BCCI Annual Report 2021-22 Overview
BCCI Annual Report 2021-22 Overview
Annual Report
Marching
ahead with
new avenues
of funding as
new opportunities
open up
Highlights, 2020-21 1 Corporate overview
2 Corporate identity
`
4 Presence
5 Project portfolio
6 Business structure
Total Income
8 Key performance indicators
12 Operating landscape
15 Technology
16 People
EBITDA 18 Environment
` 27,016 Mn
19 Social
20 Governance
21 Corporate information
` 2 Statutory reports
22 Management discussion and analysis
Cash profit
30 Board’s report
3 Financial statements
74 Consolidated financials
` 544,426 Mn
Marching ahead with
new avenues of funding as
opportunities open up
The IRB Group is one of India’s leading integrated highway developers with rich domain
expertise, abundant in-house resources and industry experience of more than two
decades. For years, we have been spearheading the journey towards more bankable,
transparent and monitorable structures for the highway sector with regard to concessions,
processes and funding. Even during the pandemic, this journey continued as we sought out
new avenues to raise funds in the global markets, the first such venture by any highway
developer in India. The bond issue received overwhelming response from marquee
foreign institutional investors, thereby validating the strength and resilience of our
business model. We have also been constantly upgrading the efficiency and
workability of our private infrastructure fund, which finances several projects
in the country. Through our exploration of multiple funding opportunities,
operating models and technology interventions, we are showcasing the
important role private players like us can play in the development of
national infrastructure. We are proud to have played an exciting
role in India’s economic development and will continue to
deepen our involvement in the nation’s growth while
creating value for our stakeholders.
Corporate Identity
Constructing 12,975
new avenues lane kms
in BOT, TOT and HAM portfolio
` 544,426 Mn
paving new paths for India’s infrastructure
development for more than two decades. At IRB,
we aspire to deliver consistent value through our
Assets in operations and
capabilities in the construction, operation, and
implementation at Group level
maintenance of roads and highways across India, as
one of the leading infrastructure developers.
With our strong project portfolio of 12,975 lane kms* in the
Build-Operate-Transfer (BOT), Toll-Operate-Transfer (TOT), and
Hybrid-Annuity-Model (HAM) space, we stand out in the Indian
infrastructure sector. As part of our execution capabilities in the
roads and highways segments, we build flyovers, bridges, and
tunnels across India. ` 145,681 Mn
Even though FY21 was a challenging year due to the COVID-19 Order Book as on March 31, 2021
pandemic, we strengthened our portfolio and closed the year
with robust order book of ` 146 Billion. We are cognisant of the
importance of conservation of natural resources and operational
efficiency, thus, we have invested in cutting-edge technologies
and equipment to become a future-ready organisation.
Our ethos
Values
Projects in IRB
Maharashtra West Bengal
1 Mumbai - Pune 6 Palsit - Dankuni
2 Pune - Nashik Himachal Pradesh
7 Gujarat 7 Pathankot - Mandi
3 Ahmedabad - Vadodara
20 4 Vadodara - Kim
5 Gandeva - Ena
10
12
21 11
15
14
4 13
3
19 6
18 5
17
9
1 2
8
Projects in Private Invit
Maharashtra Rajasthan
8 Solapur- Yedeshi 13 Udaipur - Shamlaji
9 Yedeshi - Aurangabad 14 Chittorgarh - Gulabpura
15 Kishangarh - Gulabpura
Haryana
22 10 Kaithal - Rajasthan Border Karnataka
16 Karwar - Kundapura
16 Uttar Pradesh
11 Agra - Etawah
23
12 Hapur - Moradabad
Project portfolio
With the largest asset base in the road sector worth 540,000+ millions, we manage and
operate 12,975 lane kms across 23 assets.
Our 23 projects are held under three entities:
• IRB’s fully-owned 7 projects include 1 TOT, 3 BOT and 3 HAM projects
• Private InvIT owns 9 BOT projects, of which IRB owns 51% stake as a sponsor
• Public InvIT owns 7 BOT projects, of which IRB owns 16% stake as a sponsor
Sr. No. Name of TOT Project Client State Lane Kms. Project Cost (in Mn) Status Concession Period*
15 years after
7 Pathankot – Mandi NHAI Himachal Pradesh 115 8,280 FC** is underway construction period
Other holdings
Shareholding pattern as on March 31, 2021 Top 5 Non Promoter Shareholders as on March 31, 2021
Robust outcomes of
our sustainable
model
Cash & Cash equivalent (C in Million) Key highlights of Offshore Bond Issue
FY17 15,338
` 2,330,830 Mn
of a healthy economy. Roads, H 1.10 Billion had been completed.
bridges, steel, fiber optic link The Ministry of Road Transport
Allocated for transportation supply chains, power businesses, and Highways had built 853 km of
infrastructure by Union Budget generate employment and create national highways by April 2021,
2021-22 opportunities for the inclusive compared to 210 km in April 2020.
growth of communities by linking National highway construction
remote corners of the country. touched an all-time high of 37
The Government of India has km per day in FY21, and the
placed high priority on infrastructure government has set a target of
development in different 40 km per day for FY22.
segments – rail, road, even
1,181,010 Mn
waterway development (eg. Growth drivers
`Allocated towards road transport
Sagarmala project). • Plan by the National Highway
Authority of India (NHAI) to
Among these various infrastructure construct model national
segments, urban development highways of 57 km stretch near
and transport infrastructure are each state capital to serve as
the two key segments. With a total example for engineers involved
length of 5.89 Million km, India in highway construction
boasts the world’s second-largest • Streamlining of land acquisition
road network. The Government of and acquisition of major portion
India allocated H 2,330,830 Million of land prior to invitation of bids
7,400 to improve the transportation
infrastructure, giving the sector a
• Award of projects after
adequate project preparation
Projects in National major boost in Union Budget in terms of land acquisition,
Infrastructure Pipeline 2021-22. The government has clearances etc.
increased the number of projects in • Disposal of cases in respect
the National Infrastructure Pipeline of Change of Scope (CoS) and
(NIP) to 7,400 from 6,800+ projects Extension of Time (EoT) in a
at the time of its launch. time-bound manner
40 kms/day • Target of ` 15 Billion to be spent
in road construction over the
Construction target set by the next two years according to the
Ministry of Road Transport & Ministry of Road Transport &
Highways in FY22 Highways
• Government to set up a National
Bank for Financing Infrastructure
and Development to fund
Ensuring
sustainable growth
Our ability to tap the markets for capital raise was once again proved this year by our maiden overseas
bond issue, the first by any Indian highway developer. This was complemented by the fundraise for our
private infrastructure trust backed by GIC affiliates. With our debts serviced, and liabilities restricted to
wholly-owned projects and businesses, we are poised to take up growth opportunities with a bigger appetite
and stronger balance sheet.
Technology
From improved materials, use of automation systems has aided the Company’s procurement
and machine control technologies to superior processes, tracking abilities and resource optimisation,
management techniques that reduces the turnaround resulting in enhanced productivity and increased
time, the use of modern technology has been critical efficiency. Additionally, our pan-organisation Information
to our success. Management System ensures reduced response time to
From the beginning, we have placed enormous critical issues.
emphasis on being a tech-driven organisation. We IRB Group also has a large inventory of its own
constantly upgrade our technologies to streamline construction equipment that aid in reducing project
procedures and accelerate our execution abilities. delivery time, besides ensuring quality control and cost
The adoption of technology-based and supported optimisation.
Nurturing talent,
growing together
At IRB, we believe that our people are our brand ambassadors. Their efforts and commitment are
essential to our long-term growth and success.
Employee engagement
Employee engagement at IRB is held on mutual trust
and reflects a two-way commitment. We are a people
first organisation and have adopted HR policies
that encourage and reinforce an open, diverse and
collaborative work culture. We ensure that our employees
can freely approach their seniors right to the top
management with their problems and we guarantee that
these will be addressed.
Skill development
We have always had a pool of highly trained and
experienced workforce, ready to take on
responsibilities. We provide them continuous skill
up-gradation opportunities. We have grown from a few
hundred to over 6,000 employees, and have always
strived to be the ‘Employer of choice’. We provide the
following to our staff:
Even though infrastructure development promotes processes in line with the quality and safety
a country’s economic prosperity, it can have a standards, ensuring waste reduction and efficient
negative impact on the environment because it use of raw materials
necessitates deforestation for the construction of • Replaced conventional machineries and equipment
highways and railroads. We, at IRB, work towards a with cost-effective and technology-enabled ones
progressive economy through infrastructure that ensure reduction of our carbon footprint
development that undertakes measures and practices • Undertook water conservation measures such
that best preserve the environment. as drip irrigation for watering median plants and
rainwater harvesting among other steps to reduce
Efforts towards environment preservation water usage
• Minimised cutting of trees and started replanting
trees in accordance with the forest laws
• Use of recycled products in our construction
Social
Empowering local
communities
At IRB, we believe in promoting inclusive growth and creating a positive impact on society. Our CSR policy,
implemented under the guidance of our Board, empowers communities through the promotion of education,
healthcare and gender equality.
Promoting education
Established IRB schools in Rajasthan and Punjab
Committed to enhance opportunities for the underprivileged sections of society, we
have built IRB schools in Rajasthan and Punjab to provide free education. These
595 students
of underprivileged
schools offer high-quality education from the pre-primary level to Class VIII to 595 communities served through
students, of which 315 students are in IRB Rajasthan and 280 students are in Punjab IRB schools
Best-in-class facilities
IRB schools have modern infrastructure, including ventilated and well-lit classrooms, Online classes
potable and filtered drinking water, hygienic facilities, along with CCTV monitoring at IRB schools during
system to provide a safe and nurturing learning environment for children. Our schools COVID-19
continue to provide online classes while schools are closed due to COVID-19
70.25 Mn
• Financial support for promising sports persons and artists
• Promotion of educational and cultural activities in several engineering
and educational institutes through sponsorship of relevant activities Allocation towards CSR
• Support to NGOs involved in furthering Swachh Bharat Mission initiatives in FY 2020-21
• Provided state-of-the-art mobile diagnostic centre for cancer screening,
mammography and vision restoration in the rural areas of Thane district
of Maharashtra.
Corporate information
Out of the total expected capital expenditure of ` 111 The programme focuses on optimising efficiency of
lakh crore, projects worth ` 44 lakh crore (40% of NIP) freight and passenger movement across the country
are under implementation, projects worth ` 33 lakh by bridging critical infrastructure gaps through effective
interventions like development of Economic Corridors, FASTag implementation has also reduced the wait time
Inter Corridors and Feeder Routes, National Corridor at National Highway fee plazas significantly, resulting
Efficiency Improvement, Border and International in enhanced user experience. In order to ensure that
Connectivity roads, Coastal and Port Connectivity roads the payment of fees at Toll Plazas is through electronic
and Green-field expressways. Multi-modal integration is means only and vehicles pass seamlessly through
also built into this programme. Projects with aggregate the Fee Plazas. The FASTag drive has been very well
length of approximately 13,171 kms were already been supported by the highway users as it has achieved over
awarded under Bharatmala Pariyojana (including residual 95% penetration with more than three crore users in the
NHDP Works) till November 2020, while projects with country. Many of the toll plaza have even reached about
length 2,587 kms were under bidding. Additionally, work 99% penetration. Toll collection through FASTag has seen
on preparation of Detailed Project Reports for about a consistent growth, crossing ` 100 crore per day mark.
13,233 kms was under progress.
1.3 Growth drivers
Details of NH length constructed per day during last To accelerate the pace of construction, several initiatives
seven years and during FY 21: have been taken to revive the stalled projects and
expedite completion of new projects:
Pace
Year Length in kms
(kms per day) • Identification of Model National Highway in the state
FY 2014-15 4,410 12.08 for development by the government.
FY 2015-16
FY 2016-17
6,061
8,231
16.56
22.55
• Streamlining of land acquisition and acquisition of
major portion of land prior to invitation of bids
FY 2017-18 9,829 26.93
FY 2018-19 10,855 29.74 • Award of projects after adequate project preparation in
FY 2019-20 10,237 27.97 terms of land acquisition, clearances etc.
FY 2020-21 13298 36.43
• Disposal of cases in respect of Change of Scope (CoS)
and Extension of Time (EoT) in a time-bound manner
The pace of highway construction in the country
has touched a record ~37 kms per day in FY 21. • Procedure for approval of General Arrangement
Despite COVID-19 impact, the annual project award Drawing for ROBs simplified and made online
has been increased by the Ministry by 38% in past
three years from 5,494 kms in FY 19 to 10,467 kms in •
Close coordination with other Ministries and
State Governments
FY 21. The cumulative cost of ongoing project works has
increased by 54% at the end of FY 21 compared to FY • One-time fund infusion
20. Projects having length of ~64000 kms and more than
2100 projects are ongoing in FY 21. There is continuous • Regular review at various levels and identification/
removal of bottlenecks in project execution
upward momentum in road construction having CAGR of
20% plus. In FY 21 more than 13,000 kms of roads are • Proposed exit for Equity Investors
constructed from 4,410 kms in FY 15.
• Securitisation of road sector loans
Despite the fact that construction came to a halt in • Disputes Resolution mechanism revamped to avoid
April 2020 due to the lock-down on account of the delays in completion of projects
COVID-19 pandemic, NHAI set a new record by building
4,192 kms of National Highways in FY 21. This was about • As an integral part of Atmanirbhar Bharat, the
various relief measures have been taken by
5% higher than the construction in FY 20 and 24% more
the MoRTH for providing relief to Contractors/
than the level achieved in FY 19. Continuing the same
Developers/Concessionaires of Road Sector from the
trend with the development of 4,192 kms of National
impact of COVID, subsequent lockdown and other
Highways during FY 21, the NHAI has achieved an
measures taken to prevent spread of COVID
all-time high construction since its inception in 1995.
• Mandatory Electronic toll collection through FASTag
NHAI has awarded 141 projects with combined length of with effect from February 15, 2021.
4,788 kms in FY 21, the highest in the last three years,
compared with 3,211 kms in FY 20 and 2,222 kms in • Forfaster settlement of claims through conciliation
and reduce liabilities, NHAI has rigourously started
FY 19. The capital cost of the projects awarded in FY 21
the process of conciliation by constituting three
amounted to ` 1,71,226 crore, the highest ever, compared
Conciliation Committees of Independent Experts
with ` 81,324 crore in FY 20 and ` 64,009 crore in
(CCIE) of three members each
FY 19. In terms of lane kilometre, NHAI has constructed
18,500 lane kms (50 lane kms/day) during FY 21, In addition, there are a few more initiatives that will drive
40% more than in FY 20 and 91% more than in FY 19. growth for the infrastructure sector in India:
Capital expenditure by NHAI for development of highway
infrastructure reached an all-time high of ` 1,28,000 Massive infrastructure push: The Government of India
crore during FY 21, 23% higher compared to such has given a massive push to the infrastructure sector.
spending in FY 20. The total budgetary outlay increased by 5.5 times, from
` 33,414 crore in FY 15 to ` 1,83,101 crore for FY 22.
and East-West (NS-EW) corridors are expected to carry The government is implementing various projects across
the majority of the freight traffic on roads. Further, about the length and breadth of the country to solve the woes
8,000 kms of inter-corridors and about 7,500 kms of of the common man. The MoRTH has introduced notable
feeder routes have been identified for improving the trends that will make India take a leadership position in
effectiveness of economic corridors, GQ and NS-EW road infrastructure in the times to come.
corridors. The programme envisages the development of
ring roads/bypasses and elevated corridors to decongest 2. Company and business overview
the traffic passing through cities and enhances 2.1 Company overview
logistic efficiency. 28 cities have been identified for IRB Infrastructure Developers Limited (IRB) was
ring roads and 125 choke points and 66 congestion incorporated in 1998. The Company is among India’s
points have been identified for their improvements. leading infrastructure developers specialising in
Further, to reduce congestion on proposed corridors, roadways and highways. It enjoys robust in-house
enhance logistic efficiency and reduce logistics costs of integrated project execution capabilities — Engineering,
freight movements, 35 locations have been identified for Procurement and Construction (EPC) and Operation and
development of multimodal logistics parks. Maintenance (O&M)— across all its business verticals:
The Bharatmala Pariyojana (approved for estimated 1. Build Operate Transfer (BOT)
cost of ` 6,92,324 crore including other ongoing
schemes) is to be funded from cess (` 2,37,024 crore) 2. Hybrid Annuity Model (HAM)
collected form petrol and diesel (as per Central Road &
Infrastructure Fund Act, 2000; erstwhile CRF Act, 2000), 3. Toll-Operate-Transfer (TOT)
amount collected from toll (` 46,048 crore) apart from
additional budgetary support (` 59,973 crore), expected The Company is a pioneer in the road BOT business and
monetisation of NHs through TOT (` 34,000 crore), thus enjoys first-mover advantage. It is India’s largest
Internal & Extra Budgetary Resources (IEBR) (` 2,09,279 road BOT operator with a rich portfolio of 23 projects,
crore ) and private sector investment (` 1,06,000 crore) including 19 BOT, 1 TOT and 3 HAM project. The BOT
as per Financing Plan up to 2021-22 . segment includes three projects under tolling in the parent
company, nine projects under Private InvIT with O&M
Development of Phase-I of Bharatmala Pariyojana contracts and seven projects under O&M contracts as a
project manager for the Public InvIT Fund. The Company
Sr. Cost also has the largest TOT – Mumbai-Pune Expressway
Scheme Length (kms)
No. (` crore) – to its credit. Altogether, it has ~20% share of the GQ
1 Economic Corridors 9,000 1,20,000 Highway Network under various stages. Over the years,
2 Inter-Corridors & feeder roads 6,000 80,000 the Company has developed rich in-house expertise in
3 National Corridor 5,000 1,00,000 both its EPC and O&M verticals.
Efficiency improvement
4 Border & International 2,000 25,000
The Company’s clients primarily comprise government
connectivity roads
5 Coastal & port 2,000 20,000 agencies like MoRTH and NHAI, among others.
connectivity roads
6 Expressways 800 40,000 IRB is strategically growing its presence beyond its
Sub Total 24,800 3,85,000 stronghold states of Maharashtra and Gujarat and over
7 Ongoing Projects, 10,000 1,50,000 the years, it has established a strong foothold in eight
including NHDP more states, including Punjab, Rajasthan, Uttar Pradesh,
Total 34,800 5,35,000
Karnataka, Haryana, Tamil Nadu, West Bengal and
Himachal Pradesh.
1.7 Outlook
The roads and highways sector is expected to take a
On a per lane kms basis, IRB’s geographic spread is 25%
mighty blow from the nationwide lockdown to contain
in Maharashtra, 20% in Rajasthan, 11% in Uttar Pradesh,
the COVID-19 pandemic. This has pushed back a
19% in Gujarat, 11% in Karnataka, 5% in Haryana, 3%
much-anticipated economic recovery this fiscal by
each in Punjab and West Bengal, 2% in Tamil Nadu and
bringing it to a standstill. The Union Minister for Road
1% in Himachal Pradesh.
Transport & Highways and MSMEs, Shri Nitin Gadkari, in
his communication dated 7th May 2020, has set a
2.2 Business overview
target of constructing roads worth ` 15 lakh crore in the
2.2.1 Construction and development (EPC)
next two years.
During the reporting year, IRB successfully constructed
more than 12,975 lane kms of highways on a BOT basis,
Furthermore, there are tremendous opportunities in the
of which it owns and operates 8,920* lane kms and
near and long term for the infrastructure space in India.
manages 4,055 lane kms under InvIT Assets as a project
The government’s ambitious infrastructure development
manager. Currently, the Company has 3,479# lane kms
programmes provide significant opportunities for
under construction, including improvement of national
investors and market players to help transform the
highways and sections of the GQ Highway Network.
sector and partner India’s socio-economic progress.
Robust demand, higher investments, attractive
* Includes lane kms of nine BOT projects transferred to
opportunities and policy support changed the face
IRB Infrastructure Trust in FY 20
of the road sector in the country within three years.
The Company has an integrated approach towards 2.2.4 Sponsor of IRB Infrastructure Trust
project execution and involves in-house construction, IRB has incorporated a private InvIT viz. IRB Infrastructure
as well as O&M activities with least outsourcing. It owns Fund in August 2019 and continues to act as the sponsor
a range of advanced equipment and skilled workforce and the project manager.
that enables it to complete projects within set times and
budget. The expert talent pool also helps the organisation IRB has transferred nine of its BOT assets into the Private
manage its entire tolling and maintenance functions InvIT in which IRB continues to hold stake of 51%.
in-house. Besides, its state-of-the-art IT infrastructure The portfolio spans across ~5,900 lane kms in Haryana,
strengthens its integrated business model. Uttar Pradesh, Rajasthan, Maharashtra and Karnataka.
All nine assets in the portfolio are revenue-generating
In financial year 2021, IRB won three projects i.e. assets. As a part of the transaction, GIC affiliates has
VM7 (HAM), Pathankot Mandi (HAM) and Dankuni Palsit acquired 49% of the Trust. The investment proceeds has
(BOT) under competitive bidding mechanism. IRB expects been used for deleveraging the portfolio and for equity
to earn a construction EBITDA margin in the range of c. funding for the under-construction projects.
21% - 25% from execution of these projects. With this,
IRB strengthened its order book further to end 2021 at 3 Financial Analysis
` 145,681 million. Of this, the construction order book 3.1 BOT Assets
would be executed over the next two years. As is the norm for financing highway BOT projects,
debt funds from project lenders are the major source of
IRB has achieved Financial Closure for VM7 HAM funding. The project lenders have reposed trust in the
project and is awaiting Appointed Date. Further, IRB Company’s financial strength, demonstrated by healthy
has received Letter of Awards for both the latest wins growth in internal accruals and net worth. Besides, they
namely, BOT project of Six laning of National Corridor have also shown faith in the Company’s project execution
NH-19 from Palsit to Dankuni (up to NH-6 Connector) capabilities. This trust of the project lenders has played
from km. 588.870 to km. 652.700 (total design length a primary role in helping IRB achieve the required
63.830 km) in the State of West Bengal and HAM financial closure.
project for Rehabilitation and Upgradation to Four Lane
configuration and Strengthening of Punjab/HP Border IRB invested in projects that were under construction and
to Mo from kms 11.000 to kms 42.000 (Design Length are now in operation. With this, it has augmented capacity
28.700 kms) of NH-20 (New NH-154) of Pathankot-Mandi to invest in new projects that may be secured on a
Section (Package - IA) diligent evaluation of their risks and commercial viability.
Internal accruals were robust even after providing for
The Company’s BOT (toll) projects, Yedeshi Aurangabad debt repayments post impact of COVID-19.
and Agra Ethawah, have been issued CODs by NHAI in
Sept, 2020 and Nov, 2020 respectively. Consequently, The total consolidated income for FY 21 stood at
toll rates for the SPV increased and the SPVs started ` 54,875 million as against ` 70,472 million in FY 20
collection of toll at revised toll rates. Further, other registering a decline of 22%. The consolidated toll
projects under implementation are progressing largely revenues for FY 21 has decreased to `15,594 million
as per schedule except COVID-19 lockdown related from ` 17,232 million FY 20 registering a decline of 10%.
delays and are expected to be completed within their The consolidated construction revenues for FY 21 has
stipulated timelines. decreased to ` 37,392 million as against ` 51,290 million
in FY 20 registering a decline of 27%.
2.2.2 Toll O&M
IRB has 19# projects under O&M. With its in-house EBITDA for FY 21 decreased to ` 27,016 million from
expertise in handling BOT O&M on-road projects, the ` 31,664 million in FY 20 registering a decline of 15%.
Company routinely carries out maintenance of toll roads.
Interest costs has increased to ` 16,924 million in FY 21
# Inclusive of seven BOT projects transferred to IRB InvIT from ` 15,644 million in FY 20 increased by 8%.
Fund in FY 18 and nine BOT projects transferred to IRB
Infrastructure Trust in FY 20. The Company is the project Depreciation has increase to ` 5,817 million in FY 21 as
manager for both these entities. against ` 4,683 million in FY 20 increased by 24%.
2.2.3 Sponsor of IRB InvIT Fund PBT excluding extraordinary income has decreased to
IRB launched the first public InvIT of the country, IRB InvIT ` 4,274 million in FY 21 from ` 11,337 million in FY 20,
Fund, in May 2017 and continues to act as the sponsor registering a decline by 62%.
and the project manager.
PAT after share of loss from JV has decreased to
It transferred six assets at the time of IPO in May 2017 ` 1,171 million in FY 21 from ` 7,209 million in FY 20,
and seventh asset in September 2017. IRB owned ~16% declined by 84%.
stake in the Trust, as on March 31, 2021. During the
fiscal, the Company received total distribution of ` 723
Earnings per share on basic and diluted basis excluding entry barriers, thereby limiting competition. As a
extraordinary income decreased to `3.33 for FY21 from prudent strategic initiative, IRB will continue to bid
` 20.51 in FY 20, registering a decline of 84%. for projects based on their financial, operational and
execution viability.
Key financial ratios
2. Availability of capital and interest rate risk
Particulars FY21 FY20
Infrastructure projects are typically capital intensive
Return on Net Worth (%) 2% 11% and require high levels of long-term debt financing.
Return on 9% 19%
IRB intends to pursue a strategy of continued
Capital Employed (%) investments in infrastructure development projects.
Debt Equity ratio 2.44 1.14
In the past, the Company has been able to infuse
equity and arrange for debt financing on acceptable
Net Debt to Equity ratio 1.99 0.76
terms for the projects. However, IRB believes that its
Net profit margin (%) 2% 10% ability to continue to arrange capital requirements
depends on various factors. These factors include
The above financial analysis and key financial ratios of timing and internal accruals, timing and size of the
FY 21 vis-a-vis FY 20 are not comparable due to the projects awarded, credit availability from banks and
impact of the pandemic in FY 21 and transfer of nine financial institutions, and the success of its current
project assets to Private InvIT from March 01, 2020. infrastructure development projects. Besides, there
Accordingly, consolidation has been done for the partial are several other factors outside its control.
period in FY 20.
The Company’s strong track record has enabled it to
4 Key competitive advantage raise funds at competitive rates thus far. In addition,
IRB’s competitive edge stems from the following: the credit rating outlook has improved from Stable
to Positive, which has helped maintain the average
• Proven track record of completing all phases of BOT cost of debt at ~9.25% per annum.
projects in the highway sector within timeline
3. Traffic growth risk
• Robustorder book of ` 145,681 million (as on
Toll revenue is a function of toll rates and
March 31, 2021)
traffic growth.
• Market leader with the largest domestic BOT project
portfolios in the roads and highways sector Toll rates: The Government plans to link toll rate
increases to changes in the Wholesale Price Index
• Strong financial track record; healthy relationships with (WPI). Toll rates of the Company’s projects awarded
leading banks/financial institutions
after 2008 are decided based on a formula, which
• Integrated and efficient project execution, supported is 3% fixed plus 40% of WPI. The Company’s other
by a comprehensive equipment pool projects including state highway projects have
fixed annual or periodical increase clause in their
• Professionally managed Company with a qualified and concession agreement.
skilled employee base
• One of the few infrastructure companies to have 4. Traffic
successfully implemented SAP Rapid economic development increases traffic
growth while low economic activity has a negative
• One of the leading global sovereign funds as a
impact on traffic volume. Most of the Company’s
long-term partner for 49% stake in Pvt InvIT
projects are part of India’s GQ corridor or are key
5 Risks and challenges connectors between India’s busiest highways
The Company’s ability to foresee and manage business or economic/social hubs and carries long
risks is crucial to its efforts to achieve favourable results. distance freight.
Although management is positive about the Company’s
long-term outlook, it is subject to a few risks and This includes the Ahmedabad-Vadodara, Kishangarh
uncertainties, as discussed below: - Gulabpura, Gulabpura - Chittorgarh, Udaipur -
Rajasthan/Gujarat border road projects, among
1. Competition risk others. For their strategic connectivity, industrial
Attractive growth opportunities exist in the road growth and development of the Delhi - Mumbai
construction sector, especially with the government industrial corridor along these projects are expected
going full throttle on infrastructure development to boost the traffic growth momentum in the coming
with the Bharatmala Pariyojana. This may increase years, partially offsetting the risk of a slowdown in
the number of players operating in the industry. traffic growth. Moreover, pickup in economic activity
However, the Company is confident about retaining and the implementation of Bharatmala Pariyojana
its competitive edge, backed by its industry-leading will lead to higher traffic growth in the roads sector.
experience in the roads and highways sector. With the passage of time, even road projects that
Further, the Company has carved out a niche in have been witnessing muted traffic growth could
the BOT segment. Higher competencies including benefit from the uptick in economic growth.
financial strength required for this segment create
what actually occurs in the future. As a result, actual could be incorrect. The Company and their respective
gains or losses could materially differ from those that affiliates/advisors do not have any obligation to update or
have been estimated. Forward-looking statements and otherwise revise any statements reflecting circumstances
projections reflect current views as of the date hereof arising after the date hereof or to reflect the occurrence
and are not a guarantee of future performance or of underlying events, even if the underlying assumptions
returns to investors. These statements and projections do not come to fruition. There can be no assurance
are based on certain beliefs and assumptions, which that the expectations reflected in the forward-looking
in turn are based on currently available information. statements and projections will prove to be correct.
Although the Company believes the assumptions upon Given these uncertainties, readers are cautioned not to
which these forward-looking statements and projections place undue reliance on such forward-looking statements
are based are reasonable, any of these assumptions and projections and not to regard such statements to
could prove to be inaccurate, and the forward-looking be a guarantee or assurance of the Company’s future
statements and projections based on these assumptions performance or returns to investors.
Dear Stakeholders,
Your Directors have pleasure in presenting their 23rd report on the business and operations, along with the audited financial
statements of your Company, for the year ended March 31, 2021.
(Amount in ` Millions)
Consolidated Standalone
Particulars Year ended Year ended Year ended Year ended
March 31, 2021 March 31, 2020 March 31, 2021 March 31, 2020
Total Income 54,875.30 70,471.79 30,700.58 41,622.94
Total Expenditure 50,601.15 59,134.92 28,674.09 37,924.60
Profit before exceptional items and tax 4,274.15 11,336.87 2,026.49 3,698.34
Less: Share of loss from joint ventures 1,657.96 158.42 - -
Profit before exceptional items and tax 2,616.19 11,178.45 2,026.49 3,698.34
Add: Exceptional item - 573.87 - (16.48)
Profit before tax 2,616.19 11,752.32 2,026.49 3,681.86
Less: Provision for tax
Current tax 1,862.39 4,319.26 47.15 887.54
Deferred tax (417.69) 224.43 94.24 2.30
Profit for the year 1,171.49 7,208.63 1,885.10 2,792.02
Add: Profit at the beginning of the year 52,262.46 45,170.05 13,564.81 10,775.14
Transfer from Other comprehensive income -- Re-measurement (loss) - (46.48) - (3.71)
on defined benefit plans (net of taxes)
Re-measurement (loss)/gain on defined benefit plans during (14.61) (23.94) 0.52 0.07
the year
Tax on defined benefit plans during the year 3.68 4.35 (0.12) 1.29
Profit available for appropriation 53,423.02 52,312.61 15,450.31 13,564.81
Appropriations:
Final Dividend (1,757.25) - (1,757.25) -
Tax on interim equity dividend - (50.15) - -
Balance Carried Forward to Balance Sheet 51,665.77 52,262.46 13,693.06 13,564.81
Your Company has not proposed to transfer any amount to the There is no change in the nature of business of the Company,
General Reserves. during the year under review.
• Acuite Ratings & Research Limited has assigned its ‘ACUITE AA-/Stable’ rating to proposed bank facilities of the Company of
` 26,000 millions.
BORROWINGS
As on March 31, 2021, your Company’s (Standalone) fund based facilities availed stood at ` 63,902.83 millions and non-fund
based credit facilities availed stood at ` 3,122.40 millions.
During the year, the Company has issued and allotted Non-convertible debentures on private placement basis as under:
Sr.
Issue Name Face value Issue Size Date of allotment
No.
1. 9.55% Secured, Redeemable, Listed, Rated `10 lakh each ` 200 Crores May 21, 2020
Non-Convertible Debentures
2. 9.55% Secured, Redeemable, Listed, Rated `10 lakh each ` 300 Crores June 15, 2020
Non-Convertible Debentures
3. 10% Secured, Unlisted, Unrated, ` 1 lakh each ` 750 Crores June 16, 2020
Non-Convertible Debentures
4. 9.55% Secured, Redeemable, Listed, Rated `10 lakh each ` 200 Crores June 29, 2020.
Non-Convertible Debentures
5. 9.55% Secured, Redeemable, Listed, Rated `10 lakh each ` 200 Crores July 2, 2020
Non-Convertible Debentures
6. 9.55% Secured, Redeemable, Listed, Rated `10 lakh each ` 150 Crores July 8, 2020
Non-Convertible Debentures
7. 9.55% Secured, Redeemable, Listed, Rated `10 lakh each ` 200 Crores July 17, 2020.
Non-Convertible Debentures
8. 9.927% Unlisted, Unrated, Secured, Redeemable `1 lakh each for cash at a ` 2,184.55 Crores February 22, 2021
Non-Convertible Debentures discount of 0.2845%
The object and purpose of the Private Trust, as described in the Indenture of Trust, is to carry on the activity of an infrastructure
investment trust under the InvIT Regulations. Further, the Company had transferred Nine Project SPVs to IRB Infrastructure
Trust in which the Company holds 51% stake while investors holds the remaining stake of 49%. Accordingly, the Private Trust
owns, builds, operates and maintains a portfolio of nine toll-road assets in the states of Haryana, Uttar Pradesh, Rajasthan,
Gujarat, Goa, Maharashtra and Karnataka in India. These toll roads are operated and maintained pursuant to concessions
awarded by the NHAI.
The Company acting as the Project Manager of the Private Trust, has received Work Orders for Engineering, Procurement and
Construction works (“EPC”) in relation to the relevant project and Operation & Maintenance (O&M) work of the Project SPVs of
the Private Trust for 10 years as per Project Implementation Agreements. These Work Orders would result in improved visibility
in consolidated Order Book of the Company over 10 years.
seeking Member’s ratification for the remuneration payable to SIGNIFICANT AND MATERIAL ORDERS PASSED BY
Mrs. Netra Shashikant Apte, Cost Auditor is included in the THE REGULATORS OR COURTS
Notice convening the Annual General Meeting. There are no significant & material orders passed by the
Regulators/Courts which would impact the going concern
SECRETARIAL AUDIT status of the Company and its future operations.
Pursuant to the provisions of Section 204 of the Companies
Act, 2013 and the Companies (Appointment and Remuneration RISK MANAGEMENT POLICY
of Managerial Personnel) Rules, 2014, the Company had The Company has in place a mechanism to identify, assess,
appointed M/s. Makarand M. Joshi & Co., a firm of Company monitor and mitigate various risks to key business objectives.
Secretaries in Practice to undertake the Secretarial Audit Major risks identified by the businesses and functions are
of the Company for financial year 2020-21. The Secretarial systematically addressed through mitigating actions on a
Audit Report for financial year 2020-21 is annexed herewith continuing basis. These are discussed at the meetings of the
as “Annexure D”. Risk Management Committee, the Audit Committee and the
Board of Directors of the Company.
Modern Road Makers Private Limited, material subsidiary of the
Company had carried out the Secretarial Audit for the Financial DIRECTORS’ RESPONSIBILITY STATEMENT
Year 2020-21 pursuant to section 204 of the Companies To the best of their knowledge and belief and according to the
Act, 2013 and Regulation 24A of the Listing Regulations. information and explanations obtained by them, your Directors
The Secretarial Audit Report of Modern Road Makers Private make the following statements in terms of Section 134(3)(c) of
Limited submitted by Ms. Amita Karia, Practicing Company the Companies Act, 2013:
Secretary is attached as “Annexure E” to this Report.
a) that in the preparation of the annual financial statements
Mhaiskar Infrastructure Private Limited, material subsidiary for the financial year ended March 31, 2021, the
of the Company had carried out the Secretarial Audit applicable accounting standards have been followed
for the Financial Year 2020-21 pursuant to section 204 along with proper explanation relating to material
of the Companies Act, 2013 and Regulation 24A of departures, if any;
the Listing Regulations. The Secretarial Audit Report
of Mhaiskar Infrastructure Private Limited submitted by b) that such accounting policies as mentioned in Note 3 of
S. Anantha & Ved LLP, Practicing Company Secretary is the Notes to the Financial Statements have been selected
attached as “Annexure F” to this Report. and applied consistently and judgments and estimates
have been made that are reasonable and prudent so as
DEPOSITS to give a true and fair view of the state of affairs of the
Your Company has not accepted or renewed any deposit from Company as at March 31, 2021 and of the profit of the
public during the year under review. Company for the year ended on that date;
Virendra D. Mhaiskar
Chairman & Managing Director
Registered Office: Off No. 11th Floor/1101
Hiranandani Knowledge Park,
Technology Street, Hill Side Avenue,
Powai, Mumbai – 400076
Place: Mumbai
Date: August 10, 2021
5.
IRB Kolhapur Integrated Road Development 21.
Solapur Yedeshi Tollway Ltd. (SPV for Solapur
Company Pvt. Ltd. Yedeshi BOT Project)*
6.
ATR Infrastructure Pvt. Ltd. (SPV for 22.
Yedeshi Aurangabad Tollway Ltd. (SPV for Yedeshi
Pune-Nashik BOT Project) Aurangabad BOT Project)*
11. VK1 Expressway Private Limited ( SPV for Vadodara Kim 26. CG Tollway Ltd. (SPV for Chittorgarh to Gulabpura Project)*
Expressway Project HAM Project)
27. Kishangarh Gulabpura Tollway Ltd.(SPV for Kishangarh to
12.
IRB Sindhudurg Airport Pvt. Ltd. (SPV for Greenfield Gulabpura Project)*
Airport in Sindhudurg)
28.
IRB Hapur Moradabad Tollway Ltd. ( SPV for Hapur
13.
IRB Infrastructure Pvt. Ltd. (Investment Manager to bypass to Moradabad Project)*
IRB InvIT Fund)
29.
MMK Toll Road Pvt. Ltd. (Investment Manager to IRB
14. Aryan Infrastructure Investments Pvt. Ltd. Infrastructure Trust)
15. Aryan Hospitality Pvt. Ltd. 30. IRB Infrastructure Trust (Is an irrevocable trust set up
under the Indian Trusts Act, 1882 and registered with the
16. IRB MP Expressway Private Limited (formerly known as SEBI as an infrastructure investment trust)
NKT Road & Toll Pvt. Ltd- SPV for Mumbai Pune Project)
*Transferred to IRB Infrastructure Trust in February, 2020.
Annexure B
CRITERIA FOR APPOINTMENT OF BOARD OF The review of remuneration is based upon the following Criteria:
DIRECTORS
IRB Infrastructure Developers Ltd. & its subsidiaries (‘IRB 1. Performance of the Employee
Group’) are engaged into Infrastructure development.
IRB Group’s business is conducted by its holding company 2. Performance of the Team to which such employee belongs
and project specific SPVs which are subsidiaries of IRB.
The Board of the Holding company being a listed entity 3. Overall performance of the Company and
shall have required number of Independent Directors in
terms of Listing Agreement. Further, as per provisions of the 4.
Prevailing Business environment and requirement of
Companies Act, 2013, the Board of Subsidiaries shall also manpower for future projects.
have required number of Independent Directors on their
Board as the case may be. Remuneration to Managing, Whole-Time Director/s, Key
Managerial Personnel and Senior Management:
The holding company’s board appoints directors, including
senior executives of the holding company, on the board of The Remuneration/ Compensation/ Commission etc. to be
these subsidiaries to carry on the business of the subsidiaries paid to Managing, Whole-Time Director/s and Key Managerial
efficiently and in line with the objectives of the IRB Group. Personnel shall be governed as per provisions of the Companies
Act, 2013 and rules made thereunder or any other enactment
The members of the Board of Directors of IRB Group are for the time being in force. The remuneration including
expected to possess the required expertise, skill and incentives to Senior Management shall be in accordance with
experience to effectively manage and direct the Group to attain the Company’s policy. A performance appraisal be carried out
its organisational & business goals. They are expected to be annually and promotions or incentives or increment will be
persons with vision, leadership qualities, proven competence based on performance and the Company’s Policy.
and integrity, and with a strategic bent of mind.
Remuneration to Non-Executive/Independent Director:
Each member of the Board of Directors of the Group is
expected to ensure that his/her personal interest does not run The Non-Executive Independent Director may receive
in conflict with the Group’s interests. Moreover, each member remuneration/compensation/commission as per the provisions
is expected to use his/her professional judgement to maintain of the Companies Act, 2013 & Rules made thereunder.
both the substance and appearance of professionalism The amount of sitting fees for attending Board and Committee
and objectivity. meetings shall be fixed by Board of Directors, from time to time,
subject to ceiling/ limits as provided under the Companies Act,
Remuneration Policy 2013 and rules made thereunder or any other enactment for
Annual performance and salary review of the employees of the the time being in force.
IRB group of companies is done in the first quarter every year.
The Company has complied with provisions relating to the constitution of Internal Complaints Committee under the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
Annexure D
FORM NO. MR.3
SECRETARIAL AUDIT REPORT
For the Financial Year Ended 31st March, 2021
[Pursuant to section 204(1) of the Companies Act, 2013 and rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]
To (b)
The Securities and Exchange Board of India
The Members, (Prohibition of Insider Trading) Regulations, 2015;
IRB Infrastructure Developers Limited
1101 Hiranandani Knowledge Park, Technology Street, Hill (c) The Securities and Exchange Board of India (Issue of
Side Avenue, Powai, Mumbai 400076 Capital and Disclosure Requirements) Regulations,
2018 (Not applicable to the Company during
We have conducted the secretarial audit of the compliance the Audit Period);
of applicable statutory provisions and the adherence to good
corporate practices by M/s. IRB Infrastructure Developers (d)
The Securities and Exchange Board of India
Limited (hereinafter called the “Company”). Secretarial Audit (Share Based Employee Benefits) Regulations,
was conducted in a manner that provided us a reasonable basis 2014 (Not applicable to the Company during
for evaluating the corporate conducts/statutory compliances the Audit Period);
and expressing our opinion thereon.
