(a2) SPL
Nature of security for current borrowings
Cash credit facility outstanding balance as at the year end of ` 55,856 lakhs (March 31,2023 - ` 52,744 lakhs) which are
secured by first charge on all current and fixed assets of SPL and pledge of 100% of the total issued share capital of SPL
held by the Holding Company on pari passu basis with term loan lenders, permitted bank guarantee providers and hedge
counterparties.
Terms of repayment and interest
Interest is payable on monthly basis.
3.18(a3) RCGL
RCGL has obtained rupee loans from financial institutions amounting to ` Nil (March 31, 2023 - ` 31,097 lakhs).
Nature of security for term loans
(i) Rupee loans from financial institutions amounting to ` Nil (March 31, 2023 - ` 4,048 lakhs) is secured by charge on
current assets.
(ii) Rupee loans from financial institutions amounting to ` Nil (March 31, 2023 - ` 27,049 lakhs) is secured by subservient
charge on fixed and current assets.
Terms of repayment and interest
RCGL has settled its outstanding rupee loan from financial institution during the year ended March 31, 2024, accordingly
outstanding balance as on March 31, 2024 is ` Nil (March 31, 2023 - ` 31,097 lakhs) (Refer note 36).
3.18(a4) Parent Company
Nature of security for current borrowings
(i) Rupee loan from bank of ` Nil (March 31, 2023 - ` 17,213 lakhs) is secured by subservient charge on the current
assets of Reliance Power Limited (except pertaining to 45 MW Wind power project at Vashpet) and is repayable on
demand.
(ii) Working capital loan from bank is secured by first hypothecation and charge on all receivables of the Parent Company,
(excluding assets acquired under the merger scheme with erstwhile Reliance Clean Power Private Limited) both present
and future on pari passu basis and is repayable on demand and carry an interest payable on a monthly basis (Refer note
36).
(iii) The Parent Company has settled its outstanding rupee loan from banks during the year ended March 31, 2024,
accordingly outstanding balance as on March 31, 2024 is ` Nil (March 31, 2023 - ` 17,213 lakhs) (Refer note 36).
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.18(b) Trade payables
Total outstanding dues of micro enterprises and small enterprises (Refer note 27) 3,996 4,756
Total outstanding dues of creditors other than micro enterprises and small 40,941 47,163
enterprises
44,937 51,919
191
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.18(c) Other financial liabilities
Interest accrued but not due on borrowings 6,528 32,188
Interest accrued and due on borrowings 2,39,357 2,45,181
Unclaimed dividend 3 3
Security deposits received 253 184
Creditors for capital expenditure 1,96,997 2,86,438
Retention money payable 1,533 1,687
Liability towards regulatory matters 731 3,252
Creditors for supplies and services 134 1,473
Advance from customers 539 539
Derivative liabilities (mark to market on derivative instruments) (refer note 41) 3,878 4,997
Other payables 1,93,226 1,84,469
6,43,179 7,60,411
192
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 202
2024
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
3.20 Provisions - current (Refer note 11)
Provision for gratuity 150 123
Provision for leave encashment 880 838
1,030 961
` in lakhs
Particulars Year ended Year ended
March 31, 2024 March 31, 2023
3.22 (a) Revenue from operations
Sale of energy (Refer note 13(C)) 7,42,645 7,03,260
Other operating income:
Income on assets given on finance lease 45,085 48,131
Interest from customer on delayed payments 1,530 -
7,89,260 7,51,391
193
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 202
2024
` in lakhs
Particulars Year ended Year ended
March 31, 2024 March 31, 2023
3.24 Cost of fuel consumed (including cost of coal excavation)
(a) Purchased coal consumed (In case of RPSCL)
Opening balance of fuel 10,665 5,478
Add: purchases during the year 2,10,268 2,00,361
Less : loss on revaluation of inventory (248) (563)
Less : closing balance of fuel (16,338) (10,665)
2,04,347 1,94,611
(b) Coal excavation cost (In case of SPL)
Opening balance of fuel 10,306 8,644
Amortisation of mining properties 1,08,078 1,06,015
Taxes and duties 53,322 44,955
Fuel consumed 9,729 10,043
Stores and spares 5,299 7,275
Depreciation 2,924 2,727
Other expenses 2,172 1,512
Less : Closing balance of fuel (13,041) (10,306)
1,78,789 1,70,865
Total (a)+(b) 3,83,135 3,65,476
194
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars Year ended Year ended
March 31, 2024 March 31, 2023
3.27(a) Generation, administration and other expenses
Stores and spares consumed 18,305 13,352
Rent expenses (including rent to related party) (Refer note 13(C)) 2,133 1,687
Repairs and maintenance
- Plant and equipment 12,962 15,925
- Buildings 420 294
- Others 697 606
Fuel handling and service charges 1,067 910
Stamp duty and filing fees - @
Printing and stationery 785 1
Legal and professional charges (including shared service charges) 4,359 5,250
Rates and taxes 556 747
Insurance expenses 10,119 7,209
Loss on sale of property, plant and equipment 258 2,122
Loss on foreign exchange fluctuations 521 3,490
Provision for impairment / receivables written off (Refer note 32 & 33) 1,62,091 43,590
Expenses charged against regulatory orders (Refer note 30) 7,284 38,885
Electricity duty expenses 35,114 32,730
Expenditure towards corporate social responsibility 1,146 322
Miscellaneous expenses 14,150 14,422
2,71,970 1,81,542
(b) Expenses of discontinued operations
Repairs and maintenance - plant and equipment 624 804
Insurance expenses 12 11
Provision for impairment / receivables written off 26 -
Loss on foreign exchange fluctuations 51 -
Legal and professional charges (including shared service charges) 13 2
Rates and taxes 13 13
Provision for impairment - 3,750
Miscellaneous expenses 47 44
786 4,624
Note : Refer note 40 for discontinued operations details.
@Amount is below the rounding off norm adopted by the Group
195
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
ii. Demand raised by the UPPCL, the procurer, towards excess reimbursement of income tax made by them for
the period from financial year 2009-10 to 2013-14 of ` 36,396 lakhs (March 31, 2023 – ` 36,396 lakhs)
and interest there on till March 31, 2024 of ` 49,118 lakhs (March 31, 2023 - ` 44,738 lakhs). Also demand
raised by UPPCL of ` 4,564 lakhs (March 31, 2023 – ` 4,564 lakhs) towards interest on excess income tax
reimbursement received and refunded by the Company related to financial year 2014-15 to 2018-19.
(c) In case of VIPL:
i. Income tax claim under dispute aggregating to ` 76 lakhs (March 31, 2023 - ` 92 lakhs) related to AY 2016-17
` 76 lakhs (March 31, 2023 - ` 76 lakhs) and AY 2017-18 ` Nil (March 31, 2023: ` 16 lakhs).
ii. Estimated compensation as per terms of fuel supply agreement with Western Coalfield Limited for non- lifting of
coal as on March 31, 2024 is ` 50,258 Lakhs (March 31, 2023 - ` 39,397 lakhs).
(d) In case of CAPL, the Government of Andhra Pradesh (GoAP) (Revenue Department) has levied a penalty of ` 137
lakhs (March 31, 2023 - `137 lakhs) at the rate of 50% on account of non-payment of conversion fee of ` 274
lakhs (March 31, 2023 - `274 lakhs) towards conversion of agriculture land to non-agricultural land. CAPL has filed an
appeal with the GoAP for waiver of the said penalty.
(e) In case of RSTEPL:
i. RSTEPL has declared its Concentrated-Solar Power (CSP) plant as commercially operational (COD) as per terms
of Power Purchase Agreement (PPA) on November 17, 2014, against the scheduled commissioning date (SCD)
of March 07, 2014 as per terms of PPA. The Company has filed a petition before Central Electricity Regulatory
Commission (CERC) for extension of SCD. Pleadings in the said petition have been completed and the matter is
to be listed for hearing.
ii. As per the terms of the PPA entered with NTPC Vidyut Vyapar Nigam Limited (NVVN), RSTEPL was required to
generate minimum committed energy of 219 million units in the contract year after declaration of commercial
operation date (COD), else shortfall penalty is payable as per the terms of the PPA. RSTEPL received minimum
energy shortfall claim of ` 26,240 lakhs from NVVN for FY 2014-15, FY 2015-16, FY 2016-17, FY 2017-
18, FY 2018-19, FY 2019-20 and has filled petition before Central Electricity Regulatory Commission (CERC)
challenging the claim. NVVN has adjusted ` 3,252 lakhs from the monthly invoices of RSTEPL till the date
RSTEPL obtained the stay from Delhi High Court (DHC). After grant of stay by DHC, NVVN has been paying
against the Invoices. Out of above ` 3,252 lakhs RSTEPL has received ` 2,403 lakhs on August 28, 2023.
Considering the assessment of the above facts, and as legally advised, the Company has not considered the
requirement for any provision
(f) In case of SMPL:
i. CERC vide its order dated April 06, 2015, has directed SMPL and Spectrum Power Generation Limited (SPGL)
to reimburse 80% of the acquisition price incurred by Power Grid Corporation India Limited (PGCIL) for acquiring
Vemagiri Transmission System Limited (VTSL) in proportion to the long-term accesses (LTA) granted to SMPL
and SPGL. It was further directed that the balance 20% and the expenditure incurred by VTSL from the date of
acquisition till the liquidation of the said company shall be borne by PGCIL. The financial liability for SMPL in this
matter amounts to a sum of `1,170 lakhs subject to the outcome of the APTEL.
Both SMPL and SPGL have preferred appeals before the Appellate Tribunal for Electricity (APTEL) against the
aforesaid order of the CERC dated April 06, 2015, on the ground that PGCIL has not complied with its obligation
of setting up transmission system and other valid reasons. The matter is pending before the Ld. Appellate Tribunal
of Electricity (APTEL).
ii. Disputed income tax dues for the assessment year 2014-15 and 2015-16 is ` 41 lakhs (March 31, 2023 -
` 41 lakhs) and `411 lakhs (March 31, 2023 - ` 411 lakhs) respectively.
iii. Refer note 25 for customs duty liability on equipment imported for power plant.
(g) In case of SPL:
i. SPL has received net claims amounting to ` 974 lakhs (March 31, 2023 - ` 974 lakhs) from contractors towards
deductions made by SPL due to non-performance of certain obligations under the terms of arrangement for the
construction of certain works. The dispute is under arbitration.
ii. SPL has received a claim of ` 2,568 lakhs (March 31, 2023 - ` 2,568 lakhs) from some of the procurers alleging
delay in achievement of commercial operation of first and second unit, which has been disputed by SPL and same
is pending before the Hon’ble High Courts.
iii. SPL has disputed the methodology for quantification of tax liability on annual value of mineral bearing land,
adopted by the District Authorities under Madhya Pradesh Gramin Avsanrachna Tatha Sadak Vikas Adhiniyam
196
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
(MPGATSVA/Act). The liability as per methodology adopted by the district authorities stands as at ` 129,409
lakhs (March 31, 2023 - ` 1,07,522 lakhs) (including interest).
