Annual Report - 2019-20

Annual Report

2019-20

Power

Padma Vibhushan

Shri Dhirubhai H. Ambani

(28

December, 1932 - 6

July, 2002)

Reliance Group - Founder and Visionary

Reliance Power Limited

Board of Directors

Shri Anil Dhirubhai Ambani - Chairman

Shri Sateesh Seth

Shri K. Ravikumar

Shri D. J. Kakalia

Smt. Rashna Khan

Shri K. Raja Gopal - Whole-time Director &

Chief Executive Ofﬁcer

Key Managerial Personnel

Shri Sandeep Khosla - Chief Financial Ofﬁcer

Shri Murli Manohar Purohit - Company Secretary &

Compliance Ofﬁcer

Auditors

M/s. Pathak H. D. & Associates LLP

Registered Ofﬁce

Reliance Centre, Ground Floor,

19, Walchand Hirachand Marg,

Ballard Estate, Mumbai 400 001

CIN: L40101MH1995PLC084687

Tel : +91 22 4303 1000, Fax: +91 22 4303 3662

E-mail: [email protected]

Website: www.reliancepower.co.in

Registrar and Transfer Agent

KFin Technologies Private Limited

Unit: Reliance Power Limited

Karvy Selenium, Tower – B, Plot No. 31 & 32

Survey No. 116/22, 115/24, 115/25

Financial District, Nanakramguda

Hyderabad 500 032

Website : www.kﬁntech.com

Investor Helpdesk

Toll free no. (India) : 1800 4250 999

Tel. no. : +91 40 6716 1500

Fax no. : +91 40 6716 1791

E-mail : rpower@kﬁntech.com

Contents Page No.

Notice of Annual General Meeting ..............................................4

Directors’ Report ............................................................................ 8

Management Discussion and Analysis ...................................... 18

Business Responsibility Report .................................................. 23

Corporate Governance Report ................................................... 31

Certiﬁcate on Corporate Governance by

practicing Company Secretary ................................................... 46

Investor Information ................................................................... 48

Independent Auditors’ Report on the

Financial Statement ................................................................... 56

Balance Sheet ............................................................................. 62

Statement of Proﬁt and Loss .................................................... 63

Statement of Changes in equity ............................................... 64

Cash Flow Statement ................................................................. 66

Notes to the Standalone Financial Statement ........................ 68

Independent Auditors’ Report on the

Consolidated Financial Statement ..........................................111

Consolidated Balance Sheet .................................................... 116

Consolidated Statement of Proﬁt and Loss ...........................117

Consolidated Statement of Changes in equity ...................... 118

Consolidated Cash Flow Statement ........................................120

Notes to the Consolidated Financial Statement ...................122

Statement containing salient features of the

ﬁnancial statement of subsidiaries /

associates companies / joint ventures ...................................188

Annual General Meeting on Tuesday, June 23, 2020 at 1.30 p.m. through Video Conferencing (VC) /

Other Audio Visual Means (OAVM)

The Annual Report can be accessed at www.reliancepower.co.in

Reliance Power Limited

Notice

Notice is hereby given that the 26

Annual General Meeting

of the Members of Reliance Power Limited will be held on

Tuesday, June 23, 2020 at 01:30 P.M (IST) through Video

Conferencing (VC) / Other Audio Visual Means (OAVM), to

transact the following business:

Ordinary Business:

1. To consider and adopt:

a) the audited ﬁnancial statement of the Company

for the ﬁnancial year ended March 31, 2020 and

the reports of the Board of Directors and Auditors

thereon, and

b) the audited consolidated ﬁnancial statement of

the Company for the ﬁnancial year ended March

31, 2020 and the report of the Auditors thereon.

2. To appoint a Director in place of Shri Sateesh Seth

(DIN: 00004631), who retires by rotation under the

provisions of the Companies Act, 2013 and being

eligible, offers himself for re-appointment.

Special Business:

3. Payment of remuneration to Cost Auditors for the

ﬁnancial year ending March 31, 2021

To consider and, if thought ﬁt, to pass the following

resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of

Section 148 and other applicable provisions, if any, of

the Companies Act, 2013 (the ‘Act’) and the relevant

Rules made thereunder (including any statutory

modiﬁcation(s) or re-enactment(s) thereof, for the time

being in force), M/s. V.J. Talati & Co., Cost Accountants

(Firm Registration No. R00213) appointed as the Cost

Auditors in respect of its 45 MW Wind farm Power

Project at Vashpet, Dist. Sangli, Maharashtra, for

the ﬁnancial year ending March 31, 2021, be paid a

remuneration of ` 15,000/- (Rupees ﬁfteen thousand

only) excluding applicable taxes and out of pocket

expenses, if any;

RESOLVED FURTHER THAT the Board of Directors of

the Company be and is hereby authorised to do all acts

and take all such steps as may be necessary, proper or

expedient to give effect to this resolution.”

By Order of the Board of Directors

Murli Manohar Purohit

Company Secretary & Compliance Ofﬁcer

Registered Ofﬁce:

Reliance Centre, Ground Floor,

19, Walchand Hirachand Marg,

Ballard Estate, Mumbai - 400001

CIN: L40101MH1995PLC084687

Website: www.reliancepower.co.in

May 08, 2020

Notes:

1. Statement pursuant to Section 102(1) of the Companies

Act, 2013 (“Act”), in respect of the Special Business to

be transacted at the Annual General Meeting (“AGM”)

is annexed hereto.

2. In view of the continuing Covid-19 pandemic, the

Ministry of Corporate Affairs (“MCA”) has vide its

circular dated May 5, 2020 read with circulars dated

April 8, 2020 and April 13, 2020 (collectively referred

to as “MCA Circulars”) permitted the holding of the

“AGM” through Video Conferencing (VC) / Other Audio

Visual Means (OAVM), without the physical presence

of the Members at a common venue. Accordingly, in

compliance with the provisions of the Act, SEBI (Listing

Obligations and Disclosure Requirements) Regulations,

2015 (“SEBI Listing Regulations”) and MCA Circulars,

the AGM of the Company is being held through

VC / OAVM.

3. The AGM is being held pursuant to the MCA Circulars

through VC / OAVM, physical attendance of Members

has been dispensed with. Accordingly, the facility for

appointment of proxies will not be available for the

AGM and hence the Proxy Form and Attendance Slip

are not annexed to this Notice.

4. Corporate Members are required to send a scanned

copy (PDF/JPG Format) of its Board or governing

body Resolution/Authorization, etc., authorizing its

representative to attend the AGM through VC / OAVM

on its behalf and to vote through remote e-voting to

the M/s. KFin Technologies Private Limited (Kﬁntech)

the Registrar and Transfer Agents, by email through its

registered email address to praveendmr@kﬁntech.com.

5. In compliance with the aforesaid MCA Circulars

and SEBI Circular dated May 12, 2020, Notice of

the AGM along with the Annual Report 2019-20

is being sent only through electronic mode to those

Members whose email addresses are registered

with the Company or CDSL / NSDL (“Depositories”).

Members may note that the Notice and Annual Report

2019-20 will also be available on the Company’s website

www.reliancepower.co.in, websites of the Stock

Exchanges i.e. BSE Limited and National Stock

Exchange of India Limited at www.bseindia.com and

www.nseindia.com respectively, and on the website of

Kﬁntech at www.kﬁntech.com.

6. Members whose email address are not registered can

a. Members holding share(s) in physical mode

can register their e-mail ID on the Company’s

website at https://www.reliancepower.co.in/

web/reliance-power/shareholder-registration by

providing the requisite details of their holdings

and documents for registering their e-mail

address; and

b. Members holding share(s) in electronic mode are

requested to register / update their e-mail address

with their respective Depository Participants

(“DPs”) for receiving all communications from the

Company electronically.

Reliance Power Limited

Notice

7. The Company has engaged the services of M/s.

KFin Technologies Private Limited, Registrar and

Transfer Agent as the authorised agency (KFintech)

for conducting of the e-AGM and providing e-voting

facility.

8. Members attending the AGM through VC / OAVM shall

be counted for the purpose of reckoning the quorum

under Section 103 of the Act.

9. Since the AGM will be held through VC / OAVM, the

Route Map is not annexed in this Notice.

10. Relevant documents referred to in the accompanying

Notice calling the AGM are available on the website of

the Company for inspection by the Members.

11. Members are advised to refer to the section titled

‘Investor Information’ provided in this Annual Report.

12. As mandated by SEBI, effective from April 1, 2019,

that securities of listed companies shall be transferred

only in dematerialised form. In view of the above and

to avail various beneﬁts of dematerialisation, Members

are advised to dematerialise share(s) held by them in

physical form.

13. Re-appointment of Director:

At the ensuing AGM, Shri Sateesh Seth, Director of the

Company shall retire by rotation under the provisions

of the Act and being eligible, offers himself for re-

appointment. The Nomination and Remuneration

Committee and the Board of Directors of the Company

have recommended the re-appointment.

The details pertaining to Shri Sateesh Seth are furnished

hereunder:

Shri Sateesh Seth, 64 years, is a Fellow Chartered

Accountant and a law graduate. He has vast experience

in general management. Shri Sateesh Seth is also on

the Board of Reliance Infrastructure Limited, Reliance

Defence Limited, Reliance Defence and Aerospace

Private Limited, Reliance Defence Systems Private

Limited, Reliance Defence Technologies Private Limited

and Reliance Airport Developers Limited.

As on March 31, 2020, Shri Sateesh Seth holds

29 shares of the Company. He does not hold any

relationship with other Directors and Key Managerial

Personnel of the Company.

14. Members are requested to ﬁll in and submit the

Feedback Form provided in the ‘Investor Relations’

section on the Company’s website www.reliancepower.

co.in to aid the Company in its constant endeavor to

enhance the standards of service to investors.

15. Members whose shares / application money due for

refund, or interest thereon, has been transferred to the

Investor Education and Protection Fund (IEPF), may

claim the same by submitting an online application in

Form IEPF-5 available on the website www.iepf.gov.in,

along with fee speciﬁed therein.

16. Instructions for attending the AGM and e-voting are

as follows:

A. Instructions for attending the AGM:

1. Members will be able to attend the AGM

through VC / OAVM or view the live webcast of

AGM at https://ris.kﬁntech.com/vc/login2vc.

aspx by using their remote e-voting login

credentials and selecting the ‘Event’ for

Company’s AGM. Members who do not have

the User ID and Password for e-voting or have

forgotten the User ID and Password may retrieve

the same by following the remote e-voting

instructions mentioned in the Notice. Further,

Members can also use the OTP based login for

logging into the e-voting system.

2. Facility of joining the AGM through VC / OAVM

shall open 15 minutes before the time scheduled

for the AGM and Members who may like to

express their views or ask questions during the

AGM may register themselves at https://ris.

kﬁntech.com/agmvcspeakerregistration. Facility

of joining AGM will be closed on expiry of 15

minutes from the schedule time of the AGM.

Those Members who register themselves as

speaker will only be allowed to express views/ask

questions during the AGM. The Company reserves

the right to restrict the number of speakers

and time for each speaker depending upon the

availability of time for the AGM.

3. Facility of joining the AGM through VC /

OAVM shall be available for 1000 members

on ﬁrst come ﬁrst served basis. However, the

participation of members holding 2% or more

shares, promoters, and Institutional Investors,

directors, key managerial personnel, chairpersons

of Audit Committee, Stakeholders Relationship

Committee, Nomination and Remuneration

Committee and Auditors are not restricted on ﬁrst

come ﬁrst serve basis.

4. Members who need technical assistance before

or during the AGM, can contact KFintech at

https://ris.kfintech.com/agmqa/agmqa/login.

aspx.

B. Instructions for e-voting

1. In compliance with the provisions of Section 108

of the Act read with Rules made there under

and Regulation 44 of the Listing Regulations,

the Company is offering e-voting facility to all

Members of the Company. A person, whose

name is recorded in the Register of Members

or in the Register of Beneﬁcial Owners (in case

of electronic shareholding) maintained by the

Depositories as on the cut-off date i.e. June 16,

2020 only shall be entitled to avail the facility of

remote e-voting/e-voting at the AGM. Kﬁntech

will be facilitating remote e-voting to enable

the Members to cast their votes electronically.

The Members can cast their vote online from

Reliance Power Limited

Notice

10.00 A.M. (IST) on Friday, June 19, 2020 to

5.00 P.M. (IST) on Monday, June 22, 2020. At

the end of Remote e-voting period, the facility

shall forthwith be blocked.

2. The Members who have cast their vote by remote

e-voting prior to the AGM may also attend/

participate in the AGM through VC / OAVM but

shall not be entitled to cast their vote again.

3. The Members present in the AGM through VC /

OAVM facility and have not cast their vote on

the Resolutions through remote e-voting, and

are otherwise not barred from doing so, shall be

eligible to vote through e-voting system during

the AGM.

4. The procedure and instructions for e-voting are

as follows:

a. Open your web browser during the remote

e-voting period and navigate to “https://

evoting.karvy.com”.

b. Enter the login credentials (i.e., user-

id and password) mentioned in the

communication. Your Folio No. / DP ID No.

/ Client ID No. will be your User- ID.

User – ID : For Members holding shares in

Demat form

For NSDL : 8 Character DP ID followed by

8 Digits Client ID

For CDSL : 16 digits beneﬁciary ID

User – ID : For Members holding shares in

Physical Form:-

Event Number followed by Folio No.

registered with the Company

Password : Your unique password is sent

via e-mail forwarded through

the electronic notice

Captcha : Please enter the veriﬁcation

code i.e. the alphabets and

numbers in the exact way as

they are displayed for security

reasons

c. After entering these details appropriately,

click on “LOGIN”.

d. Members holding shares in Demat /

Physical form will now reach Password

Change menu wherein they are required to

mandatorily change their login password in

the new password ﬁeld. The new password

has to be minimum eight characters

consisting of at least one upper case (A-Z),

one lower case (a-z), one numeric value

(0-9) and a special character (@, #,$,

etc.). Kindly note that this password can

be used by the Demat holders for votings

in any other Company on which they are

eligible to vote, provided that the other

company opts for e-voting through Kﬁntech

e-Voting platform. System will prompt you

to change your password and update your

contact details like mobile number, e-mail

ID, etc. on ﬁrst login. You may also enter

the secret question and answer of your

choice to retrieve your password in case

you forget it. It is strongly recommended

not to share your password with any other

person and take utmost care to keep your

password conﬁdential.

e. You need to login again with the new

credentials.

f. On successful login, system will prompt you

to select the ‘Event’ i.e. ‘Company Name’.

g. If you are holding shares in Demat form

and had logged on to “https://evoting.

karvy.com” and have cast your vote earlier

for any company, then your existing login

ID and password are to be used.

h. On the voting page, you will see Resolution

Description and against the same the

option ‘FOR / AGAINST / ABSTAIN’ for

voting. Enter the number of shares (which

represents the number of votes) under ‘FOR

/ AGAINST / ABSTAIN’ or alternatively you

may partially enter any number in ‘FOR’

and partially in ‘AGAINST’, but the total

number in ‘FOR / AGAINST’ taken together

should not exceed your total shareholding.

If you do not wish to vote, please select

‘ABSTAIN’.

i. After selecting the Resolution, you have

decided to vote on, click on “SUBMIT”. A

conﬁrmation box will be displayed. If you

wish to conﬁrm your vote, click on “OK”,

else to change your vote, click on “CANCEL”

and accordingly modify your vote.

j. Once you ‘CONFIRM’ your vote on the

Resolution whether partially or otherwise,

you will not be allowed to modify your

vote.

5. Corporate Members (i.e. other than Individuals,

HUF, NRI, etc.) are required to send scanned

copy (PDF / JPG format) of the relevant Board

or governing body Resolution / Authorisation

together with attested specimen signature of the

duly authorised signatory(ies) who are authorised

to vote, to ‘[email protected]’ (Details are

given in point 4 above). The ﬁle / scanned image

of the Board Resolution / authority letter should

be in the format viz. ‘Corporate Name Event no.’.

6. The voting rights of the Members shall be in

proportion to the number of shares held by them

in the equity share capital of the Company as on

the cut-off date being Tuesday, June 16, 2020.

Reliance Power Limited

Statement pursuant to Section 102(1) of the Companies Act, 2013 to the accompanying Notice dated May 8, 2020

In case of joint holders, the Member whose name

appears as the ﬁrst holder in the order of names

as per the Register of Members of the Company

shall be entitled to vote at the AGM.

7. It is strongly recommended not to share your

password with any other person and take utmost

care to keep your password conﬁdential. Login

to the e-voting website will be disabled upon

ﬁve unsuccessful attempts to key in the correct

password. In such an event, you will need to go

through the “Forgot User Details/Password?” or

“Physical User Reset Password?” option available

on https://evoting.karvy.com/ to reset the

password.

8. The Board of Directors have appointed Shri Anil

Lohia, Partner or in his absence Shri Chandrahas

Dayal, Partner, M/s. Dayal and Lohia, Chartered

Accountants as the Scrutiniser to scrutinise the

voting process in a fair and transparent manner.

Notice

Board accordingly recommends the Ordinary Resolution set

out at Item No. 3 of the accompanying Notice for approval

of the Members.

By Order of the Board of Directors

Murli Manohar Purohit

Company Secretary & Compliance Ofﬁcer

Registered Ofﬁce:

Reliance Centre, Ground Floor,

19, Walchand Hirachand Marg,

Ballard Estate,

Mumbai - 400001

CIN: L40101MH1995PLC084687

Website: www.reliancepower.co.in

May 08, 2020

The Scrutiniser will submit his report to the

Chairman or any person authorised by him after

completion of the scrutiny and the results of

voting will be announced after the AGM of the

Company. Subject to receipt of requisite number

of votes, the resolutions shall be deemed to be

passed on the date of the AGM. The result of the

voting will be submitted to the Stock Exchanges,

where the shares of the Company are listed and

posted on the website of the Company at www.

reliancepower.co.in and also on the website of

Kﬁntech at https://evoting.karvy.com/.

9. In case of any query pertaining to e-voting,

please visit Help and FAQs section

available at Kﬁntech’s website https://

evoting.karvy.com or contact toll free no.

1800 4250 999.

Item No. 3 - Payment of remuneration to the Cost Auditors

for the ﬁnancial year ending March 31, 2021

The Board of Directors, on the recommendation of the Audit

Committee, has approved the appointment and remuneration

of M/s. V.J. Talati & Co., Cost Accountants (Firm Registration

No. R00213), as the Cost Auditors in respect of its 45

MW Wind farm Power Project at Vashpet, Sangli District,

Maharashtra for the ﬁnancial year ending March 31, 2021,

at a remuneration of ` 15,000/- excluding applicable

taxes and out of pocket expenses, if any. In terms of the

provisions of Section 148(3) of the Companies Act, 2013

read with the Companies (Audit and Auditors) Rules, 2014,

the remuneration payable to the Cost Auditors needs to be

ratiﬁed by the Members of the Company.

None of the Directors, Key Managerial Personnel of the

Company and their relatives are, concerned or interested,

ﬁnancially or otherwise, in this resolution set out in Item no.

3 of the Notice.

Reliance Power Limited

Directors’ Report

Dear Shareowners,

Your Directors present the 26

Annual Report and the audited accounts for the ﬁnancial year ended March 31, 2020.

Financial Results

The performance of the Company (Consolidated and Standalone) for the ﬁnancial year ended March 31, 2020, is summarised

below:

` in lakhs

Particulars Financial Year ended

March 31, 2020

Financial Year ended

March 31, 2019

(Consolidated) (Standalone)

Total Income

8,20,241 33,942

8,53,426 34,496

Proﬁt / (Loss) Before Tax

(4,24,782) (38,884)

(2,93,404) (61,418)

Less: Provision for Taxation (Net)

2,366 -

1,778 (1,252)

Proﬁt / (Loss) After Tax

(4,27,148) (38,884)

(2,95,182) (60,166)

Dividend

During the year under review, the Board of Directors has not

recommended dividend on the Equity Shares of the Company.

Business Operations

During the year 2019-20 all the operating plants of the

Company which are functioning through its subsidiary

companies were available for generation above 90 % across

the year and performed exceedingly well on efﬁciency

parameters.

The Company’s Sasan Ultra Mega Power Plant (UMPP)

(Capacity 3,960 MW) generated 33,341 Million Units (MUs)

and was ranked No. 1 for the second successive year, across

all thermal power plants in the country with a Plant Load

Factor (PLF) of 95.85% against an all India average of 56%.

The Sasan UMPP is the World’s largest integrated power

plant with the Moher and Moher Amlohri Extension captive

coal mines meeting the fuel requirements of the plant.

During the year Sasan Coal Mine handled 87.1 Million CuM

including the Overburden at 74.6 Million CuM, making it the

biggest mine in the country in terms of the overall volume

handled. Sasan mine received 13 prestigious awards across

various categories including the one received for the best

mining and maintenance practices.

The Rosa Thermal Power plant (1,200 MW) generated

6,041 MUs during the current year, delivering the consistent

Year on Year performance. The Rosa power plant received

prestigious accolades and awards from prestigious Institutions

for excellence in environment, safety, CSR quality and best

Operation & Maintenance Practices including the prestigious

International safety award from British Safety Council for the

year 2020.

The Butibori Thermal plant (600 MW) remained out of

operation during the year and company is working on a

resolution plan to make the plant operational as soon as

possible.

The Solar PV (40 MW) Plant generated 59 MUs during the

year. The Solar CSP (100 MW) plant generated 81 MUs and

achieved several operating milestones including achievement

of peak load of 122.5 MW during the year.

The Company’s Wind farm at Vashpet in Sangli District of

Maharashtra achieved highest ever annual generation of 87

MUs during the year.

Proposed 718 MW (net) Gas-based Project in Bangladesh

Reliance Bangladesh LNG and Power Limited (RBLPL), the

subsidiary of the Company concluded the long-term power

purchase agreement (PPA) and other project agreements for

718 MW (net) Power plant at Meghnaghat near Dhaka in

Bangladesh. Reliance also inducted a strategic partner JERA

Power International (Netherlands) - a subsidiary of JERA Co.

Inc. (Japan) to invest 49% equity in the project. Samalkot

Power Ltd. has signed an Equipment Supply Contract on

March 11, 2020 to sell Equipments of one module for the

said Gas-based project in Bangladesh.

Impact of COVID-19 Pandemic

COVID-19 Pandemic has caused unprecedented economic

disruption globally and in India. The Company is sensitive

about the impact of the Pandemic, not only on the human

life but on businesses and industrial activity across the globe,

which will be realised only over next few months. The

Company has been monitoring the situation closely and has

taken proactive measures to comply with various directions /

regulations / guidelines issued by the Government and local

bodies to ensure safety of workforce across all its plants and

ofﬁces. The Company has made initial assessment of the

likely adverse impact on economic environment in general

and operational and ﬁnancial risks on account of COVID-19.

Vide notiﬁcation dated March 24. 2020 issued by Ministry

of Home Affairs a nation-wide lockdown was announced

to contain COVID-19 outbreak and the same has been

progressively extended later. However, Power generation,

transmission & distribution units, being essential services, are

allowed to continue operation during the period of lockdown.

So far, the Company has been able to sustain its power plant

operations and honour commitments under the various Power

Purchase Agreements. There has been a sharp decline in the

electricity demand, by 20 to 25%, primarily from industrial

and commercial consumer segments, arising from lockdown

measures announced by the Government. The Power Ministry

has clariﬁed on April 6, 2020 that despite lower power

offtake due to sharp reduction in demand, Discoms will have

Reliance Power Limited

Directors’ Report

to comply with the obligation to pay ﬁxed capacity charges

as per PPA. Further, the Reserve Bank of India has granted

relief to borrowers by way of moratorium of interest and

principal installments falling due to Indian banks and ﬁnancial

institutions till May 31, 2020. The extent to which the

COVID-19 pandemic will impact the Company’s results will

depend on future developments, which are highly uncertain,

including, among other things, evolving impact on Discoms in

terms of demand for electricity; consumption mix; resultant

average tariff realisation; bill collections from consumers;

and support from respective State Governments and banks &

ﬁnancial institutions, including those focused on power sector

ﬁnancing.

Management Discussion and Analysis

Management Discussion and Analysis Report for the year under

review, as stipulated under Securities and Exchange Board

of India (Listing Obligations and Disclosure Requirements)

Regulations, 2015 (the ‘Listing Regulations’), is presented in

a separate section forming part of this Annual Report.

Non-Convertible Debentures (NCDs)

The Company has not carried out any fresh issue of NCDs in

the current ﬁnancial year. The Company has Listed, Secured,

NCDs aggregating to ` 79,500 lakhs outstanding as on March

31, 2020 and as on that date there was default in the

payment of interest to the extent of ` 8,479 lakhs.

Resources and Liquidity

The Company has incurred losses during the year resulting in

delay/default in repayment to its lenders. The Company has

been in discussion with its lenders for resolution. The Company

is conﬁdent of meeting its obligations by generating sufﬁcient

and timely cash ﬂows through time bound monetisation of its

assets, as also realize amount from regulatory / arbitration

claims. Notwithstanding the dependence on these material

uncertain events, the Company is conﬁdent that such cash

ﬂows would enable it to service its debt and discharge its

liabilities in the normal course of its business.

Deposits

The Company has not accepted any deposits from the

public which comes within the purview of Section 73 of the

Companies Act, 2013 (hereinafter referred to as ‘the Act’)

read with the relevant Rules made thereunder.

Particulars of Loans, Guarantees or Investments

Pursuant to the provisions of Section 186 of the Act, the

details of Investments made are provided in the standalone

ﬁnancial statements under Note 3.3(a). The Company has

complied with provisions of Section 186 of the Act, to

the extent applicable with respect to Loans, Guarantees or

Investments during the year.

Subsidiary and Associate Companies

As on March 31, 2020, the Company had 38 subsidiaries

under its fold. During the year, Six Companies i.e. Amulin

Hydro Power Private Limited, Emini Hydro Power Private

Limited, Mihundon Hydro Power Private Limited, Sumte

Kothang Hydro Power Private Limited, Lara Sumta Hydro

Power Private Limited and Purthi Hydro Power Private

Limited, ceased to be the subsidiaries of the Company in view

of their amalgamation with Reliance Cleangen Limited.

The Company had the following Associate Companies as on

March 31, 2020:

1. RPL Sun Power Private Limited

2. RPL Photon Private Limited

3. RPL Sun Technique Private Limited

The operating and ﬁnancial performance of the major

subsidiary companies, has been covered in the Management

Discussion and Analysis Report forming part of this Annual

Report. The ﬁnancial results of the subsidiary companies have

been consolidated with those of the parent company. The

Company’s policy for determining material subsidiaries, as

approved by the Board, may be accessed on the Company’s

website at the link https://www.reliancepower.co.in/

documents/2181716/2364859/Policy_for_Determining_

Material_Subsidiary-new.pdf.

Financial Statements - Application of the Companies

(Indian Accounting Standards) Rules, 2015

The audited ﬁnancial statements of the Company drawn up

both on standalone and consolidated basis, for the ﬁnancial

year ended March 31, 2020, are in accordance with the

requirements of the Companies (Indian Accounting Standards)

Rules, 2015 (“Ind AS Rules”).

Consolidated Financial Statements

The Audited Consolidated Financial Statements for the

ﬁnancial year ended March 31, 2020, have been prepared,

in accordance with the Ind AS Rules and relevant provisions

of the Act, from the duly approved Financial Statements

of subsidiaries and Associates by their respective Board of

directors.

Directors

During the year under review the Company has received

declarations from all the Independent Directors of the

Company conﬁrming that they meet with the criteria of

Independence as prescribed under the Act and the Listing

Regulations.

The details of programme for familiarisation of Independent

Directors with the Company, nature of the industry in which

the Company operates and related matters are uploaded on the

website of the Company at the link: https://www.reliancepower.

co.in/web/reliance-power/corporate-governance.

In terms of the provision of the Act, Shri Sateesh Seth

(DIN: 00004631) Director of the Company, retires by

rotation and being eligible, offers himself for re-appointment

at the ensuing AGM. A brief resume of Shri Sateesh Seth,

along with requisite details, as stipulated under regulation

36(3) of the Listing Regulations is given in the section on

Corporate Governance Report forming part of this Annual

Report.

Key Managerial Personnel (KMP).

Shri Shrenik Vaishnav, has resigned as the Chief Financial

Ofﬁcer (CFO) of the Company with effect from March 31,

2020 from the close of business hours.

Shri Sandeep Khosla has been appointed as the CFO with

effect from April 1, 2020.

Evaluation of Directors, Board and Committees

The Nomination and Remuneration Committee (NRC)

of the Board of the Company has devised a policy for

Reliance Power Limited

Directors’ Report

performance evaluation of the individual directors, Board

and its Committees, which includes criteria for performance

evaluation.

Pursuant to the provisions of the Act and Regulation 17(10)

of the Listing Regulations, the Board has carried out an

annual performance evaluation of its own performance

and the directors as well as Committees of the Board. The

Board’s performance was evaluated based on inputs received

from all the Directors, Board’s composition and structure,

effectiveness of the Board, performance of the Committees,

processes and information provided to the Board, etc.

The NRC has also reviewed the performance of the individual

Directors based on their knowledge, level of preparation and

effective participation in meetings, understanding of their

roles as directors, etc.

Policy on Appointment and Remuneration for Directors, Key

Managerial Personnel and Senior Management Employees

The NRC of the Board has devised a policy for selection,

appointment and remuneration of Directors, Key Managerial

Personnel and Senior Management Employees. The Committee

has formulated the criteria for determining the qualiﬁcations,

positive attributes and independence of Directors, which

has been put up on the Company’s website http://www.

reliancepower.co.in. and the same is also attached as

Annexure - A.

Directors’ Responsibility Statement

Pursuant to the requirements under Section 134(5) of the Act

with respect to Directors’ Responsibility Statement, it is hereby

conﬁrmed that:

i. In the preparation of the annual ﬁnancial statement, for

the ﬁnancial year ended March 31, 2020, the applicable

Accounting Standards had been followed along with

proper explanation relating to material departures, if any;

ii. The Directors had selected such accounting policies and

applied them consistently and made judgments and

estimates that are reasonable and prudent so as to give a

true and fair view of the state of affairs of the Company

as at March 31, 2020 and of the loss of the Company

for the year ended on that date;

iii. The Directors had taken proper and sufﬁcient care for

the maintenance of adequate accounting records in

accordance with the provisions of the Companies Act

for safeguarding the assets of the Company and for

preventing and detecting fraud and other irregularities;

iv. The Directors had prepared the annual ﬁnancial

statements for the ﬁnancial year ended March 31, 2020

on a ‘going concern’ basis;

v. The Directors had laid down internal ﬁnancial controls to

be followed by the Company and such internal ﬁnancial

controls are adequate and are operating effectively; and

vi. The Directors had devised proper systems to ensure

compliance with the provisions of all applicable laws

and that such systems were adequate and operating

effectively.

Contracts and Arrangements with Related Parties

All contracts / arrangements / transactions entered into/

by the Company during the ﬁnancial year under review with

related parties were at an arm’s length basis and in the ordinary

course of business. There were no materially signiﬁcant related

party transactions, which could have potential conﬂict with the

interest of the Company at large.

All Related Party Transactions were placed before the Audit

Committee for approval. Prior omnibus approval of the Audit

Committee was obtained for the transactions, which were of a

repetitive nature. The transactions entered into pursuant to the

omnibus approval so granted, were reviewed and statements

giving details of all related party transactions were placed

before the Audit Committee on a quarterly basis. The policy

on Related Party Transactions as approved by the Board has

been uploaded on the Company’s website at the link https://

www.reliancepower.co.in/documents/2181716/2364859/

Policy_for_Related_Party_Transaction-new.pdf.

Your Directors draw attention of the members to Note no.

11 to the ﬁnancial statement, which sets out related party

disclosures.

Material Changes and Commitments, if any, affecting the

ﬁnancial position of the Company

There were no material changes and commitments affecting

the ﬁnancial position of the Company, which have occurred

between the close of the ﬁnancial year till the date of this

Report.

Meetings of the Board

The Company held four board meetings during the year, the

details of meetings and their respective attending Directors are

given in the Corporate Governance Report.

Audit Committee

Audit Committee of the Board consists of Independent Directors

namely Shri K Ravikumar (Chairman), Shri D.J. Kakalia and

Smt. Rashna Khan. During the year, all the recommendations

made by the Audit Committee were accepted by the Board.

Auditors and Auditors’ Report

M/s. Pathak H.D. & Associates LLP, Chartered Accountants was

appointed as the Auditors of the Company for a term of 5

(ﬁve) consecutive years, at the AGM of the Company held on

September 27, 2016. The Company has received letter from

M/s. Pathak H.D. & Associates LLP, Chartered Accountants

that they are not disqualiﬁed from continuing as the Auditors

of the Company.

The Auditors in their report of Consolidated Financial

Statements have given a qualiﬁed opinion, in response to

which the Company stated that it has been legally advised

that the clariﬁcation issued and observation inter-alia made

regarding method of estimating depreciation adopted for

preparing standalone ﬁnancial statements of the subsidiaries

and for preparing consolidated ﬁnancial statements by Ind AS

Transition Facilitation Group (ITFG) of Ind AS Implementation

Committee of the Institute of the Chartered Accountants of

India (the ICAI) will not be applicable to it, as the Company has

been following different methods of depreciation in subsidiaries

and in Consolidated Financial Statements since inception and

as required by Ind AS 101 read with Ind AS 16 has continued

the methods of providing depreciation even under Ind AS

regime. The Parent Company accordingly continued to provide

depreciation in its Consolidated Financial Statements by

straight line method, which is different as compared to the

written down value method considered appropriate by two of

its subsidiaries.

Reliance Power Limited

Directors’ Report

The other observations and comments given by the Auditors in

their report, read together with notes on ﬁnancial statements

are self explanatory and hence do not call for any further

comments under section 134 of the Act.

Cost Auditors

Pursuant to the provisions of the Act and the Companies

(Audit and Auditors) Rules, 2014, the Board of Directors have

appointed M/s. V. J. Talati & Co., Cost Accountants, as the Cost

Auditors in respect of its 45 MW Wind Farm Power Project at

Vashpet, Dist. Sangli, Maharashtra, for the ﬁnancial year ending

March 31, 2021 subject to the remuneration being ratiﬁed by

the shareholders at the ensuing AGM of the Company. The

Provisions of Section 148(1) of the Act are applicable to the

Company and accordingly the Company has maintained cost

accounts and records in respect of the applicable products for

the year ended March 31, 2020.

Secretarial Standards

During the year under review, the Company has complied with

the applicable Secretarial Standards issued by The Institute of

Company Secretaries of India (ICSI).

Secretarial Audit & Secretarial Compliance Report

Pursuant to the provisions of Section 204 of the Act read with

the Companies (Appointment and Remuneration of Managerial

Personnel) Rules, 2014, the Board has appointed M/s. Ajay

Kumar & Co., the Company Secretaries in Practice, to undertake

the Secretarial Audit of the Company.

There is no qualiﬁcation, reservation or adverse remark made by

the Secretarial Auditor in the Secretarial Audit Report except

for delay in ﬁling of the ﬁnancial results for the quarter and

ﬁnancial year ended March 31, 2019, within speciﬁed date

due to unavailability of some directors because of indisposition

/ other unavoidable reasons.

The Report of the Secretarial Auditor is attached herewith as

Annexure – B.

Annual Return

As required under Section 134(3)(a)of the Act, the Annual

Returns for the ﬁnancial years 2018-19 and 2019-20 is

uploaded on the Company’s website and can be accessed at

http:// www.reliancepower.co.in.

Particulars of Employees and Related Disclosures

In terms of the provisions of Section 197(12) of the Act

read with Rule 5(2) & 5(3) of the Companies (Appointment

and Remuneration of Managerial Personnel) Rules, 2014, as

amended, a statement showing the names and other particulars

of the employees drawing remuneration in excess of the limits

set out in the said Rules are provided in the Annual Report,

which forms part of this report.

Disclosures relating to the remuneration and other details as

required under Section 197(12) of the Act read with Rule

5(1) of the Companies (Appointment and Remuneration of

Managerial Personnel) Rules, 2014, as amended, also form

part of this Annual Report.

However, having regard to the provisions of ﬁrst proviso to

Section 136(1) of the Act, the Annual Report excluding the

aforesaid information, is being sent to all the members of the

Company and others entitled thereto. The said information is

open for inspection and any member interested in obtaining

the same may write to the Company Secretary and will be

furnished on request.

Conservation of Energy, Technology Absorption and Foreign

Exchange Earnings and Outgo

The particulars as required to be disclosed in terms of Section

134(3)(m) of the Act read with Rule 8 of the Companies

(Accounts) Rules, 2014, are given in Annexure – C forming part

of this Report.

Corporate Governance

The Company has adopted ‘Reliance Group-Corporate

Governance Policies and Code of Conduct’, which sets

out the systems, processes and policies conforming to the

international standards. The report on Corporate Governance

as stipulated under Regulation 34(3) read with para C of

Schedule V of the Listing Regulations is presented in a

separate section forming part of this Annual Report.

A certiﬁcate from the Practicing Company Secretaries M/s.

Ajay Kumar & Co., conforming compliance to the conditions of

Corporate Governance as stipulated under Para E of Schedule

V to the Listing Regulations is enclosed to this Report

Whistle Blower (Vigil Mechanism)

In accordance with Section 177 of the Act and the Listing

Regulations, the Company has formulated a Vigil Mechanism

to address the genuine concerns, if any, of the Directors and

employees, the policy has been overseen by Audit Committee.

The details of the same have been stated in the Report on

Corporate Governance and the policy can also be accessed

on the Company’s website http://www.reliancepower.co.in.

Risk Management

The Company continues to have a robust Business Risk

Management framework to identify, evaluate business

risks and opportunities. The Risk Management Committee

comprises of Directors and senior managerial personnel.

This framework aims at transparency to minimize the adverse

impact, if any, on the business objectives and enhances

the Company’s competitive advantage. The business risk

framework deﬁnes the risk management approach including

documentation and reporting at various levels across the

enterprise. The framework has different risk models which

help in identifying risk, trends, exposure and potential impact

analysis at each business segment as well as Company

level. The risks are assessed for each project and mitigation

measures are initiated both at the project as well as the

corporate level. More details on Risk Management indicating

development and implementation of Risk Management policy

including identiﬁcation of elements of risk and their mitigation

are covered in Management Discussion and Analysis section,

which forms part of this Report.

The details of the Risk Management Committee and its terms

of reference etc. are set out in the Corporate Governance

Report forming part of this Report.

Compliance with provisions of Sexual Harassment of

Women at workplace (Prevention, Prohibition and

Redressal) Act, 2013

The Company is committed to protect and maintain the

dignity of women employees and it has in place a policy for

the prevention and redressal of such complaints to ensure

the protection against sexual harassment of women at

workplace. During the year under review, no such complaint

was received. The Company has also constituted an Internal

Reliance Power Limited

Directors’ Report

Compliance Committee under the Sexual Harassment of

Women at workplace (Prevention, Prohibition and Redressal)

Act, 2013.

Corporate Social Responsibility

The Company has constituted Corporate Social Responsibility

(CSR) Committee in compliance with the Section 135 of the

Act read with the Companies (Corporate Social Responsibility

Policy) Rules, 2014. The CSR Committee has formulated a

Corporate Social Responsibility Policy (CSR policy) indicating

the activities to be undertaken by the Company.

The CSR policy may be accessed on the Company’s

website at the link https://www.reliancepower.co.in/

documents/2181716/2359750/CSR_Policy.pdf/8bdf02cb-

4f44-5ff6-aab9-f70cce3f92b7.

As on March 31, 2020, the CSR Committee of the Board

consist of Smt. Rashna Khan as Chairperson, Shri K Ravikumar,

Shri D. J. Kakalia and Shri K Raja Gopal, Directors as members.

The disclosures with respect to CSR activities forming part of

this report is given as Annexure - D.

Orders, if any, passed by Regulators or Courts or Tribunals

No orders have been passed by the Regulators or Courts

or Tribunals which impact the going concern status of the

Company and its operations.

Internal Financial Controls and their adequacy

The Company has in place adequate internal ﬁnancial controls

with reference to ﬁnancial statement across the organisation.

The same is subject to review periodically by the internal

audit cell for its effectiveness. During the ﬁnancial year, such

controls were tested and no reportable material weaknesses

in the design or operations were observed. The Statutory

Auditors of the Company also test the effectiveness of

Internal Financial Controls in accordance with the requisite

standards prescribed by ICAI. Their expressed opinion forms

part of the Independent Auditor’s report.

Business Responsibility Report

Business Responsibility Report for the year under review as

stipulated under Listing Regulations is presented in a separate

section forming part of this Annual Report.

Acknowledgements

Your Directors would like to express their sincere appreciation

for the cooperation and assistance received from

shareholders, debenture holders, debenture trustee, bankers,

financial institutions, regulatory bodies and other business

constituents during the year under review. Your Directors

also wish to place on record their deep sense of appreciation

for the commitment displayed by all executives, officers

and staff, resulting in the Company achieving a number of

milestones during the year.

For and on behalf of the Board of Directors

Anil Dhirubhai Ambani

Chairman

Mumbai

May 09, 2020

Reliance Power Limited

Directors’ Report

Following is the summary of the policy as approved by the

Nomination and Remuneration Committee (NRC) of the Board:

1. Introduction

1.1 The Company considers human resources as an

invaluable asset. The policy is intended to harmonize

the aspirations of the directors / employees with

the goals and objectives of the Company;

1.2 As part of a progressive HR philosophy, it

is imperative for the Company to have a

comprehensive compensation policy which has

been synchronised with the industry trends and is

also employee friendly.

2. Objectives

2.1 Broad objective is to attract and retain high

performing resources.

2.2 The remuneration policy aims at achieving the

following speciﬁc objectives:

2.2.1 To attract highly competent human resources

to sustain and grow the Company’s business;

2.2.2 To build a performance culture by aligning

performance of individuals with the business

objectives of the Company;

2.2.3 To ensure that annual compensation

review considers Industry/business outlook

and strategies adopted by industry peers,

differentiates employees based on their

performance and also adequately protects

employees, especially those in junior cadres,

against inﬂationary pressures;

2.2.4 To retain high performers at all levels and

those who are playing critical roles in the

Company.

3. Scope and Coverage

In accordance with the provisions of the Companies

Act, 2013, (the ‘Act’), the NRC of the Board has been

constituted, inter-alia, to recommend to the Board the

appointment and remuneration of Directors, KMPs and

persons belonging to the Senior Management cadre.

4. Deﬁnitions

4.1 ‘Director’ means a director appointed to the Board

of the Company.

4.2 ‘Key Managerial Personnel’ in relation to the

Company means -

i) the Chief Executive Ofﬁcer or the Managing

Director or the Manager

ii) the Company Secretary

iii) the Whole-time Director

iv) the Chief Financial Ofﬁcer; and

v) such other ofﬁcer as may be prescribed under

the Act.

4.3 ‘Senior Management’ refers to the personnel of the

Company who are members of its core management

team excluding the Board of Directors and

comprises of all the members of the Management,

one level below the Executive Director, if any.

5. Policy

5.1 Remuneration i.e. Cost-to-Company (CTC) shall

comprise of two broad components; ﬁxed and variable.

5.2 Fixed portion comprises of Base pay and Choice pay

components.

5.3 Variable pay termed as Performance Linked Incentive

(PLI) comprises of a pre-determined maximum

amount that can be paid as % at the end of the

performance year based on the composite score

achieved during the relevant performance year.

5.4 Performance Year shall be from 1

April to 31

March.

5.5 PLI is based on the following dimensions with

indicated weightages for computing the Composite

score based on:

(a) Individual performance rating;

(b) Function/Project Annual Operating Plan (AOP)

achievement rating; and

6. Payout Mechanism

6.1 Fixed pay gets paid on a monthly basis, net of retirals

and taxes.

6.2 Retirals are 12% of basic pay for Provident Fund and

4.81% of basic pay towards Gratuity.

6.3 All payments are made with TDS implemented.

7. Annual Compensation Review

The compensation review year will be from 1

July to

June. The annual compensation review, as part of the

Performance Management System (PMS) cycle, shall be

guided by:

7.1 Industry/business outlook;

7.2 Strategies adopted by industry peers;

7.3 Employee differentiation based on individual

performance rating (achieved during the applicable

performance year); and

7.4 Protection of employees, especially those in junior

cadres against inﬂationary pressures.

8. Retention Features as part of Compensation Package

8.1 Based on the organizational need for retaining

high performing employees and also those who

are playing critical roles from time to time, certain

retention features may be rolled out as part of the

overall compensation package. These may take form

of Retention Bonus, Special Monetary Programs,

Long-term Incentives, etc.

8.2 While attracting talent in critical positions also, such

retention features could be incorporated as part of

the compensation package.

9. Modiﬁcations / Amendments / Interpretation

The policy is subject to modiﬁcations, amendments and

alterations by the Management at any time without

assigning any reason or without giving any prior intimation to

the employees. In case of any ambiguity, the interpretation

provided by the Corporate HR team shall be ﬁnal.

Annexure A

Policy on Appointment and remuneration for Directors, Key Managerial Personnel and Senior Management Employees

Reliance Power Limited

Directors’ Report

Annexure B

Form No. mr- 3

SECrETArIAL AUDIT rEPorT

For THE FINANCIAL YEAr ENDED oN 31

mArCH, 2020

[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

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 authorised representatives during the

conduct of Secretarial Audit, I hereby report that in my opinion, the Company has, during the audit period from 1

April, 2019

to 31

March, 2020 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 year ended on 31

March, 2020 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 to the extent of applicability to the

Company;

(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;

(d) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase

Scheme) Guidelines, 1999; (Not applicable during the audit period)

(e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;

(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, 2009; (Not applicable during

the audit period)

(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998; (Not applicable during the

audit period) and

(i) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,2015

Note: During the year, the Company is fully compliant with the mandatory requirements of the Listing Regulations,

except for approval of ﬁnancial results for the quarter and ﬁnancial year ended March 31, 2019, within prescribed

due date, for which the Company has paid the ﬁne in terms of circular No. SEBI/HO/CFD/CMD/CIR/P/2018/77

dated May 3, 2018.

Reliance Power Limited

Directors’ Report

(vi) Other Laws Speciﬁcally applicable to the Company

(a) The Electricity Act, 2003 and the rules made thereunder

I have also examined compliances 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 Director, Non-Executive Directors,

Woman Director and Independent Directors. During the year there was no change in composition of the Board of Directors.

(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, and a system exists for seeking and obtaining further information and clariﬁcations on the agenda

items before the meeting and for meaningful participation of the directors at the meetings.

(iii) 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.

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) The Company has passed Special resolution under Section 42 and 71 of Companies Act, 2013 at the Annual General Meeting

held on 30.09.2019 authorising Board of Directors for Private Placement of Non-Convertible Debentures and other debt

securities subject to such overall borrowing limits of the Company as may be approved by the Members from time to time.

(ii) The Company has shifted its registered ofﬁce from H Block, 1

Floor, Dhirubhai Ambani Knowledge City, Navi Mumbai -

400710 to Reliance Centre, Ground Floor, 19, Walchand Hirachand Marg, Ballard Estate, Mumbai - 400001 i.e. within the

local limits and within the jurisdiction of same Registrar of Companies w.e.f. 30.08.2019 by passing resolution by circulation.

(iii) Mr. Shrenik Vaishnav has resigned as Chief Financial Ofﬁcer of the Company w.e.f. 31.03.2020 from close of business hours.

Signature Sd/-

(Ajay Kumar)

Ajay Kumar & Co.

FCS No. 3399

C.P. No. 2944

UDIN: F003399B000191147

Date : April 30, 2020

Place: Mumbai

Reliance Power Limited

Directors’ Report

Annexure C

Disclosure under Section 134(3)(m) of the Act, read with Rule 8 of the Companies (Accounts) Rules, 2014

A. Conservation of energy

i. The steps taken or impact on conservation of energy

The Company has speciﬁed the energy consumption standards for the equipment used which consumes, generates,

transmits or supplies energy. Labels on equipment are maintained to indicate the extent of conservation of energy. The

measures have helped in improving the overall energy efﬁciency.

All the wastage at Reliance Centre Santacruz are either reused or recycled. For example, Food wastes are reused by

converting into manure through in-house vermicompost machine. Other wastes such as paper/cardboard, hazardous

wastes, electronic wastes are recycled through authorised recyclers.

At Reliance Centre Santacruz, we have several provisions for Specially-abled employees such as non-slippery ramps to

the main entrance of the building and reception, dedicated car parking next to the lift lobby, dedicated washrooms at

all ﬂoors etc.

Reliance Centre Santacruz is an IGBC certiﬁed Green Building under “IGBC GOLD” Rating category for existing buildings

(with 74 points) - #EB 19 0033.

Reliance Centre Santacruz is also certiﬁed under ISO 14001:2014 (Environmental Management System, which

demonstrate the commitment of Management towards environment related issues and concerns).

ii. The steps taken by the Company for utilizing alternate sources of energy

The Company has a Wind Farm with 45 MW capacity, located at Vashpet in District Sangli, Maharashtra. Since the

project uses the renewable wind energy towards generation of electricity, utilisation of no other alternative sources of

energy was explored.

iii. The capital investment on energy conservation equipments

No additional investment was made for the above purpose.

B. Technology absorption

i. The efforts made towards technology absorption: None

ii. The beneﬁts derived like product improvement, cost reduction, product development or import substitution: N.A.

iii. In case of imported technology (imported during the last three years reckoned from the beginning of the ﬁnancial year):

N.A.

a. the details of technology imported.

b. the year of import.

c. whether the technology have been fully absorbed.

d. if not fully absorbed, areas where absorption has not taken place and the reasons thereof.

Wind Turbines installed as part of wind farm are sourced from an Indian entity which in-turn sourced critical components

from overseas locations, mainly Europe. No efforts were required to be made to absorb the technology.

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 : ` 14,906 lakhs

Total Foreign Exchange outgo : ` 1 lakhs

Reliance Power Limited

Directors’ Report

Annexure D

Annual Report on Corporate Social Responsibility (CSR) activities for the Financial Year 2019-20

1. A brief outline of the Company’s CSR policy, including overview of projects or programmes proposed to be undertaken

and a reference to the web-link to the CSR policy and projects or programmes

The Company has a robust CSR Policy at the group level.

The Company as a responsible corporate entity endeavours to transform lives to help build more capable and vibrant

communities by integrating CSR with its business values and strengths. Based on its guiding philosophy, the Company has

formulated on a consolidated basis, a policy for social development with a thrust in the areas of healthcare, education,

sanitation, environment sustainability and rural transformation.

Committed to transform and nurture the ecosphere through its ﬂagship programme in the healthcare segment, the Company

has been focusing on setting up oncology centres for cancer treatment in Maharashtra. Our CSR policy is placed on our

website at the link: https://www.reliancepower.co.in/documents/2181716/2359750/CSR_Policy.pdf/8bdf02cb-4f44-

5ff6-aab9-f70cce3f92b7.