(e) The Securities and Exchange Board of India (Issue
Based on our verification of the Company’s books, papers, and Listing of Debt Securities) Regulations, 2008;
minute books, forms and returns filed and other records
maintained by the Company and also the information (f)
The Securities and Exchange Board of India
provided by the Company, its officers, agents and authorised (Registrars to an Issue and Share Transfer Agents)
representatives during the conduct of secretarial audit, Regulations, 1993 regarding the Companies Act
we hereby report that in our opinion, the Company has, and dealing with client;
during the audit period covering the financial year ended
on 31st March, 2021 (hereinafter called the ‘Audit Period’) (g) The Securities and Exchange Board of India (Delisting
complied with the statutory provisions listed hereunder and of Equity Shares) Regulations, 2009 (Not applicable
also that the Company has proper Board-processes and to the Company during the Audit Period) and
compliance-mechanism in place to the extent, in the manner
and subject to the reporting made hereinafter: (h) The Securities and Exchange Board of India (Buyback
of Securities) Regulations, 2018; (Not Applicable to
We have examined the books, papers, minute books, forms the Company during the Audit Period).
and returns filed and other records maintained by the
Company for the financial year ended on 31st March, 2021 (vi)
As identified, no law is specifically applicable
according to the provisions of: to the Company.
(i)
The Companies Act, 2013 (the Act) and the rules We have also examined compliance with the applicable
made thereunder; clauses of the following:
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) (i) Secretarial Standards issued by The Institute of Company
and the rules made thereunder; Secretaries of India;
(iii)
The Depositories Act, 1996 and the Regulations and (ii) SEBI (Listing Obligations and Disclosure Requirements)
Bye-laws framed thereunder; Regulations, 2015.
(iv)
Foreign Exchange Management Act, 1999 and the During the period under review, the Company has complied
rules and regulations made thereunder to the extent of with the provisions of the Act, Rules, Regulations, Guidelines
Foreign Direct Investments and External Commercial and Standards etc.
Borrowings (Overseas Direct Investment not applicable
to the company during the Audit period). We further report that, the Board of Directors of the
Company is duly constituted with proper balance of Executive
(v)
The following Regulations and Guidelines prescribed Director, Non-Executive Directors and Independent Directors.
under the Securities and Exchange Board of India Act, There were no changes in the composition of the Board of
1992 (‘SEBI Act’):- Directors that took place during the period under review.
(a)
The Securities and Exchange Board of India Adequate notice was given to all directors to schedule the
(Substantial Acquisition of Shares and Takeovers) Board Meetings, agenda and detailed notes on agenda
Regulations, 2011; were sent in advance and a system exists for seeking and
2.
The Company has increased the Borrowing powers 4. Where ever required, we have obtained the Management
u/s 180(1)(c) to ` 12,500 Crores by passing Special representation about the compliance of laws, rules and
Resolution in the Annual General Meeting held on regulations and happening of events etc.
28th July, 2020.
5.
The compliance of the provisions of Corporate and
For Makarand M. Joshi & Co. other applicable laws, rules, regulations, standards is
Practicing Company Secretaries the responsibility of management. Our examination was
limited to the verification of procedures on test basis.
Sd/-
Makarand Joshi 6. The Secretarial Audit report is neither an assurance as to
Partner
the future viability of the company nor of the efficacy or
FCS No. 5533
CP No. 3662 effectiveness with which the management has conducted
the affairs of the company.
Place: Mumbai Peer Review No : P2009MH007000
Date: 27th May, 2021 UDIN: F005533C000377223 For Makarand M Joshi & Co
Practicing Company Secretaries
*This report is to be read with our letter of even date which is
annexed as Annexure A and forms an integral part of this report. Sd/-
Makarand Joshi
Partner
FCS No. 5533
CP No. 3662
Annexure E
FORM NO. MR.3
SECRETARIAL AUDIT REPORT
For the Financial Year ended 31st March, 2021
[Pursuant to section 204(1) of the Companies Act, 2013 and rule No. 9 of the Companies
Appointment and Remuneration Personnel) Rules, 2014]
To, c)
The Securities and Exchange Board of India
The Members, (Prohibition of Insider Trading) Regulations, 2015 -
MODERN ROAD MAKERS P LTD Not Applicable;
CIN: U45203MH1994PTC077075
d) The Securities and Exchange Board of India (Issue of
I have conducted the secretarial audit of the compliance of Capital and Disclosure Requirements) Regulations,
applicable statutory provisions and the adherence to good 2018 - Not Applicable
corporate practices by MODERN ROAD MAKERS P LTD
(hereinafter referred as “the Company”). Secretarial Audit was e) The Securities And Exchange Board Of India (Share
conducted in a manner that provided me a reasonable basis Based Employee Benefits) Regulations, 2014 -
for evaluating the corporate conducts/statutory compliances Not Applicable;
and expressing my opinion thereon.
f) The Securities and Exchange Board of India (Issue
Based on my verification of the Company’s books, papers, and Listing of Debt Securities) Regulations, 2008 -
minute books, forms and returns filed and other records Not Applicable;
maintained by the company and also the information
provided by the Company, its officers, agents and authorised g)
The Securities and Exchange Board of India
representatives during the conduct of secretarial audit, I (Registrars to an Issue and Share Transfer Agents)
hereby report that in my opinion, the Company has, during the Regulations, 1993 regarding the Companies Act
audit period covering the financial year ended on 31st March, and dealing with client - Not Applicable;
2021 complied with the statutory provisions listed hereunder
and also that the Company has proper Board processes and h)
The Securities and Exchange Board of India
compliance-mechanism in place to the extent, in the manner (Delisting of Equity Shares) Regulations, 2009 -
and subject to the reporting made hereinafter: Not Applicable and
I have examined the books, papers, minute books, forms and i) The Securities and Exchange Board of India (Buyback
returns filed and other records maintained by the Company of Securities) Regulations, 2018 - Not Applicable.
for the financial year ended on 31st March, 2021 according
to the provisions of: vi.
I have relied on the representations made by the
Company and its officers for systems and mechanism
i. The Companies Act, 2013 (“the Act”) and the rules formed by the Company for compliances under other
made there under; various applicable Acts, Laws, Rules and Regulations
to the Company.
ii. The Securities Contracts (Regulation) Act, 1956 (“SCRA”)
and the Rules made there under - Not Applicable; I have also examined compliance with the applicable clauses of
the Secretarial Standards issued by The Institute of Company
iii.
The Depositories Act, 1996 and the Regulations and Secretaries of India.
Bye-laws framed there under;
To the best of my knowledge and belief, during the period
iv.
Foreign Exchange Management Act, 1999 and the under review the Company has complied with the provisions
rules and regulations made there under to the extent of of the Act, Rules, Regulations, Guidelines, Standards, etc.
Foreign Direct Investment, Overseas Direct Investment mentioned above.
and External Commercial Borrowings - Not Applicable;
I further report that:
v.
The following Regulations and Guidelines prescribed
under the Securities and Exchange Board of India Act, a) The Company has complied with the provisions of the
1992 (“SEBI Act”) - Not Applicable; Act & Rules made thereunder with regards to constitution
/ appointment / re-appointments / retirement / filling up
a)
The Securities and Exchange Board of India casual vacancies / disclosures of the Directors, Key
(Substantial Acquisition of Shares and Takeovers) Managerial Personnel and the remuneration paid to them.
Regulations, 2011 - Not Applicable;
The committee of the Board is duly constituted.
b)
The Securities and Exchange Board of India The changes in the composition of the Board of Directors,
(Listing Obligations and Disclosure Requirements) if any, took place during the period under review were
Regulations, 2015 - Not Applicable; carried out in compliance with the provisions of the Act.
c) Majority decision is carried through while the dissenting 1. Maintenance of Secretarial record is the responsibility
members’ views are captured and recorded as part of the of the management of the Company. My responsibility
minutes, wherever applicable. is to express an opinion on these secretarial records
based on my audit.
I further report that there are adequate systems and processes
in the company commensurate with the size and operations 2. I have followed the audit practices and process as were
of the company to monitor and ensure compliance with appropriate to obtain reasonable assurance about the
applicable laws, rules, regulations and guidelines. correctness of the contents of the Secretarial records.
The verification was done on test basis to ensure that
I further report that during the audit period the Company has correct facts are reflected in Secretarial records. I believe
undertaken following event/action having a major bearing on that the process and practices, I followed to provide a
the Company’s affairs in pursuance of the above referred laws, reasonable basis for my opinion.
rules, regulations, guidelines, standards, etc. referred to above;
3. I have not verified the correctness and appropriateness of
• The Company has increased the limit under section 179 of financial records and Books of Accounts of the Company.
the Companies Act, 2013 upto ` 5,000 crores for providing
unsecured loans to its Holding Company, subsidiary 4. Wherever required, I have obtained the Management
company and fellow subsidiary companies; representation about the Compliance of laws, rules and
regulations and happening of events etc.
• The Company has increased the limit under section 180(1)(a)
of the Companies Act, 2013 upto ` 5,000 crores for sell,
5.
The Compliance of the provisions of Corporate and
lease or otherwise dispose of the whole or substantially
other applicable laws, rules, regulations, standards is the
the whole of the undertaking of the company or where the
responsibility of the management. My examination was
company owns more than one undertaking, of the whole or
limited to the verification of procedure on test basis.
substantially the whole of any of such undertakings;
• The Company has increased the limit of borrowing under 6. The Secretarial Audit report is neither an assurance as to
section 180(1)(c) of the Companies Act, 2013 upto ` 5,000 the future viability of the Company nor of the efficacy or
crores over and above the aggregate of the paid-up share effectiveness with which the management has conducted
capital of the Company, its free reserves and securities the affairs of the Company.
premium, and apart from temporary loans obtained from the
Company’s bankers in the ordinary course of business. Sd/-
Amita Karia
I further report that during the audit period, the company has Place: Mumbai Practicing Company Secretary
co-operated with me and have produced before me all the Date: 24.05.2021 FCS No. 11066
required forms information, clarifications, returns and other UDIN: F011066C000356521 CP No. 16962
documents as required for the purpose of my audit.
Sd/-
Amita Karia
Place: Mumbai Practicing Company Secretary
Date: 24.05.2021 FCS No. 11066
UDIN: F011066C000356521 CP No. 16962
Annexure F
FORM NO. MR.3
SECRETARIAL AUDIT REPORT
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]
To, (a)
The Securities and Exchange Board of India
The Members, (Substantial Acquisition of Shares and Takeovers)
Mhaiskar Infrastructure Private Limited Regulations, 2011;
Off. No-11th Floor/1101 Hiranandani Knowledge Park,
Technology Street, Hill Side Avenue, Powai, Mumbai – 400076 (b)
The Securities and Exchange Board of India
(Prohibition of Insider Trading) Regulations, 2015;
We have conducted the Secretarial Audit of the Compliance
of Applicable Statutory provisions and the adherence (c)
The Securities and Exchange Board of India
to good corporate practices by Mhaiskar Infrastructure (Issue of Capital and Disclosure Requirements)
Private Limited (hereinafter called ‘the Company’) having Regulations, 2009;
CIN: U45200MH2004PTC144258. Secretarial Audit was
conducted in a manner that provided us a reasonable basis (d) The Securities and Exchange Board of India (Share
for evaluating the Corporate Conducts/Statutory Compliances based Employee Benefits) Regulations, 2014;
and expressing our opinion thereon.
(e) The Securities and Exchange Board of India (Issue
Based on our verification of the Company’s books, papers, and Listing of Debt Securities) Regulations, 2008;
minute books, forms and returns filed and other records
maintained by the Company and also the information (f)
The Securities and Exchange Board of India
provided by the Company, its officers, agents and authorised (Registrars to an Issue and Share Transfer Agents)
representatives during the conduct of Secretarial Audit, we Regulations, 1993 regarding the Companies Act
hereby report that in our opinion, the Company has, during the and dealing with client;
audit period covering the financial year ended on March 31,
2021, complied with the statutory provisions listed hereunder (g)
The Securities and Exchange Board of India
and also that the Company has proper Board-processes and (Delisting of Equity Shares) Regulations, 2009; and
compliance-mechanism in place to the extent, in the manner
and subject to the reporting made hereinafter: (h)
The Securities and Exchange Board of India
(Buyback of Securities) Regulations, 1998.
We have examined the books, papers, minute books, forms
and returns filed and other records maintained by the (vi) Other laws applicable specifically to the Company:
Company for the financial year ended on March 31, 2021
according to the provisions of: 1. The Indian Tolls Act, 1851; and
(i)
The Companies Act, 2013 (the Act) and the rules 2. The National Highways Act, 1956.
made thereunder;
We have also examined compliance with the applicable
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) clauses of the following:
and the rules made thereunder (Not Applicable for the
year under review); (i) Secretarial Standards issued by The Institute of Company
Secretaries of India; and
(iii)
The Depositories Act, 1996 and the Regulations and
Bye-laws framed thereunder; (ii)
The Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
(iv)
Foreign Exchange Management Act, 1999 and the 2015 (Not Applicable for the year under review).
rules and regulations made thereunder to the extent of
Foreign Direct Investment, Overseas Direct Investment During the period under review the Company has complied
and External Commercial Borrowings (Not Applicable for with the provisions of the Act, Rules, Regulations, Guidelines,
the year under review); Standards, etc. mentioned above.
(v)
The following Regulations and Guidelines prescribed We further report that
under the Securities and Exchange Board of India
Act, 1992 (‘SEBI Act’) (Not Applicable for the year The Board of Directors of the Company is duly constituted
under review):- with proper balance of Executive Directors, Non-Executive
Directors and Independent Directors. The changes in the
composition of the Board of Directors that took place during
All decisions at Board Meetings are carried out unanimously 1. Maintenance of secretarial record is the responsibility
as recorded in the minutes of the meetings of the of the management of the Company. Our responsibility
Board of Directors. is to express an opinion on these secretarial records
based on our audit.
We further report that there are adequate systems and
processes in the Company commensurate with the size and 2.
We have followed the audit practices and processes
operations of the Company to monitor and ensure compliance as were appropriate to obtain reasonable assurance
with applicable laws, rules, regulations and guidelines. about the correctness of the contents of the secretarial
records. The verification was done on test basis to
We further report that during the year under review, there ensure that correct facts are reflected in secretarial
were No specific events in pursuance of the above referred records. We believe that the processes and practices, we
laws, rules, regulations, guidelines, standards etc. having major followed provide a reasonable basis for our opinion.
bearing on the Company’s affairs.
3. We have not verified the correctness and appropriateness
For S. Anantha & Ved LLP of financial records and Books of Accounts
Company Secretaries of the Company.
Sd/-
Sachin Sharma
4. Wherever required, we have obtained the Management
Membership No.: 46900 representation about the compliance of laws, rules and
Date: 27th May, 2021 CP No.: 20423 regulations and happening of events etc.
Place: Jodhpur UDIN:A046900C000382290
5.
The compliance of the provisions of Corporate and
other applicable laws, rules, regulations, standards is
the responsibility of management. Our examination was
limited to the verification of procedures on test basis.
Sd/-
Sachin Sharma
Membership No.: 46900
Date: 27th May, 2021 CP No.: 20423
Place: Jodhpur UDIN:A046900C000382290
Annexure G
FORM AOC – 2
(Pursuant to Section 134(3)(h) of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014)
Form for disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in
sub-section (1) of Section 188 of the Companies Act, 2013 including certain arms length transactions under third proviso thereto.
*provision of sub-rule (3) of rule 7 of the Companies (Corporate Social responsibility Policy) Rules, 2014 is applicable
effective from January 22, 2021.
6. Average net profit of the company as per section 135(5): ` 3,140.65 Million.
7. a) Two percent of average net profit of the company as per section 135(5): ` 62.81 Million.
b) Surplus arising out of the CSR projects or programmes or activities of the previous financial years: NIL
c) Amount required to be set off for the financial year, if any: Nil
d) Total CSR obligation for the financial year (7a+7b-7c): 62.81 Million.
8. a) Details of CSR spent or unspent for the financial year.
Total Amount Spent for Total Amount transferred to Unspent CSR Amount transferred to any fund specified under Schedule VII as per
the Financial Year. (in `) Account as per section 135(6) second proviso to section 135(5)
c) Details of CSR amount spent against other than ongoing projects for the financial year:
Item from the list Location of the Mode of implementation - Through
Amount spent Mode of
Sl. Name of the of activities in Local area project. implementing agency.
for the project implementation -
No. Project schedule VII to (Yes/ No). CSR registration
State District (in `). Direct (Yes/No). Name
the Act. number.
1. Poverty Eradicating Project is Project is 10,250,000 No End Poverty CSR00000314
allevation Poverty implemented implemented
PAN-India
PAN-India
2. Healthcare Healthcare No Uttara- Haridwar 50,000,000 No Patanjali In process
and Welfare khand Yogpeeth Trust
3. VPM’s Education No Mahara- Ratnagiri 10,000,000 No Vidya CSR00004805
Maharshi shtra Prasarak Mandal
Parashuram
College of
Engineering,
Velneshwar,
Guhanagar,
Dist. Ratnagiri
(d) Amount spent in Administrative Overheads: NIL
(e) Amount spent on Impact Assessment, if applicable: NIL
(f) Total amount spent for the Financial Year (8b+8c+8d+8e): 70,250,000
(g) Excess amount for set off, if any
Sr
Particular Amount (in `)
No.
(i) Two percent of average net profit of the company as per section 135(5) 62,812,956
(ii) Total amount spent for the Financial Year 70,250,000
(iii) Excess amount spent for the financial year [(ii)-(i)] 7,437,044
(iv) Surplus arising out of the CSR projects or programmes or activities of the previous financial years, if any NIL
(v) Amount available for set off in succeeding financial years [(iii)-(iv)] 7,437,044
9. (a) Details of Unspent CSR amount for the preceding three financial years:
Amount transferred to any fund
Amount transferred to Amount spent specified under Schedule VII as per Amount remaining to
Sl. Preceding section 135(6), if any.
Unspent CSR Account under in the reporting be spent in succeeding
No. Financial Year.
section 135 (6) (in `) Financial Year (in `). Name of the Amount Date of financial years. (in `)
Fund (in `). transfer.
Not applicable*
*provision of section 135(6) of the Companies Act, 2013 is applicable effective from January 22, 2021.
(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s): NIL
SD/-
Virendra D. Mhaiskar
(Chairman & Managing Director &
Chairman of Corporate Social Responsibility Committee)
The ratio of the remuneration of each directors to the median employee’s remuneration and other details in terms of sub-section
(12) of the Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014
Sr.
Requirements Disclosure
No.
1 The ratio of the remuneration of each director to the median Chairman and Managing Director - 3.32X
remuneration of the employees of the Company for the financial year Whole Time Director - 2.46X
Joint Managing Director - 2.00X
2 The percentage increase in remuneration of each director, Chief Joint Managing Director – 5.22%
Financial Officer, Chief Executive Officer, Company Secretary during Company Secretary – 27.69%
the financial year CFO & CEO – Not strictly comparable as there is change in
CFO & CEO during the year under review.
3 The percentage increase in the median remuneration of employees in 0.00%
the financial year
4 The number of permanent employees on the rolls of the Company There were 34 employees as on March 31, 2021
5 Average percentile increase already made in the salaries of employees Due to change in salaries of employees other than managerial
other than the managerial personnel in the last financial year and personnel also, there is no change in ratio.
its comparison with the percentile increase in the managerial
remuneration and justification thereof and point out if there are any
exceptional circumstances for increase in the managerial remuneration
6 Affirmation that the remuneration is as per the managerial Yes, it is confirmed
remuneration policy of the Company
Annexure J
5. E-mail id: info@[Link] Yes. There are 19 subsidiaries who participate in various
related activities of BR.
6. Financial Year reported: 2020-21
3. Do any other entity/entities (e.g. suppliers, distributors
7.
Sector(s) that the Company is engaged in (industrial etc.) that the Company does business with, participate
activity code-wise) in the BR initiatives of the Company? If yes, then indicate
the percentage of such entity/entities? [Less than 30%,
The Company is engaged in Engineering, Procurement 30- 60%, More than 60%]
and Construction, Operations and Maintenance of Roads
& highways. The Company is the holding company of the
No. Other vendors/suppliers/contractors do not
Group. The Company has formed various Special Purpose participate in group’s BR policy.
Vehicle(s) for implementation of Projects awarded to it by
various Government Agencies. SECTION D: BR INFORMATION
1. Details of Director/Directors responsible for BR
8.
List three key products/services that the Company
manufactures/provides (as in balance sheet) (a)
Details of the Director/Director responsible for
implementation of the BR policy/policies
Construction and maintenance of roads
1. DIN Number : 02460530
9.
Total number of locations where business activity is
undertaken by the Company 2. Name: Sudhir Rao Hoshing
The Company has its Projects located in the Ten States of Sr.
Particulars Details
the country, i.e. Maharashtra, Punjab, Haryana, Rajasthan, No.
1. DIN Number (if applicable) 02460530
Gujarat, Karnataka, Uttar Pradesh, Tamil Nadu, West
2. Name Sudhir Rao Hoshing
Bengal and Himachal Pradesh.
3. Designation Joint Managing
Director & CEO
10.
Markets served by the Company – 4. Telephone number 022-66404200
Local/State/National/International: National 5. e-mail id info@[Link]
(b) If answer to the question at serial number 1 against any principle, is ‘No’, please explain why: (Tick up to 2
options)
No. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
1 The company has not understood the Principles N/A
2 The company is not at a stage where it finds itself in a position to
formulate and implement the policies on specified principles
3 The company does not have financial or manpower
resources available for the task
4 It is planned to be done within next 6 Months N/A
5 It is planned to be done within the next 1 year
6 Any other reason (please specify)
3. Governance related to BR (a) Highways with service roads for local population.
(a)
Indicate the frequency with which the Board of
Directors, Committee of the Board or CEO to assess (b) Pedestrian and Vehicle underpasses for the ease of
the BR performance of the Company. Within 3 movement of local traffic.
months, 3-6 months, Annually, More than 1 year
(c)
Redesign of roads to avoid unnecessary cutting
The Board reviews the BR performance annually. down of trees for road laying activities.
(b) Does the Company publish a BR or a Sustainability (d) Construction of rain water harvesting structures.
Report? What is the hyperlink for viewing this report?
How frequently it is published?
These initiatives are within the provisions
of the concession agreement of respective
The BRR report will be published annually highway project.
and uploaded on the company’s website
[Link] [Link] e)
Design of highway elements to minimise use of
natural resources.
SECTION E: PRINCIPLE-WISE PERFORMANCE
Principle 1 2. For each such product, provide the following details in
1. Does the policy relating to ethics, bribery and corruption respect of resource use (energy, water, raw material etc.)
cover only the company? Yes/ No. per unit of product (optional):
No, it covers Group companies also. (a) Reduction during sourcing/production/ distribution
achieved since the previous year throughout
2. Does it extend to the Group/Joint Ventures/ Suppliers/ the value chain?
Contractors/NGOs /Others?
(b)
Reduction during usage by consumers (energy,
Yes. The Code of Business Conduct and Ethics policy of the water) has been achieved since the previous year?
company encapsulate our core values and beliefs that we
expect all our employees to function ethically. Fair and just In the construction of highways & structures, following
business dealings free from any extraneous consideration are some of the initiatives taken by the company to
ought to be followed by all employees in their day to day achieve cost efficiency and reduce the consumption of
work life. The policy applies to all employees. energy and other raw materials. :
3. How many stakeholder complaints have been received v. Deployment of recycling plants for reuse of RAP
in the past financial year and what percentage was from existing bituminous pavements.
satisfactorily resolved by the management? If so, provide
details thereof, in about 50 words or so. vi.
Deployment of cost-effective coal fired hot
mix plants, instead of the conventional oil fired
No genuine concerns were received during hot mix plants.
financial year 2020-21.
vii.
Achievement of higher cost efficiencies on kerb
Principle 2 reconstruction by deploying milling machines
1. List up to 3 of your products or services whose design instead of conventional methodology of kerb
has incorporated social or environmental concerns, risks dismantling and reconstruction.
and/ or opportunities.
ix. Using crushed sand in lieu of natural sand where 5. Does the company have a mechanism to recycle products
ever cost of natural sand is very high. Providing drip and waste? If yes what is the percentage of recycling of
irrigation for median plantation wherever feasible products and waste (separately as <5%, 5-10%, >10%).
for water conservation. Also, provide details thereof, in about 50 words or so.
x.
Using Reinforced wall construction instead of
Our construction methodology intents to reduce
RCC retaining wall, leading to large economy in waste and make efficient use of raw materials during
construction cost. construction and maintenance of roads. As long as it does
not compromise our high quality standards and the safety
3.
Does the company have procedures in place for of the roads and its users, we use recycled concrete and
sustainable sourcing (including transportation)? bitumen aggregates, which at present amounts to about
<5%. We are committed to reduce wastage of materials
As part of sourcing strategy, our priority is to source and recycle and reuse more.
local raw materials like sand, stone aggregates etc
for construction of Roads, structures and Toll Plazas. Principle 3
In addition, we strive to design and construct sustainable 1. Please indicate the Total number of employees.6198*
Projects which incorporate conservation measures, (*including group Companies)
continuous monitoring of environment and use of
resources that are environment friendly, adoption of 2. Please indicate the Total number of employees hired on
green technologies and deployment of fuel efficient temporary/contractual/casual basis. 2532*
plants and machineries.
3.
Please indicate the Number of permanent women
We are always conscious of the need to conserve our employees. 107*
resources, especially the ones used by us, therefore,
our philosophy is to make efficient use, eliminating 4. Please indicate the Number of permanent employees
waste, recycling and reusing the material to the extent with disabilities.5*
possible without compromising safety. Our first priority is
to always use locally available raw materials and labour 5.
Do you have an employee association that is
for our construction activities. recognised by management.
(a) If yes, what percentage of your inputs was sourced Yes
sustainably? Also, provide details thereof, in about
50 words or so. 6.
What percentage of your permanent employees is
members of this recognised employee association?
Invariably all the construction material like sand
and aggregates are procured locally eliminating
Recognised association at one of our project
unnecessary transportation. While, it may not be SPV represents 100% of employees employed in
possible to procure Bitumen Steel and Cement that Project SPV.
locally, in such cases only, the nearest source is
explored for procurement. 7.
Please indicate the Number of complaints relating to
child labour, forced labour, involuntary labour, sexual
4.
Has the company taken any steps to procure goods harassment in the last financial year and pending, as on
and services from local & small producers, including the end of the financial year.
communities surrounding their place of work?
No of
No of
Almost all temporary labour required during construction complaints
complaints
and maintenance phases of our projects are engaged No. Category pending as on
filed during the
end of the
& sourced locally. In addition, we always engage local financial year
financial year
contractors in the vicinity of our projects for supply of 1 Child labour/forced labour/ NIL N/A
goods and services like housekeeping services, security, involuntary labour
accommodation and provide mess facilities for staff. 2 Sexual harassment NIL N/A
3 Discriminatory employment NIL N/A
In addition, employment to local youth is provided in
various functions in our Project / Toll offices and Plants.
8. What percentage of your under mentioned employees
were given safety & skill up- gradation training
(a) If yes, what steps have been taken to improve their
in the last year?
capacity and capability of local and small vendors?
(a) Permanent Employees. Nil
Our regular interaction with the vendors and
educating them the standards of quality required
(b) Permanent Women Employees. Nil constructed and classes have started from the Academic
year 2017-18. Currently 280 students, belonging to
(c) Casual/Temporary/Contractual Employees. Nil BPL category of population, have joined the school.
With our focus being on girl child education,preference
(d) Employees with Disabilities. NIL for admission was given to girl child like done earlier in
school in Rajasthan. As a result we have 162 girls and
Due to Covid-19, in the interest of the employees safety 118 boys studying in the school.
and well-being, temporarily, on the job Skill upgradation
trainings have been suspended. Principle 5
1. Does the policy of the company on human rights cover
Principle 4 only the company or extend to the Group/Joint Ventures/
1. Has the company mapped its internal and external Suppliers/Contractors/NGOs/Others?
stakeholders? Yes/No
Company’s policy on human rights extend to all group
Yes. Whenever we start a project, we do survey the companies, its directors and all employees.
areas in the vicinity of our project and nearby localities
to identify key stakeholders The company implements 2. How many stakeholder complaints have been received in
various measures for engaging with its local community the past financial year and what percent was satisfactorily
stakeholders group. For continued relationship and for resolved by the management? Nil
better designing and implementation of Company’s
Social activities we engage with community leaders and Principle 6
identify the priority areas. 1. Does the policy related to Principle 6 cover only the
company or extends to the Group/Joint Ventures/
2.
Out of the above, has the company identified the Suppliers/Contractors/NGOs/others.
disadvantaged, vulnerable & marginalised stakeholders.
Highways construction involves activities which may
Yes. Since our focus is on making lasting changes in cause damage the environment, mainly cutting the trees
the lives of people having habitats around the project for road widening and by excavation and blasting of
locations, providing quality and free education has rocks for providing the raw material for road building.
been our focus. Therefore we conduct a survey of While designing the roads highways, care is taken to
the population and identify children of villagers who ensure that only unavoidable and minimal damage to
are unable to get quality education due to financial the environment due to tree felling. These steps are
constraints. Amongst these children our priority is to taken within the ambit of the concession agreement for
provide education to girl child. the projects. However, the trees are transplanted to the
extent possible and which are lost due to road widening,
3. Are there any special initiatives taken by the company are always replanted, elsewhere, through compensatory
to engage with the disadvantaged, vulnerable and afforestation mandated by the Forest Laws of the nation.
marginalised stakeholders. If so, provide details thereof, This policy extends to all group companies.
in about 50 words or so.
In addition drives are also under taken by volunteer
Since our focus is on making permanent changes in employees for tree plantations.
the lives of people staying around the project locations,
providing quality and free education has been our focus. 2. Does the company have strategies/ initiatives to address
Therefore, we conduct a survey of the population and global environmental issues such as climate change,
identify children of villagers who are unable to get quality global warming, etc? Y/N. If yes, please give hyperlink
education due to financial constraints. Amongst these for webpage etc.: No, the Company does not have any
children our priority is to provide education to girl child. project globally. However, necessary precautions are
taken while designing roads to ensure that minimum
We have focused on constructing and operating free damage is done to the environment.
schools where quality education is provided to children
belonging to disadvantaged, vulnerable and marginalised 3.
Does the company identify and assess potential
stakeholders sections of the society. We truly believe that environmental risks? Y/N : Yes
education and literacy are stepping stones in helping to
discover their true potential and growth. 4. Does the company have any project related to Clean
Development Mechanism? If so, provide details thereof,
We have constructed one school in Rajasthan in the in about 50 words or so. Also, if Yes, whether any
year 2010, where currently 315 children (161 girls and environmental compliance report is filed? : No
164 boys) of disadvantaged sections of the society are
getting free education and studying in different classes 5.
Has the company undertaken any other initiatives
from Pre Primary to Class VIII. Encouraged with the on – clean technology, energy efficiency, renewable
response of children and local villagers around the school energy, etc.Y/N. If yes, please give hyperlink for web
we replicated the same template of school building page etc. : No.
construction in Pathankot. The school building has been
PRINCIPLES TO ASSESS COMPLIANCE WITH Principle 3: Businesses should promote the wellbeing of all
ENVIRONMENTAL, SOCIAL AND GOVERNANCE employees
NORMS 1. Businesses should respect the right to freedom
[See Regulation 34(2)(f) of Securities and Exchange Board of association, participation, collective bargaining,
of India (Listing Obligations and Disclosure Requirements) and provide access to appropriate grievance
Regulations, 2015] Redressal mechanisms.
4. Businesses should regularly review and improve upon the 2. Businesses should acknowledge, assume responsibility
process of new technology development, deployment and be transparent about the impact of their policies,
and commercialisation, incorporating social, ethical, and decisions, product & services and associated operations
environmental considerations. on the stakeholders.
5. Businesses should recognise and respect the rights of 3. Businesses should give special attention to stakeholders
people who may be owners of traditional knowledge, in areas that are underdeveloped.
and other forms of intellectual property.
4. Businesses should resolve differences with stakeholders
6.
Businesses should recognise that over-consumption in a just, fair and equitable manner.
results in unsustainable exploitation of our planet’s
resources, and should therefore promote sustainable
consumption, including recycling of resources.
Principle 6: Business should respect, protect, and make 4. Businesses operating in regions that are underdeveloped
efforts to restore the environment should be especially sensitive to local concerns.
1. Businesses should utilise natural and manmade
resources in an optimal and responsible manner and Principle 9: Businesses should engage with and provide value
ensure the sustainability of resources by reducing, to their customers and consumers in a responsible manner
reusing, recycling and managing waste. 1. Businesses, while serving the needs of their customers,
should take into account the overall well-being of the
2. Businesses should take measures to check and prevent customers and that of society.
pollution. They should assess the environmental damage
and bear the cost of pollution abatement with due regard 2. Businesses should ensure that they do not restrict the
to public interest. freedom of choice and free competition in any manner
while designing, promoting and selling their products.
3. Businesses should ensure that benefits arising out of
access and commercialisation of biological and other 3. Businesses should disclose all information truthfully and
natural resources and associated traditional knowledge factually, through labelling and other means, including
are shared equitably. the risks to the individual, to society and to the planet
from the use of the products, so that the customers can
4.
Businesses should continuously seek to improve exercise their freedom to consume in a responsible
their environmental performance by adopting cleaner manner. Where required, businesses should also educate
production methods, promoting use of energy efficient their customers on the safe and responsible usage of
and environment friendly technologies and use of their products and services.
renewable energy.
4. Businesses should promote and advertise their products
5. Businesses should develop Environment Management in ways that do not mislead or confuse the consumers or
Systems (EMS) and contingency plans and processes violate any of the principles.
that help them in preventing, mitigating and controlling
environmental damages and disasters, which may be 5.
Businesses should exercise due care and caution
caused due to their operations or that of a member of while providing goods and services that result in over
its value chain. exploitation of natural resources or lead to excessive
conspicuous consumption.
6.
Businesses should report their environmental
performance, including the assessment of potential 6. Businesses should provide adequate grievance handling
environmental risks associated with their operations, to mechanisms to address customer concerns and feedback.
the stakeholders in a fair and transparent manner.
Sudhir Rao Hoshing
7. Businesses should proactively persuade and support its Joint Managing Director & CEO
value chain to adopt this principle.
A. COMPANY’S PHILOSOPHY ON CORPORATE possess the required expertise, skill and experience to
GOVERNANCE effectively manage and direct your Company to attain
Your Company’s Corporate Governance system is based its organisational goals. They also have leadership
on certain key principles, including fairness and integrity, qualities, proven competence and integrity, and with a
transparency and disclosure, accountability, equal strategic bent of mind.
treatment to all the stakeholders and social responsibility.
Your Company believes that Corporate Governance Each member of the Board of Directors of your Company
extends beyond corporate laws. Its fundamental have ensured that his/ her personal interest does not run
objective is the institution of and adherence to systems in conflict with your Company’s interests and used their
and procedures, ensuring the commitment of the Board professional judgment to maintain both the substance
of Directors in managing the Company’s affairs in a and appearance of independence and objectivity.
transparent manner to maximise the long-term value of
the stakeholders at large. (ii) Composition of the Board
The Board of Directors of your Company has an optimum
Your Company has adopted an appropriate Corporate combination of Executive and Non-executive Directors
Governance framework to ensure timely and accurate to have a balanced Board Structure. The Board has 8
disclosure on all material matters including the financial (Eight) Directors, and except the Managing Director(s)
position, performance, ownership and governance and Wholetime Director, all other 4 (Four) Non-executive
of the Company. Directors are Independent Directors of the Company.
The Chairman of the Board of Directors of your Company
Your Company’s policies and practices relating to is a Non-Independent Director. In the opinion of the Board,
the Corporate Governance are discussed in the all Independent Directors fulfill the conditions specified
following sections: in the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
BOARD OF DIRECTORS 2015 and are independent of the management.
(i) Board Membership Criteria
The members of the Board of Directors accessed The composition of the Board of Directors of your
and observed that the Directors of your Company Company as on March 31, 2021 is as follows:
No of post of
Number of
Chairperson in
memberships in
Audit/ Stakeholder
No. of Audit/ Stakeholder
Committee held
Relationship with Directorships Committee(s) Directorships held in
Name of Director Category of Director in listed entities
other Directors in other including this other listed entities
including this
companies* listed entity (Refer
listed entity (Refer
Regulation 26(1) of
Regulation 26(1) of
Listing Regulations)
Listing Regulations)
Mr. Virendra Chairman & Managing Husband 5 3 None None
D. Mhaiskar Director of Mrs. Deepali
DIN: 00183554 (Promoter) V. Mhaiskar
Mr. Sudhir Rao Non-Independent and None 7 None None None
Hoshing Joint Managing Director and
DIN: 02460530 Chief Executive Officer
Mr. Mukeshlal Gupta Non-Independent and None 1 None None None
DIN: 02121698 Joint Managing Director
Mrs. Deepali Non-Independent and Wife 4 None None None
V. Mhaiskar Whole-time Director of Mr. Virendra
DIN: 00309884 (Promoter) D. Mhaiskar
Mr. Chandrashekhar Independent None 8 10 1 None
S. Kaptan and Non-executive
DIN: 01643564 Director
Mr. Sunil H. Talati Independent None 2 3 1 TCPL
DIN: 00621947 and Non-executive Packaging Limited
Director – Independent
Director
Mr. Sandeep J. Shah Independent and Non- None 6 2 None None
DIN: 00917728 executive Director
Mrs. Heena Raja Independent None 9 8 2 None
DIN : 07139357 and Non-executive
Director
*Number of Directorship in other Companies excludes directorship in Section 8 Companies & Foreign Companies, if any.
Further, No circular resolution was passed by the Board of Directors during the Financial Year 2020-21.
The Annual General Meeting of the Financial Year ended on March 31, 2020 was held on July 28, 2020.
Details regarding the attendance of the Directors at the Board Meetings and the Annual General Meeting held during the
period ended March 31, 2021, are provided in the following table:
(iv) A chart or a matrix setting out the skills/expertise/competence of the Board of Directors
Your Company’s Corporate Governance system is based on certain key principles, including fairness and integrity,
transparency and disclosure, accountability, equal treatment to all the stakeholders and social responsibility. The Board
has laid down criteria which guides selection of board member. The members of the Board of Directors of your Company
are expected to possess the required expertise, skill and experience in the relevant sector to effectively manage and
direct your Company to attain its organisational goals.
The following is the list of core skills / competencies identified by the Board of Directors as required in the context of the
Company’s business and that the said skills are available within the Board Members.
The evaluation involves Self- Evaluation by the Board c) Internal Financial Control Policy;
Member and subsequently assessment by the Board of
Directors. A member of the Board does not participate in d) Related Parties Transactions Policy;
the discussion of his / her evaluation.
e) Policy for determining material subsidiaries;
B. Familiarisation Programme for Independent
Directors: f) Remuneration Policy;
The Board of Directors has established Familiarisation
Programmes for all the Independent Directors as per g) Risk Management Policy;
the requirement of the SEBI the (Listing Obligations
and Disclosure Requirements) Regulations, 2015. h) Corporate Social Responsibility Policy;
The main objective of the Programme is to familiarise
the Independent Directors with the Company, their roles, i) Criteria for appointment of Directors;
rights, responsibilities in the Company, nature of the
industry in which the Company operates, business model j)
Code of Internal Procedures and Conduct for
of the company, etc., through various programmes and Regulating, Monitoring and Reporting of Trading by
the same is available on the website of the Company i.e., Designated Persons;
[Link]
k) Policy for Determination of materiality of information;
C. BOARD COMMITTEES
In compliance with both the mandatory and l) Succession Policy;
non-mandatory requirements under the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, m) Policy for Preservation of Documents;
2015 and the applicable laws, your Company’s Board of
Directors constituted the following Committees: n) Archival Policy;
The Company Secretary acts as the Secretary of the The following table presents the details of attendance at
Audit Committee. the Nomination and Remuneration Committee meetings
for the period ended March 31, 2021:
The composition, role, terms of reference as well as
powers of the Audit Committee are in accordance with No. of Meetings
Members
the Regulation 18 of the SEBI (Listing Obligations and Attended
Disclosure Requirements) Regulations, 2015 and Section Mr. Chandrashekhar S. Kaptan 5
177 of the Companies Act, 2013. Mr. Sandeep J. Shah 5
Mr. Virendra D. Mhaiskar 5
The brief terms of reference of the Audit Committee, Mr. Sunil Talati 3
inter alia, includes overseeing of the Company’s financial
reporting process, reviewing the financial statements The brief terms of reference of the Nomination and
with the Management, recommending appointment Remuneration Committee are as follows:
/ re-appointment of auditors, fixation of audit fees,
reviewing the adequacy of internal audit function, holding 1.
Formulation of the criteria for determining
periodic discussions with auditors about their scope and qualifications, positive attributes and independence
adequacy of internal control systems, discussing on of a director and recommend to the Board a policy,
any significant findings made by Internal Auditor’s and relating to the remuneration of the directors, key
following it up with action. The Committee also reviews managerial personnel, senior management and
information prescribed under Regulation 18(3) of the other employees;
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. 2. Formulation of criteria for evaluation performance of
Independent Directors and the Board of directors;
The detailed terms of reference of Audit Committee
are available on your Company’s website 3. Devising a policy on Board diversity;
[Link]
4. Identifying persons who are qualified to become
The Company’s Audit Committee met 8 (Eight) times for directors and who may be appointed in senior
the period ended March 31, 2021 viz. June 18, 2020; management in accordance with the criteria
July 17, 2020; August 24, 2020; November 05, 2020; laid down, and recommend to the Board their
November 12, 2020; January 18, 2021, January 25, appointment and removal;
2021 and March 26, 2021.
5. Consideration of extending or continuing the term
The following table presents the details of attendance of appointment of the independent director, on the
at the Audit Committee meetings held during the period basis of the report of performance evaluation of
ended March 31, 2021: independent directors;
Status report on number of shareholder complaints/requests received and replied by the Company for the
financial year 2020-21:
The brief terms of reference of the Stakeholders’ Relationship Committee are as follows:
1.
Resolving the grievances of the security holders including complaints related to transfer/transmission of
shares, non-receipt of annual report, non-receipt of declared dividends, issue of new/duplicate certificates,
general meetings etc.
3. Review of adherence to the service standards adopted in respect of various services being rendered by the Registrar
& Share Transfer Agent.
4. Review of the various measures and initiatives taken by the listed entity for reducing the quantum of unclaimed
dividends and ensuring timely receipt of dividend warrants/annual reports/statutory notices by the shareholders
of the company.
The salient features of this system are centralised database of all complaints, online upload of Action Taken Reports (ATRs)
by the concerned companies and online viewing by investors of actions taken on the complaint and its current status.
Your Company has been registered on SCORES and makes every effort to resolve all investor complaints received through
SCORES or otherwise within the statutory time limit from the receipt of the complaint.
The Company reports the following details in respect to demat suspense account/unclaimed suspense account of equity
shares, which were issued pursuant to the Company’s public issue:
Number of Number of
Particulars
Shareholders Equity Shares
Aggregate number of shareholders and the outstanding shares in the suspense account lying at the 20 1830
beginning of the year i.e. as on April 01, 2020
Number of shareholders who approached listed entity for transfer of shares from suspense account 1 60
during the year
Number of shareholders to whom shares were transferred from suspense account during the year 1 60
Aggregate number of shareholders and the outstanding shares in the suspense account lying at the 19 1770
end of the year i.e. as on March 31, 2021
That the voting rights on these shares shall remain frozen till the rightful owner of such shares claims the shares.
