* The Balance equity share is held by another subsidiary, Reliance Airport Developers Limited

** 26,1 1,20,000 (26,1 1,20,000) equity shares of Mumbai Metro One Private Limited, 34,98,329 (34,98,329) equity shares of SU Toll Road Private Limited, 9,89,840 (9,89,840) equity shares of DS Toll Road Limited, 3,72,609 (3,72,609) equity shares of GF Toll Road Private Limited, 20,41,535 (20,41,535) equity shares of TD Toll Road Private Limited, 24,23,574 (24,23,574) equity shares of TK Toll Road Private Limited, 7,05,090 (7,05,090) equity shares of HK Toll Road Private Limited, 8,50,570 (8,50,570) equity shares of NK Toll Road Private Limited are kept in safe-keep accounts.

*** Provision made for Diminution in the value of Investment includes, ' 678.62 crore (Previous Year ' 678.62 crore) on NonConvertible Redeemable Preference Shares of Reliance Infra Projects International Limited, ' 787.53 crore (Previous Year ' Nil) on other equity instruments and ' 1.40 crore (Previous Year ' Nil) on Equity Shares of Delhi Airport Metro Express Private Limited, ' 156.18 crore (Previous Year ' 156.18 crore) on other equity instruments and ' 7.24 crore (Previous Year ' 7.24 crore) on Equity Shares of JR Toll Road Private Limited.

^A 53,03,99,995 (53,03,99,995) equity shares of BSES Rajdhani Power Limited, 28,35,59,995 (28,35,59,995) equity shares of BSES Yamuna Power Limited, 5,470 (5,470) equity shares of PS Toll Road Private Limited, 26,57,100 (26,57,100) equity shares of DS Toll Road Limited, 93,90,252 (93,90,252) equity shares of SU Toll Road Private Limited, 2,676 (2,676) equity shares of JR Toll Road Private Limited, are pledged with the lenders of the respective investee Companies

# 2,465 (2,465) equity shares of PS Toll Road Private Limited,1 1,13,300 (1 1,1 3,300) equity shares of HK Toll Road Private Limited, 1 5,63,000 (1 5,63,000) equity shares of DS Toll Road Limited, 13,43,100 (13,43,100) equity shares of NK Toll Road Limited, 55,23,678 (55,23,678) equity shares of SU Toll Road Private Limited, 5,88,330 (5,88,330) equity shares of GF Toll Road Private Limited, 2,462 (2,462) equity shares of JR Toll Road Private Limited, 32,23,476 (32,23,476) equity shares of TD Toll Road Private Limited,38,26,695 (38,26,695) equity shares of TK Toll Road Private Limited 1,88,28,000 (1,88,28,000) equity shares of BSES Kerala Power Limited and 10,00,00,000 (2,727,936,782) Redeemable Non-Convertible Debentures in DA Toll Road Private Limited are pledged with lenders of the Company.

## Written off

$ Written off pursuant to strike off of the Company ¹ written off as the Investee Company has applied for strike off

$$ During the year, Reliance Power Limited (Reliance Power) had issued and allotted 28,17,65,000 equity shares of '10 each. Pursuant to the allotment of equity shares, the aggregate holding of the Parent Company in Reliance Power has decreased to 23.15%.

14. Non Current Assets Held for sale(a) KM Toll Road Private Limited (KMTR)

KM Toll Road Private Limited (KMTR), a subsidiary of the Company and part of road SPVs, has terminated the Concession Agreement with National Highways Authority of India (NHAI) for Kandla Mundra Road Project (Project) on May 7, 2019, on account of Material Breach and Event of Default under the provisions of the Concession Agreement (Agreement) by NHAI. The operations of the Project had been taken over by NHAI. The Investments in the KMTR are classified as NonCurrent Assets held for sale as per Ind AS 105, "Non-Current Assets held for sale and discontinued operations".

(b) Terms / Rights attached to Equity Shares:

The Company has only one class of equity Share having par value of '10 per share. Each shareholder is eligible for one vote per share held. In the event of liquidation of the Company, the equity shareholders will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amount. The distribution will be in proportionate to the number of equity shares held by the shareholders.

(d) The details of Shareholding of Promoters:

Shri Anil D Ambani held 1,39,437 (1,39,437) equity shares represent 0.04% (0.05 %).

(e) (i) During the year, Pursuant to Debt Discharge Agreement with Reliance Commercial Finance Limited (RCFL) dated

August 5, 2023 wholly owned subsidiary of Authum Investment and infrastructure limited, the Company has settled all its obligations towards corporate guarantees of ' 4,456.29 crore for an amount of ' 891.26 crore, by issuance and allotment of 4,43,41,1 94 equity shares of ' 10 each, at a premium of ' 191 per share on September 05, 2023 to RCFL, on preferential basis in terms of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018. The equity shares rank pari-passu with the existing equity shares of the company.

(ii) During the previous year, the Company had issued and allotted 8,88,00,000 equity shares of ' 10 each, at a premium of ' 52 per equity share - (i) 2,42,00,000 equity shares to VFSI Holdings Pte. Ltd, a Foreign Institutional Investor and (ii) 6,46,00,000 equity shares to promoter group company, upon exercise of their right to convert the equivalent number of warrants held by them in terms of Preferential Issue under Chapter V of Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations. 2018. The aforesaid equity shares shall rank pari-passu in all respect with the existing equity shares of the Company.

16.1 Nature and purpose of Other Reserves

(a) Capital Reserve:

The Reserve is created based on statutory requirement under the Companies Act, 2013, on account of forfeiture of equity shares warrants and schemes of Amalgamation and arrangements. This is not available for distribution of dividend but can be utilised for issuing bonus shares.

(b) Securities Premium:

This reserve is used to record the premium on issue of shares. The same can be utilized in accordance with the provisions of the Act.

