i) For charge created on aforesaid assets, refer note 21 and 26.
ii) During the previous year, certain project of ' 33.97 crore were provided for by the Company on account of impairment.
iii) In case of Mundra thermal power plants ("Mundra TPP"), the Company has availed tax and duty benefit in the nature of exemptions from Custom Duty, Excise Duty, Service Tax, VAT and CST on its project procurements. The said benefits were availed by virtue of SEZ approval granted to the Power Plant in December 2006, in terms of the provisions of the Special Economic Zones Act, 2005 (hereinafter referred to as the 'SEZ Act') and the Special Economic Zone Rules, 2006 which entitled the Power Plant to procure goods and services without payment of taxes and duties as referred above.
The Company in respect of Tiroda thermal power plants ("Tiroda TPP") and Kawai thermal power plants ("Kawai TPP") have availed tax and duty benefit in the nature of exemptions from Custom Duty and Excise Duty on its project procurements. The said benefits were availed by virtue of power plants being designated as Mega Power Project in accordance with the policy guidelines issued in this regard by the Ministry of Power, Government of India which entitled Tiroda TPP and Kawai TPP to procure goods and services without payment of taxes and duties as referred above.
Since, the procurement of goods and services during the project period were done by availing the exemption from payment of aforesaid taxes and duties, the amount capitalised for these power plants as on the capitalisation date, is cost of property, plant and equipment (PPE) net off tax and duty benefit availed. However, on transition to IND AS w.e.f. April 01, 2015, in compliance with Ind AS 20 - "Government Grant”, the value of PPE of Mundra TPP, Kawai TPP and Tiroda TPP have been grossed up by the amount of tax and duty benefit / credit availed after considering such benefits as government grant. The amount of said government grant (net off accumulated depreciation) as on the transition date has been added to the value of PPE with corresponding credit made to the deferred government grant. The amount of grant is amortised over useful life of PPE along with depreciation on PPE. The amount of deferred liability is amortised over the useful life of the PPE with credit to statement of profit and loss classified under the head "Other Income”.
The Company has Government grant balance (net) of ' 4,183.27 crore till March 31, 2024 (Previous year ' 4,487.33 crore).
iv) During the current year, depreciation of ' 3.71 crore (Previous year ' Nil) and finance cost ' 2.95 crore (Previous year ' Nil) relating to qualifying assets have been allocated to Capital Work in Progress. The rate used to determine the amount of borrowing cost eligible for capitalisation is 9.00%.
v) Cost of Property Plant and Equipment includes carrying value recognised as deemed cost as of April 01, 2015, measured as per previous GAAP and cost of subsequent additions.
vii) The Company and its Tiroda TPP, Kawai TPP, Mundra TPP, Raipur TPP, Raigarh TPP and solar bitta plant have obtained land under lease from various parties for a lease period of 5 to 99 years. The Company is restricted from subleasing of certain leasehold land mentioned above.
viii) During the year, the land measuring 590.535 acres at Udupi TPP has been registered as freehold Land based on agreement with The Karnataka Industrial Areas Development Board, which was earlier held under 11 years lease arrangement from The Karnataka Industrial Areas Development Board.
a) The capital assets in the nature of Railway Siding for Raigarh TPP forming part of Capital Work-InProgress have become overdue compared to the original completion plan. The Company is in the process of acquiring additional land for completing the asset under development. The Management expects to acquire additional land from the government authorities and has already obtained in principle approval from railway authorities for the said project. Post acquisition of the additional land, the management will update the estimate and assumption of the original completion plan of the assets. Further, given that demand of power is expected to be higher compared with generation capacity available in the industry, the development of asset forming part of Capital Work-InProgress will have economic viability for the Company. Further, in Current year the company is in advance stage in obtaining final approval of South East Central Railways to carry out development activities for the siding project. Also, the company has paid advance of ' 37.60 crore to CSIDC for allotment of land.
*Subsequent to the year end, all title pertaining to land (Leasehold and freehold) and building for Kawai TPP has been transferred in the name of the Company.
Note:
Gross carrying value includes additional capital costs incurred during the year on the land properties which are pending to be transferred in the Company's name.
4.2 Goodwill
Goodwill of ' 6.95 crore was recognised on acquisition of Tiroda TPP during the FY 2012-13 on account of amalgamation of Growmore Trade and Investment Private Limited with erstwhile Adani Power Maharashtra Limited (Now amalgamated with the Company) and ' 183.66 crore was recognised upon acquisition of erstwhile Udupi Power Corporation Limited (now amalgamated with the Company) during the FY 2015-16.
i) Of the above shares 243,65,00,000 Equity shares (Previous year - 243,65,00,000 Equity shares) have been pledged by the Company as additional security for secured term loans availed by AP(J)L.
ii) During the year, the Company has invested ' 800.00 crore in equity shares of MEL. Of the above shares 40,85,10,000 Equity shares (Previous year - 5,10,000 Equity shares) have been pledged by the Company as additional security for secured term loans availed by MEL.
iii) During the year, the Company has invested additional ' 195.00 crore (Previous year ' 737.20 crore) into 1,95,00,000 Optionally Convertible Debentures ("OCDs”) of its wholly owned subsidiary, AP(J)L. The OCDs
shall be optionally converted into equity share capital at fair value at the discretion of issuer or will be redeemed in full or part after December 31, 2037. The OCDs have coupon rate of 100 basis points less than interest coupon rate payable to lenders of AP(J)L, w.e.f June 26, 2023 on completion of construction period. The OCDs were initially issued at Zero Coupon. On completion of construction on June 26, 2023, the Company remeasured the fair value of outstanding OCDs on that date and on account of modification of contractual cashflows, the effective interest rate gets revised. The Company derecognised equity contribution by ' 80.08 crore and increased the fair value of outstanding OCDs. The fair value of the OCD as at March 31, 2024 is ' 331.51 crore (Previous year - ' 411.59 crore). Out of the above 21,75,75,900 OCDs (Previous year - 19,80,75,900) have been pledged by the Company as additional security for secured term loans availed by AP(J)L.
iv) During the year ended March 31, 2022, the Company had invested ' 118.70 crore into OCDs of its wholly owned subsidiary MEL. These OCDs shall be optionally converted into equity share capital at fair value at the discretion of issuer or will be redeemed in full on completion of 10 years from the date of allotment. The fair value as at March 31, 2024 is ' 54.31 crore (Previous year ' 50.16 crore).
v) During the year, the Company has invested ' 6.35 crore (Previous year ' 80.66 crore) and ' Nil (Previous year ' 43.91 crore ((out of which ' 2.10 crore redeemed during the previous year)) into Optionally Convertible Debentures ("OCDs”) of its wholly owned subsidiaries, Chandenvalle Infra Park Limited and Alcedo Infra Park Limited respectively for the purpose of acquiring land on lease. These OCDs shall be optionally converted into equity shares in the ratio of 1 : 1 or will be redeemed at the discretion of issuer at any time within 10 years from the date of issue.
vi) During the year, the Company has invested ' 38.75 crore (Previous year - ' 164.13 crore) into OCD of Aviceda Infra Park Limited for the purpose of acquiring land. The OCD were sold along investment in equity shares of Aviceda Indra Park Limited. (refer note 32 (vii))
vii) On June 07, 2022, the Company has acquired 100% equity shares of Innovant Buildwell Private Limited (Formerly known as Eternus Real Estate Private Limited) ("IBPL”) for a consideration of ' 329.30 crore and it also settled the liability of ' 320.70 crore respectively towards the existing debt of IBPL. Hence, IBPL became wholly owned subsidiary of the Company w.e.f. June 07, 2022. IBPL hold land parcel at Navi Mumbai. Further, transaction cost of ' 63.34 crore is added to investment in IBPL. During the current year, the Company has disposed off its investment in IBPL. (refer note 32(vii) for sale transaction)
viii) The investment in Compulsory Convertible Debentures of various subsidiaries shall be mandatorily converted in to equity shares at par in the ratio of 10:1 at any time after the expiry of 5 years but before 20 years from the date of issue i.e. during financial year 2016-17 to 2018-19.
