A N N U A L R E P O R T
2022-23
Corporate Overview
01 Corporate Information
02 Message from the Chairman and Managing
Director
Statutory Reports
04 Notice of Annual General Meeting
21 Board’s Report
51 Corporate Governance Report
66 Management Discussion and Analysis
Financial Statements
73 Independent Auditor’s Report - Standalone
Financial Statements
86 Standalone Balance Sheet
87 Standalone Statement of Profit and Loss
88 Standalone Cash Flow Statement
91 Notes to the Standalone Financial Statements
145 Independent Auditor’s Report - Consolidated
Financial Statements
154 Consolidated Balance Sheet
155 Consolidated Statement of Profit and Loss
156 Consolidated Cash Flow Statement
159 Notes to the Consolidated Financial
Statements
CONTENTS
To download or to read this
report online, please log on to
www.spicejet.com
Forward-looking statements
This annual report contains ‘forward-looking
statements’ that are based on our current
expectations, assumptions, estimates and projections
about the company, our industry, economic conditions
in the markets in which we operate, and certain other
matters. Generally, these forward-looking statements
can be identified by the use of forward-looking
terminology such as ‘anticipate’, ‘believe’, ‘estimate’,
‘expect’, ‘intend’, ‘will’, ‘project’, ‘seek’, ‘should’
and similar expressions. Those statements include,
among other things, the discussions of our business
strategy and expectations concerning our market
position, future operations, margins, profitability,
liquidity and capital resources. These statements are
subject to known and unknown risks, uncertainties
and other factors, which may cause actual results or
outcomes to dier materially from those implied by
the forward-looking statements. Important factors
that may cause actual results or outcomes to dier
from those implied by the forward-looking statements
include, but are not limited to, risks and uncertainties
regarding fluctuations in earnings, fluctuations in
foreign exchange rates, our ability to manage growth,
intense competition in aviation sector including those
factors which may aect our cost advantage, wage
fluctuations, our ability to attract and retain highly
skilled professionals, time and cost overruns on
various parameters, our ability to manage international
operations, reduced demand for air travel, liability for
damages, withdrawal or expiration of governmental
fiscal incentives, political instability, legal restrictions
on raising capital or general economic conditions
aecting our industry. In light of these and other
uncertainties, you should not conclude that the results
or outcomes referred to in any of the forward-looking
statements will be achieved. All forward-looking
statements included in this annual report are based
on information available to us on the date hereof, and
we do not undertake to update these forward-looking
statements unless required to do so by law.
Board of Directors
Mr. Ajay Singh
Chairman&ManagingDirector
Mrs. Shiwani Singh
Non-ExecutiveandNon-IndependentDirector
Mr. Anurag Bhargava
IndependentDirector
Mr. Ajay Aggarwal
IndependentDirector
Mr. Manoj Kumar
IndependentDirector
Key Managerial Personnel
Mr. Ashish Kumar
ChiefFinancialOcer(eectiveSeptember)
Mr. Chandan Sand
SrVP(Legal)&CompanySecretary
Mr. Sanjeev Taneja
ChiefFinancialOcer(uptoAugust)
Registered Oce
IndiraGandhiInternationalAirportTerminalD
NewDelhi–
Corporate Oce
UdyogViharPhase-IV
Gurugram–Haryana
Websitewwwspicejetcom
Emailinvestors@spicejetcom
Phone
Statutory Auditors
MsWalkerChandiok&CoLLP
CharteredAccountants
L-ConnaughtCircus
NewDelhi–
Secretarial Auditors
MsMaheshGupta&Company
CompanySecretaries
WadhwaComplexChamberNo
GroundFloorD--
LaxmiNagarDelhi–
Registrar & Share Transfer Agents
KFinTechnologiesLimited
SeleniumTowerBPlotNo-
GachibowliFinancialDistrictNanakramguda
Hyderabad–
Emaileinwardris@kfintechcom
Phone
Bankers
AxisBankLimited
CityUnionBankLimited
HDFCBankLimited
ICICIBankLimited
IDFCFirstBankLimited
IndianBank
UnionBankofIndia
YesBankLimited
CORPORATE INFORMATION
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
01Annual Report 2022-23
Message from the Chairman and
Managing Director
“
We remain focused on adapting
to the changing landscape of the
aviation industry, identifying and
seizing new opportunities. I assure you
that every eort will be made to turn
around your Company’s fortunes and
propel it to greater heights. The recent
fund raise is testimony to our eorts
and commitments.
”
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
02
SpiceJet Limited
Dear Shareholders,
I am delighted to share some ground breaking
developments at SpiceJet, which I believe will
significantly impact our journey ahead. The Board of
Directors of the Company, recently approved a strategic
move to raise fresh capital, totalling over Rs.2,240 crore
(approximately USD 270 million).
This initiative involves the issuance of equity shares to
Financial Institutions, FIIs, HNIs, and private investors,
aiming to fortify our airline’s financial strength and
accelerate our growth trajectory.
I am proud to share that prominent investors, including
Elara India Opportunities Fund, Aries Opportunities
Fund, Mahapatra Group, Nexus Global Fund, Prabhudas
Lilladher, Resonance Opportunities Fund, and others,
will be part of this landmark initiative by subscribing to
equity shares and equity warrants.
This is a significant fund raise that will empower SpiceJet
to execute ambitious expansion plans and bolster its
operational capabilities. It will strengthen our financial
position, settle outstanding issues, help us enhance
our product presence and expand our market reach.
The funds raised will be instrumental in supporting
various operational expansion initiatives, including
fleet enhancement, route network expansion, and
technological advancements.
Now, turning to our operational highlights for the
financial year 2022-23, we have achieved significant
milestones in on-time performance, reported a net profit
in two of the four quarters, and are actively working
towards bringing our grounded planes back into service.
Our commitment to enhancing services and the
dedication of our employees have allowed us to maintain
the trust and loyalty of our passengers. We are proud
to report substantial progress in expanding our route
network both domestically and internationally, unlocking
new avenues for growth through strategic partnerships.
I firmly believe that SpiceJet has a bright future and I
am committed to helping it achieve its full potential.
I am pleased to share that I have already infused
Rs.200 crore in the Company and will be further infusing
about Rs.300 crore into the Company. With this equity
contribution, the Company is entitled to additional credit
facilities of Rs.200 crore under the emergency credit line
guarantee scheme.
We remain focused on adapting to the changing
landscape of the aviation industry, identifying and
seizing new opportunities. I assure you that every eort
will be made to turn around your Company’s fortunes
and propel it to greater heights. The recent fund raise is
testimony to our eorts and commitments.
I am also happy to share that Carlyle Aviation Partners
have acquired 7.03% equity stake in our Company
and this transaction has helped further strengthen our
balance sheet. We also concluded multiple settlements
and successfully hived o SpiceXpress, the logistics
platform of the Company.
As we look ahead, we are excited about the
opportunities that lie before us. Our commitment to
sustainable practices and technological innovation will
drive our growth trajectory.
As we navigate the challenges and opportunities in the
aviation industry, we remain focused on adapting to the
changing landscape, identifying new opportunities, and
turning around the company’s fortunes. With a renewed
financial strength and strengthened partnerships, we are
optimistic about SpiceJet’s bright future.
I extend my heartfelt gratitude to our dedicated
employees, valued partners, and most importantly, to
you, our esteemed shareholders. Your trust and support
inspire us to reach new heights, and we remain resolute
in our pursuit of excellence.
In conclusion, financial year 2022-23 was a testament
to SpiceJet’s determination, resilience, and ability to rise
above challenges. We are confident that our collective
eorts will drive us towards a future marked by success
and growth.
Warm regards,
Ajay Singh
Chairman & Managing Director
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
03Annual Report 2022-23
Notice of Annual General Meeting
Notice is hereby given that the 39
th
Annual General
Meeting (the “AGM”) of the members of SpiceJet Limited
(the “Company”) will be held on Wednesday, the 10
th
day
of January, 2024 at 3:30 p.m. through video conference and
other audio visual means (“VC”) to transact the following
business:
Ordinary Business:
1. Adoption of audited financial statements
To consider and adopt the audited financial statements
(including audited consolidated financial statements)
of the Company for the financial year ended March 31,
2023, together with the Report of the Board of Directors
and the Statutory Auditors thereon.
2. Re-appointment of Mrs. Shiwani Singh (DIN: 05229788)
as a Director liable to retire by rotation
To appoint a director in place of Mrs. Shiwani Singh (DIN:
05229788), who retires by rotation and being eligible,
seeks re-appointment.
Special Business:
3. Issue and allotment of equity shares on preferential basis
To consider and if thought fit, to pass, the following
resolution as a special resolution:
“Resolved that pursuant to the provisions of Sections
23(1)(b), 42, 62(1)(c) and other applicable provisions,
if any, of the Companies Act, 2013, as amended (the
“Act”), the Companies (Prospectus and Allotment of
Securities) Rules, 2014, the Companies (Share Capital and
Debentures) Rules, 2014 and other applicable rules made
thereunder (including any statutory modification(s)
or re-enactment(s) thereof for the time being in force)
and in accordance with the SEBI (Issue of Capital and
Disclosure Requirements) Regulations, 2018 (the “SEBI
ICDR Regulations”), the SEBI (Substantial Acquisition
of Shares and Takeovers) Regulations, 2011, and the
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (the “SEBI Listing Regulations”),
as amended from time to time, the listing agreement
entered into by the Company with the BSE Limited
(the “Stock Exchange”) on which the equity shares
of the Company are listed, and subject to any other
rules, regulations, guidelines, notifications, circulars and
clarifications issued thereunder from time to time by the
Ministry of Corporate Aairs (“MCA”), the Reserve Bank
of India (“RBI”), the Securities and Exchange Board of
India (“SEBI”) and/or any other competent authorities
from time to time to the extent applicable and the
enabling provisions of the Memorandum of Association
and Articles of Association of the Company, and
subject to such approvals, consents, permissions and
sanctions as may be necessary or required and subject
to such conditions as may be imposed or prescribed
while granting such approvals, consents, permissions
and sanctions, which may be agreed to by the Board of
Directors of the Company (hereinafter referred to as the
“Board” which term shall be deemed to mean and include
one or more Committee(s) constituted/to be constituted
by the Board to exercise its powers including the powers
conferred by this resolution), consent of the members of
the Company be and is hereby accorded to the Board to
create, oer, issue and allot up to 31,83,00,000 (Thirty
One Crore Eighty Three Lakh only) equity shares of the
face value of Rs.10 (Rupees Ten) each of an aggregate
nominal amount of up to Rs.3,18,30,00,000 (Rupees
Three Hundred Eighteen Crore Thirty Lakh only) at an
issue price of Rs.50 (Rupees Fifty only) per share, on
preferential basis, in one or more tranches and on such
terms and conditions as the Board may deem fit to
following person(s) (the “Proposed Allottee(s)”) under
the non-promoter category:
S.
No.
Name of the Proposed Allottee Maximum
no. of equity
shares
1. All Trade Consultants Pvt. Ltd. 40,00,000
2. Amar Alliance Securities Pvt. Ltd. 10,00,000
3. Anant Aggarwal 5,00,000
4. Ananthkrishna Subramanian Iyer 5,00,000
5. Anju Gupta 5,00,000
6. Anuj Premkumar Agarwal HUF 5,00,000
7. Aries Opportunities Fund Ltd. 4,00,00,000
8. Arjun Juneja 10,00,000
9. Ashibhadarsh Ventures Pvt. Ltd. 50,00,000
10. Ashwin Mehta HUF 5,00,000
11. Bhavana Holdings Pvt. Ltd. 8,00,000
12. Biz Secure Labs Pvt. Ltd. 5,00,000
13. Divyanshu Aggarwal 10,00,000
14. Glaxo Finance Pvt. Ltd. 11,00,000
15. Griebs Comosales LLP 10,00,000
16. Harihara Mahapatra 2,00,00,000
17. Harit Exports Pvt. Ltd. 5,00,000
18. Hello Money Advisors LLP 10,00,000
19. Indrasinh Sajubha Zala 5,00,000
20. Intech Technology DMCC 20,00,000
21. Jehangir Homi Mehta 5,00,000
22. Kapil Garg 10,00,000
23. Ketan P Kamdar 5,00,000
24. KIFS International LLP 30,00,000
25. Kirti Rungta 2,00,000
26. Kollagunta Sreenivasan Gopalaswamy 5,00,000
27. LKP Finance Ltd. 10,00,000
04
SpiceJet Limited
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
S.
No.
Name of the Proposed Allottee Maximum
no. of equity
shares
28. Martina Developers and Fincon Pvt.
Ltd.
2,00,000
29. Monika Garware 20,00,000
30. Morde Foods Pvt. Ltd. 20,00,000
31. Mridul Das 5,00,000
32. N Ravichandran 5,00,000
33. Navin Mahavirprasad Dalmia 5,00,000
34. Nexta Enterprises LLP 10,00,000
35. Nexus Global Opportunities Fund 5,00,000
36.
Om Apex Investment Services Pvt. Ltd.
5,00,000
37. Payal Nitin Magiya 5,00,000
38. Prabhudas Lilladher Advisory Servcies
Pvt. Ltd.
5,00,000
39. Preeti Mahapatra 20,00,00,000
40. Priya 5,00,000
41. R. Shankari 5,00,000
42. Raghav Investment Pvt Ltd 40,00,000
43. Rajesh K Patel 5,00,000
44. Rakesh Gupta 5,00,000
45. Rashi Fincorp Ltd. 5,00,000
46. Resonance Opportunities Fund 10,00,000
47. Ridhi Vincom Pvt. Ltd. 20,00,000
48. Rohit Agrawal 5,00,000
49. Ruhina Sharma 5,00,000
50. Saloni Jesal Shah 20,00,000
51. Sanjiv Shyam Kela 5,00,000
52. Shalini Chandrakant Morde 10,00,000
53. Shree Shyam Enterprises 5,00,000
54. Shree Shyam Investments 30,00,000
55. Vanaja Sundar Iyer 20,00,000
56. Vikasa India EIF I Fund - Share Class P 5,00,000
57. Viney Parkash Aggarwal 5,00,000
58. Vishal Nitin Sampat 5,00,000
Total 31,83,00,000
Resolved further that the “Relevant Date” for calculating
the minimum issue price of the equity shares to be allotted
pursuant to preferential issue, in terms of Regulation 161 of
the SEBI ICDR Regulations shall be December 11, 2023,
which is the date thirty days prior to the date on which the
meeting of shareholders is held to consider the proposed
preferential issue i.e. January 10, 2024.
Resolved further that:
(a) the consideration for allotment of the equity shares
shall be paid by the respective Proposed Allottee’s
bank account;
(b) allotment of the equity shares shall be made only in
dematerialised form;
(c) the equity shares allotted by way of preferential
issue shall be made fully paid up at the time of the
allotment;
(d) the equity shares so allotted shall rank pari-passu
in all respect with the existing equity shares of the
Company;
(e) the equity shares allotted on a preferential basis
shall be locked-in for a period of six months from
the date of trading approval;
(f) the entire pre-preferential allotment shareholding
of the Proposed Allottee(s), if any, shall be locked-
in from the Relevant Date up to a period of ninety
trading days from the date of trading approval; and
(g) the equity shares issued and allotted on preferential
basis shall be listed on the Stock Exchange subject
to receipt of necessary regulatory permissions and
approvals as the case may be.
Resolved further that for the purpose of giving eect
to the above resolution, the Board be and is hereby
authorised to do all such acts, deeds, matters and
things as it may, in its absolute discretion, deem
necessary, desirable or expedient, including without
limitation, issuing clarifications, resolving all questions
of doubt, eecting any modifications or changes to
the foregoing (including modification(s) to the terms
of the issue), entering into contracts, arrangements,
agreements, documents (including for appointment
of agencies, intermediaries and advisors for the issue)
and to authorise all such persons as may be necessary,
in connection therewith and incidental thereto as the
Board in its absolute discretion may deem appropriate,
without being required to seek any fresh approval of the
members and to settle all questions, diculties or doubts
that may arise in regard to the oer, issue and allotment
of the equity shares and listing thereof with the Stock
Exchange as appropriate, take all other steps which
may be incidental, consequential, relevant or ancillary
in this connection and to eect any modification to the
foregoing and the decision of the Board shall be final
and conclusive.
Resolved further that the Board be and is hereby
authorised to delegate all or any of the powers
herein conferred to any committee constituted by
Board of the Company or to any Director of the
Company or to any other officer(s) or employee(s)
of the Company or to any person, individual or firm
as it may consider appropriate in order to give effect
to this resolution.
Resolved further that all actions taken by the
Board in connection with any matter referred to or
contemplated in any of the foregoing resolutions
are hereby approved, ratified and confirmed in all
respect.”
05Annual Report 2022-23
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
4. Issue and allotment of warrants with an option to apply
for and be allotted equivalent number of equity shares
on preferential basis
To consider and if thought fit, to pass, the following
resolution as a special resolution:
“Resolved that pursuant to the provisions of Sections
23(1)(b), 42, 62(1)(c) and other applicable provisions,
if any, of the Companies Act, 2013, as amended (the
“Act”), the Companies (Prospectus and Allotment of
Securities) Rules, 2014, the Companies (Share Capital and
Debentures) Rules, 2014 and other applicable rules made
thereunder (including any statutory modification(s) or re-
enactment(s) thereof for the time being in force) and in
accordance with the SEBI (Issue of Capital and Disclosure
Requirements) Regulations, 2018 (the “SEBI ICDR
Regulations”) , the SEBI (Substantial Acquisition of Shares
and Takeovers) Regulations, 2011, and the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015 (the “SEBI Listing Regulations”), as amended from
time to time, the listing agreement entered into by the
Company with the BSE Limited (the “Stock Exchange”)
on which the equity shares of the Company are listed,
and subject to any other rules, regulations, guidelines,
notifications, circulars and clarifications issued thereunder
from time to time by the Ministry of Corporate Aairs
(“MCA”), the Reserve Bank of India (“RBI”), the Securities
and Exchange Board of India (“SEBI”) and/or any other
competent authorities from time to time to the extent
applicable and the enabling provisions of the Memorandum
of Association and Articles of Association of the Company,
and subject to such approvals, consents, permissions and
sanctions as may be necessary or required and subject
to such conditions as may be imposed or prescribed
while granting such approvals, consents, permissions
and sanctions, which may be agreed to by the Board of
Directors of the Company (hereinafter referred to as the
“Board” which term shall be deemed to mean and include
one or more Committee(s) constituted/to be constituted
by the Board to exercise its powers including the powers
conferred by this resolution), consent of the members of
the Company be and is hereby accorded to the Board to
create, oer, issue and allot up to 13,00,00,000 (Thirteen
Crore only) warrants, having option to apply for and be
allotted equivalent number of equity shares of the face
value of Rs.10 (Rupees Ten) each of an aggregate nominal
amount of up to Rs.1,30,00,00,000 (Rupees One Hundred
Thirty Crore only) at an issue price of Rs.50 (Rupees
Fifty only) per share, on preferential basis, in one or more
tranches and on such terms and conditions as the Board
may deem fit to following person(s) (the “Proposed
Allottee(s)”) under the non-promoter category:
S.
No.
Name of the Proposed Allottee Maximum no.
of warrants
1. Arunim Purkayastha 1,00,00,000
2. Elara India Oppurtunites Fund Ltd, 10,00,00,000
3. Jyoti Gupta 50,00,000
4. Mayur Gupta 50,00,000
5. Silver Stallion Limited 1,00,00,000
Total 13,00,00,000
Resolved further that the “Relevant Date” for calculating
the minimum issue price of the equity shares to be allotted
pursuant to preferential issue, in terms of Regulation 161 of
the SEBI ICDR Regulations shall be December 11, 2023,
which is the date thirty days prior to the date on which the
meeting of shareholders is held to consider the proposed
preferential issue i.e. January 10, 2024.
Resolved further that:
(a) the consideration for allotment of the warrants
and/or equity shares shall be paid by the respective
Proposed Allottee’s bank account;
(b) amount equivalent to at least twenty five per cent of
the consideration determined in terms of the SEBI
ICDR Regulations or such other higher amount as
the Board may deem fit shall be paid against each
warrant on the date of allotment of warrants and
the balance consideration shall be paid at the time
of allotment of equity shares pursuant to exercise
of option against each such warrant;
(c) the currency of warrants to subscribe to equity shares
shall be eighteen months from the date of allotment
of warrants. In case the option to subscribe to equity
shares against such warrants is not exercised by the
allottee within eighteen months, the consideration
paid by the allottee in respect of such warrants shall
be forfeited by the Company;
(d) the allotment of warrants shall only be made in
dematerialised form;
(e) the equity shares allotted pursuant to exercise of
options attached to warrants issued on preferential
basis shall rank pari-passu in all respect with the
existing equity shares of the Company and shall be
locked-in for a period of six months from the date
of trading approval;
(f) the warrants issued on preferential basis shall be
under lock-in for a period of one year from the date
of allotment;
(g) the entire pre-preferential allotment shareholding
of the allottees, if any, shall be locked-in from the
Relevant Date up to a period of ninety trading days
from the date of trading approval;
(h) the warrants will neither give any voting rights nor
will entitle its holders any dividend until option
attached to warrants are exercised and underlying
equity shares are allotted; and
(i) the equity shares allotted pursuant to exercise of
options attached to warrants issued on preferential
basis shall be listed on the Stock Exchange subject
to receipt of necessary regulatory permissions and
approvals as the case may be.
Resolved further that for the purpose of giving eect
to the above resolution, the Board be and is hereby
authorised to do all such acts, deeds, matters and
things as it may in its absolute discretion deem
necessary, proper or desirable and to settle any
question, diculty or doubt that may arise in regard
to the oer, issue, allotment, listing and to finalise and
06
SpiceJet Limited
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
execute all deeds, documents and writings as may be
necessary, proper, desirable or expedient as it may
deem fit without being required to seek any further
consent or approval of the members of the Company
to the intent that the members shall be deemed to
have given their approval thereto by the authority of
this resolution.
Resolved further that the Board be and is hereby
authorised to delegate all or any of the powers herein
conferred to any committee constituted by Board of the
Company or to any Director of the Company or to any
other ocer(s) or employee(s) of the Company or to any
person, individual or firm as it may consider appropriate
in order to give eect to this resolution.
Resolved further that all actions taken by the Board in
connection with any matter referred to or contemplated
in any of the foregoing resolutions are hereby approved,
ratified and confirmed in all respect.”
5. Re-appointment of Mr. Ajay Aggarwal (DIN: 00001122)
as an Independent Director of the Company
To consider and if thought fit, to pass with or without
modification(s), the following resolution as a special
resolution:
“Resolved that pursuant to the provisions of Sections
149, 152 and other applicable provisions, if any, of the
Companies Act, 2013 (the “Act”) read with Schedule
IV of the Act (including any statutory modification,
amendment or re-enactment thereof for the time being
in force), the Companies (Appointment and Qualification
of Directors) Rules, 2014, as amended from time to time,
the applicable provisions of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 (the
“SEBI Listing Regulations”) and pursuant to the
recommendation of the Nomination and Remuneration
Committee and the Board of Directors of the Company,
consent of the members of the Company be and is hereby
accorded for re-appointment of Mr. Ajay Aggarwal (DIN:
00001122), as an Independent Director of the Company,
who holds oce of Independent Director till February
10, 2024 and who has submitted a declaration that he
meets the criteria of independence as provided under
Section 149(6) of the Act and Regulation 16(1)(b) of
the SEBI Listing Regulations and in respect of whom
the Company has received a notice in writing from a
member proposing his candidature for the oce of the
Independent Director of the Company, not liable to retire
by rotation, for a second term of five consecutive years
eective from February 11, 2024 to February 10, 2029.
Resolved further that the Board of Directors of the
Company including any committee(s) thereof as may be
authorised, be and are hereby authorized to do all such
acts, deeds, matters and things and take all such steps
as may be necessary, proper or expedient to give eect
to this resolution.”
6. Re-appointment of Mr. Manoj Kumar (DIN: 00072634)
as an Independent Director of the Company
To consider and if thought fit, to pass with or without
modification(s), the following resolution as a special
resolution:
“Resolved that pursuant to the provisions of Sections
149, 152 and other applicable provisions, if any, of the
Companies Act, 2013 (the “Act”) read with Schedule
IV of the Act (including any statutory modification,
amendment or re-enactment thereof for the time being
in force), the Companies (Appointment and Qualification
of Directors) Rules, 2014, as amended from time to time,
the applicable provisions of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 (the
“SEBI Listing Regulations”) and pursuant to the
recommendation of the Nomination and Remuneration
Committee and the Board of Directors of the Company,
consent of the members of the Company be and is
hereby accorded for re-appointment of Mr. Manoj Kumar
(DIN: 00072634), as an Independent Director of the
Company, who holds oce of Independent Director
till May 27, 2024 and who has submitted a declaration
that he meets the criteria of independence as provided
under Section 149(6) of the Act and Regulation 16(1)(b)
of the SEBI Listing Regulations and in respect of whom
the Company has received a notice in writing from a
member proposing his candidature for the oce of the
Independent Director of the Company, not liable to retire
by rotation, for a second term of five consecutive years
eective from May 28, 2024 to May 27, 2029.
Resolved further that the Board of Directors of the
Company including any committee(s) thereof as may be
authorised, be and are hereby authorized to do all such
acts, deeds, matters and things and take all such steps
as may be necessary, proper or expedient to give eect
to this resolution.”
By order of the Board of Directors
Sd/-
Chandan Sand
Date : December 19, 2023 Sr. VP (Legal) &
Place : Gurugram Company Secretary
SpiceJet Limited
Indira Gandhi International Airport,
Terminal 1D, New Delhi – 110037
CIN: L51909DL1984PLC288239
Website: www.spicejet.com
E-mail: investors@spicejet.com
Tel: +91 124 3913939
Fax: +91 124 3913844
07Annual Report 2022-23
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
Notes:
1. An explanatory statement pursuant to Section 102 of
the Companies Act, 2013 (the “Act”), in respect of the
special businesses are annexed hereto and forms part of
the Notice.
2. Pursuant to the General Circular No. 9/2023 dated
September 25, 2023, issued by the Ministry of Corporate
Aairs, Government of India and Circular No. SEBI/HO/
CFD/CFD-PoD-2/P/CIR/2023/167 dated October 7,
2023 issued by the Securities and Exchange Board of
India (collectively referred to as the “e-AGM Circulars”)
companies are allowed to hold AGM through VC, without
the physical presence of members at a common venue.
Hence, in compliance with the e-AGM Circulars, the
AGM of the Company is being held through VC and
the proceedings of the AGM shall be deemed to be
conducted at the registered oce of the Company.
3. A member entitled to attend and vote at the AGM is
entitled to appoint a proxy to attend and vote at the
AGM instead of himself/herself, and the proxy need
not be a member of the Company. Since the AGM is
being held in accordance with the e-AGM Circulars
through VC, the facility for appointment of proxies by
the members shall not be available. Participation of
members through VC will be reckoned for the purpose
of quorum for the AGM as per Section 103 of the Act.
4. The Register of Members and Share Transfer Books will
remain closed from January 4, 2024 to January 10, 2024
(both days inclusive) for purpose of the AGM.
5. In compliance with the e-AGM Circulars, the Annual
Report for financial year ended March 31, 2023, the Notice
of the AGM and instructions for e-voting are being sent
only through electronic mode to those members whose
e-mail addresses are registered with the Company
/ depository participant(s). All these documents
are also available on the website of the Company at
www.spicejet.com under the “Investors” section.
6. The members whose e-mail addresses are not registered
with the Company / depository participant(s), are
requested to get the same registered/updated. The
members holding shares in demat form can get
their e-mail addresses registered by contacting their
respective depository participant and the members
holding shares in physical form may register their e-mail
addresses and mobile number with KFin Technologies
Limited (“KFinTech”) by following the process stated
hereinafter for receiving the Annual Report in electronic
mode.
7. As per Circular No. SEBI/HO/MIRSD/MIRSD-PoD-
1/P/CIR/2023/37 dated March 16, 2023, all holders of
physical securities in listed companies shall register
the postal address with PIN for their corresponding
folio numbers. It shall be mandatory for the security
holders to provide mobile number. Moreover, to avail
online services, the security holders can register
e-mail address. Security holder can register/update
the contact details through submitting the requisite
Form ISR-1 along with the supporting documents.
Form ISR-1 can be obtained by following the link:
https://ris.kfintech.com/clientservices/isc/default.aspx
and can be provided by any one of the following modes
along with the supporting documents:
(a) Through ‘In Person Verification’ (IPV): The
authorized person of the RTA shall verify the
original documents furnished by the investor and
retain copy(ies) with IPV stamping with date and
initials; or
(b) Through hard copies which are self-attested,
which can be sent to KFin Technologies Limited,
Selenium Building, Tower-B, Plot No 31 and 32,
Financial District, Nanakramguda, Serilingampally,
Hyderabad, Rangareddy, Telangana - 500032; or
(c) Through electronic mode with e-sign at link:
https://ris.kfintech.com/clientservices/isc/default.
aspx#
Detailed FAQ can be found on the link:
https://ris.kfintech.com/faq.html.
8. Additional information pursuant to Regulation 36(3)
of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (the “SEBI Listing
Regulations”) and Secretarial Standards on General
Meetings (“SS – 2”) issued by the Institute of Company
Secretaries of India in respect of re-appointment of
directors is provided hereinafter and forms part of the
Notice.
9. SEBI has mandated the submission of Permanent
Account Number (PAN) by every participant in
securities market. Members holding shares in electronic
form are, therefore, requested to submit the PAN to their
depository participants with whom they are maintaining
their demat accounts. Members holding shares in physical
form can submit their PAN details to the KFinTech.
10. Since the AGM will be held through VC in accordance
with the e-AGM Circulars, the route map, proxy form and
attendance slip are not attached to this Notice.
11. The register of directors and key managerial personnel
and their shareholding, maintained under Section 170 of
the Act and the register of contracts or arrangements
in which the directors are interested, maintained under
Section 189 of the Act, will be available electronically for
inspection by the members during the AGM.
All documents referred to in the Notice are open for
inspection at the registered oce of the Company during
business hours on all working days, except Saturday/
Sunday and other public holidays, between 10:00 a.m.
to 12:00 noon from the date of circulation of the Notice
up to the date of the AGM. Such documents will also be
available electronically for inspection without any fee by
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SpiceJet Limited
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
the members from the date of circulation of the Notice up
to the date of the AGM. Members seeking to inspect such
documents can send an e-mail to investors@spicejet.com.
12. Members are requested to make all other correspondence
in connection with the equity shares held by them
by addressing letters directly to the Registrar and
Share Transfer Agent viz., KFin Technologies Limited,
Selenium Building, Tower-B, Plot No 31 and 32, Financial
District, Nanakramguda, Serilingampally, Hyderabad,
Rangareddy, Telangana – 500032 or to the Company at
its registered oce as mentioned in this Notice, quoting
reference of their Client ID and DP ID or Folio No.
13. Members may participate in the AGM through VC facility
by following the procedure as mentioned hereinafter.
The VC facility allows participation of at least 1,000
members on a first-come-first-served basis. The large
shareholders (i.e. shareholders holding 2% or more
shareholding), promoter, institutional investors, directors,
key managerial personnel, the Chairpersons of the Audit
Committee, Nomination and Remuneration Committee
and Stakeholders Relationship Committee, auditors, etc.
can attend the AGM without any restriction on account
of first come-first-served principle as per the e-AGM
Circulars. Members of the Company under the category
of institutional investors are encouraged to attend and
vote at the AGM through VC.
14. Pursuant to the provisions of Section 108 of the Act and
rules made thereunder and Regulation 44 of the SEBI
Listing Regulations read with the e-AGM Circulars and
Circular No. SEBI/HO/CFD/CMD/ CIR/P/2020/242 dated
December 9, 2020 issued by the Securities and Exchange
Board of India (“SEBI”), the Company is providing remote
e-voting facility to its members in respect of the business
to be transacted at the AGM and a facility for those
members participating in the AGM, to cast vote through
e-voting system during the AGM. The voting rights of
members shall be in proportion to their shares in the
paid-up equity share capital of the Company as on the
cut-o date of January 3, 2024. Mr. Mahesh Kumar Gupta
(CP No. 1999), Practicing Company Secretary has been
appointed as the Scrutinizer to scrutinize the e-voting
process in fair and transparent manner.
15. KFinTech will be providing the facility for participation
in the AGM through VC and remote e-voting facility.
The procedure and instructions for remote e-voting
and participation in the AGM through VC are provided
hereinafter and forms part of this Notice.
16. The facility for e-voting shall also be made available
during the AGM and the members participating in
the meeting who have not cast their votes by remote
e-voting shall be able to exercise their right to vote
during the meeting through e-voting. The members who
have cast their vote by remote e-voting prior to the AGM
may also participate in the AGM but shall not be entitled
to cast their vote again.
17. The e-voting period commences on Saturday, January
6, 2024 at 9:00 a.m. and ends on Tuesday, January 9,
2024 at 5:00 p.m. During this period, the members of
the Company, holding shares either in physical form
or in dematerialized form, as on the cut-o date i.e.
January 3, 2024, may cast their vote electronically.
The e-voting module shall be disabled by KFinTech for
voting thereafter. The voting rights of members shall
be proportionate to their share of the paid-up equity
share capital of the Company as on the cut-o date,
i.e. January 3, 2024. In case of joint holders, only such
joint holder who is higher in the order of names will be
entitled to vote. A person who is not a member as on
the cut-o date is requested to consider this Notice for
information purposes only.
18. Any person holding shares in physical form, and non-
individual shareholders who acquire shares of the
Company and become members of the Company after
the Notice is sent and holding shares as of the cut-o date,
January 3, 2024, may obtain the user ID and password
by sending a request at evoting@kfintech.com. However,
if he/she is already registered with KFinTech for remote
e-voting, then he/she can use his/her existing user ID
and Password for casting the vote as per instructions
mentioned hereinafter.
In case of individual shareholders holding securities in
demat mode, who acquire shares of the Company and
become members of the Company after the Notice is
sent and holding shares as of the cut-o date i.e. January
3, 2024, may follow steps mentioned hereinafter.
19. The Scrutinizer will submit his report to the Chairman
of the Company or to any other person authorized by
the Chairman after the completion of the scrutiny of
the e-voting (votes cast during the AGM and votes cast
through remote e-voting), not later than 48 hours from
the conclusion of the AGM. The result declared along
with the Scrutinizer’s report shall be communicated to
the stock exchange, KFinTech and will also be displayed
on the website of the Company at www.spicejet.com
under the “Investors” section.
20. Instructions for remote e-voting and participation in
the AGM through VC:
(i) Login method for remote e-voting for individual
members holding securities in demat mode: As per
Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242
dated December 9, 2020 issued by the SEBI,
individual members holding securities in demat
mode are allowed to vote through their demat
account maintained with Depositories/Depository
Participants. Members are advised to update their
mobile number and e-mail address in their demat
accounts in order to access remote e-voting
facility. Following is the login method for remote
e-voting for individual members holding securities
in demat mode:
09Annual Report 2022-23
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Type of members Login Method
Individual members
holding securities in
demat mode with
NSDL
(i) User already registered for IDeAS facility:
(a) Visit URL: https://eservices.nsdl.com
(b) Click on the “Beneficial Owner” icon under “Login” under ‘IDeAS’ section.
(c) On the new page, enter User ID and Password. Post successful authentication, click on
“Access to e-Voting”
(d) Click on company name or e-Voting service provider and you will be re-directed to e-Voting
service provider website for casting the vote during the remote e-Voting period.
(ii) User not registered for IDeAS e-Services:
(a) To register click on link : https://eservices.nsdl.com
(b) Select “Register Online for IDeAS” or click at below link:
https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
(c) Proceed with completing the required fields.
(d) Follow steps given in above point (i)
(iii) Alternatively by directly accessing the e-Voting website of NSDL
(a) Open URL: https://www.evoting.nsdl.com/
(b) Click on the icon “Login” which is available under ‘Shareholder/Member’ section.
(c) A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat
account number held with NSDL), Password / OTP and a Verification Code as shown on
the screen.
(d) Post successful authentication, you will requested to select the name of the company and
the e-voting service provider name, i.e. KFinTech.
(e) On successful selection, you will be redirected to KFinTech e-voting page for casting your
vote during the remote e-voting period.
Individual members
holding securities in
demat mode with
CDSL
(i) Existing user who have opted for Easi/Easiest
(a) Visit URL: https://web.cdslindia.com/myeasitoken/home/login or URL: www.cdslindia.com
(b) Click on New System Myeasi
(c) Login with your registered user id and password.
(d) The user will see the e-Voting Menu. The Menu will have links of e-voting service provider i.e.
KFinTech e-voting portal.
(e) Click on e-voting service provider name to cast your vote.
(ii) User not registered for Easi/Easiest
(a) Option to register is available at https://web.cdslindia.com/myeasitoken/Registration/
EasiRegistration
(b) Proceed with completing the required fields.
(c) Follow the steps given in above point (i)
(iii) Alternatively, by directly accessing the e-Voting website of CDSL
(a) Visit URL: www.cdslindia.com
(b) Provide your demat Account Number and PAN No.
(c) System will authenticate user by sending OTP on registered mobile and email as recorded
in the demat account.
(d) After successful authentication, user will be provided links for the respective e-voting
service provider i.e. KFinTech where the e-voting is in progress.
Individual members
login through their
demat accounts/
Website of Depository
Participant
You can also login using the login credentials of your demat account through your Depository
Participant registered with NSDL /CDSL for remote e-voting facility. Once logged-in, you will be able
to see e-voting option. Once you click on e-voting option, you will be redirected to NSDL/CDSL
site after successful authentication, wherein you can see e-voting feature. Click on options available
against company name or e-voting service provider i.e. KFinTech and you will be redirected to e-voting
website of KFinTech for casting your vote during the remote e-voting period without any further
authentication.
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Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
Members who are unable to retrieve User ID/
Password are advised to use Forgot User
ID and Forgot Password option available at
respective websites of NSDL/CDSL. Please
contact NSDL helpdesk by sending a request at
ev[email protected].in or call at +91 22 4886
7000 or +91 22 2499 7000 and please contact
CDSL helpdesk by sending a request at
helpdesk.evoting@cdslindia.com or contact at
toll free no. 1800 22 55 33.
(ii) Login method for remote e-voting for non-
individual members or members holding securities
in physical mode: The non-individual members
or members holding securities in physical mode
desiring to exercise their vote(s) through remote
e-voting process are requested to refer to the
detailed procedure given as under:
(a) Open your web browser during the voting period
and navigate to https://evoting.kfintech.com.
(b) Enter the login credentials (i.e. User ID and
password sent with this Notice through e-mail).
If you have already registered with KFinTech for
e-voting, you can use your existing User ID and
password for casting your votes.
(c) After entering these details appropriately,
click on “LOGIN”.
(d) You will now reach password change menu
wherein you are required to mandatorily
change your password. The new password
shall comprise of minimum 8 characters with
at least one upper case (A-Z), one lower case
(a-z), one numeric value (0-9) and a special
character (@,#,$, etc.). The system will prompt
you to change your password and update your
contact details like mobile number, email ID
etc. on first login. You may also enter a secret
question and answer of your choice to retrieve
your password in case you forget it. It is
strongly recommended that you do not share
your password with any other person and that
you take utmost care to keep your password
confidential.
(e) You need to login again with the new
credentials.
(f) On successful login, the system will prompt
you to select the “EVENT” i.e. SpiceJet Limited.
(g) On the voting page, enter the number of
shares (which represents the number of
votes) as on the cut-o date under “FOR/
AGAINST” 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 as mentioned therein.
You may also choose the option ABSTAIN. If
the member does not indicate either “FOR”
or “AGAINST” it will be treated as “ABSTAIN”
and the shares held will not be counted under
either head.
(h) Members holding multiple Folios/Demat
Accounts need to choose the voting process
separately for each Folios/ Demat Accounts.
(i) Voting has to be done for each item of the
Notice separately. In case you do not desire
to cast your vote on any specific item it will be
treated as abstained.
(j) You may then cast your vote by selecting an
appropriate option and click on “Submit”.
(k) A confirmation box will be displayed. Click
“OK” to confirm else “CANCEL” to modify.
Once you confirm, you will not be allowed to
modify your vote. During the voting period,
members can login any number of times till
they have voted on the resolution(s).
(l) Corporate/Institutional Members (i.e. other
than Individuals, HUF, NRI, etc.) are also
required to send scanned certified true copy
(PDF Format) of the Board Resolution/
Authority Letter, etc. together with attested
specimen signature(s) of the duly authorized
representative(s), to the Scrutinizer at email ID
mkg1999@gmail.com with a copy marked to
evoting@kfintech.com. The scanned image of
the above mentioned documents should be in
the naming format “Corporate Name_ EVENT
No.”
(m) In case of any queries, you may refer the
Frequently Asked Questions (FAQs) for
shareholders and remote e-voting User Manual
for shareholders available at the download
section of http://evoting.kfintech.com
or contact KFinTech at Tel No. 1800 309 4001
(Toll Free).
(iii) Participation in the AGM through VC: Instructions
for all the members for attending the AGM of the
Company through VC are as follows:
(a) Member may attend the AGM through VC by
accessing https://emeetings.kfintech.com and
using the e-voting login credentials provided
in the e-mail received from the Company. After
logging in, click on the Video Conference Tab
and select the EVEN of the Company. Click
on the video symbol and accept the meeting
etiquettes to join the meeting. Please note that
the members who do not have the User ID and
password for e-voting or have forgotten the
User ID and password may retrieve the same
by following the remote e-voting instructions
mentioned above.
(b) Facility for joining AGM though VC shall
open at least thirty minutes before the
commencement of the AGM.
(c) Members are encouraged to join the AGM
through Laptops/ Desktops with Google
Chrome (preferred browser), Safari, Internet
Explorer, Microsoft Edge, Mozilla Firefox 22.
Members will be required to grant access to
11Annual Report 2022-23
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
the webcam to enable VC. Further, members
connecting from Mobile Devices or Tablets
or through Laptop connecting via Mobile
Hotspot may experience Audio/Video loss
due to fluctuation in their respective network.
It is therefore recommended to use Stable
Wi-Fi or LAN Connection to mitigate any kind
of aforesaid glitches.
(d) As the AGM is being conducted through VC,
for the smooth conduct of proceedings of the
AGM, members are encouraged to express
their views / send their queries in advance
mentioning their name, demat account details,
folio number and e-mail ID.
(e) The members who have not cast their vote
through remote e-voting shall be eligible
to cast their vote through e-voting system
available during the AGM. E-voting during
the AGM is integrated with the VC platform.
The members may click on the voting icon
displayed on the screen to cast their votes.
(f) A member can opt for only single mode of
voting i.e., through remote e-voting or e-voting
at the AGM. If a member casts votes by both
modes, then voting done through remote
e-voting shall prevail and vote at the AGM shall
be treated as invalid.
(g) Speaker Registration: The members who
wish to speak during the meeting may
register themselves as speakers for the
AGM to express their views. They can visit
https://emeetings.kfintech.com and login
through the User ID and password provided
in the mail received from the Company. On
successful login, select ‘Speaker Registration’
which will opened from 9:00 a.m. to 5:00 p.m.
on January 6, 2024. Members shall be provided
a ‘queue number’ before the meeting. The
Company reserves the right to restrict the
speakers at the AGM to only those members
who have registered themselves, depending
on the availability of time for the AGM.
STATEMENT PURSUANT TO SECTION 102(1) OF
THE COMPANIES ACT, 2013
The following statement sets out all material facts relating
to the special businesses mentioned in the accompanying
Notice:
Item No. 3 and 4
The Board of Directors of the Company, at its meeting
held on December 12, 2023, has approved the issue of up
to 31,83,00,000 (Thirty One Crore Eighty Three Lakh only)
equity shares of the face value of Rs.10 (Rupees Ten) each
(“Tranche I Issue”) and up to 13,00,00,000 (Thirteen Crore
only) warrants, having option to apply for and be allotted
equivalent number of equity shares of the face value of Rs.10
(Rupees Ten) each (“Tranche II Issue”), on a preferential basis.
Section 62 of the Companies Act, 2013 provides, inter-alia,
that when it is proposed to increase the subscribed capital of
a company by the issue of further shares, such further shares
may be oered to any persons, whether or not those persons
include the persons referred to in Section 62(1)(a) of the
Companies Act, 2013, if it is authorised by a special resolution.
Hence, the consent of the members of the Company by way of
special resolutions are being sought pursuant to the provisions
of Section 42, 62(1)(c) and all other applicable provisions
of the Companies Act, 2013 and in terms of the provisions
of the SEBI (Issue of Capital and Disclosure Requirements)
Regulations, 2018 (the “SEBI ICDR Regulations”).
Certain information in relation to the issue of equity shares
and warrants including the information as required under
Chapter V of the SEBI ICDR Regulations and the terms and
conditions of the issue are as under:
1. Objects of the preferential issue: Due to cascading
eect of Covid-19 pandemic and other factors, the
Company’s outstanding dues towards its statutory
authorities, aircraft lessors, vendors, creditors etc. has
increased enormously in last few years. The present
preferential issues will strengthen the financial position
of the Company and improve the cash flow of the
Company. Disclosure as per BSE Notice dated December
13, 2022 bearing no. 20221213-47 regarding proceeds of
issue is as follows :
The proceeds of the Tranche I Issue aggregating up to
Rs.15,91,50,00,000 (Rupees Fifteen Hundred Ninety One
Crore Fifty Lakh only) from preferential allotment of up to
31,83,00,000 (Thirty One Crore Eighty Three Lakh only)
equity shares shall be utilised in following manner:
Object/Purpose Amount
(In Rupees)
Tentative
Timeline*
Payment of statutory
obligations such as
TDS, GST, PF etc.
3,60,00,00,000 June 30, 2024
Settlement with
creditors for past
dues
2,85,00,00,000 June 30, 2024
Uplifting and
ungrounding of
fleet and new fleet
acquistion
3,55,00,00,000 December 31,
2024
ATF expesnes 1,40,00,00,000 June 30, 2024
Employee expenses 54,50,00,000 June 30, 2024
General Corporate
Purposes – 25%
of the funds to
be raised through
preferential issue
3,97,00,00,000 June 30, 2024
Total 15,91,50,00,000
The proceeds of the Tranche II Issue aggregating up
to Rs.6,50,00,00,000 (Rupees Six Hundred Fifty Crore
only) from preferential allotment of up to 13,00,00,000
(Thirteen Crore only) warrants, having option to apply
for and be allotted equivalent number of equity shares
shall be utilised in following manner:
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Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
Object/Purpose Amount
(In Rupees)
Tentative
Timeline*
Payment of statutory
obligations such as
TDS, GST, PF etc.
1,44,00,00,000 July 31, 2025
Settlement with
creditors for past
dues
1,15,00,00,000 July 31, 2025
Uplifting and
ungrounding of
fleet and new fleet
acquistion
1,45,00,00,000 July 31, 2025
ATF expesnes 60,00,00,000 July 31, 2025
Employee expenses 24,00,00,000 July 31, 2025
General Corporate
Purposes – 25%
of the funds to
be raised through
preferential issue
1,62,00,00,000 July 31, 2025
Total 6,50,00,00,000
*Pending utilisation of funds for the purpose set forth
above, the amount shall be kept in fixed/current deposits
accounts maintained with the banks.
The proposed utilisation timelines are based on internal
management estimates of the Company, assessed in light
of current circumstances of the Company’s business.
These timelines are, however, dependent upon various
factors beyond the Company’s control, such as changes
in costs, financial condition, competitive environment,
inflation, employment, technological changes, interest
or exchange rate fluctuations and finance charges,
government regulations etc. If the proceeds are not
utilised (in full or in part) for the objects stated above
during the periods stated above due to any such factors,
the remaining proceeds shall be utilised in subsequent
periods in such manner as may be determined by the
Company, in accordance with applicable laws.
2. Issue size and maximum number of equity shares to be
issued: (a) up to 31,83,00,000 (Thirty One Crore Eighty
Three Lakh only) equity shares of the face value of Rs.10
(Rupees Ten) each; and (b) up to 13,00,00,000 (Thirteen
Crore only) warrants, having option to apply for and be
allotted equivalent number of equity shares of the face
value of Rs.10 (Rupees Ten). The aggregate issue size for
equity shares and warrants, having option to apply for
and be allotted equivalent number of equity shares is
Rs.22,41,50,00,000 (Rupees Twenty Two Hundred Forty
One Crore Fifty Lakh only).
3. Basis of pricing of the issue: In terms of Regulation 164
of the SEBI ICDR Regulations, the price of the equity
shares to be allotted pursuant to the preferential issue
shall be not less than higher of the following:
(i) Ninety trading days’ volume weighted average price
of the equity shares quoted on the stock exchange
preceding the Relevant Date; or
(ii) Ten trading days’ volume weighted average prices
of the equity shares quoted on the stock exchange
preceding the Relevant Date.
Explanation:
“Relevant Date” means the date thirty days prior to the
date on which the meeting of shareholders is held to
consider the proposed preferential issue.
Both the resolutions are proposed for consent of
members by way of special resolution in the Annual
General Meeting to be held on January 10, 2024.
Accordingly the Relevant Date for both proposed
preferential issue is December 11, 2023.
“Stock Exchange” means any of the recognised stock
exchange(s) in which the equity shares of the issuer are
listed and in which the highest trading volume in respect
of the equity shares of the issuer has been recorded
during the preceding ninety trading days prior to the
Relevant Date. Equity shares of the Company are only
listed on BSE Limited.
In terms of existing Articles of Association of the
Company, the issue price of the equity shares of the
Company for preferential issue is not required to be
determined through valuation. Since, the proposed
preferential issue is for more than five percent of the
post issue fully diluted share capital of the Company,
the Company has also obtained a valuation report
from an independent registered valuer namely SSPA
& Co., Chartered Accountants [Firm Registration No.
128851W] having oce at First Floor, “Arjun”, Plot No.
6A, V. P. Road, Andheri (West), Mumbai – 400058, in
terms of Regulation 166A of the SEBI ICDR Regulations,
to consider the same for determining the issue price.
The valuation report shall be open for inspection at the
registered oce of the Company during business hours
on all working days, except Saturday/ Sunday and other
public holidays, between 10:00 a.m. to 12:00 noon and
shall also be available on website of the Company at
www.spicejet.com under the ‘Investors’ section at link
https://corporate.spicejet.com/InvestorsNotices.aspx.
However, the issue price of the equity shares to be
allotted pursuant to the present preferential issues shall
be Rs.50 (Rupees Fifty only) per share which is higher of
the floor price determined under Regulation 164 of the
SEBI ICDR Regulations, or the price determined under
the valuation report from the independent registered
valuer or the price determined in accordance with the
provisions of the Articles of Association of the Company.
4. Intent of the promoters, directors or key managerial
personnel or senior management of the issuer to
subscribe to the oer: The preferential issue under
these resolutions are not being made to the promoters,
directors or key management personnel of the Company.
5. Shareholding pattern of the Company before and after
the preferential issue:
The shareholding pattern of the Company before and
after the preferential issues under Tranche I Issue is as
mentioned below:
13Annual Report 2022-23
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
Category of shareholder Pre-issue as on December 11, 2023 Post- Issue
Total number
of shares
Percentage of
total number of
shares
Total number of
shares
Percentage of
total number of
shares
Promoter and Promoter Group (A) 38,65,57,979 56.49 38,65,57,979 38.55
Public (B) 29,77,80,072 43.51 61,60,80,072 61.45
Total (A) + (B) 68,43,38,051 100.00 1,00,26,38,051 100.00
Custodian (C) 0 0.00 0 0.00
Grand Total (A) + (B) + (C) 68,43,38,051 100.00 1,00,26,38,051 100.00
Note: The aforesaid shareholding are based on capital as on December 11, 2023 without taking into consideration any potential dilutions by
way of issuance of shares under the ESOP Scheme of the Company or conversion of outstanding 13,14,08,514 warrants held by promoter
group.
The shareholding pattern of the Company before and after the preferential issues under Tranche II Issue is as mentioned
below:
Category of shareholder Pre-issue as on December 11, 2023 Post- Issue (Assuming conversion
under Tranche II Issue)
Total number
of shares
Percentage of
total number of
shares
Total number
of shares
Percentage of
total number
of shares
Promoter and Promoter Group (A) 38,65,57,979 38.55 38,65,57,979 34.13
Public (B) 61,60,80,072 61.45 74,60,80,072 65.87
Total (A) + (B) 1,00,26,38,051 100.00 1,13,26,38,051 100.00
Custodian (C) 0 0.00 0 0.00
Grand Total (A) + (B) + (C) 1,00,26,38,051 100.00 1,13,26,38,051 100.00
Note: The aforesaid shareholding are based on capital as on December 11, 2023 considering allotment of all equity shares under
Tranche I Issue but without taking into consideration any potential dilutions by way of issuance of shares under the ESOP Scheme of
the Company or conversion of outstanding 13,14,08,514 warrants held by promoter group.
6. Time frame within which the preferential issue shall be
completed: The allotment pursuant to these resolutions
shall be completed within a period of fifteen (15) days
from the date of passing of the resolution by members
of the Company, provided that where any approval or
permission by any regulatory authority or the Central
Government for allotment is pending, the period of
fifteen (15) days shall be counted from the date of the
order on such application or the date of approval or
permission, as the case may be.
Further, the allotment of equity shares pursuant to
exercise of options attached to the warrants shall be
completed within 15 days from the date of such exercise
by the Proposed Allottee.
7. Disclosure in case of wilful defaulter or a fraudulent
borrower or fugitive economic oender: Neither the
Company, nor its directors or promoters have been
declared as wilful defaulter or a fraudulent borrower
as defined under Regulation 2(lll) of the SEBI ICDR
Regulations and therefore disclosures specified in
Schedule VI of the SEBI ICDR Regulations is not
applicable.
Further, none of the promoters or directors of the
Company are fugitive economic oender as defined
under Regulation 2(p) of the SEBI ICDR Regulations.
8. The current and proposed status of the allottee(s)
post the preferential issue namely, promoter or non-
promoter: The Proposed Allottee(s) are under Non-
Promoter category. There will be no change in status of
the Proposed Allottee(s) post the preferential issue.
9. Undertaking as to re-computation of price: Since the
equity shares of the Company has been listed on the
recognised Stock Exchange(s) for a period of more
than ninety trading days prior to the Relevant Date, the
Company is not required to re-compute the price of
equity shares and therefore the Company is not required
to submit the undertaking specified under Regulations
163(1)(g) and (h) of the SEBI ICDR Regulations.
10. Certificate of practicing company secretary: A
copy of the certificate from a Practicing Company
Secretary, KVMS & Co. LLP (Company Secretaries, ICSI
Firm Regd. No. L2021DE010800) certifying that the
preferential issue is being made in accordance with
the requirements contained in Chapter V of the SEBI
ICDR Regulations shall be open for inspection at the
registered oce of the Company during business hours
on all working days, except Saturday/ Sunday and
other public holidays, between 10:00 a.m. to 12:00 noon
and shall also be available on website of the Company
at www.spicejet.com under the ‘Investors’ section at
link https://corporate.spicejet.com/InvestorsNotices.aspx.
14
SpiceJet Limited
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
11. Identity of the natural persons who are the ultimate beneficial owners of the shares proposed to be allotted and/or who
ultimately control the proposed allottees and the percentage of post preferential issue capital that may be held by the
allottee(s) and change in control, if any, in the issuer consequent to the preferential issue:
Details are as follows:
S.
No.
Name of the proposed
allottee and Status
Name of the
ultimate beneficial
owner
Fresh
allotment
of equity
shares under
Tranche I
Issue
Post Allotment holding
after Tranche I Issue
Fresh
allotment
of equity
shares under
Tranche II
Issue upon
conversion
Post Allotment holding
after Tranche II Issue and
conversion thereof
No. of Shares Percentage No. of Shares Percentage
1. All Trade Consultants
Pvt. Ltd.
Sushila Devi Agarwal
and Vidya Agarwal
40,00,000 40,00,000 0.40 0 40,00,000 0.35
2. Amar Alliance Securities
Pvt. Ltd.
Divyanshu Aggarwal 10,00,000 10,00,000 0.10 0 10,00,000 0.09
3. Anant Aggarwal Not applicable 5,00,000 5,00,164 0.05 0 5,00,164 0.04
4. Ananthkrishna
Subramanian Iyer
Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
5. Anju Gupta Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
6. Anuj Premkumar
Agarwal HUF
Anuj Premkumar
Agarwal
5,00,000 5,00,000 0.05 0 5,00,000 0.04
7. Aries Opportunities
Fund Ltd.
Nitin Singhal. 4,00,00,000 4,00,00,000 3.99 0 4,00,00,000 3.53
8. Arjun Juneja Not applicable 10,00,000 10,00,000 0.10 0 10,00,000 0.09
9. Ashibhadarsh Ventures
Pvt. Ltd.
Bhavin Vinod Parekh
and Ashita Bhavin
Parekh
50,00,000 50,00,000 0.50 0 50,00,000 0.44
10. Ashwin Mehta HUF Ashwin Shantilal
Mehta
5,00,000 5,00,000 0.05 0 5,00,000 0.04
11. Bhavana Holdings Pvt.
Ltd.
Mahendra Vasantri
Doshi
8,00,000 8,00,000 0.08 0 8,00,000 0.07
12 Biz Secure Labs Pvt. Ltd. Sanjiv Shayam Kela 5,00,000 5,00,000 0.05 0 5,00,000 0.04
13. Divyanshu Aggarwal Not applicable 10,00,000 10,00,000 0.10 0 10,00,000 0.09
14. Glaxo Finance Pvt. Ltd. Surendra Kumar
Duggar
11,00,000 11,00,000 0.11 0 11,00,000 0.10
15. Griebs Comosales LLP Rachit Poddar 10,00,000 10,00,000 0.10 0 10,00,000 0.09
16. Harihara Mahapatra Not applicable 2,00,00,000 2,00,00,000 1.99 0 2,00,00,000 1.77
17. Harit Exports Pvt. Ltd. Mohit Ramgopal
Agarwal
5,00,000 5,00,000 0.05 0 5,00,000 0.04
18.
Hello Money Advisors LLP
Rachit Poddar 10,00,000 10,00,000 0.10 0 10,00,000 0.09
19. Indrasinh Sajubha Zala Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
20. Intech Technology DMCC Amit Patel 20,00,000 20,00,000 0.20 0 20,00,000 0.18
21. Jehangir Homi Mehta Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
22. Kapil Garg Not applicable 10,00,000 10,00,000 0.10 0 10,00,000 0.09
23. Ketan P Kamdar Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
24. KIFS International LLP Vimal P.
Khandwala,Rajesh
P. Khandwala, and
Jayesh P. Khandwala
30,00,000 30,00,000 0.30 0 30,00,000 0.26
25. Kirti Rungta Not applicable 2,00,000 2,00,000 0.02 0 2,00,000 0.02
26. Kollagunta Sreenivasan
Gopalaswamy
Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
27. LKP Finance Ltd. Mahendra Vasantri
Doshi
10,00,000 10,00,000 0.10 0 10,00,000 0.09
15Annual Report 2022-23
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
S.
No.
Name of the proposed
allottee and Status
Name of the
ultimate beneficial
owner
Fresh
allotment
of equity
shares under
Tranche I
Issue
Post Allotment holding
after Tranche I Issue
Fresh
allotment
of equity
shares under
Tranche II
Issue upon
conversion
Post Allotment holding
after Tranche II Issue and
conversion thereof
No. of Shares Percentage No. of Shares Percentage
28. Martina Developers and
Fincon Pvt. Ltd.
Anubhav Dham 2,00,000 2,00,000 0.02 0 2,00,000 0.02
29. Monika Garware Not applicable 20,00,000 20,00,000 0.20 0 20,00,000 0.18
30. Morde Foods Pvt. Ltd. Harshal Chandrakant
Morde
20,00,000 20,00,000 0.20 0 20,00,000 0.18
31. Mridul Das Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
32. N Ravichandran Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
33. Navin Mahavirprasad
Dalmia
Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
34. Nexta Enterprises LLP Hardik Mahendra
Shah and Geeta
Chetan Shah
10,00,000 10,00,000 0.10 0 10,00,000 0.09
35. Nexus Global
Opportunities Fund
Jamal Ibrahim
Mohammad Alhaj Alhi
5,00,000 8,00,000 0.08 0 8,00,000 0.07
36. Om Apex Investment
Services Pvt. Ltd.
G Venkatakrishnan
Iyer
5,00,000 5,00,000 0.05 0 5,00,000 0.04
37. Payal Nitin Magiya Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
38.
Prabhudas Lilladher
Advisory Servcies Pvt. Ltd.
Amisha Niraj Vora 5,00,000 5,00,000 0.05 0 5,00,000 0.04
39. Preeti Mahapatra Not applicable 20,00,00,000 20,00,00,000 19.95 0 20,00,00,000 17.66
40. Priya Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
41. R. Shankari Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
42. Raghav Investment Pvt
Ltd
Ram Prakash Golyan
and Madan Lal
40,00,000 40,00,000 0.40 0 40,00,000 0.35
43. Rajesh K Patel Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
44. Rakesh Gupta Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
45. Rashi Fincorp Ltd. Ashish Singhania
and Vivek Singhania”
5,00,000 5,00,000 0.05 0 5,00,000 0.04
46. Resonance
Opportunities Fund
Yajjadeo LOTUN 10,00,000 10,00,000 0.10 0 10,00,000 0.09
47. Ridhi Vincom Pvt. Ltd. Rahul Bagaria 20,00,000 20,00,000 0.20 0 20,00,000 0.18
48. Rohit Agrawal Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
49. Ruhina Sharma Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
50. Saloni Jesal Shah Not applicable 20,00,000 20,00,000 0.20 0 20,00,000 0.18
51. Sanjiv Shyam Kela Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
52. Shalini Chandrakant
Morde
Not applicable 10,00,000 10,00,000 0.10 0 10,00,000 0.09
53. Shree Shyam Enterprises Shakuntla Jain 5,00,000 5,00,000 0.05 0 5,00,000 0.04
54. Shree Shyam
Investments
Megha Bhuwania,
Anil Kedia and
Kusum Bhuwania
30,00,000 30,00,000 0.30 0 30,00,000 0.26
55. Vanaja Sundar Iyer Not applicable 20,00,000 20,00,000 0.20 0 20,00,000 0.18
56. Vikasa India EIF I Fund -
Share Class P
Mark Andrew
Rankin, Dorsey
Randal Buttram Jr.
and Roshen Pujari
5,00,000 5,00,000 0.05 0 5,00,000 0.04
57. Viney Parkash Aggarwal Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
58. Vishal Nitin Sampat Not applicable 5,00,000 5,00,000 0.05 0 5,00,000 0.04
59. Arunim Purkayastha Not applicable 0 0 0.00 1,00,00,000 1,00,00,000 0.88
16
SpiceJet Limited
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
S.
No.
Name of the proposed
allottee and Status
Name of the
ultimate beneficial
owner
Fresh
allotment
of equity
shares under
Tranche I
Issue
Post Allotment holding
after Tranche I Issue
Fresh
allotment
of equity
shares under
Tranche II
Issue upon
conversion
Post Allotment holding
after Tranche II Issue and
conversion thereof
No. of Shares Percentage No. of Shares Percentage
60. Elara India Oppurtunites
Fund Ltd.
Rajendra Bhatt 0 0 0.00 10,00,00,000 10,00,00,000 8.83
61. Jyoti Gupta Not applicable 0 4,999 0.00 50,00,000 50,04,999 0.44
62. Mayur Gupta Not applicable 0 4,000 0.00 50,00,000 50,04,000 0.44
63. Silver Stallion Ltd. Bharti Amul Shah
and Amul Shah
0 0 0.00 1,00,00,000 1,00,00,000 0.88
Total 31,83,00,000 13,00,00,000
There will be no change of control in the Company
consequent to the preferential issue.
12. Details of preferential issues already been made by the
Company during the financial year 2023-24: During the
financial year 2023-24, the Company has made allotment
of 3,41,72,000 (Three Crore Forty One Lakh Seventy
Two Thousand only) equity shares of the face value of
Rs.10 (Rupees Ten) each and 13,14,08,514 (Thirteen Crore
Fourteen Lakh Eight Thousand Five Hundred Fourteen
only) warrants, having option to apply for and be
allotted equivalent number of equity shares of the face
value of Rs.10 (Rupees Ten) each to Spice Healthcare
Private Limited (Promoter Group) at an issue price of
Rs.29.84 (Rupees Twenty Nine and Eighty Four Paisa)
per share on preferential basis on September 4, 2023.
The Company has also made allotment of 4,81,23,186
(Four Crore Eighty One Lakh Twenty Three Thousand
One Hundred and Eighty Six only) equity shares of the
face value of Rs.10 (Rupees Ten) each to 9 (Nine) aircraft
lessors of Carlyle Aviation Partners (Non-Promoters) at
an issue price of Rs.48 (Rupees Forty Eight) per share
on preferential basis on September 4, 2023 consequent
upon conversion of their existing outstanding dues of
Rs.2,30,99,12,928 (Rupees Two Hundred and Thirty Crore
Ninety Nine Lakh Twelve Thousand Nine Hundred and
Twenty Eight only).
13. Other disclosures: No allotment under the present
preferential issues are proposed to be made for
consideration other than cash. No asset of the Company
is being charged as security.
As per Section 62(1)(c) of the Companies Act, 2013,
approval of the members by way of special resolution is
required for allotment of further shares on preferential
basis to above named allottee(s). Accordingly, the
consent of the members is being sought, pursuant to
the provisions of Section 62(1)(c) and other applicable
provisions of the Companies Act, 2013 and rules made
thereunder and the SEBI ICDR Regulations to issue and
allot equity shares on preferential basis as stated in the
special resolution.
The directors recommend the resolutions for your approval.
None of the directors and key managerial personnel of
the Company including their relatives are, in any way,
concerned or interested in the resolution no. 3 and 4.
Item No. 5
Mr. Ajay Aggarwal (DIN: 00001122) was appointed as an
Independent Director of the Company for a period of five
years eective from February 11, 2019, and he holds oce
as an Independent Director of the Company upto February
10, 2024. As per the provisions of the Companies Act, 2013
(the “Act”) and rules made thereunder and the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015
(the “SEBI Listing Regulations”), an independent director
can hold oce for a term of upto five consecutive years on
the board of a company and can be re-appointed for another
term of five consecutive years with the approval of members
by way of a special resolution.
The Board of Directors in its meeting held on December
4, 2023 on the recommendation of the Nomination and
Remuneration Committee and after taking into consideration
the performance evaluation, background, experience and
contribution made by Mr. Aggarwal during his tenure as an
Independent Director of the Company, decided that the
continued association of Mr. Aggarwal would be beneficial to
the Company and it is desirable to continue to avail his services
as an Independent Director of the Company and approved the
re-appointment of Mr. Aggarwal as an Independent Director
of the Company, for a second term of five consecutive years,
eective from February 11, 2024 to February 10, 2029, subject
to requisite approval of members.
Mr. Aggarwal is not disqualified from being appointed as
Director in terms of Section 164 of the Act and has given his
consent and information/disclosures as prescribed under the
Act and applicable provisions of the SEBI Listing Regulations.
The Company has also received a notice in writing from
a member under Section 160 of the Act, proposing the
candidature of Mr. Aggarwal for the oce of Independent
Director of the Company.
The Company has also received the following from Mr.
Aggarwal:
(i) Consent in writing to act as Director in Form DIR-2
pursuant to Rule 8 of the Companies (Appointment &
Qualification of Directors) Rules, 2014 (the “Directors
Appointment Rules”);
17Annual Report 2022-23
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
(ii) Intimation in Form DIR-8 in terms of the Directors
Appointment Rules to the eect that he is not disqualified
under Section 164(2) of the Act;
(iii) A declaration to the eect that he meets the criteria of
independence as provided in Section 149(6) of the Act
and under the SEBI Listing Regulations;
(iv) Declaration pursuant to BSE Circular No. LIST/
COMP/14/2018-19 dated June 20, 2018 that he has not
been debarred from holding oce of a director by virtue
of any order passed by SEBI or any other such authority;
(v) Confirmation that he is not aware of any circumstance or
situation which exists or may be reasonably anticipated
that could impair or impact his ability to discharge his
duties as an Independent Director of the Company;
(vi) A declaration that he is in compliance with Rules 6(1) and
6(2) of the Directors Appointment Rules, with respect
to his registration with the data bank of independent
directors maintained by the Indian Institute of Corporate
Aairs.
In the opinion of the Board, Mr. Aggarwal, fulfils the conditions
specified in the Companies Act, 2013 and the rules made
thereunder and he is independent of the management.
Considering his area of expertise, rich experience and
independence towards the Company, the appointment of Mr.
Aggarwal has been proposed.
A copy of the draft letter for re-appointment of Mr. Aggarwal
as an Independent Director setting out the terms and
conditions is available for inspection without any fee by the
members at the Company’s registered oce on working days,
except Saturday/ Sunday and other public holidays, between
10:00 a.m. to 12:00 noon from the date of circulation of the
Notice upto the closure of remote e-voting.
The directors recommend the resolution for your approval.
Except, Mr. Aggarwal, none of the directors and key managerial
personnel of the Company including their relatives are, in any
way, concerned or interested in the said resolution.
Item No. 6
Mr. Manoj Kumar (DIN: 00072634) was appointed as an
Independent Director of the Company for a period of five
years eective from May 28, 2019, and he holds oce as an
Independent Director of the Company upto May 27, 2024. As
per the provisions of the Companies Act, 2013 (the “Act”)
and rules made thereunder and the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 (the “SEBI
Listing Regulations”), an independent director can hold
oce for a term of upto five consecutive years on the board
of a company and can be re-appointed for another term of
five consecutive years with the approval of members by way
of a special resolution.
The Board of Directors in its meeting held on December 4,
2023 on the recommendation of the Nomination and
Remuneration Committee and after taking into consideration
the performance evaluation, background, experience and
contribution made by Mr. Kumar during his tenure as an
Independent Director of the Company, decided that the
continued association of Mr. Kumar would be beneficial to the
Company and it is desirable to continue to avail his services
as an Independent Director of the Company and approved
the re-appointment of Mr. Kumar as an Independent Director
of the Company, for a second term of five consecutive years,
eective from May 28, 2024 to May 27, 2029, subject to
requisite approval of members.
Mr. Kumar is not disqualified from being appointed as Director
in terms of Section 164 of the Act and has given his consent
and information/disclosures as prescribed under the Act
and applicable provisions of the SEBI Listing Regulations.
The Company has also received a notice in writing from
a member under Section 160 of the Act, proposing the
candidature of Mr. Kumar for the oce of Independent
Director of the Company.
The Company has also received the following from Mr. Kumar:
(i) Consent in writing to act as Director in Form DIR-2
pursuant to Rule 8 of the Companies (Appointment &
Qualification of Directors) Rules, 2014 (the “Directors
Appointment Rules”);
(ii) Intimation in Form DIR-8 in terms of the Directors
Appointment Rules to the eect that he is not disqualified
under Section 164(2) of the Act;
(iii) A declaration to the eect that he meets the criteria of
independence as provided in Section 149(6) of the Act
and under the SEBI Listing Regulations;
(iv) Declaration pursuant to BSE Circular No. LIST/
COMP/14/2018-19 dated June 20, 2018 that he has not
been debarred from holding oce of a director by virtue
of any order passed by SEBI or any other such authority;
(v) Confirmation that he is not aware of any circumstance or
situation which exists or may be reasonably anticipated
that could impair or impact his ability to discharge his
duties as an Independent Director of the Company;
(vi) A declaration that he is in compliance with Rules 6(1) and
6(2) of the Directors Appointment Rules, with respect
to his registration with the data bank of independent
directors maintained by the Indian Institute of Corporate
Aairs.
In the opinion of the Board, Mr. Kumar, fulfils the conditions
specified in the Companies Act, 2013 and the rules made
thereunder and he is independent of the management.
Considering his area of expertise, rich experience and
independence towards the Company, the appointment of Mr.
Kumar has been proposed.
A copy of the draft letter for re-appointment of Mr. Kumar as
an Independent Director setting out the terms and conditions
is available for inspection without any fee by the members
at the Company’s registered oce on working days, except
Saturday/ Sunday and other public holidays, between 10:00
a.m. to 12:00 noon from the date of circulation of the Notice
upto the closure of remote e-voting.
The directors recommend the resolution for your approval.
Except, Mr. Kumar, none of the directors and key managerial
personnel of the Company including their relatives are, in any
way, concerned or interested in the said resolution.
18
SpiceJet Limited
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
Additional information pursuant to Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and Secretarial Standard – 2 issued by the Institute of Company Secretaries of India in respect of
re-appointment and/or fixation of remuneration of directors:
Name Mrs. Shiwani Singh Mr. Ajay Aggarwal Mr. Manoj Kumar
DIN 05229788 00001122 00072634
Date of Birth/ Age November 21, 1971 (52 years) November 16, 1959 (64 years) November 16, 1965 (58 years)
Date of first
Appointment
on the Board of
SpiceJet Limited
May 21, 2015 February 11, 2019 May 28, 2019
Qualification Graduate B.Sc. (Hons) (Bombay University),
Diploma in Multi-Track Recording
Tech (USA) Diploma in Financial
Management (K.C. College)
B.Com. (Hons) (Delhi University)
and Executive Management
Program from IIM Ahemdabad
Brief resume and
experience
Mrs. Singh is competent
businesswoman who takes care
of her family’s real estate and
fashion accessories business.
She brings rich and successful
experience in general business
management and also provides
benefit of gender diversity to
the Board of Directors.
Mr. Aggarwal have rich
experience of over 41 years in
providing training resources
(videos/simulations/games/e-
learning etc.) for Management
Skills Development and Maritime
Safety Training to Corporates
and Shipping Companies across
India. With his vast experience
in training and development, Mr.
Aggarwal brings rich diversity to
our Board.
He is an active member of Rotary
Club of Mumbai Queen’s Necklace
since 1985 and served as Club
President during year 1991-92.
Mr. Kumar is a businessman and
he has interest in textile business/
trading. He is also a trustee of
Hindu College, Lady Shri Ram
College of Delhi University and
Rtn. Naqshband Institute for
Physically Challenged. Mr. Kumar
is also an active member of
Rotary Club of Delhi Midtown.
He brings with him multilevel
experience in business
management which will also help
the Company in having diversified
knowledge based portfolio of the
Board.
No. of Board
meetings
attended during
the year 2022-23
1 (one) 3 (three) 3 (three)
Relationship with
directors and
Key Managerial
Personnel
Mrs. Shiwani Singh is spouse
of Mr. Ajay Singh, Chairman &
Managing Director
Nil Nil
Directorship in
other companies
as on March 31,
2023
Argentum Electric Vehicles Pvt.
Ltd., Canvin Real Estate Pvt. Ltd.,
Greenline Communication Pvt.
Ltd., Greenline Transit System
Pvt. Ltd., I2N Technologies Pvt.
Ltd., Multipurpose Trading and
Agencies Ltd., Pan India Motors
Pvt. Ltd., Spice Club Pvt. Ltd.,
Spice Ground Handling Services
Pvt. Ltd., Spice Shuttle Pvt. Ltd.,
Spice Wecare Pvt. Ltd., SpiceJet
Innovate Pvt. Ltd., SpiceJet
Interactive Pvt. Ltd., SpiceJet
Merchandise Pvt. Ltd., SpiceJet
Technic Pvt. Ltd., SpiceTech
System Pvt. Ltd., SpiceXpress
and Logistics Pvt. Ltd. and Star
Bus Services Pvt. Ltd.
A3M Direct Brand Purchase Pvt.
Ltd.,
Multi Media Hrd Pvt. Ltd. and
Viridis Chemicals Pvt. Ltd.
B H P C Clothing Pvt. Ltd., DCM
Shriram Industries Ltd., M R
Ram Chand and Co Pvt. Ltd.,
Raghushree Sales Pvt. Ltd. and
Select World Tours (India) Pvt.
Ltd.
19Annual Report 2022-23
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
Name Mrs. Shiwani Singh Mr. Ajay Aggarwal Mr. Manoj Kumar
Chairperson/
Member of the
Committee of the
Board of Directors
of SpiceJet
Limited as on
March 31, 2023
Audit Committee – Member
Corporate Social Responsibility
Committee – Member
Stakeholders Relationship
Committee – Member
Audit Committee – Member
Nomination and Remuneration
Committee – Chairperson
Corporate Social Responsibility
Committee – Chairperson
Audit Committee – Member
Nomination and Remuneration
Committee – Member
Stakeholder Relationship
Committee – Chairperson
Chairperson/
Member of the
Committee of
other companies
in which he/she is
a Director as on
March 31, 2023
Multipurpose Trading &
Agencies Ltd.:
Nomination and Remuneration
Committee – Chairperson
Stakeholder Relationship
Committee – Chairperson
Nil DCM Shriram Industries Ltd:
Risk Management Committee –
Member
Audit Committee – Member
Shareholding
in the company
(equity shares of
Rs.10 each) as on
March 31, 2023
6,001 20,000 8,000
Remuneration to
be paid
Nil Nil Nil
Remuneration last
drawn
Nil Nil Nil
$
No remuneration is being paid to non-executive directors other than the sitting fee for attending meetings of the Board and reimbursement for
expenses incurred for participating in such meetings.