SPL had filed a writ petition before Jabalpur High Court for revised quantification, however the same was rejected
by the court by its order dated January 17, 2018. SPL had filed a review petition before Jabalpur High Court
against its order dated January 17, 2018, and the same was also rejected by Honorable High Court. SPL has filed
a Civil Appeal before Honorable Supreme court where Honorable Supreme Court has passed an interim order to
pay the tax under MPGATSVA as per the methodology adopted by the SPL and the Civil Appeal has been tagged
with other appeals filed in the Honorable Supreme Court where the constitutional validity of the Act is under
consideration. In accordance with said interim order, the Company is depositing tax under MPGATSVA as per the
quantification done by the SPL. The constitution bench concluded hearing on March 14, 2024 and the order is
reserved.
iv. Disputed income tax demand of ` 366 lakhs (March 31, 2023 - ` 366 lakhs) which is pending before various
authorities.
(h) The Parent Company has committed/ guaranteed to extend financial support in the form of equity or debt as per the
agreed means of finance, in respect of the projects being undertaken by the respective subsidiaries, including any capital
expenditure for regulatory compliance and to meet shortfall in the expected revenues/debt servicing. Future cash flows
in respect of the above matters can only be determined based on the future outcome of various uncertain factors
(i) Estimated amount of contracts remaining unexecuted on capital account (net of advances paid) and not provided for
` 73,798 lakhs (March 31, 2023 - ` 77,325 lakhs).
5) Applicability of NBFC regulations
The Parent Company, based on the objects given in the Memorandum of Association, its role in construction and operation of
power plants through its subsidiaries and other considerations, has been legally advised that the Parent Company is not covered
under the provisions of Non-Banking Financial Company as defined in Reserve Bank of India Act, 1934 and accordingly is not
required to be registered under section 45 IA of the said Act.
6) Project status of Coastal Andhra Power Limited (CAPL)
CAPL was incorporated to develop an imported coal based Ultra Mega Power Project (UMPP) of 3,960 MW capacity located
in Krishnapatnam, District Nellore, in the State of Andhra Pradesh.
The project was awarded to Reliance Power Limited (RPL) through an international tariff-based competitive bidding process
managed by Power Finance Corporation (PFC), the nodal agency appointed by Ministry of Power. PFC was required to set
up special purpose vehicles for each UMPP and to undertake initial development of UMPPs in terms of land acquisition and
key clearances and thereafter select a developer for development, financing, construction and operation of the UMPP. On
emerging successful, 100% ownership of CAPL was transferred by PFC to RPL pursuant to execution of a Share Purchase
Agreement (SPA), thereafter CAPL became subsidiary of RPL.
CAPL had entered into a firm price fuel supply agreement which envisaged supply of coal from Indonesia with RCRPL, a wholly
owned subsidiary of the Parent Company. The Government of Indonesia introduced a new regulation in September 2010
which prohibited sale of coal, including sale to affiliate companies, at below Benchmark Price which was linked to international
coal prices and required adjustment of sale price every 12 months. This regulation also mandated to align all existing long-
term coal supply contracts with the new regulations within one year i.e. by September 2011. The new Indonesian regulations
led to steep increase in price of coal imported from Indonesia, making the UMPP unviable and as a result CAPL could not
draw down already tied-up debt for the project. The said issue was communicated to the power procurers of the UMPP with
a view to enter into mutual discussions to arrive at a suitable solution to the satisfaction of all the stakeholdes The impact of
new Indonesian regulation, being an industry-wide issue which impacted all imported coal-based projects in the Country, was
also taken up with GoI through the Association of Power Produces
Since no resolution could be arrived, CAPL invoked the dispute resolution provision of the PPA. The procurers also issued a
notice for termination of the PPA and raised a demand for liquidated damages of ` 40,000 lakhs.
CAPL filed a petition before the Hon’ble High Court at Delhi inter-alia for interim relief under Section 9 of the Arbitration and
Conciliation Act, 1996. The single judge of the High Court at Delhi vide order dated July 02, 2012 dismissed the petition and
CAPL filed an appeal against the said order before the Division Bench of the High Court at Delhi. The Division Bench dismissed
the appeal on January 15, 2019, and consequently the PPA between procurers and CAPL stood terminated. Thereafter, the
procurers have encashed the Performance Bank Guarantees of ` 30,000 lakhs towards recovery of their liquidated damages
claim.
CAPL has filed a petition before the Central Electricity Regulatory Commission (CERC) for referring to the dispute to arbitration.
Subsequently CAPL requested CERC to adjudicate the dispute itself and allow to file substantive petition which CERC vide order
dated October 23, 2021, granted and disposed of the said Petition as withdrawn, with a liberty to CAPL & RPL to approach
this Hon’ble Commission with a substantive petition. Accordingly, a substantive petition is filed before CERC which is currently
pending adjudication. This has been shown as receivable from procurer (Refer Note No. 3.8(g) and 30)
197
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
As per the terms of SPA among PFC, RPL and CAPL, on termination of PPA under Article 3.3.3 of PPA, PFC has a right to
seek transfer of ownership of CAPL to PFC / entity designated by PFC. Accordingly, RPL has requested PFC to initiate process
of transfer of ownership of CAPL and invite a procurers’ meeting in that regard to decide on modalities of transfer. As PFC/
Procurers are yet to take action on the request of CAPL, R-Power has filed a Writ Petition in Delhi High Court for direction to
PFC/Procurers to buyback the SPV which is subsequently withdrawn during the year.
The Government of Andhra Pradesh (GoAP), citing that the project has not been developed for the last 10 years; has issued
three land resumption orders dated July 22, 2017, February 25, 2021, and February 27, 2021. Aggrieved by this, CAPL and
RPL have filed a Writ Petitions (WP 33246 of 2017 and WP 5058 of 2021) in High Court of Andhra Pradesh at Amaravati
requesting for setting aside the relevant land resumption orders which are subsequently withdrawn by the CAPL during the
year.
Currently, as there is an increased awareness on environment and climate change aspects from pollution arising from usage
of conventional fossil fuels, India has embarked on an ambitious target of 500 GW of renewable energy capacity by 2030.
Recently the Government of India (“GOI”) has approved National Hydrogen Mission and Green Hydrogen is becoming a strong
agent to drive industrial decarbonization. GoAP also announced a green hydrogen and green ammonia policy 2023.
CAPL submitted a proposal to set up green hydrogen / green ammonia and integrated solar PV based power generation project
in Krishnapatnam and submitted a request to GoAP for inter alia change of land use from coal based UMPP to renewable
energy-based projects. GoAP considered the request of CAPL and approved the same. Thereafter, District Administration
handed over the land back to CAPL.
7) Project status of Samalkot Power Limited (SMPL)
The management had planned to set up a gas-based power plant consisting of 3 modules of 754 MW each at Samalkot
(Andhra Pradesh), with gas being sourced from KG-D6 basin. After making significant progress in the construction of the said
plant, SMPL stopped further construction of the plant due to severe domestic gas shortage and non-availability of long-term
domestic gas linkage.
Out of the three modules, one module has been moved to Bangladesh. Reliance Power Limited, the ultimate holding
company, had entered into a Memorandum of Understanding (MOU) with Bangladesh Power Development Board (BPDB) in
June 2015 for developing a gas-based project of 3000 MW capacity in a phased manner. Pursuant to the above, Reliance
Bangladesh LNG and Power Limited (RBLPL), has concluded a long-term power purchase agreement (PPA) for supply of
718 MW (net) power from a combined cycle gas-based power plant to be set up at Meghnaghat near Dhaka in Bangladesh
as Phase-1 project. RBLPL has signed all the project agreements (Power Purchase Agreement, Implementation Agreement,
Land Lease Agreement and Gas Supply Agreement) with Government of Bangladesh authorities on September 1, 2019,
and also inducted a strategic partner JERA Power International (Netherlands) - a subsidiary of JERA Co. Inc. (Japan) to invest
49% equity in RBLPL on September 2, 2019. Samsung C&T (South Korea) has been appointed as the EPC contractor for the
Bangladesh project. Samalkot Power Ltd. has signed an Equipment Supply Contract (ESC) with Samsung C&T (South Korea) on
March 11, 2020 to sell one module of equipment for the Phase-1 project in Bangladesh and the same was amended
between the Parties and approved by US Exim Bank vide a Side Letter dated December 3, 2020. All the project lenders
including ADB, JBIC and NEXI have approved the financing of the project and financing agreements were signed in July 2020.
All the conditions for achieving financial closure were satisfied and Financial Closure achieved and NTP issued by Samsung
on February 2, 2021. Customs authorities have approved the export of equipment by SMPL, and the first consignment was
exported on March 3, 2021. All the equipment to be supplied by SMPL under the ESC were shipped by November 2021.
SMPL has already realized the proceeds from sale of one Module and these have been used to repay a major portion of the
outstanding US Exim loan.
For balance two modules, the Company is evaluating various alternatives including setting up next phase of the project in
Bangladesh based on the MOU referred above or selling it to other third parties.
8) Status of Dadri project
The Parent Company proposed to develop a 7,480 MW gas-based power project to be located at Dadri, District Hapur, Uttar
Pradesh in the year 2003. The Government of Uttar Pradesh (the GoUP) in the year 2004 acquired 2,100 acres of land and
conveyed the same to the Parent Company in the year 2005, However, certain land owners challenged the acquisition of land
by the GoUP for the project before the Hon’ble Allahabad High Court. The Hon’ble Allahabad High Court quashed a part of
land acquisition proceedings. Subsequently, in the appeals filed by the Parent Company and land owners against the findings
of the Hon’ble Allahabad High Court, the Hon’ble Supreme Court held the land acquisition proceedings as lapsed but upheld
the right of the Parent Company to recover the amount paid in any other proceeding. The Parent Company has represented to
the GoUP seeking compensation towards cost incurred on the land acquisition as well as other incidental expenditure thereto.
Considering the above facts, the Parent Company has classified assets related to the Dadri project under the head ‘Assets
198
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 202
2024
lassified as held for sale’ and the Parent Company has fully provided for receivables of ` 15,005 lakhs against the Dadri project.
However, GoUP did not pay the balance agreed amount hence the Parent Company invoked Arbitration Clause. The Arbitration
Tribunal after pleadings disposed of the petition on June 20, 2022 and allowed claim to the Parent Company. GoUP has
appealed in Delhi High Court against the arbitral award. On May 05, 2023, the matter was heard in part and the Hon’ble Court
granted stay on award subject to deposit of entire award amount along with interest. Thereafter GoUP deposited the amount
in the court on September 13, 2023. The matter is now listed on July 15, 2024 for hearing. Moreover, the Parent Company
has also filed petition before Delhi High Court for execution of Award under section 36 of the Arbitration and Conciliation Act,
1994 which is listed on August 13, 2024
9) Exchange differences on foreign currency monetary items
As explained above in note 2.1(o) exchange loss / (gain) of ` 9,165 lakhs and ` 4,080 lakhs [March 31, 2023 ` - 55,349
lakhs and `30,000 lakhs] on long term borrowings has been added to / reduced from the cost of PPE and capital-work-in-
progress respectively.
10) Finance lease receivables (Refer note 2.1 (u))
(a) As a lessor
RPSCL has accounted for finance lease as a lessor in accordance with Ind AS 116 “Leases”, relating to the 25 year
power purchase agreement under which RPSCL sells all of its electricity output of its coal based generation capacity at
Rosa village in Shahjahanpur, Uttar Pradesh in two Phases of 600 MW each (Both the stages comprise two units of 300
MW each and employ subcritical Pulverized Coal Combustion (PCC) technology) to its off taker, Uttar Pradesh Power
Corporation Limited (UPPCL).
