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You can view the entire text of Notes to accounts of the company for the latest year

BSE: 533096ISIN: INE814H01011INDUSTRY: Power - Generation/Distribution

BSE   ` 533.70   Open: 521.95   Today's Range 519.55
538.50
+17.15 (+ 3.21 %) Prev Close: 516.55 52 Week Range 166.25
589.30
Year End :2023-03 

ii) In case of Mundra thermal power plants ("Mundra TPP”), the Company has availed tax and duty benefit in the nature of exemptions from Custom Duty, Excise Duty, Service Tax, VAT and CST on its project procurements.

The said benefits were availed by virtue of SEZ approval granted to the Power Plant in December 2006, in terms of the provisions of the Special Economic Zones Act, 2005 (hereinafter referred to as the 'SEZ Act') and the Special Economic Zone Rules, 2006 which entitled the Power Plant to procure goods and services without payment of taxes and duties as referred above.

The Company in respect of Tiroda thermal power plants ("Tiroda TPP”) and Kawai thermal power plants ("Kawai TPP”) have availed tax and duty benefit in the nature of exemptions from Custom Duty and Excise Duty on its project procurements. The said benefits were availed by virtue of power plants being designated

as Mega Power Project in accordance with the policy guidelines issued in this regard by the Ministry of Power, Government of India which entitled Tiroda TPP and Kawai TPP to procure goods and services without payment of taxes and duties as referred above.

Since, the procurement of goods and services during the project period were done by availing the exemption from payment of aforesaid taxes and duties, the amount capitalised for the said power plant as on the put to use date, is cost of property, plant and equipment (PPE) net off tax and duty benefit availed. In compliance with Ind AS 20 - "Government Grant”, Mundra TPP, Kawai TPP and Tiroda TPP have opted to gross up the value of its PPE by the amount of tax and duty benefit / credit availed after considering the same as government grant. The amount of said government grant (net off accumulated depreciation) as on the transition date has been added to the value of PPE with corresponding credit made to the deferred government grant. The amount of grant is amortised over useful life of PPE along with depreciation on PPE. The amount of deferred liability is amortised over the useful life of the PPE with credit to statement of profit and loss classified under the head "Other Income”.

The Company has Government grant balance (net) of H4,487.33 Crores till 31st March, 2023 (Previous year

H4,791.40 Crores).

iii) Cost of Property Plant and Equipment includes carrying value recognised as deemed cost as of 1st April, 2015, measured as per previous GAAP and cost of subsequent additions.

iv) During the year, an amount of H33.97 Crores was expensed out of carrying amount of Capital Work in

Progress towards impairment of project cost.

v) During the previous year, an amount of H55.57 Crores was transferred from balance of Capital Work in Progress to Other non current financials assets - Others. (Refer Note 7)

vii) The Company in case of Tiroda TPP, Kawai TPP , Mundra TPP, Raipur TPP, Raigarh Thermal Power Plant ("Raigarh TPP") and solar bitta plant has obtained Land under lease from various parties for a lease period of 5 to 99 years. The Company is restricted from assigning and subleasing the said leased assets.

viii) In November 2007, the Company obtained Land under lease from Karnataka Industrial Areas Development Board (Lessor) for its Udupi TPP for 11 years from the date of agreement whose validity period of Lease Agreement was further extended from Lessor till 11th September, 2022. As at year end, in terms of lease agreement, the Company is in the process to exercise its option to get the lease deed converted to sale deed as the terms and conditions of land allotment has been fulfilled. Since the entire amount of H76.64 Crores which was considered in Lease-cum-Sale Agreement is considered as a sale consideration on expected transfer, the Company has not provided amortization on said land.

a) The capital assets in the nature of Railway Siding for Raigarh TPP forming part of Capital Work-InProgress have become overdue compared to the original completion plan as the Company is in process of acquiring additional land for completing the asset under development. The Management expects to acquire additional land from the government authorities and has already obtained in principle approval from railway authorities for the said project. Post acquisition of the additional land, the management will update the estimate and assumption of the original completion plan of the assets. Further, given that demand of power is expected to be higher compared with generation capacity available in the industry, the development of asset forming part of Capital Work-In-Progress will have economic viability for the Company. Further, during the year, the Company has expensed cost of Capital Work in Progress of H33.97 Crores.

4.2 Goodwill

Goodwill of H6.95 Crores arose on acquisition of Tiroda TPP during the FY 2012-13 on account of amalgamation

of Growmore Trade and Investment Private Limited with erstwhile Adani Power Maharashtra Limited (Now amalgamated with the Company) and H183.66 Crores upon acquisition of erstwhile Udupi Power Corporation Limited (now amalgamated with the Company) during the FY 2015-16.

i) Of the above shares 243,65,00,000 Equity shares (Previous year - 243,65,00,000 Equity shares) have been pledged by the Company as additional security for secured term loans availed by AP(J)L.

ii) Of the above shares 5,10,000 Equity shares (Previous year - 5,10,000 Equity shares) have been pledged by the Company as additional security for secured term loans availed by MEL.

iii) During the year, the Company has invested H737.20 Crores (Previous year H1,243.56 Crores) into Optionally Convertible Debentures ("OCDs”) of its wholly owned subsidiary, AP(J)L for the purpose of development of power plant. These OCDs shall be optionally converted into equity share capital at fair value at the discretion of issuer or will be redeemed in full or part after 31st December, 2037. These OCDs have 0% coupon rate till the completion of construction period and thereafter will carry coupon 100 basis points less than interest coupon rate payable to lenders. Out of the above 19,80,75,900 OCDs (Previous year - 11,12,55,900) have been pledged by the Company as additional security for secured term loans availed by AP(J)L. The fair value

iv) During the previous year, the Company had invested H118.70 Crores into OCDs of its wholly owned subsidiary MEL. These OCDs shall be optionally converted into equity share capital at fair value at the discretion of issuer or will be redeemed in full on completion of 10 years from the date of allotment. The fair value as at 31st March, 2023 is H50.16 Crores (Previous year H46.02 Crores).

v) During the year, the Company has invested H80.66 Crores (Previous year H Nil), H43.91 Crores (out of which H2.10 Crores redeemed during the year ) (Previous year HNil) and H164.13 crores (Previous year H Nil) into Optionally Convertible Debentures ("OCDs”) of its wholly owned subsidiaries, Chandenvalle Infra Park Limited, Alcedo Infra Park Limited and Aviceda Infra Park Limited respectively for the purpose of acquiring land on lease. These OCDs shall be optionally converted into equity shares in the ratio of 1 : 1 or will be redeemed at the discretion of issuer at any time within 10 years from the date of issue.

