1.1 Right-of-Use (Land) includes:
i) C 6,923 crore (Previous Year C 6,923 crore) towards investment in preference shares representing right to hold and use all the immovable properties of the investee entity.
1.2 Buildings includes:
i) Cost of shares in Co-operative Societies of C 2,69,200 (Previous Year C 2,03,200).
ii) C 88 crore (Previous Year C 88 crore) in shares of Companies / Societies with right to hold and use certain area of Buildings.
1.3 Intangible Assets - Others include: Jetties amounting to C 812 crore (Previous Year C 812 crore), the Ownership of which vests with Gujarat Maritime Board.
1.4 Capital work-in-Progress and Intangible Assets Under Development includes:
i) C 7,987 crore (Previous Year C 4,868 crore) on account of Project Development Expenditure.
ii) C 6,709 crore (Previous Year C 3,358 crore) on account of cost of construction materials at site.
1.5 Additions in Property, Plant & Equipment, Intangible Assets, Capital work-in-progress and Intangible assets under Development includes C 251 crore (net loss) [Previous Year C 1,373 crore (net loss)] on account of exchange difference during the Year.
1.6 For Assets given as security -Refer Note 16.1.
14.5 Pursuant to ‘Reliance Industries Limited Employees' Stock Option Scheme 2017' (ESOS-2017), options granted and remaining to be vested as at the end of the year is 1,82,912.
14.6 Rights, Preferences and Restrictions Attached to Shares:
The Company has only one class of equity shares having face value of C 10 each. The holder of the equity share is entitled to dividend right and voting right in the same proportion as the capital paid-up on such equity share bears to the total paid-up equity share capital of the Company. The dividend proposed by Board of Directors is subject to approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive the remaining assets of the Company in the same proportion as the capital paid-up on the equity shares held by them bears to the total paid-up equity share capital of the Company.
14.7 Issue of shares under rights issue:
The Company had issued 42,26,26,894 equity shares of face value of C 10/- each on right basis (‘Rights Equity Shares').
In accordance with the terms of issue, C 314.25 i.e. 25% of the Issue Price per Rights Equity Share, was received from the concerned allottees on application and shares were allotted. The Board had made First call of C 314.25 per Rights Equity Share (including a premium of C 311.75 per share) in May, 2021 and Second and Final call of C 628.50 per Rights Equity Share (including a premium of C 623.50 per share) in November, 2021. As on March 31, 2024, 4,17,418 partly paid-up equity shares are outstanding on which an aggregate amount (including premium) of C 34 crore (Previous Year C 41 crore) is unpaid.
16.1 Secured Non-Convertible Debentures referred above to the extent of:
(a) C 20,183 crore (Previous year C Nil) are secured by way of hypothecation of all the movable plant and machinery, electrical equipments, installations and capital work in progress, both present and future, located at Hazira, Dahej, Patalganga, Nagothane and Silvassa Manufacturing Divisions of the Company.
(b) C 2,001 crore (Previous year C 6,105 crore) are secured by way of hypothecation of all the movable plant and machinery, both present and future, located at Hazira and Dahej Manufacturing Divisions of the Company.
21.1 Working Capital Loans from Banks of C 5,798 crore (Previous Year C 31,372 crore) are secured by hypothecation of present and future stock of raw materials, work-in-progress, finished goods, stores and spares (not relating to plant and machinery), book debts, outstanding monies, receivables, claims, bills, materials in transit, fixed deposit etc. save and except stock and receivables of Oil & Gas segment (Refer Note 9).
21.2 Working Capital Loans from Others of C 8,500 crore (Previous Year C NIL) are secured by Government Securities (Refer Note 7).
21.3 Refer note 38 B (iv) for maturity profile.
21.4 The Company has satisfied all the covenants prescribed in terms of borrowings.
21.5 In respect of working capital loans, quarterly returns or statements of current assets filed by the Company with banks are in agreement with the books of account.
The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary.
The Expected Rate of Return on Plan Assets is determined considering several applicable factors, mainly the composition of Plan Assets held, assessed risks, historical results of return on Plan Assets and the Company's policy for Plan Assets Management.
VII) The expected contributions for Defined Benefit Plan for the next financial year will be in line with FY 2023-24.