The effective interest rate implicit in the finance lease was approximately 13% for both the year March 31, 2024 and
March 31, 2023.
Details of finance lease as required by Ind As 116 : ` in lakhs
199
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
` in lakhs
Provision for leave encashment March 31, 2024 March 31, 2023
Current* 880 838
Non-current 2,173 2,002
*T
he entire amount of the provision of ` 880 lakhs (March 31, 2023 - ` 838 lakhs) is presented as current, since the
group does not have an unconditional right to defer settlement for any of these obligations.
(b) Defined contribution plans
The group also has certain defined contribution plans as follows:
(i) Provident fund
(ii) Superannuation fund
(iii) State defined contribution plans
(iv) Employees’ Pension Scheme, 1995
Contributions are made to provident fund for employees at the rate of 12% of basic salary as per the regulations. The
contributions are made to registered provident fund administered by the government. The obligation of the group is
limited to the amount contributed and it has no further contractual nor any constructive obligation.
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 trust. 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 Group has recognised the following amounts in the consolidated statement of profit and loss / capital work-in-
progress for the year:
` in lakhs
Particulars Year Ended Year Ended
March 31, 2024 March 31, 2023
Contribution to defined contribution plans (provident and other funds) 928 829
(c) Defined benefit plans
Gratuity
The Group provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are
in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement /
termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied
for the number of years of service.
(i) Significant estimates: actuarial assumptions
Valuations in respect of gratuity have been carried out by an independent actuary, as at the balance sheet date,
based on the following assumptions:
200
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
The net liability disclosed above relates to funded and unfunded plans is as follows
` in lakhs
Particulars March 31, 2024 March 31, 2023
Present value of obligations 5,379 4,697
Fair value of plan assets 2,209 1,692
Deficit of funded plan 3,170 3,004
Present value of obligations 203 184
Fair value of plan assets - -
Deficit of unfunded plan 203 184
Deficit of funded / unfunded plan 3,373 3,189
Current portion 150 123
Non-current portion 3,223 3,066
201
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars March 31, 2024 March 31, 2023
Non - current
First charge
Financial assets
Finance lease receivable 3,30,793 3,38,153
Other financial assets 3,417 4,209
Investments 21 220
Loans 750 750
Non-financial assets
Poperty, plant and equipment 22,99,734 24,96,267
Capital work-in-progress 1,25,980 2,28,603
Other intangible assets 2,637 2,816
Other non-current assets 55,114 57,877
Total non-current assets pledged as security (A) 28,18,446 31,28,896
202
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars March 31, 2024 March 31, 2023
Current
First charge
Financial assets
Investment 3,657 3,412
Trade receivable 1,65,041 2,67,990
Cash and bank balances 9,11,66 63,815
Loans 3,40,55 4,247
Finance lease receivable 16,916 26,672
Other financial assets 7,773 10,074
Non-financial assets
Inventories 96,116 92,532
Other current assets 19,839 10,308
Total current assets pledged as security (B) 4,34,563 4,79,050
Total assets pledged as security (A+B) 32,53,009 36,07,946
13) Related party transactions
As per Indian Accounting Standard 24 (Ind AS-24) ‘Related Party Transactions’ as prescribed by Companies (Indian
Accounting Standards) Rules, 2015, the Group’s related parties and transactions are disclosed below.
A. Investing parties/promoters having significant influence on the Group directly or indirectly
(i) Company
Reliance Infrastructure Limited (R Infra)
(ii) Individual
Shri Anil D. Ambani
B. Other related parties with whom transactions have taken place during the year
(i) Enterprises over which companies/ individual described in clause (A) have control / significant influence.
(a) BSES Rajdhani Power Limited (BRPL)
(b) BSES Yamuna Power Limited (BYPL)
(c) Reliance Velocity Limited
(ii) Key managerial personnel
For Parent Company
(a) Shri Murli M. Purohit – Company Secretary and Manager (Upto May 03, 2023)
(b) Shri Subrajit Bhowmick (Chief Financial Officer) (w.e.f September 25, 2021 to April 22, 2022)
(c) Sh Akshiv Singhla (Chief Financial Officer) (w.e.f. April 23, 2022 to January 28, 2023)
(d) Sh Ashok Kumar Pal (Chief Financial Officer and Manager (Chief Financial Officer w.e.f. January 29, 2023)
(Manager w.e.f. May 03, 2023)
(e) Smt. Ramandeep Kaur (Company Secretary) (w.e.f. May 04, 2023)
(iii) Entities over which parent company is having significant influence*
(a) RPL Sun Power Private Limited (RSUNPPL)
(b) RPL Photon Private Limited (RPHOTONPL)
(c) RPL Sun Technique Private Limited (RSUNTPL)
*Applied for strike-off and is under process.
203
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
C. Details of transactions during the year and closing balances at the year end
` in lakhs
Sr. Nature of transactions Investing Enterprises Key Associates Total
No. parties over which managerial [13 B (iii)]
having companies/ personnel
significant individual [13 B(ii)]
influence described in
on the clause (A) above
Group have control/
directly or significant
indirectly influences
[13 A(i)] [13 B(i)]
Transactions during the year
1 Sale of energy (net of rebate) 4,338 42,559 - - 46,897
4,107 39,130 - - 43,237
2 Interest income on inter corporate 425 50 - - 475
deposits 424 - - - 424
3 Remuneration to key managerial - - 151 - 151
personnel short term employee benefits - - 112 - 112
4 Rent income 336 - - - 336
336 - - - 336
5 Interest expenses 4,362 - - - 4,362
5,427 - - - 5,427
6 Inter corporate deposit given - 42,500 - - 42,500
- - - - -
- - - - -
7 Impairment allowance 99,561 - - - 99,561
- - - - -
8 Conversion of ICD (including interest - - - - -
thereon) into equity and warrants 25,131 - - - 25,131
9 Forfeiture of share warrant - - - - -
9,873 - - - 9,873
10 Assignment of EPC advances 91,103 - - - 91,103
- - - - -
Outstanding closing balances :
10 Financial liabilities 1,95,679 - - - 1,95,679
2,85,988 - - - 2,85,988
11 Retention payable towards EPC contract 3,765 - - - 3,765
3,765 - - - 3,765
12 Advances against EPC and other contracts 33,449 - - - 33,449
1,24,552 - - - 1,24,552
13 Short term borrowing - inter corporate 41,089 - - - 41,089
deposits 41,432 - - - 41,432
14 Receivables -financial assets 29,342 1,374 - - 30,716
1,30,261 - - - 1,30,261
15 Inter corporate deposits receivable 4,035 42,500 - - 46,535
4,035 - - - 4,035
16 Investment in equity shares - - - @ @
- - - @ @
Capital commitment :-
17 Capital commitment 71,556 - - - 71,556
71,319 - - - 71,319
@ Amount is below the rounding off norm adopted by the Group
{Figures relating to current year are in bold and relating to previous year are unbold}
204
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 202
2024
Details of material balances : financial liabilities ` 195,679 lakhs (March 31, 2023 - ` 2,85,961 lakhs), advance
against EPC and other contract ` 33,449 lakhs (March 31, 2023 - ` 1,24,552 lakhs), financial assets ` 25,963 lakhs
(March 31, 2023 - ` 126,200 lakhs)
Note
1. Transactions and balances with related parties which are in excess of 10% of the total revenue and 10% of the
networth respectively of the Group are considered as material transactions.
2. Transactions with related parties are done on the terms equivalent to those that prevail in case of arm’s length
transactions.
14) Earnings per share
15) Disclosure related to Oil & Gas and Coal Bed Methane (CBM) blocks
The Parent Company, through its subsidiaries, had acquired Participating Interest (PI) in Oil & Gas and Coal Bed Methane
(CBM) blocks in India by executing Production Sharing Contract (PSC) with the Government of India. PI in Oil & Gas block in
Mizoram is held by Reliance Prima Limited (R Prima), PI in two CBM blocks in Rajasthan is held by Atos Trading Private Limited
(ATPL), PI in CBM block in Madhya Pradesh is held by Coastal Andhra Power Infrastructure Limited (CAPIL) and PI in CBM
block in Andhra Pradesh is held by Tiyara Power Private Limited (formerly known as “Atos Mercantile Private Limited”).
205
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 202
2024
During the previous year ended March 31, 2013, PSC of Oil & Gas block in Mizoram, wherein R Prima (subsidiary of Reliance
Power Limited) has a participating interest of 10%, was terminated by the Government of India pursuant to discovery of
misrepresentation by the operator of the block, M/s. Naftogaz India Private Limited. Pursuant to such termination, R Prima
has represented to the Government of India that it was not aware about the misrepresentation of the fact by Naftogaz India
Private Limited whose credentials to act as operator were accepted by the Government of India. Hence, no obligation can
accrue to the Group in connection with the termination of the contract due to misrepresentation by the operator.
16) Income taxes
The major components of income tax expense for the year ended March 31, 2024 and March 31, 2023 are as under:
(a) Income tax recognised in the Consolidated Statement of Profit and Loss ` in lakhs
Particulars March 31, 2024 March 31, 2023
Income tax expense
Current tax 1,823 4,621
Income tax for earlier years (10) 53
Deferred tax 19,590 1,717
Total 21,403 6,391
(b) The reconciliation of tax expense and the accounting profit multiplied by tax rate : ` in lakhs
Particulars March 31, 2024 March 31, 2023
Loss before income tax expense (1,85,435) (33,898)
Income tax expenses at tax rates applicable to individual entity (89,620) (6,944)
Tax effect of amounts which are not deductible(taxable) in
calculating taxable income :
Expenses (admissible) / inadmissible under the Income Tax Act (net) 51,357 10,127
Effect of finance lease reduction from lease receivable/ recoverable from 7,517 3,606
beneficiaries
Effect of tax on account of available tax holiday under section 80IA of the 12,651 (13,917)
Income tax Act
Losses of subsidiaries on which no deferred tax asset was recognised / not 41,867 29,798
admissible loss
Minimum alternate tax on which no deferred tax recognised 1,819 4,624
Other items (net) (4,188) (20,903)
Income tax expense 21,403 6,391
(c) Tax liabilities (net of assets) ` in lakhs
Particulars March 31, 2024 March 31, 2023
Provision for income tax (advance tax) – opening balance (7,607) (6,487)
Add: Current tax payable for the year 1,813 4,674
Less: Taxes paid (net of refund) (3,404) (5,793)
Less : Earlier period tax reversal - -
Provision for income tax (advance tax) – closing balance (9,198) (7,607)
206
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
207
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars As at March 31, 2024 As at March 31, 2023
FVTPL Amortised cost FVTPL Amortised cost
Financial liabilities
Borrowings (including interest) - 21,22,468 - 24,00,972
Retention money payable - 5,355 - 5,452
Creditors for capital expenditure - 1,96,997 - 2,86,438
Derivative liabilities 3,878 - 8,330 -
Trade payables - 44,937 - 51,919
Creditors for supply and services - 134 - 1,473
Security deposit received - 253 - 184
Unclaimed dividend - 3 - 3
Other financial liabilities - 2,34,616 - 2,48,177
Total financial liabilities 3,878 26,34,363 8,330 29,94,618
(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. The Group has not disclosed the fair values of financial instruments such as loans, trade
receivables, trade payables, cash and cash equivalents, fixed deposits /margin money deposits, security deposits etc. as
their carrying value is reasonable approximation of the fair values. To provide an indication of the reliability of the inputs
used in determining fair value, the Group has classified its financial instruments into the three levels prescribed under the
accounting standard. An explanation of each level follows underneath the table.