vi) On 7th June, 2022, the Company has acquired 100% equity shares of Innovant Buildwell Private Limited (Formerly known as Eternus Real Estate Private Limited) ("IBPL') for a consideration of H329.30 Crores and it also settled the liability of H320.70 Crores respectively towards the existing debt of IBPL. Hence, IBPL become wholly owned subsidiary of the Company w.e.f. 7th June, 2022. IBPL hold land parcel at Navi Mumbai which the Company propose to develop for Infrastructure facilities as part of its trading, investment and other business activities. Further, transaction cost of H63.34 Crores is added to investment in IBPL.

vii) The Compulsory Convertible Debentures shall be mandatorily converted in to equity shares at par in the ratio of 10:1 at any time after the expiry of 5 years but before 20 years from the date of issue i.e. during

financial year 2016-17 to 2018-19.

i) For charges created on Trade Receivables, (Refer note 20 and 26).

ii) Credit concentration

As at 31st March, 2023, out of the total trade receivables 93.53% (Previous year - 97.90%) pertains to dues from State Electricity Distribution Companies under contractual agreement through Power Purchase Agreements ("PPAs”) including receivables on account of claims under Force Majeure / Change in Law matters, carrying cost thereof etc. and remaining receivables from related parties (Refer note 68) and

others,

iii) Expected Credit Loss (ECL)

The Company is having majority of receivables against power supply from State Electricity Distribution Companies ("Discoms”) which are Government undertakings.

The Company is regularly receiving its normal power sale dues from Discom and in case of regulatory revenue claims, the same is recognised on conservative basis based on best management estimates following principles of prudence, as per the binding regulatory orders. In case of delayed payments apart from carrying cost on settlement of claims, the Company is entitled to receive interest as per the terms of PPAs, Hence they are secured from credit losses in the future.

iv) Trade receivables includes Customers' bills discounted of H1,192.50 Crores (Previous year - H1,000.00 Crores),

v) Also refer note 33 and 52,

vi) The fair value of Trade receivables are approximately the carrying value presented (Also refer note 54).

(i) The Company has issued Unsecured Perpetual Securities ("Securities”), which are perpetual in nature with no maturity or redemption and are callable only at the option of the issuer. The distribution on these Securities are cumulative at 9% to 10.67% (Previous year 9% to 11%) p.a. and at the discretion of the issuer. As these securities are perpetual in nature and ranked senior only to the Equity Share Capital of the Company and the issuer does not have any redemption obligation, these are considered to be in the nature of equity instruments,

i) (a) Capital Reserve includes H359.80 Crores created due to amalgamation of Growmore Trade and

Investment Private Limited with the Company in the financial year 2012-13. As per the order of the

Hon'ble High Court of Gujarat, the capital reserve created on amalgamation shall be treated as free reserve of the Company,

(b) Capital reserve of H1,029.60 Crores was created on acquisition of Raipur TPP and Raigarh TPP during

the financial year 2019-20.

ii) Securities premium represents the premium received on issue of shares over and above the face value of equity shares. The reserve is available for utilisation in accordance with the provisions of the Companies

Act, 2013.

iii) General reserve of H9.04 Crores was created in the FY 2015-16 due to merger of solar power undertaking acquired from Adani Enterprises Limited, as per the scheme of arrangement approved by order of the Hon'ble

High Court of Gujarat.

iv) Equity instruments through Other Comprehensive Income : The Company has elected to recognise changes in the fair value of certain investments in equity instruments in other comprehensive income. These changes in equity instruments are accumulated through Other Comprehensive Income within equity. The Company transfers amounts from this reserve to retained earnings when the relevant equity instruments

are derecognised.

v) Deemed equity contribution represents the difference between the fair value of financial instruments and consideration paid / payable as promoters' contribution.

vi) Retained earnings represent the amount that can be distributed as dividend considering the requirements of the Companies Act, 2013. During the year, no dividends are distributed to the equity shareholders by the

Company.

1. The security details for the borrowing balances:

a. Rupee Term Loans from Banks aggregating to H15,584.15 Crores (Previous year H20,726.08 Crores), Rupee Term Loans from Financial Institutions and ARCs aggregating to H3,391.23 Crores (Previous year H3,617.94 Crores), Foreign Currency Loans from Banks aggregating to H763.04 Crores (Previous year H1,516.93 Crores), Foreign Currency Loans from Financial Institutions aggregating to H506.04 Crores (Previous year H1,513.46 Crores) carry annual weighted average interest rate of 9.14% p.a. and are secured by first mortgage and charge on the identified immovable and movable and leasehold land, both present and future assets of the Mundra TPP, Tiroda TPP, Kawai TPP, Udupi TPP, Raipur TPP, Raigarh TPP (collectively and individually referred as "Projects") on paripassu basis with the lenders of the respective projects,

On amalgamation of six subsidiaries of the Company with itself in terms of National Company Law Tribunal ('NCLT') order dated 8th February, 2023, as at reporting date, the Company is in the process of concluding of fresh financing documents with all the lenders, whereby the above facilities will be secured by first mortgage and charge on the identified immovable and movable and leasehold land, both present and future assets of the projects / locations on paripassu basis with the lenders of the projects

b. Rupee Term Loan from Banks and Trade credits (current borrowing) aggregating to H5,491.57 Crores (Previous year - H6,772.03 Crores) are further secured by pledge of 764,426,421 equity shares of the Company held by S.B. Adani Family Trust (Previous year 764,426,421) as a First charge.

Further, for related party transactions Refer Note 68.

2. Repayment schedule for the Secured borrowing balances:

a. The secured term loans from Banks aggregating to H13,791.10 Crores (Previous year H19,634.88 Crores) and from Financial Institutions aggregating to H2,869.65 Crores (Previous year H4,114.12 Crores) respectively are repayable over a period of next 12 years in quarterly / half yearly / yearly from Financial year 2023-24 to Financial year 2034-35. During the year, the Company has also made prepayments of

H4,755.45 Crores.

b. In case of Raipur TPP, Rupee Term Loans and Foreign Currency Loans from Banks and Financial Institution aggregating to H2,767.75 Crores (Previous year H2,746.53 Crores) are repayable in 3 equal annual installments starting from 30th June, 2026.

c. In case of Raigarh TPP, the secured term loans from Banks aggregating to H674.87 Crores (Previous year H726.92 Crores) and from Financial Institutions aggregating to H141.09 Crores, including H71.92 Crores from ARCs (Previous year H151.95 Crores, including H77.46 Crores from ARCs) respectively are repayable in structured quarterly instalments from Financial year 2023-24 to Financial year 2026-27.