(c) Debenture Redemption Reserve:

The Company has been creating debenture redemption reserve (DRR) till March 31, 2020 as per the relevant provision of the Companies Act, 2013, however according to Companies (Share Capital and Debenture) Amendment Rules, 2019 effective from August 16, 2019, being a listed entity, the Company is not required to create DRR, hence DRR is not created in the books of account since financial year 2020-21 onwards.

(d) Capital Redemption Reserve:

The Capital Redemption Reserve is required to be created on buy-back of equity shares. The Company may issue fully paid up bonus shares to its members out of the capital redemption reserve account.

(e) Treasury Shares:

Reliance Infrastructure ESOS Trust has in substance acted as an agent and the Company as a sponsor retains the majority of the risks rewards relating to funding arrangement. Accordingly, the Company has recognised issue of shares to the Trust as the issue of treasury shares by consolidating Trust into standalone financial statements of the Company.

17.1 Non Convertible Debentures (NCD) of ' 950.54 Crore are secured as under:

(i) 12.50% Series 29 NCD of ' 247.84 Crore secured by all of the Company's rights, title, interest and benefits in, to and under a specific bank account of the Company and subservient charge over current assets of the Company.

(ii) 11.50 % Series 18 NCD of ' 600 Crore, secured by (a) first pari-passu charge on Company's Land situated at Village Sancoale, Goa and Plant, property and equipment at Samalkot Mandal, East Godavari District Andhra Pradesh (b) first pari-passu charge over Immoveable Property (free hold Land) & Moveable Property of BSES Kerala Power Limited and over the specified Property, Plant & Equipment (buildings) situated in Mumbai.

(iii) 11.50% Series 20E NCD of ' 102.70 Crore secured by first ranking exclusive mortgaged over the Identified Fixed assets (buildings) situated in Mumbai and all of the Company's rights, title, interest and benefits in, to and under a specific bank account of Company.

17.2. Term Loans from Banks of ' 27.24 Crore (98.69 Crore) are secured as under:

(i) ' 27.24 Crore (61.24 Crore) by way of first exclusive charge on Equipment of Windmill Project of the Company.

(ii) ' Nil (37.45 Crore) by subservient charge on moveable Property, Plant and Equipment of the Company.

17.3 Term Loans from Others of ' 1,079.42 Crore are secured as under:

(i) ' 1,079.42 Crore by way of:

a. First pari passu charge on (i) all receivable arising out of sub-debt / loan advanced / to be advanced to Road SPVs (ii) all amounts owing to and received and/or receivables by the Company and/ or any persons (s) on its behalf from claims under unapproved regulatory assets. (iii) all amounts owing to and/or received and/or receivable by the Company from certain liquidity events

b. Second pari passu charge over on the current assets of Company.

c. Exclusive charge over (i) all rights, title, interest and benefit of the Company on investment in Redeemable Debentures of DA Toll Road Private Limited (ii) specified buildings of the Company (iii) over the 'Surplus Proceeds" from Sale of Shares of BSES Rajdhani Power Limited (BRPL) and / or BSES Yamuna Power Limited (BYPL), to be received by the Borrower or any Group Company of the Borrower (incl. subsidiary, affiliates, etc.). Charge on these loans shall rank pari-passu subject to, other lender(s)/security trustee having charge, on the charged assets, sharing pari- passu letters wherever applicable (iv) all amounts owing to, and received and/or receivable by the Company on its behalf from Delhi Airport Metro Express Pvt. Ltd.

d. Pledge of 13,43,100 Equity Shares of NK Toll Road Limited, 1 5,63,000 Equity Shares of DS Toll Road Limited, 5,88,330 Equity Shares of GF Toll Road Private Limited, 10,22,700 Equity Shares of KM Toll Road Private Limited, 1 1,13,300 Equity Shares of HK Toll Road Private Limited, 38,26,695 Equity Shares of TK Toll Road Private Limited, 32,23,476 Equity Shares of TD Toll Road Private Limited, 55,23,678 Equity Shares of SU Toll Road Private Limited, 2,462 Equity Shares of JR Toll Road Private Limited, 2,465 Equity Shares of PS Toll Road Private Limited and 1,88,28,000 Equity Shares of BSES Kerala Power Limited and , 10,00,00,000(2,72,79,36,782) Zero Coupon unsecured Redeemable Debentures of DA Toll Road Private Limited.

e. Non-disposal Undertaking on 19% Equity Share holding of SU Toll Road Private Limited, GF Toll Road Private Limited, KM Toll Road Private Limited, HK Toll Road Private Limited, TD Toll Road Private Limited, TK Toll Road Private Limited, NK Toll Road Limited and DS Toll Road Limited. (As per application regulations, these 19% shares are kept in safe keep account instead of creation of pledge).

17.4 As per the loan sanctioned terms, borrowing of ' 1 95.88 Crore (Principal undiscounted) from others is due for repayment

on September, 2031 onwards, NCD of ' 950.54 Crore and balance borrowing of ' 1,106.65 Crore were overdue for

Non-Convertible Debentures (NCDs) Series-18: In terms of the Security Interest (Enforcement) Rules, 2002, Axis Trustee Services Ltd ("Trustee") had enforced the security and taken the possession of the mortgaged properties in respect of the said NCDs. The Trustees is yet to inform the Company, as regards shortfall in the recovery of outstanding debt, if any, post enforcement of security and disposal thereof. NCDs Series-20E: In terms of the Security Interest (Enforcement) Rules, 2002, IDBI Trusteeship Services Limited ("Trustee") had enforced the security and taken the possession of the mortgaged properties in respect of the said NCDs. The Trustee is yet to inform the Company, as regards shortfall in the recovery of outstanding debt, if any, post enforcement of security and disposal thereof. NCDs Series-29: IDBI Trusteeship Services Limited ("Trustee"), Trustee of NCD Series 29 had issued loan recall notices following the default under the Settlement Agreement dated 09 Mar 2022. Trustee had also invoked the security provided by the Company. The Trustee had sold/ disposed part of the invoked security. The Trustee/ Debenture Holder is yet to dispose the balance security invoked and inform the Company, as regards the overall shortfall in the recovery of outstanding debt, if any post invocation of balance security and disposal of the same thereof.

