Reliance Infrastructure Ltd. - Quarterly/Annual Result Disclosures and Notes dated 31 Mar 2021

1. The Standalone Audited Financial Results of Reliance Infrastructure Limited (l1he Company5) have been prepared in accordance with Indian Accounting Standards {Ind AS) prescribed under Section 133 of the Companies Act, 2013 (the Act) read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and the Companies (Indian Accounting Standards) Amendment Rules, 2016.

2. COVID 19 has Impacted businesses across the globe and India causing significant disturbance and slowdown of economic activities, The Company’s operations during the year were impacted due to COVID 19 and it has considered all possible impact of COVID 19 in preparation of the financial result, including assessment of the recoverability of financial and non-financial assets based on the various internal and external Information and assumptions relating to economic forecasts up to the date of approval of these financial results. The aforesaid assessment is based on projections and estimations which are dependent on future development including ' ’ government policies. Any changes due to the changes in situations / circumstances will be taken into consideration, if -necessary, as and when It crystallizes.

3. Pursuant to the Scheme of Amalgamation of Reliance Infraprojects Limited with-the Company, sanctioned by the Hon’ble High Court of Judicature at Bombay on March 3D, 2011, net foreign exchange gain of Rs 12.09 Crore and Loss of Rs 51.75 Crore for the quarter and year ended March 31, 2021 respectively have been credited/debited to the Statement of Profit and Loss and an equivalent amount has been transferred/withdrawn to/from General Reserve. Had such transfer/withdrawal not been done, the profit before tax would have been higher by Rs 12.09 Crore and Loss before tax would have been higher by Rs 51.75 Crore for the quarter and year ended March 31, 2021 respectively and General Reserve would have been lower/higher by an equivalent amount, the treatment prescribed under ihe Scheme overrides the relevant provisions of Ind AS 1 ‘‘Presentation of Financial Statements", This matter has been referred to by the auditors In their report as an emphasis of matter.

4. The Company has outstanding obligations payable to lenders and In respect of loan arrangements of certain entities Including subsidiaries/assonates where the: Company is also a guarantor Where, certain amounts have also fallen due. During the quarter and year ended March 31, 2021 the Company has paid Rs. 1,843,86 Crore and Rs 2,275,19 Crore respectively to the lenders through monetisation/receipt of claims thereby reducing total debt outstanding by more than 35%, The Company is confident of meeting of obligations by v/ay of time bound monetisation of Its assets and receipt of various claims and accordingly, notwithstanding the dependence on these material uncertain events, the Company continues.to prepare the Standalone Financial Results on a going concern basis.

5. The dispute between Delhi Airport Metro Express Private Limited (DAMEPL), a subsidiary of the Company and Delhi Metro Rail Corporation (DMRC) arising out of the termination by DAMEPL of the Concession Agreement for Delhi Airport Metro Express Line Project (Project) was referred to arbitral tribunal, which vide its award dated May 11, 2017, granted arbitration award for a sum of Rs 4,662.59 Crore on the date of the Award in favour of-DAME PL being inter alia in consideration of DAMEPL transferring the ownership of the Project to DMRC who has taken over the same. The Award was upheld by a Single Judge of Hon'ble Delhi High Court dele Judgment dated March 06, 2018. However, the said Judgment dated March OS, 2018 was set aside by the Division Bench of Hon’bie Delhi High Court vids Judgement dated January 15, 2019. DAMEPL has filed Special Leave Petition (SIP) before the Hon'bie Supreme Court of India against the said Judgement dated' .January 15, 2019 of Division Bench of Hon'bie Delhi High. Hon'bie Supreme Court of India, while hearing the Interlocutor/ Application filed by DAMEPL seeking interim relief,, had directed vide Its Order dated April 22, 2019 that DAMEPL's accounts shall not be declared as NPA till further orders and further directed listing of the SLP for hearing.Based on the facts of the case and the applicable law and as legally advised DAMEPL has a fair chance of succeeding in (he Hon’bie Supreme Court. In view of the above, pending outcome of SLP before the Hon’bie Supreme Court of India, DAMEPL has continued to prepare its financial Statements on going concern basis. • : ‘