3. Repayment schedule for the Unsecured borrowing balances:

a. Unsecured loans from related parties of H6,790.12 Crores (Previous year H5,160.06 Crores) and from others of HNil (Previous year H721.59 Crores) are repayable on agreed dates over a period of 2 to 4 years

starting from Financial year 2024-25 to Financial year 2026-27.

b. Up to 5% Non-cumulative Compulsory Redeemable Preference Shares aggregating to H300 Crores (Previous year - H300 Crores) recognised at discounted value of H62.06 Crores (Previous year - H57.25 Crores) are redeemable in Financial year 2041-42.

c. 0.01% Compulsory Redeemable Preference shares aggregating to H415.86 Crores (Previous year H415.86 Crores) recognised at discounted value of H106.89 Crores (previous year H97.18 Crores) are redeemable in structured 3 equal annual instalments from Financial year 2036-37 to Financial year 2038-39.

4. During the year, the Company in case of Raipur TPP, has written back the outstanding amount of assigned ECB based on a consent letter received from Adani Global DMCC, a related party of the Company for waiver of the same. As the ECB was accounted at fair value on initial recognition, the outstanding portion of debt component of H179.17 Crores has been accounted as deemed equity contribution.

5. The amount disclosed in security details in note 1 above and repayment schedule in note 2 above are gross amount excluding adjustments towards upfront fees.

i) Working Capital Demand Loans, Trade Credits, Cash Credits and Customers' Bills Discounted provided by Bank (Working Capital Facilities) aggregating to H5,671.58 Crores (Previous year H6,571.23 Crores) carry annual weighted average interest rate of 5.75% p.a. and are secured by first mortgage and charge on the identified immovable and movable, both present and future assets of the Mundra TPP, Tiroda TPP, Kawai TPP, Udupi TPP, Raipur TPP, Raigarh TPP (collectively and individually referred as "Projects") on paripassu basis with the lenders of the respective projects.

On amalgamation of six subsidiaries of the Company with itself in terms of NCLT order dated 8th February, 2023, as at reporting date, the Company is in the process of concluding of fresh financing documents with all the lenders, whereby the above facilities will be secured by first mortgage and charge on the identified immovable and movable and leasehold land, both present and future assets of the projects / locations on paripassu basis with the lenders of the projects.

i) Trade payables mainly include amount payable to coal suppliers and operation and maintenance vendors in whose case credit period allowed is 0-180 days. The Company usually opens usance letter of credit in

favour of the coal suppliers.

ii) The fair value of trade payables are approximately the carrying value presented (Also refer note 54).

iii) Details of due to micro and small enterprises :

On the basis of the information and records available with management, details of dues to micro and small

enterprises as defined under the MSMED Act, 2006 are as below:

(i) In respect of Tiroda TPP

(a) Maharashtra Electricity Regulatory Commission ("MERC”) vide its order dated 6th September, 2019 had allowed relief on account of use of alternative coal for non-availability of coal due to cancellation of Lohara coal block for the Company's 800 MW power generation capacity at Tiroda TPP, The relief was upheld by the Appellate Tribunal for Electricity ("APTEL') vide its order dated 5th October, 2020, although the Maharashtra State Electricity Distribution Company Limited ("MSEDCL') had filed an appeal in the Hon'ble Supreme Court against the APTEL order, The Hon'ble Supreme Court after issuing interim relief order dated 31st January, 2022 passed the final order dated 20th April, 2023 upheld all the matters which were concluded in the APTEL order, Pursuant to said Hon'ble Supreme Court order, the Company has reassessed the compensation claims recognised till date and recognised an additional revenue of H321,71 Crores (net off reversal of Carrying Cost of H10,98 Crores) at the year end (including H201.21 Crores pertaining to earlier period).

The total tariff compensation claim recognised for year ended 31st March, 2023 is H3,916,48 Crores (including carrying cost H487,15 Crores), The Company has recognised tariff compensation claims on best estimate basis and management expects to fully realise outstanding balances of such claims from the discoms.

(b) In a matter relating to tariff compensation claim (including carrying costs thereon) for additional costs incurred by the Company for 2500 MW power generation capacity at Tiroda TPP, due to shortfall in availability of domestic coal under New Coal Distribution Policy ("NCDP”) and Scheme of Harnessing and Allocating Koyala (Coal) Transparently in India ("SHAKTI”) policy of the government, the Company had earlier received favorable orders from MERC, based on which the Company has recognised claims and carrying cost thereon in earlier years, on best estimate basis, Subsequently, APTEL vide its orders dated 14th and 28th September, 2020 provided further clarity on the various claim parameters to be considered in computing tariff compensation claims, However, MSEDCL had filed an appeal with the Hon'ble Supreme Court against the aforesaid orders of APTEL, The Hon'ble Supreme court after issuing interim relief order dated 31st January, 2022 passed its final order dated 3rd March 2023 and 20th April, 2023 upheld all the matters which were concluded in the APTEL orders towards compensation claims relating to NCDP and SHAKTI policy respectively, Pursuant to said Hon'ble Supreme Court orders the Company has derecognised claim of H90.26 Crores (net off recognition of carrying cost of H178.38 Crores) at the year end (including claim reversal of H90.26 Crores pertaining to prior period).

The tariff compensation claim recognised for the year ended 31st March, 2023 is H5,063.12 Crores (including carrying cost of H1,131.94 Crores). The Company has recognised tariff compensation claims on best estimate basis and management expects to fully realise outstanding balances of such claims from the discoms.

(c) Apart from above, in one of the matters relating to cost factor for computation of tariff compensatory claim based on claim amount billed by the Company, MSEDCL is also in appeal with APTEL although the Company has favorable order from MERC in the matter. The management does not expect any adverse impact of the matter. Currently, the Company has recognised the compensation claim on the best estimate basis pending settlement of appeal.

(ii) In respect of Kawai TPP

The Company, for recognition of tariff compensation claims for additional coal costs incurred for power generation due to shortfall in availability of domestic linkage coal under Shakti Policy of the Government, the Company has relied on the favourable order of Hon'ble Supreme Court dated 31st August, 2020 in which Hon'ble Supreme Court has admitted all tariff compensation claims and the Company continues to realise the claim amount towards compensation. The Company has recognised tariff compensation claims on best estimate basis which management expects to fully realise such claims from the discoms.

iii) In respect of Udupi TPP

The Company raises invoices on its customers ("Karnataka Discoms”) based on the most recent tariff order / provisional tariff approved by the Central Electricity Regulatory Commission ("CERC”), as modified by the orders of Appellate Tribunal for Electricity ("APTEL') / CERC to the extent applicable, having regard to mechanism provided in applicable tariff regulations and the bilateral arrangements with the customers. Such tariff orders are subject to conclusion of final tariff order in terms of Multiyear Tariff ("MYT”) Regulations at end of tariff period of every 5 years.