17.5 The current assets of the Company are provided as security to the lenders and subservient charge on certain corporate guarantees.

17.6 a) As on December 29, 2023 the Company had signed a Settlement Agreement with J.C. Flowers Asset Reconstruction

Private Limited (JCF ARC) for settlement of entire obligations with respect to its borrowings and interest thereon on or before the settlement closure date Le. March 20, 2024. The settlement closure date is further extended to May 31, 2024.

Pursuant to Settlement Agreement, the Company has paid ' 1,347 (' 817 crores paid till March31, 2024 and balance of ' 530 crores in the month of April 2024) as part payment towards the settlement of its outstanding dues to JCF ARC. The payment made under the settlement agreement considered as debt repayment.

b) During the previous year, Yes Bank Limited has assigned or transferred all its exposure i.e., credit facilities sanctioned, to company to J.C. Flowers Assets Reconstruction Private Limited (JCF ARC), a Assets Reconstruction Company, vide Assignment Agreement dated December 29, 2022 together with all underlying security interest

17.7 During the year, the Company has not been declared willful defaulter by any bank, financial institution or any other lender.

17.8 In order to meet the Company's financial needs caused by decline in revenues, and reduced debt servicing capabilities due to cash flow mismatch and for general corporate purpose, there is an urgent requirement to raise long term resources to strengthen the Company's financial position and to safeguard the interests of lenders, employees, Members and other stakeholders. In lieu of the earlier FCCB proposals, which could not be consummated considering the adverse market conditions and time delay, it is now proposed to obtain an enabling authorization from the members of the Company to make a fresh international offering of the FCCB upto US$ 350 million, convertible into equity shares of the Company in accordance with the Foreign Exchange Management Act, 1 999 and the relevant Rules and Regulations made thereunder including the Master Directions, as amended, the Issue of Foreign Currency Convertible Bonds and Ordinary Shares (through Depositary Receipt Mechanism) Scheme, 1 993 ('FCCB Scheme') and other applicable statutes.

The Board at its meeting held on May 30, 2024, has proposed the offer, issue and allotment in one or more tranches of private or public offerings (including on preferential allotment basis) in international markets, through prospectus/ offer letter/offering circular or other permissible/requisite offer documents, FCCB and/or any other similar securities which are convertible or exchangeable into equity shares and/or preference shares and/or any other financial instrument(s)/ securities convertible into and/or linked to equity shares of the Company provided that the aggregate amount raised/to be raised by issuance of such Securities shall not exceed US$ 350 million.

18.1 Security:

Working Capital Loans from Banks are secured by way of first pari-passu charge on stock, book debts, other current assets and additionally secured by a specific immovable property of the Company located at Mumbai. Statements of Current Assets filed by the Company with its bankers are in agreement with books of account.

18.2 Working Capital Loan including interest thereon from Banks of ' 266.35 Crore are overdue as at March 31, 2024. Further the Company has delayed payments of interest and principal to the banks as detailed below:

As at March 31, 2024, the Company has net deferred tax assets of ' 1234.02 Crore (' 895.32 Crore as at March 31, 2023). In the absence of convincing evidences that sufficient future taxable income will be available against which deferred tax assets can be realised, the same has not been recognised in the books of account in line with Ind - AS 12 on Income Taxes.

23(e) Details of transactions not recorded in the books of account that has been surrendered or disclosed as income during the year in the tax assessments: ' Nil (FY 2022-23: Nil). Further the Company does not have any unrecorded income and assets related to previous years which are required to recorded during the year.

During the year, Pursuant to Debt Discharge Agreement with Reliance Commercial Finance Limited (RCFL) dated August 5, 2023 wholly owned subsidiary of Authum Investment and infrastructure limited, the Company has settled all its obligations towards corporate guarantees of ' 4,456.29 crore for an amount of ' 891.26 crore, by issuance and allotment of 4,43,41,194 equity shares of ' 10 each, at a premium of ' 191 per share on September 05, 2023 to RCFL, on preferential basis in terms of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.The equity shares rank pari-passu with the existing equity shares of the company.

During the previous year, the Company had allotted 8.88 Crore warrants, at a price of '.62 per warrant, convertible into equivalent number of equity shares of the Company. The impact of the same on the earning per share would be anti-dilutive, hence not considered.

31. (a) Contingent Liabilities:

i) Claims against the Company not acknowledged as debts and under litigation aggregates to ' 2,535.87 Crore (March 31, 2023 - ' 1,650.24 Crore). These include claim from suppliers aggregating to ' 761.33 Crore (March 31, 2023 - ' 561.83 Crore), income tax claims ' 581.24 Crore (March 31, 2023 - ' 563.29 Crore), indirect tax claims aggregating to ' 1 103.94 Crore (March 31, 2023'438.1 6 Crore) and other claims ' 89.37 Crore (March 31, 2023 - ' 86.96 Crore). The above claims do not include claims/arbitration against the Company by the suppliers where the Company has also filed counter claims as the Company does not expect any liability.