The CSR Committee meeting was held on April 28, 2020; (vi) Management, Administration & Share Transfer
May 25, 2020; June 02, 2020 and August 27, 2020 Committee:
during the period ended March 31, 2021. The Company’s Board of Directors formed a Management,
Administration and Share Transfer Committee to approve
The following table presents the details of attendance the routine management and operational transactions,
at the CSR Committee meetings for the period ended including such transactions / activities peculiar for
March 31, 2021: conducting the business of an Infrastructure Company.
The detail of the CSR activities of the Company is Mrs. Deepali V. Mhaiskar, Member
provided in the Board’s Report and placed on the website
of the Company. Mr. Sudhir Rao Hoshing, Member
The terms of reference of CSR Committee Mr. Chandrashekhar S. Kaptan, Member
inter-alia includes:
For the period ended March 31, 2021, the members of the
(a) formulate and recommend to the Board, a CSR Policy Committee met 42 times on May 05, 2020; May 15, 2020;
which shall indicate the activities to be undertaken May 21, 2020; June 02, 2020; June 10, 2020; June 11,
by the company as specified in Schedule VII of the 2020; June 15, 2020; June 16, 2020; June 20, 2020;
Companies Act, 2013; June 23, 2020; June 25, 2020; June 29, 2020; July 01,
2020; July 02, 2020; July 08, 2020; July 13, 2020; July 17,
(b)
recommend the amount of expenditure to be 2020; July 24, 2020 ; August 01, 2020; August 05, 2020;
incurred on the activities referred to in clause (a); and August 18, 2020; August 25, 2020; September 04, 2020;
September14,2020;September29,2020;November06,2020;
(c)
monitor the CSR Policy of the company November 27, 2020; December 03, 2020; December 16,
from time to time. 2020; December 23, 2020; January 05, 2021; January 14,
2021; January 19, 2021; January 20, 2021; January 25,
(v) Risk Management Committee: 2021; January 29, 2021; February 03, 2021; February 09,
The composition of the Risk Management Committee as 2021; February 16, 2021; February 22, 2021; March 05,
on March 31, 2021 consists of the following members viz.: 2021 and March 30, 2021; The following table presents the
details of attendance at the Management Administration
1. Mr. Virendra D. Mhaiskar, - Chairman and Share Transfer Committee meetings held for period
ended March 31, 2021.
2. Mr. Sudhir Rao Hoshing, - Member
No. of Meetings
Members
3. Mr. Chandrashekhar Kaptan, - Member Attended
Mr. Virendra D. Mhaiskar 42
4. Mr. Tushar Kawedia, - Member Mrs. Deepali V. Mhaiskar 42
Mr. Chandrashekhar S. Kaptan 0
The Risk Management Committee meeting was held on Mr. Sudhir Rao Hoshing 42
March 26, 2021 during the period ended March 31, 2021.
The following table presents the details of attendance (vii) INVIT Committee
at the Risk Management Committee meetings held for The Company’s Board of Directors formed INVIT
period ended March 31, 2021. Committee for formation and carrying out other activities
related to Infrastructure Investment Trust.
No. of Meetings
Members
Attended The INVIT Committee consists of the following members
Mr. Virendra D. Mhaiskar 1 as on March 31, 2021:
Mr. Sudhir Rao Hoshing 1
Mr. Chandrashekhar S. Kaptan - 1) Mr. Virendra D. Mhaiskar - Chairman
Mr. Tushar Kawedia 1
2) Mrs. Deepali V. Mhaiskar - Member
No meeting of the Offering Committee for QIP was held (d) Mr. Sudhir Rao Hoshing - Member
for the period ended March 31, 2021.
For the period ended March 31, 2021, the members of
(ix) IPO Committee the Committee met 1 (One) time on November 05, 2020.
The IPO Committee of the Board of Directors of The following table presents the details of attendance at
your Company as on March 31, 2021 consists of the the IRB Infrastructure Trust Committee meetings held for
following Members: period ended March 31, 2021.
Nature of Meeting Date & Time Venue Details of Special Resolution passed
Twentieth Annual August 31, 2018 Megarugas, Plot No 9/10, Saki 1. Approval of remuneration of Mr. Virendra D. Mhaiskar
General Meeting 3.30 p.m. Vihar Road, Opp. Chandivali as an Executive Promoter Director.
Studio, Near Raheja Vihar 2. Approval of remuneration of Mrs. Deepali V. Mhaiskar
Complex, Andheri (East), as an Executive Promoter Director.
Mumbai – 400 072 3. Increase in the borrowing powers of the Company.
4. Raising of Funds upto `1,500 Crores by
issue of Securities.
Twenty First Annual September 26, Megarugas, Plot No 9/10, Saki 1. Re-appointment of Mr. Chandrashekhar Kaptan as an
General Meeting 2019 11.00 a.m. Vihar Road, Opp. Chandivali Independent Director.
Studio, Near Raheja Vihar 2. Re-appointment of Mr. Sunil Talati as an
Complex, Andheri (East), Independent Director.
Mumbai – 400 072 3. Increase in the borrowing powers of the Company.
4. Selling or Disposing of undertaking(s) of the Company
and Creation of security.
Twenty July 28, 2020 Through Video Conferencing 1. Re-appointment of Mr. Sandeep Shah (holding
Second Annual 11.00 a.m. (“VC”)/Other Audio DIN: 00917728), as an Independent Director
General Meeting Visual Means (“OAVM”) of the Company.
2. Amendment of Alteration of Articles of Association
of the Company.
3. Increase in the borrowing powers of the Company.
4. Selling or Disposing of undertaking(s) of the Company
and Creation of security.
Postal Ballot
No resolution was passed through Postal ballot during the financial year 2020-21.
E. MEANS OF COMMUNICATION
1) The Company’s corporate website [Link] consists of Investor Relations section, which provides comprehensive
information to the Shareholders.
2) Quarterly and Annual Financial results are published in leading English and Marathi daily newspapers viz. The Times
of India, Economic Times, Business Standard, Maharashtra Times and Sakal etc. The said results are also made
available on the Company’s website [Link]
3) The Company’s Annual Report is e-mailed to the shareholders whose email addresses are available with the
depositories as per section 136 of the Companies Act, 2013 and Regulation 36 of SEBI (LODR) Regulations, 2015
and also made available on the Company’s website [Link]
4) The Company’s Shareholding Pattern is filed on a quarterly basis with the Stock Exchanges and also displayed on the
Company’s website [Link]
5)
Press Releases and Corporate Presentations are also displayed on the Company’s website
[Link]
Requirements) Regulations, 2015, on its website: have been debarred or disqualified from being
[Link] appointed or continuing as directors of companies
by the Board/Ministry of Corporate Affairs or any such
xi) Commodity Price Risks and Commodity Hedging statutory authority.
Activities
Disclosure with respect to commodity price risks As per provisions of Listing Regulations, M/s. Alwyn Jay
and commodity hedging activities are not applicable & Co., Company Secretaries, has issued a certificate
to the Company as the Company is engaged into confirming that none of the Directors on the Board
Infrastructure development. of the Company have been debarred or disqualified
from being appointed or continuing as Directors of the
xii) Disclosures in relation to the Sexual Harassment of Company by the Board/Ministry of Corporate Affairs
Women at Workplace (Prevention, Prohibition and or any such statutory authority. The Certificate is
Redressal) Act, 2013: enclosed as Annexure A.
As disclosed in the Board’s Report of the Company,
during the year under review, the Company has not H. USAGE OF ELECTRONIC PAYMENT MODES FOR
received any complaint of sexual harassment. MAKING CASH PAYMENTS TO THE INVESTORS
SEBI, through its Circular No. CIR/MRD/DP/10/2013,
xiii) Fees paid to Statutory Auditors dated March 21, 2013, has mandated the companies
Total fees of `29.07 Million for financial year 2020-21, for to use Reserve Bank of India (RBI) approved electronic
all services, was paid by the Company and its subsidiaries, payment modes, such as ECS [LECS (Local ECS) / RECS
on a consolidated basis, to the statutory auditors and all (Regional ECS) / NECS (National ECS)], NEFT and others
entities in the network firm/network entity of which the to pay members in cash.
statutory auditors are a part.
Recognising the spirit of the circular issued by the SEBI,
xiv) Corporate Governance Requirements Members whose shareholding is in the electronic mode
The Company has complied with Corporate Governance are requested to promptly update change in bank details
Requirements specified under Regulation 17 to 27 and with the Depository through your Depository Participant for
clauses (b) to (i) of sub-regulation (2) of Regulation 46 is receiving dividends through electronic payment modes.
also available on your Company’s website: [Link]
Members who hold shares in physical form are
xv)
As per SEBI Notification dated January 04, 2017, requested to promptly update change in bank details
we hereby confirm that no employee including Key with the Company/ Registrar and Transfer Agents,
Managerial Personnel or Director or Promoter of the M/s. KFin Technologies Pvt. Ltd.(Unit: IRB Infrastructure
Company has entered into any agreement for himself Developers Ltd) for receiving dividends through
or on behalf of any other person, with any shareholder electronic payment modes.
or any other third party with regard to compensation or
profit sharing in connection with dealings in the securities
The Company has also sent reminders to encash
of the Company. unpaid/unclaimed dividend and IPO refund amount
from time to time.
xvi)
Certificate from Company Secretary in practice that
none of the Directors on the Board of the Company
I. MARKET PRICE DATA FOR THE PERIOD ENDING MARCH 31, 2021
The market price data, i.e., monthly high and low prices of the Company’s shares on BSE & NSE are given below:
BSE NSE
Month
High Price (`) Low Price (`) High Price (`) Low Price (`)
April, 2020 85 50.1 84.8 50.1
May, 2020 70 57.3 69 57.3
June, 2020 95 60.6 94.85 61.1
July, 2020 128.45 87 128.4 87
August, 2020 138.8 116.2 139 116.25
September, 2020 133 101.45 133 101.1
October, 2020 119.25 105.4 119.4 103.6
November, 2020 124 106.75 123.9 106.7
December, 2020 123 97.75 123 97.4
January, 2021 122.35 106.5 122.5 106.6
February, 2021 113.9 104 113.8 105
March, 2021 131.75 102.25 131.8 102.5
160 60000
140
50000
120
40000
100
IRB Price
SENSEX
80 30000
60
20000
40
10000
20
0 0
Jan, 2021
Feb, 2021
Mar, 2021
April, 2020
May, 2020
June, 2020
July, 2020
Aug, 2020
Sept, 2020
Oct, 2020
Nov, 2020
Dec, 2020
It is pertinent to note that as per lending agreements, the Company/ SPVs have to maintain certain financial & reserve
ratios. They are different for each borrower i.e. SPVs/ Company. It is always company’s endeavor to remain complied with such
conditions. However, in case the company exceed any such parameters/ ratios, lending agreement may restrict the company
to distribute the dividend at the ratio stated above. In such case, Board may decide to declare dividend in a manner to remain
compliant with the lending agreements/ arrangements/ its contracted obligations.
Declaration of dividend is dependent upon financial investment in its projects. The retained earnings will be
performance, the availability of free cash flow, company’s deployed in meeting such requirements.
projects and its prospects. However, company’s plans
to grow organically/ inorganically and various other At present, the company has only one class of equity
economic and business conditions prevalent in the shares. It doesn’t require adopting any different policy
industry will play a significant role while considering for other classes of shares.
declaration of dividend.
The Board should evaluate the Company’s dividend
Since the company operates in capital intensive business, policy every 2-3 years.
it is required to maintain healthy proportion of equity
To
The Members,
IRB Infrastructure Developers Ltd
We have examined the compliance of conditions of Corporate Governance by IRB Infrastructure Developers Ltd (“the Company”),
for the year ended on March 31, 2021, as stipulated in Regulation 17 to 27 and clauses (b) to (i) of sub-regulation (2) of
regulation 46 and para C, D and E of Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
The compliance of conditions of Corporate Governance is responsibility of the management. Our examination was limited
to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of the
Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us and the representations made
by the management, we certify that the Company, to the extent applicable, has complied with the conditions of Corporate
Governance as stipulated in Regulations 17 to 27, clauses (b) to (i) of sub-regulation (2) of Regulation 46 and Para C, D and E of
Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
We further state that such compliance is neither an assurance as to the future viability of the Company nor of the efficiency or
effectiveness with which the management has conducted the affairs of the Company.
Sd/-
Makarand Joshi
Partner
FCS No. 5533
CP No. 3662
Peer Review No :P2009MH007000
UDIN: F005533C000377289
Place: Mumbai
Date: 27th May, 2021
Annexure A
To,
The Members of
IRB Infrastructure Developers Limited
Off No-11th Floor/1101 Hiranandani Knowledge Park,
Technology Street, Hill Side Avenue,
Powai, Mumbai - 400076
We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of IRB Infrastructure
Developers Limited having CIN : L65910MH1998PLC115967 and having registered office at Off No-11th Floor/1101
Hiranandani Knowledge Park, Technology Street, Hill Side Avenue, Powai, Mumbai - 400076 (hereinafter referred to as ‘the
Company’), produced before us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3)
read with Schedule V Para-C Sub clause 10(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
In our opinion and to the best of our information and according to the verifications (including Directors Identification Number
(DIN) status at the portal [Link]) as considered necessary and explanations furnished to us by the Company & its
officers, We hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending
on 31st March, 2021 have been debarred or disqualified from being appointed or continuing as Directors of companies by the
Securities and Exchange Board of India, Ministry of Corporate Affairs or any such other Statutory Authority.
Sr.
Name of Director DIN Designation Date of Appointment
No.
1. Virendra Dattatraya Mhaiskar 00183554 Managing Director 13/12/2006
2. Deepali Virendra Mhaiskar 00309884 Wholetime Director 27/07/1998
3. Sudhir Rao Hoshing 02460530 Joint Managing Director 29/05/2015
4. Mukeshlal Gupta 02121698 Joint Managing Director 01/02/2012
5. Sunil Himatlal Talati 00621947 Director 13/12/2010
6. Sandeep Jasvantlal Shah 00917728 Director 05/02/2015
7. Chandrashekhar Shankarrao Kaptan 01643564 Director 03/08/2007
8. Heena Hiral Raja 07139357 Director 30/03/2019
Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility of the management
of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an
assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has
conducted the affairs of the Company.
Sd/-
Alwyn D’Souza
Office Address : (Partner)
Annex-103, Dimple Arcade, FCS.5599
Asha Nagar, Kandivali (East), Certificate of Practice No.5137
Mumbai 400101. UDIN: F005559C000379372
To the Members of
IRB Infrastructure Developers Limited
The Key Audit Matter How the matter was addressed in our joint audit
These models use several key assumptions, concerning estimates • We examined and assessed the work performed by management’s
of future revenue growth, concession period, operations costs, the external valuation experts, including the valuation methodology
discount rate, qualitative assessments of the status of the project and and the key assumptions used. We also assessed the competence,
cost of complete for balance work. capabilities and objectivity of the experts used by the management
The Group’s assessment of the remaining ‘value in use’ is judgmental in the process of evaluating impairment models.
because it is based on forecast results and uncertain outcomes. • Involved our internal valuation specialists, to evaluate the
Further, determining these estimates may be subject to a degree of reasonability of the methodology, approach and assumptions used
Group’s bias. in the valuation carried out for determining the value in use of
The Company has extended loans to joint ventures which are investments in joint venture.
assessed for recoverability at each period end. Financial assets, which • we focused on key assumptions which were most sensitive to the
include loans to joint ventures aggregated to ` 4,155.82 million at recoverable value of the investments. We also assessed the key
31 March 2021 assumptions were plausible and appropriate in the light of the
Due to the nature of the business in the infrastructure projects, the current environment of the COVID 19 pandemic. We also assessed
Company is exposed to heightened risk in respect of the recoverability the historical accuracy of the estimates
of the loans and advances granted to the aforementioned • considered the adequacy of disclosures in respect of the investment
related parties. in joint venture.
There is judgment involved on the recoverability of loans/advances
which rely on a number of infrastructure projects being completed as
per the schedule timelines and generation of future cash flows
Fair valuation of other receivable from joint venture Recoverability of other receivable from joint venture
The Group has receivable of ` 32,957.00 million as Our procedures included:
31 March 2021 from a joint venture on account of transfer of 9 • we have examined the key controls in place for novation of loans and
project companies to the said joint venture. evidenced the Board of Directors approval obtained.
Due to the nature of the business in the infrastructure projects, the • we have obtained Group’s assessment of the fair valuation of the
Group is exposed to heightened risk in respect of the fair valuation of other receivables which includes cash flow projections over the
the other receivables due from the joint venture. duration of the other receivables. These projections are based on
There is judgment involved on the recoverability of other receivables underlying infrastructure project cash flows which are sensitive to
which rely on a number of infrastructure projects being completed some of the claims to be settled with the customers.
as per the scheduled timelines and generation of future cash flows. • We have involved our internal valuation specialists, to evaluate the
reasonability of the methodology, approach and assumptions used
in the valuation carried out for determining the fair value of other
receivable from joint venture.
• we have held discussions with management as well as their legal
teams on the admissibility and the likelihood of the claim settlement.
• we have independently requested and obtained confirmations to
evaluate the completeness and existence of other receivables from
joint venture as on 31 March 2021.
• we have verified the classification and disclosures of the other
receivables in accordance with accounting standards.
Measurement of Construction revenue (refer Note 3.05, 3.08, 24 and 52 to the consolidated financial statements)
The Key Audit Matter How the matter was addressed in our audit
Revenue from construction contracts represents 70.29% of the total Our audit procedures included:
revenue from operations of the Group and its joint ventures. Revenue • we obtained an understanding and consideration of the
from these contracts is recognised on satisfaction of performance appropriateness of the policies in respect of revenue recognition
obligation over time in accordance with the requirements of relevant against the criteria in the accounting standards.
accounting standards. • we have evaluated the design and implementation and tested
The Group and its joint ventures has construction contracts whose operating effectiveness of key controls around the contract price,
revenue recognition can be dependent on a high level of judgement estimation of costs to complete and billings to customers and
over the percentage of completion. It is based on their best management’s testing of these attributes.
estimate of the costs to complete valuation of contractual variations, • we understood and documented the contract and other related
claims and ability to deliver the contract within the contractual contractual provisions including contractually agreed deliverables,
time limit. The execution of construction contracts also requires termination rights, penalties for delay, etc. to understand the nature
assessment of execution risk resulting from uncertainty related to and scope of the arrangements with the customer.
COVID 19 pandemic.
the Act for safeguarding the assets of each company / internal financial controls with reference to the consolidated
trust, and for preventing and detecting frauds and other financial statements and the operating effectiveness of such
irregularities; the selection and application of appropriate controls based on our audit.
accounting policies; making judgments and estimates that are
reasonable and prudent; and the design, implementation and • Evaluate the appropriateness of accounting policies
used and the reasonableness of accounting estimates
maintenance of adequate internal financial controls, that were
and related disclosures made by the Management and
operating effectively for ensuring accuracy and completeness
Board of Directors.
of the accounting records, relevant to the preparation and
presentation of the consolidated financial statements that give • Conclude on the appropriateness of Management and Board
a true and fair view and are free from material misstatement, of Directors use of the going concern basis of accounting
whether due to fraud or error, which have been used for in preparation of consolidated financial statements and,
the purpose of preparation of the consolidated financial based on the audit evidence obtained, whether a material
statements by the Management and Directors of the Holding uncertainty exists related to events or conditions that
Company, as aforesaid. may cast significant doubt on the appropriateness of this
assumption. If we conclude that a material uncertainty exists,
In preparing the consolidated financial statements, the we are required to draw attention in our auditor’s report to the
respective Management and Board of Directors / Trustees related disclosures in the consolidated financial statements
of the companies / trust included in the Group and its joint or, if such disclosures are inadequate, to modify our opinion.
ventures are responsible for assessing the ability of each Our conclusions are based on the audit evidence obtained
company / trust to continue as a going concern, disclosing, up to the date of our auditor’s report. However, future events
as applicable, matters related to going concern and using or conditions may cause the Group and its joint ventures to
the going concern basis of accounting unless the respective cease to continue as a going concern.
Board of Directors / Trustees either intends to liquidate the
company / trust or to cease operations, or has no realistic • Evaluate the overall presentation, structure and content
of the consolidated financial statements, including the
alternative but to do so.
disclosures, and whether the consolidated financial
statements represent the underlying transactions and
The respective Board of Directors / Trustees of the companies
events in a manner that achieves fair presentation.
/ trust included in the Group and its joint ventures is
responsible for overseeing the financial reporting process of • Obtain sufficient appropriate audit evidence regarding the
each company / trust. financial information of such entities or business activities
within the Group and its joint ventures to express an
Auditor’s Responsibilities for the Audit of the opinion on the consolidated financial statements. We are
Consolidated Financial Statements responsible for the direction, supervision and performance
Our objectives are to obtain reasonable assurance about of the audit of financial information of such entities included
whether the consolidated financial statements as a whole in the consolidated financial statements of which we are the
are free from material misstatement, whether due to fraud independent auditors. For the other entities included in the
or error, and to issue an auditor’s report that includes our consolidated financial statements, which have been audited
opinion. Reasonable assurance is a high level of assurance, by other auditors, such other auditors remain responsible
but is not a guarantee that an audit conducted in accordance for the direction, supervision and performance of the audits
with SAs will always detect a material misstatement when it carried out by them. We remain solely responsible for our
exists. Misstatements can arise from fraud or error and are audit opinion. Our responsibilities in this regard are further
considered material if, individually or in the aggregate, they described in sub-paragraph (a) of the section titled ‘Other
could reasonably be expected to influence the economic Matters’ in this audit report.
decisions of users taken on the basis of these consolidated
We believe that the audit evidence obtained by us along with
financial statements.
the consideration of audit reports of the other auditors referred
to in sub-paragraph (a) of the Other Matters paragraph below,
As part of joint audit in accordance with SAs, we exercise
is sufficient and appropriate to provide a basis for our audit
professional judgment and maintain professional skepticism
opinion on the consolidated financial statements.
throughout the audit. We also:
We communicate with those charged with governance of
• Identify and assess the risks of material misstatement of the the Holding Company and such other entities included in
consolidated financial statements, whether due to fraud or
the consolidated financial statements of which we are the
error, design and perform audit procedures responsive to
independent auditors regarding, among other matters, the
those risks, and obtain audit evidence that is sufficient and
planned scope and timing of the audit and significant audit
appropriate to provide a basis for our opinion. The risk of
findings, including any significant deficiencies in internal
not detecting a material misstatement resulting from fraud is
control that we identify during our joint audit.
higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations,
We also provide those charged with governance with a
or the override of internal control.
statement that we have complied with relevant ethical
• Obtain an understanding of internal control relevant to the requirements regarding independence, and to communicate
audit in order to design audit procedures that are appropriate with them all relationships and other matters that may
in the circumstances. Under Section 143(3)(i) of the Act, reasonably be thought to bear on our independence, and
we are also responsible for expressing our opinion on the where applicable, related safeguards.
(b)
The consolidated financial statements include the a) we have sought and obtained all the information and
financial statements of one (1) subsidiary, whose financial explanations, which to the best of our knowledge
statements reflect total assets of ` 20,628 million (before and belief, were necessary for the purposes
consolidation adjustments) as at 31 March 2021, of our joint audit of the aforesaid consolidated
total revenue of ` 637 million (before consolidation financial statements;
adjustments) and net cash outflows amounting to ` 4
million for the year ended on that date, as considered in b) in our opinion, proper books of account as required
the consolidated financial statements, which have been by law relating to preparation of the aforesaid
audited by B S R & Co. LLP, Chartered Accountants, one consolidated financial statements have been kept
of the joint auditors of the Holding Company. so far as it appears from our examination of those
books and the Reports of the other auditors;
(c)
The consolidated financial statements include the
financial statements of five (5) subsidiaries whose financial c) the consolidated balance sheet, the consolidated
statements reflect total assets of ` 104,172 million statement of profit and loss (including other
(before consolidation adjustments) as at 31 March 2021, comprehensive income), the consolidated
total revenue of ` 18,422 million (before consolidation statement of changes in equity and the consolidated
adjustments) and net cash inflows amounting to ` 46 statement of cash flows dealt with by this report are
million for the year ended on that date, as considered in in agreement with the relevant books of account
the consolidated financial statements. maintained for the purpose of preparation of the
consolidated financial statements;
The consolidated financial statements also include the
Group’s share of net loss (and other comprehensive d) in our opinion, the aforesaid consolidated financial
income) of ` 1,659 million (before consolidation statements comply with the Ind AS specified under
adjustments) for the year ended 31 March 2021, in Section 133 of the Act;
respect of one (1) joint venture, which have been audited
by Gokhale & Sathe, Chartered Accountants, one of the e) on the basis of the written representations received
joint auditors of the Holding Company. from the directors of the Holding Company as on
31 March 2021 taken on record by the Board of
Directors of the Holding Company and the reports including derivative contracts, during the year
of the statutory auditors of its subsidiary companies ended 31 March 2021;
and a joint venture incorporated in India, none of
the directors of the Group companies and its joint iii.
there are no amounts which are required to be
venture incorporated in India is disqualified as on transferred to the Investor Education and Protection
31 March 2021 from being appointed as a director Fund by the Group and its joint ventures incorporated
in terms of Section 164 (2) of the Act. in India during the year ended 31 March 2021; and
Mumbai Mumbai
01 June 2021 01 June 2021
Report on the internal financial controls with reference to the aforesaid consolidated financial statements under Clause (i) of
Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
(Referred to in paragraph A(f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)
Opinion comply with ethical requirements and plan and perform the
In conjunction with our joint audit of the consolidated financial audit to obtain reasonable assurance about whether adequate
statements of the IRB Infrastructure Developers Limited internal financial controls with reference to consolidated
(hereinafter referred to as “the Holding Company”) and its financial statements were established and maintained and if
subsidiaries (Holding Company and its subsidiaries together such controls operated effectively in all material respects.
referred to as “the Group”) and its joint ventures as of and for
the year ended 31 March 2021, we have audited the internal Our audit involves performing procedures to obtain audit
financial controls with reference to consolidated financial evidence about the adequacy of the internal financial controls
statements of the Group and its joint venture incorporated in with reference to consolidated financial statements and their
India under the Companies Act, 2013 which are its subsidiary operating effectiveness. Our audit of internal financial controls
companies and joint venture, as of that date. with reference to consolidated financial statements included
obtaining an understanding of internal financial controls with
In our opinion, the Holding Company and such companies reference to consolidated financial statements, assessing the
incorporated in India which are its subsidiary companies risk that a material weakness exists, and testing and evaluating
and its joint venture have, in all material respects, adequate the design and operating effectiveness of the internal controls
internal financial controls with reference to consolidated based on the assessed risk. The procedures selected depend
financial statements and such internal financial controls on the auditor’s judgement, including the assessment of the
were operating effectively as at 31 March 2021, based on risks of material misstatement of the consolidated financial
the internal financial controls with reference to consolidated statements, whether due to fraud or error.
financial statements criteria established by such companies
considering the essential components of such internal controls We believe that the audit evidence we have obtained and the
stated in the Guidance Note on Audit of Internal Financial audit evidence obtained by the other auditors of the relevant
Controls Over Financial Reporting issued by the Institute of subsidiary companies and joint venture in terms of their reports
Chartered Accountants of India (the “Guidance Note”). referred to in the Other Matters paragraph below, is sufficient
and appropriate to provide a basis for our audit opinion on
Management’s Responsibility for Internal Financial the internal financial controls with reference to consolidated
Controls financial statements.
The respective Company’s management and the Board of
Directors are responsible for establishing and maintaining Meaning of Internal Financial controls with Reference to
internal financial controls with reference to consolidated Financial Statements
financial statements based on the criteria established
by the respective company considering the essential A company’s internal financial controls with reference
components of internal control stated in the Guidance Note. to financial statements is a process designed to provide
These responsibilities include the design, implementation and reasonable assurance regarding the reliability of financial
maintenance of adequate internal financial controls that were reporting and the preparation of financial statements for
operating effectively for ensuring the orderly and efficient external purposes in accordance with generally accepted
conduct of its business, including adherence to the respective accounting principles. A company’s internal financial
company’s policies, the safeguarding of its assets, the controls with reference to consolidated financial statements
prevention and detection of frauds and errors, the accuracy include those policies and procedures that (1) pertain to the
and completeness of the accounting records, and the timely maintenance of records that, in reasonable detail, accurately
preparation of reliable financial information, as required under and fairly reflect the transactions and dispositions of the
the Companies Act, 2013 (hereinafter referred to as “the Act”). assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation
Auditors’ Responsibility of financial statements in accordance with generally accepted
Our responsibility is to express an opinion on the internal accounting principles, and that receipts and expenditures
financial controls with reference to consolidated financial of the company are being made only in accordance with
statements based on our joint audit. We conducted our audit authorisations of management and directors of the company;
in accordance with the Guidance Note and the Standards and (3) provide reasonable assurance regarding prevention
on Auditing, prescribed under section 143(10) of the Act, or timely detection of unauthorised acquisition, use, or
to the extent applicable to an audit of internal financial disposition of the company’s assets that could have a material
controls with reference to consolidated financial statements. effect on the financial statements.
Those Standards and the Guidance Note require that we
Inherent Limitations of Internal Financial controls with because of changes in conditions, or that the degree of
Reference to Consolidated Financial Statements compliance with the policies or procedures may deteriorate.
Mumbai Mumbai
01 June 2021 01 June 2021
(` in Millions)
As at As at
Notes
March 31, 2021 March 31, 2020
ASSETS
Non-current assets
Property, plant and equipment 4 1,377.31 1,535.12
Capital work in progress 4 360.60 360.60
Right to use asset 53 86.18 117.20
Goodwill on consolidation 4 78.04 78.04
Other Intangible assets 4 2,69,479.66 2,74,974.74
Intangible assets under development 4 6,369.61 3,669.71
Financial assets
i) Investments 5 44,866.61 41,330.54
ii) Trade receivables 6 2,476.18 -
iii) Loans 7 46.00 77.38
iv) Other financial assets 8 30,956.49 30,936.62
Deferred tax assets 9 710.66 596.80
Other non-current assets 10 29.44 28.88
Total non-current assets (A) 3,56,836.78 3,53,705.63
Current assets
Inventories 11 3,216.72 3,313.55
Financial assets
i) Investments 5 3,122.58 128.01
ii) Trade receivables 6 3,403.08 4,407.58
iii) Cash and cash equivalents 12A 6,534.85 4,428.71
iv) Bank balance other than (iii) above 12B 16,854.88 18,278.34
v) Loans 7 4,321.03 158.18
vi) Other financial assets 8 13,054.75 10,195.12
Current tax assets (net) 13 767.03 403.08
Other current assets 14 3,624.74 3,863.38
Total current assets (B) 54,899.66 45,175.95
TOTAL ASSETS (A+B) 4,11,736.44 3,98,881.58
EQUITY AND LIABILITIES
Equity
Equity share capital 15 3,514.50 3,514.50
Other equity 16 65,493.19 63,314.29
Total equity (A) 69,007.69 66,828.79
Liabilities
Non-current liabilities
Financial liabilities
i) Borrowings 17 1,65,033.75 64,580.71
ii) Lease liabilities 19 43.17 76.70
iii) Other financial liabilities 20 1,24,773.76 1,38,883.02
Provisions 21 421.55 393.86
Deferred tax liabilities 9 24.06 27.01
Other non-current liabilities - -
Total Non-current liabilities (B) 2,90,296.29 2,03,961.30
Current liabilities
Financial liabilities
i) Borrowings 17 15,817.01 20,659.87
ii) Lease liabilities 19 45.02 49.69
iii) Trade payables
a) total outstanding dues of micro enterprises and small enterprises 18 777.59 1,138.26
b) total outstanding dues of creditors other than micro enterprises and small enterprises 18 6,368.02 6,302.02
iv) Other financial liabilities 20 23,183.11 89,843.08
Other current liabilities 22 5,681.09 9,248.54
Provisions 21 80.18 123.60
Current tax liabilities (net) 23 480.44 726.43
Total Current liabilities (C) 52,432.46 1,28,091.49
TOTAL LIABILITIES (D=B+C) 3,42,728.75 3,32,052.79
TOTAL EQUITY AND LIABILITIES (A+D) 4,11,736.44 3,98,881.58
Summary of significant accounting policies 3
The accompanying notes are an integral part of the consolidated financial statements.
As per our report of even date For and on behalf of the Board of Directors of
For B S R & Co. LLP IRB Infrastructure Developers Limited
Chartered Accountants CIN: L65910MH1998PLC115967
ICAI Firm Registration Number: 101248W/W-100022
Aniruddha Godbole Virendra D. Mhaiskar Deepali V. Mhaiskar
Partner Chairman & Managing Director Director
Membership No.: 105149 DIN: 00183554 DIN: 00309884
(` in Millions)
Income
Revenue from operations 24 52,986.30 68,522.23
Other income 25 1,889.00 1,949.56
Total Income 54,875.30 70,471.79
Expenses
Cost of material consumed 3,990.75 4,367.72
Road work and site expenses 26 17,627.90 28,156.21
Employee benefits expense 27 2,618.57 2,873.51
Finance costs 28 16,924.43 15,643.61
Depreciation and amortisation expense 29 5,817.04 4,683.14
Other expenses 30 3,622.46 3,410.73
Total expenses 50,601.15 59,134.92
Profit before tax and share of profit/(loss) of joint ventures 4,274.15 11,336.87
Profit/(Loss) from joint ventures 51 (1,657.96) (158.42)
Profit before exceptional item 2,616.19 11,178.45
Exceptional item 32 - 573.87
Profit before tax 2,616.19 11,752.32
Tax expenses
Current tax (including earlier years ` 8.83 millions (March 31, 2020: ` 5.66 millions)) 31 1,862.39 4,319.26
Deferred tax (credit)/charge (417.69) 224.43
Total tax expenses 1,444.70 4,543.69
Profit after tax 1,171.49 7,208.63
Other comprehensive income
Item that will not be reclassified to profit or loss:
(a) Mark to market gain/(loss) on fair value measurement of investments (net of tax) 2,775.59 (3,461.60)
(b) Re-measurement loss on defined benefit plans (14.61) (23.94)
(c) Tax on re-measurement loss on defined benefit plans 3.68 4.35
Other comprehensive income/(loss) for the year, net of tax 2,764.66 (3,481.19)
Total comprehensive income for the year, net of tax 3,936.15 3,727.44
Profit for the year attributable to :
Owners of the Company 1,171.49 7,208.63
Non-controlling interests - -
Other Comprehensive income attributable to :
Owners of the Company 2,764.66 (3,481.19)
Non-controlling interests - -
Total Comprehensive income attributable to :
Owners of the Company 3,936.15 3,727.44
Non-controlling interests - -
Earnings per share (of ` 10 each)
Basic 33 3.33 20.51
Diluted 33 3.33 20.51
Summary of significant accounting policies 3
The accompanying notes are an integral part of the consolidated financial statements.
As per our report of even date For and on behalf of the Board of Directors of
For B S R & Co. LLP IRB Infrastructure Developers Limited
Chartered Accountants CIN: L65910MH1998PLC115967
ICAI Firm Registration Number: 101248W/W-100022
Aniruddha Godbole Virendra D. Mhaiskar Deepali V. Mhaiskar
Partner Chairman & Managing Director Director
Membership No.: 105149 DIN: 00183554 DIN: 00309884
b. Other Equity
Owners of the Company
Items of Other Comprehensive
Reserves and surplus
Income (OCI)
Mark to Market
Re-
(Losses) on Total
Securities Capital General Retained measurement
Fair Value
Premium Reserve Reserve Earnings of net defined
Re-measurement
benefit plans
of Investments
As at March 31, 2019 14,060.09 1,269.18 1,946.12 45,170.05 (2,761.96) (46.48) 59,637.00
Transfer to retained earnings - - - (46.48) - 46.48 -
Profit for the year - - - 7,208.63 - - 7,208.63
Other comprehensive (loss) for the year - - - (19.59) (3,461.60) - (3,481.19)
Total comprehensive income for the - - - 7,142.56 (3,461.60) 46.48 3,727.44
year
Tax on dividend on equity shares - - - (50.15) - - (50.15)
As at March 31, 2020 14,060.09 1,269.18 1,946.12 52,262.46 (6,223.56) - 63,314.29
Profit for the year - - - 1,171.49 - - 1,171.49
Other comprehensive (loss) for the year - - - (14.61) 2,775.59 - 2,760.98
Tax on re-measurement loss on - - - 3.68 - - 3.68
defined benefit plans
Total comprehensive income for the - - - 1,160.56 2,775.59 - 3,936.15
year
Dividend on equity shares - - - (1,757.25) - - (1,757.25)
As at March 31, 2021 14,060.09 1,269.18 1,946.12 51,665.77 (3,447.97) - 65,493.19
The accompanying notes are an integral part of the consolidated financial statements.
As per our report of even date For and on behalf of the Board of Directors of
For B S R & Co. LLP IRB Infrastructure Developers Limited
Chartered Accountants CIN: L65910MH1998PLC115967
ICAI Firm Registration Number: 101248W/W-100022
(` in millions)
(` in millions)
contracts are governed by Service Concession equity transaction. If the Group loses control over
Agreements with government authorities (grantor). a subsidiary, it
Under these agreements, the operator does not
own the road, but gets “toll collection rights” against a. Derecognises the assets (including goodwill)
the construction services rendered. Since the and liabilities of the subsidiary at carrying
construction revenue earned by the operator is amounts at the date when control is lost.
considered as exchanged with the grantor against
toll collection rights, revenue is recognised at fair b. Recognises the fair value of the consideration
value of construction services rendered and profit
from such contracts is considered as realised. c.
Recognises the fair value of any
investment retained
Accordingly, BOT / DBFOT contracts awarded
to group companies (operator), where work is d. Recognises any surplus or deficit in profit or loss
subcontracted to fellow subsidiaries, the intra group
transactions on BOT / DBFOT contracts and the e. Reclassifies the parent’s share of components
profits arising thereon are taken as realised and previously recognised in OCI to profit or loss
not eliminated. or transferred directly to retained earnings,
if required by other Ind ASs as would be
v. A change in the ownership interest of a subsidiary, required if the Group had directly disposed of
without a loss of control is accounted for as an the related assets or liabilities
vi. The following entities are considered in the Consolidated Financial Statements listed below:
does not recognise further losses, unless it has incurred Estimates and assumptions
obligations or made payments on behalf of other entity. Estimates and underlying assumptions are reviewed on
an ongoing basis. Revisions to accounting estimates are
The Group reviews its carrying value of investments recognised in the year in which the estimates are revised
annually, or more frequently when there is indication for and future periods are affected.
impairment. If the recoverable amount is less than its
carrying amount, the impairment loss is accounted for. The key assumptions concerning the future and other
key sources of estimation uncertainty at the reporting
3.04 Current versus non-current classification date, that have a significant risk of causing a material
The Group has identified twelve months as its operating adjustment to the carrying amounts of assets and
cycle. The operating cycle is the time between the liabilities within the next financial year, are described
acquisition of assets for processing and their realisation below. The Group based its assumptions and estimates
in cash and cash equivalents. on parameters available when the consolidated financial
statements were prepared. Existing circumstances and
The Group presents assets and liabilities in the balance assumptions about future developments, however, may
sheet based on current/ non-current classification. change due to market changes or circumstances arising
that are beyond the control of the Group. Such changes
An asset is treated as current when it is: are reflected in the assumptions when they occur.
In the following items there is significant judgments and
− Expected
to be realised or intended to be sold or estimates which are key in preparation of consolidated
consumed in normal operating cycle financial statements:
− Held primarily for the purpose of trading − Fair value measurement of financial instruments
− Expected to be realised within twelve months after the (refer note 43)
reporting period, or
− Current / Deferred tax expense (refer note 31)
− Cash or cash equivalent unless restricted from being − Employee benefits (refer note 27)
exchanged or used to settle a liability for at least twelve
months after the reporting period. − Measurement of employee defined benefit obligations;
key actuarial assumptions (refer note 35)
All other assets are classified as non-current.
− Revenue recognition based on percentage of
A liability is current when: completion (refer note 24)
− It is expected to be settled in normal operating cycle − Provision for major maintenance (refer note 21)
− Held primarily for the purpose of trading − Impairment of non- financial assets and goodwill
(refer note 3.26)
− It is due to be settled within twelve months after the 3.06 Foreign currency transactions and balances
reporting period, or
The Group’s financial statements are presented in INR,
− There is no unconditional right to defer the settlement which is also the Group’s functional currency.
of the liability for at least twelve months after the
reporting period Transactions and balance
Transactions in foreign currencies are initially recorded
The Group classifies all other liabilities as non-current.
by each entity in the Group at their respective functional
currency spot rates at the date the transaction first
Deferred tax assets and liabilities are classified as
qualifies for recognition.
non-current assets and liabilities.
Monetary assets and liabilities denominated in foreign
3.05 Use of estimates and judgements
currencies are translated at the functional currency spot
The preparation of the Group’s financial statements
rates at the reporting date.
requires management to make judgements, estimates
and assumptions that affect the reported amounts
Exchange differences arising on settlement or translation
of revenue, expenses, assets and liabilities, and
of monetary items are recognised in the consolidated
the accompanying disclosures, and the disclosure
statement of profit and loss.
of contingent liabilities. Uncertainty about these
assumptions and estimates could result in outcomes that
Exchange difference arising on non current foreign
require a material adjustment to the carrying amount of
currency monetary items related to acquisition of
assets or liabilities affected in future years.
property, plant and equipment are added/deducted
from the cost of asset and amortised along with the Level 3 - Valuation techniques for which the lowest level
construction cost. input that is significant to the fair value measurement
is unobservable
The Group adjusts exchange differences arising on
translation/ settlement of non-current Foreign asset For assets and liabilities that are recognised in the
and depreciates the same over the remaining life of consolidated financial statements on a recurring basis, the
the asset as the Group continues the under the earlier
Accounting standard since it avails exemption under Group determines whether transfers have occurred
para D13AA of Ind AS 101. between levels in the hierarchy by re-assessing
categorisation (based on the lowest level input that is
3.07 Fair value measurement significant to the fair value measurement as a whole) at
The Group measures financial instruments, (refer note the end of each reporting period.
43) at fair value at each balance sheet date.