20
SpiceJet Limited
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
Board’s Report
Dear Members,
It is our immense pleasure to present the 39
th
Annual Report along with the audited financial statements of your Company for
the financial year ended March 31, 2023. The consolidated performance of the Company and its subsidiaries has been referred
to wherever required.
1. Financial Performance
The financial performance of the Company for the financial year 2022-23, on a standalone and consolidated basis, is
summarised below:
(Amount in Rupees million)
Particulars Standalone Consolidated
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
TOTAL INCOME 98,597.50 75,445.60 98,418.89 75,717.15
Expenses
Operating Expenses 74,057.59 57,943.65 73,537.91 57,671.36
Cost of inventory consumed 902.92 608.92 924.55 1,008.30
Employee Benefit Expenses 8,438.71 7,087.49 8,800.07 7,349.93
Selling Expenses 2,278.11 1,220.49 2,279.84 1,219.46
Other Expenses 13,251.53 7,982.82 13,252.79 7961.51
Earnings before interest, tax, depreciation and
amortization
(331.36) 602.23 (376.27) 506.59
Depreciation and amortisation expense (10,193.64) (12,897.32) (10,227.41) (12,933.36)
Finance Income 551.36 640.81 551.81 588.27
Finance Cost (5,056.51) (4,825.79) (5,077.60) (4,829.61)
Profit/ (Loss) before taxation and extraordinary
items
(15,030.15) (16,480.07) (15,129.47) (16,668.11)
Tax Expenses - - - -
Exceptional items - (774.58) - (774.58)
Profit/ (Loss) after taxation (15,030.15) (17,254.65) (15,129.47) (17,442.69)
Profit/ (Loss) brought Forward (48,902.29) (31,724.67) (49,420.55) (32,051.82)
Depreciation expense adjusted against reserves - - - -
Profit/ (Loss) for the year (15,030.15) (17,254.65) (15,129.47) (17,442.69)
Other comprehensive income (1.10) 35.63 (0.48) 32.56
Transferred from general reserve - - - -
Other 25,599.01 41.40 25.61 41.40
Amount transferred to other equity (38,334.53) (48,902.29) (64,524.89) (49,420.55)
Notes: The above figures are extracted from the audited standalone and consolidated financial statements of the Company.
The amount shown in bracket () in the above table are negative in value.
The standalone and consolidated financial statements
of the Company for the financial year ended March 31,
2023, have been prepared in accordance with the Indian
Accounting Standards as notified by the Ministry of
Corporate Aairs and as amended from time to time.
On a standalone basis, the Company achieved total
income of Rs.98,597.50 million during the current financial
year as against Rs.75,445.60 million in the previous
financial year and reported standalone loss of Rs.15,030.15
million during the current financial year as against loss of
Rs.17,254.65 million in the previous financial year.
2. State of Aairs and Material Development
(i) The Company is engaged in business of schedule
airline services and has completed its eighteenth
years of operation on May 23, 2023 making
flying more aordable for the common man and
connecting the unconnected parts of the country.
The Company reported highest load factor of 88%
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
21Annual Report 2022-23
for domestic scheduled flights with an increase
in load factor by 7.24% compared to last year.
The Company also operated 1,568 charter flights
carrying over 2,48,568 passengers.
(ii) Sale of cargo business undertaking: In terms of earlier
special resolution(s) passed by the members, the
Company, on March 31, 2023, inter-alia, entered into
a Business Transfer Agreement with its subsidiary
company namely SpiceXpress and Logistics Private
Limited (“SpiceXpress”) for transfer of its cargo
business undertaking as a going concern, on slump
sale basis. Accordingly, SpiceXpress is now carrying
cargo business eective April 1, 2023.
The transfer of cargo business undertaking to
SpiceXpress will provide greater and dierentiated
focus to cargo and logistics business and will allow
the possibility of raising capital for the business to
accelerate its growth. The transfer, with separate
and enhanced management focus, will provide
greater opportunity and flexibility in pursuing
long-term growth plans and strategies. It will also
assist the management in evaluating the business
performance as an independent entity while
leveraging and unlocking significant value for the
Company and its shareholders.
(iii) Dispute with erstwhile promoters: The Company
had, in earlier financial years, received amounts
aggregating to Rs.5,790.9 million from its erstwhile
promoters as advance money towards proposed
allotment of certain securities (189,091,378 share
warrants and 3,750,000 non-convertible cumulative
redeemable preference shares, issuable based on
approvals to be obtained), to be adjusted at the
time those securities were to be issued. Pursuant
to the legal proceedings in this regard before the
Hon’ble High Court of Delhi (the “Court”) between
the erstwhile promoters, the present promoter and
the Company, the Company was required to secure
an amount of Rs.3,290.89 million through a bank
guarantee in favour of the Registrar General of the
Court (“Registrar”) and to deposit the balance
amount of Rs.2,500 million with the Registrar. The
Company has complied with these requirements in
September 2017.
The parties to the aforementioned litigation
concurrently initiated arbitration proceedings
before a three-member arbitral tribunal (the
“Tribunal”), which pronounced its award on July
20, 2018 (the “Award”). In terms of the Award,
the Company was required to (a) refund an
amount of approximately Rs.3,082.19 million to the
counterparty, (b) explore the possibility of allotting
non-convertible cumulative redeemable preference
shares in respect of approximately Rs.2,708.70
million, failing which, refund such amount to the
counterparty, and (c) pay interest calculated to be
Rs.924.66 million (being interest on the amount
stated under (a) above, in terms of the Award).
The amounts referred to under (a) and (b) above,
aggregating Rs.5,790.89 million, continue to be
carried as current liabilities without prejudice
to the rights of the Company under law. Further,
the Company was entitled to receive from the
counterparty, under the said Award, an amount of
Rs.290.00 million as counter-claim. Consequent to
the Award, and without prejudice to the rights and
remedies it may have in the matter, the Company
accounted for Rs.634.66 million as an exceptional
item (net) during the year ended March 31, 2019,
being the net eect of amount referred to under (c)
and counter-claim receivable of Rs.290.00 million,
above.
The Company, its present promoter and the
counterparties had challenged before the Court
various aspects of the Award, including the above-
mentioned interest obligations and rights (“Section
34 Petitions”). The Court vide its judgements dated
July 31, 2023 has dismissed Section 34 Petitions
filed by the Company, its present promoter and
the counterparties and thereafter the Company
preferred an appeal before the division bench of
the Court under Section 37 of the Arbitration and
Conciliation Act, 1996 which is pending adjudication.
In the execution petitions filed by the counterparties
(“Execution Petitions”), the Court vide its order
dated April 2, 2019 released Rs.2,500 million, out
of the amount deposited by the Company, to
the counterparty, subject to certain conditions
as enumerated by the Court in its order. Further,
pursuant to an order of the Court dated September
20, 2019, the Company has remitted an additional
Rs.582.19 million out of the guarantee placed with
the Court, to the counterparty, in October 2019.
All such payments made have been included
under other non-current assets. The Court vide its
order dated September 2, 2020 in the said matter,
directed the Company to deposit an amount of
Rs.2,429.37 million of interest component under
the Award (including the amount of Rs.924.66
million provided for as indicated earlier, without
prejudice to the rights of the Company under
law). The Company preferred a Special Leave
Petition before the Hon’ble Supreme Court of India
(“Supreme Court”) against the aforesaid Order
and the Supreme Court pursuant to its order dated
February 13, 2023 has modified the said order
dated September 2, 2020 passed by the Court and
directed to release the bank guarantee placed with
the Court (aggregating to Rs.2,707.81 million) to the
counterparty towards quantum of principal sum due
under the Award and pay an amount of Rs.750.00
million to the counterparty within period of three
months towards liability on account of interest. The
said amount of bank guarantee has been released
to the counterparties during the quarter ended
March 31, 2023 and accordingly entire principal
of Rs. 5,790.9 million has been paid. However, the
Company was unable to pay Rs. 750.00 million to
the counterparty within the prescribed timeline
and filed an application with Supreme Court for
extension of time which was dismissed. Thereafter,
the Company has further paid Rs.1,000.00 million
to the counterparties, in terms of the Court order
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
22
SpiceJet Limited
dated August 24, 2023 in the Execution Petitions,
to show its bona fide without prejudice to its rights
in the pending litigation.
(iv) Preferential issue: The Board of Directors of the
Company, at its meeting held on December 12,
2023, has approved the issue of up to 31,83,00,000
(Thirty One Crore Eighty Three Lakh only) equity
shares of the face value of Rs.10 (Rupees Ten)
each and up to 13,00,00,000 (Thirteen Crore only)
warrants, having option to apply for and be allotted
equivalent number of equity shares of the face value
of Rs.10 (Rupees Ten) each , on a preferential basis,
subject to approval of members. The aggregate
issue size for equity shares and warrants, having
option to apply for and be allotted equivalent
number of equity shares is Rs.22,41,50,00,000
(Rupees Twenty Two Hundred Forty One Crore
Fifty Lakh only). This fund raise will strengthen
financial position of the Company.
(v) Qualified Institutions Placement: The Company has
passed an enabling resolution to raise funds for an
amount not exceeding Rs.25.00 billion by way of
qualified institutions placement. The detailed terms
and conditions for the oer (including number
of equity shares to be issued, identification of
investors, price, quantum and timing of the issue) of
fund raising through qualified institution placement
will be determined by the Board in consultation with
the lead managers, advisors, placement agents and
such other agency or agencies as may be required
to be consulted by the Company, considering the
prevailing market conditions and in accordance
with the applicable provisions of the law and other
relevant factors.
(vi) During the financial year 2022-23, there was no
change in the nature of Company’s business.
(vii) There have been no material changes and
commitments aecting the financial position of the
Company between the end of the financial year and
date of this report. There has been no change in the
nature of business of the Company.
3. Board of Directors and Key Managerial
Personnel
(i) As on March 31, 2023, the Board comprised five
meambers with an Executive Chairman & Managing
Director, besides three Independent Directors and
one Non-Executive Non-Independent Director, of
which one is a women director. During the financial
year 2022-23, the composition of the Board was
not as per the requirement of Regulation 17(1)
of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 as the Company
has not been able to appoint one independent
woman director and the total number of directors
are less than six. The Company is looking for a
suitable candidature for woman independent
director and after finalisation of such candidature,
the Company will file necessary application for
security clearance of such candidature as mandated
by Civil Aviation Requirements of Ministry of Civil
Aviation, Government of India.
(ii) The Board of Directors in its meeting held on
February 24, 2023 on the recommendation of
the Nomination and Remuneration Committee
has approved the re-appointment of Mr. Ajay
Singh (DIN: 01360684) as Managing Director of
the Company for a period of three (3) years with
eect from May 21, 2023 which was subsequently
approved by the members through postal ballot on
August 31, 2023.
(iii) Mr. Ajay Aggarwal (DIN: 00001122) was appointed
as an Independent Director of the Company for a
period of five years eective from February 11, 2019,
and he holds oce as an Independent Director of
the Company upto February 10, 2024.
The Board of Directors of the Company in
its meeting held on December 4, 2023 on
the recommendation of the Nomination and
Remuneration Committee and after taking
into consideration the performance evaluation,
background, experience and contribution made by
Mr. Aggarwal during his tenure as an Independent
Director of the Company, decided to re-appoint
Mr. Aggarwal as an Independent Director of the
Company, for a second term of five consecutive
years, eective from February 11, 2024 to February
10, 2029, subject to requisite approval of members.
(iv) Mr. Manoj Kumar (DIN: 00072634) was appointed
as an Independent Director of the Company for a
period of five years eective from May 28, 2019,
and he holds oce as an Independent Director of
the Company upto May 27, 2024.
The Board of Directors of the Company in its meeting
held on December 4, 2023 on the recommendation
of the Nomination and Remuneration Committee
and after taking into consideration the
performance evaluation, background, experience
and contribution made by Mr. Kumar during his
tenure as an Independent Director of the Company,
decided to re-appoint Mr. Kumar as an Independent
Director of the Company, for a second term of five
consecutive years, eective from May 28, 2024
to May 27, 2029, subject to requisite approval of
members.
(v) Mr. Ashish Kumar was appointed as Chief Financial
Ocer of the Company with eect from September
9, 2022 consequent upon resignation of Mr. Sanjeev
Taneja from the post of Chief Financial Ocer of
the Company eective August 31, 2022.
(vi) The remuneration paid to the Directors, Key
Managerial Personnel and Senior Management is in
accordance with the Nomination and Remuneration
Policy of the Company formulated in accordance
with Section 178 of the Companies Act, 2013 and
Regulation 19 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations 2015.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
23Annual Report 2022-23
4. Disclosure on Company’s Policy on Directors’
Appointment and Remuneration
The Nomination and Remuneration Policy of the
Company was adopted by the Board based on the
recommendation of the Nomination and Remuneration
Committee. The Policy sets out criteria to pay equitable
remuneration to the Directors, Key Managerial Personnel
and other employees of the Company and to harmonise
the aspirations of human resources with the goals
of the Company. The Nomination and Remuneration
Policy is available on the website of the Company at
www.spicejet.com under the ‘Investors’ section.
While formulating the Policy, the Board has ensured that
the level and composition of remuneration is reasonable
and sucient to attract, retain and motivate directors
of the quality required to run the Company successfully,
relationship of remuneration to performance is clear and
meets appropriate performance benchmarks, and the
remuneration of the directors, key managerial personnel
and senior management involves a balance between
fixed and incentive pay reflecting short and long-term
performance objectives appropriate to the working of
the company and its goals.
The Policy assist the Company to fulfill its responsibility
towards attracting, retaining and motivating the
Directors, Key Managerial Personnel, senior management
personnel and other employees through competitive
and reasonable remuneration in line with the corporate
and individual performance.
5. Board Evaluation
The Nomination and Remuneration Committee
conducted the Board evaluation for the year. The
evaluation of all the directors, committees, chairman of
the Board, and the Board as a whole was conducted based
on the criteria and framework adopted by the Board.
Further, details on the same are given in the Corporate
Governance Report which forms part of this report.
6. Declaration by Independent Directors
The independent directors on the Board of the Company
have submitted a declaration to the Board under Section
149(7) of the Companies Act, 2013, that they meet the
criteria of independence as laid down in Section 149(6)
of the Companies Act, 2013 read with the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015.
All independent directors of the Company have armed
compliance with the Schedule IV of the Companies Act,
2013 and the Company’s Code of Conduct for Board
Members and Senior Management.
All the Independent Directors of the Company have
complied with the requirement of inclusion of their names
in the data bank of Independent Directors maintained by
Indian Institute of Corporate Aairs and they meet the
requirements of proficiency self-assessment test.
In the opinion of Board of Directors of the Company,
independent directors on the Board of Company
hold highest standards of integrity and are highly
qualified, recognized and respected individuals in their
respective fields. The Company has an optimum mix of
expertise (including financial expertise), leadership and
professionalism.
7. Share Capital
During the financial year 2022-23, the paid-up share
capital of the Company has increased from Rs.6,017.97
million to Rs.6,018.46 million pursuant to allotment
of 49,050 equity shares of Rs.10 each under SpiceJet
Employee Stock Option Scheme - 2017.
There is no change in authorised share capital of the
Company during the financial year 2022-23.
8. Dividend
The Board of Directors have not recommended any
dividend for the financial year 2022-23.
In terms of Regulation 43A of the SEBI (Listing Obligations
and Disclosure Requirements), Regulations, 2015, the
Company has adopted the Dividend Distribution Policy
of the Company which is available on the website of the
Company at www.spicejet.com under the ‘Investors’ section.
9. Transfer to Reserves
The Company has made no transfers to reserves during
the financial year 2022-23.
10. Public Deposits
The Company has not accepted any fixed deposits,
including from the public, and, as such, no amount of
principal or interest was outstanding as of the Balance
Sheet date. Accordingly, no disclosure or reporting is
required in respect of details relating to deposits covered
under Chapter V of the Companies Act, 2013 and the
Companies (Acceptance of Deposits) Rules, 2014.
11. Annual Return
In accordance with the Companies Act, 2013, the annual
returns of the Company in the prescribed format are
available on the website of the Company at www.spicejet.
com under the ‘Investors’ section. Annual return of the
Company for the financial year 2022-23, as required
under Section 92 (3) of the Companies Act, 2013, shall
also be placed on website of the Company.
12. Number of Meetings of the Board
During the financial year 2022-23, three (3) board
meetings were held, the details of which are given in
the Corporate Governance Report that forms part of
this report. The Company was unable to hold minimum
number of meetings of the Board due to a ransomware
attack in May 2022 which aected IT system(s) of the
Company and resulted in delay in completion of audit
process and conducting the meeting of the Board within
the prescribed timeline.
13. Directors’ Responsibility Statement
In terms of Section 134(5) of the Companies Act, 2013,
in relation to the audited financial statements of the
Company for year ended March 31, 2023, the Directors
of the Company state that:
(i) in the preparation of the annual accounts, the
applicable accounting standards have been
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
24
SpiceJet Limited
followed along with proper explanation relating to
material departures, if any;
(ii) the Directors have 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 aairs of the Company at the end of the
financial year and of the profit and loss of the
Company for that period;
(iii) the Directors have taken proper and sucient
care for the maintenance of adequate accounting
records in accordance with the provisions of the
Companies Act, 2013 for safeguarding the assets
of the Company and for preventing and detecting
fraud and other irregularities;
(iv) the Directors have prepared the Annual Accounts
of the Company on a ‘going concern’ basis;
(v) the Directors have laid down internal financial
controls to be followed by the Company and that
such internal financial controls are adequate and
were operating eectively; and
(vi) the Directors have devised proper systems to ensure
compliance with the provisions of all applicable
laws and that such systems were adequate and
operating eectively.
14. Particulars of Loans, Guarantees or
Investments under Section 186 of the
Companies Act, 2013
The Company has not granted any loan, given guarantee
or security or made investment under the provisions
of Section 186 of the Companies Act, 2013 during
the financial year under review except (i) loans to its
subsidiary companies as stated below (ii) investment
in subsidiary companies as stated in Annexure – A to
this report and (iii) investment of Rs.0.25 million in class
B-shares of Aeronautical Radio of Thailand Limited to
become member airline for availing advantageous rate
on air navigation charges in Thailand. Details of loan
given to subsidiaries as on March 31, 2023 is as below:
S.
No.
Name of the Company (Amount in
Rs. million)
1. SpiceJet Merchandise Private Limited 106.78
2. SpiceJet Technic Private Limited 10.28
3. Canvin Real Estate Private Limited 238.90
4. SpiceXpress and Logistics Private
Limited
1.00
5. Spice Ground Handling Services
Private Limited
0.20
6. Spice Club Private Limited 0.20
7. SpiceJet Interactive Private Limited 0.20
15. Particulars of Contracts or Arrangement
made with Related Parties
All transactions with related parties were reviewed
and approved by the Audit Committee and are in
accordance with the policy on materiality of related
party transactions and also on dealing with related party
transactions formulated by the Board of Directors of the
Company pursuant to the provisions of the Companies
Act, 2013 and the SEBI (Listing Obligations and
Disclosure Requirements), Regulations, 2015. The said
policy is also available on the website of the Company at
www.spicejet.com under the ‘Investors’ section.
The Company in terms of Regulation 23 of the SEBI
(Listing Obligations and Disclosure Requirements),
Regulations, 2015 regularly submits disclosures of
related party transactions on a consolidated basis, in the
format specified to the stock exchange.
The disclosure of related party transactions as required
under Section 134(3)(h) of the Companies Act, 2013 read
with Rule 8(2) of the Companies (Accounts) Rules, 2014
in Form AOC-2 is attached as Annexure – B and forms an
integral part of this report.
16. Subsidiaries
As on March 31, 2023, following are the subsidiaries of
the Company:
S.
No.
Name Business Activity
1. SpiceJet
Merchandise Private
Limited
Business of consumer
merchandise and goods
through various channels
2. SpiceJet Technic
Private Limited
Engineering related service
including but not limited
to maintenance, repair and
overhaul services of aircraft
and its parts
3. Canvin Real Estate
Private Limited
Real estate business
4. SpiceJet Interactive
Private Limited
Information and communication
technology
5. Spice Club Private
Limited
Loyalty and rewards
programme management
6. Spice Shuttle
Private Limited
Charter operation by
aeroplanes and/or helicopters
7. SpiceXpress and
Logistics Private
Limited
Cargo transportation and
logistics
8. Spice Ground
Handling Services
Private Limited
Ground handling services
9. SpiceTech System
Private Limited
IT Services
During the year, the Board of Directors reviewed the
aairs of the subsidiaries. In accordance with Section
129(3) of the Companies Act, 2013, the Company has
prepared the consolidated financial statements of
the Company, which form part of this Annual Report.
Further, a statement containing the salient features
of the financial statements of the subsidiaries in the
prescribed format AOC-1 is appended as Annexure – A
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
25Annual Report 2022-23
to this report. The statement also provides details of
the performance and financial position of each of the
subsidiaries.
In accordance with Section 136 of the Companies Act,
2013, the audited financial statements, including the
consolidated financial statements and related information
of the Company and audited accounts of each of its
subsidiaries, are available on the website of the Company
at www.spicejet.com under the ‘Investors’ section.
In order to ensure governance of material subsidiary
companies, the Board of Directors of the Company has
adopted the policy and procedures for determining
‘material’ subsidiary companies in accordance with
the provisions of the SEBI (Listing Obligations and
Disclosure Requirements), Regulations, 2015 and the
same is available on the website of the Company at
www.spicejet.com under the ‘Investors’ section.
17. Corporate Governance and Management
Discussion and Analysis
Pursuant to Regulation 34 of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, a
detailed report on the Management Discussion and
Analysis and Corporate Governance Report along with
Practicing Company Secretary’s Certificate regarding
compliance of conditions of corporate governance forms
an integral part of this report.
18. Particulars of Employees
The Company’s goal is to stay invested in employee’s
growth, provide them with development opportunities,
recognise their eorts and enable them to absorb our
value system. The Company focus on the workplace that
promotes a transparent and participative organisation
culture.
The Company has constituted an internal committee to
consider and resolve all sexual harassment complaints
reported by women and has also adopted a policy as per
the requirements of the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act,
2013 and has complied with the provisions of said Act. All
employees (permanent, contractual, temporary, trainees)
are covered under this policy. During the financial year
2022-23, seventeen complaints were received under the
Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and as on March 31,
2023, one of the complaint was pending for its disposal.
The ratio of the remuneration of each Director to
the median remuneration of the employees of the
Company and other details in terms of Section 197(12)
of the Companies Act, 2013 read with Rule 5(1) of
the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, are forming part of
this report and annexed as Annexure – C.
The statement containing particulars of employees as
required under Section 197(12) of the Companies Act,
2013 read with Rule 5(2) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014
forms part of this report. In terms of the provisions of
Section 136(1) of the Companies Act, 2013 read with the
rules made thereunder, this report is being sent to all
members of the Company excluding the said annexure.
Any member interested in obtaining a copy of the
annexure may write to the Company.
19. Employees Stock Option Scheme
The members of the Company in its meeting held on
November 27, 2017 authorized the Board to introduce,
oer, issue and provide stock options to eligible
employees of the Company and its subsidiaries under
‘SpiceJet Employee Stock Option Scheme - 2017’. The
maximum number of shares under this scheme shall not
exceed 10,000,000 equity shares. During the year under
review 49,050 grant was made under this scheme.
There has been no material variation in the terms of the
options granted under this scheme and this scheme is in
compliance with the SEBI (Share Based Employee Benefits
and Sweat Equity) Regulations, 2021 (erstwhile the SEBI
(Share Based Employee Benefits) Regulations, 2014.
The details of this scheme including terms of reference,
and requirement specified under the SEBI (Share Based
Employee Benefits and Sweat Equity) Regulations, 2021 is
available on the website of the Company at www.spicejet.
com under the ‘Investors’ section.
20. Corporate Social Responsibility
We believe that growth and development are eective
only when they result in wider access to opportunities
and benefit a broader section of society. With an objective
of socio-economic development in India, the Board
has adopted a Corporate Social Responsibility (“CSR”)
Policy which is available on the website of the Company
at www.spicejet.com under the ‘Investors’ section.
The Company has also constituted CSR Committee
comprising of Mr. Ajay Aggarwal as Chairperson and
Mr. Ajay Singh and Mrs. Shiwani Singh as Member which
inter-alia monitors the Company’s CSR Policy and
recommend the amount of CSR expenditure. During
the year under review, the CSR Committee met once
on February 14, 2023 with necessary quorum being
present at the meeting. As per Rule 8 of the Companies
(Corporate Social Responsibility Policy) Rules, 2014,
annual report on CSR activities is attached as Annexure
– D and forms an integral part of this Report.
21. Conservation of Energy and Technology
Absorption
Conservation of Energy: The management is highly
sensitive of the criticality of the conservation of energy
at all operational levels particularly of aviation turbine
fuel which is leading source of energy for aviation
activity. Adequate measures are taken to reduce energy
consumption whenever possible by using energy
ecient equipment and technology infusion. These
measures among other includes maintenance of engine
and airframe, flight planning, training to operational sta,
regular analysis etc.
Technology absorption: The Company has used
information technology comprehensively in its operations,
for more details please refer to Section 9 (Information
Technology) of Management Discussion and Analysis.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
26
SpiceJet Limited
22. Statutory Auditors
The present Statutory Auditors of the Company, M/s.
Walker Chandiok & Co LLP, Chartered Accountants,
(ICAI Firm Registration No.: 001076N/N500013), was
appointed by members of the Company at its 36
th
Annual General Meeting held on December 24, 2020
to hold oce till the conclusion of 41st Annual General
Meeting of the Company.
In accordance with Section 134(3)(f) of the Companies
Act, 2013, information and explanations to various
comments made by the Statutory Auditors in their
Report to the members are mentioned in the Notes to
the Accounts, which form part of the financial statements
for the year ended March 31, 2023.
23. Secretarial Auditors
Pursuant to the provisions of Section 204 of the
Companies Act, 2013 and the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014,
the Board of Directors of the Company appointed Mr.
Mahesh Kumar Gupta, Practicing Company Secretary
(ICSI Membership No.: FCS 2870) to undertake the
Secretarial Audit of the Company for financial year
ended on March 31, 2023. The Report of the Secretarial
Auditor is annexed as Annexure – E to this report.
In accordance with Section 134(3)(f) of the Companies
Act, 2013, response (wherever necessary) to the
observations in the Secretarial Audit Report are as under:
(i) Composition of Board of Directors: The airline
industry has been aected by unprecedented
Covid-19 pandemic and is taking longer time to
recoup. This has not only aected the Company’s
operations but also deteriorated its financial positions
which is creating serious apprehension in the mind
of prospective candidate for independent director.
The duty and responsibilities of director prescribed
under the applicable laws vis-à-vis present financial
conditions of the Company is not encouraging
prospective candidate for appointment in the
Company as independent director. Notwithstanding
the above, the Company is still looking for a suitable
candidature for independent woman director and
after finalisation of such candidature, the Company
will file necessary application for security clearance
of such candidature as mandated by Civil Aviation
Requirements of Ministry of Civil Aviation
(ii) Number of Board Meetings and Audit Committee
Meetings: During May 2022, a ransomware attack
aected IT system(s) of the Company and access
to data and computer systems were blocked. This
has resulted in delay in completion of audit process
and conducting the Board Meeting and Audit
Committee Meeting within the prescribed timeline.
(iii) Delay in submission of financial results to stock
exchange: The delay in submission of financial results
of the Company to stock exchange for financial
year ended March 31, 2022 and quarter ended June
30, 2022 – The delay was due to ransomware attack
on IT system of the Company.
The delay in submission of financial results of the
Company to stock exchange for quarter ended
December 31, 2022 – The delay was due to non-
availability of requisite quorum for the Audit Committee
Meeting scheduled on February 14, 2023 (within
statutory time limit) to consider and recommend the
financial results for quarter ended December 31, 2022
to the Board for their consideration.
(iv) Structural Digital Database: The Company has
procured necessary software to maintain the
prescribed database in January 2023. However,
during the review period, no UPSI entry has been
maintained by the Company.
(v) Dispute with erstwhile promoter: In view of the
uncertainties involved in the matter, management
believes that the manner, timing and other related
aspects of adjustment of amounts, are currently not
determinable. Based on their assessment and legal
advice obtained, management is of the view that
any possible consequential eects, including penal
consequences and any compounding thereof, will not
have a material impact on the financial statements.
In terms of Regulation 24A of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015 as amended read with SEBI Circulars bearing nos.
CIR/CFD/CMD1/27/2019 and CIR/CFD/CMD1/114/2019
dated February 8, 2019 and October 18, 2019 respectively
along with Circular issued by stock exchange i.e. BSE
Limited dated March 16, 2023, the Secretarial Auditor
has also issued a Secretarial Compliance Report on May
30, 2023 for the year ended March 31, 2023.
24. Reporting of frauds by auditors
During the year under review, neither the statutory
auditors nor the secretarial auditor has reported to the
Audit Committee, under Section 143(12) of the Companies
Act, 2013, any instances of fraud committed against the
Company by its ocers or employees, the details of
which would need to be mentioned in this report.
25. Cost records and cost audit
Maintenance of cost records and requirement of cost
audit as prescribed under the provisions of Section 148(1)
of the Companies Act, 2013 read with the Companies
(Cost Records and Audit) Rules, 2014 are not applicable
for the business activities carried out by the Company.
26. Details of application made or any
proceeding pending under the Insolvency
and Bankruptcy Code, 2016
Details of applications made or pending during financial
year ended March 31, 2023 under the Insolvency and
Bankruptcy Code, 2016 against the Company are as follows:
S. No. Name of Applicant Amount (Rs. In millions) Date of filing Present status
1. Acres Buildwell Private Limited 32.49 August 29, 2022 Parties settled the matter
2. Willis Lease Finance Corporation 901.83 February 23, 2023 Dismissed as withdrawn
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
27Annual Report 2022-23
27. Secretarial Standards
The Company complies with all applicable mandatory
secretarial standards issued by the Institute of Company
Secretaries of India.
28. Business Responsibility and Sustainability
Report
A detailed Business Responsibility and Sustainability
Report in terms of the provisions of Regulation 34 of the
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 is attached herewith as Annexure - F
to this report.
29. Details of significant and material orders
passed by the regulators or courts or
tribunals impacting the going concern
status and company’s operations in future
There are no significant material orders passed by
the Regulators/Courts which would impact the going
concern status of the Company and its future operations.
30. Foreign Exchange Earnings and Outgo
The details of Foreign Exchange earnings and outgo for
the financial year ended March 31, 2023 are set out below:
Particulars Amount (Rs. in millions)
Foreign Exchange Earnings 10,906
Foreign Exchange Outgo 24,590
31. Internal Controls and Risk Management
The Company believes that strong internal control
systems that are commensurate with the scale, scope and
complexity of its operations are correlated to the principle
of governance and therefore the Company remains
committed to ensuring a mature and eective internal
control environment that, inter alia, provides assurance
on orderly and ecient conduct of operations, security
of assets, prevention and detection of frauds/errors,
accuracy and completeness of accounting records and
Management Information Systems, timely preparation
of reliable financial information, adherence with relevant
statutes and compliance with related party transactions.
The Company has aligned its systems of internal financial
control with the requirement of Companies Act, 2013. This
is intended to increase transparency and accountability in
the organisation process of designing and implementing
a system of internal control. The framework requires
a company to identify and analyse risks and manage
appropriate responses. The Company has successfully
laid down the framework and ensured its eectiveness.
The Company also recognises that risk is an integral
part of business and is committed to managing the
risks in a proactive and ecient manner. The Company
has established a framework to actively manage all
the material risks faced by the Company, in a manner
consistent with the company’s strategy. This covers all
business risks including strategic risk, operational risks
including fraud and cyber risks, foreign exchange risk,
fuel price risk and financial risks. The Company has laid
down procedures to inform Board of Directors about
risk assessment and minimisation procedures. These
procedures are periodically reviewed to ensure that
executive management is controlling risks through
properly defined framework. The system of risk
assessment and follow-up procedure is in place and
considering its increased operations the Company
continues to reassess its risk management plan.
Based on the framework of internal financial controls and
compliance systems established and maintained by the
Company, the work performed by the Internal Auditor,
Statutory Auditors and Secretarial Auditor and external
consultants, including the audit of internal financial
controls over financial reporting by the Statutory
Auditors and the reviews performed by management
and the relevant Board Committees, including the
Audit Committee, the Board is of the opinion that the
Company’s internal financial controls were adequate and
eective during the year ended March 31, 2023.
The Company’s risk management process is designed
to identify and mitigate risks that have the potential
ability to materially impact our business objectives.
The Company adopts mitigation measures to reduce
the adverse eects of risks. The Company has a risk
management policy which acts as a guiding document
for the purpose of identifying and mitigating risk.
Pursuant to Section 134(3) (n) of the Companies
Act, 2013 and Regulation 17(9) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Company has formulated and adopted a
Risk Management Policy. The primary objectives of
the policy include identification and categorisation of
potential risks, their assessment and mitigation and to
monitor these risks. The Company has also constituted
a Risk Management Committee which oversee the
processes of identification, evaluation and mitigation of
risks. The Committee inter alia periodically reviews the
organisational risks that are spread across operational,
financial, technological and environmental spheres and
provide guidance to the management team.
32. Acknowledgement
We thank our valued customers, partners, vendors,
investors and bankers for their continued confidence
and support during the year and playing a significant
role in the continued business excellence achieved by
the Company. We place on record our appreciation of
the contribution made by our employees at all fronts.
Our consistent growth was made possible by their hard
work, solidarity, cooperation and support.
We thank the Government of India particularly the
Ministry of Civil Aviation, Ministry of Corporate Aairs,
Ministry of Finance, Directorate General of Civil Aviation
and other regulatory authorities for their cooperation,
support and guidance.
For and on behalf of the Board
Sd/-
Place : Gurugram Ajay Singh
Date : December 12, 2023 Chairman & Managing Director
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
28
SpiceJet Limited
ANNEXURE - A
Form No. AOC – 1
(Pursuant to first proviso to sub-section (3) of Section 129 read with Rule 5 of Companies (Accounts) Rules, 2014)
(Amount in Rs. million except % of shareholding)
Name of the
subsidiary
SpiceJet
Merchandise
Private
Limited
SpiceJet
Technic
Private
Limited
Canvin
Real Estate
Private
Limited
SpiceJet
Interactive
Private
Limited
Spice Club
Private
Limited
Spice
Shuttle
Private
Limited
SpiceXpress
and Logistics
Private
Limited
Spice Ground
Handling
Services
Private Limited
SpiceTech
System
Private
Limited
Date of Incorporation July 18, 2016 October 5,
2016
November
16, 2017
April 29,
2019
October 23,
2019
October 25,
2019
December 30,
2019
October 13,
2020
November 11,
2020
Reporting period March 31,
2023
March 31,
2023
March 31,
2023
March 31,
2023
March 31,
2023
March 31,
2023
March 31,
2023
March 31, 2023 March 31,
2023
Reporting Currency INR INR INR INR INR INR INR INR INR
Share Capital 0.10 20.10 0.10 0.10 0.10 0.10 0.10 0.10 0.15
Reserve and surplus (204.70) (342.56) (18.49) (0.35) (0.35) (89.61) (25,576.65) (0.27) (25.04)
Total assets 92.01 1,036.17 220.57 0.06 0.05 5.85 219.49 0.10 138.37
Total liabilities 296.61 1,358.63 238.96 0.31 0.30 95.36 25,796.04 0.27 163.26
Investments 5.40 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
Turnover 181.98 1,118.56 124.10 0.00 0.00 0.08 0.00 0.00 211.67
Profit before taxation 67.72 (105.83) 124.01 (0.12) (0.12) (1.72) (2.31) (0.12) (22.77)
Provision for taxation 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
Profit after taxation 67.72 (105.83) 124.01 (0.12) (0.12) (1.72) (2.31) (0.12) (22.77)
Proposed Dividend 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
Percentage of
shareholding
100.00 100.00 100.00 100.00 100.00 100.00 98.00 100.00 68.00
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
29Annual Report 2022-23
ANNEXURE - B
Form No. AOC-2 for financial year ended on March 31, 2023
(Pursuant to section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014)
Form for disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in
Section 188(1) of the Companies Act, 2013 including certain arms length transactions under third proviso thereto
1. Details of contracts or arrangements or transactions not at arm’s length basis
There were no contracts or arrangements, or transactions entered into during the financial year ended March 31, 2023,
which were not at arm’s length basis.
2. Details of material contracts or arrangement or transactions at arm’s length basis
No material related party transactions (i.e. transactions exceeding the thresholds as defined under the Companies Act,
2013), were entered during the financial year 2022-23 by the Company except transfer of cargo business undertaking
of the Company to its subsidiary namely SpiceXpress and Logistics Private Limited. The required disclosure for the said
transaction is as follows:
(a) Name(s) of the related party and nature of relationship: SpiceXpress and Logistics Private Limited (subsidiary)
(b) Nature of contracts/arrangements/transactions: Transfer cargo business undertaking, as a going concern, on slump
sale basis
(c) Duration of the contracts/arrangements/transactions: Not applicable
(d) Salient terms of the contracts or arrangements or transactions including the value, if any: The said transaction was
for a lump sum consideration of Rs.25,557,700,000 based upon an independent valuation report. The consideration
will be discharged by SpiceXpress and Logistics Private Limited by issuance of securities in the combination of equity
shares and compulsorily convertible debentures on preferential basis as per the provisions of the Companies Act,
2013.
(e) Date(s) of approval by the Board, if any: June 30, 2021
(f) Amount paid as advances, if any: Nil
For and on behalf of the Board
Sd/-
Place : Gurugram Ajay Singh
Date : December 12, 2023 Chairman & Managing Director
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
30
SpiceJet Limited
ANNEXURE - C
Disclosures pertaining to remuneration under Section 197(12) of the Companies Act, 2013 read with
Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
for the year ended March 31, 2023
A. The ratio of the remuneration of each director to the median remuneration of the employees of the Company for the
financial year and the percentage increase in remuneration of each director, Chief Financial Ocer, Chief Executive Ocer,
Company Secretary or Manager, if any, in the financial year:
S.
No.
Name of Director Designation Ratio of Remuneration to the
median remuneration of the
employees
Percentage increase
in remuneration
1. Mr. Ajay Singh Chairman and Managing Director 288 Nil
2. Mrs. Shiwani Singh Non-Executive Director 0 Nil
3. Mr. Anurag Bhargava Independent Director 1 Nil
4. Mr. Ajay Aggarwal Independent Director 1 Nil
5. Mr. Manoj Kumar Independent Director 1 Nil
B. The percentage increase in the median remuneration of employees in the financial year: 37.05%
C. The number of employees on the rolls of Company: 7,131
D. Average percentile increase already made in the salaries of employees other than the managerial personnel in the last
financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and
point out if there are any exceptional circumstances for increase in the managerial remuneration:
(i) Average percentile increase in the salaries of employees other than the managerial personnel is 6.08%
(ii) Average percentile increase in managerial personnel is Nil.
E. Armation that the remuneration is as per the remuneration policy of the Company: It is hereby confirmed that the
remuneration is as per the Nomination and Remuneration Policy of the Company.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
31Annual Report 2022-23
ANNEXURE - D
Annual Report on Corporate Social Responsibility Activities
1. Brief outline on CSR Policy: The Company has adopted the Corporate Social Responsibility Policy which is available on
our website at www.spicejet.com in ‘Investors’ section. The objective of this Policy is to pro-actively support meaningful
socio-economic development and enable a larger number of people to participate in and benefit from economic progress.
This also reflects our commitment to operate and grow our business in a socially responsible way.
2. Composition of CSR Committee: CSR Committee comprises of Mr. Ajay Aggarwal (Independent Director) as Chairperson
and Mr. Ajay Singh (Chairman and Managing Director) and Mrs. Shiwani Singh (Non-Executive Director) as Members.
During the financial year 2022-23, one (1) meeting of CSR Committee was held on February 14, 2023 which was attended
by all the Members of the Committee except Mr. Ajay Aggarwal.
3. Web-link where composition of CSR Committee, CSR Policy and CSR Projects approved by the Board are disclosed:
These details are available on the website of the Company at www.spicejet.com under the “Investors” section.
4. Details of impact assessment of CSR Projects carried out in pursuance of Rule 8(3) of the Companies (Corporate Social
Responsibility Policy) Rules, 2014: Not applicable. The average CSR obligation of the Company in the three immediately
preceding financial years is less than ten crore rupees.
5. Details of the amount available for set o in pursuance of Rule 7(3) of the Companies (Corporate Social Responsibility
Policy) Rules, 2014 and amount required for set o for the financial year, if any: Nil
6. Average net profit of the Company as per Section 135(5) of the Companies Act, 2013: Nil
7. Following financial details:
S. No. Particulars Amount
A Two percent if average net profit of the Company as per Section 135(5) of the Companies Act, 2013 Nil
B Surplus arising out of the CSR Projects or Programmes or Activities of the previous financial years Nil
C Amount required to be set o for the financial year, if any Nil
D Total of CSR obligation for the financial year (A+B-C) Nil
8. (a) CSR amount spent or unspent for the financial year: Nil
(b) Details of CSR amount spent against ongoing projects for the financial year: Nil
(c) Details of CSR amount spent against other than ongoing projects for the financial year: Nil
(d) Amount spent in Administrative overheads: Nil
(e) Amount spent on Impact Assessment, if applicable: Not applicable
(f) Total amount spent for the financial year (b+c+d+e): Nil
(g) Excess amount for set o, if any: Not applicable
9. (a) Details of unspent CSR amount for the preceding financial years: Nil
(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s): Nil
10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired through
CSR spent in the financial year: Nil
11. Specify the reason(s), if the Company has failed to spend two percent of the average net profit as per Section 135(5) of
the Companies Act, 2013: Not applicable
Sd/- Sd/-
Ajay Singh Ajay Aggarwal
Chairman & Managing Director Chairman of CSR Committee
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
32
SpiceJet Limited
ANNEXURE - E
Secretarial Audit Report for financial year ended on March 31, 2023
(Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014)
To,
The Members,
SpiceJet Limited,
Indira Gandhi International Airport,
Terminal 1D, New Delhi – 110037
I have conducted the secretarial audit of the compliance of
applicable statutory provisions and the adherence to good
corporate practices by SpiceJet Limited (the “Company”).
Secretarial Audit was conducted in a manner that provided
me a reasonable basis for evaluating the corporate conducts/
statutory compliances and expressing our opinion thereon.
My responsibility is to express an opinion on the compliance of the
applicable laws and maintenance of records based on audit. I have
conducted the audit in accordance with the applicable Auditing
Standards issued by the Institute of Company Secretaries of India.
The Auditing Standards require that the Auditor shall comply
with statutory and regulatory requirements and plan and perform
the audit to obtain reasonable assurance about compliance with
applicable laws and maintenance of records.
Based on my verification of the Company’s books, papers,
minute books, forms and returns filed and other records
maintained by the Company and also the information
provided by the Company, its ocers, agents and authorised
representatives during the conduct of Secretarial Audit, I
hereby report that in my opinion, the Company has, during
the audit period covering the financial year ended on March 31,
2023, complied with the statutory provisions listed hereunder
and also that the Company has proper Board-processes and
compliance mechanism in place to the extent, in the manner
and subject to the reporting made hereinafter:
I have examined the books, papers, minute books, forms and
returns filed and other records maintained by the Company
for the financial year ended on March 31, 2023 according to
the provisions of:
(i) The Companies Act, 2013 (the “Act”) and the rules made
thereunder;
(ii) The Securities Contracts (Regulation) Act, 1956 (“SCRA”)
and the rules made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-
laws framed thereunder;
(iv) Foreign Exchange Management Act, 1999 and the
rules and regulations made thereunder to the extent of
Foreign Direct Investment, Overseas Direct Investment
and External Commercial Borrowings;
(v) The following Regulations and Guidelines prescribed
under the Securities and Exchange Board of India Act,
1992 (“SEBI Act”);
a) The Securities and Exchange Board of India
(Substantial Acquisition of Shares and Takeovers)
Regulations, 2011
b) The Securities and Exchange Board of India
(Prohibition of Insider Trading) Regulations, 2015
c) The Securities and Exchange Board of India (Issue of
Capital and Disclosure Requirements) Regulations,
2018 – Nil
#
d) The Securities and Exchange Board of India (Share
Based Employee Benefits and Sweat Equity)
Regulations, 2021
e) The Securities and Exchange Board of India
(Issue and Listing of Non-Convertible Securities)
Regulations, 2021– Nil
#
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 – Nil
#
g) The Securities and Exchange Board of India
(Delisting of Equity Shares) Regulations, 2021 – Nil
#
h) The Securities and Exchange Board of India
(Buyback of Securities) Regulations, 2018 – Nil
#
#
No event took place under these regulations during the
financial year under review.
(vi) The Company is engaged in the business of scheduled
air transport services. The management has identified
and confirmed the following laws as being specifically
applicable to the Company:
•
The Aircraft Act, 1934 and Rules made thereunder;
•
The Aircraft (Carriage of Dangerous Goods) Rules,
2003;
•
The Carriage by Air Act, 1972;
•
The Regulations, Circulars, Requirements, Orders,
Notifications, issued by Ministry of Civil Aviation,
Bureau of Civil Aviation Security and the Directorate
General of Civil Aviation.
For the compliances of applicable environmental laws, labour
laws and other general laws, our examination and reporting is
based on the documents, records and files as produced and
shown to us and the information and explanations as provided
to us, by the ocers and management of the Company
and to the best of our judgment and understanding of the
applicability of the dierent enactments upon the Company,
in our opinion there are adequate systems and processes
exist in the Company to monitor and ensure compliance with
applicable environmental laws, labour laws and other general
laws.
The compliance by the Company of applicable financial
laws such as direct and indirect tax laws and maintenance
of financial records and books of accounts have not been
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
33Annual Report 2022-23
reviewed in this audit since the same have been subject to
review by the statutory financial auditors, tax auditors, and
other designated professionals.
I have also examined compliance with the applicable clauses
of Secretarial Standards issued by the Institute of Company
Secretaries of India and the Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (the “SEBI Listing Regulations”).
I report that during the period under review the Company has
complied with the provisions of the Act, Rules, Regulations,
Guidelines, Standards etc. mentioned above subject to
following observation:
1. The composition of the Board of Directors of the
Company is not as per the requirement of the Regulation
17(1) of the SEBI Listing Regulations as the Company has
not appointed one independent woman director and the
total number of directors are less than six.
2. The Company has conducted only three board meetings
and three audit committee meetings during the period
under review and accordingly is not in compliance
of Regulation 17(2) and 18(2)(a) of the SEBI Listing
Regulations respectively.
3. There was delay in submission of financial results by the
Company to stock exchange for (a) financial year ended
March 31, 2022, (b) quarter ended June 30, 2022 and (c)
quarter ended December 31, 2022.
4. During the period under review, the Company has not
maintained the prescribed database of unpublished
price sensitive information in terms of Regulation 3(5) &
3(6) of SEBI (Prohibition of Insider Trading) Regulation,
2015.
5. As reported in the Secretarial Audit Report for previous
financial year, the Company had, in earlier financial
years, received amounts aggregating Rs.5,790.9 million
from its erstwhile promoters as advance money towards
proposed allotment of certain securities (18,091,378 share
warrants and 3,750,000 non-convertible cumulative
redeemable preference shares, issuable based on
approvals to be obtained), to be adjusted at the time
those securities were to be issued. In this regard, we
draw your attention to Note No. 50 of the standalone
financial statements of the Company for financial year
ended March 31, 2023.
6. Undisputed statutory dues including goods and
services tax, provident fund, employees’ state insurance,
income-tax, sales-tax, service tax, duty of customs,
duty of excise, value added tax, cess and other material
statutory dues, as applicable, have not been regularly
deposited with the appropriate authorities and there
have been significant delays in a large number of cases.
In this regard, we draw your attention to Para No. (vii)
of the Annexure A of the Independent Auditor’s Report
on the standalone financial statements for the year
ended March 31, 2023.
I further report that the Board of Directors of the Company is
duly constituted with proper balance of executive directors, non-
executive directors and independent directors except as stated
herein above. The changes in the composition of the Board of
Directors that took place during the period under review were
carried out in compliance with the provisions of the Act.
Adequate notice is given to all Directors to schedule the
Board Meetings. Necessary approvals were obtained as per
applicable provisions for meeting conducted at shorter notice.
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 at
the meeting.
Majority decision at Board Meeting and Committee Meetings
are carried out unanimously and the views of dissenting
members, if any, are captured and recorded as part of the
minutes of the Meetings of Board of Directors or Committees
of the Board, as the case may be.
I further report that, based on the information provided and
the representation made by the Company and also on the
review of the compliance reports taken on record by the
Board of Directors of the Company, there are 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:
(a) During the audit period the paid-up share capital of
the Company has increased from Rs.6,017.97 million
to Rs.6,018.46 pursuant to allotment of 49,050 equity
shares of Rs.10 (Rupees Ten only) each under SpiceJet
Employee Stock Option Scheme – 2017.
(b) The Company on March 31, 2023 entered into a
Business Transfer Agreement with its subsidiary namely
SpiceXpress and Logistics Private Limited (“SXPL”) for
transfer of its cargo business undertaking as a going
concern, on slump sale basis. Accordingly, eective April
1, 2023, SXPL is carrying the cargo business.
For Mahesh Gupta & Company
Company Secretaries
Sd/-
Mahesh Kumar Gupta
Proprietor
Date : December 4, 2023 FCS 2870::CP 1999
Place : New Delhi UDIN: F002870E002814173
This report is to be read with our letter of even date which
is annexed as Appendix – I and forms an integral part of this
report
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
34
SpiceJet Limited
APPENDIX – I
To,
The Members,
SpiceJet Limited,
Indira Gandhi International Airport,
Terminal 1D, New Delhi – 110037
Our Secretarial Audit Report for the financial year ended
March 31, 2023 is to be read along with this Appendix.
1) Maintenance of secretarial records is the responsibility of
the management of the Company. Our responsibility is
to express an opinion on these secretarial records based
on our audit.
2) We have followed the audit practices and processes as
were appropriate to obtain reasonable assurance about
the correctness of the contents of the secretarial records.
The verifications were done on test basis to ensure that
correct facts are reflected in secretarial records. We
believe that the processes and practices, we followed
provide a reasonable basis for our opinion.
3) We have not verified the correctness and appropriateness
of financial records and Books of Accounts of the Company.
4) Where ever required, we have obtained the management
representation about the compliance of laws, rules and
regulation and happening of events etc.
5) The compliance of the provisions of corporate and
other applicable laws, rules, regulations, standards is
the responsibility of the management. Our examination
was limited to the verification of procedures on the
test basis.
6) The Secretarial Audit Report is neither an assurance
as to the future viability of the Company nor of the
eciency or eectiveness with which the management
has conducted the aairs of the company.
For Mahesh Gupta & Company
Company Secretaries
Sd/-
Mahesh Kumar Gupta
Proprietor
Date : December 4, 2023 FCS 2870::CP 1999
Place : New Delhi UDIN: F002870E002814173
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
35Annual Report 2022-23
ANNEXURE - F
Business Responsibility and Sustainability Report
In our pursuit to equitably deliver benefits of growth, we have adopted the principles of business responsibility, as prescribed
under the National Guidelines on Responsible Business Conduct (“NGRBC”) released by the Ministry of Corporate Aairs,
Government of India. NGRBC urge businesses to conduct business responsibly and sustainably and also encourage and support
their suppliers, vendors, distributors, partners and other stakeholders to follow the same principle.
This Business Responsibility and Sustainability Report is a step in the direction of greater transparency and accountability of
our Company towards its stakeholders. As part of responsible governance practices, the Company is publishing this Business
Responsibility and Sustainability Report for financial year ended March 31, 2023, developed in line with Regulation 34(2)(f) of
the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 and NGRBC to the extent applicable.
Section A: General Disclosures
I. Details of the listed entity:
S. No. Particulars Details
1. Corporate Identity Number (CIN) of the listed entity L51909DL1984PLC288239
2. Name of the listed entity SpiceJet Limited
3. Year of incorporation 1984
4. Registered oce address Indira Gandhi International Airport, Terminal 1D,
New Delhi – 110037, India
5. Corporate address 319, Udyog Vihar, Phase IV, Gurugram – 122016,
Haryana, India
6. Email investors@spicejet.com
7. Telephone +91 124 3913939
8. Website www.spicejet.com
9. Financial Year for which report is being done April 1, 2022 to March 31, 2023
10. Name of the Stock Exchange(s) where shares are listed BSE Limited
11. Paid-up capital Rs.6,018,456,650 divided into 601,845,665
equity shares of Rs.10 each
12. Name and contact details (telephone, email) of the person
who may be contacted in case of queries on the BRSR report
Mr. Chandan Sand,
Sr. VP (Legal) & Company Secretary
+91 124 3913939
investors@spicejet.com
13. Reporting Boundary (Standalone or Consolidated basis) Standalone
II. Product/services:
14. Details of business activities (accounting for 90% of the entity’s turnover):
S. No. Description of Main Activity Description of Business Activity %Turnover of the entity
(i) Air transportation Air transport services of passengers and cargo 96.65
15. Products/Services sold by the entity (accounting for 90% of the entity’s Turnover):
S. No. Product/Service NIC Code %Turnover of the entity
(i) Air transport services of passengers and cargo 51101 96.65
III. Operation:
16. Number of locations where plants and/or operations/oces of the entity are situated:
Location No. of plants No. of oces Total
National 0 38 38
International 0 4 4
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
36
SpiceJet Limited
17. Markets served by the entity:
(a) Number of locations:
Locations Number
National (No. of States) 22
International (No. of Countries) 4
(b) What is the contribution of exports as a percentage of the total turnover of the entity?: The Company reports
results of its operation on an overall basis. The revenue from operation from outside India constitute 24.99% of
total revenue from operations.
(c) A brief on types of customers: Air travellers (retail and corporate), charters etc.
IV. Employees:
18. Details as the end of the financial year
1:
(a) Employees and workers (including dierently abled):
S. No. Particulars Total (A) Male Female
No. (B) %(B/A) No. (C) %(C/A)
Employees
1. Permanent (D) 7,131 4,860 68.15 2,271 31.85
2. Other than Permanent (E) 2,929 2,844 97.1 0 85 2.90
3. Total employees (D+E) 10,060 7,704 76.58 2,356 23.42
Workers
4. Permanent (F)
Not applicable
5. Other than Permanent (G)
6. Total workers (F+G)
1
Other than permanent employees includes contractors. The entire workforce of the Company is categorised
as ‘employees’ and none as ‘workers’. Therefore, the information required in all sections of this report in the
‘workers’ category is not applicable to the Company.
(b) Dierently abled Employees and workers:
S. No. Particulars Total (A) Male Female
No. (B) %(B/A) No. (C) %(C/A)
Dierently abled employees
1. Permanent (D) 4 2 50.00 2 50.00
2. Other than Permanent (E) 1 1 100.00 0 0.00
3. Total dierently abled employees (D+E) 5 3 60.00 2 40.00
Dierently abled workers
4. Permanent (F)
Not applicable
5. Other than Permanent (G)
6. Total dierently abled workers (F+G)
19. Participation/ Inclusion/ Representation of women:
Particulars Total (A) No. and percentage of Females
No. (B) %(B/A)
Board of Directors 5 1 20.00%
Key Management Personnel 2 0 0.00%
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
37Annual Report 2022-23
20. Turnover rate for permanent employees and workers:
Particulars FY 2022-23 FY 2021-22 FY 2020-21
Male Female Total Male Female Total Male Female Total
Permanent Employees 26.87 39.24 30.07 26.66 29.97 27.50 16.15 16.24 16.18
Permanent Workers Not applicable
V. Holding, Subsidiary and Associate Companies (including joint ventures)
21. Names of holding/ subsidiary/ associate companies/ joint ventures
S.
No.
Name of the holding / subsidiary / associate
companies / joint ventures (A)
Indicate whether
holding/
Subsidiary/
Associate/ Joint
Venture
% of
shares
held by
listed
entity
Does the entity indicated
at column A, participate in
the Business Responsibility
initiatives of the listed
entity? (Yes/No)
1. SpiceJet Merchandise Private Limited Subsidiary 100% No
2. SpiceJet Technic Private Limited Subsidiary 100% No
3. Canvin Real Estate Private Limited Subsidiary 100% No
4. SpiceJet Interactive Private Limited Subsidiary 100% No
5. Spice Club Private Limited Subsidiary 100% No
6. Spice Shuttle Private Limited Subsidiary 100% No
7. SpiceXpress and Logistics Private Limited Subsidiary 98% No
8. Spice Ground Handling Services Private Limited Subsidiary 100% No
9. SpiceTech System Private Limited Subsidiary 68% No
VI. CSR Details
22. (i) Whether CSR is applicable as per Section 135 of Companies Act, 2013: Yes
(ii) Turnover: Rs.88,688.40 million (revenue from operations)
(iii) Net worth: Rs. (32,316.07) million
VII. Transparency and Disclosures Compliances
23. Complaints/Grievances on any of the principles (Principles 1 to 9) under the National Guidelines on Responsible
Business Conduct:
Stakeholder
Group
Grievance Redressal
Mechanism in place (Yes/
No)
(Provide web-link)
FY 2022-23 FY 2021-22
No. of
complaints
filed
during the
year
No. of
complaints
pending
resolution
at close of
the year
Remarks No. of
complaints
filed
during the
year
No. of
complaints
pending
resolution
at close of
the year
Remarks
Communities NA NA NA NA NA NA NA
Investors and
shareholders
Yes.
Shareholders and
investors can write to the
Company/RTA to email IDs
investors@spicejet.com or
einward.ris@kfintech.com.
They may also register their
complaints on SEBI SCORES
Portal i.e. www.scores.gov.in
20 0 NA 5 0 NA
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
38
SpiceJet Limited
Stakeholder
Group
Grievance Redressal
Mechanism in place (Yes/
No)
(Provide web-link)
FY 2022-23 FY 2021-22
No. of
complaints
filed
during the
year
No. of
complaints
pending
resolution
at close of
the year
Remarks No. of
complaints
filed
during the
year
No. of
complaints
pending
resolution
at close of
the year
Remarks
Employees
and workers
Yes.
The mechanism is
available at https://
corporate.spicejet.com/
Content/pdf/SpiceJet_
WhistleBlowerPolicy.pdf.
0 0 NA 0 0 NA
Customers Yes.
The details are available at
https://corporate.spicejet.com/
GeneralAirTravelFaq.aspx
950 - - 684 - -
Value chain NA NA NA NA NA NA NA
Others NA NA NA NA NA NA NA
24. Overview of the entity’s material responsible business conduct issues
Please indicate material responsible business conduct and sustainability issues pertaining to environmental and social
matters that present a risk or an opportunity to your business, rationale for identifying the same, approach to adapt
or mitigate the risk along-with its financial implications, as per the following format:
S.
No.
Material issue
identified
Indicate
whether
risk or
opportunity
(R/O)
Rationale for identifying the risk /
opportunity
In case of risk,
approach to adapt
or mitigate
Financial
implications of the
risk or opportunity
(Indicate positive
or negative
implications)
1. Ethics,
Accountability,
and
Transparency
Risk and
Opportunity
Adherence to the highest standards
of transparency and business ethics
results in corporate governance
excellence. Our governance
mechanism is positioned to
promoting transparency in the
system, adhering to compliances,
and ensuring accountability.
We have
implemented ethical
framework and have
adopted a code of
conduct.
Ethical behaviour
protects the Company
from punitive
and reputational
repercussions, beside
loss of investors’
confidence and brand
erosion.
2. Conservation
of Energy and
Fuel
Opportunity Fuel is leading source of energy for
aviation activity. The Company’s
measures includes maintenance of
engine and airframe, flight planning,
training to operational sta, regular
analysis etc.
NA Fuel cost is substantial
part of overall cost
and improvement in
fuel consumption may
results significant cost
savings.
3. Emissions
Management
Risk and
Opportunity
One of the most important solutions
to climate change is reducing
greenhouse gas emissions. We are
therefore committed to use energy
ecient equipment to reduce
carbon footprint.
We intent to use
new fuel ecient
aircraft to reduce
our carbon footprint.
There will be
significant financial
implication to move
to new fuel ecient
fleet.
4. Safe and
Healthy
Working
Conditions
Risk and
Opportunity
Safety and social well-being has
been our highest priority and
at the core of our philosophy of
sustainable business.
Compliance of
all airworthiness
directives issued by
regulatory bodies.
Providing employee
counselling and
conducting health
related program.
Safe environment
results in lower
downtime and higher
productivity.
5. Waste
management
Risk and
Opportunity
Waste from our business activity
may cause pollution. We strive to
waste management.
Proper waste
management plan
including e-waste.
Recycling and
reduction in single
use plastic
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
39Annual Report 2022-23
SECTION B: MANAGEMENT AND PROCESS DISCLOSURES
This section is aimed at helping businesses demonstrate the structures, policies and processes put in place towards adopting
the NGRBC Principles and Core Elements.
Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
Policy and management processes
1. a. Whether your entity’s policy/policies cover
each principle and its core elements of the
NGRBCs. (Yes/No)
Y Y Y Y Y Y Y Y Y
b. Has the policy been approved by the Board?
(Yes/No)
Y Y Y Y Y Y Y Y Y
c. Web Link of the Policies, if applicable The Code of Conduct and certain other polices are available on
Company’s website www.spicejet.com in ‘Investors’ section. Internal
policies are available at intranet.
2. Whether the entity has translated the policy into
procedures. (Yes / No)
Y Y Y Y Y Y Y Y Y
3. Do the enlisted policies extend to your value chain
partners?
Y Y Y Y Y Y Y Y Y
4. Name of the national and international codes/
certifications/labels/ standards (e.g. Forest
Stewardship Council, Fairtrade, Rainforest Alliance,
Trustea) standards (e.g. SA 8000, OHSAS, ISO, BIS)
adopted by your entity and mapped to each principle.
Nil
5. Specific commitments, goals and targets set by the
entity with defined timelines, if any.
Nil
6. Performance of the entity against the specific
commitments, goals and targets along-with
reasons in case the same are not met.
Not applicable
Governance, leadership and oversight
7. Statement by director responsible for the business
responsibility report, highlighting ESG related
challenges, targets and achievements
The Company believe that a corporate enterprise must be managed
not merely in the interests of its owners, but equally in those of their
employees, customers, the local community and other stakeholders
and therefore in our pursuit to equitably deliver benefits of the
growth, the Company has adopted the principles of business
responsibility in its code of conduct.
8. Details of the highest authority responsible for
implementation and oversight of the Business
Responsibility policy (ies).
Mr. Ajay Singh
Chairman & Managing Director
9. Does the entity have a specified Committee of the
Board/ Director responsible for decision making
on sustainability related issues? (Yes / No). If yes,
provide details.
The Corporate Social Responsibility Committee evaluated the
sustainability related issues, from time to time. The Committee is
comprising of Mr. Ajay Aggarwal as Chairperson and Mr. Ajay Singh
and Mrs. Shiwani Singh as members.
10. Details of Review of NGRBCs by the Company:
Subject for Review
Indicate whether review was
undertaken by Director /
Committee of the Board/ Any
other Committee
Frequency (Annually/ Half
yearly/ Quarterly/ Any other –
please specify)
P1 P2 P3 P4 P5 P6 P7 P8 P9 P1 P2 P3 P4 P5 P6 P7 P8 P9
Performance against above policies and follow up action
Board and its committees Annually
Compliance with statutory requirements of relevance
to the principles, and, rectification of any non-
compliances
Board and its committees Annually
11. Has the entity carried out independent assessment/
evaluation of the working of its policies by an external
agency? (Yes/No). If yes, provide name of the agency.
No
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40
SpiceJet Limited
12. If answer to question (1) above is “No” i.e. not all Principles are covered by a policy, reasons to be stated:
Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
The entity is not at a stage where it is in a position to formulate and
implement the policies on specified principles (Yes/No)
NA NA NA NA NA NA NA NA NA
The entity does not have the financial, human and technical resources
available for the task (Yes/No)
NA NA NA NA NA NA NA NA NA
It is planned to be done in the next financial year (Yes/No) NA NA NA NA NA NA NA NA NA
Any other reason (please specify) NA NA NA NA NA NA NA NA NA
Section C: Principle wise Performance Disclosure
Principle 1: Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical, Transparent and
Accountable.
Essential Indicators
1. Percentage coverage by training and awareness programmes on any of the Principles during the financial year:
Segment Total number of training and
awareness programmes held
Topics / principles
covered under the
training and its impact
%age of persons in respective
category covered by the
awareness programmes
Board of Directors Total 3 sessions were spent on
familiarisation programmes as
part of the meetings of the Board.
Principle 1 to 9 100%
Key Managerial Personnel Nil NA NA
Employees other than Board
of Directors and KMPs
Training to 1,265 employees were
provided during the current
financial year
Principle 1 to 9 12.57%
Workers Not applicable
2. Details of fines / penalties /punishment/ award/ compounding fees/ settlement amount paid in proceedings (by the
entity or by directors / KMPs) with regulators/ law enforcement agencies/ judicial institutions, in the financial year, in the
following format (Note: the entity shall make disclosures on the basis of materiality as specified in Regulation 30 of SEBI
(Listing Obligations and Disclosure Obligations) Regulations, 2015 and as disclosed on the entity’s website):
Monetary
NGRBC
Principle
Name of the regulatory/ enforcement
agencies/ judicial institutions
Amount (In Rs.) Brief of
the Case
Has an appeal been
preferred? (Yes/No)
Penalty/ Fine Principle 1 BSE Limited Please refer Para 22 (b) of the
Corporate Governance Report
No.
Settlement Nil Nil Nil Nil Nil
Compounding Nil Nil Nil Nil Nil
Non-Monetary
NGRBC
Principle
Name of the regulatory/ enforcement
agencies/ judicial institutions
Amount (In Rs.) Brief of
the Case
Has an appeal been
preferred? (Yes/No)
Imprisonment Nil Nil Nil Nil Nil
Punishment Nil Nil Nil Nil Nil
3. Of the instances disclosed in Question 2 above, details of the Appeal/ Revision preferred in cases where monetary or non-
monetary action has been appealed.
Case Details Name of the regulatory/ enforcement agencies/ judicial institutions
Nil
4. Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available, provide a web-
link to the policy: Yes. Our Code of Conduct (available in the Company intranet) complies with the legal requirements of
applicable laws and regulations, including anti-bribery, anti-corruption and ethical handling of conflicts of interest.
5. Number of Directors/KMPs/employees/workers against whom disciplinary action was taken by any law enforcement
agency for the charges of bribery/ corruption: Nil
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
41Annual Report 2022-23
6. Details of complaints with regard to conflict of interest:
FY 2022-23 FY 2021-22
Number Remarks Number Remarks
Number of complaints received in relation to issues of Conflict of Interest
of the Directors
Nil NA Nil NA
Number of complaints received in relation to issues of Conflict of Interest
of the KMPs
Nil NA Nil NA
7. Provide details of any corrective action taken or underway on issues related to fines / penalties / action taken by regulators/
law enforcement agencies/ judicial institutions, on cases of corruption and conflicts of interest: Not applicable
Leadership Indicators
1. Awareness programmes conducted for value chain partners on any of the Principles during the financial year:
Total number of awareness
programmes held
Topics / principles covered
under the training
%age of value chain partners covered (by value of business
done with such partners) under the awareness programmes
Nil
2. Does the entity have processes in place to avoid/ manage conflict of interests involving members of the Board? (Yes/
No) If Yes, provide details of the same: The Company has approved policies and code of conduct for its Board, and
it has procedures in place to avoid/ manage conflict of interests such as Code of Conduct for Directors and Senior
Managements, Policy on Related Party Transactions, Policy for determining Material Subsidiaries, Code on Fair Disclosure
of Unpublished Price Sensitive Information, Code of Conduct for Prevention of Insider Trading and Whistle Blower Policy.
The Company undertakes training and awareness sessions on ethical business practices, including sessions to avoid or
manage the instances of conflict of interests in an appropriate manner.
Principle 2: Businesses should provide goods and services in a manner that is sustainable and safe
Essential Indicators
1. Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the environmental
and social impacts of product and processes to total R&D and capex investments made by the entity, respectively.
Particulars FY 2022-23 FY 2021-22 Details of improvements in environmental and social impacts
R&D N.A. N.A. N.A.
Capex 0.81% 1.47% N.A.
2. Does the entity have procedures in place for sustainable sourcing? (Yes/No). If yes, what percentage of inputs were
sourced sustainably?: Yes. All our vendor/suppliers are assessed on sustainability parameters (wherever possible) at the
time of on boarding through the vendor/supplier selection process.
3. Describe the processes in place to safely reclaim your products for reusing, recycling and disposing at the end of life, for
(a) Plastics (including packaging) (b) E-waste (c) Hazardous waste and (d) other waste: To ensure that waste is properly
managed, we have implemented a set of steps for reusing, recycling, and disposing of waste. These include segregating of
plastic waste and disposing it o with authorized vendors, disposing of batteries to authorized vendors once they reach
the end of their life cycle, regularly emptying ground equipment waste oils, such as engine oil/hydraulic oil, at specified
intervals, such as hourly, calendar, or by kilometre etc.
4. Whether Extended Producer Responsibility (EPR) is applicable to the entity’s activities (Yes/No). If yes, whether the waste
collection plan is in line with the Extended Producer Responsibility (EPR) plan submitted to Pollution Control Boards? If
not, provide steps taken to address the same: Not applicable.
Leadership Indicators
1. Has the entity conducted Life Cycle Perspective/Assessments (LCA) for any of its products (for manufacturing industry)
or for its services (for service industry)? If yes, provide details in the following format?: Not applicable. We do not connect
any assessment of life cycle of our services.
2. If there are any significant social or environmental concerns and/or risks arising from production or disposal of your
products/services, as identified in the Life Cycle Perspective/Assessments (LCA) or through any other means, briefly
describe the same along-with action taken to mitigate the same: Not applicable.
3. Percentage of recycled or reused input material to total material (by value) used in production (for manufacturing industry)
or providing services (for service industry): Not applicable.
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42
SpiceJet Limited
4. Of the products and packaging reclaimed at end of life of products, amount (in metric tonnes) reused, recycled, and safely
disposed, as per the following format: Not applicable.
5. Reclaimed products and their packaging materials (as percentage of products sold) for each product category: Not
applicable.
Principle 3: Businesses should respect and promote the well-being of all employees, including those in their value chains
Essential Indicators
1. (a) Details of measures for the well-being of employees:
Category % of employees covered by
Total
(A)
Health
insurance
Accident
insurance
Maternity
benefits
Paternity
Benefits
Day Care
Facilities
Number
(B)
%
(B/A)
Number
(C)
%
(C/A)
Number
(D)
%
(D/A)
Number
(E)
%
(E/A)
Number
(E)
%
(E/A)
Permanent employees
Male 4,860 4,860 100% 4,860 100% 0 0% 4,860 100% 4,860 100%
Female 2,271 2,271 100% 2,271 100% 2,271 100% 0 0% 2,271 100%
Total 7,131 7,131 100% 7,131 100% 2,271 100% 4,860 100% 7,131 100%
(b) Details of measures for the well-being of workers:
Category % of employees covered by
Total
(A)
Health
insurance
Accident
insurance
Maternity
benefits
Paternity
Benefits
Day Care
Facilities
Number
(B)
%
(B/A)
Number
(C)
%
(C/A)
Number
(D)
%
(D/A)
Number
(E)
%
(E/A)
Number
(E)
%
(E/A)
Permanent employees
Male
Not applicableFemale
Total
2. Details of retirement benefits:
Benefits FY 2022-23 (As on 31.03.2023) FY 2021-22 (As on 31.03.2022)
No. of employees
covered as a % of
total employees
No. of workers
covered as
a % of total
workers
Deducted and
deposited with
the authority
(Y/N/N.A.)
No. of employees
covered as a % of
total employees
No. of workers
covered as
a % of total
workers
Deducted and
deposited with
the authority
(Y/N/N.A.)
PF 100.00% NA Note* 100.00% NA Note*
Gratuity 100.00% NA NA 100.00% NA NA
ESI 24.30% NA Note* 52.60% NA Note*
*Note: There has been delay in deposit of provident fund and ESI with the appropriate authorities. Please refer Para No. (vii) of the Annexure
A of the Independent Auditor’s Report on the standalone financial statements for the year ended March 31, 2023.
3. Accessibility of workplaces: Are the premises/oces of the entity accessible to dierently abled employees and workers,
as per the requirements of the Rights of Persons with Disabilities Act, 2016? If not, whether any steps are being taken by
the entity in this regard: Yes. We encourage employees to disclose their disabilities to provide reasonable support to them
to perform to their full potential.
4. Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016? If so, provide a
web-link to the policy: Yes. The policy is available on intranet.
5. Return to work and Retention rates of permanent employees and workers that took parental leave.
Gender Permanent employees Permanent workers
Return to work rate Retention rate Return to work rate Retention rate
Male 100% 100% NA NA
Female 100% 100% NA NA
Total 100% 100% NA NA
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
43Annual Report 2022-23
6. Is there a mechanism available to receive and redress grievances for the following categories of employees and worker? If
yes, give details of the mechanism in brief:
Particulars Yes/No (If Yes, then give details of the mechanism in brief)
Permanent Workers
Not applicable
Other than Permanent Workers
Permanent Employees Various platforms are available with employees to register their complaint such as
HR Help Desk, dedicated e-mail id for reporting POSH related complaints and strong
whistle blower mechanism in place to eectively address complaints/ issues raised.
Other than Permanent Employees
7. Membership of employees and worker in association(s) or Unions recognised by the listed entity: Nil
8. Details of training given to employees and workers:
Category FY 2022-23 FY 2021-22
Total (A) No. of employees % (B / A) Total (C) No. of employees % (D / C)
Employees
Permanent 7131 1265 17.74 8796 0 0
Other than Permanent 2929 0 0 3465 0 0
Total 10060 1265 12.57 12261 0 0
* Note : Due to Covid reasons, all physical / classroom behavioural trainings were discontinued in FY 2021-22.
9. Health and safety management system:
The Company has implemented occupational health and safety management system for identifying workplace hazards,
undertaking risk assessment, implementing necessary controls as per the level of risk, and eliminating or minimizing the
identified risks. The Company has process to report the work-related safety concerns and each employee have access to
non-occupational medical and healthcare services.
10. Describe the measures taken by the entity to ensure a safe and healthy work place:
We are committed to constantly improve our processes to ensure that our operation conforms to the highest
level of safety standards. We adhere to all regulations as enumerated by the Directorate General of Civil Aviation
and other regulatory bodies and persistently comply with all airworthiness directives issued by regulatory bodies.
11. Number of complaints on working conditions and health & saftey made by employees and workers: Nil
12. Assessments for the year:
Particulars % of your plants and oces that were assessed (by entity or statutory
authorities or third parties)
Health and safety practices 100%
Working Conditions 100%
13. Provide details of any corrective action taken or underway to address safety-related incidents (if any) and on
significant risks / concerns arising from assessments of health & safety practices and working conditions: Not
applicable
Leadership Indicators
1. Does the entity extend any life insurance or any compensatory package in the event of death of employees: Yes
2. Provide the measures undertaken by the entity to ensure that statutory dues have been deducted and deposited by the
value chain partners: The Company insist and ensure that all partners comply with the code of conduct.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
44
SpiceJet Limited
Principle 4: Businesses should respect the interests of and be responsive to all its stakeholders
Essential Indicators
1. Describe the processes for identifying key stakeholder groups of the entity.
The Company strive to be responsible and sensitive to its stakeholders. Depending on a direct relationship of impact,
influence and proximity or relevance, the Company identified various stakeholder groups like customers, employees,
investors, suppliers and other value chain partners, local communities for engagement. The Company have devised a
separate and dedicated mechanism to engage with each stakeholders (including shareholders, investors, vendors,
customers, employees, government and other local authorities).
2. List of stakeholder groups identified as key for your entity and the frequency of engagement with each stakeholder group:
Stakeholder
Group
Whether
identified as
Vulnerable &
Marginalized
Group (Yes/No)
Channels of communication Frequency of
engagement (Annually/
Half yearly/ Quarterly /
others – please specify)
Purpose and scope of
engagement including
key topics and concerns
raised during such
engagement
Board of
Directors
No Email, Meetings, Annual
Report, Quarterly Reports
etc.
Quarterly Role and responsibility of
Board of Directors as per
the Companies Act, 2013
and other applicable laws.
Shareholders
and investors
No General Meetings, website,
email, newspaper, corporate
announcements, stock
exchange website, Annual
Reports etc.
Quarterly and annually To update about the
performance of the
Company and deal with
investor queries.
Employees No Email, website, workshop,
intranet
Continuous Engagement with
employees to increase
eciency and execute
business operations.