(iv) Revenue from operations for the year ended 31st March, 2023, (including the amounts disclosed separately elsewhere in other notes) includes H2,377.24 Crores (net) recognised pertaining to prior years upto 31st March, 2022 (Previous year - H465.40 Crores pertaining to period upto 31st March, 2021), based on the orders received from various regulatory authorities such as MERC / CERC, APTEL, Hon'ble Supreme Court

and reconciliation with discoms relating to various claims towards change in law events, carrying cost thereon and delayed payment interest.

(v) For regulatory claims / change in law claims, the management recognises income on conservative parameters, since the same are under litigation / pending final settlement with Discoms. The differential adjustments on account of such claims are recognised on resolution of the litigation / final settlement of matter with Discoms, including carrying cost / late payment surcharge.

vi) On 7th June, 2022, the Company has acquired 100% equity shares of Support Properties Private Limited ("SPPL') for a consideration of H280.10 Crores and it also settled the liability of H485.24 Crores towards the existing debt of SPPL. Hence, SPPL become wholly owned subsidiary of the Company w.e.f. 7th June, 2022. SPPL hold land parcel at Navi Mumbai which the Company proposed to develop for Infrastructure facilities as part of its trading, investment and other business activities (a company's business segment). Further, transaction cost of H54.43 Crores is added to investment in SPPL. On 22nd March, 2023, the Company has disposed off its investment held in SPPL by execution of share purchase agreement with Adani Connex Private Limited and received a consideration of H988.97 Crores (excluding debt component of H485.24 Crores) which has been arrived at on arm's length basis. The net income on such sale of investment amounting to H654.44 Crores is accounted as other operating revenue.

i) Interest income of H3,834.36 Crores (Previous year - H3.633.66 Crores) mainly includes Interest income in nature of Late payment surcharge / carrying cost of H3,499.93 Crores (Previous year - H3,475.88 Crores)

from DISCOMs towards change in law claims and overdue receivables and interest income on fixed deposit H82.64 Crores (Previous year - H40.69 Crores).

ii) Miscellaneous income mainly includes H61.84 Crores (Previous year - HNil) towards GST refund and H 150.08

Crores (Previous year - HNil) towards credit of transmission charges which were expensed off in earlier years.

41 Contingent Liabilities and Commitments (to the extent not provided for) :

As at

31st March, 2023

As at

31st March, 2022

(a) Contingent Liabilities :

i) Claims against the Company not acknowledged as debts in respect of:

a. Income Tax demands (under appeal)

27.74

69.04

b. Entry Tax (under appeal)

1.65

1.51

c. Custom Duty (Refer note 1(a) and 2 below)

1,220.51

1,220.51

d. Transmission Line Relinquishment (Refer note 1(b) below)

154.50

154.50

e. Electricity Duty (Refer note 3 below)

-

25.19

f. Central Sales Tax (under appeal)

13.10

-

g. Value Added Tax (Refer note 4 below)

1.51

-

Total

1,419.01

1,470.75

Notes:

1) (a) In Case of Raipur TPP, The Ministry of Power, Government of India vide letter dated 8th September,

2011 had granted Provisional Mega Power Status Certificate under the Mega Power Policy for construction of its 1,370 MW Thermal based Power Plant. In terms of the same, the Company has availed exemptions of duty of customs and excise duty upon submission of bank guarantees worth H960.01 Crores and pledge of margin money deposits of H59.67 Crores. The grant of final Mega power status of Raipur TPP is dependent upon plant achieving tie up for supply of power for 70% of its installed capacity through long term Power Purchase Agreements by way of competitive bidding and the balance through regulated market within stipulated time. The time period to achieve tie up for supply of power as prescribed in Mega Power Policy has been further extended to 156 months from the date of Import, till 12th September, 2024, by the Ministry of Power, Government of India vide amendment dated 7th April, 2022. The Management expects to comply the conditions and hence no adjustments are made.

(b) In case of Raipur TPP, the Company had entered into a bulk power transmission agreement ('BPTA') with Power Grid Corporation of India Limited ('PGCIL) dated 31st March, 2010 as per which the Company was granted Long term Access ('LTA') of 816 MW. However, owing to non-availability of PPA, which as per management is beyond the control of the Company, Raipur TPP was not in a position to utilise the LTA and has accordingly sought for surrender of the LTA, for which PGCIL has raised demand of H154.50 Crores towards relinquishment charges on the Company. However, the said claim will be subject to the outcome of the petition dated 7th September, 2020 filed by the Company before the APTEL.

2) For the Company's Udupi TPP and Tiroda TPP, matter on Custom Duty relating to March 2012 to February 2013 is contested at Customs, Excise and Service Tax Appellate Tribunal ("CESTAT”).

3) In case of Raigarh TPP, Chief Electrical Inspector, Government of Chhattisgarh ('CEIG'), has raised demand for electricity duty on auxiliary power consumption @15% of tariff instead of @ 10% as per the circular dated 12th August, 2016 from January 2015 to December 2021 along with interest. During the current year, the Company has received favourable order from Chief Electrical Inspector, Raipur Office

in the matter dated 1st June, 2022.

4) For company's Tiroda TPP, Joint Commissioner of State Tax (Adm), Nagpur Division, has raised demand of Value added tax relating to FY 13-14 along with interest.

ii) Apart from above, the Development Commissioner, Mundra has issued a show cause notice to the Company in case of Mundra TPP for the period FY 2009-10 to FY 2014-15 in relation to custom duty on raw materials used for generation of electricity supplied from SEZ to DTA, which amounts to H963.94 Crores. The Company has contested the said show cause notice. Further, the management is of the view that such duties on raw material are eligible to be made good to Mundra TPP under the PPA with Discoms or are refundable from the Authorities. Hence, the Company has not considered this as contingent liabilities.

iii) The Company has assessed that it is only possible, but not probable, that outflow of economic resources will

be required in respect of above matters.

As at

31st March, 2023

As at

31st March, 2022

(b) Commitments :

Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances)

7,809.65

174.93

Total

7,809.65

174.93

Note:

As at 31st March, 2023, capital commitment mainly includes commitment relating to Flue Gas Desulphurisation

project.

Others:

(i) The Company has given a commitment to lenders of Mahan Energen Limited (MEL) that it will not transfer its 49% equity holding in MEL outside the Adani Power Group, except with the prior approval of lenders.

42 Leases

The Company has lease contracts for land, Building and computer hardware used in its operations. Leases of these items have lease terms between 2 to 99 years. The Company is restricted from assigning and

subleasing the leased assets.

The weighted average incremental borrowing rate applied to lease liabilities is 8.50%.