` in lakhs
Financial assets and liabilities measured at fair Level 1 Level 2 Level 3 Total
value measurements as at March 31, 2024
Financial assets
Financial investments at FVTPL
Derivative assets - 2,032 - 2,032
Investments in mutual funds 3,658 - - 3,658
Government bonds/investment in equity shares 21 - 17,255 17,276
Total financial assets 3,679 2,032 17,255 22,966
Financial liabilities
Derivative liabilities - 3,878 - 3,878
Total financial liabilities - 3,878 - 3,878
Assets and liabilities which are measured at Level 1 Level 2 Level 3 Total
amortised cost for which fair values are disclosed
at March 31, 2024
Finance assets
Finance lease receivables - 3,72,558 - 3,72,558
Term deposit with more than 12 months maturity - 66 - 66
Non-current bank balance 3417 3,417
Other financial assets - 750 750
Total financial assets 3,76,041 750 3,76,791
Financial liabilities
Borrowings (including interest) - 17,37,788 1,66,382 19,95,170
Retention money payable - - 3,765 3765
Total financial liabilities - 17,37,788 1,70,147 19,08,935
208
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 202
2024
` in lakhs
Financial assets and liabilities measured at fair value Level 1 Level 2 Level 3 Total
measurements as at March 31, 2023
Financial assets
Financial investments at FVTPL
Derivative assets - 5,390 - 5,390
Investments in mutual funds 3,412 - - 3,412
Government bonds / investment in equity shares 37 - 406 443
Total financial assets 3,449 5,390 406 9,245
Financial liabilities
Derivative liabilities - 8,330 - 8,330
Total financial liabilities - 8,330 - 8,330
Assets and liabilities which are measured at Level 1 Level 2 Level 3 Total
amortised cost for which fair values are disclosed at
March 31, 2023
Finance assets
Loans - - 43,477 43,477
Finance lease receivables - 3,92,227 - 3,92,227
Non-current bank balance - 2,149 - 2,149
Other financial assets - - 750 750
Total financial assets - 3,94,376 44,227 4,38,603
Financial liabilities
Borrowings - 18,62,098 1,94,598 20,56,696
Retention money payable - - 3,765 3,765
Total financial liabilities - 18,62,098 1,98,363 20,60,461
(c) Fair value of financial assets and liabilities measured at amortised cost
` in lakhs
Fair value of financial assets and liabilities As at March 31, 2024 As at March 31, 2023
measured at amortised cost
Carrying Fair value Carrying Fair value
amount amount
Financial assets
Loans - - 43,477 43,477
Finance lease receivables 3,47,709 3,72,558 3,64,825 3,92,227
Fixed deposits /Margin money with more than 12 66 66 - -
months maturity
Non-current bank balances (including margin money 3,417 3,417 2,149 2,149
deposits towards bank guarantee)
Other financial assets 750 750 750 750
Total financial assets 3,51,942 3,76,791 4,11,201 4,38,603
Financial liabilities
Borrowings 19,17,920 19,10,163 20,66,002 20,56,696
Retention money payable 3,765 3765 3,765 3,765
Total financial liabilities 19,21,685 19,13,928 20,69,767 20,60,461
209
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 202
2024
210
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
Derivative liabilities
Forward exchange contract use for hedging
Outflow 22,472 - - 22,472
Inflow (18,594) - - (18,594)
Total derivative liabilities 3,878 - - 3,878
March 31, 2023 Less than 1 Between 1 year More than 5 Total
year and 5 years years
Non-derivative
Interest bearing borrowing* 12,55,002 9,60,847 8,66,185 30,82,034
Trade payables 51,919 - - 51,919
Creditors for supplies and services 1,424 - - 1,424
Creditors for capital expenditure 2,86,438 - - 2,86,438
Retention money payable 1,687 3,765 - 5,452
Others 1,88,959 390 14 1,89,363
Total non-derivative 17,85,429 9,65,002 8,66,199 36,16,630
Derivative liabilities
Forward exchange contract use for hedging:
Outflow 32,869 22,472 - 55,341
Inflow (27,872) (19,139) - (47,011)
Total derivative liabilities 4,997 3,333 - 8,330
*Includes contractual interest payments based on the interest rate prevailing at the reporting date.
211
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
212
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
• Interest Sensitivity
Profit or loss is sensitive to higher/lower interest expense from borrowings because of changes in interest rates
for the next one year.
` in lakhs
Particulars March 31, 2024 March 31, 2023
Interest cost- increased by 5% on existing Interest Cost* (7,429) (7,208)
Interest cost- decrease by 5% on existing Interest Cost* 7,429 7,208
*Holding all other variables constant
20) Capital management
Risk management
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern to provide
returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the
cost of capital. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to
shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.
The Group monitors capital based on total equity on a periodic basis. Equity comprises all components of equity including
fair value impact and debt includes long-term and short-term loans .The following table summarizes the capital of the
Group:
` in lakhs
Particulars March 31, 2024 March 31, 2023
Equity* 11,24,401 11,22,217
Debt 18,76,583 21,23,603
Total 30,00,984 32,45,820
* Excluding capital reserve, foreign currency translation reserve, general reserve (arisen due to scheme of arrangement),
other comprehensive income and treasury shares (ESOS).
21) Segment reporting
Presently, the Group is engaged in only one segment viz ‘Generation of Power’ and as such there is no separate reportable
segment as per Ind AS 108 ‘Operating Segments’. Presently, the Group’s operations are predominantly confined in India.
Information about major customers
Revenue for the year ended March 31, 2024 and March 31, 2023 were from customers located in India. Customers
include private distribution entities. Revenue to specific customers exceeding 10% of total revenue for the years ended
March 31, 2024 and March 31, 2023 were as follows: (Refer note 2.1 (p) above).
` in lakhs
Customer name For the year ended
March 31, 2024 March 31, 2023
Revenue Percent Revenue Percent
Uttar Pradesh Power Corporation Limited 2,69,478 34% 3,10,442 41%
MP Power Management Company Limited 1,81,821 23% 1,66,799 22%
Total 4,51,299 57% 4,77,241 63%
213
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
Opening balance 1,69,822 1,75,128
Add : Grants received - -
Less : realised in consolidated statement of profit and loss (5,306) (5,306)
Closing balance 164,516 1,69,822
23) Provision for mine closure obligation (in case of SPL)
Provision for mine closure obligation represents estimates made towards the expected expenditure for restoring the mining
area and other obligatory expenses as per the approved mine closure plan. The timing of the outflow regarding the said
matter would be in a phased manner based on the progress of excavation of coal and consequential restoration cost.
` in lakhs
Particulars As at As at
March 31, 2024 March 31, 2023
Balance as at beginning of the year 2,601 2,280
Additions 54 52
Amount used/reversed - -
Unwinding of interest 305 269
Balance as at the end of the year 2,960 2,601
24)
In the case of SMPL, the area in which the plant is under construction includes land admeasuring 61 acres, owned by
Reliance Infrastructure Limited (R Infra) which is under possession of SMPL through Memorandum of Understanding.
SMPL has obtained an affirmation from R Infra that the assets on the land are the property of SMPL.
25) SMPL had entered into an Erection, Procurement and Construction Contract with RInfra in the year 2010. As a part of
Contract, R Infra was procuring and supplying certain offshore equipment by importing from out of India considering that,
project has received provisional mega power status certificate from the Ministry of Power/ Government of India which, inter
alia, entails the project to avail the exemptions/ benefits of Mega power projects, including duty of customs. However,
Customs authorities and Customs, Excise and Service Tax Appellate Tribunal have not considered the exemption of custom
duty and SMPL has filed an appeal before the Hon’ble Supreme Court of India claiming the benefits of Mega project. The
Engineering Procurement and Construction (EPC) contract entered into with R Infra, is inclusive of all taxes and duties and
hence such custom duty benefit, if granted under the aforesaid scheme will be passed on to R Infra.
26) During the FY 2018-19, SMPL has filed an interim application before Honourable Supreme Court seeking direction to customs
to permit RInfra to continue to warehouse the goods on behalf of SMPL and to permit SMPL or Rinfra on behalf of SMPL
to re-export the goods from out of India, as due to paucity of natural gas the Project cannot be setup in India. The date of
hearing is awaited.
27) Disclosure under Micro, Small and Medium Enterprises Development Act, 2006
The amount due to Micro and Small Enterprises as defined in the “The Micro, Small and Medium Enterprises Development Act,
2006” has been determined based on the information available with the Group and the required disclosure are given below.
` in lakhs
Sr. Particulars As at As at
March 31, 2024 March 31, 2023
(a) The principal amount remaining unpaid to supplier as at the end of 3,996 4,756
the accounting year
(b) The interest due thereon remaining unpaid to supplier as at the end 2,503 2,040
of the accounting year
(c) The amount of interest paid in terms of Section 16, along with the 845 -
amount of payment made to the supplier beyond the appointed day
during the year
(d) The amount of interest due and payable for the year 66 968
(e) The amount of interest accrued and remaining unpaid at the end of 2,503 2,040
the accounting year
(f) The amount of further interest due and payable even in the succeeding - -
year, until such date when the interest dues as above are actually paid
214
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
28) During the year ended March 31, 2024, VFSI Holding Pte Ltd. has exercised its right under equity share warrants of
20,57,88,000 for conversion into equivalent number of equity shares on preferential basis, at the issue price of ` 15.55 each.
The Parent Company has received total value amounting to ` 32,000 lakhs against the allotment of 20,57,88,000 warrants,
out of which 25% upfront money amounting to ` 8,000 lakhs were received on October 21, 2022 and balance amount of
` 24,000 lakhs were received on March 13, 2024.
During the year ended March 31, 2024, The Parent Company has received approval from its members for issue and allotment
of 7,59,77,000 equity shares to Reliance Commercial Finance Limited (RCFL) on preferential basis of ` 10 each, at a premium
of ` 10 per equity shares aggregating to ` 15,195 lakhs in accordance with applicable rules, regulations, guidelines and laws
including Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 to settle
the corporate guarantee given to RCFL.
During the previous year ended March 31, 2023, the Parent Company has issued and allotted 33,50,79,500 number of fully
paid up equity shares of ` 10 each, to Reliance Infrastructure Limited, upon exercise of its right to convert the equivalent
number of warrants held by it and underlying payments have been made by conversion of debt. Consequently 39,49,20,500
warrants remain unexercised and balance of warrant subscription amount of ` 9,873 lakhs is forfeited accordingly.
The aforesaid equity shares shall rank pari-passu in all respect with the existing equity shares of the Parent Company.
Further, for the above equity shares, the Parent Company has received listing and trading approval from National Stock
Exchange of India Limited (NSE) and BSE Limited (BSE).