Customers No Email, SMS, Website,
Newspaper, Advertisements,
Social Media, inflight
magazine
Continuous Feedback to improve
services
Vendors No Website Continuous Fair and transparent
procurement
Communities Yes Website and social media Continuous To understand needs of
the communities and
provide facilities
Government
and authorities
No Corporate filing, audits and
compliances.
Need based Compliance of applicable
laws
Leadership Indicators
1. Provide the processes for consultation between stakeholders and the Board on economic, environmental, and social topics
or if consultation is delegated, how is feedback from such consultations provided to the Board.
The Company has formed various committees to engage with respective stakeholders.
2. Whether stakeholder consultation is used to support the identification and management of environmental, and social
topics (Yes / No). If so, provide details of instances as to how the inputs received from stakeholders on these topics were
incorporated into policies and activities of the entity.
No.
3. Provide details of instances of engagement with, and actions taken to, address the concerns of vulnerable/ marginalized
stakeholder groups.
The Company through its CSR initiatives engage with the communities based on their needs and provide support to them,
to the extent possible and feasible.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
45Annual Report 2022-23
Principle 5: Businesses should respect and promote human rights
Essential Indicators
1. Employees and workers who have been provided training on human rights issues and policy(ies) of the entity, in the
following format:
Category FY 2022-23 FY 2021-22
Total
(A)
No. of employees % (B /
A)
Total
(C)
No. of employees % (D /
C)
Employees
Permanent 7,131 6,833 95.82% 8,796 7,009 79.68%
Other than permanent 2,929 1,218 41.58% 3,465 1,860 53.48%
Total Employees 10,060 8,051 80.02% 12,261 8,869 72.34%
Worker
Other than permanent
Not applicableOther than permanent
Total worker
2. Details of minimum wages paid to employees and workers, in the following format:
Category FY 2022-23 FY 2021-22
Total
(A)
Equal to
Minimum Wage
More than
Minimum Wage
Total
(A)
Equal to
Minimum Wage
More than
Minimum Wage
No. (B) %(B/A) No. (C) %(C/A) No. (B) %(B/A) No. (C) %(C/A)
Employees
Permanent
Male 4860 1893 39% 2967 61% 5838 2372 41% 3466 59%
Female 2271 1429 63% 842 37% 2864 1596 56% 1268 44%
Other than Permanent
Male 2844 2805 99% 39 1% 3222 3187 99% 35 1%
Female 85 83 98% 2 2% 76 75 99% 1 1%
3. Details of remuneration/salary/wages, in the following format:
Particulars Male Female
Number Median remuneration/ salary/
wages of respective category
Number Median remuneration/ salary/
wages of respective category
Board of Directors (BoD) Please refer Annexure - C of the Board’s Report
Key Managerial Personnel (KMP) This information may not be disclosed due to confidentiality.
Employees other than BoD and KMP
Workers Not applicable
4. Do you have a focal point (Individual/ Committee) responsible for addressing human rights impacts or issues caused or
contributed to by the business? (Yes/No): Yes
5. Describe the internal mechanisms in place to redress grievances related to human rights issues: The Company’s Code of
Conduct strongly deters wrongdoings and promote equal opportunities for all at workplace. The Code ensures there is
no discrimination or harassment in the workplace and appropriate grievance mechanism is in place. In addition to this, the
company has policies such as POSH Policy, Whistleblower Policy, Nomination and Remuneration Policy for Directors, Key
Managerial Personnel and Other Employee etc.
6. Number of Complaints on the following made by employees and workers:
Particulars FY 2022-23 FY 2021-22
Filed during
the year
Pending resolution
at the end of year
Remarks Filed during
the year
Pending resolution
at the end of year
Remarks
Sexual Harassment 17 1 NA 15 0 NA
Discrimination at workplace 0 0 NA 0 0 NA
Child Labour 0 0 NA 0 0 NA
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46
SpiceJet Limited
Particulars FY 2022-23 FY 2021-22
Filed during
the year
Pending resolution
at the end of year
Remarks Filed during
the year
Pending resolution
at the end of year
Remarks
Forced Labour/Involuntary
Labour
0 0 NA 0 0 NA
Wages 0 0 NA 0 0 NA
Other human rights related
issues
0 0 NA 0 0 NA
7. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases: The Company
has adopted a policy in terms of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013 and formed an internal complaint committee which also ensure that a person who lodges a complaint in good
faith and without malice is protected and will not allow a person raising a concern to be victimized for doing so. Similar
mechanism for protection to complainant is also available in terms of whistle blower policy.
8. Do human rights requirements form part of your business agreements and contracts? (Yes/No): Yes. The Company’s Code
of Conduct is also applicable on its vendors which includes aspects of human rights pertaining to their operations and
conduct of business, and all vendors need to comply with the Code as part of the agreement/contract.
9. Assessments for the financial year 2022-23:
Particulars % of your plants and oces that were assessed
(by entity or statutory authorities or third parties)
Child labour Nil
Forced/involuntary labour Nil
Sexual harassment 100%
Discrimination at workplace Nil
Wages Nil
Others – please specify Nil
10. Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the
assessments at Question 9 above: The Company has a policy on the prevention of sexual harassment, which is a gender-
neutral subject matter. Risks, if any, arising from such assessments are duly taken care of, by committees comprising of
both internal and external stakeholders.
Leadership Indicators
1. Details of a business process being modified / introduced as a result of addressing human rights grievances/complaints:
During the reporting period, no business processes have been modified or introduced for addressing human rights
grievances/complaints.
2. Details of the scope and coverage of any Human rights due-diligence conducted: Nil
3. Is the premise/oce of the entity accessible to dierently abled visitors, as per the requirements of the Rights of Persons
with Disabilities Act, 2016?: Yes
Principle 6: Businesses should respect and make eorts to protect and restore the environment
Essential Indicators
1. Details of total energy consumption (in Rupees million) and energy intensity, in the following format:
Parameters FY 2022-23 FY 2021-22
Total electricity consumption (A) 56.66 55.43
Total fuel consumption (B) – ATF and Petrol/Diesel 47,906.64 29,649.83
Total energy consumption (A+B+C) 47,963.30 29,705.26
2. Does the entity have any sites / facilities identified as designated consumers (DCs) under the Performance, Achieve and
Trade (PAT) Scheme of the Government of India? (Y/N) If yes, disclose whether targets set under the PAT scheme have
been achieved. In case targets have not been achieved, provide the remedial action taken, if any: Not applicable.
3. Provide details of the following disclosures related to water, in the following format: Not applicable
4. Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage and
implementation: Not applicable
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
47Annual Report 2022-23
5. Does the entity have any project related to reducing Green House Gas emission? If Yes, then provide details: The Company
is conscious of the alarming levels of pollution and growing importance on the usage of clean and renewable sources of
energy. The Company continuously undertake adequate measures to reduce greenhouse gas emissions by using fleet
renewal, investment in cleaner vehicles and equipment, maintenance of engine and airframe, flight planning, training to
operational sta, etc.
6. Provide details related to waste management by the entity, in the following format: The Company has implemented
various waste disposal and reduction initiatives across all oces and its operation.
7. Briefly describe the waste management practices adopted in your establishments. Describe the strategy adopted by your
company to reduce usage of hazardous and toxic chemicals in your products and processes and the practices adopted to
manage such wastes: Not applicable
8. If the entity has operations/oces in/around ecologically sensitive areas (such as national parks, wildlife sanctuaries,
biosphere reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones etc.) where environmental approvals/
clearances are required, please specify details in the following format: Not applicable: Not applicable
9. Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the current
financial year: Not applicable
10. Is the entity compliant with the applicable environmental law/regulations/guidelines in India; such as the Water
(Prevention and Control of Pollution) Act, Air (Prevention and Control of Pollution) Act, Environment Protection Act and
rules thereunder (Y/N). If not, provide details of all such non-compliances, in the following format: The Company is in
compliance of all applicable environmental law/regulations/guidelines in India.
Leadership Indicators
1. Does the entity have a business continuity and disaster management plan? Give details in 100 words/web link: The
Company has an emergency procedure integrated into its management system for dealing with emergency situations
as per applicable laws. A list of potential emergency situations has been identified and the roles and responsibilities of
all concerned personnel are also defined to handle the emergencies eectively. The plan covers man-made and natural
disasters, including a major aircraft accident, and includes command and control, crisis communications, humanitarian
response, and business continuity. Training and awareness sessions are conducted for the employees and emergency
handling teams to prepare them for actual emergency situations.
2. Disclose any significant adverse impact to the environment, arising from the value chain of the entity. What mitigation or
adaptation measures have been taken by the entity in this regard: There were no areas/materials in the value chain of the
entity which have been identified as having significant adverse impact on the environment.
3. Percentage of value chain partners (by value of business done with such partners) that were assessed for environmental
impacts: Nil
Principle 7: Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible
and transparent
Essential Indicators
1. (a) Number of aliations with trade and industry chambers/associations: The Company is a member of Federation of
Indian Airlines and International Air Transport Association.
(b) List the top 10 trade and industry chambers/associations (determined based on the total members of such body) the
entity is a member of/aliated to:
S. No. Name of the trade and industry chambers/associations Reach of trade and industry chambers/
associations (State/National)
1. Federation of Indian Airlines National
2. International Air Transport Association International
2. Provide details of corrective action taken or underway on any issues related to anti-competitive conduct by the entity,
based on adverse orders from regulatory authorities:
Name of authority Brief of the case Corrective action taken
Competition
Commission of
India
Express Industry Council of India alleged cartelization between
five domestic airlines including the Company for fixing the rate
of fuel surcharge in cargo. Competition Commission of India vide
its order dated March 7, 2018 held that the Company along Indigo
and Jet Airways are in contravention of the provisions of the
Competition Act, 2002 and imposed a penalty of Rs.51 million on
the Company.
An appeal has been filed against
the order of the Competition
Commission of India before the
Competition Appellate Tribunal.
The said order is stayed. The
appeal is sub-judice.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
48
SpiceJet Limited
Leadership Indicators
1. Details of public policy positions advocated by the entity: Not applicable
Principle 8: Businesses should promote inclusive growth and equitable development
Essential Indicators
1. Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in the current
financial year: The Company shall endeavour to take these projects in future.
2. Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by your
entity, in the following format: Not applicable
3. Describe the mechanisms to receive and redress grievances of the community: The Company’s Corporate Social
Responsibility Policy is designed to support and provide for social and community development, which inter-alia, focuses
on the needs and aspirations of the communities. In case there is a concern or grievance, the same can be logged with the
CSR team representative and adequate action will be taken, as deemed appropriate.
4. Percentage of input material (inputs to total inputs by value) sourced from suppliers:
Particulars FY 2022-23 FY 2021-22
Directly sourced from MSMEs/ small producers
2
1.71% 2.13%
2
Based on trade payable as on end of the financial year.
Leadership Indicators
1. Provide details of actions taken to mitigate any negative social impacts identified in the Social Impact Assessments
(Reference: Question 1 of Essential Indicators above): Not applicable
2. Provide the following information on CSR projects undertaken by your entity in designated aspirational districts as
identified by government bodies: Not applicable
3. (a) Do you have a preferential procurement policy where you give preference to purchase from suppliers
comprising marginalized /vulnerable groups? (Yes/No): No
(b) From which marginalized /vulnerable groups do you procure?: Not applicable
(c) What percentage of total procurement (by value) does it constitute?: Not applicable
4. Details of the benefits derived and shared from the intellectual properties owned or acquired by your entity (in the current
financial year), based on traditional knowledge: Not applicable
5. Details of corrective actions taken or underway, based on any adverse order in intellectual property related disputes
wherein usage of traditional knowledge is involved: Not applicable
6. Details of beneficiaries of CSR Projects: Not applicable
Principle 9: Businesses should engage with and provide value to their consumers in a responsible manner
Essential Indicators
1. Describe the mechanisms in place to receive and respond to consumer complaints and feedback: A well-established
system is in place for dealing with customer complaint and feedback. Customers are provided multiple options to connect
with the Company through email, telephone, website, social media, feedback forms, etc.
2. Turnover of products and/ services as a percentage of turnover from all products/service that carry information about:
Particulars As a percentage to total turnover
Environmental and social parameters relevant to the product
Not applicableSafe and responsible usage
Recycling and/or safe disposal
3. Number of consumer complaints in respect of the following:
Particulars FY 2022-23 FY 2021-22
Received
during the year
Pending resolution
at end of year
Remarks Received during
the year
Pending resolution
at end of year
Remarks
Data privacy Nil Nil NA Nil Nil NA
Advertising Nil Nil NA Nil Nil NA
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
49Annual Report 2022-23
Particulars FY 2022-23 FY 2021-22
Received
during the year
Pending resolution
at end of year
Remarks Received during
the year
Pending resolution
at end of year
Remarks
Cyber-security Nil Nil NA Nil Nil NA
Delivery of
essential
services
Nil Nil NA Nil Nil NA
Restrictive
Trade Practices
Nil Nil NA Nil Nil NA
Unfair Trade
Practices
Nil Nil NA Nil Nil NA
Others
3
950 Nil NA 684 Nil NA
3
Complaints relating to various subject matters such as cancellation of tickets, incorrect bookings, refund of fares, flight delays, baggage mishandling
and flight cancellation. Apart from this there are consumer complaints filed against the Company in various courts/ consumer redressal forums.
4. Details of instances of product recalls on account of safety issues:
Particulars Number Reason for recall
Voluntary recalls
Not applicable
Forced recalls
5. Does the entity have a framework/ policy on cyber security and risks related to data privacy? (Yes/No): Yes. In order to
assist the Company in identification, evaluation and mitigation of strategic, operational, and external environment risks, the
Company has framed and adopted a risk management policy as per applicable laws. The Company also has a committee
on ‘risk management’ which includes cyber security risk.
6. Provide details of any corrective actions taken or underway on issues relating to advertising, and delivery of essential
services; cyber security and data privacy of customers; re-occurrence of instances of product recalls; penalty / action
taken by regulatory authorities on safety of products / services: Nil. The Company witnessed a ransomware attack on
Information Technology (IT) system(s) on May 25, 2022 which aected operations of certain flights. Immediately, the
Company took corrective measures with assistance of cyber experts and authorities about the ransomware attack to
investigate the root causes and to further suggest remedial steps.
Leadership Indicators
1. Channels / platforms where information on products and services of the entity can be accessed (provide web link, if
available): All information regarding services provided by the Company is available on its website i.e. www.spicejet.com as
well as mobile applications.
2. Steps taken to inform and educate consumers about safe and responsible usage of products and/or services: The Company
connects with its customer through messages and email for information related to its services. These information are also
available on the Company’s website.
3. Mechanisms in place to inform consumers of any risk of disruption/discontinuation of essential services: Any delay/
cancelation of flight is informed well in advance to customers through email and messages.
4. Does the entity display product information on the product over and above what is mandated as per local laws? (Yes/No/
Not Applicable) If yes, provide details in brief. Did your entity carry out any survey with regard to consumer satisfaction
relating to the major products / services of the entity, significant locations of operation of the entity or the entity as a
whole? (Yes/No): The details of our services including terms of carriage, price of air tickets, special services, etc. are
published on our website as well as on the tickets as per the prevailing laws and regulations. Creating an excellent customer
experience is one of our key objective and in order to keep our business processes as close as possible to customer needs,
we conduct feedbacks surveys after each completed flight through SMS. Such survey enable us to understand customers’
expectations, satisfaction levels and overall experience for flying with us.
5. Provide the following information relating to data breaches:
(a) Number of instances of data breaches along-with impact: Nil
(b) Percentage of data breaches involving personally identifiable information of customers: Nil
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
50
SpiceJet Limited
Corporate Governance Report
Corporate Governance Report
In terms of Regulation 34(3) read with Part C of Schedule V of
the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (the “SEBI Listing Regulations”) the details
of compliance by the Company with the norms on corporate
governance during financial year 2022-23 are as under:
1. Philosophy on Corporate Governance
Our philosophy on the corporate governance centers on
promoting responsible business practices that prioritise
the well-being of customers, stakeholders and the
environment. It ensures how eectively the Board of
Directors and management are discharging their functions
in building and satisfying stakeholders’ confidence.
It involves balancing the interests of all stakeholders,
management, customers, suppliers, financiers, government
and community. Since corporate governance also provides
the framework for attaining a company’s objectives, it
encompasses practically every sphere of management
from action plans and internal control to performance
measurement and corporate disclosure.
We believe that strong governance standards, focusing on
fairness, transparency, accountability and responsibility
are vital, not only for the healthy and vibrant corporate
sector growth, but also for inclusive growth of the
economy. We have always focused on good corporate
governance, which is a key driver of sustainable corporate
growth and long term value creation for its stakeholders.
We have measures to periodically review and revise the
corporate governance practices by subjecting business
processes to audits and checks that measures up to the
required standards.
2. Board of Directors
The primary role of the Board of Directors is to protect and
enhance stakeholders’ value through strategic supervision
of the Company and to ensure that the Company has
clear goals aligned to stakeholders’ value and its growth.
Eective Board of the Company believes in the principles
that are essential in the oversight, insight, and foresight
of the business. The Board has a legal responsibility to
provide oversight and accountability for the organisation.
The Board, as part and parcel of its functioning, annually
reviews its role, evaluates its performance and also that of
the Committees and the Directors.
The Company believes that its Board needs to have
an appropriate mix of executive, non-executive and
independent directors to maintain its independence and
separate its functions of governance and management.
None of the Directors on the Board hold directorships in
more than ten public companies and member of more
than ten committees or chairperson of more than five
committees across all the public companies in which
he or she is a Director. Necessary disclosures regarding
the Board and committee positions in other public
companies as on March 31, 2023 have been made by the
all the Directors. None of the Director on the Board of the
Company has been debarred or disqualified from being
appointed or continuing as Director of the Company by
the Securities and Exchange Board of India, Ministry of
Corporate Aairs or any such statutory authority.
(i) Composition of the Board
As on March 31, 2023, the Board comprised five
members with an Executive Chairman & Managing
Director, besides three Independent Directors and
one Non-Executive Non-Independent Director, of
which one is a woman director. The Board reviews
its strength and composition from time to time to
ensure that it remains aligned with the statutory as
well as business requirements.
Category-wise composition of the Board of
Directors of the Company is given below:
S.
No.
Name of
the Director
Category
1
1. Mr. Ajay Singh Executive Director (Chairman
& Managing Director)
2. Mrs. Shiwani Singh Non - Executive and
Non-Independent Director
3. Mr. Anurag Bhargava Independent Director
4. Mr. Ajay Aggarwal Independent Director
5. Mr. Manoj Kumar Independent Director
1
As at March 31, 2023, the composition of the Board was
not as per the requirement of Regulation 17(1) of the SEBI
Listing Regulations as the Company has not appointed
one independent woman director and the total number
of directors are less than six. The Company is looking for
a suitable candidature for woman independent director
and after finalisation of such candidature, the Company
will file necessary application for security clearance
of such candidature as mandated by Civil Aviation
Requirements of Ministry of Civil Aviation, Government
of India.
(ii) Board Meetings and attendance of Directors
All meetings of Board and Committees are governed
by a structured agenda. The Board members, in
consultation with the Chairman, may bring up any
other matter for the consideration of the Board.
Sensitive subject matters are discussed at the
meeting without written material being circulated
in advance. Agenda papers are generally circulated
well in advance of the meeting except for meetings
called at a shorter notice. In addition to information
required under Regulation 17(7) of the SEBI Listing
Regulations, all statutory and other significant
and material information are placed before the
Board members to enable them to discharge
their responsibility of strategic supervision of the
Company.
During the financial year 2022-23, three (3)
Board Meetings were held on August 31, 2022,
November 14, 2022 and February 24, 2023. Dueto
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
51Annual Report 2022-23
Name of the
Director
2
No. of Board
Meeting
attended
3
Directorship
in other
companies
4
Committees membership/
chairpersonship in other
public companies
5
Directorship in other listed entity
(Category of directorship)
Mr. Ajay Singh 3 - - -
Mrs. Shiwani Singh 1 1 1 Multipurpose Trading and Agencies Ltd.
(Non-Executive Director)
Mr. Anurag Bhargava 3 - - -
Mr. Ajay Aggarwal 3 - - -
Mr. Manoj Kumar 3 1 1 DCM Shriram Industries Ltd.
(Non-Executive Non-Independent Director)
2
None of the Directors are related to each other except Mr. Ajay Singh and Mrs. Shiwani Singh.
3
Due to time constraints, the Board Meeting held on February 24, 2023 was adjourned and continued on February 27, 2023. The adjourned
Board Meeting was attended by all Directors except Mr. Ajay Aggarwal.
4
Excluding directorships in private companies, foreign companies, companies registered under Section 8 of the Companies Act, 2013 and
subsidiaries of SpiceJet Limited.
5
For the purpose of determination of limit of the Board Committees, chairpersonship and membership of the Audit Committee and
Stakeholders’ Relationship Committee has been considered.
During May 2022, a ransomware attack aected
IT system(s) of the Company and access to data
and computer systems were blocked. This has
resulted in delay in completion of audit process and
conducting the Board Meeting and submission of
financial results for quarter and year ended March
31, 2022 and quarter ended June 30, 2022. Therefore
the time gap between two consecutive Board
Meetings (i.e. Board Meeting held on February 15,
2022 and Board Meeting held on August 31, 2022),
was more than one hundred and twenty days.
The Board has also passed resolution(s) by circulation
on August 19, 2022 and October 30, 2022 in terms of
Section 175 of the Companies Act, 2013 read with rules
made thereunder. All directors provided their assent/
dissent on such resolution(s) except Mr. Anurag
Bhargava who did not voted on the resolution(s). The
resolution(s) passed by circulation were also place in
the subsequent Board Meeting.
The last Annual General Meeting of the Company
was held on December 26, 2022 through video
conference and other audio visual means which
was attended by all Directors of the Company
except Mrs. Shiwani Singh.
(iii) Shares held by Non-Executive Directors
Details of equity shares of the Company held by
Non-Executive Directors as on March 31, 2023 are
given below:
Name Category No. of Equity
Shares
Mrs. Shiwani
Singh
Non - Executive and
Non-Independent
Director
6,001
Mr. Ajay
Aggarwal
Independent Director 20,000
Mr. Manoj
Kumar
Independent Director 8,000
(iv) Familiarisation Programmes
The role of Independent Directors has been of
paramount importance to the corporate world,
its investors (particularly minority investors),
stakeholders, regulators as these directors are
required to uphold ethical standards of integrity
and probity and assist in implementing best
corporate governance practices, while fulfilling
the strict criteria of being independent of the
management and the Company. It becomes
imperative on the part of the Company to
adequately familiarise independent directors with
the Company, its operations, management and
regulatory framework governing the organisation.
The familiarisation programmes are aimed to
familiarise the Independent Directors with the
Company, their roles responsibilities in the
Company, nature of industry in which the Company
operates and business model of the Company by
imparting suitable training sessions.
The Company believes that a Board, which is
well informed and familiarised with the Company
and its aairs, can contribute significantly to
eectively discharge its role in a manner that fulfils
stakeholders’ aspirations and societal expectations.
Therefore, presentations on the business and
performance of the Company are made at the
Board Meetings to familiarise the Independent
Directors with the strategy, operations and
functions of the Company. The Board members are
given full opportunity to interact with management
personnel and are provided with all the documents
required and/or sought by them to have a good
understanding of the Company, its business model
and its operations. Each Director of the Company
has complete access to any information relating
to the Company. The Board members are also
encouraged to advise the Company to adopt
further programmes for their familiarisation with
the Company.
time constraints, the Board Meeting held on
February 24, 2023 was adjourned and continued
on February 27, 2023 for certain agenda items.
Requisite information, as per the requirements
of Schedule V of the SEBI Listing Regulations is
provided below:
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
52
SpiceJet Limited
The Company’s Policy of conducting the
familiarisation programmes has been disclosed on
the website of the Company at www.spicejet.com
under the “Investors” section.
(v) Independent Directors
The Company believes that the primary role
of Independent Directors includes setting top
executive remuneration, assessing any situation
related to the corporate finance decision making.
They also play an important role in managing
and controlling conflicts in the organization.
Hence, all Independent Directors on the Board of
the Company are Non-Executive Directors. The
maximum tenure of the Independent Directors
is in compliance with the Companies Act, 2013
(the “Act”) and SEBI Listing Regulations. All the
Independent Directors have confirmed that they
meet the criteria of independence as stipulated
under Section 149(6) of the Act and Regulation 16(1)
(b) of the SEBI Listing Regulations and provided
the required declaration under Section 149(7) of
the Act. Based on the disclosures received from
the Independent Directors, it is hereby confirmed
that in the opinion of the Board, the Independent
Directors fulfil the conditions specified in SEBI
Listing Regulations and are independent of the
management and are also in compliance with
the limit on independent directorships of listed
companies as prescribed under Regulation 17A of
the SEBI Listing Regulations.
The Company has laid down the terms and conditions
of the appointment of Independent Directors
stipulating their roles, responsibilities and duties
which are consistent with the provisions of the SEBI
Listing Regulations, Section 149 and Schedule IV of
the Act. The said terms and conditions set out the
criteria of independence, age limits, recommended
tenure, committee memberships, remuneration and
other related terms of appointment. It emphasises
the importance of independence. The Company has
issued letter of appointment to all the Independent
Directors and terms and conditions of their
appointment have been disclosed on the website
of the Company at www.spicejet.com under the
“Investors” section.
(vi) Resignation of Independent Directors
During the year under review, none of the director
has resigned from the Board.
(vii) Core skills/expertise/competencies of Directors
The Board evaluates its composition to ensure
that the appropriate mix of skills, experience,
independence and knowledge to ensure its
continued eectiveness. The Board members
should, at a minimum, have background that when
combined provide a portfolio of experience and
knowledge that will serve SpiceJet’s governance and
strategic needs. The Directors have demonstrated
experience and ability that is relevant to the Board’s
oversight role with respect to SpiceJet’s business
and aairs.
The Directors on the Board of the Company are
adequately skilled and have relevant expertise as
per industry norms and have rich experience. The
Company’s Board has identified the following skills/
expertise/ competencies to function and discharge
its responsibilities eectively:
Skills and its description Ajay
Singh
Shiwani
Singh
Anurag
Bhargava
Ajay
Aggarwal
Manoj
Kumar
Finance and Accounting Experience: Knowledge and skills in accounting
and finance, business judgment, general management practices and
processes, crisis response and management, industry knowledge
Leadership: Strong management and leadership experience including
in areas of business development, strategic planning, investments and
finance, international business, senior level government experience
and academic background.
Diversity: Diversity of thoughts, experience, knowledge, perspective,
gender and culture. Varied mix of strategic perspectives, and
geographical focus with knowledge and understanding of key
geographies.
Global Business: Understanding of diverse business environment,
economic conditions, culture and regulatory framework and a broad
prospective on global market opportunities.
Corporate Governance: Experience in developing and implementing
good corporate governance practices, maintaining board and
management accountability, managing stakeholders’ interests and
Company’s responsibilities towards customers, employees, suppliers,
regulatory bodies and the communities in which it operates.
Information Technology: Information Technology expertise with
knowledge of current and emerging technologies.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
53Annual Report 2022-23
(viii) Board Committees
The Board of Directors has constituted Board
Committees to deal with specific areas and
activities which concern the Company and requires
a closer review. The Board Committees are formed
with the approval of the Board and function within
their respective charters. These Committees play
a pivotal role in the overall management of day-
to-day aairs and governance of the Company.
The Board Committees meet at regular intervals
and take necessary steps to perform their duties
entrusted by the Board.
During the year under review, all recommendations
of the Board Committees were duly accepted by
the Board. The Chairpersons of the respective
Committee reports to the Board on the deliberations
and decisions taken by the Committee and conduct
themselves under the supervision of the Board. The
minutes of the meetings of all Board Committees
are also placed before the Board for its perusal on
a regular basis.
The details of various Board Committees in the
Company as on the date of this report can be
referred from below mentioned chart:
Corporate Social
Responsibility Committee
Stakeholders’
Relationship Committee
Risk Management
Committee
Audit
Committee
Nomination and
Remuneration Committee
Board of Directors
The constitution of the Board Committees are
available on the website of the Company i.e.
www.spicejet.com under the “Investors” section
and are also stated hereinafter.
3. Audit Committee
The primary purpose of a company’s audit committee is
to provide oversight of the financial reporting process,
the audit process, the company’s system of internal
controls and compliance with laws and regulations.
The audit committee can expect to review significant
accounting and reporting issues and recent professional
and regulatory pronouncements to understand the
potential impact on financial statements.
As on March 31, 2023, the Audit Committee comprised
of four Directors, three being Independent Directors and
one being Non-Executive Non-Independent Director. The
Chairperson of the Audit Committee has sound financial
knowledge as well as many years of experience in
general management. All members of Audit Committee,
including the Chairperson, have accounting and financial
management expertise. The composition of the Audit
Committee meets the requirements of Section 177 of the
Act and the SEBI Listing Regulations. Key responsibilities
of the Audit Committee, inter-alia, includes:
(i) The Committee oversees the work carried out in
the financial reporting process by the management,
the Internal Auditors and the Statutory Auditors,
and to take note of the processes and safeguards
employed by each of them.
(ii) To monitor and provide an eective supervision of
the financial reporting process and to ensure that
the financial statements are correct, sucient and
credible.
(iii) To ensure accurate and timely disclosures with the
highest levels of transparency, integrity and quality
of financial reporting.
(iv) The Committee has all powers, roles, duties etc.
as enumerated under Section 177 of the Act and
Regulation 18 of the SEBI Listing Regulations.
(v) The Audit Committee is responsible to select,
evaluate and, where appropriate, replace the
independent auditors in accordance with the law.
(vi) The Committee recommends the appointment,
re-appointment, remuneration and terms of
appointment of auditors and approval of payment
for any other services rendered by statutory
auditors.
The Company Secretary of the Company acts as the
secretary to the Committee.
The Chief Financial Ocer and the representatives of the
Internal Auditor and the Statutory Auditors are invitees
to the meetings of the Audit Committee.
During the financial year 2022-23, three (3) Audit
Committee Meetings were held on August 31, 2022,
November 14, 2022 and February 24, 2023. The necessary
quorum was present for all the meetings.
The composition of the Audit Committee as on March
31, 2023 and the attendance of members at the
meetings held during financial year 2022-23 are given
below:
Name of the Member Category Status No. of Meetings
Held Attended
Mr. Anurag Bhargava Independent Director Chairperson 3 3
Mrs. Shiwani Singh Non - Executive and Non-Independent Director Member 3 1
Mr. Ajay Aggarwal Independent Director Member 3 3
Mr. Manoj Kumar Independent Director Member 3 3
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
54
SpiceJet Limited
The time gap between two consecutive Audit Committee
Meetings (i.e. Audit Committee Meeting held on February
14, 2022 (concluded on February 15, 2022) and Audit
Committee held on August 31, 2022), was more than one
hundred and twenty days due to delay in completion of
audit process for financial year 2021-2022 on account of
a ransomware attack which aected IT system(s) of the
Company.
4. Nomination and Remuneration Committee
The Nomination and Remuneration Committee’s terms
of reference, its objectives, composition, meeting
requirements, authority and power, responsibilities,
reporting and evaluation functions are in accordance with
Section 178 of the Act and Regulation 19 read with Part D
of Schedule II of the SEBI Listing Regulations. Nomination
and Remuneration Committee recommend the set
up and composition of the Board and its Committees
including the formulation of the criteria for determining
qualifications, positive attributes and independence of a
director. The Committee’s role also includes formulation
of criteria for evaluation of performance of the directors
and the Board as a whole, and administration of the
Employee Stock Option Schemes of the Company.
As on March 31, 2023, the Nomination and Remuneration
Committee comprised three Directors, of whom two
members are Independent Directors and one is Executive
Director. The composition of the Committee meets the
requirements of Section 178 of the Act and the SEBI
Listing Regulations.
The Nomination and Remuneration Committee’s
powers, role and terms of reference covers the area
as contemplated under Section 178 of the Act and
Regulation 19 the SEBI Listing Regulations. The
Committee has the following powers, roles and terms of
reference:
(i) To identify persons who are qualified to become
directors and who may be appointed in senior
management in accordance with the criteria laid
down.
(ii) To recommend to the Board for appointment and
removal of directors and senior management.
(iii) To recommend to the Board the appointment/ re-
appointment and removal of managerial person
(i.e. director or whole time director) including the
payment of remuneration to them.
(iv) To carry out evaluation of every director’s
performance and to formulate the criteria for
determining, positive attributes and independence
of a director and to recommend to the Board a
policy, relating to the remuneration for the directors,
key managerial personnel and other employees.
(v) To formulate, administer and implement the
Employee Stock Option Scheme and also
recommends to the Board in the matter related to
the areas as specified.
During the financial year 2022-23, three (3) meetings of
the Nomination and Remuneration Committee were held
on August 31, 2022, November 14, 2022 and February 24,
2023 with necessary quorum being present.
Eective August 31, 2022, the Nomination and
Remuneration Committee was reconstituted with Mr.
Ajay Aggarwal (Independent Director) as Chairperson
Mr. Ajay Singh (Chairman and Managing Director) and
Mr. Manoj Kumar (Independent Director) as members.
Details of the composition, meeting and attendance
of the members at the Nomination and Remuneration
Committee meeting held during the year under review
are as under:
Name of the Member Category Status No. of Meetings
Held Attended
Mr. Ajay Aggarwal Independent Director Member 3 3
Mr. Ajay Singh Chairman and Managing Director Member 3 3
Mr. Manoj Kumar Independent Director Member 3 3
Mrs. Shiwani Singh
6
Non - Executive and Non-Independent Director Member NA NA
6
Cease to be member of the Nomination and Remuneration Committee eective August 31, 2022.
5. Remuneration of Directors
The Nomination and Remuneration Committee
determines and recommends to the Board the amount
of remuneration payable to managerial personnel. The
recommendations of the Committee are based on
evaluation of certain parameters of managerial personnel.
Any remuneration payable to managerial personnel is
approved by the shareholders of the Company as per
the requirement of the Companies Act, 2013.
The Nomination and Remuneration Committee of
the Company has framed a policy for selection and
appointment of directors including determining
qualifications of director, key managerial personnel
and their remuneration as part of its charter and other
matters provided under Section 178(3) of the Act. The
Nomination and Remuneration Policy is available on the
website of the Company at www.spicejet.com under the
“Investors” section.
During the financial year ended March 31, 2023, there
is no pecuniary relationship or transactions of the
non-executive director’s vis-à-vis the Company except
payment of sitting fees of Rupees one lakh for attending
each Board Meeting.
During the financial year 2022-23, the Company has
paid Rs.60.00 million to Mr. Ajay Singh, Chairman &
Managing Director as remuneration against the approved
remuneration of Rs.72.00 million and has taken provisions
for remaining remuneration of Rs.12.00 million. The
Company has also paid outstanding remuneration of
Rs.18.00 million to Mr. Ajay Singh for previous financial year.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
55Annual Report 2022-23
6. Performance evaluation of Directors
In compliance with the provisions of the Act and the SEBI
Listing Regulations, annual performance evaluation was
conducted for all Board members as well as the working
of the Board and its Committees. This evaluation was led
by the Chairperson of the Nomination and Remuneration
Committee with specific focus on performance and
eective functioning of the Board. For the financial
year ended March 31, 2023, the Directors completed
the evaluation process which included evaluation of
the Board as a whole, Board Committees and individual
Directors including the Chairman and Managing
Director. The Board evaluation was conducted through
questionnaire designed with qualitative parameters and
feedback based on ratings.
Evaluation of the Board was based on criteria
such as composition and role of the Board, Board
communication and relationships, functioning of Board
Committees, review of performance of Executive
Directors etc. Evaluation of Committees was based
on criteria such as adequate independence of
each Committee, frequency of meetings and time
allocated for discussions at meetings, functioning of
Board Committees and eectiveness of its advice/
recommendation to the Board, etc.
Performance of the Board and Board Committees
was evaluated on various parameters such as
structure, composition, quality, diversity, experience,
competencies, performance of specific duties and
obligations, quality of decision-making and overall
Board eectiveness.
7. Stakeholders’ Relationship Committee
The primary objective of Stakeholders’ Relationship
Committee is to consider and resolve the grievances of
stakeholders including complaints relating to non-receipt
of annual report, transfer or transmission of securities,
issuance of share certificates etc.
In compliance with requirements of the SEBI Listing
Regulations and provisions of Section 178 of the Act,
the Company has constituted Stakeholders’ Relationship
Committee. As on March 31, 2023, the Committee
comprised three members, out of whom two are Non-
Executive Directors and one is Independent Director.
Key responsibilities of the Stakeholders’ Relationship
Committee, inter-alia, includes following:
(i) Resolving the grievances of the security holders
of the Company 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.;
(ii) Formulation of procedures in line with the statutory
guidelines to ensure speedy disposal of various
requests received from shareholders from time to time;
One (1) meeting of the Stakeholders’ Relationship
Committee was held during the financial year 2022-
23 on February 14, 2023. The necessary quorum was
present during the meeting.
Details of the composition, meeting and attendance of
the members at the Stakeholders Relationship Committee
meeting held during the year under review are as under:
Name of the Member Category Status No. of Meetings
Held Attended
Mr. Manoj Kumar Independent Director Chairperson 1 0
Mrs. Shiwani Singh Non-Executive and Non-Independent Director Member 1 1
Mr. Ajay Singh Chairman and Managing Director Member 1 1
Mr. Chandan Sand, Sr. VP (Legal) & Company Secretary
is the Compliance Ocer.
During the financial year 2022-23, the complaints and
queries received by the Company were general in nature,
including issues relating to non-receipt of annual reports
and others, which were resolved to the satisfaction
of the shareholders. The Company has received 20
complaints from shareholders and replied/ redressed the
same to the satisfaction of shareholders. No complaint
of investor is pending at the end of the financial year
ended March 31, 2023.
In order to provide ecient services to investors, and for
speedy redressal of the complaints, the Committee has
delegated the power of approving transfer and transmission
of shares and other matters like sub-division and
consolidation of shares certificate, issue of share certificates
on re-materialization or loss etc. and for dematerialization to
the Company Secretary of the Company.
8. Risk Management Committee
The Committee is constituted and functions as per
Regulation 21 read with Part D of Schedule II of the
SEBI Listing Regulations to frame, implement and
monitor the risk management plan for the Company.
The objective of the Risk Management Committee is
to formulate a detailed risk management policy and
approve any amendment/ modification thereof. The
Committee monitors and oversees implementation of
risk management policy including evaluating adequacy
of risk management systems.
As on March 31, 2023, the Risk Management Committee
comprised Mr. Ajay Singh (Chairman & Managing
Director) as Chairperson and Mr. Anurag Bhargava
(Independent Director) and Mr. Chandan Sand (Sr. VP
(Legal) & Company Secretary) as members.
The Risk Management Committee’s powers, role and
terms of reference covers the area as contemplated
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
56
SpiceJet Limited
under Regulation 21 the SEBI Listing Regulations, as
amended from time to time. The Committee has the
following powers, roles and terms of reference:
(i) To formulate a detailed risk management policy
which shall include (a) framework for identification
of internal and external risks specifically faced by
the Company, in particular including financial,
operational, sectoral, sustainability (particularly,
ESG related risks), information, cyber security
risks or any other risk as may be determined by
the Committee, (b) Measures for risk mitigation
including systems and processes for internal
control of identified risks, and (c) Business
continuity plan.
(ii) To ensure that appropriate methodology,
processes and systems are in place to monitor and
evaluate risks associated with the business of the
Company;
(iii) To monitor and oversee implementation of the
risk management policy, including evaluating the
adequacy of risk management systems;
(iv) To periodically review the risk management policy,
at least once in two years, including by considering
the changing industry dynamics and evolving
complexity;
(v) To keep the Board of Directors informed about
the nature and content of its discussions,
recommendations and actions to be taken;
(vi) The appointment, removal and terms of
remuneration of the Chief Risk Ocer (if any) shall
be subject to review by the Committee.
(vii) Such other items as may be prescribed by applicable
law or the Board of Directors of the Company in
compliance with applicable law, from time to time.
Two (2) meetings of the Risk Management Committee
were held during the financial year 2022-23 on November
14, 2022 and February 14, 2023. The necessary quorum
was present during the meeting.
Details of the composition, meeting and attendance
of the members at the Risk Management Committee
meeting held during the year under review are as under:
Name of the Member Category Status No. of Meetings
Held Attended
Mr. Ajay Singh Chairman and Managing Director Chairperson 2 2
Mr. Anurag Bhargava Independent Director Member 2 1
Mr. Chandan Sand Sr. VP (Legal) & Company Secretary Member 2 2
9. General Body Meetings
Details of the Annual General Meetings held in the last three years:
Category Date and Time Location of the meeting Special Resolutions Passed
38
th
AGM
(2021-22)
December 26, 2022 at 11:30 a.m. Through video conference
and other audio visual means.
Nil
37
th
AGM
(2020-21)
December 30, 2021 at 11:30 a.m. Through video conference
and other audio visual means.
Nil
36
th
AGM
(2019-20)
December 24, 2020 at 04:00 p.m. Through video conference
and other audio visual means.
Transfer of Cargo business to its
wholly-owned subsidiary
10. Postal Ballot
During the year under, no postal ballot exercise was
initiated.
11. Means of Communication
The quarterly, half-yearly and annual results of the
Company are sent to the stock exchange for the
information of the shareholder and also published in
leading newspapers in India which include Financial
Express (English - all edition) and Jansatta (Hindi
- Delhi edition). The results of the Company are also
displayed on the website of stock exchange i.e. BSE
Limited (www.bseindia.com) and the Company
(www.spicejet.com).
All the press releases of the Company are sent to the
stock exchange for dissemination to shareholders
and are subsequently displayed on the website
of the Company at www.spicejet.com. Investor
presentations, if any, are also displayed on the website
of the Company.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
57Annual Report 2022-23
12. General Shareholder Information
(a) Venue, date and time of the 39
th
Annual General
Meeting
: Venue: Through Video Conferencing
Date: January 10, 2024
Time: 3:30 p.m.
(b) Financial Year : April 1, 2022 to March 31, 2023
(c) Book Closure date : January 4, 2024 to January 10, 2024 (both days inclusive)
(d) Dividend Payment Date : Not applicable
(e) Name of Stock Exchange : BSE Limited,
Phiroze Jeejeebhoy Towers,
Dalal Street, Mumbai- 400001
(Equity Shares)
(f) Listing fees for Financial Year 2022-23 : Paid
(g) Stock Code : BSE: 500285
Reuters: SPJT.BO
Bloomberg: SJET
ISIN in NSDL and CDSL: INE285B01017
(h) Reasons for suspension of securities from
trading
: Not applicable
(i) Registrar and Transfer Agents : KFin Technologies Limited,
Selenium Tower B, Plot No. 31-32,
Gachibowli, Financial District, Nanakramguda,
Hyderabad – 500 032
(j) Dematerialisation of Shares and Liquidity : Over 99.38% of the outstanding equity shares have been
dematerialised up to March 31, 2023. The equity shares of
the Company are listed at BSE Limited only; where they are
actively traded.
(k) Outstanding Global Depository Receipts/
American Depository Receipts/warrants and
convertible bonds, conversion date and likely
impact on equity
: The Company has no outstanding Global Depository
Receipts/American Depository Receipts/warrants and
convertible bonds.
(l) Plant location : The Company does not have any plant location.
(m) Address for Correspondence : For shares in physical/ demat mode:
KFin Technologies Limited,
Selenium Tower B, Plot No. 31-32, Gachibowli,
Financial District,
Nanakramguda, Hyderabad – 500 032
Email: einward.ris@kfintech.com
Tel: +91 40 67162222
Fax: +91 40 23001153
For any query on Annual Report
Legal & Company Aairs
SpiceJet Limited
319, Udyog Vihar, Phase IV,
Gurugram - 122 016 Haryana
Email: investors@spicejet.com
Tel: +91 124 3913939
Fax: +91 124 3913844
(n) Details of shares in the demat suspense account
or unclaimed suspense account
: Nil
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
58
SpiceJet Limited
13. Market Price Data
The market capitalisation of the Company is included in the computation of S&P BSE Small Cap. The table below sets out
the monthly high and low quotations of the shares traded at BSE Limited (www.bseindia.com) during the period under
review:
Month Open Price High Price Low Price Close Price
Apr-22 55.20 62.20 54.70 54.90
May-22 54.90 54.90 46.40 47.50
Jun-22 48.05 48.60 37.15 38.10
Jul-22 38.50 40.45 34.60 38.30
Aug-22 38.40 52.40 38.40 46.40
Sep-22 42.00 47.00 36.40 39.00
Oct-22 38.90 42.35 37.70 39.95
Nov-22 39.60 40.45 37.20 38.35
Dec-22 38.70 43.25 35.00 38.75
Jan-23 39.35 39.35 34.30 35.45
Feb-23 35.60 42.20 32.00 37.25
Mar-23 37.35 37.74 29.75 30.31
14. Performance in Comparison to broad-based Indices - BSE Sensex
The chart below sets out price performance of equity shares of the Company relative to BSE Sensex based on daily closing
values during April 1, 2022 to March 31, 2023.
The stock price performance shown in the graph below should not be considered indicative of potential future stock price
performance.
0
20
40
60
80
100
120
Apr-22
May-22
Jun-22
Jul-22
Aug-22
Sep-22
Oct-22
Nov-22
Dec-22
Jan-23
Feb-23
Mar-23
Months
SpiceJet Share Price vs. BSE Sensex
SpiceJet Sensex
Share Price Index (rebased to 100 as on 01/04/2022)
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
59Annual Report 2022-23
15. Share Transfer System
To expedite the process of share transfers, the Board of
the Company has delegated the power of share transfer
to the Compliance Ocer of the Company and Registrar
and Share Transfer Agent. Share transfer requests which
are received in physical form are processed and the
share certificate are returned on a fortnight basis from
the date of receipt, provided the documents submitted
are valid and complete in all respect.
16. Shareholding Pattern as on March 31, 2023
S.
No.
Category No. of
Shares
Percentage
(%)
1. Promoters
7
35,49,49,793 58.98
2. Resident individuals 21,27,75,708 35.35
3. Bodies corporates 1,33,18,238 2.21
4. Non Resident Indians 85,35,856 1.42
5. HUF 46,19,042 0.77
6. Non Resident Indian –
Non Repatriable
27,45,970 0.46
7. Foreign portfolio –
Corp
23,98,758 0.40
8. Employees 16,69,105 0.28
9. Clearing members 5,06,026 0.08
10. Foreign Institutional
Investors
1,07,400 0.02
11. Foreign Portfolio
Investors
75,002 0.01
12. NBFC 42,216 0.01
13. Mutual Funds 37,000 0.01
14. Directors 34,001 0.01
15. Directors and their
relatives
25,000 0.00
16. Trusts 6,250 0.00
17. Foreign Nationals 300 0.00
Total 60,18,45,665 100.00
7
Number of equity shares pledged with various banks and
financial institutions - 16,66,37,437 equity shares.
17. Distribution of Shareholding as on March 31, 2023
Category Shareholders Shares
Number % of
total
Number % of
total
1-5000 3,34,454 83.66 3,98,95,178 6.62
5001-10000 31,580 7.90 2,52,54,388 4.19
10001-20000 17,132 4.28 2,59,00,784 4.30
20001-30000 5,925 1.48 1,51,72,826 2.52
30001-40000 2,716 0.67 97,81,150 1.62
40001-50000 2,148 0.53 1,01,04,790 1.67
50001-100000 3,350 0.83 2,46,30,537 4.09
100001 and
above
2,427 0.60 45,11,06,012 74.95
Total 3,99,732 100.00 60,18,45,665 100.00
18. Commodity price risk or foreign exchange risk and
hedging activities
The Company has significant exposure to price
movement of Aviation Turbine Fuel which is a derivative
of crude oil. The Company has established a framework
to actively manage these fuel price risk and foreign
exchange risk. All hedging activities of the Company, if
any, are as per applicable guidelines.
19. Subsidiary Companies
The Audit Committee reviews the financial statements of
the subsidiary companies. It also reviews, the investments
made by the subsidiary companies, statement of all
significant transactions and arrangements entered
into by the subsidiary companies and the status of
compliances by the respective subsidiary companies, on
a periodic basis.
Pursuant to Section 129 (3) of the Companies Act, 2013
and IND-AS 110 issued by the Institute of Chartered
Accountants of India, Consolidated Financial Statements
presented by the Company include the financial
statements of its subsidiaries.
The Company does not have any material subsidiary in
terms of the provisions of the SEBI Listing Regulations as
on March 31, 2023. The Board of Directors of the Company
has adopted the policy and procedures for determining
‘material’ subsidiary companies in accordance with the
provisions of the SEBI Listing Regulations. The objective
of this policy is to lay down criteria for identification and
dealing with material subsidiaries and to formulate a
governance framework for subsidiaries of the Company.
The Policy on Material Subsidiaries is available on the
website of the Company at www.spicejet.com under the
“Investors” section.
20. Details of total fees paid to Statutory Auditors
The details of total fees for all services paid by the
Company and its subsidiaries, on a consolidated basis,
to the Statutory Auditor during the financial year 2022-
23 is as follows:
S. No. Particulars Amount in Rs. million
1. Audit fees 10.10
2. Limited review fees 2.85
3. Tax audit fees 0.95
4. Reimbursement 0.40
21. Credit Rating: During the year under review, Acuité
Ratings & Research Limited has rearmed its long-term
rating of ‘ACUITE B’ (read as ACUITE B) and its short
term rating of ‘ACUITE A4’ (read as ACUITE A four)
on the banking facilities availed by the Company with
‘Stable’ outlook.
22. Other Disclosures
(a) Related Party Transactions: All transactions
entered into with related parties as defined under
the Companies Act, 2013 and the SEBI Listing
Regulations during the financial year 2022-23 were
in the ordinary course of business and on an arm’s
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
60
SpiceJet Limited
length pricing basis or were approved by the Board/
Audit Committee under specific provisions of the
Companies Act, 2013. None of the transactions with
any of the related parties were in conflict with the
interest of the Company.
The Policy on Related Party Transactions is available
on the website of the Company at www.spicejet.com
under the “Investors” section.
(b) Details of non-compliance by the Company:
Details of non-compliances, penalties, strictures
imposed by stock exchange or SEBI or any
statutory authority on matter related to capital
markets during the last three years are as
follows:
S. No. Details of non-compliances Amount in
Rupees (Rs.)
(i) Non-appointment of one independent woman director as per the requirement of
Regulation 17(1) of the SEBI Listing Regulations during the last three years. The stock
exchange has waived/exempted the fines for certain quarters basis application filed by the
Company in terms of exchange policy for exemption of fines.
5,900 per day
(ii) Delay of one day in submission of unaudited financial results for the quarter ended
December 31, 2021 to the stock exchange in terms of Regulation 33(3)(a) of SEBI Listing
Regulations.
5,900
(iii) Time gap between two consecutive Board Meetings (i.e. Board Meeting held on February
15, 2022 and Board Meeting held on August 31, 2022), was more than one hundred and
twenty days. Further, the Company has conducted only three Board Meetings during a
year.
11,800
(iv) Delay of ninety-three days in submission of annual audited financial results for financial
year ended March 31, 2022 to the stock exchange in terms of Regulation 33(3)(d) of SEBI
Listing Regulations on account of ransomware attack which aected IT system(s) of the
Company.
2,71,400
(v) Delay of sixteen days in submission of unaudited financial results for quarter ended June
30, 2022 to the stock exchange in terms of Regulation 33(3)(a) of SEBI Listing Regulations
on account of ransomware attack which aected IT system(s) of the Company.
88,500
(vi) Delay of ten day in submission of unaudited financial results for the quarter ended
December 31, 2022 to the stock exchange in terms of Regulation 33(3)(a) of SEBI Listing
Regulations.
59,000
(vii) The Company has conducted only three meetings of the Audit Committee and time gap
between two meetings was more than one hundred and twenty days at one instance.
Nil
(viii) During the period under review, the Company has not maintained the prescribed database
of unpublished price sensitive information in terms of Regulation 3(5) & 3(6) SEBI
(Prohibition of Insider Trading) Regulation, 2015.
Nil
(c) Vigil mechanism: The Company has a robust and
independent vigil mechanism to promote ethical
conduct in its business activities and in line with the
good governance practices. It outlines the method and
process for stakeholders to voice genuine concerns
about unethical conduct that may be in breach with
company’s code of conduct or ethics policy. The
policy aims to ensure that genuine complainants
can raise their concerns in full confidence,
without any fear of retaliation or victimisation. No
personnel has been denied access to the Audit
Committee. The Company has provided dedicated
e-mail address whistleblow[email protected]om
for reporting such concerns. Alternatively,
employees can also send written communication
to the Compliance Ocer of the Company. The
Audit Committee of the Company oversees the
implementation and proper functioning of this
Policy. The Whistle Blower Policy is available on the
website of the Company at www.spicejet.com under
the “Investors” section.
(d) Compliance with the mandatory and non-
mandatory requirements: The Board of Directors
periodically review the compliance of all applicable
laws. The Company has complied with all the
mandatory requirements of the Corporate
Governance as stipulated under Regulations 17 to
27 and clauses (b) to (i) of sub-regulation (2) of
Regulation 46 and Part C and Part D of Schedule
V of the SEBI Listing Regulations except that the
Company has conducted only three board meetings
and three audit committee meetings during a year,
further, time gap between two meetings was more
than one hundred and twenty days at once instance
and composition of the Board of Directors of the
Company is not as per the requirement of the
Regulation 17(1) of the SEBI Listing Regulations as
the Company has not appointed one independent
woman director and the total number of directors
are less than six.
(e) Certificate from Practicing Company Secretary:
A certificate has been received from Mr. Mahesh
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
61Annual Report 2022-23
Kumar Gupta, Practicing Company Secretary,
pursuant to Schedule V of the SEBI Listing
Regulations that none of the Director on the Board
of the Company has been debarred or disqualified
from being appointed or continuing as director
of the Company by the Securities and Exchange
Board of India, Ministry of Corporate Aairs or any
such statutory authority. The same is annexed as
Annexure I to this report.
A certificate from Mr. Mahesh Kumar Gupta,
Practicing Company Secretary, regarding
compliance of the conditions of Corporate
Governance, as stipulated under Schedule V of
the SEBI Listing Regulations is also attached as
Annexure II and forms part of this report.
(f) Prevention of Sexual Harassment: The Company’s
commitment towards creating a respectful
workplace that is free from any form of harassment
and discrimination is exemplified by its ‘zero-
tolerance’ approach towards any act of sexual
harassment. The Company has a comprehensive
policy which is in compliance with the provisions
of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act,
2013 and the rules made thereunder. An Internal
Complaints Committee has been constituted
as per procedure prescribed in the law. All such
investigations are conducted as per the tenets of the
law and the Company’s policy. During the financial
year 2022-23, 17 complaints were received under
the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013
and as on March 31, 2023, only 1 (one) complaint
was pending for its disposal.
(g) Code of Conduct: In compliance with the SEBI
Listing Regulations and the Act, the Company
has framed and adopted a Code of Conduct for
all Directors and Senior Management Personnel.
The code is available on the Company’s website
www.spicejet.com under the “Investors” section.
The Code is applicable to all Board Members and
Senior Management. The Code is circulated to all
Board members and Senior Management personnel
and its compliance is armed by them annually.
A declaration signed by the Chairman and Managing
Director, regarding armation of the compliance
with the Code of Conduct by Board Members and
Senior Management for the financial year ended
March 31, 2023, is annexed as Annexure III to this
report.
(h) Dividend Distribution Policy: As per Regulation
43A of SEBI Listing Regulations, the Company is
required to formulate a dividend distribution policy.
Accordingly, the Company has adopted Dividend
Distribution Policy in terms of the requirement of the
SEBI Listing Regulations. The Dividend Distribution
Policy of the Company, as approved by the Board
of Directors of the Company, is available on the
website of the Company at www.spicejet.com
under the “Investors” section.
(i) Other policies: The Company has also in place
other policies including policy for determination
of materiality of events or information, document
retention and archival policy, policies under SEBI
(Prohibition of Insider Trading) Regulations, 2015
etc. All these policies are in compliance with
applicable laws and are available on the website
of the Company at www.spicejet.com under the
“Investors” section.
(j) Compliance Certificate by Chief Executive Ocer
and Chief Financial Ocer: In terms of Regulation
17(8) of the SEBI Listing Regulations, the Managing
Director and Chief Financial Ocer have certified to
the Board of Directors of the Company with regard
to the financial statements and other matters
specified in the said regulation, for the financial
year 2022-23. The said certificate is attached with
this report as Annexure IV.
(k) Non-mandatory requirements: The Company did
not have a non-executive chairman during the
financial year 2022-23, hence, the requirement of
maintaining a chairman’s oce was not applicable
to the Company. The Internal Auditors of the
Company reports to the Audit Committee of the
Company. Other provisions of non-mandatory
requirements are under consideration of the Board
of the Company.
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62
SpiceJet Limited
ANNEXURE I
CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS
To
The Members,
SpiceJet Limited,
Indira Gandhi International Airport,
Terminal 1D, New Delhi – 110037
I have examined the relevant registers, records, forms, returns and disclosures received from the Directors of SpiceJet Limited
(the “Company”), produced before me by the Company for the purpose of issuing this Certificate, in accordance with Regulation
34(3) read with Clause 10(i) of Para C of Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015.
In my opinion and to the best of our information and according to the verifications (including Directors Identification Number)
status at the portal www.mca.gov.in as considered necessary and explanations furnished to me by the Company and its ocers,
I hereby certify that none of the Directors on the Board of the Company as stated below for the financial year ended March 31,
2023 have been debarred or disqualified from being appointed or continuing as director of companies by the Securities and
Exchange Board of India, Ministry of Corporate Aairs or any such other statutory authority:
S. No. Name of Director DIN Date of appointment in the Company
1. Mr. Ajay Singh
*
01360684 May 21, 2015
2. Mrs. Shiwani Singh
*
05229788 May 21, 2015
3. Mr. Anurag Bhargava 01297542 September 7, 2016
4. Mr. Ajay Aggarwal 00001122 February 11, 2019
5. Mr. Manoj Kumar 00072634 May 28, 2019
*
These directors were flagged under Section 164(2)(a) of the Companies Act, 2013 for non-filing of financial statement/annual return of certain
companies in which they were/are directors. In accordance with the order passed by the Hon’ble High Court of Delhi and the Condonation of Delay
Scheme, 2018, the necessary filing has been completed.
Ensuring the eligibility of the appointment / continuity of every Director on the Board is the responsibility of the management
of the Company. My responsibility is to express an opinion on these based on our verification.
For Mahesh Gupta & Company
Company Secretaries
Sd/-
Mahesh Kumar Gupta
Proprietor
Date : December 4, 2023 FCS 2870::CP 1999
Place : New Delhi UDIN: F002870E002814096
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63Annual Report 2022-23
ANNEXURE II
CORPORATE GOVERNANCE COMPLIANCE CERTIFICATE
To
The Members,
SpiceJet Limited,
Indira Gandhi International Airport,
Terminal 1D, New Delhi – 110037
I have examined the compliance of conditions of Corporate Governance by SpiceJet Limited (the “Company”), for the year
ended on March 31, 2023, as stipulated under Regulation 17 to 27, clauses (b) to (i) of sub-regulation (2) of Regulation 46 and
Para C, D and E of Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “SEBI
Listing Regulations”).
The compliance of the conditions of Corporate Governance is the responsibility of the management. My examination was
limited to the review of procedures and implementation thereof adopted by the Company for ensuring compliance of the
conditions of the Corporate Governance as stipulated in the SEBI Listing Regulations. This Certificate is neither an assurance as
to future viability of the Company nor of the ecacy or eectiveness with which the management has conducted the aairs
of the Company.
On the basis of my findings from the examination of the records produced and explanations and information furnished to me
and the representation made by the management of the Company, I certify that the Company has complied with the conditions
of Corporate Governance as stipulated in the SEBI Listing Regulations for the financial year ended March 31, 2023 except as
stated below:
(i) The composition of the Board of Directors of the Company is not as per the requirement of the Regulation 17(1) of the SEBI
Listing Regulations as the Company has not appointed one independent woman director and the total number of directors
are less than six.
(ii) The Company has conducted only three board meetings during a year and the time gap between two meetings was more
than one hundred and twenty days at one instance.
(iii) The Company has conducted only three meetings of the audit committee during a year and time gap between two
meetings was more than one hundred and twenty days at one instance.
For Mahesh Gupta & Company
Company Secretaries
Sd/-
Mahesh Kumar Gupta
Proprietor
Date : December 4, 2023 FCS 2870::CP 1999
Place : New Delhi UDIN: F002870E002814195
ANNEXURE III
DECLARATION REGARDING COMPLIANCE BY THE BOARD MEMBERS AND SENIOR
MANAGEMENT PERSONNEL WITH COMPANY’S CODE OF CONDUCT
I, Ajay Singh, Chairman & Managing Director of the Company hereby certify that the Board of Directors of SpiceJet Limited
has adopted a Code of Conduct (the “Code”) for the Board Members and Senior Management of the Company. The Code is
available on the website of the Company at www.spicejet.com under the “Investors” section.
I hereby declare that all the Board Members and Senior Management personnel have armed compliance with the Code for
the financial year ended March 31, 2023.
Sd/-
Date : December 12, 2023 Ajay Singh
Place : Gurugram Chairman & Managing Director
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64
SpiceJet Limited
ANNEXURE IV
COMPLIANCE CERTIFICATE IN TERMS OF REGULATION 17(8) OF THE SEBI
(LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015
We, Ajay Singh, Chairman & Managing Director and Mr. Ashish Kumar, Chief Financial Ocer of the Company, to the best of
our knowledge and belief certify that:
A. We have reviewed financial statements and the cash flow statement for the year ended March 31, 2023 and that to the best
of our knowledge and belief:
(1) these statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading;
(2) these statements together present a true and fair view of the Company’s aairs and are in compliance with existing
accounting standards, applicable laws and regulations.
B. There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which are
fraudulent, illegal or violative of the Company’s code of conduct.
C. We are responsible for establishing and maintaining internal controls for financial reporting and we have evaluated the
eectiveness of internal control systems of the Company pertaining to financial reporting and we have disclosed to the
auditors and the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which we are
aware and the steps we have taken or propose to take to rectify these deficiencies.
D. We have indicated to the auditors and the Audit Committee:
(1) significant changes in internal control over financial reporting during the year;
(2) significant changes in accounting policies during the year and that the same have been disclosed in the notes to the
financial statements; and
(3) instances of significant fraud of which we have become aware and the involvement therein, if any, of the management
or an employee having a significant role in the Company’s internal control system over financial reporting.
Sd/- Sd/-
Ajay Singh Ashish Kumar
Chairman & Managing Director Chief Financial Ocer
Date : December 12, 2023
Place : Gurugram
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65Annual Report 2022-23
Management Discussion and Analysis
1. Indian Economy and Prospects
India’s economy is one of the fastest-growing in the
world, and it has shown considerable resilience amidst
global financial crises and downturns. According to
International Monetary Fund, India is projected to be
the world’s third largest economy by 2027-28 and will
hit GDP of USD 5 trillion dollars. India boasts a large and
fast-growing domestic consumer market owing to its
large population and rising middle-class.
The government is pushing substantial infrastructure
projects under schemes like “Make in India”, “Digital
India”, “Smart Cities”, and “Atmanirbhar Bharat (Self-
reliant India)”. These initiatives aim to foster industrial
production and improve India’s digital and physical
infrastructure, thus enhancing ease of business and
attracting foreign investment.
India now ranks at 63 in “Ease of Doing Business” from
a rank of 142 in 2014. India has been implementing
incremental economic reforms, including easing
regulations, tax cuts for businesses, liberalizing the FDI
policy, and reforms in labor laws and in the long term
these initiatives are expected to also boost foreign
investments and economic growth, which in turn would
have its impacts on the Indian aviation sector.
While India embarks on its next growth trajectory,
reducing economic inequality (where the benefits of
growth aren’t distributed evenly across the society),
reducing unemployment and better healthcare and
education infrastructure needs to be addressed.
The Indian economy has prospects for growth driven
by factors such as a large consumer base, increasing
urbanization, and a youthful demographic. However,
challenges like regulatory complexity, infrastructure
gaps, and global economic uncertainties persist. Eective
reforms, technological advancements, and sustainable
development eorts will contribute to a more resilient
and prosperous Indian economy in the future.
2. Indian Aviation
(a) Industry Overview
Aviation is one of the fastest growing sector in
India. The need for high-speed movement across
the country and outside India facilitates the growth
of the sector in India. The rising middle-class high-
income population would also result in families
undertaking frequent vacations and actively seeking
out employment in dierent parts of the countries.
This would facilitate the need for high-speed mobility,
for which the answer is aviation sector. .
According to the Ministry of Civil Aviation, air
passenger trac in India, both domestic and
international, witnessed strong recovery in
FY 2022-23 and registered a growth from 105.4
million passengers in FY 2021-22 to 190.50 million
passengers in FY 2022-23, an increase of 80.9%.
These growth parameters year on year basis are
encouraging however the same is yet to reach the
pre-pandemic levels.
204
FY19
Passenger trac at a glance (in Mn)
202
FY20
62.1
FY21
105.4
Source: DGCA
FY22
190.6
FY23
Despite a strong recovery in the industry, it still
faces challenges on account of high ATF prices
and depreciation of Rupee against Dollar, which
has strong impact on the airline finances. Fuel
expenses account for 35-40% of the airlines’
expenses, while 40-50% the operating expenses
– including aircraft lease rentals, fuel expenses
in case catering to International sector, and a
maintenance expenses – are denominated in
Dollar terms. Moreover, airlines in the country have
to pay exorbitantly for using airport infrastructure
like runways and terminals. Privatization of
airports has raised concerns about fee increases.
The sector also witnessed privatization of Air India
which will further lead to consolidation. The group
has plans to merge Air India with Vistara Airlines
and Air Asia India. An incumbent airline also made
debut “Akasa”, a new start up airline. Indian aviation
space is presently witnessing a changing landscape
and is now home to the largest aircraft order stream
consolidated amongst all operating airlines.
The Indian aviation market is intrinsically linked
to the macro-economy, and hence economic
pressures in the nature of looming concerns of a
US recession, high inflation in Europe, the impact
of the Ukraine situation and Israel-Palestine conflict
will all have bearing on the sector. Undoubtedly,
variety of global socio-economic events will remain
at the forefront of the aviation industry’s minds as
we look to seek the new and exciting opportunities
in 2023-24.
According to the Ministry of Civil Aviation,
domestic cargo trac in India grew at 15.3% while
international cargo growth stood at 7.2% during
the year. Further, the proportion of total domestic
cargo carried as belly cargo registered positive
growth of 2.6% in the FY 2022-23 as compared
to last year.
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66
SpiceJet Limited
6.05
FY22
14.26
FY23
6.98
Source: DGCA
FY22
15.29
FY23
Cargo trac at a glance (in Lakh tonne)
Cargo sector in the country is anticipated to grow
strongly on the back of rising need to transport
high value & time sensitive products such as
electronics, pharmaceuticals, perishable, and auto
parts. As per industry estimates, the international
air cargo market contributed to 60% of the total
aviation revenue in 2022 due to growing needs of
transporting goods across border while Asia Pacific
air cargo market held more than 30% of the global
market share owing to the presence of some of
largest and rapidly growing economy.
Indian Cargo sector is expected to boom owing to
its strategic location and push from the government.
India is set to become a transshipment hub between
markets of Asia and Europe which is currently
served by Middle East. The cargo market in India is
mostly concentrated in Delhi, Mumbai, Bengaluru,
and Hyderabad. However, AAI aims to invest USD
3.58 billion in the next 5 years to augment airport
facilities and infrastructure to meet set targets and
develop transshipment hubs at major airports over
the next 6 years. There are at present 21 international
and 35 domestic cargo terminals in the country.
The government is establishing as many as 33 new
domestic cargo terminals by 2024- 2025 for 10 mn
tonnes target by 2030.
In conclusion, while the Indian aviation industry has
promising prospects, it has its challenges as well,
and managing those eectively while capitalizing
on available opportunities will determine its
successful growth in the future.
(b) Government initiatives
The Government of India has various measures like
the New Civil Aviation Policy 2016, the Regional
Connectivity Scheme - UDAN, The Drone Policy,
NextGen Airport for Bharat (NABH) Nirman scheme,
Aircraft Leasing under the GIFT City and extension
of Emergency Credit Line Guarantee Scheme by
National Credit Guarantee Trustee Company.
Traditionally, Indian Carriers have relied on foreign
lessors for consummating aircraft financing
transactions. Given the opportunity presented
by these activities and the lucrativeness of the
business, the Government listed “aircraft leases” as
a “financial product” under the The International
Financial Services Centres of 2019. The availability
of operating and financial leases for aircraft/
helicopters and engines of aircraft/ helicopters
would help to create a comprehensive ecosystem
within the Indian aviation industry.
Earlier under the ECLGS scheme, the amount of
funding to eligible borrowers in the Civil Aviation
sector was further enhanced to Rs.1500 crore to
be allowed only subject to proportionate equity
contribution by the promoters/owners).
The Union Budget FY 2023-24 had announcement
to revive 50 aircraft landing sites comprising
airports, heliports and water aerodromes which
is likely to give larger wings to the RCS. The
importance of the RCS can be gauged from the
fact that the RCS has seen a doubling of allocation
in this year’s Budget since the last allocation and
has increased from Rs. 600 crore to Rs. 1,244 crore.
These policy initiatives by the government are
aimed to make air travel more aordable and
widespread which will propel further growth.
3. Developments at SpiceJet
(a) Performance and other development
During the period, the Company consummated
restructuring deals with creditors, hived o cargo
business into separate subsidiary and infusion of
equity from the promoter.
In order to strengthen the Company’s financial
position and ensure and long-term viability of
business, it was approved by the shareholders to
permit promoter/ promoter group companies
to infuse upto Rs. 500 Crore into the Company
under permissible capital raising instruments. The
Company has already received the first tranche of
the equity from the promoter.
Further, eective April 1, 2023, the Company
had hived o its cargo and logistics business
SpiceXpress into a separate entity - SpiceXpress
and Logistics Private Limited to unlock value for
potential for prospective investors. The move
resulted in a one-time gain of Rs. 2,555.77 crore
for SpiceJet, substantially reducing its negative net
worth as a part of overall balance sheet clear up
exercise.
Additionally, the Company successfully allotted
shares amounting to USD 28.16 Mn. to Carlyle
Aviation Partners as a part of the debt swap deal
consummated with the lessors. The same lessor has
also proposed to acquire compulsorily convertible
debentures (CCDs) in SpiceXpress and Logistics
Private Limited, aggregating to USD 65.5 Mn.
The CCDs will be converted into equity shares
of SpiceXpress and Logistics Private Limited at
an anticipated future valuation of USD 1.5 Bn or
Rs. 12,422 crore.
In terms of Passenger Load Factor (PLF), a measure
of capacity utilisation of airlines, for scheduled
domestic operations, SpiceJet registered the
highest PLF of 88.6% in the industry. SpiceJet
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67Annual Report 2022-23
also topped the position in terms of international
operations with a PLF of (84.9%) followed by Air
India (83.1%).
The Company continues to modernize the cost
rationalisation measures such as fleet rationalisation,
optimising aircraft utilisation, redeployment of
capacity in key focus markets, renegotiation of
contracts and other costs control measures, to
pave the way for long term sustainable profitability.
(b) Brand consolidation
Hot Meals has always been one of the most loved
oerings by SpiceJet. The airline took this oering
to a whole new level by introducing an exclusive in-
flight menu specially curated by globally renowned
Michelin-starred chef, Vikas Khanna. Besides adding
a whole range of gourmet delights, the proceeds
from the sales were utilised towards supporting girl
child education in India.
Sustainability is the need of the hour. SpiceJet did
its bit towards the environment by introducing bio-
degradable and recycled meal tray set-ups.
For the first time ever, the 44
th
Chess Olympiad
was held in India. SpiceJet decked a B-737 aircraft
with a special livery to commemorate this historic
sporting event.
The airline made international travel convenient
by introducing online Visa services through its
website. Not only that, they also provided lucrative
oers on Visa charges based on the booking value.
Meanwhile, SpiceJet also launched a taxi service
that provided 100% confirmed and sanitised cabs
with zero wait time and zero cancellation fee. This
service was available for both pre-departure and
post arrival travel.
Please also refer to Board’s report for more detailed
information on developments at SpiceJet.
4. Operational and Financial Highlights
(a) Operational Highlights
22,317
FY19
Available Seat Kilometres (million)
31,334
FY20
11,892
FY21
13,152
FY22
18,251
FY23
19.90
FY19
Passengers carried (million)
24.79
FY20
7.76
FY21
9.18
FY22
12.74
FY23
93
FY19
Load factor (%)
92
FY20
77
FY21
80
FY22
87
FY23
76
FY19
Aircraft at end (Nos.)
114
FY20
98
FY21
88
FY22
76
FY23
22,317
FY19
Available Seat Kilometres (million)
31,334
FY20
11,892
FY21
13,152
FY22
18,251
FY23
19.90
FY19
Passengers carried (million)
24.79
FY20
7.76
FY21
9.18
FY22
12.74
FY23
93
FY19
Load factor (%)
92
FY20
77
FY21
80
FY22
87
FY23
76
FY19
Aircraft at end (Nos.)
114
FY20
98
FY21
88
FY22
76
FY23
22,317
FY19
Available Seat Kilometres (million)
31,334
FY20
11,892
FY21
13,152
FY22
18,251
FY23
19.90
FY19
Passengers carried (million)
24.79
FY20
7.76
FY21
9.18
FY22
12.74
FY23
93
FY19
Load factor (%)
92
FY20
77
FY21
80
FY22
87
FY23
76
FY19
Aircraft at end (Nos.)
114
FY20
98
FY21
88
FY22
76
FY23
22,317
FY19
Available Seat Kilometres (million)
31,334
FY20
11,892
FY21
13,152
FY22
18,251
FY23
19.90
FY19
Passengers carried (million)
24.79
FY20
7.76
FY21
9.18
FY22
12.74
FY23
93
FY19
Load factor (%)
92
FY20
77
FY21
80
FY22
87
FY23
76
FY19
Aircraft at end (Nos.)
114
FY20
98
FY21
88
FY22
76
FY23
(b) Financial Highlights
(i) Total Income (Rs. million)
92,580
FY19
Total Income (INR million)
1,32,064
FY20
59,997
FY21
76,086
FY22
99,149
FY23
13,451
FY19
EBITDAR (INR million)
16,368
FY20
12,353
FY21
6,521
FY22
3,424
FY23
FY19
Net Earnings (INR million)
FY20
FY21
FY22
FY23
95,106
(2,526)
FY19
Total Expenses (INR million)
1,41,412
(9,348)
FY20
69,980
(9,983)
FY21
92,566
(17,255)
FY22
114,179
(15,030)
FY23
SpiceJet’s total income increased by 30%
to Rs. 99,148.86 million in FY 2022-23 from
Rs. 76,086.41 million in FY 2021-22. Revenue from
operations increased by 35% to Rs. 88,688.40
million in FY 2022-23 from 65,573.27 million in
FY 2021-22. Revenue from freighter operations
decreased by 68% to Rs. 6,244.52 million in FY
2022-23 from Rs. 19,436.10 in FY2021-22 due to
termination of freighter aircraft. Other income
decreased by 1% to 10,460.46 million in FY
2022-23 from 10,513.14 million in FY 2021-22.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
68
SpiceJet Limited
(ii) EBITDAR (Rs. million)
92,580
FY19
Total Income (INR million)
1,32,064
FY20
59,997
FY21
76,086
FY22
99,149
FY23
13,451
FY19
EBITDAR (INR million)
16,368
FY20
12,353
FY21
6,521
FY22
3,424
FY23
FY19
Net Earnings (INR million)
FY20
FY21
FY22
FY23
95,106
(2,526)
FY19
Total Expenses (INR million)
1,41,412
(9,348)
FY20
69,980
(9,983)
FY21
92,566
(17,255)
FY22
114,179
(15,030)
FY23
(iii) Net Earnings (Rs. million)
92,580
FY19
Total Income (INR million)
1,32,064
FY20
59,997
FY21
76,086
FY22
99,149
FY23
13,451
FY19
EBITDAR (INR million)
16,368
FY20
12,353
FY21
6,521
FY22
3,424
FY23
FY19
Net Earnings (INR million)
FY20
FY21
FY22
FY23
95,106
(2,526)
FY19
Total Expenses (INR million)
1,41,412
(9,348)
FY20
69,980
(9,983)
FY21
92,566
(17,255)
FY22
114,179
(15,030)
FY23
(iv) Total Expenses (Rs. million)
92,580
FY19
Total Income (INR million)
1,32,064
FY20
59,997
FY21
76,086
FY22
99,149
FY23
13,451
FY19
EBITDAR (INR million)
16,368
FY20
12,353
FY21
6,521
FY22
3,424
FY23
FY19
Net Earnings (INR million)
FY20
FY21
FY22
FY23
95,106
(2,526)
FY19
Total Expenses (INR million)
1,41,412
(9,348)
FY20
69,980
(9,983)
FY21
92,566
(17,255)
FY22
114,179
(15,030)
FY23
•
Aircraft Fuel and Oil: Expenditure on
aircraft fuel increased by 62% to 47,716.54
million in FY 2022-23 from 29,457.78
million in FY 2021-22 primarily on account
of increase in operational utilisation and
increase fuel cost.