6. With respect to Company’s ten subsidiaries engaged in road projects:

a. The Company has net recoverable amounts aggregating to Rs. 3,473.18 Crore from its ten subsidiaries (road SPVs) as at March 31, 2021; Management has recently performed an impairment assessment of these recoverable'by considering interaiia arbitrationai claims filed by SPVs aggregating Rs. 6,373 Cr and projected future cash flows from the respective projects. As legally advised on arbitration matters, Company is confident of recovering its entire Investment in road SPVs. The determination of the recoverable value of Investments involves significant management judgement and estimates on the various assumptions including time that may be required to get the award and its subsequent settlements by the customers, etc. Accordingly, based on the assessment and as sdvised by the experts, impairment of said recoverable Is not considered.

b. KM Toil Road Private Limited (KMTR), a subsidiary of the Company and part of road SPVs referred above, has terminated the Concession Agreement with National Highways Authority of India (NHAI) for Kandla Mundra Road Project (Project) on May 7, 2019, on account of Material Breach and Event of Default under the provisions of the Concession Agreement by NHAI. The operations of the Project have been taken over by NHAI and NHAI has given a contract to a third party for toil collection with effect from April 16, 2019. in terms of the provisions of the Concession Agreement, NHAI Is liable to pay KMTR a termination payment estimated at Rs 1,205.47 Crore as the termination has arisen owing to NHAI Event of Default. KMTR has also raised further claims of Rs 1,092.74 Crore. KMTR has invoked dispute resolution process under clause 44 of the Concession Agreement. Subsequently, vide letter dated August 21, 2020, NHAI advised Its Programme Director for release of termination payment to KMTR and accordingly Rs 181.21 Crore was released during the year towards termination payment, which has been utilised for debt servicing.

As a part of the dispute resolution, KMTR has Invoked arbitration and It is confident of fair outcome. Pending Ariel outcome of the dispute resolution process and as legally advised, the claims for tho Termination Payment are considered fully enforceable. Notwithstanding the dependence on above said uncertain events, KMTR continues to prepare the financial statements on a going concern basis. The Company is confident of recovering its entire Investment in KMTR of Rs 544.94 Crore as at March 31, 2021, and hence, no provision for Impairment of the KMTR is considered in the Ananciel statements. The investment in the KMTR are classified as Non-Current Assets held for sale as per Ind AS 105 "Non-Current Assets held for sale and discontinued operations'*

7. The Company has net recoverable amounts aggregating to Rs 2,380.78 Crore from RPower Group as at March 31, 2021. Management has recently performed an Impairment assessment of these recoverable by considering Interafia the valuations of the underlying subsidiaries of RPower which are based on their value In use (considering discounted cash flows) and valuations of other assets of RPowbMts subsidiaries based on their fair values, which have been determined by external valuation experts. The determination of the value In use / fair value involves significant management judgement and estimates on the various assumptions Including relating to growth rates, discount rates, terminal value, time that may be required to identify buyers, negotiation discounts etc. Accordingly, based on the assessment, impairment of said recoverable Is not considered necessary by the management.

8. Exceptional items for the year represents gain of Rs 742.23 Crore (Rs, 158.83 Crore for the quarter) on sale of entire investment In Its subsidiaries DA Toll Road Private Limited and Parted! Koldam Transmission Company Limited gtign of Rs 551.26 Crore (R$. 55158. Crore for the quarter) on sale of Property Plant and Equipments end Investment property, charge of Rs 1CQ9.51 Crore (577.17 Crore for the quarter) on receivables, gain of Rs 82.10 Crore (Nil for the quarter) arising from fair valuation of Inter Corporate Loan pursuant to modification of terms, and Rs 12.52 Crore (Rs. 9.33 Crore for the quarter) towards writo-off/lmpairment of Investment In subsidiaries of the Company.

9. Other Income Includes gain of Rs 28.89 Crore and Rs 106.18 Crore for the quarter and year ended March 31, 2021 respectively relating to fair valuation/invocation of Investment" In shares of Reliance Power Limited (Rpower), The Corresponding Impact during the previous quarter and year was considered In the Capital reserve. Figures for the current quarter and year are not comparable with previous year to that extent.