2. Composition of the CSR Committee

Smt. Rashna Khan, Chairperson Independent Director

Shri K. Ravikumar Independent Director

Shri D. J. Kakalia Independent Director

Shri K. Raja Gopal Whole-time Director

3. Average net proﬁt of the Company for last three ﬁnancial years:

` (17,922) lakhs

4. Prescribed CSR Expenditure (two percent of the amount as in Item 3 above):

Not Applicable

5. Details of CSR spent during the ﬁnancial year:

a. Total amount spent for the ﬁnancial year : NA

b. Amount unspent, if any : NA

c. Manner in which the amount spent during the ﬁnancial year is detailed below:

(` in crore)

1. 2. 3. 4. 5. 6. 7. 8.

SN CSR Projects

or activities

identiﬁed

Sector in which

the project is

covered

Project or program

(1) Local area of other

(2) Specify the state and

district where projects

or program was

undertaken

Amount

outlay

(Budget)

project or

programs

wise

Amount spent

on the project

or programs

Cumulative

expenditure

up to the

reporting

period

Amount

spent:

Direct or through

imple-menting

agency

Not Applicable

6. In case the company has failed to spend the two percent of the average net proﬁt of the last three ﬁnancial years or any

part thereof, the company shall provide the reason for not spending the amount in its Board report.

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 CSR during the year under review.

7. A Responsibility Statement of the CSR Committee that the implementation and monitoring of the CSR Policy, is in

compliance with CSR objectives and policy of the company.

The implementation and monitoring of CSR Policy is in compliance with the CSR objectives and policy of the Company.

K. Raja Gopal Rashna Khan

Whole-time Director Chairperson

May 08, 2020

Reliance Power Limited

Management Discussion and Analysis

Forward looking statements

Statements in this Management Discussion and Analysis

of Financial Condition and Results of Operations of the

Company describing the Company’s objectives, expectations

or predictions may be forward looking within the meaning

of applicable securities laws and regulations. Forward

looking statements are based on certain assumptions and

expectations of future events.

The Company cannot guarantee that these assumptions and

expectations are accurate or will be realised. The Company

assumes no responsibility to publicly amend, modify or revise

forward-looking statements, on the basis of any subsequent

developments, information or events. Actual results may

differ materially from those expressed in the statement.

Important factors that could inﬂuence the Company’s

operations include cost of fuel, determination of tariff and

such other charges and levies by the regulatory authority,

changes in Government regulations, tax laws, economic

developments and such other factors.

The ﬁnancial statements of the Company have been prepared

in accordance with the provisions of the Companies Act, 2013

(the Act) and comply with the Companies (Indian Accounting

Standards) (Ind AS) Rules, 2015, which have been notiﬁed

by the Central Government on February 16, 2015. The

Management of Reliance Power Limited (“Reliance Power”

or “the Company”) has used estimates and judgments relating

to the ﬁnancial statements on a prudent and reasonable basis,

in order that the ﬁnancial statements reﬂect in a true and fair

manner, the state of affairs and proﬁt/(loss) for the year.

The following discussions on our ﬁnancial condition and

results of operations should be read together with our

audited consolidated ﬁnancial statements and the notes to

these statements included in the Annual Report.

Unless otherwise speciﬁed or the context otherwise requires,

all references herein to “we”, “us”, “our”, “the Company”,

“Reliance” or “Reliance Power” are to Reliance Power Limited

and/or its subsidiary companies.

Indian Power Sector

The Indian power sector in 2019-20 has been characterised

by a less than targeted addition to installed generation

capacity; decline in pace of growth in power generation; low

capacity utilisation; subdued electricity demand; narrowing

of energy deﬁcits; increase in power purchase from power

exchanges; Aggregate Technical and Commercial losses

(AT & C Losses) and Cost and Tariff rate gap (ACS – ARR)

above target; increase in outstanding dues of DISCOMs and

bankruptcy of large generation assets.

Government has been taking several initiatives to address

the challenges faced by the power sector like steps

towards implementation of recommendations of the High

Level Empowered Committee to address issues of Stressed

Thermal Power Projects, removal of end-use restrictions for

participating in coal mine auctions and opening up the coal

sector fully for commercial mining by domestic and global

companies; opening and maintaining of adequate Letter of

Credit (LC) as Payment Security Mechanism (PSM) under

Power Purchase Agreements (PPAs) by DISCOMs; treating

letter of comfort (undertaking) issued by state-run ﬁrms such

as PFC, REC and IREDA at par with bank guarantees to reduce

procedural delays for bidding in clean energy projects; and

removal of tariff cap on solar and wind power auctions.

However, the emerging economic disruption caused by the

COVID-19 pandemic has added to the challenges facing

the power sector. There has been a sharp decline in the

electricity demand, by 20 to 25%, primarily from industrial

and commercial consumer segments, arising from lockdown

announced by the Government to contain the outbreak of

COVID-19. To provide relief to consumers, various State

Governments / Discoms have extended due date of bill

payments. As a consequence, revenue loss and average

lower realisation by DISCOMs has led to Generating and

Transmission companies struggling to collect their receivables

from DISCOMs to sustain their levels of operations.

Recognising the challenges faced by DISCOMs, Ministry of

Power (MoP) has initiated several measures like reduction of

late payment surcharge (LPS) and reduction of 50% in the

Letter of Credit mechanism required to be maintained by the

DISCOMs when scheduling power.

To address the liquidity challenges emerging from the

lockdown and consequent economic impact, Reserve Bank

of India (RBI) allowed banks to grant moratorium period for

all principal and interest payments and permitted to defer

recovery of interest applied on working capital facilities during

the three month period of 1st March, 2020 to 31st May

2020. In order to provide relief to generating companies and

increase liquidity in the system, Coal India Limited allowed

the facility of usance letter of credit for payment of coal.

Demand and supply outlook

On the demand side India’s per capita power consumption is at

~1181 kWh/ year (as on March, 2019), which is about one-

third of the world’s average ~3400 kWh/ year consumption.

Growing population along with increasing electriﬁcation and

per-capita usage, and expansion in economic activities are

expected to drive growth in power consumption.

However, in FY 2019-20, peak power demand growth

moderated to 3.8 percent and demand growth in energy

terms was 1.2 percent. The economy hit a multi-quarter

low and going forward, the electricity demand is expected to

contract owing to global recession, largely driven by slippages

in commercial and industrial demand. With the industrial

and commercial sector together accounting for nearly 50%

of the country’s electricity consumption, a decline in their

consumption would no doubt weigh down on overall demand

of generation accordingly.

Although there has been an increase in installed power

generation capacity in 2019-20 from the year ago, it falls

well short of the set target, mainly due to the lower capacity

addition by the conventional power sources, which dominate

the country’s power mix (77% of installed generation

capacity).

There has been a progressive shift towards renewable sources

(wind, solar, bio and small hydro). In the last 5 years, the

share of renewable energy in the installed capacity has

increased from ~12% (32 GW in March 2015) to ~23% (87

GW in March 2020).

Low demand scenario impacted performance of coal-based

thermal power generation, the source of two-thirds of energy

supply, which saw a decline of 12.5 percent YoY. PLF of coal-

Reliance Power Limited

Management Discussion and Analysis

based thermal plants was at 56 percent for FY 2019-20. In

the near-term, the challenge is to mitigate the adverse impact

of COVID-19.

Key risks and concerns

Power sector is a highly capital intensive business with long

gestation periods before commencement of revenue streams,

especially for projects using conventional technology. Coal-

based power projects have average development and

construction period of 7 to 8 years and an even longer

operating period (over 25 years). Since most of the projects

have such a long time frame, there are certain inherent risks

in both, internal and external environment. The Company

monitors the external environment and manages its internal

environment to mitigate the concerns on a continuous basis.

Some of the key areas that need continuous monitoring within

the sector are:

1. Weak ﬁnancial condition of electricity distribution

Companies

The ﬁnancial health of electricity DISCOMs is an area of

key concern threatening the very viability of the power

sector. DISCOMs are the weakest link in the electricity

supply chain and have been suffering on account of

operational inefﬁciencies; inadequate investments in

distribution network as well as lack of timely and adequate

tariff revisions to help recover costs.

Recognising the difﬁculties faced by the DISCOMs, the

Government has implemented a set of comprehensive

measures under UDAY (Ujwal DISCOM Assurance

Yojana) to help utilities achieve operational and ﬁnancial

turnaround. Effective implementation of the UDAY

scheme will yield favourable results in terms of lower

AT&C losses, reduced gap between ACS and ARR (Cost

and Tariff rate) and improved operational efﬁciency of

DISCOMs. Additionally, efforts from Energy Efﬁciency

Services (EESL) to replace 250 million conventional

meters with smart meters can improve billing efﬁciency,

leading to higher revenue realisation by DISCOMs. The

turnaround of DISCOMs will help generating companies

in mitigating counter party risks both in terms of payment

security and increased demand for power.

2. Power Demand and Plant Load Factor (PLF) of Thermal

Power Plants

Power demand in India has grown at a CAGR of more

than 4.4 percent in last 5 years. Growth in electricity

demand has been met by rapid capacity addition of

thermal projects, which has taken place in the last ﬁve

years. However, rapid addition of renewable capacity in

the last two years and lower than envisaged growth in

demand for electricity, has led to lower PLF of thermal

power plants. National Electricity Plan (NEP) of the

Central Electricity Authority (the CEA) estimates that the

PLF of coal based stations is likely to be around 56.5

percent by FY 2021-22, taking into considerations likely

demand growth of 6.34 percent (CAGR) and 175 GW

capacity from renewable energy sources. However, the

thermal based power plants would continue to remain

the mainstay for meeting the base load requirements

considering the intermittent nature of supply from

renewable sources.

3. Gas - Continuing supply deﬁcit

Viability of existing as well as newly developed gas-

based power plants, aggregating to nearly 24 GW

capacity, is adversely impacted due to lack of adequate

domestic gas supply in the country. This industry-wide

issue, which has led to practically entire gas-based

capacity in the country getting stranded, continues to

await a long-term resolution.

4. Implementation of New Environment (Protection)

Norms

With notiﬁcation of the Environment (Protection)

Amendment Rules, 2015, all coal-based power plants

are required to meet the revised emission standards

within the stipulated period. For complying with the

new environment norms, the developers would need

to undertake additional capital expenditure. In order

to facilitate the smooth implementation of the same,

the Ministry of Power (MOP) vide its letter dated

May 30, 2018 has issued directions to the CERC and

other State regulators to consider the revised emission

standards as Change in Law (CIL) and accordingly

devise an appropriate regulatory mechanism to address

the impact on tariff. In the present sector context,

banks and ﬁnancial institutions are not forthcoming to

ﬁnance the additional capital expenditure arising from

implementation of new environment norms. Certainty

in cost recovery on account of additional capital and

operational cost under concluded long-term and

medium-term PPAs will hold key to timely completion

of additional capital expenditure.

Sasan Ultra Mega Power Project, developed by Sasan

Power Ltd., is the most competitive thermal power

supplier for all its procurers; has a long-term Power

Purchase Agreement (PPA) in place and a strong

payment security mechanism mitigating risks relating

to demand and weak ﬁnancial condition of distribution

companies. Further, it has a captive coal mine, which

provides complete fuel security. During FY 2019-20,

Sasan achieved Plant Load Factor (PLF) of 95.85%,

which is the highest in the country, for the second

successive year. Rosa Power Project, developed by Rosa

Power Supply Company Ltd., operates under a cost-

plus business model wherein tariffs are determined by

the State Regulator under Section 62 of Electricity

Act. Rosa Power too has a long-term PPA in place

and has a three-tier payment security mechanism

mitigating demand & payment related risks. Rosa has

always achieved higher fuel supply materialisation and

has recorded consistently high plant availability, with

FY 2019-20 witnessing a plant availability of 98%.

Sasan Power and Rosa Power have been working in right

earnest on regulatory, procurement and ﬁnancing tracks

towards implementation of projects to comply with

new environmental norms. Your Company’s renewable

portfolio is fully contracted thus mitigating demand

risks.

As brought out above, your Company’s operating

portfolio is signiﬁcantly insulated from sector speciﬁc

risks.

Reliance Power Limited

Management Discussion and Analysis

Internal Financial Control and Systems

The Company has put in place internal control systems and

processes which are commensurate with its size and scale

of its operations. The system has control processes designed

to take care of various control and audit requirements. The

Company has a robust Internal Audit function which oversees

the implementation and adherence to various systems and

processes. The internal audit function reviews and ensures the

sustained effectiveness of Internal Financial Controls designed

by the Company. The internal audit team is supported by

the reputed audit ﬁrms to undertake the exercise of Internal

Audit at various project locations. The report of the Internal

Auditors is placed at the Audit Committee of the Board and

the improvements in systems and processes are carried out

where necessary.

Risk Management Framework

The Company has also put in place a Risk Management

Framework, both at the corporate as well as at the project

level, which provides a process of identifying, assessing,

monitoring, reporting and mitigating various risks at all

levels, at periodic intervals. The Risk Management process is

supervised by the Risk Management Committee of the Board.

The said Committee has been continued having regard to

its usefulness although it is not a mandatory requirement

pursuant to the Listing Regulations. The Committee

undertakes a review of the risks as well as the status of the

mitigation plans.

Discussion on Operations of the Company

The Company is in the business of setting up and operating

power projects and development of coal mines associated

with such projects. The Company has built a portfolio of

power projects and coal mines. Of the power projects in

its portfolio, the projects aggregating to ~ 5945 MW are

operational while the other power projects are under various

stages of development.

i. Sasan Ultra Mega Power Project, 3,960 MW pithead

coal-based Project in Madhya Pradesh

The 3,960 MW Sasan Ultra Mega Power Project (the

Sasan UMPP), the world’s largest integrated power plant

cum coal mine continued to deliver strong operating

performance among the peers, with a generation

of ~33341 million units at the highest ever PLF of

~95.85%, which is the highest PLF in the country, a

distinction achieved for the second successive year in

its operational history of ﬁve years of full operations.

Coal production from its captive coal mines was 18.7

Million Metric Tons during the year, which is the highest

among the private sector players in India. Including

the overburden handled at 74.7 Million CuM, total

volume handled at Sasan Coal Mine during the year is

87.2 Million CuM, making it the largest coal mine in

the Country in terms of the volume handled. The power

generated from the Sasan UMPP is sold to 14 Discoms

across 7 States under a 25 year long-term PPA.

ii. Rosa, 1,200 MW coal-based power project in Uttar

Pradesh

Rosa power plant completed another year with excellent

operational and ﬁnancial performance. In its 8th year

of full operations, the plant generated 6041 MUs of

electricity. The entire electricity generated from the

project is sold to the State of Uttar Pradesh under a

cost-plus regulated PPA.

iii. Butibori, 600 MW coal-based power project in

Maharashtra

The 600 MW Butibori power plant in Nagpur, Maharashtra

was not operational during the year due to protracted

delays in issuance of regulatory orders and lack of fuel

supply for one of the units.

iv. Vashpet, 45 MW wind farm in Maharashtra

The Company has set up a 45 MW Wind Farm in Sangli

District of Maharashtra. During FY 2019-20, the project

generated 70.44 MUs of electricity.

v. Dhursar, 40 MW Solar Photovoltaic (PV) power project

in Rajasthan

Dhursar Solar Power Private Limited (DSPPL) has set up

a 40 MW Solar PV Plant in Jaisalmer district of Rajasthan.

Electricity from this project is sold under a PPA for a

period of 25 years. During FY 2019-20, the project

generated 58.63 MUs of electricity.

vi. 100 MW Solar CSP in Rajasthan

Rajasthan Sun Technique Energy Private Limited

(RSTEPL), a wholly-owned subsidiary, has commissioned

the 100 MW Concentrated Solar Power Project (CSP) in

Jaisalmer, Rajasthan in FY 2014 - 15. During FY 2019-

20, project generated 74.51 MUs of electricity.

vii. Krishnapatnam Ultra Mega Power Project (the

Krishnapatnam UMPP), 3,960 MW imported coal-

based Project in Andhra Pradesh

Coastal Andhra Power Limited (CAPL), a wholly owned

subsidiary of the Company is responsible for development

of the Krishnapatnam UMPP. The Project has been

facing viability challenges consequent upon changes

in the regulations in Indonesia from where coal was

intended to be imported for the Project. As the issue

could not be resolved through mutual discussions with

Procurers and Procurers issued notice of PPA termination

& demanded liquidated damages, the Company sought

to initiate arbitration and approached Hon’ble Delhi

High Court. Following the order by Division Bench of

Hon’ble Delhi High Court, the Procurers encashed the

bank guarantees available with them and recovered

` 300 Crore as the liquidated damages. In accordance

with the direction of the Hon’ble Delhi High Court, CAPL

has ﬁled a petition in CERC. Pursuant to provisions of

Share Purchase Agreement for acquisition of CAPL, the

Company has approached Power Finance Corporation, the

nodal agency which facilitated international competitive

bidding for Krishnapatnam UMPP, for buyback of CAPL.

viii. 3,960 MW coal-based power project in Madhya

Pradesh

Chitrangi Power Private Limited (CPPL), a wholly owned

subsidiary of the Company, had taken up development

of a 3960 MW coal-based power project in Madhya

Pradesh. In view of the current power sector scenario,

especially the demand-supply outlook, implementation

of this project has been kept in abeyance.

Reliance Power Limited

Management Discussion and Analysis

ix. Samalkot Power Project (SMPL)

The Parent Company, had entered into a Memorandum

of Understanding (MOU) with the Government of

Bangladesh (GoB) for developing a gas-based project

of a 3000 MW capacity in a phased manner. Pursuant

to the above, Reliance Bangladesh LNG and Power

Limited (RBLPL), subsidiary of the Parent Company has

taken steps to conclude a long-term 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 (Phase-1). The project agreements

(comprising Power Purchase Agreement, Land Lease

Agreement, Gas Supply Agreement and Implementation

Agreement) were signed on 1st September 2019.

Parent Company also concluded agreements with JERA

Power International (Netherlands) - a subsidiary of JERA

Co. Inc. (Japan) to invest 49% equity in RBLPL on 2nd

September 2019. JERA owns/ has domestic investments

in 26 power projects with 67 GW of generating capacity

in Japan and nearly 10 GW of generating capacity

overseas (including projects under development).

SMPL has signed an Equipment Supply Contract on 11th

March 2020 to sell one module for development of the

Phase-1 project in Bangladesh.

x. Hydroelectric Power Projects

The Company is developing various hydroelectric power

projects, aggregating to 3438 MW capacity, located in

Arunachal Pradesh, Himachal Pradesh and Uttarakhand.

These projects are in different stages of development.

Hydroelectric power projects by nature have long

gestation periods and require clearances from various

authorities before commencement of construction

activities. Some of these projects have achieved

signiﬁcant development milestones. However, given the

current power sector scenario, expected tariffs of hydro

projects and consequent reluctance of Discoms to enter

into long-term PPAs for hydro power, the development

efforts on these projects have been kept in abeyance.

Coal Mines

The Company has been allocated coal mines in India along

with the UMPP. The Moher and Moher Amlohri Extension

coal block, a captive coal block allocated to Sasan Power

Limited (SPL), is fully operational.

During the year 2015-16, the Government of India cancelled

the allocation of Chhatrasal Coal Block to SPL and restricted

annual coal production from Moher and Moher Amlohri

Extension coal mine to 16 Million Metric Tonnes. The

Company has challenged the above directions of the MoC

in Hon’ble High Court of Delhi by way of a Writ Petition,

which is pending. Based on representations of SPL and

recommendations made by the Inter Ministerial Committee

(IMC), the Ministry of Coal (MoC) has been relaxing the

restriction on annual basis and has allowed to produce 18.7

Million Metric Tonnes of coal during FY 2019–20, which

ensured complete fuel security for Sasan UMPP.

The Company also has coal mine concessions in Indonesia.

Coal Bed Methane (CBM) Blocks

The Company has stakes in four Coal Bed Methane (CBM)

blocks. Drilling and production testing work of exploration

phase - I has been completed in one of the CBM blocks.

Other three blocks have since been relinquished.

Health, safety and environment and Corporate Social

Responsibility (CSR)

The Company attaches utmost importance to the operational

safety standards at all its installations. Necessary proactive

and preventive measures are regularly undertaken to ensure

that the standards are followed for the safety of employees

and equipment. Both external and internal safety audits,

as well as mock drills are conducted time to time to gauge

emergency and crisis management preparedness.

Corporate Social Responsibility has always been an integral

part of Reliance Group’s vision. The Company ﬁrmly believes

in the commitment to all its stakeholders. Special emphasis

is laid on empowering local communities around all the

business units. The Company undertakes social interventions

in the ﬁeld of Healthcare, Education, Rural Transformation,

Swachh Bharat Abhiyan and Environment. The programmes

are designed after identifying the needs of the community

and are integrated into the annual operating business plans

with measurable goals. Our CSR programmes have received

numerous awards and accolades over the years from

renowned organisations like FICCI, World CSR Congress,

Bombay Chambers of Commerce & Industry (BCCI), India

CSR and The CSR Journal.

Human Resources

The Company strongly believes its employees are the most

valuable asset and the strategic differentiator. With this

focus in mind, Reliance Power has taken various initiatives

towards aligning its HR processes with its business strategy.

Our endeavour is to provide a work environment where

continuous learning and development takes place to meet

the changing demands and priorities of the business.

The Company has a rich blend of millennial and experienced

employees. We have 1533 highly trained and experienced

professionals pan India. We take immense pride in the

technical and functional excellence of our employees. We

impart much importance to learning and development of our

employees. Our well laid down career progression plans help

in seamless transfer of knowledge to the younger generation

and shape them as future leaders.

Reliance Power Limited

Management Discussion and Analysis

Discussion on Financial Condition and Financial Performance

An extract of the Consolidated Balance Sheet is placed below:

` in lakhs

Particulars

As at

March 31,

2020

As at

March 31,

2019

Assets

Property, Plant and Equipment

38,52,600

35,85,180

Capital-work-in-progress

3,61,479

4,27,638

Goodwill on consolidation

1,411

Other intangible assets

3,349

3,704

Non-current tax assets

5,979

5,290

Non-current ﬁnancial assets

4,74,646

10,05,074

Other Non Current Assets

1,49,385

1,70,459

Inventory

1,01,418

1,01,172

Current ﬁnancial Assets

3,78,241

4,77,257

Other Current Assets

5,730

17,499

Assets classiﬁed as held for sale

13,156

Total

53,34,290

58,07,840

Equity and Liabilities

Equity

11,86,887

17,37,747

Non- controlling interests

1,35,279

Non-current Borrowings

19,86,056

18,09,097

Current Borrowings

4,35,333

8,93,895

Other non-current ﬁnancial liabilities

14,628

16,194

Other Non Current Liabilities and

others

4,16,079

4,23,957

Current Liabilities

11,60,028

9,26,950

Total

53,34,290

58,07,840

An extract of the Consolidated Proﬁt and Loss Account

Statement is placed below:

` in lakhs

Particulars

2019-20

2018-19

Income

Revenue from operations

7,56,227

8,20,131

Other Income

64,014

33,295

Total

8,20,241

8,53,426

Expenditure

Cost of Fuel consumed

2,89,660

2,85,013

Employee Beneﬁt Expenses

20,933

18,650

General, Administration & Other

Expenses

1,43,371

1,19,532

Depreciation / Amortisation

83,630

83,825

Finance Cost

305,397

3,20,648

Total

8,42,991

8,27,668

Proﬁt before exceptional Items

(22,750)

25,758

Exceptional Items

(4,00,421)

(3,15,317)

Proﬁt/(Loss) before Tax from

continuing operations

(4,23,171)

(2,89,559)

Proﬁt/(Loss) before Tax from

discontinuing operations

(1,611)

(3,844)

Proﬁt/(Loss) before Tax

(4,24,782)

(2,93,403)

Taxes (Continuing operations)

2,366

1,775

Taxes (Discontinuing operations)

Total Taxes

2,366

1,778

Proﬁt/(Loss) after Taxes

(4,27,148)

(2,95,182)

EPS (`) (basic and diluted)

(14.532)

(10.523)

Financial Ratios

Particulars 2019-20

2018-19

(i) Debtors Turnover (Days) 114.10 121.86

(ii) Interest Coverage Ratio (without exceptional items) 1.07 1.07

(iii) Current Ratio 0.30 0.33

(iv) Net Debt Equity Ratio* 2.40 1.72

(v) Operating Proﬁt Margin (%)** 40.03 47.91

Explanation:

*Net Debt to Equity Ratio - Increased due to one-time impairment of Property Plant and Equipment and Other assets as an exceptional

item.

**Operating Proﬁt Margin – Lower due to non-operational Butibori plant and provision against accrued revenue in view of the

regulatory order in one of the subsidiary

Reliance Power Limited

Business Responsibility Report

Section A: General Information about Company

1 Corporate Identity Number L40101MH1995PLC084687

2 Name of the Company Reliance Power Limited

3 Registered address Reliance Centre, Ground Floor,19, Walchand Hirachand Marg,

Ballard Estate, Mumbai 400 001

4 Website www.reliancepower.co.in

5 Email [email protected]

6 Financial Year Reported 2019-20

7 Sectors engaged in Code 51 - Electric power generation

Code 351 - Mining of hard coal

Code XXX – CBM Blocks.

8 Key products / services company manufacturers Electricity generation, captive coal mining for power plant and

development of CBM blocks.

9 Number of locations where business is undertaken

i. International locations 1

ii. National locations 6

10 Markets served by the company Throughout India through its subsidiaries

Section B: Financial Details of the Company (` in Crores)

1 Paid-up Capital 2,805.13

2 Total Income 8,202.41 (Consolidated)

3 Total Proﬁt / (Loss) after taxes (4,271.48) (Consolidated)

4 Total Spending on CSR as % proﬁt after tax Nil

5 List of activities in which CSR expenses incurred: -

Section C: Other Details

1 Details on subsidiary companies 38 Subsidiary Companies (Both direct and step-down) including

overseas subsidiaries as on March 31, 2020

2 Participation of subsidiary companies in the BR initiatives of

the parent company

Subsidiary companies which have been constituted as SPVs set

up for execution of speciﬁc projects are involved in BR initiatives

at their respective project locations. Subsidiaries participating

in BR initiatives include: Rosa Power Supply Company Limited,

Sasan Power Limited, Vidarbha Industries Power Limited and

Dhursar Solar Power Private Limited.

3 Participation of other entities (suppliers, contractors etc) in

the BR initiatives of the Company

Reliance Power and its subsidiaries actively encourage other

Entities such as (suppliers, contractors) to participate in its BR

initiatives.

Section D: BR Information

1. Details of Director / Directors responsible for BR

1 a. Details of director responsible for implementation of BR

policies - Director Identiﬁcation Number - DIN

BR functions are monitored by the Corporate Social

Responsibility Committee of the Board of Directors. The details

of the Committee are provided in the Corporate Governance

section of this report.

b. Details of BR Head The Board has not assigned responsibilities speciﬁcally to any

Director to function as the BR head. The CSR committee of

the parent company is under the Chairmanship of Smt. Rashna

Khan. Details of Smt. Rashna Khan are as follows:

DIN 06928148

Name Smt. Rashna Khan

Designation Independent Director

Telephone 022-4303 1000

Email ID reliancepower.invest[email protected]om

Reliance Power Limited

Business Responsibility Report

2. Principle-wise (as per NVGs) BR policy / policies

P1 Businesses should conduct and govern themselves with Ethics, Transparency and Accountability.

P2 Businesses should provide goods and services that are safe and contribute to sustainability throughout their life cycle.

P3 Businesses should promote the wellbeing of all employees.

P4 Businesses should respect the interests of, and be responsive towards all stakeholders, especially those who are disadvantaged,

vulnerable and marginalised.

P5 Businesses should respect and promote human rights.

P6 Businesses should respect, protect, and make efforts to restore the environment.

P7 Businesses, when engaged in inﬂuencing public and regulatory policy, should do so in a responsible manner.

P8 Businesses should support inclusive growth and equitable development.

P9 Businesses should engage with and provide value to their customers and consumers in a responsible manner.

3. Principle-wise BR policy - As per National Voluntary Guidelines

Questions P

1. Do you have a policy / policies for Y Y Y Y Y Y Y Y Y

2. Has the policy being formulated in consultation with the

relevant stakeholders?

Y Y Y Y Y Y Y Y Y

3. Does the policy conform to any national / international

standards? If yes, specify?

Y Y Y Y Y Y Y Y Y

4. Has the policy being approved by the Board? If yes, has

it been signed by MD / owner / CEO / appropriate Board

Director?

Y Y Y Y Y Y - Y Y

5. Does the company have a speciﬁed committee of the

Board / Director / Ofﬁcial to oversee the implementation

of policy?

Y Y Y Y Y Y Y Y Y

6. Indicate the link for the policy to be viewed online? Code of conduct is available on the Company’s website –

www.reliancepower.co.in

7. Has the policy been formally communicated to all relevant

internal and external stakeholders?

Yes

8. Does the company have in-house structure to implement

the policy / policies?

Yes

9. Does the Company have a grievance redressal mechanism

related to the policy / policies to address stakeholders’

grievances related to the policy / policies?

Yes

10. Has the company carried out independent audit/evaluation

of the working of this policy by an internal or external

agency?

No Independent evaluation has been done. However, CSR

interventions taken by both the parent company as also

by its subsidiaries are reviewed and evaluated by the CSR

Committees set up, both by the parent company and by

the subsidiaries in accordance with the provisions of the

Companies Act, 2013, in line with the CSR programmes

formulated for the respective companies.

4. Governance related to BR

(a) Indicate the frequency with which the Board of Directors, Committee of the Board or CEO to assess the BR performance

of the Company.

The Senior Management of the Company reviews BR performance on an on-going basis. Reviews by the Board/Committees

constituted by it are also undertaken.

(b) Does the Company publish a BR or a Sustainability Report? What is the hyperlink for viewing this report? How frequently

it’s published?

The Business Responsibility Report (BRR) of the Company is compiled on a consolidated basis to cover the activities of its

subsidiaries as well and the same can also be viewed on the website of the company www.reliancepower.co.in.

Section E: Principle-wise performance

Principle 1 Businesses should conduct and govern themselves with Ethics, Transparency and Accountability.

1. Does the policy relating to ethics, bribery and corruption cover only the company? Yes/ No. Does it extend to the Group/

Joint Ventures/ Suppliers/Contractors/NGOs /Others?

Yes, matters of accountability, transparency and ethical conduct are an integral part of the Company’s value system. The

company’s corporate governance principles are anchored on these three elements of its value system. There is a deﬁned set

of inter-woven policies and guidelines which are put in place and applicable to both the employees and directors.

The policy takes into account the feedbacks and periodic reviews of the guidelines to ensure their continuing relevance,

effectiveness and responsiveness to the needs of local and international investors and other stakeholders. Apart from the

company, the scope includes Associate companies, Subsidiaries and SPV’s.

Reliance Power Limited

Business Responsibility Report

2. How many stakeholder complaints have been received

in the past ﬁnancial year and what percentage was

satisfactorily resolved by the management? If so,

provide details thereof, in about 50 words or so.

The Company has set up as per the requirements of

the Statute and the Listing Regulations, 2015 issued

by SEBI a Committee of the Board called ”Stakeholders

Relationship Committee” to look after the grievances

of the investors. All the three Independent directors of

the Company are members of the above committee.

The Committee meets at least once in every quarter to

look into complaints from investors and the steps taken

by the company through its Registered Share Transfer

Agents for resolving the complaints.

During the year ended March 31, 2020, the company

has received both directly as also through the Regulatory

agencies such as SEBI, the Stock Exchanges, a total

of 42 complaints, of which related to non-receipt of

Annual Report, non-receipt of interim dividend for the

year 2015-16, non-receipt of IPO refund, non-receipt

of fractional amount, Documents submitted RTA which

was rejected due to deﬁciency documents etc. All the

complaints have been satisfactorily resolved and no

complaints were pending / outstanding as on March 31,

2020.

Principle 2 Businesses should provide goods and services

that are safe and contribute to sustainability

throughout their life cycle.

1. List up to 3 of your products or services whose design

has incorporated social or environmental concerns,

risks and/or opportunities.

Committed to sustainable economic development, we

have embedded the need to address the environmental

and social concerns at the design stage itself through

selection of state-of-the-art project execution /

construction technologies for implementation of the

projects, use of higher efﬁciency power generation

technologies, conservation of natural resources like land

and water & lesser emission intensive fuels. Some of

the examples include high stack for better dispersion

of gaseous and particulate emissions, provision of high

efﬁciency electrostatic precipitators, low NOx burners,

dust extraction and suppression systems, efﬂuent

treatment plant, sewage treatment plants, high Cycles

of Concentration (CoC) ash slurry disposal, ash water

recirculation system, rainwater harvesting system,

continuous online stack and ambient air quality monitoring

systems etc. Steps to conserve natural resources are

an integral part of Company’s growth strategy. As the

best-inclass technology is used for setting up our plants

and mining of coal, our operations are designed to

reduce the consumption of natural resources, speciﬁcally

land, auxiliary consumption of electricity, fuel and water.

Efforts undertaken to reduce consumption of natural

resources have already begun to show results. All power

plants and mines are adhering to ZERO liquid discharge.

Our townships have no discharge outlets for waste water

and all the treated water is used to meet the in-house

requirements.

Reliance Power recognizes the critical need for inclusive

growth. The locations of our power plants and coal mines

are in economically backward regions of India. Proactive

engagement with the local community is maintained.

Various capacity building programmes in education,

healthcare, livelihood development and infrastructure

have been implemented/are under implementation with

active participation of local communities. Dedicated

resources have been put in place to determine the

efﬁciency of each capacity building programme.

2. For each such product, provide the following details in

respect of resource use (energy, water, raw material

etc.) per unit of product (optional):

i. Reduction during sourcing/production/ distribution

achieved since the previous year throughout the value

chain?

Reliance Power is committed towards sustainable

economic development and plays a key-role in

addressing the challenges facing the environment.

We approach these challenges in a holistic manner

by pursuing innovative approaches and adopting the

global best practices. Continued efforts to address

the environmental concerns are visible, inter alia, in

the selection of state-of-the-art power generation

technologies for implementation of the projects, use of

higher efﬁciency power generation technologies, lesser

emission intensive fuels and ultra-modern technologies

make evident our commitment towards sustainable

development.

ii. Reduction during usage by consumers (energy, water)

has been achieved since the previous year?

Not applicable - As we are in the business of generating

and supplying the electricity to distribution companies.

3. Does the company have procedures in place for

sustainable sourcing (including transportation)? If

yes, what percentage of your inputs was sourced

sustainably? Also, provide details thereof, in about 50

words or so.

Yes, Reliance Power has deﬁned processes and

procedures in place for sustainable sourcing. Ample care

has been taken at the design stage to incorporate the

desired processes to integrate and internalize the ethos

of sustainable sourcing and optimum utilisation across

all resources including the critical ones that are land,

coal, water and human resource. Adoption of cleaner

technologies further reduces the consumption of fuel

and water requirement for plant operations.

Sasan Power Limited – a subsidiary of Reliance Power

has a captive source for mining coal which is transported

to the plant site covering a distance of 14.6 kms through

well established single ﬂight overland belt conveyor

which reduces consumption of natural resources required

for the purpose of transportation. For other plants, coal

is transported through rail rakes / roads one of the most

sustainable means of coal transportation.

Water for the purpose of operations is sourced from

the rivers and transported through dedicated pipelines.

The discharge from the plants is recycled and reused for

other secondary requirements.

Reliance Power Limited

Business Responsibility Report

4. Has the company taken any steps to procure goods

and services from local & small producers, including

communities surrounding their place of work? If yes,

what steps have been taken to improve their capacity

and capability of local and small vendors?

Reliance Power believes in inclusive development and

has been promoting the same by encouraging small and

local vendors and extending them preference over the

others while awarding the contracts. Local vendors are

encouraged for procurement of construction material,

as civil contractors, for transportation related jobs apart

from sourcing for meeting support services like employee

transportation, raw materials required for cafeteria etc.

To gainfully engage and build capacities of the local

people Co-operative societies of local villagers have

been formed. Training is imparted to build their capacities

and adequately skill them to meet the requirement of

the jobs awarded. There are at present 34 active Co-

operative societies of local villagers.

5. Does the company have a mechanism to recycle

products and waste? If yes what is the percentage of

recycling of products and waste (separately as <5%,

5-10%, >10%). Also, provide details thereof, in about

50 words or so.

SN Product /Waste

Recycling

% age of

re-use /

recycling

Details

1 Hazardous waste 100% Through authorised

recyclers

2 Ash Water 100% Using ash water

recirculation system

3 Efﬂuent 100% Treated efﬂuent is re-

used within plant at

different processes

4 Fly ash Phased

manner

Used for various

purposes like, Brick

Manufacturing,

RMC, Cement, road

embankment, Low

Lying Area ﬁlling etc.

Principle 3 Businesses should promote the well being of all

employees.

1. Please indicate the Total number of employees.

The company has 8,233 employees which include

permanent employees and those on contractual basis

at March 31, 2020. The above number considers those

employed with both the Holding Company and its

subsidiaries.

2. Please indicate the Total number of employees hired

on temporary / contractual / casual basis.

The company has 6,702 employees hired on contractual

basis.

3. Please indicate the Number of permanent women

employees.

Total number of permanent women employees in the

company are 38 for the said period.

4. Please indicate the Number of permanent employees

with disabilities

There is one permanent employee with disabilities in the

company.

5. Do you have an employee association that is recognised

by management?

6. What percentage of your permanent employees is

members of this recognised employee association?

N.A.

7. Please indicate number of complaints relating to

child labour, forced labour, involuntary labour, sexual

harassment in the last ﬁnancial year and pending, as on

the end of the ﬁnancial year.

None

8. What percentage of your under mentioned employees

were given safety & skill up-gradation training in the

last year?

 • PermanentEmployees:80%

 • PermanentWomenEmployees:100%

 • Casual/Temporary/ContractualEmployees:100%

 • EmployeeswithDisabilities:Nil

Principle 4 Businesses should respect the interests of,

and be responsive towards all stakeholders,

especially those who are disadvantaged,

vulnerable and marginalised.

1. Has the company mapped its internal and external

stakeholders? Yes / No

Yes, Reliance Power has mapped its internal as well as

external stakeholders.

2. Out of the above, has the company identiﬁed the

disadvantaged, vulnerable & marginalised stakeholders?

Yes.

3. Are there any special initiatives taken by the company

to engage with the disadvantaged, vulnerable and

marginalised stakeholders. If so, provide details thereof,

in about 50 words or so.

Reliance Power engages with stakeholders through multiple

channels of communication both formally and informally.

Reliance Power and its subsidiaries have developed

internal systems and procedures to identify, prioritize and

address needs and concerns of stakeholders at various

levels. Likewise, various departments have been entrusted

with the responsibility of interacting and engaging with

stakeholders. The focus is to touch lives and transform lives

through concentrated efforts under the key thematic areas

of Education, Healthcare, Rural Transformation, and two

cross-cutting themes namely, the Environment and the

Swaach Bharat Abhiyan. This includes focus on:

a. Establishing remedial schools of laggard children

inorder to mainstream them over a period of one

year. Also, create learning environment in earmarked

government primary, middle and high schools. Honor

Reliance Power Limited

Business Responsibility Report

teachers to enhance their motivation and extend

teaching aids and refresher training programs to

them.

b. Extend free education to children from earmarked

marginalised communities in company owned

professionally run English medium schools.

c. Women empowerment through promoting women

based groups and focused initiatives including skilling

and livelihood.

d. We have been extending support to 671 widows

and the old aged by way of pensions.

e. Special coaching and employability sessions for

youth with an mandate to orient and equip them

with the market requirements.

f. Creation of Cooperative societies for vulnerable and

marginalised individuals to skill and groom them as

vendors and award them jobs.

g. Extending improved techniques for people engaged

in farm by skilling them with advanced techniques,

providing resources to enhance the land productivity

and improved resource utilisation. Market orientation

and mobilisation of the farmers to create groups for

better bargaining capabilities.

h. Focus on sanitation across community as well as

private places including schools, individual households,

community places like markets, community halls etc.

Promoting resource sufﬁciency for clean drinking

water, clean air and green ecosphere.

Principle 5 Businesses should respect and promote human

rights.

It is widely believed that governments have a duty to protect

human rights. Policies of Reliance Power cover the human rights

aspects of its employees and other resources associated with

matters relating to the construction / operation of the power

plants. No complaints have been received in the past ﬁnancial

year on human rights.

1. Does the policy of the company on human rights

cover only the company or extend to the Group/Joint

Ventures/Suppliers/Contractors/NGOs/Others?

Yes, the company has a policy which covers human rights.

The Company is committed to uphold and maintain the

dignity of women employees and it has in place a policy

which provides for protection against sexual harassment of

women at work place and for prevention and redressal of

such complaints. During the year under review, no such

complaints were received.

2. How many stakeholder complaints have been received

in the past ﬁnancial year and what percent was

satisfactorily resolved by the management?

No complaints on Human Rights were received during the

year.

Principle 6 Business should respect, protect and make efforts

to restore the environment.

1. Does the policy related to Principle 6 cover only the

company or extends to the Group / Joint Ventures/

Suppliers/Contractors/NGOs/others?

Our companies in the group are committed to achieve

the global standards of health, safety and environment.

We believe in sharing process and product innovations

within the group and extending its beneﬁts to the

Industry. We believe in safeguarding environment for

long term. Reliance Group Companies’ Code of Ethics

and Business Policies is applicable to all personnel of the

Company and we promote it through to the Consultants,

Representatives, Suppliers, Contractors and Agents

dealing with the Company

2. Does the company have strategies / initiatives to

address global environmental issues such as climate

change, global warming, etc?

At Reliance Power all power plants and mines operations

are certiﬁed with Integrated Management system for

Environment, Occupational Health & Safety and Quality.

The environmental issues are identiﬁed, categorised

and mapped for its impacts. Station speciﬁc respective

SOPs are developed to address various issues through

Environmental Management Plan. The power plants

are designed and optimised for minimal consumption of

resources for maximum output thus taking care of global

warming and climate change. All the power plants and

mines carry out extensive green belt development in the

vicinity.

It is pertinent to mention that the Company has

successfully registered Sasan UMPP, which uses

super-critical technology; wind project at Vashpet;

Solar Photovoltaic (PV) and Concentrated Solar Power

(CSP) projects at Dhursar with the Clean Development

Mechanism (CDM) Executive Board under the United

Nations Framework Convention on Climate Change.

3. Does the company identify and assess potential

environmental risks? Y/N

Yes

4. Does the company have any project related to Clean

Development Mechanism? If so, provide details

thereof, in about 50 words or so. Also, if yes, whether

any environmental compliance report is ﬁled?

Yes, Sasan Power Limited, a subsidiary of Reliance Power

is successfully registered with the Clean Development

Mechanism (CDM) Executive Board. CDM is one of the

three market based mechanisms agreed under the Kyoto

Protocol to reduce Greenhouse Gases (GHG) by adopting

environmental friendly technologies and/or fuels so that

the GHG emissions can be reduced.

5. Has the company undertaken any other initiatives on –

clean technology, energy efﬁciency, renewable energy,

etc.

Yes, Reliance Power has taken several initiatives to address

long term climate change challenges and environmental

management. Some of the initiatives are as under:

Deploying best in class technology related to power

generation across all our projects. This help in reducing

the consumption of fuel and water required for plant

operations, thereby conserving precious natural resources

and contributing towards a greener and healthier

environment.

Rosa Power Supply Company Limited (RPSCL), a

subsidiary of Reliance Power has an installed capacity of

120 KW of Solar Power generation within the plant on

roof tops.

Reliance Power Limited

Business Responsibility Report

6. Are the Emissions/Waste generated by the company

within the permissible limits given by CPCB/SPCB for

the ﬁnancial year being reported?

Yes, the emissions/waste generated by the power

stations are within the stipulated limits.

7. Number of show cause/ legal notices received from

CPCB/SPCB which are pending (i.e. not resolved to

satisfaction) as on end of Financial Year.

Nil

Principle 7 Businesses, when engaged in inﬂuencing

public and regulatory policy, should do so in a

responsible manner

1. Is your company a member of any trade and chamber

or association? If Yes, Name only those major ones

that your business deals with:

Reliance Power is a member of Association of Power

Producers (APP), Arunachal Pradesh Power Producers

Association (APPPA), apart from being a member of

Chambers of Commerce and Industry. We have, through

APP and APPPA, represented to governments (both

central and state) for the development of an efﬁcient

electricity sector. Objective of these representations is to

introduce reforms aimed at providing sustainable power

for all on a 24 × 7 basis.

2. Have you advocated/lobbied through above

associations for the advancement or improvement of

public good? Yes/No; if yes specify the broad areas

(drop box: Governance and Administration, Economic

Reforms, Inclusive Development Policies, Energy

Security, Water, Food Security, Sustainable Business

Principles, Others)

Reliance Power does undertake constructive advocacy

with Central as well as State level entities to positively

contribute and inﬂuence the development of Power

sector. As an organisation we do not engage in any form

of lobbying.

Principle 8 Businesses should support inclusive growth and

equitable development

1. Does the company have speciﬁed programmes/

initiatives/projects in pursuit of the policy related to

Principle 8? If yes, details thereof.

At Reliance Power, the approach towards CSR is

to interweave social responsibility into Company’s

mainstream business functions by translating our

commitments into the Company’s policies, which not

only motivate our employees, but also inﬂuences our

stakeholders especially partners and suppliers, to embrace

responsible business practices in their respective spheres

of action.

As part of the CSR mandate, we focus on three

key Thematic areas – Education, Healthcare and

Rural Transformation (which includes development

of infrastructure, skill development, promotion of

sustainable livelihood, improving the socio-economic

status of women and the youth) with two cross-cutting

themes of Environment and Swachh Bharat Abhiyan

(Sanitation) which complement all our social endeavors.

(Refer PIC 1 below).

Reliance Power lays special emphasis on bringing about a

tangible change in the lives of people living in rural and

underserved areas around its power projects.

PIC 1: Thematic Areas under CSR

For past several years, Reliance Power has been undertaking various

initiatives to support inclusive growth and equitable development

for social and economically disadvantaged communities through

several CSR programs with active participation from passionate

employee volunteers. For the year 2019-20, in order to have

more sustainable programmes with measurable impacts, the

Company continued to scale-up and leverage the existing efforts.

Below are key initiatives undertaken by the company during the

year 2019-20:

i. Education:

Reliance Power has identiﬁed education as one of the

major focus areas of CSR and has been taking up various

initiatives, to bridge the existing gaps and provide an

enabling environment for effective learning for underserved

communities. The education programmes are focused on

primary and secondary level education.

The Company focuses on creating a learning environment

for imparting holistic education to children from as early as

kindergarten level. These projects are Hamari Paathshala

(remedial schooling), Model Aanganwadi implemented

at various project sites across the hinterland of our vast

country.

Few examples-

At Rosa Power, to strengthen the mathematical and scientiﬁc

skills, special coaching classes are being conducted for students

of standard 10th and 12th appearing for board exams. remedial

schools for enrollment of school drop outs are set up under

Hamari Paathshala Programme. Students are also being trained

for government scholarships in addition to Digital literacy programs

being conducted.

At Sasan Power, under the School Excellence Programme, efforts

revolve around holistic development of students through art

and culture, elocution, drama, physical training and sports, and

preparation for competitive exams like Olympiad, Spell Bee etc.

Electriﬁcation and infrastructural support to schools has also been

an important element of the project. Vidyadaan, an employee

volunteering initiative has signiﬁcantly impacted the learning

outcomes of students appearing for board exams, who in the

recent CBSE exams have again met 100% passing milestone.

Dhirubhai Ambani Solar Park, situated at the very edge of our

country’s barren region in pokhran, is supporting students from

surrounding ﬁve villages in the form of infrastructure development,

remedial schooling and digital literacy.

The above efforts in the ﬁeld of education has beneﬁtted more

than 94,000 children from the underprivileged communities

surrounding our plant sites.

Reliance Power Limited

Business Responsibility Report

ii. Healthcare:

We at Reliance Power focus on promoting primary,

preventive and curative healthcare. The Company

implements CSR programs with special focus on health

of elderly, women, adolescent and young ones like

supporting Pediatric Heart surgeries for underprivileged

children. Initiatives with support from accredited non-

proﬁt organisations promoting healthcare initiatives such

as Aarogyam, Project Indradhanush, Swasthya Chetna

and awareness cum health checkup camps are being

conducted across all our sites.

Reliance Power also initiated concerted projects to meet

the mandate set out by Hon. Prime Minister on woman

health under Pradhan Mantri Surakshit Matritva Abhiyan,

Pradhan Mantri Jeevan Jyoti Bima Yojana.

Few examples-

At Rosa Power site, programme ‘Swasth Chetna’ spreads

general health awareness on curative and promotive

healthcare in collaboration with the state government

and local agencies. We organise and support vaccination

and eye checkup camps through mobile health units,

physio therapy centres, promotion of maternal and

child health through institutional delivery of babies and

nutrition awareness.

Sasan Power promotes maternal and child health through

Institutional delivery for babies under Surakshit Matritva

Abhiyan Project in collaboration with Govt departments.

Child nutrition and mother & child health improvement

is ensured through group of activities like supplementary

nutrition of chickpeas & Jaggery, supply of healthy baby

kits and other awareness campaigns. Institutional delivery

and modern menstrual hygiene practices among rural

women have seen signiﬁcant acceptance.

We have impacted around 2.25 lakhs people through our

health care programmes, wherein approximately 90,000

adolescent girls and women have beneﬁted from the

Sanitation and Menstrual hygiene camps.

iii. Rural Transformation:

‘Touching lives, transforming lives’, is the vision Reliance

Power has constantly been working on to promote

scientiﬁc agriculture, horticulture, animal husbandry, tree

plantation, women empowerment, sanitation and water

management.

Since locations of the projects are in economically and

socially underdeveloped areas, it is a constant endeavor

to include the local community as a critical stakeholder

in the inclusive measures initiated by the Company.

We encourage creation of socio physical infrastructure

for the beneﬁt of local community, including that

of construction / renovation of community halls,

construction of roads, cremation sheds etc. across

all Reliance Power subsidiaries using the concept of

YogDaan.

Few examples:

Transforming rural lives through sustainable socio-

economic capacity building programmes, is one of the

key mandates at Rosa Power Supply Co. Ltd. Our focus

has been to create ’Model Villages / Aadarsh Grams’

with emphasis on collective development in consultation

with the local/ state government and civil society for

improving the standard of living of families as a unit,

enriching the social capital and building the community

spirit. Our endeavors run across supporting Human

Development, Community Outreach, Agriculture, Animal

Husbandry, Social and Financial Inclusion, Economic

Empowerment, Job Creation, Skill Enhancement, and

Social Security within the community with a key focus

on women, differently abled and senior citizens and the

farming communities.

Sasan Power was involved in creating and supporting of

more than 20 Cooperative societies for vulnerable and

marginalised individuals to skill them as vendors and

award them service contracts. These measures have

directly helped more than 350 families to ignite the

engine of economic progress around the Sasan site.