•
Lease-Rental Aircraft and Engines:
Expenditure on lease rental on aircraft
and engines decreased by 37% to 3,755.73
million in FY 2022-23 from 5,919.21 million
in FY 2021-22 mainly due to reduction in
operation of wet lease aircraft and return of
certain aircraft.
•
Aircraft Maintenance Cost: Expenditure
on aircraft maintenance cost increased by
5% to 11,670.97 million in FY 2022-23 from
11,100.21 million in FY 2021-22.
•
Employee Benefit/Expenses: Employee
remuneration and benefits/expenses
increased by 19% to 8,438.71 million in FY
2022-23 from 7,087.51 million in FY 2021-22
mainly due to restoration of salary during
the year post-pandemic period.
•
Selling expenses: Selling expenses
increased by 87% to 2,278.11 million in FY
2022-23 from 1,220.49 million in FY 2021-22
with an increase in operations and a strong
rebound in the business post-pandemic.
•
Other expenses: Other expenses increased
by 21% to 6,462.02 million in FY 2022-23 from
5,360.99 million in FY 2021-22. (Excluding
forex exchange loss of 6,781.51 million in FY
2022-23 and 2,621.83 million in FY 2021-22)
•
Finance Cost: Finance Cost marginally
increased by 5% to 5,056.51 million in FY
2022-23 from 4,825.79 million in FY 2021-22.
•
Depreciation and amortization:
Depreciation and amortization decreased
by 21% to 10,193.64 million in FY 2022-23
from 12,897.32 million in FY 2021-22 mainly
due to termination of certain long-term
aircraft leases.
(c) Key Financial Ratios
Particulars FY 2022-23 FY 2021-22 Remarks
Debtors
Turnover Ratio
43.90 21.98 The increase in ratio is attributable to the significant increase in
revenue from operations and decrease in average trade receivables.
Inventory
Turnover Ratio
0.60 0.40 The increase in ratio is attributable to the significant increase in
revenue from operations.
Interest
Coverage Ratio
(0.02) 0.03 The decrease in ratio is attributable to the decrease in EBITDA by
155%
Current Ratio 0.22 0.25 The decrease in ratio is due to significant increase in current liabilities
as compared to decrease in current Assets.
Debt Equity
Ratio
(2.27) (1.94) The increase in ratio attributable to the significant decrease in negative
net worth as compared to Debt.
Operating
Profit Margin
16% 12% The increase in ratio is attributable to increase in revenue by 35% as
compared to increase in expense by 28%.
Net Profit
Margin
(15)% (23)% The variance in ratio is attributable to the increase in total income by
30% as compared to increase in cost by 23%
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69Annual Report 2022-23
(d) Segment wise information
Particulars Quarter ended Year ended Year ended
(Audited) (Unaudited) (Audited) (Audited) (Audited)
31-Mar-23 31-Dec-22 31-Mar-22 31-Mar-23 31-Mar-22
Segment revenue
a. Air transport services 20,912.96 22,020.13 14,826.03 82,728.50 46,340.40
b. Freighter and logistics services 595.69 1,196.21 3,891.64 6,244.52 19,436.10
c. Elimination (60.08) (70.32) (60.65) (284.62) (203.23)
Total 21,448.57 23,146.02 18,657.02 88,688.40 65,573.27
Segment results
a. Air transport services 373.52 950.63 (4,730.71) (15,338.88) (16,940.18)
b. Freighter and logistics services (204.93) 117.60 150.99 308.72 460.11
(Loss)/profit before exceptional items 168.59 1,068.23 (4,579.72) (15,030.15) (16,480.07)
Exceptional items:
a. Air transport services (774.58)
b. Freighter and logistics services
(Loss)/profit after exceptional items 168.59 1,068.23 (4,579.72) (15,030.15) (17,254.65)
Segment assets
a. Air transport services 102,361.27 81,098.08 93,408.45 102,361.27 93,408.45
b. Freighter and logistics services 647.22 894.14 1,795.30 647.22 1,795.30
Total Assets 103,008.49 81,992.22 95,203.75 103,008.49 95,203.75
Less: Adjustment through slump sale (210.75) (210.75) -
Net assets 102,797.74 81,992.22 95,203.75 102,797.74 95,203.75
Segment liabilities
a. Air transport services 133,944.04 138,701.87 136,798.74 133,944.04 136,798.74
b. Freighter and logistics services 1,396.48 1,296.37 1,289.33 1,396.48 1,289.33
Total liabilities 135,340.52 139,998.24 138,088.07 135,340.52 138,008.07
Less: Adjustment through slump sale (226.70) - - (226.70) -
Net liabilities 135,113.82 139,998.24 138,088.07 135,113.82 138,088.07
(e) Change in net worth
Particulars FY 2022-23 FY 2021-22 Remarks
Net (loss)/profit (15,030.15) (17,254.65) There is an increase in net worth due to increase
in assets and decrease in liabilities as compared to
previous financial year.
Further, the loss for the year ending March 2023
has also decreased which result in increase in net
worth.
Net worth (32,316.07) (42,884.32)
Total assets 102,797.74 95,203.75
Total liabilities 135,113.81 138,088.07
Return on net worth (46.51%) (40.24%)
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
70
SpiceJet Limited
5. Opportunities, Risks, Concerns and Threats:
Outplaying the threats looming post out-break of covid,
the airline industry is rapidly growing as increasing
numbers of Indians become able to aord air travel. With
the Indian government investing heavily in improving
airport infrastructure across the country, SpiceJet can
leverage this to oer flights to destinations previously
uncharted on its own and also through development
of international alliances to expand its international
footprint and increase customer base.
While there are many opportunities for growth, the
fluctuating oil prices and depreciating domestic currency
can significantly impact profitability as was evident
from Russia-Ukraine war. Further, economic downturns
may impact discretionary spending power of many
consumers leading to reduction in demand for air travel.
The airline industry is highly competitive and capital-
intensive and having a long term delivery stream for fuel
ecient aircraft is key to future growth. With supply
chain issue being faced by the manufacturers and
increased financing costs the aordability of air travel
can get impacted which will ultimately impact revenue.
Further, any aggressive marketing strategy or enhanced
services by competitors at reduced pricing may impact
our market shares.
6. Future Outlook for SpiceJet
Despite the challenges posed by the Covid-19 pandemic,
surge in crude prices, rupee depreciation and geopolitical
uncertainity, India is currently the third-largest domestic
civil aviation market in the world, which is a testament to
both the vitality and potential of this market as well as
to the inherent strengths of the Indian aviation industry:
adaptability, agility, and innovation.
The rapid urbanization and growing middle class in India
indicate a large potential market for SpiceJet to capture.
Rising disposable income within India’s populous
demographic brings promising prospects for future
growth.
Further, expansions into tier 2 and tier 3 cities could
provide more growth opportunities. The government’s
pro-aviation policies such as UDAN (Ude Desh ka Aam
Naagrik) are aimed to make flying more aordable and
widen the aviation network across the country. These
reforms can oer more routes and potential growth, with
SpiceJet being one of the leading regional operators
We remain encouraged with the double digit trac
growth and our outlook for the next year would continue
to induct more cost ecient Boeing 737 MAX aircraft,
unground the grounded aircraft in the fleet and optimize
the existing cost structure.
With fresh capital infusion underway, we hold a positive
outlook and the management of the Company will
be taking eective steps to overcome the present
challenges, capitalise on emerging opportunities and re-
establish itself as more ecient passenger airline with
highest level of customer satisfaction.
7. Internal Controls
The internal control framework of the Company is
commensurate with the size and complexity of its
operations and has been designed to provide reasonable
assurance regarding the following:
•
Eectiveness and eciency of operations
•
Adequacy of safeguarding of assets
•
Prevention and detection of frauds and errors
•
Accuracy and completeness of the accounting
records
•
Timely preparation of reliable financial information
An independent internal audit is carried out to ensure the
adequacy of the internal control system and adherence
to policies and practices. The scope of the internal audit
activity is guided by the internal annual audit plan, which
is approved by the Audit Committee of the Board. The
Audit Committee reviews the reports submitted by the
independent internal auditor and takes appropriate
action.
8. Human Resources
SpiceJet stands firm in its belief that Human Resources
(HR) are pivotal drivers of transformation within the
organization. Emphasizing individual growth in a
professional setting, the company fosters a culture
conducive to innovation, empowerment, and exceptional
performance. HR serves as a cornerstone in SpiceJet’s
journey toward a digitally empowered, forward-looking
entity, recognizing that nurturing talent through upskilling
and empowerment is pivotal for groundbreaking
accomplishments and sustained market leadership.
In its pursuit of readiness for the future, SpiceJet is
optimizing its processes, digitizing HR functions to enhance
employee interaction and eciency. The organization has
long championed experiential learning and oers diverse
training programs aligned with a robust competency
framework. This framework is seamlessly integrated into
various HR processes, ensuring clarity in job roles and
fostering a transparent performance evaluation system.
SpiceJet takes immense pride in being an equal
opportunity employer and fostering a workplace that
champions gender equality. Upholding a zero-tolerance
policy for sexual harassment, the company prioritizes a
secure environment for all employees, providing regular
training on sexual harassment prevention. Additionally,
SpiceJet actively encourages employee participation
in CSR initiatives, collaborating with reputable NGOs,
thereby contributing to the welfare of the underprivileged
and the environment.
The organization is dedicated to propelling employee
career advancement while cultivating an inclusive
environment where everyone feels valued. Throughout
FY 2022-23, SpiceJet continued its commitment to
excellence in HR management, reinforcing its status
as an employer of choice. Initiatives were directed at
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
71Annual Report 2022-23
attracting and retaining top talent, alongside health
management strategies amidst pandemic challenges,
demonstrating the company’s investment in holistic
employee development.
Striving to be a leading employer in the industry, SpiceJet
fosters a collaborative, transparent, and participatory
culture, recognizing and rewarding individual
contributions and innovative thinking. While the previous
fiscal year focused on resource consolidation due to
pandemic-induced hiring constraints, the company’s
HR management persistently aims to guide employees
toward their future, not just for the benefit of customers
but for their personal growth as well.
Furthermore, SpiceJet places utmost importance on
diversity and inclusion, recognizing the richness brought
by diverse perspectives and backgrounds. The company
actively promotes an environment where dierences
are celebrated, ensuring equitable opportunities for all
employees to thrive and contribute their best.
9. Information Technology
During this time SpiceJet continued its investment
in cloud, data and enhanced data security while also
enhancing and producing innovative solutions launched
last year.
Keeping in mind our increased data requirements, need
for enhanced IT security, geographically distributed
backups and access to AI hardware and big data
services, we have made significant progress in moving
the data and IT infrastructure to a public cloud platform
from our current captive/managed cloud solution.
We continued to enhance our data hub with data from
all our IT platforms including operational DFDR data and
data from the flight operations software. We also enabled
big data techniques to process the large amount of DFDR
data from each flight. This has enabled us to take the flight
safety software developed by us to production and send
out automated reports of safety related performance for
each flight to the pilots and management teams.
We also continued to enhance our revenue management
software with better visibility to the revenue teams
on the predicted load and RASK for each flight being
made available to them starting 60 days in advance and
allowing for the revenue team to actively manage load
and revenue for each flight in the system.
Our innovative web based departure control software
developed last year was enhanced and put in operation
at a few airports.
We rolled out SpiceTag which is our in-house software
for cargo management that enables on-boarding of
multiple kinds of partners, customers onto the platform
and automates the entire cargo operations process. This
software is currently in testing by the SpiceXpress team
and should replace 3rd party software that is currently
being used. SpiceTag is superior in functionality to
the 3rd party software and supports both Airport To
Airport and Door to Door cargo operations. It will help
us to reduce cost while increasing eciencies and
automation.
SpiceJet believes that its innovative products and
technologies give it a competitive edge while enhancing
safety and eciency of its operations.
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72
SpiceJet Limited
Independent Auditor’s Report
To the Members of SpiceJet Limited
Report on the Audit of the Standalone Financial Statements
Qualified Opinion
1. We have audited the accompanying standalone financial
statements of SpiceJet Limited (‘the Company’), which
comprise the Balance Sheet as at March 31, 2023,
the Statement of Profit and Loss (including Other
Comprehensive Income), the Statement of Cash Flow
and the Statement of Changes in Equity for the year then
ended, and notes to the standalone financial statements,
including a summary of the significant accounting
policies and other explanatory information.
2. In our opinion and to the best of our information and
according to the explanations given to us, except for the
eects of the matters described in the Basis for Qualified
Opinion section of our report, the aforesaid standalone
financial statements give the information required by the
Companies Act, 2013 (‘the Act’) in the manner so required
and give a true and fair view in conformity with the
Indian Accounting Standards (‘Ind AS’) specified under
section 133 of the Act read with the Companies (Indian
Accounting Standards) Rules, 2015 and other accounting
principles generally accepted in India, of the state of
aairs of the Company as at March 31, 2023, and its loss
(including other comprehensive income), its cash flows
and the changes in equity for the year ended on that date.
Basis for Qualified Opinion
3. As stated in Note 49 to the accompanying standalone
financial statement, the management of the Company
had recognized recoverable of Rs. 15,549.03 million over
the periods up to September 30, 2021 for recovery of
rent, maintenance and other expenses incurred on
Boeing 737 Max aircrafts, which were grounded since
March 2019. As further explained in the said note, the
Company had settled the aforesaid claims with Boeing
and 737 Max aircraft lessors during the year ended
March 31, 2022. In our assessment, there was no virtual
certainty to recognise any recoverable until September
30, 2021, as required under Ind AS 37, ‘Provisions,
Contingent Liabilities and Contingent Assets’ and
accordingly, upon settlement of the said claims in the
quarter ended December 31, 2021, the Company should
have restated the opening reserves to reverse the
recoverable along with consequent reversal of ‘Other
income’ and related ‘Foreign exchange loss (net)’ impact
recorded in earlier years, and should have recorded the
entire settlement amount in the year ended March 31,
2022, in accordance with Ind AS 8 ‘Accounting Policies,
Changes in Accounting Estimates and Errors’. Had the
Company recognised the entire settlement gain during
the year ended March 31, 2022 with restatement of
earlier years, the reported loss for the year ended March
31, 2022 would have been lower by Rs. 12,418.96 million.
Our opinion for the year ended March 31, 2022 was also
qualified in respect of this matter.
4. As stated in Note 50 to the accompanying standalone
financial statement which describes the details related
to an ongoing litigation in reference to which the
Hon’ble High Court of Delhi has given its judgements
and orders to pay interest on advances received from
Mr. Kalanithi Maran and M/s KAL Airways Private Limited
(‘the Erstwhile Promoters’). Due to reasons explained in
the aforesaid note, the management is of the view that
the impact of the aforementioned judgement on the
accompanying standalone financial statement is presently
unascertainable. In absence of such computation, we are
unable to comment on the adjustments, if any, that may
be required to the accompanying standalone financial
statement on account of aforesaid matter.
5. We conducted our audit in accordance with the
Standards on Auditing specified under section 143(10)
of the Act. Our responsibilities under those standards
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 (‘ICAI’) 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 sucient and
appropriate to provide a basis for our qualified opinion.
Material Uncertainty Related to Going Concern
6. We draw attention to Note 2A(a)(iii) to the
accompanying standalone financial statement which
describes that the Company has incurred net loss (after
other comprehensive income) of Rs. 15,031.25 million
during the year ended March 31, 2023, and, as of that
date, the Company’s accumulated losses amounts to
Rs. 74,156.90 million which have resulted in complete
erosion of its net worth and the current liabilities have
exceeded its current assets by Rs. 75,809.61 million as
at March 31, 2023. These conditions and other matters
set forth in the aforesaid note, indicates the existence
of material uncertainty that may cast significant doubt
about the Company’s ability to continue as a going
concern. Based on management’s assessment of future
business projections and other mitigating factors as
described in the aforesaid note, which, inter alia, is
dependent on successful renegotiation of payment
terms to various parties and raising of additional funds,
the management is of the view that the going concern
basis of accounting is appropriate for preparation of
accompanying standalone financial statement.
In relation to the above key audit matter, our audit
work included, but was not restricted to, the following
procedures:
•
Obtained an understanding of the management’s
process for identification of events or conditions
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
73Annual Report 2022-23
that may cast significant doubt over the Company’s
ability to continue as a going concern and the
process to assess the corresponding mitigating
factors existing against each such event or condition;
•
Evaluated the design and tested the operating
eectiveness of key controls around aforesaid
identification of events or conditions and mitigating
factors, and controls around cash flow projections
prepared by the management;
•
Obtained the cash flow projections for the next
twelve months from the management, basis their
future business plans;
•
Held discussions with the management personnel
to understand the assumptions used and estimates
made by them for determining the cash flow
projections for the next twelve months;
•
Evaluated the reasonableness of the key assumptions
such as expected growth in the revenue, expected
optimisation in the costs etc. based on historical
data trends, future market trends, existing market
conditions, business plans and our understanding of
the business and the industry;
•
Tested the arithmetical accuracy of the calculations
and performed sensitivity analysis around possible
variation in the above key assumptions; and
•
Evaluated the appropriateness and adequacy of
disclosures in the standalone financial statements
with respect to this matter in accordance with the
applicable accounting standards.
Our opinion is not modified in respect of this matter.
Key Audit Matters
7. 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 year. 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.
8. In addition to the matters described in the Basis for
Qualified Opinion section and 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.
Key audit matter How our audit addressed the key audit matter
Recognition of passenger revenue
We refer to notes 2A(g) and 32 to the standalone financial
statements for accounting policies and disclosures relating
passenger revenue.
The Company recognizes passenger revenue on flown basis
i.e., when the service is rendered. Till that time, the money
received is presented as contract liabilities (i.e., deferred
revenue) in the balance sheet under the head other current
liabilities and is measured basis the net sales price to the
customer.
In accounting for its passenger revenue, the Company
relies on the eectiveness of the integrated Information
Technology (‘IT’) system which processes large volumes
of individually low value transactions. Based on the data
provided by the said IT system, the journal entries are
manually posted into the general ledger (financial reporting
IT system) for recognition of passenger revenue.
Considering the significance of amount involved and
complicated IT systems that handle large volumes of
transaction data, including exchange of information with
online travel agents, recognition of passenger revenue has
been identified as a key audit matter for current year’s audit.
Our procedures in relation to passenger revenue included, but
not limited to the following:
•
Obtained and updated our understanding of the business
process for each stream of revenue;
•
Understood the passenger revenue recognition policy of
the Company and ensured that it is in line with Ind AS 115
‘Revenue from Contracts with Customers’;
•
Involved our IT specialists to evaluate design and test
operating eectiveness of IT general controls and key
automated controls of the Company’s IT system and third-
party systems (assessed the SSAE 16 assurance report)
which govern revenue recognition, and tested key manual
internal controls over passenger revenue recognition;
•
Verified the reconciliation of data between the third-party
system and the general ledger (financial reporting IT
system) to corroborate the completeness of revenue;
•
Performed data analytics to identify unusual patterns
by comparing the trend in monthly revenue, sector-wise
revenue and average revenue per passenger;
•
For samples selected during the year and samples selected
in reference to cut-o procedures, tested the supporting
documents; and
•
Evaluated the appropriateness and adequacy of the
disclosures made in the standalone financial statements
for passenger revenue recognised during the year.
Provision for maintenance in relation to aircrafts
We refer to notes 2A(l)(ii), 24 and 31 of the standalone
financial statements for accounting policies, disclosures and
information related to accounting judgements, assumptions
and estimates relating to provision for aircraft maintenance.
Our audit procedures in relation to provision for aircraft
maintenance included, but not limited to the following:
•
Obtained an understanding from the management with
respect to process and controls followed by the Company
to ensure appropriateness of recognition, measurement and
completeness of provision for maintenance in relation to
aircrafts;
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74
SpiceJet Limited
Key audit matter How our audit addressed the key audit matter
The Company operates aircrafts held under lease
arrangements and incurs liabilities for maintenance costs in
respect of these aircrafts during the term of the lease. As
at March 31, 2023, the Company has recognised provisions
for aircraft maintenance amounting to Rs. 2,796.26
million. These costs arise from regulatory and contractual
obligations relating to the condition of the aircrafts and/or
specific components when they are returned to the lessors.
At each reporting date, the calculation of the maintenance
provision includes a number of variable factors and
assumptions including: anticipated utilisation of the aircraft;
the cost of the expected heavy maintenance check; the
condition of the aircraft engine, contractual return condition
and the expected drawdown from the supplemental rental
contribution.
Considering the inherent level of complexity and subjectivity
involved in the management estimates and judgements
for assessing the variable factors, in order to quantify
the provision amounts and hence, provision for aircraft
maintenance has been selected as a key audit matter for
the current year’s audit.
•
Evaluated the design and tested the operating
eectiveness of the internal financial controls over
maintenance process including accounting for provision
for aircrafts maintenance held under the lease contract;
•
Read the maintenance contracts with third parties to
gain an understanding of the significant terms relating to
maintenance of aircrafts and its components;
•
Obtained information from engineering department
about the aircrafts utilisation pattern (basis analysis of
historical flight hours) and expected condition of the
aircraft (basis underlying engine inspections and results)
in reference to the expected future maintenance event
dates and expected estimated cost of maintenance
work;
•
Evaluated the consistency and reasonableness of the
above judgements, assumptions and estimates by
testing the input data basis historical available trends/
information, contract terms and Company’s past
experience;
•
Tested the arithmetical accuracy of the calculation for
provision balance outstanding as at March 31, 2023; and
•
Evaluated appropriateness and adequacy of the
disclosures made in standalone financial statements with
respect to the provision for aircrafts maintenance.
Impairment of non-financial assets
We refer to notes 2A(e), 3 and 4 of the standalone financial
statements for accounting policies and information related
to accounting judgements, assumptions and estimates
relating to impairment of non-financial assets.
During the current year, due to the carried forward impact of
Covid-19 pandemic and other business reasons, impairment
indicators were identified in reference to non financial assets
namely right-of- use (ROU) assets and property, plant and
equipment (PPE).
The Company has identified its fleet of passenger aircrafts
and freighter aircrafts as separate cash generating units
(CGUs) and accordingly performed impairment assessment
of passenger aircrafts in accordance with the accounting
principles and determined the value-in-use of its cash
generating units (CGUs) and compared with the carrying
value.
The future cash flow projections and its discounting
involved significant inputs such as expected fuel prices,
foreign exchange rates, growth rate and discount rate.
The management has concluded that the recoverable
amount of the CGU is higher than its carrying amount and
accordingly, no impairment provision has been recorded as
at March 31, 2023.
Considering significant management judgements involved
in determination of said inputs used in computation,
impairment of non-financial assets has been identified as a
key audit matter for the current year’s audit
Our audit procedures in relation to impairment assessment
included, but not limited to the following:
•
Obtained an understanding of the management process
for identification of possible impairment indicators and
process performed by the management for impairment
testing and the management process of determining the
Value-in- Use (VIU);
•
Evaluated design and tested the operating eectiveness
of relevant internal financial controls implemented for
impairment assessment;
•
Obtained and assessed the management’s impairment
assessment computation by testing the underlying
assumptions used in determining the cash flow projections
and VIU;
•
Together with our valuation specialists, challenged the
management on the underlying key assumptions used
for cash flow projections and discount rate, considering
evidence available to support these assumptions and our
understanding of the business;
•
Performed sensitivity analysis on these key assumptions
to assess potential impact of downside in the underlying
cash flow forecasts and assessed the possible mitigating
actions identified by management;
•
Tested the arithmetical accuracy of the cash flow
projections; and
•
Evaluated the appropriateness and adequacy of the
disclosures made in the standalone financial statements
with respect to impairment of non-financial assets.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
75Annual Report 2022-23
Information other than the Standalone Financial
Statements and Auditor’s Report thereon
9. The Company’s Board of Directors are responsible for
the other information. The other information comprises
the information included in the Annual Report, but does
not include the standalone financial statements and our
auditor’s report thereon. The Annual Report is expected
to be made available to us after the date of this auditor’s
report.
Our opinion on the standalone financial statements does
not cover the other information and we will 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 identified above when it becomes available
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.
When we read the Annual Report, if we conclude that
there is a material misstatement therein, we are required
to communicate the matter to those charged with
governance.
Responsibilities of Management and Those
Charged with Governance for the Standalone
Financial Statements
10. The accompanying standalone financial statements have
been approved by the Company’s Board of Directors.
The Company’s Board of Directors are responsible for the
matters stated in section 134(5) of the Act with respect
to the preparation and presentation of these standalone
financial statements that give a true and fair view of the
financial position, financial performance including other
comprehensive income, changes in equity and cash flows
of the Company in accordance with the Ind AS specified
under section 133 of the Act and other accounting
principles generally accepted in India. 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 eectively 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.
11. In preparing the standalone financial statements, the
Board of Directors are responsible for assessing the
Company’s ability to continue as a going concern,
disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting
unless the Board of Directors either intend to liquidate
the Company or to cease operations, or has no realistic
alternative but to do so.
12. Those Board of Directors are also responsible for
overseeing the Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the
Standalone Financial Statements
13. 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 Standards on Auditing
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.
14. As part of an audit in accordance with Standards on
Auditing, specified under section 143(10) of the Act, 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 sucient 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, forg ery, 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 eectiveness 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 Board of
Directors’ 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; and
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
76
SpiceJet Limited
•
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.
15. 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.
16. 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.
17. 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 year and are therefore
the key audit matters. We describe these matters in
our auditor’s 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
18. As required by section 197(16) of the Act, based on our
audit, we report that the Company has paid remuneration
to its directors during the year in accordance with the
provisions of and limits laid down under section 197 read
with Schedule V to the Act.
19. As required by the Companies (Auditor’s Report) Order,
2020 (‘the Order’) issued by the Central Government of
India in terms of section 143(11) of the Act we give in
the Annexure A, a statement on the matters specified in
paragraphs 3 and 4 of the Order, to the extent applicable.
20. Further to our comments in Annexure A, as required by
section 143(3) of the Act, based on our audit, 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 purpose of our
audit of the accompanying standalone financial
statements;
b) Except for the eects of the matters described
in the Basis for Qualified Opinion section, 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 financial statements dealt with
by this report are in agreement with the books of
account;
d) Except for the eects of the matters described
in the Basis for Qualified Opinion section, in
our opinion, the aforesaid standalone financial
statements comply with Ind AS specified under
section 133 of the Act;
e) The matters described in paragraph 3, 4 and 6
under the Basis for Qualified Opinion section and
Material Uncertainty Related to Going Concern
section, in our opinion, may have an adverse eect
on the functioning of the Company;
f) On the basis of the written representations received
from the directors and taken on record by the Board
of Directors, none of the directors are disqualified
as on March 31, 2023 from being appointed as a
director in terms of section 164(2) of the Act;
g) The qualification relating to the maintenance of
accounts and other matters connected therewith
are as stated in the Basis for Qualified Opinion
section;
h) With respect to the adequacy of the internal
financial controls with reference to financial
statements of the Company as on March 31, 2023
and the operating eectiveness of such controls,
refer to our separate Report in Annexure B wherein
we have expressed a modified opinion; and
i) With respect to the other matters to be included
in the Auditor’s Report in accordance with rule 11
of the Companies (Audit and Auditors) Rules, 2014
(as amended), in our opinion and to the best of
our information and according to the explanations
given to us:
i. The Company, as detailed in note 48 and 50
to the standalone financial statements, has
disclosed the impact of pending litigations on
its financial position as at March 31, 2023;
ii. The Company did not have any long-term
contracts including derivative contracts for
which there were any material foreseeable
losses as at March 31, 2023;
iii. There were no amounts which were required
to be transferred to the Investor Education
and Protection Fund by the Company during
the year ended March 31, 2023;
iv. (a) The management has represented that,
to the best of its knowledge and belief,
on the date of this audit report, no
funds have been advanced or loaned or
invested (either from borrowed funds or
securities premium or any other sources
or kind of funds) by the Company to or
in any person(s) or entity(ies), including
foreign entities (‘the intermediaries’),
with the understanding, whether
recorded in writing or otherwise, that the
intermediary shall, whether, directly or
indirectly lend or invest in other persons
or entities identified in any manner
whatsoever by or on behalf of the
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
77Annual Report 2022-23
Company (‘the Ultimate Beneficiaries’)
or provide any guarantee, security or the
like on behalf the Ultimate Beneficiaries;
(b) The management has represented that,
to the best of its knowledge and belief, on
the date of this audit report, no funds have
been received by the Company from any
person(s) or entity(ies), including foreign
entities (‘the Funding Parties’), with the
understanding, whether recorded in
writing or otherwise, that the Company
shall, whether directly or indirectly, lend
or invest in other persons or entities
identified in any manner whatsoever
by or on behalf of the Funding Party
(‘Ultimate Beneficiaries’) or provide any
guarantee, security or the like on behalf
of the Ultimate Beneficiaries; and
(c) Based on such audit procedures performed
as considered reasonable and appropriate
in the circumstances, nothing has come to
our notice that has caused us to believe
that the management representations
under sub-clauses (a) and (b) above
contain any material misstatement.
v. The Company has not declared or paid any
dividend during the year ended March 31,
2023; and
vi. Proviso to Rule 3(1) of the Companies
(Accounts) Rules, 2014 requires all companies
which use accounting software for maintaining
their books of account, to use such an
accounting software which has a feature of
audit trail, with eect from the financial year
beginning on 1 April 2023 and accordingly,
reporting under Rule 11(g) of Companies (Audit
and Auditors) Rules, 2014 (as amended) is not
applicable for the current financial year.
For Walker Chandiok & Co LLP
Chartered Accountants
Firm’s Registration No.: 001076N/N500013
Neeraj Goel
Partner
Membership Number: 099514
UDIN: 23099514BGSCPH6419
Place: Gurugram
Date: August 14, 2023
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
78
SpiceJet Limited
ANNEXURE A REFERRED TO IN PARAGRAPH 19 OF THE INDEPENDENT AUDITOR’S REPORT
OF EVEN DATE TO THE MEMBERS OF SPICEJET LIMITED ON THE STANDALONE FINANCIAL
STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
In terms of the information and explanations sought by us and
given by the Company and the books of account and records
examined by us in the normal course of audit, and to the best
of our knowledge and belief, we report that:
(i) (a) (A) The Company has maintained proper
records showing full particulars, including
quantitative details and situation of property,
plant and equipment, and right of use assets.
(B) The Company has maintained proper records
showing full particulars of intangible assets.
(b) The Company has a regular programme of
physical verification of its property, plant and
equipment and right of use assets under which
the assets are physically verified in a phased
manner over a period of three years, which in our
opinion, is reasonable having regard to the size
of the Company and the nature of its assets. In
accordance with this programme, certain property,
plant and equipment and right of use assets
were verified during the year and no material
discrepancies were noticed on such verification.
(c) The title deeds of all the immovable properties
held by the Company (other than properties
where the Company is the lessee and the lease
agreements are duly executed in favour of the
lessee) disclosed in note 3 to the standalone
financial statements are held in the name of the
Company. For title deeds of immovable properties
in the nature of land situated at Gurgaon,
Haryana with gross carrying values of Rs. 171.37
million, which have been mortgaged as security
for loans or borrowings taken by the Company,
confirmation with respect to title of the Company
have been directly obtained by us from the
respective lenders.
(d) The Company has not revalued its property,
plant and equipment and right of use assets or
intangible assets during the year.
(e) No proceedings have been initiated or are
pending against the Company for holding any
benami property under the Prohibition of Benami
Property Transactions Act, 1988 (as amended)
and rules made thereunder.
(ii) (a) The management has conducted physical
verification of inventory at reasonable intervals
during the year. In our opinion, the coverage and
procedure of such verification by the management
is appropriate and no discrepancies of 10% or
more in the aggregate for each class of inventory
were noticed as compared to book records.
(b) The Company has not been sanctioned working
capital limits by banks or financial institutions on
the basis of security of current assets at any point
of time during the year. Accordingly, reporting
under clause 3(ii)(b) of the Order is not applicable
to the Company.
(iii) (a) The Company has provided loans to subsidiaries
during the year as per details given below:
Particulars
Amount
(Rs. In Million)
Aggregate amount provided/
granted during the year to
subsidiaries:
49.10
Balance outstanding as at
balance sheet date in respect
of above cases:
357.56
(b) The Company has not made any investment, granted
any advances in the nature of loans or provided any
guarantee or given any security during the year. In
our opinion, and according to the information and
explanations given to us, the terms and conditions
of the grant of loans are, prima facie, not prejudicial
to the interest of the Company.
(c) In respect of loans granted by the Company, the
schedule of repayment of principal and payment
of interest has been stipulated and principal
amount is not due for repayment currently.
(d) There is no overdue amount in respect of loans
granted to such companies.
(e) The Company has not granted any loan which has
fallen due during the year. Further, no fresh loans
were granted to any party to settle the overdue
loans that existed as at the beginning of the year.
(f) The Company has not granted any loans, which is
repayable on demand or without specifying any
terms or period of repayment.
(iv) In our opinion, and according to the information and
explanations given to us, the Company has complied
with the provisions of section 186 of the Act in respect
of investments made and loans granted, as applicable.
Further, the Company has not entered into any transaction
covered under section 185 and section 186 of the Act in
respect of guarantees and security provided by it.
(v) In our opinion, and according to the information and
explanations given to us, the Company has complied
with the directives issued by the Reserve Bank of India
(‘RBI’), the provisions of sections 73 to 76 and other
relevant provisions of the Act and the Companies
(Acceptance of Deposits) Rules, 2014 (as amended)
as applicable, with regard to the deposits accepted
or amounts which have been deemed to be deposits
(if any), except for the non-compliance as detailed
in note 48 of the standalone financial statements
relating to advances which were received towards
securities proposed to be issued. However, on account
of ongoing litigation as detailed in the aforesaid note,
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
79Annual Report 2022-23
such securities have not been issued till date and
accordingly, such amounts are considered as deemed
deposits under the provisions of the Act. According
to the information and explanations given to us, no
order has been passed by the Company Law Board or
National Company Law Tribunal or RBI or any Court or
any other Tribunal, in this regard.
(vi) The Central Government has not specified maintenance
of cost records under sub-section (1) of section 148 of
the Act, in respect of Company’s business activities.
Accordingly, reporting under clause 3(vi) of the Order
is not applicable.
(vii) (a) In our opinion, and according to the information
and explanations given to us, undisputed
statutory dues including goods and services
tax, provident fund, employees’ state insurance,
income-tax, sales-tax, service tax, duty of
customs, duty of excise, value added tax, cess and
other material statutory dues, as applicable, have
not been regularly deposited with the appropriate
authorities and there have been significant
delays in a large number of cases. Undisputed
amounts payable in respect thereof, which were
outstanding at the year-end for a period of more
than six months from the date they became
payable are as follows:
Statement of arrears of statutory dues outstanding
for more than six months:
Name of the statute Nature of the dues Amount (Rs.
In Million)
Period to which the
amount relates
Due Date Date of
Payment
The Income-tax Act, 1961 Tax deducted at
source
192.59 April 2020 to March
2021
Multiple dates Not paid
The Income-tax Act, 1961 Tax deducted at
source
435.40 April 2021 to March 2022 Multiple dates Not paid
The Income-tax Act, 1961 Tax deducted at
source
885.13 April 2022 to September
2022
Multiple dates Not paid
Central Goods and Services
Tax Act,2017
Goods and services
tax
612.82 February 2020 to March
2021
Multiple dates Not paid
Central Goods and Services
Tax Act,2017
Goods and services
tax
73.80 April 2021 to March 2022 Multiple dates Not paid
Central Goods and Services
Tax Act,2017
Goods and services
tax
22.58 April 2022 to September
2022
Multiple dates Not paid
The Employees’ Provident
Funds and Miscellaneous
Provisions Act, 1952
Provident fund 0.18 April 2020 to March
2021
Multiple dates Not paid
The Employees’ Provident
Funds and Miscellaneous
Provisions Act, 1952
Provident fund 291.23 April 2021 to March 2022 Multiple dates Not paid
The Employees’ Provident
Funds and Miscellaneous
Provisions Act, 1952
Provident fund 429.73 April 2022 to September
2022
Multiple dates Not paid
Payment of Bonus Act, 1965 Statutory Bonus Act 33.74 April 2020 to March
2021
Multiple dates Not paid
Payment of Bonus Act, 1965 Statutory Bonus Act 34.46 April 2021 to March 2022 Multiple dates Not paid
(b) According to the information and explanations given to us, there are no statutory dues referred in sub-clause (a)
which have not been deposited with the appropriate authorities on account of any dispute except for the following:
Name of the
statute
Nature of dues Gross
amount (Rs.
in Million)
Amount paid
under protest
(In Rs. Million)
Period to which
the amount
relates
Forum where
dispute is
pending
Finance Act, 1994 Service tax
(including penalty
for delay)
170.07 - April 2006 to
March 2012
Customs, Excise
and Service Tax
Appellate Tribunal
Finance Act, 1994 Service tax
(including penalty
for delay)
255.61 - 2009-10 to 2011-
12
Customs, Excise
and Service Tax
Appellate Tribunal
Customs Act, 1962 Custom duty
(including penalty
for delay)
5.56 - October 2010 to
March 2015
Customs, Excise
and Service Tax
Appellate Tribunal
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
80
SpiceJet Limited
Name of the
statute
Nature of dues Gross
amount (Rs.
in Million)
Amount paid
under protest
(In Rs. Million)
Period to which
the amount
relates
Forum where
dispute is
pending
Customs Act, 1962 Custom duty
(including penalty
for delay)
29.05 - December 2012
to September
2016
Customs, Excise
and Service Tax
Appellate Tribunal
Customs Act, 1962 Custom duty
(including penalty
for delay)
7.33 - October 2016 to
March 2017
Customs, Excise
and Service Tax
Appellate Tribunal
Customs Act, 1962 Custom duty 40.41 - April 2017 to
March 2018
Customs, Excise
and Service Tax
Appellate Tribunal
Customs Act, 1962 Custom duty 72.50 - April 2018 to
March 2019
Customs, Excise
and Service Tax
Appellate Tribunal
Customs Act, 1962 Custom duty 46.80 - April 2019 to
March 2020
Customs, Excise
and Service Tax
Appellate Tribunal
Customs Act, 1962 Custom duty 50.80 - September
2020 to
December 2021
Customs, Excise
and Service Tax
Appellate Tribunal
Goods and Services
Tax Act, 2017
Integrated goods
and services tax
582.44 582.44 August 2017 to
March 2021
GST Appellate
Tribunal
Goods and Services
Tax Act, 2017
Goods and
services tax
40.45 - July 2017 to
March 2019
GST Appellate
Tribunal
Goods and Services
Tax Act, 2017
Goods and
services tax
112.14 - July 2017 to
December 2020
Supreme Court
Goods and Services
Tax Act, 2017
Goods and
services tax
3.10 - April 2017 to
March 2018
GST Appellate
Tribunal
Goods and Services
Tax Act, 2017
Goods and
services tax
4.77 - April 2018 to
March 2019
GST Appellate
Tribunal
Goods and Services
Tax Act, 2017
Goods and
services tax
0.38 - April 2019 to
March 2020
GST Appellate
Tribunal
Goods and Services
Tax Act, 2017
Goods and
services tax
2.26 - April 2022 to
July 2022
GST Appellate
Tribunal
Goods and Services
Tax Act, 2017
Goods and
services tax
6.51 - April 2017 to
March 2018
GST Appellate
Tribunal
Income-tax Act,
1961
Tax deducted at
source
222.54 - Financial year
2008-09
Commissioner
of Income-tax
(Appeals)
Income-tax Act,
1961
Tax deducted at
source
122.01 - Financial year
2009-10
Commissioner
of Income-tax
(Appeals)
Income-tax Act,
1961
Tax deducted at
source
180.07 - Financial year
2010-11
High Court of
Delhi
Income-tax Act,
1961
Tax deducted at
source
171.65 - Financial year
2011-12
High Court of
Delhi
Income-tax Act,
1961
Tax deducted at
source
21.37 - Financial year
2012-13
High Court of
Delhi
The Employees’
Provident Funds
and Miscellaneous
Provisions Act, 1952
Provident fund 142.37 - November 2008
to January 2012
Regional
Provident Fund
Commissioner
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
81Annual Report 2022-23
(viii) According to the information and explanations given
to us, no transactions were surrendered or disclosed as
income during the year in the tax assessments under
the Income Tax Act, 1961 (43 of 1961) which have not
been previously recorded in the books of accounts.
(ix) (a) According to the information and explanations
given to us, pursuant to receiving the approvals
for rescheduling its loan from the lender, the
Company has not defaulted in repayment of its
loans or borrowings or in the payment of interest
thereon to any lender, except for the below:
Nature of borrowing,
including debt securities
Name of lender Amount not paid
on due date [Rs. In
Million]
Whether
principal
or interest
Number of days delay
or unpaid till the date
of audit report
Overdraft facility City Union Bank Limited 1,000.00 Principal Refer note 26 for details
(b) According to the information and explanations
given to us including representation received from
the management of the Company, and on the
basis of our audit procedures, we report that the
Company has not been declared a willful defaulter
by any bank or financial institution or government
or any government authority.
(c) In our opinion and according to the information
and explanations given to us, money raised by
way of term loans were applied for the purposes
for which these were obtained.
(d) In our opinion and according to the information
and explanations given to us, and on an overall
examination of the financial statements of the
Company, funds raised by the Company on short
term basis have, prima facie, not been utilised for
long term purposes.
(e) According to the information and explanations
given to us and on an overall examination of
the financial statements of the Company, the
Company has not taken any funds from any entity
or person on account of or to meet the obligations
of its subsidiaries.
(f) According to the information and explanations
given to us, the Company has not raised any loans
during the year on the pledge of securities held in
its subsidiaries.
(x) (a) The Company has not raised any money by way of
initial public oer or further public oer (including
debt instruments), during the year. Accordingly,
reporting under clause 3(x)(a) of the Order is not
applicable to the Company.
(b) According to the information and explanations
given to us and on the basis of our examination
of the records of the Company, the Company
has not made any preferential allotment or
private placement of shares or (fully, partially
or optionally) convertible debentures during
the year. Accordingly, reporting under clause
3(x)(b) of the Order is not applicable to the
Company.
(xi) (a) To the best of our knowledge and according to
the information and explanations given to us, no
fraud by the Company or no material fraud on the
Company has been noticed or reported during
the period covered by our audit.
(b) According to the information and explanations
given to us including the representation made
to us by the management of the Company, no
report under sub-section 12 of section 143 of the
Act has been filed by the auditors in Form ADT-
4 as prescribed under Rule 13 of Companies
(Audit and Auditors) Rules, 2014, with the Central
Government for the period covered by our audit.
(c) According to the information and explanations
given to us including the representation made
to us by the management of the Company, there
are no whistle-blower complaints received by the
Company during the year.
(xii) The Company is not a Nidhi Company and the Nidhi
Rules, 2014 are not applicable to it. Accordingly,
reporting under clause 3(xii) of the Order is not
applicable to the Company.
(xiii) In our opinion and according to the information and
explanations given to us, all transactions entered
into by the Company with the related parties are
in compliance with sections 177 and 188 of the Act,
where applicable. Further, the details of such related
party transactions have been disclosed in the
standalone financial statements, as required under
Indian Accounting Standard (Ind AS) 24, Related
Party Disclosures specified in Companies (Indian
Accounting Standards) Rules 2015 as prescribed
under section 133 of the Act.
(xiv) (a) In our opinion and according to the information
and explanations given to us, the Company has
an internal audit system as per the provisions of
section 138 of the Act which is commensurate
with the size and nature of its business.
(b) We have considered the reports issued by the
Internal Auditors of the Company till date for the
period under audit.
(xv) According to the information and explanation given to
us, the Company has not entered into any non-cash
transactions with its directors or persons connected
with its directors and accordingly, reporting under
clause 3(xv) of the Order with respect to compliance
with the provisions of section 192 of the Act are not
applicable to the Company.
(xvi) (a) The Company is not required to be registered
under section 45-IA of the Reserve Bank of
India Act, 1934. Accordingly, reporting under
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
82
SpiceJet Limited
clauses 3(xvi)(a),(b) and (c) of the Order are not
applicable to the Company.
(d) Based on the information and explanations given
to us and as represented by the management
of the Company, the Group (as defined in Core
Investment Companies (Reserve Bank) Directions,
2016) does not have any CIC.
(xvii) The Company has incurred cash losses in the current
financial year and in the immediately preceding financial
year amounting to Rs. 3,760.10 million and Rs. 13,959.66
million respectively. For the purpose of reporting under
this clause, the amount of cash losses in the previous
year has been arrived at after considering the eects
(if any) of the qualifications as described in ‘Basis
for Qualified Opinion’ sections of the audit reports
on the financial statements for the current year and
immediately preceding financial year respectively.
(xviii) There has been no resignation of the statutory auditors
during the year. Accordingly, reporting under clause
3(xviii) of the Order is not applicable to the Company.
(xix) According to the information and explanations given
to us and on the basis of the financial ratios, ageing
and expected dates of realisation of financial assets
and payment of financial liabilities, other information
accompanying the standalone financial statements,
our knowledge of the plans of the Board of Directors
and management and based on our examination of the
evidence supporting the assumptions, in our opinion
material uncertainty exists as on the date of the audit
report with respect to Company’s capacity of meeting
its liabilities existing at the date of balance sheet as and
when they fall due within a period of one year from the
balance sheet date. Further, refer paragraph 6 under
section ‘Material Uncertainty Related to Going Concern’
in our audit report. We, however, state that this is not an
assurance as to the future viability of the Company. We
further state that our reporting is based on the facts up
to the date of the audit report and we neither give any
guarantee nor any assurance that all liabilities falling
due within a period of one year from the balance sheet
date, will get discharged by the Company as and when
they fall due.
(xx) According to the information and explanations given
to us, the Company has met the criteria as specified
under sub-section (1) of section 135 of the Act read
with the Companies (Corporate Social Responsibility
Policy) Rules, 2014, however, in the absence of average
net profits in the immediately three preceding years,
there is no requirement for the Company to spend any
amount under sub-section (5) of section 135 of the Act.
Accordingly, reporting under clause 3(xx) of the Order
is not applicable to the Company.
(xxi) The reporting under clause 3(xxi) of the Order is not
applicable in respect of audit of standalone financial
statements of the Company. Accordingly, no comment
has been included in respect of said clause under this
report.
For Walker Chandiok & Co LLP
Chartered Accountants
Firm’s Registration No.: 001076N/N500013
Neeraj Goel
Partner
Membership Number: 099514
UDIN: 23099514BGSCPH6419
Place: Gurugram
Date: August 14, 2023
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
83Annual Report 2022-23
ANNEXURE B
Independent Auditor’s Report on the internal
financial controls with reference to financial
statements under Clause (i) of Sub-section 3 of
Section 143 of the Companies Act, 2013 (‘the Act’)
1. In conjunction with our audit of the standalone financial
statements of SpiceJet Limited (‘the Company’) as at
and for the year ended March 31, 2023, we have audited
the internal financial controls with reference to financial
statements of the Company as at that date.
Responsibilities of Management and Those
Charged with Governance for Internal Financial
Controls
2. The Company’s Board of Directors is responsible for
establishing and maintaining internal financial controls
based on the internal financial controls with reference
to the financial statements criteria established by the
Company considering the essential components of
internal control stated in the Guidance Note issued by the
Institute of Chartered Accountants of India (‘ICAI’). These
responsibilities include the design, implementation and
maintenance of adequate internal financial controls that
were operating eectively for ensuring the orderly and
ecient conduct of the Company’s business, including
adherence to the 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.
Auditor’s Responsibility for the Audit of the
Internal Financial Controls with Reference to
Financial Statements
3. Our responsibility is to express an opinion on the
Company’s internal financial controls with reference to
financial statements based on our audit. We conducted
our audit in accordance with the Standards on Auditing
issued by the Institute of Chartered Accountants of India
(‘ICAI’) prescribed under Section 143(10) of the Act, to
the extent applicable to an audit of internal financial
controls with reference to financial statements, and the
Guidance Note on Audit of Internal Financial Controls
Over Financial Reporting (‘the Guidance Note’) issued by
the ICAI. 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 financial statements were established and
maintained and if such controls operated eectively in
all material respects.
4. Our audit involves performing procedures to obtain
audit evidence about the adequacy of the internal
financial controls with reference to financial statements
and their operating eectiveness. Our audit of internal
financial controls with reference to financial statements
includes obtaining an understanding of such internal
financial controls, assessing the risk that a material
weakness exists, and testing and evaluating the design
and operating eectiveness 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.
5. We believe that the audit evidence we have obtained
is sucient and appropriate to provide a basis for
our qualified audit opinion on the Company’s internal
financial controls with reference to financial statements.
Meaning of Internal Financial Controls with
Reference to Financial Statements
6. 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 standalone 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 standalone
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 eect on
the standalone financial statements.
Inherent Limitations of Internal Financial
Controls with Reference to Financial Statements
7. 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.
Qualified opinion
8. According to the information and explanations given to us
and based on our audit, the following material weakness
has been identified in the operating eectiveness of the
Company’s internal financial controls with reference to
financial statements as at March 31, 2023:
The Company’s internal financial controls over
determination of interest on advances received
consequent to the Order dated July 31, 2023 issued by
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
84
SpiceJet Limited
Hon’ble High Court of Delhi as more fully explained in
Note 50 to the standalone financial statements, were
not operating eectively, which could potentially lead
to material misstatement in respect to finance cost,
loss before tax and other financial liabilities and related
disclosures in the standalone financial statements as at
and for the year ended March 31, 2023.
A ‘material weakness’ is a deficiency, or a combination
of deficiencies, in internal financial control with
reference to financial statements, such that there is a
reasonable possibility that a material misstatement of
the Company’s annual or interim financial statements will
not be prevented or detected on a timely basis.
9. In our opinion, the Company has, in all material respects,
adequate internal financial controls with reference to
financial statements as at March 31, 2023, based on
the internal financial controls with reference to the
financial statements criteria established by the Company
considering the essential components of internal control
stated in the Guidance Note issued by the ICAI, and
except for the possible eects of the material weakness
described above on the achievement of the objectives
of the control criteria, the Company’s internal financial
controls with reference to financial statements were
operating eectively as at March 31, 2023.
10. We have considered the material weakness identified
and reported above in determining the nature, timing,
and extent of audit tests applied in our audit of the
standalone financial statements of the Company as at
and for the year ended March 31, 2023, and the material
weakness has aected our opinion on the standalone
financial statements of the Company and we have
issued a qualified opinion on the standalone financial
statements.
For Walker Chandiok & Co LLP
Chartered Accountants
Firm’s Registration No.: 001076N/N500013
Neeraj Goel
Partner
Membership Number: 099514
UDIN: 23099514BGSCPH6419
Place: Gurugram
Date: August 14, 2023
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
85Annual Report 2022-23
Standalone Balance Sheet
as at March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Particulars Note
No.
As at
March 31, 2023
As at
March 31, 2022
ASSETS
Non-current assets
Property, plant and equipment 3 12,052.22 13,166.42
Capital work-in-progress 5A 60.27 60.27
Right of use assets 4 27,672.57 42,212.16
Intangible assets 5 6.21 23.56
Financial assets
(i) Investments 6 27.62 21.07
(ii) Loans 7 296.82 368.46
(iii) Other receivables 8 25,557.70 -
(iv) Other financial assets 9 4,979.63 9,907.08
Income-tax assets 10 1,311.15 881.78
Other non-current assets 11 9,649.78 7,357.58
Total non-current assets 81,613.97 73,998.38
Current assets
Inventories 12 1,563.21 1,450.73
Financial assets
(i) Investments 13 4.56 4.33
(ii) Trade receivables 14 1,538.78 2,501.94
(iii) Other receivables 15 9,454.82 9,853.85
(iv) Cash and cash equivalents 16A 323.36 95.79
(v) Bank balances other than (iv) above 16B 12.77 507.20
(vi) Other financial assets 17 3,598.89 2,661.22
Other current assets 18 4,687.38 4,130.31
Total current assets 21,183.77 21,205.37
Total assets 102,797.74 95,203.75
EQUITY AND LIABILITIES
Equity
Equity share capital 19 6,018.46 6,017.97
Other equity 20 (38,334.53) (48,902.29)
Total equity (32,316.07) (42,884.32)
Non-current liabilities
Financial liabilities
(i) Borrowings 21 4,655.89 3,128.81
(ii) Lease liabilities 22 28,440.69 43,322.85
(iii) Trade payables 23
Total outstanding dues of micro enterprises and small enterprises - -
Total outstanding dues of creditors other than micro enterprises and small enterprises 3,417.41 3,473.29
Provisions 24 1,504.91 2,752.50
Other non-current liabilities 25 101.53 118.58
Total non-current liabilities 38,120.43 52,796.03
Current liabilities
Financial liabilities
(i) Borrowings 26 7,196.77 7,664.95
(ii) Lease liabilities 27 33,188.78 29,185.38
(iii) Trade payables 28
Total outstanding dues of micro enterprises and small enterprises 491.09 542.60
Total outstanding dues of creditors other than micro enterprises and small enterprises 28,256.06 24,991.20
(iv) Other financial liabilities 29 1,728.18 899.52
Other current liabilities 30 21,974.17 18,055.70
Provisions 31 4,158.33 3,952.69
Total current liabilities 96,993.38 85,292.04
Total liabilities 135,113.81 138,088.07
Total equity and liabilities 102,797.74 95,203.75
Summary of significant accounting policies 2
The accompanying notes including summary of significant accounting policies and other explanatory information are an integral part of these
standalone financial statements.
This is the standalone balance sheet referred to in our report of even date
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
ICAI Firm Registration No.: 001076N/N500013
Neeraj Goel Ajay Singh Chandan Sand Ashish Kumar
Partner Chairman & Managing Company Secretary Chief Financial Officer
Membership No: 099514 Director
Place: Gurugram Place: Gurugram Place: Gurugram Place: Gurugram
Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
86
SpiceJet Limited
Standalone Statement of Profit and Loss
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Particulars Note
No.
Year ended
March 31, 2023
Year ended
March 31, 2022
Income
Revenue from operations 32 88,688.40 65,573.27
Other income 33 9,909.10 9,872.33
Total income 98,597.50 75,445.60
Expenses
Operating expenses 35A 74,057.59 57,943.65
Purchases of stock-in-trade 35B 957.84 601.24
Changes in inventories of stock-in-trade 35C (54.92) 7.68
Employee benefits expense 36 8,438.71 7,087.49
Sales and marketing expenses 37 2,278.11 1,220.49
Other expenses 38 6,462.02 5,360.99
Foreign exchange loss (net) 40 6,789.51 2,621.83
Total expense 98,928.86 74,843.37
Earnings before interest, tax, depreciation and amortisation (EBITDA) (331.36) 602.23
Depreciation and amortisation expense 41 (10,193.64) (12,897.32)
Finance income 34 551.36 640.81
Finance costs 39 (5,056.51) (4,825.79)
Loss before exceptional items (15,030.15) (16,480.07)
Exceptional items 42 - (774.58)
Loss before tax (15,030.15) (17,254.65)
Tax expense - -
Loss for the year (15,030.15) (17,254.65)
Other comprehensive income
Items that will not be reclassified to statement of profit and loss:
Remeasurement (loss)/gain on defined benefit obligations (1.10) 35.63
Income tax impact - -
Other comprehensive income for the year (1.10) 35.63
Total comprehensive income for the year (15,031.25) (17,219.02)
Earnings per equity share 43
Basic (24.97) (28.69)
Diluted (24.97) (28.69)
Summary of significant accounting policies 2
The accompanying notes including summary of significant accounting policies and other explanatory information are an integral part of these
standalone financial statements.
This is the standalone statement of profit and loss referred to in our report of even date.
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
ICAI Firm Registration No.: 001076N/N500013
Neeraj Goel Ajay Singh Chandan Sand Ashish Kumar
Partner Chairman & Managing Company Secretary Chief Financial Officer
Membership No: 099514 Director
Place: Gurugram Place: Gurugram Place: Gurugram Place: Gurugram
Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
87Annual Report 2022-23
Standalone Cash Flow Statement
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Particulars Year ended
March 31, 2023
Year ended
March 31, 2022
Cash flows from operating activities
Loss before tax (15,030.15) (17,254.65)
Adjustments for:
Depreciation and amortisation expense 10,193.64 12,897.32
Impairment of loans and trade receivables 99.41 36.55
Property, plant and equipment written o - 53.70
(Profit)/loss on sale of property, plant and equipment (net) (7.62) 6.13
Advances/other balances written o 918.51 128.51
Share based payment expense 18.87 41.40
Liabilities/provision no longer required written back (7,224.48) (1,568.59)
Gain on de-recognition of lease liabilities and right of use assets (2,423.31) -
Interest on lease liabilities 3,128.43 2,901.37
Finance cost - others 1,928.08 1,924.42
Interest income from financial assets measured at amortised cost (228.59) (253.37)
Net gain on financial assets measured at fair value through profit or loss (0.23) (0.17)
Interest income (322.77) (387.44)
Unrealised foreign exchange loss (net) 5,823.05 2,917.73
Operating (loss)/profit before working capital changes (3,127.16) 1,442.91
Movements in working capital :
Trade and other receivables (616.27) (489.22)
Inventories (112.48) 107.55
Other financial assets (262.49) 430.37
Other assets (3,711.23) (629.64)
Trade payables 4,731.10 6,036.98
Other financial liabilities 437.74 374.75
Other liabilities 3,503.22 1,787.86
Provisions 516.75 1,292.79
Cash flows from operations 1,359.18 10,354.35
Income taxes paid (net of refunds) (429.37) (577.52)
Net cash flows from operating activities A 929.81 9,776.83
Cash flows from investing activities
Purchase of property, plant and equipment and capital work-in-progress
(including capital advances)
133.75 (331.89)
Proceeds from sale of property, plant and equipment 56.74 51.32
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
88
SpiceJet Limited
Standalone Cash Flow Statement
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Particulars Year ended
March 31, 2023
Year ended
March 31, 2022
Movement in loan to subsidiaries (net) 10.90 213.80
(Purchase)/sale of investments (net) (0.08) 0.44
Movement in fixed deposits (net) 494.43 (482.87)
Movement in margin money (net) 4,485.86 (1,012.61)
Finance income received 426.11 330.60
Net cash flows from/(used in) investing activities B 5,607.71 (1,231.21)
Cash flows from financing activities
Proceeds from issue of equity shares on exercise of stock options 0.49 8.60
Proceeds from long-term borrowings 3,021.71 1,475.18
Repayment of long-term borrowings (624.37) -
Movement in short-term borrowings (net) (1,957.73) (1,708.23)
Repayment of lease liabilities (including interest of Rs. 3,128.43 million
(March 31, 2022: Rs. 2,901.37 million)
(6,259.97) (7,992.19)
Finance costs paid (496.58) (542.19)
Net cash used in financing activities C (6,316.44) (8,758.83)
Net increase/(decrease) in cash and cash equivalents (A+B+C) 221.08 (213.21)
Effects of exchange difference on cash and cash equivalents held in
foreign currency
6.49 13.00
Cash and cash equivalents at the beginning of the year 95.79 296.00
Cash and cash equivalents at the end of the year 323.36 95.79
Notes :
Components of cash and cash equivalents (refer note 16A)
Balances with banks:
– In current accounts 218.20 92.94
– In deposit accounts (with original maturity upto 3 months) 0.33 0.43
Cash on hand 104.83 2.42
323.36 95.79
The accompanying notes including summary of significant accounting policies and other explanatory information are an integral part of these
standalone financial statements.
This is the standalone statement of cash flow referred to in our report of even date
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
ICAI Firm Registration No.: 001076N/N500013
Neeraj Goel Ajay Singh Chandan Sand Ashish Kumar
Partner Chairman & Managing Company Secretary Chief Financial Officer
Membership No: 099514 Director
Place: Gurugram Place: Gurugram Place: Gurugram Place: Gurugram
Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
89Annual Report 2022-23
Standalone Statement of Changes in Equity
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
a. Equity Share Capital:
Equity shares of Rs. 10 each issued, subscribed and fully paid Number Amount
As at April 01, 2021 600,936,903 6,009.37
Issued during the year pursuant to exercise of employee stock options 859,712 8.60
At March 31, 2022 601,796,615 6,017.97
Issued during the year pursuant to exercise of employee stock options 49,050 0.49
At March 31, 2023 601,845,665 6,018.46
b. Other equity
For the year ended March 31, 2023
Particulars Reserves and surplus Total other
equity
Capital
reserve
Securities
premium
Share options
outstanding account
Retained
earnings
As at April 01, 2022 - 10,134.09 40.20 (59,076.58) (48,902.29)
Loss for the year - - - (15,030.15) (15,030.15)
Other comprehensive income for the year - - - (1.10) (1.10)
Total comprehensive income for the year - 10,134.09 40.20 (74,107.83) (63,933.54)
Transactions with owners in their capacity as
owners:
Share based payment expense - - 25.36 - 25.36
Transfer to securities premium on exercise
of stock options
- 6.45 (6.45) - -
Adjustment on account of slump sale (refer
note 51)
25,573.65 - - - 25,573.65
As at March 31, 2023 25,573.65 10,140.54 59.11 (74,107.83) (38,334.53)
For the year ended March 31, 2022
Particulars Reserves and surplus Total other
equity
Capital
reserve
Securities
premium
Share options
outstanding account
Retained
earnings
As at April 01, 2021 - 10,054.58 78.31 (41,857.56) (31,724.67)
Loss for the year - - - (17,254.65) (17,254.65)
Other comprehensive income for the year - - - 35.63 35.63
Total comprehensive income for the year - 10,054.58 78.31 (59,076.58) (48,943.69)
Transactions with owners in their capacity as
owners:
Share based payment expense - - 41.40 - 41.40
Transfer to securities premium on exercise
of stock options
- 79.51 (79.51) - -
As at March 31, 2022 - 10,134.09 40.20 (59,076.58) (48,902.29)
The accompanying notes including summary of significant accounting policies and other explanatory information are an integral part of these
standalone financial statements.
This is the standalone statement of changes in equity referred to in our report of even date
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
ICAI Firm Registration No.: 001076N/N500013
Neeraj Goel Ajay Singh Chandan Sand Ashish Kumar
Partner Chairman & Managing Company Secretary Chief Financial Officer
Membership No: 099514 Director
Place: Gurugram Place: Gurugram Place: Gurugram Place: Gurugram
Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial StatementsCorporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
90
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
1. Corporate information
SpiceJet Limited (‘SpiceJet’ or ‘the Company’) was
incorporated on February 9, 1984 as a limited company
under the Companies Act and is listed on the BSE
Limited (‘BSE’). The Company is principally engaged in
the business of providing air transport services for the
carriage of passengers and cargo. The Company is a low-
cost carrier (‘LCC’) operating under the brand name of
‘SpiceJet’ in India since May 23, 2005. The Company has
a reasonable fleet size operating across various routes in
India and abroad as at March 31, 2023. The registered oce
of the Company is located at Indira Gandhi International
Airport, Terminal 1D, New Delhi – 110037.
The standalone financial statements were approved for
issue by the board of directors on August 14, 2023.
2. A. Summary of significant accounting
policies
a) Basis of preparation of financial statements
i. Statement of compliance
The standalone financial statements (‘financial
statements’) of the Company for the year
ended March 31, 2023 have been prepared
in accordance with Indian Accounting
Standards (‘Ind AS’) as prescribed under
Section 133 of the Companies Act, 2013 (‘the
Act’) read together with the Companies
(Indian Accounting Standards) Rules 2015, as
amended.
The financial statements are presented
in Indian Rupees (Rs.) (its functional and
presentation currency) and all values are
rounded o to the nearest millions, except
where otherwise indicated.
ii. Historical cost convention
The financial statements have been prepared
on the historical cost basis, except for certain
financial assets and financial liabilities that are
measured at fair value or amortised cost.
iii. Going concern assumption
The Company has incurred a net loss (after
other comprehensive income) of Rs. 15,031.25
million for the year ended March 31, 2023, and
as of that date, the Company has negative
retained earnings of Rs. 74,156.90 million and
negative net worth of Rs. 32,316.07 million.
The negative retained earnings have been
primarily driven by adjustments on account of
implementation of Ind AS 116 during financial
year 2019-20, adverse foreign exchange rates,
fuel prices, pricing pressures, other business
factors and the impact of Covid-19 in last few
years, whose eects have also impacted the
standalone financial statement for the year
ended March 31, 2023.
On account of its operational and financial
position, and the impact of the Covid-19
pandemic in earlier periods, the Company
has deferred payments to various parties,
including lessors and other vendors and
its dues to statutory authorities. Where
determinable, the Company has accrued for
additional liabilities, if any, on such delays in
accordance with contractual terms/applicable
laws and regulations and based on necessary
estimates and assumptions. Additionally, the
Company has also accounted for liabilities
arising out of various litigation settlements.
However, it is not practically possible to
determine the amount of all such costs or
any penalties or other similar consequences
resulting from contractual or regulatory non-
compliances. The management is confident
that they will be able to negotiate further
settlements in order to minimize/avoid any
or further penalties. Further, the Company
continues to defend itself in certain litigations
at various Appellate/Judicial levels including
matters summarised in Note 48 and 50.
The Company continues to implement
various measures such as return to service
of its grounded fleet, enhancing customer
experience, improving selling and distribution,
revenue management, fleet rationalization,
optimizing aircraft utilization, redeployment of
capacity in key focus markets, management and
employee compensation revision, renegotiation
of contracts and other costs control measures,
to help the Company establish consistent
profitable operations and cash flows in the
future.
With increase in passenger operation and
yields, the Company has earned revenue from
passenger business of Rs. 77,859.31 million for
the year ended March 31, 2023 as compared
to Rs. 43,050.54 million for the year ended
March 31, 2022. Till December 31, 2022, the
Company had received funds aggregating to
Rs. 2,109.80 million under Emergency Credit
Line Guarantee Scheme (‘ECLGS’) scheme.
The Company has further received Rs. 913.20
million under ECLGS scheme during the
quarter ended March 31, 2023. Subsequent
to year-end, the Company received
disbursement of additional funds aggregating
to Rs. 5,412.96 million as eligible under ECLGS
scheme and the Company has also initiated
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
91Annual Report 2022-23
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
the process for issue of fresh equity shares/
equity warrants to the promoter group for
value aggregating to Rs. 5,000 million and
is further considering raising of fresh capital
through issue of eligible securities to qualified
institutional buyer, in accordance with
applicable law. The part of above proceeds
will be used in maintenance of its grounded
fleet for getting these aircrafts return to
service which will lead to additional revenue.
Additionally, the Company is in process of
seeking shareholder approval to issue equity
shares to one of the large lessor against
some of its outstanding dues. Based on the
foregoing and its eect on business plans
and cash flow projections, the management is
of the view that the Company will be able to
achieve profitable operations and raise funds
as necessary, in order to meet its liabilities as
they fall due. Accordingly, these standalone
financial statements have been prepared on
the basis that the Company will continue as a
going concern for the foreseeable future. The
auditors have included ‘Material Uncertainty
Related to Going Concern’ paragraph in their
audit report in this regard.
iv. Critical accounting estimates and judgements
In preparing these financial statements,
the management has made judgements,
estimates and assumptions that aect the
application of accounting policies and the
reported amounts of assets, liabilities, income
and expenses. Actual results may dier from
these estimates.
Estimates and underlying assumptions are
reviewed on an ongoing basis. Revisions
to accounting estimates are recognised
prospectively.
Information about significant areas of
estimation/uncertainty and judgements in
applying accounting policies that have the
most significant eect on the standalone
financial statements are as follows:
Note 2(A) (h)(iii) and 45 – estimates required
for employee benefits.
Note 2(A) (k) – estimates/judgement required
for leases.
Note 2(A) (c) and (d) – measurement of useful
life and residual values of property, plant and
equipment and intangible assets.
Note 2(A) (l) and (p) – estimation of provision
of maintenance.
Note 2(A) (e) and (q) – estimates/judgement
required in impairment assessment.
Note 2(A) (i) – judgement required to
determine probability of recognition of
deferred tax assets.
Note 2(A) (k)(i) – estimation of provision for
aircraft redelivery.
Note 2(A) (w) – judgment relation to
contingent liabilities.
Note 2(A) (u) – estimates/judgement required
to determine grant date fair value of stock
options.
b) Current versus non-current classification
The Company presents assets and liabilities in
the balance sheet based on current/non-current
classification. An asset is treated as current when it is:
•
Expected to be realised or consumed in
normal operating cycle;
•
Held primarily for the purpose of trading;
•
Expected to be realised within twelve months
after the reporting period; or
•
Cash or cash equivalent unless restricted from
being exchanged or used to settle a liability
for at least twelve months after the reporting
period.
All other assets are classified as non-current.
A liability is current when:
•
It is expected to be settled in normal operating
cycle;
•
It is held primarily for the purpose of trading;
•
It is due to be settled within twelve months
after the reporting period; or
•
There is no unconditional right to defer the
settlement of the liability for at least twelve
months after the reporting period.
The Company classifies all other liabilities as non-
current.
Deferred tax assets and liabilities are classified as
non-current assets and liabilities.
The Company has identified twelve months as its
operating cycle.
c) Property, plant and equipment
Recognition and measurement
Property, plant and equipment are stated at cost
less accumulated depreciation and impairment
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
92
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
losses, if any. Cost comprises the purchase price
and any attributable cost of bringing the asset to
its working condition for its intended use. Any trade
discounts and rebates are deducted in arriving at
the purchase price.
The cost of property, plant and equipment not
ready for intended use before such date is disclosed
under capital work-in-progress.
For depreciation purposes, the Company identifies
and determines cost of asset significant to the total
cost of the asset having useful life that is materially
dierent from that of the life of the principal
asset and depreciates them separately based on
their specific useful lives. Likewise, when a major
inspection is performed, its cost is recognised in the
carrying amount of the plant and equipment as a
replacement if the recognition criteria are satisfied
and the same is depreciated based on their specific
useful lives. All other expenses on existing property,
plant and equipment, including day-to-day repair
and maintenance expenditure, are charged to the
statement of profit and loss for the year during
which such expenses are incurred.
The Company has opted to avail the exemption
under Ind AS 101 to continue the policy adopted for
accounting for exchange dierences arising from
translation of long-term foreign currency monetary
items recognised in financial statements for the year
ended immediately before beginning of first Ind AS
financial reporting period as per Indian GAAP (i.e.,
till 31 March 2016). Consequent to which exchange
dierences arising on long-term foreign currency
monetary items related to acquisition of certain
Q400 aircrafts are capitalized and depreciated over
the remaining useful life of the asset.
Depreciation
The Company, based on technical assessment and
management estimates, depreciates certain items
of property, plant and equipment over-estimated
useful lives which are dierent from the useful
life prescribed in Schedule II to the Act. The
management believes that these estimated useful
lives are realistic and reflect fair approximation of
the period over which the assets are likely to be
used.
The residual values, useful lives and methods of
depreciation of property, plant and equipment are
reviewed at each financial year end and adjusted
prospectively, if appropriate.
The Company has used the following rates to
provide depreciation on its property, plant and
equipment.
Asset description Useful life estimated by
the management (years)
Plant and equipment 15
Rotable and tools 20
Oce equipment 5
Computers 3 – 6
Furniture and fixtures 10
Motor vehicles 8
Leasehold improvements Over the period of lease
Aircraft, engines and
landing gear (excluding
cost of major inspection)
8 – 20
Cost of major inspection Over the expected period
from current shop visit to
next shop visit
Derecognition
An item of property, plant and equipment and any
significant part initially recognised is derecognised
upon disposal or when no future economic benefits
are expected from its use or disposal. Gains or losses
arising from de-recognition of property, plant and
equipment are measured as the dierence between
the net disposal proceeds and the carrying amount
of the asset and are recognized in the statement of
profit and loss when the asset is derecognized.
d) Intangible assets
Recognition and measurement
Intangible assets (software) are stated at their cost
of acquisition. The cost comprises purchase price,
borrowing cost if capitalization criteria are met and
directly attributable cost of bringing the asset to its
working condition for the intended use.
Depreciation
Costs incurred towards purchase of computer
software are amortised using the straight-line
method over a period based on management’s
estimate of useful lives of such software being in
the range of 2-6 years, or over the license period of
the software, whichever is shorter.
De-recognition
Intangible asset is de-recognised upon disposal or
when no future economic benefits are expected
from its use or disposal. Any gain or loss arising
on de-recognition of the asset (calculated as the
dierence between the net disposal proceeds and
the carrying amount of the asset) is recognized in
the statement of profit and loss, when the asset is
derecognised.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
93Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
e) Impairment of non-financial assets
The Company assesses at each reporting date
whether there is an indication that an asset may
be impaired. If any indication exists, the Company
estimates the asset’s recoverable amount. An
asset’s recoverable amount is the higher of an
asset’s or cash-generating units (‘CGU’) fair value
less cost of disposal and its value in use. The
recoverable amount is determined for an individual
asset, unless the asset does not generate cash
inflows that are largely independent of those from
other assets. Where the carrying amount of an
asset or CGU exceeds its recoverable amount, the
asset is considered impaired and is written down to
its recoverable amount.
In assessing value in use, the estimated future cash
flows are discounted to their present value using a
pre-tax discount rate that reflects current market
assessments of the time value of money and the
risks specific to the asset. In determining fair value
less cost of disposal, recent market transactions
are taken into account, if available. If no such
transactions can be identified, an appropriate
valuation model is used.
The Company bases its impairment calculation
on detailed budgets and forecast calculations
which are prepared separately for each of the
cash-generating units to which the individual
assets are allocated. These budgets and forecast
calculations are generally covering a period as
relevant for asset or CGU tested for impairment.
To estimate cash flow projections beyond periods
covered by the most recent budgets/forecasts,
the Company extrapolates cash flow projections
in the budget using a growth rate for subsequent
years.
Impairment losses are recognized in the statement
of profit and loss. After impairment, depreciation/
amortization is provided on the revised carrying
amount of the asset over its remaining useful life.
An assessment is made at each reporting date as
to whether there is any indication that previously
recognized impairment losses may no longer exist
or may have decreased. If such indication exists, the
Company estimates the asset’s or cash-generating
unit’s recoverable amount. A previously recognized
impairment loss is reversed only if there has been
a change in the assumptions used to determine
the asset’s recoverable amount since the last
impairment loss was recognized. The reversal is
limited so that the carrying amount of the asset
does not exceed its recoverable amount, nor
exceed the carrying amount that would have been
determined, net of depreciation/amortization, had
no impairment loss been recognized for the asset
in prior years. Such reversal is recognized in the
statement of profit and loss.
f) Borrowing Costs
Borrowing costs directly attributable to the
acquisition, construction or production of an asset
that necessarily takes a substantial period of time to
get ready for its intended use or sale are capitalised
as part of the cost of the asset. All other borrowing
costs are expensed in the period in which they
occur.
Borrowing costs consist of interest and other
costs that an entity incurs in connection with the
borrowing of funds. Borrowing cost also includes
exchange dierences to the extent regarded as an
adjustment to the borrowing costs.
g) Revenue from contracts with customer
Revenue from contracts with customers is
recognised when control of the goods or services
are transferred to the customer (point in time
consideration) at an amount that reflects the
consideration to which the Company expects
to be entitled in exchange for those goods or
services. The Company has generally concluded
that it is the principal in its revenue arrangements
because it typically controls the goods or services
before transferring them to the customer. The
revenue is recognized net of amounts collected
on behalf of third parties. No significant element
of financing is deemed present as the sales are
either made with a nil credit term or with a credit
period of 0-90 days.
Rendering of services
Passenger revenues are recognised on flown basis
i.e. when the service is rendered and cargo revenue
is recognised when goods are transported i.e.
when the service is rendered. Amounts received in
advance towards travel bookings/reservations are
shown under other current liabilities as contract
liability. If the Company performs by transferring
services to a customer before the consideration is
due and billed, a contract asset is recognised for
the earned consideration.
When another party is involved in providing
services to its customer, the Company determines
whether it is a principal or an agent in these
transactions by evaluating the nature of its promise
to the customer. The Company is a principal and
records revenue on a gross basis if it controls the
promised services before providing them to the
customer. However, if the Company’s role is only to
arrange for another entity to provide the services,
then the Company is an agent and will need to
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
94
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
record revenue at the net amount that it retains
for its agency services.
The Company recognizes an expected breakage
amount as revenue in proportion to the pattern of
rights exercised by the customer. Breakage revenue
represents the amount of unexercised rights of
customers which are non-refundable in nature.
