3.20 Provisions, Contingent Liabilities, and Contingent Assets
Provisions are recognized when the Group has a present legal or constructive obligation as a result of a past event; it is probable that an outflow of economic resources will be required from the Group and amounts can be estimated reliably. Timing or amount of the outflow may still be uncertain. Provisions are measured at the estimated expenditure required to settle the present obligation, based on the most reliable evidence available at the reporting date, including the risks and uncertainties associated with the present obligation. Provisions are discounted to their present values, where the time value of money is material.
A contingent liability is disclosed for:
• Possible obligations which will be confirmed only by future events not wholly within the control of the Group or
• Present obligations arising from past events where it is not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.
In those cases, where the outflow of economic resources as a result of present obligations is considered improbable or remote, no liability is recognized or disclosure is made.
Any reimbursement that the Group can be virtually certain to collect from a third party concerning the obligation (such as from insurance) is recognized as a separate asset. However, this asset may not exceed the amount of the related provision.
Contingent assets are not recognized. However, when the inflow of economic benefits is probable, the related asset is disclosed.
3.21 Fair value measurement
' The Group measures financial instruments, such as derivatives at fair value at each reporting date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The
fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:
• In the principal market for the asset or liability, or
• In the absence of a principal market, in the most advantageous market for the asset or liability
The principal or the most advantageous market must be accessible by the Group.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, including assumptions about risk, assuming that market participants act in their economic best interest. A fair value measurement of a non-financial asset takes into account a market participant's ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.
The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the consolidated financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is material to the fair value measurement as a whole:
• Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities
• Level 2 - Valuation techniques for which the
lowest level input that is material to the fair value measurement is directly or indirectly observable
• Level 3 - Valuation techniques for which the
lowest level input that is material to the fair value measurement is unobservable
For assets and liabilities that are recognized in the consolidated financial statements regularly, the Group determines whether transfers have occurred between levels in the hierarchy by reassessing categorization (based on the lowest level input that is material to the fair value measurement as a whole) at the end of each reporting period.
3.22 Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.
3.23 Business Combination under Common Control
A business combination, if any, involving entities or businesses under common control is a business combination in which all of the combining entities or businesses are ultimately controlled by the same party or parties both before and after the business combination and that control is not transitory.
Business combinations involving entities or businesses under common control are accounted for using the pooling of interest method as follows:
• The assets and liabilities of the combining entities are reflected at their carrying amounts.
• No adjustments are made to reflect fair values, or recognize new assets or liabilities. Adjustments are made only to harmonise material accounting policies.
• The financial information in the financial statements in respect of prior periods is restated as if the business combination has occurred from the beginning of the preceding period in the financial statements, irrespective of the actual date of the combination
The balance of the retained earnings appearing in the financial statements of the transferor is aggregated with the corresponding balance appearing in the financial statements of the transferee. The identity of the reserves is preserved and the reserves of the transferor become the reserves of the transferee
The difference, if any, between the amounts recorded as share capital issued plus any additional consideration in the form of cash or other assets and the amount of share capital of the transferor is transferred to capital reserve and is presented separately from other capital reserves.
3.24 Expenditure on issue of shares
Expenditure on issue of shares, if any, is charged to the securities premium account.
4. Implementation of New/ Modified Standards
During the year, the Ministry of Corporate Affairs (MCA) has issued amendments to certain Ind AS. The Group has analysed the impact of these amendments, which is not material to the Group. Further, MCA has not issued any new Ind-AS applicable to the company.
5. Material management judgment in applying accounting policies and estimation of uncertainty
The preparation of the Group's consolidated financial statements requires management to make judgments, estimates, and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the related disclosures. The estimates and underlying assumptions are based on historical experience & other relevant factors and are reviewed on an ongoing basis. Actual results may differ from these estimates.
Changes in accounting estimates- Such changes, if any, are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision & future periods if it affects both current & future periods.
Material management judgments
Recognition of deferred tax assets/ liability - The extent to which deferred tax assets can be recognized is based on an assessment of the probability of the future taxable income against which the deferred tax assets can be utilized. Further, the Management has no intention to make withdrawal from the Special Reserve created and maintained under section 36(1)(viii) of the Income tax Act, 1961 and thus, the special reserve created and maintained is not capable of being reversed. Hence, the Group does not create any deferred tax liability on the said reserve.
Recognition of Deferred Tax Liability on Undistributed Reserves of Group Companies - The applicable tax laws provide for tax deduction in respect of dividend income from equity investments, to the extent of dividend declared by the Company to its shareholders during the year. Considering the historical information and dividend distribution policy of the Company, the Company does not expect any tax liability on the undistributed reserves of the Group Companies, as and when such reserves are distributed. Hence, the Company does not create any deferred tax liability on undistributed reserves of Group Companies.
Evaluation of indicators for impairment of assets - The
evaluation of the applicability of indicators of impairment of assets requires assessment of several external and internal factors which could result in deterioration of recoverable amount of the assets.
Investment in SPVs - Transmission projects are managed as per the mandate from Government of India and the Group does not have the practical ability to direct the relevant activities of these projects unilaterally. The Group therefore considers its investment in respective SPVs as associates having significant influence despite the Company holding 100% of their paid-up equity share capital.
Non recognition of Interest Income on Credit Impaired Loans - As a matter of prudence, income on credit impaired loan assets is recognised as and when received or on accrual basis when expected realisation is higher than the loan amount outstanding.
Material estimates
Useful lives of depreciable/amortizable assets -
Management reviews its estimate of the useful lives of depreciable/amortizable assets at each reporting date, based on the expected utility of the assets. Uncertainties in these estimates relate to technical and economic obsolescence that may change the utility of assets.
Defined benefit obligation (DBO) - Management's estimate of the DBO is based on a number of underlying
assumptions such as standard rates of inflation, mortality, discount rate and anticipation of future salary increases. Variation in these assumptions may materially impact the DBO amount and the annual defined benefit expenses.
Fair value measurements - Management applies valuation techniques to determine the fair value of financial instruments (where active market quotes are not available). This involves developing estimates and assumptions consistent with how market participants would price the instrument. In estimating the fair value of an asset or a liability, the Group uses market-observable data to the extent it is available. In case of non-availability of market-observable data, Level 2 & Level 3 hierarchy is used for fair valuation.
Income Taxes - Material estimates are involved in determining the provision for income taxes, including amount expected to be paid/recovered for uncertain tax positions and also in respect of expected future profitability to assess deferred tax asset.
Expected Credit Loss ('ECL') - The measurement of an expected credit loss allowance for financial assets measured at amortized cost requires the use of complex models and significant assumptions about future economic conditions and credit behaviour (e.g., likelihood of customers defaulting and resulting losses). The Group makes significant judgments about the following while assessing expected credit loss to estimate ECL:
• Determining criteria for a significant increase in credit risk;
• Establishing the number and relative weightings of forward-looking scenarios for each type of product/ market and the associated ECL; and
• Establishing groups of similar financial assets to measure ECL.
• Estimating the probability of default and loss given default (estimates of recoverable amounts in case of default).
10.3 In terms of the settlement under Insolvency and Bankruptcy Code (IBC) proceedings/ One Time Settlement (OTS)/ Restructuring, the Company has written off loans amounting to '500.02 crores (Previous year '551.08 crores). The details of write-offs are as below:
(i) During the current year
(a) Pursuant to Restructuring Agreement executed on 21st December 2023 in respect of Dans Energy Private Limited under RBI Circular "Prudential Framework for Resolution of Stressed Assets" dated 07-06-2019, the company has received entire outstanding of '366.88 crores after appropriating the recoveries of '415.99 crores (Term Loan of '415.99 crores and Optionally convertible debentures Nil) with corresponding reversal of ECL of '40.17 crores.
(b) Pursuant to the Resolution Plan approved under IBC proceedings executed on 10th August 2023 in respect of Meenakshi Energy Private Limited, the company has written off an amount of '499.61 crore after appropriating recoveries of '211.23 crores (Cash of '50.90 crore and Non-Convertible Debentures (NCD) of '160.33 crore) with corresponding reversal of ECL of '488.42 crores.
