WWW - Recindia.nic - In: For Private Circulation Only Dated: March 31, 2024
WWW - Recindia.nic - In: For Private Circulation Only Dated: March 31, 2024
WWW - Recindia.nic - In: For Private Circulation Only Dated: March 31, 2024
REC LIMITED
(Formerly Rural Electrification Corporation Limited)
(A Maharatna Enterprise of the Government of India)
Corporate Identification Number: L40101DL1969GOI005095. Permanent Account Number: AAACR4512R
Date and Place of Incorporation: New Delhi. July 25, 1969
Registered Office: Core - 4, SCOPE Complex, 7 Lodi Road, New Delhi, 110003.
Corporate Office: Plot No I-4, REC World Head Quarters, IFFCO Chowk, Sector-29, Gurugram – 122 001
Telephone: 1800 180 2992. E-mail: [email protected]
Website: www.recindia.nic.in
RBI Certificate of Registration Number: 14.000011
INFORMATION MEMORANDUM
54EC BONDS
PRIVATE PLACEMENT OF SECURED, TAXABLE, REDEEMABLE, UNLISTED, RATED, NON-CUMULATIVE, NON-CONVERTIBLE BONDS IN THE NATURE
OF DEBENTURES OF RS. 10,000 (RUPEES TEN THOUSAND) EACH FOR CASH AT PAR ON “ON TAP” BASIS WITH BENEFITS UNDER SECTION 54EC OF THE
INCOME TAX ACT, 1961, SERIES XVIII (“BONDS”), AGGREGATING TO RS. 1500 CRORE (RUPEES ONE THOUSAND FIVE HUNDRED CRORE) PLUS GREEN
SHOE OPTION TO RETAIN OVERSUBSCRIPTION.
GENERAL RISKS
Investment in the Bonds involve a degree of risk and Eligible Investors should not invest any funds in the Bonds unless they can afford to take the risk attached to such investments.
Eligible Investors are advised to take an informed decision and to read the risk factors carefully before investing in this offering. For taking an investment decision, Eligible Investors
must rely on their examination of the Issue including the risks involved in it. Specific attention of Eligible Investors is invited to statement of risk factors contained under Section X
(‘Risk Factors’) of this Information Memorandum. These risks are not, and are not intended to be, a complete list of all risks and considerations relevant to the Bonds or the Eligible
Investor’s decision to purchase such Bonds.
NON TRANSFERABLE AND NON NEGOTIABLE BONDS
To avail the benefit under Section 54EC of the Income Tax Act, 1961, the investment made in the Bonds needs to be held for a period of at least 5 (Five) years from the Deemed Date
of Allotment. The Bonds are for tenure of 5 (Five) years and are non-transferable and non-negotiable and cannot be offered as a security for any loan or advance. However, in the event
of death of the Bondholder, transmission of Bonds is permitted in accordance with paragraphs 16.25 and 16.26 of this Information Memorandum.
COUPON RATE COUPON PAYMENT FREQUENCY REDEMPTION DATE REDEMPTION AMOUNT
5 (Five) years from the Deemed Date of Rs. 10,000 (Rupees Ten thousand)
5.25% Annual
Allotment. per Bond
ELIGIBLE INVESTORS
For details relating to Eligible Investors, see Section XV “Summary Term-Sheet” of this Information Memorandum.
CREDIT RATING AGENCIES
CARE RATINGS LIMITED CRISIL RATINGS LIMITED ICRA LIMITED INDIA RATINGS & RESEARCH
PRIVATE LIMITED
4th Floor, Godrej Coliseum, Somaiya CRISIL House, Central Avenue, B-710, Statesman House, Wockhardt Towers, 4th Floor, West Wing,
Hospital Road, Off Eastern Express Hiranandani Business Park, 148, Barakhamba Road, Bandra Kurla Complex, Bandra East,
Highway, Sion (East), Mumbai - 400 022 Powai, Mumbai, 400 076 New Delhi 110001 Mumbai – 400051
Contact person: Mr. Gaurav Dixit Contact person: Mr. Krishnan Sitaraman Contact person: Mr. L. Shivakumar Contact person: Mrs. Arunima Basu
Email Address: [email protected] Email Address: [email protected] Email Address: [email protected] Email Address: [email protected]
Telephone: (+91 22) 6754 3456 Telephone: (+ 91 22) 3342 3000 Telephone: (+91 11) 2335 7940-45 Telephone: (+91 22) 4035 6190
Website: www.careratings.com Website: www.crisil.com Website: www.icra.in Website: www.indiaratings.co.in
BANKERS TO THE ISSUE
HDFC BANK CANARA BANK
ICICI BANK IDBI BANK
AXIS BANK YES BANK
INDISIND BANK -
COLLECTION BRANCHES
List of collection branches to the Issue: https://recindia.nic.in/54EC - Collection Banker/Branches.
REGISTRAR TO THE ISSUE BOND TRUSTEE
2
SECTION I
DISCLAIMER
This information memorandum dated March 31, 2024 (“Information Memorandum”) is neither a prospectus nor a statement in lieu
of prospectus or a private placement offer letter. This document does not and shall not be deemed to constitute an offer or an invitation
to the public generally to subscribe for or otherwise acquire the Bonds to be issued by REC Limited (formerly Rural Electrification
Corporation Limited) (“REC” or “Company” “Issuer”). This Information Memorandum is for the exclusive use of the Eligible
Investors and it should not be circulated or distributed to third party(s). This Bond issue shall be made strictly on private placement
basis. This Information Memorandum does not and shall not be deemed to constitute an offer or an invitation to the public generally
to subscribe for or otherwise acquire the Bonds to be issued by the Issuer. Section 26 of the Companies Act is not applicable to the
issuance of the Bonds, and therefore no additional disclosures have been made in relation to Section 26 of the Companies Act under
this Information Memorandum and accordingly, a copy of this Information Memorandum has not been filed with the relevant
Registrar of Companies.
This Information Memorandum has been prepared to give general information regarding REC to parties proposing to invest in the
issue of Bonds and it does not purport to contain all the information that any such party may require after the date hereof. The Issuer
accepts no responsibility for statements made other than in this Information Memorandum or any other material expressly stated to
be issued by or at the instance of the Issuer in connection with the issue of the Bonds and the Eligible Investors placing reliance on
any other source of information would be doing so at their or its own risk. REC does not undertake to update this Information
Memorandum to reflect subsequent events. REC accepts no responsibility for statements made in any advertisement or another
material and anyone placing reliance on any other source of information does so at his own risk and responsibility.
Prospective subscribers must make their own independent evaluation and investigation of the financial condition and affairs of the
Issuer, and its own appraisal of the creditworthiness of the Issuer before making any investment and should be able to bear the
economic risk of investing in Bonds. It is the responsibility of prospective subscribers to have obtained all consents, approvals or
authorizations required by them to make an offer to subscribe for, and purchase of, the Bonds. Eligible Investors should consult their
own financial, legal, tax and other professional advisors as to the risks and investment considerations arising from an investment in
the Bonds and should analyse such investment and the suitability of such investment to such Eligible Investor’s particular
circumstances. The person who is in receipt of this Information Memorandum shall not reproduce or distribute in whole or part or
make any announcement in public or to a third party regarding its contents, without the prior written consent of the Issuer.
None of the intermediaries, including the mobilisers or legal counsel, or their agents or advisors associated with this Issue
undertakes to review the financial condition or affairs of the Issuer or the factors affecting the Bond or have any responsibility
to advise any Eligible Investor. The intermediaries and their agents or advisors associated with the Information Memorandum
have not separately verified the information contained herein. Accordingly, no representation, warranty or undertaking, express
or implied, is made and no responsibility is accepted by any such intermediary, agent, legal counsel, or advisor as to the
accuracy or completeness of the information contained in the Information Memorandum or any other information provided by
the Issuer. Accordingly, all such intermediaries, agents, legal counsel, or advisors associated with this Issue shall have no
liability in relation to the information contained in the Information Memorandum or any other information provided by the
Issuer in connection with this Issue.
Issuer reserves the right to withdraw the private placement of the Bond issue prior to the Issue closing date in the event of any
unforeseen development adversely affecting the economic and regulatory environment or any other force majeure condition including
any change in applicable law, due to pandemic, epidemic, etc. In such an event, the Issuer will make the allotment under the new
series of REC 54EC Bonds, if open for subscription at that time. The Eligible Investors confirm that they are aware of and understand
the contents as set out under this section.
The Information Memorandum is issued by REC and is signed by its authorised signatory.
Mr Pankaj Verma
General Manager (Finance)
REC Limited
1
SECTION II
DEFINITIONS AND ABBREVIATIONS
For the purpose of this Information Memorandum, in addition to the terms defined in the cover page above and elsewhere
in this Information Memorandum, the following terms shall have the following meanings assigned to them herein below
unless repugnant to the meaning, subject or context thereof. References to statutes, rules, regulations, guidelines and policies
will be deemed to include all amendments and modifications.
Articles/Articles of Articles of association of the Issuer as amended.
Association/AoA
Allotment/Allot The issue and allotment of the Bonds to the successful Applicants pursuant to the Issue.
Application Form The form in terms of which the Applicant shall make an offer to subscribe to the Bonds
and which will be considered as the application for Allotment of Bonds for the Issue.
Applicant / Eligible Investor / An eligible investor as defined in Section XV “Summary Term Sheet” of this Information
Investor Memorandum.
Board/Board of Directors The board of directors of the Issuer or Committee thereof.
Bonds Secured, taxable, redeemable, unlisted, rated, non-cumulative, non-convertible bonds in
the nature of the debentures of Rs. 10,000 (Rupees Ten Thousand) each for cash at par on
“on tap” basis with benefits under Section 54EC of the Income Tax Act, 1961, as amended,
aggregating to Rs. 1500 Crore (Rupees One Thousand Five Hundred Crore) plus a green
shoe option to retain oversubscription.
Bond Trustee Trustee for the Bonds, being SBICAP Trustee Company Limited.
Bondholder(s) Bondholder whose name appears in the Register of Debenture holders maintained by REC
and the Beneficial Owners.
Beneficial Owner(s) Bondholder(s) holding Bond(s) in dematerialized form (‘Beneficial Owner’ of the Bond(s)
as defined in clause (a) of sub-section of Section 2 of the Depositories Act, 1996).
Business Day Business day is the day when the money market is functioning in Mumbai.
CAG Comptroller and Auditor General of India.
CMD Chairman and Managing Director of the Issuer.
Committee A committee of the Board of Directors.
Companies Act/Act The Companies Act, 2013, as amended and to the extent notified by the Ministry of
Corporate Affairs, Government of India.
Coupon As defined in Section XV “Summary Term Sheet” of this Information Memorandum
Coupon Payment Date As defined in Section XV “Summary Term Sheet” of this Information Memorandum
DDUGJY Deen Dayal Upadhyaya Gram Jyoti Yojana
Deemed Date of Allotment As defined in Section III “Issue Highlights” of this Information Memorandum
Depository A Depository registered under Securities and Exchange Board of India (Depositories and
Participants) Regulations, 2018, as amended.
Director A member of the Board of Directors.
EESL Energy Efficiency Services Limited.
Equity Shares Equity shares of the Issuer of face value of Rs. 10 (ten) each.
Financial Year/ FY/ Fiscal Period of 12 (twelve) months period ending on March 31, of that particular year.
GOI / Government / Government of India/Central Government.
Government of India
Indian GAAP Accounting Standards in accordance with the Companies (Accounting standards) Rules,
2006 notified under Section 133 of the Act and other relevant provisions of the Act.
IND-AS Indian accounting standards (IND-AS) in accordance with Companies (Indian Accounting
Standards) Rules, 2015, as amended notified under Section 133 of the Act and other
relevant provisions of the Act.
Independent Director An independent director referred to in sub-section (4) of Section 149 of the Companies
Act.
IEX Indian Energy Exchange Limited.
Issuer / REC / Company REC Limited (formerly known as Rural Electrification Corporation Limited), a company
incorporated under the Companies Act, 1956 and having its corporate office at Plot No I-
4, REC World Head Quarters, IFFCO Chowk, Sector-29, Gurugram – 122 001, and
bearing CIN L40101DL1969GOI005095.
Issue / Offer Offer of secured, taxable, redeemable, unlisted, rated, non-cumulative, non-convertible bonds
in the nature of debentures of Rs. 10,000 (Rupees Ten Thousand) each for cash at par on “on
tap” basis with benefits under Section 54EC of the Income Tax Act, 1961 aggregating to Rs.
1500 Crore (Rupees One Thousand Five Hundred Crore) plus a green shoe option to retain
oversubscription.
2
I.T. Act The Income-tax Act, 1961, as amended.
Key Managerial Personnel Key managerial personnel, in relation to the Issuer, shall mean:
i. Managing Director or chief executive officer or the manager;
ii. Company secretary;
iii. Whole-time director;
iv. Chief financial officer; and
v. any such other officer as may be prescribed under the Companies Act.
Memorandum/Memorandum Memorandum of Association of the Issuer as originally framed or as altered from time to
of Association time in pursuance of the Companies Act.
MoP Ministry of Power.
NBFC A non-banking financial company registered with the RBI.
NBFC-IFC Infrastructure finance company as a category of non-banking financial company registered
with the RBI.
PFC Power Finance Corporation Limited.
Promoter A promoter as referred to to in sub-section (69) of Section 2 of the Companies Act.
Register of Debenture holders If any Bonds are subsequently rematerialized, the register maintained by the Issuer, of the
names of Bondholders entitled to receive the Coupon or Redemption Amounts on the
Record Date, maintained at the registered office of the Issuer under the Companies Act.
RECPDCL REC Power Distribution Company Limited
RECTPCL REC Transmission Projects Company Limited
Redemption Amount As defined in Section XV “Summary Term Sheet” of this Information Memorandum
Redemption Date As defined in Section XV “Summary Term Sheet” of this Information Memorandum
Registrar to the Issue / Registrar to the Issue, being Alankit Assignments Limited.
Registrar
ROC Registrar of Companies, National Capital Territory of Delhi and Haryana.
RTGS Real Time Gross Settlement.
SAUBHAGYA Scheme Pradhan Mantri Sahaj Bijli Har Ghar Yojana – ‘Saubhagya’ a scheme launched by the
Hon’ble Prime Minister of India on September 25, 2017.
SEB State Electricity Board(s).
SEBI LODR SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 as amended.
3
SECTION III
ISSUE HIGHLIGHTS
Issue of non-convertible, non-cumulative, secured, rated, unlisted, redeemable, taxable Bonds in the nature
of debentures of Rs. 10,000 (Rupees Ten Thousand) each for cash at par with benefits under section 54EC
of the Income Tax Act, 1961, through Private Placement-Series XVIII – On Tap Basis.
1. REC reserves the right to revise the coupon rate and/or extend and/or close the issue by giving notice on its website.
The Eligible Investors are advised to consult REC/Mobilisers, before depositing the application with the bank.
2. All applications submitted but rejected by REC would be returned by REC to the Applicant / collection banker,
without any interest.
3. Application for minimum Rs. 20,000 (Rupees Twenty Thousand) (in multiples of Rs. 10,000 (Rupees Ten
Thousand) thereafter) will be accepted, any amount received in fraction will be refunded to the Eligible Investor
without interest.
4
SECTION IV
GENERAL INFORMATION
4.1 ISSUER
Name of the Issuer REC Limited (formerly known as Rural Electrification Corporation Ltd.)
Registered Office Core-4, SCOPE Complex, 7, Lodhi Road, New Delhi, 110003
Corporate Office Plot No I-4, REC World Head Quarters, IFFCO Chowk, Sector-29, Gurugram –
122 001
Website www.recindia.nic.in
E-mail [email protected]
Telephone Number 1800 180 2992
CIN L40101DL1969GOI005095
Date of Incorporation July 25, 1969
REC has appointed SBICAP Trustee Company Limited to act as Bond Trustee for and on behalf of the
Bondholder(s). A copy of commercial consent letter from SBICAP Trustee Company Limited conveying their
consent to act as Bond Trustee for the current issue of Bonds is enclosed as Annexure II to this Information
Memorandum.
Alankit Assignments Limited, has been appointed by REC as Registrar to monitor the applications and to co-
ordinate activities, which include allotment, change in details etc.
5
4.5 LEGAL COUNSEL TO THE ISSUE
Name : ZBA
Address : 412 Raheja Chambers, 213 Nariman Point, Mumbai 400 021
Website : https://zba.co.in/
Email address : [email protected]
Telephone Number : (+91 22) 6743 5013
Contact Person : Mrs. Niloufer Lam
The Bonds proposed to be issued under the Issue have been rated ‘CARE AAA; Stable’ by CARE vide its letter
dated March 29, 2024; ‘CRISIL AAA/Stable’ by CRISIL its letter dated March 29, 2024; ‘[ICRA] AAA (Stable)’
by ICRA vide its letter dated March 28, 2024; and ‘IND AAA/Stable’ by IRRPL vide its letter dated March 28,
2024.
6
The ratings provided by IRRPL, CRISIL, CARE and ICRA may be suspended, withdrawn or revised at any time
by the assigning rating agency and should be evaluated independently of any other rating. These ratings are not a
recommendation to buy, sell or hold the Bonds and Eligible Investors should take their own decisions.
A copy of the rating letters, detailed press releases, and rating rationales are enclosed as Annexure III to the
Information Memorandum.
Being a government company, the statutory auditors of the Issuer are appointed by the CAG. The annual accounts of
the Issuer are reviewed every year by the CAG and their comments are published in the Issuer’s annual report.
4.8 DETAILS OF CHANGE IN AUDITORS OF THE ISSUER SINCE LAST 3 (THREE) YEARS
7
SECTION V
BRIEF HISTORY OF ISSUER SINCE INCORPORATION
5.1 CONSTITUTION
REC is a Government of India public sector enterprise and was originally incorporated as a private limited
company under the Companies Act, 1956 on July 25, 1969 at New Delhi as “Rural Electrification Corporation
Private Limited”. The word “private” was deleted from the name of the Issuer on June 3, 1970. The Issuer became
a deemed public limited company with effect from July 1, 1975. The Issuer was converted into a public limited
company with effect from July 18, 2003. The name of the Issuer has changed from “Rural Electrification
Corporation Limited” to “REC Limited” pursuant to the shareholders resolution dated September 25, 2018, with
effect from October 13, 2018.
The Issuer was declared as a ‘Public Financial Institution’ under Section 4A of the Companies Act, 1956
(corresponding section 2(72) of the Companies Act) in February 1992 and registered as non-banking financial
company under section 45-IA of the RBI Act, 1934 in February 1998. Further, the RBI vide its letter dated
September 17, 2010 categorised it as a NBFC-IFC, in terms of their circular dated February 12, 2010, and REC
was allotted NBFC registration number 14.000011, by the RBI. A fresh certificate of registration bearing number
14.000011 dated November 28, 2018 was allotted by the RBI in the name of REC Limited.
On September 21, 2022, the Issuer was accorded “Maharatna” status by the Department of Public Enterprise,
GOI for the Issuer’s operational efficiency and financial strength.
The Issuer is a leading player in the Indian power infrastructure sector and is engaged in the financing and
promotion of transmission, distribution and generation including renewable energy projects throughout India 1.
The Issuer is also the nodal agency for the RDSS and NEF.
The registered office of the Issuer currently situated at Core-4, SCOPE Complex, 7, Lodi Road, New Delhi 110
003, India. The registered office was initially situated at Floor No. 3, Jeevan Vihar, Parliament Street, New Delhi-
110001, India, pursuant to a resolution of the Board dated September 5, 1969, and was subsequently situated at
D-5, NDSE, Part-II, New Delhi 110 049, India. On February 7, 1977, the Issuer changed its registered office to
2nd and 3rd Floor, DDA Building, Nehru Place, New Delhi 110 019, India, and on May 31, 1996, the Issuer shifted
to its current registered office. The Issuer shifted to the current corporate office situated at REC Limited, Sector
29, Gurugram, Haryana, 122001, on July 25, 2021.
5.3 PROMOTERS
(i) The President of India acting through the Ministry of Power, Government of India, and
(ii) Power Finance Corporation Limited.
In pursuance of the in-principle approval of Cabinet Committee on Economic Affairs dated December 6, 2018,
the President of India, acting through Ministry of Power, Government of India entered into a Share Purchase
Agreement with Power Finance Corporation Limited (PFC) on March 20, 2019 for sale of 103,93,99,343 (One
Hundred Three Crores Ninety Three Lakhs Ninety Nine Thousand Three Hundred Forty Three) equity shares of
Rs.10/- each of REC Limited, representing 52.63% (Fifty Two Point Six Three Percent) of the total paid-up share
capital of the Issuer. In terms of the said agreement, the entire shareholding of President of India in REC Limited,
i.e. 103,93,99,343 equity shares representing 52.63% of the total paid-up share capital of the Issuer, was
transferred by Government of India to PFC on March 28, 2019 and accordingly, PFC is treated as part of the
“Promoter Group”.
1
Ministry of Power, annual report for 2022-23.
Available at: https://powermin.gov.in/sites/default/files/uploads/MOP_Annual_Report_Eng_2022-23.pdf
8
Brief background of PFC
PFC was incorporated in July 16, 1986 under the Companies Act, 1956, as a public limited company, registered
with the RoC, National Territory of Delhi and Haryana and received the certificate for commencement of business
on December 31, 1987. PFC was incorporated as a financial institution to finance, facilitate and promote India’s
power sector development and was notified as a public financial institution under Section 4A of the Companies
Act 1956 (now section 2(72) of Companies Act) on August 31, 1990. PFC is registered with RBI as a non-deposit
taking systemically important NBFC and on July 28, 2010, PFC was classified as an Infrastructure Finance
Company. PFC was conferred with the ‘Mini Ratna’ (Category – I) status in the year 1998, on June 22, 2007, PFC
was notified as a Navratna company by the GOI and on October 12, 2021, PFC was notified as a Maharatna
company by the GOI. The permanent account number of PFC is AAACP1570H.
9
Calendar Year Event
Yojana (“RGGVY”) mainly for separation of agriculture and non-agriculture feeders; strengthening and
augmentation of sub-transmission and distribution infrastructure in rural areas; and rural electrification for
completion of the targets laid down under RGGVY for XII and XIII Plans.
2016 • Nodal Agency for implementation of Outage Management System and 11 KV Rural Feeder Management
System.
2017 • REC Equity Shares included in ‘Nifty Next 50’ on National Stock Exchange of India Limited.
• SAUBHAGYA Scheme launched.
• USD 400 Million Reg S Bond for refinancing issued and listed on London Stock Exchange and Singapore Stock
Exchange.
• Green bond of REC listed on London Stock Exchange.
2018 • Achieved 100% village electrification on April 28, 2018 under Deen Dayal Upadhaya Gram Jyoti Yojana
(DDUGJY).
• Entered into agreement with KfW, Frankfurt am Main for availing a loan facility of Euro 200 Million.
• Name of company changed from Rural Electrification Corporation Limited to REC Limited on October 13,
2018.
• REC has been placed amongst top 10 Profit making CPSEs of the country by Public Enterprises Survey 2017-
18.
2019 • Cabinet Committee on Economic Affairs on December 6, 2018 gave “in-principle” approval for acquisition of
shares held by GOI in the Issuer to Power Finance Corporation Limited (PFC) along with management control.
On March 20, 2019 Board of PFC gave its approval for acquisition of GOI’s entire shareholding of 52.63% held
in the Issuer to PFC and making PFC as the majority shareholder of the Issuer. In accordance with the filing done
by PFC on March 28, 2019 with the Stock Exchange(s) under Regulation 10(6) of the SEBI Listing Regulations,
PFC has acquired complete 52.63% shares held by GOI in the Issuer. After such acquisition the Issuer shall
remain to be a Government Company pursuant to Section 2 (45) of the Companies Act.