The unutilized balances in unearned revenue is
recognized as income based on past statistics, trends
and management estimates, after considering the
Company’s refund policy.
Fees charged for cancellations or any changes to
flight tickets and towards special service requests
are recognized as revenue on rendering of related
services.
Government grants
Grants from the government are recognised where
there is a reasonable assurance that the grant will
be received and the Company will comply with all
attached conditions. The grant which is revenue in
nature is recognised as other operating revenue on
a systematic basis over the period for which such
grant is entitled.
Other revenues
Income in respect of hiring/renting out of space
in premises and equipment is recognised at rates
agreed with the customers, as and when related
services are rendered.
Tours and packages
Income and related expense from sale of tours
and packages are recognised upon services being
rendered and where applicable, are stated net of
discounts and applicable taxes. The income and
expense are stated on gross basis. The sale of
tours and packages not yet serviced is credited to
unearned revenue, i.e., ‘Contract liabilities’ disclosed
under other current liabilities.
Sale of food and beverages
Revenue from sale of food and beverages is
recognised when the goods are delivered or served
to the customer. Revenue from such sale is measured
at the consideration received or receivable, net of
returns and allowances, trade discounts and volume
rebates. Amounts received in advance towards
food and beverages are shown under other current
liabilities.
Training income
Revenue from training income is recognized
proportionately with the degree of completion of
services, based on management estimates of the
relative eorts as well as the period over which
related training activities are rendered.
Interest
Interest income is recorded using the eective
interest rate (‘EIR’). EIR is the rate that exactly
discounts the estimated future cash payments
or receipts over the expected life of the financial
instrument or a shorter period, where appropriate,
to the gross carrying amount of the financial asset.
Interest income is included in finance income in the
statement of profit and loss.
h) Employee benefits
i. Short-term employee benefits
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.
Accumulated leave, which is expected to be
utilized within the next 12 months, is treated
as short-term employee benefit. The Company
measures the expected cost of such absences
as the additional amount that it expects to pay
as a result of the unused entitlement that has
accumulated at the reporting date.
ii. Other long-term employee benefits
The Company also provides benefit of
compensated absences to its employees
which are in the nature of long-term
employee benefit plan. The Company
measures the expected cost of compensated
absences which are expected to be settled
within 12 months as an additional amount
that it expects to pay as a result of the
unused entitlement that has accumulated
at the reporting date. Liability in respect
of compensated absences becoming
due and expected to be carried forward
beyond twelve months are provided for
based on the actuarial valuation using the
projected unit credit method at the year-
end. Remeasurement gains/losses are
immediately taken to the statement of profit
and loss and are not deferred. The Company
presents the entire leave as a current liability
in the balance sheet, since it does not have
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
95Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
an unconditional right to defer its settlement
for 12 months after the reporting date.
iii. Post-employment benefits
The Company operates the following post-
employment schemes:
a. Defined benefit plans – gratuity
The Company has unfunded gratuity as
defined benefit plan where the amount
that an employee will receive on retirement
is defined by reference to the employee’s
length of service and final salary. The
gratuity plan provides a lump sum payment
to vested employees at retirement,
death, incapacitation or termination of
employment, of an amount based on the
respective employee’s salary and the tenure
of employment. The Company’s liability is
actuarially determined (using the Projected
Unit Credit method) at the end of each year.
This is based on standard rates of inflation,
salary growth rate and mortality.
Discount factors are determined close to
each year-end by reference to market yields
on government bonds that have terms to
maturity approximating the terms of the
related liability. Service cost and net interest
expense on the Company’s defined benefit
plan is included in employee benefits expense.
Actuarial gains/losses resulting from
re-measurements of the defined
benefit obligation are included in other
comprehensive income.
b. Defined contribution plan – provident fund
Contribution towards provident fund is
made to the regulatory authorities, where
the Company has no further obligations.
The Company recognizes contribution paid
as an expense, when an employee renders
the related service.
i) Taxes
Current income tax
Current income tax assets and liabilities are
measured at the amount expected to be recovered
from or paid to the taxation authorities. The tax
rates and tax laws used to compute the amount are
those that are enacted or substantively enacted, at
the reporting date.
Current income tax relating to items recognised
outside profit or loss is recognised outside profit
or loss (either in other comprehensive income or
in equity). Management periodically evaluates
positions taken in the tax returns with respect to
situations in which applicable tax regulations are
subject to interpretation and establishes provisions
where appropriate.
Current tax assets and tax liabilities are oset where
the entity has a legally enforceable right to oset and
intends either to settle on a net basis, or to realise
the asset and settle the liability simultaneously.
Deferred tax
Deferred tax is recognised on temporary dierences
between the carrying amounts of assets and liabilities
in the financial statements and the corresponding tax
bases used in the computation of taxable profit.
Deferred tax assets are generally recognised for
all deductible temporary dierences to the extent
that it is probable that taxable profits will be
available against which those deductible temporary
dierences can be utilised. Such deferred tax assets
and liabilities are not recognised if the temporary
dierence arises from the initial recognition (other
than in a business combination) of assets and
liabilities in a transaction that aects neither the
taxable profit nor the accounting profit.
Deferred tax asset is recognised for the carry
forward of unused tax losses (including unabsorbed
depreciation) and unused tax credits to the extent
that it is probable that future taxable profit will be
available against which the unused tax losses and
unused tax credits can be utilised.
The carrying amount of deferred tax assets is
reviewed at the end of each reporting period and
reduced to the extent that it is no longer probable
that sucient taxable profits will be available to
allow all or part of the asset to be recovered.
Deferred tax assets and liabilities are measured at the
tax rates that are expected to apply in the year when
the asset is realised or the liability is settled, based on
tax rates (and tax laws) that have been enacted or
substantively enacted at the reporting date. Deferred
tax relating to items recognised outside profit or loss
is recognised outside profit or loss (either in other
comprehensive income or in equity).
Deferred tax assets and deferred tax liabilities are
oset if a legally enforceable right exists to set o
current tax assets against current tax liabilities and
the deferred taxes relate to the same taxable entity
and the same taxation authority.
j) Earnings per share
Basic earnings per share are calculated by dividing
the net profit or loss for the year attributable to
equity shareholders by the weighted average number
of equity shares outstanding during the year.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
96
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
For the purpose of calculating diluted earnings per
share, the net profit or loss for the year attributable
to equity shareholders and the weighted average
number of shares outstanding during the year are
adjusted for the eects of all dilutive potential
equity shares.
k) Leases
The Company’s lease asset classes primarily
consist of leases for aircrafts, aircraft components
(including engines) and buildings. The Company
assesses at contract inception whether a contract is,
or contains, a lease. That is, if the contract conveys
the right to control the use of an identified asset for
a period of time in exchange for consideration.
Company as a lessee
The Company applies a single recognition and
measurement approach for all leases, except
for short-term leases and leases of low-value
assets. The Company recognises lease liabilities
to make lease payments and right-of-use assets
representing the right to use the underlying assets.
i) Right of use assets
At the commencement date, the right of
use assets are measured at cost. The cost
includes an amount equal to the lease
liabilities plus any lease payments made
before the commencement date and any
initial direct costs, less any incentives received
from equipment manufacturer in terms of
the same lease. An estimate of costs to be
incurred in respect of redelivery obligation,
in accordance with the terms of the lease,
is also included in the right of use assets at
commencement date.
After the commencement date, the right of
use assets are measured in accordance with
the accounting policy for property, plant
and equipment i.e. right-of-use assets are
measured at cost, less any accumulated
depreciation and impairment losses, and
adjusted for any remeasurement of lease
liabilities. Right-of-use assets are depreciated
on a straight-line basis over the shorter of the
lease term and the estimated useful lives of
the assets, as follows:
Aircrafts – 1 to 12 years
Aircraft components – 1 to 10 years
Buildings – 2 to 10 years
If ownership of the leased asset transfers to
the Company at the end of the lease term or
the cost reflects the exercise of a purchase
option, depreciation is calculated using the
estimated useful life of the asset.
The right-of-use assets are also subject to
impairment. Refer to the accounting policy in
point (e) above on impairment of non-financial
assets.
ii) Lease liabilities
At the commencement date of the lease,
the Company recognises lease liabilities
measured at the present value of lease
payments to be made over the lease term.
The lease payments include fixed payments
(including in substance fixed payments) less
any lease incentives receivable, plus variable
lease payments that depend on an index or
a rate, and amounts expected to be paid
under residual value guarantees. The lease
payments also include the exercise price of
a purchase option reasonably certain to be
exercised by the Company and payments of
penalties for terminating the lease, if the lease
term reflects the Company exercising the
option to terminate. Variable lease payments
that do not depend on an index or a rate
are recognised as expenses in the period in
which the event or condition that triggers the
payment occurs.
In calculating the present value of lease
payments, the Company uses its incremental
borrowing rate at the lease commencement
date because the interest rate implicit in the
lease is not readily determinable. After the
commencement date, the amount of lease
liabilities is increased to reflect the accretion
of interest and reduced for the lease
payments made. In addition, the carrying
amount of lease liabilities is remeasured if
there is a modification, a change in the lease
term, a change in the lease payments (e.g.,
changes to future payments resulting from a
change in an index or rate used to determine
such lease payments) or a change in the
assessment of an option to purchase the
underlying asset.
iii) Lease term
At the commencement date, the Company
determines the lease term which represents
non-cancellable period of initial lease for which
the asset is expected to be used, together with
the periods covered by an option to extend
or terminate the lease, if the Company is
reasonably certain at the commencement date
to exercise the extension or termination option.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
97Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
iv) Sale and leaseback transactions
Where sale proceeds received are judged
to reflect the aircraft’s fair value, any gain or
loss arising on disposal is recognised in the
income statement, to the extent that it relates
to the rights that have been transferred. Gains
and losses that relate to the rights that have
been retained are included in the carrying
amount of the right of use assets recognised
at commencement of the lease. Where sale
proceeds received are not at the aircraft’s fair
value, any below market terms are recognised
as a prepayment of lease payments, and above
market terms are recognised as additional
financing provided by the lessor.
v) Short-term leases and leases of low-value assets
The Company applies the short-term lease
recognition exemption to its short-term leases
of building and equipment (i.e., those leases
that have a lease term of 12 months or less from
the commencement date and do not contain
a purchase option). It also applies the lease
of low-value assets recognition exemption to
leases of oce equipment that are considered
to be low value. Lease payments on short-
term leases and leases of low-value assets are
recognised as expense on a straight-line basis
over the lease term or another systematic
basis which is more representative of the
pattern of use of underlying asset.
Company as a lessor
Leases in which the Company does not
transfer substantially all the risks and rewards
incidental to ownership of an asset are
classified as operating leases. Rental income
arising is accounted for on a straight-line
basis over the lease terms. Initial direct costs
incurred in negotiating and arranging an
operating lease are added to the carrying
amount of the leased asset and recognised
over the lease term on the same basis as rental
income. Contingent rents are recognised as
revenue in the period in which they are earned.
l) Supplementary rentals and aircraft repair and
maintenance
i) Supplementary rentals
The Company accrues monthly expenses in
the form of supplementary rentals which are
based on aircraft utilisation that is calculated
with reference to the number of hours or
cycles operated during each month. Accrual
of supplementary rentals are made for heavy
maintenance visits, engine overhaul and landing
gear overhaul for aircraft taken on lease.
ii) Aircraft repair and maintenance
Aircraft repairs and maintenance includes
additional accrual, beyond supplementary
rentals, for the estimated future costs of
engine maintenance checks. These accruals
are based on past trends for costs incurred
on such events, future expected utilization of
engine, condition of the engine and expected
maintenance interval and are recorded over the
period of the next expected maintenance visit.
Aircraft maintenance covered by third party
maintenance agreements, wherein the cost is
charged to the statement of profit and loss at
a contractual rate per hour in accordance with
the terms of the agreements. The Company
recognises aircraft repair and maintenance
cost (other than major inspection costs) in the
statement of profit and loss on incurred basis.
m) Cash and cash equivalents
Cash and cash equivalent in the balance sheet
comprise cash on hand and at banks and short-
term deposits with an original maturity of three
months or less, which are subject to an insignificant
risk of changes in value.
For the purpose of statement of cash flow, cash and
cash equivalents consist of cash and short-term
deposits, as defined above, net of outstanding bank
overdrafts as they are considered an integral part of
the Company’s cash management.
n) Foreign currency transactions
The financial statements of the Company is
presented in Indian Rupees (Rs.) which is also the
Company’s functional and presentation currency.
Initial recognition
Transactions in foreign currencies entered into by
the Company are accounted at the exchange rates
prevailing on the date of the transaction or at the
average rates that closely approximate the rate at
the date of the transaction.
Conversion
Foreign currency monetary items are translated
using the exchange rate prevailing at the reporting
date. Non-monetary items which are measured in
terms of historical cost denominated in a foreign
currency are translated using the exchange rate at
the date of the transaction; and non-monetary items
which are carried at fair value denominated in a
foreign currency are translated using the exchange
rates that existed when the values were determined.
Exchange dierences
Exchange dierences arising on settlement or
translation of monetary items are recognised in
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
98
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
statement of profit and loss except to the extent
it is treated as an adjustment to borrowing costs.
o) Fair value measurement
Fair value is the price that would be received to sell
an asset or paid to transfer a liability in an orderly
transaction between market participants at the
measurement date. The fair value measurement
is based on the presumption that the transaction
to sell the asset or transfer the liability takes place
either:
•
In the principal market for the asset or liability;
or
•
In the absence of a principal market, in the
most advantageous market for the asset or
liability
The fair value of an asset or a liability is measured
using the assumptions that market participants
would use when pricing the asset or liability,
assuming that market participants act in their best
economic interest.
A fair value measurement of a non-financial asset
considers a market participant’s ability to generate
economic benefits by using the asset in its highest
and best use or by selling it to another market
participant that would use the asset in its highest
and best use.
The Company uses valuation techniques that are
appropriate in the circumstances and for which
sucient data are available to measure fair value,
maximising the use of relevant observable inputs
and minimising the use of unobservable inputs.
All assets and liabilities for which fair value is
measured or disclosed in the financial statements
are categorised within the fair value hierarchy,
described as follows, based on the lowest level input
that is significant to the fair value measurement as
a whole:
•
Level 1 — Quoted (unadjusted) market prices in
active markets for identical assets or liabilities
•
Level 2 — Valuation techniques for which the
lowest level input that is significant to the fair
value measurement is directly or indirectly
observable
•
Level 3 — Valuation techniques for which the
lowest level input that is significant to the fair
value measurement is unobservable
For assets and liabilities that are recognised in
the financial statements on a recurring basis, the
Company determines whether transfers have
occurred between levels in the hierarchy by re-
assessing categorisation (based on the lowest
level input that is significant to the fair value
measurement as a whole) at the end of each
reporting period.
Involvement of external valuers is decided upon
annually by the Company. At each reporting date,
the Company analyses the movements in the values
of assets and liabilities which are required to be
remeasured or re-assessed as per the accounting
policies. For this analysis, the Company verifies
the major inputs applied in the latest valuation
by agreeing the information in the valuation
computation to contracts and other relevant
documents.
For the purpose of fair value disclosures, the
Company has determined classes of assets and
liabilities on the basis of the nature, characteristics
and risks of the asset or liability and the level of the
fair value hierarchy as explained above.
p) Provisions
Provisions are recognised when the Company has
a present obligation (legal or constructive) as a
result of a past event, it is probable that an outflow
of resources embodying economic benefits will
be required to settle the obligation and a reliable
estimate can be made of the amount of the
obligation.
If the eect of the time value of money is material,
provisions are discounted using a current pre-
tax rate that reflects, when appropriate, the risks
specific to the liability. These estimates are reviewed
at each reporting date and adjusted to reflect the
current best estimates. The expense relating to a
provision is recognised in the statement of profit
and loss.
q) Financial instruments
A financial instrument is any contract that gives
rise to a financial asset of one entity and a financial
liability or equity instrument of another entity.
Financial assets
Initial recognition and measurement
All financial assets (except trade receivables) are
recognised initially at fair value plus transaction
costs that are attributable to the acquisition of
the financial asset. Transaction costs directly
attributable to the acquisition of financial assets or
financial liabilities at fair value through profit or loss
are recognised immediately in profit or loss.
Subsequent measurement
For purposes of subsequent measurement, financial
assets are classified in four categories:
•
Debt instruments at amortised cost;
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
99Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
•
Debt instruments at fair value through other
comprehensive income (‘FVTOCI’);
•
Debt instruments and derivatives at fair value
through profit or loss (‘FVTPL’); or
•
Equity instruments at fair value through profit
or loss (‘FVTPL’) or at fair value through other
comprehensive income (‘FVTOCI’)
Debt instruments at amortised cost
A ‘debt instrument’ is measured at the amortised
cost if both the following conditions are met:
a. The asset is held within a business model whose
objective is to hold assets for collecting contractual
cash flows; and
b. Contractual terms of the asset give rise on
specified dates to cash flows that are solely
payments of principal and interest (‘SPPI’) on the
principal amount outstanding.
This category is the most relevant to the Company.
After initial measurement, such financial assets
are subsequently measured at amortised cost
using the eective interest rate (‘EIR’) method.
Amortised cost is calculated by taking into account
any discount or premium on acquisition and fees
or costs that are an integral part of the EIR. The
EIR amortisation is included in finance income in
the statement of profit and loss. The losses arising
from impairment are recognised in the statement of
profit and loss.
Debt instrument at FVTOCI
A ‘debt instrument’ is classified as at the FVTOCI if
both of the following criteria are met:
a. The objective of the business model is
achieved both by collecting contractual cash
flows and selling the financial assets; and
b. The asset’s contractual cash flows represent
SPPI.
Debt instruments included within the FVTOCI
category are measured initially as well as at each
reporting date at fair value. Fair value movements
are recognized in the other comprehensive income
(‘OCI’). However, the Company recognizes interest
income, impairment losses and reversals and foreign
exchange gain or loss in the statement of profit and
loss. On derecognition of the asset, cumulative gain
or loss previously recognised in OCI is reclassified
to statement of profit and loss. The Company does
not have any debt instrument as at FVTOCI.
Debt instrument at FVTPL
FVTPL is a residual category for debt instruments.
Any debt instrument, which does not meet the
criteria for categorization as at amortized cost or
as FVTOCI, is classified as at FVTPL.
In addition, the Company may elect to designate a
debt instrument, which otherwise meets amortized
cost or FVTOCI criteria, as at FVTPL. However,
such election is allowed only if doing so reduces
or eliminates a measurement or recognition
inconsistency (referred to as ‘accounting mismatch’).
The Company has not designated any debt
instrument as at FVTPL.
Debt instruments included within the FVTPL category
are measured at fair value with all changes recognized
in the statement of profit and loss. The Company
does not have any debt instrument at FVTPL.
Equity investments
All equity investments in scope of Ind AS 109 are
measured at fair value. Equity instruments which
are held for trading are classified as at FVTPL.
For all other equity instruments, the Company
decides to classify the same either as at FVTOCI or
FVTPL. The Company makes such election on an
instrument-by-instrument basis. The classification
is made on initial recognition and is irrevocable.
If the Company decides to classify an equity
instrument as at FVTOCI, then all fair value changes
on the instrument, excluding dividends, are
recognized in the OCI. There is no recycling of the
amounts from OCI to statement of profit and loss,
even on sale of investment. However, the Company
may transfer the cumulative gain or loss within
equity.
Equity instruments included within the FVTPL
category are measured at fair value with all changes
recognized in the statement of profit and loss. The
Company has classified its investments in mutual
funds as investments at FVTPL and investments in
unquoted equity instruments as investments in OCI.
Derecognition
The Company derecognises a financial asset when
the contractual rights to the cash flows from the
asset expire, or when it transfers the financial
asset and substantially all the risks and rewards
of ownership of the asset to another party. If the
Company neither transfers nor retains substantially
all the risks and rewards of ownership and continues
to control the transferred asset, the Company
recognises its retained interest in the asset and an
associated liability for amounts it may have to pay.
If the Company retains substantially all the risks
and rewards of ownership of a transferred financial
asset, the Company continues to recognise the
financial asset and also recognises a collateralised
borrowing for the proceeds received.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
100
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
On de-recognition of a financial asset in its entirety,
the dierence between the asset’s carrying amount
and the sum of the consideration received and
receivable is recognised in the statement of profit
and loss.
Impairment of financial assets
The Company applies expected credit loss model
for recognising impairment loss on financial assets
measured at amortised cost.
The Company follows ‘simplified approach’ for
recognition of impairment loss allowance on trade
receivables. The application of simplified approach
does not require the Company to track changes
in credit risk rather, it recognises impairment loss
allowance based on lifetime expected credit loss
(‘ECL’) at each reporting date, right from its initial
recognition.
For recognition of impairment loss on loans and
other financial assets, the Company determines
that whether there has been a significant increase
in the credit risk since initial recognition. If credit
risk has not increased significantly, 12-month ECL
is used to provide for impairment loss. However, if
credit risk has increased significantly, lifetime ECL is
used. If, in a subsequent period, credit quality of the
instrument improves such that there is no longer
a significant increase in credit risk since initial
recognition, then the entity reverts to recognising
impairment loss allowance based on 12-month ECL.
Lifetime ECL are the expected credit losses resulting
from all possible default events over the expected
life of a financial instrument. The 12-month ECL is
a portion of the lifetime ECL which results from
default events that are possible within 12 months
after the reporting date.
As a practical expedient, the Company uses a
provision matrix to determine impairment loss
allowance on portfolio of its trade receivables. The
provision matrix is based on its historically observed
default rates over the expected life of the trade
receivables and is adjusted for forward-looking
estimates. At every reporting date, the historical
observed default rates are updated and changes in
the forward-looking estimates are analysed.
Impairment loss allowance (or reversal) for the year
is recognized in the statement of profit and loss.
Financial liabilities
Initial recognition and measurement
All financial liabilities are recognised initially at
fair value and, in the case of financial liabilities
at amortized cost, net of directly attributable
transaction costs.
Subsequent measurement
All financial liabilities (except derivatives and fair
value liabilities) are subsequently measured at
amortised cost using the eective interest rate
method.
The eective interest method is a method of
calculating the amortised cost of a financial liability
and of allocating interest expense over the relevant
period. The eective interest rate is the rate that
exactly discounts estimated future cash payments
(including all fees and points paid or received that
form an integral part of the eective interest rate,
transaction costs and other premiums or discounts)
through the expected life of the financial liability,
or (where appropriate) a shorter period, to the net
carrying amount on initial recognition.
Derecognition
A financial liability is derecognised when the
obligation under the liability is discharged or
cancelled or expires. When an existing financial
liability is replaced by another from the same
lender on substantially dierent 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 dierence in the
respective carrying amounts is recognised in the
statement of profit and loss.
Osetting of financial instruments
Financial assets and financial liabilities are oset
and the net amount is reported in the balance sheet
if there is a currently enforceable legal right to oset
the recognised amounts and there is an intention to
settle on a net basis, to realise the assets and settle
the liabilities simultaneously.
Investments in equity instruments of subsidiaries
These are measured at cost in accordance with Ind
AS 27 ‘Separate Financial Statements’.
r) Inventories
Inventories comprising expendable aircraft spares,
miscellaneous stores and in-flight inventories
which are valued at cost or net realizable
value, whichever is lower after providing for
obsolescence and other losses, where considered
necessary. Cost includes cost of purchase and
other costs incurred in bringing the inventories
to their present location and condition and is
determined on a weighted average basis. Net
realisable value is the estimated selling price
in the ordinary course of business, less the
estimated costs of completion and the estimated
costs necessary to make the sale.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
101Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
s) Manufacturers’ incentives
Cash incentives
The Company receives incentives from original
equipment manufacturers (‘OEMs’) of aircraft
components in connection with acquisition of
aircraft and engines. In case of owned aircraft,
incentives are recorded as a reduction to the cost
of related aircraft and engines. In case of aircraft
and engines held under leases, the incentives are
recorded as reduction to the carrying amount of
right to use assets at the commencement of lease
of the respective aircraft.
Where the aircraft is held under finance lease as
per erstwhile Ind AS, the milestone incentives are
deferred and recognised under the head ‘Other
operating revenue’ in the statement of profit and
loss, on a straight line basis over the remaining
initial lease period of the respective aircraft for
which the aircraft is expected to be used. In case of
prepayment of finance lease obligations for aircraft
taken on finance lease and consequently taking
the ownership of the aircraft, before the expiry of
the lease term, the unamortised balance of such
deferred incentive is recorded as a reduction to the
carrying value of the aircraft.
Non-cash incentives
Non-cash incentives relating to aircraft are
recorded as and when due to the Company by
setting up a deferred asset and a corresponding
deferred incentive. These incentives are recorded
as a reduction to the cost of related aircraft and
engines in case of owned aircraft. In case of aircraft
held under leases, the incentives are recorded
as reduction to the carrying amount of right to
use assets at the commencement of lease of the
respective aircraft. The deferred asset explained
above is reduced on the basis of utilization against
purchase of goods and services.
t) Commission to agents
Commission expense is recognized as an expense
coinciding with the recognition of related revenues
considering various estimates including applicable
commission slabs, performance of individual agents
with respect to their targets etc.
u) Share-based payment expense
Employees (including senior executives) of the
Company receive remuneration in the form of share-
based payment transactions, whereby employees
render services as consideration for equity
instruments (equity-settled transactions). The cost
of equity-settled transactions is determined by the
fair value of instrument at the date when the grant
is made using an appropriate valuation model.
That cost is recognised as employee benefits
expense, together with a corresponding increase
in stock options outstanding account in equity
over the period in which the performance
and/or service conditions are fulfilled. The
cumulative expense recognised for equity-
settled transactions at each reporting date until
the vesting date reflects the extent to which the
vesting period has expired and the Company’s
best estimate of the number of equity instruments
that will ultimately vest. The statement of profit
and loss expense (or reversal) for a period
represents the movement in cumulative expense
recognised as at the beginning and end of that
period and is recognised in employee benefits
expense.
When the terms of an equity-settled award are
modified, the minimum expense recognised is the
expense had the terms had not been modified, if the
original terms of the award are met. An additional
expense is recognised for any modification that
increases the total fair value of equity-settled
transaction, or is otherwise beneficial to the
employee as measured at the date of modification.
Where an award is cancelled by the entity or by
the counterparty, any remaining element of the
fair value of the award is expensed immediately
through statement of profit and loss.
v) Segment reporting
Operating segments are reported in a manner
consistent with the internal reporting provided
to the chief operating decision maker. The chief
operating decision maker is considered to be the
Board of Directors who makes strategic decisions
and is responsible for allocating resources
and assessing performance of the operating
segments.
w) Contingent liabilities and contingent assets
A contingent liability is a possible obligation that
arises from past events whose existence will be
confirmed by the occurrence or non-occurrence
of one or more uncertain future events beyond
the control of Company or present obligation that
is not recognized because it is not probable that
an outflow of resources will be required to settle
the obligation. A contingent liability also arises
in cases where there is a liability that cannot be
recognized because it cannot be measured reliably.
The Company does not recognise a contingent
liability but discloses its existence in the financial
statements.
Contingent assets are disclosed only when inflow
of economic benefits therefrom is probable and
recognize only when realization of income is
virtually certain.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
102
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
x) Measurement of earnings before interest, tax,
depreciation and amortization (‘EBITDA’)
The Company has elected to present EBITDA as a
separate line item on the face of the statement of
profit and loss. In its measurement, the Company
does not include depreciation and amortization,
finance income, finance costs and tax expense.
B. Changes in accounting policies/disclosures
and recent accounting pronouncement
Recent accounting pronouncement [as applicable]
Amendment to Ind AS 1, Presentation of Financial
Statements
The Ministry of Corporate Aairs (“MCA”) vide
notification dated March 31, 2023, has issued an
amendment to Ind AS 1 which requires entities
to disclose material accounting policies instead
of significant accounting policies. Accounting
policy information considered together with other
information, is material when it can reasonably
be expected to influence decisions of primary
users of general purpose financial statements.
The amendment also clarifies that immaterial
accounting policy information does not need to
disclose. If it is disclosed, it should not obscure
material accounting information. The Company is
evaluating the requirement of the said amendment
and its impact on these financial statements.
Amendment to Ind AS 8, Accounting Policies,
Change in Accounting Estimates and Errors
The Ministry of Corporate Aairs (“MCA”) vide
notification dated March 31, 2023, has issued
an amendment to Ind AS 8 which specifies an
updated definition of an ‘accounting estimate’.
As per the amendment, accounting estimates are
monetary amounts in the financial statements
that are subject to measurement uncertainty and
measurement techniques and inputs are used to
develop an accounting estimate. Measurement
techniques include estimation techniques and
valuation techniques. The Company is evaluating
the requirement of the said amendment and its
impact on these financial statements.
Amendment to Ind AS 12, Income Taxes
The Ministry of Corporate Aairs (“MCA”) vide
notification dated March 31, 2023, has issued an
amendment to Ind AS 12, which requires entities
to recognise deferred tax on transactions that, on
initial recognition, give rise to equal amounts of
taxable and deductible temporary dierences. This
will typically apply to transactions such as leases
of lessees and decommissioning obligations and
will require recognition of additional deferred tax
assets and liabilities. The Company is evaluating the
requirement of the said amendment and its impact
on these financial statements.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
103Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
3. Property plant & equipment (PPE)
Particulars Plant and
equipment**
Rotable
and tools**
Oce
equipment
Computers Furniture
and fixtures
Motor
vehicles**
Leasehold
improvements
Aircraft Freehold
land
Total
Gross block
As at April 01, 2021 1,368.08 3,753.84 250.63 450.64 41.05 859.73 93.53 17,511.98 171.37 24,500.85
Additions
#
0.59 132.63 23.21 20.46 4.07 0.01 13.04 170.06 - 364.07
Disposals 37.31 69.14 0.85 2.81 2.02 86.32 - 61.30 - 259.75
Exchange dierences * - - - - - - - 216.44 - 216.44
As at March 31, 2022 1,331.36 3,817.33 272.99 468.29 43.10 773.42 106.57 17,837.18 171.37 24,821.61
Additions
#
0.70 178.88 7.79 9.08 3.00 0.47 4.86 - - 204.78
Disposals 81.15 0.46 5.74 0.83 3.23 91.57 1.25 - - 184.23
Adjustment on account of
slump sale arrangement
$
1.94 55.57 25.79 9.37 3.84 99.96 5.96 - - 202.43
Exchange dierences *
- - - - - - - 539.43 - 539.43
As at March 31, 2023
1,248.97 3,940.18 249.25 467.17 39.03 582.36 104.22 18,376.61 171.37 25,179.16
Accumulated depreciation
As at April 01, 2021 356.02 969.15 133.96 310.38 30.92 434.10 66.10 7,674.93 - 9,975.56
Depreciation charge for the year
97.09 247.08 39.91 79.06 3.14 91.79 14.78 1,255.39 - 1,828.24
Disposals 16.26 15.44 0.69 2.79 1.44 50.40 - 61.30 - 148.32
Exchange dierences*
- - - - - - - - - -
As at March 31, 2022
436.85 1,200.79 173.18 386.65 32.62 475.49 80.88 8,869.02 - 11,655.48
Depreciation charge for the year
92.63 255.77 39.40 53.10 2.83 68.46 14.98 1,056.65 - 1,583.82
Disposals 39.07 0.38 2.47 0.65 0.56 92.63 0.41 - - 136.17
Exchange dierences*
- - - - - - - 149.21 - 149.21
Adjustment on account of slump
sale arrangement
$
0.67 12.66 15.30 7.24 2.75 80.94 5.84 - - 125.40
As at March 31, 2023 489.74 1,443.52 194.81 431.86 32.14 370.38 89.61 10,074.88 - 13,126.94
Net Block
As at March 31, 2022 894.51 2,616.54 99.81 81.64 10.48 297.93 25.69 8,968.16 171.37 13,166.13
As at March 31, 2023
759.23 2,496.66 54.44 35.31 6.89 211.98 14.61 8,301.73 171.37 12,052.22
* Represents foreign exchange loss capitalised during the year and depreciation thereon. Refer note 2A(n) for details.
#
Additions to aircraft comprise of capitalisation of overhaul cost of Rs. Nil for the year ended March 31, 2023 and Rs. 170.06 million for the year
ended March 31, 2022.
**Rotables and tools, ground support equipment and motor vehicles are subject to a first charge to secure the facilities provided by Indian Bank.
$
The Company (the “transferee”) has entered into business transfer agreement with SpiceXpress and Logistics Private Limited (the “acquiree”) for
transfering Cargo business undertaking and accordingly, transferred the above assets. Refer note 51 for details.
^Refer note 21 for details of mortgage related to property, plant and equipment on various borrowings and refer note 47 for contractual commitments
for the acquisition of property, plant and equipment.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
104
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
4. Right of use assets
Particulars Aircraft Aircraft
components
Buildings Total
Gross block
As at April 01, 2021 75,467.26 4,473.95 1,126.36 81,067.57
Additions 1,089.08 - 27.96 1,117.04
Deletions/modification 5,413.63 11.76 515.41 5,940.80
Balance as at March 31, 2022 71,142.71 4,462.19 638.91 76,243.81
Additions 2,169.34 - - 2,169.34
Deletions/modification 13,677.49 - 6.26 13,683.75
Balance as at March 31, 2023 59,634.56 4,462.19 632.65 64,729.40
Accumulated depreciation
As at April 01, 2021
23,876.19 1,557.42 252.49 25,686.10
Depreciation charge for the year 10,178.64 693.48 125.80 10,997.92
Deletions 2,493.34 - 159.03 2,652.37
Balance as at March 31, 2022 31,561.49 2,250.90 219.26 34,031.65
Depreciation charge for the year 7,797.69 557.53 80.33 8,435.55
Deletions 5,410.37 - - 5,410.37
Balance as at March 31, 2023 33,948.81 2,808.43 299.59 37,056.83
Net block
As at March 31, 2022 39,581.22 2,211.29 419.65 42,212.16
As at March 31, 2023 25,685.75 1,653.76 333.06 27,672.57
5. Intangible Assets
Particulars Software Total
Gross block
As at April 01, 2021 381.86 381.86
Additions - -
Disposals - -
As at March 31, 2022 381.86 381.86
Additions 7.7 1 7.71
Disposals - -
As at March 31, 2023 389.57 389.57
Accumulated amortisation
As at April 01, 2021 287.17 287.17
Amortisation charge for the year 71.13 71.13
Disposals - -
As at March 31, 2022 358.30 358.30
Amortisation charge for the year 25.06 25.06
Disposals - -
As at March 31, 2023 383.36 383.36
Net block
As at March 31, 2022 23.56 23.56
As at March 31, 2023 6.21 6.21
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
105Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
5. A Capital work-in-progress
Particulars As at
March 31, 2023
As at
March 31, 2022
Capital work-in-progress (‘CWIP’) 60.27 60.27
60.27 60.27
The following table represent ageing of capital work-in-progress as at March 31, 2023:
CWIP Amount in capital work-in-progress for a period Total
Less than 1 year 1-2 years 2-3 years More than 3 years
Projects in progress - - - - -
Projects temporarily suspended* - 1.92 3.47 54.88 60.27
Total - 1.92 3.47 54.88 60.27
The following table represent ageing of capital work-in-progress as at March 31, 2022:
CWIP Amount in capital work-in-progress for a period Total
Less than 1 year 1-2 years 2-3 years More than 3 years
Projects in progress 1.92 - - - 1.92
Projects temporarily suspended* - 3.47 50.83 4.05 58.35
Total 1.92 3.47 50.83 4.05 60.27
* Project temporarily suspended pertains to construction of premises which has been put on hold due to stay order from
government.
6. Non-current investments (fully paid-up)
Particulars As at
March 31, 2023
As at
March 31, 2022
a. Unquoted equity investments in subsidiaries, measured at cost
10,000 (March 31, 2022:10,000) equity shares of SpiceJet Merchandise Private Limited*
#
0.10 0.10
2,010,000 (March 31, 2022:2,010,000) equity shares of SpiceJet Technic Private Limited*
#
20.10 20.10
10,000 (March 31, 2022:10,000) equity shares of Canvin Real Estate Private Limited*# 0.10 0.10
10,000 (March 31, 2022:10,000) equity shares of SpiceJet Interactive Private Limited*
#
0.10 0.10
10,000 (March 31, 2022:10,000) equity shares of Spice Shuttle Private Limited*# 0.10 0.10
10,000 (March 31, 2022:10,000) equity shares of Spice Club Private Limited*# 0.10 0.10
9,800 (March 31, 2022:9,800) equity shares of SpiceXpress and Logistics Private Limited***
#
0.10 0.10
102,000 (March 31, 2022:102,000) equity shares of SpiceTech System Private Limited**
##$
6.57 0.10
10,000 (March 31, 2022:10,000) equity shares of Spice Ground Handling Services
Private Limited*
#
0.10 0.10
27.37 20.90
*These represent investments in wholly owned subsidiaries as at March 31, 2023, which are incorporated in India.
**This represents investment in subsidiary (68% stake) as at March 31, 2023, which is incorporated in India.
***This represents investment in subsidiary (98% stake) as at March 31, 2023, which is incorporated in India.
$
Investment inter alia, includes Rs. 6.47 million, recognised on account of grant of employee stock options to the eligible
employees of its subsidiary company. Refer note 44 for details.
#
Face value of Rs. 10 each
##
Face value of Rs. 1 each
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
106
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Particulars
As at
March 31, 2023
As at
March 31, 2022
b. Unquoted equity investments measured at fair value through profit or loss (‘FVTPL’)
1,076 (March 31, 2022: 750) equity shares of Aeronautical Radio of Thailand Limited 0.25 0.17
0.25 0.17
Aggregate amount of unquoted investments 27.62 21.07
Aggregate amount of impairment in value of investments 27.62 0.17
7. Non-current loans
(Unsecured, considered good unless stated otherwise)
Loan to subsidiaries (refer note 54)
Unsecured, considered good 296.82 368.46
Unsecured, credit impaired 60.74 -
357.56 368.46
Impairment allowance
Unsecured, credit impaired (60.74) -
(60.74) -
296.82 368.46
Loan to subsidiaries is repayable in 2 to 5 years from the date of borrowing and carries an interest of 12.75% per annum.
8. Other non-current receivables
(Unsecured, considered good unless stated otherwise)
Other receivables (refer note 51) 25,557.70 -
25,557.70 -
9. Other non-current financial assets
(Unsecured, considered good unless stated otherwise)
Deposits with original maturity of more than 12 months (also refer note 16B) 1,496.26 5,982.12
Security deposits 3,483.04 3,800.97
Interest accrued but not due on loan to subsidiaries 0.33 123.99
4,979.63 9,907.08
10. Income tax assets
Advance income-tax 1,311.15 881.78
1,311.15 881.78
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
107Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
11. Other non-current assets
Particulars
As at
March 31, 2023
As at
March 31, 2022
Deposit with Delhi High Court (also refer note 50) 5,955.99 3,187.02
Goods and services tax paid under protest (refer note 48 (b) (vii)) 582.44 580.70
Capital advances
Unsecured, considered good 3,111.35 3,589.86
Unsecured, considered doubtful 109.32 109.32
9,759.10 7,466.90
Impairment allowance
Unsecured, considered doubtful (109.32) (109.32)
(109.32) (109.32)
9,649.78 7,357.58
12. Inventories
(valued at lower of cost or net realisable value)
Engineering stores and spares 1,409.53 1,391.91
Stock in trade - in flight inventory 85.28 30.36
Other stores and spares 68.40 28.46
1,563.21 1,450.73
13. Investments at fair value through profit or loss (‘FVTPL’)
Quoted investment in mutual funds
7,122 (March 31, 2022: 7,122) units of ICICI Prudential Saving Funds - Direct Plan- Growth
[NAV Rs. 462.59 (March 31, 2022: Rs. 437.71)]
3.29 3.12
52,700.92 (March 31, 2022: 52,700.92) units of L&T Low Duration Fund-Direct Plan-Growth
[NAV Rs. 24.05 (March 31, 2022: Rs. 22.97)]
1.27 1.21
4.56 4.33
Aggregate amount of quoted investments and market value thereof 4.56 4.33
14. Trade receivables
(Unsecured, considered good unless stated otherwise)
Trade receivables
Unsecured, considered good 1,656.12 2,574.32
Unsecured, credit impaired 51.82 58.11
1,707.94 2,632.43
Impairment allowance
Unsecured, considered good (117.34) (72.38)
Unsecured, credit impaired (51.82) (58.11)
(169.16) (130.49)
1,538.78 2,501.94
For information related to trade receivables from related parties, refer note 54.
For details of contract balances refer to note 30.
The carrying amount of trade receivables approximates their fair value, as included in note 55. The Company’s exposure to
credit and currency risks, and impairment allowances related to trade receivables is disclosed in note 57.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
108
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
As at March 31, 2023 Outstanding from the due date of invoice Total
Less than
6 months
6 months
-1 year
1-2
years
2-3
years
More than
3 years
Undisputed trade receivables – considered good 835.38 242.07 207.89 101.02 269.76 1,656.12
Undisputed trade receivables – credit impaired - - 23.58 - 28.24 51.82
Total 835.38 242.07 231.47 101.02 298.00 1,707.94
As at March 31, 2022 Outstanding from the due date of invoice Total
Less than
6 months
6 months
-1 year
1-2
years
2-3
years
More than
3 years
Undisputed trade receivables – considered good 1,067.99 767.35 460.67 75.35 202.96 2,574.32
Undisputed trade receivables – credit impaired - 23.58 - 5.54 28.99 58.11
Total 1,067.99 790.93 460.67 80.89 231.95 2,632.43
15. Other receivables
(Unsecured, considered good unless stated otherwise)
Particulars
As at
March 31, 2023
As at
March 31, 2022
Maintenance receivables 4,638.31 2,312.36
Insurance claim receivables - 100.48
Other receivables (refer note 50) 4,816.51 7,441.01
9,454.82 9,853.85
16. A. Cash and cash equivalents
Balances with banks:
– In current accounts 218.20 92.94
– In deposit accounts (with original maturity upto 3 months) 0.33 0.43
Cash on hand 104.83 2.42
323.36 95.79
16. B. Bank balances other than cash and cash equivalents
Deposits with original maturity for more than 3 months but less than 12 months 9.19 4.73
Deposits with remaining maturity of less than 12 months 3.58 2.47
Margin money/security against non-fund based facilities* 1,496.26 6,482.12
1,509.03 6,489.32
Less: Amount disclosed under other non-current financial asset (refer note 9) (1,496.26) (5,982.12)
12.77 507.20
*Margin money deposit have been placed with banks for non-fund based facilities sanctioned to the Company.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
109Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
17. Other current financial assets
(Unsecured, considered good)
Particulars
As at
March 31, 2023
As at
March 31, 2022
Employee advances (refer note 54) 292.03 126.90
Interest accrued on bank deposits 78.86 182.38
Security deposits 2,625.83 1,788.23
Contract asset 602.17 563.71
3,598.89 2,661.22
18. Other Current Assets
Prepaid expenses 655.21 454.93
Balance with government authorities 3,183.58 3,102.00
Advances to suppliers
Unsecured, considered good 848.59 573.38
Unsecured, credit impaired 159.26 159.26
4,846.64 4,289.57
Impairment allowance
Unsecured, considered good (159.26) (159.26)
(159.26) (159.26)
4,687.38 4,130.31
19. Equity Share Capital
Authorised
(1,500,000,000 equity shares of Rs. 10 each)
As at April 01, 2021 15,000.00
Increase during the year -
As at March 31, 2022 15,000.00
Increase during the year -
As at March 31, 2023
15,000.00
Issued, subscribed and paid-up capital
Equity shares of Rs. 10 each issued, subscribed and fully paid
As at April 01, 2021 6,009.37
Issued during the year pursuant to exercise of employee stock options 8.60
As at March 31, 2022 6,017.97
Issued during the year pursuant to exercise of employee stock options 0.49
As at March 31, 2023
6,018.46
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
110
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
A. Reconciliation of equity shares outstanding at the beginning and at the end of the reporting year
Particulars
As at March 31, 2023
As at March 31, 2022
Number Value (Rs.)
Number Value (Rs.)
Shares outstanding at the beginning of the year 601,796,615 6,017.97 600,936,903 6,009.37
Issued during the year pursuant to exercise of
employee stock options
49,050 0.49 859,712 8.60
Shares outstanding at the end of the year 601,845,665 6,018.46 601,796,615 6,017.97
B. Term/rights attached to equity shares
The Company has only one class of equity shares having a face value of Rs. 10 per share. Each holder of equity shares is
entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend, if any, proposed
by the board of directors is subject to the approval of the shareholders in the ensuing annual general meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of
the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity
shares held by the shareholders.
C. Details of shareholders holding more than 5% in the Company:
Name of shareholders
As at March 31, 2023
As at March 31, 2022
No. of Shares % against total
number of shares
No. of Shares % against total
number of shares
Mr. Ajay Singh 304,333,450 50.57% 304,333,450 50.57%
Mr. Ajay Singh (HUF) 50,336,838 8.36% 52,846,838 8.78%
Total 354,670,288 58.93% 357,180,288 59.35%
As per records of the Company, including its register of shareholders/members and other declarations received from
shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of shares.
D. Aggregate number of bonus shares, shares issued for consideration other than cash and shares bought back during the
period of five years immediately preceding the reporting date:
The Company has issued total 2,395,482 shares (March 31, 2022 - 2,346,432) during the period of five years immediately
preceding the reporting date on exercise of options granted under the employee stock option plan (‘ESOP’) wherein part
consideration was received in form of employee services. The Company did not issue any bonus share and has not bought
back any share in preceding five years.
E. Details of promoter shareholding
Particulars As at March 31, 2023
Number of shares % of total shares % change during the year
Mr. Ajay Singh 304,333,450 50.57% 0.00%
Mr. Ajay Singh (HUF) 50,336,838 8.36% -0.42%
Mrs. Kalpana Singh 279,505 0.05% 0.00%
Particulars As at March 31, 2022
Number of shares % of total shares % change during the year
Mr. Ajay Singh 304,333,450 50.57% 0.00%
Mr. Ajay Singh (HUF) 52,846,838 8.78% 0.00%
Mrs. Kalpana Singh 279,505 0.05% 0.00%
F. Shares reserved for issue under options
For details of shares reserved for issue under ESOP, refer note 44
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
111Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
20. Other equity
Particulars
As at
March 31, 2023
As at
March 31, 2022
Reserves and surplus
Capital reserve 25,573.65 -
Securities premium 10,140.54 10,134.09
Share options outstanding account 59.11 40.20
Retained earnings (74,107.83) (59,076.58)
(38,334.53) (48,902.29)
a. Securities premium
Securities premium is used to record the premium on issue of shares and the same is utilised in accordance with the
provisions of the Act.
Balance at the beginning of the year 10,134.09 10,054.58
Additions during the year 6.45 79.51
Balance at the end of the year 10,140.54 10,134.09
b. Share options outstanding account
The balance represents reserves created to the extent of vested options based on the Employees Stock Option Scheme, 2017.
Balance at the beginning of the year 40.20 78.31
Share based payment expense 25.36 41.40
Transfer to securities premium on exercise of stock options (6.45) (79.51)
Balance at the end of the year 59.11 40.20
c. Retained earnings
Retained earnings comprises of current year and prior periods undistributed earnings or losses after tax.
Balance at the beginning of the year (59,076.58) (41,857.56)
Loss for the year (15,030.15) (17,254.65)
Other comprehensive income for the year (1.10) 35.63
Balance at the end of the year (74,107.83) (59,076.58)
d. Capital reserve
Balance at the beginning of the year - -
Movement during the year (refer note 51) 25,573.65 -
Balance at the end of the year 25,573.65 -
21. Long term borrowings (secured)
Term loans
Rupee loan from bank 4,498.17 1,975.17
Less: Current maturities of long-term borrowings (refer note 26) (272.43) (500.00)
4,225.74 1,475.17
Other loans
External commercial borrowing 6,764.50 6,350.72
Less: Current maturities of long-term borrowings (refer note 26) (6,334.35) (4,697.08)
430.15 1,653.64
4,655.89 3,128.81
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
112
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Repayment terms (including current maturities) and security details for term loans:
a The Company had taken a term loan of Rs. 500 million from IDFC First Bank Limited (‘IDFC Bank’). The loan is repayable
after 3 years from the date of the borrowing and carries an floating interest rate based on IDFC MCLR plus a spread of 3%.
The loan has been secured by first pari-passu charge on the land of the Company and one of the subsidiary and pledge
on equity shares of the promoter of the Company for 1.0x of total facility. The loan agreement requires the Company to
maintain debt service coverage ratio of 1.25. The Company has not complied with this financial covenant and accordingly,
the borrowing has been reclassified to current maturities of long term borrowings. The loan has been fully repaid during
the current year.
b The Company has availed term loan under Electronic Credit Line Guarantee Scheme (‘ECLGS’) from Yes Bank Limited
amounting to Rs. 1,275.17 million. The loan is repayable in 48 equal instalments commencing after 2 years from the date of
the borrowing and carries an interest rate of 9.25% ( 0.80% spread over MCLR rate of the bank revised every year capped
at 9.25% ). The term loan is secured as follows:
- Second charge on movable fixed assets of the Company, both present and future;
- Second charge on current assets of the Company (both present and future) including all receipts in foreign currency
and rupee credit (except lien marked deposits);
- Second charge on pledge of shares of the Company held by the Promoter; and
- 100% credit guarantee by National Credit Guarantee Trust Company Limited (NCGTC)
c The Company had availed term loan under Electronic Credit Line Guarantee Scheme (‘ECLGS’) from IDFC Bank Limited
(‘IDFC Bank’) amounting to Rs. 200 million. The loan is repayable in 48 equal instalments commencing after 2 years from
the date of the borrowing and carries an interest rate of 9.25% (1.00% spread over MCLR rate of the bank revised every
year capped at 9.25%). The loan is secured as follows:
- Second pari-passu charge movable fixed assets and current assets of the Company;
- Second charge on land of the Company and one of the subsidiary;
- Second charge on pledge of shares of the Company held by the Promoter; and
- 100% credit guarantee by National Credit Guarantee Trust Company Limited (NCGTC)
d During the year, the Company has availed term loan under Electronic Credit Line Guarantee Scheme (‘ECLGS’) from Yes
Bank Limited amounting to Rs. 1,509.80 million. The loan is repayable in 48 equal instalments commencing after 2 years
from the date of the borrowing and carries an interest rate of 9.25% ( 0.80% spread over MCLR rate of the bank revised
every year capped at 9.25%). The loan is secured as follows:
- Second charge on movable fixed assets of the Company;
- Second charge on current assets of the Company (both present and future) including all receipts in foreign currency
and rupee credit (except lien marked deposits);
- Second charge on pledge of shares of the Company held by the Promoter; and
- 100% credit guarantee by National Credit Guarantee Trust Company Limited (NCGTC)
e During the year, the Company has availed term loan under Electronic Credit Line Guarantee Scheme (‘ECLGS’) from Indian
Bank Limited amounting to Rs. 600.00 million. The loan is repayable in 48 equal instalments commencing after 2 years
from the date of the borrowing and carries an interest rate of 9.25% ( 1% spread over MCLR rate of the bank revised every
year capped at 9.25% ). The loan is secured as follows:
- Exclusive charge on fixed deposits of the Company with the bank;
- Second charge on movable fixed assets;
- Second pari-passu charge on current assets of the Company;
- Second charge on pledge of shares of the Company held by the Promoter; and
- 100% credit guarantee by National Credit Guarantee Trust Company Limited (NCGTC)
f During the year, the Company has availed term loan under Electronic Credit Line Guarantee Scheme (‘ECLGS’) from Indian
Bank Limited amounting to INR 913.20 million (sanctioned amount: Rs. 1,286.40 million). The loan is repayable in 48 equal
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
113Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
instalments commencing after 2 years from the date of the borrowing and carries an interest rate of 9.25% (1% spread over
MCLR rate of the bank revised every year capped at 9.25% ). The loan is secured as follows:
- Exclusive charge on fixed deposits of the Company with the bank;
- Second charge on movable fixed assets;
- Second pari-passu charge on current assets of the Company;
- Second charge on pledge of shares of the Company held by the Promoter; and
- 100% credit guarantee by National Credit Guarantee Trust Company Limited (NCGTC)
Repayment terms (including current maturities) and securities details for external commercial borrowing:
g The External Commercial Borrowing (‘ECB’) relates to the acquisition of ‘Bombardier Q400 Aircrafts’, accordingly, secured
against these aircrafts. The ECB has been approved by the Reserve Bank of India and is granted through a structure
between the Company and Maple Leaf Financing Limited with lending from Export Development Canada (‘EDC’). As per
the terms of the agreement, the Company may opt for either fixed or a floating rate of interest benchmarked to LIBOR for
each drawdown, which coincides with the delivery of each aircraft. Accordingly, the interest on these ECBs ranges from
3.79% to 5.31%. During the previous year, the Company had negotiated revised payment schedule and the repayment was
to be commenced w.e.f April 1, 2022. Further, the Company has negotiated revised schedule during the current year and
thereafter subsequent to year end as well. The repayment will now commence w.e.f. July 2023.
22. Non current lease liabilities
Particulars
As at
March 31, 2023
As at
March 31, 2022
Lease liability 28,440.69 43,322.85
28,440.69 43,322.85
23. Non-current trade payables
Trade payables
Total outstanding dues of micro enterprises and small enterprises - -
Total outstanding dues of creditors other than micro enterprises and small enterprises 3,417.41 3,473.29
3,417.41 3,473.29
Terms and conditions of the above financial liabilities:
Trade payables are non interest bearing and carry a credit period exceeding 365 days
24. Non-current provisions
Provision for gratuity (also refer note 45) 559.73 586.49
Provision for aircraft redelivery 943.85 768.25
Provision for aircraft maintenance 1.33 1,397.76
1,504.91 2,752.50
25. Other non-current liabilities
Deferred incentive 118.77 135.82
Less: Current portion (17.24) (17.24)
101.53 118.58
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
114
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
26. Current borrowings (secured)
Particulars
As at
March 31, 2023
As at
March 31, 2022
Working capital demand loan from bank [refer note (a) and (b) below] 590.00 1,000.00
Pre-shipment credit foreign currency loan [refer note (c) below] - 1,467.87
Current maturities of long-term borrowings (also refer note 21) 6,606.77 5,197.08
7,196.77 7,664.95
At March 31, 2023, the Company had available Rs. 2,064.00 million (March 31, 2022: Rs. 5,104.00 million) of undrawn committed
borrowing facilities.
Repayment terms and security details for short term borrowings
a Working capital demand loan from bank is secured by fixed deposits placed by the erstwhile promoter and is repayable
on demand. The loan carries an interest rate of 12.75% per annum.
b During the previous year, working capital demand loan of Company has been recalled by the City Union Bank Limited (‘the
Bank’) and then, the Bank had issued an application dated April 4, 2022 to classify the said overdraft facility as ‘Special
Mention Account’. In reply to this, on April 28, 2022, the Company had filed an application for stay order restraining the
Bank from declaring the loan as non-performing asset on the grounds that the Bank had illegally recalled the said overdraft
facility extended to the Company without any plausible reasons. On April 28, 2022, the Exclusive Commercial Court,
Gurugram has granted the stay order, ex-parte, to the Company. Further, on July 23, 2022, the Company and the Bank
have entered into an agreement, whereby the Bank has extended the period of the said facility till June 30, 2023, and the
Company has agreed to repay the outstanding balance of the facility (i.e., Rs. 1,000 million) in multiple tranches i.e., Rs. 410
million in financial year 2022-23 and balance in financial year 2023-24.
c Pre-shipment credit foreign currency loan from bank is secured by fixed deposits placed by the Company having a carrying
value of Nil (31 March 2022: Rs. 375 million) and was repayable within 6 months from each drawdown. The loan carried an
interest rate benchmarked to the LIBOR rate at each drawdown. The interest rate on these borrowings ranged between
3.15% to 4.05% per annum. The loan has been repaid by the Company during the current financial year.
Changes in liabilities arising from financing activities
Particulars April 1, 2022 Cash flows Foreign exchange impact Others*
March 31, 2023
Non-current borrowings (including
current maturities)
8,325.89 2,397.36 539.42 - 11,262.67
Current borrowings 2,467.87 (1,957.73) 79.86 - 590.00
Finance costs 188.33 (496.58) - 887.50 579.25
Lease liabilities 72,508.23 (6,259.97) 6,370.50 (10,989.30) 61,629.46
Total liabilities from financing activities 83,490.32 (6,316.92) 6,989.78 (10,101.80) 74,061.38
Changes in liabilities arising from financing activities
Particulars April 1, 2021 Cash flows Foreign exchange impact Others* March 31, 2022
Non-current borrowings (including
current maturities)
6,634.33 1,475.18 216.38 - 8,325.89
Current borrowings 4,044.79 (1,708.23) 131.31 - 2,467.87
Finance costs 76.87 (542.19) - 653.65 188.33
Lease liabilities 84,462.24 (7,992.19) 1,724.37 (5,686.19) 72,508.23
Total liabilities from financing activities 95,218.23 (8,767.43) 2,072.06 (5,032.54) 83,490.32
*This includes lease terminations and modifications, rent concessions and other adjustments.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
115Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
27. Current lease liabilities
Particulars
As at
March 31, 2023
As at
March 31, 2022
Lease liabilities 33,188.78 29,185.38
33,188.78 29,185.38
28. Current trade payables
Trade payables
Total outstanding dues of micro enterprises and small enterprises 491.09 542.60
Total outstanding dues of creditors other than micro enterprises and small enterprises 28,256.06 24,991.20
28,747.15 25,533.80
Details of dues to micro and small enterprises as defined under Micro, Small and
Medium Enterprises Development Act, 2006 ("MSMED Act, 2006")
The principal amount and the interest due thereon remaining unpaid to any supplier as at
the end of each accounting year
- Principal amount due to micro and small enterprises 452.75 518.49
- Interest due on above 38.34 24.12
The amount of interest paid by the buyer in terms of section 16 of the MSMED Act 2006
along with the amounts of the payment made to the supplier beyond the appointed day
during each accounting year
- -
The amount of interest due and payable for the period of delay in making payment (which
have been paid but beyond the appointed day during the year) but without adding the
interest specified under the MSMED Act 2006.
- -
The amount of interest accrued and remaining unpaid at the end of each accounting year 38.34 24.12
The 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 the
MSMED Act 2006
- -
Terms and conditions of the above financial liabilities:
Trade payables are non interest bearing and carry a credit period generally between 30 and 90 days
Ageing of non-current and current trade payables:
As at March 31, 2023
Particulars Outstanding for following periods from date of invoice
Unbilled
#
Less than 1 year 1-2 years 2-3 years More than 3 years Total
(i) MSME* 38.34 399.98 20.05 12.15 20.57 491.09
(ii) Others 16,331.75 3,472.97 5,767.80 3,399.02 2,701.93 31,673.47
As at March 31, 2022
Particulars Outstanding for following periods from date of invoice
Unbilled
#
Less than 1 year 1-2 years 2-3 years More than 3 years Total
(i) MSME* 24.11 483.18 12.47 19.60 3.24 542.60
(ii) Others 11,928.88 7,026.31 3,598.09 2,045.22 3,865.99 28,464.49
*MSME stands for micro enterprises and small enterprises.
#
Unbilled pertains to provision for expenses.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
116
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
29. Other current financial liabilities
Particulars
As at
March 31, 2023
As at
March 31, 2022
Employee related payables 1,101.30 512.14
Book overdraft 5.75 109.21
Security deposits received 41.88 89.84
Interest accrued on borrowings 579.25 188.33
1,728.18 899.52
30. Other current liabilities (unsecured)
Current portion of deferred incentives 17.24 17.24
Amount due under order of Delhi High Court (also refer note 50) 6,425.55 6,425.55
Contract liabilities 4,952.00 4,204.53
Advance received from agents 3,657.54 3,446.77
Statutory dues (including interest thereon) 5,935.45 3,094.50
Airport taxes payable 973.87 855.21
Others liabilities 12.52 11.90
21,974.17 18,055.70
31. Short-term provisions
Provision for employee benefits
Provision for gratuity (also refer note 45) 103.73 90.38
Provision for compensated absences 226.83 283.47
Provision for aircraft redelivery 925.64 1,053.40
Provision for aircraft maintenance 2,794.93 2,418.24
Provision for contingencies (also refer note 48) 107.20 107.20
4,158.33 3,952.69
Provision for contingencies
At the beginning of the year 107.20 107.20
At the end of the year 107.20 107.20
Provision for aircraft maintenance (current and non-current)
At the beginning of the year 3,816.00 2,462.82
Additions during the year 873.45 1,353.18
Utilisation/reversal during the year (1,893.19) -
At the end of the year 2,796.26 3,816.00
Provision for aircraft redelivery (current and non-current)
At the beginning of the year 1,821.64 1,789.07
Additions during the year 227.04 140.10
Utilisation/reversal during the year (179.19) (107.53)
At the end of the year 1,869.49 1,821.64
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
117Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
32. Revenue from operations
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
Sale of services
Passenger revenue 77,673.55 42,918.74
Cargo revenue 7,860.67 20,585.21
Sale of goods
Sale of food and beverages in flight 185.75 131.80
Other operating revenues
Incentives received 82.47 26.93
Income from training services 217.94 184.59
Subsidies received under various schemes 1,285.15 1,088.50
Ground handling services 1,299.31 589.59
Others 83.56 47.91
88,688.40 65,573.27
India 66,529.19 42,948.64
Outside India 22,159.21 22,624.63
88,688.40 65,573.27
Contract balances
Trade receivables are generally unsecured and are derived from revenue earned from customers which are located in India and abroad.
Trade receivables also includes receivables from credit card companies which are realisable within a period 1 to 7 working days.
Contract liability is comprised of amount received in advance towards travel bookings/reservations disclosed under other
current liabilities.
Particulars As at
March 31, 2023
As at
March 31, 2022
Trade receivables 1,538.78 2,501.94
Contract assets 602.17 563.71
Contract liabilities* 4,952.00 4,204.53
Contract liabilities comprise of consideration from sale of tickets not yet flown, Contract assets relates to unbilled revenue.
* Revenue recognised from amount included in contract liabilities at the beginning of the year amounts to Rs. 4,204.53 million
(March 31, 2022: Rs. 2,604.32 million) (excludes amount collected on behalf of third parties and amount refunded due to
cancellations).
33. Other income
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
Net gain on financial assets measured at fair value through profit or loss 0.23 0.17
Gain on derecognition of lease liabilities and right of use assets* 2,423.31 -
Liabilities/provision no longer required written back 7,224.48 1,568.59
Profit on disposal of property, plant and equipment (net) 7.62 -
Warranty claims from aircraft manufacturer/insurance claims (refer note 50) 14.20 7,550.24
Miscellaneous income 239.26 753.33
9,909.10 9,872.33
*on account of early termination of lease
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
118
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
34. Finance income
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
Interest income on financial assets 228.59 253.37
Interest income on:
Bank deposits 288.95 313.77
Loan to subsidiaries 0.18 52.70
Others 33.64 20.97
551.36 640.81
35. A Operating expenses
Aviation turbine fuel 47,716.54 29,457.78
Lease charges - aircraft, engines and auxiliary power units (also refer note 46) 3,755.73 5,919.21
Aircraft repairs and maintenance 5,594.85 4,977.48
Supplemental lease charges - aircraft, engines and auxiliary power units 5,450.65 5,616.86
Consumption of stores and spares 625.47 505.87
Aviation insurance 1,003.88 1,091.43
Landing, navigation and other airport charges 7,955.15 7,590.55
Aircraft navigation software expenses 743.73 502.33
Aircraft redelivery costs 105.28 44.17
Cargo handling costs 798.12 1,903.47
Other miscellaneous operating expenses 308.19 334.50
74,057.59 57,943.65
35. B Purchases of stock-in-trade
Inflight food and beverages held as stock-in-trade 957.84 601.24
957.84 601.24
35. C Changes in inventories of stock-in-trade
Inventory at the beginning of the year 30.36 38.04
Less : Inventory at the end of the year (85.28) (30.36)
Changes in inventories of stock-in-trade (54.92) 7.68
36. Employee benefits expenses
Salaries, wages and bonus 7,694.78 6,294.96
Contribution to provident and other funds 427.39 344.92
Share based payment expense (also refer note 44) 18.87 41.40
Gratuity expense (also refer note 45) 140.06 151.74
Sta welfare 157.61 254.47
8,438.71 7,087.49
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
119Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
37. Sales and marketing expenses
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
Commission to agents 1,833.77 817.49
Business promotion and advertisement 444.34 403.00
2,278.11 1,220.49
38. Other expenses
Rent 825.84 834.26
Rates and taxes 356.11 206.33
Repairs and maintenance
Buildings 101.27 95.20
Plant and machinery 21.66 17.45
Others 450.14 526.57
Crew accommodation cost 392.20 286.02
Recruitment and training cost 387.26 395.58
Communication 125.38 130.11
Printing and stationery 93.49 84.75
Travelling and conveyance 1,354.06 1,237.19
Legal, and professional fees* 490.78 514.47
Power and fuel 107.97 100.43
Advances/other balances written o 918.51 128.51
Impairment of loans and trade receivables 99.41 36.55
Insurance 162.60 140.49
Credit card charges 207.99 152.48
Bank charges 10.00 37.25
Loss on sale of property, plant and equipment (net) - 6.13
Property, plant and equiptment written o - 53.70
Miscellaneous expenses 357.35 377.52
6,462.02 5,360.99
*Payment to auditor
As auditor
Audit fees 9.15 9.00
Tax audit fees 0.75 0.75
Limited review 2.85 2.85
In other capacity
Other services (certification fees) - 0.08
Reimbursement of expenses 0.40 0.06
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
120
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
39. Finance costs
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
Interest on:
Term loan from banks 432.06 376.17
Loan from others 418.83 174.09
Interest on lease liabilities and redelivery provisions 3,128.43 2,901.37
Other borrowing costs 1,077.19 1,374.16
5,056.51 4,825.79
40. Foreign exchange loss/(gain), (net)
Foreign exchange loss, (net)* 6,789.51 2,621.83
6,789.51 2,621.83
*Foreign exchange loss for the year ended March 31, 2023 includes Rs. 3,962.71 million (March 31, 2022 : Rs. 1,749.26 million),
pertaining to foreign exchange loss on restatement of lease liabilities.
41. Depreciation and amortisation expense
Depreciation on property, plant and equipment (refer note 3) 1,733.03 1,828.24
Depreciation on right of use assets (refer note 4) 8,435.55 10,997.92
Amortisation on intangible assets (refer note 5) 25.06 71.13
10,193.64 12,897.29
42. Exceptional items
Settlement with aircraft manufacturer (refer note 48 (b) (xi)) - 774.58
- 774.58
43. Earnings per share (‘EPS’)
a. Basic EPS is calculated by dividing the net profit/(loss) for the year attributable to equity shareholders by the weighted
average number of equity shares outstanding during the year.
b. Diluted EPS is calculated by dividing the profit/(loss) attributable to equity shareholders by the weighted average number
of equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on
conversion of all the dilutive potential equity shares into equity shares.
The following reflects the income and share data used in the basic and diluted EPS computations:
Number of equity shares outstanding at the beginning of the year 601,796,615 600,936,903
Number of equity shares issued 49,050 859,712
Number of equity shares outstanding at the end of the year 601,845,665 601,796,615
Weighted average number of equity shares
a. Basic 601,863,331 601,349,055
Eect of dilution: stocks options^ - 574,552
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
121Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
b. Diluted
#
601,863,331 601,923,607
Loss for the year (15,030.15) (17,254.65)
Earnings per share :
— Basic earnings per share (Rs.) (24.97) (28.69)
— Diluted earnings per share (Rs.) (24.97) (28.69)
Face value per share (Rs.) 10.00 10.00
#
Considering loss, diluted earnings per share is same as basic earnings per share
^ Share options (unvested) are considered to be potential equity shares. They have been included in the determination of diluted
earnings per share to the extent to which they are dilutive.
c. Having regard to the status of the matters relating to the allotment and conversion of share warrants, as stated in note 49, it
is not possible to determine the eect, if any, of those on earnings per share calculations. Accordingly, earnings per share do
not include the impact on the allotment and conversion of share warrants stated in note 50.
44. Employee stock option plans
Employees Stock Option Scheme, 2017
The shareholders at the Annual General Meeting held on November 27, 2017, approved an Employee Stock Option Scheme
(‘ESOS’) which provides for the grant of 10,000,000 stock options which will be granted to eligible employees of the Company
determined by Nomination and Remuneration Committee, which are convertible into equivalent number of equity shares of Rs.
10 each as per the terms of the scheme. Upon vesting, the employees can acquire one common equity share of the Company
for every option. The stock options were granted on the dates as mentioned in table below.
The share based payment expense has been recognized based on the fair value of option at the date of grant in accordance
with the Black-Scholes option pricing model.
Grant Date No. of
options
Vesting period Market value per
share (In INR)
Fair value per
option (In INR)
Exercise
price (In INR)
Expected
volatility
Expected life
(in years)
Expected
dividend
Risk free
return
February 07,
2018
1,201,155 2 years 10 months
and 24 days
129.35 122.29 10.00 58.50% to
57.61%
3.50 to 5.40 Nil 7.53% to
7.51%
May 28, 2019 500,000 1 year 7 months
and 3 days
145.75 138.26 10.00 48.66% to
51.32%
3.50 to 4.10 Nil 6.92%
May 28, 2019 85,000 2 years 6 months
and 2 days
145.75 138.26 10.00 48.66% to
57.76%
3.50 to 5.00 Nil 6.92% to
7.03%
August 9,
2019
140,000 4 years 135.95 128.81 10.00 46.37% to
56.21%
3.50 to 6.50 Nil 6.33% to
6.54%
November 13,
2019
250,000 4 years 115.05 107.96 10.00 46.56% to
55.64%
3.50 to 6.50 Nil 6.32% to
6.92%
February 14,
2020
500,000 2 years 84.70 76.90 10.00 46.50% to
50.93%
3.50 to 4.50 Nil 6.00% to
6.02%
November 11,
2020
75,000 3 years 51.35 43.79 10.00 48.89% to
51.46%
3.50 to 5.50 Nil 5.02% to
5.86%
February 10,
2021
475,000 3 years 86.85 79.26 10.00 50.39% to
52.33%
3.50 to 5.50 Nil 5.75% to
6.13%
August 31,
2022
565,000 3 years 46.42 39.39 10.00 50.35% to
48.12%
3.50 to 5.50 Nil 7.04% to
7.22%
November
14, 2022
450,000 3 years 39.08 32.76 10.00 48.14% to
49.89%
3.50 to 7.50 Nil 7.27% to
7.41%
Expected volatility calculation is based on daily volatility of the share prices over a period prior to the date of grant, corresponding
to the expected life of the options.
The risk free return is the implied yield currently available on zero coupon government issues, with a remaining term equal to
the expected term of the option being valued. The above calculation is based on government yield on zero coupon bonds with
4 to 5 as term to maturity.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
122
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Expected life of the option have been calculated by adding the vesting period and half of the exercise period.
The Company has not declared any dividend from last several years. Therefore, expected dividend yield is taken as Nil.
Eect of employee stock option scheme on the statement of profit and loss:
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
Share based payment expense 18.87 41.40
Reconciliation of outstanding share options:
Particulars As at March 31, 2023 As at March 31, 2022
No. of
options
Weighted average
exercise price (Rs.)
No. of
options
Weighted average
exercise price (Rs.)
Options outstanding as at the beginning of the year 702,800 10.00 1,562,512 10.00
Add: Options granted during the year* 1,015,000 10.00 - 10.00
Less: Options exercised during the year 49,050 10.00 859,712 10.00
Options outstanding as at the year end 1,668,750 10.00 702,800 10.00
*Includes only options granted to employees who have fulfilled the related conditions in respect of such grant.
The weighted average remaining period of stock options as at March 31, 2023 is 6 years (March 31, 2022: 6 years).
The weighted average share price at the date of exercise of stock options during the year was Rs. 46.42 (March 31, 2022: Rs. 72.38).
Option excersiable as at March 31, 2023 is 156,250 (March 31, 2022: 20,300)
45. Employee benefits obligation
a. Gratuity
The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets
a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service subject to a maximum
of Rs. 2.00 million. The scheme is unfunded and accordingly the disclosures relating to plan assets are not provided.
The following tables summarise the components of net benefit expense recognised in the Statement of profit and loss and
amounts recognised in the balance sheet.
Particulars
As at
March 31, 2023
As at
March 31, 2022
(i) Amounts recognized in balance sheet
Defined benefit obligation ('DBO') 663.46 676.87
Defined benefit obligation ('DBO') 663.46 676.87
Bifurcation of DBO at the end of the year - current and non-current
Current liability 103.73 90.38
Non-current liability 559.73 586.49
(ii) Amount recognized in other comprehensive income
Year ended
March 31, 2023
Year ended
March 31, 2022
Actuarial gain 1.10 (35.63)
Actuarial gain recognized in other comprehensive income 1.10 (35.63)
(iii) Expenses recognized in Statement of profit and loss
Current service cost 92.14 109.94
Interest cost on DBO 47.92 41.81
Expense recognized during the year 140.06 151.74
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
123Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
(iv) Movement in the liability recognized in the standalone balance sheet is as under:
As at
March 31, 2023
As at
March 31, 2022
Present value of defined benefit obligation at the beginning of the year 676.86 618.42
Current service cost 92.14 109.94
Interest cost 47.92 41.81
Benefits paid (154.56) (57.66)
Actuarial gain
a. Eect of changes in financial assumption 0.50 (35.77)
b. Eect of experience adjustments 1.07 (42.53)
c. Eect of changes in demographic assumptions (0.47) 42.66
Present value of defined benefit obligation at the end of the year 663.46 676.86
(v) For determining the DBO liability the following actuarial assumptions were used:
Year ended
March 31, 2023
Year ended
March 31, 2022
Discount rate 7.36% 7.26%
Salary escalation rate 4.50% 4.50%
Pre-retirement mortality IALM(2012-14) IALM(2012-14)
Attrition rate 25% (Upto 30
years)
14.3% (Age
31-44)
2.4% ( above
age 44)
21.50% (Upto
30 years)
11.20% (Age
31-44)
1.5% ( above
age 44)
Number of employees 10,060 12,000
Retirement age (years) 60.00 58.00
Average age (years) 32.35 32.15
Average past service (years) 4.59 4.29
Average remaining working life (years) 27.65 25.88
Average monthly basic salary 250.01 296.05
Weighted average remaining duration of DBO (years) 6.76 7.70
(vi) Maturity profile of defined benefit obligation:
As at
March 31, 2023
As at
March 31, 2022
Within the next 12 months (next annual reporting period) 103.73 90.38
Between 2 and 5 years 262.24 257.72
Beyond 5 years 675.10 755.05
(vii) Sensitivity analysis for gratuity:
Year ended
March 31, 2023
Year ended
March 31, 2022
Impact of the change in discount rate on present value of DBO as at the end of the year
Discount rate + 50 Basis points (20.62) (23.50)
Discount rate - 50 Basis points 22.05 25.22
Impact of the change in salary increases on present value of DBO as at the end of the
year
Salary rate + 50 basis points 20.37 24.39
Salary rate - 50 basis points (19.80) (23.38)
Sensitivities due to mortality and withdrawals are not material and hence impact of change due to these not calculated.
Sensitivities as rate of increase of pensions in payment, rate of increase of pensions before retirement and life expectancy
are not applicable.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
124
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
(viii) Risk
Salary Increases – Actual salary increases will increase the Plan’s liability. Increase in salary increase rate assumption in
future valuations will also increase the liability.
Investment Risk – If Plan is funded then assets liabilities mismatch and actual investment return on assets lower than the
discount rate assumed at the last valuation date can impact the liability.
Discount Rate - Reduction in discount rate in subsequent valuations can increase the plan’s liability.
Mortality and disability – Actual deaths and disability cases proving lower or higher than assumed in the valuation can
impact the liabilities.
Withdrawals – Actual withdrawals proving higher or lower than assumed withdrawals and change of withdrawal rates at
subsequent valuations can impact Plan’s liability.
b. Short-term compensated absences
The assumptions used for computing the short-term accumulated compensated absences on actuarial basis are as follows:
Particulars
As at
March 31, 2023
As at
March 31, 2022
Discount rate 7.36% 7.26%
Future salary increase 4.50% 4.50%
c. Defined contribution plan:
During the year, the Company recognized Rs. 399.35 million (March 31, 2022 - Rs. 307.62 million) as provident fund
expense under defined contribution plan and Rs. 28.04 million (March 31, 2022 - Rs. 37.30 million) for contributions
to employee state insurance scheme in the statement of profit and loss.
46. Lease
The Company’s leased assets primarily consist of leases for aircraft, aircraft components (including engines) and buildings.
The Company has several lease contracts that include extension and termination options. The management has included
termination options in determination of lease term for contracts having such option. Extension options have not been
included in determination of lease term since the management is reasonably certain not to exercise these options. Potential
cash flows in relation to such extension options cannot be ascertained since the cash outflow for the extended period
will depend on the negotiations with the lessors in the event of exercising the extension options. Under certain lease
arrangements of aircraft, the Company incurs variable payments towards maintenance of the aircraft which are disclosed
under “Supplemental lease charges - aircraft, engines and auxiliary power units”.