(c) Pursuant to the One Time Settlement executed on 20th November 2023 in respect of Classic Global Limited, the company has written off an amount of '0.41 crores after appropriating cash recoveries of '2.50 crores with corresponding reversal of ECL of '2.91 crores.
(ii) During the previous year
(a) Pursuant to the Resolution Plan approved under IBC proceedings executed on 5th September 2022 in respect of Jhabua Power Limited, the Company has written off an amount of '10.41 crores after appropriating recoveries of '310.63 crores (Cash'77.41 crore, Non-Convertible Debentures of '51.48 crore and Equity of '181.74 crore) with corresponding reversal of ECL of '197.09 crores.
(b) Pursuant to the Resolution Plan approved under IBC proceedings executed on 16th September 2022 in respect of South East U.P. Power Transmission Company Limited, the company has recovered the entire outstanding loan of '922.09 crores and '132.91 crores overdue interest after appropriating cash recoveries of '1,055.00 crores with corresponding reversal of ECL of '461.05 crores.
(c) Pursuant to the Resolution Plan approved under IBC proceedings executed on 27th December 2022 in respect of Ind Barath Energy (Utkal) Limited, the Company has written off an amount of '536.16 crores after appropriating equity & cash recoveries totalling to '240.84 crores with corresponding reversal of ECL of '624.01 crores.
(d) Pursuant to the One Time Settlement executed on 2nd December 2022 in respect of ATN International Limited, the Company has written off an amount of '3.45 crores after appropriating total recoveries of '6.00 crores (of which '4.15 crores received in FY 2023-24) with corresponding reversal of ECL of '9.45 crores.
(e) Pursuant to the One Time Settlement executed on 2nd December 2022 in respect of Silicon Valley infotech Limited, the Company has written off an amount of '1.06 crore after appropriating total recoveries of '1.85 crores (of which '1.35 crores to be received in FY 2023-24) with corresponding reversal of ECL of '2.91 crores.
10.4 The Company obtains balance confirmation from the borrowers for the balances standing as on the Balance Sheet date. The summary of the balance confirmations received from the borrowers is as under:
11.3 In terms of the settlement under Insolvency and Bankruptcy Code (IBC) proceedings/ One Time Settlement (OTS)/ Restructuring , the Company has received the following Investments:
(i) During the current year:
(a) Pursuant to Restructuring Agreement in respect of Dans Energy Private Limited , the company has been alloted 2,13,75,000 no. of 0.01% Optionally-Convertible Debentures (OCDs) having face value of '100/- each.
(b) Pursuant to the Resolution Plan approved under IBC proceedings in respect of Meenakshi Energy Private Limited, the company has been alloted 2,50,95,356 no. of 0% Non-Convertible Debentures (NCDs) having face value of '100/- each.
(ii) During the previous year:
(a) Pursuant to the Resolution Plan approved under IBC proceedings in respect of Jhabua Power Limited, the company has been allotted 2,78,85,211 no. of equity shares having face value of '10/- each and 51,48,038 no. of 8.50% Non-Convertible Debentures having face value of '100/- each.
(b) Pursuant to the Resolution Plan approved under IBC proceedings in respect of Ind Barath Energy (Utkal) Limited, the company has been allotted 127 no. of equity shares having face value of '10/- each.
Refer note 10.3 for further details.
11.4 The Company has elected an irrevocable option to designate some of the equity instruments at FVOCI (Fair Value through Other Comprehensive Income). The Company's operation comprise of only one business segment i.e. providing financial assistance to power, logistic and infrastructure sector. Thus, in order to isolate Standalone Statement of Profit and Loss from price fluctuations of these instruments, management believes that this provides a more meaningful presentation, rather than classifying them at FVTPL (Fair Value through Profit & Loss).
During the FY 23-24, the Company has sold 58,82,025 equity shares of NHPC Limited (previous year 24,91,604 numbers) and entire 3,47,429 no. of equity shares of HUDCO Limited (previous year Nil) considering the market scenerio for a consideration of '60.94 crores (previous year '10.13 crores) and '6.45 crores (previous year Nil) respectively through stock exchange. The shares have thus been derecognised and the cumulative gain (net of tax) on such sale has been transferred from other comprehensive income to retained earnings.
11.5 The Board of Directors of the Company have approved Incorporation of a Wholly-Owned Subsidiary (WOS) for dealing in permissible activities as a Finance Company in International Financial Service Centre (IFSC), Gujarat International Finance Tec-City ("GIFT"), Gandhinagar, Gujarat, subject to receipt of approval from the Reserve Bank of India (RBI). The Finance Company will be deemed as a non-resident entity under extant FEMA regulations and will be goverened by unified regulator i.e International Financial Services Centres Authority (IFSCA). The Company has made an application to the Reserve Bank of India on February 8, 2024 seeking "NoObjection Certificate" (NOC) to set up such entity.
12. Other financial assets
The Company has categorised all the components under 'Other Financial Assets' at Amortised Cost in accordance with the requirements of Ind AS 109.
20.3 Term Loans from banks/ financial institutions/ Govt. as mentioned in Note No. 20.1 (i), (ii) and (iv) have been raised at interest rates ranging from 7.50% to 8.29% (previous year 5.38% to 8.29%) payable on monthly/quarterly/semi annual rests.
20.4 Foreign Currency Borrowings in Note No. 20.1(iii) have been raised at variable interest rates ranging from a spread of 13 bps to 210 bps (previous year 13 bps to 210) bps over external benchmarks including Overnight SOFR (Secured Overnight Financing Rate), 3/6 Months' Term SOFR, SORA (Singapore Overnight Rate Average), TONAR (Tokyo Overnight Average Rate), 3/6 Months' EURIBOR (Euro Inter Bank Offered Rate) and Credit Adjustment Spread (CAS) as applicable on transition of loans to new benchmark rates, except for the cases where rate has been mentioned.
20.5 The Company has not borrowed any funds from the banks or financial institutions on the basis of security of current assets.
20.6 Security Details of Secured Debt Securities and Borrowings
For all the secured bonds issued by the Company and outstanding as at balance sheet date, 100% security cover has been maintained by way of mortgage on certain immovable properties and/or charge on the receivables of the Company.
The Bond Series 123-IIIB of Institutional Bonds are secured by way of first pari passu charge on the specified immovable property and the loan assets of the Issuer which are charged to other lender / trustee and as may be agreed between the Issuer and the Trustee, pursuant to the terms of the Bond Trust Deed with a minimum security cover of one time of the aggregate face value of amount of bonds outstanding at all times and amount of interest due thereon in favor of IDBI Trusteeship Services Ltd.
Tax Free Bonds issued during FY 2011-12 are secured by first pari passu charge on premises at Shop No. 12, Ground Floor, Block No. 35, Church Road, Mylapore, Chennai and hypothecation of select loan assets of MSEDCL in favour of Vistra ITCL (India) Ltd. (formerly known as IL&FS Trust Company Ltd.).
Tax Free Bonds issued during FY 2013-14 are secured by first pari passu charge on the loan assets (other than those that are exclusively charged/earmarked to lenders / other Trustees) of the Company in favour of SBICap Trustee Company Ltd.
The Bond Series XIII of 54EC Capital Gain Tax Exemption Bonds and Tax Free Bonds issued during FY 2012-13 & 2015-16 are secured by first pari passu charge on (a) mortgage of premises at Sub Plot No. 8, TPS No 2, FP No. 584P, situated at Village Subhanpura, Distt Vadodara and (b) hypothecation of loan assets (other than those that are exclusively charged/ earmarked to lenders / other Trustees) in favour of SBICap Trustee Company Ltd.
The Bond Series XIII, XIV, XV, XVI and XVII of 54EC Capital Gain Tax Exemption Bonds are secured by first pari passu charge on hypothecation of loan assets (other than those that are exclusively charged/ earmarked to lenders / other Trustees) in favour of SBICap Trustee Company Ltd.