ix) Fair value of OCD and Financial guarantee obligation accounted as deemed investment through equity instruments.
x) Investments at Fair Value Through Other Comprehensive Income (FVTOCI) reflect investment in unquoted equity instruments. These equity shares are designated as FVTOCI as they are not held for trading purpose, thus disclosing their fair value change in profit and loss will not reflect the purpose of holding.
i) During the current year, the Company has recognised deferred tax assets of ' 376.34 crore (net) on its carryforward of unused tax losses and unused tax credits since it has become probable that taxable profit will be available in future periods against which such tax losses / credits can be utilised.
ii) The current tax expense in relation to the Company's profit for the year is ' Nil on account of utilisation of past unused tax losses / credits.
iii) Unused tax losses of ' 511.31 crore relating to Capital Losses will expire in Assessment Year 2028-29.
i) For charges created on Trade Receivables, refer note 21 and 26.
ii) Credit concentration
As at March 31, 2024, out of the total trade receivables 91.99% (Previous year - 93.53%) pertains to dues from State Electricity Distribution Companies under contractual agreement through Power Purchase Agreements ("PPAs”) / Supplemental Power Purchase Agreement ("SPPAs") including receivables on account of claims under Force Majeure / Change in Law matters, carrying cost thereof etc. Also refer note 3 relating to significant accounting judgements, estimates and assumptions for income / revenue recognition. Also includes 5.73% (Previous year - 4.63 %) from related parties (refer note 64) and remaining receivables from others.
iii) Expected Credit Loss (ECL)
The Company is having majority of receivables against power supply from State Electricity Distribution Companies ("Discoms") which are Government undertakings.
The Company is regularly receiving its normal power sale dues from Discom and in case of regulatory revenue claims, the same is recognised on conservative basis based on best management estimates following principles of prudence, as per the binding regulatory orders. In case of delayed payments apart from carrying cost on settlement of claims, the Company is entitled to receive interest as per the terms of PPAs / SPPAs. Hence they are secured from credit losses in the future.
iv) Trade receivables includes Customers' bills discounted of ' Nil (Previous year - ' 1,192.50 crore).
v) Also refer note 32 for disclosures related to revenue and note 49 for ageing of receivables.
vi) The fair value of Trade receivables are approximately the carrying value presented (Also refer note 51).
b. Terms / rights attached to equity shares
i) The Company has only one class of equity shares having par value of ' 10 per share. Each holder of equity shares is entitled to one vote per share.
ii) In the event of liquidation of the Company the holders of the 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 share holders.
c. Terms/rights attached to preference shares
i) The preference shares rank ahead of the equity shares in the event of a liquidation.
ii) The terms of the preference shares and segregation into liability and equity portions of these shares are explained in note 21(2).
#During the year, equity shares held by Worldwide Emerging Market Holding Limited has reduced below 5% and hence the disclosure is not applicable for the current year.
$During the previous year, shares held by Emerging Market Investment DMCC was below 5% and hence the disclosure is not applicable for the previous year.
(i) The Company has issued Unsecured Perpetual Securities ("Securities”), which are perpetual in nature with no maturity or redemption and are callable only at the option of the issuer. The distribution on these Securities are cumulative at 9% to 10.67% p.a. and at the discretion of the issuer. As these securities are perpetual in nature and ranked senior only to the Equity Share Capital of the Company and the issuer does not have any redemption obligation, these are considered to be in the nature of equity instruments.
(ii) During the current year, the Company has redeemed Unsecured Perpetual Securities of ' 5,900.00 crore.
Nature and purpose of reserves :
i) (a) Capital Reserve includes ' 359.80 crore created due to amalgamation of Growmore Trade and
Investment Private Limited with the Company in the financial year 2012-13. As per the order of the Hon'ble High Court of Gujarat, the capital reserve created on amalgamation shall be treated as free reserve of the Company.
(b) Capital reserve of ' 1,029.60 crore was created on acquisition of Raipur TPP and Raigarh TPP during the financial year 2019-20.
ii) Securities premium represents the premium received on issue of shares over and above the face value of equity shares. The reserve is available for utilisation in accordance with the provisions of the Companies Act, 2013.
iii) General reserve of ' 9.04 crore was created in the FY 2015-16 due to merger of solar power undertaking acquired from Adani Enterprises Limited, as per the scheme of arrangement approved by order of the Hon'ble High Court of Gujarat.
iv) Deemed equity contribution represents the difference between the fair value of financial instruments and consideration paid / payable as promoters' contribution.
v) Retained earnings represent the amount that can be distributed as dividend considering the requirements of the Companies Act, 2013. During the year, no dividends are distributed to the equity shareholders by the Company.
vi) During the previous year, the Company in case of Raipur TPP, has written back the outstanding amount of assigned ECB based on a consent letter received from Adani Global DMCC, a related party of the Company for waiver of the same. As the ECB was accounted at fair value on initial recognition, the outstanding portion of debt component of ' 179.17 crore has been accounted as deemed equity contribution.
1. The security details for the borrowing balances:
a. Security Details as at March 31, 2024
Rupee Term Loans from Banks aggregating to ' 13,200.00 crore and Rupee Term Loans from Financial Institutions aggregating to ' 6,500.00 crore are secured by first mortgage, deed of hypothecation and charge on the identified leasehold and freehold project land at Mundra TPP, Tiroda TPP, Kawai TPP, Udupi TPP, Raipur TPP, Raigarh TPP and Solar Bitta plant, immovable and movable assets, both present and future assets of the Company, operating cash flows including book debts, receivables, permitted investments, advances, intangible assets etc. except "investments in equity share capital, unsecured loans, quasi equity etc. and certain non-project land", on paripassu basis with the lenders of the Company.
Term loan from banks in terms of master facility agreement carries interest rate based on respective lenders benchmark rate applicable spread, equivalent to 8.70% p.a.
Consequent to the enhancement in the credit rating of the Company to AA-, which followed the amalgamation of its six subsidiaries with the Company, the Company has consolidated the term loan facilities into a single long-term Rupee term loan facility of ' 19,700 crore under a consortium financing arrangement with lead banker, State Bank of India.
Security Creation is in process as per terms of Master facility agreement dated March 22, 2024.
b. Security Details as at March 31, 2023
Rupee Term Loans from Banks aggregating to ' 15,584.15 crore, Rupee Term Loans from Financial Institutions aggregating to ' 3,319.31 crore, ARCs aggregating to ' 71.92 crore, Foreign Currency Loans from Banks aggregating to ' 763.04 crore and Foreign Currency Loans from Financial Institutions aggregating to ' 506.04 crore carry annual weighted average interest rate of 9.14% p.a. and are secured by first mortgage and charge on the identified immovable and movable and leasehold land, both present and future assets of the Mundra TPP, Tiroda TPP, Kawai TPP, Udupi TPP, Raipur TPP, Raigarh TPP (collectively and individually referred as "Projects") on paripassu basis with the lenders of the respective projects.
Further, for related party transactions refer note 64
a. During the year, the Company has fully paid term loan facilities of ' 20,244.46 crore, outstanding as at March 31, 2023.
b. During the financial year 2021-22, the erstwhile wholly owned subsidiary of the Company, Adani Power (Mundra) Limited (now amalgamated with the Company), had issued 5,00,00,000 nos. of upto 5% Non-cumulative Compulsory Redeemable Preference shares ("NCRPS”) of ' 100 each amounting
to ' 500 crore and has called ' 60 per share amounting to ' 300 crore and balance to be called at discretion of the issuer. On account of amalgamation, the Company cancelled the NCRPS and issued fresh NCRPS on the same terms during the financial year 2022-23.