During the year ended March 31, 2023, the Company has recognized an expense of Rs. 4,581.57 million (March 31, 2022
Rs.6,753.47 million) on account of short term leases which represents leased aircraft, engines and auxiliary power units
having a remaining lease term of less than 12 months as on transition date and other short-term leases. The portfolio of
other short-term leases to which the Company is committed at the end of the reporting period is not materially dierent
from the portfolio of other short-term leases for which expense has been recognized during the year ended March 31, 2023.
A. Amount recognised in the Statement of Profit and Loss
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
Depreciation on right of use assets 8,435.55 10,997.92
Interest on lease liabilities (net o rent waiver) 2,289.27 2,786.21
Rent expenses related to short term leases 4,581.57 6,753.47
Refer note 4 for additions to Right-of-use assets and the carrying amount of right of use assets as at March 31, 2023.
Further, refer note 57 for maturity analysis of lease liabilities.
B. Total cash outflow of leases
Total cash outflow of leases 6,259.97 7,992.19
For maturity profile of lease payment obligation, refer note 57.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
125Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
47. Capital and other commitments
a. As at March 31, 2023, the Company has commitments of Rs. 597,094.13 million (March 31, 2022 - Rs. 550,358.71
million) relating to the acquisition of aircraft.
b. As at March 31, 2023, the Company has commitments of Rs. 3,279.00 million (March 31, 2022 - Rs. 7,872.00 million) relating
to the bank guarantees.
48. Litigations and claims
a) Summary
i) Matters wherein management has concluded the liability to be probable have been provided for in the books. Refer
note 31.
ii) Matters wherein management has concluded the liability to be possible have been disclosed under note 48 (b) below.
b) Contingent liabilities
Particulars
As at
March 31, 2023
As at
March 31, 2022
Demand arising out of legal cases filed against the Company in various consumer
courts and forums (refer note (i) below)
339.59 210.11
Demand arising out of other legal cases filed against the Company (refer note (ii)
below)
126.46 124.75
Demand arising out of goods and service tax (refer note (iii) below) 112.10 112.10
Demand in respect of provident fund dues for international workers as explained in
note (iv) below
142.37 142.37
Demand in respect of services tax (including interest and penalty) as explained in
note (v) below
170.70 170.70
Show cause notice received in respect of service tax as explained in note (vi) below 4,287.42 3,458.92
Demand arising out of Integrated Goods and Services Tax (‘IGST’), on overseas
repairs and replacement of various aircraft equipment as explained in note (vii)
below
582.44 580.70
Demand in respect of inter-corporate deposit received from Mallanpur Steels
Limited (refer note (viii) below)
35.00 35.00
Demand in respect of order from the Competition Commission of India as explained
in note (ix) below
51.00 51.00
Demand on account of tax deducted at source related claims (refer note x below) 718.34 718.34
The Company has various demands arising from Income-Tax assessments pertaining to Assessment year 2006-07 to
2021-22 The litigations are currently pending at various forums and such sum contested after adjusting the brought
forward losses and depreciation was computed to be Nil. Consequently, without prejudice to its legal defence on these
matters, the Company has not disclosed the same as a contingent liability.
i. The Company is contesting various consumer related legal cases in various forums. Based on the legal view from an
external consultant and internal analysis, contingent liabilities have been created for these cases, except where the
livelihood of any outflow of resources is remote.
ii. The Company is contesting various vendor/employee related legal cases in various forums. Based on the legal view
from an external consultant and internal analysis, contingent liabilities have been created for these cases, except
where the livelihood of any outflow of resources is remote.
iii. The goods and services tax related demand pertains to dierential amount of IGST on account of incorrect
classification as per customs chapter tari head pertaining to bills of entry in relation to imports of various goods.
iv. The Company has received a demand notice from the Regional Provident Fund Commissioner, Gurgaon for Rs.
79.91 million in respect of provident fund (‘PF’) dues for international workers vide Notifications GSR 706(E) dated
October 1, 2008 and GSR 148 dated September 3, 2010, for the period from November 2008 to February 2011. The
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
126
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Company has responded to the notice disputing the demand and, without admitting any liability towards the same,
has deposited an amount of Rs. 1.96 million towards the PF contributions in respect of international workers for the
period from November 2008 to July 2011 under the provisions of the Employees Provident Funds and Miscellaneous
Provisions Act, 1952 (‘PF Act’). Since August 2011, the Company has been making provident fund contributions
in respect of international workers under the provisions of the PF Act. During the year ended March 31, 2012, the
Company has filed a writ petition with the Hon’ble Delhi High Court contending that the above notifications relating
to international workers are unreasonable and ultra vires the PF Act. The Court has directed that this matter be
put up in the regular list and the interim order in favour of the Company has been made absolute till disposal of
the petition. In addition, a report has been filed by the Department’s Representative before the Regional Provident
Fund Commissioner (“RPFC”) on March 22, 2017 pursuant to which there is an aggregate demand Rs. 144.43 million
against the Company for the period from November 2008 to January 2012. The Company has filed its reply on the
report on August 18, 2017. Thereafter, the RPFC has passed its final order on June 8, 2020 against the Company for
an amount of Rs. 142.04 million towards outstanding PF dues for its expat employees for the period of November
2008 to January 2012. The RPFC order also states that there is an order in favour of the Company restraining the PF
department from taking any coercive steps against the Company for recovery of the said amount till the disposal of
the writ petition. Pending disposal of the writ petition, the Company has not accrued for any additional liability in
respect of provident fund contributions to international workers.
v. The Company has received a demand order for a sum of Rs. 77.28 million, and applicable interest, as well as penalty of
Rs. 77.28 million from the service tax department for non-remittance of service tax on reverse charge mechanism on
certain payments made during the period April 18, 2006 to March 31, 2012. The Company is contesting the order on the
grounds that the services obtained by the Company were not liable to service tax under the categories determined by
the authorities and are hence not taxable services. Eective July 2012, pursuant to the enactment of the negative list of
taxable services, the Company has been paying service tax on these services received on reverse charge basis under
the relevant provisions of the Finance Act, 1994. Based on advice by its tax consultants and internal evaluation, the
Company has provided an amount of Rs. 77.28 million (including a portion of applicable interest) on a conservative basis
(also refer note 31). However, the Company continues to contest the entire demand and has filed an appeal against the
adverse order with the Customs, Excise and Service Tax Appellate Tribunal (‘CESTAT’) and is confident of its success.
The balance amount of the matter under litigation, (including interest and penalty) of Rs. 170.70 million, has not been
accrued pending final outcome of this matter and has been disclosed as a contingent liability.
vi. The Company has received certain show cause notices from the service tax authorities, citing various defaults, including
failure/delay in remitting service tax collected, over past financial years as well as alleged failure in remittance of service
tax on certain other items. Based on their assessment of the contentions of the service tax authorities, the management
has submitted a detailed reply to the notice, and based on legal advice obtained, believes that the likelihood of this
liability devolving on the Company is low, and accordingly has made no adjustments to the financial statements.
vii. The Company has received certain orders from customs authorities levying Integrated Goods and Services Tax
(‘IGST’) and basic customs duty on re-import of various aircraft engines and aircraft equipment repaired/replaced
outside India, which is in the opinion of the Management and based on expert advice obtained, is not subject to such
levy. Accordingly, these amounts have been considered as recoverable. Further, in January 2021, the Company has
received favourable order in reference to one of the matters for which tax is paid under protest, from the Customs
Excise and Service Tax Appellate Tribunal (‘CESTAT’), New Delhi in respect of this matter. During the year, the customs
authorities have filed an appeal before the Hon’ble Supreme Court of India (‘the Supreme Court’) against the CESTAT
order. The matter is yet to be decided by the Supreme Court and no stay on CESTAT order has been granted by the
Supreme Court till date. Further, the customs authorities vide customs amendment notification dated 19 July 2021
has amended earlier customs exemption notification to reiterate their position that IGST is applicable on re-import of
goods after repair. However, the Company based on the legal advice from counsels, continues to believe that no IGST
is payable on such re-import of repaired aircraft engines and related parts. Accordingly, the above amounts, which is
paid under protest till March 31, 2023 have been shown as recoverable.
viii. M/s Hindustan Development Corporation Limited (“HDCL”) (now renamed as Mallanpur Steels Limited) who had
lent Rs. 50 million by way of inter-corporate deposit to the Company, has filed an appeal before the division bench
of the Hon’ble Delhi High Court against the Scheme of Settlement passed by the Hon’ble Delhi High Court wherein
the Company’s liability was fixed at Rs. 35 million. The Company had made a deposit of Rs. 35 million to the Ocial
Administrator of the Scheme in accordance with approved Scheme. Pending disposition of the review petition, the
likelihood of the balance amount of Rs.15 million devolving on the Company is not probable. Also, the interest (if any)
on the same is not ascertainable and accordingly no adjustments have been made to the financial statements.
ix. The Competition Commission of India (“CCI”) passed an order dated November 17, 2015 against, inter alia, the
Company, which included a demand of Rs. 424.80 million. The Company’s appeal against this order with Competition
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
127Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Appellate Tribunal (“COMPAT”) was disposed of by the COMPAT, which set aside the impugned order on technical
grounds and has referred the matter back to the CCI for fresh adjudication. Subsequent thereto, the matter was
reconsidered by CCI and a revised order dated March 7, 2018 imposing fine of Rs. 51 million was imposed on the
Company. The Company has filed an appeal before COMPAT and based on legal advice received, management is
confident of a favourable outcome in this matter and accordingly no adjustments are considered necessary in the
financial statements.
x. The Company has received certain show cause notices from the income tax authorities citing various defaults, including
non-deduction of tax deducted at source on certain payments. Based on their assessment of the contentions of the
income tax authorities, the management has submitted a detailed reply to the notice, and based on legal advice
obtained, believes that the likelihood of this liability devolving on the Company is low, and accordingly has made no
adjustments to the financial statements.
xi. The aircraft manufacturer of Q400 aircraft initiated a claim against the Company in the foreign court amounting to
approximately Rs. 3,200 million for declarations, liquidated damages, interest and costs relating to the Company’s
alleged breaches of, and the manufacturer’s purported termination of the purchase agreement for certain undelivered
aircraft. The foreign court decided a summary judgement in favour of the aircraft manufacturer and the aircraft
manufacturer had filed an execution petition before Indian court of law for execution of the said summary judgement.
During the previous year, the Company has entered into a settlement agreement with the aircraft manufacturer which
has resulted in a one-time expense of Rs. 774.58 million on account of this settlement, which has been disclosed as
exceptional items.
xii. The Assistant Commissioner of Income-Tax (“ACIT”) has filed a complaint against the Company and its erstwhile
Chairman and Managing Director in their individual capacity, over delayed payment of tax deducted at source in
contravention of section 276B of the Income-tax Act, 1961 for financial years 2013-14 and 2014-15. The matter is sub-
judice as on date and based on professional advice, the management is confident of a favourable outcome in this
matter in so far as it relates to the Company. Accordingly, no adjustments are considered necessary in the financial
statements.
c) Certain aircraft/engine lessors have filed application(s) under Section 9 of the Insolvency and Bankruptcy Code, 2016 due
to alleged non-payment. The Company has certain disputes in the matter and the amounts claimed are disputed debts and
accordingly the Company is defending such matters. Basis the review of applications filed and the legal interpretation of
the law supported by views of legal expert, the management is of the view that it is not possible to determine the eects
of such applications as on date.
49. Claims on the aircraft manufacturer
The Company had thirteen Boeing 737 Max aircraft in its fleet prior to the worldwide grounding of these aircraft during March
2019 due to technical reasons. Despite its inability to undertake revenue operations, the Company continued to incur various costs
with respect to these aircraft. As a result, and to reflect the true operational parameters of its operating fleet, the management of
the Company recognised claim recoverable for such expenses which accumulated to Rs. 15,549.03 million till September 30, 2021
under the head ‘other income’ in respective quarters as the management was confident about the recoverability of its claims since
the grounding of these aircraft. During the quarter ended December 31, 2021, the Company concluded its settlement agreement
with the aircraft manufacturer and 737 max aircraft lessors whereby the Company became entitled for certain cash and non-cash
accommodations including waiver of past due lease rentals on these Boeing 737 Max aircraft, resulting in re-induction of these
aircraft into its fleet. Accordingly, basis the various terms of settlement agreed with the aircraft manufacturer and the 737 Max
aircraft lessors, the Company had recognised these amounts under the head ‘other income’. Upon execution of the settlement
agreement and various accommodations extended, the assessment of the management about the recoverability of its claims for
these aircraft stands substantiated. In auditors’ assessment, the Company should have recognised such accommodations in its
entirety during the quarter ended December 31, 2021 on completion of settlement and hence, the auditors have qualified their
audit report for the year ended March 31,2022 to that extent. The auditors have also qualified their audit report for the year ended
March 31, 2023 to the extent of comparative numbers for the year ended March 31, 2022.
50. Advance money received against securities proposed to be issued
The Company had, in earlier financial years, received amounts aggregating to Rs. 5,790.9 million from Mr. Kalanithi Maran
and KAL Airways Private Limited (together, “Erstwhile Promoters”) as advance money towards proposed allotment of certain
securities (189,091,378 share warrants and 3,750,000 non-convertible cumulative redeemable preference shares, issuable based
on approvals to be obtained), to be adjusted at the time those securities were to be issued. Pursuant to the legal proceedings
in this regard before the Hon’ble High Court of Delhi (“Court”) between the Erstwhile Promoters, the present promoter and
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
128
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
the Company, the Company was required to secure an amount of Rs. 3,290.89 million through a bank guarantee in favour of
the Registrar General of the Court (“Registrar”) and to deposit the balance amount of Rs. 2,500 million with the Registrar. The
Company has complied with these requirements in September 2017.
The parties to the aforementioned litigation concurrently initiated arbitration proceedings before a three-member arbitral
tribunal (the “Tribunal”), which pronounced its award on July 20, 2018 (the “Award”). In terms of the Award, the Company
was required to (a) refund an amount of approximately Rs. 3,082.19 million to the counterparty, (b) explore the possibility
of allotting non-convertible cumulative redeemable preference shares in respect of approximately Rs. 2,708.70 million,
failing which, refund such amount to the counterparty, and (c) pay interest calculated to be Rs. 924.66 million (being
interest on the amount stated under (a) above, in terms of the Award). The amounts referred to under (a) and (b) above,
aggregating Rs. 5,790.89 million, continue to be carried as current liabilities without prejudice to the rights of the Company
under law. Further, the Company was entitled to receive from the counterparty, under the said Award, an amount of Rs.
290.00 million as counter-claim. Consequent to the Award, and without prejudice to the rights and remedies it may have
in the matter, the Company accounted for Rs. 634.66 million as an exceptional item (net) during the year ended March
31, 2019, being the net eect of amount referred to under (c) and counter-claim receivable of Rs. 290.00 million, above.
During the year ended March 31, 2019, the Court had ordered release of Rs. 2,500 million, out of the amount deposited by
the Company, to the counterparty, subject to certain conditions as enumerated by the Court in its order. Further, pursuant
to an order of the Court dated September 20, 2019, the Company has remitted an additional Rs. 582.19 million out of the
guarantee placed with the Court, to the counterparty, in October 2019. All such payments made have been included under
other non-current assets.
The Company, its present promoter and the counterparties had challenged before the Court various aspects of the Award,
including the above-mentioned interest obligations and rights (“Section 34 Petitions”). The Court vide its order dated September
2, 2020 in the said matter, directed the Company to deposit an amount of Rs. 2,429.37 million of interest component under
the Award (including the amount of Rs. 924.66 million provided for as indicated earlier, without prejudice to the rights of the
Company under law). The Company preferred a Special Leave Petition before the Hon’ble Supreme Court of India (“Supreme
Court”) against the aforesaid Order and the Supreme Court pursuant to its order dated February 13, 2023 has modified the
said order dated 2 September 2020 passed by the Court and directed to release the bank guarantee placed with the Court
(aggregating to Rs. 2,707.81 million) to the counterparty towards quantum of principal sum due under the Award and pay an
amount of Rs. 750.00 million to the counterparty within period of three months towards liability on account of interest pending
disposal of Section 34 Petitions. The said amount of bank guarantee has been released to the counterparties during the year
ended March 31, 2023 and accordingly entire principal of Rs. 5,790.9 million has been paid. However, the Company was unable
to pay Rs. 750.00 million to the counterparty within the prescribed timeline and filed an application with Supreme Court for
extension of time which was dismissed.
The Court vide its judgements dated July 31, 2023 has dismissed Section 34 Petitions filed by the Company, its present promoter
and the counterparties. The Company is examining the judgment(s) and is in the process of taking appropriate remedial steps
including preferring an appeal before the appellate jurisdiction. While the Company deposited the entire principal of Rs. 5,790.9
million as per the direction of the Court in September 2017 which has also been subsequently paid to the counterparty and
there are adjustments to be made for the counter-claim of the Company. The Court vide its orders dated May 29, 2023, July 24,
2023 and August 09, 2023 inter-alia, has directed to deposit entire amount outstanding towards interest and file adavit of
assets as per the directions of the Court.
In view of the foregoing, the management is of the view that it is not possible to determine the eects of any such obligations
and rights (including any additional/consequential obligations and rights). Accordingly, no further adjustments have been made
in this regard, to these financial statements. The auditors have qualified their audit report for the year ended March 31, 2023 in
this reference.
The eects of the matter stated above may attract the consequent provisions (including penal provisions) of applicable
provisions of law, including deeming provisions, relating to acceptance of deposits. Based on their assessment and legal advice
obtained, the management is of the view that any possible consequential eects (including penal consequences and any
compounding thereof), of past events and actions in relation to the foregoing, are not likely to have a material impact on the
financial statements of the Company. Accordingly, no adjustments have been made for any such consequential penal eects
in this regard.
51. The Company entered into a Business Transfer Agreement (“BTA”) with its subsidiary namely SpiceXpress and Logistics
Private Limited (“SXPL”) on March 31, 2023 for transfer of its cargo business undertaking as a going concern, on slump sale
basis, for a total consideration of Rs. 25,557.70 million. Accordingly, SXPL is now carrying cargo business eective April 1,
2023. As per terms of the BTA, the slump sale consideration is to be discharged by SXPL by issuance of securities in the
combination of equity shares and compulsorily convertible debentures. Pending issuance of securities, the consideration
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
129Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
has been disclosed as other non-current receivables in the balance sheet. Considering this is business restructuring, the
gain on slump sale is recognised in other equity in the financial statements.
Details related to transaction: Amount (in INR million)
Consideration 25,557.70
Assets and liabilities transferred
Assets
Capital work in progress 131.29
Security desposits 2.43
Property, plant and equipment 77.03
Total assets (B) 210.75
Liabilities
Provision for gratuity 9.89
Provision for leave encashment 4.66
Advances from customer 212.15
Total liabilities (C) 226.70
Capital reserve (D=A-B+C) 25,573.65
52. Segment reporting
Operating segments of the Company are Air Transport Services and Freighter and Logistics Services. Air Transport Services includes,
inter alia, passenger transport and ancillary cargo operations arising from passenger aircraft operations. Accordingly, segment
information provided below, including in respect of comparative periods, is based on such operating segments described above.
Segment assets and liabilities include those directly identifiable with the respective segments. Unallocated corporate assets
and liabilities represent the assets and liabilities that relate to the Company as a whole and are not allocable to any segment.
Expenses that are directly identifiable to segments are considered for determining the segment results. Expenses which relate
to the Company as a whole and are not allocable to segments are included under unallocated corporate expenses.
Transfer prices between operating segments are on an arm’s length basis in a manner similar to transactions with third parties.
Segment information: Year ended March 31, 2023
Particulars Air Transport Freighter and
Logistics Services
Total
Segments
Inter Segment Total
(in Rs. millions) (in Rs. millions) (in Rs. millions) (in Rs. millions) (in Rs. millions)
External customers 82,728.50 6,244.52 88,973.02 (284.62) 88,688.40
Other income 9,909.10 - 9,909.10 - 9,909.10
Total revenue 92,637.60 6,244.52 98,882.12 (284.62) 98,597.50
Income /(expenses)
Revenue from operations 82,728.50 6,244.52 88,973.02 (284.62) 88,688.40
Other income 9,909.10 - 9,909.10 - 9,909.10
Finance income 551.35 - 551.35 - 551.35
Operating expenses (68,614.95) (5,442.63) (74,057.58) - (74,057.58)
Purchases of stock-in-trade (957.84) - (957.84) (957.84)
Changes in inventories of stock-in-trade 54.92 - 54.92 54.92
Employee benefits expense (8,081.77) (356.94) (8,438.71) - (8,438.71)
Sales and marketing expenses (2,278.11) - (2,278.11) - (2,278.11)
Other expenses (6,625.42) (121.23) (6,746.65) 284.62 (6,462.03)
Foreign exchange loss/(gain), (net) (6,789.50) - (6,789.50) - (6,789.50)
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
130
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Particulars Air Transport Freighter and
Logistics Services
Total
Segments
Inter Segment Total
(in Rs. millions) (in Rs. millions) (in Rs. millions) (in Rs. millions) (in Rs. millions)
Depreciation and amortisation expense (10,178.63) (15.00) (10,193.63) - (10,193.63)
Finance costs (5,056.50) - (5,056.50) - (5,056.50)
Segment (loss)/profit before exceptional items
(15,338.85) 308.72 (15,030.13) - (15,030.13)
Exceptional items
Segment (loss)/profit after exceptional items (15,338.85) 308.72 (15,030.13) - (15,030.13)
Particulars Air Transport Freighter and
Logistics Services
Adjustment on account of
slump sale arrangement
#
Total Segments Inter Segment Total
(in Rs. millions) (in Rs. millions) (in Rs. millions) (in Rs. millions) (in Rs. millions) (in Rs. millions)
Total assets 102,361.27 647.22 (210.75) 102,797.74 - 102,797.74
Total liabilities 133,944.04 1,396.48 (226.70) 135,113.81 - 135,113.81
#
During the year, the Company has transferred its cargo operations (freighter and logistics services and ancillary cargo
operations arising from passenger aircraft operations) to its subsidiary. Refer note 51 for details.
Year ended March 31, 2022
Particulars Air Transport Freighter and
Logistics Services
Total
Segments
Inter
Segment
Total
(in Rs.
millions)
(in Rs. millions) (in Rs.
millions)
(in Rs.
millions)
(in Rs.
millions)
External customers 46,340.40 19,436.10 65,776.50 (203.23) 65,573.27
Other income 9,872.33 - 9,872.33 - 9,872.33
Total revenue 56,212.73 19,436.10 75,648.83 (203.23) 75,445.60
Income /(expenses)
Revenue from operations 46,340.40 19,436.10 65,776.50 (203.23) 65,573.27
Other income 9,872.33 - 9,872.33 - 9,872.33
Finance income 640.81 - 640.81 - 640.81
Operating expenses (39,778.57) (18,165.08) (57,943.65) - (57,943.65)
Purchases of stock-in-trade (601.25) - (601.25) - (601.25)
Changes in inventories of stock-in-trade (7.68) - (7.68) - (7.68)
Employee benefits expense (6,842.42) (245.07) (7,087.49) - (7,087.49)
Sales and marketing expenses (1,146.64) (73.85) (1,220.49) - (1,220.49)
Other expenses (5,093.29) (470.92) (5,564.21) 203.23 (5,360.98)
Foreign exchange loss/(gain), (net) (2,621.83) - (2,621.83) - (2,621.83)
Depreciation and amortisation expense (12,877.12) (20.20) (12,897.32) - (12,897.32)
Finance costs (4,825.79) - (4,825.79) - (4,825.79)
Segment (loss)/profit before exceptional items (16,941.05) 460.98 (16,480.07) - (16,480.07)
Exceptional items (774.58) - (774.58) (774.58)
Segment (loss)/profit after exceptional items (17,715.63) 460.98 (17,254.65) - (17,254.65)
Particulars Air Transport Freighter and
Logistics Services
Total Segments Total
(in Rs. millions) (in Rs. millions) (in Rs. millions) (in Rs. millions)
Total assets 93,408.45 1,795.30 95,203.75 95,203.75
Total liabilities 136,798.74 1,289.33 138,088.07 138,088.07
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
131Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Other information:
Revenue from external customers
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
India 66,529.19 42,948.64
Outside India 22,159.21 22,624.63
Total revenue as per statement of profit or loss 88,688.40 65,573.27
The revenue information above is based on the locations of the customers.
Non-current assets
Particulars
As at
March 31, 2023
As at
March 31, 2022
India 49,441.05 62,819.99
Outside India - -
Total 49,441.05 62,819.99
Non-current assets for this purpose consist of property, plant and equipment, capital work-in-progress, right of use assets, intangible
assets and other non-current assets.
There are no sales to external customers more than 10% of total revenue.
53. Income tax expense
Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate for March 31, 2023 and
March 31, 2022 :
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
Accounting loss before income tax (15,030.15) (17,254.65)
Loss before income tax multiplied by standard rate of corporate tax in India 25.168%
(March 31, 2022: 25.168%)
(3,782.79) (4,342.65)
Eects of:
Set-o of brought forward losses and non-deductible expenses for tax purposes 3,782.79 4,342.65
Net eective income tax - -
The Company has recognized deferred tax assets arising on account of brought forward tax losses and unabsorbed depreciation
to the extent of the deferred tax liability arising on account of the temporary dierence on depreciation of Rs. 2,328.53 million
as at March 31, 2023 (Rs. 2,456.11 million as at March 31, 2022).
Particulars
As at
March 31, 2023
As at
March 31, 2022
Deferred tax liabilities (2,328.53) (2,456.11)
Deferred tax asset 2,328.53 2,456.11
Net deferred tax asset/ (liabilities) - -
Year ended March 31, 2023 Opening balance Recognised in statement
of prot and loss
Recognised in OCI Closing balance
Property, plant and equipment (2,456.11) 127.58 - (2,328.53)
Brought forward losses 2,456.11 (127.58) - 2,328.53
Total - - - -
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
132
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Year ended March 31, 2022 Opening balance Recognised in statement
of profit and loss
Recognised in OCI Closing balance
Property, plant and equipment (2,643.57) 187.46 - (2,456.11)
Brought forward losses 2,643.57 (187.46) - 2,456.11
Total - - - -
Brought forward losses and unabsorbed depreciation for which no deferred tax assets have been recognized are attributable
to the following:
Particulars
As at
March 31, 2023
As at
March 31, 2022
Unused tax losses* 23,304.72 19,886.84
Unabsorbed tax depreciation
#
4,366.41 17,632.44
Net deferred tax asset/ (liabilities) 27,671.13 37,519.28
#
Unabsorbed depreciation does not have any expiry period under the Income-tax Act, 1961
*The following table details the expiry of the brought forward tax losses
0-4 years 7,332.52 9,022.45
4-8 years 15,972.20 10,864.39
Total 23,304.72 19,886.84
The brought forward losses and unabsorbed depreciation considered above are based in the tax records and returns of the
Company filed upto Assessment Year 2022-23 and does not consider the potential eect of matters under dispute/litigation
with the tax authorities which are currently sub-judice at various levels. Also refer note 48.
54. Related party transactions
Relationship Name of the party
Individual exercising control Mr. Ajay Singh
Relatives of party exercising control Ms. Shiwani Singh
Ms. Avanee Singh
Enterprises over which parties above have control/
joint control/significant influence (‘Aliates’)
Spice Healthcare Private Limited
Subsidiaries SpiceJet Merchandise Private Limited
SpiceJet Technic Private Limited
Canvin Real Estate Private Limited
SpiceJet Interactive Private Limited
Spice Club Private Limited
Spice Shuttle Private Limited
SpiceXpress and Logistics Private Limited
Spice Ground Handling Services Private Limited
SpiceTech System Private Limited
Key management personnel Mr. Ajay Singh, Chairman and Managing Director
Ms. Shiwani Singh, Non-Executive Promoter Director
Mr. Anurag Bhargava, Independent Director
Mr. Ajay Chhotelal Aggarwal, Independent Director
Mr. Manoj Kumar, Independent Director (from May 28, 2019)
Mr. Ashish Kumar, Chief Financials Ocer (from September 9, 2022)
Mr. Sanjeev Taneja, Chief Financials Ocer (from November 11, 2020,
upto August 31, 2022)
Mr. Chandan Sand, Company Secretary
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
133Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
The following table provides the total amount of transactions that have been entered into with related parties for the relevant
financial year:
Subsidiaries
Year ended
March 31, 2023
Year ended
March 31, 2022
SpiceJet Merchandise Private Limited
Transactions during the year
Loans given 48.50 86.50
Loans repaid 45.00 240.50
Purchase of goods 4.57 5.71
Reversal of impairment allowance - 30.00
Interest income on loan given - 18.26
Reversal of accrued income 51.05 -
Services rendered 9.68 26.48
Balances outstanding as at the year end
Investment 0.10 0.10
Loans 106.78 103.28
Interest accrued (gross of tax deducted at source) - 51.05
Trade payables 17.14 7.92
Trade receivables - 27.70
Contract asset 15.09 5.41
SpiceJet Technic Private Limited
Transactions during the year
Loans repaid 15.00 60.00
Interest income on loan given - 3.89
Reversal of accrued income 11.92 -
Aircraft maintenance services taken 1,073.59 951.37
Income from business support services - 13.18
Services rendered 124.79 144.20
Balances outstanding as at the year end
Investment 20.10 20.10
Loans 10.28 25.28
Interest accrued (gross of tax deducted at source) - 11.92
Trade payables 489.27 77.20
Canvin Real Estate Private Limited
Transactions during the year
Interest income - 30.44
Reversal of accrued income 60.87 -
Loans given - 0.20
Balances outstanding as at the year end
Investment 0.10 0.10
Interest accrued (gross of tax deducted at source) - 60.87
Loans 238.90 238.90
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
134
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Subsidiaries
Year ended
March 31, 2023
Year ended
March 31, 2022
SpiceJet Interactive Private Limited
Balances outstanding as at the year end
Investment 0.10 0.10
Interest accrued (gross of tax deducted at source) 0.02 -
Loans 0.20 -
Spice Club Private Limited
Transactions during the year
Loans given 0.20 -
Interest income on loan given 0.02 -
Balances outstanding as at the year end
Investment 0.10 0.10
Interest accrued (gross of tax deducted at source) 0.02 -
Loans 0.20 -
Spice Shuttle Private Limited
Transactions during the year
Impairment allowance 38.88 -
Balances outstanding as at the year end
Investment 0.10 0.10
Other receivables - 38.88
SpiceXpress and Logistics Private Limited
Transactions during the year
Interest income 0.12 0.13
Slump sale transaction (refer note 51 for details) 25,557.70 -
Balances outstanding as at the year end
Investment 0.10 0.10
Loan 1.00 1.00
Interest accrued (gross of tax deducted at source) 0.29 0.17
Other receivable (refer note 51 for details) 25,557.72 -
Spice Ground Handling Services Private Limited
Transactions during the year
Loans given 0.20 -
Interest income on loan given 0.02 -
Balances outstanding as at the year end
Investment 0.10 0.10
Interest accrued (gross of tax deducted at source) 0.02 -
Loans 0.20 -
SpiceTech System Private Limited
Transactions during the year
Business support services expense 198.55 150.70
Support service income 0.89 1.59
Services rendered 8.21 7.17
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
135Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Subsidiaries
Year ended
March 31, 2023
Year ended
March 31, 2022
Balances outstanding as at the year end
Investment 6.57 0.10
Trade payables 75.19 28.27
Advance to supplier - 4.47
Contract assets - 8.74
Aliates
Spice Healthcare Private Limited
Transactions during the year
Rendering of services 0.40 0.01
Support service taken 0.15 -
Balances outstanding as at the year end
Trade receivables 1.05 0.23
Key management personnel
Balances outstanding as at the year end 12.54 12.54
Employee advances
#
#
Includes balance of erstwhile Chief Financial Ocer upto 31 August 2020.
Terms and conditions of transactions with related parties
The sales to and purchases from related parties are made on terms equivalent to those that prevail in arm’s length
transactions. For the year ended 31 March 2023, the Company has recorded impairment of INR 38.88 million aginst
receivables and INR 60.74 million against loan to subsidiaries owed by related parties (March 31, 2022: Nil). This assessment
is undertaken each financial year through examining the financial position of the related party and the market in which the
related party operates.
Compensation of key management personnel of the Company
Short-term employee benefits
#
126.58 103.05
Provident fund contribution 2.31 1.66
Total 128.89 104.71
Sitting fees
Mr. Anurag Bhargava 0.30 0.40
Ms. Shiwani Singh 0.10 0.50
Mr. Ajay Chhotelal Aggarwal 0.30 0.40
Mr. Manoj Kumar 0.30 0.50
Total 1.00 1.80
Total compensation paid to key management personnel** 129.89 106.51
#
As the liabilities for gratuity and compensated absences are provided on actuarial basis for the Company as a whole, the amounts
pertaining to the key management personnel are not included above.
**The amounts disclosed in the table are the amounts recognised as an expense during the reporting period related to key
management personnel.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
136
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
55. Fair values
The following table presents the carrying amounts and fair value of each category of financial assets and liabilities.
Particulars Carrying value Fair value
March 31, 2023
March 31, 2022
March 31, 2023
March 31, 2022
Financial assets
Investments - Non-current 27.62 21.07 27.62 21.07
Investments - Current 4.56 4.33 4.56 4.33
Loans 296.82 368.46 296.82 368.46
Other financial assets - Non-current 4,979.63 9,907.08 4,979.63 9,907.08
Other financial assets - Current 3,598.89 2,661.22 3,598.89 2,661.22
Trade receivables 1,538.78 2,501.94 1,538.78 2,501.94
Other receivables - Current 9,454.82 9,853.85 9,454.82 9,853.85
Other receivables - Non-current 25,557.70 - 25,557.70 -
Cash and cash equivalents 336.13 602.99 336.13 602.99
Total 45,794.95 25,920.94 45,794.95 25,920.94
Financial liabilities
Borrowings - Non-current 4,655.89 3,128.81 4,655.89 3,128.81
Borrowings - Current 7,196.77 7,664.95 7,196.77 7,664.95
Trade payables - Non-current 3,417.41 3,473.29 3,417.41 3,473.29
Trade payables - Current 28,747.15 25,533.80 28,747.15 25,533.80
Other current financial liabilities 1,728.18 899.52 1,728.18 899.52
Total 45,745.40 40,700.37 45,745.40 40,700.37
The Management considers that the carrying amounts of financial assets and financial liabilities (except lease liabilities)
recognised in the financial statements approximate their fair values. The fair value of the financial assets and liabilities is
included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other
than in a forced or liquidation sale. The following methods were used to estimate the fair values:-
- Cash and cash equivalents, trade receivables, trade payables, and other current and non-current financial liabilities and
other current and non-current financial assets approximate their carrying amounts largely due to the short-term maturities
of these financial instruments.
- The borrowings of the Company do not have any comparable instrument having the similar terms and conditions with
related security being pledged and hence the carrying value of the borrowings represents the best estimate of fair value.
56. Fair value hierarchy
The following explains the judgements and estimates made in determining the fair values of the financial instruments that
are recognised and measured at fair value. To provide an indication about the reliability of the inputs used in determining fair
value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard.
Level 1:quoted prices (unadjusted) in active markets for financial instruments
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
137Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Level 2:inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly
or indirectly
Level 3:unobservable inputs for the asset or liability
Valuation techniques used to determine fair value
Level 1 – The use of net asset value for mutual funds on the basis of the statement received from investee party.
Level 3 - The investment in equity shares of Aeronautical Radio of Thailand Limited is not significant. Hence, the Company
has considered carrying value as fair value.
The following table provides the fair value measurement hierarchy of the Company’s assets and liabilities are measured at
fair value in the Balance Sheet.
Particulars
Fair value hierarchy as at March 31, 2023
Level 1 Level 2 Level 3
Investments in mutual funds 4.56 - -
Equity Investments* - - 0.25
Particulars Fair value hierarchy as at March 31, 2022
Level 1 Level 2 Level 3
Investments in mutual funds 4.33 - -
Equity Investments* - - 0.17
There have been no transfers between level 1 and level 2 during the year.
* The dierence between current and last year represents liquadation during the year.
57. Financial risk management objectives and policies
The Company is exposed to market risk, credit risk and liquidity risk. The Company’s senior management oversees the
management of these risks. The Company’s senior management is supported by a treasury team. The treasury team provides
assurance to the Company’s senior management that the Company’s financial risk activities are governed by appropriate
policies and procedures and that financial risks are identified, measured and managed in accordance with the Company’s
policies and risk objectives. The Board of Directors reviews and agrees policies for managing each of these risks, which are
summarised below:
Market risk
Market risk is the risk of any loss in future earnings, in realizable fair values or in future cash flows that may result from a change
in the price of a financial instrument. Market risk comprises three types of risk: interest rate risk, currency risk and foreign
currency risk.
The sensitivity analyses in the following sections relate to the position as at March 31, 2023 and March 31, 2022.
Price risk
The Company’s exposure to price risk arises from investments held and classified as FVTPL. To manage the price risk arising
from investments in mutual funds, the Company diversifies its portfolio of assets.
Sensitivity analysis
If price had been 500 basis points higher/lower and all other variables were held constant, the Company’s loss for the year
ended March 31, 2023 would decrease/increase by Rs. 0.23 million (March 31, 2022: decrease/increase by Rs. 0.22 million).
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 is exposed to interest rate risk because it borrows funds at floating
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
138
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
interest rates. The risk is managed by the Company by maintaining an appropriate mix between fixed and floating rate
borrowings. As at March 31, 2023 approximately 88.58% of the Company’s borrowings are at a variable rate of interest
(March 31, 2022 - 78.96%)
Interest rate sensitivity
If interest rates had been 50 basis points higher/lower and all other variables were held constant, the Company’s loss for the
year ended March 31, 2023 would increase by Rs. 20.23 million and decrease by Rs. 47.82 million respectively (March 31, 2022:
increase by Rs. 30.33 and decrease by Rs. 36.73 million).
In management’s opinion, the sensitivity analysis is unrepresentative of the inherent interest rate risk because the exposure at
the end of the reporting period does not reflect the exposure during the year.
Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in
foreign exchange rates.
Foreign currency sensitivity
The following demonstrates the sensitivity to a reasonably possible change in the foreign currency exchange rates, with all
other variables held constant. The impact on the Company’s loss before tax is due to changes in the fair value of monetary
assets and liabilities including non-designated foreign currency derivatives. The sensitivity analysis includes only outstanding
unhedged foreign currency denominated monetary items.
If the foreign currency rates had been 5% higher/lower and all other variables were held constant, the Company’s loss for the
year ended March 31, 2023 would increase/decrease by Rs. 4,611.32 million (March 31, 2022: increase/decrease by Rs. 5,542.14
million).
In management’s opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk because the exposure
at the end of the reporting period does not reflect the exposure during the year.
Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading
to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its
investing activities, including deposits with banks and financial institutions, foreign exchange transactions and other financial
instruments.
The Company has adopted a policy of only dealing with creditworthy counterparties, as a means of mitigating the risk of
financial loss from defaults. Trade receivables are typically unsecured and are primarily derived from cargo and other revenue
streams. Majority of the Company’s passenger revenue is are made against deposits made by agents. Trade receivables
primarily comprise of domestic customers, which are fragmented and are not concentrated to individual customers. The
Company’s exposure and the credit ratings of its counterparties are continuously monitored. At March 31, 2023, the Company
had 45 customers (March 31, 2022: 42 customers) that owed the Company more than Rs. 10 million each and accounted for
approximately 77% (March 31, 2022: 88%) of all the receivables outstanding.
An impairment analysis is performed at each reporting date on an individual basis for major customers. In addition, a
large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The
maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets. The Company
does not hold collateral as security. The Company evaluates the concentration of risk with respect to trade receivables as
low, as its customers are widely dispersed and operate in largely independent markets. The average credit period ranges
between 30 and 90 days.
The Company uses a simplified approach (lifetime expected credit loss model) for the purpose of computation of expected
credit loss for trade receivables. The Company is recognising expected credit losses on outstanding trade receivables at in the
range of 2-6% below 360 days and in the range of 8-100% for more than 360 days.
Credit risk related to cash and cash equivalents and bank deposits is managed by only investing in deposits with highly rated
banks and financial institutions and diversifying bank deposits and accounts in dierent banks. Credit risk related to loans and
other financial assets is managed by monitoring the recoverability of such amounts continuously. Credit risk is considered low
because the Company is in possession of the underlying asset (in case of security deposit) or as per trade experience (in case
of unbilled revenue). Further, the Company creates provision by assessing individual financial asset for expectation of any credit
loss basis 12 month expected credit loss model.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
139Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Reconciliation of expected credit loss for trade receivables and loans are as follows:
Particulars
Year ended March 31, 2023
Year ended March 31, 2022
Trade receivables Loans
Trade receivables Loans
Balance at the beginning of the year 130.49 - 106.91 30.00
Add: Impairment loss recognised 38.67 60.74 36.55 -
Less: Bad debts written o/reversed - - 12.97 -
Less: Impairment loss on loan reversed - - - 30.00
Balance at the end of the year 169.16 60.74 130.49 -
Liquidity risk
Liquidity risk refers to the risk that the Company cannot meet its financial obligations. The objective of liquidity risk management
is to maintain sucient liquidity and ensure that funds are available for use as per requirements. The Company has obtained
fund and non-fund based working capital lines from various banks. The Company invests its surplus funds in bank fixed deposit
and mutual funds, which carry minimal mark to market risks. The Company also constantly monitors funding options available
in the debt markets with a view to maintaining financial flexibility.
The table below summarises the maturity profile of the Company’s financial liabilities based on contractual undiscounted
payments
Year ended March 31, 2023 Upto 1 year 1 to 5 years > 5 years Total
Financial liabilities (Non-current and current)
Borrowings 7,196.77 4,491.88 164.01 11,852.66
Trade payables 28,747.15 3,417.41 - 32,164.56
Lease liabilities 31,676.18 28,261.83 11,994.97 71,932.98
Other current financial liabilities 1,728.18 - - 1,728.18
Total 69,348.28 36,171.12 12,158.98 117,678.38
Year ended March 31, 2022 Upto 1 year 1 to 5 years > 5 years Total
Financial liabilities (Non-current and current)
Borrowings 7,664.95 3,028.28 100.53 10,793.76
Trade payables 25,711.23 3,702.19 - 29,413.42
Lease liabilities 35,373.50 49,363.52 27,574.87 112,311.89
Other current financial liabilities 899.52 - - 899.52
Total 69,649.20 56,093.99 27,675.40 153,418.59
58. Capital management
The Company’s capital management is intended to create value for shareholders by facilitating the meeting of long-term and
short-term goals of the Company.
The Company determines the amount of capital required on the basis of annual operating plans and long-term fleet expansion
plans. The funding requirements are met through internal accruals and other long-term/short-term borrowings. The Company’s
policy is aimed at combination of short-term and long-term borrowings. The Company monitors capital employed using a debt
equity ratio, which is total debt divided by total equity.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
140
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
The Company’s policy is to keep the net debt to total equity ratio above (1.00).
Particulars
As at
March 31, 2023
As At
March 31, 2022
Long term borrowings 4,655.89 3,128.81
Short term borrowings 7,196.77 7,664.95
Cash and cash equivalents (323.36) (95.79)
Bank balances other than above (12.77) (507.20)
Net debt 11,516.53 10,190.77
Total equity (32,316.07) (42,884.32)
Net debt to total equity ratio (0.36) (0.24)
No changes were made in the objectives, policies or processes for managing capital during the years ended March 31, 2023 and
March 31, 2022.
59. Details of corporate social responsibility (‘CSR’) expenditure
The Company has met the criteria as specified under sub-section (1) of section 135 of the Companies Act, 2013 read with
the Companies (Corporate Social Responsibility Policy) Rules, 2014, however, in the absence of average net profits in the
immediately three preceding years, there is no requirement for the Company to spend any amount under sub-section (5) of
section 135 of the Act.
60. Disclosure required under section 186(4) of Companies Act, 2013 and regulation 34(3) of the
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015:
S.
No
Name of Loanee Gross opening
balance as on
April 1, 2022
Loan
given
Loan
repaid
Gross
outstanding
balance
March
31, 2023
March
31, 2022
Purpose
1 SpiceJet Merchandise Private Limited 103.28 48.50 (45.00) 106.78 110.78 257.28
General
business
purpose
2 SpiceJet Technic Private Limited 25.28 - (15.00) 10.28 25.28 85.28
3 Canvin Real Estate Private Limited 238.90 - - 238.90 238.90 238.90
4 SpiceXpress and Logistics Private Limited 1.00 - - 1.00 1.00 1.00
5 SpiceJet Interactive Private Limited - 0.20 - 0.20 0.20 -
6 Spice Club Private Limited - 0.20 - 0.20 0.20 -
7 Spice Ground Handling Services Private Limited - 0.20 - 0.20 0.20 -
61. As at March 31, 2023 the composition of the Board of Directors of the Company is not as per the requirement of
Regulation 17(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as the Company has
not appointed one independent woman director and the total number of directors are less than six. The Company is
in the process of identifying suitable candidate for the vacant position. Post appointment of one independent woman
director, the Company will comply Regulation 17(1) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
141Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
62. Ratio analysis and its elements
Ratio Measurement
unit
Numerator Denominator
As at
March
31, 2023
As at
March
31, 2022
% Change Reason for variance
Current
ratio
Times Current assets Current liabilities 0.22 0.25 -12% Change in ratio is less than 25% as
compared to previous year and hence,
no explanation required.
Debt-equity
ratio
Times Total debt Total equity (2.27) (1.94) 17% Change in ratio is less than 25% as
compared to previous year and hence,
no explanation required.
Debt
service
coverage
ratio
Times Earnings before
interest, tax,
depreciation and
amortisation
Interest expense
(including capitalised)
+ Principal repayment
(including prepayments)
(0.02) 0.03 -153% Change in ratio is mainly on account
of 155% decrease in earnings before
interest and taxes.
Return on
equity ratio
Percentage Profit after tax Average of total equity NA NA NA Return on equity is not applicable as the
Company has a negative net worth
Inventory
turnover
ratio
Times Costs of materials
consumed
Average inventories 15.62 17.80 -12% Change in ratio is less than 25% as
compared to previous year and hence,
no explanation required.
Trade
receivables
turnover
ratio
Times Revenue from
operations
Average trade receivables 43.90 21.96 100% Change in ratio is on account of 26%
increase in revenue from operations
and 32% decrease in average trade
receivables balance in current year as
compared to previous year.
Trade
payables
turnover
ratio
Times Total expense other
than aviation turbine
fuel and foreign
exchange loss
Average trade payables 1.45 1.67 -13% Change in ratio is less than 25% as
compared to previous year and hence,
no explanation required.
Net capital
turnover
ratio
Times Revenue from
operations
Working capital [Current
assets - Current liabilities]
(1.27) -1.13 12% Change in ratio is less than 25% as
compared to previous year and hence,
no explanation required.
Net profit
ratio
Percentage Profit after tax Revenue from operations -16.95% -26.31% -36% Change in ratio is on account of 26%
increase in revenue from operations and
13% decrease in loss after tax in current
year as compared to previous year.
Return
on capital
employed
Percentage Earnings before
interest and taxes
Capital employed [Total
assets - Current liabilities
+ Current borrowings]
-0.72% 1.29% -156% Change in ratio is mainly on account
of 155% decrease in earnings before
interest and taxes.
Return on
investment
Percentage Profit after tax Investments: Bank
deposits + Mutual funds +
loan to subsidiaries
16% 5% 199% Change in ratio is on account of maturity
of bank deposits and repayment of loan
by subsidiaries.
63. Other statutory information
A. The Company has not advanced or loaned or invested funds to any person or any entity, including foreign entities
(Intermediaries) with the understanding that the intermediary shall:
(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by a or on behalf
of the Company (Ultimate Beneficiaries); or
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
142
SpiceJet Limited
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
(ii) provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
B. The Company has not received any fund from any person or any entity, including foreign entities (Funding Party) with the
understanding (whether recorded in writing or otherwise) that the Company shall:
(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by a or on behalf
of the Funding Party (Ultimate Beneficiaries); or
(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
C. The Company have transactions and outstanding balances during the current year with companies struck o under section
248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.
Name of struck o company Nature of transactions
with struck o company
Balance
outstanding
Relationship with the
struck o company, if any
Greenfield Airways Private Limited Receivables 0.98 Not Applicable
Knorr - Bremse Systems For Commercial
Vehicles India Private Limited
Receivables 0.02 Not Applicable
WSRM Hospitality Private Limited Payables 0.00 Not Applicable
Pan Cyber Infotech Private Limited Payables (0.98) Not Applicable
Vir Cargo Express Private Limited Payables (0.02) Not Applicable
Aaditya India Finance Services Private Limited Receivables 0.56 Not Applicable
D. The Company does not have any Benami Property, where any proceeding has been initiated or pending against the
Company.
E. The Company does not have any charges or satisfaction which is yet to be registered with Registrar of Companies beyond
the statutory period.
F. The Company has not traded or invested in crypto currency or virtual currency during the current year.
G. The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered or
disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or
any other relevant provisions of the Income Tax Act, 1961.
H. The Company has not been declared as a ‘Wilful Defaulter’ by any bank or financial institution (as defined under the
Companies Act, 2013) or consortium thereof, in accordance with the guidelines on wilful defaulters issued by the Reserve
Bank of India.
I. The Company has complied with numbers of layers prescribed under Rule (87) of section 2 of the Act read with Companies
(Restrcition on number of layers) Rules, 2017.
J. In respect of the Company’s term and other loans, the Company is not required to submit stock statement.
64. The Company witnessed a ransomware attack on Information Technology (IT) system(s) on May 25, 2022. Immediately,
the Company took corrective measures with assistance of cyber experts and authorities and also informed CERT-In
(Indian Computer Emergency Response Team) about the ransomware attack to investigate the root causes and to
further suggest remedial steps. Basis the corrective measures, the Company was able to retrieve the IT system(s) after
the said ransomware attack. The Company has also revalidated the books of accounts in order to detect any possible
error as a result of said ransomware attack.
65. Previous year figures have been regrouped/reclassified to conform to the current year’s classification. The impact of
such reclassification/regrouping is not material to the financial statements.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
143Annual Report 2022-23
Notes to the Standalone Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
66. Adoption of accounts
The standalone financial statements were approved for issue by the board of directors on August 14, 2023.
The accompanying notes to the standalone financial statements including summary of significant accounting policies and other
explanatory information are an integral part of these standalone financial statements.
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
ICAI Firm Registration No.: 001076N/N500013
Neeraj Goel Ajay Singh Chandan Sand Ashish Kumar
Partner Chairman & Managing Company Secretary Chief Financial Officer
Membership No: 099514 Director
Place: Gurugram Place: Gurugram Place: Gurugram Place: Gurugram
Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
144
SpiceJet Limited
Independent Auditor’s Report
To the Members of SpiceJet Limited
Report on the Audit of the Consolidated Financial Statements
Qualified Opinion
1. We have audited the accompanying consolidated financial
statements of SpiceJet Limited (‘the Holding Company’)
and its subsidiaries (the Holding Company and its
subsidiaries together referred to as ‘the Group’), as listed
in Annexure I, which comprise the Consolidated Balance
Sheet as at March 31, 2023, the Consolidated Statement
of Profit and Loss (including Other Comprehensive
Income), the Consolidated Statement of Cash Flow and
the Consolidated Statement of Changes in Equity for the
year then ended, and notes to the consolidated financial
statements, including a summary of the significant
accounting policies and other explanatory information.
2. In our opinion and to the best of our information and
according to the explanations given to us except for the
eects of the matters described in the Basis for Qualified
Opinion section of our report, the aforesaid consolidated
financial statements give the information required by the
Companies Act, 2013 (‘the Act’) in the manner so required
and give a true and fair view in conformity with the
Indian Accounting Standards (‘Ind AS’) specified under
section 133 of the Act, read with the Companies (Indian
Accounting Standards) Rules, 2015, and other accounting
principles generally accepted in India of the consolidated
state of aairs of the Group, as at March 31, 2023, and
their consolidated loss (including other comprehensive
income), consolidated cash flows and the consolidated
changes in equity for the year ended on that date.
Basis for Qualified Opinion
3. As stated in Note 48 to the accompanying consolidated
financial statement, the management of the Holding
Company had recognized recoverable of Rs. 15,549.03
million over the periods up to September 30, 2021 for
recovery of rent, maintenance and other expenses
incurred on Boeing 737 Max aircrafts, which were
grounded since March 2019. As further explained in the
said note, the Holding Company had settled the aforesaid
claims with Boeing and 737 Max aircraft lessors during
the year ended March 31, 2022. In our assessment, there
was no virtual certainty to recognise any recoverable
until September 30, 2021, as required under Ind AS 37,
‘Provisions, Contingent Liabilities and Contingent Assets’
and accordingly, upon settlement of the said claims in the
quarter ended December 31, 2021, the Holding Company
should have restated the opening reserves to reverse the
recoverable along with consequent reversal of ‘Other
income’ and related ‘Foreign exchange loss (net)’ impact
recorded in earlier years, and should have recorded the
entire settlement amount in the year ended March 31,
2022, in accordance with Ind AS 8 ‘Accounting Policies,
Changes in Accounting Estimates and Errors’. Had the
Holding Company recognised the entire settlement gain
during the year ended March 31, 2022 with restatement
of earlier years, the reported loss for the year ended
March 31, 2022 would have been lower by Rs. 12,418.96
million. Our opinion for the year ended March 31, 2022
was also qualified in respect of this matter.
4. As stated in Note 49 to the accompanying consolidated
financial statement which describes the details related to
an ongoing litigation in reference to which the Hon’ble
High Court of Delhi has given its judgements and orders
to pay interest on advances received from Mr. Kalanithi
Maran and M/s KAL Airways Private Limited (‘the Erstwhile
Promoters’). Due to reasons explained in the aforesaid
note, the management is of the view that the impact of
the aforementioned judgement on the accompanying
consolidated financial statement is presently
unascertainable. In absence of such computation, we are
unable to comment on the adjustments, if any, that may
be required to the accompanying consolidated financial
statements on account of aforesaid matter.
5. We conducted our audit in accordance with the Standards
on Auditing specified under section 143(10) of the Act.
Our responsibilities under those standards 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 (‘ICAI’) together with the
ethical requirements that are relevant to our audit of the
consolidated 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 sucient and
appropriate to provide a basis for our qualified opinion.
Material Uncertainty Related to Going Concern
6. We draw attention to Note 2A(a)(iii) to the
accompanying consolidated financial statement which
describes that the Group has incurred net loss (after
other comprehensive income) of Rs. 15,129.95 million
during year ended March 31, 2023, and as of that
date, the Group’s accumulated losses amounts to
Rs. 74,721.07 million which have resulted in complete
erosion of its net worth and the current liabilities have
exceeded its current assets by Rs. 76,676.95 million as
at March 31, 2023. These conditions and other matters
set forth in the aforesaid note, indicates the existence
of material uncertainty that may cast significant
doubt about the Group’s ability to continue as a
going concern. Based on management’s assessment
of future business projections and other mitigating
factors as described in the said note, which, inter alia,
is dependent on successful renegotiation of payment
terms to various parties and raising of additional funds,
the management is of the view that the going concern
basis of accounting is appropriate for preparation of
accompanying consolidated financial statement. Our
opinion above is not modified in respect of this matter.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
145Annual Report 2022-23
In relation to the above key audit matter, our audit
work included, but was not restricted to, the following
procedures:
•
Obtained an understanding of the management’s
process for identification of events or conditions that
may cast significant doubt over the Group’s ability
to continue as a going concern and the process to
assess the corresponding mitigating factors existing
against each such event or condition;
•
Evaluated the design and tested the operating
eectiveness of key controls around aforesaid
identification of events or conditions and mitigating
factors, and controls around cash flow projections
prepared by the management;
•
Obtained the cash flow projections for the next
twelve months from the management, basis their
future business plans;
•
Held discussions with the management personnel
to understand the assumptions used and estimates
made by them for determining the cash flow
projections for the next twelve months;
•
Evaluated the reasonableness of the key
assumptions such as expected growth in the
revenue, expected saving in the costs, etc. based
on historical data trends, future market trends,
existing market conditions, business plans and our
understanding of the business and the industry;
•
Tested the arithmetical accuracy of the calculations
and performed sensitivity analysis around possible
variation in the above key assumptions; and
•
Evaluated the appropriateness and adequacy of
disclosures in the consolidated financial statements
with respect to this matter in accordance with the
applicable accounting standards.
Our opinion is not modified in respect of this matter.
Key Audit Matters
7. Key audit matters are those matters that, in our
professional judgment, were of most significance in our
audit of the consolidated financial statements of the
current year. 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.
8. In addition to the matters described in the Basis for
Qualified Opinion section and 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.
Key audit matter How our audit addressed the key audit matter
Recognition of passenger revenue
We refer to notes 2A(g) and 31 to the consolidated financial
statements for accounting policies and disclosures relating
passenger revenue.
The Holding Company recognizes passenger revenue on
flown basis i.e., when the service is rendered. Till that time,
the money received is presented as contract liabilities (i.e.,
deferred revenue) in the balance sheet under the head
other current liabilities and is measured basis the net sales
price to the customer.
In accounting for its passenger revenue, the Holding
Company relies on the eectiveness of the integrated
Information Technology (‘IT’) system which processes large
volumes of individually low value transactions. Based on the
data provided by the said IT system, the journal entries are
manually posted into the general ledger (financial reporting
IT system) for recognition of passenger revenue.
Considering the significance of amount involved and
complicated IT systems that handle large volumes of
transaction data, including exchange of information with
online travel agents, recognition of passenger revenue has
been identified as a key audit matter for current year’s audit
Our procedures in relation to passenger revenue included, but
not limited to the following:
•
Obtained and updated our understanding of the business
process for each stream of revenue;
•
Understood the passenger revenue recognition policy of
the Holding Company and ensured that it is in line with Ind
AS 115 ‘Revenue from Contracts with Customers’;
•
Involved our IT specialists to evaluate design and test
operating eectiveness of IT general controls and key
automated controls of the Holding Company’s IT system and
third-party systems (assessed the SSAE 16 assurance report)
which govern revenue recognition, and tested key manual
internal controls over passenger revenue recognition;
•
Verified the reconciliation of data between the third-party
system and the general ledger (financial reporting IT
system) to corroborate the completeness of revenue;
•
Performed data analytics to identify unusual patterns
by comparing the trend in monthly revenue, sector-wise
revenue and average revenue per passenger;
•
For samples selected during the year and samples selected
in reference to cut-o procedures, tested the supporting
documents; and
•
Evaluated the appropriateness and adequacy of the
disclosures made in the standalone financial statements
for passenger revenue recognised during the year.
Provision for maintenance in relation to aircrafts
We refer to notes 2A(m)(ii), 23 and 30 of the consolidated
financial statements for accounting policies, disclosures and
information related to accounting judgements, assumptions
and estimates relating to provision for aircraft maintenance.
Our audit procedures in relation to provision for aircraft
maintenance included, but not limited to the following:
•
Obtained an understanding from the management with
respect to process and controls followed by the Holding
Company to ensure appropriateness of recognition,
measurement and completeness of provision for
maintenance in relation to aircrafts;
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
146
SpiceJet Limited
Key audit matter How our audit addressed the key audit matter
The Holding Company operates aircrafts held under
lease arrangements and incurs liabilities for maintenance
costs in respect of these aircrafts during the term of the
lease. As at March 31, 2023, the Holding Company has
recognised provisions for aircraft maintenance amounting
to Rs. 2,796.26 million. These costs arise from regulatory
and contractual obligations relating to the condition of
the aircrafts and/or specific components when they are
returned to the lessors.
At each reporting date, the calculation of the maintenance
provision includes a number of variable factors and
assumptions including; anticipated utilisation of the aircraft;
the cost of the expected heavy maintenance check; the
condition of the aircraft engine, contractual return condition
and the expected drawdown from the supplemental rental
contribution.
Considering the inherent level of complexity and subjectivity
involved in the management estimates and judgements
for assessing the variable factors, in order to quantify
the provision amounts and hence, provision for aircraft
maintenance has been selected as a key audit matter for
the current year’s audit.
•
Evaluated the design and tested the operating
eectiveness of the internal financial controls over
maintenance process including accounting for provision
for aircrafts maintenance held under the lease contract;
•
Read the maintenance contracts with third parties to
gain an understanding of the significant terms relating to
maintenance of aircrafts and its components;
•
Obtained information from engineering department
about the aircrafts utilisation pattern (basis analysis of
historical flight hours) and expected condition of the
aircraft (basis underlying engine inspections and results)
in reference to the expected future maintenance event
dates and expected estimated cost of maintenance
work;
•
Evaluated the consistency and reasonableness of the
above judgements, assumptions and estimates by
testing the input data basis historical available trends/
information, contract terms and Holding Company’s past
experience;
•
Tested the arithmetical accuracy of the calculation for
provision balance outstanding as at March 31, 2023; and
•
Evaluated appropriateness and adequacy of the
disclosures made in standalone financial statements with
respect to the provision for aircrafts maintenance.
Impairment of non-financial assets
We refer to notes 2A(f), 3 and 4 of the standalone financial
statements for accounting policies and information related
to accounting judgements, assumptions and estimates
relating to impairment of non-financial assets.
During the current year, due to the carried forward impact of
Covid-19 pandemic and other business reasons, impairment
indicators were identified in reference to non-financial
assets namely right-of- use (ROU) assets and property,
plant and equipment (PPE).
The Holding Company has identified its fleet of passenger
aircrafts and freighter aircrafts as separate cash generating
units (CGUs) and accordingly performed impairment
assessment of passenger aircrafts in accordance with the
accounting principles and determined the value-in-use of
its cash generating units (CGUs) and compared with the
carrying value.
The future cash flow projections and its discounting
involved significant inputs such as expected fuel prices,
foreign exchange rates, growth rate and discount rate.
The management has concluded that the recoverable
amount of the CGU is higher than its carrying amount and
accordingly, no impairment provision has been recorded as
at March 31, 2023.
Considering significant management judgements involved
in determination of said inputs used in computation,
impairment of non-financial assets has been identified as a
key audit matter for the current year’s audit
Our audit procedures in relation to impairment assessment
included, but not limited to the following:
•
Obtained an understanding of the management process
for identification of possible impairment indicators and
process performed by the management for impairment
testing and the management process of determining the
Value-in- Use (VIU);
•
Evaluated design and tested the operating eectiveness
of relevant internal financial controls implemented for
impairment assessment;
•
Obtained and assessed the management’s impairment
assessment computation by testing the underlying
assumptions used in determining the cash flow projections
and VIU;
•
Together with our valuation specialists, challenged the
management on the underlying key assumptions used
for cash flow projections and discount rate, considering
evidence available to support these assumptions and our
understanding of the business;
•
Engaged in discussions with the management to assess
the impact of Covid-19 on cash flow projections;
•
Performed sensitivity analysis on these key assumptions
to assess potential impact of downside in the underlying
cash flow forecasts and assessed the possible mitigating
actions identified by management;
•
Tested the arithmetical accuracy of the cash flow
projections; and
•
Evaluated the appropriateness and adequacy of the
disclosures made in the standalone financial statements
with respect to impairment of non-financial assets.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
147Annual Report 2022-23
Information other than the Consolidated Financial
Statements and Auditor’s Report thereon
9. The Holding Company’s Board of Directors are
responsible for the other information. The other
information comprises the information included in the
Annual Report, but does not include the consolidated
financial statements and our auditor’s report thereon.
The Annual report is expected to be made available to
us after the date of this auditor’s report.
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 identified above when it becomes available
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.
When we read the Annual Report, if we conclude that
there is a material misstatement therein, we are required
to communicate the matter to those charged with
governance.
Responsibilities of Management and Those
Charged with Governance for the Consolidated
Financial Statements
10. The accompanying consolidated financial statements
have been approved by the Holding Company’s Board of
Directors. The Holding Company’s Board of Directors are
responsible for the matters stated in section 134(5) of
the Act with respect to the preparation and presentation
of these consolidated financial statements that give
a true and fair view of the consolidated financial
position, consolidated financial performance including
other comprehensive income, consolidated changes
in equity and consolidated cash flows of the Group in
accordance with the Ind AS specified under section 133
of the Act read with the Companies (Indian Accounting
Standards) Rules, 2015, and other accounting principles
generally accepted in India. The respective Board of
Directors of the companies included in the Group are
responsible for maintenance of adequate accounting
records in accordance with the provisions of the Act
for safeguarding of the assets of the Group 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 eectively for ensuring the accuracy and
completeness of the accounting records, relevant to the
preparation and presentation of the 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 Board of
Directors of the Holding Company, as aforesaid.
11. In preparing the consolidated financial statements, the
respective Board of Directors of the companies included
in the Group are responsible for assessing the ability of
the Group to continue as a going concern, disclosing, as
applicable, matters related to going concern and using
the going concern basis of accounting unless the Board
of Directors either intend to liquidate the Group or to
cease operations, or has no realistic alternative but to do
so.
12. Those respective Board of Directors are also responsible
for overseeing the financial reporting process of the
companies included in the Group.
Auditor’s Responsibilities for the Audit of the
Consolidated Financial Statements
13. 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 Standards on Auditing
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.
14. As part of an audit in accordance with Standards on
Auditing specified under section 143(10) of the Act, 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 sucient 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 Holding
Company has adequate internal financial controls
with reference to financial statements in place and
the operating eectiveness 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 Board of
Directors’ 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 ability of the Group to
continue as a going concern. If we conclude that
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
148
SpiceJet Limited
a material uncertainty exists, we are required to
draw attention in our auditor’s report to the related
disclosures in the 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 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; and
•
Obtain sucient appropriate audit evidence
regarding the financial statements of the entities or
business activities within the Group, to express an
opinion on the consolidated financial statements.
We are responsible for the direction, supervision and
performance of the audit of financial statements of
such entities included in the consolidated financial
statements, of which we are the independent
auditors.
15. 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.
16. 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.
17. 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 year and are therefore
the key audit matters. We describe these matters in
our auditor’s 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
18. As required by section 197(16) of the Act, based
on our audit, we report that the Holding Company
incorporated in India whose financial statements have
been audited under the Act have paid remuneration to
their respective directors during the year in accordance
with the provisions of and limits laid down under section
197 read with Schedule V to the Act. Further, we report
that nine subsidiary companies, incorporated in India
whose financial statements have been audited under
the Act, have not paid or provided for any managerial
remuneration during the year. Accordingly, reporting
under section 197(16) of the Act, is not applicable in
respect of such subsidiary companies.
19. As required by clause (xxi) of paragraph 3 of Companies
(Auditor’s Report) Order, 2020 (‘the Order’) issued by
the Central Government of India in terms of section
143(11) of the Act, based on the consideration of the
Order reports issued till date by us, of companies
included in the consolidated financial statements for the
year ended March 31, 2023 and covered under the Act,
refer Annexure II for details of qualifications or adverse
remarks given by the respective auditors in the Order
reports of such companies.
20. As required by section 143(3) of the Act, based on our
audit, 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
purpose of our audit of the aforesaid consolidated
financial statements;
b) In our opinion, 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, except for the possible eects of the
matters described in paragraph 3 and 4 of the Basis
for Qualified Opinion section with respect to the
financial statements of the Holding Company;
c) The consolidated financial statements 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) Except for the possible eects of the matters
described in the Basis for Qualified Opinion section,
in our opinion, the aforesaid consolidated financial
statements comply with Ind AS specified under
section 133 of the Act read with the Companies
(Indian Accounting Standards) Rules, 2015;
e) The matters described in paragraph 3 and 4 of the
Basis for Qualified Opinion section, in our opinion,
may have an adverse eect on the functioning of the
Holding Company. Further, the matters described in
paragraph 6 under Material Uncertainty Related to
Going Concern, in our opinion, may have an adverse
eect on the functioning of the Holding Company
and SpiceJet Technic Private Limited, a subsidiary
of the Holding Company;
f) On the basis of the written representations received
from the directors of the Holding Company and its
subsidiary companies and taken on record by the
Board of Directors of the respective companies,
none of the directors of the Group companies
are disqualified as on March 31 2023 from being
appointed as a director in terms of section 164(2)
of the Act.
g) The qualification relating to the maintenance of
accounts and other matters connected therewith
are as stated in the Basis for Qualified Opinion
section with respect to the Holding Company;
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
149Annual Report 2022-23
h) With respect to the adequacy of the internal
financial controls with reference to financial
statements of the Holding Company and its
subsidiary companies covered under the Act and
the operating eectiveness of such controls, refer
to our separate report in ‘Annexure III’ wherein we
have expressed a modified opinion; and
i) With respect to the other matters to be included
in the Auditor’s Report in accordance with rule 11
of the Companies (Audit and Auditors) Rules, 2014
(as amended), in our opinion and to the best of
our information and according to the explanations
given to us:
i. The consolidated financial statements disclose
the impact of pending litigations on the
consolidated financial position of the Group as
detailed in Note 47 and 49 to the consolidated
financial statements;
ii. The Holding Company and its subsidiary
companies did not have any long-term
contracts including derivative contracts for
which there were any material foreseeable
losses as at March 31, 2023;
iii. There were no amounts which were required
to be transferred, to the Investor Education
and Protection Fund by the Holding Company
and its subsidiary companies during the year
ended March 31, 2023;
iv. (a) The respective managements of the
Holding Company and its subsidiary
companies incorporated in India whose
financial statements have been audited
under the Act have represented to us that,
to the best of their knowledge and belief as
disclosed in note 61A to the consolidated
financial statements, no funds have
been advanced or loaned or invested
(either from borrowed funds or securities
premium or any other sources or kind of
funds) by the Holding Company or its
subsidiary companies to or in any person
or entity, including foreign entities (‘the
intermediaries’), with the understanding,
whether recorded in writing or otherwise,
that the intermediary shall, whether,
directly or indirectly lend or invest in
other persons or entities identified in any
manner whatsoever by or on behalf of the
Holding Company, or any such subsidiary
companies (‘the Ultimate Beneficiaries’)
or provide any guarantee, security or the
like on behalf the Ultimate Beneficiaries;
(b) The respective managements of the
Holding Company and its subsidiary
companies incorporated in India whose
financial statements have been audited
under the Act have represented to us
that, to the best of their knowledge and
belief, as disclosed in the note 61B to the
accompanying consolidated financial
statements, no funds have been received
by the Holding Company or its subsidiary
companies from any person or entity,
including foreign entities (‘the Funding
Parties’), with the understanding,
whether recorded in writing or otherwise,
that the Holding Company, or any such
subsidiary companies shall, whether
directly or indirectly, lend or invest in
other persons or entities identified
in any manner whatsoever by or on
behalf of the Funding Party (‘Ultimate
Beneficiaries’) or provide any guarantee,
security or the like on behalf of the
Ultimate Beneficiaries; and
(c) Based on such audit procedures performed
by us, as considered reasonable and
appropriate in the circumstances, nothing
has come to our notice that has caused
us to believe that the management
representations under sub-clauses (a)
and (b) above contain any material
misstatement.
v. The Holding Company and its subsidiary
companies have not declared or paid any
dividend during the year ended March 31,
2023; and
vi. Proviso to Rule 3(1) of the Companies
(Accounts) Rules, 2014 requires all companies
which use accounting software for maintaining
their books of account, to use such an
accounting software which has a feature of
audit trail, with eect from the financial year
beginning on 1 April 2023 and accordingly,
reporting under Rule 11(g) of Companies (Audit
and Auditors) Rules, 2014 (as amended) is not
applicable for the current financial year.
For Walker Chandiok & Co LLP
Chartered Accountants
Firm’s Registration No.: 001076N/N500013
Neeraj Goel
Partner
Membership Number: 099514
UDIN: 23099514BGSCPI2389
Place: Gurugram
Date: August 14, 2023
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150
SpiceJet Limited
ANNEXURE I TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE TO THE MEMBERS OF
SPICEJET LIMITED ON THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED
MARCH 31, 2023:
List of entities included in the Consolidated Financial Statements Subsidiary companies
1. SpiceJet Merchandise Private Limited;
2. SpiceJet Technic Private Limited;
3. SpiceJet Interactive Private Limited;
4. Spice Shuttle Private Limited;
5. Spice Club Private Limited;
6. Canvin Real Estate Private Limited;
7. SpiceXpress and Logistics Private Limited;
8. Spice Ground Handling Services Private Limited; and
9. SpiceTech System Private Limited.
ANNEXURE II TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE TO THE MEMBERS OF
SPICEJET LIMITED ON THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED
MARCH 31, 2023:
Referred to in paragraph 19 of the auditor’s report:
S
No
Name CIN Holding company/
subsidiary company
Clause number of the
CARO report which is
qualified or adverse
1 SpiceJet Limited L51909DL1984PLC288239 Holding Company Clause (v)
2 SpiceJet Limited L51909DL1984PLC288239 Holding Company Clause (vii) (a)
3 SpiceJet Limited L51909DL1984PLC288239 Holding Company Clause (ix) (a)
4 Canvin Real Estate Private Limited U70109DL2017PTC326068 Subsidiary Company Clause (vii) (a)
5 SpiceJet Merchandise Private Limited U52520DL2016PTC303136 Subsidiary Company Clause (vii) (a)
6 Spice Shuttle Private Limited U62100DL2019PTC356667 Subsidiary Company Clause (vii) (a)
7 SpiceTech System Private Limited U72900DL2020PTC373102 Subsidiary Company Clause (vii) (a)
8 SpiceJet Technic Private Limited U74999DL2016PTC306819 Subsidiary Company Clause (vii) (a)
9 SpiceXpress and Logistics Private
Limited
U63030DL2019PTC359462 Subsidiary Company Clause (vii) (a)
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151Annual Report 2022-23
ANNEXURE III
Independent Auditor’s Report on the internal
financial controls with reference to financial
statements under Clause (i) of Sub-section 3 of
Section 143 of the Companies Act, 2013 (‘the
Act’)
1. In conjunction with our audit of the consolidated financial
statements of SpiceJet Limited (‘the Holding Company’)
and its subsidiaries (the Holding Company and its
subsidiaries together referred to as ‘the Group’), as at
and for the year ended March 31, 2023, we have audited
the internal financial controls with reference to financial
statements of the Holding Company and its subsidiary
companies, which are companies covered under the Act,
as at that date.
Responsibilities of Management and Those
Charged with Governance for Internal Financial
Controls
2. The respective Board of Directors of the Holding
Company and its subsidiary companies, which are
companies covered under the Act, are responsible for
establishing and maintaining internal financial controls
based on the internal financial controls with reference
to the financial statements criteria established by
the respective companies considering the essential
components of internal control stated in the Guidance
Note on Audit of Internal Financial Controls over
Financial Reporting (the ‘Guidance Note’) issued by the
Institute of Chartered Accountants of India (‘ICAI’). These
responsibilities include the design, implementation and
maintenance of adequate internal financial controls that
were operating eectively for ensuring the orderly and
ecient conduct of the company’s business, including
adherence to the 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.
Auditor’s Responsibility for the Audit of the
Internal Financial Controls with Reference to
Financial Statements
3. Our responsibility is to express an opinion on the internal
financial controls with reference to financial statements
of the Holding Company and its subsidiary companies,
as aforesaid, based on our audit. We conducted our audit
in accordance with the Standards on Auditing issued by
the ICAI prescribed under Section 143(10) of the Act,
to the extent applicable to an audit of internal financial
controls with reference to financial statements, and the
Guidance Note issued by the ICAI. 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 financial statements
were established and maintained and if such controls
operated eectively in all material respects.
4. Our audit involves performing procedures to obtain
audit evidence about the adequacy of the internal
financial controls with reference to financial statements
and their operating eectiveness. Our audit of internal
financial controls with reference to financial statements
includes obtaining an understanding of such internal
financial controls, assessing the risk that a material
weakness exists, and testing and evaluating the design
and operating eectiveness 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 consolidated
financial statements, whether due to fraud or error.
5. We believe that the audit evidence we have obtained
is sucient and appropriate to provide a basis for our
qualified audit opinion on the internal financial controls
with reference to financial statements of the Holding
Company and its subsidiary companies as aforesaid.
Meaning of Internal Financial Controls with
Reference to Financial Statements
6. 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 consolidated 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 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 eect on
the consolidated financial statements.
Inherent Limitations of Internal Financial
Controls with Reference to Financial Statements
7. 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.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
152
SpiceJet Limited
Qualified opinion
8. According to the information and explanations given to us
and based on our audit, the following material weakness
has been identified in the operating eectiveness of
the Holding Company’s internal financial controls with
reference to financial statements as at March 31, 2023:
The Holding Company’s internal financial controls
over determination of interest on advances received
consequent to the Order dated July 31, 2023 issued by
Hon’ble High Court of Delhi as more fully explained in
Note 49 to the consolidated financial statements, were
not operating eectively, which could potentially lead
to material misstatement in respect to finance cost,
loss before tax and other financial liabilities and related
disclosures in the consolidated financial statements as at
and for the year ended March 31, 2023.