Refer Note No. 10 and 15.2 for the carrying value of receivables and Property, Plant and Equipment (PPE) pledged as security.
20.7 No charges or satisfaction are yet to be registered with Registrar of Companies (ROC) beyond the respective statutory date.
21. Subordinated Liabilities
The Company has categorised all subordinated liabilities at amortised cost in accordance with the requirements of Ind AS 109.
22.1 Unpaid dividends, unpaid principal and interest on bonds include the amounts which have either not been claimed by the investors or are on hold pending formalities pursuant to investors' claims etc. The amount due to be transferred to Investor Education and Protection Fund (IEPF) as at 31st March 2024 is '0.58 crores ('2.68 crores as at 31st March 2023) which has been transferred within the prescribed time limit.
Further, Unpaid Dividend also includes an amount of '1,184.95 crores (previous year Nil) pertaining to Interim Dividend declared by the company in March 2024 for which balance has been transfered in earmarked bank account but yet to be paid to the shareholders.
22.2 Subsidy Under Accelerated Generation & Supply Programme (AG&SP):
The Company is maintaining an Interest Subsidy Fund Account and was given AG&SP subsidy (for disbursement to the eligible borrowers) by Government of India at net present value calculated at indicative rates and year in accordance with GOI's letter vide D.O.No. 32024/17/97-PFC dated 23.09.1997 and O.M.No.32024/23/2001-PFC dated 07.03.2003 irrespective of the actual repayment schedule, moratorium year and duration of repayment of the eligible schemes. The impact of difference between the indicative rate and year considered at the time of drawl and the actual can be ascertained only after the end of the respective schemes.
22.3 Government of India has appointed REC Ltd. as a nodal agency for implementation of Deen Dayal Upadhyaya Gram Jyoti Yojna (DDUGJY), Pradhan Mantri Sahaj Bijli Har Ghar Yojana (Saubhagya) and Revamped Distribution Sector Scheme (RDSS). The funds received for disbursement to various agencies under the schemes are kept in a respective separate bank accounts. The undisbursed funds for the schemes (including the funds received under erstwhile RGGVY Scheme) including interest earned thereto are classified under "Undisbursed Funds to be disbursed as Subsidy/ Grant" under the head "Other Financial Liabilities.
26.2 Allotment of Bonus Shares during the year and during preceding five years
During current year, no bonus shares were issued by the Company. During previous year, the Company has issued 65,83,06,000 equity shares of '10 each as fully paid-up bonus shares in the ratio of 1 (One) equity share for every 3 (Three) equity share outstanding on the record date i.e. 18th August 2022 by capitalising '658.30 crores out of the sum standing to the credit of 'Securities Premium Account' Except this, no Bonus Shares were issued during the preceding five years.
26.3 The Company has neither issued any equity shares pursuant to contract without payment being received in cash nor has there been any buy-back of shares in the current year and five years immediately preceding the balance sheet date.
26.4 Rights, Preferences and Restrictions attached to Equity shares
The holders of the equity shares of the Company are entitled to receive dividends as and when declared by the Company and enjoy proportionate voting rights in case any resolution is put to vote. Further, the shareholders have all such rights, as may be available to a shareholder of a listed public company, under the Companies Act, 2013 and rules made thereunder, Companies Act, 1956 (to the extent applicable), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Memorandum of Association and Articles of Association of the Company.
27.3 Company had issued Perpetual Debt Instruments of face value of '10 lakhs each, with no maturity and callable only at the option of the Company after 10 years. The claims of the holders of the securities shall be (a) Superior to the claims of the holders of the equity shares issued by the Issuer; and (b) Subordinated to the claims of all other creditors of the Issuer. The instruments carry a step up provision if not called after 10 years.The payment of Coupons may be cancelled or suspended at the discretion of the Company. The coupon of the securities is not cumulative except where the Issuer shall not be liable to pay coupon and may defer the payment of coupon, if (i) The capital to risk assets ratio ("CRAR") of the Issuer is below the minimum regulatory requirement prescribed by RBI; or (ii) the impact of such payment results in CRAR of the Issuer falling below or remaining below the minimum regulatory requirement prescribed by RBI. As these securities are perpetual in nature and the Company does not have any redemption obligation and discretion on payment of coupon, these have been classified as equity. Further, the periodic coupon payments are accordingly adjusted with retained earnings.
48.2 Deen Dayal Upadhyaya Gram Jyoti Yojana (DDUGJY)
Deendayal Upadhyaya Gram Jyoti Yojana (DDUGJY), the flagship scheme of Government of India covering all aspects of rural power distribution was launched in November 2014. Under the scheme 60% of the project cost (85% for special States) is provided as grant by Government of India and additional grant up to 15% (5% for special States) on achievement of prescribed milestones. DDUGJY facilitates towards achievement of '24x7 Power for All' in the country through the following project components:
(i) Separation of agriculture and non-agriculture feeders facilitating adequate power supply to agriculture & continuous power supply to non-agricultural consumers in the rural areas;
(ii) Strengthening and augmentation of sub-transmission & distribution infrastructure in rural areas, including metering of distribution transformers/ feeders/ consumers;
(iii) Micro-grid and Off-grid distribution network;
(iv) Rural Electrification component under the RGGVY 12th and 13th plans, subsumed to DDUGJY.
The scheme had estimated outlay of ' 75,893 crore including budgetary support of '63,027 crore from Government of India during the entire implementation period. Additional Infra under DDUGJY was sanctioned with a total outlay of '7,069 crore including budgetary support of '5,302 crore. The scheme has been successfully completed and closed in its sunset year FY 2021-22 i.e. 31.03.2022.
48.3 National Electricity Fund (NEF)
The National Electricity Fund (NEF), an interest subsidy scheme, has become operational since FY 2012-13. The scheme has been introduced by the Government of India to promote capital investment in the distribution sector. The scheme provides interest subsidy linked with reform measures, on the loans taken by public and private distribution power utilities for various capital works in the Distribution sector. NEF would provide interest subsidy aggregating up to '8,466 crore (including interest subsidy to the borrowers, Service Charges to the Nodal Agency, payments to Independent Evaluators and other incidental expenses) spread over 14 years for loan disbursement against projects approved during 2012-13 and 2013-14. REC has been nominated as the Nodal Agency for operationalization of NEF scheme across the country.
48.4 Revamped Distribution Sector Scheme (RDSS)
Government of India has approved the Revamped Distribution Sector Scheme (RDSS) to help DISCOMs improve their operational efficiencies and financial sustainability by providing result-linked financial assistance to them so as to strengthen supply infrastructure based on meeting pre-qualifying criteria and achieving basic minimum benchmarks. The scheme has an outlay of '3,03,758 crore over 5 years i.e. FY 2021-22 to FY 2025-26 including an estimated Government Budgetary Support (GBS) of '97,631 crore.
The main objective of the scheme includes :
(i) Reduction of AT&C losses to pan-India levels of 12-15% by the FY 2024-25.
(ii) Reduction of ACS-ARR gap to zero by the FY 2024-25.
iii) Improvement in the quality, reliability and affordability of power supply to consumers through a financially sustainable and operationally efficient distribution sector.
Components of the scheme are :
Part A - Financial support for Prepaid Smart Metering & System Metering and up-gradation of the Distribution Infrastructure.
Part B - Training & Capacity Building and other Enabling & Supporting Activities.
48.5 Rooftop Solar Program (RTS)
PM-Surya Ghar: Muft Bijli Yojana was launched by Government of India on 13.02.2024 for installation of Rooftop Solar (RTS) in one crore households with the financial outlay of '75,021 crore and the phase-II of RTS will be subsumed under this scheme. The phase-II of Grid connected RTS programme is being implemented under Ministry of New and Renewable Energy (MNRE) for achieving cumulative capacity of 40GW from RTS projects by 2026.
48.6 J&K Prime Minister's Development Plan (PMDP)
Government of Jammu & Kashmir, Power Development Department has appointed RECPDCL as a Project Implementing Agency (PIA) for design, engineering, procurement, supply, erection, testing and commsioning of all the material and services works to be taken-up for execution of transmission projects under PMDP in J&K state and Ladakh on nomination basis, as per actual cost to be discovered through competitive biddings.