Livelihood interventions focusing on farm and non-

farm areas including promoting agriculture, improving

livestock, skill development for women and youth as

well as infrastructure development, both through direct

intervention and participation from accredited agencies

have supplemented earning capabilities of about

6200 families across locations where Reliance Power

subsidiaries operate.

iv. Woman Empowerment:

Reliance Power has strived towards livelihood promotion

by creating Self Help Groups (SHG’s) for women, engaging

them in small business projects like making sweet boxes,

tailoring, knitting, decorative basket making, papad

making, manufacturing fertilizer etc which helped them

to earn an additional income for their families. more than

50 SHGs have been formed, empowering more than 600

SHG women members to become ﬁnancially self reliant.

More than 1,65,000 farmers and women beneﬁtted

through our CSR endeavors this year.

v. Sanitation:

Swachh Bharat Abhiyan (SBA) has become a popular

mass movement ever since its initiation by Hon. Prime

Minister. Our Chairman, Shri Anil Dhirubhai Ambani

has taken it upon himself and has translated it into an

opportunity by integrating the tenets of SBA in the

company’s business processes apart from the social

mandate across the Reliance Group for a far reaching

and sustained impact.

Some of the key activities are awareness cum hygiene

promotion programmes in schools, cleanliness drive at

public facilities, building of toilets in the rural communities,

distribution of sanitation kits, beach cleaning etc. This

movement has grown within Reliance Power group and

has engaged a wide spectrum of stakeholders including

communities around our operational areas as well as

employee volunteers across our business verticals.

Given the outbreak of COVID-19 pandemic before the

end of ﬁnancial year 2019-20, Reliance Power reached

out to all earmarked 48 villages in the FY 2019-20

itself and spread awareness on COVID-19, provided

sanitizers, installed sanitizer machines at public ofﬁces

and created a mass volunteering movement for stitching

and distributing hand-stitched government endorsed

masks.

Reliance Power Limited

Business Responsibility Report

vi. Environment:

We as a company are very conscious about the importance

of clean and green environment. It is an integral part of

all our business operations as well as social interventions

undertaken through CSR programmes. The imperative is

to use natural resources efﬁciently to leave a minimal

carbon footprint and impact on biodiversity across

our business value chain. The group strives to develop

and promote processes and technologies to make all

our products and services environment-friendly. The

philosophy behind this is to create a sustainable business

model of circular economy by following the principle of

5 Rs- Reduce, Reuse, Repair, Refurbish and Recycle for

the sustainability of the environment and its resources.

Continuing to support its Go Green Initiative, Sasan Power

and Rosa Power are supporting 64 solar mini grids and

80 solar street lights in the nearby villages beneﬁtting

6100 families. More than 62,000 plants have been

planted across sites.

To conclude, Reliance Power and its subsidiaries, through

its sustainability endeavors are making constant efforts

to bring about a change and provide better quality of

life to underprivileged communities in the vicinity of the

project sites.

2. Are the programmes / projects undertaken through

in-house team/own foundation/external NGO/

government structures/any other organisation?

Our CSR projects are mostly designed as long-

term collaborative projects keeping in mind priorities

mentioned in Schedule VII of the CSR Act, 2013 and the

Sustainable Development Goals. They are implemented

through delivery mechanisms comprising of employees,

local bodies, non-governmental organisations, not-

for-proﬁt entities and government institutions etc.

The interventions are carried out in tandem with local

Government bodies to meet the social mandate for the

earmarked communities. The execution of the programs

under the thematic heads Education, Healthcare,

Rural Transformation, Environment and Sanitation are

carried out with the support from development sector

organisations and institutions apart from implementation

through respective CSR teams. Employee volunteering

also acts as a critical implementing arm across for the

earmarked communities.

3. Have you done any impact assessment of your

initiative?

Yes, we conduct Impact Assessment studies time to

time – both internally as well as externally to understand

the impact of our programmes. We have during the FY

2019-20, undertaken an external Impact Assessment for

our endeavors for Rosa Power. SoulAce Private Limited

conducted an external Impact Assessment Report for

our CSR programmes at (Singrauli, Madhya Pradesh). We

plan to award more assignments to external agencies to

conduct independent impact assessments at our other

sites.

4. What is your company’s direct contribution to

community development projects (amount in INR and

the details of the projects undertaken).

The company and its subsidiaries have spent ` 5.09

Crore as direct contribution to community development

projects under the thematic heads of Education,

Healthcare, Rural transformation, Swachh Bharat

Abhiyan and Environment. These projects are directly

intended for improving the quality of life of community

with well designed strategies of replicability, scalability

and sustainability.

5. Have you taken steps to ensure that this community

development initiative is successfully adopted by the

community? Please explain in 50 words, or so.

Reliance Power regularly evaluates the performance and

impact of its CSR programmes. The CSR Team conducts

assessments internally as well as through external

agencies to keep strengthening the interventions.

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 creating

meaningful partnerships through series of engagements

and transparency in our processes across board. This

is undertaken by initiating meaningful grassroot level

participation with local bodies / institutions / NGOs to

support and augment interventions in areas by ensuring

stakeholder engagement to identify their perceived

needs.

Principle 9 Businesses should engage with and provide

value to their customers and consumers in a

responsible manner.

1. What percentage of customer complaints / consumer

cases are pending as on the end of ﬁnancial year.

The main business activities of the Company and its

subsidiaries are generation and supply of electricity to

distribution companies (Discoms) and captive mining of

coal for generation of electricity. Main consumers are the

Discoms with whom the Power Purchase Agreements

have been entered into. Power tariff discovery through

competitive bidding as is the case with ultra-competitive

tariffs of Sasan UMPP or highly transparent and

objective tariff determination by regulatory commissions

as is the case with Rosa and Butibori Power Projects

ensure that consumer is immensely beneﬁtted in terms

of competitive price of power.

2. Does the company display product information on the

product label, over and above what is mandated as

per local laws? Yes/No/N.A./Remarks (additional

information)

N.A.

3. Is there any case ﬁled by any stakeholder against the

company regarding unfair trade practices, irresponsible

advertising and/or anti-competitive behaviour during

the last ﬁve years and pending as on end of ﬁnancial

year. If so, provide details thereof, in about 50 words

or so.

No cases have been ﬁled by any stakeholder against the

company regarding unfair trade practices during the year

under review.

4. Did your company carry out any consumer survey/

consumer satisfaction trends?

No. The company, however, ensures that complaints, if

any, received from stakeholders are promptly attended

to.

Reliance Power Limited

Corporate Governance Report

Corporate Governance Philosophy

Reliance Power follows the highest standards of corporate

governance principles and best practices by adopting the

‘Reliance Group – Corporate Governance Policies and Code

of Conduct’ as is the norm for all constituent companies

in the group. These policies prescribe a set of systems and

processes guided by the core principles of transparency,

disclosure, accountability, compliances, ethical conduct and

the commitment to promote the interests of all stakeholders.

The policies and the code are reviewed periodically to ensure

their continuing relevance, effectiveness and responsiveness

to the needs of our stakeholders.

Governance Policies and Practices

The Company has formulated a number of policies and

introduced several Governance practices to comply with the

applicable statutory and regulatory requirements, with most

of them introduced long before they were made mandatory.

A. Values and Commitments

We have set out and adopted a policy document on

‘Values and Commitments’ of Reliance Power. We

believe that any business conduct can be ethical only

when it rests on the nine core values viz. honesty,

integrity, respect, fairness, purposefulness, trust,

responsibility, citizenship and caring.

B. Code of Ethics

Our policy document on ‘Code of Ethics’ demands that

our employees conduct the business with impeccable

integrity and by excluding any consideration of personal

proﬁt or advantage.

C. Business Policies

Our ‘Business Policies’ cover a comprehensive range of

issues such as fair market practices, inside information,

ﬁnancial records and accounting integrity, external

communication, work ethics, personal conduct, policy

on prevention of sexual harassment, health, safety,

environment and quality.

D. Separation of the Chairman’s supervisory role from

Executive Management

In line with best global practices, we have adopted a

policy to ensure that the Chairman of the Board shall

be a non-executive director.

E. Policy on Prohibition of Insider Trading

This document contains the policy on prohibiting trading

in the securities of the Company, based on insider or

privileged information.

F. Policy on prevention of Sexual Harassment

Our policy on prevention of sexual harassment aims at

promoting a productive work environment and protects

individual rights against sexual harassment.

G. Whistle Blower Policy (Vigil Mechanism)

Our Whistle Blower Policy (Vigil Mechanism)

encourages disclosure in good faith of any wrongful

conduct on a matter of general concern and protects

the whistle blower from any adverse personal action.

The Vigil Mechanism has been overseen by the Audit

Committee. It has afﬁrmed that no personnel has been

denied access to the Audit Committee.

H. Environment and Corporate Social Responsibility

(CSR)

The Company is committed to achieving excellence in

environmental performance, preservation and promotion

of clean environment. These are the fundamental

concern in all our business activities. The Company

has also developed a CSR policy which is intended to

contribute towards improving the quality of life.

I. Risk Management

Our Risk Management procedures ensure that the

management controls various business related risks

through means of a properly deﬁned framework.

J. Boardroom Practices

a. Chairman

In line with the highest global standards of

Corporate Governance, the Board has separated

the Chairman’s role from that of an executive in

managing day-to-day business affairs.

b. Board Charter

The Company has a comprehensive charter,

which sets out clear and transparent guidelines

on matters relating to the composition of the

Board, scope and function of the Board and its

Committees, etc.

c. Board Committees

Pursuant to the provisions of the Companies Act,

2013 (‘the Act’) and Securities and Exchange

Board of India (Listing Obligations and Disclosure

Requirements) Regulations, 2015 (Listing

Regulations), the Board had constituted Audit

Committee, Nomination and Remuneration

Committee (NRC), Stakeholders Relationship

Committee, Corporate Social Responsibility

Committee (CSR) and Risk Management

Committee.

d. Selection of Independent Directors

Considering the requirement of skill sets on the

Board, eminent people having an independent

standing in their respective ﬁeld / profession, and

who can effectively contribute to the Company’s

business and policy decisions are considered by

the Nomination and Remuneration Committee,

for appointment, as Independent Directors on

the Board. The Committee, inter-alia, considers

qualiﬁcation, positive attributes, area of expertise,

their independence and number of directorships

and memberships held in various committees

of other companies by such persons. The Board

considers the Committee’s recommendation, and

takes appropriate decision.

Reliance Power Limited

Corporate Governance Report

Every Independent Director, at the ﬁrst meeting

of the Board in which she / he participates as

a Director and thereafter at the ﬁrst meeting of

the Board in every ﬁnancial year or whenever

there is any change in the circumstances which

may affect her / his status as an Independent

Director, gives a declaration that she / he meets

the criteria of independence as provided under

the law.

e. Tenure of Independent Directors

Tenure of Independent Directors on the Board of

the Company shall not exceed the time period

as per provisions of the Act and the Listing

Regulations, as amended from time to time.

f. Familiarisation of Board Members

The Board members are periodically given formal

orientation and familiarised with respect to the

Company’s vision, strategic direction and core

values including ethics, corporate governance

practices, ﬁnancial matters and business

operations.

The Directors are facilitated to get familiar with

the Company’s functions at the operational

levels through interface with the members of

the Senior Management. Periodic presentations

are made at the Board and Committee Meetings

on business and performance updates of the

Company, business strategy and risks involved.

The Board members are also provided with

the necessary documents, reports and internal

policies to enable them to familiarize themselves

with the Company’s procedures and practices.

Periodic updates for members are also given out

on relevant statutory changes and on important

issues impacting the Company’s business

enviornment.

The details of the programmes for familiarisation

of Independent Directors have been put

up on the website of the Company at the

link https://www.reliancepower.co.in/

documents/2181716/2359750/RPower_

Familiarisation_Programme.pdf.

g. Meeting of Independent Directors with

Operating team

The Independent Directors of the Company meet

in executive sessions with the various operating

teams as and when they deem necessary. These

discussions may include topics such as operating

policies and procedures, risk management

strategies, measures to improve efficiencies,

performance and compensation, strategic issues

for Board consideration, flow of information

to directors, management progression and

succession and others, as the Independent

Directors may determine. During these executive

sessions, the Independent Directors have access

to the members of management and other

advisors, as they may deem fit.

h. Subsidiaries

All the subsidiaries of the Company are managed

by their respective Boards. Their Boards have the

rights and obligations to manage their Companies

in the best interest of their stakeholders. The

Company monitors performance of subsidiary

Companies.

K. Role of the Company Secretary in Governance

Process

The Company Secretary plays a key role in ensuring

that the Board (including Committees thereof)

procedures are followed and regularly reviewed. He

ensures that all relevant information, details and

documents are made available to the Directors and

Senior Management for effective decision making at

the meeting(s). He is primarily responsible for assisting

the Board in the conduct of affairs of the Company

and to ensure compliance with the applicable statutory

requirements and Secretarial Standards to provide

guidance to directors and to facilitate convening of

meetings. He interfaces between the Management

and the Regulatory Authorities for governance matters.

All the Directors of the Company have access to the

advice and services of the Company Secretary.

L. Independent Statutory Auditors

The Company’s Financial Statements are audited by an

independent audit firm M/s.Pathak H.D. & Associates

LLP, Chartered Accountants.

M. Compliance with the Code and Rules of Luxembourg

Stock Exchange

The Global Depository Receipts (GDRs) issued by

the Company are listed on the Luxembourg Stock

Exchange (LSE). The Company has reviewed the code

of Corporate Governance of LSE and the Company’s

corporate governance practices conform to these

codes and rules.

N. Compliance with the Listing Regulations

During the year, the Company is fully compliant with

the mandatory requirements of the Listing Regulations,

except for approval of financial results for the quarter

and financial year ended March 31, 2019, within

prescribed due date, for which the Company has paid

the fine in terms of circular No. SEBI/HO/CFD/CMD/

CIR/P/2018/77 dated May 3, 2018.

We present our report on compliance of the governance

conditions specified in the Listing Regulations as

follows:

Reliance Power Limited

Corporate Governance Report

I. Board of Directors

1. Board Composition - Board strength and representation

As on March 31, 2020, the Board comprised of six

Directors.

The composition and category of Directors on the Board of

the Company are as under:

SN Names of

Directors

DIN Category

1. Shri Anil Dhirubhai

Ambani

00004878 Chairman,

Promoter,

Non- Executive

and Non-

Independent

Director

2. Shri Sateesh Seth 00004631 Non-Executive

and Non-

Independent

Director

3. Shri K. Ravikumar 00119753 Independent

Director

4. Shri D. J. Kakalia 00029159 Independent

Director

5. Smt Rashna Khan 06928148 Independent

Director

6. Shri K. Raja Gopal 00019958 Whole-time

Director

Notes:

a. None of the Directors are related to any other director.

b. None of the Directors have any business relationship

with the Company.

c. None of the Directors have received any loans and

advances from the Company during the ﬁnancial year.

All the Independent Directors of the Company furnish

a declaration at the time of their appointment and also

annually that they meet the criteria of independence

as provided under law. The Board reviews the same

and is of the opinion, that the Independent Directors

fulﬁll the conditions speciﬁed in the Act and the Listing

Regulations and are independent of the management.

2. Conduct of Board Proceedings

The day-to-day business is conducted by the executives

and the business heads of the Company under the

directions of the Board. The Board holds a minimum

of four meetings every year to review and discuss the

performance of the Company, its future plans, strategies

and other pertinent issues relating to the Company.

The Board performs the following key functions in

addition to overseeing the business and management:

a. Reviewing and guiding corporate strategy, major

plans of action, risk policy, annual budgets and

business plans, setting performance objectives,

monitoring implementation and corporate

performance, and overseeing major capital

expenditures, acquisitions and divestments.

b. Monitoring the effectiveness of the Company’s

governance practices and making changes as needed.

c. Selecting, compensating, monitoring and

when necessary, replacing key executives and

overseeing succession planning.

d. Aligning key executive and board remuneration

with the long term interests of the Company and

its shareholders.

e. Ensuring a transparent board nomination process

with the diversity of thought, experience,

knowledge, perspective and gender in the Board.

f. Monitoring and managing potential conﬂicts of

interest of Management, members of the Board

of Directors and shareholders, including misuse

of corporate assets and abuse in Related Party

Transactions.

g. Ensuring the integrity of the Company’s

accounting and ﬁnancial reporting systems,

including the independent audit and that

appropriate systems of control are in place, in

particular, systems for risk management, ﬁnancial

and operational control and compliance with the

law and relevant standards.

h. Overseeing the process of disclosure and

communications.

i. Monitoring and reviewing Board evaluation

framework.

j. Review the policy on materiality of related party

transactions and threshold units and update

accordingly.

3. Board Meetings

The Board held four meetings during the ﬁnancial year

2019-20 on the following dates:

May 29, 2019, August 12, 2019, November 14, 2019

and February 14, 2020.

The maximum time gap between any two meetings

during the year under review was 93 days and the

minimum gap was 74 days.

The Board periodically reviews compliance reports of

all laws applicable to the Company.

4. Legal Compliance Monitoring

The Company monitors statutory compliances through a

system driven tool called Legatrix which has the facility

of capturing all the statutes that impact the Company’s

operations as also those of its operating subsidiary

companies. The programme is coordinated and

monitored by the Compliance Ofﬁcer at the corporate

ofﬁce. Non-compliances/ delayed compliances, if any,

are reported for remedial action.

A compliance report pertaining to the laws applicable

to the Company based on the reports generated from

Legatrix is placed before the Board at its meetings.

Pursuant to the requirements of the Listing Regulations,

the Board periodically reviews the legal compliances

mechanism.

Reliance Power Limited

Corporate Governance Report

5. Attendance of directors

Attendance of the directors at the Board meetings held during the ﬁnancial year 2019-20 and the last Annual General

Meeting (AGM) and the details of directorships (as computed as per the provisions of Sections 165 of the Act),

Committee Chairmanships and the Committee Memberships held by the directors as on March 31, 2020, were as under:

Name of Director Number of

Board Meetings

attended out

of 4 meetings

held

Attendance

at the last

AGM held on

September

30, 2019

No. of

directorships

(including

RPower)

Committee(s) Membership/

Chairmanship (including RPower)

Membership Chairmanship

Shri Anil Dhirubhai Ambani 4 Present 11 - -

Shri Sateesh Seth 4 Present 7 0* -

Shri K Ravikumar 4 Present 3 4 2

Shri D. J. Kakalia 4 Present 5 6 2

Smt. Rashna Khan 4 Present 6 4 1

Shri K Raja Gopal 4 Present 1 1 -

* Ceased to be Member of 3 committees w.e.f. June 07, 2019 and October 09, 2019.

Notes:

a) None of the directors hold directorships in more than 20 companies of which directorships in public companies does not

exceed 10 in line with the provisions of Section 165 of the Act.

b) No director holds directorships in more than 7 listed entities.

c) No director holds Membership of more than 10 Committees of Board nor is a Chairman of more than 5 committees

across Board of all listed entities.

d) No Independent Director of the Company holds the position of Independent Director in more than 7 listed companies

as required under the Listing Regulations.

e) None of the Director has been appointed as Alternate Director for Independent Director.

f) The information provided above pertains to the following committees in accordance with the provisions of Regulations

26(1)(b) of the Listing Regulations: (i) Audit Committee and (ii) Stakeholders Relationship Committee.

g) The Committee memberships and chairmanships above exclude memberships and chairmanships in private companies,

foreign companies and in Section 8 companies.

h) Memberships of Committees include chairmanships, if any.

Company’s Independent Directors meet at least once in every Financial Year without the attendance of Non - Independent

Directors and Management Personnel. One meeting of the Independent Directors was held during the ﬁnancial year on June

07, 2019.

Shri D. J. Kakalia, 71 years, is a Commerce and Law

Graduate from the University of Mumbai. He is an

Advocate & Solicitor of Bombay High Court & Solicitor,

Supreme Court of India. He also qualiﬁed as a Solicitor of

the Supreme Court of England & Wales and Hong Kong.

Commenced practice as a Commercial Lawyer and built

an extensive transaction practice and court practice,

having background in corporate commercial matters,

setting up of Joint Ventures, Mergers and Acquisitions,

ADR’s and GDR’s as well as real estate transactions and

disputes and litigations and arbitrations related to these

sectors and areas of practice.

Specialisation in the power sector litigation and projects,

acting for large power Companies such as Reliance

Infrastructure Ltd. and has advised consortiums for

the bids with respect to the 4,000 MW Ultra Mega

Power Projects that have been proposed by the Power

Corporation of India. He regularly appears before the

MERC, the Bombay High Court and in the Supreme Court

of India with respect to various litigations in relation to

disputes in the power sector.

6. Details of Directors

The abbreviated resume of all directors is furnished

hereunder:

Shri Anil D. Ambani, 61 years, B.Sc. Hons. and MBA from

the Wharton School of the University of Pennsylvania, is

the Chairman of our Company.

As on March 31, 2020, Shri Anil D. Ambani holds

4,65,792 shares of the Company including 1,000 shares

jointly with Reliance Project Ventures and Management

Private Limited.

Shri Sateesh Seth, 64 years, is a Fellow Chartered

Accountant and a Law Graduate. He has vast experience

in general management. Shri Sateesh Seth is also on

the Board of Reliance Infrastructure Limited, Reliance

Defence and Aerospace Private Limited, Reliance Defence

Technologies Private Limited, Reliance Defence Systems

Private Limited, Reliance Defence Limited and Reliance

Airport Developers Limited.

Shri Sateesh Seth holds 29 shares in the Company as on

March 31, 2020.

Reliance Power Limited

Corporate Governance Report

Has extensive experience in power projects and has

acted for power companies for setting up of Ultra Mega

Power Projects.

He is a Director on the board of Companies of repute and

member of various Committee of those Companies.

Former Lecturer in law at K.C. Law College (University of

Mumbai) and was also appointed as an examiner in the

subject of drafting, pleading and conveyancing for ﬁnal

year law by the University of Mumbai.

He is in charge of updating and editing the legal updates

in the Mulla & Mulla and Craigie Blunt & Caroe team that

annually contributes to the Internationally acclaimed

Martindale Hubbell Law Digest. Also he is on the panel

of Arbitrators of the Hon’ble Bombay High Court.

He is a Director of Companies of repute including Aditya

Birla Finance Limited, Reliance Broadcast Network

Limited, Reliance Business Broadcast News Holdings

Limited and Rosa Power Supply Company Limited. He is

also Chairman of Rosa Power Supply Company Limited,

a Material Unlisted Indian Subsidiary of the Company.

He is a member of the Audit Committee, Nomination

and Remuneration Committee and Corporate Social

Responsibility Committee (CSR Committee) of the

Company. He is the Chairman of the Stakeholders

Relationship Committee and Risk Management

Committee of the Company.

He is also a member of the Audit Committee and

Nomination and Remuneration Committee of Aditya

Birla Finance Limited, member of Audit Committee,

Nomination and Remuneration, Stakeholders Relationship

Committee and CSR Committee of Reliance Broadcast

Network Limited. He is also a member of Nomination

and Remuneration Committee and Chairman of Audit

Committee and CSR Committee of Rosa Power Supply

Company Limited.

Shri D. J. Kakalia has been re-appointed as an

Independent Director of the Company for a period of

three consecutive years by the shareholders at their

meeting held on September 26, 2017 effective from

the said date.

Shri D. J. Kakalia did not hold any shares in the Company

as of March 31, 2020.

Smt. Rashna Khan, 56 years, a Law Graduate from

Government Law College Mumbai (University of

Bombay) and qualiﬁed as a Solicitor with the Bombay

Incorporated Law Society and Law Society London.

Smt. Khan has worked with Mulla & Mulla & Craigie

Blunt & Caroe, Advocates and Solicitors and with Dhruve

Liladhar & Co., Advocates and Solicitors, in various

capacities before she became partner of Mulla & Mulla

& Craigie Blunt & Caroe, Advocates and Solicitors, since

the year 2009.

She specializes in the ﬁeld of civil litigation including

attending matters in the High Court, Supreme Court,

National Company Law Tribunal, Income Tax Tribunal,

Arbitration, Customs, Excise and Service Tax Appellate

Tribunal, opinion and documentation work.

She is on the Board of Sasan Power Limited (SPL),

Vidarbha Industries Power Limited (VIPL), Reliance Home

Finance Limited, Reliance Commercial Finance Limited

and Rosa Power Supply Company Limited. She is also

Chairperson of SPL and VIPL, a material unlisted Indian

Subsidiary of the Company.

She is a member of the Audit Committee, Stakeholders

Relationship Committee (SRC), Nomination and

Remuneration Committee (NRC) and Risk Management

Committee (RMC) and Chairperson of CSR Committee of

the Company.

She is also a member of Audit Committee and NRC

of SPL and Chairperson on Audit Committee, NRC and

CSR Committee of VIPL. She is a member of the Audit

Committee, NRC and RMC of Reliance Home Finance

Limited and also a member of the Audit Committee,

SRC, NRC, RMC, CSR and Chairperson of IT Strategy

Committee of Reliance Commercial Finance Limited.

Smt Khan was re-appointed as an Independent

Director for a period of three consecutive years by the

shareholders of the Company at their meeting held on

September 26, 2017, effective from the said date.

As on March 31, 2020 Smt. Rashna Khan holds 375

share in the Company including 90 shares jointly with her

father.

Shri K. Ravikumar, 70 years, was the former Chairman

and Managing Director (CMD) of Bharat Heavy

Electricals Limited (BHEL), which ranks among the

leading Companies of the world engaged in the ﬁeld of

power plant equipment. As CMD, he was responsible for

maximizing market-share and establishing BHEL as a

total solution provider in the power sector. The company

was ranked 9

in terms of market capitalisation in India

during his tenure at BHEL. He had handled a variety of

assignments during his long career spanning over 36

years. His areas of expertise are design and engineering,

construction and project management of thermal, hydro,

nuclear, gas based power plants and marketing of power

projects.

Shri Ravikumar had the unique distinction of having

booked USD 25 billion order for BHEL. His vision was to

transform BHEL into a world class engineering enterprise,

towards this, he pursued a growth strategy based on the

twin plans of building both capacity and capability and

this had resulted in an increase in BHEL’s manufacturing

capacity from 10,000 MW to 20,000 MW per annum.

He also introduced new technologies in the ﬁeld of

coal and gas based power plants for the ﬁrst time in

the country, such as supercritical thermal sets of 660

MW and above rating, advance class gas turbines large

size CFBC boilers and large size nuclear sets. BHEL has

the distinction of having installed over 1,00,000 MW of

power plant equipment worldwide.

Shri Ravikumar had also forged a number of strategic

tie ups for BHEL with leading Indian utilities and

corporates like NTPC Limited, Tamilnadu State Electricity

Board, Nuclear Power Corporation of India Limited,

Karnataka Power Corporation Limited, Heavy Engineering

Corporation Limited to leverage equipment sales and

develop alternative sources for equipment needed for

the country. He had guided BHEL’s technology strategy

to maintain the technology edge in the market place with

a judicious mix of internal development of technologies

Reliance Power Limited

Corporate Governance Report

with selective external co-operation. He had focused on

meeting the customer expectation and has strengthened

BHEL’s image as a total solution provider.

He possesses M.Tech Degree from the Indian Institute

of Technology, Chennai, besides Post-Graduate Diploma

in Business Administration. He was conferred Alumini

Awards from the Indian Institute of Technology, Chennai

and the National Institute of Technology, Trichy and

was the Ex-Chairman of BOG National Institute of

Technology,

Mizoram. He has published a number of research papers

in the ﬁeld of power and electronics. He is also a Director

on the Board of Spel Semiconductor Limited and Reliance

Infrasturcture Limited.

He is the Chairman of Audit Committee and Nomination

and Remuneration Committee (NRC) and member

of Stakeholder Relationship Committee (SRC), CSR

Committee and Risk Management Committee (RMC) of

the Company. He is also member of Audit Committee,

RMC, NRC and CSR Committee and Chairman of SRC of

Reliance Infrastructure Limited.

As on March 31, 2020, Shri K Ravikumar did not hold

any shares of the Company.

Shri K Raja Gopal, 62 years, ME, MBA having over thirty-

six years of industry and leadership experience in both

public and private domains. A well acknowledged leader

in power industry circles of the country known for deep

insight, vision, team building capability, fostering strong

relationships and a proven track record of execution and

operation of large IPPs.

He is a member of Stakeholders Relationship Committee,

CSR Committee and Risk Management Committee of

the Board.

He had also chaired the ‘Association of Power Producers’

(APP) and also was a member of National Committee on

Power at CII and FICCI at New Delhi.

As on March 31, 2020, Shri K. Raja Gopal did not hold

any shares of the Company.

Core Skills / Expertise / Competencies available with the Board

The board comprises of highly qualiﬁed members who possess required skills, expertise and competence that allow them to

make effective contributions to the Board and its Committees.

The core skills / expertise / competencies required in the Board in the context of the Company’s Businesses and sectors

functioning effectively as identiﬁed by the Board of Directors of the Company are tabulated below:

Core skills / competencies /

expertise

Name of Directors

Shri Anil D

Ambani

Shri S

Seth

Shri K

Ravikumar

Shri D J

Kakalia

Smt Rashna

Khan

Shri K Raja

Gopal

Leadership / Operational

experience

l l l l l l

Strategic Planning

l l l l l l

Sector / Industry Knowledge

& Experience, Research &

Development and Innovation

l l l l l l

Technology

l l l l l l

Financial, Regulatory / Legal &

Risk Management

l l l l l l

Corporate Governance

l l l l l l

Directorships in other listed entities:

The details of directorships held by the directors of the Company as on March 31, 2020 is as follows:

Name of Director Name of Listed entities Category

Shri Anil D. Ambani Reliance Infrastructure Limited Promoter, Non-Executive, Non Independent Director

Reliance Capital Limited Promoter, Non-Executive, Non Independent Director

Shri Sateesh Seth Reliance Infrastructure Limited Non-Executive, Non Independent Director

Shri K. Ravikumar SPEL Semiconductor Limited Non-Executive, Independent Director

Reliance Infrastructure Limited Non-Executive, Independent Director

Shri D J Kakalia - -

Smt Rashna Khan Reliance Home Finance Limited Non-Executive, Independent Director

Shri K. Raja Gopal - -

Reliance Power Limited

Corporate Governance Report

7. Insurance Coverage

The Company has obtained Directors and Ofﬁcers liability

insurance coverage in respect of any legal action that might

be initiated against Directors/ Ofﬁcers of the Company and

its subsidiary Companies.

II. Audit Committee

The Audit Committee of the Board constituted in terms

of Section 177 of the Act and Listing Regulations. The

Committee presently comprises of three independent non-

executive director of the Company viz. Shri K Ravikumar

as Chairman, Shri D.J.Kakalia and Smt Rashna Khan as

Members. All the members of the Committee are ﬁnancially

literate.

The Audit Committee, inter-alia, advises the management

on the areas where systems, processes, measures for

controlling and monitoring revenue assurance, internal audit

and risk management can be improved.

The terms of reference, inter-alia, comprises the following:

1. Oversight of the Company’s ﬁnancial reporting

process and the disclosure of its ﬁnancial information

to ensure that the ﬁnancial statement is correct,

sufﬁcient and credible;

2. Recommendation for appointment, remuneration

and terms of appointment of the auditors of the

Company;

3. Approval of payment to statutory auditors for any

other services rendered by them;

4. Reviewing with the Management, the Annual

Financial Statements and Auditors’ Report thereon

before submission to the Board for approval, with

particular reference to:

a. Matters required to be included in the

Directors’ Responsibility Statement forming a

part of the Boards’ report in terms of clause

b. Changes, if any, in accounting policies and

practices and reasons for the same.

c. Major accounting entries involving estimates

based on the exercise of judgment by

Management.

d. Signiﬁcant adjustments made in the ﬁnancial

statements arising out of audit ﬁndings.

e. Compliance with listing and other legal

requirements relating to ﬁnancial statements.

f. Disclosure of any Related Party Transactions.

g. Modiﬁed opinion(s) in the draft audit report.

5. Reviewing with the Management, the quarterly

ﬁnancial statements before submission to the board

for approval;

6. Reviewing with the Management, the statement of

uses / application of funds raised through an issue

(public issue, rights issue, preferential issue, etc.) the

statement of funds utilised for purposes other than

those stated in the offer documents / prospectus /

notice and the report submitted by the monitoring

agency monitoring the utilisation of proceeds of

a public or rights issue and making appropriate

recommendations to the Board to take up steps in

these matters;

7. Review and monitor the auditors’ independence and

performance and effectiveness of audit process;

8. Approval and Review on quarterly basis, Related

Party Transactions (RPTs) entered into by the

Company pursuant to omnibus approval given;

9. Scrutiny of inter-corporate loans and investments;

10. Valuation of undertakings or assets of the Company,

wherever it is necessary;

11. Evaluation of internal ﬁnancial controls and risk

management systems;

12. Reviewing with the Management, the performance

of statutory and internal auditors, adequacy of

internal control systems;

13. Reviewing the adequacy of internal audit function,

if any, including the structure of the Internal Audit

Department, stafﬁng and seniority of the ofﬁcial

heading the department, reporting structure

coverage and frequency of internal audit;

14. Discussion with internal auditors of any signiﬁcant

ﬁndings and follow up thereon;

15. Reviewing the ﬁndings of any internal investigations

by the internal auditors into matters where there is

suspected fraud or irregularity or failure of internal

control systems of a material nature and reporting

the matter to the Board;

16. Discussion with the statutory auditors before the

audit commences about the nature and scope of

audit as well as post-audit discussion to ascertain

any areas of concern;

17. To look into the reasons for substantial defaults in

the payment to the depositors, debenture-holders,

shareholders (in case of non-payment of declared

dividends) and creditors;

18. To review the functioning of the whistle blower

mechanism;

19. Approval of appointment of the Chief Financial

Ofﬁcer after assessing the qualiﬁcations, experience

and background, etc. of the candidate.

20. Reviewing the utilisation of loans and/ or advances

from/investment by the holding company in the

subsidiary exceeding rupees 100 crore or 10% of

the asset size of the subsidiary, whichever is lower

including existing loans / advances / investments

existing as on the date of coming into force of this

provision.

21. To review compliance with the provisions of the

Securities and Exchange Board of India (Prohibition

of Insider Trading) Regulations, 2015, at least once

in a ﬁnancial year and shall also verify that the

systems for internal control are adequate and are

operating effectively; and

22. Carrying out any other function as is mentioned in

the terms of reference of the Audit Committee.

The Audit Committee is also authorised to:

a. Investigate any activity within the terms of reference;

b. Seek any information from any employee;

c. To have full access to information contained in the

records of the Company;

Reliance Power Limited

Corporate Governance Report

d. Obtain outside legal and professional advice;

e. Secure attendance of outsiders with relevant

expertise, if it considers necessary;

f. Call for comments from the auditors about internal

control systems and scope of audit, including the

observations of the auditors;

g. Review ﬁnancial statements before submission to

the Board; and

h. Discuss any related issues with the internal and

statutory auditors and the Management of the

Company.

The Audit Committee mandatorily reviews the following

information, as necessary:

a. Management Discussion and Analysis of ﬁnancial

condition and results of operations;

b. Statement of signiﬁcant Related Party Transactions

(as deﬁned by the Audit Committee) submitted by

Management;

c. Management letters / letters of internal control

weaknesses issued by the statutory auditors;

d. Internal audit reports relating to internal control

weaknesses, and;

e. The appointment, removal and terms of remuneration

of the Chief Internal Auditor.

f. Statement of deviations:

i. Quarterly statement of deviation(s) including

report of monitoring agency, if applicable,

submitted to the Stock Exchanges as per the

Listing Regulations;

ii. Annual Statement of funds utilised for

purposes other than those stated in the offer

document/prospectus/ notice, if any.

Attendance at the meetings of the Audit Committee held

during ﬁnancial year 2019-20

The Audit Committee held its meetings on May 29, 2019, August

09, 2019, August 12, 2019, November 14, 2019 and February

14, 2020. The maximum gap between any two meetings was 93

days and the minimum gap was 3 days.

Members Meetings held

during the FY

Meetings

Attended

Shri K Ravikumar 5 4

Shri D. J. Kakalia 5 5

Shri Sateesh Seth* 1 1

Smt. Rashna Khan 5 5

*Ceased to be a member w.e.f June 07, 2019

The Chairman of the Audit Committee was present at the last

Annual General Meeting of the Company.

The Audit Committee considered all the points in terms of its

reference at periodic intervals.

The Company Secretary acts as the Secretary to the Audit

Committee.

During the year, the Committee discussed with the Statutory

Auditor of the Company, the overall scope and plans for the

independent audit.

The Management has represented to the Committee that the

Company’s ﬁnancial statements were prepared in accordance with

the prevailing laws and regulations.

The Committee also discussed the Company’s Audited Financial

Statement, the rationality of signiﬁcant judgments and the clarity

of disclosures in the ﬁnancial statement. Based on the review and

discussions conducted with the Management and the Auditors,

the Audit Committee believes that the Company’s Financial

Statement are fairly presented in conformity with the prevailing

laws and regulations in all material aspects.

The Committee has also reviewed the internal control systems

put in place to ensure that the accounts of the Company are

properly maintained and that the accounting transactions are

recorded in accordance with the prevailing laws and regulations.

While conducting such reviews, the Committee found no material

discrepancy or weakness in the internal control systems of the

Company. The Committee also reviewed the ﬁnancial policies of

the Company and has expressed its satisfaction with the same.

The Committee, after review expressed its satisfaction on the

independence of both the Statutory and Internal Auditors.

Pursuant to the requirements of Section 148 of the Companies

Act, 2013, the Board has, based on the recommendation of the

Committee, appointed Cost Auditors to audit the cost records of

the Company. The Cost Audit Report was placed and discussed

and the Audit Committee Meeting.

III. Nomination and Remuneration Committee

The Nomination and Remuneration Committee (NRC) of the

Board constituted in terms of Section 178 of the Act and

Listing Regulations.

The Committee comprises of three directors, viz. Shri K

Ravikumar as Chairman, Shri D. J. Kakalia and Smt Rashna

Khan, as Members.

The Company Secretary acts as the Secretary to the

Nomination and Remuneration Committee.

The terms of reference, inter-alia comprises the following:

a. Formulation of the criteria for determining the

qualiﬁcations, positive attributes and independence

of a Director and recommend to the Board a policy

relating to the remuneration for the Directors, Key

Managerial Personnel and other employees.

b. Formulation of criteria for evaluation of performance

of Independent Directors and the Board and the

Committees thereof.

c. Devising a policy on diversity of the Board of

Directors.

d. Identifying persons who are qualiﬁed to become

directors and who may be appointed in Senior

Management in accordance with the criteria laid

down, and to recommend to the Board of Directors

their appointment and removal.

e. Whether to extend or continue the term of

appointment of the Independent Director, on the

basis of the report of performance evaluation of

Independent Directors.

f. Recommend to the board, all remuneration, in

whatever form, payable to senior management.

Policy on Appointment and Remuneration for Directors, Key

Managerial Personnel and Senior Management Employees

has been provided as an Annexure to the Directors’ Report.

Shri K. Ravikumar, Chairman of the Committee was present

at the AGM of the Company held on September 30, 2019.

Reliance Power Limited

Corporate Governance Report

Attendance at the meetings of the NRC held during

ﬁnancial year 2019-20

The Committee held its meeting on June 07, 2019 and

February 13, 2020.

Members Meeting held

during the FY

Meetings

Attended

Shri K Ravikumar 2 2

Shri D. J. Kakalia 2 2

Shri Sateesh Seth* 1 1

Smt. Rashna Khan 2 2

*Ceased to be a member w.e.f June 07, 2019.

All the directors being non-executive as on March 31,

2020, were paid only sitting fees for attending the

meetings of the Board and its Committees.

The Company has carried out the evaluation of the Board

of Directors during the year in terms of the criteria laid

down by the NRC, details of which have been covered in

the Director’s Report forming part of this Annual Report.

Details of Sitting Fees paid to Directors during the

ﬁnancial year 2019-20:

(` in lakhs)

Name Position Sitting Fees

Shri Anil D Ambani Chairman 2.00

Shri Sateesh Seth Director 3.60

Shri K. Ravikumar Director 8.40

Shri D. J. Kakalia Director 8.40

Smt Rashna Khan Director 8.40

Total 30.80

Notes:

a. There were no other pecuniary relationships or

transactions of non-executive directors vis-à-vis the

Company.

b. Pursuant to the limits approved by the Board, all non-

executive directors were paid sitting fees of ` 40,000

(excluding taxes as applicable) for attending each

meeting of the Board and its Committees.

c. The Company did not pay any amount to the non-

executive directors by way of salary, perquisites

commission, pension and bonuses.

d. The Company has so far not issued any stock options

to its directors.

During the year, in terms of the approval granted by the

shareholders, Shri K. Raja Gopal, Whole-time Director &

Chief Executive Ofﬁcer was paid remuneration as follows:

SN Particulars

(` in lakhs)

1 Remuneration 298

2 Performance Link Incentives NIL

3 Perquisites* -

4 Beneﬁts, bonuses, stock

options, pension, etc

NIL

Total 298

* Company owned car.

Service, Contracts, Notice Period, Severance fees - He has

a binding service contract with functions and duties of a

Whole-time Director and Chief Executive Ofﬁcer.

The above remuneration is as per the Policy on appointment

and remuneration for Directors, Key Managerial Personnel

and Senior Management Employees.

IV. Stakeholders Relationship Committee

The Stakeholders Relationship Committee (‘SRC’) of the

Board constituted in terms of Section 178 of the Act and

Listing Regulations.

The Committee was re-constituted by the Board of Directors

of the Company on June 07, 2019.

The terms of reference, inter alia, comprises the following:

a. Resolving the grievances of the security holders

of the listed entity including complaints related to

transfer / transmission of shares, non-receipt of

annual report, non-receipt of declared dividends,

issue of new/duplicate certiﬁcates, general meetings

etc.

b. Review of measures taken for effective exercise of

voting rights by shareholders.

c. Review of adherence to the service standards

adopted by the listed entity in respect of various

services being rendered by the Registrar & Share

Transfer Agent.

d. Review of the various measures and initiatives taken

by the listed entity for reducing the quantum of

unclaimed dividends and ensuring timely receipt of

dividend warrants/annual reports/statutory notices

by the shareholders of the company.

The Committee comprises of Shri D. J. Kakalia as Chairman,

Shri K. Ravikumar, Smt Rashna Khan and Shri K. Raja Gopal

as members as on March 31, 2020. However Shri Sateesh

Seth ceased to be member with effect from June 07,

2019.

Shri D. J. Kakalia, Chairman of the Committee was present

at the AGM of the Company held on September 30, 2019.

Attendance of members at the meeting of the

Stakeholders Relationship Committee held during

ﬁnancial year 2019-20:

During the year, the Committee held its meetings on June

07, 2019, August 12, 2019, November 14, 2019 and

February 13, 2020. The maximum gap between any two

meetings was 93 days and the minimum gap was 65 days.

Name Meeting held

during the FY

Meetings

Attended

Shri D.J. Kakalia 4 4

Shri Sateesh Seth* 1 1

Shri K Ravikumar 4 4

Smt Rashna Khan 4 4

Shri K Raja Gopal 4 3

*Ceased to be Member with effect from June 07, 2019.

The Company Secretary acts as the Secretary to the

Stakeholders Relationship Committee.

Reliance Power Limited

Corporate Governance Report

V. Corporate Social Responsibility (CSR) Committee

In terms of Section 135 of the Act, the Company has a

Corporate Social Responsibility (CSR) Committee. The

composition and terms of reference of CSR Committee are

in compliance with the applicable provisions of the Act.

The Committee was reconstituted by the Board of Directors

of the Company on June 07, 2019.

The Committee comprises of Smt Rashna Khan,

Chairperson, Shri D. J. Kakalia, Shri K. Ravikumar, and Shri K.

Raja Gopal as members as on March 31, 2020. However

Shri Sateesh Seth ceased to be member with effect from

June 07, 2019.

The CSR Committee has formulated a CSR policy indicating

the activities to be undertaken by the Company.

The CSR policy is also monitored by the Committee from

time to time.

The Committee held a meeting during the year on August

12, 2019.

The meetings were attended by the Members as below:

Members Number of Meetings

Held during

the tenure

Attended

Smt Rashna Khan 1 1

Shri D. J. Kakalia 1 1

Shri K Ravikumar 1 1

Shri K Raja Gopal 1 0

The Company Secretary acts as the Secretary to the CSR

Committee.

VI. Risk Management Committee

The Risk Management Committee (RMC) comprises of the

following Members as on March 31, 2020:

1. Shri D. J. Kakalia, Chairman

2. Shri K Ravikumar, Director

3. Smt Rashna Khan, Director

4. Shri K. Raja Gopal, Whole-time Director, CEO

5. Shri Shrikant D. Kulkarni, President, Chief Business

Ofﬁcer

6. Shri Shrenik Vaishnav, Chief Financial Ofﬁcer*

7. Shri Sandeep Khosla, Chief Financial Ofﬁcer**

*Ceased as members of the Committee with effect from

March 31, 2020 from the close of business hours.

**Appointed as members of the Committee with effect

from May 8, 2020.

The Company Secretary acts as the Secretary to the Risk

Management Committee.

The Board of Directors has deﬁned the role and

responsibilities of the Committee and has delegated

monitoring and reviewing of the risk management plan

to the Committee and assigned such other functions as

deemed appropriate.

The Committee is authorised to discharge its responsibilities

as follows:

1. Oversee and approve the risk management, internal

compliance and control policies and procedures of

the Company.

2. Oversee the design and implementation of the risk

management and internal control systems (including

reporting and internal audit systems), in conjunction

with existing business processes and systems, to

manage the Company’s material business risks.

3. Review and monitor the risk management plan,

Cyber Security and related risks.

4. Set reporting guidelines for management.

5. Establish policies for the monitoring and evaluation of

risk management systems to assess the effectiveness

of those systems in minimizing risks that may impact

adversely on the business objectives of the Company.

6. Oversight of internal systems to evaluate compliance

with corporate policies.

7. Provide guidance to the Board on making the

Company’s risk management policies.

8. Subsidiary companies monitoring framework.

During the year, the Risk Management Committee held its

meetings on June 07, 2019, August 12, 2019, November

14, 2019 and February 13, 2020.

The minutes of the meetings of all the committees of the

Board of Directors are placed before the board.

VII. Compliance Ofﬁcer

Shri Murli Manohar Purohit, Company Secretary is the

Compliance Ofﬁcer for complying with the requirements

of various provisions of the Laws, Rules and Regulations

applicable to the Company including SEBI Regulations and

the Uniform Listing Agreements executed with the Stock

Exchanges.

VIII. General Body Meetings

The Company held its last three Annual General Meetings

as under:

Financial

Year

Date and

Time

Whether Special Resolution(s)

passed or not (through electronic

voting and physical Ballot)

2018-19 September

30, 2019 -

12:30 P.M.

Yes

a. Private Placement of Non-

Convertible Debentures and/or

other Debt Securities

2017-18 September

18, 2018 –

12 Noon

Yes

a. Appointment of Shri K Raja

Gopal as the Whole-time

Director

b. Private Placement of Non-

Convertible Debentures

Reliance Power Limited

Corporate Governance Report

Financial

Year

Date and

Time

Whether Special Resolution(s)

passed or not (through electronic

voting and physical Ballot)

2016-

September

26, 2017 –

2.00 P.M.

Yes

a. Re-appointment of Shri D.

J. Kakalia as an Independent

Director

b. Re-appointment of Smt.

Rashna Khan as an Independent

Director

c. Appointment of Shri N.

Venugopala Rao as the Whole-

time Director

d. Private Placement of Non-

Convertible Debentures

e. Adoption of new Articles of

Association of the Company

f. Borrowing limits of the

Company

The Annual General Meetings for 2016-17 & 17-18

were held at Birla Matushri Sabhagar, 19, New Marine

Lines, Mumbai 400 020 and for the year 2018-19 it was

held at Rama & Sundri Watumull Auditorium, Vidyasagar,

Principal K. M. Kundnani Chowk, 124, Dinshaw Wachha

Road, Churchgate, Mumbai 400 020.

During the year there was no Extra-ordinary General

Meeting held by the Company.

IX. Postal Ballot

The Company has not conducted any business through

Postal Ballot during the ﬁnancial year 2019-20.

None of the businesses proposed to be transacted in

the ensuing Annual General Meeting require passing of a

Special Resolution through Postal Ballot.

X. Details of Utilisation

During the year, the Company has not raised any funds

through preferential allotment or qualiﬁed institutions

placement as speciﬁed under Regulation 32(7A) of the

Listing Regulations.

XI. Means of Communication

a. Quarterly Results:

Quarterly Results, in ordinary course, are published

in The Financial Express (English) newspaper

circulating substantially in the whole of India

and in Navshakti (Marathi) newspaper and are

also posted on the Company’s website www.

reliancepower.co.in.

b. Media Releases and Presentations:

Ofﬁcial media releases are sent to the Stock

Exchanges before their release to the media for

wider dissemination. Presentations made to media,

analysts, institutional investors, etc. are posted on

the Company’s website.

c. Website:

The Company’s website contains a separate

dedicated section called ‘Investor Information’. It

contains a comprehensive database of information

of interest to our investors including the ﬁnancial

results and Annual Report of the Company,

information on dividend declared by the Company,

any price sensitive information disclosed to the

regulatory authorities from time to time, business

activities and the services rendered / facilities

extended by the Company to our investors, in an

user friendly manner. The basic information about

the Company as called for in terms of Listing

Regulations is provided on the Company’s website

and the same is updated regularly.

d. Annual Report:

The Annual Report containing, inter-alia, Notice

of Annual General Meeting, Audited Financial

Statement, Consolidated Financial Statement,

Directors’ Report, Auditors’ Report and other

important information is circulated to members and

others entitled thereto. The Management Discussion

and Analysis Report and Business Responsibility

Report also form part of the Annual Report and are

displayed on the Company’s website.

The Act read with the Rules made thereunder

and the Listing Regulations facilitate the service of

documents to members through electronic means.

In compliance with the various relaxations provided

by SEBI and MCA due to COVID-19 Pandemic,

the Company have e-mailed the soft copies of the

Annual Report to all those members whose e-mail

IDs were available with its Registrar and Transfer

Agent or Depositories and urged other members

to register their e-mail IDs to receive the said

communication.

e. NSE Electronic Application Processing System

(NEAPS)

The NEAPS is a web based system designed by NSE

for corporates. The Shareholding Pattern, Corporate

Governance Report, Corporate announcements,

Media Releases, Financial Results, etc. are ﬁled

electronically on NEAPS.

f. BSE Corporate Compliance and Listing Centre

(the ‘Listing Centre’)

The Listing Centre is a web based application

Pattern, Corporate Governance Report, Corporate

announcements, Media Releases, Financial Results,

etc. are ﬁled electronically on the Listing Centre.

g. Unique Investor helpdesk:

Exclusively for investor servicing, the Company has

set up a Unique Investor Help Desk with multiple

access modes as under:

Toll free no. (India) : 1800 4250 999

Telephone no. : +91 40 6716 1500

Fax no. : +91 40 6716 1791

E-mail : rpower@kﬁntech.com

Reliance Power Limited

Corporate Governance Report

h. Designated e-mail id:

The Company has also designated the e-mail

id: [email protected]

exclusively for investor servicing.

i. SEBI Complaints Redress System (SCORES):

The investors’ complaints are also being processed

through the centralised web based complaint

redressal system. The salient features of SCORES

are availability of centralised database of the

complaints and uploading online action taken

reports by the Company. Through SCORES the

investors can view online, the actions taken and

current status of the complaints. In its efforts to

improve ease of doing business, SEBI has launched

a mobile app “SEBI SCORES”, making it easier for

investors to lodge their grievances with SEBI, as

they can now access SCORES at their convenience

of a smart phone.