44 The Company has incurred cost of H103.75 Crores for the development of Jitpur Coal Block mine in the earlier years and had also given performance bank guarantee of H92.90 Crores to the government authorities. Considering the long pendency of the matter relating to development of mine, the Company applied for surrender of the coal block to Nominated Authority and requested for refund of the costs incurred and release of the performance bank guarantee. The Nominated Authority vide its letter dated 17th September, 2021, accepted the surrender petition by the Company and ordered for invocation of bank guarantee along with obligation to fulfil antecedent liability. On 29th September 2021, the Hon'ble Delhi High Court, in response to petition filed by the Company, has stayed the invocation of the said performance bank guarantee and restrained the Nominated Authority from taking any coercive steps in the matter. Further the Hon'ble Delhi High Court vide its order dated 3rd March, 2022, instructed the Nominated authority that the said performance bank guarantee shall be returned within one week from the date of execution of "Letter of Intent of Coal Mines Production and Development Agreement” with a new bidder. The Nominated Authority has concluded the fresh e-auction of Jitpur Coal Block on 13th September, 2022 and allotted mine to new bidder on 13th September, 2022.

Earlier, the Company has submitted the details of costs / expenditure incurred towards development of mine with Nominated Authority, however based on allotment of mine to a new bidder, the Company expects a favourable resolution relating to cost realisation of Jitpur mine with Nominated Authority. The Company has also obtained legal opinion basis which it is reasonably confident to get compensation realised of the entire costs incurred towards the development of the coal mine in the subsequent period.

45 The Company through erstwhile subsidiary, Raipur Energen Limited ("REL') has incurred cost of H55.57 Crores and H30.75 Crores towards development of Talabira Coal mine and Ganeshpura Coal mine, respectively in

the earlier years.

In the above matter, earlier the Company had filed two writ petitions with Hon'ble Delhi High Court requesting surrender of the said mines in view of Union of India's ("UoI”) notification dated 16th April, 2015 stating capping of the fixed / capacity charges and also requested to refund the costs incurred along with the release of bid security. The Hon'ble Delhi High Court vide its single order dated 15th April, 2019 dismissed the petitions on the ground of delay in filling of writ petitions. Consequently, the Company filed petitions before Hon'ble Supreme Court to set aside the order of the Hon'ble Delhi High Court. Pending adjudication of the petitions, Hon'ble Supreme Court directed UoI and others vide its order dated 30th May, 2019 that no coercive action to be taken in these matters.

The management expects favourable resolution of these matters and is reasonably confident to realise the entire cost spent towards these coal mines as compensation in the subsequent periods.

46 The National Green Tribunal ("NGT") in a matter relating to non-compliance of environmental norms relating to Udupi TPP directed the Company vide its order dated 14th March, 2019, to make payment of H5.00 Crores as an interim environmental compensation to Central Pollution Control Board ("CPCB"), which was deposited by the Company with CPCB under protest, in April 2019 and expensed the same in the books. NGT vide its order dated 31st May, 2022 settled the matter and directed the Company to deposit an additional amount of H47.02 Crores with CPCB within 3 months from the date of order. The Company has recognised expense provision in the books of H47.02 Crores on conservative basis. The Company has filed petition with the Hon'ble Supreme Court dated 26th August, 2022 against the above referred NGT order. The Udupi TPP continues to operate in compliance with all the conditions under Environment Clearance as at reporting date.

47 (a) In respect of Power Purchase Agreement ("PPA / SPPA”) for Bid 2 with Gujarat Urja Vikas Nigam Limited

("GUVNL'), for supply of 1,234 MW power through Mundra TPP (as amended), the Hon'ble Supreme Court, vide its order dated 2nd July, 2019, had allowed appeal filed by the Company, for termination of long term PPA / SPPA with retrospective effect from the date of PPA i.e. 2nd February, 2007 and allowed the Company to claim compensatory tariff. Till reporting period ended 31st December, 2021, GUVNL was in appeal in the matter with Hon'ble Supreme Court and had filed the curative petition.

On 3rd January 2022, a settlement deed was entered between the Company and GUVNL to resolve all pending matters / disputes relating to Bid 1 & Bid 2 and as per the Settlement deed followed by Supplemental Power Purchase Agreement dated 30th March, 2022, GUVNL approached CERC to determine the base energy tariff rates for power sales under Bid 1 & Bid 2 SPPAs, with retrospective effect from 15th October, 2018, for submission to the Government of Gujarat ("GoG”). CERC vide its order dated 13th June 2022 recommended the base energy tariff rates for final approval of GoG which is pending as on reporting date. CERC order allows the Company and GUVNL to mutually agree on adoption of six monthly or monthly escalation index to apply over base energy tariff rate as on October 2018 for determination of subsequent period energy rates. Pending approval of the base energy tariff rate by GoG and the mutual agreement between the Company and GUVNL on methodology for escalation index, the Company has made adjustments in the revenue of H269.09 Crores based on prudent principles with conservative parameters. Presently, revenue in this matter has been recognised based on pass through of coal cost in a prudent and consistent basis as concluded through Supplemental Agreement dated 30th March, 2022.

(b) On 28th February 2023, a Supplemental Power Purchase Agreements ("SPPA”) has ben signed with

Dakshin Haryana Bijli Vitaran Nigam Limited and Uttar Haryana Bijli Vitaran Nigam Limited (collectively "Haryana DISCOMs”) in respect of its two existing Power Purchase Agreements ("PPA”) of net contracted capacity of 712 MW each (1424 MW in aggregate at Generation end). Under the terms of the SPPAs, the net capacity contracted with Haryana DISCOMs has been reduced to 600 MW each, or 1200 MW in aggregate, as delivered. This development allowed the Company to schedule power supply to Haryana DISCOMs using two dedicated Units of 660 MW each instead of all three units of Phase IV of Mundra TPP. This will also allow efficient recovery of alternate fuel costs in case of demand from Haryana DISCOMs exceeds domestic coal availability under the FSA. Further on 14th April, 2023, the Company has entered into long term PPA of 360 MW with MPSEZ Utilities Limited ("MUL') to be supplied from third unit of Mundra TPP Phase-IV.

The management believes that with majority of the tariff compensation claim issues relating to GUVNL and Haryana Discoms have been resolved, over a foreseeable future Mundra TPP of the Company would be able to establish profitable operations and meet its performance and financial obligations. Hence, based on the assessment of value in use of Mundra TPP, no provision / adjustment is considered necessary to the carrying value of its Mundra TPP related property, plant and equipment aggregating to H16,200.47 Crores as at 31st March, 2023.

(c) The Company has determined the recoverable amounts of the Power Plants (including goodwill allocated to respective Power Plants) over their useful lives based on the Cash Generating Units ("CGUs") identified, as required under Ind AS 36, Impairment of Assets on the basis of their Value in Use by estimating the future cash inflows over the estimated useful life of the Power Plants. Further, the cash flow projections are based on estimates and assumptions relating to tariff, operational performance of the Plants, availability of domestic coal under fuel supply agreement / coal linkage as per the directives of Competent Authority, life extension plans, market prices of coal and other fuels, exchange variations, inflation, terminal value etc. which are considered reasonable by the Management.