ii) With respect of Energy Purchase Agreement (EPA) entered with Dhursar Solar Power Private Limited (DSPPL), The Maharashtra Electricity Regulatory Commission (MERC) vide order dated October 21, 2016 allowed partial cost claimed by the Company. Aggrieved by the said order, the Company had challenged the said order before Appellate Tribunal for Electricity (APTEL). The APTEL has upheld the findings of MERC and the Company filed an appeal before the Supreme Court of India against the APTEL Order. The matter is currently pending before the Supreme Court of India. Post transfer of Mumbai Power Business to Reliance Electric Generation and Supply Limited (REGSL), a interse agreement was entered between REGCL, DSPPL and the Company, whereby the Company has agreed that the liability of REGSL to make tariff payments for the energy supplied by DSPPL is limited to the MERC approved tariff and the Company has agreed to pay the differential amount between tariff payment as per EPA and MERC approved tariff to the DSPPL thorough an agreement cum indemnity. Pending outcome of the matter, the Company continues to account differential expenditure as cost on monthly basis. The Company has also legally been advised that it has good case on merit and have fair chance to succeed. Based on the above facts the Company has not considered the said agreement cum indemnity as an Onerous Contract. The Company does not expect any cash outflow on this account.

(b) Capital and Other Commitments:

i) Uncalled liability on partly paid shares/warrants ' 10.70 Crore (March 31, 2023 - ' 10.70 Crore).

ii) The Company has given equity / fund support / other undertakings for setting up of projects / cost overrun in respect of various infrastructure and power projects being set up by Company's subsidiaries and associates; the amounts of which currently are not ascertainable.

(c) During the financial year 2020-21, the Company, as a part of settlement with Yes Bank Limited, had sold its Investment property including Property, plant and equipment at Santacruz at a total transaction value of ' 1,200 Crore through the conveyance deed entered with Yes Bank Limited. The Company is entitled to exercise its rights/option to buy back this property after 8.5 years from the date of sale, subject to fulfillment of the condition precedents at an agreed price as per option agreement entered between parties.

(ii) Balance sheet heads (Closing balance- Gross)2023-24

Trade Payables, Advances received and other liabilities for receiving of services: SPL ' 290.17 Crore, DSPPL ' 373.72 Crore. Investment in Equity of RePL ' 970.45 Crore, MMOPL ' 761.43 Crore, SUTRPL ' 209.69 Crore, TDTRPL ' 105.67 Crore, TKTRPL '144 Crore, GFTRPL ' 195.12 Crore, CBDT ' 1 69.49 Crore, BRPL ' 530.40 Crore, BYPL ' 283.56 Crore, BKPL ' 82.81 Crore, Inter Corporate Deposit (ICD) Taken: RVL ' 595.1 9 Crore. Inter Corporate Deposit (ICD) Given: MMOPL ' 283.79 Crore, PSTRPL ' 147.50 Crore, RAL ' 104.25 Crore, RePL ' 410.83 Crore. Subordinate debt given to PSTL ' 1,078.51 Crore, DAMEPL ' 787.53 Crore, HKTRPL ' 302.26 Crore, GFTRPL ' 128.59 Crore, JRTRPL ' 156.18 Crore, TKTRPL ' 215.04 Crore, NKTRL ' 110.66 Crore and MMOPL ' 227.99 Crore. Trade Receivables, Advances given and other receivables for rendering services SaPoL '. 1,931.36 Crore. NonCurrent Assets Held for sale and Discontinued Operations of KMTL ' 544.94 Crore. Interest receivable on ICD & Sub Debts: MMOPL ' 250.75 Crore, DSTRL ' 95.43 Crore, NKTRL ' 214.29 Crore.

2022- 23

Trade payable, advances received and other liabilities CPPL ' 911.03 Crore, DSPPL ' 330.34 Crore and SPL ' 274.17 Crore . Investment in Equity of RePL ' 970.45 Crore, MMOPL ' 761.48 Crore, SUTRPL ' 209.69 Crore, TKTRPL ' 144 Crore,GFTRPL ' 195.12 Crore, CBDT ' 169.49 Crore, BKPL ' 82.81 Crore, BRPL ' 530.40 Crore and BYPL ' 283.56 Crore . ICD given to RePL ' 414.32 Crore and MMOPL ' 283.79 Crore. Subordinate debt given to PSTL ' 1,078.51 Crore, DAMEPL ' 787.53 Crore, HKTRPL ' 302.26 Crore, GFTRPL ' 128.59 Crore, JRTRPL ' 156.18 Crore, TKTRPL ' 215.04 Crore, NKTRL ' 190.27 Crore and MMOPL ' 209.65 Crore. Trade Receivables, Advances given and other receivables for rendering services SaPoL '. 2,845.36 Crore. Non Current Assets Held for sale and Discontinued Operations of KMTL ' 544.94 Crore.

(iii) Guarantees and Collaterals

2023- 24

Corporate PSTL ' 676.75 Crore,TDTRPL ' 429.59 Crore, TKTRPL ' 112.48 Crore, JRTR ' 252.27 Crore 2022-23

Corporate Guarantee PSTL ' 796.41 Crore, TDTRPL ' 401.03 Crore, TKTRPL ' 295.23 Crore, JRTR ' 227.69 Crore and RePL ' 1 77.85 Crore

f) Receivable on account of Sale of Assets as on March 31, 2024'1 crore (Previous Year ' 1 crore) from Ms Shruti Garg, relative of Executive Director and Advance Received during the year and outstanding as on March 31, 2024'0.88 crore (Previous Year ' Nil) from Shri Punit Garg against Sale of Assets.

Notes:

1) The above disclosure does not include transactions with/as public utility service providers, viz, electricity, telecommunications etc. in the normal course of business.

2) Transactions with Related Party which are in excess of 10% of the total revenue of the Company as per standalone financial statements are considered as Material Related Party Transactions.