XII. Management Discussion and Analysis

A Management Discussion and Analysis Report forms

part of this Annual Report and includes discussions on

various matters speciﬁed under Regulation 34(2) read

with Schedule V of the Listing Regulations.

XIII. Subsidiaries

All the subsidiary companies are managed by their

respective Boards. Their Boards have the rights and

obligations to manage such companies in the best

interest of their stakeholders.

The Company monitors the performance of its subsidiary

companies, inter-alia, by the following means:

a. The minutes of the meetings of the Boards of the

subsidiary companies are periodically placed before

the Company’s Board.

b. Financial statement, in particular the investments

made by the subsidiary companies, are reviewed

quarterly by the Audit Committee of the Company.

c. A statement containing all signiﬁcant transactions

and arrangements entered into by the unlisted

subsidiary companies is placed before the Audit

Committee / Board.

d. Quarterly review of Risk Management process is

made by the Risk Management Committee / Audit

Committee / Board.

The Company has formulated Policy for Determining

Material subsidiaries which is put on Company’s

website at the link: https://www.reliancepower.co.in/

documents/2181716/2364859/Policy_for_Determining_

Material_Subsidiary-new.pdf.

One of the Independent Directors is nominated to the

Board of the subsidiaries as and when a subsidiary becomes

an ‘unlisted Material Subsidiary’ within the meaning of the

above expression in accordance with Regulation 24 read

with Regulation 16 of the Listing Regulations. Keeping

in view the above requirement, Independent Directors

of the Company have been appointed on the Boards of

‘unlisted Material Subsidiary’ viz. Smt Rashna Khan on

the Boards of Sasan Power Limited, Rosa Power Supply

Company Limited and Vidarbha Industries Power Limited

and Shri D. J. Kakalia on the Board of Rosa Power Supply

Company Limited. They have been made Chairpersons of

the respective subsidiaries referred to above.

All the unlisted material subsidiaries have undergone

Secretarial Audit by a practicing Company Secretary and

the secretarial audit report is annexed to their annual

report.

XIV. Disclosures

a. There has been no non-compliance by the

Company on any matter related to capital markets

during the last three ﬁnancial years except for

the delay in publication of ﬁnancial results for the

year ended March 31, 2019 due to the situations

beyond the control of the Company.

b. Related Party Transactions

During the ﬁnancial year 2019-20, no transactions

of material nature have been entered into by

the Company that may have a potential conﬂict

with interest of the Company. The details of

Related Party Transactions are disclosed in the

Notes to Financial Statements. The policy on

dealing with Related Party Transactions including

clear threshold limits duly approved by the

Board is placed on the Company’s website at

web link: https://www.reliancepower.co.in/

documents/2181716/2364859/Policy_for_

Determining_Material_Subsidiary-new.pdf.

c. Accounting Treatment

In the preparation of ﬁnancial statements for the

year 2019-20, the Company has followed the

Accounting Standards as prescribed under section

133 of the Act, as applicable. The Accounting

Policies followed by the Company to the extent

relevant, are set out elsewhere in this Annual

Report.

d. Code of Conduct

The Company has adopted the Code of Conduct

and ethics for Directors and Senior Management.

The code has been circulated to all the members

of the Board and Senior Management personnel

and the same has been posted on the Company’s

website www.reliancepower.co.in. The Board

members and the Senior Management have

afﬁrmed their compliance with the code and a

declaration signed by the Whole-time Director of

the Company appointed in terms of the Companies

Act, 2013, is given below:

‘It is hereby declared that the Company has

obtained from all members of the Board and

Senior Management personnel of the Company

afﬁrmation that they have complied with the Code

of Conduct for directors and Senior Management

for the year 2019-20.’

K. Raja Gopal

Whole-time Director

Reliance Power Limited

Corporate Governance Report

e. CEO and CFO Certiﬁcation

Shri K.Raja Gopal, Whole-time Director & Chief

Executive Ofﬁcer and Shri Sandeep Khosla,

Chief Financial Ofﬁcer of the Company, has

provided certiﬁcation on ﬁnancial reporting and

internal controls to the Board as required under

Regulation 17(8) of the Listing Regulations.

f. Review of Directors’ Responsibility Statement

The Board in its report has conﬁrmed that the

annual accounts for the year ended March 31,

2020 have been prepared as per applicable

Accounting Standards and Policies and that

sufﬁcient care has been taken for maintaining

adequate accounting records.

g. Certiﬁcate from a Company Secretary in

Practice

Pursuant to the provisions of schedule V of

the Listing Regulations the Company has

obtained a certiﬁcate from M/s. Ajay Kumar &

Co., Practising Company Secretaries conﬁrming

that none of the Directors on the Board of the

Company 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.

h. Conﬁrmation by the Board of Directors’ for

acceptance of Committees recommendations

The Board of Directors conﬁrmed that

during the ﬁnancial year, it has accepted all

recommendations of any committees which is

mandatorily required.

XV. Policy on Insider Trading

The Company has a Code of Conduct for Prevention

of Insider Trading and code for fair disclosure of

Unpublished Price Sensitive Information (‘Code’) in

accordance with the guidelines speciﬁed under SEBI

(Prohibition of Insider Trading) Regulations, 2015,

as amended. The Board has appointed Company

Secretary as the Compliance Ofﬁcer under the Code

responsible for complying with the procedures,

monitoring adherence to the rules for the preservation

of price sensitive information, pre-clearance of trade,

monitoring of trades and implementation of the Code

of Conduct under the overall supervision of the Board.

The Company’s Code, inter alia, prohibits purchase and

/ or sale of securities of the Company by an insider,

while in possession of unpublished price sensitive

information in relation to the Company and also during

certain prohibited periods. The Company’s Code is

available on the Company’s website.

Pursuant to the Securities and Exchange Board of India

(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.

XVI. Compliance of Regulation 34(3) read with Para F of

Schedule V of Listing Regulations

As per Regulation 34(3) read with Para F of Schedule

V of Listing Regulations, the Company reports the

following details in respect of equity shares lying in

suspense account relating to Initial Public Offer (IPO),

Bonus Issue and the issue of shares pursuant to the

Composite Scheme of Arrangement between the

Company and Reliance Natural Resources Limited and

Others.

i. Unclaimed Shares Suspense Accounts – IPO and

Bonus Issue

The members may note that the Company has

received claims from Shareholders for direct transfer

of unclaimed equity shares to their respective demat

accounts and that the same have been transferred to

the demat accounts of the respective shareholders

accounts for the year ended March 31, 2020, as under:

No.

Particulars No. of

Shareholders

No. of

1. Aggregate number of

shareholders and the

outstanding shares lying

in suspense account as on

April 1, 2019

5,667 1,48,013

2. Number of shareholders

who approached issuer

for transfer of shares from

Suspense Account during

the ﬁnancial year 2019-

0 0

3. Number of shareholders

to whom Shares were

transferred from Suspense

Account during the

ﬁnancial year 2019-20

0 0

4. Aggregate number of

shareholders and the

outstanding shares lying

in suspense account as on

March 31, 2020

5,667 1,48,013

Reliance Power Limited

Corporate Governance Report

ii. Unclaimed Shares Suspense Account

Arising out of the Composite Scheme of Arrangement

between Reliance Natural Resources Limited and

Reliance Power Limited & others:

No.

Particulars No. of

Shareholders

No. of

1. Aggregate number of

shareholders and the

outstanding shares lying

in suspense account as on

April 1, 2019

87,970 9,60,281

2. Number of shareholders

who approached issuer for

transfer of shares from

Suspense Account during

the ﬁnancial year 2019-

20.

48 1,628

3. Number of shareholders

to whom shares were

transferred from Suspense

Account during the ﬁnancial

year 2019-20.

48 1,628

4. Aggregate number of

shareholders and the

outstanding shares lying in

Suspense Account as on

March 31, 2020

87,922 9,58,653

The voting rights on the shares outstanding in the

Unclaimed Suspense Accounts as on March 31, 2020

shall remain frozen till the rightful owner of such shares

claims the shares.

Wherever the shareholders have claimed the shares,

after proper veriﬁcation, the shares have been credited

to the respective beneﬁciary account.

The Company is not under obligation to transfer to

the Investor Education and Protection Fund, shares in

respect of which dividend has not been paid or claimed

for seven consecutive years or more.

XVII. Fees to Statutory Auditors

The details of fees paid to Statutory Auditors by the

Company and its subsidiaries during the year ended

March 31, 2020 are as follows:

(` in lakhs)

SN Particulars M/s. Pathak H. D. & Associates

LLP and their

network entities

1. Audit Fees 198

2. Certiﬁcation

Charges

3. Other Matters 1

Total 218

XVIII.Disclosure in relation to the Sexual Harassment of

Women at Workplace (Prevention, Prohibition and

Redressal) Act, 2013

As reported by the Internal Complain Committee the

details of Complaints are as under.

SN Particulars Details

1. Number of complaints ﬁled during

the ﬁnancial year

Nil

2. Number of complaints disposed of

during the ﬁnancial year

Nil

3. Number of Complaints pending as

on end of the ﬁnancial year

Nil

XIX. Compliance with non-mandatory Requirements

1. The Board

The Company has a non executive Chairman

and he is entitled to maintain Chairman’s

ofﬁce at the Company’s expense and also

allowed reimbursement of expenses incurred in

performance of his duties.

2. Audit qualiﬁcations

There are no audit qualiﬁcations on the standalone

ﬁnancial statements of the Company for the year

2019-20.

3. Separate posts of Chairman and CEO

The Company maintains separately the posts of

Chairman and CEO.

4. Reporting of Internal Auditor

The Internal Auditor reports directly to the Audit

Committee of the Company.

XX. General shareholder information

The mandatory and various additional information of

interest to investors are voluntarily furnished in a separate

section on investor information in this Annual Report.

Certiﬁcate on Corporate Governance

The Certiﬁcate from Company Secretary in Practice

on compliance of Regulation 34(3) of the Listing

Regulations relating to Corporate Governance is published

in this Annual Report.

Review of governance practices

We have in this report endeavoured to present the

governance practices and principles being followed

at Reliance Power, as evolved over a period, and as

considered as being appropriate to meet the needs of

the Company’s business and its Stakeholders.

Our disclosures and governance practices are continually

revisited, reviewed and revised to respond to the dynamic

needs of our business and ensure that our standards are at

par with the globally recognised practices of governance,

so as to meet the expectations of all our stakeholders.

Reliance Power Limited

Corporate Governance Report

Compliance of Corporate Governance requirements speciﬁed in Regulation 17 to 27 and Regulation 46(2)(b) to (i) of the

Listing Regulations

Sr.

No.

Particulars Regulations Compliance

Status

Compliance Observed

1. Board of Directors 17 Yes • Composition&Meetings

• QuorumofBoardMeetings

• Reviewofcompliancereports&compliancecerticate

• Plansfororderlysuccessionforappointments

• CodeofConduct

• Fees/compensationtoNon-ExecutiveDirectors

• MinimuminformationtobeplacedbeforetheBoard

• Riskassessmentandmanagement

• Performanceevaluation

2. Maximum No. of

Directorships

17A Yes • Directorshipsinlistedentity

3. Audit Committee 18 Yes • Composition&Meetings

• QuorumofCommittee

• PoweroftheCommittee

• RoleoftheCommitteeandreviewofinformationbythe

Committee

4. Nomination and

Remuneration Committee

19 Yes • Composition

• QuorumofCommittee

• MeetingsoftheCommittee

• RoleoftheCommittee

5. Stakeholders Relationship

Committee

20 Yes • Composition

• QuorumofCommittee

• RoleoftheCommittee

6. Risk Management

Committee

21 Yes • Composition

• MeetingsoftheCommittee

• RoleoftheCommittee

7. Vigil Mechanism 22 Yes • ReviewofVigilMechanismforDirectorsandemployees

• DirectaccesstoChairpersonofAuditCommittee

8. Related Party Transactions 23 Yes • Policy of Materiality of Related Party Transactions and

dealing with Related Party Transactions

• ApprovalincludingomnibusapprovalofAuditCommittee

• ReviewofRelatedPartyTransactions

• NomaterialRelatedPartyTransactions

• Disclosure ofRelated Party Transactions on consolidated

basis

9. Subsidiaries of the

Company

24 Yes • Appointment of Company’s Independent Director on the

Board of material subsidiary

• ReviewofnancialstatementsofsubsidiarybytheAudit

Committee

• MinutesoftheBoard of Directorsofthesubsidiariesare

placed at the meeting of the Board of Directors

• Signicanttransactionsandarrangementsofsubsidiaryare

placed at the meeting of the Board of Directors

10. Secretarial Compliance

Report

24A Yes • SecretarialComplianceReport

• SecretarialAuditReport

11. Obligations with respect to

Independent Directors

25 Yes • NoalternateDirectorsforindependentdirectors

• MaximumDirectorshipandtenure

• MeetingsofIndependentDirectors

• CessationsandAppointmentofIndependentDirectors

• FamiliarisationofIndependentDirectors

• DeclarationbyIndependentDirectors

• Director’s&Ofcer’sInsurance

Reliance Power Limited

Corporate Governance Report

Certiﬁcate On Corporate Governance

[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, 2020, as per the relevant provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure

Requirements) Regulations, 2015 (“the SEBI Listing Regulations, 2015”) as referred to in Regulation 15(2) of the SEBI Listing

Regulations, 2015 for the period from April 01, 2019 to March 31, 2020.

The compliance of conditions of Corporate Governance is the responsibility of the Company’s management and my examination was

limited to procedures and implementations thereof, adopted by the Company for ensuring the compliance of 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, I certify that the Company has

complied with the conditions of Corporate Governance as stipulated in the SEBI Listing Regulations, 2015.

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 issued solely for the purposes of complying with the aforesaid Regulations and should not be used by any other

person or for any other purpose.

Ajay Kumar

(Ajay Kumar & Co.)

Practising Company Secretaries

UDIN: F003399B000221474 FCS No.:3399 COP No.: 2944

Place: Mumbai

Date: 09.05.2020

12. Obligations with respect

to employees including

Senior Management, Key

Managerial Personnel,

Directors and Promoters

26 Yes • Memberships/ChairmanshipsinCommittees

• AfrmationoncomplianceofCodeofConductbyDirectors

and Senior Management

• DisclosureofshareholdingbyNon-ExecutiveDirectors

• Disclosures by Senior Management about potential

conﬂicts of interest

• Noagreementwithregardtocompensationorprotsharing

in connection with dealings in securities of the Company by

Key Managerial Persons, Director and Promoter

13. Other Corporate

Governance requirements

27 Yes • Compliancewithdiscretionaryrequirements

• Filing of quarterly compliance report on Corporate

Governance

14. Website 46(2) (b)

to (i)

Yes • Terms and conditions for appointment of Independent

Directors

• Composition of various Committees of the Board of

Directors

• Code of Conduct of Board of Directors and Senior

Management Personnel

• Details of establishment of Vigil Mechanism / Whistle-

blower policy

• criteriaofmakingpaymentstonon-executivedirectors,if

the same has not been disclosed in annual report;

• PolicyondealingwithRelatedPartyTransactions

• Policyfordeterminingmaterialsubsidiaries

• Details of familiarisation programmes imparted to

Independent Directors

• AllCreditRatingobtainedandrevision,ifany

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 31

March, 2020 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.

Sr. No. Name of Director DIN Date of appointment in Company Date of Cessation

1. Mr. Anil D Ambani 00004878 30/09/2007 -

2. Mr. Sateesh Seth 00004631 18/07/2014 -

3. Mr. Ravikumar Krishnasamy 00119753 26/09/2017 -

4. Mr. Darius Jehangir Kakalia 00029159 13/09/2013 -

5. Ms. Rashna Hoshang Khan 06928148 27/09/2014 -

6. Mr. Raja Gopal Krotthapalli 00019958 01/07/2018 -

Ensuring the eligibility for the appointment / continuity of every Director on the Board is the responsibility of the management of

the Company. Our responsibility is to express an opinion on these based on our veriﬁcation. This Certiﬁcate is neither an assurance as

to the future viability of the Company nor of the efﬁciency or effectiveness with which the management has conducted the affairs

of the Company.

For, Ajay Kumar & Co.

Sd/-

(Ajay Kumar)

Proprietor

Place: Mumbai Membership No.: 3399

Date: 09.05.2020 CP No.: 2944

UDIN: F003399B000221507

Reliance Power Limited

Investor Information

Important Points

Investors should hold securities in dematerialised form, as

transfer of shares in physical form is no longer permissible.

As mandated by SEBI, w.e.f. April 1, 2019, request for

effecting transfer of securities shall not be processed

unless the securities are held in dematerialised form with

a depository except for transmission and transposition of

securities.

Members are advised to dematerialise shares in the Company

to facilitate transfer of shares.

Holding securities in dematerialised form is beneﬁcial to the

investor in the following manner:

• Asafeandconvenientwaytoholdsecurities;

• Elimination of risksassociated with physical certicates

such as bad delivery, fake securities, delays, thefts etc.;

• Immediatetransferofsecurities;

• Nostampdutyonelectronictransferofsecurities;

• Reductionintransactioncost;

• Reductioninpaperworkinvolvedintransferofsecurities;

• Nooddlotproblem,evenonesharecanbetraded;

• Availabilityofnominationfacility;

• Easeineffectingchangeofaddress/bankaccountdetails

as change with Depository Participants gets registered

with all companies in which investor holds securities

electronically;

• Easier transmission of securities as the same is done

by Depository Participants for all securities in demat

account;

• Automatic credit into demat account of shares, arising

out of bonus / split / consolidation / merger, etc.

• Convenientmethodofconsolidationoffolios/accounts;

• Holding investments in Equity, Debt Instruments,

Government securities, Mutual Fund Units etc. in a single

account;

• Easeofpledgingofsecurities;and

• Easeinmonitoringofportfolio.

Members holding shares in physical mode:

a. are required to submit their Permanent Account Number

(PAN) and bank account details to the Company

/ KFintech, if not registered with the Company as

mandated by SEBI.

b. are advised to register the nomination in respect of their

shareholding in the Company.

Nomination Form (SH-13) is put on the Company’s

website and can be accessed at link https://www.

reliancepower.co.in/web/reliance-power/shareholder-

services.

c. are requested to register / update their e-mail

address with the Company / KFintech for receiving all

communications from the Company electronically.

Members holding shares in electronic mode:

a. are requested to submit their PAN and bank account

details to their respective DPs with whom they are

maintaining their demat accounts.

b. are advised to contact their respective DPs for registering

the nomination.

c. are requested to register / update their e-mail address

with their respective DPs for receiving all communications

from the Company electronically.

The Securities and Exchange Board of India vide its circular

no. SEBI / HO / MIRSD / DOS3 / CIR / P / 2019 / 30 dated

February 11, 2019, with a view to address the difﬁculties

in transfer of shares, faced by non-residents and foreign

nationals, has decided to grant relaxations to non-residents

from the requirement to furnish PAN and permit them to

transfer equity shares held by them in listed entities to their

immediate relatives subject to the following conditions:

a. The relaxation shall only be available for transfers

executed after January 1, 2016.

b. The relaxation shall only be available to non-commercial

transactions, i.e. transfer by way of gift among

immediate relatives.

c. The non-resident shall provide copy of an alternate

valid document to ascertain identity as well as the non-

resident status.

Non-Resident Indian members are requested to inform

KFintech, the Company’s Registrar and Transfer Agent

immediately on the change in the residential status on

return to India for permanent settlement.

Hold Securities in Consolidated Form

Investors holding shares in multiple folios are requested to

consolidate their holding in single folio. Holding of securities in

one folio enables shareholders to monitor the same with ease.

Link for updating PAN / Bank Details is provided on the

website of the Company.

Investors should register with Depository Participants for the

SMS alert facility. Both depositories viz. National Securities

Depository Limited (NSDL) and Central Depository Services

(India) Limited (CDSL) alert investors through SMS of the

debits and credits in their demat account.

Intimate mobile number

Shareholders are requested to intimate their mobile number

and changes therein, if any, to Company’s Registrar and

Transfer Agent (RTA), if shares are held in physical form or

to their DP if the holding is in electronic form, to receive

communications on corporate actions and other information

of the Company.

Submit Nomination Form and avoid transmission hassle

Nomination helps nominees to get the shares transmitted

in their favour without any hassles. Investors should get the

nomination registered with the Company in case of physical

holding and with their Depository Participants in case of shares

held in dematerialised form.

Form may be downloaded from the Company’s website under

the section ‘Investor Information’.

However, if shares are held in dematerialised form, nomination

has to be registered with the concerned Depository Participants

directly, as per the form prescribed by the Depository

Participants.

Reliance Power Limited

Investor Information

Deal only with SEBI Registered Intermediaries

Investors should deal only with SEBI registered intermediaries

so that in case of deﬁciency of services, investor may take up

the matter with SEBI.

Corporate Beneﬁts in Electronic Form

Investors holding shares in physical form should opt for

corporate beneﬁts like split / bonus / consolidation / merger

etc. in electronic form by providing their demat account

details to Company’s RTA.

Investors should register their e-mail addresses with the

Company / Depository Participants. This will help them in

receiving all communications from the Company electronically

at their e-mail addresses. This also avoids delay in receiving

communications from the Company. Prescribed form for

registration may please be downloaded from the Company’s

website.

Course of action in case of non-receipt of interim dividend

declared for the ﬁnancial year 2015-16, revalidation of

dividend warrant etc.

Shareholders may write to the Company’s RTA, furnishing

the particulars of the dividend not received, and quoting

the folio number / DP ID and Client ID particulars (in case

of dematerialised shares), as the case may be and provide

bank details along with cancelled cheque bearing the name

of the shareholder for updation of bank details and payment

of unpaid dividend. The RTA would request the concerned

shareholder to execute an indemnity before processing the

request.

As per a circular dated April 20, 2018 issued by SEBI, the

unencashed dividend can be remitted by electronic transfer

only and no duplicate dividend warrants will be issued by the

Company. The shareholders are advised to register their bank

details with the Company / RTA or their DPs, as the case may

be, to claim unencashed dividend from the Company.

Facility for a Basic Services Demat Account (BSDA)

SEBI has stated that all the depository participants shall make

available a BSDA for the shareholders unless otherwise opted

for regular demat account with (a) No Annual Maintenance

charges if the value of holding is up to ` 50,000 and (b)

Annual Maintenance charges not exceeding ` 100 for value

of holding from ` 50,001 to ` 2,00,000. (Refer Circular

No. CIR/MRD/DP/22/2012 dated 27

August, 2012 and

Circular No. CIR/MRD/DP/20/2015 dated December 11,

2015).

Annual General Meeting

The 26

Annual General Meeting (AGM) will be held on

Tuesday, June 23, 2020 at 1.30 p.m. (IST) through Video

Conferencing (VC) / Other Audio Visual Means (OAVM).

E-voting

The Members can cast their vote online through remote

e-voting from 10:00 A.M. on June 19, 2020 to 5:00 P.M.

on June 22, 2020. Further, the e-voting facility shall also be

made available to the shareholders present at the meeting

through Video Conferencing and have not cast their vote on

resolution through remote e-voting.

The Members who have cast their votes by remote e-voting

prior to the Meeting may also attend the Meeting but shall

not be entitled to cast their votes again at the Meeting.

The Members shall refer to the detailed procedure on remote

e-voting are given in the Notice and the e-voting instruction

slip.

Financial Year of the Company

The ﬁnancial year of the Company is from April 1 to March

31, each year.

Website

The Company’s website www.reliancepower.co.in contains a

separate dedicated section called ‘Investor Information’. It

contains comprehensive data base of information of interest

to our investors including the ﬁnancial results, annual reports,

dividend declared, any price sensitive information disclosed

to the regulatory authorities from time to time, business

activities and the services rendered / facilities extended to

our investors.

Dedicated E-mail ID for investors

For the convenience of our investors, the Company has

designed an e-mail ID i.e. reliancepower.investors@

relianceada.com for investors.

Registrar and Transfer Agent (RTA)

KFin Technologies Private Limited

Unit: Reliance Power Limited

Selenium Building, Tower – B, Plot No. 31 & 32

Financial District, Nanakramguda

Hyderabad Telangana 500 032

Toll free no. (India): 1800 4250 999

Tel no : +91 40 6716 1500, Fax no. : +91 40 6716 1791

E-mail: rpower@kﬁntech.com

Website : www.kﬁntech.com

Karvy Fintech Private Limited (KFPL), the Registrar and

Transfer Agent of the Company has changed its name to KFin

Technologies Private Limited with effect from December 5,

2019.

Dividend announcements

The Board of Directors of the Company do not recommend

any dividend for the ﬁnancial year 2019-20.

Share Transfer System

With a view to address the difﬁculties in transfer of shares,

faced by non-residents and foreign nationals, the Securities

and Exchange Board of India vide its circular no. SEBI/HO/

MIRSD/ DOS3/CIR/P/2019/30 dated February 11, 2019,

has decided to grant relaxations to non-residents from the

requirement to furnish PAN and permit them to transfer

equity shares held by them in listed entities to their immediate

relatives subject to the following conditions:

a. The relaxation shall only be available for transfers

executed after January 01, 2016.

b. The relaxation shall only be available to non-

commercial transactions, i.e. transfer by way of gift

among immediate relatives.

Reliance Power Limited

Investor Information

c. The non-resident shall provide copy of an alternate valid

document to ascertain identity as well as the non-resident

status.

Transfer of unclaimed amount to Investor Education and

Protection Fund, where necessary.

a) Unclaimed Amounts on company’s IPO

In accordance with the provisions of Section 123 of

the Companies Act, 2013 the Company has deposited

the unclaimed amount with the Investor Education

and Protection Fund (IEPF) maintained by the Central

Government. Therefore, members are requested to note

that no claims shall lie against the Company in respect of

any amounts which were unclaimed and unpaid.

b) Unclaimed fractional bonus warrants

The Company had issued fractional bonus warrants to

the members in lieu of their fractional entitlements to

bonus shares pursuant to the bonus shares allotted to

them on June 11, 2008.

Considering the exchange ratio, all the fractional shares

which arose pursuant to allotment of bonus shares were

consolidated and 11,49,140 shares were sold in the open

market and the net sales proceeds of ` 15,24,14,631/-

were distributed proportionately among the eligible

shareholders, to the extent of their entitlement.

Vide notiﬁcation No. SO-2866(E) dated September 5,

2016 issued by the Ministry of Corporate Affairs (MCA),

effective from September 7, 2016, the provisions of

Section 124, Sub-sections (1) to (4), (6) and (8) to

(11) of Section 125 of the Companies Act, 2013 (the

Act), have come into force.

Pursuant to the above, the Company has transferred

on January 4, 2017, an amount of 1,62,31,511/-

representing the amount lying unclaimed / unpaid

against the fractional proceeds as stated above, for

seven or more years as on December 28, 2016 to the

credit of the Investor Education and Protection Fund

(IEPF) established by the Central Government.

c) Unclaimed Fractional Warrants - Composite Scheme

of Arrangement

The Company had issued to the shareholders of Reliance

Natural Resources Limited fractional warrants against

the sale proceeds arising out of the consolidation and

disposal of their fractional entitlements consequent

upon the Composite Scheme of Arrangement between

Reliance Natural Resources Limited (‘RNRL’) and Reliance

Power Limited (‘the Company’ or ‘RPower’) and others,

as approved by the Hon’ble High Court of Judicature at

Bombay, vide its order dated October 15, 2010.

Pursuant to the above, the Company on February 12,

2018 has transferred an amount of ` 2,89,39,055/-

representing the amount lying unclaimed / unpaid

against the fractional proceeds, for seven or more years

as on January 15, 2018 to the credit of the Investor

Educational & Protection Fund (IEPF) established by the

Central Government.

Members may please note that, in view of the above,

any claim for refund of the amounts stated in (a), (b)

and (c) above will have to be preferred by the claimants

with the IEPF Authority after following the procedure as

prescribed in the relevant Rules.

d) Unclaimed Interim Dividend declared for Financial

Year 2015-16

The Company has declared interim dividend for the

ﬁnancial year 2015-16. Members who have not so far

encashed their dividend warrants or have not received

the dividend warrants are requested to seek issuance of

duplicate dividend warrants by communicating with our

RTA, KFin Technologies Private Limited, for payment of

their unclaimed amounts due.

The Company shall upload the details of unpaid and

unclaimed dividend on the website of the Company in

terms of the requirements of the Investor Education

and Protection Fund (uploading of information regarding

unpaid and unclaimed amounts lying with the companies)

Rules, 2012, in due time.

The dividend and other beneﬁts, if any, for the following years remaining unclaimed for seven years from the date of

declaration are required to be transferred by the Company to IEPF and the various dates for transfer of such amount are as

under:

Dividend Dividend

Per Share (`)

Date of

Declaration

Due for

transfer on

Amount lying in the unpaid

dividend account

Interim Dividend 1 09/11/2015 15/12/2022 29,883,091

Reliance Power Limited

Investor Information

Shareholding Pattern

Category of shareholders As on March 31, 2020

As on March 31, 2019

Number of shares %

A Shareholding of Promoter and Promoter Group

i Indian

54,09,64,533 19.29

1,57,86,36,797 56.28

ii Foreign

0 0.00

Total shareholding of Promoter and Promoter Group 54,09,64,533 19.29

1,57,86,36,797 56.28

Public shareholding

i Institutions

34,34,53,004 12.24

39,07,77,672 13.93

ii Non-institutions

1,92,01,53,915 68.45

83,51,48,319 29.77

Total Public shareholding 2,26,36,06,919 80.69

1,22,59,25,991 43.70

C Shares held by Custodian against which depository receipts

have been issued

5,55,014 0.02

5,63,678 0.02

Grand Total (A)+(B)+(C)+(D) 2,80,51,26,466 100.00

2,80,51,26,466 100.00

Distribution of Shareholding

Number of

shareholders as on

March 31, 2020

Total Shares

as on

March 31, 2020

Number of

shareholders as on

March 31, 2019

Total Shares

as on

March 31, 2019

Number % Number %

Up to 500

29,08,142 93.91 14,95,34,274 5.33

29,76,776 95.88 15,06,48,800 5.37

501 -5000

1,52,334 4.92 24,06,20,320 8.58

1,13,680 3.66 15,86,61,849 5.66

5001 -100000

34,430 1.11 62,16,24,599 22.16

13,605 0.44 21,48,12,341 7.66

Above 100000

1,975 0.06 1,79,33,47,273 63.93

689 0.02 2,28,10,03,476 81.32

30,96,881 100.00 2,80,51,26,466 100.00 31,04,750 100.00 2,80,51,26,466 100.00

Dematerialisation of Shares and Liquidity

The Company has admitted its shares to the depository system of National Securities Depository Limited (NSDL) and Central

Depository Services (India) Limited (CDSL) for dematerialisation of shares. The International Securities Identiﬁcation Number

(ISIN) allotted to the Company is INE614G01033. The equity shares of the Company are compulsorily traded in dematerialised

form as mandated by the SEBI.

Status of Dematerialisation of Shares

As on March 31, 2020, 99.75 per cent of the Company’s equity Shares are held in dematerialised form.

Investors’ grievances attended

Received from Received during

ﬁnancial year

Redressed during

ﬁnancial year

Pending as on

2019-20

2018-19

2019-20

2018-19

2019-20

2018-19

Securities and Exchange Board of India

NIL

Stock Exchanges

NIL

NSDL/CDSL

NIL

Other (ROC)

NIL

Direct from investors

NIL

Total 42 94 42 94 NIL

NIL

Reliance Power Limited

Investor Information

Analysis of Grievances

Particulars 2019-20

2018-19

Number %

Non receipt of Refund Orders / Credit of shares

0 0.00

Non receipt of Share Certiﬁcate

0 0.00

Non receipt of Refund Orders

0 0.00

3 3.19

Non Credit of Shares / Others

0 0.00

Non Credit of bonus Shares / Others

0 0.00

Non receipt of fractional warrants

1 2.38

0 0.00

Non receipt of Annual Report

7 16.67

14 14.89

Non receipt of dividend warrant

7 16.67

25 26.60

Others

27 64.28

52 55.32

Total 42 100.00 94 100.00

There was no complaint, pending as on March 31, 2020.

Notes:

1. The shareholder base was 30,96,881 as of March 31, 2020 and 31,04,750 as of March 31, 2019.

2. Investors’ queries/ grievances are normally attended within a period of three days from the date of receipt thereof,

except in cases involving external agencies or compliance with longer procedural requirements speciﬁed by the authorities

concerned. The queries and grievances received correspond to 0.0014 percent of the total number of members as of March

31, 2020.

Legal Proceedings

There are certain pending cases relating to non-receipt of refund orders and non-credit of shares in demat account, in which the

Company has been made a respondent. These cases are however, not material in value.

Equity Capital Build-up

Dates Particulars of issue No. of shares Cumulative

No. of shares

Nominal value

of shares

(in ‘000) (in ‘000) (` in crore)

Up to

31.01.2008

Allotment(s) made prior to Initial Public Offering (IPO) 20,00,000 20,00,000 2,000.00

01.02.2008 Allotment of shares pursuant to Initial Public Offering(IPO) 2,60,000 22,60,000 2,260.00

11.06.2008 Issue of Bonus shares 1,36,800 23,96,800 2,396.80

12.11.2010 Allotment of shares pursuant to Scheme of Arrangement

between Reliance Natural Resources Limited and the Company

4,08,283 28,05,083 2,805.08

25.03.2011 Allotment of shares pursuant to conversion of 4.928 per cent

Foreign Currency Convertible Bond

43 28,05,126 2,805.13

Credit Rating

Rating Agency Type of Instrument Rating as on April 1, 2019 Rating as on March 31, 2020

ICRA Limited A. Non-Convertible Debentures

(NCD) Programme

Long Term : BB(Negative) ISSUER

NOT COOPERATING

Long Term : D ISSUER NOT

COOPERATING

B. Commercial Paper / Short

-term debt Programme / Non

Convertible Debentures (with

maturity of less than one year)

Short Term : A4 ISSUER NOT

COOPERATING

Rating mandate withdrawn

C. Line of Credit

i. Long Term Non fund based

(BG and LC)

ii. Short Term Non fund

based(BG and LC)

iii. Long Term Loans

iv. Long Term Fund based

i. Long Term : BB(Negative) ISSUER

NOT COOPERATING

ii. Short Term : A4 ISSUER NOT

COOPERATING

iii. Long Term : BB(Negative) ISSUER

NOT COOPERATING

iv. Long Term : BB(Negative) ISSUER

NOT COOPERATING

i. Long Term : D ISSUER NOT

COOPERATING

ii. Short Term : D ISSUER NOT

COOPERATING

iii. Long Term : D ISSUER NOT

COOPERATING

iv. Long Term : D ISSUER NOT

COOPERATING

Reliance Power Limited

Investor Information

Details of Revision

From BB (Negative) ISSUER NOT COOPERATING to D ISSUER NOT COOPERATING on July 16, 2019.

From BB (Negative) ISSUER NOT COOPERATING to D ISSUER NOT COOPERATING on July 16, 2019

From A4 ISSUER NOT COOPERATING to D ISSUER NOT COOPERATING on July 16, 2019

From BB (Negative) ISSUER NOT COOPERATING to D ISSUER NOT COOPERATING on July 16, 2019

Stock Price and Volume

Financial Year 2019–20 BSE NSE

High Low Volume No. of

April-19 11.42 5.84 12,65,67,920 11.45 5.80 95,28,48,939

May-19 8.52 4.94 26,65,13,551 8.55 5.05 1,92,44,19,994

June-19 7.82 3.95 23,05,42,161 7.85 3.95 1,57,42,74,753

July-19 4.55 2.95 9,15,91,893 4.55 2.95 37,29,35,074

August-19 3.90 2.70 7,32,64,381 3.90 2.70 26,59,98,876

September-19 3.72 2.14 8,08,75,853 3.75 2.15 34,91,70,981

October-19 4.00 1.82 12,06,29,556 3.90 1.80 53,69,28,259

November-19 5.08 3.27 9,76,37,188 5.00 3.25 36,10,83,028

December-19 3.68 3.02 6,54,29,160 3.70 3.05 24,51,60,878

January-20 3.69 1.63 34,22,10,362 3.70 1.75 51,36,60,158

February-20 1.97 1.46 16,59,96,313 1.95 1.60 26,68,80,324

March-20 1.73 1.00 15,64,11,987 1.75 1.00 20,88,24,294

(Source: This information is compiled from the data available on the websites of BSE and NSE)

Stock Exchange Listings

The Company’s equity shares are actively traded on BSE Limited

(BSE) and National Stock Exchange of India Limited (NSE), the

Indian Stock Exchanges.

Listing on Stock Exchanges

Equity Shares

BSE Limited National Stock Exchange of

India Limited

Phiroz Jeejeebhoy Towers

Dalal Street,

Mumbai 400 001

website : www.bseindia.com

Exchange Plaza, Plot No,

C/1, G Block, Bandra-Kurla

Complex, Bandra (East),

Mumbai 400 051 website :

www.nseindia.com

Stock Exchange on which Company’s Global Depository

Receipts (GDRs) are listed (Effective from May 17, 2011)

Luxembourg Stock Exchange

Societe de la Bourse de Luxembourg

35A Boulevard Joseph II, L-1840

Luxembourg

website : www.bourse.lu

Depository for GDR holders

Depository Custodian

Deutsche Bank Trust

Company Americas, 60

Wall Street

New York 10005

Deutsche Bank AG

Mumbai Branch

222, Kodak House,

Post Box No.1142

Fort, Mumbai 400 001

Stock Codes/Symbol

BSE Limited : 532939

National Stock Exchange of India Limited : RPOWER

ISIN for equity shares : INE614G01033

Security Code for GDRs

ISIN CUSIP Common

Code

Rule 144A

GDRs

US75950V1035 75950V103 56264027

Regulation

S GDRs

US75950V2025 75950V202 56264019

Note: The GDRs have been admitted for listing on the ofﬁcial

list of the Luxembourg Stock Exchange and for trading on the

Euro MTF market. The Rule 144A GDRs have been accepted

for clearance and settlement through the facilities of the DTC,

New York. The Regulation S GDRs have been accepted for

clearance and settlement through the facilities of Euroclear and

Clearstream, Luxembourg.

Outstanding GDRs of the Company, conversion date and

likely impact on equity

Outstanding GDRs as on March 31, 2020 represent 5,55,014

equity shares constituting 0.02 per cent of the paid up equity

share capital of the Company. Each GDR represents one

underlying equity share in the company.

Reliance Power Limited

Investor Information

Debt Securities

Following Debt Securities are listed on the Wholesale Debt Market (WDM) segment of BSE:

Debentures ISIN Date of

Allotment

Date of

Maturity

Total Size

(` in Crore)

Series I (2018) – Rated, Listed, Secured, Redeemable,

Non-Convertible Debentures (NCDs)

INE614G07063

28-03-2018 28-03-2025 545

Series III (2017) – 13.71% Rated, Listed, Secured,

Redeemable, Non-Convertible Debentures (NCDs)

INE614G07071* 10-07-2017 25-05-2020 250

# The Company has repurchased and cancelled NCDs for an amount of ` 205 Crore out of total issued and allotted amount of

` 750 Crore on August 23, 2018.

$ Further, the Company has amended certain terms for which the Debenture Holders and Debenture Trustee have provided

their consent on October 31, 2018 and Final approval from BSE was received on November 26, 2018.

* The Company has issued Non Convertible Debentures Series III (2017) (ISIN: INE614G08079) on July 10, 2017.

Debenture Holders and the Debenture Trustee vide their consent on June 27, 2018 agreed to extend maturity of these NCDs

for a further period of 300 days from June 29, 2018 to April 25, 2019along with change in rate of interest from 10.20% to

10.75% p.a. payable Semi annually.BSE In principal approval was received on July 02, 2018.

Further Debenture Holders and the Debenture Trustee vide their consent on April 24, 2019 have agreed to extend maturity of

the said NCDs for a further period of 396 days from April 25, 2019 to May 25, 2020 along with change in certain terms and

rate of interest from 10.75% to 13.71% p.a. payable Semi annually. BSE In principal Approval was received on April 25, 2019.

Share Price Performance in comparison with broad based

indices - Sensex (BSE) and Nifty (NSE) as on March 31,

2020:

Period RPower(%) Sensex (%) Nifty (%)

FY 2019-20 -88.99 -23.80 -26.03

2 years -96.54 -10.62 -14.99

3 years -97.40 -0.51 -6.28

Note: The equity shares of the Company were listed on BSE

and NSE effective from February 11, 2008.

Commodity price risks or foreign exchange risk and hedging

activities

The Company does not have any exposure to commodity

price risks. However, the foreign exchange exposure and the

interest rate risk have not been hedged by any derivative

instrument or otherwise.

Key ﬁnancial reporting dates for the ﬁnancial year

2020-21

Unaudited results for the First Quarter

ending June 30, 2020

: On or before

August 14, 2020

Unaudited results for the Second

Quarter and half year ending September

30, 2020

: On or before

November 14, 2020

Unaudited results for the Third Quarter

ending December 31, 2020

: On or before February

14, 2021

Audited results for the Financial Year

2020-21

: On or before May 30,

2021

Depository Services

For guidance on depository services, shareholders may write

to the Company’s RTA or NSDL, Trade World, A Wing, 4th and

Debenture Trustee

IDBI Trusteeship Services Limited, Asian Building, Ground

Floor, 17 R. Kamani Marg, Ballard Estate, Mumbai 400 001.

Payment of Listing Fees

Annual listing fee for the year 2020-21 shall be paid in due

course by the Company to the stock exchanges.

As per the National Stock Exchange of India Limited (NSE)

Circular Ref. No.09/2020 dated April 30, 2020, NSE has

extended the due date of payment for the Annual Listing

Fees for F.Y. 2020-21.

Payment of depository fees

Annual custody/ issuer fee for the year 2020-21 shall be

paid in due course by the Company to NSDL and CDSL.

An Index Scrip

Equity Shares of the Company are included in the following

indices:

BSE

S&P Global BMI (US Dollar), S&P/IFCI Composite price index

in US Dollar, S&P/IFCI Carbon Efficient (US Dollar), S&P

Intrinsic Value Weighted Global Index (US Dollar), Dow Jones

Global Index, Dow Jones Global Total Stock Market Index,

S&P BSE Power Index, S&P BSE 100, S&P BSE 200, S&P

BSE 500, S&P BSE CARBONEX, S&P BSE AllCap, S&P BSE

India Infrastructure Index, S&P BSE Enhanced Value Index,

S&P BSE Power New, S&P BSE Basic Industries.

NSE

Nifty 200, Nifty 500, Nifty Midcap 150, Nifty midcap 50,

Nifty full midcap 100, Nifty freefloat midcap100, Nifty

midsmallcap 400, Nifty Infrastructure, Nifty500 Industry

Indices.

Reliance Power Limited

5th Floors, Kamala Mills Compound, Lower Parel, Mumbai

400 013, website: www.nsdl.co.in or CDSL, Unit No. 250, A

Wing, Marathon Futurex, A-Wing, 25th ﬂoor, NM Joshi Marg,

Lower Parel, Mumbai 400013, website: www.cdslindia.com.

Communication to Members

The quarterly ﬁnancial results of the Company were declared

within 45 days of the end of the quarter. The Audited

Accounts of the Company were announced within 60

days from the close of the ﬁnancial year as per the Listing

Regulations. The Company’s media releases and details of

signiﬁcant developments are also made available on the

Company’s website: www.reliancepower.co.in. In addition,

these are published in leading newspapers.

Reconciliation of Share Capital Audit

The Securities and Exchange Board of India has directed

that all issuer companies shall submit a report reconciling

the total shares held in both the depositories, viz. NSDL

and CDSL and in physical form with the total issued / paid

up capital. The said certiﬁcate, duly certiﬁed by a qualiﬁed

Chartered Accountant / Company Secretary is submitted to

the Stock Exchanges where the securities of the Company

are listed within 30 days from the end of each quarter and

the certiﬁcate is also placed before the Board of Directors of

the Company.

Investors’ correspondence may be addressed to the

Registrar and Transfer Agent of the Company

Shareholders / Investors are requested to forward documents

related to share transfer, dematerialisation requests (through

their respective Depository Participant) and other related

correspondence directly to KFin Technologies Private Limited

at the below mentioned address for speedy response.

KFin Technologies Private Limited

Unit: Reliance Power Limited

Selenium Building, Tower – B

Plot No. 31 & 32

Financial District, Nanakramguda

Hyderabad

Telangana PIN 500 032

E-mail: rpower@kﬁntech.com

Shareholders / Investors can also send their complaints

/ grievances and other correspondence to the Compliance

Ofﬁcer of the Company at the following address:

The Company Secretary

Reliance Power Limited

Reliance Centre, Ground Floor,

19, Walchand Hirachand Marg,

Ballard Estate, Mumbai 400 001

Tel. No. : +91 22 4303 1000

Fax No. : +91 22 4303 3662

E-mail: [email protected]

Plant Locations

A. Name of the Company Plant Capacity Plant Location

i. Reliance Power Limited 45 MW Wind Power Village: Vashpet, Maharashtra

B. Name of the Subsidiary Company Plant Capacity Plant Location

i. Sasan Power Limited 3,960 MW Coal Power (6 x 660 MW) Near Village Sasan, Dist.

Singrauli, Madhya Pradesh

ii. Rosa Power Supply Company Limited 1,200 MW Coal Power (4 x 300 MW) Administrative Block,

Hardoi Road, P.O. Rosar Kothi,

Tehsil : Sadar, Rosar Kothi,

Shahjahanpur, 242 401 U.P.

iii. Vidarbha Industries Power Limited 600 MW Coal Power (2 x 300 MW) Butibori, Dist. Nagpur,

Maharashtra

iv. Dhursar Solar Power Private Limited 40 MW Solar Power Village Dhursar, Dist. Jaisalmer,

Rajasthan

v. Rajasthan Sun Technique Energy Private

Limited

100 MW Solar Power Village Dhursar, Dist. Jaisalmer,

Rajasthan

In addition, certain projects are under implementation as per details provided in the Management Discussion and Analysis

Report.

Reliance Power Limited

Independent Auditors’ Report

To the Members of Reliance Power Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the standalone ﬁnancial statements of

Reliance Power Limited (“the Company”), which comprise

the standalone balance sheet as at March 31, 2020, and

the standalone statement of proﬁt and loss (including other

comprehensive income), standalone statement of changes in

equity and standalone statement of cash ﬂows for the year

then ended, and notes to the standalone ﬁnancial statements,

including a summary of the signiﬁcant accounting policies and

other explanatory information (hereinafter referred to as “the

standalone ﬁnancial statements”).

In our opinion and to the best of our information and according

to the explanations given to us, the aforesaid standalone ﬁnancial

statements give the information required by the Companies Act,

2013 (“Act”) in the manner so required and give a true and

fair view in conformity with the accounting principles generally

accepted in India, of the state of affairs of the Company as

at March 31, 2020, and loss and other comprehensive loss,

changes in equity and its cash ﬂows for the year ended on

that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on

Auditing (SAs) speciﬁed under section 143(10) of the Act.

Our responsibilities under those SAs are further described in

the Auditor’s Responsibilities for the Audit of the standalone

ﬁnancial statements section of our report. We are independent

of the Company in accordance with the Code of Ethics issued

by the Institute of Chartered Accountants of India together

with the ethical requirements that are relevant to our audit of

the standalone ﬁnancial statements under the provisions of the

Act and the Rules thereunder, and we have fulﬁlled our other

ethical responsibilities in accordance with these requirements

and the Code of Ethics. We believe that the audit evidence we

have obtained is sufﬁcient and appropriate to provide a basis for

our opinion.

Material Uncertainty Related to Going Concern

We draw attention to Note 23 of the standalone ﬁnancial

statements, wherein the Company has incurred loss during the

current year as well as in the previous year, excess of current

liabilities over current assets and loans that have fallen due

for repayments and the loans which have been fallen due of

subsidiary companies for which the Company is guarantor

indicate that material uncertainty exists that may cast a

signiﬁcant doubt on the Company’s ability to continue as a going

concern. However, for the reasons more fully described in the

aforesaid note, the accounts of the Company have been prepared

as a Going Concern. Our opinion is not modiﬁed in respect of

this matter.

Emphasis of Matter

We draw attention to Note 26 of the standalone ﬁnancial

statements, as regards to the management evaluation of COVID

– 19 impact on the future performance of the Company. Our

opinion is not modiﬁed in respect of this matter.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most signiﬁcance in our audit of the standalone

ﬁnancial statements of the current period. These matters were addressed in the context of our audit of the standalone ﬁnancial

statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In addition

to the matters described in the Material Uncertainty Related to Going Concern section, we have determined the matters described

below to be the key audit matters to be communicated in our report.

The Key Audit Matter How the matter was addressed in our audit

Investments – evaluation of fair value of investments

The Company has investments in subsidiaries and associates.

These investments are recognised at fair value through other

comprehensive income. Determination of fair value is subject to

a signiﬁcant level of judgement. Therefore, there is a risk that the

value of investments may be misstated. Refer to note 3.3 (a) –

“Investments” of the standalone ﬁnancial statements.

Besides obtaining an understanding of management’s processes

and controls with regard to testing the impairment of investment

in unquoted equity and preference instruments in subsidiaries,

our procedures included the following:

● Perused fair valuation reports of signiﬁcant investments

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;

● Performed a sensitivity analysis in relation to key

assumptions; and

● Evaluated the appropriateness of the related disclosures in

Note 3.3 (a) of the standalone ﬁnancial statements.

Reliance Power Limited

Independent Auditors’ Report

Other Information

The Company’s Board of Directors is responsible for the other

information. The other information comprises the information

included in Company’s annual report, but does not include the

standalone ﬁnancial statements and our auditor’s report thereon.

Our opinion on the standalone ﬁnancial statements does not

cover the other information and we do not express any form of

assurance conclusion thereon. In connection with our audit of the

standalone ﬁnancial statements, our responsibility is to read the

other information and, in doing so, consider whether the other

information is materially inconsistent with the standalone ﬁnancial

statements or our knowledge obtained in the audit or otherwise

appears to be materially misstated. If, based on the work we have

performed, we conclude that there is a material misstatement of

this other information; we are required to report that fact. We

have nothing to report in this regard.