10. The Reliance Group of companies of which the Company is a part, supported an independent company In which the Company holds less than 2% of equity shares fEPC Company") to inter alia undertake contracts and assignments for the large number of varied projects in the fields of Power (Thermal, Hydro and Nuclear), Roads, Cement, Telecom, Metro Rail, etc. which were proposed and/or under development by the Reliance Group. To this end along with other companies of the Reliance Group the Company funded EPC Company by way of project advances, subscription to debentures and inter corporate deposits. The total exposure of the Company as on March 31, 2021 is Rs 0,491.38 Crore (net cf provision of Rs 3,972,17 Crore). The Company has also provided corporate guarantees aggregating of Rs 1,775 Crore.

The activities of EPC Company have been impacted by the reduced project activities of the companies of the Reliance Group. While the Company is evaluating the nature of relationship; if any, with the Independent EPC Company, based on the Analysis carried out In earlier years, the EPC Company has not been treated as related party.

Given the huge opportunity In the EPC field particularly considering the Government of India's thrust on infrastructure sector coupled with increasing project and EPC activities of the Reliance Group, the EPC Company with its experience will be able to achieve substantial project activities in excess of its current levels, thus enabling the EPC Company to meet its obligations. Based on the available facts, the provision made will be adequate to deal with any contingency relating to recovery from the EPC Company.

The Company has further provided corporate guarantees of Rs. 4,895.87 Crore on behalf of certain companies towards their borrowings. As per the reasonable estimate of the management of the Company, It does not expect any obligation against the above guarantee amount.

11. The listed non-convertible debentures of Rs 1,087.70 Crore as on March 31, 2021 are secured by way of first pari passu charge on certain fixed assets and Investments. There are certain shortfalls In the security cover.
Further, in respect of NCQs, CARE Ratings has given “CARED issuers not cooperating** while India Ratings and Research Private Limited has given "!ND D* rating.
The outstanding NCD Series 18 (ISIN no- INEG3BA07294) and NCD Series 20E (ISIN No- INE036A07534) were due for repayment of principal with interest thereon as at March 31,2021. Principal and interest on NCD Series 29 {(SIN No INE036A07567) was due on March 31,2021 and February 28,2021 respectively which has not bean paid. The Next due date is September 30, 202.1 and May 30, 2021 for principal and interest respectively.

12. Other Disclosures required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 In respect of debt securities issued by the Company are as under: For Table, kindly refer Corporate Announcements on www.bseindia.com.
Ratios have been computed as under:

• Debt Service Coverage Ratio - Earnings before Interest and Tax and exceptional Items / (Interest on Long Term Debt for the period/year + Principal Repayment of Long Term Debt within one year)
• Interest Service Coverage Ratio = Earnings before Interest and Tax and exceptional items / interest on Long Term Debt for the period/year
• Debt Equity Ratio = Total Debt / Equity

13, The Company Is predominantly engaged in the business of Engineering and Construction (E&G). E&G segment renders comprehensive, value added services In construction, erection arid commissioning, All other activities of the Company revolve around E&C business. As such there are no separate reportable segments, as per the Ind AS 108 on Operating Segment. All tire operations of the Company are predominantly conducted within India, as such there are no separate reportable geographical segments.

14. Trie Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the company towards Provident Fund and Gratuity. The Ministry of Labour and Employment has released draft rules for the Code on Social Security, 2020 on November 13, 2020. The Company will assess trio Impact once the subject rules are notified and wit give appropriate impact in its financial statements in the period In which, the Code becomes effective.

15, The figures for the quarter ended March 31, 2021 and March 31, 2020 are the balancing figures between the audited figures in respect of full financial year and published year to date figures up the third quarter of respective financial year. The figures for the previous periods and for the year ended March 31,2020 have been regrouped and rearranged to make them comparable with those of current year.

16. After review by the Audit Committee, the Board of Directors of the Company has approved the Standalone Audited financial results at their meeting held on May 28,2021.

Punit Gang
Executive Director and Chief {Executive Officer