33. Interest in Jointly Controlled Operations

(i) Coal Bed Methane: The Company along with M/s. Geopetrol International Inc. and Reliance Natural Resources Limited *(the consortium) was allotted 4 Coal Bed Methane (CbM) blocks from Ministry of Petroleum and Natural Gas (Mo PNG) covering an acreage of 3,266 square kilometers in the States of Madhya Pradesh, Andhra Pradesh and Rajasthan. The consortium had entered into a contract with Government of India for exploration and production of CBM gas from these four CBM blocks. The Company as part of the consortium had 45% share in each of the four blocks. M/s. Geopetrol International Inc was appointed the operator on behalf of the consortium for all the four CBM blocks. In SP(N) CBM block, Company subsequently acquired 10% share and Operatorship from M/s. Geopetrol International Inc.

The Board of Directors of the Company has approved the transfer of operatorship from M/s. Geopetrol International Inc to the Company on February 14, 2015. MoPNG approved the same on April 28, 2016 and amendment to Contract has been conveyed on January 29, 2018. DGH approved exploration Phase-II commencement date as February 28, 2018 with Company as Operator. Currently the company is awaiting the change of ownership of Environment clearance which was applied to Ministry of Environment Forest and Climate Change on March 28, 2018.

(ii) Rinfra Astaldi Joint Venture (Metro): The Company along with ASTALDI S.p.A. (ASTALDI), a company incorporated under the law of Italy, consortium was allotted a project for Part Design and Construction of Elevated Viaduct and Elevated Stations [Excluding Architectural Finishing & Pre-engineered steel roof structure of Stations] from Chainage (-) 550 M TO 31872.088 M of LINE-4 CORRIDOR [Wadala-Ghatkopar-Mulund-Thane Kasarvadavali] of Mumbai Metro Rail Project of MMRDA. Company has entered into subcontract agreement with Milan Road Buildtech LLP (MILAN) for balance project work with effective date from 01st October 2021.

iii) Kashedighat JV: The Company along with "Construction Association Interbudmontazh" (CAI), a company registered at Ukraine, consortium was allotted a project from Ministry of Road Transport & Highways (MoRTH) through PWD, Maharashtra for Rehabilitation and Upgradation of NH-66 (Erstwhile NH-17) including 6 Lanes near Parshuram village in the State of Maharashtra under NHDP-IV on EPC Mode of Contract.

34. Segment reporting

(a) Description of segments and principal activities

The Company is predominantly engaged in the business of Engineering and Construction (E&C). E&C segment renders comprehensive, value added services in construction, erection and commissioning. All other activities of the Company revolve around E&C business. As such there are no separate reportable segments, as per the Ind-AS 108 on Operating Segment.

(b) Information about Major Customer

Revenue from operations includes ' 350.09 Crore (Previous Year: ' 502.90 Crore) from two customer (Previous Year: two customer) having more than 10% of the total revenue

(c) Geographical Segment:

The Company's operations are mainly confined in India. The Company does not have material earnings from business segment outside India. As such, there are no reportable geographical segments.

35. The Company has constituted a Corporate Social Responsibility and Sustainability Committee (CSR Committee) in compliance with the provisions of Section 135 of the Act read with the Companies (Corporate Social Responsibility Policy) Rules, 2014. The CSR Committee consists of Shri S S Kohli as Chairman, Ms. Manjari Kacker, Shri K Ravikumar, Shri Virendra Singh Verma and Shri Punit Garg as members. The CSR Committee has formulated a Corporate Social Responsibility Policy (CSR policy) indicating the CSR activities to be undertaken by the Company. The Company is not required to spend any amount towards Corporate Social Responsibility as per section 135 of the Act since there is no average profit in the preceding three financial years calculated as per the provisions of the Act.

36. Investment in Delhi Airport Metro Express Private Limited

In the arbitration dispute between Delhi Airport Metro Express Private Limited (DAMEPL), a subsidiary of the Company and Delhi Metro Rail Corporation (DMRC), on April 10, 2024 Hon'ble Supreme Court of India has passed the judgement allowing the Curative Petition filed by Delhi Metro Rail Corporation ("DMRC") against Delhi Airport Metro Express Private Limited ("DAMEPL") - a subsidiary of the Company.

"69.The Curative petitions must be and are accordingly allowed. The parties are restored to the position in which they were on the pronouncement of the judgement of the Division Bench. The execution proceedings before the High Court for enforcing the arbitral award must be discontinued and the amounts deposited by the petitioner pursuant to the judgment of this Court shall be refunded. The part of the awarded amount, if any, paid by the petitioner as a result of coercive action is liable to be restored in favour of the petitioner. The orders passed by the High Court in the course of the execution proceedings for enforcing the arbitral award are set aside."

As the Hon'ble Supreme Court Order inter alia stated that 'The parties are restored to the position in which they were on the pronouncement of the judgement of the Division Bench.' The relevant portion of the Hon'ble Delhi High Court judgement dated January 15, 2019, referred therein states as follows:

'130. ... The matter would have to be adjudicated afresh if either DMRC or DAMEPL is to invoke and initiate arbitration proceedings...

.The award on these aspects will not be treated as binding and final, and these can be made subject matter of fresh adjudication.

131. On the question of restitution and whether any orders or directions are required, we leave it open to the DMRC and DAMEPL to file appropriate application under Section 9 or other provision of the A&C Act.

....We had called upon DMRC to consider the said aspect, including effect of non-servicing/ payment of debt due and payable by DAMEPL, "termination payment", if payable, under Article 29.4 read-with the interest liability under Article 29.8, etc. However, counsel for the DMRC were unable to obtain instructions possibly because they could not have and would not have known the outcome of the appeal and the final order which would be passed. These would require due and deeper consideration on several aspects including commercial consideration.

..... Accordingly, we would leave it open to both DMRC and DAMEPL to file application under the A & C Act/Code of Civil

Procedure. If deemed appropriate and proper, DMRC can file an application for restitution in view of the interim orders passed..'