• USD 650 Million, 5 year Reg S bond, with a semi annual coupon of 3.375% per annum, for financing power
projects and listed on London Stock Exchange's International Securities Market (ISM), Singapore Exchange
(SGX-ST), India International Exchange (India INX) and NSE IFSC.
• Achieved Universal Household Electrification by providing Electricity Connection to 2.63 Crores Households
under Pradhan Mantri Sahaj Bijli Har Ghar Yojana (SAUBHAGYA)
• REC completed 50 (Fifty) years of its existence on July 25, 2019.
2020 • During COVID-19 pandemic, REC has donated Rs. 150 Crores to the PM-Cares fund in addition to one day
salary of its employees and also facilitated food and ration for over 36,500 needy people throughout the country.
• REC Foundation, the CSR arm of REC, has distributed 5000 customized packets carrying essentials for labourers
and the needy, who are affected because of the lockdown due to the COVID-19 pandemic.
• REC successfully raised 3 year USD 500 Million Bond from Regulation 144A market on May 12, 2020 at a
coupon of 4.75%, under its USD 7 Billion GMTN Programme. This is the first USD cross border issuance out
of India following the COVID-19 pandemic (since Mar 5, 2020).
• REC recognized as the Best Organization for Women Empowerment.
• REC received “Excellent” Rating in MoU 2018-19.
• REC Limited’s corporate communication team is recognized as one of the 'Top 30 Corporate Communication
Teams' in India by Reputation Today.
2021 • REC signs MoU for financing 600 MW Hydro Electric Project in Bhutan.
• REC’s new corporate office building inaugurated at Gurugram on the occasion of its 52nd foundation day by the
Hon’ble Cabinet Minister (Power, New & Renewable Energy).
• REC Limited and J-PAL South Asia enter Data-sharing Agreement.
• RECTPCL has been amalgamated into RECPDCL with effect from February 6, 2021.
• REC provides funding for Tata Memorial Centre.
2022 • REC achieves a 'Perfect' score on MoU parameters for FY 2020-21 - the best amongst all CPSEs
• REC closes largest-ever syndicated term loan by an Indian NBFC with USD 1,175 Million term loan 2.
• Accorded “Maharatna” status by the Department of Public Enterprise, GOI for the Issuer’s operational efficiency
and financial strength.
• REC has forayed into infrastructure and logistics sector financing with the Government’s permission.
• REC organized ‘Bijli Utsav’ in Uttarakhand , Gujrat & Assam as a part of Azadi Ka Amrit Mahotsav.
• Hon’ble Prime Minister inaugurated 10 Mobile Health Clinics 'Doctor Apke Dwar' under REC's CSR project
worth Rs. 12.68 Crore in Bhojpur, Bihar.
2023 • REC records its highest ever Quarterly Profit of ₹2,878 Crore in Q3FY23.
• REC has achieved highest ever sanction and disbursement in FY 22-23.
• REC issues green bonds of USD 750 million of 5-year tenor.
• REC lists USD 750 million green bonds on international stock exchanges at GIFT City
• REC secures place in Morgan Stanley Capital International (MSCI) Global Standard Index with effect from
September 1, 2023
• REC launched its 54EC bonds mobile application - 'SUGAM REC'.
• REC organized workshop on customized debt financing for commercial mining, Mine Developers and Operators
(MDOs) with Secretary, Ministry of Coal as the Chief Guest.
10
Calendar Year Event
• REC marks 10-year milestone of REC Foundation with CSR symposium.
• Honourable Minister of Power, Shri R K Singh laid foundation stone for REC residential complex in Gurugram.
A few select awards and accreditations received by the Issuer are as follows:
11
Calendar Year Awards/Accreditations
• Received “SCOPE Award for Excellence and Outstanding Contribution to the Public Sector Management” for
the year 2016-17” under Special Institutional Category, Digitalization.
2018 • Received the Vishwakarma award for Gurugram World HQ project.
• Received two awards at the Dainik Bhaskar India Pride Awards 2018 for “Excellence in Navratna” and HOD
in the Finance category.
• Received the most efficient NBFC award at the Chambers of Indian Micro, Small and Medium Enterprise
Awards 2018.
• Received the award for “Excellence in Financial Services” at the Dun & Bradstreet PSU Awards 2018.
• Received the DSIJ PSU Award 2018 for “India’s Best Public Sector Undertaking Award, 2018 – Highest
Wealth Creator- Market Returns (Navratna)”.
• Received Golden Peacock Awards – 2018 for Corporate Governance & Sustainability.
• Received CIMSME Banking Excellence Award.
• Received Award for Best PSU Issuer on Electronic Bidding Platform of NSE.
• Received Award for highest employee efficiency enterprise by Dalal Street Investment Journal.
2019 • Received India Smart Grid Forum (ISGF) Innovation Awards 2019 for Best Project for Household
Electrification.
• Won SCOPE CC Excellence Awards 2019 under following three categories:
- 1st prize in Best House Journal English (for WattsUp)
- 2nd prize in Best Internal Communication Campaign (for REC Engage)
- 3rd prize in effective use of digital media (for SAUBHAGAYA Scheme)
• Received “PSE Excellence Award, 2018” by the Indian Chamber of Commerce (ICC), as runner up in the
Navratna & Maharatna category, for excellence in corporate governance.
2020 • Swachh Bharat Puraskar for contribution to the Swachh Bharat Kosh of the Ministry of Jal Shakti, Government
of India.
• REC bags ICAI Award for Financial Reporting for FY 2018-19 in 'Public Sector Entities' category.
• REC has been awarded with 10th PSE Excellence Awards 2019 in Corporate Governance.
• REC bags SKOCH Award for ‘Response To Covid’.
2021 • Best Organization for Women Empowerment' award at Women Achievers Awards 2020 by Exchange4Media.
• Conferred the 'CSR Shining Star Award in the field of “Women Empowerment” by the Wockhardt Foundation
• Conferred the Mahatma Award for CSR Excellence 2020 in the fields of education, nutrition and health.
2022 • Named as India’s Leading NBFC in Infrastructure Financing Category by Dun & Bradstreet at its BFSI &
FinTech Award.
• Received ‘Platinum’ recognition at the prestigious Titan Business Awards. The Issuer was declared the winner
in two categories: ‘Financial Services’ and ‘Fastest-growing Company of the Year’.
• Accorded “Maharatna” status by the Department of Public Enterprise, GOI for the Issuer’s operational
efficiency and financial strength.
• REC Limited has been awarded as the 'Best PSU' in the Financial Services category and also as the 'Best
Navratna' by Dun & Bradstreet for FY21-22.
• REC bagged the 'Best Public Sector IT Project ' award at the Technology Excellence Awards 2022
• REC recognized as one of the 'Best Brands' of 2022 by The Economic Times
• REC Limited won the ‘Golden Peacock Award for Excellence in Corporate Governance-2022’ by Golden
Peacock Awards, instituted by the Institute of Directors (IOD).
• Recognized as one of the 'Best Brands' of 2022 by The Economic Times .
2023 • REC bags 'Operational Performance Excellence' award at the 12th PSE Excellence Awards.
• CMD, REC bags 'The Most Promising Business Leaders of Asia' Award.
• Felicitated with Green Ribbon Champions Award for its Commitment to Environmental Sustainability.
• Conferred with Golden Award by GeM in ‘highest value single bid procurements in in FY 2022-23.
• Honored with ‘Issuer of the Year’ award at the 6 th National Summit for corporate bond market by Assocham.
• Awarded first prize among power PSUs for implementing official language by Hindi Advisory Committee.
• Received Mahatma Award for CSR, Sustainability SER & ESG for Corporations and Public Sector Enterprises.
• Awarded the Dun & Bradstreet award for 'Best Central PSU' - Financial Services category.
• Felicitated with ‘Golden Peacock Award for Risk Management -2023’ by Golden Peacock Awards, instituted
by the Institute of Directors (IOD).
• Honored with the ‘Best Employer in Diversity & Inclusion' Award at 4th Diversity & Inclusion Excellence
Awards and Conclave organized by ASSOCHAM.
• CMD, REC received the 'Most Sustainable Maharatna Leader' award at the World Sustainability Congress held
in Mauritius.
• Conferred with three awards, including winner in the CSR & Sustainability and runners-up in Operational
Performance Excellence and Corporate Governance categories by Indian Chamber of Commerce during XIII
PSE Excellence Awards.
• Received the ‘CSR Leadership Award 2023’ at 14th Agriculture Leadership Award 2023.
• Won ICAI Award for Excellence in Financial Reporting 2022-23.
• Honored with the prestigious Scope Excellence Award in the category of Special Institutional Category
(Digitalization).
* REC has also been ranked among the top ten profit making public sector undertakings for the Fiscals 2015, 2016, 2017, 2018 and 2020 by
the Ministry of Heavy Industries and Public Enterprises, GOI.
12
SECTION VI
CORPORATE STRUCTURE - CORPORATE ORGANOGRAM AS ON 31 MARCH 2024
13
SECTION VII
BRIEF SUMMARY OF BUSINESS/ACTIVITIES OF ISSUER AND ITS SUBSIDIARIES
7.1 OVERVIEW
The Issuer is a public financial institution in the Indian power infrastructure sector and is engaged in the financing
and promotion of transmission, distribution and generation including renewable energy projects throughout India.
The Issuer commenced operations in 1969 for the purpose of developing the power infrastructure in rural areas.
The Issuer has contributed to the development of rural India and India’s agriculture through its funding of
transmission and distribution projects in rural areas.
The Issuer’s mandate has evolved in accordance with the development priorities of the Government and, since
Fiscal 2003, has permitted the Issuer to finance all segments of the power sector, including generation,
transmission and distribution, throughout the country.
The Issuer’s mandate was further extended to include financing other activities linked to power projects, such as
coal and other mining activities, fuel supply arrangements for the power sector and other power-related
infrastructure. In June 2011, the Issuer set up a separate division for funding renewable projects in order to further
achieve the goal of conserving fossil fuels and reducing our carbon footprint. On September 24, 2021, the Issuer’s
mandate was extended to cover financing of: (i) electrical and electromechanical/hydro systems, smart city
electrification of railway lines and airports; (ii) energy conservation, energy efficiency and environmental aspects
of power; (iii) financing activities having forward and/or backward linkage with power projects and to meet other
enabling infrastructure facility(ies) that may be required for the development of the power/energy sector.
The Board of the Issuer, on September 15, 2022, and the shareholders on October 27, 2022, inter alia, approved
extending the mandate of the Issuer to “lend to logistics and infrastructure sectors to the extent permitted by the
Government of India”. The Ministry of Power has also permitted the Issuer to lend to infrastructure and logistics
sector subject to the condition that the annual sanction in infrastructure does not exceed one third of the Issuer’s
total sanctions including for power infrastructure and green energy projects and subject to a ceiling of 30 per cent.
of the Issuer’s outstanding loan book. The Issuer has started financing / exploring sub-sectors such as airports,
metro rail, roads and highways, green hydrogen/green ammonia, irrigation/water resources, multi-modal logistics
parks, cold chains, railway stations redevelopment, ports and healthcare infrastructure.
REC is one of only 13 (thirteen) Indian public sector undertakings to be granted “Maharatna” status by the
Department of Public Enterprise by virtue of its operational efficiency and financial strength. The Government
had rated the Issuer’s performance as “Excellent” from Fiscal 1994 to Fiscal 2017, “Very Good” in Fiscal 2018,
“Excellent” in Fiscal 2019, “Very Good” in Fiscal 2020 and “Excellent” in Fiscal 2021 and “Very Good” in Fiscal
2022. In Fiscal 2021, the Issuer received the highest score of 100, and was the only entity evaluated with a perfect
score amongst 123 public sector undertakings across 32 sectors.
The Issuer has also been ranked among the top 10 public sector undertakings in India by the Department of Public
Enterprises, GOI for Fiscal 2015, Fiscal 2016, Fiscal 2017, Fiscal 2018, Fiscal 2020, Fiscal 2021 and Fiscal 2022.
Domestically, the Issuer holds the highest credit rating for long-term borrowing consisting of domestic credit
rating from each of IRRPL, CRISIL, ICRA and CARE. On an international basis, the Issuer holds long-term
borrowing ratings from Fitch and Moody’s that are at par with sovereign ratings for India.
The Issuer has a branch network of regional and state offices, spread across India. The location of our offices can
be accessed at: https://recindia.nic.in/office-location
The Issuer’s registered office is at New Delhi and corporate office is at Gurugram. The Issuer also has 1 (one)
training centre in Hyderabad. The registered office in New Delhi and corporate office in Gurugram deal with
planning and policy formulation, resource mobilization and financial operations. Project, field or regional offices
attend functions relating to preliminary processing of new schemes, monitoring of on-going schemes, scrutiny of
loan claims, recovery of dues and maintain liaison with SEBs and state governments for effective implementation
of rural electrification programme and projects funded by REC.
The Board of Directors at their meeting held on June 30, 2022 provided their in-principle approval to the proposal
for setting up of a wholly owned subsidiary of the Issuer in Gujarat International Finance Tec-City IFSC, India.
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7.2 BUSINESS
Strengths
The Issuer believes that the following are its primary strengths:
Strategy
7.3 PRODUCTS
Types of Loans
A. Long-term Loans
REC offers its long-term loans to central-sector power utilities, state-sector power utilities, joint-sector power
utilities, state power departments, private sector power utilities and rural electricity cooperatives. REC’s long-
term loans generally are sanctioned with respect to a specific power-related project at project inception or as bulk
loans for procurement of equipment. REC’s long-term loans to the public sector for transmission and distribution
projects typically require the borrower to obtain a state government guarantee of the loan and/or hypothecate a
portion of their existing assets or hypothecate all of their project assets to secure the loan. The percentage of
guarantee and hypothecation of assets differs on a case-to-case basis.
B. Short-term Loans
REC offers short-term loans to its state sector borrowers to meet their immediate working capital requirements,
including for the purchase of fuel for power plants, system and network maintenance, including transformer
repairs, the purchase of power, the purchase of materials and minor equipment.
C. Medium-term Loans
REC offers medium-term loans (“MTL”) to the Central/State Government Power Utilities and State Governments
that are not in default to REC for the following purposes:
MTL are not provided to customers (i) who are in default to REC, or, (ii) utilities categorised as Grade “C”.
These loans have a loan period of more than 1 year up to a maximum of 3 years.
15
D. Others
• Debt Refinancing
REC may offer a debt refinancing scheme for borrowers who have borrowed funds from other lending
institutions at a higher rate of interest. The refinancing facility is available generally for commissioned projects.
REC offers debt refinancing products on the same or lower interest rate terms as its long-term loans; however,
the maturity of its debt refinancing products may generally be not later than the maturity of the refinanced
indebtedness.
• Bridge Loans
REC may provide short-term bridge loan financing for borrowers that have been sanctioned financial
assistance from or through REC, primarily in the form of grants or long-term loans, and have received a
sanction letter for the funding but are awaiting disbursements pending formalities or clearances.
REC may offer short-term loans to manufacturers of equipment or materials. To be eligible to receive these
loans the equipment manufacturers must have been awarded a firm order for executing contracts in power
projects in India by power utilities. REC does not currently have any such loans outstanding.
In December 2009, the Board of Directors approved a new scheme pursuant to which REC intends to
finance power purchases made through the IEX, which is one of two energy exchanges operating in India.
It is currently intended that these power purchase loans may be offered to REC’s existing public sector
borrowers for the purpose of non-speculative purchases of power through the IEX with a maturity of 90
(ninety) days from disbursement. Power purchase loans will be secured by escrow arrangements or bank
guarantees, at the discretion of the borrower.
REC has well defined policy/guidelines for grading of state power utilities. They are reviewed periodically in
view of significant changes in the power sector. REC has classified state power utilities
(generation/transmission/trading utilities/joint ventures/state entities) into A++, A+, A, B and C categories.
Categorization (is based on evaluation of the utility’s performance against operational, financial and technical
performance including regulatory environment, audited financial statements. For state power distribution utilities
(including SEBs/utilities with integrated operations), REC follows the Ministry of Power’s “Integrated Ratings”
by aligning such ratings or grading with REC’s standard categories of A+, A, B and C. The categorization enables
REC to determine credit exposure limits and interest rates to state power utilities etc.
The Issuer has well-developed policies and/or guidelines in order to streamline the funding process. Regular
review based on prevailing market practices, formulation of new policies and guidelines are also being carried out
from time to time to strengthen the funding process. Some of the major lending guidelines and/or policies are:
16
(k) guidelines for financing coal mining projects;
(l) guidelines on the framework for projects under implementation and monitoring of stressed assets based
on RBI notifications;
(m) guidelines on project financing framework for flexible structuring based on the RBI notifications;
(n) guidelines on refinancing of project loans based on the RBI notifications;
(o) policy for funding against regulatory assets (excluding return on equity component) of power utilities;
(p) policy for post commercial operation date timely payment interest rate rebate;
(q) policy for Investment of surplus funds; and
(r) policy for long-term investments.
While specific terms and conditions may vary for different types of loans provided to different sectors of
borrowers, project financing will generally follow the following processes:
Loan Application: The prospective borrower provides a set of information and the funding requirements in the
pre-specified formats. There are different kinds of formats for different kind of projects or loans.
The appraisal guidelines for all the projects have been divided into two parts – entity appraisal and project
appraisal.
Entity Appraisal: The Issuer has its own guidelines for the appraisal of private sector conventional and renewable
power generation projects. The appraisal is carried out for the core promoters on the basis of the financial
performance, creditworthiness, management proficiency and sectoral experience of the promoter entities. The
interest rates charged, and security structure required, by the Issuer are linked to the grades assigned to the private
sector projects.
Project Appraisal: Project appraisal consists of technical and financial appraisal of the projects indicating
technical feasibility and financial viability and debt servicing capability of the project, along with the project
execution abilities of the management. During the project appraisal process, the Issuer identifies the risks and
quantifies them in order to decide the grading of projects so as to determine the exposure, as well as the lending
rates. The key instruments used at this stage are:
(a) due diligence on various project parameters such as the technology used, the status of various approvals
and clearances, the fuel supply arrangement, the water supply arrangement, the power supply
arrangements, transportation arrangement and the power evacuation system;
(b) the project grading matrix;
(c) the financial model; and
(d) the site visit report.
Loan Sanction: Once the decision on funding is approved by the competent authority, the quantum of funding,
the stipulation of pre-commitment conditions, pre-disbursement and post-disbursement conditions are determined
and communicated to the borrower through the issue of a sanction letter. Along with the terms and conditions, the
Issuer prepares a list of key parameters that could trigger re-appraisal and re-grading of the account. This list is
being developed based on the results of the sensitivity analysis.
Loan Documentation: After the sanction of a loan, the process of loan documentation and execution of different
agreements such as, among others, the trust and retention agreement, the security trustee agreement and other
financing and security documents are done.
Funding: After the documentation and funding requirement are received from the borrowers at different stages
of the project and after reviewing the pre-disbursement conditions, the funds are disbursed to the borrower for the
development and/or construction of power projects.
Monitoring and Review: Since the conditions prevailing at the time of the appraisal cannot be expected to remain
the same throughout the life of the project, there is a need for the periodic review of the status and progress. The
key parameters for monitoring are developments with respect to licenses, the commercial performance of the
borrower, key contracts and events having an impact on the project, deviations with respect to compliance to terms
and conditions and collateral securities and variance with respect to key risk parameters.
17
The Issuer’s project monitoring guidelines involve appointment of a ‘Project Monitoring Agency (“PMA”),
stationed at the project site, to closely monitor various project execution activities including pricing of invoices
and fund utilization. The PMA assists the lenders by the real time monitoring of expenditures and the actual
physical progress at the site.
Re-grading of the Project: Re-grading of the project can be initiated, if there is significant variance on key
parameters relating to:
(a) the pre-commissioning stage such as a status change in statutory licenses, major developments in
acquisition of land, developments of key contracts, changes to project implementation schedule and time
and cost overrun in the project; and
(b) the operation and maintenance stage such as the commissioning of units, actual operating parameters and
developments with respect to financial parameters.
Re-appraisal of the Project: Re-appraisal of the project may be initiated either by the Issuer or at the request of
the borrower. The details are as follows:
(a) re-appraisal may be initiated by the Issuer when there are developments with respect to time durations
between loan sanction and disbursement, significant changes to project costs, major events such as
natural disasters and policy-related changes, changes to collateral securities and changes in the project
stage; and
(b) in the instance when the borrower requests additional funding or the lowering of the interest rates.
Depending upon the changes in the integrated rating of the borrower, after the re-appraisal, the terms and
conditions may be revised, further disbursements may be stopped, the loan may be rescheduled and the
loan may be restructured.
Recovery
The Issuer’s status as a public finance institution provides access to the SARFAESI Act, 2002 which grants certain
special rights to banks and financial institutions to enforce their security interests without the intervention of the
courts. Further, the Recovery of Debts and Bankruptcy Act, 1993, as amended (the Debt Recovery Act) provides
for the establishment of debt recovery tribunals for the expeditious adjudication and recovery of debts due to any
bank or public financial institution or to a consortium of banks and public financial institutions. Under the Debt
Recovery Act, the procedures for recoveries of debt have been simplified and time frames have been fixed for
speedy disposal of cases. Upon the establishment of the debt recovery tribunal, no court or other authority can
exercise jurisdiction in relation to matters covered by the Debt Recovery Act, except for the higher courts in India
in certain circumstances. Further, in accordance with the Insolvency Code, the Issuer, in its capacity as a creditor,
is permitted to initiate the insolvency resolution process over its debtors.
The Government has a number of programmes aimed at accelerating the growth and development of the power
sector. REC plays a key role in implementation of the following programmes.
The Government of India on July 20, 2021, approved the Revamped Distribution Sector Scheme - a Reforms-
based and Results-linked Scheme (RDSS) with an outlay of Rs. 3,03,758 Crore and an estimated government
budgetary support of Rs. 97,631 Crore from the central government over a period of five years from FY 2021-22
to FY 2025-26. The Issuer and PFC are the nodal agencies for facilitating the implementation of the RDSS.
The RDSS seeks to improve the operational efficiencies and financial sustainability of all DISCOMs / power
departments excluding private sector DISCOMs by providing conditional financial assistance to DISCOMs for
the strengthening of supply infrastructure based on meeting pre-qualifying criteria as well as upon achievement
of basic minimum benchmarks by the DISCOM evaluated on the basis of an agreed evaluation framework tied to
financial improvements.
The RDSS aims to reduce the AT&C losses to pan-India levels of 12 to 15 per cent. and the ACS-ARR gap to
zero by 2024-25.
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The RDSS has the following components: (i) Part A: financial support for prepaid smart metering and system
metering and up-gradation of the distribution infrastructure and appointment of project management agency by
DISCOM, and (ii) Part B: training and capacity building and other enabling and supporting activities. The schemes
of the DDUGJY along with PMDP (for the erstwhile State of Jammu and Kashmir) are subsumed in the RDSS,
and will be implemented pursuant to their respective guidelines, terms and conditions. No new projects were
permitted to be sanctioned under these schemes, however projects already sanctioned under the DDUGJY were
eligible to receive funds up to March 31, 2022 under the RDSS.
Projects worth Rs. 1,339,778 Million sanctioned under smart metering works and loss reduction works, including
PMA. An amount of Rs. 6,225.424 Million was released to the DISCOMs as on March 31, 2023.