The instrument is redeemable at any time at the option of the Issuer but not later than 20 years from the date of issue. These NCRPS are separated into liability and recognised at fair value of ' 53.45 crore and equity components of ' 246.55 crore considering the instrument as compound financial instrument on initial recognition. Interest on liability component is recognised as interest expense using the effective interest method. The discounted value as at March 31, 2024 of ' 66.88 crore (Previous year - ' 62.06 crore) are redeemable in Financial Year 2041-42.
c. During the financial year 2019-20, the erstwhile wholly owned subsidiary of the Company, Raipur Energen Limited (now amalgamated with the Company), had issued 4,15,86,207 nos. of 0.01% Compulsory Redeemable Preference shares (CRPS) of ' 100/- each amounting to ' 415.86 crore. On account of amalgamation, the Company cancelled the CRPS and issued fresh CRPS during financial year 2022-23.
Considering CRPS as compound financial instrument, these are accounted for as liability at fair value of ' 71.37 crore and other equity (under capital reserve) of ' 344.49 crore on initial recognition. Interest on liability component is accounted for as interest expense, using the effective interest method. The discounted value as at March 31, 2024 of ' 117.61 crore (Previous year ' 106.89 crore) are redeemable at any time by June 30, 2038.
3. The amount disclosed in security details in note 1 above and repayment schedule in note 2 above are gross amount excluding adjustments towards upfront fees.
i) The fair value of Other Non-current Financial Liabilities are approximately the carrying value presented (Also refer note 51).
ii) Financial guarantees are issued by the Company in respect of borrowings taken by subsidiaries. (refer note 64).
* For transaction with related parties, refer note 64
a. Security Details as at March 31, 2024
Working Capital Demand Loans, Trade Credits, Cash Credits and Customers' Bills Discounted provided by Banks (Working Capital Facilities) aggregating to ' 5,775.06 crore are secured by first mortgage, deed of hypothecation and charge on the identified leasehold and freehold project land at Mundra TPP, Tiroda TPP, Kawai TPP, Udupi TPP, Raipur TPP, Raigarh TPP and Solar Bitta plant, immovable and movable assets, both present and future assets of the Company, operating cash flows including book debts, receivables, permitted investments, advances, intangible assets etc. except "investments in equity share capital, unsecured loans, quasi equity etc. and certain non-project land", on paripassu basis with the lenders of the Company. It has interest rate ranges between 5.46% p.a. to 8.35% p.a.
b. Security Details as at March 31, 2023
Working Capital Demand Loans, Trade Credits, Cash Credits and Customers' Bills Discounted provided by Bank (Working Capital Facilities) aggregating to ' 5,671.58 crore carry annual weighted average interest rate of 5.75% p.a. and are secured by first mortgage and charge on the identified immovable and movable, both present and future assets of the Mundra TPP, Tiroda TPP, Kawai TPP, Udupi TPP, Raipur TPP, Raigarh TPP (collectively and individually referred as "Projects") on paripassu basis with the lenders of the respective projects.
i) Trade payables mainly include amount payable to coal suppliers and operation and maintenance vendors in whose case credit period allowed is 0-180 days. The Company usually opens usance letter of credit in favour of the coal suppliers.
ii) The fair value of trade payables are approximately the carrying value presented (Also refer note 51).
*Where due dates not provided, date of transaction is considered.
includes amount payable to MSEDCL for fixed charges towards start-up power arrangement of earlier years at Tiroda TPP which it has already applied for termination. In the matter, APTEL allowed the appeal filed by Tiroda TPP and remanded the matter back to MERC to reexamine the case within the defined framework. Although, on a conservative basis, the Company has provided these claims in the books. However, the management expects the favourable outcome in the matter.
Includes ' 50.87 crore (Previous year ' 50.87 crore) on account of Fair Valuation of contingent liabilities recognised on acquisition of Raipur TPP, ' 1,515.88 crore (Previous year ' 3,046.98 crore) on account of additional cost for procurement of coal based on power supplies obligation, as may be required and ' 47.02 crore (Previous year ' 47.02 crore) towards accrual of demand for matter related to National Green Tribunal ("NGT") (refer note 45).
(i) In respect of Tiroda TPP
(a) In the matter of non-availability of coal due to cancellation of Lohara coal block for the Company's 800 MW power generation capacity at Tiroda thermal power plant ("Tiroda TPP”), the Hon'ble Supreme Court vide its order dated April 20, 2023, upheld the orders of Maharashtra Electricity Regulatory Commission ("MERC”) dated September 06, 2019 and the Appellate Tribunal for Electricity ("APTEL') dated October 05, 2020, respectively granting compensation (including carrying costs thereon) towards additional coal cost for the use of alternative coal.
(b) Similarly, in a matter relating to shortfall in availability of domestic coal under New Coal Distribution Policy ("NCDP”) and Scheme of Harnessing and Allocating Koyala (Coal) Transparently in India ("SHAKTI”) policy of the government, for the Company's 2500 MW power generation capacity at Tiroda TPP, Hon'ble Supreme Court vide its orders dated March 03, 2023 and April 20, 2023, upheld the MERC's orders dated March 07, 2018 and February 07, 2019, and the APTELs orders dated September 14, 2020 and September 28, 2020 respectively granting compensation (including carrying costs thereon) towards additional coal cost for the use of alternative coal.
(c) Pursuant to the said Hon'ble Supreme Court order, in respect of matters stated in (a) and (b) above, the Company has completed provisional reconciliation of claims from April 2013 to February 2023, with Maharashtra State Electricity Distribution Company Limited ("MSEDCL') based on various regulatory orders and accordingly, reassessed the compensation claims (including carrying cost thereon) recognised in the books of account since earlier periods and recognised certain additional claims on account of reconciliation / realisation with / from MSEDCL.
The Company has recognised tariff compensation claims towards additional coal cost of ' 4,282.15 crore and carrying cost of ' 190.49 crore during the year ended March 31, 2024 (includes tariff compensation claims of ' 290.19 crore (net of credit of ' 115.72 crore) and carrying cost of ' 190.49 crore pertaining to earlier years) after initial estimation of claims made by the Company during the year ended March 31, 2023.
Further, during the year ended March 31, 2024, the Company has also accounted late / delayed payment surcharge ("LPS”) of ' 5,870.81 crore from MSEDCL, disclosed as other income, based on Company's policy relating to recognition of late/delayed payment surcharge on acknowledgement or receipt whichever is earlier.
(d) Apart from above, in one of the matter relating to cost factor for computation of tariff compensatory claim, on account of consumption of alternate coal, based on the claim amount billed by the Company, MSEDCL is in appeal with APTEL although the Company has favorable tariff compensation order from MERC dated September 11, 2021 in the matter. Further, during the year ended March 31, 2024, MSEDCL
has also filed a petition with MERC w.r.t. the interpretation of its earlier order relating to compensation for in-land transportation cost factor for transfer of domestic coal. During the year ended March 31, 2024, the Company has recognised additional tariff compensation claim of ' 1,239.95 crore, carrying cost of ' 303.18 crore and late payment surcharge of ' 709.04 crore (including recognition of tariff compensation claim of ' 1,364.44 crore, carrying cost ' 303.18 crore and late payment surcharge of ' 709.04 crore pertaining to prior years) on account of acknowledgement / realisation of claims in the matter from MSEDCL. The management does not expect any adverse impact of the matter. Currently, the Company has recognised the compensation claim in the matter on the best estimate basis pending settlement of appeal.
ii) In respect of Udupi TPP
For power supplied from Udupi thermal power plant ("Udupi TPP”), the Company raises invoices on its customers ("Karnataka Discoms”) based on the most recent tariff order / provisional tariff approved by the Central Electricity Regulatory Commission ("CERC”), as modified by the orders of Appellate Tribunal for Electricity ("APTEL') / CERC to the extent applicable, having regard to mechanism provided in applicable tariff regulations and the bilateral arrangements with the Discom. Such tariff order is subject to conclusion of final tariff order in terms of Multiyear Tariff ("MYT”) Regulations at end of tariff period of every 5 years. During the year, the CERC has issued tariff order dated January 04, 2024 in respect of MYT period 201924 and true up order in respect of MYT period 2014-19. Accordingly, the Company has revised the revenue recognition, reversed the revenue of ' 16.81 crore for the year ended March 31, 2024.
iii) In respect of Kawai TPP
In the matter relating to shortfall in availability of domestic linkage coal Hon'ble Supreme Court vide its order dated August 31, 2020 has admitted all tariff compensation claims for additional coal costs incurred for power generation and the Company continues to realise the claim amount towards compensation based on the methodology for change in law compensation approved by Rajasthan Electricity Regulation Commission ("RERC”), APTEL and the Hon'ble Supreme Court. During the year ended March 31, 2022, the Company had recognised additional tariff compensation claims on account of realisation of ' 5,996.44 crore from Discoms and continued to recognise the tariff compensation claims based on the methodology upheld by the Hon'ble Supreme court vide aforesaid order during the subsequent period till date and it has been able to realise such claims from Discoms.