132. The appeal is accordingly partly allowed setting aside the award in the terms indicated above with liberty to the parties to

invoke arbitration clause for fresh adjudication on their claims and counter claims. Liberty is also granted to the DMRC to move an application for restitution and both parties to move applications under the A & C Act......

In view of the unprecedented and complex nature of the legal proceedings, judgements and the significant uncertainty arising thereon, as a matter of prudence, the Company has made a provision for impairment of ' 858 crore against its remaining investment in DAMEPLand ' 19.36 crorefor bank guarantees given for DAMEPL.

37. The Company had extended support, to an independent EPC company which has been engaged in undertaking contracts and works, for large number of varied infrastructure projects which were proposed and/ or under development by the Company, its subsidiaries and associates, by way of project advances, inter corporate deposits and subscription to debentures. The total exposure of the Company as on March 31, 2024 is ' 6,503.21 crore (net of provision of ' 3,972.17 crore). The Company has also provided corporate guarantees aggregating to Rs 1,216 crore towards borrowings of the EPC Company. During the year, the Company has initiated pre-institution mediation proceedings in accordance with procedure laid down under Section 12 A, Commercial Court's Act 2015 before the Main Mediation Centre, Bombay High Court prior to filing of a Commercial Suit against the EPC Company for recovery of its dues. Considering the same, the provision made is adequate to deal with contingency relating to recovery from the EPC Company. The Company had further provided corporate guarantees of Rs, 285 crore on behalf of a company towards its borrowings. As per the reasonable estimate, it does not expect any obligation against the above guarantee amount.

38. Exceptional Items

Exceptional Item for the year ended March 31, 2024 includes:

Impairment Provision of ' 858 crore against investments in Delhi Airport Metro Express Private Limited and ' 144.22 crore against its exposure to NK Toll Road Limited, subsidiaries of the Company

ii) Net Interest income of '. 49.95 crore from DS Toll Road Limited and ' 193.24 crore from NK Toll Road Limited on Sub Debt given to these subsidiaries, net of interest on ICD taken by the Company.

iii) Provision for financial guarantee obligation of ' 229.26 crore on account of invocation of guarantees issued by the Company on behalf of subsidiary.

iv) ' 635.42 crore on account of settlement of guarantees issued by the Company on behalf of other bodies corporate and income of ' 509.80 crore on account of arbitration claim received.

39. i) The Company is engaged in the business of providing infrastructural facilities as per Section 186 (11) read with Schedule

VI of the Act. Accordingly, Section 186 of the Act is not applicable to the Company.

ii) During the year, the Company has not entered, with any scheme of arrangements in terms of section 230 to 237 of the Companies Act, 2013 and there is no transactions with struck off company.

iii) No Fund have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any person or entity, including foreign entities ('Intermediaries') with the understanding, whether recorded in writing or otherwise, that the intermediary shall land or invest in party indentified by or on behalf of the Company ('ultimate beneficiaries'). The Company has not received any funds from the any party with the understanding that the Company shall whether, directly or indirectly lend or invest in other person or entities identified by or on behalf of the Company ('ultimate beneficiaries') or provide any guarantee, security or the like on behalf of the ultimate beneficiaries.

iv) The Company has complied with the provision of section 2(87) of the Companies Act, 2013 read with the Companies (Restrictions on number of layers) Rules, 2017.

40. The Company has net exposure aggregating to ' 2,884.70 crore in its eight subsidiaries (road SPVs), including exposure to HK Toll Road Private Limited as on March 31, 2024. Management has recently performed an impairment assessment against these investments, through valuation of the business of these subsidiaries carried out by independent external valuation expert. The determination of the fair value involves judgement and estimates in relation to various assumptions including growth rates, discount rates, terminal value etc. Based on this exercise, the Company is positive of recovering its entire investments in the said road SPVs. Accordingly, no impairment of the Investments has been considered.

41. HK Toll Road Private Limited (HKTR), a wholly owned subsidiary, has been awarded the Concession on Build, Operate, and Transfer (BOT) basis, Six laning of Hosur-Krishnagiri section of National Highway No.7 (Km 33,130 to Km 93.000) in the state of Tamil Nadu under the Concession Agreement dated July 2, 2010. As on March 31, 2024 Company's total exposure to HKTR is Rs. 341.72 crore (investments in equity share Rs, 37.04 crore, Sub Debts Rs. 302.26 crare and trade receivable of Rs. 2.42 crore) On May 12, 2023, NHAI issued a notice of intention to terminate (lOT Notice) the Concession Agreement (CA). On May 27, 2023 the response has been submitted by the HKTR against lOT Notice. In order to avoid the termination of Concession Agreement on the issue of alleged breaches of maintenance obligations & alleged non-payment of deferred premium, the HKTR has invoked arbitration against NHAI on August 08, 2023 and appointed its nominee Arbitrator Justice Dinesh Maheshwari and requested NHAI to nominate its nominee Arbih'ator, On September 01,2023 NHAI nominated its nominee Arbitrator Justice Deepak Gupta, and requested both the nominated Arbitrator for appointment of the presiding Arbitrator. Both the nominee Arbitrator appointed Justice Sanjay Kaul as Presiding Arbitrator. However, before Arbitral Tribunal could be constituted NHAI unlawfully terminated the project with effect from January 22, 2024. On January 23, 2024 HKTR filed petition under Section 9 of the Arbitration & Reconciliation Act, 1996 before Hon'ble Delhi High Court (DHC) for stay on termination notice, DHC vide its order dated January 25, 2024 disposed off the Petition and directed parties to treat the present petition as an application uls. 17 of the Arbih'ation and Conciliation Act. Preliminary hearings under application under Section 17 have been completed. HKTR in its submissions to the Hon'ble Arbitral Tribunal has prayed for termination notice dated January 22, 2024 to be kept in abeyance till the final adjudication of disputes between the parties, The Hon'ble Arbitral Tribunal has gone through the notes of submissions and documents placed on record by the parties. After perusal of the same, the Hon'ble Arbitral Tribunal has gone through the notes of submissions and documents placed on record by the parties of the same, the Hon'ble Arbitral Tribunal is prima facie satisfied with submissions of HKTR, and is of the view that a hearing is necessitated in order to accord the Respondent a final hearing and thereafter decide HKTR's Section 17 Application. Accordingly, no impairment of exposure has been considered by the Management of the Company