A ‘material weakness’ is a deficiency, or a combination of
deficiencies, in internal financial control with reference
to financial statements, such that there is a reasonable
possibility that a material misstatement of the Group’s
annual or interim consolidated financial statements will
not be prevented or detected on a timely basis.
9. In our opinion, the Holding Company and its subsidiary
companies, which are companies covered under the Act,
have in all material respects, adequate internal financial
controls with reference to financial statements as at
March 31, 2023, based on the internal financial controls
with reference to the financial statements criteria
established by the respective companies considering
the essential components of internal control stated in
the Guidance Note issued by the ICAI, and except for
the possible eects of the material weakness described
above on the achievement of the objectives of the
control criteria, the Group’s internal financial controls
with reference to financial statements were operating
eectively as at March 31, 2023.
10. We have considered the material weakness identified
and reported above in determining the nature, timing,
and extent of audit tests applied in our audit of the
consolidated financial statements of the Group as at
and for the year ended March 31, 2023, and the material
weakness has aected our opinion on the consolidated
financial statements of the Group and we have issued a
qualified opinion on the aforesaid consolidated financial
statements.
For Walker Chandiok & Co LLP
Chartered Accountants
Firm’s Registration No.: 001076N/N500013
Neeraj Goel
Partner
Membership Number: 099514
UDIN: 23099514BGSCPI2389
Place: Gurugram
Date: August 14, 2023
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
153Annual Report 2022-23
Consolidated Balance Sheet
as at March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Particulars Note
No.
As at
March 31, 2023
As at
March 31, 2022
ASSETS
Non-current assets
Property, plant and equipment 3 12,379.46 13,424.61
Capital work-in-progress 5A 204.07 63.42
Right of use assets 4 27,674.80 42,227.83
Intangible assets 5 10.26 39.82
Financial assets
(i) Investments 6 0.25 0.17
(ii) Other financial assets 7 4,977.06 9,783.10
Income-tax assets 8 1,399.27 952.24
Other non-current assets 9 9,649.78 7,393.09
Total non-current assets 56,294.95 73,884.28
Current assets
Inventories 10 1,628.30 1,508.72
Financial assets
(i) Investments 11 4.56 4.33
(ii) Trade receivables 12 1,597.78 2,532.79
(iii) Other receivables 13 9,454.82 9,888.85
(iv) Cash and cash equivalents 14 337.01 112.95
(v) Bank balances other than (iv) above 15 18.17 513.86
(vi) Other financial assets 16 3,467.82 2,705.41
Other current assets 17 4,902.32 4,394.37
Total current assets 21,410.78 21,661.28
Total assets 77,705.73 95,545.56
EQUITY AND LIABILITIES
Equity
Equity share capital 18 6,018.46 6,017.97
Other equity 19 (64,521.56) (49,418.65)
Equity attributable to owners of the Holding Company (58,503.10) (43,400.68)
Non-controlling interests (3.33) (1.90)
Total equity (58,506.43) (43,402.58)
Non-current liabilities
Financial liabilities
(i) Borrowings 20 4,659.89 3,128.81
(ii) Lease liabilities 21 28,440.69 43,325.65
(iii) Trade payables 22
Total outstanding dues of micro enterprises and small enterprises - -
Total outstanding dues of creditors other than micro enterprises and small enterprises 3,417.41 3,473.29
Provisions 23 1,504.91 2,775.55
Other non-current liabilities 24 101.53 118.58
Total non-current liabilities 38,124.43 52,821.88
Current liabilities
Financial liabilities
(i) Borrowings 25 7,197.77 7,664.95
(ii) Lease liabilities 26 33,191.95 29,202.83
(iii) Trade payables 27
Total outstanding dues of micro enterprises and small enterprises 491.09 542.60
Total outstanding dues of creditors other than micro enterprises and small enterprises 28,776.25 25,586.82
(iv) Other financial liabilities 28 1,773.24 943.47
Other current liabilities 29 22,449.94 18,222.87
Provisions 30 4,207.49 3,962.72
Total current liabilities 98,087.73 86,126.26
Total liabilities 136,212.16 138,948.14
Total equity and liabilities 77,705.73 95,545.56
Summary of significant accounting policies 2
The accompanying notes including summary of significant accounting policies and other explanatory information are an integral part of these
consolidated financial statements.
This is the consolidated balance sheet referred to in our report of even date.
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
ICAI Firm Registration No.: 001076N/N500013
Neeraj Goel Ajay Singh Chandan Sand Ashish Kumar
Partner Chairman & Managing Company Secretary Chief Financial Officer
Membership No: 099514 Director
Place: Gurugram Place: Gurugram Place: Gurugram Place: Gurugram
Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
154
SpiceJet Limited
Consolidated Statement of Profit and Loss
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Particulars Note
No.
Year ended
March 31, 2023
Year ended
March 31, 2022
Income
Revenue from operations 31 88,735.93 66,035.94
Other income 32 9,682.96 9,681.21
Total income 98,418.89 75,717.15
Expenses
Operating expenses 34A 73,537.91 57,671.36
Purchases of stock-in-trade 34B 997.28 943.97
Changes in inventories of stock-in-trade 34C (72.73) 64.33
Employee benefits expense 35 8,800.07 7,349.93
Sales and marketing expenses 36 2,279.84 1,219.46
Other expenses 37 6,429.17 5,339.68
Net foreign exchange loss (net) 39 6,823.62 2,621.83
Total expense 98,795.16 75,210.56
Earnings before interest, tax, depreciation and amortisation (EBITDA)
Depreciation and amortisation expense 40 (10,227.41) (12,933.36)
Finance income 33 551.81 588.27
Finance costs 38 (5,077.60) (4,829.61)
Loss before exceptional items (15,129.47) (16,668.11)
Exceptional items - (774.58)
Loss before tax (15,129.47) (17,442.69)
Tax expense - -
Loss for the year (15,129.47) (17,442.69)
Other comprehensive income
Items that will not be reclassified to statement of profit and loss:
Remeasurement (loss)/gain on defined benefit obligations (0.48) 32.56
Income tax impact - -
Other comprehensive income for the year (0.48) 32.56
Total comprehensive income for the year (15,129.95) (17,410.13)
Net loss for the year attributable to:
Owners of the Holding Company (15,127.65) (17,440.79)
Non-controlling interests (1.82) (1.90)
(15,129.47) (17,442.69)
Other comprehensive income for the year attributable to:
Owners of the Holding Company (0.48) 32.56
Non-controlling interests - -
(0.48) 32.56
Total comprehensive income for the year attributable to:
Owners of the Holding Company (15,128.13) (17,408.23)
Non-controlling interests (1.82) (1.90)
(15,129.95) (17,410.13)
Earnings per equity share 42
Basic (25.14) (29.01)
Diluted (25.14) (29.01)
Summary of significant accounting policies 2
The accompanying notes including summary of significant accounting policies and other explanatory information are an integral part of these
consolidated financial statements.
This is the consolidated statement of profit and loss referred to in our report of even date.
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
ICAI Firm Registration No.: 001076N/N500013
Neeraj Goel Ajay Singh Chandan Sand Ashish Kumar
Partner Chairman & Managing Company Secretary Chief Financial Officer
Membership No: 099514 Director
Place: Gurugram Place: Gurugram Place: Gurugram Place: Gurugram
Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
155Annual Report 2022-23
Consolidated Cash Flow Statement
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
Cash flows from operating activities
Loss before tax and exceptional items (15,129.47) (17,442.69)
Adjustments for:
Depreciation and amortisation expense 10,227.41 12,933.36
Impairment of trade receivables and other advances 111.25 58.27
Property, plant and equipment written o - 53.70
(Profit)/loss on sale of property, plant and equipment (net) (7.62) 6.13
Advances/other balances written o 794.67 128.52
Share based payment expense 25.34 41.40
Liabilities/provision no longer required written back (7,140.55) (1,538.64)
Gain on de-recognition of lease liabilities and right of use assets (2,423.31) -
Interest on lease liabilities 3,129.94 2,905.07
Finance cost - others 1,947.65 1,924.54
Interest income from financial assets measured at amortised cost (228.59) (253.37)
Net gain on financial assets measured at fair value through profit or loss (0.23) (0.17)
Interest income (323.22) (334.90)
Unrealised foreign exchange loss (net) 5,822.36 2,918.14
Operating (loss)/profit before working capital changes (3,194.37) 1,399.36
Movements in working capital:
Trade and other receivables (746.02) (829.82)
Inventories (119.58) 164.20
Other financial assets (81.07) 416.40
Other assets (3,662.11) (581.97)
Trade payables 6,238.00 6,453.34
Other financial liabilities 439.16 409.78
Other liabilities 3,599.67 1,940.51
Provisions (1,204.37) 1,313.02
Cash flows from operations 1,269.31 10,684.82
Income taxes paid (net of refunds) (447.03) (647.78)
Net cash flows from operating activities A 822.28 10,037.04
Cash flow from investing activities
Purchase of property, plant and equipment and capital work-in-progress
(including capital advances)
157.06 (371.80)
Proceeds from sale of property, plant and equipment 56.74 51.79
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
156
SpiceJet Limited
Consolidated Cash Flow Statement
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
(Purchase)/sale of investments (net) (0.08) 0.44
Movement in fixed deposits (net) 495.69 (489.53)
Movement in margin money (net) 4,484.59 (1,011.56)
Finance income received 302.68 330.62
Net cash flows from/(used in) investing activities B 5,496.68 (1,490.04)
Cash flow from financing activities
Proceeds from issue of equity shares on exercise of stock options 0.49 8.60
Proceeds from long-term borrowings 2,629.92 1,475.18
Repayment of long-term borrowings 624.37 -
Movement in short-term borrowings (net) (2,582.10) (1,708.23)
Repayment of lease liabilities (including interest of Rs. 3,129.94 million
(March 31, 2022: Rs. 2,905.07 million)
(6,277.06) (8,011.35)
Finance costs paid (497.01) (542.16)
Net cash used in financing activities C (6,101.39) (8,777.96)
Net increase/(decrease) in cash and cash equivalents (A+B+C) 217.57 (230.96)
Effects of exchange difference on cash and cash equivalents held in
foreign currency
6.49 13.00
Cash and cash equivalents at the beginning of the year 112.95 330.91
Cash and cash equivalents at the end of the year 337.0 1 112.95
Notes :
Components of cash and cash equivalents (refer note 14)
Balance with banks:
In current accounts 231.85 110.10
In fixed deposits 0.33 0.43
Cash on hand 104.83 2.42
337.01 112.95
The accompanying notes to the consolidated financial statements including summary of significant accounting policies and other explanatory
information are an integral part of these consolidated financial statements.
This is the consolidated statement ofcash flow referred to in our report of even date.
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
ICAI Firm Registration No.: 001076N/N500013
Neeraj Goel Ajay Singh Chandan Sand Ashish Kumar
Partner Chairman & Managing Company Secretary Chief Financial Officer
Membership No: 099514 Director
Place: Gurugram Place: Gurugram Place: Gurugram Place: Gurugram
Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
157Annual Report 2022-23
Consolidated Statement of Changes in Equity
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
a. Equity Share Capital:
Equity shares of Rs. 10 each issued, subscribed and fully paid Number Amount
As at April 01, 2021 600,936,903 6,009.37
Issued during the year pursuant to exercise of employee stock options 859,712 8.60
At March 31, 2022 601,796,615 6,017.97
Issued during the year pursuant to exercise of employee stock options 49,050 0.49
At March 31, 2023 601,845,665 6,018.46
b. Other equity
For the year ended March 31, 2023
Particulars Reserves and surplus Total other
equity
Securities
premium
Share options
outstanding account
Retained
earnings
As at April 01, 2022 10,134.09 40.20 (59,592.94) (49,418.65)
Loss for the year - - (15,127.65) (15,127.65)
Other comprehensive income for the year - - (0.48) (0.48)
Total comprehensive income for the year 10,134.09 40.20 (74,721.07) (64,546.78)
Transactions with owners in their capacity as owners:
Share based payment expense - 25.22 - 25.22
Transfer to securities premium on exercise of stock
options
6.45 (6.45) - -
As at March 31, 2023 10,140.54 58.97 (74,721.07) (64,521.56)
For the year ended March 31, 2022
Particulars Reserves and surplus Total other
equity
Securities
premium
Share options
outstanding account
Retained
earnings
As at April 01, 2021 10,054.58 78.31 (42,184.71) (32,051.82)
Loss for the year - - (17,440.79) (17,440.79)
Other comprehensive income for the year - - 32.56 32.56
Total comprehensive income for the year 10,054.58 78.31 (59,592.94) (49,460.05)
Transactions with owners in their capacity as owners:
Share based payment expense - 41.40 - 41.40
Transfer to securities premium on exercise of stock
options
79.51 (79.51) - -
As at March 31, 2022 10,134.09 40.20 (59,592.94) (49,418.65)
The accompanying notes including summary of significant accounting policies and other explanatory information are an integral part of these
consolidated financial statements.
This is the consolidated balance sheet referred to in our report of even date.
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
ICAI Firm Registration No.: 001076N/N500013
Neeraj Goel Ajay Singh Chandan Sand Ashish Kumar
Partner Chairman & Managing Company Secretary Chief Financial Officer
Membership No: 099514 Director
Place: Gurugram Place: Gurugram Place: Gurugram Place: Gurugram
Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial StatementsCorporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
158
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
1. Corporate information
The consolidated financial statements comprise of
financial statements of SpiceJet Limited (‘SpiceJet’
or ‘the Company’ or ‘the Holding Company’) and its
subsidiaries (collectively, ‘the Group’) for the year ended
March 31, 2023. The Holding Company was incorporated
on February 9, 1984, as a limited company under the
Companies Act and is listed on the BSE Limited (‘BSE’).
The registered oce of the Holding Company is located
at Indira Gandhi International Airport, Terminal 1D, New
Delhi – 110037.
The Group is engaged principally in the business
of providing air transport services for the carriage
of passengers and cargo and other allied activities.
Information on the Group’s structure is provided in Note
59. Information on other related party relationships of
the Group is provided in Note 53.
The consolidated financial statements were approved for
issue by the board of directors on August 14, 2023.
2. A. Summary of significant accounting policies
a) Basis of preparation of consolidated financial
statements
i. Statement of compliance
The consolidated financial statements
(‘financial statements’) of the Group
for the year ended March 31, 2023 have
been prepared in accordance with Indian
Accounting Standards (‘Ind AS’) as prescribed
under Section 133 of the Companies Act, 2013
(‘the Act’) read together with the Companies
(Indian Accounting Standards) Rules 2015, as
amended.
The consolidated financial statements are
presented in Indian Rupees (Rs.) (functional
and presentation currency of the Holding
Company) and all values are rounded o to
the nearest millions, except where otherwise
indicated.
ii. Historical cost convention
The consolidated financial statements have
been prepared on the historical cost basis,
except for certain financial assets and financial
liabilities that are measured at fair value or
amortised cost.
iii. Going concern assumption
The Group has incurred a net loss Rs. 15,129.95
million for year ended March 31, 2023, and
as of that date, the Group has negative
retained earnings of Rs. 74,721.07 million and
negative net worth (excluding non-controlling
interests) of Rs. 58,503.10 million. The negative
retained earnings have been primarily driven
by adjustments on account of implementation
of Ind AS 116 during financial year 2019-20,
adverse foreign exchange rates, fuel prices,
pricing pressures, other business factors and
the impact of Covid-19 in last few years, whose
eects have continued to have an impact on
the consolidated financial statements for the
year ended March 31, 2023.
On account of its operational and financial
position, and the impact of the Covid-19
pandemic in earlier periods, the Group
has deferred payments to various parties,
including lessors and other vendors and
its dues to statutory authorities. Where
determinable, the Group has accrued for
additional liabilities, if any, on such delays in
accordance with contractual terms/applicable
laws and regulations and based on necessary
estimates and assumptions. Additionally, the
Group has also accounted for liabilities arising
out of various litigation settlements. However,
it is not practically possible to determine the
amount of all such costs or any penalties or
other similar consequences resulting from
contractual or regulatory non-compliances.
The management is confident that they will
be able to negotiate settlements in order
to minimize/avoid any or further penalties.
Further, the Group continues to defend itself
in certain litigations at various Appellate/
Judicial levels including matters summarised
in Note 47 and 49.
The Group continues to implement various
measures such as return to service of its
grounded fleet, enhancing customer experience,
improving selling and distribution, revenue
management, fleet rationalization, optimizing
aircraft utilization, redeployment of capacity in
key focus markets, management and employee
compensation revision, renegotiation of
contracts and other costs control measures, to
help the Group establish consistent profitable
operations and cash flows in the future.
With increase in passenger operation and
yields, the Group has earned revenue from
passenger business of Rs. 77,859.31 million for
the year ended March 31, 2023 as compared to
Rs. 43,050.54 million for the year ended March
31, 2022. Till December 31, 2022, the Holding
Company had received funds aggregating to
Rs. 2,109.80 million under Emergency Credit
Line Guarantee Scheme (‘ECLGS’) scheme.
The Holding Company has further received
Rs. 913.20 million under ECLGS scheme during
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
159Annual Report 2022-23
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
the quarter ended March 31, 2023. Subsequent
to year-end, the Holding Company received
disbursement of additional funds aggregating
to Rs. 5,412.96 million as eligible under ECLGS
scheme and the Holding Company has also
initiated the process for issue of fresh equity
shares/equity warrants to the promoter group
for value aggregating to Rs. 5,000 million and
is further considering raising of fresh capital
through issue of eligible securities to qualified
institutional buyer, in accordance with applicable
law. The part of above proceeds will be used in
maintenance of its grounded fleet for getting
these aircrafts return to service which will lead
to additional revenue. Additionally, the Holding
Company is in process of seeking shareholder
approval to issue equity shares to one of the
large lessor against some of its outstanding
dues. Based on the foregoing and its eect on
business plans and cash flow projections, the
management is of the view that the Group will be
able to achieve profitable operations and raise
funds as necessary, in order to meet its liabilities
as they fall due. Accordingly, these consolidated
financial statements have been prepared on the
basis that the Group will continue as a going
concern for the foreseeable future. The auditors
have included ‘Material Uncertainty Related to
Going Concern’ paragraph in their audit report
in this regard.
iv. Critical accounting estimates and judgements
In preparing these consolidated financial
statements, the management has made
judgements, estimates and assumptions that
aect the application of accounting policies
and the reported amounts of assets, liabilities,
income and expenses. Actual results may
dier from these estimates.
Estimates and underlying assumptions are
reviewed on an ongoing basis. Revisions
to accounting estimates are recognised
prospectively.
Information about significant areas of
estimation/uncertainty and judgements in
applying accounting policies that have the
most significant eect on the consolidated
financial statements are as follows:
Note 2(A) (i)(iii)(a) and 44 – employee
benefits.
Note 2(A) (l)(ii) – estimates/judgement
required for leases.
Note 2(A) (d) and (e) – measurement of useful
life and residual values of property, plant and
equipment and useful life of intangible assets.
Note 2(A) (m) and (q) – estimation of provision
of maintenance.
Note 2(A) (r) – estimates/judgement required
in impairment assessment.
Note 2(A) (j) – judgement required to
determine probability of recognition of
deferred tax assets.
Note 2(A) (l)(i) – estimation of provision for
aircraft redelivery.
Note 2(A) (x) – judgment relation to contingent
liability.
Note 2(A) (v) – judgement required to
determine grant date fair value of employees
stock options.
b) Basis of consolidation
Subsidiaries are all entities over which the Group
has control. The Group controls an investee if and
only if the Group has:
•
Power over the investee (i.e., existing rights
that give it the current ability to direct the
relevant activities of the investee);
•
Exposure, or rights, to variable returns from its
involvement with the investee; and
•
The ability to use its power over the investee
to aect its returns.
Generally, there is a presumption that a
majority of voting rights result in control. To
support this presumption and when the Group
has less than a majority of the voting or similar
rights of an investee, the Group considers all
relevant facts and circumstances in assessing
whether it has power over an investee,
including:
•
The contractual arrangement with the other
voting right holders of the investee;
•
Rights arising from other contractual
arrangements;
•
The Group’s voting rights and potential voting
rights; or
•
The size of the Group’s holding of voting
rights relative to the size and dispersion of the
holdings of the other voting rights holders.
The Group re-assesses whether or not it controls
an investee if facts and circumstances indicate
that there are changes to one or more of the three
elements of control. Consolidation of a subsidiary
begins when the Group obtains control over the
subsidiary and ceases when the Group loses
control of the subsidiary. Assets, liabilities, income
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
160
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
and expenses of a subsidiary acquired or disposed
of during the year are included in the consolidated
financial statements from the date the Group gains
control until the date the Group ceases to control
the subsidiary.
Consolidated financial statements are
prepared using uniform accounting policies
for like transactions and other events in similar
circumstances. If an entity of the Group uses
accounting policies other than those adopted
in the consolidated financial statements for like
transactions and events in similar circumstances,
appropriate adjustments are made to that entity’s
financial statements in preparing the consolidated
financial statements to ensure conformity with the
Group’s accounting policies.
Consolidation procedures
i. Combine like items of assets, liabilities,
equity, income, expenses and cash flows
of the Holding Company’s with those of its
subsidiaries. For this purpose, income and
expenses of the subsidiary are based on the
amounts of the assets and liabilities recognised
in the consolidated financial statements at the
acquisition date.
ii. Oset (eliminate) the carrying amount of
the Holding Company’s investment in each
subsidiary and the Holding Company’s portion
of equity of each subsidiary.
iii. Eliminate in full intragroup assets and
liabilities, equity, income, expenses and cash
flows relating to transactions between entities
of the Group (profits or losses resulting from
intragroup transactions that are recognised
in assets, such as inventory and property,
plant and equipment, are eliminated in full)
including related tax impacts. Intragroup
losses may indicate an impairment that
requires recognition in the consolidated
financial statements.
The Group treats transactions with non-controlling
interests that do not result in a loss of control as
transactions with equity owners of the Group.
Such 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
dierence between the amount of the adjustment
to non-controlling interests and any consideration
paid or received is recognized within equity.
c) Current versus non-current classification
The Group presents assets and liabilities in the
balance sheet based on current/non-current
classification. An asset is treated as current when
it is:
•
Expected to be realised or consumed in
normal operating cycle;
•
Held primarily for the purpose of trading;
•
Expected to be realised within twelve months
after the reporting period; or
•
Cash or cash equivalent unless restricted from
being exchanged or used to settle a liability
for at least twelve months after the reporting
period.
All other assets are classified as non-current.
A liability is current when:
•
It is expected to be settled in normal operating
cycle;
•
It is held primarily for the purpose of trading;
•
It is due to be settled within twelve months
after the reporting period; or
•
There is no unconditional right to defer the
settlement of the liability for at least twelve
months after the reporting period.
The Group classifies all other liabilities as non-
current.
Deferred tax assets and liabilities are classified as
non-current assets and liabilities.
The identified operating cycle is twelve months.
d) Property, plant and equipment
Recognition and measurement
Property, plant and equipment are stated at cost
less accumulated depreciation and impairment
losses, if any. Cost comprises the purchase price
and any attributable cost of bringing the asset to
its working condition for its intended use. Any trade
discounts and rebates are deducted in arriving at
the purchase price.
The cost of property, plant and equipment not
ready for intended use before such date is disclosed
under capital work-in-progress.
For depreciation purposes, the Group identifies
and determines cost of asset significant to the total
cost of the asset having useful life that is materially
dierent from that of the life of the principal
asset and depreciates them separately based on
their specific useful lives. Likewise, when a major
inspection is performed, its cost is recognised in the
carrying amount of the plant and equipment as a
replacement if the recognition criteria are satisfied
and the same is depreciated based on their specific
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
161Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
useful lives. All other expenses on existing property,
plant and equipment, including day-to-day repair
and maintenance expenditure, are charged to the
statement of profit and loss for the period during
which such expenses are incurred.
The Group has opted to avail the exemption under
Ind AS 101 to continue the policy adopted for
accounting for exchange dierences arising from
translation of long-term foreign currency monetary
items recognised in consolidated financial
statements for the year ended immediately before
beginning of first Ind AS financial reporting period
as per Indian GAAP (i.e., till March 31, 2016).
Consequent to which exchange dierences arising
on long-term foreign currency monetary items
related to acquisition of certain Q400 aircrafts are
capitalized and depreciated over the remaining
useful life of the asset.
Depreciation
The Group, based on technical assessment and
management estimates, depreciates certain items
of property, plant and equipment over-estimated
useful lives which are dierent from the useful
life prescribed in Schedule II to the Act. The
management believes that these estimated useful
lives are realistic and reflect fair approximation of
the period over which the assets are likely to be
used.
The residual values, useful lives and methods of
depreciation of property, plant and equipment are
reviewed at each financial year end and adjusted
prospectively, if appropriate.
The Group has used the following rates to provide
depreciation on its property, plant and equipment.
Asset description Useful life estimated by
the management (years)
Plant and equipment 15
Rotable and tools 20
Oce equipment 5
Computers 3 – 6
Furniture and fixtures 10
Motor vehicles 8
Leasehold improvements Over the period of lease
Aircraft, engines and
landing gear (excluding
cost of major inspection)
8 – 20
Cost of major inspection Over the expected period
from current shop visit to
next shop visit
Derecognition
An item of property, plant and equipment and any
significant part initially recognised is derecognised
upon disposal or when no future economic benefits
are expected from its use or disposal. Gains or losses
arising from de-recognition of property, plant and
equipment are measured as the dierence between
the net disposal proceeds and the carrying amount
of the asset and are recognized in the statement of
profit and loss when the asset is derecognized.
e) Intangible assets
Recognition and measurement
Intangible assets (software) are stated at their cost
of acquisition. The cost comprises purchase price,
borrowing cost if capitalization criteria are met and
directly attributable cost of bringing the asset to its
working condition for the intended use.
Depreciation
Costs incurred towards purchase of computer
software are amortised using the straight-line method
over a period based on management’s estimate
of useful lives of such software being 2-6 years, or
over the license period of the software, whichever is
shorter.
De-recognition
Intangible asset is de-recognised upon disposal or
when no future economic benefits are expected
from its use or disposal. Any gain or loss arising
on de-recognition of the asset (calculated as the
dierence between the net disposal proceeds and
the carrying amount of the asset) is recognized in
the statement of profit and loss, when the asset is
derecognised.
f) Impairment of non-financial assets
The Group assesses at each reporting date whether
there is an indication that an asset may be impaired.
If any indication exists, the Group estimates the
asset’s recoverable amount. An asset’s recoverable
amount is the higher of an asset’s or cash-generating
units (‘CGU’) fair value less cost of disposal and its
value in use. The recoverable amount is determined
for an individual asset, unless the asset does not
generate cash inflows that are largely independent
of those from other assets. Where the carrying
amount of an asset or CGU exceeds its recoverable
amount, the asset is considered impaired and is
written down to its recoverable amount.
In assessing value in use, the estimated future cash
flows are discounted to their present value using a
pre-tax discount rate that reflects current market
assessments of the time value of money and the risks
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
162
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
specific to the asset. In determining fair value less
cost of disposal, recent market transactions are taken
into account, if available. If no such transactions can
be identified, an appropriate valuation model is used.
The Group bases its impairment calculation on
detailed budgets and forecast calculations which
are prepared separately for each of the cash-
generating units to which the individual assets are
allocated. These budgets and forecast calculations
are generally covering a period as relevant for asset
or CGU tested for impairment. To estimate cash flow
projections beyond periods covered by the most
recent budgets/forecasts, the Group extrapolates
cash flow projections in the budget using a growth
rate for subsequent years.
Impairment losses are recognized in the statement
of profit and loss. After impairment, depreciation/
amortization is provided on the revised carrying
amount of the asset over its remaining useful life.
An assessment is made at each reporting date as
to whether there is any indication that previously
recognized impairment losses may no longer exist
or may have decreased. If such indication exists,
the Group estimates the asset’s or cash-generating
unit’s recoverable amount. A previously recognized
impairment loss is reversed only if there has been
a change in the assumptions used to determine
the asset’s recoverable amount since the last
impairment loss was recognized. The reversal is
limited so that the carrying amount of the asset
does not exceed its recoverable amount, nor
exceed the carrying amount that would have been
determined, net of depreciation/amortization, had
no impairment loss been recognized for the asset
in prior years. Such reversal is recognized in the
statement of profit and loss.
g) Borrowing Costs
Borrowing costs directly attributable to the
acquisition, construction or production of an asset
that necessarily takes a substantial period of time to
get ready for its intended use or sale are capitalised
as part of the cost of the asset. All other borrowing
costs are expensed in the period in which they occur.
Borrowing costs consist of interest and other
costs that an entity incurs in connection with the
borrowing of funds. Borrowing cost also includes
exchange dierences to the extent regarded as an
adjustment to the borrowing costs.
h) Revenue from contracts with customers
Revenue from contracts with customers is
recognised when control of the goods or services
are transferred to the customer (point in time
recognition) at an amount that reflects the
consideration to which the Group expects to be
entitled in exchange for those goods or services.
The Group has generally concluded that it is the
principal in its revenue arrangements because it
typically controls the goods or services before
transferring them to the customer. The revenue is
recognized net of amounts collected on behalf of
third parties. No significant element of financing is
deemed present as the sales are either made with a
nil credit term or with a credit period of 0-90 days.
Rendering of services
Passenger revenues are recognised on flown basis
i.e., when the service is rendered and cargo revenue
is recognised when goods are transported i.e.
when the service is rendered. Amounts received in
advance towards travel bookings/reservations are
shown under other current liabilities as contract
liability. If the Group performs by transferring
services to a customer before the consideration is
due and billed, a contract asset is recognised for
the earned consideration.
When another party is involved in providing services
to its customer, the Group determines whether it
is a principal or an agent in these transactions by
evaluating the nature of its promise to the customer.
The Group is a principal and records revenue on
a gross basis if it controls the promised services
before providing them to the customer. However, if
the Group’s role is only to arrange for another entity
to provide the services, then the Group is an agent
and will need to record revenue at the net amount
that it retains for its agency services.
The Group recognizes an expected breakage
amount as revenue in proportion to the pattern of
rights exercised by the customer. Breakage revenue
represents the amount of unexercised rights of
customers which are non-refundable in nature.
The unutilized balances in unearned revenue is
recognized as income based on past statistics,
trends and management estimates, after
considering the Group’s refund policy.
Fees charged for cancellations or any changes to
flight tickets and towards special service requests
are recognized as revenue on rendering of related
services.
Government grants
Grants from the government are recognised where
there is a reasonable assurance that the grant will
be received and the Group will comply with all
attached conditions. The grant which is revenue in
nature is recognised as other operating revenue on
a systematic basis over the period for which such
grant is entitled.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
163Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Other revenues
Income in respect of hiring/renting out of space
in premises and equipment is recognised at rates
agreed with the customers, as and when related
services are rendered.
Tours and packages
Income and related expense from sale of tours
and packages are recognised upon services being
rendered and where applicable, are stated net of
discounts and applicable taxes. The income and
expense are stated on gross basis. The sale of
tours and packages not yet serviced is credited to
unearned revenue, i.e., ‘Contract liabilities’ disclosed
under other current liabilities.
Sale of food and beverages
Revenue from sale of food and beverages is
recognised when the goods are delivered or
served to the customer. Revenue from such sale
is measured at the consideration received or
receivable, net of returns and allowances, trade
discounts and volume rebates. Amounts received
in advance towards food and beverages are shown
under other current liabilities.
Sale of goods
Revenue from the sale of goods is recognised when
the significant risks and rewards of ownership of the
goods have passed to the buyer, usually on delivery
of the goods. Revenue from the sale of goods is
measured at the fair value of the consideration
received or receivable, net of returns, allowances
and discounts.
Training income
Revenue from training income is recognized
proportionately with the degree of completion of
services, based on management estimates of the
relative eorts as well as the period over which
related training activities are rendered.
Interest
Interest income is recorded using the eective
interest rate (‘EIR’). EIR is the rate that exactly
discounts the estimated future cash payments
or receipts over the expected life of the financial
instrument or a shorter period, where appropriate,
to the gross carrying amount of the financial asset.
Interest income is included in finance income in the
statement of profit and loss.
i) Employee benefits
i. Short-term employee benefits
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.
Accumulated leave, which is expected to be
utilized within the next 12 months, is treated
as short-term employee benefit. The Group
measures the expected cost of such absences
as the additional amount that it expects to pay
as a result of the unused entitlement that has
accumulated at the reporting date.
ii. Other long-term employee benefits
The Group also provides benefit of
compensated absences to its employees
which are in the nature of long-term employee
benefit plan. The Group measures the
expected cost of compensated absences
which are expected to be settled within 12
months as an additional amount that it expects
to pay as a result of the unused entitlement
that has accumulated at the reporting date.
Liability in respect of compensated absences
becoming due and expected to be carried
forward beyond twelve months are provided
for based on the actuarial valuation using the
projected unit credit method at the year-end.
Remeasurement gains/losses are immediately
taken to the statement of profit and loss and
are not deferred. The Group presents the
entire leave as a current liability in the balance
sheet, since it does not have an unconditional
right to defer its settlement for 12 months after
the reporting date.
iii. Post-employment benefits
The Group operates the following post-
employment schemes:
a. Defined benefit plans – gratuity
The Group has unfunded gratuity as defined
benefit plan where the amount that an
employee will receive on retirement is defined
by reference to the employee’s length of
service and final salary. The gratuity plan
provides a lump sum payment to vested
employees at retirement, death, incapacitation
or termination of employment, of an amount
based on the respective employee’s salary
and the tenure of employment. The Group’s
liability is actuarially determined (using the
Projected Unit Credit method) at the end of
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
164
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
each year. This is based on standard rates of
inflation, salary growth rate and mortality.
Discount factors are determined close to
each year-end by reference to market yields
on government bonds that have terms to
maturity approximating the terms of the
related liability. Service cost and net interest
expense on the Group’s defined benefit plan
is included in employee benefits expense.
Actuarial gains/losses resulting from
re-measurements of the defined
benefit obligation are included in other
comprehensive income.
b. Defined contribution plan – provident fund
Contribution towards provident fund is
made to the regulatory authorities, where
the Group has no further obligations. The
Group recognizes contribution paid as an
expense, when an employee renders the
related service.
j) Taxes
Current income tax
Current income tax assets and liabilities are
measured at the amount expected to be recovered
from or paid to the taxation authorities. The tax
rates and tax laws used to compute the amount are
those that are enacted or substantively enacted, at
the reporting date.
Current income tax relating to items recognised
outside profit or loss is recognised outside profit
or loss (either in other comprehensive income or
in equity). Management periodically evaluates
positions taken in the tax returns with respect to
situations in which applicable tax regulations are
subject to interpretation and establishes provisions
where appropriate.
Current tax assets and tax liabilities are oset
where the entity has a legally enforceable right
to oset and intends either to settle on a net
basis, or to realise the asset and settle the liability
simultaneously.
Deferred tax
Deferred tax is recognised on temporary dierences
between the carrying amounts of assets and
liabilities in the consolidated financial statements
and the corresponding tax bases used in the
computation of taxable profit.
Deferred tax assets are generally recognised for
all deductible temporary dierences to the extent
that it is probable that taxable profits will be
available against which those deductible temporary
dierences can be utilised. Such deferred tax assets
and liabilities are not recognised if the temporary
dierence arises from the initial recognition (other
than in a business combination) of assets and
liabilities in a transaction that aects neither the
taxable profit nor the accounting profit.
Deferred tax asset is recognised for the carry
forward of unused tax losses and unused tax credits
to the extent that it is probable that future taxable
profit will be available against which the unused tax
losses and unused tax credits can be utilised.
The carrying amount of deferred tax assets is
reviewed at the end of each reporting period and
reduced to the extent that it is no longer probable
that sucient taxable profits will be available to
allow all or part of the asset to be recovered.
Deferred tax assets and liabilities are measured at the
tax rates that are expected to apply in the year when
the asset is realised or the liability is settled, based on
tax rates (and tax laws) that have been enacted or
substantively enacted at the reporting date. Deferred
tax relating to items recognised outside profit or loss
is recognised outside profit or loss (either in other
comprehensive income or in equity).
Deferred tax assets and deferred tax liabilities are
oset if a legally enforceable right exists to set o
current tax assets against current tax liabilities and
the deferred taxes relate to the same taxable entity
and the same taxation authority.
k) Earnings per share
Basic earnings per share are calculated by dividing
the net profit or loss for the year attributable to
equity shareholders by the weighted average number
of equity shares outstanding during the year.
For the purpose of calculating diluted earnings per
share, the net profit or loss for the year attributable
to equity shareholders and the weighted average
number of shares outstanding during the year are
adjusted for the eects of all dilutive potential
equity shares.
l) Leases
The Group’s lease asset classes primarily consist of
leases for aircrafts, aircraft components (including
engines) and buildings. The Group assesses
at contract inception whether a contract is, or
contains, a lease. That is, if the contract conveys the
right to control the use of an identified asset for a
period of time in exchange for consideration.
Group as a lessee
The Group applies a single recognition and
measurement approach for all leases, except for
short-term leases and leases of low-value assets.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
165Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
The Group recognises lease liabilities to make lease
payments and right-of-use assets representing the
right to use the underlying assets.
i) Right of use assets
At the commencement date, the right of use
assets are measured at cost. The cost includes
an amount equal to the lease liabilities
plus any lease payments made before the
commencement date and any initial direct
costs, less any incentives received from
equipment manufacturer in terms of the same
lease. An estimate of costs to be incurred in
respect of redelivery obligation, in accordance
with the terms of the lease, is also included
in the right of use assets at commencement
date.
After the commencement date, the right of
use assets are measured in accordance with
the accounting policy for property, plant
and equipment i.e. right-of-use assets are
measured at cost, less any accumulated
depreciation and impairment losses, and
adjusted for any remeasurement of lease
liabilities. Right-of-use assets are depreciated
on a straight-line basis over the shorter of the
lease term and the estimated useful lives of
the assets, as follows:
Aircrafts – 1 to 12 years
Aircraft components – 1 to 10 years
Buildings – 2 to 10 years
If ownership of the leased asset transfers to
the Group at the end of the lease term or the
cost reflects the exercise of a purchase option,
depreciation is calculated using the estimated
useful life of the asset.
The right-of-use assets are also subject to
impairment. Refer to the accounting policy in
point (e)above on impairment of non-financial
assets.
ii) Lease liabilities
At the commencement date of the lease, the
Group recognises lease liabilities measured
at the present value of lease payments to
be made over the lease term. The lease
payments include fixed payments (including
in substance fixed payments) less any lease
incentives receivable, plus variable lease
payments that depend on an index or a rate,
and amounts expected to be paid under
residual value guarantees. The lease payments
also include the exercise price of a purchase
option reasonably certain to be exercised
by the Group and payments of penalties for
terminating the lease, if the lease term reflects
the Group exercising the option to terminate.
Variable lease payments that do not depend
on an index or a rate are recognised as
expenses in the period in which the event or
condition that triggers the payment occurs.
In calculating the present value of lease
payments, the Group uses its incremental
borrowing rate at the lease commencement
date because the interest rate implicit in the
lease is not readily determinable. After the
commencement date, the amount of lease
liabilities is increased to reflect the accretion
of interest and reduced for the lease payments
made. In addition, the carrying amount of
lease liabilities is remeasured if there is a
modification, a change in the lease term, a
change in the lease payments (e.g., changes
to future payments resulting from a change in
an index or rate used to determine such lease
payments) or a change in the assessment of
an option to purchase the underlying asset.
iii) Lease term
At the commencement date, the Group
determines the lease term which represents
non-cancellable period of initial lease for which
the asset is expected to be used, together with
the periods covered by an option to extend or
terminate the lease, if the Group is reasonably
certain at the commencement date to exercise
the extension or termination option.
iv) Sale and leaseback transactions
Where sale proceeds received are judged
to reflect the aircraft’s fair value, any gain or
loss arising on disposal is recognised in the
income statement, to the extent that it relates
to the rights that have been transferred. Gains
and losses that relate to the rights that have
been retained are included in the carrying
amount of the right of use assets recognised
at commencement of the lease. Where sale
proceeds received are not at the aircraft’s fair
value, any below market terms are recognised
as a prepayment of lease payments, and above
market terms are recognised as additional
financing provided by the lessor.
v) Short-term leases and leases of low-value
assets
The Group applies the short-term lease
recognition exemption to its short-term leases
of building and equipment (i.e., those leases
that have a lease term of 12 months or less from
the commencement date and do not contain
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
166
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
a purchase option). It also applies the lease
of low-value assets recognition exemption to
leases of oce equipment that are considered
to be low value. Lease payments on short-
term leases and leases of low-value assets are
recognised as expense on a straight-line basis
over the lease term or another systematic
basis which is more representative of the
pattern of use of underlying asset.
Group as a lessor
Leases in which the Group does not transfer
substantially all the risks and rewards incidental to
ownership of an asset are classified as operating
leases. Rental income arising is accounted for on
a straight-line basis over the lease terms. Initial
direct costs incurred in negotiating and arranging
an operating lease are added to the carrying
amount of the leased asset and recognised over
the lease term on the same basis as rental income.
Contingent rents are recognised as revenue in the
period in which they are earned.
m) Supplementary rentals and aircraft repair and
maintenance
i) Supplementary rentals
The Group accrues monthly expenses in the
form of supplementary rentals which are
based on aircraft utilisation that is calculated
with reference to the number of hours or
cycles operated during each month. Accrual
of supplementary rentals are made for heavy
maintenance visits, engine overhaul and
landing gear overhaul for aircraft taken on
lease.
ii) Aircraft repair and maintenance
Aircraft repairs and maintenance includes
additional accrual, beyond supplementary
rentals, for the estimated future costs of
engine maintenance checks. These accruals
are based on past trends for costs incurred
on such events, future expected utilization of
engine, condition of the engine and expected
maintenance interval and are recorded over
the period of the next expected maintenance
visit.
Aircraft maintenance covered by third party
maintenance agreements, wherein the cost
is charged to the consolidated statement of
profit and loss at a contractual rate per hour in
accordance with the terms of the agreements. The
Group recognises aircraft repair and maintenance
cost (other than major inspection costs) in the
consolidated statement of profit and loss on
incurred basis.
n) Cash and cash equivalents
Cash and cash equivalent in the balance sheet
comprise cash on hand and at banks and short-
term deposits with an original maturity of three
months or less, which are subject to an insignificant
risk of changes in value.
For the purpose of statement of cash flow, cash and
cash equivalents consist of cash and short-term
deposits, as defined above, net of outstanding bank
overdrafts as they are considered an integral part of
the Group’s cash management.
o) Foreign currency transactions
The consolidated financial statements of the Group
is presented in Indian Rupees (Rs.) which is also
the Holding Company’s functional and presentation
currency.
Initial recognition
Transactions in foreign currencies entered into by
the Group are accounted at the exchange rates
prevailing on the date of the transaction or at the
average rates that closely approximate the rate at
the date of the transaction.
Conversion
Foreign currency monetary items are translated
using the exchange rate prevailing at the reporting
date. Non-monetary items which are measured in
terms of historical cost denominated in a foreign
currency are translated using the exchange rate
at the date of the transaction; and non-monetary
items which are carried at fair value denominated
in a foreign currency are translated using the
exchange rates that existed when the values were
determined.
Exchange dierences
Exchange dierences arising on settlement or
translation of monetary items are recognised in
statement of profit and loss except to the extent
it is treated as an adjustment to borrowing costs.
p) Fair value measurement
Fair value is the price that would be received to sell
an asset or paid to transfer a liability in an orderly
transaction between market participants at the
measurement date. The fair value measurement is
based on the presumption that the transaction to sell
the asset or transfer the liability takes place either:
•
In the principal market for the asset or liability;
or
•
In the absence of a principal market, in the
most advantageous market for the asset or
liability.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
167Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
The fair value of an asset or a liability is measured
using the assumptions that market participants
would use when pricing the asset or liability,
assuming that market participants act in their best
economic interest.
A fair value measurement of a non-financial asset
considers a market participant’s ability to generate
economic benefits by using the asset in its highest
and best use or by selling it to another market
participant that would use the asset in its highest
and best use.
The Group uses valuation techniques that are
appropriate in the circumstances and for which
sucient data are available to measure fair value,
maximising the use of relevant observable inputs
and minimising the use of unobservable inputs.
All assets and liabilities for which fair value is
measured or disclosed in the consolidated financial
statements are categorised within the fair value
hierarchy, described as follows, based on the
lowest level input that is significant to the fair value
measurement as a whole:
•
Level 1 — Quoted (unadjusted) market prices in
active markets for identical assets or liabilities
•
Level 2 — Valuation techniques for which the
lowest level input that is significant to the fair
value measurement is directly or indirectly
observable
•
Level 3 — Valuation techniques for which the
lowest level input that is significant to the fair
value measurement is unobservable
For assets and liabilities that are recognised in the
consolidated financial statements on a recurring
basis, the Group determines whether transfers
have occurred between levels in the hierarchy by
re-assessing categorisation (based on the lowest
level input that is significant to the fair value
measurement as a whole) at the end of each
reporting period.
Involvement of external valuers is decided upon
annually by the Group. At each reporting date,
the Group analyses the movements in the values
of assets and liabilities which are required to be
remeasured or re-assessed as per the accounting
policies. For this analysis, the Group verifies the major
inputs applied in the latest valuation by agreeing
the information in the valuation computation to
contracts and other relevant documents.
For the purpose of fair value disclosures, the Group
has determined classes of assets and liabilities on
the basis of the nature, characteristics and risks of
the asset or liability and the level of the fair value
hierarchy as explained above.
q) Provisions
Provisions are recognised when the Group has
a present obligation (legal or constructive) as a
result of a past event, it is probable that an outflow
of resources embodying economic benefits will
be required to settle the obligation and a reliable
estimate can be made of the amount of the
obligation.
If the eect of the time value of money is material,
provisions are discounted using a current pre-
tax rate that reflects, when appropriate, the risks
specific to the liability. These estimates are reviewed
at each reporting date and adjusted to reflect the
current best estimates. The expense relating to a
provision is recognised in the statement of profit
and loss.
r) Financial instruments
A financial instrument is any contract that gives
rise to a financial asset of one entity and a financial
liability or equity instrument of another entity.
Financial assets
Initial recognition and measurement
All financial assets are recognised initially at fair
value plus transaction costs that are attributable
to the acquisition of the financial asset. Transaction
costs directly attributable to the acquisition of
financial assets or financial liabilities at fair value
through profit or loss are recognised immediately
in profit or loss.
Subsequent measurement
For purposes of subsequent measurement, financial
assets are classified in four categories:
•
Debt instruments at amortised cost;
•
Debt instruments at fair value through other
comprehensive income (‘FVTOCI’);
•
Debt instruments and derivatives at fair value
through profit or loss (‘FVTPL’); or
•
Equity instruments at fair value through profit
or loss (‘FVTPL’) or at fair value through other
comprehensive income (‘FVTOCI’)
Debt instruments at amortised cost
A ‘debt instrument’ is measured at the amortised
cost if both the following conditions are met:
a. The asset is held within a business model whose
objective is to hold assets for collecting contractual
cash flows; and
b. Contractual terms of the asset give rise on
specified dates to cash flows that are solely
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
168
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
payments of principal and interest (‘SPPI’) on the
principal amount outstanding.
This category is the most relevant to the Group.
After initial measurement, such financial assets
are subsequently measured at amortised cost
using the eective interest rate (‘EIR’) method.
Amortised cost is calculated by taking into account
any discount or premium on acquisition and fees
or costs that are an integral part of the EIR. The
EIR amortisation is included in finance income in
the statement of profit and loss. The losses arising
from impairment are recognised in the statement of
profit and loss.
Debt instrument at FVTOCI
A ‘debt instrument’ is classified as at the FVTOCI if
both of the following criteria are met:
a. The objective of the business model is achieved
both by collecting contractual cash flows and
selling the financial assets; and
b. The asset’s contractual cash flows represent SPPI.
Debt instruments included within the FVTOCI
category are measured initially as well as at each
reporting date at fair value. Fair value movements
are recognized in the other comprehensive income
(‘OCI’). However, the Group recognizes interest
income, impairment losses and reversals and foreign
exchange gain or loss in the statement of profit and
loss. On derecognition of the asset, cumulative gain
or loss previously recognised in OCI is reclassified
to statement of profit and loss. The Group does not
have any debt instrument as at FVTOCI.
Debt instrument at FVTPL
FVTPL is a residual category for debt instruments.
Any debt instrument, which does not meet the
criteria for categorization as at amortized cost or
as FVTOCI, is classified as at FVTPL.
In addition, the Group may elect to designate a
debt instrument, which otherwise meets amortized
cost or FVTOCI criteria, as at FVTPL. However,
such election is allowed only if doing so reduces
or eliminates a measurement or recognition
inconsistency (referred to as ‘accounting
mismatch’). The Group has not designated any
debt instrument as at FVTPL.
Debt instruments included within the FVTPL
category are measured at fair value with all changes
recognized in the statement of profit and loss. The
Group does not have any debt instrument at FVTPL.
Equity investments
All equity investments in scope of Ind AS 109 are
measured at fair value. Equity instruments which
are held for trading are classified as at FVTPL. For
all other equity instruments, the Group decides to
classify the same either as at FVTOCI or FVTPL.
The Group makes such election on an instrument-
by-instrument basis. The classification is made on
initial recognition and is irrevocable.
If the Group decides to classify an equity instrument
as at FVTOCI, then all fair value changes on the
instrument, excluding dividends, are recognized in
the OCI. There is no recycling of the amounts from
OCI to statement of profit and loss, even on sale of
investment. However, the Group may transfer the
cumulative gain or loss within equity.
Equity instruments included within the FVTPL
category are measured at fair value with all changes
recognized in the statement of profit and loss.
The Group has classified its investments in mutual
funds as investments at FVTPL and investments in
unquoted equity instruments as investments in OCI.
Derecognition
The Group derecognises a financial asset when the
contractual rights to the cash flows from the asset
expire, or when it transfers the financial asset and
substantially all the risks and rewards of ownership
of the asset to another party. If the Group neither
transfers nor retains substantially all the risks and
rewards of ownership and continues to control the
transferred asset, the Group recognises its retained
interest in the asset and an associated liability for
amounts it may have to pay. If the Group retains
substantially all the risks and rewards of ownership
of a transferred financial asset, the Group continues
to recognise the financial asset and also recognises
a collateralised borrowing for the proceeds received.
On de-recognition of a financial asset in its entirety,
the dierence between the asset’s carrying amount
and the sum of the consideration received and
receivable is recognised in the statement of profit
and loss.
Impairment of financial assets
The Group applies expected credit loss model for
recognising impairment loss on financial assets
measured at amortised cost.
The Group follows ‘simplified approach’ for
recognition of impairment loss allowance on trade
receivables. The application of simplified approach
does not require the Group to track changes in
credit risk rather, it recognises impairment loss
allowance based on lifetime expected credit loss
(‘ECL’) at each reporting date, right from its initial
recognition.
For recognition of impairment loss on other
financial assets, the Group determines that whether
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
169Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
there has been a significant increase in the credit
risk since initial recognition. If credit risk has not
increased significantly, 12-month ECL is used to
provide for impairment loss. However, if credit risk
has increased significantly, lifetime ECL is used.
If, in a subsequent period, credit quality of the
instrument improves such that there is no longer
a significant increase in credit risk since initial
recognition, then the entity reverts to recognising
impairment loss allowance based on 12-month ECL.
Lifetime ECL are the expected credit losses resulting
from all possible default events over the expected
life of a financial instrument. The 12-month ECL is
a portion of the lifetime ECL which results from
default events that are possible within 12 months
after the reporting date.
As a practical expedient, the Group uses a provision
matrix to determine impairment loss allowance on
portfolio of its trade receivables. The provision
matrix is based on its historically observed default
rates over the expected life of the trade receivables
and is adjusted for forward-looking estimates. At
every reporting date, the historical observed default
rates are updated and changes in the forward-
looking estimates are analysed.
Impairment loss allowance (or reversal) for the year
is recognized in the statement of profit and loss.
Financial liabilities
Initial recognition and measurement
All financial liabilities are recognised initially at
fair value and, in the case of financial liabilities
at amortized cost, net of directly attributable
transaction costs.
Subsequent measurement
All financial liabilities except derivatives are
subsequently measured at amortised cost using the
eective interest rate method.
The eective interest method is a method of
calculating the amortised cost of a financial liability
and of allocating interest expense over the relevant
period. The eective interest rate is the rate that
exactly discounts estimated future cash payments
(including all fees and points paid or received that
form an integral part of the eective interest rate,
transaction costs and other premiums or discounts)
through the expected life of the financial liability,
or (where appropriate) a shorter period, to the net
carrying amount on initial recognition.
Derecognition
A financial liability is derecognised when the
obligation under the liability is discharged or
cancelled or expires. When an existing financial
liability is replaced by another from the same
lender on substantially dierent 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 dierence in the
respective carrying amounts is recognised in the
statement of profit and loss.
Osetting of financial instruments
Financial assets and financial liabilities are oset
and the net amount is reported in the balance sheet
if there is a currently enforceable legal right to oset
the recognised amounts and there is an intention to
settle on a net basis, to realise the assets and settle
the liabilities simultaneously.
s) Inventories
Inventories comprising expendable aircraft spares,
miscellaneous stores and in-flight inventories are
valued at cost or net realizable value, whichever is
lower after providing for obsolescence and other
losses, where considered necessary. Cost includes
cost of purchase and other costs incurred in
bringing the inventories to their present location
and condition and is determined on a weighted
average basis. Net realisable value is the estimated
selling price in the ordinary course of business,
less the estimated costs of completion and the
estimated costs necessary to make the sale.
t) Manufacturers’ incentives
Cash incentives
The Group receives incentives from original equipment
manufacturers (‘OEMs’) of aircraft components in
connection with acquisition of aircraft and engines. In
case of owned aircraft, incentives are recorded as a
reduction to the cost of related aircraft and engines.
In case of aircraft and engines held under leases, the
incentives are recorded as reduction to the carrying
amount of right to use assets at the commencement
of lease of the respective aircraft.
The Group also receives non-refundable milestone
incentives from the engine manufacturer on
achievement of certain milestones relating to
acquisition and delivery of aircraft. These milestone
incentives are recorded as reduction to the carrying
value of aircraft and engines in case of owned
aircraft and engines. In case of aircraft and engines
held under leases, the incentives are recorded
as reduction to the carrying amount of right to
use assets at the commencement of lease of the
respective aircraft and engine.
Where the aircraft is held under finance lease as
per erstwhile Ind AS, the milestone incentives are
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
170
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
deferred and recognised under the head ‘Other
operating revenue’ in the statement of profit and
loss, on a straight line basis over the remaining
initial lease period of the respective aircraft for
which the aircraft is expected to be used. In case of
prepayment of finance lease obligations for aircraft
taken on finance lease and consequently taking
the ownership of the aircraft, before the expiry of
the lease term, the unamortised balance of such
deferred incentive is recorded as a reduction to the
carrying value of the aircraft.
Non-cash incentives
Non-cash incentives relating to aircraft are
recorded as and when due to the Group by
setting up a deferred asset and a corresponding
deferred incentive. These incentives are recorded
as a reduction to the cost of related aircraft and
engines in case of owned aircraft. In case of aircraft
held under leases, the incentives are recorded
as reduction to the carrying amount of right to
use assets at the commencement of lease of the
respective aircraft. The deferred asset explained
above is reduced on the basis of utilization against
purchase of goods and services.
u) Commission to agents
Commission expense is recognized as an expense
coinciding with the recognition of related revenues
considering various estimates including applicable
commission slabs, performance of individual agents
with respect to their targets etc.
v) Share-based payment expense
Employees (including senior executives) of the
Group receive remuneration in the form of share-
based payment transactions, whereby employees
render services as consideration for equity
instruments (equity-settled transactions). The cost
of equity-settled transactions is determined by the
fair value, of at the date when the grant is made
using an appropriate valuation model.
That cost is recognised as employee benefits
expense, together with a corresponding increase in
stock options outstanding account in equity over
the period in which the performance and/or service
conditions are fulfilled. The cumulative expense
recognised for equity-settled transactions at each
reporting date until the vesting date reflects the
extent to which the vesting period has expired
and the best estimate of the number of equity
instruments that will ultimately vest. The statement
of profit and loss expense (or reversal) for a period
represents the movement in cumulative expense
recognised as at the beginning and end of that
period and is recognised in employee benefits
expense.
When the terms of an equity-settled award are
modified, the minimum expense recognised is the
expense had the terms had not been modified, if the
original terms of the award are met. An additional
expense is recognised for any modification that
increases the total fair value of equity-settled
transaction, or is otherwise beneficial to the
employee as measured at the date of modification.
Where an award is cancelled by the entity or by
the counterparty, any remaining element of the
fair value of the award is expensed immediately
through statement of profit and loss.
w) Segment reporting
Operating segments are reported in a manner
consistent with the internal reporting provided
to the chief operating decision maker. The chief
operating decision maker is considered to be the
Board of Directors who makes strategic decisions
and is responsible for allocating resources and
assessing performance of the operating segments.
x) Contingent liabilities and contingent assets
A contingent liability is a possible obligation that
arises from past events whose existence will be
confirmed by the occurrence or non-occurrence
of one or more uncertain future events beyond
the control of Group or present obligation that is
not recognized because it is not probable that an
outflow of resources will be required to settle the
obligation. A contingent liability also arises in cases
where there is a liability that cannot be recognized
because it cannot be measured reliably. The Group
does not recognise a contingent liability but
discloses its existence in the consolidated financial
statements.
Contingent assets are disclosed only when inflow
of economic benefits therefrom is probable and
recognize only when realization of income is
virtually certain.
y) Measurement of earnings before interest, tax,
depreciation and amortization (‘EBITDA’)
The Group has elected to present EBITDA as a
separate line item on the face of the statement of
profit and loss. In its measurement, the Group does
not include depreciation and amortization, finance
income, finance costs and tax expense.
B. Recent accounting pronouncement
Amendment to Ind AS 1, Presentation of Financial
Statements
The Ministry of Corporate Aairs (“MCA”) vide
notification dated March 31, 2023, has issued an
amendment to Ind AS 1 which requires entities
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
171Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
that are subject to measurement uncertainty and
measurement techniques and inputs are used to
develop an accounting estimate. Measurement
techniques include estimation techniques and
valuation techniques. The Group is evaluating the
requirement of the said amendment and its impact
on these consolidated financial statements.
Amendment to Ind AS 12, Income Taxes
The Ministry of Corporate Aairs (“MCA”) vide
notification dated March 31, 2023, has issued an
amendment to Ind AS 12, which requires entities
to recognise deferred tax on transactions that, on
initial recognition, give rise to equal amounts of
taxable and deductible temporary dierences. This
will typically apply to transactions such as leases
of lessees and decommissioning obligations and
will require recognition of additional deferred tax
assets and liabilities. The Group is evaluating the
requirement of the said amendment and its impact
on these consolidated financial statements.
to disclose material accounting policies instead
of significant accounting policies. Accounting
policy information considered together with other
information, is material when it can reasonably
be expected to influence decisions of primary
users of general purpose financial statements. The
amendment also clarifies that immaterial accounting
policy information does not need to disclose. If it is
disclosed, it should not obscure material accounting
information. The Group is evaluating the requirement
of the said amendment and its impact on these
consolidated financial statements.
Amendment to Ind AS 8, Accounting Policies,
Change in Accounting Estimates and Errors
The Ministry of Corporate Aairs (“MCA”) vide
notification dated March 31, 2023, has issued
an amendment to Ind AS 8 which specifies an
updated definition of an ‘accounting estimate’.
As per the amendment, accounting estimates are
monetary amounts in the financial statements
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
172
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
3. Property plant & equipment (PPE)
Particulars Plant and
equipment**
Rotable
and tools**
Oce
equipment
Computers Furniture
and fixtures
Motor
vehicles**
Leasehold
improvements
Aircraft Freehold
land
Total
Gross block
As at April 01, 2021 1,409.26 3,753.59 255.03 450.87 42.18 861.00 107.81 17,511.99 391.37 24,783.10
Additions
#
0.86 132.59 23.61 20.46 4.28 0.01 13.04 170.06 - 364.91
Disposals 37.31 69.14 0.85 2.81 2.02 86.93 - 61.30 - 260.36
Exchange dierences* - - - - - - - 216.44 - 216.44
As at March 31, 2022 1,372.81 3,817.04 277.79 468.52 44.44 774.08 120.85 17,837.19 391.37 25,104.09
Additions
#
0.82 179.66 7.77 9.08 3.01 0.47 4.86 - - 205.69
Disposals 81.15 0.46 5.72 0.83 3.23 92.93 1.25 - - 185.57
Exchange dierences* - - - - - - - 539.43 - 539.43
As at March 31, 2023 1,292.48 3,996.24 279.84 476.77 44.22 681.62 124.46 18,376.62 391.37 25,663.64
Accumulated depreciation
At April 1, 2021 362.24 969.16 136.47 310.76 31.68 434.25 71.46 7,674.94 - 9,990.96
Depreciation charge for the
year
99.27 247.08 41.59 79.15 3.33 91.93 19.54 1,002.15 - 1,584.04
Disposals 16.55 15.44 0.69 2.79 1.44 50.55 - 61.30 - 148.76
Exchange dierences* - - - - - - - 253.24 - 253.24
As at March 31, 2022 444.96 1,200.80 177.37 387.12 33.57 475.63 91.00 8,869.03 - 11,679.48
Depreciation charge for the
year
95.11 256.55 40.47 53.18 2.95 67.7 7 19.28 1,056.65 - 1,591.96
Disposals 39.07 0.38 2.47 0.65 0.56 92.93 0.41 - - 136.47
Exchange dierences* - - - - - - - 149.21 - 149.21
As at March 31, 2023 501.00 1,456.97 215.37 439.65 35.96 450.47 109.87 10,074.89 - 13,284.18
Net Block
As at March 31, 2022 927.85 2,616.24 100.42 81.40 10.87 298.45 29.85 8,968.16 391.37 13,424.61
As at March 31, 2023
791.48 2,539.27 64.47 37.12 8.26 231.15 14.59 8,301.73 391.37 12,379.46
* Represents foreign exchange loss capitalised during the year and depreciation thereon. Refer note 2A(o) for details.
#
Additions to aircraft comprise of capitalisation of overhaul cost of Rs. Nil for the year ended March 31, 2023 and Rs. 170.06 million for the year ended
March 31, 2022.
**Rotables and tools, ground support equipment and motor vehicles are subject to a first charge to secure the facilities provided by Indian Bank.
^ Refer note 20 for details of mortgage related to property, plant and equipment on various borrowings and refer note 46 for contractual commitments
for the acquisition of property, plant and equipment.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
173Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
4. Right of use assets
Particulars Aircraft Aircraft
components
Buildings Total
Gross block
As at April 1, 2021 75,466.27 4,473.95 1,181.78 81,122.00
Additions 1,089.10 - 27.96 1,117.06
Deletions/modifications 5,413.63 11.76 515.41 5,940.80
Balance as at March 31, 2022 71,141.74 4,462.19 694.33 76,298.26
Additions 2,169.34 - - 2,169.34
Deletions/modifications 13,677.49 - 6.26 13,683.75
Balance as at March 31, 2023 59,633.59 4,462.19 688.07 64,783.85
Accumulated depreciation
As at April 1, 2021
23,875.22 1,557.42 277.42 25,710.06
Depreciation charge for the year 10,178.66 693.48 140.60 11,012.74
Deletions 2,493.34 - 159.03 2,652.37
Balance as at March 31, 2022 31,560.54 2,250.90 258.99 34,070.43
Depreciation charge for the year 7,797.69 557.53 93.76 8,448.98
Deletions 5,410.36 - - 5,410.36
Balance as at March 31, 2023 33,947.87 2,808.43 352.75 37,109.05
Net block
As at March 31, 2022 39,581.20 2,211.29 435.34 42,227.83
As at March 31, 2023 25,685.72 1,653.76 335.32 27,674.80
5. Intangible Assets
Particulars Software Total
Gross block
As at April 01, 2021 418.41 418.41
Additions - -
Disposals - -
As at March 31, 2022 418.41 418.41
Additions 7.70 7.70
Disposals - -
As at March 31, 2023 426.11 426.11
Accumulated amortisation
As at April 01, 2021 295.25 295.25
Amortisation charge for the year 83.34 83.34
Disposals - -
As at March 31, 2022 378.59 378.59
Amortisation charge for the year 37.26 37.26
Disposals - -
As at March 31, 2023 415.85 415.85
Net block
As at March 31, 2022 39.82 39.82
As at March 31, 2023 10.26 10.26
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
174
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
5. A Capital work-in-progress
Particulars
As at
March 31, 2023
As at
March 31, 2022
Capital work-in-progress (‘CWIP’) 204.07 63.42
204.07 63.42
The following table represent ageing of capital work-in-progress as at March 31, 2023:
CWIP Amount in capital work-in-progress for a period Total
Less than 1 year 1-2 years 2-3 years More than 3 years
Projects in progress 143.80 - - - 143.80
Projects temporarily suspended - 1.92 3.47 54.88 60.27
Total 143.80 1.92 3.47 54.88 204.07
The following table represent ageing of capital work-in-progress as at March 31, 2022:
CWIP Amount in capital work-in-progress for a period Total
Less than 1 year 1-2 years 2-3 years More than 3 years
Projects in progress 5.07 - - - 5.07
Projects temporarily suspended - 3.47 50.83 4.05 58.35
Total 5.07 3.47 50.83 4.05 63.42
* Project temporarily suspended pertains to construction of premises which has been put on hold due to stay order from
government.
6. Non-current investments (fully paid-up)
Particulars
As at
March 31, 2023
As at
March 31, 2022
Unquoted equity investments measured at fair value through profit or loss (‘FVTPL’)
1,076 (March 31, 2022: 750) equity shares of Aeronautical Radio of Thailand Limited 0.25 0.17
0.25 0.17
Aggregate amount of unquoted investments 0.25 0.17
7. Other non-current financial assets
(Unsecured, considered good)
Deposits with original maturity of more than 12 months (also refer note 15) 1,497.53 5,982.12
Security deposits 3,479.53 3,800.98
4,977.06 9,783.10
8. Income tax assets
Advance income-tax 1,399.27 952.24
1,399.27 952.24
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
175Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
9. Other non-current assets
Particulars
As at
March 31, 2023
As at
March 31, 2022
Deposit with Delhi High Court (also refer note 48) 5,955.99 3,187.02
Goods and services tax paid under protest (refer note 47 b(ii) 582.44 580.70
Capital advances
Unsecured, considered good 3,111.35 3,625.37
Unsecured, considered doubtful 109.32 109.32
9,759.10 7,502.41
Impairment allowance
Unsecured, considered doubtful (109.32) (109.32)
(109.32) (109.32)
9,649.78 7,393.09
10. Inventories
(valued at lower of cost or net realisable value)
Engineering stores and spares 1,409.53 1,391.91
Stock held in trade - in flight inventory 85.27 30.36
Other stores and spares 68.40 28.46
1,628.30 1,508.72
11. Investments at fair value through profit or loss (‘FVTPL’)
Quoted investment in mutual funds
7,122 (March 31, 2022: 7,122) units of ICICI Prudential Saving Funds - Direct Plan- Growth
[NAV Rs. 462.59 (March 31, 2022: Rs. 437.71)]
3.29 3.12
52,700.92 (March 31, 2022: 52,700.92) units of L&T Low Duration Fund-Direct Plan-
Growth [NAV Rs. 24.05 (March 31, 2022: Rs. 22.97)]
1.27 1.21
4.56 4.33
12. Trade receivables
(Unsecured, considered good unless stated otherwise)
Trade receivables
Unsecured, considered good 1,673.54 2,605.17
Unsecured, credit impaired 78.64 54.97
1,752.18 2,660.14
Impairment allowance
Unsecured, considered good (75.76) (72.38)
Unsecured, credit impaired (78.64) (54.97)
(154.40) (127.35)
1,597.78 2,532.79
For information related to trade receivables from related parties, refer note 53.
For details of contract balances refer to note 29.
The carrying amount of trade receivables approximates their fair value, as included in note 54. The Company’s exposure to
credit and currency risks, and impairment allowances related to trade receivables is disclosed in note 55.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
176
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
As at March 31, 2023 Outstanding from the due date of invoice Total
Less than
6 months
6 months
-1 year
1-2
years
2-3
years
More than
3 years
Undisputed trade receivables – considered good 835.48 242.20 164.57 128.68 302.61 1,673.54
Undisputed trade receivables – credit impaired - - 24.58 13.39 40.67 78.64
Total 835.48 242.20 189.14 142.07 343.28 1,752.18
As at March 31, 2022 Outstanding from the due date of invoice Total
Less than
6 months
6 months
-1 year
1-2
years
2-3
years
More than
3 years
Undisputed trade receivables – considered good 1,055.60 746.34 471.26 106.22 225.75 2,605.17
Undisputed trade receivables – credit impaired - 23.58 - 5.54 25.85 54.97
Total 1,055.60 769.92 471.26 111.76 251.60 2,660.14
13. Other receivables
(Unsecured, considered good)
Particulars
As at
March 31, 2023
As at
March 31, 2022
Maintenance receivables 4,638.31 2,312.36
Insurance claim receivables - 100.48
Other receivables (refer note 49) 4,816.51 7,476.01
9,454.82 9,888.85
14. Cash and cash equivalents
Balances with banks:
– In current accounts 231.85 110.10
– In deposit accounts (with original maturity upto 3 months) 0.33 0.43
Cash on hand 104.83 2.42
337.01 112.95
15. Bank balances other than cash and cash equivalents
Deposits with original maturity for more than 3 months but less than 12 months 9.19 11.39
Deposits with remaining maturity of less than 12 months 8.98 2.47
Margin money/security against non-fund based facilities* 1,497.53 6,482.12
1,515.70 6,495.98
Less: Amount disclosed under other non-current asset (refer note 7) (1,497.53) (5,982.12)
18.17 513.86
*Margin money deposit have been placed with banks for non-fund based facilities sanctioned to the Company.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
177Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
16. Other current financial assets
(Unsecured, considered good)
Particulars
As at
March 31, 2023
As at
March 31, 2022
Employee advances (refer note 53) 292.71 127.21
Interest accrued on bank deposits 79.34 182.65
Security deposits 2,642.35 1,804.53
Contract asset 453.42 591.02
3,467.82 2,705.41
17. Other Current Assets
Prepaid expenses 655.22 454.99
Balance with government authorities 3,341.72 3,237.14
Advances to suppliers
Unsecured, considered good 905.38 702.24
Unsecured, credit impaired 243.46 159.26
5,145.78 4,553.63
Impairment allowance
Unsecured, considered good (243.46) (159.26)
(243.46) (159.26)
4,902.32 4,394.37
18. Equity Share Capital
Authorised
(1,500,000,000 equity shares of Rs. 10 each)
As at April 01, 2021 15,000.00
Increase during the year -
As at March 31, 2022 15,000.00
Increase during the year -
As at March 31, 2023
15,000.00
Issued, subscribed and paid-up capital
Equity shares of Rs. 10 each issued, subscribed and fully paid
As at April 01, 2021 6,009.37
Issued during the year pursuant to exercise of employee stock options 8.60
As at March 31, 2022 6,017.97
Issued during the year pursuant to exercise of employee stock options 0.49
As at March 31, 2023
6,018.46
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
178
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
A. Reconciliation of equity shares outstanding at the beginning and at the end of the reporting year
Particulars
As at March 31, 2023
As at March 31, 2022
Number Value (Rs.)
Number Value (Rs.)
Shares outstanding at the beginning of the year 601,796,615 6,017.97 600,936,903 6,009.37
Issued during the year pursuant to exercise of
employee stock options
49,050 0.49 859,712 8.60
Shares outstanding at the end of the year 601,845,665 6,018.46 601,796,615 6,017.97
B. Term/rights attached to equity shares
The Company has only one class of equity shares having a face value of Rs. 10 per share. Each holder of equity shares is
entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend, if any, proposed
by the board of directors is subject to the approval of the shareholders in the ensuing annual general meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of
the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity
shares held by the shareholders.
C. Details of shareholders holding more than 5% in the Company:
Name of shareholders
As at March 31, 2023
As at March 31, 2022
No. of Shares % against total
number of shares
No. of Shares % against total
number of shares
Mr. Ajay Singh 304,333,450 50.57% 304,333,450 50.57%
Mr. Ajay Singh (HUF) 52,846,838 8.78% 52,846,838 8.78%
Total 357,180,288 59.35% 357,180,288 59.35%
As per records of the Company, including its register of shareholders/members and other declarations received from
shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of shares.
D. Aggregate number of bonus shares, shares issued for consideration other than cash and shares bought back during the
period of five years immediately preceding the reporting date:
The Company has issued total 2,395,482 shares (March 31, 2022 - 2,346,432) during the period of five years immediately
preceding the reporting date on exercise of options granted under the employee stock option plan (‘ESOP’) wherein part
consideration was received in form of employee services. The Company did not issue any bonus share and has not bought
back any share in preceding five years.
E. Details of promoter shareholding
Particulars As at March 31, 2023
Number of shares % of total shares % change during the year
Mr. Ajay Singh 304,333,450 50.57% 0.00%
Mr. Ajay Singh (HUF) 50,336,838 8.36% -0.42%
Mrs. Kalpana Singh 279,505 0.05% 0.00%
Particulars As at March 31, 2022
Number of shares % of total shares % change during the year
Mr. Ajay Singh 304,333,450 50.57% 0.00%
Mr. Ajay Singh (HUF) 52,846,838 8.78% 0.00%
Mrs. Kalpana Singh 279,505 0.05% 0.00%
F. Shares reserved for issue under options
For details of shares reserved for issue under ESOP, refer note 43
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
179Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
19. Other equity
Particulars
As at
March 31, 2023
As at
March 31, 2022
Reserves and surplus
Securities premium 10,140.54 10,134.09
Share options outstanding account 58.97 40.20
Retained earnings (74,721.07) (59,592.94)
(64,521.56) (49,418.65)
a. Securities premium
Securities premium is used to record the premium on issue of shares and the same is utilised in accordance with the
provisions of the Act.
Balance at the beginning of the year 10,134.09 10,054.58
Additions during the year 6.45 79.51
Balance at the end of the year 10,140.54 10,134.09
b. Share options outstanding account
The balance represents reserves created to the extent of vested options based on the Employees Stock Option Scheme, 2017.
Balance at the beginning of the year 40.20 78.31
Share based payment expense 25.22 41.40
Transfer to securities premium on exercise of stock options (6.45) (79.51)
Balance at the end of the year 58.97 40.20
c. Retained earnings
Balance at the beginning of the year (59,592.94) (42,184.71)
Loss for the year (15,127.65) (17,440.79)
Other comprehensive income (0.48) 32.56
Balance at the end of the year (74,721.07) (59,592.94)
20. Long term borrowings (secured)
Term loans
Rupee loan from bank 4,498.17 1,975.17
Less: Current maturities of long-term borrowings (refer note 25) (272.43) (500.00)
4,225.74 1,475.17
Other loans
Term loan from Directors* 5.00 -
External commercial borrowing 6,764.50 6,350.72
Less: Current maturities of long-term borrowings (refer note 25) (6,335.35) (4,697.08)
434.15 1,653.64
4,659.89 3,128.81
*The one of the subsidiaries of the Group has entered into an agreement with the director on December 1, 2022 to obtain loan
for Rs. 5 million, repayable after 6 months from date of disbursment.