48.7 11 kV Feeder Monitoring Scheme
Ministry of Power has appointed RECPDCL to implement 11 kV Feeder Monitoring Scheme. The scheme is to develop a Selfsustained independent web based system for automated 11 kV Rural Feeder Monitoring System through Data Logging of various essential parameters of all the Outgoing 11kV rural feeders from 66, 33/11 kV sub stations and make the information available online for various stake holders including public portal, on real time basis for power supply monitoring, alerts, meter data analysis, information dissemination and energy audit.
49. Capital management
The Company manages its capital to ensure that it will continue as going concern while maximizing the return to stakeholders. The capital structure of the Company consists of the equity and the long-term borrowings made by the Company.
Management assesses the Company's capital requirements in order to maintain an efficient overall financing structure while avoiding excessive leverage. The Company manages the capital structure and raises funds through the suitable instruments, in light of the dynamic business environment and liquidity position within the sector. Further, with regard to capital restructuring, the Company is also guided, inter alia, by guidelines on "Capital Restructuring of Central Public Sector Enterprises" issued by Department of Investment and Public Asset Management (DIPAM), Ministry of Finance, Department of Public Enterprises in respect of issue of bonus shares, dividend distribution, buy back of equity shares etc. The Company has complied with all externally imposed capital requirements.
Dividend Distribution Policy
BoD monitors the dividend pay-out to the shareholders of the Company. Dividend distribution policy of the Company focuses on various factors including but not limited to the present & future capital requirements, profits earned during the financial year, Capital to Risk-weighted Assets Ratio (CRAR), cost of raising funds from alternate sources, cash flow position and applicable taxes if any and net worth of the Company, subject to the applicable circulars/ guidelines issued by RBI, DIPAM etc. as applicable from time to time.
As per the extant guidelines issued by DIPAM, Government of India, Company is required to pay a minimum annual dividend of 30% of PAT or 5% of the net-worth, whichever is higher. Though the Company endeavors to declare the dividend as per these guidelines, the Company may propose lower dividend after analysis of various financial parameters, cash flow position and funds required for future growth.
Other Policies
The Company has also adopted various policies for the management of the Company which inter-alia include Comprehensive Risk Management Policy, Whistle Blower Policy, Code of Conduct for Regulating, Monitoring & Reporting of Trading by Designated Persons & their Immediate Relatives and for Fair Disclosure, Policy for prevention of Fraud, The Code of Business Conduct and Ethics for Board Members and Senior Management, Fair Practices Code, Internal Guidelines on Corporate Governance, Policy on 'fit & proper' criteria of Directors etc.
50. Capital to Risk-weighted Assets Ratio
The Company is complying with the Capital Adequacy requirements as per the master directions/ circulars/ guidelines prescribed by the RBI, amended from time to time. Being an NBFC and Infrastructure Finance Company (NBFC-IFC), REC is required to maintain a Capital Adequacy Ratio or Capital to Risk Weighted Assets Ratio (CRAR) of 15% (with a minimum Tier I Capital of 10%), computed by dividing company's Tier-I and Tier-II capital by Risk Weighted Assets.
51. Financial Risk Management
The Company's board of directors has overall responsibility for the establishment and oversight of the Company risk management framework. The Company has formulated a comprehensive Risk Management Policy, which covers, inter-alia, Credit Risk, Operational Risk and Market Risk of the organization. The Company's risk management policies are guided by well-defined systems & processes appropriate for various risk categories, independent risk oversight and periodic monitoring. A Board Level Risk Management Committee (RMC) has also been constituted under the chairmanship of CMD, whose main function is to identify and monitor various risks of the organization and to suggest actions for mitigation of the same.
This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and the related impact in the financial statements.
In order to avoid excessive concentrations of risk, the Company's policies and procedures include specific guidelines to focus on maintaining a diversified portfolio. Identified concentrations of credit risks are controlled and managed accordingly.
For managing these risks, the Company has put in place an integrated enterprise-wide risk management mechanism to ensure that these risks are monitored carefully and managed efficiently. Pursuant to RBI notification DNBR (PD) CC.NO/.099/03.10.001/2018-19, to augment risk management practices in the Company, the Board has also appointed a Chief Risk Officer (CRO) who is involved in the process of identification, measurement and mitigation of risks. The risk management approach i.e. Company's objectives, policies and processes for measuring and managing each of above risk is set out in the subsequent paragraphs.
RBI vide its Master Direction on Information Technology Governance, Risk, Controls and Assurance Practice has mandated the appointment of Chief Information Security Officer (CISO) vide its direction RBI/2023-24/107 DoS.CO.CSITEG/ SEC.7/31.01.015/2023-24 dated November 07, 2023. Accordingly the Company has appointed the CISO w.e.f 16.01.2024 in compliance of the RBI Guidlines.
51.1 Credit Risk
Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Company. The Company's exposure to credit risk is influenced mainly by cash and cash equivalents, bank balances (other than cash and cash equivalents), investments, loan assets, trade receivables and other financial assets measured at amortised cost. The Company continuously monitors defaults of customers and other counterparties and incorporates this information into its credit risk controls.
Cash and Cash Equivalents and Bank Balances
Credit risk related to cash and cash equivalents and bank deposits is managed by parking funds in investment grade rated instruments and highly rated banks and also diversifying the deposit base by investing in different instruments/ banks across the country.
Loans
Credit risk related to borrowers are mitigated through adequate security arrangements for the loans by way of hypothecation of future project loan assets, receivables, inventories or any other assets, Government Guarantees, Corporate guarantees etc. and additionally Collaterals wherever required. The Company closely monitors the credit-worthiness of the promoters through well-defined entity appraisal guidelines that are configured from systematic institutional and project appraisal process analysis to assess the credit risk and define credit limits of borrower, thereby, limiting the credit risk to pre-calculated amounts. These processes include a detailed appraisal methodology, identification of risks and suitable structuring and credit risk mitigation measures in form of pre-disbursement conditions.
Trade Receivables
Credit risk related to Trade Receivables is mitigated by assessing the credit worthiness of debtors and is managed by monitoring the recoverability of such amounts continuously.
Investment in G-Sec, State Development loans and Debt Securities
Credit risk related to investment in High Quality Liquid Assets (HQLAs) is managed by investment in Government Securities, State Development Loans and PSU Bonds with sound financial health and also diversifying the investment portfolio in different maturity/ sector and monitoring the financial health on regular basis.
Investment in Securities issued by Borrower entities at the time of Loan Settlement/ Resolution
REC received various securities issued by borrower entities as a part of the settlement/ resolution plan duly approved by the Company or the Consortium of Lenders, as applicable and in case of resolutions under Insolvency & Bankruptcy Code 2016, approved by Committee of Creditors and National Company Law Tribunal (NCLT) of the competent jurisdiction. Credit risk related to these securities is managed by monitoring the recoverability of such amounts continuously.
Other Financial Assets
Other financial assets measured at amortized cost includes loans and advances to employees and subsidiary, security deposits and other amounts recoverable, including from Government of India. Credit risk related to these other financial assets is managed by monitoring the recoverability of such amounts continuously.
51.1.2 Expected Credit Losses (ECL) for financial assets other than loans and trade receivables
Company provides for expected credit losses on financial assets other than loans and trade receivables by assessing individual
financial instruments for expectation of any credit losses:
- For cash and cash equivalents and bank balances (other than cash and cash equivalents)
- Since the Company deals with only high-rated banks and financial institutions for banking operations and the liquid funds category in the debt funds with consistent track record for short term investment of surplus funds, credit risk in respect of cash and cash equivalents, other bank balances and bank deposits is evaluated as very low.
- For Investment in G-Sec, State Development loans and Debt Securities
- Considering that the investments are in debt securities including Governemnet Securities/ minimum investment grade rated Government/ Private Companies, credit risk is considered low.