42. The Ministry of Corporate Affairs (MCA) has prescribed a new requirement for companies under the proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 inserted by the Companies (Accounts) Amendment Rules 2021 requiring companies, which uses accounting software for maintaining its books of accounts, shall use only such accounting software which has a feature of recording audit trail of each and every transaction, creating an edit log of each change made in the books of accounts along with the date when such changes were made and ensuring that the audit trail cannot be disabled.

The Company uses the accounting software SAP for maintaining books of account. Audit trail (edit log) is enabled at the application level. During the year ended 31 March 2024, the Company had not enabled the feature of recording audit trail (edit log) at the database level for any direct changes in database and database table in accounting software SAP to log any direct data changes on account of recommendation in the accounting software administration guide which states that enabling the same all the time consume storage space on the disk and can impact database performance significantly.

43. Disclosure under Ind AS 19 “Employee Benefits"

(a) Defined Contribution Plan

(i) Provident fund

(ii) Superannuation fund

(iii) State defined contribution plans

- Employer's contribution to Employees' state insurance

- Employers' Contribution to Employees' Pension Scheme 1995

The provident fund and the state defined contribution plan are operated by the Regional Provident Fund Commissioner and the superannuation fund is administered by the trustees of the Reliance Infrastructure Limited Officer's Superannuation Scheme. Under the schemes, the Company is required to contribute a specified percentage of payroll cost to the retirement benefit schemes to fund the benefits.

(b) Defined Benefit Plan Provident Fund

The benefit involving employee established provident funds, which require interest shortfall to be recompensated are to be considered as defined benefit plans. Any shortfall arising in meeting the stipulated interest liability, if any, gets duly provided for in the accounts of Provident Fund Trust maintained by the Company.

Gratuity

The Company operates a gratuity plan administered by insurance company. Every employee is entitled to a benefit equivalent to fifteen days salary last drawn for each completed year of service in line with the Payment of Gratuity Act, 1972 or Company scheme whichever is beneficial. The same is payable at the time of separation from the Company or retirement, whichever is earlier. The benefits vest after five years of continuous service.

The above sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.

The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.

Gratuity Plan for Jointly Controlled Operations- Unfunded

The Gratuity plan in the Jointly Controlled Operation of the Company viz RInfra Astaldi Joint Venture (Metro) is unfunded. During the year gratuity expenses of ' Nil ( ' Nil Crore for the Financial Year 2022-23) has been provided in statement of profit and loss and liability as at March 31, 2024 is Nil ( Nil as at March 31, 2023).

Risk Exposure:

Investment Risk: The Present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of reporting period on government bonds. If the return on plan asset is below this rate, it will create plan defecit.

Interest Risk: A decrease in the bond interest rate will increase the plan liability: however, this will be partially offset by an increase in th return on the plan debt investment.

Liquidity Risk: The present value of the defined plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan's liability.

Salary Risk: The present value of the defined plan liability is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the plan's liability.

45. The Company has outstanding obligations payable to lenders and in respect of loan arrangements of certain entities including subsidiaries, where the Company is also a guarantor where certain amounts have also fallen due. During the year, the Company has settled majority of its obligations towards corporate guarantees and repaidits substantial secured borrowings including interest thereon to its lenders. The Company is confident of meeting balance obligations through time bound monetisation of its assets and receipt of proceeds from various regulatory assets, arbitral awards and claims. Accordingly, notwithstanding the dependence on these material uncertain events (timing perspective), the Company continues to prepare its Standalone Financial Results on a 'Going Concern' basis.

46. Lease

The Company has entered into cancellable leasing agreement for office, residential and warehouse premises renewable by mutual consent on mutually agreeable terms. The Company has accounted ' 3.47 Crore as lease rental for the financial year 2023-24 (' 3.79 Crore for the financial year 2022-23).

(b) Fair value hierarchy

This section explains the judgments and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the standalone financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level follows underneath the table.

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes mutual funds and equity shares that have a quoted price. The fair value of all equity instruments which are traded in the stock exchanges is valued using the closing price as at the reporting period.

Level 2: The fair value of financial instruments that are not traded in an active market (for example over-the-counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities, preference shares, debentures and financial guarantee which are included in level 3.

(c) Valuation technique used to determine fair value

Specific valuation techniques used to value financial instruments include

• the use of quoted market prices or dealer quotes for similar instruments

• the fair value of the remaining financial instruments is determined using discounted cash flow analysis / Earnings/ EBITDA multiple method.

All of the resulting fair value estimates are included in level 1 and 2 except for unlisted equity securities, where the fair values have been determined based on present values and the discount rates used were adjusted for counterparty or own credit risk.

The carrying amounts of trade receivables, trade payables, advances to employees including interest thereon (secured/ unsecured), inter corporate deposits, security deposits, deposits from customers, other receivable, loans to employees, interest receivables, subordinate debt, unpaid dividends, bank deposits with original maturity of more than 3 months but less than 12 months, bank deposits with more than 12 months maturity, capital creditors, loans to employee and cash and cash equivalents are considered to have their fair values approximately equal to their carrying values. The fair values for other assets and liabilities were calculated based on cash flows discounted using a current lending rate. They are classified as level 3 fair values in the fair value hierarchy if there is inclusion of unobservable inputs including counterparty credit risk. The fair values of non-current borrowings and finance lease obligations are based on discounted cash flows using a current borrowing rate. They are classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs, including own credit risk.