The Group’s Management determines the policies and
Fair value is the price that would be received to sell an procedures for both recurring fair value measurement,
asset or paid to transfer a liability in an orderly transaction such as derivative instruments and unquoted financial
between market participants at the measurement date. assets measured at fair value, and for non-recurring
The fair value measurement is based on the presumption measurement, such as assets held for distribution in
that the transaction to sell the asset or transfer the liability discontinued operations.
takes place either:
At each reporting date, the Management analyses the
− In the principal market for the asset or liability, or movements in the values of assets and liabilities which
are required to be remeasured or re-assessed as per
− In the absence of a principal market, in the most the Group’s accounting policies. For this analysis, the
advantageous market for the asset or liability
Management verifies the major inputs applied in the
The principal or the most advantageous market must be valuation by agreeing the information in the valuation
accessible by the Group. computation to contracts and other relevant documents.
The fair value of an asset or a liability is measured using The management also compares the change in the fair
the assumptions that market participants would use value of each asset and liability with relevant external
when pricing the asset or liability, assuming that market sources to determine whether the change is reasonable.
participants act in their economic best interest.
On an annual basis, the Management presents the
A fair value measurement of a non-financial asset takes valuation results to the Audit Committee and the Group’s
into account a market participant’s ability to generate independent auditors. This includes a discussion of the
economic benefits by using the asset in its highest and major assumptions used in the valuations.
best use or by selling it to another market participant that
would use the asset in its highest and best use. For the purpose of fair value disclosures, the Group
has determined classes of assets and liabilities on the
The Group uses valuation techniques that are appropriate basis of the nature, characteristics and risks of the asset
in the circumstances and for which sufficient data are or liability and the level of the fair value hierarchy as
available to measure fair value, maximising the use of explained above.
relevant observable inputs and minimising the use of
unobservable inputs. This note summarises accounting policy for fair value.
Other fair value related disclosures are given in the
All assets and liabilities for which fair value is measured relevant notes.
or disclosed in the consolidated financial statements are
categorised within the fair value hierarchy, described as Disclosures for valuation methods, significant estimates
follows, based on the lowest input that is significant to and assumptions (note 43 and 44)
the fair value measurement as a whole:
Financial instruments (including those carried at
Level 1 - Quoted (unadjusted) market prices in active amortised cost) (note 5,6,7,8,12,17,18,19,43 and 44)
markets for identical assets or liabilities
Quantitative disclosure of fair value measurement
Level 2- Valuation techniques for which the lowest level hierarchy (note 44)
input that is significant to the fair value measurement is
directly or indirectly observable
3.08 Revenue recognition of completion of the projects at the balance sheet date.
The Group has applied the following accounting policy The stage of completion of project is determined by the
for revenue recognition: proportion that contract cost incurred for work performed
upto the balance sheet date bear to the estimated total
Revenue from contracts with customers: contract costs. Where the outcome of the construction
cannot be estimated reliably, revenue is recognised to the
The Group recognises revenue from contracts extent of the construction costs incurred if it is probable
with customers based on a five step model as set that they will be recoverable. If total cost is estimated to
out in Ind AS 115: exceed total contract revenue, the Group provides for
foreseeable loss. Contract revenue earned in excess
Step 1. Identify the contract(s) with a customer: A contract of billing has been reflected as unbilled revenue and
is defined as an agreement between two or more parties billing in excess of contract revenue has been reflected
that creates enforceable rights and obligations and sets as unearned revenue. As per the underlying construction
out the criteria for every contract that must be met. contracts in force, the Group bears certain indirect
taxes as it’s own expense, and are effectively acting
Step 2. Identify the performance obligations in the as principals and collecting the indirect taxes on their
contract: A performance obligation is a promise in a own account. Accordingly, revenue from operations is
contract with a customer to transfer a good or service presented as gross of indirect taxes. Claims recognised
to the customer. to the extent that it is probable that they will result in
revenue, they are capable of being reliably measured
Step 3. Determine the transaction price: The transaction and it is not unreasonable to expect ultimate collection.
price is the amount of consideration to which the
Company expects to be entitled in exchange for
Income from the concession arrangements earned
transferring promised goods or services to a customer, under the intangible asset model consists of the (i) fair
excluding amounts collected on behalf of third parties. value of contract revenue, which is deemed to be fair
value of consideration transferred to acquire the asset;
Step 4. Allocate the transaction price to the performance and (ii) payments actually received from the users.
obligations in the contract: For a contract that has more than The intangible asset is amortised over its expected
one performance obligation, the Company will allocate useful life in a way that reflects the pattern in which the
the transaction price to each performance obligation in asset’s economic benefits are consumed by the Group,
an amount that depicts the amount of consideration to starting from the date when the right to operate starts to
which the Company expects to be entitled in exchange be used. Based on these principles, the intangible asset
for satisfying each performance obligation. is amortised in line with the actual usage of the specific
public utility facility, with a maximum of the duration of
Step 5. Recognise revenue when (or as) the entity the concession.
satisfies a performance obligation.
Contract revenue from Hybrid Annuity Contracts
The Group satisfies a performance obligation and Contract revenue and contract cost associated with
recognises revenue over time, if one of the following the construction of road are recognised as revenue
criteria is met: and expenses respectively by reference to the stage
of completion of the projects at the balance sheet
1.
The customer simultaneously receives and date. The stage of completion of project is determined
consumes the benefits provided by the Group’s by the proportion that contract cost incurred for work
performance as the Group performs; or performed up to the balance sheet date bear to the
estimated total contract costs and considering work
2. The Group’s performance creates or enhances an certified by Independent Engineer. Where the outcome
asset that the customer controls as the asset is of the construction cannot be estimated reliably, revenue
created or enhanced; or is recognised to the extent of the construction costs
incurred if it is probable that they will be recoverable.
3. The Group’s performance does not create an asset If total cost is estimated to exceed total contract revenue,
with an alternative use to the Group and the entity the Company provides for foreseeable loss.
has an enforceable right to payment for performance
completed to date. Finance Income for concession arrangements under
financial asset model is recognised using effective
Contract revenue (construction contracts) interest method.
Contract revenue and contract cost associated with
the construction of road are recognised as revenue Financial receivable is recorded at a fair value of
and expenses respectively by reference to the stage guaranteed residual value to be received at the end of
the concession period. This receivable is subsequently unbilled revenue. If the Group performs its obligations by
measured at amortised cost. In the financial assets transferring goods or services to a customer before the
model, the amount due from the grantor meet the customer pays consideration or before payment is due,
identification of the receivable which is measured at a contract asset i.e. unbilled revenue is recognised for
fair value. Based on business model assessment, the the earned consideration that is conditional. The contract
Group measures such financial assets at fair value and assets are transferred to receivables when the rights
subsequently also classifies the same as fair value become unconditional. This usually occurs when the
through profit and loss (“FVTPL”). Any asset carried under Group issues an invoice to the Customer.
concession arrangements is derecognised on disposal
or when no future economic benefits are expected from Trade receivables
its future use or disposal or when the contractual rights to A receivable represents the Group’s right to an amount of
the financial asset expire. consideration that is unconditional i.e. only the passage of
time is required before payment of consideration is due.
Operation and maintenance contracts
Revenue from maintenance contracts are recognised Contract liabilities
over the period of the contract as and when A contract liability is the obligation to transfer goods or
services are rendered. services to a customer for which the Group has received
consideration (or an amount of consideration is due)
Income from toll contracts from the customer. Contract liabilities are recognised as
The income from Toll Contracts on BOT basis are revenue when the Group performs under the contract.
recognised on actual collection of toll revenue (net
of revenue share payable to NHAI) as per Concession 3.09 Government Grants
Agreement. Revenue from electronic toll collection is Grants and subsidies from the government are
recognised on accrual basis. recognised if the following conditions are satisfied:
Revenue from wind-mill power generation (Sale of − There is reasonable assurance that the Group will
electricity) comply with the conditions attached to it.
Revenue from wind-mill power generation is recognised
when the electricity is delivered to electricity distribution − Such benefits are earned and reasonable certainty
exists of the collection.
company at a common delivery point and the same is
measured on the basis of meter reading. Government grants are recognised in accordance with the
terms of the respective grant on accrual basis considering
Interest income the status of compliance of prescribed conditions and
For all financial assets measured either at amortised ascertainment that the grant will be received.
cost or at fair value through other comprehensive
income, interest income is recorded using the effective Grant received are considered as a part of the total outlay
interest rate (EIR). EIR is the rate that exactly discounts of the construction project and accordingly, the same is
the estimated future cash payments or receipts over reduced from the gross value of assets.
the expected life of the financial instrument or a shorter
period, where appropriate, to the gross carrying amount 3.10 Taxes
of the financial asset or to the amortised cost of a Current income tax
financial liability. When calculating the effective interest Current income tax assets and liabilities are measured
rate, the Group estimates the expected cash flows by at the amount expected to be recovered from or paid to
considering all the contractual terms of the financial the taxation authorities in accordance the Income Tax
instrument (for example, prepayment, extension, call and Act, 1961. The tax rates and tax laws used to compute
similar options) but does not consider the expected credit the amount are those that are enacted or substantively
losses. Interest income is included in finance income in enacted the reporting date in the country where the
the statement of profit and loss. Company operates and generates taxable income.
Current income tax relating to items recognised outside
Dividends profit or loss (either in other comprehensive income or in
Revenue is recognised when the Group’s right to receive equity). Current tax items are recognised in correlation
the payment is established, which is generally when to the underlying transaction either in OCI or directly
shareholders approve the dividend. in equity. Management periodically evaluates positions
taken in the tax returns with respect to situations in which
Contract balances applicable tax regulations are subject to interpretation
Contract assets and establishes provisions where appropriate.
A contract asset is the right to consideration in exchange
for goods or services transferred to the customer e.g.
Deferred tax Deferred tax assets and deferred tax liabilities are offset
Deferred tax is provided using the liability method on if a legally enforceable right exists to set off current tax
temporary differences between the tax bases of assets assets against current tax liabilities and the deferred
and liabilities and their carrying amounts for financial taxes relate to the same taxable entity and the same
reporting purposes at the reporting date. taxation authority.
Deferred tax liabilities are recognised for all taxable Tax benefits acquired as part of a business combination,
temporary differences, except: but not satisfying the criteria for separate recognition
at that date, are recognised subsequently if new
− When the deferred tax liability arises from the initial information about facts and circumstances change.
recognition of goodwill or an asset or liability in a Acquired deferred tax benefits recognised within the
transaction that is not a business combination and measurement period reduce goodwill related to that
at the time of the transaction affects neither the acquisition if they result from new information obtained
accounting profit nor taxable profit or loss. about facts and circumstances existing at the acquisition
date. If the carrying amount of goodwill is zero, any
− In respect of taxable temporary differences associated remaining deferred tax benefits are recognised in OCI/
with investments in subsidiaries, when the timing of the
capital reserve depending on the principle explained
reversal of the temporary differences can be controlled
for bargain purchase gains. All other acquired tax
and it is probable that the temporary differences will
benefits realised are recognised in the consolidated
not reverse in the foreseeable future.
statement of profit and loss. Deferred tax is recognised
Deferred tax assets are recognised for all deductible in consolidated statement of profit and loss on the
temporary differences, the carry forward of unused consolidated adjustments.
tax credits and any unused tax losses. Deferred tax
assets are recognised to the extent that it is probable On March 30, 2019, MCA has issued amendment
that taxable profit will be available against which regarding the income tax Uncertainty over Income Tax
the deductible temporary differences, and the carry Treatments. The notification clarifies the recognition and
forward of unused tax credits and unused tax losses measurement requirements when there is uncertainty
can be utilised, except: over income tax treatments. In assessing the uncertainty,
an entity shall consider whether it is probable that a
− When the deferred tax asset relating to the taxation authority will accept the uncertain tax treatment.
deductible temporary difference arises from the initial This notification is effective for annual reporting
recognition of an asset or liability in a transaction that periods beginning on or after April 1, 2019. As per the
is not a business combination and, at the time of the Group’s assessment, there are no material income tax
transaction affects neither the accounting profit nor uncertainties over income tax treatments.
taxable profit or loss.
Minimum Alternate Tax (MAT)
The carrying amount of deferred tax assets is reviewed
Minimum Alternate Tax (MAT) paid as per Indian Income
at each reporting date and reduced to the extent that
Tax Act, 1961 is in the nature of unused tax credit which
it is no longer probable that sufficient taxable profit will
can be carried forward and utilised when the Group
be available to allow all or part of the deferred tax asset
will pay normal income tax during the specified period.
to be utilised. Unrecognised deferred tax assets are
Deferred tax assets on such tax credit is recognised
re-assessed at each reporting date and are recognised to
to the extent that it is probable that the unused tax
the extent that it has become probable that future taxable
credit can be utilised in the specified future period.
profits will allow the deferred tax asset to be recovered.
The net amount of tax recoverable from, or payable to,
the taxation authority is included as part of receivables or
Deferred tax assets and liabilities are measured at the
payables in the balance sheet.
tax rates that are expected to apply in the year when
the asset is realised or the liability is settled, based
3.11 Property, plant and equipment
on tax rates (and tax laws) that have been enacted or
Property, plant and equipment are stated at cost, less
substantively enacted at the reporting date.
accumulated depreciation and impairment losses if any.
Deferred tax relating to items recognised outside
Cost comprises the purchase price and any attributable
consolidated statement of profit and loss is recognised
cost of bringing the asset to its working condition for
outside consolidated statement of profit and loss (either
its intended use. Any trade discount or rebates are
in other comprehensive income or in equity). Deferred tax
deducted in arriving at the purchase price.
items are recognised in correlation to the underlying
transaction either in OCI or directly in equity.
Depreciation is calculated on written down value
method (WDV) using the useful lives as prescribed
under the Schedule II to the Companies Act, 2013 or Intangible assets under development
re-assessed by the Group based on technical evaluation. Expenditure related to and incurred during implementation
The Group has estimated the following useful lives for its of project are included under “Intangible Assets under
tangible fixed assets: Development”. The same will be transferred to the
respective intangible assets on completion of project.
As per Companies Act,
Asset class Useful life
2013 3.13 Borrowing costs
Building 30 years 30 years
Borrowing costs directly attributable to the acquisition,
Plant & Machinery 9 years - 15 years 9 years - 15 years
construction or production of an asset that necessarily
Office equipment 5 years 5 years
takes a substantial period of time to get ready for its
Computers 3 years 3 years
Servers 6 years 6 years intended use or sale are capitalised as part of the cost of
Vehicles 8 years 8 years the asset. All other borrowing costs are expensed in the
Furniture & fixtures 10 years 10 years period in which they occur. Borrowing costs consist of
interest and other costs that an entity incurs in connection
with the borrowing of funds. Borrowing cost also includes
3.12 Intangible assets
exchange differences between the foreign currency
The Group exercised first time adoption under Ind
borrowing and the functional currency borrowing to the
AS 101 and has elected to continue with the carrying
extent regarded as an adjustment to the borrowing costs.
value of its “Toll Collection Rights” (Intangible Assets)
including corresponding obligation, as recognised
3.14 Leases
in the consolidated financial statements as at the
Policy applicable before April 01, 2019:
date of transition April 1, 2016 measured as per the
The determination of whether an arrangement is
Previous GAAP and uses that as its deemed cost as at
(or contains) a lease is based on the substance
date of transition.
of the arrangement at the inception of the lease.
The arrangement is, or contains, a lease if fulfilment of
With effect from 1 April 2016, toll collection rights are
the arrangement is dependent on the use of a specific
stated at cost, less accumulated amortisation, impairment
asset or assets and the arrangement conveys a right to
losses and grant from government. Cost includes:
use the asset or assets, even if that right is not explicitly
specified in an arrangement.
a. For acquired Toll Collection Rights – fair value of
upfront payments towards acquisition and incidental
Group as a lessee
expenses related thereto.
A leased asset is depreciated over the useful life of the
asset. However, if there is no reasonable certainty that
b.
Toll Collection Rights awarded by the grantor
the group will obtain ownership by the end of the lease
against construction service rendered by the
term, the asset is depreciated over the shorter of the
Group on BOT / DBFOT basis - Direct and indirect
estimated useful life of the asset and the lease term.
expenses on construction of roads, bridges, culverts,
infrastructure and other assets at the toll plazas.
A lease is classified at the inception date as a finance
lease or an operating lease. A lease that transfers
c.
Toll Collection Rights in lieu of premium -
substantially all the risks and rewards incidental to
Undiscounted premium obligation over the
ownership to the group is classified as a finance lease.
concession period.
Operating lease payments are recognised as an expense
Amortisation
in the consolidated statement of profit and loss on a
Toll Collection Rights are amortised over the period
straight-line basis over the lease term.
of concession, using revenue based amortisation as
prescribed in Ind As-36. Under this method, the carrying
Group as a lessor
value of the rights is amortised in the proportion of
Leases in which the Group does not transfer substantially
actual toll revenue for the year to projected revenue
all the risks and rewards of ownership of an asset are
for the balance toll period, to reflect the pattern in
classified as operating leases. Rental income from
which the assets economic benefits will be consumed.
operating lease is recognised on a straight-line basis
At each balance sheet date, the projected revenue for
over the term of the relevant lease. Initial direct costs
the balance toll period is reviewed by the management.
incurred in negotiating and arranging an operating lease
If there is any change in the projected revenue from
are added to the carrying amount of the leased asset
previous estimates, the amortisation of toll collection
and recognised over the lease term on the same basis
rights is changed prospectively to reflect any changes
as rental income. Contingent rents are recognised as
in the estimates.
revenue in the period in which they are earned.
in Ind AS 116 have not generally been applied to the lower of its carrying value and fair value less
comparative information. costs to sell. Non-current assets held for sale are not
depreciated or amortised.
On transition to Ind AS 116, the Group elected to apply
the practical expedient to grandfather the assessment 3.17 Provisions
of which transactions are leases. The Group applied Ind Provisions are recognised when the Group has a
AS 116 only to contracts that were previously identified present obligation (legal or constructive) as a result of
as leases under Ind AS 17. Therefore, the definition of a past event, it is probable that an outflow of resources
a lease under Ind AS 116 was applied only to contracts embodying economic benefits will be required to settle
entered into or changed on or after 1 April 2019. the obligation and a reliable estimate can be made of the
amount of the obligation. When the Group expects some
3.15 Inventories or all of a provision to be reimbursed, for example, under
Inventories are valued as follows: an insurance contract, the reimbursement is recognised
Construction materials, components, stores, as a separate asset, but only when the reimbursement
spares and tools: is virtually certain. The expense relating to a provision
is presented in the statement of profit and loss net of
Lower of cost and net realisable value. Cost is any reimbursement.
determined on weighted average basis and includes all
applicable costs in bringing goods to their present If the effect of the time value of money is material,
location and condition. provisions are discounted using a current pre-tax rate
that reflects, when appropriate, the risks specific to
Work-in-progress and finished goods the liability. When discounting is used, the increase in
Lower of cost and net realisable value. Cost includes the provision due to the passage of time is recognised
cost of direct materials and labour and a proportion of as a finance cost. Provisions are reviewed at each
manufacturing overheads based on the normal operating balance sheet date and adjusted to reflect the current
capacity, but excluding borrowing costs. Cost is best estimates.
determined on weighted average basis.
3.18 Premium Deferment
Net realisable value is the estimated contract price Premium Deferral (i.e. premium payable less paid after
in the ordinary course of business, less estimated adjusting premium deferment) is aggregated under
costs of completion and estimated costs necessary to premium deferred obligation in the balance sheet.
complete the contract. The interest payable on the above is aggregated under
premium deferral obligation. Interest on premium
Land deferral is capitalised during the construction period
Land of real estate business are valued at lower of cost and thereafter charged to the consolidated statement of
and net realisable value. profit and loss.
Cost includes land, cost of acquisition, legal cost and all 3.19 Resurfacing expenses
other cost to transfer the legal and beneficial ownership As per the Concession Agreements, the Group is obligated
of land in the name of the Group. to carry out resurfacing of the roads under concession.
The Group estimates the likely provision required
Net realisable value is the estimated selling price in towards resurfacing and accrues the cost on a straight
the ordinary course of business, less estimated costs line basis over the period at the end of which resurfacing
of completion and the estimated costs necessary would be required, in the consolidated statement of
to make the sale. profit and loss in accordance with Ind AS 37 “Provisions,
Contingent Liabilities and Contingent Assets.”
3.16 Assets held for sale
Non-current assets or disposal groups comprising of 3.20 Contingent Liability and Contingent assets
assets and liabilities are classified as ‘held for sale’ A contingent liability is a possible obligation that arises
when all of the following criteria’s are met: (i) decision from past events whose existence will be confirmed
has been made to sell. (ii) the assets are available for by the occurrence or non-occurrence of one or more
immediate sale in its present condition. (iii) the assets are uncertain future events beyond the control of the Group
being actively marketed and (iv) sale has been agreed or a present obligation that is not recognised because it is
or is expected to be concluded within 12 months of the not probable that an outflow of resources will be required
Balance Sheet date. to settle the obligation. A contingent liability also arises
in extremely rare cases where there is a liability that
Subsequently, such non-current assets and disposal cannot be recognised because it cannot be measured
groups classified as held for sale are measured at reliably. The Group does not recognise a contingent
liability but discloses its existence in the consolidated the calendar year. Accruals towards compensated
financial statements. absences at the end of the financial year are based
on last salary drawn and outstanding leave absence
3.21 Retirement and other employee benefits at the end of the financial year.
i. Defined contribution plan
Retirement benefits in the form of provident fund, 3.22 Financial instruments
Pension Fund and Employees State Insurance A financial instrument is any contract that gives rise to
Fund are a defined contribution scheme and the a financial asset of one entity and a financial liability or
contributions are charged to the Statement of equity instrument of another entity.
profit and loss for the period when the employee
renders related services. There are no other Financial assets
obligations other than the contribution payable to Initial recognition and measurement
the respective authorities. All financial assets are recognised initially at fair value
plus, in the case of financial assets not recorded at fair
ii. Defined benefit plan value through statement of profit and loss, transaction
Gratuity liability for eligible employees are defined costs that are attributable to the acquisition of the
benefit obligation and are provided for on the basis financial asset.
of an actuarial valuation on projected unit credit
method made at the end of each financial year. On initial recognition, a financial asset is classified as
Obligation is measured at the present value of measured of
estimated future cash flows using discounted rate − amortised cost
that is determined by reference to market yields at
the balance sheet date on Government Securities − FVOCI - Debt instruments
where the currency and terms of the Government − FVOCI - equity instruments
Securities are consistent with the currency and
estimated terms of the defined benefit obligation. − FVTPL
Financial assets are not reclassified subsequent to their
Remeasurements, comprising of actuarial gains initial recognition, except if and in the year, the Company
and losses excluding amounts included in net changes its business model for managing financial assets.
interest on the net defined benefit liability are
recognised immediately in the balance sheet with Debt instruments at amortised cost
a corresponding debit or credit to retained earnings A ‘debt instrument’ is measured at the amortised cost if
through OCI in the period in which they occur. both the following conditions are met:
Remeasurements are not reclassified to statement
of profit and loss in subsequent periods. − The asset is held within a business model whose
objective is to hold assets for collecting contractual
Past service costs are recognised in statement of cash flows, and
profit and loss on the earlier of:
− Contractual terms of the asset give rise on specified
dates to cash flows that are solely payments of principal
− The date of the plan amendment or curtailment, and and interest (SPPI) on the principal amount outstanding.
− The date that the Group recognises related After initial measurement, such financial assets are
restructuring costs
subsequently measured at amortised cost using the
Net interest is calculated by applying the discount effective interest rate (EIR) method. Amortised cost
rate to the net defined benefit liability or asset. is calculated by taking into account any discount or
The Group recognises the following changes in the premium on acquisition and fees or costs that are an
net defined benefit obligation as an expense in the integral part of the EIR. The EIR amortisation is included
statement of profit and loss: in finance income in the statement of profit and loss.
The losses arising from impairment are recognised in the
− Service costs comprising current service statement of profit and loss.
costs, past-service costs, gains and losses on
curtailments and non-routine settlements; and Debt instrument at FVTOCI
A ‘debt instrument’ is classified as at the FVTOCI if both
− Net interest expense or income of the following criteria are met:
iii. Compensated absences
As per the leave encashment policy of the Group, − The objective of the business model is achieved both
the employees have to utilise their eligible leave by collecting contractual cash flows and selling the
during the calendar year and lapses at the end of financial assets, and
− The asset’s contractual cash flows represent SPPI. − The rights to receive cash flows from the asset
has expired, or
Debt instruments included within the FVTOCI category
are measured initially as well as at each reporting date − The Group has transferred its rights to receive cash
at fair value. Fair value movements are recognized in flows from the asset or has assumed an obligation to
the other comprehensive income (OCI). However, the pay the received cash flows in full without material delay
Group recognizes interest income, impairment losses to a third party under a ‘pass-through’ arrangement;
and reversals and foreign exchange gain or loss in the and either (a) the Group has transferred substantially
statement of profit and loss. On derecognition of the all the risks and rewards of the asset, or (b) the Group
asset, cumulative gain or loss previously recognised has neither transferred nor retained substantially all
in OCI is reclassified from the equity to Statement of the risks and rewards of the asset, but has transferred
profit and loss. Interest earned whilst holding FVTOCI control of the asset.
debt instrument is reported as interest income using
When the Group has transferred its rights to receive cash
the EIR method.
flows from an asset or has entered into a pass-through
arrangement, it evaluates if and to what extent it has
Debt instrument at FVTPL
retained the risks and rewards of ownership. When it
FVTPL is a residual category for debt instruments.
has neither transferred nor retained substantially all of
Any debt instrument, which does not meet the criteria for
the risks and rewards of the asset, nor transferred control
categorization as at amortized cost or as at FVTOCI, is
of the asset, the Group continues to recognise the
classified as at FVTPL.
transferred asset to the extent of the Group’s continuing
involvement. In that case, the Group also recognises
In addition, the Group may elect to designate a debt
an associated liability. The transferred asset and the
instrument, which otherwise meets amortized cost or
associated liability are measured on a basis that reflects
FVTOCI criteria, as at FVTPL. However, such election
the rights and obligations that the Group has retained.
is allowed only if doing so reduces or eliminates a
measurement or recognition inconsistency (referred to
Continuing involvement that takes the form of a
as ‘accounting mismatch’). The group has designated
guarantee over the transferred asset is measured at the
certain debt instrument as at FVTPL.
lower of the original carrying amount of the asset and the
maximum amount of consideration that the Group could
Debt instruments included within the FVTPL category are
be required to repay.
measured at fair value with all changes recognized in the
Consolidated Statement of profit and loss.
Impairment of financial assets
In accordance with Ind AS 109, the Group applies
Equity investments
expected credit loss (ECL) model for measurement and
All equity investments in scope of Ind AS 109 are
recognition of impairment loss on the following financial
measured at fair value. Equity instruments which are held
assets and credit risk exposure:
for trading are classified as at FVTPL. For all other equity
instruments, the Group may make an irrevocable election
to present in other comprehensive income subsequent − Financial assets that are debt instruments, and are
measured at amortised cost e.g., loans, debt securities,
changes in the fair value. The Group makes such election
deposits, trade receivables and bank balance
on an instrument-by-instrument basis. The classification
is made on initial recognition and is irrevocable. − Financial
assets that are debt instruments and are
measured as at FVTOCI
If the Group decides to classify an equity instrument as
at FVTOCI, then all fair value changes on the instrument, − Lease receivables under Ind AS 17
excluding dividends, are recognized in the OCI. There is − Trade receivables or any contractual right to receive
no recycling of the amounts from OCI to P&L, even on cash or another financial asset that result from
sale of investment. However, the Group may transfer the transactions that are within the scope of Ind AS 18
cumulative gain or loss within equity. (referred to as contractual revenue receivables’ in
these consolidated financial statements)
Equity instruments included within the FVTPL category
are measured at fair value with all changes recognized in − Loan commitments which are not measured as at FVTPL
the Consolidated Statement of profit and loss. − Financial guarantee contracts which are not
measured as at FVTPL
Derecognition
The Group follows ‘simplified approach’ for recognition
A financial asset (or, where applicable, a part of a financial
of impairment loss allowance on:
asset or part of a group of similar financial assets) is
primarily derecognised (i.e. removed from the Group’s
consolidated balance sheet) when: − Trade receivables; and
− Other receivables All financial liabilities are recognised initially at fair value
and, in the case of loans and borrowings and payables,
The application of simplified approach does not
net of directly attributable transaction costs.
require the Group to track changes in credit risk.
Rather, it recognises impairment loss allowance based
The Group’s financial liabilities include trade and other
on lifetime ECLs at each reporting date, right from its
payables, loans and borrowings including bank overdrafts
initial recognition.
and derivative financial instruments.
For recognition of impairment loss on other financial
Subsequent measurement
assets and risk exposure, the Group determines that
The measurement of financial liabilities depends on their
whether there has been a significant increase in the
classification, as described below:
credit risk since initial recognition. If credit risk has not
increased significantly, 12-month ECL is used to provide
Financial liabilities at fair value through Statement of
for impairment loss. However, if credit risk has increased
profit and loss
significantly, lifetime ECL is used. If, in a subsequent
Financial liabilities at fair value through profit or
period, credit quality of the instrument improves such that
loss include financial liabilities held for trading and
there is no longer a significant increase in credit risk since
financial liabilities designated upon initial recognition
initial recognition, then the entity reverts to recognising
as at fair value through statement of profit and loss.
impairment loss allowance based on 12-month ECL.
Financial liabilities are classified as held for trading
if they are incurred for the purpose of repurchasing in
Lifetime ECL are the expected credit losses resulting
the near term. This category also includes derivative
from all possible default events over the expected life of
financial instruments entered into by the Group that
a financial instrument. The 12-month ECL is a portion of
are not designated as hedging instruments in hedge
the lifetime ECL which results from default events that
relationships as defined by Ind AS 109.
are possible within 12 months after the reporting date.
Gains or losses on liabilities held for trading are recognised
ECL is the difference between all contractual cash
in the consolidated statement of profit and loss.
flows that are due to the Group in accordance with the
contract and all the cash flows that the entity expects
Loans and borrowings
to receive (i.e., all cash shortfalls), discounted at the
This is the category most relevant to the Group. After initial
original EIR. When estimating the cash flows, an entity is
recognition, interest-bearing loans and borrowings are
required to consider:
subsequently measured at amortised cost using the EIR
method. Gains and losses are recognised in statement of
− All contractual terms of the financial instrument
profit and loss when the liabilities are derecognised as
(including prepayment, extension, call and similar
well as through the EIR amortisation process.
options) over the expected life of the financial
instrument. However, in rare cases when the expected
Amortised cost is calculated by taking into account any
life of the financial instrument cannot be estimated
discount or premium on acquisition and fees or costs
reliably, then the entity is required to use the remaining
that are an integral part of the EIR. The EIR amortisation
contractual term of the financial instrument.
is included as finance costs in the statement of
− Cash flows from the sale of collateral held or profit and loss.
other credit enhancements that are integral to the
contractual terms This category generally applies to borrowings. For more
information refer note 17.
− Financial assets measured as at amortised cost,
contractual revenue receivables and lease receivables:
Derecognition
ECL is presented as an allowance, i.e., as an integral
A financial liability is derecognised when the obligation
part of the measurement of those assets in the balance
under the liability is discharged or cancelled or expires.
sheet. The allowance reduces the net carrying amount.
When an existing financial liability is replaced by another
Until the asset meets write-off criteria, the Group does
from the same lender on substantially different terms, or
not reduce impairment allowance from the gross
the terms of an existing liability are substantially modified,
carrying amount.
such an exchange or modification is treated as the
Financial liabilities derecognition of the original liability and the recognition
Initial recognition and measurement of a new liability. The difference in the respective carrying
Financial liabilities are classified, at initial recognition, amounts is recognised in the consolidated statement of
as financial liabilities at fair value through Statement profit and loss.
of profit and loss, loans and borrowings, or payables,
as appropriate.
Offsetting of financial instruments assets or Group’s of assets. When the carrying amount
Financial assets and financial liabilities are offset and the of an asset or CGU exceeds its recoverable amount, the
net amount is reported in the standalone balance sheet asset is considered impaired and is written down to its
if there is a currently enforceable legal right to offset the recoverable amount.
recognised amounts and there is an intention to settle on
a net basis, to realise the assets and settle the liabilities In assessing value in use, the estimated future cash flows
simultaneously. are discounted to their present value using a pre-tax
discount rate that reflects current market assessments of
3.23 Derivative instrument the time value of money and the risks specific to the asset.
The Group uses derivative financial instruments, such In determining fair value less costs of disposal, recent
as interest rate swaps to hedge its interest rate risks, market transactions are taken into account. If no such
respectively. Such derivative financial instruments are transactions can be identified, an appropriate valuation
initially recognised at fair value on the date on which a model is used. These calculations are corroborated by
derivative contract is entered into and are subsequently valuation multiples, quoted share prices for publicly
re-measured at fair value. traded companies or other available fair value indicators.
Any gains or losses arising from changes in the fair The Group bases its impairment calculation on detailed
value of derivatives are taken directly to statement of budgets and forecast calculations, which are prepared
profit and loss. separately for each of the Group’s CGUs to which the
individual assets are allocated. These budgets and
3.24 Cash and cash equivalents forecast calculations generally cover a period of five
Cash and cash equivalent in the balance sheet comprises years. For longer periods, a long-term growth rate is
of cash at banks and on hand and short-term deposits calculated and applied to project future cash flows after
with an original maturity of three months or less, which the fifth year. To estimate cash flow projections beyond
are subject to an insignificant risk of changes in value. periods covered by the most recent budgets/forecasts,
the Group extrapolates cash flow projections in the
For the purpose of the statement of cash flows, cash and budget using a steady or declining growth rate for
cash equivalents consist of cash and short-term deposits, subsequent years, unless an increasing rate can be
as defined above, as they are considered an integral part justified. In any case, this growth rate does not exceed
of the Group’s cash management. the long-term average growth rate for the products,
industries, or country or countries in which the entity
3.25 Contingent consideration receivable operates, or for the market in which the asset is used.
Contingent consideration is classified as an asset
and is measured at fair value on the transaction date. For assets excluding goodwill, an assessment is made
Subsequently, contingent consideration is remeasured to at each reporting date to determine whether there is
fair value at each reporting date, with changes included an indication that previously recognised impairment
in the statement of profit and loss. losses no longer exist or have decreased. If such
indication exists, the Group estimates the asset’s or
3.26 Cash dividend to equity holders of the Group CGU’s recoverable amount. A previously recognised
The Group recognises a liability to make cash or non-cash impairment loss is reversed only if there has been a
distributions to equity holders of the parent when the change in the assumptions used to determine the asset’s
distribution is authorised and the distribution is no longer recoverable amount since the last impairment loss was
at the discretion of the Group. As per the corporate laws recognised. The reversal is limited so that the carrying
in India, a distribution is authorised when it is approved by amount of the asset does not exceed its recoverable
the shareholders. A corresponding amount is recognised amount, nor exceed the carrying amount that would
directly in equity. have been determined, net of depreciation, had no
impairment loss been recognised for the asset in prior
3.27 Impairment of non-financial assets years. Such reversal is recognised in the statement of
The Group assesses, at each reporting date, whether profit and loss.
there is an indication that an asset may be impaired.
If any indication exists, or when annual impairment Goodwill is tested for impairment annually as at 31 March
testing for an asset is required, the Group estimates and when circumstances indicate that the carrying value
the asset’s recoverable amount. An asset’s recoverable may be impaired.
amount is the higher of an asset’s or cash-generating
unit’s (CGU) fair value less costs of disposal and its Impairment is determined for goodwill by assessing the
value in use. Recoverable amount is determined for an recoverable amount of each CGU (or group of CGUs)
individual asset unless the asset does not generate cash to which the goodwill relates. When the recoverable
inflows that are largely independent of those from other amount of the CGU is less than its carrying amount, an
impairment loss is recognised. Impairment losses relating during the period are adjusted for the effects of all dilutive
to goodwill cannot be reversed in future periods. potential equity shares.
Intangible assets with indefinite useful lives are tested for 3.31 Recent Indian Accounting Standards (Ind AS):
impairment annually as at 31 March at the CGU level, as Ministry of Corporate Affairs (“MCA”) notifies new
appropriate, and when circumstances indicate that the standard or amendments to the existing standards.
carrying value may be impaired. There is no such notification which would have been
applicable from April 1, 2021.
3.28 Events after reporting date
Where events occurring after the balance sheet date
Recent pronouncements On March 24, 2021, the
provide evidence of conditions that existed at the end Ministry of Corporate Affairs (“MCA”) through a
of the reporting period, the impact of such events is notification, amended Schedule III of the Companies
adjusted with the consolidated financial statements. Act, 2013. The amendments revise Division I, II and III
Otherwise, events after the balance sheet date of of Schedule III and are applicable from April 1, 2021.
material size or nature are only disclosed. Key amendments relating to Division II which relate to
companies whose financial statements are required to
3.29 Segment information comply with Companies (Indian Accounting Standards)
Based on “Management Approach” as defined in Ind Rules 2015 are:
AS 108 - Operating Segments, the Management (“the
Board of Directors”) evaluates the Group’s performance Balance Sheet:
and allocates the resources based on an analysis of • Lease liabilities should be separately disclosed under
various performance indicators by business segments. the head ‘financial liabilities’, duly distinguished as
Inter segment sales and transfers are reflected current or non-current.
at market prices.
• Certain additional disclosures in the statement of
changes in equity such as changes in equity share
Unallocable items includes general corporate income
capital due to prior period errors and restated balances
and expense items which are not allocated to any
at the beginning of the current reporting period.
business segment.
•
Specified format for disclosure of
Segment Policies: shareholding of promoters.
Based on “Management Approach” as defined in Ind AS
108 -Operating Segments, the Management evaluates • Specified format for ageing schedule of trade
receivables, trade payables, capital work-in-progress
the Group’s performance and allocates the resources
and intangible asset under development.
based on an analysis of various performance indicators
by business segments. Inter segment sales and transfers • If a company has not used funds for the specific
are reflected at market prices. purpose for which it was borrowed from banks and
financial institutions, then disclosure of details of where
Unallocable items includes general corporate income it has been used.
and expense items which are not allocated to any
business segment. •
Specific disclosure under ‘additional regulatory
requirement’ such as compliance with approved
schemes of arrangements, compliance with number of
The Group prepares its segment information in conformity
layers of companies, title deeds of immovable property
with the accounting policies adopted for preparing and
not held in name of company, loans and advances to
presenting the consolidated financial statements of the
promoters, directors, key managerial personnel (KMP)
Group as a whole. Common allocable costs are allocated
and related parties, details of benami property held etc.
to each segment on an appropriate basis.
Statement of profit and loss:
3.30 Earnings per share Additional disclosures relating to Corporate Social
Basic earnings per share are calculated by dividing the Responsibility (CSR), undisclosed income and crypto
net profit or loss for the period attributable to equity or virtual currency specified under the head ‘additional
shareholders by the weighted average number of equity information’ in the notes forming part of consolidated
shares outstanding during the period. For the purpose financial statements.
of calculating diluted earnings per share, the net profit
or loss for the period attributable to equity shareholders The amendments are extensive and the Group will
and the weighted average number of shares outstanding evaluate the same to give effect to them as required by law.
(` in millions)
March 31, 2021 March 31, 2020
Goodwill 78.04 78.04
Toll collection rights 2,69,479.66 2,74,974.74
Intangible assets under development 6,369.61 3,669.71
Notes:
1. During the year, exchange loss/ (gain) differences to the extent of ` Nil millions (March 31, 2020: `343.24 millions) has been capitalised to
intangible assets.
2. Interest cost amounting to ` Nil millions (March 31, 2020: ` 3,252.98 millions) has been capitalised as per Ind AS-23 for Intangible assets and
Intangible assets under development calculated using a capitalisation rate (March 31, 2020: 10.50% p.a).
3. Net block of Toll collection rights includes unamortised portion of Toll Collection Rights in lieu of premium of ` 142,402.22 millions (March 31, 2020:
` 143,397.03 millions) in respect of IRBAV.
4. Goodwill of ` 78.04 millions (March 31, 2020: 78.04 millions) is on account of acquisition of subsidiary. As at March 31, 2021 and March 31, 2020,
it is tested for impairment. The recoverable amount has been determined based on a fair value less costs of disposal, estimated using discounted
cash flows. The fair value measurement was categorised as Level 3 fair value based on inputs in the valuation technique used. The key assumption
used in the estimation of the recoverable amount was the expected cash flow from sale of boulders discounted at the rate of 10.00% (March 31,
2020: 12.80%). With regard to assessment of value in use, no reasonably possibly change in any of the above key assumptions would cause the
carrying amount to exceed the recoverable amount.
Financial Assets
Note 5 : Investments
(` in millions)
March 31, 2021 March 31, 2020
No of No of
Face Face
Shares/ Current Non-current Shares/ Current Non-current
value value
Units Units
a) Investment in equity instruments
Quoted (Fair Value Through Profit
and Loss (FVTPL))
Union Bank of India 10 9,177 - 0.31 10 9,177 - 0.26
- 0.31 - 0.26
Unquoted (Fair Value Through Other
Comprehensive Income (FVTOCI))
Indian Highways Management 10 5,55,370 - 5.55 10 5,55,370 - 5.55
Company Limited
The Kalyan Janta 10 80,000 - 0.60 10 80,000 - 0.60
Sahakari Bank Limited
The Dombivali Nagri 50 2,000 - 0.10 50 2,000 - 0.10
Sahakari Bank Limited
Sangali Urban Co- 15 2 - - 15 2 - -
operative Bank Limited
Purti Power and Sugar Limited 10 18,50,000 - 18.50 10 18,50,000 - 18.50
Less:- Provision for Dimunition in - - - (18.50) - - - (18.50)
value of Investments
- 6.25 - 6.25
b) Investments in Joint Ventures
Unquoted (Measured as per equity
accounting method)
MMK Toll Road Private Limited 10 35,70,000 - 52.92 10 35,70,000 - 52.10
(refer note 51)
IRB Infrastructure Trust (refer note 51)* 100 41,66,09,067 - 39,842.61 100 39,05,71,000 - 38,897.58
- 39,895.53 - 38,949.68
c) Investments in Government or
trust securities
Unquoted (Amortised cost)
National saving certificates - - - 0.17 - - - 0.17
- 0.17 - 0.17
d) Investments in Mutual Funds
Quoted (Fair Value Through Profit -
or Loss (FVTPL))
Canara Robeco Short Duration 10 29,79,560 64.26 - 10 29,79,560 59.58 -
Fund Direct Growth
Canara Robeco Dual Advantage 10 20,00,000 25.64 - 10 20,00,000 21.66 -
Fund Series 1 Direct Growth
Aditya Birla Sun Life Liquid Fund - 100 27,553 9.13 - 100 21,661 6.92 -
Direct Plan Growth
SBI Premier Liquid Fund - Direct Plan 1,000 18,849 19.59 - 1,000 18,849 18.91 -
- Daily Dividend
SBI Liquid Fund- Direct Plan Growth* 1,000 3,51,530 1,132.50 - - - - -
SBI Overnight Fund- 1,000 15,671 52.52 - - - - -
Direct Plan Growth
SBI Banking & PSU Fund- 1,000 5,07,920 1,297.23 - - - - -
Direct Plan Growth*
Union Liquid Fund - 1,000 2,52,308 500.09 - - - - -
Direct Plan - Growth
Union Arbitrage Fund - 10 19,54,337 21.62 - 10 19,54,337 20.94 -
Regular Plan - Growth
3,122.58 - 128.01 -
(` in millions)
March 31, 2021 March 31, 2020
No of No of
Face Face
Shares/ Current Non-current Shares/ Current Non-current
value value
Units Units
e) Investments in units of Fund
Quoted (Fair Value Through Other
Comprehensive Income (FVTOCI))
IRB InvIT Fund (refer note 55)* 102^ 9,27,05,000 - 4,964.35 102^ 9,27,05,000 - 2,374.18
- 4,964.35 - 2,374.18
Total (a+b+c+d+e) 3,122.58 44,866.61 128.01 41,330.54
Aggregate book value of quoted investments - - 3,057.51 8,413.34 - - 125.68 8,598.00
Market value of quoted investments - - 3,122.58 4,964.66 - - 128.01 2,374.44
Aggregate amount of unquoted investments - - - 39,901.95 - - - 38,956.10
Aggregate amount of impairment in - - - 18.50 - - - 18.50
value of investments
^ Issue price
The current portion of trade receivables are non-interest bearing and are generally on terms of 30 to 90 days.