Management’s Responsibility for the Standalone Financial

Statements

The Company’s management and Board of Directors are

responsible for the matters stated in section 134(5) of the Act

with respect to the preparation of these standalone ﬁnancial

statements that give a true and fair view of the state of affairs,

proﬁt/loss and other comprehensive income, / (loss) changes in

equity and cash ﬂows of the Company in accordance with the

accounting principles generally accepted in India, including the

Indian Accounting Standards (Ind AS) speciﬁed under Section

133 of the Act. This responsibility also includes maintenance of

adequate accounting records in accordance with the provisions of

the Act for safeguarding of the assets of the Company and for

preventing and detecting frauds and other irregularities; selection

and application of appropriate accounting policies; making

judgments and estimates that are reasonable and prudent; and

design, implementation and maintenance of adequate internal

ﬁnancial controls that were operating effectively for ensuring the

accuracy and completeness of the accounting records, relevant

to the preparation and presentation of the standalone ﬁnancial

statements that give a true and fair view and are free from

material misstatement, whether due to fraud or error.

In preparing the standalone ﬁnancial statements, management

and Board of Directors are responsible for assessing the Company’s

ability to continue as a going concern, disclosing, as applicable,

matters related to going concern and using the going concern

basis of accounting unless management either intends to liquidate

the Company or to cease operations, or has no realistic alternative

but to do so.

Board of Directors is also responsible for overseeing the Company’s

ﬁnancial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone

Financial Statements

Our objectives are to obtain reasonable assurance about whether

the standalone ﬁnancial statements as a whole are free from

material misstatement, whether due to fraud or error, and to

issue an auditor’s report that includes our opinion. Reasonable

assurance is a high level of assurance, but is not a guarantee that

an audit conducted in accordance with SAs will always detect

a material misstatement when it exists. Misstatements can arise

from fraud or error and are considered material if, individually or

in the aggregate, they could reasonably be expected to inﬂuence

the economic decisions of users taken on the basis of these

standalone ﬁnancial statements.

As part of an audit in accordance with SAs, we exercise professional

judgment and maintain professional skepticism throughout the

audit. We also:

• Identify and assess therisks of material misstatementof

the standalone ﬁnancial statements, whether due to fraud

or error, design and perform audit procedures responsive

to those risks, and obtain audit evidence that is sufﬁcient

and appropriate to provide a basis for our opinion. The

risk of not detecting a material misstatement resulting

from fraud is higher than for one resulting from error, as

fraud may involve collusion, forgery, intentional omissions,

misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to

the audit in order to design audit procedures that are

appropriate in the circumstances. Under section 143(3)

(i) of the Act, we are also responsible for expressing our

opinion on whether the company has adequate internal

ﬁnancial controls with reference to ﬁnancial statements in

place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used

and the reasonableness of accounting estimates and

related disclosures made by management.

Loans and advances and Other Receivables – evaluation of adequacy of provision for loans and advances given

The Company have granted loans and advances to subsidiaries

and other companies and also have receivables from various

parties. These loans and receivables are tested for impairment

annually. If impairment exists, the recoverable amounts of the

loans and receivables are estimated in order to determine the

extent of the impairment loss, if any. Determination of whether

there exists any impairment in the value of loans is subject to a

signiﬁcant level of judgment. There is therefore a risk that the

value of loans may be misstated. Refer to note no. 3.3(b) and

3.5(d) – of the standalone ﬁnancial statements.

Our procedures included the following:

● Obtained independent conﬁrmation of balances

outstanding from recipients and traced the amounts

conﬁrmed to the books of account;

● Veriﬁed whether the requisite approvals were obtained for

the loan given and ensured other compliances as required

by the applicable regulation.

● Perused the audited ﬁnancial statements of those entities

to evaluate whether its net assets, being an approximation

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 no. 3.3(b) and 3.5(d) of the standalone ﬁnancial

statements.

Reliance Power Limited

Independent Auditors’ Report

• Concludeontheappropriatenessofmanagement’suseof

the going concern basis of accounting and, based on the

audit evidence obtained, whether a material uncertainty

exists related to events or conditions that may cast

signiﬁcant doubt on the Company’s ability to continue as a

going concern. If we conclude that a material uncertainty

exists, we are required to draw attention in our auditor’s

report to the related disclosures in the standalone ﬁnancial

statements or, if such disclosures are inadequate, to modify

our opinion. Our conclusions are based on the audit evidence

obtained up to the date of our auditor’s report. However,

future events or conditions may cause the Company to

cease to continue as a going concern.

• Evaluate the overall presentation, structure and content

of the standalone ﬁnancial statements, including the

disclosures, and whether the standalone ﬁnancial

statements represent the underlying transactions and

events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding,

among other matters, the planned scope and timing of the audit

and signiﬁcant audit ﬁndings, including any signiﬁcant deﬁciencies

in internal control that we identify during our audit.

We also provide those charged with governance with a statement

that we have complied with relevant ethical requirements regarding

independence, and to communicate with them all relationships

and other matters that may reasonably be thought to bear on our

independence, and where applicable, related safeguards.

From the matters communicated with those charged with

governance, we determine those matters that were of most

signiﬁcance in the audit of the standalone ﬁnancial statements

of the current period and are therefore the key audit matters.

We describe these matters in our auditors’ report unless law or

regulation precludes public disclosure about the matter or when,

in extremely rare circumstances, we determine that a matter

should not be communicated in our report because the adverse

consequences of doing so would reasonably be expected to

outweigh the public interest beneﬁts of such communication.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditors’ Report) Order,

2016 (“the Order”) issued by the Central Government

in terms of section 143 (11) of the Act, we give in the

“Annexure A” a statement on the matters speciﬁed in

paragraphs 3 and 4 of the Order, to the extent applicable.

(A) As required by section 143(3) of the Act, we report

that:

a) We have sought and obtained all the

information and explanations which to

the best of our knowledge and belief were

necessary for the purposes of our audit.

b) In our opinion, proper books of account

as required by law have been kept by the

Company so far as it appears from our

examination of those books.

c) The standalone balance sheet, the standalone

statement of proﬁt and loss (including other

comprehensive income), the standalone

statement of changes in equity and the

standalone statement of cash ﬂows dealt

with by this Report are in agreement with the

books of account.

d) In our opinion, the aforesaid standalone

ﬁnancial statements comply with the Ind AS

speciﬁed under section 133 of the Act, read

with relevant rules made thereunder.

e) On the basis of the written representations

received from the directors as on March

31, 2020 taken on record by the Board of

Directors, none of the directors is disqualiﬁed

as on March 31, 2020 from being appointed

as a director in terms of section 164(2) of the

Act.

f) The going concern matter described in Material

Uncertainty Related to Going Concern Section

above, in our opinion, may have an adverse

effect on the functioning of the Company.

g) With respect to the adequacy of the internal

ﬁnancial controls with reference to ﬁnancial

statements of the Company and the operating

effectiveness of such controls, refer to our

separate Report in “Annexure B”.

h) With respect to the matter to be included in

the Auditors’ Report under section 197(16) of

the Act:

In our opinion and according to the information

and explanations given to us, the Company has

paid/provided for managerial remuneration

in accordance with the requisite approvals

mandated by provisions of section 197 read

with Schedule V to the Act. The Ministry of

Corporate Affairs has not prescribed other

details under section 197(16) of the Act

which are required to be commented upon by

us.

(B) With respect to the other matters to be included in

the Auditors’ Report in accordance with Rule 11 of

the Companies (Audit and Auditors) Rules, 2014, in

our opinion and to the best of our information and

according to the explanations given to us:

a) The Company has disclosed the impact of

pending litigations as at March 31, 2020 on

its ﬁnancial position in its standalone ﬁnancial

statements - Refer Note 4 to the standalone

ﬁnancial statements;

b) The Company has made provision, as required

under the applicable law or accounting

standards, for material foreseeable losses,

if any, on long-term contracts including

derivative contracts.

c) There were no amounts which were required

to be transferred to the Investor Education

and Protection Fund by the Company; and

For Pathak H. D. & Associates LLP

Chartered Accountants

Firm’s Registration No:107783W/W100593

Vishal D. Shah

Partner

Membership No:119303

UDIN: 20119303AAAACU5315

Place: Mumbai

Date: May 08, 2020

Reliance Power Limited

Annexure A to Independent Auditors’ Report

Referred to in paragraph 1 under ‘Report on Other Legal

and Regulatory Requirements’ section of our report in the

Independent Auditors’ Report of even date to the Members

of Reliance Power Limited on the standalone ﬁnancial

statements as of and for the year ended March 31, 2020

i. (a) The Company is maintaining proper records showing

full particulars, including quantitative details and

situation of its ﬁxed assets.

(b) The Company has a regular programme of physical

veriﬁcation of its ﬁxed assets, by which all ﬁxed

assets are veriﬁed in a phased manner over a period

of three years. In our opinion, this periodicity of

physical veriﬁcation is reasonable having regard

to the size of the Company and the nature of its

assets. Pursuant to the program, a portion of the

ﬁxed assets has been physically veriﬁed by the

Management during the year and no material

discrepancies between the book records and the

physical inventory have been noticed.

given to us and records examined by us, the title

deeds of freehold land are in the name of erstwhile

company i.e., Reliance Clean Power Limited which

has merged with the Company under Section 391

to 394 of the Companies Act, 1956 pursuant to the

scheme of amalgamation approved by Honorable

High Court, with an appointed date of April 01,

2012.

ii. The Company does not hold any inventory. Accordingly,

the provisions of Clause 3(ii) of the said Order are not

applicable to the Company.

iii. In our opinion and according to the information and

explanations given to us, the Company has not granted

any loans, secured or unsecured, to any company, ﬁrm,

limited liability partnership or other party covered in

the register maintained under Section 189 of the Act.

Accordingly, the provisions stated in paragraph 3(iii)(a),(b)

& (c) of the Order are not applicable.

iv. Based on the information and explanations given to

us in respect of loans, investments, guarantees and

securities, the Company has complied with the provisions

of Sections 185 and 186 of the Act, to the extent

applicable.

v. In our opinion and according to the information and

explanations given to us, the Company has not accepted

any deposits from the public within the meaning of

Sections 73 to 76 of the Act and the Rules framed there

under. Accordingly, paragraph 3(v) of the Order is not

applicable to the Company.

vi. We have broadly reviewed the books of account

maintained by the Company in respect of sale of

electricity where the maintenance of cost records has

been speciﬁed by the Central Government under sub-

section (1) of Section 148 of the Act and the rules

framed there under and we are of the opinion that prima

facie, the prescribed accounts and records have been

made and maintained. We have not, however, made

a detailed examination of the records with a view to

determine whether they are accurate or complete.

vii. (a) According to the information and explanations

given to us and the records of the Company

examined by us, in our opinion, the Company is

generally regular in depositing the undisputed

statutory dues in respect of income tax, though

there has been a slight delay in a few cases and

is regular in depositing undisputed statutory dues,

including provident fund, goods and services tax,

and other material statutory dues, as applicable,

with the appropriate authorities. There are no

undisputed amounts payable in respect of such

applicable statutory dues as at March 31, 2020

for a period of more than six months from the

date they became payable. As explained to us, the

Company did not have any dues on account of

value added tax, employee state insurance, sales

tax, cess, duty of customs and duty of excise.

Refer Note 4 of standalone ﬁnancial statements.

(b) According to the information and explanations given to us and the records of the Company examined by us, the

particulars of dues of income-tax and entry tax as at March 31, 2020 which has not been deposited on account of

dispute is as under:

Name of Statute Nature of

Dues

Amount

(` in

lakhs)

Period to which

it relates

Forum where dispute is pending

Income Tax Act, 1961 Income Tax 474 A.Y. 2011-12 Commissioner of Income Tax (Appeals) [CIT(A)], Mumbai

Income Tax Act, 1961 Income Tax 19 A.Y. 2012-13 Commissioner of Income Tax (Appeals) [CIT(A)], Mumbai

Income Tax Act, 1961 Income Tax 2,921 A.Y. 2014-15 Commissioner of Income Tax (Appeals) [CIT(A)], Mumbai

Income Tax Act, 1961 Income Tax 1,935 A.Y. 2015-16 Commissioner of Income Tax (Appeals) [CIT(A)], Mumbai

Income Tax Act, 1961 Income Tax 2,380 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

Subtotal (a) 10,970

Maharashtra Tax on

the Entry of Goods into

Local Areas Act, 2002

Entry Tax 114 F.Y. 2010-11 Deputy Commissioner of Income Tax, Bilaspur

Subtotal (b) 114

Total (a+b) 11,084

Reliance Power Limited

Annexure A to Independent Auditors’ Report

viii. In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment

of loans or borrowings to ﬁnancial institutions and banks and in payment of dues to the debenture holders except for the

following instances of default in repayment of principal amounts and interest:

Sr. Name of Lender Borrowings Interest

Amount

(` in lakhs)

Period

(Maximum days)

Amount

(` in lakhs)

Period

(Maximum days)

I Loan from Banks

1 Axis Bank 3,708 92 481 123

2 Yes Bank 50,325 426 10,206 426

3 Axis Bank - Gift City 23 1 - -

4 IDBI Bank - - 54 1

5 ICICI Bank 17,213 440 4,211 426

II Non Convertible Debentures

6 Yes Bank - - 6,761 186

71,269

21,713

The Company did not have any loans or borrowings from Government during the year.

ix. According to the information and explanations given to

us and based on our examination of the records of the

Company, the Company has not raised any monies by way

of initial public offer or further public offer (including debt

instruments) and term loans during the year. Accordingly,

paragraph 3(ix) of the Order is not applicable to the

Company.

x. During the course of our examination of the books and

records of the Company, carried out in accordance with

the generally accepted auditing practices in India, and

according to the information and explanations given to

us, we have neither come across any instance of material

fraud by the Company or on the Company by its ofﬁcers

or employees, noticed or reported during the year, nor

have we been informed of any such instance by the

management.

xi. In our opinion and according to the information and

explanations given to us, the Company has paid /

provided managerial remuneration in accordance with the

provisions of Section 197 read with Schedule V to the Act.

xii. In our opinion and according to the information and

explanations given to us, the Company is not a Nidhi

Company and accordingly the provisions of the clause

3(xii) of the Order are not applicable.

xiii. According to the information and explanations given to

us and based on our examination of the records of the

Company, in our opinion, transactions entered into by

the Company with the related parties are in compliance

with Sections 177 and 188 of the Act. The details of

related party transactions as required under Ind AS 24,

Related Party Disclosures speciﬁed under Section 133 of

the Act, have been disclosed in the standalone ﬁnancial

statements.

xiv. During the year, the Company has not made any

preferential allotment or private placement of shares

or fully or partly convertible debentures and hence the

provisions of Clause 3(xiv) of the Order are not applicable

to the Company.

xv. In our opinion and according to the information and

explanations given to us, during the year the Company

has not entered into any non-cash transactions with its

directors or persons connected with them. Accordingly, the

provisions of Clause 3(xv) of the Order are not applicable

to the Company.

xvi. The Company, as legally advised, is not required to be

registered under Section 45-IA of the Reserve Bank of

India Act, 1934. Accordingly, the provisions of Clause

3(xvi) of the Order are not applicable to the Company.

(Refer note 7 of the standalone ﬁnancial statements).

For Pathak H. D. & Associates LLP

Chartered Accountants

Firm’s Registration No:107783W/W100593

Vishal D. Shah

Partner

Membership No:119303

UDIN: 20119303AAAACU5315

Place: Mumbai

Date: May 08, 2020

Reliance Power Limited

Annexure B to Independent Auditors’ Report

Annexure B to the Independent Auditor’s Report on the

standalone ﬁnancial statements of Reliance Power Limited

for year ended March 31, 2020

Report on the Internal Financial Controls with reference to

the aforesaid standalone ﬁnancial statements under clause (i)

of sub-section 3 of section 143 of the Companies Act, 2013

(Referred to in Paragraph 1(A)(g) under ‘Report on Other

Legal and Regulatory Requirements’ section of our report of

even date)

We have audited the internal ﬁnancial controls with reference to

standalone ﬁnancial statements of Reliance Power Limited (“the

Company”) as of March 31, 2020 in conjunction with our audit

of the standalone ﬁnancial statements of the Company for the

year ended on that date.

Management’s Responsibility for Internal Financial Controls

The Company’s management and the Board of Directors are

responsible for establishing and maintaining internal ﬁnancial

controls based on the internal ﬁnancial controls with reference

to ﬁnancial statements criteria established by the Company

considering the essential components of internal control stated

in the Guidance Note on Audit of Internal Financial Controls Over

Financial Reporting (“Guidance Note”) issued by the Institute of

Chartered Accountants of India (“ICAI’). These responsibilities

include the design, implementation and maintenance of adequate

internal ﬁnancial controls that were operating effectively

for ensuring the orderly and efﬁcient conduct of its business,

including adherence to company’s policies, the safeguarding of

its assets, the prevention and detection of frauds and errors, the

accuracy and completeness of the accounting records, and the

timely preparation of reliable ﬁnancial information, as required

under the Act.

Auditors’ Responsibility

Our responsibility is to express an opinion on the Company’s

internal ﬁnancial controls with reference to standalone ﬁnancial

statements based on our audit. We conducted our audit in

accordance with the Guidance Note and the Standards on

Auditing, prescribed under section 143(10) of the Act, to

the extent applicable to an audit of internal ﬁnancial controls

with reference to standalone ﬁnancial statements. Those

Standards and the Guidance Note require that we comply with

ethical requirements and plan and perform the audit to obtain

reasonable assurance about whether adequate internal ﬁnancial

controls with reference to standalone ﬁnancial statements were

established and maintained and whether such controls operated

effectively in all material respects.

Our audit involves performing procedures to obtain audit

evidence about the adequacy of the internal ﬁnancial controls

with reference to standalone ﬁnancial statements and their

operating effectiveness. Our audit of internal ﬁnancial controls

with reference to ﬁnancial statements included obtaining an

understanding of such internal ﬁnancial controls, assessing the

risk that a material weakness exists, and testing and evaluating

the design and operating effectiveness of internal control based

on the assessed risk. The procedures selected depend on the

auditor’s judgement, including the assessment of the risks of

material misstatement of the standalone ﬁnancial statements,

whether due to fraud or error.

We believe that the audit evidence we have obtained is

sufﬁcient and appropriate to provide a basis for our audit opinion

on the Company’s internal ﬁnancial controls with reference to

standalone ﬁnancial statements.

Meaning of Internal Financial controls with Reference to

Financial Statements

A company’s internal ﬁnancial controls with reference to ﬁnancial

statements is a process designed to provide reasonable assurance

regarding the reliability of ﬁnancial reporting and the preparation

of ﬁnancial statements for external purposes in accordance with

generally accepted accounting principles. A company’s internal

ﬁnancial controls with reference to ﬁnancial statements include

those policies and procedures that (1) pertain to the maintenance

of records that, in reasonable detail, accurately and fairly reﬂect

the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded

as necessary to permit preparation of ﬁnancial statements in

accordance with generally accepted accounting principles, and

that receipts and expenditures of the company are being made

only in accordance with authorisations of management and

directors of the company; and (3) provide reasonable assurance

regarding prevention or timely detection of unauthorised

acquisition, use, or disposition of the company’s assets that could

have a material effect on the ﬁnancial statements.

Inherent Limitations of Internal Financial controls with

Reference to Financial Statements

Because of the inherent limitations of internal ﬁnancial controls

with reference to ﬁnancial statements, including the possibility

of collusion or improper management override of controls,

material misstatements due to error or fraud may occur and

not be detected. Also, projections of any evaluation of the

internal ﬁnancial controls with reference to ﬁnancial statements

to future periods are subject to the risk that the internal ﬁnancial

controls with reference to ﬁnancial statements may become

inadequate because of changes in conditions, or that the degree

of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, and to the best of our information and explanation

given to us, the Company has, in all material respects, maintained

adequate internal ﬁnancial controls with reference to standalone

ﬁnancial statements and such internal ﬁnancial controls with

reference to ﬁnancial statements were operating effectively as

of March 31, 2020, based on the internal control with reference

to ﬁnancial statements criteria established by the Company

considering the essential components of internal control stated

in the Guidance Note on Audit of Internal Financial Controls

over Financial Reporting issued by the Institute of Chartered

Accountants of India

For Pathak H. D. & Associates LLP

Chartered Accountants

Firm’s Registration No:107783W/W100593

Vishal D. Shah

Partner

Membership No:119303

UDIN: 20119303AAAACU5315

Place: Mumbai

Date: May 08, 2020

Reliance Power Limited

Balance Sheet as at March 31, 2020

` in lakhs

Particulars Note

No.

As at

March 31, 2020

As at

March 31, 2019

ASSETS

Non-current assets

Property, plant and equipment

3.1 27,926

28,797

Intangible assets

3.2 7

Financial assets

Investments

3.3(a) 14,08,447

17,74,421

Loans

3.3(b) 1,32,801

1,19,775

Other ﬁnancial assets

3.3(c) 395

495

Non-current tax assets

3.4 3,899

3,063

Total Non-current Assets 15,73,475

19,26,558

Current assets

Financial assets

Trade receivables

3.5(a) 6,098

6,306

Cash and cash equivalents

3.5(b) 162

772

Bank balances other than cash and cash equivalents

3.5(c) 1,747

12,985

Loans

3.5(d) 71,230

97,005

Other ﬁnancial assets

3.5(e) 90,881

58,176

Other current assets

3.6 58

2,077

Total Current Assets 1,70,176

1,77,321

Assets classiﬁed as held for sale

3.7 -

13,105

Total Assets 17,43,651

21,16,984

EQUITY AND LIABILITIES

Equity

Equity share capital

3.8 2,80,513

2,80,513

Other equity

3.9 6,00,181

10,05,052

Total Equity 8,80,694

12,85,565

Liabilities

Non-current liabilities

Financial liabilities

Borrowings

3.10(a) 74,986

84,155

Other ﬁnancial liabilities

3.10(b) 2,753

2,437

Provisions

3.11 95

Total Non-current liabilities 77,834

86,671

Current liabilities

Financial liabilities

Borrowings

3.12(a) 5,51,242

6,03,341

Trade payables

3.12(b)

Total Outstanding dues of micro enterprises and small enterprises

Total Outstanding dues of creditors other than micro enterprises and small

enterprises

2,089

2,794

Other ﬁnancial liabilities

3.12(c) 2,31,290

93,878

Other current liabilities

3.13 464

44,706

Provisions

3.14 35

Total Current liabilities 7,85,123

7,44,748

Total Equity and Liabilities 17,43,651

21,16,984

Signiﬁcant accounting policies

Notes to ﬁnancial statements

3 to 28

The accompanying notes are an integral part of these ﬁnancial statements.

As per our attached report of even date For and on behalf of the Board of Directors

For Pathak H.D. & Associates LLP Anil D Ambani

Chairman

Chartered Accountants

Sateesh Seth

Director

Firm Registration No: 107783W/W100593

K. Ravikumar

D. J. Kakalia

Rashna Khan

Vishal D. Shah

Partner

K. Raja Gopal

Whole-time Director & CEO

Membership No: 119303

Sandeep Khosla

Chief Financial Ofﬁcer

Murli Manohar Purohit

Company Secretary

Place : Mumbai

Date : May 08, 2020

Place : Mumbai

Date : May 08, 2020

Reliance Power Limited

Statement of Proﬁt and Loss for the year ended March 31, 2020

` in lakhs

Particulars Note

No.

Year ended

March 31, 2020

Year ended

March 31, 2019

Revenue from operations

3.15 5,353

4,338

Other income

3.16(a) 28,589

30,158

Total Income 33,942

34,496

Expenses

Employee beneﬁts expense

3.17 745

1,169

Finance costs

3.18 48,726

47,662

Depreciation and amortisation expense

3.1 &3.2 1,588

1,744

Other expenses

3.19 2,311

4,416

Total expenses 53,370

54,991

Loss before exceptional items and tax (19,428)

(20,495)

Exceptional items 22(b)

Provision for advances

(19,456)

(1,43,037)

Less : amount withdrawn from General reserve (arisen pursuant to the Composite

Scheme of Arrangement)

1,01,702

(19,456)

(41,335)

Loss before tax (38,884)

(61,830)

Income tax expense

Current tax

14 -

Deferred tax

14 -

(1,252)

Loss from Continuing Operations (38,884)

(60,578)

Discontinued Operations:

Proﬁt before tax from Discontinued Operations

3.16(b) -

412

Tax Expense of Discontinued Operations

Proﬁt from Discontinuing Operations -

412

Loss for the year (38,884)

(60,166)

Other Comprehensive Income

Items that will not be reclassiﬁed to proﬁt or loss

Remeasurements of post-employment beneﬁt obligation (net)

(14)

(1)

Changes in fair value of equity instruments in subsidiaries

(3,65,973)

(3,25,577)

Gains / (Losses) from investments in equity instruments designated at fair value

through Other Comprehensive Income - 15

Other Comprehensive Income / (Loss) for the year (3,65,987)

(3,25,563)

Total Comprehensive Income / (Loss) for the year (4,04,871)

(3,85,729)

Earnings per equity share: (Face value of ` 10 each)

for continuing Operations 13

Basic and Diluted (`)- for continuing operations

(before effect of withdrawal from scheme)

(1.386)

(5.785)

Basic and Diluted (`)- for continuing operations

(after effect of withdrawal from scheme)

(1.386)

(2.160)

for Discontinuing Operations (Basic and Diluted) (`)

0.015

for Discontinuing and Continuing Operations (Basic and Diluted)

Before effect of withdrawal from scheme (`)

(1.386)

(5.770)

After effect of withdrawal from scheme (`)

(1.386)

(2.145)

Signiﬁcant accounting policies

Notes to ﬁnancial statements

3 to 28

The accompanying notes are an integral part of these ﬁnancial statements.

As per our attached report of even date For and on behalf of the Board of Directors

For Pathak H.D. & Associates LLP Anil D Ambani

Chairman

Chartered Accountants

Sateesh Seth

Director

Firm Registration No: 107783W/W100593

K. Ravikumar

D. J. Kakalia

Rashna Khan

Vishal D. Shah

Partner

K. Raja Gopal

Whole-time Director & CEO

Membership No: 119303

Sandeep Khosla

Chief Financial Ofﬁcer

Murli Manohar Purohit

Company Secretary

Place : Mumbai

Date : May 08, 2020

Place : Mumbai

Date : May 08, 2020

Reliance Power Limited

Statement of changes in equity as at March 31, 2020

Equity Share Capital (Refer note 3.8) ` in lakhs

Balance as at March 31, 2018 2,80,513

Changes in equity share capital

Balance as at March 31, 2019 2,80,513

Changes in equity share capital

Balance as at March 31, 2020 2,80,513

Other Equity (Refer note 3.9)

` in lakhs

Reserve and Surplus

Securities

Premium

Retained

Earnings

Capital

Reserve

Debenture

Redemption

Reserve

Foreign

currency

monetary

item

translation

difference

account

Treasury

Equity

instruments

through Other

Comprehensive

Income

Capital Reserve

(Arisen

pursuant to

scheme of

amalgamation)

General

Reserve

(Arisen

pursuant

to various

schemes)

Total

Balance as at March 31, 2018 11,05,454 (10,200) 1,958 4,683 3,416 (845) 1,88,044 59,995 1,43,393 14,95,898

Loss for the year - (60,166) - - - - - - - (60,166)

Remeasurements of post-employment

beneﬁt obligation (net)

- - - - - - (1) - - (1)

Changes in fair value of equity

instruments in subsidiaries

- - - - - - (3,25,577) - - (3,25,577)

Gains / (Losses) from investments in

equity instruments designated at fair

value through Other Comprehensive

Income

- - - - - - 15 - - 15

Total Comprehensive Income for the

year

- (60,166) - - - - (3,25,563) - - (3,85,729)

Withdrawal from General Reserve

(Refer note 22 (b))

- - - - - - - - (1,01,702) (1,01,702)

Addition during the year - - - - 11,150 - - - - 11,150

Amortisation during the year - - - - (14,565) - - - - (14,565)

Balance as at March 31, 2019 11,05,454 (70,366) 1,958 4,683 1 (845) (1,37,519) 59,995 41,691 10,05,052

Reliance Power Limited

` in lakhs

Reserve and Surplus

Securities

Premium

Retained

Earnings

Capital

Reserve

Debenture

Redemption

Reserve

Foreign

currency

monetary

item

translation

difference

account

Treasury

Equity

instruments

through Other

Comprehensive

Income

Capital Reserve

(Arisen

pursuant to

scheme of

amalgamation)

General

Reserve

(Arisen

pursuant

to various

schemes)

Total

Loss for the year - (38,884) - - - - - - -

(38,884)

Remeasurements of post-employment

beneﬁt obligation (net)

- - - - - - (14) - -

(14)

Changes in fair value of equity

instruments in subsidiaries

- - - - (3,65,973) - -

(3,65,973)

Total Comprehensive Income /

(expense) for the year

- (38,884) - - - - (3,65,987) - - (4,04,871)

Amortisation during the year - - - - (1) - - -

(1)

Balance as at March 31, 2020 11,05,454 (1,09,250) 1,958 4,683 - (845) (5,03,506) 59,995 41,691 6,00,181

The accompanying notes are an integral part of these ﬁnancial statements.

As per our attached report of even date For and on behalf of the Board of Directors

For Pathak H.D. & Associates LLP

Anil D Ambani

Chairman

Chartered Accountants

Sateesh Seth

Director

Firm Registration No: 107783W/W100593

K. Ravikumar

D. J. Kakalia

Rashna Khan

Vishal D. Shah

Partner

K. Raja Gopal

Whole-time Director & CEO

Membership No: 119303

Sandeep Khosla

Chief Financial Ofﬁcer

Murli Manohar Purohit

Company Secretary

Place : Mumbai

Date : May 08, 2020

Place : Mumbai

Date : May 08, 2020

Statement of changes in equity as at March 31, 2020

Reliance Power Limited

Cash Flow Statement for the year ended March 31, 2020

` in lakhs

Year ended

March 31, 2020

Year ended

March 31, 2019

(A) Cash ﬂow from / (used in) operating activities

Proﬁt / (Loss) before tax

(38,884)

(61,830)

Adjusted for :

Depreciation and amortisation

1,588

1,744

Finance costs

48,726

47,662

Income/ Expense on corporate guarantee

2,356

(3,210)

Interest income

(6,496)

(10,458)

Unrealised gain on foreign exchange ﬂuctuations (Net)

(14,565)

Provision for doubtful debts

126

Provision/ impairment for advances/ loans (net)

19,456

41,335

Liabilities written back

(7)

Provision for leave encashment and gratuity

Operating Proﬁt before working capital changes

26,748

820

Change in operating assets and liabilities:

(Increase) / decrease in trade receivables

208

(3,075)

(Increase) / decrease in other ﬁnancial assets

1,969

(11,343)

(Increase) / decrease in other current assets

116

(891)

Increase / (decrease) in trade payables

(508)

1,316

Increase / (decrease) in other ﬁnancial liabilities

4,171

(7,187)

Increase / (decrease) in other current liabilities

(1,150)

873

4,806

(20,307)

Taxes (paid) (Net)

(836)

(1,032)

Net cash (used in) / generated from operating activities - Continuing Operations 30,718

(20,519)

Net cash (used in) / generated from operating activities - Discontinuing Operations -

Net cash (used in) / generated from operating activities - Continuing and

Discontinuing Operations

30,718

(20,519)

(B) Cash ﬂow from / (used in) investing activities

Payment for property, plant and equipments

(5)

Proceeds from sale of property, plant and equipments

Interest on bank and other deposits (net)

1,000

2,623

Inter corporate deposits given to subsidiaries

(41,184)

(76,624)

Refund of inter corporate deposits from subsidiaries (net)

7,790

43,127

Inter corporate deposits given to related parties/others

(5,000)

Refund of inter corporate deposits given to related parties/others

7,443

Sale of equity and preference shares in subsidiaries

Other advances to subsidiaries (Net)

(651)

(310)

Loan to employees

(1)

Fixed deposit (including Margin money deposit) having original maturity of more than

three months

11,337

1,097

Net cash (used in) / generated from investing activities - Continuing Operations (26,709)

(22,632)

Net cash (used in) / generated from investing activities - Discontinuing

Operations

Net cash (used in) / generated from investing activities - Continuing and

Discontinuing Operations

(26,709)

(22,632)

Reliance Power Limited

Cash Flow Statement for the year ended March 31, 2020

` in lakhs

Year ended

March 31, 2020

Year ended

March 31, 2019

Inter corporate deposits from subsidiaries

31,722

58,249

Refund of inter corporate deposits to subsidiaries

(466)

(29,787)

Inter corporate deposits received from related party

9,296

1,61,699

Inter corporate deposit repaid to related party

(15,280)

(80,366)

Inter corporate deposits received from others

5,120

42,341

Inter corporate deposit repaid to others

(1,810)

Redemption of non- convertible Debenture

(20,500)

Repayment of commercial paper

(10,000)

Repayment of working capital (Net)

(391)

(1,170)

Interest and ﬁnance charges

(10,642)

(34,325)

Repayment of rupee term loan

(20,161)

(88,686)

Repayment of foreign currency loan

(2,006)

(1,132)

Net cash generated from / (used in) ﬁnancing activities - Continuing Operations (4,619)

(3,677)

Net cash generated from / (used in) ﬁnancing activities - Discontinuing Operations -

Net cash generated from / (used in) ﬁnancing activities - Continuing and

Discontinuing Operations

(4,619)

(3,677)

Net (Decrease) / Increase in cash and cash equivalents (A+B+C) (610)

(46,828)

Opening Balance of cash and cash equivalents 772

47,600

Closing balance of cash and cash equivalents 162

772

Components of Cash and Cash Equivalents (Refer note 3.5 (b))

The accompanying notes are an integral part of these ﬁnancial statements.

As per our attached report of even date For and on behalf of the Board of Directors

For Pathak H.D. & Associates LLP Anil D Ambani

Chairman

Chartered Accountants

Sateesh Seth

Director

Firm Registration No: 107783W/W100593

K. Ravikumar

D. J. Kakalia

Rashna Khan

Vishal D. Shah

Partner

K. Raja Gopal

Whole-time Director & CEO

Membership No: 119303

Sandeep Khosla

Chief Financial Ofﬁcer

Murli Manohar Purohit

Company Secretary

Place : Mumbai

Date : May 08, 2020

Place : Mumbai

Date : May 08, 2020

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

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 under development 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 08, 2020

2. Signiﬁcant accounting policies and critical accounting estimate and judgments

2.1 Basis of preparation, measurement and signiﬁcant 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 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nancialassetsandnancialliabilitiesatfairvalue;

   • Assetsheldforsale–measuredatfairvaluelesscosttosell;

   • Denedbenet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 signicant to the fair value

measurement is directly or indirectly observable

   • Level 3 — Valuation techniques for which the lowest level input that is signicant 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 realised, 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.

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

(b) Property, plant and equipment

Freehold land is carried at cost. All other items of property, plant and equipment are stated at cost which includes

capitalised borrowing cost, less depreciation and impairment loss, if any. Cost includes expenditure that is directly

attributable to the acquisition of the items. Subsequent costs are included in the asset’s carrying amount or recognised

as a separate asset, as appropriate, only when it is probable that future economic beneﬁts associated with the item

will ﬂow to the Company and the cost of the item can be measured reliably. The carrying amount of any component

accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged to

proﬁt or loss during the reporting period in which they are incurred.

Expenditure incurred on assets which are not ready for their intended use comprising direct cost, related incidental

expenses and attributable borrowing cost are disclosed under Capital Work-in-Progress.

Depreciation methods, estimated useful life and residual value

Depreciation is provided to the extent of depreciable amount on Straight Line Method (SLM) based on useful life

of the following class of assets as prescribed in Part C of Schedule II to the Companies Act, 2013 except in case of

motor vehicles where the estimated useful life has been considered as ﬁve years based on a technical evaluation by

the management.

Particulars Estimated useful life (Years)

Plant and equipment (wind equipment) 22

Plant and equipment (other than wind equipment) 15

Furniture and ﬁxtures 10

Ofﬁce equipments 5

Computer 3

Estimated useful life, residual values and depreciation methods are reviewed annually, taking into account commercial

and technological obsolescence as well as normal wear and tear and adjusted prospectively, if appropriate.

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.

Expenditure incurred on acquisition of intangible assets which are not ready to use at the reporting date is disclosed

under “intangible assets under development”.

Amortisation method and periods

Amortisation is charged on a straight-line basis over the estimated useful lives. The estimated useful lives and

amortisation method are reviewed at the end of each annual reporting period, 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.

(d) Lease

The Company is the lessee

The Company lease assets primarily consists of ofﬁce premises which are of short term lease with the term of twelve

months or less and low value leases. For these short term and low value leases, the Company recognises the lease

payments as an expense in the Statement of Proﬁt and Loss on a straight line basis over the term of lease.

Transition

Effective April 01, 2019, the Company adopted Ind AS 116 “Leases” and applied the standard to all lease contracts

existing on April 01, 2019 using the retrospective with cumulative effect method of initially applying the standard

recognised at the date of initial application without any adjustment to opening balance of retained earnings. The

Company did not have any material impact on the ﬁnancial statements on application of the above standard.

(e) Impairment of non-ﬁnancial assets

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. An impairment loss is recognised for the

amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher

of an asset’s fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are

grouped at the lowest levels for which there are separately identiﬁable cash inﬂows which are largely independent of

the cash inﬂows from other assets or groups of assets (cash-generating units). Non-ﬁnancial assets that suffered an

impairment are reviewed for possible reversal of the impairment at the end of each reporting period.

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

(f) Trade Receivable

Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective

interest rate method, less provision for impairment, if any.

(g) Financial instruments

A ﬁnancial instrument is any contract that gives rise to a ﬁnancial asset of one entity and a ﬁnancial liability or equity

instruments of another entity.

Investments and other ﬁnancial assets

(i) Classiﬁcation

The Company classiﬁes its ﬁnancial assets in the following measurement categories:

   • thosetobemeasuredsubsequentlyatfairvalue(eitherthroughOtherComprehensiveIncomeorthrough

proﬁt or loss) and

   • thosemeasuredatamortisedcost.

The classiﬁcation depends on the entity’s business model for managing the ﬁnancial assets and the contractual

terms of the cash ﬂows.

For assets measured at fair value, gains and losses will either be recorded in proﬁt or loss or Other Comprehensive

Income. For investments in debt instruments, this will depend on the business model in which the investment

is held. For investments in equity instruments in subsidiaries, the Company has made an irrevocable election at

the time of initial recognition to account for the equity investment at fair value through Other Comprehensive

Income.

The Company reclassiﬁes debt investments when and only when its business model for managing those assets

changes.

(ii) Measurement

At initial recognition, the Company measures ﬁnancial assets at its fair value plus, in the case of a ﬁnancial

assets not at fair value through proﬁt or loss, transaction costs that are directly attributable to the acquisition of

the ﬁnancial assets. Transaction costs of ﬁnancial assets carried at fair value through proﬁt or loss are expensed

in Statement of Proﬁt and Loss.

Debt instruments

Subsequent measurement of debt instruments depends on the Company’s business model for managing the

asset and the cash ﬂow characteristics of the asset. There are three measurement categories into which the

Company classiﬁes its debt instruments:

Amortised cost

Assets that are held for collection of contractual cash ﬂows where those cash ﬂows represent solely payments

of principal and interest are measured at amortised cost. A gain or loss on a debt investment that is subsequently

measured at amortised cost is recognised in proﬁt or 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 proﬁt and loss. When the ﬁnancial asset

is derecognised, the cumulative gain or loss previously recognised in OCI is reclassiﬁed from equity to proﬁt or

loss and recognised in other gains/ (losses). Interest income from these ﬁnancial assets is included in other

income using the effective interest rate method.

Fair Value through Proﬁt or Loss (FVTPL)

Assets that do not meet the criteria for amortised cost or FVOCI are measured at FVTPL. A gain or loss on a

debt investment that is subsequently measured at fair value through proﬁt or loss is recognised in Statement of

Proﬁt and Loss in the period in which it arises. Interest income from these ﬁnancial assets is included in other

income.

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

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

Income, there is no subsequent reclassiﬁcation of fair value gains and losses to proﬁt or loss. Dividends from

such investments are recognised in 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owsfromthenancialassetor

   • retainsthecontractualrightstoreceivethecashowsofthenancial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.

Dividend

Dividends are recognised in proﬁt or loss only when the right to receive payment is established, it is probable

that the economic beneﬁts associated with the dividend will ﬂow to the Company, and the amount of the

dividend can be measured reliably.

(h) 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.

(i) 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.

(ii) Initial recognition and measurement

All ﬁnancial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables,

net of directly attributable transaction costs.

The Company’s ﬁnancial liabilities include trade and other payables, loans and borrowings including bank

overdrafts and ﬁnancial guarantee contracts.

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

(iii) Subsequent measurement

The measurement of ﬁnancial liabilities depends on their classiﬁcation, as described below:

Borrowings

Borrowings are subsequently carried at amortised cost; any difference between the proceeds (net of transaction

costs) and the redemption value is recognised in the Statement of Proﬁt and Loss over the period of the

borrowings using the effective interest rate method.

Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent

that it is probable that some or all of the facility will be drawn. In this case, the fee is deferred until the

drawdown occurs. To the extent there is no evidence that it is probable that some or all of the facility will be

drawdown, the fee is capitalised as a pre-payment for liquidity services and amortised over the period of the

facility to which it relates.

Trade and other payables

These amounts represent obligations to pay for goods or services that have been acquired in the ordinary

course of business from suppliers. Those payable are classiﬁed as current liabilities if payment is due within one

year or less otherwise they are presented as non-current liabilities. Trade and other payables are subsequently

measured at amortised cost using the effective interest rate method.

Financial guarantee contracts

Financial guarantee contracts are recognised as a ﬁnancial liability at the time when guarantee is issued.

The liability is initially recognised at fair value and subsequently at the higher of the amount determined in

accordance with Ind AS 37 and the amount initially recognised less cumulative amortisation, where appropriate.

Where guarantees in relation to loans of subsidiaries are provided for no compensation, the fair values are

credited to the Statement of Proﬁt and Loss over the guarantee period using the systematic method. Financial

guarantee contract issued by the Company are measured at fair value at the time of issue of guarantee or

amendment in terms of guarantees.

(iv) Derecognition

Borrowings are removed from the Balance Sheet when the obligation speciﬁed in the contract is discharged,

cancelled or expired. The difference between the carrying amount of a ﬁnancial liability that has been

extinguished or transferred to another party and the consideration paid, including any non-cash assets

transferred or liabilities assumed, is recognised in proﬁt or loss as other gains / (losses). When an existing

ﬁnancial liability is replaced by another from the same lender on substantially different terms, or the terms of

an existing liability are substantially modiﬁed, such an exchange or modiﬁcation is treated as the derecognition

of the original liability and the recognition of a new liability. The difference in the respective carrying amounts

is recognised in the Statement of Proﬁt and Loss.

Borrowings are classiﬁed as current liabilities unless the Company has an unconditional right to defer settlement

of the liability for at least 12 months after the reporting period. Where there is a breach of a material provision

of a long-term loan arrangement on or before the end of the reporting period with the effect that the liability

becomes payable on demand on the reporting date, the entity does not classify the liability as current, if the

lender agreed, after the reporting period and before the approval of the ﬁnancial statements for issue, not to

demand payment as a consequence of the breach.

(j) Borrowing costs

General and speciﬁc borrowing costs that are directly attributable to the acquisition, construction or production of a

qualifying asset are capitalised during the period of time that is required to complete and prepare the asset for its

intendeduseorsale.Qualifyingassetsareassetsthatnecessarilytakeasubstantialperiodoftimetogetreadyfor

their intended use or sale.

Investment income earned on the temporary investment of speciﬁc borrowings pending their expenditure on qualifying

assets is deducted from the borrowing costs eligible for capitalisation.

Other borrowing costs are expensed in the period in which they are incurred.

(k) Provisions, Contingent Liabilities and Contingent Assets

Provisions

Provisions are recognised when the Company has a present legal or constructive obligation as a result of past events;

it is probable that an outﬂow of resources will be required to settle the obligation; and the amount has been reliably

estimated.

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle

the present obligation at the end of the reporting period. The discount rate used to determine the present value is a

pre-tax rate that reﬂects current market assessments of the time value of money and the risks speciﬁc to the liability.

The increase in the provision due to the passage of time is recognised as interest expense.

Contingent liabilities

Contingent liabilities are disclosed when there is a possible obligation arising from 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 Company. 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 obligation cannot be measured with sufﬁcient reliability is termed as contingent liability.

Contingent Assets

A contingent asset is disclosed, where an inﬂow of economic beneﬁts is probable.

(l) Foreign currency translation

(i) Functional and presentation currency

Items included in the ﬁnancial statements of the Company are measured using the currency of the primary

economic environment in which the Company operates (‘the functional currency’). The ﬁnancial statements are

presented in ‘Indian Rupees’ (`), which is the Company’s functional and presentation currency.

(ii) Transactions and balances

(a) Foreign currency transactions are translated into the functional currency using the exchange rates

prevailing at the dates of the transactions.

(b) All exchange differences arising on reporting on foreign currency monetary items at rates different from

those at which they were initially recorded are recognised in the Statement of Proﬁt and Loss.

currency monetary items, the Company has availed the option available in Ind AS 101 to continue the

policy adopted for accounting for exchange differences arising from translation of long-term foreign

currency monetary items outstanding as on March 31, 2016, wherein:

    • Foreign exchange differences on account of depreciable asset, are adjusted in the cost of

depreciable asset and would be depreciated over the balance life of asset.

    • Inothercases,foreignexchangedifferenceisaccumulatedin“foreigncurrencymonetaryitem

translation difference account” and amortised over the balance period of such long term asset /

liabilities.

(d) 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 effected.

(m) Revenue from Contracts with Customers and Other Income

Revenue is measured at the fair value of the consideration received or receivable, and represents amount receivable

for goods supplied, stated net of discounts, returns and value added taxes.

(i) Sale of energy

The Company has adopted Ind AS 115 using cumulative effect method of initially applying this standard

recognised at the date of initial application (i.e. April 01, 2018).

Revenue from operations comprises of sale of power. Revenue is recognised at an amount that reﬂect the

consideration for which the Company expects to be entitled in exchange for transfer of power (goods / service)

to the customer.

Revenue from sale of power is accounted for in accordance with tariff provided in Power Purchase Agreement

(PPA) read with the regulations of Maharashtra Electricity Regulatory Commission (MERC) and no signiﬁcant

uncertainty as to the measurability or collectability exist.

There is no impact on the adoption of the standard in the ﬁnancial statement as the Company’s revenue

primarily comprised of revenue from sale of power and the recognition criteria of this revenue stream is largely

unchanged by adoption of Ind AS 115.

(ii) Service income

Service income represents income from support services recognised as per the terms of the service agreements

entered into with the respective parties.

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

(iii) Income on Generation Based Incentive

Income on Generation Based incentive is accounted on accrual basis considering eligibility for project for

availing the incentive.

(n) 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.

Other long-term employee beneﬁt obligations

The liabilities for earned leave and sick leave are not expected to be settled wholly within 12 months after the end

of the period in which the employees render the related service. They are therefore measured as the present value of

expected future payments to be made in respect of services provided by employees up to the end of the reporting

period using the projected unit credit method. The beneﬁts are discounted using the market yields at the end of the

reporting period that have terms approximating to the terms of the related obligation. Remeasurements as a result

of experience adjustments and changes in actuarial assumptions are recognised in Statement of Proﬁt and Loss.

The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional

right to defer settlement for at least twelve months after the reporting period, regardless of when the actual

settlement is expected to occur.

Post employment obligations

The Company operates the following post-employment schemes:

- deﬁned beneﬁt plans such as gratuity

- deﬁned contribution plans such as provident fund and superannuation fund.

Gratuity obligations

The liability or asset recognised in the balance sheet in respect of deﬁned beneﬁt gratuity plans is the present value of

the deﬁned beneﬁt obligation at the end of the reporting period less the fair value of plan assets. The deﬁned beneﬁt

obligation is calculated annually by actuaries using the projected unit credit method.

The present value of the deﬁned beneﬁt obligation denominated in Rupees is determined by discounting the estimated

future cash outﬂows by reference to market yields at the end of the reporting period on government bonds that have

terms approximating to the terms of the related obligation.

The net interest cost is calculated by applying the discount rate to the net balance of the deﬁned beneﬁt obligation

and the fair value of plan assets. This cost is included in employee beneﬁt expense in the Statement of Proﬁt and

Loss.

Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are

recognised in the period in which they occur, directly in Other Comprehensive Income. They are included in Retained

Earnings in the Statement of Changes in Equity and in the Balance Sheet.

Changes in the present value of the deﬁned beneﬁt obligation resulting from plan amendments or curtailments are

recognised immediately in Proﬁt or Loss as past service cost.

Deﬁned contribution plans

Provident fund

The Company pays provident fund contributions to publicly administered provident funds as per local regulations. The

Company has no further payment obligations once the contributions have been paid. The contributions are accounted

for as deﬁned contribution plans and the contributions are recognised as employee beneﬁt expense when they are

due. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future

payments is available.

Superannuation

Certain employees of the Company are participants in a deﬁned contribution plan wherein, the Company has no

further obligations to the plan beyond its monthly contributions which are contributed to a trust fund, the corpus of

which is invested with Reliance Life Insurance Company Limited.

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

(o) Employee stock option scheme (ESOS)

ESOS Scheme

The employees of the Company are entitled for grant of stock options (equity shares), based on the eligibility

criteria set in ESOS Plan of the Company.

The fair value of options granted under the ESOS Plan is recognised as an employee beneﬁt expense with a

corresponding increase in equity. The total expense is recognised over the vesting period, which is the period

over which all of the speciﬁed vesting conditions are to be satisﬁed. At the end of each period, the entity revises

its estimates of the number of options that are expected to vest based on the non-market vesting and service

conditions. It recognises the impact of the revision to original estimates, if any, in proﬁt or loss, with a corresponding

adjustment to equity.

ESOS Trust

The Company’s ESOS Scheme is administered through Reliance Power ESOS Trust (“RPET”). The Company treats

the RPET as its extension and shares held by RPET are treated as treasury shares and accordingly RPET has been

consolidated in the Company’s books.

(p) Non-current assets held for sale

Non-current assets are classiﬁed as held for sale if their carrying amount will be recovered principally through a

sale transaction rather than through continuing use and a sale is considered highly probable. They are measured at

the lower of their carrying amount and fair value less costs to sell.

Non-current assets classiﬁed as held for sale and the assets of a disposal group classiﬁed as held for sale are

presented separately from the other assets in the balance sheet. The liabilities of a disposal group classiﬁed as held

for sale are presented separately from other liabilities in the balance sheet.

A discontinued operation is a component of the entity that has been disposed of or is classiﬁed as held for sale and

that represents a separate major line of business, exclusively with a view to sale.

The results of discontinued operations are presented separately in the Statement of Proﬁt and Loss.

(q) Income tax

The income tax expense or credit for the period is the tax payable on the current period’s taxable income based

on the applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities

attributable to temporary differences and to unused tax losses.

The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the

end of the reporting period. Management periodically evaluates positions taken in tax returns with respect to

situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate

on the basis of amounts expected to be paid to the tax authorities.