29) During the previous year ended March 31, 2023, RPSCL, a subsidiary of the Parent Company, issued 8,260 non-convertible
debentures (“NCDs”) with face value of ` 10,00,000 each, aggregating to ` 82,600 lakhs over two Series. The proceeds from
the issuance of these NCDs are utilized towards the payment of existing debt of RPSCL and RNRL.
Subsequent to the year ended March 31, 2024, RPSCL have issued 4,000 NCDs with face value of ` 10,00,000 each,
aggregating to ` 40,000 lakhs. The proceeds from the issuance of these NCDs are utilised towards giving inter corporate
deposits to Reliance Velocity Limited (RVL) a promoter group company at arm’s length. The Parent Company have given
corporate guarantee for the above NCDs issued.
30) The RPSCL received an order dated February 25, 2022 in respect of true–up petition filed by the Company for the Multi
Year Tariff (MYT) period 2014-15 to 2018-19 from Hon’ble Uttar Pradesh Electricity Regulatory Commission (UPERC) and
accordingly RPSCL has expensed out ` 44,820 lakhs in the consolidated statement of profit and loss in earlier financial year.
The RPSCL has filed a review petition before UPERC on May 24, 2022 for review of few aspects of the above order. The Hon’ble
Commission vide Order dated January 11, 2023, revised the refund amount from ` 32,008 lakhs to ` 24,036 lakhs. Since
RPSCL had already accounted and refunded ` 32,008 lakhs to UPPCL has recognised the net differential amount of ` 7,972
lakhs as revenue in the consolidated statement of profit and loss of the previous financial year.
During the previous year ended March 31, 2023, RPSCL had provided the liability of Rs 32,500 lakhs towards certain revenue
related obligations and written off certain receivable of Rs 9,955 lakhs. (check Rs symbol)
31) The Parent Company has created a provision of ` 30,000 lakhs against its certain financial assets and charged the same to the
consolidated statement of profit and loss for the previous year ended March 31, 2023.
32) VIPL remaining out of operation since January 2019 and its outstanding trade receivables of ` 1,06,977 lakhs remained
stagnant, VIPL has provided for expected credit loss of ` 1,06,977 lakhs as per IND AS 109 “Financial Instruments” on the
said receivables during the year ended March 31, 2024. However, VIPL continues to remain confident of its strong position in
legal cases as referred in note 39.
33) Reliance Power Netherlands BV has impaired its receivables relating to advances for mining, power and other projects
aggregating to ` 55,045 lakhs during the year ended March 31, 2024 and same is included in other expenses in the
consolidated statement of profit and loss.
34) During the year ended March 31, 2024, Rajasthan Sun Technique Energy Private Limited (RSTEPL) and Samalkot Power
Limited (SMPL), wholly owned subsidiaries, have carried out impairment testing of its property, plant and equipments and
capital work-in-progress, based on the valuation report of independent valuer, RSTEPL and SMPL has impaired its assets of
` 76,788 lakhs and ` 1,07,072 lakhs respectively in the consolidated statement of profit and loss as an exceptional item.
215
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
The Group has delayed / defaulted in the payment of dues to the banks and financial institutions. The lender wise details are
as under:
216
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
38) The Group has progressively generated and is generating adequate and timely cashflow through series of action including
raising of capital, realization from regulatory assets, actionable claims, arbitration awards, monetization of gas-based
power plant equipment’s and other assets to meet its obligations, which is reflected in substantial reduction of liabilities.
The Group remains positive to meet its liabilities in the ordinary course of business. Notwithstanding the dependence on
these uncertain events, the consolidated financial statements of the Group have been prepared on a going concern basis.
39) VIPL has incurred losses during the year ended March 31, 2024 as well as during the previous years and its current
liabilities exceed its current assets. VIPL’s ability to meet its obligation is dependent on the outcome of events, viz.: i)
Civil Appeal No. CA 37 of 2021 filed and currently pending before the Hon’ble Supreme Court (SC), challenging the
Ld. Appellate Tribunal for Electricity (APTEL) Judgment dated September 15, 2020, wherein Ld. APTEL has upheld the
Hon’ble Maharashtra Electricity Regulatory Commission (MERC) Order dated December 16, 2019, relating to the notice
of termination of Power Purchase Agreement (PPA). The matter is tagged with Civil Appeal No. CA 87 of 2021, which
is filed by the then lead lender challenging the Ld. APTEL Judgment dated September 15, 2020 and both these matters
are tagged with Civil Appeal No. CA 372 of 2017 referred hereinafter. Next hearing date in CA 37 of 2021 is awaited;
ii) Civil Appeal No. CA 372 of 2017 filed by Hon’ble MERC before the Hon’ble SC, challenging the Ld. APTEL Judgment
dated November 3, 2016 partially setting aside the Hon’ble MERC Order dated June 20, 2016 relating to disallowance
of fuel costs in the True-up for FY2014-15 and provisional True-up for FY2015-16. Next hearing date is awaited.
Considering that Hon’ble SC has not granted any stay in CA 372 of 2017, VIPL has also filed an Execution Petition in
APTEL for implementation of the APTEL Judgment dated November 3, 2016 by MERC. The next date of hearing of the
Execution Petition is in May 27, 2024 iii) Further in light of the ratio determined in the Hon’ble SC Judgment in Civil
Appeal 5399-5400 of 2016 (Energy Watchdog Vs. CERC) and Hon’ble MERC Order dated March 07, 2018 in APML
vs. MSEDCL matter, VIPL has filed a revised Mid-Term Review (MTR) Petition No. 199 of 2017 seeking full recovery
of coal costs in the variable charge for the period starting from COD till date and for the future period. However, after
reserving the order on January 08, 2019, Hon’ble MERC has not issued the same till date, citing pendency of its aforesaid
Civil Appeal No. CA 372 of 2017 before the Hon’ble SC. Based on the aforementioned judgment and recent Judgments
dated March 03, 2023 in Civil Appeal 684 of 2021(MSEDCL Vs. APML & Others) and dated April 20, 2023 in Civil
Appeal 11095 of 2018 (GMR Warora Energy Limited Vs. CERC & Ors.), VIPL believes that, in Civil Appeal No. CA 372
of 2017 and Petition No. 199 of 2017, it has a strong case on facts, merits and law. VIPL expects a positive outcome
and the amount receivable from Case No. CA 372 of 2017 and/or 199 of 2017, which shall be sufficient to meet the
debt. iv) Application filed by the then lead lender before National Company Law Tribunal (NCLT) under the provisions
of the Insolvency and Bankruptcy Code, 2016 (IBC) seeking debt resolution of VIPL is pending before NCLT. VIPL had
filed Miscellaneous Application before NCLT for seeking a stay in the matter. NCLT has dismissed the said Miscellaneous
Application of VIPL on January 29, 2021. VIPL filed appeal against aforementioned NCLT order before the NCLAT and
the same was dismissed on March 02, 2021. VIPL filed a Civil Appeal before Hon’ble SC challenging the said NCLAT
order which was heard on September 1, 2021 and order was pronounced on July 12, 2022 allowing the appeal of VIPL
with a direction to NCLT to reconsider stay application of VIPL on merit in accordance with law. A petition seeking review
of the aforesaid Hon’ble SC judgment dated July 12, 2022, filed by the then lead lender of VIPL, was dismissed by the
Hon’ble SC. One of the then other lenders of VIPL, has also filed a petition under section 7 of IBC before NCLT. The stay
applications in both these petitions were heard but due to change in bench there will be a fresh hearing in the matters.
The next date of hearing is June 11, 2024.
VIPL was in discussion with all its lenders for debt resolution outside the Corporate Insolvency Resolution Process (CIRP),
VIPL has submitted the One Time Settlement (OTS) proposal to its lenders and lenders have put up onerous conditions
to be fulfilled by VIPL for consideration of the said OTS proposal. The arbitrary rejections of OTS proposals by the then
lenders of VIPL have been challenged by VIPL before Hon’ble Bombay High Court. The Bombay High Court vide Order
dated July 05, 2023 passed by the Division Bench observed that whatever steps lenders may take pursuant to the Swiss
Challenge process carried out shall be subject to the outcome of the above Writ Petition. While VIPL was engaged with
the lenders on its OTS proposal, lenders issued an Expression of Interest dated July 10, 2023 (EoI) for assignment of debt
of VIPL. Pursuant to the EoI, lenders (“Assignor Banks”) have informed that vide Assignment Agreement dated August
17, 2023, they have assigned VIPL’s debt along with underlying securities to an Asset Reconstruction Company (ARC).
Thereafter, the ARC has substituted/impleaded in the NCLT proceedings.
Considering the regulatory receivables and VIPL’s ongoing legal cases, financial statements of VIPL have been prepared
on a going concern basis.
40) Assets held for sale and discontinued operations
Discontinuing operations represent Dadri Project and Wind Project of Parent Company, MEGL, CPPL, RGEPL, KPPL and
THPPL. Details of discontinuing business of subsidiaries are as under :-
` in lakhs
Particulars Year ended
March 31, 2024 March 31, 2023
Income 19,727 2878
Expenses (2,347) (8878)
Profit/ (loss) before tax 17,380 (6000)
Tax expense - -
Profit/ (loss) after tax 17,380 (6000)
217
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
Particulars As at As at
March 31, 2024 March 31, 2023
Assets
Property plant and equipment’s 20,370 9,351
Trade receivable and others 445 -
Total assets 20,815 9,351
Liabilities – trade payables and others 1,196 3
a) The Parent Company, through its subsidiary Maharashtra Energy Generation Limited (“MEGL”), had signed Memorandum
of Understanding with Government of Maharashtra (GoM) to set up 4,000 MW power project at Shahapur, Raigad
District. MEGL expected that the Shahapur project will require 2,500 acres of land for the Power Project. However,
the land acquisition procedures could not be completed within the stipulated period and hence MEGL informed the
GoM, vide letter dated September 06, 2011, of its decision not to pursue the project. Based on the Honorable High
Court Order dated February 07, 2013, MEGL has received ` 3,716 lakhs in the financial year ended March 31, 2013,
out of the total advance of ` 4,360 lakhs paid to the GoM for acquisition of land. The balance amount of ` 644 lakhs
receivable from the GoM is in the process of recovery. Shetkari Sangharsh Samitee has filed Special Leave Petition in
the Honorable Supreme Court of India against the Company, requesting for the stay on the Bombay High Court Order,
directing refund of MEGL deposits by the GoM.
Further MEGL gave an advance of ` 596 lakhs to the land owners towards direct purchase of land and has issued legal
notice for the refund of the amount paid to them. As there are no operations in MEGL as of now, the project-related
assets and liability shown as have been stated at their net realisable value or cost, whichever is less.
Considering the above facts, the Group has classified assets related to projects under head ‘Assets classified as held for
sale’ and profit/ (loss) of MEGL has been classified as profit/(loss) from discontinued operations in the consolidated
statement of profit and loss.
b) CPPL was setting up a 6x660 MW (3,960 MW) super critical coal-fired thermal power project at Chitrangi Tehsil in
Singrauli District of Madhya Pradesh. It has received all the major clearances and approvals required for implementation
of the project. The company proposed to use coal for this project from the surplus coal up to 9 MTPA from the Moher,
Moher- Amlohri Extension and Chatrasal coal Blocks allocated to Sasan Power Limited, allowed by Ministry of Coal
(MoC) vide its Gazette notification No.335 dated February 17, 2010 and balance from other sources. The Company
has participated in bid for supply of power to Uttar Pradesh Power Corporation Limited and Madhya Pradesh Power
Management Limited.