VIII) Sensitivity Analysis
Significant Actuarial Assumptions for the determination of the defined benefit obligation are discount rate, expected salary increase and employee turnover. The sensitivity analysis below, have been determined based on reasonably possible changes of the assumptions occurring at end of the reporting period, while holding all other assumptions constant. The result of Sensitivity analysis is given below:
b) Fair Value on the grant date
The fair value at grant date is determined using “Black Scholes Model” which takes into account the exercise price, term of the option, share price at grant date and expected price volatility of the underlying shares, expected dividend yield and the risk free interest rate for the term of the option.
31.2 Corporate Social Responsibility (CSR)
(a) CSR amount required to be spent as per Section 135 of the Companies Act, 2013 read with Schedule VII thereof by the Company during the year is C 840 crore (Previous Year C 739 crore).
(c) Out of note (b) above, C 223 crore (Previous Year C 397 crore) contributed to Reliance Foundation, C 20 crore (Previous Year C 34 crore) to Reliance Foundation Youth Sports, C 105 crore (Previous Year C 207 crore) to Reliance Foundation Institution of Education and Research, C 126 crore (Previous Year C Nil) to Sir HN Hospital Trust, C 170 crore (Previous Year C 15 crore) to Jamnaben Hirachand Ambani Foundation, C 11 crore (Previous Year C NIL) to Dhirubhai Ambani Foundation, C 6 crore (Previous Year C NIL) to Sir Hurkisondas Nurrotumdas Hospital & Research Centre and C 3 crore (Previous Year C 3 crore) to Hirachand Govardhandas Ambani Public Charitable Trust which are related parties.
32. Discontinued Operations
(i) Demerger of Financial Services Business Undertaking:
The Company vide the Scheme of arrangement ('the Scheme') demerged its financial services business undertaking to Reliance Strategic Investments Limited (presently known as Jio Financial Services Limited) a wholly owned subsidiary of the Company with effect from the appointed date of March 31, 2023. The Scheme has been sanctioned by the Hon'ble National Company Law Tribunal (Mumbai Bench) vide its Order dated June 28, 2023 (Refer Note 42.2).
The Company has derecognised the net carrying value of assets of C 23,502 crore as on the appointed date i.e. March 31, 2023 to the Statement of Profit and Loss. Further, in accordance with the Scheme net amount of C 23,502 crore so derecognised has been adjusted against / withdrawn from retained earnings.
Accordingly the demerged undertaking comprising of separate reportable segment of the Company and the attributable unallocated assets and liabilities represents discontinued operations and has been accounted for in accordance with the stipulations of Ind AS 105 - Non-current assets held for sale and discontinued operations.
The reserve estimates for producing fields are revised based on the performance of producing fields and with respect to discovered fields, the revision are based on the revised geological and reservoir simulation studies.
35.3 The Government of India (GOI), disallowed certain costs which the Production Sharing Contract (PSC), relating to Block KG-
DWN-98/3 (KG-D6) entitles the Company to recover. The Company maintains that the Contractor is entitled to recover all of its costs under the terms of the PSC and there are no provisions that entitle the GOI to disallow the recovery of any Contract Cost. The Company referred the issue to arbitration with GOI for resolution of disputes. The demand from the GOI of $ 165 million (C 1,373 crore) being the Company's share (total demand $ 247 million - C 2,060 crore) towards additional Profit Petroleum has been considered as contingent liability in the financial statements for the year ended 31st March, 2024.
In supersession of the Ministry's Gazette notification no. 22011/3/2012-ONG.D.V. dated 10th January, 2014, the GOI notified the New Domestic Natural Gas Pricing Guidelines, 2014 on 26th October, 2014. The GOI had directed the Company to instruct customers to deposit differential revenue on gas sales from D1D3 field on account of the prices determined under the guidelines converted to NCV basis and the prevailing price prior to 1st November, 2014 ($ 4.205 per MMBTU) to be credited to the gas pool account maintained by GAIL (India) Limited. The amount so deposited by customer to Gas Pool Account is C 295 crore (net) as at 31st March, 2024. Revenue has been recognized at the GOI notified prices on GCV basis, in respect of gas quantities sold from D1D3 field from 1st November, 2014. This amount in the Gas Pool Account has also been challenged under cost recovery arbitration and is pending adjudication.
35.4 (a) The Government of India (GOI) sent a notice to the KG-D6 Contractor on 4th November, 2016 asking the Contractor to
deposit approximately US $1.55 billion on account of alleged gas migration from ONGC's blocks. RIL, as Operator, for and on behalf of all constituents of the Contractor, initiated arbitration proceedings against the GOI contesting its unfair claim. The Arbitral Tribunal vide its Final Award dated 24th July, 2018 upheld Contractor's claims. GOI filed an Appeal on 15th November, 2018 before the Single Judge Bench of Hon'ble Delhi High Court (DHC), against the Final Award.