- For Investment in Securities issued by Borrower entities at the time of Loan Settlement/ Resolution
- Credit risk is evaluated on the basis of recoverability of such securities. Wherever medium or high risk evaluated on such investments, suitable ECL allowance is provided.
- For other financial assets
- Credit risk is evaluated based on Company's knowledge of the credit worthiness of those parties and loss allowance is measured for 12 month expected credit losses upon initial recognition and provide for lifetime expected credit losses upon significant increase in credit risk.
51.1.3 Expected Credit Loss for loans
For risk management reporting purposes, the Company considers and consolidates following elements of credit risk:
Credit default risk: The risk of loss arising from a debtor being unlikely to pay its loan obligations in full or the debtor is more than 90 days past due on any material credit obligation; default risk may impact all credit-sensitive transactions, including loans and securities.
Concentration risk: The risk associated with any single exposure or group of exposures with the potential to produce large enough losses to threaten Company's core operations.
(A) Credit Risk Management
The credit risk is managed at different levels including at appraisal, disbursements and post disbursement monitoring. The Company has "Integrated Rating Guidelines" and "Comprehensive Risk Management Policy". To mitigate credit risk, the company follows systematic institutional and project appraisal process to assess the credit risk. These processes include a detailed appraisal methodology, identification of risks and suitable structuring and credit risk mitigation measures. Further, on periodic basis, the loan assets are reviewed and categorized as High/Moderate/Low based on ECL methodology. The process for Credit Risk Management are as under:
(i) The Company has "Integrated Rating Guidelines" covering credit assessment, risk grading, collateral requirements, reporting, monitoring of end utilisation of funds etc. Further, independent Lender legal counsels are appointed to ensure effective documentation and mitigation of legal risk.
(ii) For all existing private sector projects, where the Company is Lead Financial Institution, the Company engages Lender's Independent Engineers (LIE), Lender's Financial Advisors (LFA) and Lender's Insurance Advisors (LIA), which are independent agencies who act on behalf of various lenders and consortium members. LIE conducts periodic site visits and submits reports on progress status of the project, after discussion with borrower and inspection/ review of relevant documents. LFA submit the statements of fund flow and utilization of funds in the project periodically. In cases where the Company is not the lead Financial Institution, the tasks related to LIE and LFA services are being coordinated with the lead lender.
The Company also endeavors to appoint a separate Project Management Agency (PMA) for new projects being financed, which subsumes the entire works of LIE /Project Management Consultant (PMC), LFA and LIA for better coordination among the agencies. PMA is stationed at project site to closely monitor various day to day project execution activities including monitoring of project progress, review of EPC/non-EPC contracts & invoices, fund utilization and insurance for the project. PMA also verifies the bills of original equipment manufacturer/ supplier, composite works contractor and give its recommendation for disbursement. Initial due diligence is also be performed by PMA taking the sanctity of technical and financial parameters including original project cost & COD.
Concurrent Auditors/Agencies for Specialized monitoring/Cash Flow monitoring agencies are being appointed by REC/Lenders on case to case basis for effective monitoring of Trust & Retention Account (TRA) for stressed projects.
(iii) The Company has an authorisation structure for the approval and renewal of credit facilities. Authorisation limits have been established commensurating with the size of business proposal at CMD/Executive Committee/Loan Committee/ Board of Directors based on the recommendation of Screening Committee, as appropriate.
(iv) The Company has developed risk grading structure to categorise its exposures according to the degree of risk of default by charging appropriate interest rates and security package.
(v) Regular reports on the credit quality of loan portfolios are provided to Risk Management Committee and Board, which may require appropriate corrective action to be taken.
(vi) External agencies are appointed from time to time to review the guidelines, policy and existing practices being followed by business units along with providing the specialist skills to promote best practice throughout the Company for management of credit risk.
(vii) Individual and Group Credit Exposures are assessed against designated limits, before facilities are committed to borrowers by the business unit concerned. Sanction of additional facilities are also subject to the same review process.
(viii) The Company continuously monitors delays and/ or default of borrowers & other counterparties and their recoverability. On occurrence of default in the borrower's account, the Company initiates necessary steps to cure the default which may involve action(s) including, but not limited to, Special Mention Account (SMA) reporting to RBI, credit information reporting to Central Repository of Information on Large Credits (CRILC), etc., monitoring of the TRA account, conversion of loan into equity as per loan agreement, restructuring of loan account, formulating resolution plan with the borrower, change in ownership, Corporate Insolvency Resolution Process (CIRP), sale of the exposures to other entities/ investors and other recovery mechanisms including invocation of guarantees/ securities to recover the dues.
(B) Credit risk Measurement
The impairment loss allowance on loan assets is provided as per Ind AS 109 in accordance with a board-approved policy, which measures the credit risk on the basis of key financial and operational parameters to assess improvement/ deterioration in credit quality. Management overlays to the model output, if any, are duly documented and approved by the Audit Committee. The evaluation of Expected Credit Loss (ECL) is undertaken by an independent agency, ICRA Analytics Limited (formerly ICRA Online Limited).
The Company has an internal system of grading for State Governments, Public Sector Undertakings and State Power Utilities. However, for State Distribution Companies (DISCOMs), the Company adopts the ratings by the Ministry of Power as and when they are updated. These ratings are mapped with external rating grades published by various credit rating agencies as part of rating transition matrix. For private borrowers, the Company uses the external rating as published by various credit rating agencies, or proxy risk score in case such rating is not available. The proxy risk score model considers following parameters :
Quantitative factors
Debt/ EBITDA (30% weightage) Interest Coverage (25% weightage)
Return on Capital Employed (15% weightage) Gearing (Debt/Equity) (3°% weightage)
Qualitative Factors
Quarter wise Operational Parameters like PPA, PLF, ACS - ARR Gap, and LAF Actual Default dates Status of the Project
(C) Measurement of Expected Credit Loss (ECL)
Ind AS 109 outlines a "three stage" model for impairment based on changes in credit quality since initial recognition as summarised below:
- A financial instrument that is not credit impaired on initial recognition and whose credit risk has not increased significantly since initial recognition is classified as "Stage 1".
- If a significant increase in credit risk since initial recognition is identified, the financial instrument is moved to "Stage 2" but is not yet deemed to be credit impaired.
- If a financial instrument is credit impaired, it is moved to "Stage 3".
- Financial instrument in Stage 1 have their ECL measured at an amount equal to expected credit loss that results from default events possible within the next 12 months. Instruments in Stage 2 or Stage 3 criteria have their ECL measured on lifetime basis.
(D) Significant Increase in Credit Risk (SICR)
The Company considers a financial instrument to have experienced a significant increase in credit risk when on any financial instrument if the payment is more than 30 days past due on its contractual payments.
(E) Definition of default and credit-impaired assets
The Company defines a financial instrument as in default, which is fully aligned with the definition of credit-impaired, when the loan account is more than 90 days past due on its contractual payments or or any such period allowed by the company in line with circular issued by the Reserve Bank of India.
(F) Measuring ECL - explanation of inputs, assumptions and estimation techniques
Expected credit losses are the product of the probability of default (PD), exposure at default (EAD) and loss given default (LGD), defined as follows:
- PD represents the likelihood of the borrower defaulting on its obligation either over next 12 months or over the remaining lifetime of the instrument.
- EAD represents the amounts, including the principal outstanding, interest accrued and outstanding Letters of Comfort (LoC) that the Company expects to be owed at the time of default.
- LGD represents the Company's expectation of loss given that a default occurs. LGD is expressed in percentage and it shows the proportion of the amount that will actually be lost post recoveries in case of a default.
Determination of Probability of Default (PD)
The Company has analysed the available average annual rating transition matrices published by Credit Rating Agencies to arrive at annual transition matrix based PD. This annual transition matrix PD was extrapolated to arrive at the lifetime probability of default of various rating grades by loan tenure / maturity profile i.e. lifetime PD. However, for State Distribution Companies (DISCOMs), the Company adopts the ratings by the Ministry of Power as and when they are updated.