Deferred income tax is provided in full, on temporary differences arising between the tax base of assets and

liabilities and their carrying amounts in the ﬁnancial statements. Deferred income tax is not accounted for if it arises

from initial recognition of an asset or liability in a transaction other than a business combination that at the time

of the transaction affects neither accounting proﬁt nor taxable proﬁt (tax loss). Deferred income tax is determined

using tax rates (and laws) that have been enacted or substantively enacted by the end of the reporting period and

are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is

settled.

Deferred tax assets are recognised for all deductible temporary differences and unused tax losses only if it is

probable that future taxable amounts will be available to utilise those temporary differences and losses.

Deferred tax 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.

(r) Cash and cash equivalents

For the purpose of presentation in the Statement of Cash Flows, cash and 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.

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

(s) 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.

(t) Cash ﬂow statement

Cash ﬂows are reported using the indirect method, whereby proﬁt before tax is adjusted for the effects of transactions

of non-cash nature and any deferrals or accruals of past or future cash receipts or payments. The cash ﬂows from

operating, investing and ﬁnancing activities of the Company are segregated based on the available information.

(u) Segment reporting

The operating segment has been identiﬁed and reported taking into account its internal ﬁnancial reporting, performance

evaluation and organisational 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 Segments”.

(v) Business combinations

Business combinations involving entities that are controlled by the Company are accounted for using the pooling of

interests 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 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.

(w) 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.

(x) Exceptional items

The Company discloses certain ﬁnancial information both including / excluding exceptional items. The presentation

of information excluding exceptional items allows a better understanding of underlying operating performance of

the Company and provides consistency with the Company’s internal management reporting. Exceptional items are

identiﬁed by virtue of either size or nature so as to facilitate the comparison with prior period and to assess underlying

trends in ﬁnancial performance of the Company.

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

2.2 Critical accounting estimates and judgements

The preparation of the ﬁnancial statements under Ind AS requires management to take decisions and make estimates and

assumptions that may impact the value of revenues, costs, assets and liabilities and the related disclosures concerning

the items involved as well as contingent assets and liabilities at the balance sheet date. Estimates and judgements are

continually evaluated and are based on historical experience and other factors, including expectations of future events that

are believed to be reasonable under the circumstances.

The Company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by deﬁnition,

seldom equal the related actual results. The estimates and assumptions that have a signiﬁcant risk of causing a material

adjustment to the carrying amounts of assets and liabilities within the next ﬁnancial year are discussed below:

Estimation of uncertainties relating to the global health pandemic from COVID-19:

The Company has considered the possible effects that may result from the pandemic relating to COVID-19 on the carrying

amounts of receivables, unbilled revenues, goodwill, tangible and intangible assets. In developing the assumptions relating

to the possible future uncertainties in the global economic conditions because of this pandemic, the Company, as at the

date of approval of these ﬁnancial statements has used internal and external sources of information on the expected future

performance of the Company. The Company has performed sensitivity analysis on the assumptions used and based on

current estimates expects the carrying amount of these assets will be recovered. The impact of COVID-19 on the Company

ﬁnancial statements may differ from that estimated as at the date of approval of these ﬁnancial statements.

(a) Useful lives of Property, Plant and Equipment

The Company has estimated its useful lives of wind power 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 Company will adjust the estimated useful lives 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 Property, Plant and Equipment.

(b) Income taxes

There are transactions and calculations for which the ultimate tax determination is uncertain and would get ﬁnalised

on completion of assessment by tax authorities. Where the ﬁnal tax outcome is different from the amounts that were

initially recorded, such differences will impact the income tax and deferred tax provisions in the period in which such

determination is made.

The Company is eligible to claim tax holiday on income generated from wind power generation. The deferred tax

on temporary differences which are reversing after the tax holiday period have been estimated considering future

projections and Company’s plan to start claiming tax holiday in certain years. It is possible that this estimate may

be different to the actual outcome within the next ﬁnancial periods and could cause material adjustments to the

deferred tax recognised in ﬁnancial statements. (Refer note 14)

Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable proﬁt will be

available against which the same can be utilised. Signiﬁcant management judgement is required to determine the

amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable

proﬁts together with future tax planning strategies.

The Company measured its investments in equity shares of subsidiaries at fair value and certain ﬁnancial assets and

liabilities for ﬁnancial reporting purposes.

The fair values of investments in subsidiaries are not quoted in an active market and are determined by using

valuation techniques, primarily earnings multiples and discounted cash ﬂows. The models used to determine fair

values including estimates / judgements involved are validated and periodically reviewed by the management. The

inputs used in the valuation models include unobservable data of the Companies which are categorised within level

III fair value measurements. They are based on historical experience, technical evaluation and other factors, including

expectations of future events. Considering the level of estimation involved and unobservable inputs, the Company

has engaged a third party qualiﬁed valuer to perform the valuation. Based on the actual performance of respective

subsidiaries project, the inputs considered for valuation may vary materially and could cause a material adjustment to

carrying amount of investments. (Refer note 15)

(d) Impairment of ﬁnancial assets

In accordance with Ind AS 109, the Company applies expected credit loss (ECL) model for measurement and

recognition of impairment of ﬁnancial assets and credit risk exposure. ECL impairment loss allowance (or reversal)

recognised during the year is recognised as income / expense in the Statement of Proﬁt and Loss (P&L).

(e) Estimation of employee beneﬁt obligation

Refer note 2.1 (n).

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

3.1 Property, Plant and Equipment

` in lakhs

Particulars Freehold

land

Plant and

equipment

Furniture

and ﬁxtures

Motor

vehicles

Ofﬁce

equipment

Computers Total

Gross carrying amount

As at April 01, 2018 1,790 32,448 45 104 8 78 34,473

Additions during the year - - @ - 1 4 5

Adjustments

- 612 - - - - 612

Deductions during the year - - - 14 - 1 15

Carrying amount as at March 31, 2019 1,790 33,060 45 90 9 81 35,075

Adjustments

- 717 - - - - 717

Carrying amount as at March 31,

2020

1,790 33,777 45 90 9 81 35,792

Freehold

land

Plant and

equipment

Furniture

and ﬁxtures

Motor

vehicles

Ofﬁce

equipment

Computers Total

Accumulated depreciation

Balance as at April 01, 2018 - 4,478 34 22 5 37 4,576

Charge for the year - 1,673 1 30 2 11 1,717

Deductions during the year - - - 14 - 1 15

Balance as at March 31, 2019 - 6,151 35 38 7 47 6,278

Charge for the year - 1,560 1 21 1 5 1,588

Balance as at March 31, 2020 - 7,711 36 59 8 52 7,866

Net carrying amount

As at March 31, 2019 1,790 26,909 10 52 2 34 28,797

As at March 31, 2020 1,790 26,066 9 31 1 29 27,926

Notes:

1) Adjustment represents exchange differences capitalised (Refer note 19).

2) Out of above Property, Plant and Equipment of ` 27,844 lakhs (March 31, 2019: ` 28,683 lakhs) has been pledged

as security (Refer note 10).

@ Amount is below the rounding off norms adopted by the Company.

3.2 Intangible assets

` in lakhs

Particulars Computer Software

Gross carrying amount

As at April 01, 2018 286

Additions during the year -

Carrying amount as at March 31, 2019 286

Additions during the year -

Carrying amount as at March 31, 2020 286

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

Particulars Computer Software

Accumulated amortisation

As at April 01, 2018 252

Charge for the year 27

Balance as at March 31, 2019 279

Charge for the year -

Balance as at March 31, 2020 279

Net carrying amount

As at March 31, 2019 7

As at March 31, 2020 7

Note: Intangible assets are other than internally generated.

3.3 Non-current ﬁnancial assets

Particulars Face

Value

As at March 31, 2020

As at March 31, 2019

No. of

` in lakhs

No. of

` in lakhs

3.3(a) Investments

A) Equity share (unquoted, fully paid-up)

I In Subsidiaries (Fair value through Other

Comprehensive Income)

Chitrangi Power Private Limited 10

10,000 -

Coastal Andhra Power Limited 10

60,30,70,000 -

Dhursar Solar Power Private Limited 10

9,04,000 17,251

9,04,000 18,901

Kalai Power Private Limited 10

2,79,150 13

2,79,150 1,341

Maharashtra Energy Generation Limited 10

75,000 -

Rajasthan Sun Technique Energy Private

Limited

28,56,350 -

Reliance CleanGen Limited 10

2,25,50,000 -

Reliance Coal Resources Private Limited 10

20,99,335 -

Reliance Natural Resources (Singapore) Pte.

Limited (Face value of USD 1 each)

1,00,000 42

Reliance Natural Resources Limited 5

1,00,000 -

Rosa Power Supply Company Limited

42,44,05,000 3,82,940

42,44,05,000 4,45,529

Reliance Green Power Private Limited 10

25,745 -

Samalkot Power Limited 10

60,00,000 -

Sasan Power Limited 10

4,32,73,64,250 4,73,102

4,32,73,64,250 4,73,652

Shangling Hydro Power Private Limited 10

58,800 448

Siyom Hydro Power Private Limited 10

3,39,600 -

Tato Hydro Power Private Limited 10

1,50,800 -

Teling Hydro Power Private Limited 10

1,09,400 940

Urthing Sobla Hydro Power Private Limited 10

16,040 21

16,040 23

Vidarbha Industries Power Limited 10

11,26,656 -

11,26,656 14,833

Atos Mercantile Private Limited 10

10,000 -

Atos Trading Private Limited 10

10,000 -

Coastal Andhra Power Infrastructure Limited 10

1,45,200 -

1,45,200 22

Reliance Prima Limited 10

50,000 -

Total A 8,74,757

9,55,731

The above subsidiaries are wholly owned by the Company, except Urthing Sobla Hydro Power Private Limited,

Rosa Power Supply Company Limited and Reliance Geothermal Power Private Limited.

During the year, 12,73,21,500 equity shares constituting 30% of share capital, of Rosa Supply Company Limited

(RPSCL), a subsidiary of the Company, held as pledge for term loan facilities to the Company were invoked by a

lender. No impact of the said invocation has been given in the books of accounts except for the holding of the

Company, which stands reduced by 30% to 70%.

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

Particulars Face

Value

As at March 31, 2020

As at March 31, 2019

No. of

` in lakhs

No. of

` in lakhs

II In Associates (valued at cost)

RPL Sun Power Private Limited 10

5,000 @

RPL Photon Private Limited 10

5,000 @

RPL Sun Technique Private Limited 10

5,000 @

@ Amount is below the rounding off norm adopted by the Company.

B) Preference shares (unquoted, fully paid up)

I In Subsidiaries (Fair value through Other

Comprehensive Income)

7.5% Preference Shares

Dhursar Solar Power Private Limited 10

8,94,000 17,249

8,94,000 18,899

Reliance CleanGen Limited 10

1,29,00,000 -

Sasan Power Limited 10

3,57,88,750 3,87,798

3,57,88,750 3,88,248

Vidarbha Industries Power Limited 10

94,04,432 -

94,04,432 1,25,567

Atos Mercantile Private Limited 1

32,310 -

Atos Trading Private Limited 1

18,800 -

Chitrangi Power Private Limited 1

10,00,000 -

Coastal Andhra Power Infrastructure Limited 1

1,32,015 -

1,32,015 12

Kalai Power Private Limited 1

1,26,000 7

1,26,000 628

Maharashtra Energy Generation Limited 1

2,50,000 -

Rajasthan Sun Technique Energy Private

Limited

28,56,350 -

Reliance Prima Limited 10

28,390 -

Rosa Power Supply Company Limited 1

41,83,000 97,959

41,83,000 1,13,970

Reliance Green Power Private Limited 1

2,31,705 -

Shangling Hydro Power Private Limited 1

45,600 417

Siyom Hydro Power Private Limited 1

37,979 -

Tato Hydro Power Private Limited 1

5,95,300 -

Teling Hydro Power Private Limited 1

96,900 915

Urthing Sobla Hydro Power Private Limited 1

1,62,360 459

6% Preference Shares

Reliance CleanGen Limited 10

15,00,601

Convertible Preference Shares:

Reliance Natural Resources (Singapore) Pte.

Limited (Face value of USD 1 each)

27,49,00,000 8,886

27,49,00,000 1,49,575

Total B 5,13,690

7,98,690

C) Inter-corporate deposit classiﬁed as equity

instruments

In Subsidiaries (Fair value through Other

Comprehensive Income)

Sasan Power Limited

20,000

Total C 20,000

20,000

Non-current investments (A+B+C) 14,08,447

17,74,421

(Refer note 10 and 11)

Aggregate book value of unquoted non-

current investments

14,08,447

17,74,421

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

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 (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.

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 (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.

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 excercise 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.

` in lakhs

Particulars As at

March 31, 2020

As at

March 31, 2019

3.3(b) Loans

(Unsecured and considered good)

Inter corporate deposits to subsidiaries (Refer note 11)

1,32,801

1,19,775

1,32,801

1,19,775

3.3(c) Other ﬁnancial assets

Term deposits with more than 12 months maturity

Non-current bank balances (including margin money deposits towards bank guarantee and

others)

395 495

395

495

@ Amount is below the rounding off norms adopted by the Company

3.4 Non-current tax assets

(Unsecured and considered good)

Advance income tax (net of provision for tax of ` 1,586 lakhs (March 31, 2019

` 1,586 lakhs)

3,899

3,063

3,899

3,063

3.5 Current ﬁnancial assets

3.5(a) Trade receivables

(Unsecured and considered good)

Trade receivables (Refer note 11)

6,098

6,306

6,098

6,306

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

` in lakhs

Particulars As at

March 31, 2020

As at

March 31, 2019

3.5(b) Cash and cash equivalents

Balance with banks:

- in current account

162

772

162

772

3.5(c) Bank balances other than cash and cash equivalents

Deposits with original maturity of more than three months but less than twelve

months

2,400

Unclaimed dividend

299

300

Fixed deposits (margin money deposit)

1,448

10,285

1,747

12,985

3.5(d) Loans

(Unsecured and considered good unless stated otherwise)

Inter corporate deposits to subsidiaries (Refer note 11)

64,758

96,185

Inter corporate deposits to others

5,000

Loans / advances to employees

Loans / advances to related parties (Refer note 11)

1,470

818

71,230

97,005

3.5(e) Other ﬁnancial assets

(Unsecured and considered good unless stated otherwise)

Security deposits

Advance recoverable in cash

5,127

6,928

Receivables from Subsidiaries (Refer note 11)

41,780

9,224

Interest accrued on ICD - subsidiaries (Refer note 11)

13,116

7,679

Interest accrued - others

681

622

Receivable against generation based incentive

167

263

Other receivables

30,000

33,450

90,881

58,176

3.6 Other current assets

(Unsecured and considered good)

Balance with statutory authorities (includes GST)

157

Prepaid expenses

Advance recoverable towards land (Refer note 8)

1,900

Less: Provision for doubtful advances

(1,900)

2,077

3.7 Assets classiﬁed as held for sale

Assets held for sale (Refer note 8)

4,711

Others (Refer note 8)

8,394

Less: Provision for doubtful advances

(13,105)

13,105

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

` in lakhs

Particulars As at

March 31, 2020

As at

March 31, 2019

3.8 Share capital

Authorised share capital

11,00,00,00,000 (March 31, 2019: 11,00,00,00,000) equity shares of

10 each

11,00,000

5,00,00,00,000 ((March 31, 2019: 5,00,00,00,000) preference shares of

10 each

5,00,000

16,00,000

Issued, subscribed and fully paid up capital

2,80,51,26,466 (March 31, 2019: 2,80,51,26,466) equity shares of ` 10 each

fully paid up

2,80,513

3.8.1 Reconciliation of number of equity shares

Balance at the beginning of the year - equity shares of ` 10 each

28,05,126,466

Shares issued during the year

Balance at the end of the year - equity shares of ` 10 each.

28,05,126,466

3.8.2 Terms/ rights attached to equity shares

The Company has only one class of equity shares having face value of ` 10 per share. Each holder of the equity share is

entitled to one vote per share. In the event of liquidation of the Company, the holders of equity shares will be entitled to

receive the remaining assets of the Company, after distribution of all preferential amounts.

3.8.3 Details of equity shares held by shareholders holding more than 5% of the aggregate shares in the Company

Particulars As at March 31, 2020

As at March 31, 2019

No. of Shares Percentage of

share holding

No. of Shares Percentage of

share holding

Equity shares

Reliance Infrastructure Limited

35,82,98,193 12.78

92,84,98,193 33.11

Reliance Project Ventures and

Management Private Limited

10,75,93,925 3.84

40,01,14,337 14.27

Reliance Wind Turbine Installators

Industries Private Limited

6,86,16,167 2.45

24,35,68,019 8.68

Housing Development Finance

Corporation Limited 19,54,87,901 6.97 - -

Total 72,99,96,186 26.04

1,57,21,80,549 56.06

3.8.4

Pursuant to the composite scheme of arrangement with Reliance Natural Resources Limited, the Company has 5,63,678

Global Depository Receipts which are listed on Euro MTF Market of the Luxembourg Stock Exchange since May 17, 2011.

` in lakhs

Particulars As at

March 31, 2020

As at

March 31, 2019

3.9 Other equity

Balance at the end of the year

3.9.1 Capital reserve

1,958

3.9.2 Capital reserve (arisen pursuant to scheme of amalgamation)

59,995

3.9.3 Securities premium

11,05,454

3.9.4 General reserve (arisen pursuant to various schemes)

41,691

3.9.5 Debenture redemption reserve

4,683

3.9.6 Foreign currency monetary item translation difference account

3.9.7 Treasury Shares (ESOS Trust)

(845)

3.9.8 Equity instruments-fair value through Other Comprehensive income (OCI)

(5,03,506)

(1,37,519)

3.9.9 Retained earnings

(1,09,250)

(70,366)

Total 6,00,181

10,05,052

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

` in lakhs

Particulars As at

March 31, 2020

As at

March 31, 2019

3.9.1 Capital reserve 1,958

1,958

3.9.2 Capital reserve (arisen pursuant to scheme of amalgamation) 59,995

59,995

3.9.3 Securities premium

Balance at the beginning of the year

11,05,454

Balance at the end of the year

11,05,454

3.9.4 General reserve (arisen pursuant to various schemes)

Balance at the beginning of the year

(a) General reserve (arisen pursuant to composite scheme of arrangement)

1,01,702

Less : Value of advances written down (Refer note 22 (b))

1,01,702

(b) General reserve (arisen pursuant to scheme of amalgamation with erstwhile

18,707

Sasan Power Infraventures Private Limited)

Sasan Power Infrastructure Limited)

22,984

Balance at the end of the year

41,691

3.9.5 Debenture redemption reserve

Balance at the beginning of the year

4,683

Balance at the end of the year

4,683

3.9.6 Foreign currency monetary item translation difference account

Balance at the beginning of the year

3,416

Add: Addition during the year

11,150

Less: Amortisation during the year

14,565

Balance at the end of the year

3.9.7 Treasury Shares (ESOS Trust)

Balance at the beginning of the year

(845)

Balance at the end of the year

(845)

3.9.8 Equity instruments-fair value through Other Comprehensive income (OCI)

Balance at the beginning of the year

(1,37,519)

1,88,044

Add: Addition during the year

(3,65,973)

(3,25,577)

Add: Gain on sale of investments

Add: Remeasurements of post-employment beneﬁt obligation (net)

(Refer note 9) (14) (1)

Balance at the end of the year

(5,03,506)

(1,37,519)

3.9.9 Retained earnings

Balance at the beginning of the year

(70,366)

(10,200)

Loss for the year

(38,884)

(60,166)

Balance at the end of the year

(1,09,250)

(70,366)

6,00,181

10,05,052

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

Nature and purpose of other reserves:

(a) Capital Reserve

The Capital Reserve had arisen pursuant to the composite scheme of arrangement on account of net assets taken over

from Reliance Futura Limited.

(b) Capital Reserve (arisen pursuant to scheme of amalgamation)

The Capital Reserve had arisen pursuant to the composite scheme of arrangement with erstwhile Reliance Clean

Energy Private Limited. The said scheme was sanctioned by Hon’ble High Court of Bombay vide order dated April 05,

2013. The capital Reserve shall be a Reserve which arose pursuant to the above scheme and shall not be and shall

not for any purpose be considered to be a Reserve created by the Company.

Securities premium is created to record premium received on issue of shares. The Reserve is utilised in accordance with

the provision of the Companies Act, 2013.

(d) General Reserve (arisen pursuant to various schemes)

All below General Reserve arisen pursuant to schemes and shall not for any purpose considered to be a Reserve created

by the Company.

i. General Reserves (arisen pursuant to composite scheme of arrangement)

The General Reserve had arisen pursuant to the composite scheme of arrangement between the Company,

Reliance Natural Resources Limited, erstwhile Reliance Futura Limited and four wholly owned subsidiaries viz.

Atos Trading Private Limited, Atos Mercantile Private Limited, Reliance Prima Limited and Coastal Andhra Power

Infrastructure Limited. The said scheme was sanctioned by Hon’ble High Court of Judicature at Bombay vide

order dated October 15, 2010.

ii. General Reserve (arisen pursuant to scheme of amalgamation with erstwhile Sasan Power Infraventures

Private Limited)

The General Reserve had arisen pursuant to the scheme of amalgamation with erstwhile Sasan Power Infraventure

Private Limited, sanctioned by the Hon’ble High Court of Bombay vide order dated April 29, 2011. The scheme

was effective from January 01, 2011.

iii. General Reserve (arisen pursuant to scheme of amalgamation with erstwhile Sasan Power Infrastructure

Limited)

The General Reserve had arisen pursuant to the scheme of amalgamation with erstwhile Sasan Power

Infrastructure Limited, sanctioned by the Hon’ble High Court of Bombay, vide order dated December 23, 2011.

The scheme was effective from September 01, 2011.

(e) Debentures Redemption Reserve

The Company is required to create a debenture redemption Reserve out of the profits of the Company for the purpose

of redemption of debentures.

(f) Foreign currency monetary item translation difference account

The Company has opted to continue the Previous GAAP policy for accounting of foreign exchange differences on long

term monetary items. This Reserve represents foreign exchange accumulated on long term monetary items which are

for other than depreciable assets. The same is amortised over the balance period of such long term monetary assets.

(Refer note 2.1(l)(ii))

(g) Treasury Shares

The Reserve comprises loss on sale of treasury shares.

(h) Equity instruments through Other Comprehensive Income:

The Company has elected to recognise changes in the fair value of investments in equity instruments in subsidiaries

in other comprehensive income. The changes are accumulated within the FVOCI equity instruments Reserve within

equity. The Company transfers amount from this Reserve to retained earnings when the relevant equity securities are

derecognised.

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

` in lakhs

Particulars As at

March 31, 2020

As at

March 31, 2019

Non-current ﬁnancial liabilities

3.10(a) Borrowings

Secured

At amortised cost

5,450 (March 31, 2019: 5,450) Series I (2018) Listed, rated, redeemable

non convertible debentures of ` 10,00,000 each

52,905

52,404

Term loans:

Rupee loans from banks (Refer note 25)

16,140

24,677

Foreign currency loans from banks

5,941

7,074

74,986

84,155

During the year, the Company has delayed / defaulted in repayment of borrowings (Refer note 25).

3.10(a1) Nature of security for term loans

(i) Series I (2018) listed, rated, redeemable non convertible debentures of ` 54,500 lakhs (March 31, 2019 ` 54,500

lakhs) are secured by ﬁrst pari-passu charge over long term loans and advances of the Company.

(ii) Rupee term loans from banks of ` 32,400 lakhs (March 31, 2019 ` 32,400 lakhs) are secured by ﬁrst charge over long

term loans and advances of the Company on pari passu basis and also secured by pledge over 30% shares of Rosa Power

Supply Company Limited (a subsidiary), which has been invoked by the bank on January 14, 2020.

(iii) Rupee term loans from banks of ` 2,165 lakhs (March 31, 2019 ` 2,297 lakhs) and foreign currency loan of ` 7,808

lakhs (March 31, 2019 ` 9,098 lakhs) are secured by ﬁrst charge on all the immovable and movable assets and

recievables of the 45 MW wind power project at Vashpet on pari passu basis.

(iv) Rupee term loans from banks of ` 7,500 lakhs (March 31, 2019 ` 11,250 lakhs) are secured by ﬁrst pari passu charge

over current assets of the Company including receivable excluding the assets acquired under scheme of amalgamation

with erstwhile Reliance Clean Power Private Limited.

(v) Rupee term loans from banks of ` 2,708 lakhs (March 31, 2019 ` 9,000 lakhs) are secured by the residual charge over

current assets of the Company including receivable excluding the assets acquired under scheme of amalgamation with

erstwhile Reliance Clean Power Private Limited. It is also secured by pledge of 10,19,00,000 shares of the Company

held by R Infra, which has been invoked by the bank on November 26, 2019.

(vi) Rupee term loans from banks of ` 11,656 lakhs (March 31, 2019 ` 11,970 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.

(vii) Rupee term loans from banks of ` 6,300 lakhs (March 31, 2019 ` 6,300 lakhs) are secured by the ﬁrst pari passu

charge over long term loans and advances including receivables accrued out of such long term loans and advances of

the Company and also secured by pledge over 30% shares of Rosa Power Supply Company Limited (a subsidiary) which

has been invoked by the bank on January 14, 2020.

(viii) Rupee term loans from banks of ` 16,875 lakhs (March 31, 2019 ` 16,875 lakhs) are secured by the ﬁrst pari passu

charge over long term loans and advances of the Company and also secured by pledge over 30% shares of Rosa Power

Supply Company Limited (a subsidiary) which has been invoked by the bank on January 14, 2020.

(ix) Current maturities of long term borrowings have been classiﬁed as other ﬁnancial liabilities (Refer note 3.12(c))

3.10(a2) Terms of Repayment and Interest

(i) Series I (2018) listed, rated, redeemable non convertible debentures of ` 54,500 lakhs (March 31, 2019 ` 54,500

lakhs) are repayable in 8 half yearly installments starting from September 30, 2021 and carry ﬂoating interest rate

payable on half yearly basis.

(ii) Rupee term loans from banks of ` 32,400 lakhs (March 31, 2019 ` 32,400 lakhs) is repayable in 10 structured

quarterly installment commenced from October 31, 2017 and carry an interest rate of 11.45% per annum payable on

a monthly basis.

(iii) Rupee term loans from bank is repayable in 59 structured quarterly installments commenced from March 2015 and

carry an interest rate of 11.75% per annum payable on a monthly basis. The outstanding balance as at year end is

` 2,165 lakhs (March 31, 2019 ` 2,297 lakhs).

(iv) Foreign currency loans is repayable in 42 structured quarterly installments commenced from September 2013 and carry

an interest rate of USD 6 month LIBOR plus 450 basis points per annum payable on a half yearly basis. The outstanding

balance as at year end is ` 7,808 lakhs (March 31, 2019 ` 9,098 lakhs).

(v) Rupee term loans from bank is repayable in 16 quarterly installments commencing from June 2017 and carry an interest

rate of 12.80% per annum payable on a monthly basis. The outstanding balance as at year end is ` 7,500 lakhs (March

31, 2019 ` 11,250 lakhs).

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

(vi) Rupee term loans from bank is repayable in 40 monthly installments commenced from March 2017 and carry an

interest rate of 10.95% per annum payable on a monthly basis. The outstanding balance as at year end is ` 2,708 lakhs

(March 31, 2019 ` 9,000 lakhs).

(vii) Rupee term loans from bank is repayable in 53 structured quarterly installments commenced from September 2016

and carry an interest rate of 12.50% per annum payable on a monthly basis. The outstanding balance as at year end is

` 11,656 lakhs (March 31, 2019 ` 11,970 lakhs).

(viii) Rupee term loans from bank is repayable in 12 quarterly installments commencing from December 2019 and carry an

interest rate of 11.62% per annum payable on a monthly basis. The outstanding balance as at year end is ` 6,300 lakhs

(March 31, 2019 ` 6,300 lakhs).

(ix) Rupee term loans from bank is repayable in 11 structured quarterly installments commencing from July 2017 and carry

an interest rate of 11.45% per annum payable on a monthly basis. The outstanding balance as at year end is ` 16,875

lakhs (March 31, 2019 ` 16,875 lakhs).

3.10(a3)

The amortised cost disclosed above is net off incidental cost of borrowings aggregating to ` 2,019 lakhs (March

31,2019 ` 3,033 lakhs).

` in lakhs

Particulars As at

March 31, 2020

As at

March 31, 2019

3.10(b) Other ﬁnancial liabilities

Financial guarantee obligations

2,753

2,437

2,753

2,437

3.11 Provisions

Provision for gratuity (Refer note 9)

Provision for leave encashment (Refer note 9)

3.12 Current ﬁnancial liabilities

3.12(a) Current borrowings

At amortised cost

Secured

Rupee loan from bank

21,424

17,785

Working capital loan

4,429

4,821

2,500 Series III (2017) Listed, rated, redeemable non convertible debentures of

` 10,00,000 each

25,000

Loan against ﬁxed deposits

2,160

At amortised cost

Unsecured

Rupee loans from banks

7,476

2,500 Series III (2017) Listed, rated, redeemable non convertible debentures of

` 10,00,000 each

25,000

Loans from subsidiaries (Refer note 11)

3,61,350

3,71,709

Inter-corporate deposits from related parties (Refer note 11)

74,948

1,10,448

Inter-corporate deposits from others

64,091

63,942

5,51,242

6,03,341

3.12(a1) Nature of security and terms of repayment

(i) Rupee loan from bank of ` 21,424 lakhs (March 31, 2019 ` 17785 lakhs) is secured by subservient charge on the current

assets of Reliance Power Limited (except) pertaining to 45 MW Wind Vashpet project) and is repayable on demand.

(ii) Working capital loan from bank is secured by ﬁrst hypothecation and charge on all receivables of the 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 rate of 11.50% per annum payable on a monthly

basis.

(iii) 2500 Series III (2017) listed, rated, redeemable non convertible debentures are secured by pledge over 60,30,44,493

equity shares of Coastal Andhra Power Limited (a subsidiary) and redeemable within a period of 396 days from April 25,

2019 and carry an interest rate of 13.71% per annum payable on half yearly basis.

(iv) Loan against ﬁxed deposit is secured by ﬁrst pari passu charge over the ﬁxed deposit of ` Nil (March 31, 2019 ` 2,400

lakhs) of the Company. The loan carried an interest rate of 9.11% per annum payable on a monthly basis and was repaid

fully in July 2019.

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

` in lakhs

Particulars As at

March 31, 2020

As at

March 31, 2019

3.12(b) Trade payables

Total Outstanding dues of micro enterprises and small enterprises

(Refer note 21)

Total Outstanding dues of creditors other than micro enterprises and small

enterprises

2,089

2,794

2,092

2,795

3.12(c) Other ﬁnancial liabilities

Current maturities of long-term borrowings (Refer note 3.10(a) and note 25)

64,868

66,504

Interest accrued but not due on borrowings (Refer note 11)

30,121

18,216

Interest accrued and due on borrowings

15,540

1,891

Unclaimed dividend

299

Retention money payable

Dues to subsidiaries (Refer note 11)

4,233

4,256

Provision for expenses

380

255

Financial guarantee obligations

4,061

2,021

Other payables

1,11,787

423

2,31,290

93,878

3.13 Other current liabilities

Dues to subsidiaries (Refer note 11)

43,091

Other payables

464

1,615

464

44,706

3.14 Current provisions

Provision for leave encashment (Refer note 9)

` in lakhs

Particulars Year ended

March 31, 2020

Year ended

March 31, 2019

3.15 Revenue from operations

Sale of energy (Refer note 11)

4,963

4,035

Other Operating income

Generation Based Incentive

390

303

5,353

4,338

3.16(a) Other income

Interest income:

Bank deposits

428

2,298

Inter-corporate deposits (including related party) (Refer note 11)

6,067

5,167

Preference Shares

2,993

Service Income (Refer note 11)

21,714

1,600

Income recognised on corporate guarantee

3,210

Gain on foreign exchange ﬂuctuations (Net)

14,565

Liabilities written back

Leave encashment

Other non-operating income

347

325

28,589

30,158

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

` in lakhs

Particulars Year ended

March 31, 2020

Year ended

March 31, 2019

3.16(b) Income from Discontinued Operations

Interest income (Refer note 8)

412

3.17 Employee beneﬁts expense

Salaries, bonus and other allowances

678

1,058

Contribution to provident fund and other funds (Refer note 9)

Gratuity (Refer note 9)

Leave encashment

Staff welfare expenses

745

1,169

3.18 Finance costs

Interest on:

Rupee term loans

12,906

18,700

Foreign currency loans

649

676

Inter corporate deposits (Refer note 11)

18,687

13,862

Non convertible debentures

13,288

11,250

Working capital loans

628

712

Others

272

Expense recognised on Corporate guarantee

2,356

Other ﬁnance charges

142

2,190

48,726

47,662

3.19 Other expenses

Rent expenses (Refer note 11)

Repairs and maintenance

- Plant and equipment

703

678

- Others

230

Stamp duty and ﬁling fees

Advertisement expenses

Printing and stationery

437

Legal and professional charges (including shared service charges)

(Refer note 11)

796

616

Books and periodicals

Membership and subscription

Postage and telephone

323

Travelling and conveyance

Custodian charges

396

367

Directors sitting fees (Refer note 11)

Rates and taxes

Insurance (Refer note 11)

Foreign exchange loss short-term

Provision for doubtful debts / amount written-off

126

Expenditure towards Corporate Social Responsibilities (Refer note 20)

128

GST / tax charge off

1,070

Miscellaneous expenses

2,311

4,416

@ Amount is below the rounding off norm adopted by the Company

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

4. Contingent liabilities and commitments

(a) Bank guarantees outstanding as at balance sheet date aggregating to ` 18,301 lakhs (March 31, 2019 ` 23,772

lakhs) issued in favor of subsidiaries by banks.

(b) Corporate guarantee issued to banks and ﬁnancial institutions for loan facilities availed by subsidiary companies,

outstanding as at balance sheet date aggregating to ` 6,11,182 lakhs (March 31, 2019 ` 4,74,861 lakhs).

(c) The Company has acted as a co-borrower for facilities aggregating to ` 39,573 lakhs availed by one of its subsidiary.

(d) The Appeals pending aggregating to ` 10,970 lakhs (March 31, 2019 ` 5,349 lakhs) and ` 114 lakhs (March 31,

2019 ` 114 lakhs) for direct and indirect tax respectively.

(e) In respect of subsidiaries, the 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.

(f) As on March 31, 2020 there were no contracts remaining unexecuted on capital account.

5. Details of remuneration to auditors

` in lakhs

Particulars Year ended

March 31, 2020

Year ended

March 31, 2019

(a) As auditors

For statutory audit (excluding taxes)

79*

For others

(b) Out-of-pocket expenses

*Includes ` 39 lakhs and ` 3 lakhs paid to BSR & Co. LLP, one of the earlier Joint Auditors during FY 2018-19, for statutory

audit and out of pocket expenses respectively.

6. Project status of Subsidiaries

(a) 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 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); whereafter RPL became the Parent Company of CAPL.

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 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 is 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

Krishnapatnam 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

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

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 the dispute

to arbitration and the petition is currently pending adjudication by CERC. This has been shown as receivable from

procurers (Refer note 3.5 (e)).

As per the clause 6.7.1 of SPA among PFC, RPL and CAPL, on termination of PPA pursuant to Article 3.3.2 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 CAPL transfer of ownership of CAPL and invite a procurers’ meeting in that regard

to decide on modalities of transfer.

(b) Samalkot Power Limited (SMPL)

(i) With respect to 1508 Mega Watt (MW) (754 MW X 2) Plant

There is a continued uncertainty regarding availability of natural gas in the country for operation of the plant,

and while SMPL is actively pursuing with relevant authorities for securing gas linkages / supply at commercially

viable prices / generation opportunities, it is also evaluating alternative arrangements / approaches, including

marketing of equipment pursuant to an agreement with US-EXIM, to deal with the situation. SMPL is conﬁdent

of arriving at a positive resolution to the foregoing in the foreseeable future and therefore, the carrying amount

of capital work in progress is considered recoverable.

ii) With respect to 754 MW Plant

The Company, had entered into a Memorandum of Understanding (MOU) with the Government of Bangladesh

(GoB) for developing a gas-based project of a 3000 MW capacity in a phased manner. Pursuant to the above,

Reliance Bangladesh LNG and Power Limited (RBLPL), subsidiary of the Company has taken steps to conclude

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.

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 01

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 02, 2019. Samsung C&T (South Korea) (SCTK)

has been appointed as the EPC contractor for the Bangladesh project. SMPL has signed an Equipment Supply

Contract with SCTK on March 11, 2020 to sell equipment of one module.

Considering the aforesaid developments, management of the Company is conﬁdent that RBLPL will be able

to execute the project and the Company will be able to realize the proceeds for transfer of one Module in

the near future. The proceeds from the sale of ﬁrst module will be sufﬁcient to repay a major portion of the

outstanding loan.

Having regard to the above plans, and the continued ﬁnancial support from the Company, the management

believes that SMPL would be able to meet its ﬁnancial and other obligations in the foreseeable future.

Accordingly, the ﬁnancial statements of SMPL have been prepared on a going concern basis.

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 subsidiaries and other considerations, has been legally advised that it is not covered under

the provisions of Non-Banking Financial Company as deﬁned in the Reserve Bank of India Act, 1934 and accordingly, is not

required to be registered under section 45 IA of the said Act.

8. Status of 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’. During the year ended March 31, 2020 out of prudence The Company has fully provided for receivables

of ` 15,005 lakhs against the Dadri project. (Refer note 22(b)).The Company has classiﬁed the project as discontinued

operation.

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

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, 2020

March 31, 2019

Provision for leave encashment

Current*

Non-current

* 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

- 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.

The Company has recognised the following amounts in the Statement of Proﬁt and Loss for the year:

` in lakhs

Particulars Year ended

March 31, 2020

Year ended

March 31, 2019

(i) Contribution to provident fund

(ii) Contribution to employees’ superannuation fund

(iii) Contribution to employees’ pension scheme 1995

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 years 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, 2020

March 31, 2019

Discount rate (per annum)

6.30%

7.10%

Rate of increase in compensation levels

7.50%

Rate of return on plan assets

6.30%

7.10%

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.

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

(ii) Gratuity Plan

` in lakhs

Particulars Present value

of obligation

Fair value of

plan assets

Net amount

As at April 01, 2018 330 358 (28)

Current service cost / Return on Plan Assets 35 - 35

Past service cost - - -

Interest on net deﬁned beneﬁt liability / assets 22 26 (4)

Total amount recognised in Statement of Proﬁt and Loss 57 26 31

Remeasurements during the year

Return on plan assets, excluding amount included in

interest expense/(income)

31 (31)

(Gain) / loss from change in ﬁnancial assumptions 9 - 9

(Gain) / loss from change in demographic assumptions - - -

Experience (gains) / losses 23 - 23

Total amount recognised in Other Comprehensive Income 32 31 1

Employer’s contributions - -

Beneﬁts paid (55) (55) -

As at March 31, 2019 364 360 4

Particulars Present value

of obligation

Fair value of

plan assets

Net amount

As at April 01, 2019

364 360 4

Current service cost 36 - 36

Past service Cost - - -

Interest on net deﬁned beneﬁt liability / assets 22 23 (1)

Total amount recognised in Statement of Proﬁt and Loss 58 23 35

Remeasurements during the year

Return on plan assets, excluding amount included in

interest expense/(income)

- @ (@)

(Gain) / loss from change in ﬁnancial assumptions 15 - 15

(Gain) / loss from change in demographic assumptions - - -

Experience (gains) / losses (1) - (1)

Total amount recognised in Other Comprehensive Income 14 @ 14

Employer’s contributions

Beneﬁts payment (46) (46) -

As at March 31, 2020 390 337 53

@ Amount is below the rounding off norms adopted by the Company

The net liability disclosed above relates to funded plans are as follows:

` in lakhs

Particulars March 31, 2020

March 31, 2019

Present value of funded obligations

390

364

Fair value of plan assets

337

360

Deﬁcit / (Surplus) of gratuity plan 53

Non-current portion

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

(iii) Sensitivity analysis

The sensitivity of the provision for deﬁned beneﬁt obligation to changes in the weighted principal assumptions is:

Particulars Impact on closing balance of provision for

deﬁned beneﬁt obligation

Change in assumptions Increase in assumptions Decrease in assumptions

March

31, 2020

March

31, 2019

March

31, 2020

March

31, 2019

March

31, 2020

March

31, 2019

Discount rate

0.50%

-2.43%

-2.28%

2.55%

2.39%

Rate of increase in

compensation levels

0.50%

2.51%

2.37%

-2.42%

-2.28%

The above sensitivity analysis is based on a change in an assumption while holding all other assumptions constant.

In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. 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 time to time basis to eliminate the deﬁcit

in deﬁned beneﬁt plan.

The weighted average duration of the deﬁned beneﬁt obligation is 4.98 years (March 31, 2019 – 4.79 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, 2020

March 31, 2019

Non-Current

First charge

Financial Assets

Investments in shares of subsidiaries

8,95,400

9,14,241

Loans

1,32,801

1,19,775

Other ﬁnancial assets

395

495

Non-ﬁnancial assets

Property, plant and equipment

27,844

28,683

Total Non-current assets pledged as security 10,56,440

10,63,194

Current

First charge

Financial assets

Trade receivables

6,098

6,306

Cash and bank balances

1,610

13,457

Loans

71,230

97,005

Other ﬁnancial assets

90,881

58,176

Non-ﬁnancial assets

Other current assets

2,077

Total current assets pledged as security 1,69,877

1,77,021

Total assets pledged as security 12,26,317

12,40,215

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

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)

1 Sasan Power Limited (SPL)

2 Rosa Power Supply Company Limited (RPSCL)

3 Maharashtra Energy Generation Limited (MEGL)

4 Vidarbha Industries Power Limited (VIPL)

5 Tato Hydro Power Private Limited (THPPL)

6 Siyom Hydro Power Private Limited (SHPPL)

7 Chitrangi Power Private Limited (CPPL)

8 Urthing Sobla Hydro Power Private Limited (USHPPL)

9 Kalai Power Private Limited (KPPL)

10 Coastal Andhra Power Limited (CAPL)

11 Reliance Coal Resources Private Limited (RCRPL)

12 Amulin Hydro Power Private Limited (AHPPL) (upto March 26, 2020)

13 Emini Hydro Power Private Limited (EHPPL) (upto March 26, 2020)

14 Mihundon Hydro Power Private Limited (MHPPL) (upto March 26, 2020)

15 Reliance CleanGen Limited (RCGL)

16 Rajasthan Sun Technique Energy Private Limited (RSTEPL)

17 Dhursar Solar Power Private Limited (DSPPL)

18 Moher Power Limited (MPL)

19 Samalkot Power Limited (SMPL)

20 Reliance Prima Limited (RPrima)

21 Atos Trading Private Limited (ATPL)

22 Atos Mercantile Private Limited (AMPL)

23 Coastal Andhra Power Infrastructure Limited (CAPIL)

24 Reliance Power Netherlands BV (RPN)

25 PT Heramba Coal Resources (PTH)

26 PT Avaneesh Coal Resources (PTA)

27 Reliance Natural Resources Limited (RNRL)

28 Reliance Natural Resources (Singapore) Pte Limited (RNRL- Singapore)

29 Reliance Solar Resources Power Private Limited (RSRPPL)

30 Reliance Wind Power Private Limited (RWPPL)

31 Reliance Green Power Private Limited (RGPPL)

32 PT Sumukha Coal Services (PTS)

33 PT Brayan Bintang Tiga Energi (BBE)

34 PT Sriwijiya Bintang Tiga Energi (SBE)

35 Shangling Hydro Power Private Limited (SPPL)

36 Sumte Kothang Hydro Power Private Limited (SKPL) (upto March 26, 2020)

37 Teling Hydro Power Private Limited (TPPL)

38 Lara Sumta Hydro Power Private Limited (LHPPL) (upto March 26, 2020)

39 Purthi Hydro Power Private Limited (PHPPL) (upto March 26, 2020)

40 Reliance Geothermal Power Private Limited (RGTPPL)

41 Reliance Bangladesh LNG & Power Limited (RBLPL)

42 Reliance Power Holding FZC, Dubai (RFZC)

43 Reliance Bangladesh LNG Terminal Limited (RBLTL)

44 Reliance Chittagong Power Company Limited (RCPCL) (w.e.f. May 13, 2018)

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

Associates

SN Name of Company % of Shares

1 RPL Sun Power Private Limited (RSUNPPL) 50%

2 RPL Photon Private Limited 50%

3 RPL Sun Technique Private Limited 50%

(I).

Investing parties/promoters having signiﬁcant inﬂuence on the Company directly or indirectly

(a) Company

Reliance Infrastructure Limited (R Infra) (upto January 09, 2020)

(b) Individual

Shri Anil D. Ambani (Chairman)

(II).

Other related parties with whom transactions have taken place during the year

(a)

Enterprises over which individual described in clause B (I)(b) above and B (II) (b) has control / signiﬁcant

inﬂuence

1 Reliance Capital Trustee Co. Ltd. (Rcap Trustee)

2 Reliance Communications Limited (RCOM)

3 Reliance General Insurance Company Limited (RGICL)

4 Reliance Big Entertainment Private Limited (RBEPL)

5 Reliance Infrastructure Limited (R Infra) (w.e.f. January 10, 2020)

6 Reliance Corporate Advisory Services Limited (RCAS)

(b)

Key Managerial Personnel

1 Shri N. Venugopala Rao (Whole-time Director – upto June 30, 2018) (Chief Executive Ofﬁcer) (Chief Financial

Ofﬁcer) (upto May 01, 2018)

2 Shri Murli Manohar Purohit

3 Shri K Raja Gopal (Chief Executive ofﬁcer – w.e.f May 02, 2018) (Whole-time Director – w.e.f. July 01,

2018)

4 Shri Shrenik Vaishnav (Chief Financial Ofﬁcer) (upto March 31, 2020)

5 Shri Sandeep Khosla (Chief Financial Ofﬁcer) (w.e.f. April 01, 2020)

Details of transactions during the year and closing balances at the year end

` in lakhs

SN Nature of transactions Investing

parties

having

signiﬁcant

inﬂuence on

the Company

directly or

indirectly

Key

Managerial

Personnel

Enterprises over

which individual

described in

clause B (I)

above and B (II)

(b) have control

/ signiﬁcant

inﬂuence

Subsidiaries/

Associates

[11 A]

Total

[11 B (I)(a)] [11 B (II)

(b)]

[11 B (II)(a)]

(i)

Transaction during the year

1 Sale of energy

- - - - -

2,633 - - - 2,633

2 Service Income

- - - 21,714 21,714

- - - 1,600 1,600

3 Interest on Inter-corporate deposit

given

- - - 5,437 5,437

- - - 4,640 4,640

4 Insurance Premium paid

- - 7 - 7

- - 500 - 500

5 Interest expense towards ICD and

NCD

9,966 - 5,530 - 15,496

7,842 - - 13 7,855

6 Rent expenses

47 - - - 47

98 - - - 98

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

` in lakhs

SN Nature of transactions Investing

parties

having

signiﬁcant

inﬂuence on

the Company

directly or

indirectly

Key

Managerial

Personnel

Enterprises over

which individual

described in

clause B (I)

above and B (II)

(b) have control

/ signiﬁcant

inﬂuence

Subsidiaries/

Associates

[11 A]

Total

[11 B (I)(a)] [11 B (II)

(b)]

[11 B (II)(a)]

7 Remuneration to key managerial

personnel - Short term employee

beneﬁts

- 451 - - 451

- 459 - - 459

8 Legal and Professional Fees

- - - - -

- - 3 - 3

9 Expenses incurred / paid on behalf of

the company

- - - 390 390

57 - - 257 314

10 Reimbursement of expenses and

advances given

- - - 8,851 8,851

- - - 1,836 1,836

11 Refund of advance given

- - - 1 1

- - - 747 747

12 Inter corporate deposit received

9,296 - - 772 10,068

1,61,699 - - 22,311 1,84,010

13 Assignment of liabilities

191 - - 1,07,306 1,07,497

- - - - -

14 Refund of ICD received

15,280 - - 466 15,746

80,366 - - 29,787 1,10,153

15 Assignment of ICD from (including

interest accrued thereon)

41,031 - - - 41,031

- - - 1,92,243 1,92,243

16 ICD given

- - - 39,908 39,908

- - - 76,620 76,620

17 Refund of ICD given

- - - 7,790 7,790

- - - 43,127 43,127

18 Assignment of ICD to (including

interest accrued thereon)

- - - 41,222 41,222

- - - 57,592 57,592

19 Advance taken from

- - - 36,437 36,437

- - - 40,945 40,945

20 Refund of Advance taken from

- - - - -

- - - 3,000 3,000

21 Purchase of shares

- - - 1 1

- - - 4,234 4,234

22 Guarantees issued to (including

interest)

- - - 68,913 68,913

- - - - -

23 Provision for ICD given (including

interest accrued thereon)

- - - - -

- - 1,43,037 - 1,43,037

(ii)

Closing Balance

24 Investment in Equity shares

8,74,757 8,74,757

- - - 9,55,736 9,55,736

25 Investment in Preference shares

- - - 513,690 513,690

- - - 7,98,690 7,98,690

26 ICD classiﬁed as equity instruments

- - - 20,000 20,000

27 Loans and advances given including

ICD and other receivables

- - - 1,99,029 1,99,029

- - - 2,16,778 2,16,778

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

` in lakhs

SN Nature of transactions Investing

parties

having

signiﬁcant

inﬂuence on

the Company

directly or

indirectly

Key

Managerial

Personnel

Enterprises over

which individual

described in

clause B (I)

above and B (II)

(b) have control

/ signiﬁcant

inﬂuence

Subsidiaries/

Associates

[11 A]

Total

[11 B (I)(a)] [11 B (II)

(b)]

[11 B (II)(a)]

28 Short term borrowings – ICD and NCD

74,948 - 42,000 3,61,350 4,78,298

1,10,448 - - 3,71,709 4,82,157

29 Other ﬁnancial liabilities payable

10,675 - 6,813 4,253 21,741

11,515 - - 4,256 15,771

30 Other current liabilities payable

- - - - -

- - - 43,091 43,091

31 Trade receivables

5,862 - - - 5,862

32 Other ﬁnancial assets

- - - 54,896 54,896

- - - 16,903 16,903

33 Bank / Corporate Guarantees issued

to banks / ﬁnancial institutions

(including interest)

6,05,923 6,05,923

- - - 4,98,561 4,98,561

34 Trade payables

9 - - - 9

119 - 5 - 124

(Figures relating to current year are reﬂected in bold and relating to previous year are in unbold)

Details of material transactions: Service income includes ` 14,364 lakhs from RFZC, ` 4,950 lakhs from SPL (March

31,2019: RFZC ` Nil, SPL ` 1,600 lakhs), Interest income on Inter- corporate deposit given includes ` Nil to RCGL

and ` 5,437 lakhs to RCRPL (March 31, 2019: ` 1,435 lakhs to RCGL and ` 3,205 lakhs to RCRPL), Reimbursement

of expences includes ` 3,670 lakhs to CAPL (March 31, 2019 ` 665 lakhs), Inter- corporate deposit received includes

` 700 lakhs to RPSCL (March 31, 2019: ` 18,231 lakhs), Assignment of Inter-corporate deposit (including interest

accrued thereon) from RCGL ` Nil (March 31, 2019: ` 192,243 lakhs) and from VIPL ` 41,222 lakhs (March 31,

2019: ` Nil), Refund of ICD given includes ` 7,785 lakhs (March 31, 2019 ` 13,446 lakhs), Assignment of liabilities

includes ` 107,306 lakhs from SPL (March 31, 2019 ` Nil), Advances taken includes ` 36,437 lakhs from SPL (March

31, 2019: ` 40,945 lakhs), Inter corporate deposit given includes ` 31,421 lakhs to RCGL and ` 7,533 lakhs to VIPL

(March 31, 2019: ` 35,426 lakhs to RCGL and ` 40,033 lakhs to VIPL), Guarantees issued includes ` 37,721 lakhs to

RCGL and ` 31,192 lakhs to KPPL, Provision for ICD given includes ` Nil to RBEPL and ` Nil to RCOM (March 31,2019:

` 15,903 lakhs to RBEPL and ` 127,134 lakhs to RCOM), Investment in Equity shares includes SPL ` 473,102 lakhs

and RPSCL ` 382,940 lakhs (March 31, 2019: SPL ` 473,652 lakhs and RPSCL ` 445,529 lakhs), Investment in

Preference shares includes SPL ` 387,798 lakhs, RNRL Singapore ` 8,886 lakhs and VIPL ` Nil (March 31, 2019: SPL

` 388,248 lakhs, RNRL Singapore ` 149,575 lakhs and VIPL ` 125,567 lakhs), Loans and advances including Inter-

corporate deposit and other receivables includes ` 34,314 lakhs to RCGL (March 31, 2019: ` 21,287 lakhs), Short

term borrowing - Inter- corporate deposit includes amount ` 301,529 lakhs from RPSCL (March 31, 2019: ` 300,829

lakhs), Bank / Corporate Guarantees issued to banks / ﬁnancial institutions includes ` 252,228 lakhs to VIPL and

` 2,61,561 lakhs to SMPL (March 31, 2019: VIPL ` 224,587 lakhs and SMPL ` 240,208).