Repayment terms (including current maturities) and security details (Holding Company):
a The Holding Company had taken a term loan of Rs. 500 million from IDFC First Bank Limited (‘IDFC Bank’). The loan is
repayable after 3 years from the date of the borrowing and carries an floating interest rate based on IDFC MCLR plus
a spread of 3%. The loan has been secured by first pari-passu charge on the land of the Holding Company and one of
the subsidiary and pledge on equity shares of the promoter of the Holding Company for 1.0x of total facility. The loan
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
180
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
agreement requires the Holding Company to maintain debt service coverage ratio of 1.25. The Holding Company has not
complied with this financial covenant and accordingly, the borrowing has been reclassified to current maturities of long
term borrowings. The loan has been fully repaid during the current year.
b The Holding Company has availed term loan under Electronic Credit Line Guarantee Scheme (‘ECLGS’) from Yes Bank
Limited amounting to Rs. 1,275.17 million. The loan is repayable in 48 equal instalments commencing after 2 years from the
date of the borrowing and carries an interest rate of 9.25% ( 0.80% spread over MCLR rate of the bank revised every year
capped at 9.25% ). The term loan is secured as follows:
- Second charge on movable fixed assets of the Holding Company, both present and future;
- Second charge on current assets of the Holding Company (both present and future) including all receipts in foreign
currency and rupee credit (except lien marked deposits);
- Second charge on pledge of shares of the Holding Company held by the Promoter; and
- 100% credit guarantee by National Credit Guarantee Trust Company Limited (NCGTC)
c The Holding Company had availed term loan under Electronic Credit Line Guarantee Scheme (‘ECLGS’) from IDFC Bank
Limited (‘IDFC Bank’) amounting to Rs. 200 million. The loan is repayable in 48 equal instalments commencing after 2
years from the date of the borrowing and carries an interest rate of 9.25% (1.00% spread over MCLR rate of the bank
revised every year capped at 9.25%). The loan is secured as follows:
- Second pari-passu charge movable fixed assets and current assets of the Holding Company;
- Second charge on land of the Holding Company and one of the subsidiary;
- Second charge on pledge of shares of the Holding Company held by the Promoter; and
- 100% credit guarantee by National Credit Guarantee Trust Company Limited (NCGTC)
d During the year, the Holding Company has availed term loan under Electronic Credit Line Guarantee Scheme (‘ECLGS’)
from Yes Bank Limited amounting to Rs. 1,509.80 million. The loan is repayable in 48 equal instalments commencing after
2 years from the date of the borrowing and carries an interest rate of 9.25% (0.80% spread over MCLR rate of the bank
revised every year capped at 9.25%). The loan is secured as follows:
- Second charge on movable fixed assets of the Holding Company;
- Second charge on current assets of the Holding Company (both present and future) including all receipts in foreign
currency and rupee credit (except lien marked deposits);
- Second charge on pledge of shares of the Holding Company held by the Promoter; and
- 100% credit guarantee by National Credit Guarantee Trust Company Limited (NCGTC)
e During the year, the Holding Company has availed term loan under Electronic Credit Line Guarantee Scheme (‘ECLGS’)
from Indian Bank Limited amounting to Rs. 600.00 million. The loan is repayable in 48 equal instalments commencing
after 2 years from the date of the borrowing and carries an interest rate of 9.25% ( 1% spread over MCLR rate of the bank
revised every year capped at 9.25%). The loan is secured as follows:
- Exclusive charge on fixed deposits of the Holding Company with the bank;
- Second charge on movable fixed assets;
- Second pari-passu charge on current assets of the Holding Company;
- Second charge on pledge of 23.5 million shares of the Holding Company held by the Promoter; and
- 100% credit guarantee by National Credit Guarantee Trust Company Limited (NCGTC)
f During the year, the Holding Company has availed term loan under Electronic Credit Line Guarantee Scheme (‘ECLGS’)
from Indian Bank Limited amounting to INR 913.20 million (sanctioned amount: Rs. 1,286.40 million). The loan is repayable
in 48 equal instalments commencing after 2 years from the date of the borrowing and carries an interest rate of 9.25% (1%
spread over MCLR rate of the bank revised every year capped at 9.25% ). The loan is secured as follows:
- Exclusive charge on fixed deposits of the Holding Company with the bank;
- Second charge on movable fixed assets;
- Second pari-passu charge on current assets of the Holding Company;
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
181Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
- Second charge on pledge of 23.5 million shares of the Holding Company held by the Promoter; and
- 100% credit guarantee by National Credit Guarantee Trust Company Limited (NCGTC)
Repayment terms (including current maturities) and securities details for external commercial borrowing (Holding
Company):
g The External Commercial Borrowing (‘ECB’) relates to the acquisition of ‘Bombardier Q400 Aircrafts’, accordingly, secured
against these aircrafts. The ECB has been approved by the Reserve Bank of India and is granted through a structure
between the Holding Company and Maple Leaf Financing Limited with lending from Export Development Canada (‘EDC’).
As per the terms of the agreement, the Holding Company may opt for either fixed or a floating rate of interest benchmarked
to LIBOR for each drawdown, which coincides with the delivery of each aircraft. Accordingly, the interest on these ECBs
ranges from 3.79% to 5.31%. During the previous year, the Holding Company had negotiated revised payment schedule and
the repayment was to be commenced w.e.f April 1, 2022. Further, the Holding Company has negotiated revised schedule
during the current year and thereafter subsequent to year end. The repayment will now commence w.e.f. July 2023.
Repayment terms (including current maturities) for term loan from directors (subsidiary company)
h During the year, SpiceJet Merchandise Private Limited (the “borrower”) has availed term loan from Ajay Singh (“Managing
Director”, the “Lender”) for Rs. 5 million for the purpose of promoting and furthering its business activities and for general
corporate purposes of the borrower. The loan is repayable on the expiry of 6 months from the date of reimbursement of
loan alongwith outstanding amount of interest and carries an interest rate of 8% . The borrower may repay the loan amount
or part thereof before the expiry of one year of disbursement without any pre-payment charges.
21. Non current lease liabilities
Particulars
As at
March 31, 2023
As at
March 31, 2022
Lease liability 28,440.69 43,325.65
28,440.69 43,325.65
22. Non-current trade payables
Trade payables
Total outstanding dues of micro enterprises and small enterprises - -
Total outstanding dues of creditors other than micro enterprises and small enterprises 3,417.41 3,473.29
3,417.41 3,473.29
Terms and conditions of the above financial liabilities:
Trade payables are non interest bearing and carry a credit period exceeding 365 days
23. Non-current provisions
Provision for gratuity (also refer note 44) 559.73 609.54
Provision for aircraft redelivery 943.85 768.25
Provision for aircraft maintenance 1.33 1,397.76
1,504.91 2,775.55
24. Other non-current liabilities
Deferred incentive 118.77 135.82
Less: Current portion (17.24) (17.24)
101.53 118.58
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
182
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
25. Current borrowings (secured)
Particulars
As at
March 31, 2023
As at
March 31, 2022
Working capital demand loan from bank [refer note (a) and (b) below] 590.00 1,000.00
Pre-shipment credit foreign currency loan [refer note (c) below] - 1,467.87
Current maturities of long-term borrowings (also refer note 20) 6,607.77 5,197.08
7,197.77 7,664.95
At March 31, 2023, the Company had available Rs. 2,064.00 million (March 31, 2022: Rs. 5,104.00 million) of undrawn
committed borrowing facilities.
Repayment terms and security details for short term borrowings
a Working capital demand loan from bank is secured by fixed deposits placed by the erstwhile promoter and is repayable
on demand. The loan carries an interest rate of 12.75% per annum.
b During the previous year, working capital demand loan of Holding Company has been recalled by the City Union Bank
Limited (‘the Bank’) and then, the Bank had issued an application dated April 4, 2022 to classify the said overdraft facility
as ‘Special Mention Account’. In reply to this, on April 28, 2022, the Holding Company had filed an application for stay
order restraining the Bank from declaring the loan as non-performing asset on the grounds that the Bank had illegally
recalled the said overdraft facility extended to the Holding Company without any plausible reasons. On April 28, 2022, the
Exclusive Commercial Court, Gurugram has granted the stay order, ex-parte, to the Holding Company. Further, on July 23,
2022, the Holding Company and the Bank have entered into an agreement, whereby the Bank has extended the period of
the said facility till June 30, 2023, and the Holding Company has agreed to repay the outstanding balance of the facility
(i.e., Rs. 1,000 million) in multiple tranches i.e., Rs. 410 million in financial year 2022-23 and balance on April 4, 2023 and
June 30, 2023.”
c Pre-shipment credit foreign currency loan from bank is secured by fixed deposits placed by the Holding Company having
a carrying value of Nil (March 31, 2022: Rs. 375 million) and was repayable within 6 months from each drawdown. The loan
carried an interest rate benchmarked to the LIBOR rate at each drawdown. The interest rate on these borrowings ranged
between 3.15% to 4.05% per annum. The loan has been repaid by the Holding Company during the current financial year.
Changes in liabilities arising from financing activities
Particulars April 1, 2022 Cash flows Foreign exchange impact Others*
March 31, 2023
Non-current borrowings (including
current maturities)
8,325.89 1,772.98 539.43 - 10,638.30
Current borrowings 2,467.87 (1,957.73) 79.86 - 590.00
Finance costs 188.33 (496.58) - 887.50 579.25
Lease liabilities 72,508.23 (6,259.96) 6,370.50 (10,951.91) 61,666.86
Total liabilities from financing activities 83,490.32 (6,941.29) 6,989.79 (10,064.41) 73,474.41
Changes in liabilities arising from financing activities
Particulars April 1, 2021 Cash flows Foreign exchange impact Others* March 31, 2022
Non-current borrowings (including
current maturities)
6,634.33 1,475.18 216.38 - 8,325.89
Current borrowings 4,044.79 (1,708.23) 131.31 - 2,467.87
Finance costs 76.87 (542.19) - 653.65 188.33
Lease liabilities 84,462.24 (7,992.19) 1,724.37 (5,686.19) 72,508.23
Total liabilities from financing activities 95,218.23 (8,767.43) 2,072.06 (5,032.54) 83,490.32
*This includes lease termination and modifications, rent concessions and other adjustments.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
183Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
26. Current lease liabilities
Particulars
As at
March 31, 2023
As at
March 31, 2022
Lease liabilities 33,191.95 29,202.83
33,191.95 29,202.83
27. Current trade payables
Trade payables
Total outstanding dues of micro enterprises and small enterprises 491.09 542.60
Total outstanding dues of creditors other than micro enterprises and small enterprises 28,776.25 25,586.82
29,267.34 26,129.42
Details of dues to micro and small enterprises as defined under Micro, Small and
Medium Enterprises Development Act, 2006 (“MSMED Act, 2006”)
The principal amount and the interest due thereon remaining unpaid to any supplier as at
the end of each accounting year
- Principal amount due to micro and small enterprises 452.52 518.49
- Interest due on above 38.57 24.12
The amount of interest paid by the buyer in terms of section 16 of the MSMED Act 2006
along with the amounts of the payment made to the supplier beyond the appointed day
during each accounting year
- -
The amount of interest due and payable for the period of delay in making payment (which
have been paid but beyond the appointed day during the year) but without adding the
interest specified under the MSMED Act 2006.
- -
The amount of interest accrued and remaining unpaid at the end of each accounting year 38.57 24.12
The 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 the
MSMED Act 2006
- -
Terms and conditions of the above financial liabilities:
Trade payables are non interest bearing and carry a credit period generally between 30 and 90 days
Ageing of non-current and current trade payables:
As at March 31, 2023
Particulars Outstanding for following periods from date of invoice
Unbilled
#
Less than 1 year 1-2 years 2-3 years More than 3 years Total
(i) MSME* 38.57 399.75 20.05 12.15 20.57 491.09
(ii) Others 16,422.66 2,226.44 6,095.30 4,983.86 2,465.40 32,193.66
As at March 31, 2022
Particulars Outstanding for following periods from date of invoice
Unbilled
#
Less than 1 year 1-2 years 2-3 years More than 3 years Total
(i) MSME* 24.11 483.18 12.47 19.60 3.24 542.60
(ii) Others 12,171.30 7,340.31 3,615.29 2,061.71 3,871.49 29,060.10
*MSME stands for micro enterprises and small enterprises.
#
Unbilled pertains to provision for expenses.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
184
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
28. Other current financial liabilities
Particulars
As at
March 31, 2023
As at
March 31, 2022
Employee related payable 1,132.16 543.16
Capital creditors^ 12.02 12.52
Book overdraft 5.75 109.21
Security deposits received 43.96 89.84
Interest accrued on borrowings 579.35 188.74
1,773.24 943.47
^There are no outstanding balances with micro enterprises and small enterprises.
29. Other current liabilities (unsecured)
Current portion of deferred incentives 17.24 17.24
Amount due under order of Delhi High Court (also refer note 48) 6,425.55 6,425.55
Contract liabilities 4,957.24 4,214.25
Advance received from agents 3,965.29 3,542.67
Statutory dues (including interest thereon) 6,098.23 3,156.14
Airport taxes payable 973.87 855.21
Other liabilities 12.52 11.81
22,449.94 18,222.87
30. Short-term provisions
Provision for employee benefits
Provision for gratuity (also refer note 44) 142.56 93.58
Provision for compensated absences 237.16 290.30
Provision for aircraft redelivery 925.64 1,053.40
Provision for aircraft maintenance 2,794.93 2,418.24
Provision for contingencies (also refer note 47b) 107.20 107.20
4,207.49 3,962.72
Provision for contingencies
At the beginning of the year 107.20 107.20
At the end of the year 107.20 107.20
Provision for aircraft maintenance (current and non-current)
At the beginning of the year 3,816.00 2,462.82
Additions during the year 873.45 1,353.18
Utilisation/reversal during the year (1,893.19) -
At the end of the year 2,796.26 3,816.00
Provision for aircraft redelivery (current and non-current)
At the beginning of the year 1,821.64 1,789.07
Additions during the year 227.03 140.10
Utilisation/reversal during the year (179.19) (107.53)
At the end of the year 1,869.48 1,821.64
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
185Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
31. Revenue from operations
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
Sale of services
Passenger revenue 77,673.56 42,918.74
Cargo revenue 7,860.67 20,564.14
Sale of goods
Sale of food and beverages 185.75 131.80
Sale of products 47.52 483.59
Other operating revenues
Incentives received 82.47 26.93
Income from training services 217.94 184.59
Subsidies received under various schemes 1,285.15 1,088.50
Ground handling services 1,299.31 589.59
Others** 83.56 48.06
88,735.93 66,035.94
India 66,576.72 43,411.31
Outside India 22,159.21 22,624.63
88,735.93 66,035.94
** Others mainly includes income from ground handling services.
Contract balances
Trade receivables are generally unsecured and are derived from revenue earned from customers which are located in India and abroad.
Trade receivables also includes receivables from credit card companies which are realisable within a period 1 to 7 working days.
Contract liability is comprised of amount received in advance towards travel bookings/reservations disclosed under other
current liabilities.
Particulars As at
March 31, 2023
As at
March 31, 2022
Trade receivables 1,597.78 2,532.79
Contract assets 3,467.82 2,705.41
Contract liabilities* 4,957.24 4,214.25
Contract liabilities comprise of consideration from sale of tickets not yet flown, Contract assets relates to unbilled revenue.
* Revenue recognised from amount included in contract liabilities at the beginning of the year amounts to Rs. 4,204.53 million (March
31, 2022: Rs. 2,604.32 million) (excludes amount collected on behalf of third parties and amount refunded due to cancellations).
32. Other income
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
Net gain on financial assets measured at fair value through profit or loss 0.23 0.17
Gain on derecognition of lease liabilities and right of use assets* 2,423.31 -
Liabilities/provision no longer required written back 7,140.45 1,538.64
Warranty claims from aircraft manufacturer/insurance claims 14.20 7,550.24
Miscellaneous income 104.77 592.16
9,682.96 9,681.21
*on account of early termination of lease
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
186
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
33. Finance income
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
Interest income on financial assets 228.59 253.37
Interest income on:
Bank deposits 289.57 313.93
Others 33.65 20.97
551.81 588.27
34. A Operating expenses
Aviation turbine fuel 47,716.55 29,457.78
Lease charges - aircraft, engines and auxiliary power units (also refer note 45) 3,755.72 5,992.26
Aircraft repairs and maintenance 5,273.72 4,657.93
Supplemental lease charges - aircraft, engines and auxiliary power units 5,450.65 5,616.86
Consumption of stores and spares 625.47 505.87
Aviation insurance 1,003.88 1,091.43
Landing, navigation and other airport charges 7,955.18 7,590.66
Aircraft navigation software expenses 545.18 351.63
Aircraft redelivery costs 105.27 44.17
Cargo handling costs 798.11 1,903.47
Other miscellaneous operating expenses 308.18 459.30
73,537.91 57,671.36
34. B Purchases of stock-in-trade
Inflight food and beverages held as stock-in-trade 957.83 342.73
Merchandise and others 39.45 601.24
997.28 943.97
34. C Changes in inventories of stock-in-trade
Inflight food and beverages
Inventory at the beginning of the year 30.36 38.04
Less : Inventory at the end of the year (85.28) (30.36)
Changes in inventories of stock-in-trade (54.92) 7.68
Merchandise and others
Inventory at the beginning of the year 47.28 114.64
Less : Inventory at the end of the year 65.09 57.99
Changes in inventories of stock-in-trade (17.81) 56.65
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
187Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
35. Employee benefits expenses
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
Salaries, wages and bonus 8,029.30 6,540.40
Contribution to provident and other funds 443.95 357.68
Share based payment expense (also refer note 43) 25.34 41.40
Gratuity expense (also refer note 44) 145.90 156.59
Sta welfare 155.58 253.86
8,800.07 7,349.93
36. Sales and marketing expenses
Commission to agents 1,833.77 817.49
Business promotion and advertisement 446.07 401.97
2,279.84 1,219.46
37. Other expenses
Rent 826.23 719.72
Rates and taxes 356.11 206.33
Repairs and maintenance
Buildings 101.90 96.39
Plant and machinery 21.78 17.52
Others 472.50 534.15
Crew accommodation cost 392.20 286.02
Recruitment and training cost 387.44 395.58
Communication 125.45 130.14
Printing and stationery 93.51 84.79
Travelling and conveyance 1,356.85 1,238.10
Legal, and professional fees* 506.20 542.92
Power and fuel 112.17 105.17
Advances/other balances written o 794.67 128.52
Impairment of trade receivables and other advances 111.25 58.27
Insurance 163.17 141.05
Credit card charges 207.99 152.48
Bank charges 10.27 37.68
Loss on sale of property, plant and equipment (net) - 6.13
Property, plant and equiptment written o - 53.70
Miscellaneous expenses 389.48 405.02
6,429.17 5,339.68
*Payment to auditor
As auditor
Audit fees 10.10 9.74
Tax audit fees 0.95 0.81
Limited review 2.85 3.00
In other capacity
Other services (certification fees) - 0.08
Reimbursement of expenses 0.40 0.06
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
188
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
38. Finance costs
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
Interest on
Term loan from banks 432.06 376.17
Loan from others 418.95 174.11
Interest on lease liabilities and redelivery provisions 3,129.94 2,905.07
Other borrowing costs 1,096.65 1,374.26
5,077.60 4,829.61
39. Foreign exchange loss/(gain), (net)
Foreign exchange loss (net)* 6,823.62 2,621.83
6,823.62 2,621.83
*Foreign exchange loss for the year ended March 31, 2023 includes Rs. 3,962.71 million (March 31, 2022 : loss of Rs. 1,749.26
million), pertaining to foreign exchange loss on restatement of lease liabilities.
40. Depreciation and amortisation expense
Depreciation on property, plant and equipment (refer note 3) 1,741.17 1,837.28
Depreciation on right of use assets (refer note 4) 8,448.98 11,012.74
Amortisation on intangible assets (refer note 5) 37.26 83.34
10,227.41 12,933.36
41. Exceptional items
Settlement with aircraft manufacturer (refer note 47 (b) (xi)) - 774.58
- 774.58
42. Earnings per share (‘EPS’)
a. Basic EPS is calculated by dividing the net profit/(loss) for the year attributable to equity shareholders by the weighted
average number of equity shares outstanding during the year.
b. Diluted EPS is calculated by dividing the profit/(loss) attributable to equity shareholders by the weighted average number
of equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on
conversion of all the dilutive potential equity shares into equity shares.
The following reflects the income and share data used in the basic and diluted EPS computations:
Number of equity shares outstanding at the beginning of the year 601,796,615 600,936,903
Number of equity shares issued 49,050 859,712
Number of equity shares outstanding at the end of the year 601,845,665 601,796,615
Weighted average number of equity shares
a. Basic 601,863,331 601,349,055
Eect of dilution: stocks options^ - 574,552
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
189Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
b. Diluted
#
601,863,331 601,923,607
Loss for the year (15,129.47) (17,442.69)
Earnings per share :
— Basic earnings per share (Rs.) (25.14) (29.01)
— Diluted earnings per share (Rs.) (25.14) (29.01)
Face value per share (Rs.) 10.00 10.00
#
Considering loss, diluted earnings per share is same as basic earnings per share
^ Share options (unvested) are considered to be potential equity shares. They have been included in the determination of
diluted earnings per share to the extent to which they are dilutive.
c. Having regard to the status of the matters relating to the allotment and conversion of share warrants, as stated in note 49, it
is not possible to determine the dilutive eect, if any, of those on diluted earnings per share calculations. Accordingly, diluted
earnings per share do not include the dilutive impact on the allotment and conversion of share warrants stated in note 49.
43. Employee stock option plans
The following share-based payment arrangements were in existence during the current and previous year :
Employees Stock Option Scheme, 2017
The shareholders at the Annual General Meeting held on November 27, 2017, approved an Employee Stock Option Scheme
(‘ESOS’) which provides for the grant of 10,000,000 stock options which will be granted to eligible employees of the Holding
Company determined by Nomination and Remuneration Committee, which are convertible into equivalent number of equity
shares of Rs. 10 each as per the terms of the scheme. Upon vesting, the employees can acquire one common equity share of the
Holding Company for every option. The stock options were granted on the dates as mentioned in table below.
The share based payment expense has been recognized based on the fair value of option at the date of grant in accordance
with the Black-Scholes option pricing method.
Grant Date No. of
options
Vesting period Market value per
share (In INR)
Fair value per
option (In INR)
Exercise
price (In INR)
Expected
volatility
Expected life
(in years)
Expected
dividend
Risk free
return
February 7,
2018
1,201,155 2 years 10 months
and 24 days
129.35 122.29 10.00 58.50% to
57.61%
3.50 to 5.40 Nil 7.53% to
7.51%
May 28, 2019 500,000 1 year 7 months
and 3 days
145.75 138.26 10.00 48.66% to
51.32%
3.50 to 4.10 Nil 6.92%
May 28, 2019 85,000 2 years 6 months
and 2 days
145.75 138.26 10.00 48.66% to
57.76%
3.50 to 5.00 Nil 6.92% to
7.03%
August 9,
2019
140,000 4 years 135.95 128.81 10.00 46.37% to
56.21%
3.50 to 6.50 Nil 6.33% to
6.54%
November 13,
2019
250,000 4 years 115.05 107.96 10.00 46.56% to
55.64%
3.50 to 6.50 Nil 6.32% to
6.92%
February 14,
2020
500,000 2 years 84.70 76.90 10.00 46.50% to
50.93%
3.50 to 4.50 Nil 6.00% to
6.02%
November 11,
2020
75,000 3 years 51.35 43.79 10.00 48.89% to
51.46%
3.50 to 5.50 Nil 5.02% to
5.86%
February 10,
2021
475,000 3 years 86.85 79.26 10.00 50.385%
to 52.33%
3.50 to 5.50 Nil 5.75% to
6.13%
August 31,
2022
565,000 3 years 46.42 39.39 10.00 50.35% to
48.12%
3.50 to 5.50 Nil 7.04% to
7.22%
November
14, 2022
450,000 3 years 39.08 32.76 10.00 48.14% to
49.89%
3.50 to 7.50 Nil 7.27% to
7.41%
Expected volatility calculation is based on daily volatility of the share prices over a period prior to the date of grant, corresponding
to the expected life of the options.
The risk free return is the implied yield currently available on zero coupon government issues, with a remaining term equal to
the expected term of the option being valued.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
190
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
The above calculation is based on government yield on zero coupon bonds with 4 to 5 as term to maturity.
Expected life of the option have been calculated by adding the vesting period and half of the exercise period.
The Holding Company has not declared any dividend from last several years. Therefore, expected dividend yield is taken as Nil.
Eect of employee stock option scheme on the statement of profit and loss:
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
Share based payment expense 25.34 41.40
Reconciliation of outstanding share options:
Particulars As at March 31, 2023 As at March 31, 2022
No. of
options
Weighted average
exercise price (Rs.)
No. of
options
Weighted average
exercise price (Rs.)
Options outstanding as at the beginning of the year 702,800 10.00 1,562,512 10.00
Add: Options granted during the year* 1,015,000 10.00 - 10.00
Less: Options exercised during the year 49,050 10.00 859,712 10.00
Options outstanding as at the year end 1,668,750 10.00 702,800 10.00
*Includes only options granted to employees who have fulfilled the related conditions in respect of such grant.
The weighted average remaining period of stock options as at March 31, 2023 is 6 years (March 31, 2022: 6 years).
The weighted average share price at the date of exercise of stock options during the year was Rs. 46.42 (March 31, 2022: Rs. 72.38).
Option excersiable as at March 31, 2023 is 156,250 (March 31, 2022: 20,300)
44. Employee benefits obligation
a. Gratuity
The Group has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets
a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service subject to a maximum
of Rs. 2.00 million. The scheme is unfunded and accordingly the disclosures relating to plan assets are not provided.
The following tables summarise the components of net benefit expense recognised in the Statement of profit and loss and
amounts recognised in the balance sheet.
Particulars
As at
March 31, 2023
As at
March 31, 2022
(i) Amounts recognized in balance sheet
Defined benefit obligation ('DBO') 702.29 703.12
Defined benefit obligation ('DBO') 702.29 703.12
Bifurcation of DBO at the end of the year - current and non-current
Current liability 142.56 93.58
Non-current liability 559.73 609.54
(ii) Amount recognized in other comprehensive income
Year ended
March 31, 2023
Year ended
March 31, 2022
Actuarial loss/(gain) 0.48 (32.56)
Actuarial loss/(gain) recognized in other comprehensive income 0.48 (32.56)
(iii) Expenses recognized in Statement of profit and loss
Current service cost 106.05 114.17
Interest cost on DBO 50.89 42.42
Expense recognized during the year 156.94 156.59
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
191Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
(iv) Movement in the liability recognized in the standalone balance sheet is as under:
As at
March 31, 2023
As at
March 31, 2022
Present value of defined benefit obligation at the beginning of the year 703.12 624.30
Current service cost 106.05 114.17
Interest cost 50.89 42.42
Benefits paid (156.05) (45.21)
Actuarial gain
a. Eect of changes in financial assumption (0.29) (33.88)
b. Eect of experience adjustments (1.74) (41.22)
c. Eect of changes in demographic assumptions 0.31 42.54
Present value of defined benefit obligation at the end of the year 702.29 703.12
(v) For determining the DBO liability the following actuarial assumptions were used:
Year ended
March 31, 2023
Year ended
March 31, 2022
Discount rate 7.17%-7.41% 4.87%-7.26%
Salary escalation rate 4.5%-7.00% 4.5%-7.00%
Pre-retirement mortality IALM(2012-14) IALM(2012-14)
Attrition rate 25% (Upto 30
years)
14.30% (Age
31-44)
2.4% (above
age 44)
21.50% (Upto
30 years)
11.20% (Age
31-44)
1.5% ( above
age 44)
Number of employees 10,549 12,345
Retirement age (years) 60.00 58.00
Average age (years) 35.70 32.23
Average past service (years) 4.64 4.29
Average remaining working life (years) 24.30 25.77
Average monthly basic salary 251.50 301.58
Weighted average remaining duration of DBO (years) 6.79 7.73
(vi) Maturity profile of defined benefit obligation:
As at
March 31, 2023
As at
March 31, 2022
Within the next 12 months (next annual reporting period) 107.65 93.58
Between 2 and 5 years 273.78 209.41
Beyond 5 years 698.46 400.13
(vii) Sensitivity analysis for gratuity:
Year ended
March 31, 2023
Year ended
March 31, 2022
Impact of the change in discount rate on present value of DBO as at the end of the year
Discount rate + 50 Basis points (22.95) (24.36)
Discount rate - 50 Basis points 24.68 26.21
Impact of the change in salary increases on present value of DBO as at the end of the
year
Salary rate + 50 basis points 22.75 25.30
Salary rate - 50 basis points (22.00) (24.19)
Sensitivities due to mortality and withdrawals are not material and hence impact of change due to these not calculated.
Sensitivities as rate of increase of pensions in payment, rate of increase of pensions before retirement and life expectancy
are not applicable.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
192
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
(viii) Risk
Salary Increases – Actual salary increases will increase the Plan’s liability. Increase in salary increase rate assumption in
future valuations will also increase the liability.
Investment Risk – If Plan is funded then assets liabilities mismatch and actual investment return on assets lower than the
discount rate assumed at the last valuation date can impact the liability.
Discount Rate - Reduction in discount rate in subsequent valuations can increase the plan’s liability.
Mortality and disability – Actual deaths and disability cases proving lower or higher than assumed in the valuation can
impact the liabilities.
Withdrawals – Actual withdrawals proving higher or lower than assumed withdrawals and change of withdrawal rates at
subsequent valuations can impact Plan’s liability.
b. Short-term compensated absences
The assumptions used for computing the short-term accumulated compensated absences on actuarial basis are as follows:
Particulars
As at
March 31, 2023
As at
March 31, 2022
Discount rate 7.36% 7.26%
Future salary increase 4.50% 4.50%
c. Defined contribution plan:
During the year, the Group recognized Rs. 415.29 million (March 31, 2022 - Rs. 319.94 million) as provident fund
expense under defined contribution plan and Rs. 28.66 million (March 31, 2022 - Rs. 37.30 million) for contributions
to employee state insurance scheme in the Statement of profit and loss.
45. Leases
The Group’s leased assets primarily consist of leases for aircraft, aircraft components (including engines) and buildings. The
Group has several lease contracts that include extension and termination options. The management has included termination
options in determination of lease term for contracts having such option. Extension options have not been included in
determination of lease term since the management is reasonably certain not to exercise these options. Potential cash flows in
relation to such extension options cannot be ascertained since the cash outflow for the extended period will depend on the
negotiations with the lessors in the event of exercising the extension options. Under certain lease arrangements of aircraft, the
Group incurs variable payments towards maintenance of the aircraft which are disclosed under “Supplemental lease charges -
aircraft, engines and auxiliary power units”.
During the year ended March 31, 2023, the Group has recognized an expense of Rs. 4,581.96 million (March 31, 2022 Rs. 6,711.98
million) on account of short term leases which represents leased aircraft, engines and auxiliary power units having a remaining
lease term of less than 12 months as on transition date and other short-term leases. The portfolio of other short-term leases to
which the Group is committed at the end of the reporting period is not materially dierent from the portfolio of other short-
term leases for which expense has been recognized during the year ended March 31, 2023.
For maturity profile of lease payment obligation, refer note 55.
A. Amount recognised in the Statement of Profit and Loss
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
Depreciation on right of use assets 8,448.98 11,012.74
Interest on lease liabilities (net o rent waiver) 2,290.78 2,789.91
Rent expenses related to short term leases 4,763.35 6,711.98
Refer note 4 for additions to Right-of-use assets and the carrying amount of right of use assets as at March 31, 2023.
Further, refer note 54 for maturity analysis of lease liabilities.
B. Total cash outflow of leases
Total cash outflow of leases 6,241.36 7,992.19
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
193Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
46 Capital and other commitments
a. As at March 31, 2023, the Group has commitments of Rs. 597,094.13 million (March 31, 2022 - Rs. 550,358.71 million)
relating to the acquisition of aircraft.
b. As at March 31, 2023, the Group has commitments of Rs. 3,279.00 million (March 31, 2022 - Rs. 7,872.00 million) relating to
the bank guarantees.
47. Litigations and claims
a) Summary
i) Matters wherein management has concluded the liability to be probable have been provided for in the books. Refer
note 30.
ii) Matters wherein management has concluded the liability to be possible have been disclosed under note 47 (b) below.
b) Contingent liabilities
Particulars
As at
March 31, 2023
As at
March 31, 2022
Demand arising out of legal cases filed against the Group in various consumer courts
and forums (refer note (i) below)
339.38 210.11
Demand arising out of other legal cases filed against the Group (refer note (ii) below) 126.46 124.75
Demand arising out of goods and services tax (refer note (iii) below) 112.10 112.10
Demand in respect of provident fund dues for international workers as explained in
note (iv) below
142.37 142.37
Demand in respect of service tax (including interest and penalty) as explained in
note (v) below
170.70 170.70
Show cause notice received in respect of service tax as explained in note (vi) below 4,287.42 3,458.92
Demand arising out of Integrated Goods and Services Tax (‘IGST’), on overseas
repairs and replacement of various aircraft equipment as explained in note (vii)
below
582.44 580.70
Demand in respect of inter-corporate deposit received from Mallanpur Steels
Limited (refer note (viii) below)
35.00 35.00
Demand in respect of order from the Competition Commission of India as explained
in note (ix) below
51.00 51.00
Demand on account of tax deducted at source related claims (refer note x below) 718.34 718.34
The Group has various demands arising from Income-Tax assessments pertaining to Assessment year 2006-07 to 2021-
22 The litigations are currently pending at various forums and such sum contested after adjusting the brought forward
losses and depreciation was computed to be Rs. Nil. Consequently, without prejudice to its legal defence on these
matters, the Group has not disclosed the same as a contingent liability.
i. The Holding Company is contesting various consumer related legal cases in various forums. Based on the legal view
from an external consultant and internal analysis, contingent liabilities have been created for these cases, except
where the livelihood of any outflow of resources is remote.
ii. The Holding Company is contesting various vendor/employee related legal cases in various forums. Based on the
legal view from an external consultant and internal analysis, contingent liabilities have been created for these cases,
except where the livelihood of any outflow of resources is remote.
iii. The service tax and goods and services tax related demand isrelated to differential amount of IGST on
account of incorrect classification of customs chapter tariff head in bills of entry in relation to imports of
various goods.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
194
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
iv. The Holding Company has received a demand notice from the Regional Provident Fund Commissioner, Gurgaon
for Rs. 79.91 million in respect of provident fund (‘PF’) dues for international workers vide Notifications GSR 706(E)
dated October 1, 2008 and GSR 148 dated September 3, 2010, for the period from November 2008 to February
2011. The Holding Company has responded to the notice disputing the demand and, without admitting any liability
towards the same, has deposited an amount of Rs. 1.96 million towards the PF contributions in respect of international
workers for the period from November 2008 to July 2011 under the provisions of the Employees Provident Funds and
Miscellaneous Provisions Act, 1952 (‘PF Act’). Since August 2011, the Holding Company has been making provident
fund contributions in respect of international workers under the provisions of the PF Act. During the year ended March
31, 2012, the Holding Company has filed a writ petition with the Hon’ble Delhi High Court contending that the above
notifications relating to international workers are unreasonable and ultra vires the PF Act. The Court has directed
that this matter be put up in the regular list and the interim order in favour of the Holding Company has been made
absolute till disposal of the petition. In addition, a report has been filed by the Department’s Representative before
the Regional Provident Fund Commissioner (“RPFC”) on March 22, 2017 pursuant to which there is an aggregate
demand Rs. 144.43 million against the Holding Company for the period from November 2008 to January 2012. The
Holding Company has filed its reply on the report on August 18, 2017. Thereafter, the RPFC has passed its final order
on June 8, 2020 against the Holding Company for an amount of Rs. 142.04 million towards outstanding PF dues for
its expat employees for the period of November 2008 to January 2012. The RPFC order also states that there is an
order in favour of the Holding Company restraining the PF department from taking any coercive steps against the
Holding Company for recovery of the said amount till the disposal of the writ petition. Pending disposal of the writ
petition, the Holding Company has not accrued for any additional liability in respect of provident fund contributions
to international workers.
v. The Holding Company has received a demand order for a sum of Rs. 77.28 million, and applicable interest, as well
as penalty of Rs. 77.28 million from the service tax department for non-remittance of service tax on reverse charge
mechanism on certain payments made during the period April 18, 2006 to March 31, 2012. The Holding Company is
contesting the order on the grounds that the services obtained by the Holding Company were not liable to service tax
under the categories determined by the authorities and are hence not taxable services. Eective July 2012, pursuant
to the enactment of the negative list of taxable services, the Holding Company has been paying service tax on these
services received on reverse charge basis under the relevant provisions of the Finance Act, 1994. Based on advice
by its tax consultants and internal evaluation, the Holding Company has provided an amount of Rs. 77.28 million
(including a portion of applicable interest) on a conservative basis (also refer note 29). However, the Holding Company
continues to contest the entire demand and has filed an appeal against the adverse order with the Customs, Excise
and Service Tax Appellate Tribunal (‘CESTAT’) and is confident of its success. The balance amount of the matter
under litigation, (including interest and penalty) of Rs. 170.70 million, has not been accrued pending final outcome of
this matter and has been disclosed as a contingent liability.
vi. The Holding Company has received certain show cause notices from the service tax authorities, citing various
defaults, including failure/delay in remitting service tax collected, over past financial years as well as alleged failure
in remittance of service tax on certain other items. Based on their assessment of the contentions of the service
tax authorities, the management has submitted a detailed reply to the notice, and based on legal advice obtained,
believes that the likelihood of this liability devolving on the Holding Company is low, and accordingly has made no
adjustments to the consolidated financial statements.
vii. The Holding Company has received certain orders from customs authorities levying IGST and basic customs duty, on
re-import of various aircraft equipment repaired outside India, which in the opinion of the management and based
on expert advice obtained, is not subject to such levy. Further, in January 2021, the Holding Company has received
favourable order in reference to one of the matters for which tax is paid under protest, from the CESTAT, New Delhi.
viii. In another case, M/s Hindustan Development Corporation Limited (“HDCL”) (now renamed as Mallanpur Steels
Limited) who had lent Rs. 50 million by way of inter-corporate deposit to the Holding Company, has filed an appeal
before the division bench of the Hon’ble Delhi High Court against the Scheme of Settlement passed by the Hon’ble
Delhi High Court wherein the Group’s liability was fixed at Rs. 35 million. The Holding Company had made a deposit of
Rs. 35 million to the Ocial Administrator of the Scheme in accordance with approved Scheme. Pending disposition
of the review petition, the likelihood of the balance amount of Rs. 15 million devolving on the Holding Company is not
probable. Also, the interest (if any) on the same is not ascertainable and accordingly no adjustments have been made
to the standalone financial statements.
ix. The Competition Commission of India (“CCI”) passed an order dated November 17, 2015 against, inter alia, the Holding
Company, which included a demand of Rs. 424.80 million. The Holding Company’s appeal against this order with
Competition Appellate Tribunal (“COMPAT”) was disposed of by the COMPAT, which set aside the impugned order on
technical grounds and has referred the matter back to the CCI for fresh adjudication. Subsequent thereto, the matter
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
195Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
was reconsidered by CCI and a revised order dated March 7, 2018 imposing fine of Rs. 51 million was imposed on the
Holding Company. The Holding Company has filed an appeal before COMPAT and based on legal advice received,
management is confident of a favourable outcome in this matter and accordingly no adjustments are considered
necessary in the consolidated financial statements.
x. The Group has received certain show cause notices from the income tax authorities citing various defaults, including
non-deduction of tax deducted at source on certain payments. Based on their assessment of the contentions of the
income tax authorities, the management has submitted a detailed reply to the notice, and based on legal advice
obtained, believes that the likelihood of this liability devolving on the Group is low, and accordingly has made no
adjustments to the consolidated financial statements.
xi. The aircraft manufacturer of Q400 aircraft initiated a claim against the Holding Company in the foreign court
amounting to approximately Rs. 3,200 million for declarations, liquidated damages, interest and costs relating to the
Holding Company’s alleged breaches of, and the manufacturer’s purported termination of the purchase agreement
for certain undelivered aircraft. The foreign court decided a summary judgement in favour of the aircraft manufacturer
and the aircraft manufacturer had filed an execution petition before Indian court of law for execution of the said
summary judgement. During the previous year, the Holding Company has entered into a settlement agreement with
the aircraft manufacturer which has resulted in a one-time expense of Rs. 774.58 million on account of this settlement.
which has been disclosed as exceptional item.
xii. The Assistant Commissioner of Income-Tax (“ACIT”) has filed a complaint against the Holding Company and its
erstwhile Chairman and Managing Director in their individual capacity, over delayed payment of tax deducted at
source in contravention of section 276B of the Income-tax Act, 1961 for financial years 2013-14 and 2014-15. The matter
is sub-judice as on date and based on professional advice, the management is confident of a favourable outcome in
this matter in so far as it relates to the Holding Company. Accordingly, no adjustments are considered necessary in
the consolidated financial statements.
c) Certain aircraft/engine lessors have filed application(s) under Section 9 of the Insolvency and Bankruptcy Code, 2016 due
to alleged non-payment. The Company has certain disputes in the matter and the amounts claimed are disputed debts and
accordingly the Company is defending such matters. Basis the review of applications filed and the legal interpretation of
the law supported by views of legal expert, the management is of the view that it is not possible to determine the eects
of such applications as on date.
48. Claims on the aircraft manufacturer
The Holding Company had thirteen Boeing 737 Max aircraft in its fleet prior to the worldwide grounding of these aircraft during
March 2019 due to technical reasons. Despite its inability to undertake revenue operations, the Holding Company continued to
incur various costs with respect to these aircraft. As a result, and to reflect the true operational parameters of its operating fleet,
the management of the Holding Company recognised claim recoverable for such expenses which accumulated to Rs. 15,549.03
million till September 31, 2021 under the head ‘other income’ in respective quarters as the management was confident about
the recoverability of its claims since the grounding of these aircraft. During the quarter ended December 31, 2021, the Holding
Company concluded its settlement agreement with the aircraft manufacturer and 737 max aircraft lessors whereby the Holding
Company became entitled for certain cash and non-cash accommodations including waiver of past due lease rentals on
these Boeing 737 Max aircraft, resulting in re-induction of these aircraft into its fleet. Accordingly, basis the various terms of
settlement agreed with the aircraft manufacturer and the 737 Max aircraft lessors, the Holding Company had recognised these
amounts under the head ‘other income’. Upon execution of the settlement agreement and various accommodations extended,
the assessment of the management about the recoverability of its claims for these aircraft stands substantiated. In auditors’
assessment, the Holding Company should have recognised such accommodations in its entirety during the quarter ended
December 31, 2021 on completion of settlement and hence, the auditors have qualified their audit report for the year ended
March 31, 2022 to that extent. The auditors have also qualified their audit report for the year ended March 31, 2023 to the extent
of comparative numbers for the year ended March 31, 2022
49. Advance money received against securities proposed to be issued
The Holding Company had, in earlier financial years, received amounts aggregating to Rs. 5,790.9 million from Mr.
Kalanithi Maran and KAL Airways Private Limited (together, “Erstwhile Promoters”) as advance money towards proposed
allotment of certain securities (189,091,378 share warrants and 3,750,000 non-convertible cumulative redeemable
preference shares, issuable based on approvals to be obtained), to be adjusted at the time those securities were to be
issued. Pursuant to the legal proceedings in this regard before the Hon’ble High Court of Delhi (“Court”) between the
Erstwhile Promoters, the present promoter and the Holding Company, the Holding Company was required to secure an
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
196
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
amount of Rs. 3,290.89 million through a bank guarantee in favour of the Registrar General of the Court (“Registrar”) and
to deposit the balance amount of Rs. 2,500 million with the Registrar. The Holding Company has complied with these
requirements in September 2017.
The parties to the aforementioned litigation concurrently initiated arbitration proceedings before a three-member arbitral
tribunal (the “Tribunal”), which pronounced its award on July 20, 2018 (the “Award”). In terms of the Award, the Holding
Company was required to (a) refund an amount of approximately Rs. 3,082.19 million to the counterparty, (b) explore the
possibility of allotting non-convertible cumulative redeemable preference shares in respect of approximately Rs. 2,708.70
million, failing which, refund such amount to the counterparty, and (c) pay interest calculated to be Rs. 924.66 million (being
interest on the amount stated under (a) above, in terms of the Award). The amounts referred to under (a) and (b) above,
aggregating Rs. 5,790.89 million, continue to be carried as current liabilities without prejudice to the rights of the Holding
Company under law. Further, the Holding Company was entitled to receive from the counterparty, under the said Award, an
amount of Rs. 290.00 million as counter-claim. Consequent to the Award, and without prejudice to the rights and remedies it
may have in the matter, the Holding Company accounted for Rs. 634.66 million as an exceptional item (net) during the year
ended March 31, 2019, being the net eect of amount referred to under (c) and counter-claim receivable of Rs. 290.00 million,
above. During the year ended March 31, 2019, the Court had ordered release of Rs. 2,500 million, out of the amount deposited
by the Holding Company, to the counterparty, subject to certain conditions as enumerated by the Court in its order. Further,
pursuant to an order of the Court dated September 20, 2019, the Holding Company has remitted an additional Rs. 582.19
million out of the guarantee placed with the Court, to the counterparty, in October 2019. All such payments made have been
included under other non-current assets.
The Holding Company, its present promoter and the counterparties had challenged before the Court various aspects of the
Award, including the above-mentioned interest obligations and rights (“Section 34 Petitions”). The Court vide its order dated
September 2, 2020 in the said matter, directed the Holding Company to deposit an amount of Rs. 2,429.37 million of interest
component under the Award (including the amount of Rs. 924.66 million provided for as indicated earlier, without prejudice
to the rights of the Holding Company under law). The Holding Company preferred a Special Leave Petition before the Hon’ble
Supreme Court of India (“Supreme Court”) against the aforesaid Order and the Supreme Court pursuant to its order dated
February 13, 2023 has modified the said order dated September 2, 2020 passed by the Court and directed to release the bank
guarantee placed with the Court (aggregating to Rs. 2,707.81 million) to the counterparty towards quantum of principal sum
due under the Award and pay an amount of Rs. 750.00 million to the counterparty within period of three months towards
liability on account of interest pending disposal of Section 34 Petitions. The said amount of bank guarantee has been released
to the counterparties during the year ended 31 March 2023 and accordingly entire principal of Rs. 5,790.9 million has been paid.
However, the Holding Company was unable to pay Rs. 750.00 million to the counterparty within the prescribed timeline and
filed an application with Supreme Court for extension of time which was dismissed.
The Court vide its judgements dated July 31, 2023 has dismissed Section 34 Petitions filed by the Group, its present promoter
and the counterparties. The Holding Company is examining the judgment(s) and is in the process of taking appropriate remedial
steps including preferring an appeal before the appellate jurisdiction. While the Holding Company deposited the entire principal
of Rs. 5,790.9 million as per the direction of the Court in September 2017 which has also been subsequently paid to the
counterparty and there are adjustments to be made for the counter-claim of the Holding Company. The Court vide its orders
dated May 29, 2023, July 24, 2023 and August 9, 2023, inter-alia, has directed to deposit entire amount outstanding towards
interest and file adavit of assets as per the directions of the Court.
In view of the foregoing, the management is of the view that it is not possible to determine the eects of any such obligations
and rights (including any additional/consequential obligations and rights). Accordingly, no further adjustments have been made
in this regard, to these financial statements. The auditors have qualified their audit report for the year ended March 31, 2023 in
this reference.
The eects of the matter stated above may attract the consequent provisions (including penal provisions) of applicable provisions
of law, including deeming provisions, relating to acceptance of deposits. Based on their assessment and legal advice obtained,
the management is of the view that any possible consequential eects (including penal consequences and any compounding
thereof), of past events and actions in relation to the foregoing, are not likely to have a material impact on the financial statements
of the Company. Accordingly, no adjustments have been made for any such consequential penal eects in this regard.
50. The Holding Company entered into a Business Transfer Agreement (“BTA”) with its subsidiary namely SpiceXpress and
Logistics Private Limited (“SXPL”) on March 31, 2023 for transfer of its cargo business undertaking as a going concern,
on slump sale basis, for a total consideration of Rs. 25,557.70 million. Accordingly, SXPL is now carrying cargo business
eective April 1, 2023. As per terms of the BTA, the slump sale consideration is being discharged by SXPL by issuance of
securities in the combination of equity shares and compulsorily convertible debentures. This transaction does not have any
impact on carrying value of assets and liabilities in consolidated financial statements.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
197Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
51. Segment reporting
Operating segments of the Group are Air Transport Services and Freighter and Logistics Services. Air Transport Services
includes, inter alia, passenger transport and ancillary cargo operations arising from passenger aircraft operations. Accordingly,
segment information provided below, including in respect of comparative periods, is based on such operating segments
described above.
Segment assets and liabilities include those directly identifiable with the respective segments. Unallocated corporate assets
and liabilities represent the assets and liabilities that relate to the Group as a whole and are not allocable to any segment.
Expenses that are directly identifiable to segments are considered for determining the segment results. Expenses which relate
to the Group as a whole and are not allocable to segments are included under unallocated corporate expenses.
Transfer prices between operating segments are on an arm’s length basis in a manner similar to transactions with third parties.
Segment information: Year ended March 31, 2023
Particulars Air Transport Freighter and
Logistics Services
Other
services
Total
Segments
Inter
Segment
Total
(in Rs.
millions)
(in Rs. millions) (in Rs.
millions)
(in Rs.
millions)
(in Rs.
millions)
(in Rs.
millions)
External customers 82,728.50 6,244.51 47.53 89,020.54 (284.61) 88,735.93
Other income 9,909.10 - 304.01 10,213.11 (530.15) 9,682.96
Total revenue 92,637.60 6,244.51 351.54 99,233.65 (814.76) 98,418.89
Income /(expenses)
Revenue from operations 82,728.50 6,244.51 47.53 89,020.54 (284.61) 88,735.93
Other income 9,909.10 - 304.01 10,213.11 (530.15) 9,682.96
Finance income 551.36 - 0.45 551.81 - 551.81
Operating expenses (68,614.96) (5,442.62) (752.47) (74,810.05) 1,272.14 (73,537.91)
Purchases of stock-in-trade - - (997.28) (997.28) - (997.28)
Changes in inventories of stock-
in-trade
- - 72.73 72.73 - 72.73
Employee benefits expense (8,081.77) (356.94) (365.93) (8,804.64) 4.57 (8,800.07)
Sales and marketing expenses (2,278.10) - (1.74) (2,279.84) - (2,279.84)
Other expenses (6,625.41) (121.23) (333.89) (7,080.53) 651.36 (6,429.17)
Foreign exchange (loss)/gain,
(net)
(6,789.51) - (34.11) (6,823.62) - (6,823.62)
Depreciation and amortisation
expense
(10,178.64) (15.00) (33.77) (10,227.41) - (10,227.41)
Finance costs (5,056.51) - (21.27) (5,077.78) 0.18 (5,077.60)
Segment (loss)/profit before
exceptional items
(14,435.94) 308.72 (2,115.74) (16,242.96) 1,113.49 (15,129.47)
Exceptional items
Segment (loss)/profit after
exceptional items
(14,435.94) 308.72 (2,115.74) (16,242.96) 1,113.49 (15,129.47)
Total assets 76,677.20 647.22 381.31 77,705.73 - 77,705.73
Total liabilities 133,032.82 1,396.48 1,782.86 136,212.16 - 136,212.16
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
198
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Year ended March 31, 2022
Particulars Air Transport Freighter and
Logistics Services
Other
services
Total
Segments
Inter
Segment
Total
(in Rs.
millions)
(in Rs. millions) (in Rs.
millions)
(in Rs.
millions)
(in Rs.
millions)
(in Rs.
millions)
External customers 46,340.40 19,436.10 1,671.76 67,448.26 (1,412.32) 66,035.94
Other income 9,872.33 - 10.41 9,882.74 (201.53) 9,681.21
Total revenue 56,212.73 19,436.10 1,682.17 77,331.00 (1,613.85) 75,717.15
Income /(expenses)
Revenue from operations 46,340.40 19,436.10 1,671.76 67,448.26 (1,412.32) 66,035.94
Other income 9,872.33 - 10.41 9,882.74 (201.53) 9,681.21
Finance income 640.81 - 0.18 640.99 (52.72) 588.27
Operating expenses (39,777.71) (18,165.08) (910.80) (58,853.59) 1,182.23 (57,671.36)
Purchases of stock-in-trade - - (943.97) (943.97) - (943.97)
Changes in inventories of stock-
in-trade
- - (64.33) (64.33) - (64.33)
Employee benefits expense (7,028.92) (245.07) (89.91) (7,363.90) 13.97 (7,349.93)
Sales and marketing expenses (1,146.64) (73.85) (3.33) (1,223.82) 4.36 (1,219.46)
Other expenses (4,906.79) (470.92) (345.28) (5,722.99) 383.31 (5,339.68)
Foreign exchange (loss)/gain,
(net)
(2,621.83) - - (2,621.83) - (2,621.83)
Depreciation and amortisation
expense
(12,877.12) (20.20) (36.04) (12,933.36) - (12,933.36)
Finance costs (4,825.79) - (56.51) (4,882.31) 52.70 (4,829.61)
Segment (loss)/profit before
exceptional items
(16,331.26) 460.98 (767.82) (16,638.10) (30.00) (16,668.11)
Exceptional items (774.58) (774.58)
Segment (loss)/profit after
exceptional items
(17,105.84) 460.98 (767.82) (16,638.10) (30.00) (17,442.69)
Total assets 93,860.92 1,348.05 1,027.73 96,236.70 691.14 95,545.56
Total liabilities 136,554.12 1,539.17 1,759.81 139,853.10 904.96 138,948.14
Other information:
Revenue from external customers
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
India 66,111.30 43,411.31
Outside India 22,624.63 22,624.63
Total revenue as per statement of profit or loss 88,735.93 66,035.94
The revenue information above is based on the locations of the customers.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
199Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Non-current assets
Particulars
As at
March 31, 2023
As at
March 31, 2022
India 49,918.37 63,148.77
Outside India - -
Total 49,918.37 63,148.77
Non-current assets for this purpose consist of property, plant and equipment, capital work-in-progress, right of use assets, intangible
assets and other non-current assets.
There are no sales to external customers more than 10% of total revenue.
52. Income tax expense
Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate for March 31, 2023 and
March 31, 2022:
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
Accounting loss before income tax (15,129.47) (17,442.69)
Loss before income tax multiplied by standard rate of corporate tax in India 25.168%
(March 31, 2022: 25.168%)
(3,807.79) (4,389.98)
Eects of:
Set-o of brought forward losses and non-deductible expenses for tax purposes 3,574.54 3,523.98
Net eective income tax - -
The Group has recognized deferred tax assets arising on account of brought forward tax losses and unabsorbed depreciation to
the extent of the deferred tax liability arising on account of the temporary dierence on depreciation of Rs. 2,324.71.49 million
as at March 31, 2023 (Rs. 2,454.73 million as at March 31, 2022).
Particulars
As at
March 31, 2023
As at
March 31, 2022
Deferred tax liabilities (2,324.71) (2,454.73)
Deferred tax asset 2,324.71 2,454.73
Net deferred tax asset/ (liabilities) - -
Year ended March 31, 2023 Opening balance Recognised in statement
of prot and loss
Recognised in OCI Closing balance
Property, plant and equipment (2,454.73) 130.02 - (2,324.71)
Brought forward losses 2,454.73 (130.02) - 2,324.71
Total - - - -
Year ended March 31, 2022 Opening balance Recognised in statement
of profit and loss
Recognised in OCI Closing balance
Property, plant and equipment (2,647.69) 192.96 - (2,454.73)
Brought forward losses 2,647.69 (192.96) - 2,454.73
Total - - - -
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
200
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Brought forward losses and unabsorbed depreciation for which no deferred tax assets have been recognized are attributable
to the following:
Particulars
As at
March 31, 2023
As at
March 31, 2022
Unused tax losses* 23,531.95 20,060.48
Unabsorbed tax depreciation
#
4,815.05 17,642.66
Net deferred tax asset/ (liabilities) 28,347.00 37,703.14
#
Unabsorbed depreciation does not have any expiry period under the Income-tax Act, 1961
*The following table details the expiry of the brought forward tax losses
0-4 years 7,474.45 9,143.82
4-8 years 16,057.49 10,916.66
Total 23,531.95 20,060.48
The brought forward losses and unabsorbed depreciation considered above are based in the tax records and returns filed upto
Assessment Year 2022-23 and does not consider the potential eect of matters under dispute/litigation with the tax authorities
which are currently sub-judice at various levels. Also refer note 47.
54. Related party transactions
Relationship Name of the party
Party exercising control Mr. Ajay Singh
Relatives of party exercising control Ms. Shiwani Singh
Ms. Avanee Singh
Entities where key managerial personnel are common* Spice Healthcare Private Limited
I2N Technologies Private Limited
Key management personnel Mr. Ajay Singh, Chairman and Managing Director
Ms. Shiwani Singh, Non-Executive Promoter Director
Mr. Anurag Bhargava, Independent Director
Mr. Ajay Chhotelal Aggarwal, Independent Director
Mr. Manoj Kumar, Independent Director (from May 28, 2019)
Mr. Ashish Kumar, Chief Financials Ocer (from September 9, 2022)
Mr. Sanjeev Taneja, Chief Financials Ocer (from November 11, 2020,
upto August 31, 2022)
Mr. Chandan Sand, Company Secretary
* With whom there are transactions during the year
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
201Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
The following table provides the total amount of transactions that have been entered into with related parties for the relevant
financial year:
Aliates
Year ended
March 31, 2023
Year ended
March 31, 2022
Spice Healthcare Private Limited
Transactions during the year
Rendering of services 13.70 25.43
Sale of products - 258.57
Support service taken 0.15 -
I2N Technologies Private Limited
Transactions during the year
Legal and professional fees 1.72 -
Balances outstanding as at the year end
Trade receivables 27.67 8.45
Contract liability 67.83 69.69
Key management personnel
Transactions during the year
Advance given/(received) (net) - -
Balances outstanding as at the year end
Employee advances
#
12.54 12.54
#
Includes balance of erstwhile Chief Financial Ocer upto 31 August 2020.
Terms and conditions of transactions with related parties
The sales to and purchases from related parties are made on terms equivalent to those that prevail in arm’s length transactions.
For the year ended March 31, 2023, the Group has not recorded impairment of loans and receivables relating to amounts owed
by related parties (March 31, 2022: Nil). This assessment is undertaken each financial year through examining the financial
position of the related party and the market in which the related party operates.
Compensation of key management personnel of the Group
Short-term employee benefits
#
126.58 103.05
Provident fund contribution 2.31 1.66
Total 128.89 104.71
Sitting fees
Mr. Anurag Bhargava 0.30 0.40
Ms. Shiwani Singh 0.10 0.50
Mr. Ajay Chhotelal Aggarwal 0.30 0.40
Mr. Manoj Kumar 0.30 0.50
Total 1.00 1.80
Total compensation paid to key management personnel** 129.89 106.51
#
As the liabilities for gratuity and compensated absences are provided on actuarial basis for the Group as a whole, the amounts
pertaining to the key management personnel are not included above.
**The amounts disclosed in the table are the amounts recognised as an expense during the reporting period related to key
management personnel.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
202
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
54. Fair values
The following table presents the carrying amounts and fair value of each category of financial assets and liabilities.
Particulars Carrying value Fair value
March 31, 2023
March 31, 2022
March 31, 2023
March 31, 2022
Financial assets
Investments - non-current 0.25 0.17 0.25 0.17
Investments - current 4.56 4.33 4.56 4.33
Other financial assets - non-current 4,977.06 9,783.10 4,977.06 9,783.10
Other financial assets - current 3,467.82 2,705.41 3,467.82 2,705.41
Trade receivables 1,597.78 2,532.79 1,597.78 2,532.79
Other receivables 9,454.82 9,888.85 9,454.82 9,888.85
Cash and cash equivalents 355.18 626.81 355.18 626.81
Total 19,857.47 25,541.46 19,857.47 25,541.46
Financial liabilities
Borrowings - non-current 4,659.89 3,128.81 4,659.89 3,128.81
Borrowings - current 7,197.77 7,664.95 7,197.77 7,664.95
Trade payables - non-current 3,417.41 3,473.29 3,417.41 3,473.29
Trade payables - current 29,267.34 26,129.42 29,267.34 26,129.42
Lease liabilities - non-current 28,440.69 43,325.65 28,440.69 43,325.65
Lease liabilities - current 33,191.95 29,202.83 33,191.95 29,202.83
Other current financial liabilities 1,773.24 943.47 1,773.24 943.47
Total 107,948.29 113,868.42 107,948.29 113,868.42
The Management considers that the carrying amounts of financial assets and financial liabilities (except lease liabilities)
recognised in the financial statements approximate their fair values. The fair value of the financial assets and liabilities is
included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other
than in a forced or liquidation sale. The following methods were used to estimate the fair values:-
- Cash and cash equivalents, trade receivables, trade payables, and other current and non-current financial liabilities and
other current and non-current financial assets approximate their carrying amounts largely due to the short-term maturities
of these financial instruments.
- The borrowings of the Group do not have any comparable instrument having the similar terms and conditions with related
security being pledged and hence the carrying value of the borrowings represents the best estimate of fair value.
54. Fair value hierarchy
The following explains the judgements and estimates made in determining the fair values of the financial instruments that
are recognised and measured at fair value. To provide an indication about the reliability of the inputs used in determining
fair value, the Group has classified its financial instruments into the three levels prescribed under the accounting standard.
Level 1:quoted prices (unadjusted) in active markets for financial instruments
Level 2:inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly
or indirectly
Level 3:unobservable inputs for the asset or liability
Valuation techniques used to determine fair value
Level 1 – The use of net asset value for mutual funds on the basis of the statement received from investee party.
Level 3 - The investment in equity shares of Aeronautical Radio of Thailand Limited is not significant. Hence, the Holding
Company has considered carrying value as fair value.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
203Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
The following table provides the fair value measurement hierarchy of the Group’s assets and liabilities are measured at fair
value in the Balance Sheet.
Particulars
Fair value hierarchy as at March 31, 2023
Level 1 Level 2 Level 3
Investments in mutual funds 4.56 - -
Equity Investments* - - 0.25
Particulars Fair value hierarchy as at March 31, 2022
Level 1 Level 2 Level 3
Investments in mutual funds 4.33 - -
Equity Investments* - - 0.17
There have been no transfers between level 1 and level 2 during the year.
* The dierence between current and last year represents liquadation during the year.
55. Financial risk management objectives and policies
The Group is exposed to market risk, credit risk and liquidity risk. The Group’s senior management oversees the management
of these risks. The Group’s senior management is supported by a treasury team. The treasury team provides assurance to the
Group’s senior management that the Group’s financial risk activities are governed by appropriate policies and procedures and
that financial risks are identified, measured and managed in accordance with the Group’s policies and risk objectives. The Board
of Directors reviews and agrees policies for managing each of these risks, which are summarised below:
Market risk
Market risk is the risk of any loss in future earnings, in realizable fair values or in future cash flows that may result from a change
in the price of a financial instrument. Market risk comprises three types of risk: interest rate risk, currency risk and foreign
currency risk.
The sensitivity analyses in the following sections relate to the position as at March 31, 2023 and March 31, 2022.
Price risk
The Group’s exposure to price risk arises from investments held and classified as FVTPL. To manage the price risk arising from
investments in mutual funds, the Group diversifies its portfolio of assets.
Sensitivity analysis
If price had been 500 basis points higher/lower and all other variables were held constant, the Group’s loss for the year ended
March 31, 2023 would decrease/increase by Rs. 0.23 million (March 31, 2022: decrease/increase by Rs. 0.22 million).
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 Group is exposed to interest rate risk because it borrows funds at floating interest rates. The risk is
managed by the Group by maintaining an appropriate mix between fixed and floating rate borrowings. As at March 31, 2023
approximately 88.58% of the Group’s borrowings are at a variable rate of interest (March 31, 2022 - 78.96.%)
Interest rate sensitivity
If interest rates had been 500 basis points higher/lower and all other variables were held constant, the Group’s loss for the
year ended March 31, 2023 would increase by Rs. 20.23 million and decrease by Rs. 47.82 million respectively (March 31, 2022:
increase by Rs. 30.33 and decrease by Rs. 36.73 million).
In management’s opinion, the sensitivity analysis is unrepresentative of the inherent interest rate risk because the exposure at
the end of the reporting period does not reflect the exposure during the year.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
204
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in
foreign exchange rates.
Foreign currency sensitivity
The following demonstrates the sensitivity to a reasonably possible change in the foreign currency exchange rates, with all other
variables held constant. The impact on the Group’s loss before tax is due to changes in the fair value of monetary assets and
liabilities including non-designated foreign currency derivatives. The sensitivity analysis includes only outstanding unhedged
foreign currency denominated monetary items.
If the foreign currency rates had been 5% higher/lower and all other variables were held constant, the Group’s loss for the year
ended March 31, 2023 would increase/decrease by Rs. 4,611.32 million (March 31, 2022: increase/decrease by Rs. 5,542.14 million).
In management’s opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk because the exposure
at the end of the reporting period does not reflect the exposure during the year.
Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading
to a financial loss. The Group is exposed to credit risk from its operating activities (primarily trade receivables) and from its
investing activities, including deposits with banks and financial institutions, foreign exchange transactions and other financial
instruments.
The Group has adopted a policy of only dealing with creditworthy counterparties, as a means of mitigating the risk of financial
loss from defaults. Trade receivables are typically unsecured and are primarily derived from cargo and other revenue streams.
Majority of the Group’s passenger revenue is are made against deposits made by agents. Trade receivables primarily comprise
of domestic customers, which are fragmented and are not concentrated to individual customers. The Group’s exposure and
the credit ratings of its counterparties are continuously monitored. At March 31, 2023, the Group had 42 customers (March 31,
2022: 38 customers) that owed the Group more than Rs. 10 million each and accounted for approximately 77% (March 31, 2022:
88%) of all the receivables outstanding.
An impairment analysis is performed at each reporting date on an individual basis for major customers. In addition, a large
number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The maximum
exposure to credit risk at the reporting date is the carrying value of each class of financial assets. The Group does not hold
collateral as security. The Group evaluates the concentration of risk with respect to trade receivables as low, as its customers
are widely dispersed and operate in largely independent markets. The average credit period ranges between 30 and 90 days.
The Company uses a simplified approach (lifetime expected credit loss model) for the purpose of computation of expected
credit loss for trade receivables. The Company is recognising expected credit losses on outstanding trade receivables at in the
range of 2-6% below 360 days and in the range of 8-100% for more than 360 days.
Credit risk related to cash and cash equivalents and bank deposits is managed by only investing in deposits with highly rated
banks and financial institutions and diversifying bank deposits and accounts in dierent banks. Credit risk related to loans and
other financial assets is managed by monitoring the recoverability of such amounts continuously. Credit risk is considered low
because the Group is in possession of the underlying asset (in case of security deposit) or as per trade experience (in case of
unbilled revenue). Further, the Group creates provision by assessing individual financial asset for expectation of any credit loss
basis 12 month expected credit loss model.
Reconciliation of expected credit loss for trade receivables and loans are as follows:
Reconciliation of expected credit loss for trade receivables and loans are as follows:
Particulars
Year ended
March 31, 2023
Year ended
March 31, 2022
Balance at the beginning of the year 127.35 125.23
Add: Impairment loss recognised 27.05 58.27
Less: Bad debts written o/reversed 56.15
Balance at the end of the year 154.40 127.35
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
205Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
Liquidity risk
Liquidity risk refers to the risk that the Group cannot meet its financial obligations. The objective of liquidity risk management
is to maintain sucient liquidity and ensure that funds are available for use as per requirements. The Group has obtained fund
and non-fund based working capital lines from various banks. The Group invests its surplus funds in bank fixed deposit and
mutual funds, which carry minimal mark to market risks. The Group also constantly monitors funding options available in the
debt markets with a view to maintaining financial flexibility.
The table below summarises the maturity profile of the Group’s financial liabilities based on contractual undiscounted payments
Year ended March 31, 2023 Upto 1 year 1 to 5 years > 5 years Total
Financial liabilities (Non-current and current)
Borrowings 7,197.77 4,659.89 - 11,857.66
Trade payables 29,267.34 3,417.41 - 32,684.75
Lease liabilities 31,679.35 28,261.83 11,994.97 71,936.15
Other current financial liabilities 1,773.24 - - 1,773.24
Total 69,917.70 36,339.13 11,994.97 118,251.80
Year ended March 31, 2022 Upto 1 year 1 to 5 years > 5 years Total
Financial liabilities (Non-current and current)
Borrowings 7,664.95 3,128.81 - 10,793.76
Trade payables 26,129.42 3,473.29 - 29,602.71
Lease liabilities 35,392.08 49,366.76 27,574.87 112,333.71
Other current financial liabilities 943.47 - - 943.47
Total 70,129.92 55,968.86 27,574.87 153,673.65
56. Capital management
The Group’s capital management is intended to create value for shareholders by facilitating the meeting of long-term and short-
term goals of the Group.
The Group determines the amount of capital required on the basis of annual operating plans and long-term fleet expansion
plans. The funding requirements are met through internal accruals and other long-term/short-term borrowings. The Group’s
policy is aimed at combination of short-term and long-term borrowings. The Group monitors capital employed using a debt
equity ratio, which is total debt divided by total equity.
The Group’s policy is to keep the net debt to total equity ratio above (1.00).
Particulars
As at
March 31, 2023
As At
March 31, 2022
Long term borrowings 4,659.89 3,128.81
Short term borrowings 7,197.77 7,664.95
Cash and cash equivalents (337.01) (112.95)
Bank balances other than above (18.17) (513.86)
Net debt 11,502.48 10,166.95
Total equity (58,506.43) (43,402.58)
Net debt to total equity ratio (0.20) (0.23)
No changes were made in the objectives, policies or processes for managing capital during the years ended March 31, 2023 and
March 31, 2022.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
206
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
57. The Holding Company witnessed a ransomware attack on Information Technology (IT) system(s) on May 25, 2022.
Immediately, the Company took corrective measures with assistance of cyber experts and authorities and also informed
CERT-In (Indian Computer Emergency Response Team) about the ransomware attack to investigate the root causes
and to further suggest remedial steps. Basis the corrective measures, the Holding Company was able to retrieve the IT
system(s) after the said ransomware attack. The Holding Company has also revalidated the books of accounts in order to
detect any possible error as a result of said ransomware attack.
58. Additional information required by Schedule III of the Companies Act, 2013
As at March 31, 2023 Net assets (total
assets minus total
liabilities)
Share in prot /
(loss) for the year
Share in other
comprehensive
income (net of tax)
Share in total
comprehensive
income for the year
Holding Company
SpiceJet Limited 100% (58,078.88) 94% (14,020.64) 109% (1.10) 93% (14,021.74)
Subsidiaries
SpiceJet Merchandise Private Limited 0% 9.76 0% 22.29 0% 0.01 0% 22.30
SpiceJet Technic Private Limited 0% (715.65) 5% (1,041.44) -4% 0.35 7% (1,041.09)
Canvin Real Estate Private Limited -1% 283.73 0% 121.66 0% - -1% 121.66
SpiceJet Interactive Private Limited 0% (0.03) 0% (0.10) 0% - 0% (0.10)
Spice Club Private Limited 0% (0.02) 0% (0.10) 0% - 0% (0.10)
Spice Shuttle Private Limited 0% 27.31 0% (1.71) 0% - 0% (1.71)
SpiceXpress and Logistics Private Limited 0% (52.84) 0% (2.18) 0% - 0% (2.18)
SpiceTech System Private Limited 0% 20.14 1% (207.15) -6% 0.26 1% (206.89)
Spice Ground Handling Services Private
Limited
0% 0.05 0% (0.10) 0% - 0% (0.10)
Total 100% (58,506.43) 100% (15,129.47) 100% (0.48) 100% (15,129.95)
As at March 31, 2022 Net assets (total
assets minus total
liabilities)
Share in profit /
(loss) for the year
Share in other
comprehensive
income (net of tax)
Share in total
comprehensive
income for the year
Holding Company
SpiceJet Limited 100% (43,568.51) 94% (16,420.24) 109% 35.63 99% (17,219.02)
Subsidiaries
SpiceJet Merchandise Private Limited 0% 31.93 0% 6.96 0% 0.10 0% 7.06
SpiceJet Technic Private Limited 0% (109.39) 5% (882.09) -4% (1.22) 5% (883.31)
Canvin Real Estate Private Limited -1% 220.59 0% (0.11) 0% - 0% (0.11)
SpiceJet Interactive Private Limited 0% (0.13) 0% (0.11) 0% - 0% (0.11)
Spice Club Private Limited 0% (0.13) 0% (0.11) 0% - 0% (0.11)
Spice Shuttle Private Limited 0% 7.54 0% (0.18) 0% - 0% (0.18)
SpiceXpress and Logistics Private Limited 0% 2.63 0% (0.19) 0% - 0% (0.19)
SpiceTech System Private Limited 0% 12.94 1% (146.54) -6% (1.96) 1% (148.50)
Spice Ground Handling Services Private
Limited
0% (0.05) 0% (0.08) 0% - 0% (0.08)
Total 100% (43,402.58) 100% (17,442.69) 100% 32.56 100% (17,410.13)
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
207Annual Report 2022-23
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
59. Group information
Information about subsidiaries
The financial statements of the Group includes subsidiaries listed in the table below:
S.
No
Name of entity Principal activities Country of
incorporation
% equity interest
March
31, 2023
March
31, 2022
1 SpiceJet Merchandise Private
Limited
Business of consumer merchandise and goods
through various channels
India 100.00 100.00
2 SpiceJet Technic Private Limited Engineering related service including but not
limited to maintenance, repair and overhaul
services of aircraft and its parts
India 100.00 100.00
3 Canvin Real Estate Private Limited Real estate development India 100.00 100.00
4 SpiceJet Interactive Private
Limited
Information and communication technology India 100.00 100.00
5 Spice Club Private Limited Loyalty and rewards programme management India 100.00 100.00
6 Spice Shuttle Private Limited Charter operation by aeroplanes and/or
helicopters
India 100.00 100.00
7 SpiceXpress and Logistics Private
Limited
Cargo transportation and logistics India 98.00 98.00
8 SpiceTech System Private Limited Information and communication technology India 68.00 68.00
9 Spice Ground Handling Services
Private Limited
Ground handling services India 100.00 100.00
60. As at March 31, 2023 the composition of the Board of Directors of the Company is not as per the requirement of Regulation
17(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as the Company has not appointed
one independent woman director and the total number of directors are less than six. The Company is in the process of
identifying suitable candidate for the vacant position. Post appointment of one independent woman director, the Holding
Company will comply Regulation 17(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
61. Other statutory information
A. The Group has not advanced or loaned or invested funds to any person or any entity, including foreign entities
(Intermediaries) with the understanding that the intermediary shall:
(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by a or on behalf
of the Group (Ultimate Beneficiaries); or
(ii) provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
B. The Group has not received any fund from any person or any entity, including foreign entities (Funding Party) with the
understanding (whether recorded in writing or otherwise) that the Group shall:
(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by a or on behalf
of the Funding Party (Ultimate Beneficiaries); or
(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
C. The Group has complied with numbers of layers prescribed under Rule (87) of section 2 of the Act read with Companies
(Restrcition on number of layers) Rules, 2017.
D. The Group has not been declared as willful defaulter by the bank or financial institution (as defined under Companies Act,
2013) or consortium thereof, in accordance with the guideline on willful defaulter issued by the Reserve Bank of India.
E. The Group does not have any transaction which is not recorded in the books of accounts that has been surrendered or
disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or
any other relevant provisions of the Income Tax Act, 1961.
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
208
SpiceJet Limited
Notes to the Consolidated Financial Statements
for the year ended March 31, 2023
(All amounts are in millions of Indian Rupees, unless otherwise stated)
F. The Group has transactions and outstanding balances during the current year with companies struck o under section 248
of the Companies Act, 2013 or section 560 of Companies Act, 1956.
Name of struck o company Nature of transactions
with struck o company
Balance
outstanding
Relationship with the
struck o company, if any
Greenfield Airways Private Limited Receivables 0.98 Not applicable
Knorr - Bremse Systems For Commercial
Vehicles India Private Limited
Receivables 0.02 Not applicable
WSRM Hospitality Private Limited Payables 0.00 Not applicable
Pan Cyber Infotech Private Limited Payables (0.98) Not applicable
Vir Cargo Express Private Limited Payables (0.02) Not applicable
Aaditya India Finance Services Private Limited Receivables 0.56 Not applicable
G. The Group does not have any Benami Property, where any proceeding has been initiated or pending against the Group.
H. The Group does not have any charges or satisfaction which is yet to be registered with Registrar of Companies beyond the
statutory period.
I. The Group has not traded or invested in crypto currency or virtual currency during the current year.
J. In respect of the Company’s term and other loans, the Company is not required to submit stock statement.
62. During the year, cetain subsidiaries Goods and Services Tax (‘GST’) registration has been cancelled /suspended. Such
subsidiary companies are in process to get the registration reinstated with the Department by paying o the outstanding
dues (inclusive of interest and fees for delay) and regularising the filling of return. Further, the Group has also obtained
legal advice, basis which, the registration will be reinstated once the outstanding dues are paid and pending returns are
filed.
63. Previous year figures have been regrouped/reclassified to conform to the current year’s classification. The impact of such
reclassification/regrouping is not material to the financial statements.
64. Adoption of accounts
The consolidated financial statements were approved for issue by the board of directors on August 14, 2023.
As per our report of even date.
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
ICAI Firm Registration No.: 001076N/N500013
Neeraj Goel Ajay Singh Chandan Sand Ashish Kumar
Partner Chairman & Managing Company Secretary Chief Financial Officer
Membership No: 099514 Director
Place: Gurugram Place: Gurugram Place: Gurugram Place: Gurugram
Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023 Date: August 14, 2023
Corporate Overview Statutory Reports Financial Statements Corporate Overview Statutory Reports Financial Statements
209Annual Report 2022-23
NOTE
NOTE
NOTE
SPICEJET LIMITED
319, Udyog Vihar, Phase IV Gurgaon - 122 016, Haryana