Loss Given Default (LGD) computation model
Based on the historical trend, research and industry benchmarking the Company has constructed a LGD model. Factors reviewed in the LGD model include Project cost per unit, PPA status, FSA status etc. Based on internal research the company has benchmarked these factors for Thermal, Renewable in Private Sector. In case of Private sector borrowers, the realizable value of the assets were arrived using suitable assumptions, including valuation reports carried out by the company, outcome of the resolution process etc., to arrive at LGD. For State Government and Public sector projects, the Company has factored in the state support and assumed that the State/Central governments would step in to repay debt obligations of the state utilities as witnessed in the past.
(G) Key assumptions used in measurement of ECL
(i) The Company considers the date of initial recognition as the base date from which significant increase in credit risk is determined.
(ii) EAD represents the amounts, including the principal outstanding, interest accrued and outstanding Letters of Comfort that the Company expects to be owed at the time of default.
(I) Collateral and other credit enhancements
The Company employs a range of policies and practices to mitigate credit risk. The most common of these is accepting collateral for funds disbursed. The Company has internal policies on the acceptability of specific classes of collateral or credit risk mitigation. The principal collateral types for loans and advances are:
- Mortgage of Immovable properties
- Hypothecation of Moveable property
- Assignment of project contract documents
- Pledge of instruments through which promoters' contribution is infused in the project
- Pledge of Promoter Shareholding
- Corporate and personal Guarantee of Promoters
(J) Loss allowance
The loss allowance recognized in the period is impacted by a variety of factors, as described below:
- Transfers between Stage 1 and Stages 2 or 3 due to financial instruments experiencing significant increases (or decreases) of credit risk or becoming credit-impaired in the period, and the consequent "step up" (or "step down") between 12-month and Lifetime ECL
- Additional allowances for new financial instruments recognised during the period, as well as releases for financial instruments de-recognised in the period
- Impact on the measurement of ECL due to changes in PDs, EADs and LGDs in the period, arising from regular refreshing of inputs to models
- Financial assets derecognised during the period and write-offs of allowances related to assets that were written off during the period
(P) Write off policy
The Company writes off financial assets, in whole or in part, as directed by the order of the Judicial Authority or when it has exhausted all practical recovery efforts and has concluded there is no reasonable expectation of recovery. Indicators that there is no reasonable expectation of recovery include ceasure of enforcement activity or where the Company's recovery method is foreclosing on collateral and the value of collateral is such that there is no reasonable expectation of recovery in full.
(Q) Business Model Policy
The Company determines its business model at the level that best reflects how it manages groups of financial assets to achieve its business objective. The Company's business model is not assessed on an instrument-by-instrument basis, but at a higher level of aggregated portfolios.
The Company is in the business of lending loans across power sector value chain and such loans are managed to realize the cash flows by collecting contractual payments (including principal and interest) over the tenure of the loan. Further, investments in the nature of debt investments and other financial assets may also be held by the Company to collect the contractual payments as per the agreed terms.
The Company's business model therefore is "hold to collect" for Loans, certain Financial Investments and Other Financial Assets. Such financial assets are measured at amortised cost if the contractual terms gives rise to cash flows that are solely payments of principal and interest on the amount outstanding.
(R) Policy for sales out of amortised cost business
The Company does not resort to the sale of financial assets, including loan assets, in ordinary course of business.
However, the company may proceed for realization of amount due in respect of credit-impaired assets, as per the regulatory framework in India. As a result, the credit impaired loan may be either restructured/renegotiated or settled as part of IBC proceedings or otherwise and is assessed for derecognition as per the requirements of Ind AS 109 - Financial Instruments.
(S) There are no Accounts with overdues beyond 90 days but not treated as credit impaired (previous year Nil)
(T) There are no reportable cases of loans transferred/ acquired during the FY 2023-24 (previous year Nil) under Master Direction -Reserve Bank of India (Transfer of Loan Exposures) Directions, 2021 dated 24th September 2021.
(v) Liquidity Coverage Ratio (LCR)
RBI, vide its Liquidity Framework dated 04 Nov, 2019 has stipulated maintaining of Liquidity Coverage Ratio (LCR) by Non-Deposit taking NBFCs with asset size of more than ' 10,000 Crores w.e.f. 01 Dec, 2020. These guidelines of RBI aims to ensure that Company has an adequate stock of unencumbered High-Quality Liquid Assets (HQLA) that can be converted into cash easily and immediately to meet its liquidity needs for a 30 calendar day time horizon under a significantly severe liquidity stress scenario.
The LCR is represented by:
The Stock of High-Quality Liquid Assets Total Net Cash Outflows over the next 30 calendar days
where,
(i) Total net cash outflows is defined as the total expected cash outflows minus total expected cash inflows for the next 30 calendar days, where the cash flows are assigned a predefined stress percentage, as prescribed by RBI.
(ii) High Quality Liquid Assets (HQLA) means liquid assets that can be readily sold or immediately converted into cash at little or no loss of value or used as collateral to obtain funds in a range of stress scenarios.
The LCR requirement is binding on NBFCs from December 1,2020 with the minimum HQLAs to be held being 50% of the LCR, progressively reaching up to the required level of 100% by December 1,2024.
At Present, HQLA investments are held in INR in the form of Government Securities(G-Sec)/ State Development Loans (SDLs) Securities and majorily AAA/AA Corporate Bonds. Management is of the view that Company has sufficient liquidity cover to meet its likely future short-term requirements.
Composition of HQLA:
Out of the Stock of HQLA, the Government Securities is the highest proportion of HQLA followed by AAA/AA Corporate bonds and auto swap balances. The position of HQLA holding as on 31st March 2024 is as follows:
(i) Exposure directly affected by the Interest Rate Benchmark Reform (IBOR)
While some of the floating rate borrowings of the Company are already under the new benchmarks, some of the borrowings were linked with the LIBOR benchmark rates i.e. 3M USD LIBOR and 6M USD LIBOR which have ceased to be published during the current financial year. The total amount of exposure that was directly affected by the Interest Rate Benchmark Reform (IBOR) as on March 31, 2023 was '28,159.29 crores (USD 3.425 Billion) and the nominal amount of the derivative exposure linked with such liabilities and accounted for under hedge accounting was '4,110.85 crores (USD 0.500 Billion). As on the Reporting date, there are no borrowings linked with the LIBOR benchmark rates which have ceased to be published.
(ii) Managing the process to transition to alternative benchmark rates
Pursuant to the Interest Rate Benchmark Reform, LIBOR has been replaced with alternative Risk-Free Rates (RFRs). SOFR (Secured Overnight Financing Rate) is the replacement for USD LIBOR, while TONA (Tokyo Overnight Average Rate) has replaced JPY LIBOR. ISDA (International Swaps and Derivatives Association), the globally recognized statutory body governing the global derivative deals, had come up with the ISDA 2020 IBOR Fallbacks Protocol (commonly referred to as Fallback Protocol) to move all the legacy contracts to new benchmarks. The Company had adhered to the Fallbacks Protocol under which the fallbacks for the various LIBOR benchmarks automatically became applicable to the existing derivative trades with all counterparties.
With respect to the term loans, REC has already transitioned to the new benchmark rates in discussion with the respective lenders and as on the Reporting date, there are no floating rate borrowings linked with the LIBOR benchmark rates which have ceased to be published.
(iii) Significant Assumptions for exposures affected by the Interest Rate Benchmark Reform
Ind AS 109 provides temporary exceptions to all the hedging relationships directly impacted by the Interest Rate Benchmark Reform. Accordingly, the change of benchmark rates for the underlying loans and the hedging instruments has not altered the hedge effectiveness as a result of such reform.
51.6 Hedge accounting
The Company designates certain derivatives as hedging instruments in respect of foreign currency risk and interest rate risk in cash flow hedges. For option contracts, the Company designates only the intrinsic value of option contracts as a hedged item by excluding the time value of the option. The changes in the fair value of the aligned time value of the option are recognised in Other Comprehensive Income and accumulated in the cost of hedging reserve. The time value of the options at the inception of the hedging relationship is reclassified to Profit or Loss on a straight-line basis.