Vide Judgment dated 9th May, 2023 the Hon'ble Single Judge of DHC upheld the Arbitration Award and dismissed GOI's appeal challenging the Award. An appeal was filed by GOI before the Division Bench of DHC to set aside single judge's judgment which is presently sub-judice.
(b) Arbitration was initiated by BG Exploration and Production India Limited and the Company (together the Claimants) against GOI under the PSCs for Panna - Mukta and Tapti blocks due to difference in interpretation of certain
PSC provisions between Claimants and GOI. The Arbitration Tribunal has issued a number of final partial awards in this matter, some of which have (in part) not been in Claimant's favour. The arbitration is ongoing and a final award is yet to be issued. The arbitration has also led to satellite litigation in India (presently ongoing) and in the UK, which has resulted in court judgments that have not always been entirely in RIL's favour.
(c) NTPC filed suit in 2006 for specific performance of contract for supply of natural gas of 132 trillion BTU annually for a period of 17 years. This suit is still pending adjudication in the Bombay High Court and the Company's fact witnesses in the suit are to be cross examined by NTPC.
Considering the complexity of above issues, we represent that, the Company is of the view that any attempt for quantification of possible exposure to the Company will have an effect of prejudicing Company's legal position in the ongoing arbitration/ litigations. Moreover, the Company considers above demand/disputes as remote.
35.5 Exploration for and Evaluation of Oil and Gas Resources
The following financial information represents the amounts included in Intangible Assets under Development relating to activity associated with the exploration for and evaluation of oil and gas resources.
(C in crore)
|
Particulars
|
As at
|
As at
|
31st March, 2024
|
31st March, 2023
|
Exploration & Evaluation (E&E) Cost
|
|
|
Other Exploration Cost
|
308
|
4
|
Exploration Cost for the year
|
308
|
4
|
(C in crore)
|
|
|
2023-24
|
2022-23
|
36.
|
Contingent Liabilities and Commitments
|
|
|
(I)
|
Contingent Liabilities
(A) Claims against the Company / disputed liabilities not acknowledged as debts
|
|
|
|
(i) In respect of Joint Arrangements
|
1,373
|
1,406
|
|
(ii) In respect of Others
|
1,070
|
1,091
|
|
(B) Guarantees
|
|
|
|
(i) On behalf of Joint Arrangements
|
817
|
1,947
|
|
(ii) On behalf of Subsidiaries / Associates / Joint Ventures
|
15,841
|
12,814
|
(II)
|
Commitments
|
|
|
|
(A) Estimated amount of contracts remaining to be executed on capital account and
|
|
|
|
not provided for:
(i) In respect of Joint Arrangements
|
436
|
1,753
|
|
(ii) In respect of Others
|
11,127
|
4,547
|
|
(B) Other Commitments
|
|
|
|
(i) Investments
|
354
|
416
|
(III) The Income-Tax Assessments of the Company have been completed up to Assessment Year 2021-22. The total outstanding demand is C 156 crore as on date. Based on the decisions of the Appellate authorities and the interpretations of other relevant provisions of the Income tax Act, 1961, the Company has been legally advised that the demand raised is likely to be either deleted or substantially reduced and accordingly no provision is considered necessary.
(IV) On December 16, 2010, the Securities and Exchange Board of India (SEBI) issued a show cause notice (“SCN”) inter alia to the Company (RIL) in connection with the trades by RIL in the stock exchanges in 2007 in the shares of Reliance Petroleum Limited, then a subsidiary of RIL. By an order dated March 24, 2017, the Whole Time Member (“WTM”) passed directions: (i) prohibiting inter alia RIL from dealing in equity derivatives in the 'Futures & Options' segment of stock exchanges, directly or indirectly, for a period of one year from the date of the order; and (ii) to disgorge from RIL an amount of C 447 crore along with interest at the rate of 12% per annum from November 29, 2007, till the date of payment. On an appeal by RIL, Securities Appellate Tribunal (“SAT”) by a majority order (2:1), dismissed the appeal on November 5, 2020, and directed RIL to pay the disgorged amount within sixty days from the date of the order. The appeal of RIL and others has been admitted by the Hon'ble Supreme Court of India. By its order dated December 17, 2020, the Hon'ble Supreme Court of India directed RIL to deposit C 250 crore in the Investors' Protection Fund, subject to the final result of the appeal and stayed the recovery of the balance, inclusive of interest, pending the appeal. RIL has complied with the order dated December 17, 2020, of the Hon'ble Supreme Court of India.