The non-current portion of trade receivable are not interest bearing and receivable after one year.
No trade or other receivables are due from directors or other officers of the Company either severally or jointly with any other
person. Nor any trade or other receivables are due from firms or private companies respectively in which any director is a
partner, a director or a member.
The Group has not identifed any credit impairment loss as at March 31, 2021 and March 31, 2020.
Note 7 : Loans
(Unsecured, considered good)
(` in Millions)
March 31, 2021 March 31, 2020
Current Non-current Current Non-current
- To related parties (interest free and repayable on demand) 4,185.82 - 0.25 -
(refer note 36)
Others
- Loans to employees 62.52 0.04 121.15 -
- Security and other deposits 72.69 45.96 36.78 77.38
Total 4,321.03 46.00 158.18 77.38
The above loans to related parties includes loan to key managerial personnel of ` 30.00 millions (March 31, 2020: ` Nil millions)
(refer note 36)
Except as disclosed above, there is no amount due from director, other officer of the Company, firms or joint-ventures in
which any director is a partner or private companies in which any director is a director or member at anytime during the
reporting period.
Except as disclosed above, there is no amount due from director, other officer of the Company or firms in which any director is
a partner or private companies in which any director is a director or member at anytime during the reporting period.
Note 11 : Inventories
(valued at lower of cost and net realisable value)
(` in millions)
Note 12B : Bank balance other than cash and cash equivalents
(` in millions)
Debt service reserve account/ major maintenance reserve account and trust, retention and other escrow accounts
Bank deposits are marked lien / pledged against the non current secured loan as per term loan agreement with the lender,
further the lenders have first charge on trust, retention and other escrow accounts.
* First charge on above to the extent of amount payable as per the waterfall mechanism as defined in the Concession Agreement / Common
Loan Agreement.
** Margin money deposits are earmarked against bank guarantees taken by the Company and for subsidiaries of the Company.
*** The deposits to the extent of ` 1.346.13 millions (March 31, 2020 : ` 1,271.97 millions) maintained by the Group with bank includes time deposits,
which are held against Debt Service Reserve (DSR) and margin money against bank guarantees, are considered as current portion under the head
“Bank balance other than cash and cash equivalents” since the same are encashable by the lenders in the event of default by the Group, if any.
Current deposits are made for varying periods of between one day and three months, depending on the immediate cash
requirements of the group and earn interest at the respective current deposit rates. Other time deposits earn interest at the
rate of 3.15% to 8.75% p.a. (March 31, 2020: 4.00 % to 8.75% p.a.)
For the purpose of the Statement of cash flows, cash and cash equivalents comprises of the following:
(` in Millions)
Cash and cash equivalents excludes bank overdraft of `9,391.77 millions (March 31, 2020 : `14,451.35 millions).
Against the said overdraft facility, the Company has deposits to the extent of `13,150.00 millions (March 31, 2020 : ` 14,850.00
millions) included under Bank balances other than cash and cash equivalents.
Advance income-tax (net of provision for tax of ` 5,933.71 millions 767.03 403.08
(March 31, 2020: ` 8,177.75 millions))
Total 767.03 403.08
a. Reconciliation of the shares outstanding at the beginning and at the end of the reporting period
Equity shares of ` 10 each issued, subscribed and fully paid-up
As per records of the Company, including its register of shareholders / members and other declarations received from
shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of shares.
There were no shares issued for consideration other than cash during the period of 5 years immediately preceding the
reporting date.
The Company has only one class of equity shares having par value of ` 10/- per share. Each holder of equity shares is
entitled to one vote per share.
The Company declares and pays dividend in Indian rupees. The dividend proposed by the Board of Directors is subject to
the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend, if any.
During the year ended March 31, 2021, the amount of per share dividend recognised as distributions to equity shareholders
is ` 5 per equity share (March 31, 2020: ` Nil).
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the
Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares
held by the shareholders.
a) Securities Premium - Where the Company issues shares at a premium, whether for cash or otherwise, a sum equal to the
aggregate amount of the premium received on those shares shall be transferred to “Securities Premium”.
b) Capital Reserve - the excess of net assets taken over the cost of consideration paid is treated as capital reserve on
account of consolidation.
c) General Reserve - The Group has transferred a portion of the net profit of the Company before declaring dividend to
general reserve pursuant to the earlier provisions of Companies Act 1956. Mandatory transfer to general reserve is not
required under the Companies Act 2013.
d) Retained Earnings: Retained earnings are the profits that the Group has earned till date, less any transfers to general
reserve, dividends or other distributions paid to shareholders.
e) Equity investments through OCI: This represents the cumulative gains or losses arising on investments in equity
instruments/ units of fund designated at fair value through other comprehensive income.
f) Remeasurements of defined benefit liability / (asset) through OCI: Remeasurements of defined benefit liability / (asset)
comprises actuarial gains and losses and return on plan assets (excluding interest income). Below is the movement of
remeasurement of defined benefit liability /(assets) :
(` in millions)
Financial liabilities
Note 17 : Borrowings
(` in millions)
Non-current Borrowings
Term loans
Indian rupee loan from banks (secured)
Project loans for SPVs (refer note i) 86,353.16 25,119.02
Equipment finance (refer note ii) 70.04 147.72
General purpose borrowings (refer note iii) 8,465.56 11,587.35
Less : current maturities (4,399.23) (5,138.16)
Total (a) 90,489.53 31,715.93
Indian rupee loan from financial institutions (secured)
Project loans for SPVs (refer note i) 7,021.45 4,741.03
Equipment finance (refer note ii) 36.02 131.16
General purpose borrowing (refer note iii) 4,616.85 9,265.00
Less : current maturities (600.13) (1,458.86)
Total (b) 11,074.19 12,678.33
Redeemable non-convertible debentures (secured) (refer note iv)
Project loans for SPVs
From Others:
- Unlisted 9.25% NCD 45,000 of face value of ` 96,368.29 each (March 31, 2020: ` 97,891.91 each) 4,336.57 4,405.14
(` in millions)
Rate of interest
Indian rupee term loan from banks and financial institutions caries interest rates linked to MCLR plus spread, which
varies from 8.40% to 9.60% p.a. (March 31, 2020 : carries interest rates linked to MCLR plus spread which varies from
9.25% to 11.90% p.a)
Nature of security
a) Secured by first charge on the movable/immovable asset by way of mortgage/hypothecation; first charge on all intangible
assets, present and future; assignment of all receivables; book debts and all rights and interest in project, both present
and future, excluding the project assets of respective companies;
b) Secured by first charge on the Escrow Account, Debt Service Reserve Account and any other reserves and other bank
accounts of the respective SPV Companies.
c) An irrevocable and unconditional corporate guarantee from IRB Infrastructure Developers Limited to meet shortfall (if
any) between debt due and termination payments received from Concessioning Authority in case of termination of
Concession Agreement for any reason in case of Project SPV’s.
Repayment terms
RBI’s Statement on Developmental and Regulatory Policies issued on March 27, 2020, the Company and certain
subsidiaries have availed the relief provided by its lender by way of moratorium on certain principal repayments and
repayment schedule has been modfied accordingly.
The Indian rupee term-loans are repayable in structured monthly installments commencing after commercial operation
date such that the total tenor does not exceed 18 years and repayable as per the structured monthly repayment schedule
specified in common loan agreement with the Lenders.
During the year ended March 31, 2020, loans aggregating to `106,255.81 millions were transferred to Trust. (refer note 32)
Loan amounting to ` 64,117.15 millions (March 31, 2020 : ` 18,082.51 millions) has been availed during the current
reporting year.
Loan amounting to ` 1,112.84 millions ( March 31, 2020 : ` 1,861.03 millions) has been repaid during the current reporting year
Loan amounting to `23.58 millions (March 31, 2020 : ` 9.41 millions) has been availed during the current reporting year
Loan amounting to ` 248.57 millions (March 31, 2020 : ` 313.57 millions) has been repaid during the current reporting year
The repayment schedule of the above term loan from banks and financial institutions are as follows:
RBI’s Statement on Developmental and Regulatory Policies issued on March 27, 2020. The Company and certain
subsidiaries have availed the relief provided by its lender by way of moratorium on certain principal repayments and
repayment schedule have been modfied accordingly.
• Loan amounting to ` 2,494.59 millions is repayable in 31 structured quarterly instalments commencing from June 30, 2021.
• Loan amounting to ` 2,000.00 millions is repayable in 8 structured quarterly instalments commencing from
September 15, 2021
• Loan amounting to ` 1,970.97 millions is repayable in 56 structured monthly instalments commencing from April 30, 2021.
• Loan amounting to ` 2,000 millions is repayable in 16 structured quarterly instalments commencing from
September 30, 2021.
Balance as on 31 March 2020 -
• Loan amounting to ` 1,199.41 millions is repayable in 4 structured monthly instalments commencing from
December 6, 2020
• Loan amounting to ` 493.95 millions is repayable in monthly instalments due on August 31, 2020
• Loan amounting to ` 73.99 millions is repayable in 12 structured monthly instalments commencing from April, 2020.
Indian rupee term loan from financial institutions:
• Loan amounting to ` 4,200.00 millions is repayable in 31 structured quarterly instalments commencing from June 30, 2021.
• Loan amounting to ` 416.85 millions is repayable in 18 structured installments commencing from June 15, 2021.
Balance as on 31 March 2020 -
• Loan amounting to ` 4,550.00 millions is repayable in 36 structured quarterly instalments commencing from June 30, 2020.
• Loan amounting to ` 146.00 millions is repayable in 12 structured monthly instalments commencing from April 30, 2020.
• Loan amounting to ` 1,400.00 millions is repayable in 6 structured monthly instalments commencing from
December 15, 2020.
• Loan amounting to ` 2,700.00 millions is repayable in 10 structured monthly instalments commencing from
January 31, 2021.
• Loan amounting to ` 469.00 millions is repayable in 21 structured installments commencing from April 30, 2020.
Loan amounting to ` 6,000 millions (March 31, 2020 : ` 11,050 millions) has been availed during the current reporting year
Loan amounting to ` 13,717.79 millions (March 31, 2020 : ` 7,647.38 millions) has been repaid during the
current reporting year
• Secured, redeemable, listed Non-convertible Debentures of ` 12,500.00 millions (31 March 2020 : ` Nil
millions) carries interest rates at 9.55% (March 31, 2020 : Nil) and are secured by pledge of subsidiaries equity
shares and units of joint-venture, subservient charge on the current assets of the Company to the extent of
100% to 125% of the outstanding NCD amount and escrow accounts.
ii) From Others - Unlisted NCD 75,000 of face value of ` 100,000 each :
• Secured, redeemable, unlisted Non-convertible Debentures of ` 7,500.00 millions (31 March 2020 : ` Nil
millions) carries interest rates at 10.00% (March 31, 2020 : Nil) and are secured by pledge units of joint-venture.
There was no outstanding Non-covertible Debenture as on March 31, 2020.
iii) From Others - Unlisted NCD 45,000 of Original face value of ` 100,000 each :
45,000 Secured, redeemable, non-convertible debentures issued by IRBAV ('Issuer') of a face value of
` 96,368.29 (March 31, 2020: ` 97,891.91) each on a private placement basis having rate of interest 9.25%
(March 31, 2020: 9.25%) aggregating to `4,336.57 millions (March 31, 2020: 4,405.14 millions) redeemable in
154 installments commencing from March 31, 2018 as per the schedule provided in Debenture Trust Deed.
a. first mortgage and charge on all the Issuer’s immovable properties as, both present and future
b. first charge on all the Issuer’s moveable assets, including moveable plant and machinery, machinery spares,
tools and accessories, furniture, fixtures, vehicles and all other movable assets, both present and future
c. first charge over all accounts of the Issuer, including but not limited to the Escrow Account and the
Sub-Accounts (or any account in substitution thereof), the Debt Service Reserve Account that may be
opened in accordance with the Transaction Documents, and in all funds from time to time deposited therein
(including the reserves) and the permitted investments or other securities representing all amounts credited
to the Escrow Account and a first charge on the Receivables.
iv) From Others - Unlisted NCD 218,455 of face value of ` 100,000 each
During the year, the Company has raised ` 21,845.50 million through issue of 218,455, 9.927% Unlisted,
Secured, Redeemable Non-Convertible Debentures (‘9.927% NCD’) to India Toll Roads. The tenure of 9.927%
NCD is 7 years i.e. it will mature on February 2028 and carries interest rate of 9.927% per annum. Frequency of
interest payment is semi-annually with bullet repayment of principal amount at the end of 7 years. The 9.927%
NCD are secured by charge over certain cash flows from a subsidiary of the Company, pledge over a portion of
holding of IRB in the subsidiary and 6 months Interest Service Reserve Account (ISRA).
The Company has an option to redeem the 9.927% NCD at any time prior to 19 February 2023, subject to
applicable law, at a redemption price equal to 100% of principal amount and accrued interest upto redemption
date plus applicable redemption premium if any. If the Company redeems the 9.927% NCD at anytime from 19
February 2023 to 18 February 2024, subject to applicable law, the redemption price is 102.75% of the principal
amount and accrued interest upto redemption date plus applicable redemption premium, and if it is redeemed
anytime on or after 19 February 2024, subject to applicable law, redemption price is 100% of principal amount
and accrued interest upto redemption date plus applicable redemption premium. The 9.927% NCD will mature
on the maturity date. The management does not intend to redeem the 9.927% NCD at anytime before the
maturity date. The Determination agent has confirmed that there is no shortfall in funding as on March 31, 2021.
Further, the Determination agent has confirmed that since neither the event of default or exercise of put option
has triggered as on March 31, 2021, the redemption premium cannot be determined as on March 31, 2021 and
hence no provision is created for the redemption premium in the financial statements.
The Holders of the 9.927% NCD have a Put option right on one business day prior to 19 August 2024 to
redeem the 9.927% NCD. The Put right redemption price will be determined by the Holder or any agent acting
on its behalf which will be the price at which Holders of the 9.927% NCD do not suffer a funding shortfall as a
result of having exercised Put option right. Also, the Holders of the 9.927% NCD have the option to redeem
the NCD at any time before its maturity date in the case of occurrence of event of default as mentioned in the
Debenture Trust Deed. The economic characteristics and risks of this put option right are closely related to the
host debt instrument and hence both are inseparable, and therefore the embedded derivative is not separated
for accounting purpose.
b) Repayment schedule -
i) From Bank - Listed NCD 12,500 of face value of ` 1,000,000 each :
• NCD amounting to ` 3,000.00 millions is repayable in 11 structured quarterly instalments commencing from
December 15, 2022.
• NCD amounting to ` 2,000.00 millions is repayable in 13 structured quarterly instalments commencing
from June 29, 2022
• NCD amounting to ` 2,000.00 millions is repayable in bullet payment on July 16, 2023.
• NCD amounting to ` 2,000.00 millions is repayable in bullet payment on May 20, 2023.
• NCD amounting to ` 2,000.00 millions is repayable in bullet payment on July 1, 2023.
• NCD amounting to ` 1,500.00 millions is repayable in 3 structured half yearly instalments commencing
from July 7, 2022
ii) From Others - Unlisted NCD 75,000 of face value of ` 100,000 each :
• NCD amounting to ` 7,500.00 millions is repayable in bullet payment on June 26, 2023.
iii) From Others - Unlisted NCD 45,000 of Original face value of ` 100,000 each :
• redeemable in 154 installments commencing from March 31, 2018 as per the schedule provided in
Debenture Trust Deed.
iv) From Others - Unlisted NCD 218,455 of face value of ` 100,000 each
• NCD amounting to ` 21,845.50.00 millions is repayable in bullet payment on August 16, 2024.
NCD amounting to `41,783.35 millions ( March 31, 2020 : ` Nil millions) has been availed during the
current reporting year
NCD amounting to ` 69.66 millions ( March 31, 2020 : ` 61.99 millions) has been repaid during the
current reporting year
National Highways Authority of India has approved deferment of premium obligation which carries interest rate
@ 2% above the RBI bank rate. Bank guarantee has been provided to NHAI. The repayment is in accordance
with the cash surplus accruing to the SPV over the concession period (by FY 2035).
(vi) The bank overdraft is secured against fixed deposits which are repayable on demand, interest rate varies from
3.80% to 5.75% p.a. (March 31, 2020 : 6.60% to 7.90%).
Short-term borrowings and Cash credit is secured by way of pari pasu charge on stock and debtors and pari
pasu charge by way of hypothecation on machinery/ equipment/ other fixed assets of MRMPL. The interest rate
for cash credit is from 9.90% p.a. to 10.50% p.a. (March 31, 2020: 10.20% p.a to 10.50% p.a.)
Total outstanding dues of micro enterprises and small enterprises (refer note 41) 777.59 1,138.26
Total outstanding dues of creditors other than micro enterprises and small enterprises
- Related parties (refer note 36) 36.44 -
- Others 6,331.58 6,302.02
Total 7,145.61 7,440.28
Note 21 : Provisions
(` in millions)
March 31, 2021 March 31, 2020
Current Non-current Current Non-current
Provision for employee benefits
- Leave encashment 15.72 - 25.61 -
- Gratuity (refer note 35) 54.71 207.00 50.46 183.80
Others
- Resurfacing expenses 9.75 214.55 47.53 210.06
Total 80.18 421.55 123.60 393.86
The above provisions are based on current best estimation of expenses that may be required to fulfill the resurfacing obligation
as per the service concession agreement with regulatory authorities. It is expected that significant portion of the costs will be
incurred over the period. The actual expense incurred may vary from the above. No reimbursements are expected from any
sources against the above obligation.
Provision for current tax (net of advance tax of `8,161.54 millions (March 31, 2020: ` 8,067.78 millions)) 480.44 726.43
Total 480.44 726.43
Interest income on
- Bank deposits 897.02 976.10
- Investment in IRB InvIT Fund 537.69 760.18
- Others 106.99 75.62
- Unwinding of loan 48.71 -
Dividend income on :
- Other investments (non-trade, current) - 0.77
Gain on sale of property, plant and equipment (net) 4.35 10.34
Profit on sale of current investments (net) 44.39 65.21
Gain on fair value measurement of other receivables (Refer note 43) 13.62 -
Fair value gain on mutual funds 65.09 2.33
Other non operating income 171.14 59.01
Total 1,889.00 1,949.56
Interest expense
- Banks and financial institutions* 8,950.17 11,191.69
- Debentures 2,558.06 1,069.11
- Premium deferment 1,329.09 1,605.74
- Overdraft/cash credit from banks 1,153.50 1,071.32
- Others 86.57 201.62
- Interest on Sub concession fee 762.41 -
- Unwinding of interest accrued on deferred payment of sub concession fee 1,449.40 -
- Interest on lease liabilities (refer note 53) 11.48 15.15
Other borrowing costs 623.75 488.98
Total 16,924.43 15,643.61
*Excludes interest of ` Nil millions (March 31, 2020: ` 3,252.98 millions) capitalised under Intangible assets and intangible assets under development.
*including `15.07 millions paid to statutory auditors in connection with services rendered for issue of Non-Covertible Debenture
('NCD') considered as transaction cost and adjusted in the carrying value of the NCD as per IND AS 109.
(` in millions)
Reconciliation of tax expenses and the accounting of profit multiplied by Indian Domestic tax rate for March 31, 2021 and
March 31, 2020 are:
(` in millions)
During the previous year, the Company and certain subsidiary companies had elected to exercise the option permitted under
section 115BAA of the Income-tax Act, 1961 as introduced by the Taxation Laws (Amendment) Ordinance, 2019. Accordingly, the
Company had recognised Provision of Income Tax for the year ended 31 March 2020 and re-measured its Deferred Tax Assets
basis the rate prescribed in the said section. The rate prescribed under the section 115BAA is 22 % as increased by applicable
surcharge (10%) and cess (4%).
The Group offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets and current
tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority.
No deferred tax assets have been recognised on the below due to uncertainty of future long term capital gains and certainity
of taxable business income :
31 March 2020
(` in millions)
Deferred tax
Particulars Amount of Loss assets not
recognised
Mark to market Losses on IRB Invit Fund (loss without expiration date) 6,223.56 792.01
Carried forward unabsorbed depreciation (loss without expiration date) 8,082.38 2,823.99
Indexation benefit on investment of joint ventures (loss with expiration date) 1,605.49 321.10
Long -term capital loss of sale of subsidiaries (loss with expiration date) 1,637.32 374.62
Total 17,548.75 4,311.72
The Company had also transferred 49% investment in MMK Toll Road Private Limited i.e. Subsidiary Company to Affiliate of GIC
for a consideration of ` 49.00 millions.
Accordingly, revenue, expenses as well as profit/ (loss) after tax in these companies have been included upto February 26,
2020 in the consolidated financial statements as per Ind AS-110. As of the date of transfer, the Group had derecognised
the assets and liabilities of the ten subsidiaries and recorded a gain of ` 573.87 millions on loss of control in such erstwhile
subsidiaries which is included under exceptional items.
The detailed listing of the assets and liabilities transferred and the consideration received is set out below:
(` in millions)
(` in millions)
Profit attributable to equity holders for basic earnings ( ` millions) 1,171.49 7,208.63
Weighted average number of equity shares 35,14,50,000 35,14,50,000
Face value per share (Amount in `) 10.00 10.00
Basic earning per share 3.33 20.51
Diluted earning per share 3.33 20.51
(i) During the previous year, the Company had transferred its nine subsidiaries to IRB Infrastructure Trust (Trust).
However, based on the sponsor support agreement entered by the Company with the lenders of the subsidiaries, the
Company continues to be liable for the balance equity commitment to the extent of 51%.
(ii) The Company has entered into agreements with IRB InvIT Fund (Tenure – 10 years or completion of concession
period whichever is earlier) and IRB Infrastructure Trust (Tenure – 10 years), to provide toll operations and
management services.
b. Contingent liabilities
Contingent liabilities not provided for
(` in millions)
Guarantees and counter guarantees on behalf of joint ventures given by the Company 460.00 872.83
(refer note 36)
Bank guarantees towards bids/tenders/authorities/etc 2,145.65 1,822.30
Total 2,605.65 2,695.13
i) The Group does not expect any outflow of economic resources in respect of the above and therefore no provision is
made in respect thereof.
ii) The Group's pending litigations comprise of claims against the Group primarily by the commuters and regulators.
The Group has reviewed all its pending litigations and proceedings and has adequately provided for where provisions
are required. The Group has not provided for or disclosed contingent liabilities for matters considered as remote for
pending litigations/public litigations(PIL)/claims wherein the management is confident, based on the internal legal
assessment and advice of its lawyers that these litigations would not result into any liabilities. The Group does not
expect the outcome of these proceedings to have a material adverse effect on the financial statements.
iii. The Company has provided corporate guarantee to the lenders of the joint ventures companies to make good
the shortfall, if any, between the secured obligations of the joint ventures companies and the termination payment
received from the Authority in the event of termination of the Concession Agreement. As on 31 March 2021, since
the termination clause has neither triggered nor expected to trigger in the foreseeable future for any of the joint
venture companies, the said liability is considered as remote.
iii. The Group has no material tax litigations in the current and previous year.
The Hon’ble Supreme Court of India (“SC”) by their order dated 28 February 2019, in the case of Surya Roshani
Limited & others v/s EPFO, set out the principles based on which allowances paid to the employees should be
identified for inclusion in basic wages for the purposes of computation of Provident Fund contribution. The Company
has started complying with this prospectively from the month of March 2019. In respect of the past period there are
significant implementation and interpretative challenges that the management is facing and is awaiting for clarity to
emerge in this regard, pending which, this matter has been disclosed under the Contingent liability in the standalone
financial statements. The impact of the same is not ascertainable.
v. With respect to issuance of Non-convertible Debentures issued to India Toll Roads, the Company has an obligation
to pay redemption premium to Initial investor in the event of exercise of put option right. The redemption premium
payable is currently not determinable since the event is not triggered. Refer note 17(iv)(a)(iv).
MIPL had vide order dated March 12, 2008 received demand from Chief Controlling Revenue Authority Maharashtra State,
Pune of `49.57 millions in respect of penalty on said stamp duty. MIPL has filed a Writ Petition No.3000 of 2008 in the
Bombay High Court for quashing the said order on the grounds that the said order is in violation of the provisions of Bombay
Motor Vehicles Act and also in violation of the concession agreement between the Government of India and MSRDC.
The Writ Petition came up for admission on April 28, 2008 and the Hon’ble Court was pleased to admit the said Writ Petition
and has directed the Petitioner to deposit 50% of the demand with the Collector of Stamps (Enforcement I) within eight
weeks from the said Order dated April 28, 2008 and has directed the Registrar to seek direction from the Chief Justice of
Bombay High Court for deciding as to whether the matter should be referred to a larger bench. Considering the facts and
circumstances of the case and law, MIPL has made a provision of ` 275.40 millions in books of accounts and paid 50% of
the amount `137.70 millions under protest on June 19, 2008. Further, based on the legal opinion obtained by MIPL, the
management is of the view that the possibility of penalty demanded by the authorities, becoming a liability, is remote.
The following tables summarise the components of net benefit expense recognised in the Consolidated Statement of
profit and loss and the funded status and amounts recognised in the balance sheet for the Gratuity plan.
(` in millions)
The principal assumptions used in determining gratuity benefit obligation for the Group's plans are shown below:
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and
other relevant factors, such as supply and demand in the employment market.
The gratuity liabilities of the Group are unfunded and hence there are no assets held to meet the liabilities.
The following payments are expected contributions to the defined benefit plan in future years
(` in millions)
Within the next 12 months (next annual reporting period) 54.71 50.46
Between 2 and 5 years 126.83 111.46
Between 6 and 10 years 87.36 74.86
Beyond 10 years 127.37 119.71
Total expected payments 396.27 356.49
The weighted average duration of the defined benefit plan obligation at the end of the reporting period 8.88 years 9.03 years
The expected contribution payable to the plan next year is therefore Nil.
Compensated absences during the year ended 31 March 2021 is ` 4.00 millions and for the year ended 31 March 2020 is
` 11.14 million is charged to the Consolidated Statement of Profit and loss.
(` in Millions)
Enterprises owned or significantly Key Management Personnel /
Joint Ventures / Entities
influenced by key management Relatives of Key Management
Sr. controlled by Joint Ventures
Particulars personnel or their relatives Personnel
No.
31-Mar-21 31-Mar-20 31-Mar-21 31-Mar-20 31-Mar-21 31-Mar-20
(` in Millions)
Enterprises owned or significantly Key Management Personnel /
Joint Ventures / Entities
influenced by key management Relatives of Key Management
Sr. controlled by Joint Ventures
Particulars personnel or their relatives Personnel
No.
31-Mar-21 31-Mar-20 31-Mar-21 31-Mar-20 31-Mar-21 31-Mar-20
(` in Millions)
Enterprises owned or significantly Key Management Personnel /
Joint Ventures / Entities
influenced by key management Relatives of Key Management
Sr. controlled by Joint Ventures
Particulars personnel or their relatives Personnel
No.
31/03/2021 31/03/2020 31/03/2021 31/03/2020 31/03/2021 31/03/2020
(Audited) (Audited) (Audited) (Audited) (Audited) (Audited)
Rushabh Gandhi - - - - 0.01 -
Sandeep Shah - - - - 0.03 0.03
6 Short term loan given 0.25 0.25 4,155.57 - 30.00 -
IRB Charitable Foundation 0.25 0.25 - - - -
Udaipur Tollway Limited - - 219.09 - - -
Solapur Yedeshi Tollway Limited - - 90.82 - - -
Yedeshi Aurangabad Tollway Limited - - 167.90 - - -
IRB Infrastructure Trust - - 3,677.76 - - -
Sudhir Rao Hoshing - - - - 30.00 -
7 Trade receivables - - 4,051.02 2,546.50 - -
IRB Westcoast Tollway Limited - - 354.73 155.71 - -
Yedeshi Aurangabad Tollway Limited - - 555.17 725.69 - -
Solapur Yedeshi Tollway Limited - - 200.11 317.88 - -
Kaithal Tollway Limited - - 73.11 2.81 - -
AE Tollway Limited - - 35.88 247.34 - -
Udaipur Tollway Limited - - 1,100.05 20.85 - -
CG Tollway Limited - - 674.09 316.01 - -
Kishangarh Gulabpura Tollway Limited - - 750.31 233.98 - -
IRB Hapur Moradabad Tollway Limited - - 307.56 526.23 - -
8 Mobilisation advance received - - 610.61 1,170.47 - -
IRB Westcoast Tollway Limited - - 230.42 428.24 - -
AE Tollway Limited - - - 72.37 - -
Udaipur Tollway Limited - - 77.71 116.95 - -
CG Tollway Limited - - 97.11 124.05 - -
Kishangarh Gulabpura Tollway Limited - - 205.38 395.19 - -
IRB Hapur Moradabad Tollway Limited - - - 33.67 - -
9 Guarantee margin payable - - 0.54 0.54 - -
Solapur Yedeshi Tollway Limited - - 0.54 0.54 - -
10 Advance from customers - - 1,014.28 2,025.22 - -
IRB Hapur Moradabad Tollway Limited - - 989.50 2,025.00 - -
AE Tollway Limited - - 24.79 - - -
IRB Westcoast Tollway Limited - - - 0.22 - -
11 Retention money receivable - - 190.34 182.85 - -
Yedeshi Aurangabad Tollway Limited - - 23.39 23.27 - -
AE Tollway Limited - - 20.33 80.95 - -
IRB Westcoast Tollway Limited - - 50.74 61.08 - -
Solapur Yedeshi Tollway Limited - - 2.18 2.18 - -
Kaithal Tollway Limited - - 2.55 2.34 - -
CG Tollway Limited - - 52.03 0.32 - -
Udaipur Tollway Limited - - 39.13 12.71 - -
12 Guarantees given - - 460.00 872.83 - -
Yedeshi Aurangabad Tollway Limited - - - 37.83 - -
AE Tollway Limited - - 460.00 460.00 - -
IRB Hapur Moradabad Tollway Limited - - - 375.00 - -
13 Contract liabilities - - 85.53 1,108.50 - -
AE Tollway Limited - - 85.53 97.40 - -
IRB Westcoast Tollway Limited - - - 11.10 - -
Udaipur Tollway Limited - - - 1,000.00 - -
14 Contract assets - - 545.79 259.14 - -
Yedeshi Aurangabad Tollway Limited - - - 16.68 - -
Udaipur Tollway Limited - - 52.04 52.88 - -
CG Tollway Limited - - 64.33 64.28 - -
Kishangarh Gulabpura Tollway Limited - - 47.24 34.84 - -
IRB Hapur Moradabad Tollway Limited - - 382.18 90.46 - -
15 Trade payables 36.44 - - - - -
AE Tollway Limited 0.51 - - - - -
MMK Toll Road Private Limited 29.47 - - - - -
Loch Fynne Limited 36.44 - - - - -
b) The Group has identified two business segments viz., Built, Operate and Transfer (‘BOT’)/ Toll Operate and Transfer ('TOT')
and Construction as reportable segments.
c) Performance is measured based on segment results (before tax), as included in the internal management reports that
are reviewed by the Board of Directors. Segment results is used to measure performance as management believes that
such information is more relevant in evaluating the results of certain segments relative to other entities that operate within
these industries. Segment results (before tax) differs from consolidated profit before tax in that it excludes unallocated
corporate expenses, other income, unallocated finance expenses and share of loss from joint venture, as these items are
not allocated to individual segments.
d)
The Group's activities are restricted within India and hence no separate geographical segment disclosure is
considered necessary.
e) Segment Revenue, Segment Results, Segment Assets and Segment Liabilities include the respective amounts identifiable
to each of the segments as also amounts allocated on a reasonable basis.
f) Assets and Liabilities that cannot be allocated between the segments are shown as a part of unallocated corporate assets
and liabilities respectively.
(` in Millions)
BOT/ TOT Projects Construction Unallocated corporate Total
Particulars
2020-21 2019-20 2020-21 2019-20 2020-21 2019-20 2020-21 2019-20
REVENUE
Total external revenue 15,594.00 17,232.42 37,254.98 51,101.86 137.32 187.95 52,986.30 68,522.23
Inter segment revenue - - - - - - - -
Total Revenue (Net) 15,594.00 17,232.42 37,254.98 51,101.86 137.32 187.95 52,986.30 68,522.23
RESULT
Segment Results 8,536.28 10,681.58 11,817.41 14,866.07 (2.63) 61.76 20,351.06 25,609.41
Unallocated (1,041.48) (578.48)
corporate expenses
Operating Profit 19,309.58 25,030.93
Other Income 1,889.00 1,949.56
Unallocated (16,924.43) (15,643.62)
financial expenses
Profit Before 4,274.15 11,336.87
Exceptional items and Tax
Exceptional items - 573.87
Share of loss from (1,657.96) (158.42)
joint ventures (net)
Profit Before Tax 2,616.19 11,752.32
Current Tax 1,862.39 4,319.26
Deferred Tax (417.69) 224.43
Profit for the year 1,171.49 7,208.63
(` in Millions)
BOT/ TOT Projects Construction Unallocated corporate Total
Particulars
2020-21 2019-20 2020-21 2019-20 2020-21 2019-20 2020-21 2019-20
OTHER INFORMATION
Segment assets 2,66,328.72 2,61,534.67 62,768.36 64,967.47 82,639.36 72,379.46 4,11,736.44 3,98,881.60
Segment liabilities 1,30,615.85 2,03,198.43 15,817.78 29,998.47 1,96,295.12 98,855.90 3,42,728.75 3,32,052.79
Capital 77,780.00 51,848.17 153.04 204.09 - - 77,933.04 52,052.26
expenditure incurred
Depreciation 5,487.97 4,278.00 304.20 376.31 24.87 28.82 5,817.04 4,683.14
and Amortisation
Footnotes:-
1 Unallocated corporate assets includes current and non-current investments, goodwill, deferred tax assets, cash and bank balances and advance
payment of income tax.
2 Unallocated corporate liabilities includes long term borrowings, short term borrowings, current maturities of long term borrowing, deferred tax
liability and provision for taxation.
3 Unallocated corporate expenses under segment revenue and segment results includes Real Estate Development, Windmill (Sale of electricity
generated by windmill), Hospitality and Airport Infrastructure.
IRB MP Expressway 21 14,461.98 0 205.70 11 133.27 (0) (6.19) 0 - 0 - 3 133.27 (0) (6.19)
Private Limited
MMK Toll Road 0 - 0 - 0 - 0 2.13 0 - 0 - 0 - 0 2.13
Private Limited
IRB Infrastructure 0 14.58 0 77.78 2 20.98 1 61.22 0 0.32 0 (0.19) 1 21.30 2 61.03
Private Limited
Thane Ghodbunder Toll 0 173.82 1 371.57 1 14.65 2 139.21 0 - 0 (0.19) 0 14.65 4 139.03
Road Private Limited
Aryan Infrastructure 2 1,698.19 3 1,703.02 (1) (8.42) (0) (3.03) 0 - 0 - (0) (8.42) (0) (3.03)
Investments
Private Limited
IRB Kolhapur 0 120.94 (0) (66.57) 5 60.90 (1) (68.37) 0 - 0 - 2 60.90 (2) (68.37)
STATUTORY REPORTS
Integrated Road
Development Company
Private Limited
Aryan Hospitality 0 138.24 0 143.79 (1) (13.95) (0) (12.71) 0 - 0 - (0) (13.95) (0) (12.71)
Private Limited
IRB Sindhudurg Airport 10 6,685.34 5 3,664.61 (17) (203.71) (1) (54.04) 0 - 0 - (5) (203.71) (1) (54.04)
Private Limited
IRB Goa Tollway (1) (696.21) (1) (617.98) (1) (14.01) (0) (1.46) 0 - 0 - (0) (14.01) (0) (1.46)
Private Limited
IRB PS Highway (0) (2.58) 0 191.51 (0) (0.09) (0) (0.03) 0 - 0 - (0) (0.09) (0) (0.03)
135
FINANCIAL STATEMENTS
136
Notes to the Consolidated Financial Statements
for the year ended March 31, 2021
Net Assets i.e. total assets minus total liabilities Share in Profit / (Loss) Share in Other Comprehensive income / (Loss) Share in Total Comprehensive income / (Loss)
March 31, 2021 March 31, 2020 March 31, 2021 March 31, 2020 March 31, 2021 March 31, 2020 March 31, 2021 March 31, 2020
Name of the entity As % of As % of As % of As % of As % of Other As % of Other As % of total As % of total
(` in (` in (` in (` in (` in (` in (` in (` in
consolidated consolidated consolidated consolidated comprehensive comprehensive comprehensive comprehensive
millions) millions) millions) millions) millions) millions) millions) millions)
net assets net assets net profit net profit income / (loss) income / (loss) income / (loss) income / (loss)
MRM Mining 0 36.46 0 39.84 0 4.98 0 24.04 (0) (0.62) 0 - 0 4.36 1 24.04
Private Limited
IRB Ahmedabad 18 12,313.90 20 13,447.45 (79) (924.93) (25) (1,816.17) 0 0.16 (0) 0.01 (23) (924.77) (49) (1,816.16)
Vadodara Super
Express Tollway
Private Limited
IRB Westcoast 0 - 0 - 0 - (1) (39.09) 0 - 0 - 0 - (1) (39.09)
Note 39: Disclosure pursuant to Appendix - A to Ind AS 11 - "Service Concession Arrangements" ('SCA')
(A) Disclosures with regard to Toll Collection Rights (Intangible Assets)
Construction completion
Start of concession
End of concession Period of date or scheduled
Sr. period under
Name of Concessionaire period under concession since construction completion
No. concession agreement
concession agreement the appointed date date under the concession
(Appointed date)
agreement, as applicable
1 Mhaiskar Infrastructure August 10, 2004 August 10, 2019 15 years September 7, 2006
Private Limited(1)
2 Thane Ghodbunder Toll Road December 24, 2005 February 23, 2021 15 years June 23, 2007
Private Limited(6)
3 Aryan Toll Road Private Limited March 20, 2003 March 19, 2019 16 years December 27, 2004
4 ATR Infrastructure Private Limited September 25, 2003 February 6, 2022 18 years December 20, 2005
5 IRB Ahmedabad Vadodara Super January 1, 2013 December 31, 2037 25 years December 6, 2015
Express Tollway Private Limited
6 IRB Westcoast Tollway Limited(5) March 3, 2014 March 2, 2042 28 years 27 August 2017
7 Solapur Yedeshi Tollway Limited(5) January 21, 2015 January 20, 2043 29 years July 18, 2017
8 Yedeshi Aurangabad July 1, 2015 June 30, 2041 26 years December 26, 2017
Tollway Limited(5)
9 Kaithal Tollway Limited(5) July 15, 2015 July 14, 2042 27 years January 9, 2018
10 AE Tollway Limited(5) August 1, 2016 July 31, 2040 24 years January 27, 2019
11 Udaipur Tollway Limited(5) September 3, 2017 September 2, 2038 21 years from February 29, 2020
Appointed Date
12 CG Tollway Limited(5) November 4, 2017 November 3, 2037 20 years from May 1, 2020
Appointed Date
13 Kishangarh Gulabpura February 21, 2018 February 20, 2038 20 years from August 19, 2020
Tollway Limited(5) Appointed Date
14 IRB Hapur Moradabad May 29, 2019 May 31, 2041 22 years from November 30, 2021
Tollway Limited(5) Appointed Date
Note:
(1) The Concession period for the project was sucessfully completed on 10th August, 2019.
(2) The Government of Maharashtra has vide Notification No. MUP-2016/C. R. 2/UD-19 dated February 3, 2016 stopped the collection of toll IRB
Kolhapur Integrated Road Development Company Private Limited
(3) The above BOT/ DBFOT projects shall have following rights/ obligations in accordance with the Concession Agreement entered into with the
Respective Government Authorities:-
(4) The actual concession period may vary based on terms of the respective concession agreements.
(5) During the previous year, the projects were transferred to Trust.
(6) The Concession period for the project was sucessfully completed on 23rd February, 2021.
As at March 31 2021, the project is under construction phase. Balance obligation as on March 31, 2021 is ` 4,531.80 millions
(March 31, 2020 : ` 12,397.88 millions).
*NHAI has communicated vide letters dated October 31, 2019 that the Concession agreement are deemed terminated
with effect from May 15, 2019. The Company has filed for compensation with NHAI as per the provisions of the Concession
Agreement. Pursuant to settlement agreement with NHAI, the Company has received `200.00 millions.
Note:
(i) 40% of the total bid project cost with adjustment relating to Price Index Multiple, shall be due and payable to the Group in 5 equal installments
during the construction period in accordance with the provisions of the SCA.
(ii) The remaining bid project cost, with adjustment relating to Price Index Multiple, shall be due and payable in 30 bi-annual installments
commencing from the 180th day of COD in accordance with the provision of the SCA.
(iii) Interest shall be due and receivable on the reducing balance of Completion Cost at an interest rate equal to the applicable Bank Rate plus 3%.
Such interest shall be due and receivable biannually along with each installment specified in of SCA.