NEF has an interest subsidy scheme aims to promote capital investment in the distribution sector. The scheme
provides interest subsidy, linked with reform measures, for loans taken by private and public power distribution
utilities for approved power distribution infrastructure projects. REC is the nodal agency for the scheme with a
mandate to operationalize it and pass on the benefit of interest subsidy to eligible distribution utilities. REC
receives service charges at the rate of 0.5% of the total loan amount approved by the NEF steering committee.
Performance is evaluated on an annual basis during the loan tenure. Independent evaluators are appointed for
evaluation of interest subsidy proposal.
Historically, REC has played a key role in the following Government programmes:
DDUGJY, the flagship scheme of the Government of India was launched in December 2014 and covered
all aspects of rural power distribution. Under the scheme 60% of the project cost (85% for special States)
was provided as a grant by Government and an additional grant of up to 15% (5% for special States) was
provided by the Government on the achievement of prescribed milestones. All erstwhile rural
electrification schemes were subsumed in DDUGJY. REC was the nodal agency for the
operationalization of DDUGJY.
The outlay of the DDUGJY scheme was Rs. 758,930 Million including a gross budgetary support of Rs.
630,270 Million. As on April 28, 2018, all census inhabited villages were electrified.
DDUGJY- RE : Grant of Rs. 5, 44,901.5 Million has been released to the states.
DDUGJY- New : Grant of Rs. 2, 57,236.6 Million has been released to the states.
DDUGJY- Addl. Infra : Grant of Rs. 75,226.5 Million has been released to the states.
In the Independence Day address to India on August 15, 2015, the Honourable Prime Minister of India
pledged that all remaining un-electrified villages in India would be electrified within 1,000 days with the
help of states and local bodies. Accordingly, the MoP had expedited the electrification of all 18,374
villages as a priority. As these remaining 18,374 un-electrified villages were located in inaccessible areas,
several measures and intensive monitoring mechanism strategies were adopted, to electrify these
remaining villages in India. Since Financial Year 2014-15, grants aggregating to Rs. 587,629.25 Million
has been released by Government of India under DDUGJY scheme. This scheme was closed on March
31, 2022.
The Honorable Prime Minister of India launched the SAUBHAGYA Scheme on September 25, 2017 to
achieve universal household electrification in India through electrification of all households in both rural
and urban areas. REC was designated by the MoP as the nodal agency for operationalization of the
SAUBHAGYA Scheme. The capital outlay of the SAUBHAGYA scheme was Rs. 163,200 Million
including a gross budgetary support of Rs. 123,200 Million.
19
Since the launch of the SAUBHAGYA Scheme, as on March 31, 2021 all the States have reported 100%
electrification of all the willing un-electrified households, identified before March 31,2019. As reported
by the States, 28.17 Million households have been electrified since the launch of the SAUBHAGYA,
Scheme up to March 31, 2021. Further, States reported that 443,000 additional households have been
electrified under DDUGJY. Accordingly, as on March 31, 2022, A total of 28.6 Million households has
been electrified since launch of the SAUBHAGYA Scheme. A grant of Rs. 62,202.27 Million was
released by the Government of India under the SAUBHAGYA Scheme.
Pursuant to the directions of the MoP and the Ministry of Finance, REC has issued non-convertible
debentures in the nature of ‘GOI Fully Serviced Bonds’, through private placement. The payment of
interest and repayment of principal is met by GOI by making suitable budgetary provision, therefore no
separate guarantee is provided by the Government. Funds raised through these GOI Fully Serviced Bonds
have been utilized exclusively for the purpose of DDUGJY and/or the SAUBHAGYA Scheme. The
details of the GOI Fully Serviced Bonds for the previous five fiscal years are as follows:
v) The Prime Minister Development Package for Jammu and Kashmir 2015 (PMDP)
The PMDP for erstwhile State of Jammu and Kashmir (now the Union Territory of Jammu and Kashmir
and Union Territory of Ladakh), was announced by the Honorable Prime Minister of India on November
27, 2015, with an approved project cost of Rs. 25,701.40 Million (wherein 90% i.e. Rs. 23,016.20 Million
was covered by way of a Government’s grant) for distribution strengthening projects for rural areas and
urban areas. The major works covered under the scheme are system strengthening, connecting
unconnected households, replacing of barbed wire and worn-out poles, underground cables at tourist
places, consumer metering, construction of 33/11 kV sub-stations at industrial areas and electrical
infrastructure at religious shrines.
The project cost of Rs. 10,297.0 Million (with the Government of India’s grant being Rs 9,267.3 Million)
and PMA grant of Rs. 51.5 Million has been sanctioned for distribution strengthening works in rural
areas. Further, the Ministry of Power has sanctioned an additional project cost of Rs. 5,275.5 Million,
PMA charges of Rs. 26.5 Million and PIA charges of Rs. 284.4 Million for distribution strengthening
projects in rural areas under PMDP.
A Grant of Rs. 7133.00 Million has been released by the Government of India to the Union Territories
of Jammu and Kashmir and Ladakh under PMDP (Rural).
7.6 SUBSIDIARY AND ITS SPECIAL PURPOSE VEHICLE AS ON DECEMBER 31, 2023
As on December 31, 2023, REC has one wholly owned subsidiary i.e. REC Power Development and
Consultancy Limited (“RECPDCL”). RECPDCL is engaged in/as:
(i) engineering consultancy services involving detailed project report (“DPR”) preparation, project
monitoring, project implementation, handholding etc. to different power sector utilities for their
projects not covered under Government of India schemes.
(ii) carrying out the third party inspection, quality monitoring and supervision under Rajiv Gandhi
Grameen Vidyutikaran Yojana (RGGVY) / Deendayal Upadhyaya Gram Jyoti Yojana (DDUGJY)
/ Saubhagya Schemes.
(iii) preparation of DPR, project management consultancy and PMA under the Deendayal Upadhyaya
Gram Jyoti Yojana (DDUGJY), Integrated Power Development Scheme (IPDS) Schemes and
Revamped Distribution Sector Scheme (RDSS).
20
(iv) execution of works of Information Technology (“IT”) implementation and installation of IT
Infrastructure under R-APDRP Part A Schemes, PMA / project implementation agency for
implementation of various Government of India Projects viz. Prime Minister's Development
Package (PMPD), Power System Development Fund (PSDF) (Urja Mitra, Rural Feeder Monitoring
Scheme (RFMS), National Feeder Monitoring Scheme (NFMS) and Implementation of Smart
Metering Project under RDSS.
(v) PMA for turnkey execution of smart grid project under NSGM of Government of India, execution
of solar standalone /roof top power plants at various locations across the country.
(vi) bid process coordinator (“BPC”) under the “Scheme for Flexibility in Generation and Scheduling
of Thermal / Hydro Power Stations through bundling with Renewable Energy and Storage Power,
2022”.
(vii) BPC for ‘Inter State Transmission Systems’ and ‘Intra State Transmission Systems’ on ‘Tariff
Based Competitive Mode’. RECPDCL is conducting the bidding process for these projects starting
from incorporation, survey, cost estimation of special purpose vehicle (“SPV”) and selection of
qualified bidders to handing over of the SPV to the lowest bidder.
Further, pursuant to the provisions of Section 2(87) of Companies Act, 2013, the wholly owned
subsidiaries of RECPDCL are also subsidiaries of the Issuer. As on December 31, 2023 RECPDCL has
the following project specific SPVs as wholly-owned subsidiaries of RECPDCL and REC:
21
7.7 ENTITIES IN WHICH REC HAS EQUITY INVESTMENT
REC, along with three public sector undertakings, namely, Power Grid Corporation of India Limited,
NTPC Limited (earlier known as National Thermal Power Corporation Limited) and Power Finance
Corporation Limited, had formed a joint venture company being EESL on December 10, 2009. The
equity investment of REC in EESL was increased to 14,65,00,000 equity shares of Rs. 10 each, with
effect from April 25, 2016 during the Financial Year 2016-17 and this was further increased to
21,81,00,000 equity shares of Rs. 10 each during FY 2019-20. In terms of the agreement executed
between the joint venture partners, EESL has ceased to be a jointly controlled entity under the IND-AS
framework. As on December 31, 2023, the equity investment of REC in EESL is 218,100,000 equity
shares of Rs. 10.00 each. As on December 31, 2023, REC holds 11.55% of the paid-up equity share
capital of EESL.
Pursuant to a Board resolution dated December 16, 2011, REC approved the acquisition of 16% of the
initial capital of Rs. 100 Crore of UCX by paying a consideration of Rs. 16 Crore.
The equity shares of UCX are not listed on any stock exchange and the shares are presently fair valued
at Nil in the book of accounts. As of December 31, 2023, REC holds a 16% shareholding in UCX.
In April 2016, REC invested in 260,542,050 equity shares of NHPC at Rs. 21.78 per share amounting to
Rs. 567.5 Crore.
NHPC, a GOI enterprise plans, promotes and organizes integrated and efficient development of
hydroelectric power as well as development conventional and non-conventional power sources in India
and abroad. At present, NHPC is a ‘Miniratna’ (a category-I public sector enterprise). As on December
31, 2023, REC holds 1,56,26,201 equity shares of NHPC with a market value of Rs. 100.95 Crore..
In May 2017, REC invested in 347,429 equity shares of HUDCO at Rs. 60 per share amounting to Rs.
2.08 Crore.
HUDCO is notified as a public financial institution under Section 4A of the Companies Act and a
‘Miniratna’ (a category-I public sector enterprise). HUDCO promotes housing and infrastructure
development and habitat development in India. As on December 31, 2023, REC holds 3,47,429 equity
shares of HUDCO Limited with a market value of Rs. 4.38 Crore.
The Board of Directors at their meeting held on August 4, 2022, have approved subscription by the Issuer
of 50 per cent. equity shareholding not exceeding Rs. 50 Crore in PFC Projects Limited, a power asset
management company, as a 50:50 joint venture company with PFC. Further approvals may be required
at the time of investment.
22
SECTION VIII
MANAGEMENT
The following table sets forth details regarding the Board as on the date of this Information Memorandum.
Name, Designation, Term, Occupation, Residential Address Date of Other Directorships Appointment /
DIN, Age and Nationality Appointment / Resignation
Reappointment
Shri Vivek Kumar Dewangan C-1/69, Bapa Nagar, Dr. Zakir May 17, 2022 • REC Power ACC communication no.
S/o Shri Chandulal Dewangan Hussain Marg, Behind Delhi Development and 36/02/2022-EO (SM-I)
High Court, New Delhi-110003 Consultancy Limited dated May 13, 2022 and
Chairman & Managing Director and MoP Order No. 46/2/2019-
Additional Charge of Director (Finance) RE dated May 17, 2022 read
w.e.f. 01.02.2024 with joining documents.
Occupation: IAS
DIN: 01377212
Age: 56 years
Nationality: Indian
Shri Vijay Kumar Singh K-003 Amrapali Sapphire, July 15, 2022 • REC Power Development MoP Order No. 46/1/2022-
S/o Shri Pratap Singh Sector-45, Noida, Gautam and Consultancy Limited RE (MOP) dated July 15,
Buddha Nagar U.P - 201301 • Maharashtra State 2022.
Director (Projects) Electricity Distribution
Whole time Director Company Limited
• Nellore Transmission
Term: Till the date of his superannuation Limited (under the process
i.e., June 30, 2025 or until further orders of strike off. Certificate of
strike off pending from
Occupation: Service MCA)
DIN: 02772733
Age: 58 years
Nationality: Indian
Shri Shashank Misra H. No. 204, Block A, Central August 21, 2023 - MoP Office Order No.
S/o Late Shri Bhirgu Nath Misra Government Flats, DDU Marg, 46/8/2015-RE dated August
New Delhi - 110002 21, 2023
Government Nominee Director
Occupation: I.A.S.
DIN: 08364288
Age: 41 years
Nationality: Indian
Shri Manoj Sharma Flat no. 604, Plot no. 39B, July 11, 2023 • Power Finance MoP letter no. 27-
S/o Late Shri A.S. Sharma Santosh Apartment, Sector 6, Corporation Limited 46/1/2018-PFC/REC dated
Dwarka, New Delhi – 110075 • PFC Projects Limited July 11, 2023
Nominee Director of Power Finance • Jharkhand Infrapower
Corporation Limited Limited
• PFC Consulting Limited
Term: Until further orders from the • Bihar Mega Power Limited
Ministry of Power. • Deoghar Mega Power
Limited
Occupation: Service • PFC Infra Finance IFSC
DIN: 06822395 Limited
Age: 58 years
Nationality: Indian
Dr. Gambheer Singh Old ACS Bunglow, Kali badi November 15, • Samarpan Hospital Private MoP Order No. 46/2/2010-
S/o Late Shri Ben Singh Sendram Chowk, Near Vishesh Police 2021 Limited RE (Vol.-II) (Part-4) dated
Thana, Budhapara, Raipur, November 15, 2021
Independent Director Chhattisgarh – 495117, India
Occupation: Doctor
DIN: 02003319
Age: 55 years
Nationality: Indian
Dr. Manoj Manohar Pande Shinghaniya Nagar, Arni Road, November 15, - MoP Order No. 46/2/2010-
S/o Shri Manohar Vinayakrao Pande Yavatmal, Maharashtra – 2021 RE (Vol.-II) (Part-4) dated
445001, India November 15, 2021
Independent Director
23
Name, Designation, Term, Occupation, Residential Address Date of Other Directorships Appointment /
DIN, Age and Nationality Appointment / Resignation
Reappointment
Term: 3 years from the date of notification
of appointment or until further orders.
Occupation: Doctor
DIN: 09388430
Age: 52 years
Nationality: Indian
Dr. Durgesh Nandini Nikhil Nilyam, Near Khorabar December 30, - MoP Order No. 46/2/2010-
W/o Shri Ramji Tiwari Thana, Suba Bazar, Gorakhpur, 2021 RE (Vol.-II) (Part-4) dated
Uttar Pradesh – 273010, India 27.12.2021 read with
Independent Director resolution passed by
circulation on December 30,
Term: 3 years from the date of notification 2021
of appointment or until further orders.
Occupation: Educationist
DIN: 09398540
Age: 52 years
Nationality: Indian
Shri Narayanan Thirupathy Old No. 11, New No. 20, March 6, 2023 - MoP Order No. F.No.
S/o Shri Krishnan Thirupathy Sangam Apartments, Nehru 46/2/2010-RE (Vol II) (Part-
Nagar, 1st Main Road, Adyar, 4) dated March 3, 2023.
Independent Director Chennai, Tamilnadu - 600020
Occupation: Service
DIN:10063245
Age: 55 years
Nationality: Indian
None of the Directors of the Issuer appear in the RBI’s defaulter list and/or Export Credit Guarantee Corporation’s
default list as on March 31, 2024.
The Issuer has generally been complying with the requirements of corporate governance as prescribed under the
SEBI LODR. The Issuer has a total of eight (8) directors, out of which two (2) are whole time Directors including
the Chairman & Managing Director with additional charge of Director (Finance), one (1) is nominee director of
the Government of India, one (1) is nominee director of Power Finance Corporation Limited and four (4) are part-
time non-official Independent Directors.
In view of the above, as on the date of this Information Memorandum, the Issuer is in compliance with the
corporate governance requirements in respect of board composition envisaged under the SEBI LODR.
24
December 30, 2021
Smt. Parminder 08530587 Nominee Director of February 4, 2022 July 11, 2023 Ceased to be a Director with effect from July
Chopra Power Finance 11, 2023,
Corporation Limited
(PFC)
Shri Sudhir 05254178 Chairman & Managing February 22, 2022 May 9, 2022 Ceased to be a Director with effect from
Kumar Director (Additional May 10, 2022 on appointment as Secretary,
Gangadhar Charge) Department of Justice, Ministry of Law &
Rahate Justice
Shri Ravinder 00278074 Chairman & Managing May 10, 2022 May 16, 2022 Ceased to be a Director with effect from
Singh Dhillon Director (Additional May 17, 2022 due to appointment of Shri
Charge) Vivek Kumar Dewangan in the position of
CMD.
Shri Vivek 01377212 Chairman & Managing May 17, 2022 Continuing Appointment pursuant to ACC
Kumar Director communication no. 36/02/2022-EO (SM-I)
Dewangan dated May 13, 2022 and MoP Order No.
46/2/2019-RE dated May 18, 2022 read with
joining documents.
Shri Vijay 02772733 Director (Projects) July 15, 2022 Continuing Appointment pursuant to MoP Order No.
Kumar Singh 46/1/2022-RE (MOP) dated July 15, 2022.
Shri Vishal 08700132 Government Nominee September 7, 2021 September 13, 2022 Ceased to be a Director with effect from
Kapoor Director September 14, 2022 pursuant to MoP Order.
Shri Piyush 07492389 Government Nominee September 14, 2022 August 21, 2023 Ceased pursuant to MoP Office Order No.
Singh Director 46/8/2015-RE dated August 21, 2023
Shri Narayanan 10063245 Independent Director March 6, 2023 Continuing Appointed pursuant to MoP Order No. F.No.
Thirupathy 46/2/2010-RE (Vol II) (Part-4) dated March
3, 2023.
Shri Manoj 06822395 Nominee Director of July 11, 2023 Continuing MoP letter no. 27-46/1/2018-PFC/REC
Sharma Power Finance dated July 11, 2023
Corporation Limited
(PFC)
Shri Shashank 08364288 Government Nominee August 21, 2023 Continuing Appointed pursuant to MoP Office Order
Misra Director No. 46/8/2015-RE dated August 21, 2023
Shri Ajoy 06629871 Director (Finance) June 1, 2020 January 31, 2024 Ceased to be a Director with effect from
Choudhury February 1, 2024
25
SECTION IX
DISCLOSURES
There shall be no financial or other material interest of the Directors or Key Managerial Personnel or senior management
or Promoter (i.e. PFC) in the offer of Bonds.
Except as otherwise stated in “Financial Statements – Related Party Transactions” REC has not entered into any
contract, agreements and arrangement during the 3 (three) financial years preceding the date of this Information
Memorandum in which the Directors are interested directly or indirectly and no payments have been made to them in
respect of such contracts or agreements. All the Directors may be deemed to be interested to the extent of fees, if
any, payable to them for attending meetings of the Board or a committee thereof, as well as to the extent of other
remuneration and reimbursement of expenses payable to them.
Kindly refer to paragraph 9.3 of this Section IX “Regulatory Disclosures” below for details of remuneration paid to the
Directors of REC. Kindly refer to paragraph 9.3.3.2 of this Section IX “Regulatory Disclosures” for shareholding of
the Directors in REC.
All Key Managerial Personnel or senior management may be deemed to be interested to the extent of remuneration and
reimbursement of expenses, if any, payable to them, as well as to the extent of shareholding held by them in REC.
The Promoter may be deemed to be interested to the extent of shareholding held in the Issuer.
9.2.1 PFC may be involved in various legal proceedings including taxation related proceedings, before various
courts and other forums in the ordinary course of business and may have received directions in this regard.
9.2.2 Since the GOI is a part of the Promoter Group of the Issuer, it is not possible to give details of litigations, legal
actions or directions pending or taken by any Ministry or Department of the GOI or a statutory authority
against the GOI during the last 3 (three) years.
9.3.1 Remuneration of Chairman and Managing Director and Whole Time Directors
The following table sets forth the details of remuneration paid to the whole-time directors during April 1, 2023 up
to December 31, 2023:
26
The following table sets forth the details of remuneration paid to the whole-time directors during FY 2022-23:
Salary & Allowances,
Perquisites, other
Name of the Director Performance linked Total (Rs.)
Benefits (Rs.)##
Incentive/Ex-gratia (Rs.) #
Shri Vivek Kumar Dewangan, 29,27,661/- 63,358/- 29,91,019/-
IAS (MN: 1993), CMD #####
-w.e.f 17-05-2022 to Present
Shri Ravinder Singh Dhillon, CMD #### - - -
-w.e.f 10-05-2022 to 16-05-2022
Shri S.K.G. Rahate, IAS (JH:1990), CMD - - -
-w.e.f 22-02-2022 to 09-05-2022
Shri Ajoy Choudhury, Director (Finance) -w.e.f. 01-06-2020. 88,51,048/- 6,06,713/- 94,57,761/-
Superannuated on 31-1-2024 and ceased to be a Director w,e.f. 1-2-2024
Shri. V K Singh, Director (Technical) 55,53,782 3,93,281/- 59,47,063/-
-w.e.f. 15-07-2022 to Present
The following table sets forth the details of remuneration paid to the whole-time Directors during FY 2021-22:
The following table sets forth the details of remuneration paid to the whole-time Directors during FY 2020-21:
27
9.3.2 Remuneration of Part-time Non official Directors
The following table sets forth the details of the sitting fees paid to the Independent / Nominee Director during
April 1, 2023 up to December 31, 2023:
Set forth below are the details of the sitting fees paid to Independent / Nominee Director during FY 2022-23:
Set forth below are the details of the sitting fees paid to Independent / Nominee Director during FY 2021-22:
Set forth below are the details of the sitting fees paid to Independent / Nominee Director during FY 2020-21:
9.3.3 Additional Details of Directors’ remuneration, and such particulars of the nature and extent of
their interests in the issuer (during the current year and preceding three financial years)
9.3.3.1 As on the date of this Information Memorandum, there is no remuneration payable to the Directors by
the subsidiary or associate company of the Issuer.
9.3.3.2 As on the date of this Information Memorandum, none of the Directors of the Issuer hold any Equity
Shares in the Issuer.
9.3.3.3 None of the Directors hold any equity shares in a subsidiary or associate company of the Issuer as on
December 31, 2023. Except as a nominee shareholder on behalf of the holding company.
28
9.3.3.4 None of the relatives of the Directors hold any office or place of profit in the Issuer, its subsidiary or
associate company.
9.3.3.5 None of the Directors of the Directors of the Issuer hold any interest in: (i) the promotion of the Issuer,
or (ii) in any immoveable property acquired by the Issuer in the 2 (two) years preceding the date of the
Information Memorandum or any immoveable property proposed to be acquired by the Issuer, or (iii) in
connection with the promotion or formation of the Issuer, where the interest of such a director consists
in being a member of a firm or company, the nature and extent of his interest in the firm or company, with
a statement of all sums paid or agreed to be paid to him or to the firm or company in cash or shares or
otherwise by any person either to induce him to become, or to help him qualify as a director, or otherwise
for services rendered by him or by the firm or company.
Related party transactions entered during the last 3 (three) Financial Years immediately preceding the year of circulation
of this Information Document and the and half year ended September 30, 2023 including with regard to loans made
or guarantees given or securities provided:
RECPDCL
Debt Securities 45.44 54.44 57.44 57.44
Other Financial Assets 7.69 6.7 5.98 4.16
Other Financial Liabilities 4.12 1.43 6.1 5.57
REC Foundation
Other Non Financial Assets 1.61 - 1.2 1.54
29
Details of transactions with related parties:
(Rs.in Crores)
Sept 2023 (FY FY 2022- FY 2021- FY 2020-
Particulars 2023-24) 23 22 21
Power Finance Corporation Ltd.
Dividend Paid 1,018.71 1,642.40 1,269.22 1,143.44
Directors' Sitting Fee 0.02 - 0.08 0.1
Loan Repayable on Demand Raised - - 3,000.00
Recovery of Expenses incurred in Govt. Programmes 0.36 3.54 - -
Finance Cost on Loan Repayable on Demand from Power Finance Corporation
- 14.47 0.49
Ltd.