During the year ended March 31, 2024, Rajasthan Urja Vikas and IT Services Limited ("RUVITL”) (formerly known as Rajasthan Urja Vikas Nigam Limited) had filed a fresh petition before RERC primarily challenging the methodology and operating parameters considered while arriving at the tariff compensation claim for additional coal cost incurred for power generation by the Company which had earlier been settled by RUVITL in March, 2022 based on Hon'ble Supreme Court order dated August 31, 2020. The RERC vide its order dated September 01, 2023 dismissed the petition of RUVITL and giving RUVITL the liberty to raise the issue before appropriate legal forum in terms of order passed by Hon'ble Supreme Court dated April 19, 2022 in the contempt petition. Subsequent to the order of RERC, RUVITL has preferred an appeal with APTEL against the ruling of RERC. Pending conclusion of the matter with APTEL, the Company continues to recognise the revenue based on the principle as approved in the order passed by the Hon'ble Supreme Court.
iv) In respect of Mundra TPP
(a) The Company and Gujarat Urja Vikas Nigam Limited ("GUVNL') had entered into an additional Supplemental Power Purchase Agreements ("SPPAs”) dated March 30, 2022 to resolve all pending matter / dispute relating to Bid 1 and Bid 2 Power Purchase Agreement ("PPA / SPPA”), towards supply of 2434 MW of power and thereby approached CERC to determine the base energy tariff rates for power sales under Bid 1 & Bid 2 SPPAs, with retrospective effect from October 15, 2018, for further submission to the Government of Gujarat ("GoG”). CERC vide its order dated June 13, 2022 recommended the
base energy tariff rates for final approval of GoG which is still pending as on reporting date. CERC order allows the Company and GUVNL to mutually agree on adoption of six monthly or monthly CERC escalation index to apply over base energy tariff rate as on October 2018 as per the provisions of earlier SPPA dated December 05, 2018 having impact on determination of subsequent period energy rates.
(b) Pending approval of the base energy tariff rate by GoG and also the mutual agreement between the Company and GUVNL as regards adoption of monthly / six-monthly CERC escalation index, the Company has been supplying power to GUVNL based on certain mechanism whereby actual fuel cost incurred gets pass through in the billing of energy charges, during March 01, 2022 to March 31, 2024 as per understanding with GUVNL for the purpose of additional Supplemental PPA dated March 30, 2022. The Company also realised significant amounts of invoices billed to GUVNL, although there are certain deductions of ' 406.74 crore (net of provision) made by GUVNL are pending reconciliation / settlement which management expects to be settled after conclusion of base energy tariff rate with GUVNL covering period since 2018. Apart from this, during the year, the Company has received a communication from GUVNL seeking refund of ' 1,172.69 crore from the Company towards energy charges on account of adjustment of coal cost in respect of power supplied during October 15, 2018 to March 31, 2023 considering CERC base rate order of June 13, 2022.
The Company has not accepted the GUVNL claim but based on conservative parameters made one time provisional adjustments in the revenue of ' 1,172.69 crore during the year ended March 31, 2024 (Including reversal of ' 1,222.37 crore pertaining to prior period). The Company continues to recognise energy charges revenue as per amount billed based on actual fuel costs since the date of SPPA, pending approval of base energy tariff and agreement between the Company and GUVNL regarding adoption of method of CERC escalation index. CERC escalation index impact the Company's energy charges claims, depending on the trend of coal price movement. During the current financial year the escalation index has positive impact on energy charges but Company continues to invoice energy charges on actual fuel cost basis. For the reporting period ended March 31, 2024, the company has recognised revenue on provisional basis as per amount billed (net of certain adjustments). The Company expects to settle the matter without any further recognition / derecognition in this regard.
(c) In respect of the matter relating to shortfall in availability of domestic coal under Fuel Supply Agreement ("FSAs”) with Coal India Limited's subsidiaries for supply of power against 1424 MW of PPA from Mundra TPP (reduced to 1200 MW PPA pursuant to the SPPAs dated February 28, 2023) with Haryana Discoms, the Hon'ble Supreme Court vide its order dated April 20, 2023 upheld the APTELs orders dated November 03, 2020 and June 30, 2021, allowing the tariff compensation claims (including carrying cost thereon) relating to NCDP and SHAKTI policy, respectively.
Pursuant to the said orders, the Company has recognised additional tariff compensation claims of ' 393.23 crore (including carrying cost of ' 135.55 crore) during the year, including pertaining to earlier period on account of realisation of certain additional claims from Haryana Discoms after initial estimation of claims made by the Company during the year ended March 31, 2023.
Further, during the year ended March 31, 2024, the Company has also recognised income towards delayed payment interest of ' 961.89 crore (including ' 941.85 crore pertaining to earlier period) as other income based on realisation of such amount from Haryana Discoms based on Company's policy relating to recognition of late / delayed payment surcharge.
v) Revenue from operations for the year ended March 31, 2024, (including the amounts disclosed separately elsewhere in other notes) includes recognition of amount of ' 683.43 crore, (net off reversal) recognised pertaining to prior years upto March 31, 2023 (Previous Year - ' 2,377.24 crore pertaining to period upto March 31, 2022), based on the orders received from various regulatory authorities such as MERC / CERC, APTEL, Hon'ble Supreme Court and reconciliation with Discoms relating to various claims towards change in law events, carrying cost thereon and delayed payment interest.
vi) For regulatory claims / change in law claims, the management recognises income on conservative parameters, since the same are under litigation / pending final settlement with Discoms. The differential adjustments on account of such claims are recognised on resolution of the litigation / final settlement of matter with Discoms, including carrying cost / late payment surcharge.
vii) During the year ended March 31, 2024, the Company has disposed off its investments in the subsidiaries, lnnovant Buildwell Private Limited ("IBPL') (formerly known as Eternus Real Estate Private Limited) (acquired on June 07, 2022) and Aviceda Infra Park Limited ("AIPL') (incorporated on September 05, 2022), by execution of Share Purchase Agreements with AdaniConnex Private Limited for an aggregate consideration of ' 536.22 crore. The net income on such sale of investments amounting to ' 143.50 crore is accounted as other operating revenue.
viii) Similarly, during the previous year, the Company has disposed off its investment held in Support Properties Private Limited ("SPPL'), a wholly owned subsidiary and holding land parcel at Navi Mumbai by execution of share purchase agreement with AdaniConnex Private Limited and received a consideration of ' 988.97 crore which has been arrived at on arm's length basis. The net income on such sale of investment amounting to ' 654.44 crore was accounted as other operating revenue.
ix) For transaction with related parties, refer note 64.
i) Includes Interest income in nature of Late payment surcharge / carrying cost of ' 8,666.15 crore (Previous year - ' 3,499.93 crore) from DISCOMs towards change in law claims and overdue receivables.
ii) Includes interest on bank fixed deposit of ' 175.72 crore (Previous year - ' 82.64 crore) and interest on loans given and OCDs of ' 433.30 crore (Previous year - ' 231.23 crore)
iii) Miscellaneous income mainly includes refund of customs duty of ' 258.63 crore. (Previous year ' 61.84 crore towards GST refund, ' 150.08 crore towards credit of transmission charges, which were expensed off in earlier years)
34 Purchase of Stock in trade / Power
It includes purchase of traded goods of ' 105.84 crore (Previous year ' 110.14 crore) and purchase of Power of ' 108.67 crore (Previous year ' 99.44 crore).*
*For transaction with related parties, refer note 64.
i) For transaction with related parties, refer note 64
ii) Includes interest on lease liabilities (net of capitalisation (refer note 4.1)) of ' 17.11 crore (Previous year ' 9.32 crore) and unwinding of interest on preference shares of ' 15.54 crore (Previous year ' 14.63 crore)
iii) During the year, unamortised borrowing cost of ' 46.25 crore has been charged off on payment of entire outstanding borrowing.