Hedge ineffectiveness is determined at the inception of the hedge relationship, and through periodic prospective effectiveness assessments to ensure that an economic relationship exists between the hedged item and hedging instrument. The Company applies the following effectiveness testing strategies:
(i) For cross currency swaps and interest rate swaps that exactly match the terms of the hedged item, the economic relationship and hedge effectiveness are based on the qualitative factors using critical terms match method.
54. Exposure Related Disclosures
RBI, vide its letter dated 17th September 2010 had categorized REC as an Infrastructure Finance Company (IFC) in terms of instructions contained in RBI Circular CC No.168 dated 12th February 2010. As an IFC, the total permissible exposure for lending and investing is 30% of Tier-I capital in case of a single borrower and 50% in case of a single group of borrowers, respectively.
RBI had exempted REC from applicability of RBI's concentration of credit/investment norms till 31st March, 2022 in respect of Central/ State Government entities. During the previous year 2022-23, RBI while not allowing exemption further, advised the Company to adhere to the norms. The Company has taken necessary steps subsequently, such as realigning exposures of some of borrowers, issuing perpetual bonds etc. and as a result, the exposure w.r.t outstanding loans to its borrowers as on date is within the prescribed norms.
54.1 Exposure to Real Estate Sector
The Company has no direct or indirect exposure to real estate sector as at 31st March 2024 (As at 31st March 2023 Nil).
(D) Investment in Unquoted Equity of Universal Commodity Exchange Limited (UCX) - Level 3 - Investment in unquoted equity shares of UCX is classified as Level 3. It has been carried at Nil value by the Company due to the company specific reasons. UCX was shut down in 2014, thereby, ceasing to exist as a going concern.
E) Investment in Unquoted Equity of Energy Efficiency Services Limited (EESL) - Level 3 - Investment in unquoted equity shares of EESL is classified as Level 3. EESL ceases to be a Joint Venture (JV) with effect from September 01,2021. The fair value has been calculated on the basis of Net Asset Value (NAV) as stated in latest available Financial Statement of the investee company.
(F) Investment in Unquoted Equity of Jhabua Power Limited (JPL) and Ind Bharat Energy Utkal Limited (IBEUL)- Level 3 -Investment in unquoted equity shares of JPL and IBEUL are classified as Level 3. The company has been alloted equity shares of the borrower companies pursuant to their respective resolution plans. Their respective fair value has been calculated on the basis of Net Asset Value (NAV) as stated in latest available Financial Statement of these investee companies.
(G) Investment in Unquoted Preference Shares - Level 3 - Investment in unquoted OCCRPS of Rattan India Power Ltd. (RIPL) are classified as Level 3. The company has been alloted OCCRPS of the borrower company pursuant to One Time Settlement arrangement executed on 23rd December 2019. The fair value has been taken as Nil as future cash flows are uncertain in such instruments. Any change in expectation of future cash flow is adjusted to reflect change in fair value of the investment.
(H) Investment in Optionally Convertible Debentures of Essar Power Transmission Limited - Level 3 - Investment in unquoted Optionally Convertible Debentures (OCDs) of Essar Power Transmission Limited are classified as Level 3, which have been alloted to the Company upon implementation of restructuring plan with the borrower. The fair value has been derived by present value technique by discounting future cash flows at interest rate applicable to the borrowers. Any change in expectation of future cash flow is adjusted to reflect change in fair value of the investment.
(I) Investment in Optionally Convertible Debentures of R.K.M PowerGen Private Limited - Level 3 - Investment in unquoted Optionally Convertible Debentures (OCDs) of R.K.M PowerGen Private Limited are classified as Level 3, which have been alloted to the Company upon implementation of restructuring plan with the borrower. The fair value has been taken as Nil as such debentures are unsustainable in nature and future cash flows are uncertain. Any change in expectation of future cash flow is adjusted to reflect change in fair value of the investment.
55.2 Reconciliation of Financial Instruments measured at Fair Value through Level 3 inputs
The following table shows the reconciliation of the opening and closing amounts of Level 3 financial assets and liabilities measured at fair value:
Valuation methodologies of financial instruments not measured at fair value
Below are the methodologies and assumptions used to determine fair values for the above financial instruments which are not recorded and measured at fair value in the Company's financial statements. These fair values were calculated for disclosure purposes only. The below methodologies and assumptions relate only to the instruments in the above tables:
Financial assets and liabilities
For financial assets and financial liabilities that have a short-term maturity (less than twelve months), the carrying amounts, which are net of impairment, are a reasonable approximation of their fair value. Such instruments include: cash and cash equivalents, bank balances other than cash and cash equivalents, contract assets and contract liability without a specific maturity.
Loans and advances to customers
Fair values of loan assets are calculated using a portfolio-based approach, grouping loans as far as possible into homogenous groups based on similar characteristics. The Company then calculates and extrapolates the fair value to the entire portfolio, using discounted cash flow models that incorporate interest rate estimates considering all significant characteristics of the loans. Where such information is not available, the Company uses historical experience and other information used in its collective impairment models.
Financial assets at amortised cost
The fair values of debt securities measured at amortised cost are estimated using a discounted cash flow model based on contractual cash flows using actual or estimated yields and discounting by yields incorporating the counterparties' credit risk.
Issued debt
The fair values of the Company fixed interest-bearing debt securities, borrowings and subordinated liabilities are determined by applying discounted cash flows ('DCF') method, using discount rate that reflects the issuer's borrowing rate as at the end of the reporting period. The own non-performance risk as at 31st March 2024 was assessed to be insignificant.
Investment in Government Securities (G-SEC) and State Development Loan (SDL)
The Company has made investments in G-Sec and SDL in order to maintain sufficient High Quality Liquid Assets as per RBI guidelines. The market price of Government of India securities and state development loan is available as at reporting date and accrued interest from last coupon date to the reporting date is added to market price.
Investment in PSU Bonds
The Company has made investments in PSU Bonds in order to maintain sufficient High Quality Liquid Assets as per RBI guidelines. The company has computed fair value using market inputs i.e., Yield of G-Sec bonds for similar remaining maturity or credit rating wise spread for PSUs for remaining maturity as per industry practice.
Investments in securities issued by Borrower entities at the time of Loan Settlement/ Resolution
The fair value has been derived by present value technique by discounting future cash flows at interest rate applicable to the borrowers. Any change in expectation of future cash flow is adjusted to reflect change in fair value of the investment.
All other debt securities, borrowings and subordinated liabilities availed by the Company are variable rate facilities which are subject to changes in underlying Interest rate indices. Further, the credit spread on these facilities are subject to change with changes in Company creditworthiness. The management believes that the current rate of interest on these loans are in close approximation from market rates applicable to the Company. Therefore, the management estimates that the fair value of these borrowings are approximate to their respective carrying values.
57.5 Terms and conditions of transactions with related parties
The transactions with the related parties are being made at arm's length basis. The remuneration and the staff loans & advances to Key Managerial Personnel are in line with the service rules of the Company. The finance costs paid to the related parties are on account of their investments in the debt securities of the Company. The interest rate payable on such debt securities is uniformally applicable to all the bondholders. The Company also makes advances to its subsidiary company on account of apportionment of establishment and administrative expenses, which are recovered on quarterly basis. Even while the outstanding balances of subsidiary company at the year-end are unsecured, the Company has not recorded any impairment of receivables relating to amounts owed by related parties. This assessment is made on the basis of short-term realisation of the advances so given.
59. Disclosures for Employee Benefits as required under Ind AS 19 'Employee Benefits':
59.1 Defined Contribution Plans
A. Defined Contribution Superannuation Scheme
The Company pays fixed contribution towards superannuation scheme at pre-determined rates to NPS Trust which invests the funds in the permitted securities. The balance with the NPS Trust/ separate trust includes the monthly contributions in the members' account along with the accumulated returns. When the pension becomes payable to the member, the amount standing to the credit of the member is appropriated towards the member's accumulation and annuities, as opted for by the member is allotted.