(iii) Other transactions

As per the terms of sponsor support agreement entered for the purpose of security of term loans availed by

subsidiaries, the Company has pledged following percentage of its shareholding in the respective subsidiaries.

  • 100%ofequitysharesofSasanPowerLimited

  • 100%ofequitysharesofDhursarSolarPowerPrivateLimited

  • 77%ofequitysharesofRajasthanSunTechniqueEnergyPrivateLimited

  • 98%ofequitysharesofVidarbhaIndustriesPowerLimited

  • 100%ofpreferencesharesofSasanPowerLimited

  • 100%ofpreferencesharesofDhursarSolarPowerPrivateLimited

  • 66%ofpreferencesharesofRajasthanSunTechniqueEnergyPrivateLimited

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

  • 100%ofequitysharesofRelianceNaturalResourcesLimited

  • 0.0042%ofequitysharesofCoastalAndhraPowerLimited

The Company has given commitments / guarantees for loans taken by SPL, SMPL, VIPL, DSPPL and RSTEPL.

(Refer note 4(e)).

(iv) The list of investment in subsidiaries along with proportion of ownership interest held and country of incorporation

are disclosed in note no. 2 (b) (V) of consolidated ﬁnancial statement

(v) The above disclosures do not include transactions with public utility service providers, viz, electricity,

telecommunications in the normal course of business.

(vi) Transactions and balances with related parties which are in excess of 10% of the total revenue and 10% of net

worth respectively of the Company are considered as material transactions.

(vii) Transactions with related parties are made on terms equivalent to those that prevail in case of arm’s length

transactions.

(viii) During the year 2019-20, the Company has paid sitting fees of ` 2 lakhs (March 31, 2019 ` 1 lakhs) to

Individual mentioned in B (I) (b) above

12. Disclosure of loans and advances to subsidiaries pursuant to Schedule V under Regulation 34(3) of the SEBI

(Listing Obligations and Disclosure Requirements), Regulations, 2015

` in lakhs

Name of Subsidiaries Amount outstanding* Maximum amount outstanding

As at during the year ended

March

31, 2020

March

31, 2019

March

31, 2020

March

31, 2019

Amulin Hydro Power Private Limited

Atos Mercantile Private Limited

Atos Trading Private Limited

Chitrangi Power Private Limited

1,07,551

1,06,075

1,07,551

1,10,788

Coastal Andhra Power Infrastructure Limited

509

469

509

469

Coastal Andhra Power Limited

29,515

25,825

29,515

25,178

Emini Hydro Power Private Limited

Kalai Power Private Limited

Mihundon Hydro Power Private Limited

Rajasthan Sun Technique Energy Private Limited

606

265

606

296

Reliance CleanGen Limited

34,314

21,287

44,919

2,13,953

Reliance Coal Resources Private Limited

49,681

43,641

50,498

43,641

Samalkot Power Limited

656

339

656

339

Sasan Power Limited

27,918

33,150

Siyom Hydro Power Private Limited

204

194

204

194

Tato Hydro Power Private Limited

396

356

396

356

Urthing Sobla Hydro Power Private Limited

Shangling Hydro Power Private Limited

Teling Hydro Power Private Limited

Reliance Green Power Private Limited

Reliance Geothermal Power Private Limited

Vidarbha Industries Power Limited

1,726

33,929

42,085

33,929

Dhursar Solar Power Private Limited

Rosa Power Supply Company Limited

464

Reliance Bangladesh LNG & Power Limited

974

* Includes Inter corporate deposits and other receivables.

As at the year end, the Company has no loans and advances in the nature of loans to ﬁrms/companies in which directors are

interested.

100

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

13. Earnings per share

Particulars Year ended

March 31, 2020

Year ended

March 31, 2019

Proﬁt available to equity shareholders

Proﬁt / (Loss) for Basic and Diluted Earnings per Share for Continuing Operations

Before effect of withdrawal from Scheme (A) (` in lakhs)

(38,884)

(1,62,280)

After effect of withdrawal from Scheme (B) (` in lakhs)

(38,884)

(60,578)

Proﬁt / (Loss) of Discontinued Operations (C) (` in lakhs)

412

Proﬁt / (Loss) of Continued and Discontinued operations

Before effect of withdrawal from Scheme (D) (` in lakhs)

(38,884)

(1,61,868)

After effect of withdrawal from Scheme (E) (` in lakhs)

(38,884)

(60,166)

Number of equity shares

Weighted average number of equity shares outstanding (F)

2,80,51,26,466

Basic and diluted earnings per share for Continued Operations

Before effect of withdrawal from Scheme (A / F) (`)

(1.386)

(5.785)

After effect of withdrawal from Scheme (B / F) (`)

(1.386)

(2.160)

Basic and diluted earnings per share for Discontinued Operations (C/F)(`)

0.015

Basic and diluted earnings per share for Continued and Discontinued Operations

Before effect of withdrawal from Scheme (D / F) (`)

(1.386)

(5.770)

After effect of withdrawal from Scheme (E / F) (`)

(1.386)

(2.145)

Nominal value of an equity share (`)

14. Income taxes

The major components of income tax expense for the year ended March 31, 2020 and March 31, 2019 are as under:

(a)

Income tax recognised in Statement of Proﬁt and Loss

` in lakhs

Particulars March 31, 2020

March 31, 2019

(i) Income tax expense

Current year tax

(ii) Deferred tax

Deferred tax expense / (credit)

(1,252)

Total income tax expense / (credit) (i)+(ii) -

(1,252)

Deferred tax assets aggregating to ` 27,743 lakhs as on March 31, 2020 (March 31, 2019 ` 22,761 lakhs) pertains

to unabsorbed depreciation, business losses, long term capital losses, provision for gratuity & leave encashment and

deferred tax liability of ` 2,297 lakhs (March 31, 2019 ` 2,273 lakhs) pertains to temporary differences between

books and tax base of PPE. Accordingly, on 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

Proﬁt / (Loss) before tax (including discontinued operation)

(38,884)

(61,418)

Tax at the Indian tax rate of 26% (March 31, 2019: 26%) (10,110)

(15,969)

Tax effect of amounts which are not deductible / (taxable) in

calculating taxable income:

Unrealised exchange gain

(3,787)

Corporate social responsibility expenditure

Other items (net)

(269)

(190)

Deferred tax assets to the extent of liability for earlier years recognised in the

current year

(1,252)

Income on ﬁnancial instruments not taxable under Income Tax Act, 1961 (net)

(1,613)

Expense on ﬁnancial instruments not taxable under Income Tax Act, 1961 (net)

612

Provision for advances

5,059

Tax losses on which no deferred tax assets was recognised

4,708

21,526

Income tax expense / (credit) -

(1,252)

Reliance Power Limited

101

Notes to the Financial Statements for the year ended March 31, 2020

` in lakhs

Particulars March 31, 2020

March 31, 2019

Opening balance

3,063

2,032

Add: Tax credit availed during the year

836

1,031

Closing balance 3,899

3,063

(d)

Deferred tax

Opening balance

1,252

Less: Reversal of deferred tax liability of earlier years

(1,252)

Closing balance -

(e)

Unused tax

` in lakhs

Particulars March 31, 2020

March 31, 2019

Unused tax losses for which no deferred tax assets has been recognised

109,476

87,384

Potential tax beneﬁts @ 26% / 20%

27,743

21,259

(March 31, 2019: @26%/ 20%)

Year wise expiry of such losses as at March 31, 2020 is as under:

` in lakhs

SN Particulars March 31, 2020

1 Expiring within 1 year 17,164

2 Expiring within 1 to 5 year 9,703

3 Expiring within 5 to 8 year 67,975

4 Without expiry limit 14,634

Total 109,476

15. Fair value measurements

(a) Financial instruments by category

` in lakhs

Particulars March 31, 2020

March 31, 2019

FVTPL FVOCI Amortised

cost

FVTPL FVOCI Amortised

cost

Financial assets

Investments

- Equity instruments

- 14,08,447 -

- 17,74,421 -

Loans

- - 2,04,031 - -

2,16,780

Trade receivables

- - 6,098 - -

6,306

Cash and cash equivalents

- - 162 - -

772

Other bank balances

- - 1,747 - -

12,985

Bank deposits with more than 12

months maturity

- - 395 - -

495

Other ﬁnancial assets

- - 90,881 - -

58,176

Total ﬁnancial assets - 14,08,447 3,03,314 -

17,74,421 2,95,514

Financial liabilities

Borrowings (including accured interest)

- - 7,36,757

- - 7,74,106

Trade payables

- - 2,092

- - 2,795

Financial guarantee obligation

- - 6,814

- - 4,458

Other ﬁnancial liabilities

- - 1,16,699

- - 5,247

Total ﬁnancial liabilities - - 8,62,363 - -

7,86,606

102

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

(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 statements. The Company has not disclosed the fair values of ﬁnancial instruments

such as short-term trade receivables, trade payables, cash and cash equivalents, Fixed deposits, Security deposits,

etc. as carrying value is 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 -

recurring fair value measurements as at March 31, 2020

Level 1 Level 2 Level 3 Total

Financial assets

Financial Investments at FVOCI

Unquoted equity instruments - Investments in subsidiaries - - 14,08,447

14,08,447

Total ﬁnancial assets - - 14,08,447 14,08,447

` in lakhs

Assets and liabilities which are measured at amortised cost

for which fair values are disclosed as at March 31, 2020

Level 1 Level 2 Level 3 Total

Financial assets

Loans

Inter-corporate deposits to subsidiaries - - 1,32,801

1,32,801

Total ﬁnancial assets

- 1,32,801 1,32,801

Financial Liabilities

Borrowings - 1,57,496 -

1,57,496

Financial Guarantee obligation - - 6,814

6,814

Total ﬁnancial liabilities - 1,57,496 6,814 1,64,310

Financial assets and liabilities measured at fair value -

recurring fair value measurements as at March 31, 2019

Level 1 Level 2 Level 3 Total

Financial assets

Financial Investments at FVOCI

Unquoted equity instruments - Investments in subsidiaries - - 17,74,421 17,74,421

Total ﬁnancial assets - - 17,74,421 17,74,421

Assets and liabilities which are measured at amortised cost for

which fair values are disclosed as at March 31, 2019

Level 1 Level 2 Level 3 Total

Financial assets

Debt instruments- Investments in subsidiaries* - - - -

Loans

Inter-corporate deposits to subsidiaries - - 1,19,775 1,19,775

Total ﬁnancial assets - - 1,19,775 1,19,775

Financial Liabilities

Borrowings - 1,53,300 - 1,53,300

Financial Guarantee obligation - 4,458 4,458

Total ﬁnancial liabilities - 1,53,300 4,458 1,57,758

(*) These Debt Instruments are due for redemption within six months from the reporting date. Therefore, the

management has estimated the fair value of these debt instruments shall be approximately same as the amortised

cost.

Reliance Power Limited

103

Notes to the Financial Statements for the year ended March 31, 2020

The following table presents the changes in level 3 items for the periods ended March 31, 2020 and March 31, 2019:

` in lakhs

Particulars Investment in subsidiaries

- Equity instruments

As at March 31, 2018 19,00,759

Conversion of loan into equity shares 133

RNRL- Singapore convertible Preference shares (classiﬁed from current

to non-current)

1,94,872

Acquisition 4,234

Gains / (losses) recognised in Other Comprehensive Income (3,25,577)

As at March 31, 2019 17,74,421

Conversion of loan into equity shares -

Acquisition -

Gains/(losses) recognised in Other Comprehensive Income (3,65,974)

As at March 31, 2020 14,08,447

Sensitivity analysis

` in lakhs

Particulars March 31,

2020

March 31, 2019

Fair value - Unlisted Equity Securities

1,408,447

17,74,421

Signiﬁcant unobservable inputs

Risk adjusted discount rate

Increase by 50 bps

(28,300)

(30,900)

Decrease by 50 bps

30,000

32,700

(d) Fair value of ﬁnancial assets and liabilities measured at amortised cost

` in lakhs

Particulars March 31, 2020

March 31, 2019

Carrying

amount

Fair value

Carrying

amount

Fair value

Financial assets

Debt instruments- Investments in

subsidiaries

- -

Loans

Inter-corporate deposits to

Subsidiaries

1,32,801 1,32,801

1,19,775 1,19,775

Total ﬁnancial assets 1,32,801 1,32,801

1,19,775 1,19,775

Financial Liabilities

Borrowings

1,57,496 1,57,496

1,53,300 1,53,300

Financial guarantee obligation

6,814 6,814

4,458 4,458

Total ﬁnancial liabilities 1,64,310 1,64,310

1,57,758 1,57,758

(e) Valuation technique used to determine fair values

The fair value of ﬁnancial instruments is determined using discounted cash ﬂow analysis.

The carrying amount of current ﬁnancial assets and liabilities are considered to be the same as their fair values, due to

their short term nature.

The fair value of the long-term borrowings with ﬂoating-rate of interest is not impacted due to interest rate changes,

and will be evaluated for their carrying amounts based on any change in the under-lying credit risk of the Company

borrowing (since the date of inception of the loans).

For ﬁnancial assets and liabilities that are measured at fair value, the carrying amount is equal to the fair values.

104

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

Note

Level 1: Level 1 hierarchy includes ﬁnancial instruments measured using quoted prices.

Level 2: The fair value of ﬁnancial instruments that are not traded in an active market (for example over-the-counter

derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as

possible on entity-speciﬁc estimates. If all signiﬁcant inputs required to fair value an instrument are observable, the instrument

is included in level 2.

Level 3: If one or more of the signiﬁcant inputs is not based on observable market data, the instrument is included in level 3.

This is the case for unlisted equity securities which are included in level 3.

There are no transfers between any levels during the year.

The Company’s policy is to recognise transfer into and transfer out of fair value hierarchy levels as at the end of the reporting

period.

16. Financial risk management

The Company’s business activities expose it to a variety of ﬁnancial risks, namely liquidity risk, market risks and credit risk.

Risk Exposure arising from Measurement Management

Credit Risk Cash and cash equivalents, trade

receivables, ﬁnancial assets measured at

amortised cost.

Ageing analysis Diversiﬁcation of bank

deposits, letters of credit

Liquidity Risk Borrowings and other liabilities Availability of committed

credit lines and borrowing

facilities

Market risk – foreign

exchange

Recognised ﬁnancial assets and liabilities

not denominated in Indian rupee (`)

Rolling cash ﬂow

forecasts

Un hedged

Market risk – interest rate Long-term borrowings at variable rates Sensitivity analysis Un hedged

Sensitivity analysis

Market risk- price risk Unquoted investment in equity shares

of subsidiaries – not exposed to price risk

ﬂuctuations

- -

(a) Credit risk

The Company is exposed to credit risk, which is the risk that 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 exposures to trade customers

including outstanding receivables.

Credit risk management

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 company level. The Company’s policy to manage this risk is

to invest in debt securities that have a good credit rating.

(b) Liquidity risk

Prudent liquidity risk management implies maintaining sufﬁcient cash and marketable securities and the availability

of funding through an adequate amount of committed credit facilities to meet obligations when due and to

close out market positions. Due to the dynamic nature of the underlying businesses, Company’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, each of 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.

Reliance Power Limited

105

Notes to the Financial Statements for the year ended March 31, 2020

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. There is delay/ default in repayment of loans for ` 71,269 lakhs

as at the end of the ﬁnancial year. 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 and would also provide an extended maturity period for repayment of restructured balance debt.

Maturities of ﬁnancial liabilities

The amounts disclosed below are the contractual undiscounted cash ﬂows. Balances due within 12 months equal

their carrying balances as the impact of discounting is not signiﬁcant.

` in lakhs

March 31, 2020 Less than

1 year

Between 1 year

and 5 years

More than

5 years

Total

Financial liabilities

Borrowings*

6,74,761 96,117 12,975 7,83,853

Trade payables

2,092 - - 2,092

Creditors for supplies and services

380 - - 380

Dues to subsidiaries

4,233 - - 4,233

Financial guarantee obligations

4,061 2,511 242 6,814

Others

1,12,087 - - 1,12,087

Total ﬁnancial liabilities 7,97,614 98,628 13,217 9,09,459

` in lakhs

March 31, 2019 Less than

1 year

Between 1 year

and 5 years

More than

5 years

Total

Financial liabilities

Borrowings* 7,04,461 93,439 30,808 8,28,708

Trade payables 2,795 - - 2,795

Creditors for supplies and services 255 - - 255

Dues to subsidiaries 4,256 - - 4,256

Financial guarantee obligations 2,021 2,031 404 4,456

Others 735 - - 735

Total ﬁnancial liabilities 7,14,523 95,470 31,212 8,41, 205

* Includes contractual interest payments based on the interest rate prevailing at the reporting date.

Market risk is the risk that the fair values of future cash ﬂows of a ﬁnancial instrument will ﬂuctuate because of

volatility of prices in the ﬁnancial markets. Market risk can be further segregated as: a) Foreign currency risk and

b) Interest rate risk.

(i) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash ﬂows of a ﬁnancial instrument will

ﬂuctuate because of changes in foreign exchange rates. The Company holds monetary assets in the form

of investments in US Dollar. Further it has long term monetary liabilities which are in US dollar other than

its functional currency.

While the Company has direct exposure to foreign exchange rate changes on the price of non-Indian

Rupee-denominated securities and borrowings, it may also be indirectly affected by the impact of foreign

exchange rate changes on the earnings of companies in which the Company invests. For that reason,

the below sensitivity analysis may not necessarily indicate the total effect on the Company’s net assets

attributable to holders of equity shares of future movements in foreign exchange rates.

106

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

   • Foreign currency risk exposure

The Company’s exposure to foreign currency risk (all in USD $) at the end of the reporting period

expressed in Rupees, are as follows.

` in lakhs

Particulars March 31, 2020

March 31, 2019

Financial liabilities

Borrowings

7,808

9,098

Interest accrued on borrowings

157

177

Net exposure to foreign currency risk (liabilities) 7,965

9,275

   • 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 / (Loss)

before tax / PPE

March 31, 2020

March 31, 2019

FX rate – increase by 6% on closing rate on reporting date*

(478)

(556)

FX rate– decrease by 6% on closing rate on reporting date *

478

556

* Holding all other variables constant

The above amounts have been disclosed based on the accounting policy for exchange differences

(Refer note 2.1(l).

(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, 2020

March 31, 2019

Variable rate borrowings

1,44,299

1,55,486

   • 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 / (loss) before tax

March 31, 2020

March 31, 2019

Interest sensitivity

Interest cost – increase by 5% on existing Interest cost*

(755)

(727)

Interest cost – decrease by 5% on existing Interest cost*

755

727

* Holding all other variables constant

Reliance Power Limited

107

Notes to the Financial Statements for the year ended March 31, 2020

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 in order 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 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 on basis of total equity and debt on a periodic basis. Equity comprises all components

of equity including the fair value impact. Debt includes long-term loan and short term loans. The following table

summarizes the capital of the Company:

` in lakhs

Particulars March 31, 2020

March 31, 2019

Equity (excluding other reserves)

12,83,357

13,22,242

Debt

6,91,097

7,54,000

Total 19,74,454

20,76,242

(b) Final Dividends for the year ended March 31, 2020 is ` Nil (March 31, 2019: ` Nil).

18. Segment reporting

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.

Information about major customers

Revenue from sale of energy for the year ended March 31, 2020 and March 31, 2019 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, 2020 and March 31, 2019 were as follows:

` in lakhs

Customer Name For the year ended

March 31, 2020

March 31, 2019

Revenue Percent

R Infra

- -

2,633 65%

Adani Electricity Mumbai Limited

4,963 100%

1,402 35%

19. Exchange Difference on Long Term Monetary Items

As explained in note 2.1(l) with respect to 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 ` 717 lakhs (March 31,

2019 loss of ` 612 lakhs) towards the exchange difference arising on long term foreign currency monetary liabilities

towards depreciable assets.

20. Corporate social responsibility (CSR)

As per the section 135 of the Companies Act, 2013, the Company is required to spend ` Nil (March 31, 2019 ` 128

lakhs), being 2% of the average net proﬁts during the three immediately preceding ﬁnancial years, towards CSR activity.

The Company has made a contribution of ` Nil (March 31, 2019 ` 128 lakhs) to facilitate education and environmental

sustainability.

108

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

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

March 31, 2020

As at

March 31, 2019

Principal amount due to suppliers as at the year end

Interest accrued, due to suppliers on the above amount, and unpaid as at the year

end

Payment made to suppliers(other than interest) beyond the appointed date under

Section 16 of MSMED

Interest paid to suppliers under MSMED Act (other than Section 16)

Amount of Interest paid by the Company in terms of Section 16 of the MSMED,

along with the amount of the payment made to the supplier beyond the appointed

day during the accounting year

Amount of Interest due and payable for the period of delay in making the payment,

which has been paid but beyond the appointed date during the year, but without

adding the interest speciﬁed under MSMED Act

Amount of Interest accrued and remaining unpaid at the end of each accounting

year to suppliers

Amount of further interest remaining due and payable even in the succeeding

years, until such date when the interest dues as above are actually paid to the

small enterprise, for the purpose of disallowance as a deductible expenditure under

Section 23 of MSMED

22. (aa) During the year, pursuant to the assignment agreement between the Company, Vidarbha Industries Power

Limited (a subsidiary) and Reliance Infrastructure Limited (R Infra), the subsidiary has assigned R Infra advance of

` 41,222 lakhs to the Company, subsequent to which the Company adjusted its payable to R Infra.

(ab) During the year, pursuant to the agreement, Sasan Power Limited (a subsidiary) has assigned a payable of

` 107,306 lakhs to the Company.

(b) Exceptional items:

During the year, the Company has created provision against advances aggregating to ` 19,456 lakhs and has

considered the same as an exceptional item for the year ended March 31, 2020.

During previous year, the Company had carried out impairment testing of its assets and provided for impairment

of receivables aggregating to ` 143,037 lakhs and considered the same as an exceptional item and adjusted

by withdrawing ` 101,702 lakhs from General Reserve pursuant to the composite scheme of arrangement

between the Company, Reliance Natural Resources Limited, erstwhile Reliance Futura Limited and four wholly

owned subsidiaries viz. Atos Trading Private Limited, Atos Mercantile Private Limited, Reliance Prima Limited and

Coastal Andhra Power Infrastructure Limited approved by the Hon’ble High Court of Judicature of Mumbai vide

order dated October 15, 2010 wherein the Company is permitted to offset any expenses or losses, which in the

opinion of the Board of Directors are beyond the control of the Company. Had such provision of expenses not

been met from General Reserve, the exceptional item for the year ended March 31, 2019 would have increased

by ` 101,702 lakhs and as a consequential effect of this, loss after tax for the year would have been higher

by ` 101,702 lakhs for the year ended March 31, 2019 and General Reserve would have been higher by an

equivalent amount. This accounting treatment as per Scheme is considered to override the provisions of Ind AS 1

“Presentation of Financial Statements”.

23. The Company has incurred signiﬁcant net losses (after impairment of assets) of ` 38,884 lakhs during the year (March

31, 2019 ` 60,166 lakhs) and its current liabilities exceed the current assets by ` 614,947 lakhs as at March 31, 2020

(March 31, 2019 ` 567,427 lakhs). The Company is conﬁdent of meeting its obligations by generating sufﬁcient and

timely cash ﬂows through time bound monetisation of its assets, as also realize amount from regulatory / aribitration

claims. Nothwithstanding the dependence on these material uncertain events, the Company is conﬁdent that such cash

ﬂows would enable it to service its debt, realize its assets and discharge its liabilities in the normal course of its business.

The Company has been in discussion with all its lenders. It has been agreed by the lenders for a resolution outside the

Insolvency and Bankruptcy Code, 2016 (IBC). Accordingly, the standalone ﬁnancial statements of the Company have

been prepared on a going concern basis.

Reliance Power Limited

109

Notes to the Financial Statements for the year ended March 31, 2020

24. Disclosure pursuant to para 44 A to 44 E of Ind AS 7 - Statement of cash ﬂows

` in lakhs

Particulars Year Ended

March 31,2020

Year Ended

March 31,2019

Long term Borrowings

Opening Balance

- Non Current

84,155

2,00,744

- Current

66,503

59,558

Availed during the year -

Changes in Fair Value

- Impact of Effective Rate of Interest

1,011

(1,111)

- Exchange (gain) / loss

716

612

Repaid during the year

(12,531)

(1,09,145)

Closing Balance 1,39,854

1,50,658

Short term Borrowings and Advances

Opening Balance

6,50,689

5,38,084

Availed during the year*

49,775

2,84,305

Repaid/ Assignment during the year**

(1,44,989)

(1,71,700)

Closing Balance 5,55,475

6,50,689

Interest Expenses

Interest accrued but not due on borrowings

20,107

8,334

Interest charge as per Statement Proﬁt & Loss / Intangible assets under development

48,726

47,662

Changes in Fair Value

- Impact of Interest

(1,015)

(1,564)

Interest assignment/ paid to Lenders ***

(22,157)

(34,325)

Closing Balance 45,661

20,107

*Includes encashment of bank guarantee and interest accrued thereon of ` 3,638 lakhs (March 31, 2019 ` 17,783 lakhs)

and payable against share purchase ` Nil (March 31, 2019 ` 4,233 lakhs)

**Includes assignment / adjustment of ` 117,407 lakhs (March 31, 2019 ` 49,206 lakhs)

***Includes assignment of ` 11,515 lakhs (March 31, 2019 ` Nil))

25. 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:

SN Name of Lender Borrowings Interest

Delay in repayment

during the year

ended

March 31, 2020

Default

as at

March 31, 2020

Delay in repayment

during the year

ended

March 31, 2020

Default

as at

March 31, 2020

Amount

(` in

lakhs)

Period

(Maximum

days)

Amount

(in

lakhs)

Period

(Maximum

days)

Amount

(` in

lakhs)

Period

(Maximum

days)

Amount

(` in

lakhs)

Period

(Maximum

days)

I Loan from Banks

1 Axis Bank 8,257 91 3,708 92 1,317 87 481 123

2 Yes Bank 105 136 50,325 426 117 106 10,206 426

3 Axis Bank - Gift City 1,191 89 23 1 370 59 - -

4 Lakshmi Vilas Bank 169 37 - - 987 40 - -

5 IDBI Bank - - - - - - 54 1

6 ICICI Bank - - 17,213 440 - - 4,211 426

II Non-convertible

debentures

7 Yes Bank - - - - 2,641 117 6,761 186

8 Other Corporate

entity

- - - - - - 1,718 159

9,722 71,269 5,432 23,431

As at March 31, 2020 the Company has overdue of ` 71,269 lakhs included in current maturities of long term debt in

note no. 3.12 (c) and ` 23,431 lakhs included in interest accrued in note no. 3.12(c).

110

Reliance Power Limited

Notes to the Financial Statements for the year ended March 31, 2020

26. COVID-19 Pandemic has caused unprecedented economic disruption globally and in India. The Company is sensitive about the

impact of the Pandemic, not only on the human life but on businesses and industrial activity across the globe, which will be

realised only over next few months. The Company has been monitoring the situation closely and has taken proactive measures

to comply with various directions / regulations / guidelines issued by the Government and local bodies to ensure safety of

workforce across all its plants and ofﬁces. The Company has made initial assessment of the likely adverse impact on economic

environment in general and operational and ﬁnancial risks on account of COVID-19. Vide notiﬁcation dated March 24 2020

issued by Ministry of Home Affairs a nation-wide lockdown was announced to contain COVID-19 outbreak and the same

has been progressively extended later. However, Power generation, transmission & distribution units, being essential services,

are allowed to continue operation during the period of lockdown. So far, the Company has been able to sustain its power

plant operations and honour commitments under the various Power Purchase Agreements. There has been a sharp decline in

the electricity demand, by 20 to 25%, primarily from industrial and commercial consumer segments, arising from lockdown

measures announced by the Government. The Power Ministry has clariﬁed on April 6, 2020 that despite lower power offtake

due to sharp reduction in demand, Discoms will have to comply with the obligation to pay ﬁxed capacity charges as per PPA.

Further, the Reserve Bank of India has granted relief to borrowers by way of moratorium of interest and principal installments

falling due to Indian banks and ﬁnancial institutions till May 31, 2020. The extent to which the COVID-19 pandemic will

impact the Company’s results will depend on future developments, which are highly uncertain, including, among other things,

evolving impact on Discoms in terms of demand for electricity; consumption mix; resultant average tariff realisation; bill

collections from consumers; and support from respective State Governments and banks & ﬁnancial institutions, including those

focused on power sector ﬁnancing.

27. The Company lease assets primarily consists of ofﬁce premises which are of short term lease with the term of twelve months

or less and low value leases. For these short term and low value leases, the Company recognises 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 recognised ` 47 lakhs as rent expenses in the Statement of Proﬁt and Loss (March 31,

2019 ` 98 lakhs).

28. The ﬁgures for the previous year are re-casted / re-grouped, wherever necessary.

As per our attached report of even date For and on behalf of the Board of Directors

For Pathak H.D. & Associates LLP Anil D Ambani

Chairman

Chartered Accountants

Sateesh Seth

Director

Firm Registration No: 107783W/W100593

K. Ravikumar

D. J. Kakalia

Rashna Khan

Vishal D. Shah

Partner

K. Raja Gopal

Whole-time Director & CEO

Membership No: 119303

Sandeep Khosla

Chief Financial Ofﬁcer

Murli Manohar Purohit

Company Secretary

Place : Mumbai

Date : May 08, 2020

Place : Mumbai

Date : May 08, 2020

Reliance Power Limited

111

Independent Auditor’s Report

To the Members of Reliance Power Limited

Report on the Audit of Consolidated Financial Statements

Qualiﬁed Opinion

We have audited the consolidated ﬁnancial statements of

Reliance Power Limited (hereinafter referred to as the “Parent

Company”) and its subsidiaries (Parent Company and its

subsidiaries together referred to as “the Group”) and its associates

which comprise the consolidated balance sheet as at March

31, 2020, and the consolidated statement of proﬁt and loss

(including other comprehensive income), consolidated statement

of changes in equity and consolidated statement of cash ﬂows

for the year then ended, and notes to the consolidated ﬁnancial

statements, including a summary of signiﬁcant accounting

policies and other explanatory information (hereinafter referred

to as “the consolidated ﬁnancial statements”).

In our opinion and to the best of our information and according

to the explanations given to us, and based on the consideration

of reports of other auditors on separate ﬁnancial statements of

such subsidiaries and associates as were audited by the other

auditors, except for the possible effects of the matter described

in the Basis for Qualiﬁed opinion paragraph below, the aforesaid

consolidated ﬁnancial statements give the information required

by the Companies Act, 2013 (“Act”) in the manner so required

and give a true and fair view in conformity with the accounting

principles generally accepted in India, of the consolidated state

of affairs of the Group and its associates as at March 31,

2020, of its consolidated loss and other comprehensive loss,

consolidated changes in equity and consolidated cash ﬂows for

the year then ended.

Basis for Qualiﬁed Opinion

We refer to Note 32 to the consolidated ﬁnancial statements,

regarding method of depreciation adopted by the Parent

Company for the purpose of preparing its consolidated ﬁnancial

statements being different from the depreciation method

adopted by its subsidiaries which is a departure from the

requirements of Ind AS 8 “Accounting Policies, Changes in

accounting estimates and errors” since selection of the method

of depreciation is an accounting estimate and depreciation

method once selected in the standalone ﬁnancial statements is

not changed while preparing consolidated ﬁnancial statements

in accordance with Ind AS 110 “Consolidated Financial

Statements”. Management’s view in this regard has been set out

in the aforesaid note. Had the method of depreciation adopted

by the subsidiaries of the Parent Company been considered for

the purpose of preparation of consolidated ﬁnancial statements

of the Parent Company, the loss after tax in the consolidated

ﬁnancial statements for the year ended would have increased

by ` 53,859 lakhs respectively and other equity and property,

plant and equipment would have reduced by ` 53,859 lakhs

and ` 78,284 lakhs respectively.

We conducted our audit in accordance with the Standards on

Auditing (SAs) speciﬁed under section 143(10) of the Act.

Our responsibilities under those SAs are further described in

the Auditor’s Responsibilities for the Audit of the Consolidated

Financial Statements section of our report. We are independent

of the Group in accordance with the Code of Ethics issued by

the Institute of Chartered Accountants of India, and we have

fulﬁlled our other ethical responsibilities in accordance with the

provisions of the Act. We believe that the audit evidence we

have obtained is sufﬁcient and appropriate to provide a basis for

qualiﬁed opinion.

Material Uncertainty Related to Going Concern

1. We draw attention to Note 35(a) to the consolidated

ﬁnancial statements which sets out the fact that, Vidarbha

Industries Power Limited (VIPL) has incurred loss during the

current as well as in previous year and the current liabilities

exceeds its current assets, Power Purchase Agreement

with Adani Electricity Mumbai Limited stands terminated

w.e.f. December 16, 2019, its plant remaining un-

operational since January 15, 2019 and one of the lenders

ﬁled an application under the provision of Insolvency and

Bankruptcy Code indicate material uncertainty exists

that may cast a signiﬁcant doubt on the ability of VIPL

to continue as a going concern. However, for the factors

more fully described in the aforesaid note the accounts of

VIPL has been prepared on a going concern basis.

2. Additionally the auditors of some of the subsidiaries and

associates have highlighted matters related to going

concern under key audit matters, material uncertainty

related to going concern and emphasis of matter

paragraphs in their respective audit reports.

3. We draw attention to Note 36 to the consolidated

ﬁnancial statements regarding the Group’s ability to meet

its obligations is dependent on certain events which may or

may not materialise including restructuring of loans, time

bound monetisation of assets and realisation of regulatory

/ arbitration claims. There are material uncertainties which

could impact the Group’s ability to continue as a going

concern. However, the Group is conﬁdent of meeting

its obligations in the normal course of its business and

accordingly, the consolidated ﬁnancial statements of the

Group have been prepared on a going concern basis.

Our opinion is not modiﬁed in respect of the above matters.

Emphasis of matter

1. We draw attention to Note 25 to the consolidated

ﬁnancial statements regarding the applications made by

two subsidiaries of the Parent Company before the National

Company Law Tribunal (NCLT) for revision of their standalone

statutory ﬁnancial statements for the year ended March 31,

2018 and the restatement of the comparative consolidated

ﬁnancial statements of the Group for the year ended March 31,

2019 for reasons stated therein.

2. We draw attention to Note 40 to the consolidated

ﬁnancial statements, as regards to the management evaluation

of COVID – 19 impact on the future performance of the Group.

Our opinion is not modiﬁed in respect of above matters.

Key Audit Matters

Key audit matters are those matters that, in our professional

judgment and based on the consideration of reports of other

auditors on separate ﬁnancial statements of components

audited by them, were of most signiﬁcance in our audit of

the consolidated ﬁnancial statements of the current period.

These matters were addressed in the context of our audit

of the consolidated ﬁnancial statements as a whole, and in

forming our opinion thereon, and we do not provide a separate

opinion on these matters. Key audit matters are in addition to

the matters described in the Basis for Qualiﬁed Opinion section

and Material Uncertainty Related to Going Concern section of

this report.

112

Reliance Power Limited

Independent Auditor’s Report

The Key Audit Matter How the matter was addressed in our audit

Loans and advances and Other Receivables – evaluation of adequacy of provision / write off for loans and advances and other

receivables

The Parent Company and the auditors of Dhursar Solar Power Private

Limited (DSPPL) have reported the evaluation of the adequacy of

provision for loans and advances and receivables as a key audit

matter due to signiﬁcance of the amount of loans and advances and

receivables in the consolidated ﬁnancial statements.

The Parent Company and DSPPL have granted loans and advances

and has certain receivables from various parties including related

parties. These loans and receivables are tested for impairment

annually. If any impairment exists, the recoverable amounts of the

loans and receivables are estimated in order to determine the extent

of the impairment loss, if any. Determination of whether there exists

any impairment in the value of loans and receivables is subject to a

signiﬁcant level of judgment. There is therefore a risk that the value

of loans and receivables may be misstated.

Refer to Note 3.4(b), 3.8(b) & 3.8(e) and 33 of the consolidated

ﬁnancial statements.

Our procedures included the following:

• Obtained independent conrmation of balances outstanding

from recipients and traced the amounts conﬁrmed to the

books of account;

• Veriedwhethertherequisiteapprovalswereobtainedforthe

loan given and ensured other compliances as required by the

applicable regulation.

• Perusedtheauditednancialstatementsofthoseentitiesto

evaluate whether its net assets, being an approximation of its

minimum recoverable amount, were in excess of the amounts

due for assessing the repayment capability of the concerned

entity;

• Veriedtheadequacyoftheimpairment/writeoffmadeby

management, where applicable.

Impairment Assessment of Capital Advances, Capital Work In Progress (CWIP) and Assets held for sale

The auditors of Rajasthan Sun Technique and Energy Private Limited

(RSTEPL) and Samalkot Power Limited (SMPL) have reported the

impairment assessment of Capital advances, CWIP and Assets held

for sale as a key audit matter due to signiﬁcance of the amount as

stated in the consolidated ﬁnancial statements.

If any impairment exists, the recoverable amounts of capital

advances and CWIP are estimated in order to determine the extent

of the impairment loss, if any. Determination of whether there exists

any impairment in the value of capital advances and CWIP is subject

to a signiﬁcant level of judgment.

Refer Note 3.1, 3.2, 3.6 and 33 of the consolidated ﬁnancial

statements

Our procedures include the following:

• Perusedfairvaluationreportsobtainedfromanindependent

external valuation expert engaged by the companies.

• Veriedtheadequacyofimpairment/writedowninthevalue

of the capital advance and capital work in progress made by

the management.

• Veried the terms and conditions of the contract of the

agreements w.r.t. the assets which are considered held for

sale.

• 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;

• Consideringthemanagementplansandactionswithrespect

to assets carrying in CWIP.

• EvaluatedtheappropriatenessoftherelateddisclosureinNote

3.1, 3.2, 3.6 and 33 of the consolidated ﬁnancial statements.

affairs, consolidated proﬁt/ loss and other comprehensive income/

loss, consolidated statement of changes in equity and consolidated

cash ﬂows of the Group including its associates in accordance with

the accounting principles generally accepted in India, including the

Indian Accounting Standards (Ind AS) speciﬁed under section 133

of the Act. The respective Board of Directors of the companies to

the extent incorporated in India included in the Group and of its

associates are responsible for maintenance of adequate accounting

records in accordance with the provisions of the Act for safeguarding

the assets of each company. and for preventing and detecting

frauds and other irregularities; the selection and application of

appropriate accounting policies; making judgments and estimates

that are reasonable and prudent; and the design, implementation

and maintenance of adequate internal ﬁnancial controls, that were

operating effectively for ensuring accuracy and completeness of the

accounting records, relevant to the preparation and presentation of

the consolidated ﬁnancial statements that give a true and fair view

and are free from material misstatement, whether due to fraud or

error, which have been used for the purpose of preparation of the

consolidated ﬁnancial statements by the Directors of the Parent

Company, as aforesaid.

In preparing the consolidated ﬁnancial statements, the respective

management and Board of Directors of the companies included

in the Group and of its associates are responsible for assessing the

ability of each company to continue as a going concern, disclosing,

Other Information

The Parent Company’s management and Board of Directors

are responsible for the other information. The other information

comprises the information included in Parent Company’s annual

report, but does not include the ﬁnancial statements and our

auditor’s report thereon.

Our opinion on the consolidated ﬁnancial statements does not

cover the other information and we do not express any form of

assurance conclusion thereon. In connection with our audit of the

consolidated ﬁnancial statements, our responsibility is to read the

other information and, in doing so, consider whether the other

information is materially inconsistent with the consolidated ﬁnancial

statements or our knowledge obtained in the audit or otherwise

appears to be materially misstated. If, based on the work we have

performed, we conclude that there is a material misstatement of

this other information; we are required to report that fact. We have

nothing to report in this regard.

Management Responsibilities for the Consolidated Financial

Statements

The Parent Company’s management and Board of Directors

are responsible for the preparation and presentation of these

consolidated ﬁnancial statements in term of the requirements of

the Act that give a true and fair view of the consolidated state of

Reliance Power Limited

113

Independent Auditor’s Report

as applicable, matters related to going concern and using the going

concern basis of accounting unless management either intends to

liquidate the Company or to cease operations, or has no realistic

alternative but to do so.

The respective Board of Directors of the companies included in the

Group and of its associates is responsible for overseeing the ﬁnancial

reporting process of each company.

Auditor’s Responsibilities for the Audit of the Consolidated

Financial Statements

Our objectives are to obtain reasonable assurance about whether

the consolidated ﬁnancial statements as a whole are free from

material misstatement, whether due to fraud or error, and to issue

an auditor’s report that includes our opinion. Reasonable assurance

is a high level of assurance, but is not a guarantee that an audit

conducted in accordance with SAs will always detect a material

misstatement when it exists. Misstatements can arise from fraud or

error and are considered material if, individually or in the aggregate,

they could reasonably be expected to inﬂuence the economic

decisions of users taken on the basis of these consolidated ﬁnancial

statements.

As part of an audit in accordance with SAs, we exercise professional

judgment and maintain professional skepticism throughout the

audit. We also:

• Identify and assess the risks of material misstatement of

the consolidated ﬁnancial statements, whether due to fraud

or error, design and perform audit procedures responsive to

those risks, and obtain audit evidence that is sufﬁcient and

appropriate to provide a basis for our opinion. The risk of not

detecting a material misstatement resulting from fraud is

higher than for one resulting from error, as fraud may involve

collusion, forgery, intentional omissions, misrepresentations, or

the override of internal control.

• Obtain an understanding of internal control relevant to the

audit in order to design audit procedures that are appropriate

in the circumstances. Under section 143(3)(i) of the Act, we

are also responsible for expressing our opinion on whether

the company has adequate internal ﬁnancial controls with

reference to ﬁnancial statements in place and the operating

effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used

and the reasonableness of accounting estimates and related

disclosures made by management.

• Conclude on the appropriateness of management’s use

of the going concern basis of accounting in preparation of

consolidated ﬁnancial statements and, based on the audit

evidence obtained, whether a material uncertainty exists

related to events or conditions that may cast signiﬁcant doubt

on the appropriateness of this assumption. If we conclude

that a material uncertainty exists, we are required to draw

attention in our auditor’s report to the related disclosures in

the consolidated ﬁnancial statements or, if such disclosures are

inadequate, to modify our opinion. Our conclusions are based

on the audit evidence obtained up to the date of our auditor’s

report. However, future events or conditions may cause the

Group (company and subsidiaries) as well as associates to

cease to continue as a going concern.

• Evaluatetheoverallpresentation,structureandcontentofthe

consolidated ﬁnancial statements, including the disclosures,

and whether the consolidated ﬁnancial statements represent

the underlying transactions and events in a manner that

achieves fair presentation.

• Obtain sufcient appropriate audit evidence regarding the

ﬁnancial information of such entities or business activities

within the Group and its associates to express an opinion

on the consolidated ﬁnancial statements, of which we

are the independent auditors. We are responsible for the

direction, supervision and performance of the audit of

ﬁnancial information of such entities. For the other entities

included in the consolidated ﬁnancial statements, which have

been audited by other auditors, such other auditors remain

responsible for the direction, supervision and performance of

the audits carried out by them. We remain solely responsible

for our audit opinion. Our responsibilities in this regard are

further described in section titled ‘Other Matters’ in this audit

report.

We believe that the audit evidence obtained by us along with the

consideration of audit reports of the other auditors referred to in

Other Matters paragraph below, is sufﬁcient and appropriate to

provide a basis for our qualiﬁed audit opinion on the consolidated

ﬁnancial statements.

We communicate with those charged with governance of the

Parent Company and such other entities included in the consolidated

ﬁnancial statements of which we are the independent auditors

regarding, among other matters, the planned scope and timing

of the audit and signiﬁcant audit ﬁndings, including any signiﬁcant

deﬁciencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement

that we have complied with relevant ethical requirements regarding

independence, and to communicate with them all relationships

and other matters that may reasonably be thought to bear on our

independence, and where applicable, related safeguards.

From the matters communicated with those charged with

governance, we determine those matters that were of most

signiﬁcance in the audit of the consolidated ﬁnancial statements

of the current period and are therefore the key audit matters. We

describe these matters in our auditors’ report unless law or regulation

precludes public disclosure about the matter or when, in extremely

rare circumstances, we determine that a matter should not be

communicated in our report because the adverse consequences of

doing so would reasonably be expected to outweigh the public

interest beneﬁts of such communication.

Other Matters

We did not audit the ﬁnancial statements of 41 subsidiaries,

whose ﬁnancial statements reﬂect total assets of ` 958,546

lakhs as at March 31, 2020, total revenues of ` 48,813 lakhs

and net cash inﬂows of ` 9,864 lakhs for the year ended on

that date, as considered in the consolidated ﬁnancial statements.

The consolidated ﬁnancial statements also include the Group’s

share of net loss (and other comprehensive income) of ` Nil for

the year ended March 31, 2020, in respect of three associates,

whose ﬁnancial statements have not been audited by us. These

ﬁnancial statements have been audited by other auditors whose

reports have been furnished to us by the Management and our

opinion on the consolidated ﬁnancial statements, in so far as it

relates to the amounts and disclosures included in respect of these

subsidiaries and associates, and our report in terms of sub- section

(3) of section 143 of the Act, in so far as it relates to the aforesaid

subsidiaries and associates is based solely on the audit reports of

the other auditors.

Our opinion on the consolidated ﬁnancial statements, and our report

on Other Legal and Regulatory Requirements below, is not modiﬁed

in respect of the above matters with respect to our reliance on the

work done and the reports of the other auditors.

114

Reliance Power Limited

Independent Auditor’s Report

Report on Other Legal and Regulatory Requirements

A. As required by Section 143(3) of the Act, based on our audit

and on the consideration of reports of the other auditors

on separate ﬁnancial statements of such subsidiaries and

associates as were audited by other auditors, as noted in the

‘Other Matters’ paragraph, we report, to the extent applicable,

that:

a) We have sought and obtained all the information and

explanations which to the best of our knowledge and

belief were necessary for the purposes of our audit of

the aforesaid consolidated ﬁnancial statements.

b) In our opinion, except for the matter described in Basis

for Qualiﬁed Opinion section, proper books of account as

required by law relating to preparation of the aforesaid

consolidated ﬁnancial statements have been kept so far

as it appears from our examination of those books and

the reports of the other auditors.

c) The consolidated balance sheet, the consolidated

statement of proﬁt and loss (including other

comprehensive income), the consolidated statement

of changes in equity and the consolidated statement of

cash ﬂows dealt with by this Report are in agreement

with the relevant books of account maintained for the

purpose of preparation of the consolidated ﬁnancial

statements.

d) In our opinion, except for the matter described in Basis

for Qualiﬁed Opinion section, the aforesaid consolidated

ﬁnancial statements comply with the Ind AS speciﬁed

under section 133 of the Act.

e) On the basis of the written representations received from

the directors of the Parent Company as on March 31,

2020 taken on record by the Board of Directors of the

Parent Company and the reports of the statutory auditors

of its subsidiary companies and associate companies

incorporated in India, none of the directors of the Group

companies and its associate companies incorporated in

India is disqualiﬁed as on March 31, 2020 from being

appointed as a director in terms of Section 164(2) of the

Act.

f) The qualiﬁcation relating to the maintenance of accounts

and other matters connected therewith are as stated in

the Basis for Qualiﬁed Opinion section of our report.

g) The going concern matter described in Material

Uncertainty Related to Going Concern section above,

in our opinion, may have an adverse effect on the

functioning of the Group.

h) With respect to the adequacy of the internal ﬁnancial

controls with reference to ﬁnancial statements of the

Parent Company, its subsidiary companies and associate

companies incorporated in India and the operating

effectiveness of such controls, refer to our separate

Report in “Annexure A”.

i) With respect to the matter to be included in the Auditor’s

report under section 197(16) of the Act:

In our opinion and according to the information and

explanations given to us and based on the reports of

the statutory auditors of such subsidiary companies

and associate companies incorporated in India which

were not audited by us, the remuneration paid during

the current year by the Parent Company, its subsidiary

companies and associate companies to its directors is in

accordance with the provisions of Section 197 read with

schedule V of the Act. The remuneration paid to any

director by the Parent Company, its subsidiary companies

and associate companies is not in excess of the limit laid

down under Section 197 of the Act.