On a careful evaluation of the aforesaid factors, the Management of the Company has concluded that the recoverable value of such CGUs individually is higher than their respective carrying amounts as at 31st March 2023. However, if these estimates and assumptions were to change in future, there could be corresponding impact on the recoverable amounts of the Plants.

48 In respect of Mundra TPP, the Company has claimed tariff compensation claim (including carrying cost thereon) for additional cost incurred related to power generation against 1424 MW of Power Purchase Agreement due to shortfall in domestic coal based on supplies under Fuel Supply Agreements with Collieries of Coal India Limited's subsidiaries, against power supplied to Haryana Discoms based on favourable CERC Order dated 31st May, 2018 and 13th June, 2019 duly upheld by APTEL order dated 3rd November, 2020 and 30th June, 2021. However, Haryana Discom had filed an appeal with the Hon'ble Supreme Court against the aforesaid order of APTEL although the Company had recognised revenue supported by favourable order in respect of similar other matters. The Hon'ble Supreme Court after issuing interim relief order dated 16th February, 2021 passed its final orders dated 20th April, 2023 upheld all the matters which were concluded in the APTEL order towards tariff compensation claims relating to NCDP and SHAKTI policy respectively.

Based on final order of Hon'ble Supreme Court, there is no significant change in tariff compensation claims recognised on best estimate as per the orders of CERC / APTEL and management expects to fully realise

outstanding balances of such claims from the discom.

49 GUVNL vide its letter dated 21st May, 2021 has raised certain claims on the Company for excess energy injected during the period 1st April, 2017 to 31st October, 2020 from the 40 MW solar power plant at Bitta in terms of the power purchase agreement and has withheld H72.10 Crores against power supply dues in the previous year. GERC vide its order dated 3rd November, 2022 in the matter accepting the petition of the Company in the said matter and directed GUVNL to make payment of the amount withheld within three months from the date of order along with late payment surcharge as per PPA. However, GUVNL has filed an appeal with APTEL against the said order of GERC and the matter is pending adjudication. The management, based on GERC order, expects favourable outcome in the matter. As per interim order of APTEL, the Company has already received H51.75 Crores being 75% of the withheld amount subject to outcome of appeal with APTEL. The Management expects favourable resolution of this matter and is reasonably confident to realise the outstanding dues.

The Company's risk management activities are subject to the management direction and control under the framework of Risk Management Policy as approved by the Board of Directors of the Company. The Management ensures appropriate risk governance framework for the Company through appropriate policies and procedures and the risks are identified, measured and managed in accordance with the Company's policies and risk objectives. In the ordinary course of business, the Company is exposed to Market risk, Credit risk and Liquidity risk.

(i) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and commodity risk.

a) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company's exposure to the risk of changes in market interest rates relates primarily to the part of Company's debt obligations with floating interest rates. The Company manages its interest rate risk by having a mixed portfolio of fixed and variable rate loans and borrowings. To manage this, the Company enters into interest rate swaps, in which it agrees to exchange, at specified intervals, the difference between fixed and variable rate interest amounts calculated by reference to an agreed upon notional principal amount.

The sensitivity analysis have been carried out based on the exposure to interest rates for instruments not hedged against interest rate fluctuation at the end of the reporting period. The said analysis has been carried out on the amount of floating rate liabilities outstanding at the end of the reporting period. The year end balances are not necessarily representative of the average debt outstanding during the year. A 50 basis point increase or decrease represents management's assessment of the reasonably possible change in interest rates.

In case of fluctuation in interest rates by 50 basis points on the exposure of borrowings (having fluctuating rates i.e. exposed to changes in rates) of H20,735.47 Crores as on 31st March, 2023 and H23,494.30 Crores as on 31st March, 2022 respectively and if all other variables were held constant, the Company's profit or loss for the year would increase or decrease as follows:

For the year ended 31st March, 2023

For the year ended 31st March, 2022

Impact on Profit or Loss before tax for the year

103.68

117.48

Impact on Equity

103.68

97.69

b) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company's exposure to the risk of changes in foreign exchange rates relates primarily to the Company's operating activities and borrowings. The Company manages its foreign currency risk by hedging transactions that are expected to realise in future. The Company also enters into various foreign exchange hedging contracts such as forward covers, swaps, options etc. to mitigate the risk arising out of foreign exchange rate movement on foreign currency borrowings or trade payables.

Every one percentage point depreciation / appreciation in the exchange rate between the Indian rupee and U.S.dollar on the unhedged exposure of $ 56.53 million as on 31st March, 2023 and $ 87.48 million as on 31st March, 2022 would have affected the Company's profit or loss for the year

as follows:

For the year ended 31st March, 2023

For the year ended 31st March, 2022

Impact on Profit or Loss before tax for the year (net of amounts capitalised under Property, Plant and Equipment)

4.65

6.63

Impact on Equity

4.65

6.62

c) Commodity price risk

The Company is affected by the price volatility of coal prices, including imported coal, which is moderated by optimising the procurement under fuel supply agreement and getting compensated under long term power purchase agreements. Its operating / trading activities require the on-going purchase for continuous supply of coal and other commodities. Therefore the Company monitors its purchases closely to optimise the procurement cost.

(ii) Credit risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or

customer contract, leading to a financial loss.

The Company is having majority of receivables from State Electricity Boards which are Government undertakings and have interest clause on delayed payments and hence they are secured from credit

losses in the future.

The Company has issued financial guarantees to banks on behalf of and in respect of loan facilities availed by its subsidiaries. In accordance with the policy of the Company, the Company has recognised

these financial guarantees as liability at fair value (Refer note 22 and 29). Outstanding loans in the subsidiaries against the financial guarantee contracts given by the Company as at 31st March, 2023 is H9.477.45 Crores (Previous year H7,522.52 Crores).

(iii) Liquidity risk

The Company monitors its risk of shortage of funds using cash flow forecasting models. These models consider the maturity of its financial investments, committed funding and projected cash flows from operations. The Company's objective is to provide financial resources to meet its business objectives in a timely, cost effective and reliable manner and to manage its capital structure. A balance between continuity of funding and flexibility is maintained through internal accruals as well as adequately adjusting the working capital cycle and additional support from promoter Companies on need basis.

Maturity profile of financial liabilities :

The table below has been drawn up based on the undiscounted contractual maturities of the financial liabilities including interest that will be paid on those liabilities upto the maturity of the instruments.

i) The above ageing has been calculated based on due date as per terms of agreement. In case where due

date is not provided, date of transaction is considered.

ii) Includes H1,192.50 Crores (Previous year - H1,000.00 Crores) of Customers' bills discounted considered as

not due.

iii) Trade receivable includes certain balances which are under reconciliation / settlement with Discoms for

payment / closure.

iv) Also refer note 3(viii).