40 Contingent Liabilities and Commitments (to the extent not provided for) :
(a) Contingent Liabilities :
|
|
' In crore
|
Particulars
|
As at
March 31, 2024
|
As at March 31, 2023
|
i) Claims against the Company not acknowledged as debts in respect of:
|
|
|
a. Income Tax demands (under appeal)
|
6.33
|
27.74
|
b. Entry Tax (under appeal) (refer note 1(a) below)
|
-
|
1.65
|
c. Custom Duty (refer note 1(b) and 2 below)
|
1,220.51
|
1,220.51
|
d. Transmission Line Relinquishment (refer note 1(c) below)
|
154.50
|
154.50
|
e. Central Sales Tax (under appeal) (refer note 3 below)
|
13.10
|
13.10
|
f. Value Added Tax (refer note 4 below)
|
-
|
1.51
|
g. Goods and Services Tax (under appeal) (refer note 5 below)
|
35.12
|
-
|
Total
|
1,429.56
|
1,419.01
|
Notes:
1) (a) In Case of Raipur TPP, the Company has opted for amnesty scheme during the current year
and accordingly the matter stands settled.
(b) In Case of Raipur TPP, The Ministry of Power, Government of India vide letter dated September 08, 2011 had granted Provisional Mega Power Status Certificate under the Mega Power Policy for construction of its 1,370 MW Thermal based Power Plant. In terms of the same, the Raipur TPP (the entity stand merged with the Company) has availed exemptions of duty of customs and excise duty upon submission of bank guarantees worth ' 960.01 crore and pledge of margin money deposits of ' 59.67 crore. The grant of final Mega power status of Raipur TPP is dependent upon plant achieving tie up for supply of power for 70% of its installed capacity through long term Power Purchase Agreements by way of competitive bidding and the balance through regulated market within stipulated time. The time period to achieve tie up for supply of power as prescribed in Mega Power Policy has been further extended to 156 months from the date of Import, till September 12, 2024, by the Ministry of Power, Government of India vide amendment dated April 07, 2022. The Management expects to comply the conditions and hence no adjustments are made in the books.
(c) In case of Raipur TPP, the Company had entered into a bulk power transmission agreement ('BPTA') with Power Grid Corporation of India Limited ('PGCIL) dated March 31, 2010 as per which the Company was granted Long term Access ('LTA') of 816 MW. However, owing to nonavailability of PPA, which as per management is beyond the control of the Company, Raipur TPP was not in a position to utilise the LTA and has accordingly sought for surrender of the LTA, for which PGCIL has raised demand of ' 154.50 crore towards relinquishment charges on the Company. However, the said claim will be subject to the outcome of the petition dated September 07, 2020 filed by the Company before the APTEL. Presently, the Company has taken legal opinion in the matter as per which there are force majure events and other factors as per which it is not liable to pay charges.
2) For the Company's Udupi TPP and Tiroda TPP, matter on Custom Duty relating to March 2012 to February 2013 is contested at Customs, Excise and Service Tax Appellate Tribunal ("CESTAT").
3) The Central Sale Tax matter of Company's Mundra TPP relating to FY 2017-18, is contested at Commissioner Appeals.
4) For company's Tiroda TPP, Joint Commissioner of State Tax (Adm), Nagpur Division, has raised demand of Value added tax relating to FY 13-14 along with interest. During the current year, the Company has opted for the amnesty scheme and accordingly the matter stands settled.
5) The Goods and Services Tax matters of Company's Mundra TPP and Raipur TPP relating to FY 201718 and Raigarh TPP relating to FY 2022-23, are contested at Commissioner Appeals.
ii) Apart from above, the Development Commissioner, Mundra has issued a show cause notice to the Company in case of Mundra TPP for the period FY 2009-10 to FY 2014-15 in relation to custom duty on raw materials used for generation of electricity supplied from SEZ to DTA, which amounts to ' 963.94 crore. The Company has contested the said show cause notice. Further, the management is of the view that such duties on raw material are eligible to be made good to Mundra TPP under the PPA with Discoms or are refundable from the Authorities. Hence, the Company has not considered this as contingent liabilities.
iii) The Company has assessed that it is only possible, but not probable, that outflow of economic resources will be required in respect of above matters.
(b) Commitments :
|
|
' In crore
|
Particulars
|
As at
March 31, 2024
|
As at
March 31, 2023
|
Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances)
|
11,484.93
|
7,809.65
|
Total
|
11,484.93
|
7,809.65
|
Note:
Capital commitment mainly includes commitment relating to Flue Gas Desulphurisation project.
Other Commitment:
(i) The Company has given a commitment to lenders of Mahan Energen Limited (MEL) that it will not transfer its 49% equity holding in MEL outside the Adani Power Group, except with the prior approval of lenders.
41 Leases
The Company has lease contracts for land, Building and computer hardware used in its operations. Leases of these items have lease terms between 2 to 99 years. The Company is restricted from assigning and subleasing the leased assets.
The weighted average incremental borrowing rate applied to lease liabilities are in range of 8.50% to 9.00%.
43 The Company had sought cancellation of the Jitpur coal block and requested the Nominated Authority, Ministry of Coal, New Delhi, to cancel the Vesting Order, vide its representation dated October 31, 2020 and had also requested to authorities for refund of the costs of ' 138.51 crore incurred by it and for release of the performance bank guarantee of ' 92.90 crore given to the Nominated Authority. The Nominated Authority vide its letter dated September 17, 2021, had accepted the surrender petition by the Company and ordered for invocation of bank guarantee along with obligation to fulfil antecedent liability. On September 29, 2021, the Hon'ble Delhi High Court, in response to petition filed by the Company, has stayed the invocation of the said performance bank guarantee and restrained the Nominated Authority from taking any coercive steps in the matter. The said Writ Petition is yet to be adjudicated by the Delhi High Court. Meanwhile, the Hon'ble Delhi High Court vide its order dated March 03, 2022, had directed the Nominated authority to return the said performance bank guarantee within one week from the date of execution of Letter of Intent of "Coal Mines Production and Development Agreement” ("CMPDA”) with a new bidder and to present the said CMPDA before the Delhi High Court. The Nominated Authority has concluded the fresh e-auction of Jitpur Coal Block on September 13, 2022. Pursuant to this, the CMDPA has been signed between the new bidder and the Nominated Authority, Ministry of Coal on October 13, 2022. The Nominated Authority is yet to submit CMPDA with new bidder with Delhi High Court in the matter.
Earlier, the Company has submitted the details of costs / expenditure incurred towards development of mine with Nominated Authority, and based on allotment of mine to a new bidder, the Company expects a favourable resolution relating to cost realisation of Jitpur mine with Nominated Authority and for release of Performance Bank Guarantee. The Company has also obtained legal opinion basis which it is reasonably confident to get compensation realised of the entire costs incurred towards the development of the coal mine in the subsequent period.