B. With respect to the other matters to be included in the

Auditor’s Report in accordance with Rule 11 of the Companies

(Audit and Auditor’s) Rules, 2014, in our opinion and to the

best of our information and according to the explanations

given to us and based on the consideration of the reports

of the other auditors on separate ﬁnancial statements of the

subsidiaries and associates, as noted in the ‘Other Matters’

paragraph:

i. The consolidated ﬁnancial statements disclose the

impact of pending litigations as at March 31, 2020 on

the consolidated ﬁnancial position of the Group and its

associates. Refer Note 4 to the consolidated ﬁnancial

statements.

ii. Provision has been made in the consolidated ﬁnancial

statements, as required under the applicable law or

Ind AS, for material foreseeable losses, on long-term

contracts including derivative contracts. Refer Note 42

to the consolidated ﬁnancial statements in respect of

such items as it relates to the Group and its associates.

iii. There are no amounts which are required to be

transferred to the Investor Education and Protection

Fund by the Parent Company or its subsidiary companies

and associate companies incorporated in India during the

year ended March 31, 2020;

For Pathak H. D. & Associates LLP

Chartered Accountants

Firm Registration No. 107783W/W100593

Vishal D. Shah

Partner

Membership No. 119303

UDIN: 20119303AAAACA4324

Date: May 08, 2020

Place: Mumbai

Annexure A to the Independent Auditor’s Report

Annexure A to the Independent Auditor’s Report on the

consolidated ﬁnancial statements of Reliance Power Limited

for year ended March 31, 2020.

Report on the Internal Financial Controls with reference to the

aforesaid consolidated ﬁnancial statements under clause (i) of

sub-section 3 of section 143 of the Companies Act, 2013.

(Referred to in Paragraph (A)(h) under ‘Report on Other Legal

and Regulatory Requirements’ section of our report of even

date).

In conjunction with audit of the consolidated ﬁnancial statements

of the Reliance Power Limited as of and for the year ended

March 31, 2020, we have audited the internal ﬁnancial controls

Reliance Power Limited

115

Annexure A to the Independent Auditor’s Report

with reference to consolidated ﬁnancial statements of Reliance

Power Limited (hereinafter referred to as “the Parent Company”)

and such companies incorporated in India under the Companies

Act, 2013 which are its subsidiary companies and its associates,

as of that date.

Management’s Responsibility for Internal Financial Controls

The respective Company’s Management and Board of Directors of

the Parent Company, its subsidiaries and its associates, which are

companies incorporated in India are responsible for establishing

and maintaining internal ﬁnancial controls based on the internal

ﬁnancial controls with reference to consolidated ﬁnancial

statements criteria established by the respective company

considering the essential components of internal control stated

in the Guidance Note. These responsibilities include the design,

implementation and maintenance of adequate internal ﬁnancial

controls that were operating effectively for ensuring the orderly

and efﬁcient conduct of its business, including adherence to

respective company’s policies, the safeguarding of its assets,

the prevention and detection of frauds and errors, the accuracy

and completeness of the accounting records, and the timely

preparation of reliable ﬁnancial information, as required under

the Companies Act, 2013 (hereinafter referred to as “the Act”).

Auditors’ Responsibility

Our responsibility is to express an opinion on the Parent Company’s

internal ﬁnancial controls with reference to consolidated

ﬁnancial statements based on our audit. We conducted our

audit in accordance with the Guidance Note and the Standards

on Auditing, prescribed under section 143(10) of the Act, to

the extent applicable to an audit of internal ﬁnancial controls

with reference to consolidated ﬁnancial statements. Those

Standards and the Guidance Note require that we comply with

ethical requirements and plan and perform the audit to obtain

reasonable assurance about whether adequate internal ﬁnancial

controls with reference to consolidated ﬁnancial statements

were established and maintained and whether such controls

operated effectively in all material respects.

Our audit involves performing procedures to obtain audit

evidence about the adequacy of the internal ﬁnancial controls

with reference to consolidated ﬁnancial statements and their

operating effectiveness. Our audit of internal ﬁnancial controls

with reference to consolidated ﬁnancial statements included

obtaining an understanding of such internal ﬁnancial controls,

assessing the risk that a material weakness exists, and testing

and evaluating the design and operating effectiveness of internal

control based on the assessed risk. The procedures selected

depend on the auditor’s judgment, including the assessment of

the risks of material misstatement of the consolidated ﬁnancial

statements, whether due to fraud or error.

We believe that the audit evidence we have obtained and the

audit evidence obtained by the other auditors in terms of their

reports referred to in the Other Matters paragraph below, is

sufﬁcient and appropriate to provide a basis for audit opinion on

internal ﬁnancial controls with reference to consolidated ﬁnancial

statements of the Parent Company.

Meaning of Internal Financial controls with Reference to

Consolidated Financial Statements

A company’s internal ﬁnancial controls with reference to

consolidated ﬁnancial statements is a process designed to

provide reasonable assurance regarding the reliability of

ﬁnancial reporting and the preparation of consolidated ﬁnancial

statements for external purposes in accordance with generally

accepted accounting principles. A company’s internal ﬁnancial

controls with reference to consolidated ﬁnancial statements

include those policies and procedures that (1) pertain to the

maintenance of records that, in reasonable detail, accurately and

fairly reﬂect the transactions and dispositions of the assets of

the company; (2) provide reasonable assurance that transactions

are recorded as necessary to permit preparation of consolidated

ﬁnancial statements in accordance with generally accepted

accounting principles, and that receipts and expenditures of the

company are being made only in accordance with authorisations

of management and directors of the company; and (3) provide

reasonable assurance regarding prevention or timely detection

of unauthorised acquisition, use, or disposition of the company’s

assets that could have a material effect on the consolidated

ﬁnancial statements.

Inherent Limitations of Internal Financial controls with

Reference to Consolidated Financial Statements

Because of the inherent limitations of internal ﬁnancial controls

with reference to consolidated ﬁnancial statements, including

the possibility of collusion or improper management override of

controls, material misstatements due to error or fraud may occur

and not be detected. Also, projections of any evaluation of the

internal ﬁnancial controls with reference to consolidated ﬁnancial

statements to future periods are subject to the risk that the

internal ﬁnancial controls with reference to consolidated ﬁnancial

statements may become inadequate because of changes in

conditions, or that the degree of compliance with the policies or

procedures may deteriorate.

Opinion

In our opinion, the Parent Company and such companies

incorporated in India which are its subsidiary and its associate

companies, have, in all material respects, maintained adequate

internal ﬁnancial controls with reference to consolidated ﬁnancial

statements and such internal ﬁnancial controls with reference

to ﬁnancial statements are operating effectively as of March

31, 2020, based on the internal control with reference to

consolidated ﬁnancial statements criteria established by such

companies considering the essential components of internal

controls stated in the Guidance Note on Audit of Internal

Financial Controls Over Financial Reporting issued by the Institute

of Chartered Accountants of India.

Other Matters

Our aforesaid reports under section 143(3)(i) of the Act on the

adequacy and operating effectiveness of the internal ﬁnancial

controls with reference to consolidated ﬁnancial statements

insofar as it relates to 14 subsidiary companies and 3 associate

companies, which are companies incorporated in India, is based

on the corresponding reports of the auditors of such companies

incorporated in India.

For Pathak H. D. & Associates LLP

Chartered Accountants

Firm Registration No. 107783W/W100593

Vishal D. Shah

Partner

Membership No. 119303

UDIN: 20119303AAAACA4324

Date: May 08, 2020

Place: Mumbai

116

Reliance Power Limited

Consolidated Balance Sheet as at March 31, 2020

` in lakhs

Particulars Note

No.

As at

March 31, 2020

As at

March 31, 2019

ASSETS

Non-current assets

Property, plant and equipment

3.1 38,52,600

35,85,180

Capital work-in-progress

3.2 3,61,479

4,27,638

Goodwill on consolidation

1,411

Other Intangible assets

3.3 3,349

3,704

Financial assets

Investments

3.4(a) 23

Loans

3.4(b) 40,786

40,870

Finance lease receivables

3.4(c) 4,24,085

8,00,847

Other ﬁnancial assets

3.4(d) 9,752

1,63,334

Non-current tax assets

3.5 5,979

5,290

Other non-current assets

3.6 1,49,385

1,70,459

Total Non-current Assets 48,48,849

51,98,756

Current assets

Inventories

3.7 1,01,418

1,01,172

Financial assets

Investments

3.8(a) 3,021

22,366

Trade receivables

3.8(b) 2,36,452

2,73,811

Cash and cash equivalents

3.8(c) 12,494

2,888

Bank balances other than cash and cash equivalents

3.8(d) 15,949

24,225

Loans

3.8(e) 13,910

26,837

Finance lease receivables

3.8(f) 29,876

49,123

Other ﬁnancial assets

3.8(g) 66,539

78,007

Other current assets

3.9 5,730

17,499

Total Current Assets 4,85,389

5,95,928

Assets classiﬁed as held for sale

3.10 52

13,156

Total Assets 53,34,290

58,07,840

EQUITY AND LIABILITIES

Equity

Equity share capital

3.11 2,80,513

2,80,513

Other equity

3.12 9,06,374

14,57,234

Equity attributable to owners of the company 11,86,887

17,37,747

Non-controlling interests

1,35,279

Total Equity 13,22,166

17,37,747

Liabilities

Non-current liabilities

Financial liabilities

Borrowings

3.13(a) 19,86,056

18,09,097

Other ﬁnancial liabilities

3.13(b) 14,628

16,194

Provisions

3.14 5,116

4,785

Deferred tax liabilities (net)

3.15 2,27,685

2,29,814

Other non-current liabilities

3.16 1,83,278

1,89,358

Total Non-current liabilities 24,16,763

22,49,248

Current liabilities

Financial liabilities

Borrowings

3.17(a) 4,35,333

8,93,895

Trade payables

3.17(b)

Total Outstanding dues of micro enterprises and small enterprises

2,565

176

Total Outstanding dues of creditors other than micro enterprises and small enterprises

40,872

42,568

Other ﬁnancial liabilities

3.17(c) 10,22,257

8,01,188

Other current liabilities

3.18 76,654

58,657

Provisions

3.19 585

557

Current tax liabilities

3.20 17,095

23,804

Total Current liabilities 15,95,361

18,20,845

Total Equity and Liabilities 53,34,290

58,07,840

Signiﬁcant accounting policies

Notes to consolidated ﬁnancial statements

3 to 46

The accompanying notes are an integral part of these Consolidated Financial Statements.

As per our attached report of even date For and on behalf of the Board of Directors

For Pathak H.D. & Associates LLP Anil D Ambani

Chairman

Chartered Accountants

Sateesh Seth

Director

Firm Registration No: 107783W/W100593

K. Ravikumar

D. J. Kakalia

Rashna Khan

Vishal D. Shah

Partner

K. Raja Gopal

Whole-time Director & CEO

Membership No: 119303

Sandeep Khosla

Chief Financial Ofﬁcer

Murli Manohar Purohit

Company Secretary

Place : Mumbai

Date : May 08, 2020

Place : Mumbai

Date : May 08, 2020

Reliance Power Limited

117

Consolidated Statement of Proﬁt and Loss for the year ended March 31, 2020

` in lakhs

Particulars Note

No.

Year ended

March 31, 2020

Year ended

March 31, 2019

Revenue from operations

3.21 7,56,227

8,20,131

Other Income

3.22(a) 64,014

33,295

Total Income 8,20,241

8,53,426

Expenses

Cost of fuel consumed (including cost of coal excavation)

3.23 2,89,660

2,85,013

Employee beneﬁts expense

3.24 20,933

18,650

Finance costs

3.25(a) 3,05,397

3,20,648

Depreciation and amortisation expense

83,630

83,825

Generation, administration and other expenses

3.26(a) 1,43,371

1,19,532

Total expenses 8,42,991

8,27,668

Proﬁt / (Loss) before exceptional items and tax (22,750)

25,758

Exceptional Items 33

Provisions, write off and impairment of assets

(4,00,421)

(4,17,019)

Less : Amount withdrawn from general reserve

1,01,702

(4,00,421)

(3,15,317)

Loss before tax (4,23,171)

(2,89,559)

Income tax expense 17

Current tax

4,518

5,450

Deferred tax

(2,128)

(3,848)

Income tax for earlier years

(24)

173

Total tax expenses 2,366

1,775

Loss from Continuing Operations (4,25,537)

(2,91,334)

Discontinued Operations: 41

Loss before tax from Discontinued Operations

(1,611)

(3,844)

Tax Expense of Discontinued Operations

Loss from Discontinued Operations (1,611)

(3,847)

Loss for the year before non-controlling interest (4,27,148)

(2,95,182)

Non-controlling interest

(19,489)

Loss for the year (407,659)

(295,182)

Other Comprehensive Income

Items that will not be reclassiﬁed to proﬁt or loss

(a) Remeasurements of post-employment beneﬁt obligation (net) (Refer note 12)

(281)

(51)

(b) Currency translation Gains

2,913

11,998

Comprehensive Income - 15

Other Comprehensive Income for the year 2,632

11,962

Total Comprehensive Income/ (Loss) for the year (4,24,516)

(2,83,220)

Proﬁt / (Loss) attributable to:

(a) Owners of the parent

(4,07,659)

(2,95,182)

(b) Non-controlling interest

(19,489)

(4,27,148)

(2,95,182)

Other Comprehensive Income attributable to:

(a) Owners of the parent

2,671

11,962

(b) Non-controlling interest

(39)

2,632

11,962

Total Comprehensive Income / (Loss) attributable to:

(a) Owners of the parent

(4,04,988)

(2,83,220)

(b) Non-controlling interest

(19,528)

(4,24,516)

(2,83,220)

Earnings per equity share: (Face value of ` 10 each)

for continuing Operations 15

Basic and Diluted (`)- for continuing operations

(before effect of withdrawal from scheme)

(14.475)

(14.011)

Basic and Diluted (`)- for continuing operations

(after effect of withdrawal from scheme)

(14.475)

(10.386)

for Discontinuing Operations (Basic and Diluted) (`)

(0.057)

(0.137)

for Discontinuing and Continuing Operations (Basic and Diluted)

Before effect of withdrawal from scheme

(14.532)

(14.149)

After effect of withdrawal from scheme

(14.532)

(10.523)

Signiﬁcant accounting policies

Notes to consolidated ﬁnancial statements

3 to 46

The accompanying notes are an integral part of these Consolidated Financial Statements

As per our attached report of even date For and on behalf of the Board of Directors

For Pathak H.D. & Associates LLP Anil D Ambani

Chairman

Chartered Accountants

Sateesh Seth

Director

Firm Registration No: 107783W/W100593

K. Ravikumar

D. J. Kakalia

Rashna Khan

Vishal D. Shah

Partner

K. Raja Gopal

Whole-time Director & CEO

Membership No: 119303

Sandeep Khosla

Chief Financial Ofﬁcer

Murli Manohar Purohit

Company Secretary

Place : Mumbai

Date : May 08, 2020

Place : Mumbai

Date : May 08, 2020

118

Reliance Power Limited

Consolidated Statement of changes in equity as at March 31, 2020

Equity Share Capital (Refer note 3.11)

` in lakhs

Balance as at April 01, 2018 280,513

Changes in equity share capital -

Balance as at March 31, 2019 280,513

Changes in equity share capital -

Balance as at March 31, 2020 280,513

B. Other Equity (Refer note 3.12)

` in lakhs

Particulars Reserve and Surplus Other reserves Attributable

to owners of

the Company

Attributable

to Non-

controlling

interests

Securities

Premium

Retained

Earnings

General

Reserve

Debenture

redemption

reserve

Foreign

currency

monetary

item

translation

difference

account

Treasury

Foreign

currency

translation

reserve

Capital

Reserve (on

consolidation)

General

Reserve (Arisen

pursuant to

composite

schemes of

arrangement)

Balance as at March 31, 2018 8,35,454 7,97,453 97,807 4,683 (8,768) (845) 6,706 8,337 1,02,156 1,8,42,983

Loss for the year - (2,95,182) - - - - - - - (2,95,182)

Other Comprehensive Income for

the year

Remeasurements of post-

employment beneﬁt obligation

(net)

- (51) - - - - - - - (51)

Total Comprehensive Income for

the year

- (2,95,233) - - - - - - - (2,95,233)

Addition during the year - - - - (7,738) - 11,998 - - 4,260

Amortisation during the year - - - - 6,926 - - - - 6,926

Withdrawal from general reserve (1,01,702) (1,01,702)

Balance as at March 31, 2019 8,35,454 5,02,220 97,807 4,683 (9,580) (845) 18,704 8,337 454 1,4,57,234

Reliance Power Limited

119

Reliance Power Limited

119

` in lakhs

Particulars Reserve and Surplus Other reserves Attributable

to owners of

the Company

Attributable

to Non-

controlling

interests

Securities

Premium

Retained

Earnings

General

Reserve

Debenture

redemption

reserve

Foreign

currency

monetary

item

translation

difference

account

Treasury

Foreign

currency

translation

reserve

Capital

Reserve (on

consolidation)

General

Reserve (Arisen

pursuant to

composite

schemes of

arrangement)

Loss for the year

(4,27,148)

- - - - - - -

(4,27,148) -

Other Comprehensive Income for

the year

Remeasurements of

post-employment beneﬁt

obligation (net)

- (242) - - - - -

- - (242) (39)

Total Comprehensive Income for

the year

(4,27,390)

- - - - - - - (4,27,390) (39)

Earlier period adjustment - (655) - - - - -

(655) -

Addition during the year - - - - (6,875) - 2,913 - -

(3,962) -

Amortisation during the year - - - - 8,882 - - - -

8,882 -

Proceed from Non-controlling

interest

- - - - - - - - - -

12,379

Share of Non-controlling interest (34,791) (95,173) - - 2,257 - (28) - - (1,27,735)

1,22,939

Balance as at

March 31, 2020

8,00,663 (20,998) 97,807 4,683 (5,316) (845) 21,589 8,337 454 9,06,374 1,35,279

As per our attached report of even date For and on behalf of the Board of Directors

For Pathak H.D. & Associates LLP

Anil D Ambani

Chairman

Chartered Accountants

Sateesh Seth

Director

Firm Registration No: 107783W/W100593

K. Ravikumar

D. J. Kakalia

Rashna Khan

Vishal D. Shah

Partner

K. Raja Gopal

Whole-time Director & CEO

Membership No: 119303

Sandeep Khosla

Chief Financial Ofﬁcer

Murli Manohar Purohit

Company Secretary

Place : Mumbai

Date : May 08, 2020

Place : Mumbai

Date : May 08, 2020

120

Reliance Power Limited

Consolidated Cash Flow Statement for the year ended March 31, 2020

` in lakhs

Particulars Year ended

March 31, 2020

Year ended March

31, 2019

(A) Cash ﬂow from operating activities

Loss before tax

(4,24,782)

(2,93,816)

Adjusted for:

Gain arising on mutual fund investment mandatorily measured at fair value

(729)

Depreciation / amortisation

98,490

1,02,537

Finance cost including (gain) / loss on derivative

3,06,872

3,20,849

Proﬁt on sale of current investment (non trade)

(96)

(1,266)

Interest income

(9,229)

(17,797)

Loss on foreign exchange ﬂuctuations (net)

2,182

2,624

Provision written-back

(4,045)

(14)

Gain on derviatives

(1,338)

Government grant

(5,307)

Loss on sale of ﬁxed assets

291

Amount provided/ written-off - trade receivable & CWIP

32,583

22,527

Advances provided/ written off/ impairment of CWIP

4,00,421

3,15,317

Provision for leave encashment and gratuity

801

815

3,97,943

4,44,693

Change in operating assets and liabilities:

(Increase) / decrease in inventories

(246)

(28,274)

(Increase) / decrease in trade receivables

(17,561)

(39,109)

(Increase) / decrease in other ﬁnancial assets

38,237

(5,220)

(Increase) / decrease in other current assets

25,510

(2,559)

Increase / (decrease) in other current liability

11,301

35,237

Increase / (decrease) in trade payables

1,577

6,659

Increase / (decrease) in other ﬁnancial liabilities

9,414

13,644

68,232

(19,622)

Taxes paid / refund (net)

(11,893)

(2,760)

Net cash generated from operating activities 4,54,282

4,22,311

(B) Cash ﬂow from investing activities

Payment for Property, plant and equipments including capital advance

(54,444)

(4,860)

Proceeds from sale of Property, plant and equipments (net)

583

Interest income on bank and other deposits

8,784

16,731

Project / other advences (net)

(1,56,595)

(16,386)

Sale / (purchase) of investments (net)

19,840

7,636

Fixed deposits / margin money deposits having original maturity more than three

months 1,57,705 2,297

Net cash generated from / (used in) investing activities (24,710)

6,001

Reliance Power Limited

121

Consolidated Cash Flow Statement for the year ended March 31, 2020

` in lakhs

Particulars Year ended

March 31, 2020

Year ended March

31, 2019

Proceeds from Non Controlling Interest

12,379

Proceeds from long term borrowings

1,079

Repayment of long term borrowings

(1,86,700)

(3,16,609)

Proceeds from/ (repayment for) short term borrowings - (net)

(24,061)

24,263

Interest and ﬁnance charges

(2,11,399)

(2,86,749)

Repayment of commercial paper

(10,000)

Inter corporate deposits received/ (refund) (net)

(10,185)

1,24,633

Repayment of Non- convertible Debenture

(20,500)

Net cash generated from / (used in) ﬁnancing activities (4,19,966)

(4,83,883)

Net increase / (decrease) in cash and cash equivalents (A+B+C) 9,606

(55,571)

Opening balance of cash and cash equivalents 2,888

58,459

Closing balance of cash and cash equivalents 12,494

2,888

Components of cash and cash equivalents (Refer note 3.8(c))

The accompanying notes are an integral part of these Consolidated Financial Statements.

As per our attached report of even date For and on behalf of the Board of Directors

For Pathak H.D. & Associates LLP

Anil D Ambani

Chairman

Chartered Accountants

Sateesh Seth

Director

Firm Registration No: 107783W/W100593

K. Ravikumar

D. J. Kakalia

Rashna Khan

Vishal D. Shah

Partner

K. Raja Gopal

Whole-time Director & CEO

Membership No: 119303

Sandeep Khosla

Chief Financial Ofﬁcer

Murli Manohar Purohit

Company Secretary

Place : Mumbai

Date : May 08, 2020

Place : Mumbai

Date : May 08, 2020

122

Reliance Power Limited

Notes to the Consolidated Financial Statements for the year ended March 31, 2020

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 recognised 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, Walchand Hirachand Marg, Ballard Estate, Mumbai - 400001.

These consolidated ﬁnancial statements were authorised for issue by the Board of Directors of the Parent Company on May

08, 2020.

2) Signiﬁcant accounting policies, critical accounting estimates and judgements

2.1 Basis of preparation, measurement and signiﬁcant 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nancialassetsandnancialliabilitiesatfairvalue;

  • Assetsheldforsale–measuredatfairvaluelesscosttosell;and

  • Denedbenet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signicanttothefairvaluemeasurement

is directly or indirectly observable

  • Level3—Valuationtechniquesforwhichthelowestlevelinputthatissignicant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 realised, 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.

Reliance Power Limited

123

Notes to the Consolidated Financial Statements for the year ended March 31, 2020

(b) Principles of consolidation

I. Subsidiaries

Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed

to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns

through its power to direct the relevant activities of the entity. Subsidiaries are fully consolidated from the date on

which control is transferred to the Group. They are deconsolidated from the date on which control ceases.

The acquisition method of accounting is used to account for business combinations by the Parent Company.

The ﬁnancial statements of the Parent Company and its subsidiaries are consolidated by combining like items of

assets, liabilities, income and expenses and cash ﬂows after fully eliminating intra group balances and intra group

transactions resulting in unrealised proﬁt or loss in accordance with the Indian Accounting Standard (“Ind AS”) 110

“Consolidated Financial Statements” as referred to in the Companies (Indian Accounting Standards) Rules, 2015 and

as amended from time to time. The consolidated ﬁnancial statements are prepared using uniform Accounting Policies

for the like transactions and other events in similar circumstances and are presented in the same manner as far as

possible, as the standalone ﬁnancial statements of the Parent Company.

Share of Non-controlling Interest in net proﬁt or loss of consolidated subsidiaries for the year is identiﬁed and adjusted

against income of the Group in order to arrive at the net income attributable to the equity shareholders of the

Company. Non-controlling interests and net assets of the subsidiaries are identiﬁed and presented in the consolidated

statement of proﬁt and loss, consolidated statement of changes in equity and consolidated balance sheet respectively

as a separate item from liabilities and the shareholders’ equity.

II. Associates

Associates are all entities over which the Group has signiﬁcant inﬂuence but not control or joint control. This is

generally the case where the Group holds between 20% and 50% of the voting rights. Investments in associates

are accounted for using the equity method of accounting, after initially being recognised at cost which includes

transaction costs.

III. Equity method

Under the equity method of accounting, the investments are initially recognised at cost, which includes transaction

costs and adjusted thereafter to recognise the Group’s share of the post-acquisition proﬁts or losses and other

comprehensive income (OCI) of the equity accounted investees. Dividends received or receivable from the associates

are recognised as a reduction in the carrying amount of the investment.

When the Group’s share of losses in an equity-accounted investment equals or exceeds its interest in the entity,

including any other unsecured long-term receivables, the Group does not recognise further losses, unless it has

incurred obligations or made payments on behalf of the other entity.

Unrealised gains on transactions between the Group are eliminated to the extent of the Group’s interest in these

entities. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the

asset transferred. Accounting policies of equity accounted investees have been changed where necessary to ensure

consistency with the policies adopted by the Group.

The carrying amount of equity accounted investments are tested for impairment.

IV. Changes in ownership interests

Change in ownership interests for transaction with non-controlling interests that do not result in a loss of control are

treated as the transactions with equity owners of the Group. A change in ownership interest results in an adjustment

between the carrying amounts of the controlling and Non-controlling interests to reﬂect their relative interests in

the subsidiary. Any difference between the amount of adjustment to Non-controlling interests and any consideration

paid or received is recognised within equity. Gains or losses on disposals of control in subsidiaries to Non-controlling

interests are recorded in equity.

When the Group ceases to consolidate or equity account for an investment because of a loss of control, joint

control or signiﬁcant inﬂuence, any retained interest in the entity is remeasured to its fair value with the change

in carrying amount recognised in proﬁt or loss. This fair value becomes the initial carrying amount for the purposes

of subsequent accounting for the retained interest as an associate, joint venture or ﬁnancial asset. In addition, any

amounts previously recognised in other comprehensive income (OCI) in respect of that entity are accounted for as if

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.

124

Reliance Power Limited

Notes to the Consolidated Financial Statements for the year ended March 31, 2020

V. The subsidiaries and associates considered in the consolidated ﬁnancial statements are

SN Name of Company Principal

place of

business

Proportionate (%) of

shareholding

March 31, 2020

March 31, 2019

Subsidiaries

1 Rosa Power Supply Company Limited (RPSCL) India

100

2 Sasan Power Limited (SPL) India

100

3 Coastal Andhra Power Limited (CAPL) India

100

4 Maharashtra Energy Generation Limited (MEGL) India

100

5 Chitrangi Power Private Limited (CPPL) India

100

6 Vidarbha Industries Power Limited (VIPL) India

100

7 Siyom Hydro Power Private Limited (SHPPL) India

100

8 Tato Hydro Power Private Limited (THPPL) India

100

9 Kalai Power Private Limited (KPPL) India

100

10 Urthing Sobla Hydro Power Private Limited (USHPPL) India

11 Amulin Hydro Power Private Limited (AHPPL)

(Refer note 38)

India

100

12 Emini Hydro Power Private Limited (EHPPL) (Refer note 38) India

100

13 Mihundon Hydro Power Private Limited (MHPPL) (Refer note 38) India

100

14 Reliance Coal Resources Private Limited (RCRPL) India

100

15 Reliance CleanGen Limited (RCGL) India

100

16 Rajasthan Sun Technique Energy Private Limited (RSTEPL) India

100

17 Coastal Andhra Power Infrastructure Limited (CAPIL) India

100

18 Reliance Prima Limited (RPrima) India

100

19 Atos Trading Private Limited (ATPL) India

100

20 Atos Mercantile Private Limited (AMPL) India

100

21 Reliance Natural Resources Limited (RNRL) India

100

22 Dhursar Solar Power Private Limited (DSPPL) India

100

23 Reliance Natural Resources (Singapore) Pte Limited (RNRL-Singapore) Singapore

100

24 Purthi Hydro Power Private Limited (PHPPL) (Refer note 38) India

100

25 Teling Hydro Power Private Limited (TPPL) India

100

26 Shangling Hydro Power Private Limited (SPPL) India

100

27 Lara Sumta Hydro Power Private Limited (LHPPL)

(Refer note 38)

India

100

28 Sumte Kothang Hydro Power Private Limited (SKHPPL)

(Refer note 38)

India

100

29 Reliance Geothermal Power Private Limited (RGTPPL) India

30 Reliance Green Power Private Limited (RGPPL) India

100

31 Moher Power Limited India

100

32 Samalkot Power Limited (SMPL) India

100

33 Reliance Solar Resources Power Private Limited (RSRPPL) India

100

34 Reliance Wind Power Private Limited (RWPPL) India

100

35 Reliance Power Netherlands BV (RPN) Netherlands

100

36 PT Heramba Coal Resources (PTH) Indonesia

100

37 PT Avaneesh Coal Resources (PTA) Indonesia

100

38 PT Brayan Bintang Tiga Energi (BBE) Indonesia

100

39 PT Sriwijiya Bintang Tiga Energi (SBE) Indonesia

100

40 PT Sumukha Coal Services (PTS) Indonesia

99.6

41 Reliance Bangladesh LNG & Power Limited (RBLPL) Bangladesh

100

42 Reliance Power Holding FZC, Dubai (RFZC) UAE

100

43 Reliance Bangladesh LNG Terminals Limited (RBLTL) Bangladesh

100

44 Reliance Chittagong Power Company Limited (w.e.f. May 13, 2018)

(RCPCL)

Bangladesh

100

Associates

1 RPL Sun Power Private Limited (RSUNPPL) India

2 RPL Photon Private Limited (RPHOTONPL) India

3 RPL Sun Technique Private Limited (RSUNTPL) India

Reliance Power Limited

125

Notes to the Consolidated Financial Statements for the year ended March 31, 2020

(i) Freehold land is carried at cost. All Items of property, plant and equipment (PPE) are stated at cost net of

recoverable taxes, duties, trade discounts and rebates, less accumulated depreciation and impairment loss,

if any. The cost of PPE comprises of its purchase price, capitalised borrowing costs and adjustment arising

for exchange rate variations attributable to the assets (Note 2.1(n)(ii) below), including any cost directly

attributable to bringing the assets to their working condition for their intended use.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as

appropriate, only when it is probable that future economic beneﬁts associated with the item will ﬂow to the

Group and the cost of the item can be measured reliably. The carrying amount of any component accounted

for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged to the

Statement of Proﬁt and Loss during the year in which they are incurred.

Expenditure incurred on assets which are not ready for their intended use comprising direct cost, related

incidental expenses and attributable borrowing cost are disclosed under capital work-in-progress.

Spare parts are recognised when they meet the deﬁnition of PPE, otherwise, such items are classiﬁed as

inventory.

Any gain or loss on disposal/ discarding of an item of PPE is recognised in Statement of Proﬁt and Loss.

Depreciation methods, estimated useful life and residual value

Depreciation on PPE is provided to the extent of depreciable amount on straight line method (SLM) based

on useful life of the following assets as prescribed in Part C of Schedule II to the Companies Act, 2013.

Particulars Estimated useful life

Buildings 3 to 60 years

Plant and equipment 15 to 40 years

Furniture and ﬁxtures 10 years

Ofﬁce equipment 5 years

Computers 3 years

Different useful life has been determined based on internal assessment and independent technical evaluation

for the following assets which are not covered above.

Particulars Estimated useful life

Motor vehicles 5 years

Coal Mine Heavy Earth Moving and Mining Equipment in SPL 30 years

Plant and equipment of DSPPL and RSTEPL 25 years

Depreciation on additions is calculated pro rata basis from the following month of addition.

Lease hold land is amortised over the lease period from the date of receipt of advance possession or

execution of lease deed, whichever is earlier, except leasehold land for coal mining, which is amortised over

the period of mining rights. In SPL, freehold land acquired for coal mining is amortised over the period of

mining rights, considering the same cannot be put to any other purpose other than mining.

In respect of additions or extensions forming an integral part of existing assets and insurance spares,

including incremental cost arising on account of translation of foreign currency liabilities for acquisition of

PPE, depreciation is provided as aforesaid over the residual life of the respective assets.

Estimated useful life, residual values and depreciation methods are reviewed annually, taking into account

commercial and technological obsolescence as well as normal wear and tear and adjusted prospectively, if

considered appropriate.

(ii) Deposits, payments / liabilities made provisionally towards compensation, rehabilitation and other expenses

relatable to land in possession are treated as cost of land.

(iii) Construction stores have been valued at weighted average cost.

(iv) PPE is derecognised when asset is retired or sold.

(d) Mining properties under Property, plant and equipment (in SPL)

(i) Overburden removal costs:

Removal of overburden and other waste material, referred to as “Stripping Activity”, is necessary to

extract the coal reserves in case of open pit mining operations. The stripping ratio, as approved by the

126

Reliance Power Limited

Notes to the Consolidated Financial Statements for the year ended March 31, 2020

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 equipments, 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 as a whole. 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 recognised as 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.

(e) 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 on disposal of an item of intangible asset is recognised in 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.

(f) 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 of net selling price and

value in use. An impairment loss is recognised when carrying cost of the asset exceeds its recoverable value.

An impairment loss is charged to the Statement of Proﬁt and Loss in the year in which an asset is identiﬁed as

impaired. Impairment loss recognised in prior accounting period is increased / reversed (for the assets other than

Goodwill) where there is change in the estimate of recoverable value. Such a reversal is made only to the extent

Reliance Power Limited

127

Notes to the Consolidated Financial Statements for the year ended March 31, 2020

that the assets carrying amount does not exceed the carrying amount that would have been determined net of

depreciation or amortisation, if no impairment loss has been recognised.

(g) 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 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 Statement of Proﬁt and Loss.

(h) Trade Receivables

Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the

effective interest rate method, less provision for impairment.

(i) Financial Instruments

A ﬁnancial instrument is any contract that gives rise to a ﬁnancial asset of one entity and a ﬁnancial liability

or equity instruments of another entity. Financial instrument also includes 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 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 expensed in

Statement of Proﬁt and Loss.

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 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 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.

128

Reliance Power Limited

Notes to the Consolidated Financial Statements for the year ended March 31, 2020

Fair value through proﬁt or loss (FVPL)

Assets that do not meet the criteria for amortised cost or FVOCI are measured at FVPL. A gain or loss on

a debt investment that is subsequently measured at fair value through proﬁt or loss is recognised in the

Statement of Proﬁt and Loss in the period in which it arises. Interest income from these ﬁnancial assets is

included in other income. In addition, the Group may elect to designate a debt instrument, which otherwise

meets amortised cost or FVOCI criteria, as FVPL. However, such election is allowed only if, doing so reduces

or eliminates measurement or recognition inconsistency (referred to as ‘the accounting mismatch’).

(iii) Impairment of Financial Assets

The Group and its associates assess 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 Group and its associates measure the expected credit loss associated with

its trade receivables based on historical trend, industry practices and the business environment in which the

entity operates or any other appropriate basis. The impairment methodology applied depends on whether

there has been a signiﬁcant increase in credit risk.

(iv) Derecognition of Financial Assets

A ﬁnancial asset is derecognised only when the Group:

   • hastransferredtherightstoreceivecashowsfromthenancialassetor

   • retainsthecontractualrightstoreceivethecashowsofthenancialasset,butassumesacontractual

obligation to pay the cash ﬂows to one or more recipients.

Where the Group has transferred an asset, it evaluates whether it has transferred substantially all risks and

rewards of ownership of the ﬁnancial asset. In such cases, the ﬁnancial asset is derecognised. Where the

Group has not transferred substantially all risks and rewards of ownership of the ﬁnancial asset, the ﬁnancial

asset is not derecognised. Where the Group has neither transferred a ﬁnancial asset nor retains substantially

all risks and rewards of ownership of the ﬁnancial asset, the ﬁnancial asset is derecognised if the Group has

not retained control of the ﬁnancial asset. Where the Group retains control of the ﬁnancial asset, the asset

is continued to be recognised to the extent of continuing involvement in the ﬁnancial asset.

(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. While calculating the effective

interest rate, the Group estimates the expected cash ﬂows by considering all the contractual terms of the

ﬁnancial instrument (for example: prepayment, extension, call and similar options) but does not consider

the expected credit losses.

Dividend

Dividends are recognised in statement of proﬁt or loss only when the right to receive payment is established

and it is probable that the economic beneﬁts associated with the dividend will ﬂow to the Group, and the

amount of the dividend can be measured reliably.

(vi) Offsetting Financial instruments

Financial assets and liabilities are offset and the net amount is reported in the balance sheet where there

is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net

basis or realise the asset and settle the liability simultaneously. The legally enforceable right must not be

contingent on future events and must be enforceable in the normal course of business and in the event of

default, insolvency or bankruptcy of the Group or the counterparty.

(vii) Derivative Financial Instruments

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are

subsequently remeasured to their fair value at the end of each reporting period. Further gain / (losses)

arising on settlement and fair value change therein are generally recognised in the Statement of Proﬁt and

Loss.

(j) 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.

Reliance Power Limited

129

Notes to the Consolidated Financial Statements for the year ended March 31, 2020

(k) Financial liabilities

(i) Classiﬁcation as debt or equity

Debt and equity instruments issued by the Group are classiﬁed either as 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.

(ii) Initial recognition and measurement

All ﬁnancial liabilities are recognised initially at fair value and, in the case of borrowings and payables, net of

directly attributable transaction costs.

The Group’s ﬁnancial liabilities include trade and other payables, borrowings including bank overdrafts, and

derivative ﬁnancial instruments.

(iii) Subsequent measurement

The measurement of ﬁnancial liabilities depends on their classiﬁcation, as described below:

Borrowings

Borrowings are subsequently carried at amortised cost; any difference between the proceeds (net of transaction

costs) and the redemption value is recognised in the Statement of Proﬁt and Loss / capital work-in-progress over

the period of the borrowings using the effective interest method.

Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that

it is probable that some or all of the facility will be drawn. In this case, the fee is deferred until the drawdown

occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn, the

fee is capitalised as a pre-payment for liquidity services and amortised over the period of the facility to which it

relates.

Borrowings are classiﬁed as current liabilities unless the Group has an unconditional right to defer settlement of

the liability for at least 12 months after the reporting period. Where there is a breach of a material provision

of a long term loan arrangement on or before the end of the reporting period with the effect that the liability

becomes payable on demand on the reporting date, the Group does not classify the liability as current, if the

lender agreed, after the reporting period and before the approval of the consolidated ﬁnancial statements for

issue, not to demand payment as a consequence of the breach.

Trade and other payables

These amounts represent obligations to pay for goods or services that have been acquired in the ordinary course

of business from the suppliers. Those payable are classiﬁed as the current liabilities if payment is due within one

year or less otherwise they are presented as non-current liabilities. Trade and other payables are subsequently

measured at amortised cost using the effective interest rate method.

(iv) Derecognition

Borrowings are removed from the balance sheet when the obligation speciﬁed in the contract is discharged,

cancelled or expired. The difference between the carrying amount of a ﬁnancial liability that has been extinguished

or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities

assumed, is recognised in proﬁt or loss. When an existing ﬁnancial liability is replaced by another from the same

lender on substantially different terms, or the terms of an existing liability are substantially modiﬁed, such an

exchange or modiﬁcation is treated as the derecognition of the original liability and the recognition of a new

liability. The difference in the respective carrying amounts is recognised in the Statement of Proﬁt and Loss.

(l) Borrowing costs

General and speciﬁc borrowing costs that are directly attributable to the acquisition, construction or production of a

qualifying asset are capitalised during the period of time that is required to complete and prepare the asset for its

intended use or sale. Qualifying assets are the assets that necessarily take a substantial period of time to get ready for

their intended use or sale.

Investment income earned on the temporary investment of speciﬁc borrowings pending their expenditure on qualifying

assets is deducted from the borrowing costs eligible for capitalisation.

Other borrowing costs are expensed in the period in which they are incurred.

(m) 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.

130

Reliance Power Limited

Notes to the Consolidated Financial Statements for the year ended March 31, 2020

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle

the present obligation at the end of the reporting period. The discount rate used to determine the present value

is a pre-tax rate that reﬂects current market assessments of the time value of money and the risks speciﬁc to the

liability. The increase in the provision due to the passage of time is recognised as 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. 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.

Contingent Assets

A contingent asset is disclosed, where an inﬂow of economic beneﬁts is probable.

(n) 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 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:-

(a) Reliance Natural Resources (Singapore) Pte Limited - USD

(b) Reliance Power Netherland BV - USD

(d) Reliance Bangladesh LNG & Power Limited - BDT

(e) Reliance Bangladesh LNG Terminal Limited - BDT

(f) Reliance Chittagong Power Company Limited - BDT

(g) PT Heramba Coal Resources - USD

(h) PT Avaneesh Coal Resources - USD

(i) PT Sumukha Coal Services - USD

(j) PT Brayan Bintang Tiga Energi - Rupiah

(k) PT Sriwijaya Bintang Tiga Energi - Rupiah

In case of all foreign companies translation of ﬁnancial statements to the presentation currency is done for

assets and liabilities using the exchange rate in effect at the balance sheet date, and for revenue, expenses

and cash ﬂow items using the average exchange rate for the reported period. Gain/ (loss) resulting from such

transactions are included in foreign currency translation reserve under other component of equity.

(ii) Transaction and balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing

at the date of the transactions.

All exchange differences arising on restatement/ settlement of short-term foreign currency monetary items

at rates different from those at which they were initially recorded are recognised in the Statement of Proﬁt

and Loss.

In respect of foreign exchange differences arising on revaluation or settlement of long-term foreign currency

monetary items, the Group has availed the option available in the Ind AS-101 to continue the policy adopted

in the previous GAAP for accounting of exchange differences arising from translation of long-term foreign

currency monetary items outstanding as on March 31, 2016, wherein:

   • Foreignexchangedifferencesonaccountofdepreciableasset,isadjustedinthecostofdepreciable

asset and would be depreciated over the balance life of an asset.

   • In other cases, foreign exchange difference is 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 effected.

(o) Revenue from Contracts with Customers and Other Income

The Group has adopted Ind AS 115 using cumulative effect method with effect of initially applying this standard

recognised at the date of initial application (i.e. April 01, 2018).

Reliance Power Limited

131

Notes to the Consolidated Financial Statements for the year ended March 31, 2020

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 case 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 3.21). Revenue towards truing up of ﬁxed charges is recognised as

operating income in the Statement of Proﬁt and Loss in the year of truing up. In case of difference between

the revenue recognised 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, which was earlier with Reliance Infrastructure Limited (Rinfra). Further, revenue is also

recognised towards truing 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 with effect from August 29, 2018, which was earlier with Reliance Infrastructure

Limited (Rinfra).

(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 in accordance with the provisions of PPA/ sale arrangements with Adani Electricity Mumbai

Limited with effect from August 29, 2018, which was earlier with Reliance Infrastructure Limited (Rinfra)

read with the regulation of MERC. 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 recognised 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 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(i)(v)

(p) 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.

Other long-term employee beneﬁt obligations

The liabilities for earned leave and sick leave are not expected to be settled wholly within 12 months after the end

of the period in which the employees render the related service. They are therefore measured as the present value of

expected future payments to be made in respect of services provided by employees up to the end of the reporting

period using the projected unit credit method. The beneﬁts are discounted using the market yields at the end of the

132

Reliance Power Limited

Notes to the Consolidated Financial Statements for the year ended March 31, 2020

reporting period that have terms approximating to the terms of the related obligation. Remeasurements as a result

of experience adjustments and changes in actuarial assumptions are recognised in statement proﬁt and loss.

The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional

right to defer settlement for at least twelve months after the reporting period, regardless of when the actual

settlement is expected to occur.

Post employee obligations

The Group operates the following post-employment schemes:

- deﬁned beneﬁt plans such as gratuity

- deﬁned contribution plans such as provident fund and superannuation fund

Gratuity obligations

The liability or asset recognised in the balance sheet in respect of deﬁned beneﬁt gratuity plans is the present value of

the deﬁned beneﬁt obligation at the end of the reporting period less the fair value of plan assets. The deﬁned beneﬁt

obligation is calculated annually by actuaries using the projected unit credit method.

The present value of the deﬁned beneﬁt obligation denominated in Rupees is determined by discounting the estimated

future cash outﬂows by reference to market yields at the end of the reporting period on government bonds that have

terms approximating to the terms of the related obligation.

The net interest cost is calculated by applying the discount rate to the net balance of the deﬁned beneﬁt obligation

and the fair value of plan assets. This cost is included as employee beneﬁt expense in the statement of proﬁt and loss.

Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are

recognised in the period in which they occur, directly in other comprehensive income. They are included in retained

earnings in the consolidated statement of changes in equity and in the balance sheet.

Changes in the present value of the deﬁned beneﬁt obligation resulting from plan amendments or curtailments are

recognised immediately in proﬁt or loss as past service cost.

Deﬁned contribution plans

Provident fund

The Group pays provident fund contributions to publicly administered provident funds as per the local regulations. The

Group has no further payment obligations once the contributions have been paid. The contributions are accounted

for as deﬁned contribution plans and the contributions are recognised as employee beneﬁt expense when they are

due. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future

payments is available.

Superannuation fund

Certain employees of the Group are participants in a deﬁned contribution plan. The Group has no further obligations

to the plan beyond its monthly contributions which are contributed to a trust fund, the corpus of which is invested

with Reliance Nippon Life Insurance Company Limited.

(q) Employee stock option scheme (ESOS)

ESOS Scheme

The employees of the Group are entitled for grant of stock option (equity shares), based on the eligibility criteria set

in ESOS plan of the Parent Company.

The fair value of options granted under the ESOS plan is recognised as an employee beneﬁts expense with a

corresponding increase in equity. The total expense is recognised over the vesting period, which is the period over

which all of the speciﬁed vesting conditions are to be satisﬁed. At the end of each period, the entity revises its

estimates of the number of options that are expected to vest based on the non-market vesting and service conditions.

It recognises the impact of the revision to original estimates, if any, in proﬁt or loss, with a corresponding adjustment

to equity.

ESOS Trust

The Parent Company’s ESOS Scheme is administered through Reliance Power ESOS Trust (“RPET”). The Group

treats the RPET as its extension and shares held by RPET are treated as treasury shares and accordingly, RPET is

consolidated in the Parent Company’s books.

(r) Non-current assets held for sale

Non-current assets are classiﬁed as held for sale if their carrying amount will be recovered principally through a sale

transaction rather than through continuing use and a sale is considered highly probable. They are measured at the

lower of their carrying amount and fair value less costs to sell.

Reliance Power Limited

133

Notes to the Consolidated Financial Statements for the year ended March 31, 2020

Non-current assets classiﬁed as held for sale and the assets of a disposal group classiﬁed as held for sale are

presented separately from the other assets in the balance sheet. The liabilities of a disposal group classiﬁed as held

for sale are presented separately from other liabilities in the balance sheet.

(s) Income taxes

The income tax expense or credit for the period is the tax payable on the current period’s taxable income based

on the applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities

attributable to temporary differences and to unused tax losses.

The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the

end of the reporting period in the countries where the Group operates and generates taxable income. Management

periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is

subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid

to the tax authorities.

Deferred income tax is provided in full, on temporary differences arising between the tax base of assets and

liabilities and their carrying amounts in the consolidated ﬁnancial statements. Deferred income tax is not accounted

for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that

at the time of the transaction affects neither accounting proﬁt nor taxable proﬁt (tax loss). Deferred income tax is

determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the reporting

period and are expected to apply when the related deferred income tax asset is realised or the deferred income

tax liability is settled.

Deferred tax assets are recognised for all deductible temporary differences and unused tax losses only if it is

probable that future taxable amounts will be available to utilise those temporary differences and losses.

Deferred tax 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, respectively.

(t) Leases

The Group as a Lessor

The determination of whether an arrangement is (or contains) a lease is based on the substance of the arrangement

at the inception of the lease. The arrangement is (or contains) a lease if fulﬁllment of the arrangement is dependent

on the use of a speciﬁc asset or assets and the arrangement conveys a right to use the asset or assets, even if that

right is not explicitly speciﬁed in an arrangement.

These leases are analysed based on the situations and indicators set out in Ind AS-116 Leases in order to determine

whether they constitute operating leases or ﬁnance leases.

A ﬁnance lease is deﬁned as a lease which transfers substantially all the risks and rewards incidental to the

ownership of the related asset to the lessee. All leases which do not comply with the deﬁnition of a ﬁnance lease

are classiﬁed as operating leases.

The following main factors are considered by the Group to assess if a lease transfers substantially all the risks and

rewards incidental to ownership: whether

(i) the lessor transfers ownership of the asset to the lessee by the end of the lease term;

(ii) the lessee has an option to purchase the asset and if so, the conditions applicable to exercising that option;

(iii) the lease term is for the major part of the economic life of the asset;

(iv) the asset is of a highly specialised nature; and

(v) the present value of minimum lease payments amounts to at least substantially all of the fair value of the

leased asset.

In case of ﬁnance lease, ﬁnance lease receivable is recognised 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 recognised under ﬁnance

lease receivables is an amount equal to the net investment in the lease.

Minimum lease payment made under 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 so as to produce

a constant periodic rate of interest on the remaining balance of the lease receivable.

134

Reliance Power Limited

Notes to the Consolidated Financial Statements for the year ended March 31, 2020

The Group as a lessee

The Group’s lease asset classes primarily consists of leases for buildings taken on lease for operating its branch

ofﬁces. The Group assesses whether a contract contains a lease, at inception of a contract. 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 the 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.

Transition

Effective April 1, 2019, the Group adopted Ind AS 116 “Leases” and applied the standard to all lease contracts

existing on April 1, 2019 using the retrospective with cumulative effect method of initially applying the standard

recognised at the date of initial application without any adjustment to opening balance of retained earnings. The

Group did not have any material impact on the consolidated ﬁnancial statements on application of the above

standard.

(u) 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.

(v) Earnings per share

In determining Earnings per Share, the Company considers net proﬁt after tax and includes post tax effect of any

exceptional item and the effects under the scheme approved by the Hon’ble High Court. Basic earnings per share is

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.

(w) Cash Flow Statement

Cash ﬂows are reported using the indirect method, whereby proﬁt before tax is adjusted for the effects of

transactions of non-cash nature and any deferrals or accruals of past or future cash receipts or payments. The

cash ﬂows from operating, investing and ﬁnancing activities of the Group are segregated based on the available

information.

(x) Segment Reporting

The Operating segments have been identiﬁed and reported taking into account its internal ﬁnancial reporting,

performance evaluation and organisational 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 Segments”.

(y) 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.

(z) 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.

In 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.

Reliance Power Limited

135

Notes to the Consolidated Financial Statements for the year ended March 31, 2020

In case of SPL, exemption granted by GoI to the UMPPs under the Custom Act, 1962 is recognised 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.

(aa) 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.

(bb) Business combinations

Business combinations involving entities that are controlled by the Group are accounted for using the pooling of