Based on Hon’ble Supreme Court order dated August 25, 2014, MoC cancelled its earlier notification dated February
17, 2010 permitting use of surplus coal from Sasan UMPP for this project resulting in frustration of the bids due to non
availability of coal.
Considering the above facts, the Group has classified assets related to projects under head ‘Assets classified as held for
sale’ and profit/ (loss) of CPPL has been classified as profit/ (loss) from discontinued operations in the consolidated
statement of profit and loss.
c) The State of Rajasthan promulgated solar policy in order to promote renewable generation of electricity. RGEPL had
applied in August 2012, under Rajasthan Solar Energy Policy, 2011 – to develop a 150 MW solar PV power plant
in the state with an intention of supplying power to 3rd party/outside state consumers. Accordingly, submitted bank
guarantee (BG) of ` 3,000 lakhs towards security deposit. However, Rajasthan Renewable Energy Corporation (RREC)
delayed allotment of land by almost two years (as per policy 2011, land was to be allotted within 60 days from RREC
recommendation). Over the period of such delay in allotment of land, solar power market dynamics changed substantially.
Accordingly, RGEPL has requested Government of Rajasthan for surrender of the project due to Force Majeure events
beyond its control and requested for refund of the charges paid and return of bank guarantee. While we are pursuing GoR
for allowing to surrender of the project, we have also filed petition before Rajasthan High Court, Jodhpur for allowing to
surrender the project due to Force Majeure event & obtained stay on encashment of the said BG.
Considering the above facts, the Group has classified assets related to projects under head ‘Assets classified as held for
sale’ and profit/ (loss) of RGEPL has been classified as profit/ (loss) from discontinued operations in the consolidated
statement of profit and loss.
d) KPPL was setting up 1,200 MW Hydro Electric Project on the river Lohit in Anjaw district in Arunachal Pradesh. Reliance
Power Limited has entered into Memorandum of Agreement (MoA) dated March 2, 2009 with the Government of
Arunachal Pradesh for the execution of the project. The detailed project report (DPR) has been concurred by Central
Electricity Authority (CEA). The project was considered by the Expert Appraisal Committee of Ministry of Environment,
Forest and Climate Change (MoEF&CC) for grant of environment clearance and has recommended the project for grant
218
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
of environmental clearance. Forest land diversion proposal has been formulated by the State Forest Department and is
under examination at the State Government. The private land acquisition proposal submitted to the State Government
and is in process. Defence clearance for the project is available. State level clearances / NOCs on land / water
availability, fisheries etc are available. The process of identification and settlement of forest rights under “The Schedule
Tribes and Other Traditional Forest Dwellers Act -2006 have been completed. The Ministry of Power, on December
22, 2021, has allotted the subject project to THDC India Limited (Central Public Sector Undertaking), for further
development. THDC India Ltd has concluded the due-diligence of the project. KPPL has transferred the development
rights and associated physical assets, studies, clearances, designs and intellectual properties of the proposed 1200 MW
Kalai II Hydro-Electric Project located at Lohit River Basin of Arunachal Pradesh to THDC India Limited for an aggregate
consideration of ` 12,839 lakhs during the year ended March 31, 2024.
Considering the above facts, profit/ (loss) of KPPL has been classified as profit/ (loss) from discontinued operations in
the consolidated statement of profit and loss.
e) THPPL was developing a 700MW run of the river” hydroelectric power project on the Siyom River in West Siang,
Arunachal Pradesh. A Memorandum of Agreement (MoA) was signed in February 2006 with the Government of
Arunachal Pradesh (GoAP). The Company submitted the detailed project report to the Central Electricity Authority
(CEA). Most of the statutory clearances including CEA concurrence, environmental clearance, defense clearance, state
level NOCs/clearances are available except forest clearance. Proposal for forest clearance is in process with MoEF. The
process of identification and settlement of forest rights under “The Schedule Tribes and Other Traditional Forest Dwellers
Act -2006 has been completed. GoAP has served a notice of intension to terminate the MoA on 09.03.2020 which
was replied to on March 16, 2020. The Ministry of Power, on December 22, 2021, has allotted the subject project to
NEEPCO Ltd, Central Public Sector Undertaking, for further development and due diligence. THPPL has transferred the
project for an aggregate consideration of ` 3,892 lakhs during the year ended March 31, 2024.
Considering the above facts, profit/(loss) of THPPL has been classified as profit/ (loss) from discontinued operations in
the consolidated statement of profit and loss.
f) During the year ended March 31, 2024, the Parent Company has entered into a Business Transfer Agreement (“BTA”)
with JSW Renewal Energy (Coated) Limited for transfer of 45MW wind farm power project (“project”) located at
Vashpet, Maharashtra on slump sale basis for a consideration of ` 132,53 lakhs. Pursuant to the compliance of
underlying conditions of BTA, all the associated assets and liabilities with the project has been transferred on April
12, 2024. Hence in accordance with Ind AS 105 “Non-Current Asset Held for Sale and Discontinued Operations”,
associated assets and liabilities of the project has been shown as held for sale and previous periods figures have been
restated to give effect to the presentation requirements of Ind AS 105.
Further, the Parent Company has impaired its assets associated with the project of ` 8,775 lakhs in the consolidated
statement of profit and loss as an exceptional item.
41) Offsetting of financial assets and financial liabilities
The following table presents the derivative financial instruments as at March 31, 2024 and March 31, 2023:
` in lakhs
Particulars Gross amounts Gross amount set-off Net balance presented
in balance sheet in balance sheet
As at March 31, 2024
Financial liabilities
Derivative liabilities 3,878 - 3,878
Total 3,878 - 3,878
Financial assets
Derivative assets 2,032 - 2,032
Total 2,032 - 2,032
219
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 202
2024
220
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
` in lakhs
Entities Current Current Net current Non- Non- Net non- Net assets Accumulated
assets liabilities assets/ current current current NCI (after
(liabilities) assets liabilities assets/ elimination)
(liabilities)
Rosa Power Supply
Company Limited
March 31, 2024 - - - - - - - -
March 31, 2023 4,82,965 44,455 4,38,510 3,41,569 2,16,552 1,25,017 5,63,527 1,69,175
` in lakhs
Entities Revenue Profit for the Other Total Profit allocated
year comprehensive comprehensive to NCI
loss income
Rosa Power Supply
Company Limited
March 31, 2024 - - - - -
March 31, 2023 3,12,137 22,625 (563) 22,062 6,619
` in lakhs
Entities Cash flow Cash flow Cash flow used Net decrease in
from operating from investing in financing cash and cash
activities activities activities equivalents
Rosa Power Supply Company Limited
March 31, 2024 - - - -
March 31, 2023 1,13,217 81,126 (33,396) (1,305)
44) The Group uses the accounting software SAP for maintaining books of accounts. During the year ended March 31, 2024, the
Group had not enabled the feature of recording audit trail (edit log) at the database level for the said 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.
Audit trail (edit log) is enabled at the application level.
45) During the year ended March 31, 2024, Chitrangi Power Private Limited has entered into a assignment agreement to assign
its receivable from Reliance Infrastructure Limited to Samalkot Power Limited amounting to ` 91,103 lakhs.
46) During the year ended March 31, 2024, lender of VIPL , has invoked the corporate guarantee allegedly given by the Parent
Company on behalf of VIPL and have raised demand of ` 4,95,400 lakhs. The same is neither accepted nor confirmed by the
Parent Company. However, VIPL has already provided for the liability in accordance with the terms of sanction and the amount
realizable from various regulatory claims and assets of VIPL is sufficient to meet the outstanding dues.
47) During the year ended March 31, 2024, lender of Samalkot Power Limited (SMPL), a subsidiary of the Company, has
raised demand of US$ 12.80 million for the payment of outstanding interest in accordance with the guarantee agreement
executed by the Company. However, SMPL has already provided for the same and the assets of SMPL shall be sufficient to
meet the demand accordingly.
48) The Group has no transactions with the companies struck off under section 248 or section 560 of Companies Act, 2013 or
Companies Act, 1956 during the year ended March 31, 2024 or 31 March 31, 2023..
221
Reliance Power Limited
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
49) The Group is not declared wilful defaulter by any bank or financial institution or other lender during the year ended
March 31, 2024 and previous year ended March 31, 2023.
50) The Group has not traded or invested in crypto currency or virtual currency during the year ended March 31, 2024 and
March 31, 2023.
51) The Group has not revalued its property, plant and equipment or intangible assets or both during the year ended
March 31, 2024 and March 31, 2023.
52) There are no charges or satisfaction which are yet to be registered with the Registrar of Companies beyond the statutory
period.
53) The borrowings obtained by the Group from banks and financial institutions have been applied for the purposes for which such
loans were taken.
54) The Group has complied with the number of layers prescribed under clause (87) of section 2 of the Companies Act, 2013
read with Companies (Restriction on number of Layers) Rules, 2017.
222
55) Immovable property not held in the name of the Group
` in lakhs
Whether title deeds
holder is a promoter, Reason for not
Gross
Sr. Description of director or relative of Property held being held in
Balance sheet head carrying Title deeds in the name of
No. property promoter/ director since date the name of the
value
or employee of Company/ group
promoter/ director
1 Property, plant and equipment’s Freehold land 2,675 Government of Andhra Pradesh No FY 2008-09
2 Property, plant and equipment’s Freehold land 186 Government of Andhra Pradesh No FY 2009-10 Pending with
3 Property, plant and equipment’s Freehold land 48 Government of Andhra Pradesh No FY 2010-11 respective transfer
4 Property, plant and equipment’s Freehold land 44 Manyam Krishna Chaitanya No FY 2016-17 authority, Civil
5 Property, plant and equipment’s Freehold land 54 Manyam Suryanarayan Murthy No FY 2016-17 court and dispute
in family.
6 Property, plant and equipment’s Freehold land 2,209 Andhra Pradesh Industrial No FY 2011-12
Infrastructure Corporation Limited
7 Assets held for sale Freehold land 413 Reliance Clean Power Private No FY 2013-14 Reliance Clean
(7 nos.) Limited Power Private
8 Assets held for sale Freehold land 118 Reliance Clean Power Private No FY 2012-13 Limited has been
(2 nos.) Limited merged with
Reliance Power
Limited with an
appointed date
April 01, 2012.
9 Assets held for sale Leasehold 4,700 Government Of Madhya Pradesh No FY 2011-12 Pending execution
Land of lease deed.