53 Capital management :

The Company's objectives when managing capital is to safeguard continuity, maintain a strong credit rating and healthy capital ratios in order to support its business and provide adequate return to shareholders through continuing growth. The Company's overall strategy remains unchanged from previous year.

The Company sets the amount of capital required on the basis of annual business and long-term operating plans which include capital and other strategic investments.

The funding requirements are met through a mixture of equity, unsecured perpetual securities, internal fund generation and other long term borrowings. The Company monitors capital and long term debt on the basis of

debt to equity ratio.

(i) Debt is defined as Non-current borrowings (including current maturities) and lease liabilities.

(ii) Capital is defined as Equity share capital, Unsecured perpetual securities and other equity including reserves

and surplus.

The Company believes that it will able to meet all its current liabilities and interest obligations in timely manner.

The Company's capital management ensure that it meets financial covenants attached to the interest bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank to levy penal interest as per terms of sanction. There have been no breaches in the financial covenants of any interest bearing loans and borrowings in the current year. No changes were made in the objectives, policies or processes for managing capital by the Company.

The fair value of the financial assets and financial liabilities included in the level 2 categories above have been determined in accordance with generally accepted pricing models based on a discounted cash flow analysis, with the most significant inputs being the discount rate that reflects the credit risk of counterparties. The most frequently applied valuation techniques include forward pricing and swap models, using present value calculations. The models incorporate various inputs including the credit quality of counterparties, foreign exchange spot and forward rates, yield curves of the respective currencies, currency basis spreads between the respective currencies, interest rate curves and forward rates curves of the underlying derivative.

57 As per para 4 of Ind AS 108 "Operating Segments”, if a single financial report contains both consolidated financial statements and the separate financial statements of the Parent Company, segment information may be presented on the basis of the consolidated financial statements. Thus, the information related to disclosure of operating segments required under Ind AS 108 "Operating Segments”, is given in Consolidated

Financial Statements.

58 (a) Defined Benefit Plan

The Company operates a defined benefit plan (the Gratuity plan) covering eligible employees, which provides a lump sum payment to vested employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective employee's salary and the tenure of employment.

ix. Asset Liability Matching Strategies

The Company has funded benefit plan and have purchased insurance policy, which is basically a year-on-

year cash accumulation plan in which the interest rate is declared on yearly basis and is guaranteed for a period of one year. The insurance Company, as part of the policy rules, makes payment of all gratuity

outgoes happening during the year (subject to sufficiency of funds under the policy). The policy thus, mitigates the liquidity risk. However, being a cash accumulation plan, the duration of assets is shorter compared to the duration of liabilities. Thus, the Company is exposed to movement in interest rate, which can result in a increase in liability without corresponding increase in the funded asset wherever applicable.

x. Effect of Plan on Entity's Future Cash Flows

a) Funding arrangements and Funding Policy

The Company have purchased an insurance policies to provide for payment of gratuity to the employees. Every year, the insurance company carries out a funding valuation based on the latest employee data provided by these Companies. Any deficit in the assets arising as a result of such

valuation is funded by these Companies.

b) Expected Contribution during the next annual reporting period

The best estimate of contribution during the next year is H9.55 Crores..

xi. The Company has defined benefit plans for Gratuity to eligible employees. The contributions for which are made to Life Insurance Corporation of India who invests the funds as per Insurance Regulatory Development Authority guidelines.

The discount rate is based on the prevailing market yields of Government of India securities as at the

balance sheet date for the estimated term of the obligations.

The expected contributions for Defined Benefit Plan for the next financial year will be in line with FY

2022-23.

The actuarial liability for compensated absences as at the year ended 31st March, 2023 is H47.64 Crores (As at 31st March, 2022 H45.06 Crores).

62 Du ring the financial year 2019-20, the erstwhile wholly owned subsidiary of the Company, Raipur Energen Limited (now amalgamated with the Company), had issued 4,15,86,207 nos. of 0.01% Compulsory Redeemable Preference shares (CRPS) of H100/- each amounting to H415.86 Crores. On account of amalgamation, the Company cancelled the CRPS and issued fresh CRPS on the same terms, The instrument is redeemable in 3 equal installments by 30th June, 2038. During the current year, dividend of H0.11 Crores for the period upto 31st March, 2022 has been paid. Further, the Board of Directors of the Company has proposed dividend of H0.04 Crores for the Financial Year 2022-23 which is subject to approval of the shareholders.

Considering CRPS as compound financial instrument, these are accounted for as liability of H71.37 Crores and other equity (under capital reserve) of H344.49 Crores on initial recognition. Interest on liability component is accounted for as interest expense, using the effective interest method.

63 Du ring the financial year 2021-22, the erstwhile wholly owned subsidiary of the Company, Adani Power (Mundra) Limited (now amalgamated with the Company), had issued 5,00,00,000 nos. of upto 5% Noncumulative Compulsory Redeemable Preference Shares ("NCRPS”) of H100 each amounting to H500 Crores and called H60 per share till the reporting date amounting to H300 Crores and balance to be called at discretion of the issuer. On account of amalgamation, the Company cancelled the NCRPS and issued fresh NCRPS on the same terms,

The instrument is redeemable at any time at the option of the Issuer but not later than 20 years from the date of issue. These NCRPS are separated into liability of H53.45 Crores and equity components of H246.55 Crores considering the instrument as compound financial instrument. Interest on liability component is recognised as interest expense using the effective interest method.

64 Amalgamation of Adani Power Maharashtra Limited ('APML'), Adani Power (Mundra) Limited ('APMuL'), Adani Power Rajasthan Limited ('APRL'), Udupi Power Corporation Limited (''UPCL'), Raipur Energen Limited (''REL'), Raigarh Energy Generation Limited (''REGL') (wholly owned subsidiary companies ("WOS")) with the Company:

The Ahmedabad Bench of the National Company Law Tribunal ('NCLT') vide its order dated 8th February, 2023, have approved the Scheme of Amalgamation (the "Scheme”) of wholly owned subsidiaries of the Company, viz, APML ("Tiroda TPP“), APRL ("Kawai TPP“), APMuL (“Mundra TPP“), UPCL (''Udupi TPP“), REL ("Raipur TPP") and REGL ("Raigarh TPP") with the Company with appointed date of 1st October, 2021, under section 230 to 232 and other applicable provisions of the Companies Act, 2013 read with the rules framed thereunder. The said Scheme has been effective from 7th March, 2023, on compliance of all the conditions precedent mentioned therein. Consequently, above mentioned wholly owned subsidiaries of the Company got amalgamated with the Company w.e.f. 1st October, 2021. Since the amalgamated entities are under common control, the accounting of the said amalgamation has been done applying Pooling of Interest method as prescribed in Appendix C of Ind AS 103 'Business Combinations' w.e.f the first day of the earliest period presented i.e. 1st April, 2021. While applying Pooling of Interest method, the Company has recorded all assets, liabilities and reserves attributable to the wholly owned subsidiary (ies) at their carrying values as appearing in the consolidated financial statements of the Company as per guidance given in ITFG Bulletin 9.