The Group has recognised an expense of ' 19.05 crores (previous year ' 13.77 Crores) towards defined contribution plans.
59.2 Defined Benefit Plans - Post-Employment Benefits
A. Provident Fund
The Company pays fixed contribution of Provident Fund at pre-determined rates to a separate registered trust which invests the funds in permitted securities. The trust declares the rate of interest on contribution to the members based upon the returns earned on its investments during the year, subject to minimum interest rate specified by Employees' Provident Fund Organisation. Any shortfall in the specified interest rate and returns earned on investments of the trust, for payment of interest to members, is to be compensated by the Company. The Company started from the FY 2023-24, treating the contribution to the recognised provident fund trust for its employees, as a Defined Benefit Plan instead of Defined Contribution Plan being followed hitherto. As such, there is no financial impact of it on the profit of the Company. The Company's obligation towards provident fund is determined and provided for on the basis of actuarial valuation as per IND AS 19 on Employee Benefits. The details of the fair value of plan assets and obligations are as under:
59.2.1 Risk exposure
Through its defined benefit plans, the Company is exposed to a number of risks, the most significant of which are detailed below:
(i) Asset volatility
Most of the plan asset investments are in government securities, other fixed income securities with high rating grades and mutual funds. The fair value of these assets is subject to volatility due to change in interest rates and other market and macro-economic factors.
(ii) Changes in discount rate
The present value of defined benefit plan liabilities is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period. A decrease in discount rate will increase present values of defined benefit obligations, although this will be partially offset by an increase in the value of the plans' investments.
(iii) Longevity risk
The present value of the defined benefit 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.
(iv) Salary risk
The present value of the defined benefit 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.
59.3.1 Earned Leave and Half Pay Leave
REC provides for earned leave benefit and half-pay leave benefit to the credit of the employees, which accrues on half-yearly basis at 15 days and 10 days respectively. A maximum of 300 days of earned leave can be accumulated at any point of time during the service, while there is no limit for accumulation of half pay leave. In case of RECPDCL, The Employees are entitled for Leave encashment after completion of one year of service only and amount is paid in full, at the time of separation. The liability for the same is recognized on the basis of actuarial valuation basis. Total expenses amounting to '8.96 crores (Previous year '5.04 crores) have been made towards these employee benefits and debited to the Statement of Profit and Loss on the basis of actuarial valuation.
59.3.2 Other employee benefits
Expenses towards long service award and settlement allowance amounting to ' 2.15 crores (previous year ' 0.47 crores) have been debited to the Statement of Profit and Loss on the basis of actuarial valuation.
In case of RECPDCL, the Loyalty incentive to the employees is payable after completion of three years of continuous service only, except in case of separation due to death. The payment of dues to outgoing employee is released at the time of separation. Expenses amounting to Nil (Previous year Nil) have been debited to the Statement of Profit and Loss on the basis of actuarial valuation.
59.4 Employee benefits including Gratuity, PRMF, Terminal Benefits, leave encashment and other employee benefits in respect of Company's employees working in its wholly-owned subsidiary on deputation / secondment basis, are being allocated based on a fixed percentage of employee cost.
60 Status of Documentation Subsequent to Unbundling of SEBs
Some of the erstwhile State Electricity Boards (SEBs) against whom loans were outstanding or on whose behalf guarantees were given, were restructured by the respective State Governments and new entities were formed in the past. Consequently, the liabilities of the erstwhile SEBs stand transferred to new entities.
Status of Documentation Subsequent to Reorganisation of the State of Jammu & Kashmir
After the bifurcation of the State of Jammu & Kashmir into two Union Territories (UTs) - Jammu & Kashmir UT and Ladakh UT, the existing entities pertaining to the erstwhile state of J&K have been restructured vide unbundling order dated 23rd October 2019. The addendums to the agreements with new restructured departments are yet to be executed. Pending the execution of such documentation, the existing loans for Generation, T&D and Government schemes are being serviced / repaid in line with the existing loan agreements.
Status of Documentation Subsequent to Reorganisation of the State of Andhra Pradesh
Subsequent to the reorganisation of erstwhile State of Andhra Pradesh, the state of Telangana has been formed on 2 June 2014. However, the assets and liabilities are yet to be transferred to the respective power utilities through a formal Gazette Notification.
Status of Documentation is as under:
(i) Where ever the loans have been sanctioned to erstwhile APCPDCL, APNPDCL and APGENCO prior to bifurcation and documentation has not been done, these schemes have been re-sanctioned in the name of newly formed utilities and documentation formalities completed and accordingly the charge has been registered with the Ministry of Corporate Affairs (MCA).
(ii) Where ever the loans sanctioned in the name of erstwhile APCPDCL, APNPDCL prior to bifurcation and documentation formalities completed and drawls have been made, in these schemes an undertaking has been obtained from the name changed / newly formed utility and disbursements have been made to the newly formed utility by changing the name of the borrower in the name of new / name changed utility.
(iii) Where ever the Loan is sanctioned in the name of erstwhile APCPDCL, APNPDCL prior to bifurcation and documentation formalities completed with Government Guarantee and drawls have been made, further documentation for these schemes shall be done on Gazette Notification.
67. There are no Off-Balance Sheet SPVs sponsored by the Company, which need to be consolidated as per accounting norms.
68. The Company does not have any Overseas Assets in the form of Joint Ventures/Subsidiaries abroad.
69. The disclosures as required under Master Direction - Non-Banking Financial Company - Systemically Important Non-Deposit taking Company and Deposit taking Company (Reserve Bank) Directions, 2016 have been made in Note No. 3, 9, 10, 11,21.1,28.1,47, 50,
51.1.3 (N), 51.1.3 (O), 51.1.3 (P), 51.1.3 (R), 51.1.3 (S), 51.1.3 (T), 51.1.3 (U), 51.1.3 (V), 51.2.2, 51.2.4, 51.3, 52, 54, 57, 61,62, 67, 68, 70, 72.
70. No penalties have been levied on the company by any regulator during the year ended 31st March 2024 (previous year Nil) However, during the year, the Company has received notices from the National Stock Exchange of India Ltd. (NSE) and BSE Ltd. (BSE) imposing a total fine of ' 0.43 crores (previous year ' 0.43 crores) (inclusive of GST) for non-compliance on the corporate governance requirements of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 regarding the position/ quorum requirements of Board/ Committees, due to inadequate number of Independent Directors.
The Company has requested the Stock Exchanges to waive the fine since the power to appoint Independent Directors is vested with President of India through the administrative Ministry as per Articles of Association of the Company and the Board of Directors or the Company cannot appoint Independent Directors on the Board of the Company. As such, there is no violation on the part of the Company in the appointment of Independent Directors. The Company is hopeful of favorable outcome of its request to the Stock Exchanges in line with the earlier waivers of fine by BSE for similar reasons and the communication received from NSE to consider waiver after complying with the requirement.
71. During the year, the company does not have any transactions with the struck off companies as on 31-03-2024 (as on 31-03-2023-five numbers), which are individually not material and thus have not been reported.
72. No complaints have been received by the company from the customers or Offices of Ombudsman during the year ended 31st March 2024 (previous year Nil).
73. Figures in Rupees have been rounded off to the nearest crores with two decimals, unless expressly stated.
The Notes to Accounts 1 to 73 are an integral part of Balance Sheet and Statement of Profit & Loss.
For and on behalf of the Board
J.S. Amitabh Vijay Kumar Singh Vivek Kumar Dewangan
ED & Company Secretary Director (FToject^ Chairman & Managing Director
DIN -02772733 DIN - 01377212
In terms of our Audit Report of even date
For Kailash Chand Jain & Co. For SCV & Co. LLP.
Chartered Accountants, Chartered Accountants,
Firm Reg. No. : 112318W Firm Reg. No. : 000235N/N500089
Saurabh Chouhan Abhinav Khosla
Partner Partner
Membership Number* : 167453 Membership Number : 087010
Place : Mumbai Date : 30th April 2024
|