Amount of exchange loss capitalised arising on long-term foreign currency loan - 343.24
Note 41 : Details of dues to micro and small enterprises as per MSMED Act, 2006
Under the Micro, Small and Medium Enterprises Development Act, 2006 ('MSMED') which came into force from 2 October 2006,
certain disclosures are required to be made relating to Micro, Small and Medium enterprises. On the basis or the informntion
and records available with the management, there are no overdue amount to the Micro and Small enterprises as defined in the
Micro, Small Medium Enterprises Development Act, 2006 as set out in the following disclosures:
The disclosure in respect of the amount payable to enterprises which have provided goods and services to the Group and which
qualify under the definition of micro and small enterprises, as defined under Micro, Small and Medium Enterprises Development
Act, 2006 has been made in the consolidated financial statement as at March 31, 2020 based on the information received and
available with the Group.
(` in millions)
Principal amount remaining unpaid to any supplier as at the period end 777.59 1,138.26
Interest due thereon - -
Amount of interest paid by the Company in terms of section 16 of the MSMED, along with the amount of - -
the payment made to the supplier beyond the appointed day during the accounting period.
Amount of interest due and payable for the period of delay in making payment (which have been - -
paid but beyond the appointed day during the period) but without adding the interest specified under
the MSMED, 2006
Amount of interest accrued and remaining unpaid at the end of the accounting period - -
The amount of further interest remaining due and payable even in the succeeding years, until such date - -
when the interest dues as above are actually paid to the small enterprise for the purpose of disallowance
as a deductible expenditure under the MSMED Act, 2006.
The management assessed that the fair value of cash and cash equivalents, bank balance, trade receivables, trade payables,
borrowings, bank overdrafts and other current liabilities approximate their carrying amounts largely due to the short-term
maturities of these instruments.
The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a
current transaction between willing parties, other than in a forced or liquidation sale.
The discount for lack of marketability represents the amounts that the Group has determined that market participants would
take into account when pricing the investments.
Level 1: Quoted (unadjusted) price in active market for identical assets or liabilities
Level 2: Valuation technique for which the lowest level input that has a significant effect on the fair value measurement are
observed, either directly or indirectly.
Level 3: Valuation technique for which the lowest level input has a significant effect on the fair value measurement is not based
on observable market data.
Quantitative disclosures fair value measurement hierarchy for financial instruments as at March 31, 2021:
(` in millions)
Fair value measurement at end
As on of the reporting year using
March 31, 2021
Level 1 Level 2 Level 3
Assets
Investments (Quoted) 11,536.23 11,536.23 - -
Investments (Unquoted) * 6.42 - - 6.42
Other financial assets** 32,957.00 - - 32,957.00
Liabilities
Lease liabilities*** 88.19 - - 88.19
Non convertible debentures 12,500.00 - 12,580.03 -
Quantitative disclosures fair value measurement hierarchy for financial instruments as at March 31, 2020:
(` in millions)
Fair value measurement at end
As on of the reporting year using
March 31, 2020
Level 1 Level 2 Level 3
Assets
Investments (Quoted) 2,502.45 2,502.45 - -
Investments (Unquoted) * 6.42 - - 6.42
Other financial assets** 34,688.21 - - 34,688.21
Liabilities
Lease liabilities*** 126.39 - - 126.39
Non convertible debentures - - - -
*The fair value in respect of the unquoted equity investments can not be reliably estimated and hence the same is valued at cost.
**The fair value measurements for the Receivable from IRB Infrastructure Trust ('Trust') have been categorised as Level 3 fair values based on the inputs
to the valuation techniques used. The fair valuation is determined based on present value of projected cash flows and risk free discount rates. The
significant unobservable inputs used are (a) applying probability for percentage of amount that will be collected against the claims raised / to be raised
with customers including the timing of collection (over a period of three years) with weights being assigned to different probability scenarios; and (b)
discount rate applied to determine present value is 10.00%.
Sensitivity: Higher probability by 5% and lower discount rate by 0.5% will increase the fair value by ` 3,633.10 million. Lower probability by 5% and
higher discount rate by 0.5% will reduce fair value by ` 3,422.35 million.
There were no significant inter-relationship between unobservable inputs that materially affects fair value .
(` in millions)
Lease liabilities***
The sensitivity analysis below have been determined based on reasonably possible changes of the discounting rate occurring
at the end of the reporting year, while holding all other assumptions constant.
If the discounting rate is 50 basis point higher (lower), the impact on profit or loss would be decreased by ` 0.05 millions
(increased by ` 0.05 millions).
The Board of Directors have overall responsibility for the establishment and oversight of the Group’s risk management framework.
In performing its operating, investing and financing activities, the Group is exposed to the Credit risk, Liquidity risk and Market risk.
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 Group is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing
activities, including deposits with banks and financial institutions, foreign exchange transactions and other financial instruments.
Financial instruments
Credit risk from balances with banks and financial institutions, trade receivables, loans and advances is managed by the Group's
management in accordance with the Group's policy. Investments of surplus funds are made only with approved counterparties
and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the top management on an
annual basis, and may be updated throughout the year subject to approval of the Company's board of directors. The limits
are set to minimise the concentration of risks and therefore mitigate financial loss through counterparty's potential failure
to make payments.
Trade receivables
Concentration of credit risk with respect to trade receivables are high, due to the Group’s customer base being limited. All trade
receivables are reviewed and assessed for default on a quarterly basis. Based on historical experience of collecting receivables
indicate a low credit risk.
The Group also has receivables from loans which are primarily provided in form of security deposits. The Group monitors the
credit worthiness of such lessors where the amount of security deposits is material.
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. Financial instruments affected by market risk include loans and borrowings, deposits, FVTOCI investments
and derivative financial instruments.
The Group manages its interest rate risk by having a balanced portfolio of fixed and variable rate borrowings.
(` in millions)
Long term borrowings - variable interest rate - (Gross of unamortised transaction cost) 1,25,743.42 67,093.48
Long term borrowings - fixed interest rate (Gross of unamortised transaction cost) 46,182.07 4,405.14
Short term borrowings - fixed interest rate 15,789.87 20,645.03
Fixed interest rate financial assets 17,579.51 21,705.70
Liquidity risk
Liquidity risk is the risk that the Group may not be able to meet its present and future cash and collateral obligations without
incurring unacceptable losses. The Group’s objective is to, at all times maintain optimum levels of liquidity to meet its cash
and collateral requirements. The Group closely monitors its liquidity position and deploys a robust cash management system.
It maintains adequate sources of financing including debt and overdraft from banks at an optimised cost.
The table below summarises the maturity profile of the Group's financial liabilities based on contractual undiscounted payments:
(` in millions)
As at March 31, 2021 Carrying amt Total Less than 1 year 1 to 5 years > 5 years
(` in millions)
As at March 31, 2020 Carrying amt Total Less than 1 year 1 to 5 years > 5 years
(` in millions)
As at March 31, 2021 Carrying amt Total Less than 1 year 1 to 5 years > 5 years
Long term Borrowings (Gross of unamortised 1,71,925.49 1,94,297.16 15,253.86 1,15,796.60 63,246.70
transaction cost)*#
Short term borrowings 15,817.01 16,211.66 16,211.66 - -
Lease liabilities 88.19 88.19 45.02 43.17 -
Other financial liabilities 1,42,986.86 1,42,986.86 18,213.10 27,082.74 97,691.02
Trade payables 7,145.61 7,145.61 7,145.61 - -
Total 3,37,963.16 3,60,729.48 56,869.25 1,42,922.51 1,60,937.72
(` in millions)
As at March 31, 2020 Carrying amt Total Less than 1 year 1 to 5 years > 5 years
Long term Borrowings (Gross of unamortised 71,471.95 76,322.56 8,205.85 21,329.32 46,787.39
transaction cost)
Short term borrowings 20,659.87 20,659.87 20,659.87 - -
Lease liabilities 126.39 126.39 49.69 76.70 -
Other financial liabilities 2,22,155.75 2,22,155.75 83,272.73 31,260.90 1,07,622.12
Trade payables 7,440.28 7,440.28 7,440.28 - -
Total 3,21,854.24 3,26,704.85 1,19,628.42 52,666.92 1,54,409.51
# Long term borrowings include Non-convertible debentures which, carry premium in the range of 0-8%, at the time of redemption as per the
respective debenture agreements.
The Group has sufficient level of cash and bank balances, including highly marketable debt investments to meet the financial
liabilities over the next twelve months. Moreover, the Group has maintained adequate sources of financing including debt tie
up with banks/ financial institutions and overdraft facility from banks in respect of committed capital and operational outflows.
The Group monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. Net debt is calculated
as loans and borrowings (Gross of unamortised transaction cost) less cash and cash equivalents.
(` in millions)
In order to achieve this overall objective, the Group's capital management, amongst other things, aims to 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 immediately call loans and borrowings. There have been
no breaches in the financial covenants of any interest-bearing borrowings in the current period.
Note 47 : Donation
During the current year, donation given to political parties amounts to ` 525.00 millions (31 March 2020 - ` 293.00 millions).
Details are as under:
(` in millions)
AETL
During the year ended March 31, 2017, AE Tollway Limited (AETL) has entered into a Concession agreement (CA) with
NHAI for a period of 24 years. As per the terms of the CA, AETL has agreed to pay a premium in the form of "Additional
Concession Fee" equal to ` 810.00 millions for the first year and each subsequent year such premium shall be determined by
increasing the amount of premium in the respective year by an additional 5% as compared to the immediately preceding year.
Management based on the legal opinion obtained and their evaluations of the terms of the CA, believes that such premium
payable is restricted to the toll collection during the year and is in the form of revenue sharing arrangement. Accordingly, the
premium payable for the year is accounted for as revenue share.
IRBAV
(a) During the year ended March 31, 2015, the Group had received approval of NHAI for premium deferment for Ahmedabad
Vadodara project. The Scheme is applicable to the Project from FY14-15 onwards. Such deferred premium is included in
non current / other current financial liabilities.
(b) IRBAV has been awarded the contract on a DBFOT basis. As per the terms of the concession agreement, IRBAV is
obligated to pay an amount of ` 148,806.38 millions to NHAI as additional concession fee over the concession period.
Accordingly, from financial year 2014-15, liability for the entire amount of concession fee payable has been created and
the corresponding amount is shown as Toll Collection Rights under the head Intangible Assets.
(c) IRB Ahmedabad Vadodara Super Express Tollway Private Limited (‘IRBAV’), a subsidiary of the Company has received
award from Hon’ble High court for continuation of relief from payment of Premium to NHAI till the outcome of Section
17 proceedings under Arbitration. Pending outcome of the matter, for the year, the said entity has not paid off any
premium to NHAI.
Summarised financial information of the joint ventures, based on its Ind AS financial statements, and reconciliation with the
carrying amount of the investment in consolidated financial statements are set out below:
Summarised Balance Sheet as at March 31, 2021 and March 31, 2020:
(` in millions)
March 31, 2021 March 31, 2020
Particulars Trust MMK Trust MMK
Non-current assets including intangible assets 2,17,020.47 0.17 2,13,951.40 0.10
Current assets including cash and cash equivalents 5,780.08 116.94 6,125.43 115.09
Non-current liabilities including borrowings (1,17,127.70) (2.37) (91,379.72) (2.18)
Current liabilities including trade payables (27,653.90) (12.46) (52,427.36) (10.85)
Equity 78,018.95 102.28 76,269.75 102.16
Other Adjustment to Equity 103.81 1.48 - -
Adjusted Equity 78,122.76 103.76 - -
Proportion of Group's ownership 51% 51% 51% 51%
Carrying amount of investment 39,842.61 52.92 38,897.58 52.10
Contract assets*
Due from contract customers (contract assets)
At the beginning of the reporting period 267.77 1,418.62
Cost incurred plus attributable profits on contracts-in-progress 27,523.62 39,894.88
Progress billings made towards contracts-in-progress 27,229.71 38,744.03
At the end of the reporting period 561.68 267.77
Contract liabilities**
Advance from contract customers (contract liability)
At the beginning of the reporting period 1,108.50 71.10
Revenue recognised during the year 9,721.64 8,733.55
Progress billings made towards contracts-in-progress 8,698.68 7,625.05
At the end of the reporting period 85.54 1,108.50
*The contract assets primarily relate to the Group's rights to consideration for performance obligation satisfied but not billed at the reporting date.
The contract assets are transferred to receivables when the rights become unconditional. Invoices are raised on the customers based on the
agreed contractual terms and are collected within 30-60 days from the date of invoicing.
**The contract liability primarily relates to the advances from customer towards on-going EPC projects. Revenue is recognised from the contract
liability as and when such performance obligations are satisfied.
Amounts due from contract customers represents the gross unbilled amount expected to be collected from customers
for contract work performed till date. It is measured at cost plus profit recognised till date less progress billings and
recognised losses when incurred.
Amounts due to contract customers represents the excess of progress billings over the revenue recognised (cost plus
attributable profits) for the contract work performed till date.
Performance obligation
The Group undertakes Engineering, Procurement and Construction business. The ongoing contracts with customers are
for road construction. The type of work in these contracts involve construction, engineering, designing, etc.
The Group evaluates whether each contract consists of a single performance obligation or multiple performance
obligations. Contracts where the Group provides a significant integration service to the customer by combining all the
goods and services are concluded to have a single performance obligations. Contracts with no significant integration
service, and where the customer can benefit from each unit on its own, are concluded to have multiple performance
obligations. In such cases consideration is allocated to each performance obligation, based on standalone selling prices.
Where the Group enters into multiple contracts with the same customer, the Group evaluates whether the contract is to
be combined or not by evaluating factors such as commercial objective of the contract, consideration negotiated with the
customer and whether the individual contracts have single performance obligations or not.
The Group recognises contract revenue over time as the performance creates or enhances an asset controlled by the
customer. For such arrangements revenue is recognised using cost based input methods. Revenue is recognised with
respect to the stage of completion, which is assessed with reference to the proportion of contract costs incurred for the
work performed at the balance sheet date relative to the estimated total contract costs.
The Group recognises contract revenue over time as the performance creates or enhances an asset controlled by the
customer. For such arrangements revenue is recognised using cost based input methods. Revenue is recognised with
respect to the stage of completion, which is assessed with reference to the proportion of contract costs incurred for the
work performed at the balance sheet date relative to the estimated total contract costs.
Any costs incurred that do not contribute to satisfying performance obligations are excluded from the Group's input
methods of revenue recognition as the amounts are not reflective of our transferring control of the system to the customer.
Significant judgment is required to evaluate assumptions related to the amount of net contract revenues, including the
impact of any performance incentives, liquidated damages, and other forms of variable consideration.
If estimated incremental costs on any contract, are greater than the net contract revenues, the Group recognizes the
entire estimated loss in the period the loss becomes known. Variations in contract work, claims, incentive payments
are included in contract revenue to the extent that may have been agreed with the customer and are capable of being
reliably measured.
(e) Revenue recognition for future related to performance obligations that are unsatisfied (or partially satisfied) :
While disclosing the aggregate amount of transaction price yet to be recognised as revenue towards unsatisfied (or
partially) satisfied performance obligations, along with the broad time band for the expected time to recognize those
revenues, the Group has applied the practical expedient in Ind AS 115.
Unsatisfied (or partially satisfied) performance obligations are subject to variability due to several factors such as
terminations, changes in scope of contracts, periodic revalidations of the estimates, economic factors (changes in tax
laws etc). The aggregate value of transaction price allocated to unsatisfied (or partially satisfied) performance obligations
is ` 77,487.95 million out of which 48.87% (March 31, 2020 : ` 47,278.68 million out of which 79.15%) is expected to
be recognised as revenue in the next year and the balance thereafter. No consideration from contracts with customers is
excluded from the amount mentioned above.
Practical expedients:
Applying the practical expedient in paragraph 63 of Ind AS 115, the Company does not adjust the promised amount of
consideration for the effects of a significant financing component if at contract inception it is expected that the period
between when the entity transfers a promised good or service to a customer and when the customer pays for that good
or service will be one year or less.
The Company applies practical expedient in paragraph 121 of Ind AS 115 and does not disclose information about
remaining performance obligations for EPC contracts that have original expected duration of one year or less.
In Consolidated Statement of profit and loss for the current year, the nature of expenses in respect of operating leases has
changed from lease rent in previous periods to depreciation cost for the right-to-use asset and finance costs for interest
accrued on lease liability.
The effect of depreciation and interest related to Right Of Use Asset and Lease Liability are reflected in the Consilidated
Statement of Profit and Loss under the heading "Depreciation and Amortisation Expense" and "Finance costs" respectively
under Note No 29 and 28.
Following are the changes in the carrying value of right of use assets for the year ended March 31, 2021:
(` in millions)
The following is the break-up of current and non-current lease liabilities as of March 31, 2021:
(` in millions)
The following is the movement in lease liabilities for the year ended March 31, 2021 and March 31, 2020
(` in millions)
Impact of adoption of Ind AS 116 for the year ended 31 March, 2020 is as follows:
(` in millions)
Reconciliation between Operating Lease Commitments Disclosed in Financials as at March 31, 2019 Applying Ind AS 17
and Lease Liabilities Recognised in the Statement of Financial Position as at April 1, 2019 i.e. date of Initial Application
(` in millions)
Rental expense recorded for short-term leases / Variable lease/ low-value leases was `42.59 Millions (March 31, 2020:
` 36.72 Millions).
Maturity analysis
Less than Between 1 More than Weighted average
Total
1 year and 3 years 3 years effective interest rate %
March 31, 2020
Lease liabilities 126.39 49.69 76.70 - 10.50%
March 31, 2021
Lease liabilities 88.19 45.02 43.17 - 10.50%
Accordingly, BOT contracts awarded to group companies (operator), where work is subcontracted to fellow subsidiaries, the intra
group transactions on BOT contracts and the profits arising thereon are taken as realised and not eliminated for consolidation
under Ind AS 110 "Consolidated financial statement"
The revenue and profit in respect of these transactions during the year is ` 3,010.09 millions (previous year: ` 36,670.80
millions) and ` 940.48 millions (previous year: ` 10,388.09 millions) respectively.
Investments in entities
(` in millions)
Sale of
Financial Opening Investment Fair Value Closing
Entity Investment/
year ended Balance made gain/(loss) Balance
capital reduction
Union Bank of India 31 March 2020 0.88 - - (0.62) 0.26
National Savings Certificates 31 March 2020 0.17 - - - 0.17
Indian Highways Management 31 March 2020 5.55 - - - 5.55
Company Limited
The Kalyan Janta 31 March 2020 0.60 - - - 0.60
Sahakari Bank Limited
The Dombivali Nagri 31 March 2020 0.20 - 0.10 - 0.10
Sahakari Bank Limited
IRB InvIT Fund 31 March 2020 6,123.17 - 287.39 (3,461.60) 2,374.18
Total 6,130.57 - 287.49 (3,462.22) 2,380.86
* The Company has received units worth ` 2,603.81 million as part of the consideration (Previous Year: ` 39,057.10 million) towards sale of 9
subsidiary companies to Private Trust representing 51% stake in the said Private Trust.
Management is of the view that investment in mutual fund shall not form part of disclosure under section 186 (11) read with
Schedule VI of the Act since they do not fall under the definition of body corporate as defined in section 2 of Companies Act, 2013.
The Company is engaged in the business of providing infrastructural facilities as per Section 186 (11) read with Schedule
VI of the Companies Act 2013. Accordingly, disclosures under Section 186 of the Act in respect of loan made, investments,
guarantees given or security provided is not applicable to the Company.
Based on the financial budget of the Company, the Company shall have positive operating cash flows in the next year and will
be able to meet its obligations as and when due.
The management has assessed and determined that considering the nature of its operations and overall revenue model,
COVID-19 does not have any material impact on the Company’s financial position as at March 31, 2021 its financial performance
for the year then ended and its internal control over financial reporting as at March 31, 2021.
As per our report of even date For and on behalf of the Board of Directors of
For B S R & Co. LLP IRB Infrastructure Developers Limited
Chartered Accountants CIN: L65910MH1998PLC115967
ICAI Firm Registration Number: 101248W/W-100022
To the Members of
IRB Infrastructure Developers Limited
The Key Audit Matter How the matter was addressed in our joint audit
The Company has significant investments (including subdebt) in Recoverability of investment in subsidiaries / joint ventures
subsidiaries and has given loans to certain subsidiaries and joint (including sub-debt)
ventures which carry out road and other infrastructure projects. The Our audit procedures included:
Company also has significant amount of investment in and amount • we have evaluated the design and implementation and tested
receivable from a joint venture. the operating effectiveness of key controls placed around the
The carrying amount of the investments (including subdebt) in impairment assessment process of the recoverability of the
subsidiaries and joint ventures held at cost less impairment as at 31 investments made and loans given, including the estimation future
March 2021 is ` 84,142.40 million. The loans to subsidiaries and joint cash flows forecasts, the process by which they were produced and
ventures and other receivable from joint venture is ` 5,573.15 million discount rates used.
and ` 29,373.73 million respectively as at 31 March 2021.
The Company has investments in subsidiaries and joint ventures which
• we assessed the net worth of subsidiaries / joint ventures on the
basis of latest available financial statements.
are considered to be associated with significant risk in respect of
valuation of such investments. Changes in business environment could • we focused on the sensitivity in the difference between the
also have a significant impact on the valuation of these investments. estimated value and book values of the projects, where change
These investments are carried at cost less any diminution in value of in assumptions could cause the carrying amount to exceed its
such investments. The investments are examined for impairment at each estimated present value. We also assessed the historical accuracy
reporting date. These investments are unquoted and hence it is difficult of Company’s estimates
to measure the realisable amount of these investments.
The Company performs an annual assessment of it investments in
− Comparing the carrying amount of investments with the relevant
subsidiaries/ joint ventures balance sheet to identify their net
subsidiaries and joint ventures, to identify any indicators of impairment.
The recoverable amount of these investments which is based on the assets, being an approximation of their minimum recoverable
higher of the value in use or fair value less costs to sell, has been derived amount. Instances where the net assets are in excess of their
from discounted forecast cash flow models. These variables used to carrying amount and we assessed that those subsidiaries/joint
determine the value in use are evolving especially in light of uncertainty ventures have historically been profit-making.
related to the COVID 19 pandemic
Measurement of construction Revenue (refer Note 3.04, 3.05, 21 and 39 to the standalone financial statements)
The Key Audit Matter How the matter was addressed in our joint audit
Revenue from construction contracts represents 84.88% of the total Our audit procedures included:
revenue from operations of the Company. Revenue from these contracts
is recognised on satisfaction of performance obligation over time in •
we obtained an understanding and consideration of the
accordance with the requirements of relevant accounting standards. appropriateness of the policies in respect of revenue
recognition against the criteria in the accounting standards.
The Company has construction contracts whose revenue recognition
can be dependent on a high level of judgement over the percentage of • We have evaluated the design and implementation and
completion. It is based on their best estimate of the costs to complete tested operating effectiveness of key controls around the
valuation of contractual variations, claims and ability to deliver the contract price, estimation of costs to complete and billings
contract within the contractual time limit. The execution of construction to customers and management’s testing of these attributes.
contracts also requires assessment of execution risk resulting from
uncertainty related to COVID 19 pandemic. • we understood and documented the contract and other
related contractual provisions including contractually
The Company’s current year revenue from construction contracts and a
agreed deliverables, termination rights, penalties for delay,
significant amount of its expenses incurred, arise from transactions with
etc. to understand the nature and scope of the arrangements
related parties. These related parties are principally subsidiaries /joint
ventures of the Company. with the customer.
The Company uses an input method based on costs incurred to • we assessed key judgements inherent in the estimation
measure progress of the projects. Under this approach, the Company of significant construction contract projects. It includes
recognises revenue based on the costs incurred to date relative to the comparing the stage-of-completion and costs to completion
estimated total costs to complete the performance obligation. Profit is on significant projects using Lender’s Engineer
not recognised until the outcome of the contract is fairly certain. latest certificate.
Revenue is a key performance indicator of the Company. Accordingly,
there can be a risk the Company may influence the judgements and
• we assessed the estimated costs to complete, variations in
contract price and contract costs and sighted underlying
estimates of revenue recognition in order to achieve performance
invoices, signed contracts/statements of work completed
targets to meet market expectations or incentive links to performance
for all ongoing projects.
for reporting period.
Revenues, total estimated contract costs and profit recognition may • we understood and documented the Company’s process
deviate significantly from original estimates based on new knowledge for identifying related parties and recording related party
about cost overruns and changes in project scope over the term of a transactions. We have also assessed Company’s key
construction contract. controls in relation to the assessment and approval of related
party transactions and examined Company’s disclosures in
respect of the transactions.
• we sighted on test check basis, the approvals of the
Audit Committee and Board of Directors for related
party transactions.
• we tested samples of manual journals posted to revenue to
identify unusual items.
• we checked that the disclosures made in note 39 to the
Company’s standalone financial statements are compliant
with Ind AS -115.
Other Information of this other information, we are required to report that fact.
The Company’s management and Board of Directors are We have nothing to report in this regard.
responsible for the other information. The other information
comprises the information included in the Company’s annual Management's and Board of Directors’ Responsibility
report, but does not include the financial statements and our for the Standalone Financial Statements
auditors’ report thereon. The Company’s Management and Board of Directors are
responsible for the matters stated in Section 134 (5) of the Act
Our opinion on the standalone financial statements does not with respect to the preparation of these standalone financial
cover the other information and we do not express any form of statements that give a true and fair view of the state of affairs,
assurance conclusion thereon. profit/loss and other comprehensive income, changes in
equity and cash flows of the Company in accordance with the
In connection with our joint audit of the standalone financial accounting principles generally accepted in India, including
statements, our responsibility is to read the other information the Indian Accounting Standards (Ind AS) specified under
and, in doing so, consider whether the other information is Section 133 of the Act. This responsibility also includes
materially inconsistent with the standalone financial statements maintenance of adequate accounting records in accordance
or our knowledge obtained in the audit or otherwise appears with the provisions of the Act for safeguarding of the assets
to be materially misstated. If, based on the work we have of the Company and for preventing and detecting frauds and
performed, we conclude that there is a material misstatement other irregularities; selection and application of appropriate
statement of changes in equity and the statements - Refer Note 31 to the standalone
standalone statement of cash flows dealt financial statements;
with by this Report are in agreement with the
books of account; ii.
the Company did not have any long-term
contracts, including derivative contracts,
d)
in our opinion, the aforesaid standalone for which there were any material
financial statements comply with the Indian foreseeable losses;
Accounting Standards (Ind AS) specified under
Section 133 of the Act; iii.
there has been no delay in transferring
amounts, required to be transferred, to the
e)
on the basis of the written representations Investor Education and Protection Fund by
received from the directors as on 31 the Company during the year ended 31
March 2021 taken on record by the Board of March 2021; and
Directors, none of the directors is disqualified
as on 31 March 2021 from being appointed iv.
the disclosures in the standalone financial
as a director in terms of Section 164 (2) statements regarding holdings as well as
of the Act; and dealings in specified bank notes during
the period from 8 November 2016 to 30
f) with respect to the adequacy of the internal December 2016 have not been made in
financial controls with reference to the these standalone financial statements since
standalone financial statements of the they do not pertain to the financial year
Company and the operating effectiveness of ended 31 March 2021.
such controls, refer to our separate Report
in “Annexure B”. (C) With respect to the matter to be included in the
Auditors’ Report under Section 197(16) of the Act:
(B) With respect to the other matters to be included in
the Auditors’ Report in accordance with Rule 11 of In our opinion and according to the information and
the Companies (Audit and Auditors) Rules, 2014, in explanations given to us, the remuneration paid by
our opinion and to the best of our information and the Company to its directors during the current year
according to the explanations given to us: is in accordance with the provisions of Section 197
of the Act. The remuneration paid to any director
i.
the Company has disclosed the impact of is not in excess of the limit laid down under Section
pending litigations as at 31 March 2021 on 197 of the Act. The Ministry of Corporate Affairs has
its financial position in its standalone financial not prescribed other details under Section 197(16)
which are required to be commented upon by us.
For B S R & Co. LLP For Gokhale & Sathe
Chartered Accountants Chartered Accountants
ICAI Firm Registration No: 101248W/W-100022 ICAI Firm's Registration No: 103264W
Mumbai Mumbai
01 June 2021 01 June 2021
With reference to the Annexure A referred to in the framed thereunder. Accordingly, paragraph 3 (v) of the
Independent Auditors’ Report to the members of the IRB Order is not applicable to the Company.
Infrastructure Developers Limited (“the Company”) on the
standalone financial statements for the year ended 31 (vi)
We have broadly reviewed the books of account
March 2021, we report the following: maintained by the Company pursuant to the rules
prescribed by the Central Government for maintenance
(i)
The Company neither owns any fixed assets nor of cost records under Section 148(1) of the Act and are
has purchased any fixed assets during the year. of the opinion that prima facie, the prescribed accounts
Accordingly, paragraph 3(i) of the Order is not applicable and records have been made and maintained. However,
to the Company. we have not made a detailed examination of the records.
(ii)
The Company does not hold any inventory. (vii) (a) According to the information and explanations given
Accordingly, paragraph 3(ii) of the Order is not applicable to us and on the basis of our examination of the
to the Company. records of the Company, amounts deducted/accrued
in the books of account in respect of undisputed
(iii)
The Company has granted interest free unsecured statutory dues including Provident Fund, Income-tax,
loans to fourteen companies and a Trust, covered in the goods and service tax and other material statutory
register maintained under Section 189 of the Companies dues have been regularly deposited during the year
Act, 2013 (“the Act”). The Company has not granted any with the appropriate authorities. As explained to us,
loans, secured or unsecured, to firms, limited liability the Company did not have any dues on account of
partnerships or other parties covered in the register Employees’ State Insurance, Sales tax, Service tax,
maintained under Section 189 of the Act. Value added tax, Wealth tax, duty of excise, duty of
customs and cess.
a)
According to the information and explanations
given to us and based on the audit procedures According to the information and explanations given
conducted by us, we are of opinion, that the terms to us, no undisputed amounts payable in respect of
and conditions on which the unsecured loans have Provident fund, Income-tax, Goods and Service tax
been granted to the companies and Trust listed in and other material statutory dues were in arrears
the register maintained under Section 189 of the as at 31 March 2021 for a period of more than six
Act were not, prima facie, prejudicial to the interest months from the date they became payable.
of the Company.
(b)
According to the information and explanations
b) According to the information and explanations given given to us, there are no dues of Income-tax, Sales
to us and based on the audit procedures conducted tax, Service tax, Value added tax and Goods and
by us, interest free unsecured loans granted to the Service Tax as at 31 March 2021, which have not
companies and Trust, are repayable on demand. been deposited with the appropriate authorities on
The borrowers have been regular in payment of account of any dispute.
principal as demanded.
(viii)
In our opinion and according to the information and
c) There are no overdue amounts of more than 90 explanations given to us, the Company has not defaulted
days in respect of the interest free unsecured loans in repayment of dues to banks, financial institutions
granted to the companies and Trust. and debenture holders. The Company has availed
moratorium on repayment of loans and interest thereon
(iv)
In our opinion and according to the information and from banks and financial institutions based on the
explanations given to us and based on the audit circular issued Reserve Bank of India and accordingly,
procedures conducted by us, the Company has complied repayment of dues from banks and financial institutions
with the provisions of Section 185 and 186 of the Act, falling due has not been considered for the moratorium
with respect to interest free unsecured loans granted, period. The Company did not have any outstanding dues
guarantees provided and investments made by the to government during the year.
Company. The Company has not given any security
under Section 185 and 186 of the Act. (ix) According to the information and explanations given to
us and on the basis of our examination of the records
(v)
In our opinion, and according to the information and of the Company, the Company has not raised any
explanations given to us, the Company has not accepted moneys by way of initial public offer or further public
deposits as per the directives issued by the Reserve offer (including debt instruments). In our opinion and
Bank of India and the provisions of Sections 73 to 76 according to the information and explanations given to
or any other relevant provisions of the Act and the rules us, the term loans taken were applied for the purpose for
which they were raised.
(x) During the course of our examination of the books and of such related party transactions have been disclosed
records of the Company, carried out in accordance with in the standalone financial statements as required by
the generally accepted auditing practices in India, and Indian Accounting Standard (Ind AS) 24, Related Party
according to the information and explanations given to Disclosures specified under Section 133 of the Act.
us, we have neither come across any instance of fraud
by the Company or on the Company by its officers or (xiv)
According to the information and explanations given
employees, noticed or reported during the year, nor have to us and based on our examination of the records
we been informed of any such case by the management. of the Company, the Company has not made any
preferential allotment or private placement of shares
(xi) According to the information and explanations given to or fully or partly convertible debentures during the
us and based on our examination of the records of the year. Accordingly, paragraph 3 (xiv) of the Order is not
Company, the Company has paid/provided for managerial applicable to the Company.
remuneration in accordance with the requisite approvals
mandated by the provisions of Section 197 read with (xv)
According to the information and explanations given
Schedule V to the Act. to us and based on our examination of the records
of the Company, the Company has not entered into
(xii)
In our opinion and according to the information and any non-cash transactions with directors or persons
explanations given to us, the Company is not a Nidhi connected with them. Accordingly, paragraph 3 (xv) of
company and the Nidhi Rules, 2014 are not applicable the Order is not applicable to the Company.
to it. Accordingly, paragraph 3 (xii) of the Order is not
applicable to the Company. (xvi)
In our opinion and according to the information and
explanations given to us, the Company is not required to
(xiii)
In our opinion and according to the information and be registered under Section 45-IA of the Reserve Bank
explanations given to us, the Company has entered into of India Act, 1934. Accordingly, paragraph 3 (xvi) of the
transactions with related parties in compliance with the Order is not applicable to the Company.
provisions of Sections 177 and 188 of the Act. The details
Mumbai Mumbai
01 June 2021 01 June 2021
Report on the internal financial controls with reference to the Standards on Auditing, prescribed under Section 143(10) of
aforesaid standalone financial statements under Clause (i) of the Act, to the extent applicable to an audit of internal financial
Sub-section 3 of Section 143 of the Companies Act, 2013 controls with reference to standalone financial statements.
Those Standards and the Guidance Note require that we
(Referred to in paragraph 2A(f) under ‘Report on Other Legal comply with ethical requirements and plan and perform the
and Regulatory Requirements’ section of our report of even audit to obtain reasonable assurance about whether adequate
date) internal financial controls with reference to standalone financial
statements were established and maintained and whether
Opinion such controls operated effectively in all material respects.
We have jointly audited the internal financial controls with
reference to the standalone financial statements of IRB Our joint audit involves performing procedures to obtain audit
Infrastructure Developers Limited (“the Company”) as of evidence about the adequacy of the internal financial controls
31 March 2021 in conjunction with our joint audit of the with reference to standalone financial statements and their
standalone financial statements of the Company for the year operating effectiveness. Our audit of internal financial controls
ended on that date. with reference to standalone financial statements included
obtaining an understanding of such internal financial controls,
In our opinion, the Company has, in all material respects, assessing the risk that a material weakness exists, and testing
adequate internal financial controls with reference to the and evaluating the design and operating effectiveness of
standalone financial statements and such internal financial internal control based on the assessed risk. The procedures
controls were operating effectively as at 31 March 2021, based selected depend on the auditor’s judgement, including
on the internal financial controls with reference to standalone the assessment of the risks of material misstatement of the
financial statements criteria established by the Company standalone financial statements, whether due to fraud or error.
considering the essential components of internal control
stated in the Guidance Note on Audit of Internal Financial We believe that the audit evidence we have obtained is
Controls Over Financial Reporting issued by the Institute of sufficient and appropriate to provide a basis for our audit
Chartered Accountants of India (the “Guidance Note”). opinion on the Company’s internal financial controls with
reference to the standalone financial statements.
Management’s Responsibility for Internal Financial
Controls Meaning of Internal Financial controls with Reference
The Company’s management and the Board of Directors are to Financial Statements
responsible for establishing and maintaining internal financial A company's internal financial controls with reference
controls based on the internal financial controls with reference to financial statements is a process designed to provide
to standalone financial statements criteria established by the reasonable assurance regarding the reliability of financial
Company considering the essential components of internal reporting and the preparation of financial statements for
control stated in the Guidance Note. These responsibilities external purposes in accordance with generally accepted
include the design, implementation and maintenance of accounting principles. A company's internal financial controls
adequate internal financial controls that were operating with reference to financial statements include those policies
effectively for ensuring the orderly and efficient conduct and procedures that (1) pertain to the maintenance of records
of its business, including adherence to company’s policies, that, in reasonable detail, accurately and fairly reflect the
the safeguarding of its assets, the prevention and detection transactions and dispositions of the assets of the company;
of frauds and errors, the accuracy and completeness of the (2) provide reasonable assurance that transactions are
accounting records, and the timely preparation of reliable recorded as necessary to permit preparation of financial
financial information, as required under the Companies Act, statements in accordance with generally accepted accounting
2013 (hereinafter referred to as “the Act”). principles, and that receipts and expenditures of the company
are being made only in accordance with authorisations of
Auditors’ Responsibility management and directors of the company; and (3) provide
Our responsibility is to express an opinion on the Company's reasonable assurance regarding prevention or timely
internal financial controls with reference to standalone detection of unauthorised acquisition, use, or disposition of
financial statements based on our joint audit. We conducted the company's assets that could have a material effect on the
our audit in accordance with the Guidance Note and the financial statements.
Inherent Limitations of Internal Financial controls with occur and not be detected. Also, projections of any evaluation
Reference to Standalone Financial Statements of the internal financial controls with reference to standalone
financial statements to future periods are subject to the risk
Because of the inherent limitations of internal financial controls that the internal financial controls with reference to standalone
with reference to standalone financial statements, including financial statements may become inadequate because of
the possibility of collusion or improper management override changes in conditions, or that the degree of compliance with
of controls, material misstatements due to error or fraud may the policies or procedures may deteriorate.
Mumbai Mumbai
01 June 2021 01 June 2021
(` in Millions)
Note No. March 31, 2021 March 31, 2020
I Assets
(1) Non-current assets
a. Financial assets
i) Investments 4 89,112.94 64,372.25
ii) Loans 5 8.36 -
iii) Other financial assets 6 21,134.48 24,906.73
b. Deferred tax assets (net) 12 - 8.66
c. Other non-current assets 8 25.70 25.70
Total non-current assets (A) 1,10,281.48 89,313.34
(2) Current assets
a. Financial assets
i) Investments 4 640.34 128.01
ii) Trade receivables 7 1,707.83 2,385.21
iii) Cash and cash equivalents 9 5,778.43 3,457.04
iv) Bank balance other than (iii) above 10 14,809.77 9,100.90
v) Loans 5 5,642.07 4,443.59
vi) Other financial assets 6 8,714.56 7,599.14
b. Current tax assets (net) 11 551.81 137.62
c. Other current assets 8 2,633.97 11,630.37
Total current assets (B) 40,478.78 38,881.88
TOTAL ASSETS (A+B) 1,50,760.26 1,28,195.22
Equity and Liabilities
I Equity
a. Equity share capital 13 3,514.50 3,514.50
b. Other equity 14 25,048.34 22,144.50
Total equity (A) 28,562.84 25,659.00
II Liabilities
(1) Non-current liabilities
a. Financial liabilities
i) Borrowings 16 52,024.32 14,730.21
b. Provisions 19 25.10 25.19
c. Deferred tax liability (net) 12 85.70 -
Total non-current liabilities (B) 52,135.12 14,755.40
(2) Current liabilities
a. Financial liabilities
i) Borrowings 16 45,577.75 60,266.20
ii) Trade payables 17
a) total outstanding dues of micro enterprises and small enterprises - 0.02
b) total outstanding dues of creditors other than micro enterprises and 9,105.66 6,296.88
small enterprises
iii) Other financial liabilities 18 11,296.43 14,331.22
b. Other current liabilities 20 4,068.73 6,872.19
c. Provisions 19 13.73 14.31
Total current liabilities (C) 70,062.30 87,780.82
Total liabilities (D=B+C) 1,22,197.42 1,02,536.22
TOTAL EQUITY AND LIABILITIES (A+D) 1,50,760.26 1,28,195.22
Summary of significant accounting policies 3
The accompanying notes are an integral part of these standalone financial statements
As per our report of even date.
For B S R & Co. LLP For and on behalf of the Board of Directors of
Chartered Accountants IRB Infrastructure Developers Limited
ICAI Firm Registration Number: 101248W/W-100022 CIN: L65910MH1998PLC115967
Aniruddha Godbole Virendra D. Mhaiskar Deepali V. Mhaiskar
Partner Chairman & Managing Director Director
Membership No.: 105149 DIN: 00183554 DIN: 00309884
For Gokhale & Sathe Sudhir Rao Hoshing Tushar Kawedia
Chartered Accountants Chief Executive Officer Chief Financial Officer
ICAI Firm Registration Number : 103264W
Jayant Gokhale Mehul N. Patel
Partner Company Secretary
Membership No.: 033767 Membership No.:A14302
Place : Mumbai Place : Mumbai
Date : June 01, 2021 Date : 27 May, 2021
(` in Millions)
I Income
Revenue from operations 21 27,502.74 39,916.91
Other income 22 3,197.84 1,706.03
Total Income 30,700.58 41,622.94
II Expenses
(a) Cost of traded goods 23 - 982.11
(b) Contract and site expense 24 22,349.20 32,270.69
(c) Employee benefits expense 25 425.99 608.58
(d) Finance costs 26 4,919.32 3,194.15
(e) Other expenses 27 979.58 869.07
Total Expenses 28,674.09 37,924.60
III Profit before exceptional item and tax (I-II) 2,026.49 3,698.34
Exceptional item 42 - 16.48
IV Profit before tax 2,026.49 3,681.86
V Tax expenses 28
(a) Current tax (including earlier years ` 0.48 million [31 March 2020: 47.15 887.54
` 5.66 millions])
(b) Deferred tax charge 94.24 2.30
Total Tax expenses 141.39 889.84
Profit for the year (IV-V) 1,885.10 2,792.02
VI Other comprehensive income/(loss) 15
Item that will not be reclassified to profit or loss:
(a) Mark to market gain/(loss) on fair value measurement of investments (net of tax) 2,775.59 (3,461.60)
(b) Re-measurement gain on defined benefit plans 0.52 0.07
(c) Tax on re-measurement gain on defined benefit plans (0.12) 1.29
Other comprehensive income/(loss) for the year 2,775.99 (3,460.24)
VII Total comprehensive income for the year (V+VI) 4,661.09 (668.22)
Earnings per equity share (of ` 10 each fully paid-up) 30
(a) Basic 5.36 7.94
(b) Diluted 5.36 7.94
Summary of significant accounting policies 3
The accompanying notes are an integral part of these standalone financial statements
As per our report of even date.