REC PDCL
Govt. funds disbursed - 0.18 0.11 -
Redemption of the bonds of the company - 12 - -
Apportionment of Employee Benefit and Other Expenses 9.06 18.37 19.97 8.96
Dividend Income 23.4 27.45 22.43 8.43
Rental Income 3.5 4.34 4.88 -
Other Income 4.8 2.58 - -
Finance Costs - Interest Paid 3.7 4.51 4.56 0.85
Other Expenses 2.04 3.54 12.45 7.98
Limit assigned by REC to ACPL with Ultimate benficiary being REC PDCL 19.8 - - -
Investment 0.3 - - -
REC TPCL
Subscription to Bonds of the company - - -
Govt. funds disbursed - - -
Apportionment of Employee Benefit and Other Expenses - - 4.42
Dividend Income - - -
Finance Costs - Interest Paid - - 3.71
Other Expenses - - -
30
9.5 REFERENCE TO THE RELEVANT PAGE NUMBER OF THE AUDIT REPORT WHICH
SETS OUT THE DETAILS OF THE RELATED PARTY TRANSACTIONS ENTERED
DURING THE THREE FINANCIAL YEARS IMMEDIATELY PRECEDING THE ISSUE OF
THE INFORMATION MEMORANDUM
As on the date of this Information Memorandum, there are no pending proceedings initiated against the
Issuer for economic offences.
There is no pending litigation involving the Issuer, Promoter, Directors, subsidiaries, group companies
or any other person, whose outcome could have material adverse effect on the financial position of the
Issuer, which may affect the relevant Issue of Bonds or the Eligible Investor’s decision to invest /
continue to invest in the Bonds.
There have been no inquiry, inspection or investigation initiated or conducted against the Issuer or its
subsidiaries under securities laws, the Companies Act or any previous company law in the last 3 (three)
years immediately preceding the year of circulation of this Information Memorandum. Further there was
no prosecution filed, fines imposed, compounding of offences against the Issuer or its subsidiaries in the
last 3 (three) years immediately preceding the year of circulation of this Information Memorandum.
There has been no act of material fraud committed against the Issuer in the last 3 (three) years
immediately preceding the year of circulation of this Information Memorandum.
9.10 ANY DEFAULT IN ANNUAL FILING OF THE ISSUER UNDER THE COMPANIES ACT AND
THE RULES MADE THEREUNDER
As on the date of this Information Memorandum, there has been no default in annual filing of the Issuer
under the Companies Act and the rules made thereunder.
31
9.11 NAME AND ADDRESS OF THE VALUER WHO PERFORMED VALUATION OF THE
SECURITY OFFERED, AND BASIS ON WHICH THE PRICE HAS BEEN ARRIVED AT
ALONG WITH REPORT OF THE REGISTERED VALUER, AND RELEVANT DATE WITH
REFERENCE TO WHICH THE PRICE HAS BEEN ARRIVED AT
Not applicable.
9.12 CHANGE IN CONTROL, IF ANY, IN THE ISSUER THAT WOULD OCCUR SUBSEQUENT
TO THE PRIVATE PLACEMENT OF BONDS
There will be no change in control in the Issuer pursuant to the private placement of the Bonds.
As on the date of this Information Memorandum, there are no significant and material orders passed by
the regulators, courts and tribunals impacting the going concern status of the Issuer and its future
operations.
9.14 PROJECT COST AND MEANS OF FINANCING IN CASE OF FUNDING OF NEW PROJECT
REC is in the business of on-lending to the power sector. Accordingly, the project costs of the relevant
borrower(s) in the power sector is not relevant to REC.
There are no material events or development or change as on date of this Information Memorandum,
which affects the Issue or an Eligible Investor’s decision to invest / continue to invest in the Bonds.
Details with respect to qualifications, reservations and adverse remarks of the auditors of the Issuer in
the last five financial years immediately preceding the year of circulation of the Information
Memorandum and their impact on the financial statements and financial position of the Issuer and the
corrective steps taken and proposed to be taken by the Issuer for each of the said qualifications,
reservations and adverse remarks are given as under:
Not applicable.
32
9.18 PROJECT DETAILS: GESTATION PERIOD OF THE PROJECT; EXTENT OF PROGRESS
MADE IN THE PROJECT; DEADLINES FOR COMPLETION OF THE PROJECT; THE
SUMMARY OF THE PROJECT APPRAISAL REPORT (IF ANY), SCHEDULE OF
IMPLEMENTATION OF THE PROJECT
Not applicable.
Not applicable.
The annual reports of the Issuer for the last 3 (three) Financial Years are available at:
https://recindia.nic.in/annual-reports
9.21 REFUSAL OF LISTING OF ANY SECURITY OF THE ISSUER DURING LAST THREE
FINANCIAL YEARS AND THE CURRENT FINANCIAL YEAR BY ANY OF THE STOCK
EXCHANGES IN INDIA OR ABROAD
Not applicable.
To augment long-term resources of the Issuer for the purpose of carrying out its functions authorized
under the object clause of the Memorandum of Association of the Issuer.
The Issuer has not obtained any expert opinions in connection with the Information Memorandum.
REC hereby confirms that it is entitled to raise money through current issue of Bonds without the consent
/ permission / approval from the bondholders / trustees / lenders / other creditors of REC. However, in
case of such requirement arises, the same would be obtained in due course and would be shared with the
Bond Trustee.
Neither the Issuer, PFC, nor any of the current directors of the Issuer have been declared as wilful
defaulters.
Name of Year in which Outstanding Name of entity Steps taken for Other Any other
Bank entity is amount at the declared as removal from disclosures disclosures
declaring declared as time of wilful defaulter list of wilful
entity to be wilful defaulter declaration defaulter
wilful
defaulter
NIL NIL NIL NIL NIL NIL NIL
33
9.26 RESOLUTIONS
9.26.1 The Board Resolution dated March 27, 2024 is attached as Annexure IV.
9.26.2 The shareholder resolution dated September 6, 2023, under Section 180 (1) (a) of the Companies
Act, is attached as Annexure IV. Pursuant to a resolution passed by the shareholders at the
annual general meeting on September 6, 2023 with respect to the provisions of the Section 180
(1) (a) of Companies Act, the Board has been authorised to create create charge, hypothecation,
mortgage on any movable and/ or immovable properties/ assets of the Issuer wheresoever
situated, both present and future and on the whole or substantially the whole of the undertaking
or the undertakings of the Issuer in favor of any banks, financial institutions, hire purchase/lease
companies, body corporate or any other persons on such terms and conditions as the Board may
think fit, for the benefit of the Issuer and as agreed between Board and lender(s) towards security
for borrowing of funds from time to time, not exceeding Rs. 6,00,000 Crore in Indian Rupees
and in any foreign currency equivalent to USD 20 billion, for the purposes of the business of
the Issuer, or otherwise as per the requirements of the Companies Act, read with the Companies
(Management and Administration) Rules, 2014 and any other statutory and procedural
formalities to be complied with in this regard.
9.26.3 The shareholder resolution dated September 6, 2023, under Section 180 (1) (c) of the Companies
Act, is attached as Annexure IV. Pursuant to a resolution passed by the shareholders at the
annual general meeting on September 6, 2023 with respect to the provisions of the Section 180
(1) (c) of Companies Act, the Board has been authorised to borrow such sums of money, not
exceeding Rs. 6,00,000 Crore in Indian Rupees and in any foreign currency equivalent to USD
20 billion, for the purposes of the business of the Issuer, notwithstanding that the moneys to be
borrowed together with the moneys already borrowed by the Issuer (apart from temporary loans
obtained from the Issuer’s bankers, in the ordinary course of the business) would exceed the
aggregate of the Issuer’s paid-up capital and free reserves.
34
SECTION X
RISK FACTORS
The management of the Issuer believe that the following factors may affect the Issuer’s ability to fulfil its obligations
under the Bonds. All of these factors are contingencies which may or may not occur and the Issuer is not in a position
to express a view on the likelihood of any such contingency occurring. These risks may include, among others, business
aspects, equity market, bond market, interest rate, market volatility and economic, political and regulatory risks and
any combination of these and other risks. Prospective Eligible Investors should carefully consider all the information
in this Information Memorandum, including the risks and uncertainties described below, before making an investment
in the Bonds. To obtain a complete understanding, prospective Eligible Investors should read this section in conjunction
with the remaining sections of this Information Memorandum, as well as the other financial and statistical information
contained in this Information Memorandum. If any of the following risks, or other risks that are not currently known
or are now deemed immaterial, actually occur, the Issuer’s business, results of operations and financial condition could
suffer, the price of the Bonds could decline, and the Eligible Investor may lose all or part of their investment. More than
one risk factor may have simultaneous effect with regard to the Bonds such that the effect of a particular risk factor may
not be predictable. In addition, more than one risk factor may have a compounding effect which may not be predictable.
No assurance can be given as to the effect that any combination of risk factors may have on the value of the Bonds. The
inability of the Issuer to pay interest, principal or other amounts on or in connection with the Bonds may occur for other
reasons which may not be considered significant risks by the Issuer based on information currently available to them
or which they may not currently be able to anticipate. The Eligible Investor must rely on its own examination of the
Issuer and this Issue, including the risks and uncertainties involved. The Eligible Investor should carefully consider
all the information in this Information Memorandum, including the risks and uncertainties described below before
making an investment in the Bonds. The risks and uncertainties described in this section are not the only risks
that the Issuer currently faces. Additional risks and uncertainties not known to the Issuer or that it currently
believes to be immaterial may also have an adverse effect on its business, prospects, results of operations and
financial condition.
1. The Issuer’s business, and the industry in which it conducts its business, are dependent on the policies and
support of the Government and the Issuer is susceptible to changes to such policies and the level of support
we receive. If the changes in Government policies, are not in favour of the Issuer’s business, then the same
are likely to adversely affect its business, financial condition and results of its operations. A situation may
occur where GOI may withdraw its support, tax incentives, etc., and can come up with the policies,
regulations or laws which may be inconsistent with the Issuer’s business objectives. Any such adverse
change in policies of the GOI may affect the Issuer’s business.
2. The Issuer has a significant concentration of outstanding loans to certain borrowers and if the loans to these
borrowers become non-performing, the quality of the Issuer’s asset portfolio may be adversely affected.
3. The Issuer’s competitive efficiency is dependent on the Issuer’s ability to maintain a low and effective cost
of funds; if the Issuer is unable to do so, it could have a material adverse effect on its business, financial
condition and results of its operations.
4. Prepayment penalties may be imposed in respect of any prepayment of the Issuer’s financial indebtedness.
5. The Issuer’s statutory auditors included certain emphasis of matters in their annexure to auditor’s reports
on its audited financial statements for Fiscals 2021, 2022 and 2023.
6. The Issuer may face asset liability mismatches, which could affect its liquidity and consequently have a
material and adverse effect on its business, financial performance and results of operations.
7. If the Issuer is unable to manage its growth effectively, its business and financial results could be adversely
affected.
35
8. Any negative trends or financial difficulties, particularly among the borrowers and borrower groups to
whom the Issuer has the greatest exposure, including state electricity boards and public sector undertakings,
could increase the level of non-performing assets in its portfolio and that may make it unable to service its
outstanding indebtedness. Certain state electricity boards which were the Issuer’s borrowers have been
restructured and the Issuer may not have transferred liabilities related with loans to the newly formed entity,
which may affect the Issuer’s ability to enforce the applicable provisions of the original agreement.
9. The Issuer is involved in large number of litigations and any adverse decision in these cases may affect its
financial conditions.
10. The Issuer is currently engaged in foreign currency borrowings and is likely to do so at increased levels in
the future, which will expose it to fluctuations in foreign exchange rates and if the Issuer is unable to hedge
the risk effectively, it could adversely affect its business, financial condition and results of operations.
11. The Issuer is susceptible to the volatility in interest rates in its operations and therefore may be adversely
affected due to the fluctuation in interest rates.
12. The Government, through PFC, continues to exercise control over the Issuer, and therefore it can determine
the outcome of shareholder voting and influence the Issuer’s operations.
13. There may be challenges as a result of, or difficulties in realising the benefits of the acquisition by PFC,
or any future merger of the Issuer with PFC’s business and/or successfully integrating the Issuer’s
business with PFC’s or (in the event of a merger) the merged business.
14. The Government may sell all or part of its shareholding in PFC, and/or PFC may sell all or part of its
shareholding in the Issuer, which may result in a change in control of the Issuer.
15. Failure to manage any acquisition that the Issuer makes may cause its profitability to suffer.
16. An inability to develop or implement effective risk management policies and procedures could expose the
Issuer to unidentified risks or unanticipated levels of risk.
17. The Issuer takes advantage of certain tax benefits available to it as a lending institution. If these tax benefits
were reduced or are no longer available to the Issuer, it would adversely affect its profitability.
18. The Issuer may not have obtained sufficient security and collateral from its borrowers, or it may not be
able to recover or enforce, or there may be a delay in recovering or enforcing, the expected value from any
security and collateral.
19. The escrow account mechanism for the payment obligations of the Issuer’s state sector borrowers may not
be effective, which may reduce the Issuer’s recourse in the event of defaulted loans and could have a
material adverse effect on the Issuer’s business, financial condition and results of operations.
20. The Issuer has granted loans to the private sector on a non-recourse or limited recourse basis, which may
increase the risk of non-recovery and could expose it to significant losses.
21. Certain SEBs which were the Issuer’s borrowers have been restructured and the Issuer may not have
transferred the liabilities associated with its loans to the newly formed entities, which may affect its ability
to enforce the applicable provisions of the original loan agreements.
22. The Issuer’s contingent liabilities could adversely affect its financial condition.
23. The Issuer’s cash flow reflects negative cash flows from operations in view of presentation of borrowings
and lending in different categories. There is no assurance that such negative cash flow from operations will
not recur in future Fiscal periods and in case it recurs, then it may adversely affect the Issuer’s business.
36
24. The Issuer’s success depends largely upon its management team and skilled personnel. The Issuer’s ability
to attract and retain such persons and disassociation of its key personnel could adversely affect its business
and ability to pursue its growth strategies.
25. The Issuer’s borrowers’ insurance of assets may not be adequate to protect them against all potential losses
to which they may be subject, which could affect the Issuer’s ability to recover the loan amounts due to
the Issuer’s from these borrowers.
26. The Issuer is subject to restrictive covenants in the agreements entered into with certain banks and financial
institutions for its borrowings, such as maintaining credit ratings, financial ratios, etc. Such restrictive
covenants may restrict its operations or ability to expand and may adversely affect its business. Further
non-compliance by the Issuer’s borrowers to comply with terms and conditions such as security and
insurance etc. will affect the Issuer’s ability to recover the loan.
27. The power sector financing industry is becoming increasingly competitive and the Issuer’s profitability
and growth will depend on its ability to compete effectively and maintain a low effective cost of funds so
as to maintain its interest income and grow its portfolio of assets.
28. Power projects carry certain risks that, to the extent they materialize, could adversely affect the Issuer’s
business, financial condition and results of operations.
29. Logistics and infrastructure sectors carry certain risks that, to the extent they materialize, could adversely affect
the Issuer’s business, financial condition and results of operations.
30. Negative trends in the Indian power sector or the Indian economy could adversely affect the Issuer’s
business, financial condition and results of operations.
31. Material changes in the regulations that govern the Issuer and its borrowers could cause the Issuer’s
business to suffer.
32. The Issuer may fail to obtain certain regulatory approvals in the ordinary course of its business in a timely
manner or at all, or to comply with the terms and conditions of its existing regulatory approvals and
licences, which may have a material adverse effect on the continuity of its business and may impede its
effective operations in the future.
33. The Issuer is no longer exempted from the applicability of certain prudential norms by the RBI and this
may affect its business.
34. The Issuer is involved in a number of legal and tax-related proceedings. Any unfavorable development in
these proceedings or in other proceedings in which the Issuer become involved could have a material
adverse effect on its business, financial condition and results of operation.
35. The Issuer is subject to stringent labor laws and trade union activity and any work stoppage could have an
adverse material effect on its business, financial condition and results of operations.
36. Some of the Issuer’s immovable properties may have certain irregularities in title, as a result of which its
operations may be impaired.
37. A global outbreak of an infectious disease such as COVID-19 or any other serious public health concerns
could have a material adverse effect on the Issuer’s business, financial condition and results of operations
and could cause the trading price of the Bonds to decrease.
38. The Issuer has invested in debt instruments that may carry interest at a lower rate than the prevailing market
rate.
39. Changes in legislation (including tax legislation) or policies applicable to the Issuer could adversely affect
its results of operations.
37
40. The Issuer’s insurance may not be adequate to protect it against all potential losses to which it may be
subject.
41. Any cross default of financial indebtedness may trigger payment to all other borrowings made by the Issuer,
thereby adversely affecting the liquidity position of the Issuer, and which may adversely affect its financial
condition.
42. The Issuer has entered, and may enter, into certain transactions with related parties, which may not be on
an arm’s length basis or which may lead to conflicts of interest.
43. The Issuer may not be in compliance with certain regulations such as corporate governance, etc., and the
same may result in imposition of penalties.
44. The Directors may have interests in companies/entities similar to the Issuer, which may result in a conflict
of interest that may adversely affect future financing opportunity referrals and there can be no assurance
that these or other conflicts of interest will be resolved in an impartial manner.
45. Any downgrading of our debt rating or India’s sovereign rating by a credit rating agency could have a
negative impact on the Issuer’s business.
46. The security of the Issuer’s IT systems may fail and adversely affect the Issuer’s business, operations,
financial condition and reputation.
47. If the level of credit impaired assets or non-performing assets in the Issuer’s loan portfolio were to increase,
its financial condition would be adversely affected.
48. Depreciation of the Rupee against foreign currencies may have an adverse effect on the Issuer’s results of
operations and financial conditions.
49. A decline in India’s foreign exchange reserves may affect liquidity and interest rates in the Indian economy,
which could have an adverse impact on the Issuer. A rapid decrease in reserves would also create a risk of
higher interest rates and a consequent slowdown in growth.
50. The Issuer may have a risk of prepayment penalty in respect of its financial indebtedness.
51. The security of the Issuer’s information technology systems may fail and adversely affect its business,
operations, financial condition and reputation.
52. The Issuer may in the future conduct additional business through joint ventures and strategic partnerships,
exposing it to certain regulatory and operating risks.
53. This Information Memorandum includes certain unaudited financial information, which has been subject
to limited review, in relation to the Issuer. Reliance on such information should, accordingly, be limited.
1. The Issuer’s ability to pay Coupon and Redemption Amounts depends on variety of factors including its
financial conditions, Indian and global market conditions, event of bankruptcy, winding up and liquidation.
The Issuer cannot assure the Eligible Investor of payment of Coupon or Redemption Amount in a timely
manner or at all.
2. No debenture redemption reserve is envisaged against the Bonds being issued under the terms of this
Information Memorandum. In absence of a debenture redemption reserve, the Eligible Investors may find
it difficult to recover their money.
38
3. The income tax department may or may not grant benefit of Section 54EC of the Income Tax Act, 1961 to
an Eligible Investor even after investment in REC’s 54EC Bonds. Even if the income tax department does
not grant any benefit under Section 54EC of the Income Tax Act, 1961, the Bonds shall stay under lock in
for a period of 5 (five) years from the respective Deemed Date of Allotment.
4. The Bonds may have limited liquidity and there may be limited trading of these Bonds.
9. Decisions may be made on behalf of all Bondholders that may be adverse to the interests of individual
Bondholders.
11. Trading prices of the Bonds are influenced by numerous factors, including the operating results, business
and/or financial conditions of the Issuer, political, economic, financial and any other factors that can affect
the capital markets, the business or the Issuer.
12. Investment in Bonds involves the risk that subsequent changes in market interest rates may adversely affect
the value of the Bonds.
13. Credit ratings assigned to the Bonds may not reflect all the risks associated with an investment in those
Bonds.
14. There is no guarantee that the Bonds will be listed on the stock exchanges in a timely manner or at all.
15. Any down grading in rating of bonds will affect the prices of the Bonds.
16. While the Bonds will be secured against a charge to the tune of 100% of the principal and interest amount
in favour of the Bond Trustee, and it is the duty of the Bond Trustee to monitor that the security is
maintained, however, the possibility of recovery of 100% of the amount shall depend on the market scenario
prevalent at the time of enforcement of the security.
RISKS RELATING TO THE POWER SECTOR AND POWER SECTOR FINANCING IN INDIA
1. Private participation in the power sector in India depends on the continued growth of the Indian economy
and regulatory developments in India. Any adverse change in policy, implementation or industry demand
may adversely affect the Issuer.
2. Power projects carry various project specific and general risk, which are beyond control of the Issuer
including non-conversion of letter of assurance or memorandum of understanding by coal suppliers into
binding fuel supply agreement, delays in development of captive coal mines, adverse changes in demand
for, or the price of, power generated or distributed by the projects to which the Issuer lends, the willingness
and ability of consumers to pay for the power produced by projects to which the Issuer lends, increased
cost due to environmental changes, etc. Any adverse change in such conditions may affect the Issuer’s
business.
39
3. Setting up and operating power projects in India requires a number of approvals and permits, and the failure
to obtain or renew them in a timely manner may adversely affect the operations of our borrowers and in
turn adversely affect the quality of the Issuer’s loans.
4. Shortages in the supply of crude oil, natural gas or coal (domestic and imported) could adversely affect the
Indian economy and the power sector projects to which the Issuer has exposure.
5. The Issuer is exposed to project execution and construction delays faced by domestic power companies.
6. Changes in environment standards in relation to power projects impose significant risks to the Issuer’s
business.
1. A slowdown in economic growth in India could adversely impact the Issuer’s business. The Issuer’s
performance and the growth of its business are necessarily dependent on the performance of the overall
Indian economy.
2. Inflation in India could have an adverse effect on the Issuer’s profitability and, if significant, on the Issuer’s
financial condition
3. Political instability or changes in the Government could delay the liberalization of the Indian economy and
adversely affect economic conditions in India generally.
4. The Issuer’s ability to raise foreign funds may be constrained by Indian law.
5. Terrorist attacks, civil unrest and other acts of violence or war involving India and other countries could
adversely affect the financial markets.
6. Natural calamities could have a negative impact on the Indian economy and the Issuer’s business.
7. Difficulties faced by other financial institutions or the Indian financial sector generally could have an
impact on the business of the Issuer.
8. Any downgrade of India’s sovereign rating by a credit rating agency could have a negative impact on the
Issuer’s business, financial condition and results of operations.
9. Direct capital market access by the Issuer’s borrowers could adversely affect it.
10. Certain global economic conditions have been unprecedented and challenging and have had, and continue
to have, an adverse effect on the Indian financial markets and the Indian economy in general.
11. The risks to financial stability could adversely affect the Issuer’s business.
12. The Issuer’s business and activities are regulated by the Competition Act, 2002 (the Competition Act) and
any application of the Competition Act to the Issuer may be unfavorable or have an adverse effect on the
Issuer’s business, financial condition and results of operations.
13. Changing laws, rules and regulations and legal uncertainties, including adverse application of corporate
and tax laws, may adversely affect the Issuer’s business, prospects, results of operations and financial
condition.
14. The insolvency and bankruptcy code in India may affect the Issuer’s right to recover loans from its
borrowers.
40
15. A slow-down in economic growth of India including due to the COVID-19 pandemic, shortages in the
supply of crude oil, natural gas or coal, political instability, labour unrest, strikes, or changes in the
government, international financial regulations, natural calamity, pandemic, epidemic, act of terrorism,
war, riot etc. may affect the Issuer’s business. Any adverse change in such conditions may result in
difficulties in obtaining funding on attractive terms.
16. Any adverse revisions to India’s sovereign credit ratings for domestic and international debt by credit rating
agencies may adversely impact the interest rates and other commercial terms at which such financing is
available to the Issuer.