In the above matter, the adjudicating officer of SEBI (“AO”) while adjudicating the show cause notice dated November 21, 2017 issued, inter alia, to RIL passed an order on January 1, 2021 imposing a penalty of C 25 crore on RIL which has been paid under protest. In the appeal filed by RIL, the Hon'ble Securities Appellate Tribunal vide order dated December 4, 2023, did not interfere with the order passed by the AO since the matter was already covered by its earlier decision dated November 5, 2020, which is in appeal by RIL before the Hon'ble Supreme Court. RIL has filed an appeal in the Hon'ble Supreme Court of India against Order dated December 4, 2023 of SAT.
The Company adheres to a disciplined Capital Management framework in order to maintain a strong balance sheet. The main objectives are as follows:
a) Maintain AAA rating domestically and investment grade rating internationally.
b) Manage foreign exchange, interest rates and commodity price risk and minimise the impact of market volatility on earnings.
c) Diversify sources of financing and spread the maturity across tenure buckets in order to manage liquidity risk.
d) Leverage optimally in order to maximise shareholder returns.
The Net Gearing Ratio at end of the reporting period was as follows:
For current borrowings, the carrying amounts approximates fair value due to the short maturity of these instruments.
The financial instruments are categorised into three levels based on the inputs used to arrive at fair value measurements as described below:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2: Inputs other than the quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and
Level 3: Inputs based on unobservable market data.
Valuation Methodology
All financial instruments are initially recognised and subsequently re-measured at fair value as described below:
a) The fair value of investment in quoted Equity Shares, Bonds, Government Securities, Treasury Bills, Certificate of Deposit and Mutual Funds is measured at quoted price or NAV.
b) The fair value of Interest Rate Swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.
c) The fair value of Forward Foreign Exchange contracts and Currency Swaps is determined using observable forward exchange rates and yield curves at the balance sheet date.
d) The fair value of over-the-counter Foreign Currency Option contracts is determined using the Black Scholes valuation model.
e) Commodity derivative contracts are valued using available information in markets and quotations from exchange, brokers and price index developers.
f) The fair value for level 3 instruments is valued using inputs based on information about market participants assumptions and other data that are available.
g) The fair value of the remaining financial instruments is determined using discounted cash flow analysis.
h) All foreign currency denominated assets and liabilities are translated using exchange rate at reporting date.
B. Financial Risk Management
The Company's activities expose it to variety of financial risks: market risk (including foreign currency risk and interest rate risk), commodity price risk, credit risk and liquidity risk. Within the boundaries of approved Risk Management Policy framework, the Company uses derivative instruments to manage the volatility of financial markets and minimize the adverse impact on its financial performance.
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 other price risk, such as equity price risk and commodity risk.
a) 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 currency rates. Exposures can arise on account of the various assets and liabilities which are denominated in currencies other than Indian Rupee.
The following table shows foreign currency exposures in US Dollar, Euro and Japanese Yen on financial instruments at the end of the reporting period. The exposure to all other foreign currencies are not material.
b) Interest Rate Risk
The Company is also exposed to interest rate risk as changes in interest rates will affect future cash flows or the fair values of its financial instruments, principally debt. The Company issues debt in a variety of currencies based on market opportunities and it uses derivatives to hedge interest rate exposures.
ii) Commodity Price Risk
Commodity price risk arises due to fluctuation in prices of crude oil, other feed stock and products. The Company has a risk management framework aimed at prudently managing the risk arising from the volatility in commodity prices and freight costs.
The Company's commodity risk is managed centrally through well-established trading operations and control processes. In accordance with the risk management policy, the Company enters into various transactions using derivatives and uses over-the-counter as well as Exchange Traded Futures, Options and Swap contracts to hedge its commodity and freight exposure.
iii) Credit Risk
Credit risk is the risk that a customer or counterparty to a financial instrument fails to perform or pay the amounts due causing financial loss to the Company. Credit risk arises from Company's activities in investments, dealing in derivatives and receivables from customers. The Company ensure that sales of products are made to customers with appropriate creditworthiness. Investment and other market exposures are managed against counterparty exposure limits. Credit information is regularly shared between businesses and finance function, with a framework in place to quickly identify and respond to cases of credit deterioration.