(B) Financial Risk Management

The Company's business activities expose it to a variety of financial risks, namely liquidity risk, market risks and credit risk. The Company's senior management has overall responsibility for the establishment and oversight of the Company's risk management framework. The Company has constituted a Risk Management Committee, which is responsible for developing and monitoring the Company's risk management policies.

The Company's risk management is carried out by the treasury department under policies approved by the board of directors. Treasury Department identifies, evaluates and hedge financial risks in close cooperation the Company's operating units.

(a) Credit risk

The Company is exposed to credit risk, which is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. Credit risk arises from cash and cash equivalents, investments carried at amortised cost or fair value through profit & loss and deposits with banks and financial institutions, as well as credit exposures to trade/non-trade customers including outstanding receivables and loans.

(i) Credit risk management

Credit risk is managed at segment level and corporate level depending on the policy surrounding credit risk management. For banks and financial institutions, only high rated banks/institutions are accepted. Generally all policies surrounding credit risk have been managed at segment and corporate level. Each segment is responsible for managing and analysing the credit risk for each of their new clients before standard payment and delivery terms and conditions are offered. For other financial assets, the Company assesses and manages credit risk based on internal credit rating system. The finance function consists of a separate team who assess and maintain an internal credit rating system. Internal credit rating is performed on a Company basis for each class of financial instruments with different characteristics. The Company assigns the following credit ratings to each class of financial assets based on the assumptions, inputs and factors specific to the class of financial assets:

(ii) Provision for expected credit losses

Trade receivables, retentions on contract and amounts due from customers for contract work

The provision for expected credit losses on financial assets are based on assumptions about risk of default and expected loss rates. The Company uses judgement in making these assumptions and selecting the inputs, based on the Company's past history, existing market conditions, current creditability of the party as well as forward looking estimates at the end of each reporting period.

Investments other than equity instruments

Investments in financial assets other than equity instruments are exposed to the risk of loss that may occur in future from the failure of counterparties or issuers to make payments according to the terms of the contract. The maximum exposure to credit risk for each class of financial assets is the carrying amount of that class of financial instruments presented in the balance sheet.

(b) Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions. Due to the dynamic nature of the underlying businesses, Company treasury maintains flexibility in funding by maintaining availability under committed credit lines.

Management monitors rolling forecasts of the Company's liquidity position and cash and cash equivalents on the basis of expected cash flows. This is generally carried out at local level in the operating companies of the Company in accordance with practice and limits set by the Company. These limits vary by location to take into account the liquidity of the market in which the entity operates. In addition, the Company's liquidity management policy involves projecting cash flows in major currencies and considering the level of liquid assets necessary to meet these, monitoring balance sheet liquidity ratios against internal and external regulatory requirements and maintaining debt financing plans

Further in view of the certain cash flow mismatches the Company is considering debt resolution plan. Also the time bound monetisation of assets as well as favorable and timely outcome of various claims will enable the Company to meet its obligation. The Company is confident that such cash flows would enable it to service its debt, realise its assets and discharge its liabilities in the normal course of its business.

(ii) Cash flow and fair value interest rate risk

The Company's main interest rate risk arises from long-term borrowings with variable rates, which expose the Company to cash flow interest rate risk. During March 31, 2024 and March 31, 2023, the Company's borrowings at variable rate were mainly denominated in INR. The Company's fixed rate borrowings are carried at amortised cost. They are therefore not subject to interest rate risk as defined in Ind AS 107.

48. Capital Management

(a) The Company considers the following components of its Balance Sheet to be managed capital:

1. Total equity - Share Capital, Share warrants, Share premium, Retained profit, General reserves and other reserves

2. Working capital

(b) The Company manages its capital so as to safeguard its ability to continue as a going concern and to optimise returns to our shareholders. The capital structure of the Company is based on management's judgement of the appropriate balance of key elements in order to meet its strategic and day-to-day needs. We consider the amount of capital in proportion to risk and manage the capital structure in light of changes in economic conditions and the risk characteristics of the underlying assets.

The Company's aim to translate profitable growth to superior cash generation through efficient capital management.

The Company's policy is to maintain a stable and strong capital structure with a focus on total equity so as to maintain investor, creditor, and market confidence and to sustain future development and growth of its business. The Company's focus is on keeping strong total equity base to ensure independence, security, as well as a high financial flexibility for potential future borrowings, if required, without impacting the risk profile of the group. The Company will take appropriate steps in order to maintain, or if necessary adjust, its capital structure.

The management monitors the return on capital as well as the level of dividends to shareholders. The Company's goal is to continue to be able to return excess liquidity to shareholders by continuing to distribute dividends in future periods.

a) Debt Service Coverage Ratio (In times) & Interest Service Coverage Ratio (In times): Due to reduction in total debt during the year, the ratio has decreased compared to previous year.

b) Return on Capital employed & Equity Ratio (in %): Due to decrease in Revenue in current year as compared to previous year.

50. The figures for the previous year ended March 31, 2023 have been regrouped and rearranged to make them comparable with those of current year. Figures in bracket indicate previous year's figures. @ - represents figures less than ' 50,000 which have been shown at actual in brackets with @.

51. Pu rsuant to first proviso to sub-section (3) of section 129 of the Act, read with rule 5 of Companies (Accounts) Rules, 2014, the Company has attached salient features of the financial statement of its subsidiaries, associates and joint-ventures in form AOC-1 with its Consolidated Financial Statements.