For B S R & Co. LLP For and on behalf of the Board of Directors of
Chartered Accountants IRB Infrastructure Developers Limited
ICAI Firm Registration Number: 101248W/W-100022 CIN: L65910MH1998PLC115967
Aniruddha Godbole Virendra D. Mhaiskar Deepali V. Mhaiskar
Partner Chairman & Managing Director Director
Membership No.: 105149 DIN: 00183554 DIN: 00309884
For Gokhale & Sathe Sudhir Rao Hoshing Tushar Kawedia
Chartered Accountants Chief Executive Officer Chief Financial Officer
ICAI Firm Registration Number : 103264W
Jayant Gokhale Mehul N. Patel
Partner Company Secretary
Membership No.: 033767 Membership No.:A14302
Place : Mumbai Place : Mumbai
Date : June 01, 2021 Date : May 27, 2021
b. Other Equity
Items of Other Comprehensive
Reserves and surplus
Income (OCI)
Mark to Market
Re-measurement
(Loss) on Total
Securities General Retained (loss) of net
Fair Value
Premium Reserve Earnings defined
Re-measurement
benefit plans
of Investments
As at March 31, 2019 14,060.09 743.16 10,775.14 (2,761.96) (3.71) 22,812.72
Transfer to retained earnings - - (3.71) - 3.71 -
Profit for the year - - 2,792.02 - - 2,792.02
Other comprehensive income/ - - 0.07 (3,461.60) - (3,461.53)
(loss) for the year
Deferred tax on defined benefit plans - - 1.29 - - 1.29
during the year
Total comprehensive income/ - - 2,789.67 -3,461.60 3.71 (668.22)
(loss) for the year
As at March 31, 2020 14,060.09 743.16 13,564.81 (6,223.56) - 22,144.50
Profit for the year - - 1,885.10 - - 1,885.10
Other comprehensive income/ - - 0.52 2,775.59 - 2,776.11
(loss) for the year
Deferred tax on defined benefit plans - - (0.12) - - (0.12)
during the year
Total comprehensive income for the year - - 1,885.50 2,775.59 - 4,661.09
Dividend on equity shares (refer note 38) - - (1,757.25) - - (1,757.25)
As at 31 March 2021 14,060.09 743.16 13,693.06 (3,447.97) - 25,048.34
(` in millions)
March 31, 2021 March 31, 2020
Cash flow from operating activities
Profit before tax 2,026.49 3,681.86
Adjustments :
Net gain on sale of current investments (24.26) (18.93)
Gain on current investments at fair value through profit or loss (10.46) (1.78)
Loss on transfer of control of subsidiaries (refer note 42) - 16.48
Fair value adjustment on receipt of interest free long-term loan (354.90) -
Gain on fair value measurement of other receivables (13.62) -
Finance costs 4,919.32 3,194.15
Interest income (1,037.27) (1,440.64)
Dividend income from long term investment in subsidiaries (1,757.33) (243.94)
Dividend income on current investments - (0.74)
3,747.97 5,186.46
Movement in working capital :
Decrease/(Increase) in loans 0.81 (22.72)
Decrease in trade receivables 677.38 2,130.36
Decrease/(Increase) in other financial assets 20.62 (965.91)
Decrease/(Increase) in other assets 8,996.40 (6,321.99)
Increase/(Decrease) in trade payables 2,808.76 (355.68)
(Decrease) in other financial liabilities (806.00) (47.52)
(Decrease)/Increase in provisions (0.15) 1.34
(Decrease) in other liabilities (762.32) (2,392.78)
Cash generated/(used for) from operations 14,683.47 (2,788.44)
Taxes paid (net) (461.34) (1,462.40)
Net cash flows generated/(used in) from operating activities (A) 14,222.13 (4,250.84)
Cash flows from investing activities
Investment in subsidiaries (17,967.62) (12,966.81)
Receipt of investment in subsidiary 222.89 -
Investment in joint-venture (2,603.81) -
Consideration from sale of subsidiaries (refer note 42) 1,792.36 7,574.40
Proceeds from return of capital contribution from Public Invit 185.42 287.39
Investment in current investments (8,359.58) (20.74)
Proceeds from sale of current investments 7,881.92 24.23
Investment in bank deposits (having original maturity of more than three months) (6,894.85) (3,159.36)
Proceeds from maturity of bank deposits (having original maturity of more than three months) 1,186.08 3,406.06
Other recoverable/advance towards subscription of units in joint venture (2,544.40) -
Receipt of Other recoverable/advance towards subscription of units in joint venture 3,413.14 -
Loan given to joint-ventures (4,155.57) -
Loan given to subsidiary companies (2,252.68) (26,505.96)
Repayments received for loans given to subsidiary companies 3,398.67 5,952.39
Interest received 1,026.00 1,539.81
Dividend received from subsidiary companies 1,757.33 243.94
Dividend received on other investments - 0.74
Net cash flows (used in) investing activities (B) (23,914.70) (23,623.91)
Cash flow from financing activities
Proceeds from long-term borrowings 6,000.00 11,050.00
Repayment of long-term borrowings (13,717.79) (7,559.88)
Proceeds from issue of non-convertible debentures 41,783.35 14,000.00
Repayment of non-convertible debentures - (14,000.00)
Proceeds from current borrowings (net) 1,910.33 556.59
Loan taken from subsidiary companies (long-term) 1,378.58 -
Loan taken from subsidiary companies (short-term) 37,092.50 65,772.79
Loan repayment to subsidiary companies (short-term) (55,732.42) (35,357.61)
Finance cost paid (including moratorium period interest) (4,943.34) (3,221.91)
Dividend paid on equity shares (1,757.25) -
Net cash flows generated from financing activities (C) 12,013.96 31,239.98
Net increase in cash and cash equivalents (A+B+C) 2,321.39 3,365.23
Cash and cash equivalents at the beginning of the year 3,457.04 91.81
Cash and cash equivalents at the end of the year (refer note 9) 5,778.43 3,457.04
(` in millions)
March 31, 2021 March 31, 2020
Components of Cash and Cash Equivalents
Balances with Banks
On current accounts 5,346.73 208.72
On deposit accounts 423.46 3,240.00
Cash on hand 8.24 8.32
Total Cash and cash equivalents (refer note 9) 5,778.43 3,457.04
Summary of significant accounting policies (refer note 3)
The accompanying notes are an integral part of these standalone financial statements.
Notes :
1. All figures in bracket are outflow.
2. Taxes paid (net) are treated as arising from operating activities and are not bifurcated between investing and financing activities.
3. The standalone cash flow statement has been prepared under Indirect Method as per Ind AS 7 "Statement of Cash Flows."
4. In previous year, the Company has received 390,571,000 units at `100/- each (` 39,057.10 Million) and a recoverable of ` 31,152.47 million as
against part consideration towards sale of nine subsidiaries to IRB Infrastructure Trust (Trust). The same has been treated as non -cash item and
accordingly not reflected in the standalone cash flow statement (refer note 42).
5. During the year, the Company had received advance of ` 2041.14 [Link] one of its subsidiary. The same has been converted into short-
term unsecured loan as at the year end. This conversion is treated as a non-cash item and accordingly is not reflected in the standalone cash
flow statement (refer note 43).
6. In earlier years, the Company had advanced short term loans of INR. 1,801.93 million to one of its subsidiary. The same has been converted to
subordinated debt as at the year end. The conversion is treated as a non-cash item and accordingly is not reflected in the standalone cash flow
statement (refer note 43).
7. The above standalone cash flows include ` 70.25 (March 31, 2020: `20.00) towards Corporate Social Responsibility (CSR) activities
(refer note 40).
(` in millions)
Cash Flows Non cash changes (Effective
interest rate accrued on
April 1, 2020 31 March 2021
Receipts Payments debentures and moratorium
year interest)
Short term borrowings 60,266.20 39,002.83 (55,732.42) 2,041.14 45,577.75
Long term borrowings 20,383.35 49,161.93 (13,717.79) (1,117.96) 54,709.53
Total 80,649.55 88,164.76 (69,450.21) 923.18 1,00,287.28
(` in millions)
Cash Flows Non cash changes (Effective
interest rate accrued on
1 April 2019 31 March 2020
Receipts Payments debentures and moratorium
year interest)
Short term borrowings 29,294.43 66,329.38 (35,357.61) - 60,266.20
Long term borrowings 16,893.23 25,050.00 (21,559.88) - 20,383.35
Total 46,187.66 91,379.38 (56,917.49) - 80,649.55
The standalone financial statements were authorised Deferred tax assets and liabilities are classified as non-current
for issue by the Company’s Board of Directors assets and liabilities.
on May 27, 2021.
3.02 Foreign currency translations
Details of the Company’s accounting policies are The Company’s financial statements are presented in
included in Note 3. The accounting policies set out below INR, which is also the Company’s functional currency.
have been applied consistently to the years presented in
the standalone financial statements. Transactions and balances
Transactions in foreign currencies are initially recorded
B. Functional and presentation currency by the Company at their functional currency spot rates at
The standalone financial statements are presented the date the transaction first qualifies for recognition.
in Indian Rupee (‘INR’) which is also the Company’s
functional currency and all values are rounded to the Monetary assets and liabilities denominated in foreign
nearest millions, except when otherwise indicated. currencies are translated at the functional currency spot
Wherever the amount represented ‘0’ (zero) construes rates of exchange at the reporting date.
value less than Rupees five thousand.
Exchange differences arising on settlement or translation
C. Basis of measurement of monetary items are recognised in the statement of
The standalone financial statements have been prepared profit and loss.
on a historical cost basis, except for certain financial
assets and liabilities and contingent consideration Non-monetary items that are measured in terms of
receivable (refer accounting policies regarding financial historical cost in a foreign currency are translated using
instruments) which have been measured at fair value. the exchange rates at the dates of the initial transactions.
Non-monetary items measured at fair value in a foreign
3. Summary of significant accounting policies currency are translated using the exchange rates at the
3.01 Current versus non-current classification date when the fair value is determined. The gain or loss
The Company has identified twelve months as its arising on translation of non-monetary items measured
operating cycle. The operating cycle is the time between at fair value is treated in line with the recognition of the
the acquisition of assets for processing and their gain or loss on the change in fair value of the item (i.e.,
realisation in cash and cash equivalents. translation differences on items whose fair value gain
or loss is recognised in OCI or profit or loss are also
The Company presents assets and liabilities in the balance recognised in OCI or profit or loss, respectively).
sheet based on current/ non-current classification.
An asset is treated as current when it is:
3.03 Fair value measurement fair value measurement as a whole) at the end of each
Financial instruments are recognised when the Company reporting period.
becomes a party to the contractual provisions of the
instrument. Fair value measurement is given in Note 34. At each reporting date, the Management analyses the
movements in the values of assets and liabilities which
Fair value is the price that would be received to sell an are required to be remeasured or re-assessed as per
asset or paid to transfer a liability in an orderly transaction the Company’s accounting policies. For this analysis, the
between market participants at the measurement date. Management verifies the major inputs applied in the latest
The fair value measurement is based on the presumption valuation by agreeing the information in the valuation
that the transaction to sell the asset or transfer the liability computation to contracts and other relevant documents.
takes place either:
The management also compares the change in the fair
• in the principal market for the asset or liability, or value of each asset and liability with relevant external
sources to determine whether the change is reasonable.
• in the absence of a principal market, in the most
advantageous market for the asset or liability
On an annual basis, the Management presents the
The principal or the most advantageous market must be valuation results to the Audit Committee and the
accessible by the Company. Company’s independent auditors. This includes a
detailed discussion of the major assumptions used in
The fair value of an asset or a liability is measured using the valuations.
the assumptions that market participants would use
when pricing the asset or liability, assuming that market For the purpose of fair value disclosures, the Company
participants act in their economic best interest. has determined classes of assets and liabilities on the
basis of the nature, characteristics and risks of the asset
A fair value measurement of a non-financial asset takes or liability and the level of the fair value hierarchy as
into account a market participant’s ability to generate explained above.
economic benefits by using the asset in its highest and
best use or by selling it to another market participant that This note summarises accounting policy for fair value.
would use the asset in its highest and best use. Other fair value related disclosures are given in the
relevant notes.
The Company uses valuation techniques that are
appropriate in the circumstances and for which sufficient Disclosures for valuation methods, significant estimates
data is available to measure fair value, maximising the and assumptions (note 3.04)
use of relevant observable inputs and minimising the use
of unobservable inputs.
Financial instruments (including those carried at
amortised cost) (note 4,5,6,7,9,10,16,17 and 18)
All assets and liabilities for which fair value is measured
or disclosed in the standalone financial statements are
Quantitative disclosure of fair value measurement
categorised within the fair value hierarchy, described as hierarchy and Fair value of contingent consideration
follows, based on the lowest level input that is significant receivable (note 34)
to the fair value measurement as a whole:
3.04 Use of estimates and judgements
Level 1 - Quoted (unadjusted) market prices in active The preparation of the Company’s standalone financial
markets for identical assets or liabilities statements requires management to make judgements,
estimates and assumptions that affect the reported
Level 2- Valuation techniques for which the lowest level amounts of revenue, expenses, assets and liabilities,
input that is significant to the fair value measurement is and the accompanying disclosures, and the disclosure
directly or indirectly observable of contingent liabilities. Uncertainty about these
assumptions and estimates could result in outcomes that
Level 3 -Valuation techniques for which the lowest level require a material adjustment to the carrying amount of
input that is significant to the fair value measurement assets or liabilities affected in future years.
is unobservable
Estimates and assumptions
For assets and liabilities that are recognised in Estimates and underlying assumptions are reviewed on
the standalone financial statements, the Company an ongoing basis. Revisions to accounting estimates are
determines whether transfers have occurred between recognised in the year in which the estimates are revised
levels in the hierarchy by re-assessing categorisation and future periods are [Link] key assumptions
(based on the lowest level input that is significant to the concerning the future and other key sources of
estimation uncertainty at the reporting date, that have Step 4. Allocate the transaction price to the performance
a significant risk of causing a material adjustment to obligations in the contract: For a contract that has more than
the carrying amounts of assets and liabilities within the one performance obligation, the Company will allocate
next financial year, are described below. The Company the transaction price to each performance obligation in
based its assumptions and estimates on parameters an amount that depicts the amount of consideration to
available when the financial statements were prepared. which the Company expects to be entitled in exchange
Existing circumstances and assumptions about future for satisfying each performance obligation.
developments, however, may change due to market
changes or circumstances arising that are beyond the Step 5. Recognise revenue when (or as) the entity
control of the Company. Such changes are reflected in satisfies a performance obligation.
the assumptions when they occur. In the following items
there is significant judgments and estimates which are The Company satisfies a performance obligation and
key in preparation of consolidated financial statements: recognises revenue over time, if one of the following
criteria is met:
Fair value measurement of financial instruments and
contingent consideration receivable (Refer note 34) 1.
The customer simultaneously receives and
consumes the benefits provided by the Company’s
Current / Deferred tax expense (Refer note 28) performance as the Company performs; or
Employee benefits (Refer note 25) 2. The Company’s performance creates or enhances
an asset that the customer controls as the asset is
Measurement of employee defined benefit obligations; created or enhanced; or
key actuarial assumptions (Refer note 29)
3. The Company’s performance does not create an
Revenue recognition based on percentage of completion asset with an alternative use to the Group and
(Refer note 38) the entity has an enforceable right to payment for
performance completed to date.
Impairment of investments/loans given to subsidiaries
(Refer note 3.10 and 3.14)
Revenue is measured at the fair value of the
consideration received or receivable, taking into account
3.05 Revenue recognition contractually defined terms of payment. The Company
The Company has adopted Ind AS 115, Revenue from assesses its revenue arrangements against specific
Contracts with Customers, with effect from 01 April 2018. criteria to determine if it is acting as principal or agent.
The Company has applied the following accounting The Company has concluded that it is acting as a
policy for revenue recognition: principal in all of its revenue arrangements. As per the
underlying construction contracts in force, the Company
Revenue from contracts with customers: bears certain indirect tax as it’s own expense, and are
The Company recognises revenue from contracts effectively acting as principals and collecting the indirect
with customers based on a five step model as set taxes on their own account. Accordingly, revenue from
out in Ind AS 115: operations is presented as gross of such indirect taxes.
Step 1. Identify the contract(s) with a customer: A contract Revenue from Contract revenue (construction
is defined as an agreement between two or more parties contracts)
that creates enforceable rights and obligations and sets Revenue from works contracts, where the outcome
out the criteria for every contract that must be met. can be estimated reliably, is recognised under the
percentage of completion method by reference to the
Step 2. Identify the performance obligations in the stage of completion of the contract activity. The stage
contract: A performance obligation is a promise in a of completion is measured by calculating the proportion
contract with a customer to transfer a good or service that costs incurred to date bear to the estimated total
to the customer. costs of a contract. Determination of revenues under the
percentage of completion method necessarily involves
Step 3. Determine the transaction price: The transaction making estimates by the management.
price is the amount of consideration to which the
Company expects to be entitled in exchange for When the Company satisfies a performance obligation
transferring promised goods or services to a customer, by delivering the promised goods or services it creates
excluding amounts collected on behalf of third parties. a contract asset based on the amount of consideration
the taxation authorities in accordance the Income Tax Deferred tax assets and liabilities are measured at the
Act, 1961. The tax rates and tax laws used to compute tax rates that are expected to apply in the year when
the amount are those that are enacted or substantively the asset is realised or the liability is settled, based
enacted at the reporting date in the country as per the on tax rates (and tax laws) that have been enacted or
applicable taxation laws where the Company operates substantively enacted at the reporting date.
and generates taxable income.
Deferred tax relating to items recognised outside profit
Current tax items are recognised in correlation to the or loss is recognised outside profit or loss (either in
underlying transaction either in OCI or directly in equity. other comprehensive income or in equity). Deferred tax
Management periodically evaluates positions taken items are recognised in correlation to the underlying
in the tax returns with respect to situations in which transaction either in OCI or directly in equity .
applicable tax regulations are subject to interpretation
and establishes provisions where appropriate. Deferred tax assets and deferred tax liabilities are offset
if a legally enforceable right exists to set off current tax
Deferred tax assets against current tax liabilities and the deferred
Deferred tax is recognised in respect of temporary taxes relate to the same taxable entity and the same
differences between the tax bases of assets and liabilities taxation authority.
and their carrying amounts for financial reporting
purposes at the reporting date. On March 30, 2019, MCA has issued amendment
regarding the income tax Uncertainty over Income Tax
Deferred tax liabilities are recognised for all taxable Treatments. The notification clarifies the recognition and
temporary differences, except: measurement requirements when there is uncertainty
over income tax treatments. In assessing the uncertainty,
• When the deferred tax liability arises from the initial an entity shall consider whether it is probable that a
recognition of goodwill or an asset or liability in a taxation authority will accept the uncertain tax treatment.
transaction that is not a business combination and This notification is effective for annual reporting
at the time of the transaction, affects neither the periods beginning on or after April 1, 2019. As per the
accounting profit nor taxable profit or loss. Company’s assessment, there are no material income tax
uncertainties over income tax treatments.
• In respect of taxable temporary differences associated
with investments in subsidiaries, when the timing
Minimum Alternate Tax (MAT)
of the reversal of the temporary differences can be
Minimum Alternate Tax (MAT) paid as per Indian Income
controlled and it is probable that the temporary
Tax Act, 1961 is in the nature of unused tax credit which
differences will not reverse in the foreseeable future
can be carried forward and utilised when the Company
Deferred tax assets are recognised for all deductible will pay normal income tax during the specified period.
temporary differences, the carry forward of unused tax Deferred tax assets on such tax credit is recognised to
credits and any unused tax losses. Deferred tax assets are the extent that it is probable that the unused tax credit can
recognised to the extent that it is probable that taxable be utilised in the specified future period. The net amount
profit will be available against which the deductible of tax recoverable from, or payable to, the taxation
temporary differences, and the carry forward of unused authority is included as part of receivables or payables
tax credits and unused tax losses can be utilised, except: in the balance sheet. At each Balance Sheet date, the
carrying amount of MAT Credit Entitlement receivable is
•
When the deferred tax asset relating to the reviewed to reassure realisation.
deductible temporary difference arises from the initial
recognition of an asset or liability in a transaction that 3.07 Borrowing costs
is not a business combination and, at the time of the Borrowing costs includes interest and amortisation
transaction affects neither the accounting profit nor of ancillary costs incurred in connection with the
taxable profit or loss. arrangement of borrowings.
The carrying amount of deferred tax assets is reviewed
3.08 Contingent Liabilities and Contingent assets
at each reporting date and reduced to the extent that
A contingent liability is a possible obligation that arises
it is no longer probable that sufficient taxable profit will
from past events whose existence will be confirmed
be available to allow all or part of the deferred tax asset
by the occurrence or non-occurrence of one or more
to be utilised. Unrecognised deferred tax assets are
uncertain future events beyond the control of the
re-assessed at each reporting date and are recognised to
Company or a present obligation that is not recognised
the extent that it has become probable that future taxable
because it is not probable that an outflow of resources
profits will allow the deferred tax asset to be recovered.
will be required to settle the obligation. A contingent
liability also arises in extremely rare cases where there
is a liability that cannot be recognised because it cannot 3.12 Retirement and other employee benefits
be measured reliably. The Company does not recognise Employee benefits include salaries, wages, contribution
a contingent liability but discloses its existence in the to provident fund, gratuity, leave encashment towards
standalone financial statements. un-availed leave, compensated absences, post-retirement
medical benefits and other terminal benefits.
A contingent asset is not recognised unless it becomes
virtually certain that an inflow of economic benefits will Short-term employee benefits
arise. When an inflow of economic benefits is probable, Wages and salaries, including non-monetary benefits that
contingent assets are disclosed in the standalone are expected to be settled within 12 months after the end
financial statements. of the period in which the employees render the related
service are recognised in respect of employees’ services
Contingent liabilities and contingent assets are reviewed up to the end of the reporting period and are measured at
at each balance sheet date. the amounts expected to be paid when the liabilities are
settled. The liabilities are presented as current employee
3.09 Impairment of financial assets (other than at fair value) benefit obligations in the balance sheet.
The Company assesses on a forward looking basis
the expected credit losses associated with its assets i. Defined contribution plan
carried at amortised cost and FVTOCI debt instruments. Retirement benefits in the form of provident fund
The impairment methodology applied depends on and pension fund are a defined contribution scheme
whether there has been a significant increase in credit risk. and the contributions are charged to the standalone
statement of profit and loss of the period when
For trade receivables only, the Company applies the the employee renders related services. There are
simplified approach permitted by Ind AS 109 Financial no other obligations other than the contribution
Instruments, which requires expected lifetime losses to payable to the respective authorities.
be recognised from initial recognition of the receivables.
ii. Defined benefit plan
3.10 Provisions Gratuity liability for eligible employees are defined
Provisions are recognised when the Company has a benefit obligation and are provided for on the basis
present obligation (legal or constructive) as a result of of an actuarial valuation on projected unit credit
a past event, it is probable that an outflow of resources method made at the end of each financial year.
embodying economic benefits will be required to settle Obligation is measured at the present value of
the obligation and a reliable estimate can be made of estimated future cash flows using discounted rate
the amount of the obligation. The expense relating to a that is determined by reference to market yields at
provision is presented in the statement of profit and loss the balance sheet date on Government Securities
net of any reimbursement. where the currency and terms of the Government
Securities are consistent with the currency and
If the effect of the time value of money is material, estimated terms of the defined benefit obligation.
provisions are discounted using a current pre-tax rate
that reflects, when appropriate, the risks specific to Remeasurements, comprising of actuarial gains and
the liability. When discounting is used, the increase in losses excluding amounts included in net interest on the
the provision due to the passage of time is recognised net defined benefit liability are recognised immediately
as a finance cost. Provisions are reviewed at each in the balance sheet with a corresponding debit or
balance sheet date and adjusted to reflect the current credit to retained earnings through OCI in the period in
best estimates. which they occur. Remeasurements are not reclassified
to the standalone statement of profit and loss in
3.11 Investments in subsidiaries and joint ventures subsequent periods.
The Company accounts for the investments in equity
shares of subsidiaries and joint ventures at cost Past service costs are recognised in profit or loss on
in accordance with Ind AS 27- Separate Financial the earlier of:
Statements. The Company reviews its carrying value of
investments carried at amortised cost annually, or more • The date of the plan amendment or curtailment, and
frequently when there is indication for impairment. If the
recoverable amount is less than its carrying amount, • The date that the Company recognises related
restructuring costs
the impairment loss is accounted for. On disposal
of investments in subsidiaries and joint venture, the Net interest is calculated by applying the discount rate
difference between net disposal proceeds and the to the net defined benefit liability or asset. The Company
carrying amounts are recognised in the Standalone recognises the following changes in the net defined
Statement of Profit and Loss.
benefit obligation as an expense in the statement of b) contractual terms of the asset give rise on specified
profit and loss: dates to cash flows that are solely payments
of principal and interest (SPPI) on the principal
•
Service costs comprising current service costs, amount outstanding.
past-service costs, gains and losses on curtailments
and non-routine settlements; and This category is the most relevant to the Company.
• Net interest expense or income After initial measurement, such financial assets are
Compensated absences subsequently measured at amortised cost using the
As per the leave encashment policy of the Company, the effective interest rate (EIR) method. Amortised cost
employees have to utilise their eligible leave during the is calculated by taking into account any discount or
calendar year and lapses at the end of the calendar year. premium on acquisition and fees or costs that are an
Accruals towards compensated absences at the end of integral part of the EIR. The EIR amortisation is included
the financial year are based on last salary drawn and in other income in the statement of profit and loss.
outstanding leave absence at the end of the financial year. The losses arising from impairment are recognised in the
statement of profit and loss.
Short term employee benefits
Liabilities recognised in respect of short-term employee Debt instrument at FVTOCI
benefits are measured at the undiscounted amount of A ‘debt instrument’ is classified at FVTOCI if both of the
the benefits expected to be paid in exchange for the following criteria are met:
related service. Liabilities recognised in respect of other
long-term employee benefits are measured at the present a) The objective of the business model is achieved
value of the estimated future cash outflows expected to both by collecting contractual cash flows and selling
be made by the Company in respect of services provided the financial assets, and
by employees up to the reporting date.
b) The asset’s contractual cash flows represent SPPI.
3.13 Financial instruments
A financial instrument is any contract that gives rise to Debt instruments included within the FVTOCI category
a financial asset of one entity and a financial liability or are measured initially as well as at each reporting
equity instrument of another entity. date at fair value.
of investment. However, the Company may transfer the b) Financial assets that are debt instruments and are
cumulative gain or loss within equity. measured as at FVTOCI
Equity instruments included within the FVTPL category c) Lease receivables under lnd AS 17
are measured at fair value with all changes recognised in
the standalone statement of profit and loss. d) Trade receivables or any contractual right to receive
cash or another financial asset that result from
Derecognition transactions that are within the scope of lnd AS 115.
A financial asset (or, where applicable, a part of a financial
asset or part of a Company of similar financial assets) is e)
Loan commitments which are not
primarily derecognised (i.e. removed from the Company’s measured as at FVTPL
balance sheet) when:
f)
Financial guarantee contracts which are not
The rights to receive cash flows from the asset measured as at FVTPL
have expired, or
The Company follows ‘simplified approach’ for
The Company has transferred its rights to receive cash recognition of impairment loss allowance on:
flows from the asset or has assumed an obligation to
pay the received cash flows in full without material lay • Trade receivables and
to a third party under a ‘pass-through’ arrangement; and
either (a) the Company has transferred substantially all • Other receivables
the risks and rewards of the asset, or (b) the Company
The application of simplified approach does not
has neither transferred nor retained substantially all require the Company to track changes in credit risk.
the risks and rewards of the asset, but has transferred Rather, it recognises impairment loss allowance based
control of the asset. on lifetime ECLs at each reporting date, right from its
initial recognition.
When the Company has transferred its rights to
receive cash flows from an asset or has entered into a For recognition of impairment loss on other financial
pass-through arrangement, it evaluates if and to what assets and risk exposure, the Company determines that
extent it has retained the risks and rewards of ownership. whether there has been a significant increase in the
When it has neither transferred nor retained substantially credit risk since initial recognition. If credit risk has not
all of the risks and rewards of the asset, nor transferred increased significantly, 12-month ECL is used to provide
control of the asset, the Company continues to recognise for impairment loss. However, if credit risk has increased
the transferred asset to the extent of the Company’s significantly, lifetime ECL is used. If, in a subsequent
continuing involvement. In that case, the Company period, credit quality of the instrument improves such that
also recognises an associated liability. The transferred there is no longer a significant increase in credit risk since
asset and the associated liability are measured on a initial recognition, then the entity reverts to recognising
basis that reflects the rights and obligations that the impairment loss allowance based on 12-month ECL.
Company has retained.
Lifetime ECL are the expected credit losses resulting
Continuing involvement that takes the form of a from all possible default events over the expected life of
guarantee over the transferred asset is measured at the a financial instrument. The 12-month ECL is a portion of
lower of the original carrying amount of the asset and the lifetime ECL which results from default events that
the maximum amount of consideration that the Company are possible within 12 months after the reporting date.
could be required to repay.
ECL is the difference between all contractual cash flows
Impairment of financial assets that are due to the Company in accordance with the
In accordance with lnd AS 109, the Company applies contract and all the cash flows that the entity expects
expected credit loss (ECL) model for measurement and to receive (i.e., all cash shortfalls), discounted at the
recognition of impairment loss on the following financial original EIR. When estimating the cash flows, an entity is
assets and credit risk exposure: required to consider:
a)
Financial assets that are debt instruments, and • All contractual terms of the financial instrument
are measured at amortised cost e.g., loans, (including prepayment, extension, call and similar
debt securities, deposits, trade receivables options) over the expected life of the financial
and bank balance instrument. However, in rare cases when the expected
life of the financial instrument cannot be estimated
reliably, then the entity is required to use the remaining amounts is recognised in the standalone statement of
contractual term of the financial instrument. profit and loss.
• Cash flows from the sale of collateral held or
Offsetting of financial instruments
other credit enhancements that are integral to the
Financial assets and financial liabilities are offset and
contractual terms.
the net amount is reported in the balance sheet if
• Financial assets measured as at amortised cost, there is a currently enforceable legal right to offset the
contractual revenue receivables and lease recognised amounts and there is an intention to settle on
receivables: ECL is presented as an allowance, i.e., as a net basis, to realise the assets and settle the liabilities
an integral part of the measurement of those assets simultaneously.
in the balance sheet. The allowance reduces the
net carrying amount. Until the asset meets write-off 3.14 Contingent consideration receivable
criteria, the Company does not reduce impairment Contingent consideration is classified as an asset
allowance from the gross carrying amount. and is measured at fair value on the transaction date.
Subsequently, contingent consideration is remeasured to
Financial liabilities
fair value at each reporting date, with changes included
Initial recognition and measurement
in the statement of profit and loss.
Financial liabilities are measured at amortised cost
using the effective interest method includes loans and
3.15 Cash and cash equivalents
borrowings, trade payables and other payables.
Cash and cash equivalent in the balance sheet comprise
cash at banks and on hand and short-term deposits with
Subsequent measurement
an original maturity of three months or less, which are
The measurement of financial liabilities depends on their
subject to an insignificant risk of changes in value.
classification, as described below:
For the purpose of the statement of cash flows, cash and
Financial liabilities at fair value through profit or loss
cash equivalents consist of cash and short-term deposits,
Financial liabilities at fair value through profit or loss
as defined above as they are considered an integral part
include financial liabilities held for trading and financial
of the Company’s cash management.
liabilities designated upon initial recognition as at fair
value through profit or loss. Financial liabilities are
3.16 Assets held for sale:
classified as held for trading if they are incurred for the
Non-current assets or disposal Companys comprising
purpose of repurchasing in the near term.
of assets and liabilities are classified as ‘held for sale’
when all of the following criteria’s are met: (i) decision
Loans and borrowings
has been made to sell. (ii) the assets are available for
This is the category most relevant to the Company.
immediate sale in its present condition. (iii) the assets are
After initial recognition, interest-bearing loans and
being actively marketed and (iv) sale has been agreed
borrowings are subsequently measured at amortised cost
or is expected to be concluded within 12 months of the
using the EIR method. Gains and losses are recognised in
Balance Sheet date.
profit or loss when the liabilities are derecognised as well
as through the EIR amortisation process. Amortised cost
3.17 Earnings per share
is calculated by taking into account any discount or
Basic earnings per share are calculated by dividing the
premium on acquisition and fees or costs that are an
net profit or loss for the period attributable to equity
integral part of the EIR. The EIR amortisation is included
shareholders by the weighted average number of equity
as finance costs in the statement of profit and loss.
shares outstanding during the period.
This category generally applies to borrowings. For more
For the purpose of calculating diluted earnings per
information refer Note 16.
share, the net profit or loss for the period attributable to
equity shareholders and the weighted average number
Derecognition
of shares outstanding during the period are adjusted for
A financial liability is derecognised when the obligation
the effects of all dilutive potential equity shares.
under the liability is discharged or cancelled or expires.
When an existing financial liability is replaced by another
3.18 Lease
from the same lender on substantially different terms, or
The Company has no leases or any contract
the terms of an existing liability are substantially modified,
containing lease accordingly, no disclosure has been
such an exchange or modification is treated as the
made on the same.
derecognition of the original liability and the recognition
of a new liability. The difference in the respective carrying
3.19 Impairment of non-financial assets 3.21 Recent Indian Accounting Standards (Ind AS):
Non-financial assets other than inventories, deferred tax Ministry of Corporate Affairs (“MCA”) notifies new
assets and non-current assets classified as held for sale standard or amendments to the existing standards.
are reviewed at each Balance Sheet date to determine There is no such notification which would have been
whether there is any indication of impairment. If any such applicable from April 1, 2021.
indication exists, or when annual impairment testing
for an asset is required, the Corporation estimates the
Recent pronouncements On March 24, 2021, the
asset’s recoverable amount. The recoverable amount Ministry of Corporate Affairs (“MCA”) through a
is the higher of the asset’s or Cash-Generating Unit’s notification, amended Schedule III of the Companies
(CGU) fair value less costs of disposal and its value in Act, 2013. The amendments revise Division I, II and III
use. Recoverable amount is determined for an individual of Schedule III and are applicable from April 1, 2021.
asset, unless the asset does not generate cash inflows Key amendments relating to Division II which relate to
that are largely independent of those from other assets companies whose financial statements are required to
or groups of assets. comply with Companies (Indian Accounting Standards)
Rules 2015 are:
When the carrying amount of an asset or CGU exceeds
its recoverable amount, the asset is considered impaired Balance Sheet:
and is written down to its recoverable amount. • Lease liabilities should be separately disclosed under
the head ‘financial liabilities’, duly distinguished as
3.20 Segment information current or non-current.
Based on “Management Approach” as defined in Ind
AS 108 -Operating Segments, the Chief Operating • Certain additional disclosures in the statement of
changes in equity such as changes in equity share
Decision Maker evaluates the Company’s performance
capital due to prior period errors and restated balances
and allocates the resources based on an analysis of
at the beginning of the current reporting period.
various performance indicators by business segments.
Inter segment sales and transfers are reflected •
Specified format for disclosure of
at market prices. shareholding of promoters.
Note 4 : Investments
(` in millions)
Face As at As at
No. No.
value March 31, 2021 March 31, 2020
Financial assets
A) Non-Current Investments #
a) Investments in equity instruments
(unquoted) (at cost)
Investments in subsidiaries
Ideal Road Builders Private Limited 100 61,00,000 610.87 61,00,000 610.87
Mhaiskar Infrastructure Private Limited* 10 7,77,00,000 777.61 7,77,00,000 777.61
Modern Road Makers Private Limited * 100 31,09,500 311.73 31,09,500 311.73
Aryan Toll Road Private Limited 100 44,99,753 450.88 44,99,753 450.88
ATR Infrastructure Private Limited 100 51,74,753 525.41 51,74,753 525.41
IRB MP Expressway Private Limited* 100 3,59,50,000 3,106.61 8,00,003 80.00
IRB Infrastructure Private Limited 100 10,00,000 100.14 10,00,000 100.14
Thane Ghodbunder Toll Road Private Limited 10 2,22,00,000 222.08 2,22,00,000 222.08
Aryan Infrastructure Investments Private Limited 10 17,32,28,300 3,441.60 8,88,16,500 2,597.49
IRB Kolhapur Integrated Road Development 10 13,36,01,000 1,336.01 13,36,01,000 1,336.01
Company Private Limited
Aryan Hospitality Private Limited 10 9,000 0.09 9,000 0.09
IRB Sindhudurg Airport Private Limited 10 10,000 0.10 10,000 0.10
IRB Goa Tollway Private Limited 10 3,11,40,000 311.40 3,11,40,000 311.40
IRB Ahmedabad Vadodara Super Express Tollway 10 37,80,00,000 3,780.00 37,80,00,000 3,780.00
Private Limited
IRB PP Project Private Limited 10 50,000 0.50 50,000 0.50
(formerly known as Zozila Tunnel Project
Private Limited)
VK1 Expressway Private Limited 10 12,25,00,000 1,225.00 12,25,00,000 1,225.00
IRB PS Highway Private Limited 10 3,70,000 0.37 3,70,000 0.37
(formerly known as MRM Highways
Private Limited)
VM7 Expressway Pvt Ltd 10 50,000 0.50 - -
16,200.90 12,329.68
b) Investments in joint-ventures (Refer note 41)
(fully paid up)
Investments in equity instruments
(unquoted ) (at cost)
MMK Toll Road Private Limited 10 35,70,000 35.70 35,70,000 35.70
Other Investments (unquoted ) (at cost)
IRB Infrastructure Trust* 100 41,66,09,067 41,660.91 39,05,71,000 39,057.10
41,696.61 39,092.80
* Refer note 16
c) Deemed Investments
Subordinated debt to subsidiaries (interest free) 26,245.20 10,569.76
(refer note 41)
26,245.20 10,569.76
d) Investment in equity instruments (quoted)
Fair Value Through Profit and Loss (FVTPL)
- Union Bank of India 10 9,177 0.31 9,177 0.26
0.31 0.26
e) Investments in Government or trust securities
(unquoted) (at amortised cost)
National Savings Certificates 0.02 0.02
0.02 0.02
f) Other equity investments (FVTOCI) (unquoted)
Indian Highways Management Company Limited 10 5,55,370 5.55 5,55,370 5.55
5.55 5.55
g) Other investments (FVTOCI) (quoted)
IRB InvIT Fund* 102^ 9,27,05,000 4,964.35 9,27,05,000 2,374.18
4,964.35 2,374.18
Total (a to g) 89,112.94 64,372.25
(` in millions)
Face As at As at
No. No.
value March 31, 2021 March 31, 2020
Aggregate book value of quoted investments 8,413.34 8,598.00
Market value of quoted investments 4,964.66 2,374.44
Aggregate amount of unquoted investments (including 84,148.28 61,997.81
subordinated debt)
Aggregate amount of impairment in value of investments - -
# In accordance with Section 186 of the Companies Act read with the Companies (Meeting of Board and its powers) Rules, 2014, the details of
investments made by the Company
as at the reporting dates are stated above. Refer note 41, for details of additions and deletions during the year ended 31 March 2021.
^ Issue Price
(` in millions)
Face As at As at
No. No.
value March 31, 2021 March 31, 2020
B) Current Investments
(Quoted investments - Fair value through profit
and loss (FVTPL))
a) Investments in Mutual Funds
Aditya Birla Sun Life Liquid Fund - Growth Direct Plan 10 27,553 9.14 21,661 6.92
Canara Robeco Dual Advantage Fund Series 10 20,00,000 25.64 20,00,000 21.66
1 Direct Growth
Union Arbitrage Fund Regular Plan - Growth 1,000 19,54,337 21.62 19,54,337 20.94
Union Liquid Fund Growth - Direct Plan 1,000 2,52,308 500.09 - -
SBI Liquid Fund Direct Daily Dividend 1,000 18,849 19.59 18,849 18.91
Canara Robeco Short Duration Fund - Direct Growth 10 29,79,560 64.26 29,79,560 59.58
640.34 128.01
Aggregate book value of quoted investments 640.34 128.01
Market value of quoted investments 640.34 128.01
Aggregate amount of unquoted investments - -
Aggregate amount of impairment in - -
value of investments
Note 5 : Loans
(Unsecured, considered good, unless otherwise stated)
(` in Millions)
As at As at
March 31, 2021 March 31, 2020
Financial assets
Non-current
Security and other deposits (refer note below) 8.36 -
Total 8.36 -
Note:
The security deposit paid is against a legal matter which has not been discounted as it is not practicable for the Company to
estimate the timing of the realisation of the amount and cash inflows, if any, pending resolution.
(` in Millions)
As at As at
March 31, 2021 March 31, 2020
Current
Loans to related parties (interest free) (refer note 43) 5,603.15 4,365.50
Others loans
- Loans to employees 36.90 66.96
There are no current loans which has significant increase in credit risk.
The above loans to related parties includes loan to key managerial personnel of ` 30.00 millions (March 31, 2020: ` Nil)
There is no amount due from director, other officer of the Company or firms in which any director is a partner or private
companies in which any director is a director or member at anytime during the year.
1. Trade receivables are non-interest bearing and are generally on terms of 30 to 90 days.
2. No trade or other receivables are due from directors or other officers of the Company either severally or jointly with
any other person. Nor any trade or other receivables are due from firms or private companies respectively in which any
director is a partner, a director or a member.
4. The Company has not identified any credit impairment loss as at March 31, 2021 and March 31, 2020.
There is no amount due from director, other officer of the Company or firms in which any director is a partner or private
companies in which any director is a director or member at anytime during the year.
** The deposits to the extent of `13,150.00 millions (March 31, 2020 : `7,850.00 millions) maintained by the Company with bank includes time
deposits, which are held against overdraft facility .
*** Margin money deposits are earmarked against bank guarantees taken by the Company and for subsidiaries of the Company. The deposits to the
extent of ` 225.81 millions ('March 31, 2020 : ` 332.76 millions) maintained by the Company with bank includes time deposits, which are held as
margin money against bank guarantees, are considered as current portion under the head “Bank balances other than cash and cash equivalents"
since the same are encashable by the lenders in the event of default by the Company, if any.
Current deposits are made for varying periods of between one day and three months, depending on the immediate cash requirements of the
Company and earn interest at the respective current deposit rates. Other time deposits earn interest at the rate of 3.15% p.a. to 8.75% p.a. ('March 31,
2020 : 4.25% p.a to 8.25% p.a)
Refer note 16 for details of security against term loans.
For the purpose of the Statement of cash flows, cash and cash equivalents comprises of the following:
(` in Millions)
As at As at
March 31, 2021 March 31, 2020
Balances with banks:
- On current accounts 5,346.73 208.72
- Deposits with banks (maturity less than 3 months) 423.46 3,240.00
Cash on hand 8.24 8.32
Total 5,778.43 3,457.04
Cash and cash equivalents excludes bank overdraft of ` 9,391.77 millions ('March 31, 2020 : 7,481.44 millions).