17. The Indian capital market is developing and maturing at good pace and the same may cause a shift in the
pattern of power sector financing. In case the Issuer’s borrowers start directly accessing the market, it may
affect the Issuer’s business.
41
SECTION XI
CAPITAL STRUCTURE
11.1 DETAILS OF SHARE CAPITAL AS AT QUARTER END DATED DECEMBER 31, 2023
The equity share capital of the Issuer, as at the Quarter End dated December 31, 2023, is set forth below:
(Rs.in Crores, except share data)
Aggregate value at nominal
value
A) AUTHORISED SHARE CAPITAL
500,00,00,000 Equity Shares of face value of Rs.10/- each 5,000.00
B) ISSUED, SUBSCRIBED AND PAID UP SHARE CAPITAL
263,32,24,000 Equity Shares of face value of Rs.10/- each fully paid up 2,633.22
C) SECURITIES PREMIUM ACCOUNT AS ON DECEMBER 1,577.53
31, 2023
Note: Since the present offer comprises of issue of non-convertible Bonds, it shall not affect the paid-up Equity
Share capital or share premium account of the Issuer after the offer.
11.2 CHANGES IN THE CAPITAL STRUCTURE FOR LAST 3 (THREE) FINANCIAL YEARS AT
THE QUARTER END DATED DECEMBER 31, 2023
There is no change in the capital structure of the Issuer for the last 3 (three) years, as on Quarter End
dated December 31, 2023 except as stated below.
The Board of Directors, in its meeting held on June 30, 2022 had recommended the issue of bonus shares
in the ratio 1:3 i.e. 1 (one) bonus Equity Share of Rs. 10 (Rupees Ten) each fully paid-up for every 3
(three) existing Equity Shares of Rs. 10 (Rupees Ten) each fully paid-up. On August 9, 2022, the
shareholders of the Issuer approved the issuance of bonus shares in the ratio 1:3 (at a face value of Rs.
10 per equity share) and the Issuer declared August 18, 2022 as the record date for determining the
eligibility of shareholders for allotment of the bonus shares. The dispatch of physical share
certificates/credit of bonus Equity Shares was completed within 2 (two) months of approval of the Board.
11.3 EQUITY SHARE CAPITAL HISTORY OF THE COMPANY, FOR THE LAST THREE YEARS
There is no change in the capital structure of the Issuer for the last 3 (three) years, as on Quarter End
dated December 31, 2023 except as stated below.
Date of No. of Equity Face Issue Nature for Consideration in Cumulative Cumulativ Equity Share Cumulative
Issue/ Shares issued Value price allotment Cash/ other than number of e Share Capital issued Equity Share
allotment by the Issuer (Rs.) (Rs.) cash Equity Premium by the Issuer Capital (Rs.)
Shares (Rs.)
NA NA NA NA NA NA NA NA NA NA
The Issuer had issued bonus shares in the ratio 1:1 to the shareholders of the Issuer on September 30,
2016. Further, the Board of Directors, in its meeting held on June 30, 2022, had recommended the issue
of bonus shares in the ratio 1:3 i.e. 1 (one) bonus Equity Share of Rs. 10 (Rupees Ten) each fully paid-
up for every 3 (three) existing Equity Shares of Rs. 10 (Rupees Ten) each fully paid-up. On August 9,
2022, the shareholders of the Issuer approved the issuance of bonus shares in the ratio 1:3 (at a face value
of Rs. 10 per equity share) and the Issuer had declared August 18, 2022 as the record date for determining
the eligibility of shareholders for allotment of the bonus shares.
The Issuer has not undertaken any acquisition or amalgamation in the last 1 (one) year prior to this
Information Memorandum.
42
11.5 DETAILS OF REORGANIZATION OR RECONSTRUCTION IN THE LAST 1 (ONE) YEAR
The Issuer has not undergone any reorganization or reconstruction in the last 1 (one) year prior to this
Information Memorandum.
11.6 THE AGGREGATE NUMBER OF SECURITIES OF THE ISSUER AND ITS SUBSIDIARY
COMPANIES PURCHASED OR SOLD BY THE PROMOTER GROUP, AND BY THE
DIRECTORS OF THE COMPANY WHICH IS A PROMOTER OF THE ISSUER, AND BY THE
DIRECTORS OF THE ISSUER AND THEIR RELATIVES, WITHIN SIX MONTHS
IMMEDIATELY PRECEDING THE DATE OF THE INFORMATION MEMORANDUM
There have not been any securities of the issuer and its subsidiary companies purchased or sold by the
promoter group, and by the directors of the company which is a promoter of the Issuer, and by the
Directors of the Issuer and their relatives, within six months immediately preceding the date of the
Information Memorandum.
There will be no change in the shareholding pattern of the Issuer pursuant to the Issue of Bonds. The
table below represents the shareholding pattern of the Issuer as on Quarter ended December 31, 2023:
43
TABLE–I - SUMMARY STATEMENT HOLDING OF SPECIFIED SECURITIES
Category Category of Shareholder No of No of fully paid up equity No of No of Shares Total No of Shareholding as Number of Voting Rights held in each class of securities No of Shares Shareholding as a Number of Number of Shares Number of equity shares
Shareholders shares held Partly Underlying Shares Held a % of total no Underlying % assuming full Locked in Shares pledged or otherwise held in dematerialized
paid- Depository (VII) = of shares (As a Outstanding conversion of encumbered form
up Receipts (IV)+(V)+(VI) % of converttible convertible
equity (A+B+C2)) securities Securities (as a
shares (Including percentage of
held Warrants) diluted share
capital)
No of Voting Rights Total as a No. As a % No. As a % of
% of of total total
(A+B+C) Shares Shares held
held
Class X Class Y Total
(I) (II) (III) (IV) (V) (VI) (VII) (VIII) (IX) (X) (XI) (XII) (XIII) (XIV)
(A) Promoter & Promoter Group 1 1385993662 0 0 1385993662 52.63 1385993662 0 1385993662 52.63 0 52.63 0 0 0 0 1385993662
(B) Public 621577 1247230338 0 0 1247230338 47.37 1247230338 0 1247230338 47.37 0 47.37 0 0 0 0 1247207677
(C) Non Promoter-Non Public 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(C1) Shares underlying DRs 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(C2) Shares held by Employes Trusts 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Total: 621578 2633224000 0 0 2633224000 100.00 2633224000 0 2633224000 100.00 0 100.00 0 0.00 0 0.00 2633201339
44
TABLE –II - STATEMENT SHOWING SHAREHOLDING PATTERN OF THE PROMOTER AND PROMOTER GROUP
Category Category & Name of the Shareholder PAN No of No of No of No of Total No of Shareholding Number of Voting Rights held in each class of securities No of Shareholding Number of Number of Number of
Shareholders fully paid Partly Shares Shares Held as a % of Shares as a % Locked in Shares pledged equity shares
up equity paid- Underlying (IV+V+VI) total no of Underlying assuming full Shares or otherwise held in
shares up Depository shares Outstanding conversion of encumbered dematerialized
held equity Receipts (calculated converttible convertible form
shares as per securities Securities (as
held SCRR, 1957 (Including a percentage
(VIII) As a Warrants) of diluted
% of share
(A+B+C2 capital)
(VII)+(X) As
a % of
(A+B+C2)
No of Voting Rights Total as No. As a No. As a
a % of % of % of
(A+B+C) total total
Shares Shares
held held
Class X Class Total
Y
(I) (II) (III) (IV) (V) (VI) (VII) (VIII) (IX) (X) (XI) (XII) (XIII) (XIV)
(1) Indian
(a) Individuals/Hindu undivided Family 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0.00 0 0.00 0
(b) Central Government/State Government(s) 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0.00 0 0.00 0
President of India 0 0 0 0 0 0.00 0 0 0 0 0 0.00 0 0.00 0 0.00 0
(c) Financial Institutions/Banks 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0.00 0 0.00 0
(d) Any Other 1 1385993662 0 0 1385993662 52.63 1385993662 0 1385993662 52.63 0 52.63 0 0.00 0 0.00 1385993662
i) Bodies Corporate 1 1385993662 0 0 1385993662 52.63 1385993662 0 1385993662 52.63 0 52.63 0 0.00 0 0.00 1385993662
POWER FINANCE CORPORATION LIMITED AAACP1570H 1 1385993662 0 0 1385993662 52.63 1385993662 0 1385993662 52.63 0 52.63 0 0.00 0 0.00 1385993662
Sub-Total (A)(1) 1 1385993662 0 0 1385993662 52.63 1385993662 0 1385993662 52.63 0 52.63 0 0.00 0 0.00 1385993662
(2) Foreign
(a) Individuals (Non-Resident Individuals/Foreign Individuals 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0.00 0 0.00 0
(b) Government 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0.00 0 0.00 0
(c) Institutions 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0.00 0 0.00 0
(d) Foreign Portfolio Investor 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0.00 0 0.00 0
(e) Any Other 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0.00 0 0.00 0
i) Bodies Corporate 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0.00 0 0.00 0
Sub-Total (A)(2) 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0.00 0 0.00 0
Total Shareholding of Promoter and Promoter Group (A)=(A)(1)+(A)(2) 1 1385993662 0 0 1385993662 52.63 1385993662 0 1385993662 52.63 0 52.63 0 0.00 0 0.00 1385993662
45
TABLE III – STATEMENT SHOWING SHAREHOLDING PATTERN OF THE PUBLIC SHAREHOLDERS
Category Category & Name of the Shareholder PAN No of No of fully paid No of No of Total No of Shareholding Number of Voting Rights held in each class of securities No of Shareholding Number of Locked Number of Shares Number of Sub-categorization of shares
Shareholders up equity Partl Shares Shares Held as a % of Shares as a % in Shares pledged or equity shares
shares held y Underlying (IV+V+VI) total no of Underlying assuming full otherwise held in
paid- Depository shares Outstanding conversion of encumbered dematerialized
up Receipts (A+B+C2) converttible convertible form
equit securities Securities (as
y (Including a percentage
share Warrants) of diluted
s held share capital)
No of Voting Rights Total as N As a No. As a Shareholding (No. of shares) under
a % of o. % of % of
(A+B+C total total
) Share Share
s held s held
Class X Class Y Total Subcategory Subcategory Subcategory (iii)
(i) (ii)
(I) (II) (III) (IV) (V) (VI) (VII) (VIII) (IX) (X) (XI) (XII) (XIII) (XIV)
(1) Institutions (Domestic)
(a) Mutual Funds 35 219162569 0 0 21,91,62,569 8.32 21,91,62,569 0 21,91,62,569 8.32 0 8.32 0 0 0 0 219162569 0 0 0
HDFC TRUSTEE COMPANY LTD. A/C HDFC BALANCED ADVANTAGE FUND AAATH1809A 1 73875307 0 0 7,38,75,307 2.81 7,38,75,307 0 7,38,75,307 2.81 0 2.81 0 0 0 0 73875307 0 0 0
NIPPON LIFE INDIA TRUSTEE LTD-A/C NIPPON INDIA GROWTH FUND AAATR0090B 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(b) Venture Capital Funds 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(c) Alternate Investment Funds 36 16100706 0 0 1,61,00,706 0.61 1,61,00,706 0 1,61,00,706 0.61 0 0.61 0 0 0 0 16100706 0 0 0
(d) Banks 8 589584 0 0 5,89,584 0.02 5,89,584 0 5,89,584 0.02 0 0.02 0 0 0 0 589584 0 0 0
(e) Insurance Companies 28 122607287 0 0 12,26,07,287 4.66 12,26,07,287 0 12,26,07,287 4.66 0 4.66 0 0 0 0 122607287 0 0 0
(f) Provident / Pension Funds 1 14529732 0 0 1,45,29,732 0.55 1,45,29,732 0 1,45,29,732 0.55 0 0.55 0 0 0 0 14529732 0 0 0
(g) Asset Reconstruction Companies 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(h) Sovereign Wealth Funds 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(i) NBFCs registered with RBI 5 15671 0 0 15,671 0 15,671 0 15,671 0 0 0 0 0 0 0 15671 0 0 0
(e) Foreign Portfolio Investors Category II 49 18222509 0 0 1,82,22,509 0.69 1,82,22,509 0 1,82,22,509 0.69 0 0.69 0 0 0 0 18222509 0 0 0
Sub Total (B)(3) 3 1145084 0 0 11,45,084 0.04 11,45,084 0 11,45,084 0.04 0 0.04 0 0 0 0 1145084 0 0 0
(4) Non-Institutions
(a) Associate companies / Subsidiaries 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(b) Directors and their relatives (excluding independent directors and nominee directors) 1 1600 0 0 1600 0 1600 0 1600 0 0 0 0 0 0 0 1600 0 0 0
(c) Key Managerial Personnel 1 3922 0 0 3922 0 3922 0 3922 0 0 0 0 0 0 0 3922 0 0 0
(d) Relatives of promoters (other than ‘immediate relatives’ of promoters disclosed under ‘Promoter and Promoter Group’ category) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(e) Trusts where any person belonging to 'Promoter and Promoter Group' category is 'trustee', 'beneficiary', or 'author of the trust' 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(f) Investor Education and Protection Fund (IEPF) 1 205726 0 0 2,05,726 0.01 2,05,726 0 2,05,726 0.01 0 0.01 0 0 0 0 205726 0 0 0
(g) Resident Individuals holding nominal share capital up to Rs. 2 lakhs 663109 203523578 0 0 20,35,23,578 7.73 20,35,23,578 0 20,35,23,578 7.73 0 7.73 0 0 0 0 203523578 0 0 0
(h) Resident Individuals holding nominal share capital in excess of Rs. 2 lakhs 967 61480901 0 0 6,14,80,901 2.33 6,14,80,901 0 6,14,80,901 2.33 0 2.33 0 0 0 0 61480901 0 0 0
(i) Non Resident Indians (NRIs) 9832 15625441 0 0 1,56,25,441 0.59 1,56,25,441 0 1,56,25,441 0.59 0 0.59 0 0 0 0 15625441 0 0 0
(m) Any Other 12173 16947934 0 0 1,69,47,934 0.64 1,69,47,934 0 1,69,47,934 0.64 0 0.64 0 0 0 0 16947934 0 0 0
i) Clearing Member 84 840342 0 0 8,40,342 0.03 8,40,342 0 8,40,342 0.03 0 0.03 0 0 0 0 840342 0 0 0
vi) Resident HUF 11889 13605249 0 0 1,36,05,249 0.52 1,36,05,249 0 1,36,05,249 0.52 0 0.52 0 0 0 0 13605249 0 0 0
vii) Custodian 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
ix) Employees / Office Bearers 127 530205 0 0 5,30,205 0.02 5,30,205 0 5,30,205 0.02 0 0.02 0 0 0 0 530205 0 0 0
x) Foreign Bank 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
xi) Qualified Institutional Buyer 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Sub Total (B)(4) 688324 330696388 0 0 33,06,96,388 12.56 33,06,96,388 0 33,06,96,388 12.56 0 12.56 0 0 0 0 330674772 0 0 0
Total Public Shareholding (B) = (B)(1)+(B)(2)+(B)(3)+(B)(4) 689191 1247230338 0 0 1,24,72,30,338 47.37 1,24,72,30,338 0 1,24,72,30,338 47.37 0 47.37 0 0 0 0 1247208722 0 0 0
46
TABLE IV - STATEMENT SHOWING SHAREHOLDING PATTERN OF THE NON PROMOTER - NON PUBLIC SHAREHOLDER
Categor Category & Name of the Shareholder PA No of No of No of No of Total No Shareholdin Number of Voting Rights held in each No of Shareholdin Number of Number of Number of
y N Shareholde fully Partl Shares of Shares g as a % of class of securities Shares g as a % Locked in Shares equity shares
rs paid y Underlyin Held total no of Underlying assuming Shares pledged or held in
up paid- g (IV+V+V shares Outstandin full otherwise dematerialize
equit up Depositor I) (A+B+C2) g conversion encumbered d form
y equit y Receipts converttibl of
share y e securities convertible
s held share (Including Securities
s held Warrants) (as a
percentage
of diluted
share
capital)
No of Voting Rights Total as No As a No As a
a % of . % of . % of
(A+B+C total total
) Share Share
s held s held
Clas Clas Tota
sX sY l
(I) (II) (III) (IV) (V) (VI) (VII) (VIII) (IX) (X) (XI) (XII) (XIII) (XIV)
(1) Custodian/DR Holder
Name of DR Holder (if available) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Sub-Total (C)(1) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(2) Employee Benefit Trust (under SEBI(Share based Employee Benefit) 0 0 0 0 0 0.00 0 0 0 0.00 0 0.00 0 0.00 0 0 0
Regulations 2014)
Sub-Total (C)(2) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Total Non-Promoter- Non Public Shareholding (C)= (C)(1)+(C)(2) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
47
11.8 TOP TEN SHAREHOLDERS OF THE ISSUER AND THE NUMBER OF EQUITY SHARES
HELD BY THEM, AS ON THE QUARTER END DATED DECEMBER 31, 2023
Sr. Name of shareholder No. of Equity Shares No. of Equity Shares Total
No. held* held in dematerialised shareholding
form as a
percentage
of the total
number of
Equity
Shares
1. POWER FINANCE CORPORATION LTD 1385993662 1385993662 52.63%
2. HDFC TRUSTEE COMPANY LTD. A/C HDFC BALANCED
73875307 73875307 2.81%
ADVANTAGE FUND
3. HDFC LIFE INSURANCE COMPANY LIMITED 23116331 23116331 0.88%
4. NIPPON LIFE INDIA TRUSTEE LTD-A/C NIPPON INDIA QUANT
22098174 22098174 0.84%
FUND
5. LIFE INSURANCE CORPORATION OF INDIA - P & GS FUND 20596483 20596483 0.78%
6. TATA AIG GENERAL INSURANCE COMPANY LIMITED 20275340 20275340 0.77%
7. DSP FLEXI CAP FUND 18701330 18701330 0.71%
8. VANGUARD EMERGING MARKETS STOCK INDEX FUND, A
SERIES OF VANGUARD INTERNATIONAL EQUITY INDEX 16957650 16957650 0.64%
FUNDS
9. VANGUARD TOTAL INTERNATIONAL STOCK INDEX FUND 16951497 16951497 0.64%
10. MAX LIFE INSURANCE COMPANY LIMITED A/C -
ULIF01425/03/08LIFEDYNOPP104 - DYNAMIC OPPORTUNITIES 15004212 15004212 0.57%
FUND
Total 1613569986 1613569986 61.27%
*PAN based shareholding.
48
SECTION XII
FINANCIAL INDEBTEDNESS
As on December 31, 2023, the Issuer had total outstanding borrowing of Rs. 4,32,555.53 Crores. The following
table sets forth the Issuer’s indebtedness classified by Rupee-denominated and foreign currency-denominated
sources and the percentages such resources constituting the total indebtedness as on December 31, 2023, March
31, 2023, 2022, and 2021. The Rupee equivalents of foreign currency-denominated debts (other than those that
are already fully hedged) are translated with reference to rates of exchange prevailing as at the end of all the
periods indicated.
(All figures are in (Rs.) Crores, except percentages)
As on December 31, 2023 As on March 31
Resource
2023 2022 2021
Denomination
Amount % Amount % Amount % Amount %
Rupee 3,16,504.63 73.17% 2,80,752.16 74.94% 251,031.92 76.80% 2,69,695.47 83.62%
Foreign currency 1,16,050.90 26.83% 93.864.26 25.06% 75812.36 23.20% 52,815.53 16.38%
Total 4,32,555.53 100.00% 3,74,616.42 100.00% 326,844.28 100% 3,22,511 100%
49
12.4 DETAILS OF ALL DEFAULT/S AND/OR DELAY IN PAYMENTS OF STATUTORY DUES,
INTEREST AND PRINCIPAL OF ANY KIND OF TERM LOANS, DEBT SECURITIES,
COMMERCIAL PAPER (INCLUDING TECHNICAL DELAY) AND OTHER FINANCIAL
INDEBTEDNESS INCLUDING CORPORATE GUARANTEE OR LETTERS OF COMFORT
ISSUED BY THE ISSUER, IN THE PAST 3 (THREE) FINANCIAL YEARS, UP TO MARCH
31, 2024
12.4.1 The Issuer has not defaulted on payment of any kind of statutory dues to the GOI, state
government(s), statutory/ regulatory bodies, authorities, departments etc., since inception.
12.4.2 The main constituents of the Issuer’s borrowings are generally in form of
debentures/bonds/debt securities, commercial paper, medium term notes, external commercial
borrowings, loans from banks and financial institutions, assistance from multilateral and
bilateral financing agencies etc. In respect of such borrowings, the Issuer certifies that, in the
past three financial years and the current financial year up to March 31, 2024:
(i) the Issuer has serviced all the principal and interest liabilities on all its borrowings on time
and there has been no instance of delay or default (including technical delay); and
(ii) the Issuer has not affected any kind of roll over or restructuring against any of its
borrowings in the past.
12.4.3 The Issuer has not defaulted on any of its payment obligations arising out of any corporate guarantee
or letters of comfort issued by it to any counterparty including its subsidiaries, joint venture entities,
group companies etc. in the past.