44 The Company through erstwhile subsidiary, Raipur Energen Limited ("REL') has incurred cost of ' 55.57 crore and ' 30.75 crore towards development of Talabira Coal mine and Ganeshpura Coal mine, respectively in the earlier years.
In the above matter, earlier the Company had filed two writ petitions with Hon'ble Delhi High Court requesting surrender of the said mines in view of Union of India's ("Uol”) notification dated April 16, 2015 stating capping of the fixed / capacity charges and also requested to refund the costs incurred along with the release of bid security. The Hon'ble Delhi High Court vide its single order dated April 15, 2019 dismissed the petitions on the ground of delay in filling of writ petitions. Consequently, the Company filed petitions before Hon'ble Supreme Court to set aside the order of the Hon'ble Delhi High Court. Pending adjudication of the petitions, Hon'ble Supreme Court directed Uol and others vide its order dated May 30, 2019 that no coercive action to be taken in these matters.
The management expects favourable resolution of these matters and is reasonably confident to realise the entire cost spent towards these coal mines as compensation in the subsequent periods.
However, the matter has been pending for long period of time, the company based on prudence principles has fully provided the amount in the books for the purpose of financial reporting.
45 The National Green Tribunal ("NGT") in a matter relating to non-compliance of environmental norms relating to Udupi thermal power plant ("Udupi TPP”) directed the Company vide its order dated March 14, 2019, to make payment of ' 5.00 crore as an interim environmental compensation to Central Pollution Control Board ("CPCB"), which was deposited by the Company with CPCB under protest, in April 2019 and expensed the same in the books.
NGT vide its order dated May 31, 2022 settled the matter and directed the Company to deposit an additional amount of ' 47.02 crore with CPCB within 3 months from the date of order. The Company has recognised expense provision of ' 47.02 crore in the books on a conservative basis, although, the Company has filed petition with the Hon'ble Supreme Court dated August 26, 2022 against the above referred NGT order. The Udupi TPP continues to operate in compliance with all the conditions under Environment Clearance as at reporting date.
46 (a) In respect of Mundra TPP, the management believes that on account of resolution of majority of the issues relating to tariff compensation claim with GUVNL and Haryana Discoms and also on account of execution of 360 MW PPA with MPSEZ Utilities Limited ("MUL'), and certain other factors, Mundra TPP of the Company would be able to establish profitable operations over a foreseeable future and meet its performance and financial obligations. During the year, the Company has resumed supply of power to Haryana Discom and consequently has improved its operational performance in terms of achieving Higher Plant load factor (PLF) and generating positive operating cashflows, hence, based on the assessment of value in use of Mundra TPP, no provision / adjustment is considered necessary to the carrying value of its Mundra TPP related property, plant and equipment aggregating to ' 15,094.30 crore as at March 31, 2024.
(b) The Company has determined the recoverable amounts of all its Thermal Power Plants (including goodwill allocated to respective Power Plants) over their useful lives based on the Cash Generating Units ("CGUs") identified, as required under Ind AS 36, Impairment of Assets on the basis of their Value in Use by estimating the future cash inflows over the estimated useful life of the Power Plants. Further, the cash flow projections are based on estimates and assumptions relating to tariff, operational performance of the Plants, availability of domestic coal under fuel supply agreement / coal linkage as per the directives of Competent Authority, life extension plans, market prices of coal and other fuels, exchange variations, inflation, terminal value etc. which are considered reasonable by the Management.
On a careful evaluation of the aforesaid factors, the Management of the Company has concluded that the recoverable value of such CGUs individually is higher than their respective carrying amounts as at March 31, 2024. However, if these estimates and assumptions were to change in future, there could be corresponding impact on the recoverable amounts of the Plants.
48 Financial Risk Management Objective and Policies :
The Company's risk management activities are subject to the management direction and control under the framework of Risk Management Policy as approved by the Board of Directors of the Company. The Management ensures appropriate risk governance framework for the Company through appropriate policies and procedures and the risks are identified, measured and managed in accordance with the Company's policies and risk objectives.
The Company's financial liabilities (other than derivatives) comprises mainly of borrowings including interest accrual, leases, trade, capital and other payables. The Company's financial assets (other than derivatives) comprise mainly of investments, cash and cash equivalents, other balances with banks, loans, trade and other receivables.
In the ordinary course of business, the Company is exposed to Market risk, Credit risk and Liquidity risk.
(i) Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and commodity risk.
a) Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company's exposure to the risk of changes in market interest rates relates primarily to the part of Company's debt obligations with floating interest rates.
The Company manages its interest rate risk by having a mixed portfolio of fixed and variable rate loans and borrowings. Significant portion of Company's borrowing is in INR (?) and are borrowed at fluctuating interest rate.
The sensitivity analysis have been carried out based on the exposure to interest rates for instruments not hedged against interest rate fluctuation at the end of the reporting period. The said analysis has been carried out on the amount of floating rate liabilities outstanding at the end of the reporting period. The year end balances are not necessarily representative of the average debt outstanding during the year. A 50 basis point increase or decrease represents management's assessment of the reasonably possible change in interest rates.
In case of fluctuation in interest rates by 50 basis points on the exposure of borrowings (having fluctuating rates i.e. exposed to changes in rates) of ' 19,700.00 crore as on March 31, 2024 and ' 20,735.47 crore as on March 31, 2023 respectively and if all other variables were held constant, the Company's profit or loss for the year would increase or decrease as follows:
The Company intends to hold investment in liquid mutual fund for relatively shorter period and hence, interest rate risk is not material to that extent.
b) 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. The Company's exposure to the risk of changes in foreign exchange rates relates primarily to the Company's operating activities (Coal imports etc.) and borrowings. The Company manages its foreign currency risk by hedging transactions that are expected
to realise in future. The Company also enters into various foreign exchange hedging contracts such as forward covers, swaps, options etc. to mitigate the risk arising out of foreign exchange rate movement on foreign currency borrowings and trade payables (including capital creditors).
Every one percentage point depreciation / appreciation in the exchange rate between the Indian rupee and U.S.dollar on the unhedged exposure of $ 227.72 million as on March 31, 2024 and $ 56.53 million as on March 31, 2023 would have affected the Company's profit or loss for the year as follows:
c) Commodity price risk
The Company's exposure to commodity price is affected by a number of factors including the effect of regulations, the price volatility of coal prices in the market, including imported coal, contract size and length, market condition etc. which is moderated by optimising the procurement under fuel supply agreement and getting compensated under long term power purchase agreements and change in law regulations. In case, the company anticipates non-availability of coal, the same is mitigated by sourcing imported coal in advance to meet the demand. Its operating / trading activities require the on-going purchase for continuous supply of coal and other commodities. Therefore the Company monitors its purchases closely to optimise the procurement cost.
(ii) 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.
a) Trade Receivables
The Company is having majority of receivables from State Electricity Boards which are Government undertakings and have interest clause on delayed payments and hence they are secured from credit losses in the future.
b) Financial Guarantee
The Company has issued financial guarantees to banks on behalf of and in respect of loan facilities availed by its subsidiaries. In accordance with the policy of the Company, the Company has recognised these financial guarantees as liability at fair value (refer note 23 and 29). Outstanding loans in the subsidiaries against the financial guarantee contracts given by the Company as at March 31, 2024 is ' 8,881.01 crore (Previous year ' 9,477.45 crore).
c) Other Financial Assets
This comprises of deposit with banks, loans, investments in mutual funds, derivative assets and other receivables. The company limits its exposure to credit risks arising from these financial assets and there is no collateral held against these because counter parties are group companies, banks and recognised financial institutions. Banks and recognised financial institutions have high credit ratings assigned by credit rating agencies.
(iii) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with is financial liabilities.
The Company monitors its liquidity requirement using cash flow forecasting models. These models consider the maturity of its financial investments, committed funding and projected cash flows from operations. The Company's objective is to provide financial resources to meet its business objectives in a timely, cost effective and reliable manner and to manage its capital structure. A balance between continuity of funding and flexibility is maintained through internal accruals as well as adequately adjusting the working capital cycle.