Against the said overdraft facility, the Company has deposits to the extent of `13,150.00 millions (March 31, 2020:`7,850.00
millions) included under Bank balances other than cash and cash equivalents.
As per records of the Company, including its register of shareholders / members and other declarations received from
shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of shares.
The Company declares and pays dividend in Indian rupees. The dividend proposed by the Board of Directors is subject
to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend, if any.
During the year ended March 31, 2021, the amount of per share dividend recognised as distributions to equity shareholders
is ` 5.00 (March 31, 2020 : ` Nil).
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the
Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares
held by the shareholders.
a. Securities premium
At the beginning and at the end of the year 14,060.09 14,060.09
b. Other reserves
1. General reserve
At the beginning and at the end of the year 743.16 743.16
2. Retained earnings
At the beginning of the year 13,564.81 10,775.14
Profit for the year 1,885.10 2,792.02
Re-measurement (loss) on defined benefit plans 0.52 0.07
Deferred tax on defined benefit plans during the year (0.12) 1.29
Transfer from Other comprehensive income
- Re-measurement (loss) on defined benefit plans (net of taxes) - (3.71)
Less : Appropriations
Final equity dividend including tax ` 5.00 per share (March 31, 2020 : ` Nil per share) (1,757.25) -
Total retained earnings 13,693.06 13,564.81
3. Other comprehensive income /(loss)
(a) Re-measurement (loss) on defined benefit plans (net of taxes)
At the beginning of the year - (3.71)
Transfer to Retained earnings - 3.71
At the end of the year - -
(b) Mark to market (loss) on fair value measurement of investments
At the beginning of the year (6,223.56) (2,761.96)
Movement during the year 2,775.59 (3,461.60)
At the end of the year (3,447.97) (6,223.56)
Total other comprehensive (loss) (a+b) (3,447.97) (6,223.56)
Total other reserves (1+2+3) 10,988.25 8,084.41
Total Other Equity (a+b) 25,048.34 22,144.50
b) General Reserve - The Company had transferred a portion of the net profit of the Company before declaring dividend to
general reserve pursuant to the earlier provisions of Companies Act 1956. Mandatory transfer to general reserve is not
required under the Companies Act 2013.
c) Retained Earnings: Retained earnings are the profits that the Company has earned till date, less any transfers to general
reserve, dividends or other distributions paid to shareholders.
d) Equity investments through OCI: This represents the cumulative gains or losses arising on investments in equity instruments
/ units of funds designated at fair value through other comprehensive income.
e) Remeasurements of defined benefit liability / (asset) through OCI : Remeasurements of defined benefit liability / (asset)
comprises actuarial gains and losses and return on plan assets (excluding interest income). Below is the movement of
remeasurement of defined benefit liability /(assets) :
Financial Liabilities
Note 16 : Borrowings
(` in millions)
Non-current
Term loans (secured)
Indian rupee loan from banks 8,465.56 11,587.35
Less : current maturities (2,187.50) (4,289.29)
Total (a) 6,278.06 7,298.06
Indian rupee loan from financial institutions 4,200.00 8,796.00
Less : current maturities (400.00) (1,236.00)
Total (b) 3,800.00 7,560.00
Unamortised transaction cost (c ) (97.71) (127.85)
Total (A=a+b+c) 9,980.35 14,730.21
Redeemable non-convertible debentures (secured)
From banks
- Listed 9.55% NCD 12,500 of face value of ` 1,000,000 each 12,500.00 -
From others
- Unlisted 9.927% NCD 218,455 of face value of ` 100,000 each 21,845.50 -
- Unlisted 10.00% NCD 75,000 of face value of ` 100,000 each 7,500.00 -
41,845.50 -
Effective interest rate impact (827.81) -
Total (d) 41,017.69 -
Unsecured loan
Loans from subsidiary companies (interest free) (refer note 43) 1,026.28 -
Total 52,024.32 14,730.21
b) Repayment schedule
As per RBI’s Statement on Developmental and Regulatory Policies issued on March 27, 2020, the Company has availed the
relief provided by its lender by way of moratorium on certain principal and interest repayments and repayment schedule
has been modified accordingly.
The Company has an option to redeem the 9.927% NCD at any time prior to 19 February 2023, subject
to applicable law, at a redemption price equal to 100% of principal amount and accrued interest upto
redemption date plus applicable redemption premium if any. If the Company redeems the 9.927% NCD at
anytime from 19 February 2023 to 18 February 2024, subject to applicable law, the redemption price is
102.75% of the principal amount and accrued interest upto redemption date plus applicable redemption
premium, and if it is redeemed anytime on or after 19 February 2024, subject to applicable law, redemption
price is 100% of principal amount and accrued interest upto redemption date plus applicable redemption
premium. The 9.927% NCD will mature on the maturity date. The management does not intend to redeem
the 9.927% NCD at anytime before the maturity date. The Determination agent has confirmed that there
is no shortfall in funding as on March 31, 2021. Further, the Determination agent has confirmed that since
neither the event of default or exercise of put option has triggered as on March 31, 2021, the redemption
premium cannot be determined as on March 31, 2021 and hence no provision is created for the redemption
premium in the financial statements.
The Holders of the 9.927% NCD have a Put option right on one business day prior to 19 August 2024 to
redeem the 9.927% NCD. The Put right redemption price will be determined by the Holder or any agent
acting on its behalf which will be the price at which Holders of the 9.927% NCD do not suffer a funding
shortfall as a result of having exercised Put option right. Also, the Holders of the 9.927% NCD have the
option to redeem the NCD at any time before its maturity date in the case of occurrence of event of
default as mentioned in the Debenture Trust Deed. The economic characteristics and risks of this put option
right are closely related to the host debt instrument and hence both are inseparable, and therefore the
embedded derivative is not separated for accounting purpose.
During the current reporting period, there is no repayment made by the Company towards Non-convertible
Debentures (NCD).
b) Repayment schedule -
• NCD amounting to ` 3,000.00 millions is repayable in 11 structured quarterly instalments commencing from
December 15,2022.
• NCD amounting to ` 2,000.00 millions is repayable in 13 structured quarterly instalments commencing
from June 29, 2022
• NCD amounting to ` 2,000.00 millions is repayable in bullet payment on July 16, 2023.
• NCD amounting to ` 7,500.00 millions is repayable in bullet payment on June 26, 2023.
• NCD amounting to ` 2,000.00 millions is repayable in bullet payment on May 20, 2023.
• NCD amounting to ` 2,000.00 millions is repayable in bullet payment on July 1, 2023.
186 IRB Infrastructure Developers Ltd.
STRATEGIC OVERVIEW STATUTORY REPORTS FINANCIAL STATEMENTS
• NCD amounting to ` 1,500.00 millions is repayable in 3 structured half yearly instalments commencing
from July 7, 2022
• NCD amounting to ` 21,845.50.00 millions is repayable in bullet payment on August 16, 2024.
There was no outstanding Non-covertible Debenture as on March 31, 2020.
Financial liabilities
Note 16 : Borrowings
(` in millions)
Current
* The bank overdraft is secured against fixed deposits which are repayable on demand, interest rate varies from 3.80% to 5.75%
p.a. (March 31, 2020 : 6.60% to 7.90% p.a.).
(` in millions)
a) Total outstanding dues of micro enterprises and small enterprises (refer note 32) - 0.02
b) Total outstanding dues of creditors other than micro enterprises and small enterprises
- Related parties (refer note 43) 8,660.79 6,272.63
- Others 444.87 24.25
Total 9,105.66 6,296.90
Current
Current maturities of long-term borrowings (refer note 16):
Indian rupee loan from banks 2,187.50 4,289.29
Indian rupee loan from financial institutions 400.00 1,236.00
Unamortised transaction cost (24.19) (99.26)
Interest accrued but not due on borrowings 735.05 101.22
Due to related parties (refer note 43) :
Retention money payable (subsidiaries) 7,868.55 8,610.00
Guarantee margin payable (subsidiaries) 5.75 86.71
Other payables:
Employee benefits payable 115.43 98.95
Unclaimed dividend* 8.34 8.24
Total 11,296.43 14,331.22
* There are no amounts due for payment to the Investor Education and Protection Fund under Section 125 of the Companies Act, 2013 as at March
31, 2021 (March 31, 2020 : Nil)
Note 19 : Provisions
(` in millions)
Non-current
Provision for employee benefits
- Gratuity (refer note 29) 25.10 25.19
Total 25.10 25.19
Current
Provision for employee benefits
- Gratuity (refer note 29) 10.72 11.01
- Compensated absences 3.01 3.30
Total 13.73 14.31
Current
Due to related parties (refer note 43) :
- Mobilisation advance from customers 1,121.36 2,702.72
- Contract liabilities (advance from customers) 2,744.78 3,958.00
Advance from others - 42.80
Statutory dues (PF/TDS/GST and others) 202.59 168.67
Total 4,068.73 6,872.19
Contract revenue (road construction) (refer note 39 and 43) 23,343.99 36,670.80
Operation and maintenance (refer note 39 and 43) 4,158.75 2,165.79
Trading sales (refer note 39 and 43) - 1,080.32
Total 27,502.74 39,916.91
Interest income on
- Bank deposits 499.57 664.65
- Investments in InvIT Fund 537.69 760.18
- Advance to related parties ( refer note 43) 0.00 15.73
- Others 0.01 0.08
Dividend income on
- Long term investment in subsidiaries (refer note 43) 1,757.33 243.94
- Current investments - 0.74
Net gain on sale of investments
- Current investments 24.26 18.93
Fair value adjustment on receipt of interest free long-term loan (refer note 43) 354.90 -
Gain on fair value measurement of other receivables (refer note 34) 13.62 -
Gain on current investments at fair value through profit or loss (unrealised) 10.46 1.78
Total 3,197.84 1,706.03
Interest on term loan from banks and financial institutions 2,174.09 2,118.06
Interest on overdraft from banks 255.41 416.40
Interest on debentures (refer note 43) 2,132.51 388.94
Other borrowing cost (net of reimbursement - refer note 43) 354.71 270.75
Interest cost on unwinding of unsecured loans (refer note 43) 2.60 -
Total 4,919.32 3,194.15
*including `15.07 millions paid to statutory auditors in connection with services rendered for issue of Non-Covertible Debenture ('NCD') considered as
transaction cost and adjusted in the carrying value of NCD as per IND AS 109)
During the previous year, the Company has elected to exercise the option permitted under section 115BAA of the Income-tax Act,
1961 as introduced by the Taxation Laws (Amendment) Ordinance, 2019. Accordingly, the Company has recognised provision
for Income-tax during the year ended March 31, 2020 and re-measured its Deferred Tax Assets basis the rate prescribed in the
said section. The rate prescribed under the section 115 BAA is 22 % as increased by applicable surcharge (10%) and cess (4%).
The full impact of this change has been recognised in the statement of profit and loss during the year ended March 31, 2020.
The Company offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets and
current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority.
No deferred tax assets has been recognised on the below due to uncertainty of future long term capital gains :
(` in millions)
March 31, 2021 March 31, 2020
Deferred tax assets
Deferred tax assets
Particulars Amount of Loss Amount of Loss not recognised
not recognised
Mark to market Losses on the Invit Fund 3,447.97 401.62 6,223.56 792.01
(loss without expiration date)
Long -term capital loss of sale of subsidiaries (loss with 1,637.32 374.62 1,637.32 374.62
expiration date)
Indexation benefit on investment of subsidiaries and joint 1,841.57 368.31 1,605.49 321.10
ventures (loss without expiration date)
Total 6,926.86 1,144.55 9,466.37 1,487.73
(` in millions)
Contribution in defined contribution plan - provident and other funds 11.83 12.95
The following tables summaries the components of net benefit expense recognised in the standalone statement of profit
and loss and the funded status and amounts recognised in the balance sheet for the gratuity plan:
(` in millions)
(` in millions)
The principal assumptions used in determining gratuity benefit obligation for the Company's plans are shown below:
(` in millions)
Within the next 12 months (next annual reporting year) 10.72 11.01
Between 2 and 5 years 12.34 12.93
Between 6 and 10 years 13.56 10.94
Beyond 10 years 15.54 18.76
Total expected payments 52.15 53.64
The weighted average duration of the defined benefit plan obligation at the end of the 4.76 years 4.96 years
reporting year
The expected contribution payable to the plan next year is therefore Nil.
Compensated absences during the year ended 31 March 2021 is ` (0.29) millions and for the year ended 31 March 2020
is ` (0.38) millions is charged to the Statement of Profit and loss.
During the current year, the Company has entered into agreements with IRB Ahmedabad Vadodara Super Express Tollway
Private Limited (Tenure – For concession year of 17 years), to provide toll operations and management services.
* During previous the year, the Company has transferred its nine subsidiaries to IRB Infrastructure Trust (Trust). However, based on the sponsor
support agreement entered by the Company with the lenders of the subsidiaries, the Company continues to be liable for the balance equity
commitment to the extent of 51%.
Previoius year, the Company has entered into agreements with IRB InvIT Fund (Tenure – 10 years or completion of concession year whichever is
earlier), IRB Infrastructure Trust (Tenure – 10 years) and IRB MP Expressway Private Limited (Tenure – For concession year of 10 years), to provide
toll operations and management services.
Notes:
i. The Company does not expect any outflow of economic resources in respect of the above and therefore no provision
is made in respect thereof.
ii. The Company has provided corporate guarantee to the lenders of the subsidiary companies and joint ventures to
make good the shortfall, if any, between the secured obligations of the subsidiary companies and joint ventures and
the termination payment receivable from the Authority in the event of termination of the Concession Agreement.
As on March 31, 2021 and March 31, 2020, since the termination clause has neither triggered nor expected to
trigger in the foreseeable future for any of the subsidiary and joint venture, the said liability is considered as remote.
iii. The Company's pending litigations comprise of claims against the Company primarily by the commuters. The Company
has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are
required and disclosed contingent liabilities where applicable, in its standalone financial statements. The Company
has not provided for or disclosed contingent liabilities for matters considered as remote for pending litigations/public
litigations(PIL)/claims the commuters wherein the management is confident, based on the internal legal assessment
and advice of its lawyers that these litigations would not result into any liabilities. The Company does not expect the
outcome of these proceedings to have a material adverse effect on the standalone financial statements.
iv. The Company has no material tax litigations in the current year and previous year.
v. With respect to issuance of Non-convertible Debentures issued to India Toll Roads, the Company has an obligation
to pay redemption premium to Initial investor in the event of exercise of put option right. The redemption premium
payable is currently not determinable since the event is not triggered. Refer note 16(b)(iii)(a)(iii)
Note 32 : Details of dues to micro and small enterprises as per MSMED Act, 2006 (MSMED Act)
Since, these are standalone financial statements, disclosure of details of dues to Micro, Small and Medium Eneterprises
as defined under the MSMED Act, 2006 has not been made. The Company will report the same in the year end statutory
financial statements.
Under the Micro, Small and Medium Enterprises Development Act, 2006 ('MSMED') which came into force from October 2, 2006,
certain disclosures are required to be made relating to Micro, Small and Medium enterprises. On the basis or the information
and records available with the management, there are no outstanding dues to the Micro and Small enterprises as defined in the
Micro, Small mid Medium Enterprises Development Act, 2006 except as set out in the following disclosures.
The disclosure in respect of the amount payable to enterprises which have provided goods and services to the Company
and which qualify under the definition of micro and small enterprises, as defined under Micro, Small and Medium Enterprises
Development Act, 2006 has been made in the standalone financial statement as at March 31, 2021 and March 31, 2020 based
on the information received and available with the Company.
(` in millions)
i. Principal amount remaining unpaid to any supplier as at the year end - 0.02
ii. Interest due thereon - -
iii. Amount of interest paid by the Company in terms of section 16 of the MSMED, along with the amount - -
of the payment made to the supplier beyond the appointed day during the accounting year.
iv. Amount of interest due and payable for the year of delay in making payment (which have been - -
paid but beyond the appointed day during the year) but without adding the interest specified under
the MSMED, 2006
v. Amount of interest accrued and remaining unpaid at the end of the accounting year - -
vi. The amount of further interest remaining due and payable even in the succeeding years, until such - -
date when the interest dues as above are actually paid to the small enterprise for the purpose of
disallowance as a deductible expenditure under the MSMED Act, 2006
The management assessed that cash and cash equivalents, bank balance, trade receivables, loans, other financial assets, trade
payables, borrowings, bank overdrafts and other financial liabilities approximate their carrying amounts largely due to the short
term maturities of these instruments.
The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a
current transaction between willing parties, other than in a forced or liquidation sale.
The discount for lack of marketability represents the amounts that the Company has determined that market participants would
take into account when pricing the investments.
Quantitative disclosures fair value measurement hierarchy for financial instruments as at 31 March 2021
(` in millions)
Fair value measurement at the end
March 31, 2021 of the reporting year using
Level 1 Level 2 Level 3
Financials assets
Investments in equity and other instruments (Quoted) 4,964.66 4,964.66 - -
Investments in equity instruments (Unquoted)* 5.57 - - 5.57
Investments in Mutual Funds (Quoted) 640.34 640.34 - -
Other financial assets** 29,373.73 - - 29,373.73
Liabilities
Non convertible debentures 12,500.00 - 12,580.03 -
Quantitative disclosures fair value measurement hierarchy for financial instruments as at 31 March 2020:
(` in millions)
Fair value measurement at end
March 31, 2020 of the reporting year using
Level 1 Level 2 Level 3
Financials assets
Investments in other equity instruments (Quoted) 2,374.44 2,374.44 - -
Investments in equity instruments (Unquoted)* 5.57 - - 5.57
Investments in Mutual Funds (Quoted) 128.01 128.01 - -
Other financial assets ** 31,152.47 - - 31,152.47
**The fair value measurements for the Receivable from IRB Infrastructure Trust ('Trust') have been categorised as Level 3 fair values based on the inputs
to the valuation techniques used. The fair valuation is determined based on present value of projected cash flows and discount rates equivalent to
cost of unsecured debt. The significant unobservable inputs used are (a) applying probability for percentage of amount that will be collected against
the claims raised / to be raised with customers including the timing of collection (over a period of three years) with weights being assigned to different
probability scenarios; and (b) discount rate applied to determine present value is 10%.
Sensitivity: Higher probability by 5% and lower discount rate by 0.5% will increase the fair value by ` 3,236.56 million.
Lower probability by 5% and higher discount rate by 0.5% will reduce fair value by `3,048.81 million.
There were no significant inter-relationship between unobservable inputs that materially affects fair value.
(` in millions)
The Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework.
In performing its operating, investing and financing activities, the Company is exposed to the Credit risk, Liquidity risk
and Market risk.
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. Financial instruments affected by market risk include loans and borrowings, deposits, FVTOCI investments
and derivative financial instruments.
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 exposed to credit risk from its operating activities (primarily trade receivables) and from
its financing activities, including deposits with banks and financial institutions, foreign exchange transactions and other
financial instruments.
Financial instruments
Credit risk from balances with banks, trade receivables, loans and advances and financial institutions is managed by the
Company top management in accordance with the Company's policy. Investments of surplus funds are made only with
approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the
top management on an annual basis, and may be updated throughout the year subject to approval of the Company's board of
directors. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through counterparty's
potential failure to make payments.
Investment in Equity shares/units
The Company has investments in equity shares/units . The settlement of such instruments is linked to the completion of the
respective underlying projects. Such Financial Assets are not impaired as on the reporting date.
Trade receivables
Concentration of credit risk with respect to trade receivables are high, due to the Company’s customer base being limited.
All trade receivables are reviewed and assessed for default on a quarterly basis. Based on historical experience of collecting
receivables indicate a low credit risk.
Other financial assets
The Company has other receivables from related parties. The Company does not perceive any credit risk pertaining to other
receivables. The Company makes provision of expected credit losses to mitigate the risk of default payments and makes
appropriate provision at each reporting date whenever outstanding is for a longer year and involves higher risk.
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. Financial instruments affected by market risk include loans and borrowings, deposits, FVTOCI investments
and derivative financial instruments.
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
Company’s long-term debt obligations with floating interest rates.
The Company manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans and borrowings.
Interest rate sensitivity
The following table demonstrates the sensitivity to a reasonably possible change in interest rates on that portion of loans and
borrowings affected, after excluding the credit exposure on fixed rate borrowing. With all other variables held constant, the
Company's profit before tax is affected through the impact on floating rate borrowings, as follows:
(` in millions)
Currency Risk
The Company conducts all the transactions in Indian Rupees which is also the functional currency of the Company. Hence, the
sensitivity analysis is not required.
The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. Net debt is
calculated as loans and borrowings (gross of unamortised cost) less cash and cash equivalents.
(` in millions)
In order to achieve this overall objective, the Company's capital management, amongst other things, aims to 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 immediately call loans and borrowings. There have been
no breaches in the financial covenants of any interest-bearing borrowings in the current year.
No changes were made in the objectives, policies or processes for managing capital during the year ended 31 March 2021
and year ended 31 March 2020.
Loan covenants:
Under the terms of the long term borrowing facilities, the Company is required to comply with the following key financials covenant:
Redeemable non-convertible debentures (secured) (unlisted NCD 218,455 of face value of ` 100,000 each)
- Gross leverage ratio - less than 5.5 and fixed consolidated charges ratio - more than 1.5
The table below summarises the maturity profile of the Company's financial liabilities based on contractual undiscounted payments:
The Company's maximum exposure to credit risk for the components of the balance sheet at 31 March 2021 and 31 March 2020
is the carrying amounts of borrowings, trade payables and other financial liabilities . The Company's maximum exposure relating
to financial guarantees and financial instruments is noted in note 7 and the liquidity table below:
(` in millions)
More than 5
As at 31 March 2021 Carrying amount Total Less than 1 year 1-5 years
years
Financial assets
Current investments 640.34 640.34 640.34 - -
Trade receivable 1,707.83 1,707.83 1,707.83 - -
Cash and cash equivalents 5,778.43 5,778.43 5,778.43 - -
Bank balance other than Cash and cash equivalents 14,809.77 14,809.77 14,809.77 - -
Loans 5,650.43 5,650.43 5,642.07 8.36 -
Other financial assets 29,849.04 29,849.04 8,714.56 21,134.48 -
Total financial assets 58,435.84 58,435.84 37,293.00 21,142.84 -
Financial Liabilities
Long-term borrowings - Gross of unamortised 54,709.53 75,276.46 7,941.79 64,049.01 3,285.66
transaction cost * #
Short-term borrowings 45,577.75 45,972.40 45,972.40 - -
Trade payables 9,105.66 9,105.66 9,105.66 - -
Other financial liabilities 8,733.12 8,733.12 8,733.12 - -
Total financial liabilities 1,18,126.06 1,39,087.64 71,752.97 64,049.01 3,285.66
(` in millions)
More than 5
As at 31 March 2020 Carrying amount Total Less than 1 year 1-5 years
years
Financial assets
Current investments 128.01 128.01 128.01 - -
Trade receivable 2,385.21 2,385.21 2,385.21 - -
Cash and cash equivalents 3,457.04 3,457.04 3,457.04 - -
Bank balance other than Cash and cash equivalents 9,100.90 9,100.90 9,100.90 - -
Loans 4,443.59 4,443.59 4,443.59 - -
Other financial assets 32,505.87 32,505.87 7,599.14 24,906.73 -
Total financial assets 52,020.62 52,020.62 27,113.89 24,906.73 -
Financial Liabilities
Long-term borrowings - Gross of unamortised 20,383.35 25,428.96 7,162.75 14,494.17 3,772.04
transaction cost
Short-term borrowings 60,266.20 60,734.40 60,734.40 - -
Trade payables 6,296.90 6,296.90 6,296.90 - -
Other financial liabilities 9,006.34 8,905.12 8,905.12 - -
Total financial liabilities 95,952.79 1,01,365.38 83,099.17 14,494.17 3,772.04
The Company has sufficient level of cash and bank balances, including highly marketable debt investments to meet the financial liabilities over the
next twelve months. The Company also has the ability to transfer excess cash flows generated in its subsidiaries by way of short term loans. Moreover,
the Company has maintained adequate sources of financing including debt tie up with banks/ financial institutions and overdraft facility from banks in
respect of committed capital and operational cash flows.
#Long term borrowings include Non-convertible debentures which, carry premium in the range of 0-8%, at the time of redemption as per the respective
debenture agreements.
Final dividend for the year ended March 31, 2020 is ` 5/- per equity share 1,757.25 -
Total 1,757.25 -
Amounts due from contract customers represents the gross unbilled amount expected to be collected from customers
for contract work performed till date. It is measured at cost plus profit recognised till date less progress billings and
recognised losses when incurred.
Advances due to contract customers represents the excess of progress billings over the revenue recognised (cost plus
attributable profits) for the contract work performed till date.
The Company evaluates whether each contract consists of a single performance obligation or multiple performance
obligations. Contracts where the Company provides a significant integration service to the customer by combining all
the goods and services are concluded to have a single performance obligations. Contracts with no significant integration
service, and where the customer can benefit from each unit on its own, are concluded to have multiple performance
obligations. In such cases consideration is allocated to each performance obligation, based on standalone selling prices.
Where the Company enters into multiple contracts with the same customer, the Company evaluates whether the contract
is to be combined or not by evaluating factors such as commercial objective of the contract, consideration negotiated with
the customer and whether the individual contracts have single performance obligations or not.
The Company recognises contract revenue over time as the performance creates or enhances an asset controlled by the
customer. For such arrangements revenue is recognised using cost based input methods. Revenue is recognised with
respect to the stage of completion, which is assessed with reference to the proportion of contract costs incurred for the
work performed at the balance sheet date relative to the estimated total contract costs.
The Company recognises contract revenue over time as the performance creates or enhances an asset controlled by the
customer. For such arrangements revenue is recognised using cost based input methods. Revenue is recognised with
respect to the stage of completion, which is assessed with reference to the proportion of contract costs incurred for the
work performed at the balance sheet date relative to the estimated total contract costs.
Any costs incurred that do not contribute to satisfying performance obligations are excluded from the Company's input
methods of revenue recognition as the amounts are not reflective of our transferring control of the system to the customer.
Significant judgment is required to evaluate assumptions related to the amount of net contract revenues, including the
impact of any performance incentives, liquidated damages, and other forms of variable consideration.
If estimated incremental costs on any contract, are greater than the net contract revenues, the Company recognizes
the entire estimated loss in the year the loss becomes known. Variations in contract work, claims, incentive payments
are included in contract revenue to the extent that may have been agreed with the customer and are capable of being
reliably measured.
(f) Revenue recognition for future related to performance obligations that are unsatisfied (or partially satisfied) :
While disclosing the aggregate amount of transaction price yet to be recognised as revenue towards unsatisfied (or
partially) satisfied performance obligations, along with the board time band for the expected time to recognise thos
revenue, the Company has applied the practical expedient in Ind AS 115.
Unsatisfied (or partially satisfied) performance obligations are subject to variability due to severeal factors such as
terminations, change in scope of contracts, yearly revalidations of the estimates, economic factors (changes in tax laws
etc.). The aggregate value of transaction price allocated to unsatisfied (or partially satisfied) performance obligations is
` 32,641.11 millions (March 31, 2020 : `45,368.76 millions) out of which 48.86% (31 March 2020 : 78.27%) is expected
to be recognised as revenue in the next year and the balance thereafter. No consideration from contracts with customers
is excluded from the amount mentioned above.
The Company applies practical expedient in paragraph 121 of Ind AS 115 and does not disclose information about
remaining performance obligations for EPC contracts that have original expected duration of one year or less.
(a) Gross amount required to be spent by the company during the year 62.81 54.61
(b) Amount spent during the year on:
(i) Construction/acquisition of any asset
In cash - -
Yet to be paid in cash - -
Total - -
(ii) On purposes other than (i) above
In cash 70.25 20.00
Yet to be paid in cash - -
Total 70.25 20.00
# The Entity became a joint venture of the Company w.e.f. 26 February 2020.
Deemed Investments
Subordinated debt to subsidiaries (interest free)
As on March 31, 2021:
(` in millions)
Transfer / Sale
of Investment/
Financial year Opening Investment Conversion Closing
Entity
ended Balance made of sub-debt Balance
into equity /
repayment
IRB Goa Tollway Private Limited 31 March 2021 1,173.11 - - 1,173.11
IRB Ahmedabad Vadodara Super Express Tollway Private Limited 31 March 2021 9,031.40 1,801.93 - 10,833.33
VK1 Expressway Private Limited 31 March 2021 180.00 873.76 - 1,053.76
IRB MP Expressway Private Limited 31 March 2021 185.25 13,222.64 222.89 13,185.00
Total 10,569.76 15,898.33 222.89 26,245.20
# The Entity became a joint venture of the Company w.e.f. 26 February 2020.
Management is of the view that investment in mutual fund shall not form part of disclosure under section 186 (11) read
with Schedule VI of the Act since they do not fall under the definition of body corporate as defined in Section 2 of the
Companies Act, 2013.
The Company is engaged in the business of providing infrastructural facilities as per Section 186 (11) read with Schedule
VI of the Companies Act 2013. Accordingly, disclosures under Section 186 of the Act in respect of loan made, investments,
guarantees given or security provided is not applicable to the Company.
(` in millions)
Particulars Amount
During the previous year, the Company had entered into Share Purchase Agreement(s) with IRB Infrastructure Trust (‘Trust’),
whereby the Company had transferred its investments, loans and sub-debt in nine subsidiary companies to the Trust with
effect from February 26, 2020. In lieu of the transfer of its entire interest and other receivables (unsecured loans and sub-debt)
in the SPVs, the Company had received consideration in the form of units in Trust, cash and the balance is receivable (which is
in respect of transfer of part of the unsecured loans and subdebt). As of the date of transfer the Company had an investment of
` 19,180. 01 million and sub-debt and unsecured loans of ` 28,741.77 million and ` 29,829. 67 million respectively. Against,
the said amounts, the Company has received units worth ` 39,057.10 million and cash of ` 7,525. 40 million and the balance
amount of ` 31,168. 95 millions is to be received by the Company. The Company had recorded a loss of ` 16.48 million on loss
of control in such erstwhile subsidiaries which is included under exceptional item. During the current year, the Company had
received ` 1,792 million based on an amendment agreement with the Trust dated November 6, 2020.
term investment
Modern Road Makers Private Limited 1,757.33 - - - - - - - - -
MMK Toll Road Private Limited - 243.94 - - - - - - - -
Total 1,757.33 243.94 - - - - - - - -
8 Interest Income on Advance Paid
Modern Road Makers Private Limited - 15.73 - - - - - - - -
Total - 15.73 - - - - - - - -
9 Contract and site expenses
Modern Road Makers Private Limited 19,307.14 30,329.40 - - - - - - - -
Total 19,307.14 30,329.40 - - - - - - - -
10 Operation and maintenance expenses
Modern Road Makers Private Limited 3,030.13 1,915.37 - - - - - - - -
STATUTORY REPORTS
211
FINANCIAL STATEMENTS
212
Notes to the Standalone Financial Statements
for the year ended March 31, 2021
(` in Millions)
Enterprises Owned or significantly
Relatives of Key Management
Subsidiaries Joint-ventures Key Management Personnel influenced by key management
Sr. Personnel
Particulars personnel or their relatives
No.
31 March 2021 31 March 2020 31 March 2021 31 March 2020 31 March 2021 31 March 2020 31 March 2021 31 March 2020 31 March 2021 31 March 2020
213
FINANCIAL STATEMENTS
214
Notes to the Standalone Financial Statements
for the year ended March 31, 2021
(` in Millions)
Enterprises Owned or significantly
Relatives of Key Management
Subsidiaries Joint-ventures Key Management Personnel influenced by key management
Sr. Personnel
Particulars personnel or their relatives
No.
31 March 2021 31 March 2020 31 March 2021 31 March 2020 31 March 2021 31 March 2020 31 March 2021 31 March 2020 31 March 2021 31 March 2020
Private Limited)
IRB Kolhapur Integrated Road 2.13 731.80 - - - - - - - -
Development Company Private Limited
IRB Goa Tollway Private Limited - 831.66 - - - - - - - -
MRM Mining Private Limited (formerly 40.77 1,401.00 - - - - - - - -
J. J. Patel Infrastructural and
Engineering Private Limited)
IRB Infrastructure Private Limited 435.52 82.83 - - - - - - - -
Total 39,133.63 65,772.78 - - - - - - - -
40 Guarantees Given
Yedeshi Aurangabad Tollway Limited - - - 37.83 - - - - - -
IRB MP Expressway Private - 2,281.00 - - - - - - - -
Limited (formerly NKT Road & Toll
Private Limited)
IRB Sindhudurg Airport Private Limited - 1.50 - - - - - - - -
IRB Goa Tollway Private Limited 15.00 - - - - - - - - -
AE Tollway Limited - - - 460.00 - - - - - -
IRB Hapur Moradabad Tollway Limited - - - 375.00 - - - - - -
VM7 Expressway Private Limited 526.50 - - - - - - - - -
Total 541.50 2,282.50 - 872.83 - - - - - -
41 Guarantees Cancelled
Modern Road Makers Private Limited 1,091.78 323.71 - - - - - - - -
Yedeshi Aurangabad Tollway Limited - 8.76 37.83 - - - - - - -
STRATEGIC OVERVIEW
Private Limited)
VK1 Expressway Private Limited - 1,218.80 - - - - - - - -
IRB Hapur Moradabad Tollway Limited - - 375.00 - - - - - - -
Total 2,570.17 4,044.57 412.83 - - - - - - -
1 Subordinated debt
(interest free) given
3 Advance given
Modern Road Makers Private Limited - 7,457.64 - - - - - - - -
Total - 7,457.64 - - - - - - - -
4 Mobilisation advance given
Modern Road Makers Private Limited 1,705.18 3,325.92 - - - - - - - -
Total 1,705.18 3,325.92 - - - - - - - -
5 Trade receivables
IRB Westcoast Tollway Limited - - 299.51 155.71 - - - - - -
Yedeshi Aurangabad Tollway Limited - - 549.28 719.81 - - - - - -
IRB MP Expressway Private 302.16 - - - - - - - - -
Limited (formerly NKT Road & Toll
Private Limited)
IRB Ahmedabad Vadodara Super 157.36 - - - - - - - - -
STRATEGIC OVERVIEW
221
FINANCIAL STATEMENTS
222
Notes to the Standalone Financial Statements
for the year ended March 31, 2021
(` in Millions)
Enterprises Owned or significantly
Relatives of Key Management
Subsidiaries Joint-ventures Key Management Personnel influenced by key management
Sr. Personnel
Particulars personnel or their relatives
No.
31 March 2021 31 March 2020 31 March 2021 31 March 2020 31 March 2021 31 March 2020 31 March 2021 31 March 2020 31 March 2021 31 March 2020
15 Other payables
Mr. V D Mhaiskar - - - - 3.10 - - - - -
Mrs. D V Mhaiskar - - - - 2.40 - - - - -
Mr. Sudhir Rao Hoshing - - - - 1.52 - - - - -
Note 44 : Particulars in respect of loans and advances in the nature of loans given to subsidiaries as required
by Regulation 53(f) of the SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015
(` in millions)
Maximum Maximum
Balances Balances
balance balance
as at as at
Outstanding Outstanding
31 March 2021 31 March 2020
during the year during the year
Note 45 : Donation
During the current period, donation given of `220.87 millions (March 31, 2020: ` 12.50 millions) which included donation to
political party, Bhartitya Janata Party, amounting to ` 200.00 millions (previous year : ` Nil).
(` in millions)
Net proceeds from the issue of Non-Covertible Debentures during the year 41,783.35
Utilisation during the year
Utilised for investment in subsidiary company 7,500.00
Utilised for repayment of existing secured debt facilities 16,007.87
Utilised for general coroporate purpose (including issue expenses) 17,186.40
Balance untilised amounts invested in mutual fund and fixed deposits 1,089.08
Note 47 : Estimation of uncertainties relating to the global health pandemic from COVID-19
The outbreak of Coronavirus (COVID-19) pandemic globally and in India is causing significant disturbance and slowdown of
economic activity. As per the directions of the Ministry of Road Transport & Highways (MoRTH)/National Highway Authority of
India (NHAI), in order to follow MHA guidelines about commercial and private establishment in the wake of COVID-19 epidemic
in the country, operations at the toll plaza of the Company were closed down w.e.f. March 26, 2020. The toll operations were
resumed from April 20, 2020 by ensuring compliance with preventive measures in terms of guidelines/ instructions issued by
Government of India to contain spread of COVID-19.
Based on the financial budget of the Company, the Company shall have positive operating cash flows in the next year and will
be able to meet its obligations as and when due.
The management has assessed and determined that considering the nature of its operations and overall revenue model,
COVID-19 does not have any material impact on the Company’s financial position as at March 31, 2021 its financial performance
for the year then ended and its internal control over financial reporting as at March 31, 2021.
Form AOC-I
Statement containing salient features of the financial statements of subsidiaries/associate
companies/joint ventures ( first proviso to sub-section (3) of section 129 read with rule 5 of Companies
(Accounts) Rules, 2014)
Part"A": Subsidiaries
(` in Millions)
Name of the subsidiary company
Sr. Thane
Ideal Road Modern Road Mhaiskar IRB IRB MP
Particulars Ghodbunder Toll
No Builders Private Makers Private Infrastructure Infrastructure Expressway
Road Private
Limited Limited Private Limited Private Limited Private Limited
Limited
(` in Millions)
Name of the subsidiary company
IRB Kolhapur
Sr. Aryan
ATR Integrated Road IRB Sindhudurg
Particulars Aryan Toll Road Infrastructure Aryan Hospitality
No Infrastructure Development Airport Private
Private Limited Investment Private Limited
Private Limited Company Private Limited
Private Limited
Limited
1 Reporting period 31.03.2021 31.03.2021 31.03.2021 31.03.2021 31.03.2021 31.03.2021
for the subsidiary
2 Reporting currency INR INR INR INR INR INR
3 Exchange rate 1 1 1 1 1 1
4 Share capital 517.50 450.00 1,732.28 1,680.55 0.10 0.10
5 Reserve & surplus 1,759.39 1,057.74 (34.11) (1,788.74) (63.93) 2,585.50
6 Total assets 2,339.96 1,526.94 1,699.28 1,208.90 138.33 7,077.84
7 Total liabilities 2,339.96 1,526.94 1,699.28 1,208.90 138.33 7,077.84
8 Investments 168.09 - - - - -
9 Turnover 317.84 52.60 - 974.04 - -
10 Profit before taxation (1.55) 14.46 (8.43) 60.90 (13.78) (203.71)
11 Provision for taxation 9.16 5.09 - - 0.17 -
12 Profit after taxation (10.71) 9.37 (8.43) 60.90 (13.95) (203.71)
13 Proposed dividend NIL NIL NIL NIL NIL NIL
14 % of shareholding 100 100 100 100 100 100
Part"A": Subsidiaries
(` in Millions)
Name of the subsidiary company
(` in Millions)
Name of the
Sr. subsidiary company
Particulars
No VM7 Expressway
Private Limited
1 Reporting period for the subsidiary 31.03.2021
2 Reporting Currency INR
3 Exchange rate 1
4 Share capital 0.50
5 Reserve & surplus 0.00
6 Total assets 94.46
7 Total liabilities 94.46
8 Investments -
9 Turnover 0.00
10 Profit before taxation 0.00
11 Provision for taxation -
12 Profit after taxation 0.00
13 Proposed Dividend NIL
14 % of shareholding 100
Notes:
1. Names of subsidiaries which are yet to commence operations - VM7 Expressway Private Limited.
2. Names of the subsidiaries which have been liquidated or sold during the year - Not Applicable
Form AOC-I
Statement containing salient features of the financial statements of subsidiaries/associate companies/joint ventures ( first
proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)
IRB Infrastructure Developers have implemented processes that include timely communication of Board meeting schedules, adequate distribution of agendas, and ensuring decision-making is documented, including minority views. They maintain detailed recordkeeping and engage in regular audits to ensure adherence to statutory standards, demonstrating a systematic compliance approach that aligns with company processes and operation scales .
IRB Infrastructure ensures legal compliance monitoring by implementing robust processes commensurate with their business scale, such as regular secretarial audits and up-to-date document management. Management representation plays a crucial role, as it involves making informed claims about compliance with various laws, thereby necessitating trust in internal processes and accurate reporting within audits .
The secretarial audit influences IRB Infrastructure's board composition and meeting practices by ensuring the Board's constitution is balanced with executive, non-executive, and independent directors. Meeting practices are enhanced by providing adequate notice and agenda distribution, ensuring meaningful participation through the established system for obtaining crucial information prior to meetings. These measures ensure transparency and compliance with corporate governance standards .
IRB Infrastructure Developers Limited has implemented statutory compliance mechanisms which include adherence to the Companies Act, 2013, Securities Contracts Regulation Act, 1956, Depositories Act, 1996, and the SEBI Act, 1992 regulations. The compliance is evaluated through secretarial audits where they examine the maintenance of company records and filings. Additionally, the company ensures the constitution of its board with a proper balance of executive, non-executive, and independent directors and schedules board meetings with due notice .
The company ensures that non-executive/independent directors' remuneration aligns with statutory provisions by adhering to the Companies Act, 2013 and its Rules, allowing for remuneration, compensation, or commission within legal ceilings. The Board of Directors periodically determines the sitting fees for these directors, ensuring compliance with statutory limits and transparently documenting these details .
IRB Infrastructure recognizes revenue from toll operations on a Build-Operate-Transfer (BOT) basis through the actual collection of toll revenue, net of revenue share payable to NHAI, as outlined in their concession agreements. Additionally, revenue from electronic toll collection is accounted for on an accrual basis .
IRB Infrastructure employs a financial assets model that involves measuring receivables at fair value, subsequently classifying them as fair value through profit and loss. This approach ultimately affects financial statements by potentially impacting profit margins due to fluctuations in fair value measurements, thereby influencing reported income and the venture's overall financial health .
IRB Infrastructure Developers can increase their borrowing limits under section 180(1)(c) of the Companies Act, 2013, which allows them to secure borrowings up to a specified limit. As of the audit report, the company had increased this limit to INR 5,000 crores, provided they adhere to statutory provisions and board approvals .
IRB Infrastructure complies with the Sexual Harassment of Women at Workplace (Prevention, Prohibition, and Redressal) Act, 2013 by maintaining an Internal Complaints Committee to handle such cases. The company reported no received complaints of sexual harassment for the year under review, reflecting adherence to the Act's provisions and ensuring a safe workplace environment .
IRB Infrastructure's policy on derivatives, such as interest rate swaps for risk hedging, underlines a proactive approach to managing financial risk. Derivatives are initially recognized at fair value and subsequently remeasured, impacting financial outcomes through gains or losses in fair value. This approach aids in mitigating interest rate risk, reflecting the company's strategic commitment to stable financial performance amidst market fluctuations .