50
SECTION XIII
FINANCIAL INFORMATION
Profit after tax for the year 10,002.91 11,054.64 10,045.92 8,361.78
Other Comprehensive income -122.47 -971.04 -59.07 456.52
Total Comprehensive Income 9,880.44 10,083.60 9,986.85 8,818.30
51
13.2 FINANCIAL INDICATORS (ON CONSOLIDATED BASIS)
(All figures are in (Rs.) Crores, except percentages)
As on / for the half-
As on / for the year As on / for the year As on / for the year
year ended
Particulars ended 31.03.2023 ended 31.03.2022 ended 31.03.2021
31.12.2023 (Limited
(Audited) IND-AS (Audited) IND-AS (Audited) IND-AS
Review) IND-AS
BALANCE SHEET
Assets
Property, Plant and Equipment 633.27 639.17 624.04 260.70
Financial Assets 5,30,537.07 4,61,166.67 4,06,800.96 3,97,259.16
Non-financial Assets excluding property, plant
3,675.33 3,696.91 3,435.09 3,347.01
and equipment
Total Assets 5,34,845.67 4,65,502.75 4,10,860.09 4,00,866.87
LIABILITIES
Financial Liabilities
Derivative financial instruments 1,511.81 976.95 553.14 846.31
Trade Payables 61.08 41.68 36.48 61.51
Other Payables - - - -
Debt Securities 2,61,764.12 2,36,902.33 2,19,574.61 2,37,269.11
Borrowings (other than debt securities) 1,73,951.64 1,37,114.13 1,06,651.59 85,507.36
Deposits - - - -
Subordinated Liabilities 4,312.89 6,773.30 6,816.47 6,946.89
Lease Liabilities - - - -
Other financial liabilities 27,600.52 25,345.11 25,708.64 26,222.35
Non-Financial Liabilities
Current tax liabilities (net) 3.45 10.65 10.25 14.40
Provisions 115.29 111.62 105.67 104.68
Deferred tax liabilities (net) - - - -
Other non-financial liabilities 233.47 106.45 89.13 130.25
Profit after tax for the year 10,066.37 11,166.98 10,035.70 8,378.24
Other Comprehensive income -122.47 -971.04 -57.90 457.76
Total Comprehensive Income 9,943.90 10,195.94 9,977.80 8,836.00
52
13.3 OTHER FINANCIAL PARAMETERS
53
(d) Property, Plant & Equipment 633.27 639.17 624.04 260.7
(e) Capital Work-in-Progress 6.76 2.72 6.07 335.67
(f) Intangible Assets Under Development - - 0.77
(g) Other Intangible Assets 0.62 1.63 4.28 6.15
(h) Other non-financial assets 180.84 74.4 68.68 102.67
(i) Investments accounted for using equity method - - 257.74
Total - Non-Financial Assets (2) 4,297.56 4331.43 4,054.75 3,593.66
(3) Assets classified as held for sale 11.04 4.65 4.38 14.05
Total ASSETS (1+2+3) 5,34,845.67 4,65,502.75 410,860.09 400,866.87
LIABILITIES AND EQUITY
LIABILITIES
(1) Financial Liabilities
(a) Derivative financial instruments 1,511.81 976.95 553.14 846.31
(b) Trade Payables -
(i) total outstanding dues of MSMEs - - 0.01
(ii) total outstanding dues of creditors other than MSMEs 61.08 41.68 36.48 61.5
(c) Debt Securities 2,61,764.12 2,36,902.33 219,574.61 237,269.11
(d) Borrowings (other than debt securities) 1,73,951.64 1,37,114.13 106,651.59 85,507.36
(e) Subordinated Liabilities 4,312.89 6,773.30 6,816.47 6,946.89
(f) Other financial liabilities 27,600.52 25,345.11 25,708.64 26,222.35
Total - Financial Liabilities (1) 4,69,202.06 4,07,153.50 359,340.93 356,853.53
(2) Non-Financial Liabilities
(a) Current tax liabilities (net) 3.45 10.65 10.25 14.4
(b) Provisions 115.29 111.62 105.67 104.68
(c) Other non-financial liabilities 233.47 106.45 89.13 130.25
Total - Non-Financial Liabilities (2) 352.21 228.72 205.05 249.33
(3) Liabilities directly associated with assets classified as - 0.02 0.01 0.08
held for sale
(4) EQUITY
(a) Equity Share Capital 2,633.22 2,633.22 1,974.92 1,974.92
(b) Instruments Entirely Equity In Nature 558.40 558.40 558.40 558.4
(c) Other equity 62,099.78 54,928.89 48,780.78 41,230.61
Total - Equity (4) 65,291.40 58,120.51 51,314.10 43,763.93
Total - LIABILITIES AND EQUITY (1+2+3+4) 5,34,845.67 4,65,502.75 410,860.09 400,866.87
54
- Cost of hedging reserve -132.61 441.9 147.11 -82.8
Sub-Total (ii) -162.92 -908.08 -77.58 306.67
VIII. Other comprehensive Income/(Loss) for the year -122.47 -59.07 456.52
-971.04
(i+ii)
IX. Total comprehensive Income for the year 9,880.44 9,986.85 8,818.30
10,083.60
(VII+VIII)
X. Basic & Diluted Earnings per Equity Share of Rs. 10
each (in Rs.)
(1) For continuing operations 37.99 41.86 38.02 42.34
(2) For continuing and discontinued operations 37.99 41.86 38.02 42.34
55
13.4.5 Standalone Statement of Cash Flows
(Rs.in Crores)
Particulars As at 31-12-2023 As at 31-03-2023 As at 31-03-2022 As at 31-03-2021
A. Cash Flow from Operating
Activities:
Net Profit before Tax 12,632.87 13,738.77 12,424.90 10,756.13
Adjustments for:
1. Loss on derecognition of 3.78 6.64 0.97 4.03
Property, Plant and Equipment (net)
2. Loss on derecognition of Asset -1.32 -4.08 -30.19
held for sale (net)
3. Loss /(Gain) on ceasation of -29.01
significant influence in Joint
Venture (EESL)
3. Depreciation & Amortization 17.74 24.09 17.96 9.53
4. Impairment losses on Financial -646.52 114.91 3473.31 2,419.62
Instruments
5. Adjustments towards Effective -7.77 -15.58 -88.22 32.61
Interest Rate in respect of Loans
6. Adjustments towards Effective 152.19
Interest Rate in respect of
Borrowings
7. Fair Value Changes in -336.73 -43.76 -338.58 -545.92
Derivatives
8. Fair Value Changes in FVTPL -2.43
Instruments
9. Interest on Commercial Paper 100.47 14.76 35.32
10. Interest Accrued on Zero 81.78
Coupon Bonds
11 Loss/ (Gain) on Exchange Rate -592.34 963.93 943.16 526.71
fluctuation
12. Dividend Income -25.32 -39.53 -51.88
13. Interest Income on Investments
14. Provision made for Interest on 22.71
Advance Income Tax
Operating profit before Changes 11,144.86 14,745.39 16,337.18 13,492.28
in Operating Assets & Liabilities
Inflow / (Outflow) on account of :
1. Loan Assets -63,082.85 -50,424.82 -9,877.12 -56,522.42
2. Derivatives 356.65 790.33 -2,510.91 711.2
3. Other Operating Assets -744.41 193.95 -580.37 -1,706.71
4. Operating Liabilities 3,601.98 -151.53 -1,186.90 3,187.83
Cash flow from Operations -48,723.77 -34,846.68 2,181.88 -40,837.82
1. Income Tax Paid (including -2,461.31 -2,734.77 -3,076.64 -2,694.33
TDS)
2. Income Tax refund 99.79 23.26 11.73
Net Cash Flow from Operating -51,185.08 -37,481.66 -871.50 -43,520.42
Activities
B. Cash Flow from Investing
Activities
1. Sale of Property, Plant & 0.05 0.02 0.1 0.16
Equipment
2. Sale of assets held for sale 1.61 4.6 31.24
3. Investment in Property, Plant & -17.37 -17.62 -47.84 -73.18
Equipment (incl. CWIP & Capital
Advances)
4. Investment in Intangible Assets -0.01 -0.25 -0.9
(including intangible assets under
development & Capital Advances)
5. Finance Costs Capitalised -0.32 -0.03 -5.1 -22.04
6. Investment in Equity Shares of -
Joint Venture (EESL)
7. Sale/ (Investment) in Equity 3.34 10.13 431.17 249.92
Shares and Venture Capital Fund
8. Redemption/ (Investment) in -448.02 -457.82 -716.17 -872.28
High Quality Liquid Assets
(HQLAs) (net)
9. Redemption/ (Investment) in -532.57 -343.14 96.53 1582.15
Debt Securities other than HQLAs
(net)
10 Interest Income from
investments
11. Dividend Income
Net Cash Flow from Investing -993.28 -803.87 -210.32 863.83
Activities
C. Cash Flow from Financing
Activities
1. Issue/ (Redemption) of Rupee 24,068.51 14,823.67 -20,827.69 15,499.66
Debt Securities (Net)
56
2. Issue/ (Redemption) of 2,849.37 -14.76 -2,925.00
Commercial Paper (net)
3. Raising/ (Repayments) of Rupee 11,286.57 14,808.94 2164.16 26,275.47
Term Loans/ WCDL from Govt./
Banks / FIs (net )
4. Raising/ (Repayments) of 20,889.89 11,643.52 21203.01 2,884.39
Foreign Currency Debt Securities
and Borrowings (net)
5. Raising/ (Redemption) of -2,500.00 1,999.50
Subordinated Liabilities (net)
6. Issue of Perpetual Debt 558.4
Instruments entirely equity in nature
7. Issue Expenses on Perpetual Debt -0.94
Instruments entirely equity in nature
8. Coupon Expenses on Perpetual -44.5 -45.6
Debt Instruments entirely equity in
nature
8. Payment of Dividend on Equity -2,857.05 -3,120.37 -2411.37 -2,172.41
Shares
9. Payment of Corporate Dividend -
Tax
10. Repayment towards Lease -0.02 -0.01 -0.02 -0.02
Liability
11. Repayment towards Lease
Liability Interest amount
12. Issue Expenses on Bonus Issue -0.71
of Equity Shares
Net Cash flow from Financing 53,737.27 38,110.54 67.73 42,119.05
Activities
Net Increase/Decrease in Cash & 1,558.91 -174.99 -1,014.09 -537.54
Cash Equivalents
Cash & Cash Equivalents as at -48.59 126.4 1,140.49 1,678.03
the beginning of the year
Cash & Cash Equivalents as at 1,510.32 -48.59 126.40 1,140.49
the end of the year
57
19. Share of Profit/Loss of Joint - 11.81 1.97
Venture accounted for using equity
method
Operating profit before Changes - 11,240.74 14,931.76 16,390.33 13,546.02
in Operating Assets & Liabilities
Inflow / (Outflow) on account of :
1.Loan Assets -63,082.85 -50,424.82 -9,877.12 -56,522.42
2.Derivatives 356.65 790.33 -2,510.91 711.2
3.Other Operating Assets -897.85 125.99 -382.28 -1,827.24
4.Operating Liabilities 3,651.06 -108.7 -1,360.42 3,264.58
Cash flow from Operations -48,732.25 -34,685.44 2,259.60 -40,827.86
1.Income Tax Paid (including TDS) -2,487.07 -2774.13 -3,101.39 -2,696.20
2.Income Tax refund - 99.79 23.26 11.73
Net Cash Flow from Operating -51,219.32 -37,359.77 -818.53 -43,512.33
Activities
B. Cash Flow from Investing
Activities
1.Sale of Property, Plant & 0.07 0.02 0.1 0.35
Equipment
2.Sale of assets held for sale 1.61 4.6 31.24
3.Investment in Property, Plant & -18.19 -17.67 -47.9 -73.3
Equipment (incl. CWIP & Capital
Advances)
4.Investment in Intangible Assets - -0.01 -0.25 -0.95
(including intangible assets under
development)
5.Finance Costs Capitalised -0.32 -0.03 -5.1 -22.04
6.Investment in Equity Shares of - -
Joint Venture (EESL)
7.Sale/ (Investment) in Equity 3.34 10.13 431.17 249.92
Shares and Venture Capital Fund
8.Sale/(Investment) of/in shares of -6.58 -0.82 0.82 -0.4
associate companies (Net)
9. Redemption/ (Investment) in -448.02 -457.82 -716.17 -872.28
High Quality Liquid Assets
(HQLAs) (net)
10 Redemption/ (Investment) in -532.57 -343.44 96.08 1,582.15
Debt Securities other than HQLAs
(net)
11. Maturity/(Investment) of/in 36.01 -137.91 -77.43 -2.93
Corporate and Term deposits
12. Realisation of investments - -
accounted for using equity method
13. Sale of Investments in bonds -
14. Dividend Income -
15. Realisation of investments -
accounted for using equity method
Net Cash Flow from Investing - -964.64 -942.95 -287.44 860.52
Activities
C. Cash Flow from Financing
Activities
1. Issue/ (Redemption) of Rupee 24,068.51 14,835.97 -20,827.70 15,499.66
Debt Securities (Net)
2. Issue/ (Redemption) of 2,849.37 -14.76 -2,925.00
Commercial Paper (net)
3. Raising/ (Repayments) of Rupee 11,286.57 14,808.94 2,164.16 26,270.47
Term Loans/ WCDL from Govt./
Banks/ FIs (net )
4. Raising/ (Repayments) of Foreign 20,889.89 11,643.52 21,203.01 2,884.39
Currency Debt Securities and
Borrowings (net)
5. Raising/ (Redemption) of -2,500.00 1,999.50
Subordinated Liabilities (net)
6. Issue of Perpetual Debt - 558.4
Instruments entirely equity in nature
7. Issue Expenses on Perpetual Debt - -0.94
Instruments entirely equity in nature
8. Coupon Expenses on Perpetual - -44.5 -45.6
Debt Instruments entirely equity in
nature
8. Payment of Dividend on Equity -2,857.05 -3,120.37 -2,411.37 -2,172.41
Shares
9. Payment of Corporate Dividend - -0.01 -
Tax
10. Repayment towards Lease -0.02 -0.02 -0.73
Liability
11. Issue Expenses on Bonus Issue -0.71
of Equity Shares
Net Cash flow from Financing 53,737.27 38,122.84 67.72 42,113.34
Activities
58
Net Increase/Decrease in Cash & 1,553.30 -179.88 -1,038.25 -538.47
Cash Equivalents
Cash & Cash Equivalents as at -38.89 140.99 1,179.24 1,717.71
the beginning of the year
Cash & Cash Equivalents as at 1,514.41 -38.89 140.99 1,179.24
the end of the year
13.5 CHANGES IN ACCOUNTING POLICIES DURING THE LAST 3 (THREE) YEARS AND
THEIR EFFECT ON THE PROFITS AND THE RESERVES OF THE COMPANY
Non-current assets are classified as held for sale if their carrying amount will be recovered principally through a sale
transaction rather than through continuing use and the sale is highly probable. A sale is considered as highly probable when
such assets have been decided to be sold by the Issuer; are available for immediate sale in their present condition; are being
actively marketed for sale at a price and the sale has been agreed or is expected to be concluded within one year of the date of
classification. Such non-current assets are measured at lower of carrying amount or fair value less selling costs.
Non-current assets held for sale are presented separately from other assets in the Balance Sheet and are not depreciated or
amortised while they are classified as held for sale.
Expenditure incurred which are eligible for capitalization under intangible assets is carried as ‘Intangible assets under
development’ till they are ready for their intended use. Advances paid for the acquisition/ development of intangible assets
which are outstanding at the balance sheet date are classified under ‘Capital Advances’
Proposed dividends and interim dividends payable to the shareholders are recognized as changes in equity in the period in
which they are approved by the shareholders and the Board of Directors respectively. Liability for the payments to the holders
of instruments classified as equity are recognized in the period when such payments are authorized for payment by the Issuer.
Taxation
Paragraph on ‘dividend distribution’ is deleted as redundant after renouncement of dividend distribution tax.
The limited review financial information as on December 31, 2023 is available at:
https://recindia.nic.in/uploads/files/co-cs-fin-res-qtr3-fy23-24-dt240124.pdf
The financial statements for the quarter ended September 30, 2023 is available at the following web-
link: https://recindia.nic.in/uploads/files/co-cs-fin-res-h1-qtr2-fy-2023-24-dt011123.pdf
59
13.7 AUDITED CONSOLIDATED AND STANDALONE FINANCIAL STATEMENTS (PROFIT
AND LOSS STATEMENT, BALANCE SHEET AND CASH FLOW STATEMENT) OF THE
ISSUER FOR EACH OF THE YEARS ENDED MARCH 31, 2023, MARCH 31, 2022, AND
MARCH 31, 2021 AND AUDITORS QUALIFICATIONS, IF ANY.
The following audited financial statements (balance sheet, profit and loss statement and cash flow
statements) for Fiscal 2023, 2022 and 2021 are attached as Annexure VI:
The auditors have not made any adverse remarks or qualifications on their reports on the financial
statements of the Issuer for the last 3 (three) years.
The complete version of the financial statements for FY 2023 is available at the following web-link:
https://recindia.nic.in/uploads/files/co-cs-fin-reslt-qtr4-12m-fy23-dt170523.pdf
The complete version of the financial statements for FY 2022 is available at the following web-link:
https://recindia.nic.in/uploads/files/Financial-Results-Q4-FY2021-22.pdf
The complete version of the financial statements for FY 2021 is available at the following web-link:
https://recindia.nic.in/uploads/files/CS-FR-Q4-fy2020-21.pdf
13.9 DETAILS OF ANY OTHER CONTINGENT LIABILITIES OF THE ISSUER BASED ON THE
LAST AUDITED FINANCIAL STATEMENTS INCLUDING AMOUNT AND NATURE OF
LIABILITY
60
SECTION XIV
NBFC DISCLOSURES
14.1 DETAILS WITH REGARD TO THE LENDING DONE BY THE ISSUER OUT OF THE ISSUE
PROCEEDS OF DEBT SECURITIES IN LAST THREE YEARS
Please see Section 7.4 on ‘Lending Policies’ in Chapter VIII “Brief Summary of Business / Activities of
Issuer and its Subsidiaries”.
14.1.2 Classification of loans / advances given to associates, entities / person relating to board, senior
management, promoters, others, etc.
There have not been any loans / advances given to associates, entities / person relating to board, key
managerial personnel, senior management, promoters, others, etc.
A. TYPE OF LOANS
Type of loans/advances (principal outstanding) given by the Issuer as on March 31, 2023:
61
B. DENOMINATION OF LOANS OUTSTANDING BY LOAN TO VALUE (LTV)
62
F. SEGMENT WISE GROSS STAGE 3 ASSETS AS ON MARCH 31, 2023
Sl. No. Segment-wise break-up of Gross Stage 3 Assets Gross Stage 3 Assets %
1 Retail -
A Mortgages (home loans and loans against property) -
B Gold loans -
C Vehicle finance -
D MFI -
E MSME -
F Capital market funding (loans against shares, margin funding) -
G Others -
2 Wholesale -
A Infrastructure
B Real estate (including builder loans) -
C Promoter funding -
D Any other sector -
E Others -
Generation 95.54%
Renewable 4.46%
Transmission & Distribution -
Total 100%
(i) Movement of Gross Stage 3 Assets in accordance with IND-AS as on March 31, 2023
(ii) Movement of provisions for Gross Stage 3 Assets in accordance with IND-AS as on March 31,
2023
14.1.4 Aggregated exposure to the top 20 borrowers with respect to the concentration of advances,
exposures to be disclosed in the manner as prescribed by RBI in its stipulations on corporate
governance for NBFCs
63
Concentration of Exposures as on March 31, 2023 Amount
Total exposure to top twenty borrowers (Rs. in Crores) 268,700.56
Percentage of exposures to twenty largest borrowers to total exposure of the Issuer on borrowers 61.12%
14.2.1 A portfolio summary with regard to industries/sectors to which borrowings have been made
Please see Section 7.3 on ‘Products’ in Chapter VIII “Brief Summary of Business / Activities of Issuer
and its Subsidiaries”.
14.2.2 NPA exposures of the Issuer for the last three financial years (both gross and net exposures) and
provisioning made for the same as per the last audited financial statements of the Issuer
Rs. in Crore
As on March 31, 2023 March 31, 2022 March 31, 2021
Gross Stage-3 14,892.08 17,160.00 18,256.93
Provision 10,519.51 11,566.00 11,791.31
Net Credit Impaired Assets 4,372.57 5,594.00 6,465.62
14.2.3 Quantum and percentage of secured vis-à-vis unsecured borrowings made as on March 31, 2023
14.2.4 Any change in promoters’ holdings during the last financial year beyond the threshold, as
prescribed by RBI
There has been no change in the Promoters’ holdings during the last Financial Year beyond the 26%
(twenty six percent) threshold, as prescribed by RBI as on March 31, 2023.
14.2.5 Disclosure of latest ALM statements to stock exchange as on March 31, 2023
Rs. In Crore
Time-Buckets as per RBI Cash Inflows Cash Outflows
64
SECTION XV
SUMMARY TERM SHEET
Series Name REC Capital Gain Tax Exemption Bonds Series - XVIII.
Issuer REC Limited (formerly known as Rural Electrification Corporation Limited)
Type of Bonds in the nature of debentures. Bullet redemption (at the end of 5 (Five) years / 60
Instrument (Sixty) from the Deemed Date of Allotment).
Nature of Secured, rated, unlisted, non-convertible, non-cumulative, redeemable, taxable bonds
Instrument under Series XVIII, in the nature of Debentures issued for cash at par on “on tap” basis
with benefits under Section 54EC of the Income Tax Act, 1961.
Seniority Senior
Mode of Issue Private placement
Eligible Investors 1. Individuals
2. Hindu undivided families
3. Partnership Firm
4. Limited liability partnership
5. Insurance companies
6. Companies and body corporates
7. Provident funds, superannuation funds and gratuity funds
8. Banks
9. Mutual funds
10. Financial institutions
11. Foreign portfolio investors (subject to existing regulations)
12. Regional rural banks
13. NRIs/other foreign eligible investor investing out of NRO A/c on non-repatriable basis
subject to applicable law
14. Co-operative banks.
15. Any other investor subject to applicable laws.
In each case, as eligible to subscribe to these Bonds under Section 54EC of the Income Tax
Act, 1961. However, out of the aforesaid class of investors eligible to invest, this Information
Memorandum is intended solely for the use of the person to whom it has been sent by REC
for the purpose of evaluating a possible investment opportunity by the recipient(s) in respect
of the Bonds offered herein, and it is not to be reproduced or distributed to any other persons
(other than professional advisors of the prospective investor receiving this Information
Memorandum from REC). For documents to be attached with application form see pages 76
and 77.
Listing The Bonds are not proposed to be listed on any stock exchange due to non-transferability of
Bonds in lock in period.
Rating of the ‘ICRA AAA’ by ICRA Limited.
Instrument ‘CARE AAA’ by Care Ratings Limited.
'CRISIL AAA’ by CRISIL Ratings Limited.
‘IND AAA’ by India Ratings and Research Private Limited.
Issue Size Rs. 1500 Crore (Rupees One Thousand Five Hundred Crore) plus Green Shoe Option to
retain oversubscription.
Objects of the To augment long-term resources of the Issuer for the purpose of carrying out its
Issue functions authorized under the object clause of the Memorandum of Association of the
Issuer.
Details of the The funds raised through this offer are not meant for any specific project therefore the
utilization of proceeds of this Issue shall be utilized for the regular business activities of the Issuer.
the Proceeds Therefore, the management shall ensure that the funds raised via this offer shall be
utilized only towards satisfactory fulfilment of the Objects of the Issue.
Face Value Rs. 10,000 (Rupees Ten Thousand) per Bond.
Issue Price At par. Rs. 10,000 (Rupees Ten Thousand) per Bond.
Discount / N.A.
Premium at which
Bond is issued
65
Coupon Rate 5.25% (Five point Two Five Percent) p.a.
Coupon Payment Annual
Frequency
Coupon payment Interest will be paid every year on June 30 until redemption and the balance interest
dates shall be paid along with redemption.
Coupon Type Fixed
Day Count Basis Actual / Actual
Tenor 5 (Five) years / 60 (Sixty) months from the Deemed Date of Allotment
Redemption / At Par, at the end of 5 (Five) years / 60 (Sixty) months from the Deemed Date of
Maturity Allotment.
Redemption At par. Rs. 10,000 (Rupees Ten Thousand) per Bond.
Amount
Redemption N.A.
Premium/
Discount
Put Option N.A.
Call Option N.A.
Minimum Application must be for a minimum size of Rs. 20,000 (Rupees Twenty Thousand) (2
Application and in (Two) Bonds) and in multiple of Rs. 10,000 (Rupees Ten Thousand) (1 (One) Bond)
multiples of thereafter.
thereafter
Maximum 500 (Five Hundred) Bonds of Rs. 10,000 (Rupees Ten Thousand) each (Subject to
Application Size Section 54EC of Income Tax Act, 1961) i.e. Rs. 50,00,000 (Rupees Fifty Lakh)
Issue Timing Issue Opening Date: April 1, 2024, Issue Closing Date: March 31, 2025 (at the close of
the banking hours) or at a date as may be decided by REC in its absolute discretion.
Issuance mode of In physical or dematerialized mode as opted by the Eligible Investor.
the Instrument
Settlement mode Payment of interest and repayment of principal shall be made by way of cheque(s)/
of the warrant(s)/ demand draft(s)/direct credit/ RTGS/ NECS/ NEFT or any other electronic
Instrument mode offered by banks.
Cheque / Draft to “REC Limited - 54EC Bonds” or “Rural Electrification Corporation Limited - 54EC
be Drawn on Bonds”
Depository NSDL and CDSL
Record Date 15 days prior to each Interest payment and redemption date.
Security The Bonds would be secured by way of mortgage and / or hypothecation of immovable
and / or movable properties of the Issuer as agreed between the Bond Trustee and the
Issuer.
Transaction Bond Trust Deed;
Documents Bond Trustee Agreement;
Duly filled application form; and
Information Memorandum.