The Company has a prudent and conservative process for managing its credit risk arising in the course of its business activities. Credit risk is actively managed through Letters of Credit, Bank Guarantees, Parent company Guarantees, advance payments and factoring & forfaiting without recourse to the Company to avoid concentration of risk. The Company restricts its fixed income investments to liquid securities carrying high credit rating.
iv) Liquidity Risk
Liquidity risk arises from the Company's inability to meet its cash flow commitments on the due date. The Company maintains sufficient stock of cash, marketable securities and committed credit facilities. The Company accesses global and local financial markets to meet its liquidity requirements. It uses a range of products and a mix of currencies to ensure efficient funding from across well-diversified markets and investor pools. Treasury monitors rolling forecasts of the Company's cash flow position and ensures that the Company is able to meet its financial obligation at all times including contingencies.
The Company's liquidity is managed centrally with operating units forecasting their cash and liquidity requirements. Treasury pools the cash surpluses from across the different operating units and then arranges to either fund the net deficit or invest the net surplus in a range of short-dated, secure and liquid instruments including short-term bank deposits, money market funds, reverse repos and similar instruments. The portfolio of these investments is diversified to avoid concentration risk in any one instrument or counterparty.
C. Hedge Accounting
The Company's business objective includes safe-guarding its earnings against adverse price movements of crude oil and other feedstock, refined products, freight costs as well as foreign exchange and interest rates. The Company has adopted a structured risk management policy to hedge all these risks within an acceptable risk limit and an approved hedge accounting framework which allows for Fair Value and Cash Flow hedges. Hedging instruments include exchange traded futures and options, over-the-counter swaps, forwards and options as well as non-derivative instruments to achieve this objective.
There is an economic relationship between the hedged items and the hedging instruments. The Company has established a hedge ratio of 1:1 for the hedging relationships. To test the hedge effectiveness, the Company uses the Dollar Offset method and critical term matching method.
The hedge ineffectiveness can arise from:
- Differences in the timing of the cash flows.
- Different indexes (and accordingly different curves).
- The counterparties' credit risk differently impacting the fair value movements.
The table below shows the position of hedging instruments and hedged items as on the balance sheet date:
42.1 Scheme of arrangement between the Company and Reliance Projects & Property Management Services Limited:
During the year, Hon'ble National Company Law Tribunal, Ahmedabad Bench and Mumbai Bench have sanctioned the scheme of arrangement between the Company and Reliance Projects & Property Management Services Limited (“RPPMSL”), inter alia, providing for demerger of the Digital EPC and Infrastructure Undertaking (“Demerged Undertaking”) of RPPMSL into the Company (“Scheme”). The Appointed Date for the Scheme was close of business hours of December 31, 2022 and the Effective Date was August 9, 2023. The demerged undertaking of RPPMSL includes assets, liabilities and reserves of Reliance Infratel Limited, which was transferred and vested in RPPMSL through a Composite Scheme of Amalgamation, with effect from the appointed date of December 22, 2022. Consequently, the previous year financial statements has been adjusted for giving effect to the Scheme.
The Scheme has accordingly, been given effect to in the books of account of the Company as on the Appointed Date as under:
2. The difference between the net assets and the reserves/ retained earnings of the Digital EPC and Infrastructure Undertaking of the RPPMSL has been adjusted against the investment held by the Company in RPPMSL.
42.2 Scheme of arrangement between the Company and Reliance Strategic Investments Limited (presently known as Jio Financial Services Limited):
Pursuant to the Scheme of Arrangement between the Company and its shareholders & creditors and Reliance Strategic Investments Limited and its shareholders & creditors (“the Scheme”), approved by the Hon'ble National Company Law Tribunal, Mumbai bench, vide its orders dated June 28, 2023, the Company has demerged its financial services business undertaking to Reliance Strategic Investments Limited, on a going concern basis, at carrying value as appearing in the books of the Company on the appointed date i.e. March 31, 2023 as under:
(ii) The Company has not advanced or loaned or invested funds to any other persons or entities, including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or
(b) Provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
(iii) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or
(b) Provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(iv) The Company does not have any transaction which is not recorded in the books of accounts; and which has been surrendered or disclosed as income during the year in the tax assessments under the Income-tax Act, 1961.
44. Events after the Reporting Period
The Board of Directors have recommended dividend of C 10/- per fully paid up equity share of C 10/- each for the financial year 2023-24.
45. The figures for the corresponding previous year have been regrouped / reclassified wherever necessary, to make them comparable.
46. Approval of Financial Statements
The financial statements were approved for issue by the Board of Directors on April 22, 2024.
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