Having regard to the nature of the business wherein the Company is able to generate regular cash flows over a period of time, any surplus cash generated, over and above the amount required for working capital management and other operational requirements, is retained as cash and cash equivalents (to the extent required) and any excess is invested in highly liquid mutual funds with appropriate maturities to optimise the cash returns on investments while ensuring sufficient liquidity to meet its liabilities; or lent to group entities (within Adani Power Limited) at market determined interest rate.
Read with note 50, the Company expects to generate positive cash flows from operations in order to meet its external financial liabilities as they fall due and also consistently monitors funding options available in the debt and capital market with a view to maintain financial flexibility.
Maturity profile of financial liabilities :
The table below has been drawn up based on the undiscounted contractual maturities of the financial liabilities including interest that will be paid on those liabilities upto the maturity of the instruments.
i) The above ageing has been calculated based on due date as per terms of agreement. In case where due date is not provided, date of transaction is considered.
ii) Includes' Nil (Previous year - ' 1,192.50 crore) of Customers' bills discounted considered as not due.
iii) Trade receivable includes certain balances which are under reconciliation / settlement with Discoms for payment / closure.
iv) In respect of the Company's 40 MW solar power plant at Bitta, in the matter of alleged excess energy injected in terms of the PPA, GUVNL has withheld ' 72.10 crore against power supply dues during the year ended March 31, 2022. GERC vide its order dated November 03, 2022 directed GUVNL to make payment of the amount withheld within three months from the date of order along with late payment surcharge as per PPA. However, GUVNL has filed an appeal with APTEL against the said order of GERC and the matter is pending adjudication. The Company, as per interim order of APTEL dated February 28, 2023, has received ' 51.75 crore being 75% of the withheld amount subject to outcome of appeal with APTEL. The management, based on GERC order, expects favourable outcome in the matter.
v) In respect of receivable from GUVNL against Mundra TPP, refer note 32(iv)(b).
vi) Also refer note 3(viii).
50 Capital management :
The Company's objectives when managing capital is to safeguard continuity, maintain a strong credit rating and healthy capital ratios in order to support its business and provide adequate return to shareholders through continuing growth. The Company's overall strategy remains unchanged from previous year.
The Company sets the amount of capital required on the basis of annual business and long-term operating plans which include capital and other strategic investments.
The funding requirements are met through a mixture of equity, unsecured perpetual securities, internal fund generation and other long term borrowings (including consolidation of borrowings). The Company monitors capital and long term debt on the basis of debt to equity ratio.
(i) Debt is defined as Non-current borrowings (including current maturities) and lease liabilities.
(ii) Capital is defined as Equity share capital, Unsecured perpetual securities and other equity including reserves and surplus.
The Company believes that it will able to meet all its current liabilities and interest obligations in timely manner. The Company's capital management ensure that it meets financial covenants attached to the interest bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank to levy penal interest as per terms of sanction. There have been no breaches in the financial covenants of any interest bearing loans and borrowings in the current year. No changes were made in the objectives, policies or processes for managing capital by the Company during the year ended March 31, 2024 and March 31, 2023.
The fair value of the financial assets and financial liabilities included in the level 2 categories above have been determined in accordance with generally accepted pricing models based on a discounted cash flow analysis, with the most significant inputs being the discount rate that reflects the credit risk of counterparties. The most frequently applied valuation techniques include forward pricing and swap models, using present value calculations. The models incorporate various inputs including the credit quality of counterparties, foreign exchange spot and forward rates, yield curves of the respective currencies, currency basis spreads between the respective currencies, interest rate curves and forward rates curves of the underlying derivative.
The fair values of investments in mutual fund units is based on the net asset value ('NAV').
There have been no transfers between Level 1 and Level 2 during the year ended March 31, 2024 and March 31, 2023.
54 As per para 4 of Ind AS 108 "Operating Segments”, if a single financial report contains both consolidated financial statements and the separate financial statements of the Parent Company, segment information may be presented on the basis of the consolidated financial statements. Thus, the information related to disclosure of operating segments required under Ind AS 108 "Operating Segments", is given in Consolidated Financial Statements.
viii. Sensitivity Analysis
Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate, expected salary increase and mortality. The sensitivity analysis below have been determined based on reasonably possible changes of the assumptions occurring at the end of the reporting period, while holding all other assumptions constant. The results of sensitivity analysis is given below:
ix. Asset Liability Matching Strategies
The Company has funded benefit plan and have purchased insurance policy, which is basically a year-on-year cash accumulation plan in which the interest rate is declared on yearly basis and is guaranteed for a period of one year. The insurance Company, as part of the policy rules, makes payment of all gratuity outgoes happening during the year (subject to sufficiency of funds under the policy).
The policy thus, mitigates the liquidity risk. However, being a cash accumulation plan, the duration of assets is shorter compared to the duration of liabilities. Thus, the Company is exposed to movement in interest rate, which can result in a increase in liability without corresponding increase in the funded asset wherever applicable.
x. Effect of Plan on Entity's Future Cash Flows
a) Funding arrangements and Funding Policy
The Company have purchased an insurance policies to provide for payment of gratuity to the employees. Every year, the insurance company carries out a funding valuation based on the latest employee data provided by these Companies. Any deficit in the assets arising as a result of such valuation is funded by these Companies.
b) Expected Contribution during the next annual reporting period
The best estimate of contribution during the next year is ' 79 crore (Previous year - ' 81.50 crore). The actual contributions are made based on management estimates.
xi. The Company has defined benefit plans for Gratuity to eligible employees. The contributions for which are made to Life Insurance Corporation of India who invests the funds as per Insurance Regulatory Development Authority guidelines.
The discount rate is based on the prevailing market yields of Government of India securities as at the balance sheet date for the estimated term of the obligations.
The expected contributions for Defined Benefit Plan for the next financial year will be in line with FY 2023-24.
(c) Compensated Absences
The actuarial liability for compensated absences as at the year ended March 31, 2024 is ' 46.21 crore (As at March 31, 2023'47.64 crore).
56 Corporate Social Responsibility
As per section 135 of the Companies Act, 2013, a Corporate Social Responsibility (CSR) committee has been formed by the Company. The funds are utilised on the activities which are specified in Schedule VII of the Companies Act, 2013. The utilisation is done by way of contribution towards various activities.
(v) Nature of CSR activities - During the current year, the Company has contributed ' 37.31 crore (Previous year - ' 16.70 crore) to Adani Foundation for various CSR activities and balance amount was spent on construction, medical care and development of local area. Subsequent to year end, the Company has deposited the shortfall CSR amount to the Escrow account towards ongoing project.
59 During the financial year 2019-20, the erstwhile wholly owned subsidiary of the Company, Raipur Energen Limited (now amalgamated with the Company), had issued 4,15,86,207 nos. of 0.01% Compulsory Redeemable Preference shares (CRPS) of ' 100/- each amounting to ' 415.86 crore. On account of amalgamation, the Company cancelled the CRPS and issued fresh CRPS during financial year 2022-23. The instrument is redeemable at any time by June 30, 2038. During the current year, dividend of ' 0.04 crore (Previous year - ' 0.11 crore) has been paid. Further, the Board of Directors of the Company has proposed dividend of ' 0.04 crore for the Financial Year 2023-24 which is subject to approval of the shareholders.