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
223
Reliance Power Limited
56 Additional Information, as required under Schedule III to the Act.
224
Sr. Name of Company Net Assets i.e. total assets minus total liabilities Share in profit or loss (PAT) Share in other comprehensive Income Share in total comprehensive income
No. March 31, 2024 March 31, 2023 March 31, 2024 March 31, 2023 March 31, 2024 March 31, 2023 March 31, 2024 March 31, 2023
As % of ` in lakhs As % of ` in lakhs As % of ` in lakhs As % of ` in lakhs As % of ` in lakhs As % of ` in lakhs As % of ` in lakhs As % of ` in lakhs
consolidated consolidated consolidated consolidated consolidated consolidated consolidated consolidated
net assets net assets profit or profit or loss profit or loss profit or loss profit or profit or loss
loss loss
Parent Company :
1 Reliance Power 40.04% 9,39,714 34.31% 8,86,552 (1.39%) 4,895 (162.51%) 65,472 100.97% 9,072 98.81% (1,29,752) (4.06%) 13,967 37.46% (64,280)
Limited
Indian Subsidiaries :
2 RPSCL 24.25% 5,69,047 21.81% 5,63,527 (1.57%) 5,539 (56.16%) 22,626 (0.22%) (20) 0.43% (563) (1.60%) 5,519 (12.86%) 22,063
Reliance Power Limited
3 DSPPL 2.58% 60,537 2.25% 58,208 (0.66%) 2,330 (8.71%) 3,509 (0.01%) (1) 0.00% - (0.68%) 2,329 (2.04%) 3,509
4 VIPL (12.63%) (2,96,535) (4.96%) (1,28,191) 47.70% (1,68,342) 153.58% (61,877) (0.03%) (3) 0.03% (44) 48.95% (1,68,345) 36.08% (61,922)
5 SPL 70.25% 16,48,801 65.14% 16,83,292 9.75% (34,417) 34.89% (14,056) (0.82%) (74) 0.70% (916) 10.03% (34,491) 8.72% (14,972)
6 CAPL 1.01% 23,737 (0.76%) (19,688) (5.39%) 19,026 14.94% (6,018) 0.00% - 0.00% - (5.53%) 19,026 3.51% (6,018)
7 CPPL 0.28% 6,571 (0.52%) (13,429) 0.00% @ 10.30% (4,151) 0.00% - 0.00% - 0.00% @ 2.42% (4,151)
8 RCGL 0.63% 14,835 (0.65%) (16,922) (4.30%) 15,168 10.80% (4,350) 0.00% - 0.00% - (4.41%) 15,168 2.54% (4,350)
9 RGL 0.00% 42 (0.00%) (19) 0.00% @ 0.00% @ 0.00% - 0.00% - 0.00% @ 0.00% @
10 RGHL 0.00% @ (0.00%) (4) 0.00% @ 0.00% @ 0.00% - 0.00% - 0.00% @ 0.00% @
11 SMPL (16.04%) (3,76,557) (10.25%) (2,64,958) 31.62% (1,11,599) 12.55% (5,056) 0.00% - 0.03% (37) 32.45% (1,11,599) 2.97% (5,093)
12 RSTEPL (7.03%) (1,64,988) (2.67%) (68,948) 27.23% (96,094) 44.05% (17,748) 0.11% 10 0.00% (5) 27.94% (96,084) 10.34% (17,752)
13 RWPPL 0.00% 1 0.00% @ 0.00% @ 0.00% @ 0.00% - 0.00% - 0.00% @ 0.00% @
14 RCRPL (1.78%) (41,823) 0.35% 9,014 0.40% (1,428) (6.44%) 2,595 0.00% - 0.00% - 0.42% (1,428) (1.51%) 2,595
15 RNRL (1.96%) (46,062) (1.74%) (45,046) 0.75% (2,664) 37.35% (15,046) 0.00% - 0.00% - 0.77% (2,664) 8.77% (15,046)
16 RNEPL 0.00% 1 (0.00%) (51) 0.00% @ 0.00% @ 0.00% - 0.00% - 0.00% @ 0.00% @
17 MEGL 0.06% 1,457 0.06% 1,457 0.00% @ 0.01% (6) 0.00% - 0.00% - 0.00% @ 0.00% (6)
18 SHPPL 0.00% 63 0.00% 75 0.00% (12) 0.03% (12) 0.00% - 0.00% - 0.00% (12) 0.01% (12)
19 THPPL 0.17% 3,895 (0.01%) (375) (1.10%) 3,873 0.00% @ 0.00% - 0.00% - (1.13%) 3,873 0.00% @
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
20 KPPL 1.24% 29,162 (0.92%) (23,743) (14.99%) 52,905 11.65% (4,696) 0.00% - 0.00% - (15.38%) 52,905 2.74% (4,696)
21 USHPPL 0.02% 481 0.02% 481 0.00% @ 0.00% @ 0.00% - 0.00% - 0.00% @ 0.00% @
22 TPPL 0.08% 1,854 0.07% 1,854 0.00% @ 0.00% @ 0.00% - 0.00% - 0.00% @ 0.00% @
23 SPPL 0.04% 864 0.03% 864 0.00% @ 0.00% @ 0.00% - 0.00% - 0.00% @ 0.00% @
24 CAPIL 0.00% @ (0.03%) (866) 0.00% @ 0.00% @ 0.00% - 0.00% - 0.00% @ 0.00% @
25 RPrima 0.00% @ 0.00% @ 0.00% @ 0.00% @ 0.00% - 0.00% - 0.00% @ 0.00% @
26 ATPL 0.02% 355 0.01% 355 0.00% @ 0.00% @ 0.00% - 0.00% - 0.00% @ 0.00% @
27 TIPPL 0.00% @ (0.00%) (73) 0.00% @ 0.00% @ 0.00% - 0.00% - 0.00% @ 0.00% @
28 RGEPL 0.03% 601 0.02% 613 0.00% (11) 0.00% (1) 0.00% - 0.00% - 0.00% (11) 0.00% (1)
Associates*:
29 RSUNPPL 0.00% - (0.00%) (3) (0.00%) 3 0.00% @ 0.00% - 0.00% - (0.00%) 3 0.00% @
Sr. Name of Company Net Assets i.e. total assets minus total liabilities Share in profit or loss (PAT) Share in other comprehensive Income Share in total comprehensive income
No. March 31, 2024 March 31, 2023 March 31, 2024 March 31, 2023 March 31, 2024 March 31, 2023 March 31, 2024 March 31, 2023
As % of ` in lakhs As % of ` in lakhs As % of ` in lakhs As % of ` in lakhs As % of ` in lakhs As % of ` in lakhs As % of ` in lakhs As % of ` in lakhs
consolidated consolidated consolidated consolidated consolidated consolidated consolidated consolidated
net assets net assets profit or profit or loss profit or loss profit or loss profit or profit or loss
loss loss
30 RPHOTONPL 0.00% - (0.00%) (3) (0.00%) 3 0.00% @ 0.00% - 0.00% - (0.00%) 3 0.00% @
31 RSUNTPL 0.00% - (0.00%) (3) (0.00%) 3 0.00% @ 0.00% - 0.00% - (0.00%) 3 0.00% @
Foreign subsidiaries:
32 RNRL-singapore 0.04% 537 (2.02%) (52,286) (0.01%) (29) 0.05% (18) 0.00% - 0.00% - 0.01% (29) 0.01% (18)
33 PTS (0.01%) 66 0.00% 70 0.02% (5) 0.01% (5) 0.00% - 0.00% - 0.00% (5) 0.00% (5)
34 PTH 0.48% 11,367 0.44% 11,473 0.00% (5) 0.01% (6) 0.00% - 0.00% - 0.00% (5) 0.00% (6)
35 PTA 0.21% 4,874 0.19% 4,837 0.00% (7) 0.01% (5) 0.00% - 0.00% - 0.00% (7) 0.00% (5)
36 SBE 0.03% 775 0.03% 841 0.02% (67) 0.29% (115) 0.00% - 0.00% - 0.02% (67) 0.07% (115)
37 BBE (0.01%) (269) (0.01%) (239) 0.02% (57) 0.15% (60) 0.00% - 0.00% - 0.02% (57) 0.03% (60)
38 RFZC 0.06% 1,414 (0.62%) (16,034) (4.86%) 17,143 (0.24%) 97 0.00% - 0.00% - (4.98%) 17,143 (0.06%) 97
39 RCPCL 0.00% 37 0.00% 38 0.00% - 0.00% - 0.00% - 0.00% - 0.00% - 0.00% -
40 RPN (2.04%) (47,835) 0.44% 11,293 16.73% (59,058) 3.37% (1,359) 0.00% - 0.00% - 17.17% (59,058) 0.79% (1,359)
Sub total 100.00% 23,47,018 100.00% 25,83,963 100.00% (3,52,910) 100.00% (40,289) 100.00% 8,985 100.00% (1,31,317) 100.00% (3,43,925) 100.00% (1,71,606)
Inter company (11,85,632) (12,55,250) 1,46,071 - (9,085) 1,27,724 1,36,987 1,27,724
elimination and
consolidation
adjustment
Grand total 11,61,386 13,28,713 (2,06,838) (40,289) (100) (3,593) (2,06,938) (43,882)
@ Amount is below the rounding off norm adopted by the Group.
*Applied for strike off and is under process.
As per our attached report of even date For and on behalf of the Board of Directors
Sateesh Seth Chairman
Punit Garg
Notes to the Consolidated Financial Statements for the year ended March 31, 2024
225
Reliance Power Limited
Reliance Power Limited
Notes to theon
Statement Consolidated Financial
Impact of Audit Statements
Qualifications (forfor the report
audit year ended March 31,
with modified 2024 submitted along-with Annual Audited
opinion)
Consolidated Financial Results
Statement on Impact of Audit Qualifications for the Financial Year ended March 31, 2024
[See Regulation 33 of the SEBI (LODR) (Amendment) Regulations, 2016]
I. Sr. Particulars Audited figures Adjusted figures
No. (as reported before (audited figures
adjusting for after adjusting for
qualifications) qualifications)
(` in lakhs) quoted in II
(` in lakhs)
1 Total income 8,26,023
2 Total expenditure 10,24,833
3 Net loss after tax (including exceptional items) (2,06,838)
4 Basic – earning per share (5.458)
Not Applicable
5 Diluted - earning per share (5.458)
6 Total assets 43,76,026
7 Total liabilities 32,14,640
8 Net worth 11,61,386
226
Reliance Power Limited
Notes to the
Statement on Consolidated Financial
Impact of Audit Statements
Qualifications (for for thereport
audit year ended March 31,
with modified 2024submitted along-with Annual Audited
opinion)
Consolidated Financial Results
Statement on Impact of Audit Qualifications for the Financial Year ended March 31, 2024
[See Regulation 33 of the SEBI (LODR) (Amendment) Regulations, 2016]
pendency of its aforesaid Civil Appeal No. CA 372 of 2017 before the Hon’ble SC. Based on the aforementioned
judgment and recent Judgments dated March 03, 2023 in Civil Appeal 684 of 2021(MSEDCL Vs. APML & Others)
and dated April 20, 2023 in Civil Appeal 11095 of 2018 (GMR Warora Energy Limited Vs. CERC & Ors.), VIPL believes
that, in Civil Appeal No. CA 372 of 2017 and Petition No. 199 of 2017, it has a strong case on facts, merits and law.
VIPL expects a positive outcome and the amount receivable from Case No. CA 372 of 2017 and/or 199 of 2017,
which shall be sufficient to meet the debt. iv) Application filed by the then lead lender before National Company Law
Tribunal (NCLT) under the provisions of the Insolvency and Bankruptcy Code, 2016 (IBC) seeking debt resolution of
VIPL is pending before NCLT. VIPL had filed Miscellaneous Application before NCLT for seeking a stay in the matter.