Further, pursuant to the Scheme of Amalgamation, the authorised share capital of the Company has been increased to H28,000.00 Crores (Previous Year - H5,000.00 Crores).

The previous year figures of Balance Sheet, Statement of Profit and Loss (including Other Comprehensive Income) and Statement of Cash Flows have been restated considering that the amalgamation has taken place from the first day of the earliest period presented i.e., 1st April, 2021 as required under Appendix C of Ind AS 103. Below is the summary of restatement of previous year figures:

65 Consequent to the amalgamation of the wholly owned subsidiaries into the Company with effect from appointed date 1st October, 2021, the current tax and deferred tax expenses for the year ended 31st March 2022 and for nine months ended 31st December 2022 as recognised in the books by the Company and merged subsidiaries, has been reassessed based on the special purpose financial statement of respective subsidiary company (ies) and the Company, respectively to give tax (credit) effect mainly on account of utilisation of carry forward tax losses and unabsorbed depreciation under the Income tax Act, 1961. Accordingly, tax expenses for the year ended 31 March 2023 of the Company include one-time deferred tax credit of H2,303.87 Crores and reversal of current tax provision of H768.33 Crores respectively.

During the year ended 31st March, 2023, Udupi TPP (erstwhile wholly owned subsidiary, Udupi Power Corporation Limited) has reassessed the deferred tax recoverable recognised since earlier years based on CERC tariff norms, as amount recoverable from beneficiaries. Based on such reassessment, the Company has fully reversed the recoverable amount of H215.43 Crores during the year ended 31st March, 2023 and corresponding deferred tax liabilities is also reversed.

66 No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other persons or entities, including foreign entities ("Intermediaries”) with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries). Further, No funds have been received by the Company from any parties (Funding Parties) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the funding party or provide any guarantee, security or the like on behalf thereof.

67 Du ring the year ended 31st March, 2023, a short seller report was published in which certain allegations were made involving Adani Group Companies, including the Company and its subsidiaries. A writ petition was filed in the matter with the Hon'ble Supreme Court ("SC”), and during hearing the Securities and Exchange Board of India ("SEBI'') has represented to the SC that it is investigating the allegations made in the short seller report for any violations of the various SEBI Regulations. The SC in terms of its order dated 2nd March, 2023 has also constituted an expert committee to investigate and also advice into the various aspect of existing laws and regulations, and also directed the SEBI to consider certain additional aspects in its scope. During the year ended 31st March, 2023 and subsequent to year end, the Company has also provided responses to various queries by the SEBI and the Stock Exchanges. The above-mentioned investigations are in progress as of date.

To uphold the principles of good governance, the Adani Group has undertaken review of transactions referred in the short seller's report (including those pertaining to the Company and its subsidiaries) and obtained opinions from independent law firms in respect of evaluating relationships with parties having transaction with the Company and its subsidiaries. These opinions also confirm that the Company and its subsidiaries are in compliance with the requirements of applicable laws and regulations. Based on the foregoing and pending outcome of the investigations as mentioned above, the financial statements do not carry any adjustments.

71 Recent Pronouncements:

Ministry of Corporate Affairs ("MCA”) notifies new standard or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. On 31st March, 2023, MCA amended the Companies (Indian Accounting Standards) Rules, 2015 by issuing the Companies (Indian Accounting Standards) Amendment Rules, 2023, applicable from 1st April, 2023, as below:

Ind AS 1 - Presentation of Financial Statements

The amendments require companies to disclose their material accounting policies rather than their significant accounting policies. Accounting policy information, together with other information, is material when it can reasonably be expected to influence decisions of primary users of general purpose financial statements. The Company does not expect this amendment to have any significant impact in its financial statements.

Ind AS 8 - Accounting Policies, Changes in Accounting Estimates and Errors

The amendments will help entities to distinguish between accounting policies and accounting estimates. The definition of a change in accounting estimates has been replaced with a definition of accounting estimates. Under the new definition, accounting estimates are "monetary amounts in financial statements that are subject to measurement uncertainty”. Entities develop accounting estimates if accounting policies require items in financial statements to be measured in a way that involves measurement uncertainty. The Company does not expect this amendment to have any significant impact in its financial statements.

Ind AS 12 - Income Taxes

The amendments clarify how companies account for deferred tax on transactions such as leases and decommissioning obligations. The amendments narrowed the scope of the recognition exemption in paragraphs 15 and 24 of Ind AS 12 (recognition exemption) so that it no longer applies to transactions that, on initial recognition, give rise to equal taxable and deductible temporary differences. The Company does

not expect this amendment to have any significant impact in its financial statements,

72 The Company does not have any transaction to report against the following disclosure requirements as notified by MCA pursuant to amendment to Schedule III:

1. Crypto Currency or Virtual Currency

2. Benami Property held under Benami Transactions (Prohibition) Act, 1988 (45 of 1988)

3. Registration of charges or satisfaction with Registrar of Companies

4. Related to Borrowing of Funds:

i. Wilful defaulter

ii. Utilization of borrowed fund and share premium

iii. Discrepancy in utilization of borrowings

iv. Discrepancy in information submitted towards borrowings obtained on the basis of security of

current assets

73 In the matter of acquisition of Essar Power MP Limited("EPMPL') through Insolvency and Bankruptcy Code, National Company Law Tribunal ("NCLT") has passed an order dated 1st November, 2021 approving the resolution plan. The Company acquired control over EPMPL w.e.f. 16th March 2022 on fulfilment of conditions precedent on infusion of agreed amount of equity capital of H 1 Crore alongwith upfront payment of H600 crores to the lenders. Subsequent to the acquisition, the name of EPMPL has been changed to Mahan Energen Limited ("MEL'). Further, transaction cost added to investment is H1.69 Crores.

74 The Code on Social Security, 2020 ('Code') relating to employee benefits during employment and post employment benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. However, the date on which the Code will come into effect has not been notified and the final rules/interpretation have not yet been issued. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period the Code becomes effective.

75 According to the management's evaluation of events subsequent to the balance sheet date, there were no significant adjusting events that occurred other than those disclosed / given effect to, in these financial

statements as of 5th May, 2023.