Governing Law Applicable laws in India and the Jurisdiction shall be Courts of Delhi.
and Jurisdiction
Bond Trustee SBICAP Trustee Company Limited
Registrar to the Alankit Assignments Limited
Issue
Note:
1. REC reserves the right to revise the coupon rate and/or close the issue by giving notice on its website. The
Eligible Investors are advised to consult REC / Mobilisers, before depositing the application with bank.
2. All applications submitted but rejected by REC would be returned by REC to the applicant / collection
banker, without any interest.
3. Application for minimum Rs. 20,000 (Rupees Twenty Thousand) and in multiples of Rs. 10,000 (Rupees
Ten Thousand) thereafter will be accepted, any amount received in fraction will be refunded to the Eligible
Investor without interest.
4. Only long term capital gains arising from transfer of long term capital assets being land or building or both,
within a period of 6 months of the transfer, can be invested in these Bonds.
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SECTION XVI
TERMS OF OFFER
This Information Memorandum is for the exclusive use of the Eligible Investors and it should not be circulated or
distributed to third party(s). This Bond issue shall be made strictly on private placement basis. This Information
Memorandum does not and shall not be deemed to constitute an offer or an invitation to the public generally to
subscribe for or otherwise acquire the Bonds to be issued by the Issuer. Section 26 of the Companies Act is not
applicable to the issuance of the Bonds, and therefore no additional disclosures have been made in relation to
Section 26 of the Companies Act under this Information Memorandum and accordingly, a copy of this Information
Memorandum has not been filed with the relevant Registrar of Companies.
The Allotment of Bonds shall only take place once REC accepts the duly filled Application Form and necessary
KYC documents, clearly identifying the Eligible Investor and confirming that such person / entity: (i) accepts the
terms and conditions of the Bonds, and (ii) is eligible to subscribe to and hold the 54 EC Bonds.
The Eligible Investor understands that in case the income tax department does not allow benefit of Section 54EC
under the Income Tax Act, 1961, then REC shall not be held responsible for the same.
16.1.1 the resolution of the Board of Directors of the Issuer passed at its 513rd meeting held on March 27, 2024;
16.1.2 the special resolution passed by the shareholders of the Issuer for creation of security under Section 180
(1)(a) of Companies Act, 2013 in annual general meeting held on September 6, 2023;
16.1.3 the special resolution passed by the shareholders of the Issuer for borrowing powers under Section 180
(1)(c) of Companies Act, 2013 in annual general meeting held on September 6, 2023; and
16.1.4 the appropriate provisions of the Income Tax Act, 1961, as amended.
The Issue is for augmenting the long-term rupee resources of REC for the purpose of carrying out its functions
authorised under the object clause of the Memorandum of Association of REC.
The funds raised through the offer are not meant for any specific project as such and therefore the proceeds of
the Issue shall be utilized for the regular business activities of REC. Therefore, the management shall ensure that
the funds raised through the offer shall be utilized only towards satisfactory fulfillment of the objects of the Issue.
There is no contribution being made by Promoter or any of the Directors of the Issuer either as part of the Issue
or separately in furtherance of the objects of the Issue of Bonds as set out in this section.
The Series-XVIII Bonds will be secured by mortgage and / or hypothecation of immovable and / or movable
properties of the Issuer as agreed with the Bond Trustee. Further, the Bonds will at all times rank pari-passu with
other creditors (present and future) for the security given against these Bonds in accordance with the Bond Trust
Deed signed between the Bond Trustee and the Issuer, secured against the immovable property and/or charge on
receivables of the Issuer including the Bonds already issued and secured and also the Bonds to be issued and
secured by the Issuer from time to time against the said immovable property and/or receivables of the Issuer.
Under the Companies (Share Capital and Debentures) Rules, 2014, as amended, a debenture redemption reserve
account is not required to be created in the case of privately placed debentures issued by NBFC’s registered with
the RBI under Section 45-IA of the RBI Act.
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16.5 TAX BENEFITS UNDER THE INCOME TAX ACT, 1961
Section 54EC relating to exemption on long term capital gains, if invested, within 6 months of transfer, in Bonds,
was inserted by the Finance Act of 2000, and effective for the assessment year 2001-2002 and subsequently
amended from year to year. The present text of the section reads as follows:
“(1) Where the capital gain arises from the transfer of a long-term capital asset, being land or building or
both, (the capital asset so transferred being hereafter in this section referred to as the original asset) and
the assessee has, at any time within a period of six months after the date of such transfer, invested the
whole or any part of capital gains in the long-term specified asset, the capital gain shall be dealt with in
accordance with the following provisions of this section, that is to say,
(a) if the cost of the long-term specified asset is not less than the capital gain arising from the transfer
of the original asset, the whole of such capital gain shall not be charged under section 45;
(b) if the cost of the long-term specified asset is less than the capital gain arising from the transfer of
the original asset, so much of the capital gain as bears to the whole of the capital gain the same
proportion as the cost of acquisition of the long-term specified asset bears to the whole of the
capital gain, shall not be charged under section 45:
Provided that the investment made on or after the 1st day of April, 2007 in the long-term specified asset
by an assessee during any financial year does not exceed fifty lakh rupees:
Provided further that the investment made by an assessee in the long-term specified asset, from capital
gains arising from transfer of one or more original assets, during the financial year in which the original
asset or assets are transferred and in the subsequent financial year does not exceed fifty lakh rupees.
(2) Where the long-term specified asset is transferred or converted (otherwise than by transfer) into money
at any time within a period of three years from the date of its acquisition, the amount of capital gains
arising from the transfer of the original asset not charged under section 45 on the basis of the cost of such
long-term specified asset as provided in clause (a) or, as the case may be, clause (b) of sub-section (1)
shall be deemed to be the income chargeable under the head "Capital gains" relating to long-term capital
asset of the previous year in which the long-term specified asset is transferred or converted (otherwise
than by transfer) into money:
Provided that in case of long-term specified asset referred to in sub-clause (ii) of clause (ba) of
the Explanation occurring after sub-section (3), this sub-section shall have effect as if for the words "three
years", the words "five years" had been substituted.
Explanation.—In a case where the original asset is transferred and the assessee invests the whole or any
part of the capital gain received or accrued as a result of transfer of the original asset in any long-term
specified asset and such assessee takes any loan or advance on the security of such specified asset, he
shall be deemed to have converted (otherwise than by transfer) such specified asset into money on the
date on which such loan or advance is taken.
(3) Where the cost of the long-term specified asset has been taken into account for the purposes of clause (a)
or clause (b) of sub-section (1),
(a) [***]
(b) a deduction from the income with reference to such cost shall not be allowed under section 80C for
any assessment year beginning on or after the 1st day of April, 2006.
Explanation. For the purposes of this section,
(a) "cost", in relation to any long-term specified asset, means the amount invested in such specified
asset out of capital gains received or accruing as a result of the transfer of the original asset;
(b) "long-term specified asset" for making any investment under this section during the period
commencing from the 1st day of April, 2006 and ending with the 31st day of March, 2007, means
any bond, redeemable after three years and issued on or after the 1st day of April, 2006, but on or
before the 31st day of March, 2007,
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(i) by the National Highways Authority of India constituted under section 3 of the National
Highways Authority of India Act, 1988 (68 of 1988); or
(ii) by the Rural Electrification Corporation Limited, a company formed and registered under
the Companies Act, 1956 (1 of 1956),
and notified by the Central Government in the Official Gazette for the purposes of this section with such
conditions (including the condition for providing a limit on the amount of investment by an assessee in
such bond) as it thinks fit:
Provided that where any bond has been notified before the 1st day of April, 2007, subject to the conditions
specified in the notification, by the Central Government in the Official Gazette under the provisions of
clause (b) as they stood immediately before their amendment by the Finance Act, 2007, such bond shall
be deemed to be a bond notified under this clause;
(ba) "long-term specified asset" for making any investment under this section,
(i) on or after the 1st day of April, 2007 but before the 1st day of April, 2018, means any bond,
redeemable after three years and issued on or after the 1st day of April, 2007 but before
the 1st day of April, 2018;
(ii) on or after the 1st day of April, 2018, means any bond, redeemable after five years and
issued on or after the 1st day of April, 2018,
by the National Highways Authority of India constituted under section 3 of the National Highways
Authority of India Act, 1988 (68 of 1988) or by the Rural Electrification Corporation Limited, a company
formed and registered under the Companies Act, 1956 (1 of 1956) or any other bond notified in the
Official Gazette by the Central Government in this behalf.”
Pursuant to notification No 359/2002 from the Income Tax Department dated December 2, 2002, REC has been
exempted from deduction of tax at source under Section 193 of The Income Tax Act 1961, on the interest payable
on REC 54EC Capital Gain Tax Exemption Bonds. However, TDS shall be deducted u/s 195 for Non Resident
Individuals.
The Deemed Date of Allotment of Bonds will be the last day of the month during which the application /
subscription amount has been credited to REC 54EC Collection Account. The Allotment of Bonds shall only
take place once REC accepts the duly filled Application Form and necessary KYC documents, clearly identifying
the Eligible Investor and confirming that such person / entity: (i) accepts the terms and conditions of the Bonds,
and (ii) is eligible to subscribe to and hold the 54 EC Bonds.
For funds received from Eligible Investors between the 1st (First) to the 15th (Fifteenth) of the month, the tentative
allotment process will take place by the last date of the month. For funds received from Eligible Investors
between the 16th (Sixteenth) to the last date of the month, the tentative allotment process will take place by the
15th (Fifteenth) day of the subsequent month with the Deemed Date of Allotment as set out in the aforesaid
paragraph. In case of applications for Bonds in dematerialized form, the Bonds will tentatively be credited in
dematerialized account within 15 (Fifteen) days of allotment under lock-in-securities. In case of applications for
Bonds in physical form, the bond certificate will tentatively be dispatched within 45 (Forty Five) days of
allotment.
The timelines set out herein are provisional and indicative in nature. REC shall endeavor to make the allotment
for all valid and duly filled-in Application Forms (with corresponding subscription amount) received from
Eligible Investors, within the timeline under applicable law.
Bondholder whose name appears in the register of Bondholders maintained by the Registrar and Transfer Agent
(in case of Eligible Investors opting for physical certificates) and beneficial owners on the Record Date (in case
of Eligible Investors opting for dematerialized Bonds).
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16.9 PAYMENT OF INTEREST
16.9.1 The Interest will be payable annually on June 30th each year on actual/actual basis. The Interest payment
on the Bonds shall be made to the registered Bondholders.
16.9.2 For allotment done up to May 31, 2024, the first Interest payment shall be made on June 30th, of the
same year. For allotment done post May 31, 2024, the first interest payment shall be made on June 30th
of the next year. Interest shall be payable from the date of credit to the ‘REC 54EC Collection Account’.
16.9.3 The Interest payment for the first and last year or part thereof beginning from the date of credit and
ending with the Redemption Date, respectively, shall be proportionate (on actual/actual basis) and all
interest on Bonds will cease on the Redemption Date.
16.9.4 The Interest will be paid from the date on which the funds have been credited in REC 54EC Collection
Account. In case of online application using payment gateway it takes around T+2 Business Days to get
the clear funds in REC 54EC Collection Account, and Interest will only be paid from the date of credit
in REC 54EC Collection Account. REC will not be liable in case of any delay in transferring funds from
the payment gateway.
16.9.5 REC will not be liable to pay any interest after the Redemption Date of the Bonds due to any reason
whatsoever.
REC’s liability to Bondholder(s) towards all their rights including payment of face value shall cease and stand
extinguished upon Redemption of the Bonds in all events. Further, REC will not be liable to pay any interest,
income or compensation of any kind after the date of such Redemption of the Bond(s).
16.10.1 The Bonds will be automatically redeemed by REC on maturity dates i.e. on the expiry of 5 (five) years
from the relevant Deemed Date of Allotment. If Bonds are held in physical form, the physical bond
certificate need not to be surrendered for redemption. The redemption proceeds would be paid to the
registered Bondholders on the date of maturity.
16.10.2 In case of transmission applications pending on the Record Date, the Redemption proceeds will be
issued after the confirmation of the adequacy and correctness of the documentation submitted with such
application. Till such time, the Redemption proceeds will be kept in abeyance.
16.10.3 REC will not be responsible for any payment made to a deceased Bondholder, in case the information
about the death of the Bondholder is not provided to Registrar and Transfer Agent at least 45 (forty five)
days prior to maturity payment date.
If the Interest payment date falls on a day which is not a Business Day, the payment of interest up to original
scheduled date, will be made on the following Business Day, however the dates of the future coupon payments
would be as per the schedule originally stipulated at the time of issuing the Bonds.
If the Redemption Date (also being the last Coupon Payment Date) of the Bonds falls on a day that is not a
Business Day, the Redemption proceeds shall be paid by the Issuer on the immediately preceding Business Day
along with interest accrued on the Bonds until but excluding the date of such payment.
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It is clarified that a “Business Day” is a day when the money market is functioning in Mumbai.
If the Record Date falls on a day which is not a Business Day, the immediately succeeding Business Day will be
considered as the Record Date.
The amount once credited in the REC 54EC Collection Account will not be refunded. However, in case of
rejection of the Application on account of technical grounds, at REC’s sole discretion, refund without interest
will be made.
REC, at its sole discretion, may accept the amount and allot the Bonds under this series of Bonds even if the
Eligible Investor has applied through an old 54EC application form of REC.
To avail the benefit under Section 54EC of the Income Tax Act, 1961, the investment made in the Bonds needs
to be held for a period of at least 5 (five) years from the Deemed Date of Allotment. The Bonds are for tenure of
5 (five) years and are NON TRANSFERABLE and NON NEGOTIBLE and cannot be offered as a security
for any loan or advance. However, transmission / succession of the Bonds as set out in paragraphs 16.25 and
16.26 of this Information Memorandum in case of death / dissolution of the Bondholder is allowed.
Record date of interest shall be 15 (Fifteen) days prior to each Coupon Payment Date and 15 (Fifteen) days prior
to the Redemption Date. Interest shall be paid to the person whose name appears as sole/first in the Register of
Bondholders/beneficiaries position of the Depositories on the Record Date.
The first Bondholder shall have sole right to change the details like account number etc., except in case of the
death of the first Bondholder or relevant documentary proof i.e. PoA etc. is submitted by the other person.
The Eligible Investors may, at their discretion, make a joint application in accordance with paragraph 16.23,
however the capital gains benefit of the Bonds under Section 54EC of the Income Tax Act shall only be available
with the first Bondholder.
All service requests from Eligible Investors such as change in bank details, address, contact details or any other
requests shall be entertained only if the same is signed by the first Bondholder.
However, in the event of death or Power of Attorney, the nominee/successors/Power of Attorney can also make
such service requests on behalf of an Eligible Investor with proper documentary evidence.
For servicing of Interest or Redemption payments, in case of Bonds allotted in physical mode the bank account
details of the Eligible Investor will be captured from their Application Forms and in case of dematerialized mode
the bank details in accordance with the DP of the Eligible Investor will be considered.
Bondholder(s) (‘First Bondholder’ in case of a joint application), to whom Bonds have been allotted in physical
mode may change their bank account details with Registrar by following the prescribed procedure.
Bondholders are advised to fill the Application Form in such a way that the account details are properly readable.
In case there has been overwriting in the Application Form, bank/arranger’s stamp on the account details due to
which the bank details are not readable, REC shall not be responsible for incorrect credit in any other person’s
account, if the cancelled cheque / bank passbook / bank statement is not enclosed with the Application Form.
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16.18 LISTING
The Bonds are not proposed to be listed on any stock exchange due to non-transferability of Bonds in the lock-
in period.
This Information Memorandum shall remain valid for tenure of the Bonds.
16.20 REGISTRAR
Alankit Assignments Limited has been appointed as Registrar to the Issue. The Registrar will monitor the
applications while the offer is open and will coordinate the post allotment activities like dispatching of allotment
advice, bond certificate, change of address/ bank details etc.
SBICAP Trustee Company Limited has been appointed as Bond Trustee for the Bondholders.
The Bond Trustee shall protect the interest of the Bondholders in the event of default by REC in regard to security
creation, timely payment of interest and repayment of principal etc., and shall take necessary action. No
Bondholder shall be entitled to proceed directly against REC unless the Bond Trustee, having become so bound
to proceed, fail to do so.
REC has made arrangements with National Securities Depository Limited (NSDL) and Central Depository Services
Ltd. (CDSL) to issue the Bonds in dematerialized form to all successful applicants. All the provisions relating to issue,
allotment, transmission, etc. in respect of dematerialization and rematerialization of the Bonds as may be prescribed
under the Depositories Act, 1996 and the Rules thereunder or by the NSDL/CDSL or such similar agency, would be
applicable to these Bonds.
Applicants should forward the Bond Certificate along with dematerialization request through their Depository
Participant to the Registrar for dematerialization of holdings.
All the demographic details regarding nomination, bank account details etc. will be taken from the information
provided in the dematerialized account of the Eligible Investor. Further in case of mismatch of details provided in
Application Form and the dematerialized account, the details fetched from the dematerialized account of the Eligible
Investor shall be treated as final.
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Further in case of any mismatch in the name or order of the name in case of joint applicants, the Bond will be allotted
in the physical mode only. They may at a later date approach their Depository Participant for dematerialization of
Bonds.
Only individuals / NRI can apply in joint names and maximum 3 (three) individuals can apply through a Joint
Application. In case of application with dematerialized option, the sequence of joint applicants name must be
same as mentioned in the dematerialized account otherwise, REC has the option to either: (i) issue the Bonds in
Physical Mode, or (ii) credit the dematerialized account with the Depository.
In cases of any mismatch between the details in the Application Form and the dematerialized account of the Eligible
Investor, the account holders in the dematerialized account will be credited. Eligible Investors are required to
verify the details in their dematerialized account prior to submitting the Application Form, and any mismatch is at
the sole risk of the Eligible Investors and REC shall not be held liable in any manner whatsoever.
Eligible Investors, by submitting the Application Form, authorize REC to credit their dematerialized account.
Further in case of mismatch of details provided in the Application Form and the dematerialized account, the details
fetched from the dematerialized account shall be treated as final. REC shall not be liable for any inter-se dispute
among Bondholders and the account holders of the dematerialised account.
Eligible Investors may, at their discretion, apply in as joint Bondholders, however the benefit of the Bonds under
Section 54EC of the Income Tax Act, shall be available only with the first Bondholder.
All service requests by Eligible Investors such as change in bank details, address, contact details or any other
requests shall be entertained only if the same is signed by first Bondholder. The Issuer or Registrar may act on
the instruction given by the first Bondholder. It is not necessary that instruction given for any changes should
have signature of all the Bondholders. REC shall not be liable for any inter-se dispute among joint Bondholders.
In the event of death the joint Bondholders / nominee / successors can make an application for transmission of
Bonds with proper documentary evidence.
In case of Power of Attorney given by the first Bondholder, service requests on behalf of can be given by Power
of Attorney with due authorization from the first Bondholder.
16.24 NOMINATION
In accordance with Section 72 of Companies Act, read with Rule 19 of the Companies (Share Capital and
Debenture) Rules, 2014, the sole Bondholder (only individual or NRI) or where the Bonds are held by more than
one person, first Bondholder, along with other joint Bondholders being individual(s) may nominate any one
person (being an individual) who, in the event of death of sole holder or all the joint holders, as the case may be,
shall become entitled to the Bond(s). After transmission of Bonds, Nominee shall be entitled to the same rights
to which he/she will be entitled if he/she was the registered holder of the Bond(s). During the validity of the
Bonds, in case of demise of the nominee or otherwise also, the Bondholder(s) will be entitled to change the
nominee or make fresh nomination accordance with the procedure set out in the Companies (Share Capital and
Debenture) Rules, 2014 read with Section 72 of Companies Act, 2013. When the Bond is held by two or more
persons, the nominee shall become entitled to receive the amount only on the demise of all the Bondholders in
succession.
In the event the Bonds are in dematerialized form, demographic and nominee details will be fetched from the
dematerialized account of the Bondholder and the details of the nominee, if any, as mentioned in the Application
Form will be invalid.
Where the nominee is a minor, it shall be lawful for the holder of the Bonds, making the nomination to appoint,
a guardian in the prescribed manner, for minor to become entitled to the Bonds.
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In case where a non-individual has made a nomination in the application form or an individual has made a non-
individual as nominee, the same shall be considered null and void.
REC shall not be responsible or liable for any demand, claim, legal action, proceeding, suit, litigation,
prosecution, mediation, arbitration, enquiry or assessment taken by any governmental, statutory, regulatory,
administrative, fiscal, judicial, or government-owned body, department, commission, authority, tribunal, agency
or any other person in relation to the vesting of the Bonds in accordance with the Companies Act and the rules
thereunder with the nominee, as nominated by the original Bondholders.
16.25 TRANSMISSION/SUCCESSION
In the event of demise of the sole holder of the Bonds, the Issuer will recognise the nominee or claimant or
executor or administrator of the deceased Bondholders, or the holder of succession certificate or other legal
representative as having title to the Bonds in accordance with the applicable provisions of law, including the
Companies Act, 2013 and the rules thereunder, only if such person obtains and produces the documents as set
out in the relevant tab on REC’s website (https://recindia.nic.in/54EC).
Where Bonds are held in the joint names and first holder dies, the second holder will be recognized as the
Bondholder(s) and in case, second holder dies, the third holder will be recognized as the Bondholder. It will be
sufficient for the Issuer to delete the name of the deceased Bondholder after obtaining satisfactory evidence of
his death. The Issuer will not be held liable for any payment made in the account of the holder in case the
information about death of a Bondholder is not brought into the notice of the Issuer at least 45 days prior to the
payment date.
In respect of Bonds in dematerialized form, the successor(s) will be as intimated by Depositary Participant of the
Bondholder.
In case Bonds are held in physical form, the nominee / claimants / legal heirs of deceased Bondholder are advised
to send the Bond Certificate(s) to the Registrar, along with all the required documents for necessary action. REC
and/or persons/ Registrar appointed by them for this purpose after examining and being satisfied regarding
adequacy and correctness of the documentation shall register the transmission in its books.
Please refer to the procedure/checklists/formats as set out in https://recindia.nic.in/54EC to be followed for the
claim following the death of the Bondholder under the below tabs:
(a) Hindu Undivided Family: In case of demise of the karta, the transmission shall be made in accordance
with the Hindu Succession Act, 1956, as amended, and the provisions thereunder.
(b) Company and LLP: In case of liquidation of a company or conversion of a company to LLP; the
transmission shall be governed by the provisions of Companies Act, and rules thereunder; Income Tax
Act, 1961, as amended, and the Limited Liability Partnership Act, 2008, as amended.
(c) Partnership Firm: In case of dissolution or liquidation of a partnership firm, the transmission shall be
governed by the Indian Partnership Act, 1932, as amended, and other rules and laws applicable.
(d) Other entities: In cases of an association of persons or body of individuals or artificial judicial person
or trusts or statutory corporations or local authority or any other type of non-individual Eligible Investor,
the relevant laws as applicable to such entity shall be applicable.
Eligible Investors are required to submit the Application Form duly filled along with necessary
enclosures at the specified Collecting Bankers as indicated at our website: https://recindia.nic.in/54EC.
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Cheque or Demand Draft should be payable in favour of “REC Limited - 54EC Bonds”. Demand
Draft/ NEFT/ NECS charges, if any, shall be borne by the Applicant.