60 Amalgamation of Adam Power Maharashtra Limited ("APML"), Adam Power (Mundra) Limited ("APMuL"), Adam Power Rajasthan Limited ("APRL'), Udupi Power Corporation Limited ("UPCL"), Raipur Energen Limited ("REL"), Raigarh Energy Generation Limited ("REGL") (wholly owned subsidiary companies ("WOS")) with the Company:
Pursuant to approval by National Company Law Tribunal ("NCLT”) of the Scheme of Amalgamation (the "Scheme”) vide its order dated February 08, 2023, the six wholly owned subsidiaries of the Company, viz, Adani Power Maharashtra Limited ("Tiroda TPP”), Adani Power Rajasthan Limited ("Kawai TPP”), Adani Power (Mundra) Limited ("Mundra TPP”), Udupi Power Corporation Limited ("Udupi TPP”), Raipur Energen Limited ("Raipur TPP”) and Raigarh Energy Generation Limited ("Raigarh TPP”) got merged into the Company with effect from appointed date October 01,2021, To give effect to the Scheme, the current tax and deferred tax expenses for the year ended March 31, 2022 as recognised in the books of the Company and the merged subsidiaries, was reassessed based on the special purpose financial statement of respective subsidiary Company (ies) and the Company respectively, to give tax effect mainly on account of utilisation of carry forward tax losses and unabsorbed depreciation under the Income tax Act, 1961. Accordingly, tax expenses of the Company for the year ended March 31, 2023 include reversal of deferred tax liability of ' 2,303.87 crore and reversal of current tax provision of ' 768.33 crore.
During the year ended March 31, 2023, Udupi TPP (erstwhile wholly owned subsidiary, Udupi Power Corporation Limited) has also reassessed the deferred tax recoverable recognised since earlier years based on CERC tariff norms, as amount recoverable from beneficiaries. Based on such reassessment, the Company has fully reversed the recoverable amount of ' 215.43 crore during the year ended March 31, 2023 as corresponding deferred tax liabilities is also reversed.
61 (a) During the year ended March 31, 2024, the resolution plan to acquire Coastal Energen Private Limited
("CEPL') through Insolvency and Bankruptcy Code, by the Consortium of applicants of which the Company is a part, has been approved by the Committee of Creditors ("CoC”) of CEPL. CEPL has capacity of 1,200 MW (2x600 MW) coal fired power plant in the state of Tamil Nadu. Consequently, Resolution Professional appointed by National Company Law Tribunal ("NCLT”) has issued a Letter of Intent (Lol) dated December 23, 2023, in favour of the Consortium and in terms of such LOI, a bank guarantee of ' 100 crore as performance security hasbeen submitted.
The closure of the transaction shall be subject to the terms of LoI and necessary approvals and fulfilment of conditions precedent under the Resolution Plan.
(b) During the year ended March 31, 2024, the resolution plan of the Company to acquire Lanco Amarkantak Power Limited ("LAPL') through Insolvency and Bankruptcy Code, has been approved by the Committee of Creditors ("CoC") of LAPL. Consequently, Resolution Professional appointed by National Company Law Tribunal ("NCLT") has issued a Letter of Intent (LoI) dated March 04, 2024, in favour of the Company and in terms of such LOI, a bank guarantee of ' 100 crore as performance security has been submitted. LAPL has capacity of 600 MW (2x300 MW) coal fired power plant and is also setting up 1,320 MW (2x660 MW) coal fired power plant in the state of Chhattisgarh.
The closure of the transaction shall be subject to the terms of LoI and necessary approvals and fulfilment of conditions precedent under the Resolution Plan.
62 No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other persons or entities, including foreign entities ("Intermediaries”) with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries). Further, No funds have been received by the Company from any parties (Funding Parties) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the funding party or provide any guarantee, security or the like on behalf thereof.
63 During the year ended March 31, 2023, a short seller report ("SSR”) was published in which certain allegations were made involving Adani Group Companies, including on certain entities of the Group, which comprises Adani Power Limited ('APL') and its subsidiaries. In this regard, certain writ petitions were filed with the Hon'ble Supreme Court ("SC”), seeking independent investigation of the allegations in SSR, and the Securities and Exchange Board of India ("SEBI”) also commenced investigating the allegations made in the SSR for any violations of the various SEBI Regulations. The SC also constituted an expert committee to investigate and also advise into the various aspects of existing laws and regulations, and also directed the SEBI to consider certain additional aspects in its scope. The Expert committee submitted its report dated May 06, 2023, finding no regulatory failure, in respect of applicable laws and regulations. The SEBI also concluded its investigations in twenty-two of the twenty-four matters as per the status report dated August 25, 2023 to the SC.
The SC by its order dated January 03, 2024, disposed off all matters of appeal relating to the allegations in the SSR (including other allegations) in various writ petitions including those relating to separate independent investigations. However, the SC concluded that the SEBI should complete the pending two investigations, preferably within 3 months, and take its investigations (including the twenty-two investigations already completed) to their logical conclusion in accordance with law.
During the year ended March 31, 2024, the Company has received two show cause notices ("SCN”) from the SEBI alleging non-compliance of provisions pertaining to related party transactions in the Listing Agreement and LODR Regulations with regard to certain transactions by the Company with third parties in earlier financial years, from a substance-over-form perspective, which were fully settled during the year ended March 31, 2023. As a consequence, the SCNs allege that the said transactions are not reported in the relevant years' financial statements / annual report, and requisite review / approvals for such transactions is not taken, as
applicable. Subsequent to year end, the Company has responded to SEBI on both SCNs. Based on legal advice obtained, management believes that considering that alleged transactions with third parties were undertaken in compliance with applicable law at the relevant time, at terms comparable to market rates, and accordingly, there is no non-compliance of applicable laws and regulations as alleged by the SCNs, and the SCNs have no material consequential effects to the relevant years' financial statements.
In April 2023, the Company had obtained a legal opinion by independent law firm, confirming (a) none of the alleged related parties mentioned in the short-seller report were related parties to the Company or its subsidiaries, under applicable frameworks; and (b) the Company is in compliance with the requirements of applicable laws and regulations. Subsequent to the SC order dated January 03, 2024, to uphold the principles of good governance, the Adani Group has also initiated an independent legal and accounting review of the allegations in the SSR and other allegations (including any allegations related to the Company) to reassert compliance of applicable laws and regulations. Such independent review also did not identify any non-compliances or irregularities by the Company, and management has noted on record, the results of this review.
Based on the legal opinions obtained, subsequent independent review referred to above, the SC order and the fact that there are no pending regulatory or adjudicatory proceedings as of date, except relating to the SCNs as mentioned above, management of the Company concludes that there are no material consequences of the allegations mentioned in the SSR and other allegations on the Company, and accordingly, no adjustments have been made in these financial statements in this regard.
67 Recent Pronouncements:
Ministry of Corporate Affairs ("MCA”) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. During the year ended March 31, 2024, MCA has not notified any new standards or amendments to the existing standards applicable to the Company.
68 The Company does not have any transaction to report against the following disclosure requirements as notified by MCA pursuant to amendment to Schedule III:
1. Crypto Currency or Virtual Currency
2. Benami Property held under Benami Transactions (Prohibition) Act, 1988 (45 of 1988)
3. Registration of charges or satisfaction with Registrar of Companies
4. Related to Borrowing of Funds:
i. Wilful defaulter
ii. Utilisation of borrowed fund and share premium
iii. Discrepancy in utilisation of borrowings
iv. Discrepancy in information submitted towards borrowings obtained on the basis of security of current assets
69 The Company uses an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the accounting software. However, the audit trail feature is not enabled for certain direct changes to data when using certain privileged / administrative access rights to the SAP application and the underlying HANA database. Further no instance of audit trail feature being tampered with was noted in respect of the accounting software. Subsequently to the year end, the log has been activated at the SAP application and the privileged access to HANA database has been restricted to limited set of users who necessarily require this access for maintenance and administration of the database.
70 The Code on Social Security, 2020 ('Code') relating to employee benefits during employment and post employment benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. However, the date on which the Code will come into effect has not been notified and the final rules/interpretation have not yet been issued. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period the Code becomes effective.
71 According to the management's evaluation of events subsequent to the balance sheet date, there were no significant adjusting events that occurred other than those disclosed / given effect to, in these financial statements as of May 01, 2024.
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