NCLT has dismissed the said Miscellaneous Application of VIPL on January 29, 2021. VIPL filed appeal against
aforementioned NCLT order before the NCLAT and the same was dismissed on March 02, 2021. VIPL filed a Civil
Appeal before Hon’ble SC challenging the said NCLAT order which was heard on September 1, 2021 and order was
pronounced on July 12, 2022 allowing the appeal of VIPL with a direction to NCLT to reconsider stay application of
VIPL on merit in accordance with law. A petition seeking review of the aforesaid Hon’ble SC judgment dated July 12,
2022, filed by the then lead lender of VIPL, was dismissed by the Hon’ble SC. One of the then other lenders of VIPL,
has also filed a petition under section 7 of IBC before NCLT. The stay applications in both these petitions were heard
but due to change in bench there will be a fresh hearing in the matters. The next date of hearing is June 11, 2024.
VIPL was in discussion with all its lenders for debt resolution outside the Corporate Insolvency Resolution Process
(CIRP), VIPL has submitted the One Time Settlement (OTS) proposal to its lenders and lenders have put up onerous
conditions to be fulfilled by VIPL for consideration of the said OTS proposal. The arbitrary rejections of OTS proposals
by the then lenders of VIPL have been challenged by VIPL before Hon’ble Bombay High Court. The Bombay High
Court vide Order dated July 05, 2023 passed by the Division Bench observed that whatever steps lenders may take
pursuant to the Swiss Challenge process carried out shall be subject to the outcome of the above Writ Petition.
While VIPL was engaged with the lenders on its OTS proposal, lenders issued an Expression of Interest dated July 10,
2023 (EoI) for assignment of debt of VIPL. Pursuant to the EoI, lenders (“Assignor Banks”) have informed that vide
Assignment Agreement dated August 17, 2023, they have assigned VIPL’s debt along with underlying securities to
an Asset Reconstruction Company (ARC). Thereafter, the ARC has substituted/impleaded in the NCLT proceedings.
Auditors' Comments on above: Refer note above for audit qualification(s) where the impact is not quantified by the
auditor.
III. Signatories:
Sateesh Seth
Chairman
Ashok Ramaswamy
Audit Committee Chairman
Statutory Auditors
For Pathak H.D. & Associates LLP
Chartered Accountants
Firm Registration No. 107783W /W100593
Jigar T.Shah
Partner
Membership No: 161851
UDIN : 24161851BKBHIE9457
Place: Mumbai
Date: May 25, 2024
227
Form AOC – 1
228
[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 financial statement of subsidiaries / associate companies/ joint ventures
PART “A” - Summary of Financial Information of Subsidiary Companies
` in lakhs
SN Name of subsidiaries Base No. Date from Share Reserve and Total assets Total Investments Turnover * Profit/ Provision Profit/ Proposed Extent of
which they capital surplus (non-current liabilities (Loss)
for taxation (loss) after dividend shareholding
became + current) (non- before debited/ taxation (in %)
subsidiary except current + Taxation credited to
company investments current) statement
of profit and
loss
1 Sasan Power Limited Sasan 07.08.2007 4,56,316 3,57,270 22,94,897 3,657 4,72,303 2,063 19,895 (17,832) - 100
Reliance Power Limited
14,84,968
2 Rosa Power Supply Company Limited Rosa 01.11.2006 42,483 5,26,562 8,14,535 2,45,502 12 3,16,084 10,447 (4,909) 5,538 - 70
3 Vidarbha Industries Power Limited VIPL 30.08.2007 1,491 (2,98,027) 1,87,929 4,84,492 27 873 (1,68,341) - (1,68,341) - 100
4 Dhursar Solar Power Private Limited Dhursar 08.09.2010 179 39,725 91,217 51,314 3 10,974 3,490 4 3,486 - 100
5 Rajasthan Sun Technique Energy RSTL 29.06.2010 68,501 (2,33,614) 49,789 2,14,904 - 5,954 (95,986) - (95,986) - 100
Private Limited
6 Coastal Andhra Power Limited CAPL 29.01.2008 84,706 (60,969) 24,966 1,229 - 19,161 19,026 - 19,026 - 100
7 Chitrangi Power Private Limited Chitrangi 10.09.2007 20,011 (13,440) 7,173 602 - - @ - @ - 100
8 Reliance CleanGen Limited R- Cleangen 05.06.2010 20,285 (5,450) 16,508 3,771 2,098 741 15,168 - 15,168 - 100
9 Moher Power Limited Bharuch 08.06.2010 66 (24) 44 1 - - @ - @ - 100
10 Reliance Solar Resources Power R-solar 10.11.2010 6 (6) @ @ - @ @ - @ - 100
Private Limited resrouces
11 Samalkot Power Limited Samalkot 29.07.2010 4,062 (3,80,618) 1,59,388 5,35,944 - 1,903 (1,11,599) - (1,11,599) - 100
12 Reliance Wind Power Private Limited R-Wind Power 11.11.2010 2 (1) 2 2 - - @ - @ - 100
13 Reliance Coal Resources Private RCRL 14.03.2008 210 (57,282) 1 73,916 16,843 3,636 (66,086) - (66,086) - 100
Limited
14 Reliance Natural Resources Limited RNRL 12.11.2010 1,654 (47,716) 28,413 74,474 - 847 (2,664) - (2,664) - 100
15 Reliance Geothermal Power Private Geothermal 17.01.2015 1 @ 3 2 - - @ - @ - 75
Limited
16 Maharashtra Energy Generation MEGL 28.08.2007 10 1,447 1,457 @ - - @ @ @ - 100
Limited
17 Siyom Hydro Power Private Limited Siyom 10.09.2007 46 17 268 205 - - (12) - (12) - 100
18 Tato Hydro Power Private Limited Tato 10.09.2007 418 3,478 16,741 12,846 - 172 (19) - (19) - 100
19 Kalai Power Private Limited Kalai 26.09.2007 39 29,122 12,849 277 16,590 191 40,066 - 40,066 - 100
20 Urthing Sobla Hydro Power Private Urthing 14.09.2007 3 477 557 76 - - @ - @ - 89
Limited
21 Teling Hydro Power Private Limited Telling Hydro 19.05.2011 12 1,842 1,880 26 - - @ - @ - 100
22 Shangling Hydro Power Private Shangling Hydro 19.05.2011 6 858 880 16 - - @ - @ - 100
Limited
23 Coastal Andhra Power Infrastructure CAPIL 23.04.2008 882 (882) @ @ - - @ - @ - 100
Limited
24 Reliance Prima Limited R-Prima 30.06.2010 5 (5) @ @ - - @ - @ - 100
25 Atos Trading Private Limited Atos trading 30.06.2010 1 354 @ 3 358 - @ - @ - 100
26 Atos Mercantile Private Limited Atos mercantile 30.06.2010 75 (74) @ @ - @ @ - @ - 100
27 Reliance Green Power Private Green Power 11.08.2012 5 596 996 394 - - (12) - (12) - 100
Limited
Statement containing salient features of the financial statements of Subsidiaries/Associates/Joint Ventures
28 Reliance Natural Resources RNRL Singapore 15.10.2010 1,89,869 (2,54,499) 520 65,150 - - (29) - (29) - 100
(Singapore) Pte Limited $
29 PT Sumukha Coal Services $ 15.10.2010 118 (52) 139 123 50 - (5) - (5) - 99.6
30 Reliance Power Netherlands BV $ 09.07.2010 16,817 (64,652) 1,939 66,362 16,587 - (59,068) (10) (59,058) - 100
31 PT Avaneesh Coal Resources $ 02.08.2010 5,238 (363) 2,780 102 2,196 - (7) - (7) - 100
32 PT Heramba Coal Resources $ 02.08.2010 10,955 411 5,426 3 5,944 - (5) - (5) - 100
33 PT Brayan Bintang Tiga Energi # 04.10.2010 2,954 (3,224) 79 349 - - (57) - (57) - 100
34 PT Sriwijiya Bintang Tiga Energi # 04.10.2010 5,887 (5,112) 1,030 255 - - (67) - (67) - 100
` in lakhs
SN Name of subsidiaries Base No. Date from Share Reserve and Total assets Total Investments Turnover * Profit/ Provision Profit/ Proposed Extent of
which they capital surplus (non-current liabilities (Loss)
for taxation (loss) after dividend shareholding
became + current) (non- before debited/ taxation (in %)
subsidiary except current + Taxation credited to
company investments current) statement
of profit and
loss
35 Reliance Power Holding FZC, Dubai 15.05.2016 1,922 (509) 1,623 17,500 17,290 17,181 17,143 - 17,143 - 100
##
36 Reliance Chittagong Power Company 13.05.2018 41 (4) 46 9 - - - - - - 100
Limited **
SN Name of associates1 RPL Sun Power Private Limited RPL Photon Private Limited RPL Sun Technique Private Limited
1 Latest audited balance sheet date 31.03.2024 31.03.2024 31.03.2024
2 Date on which the associate or joint venture was associated or acquired 16.06.2016 16.06.2016 16.06.2016
3 Shares of associates or joint ventures held by the company as at year end
No. 5000 5000 5000
Amount of investment in associates or joint venture 50000 50000 50000
Extent of holding (in percentage) 50% 50% 50%
4 Description of how there is significant influence There is significant influence due to There is significant influence due to There is significant influence due to shareholding in the
shareholding in the associates company shareholding in the associates company associates company
5 Reason why the associate/ joint venture is not consolidated N.A. N.A. N.A.
6 Net worth attributable to shareholding as per latest audited balance sheet @ @ @
7 Profit or loss for the year
i Considered in consolidation @ @ @ @
ii Considered in consolidation @ @ @ @
1 Applied for strike off and is under process.
* Represents other income also
$ Reporting currency in USD
# Reporting currency in IDR
** Reporting currency in BDT
## Reporting currency in AED
Exchange rate as on March 31, 2024 : 1 IDR = 0.0051, USD = 83.3739, AED = 22.69, BDT = 0.75111
@ Amount is below the rounding off norm adopted by the Group
As per our attached report of even date For and on behalf of the Board of Directors
Sateesh Seth Chairman
Punit Garg
For Pathak H. D. & Associates LLP Raja Gopal Krotthapalli
Chartered Accountants Ashok Ramaswamy
Firm Registration Number: 107783W/ W100593 Chhaya Virani Directors
Manjari Ashok Kacker
Jigar T. Shah Vijay Kumar Sharma
Partner
Statement containing salient features of the financial statements of Subsidiaries/Associates/Joint Ventures
Membership Number: 161851 Ashok Kumar Pal Chief Financial Officer & Manager
Ramandeep Kaur Company Secretary
Place : Mumbai Place : Mumbai
Date : May 25, 2024 Date : May 25, 2024
229
Reliance Power Limited
Notes
If undelivered please return to :
KFin Technologies Private Limited
Unit: Reliance Power Limited
Selenium, Tower – B,
Plot No. 31 & 32, Survey No. 116/22, 115/24, 115/25
Financial District, Nanakramguda, Hyderabad 500 032
Website : www.kfintech.com
Tel. no. : +91 40 6716 1500 Fax no.: +91 40 6716 1791
E-mail : rpower@kfintech.com, Website: www.kfintech.com