The Eligible Investor can also directly deposit the amount in the REC 54EC Collection Account by way
of NEFT/RTGS and invariably fill the Application Forms as given on REC website and mention the
UTR number in the space provided in the Application Form:
The bank details for making RTGS Payments are mentioned here: https://recindia.nic.in/54EC
The Eligible Investor can also directly apply through REC’s website: https://www.recindia.nic.in/54EC
and remit the funds online through net banking by duly filling application forms and providing requisite
documents.
16.27.4 By Post
The applicant, if they so desire, may forward their applications through speed / registered post to any of
the controlling branches of the collection bankers as given below, provided they are accompanied with
a demand draft payable at New Delhi / Mumbai, as applicable, for the application amount so as to reach
during such period when the issue is open for subscription.
AXIS Bank New Delhi Main Branch, Statesman House, 148, Barakhamba Road, New Delhi - 110001
Canara Bank Government Business Branch, National Archives of India, Near Shastri Bhawan, 11, Janpath,
New Delhi - 110001
HDFC Bank HDFC Bank Ltd, B - 7/3, Asaf Ali Road, Delhi - 110002
ICICI Bank Capital Market Division, 163, 5th Floor, H.T. Parekh Marg, Backbay Reclamation, Churchgate,
Mumbai-400020
IDBI Bank Delhi CMS & GBG Zonal Operations, 8th Floor, Plate B, Block 2, NBCC Office Complex,
East Kidwai Nagar, New Delhi – 110 023 Delhi (UT - NCT).
INDUSIND 219-220, Somdutt Chambers-II, Bhikaji Cama Place, New Delhi-110066
Bank
YES Bank Plot No. 11/48 Shopping Centre Diplomatic Enclave Malcha Market Chanakya Puri New
Delhi- 110021
A certified true copy of the power of attorney or the relevant authority as the case may be along with the names
and specimen signature(s) of all the authorized signatories and the tax exemption certificate/ document, if any,
must be lodged along with the submission of the completed Application Form. Further modifications/ additions
in the power of attorney or authority should be notified to REC or to its Registrar.
(a) PAN card (in case of joint application, self-attested PAN card copy of all the
applicants are required).
(b) Copy of cancelled cheque / bank statement / bank passbook bearing first / sole
holder’s name, account number, IFSC and MICR.
(c) Any one of the following address proof:
A. Aadhar card;
B. Passport / driving license;
C. Voters identity card;
D. Ration card;
75
E. Registered lease or sale agreement of residence or utility bills like
telephone bill (only landline), electricity bill or gas bill – not more than
3 months old; or
F. Identity card/documents issued by any of the following: central/state
government and its departments, statutory/regulatory authorities, public
sector undertakings, scheduled commercial banks, public financial
institutions.
(d) Copy of client master list / holding statement (if Application is done in
dematerialized mode).
(a) PAN card (in case of joint application, self-attested PAN card copy of all the
applicants are required).
(b) Copy of cancelled cheque / bank statement / bank passbook of savings / NRO bank
account bearing first / sole holder’s name, account number, IFSC and MICR (NRE
bank account is not allowed).
(c) Passport (mandatory).
(d) Any one address proof as mentioned in paragraph 16.29 (i) (c) above.
(e) Copy of client master list / holding statement (if Application is done in dematerialized
mode).
(iii) HUF
The liability of REC shall be limited to only the principal and interest, in terms of this Information Memorandum,
on the Bond. REC shall not be liable for any cost, loss, damage, injury or claim due to the terms of this Bond or
any matters incidental thereto including change or amendment in any Law or regulation, proceedings in court or
due to rejection of the Application.
The Bondholders will not be entitled to any of the rights and privileges available to the shareholders. If, however,
any resolution affecting the rights attached to the Bonds is placed before the members of REC, such resolution
will first be placed before the Bondholders for their consideration.
REC shall be entitled to borrow/ raise loans or avail of financial assistance in whatever form as also issue bonds/
debentures/ notes/ other securities in any manner with ranking as pari-passu basis or otherwise and to change its
capital structure, including issue of shares of any class or redemption or reduction of any class of paid up capital,
on such terms and conditions as REC may think appropriate, without the consent of, or intimation to, the
Bondholder(s) or the Trustee in this connection.
16.33 NOTICES
All notices required to be given by REC or by the Bond Trustee to the Bondholders shall be deemed to have been
given if sent by ordinary post/ courier to the original sole/first allottees of the Bonds and/ or published on the
website of the Issuer.
All notices required to be given by the Bondholder(s), including notices referred to under “Payment of Interest”
and “Payment on Redemption” shall be sent by registered post or by hand delivery to REC or to such persons at
such address as may be notified by REC from time to time.
The Issuer reserves right to effect multiple issuances under the same ISIN. The Issue can be made either by way
of creation of a fresh ISIN or by way of issuance under the existing ISIN at premium, par or discount as the case
may be in line with applicable law.
77
16.35 RIGHT TO BUYBACK, RE-PURCHASE AND RE-ISSUE
The Issuer will have the right, power and authority, exercisable at its sole and absolute discretion from time to
time, to buyback or re-purchase a part or all of its Bonds from the secondary markets or through a tender offer
or any other method permitted under applicable law, at any time prior to the Redemption Date, subject to
applicable law and in accordance with the applicable guidelines or regulations, if any.
In the event of a part or all of the Bonds being bought back or repurchased as aforesaid or redeemed under any
circumstances whatsoever, the Issuer shall have, and shall be deemed always to have had, the right, power and
authority to re-issue the Bonds, either by re-issuing the same Bonds or by issuing other debentures in their place.
Further the Issuer, in respect of such bought back or re-purchased or re-deemed Bonds shall have the right, power
and authority, exercisable either for a part or all of those Bonds, to cancel, keep alive, appoint nominee(s) to hold
or re-issue at such price and on such terms and conditions as it may deem fit and as permitted under applicable
laws or regulations.
The Bonds are governed by and shall be construed in accordance with the laws of India. Any dispute arising
thereof will be subject to the jurisdiction of courts of Delhi.
REC has appointed a Registrar and Transfer Agent for resolving queries/complaints/grievances of an Eligible Investor
expeditiously as far as possible. Any queries such as allotment, bond certificate, demat credit, change in bank details,
address, contact details, transmission, duplicate bond certificate or any other queries/complaints may be addressed to
the following address:
All Eligible Investors are hereby informed that the Issuer has appointed a Compliance Officer who may be contacted
in case of any problem related to the issue.
The Eligible Investors can contact the Compliance Officer in case of any pre-issue / post-issue related problems
such as non-credit of bonds in the dematerialized account, non-receipt of refund order(s), interest warrant(s)/
cheque(s) etc.
78
SECTION XVII
MATERIAL CONTRACTS & AGREEMENTS
By the very nature of its business, the Issuer is involved in a large number of transactions involving financial
obligations and therefore it may not be possible to furnish details of all material contracts and agreements
involving financial obligations of the Issuer. However, the contracts referred below (not being contracts entered
into in the ordinary course of the business carried on by the Issuer) which are or may be deemed to be material
have been entered into by the Issuer. Copies of these contracts together with the copies of documents referred
below may be inspected at the head office of the Issuer between 10.00 a.m. and 2.00 p.m. on any working day
until the Issue closing date.
MATERIAL DOCUMENTS
79
SECTION XVIII
DECLARATION
The Issuer has complied with the provisions of the Companies Act and the rules made thereunder. It is to be
distinctly understood that compliance with the Companies Act and the rules does not imply that payment of
interest or repayment of Bonds, is guaranteed by the GOI.
The Issuer undertakes that the monies received under the Issue shall be utilized only for the purposes and
‘Objects of the Issue’ indicated in the Information Memorandum.
The Issuer accepts no responsibility for the statement made otherwise than in the Information Memorandum or
in any other material issued by or at the instance of the Issuer and that anyone who places reliance on any other
source of information would be doing so at his own risk.
The undersigned has been authorized by the delegation of powers by the Board of Directors vide resolution
number 513.2.15 dated March 27, 2024, to sign this Information Memorandum and declare that all the
requirements of Companies Act and the rules made thereunder in respect of the subject matter of this form and
matters incidental thereto have been complied with. Whatever is stated in this Information Memorandum and in
the attachments thereto is true, correct and complete and no information material to the subject matter of this
form has been suppressed or concealed and is in accordance with the original records maintained by the Promoter
subscribing to the Memorandum of Association and Articles of Association of the Issuer.
It is further declared and verified that all the required attachments have been completely, correctly and legibly
attached to this Information Memorandum.
For and on behalf of the Board of Directors of REC Limited (formerly known as Rural Electrification
Corporation Limited)
Mr Pankaj Verma
General Manager (Finance)
80
SECTION XIX
ANNEXURES
Annexed as Annexure I
Annexed as Annexure II
Annexed as Annexure IV
E. FINANCIAL INDEBTEDNESS
Annexed as Annexure V
F. FINANCIAL INFORMATION
Annexed as Annexure VI
81
Annexure I
Application Form
Annexure II
OF BOND TRUSTEE
Annexure III
Dear Sir,
Re: ICRA-assigned Credit Rating for the Rs. 1,45,000 crore Long Term Borrowing Programme of REC Ltd. for the financial year 2024-25
Please refer to the Statement of work between ICRA Limited (“ICRA”) and your company dated March 27, 2024, for carrying out the rating of the aforesaid Long Term
Borrowing Programme. The Rating Committee of ICRA, after due consideration, has assigned a rating of [ICRA]AAA (pronounced as ICRA triple A) to the captioned
Long-term Borrowing Programme. Instruments with this rating are considered to have the highest degree of safety regarding timely servicing of financial obligations.
Such instruments carry lowest credit risk. The Outlook on the long-term rating is ‘Stable’.
In any of your publicity material or other document wherever you are using our above rating, it should be stated as [ICRA]AAA (Stable).
We would request if you can provide your acceptance on the above Rating(s) by sending an email or signed attached acknowledgement to us latest by April 05, 2024,
as acceptance on the assigned rating. In case you do not communicate your acceptance/non acceptance of the assigned credit rating, or do not appeal against the
assigned rating by April 05, 2024, the rating will be treated by us as non-accepted and shall be disclosed on ICRA’s website accordingly. This is in accordance with
requirements prescribed by the Securities and Exchange Board of India (SEBI) vide SEBI circular dated January 6, 2023.
Any intimation by you about the above rating to any banker/lending agency/government authorities/stock exchange would constitute use of this rating by you and shall
be deemed acceptance of the rating.
This rating is specific to the terms and conditions of the proposed issue as was indicated to us by you and any change in the terms or size of the issue would require
the rating to be reviewed by us. If there is any change in the terms and conditions or size of the instrument rated, as above, the same must be brought to our notice
before the issue of the instrument. If there is any such change after the rating is assigned by us and accepted by you, it would be subject to our review and may result
in change in the rating assigned.
ICRA reserves the right to review and/or, revise the above at any time on the basis of new information or unavailability of information or such other circumstances,
which ICRA believes, may have an impact on the rating assigned to you. The rating, as aforesaid, however, should not be treated as a recommendation to buy, sell or
hold the bonds, debentures and/ or other instruments of like nature to be issued by you.
You are also requested to forthwith inform us about any default or delay in repayment of interest or principal amount of the instrument rated, as above, or any other
debt instruments/ borrowing and keep us informed of any other developments which may have a direct or indirect impact on the debt servicing capability of the company
including any proposal for re-schedulement or postponement of the repayment programmes of the dues/ debts of the company with any lender(s) / investor(s), or
occurrence of any significant development that could impact the ability of the company to raise funds such as restriction imposed by any authority from raising funds
through issuance of debt securities through electronic bidding system. Further, you are requested to inform us immediately as and when the borrowing limit for the
instrument rated, as above, or as prescribed by the regulatory authority(ies) is exceeded.
We thank you for your kind cooperation extended during the course of the rating exercise. Should you require any clarification, please do not hesitate to get in touch
with us. We look forward to your communication and assure you of our best services.
AGAPPA Digitally
by AGAPPA
signed
Building No. 8, 2nd Floor, Tower A Tel.: +91.124 .4545300 Website: www.icra.in
DLF Cyber City, Phase II CIN: L749999DL1991PLC042749 Email: [email protected]
Gurugram – 122002, Haryana Helpdesk: +91 9354738909
Registered Office: B-710, Statesman House, 148, Barakhamba Road, New Delhi 110001. Tel: +91.11.23357940-41
Gurgaon
Haryana 122007
Dear Sir,
Please refer to your request for rating the bank facilities of your Company
2. The following ratings have been assigned by our Rating Committee:
Amount
Facilities Rating1 Rating Action
(₹ crore)
Long- term market CARE AAA; Stable
borrowing programme 1,45,000.00 (Triple A; Outlook: Assigned
( FY25) Stable)
CARE AAA; Stable /
Bank Facilities- LT/ST-
CARE A1+
Fund based/ Non- fund 20,500.00 Assigned
(Triple A ; Outlook:
based (FY25)
Stable / A One Plus)
Short-term market
CARE A1+
borrowing programme 5,000.00 Assigned
(A One Plus)
(FY25)
4. The above rating is normally valid for a period of one year from the date of our initial communication of rating
to you (that is March 29, 2024).
1
Complete definitions of the ratings assigned are available at www.careedge.in and in other CARE Ratings Ltd.’s publications.
Plot no. C-001 A/2 Sector 16B, Berger Tower, Gautam Corporate Office :4th Floor, Godrej Coliseum,
Budh Nagar, Noida, (UP) - 201301 Somaiya Hospital Road, Off Eastern Express
Phone: +91-120-4452000 Highway, Sion (E), Mumbai - 400 022
Phone: +91-22-6754 3456 • www.careedge.in
CIN-L67190MH1993PLC071691
Page 1 of 4
5. The rationale for the rating will be communicated to you separately. A write-up (press release) on the above
rating is proposed to be issued to the press shortly, a draft of which is enclosed for your perusal as Annexure
2. We request you to peruse the annexed document and offer your comments if any. We are doing this as a
matter of courtesy to our clients and with a view to ensure that no factual inaccuracies have inadvertently crept
in. Kindly revert as early as possible. In any case, if we do not hear from you by March 29, 2024 we will proceed
on the basis that you have no any comments to offer.
6. CARE Ratings Ltd. reserves the right to undertake a surveillance/review of the rating from time to time, based
on circumstances warranting such review, subject to at least one such review/surveillance every year.
7. CARE Ratings Ltd. reserves the right to revise/reaffirm/withdraw the rating assigned as also revise the outlook,
as a result of periodic review/surveillance, based on any event or information which in the opinion of CARE
Ratings Ltd. warrants such an action. In the event of failure on the part of the entity to furnish such information,
material or clarifications as may be required by CARE Ratings Ltd. so as to enable it to carry out continuous
monitoring of the rating of the bank facilities, CARE Ratings Ltd. shall carry out the review on the basis of best
available information throughout the life time of such bank facilities. In such cases the credit rating symbol shall
be accompanied by “ISSUER NOT COOPERATING”. CARE Ratings Ltd. shall also be entitled to
publicize/disseminate all the afore-mentioned rating actions in any manner considered appropriate by it, without
reference to you.
8. Our ratings do not take into account the sovereign risk, if any, attached to the foreign currency loans, and the
ratings are applicable only to the rupee equivalent of these loans.
9. Our ratings do not factor in any rating related trigger clauses as per the terms of the facility/instrument, which
may involve acceleration of payments in case of rating downgrades. However, if any such clauses are introduced
and if triggered, the ratings may see volatility and sharp downgrades.
10. Users of this rating may kindly refer our website www.careedge.in for latest update on the outstanding rating.
11. CARE Ratings Ltd. ratings are not recommendations to sanction, renew, disburse or recall any bank facilities.
12. If you need any clarification, you are welcome to approach us in this regard. We are indeed, grateful to you for
entrusting this assignment to CARE Ratings Ltd..
Thanking you,
Yours faithfully,
Plot no. C-001 A/2 Sector 16B, Berger Tower, Gautam Corporate Office :4th Floor, Godrej Coliseum,
Budh Nagar, Noida, (UP) - 201301 Somaiya Hospital Road, Off Eastern Express
Phone: +91-120-4452000 Highway, Sion (E), Mumbai - 400 022
Phone: +91-22-6754 3456 • www.careedge.in
CIN-L67190MH1993PLC071691
Page 2 of 4
Anubhav Khatri Neha Kadiyan
Lead Analyst Associate Director
[email protected] [email protected]
Encl.: As above
Disclaimer
The ratings issued by CARE Ratings Limited are opinions on the likelihood of timely payment of the obligations under the rated instrument and are
not recommendations to sanction, renew, disburse or recall the concerned bank facilities or to buy, sell or hold any security. These ratings do not
convey suitability or price for the investor. The agency does not constitute an audit on the rated entity. CARE Ratings Limited has based its
ratings/outlooks based on information obtained from reliable and credible sources. CARE Ratings Limited does not, however, guarantee the accuracy,
adequacy or completeness of any information and is not responsible for any errors or omissions and the results obtained from the use of such
information. Most entities whose bank facilities/instruments are rated by CARE Ratings Limited have paid a credit rating fee, based on the amount
and type of bank facilities/instruments. CARE Ratings Limited or its subsidiaries/associates may also be involved with other commercial transactions
with the entity. In case of partnership/proprietary concerns, the rating /outlook assigned by CARE Ratings Limited is, inter-alia, based on the capital
deployed by the partners/proprietor and the current financial strength of the firm. The rating/outlook may undergo a change in case of withdrawal of
capital or the unsecured loans brought in by the partners/proprietor in addition to the financial performance and other relevant factors. CARE Ratings
Limited is not responsible for any errors and states that it has no financial liability whatsoever to the users of CARE Ratings Limited’s rating.
Our ratings do not factor in any rating related trigger clauses as per the terms of the facility/instrument, which may involve acceleration of payments
in case of rating downgrades. However, if any such clauses are introduced and if triggered, the ratings may see volatility and sharp downgrades.
Plot no. C-001 A/2 Sector 16B, Berger Tower, Gautam Corporate Office :4th Floor, Godrej Coliseum,
Budh Nagar, Noida, (UP) - 201301 Somaiya Hospital Road, Off Eastern Express
Phone: +91-120-4452000 Highway, Sion (E), Mumbai - 400 022
Phone: +91-22-6754 3456 • www.careedge.in
CIN-L67190MH1993PLC071691
Page 3 of 4
Annexure 1
Plot no. C-001 A/2 Sector 16B, Berger Tower, Gautam Corporate Office :4th Floor, Godrej Coliseum,
Budh Nagar, Noida, (UP) - 201301 Somaiya Hospital Road, Off Eastern Express
Phone: +91-120-4452000 Highway, Sion (E), Mumbai - 400 022
Phone: +91-22-6754 3456 • www.careedge.in
CIN-L67190MH1993PLC071691
Page 4 of 4
To
Chairman and Managing Director
REC Limited
Core-4, SCOPE Complex, 7-Lodhi Road,
New Delhi - 110003
Dear Sir/Madam,
India Ratings and Research (Ind-Ra) has taken the following rating actions on REC Limited and its debt instruments:
#Details in Annexure
*unutilised
In issuing and maintaining its ratings, India Ratings relies on factual information it receives from issuers and underwriters and from other
sources India Ratings believes to be credible. India Ratings conducts a reasonable investigation of the factual information relied upon by
it in accordance with its ratings methodology, and obtains reasonable verification of that information from independent sources, to the
extent such sources are available for a given security.
The manner of India Ratings factual investigation and the scope of the third-party verification it obtains will vary depending on the
nature of the rated security and its issuer, the requirements and practices in India where the rated security is offered and sold, the
availability and nature of relevant public information, access to the management of the issuer and its advisers, the availability of pre-
existing third-party verifications such as audit reports, agreed-upon procedures letters, appraisals, actuarial reports, engineering reports,
legal opinions and other reports provided by third parties, the availability of independent and competent third-party verification sources
with respect to the particular security or in the particular jurisdiction of the issuer, and a variety of other factors.
Users of India Ratings ratings should understand that neither an enhanced factual investigation nor any third-party verification can ensure
that all of the information India Ratings relies on in connection with a rating will be accurate and complete. Ultimately, the issuer and
its advisers are responsible for the accuracy of the information they provide to India Ratings and to the market in offering documents
and other reports. In issuing its ratings India Ratings must rely on the work of experts, including independent auditors with respect to
financial statements and attorneys with respect to legal and tax matters. Further, ratings are inherently forward-looking and embody
assumptions and predictions about future events that by their nature cannot be verified as facts. As a result, despite any verification of
current facts, ratings can be affected by future events or conditions that were not anticipated at the time a rating was issued or
affirmed.
India Ratings seeks to continuously improve its ratings criteria and methodologies, and periodically updates the descriptions on its website
of its criteria and methodologies for securities of a given type. The criteria and methodology used to determine a rating action are those
in effect at the time the rating action is taken, which for public ratings is the date of the related rating action commentary. Each rating
action commentary provides information about the criteria and methodology used to arrive at the stated rating, which may differ from the
general criteria and methodology for the applicable security type posted on the website at a given time. For this reason, you should
always consult the applicable rating action commentary for the most accurate information on the basis of any given public rating.
Ratings are based on established criteria and methodologies that India Ratings is continuously evaluating and updating. Therefore, ratings
are the collective work product of India Ratings and no individual, or group of individuals, is solely responsible for a rating. All India
Ratings reports have shared authorship. Individuals identified in an India Ratings report were involved in, but are not solely responsible
for, the opinions stated therein. The individuals are named for contact purposes only.
Ratings are not a recommendation or suggestion, directly or indirectly, to you or any other person, to buy, sell, make or hold any
investment, loan or security or to undertake any investment strategy with respect to any investment, loan or security or any issuer.
Ratings do not comment on the adequacy of market price, the suitability of any investment, loan or security for a particular investor
(including without limitation, any accounting and/or regulatory treatment), or the tax-exempt nature or taxability of payments made in
respect of any investment, loan or security. India Ratings is not your advisor, nor is India Ratings providing to you or any other party
any financial advice, or any legal, auditing, accounting, appraisal, valuation or actuarial services. A rating should not be viewed as a
replacement for such advice or services. Investors may find India Ratings ratings to be important information, and India Ratings notes
RECLimited 28-March-2024
that you are responsible for communicating the contents of this letter, and any changes with respect to the rating, to investors.
It will be important that you promptly provide us with all information that may be material to the ratings so that our ratings continue to
be appropriate. Ratings may be raised, lowered, withdrawn, or placed on Rating Watch due to changes in, additions to, accuracy of or
the inadequacy of information or for any other reason India Ratings deems sufficient.
Nothing in this letter is intended to or should be construed as creating a fiduciary relationship between India Ratings and you or
between India Ratings and any user of the ratings.
In this letter, “India Ratings” means India Ratings & Research Pvt. Ltd. and any successor in interest.
We are pleased to have had the opportunity to be of service to you. If we can be of further assistance, please email us at
[email protected]
Sincerely,
India Ratings
Dr Devendra Pant
Senior Director
RECLimited 28-March-2024
Annexure: Facilities Breakup
RECLimited 28-March-2024
Term Loan ICICI Bank IND AAA/Stable 40000.00
Term Loan India Infrastructure Finance Company Limited IND AAA/Stable 15000.00
Term Loan India Infrastructure Finance Company Limited IND AAA/Stable 5000.00
Term Loan India Infrastructure Finance Company Limited IND AAA/Stable 10000.00
Term Loan India Infrastructure Finance Company Limited IND AAA/Stable 10000.00
Term Loan India Infrastructure Finance Company Limited IND AAA/Stable 10000.00
Term Loan India Infrastructure Finance Company Limited IND AAA/Stable 5000.00
Term Loan Indian Bank IND AAA/Stable 3450.00
Term Loan Indian Bank IND AAA/Stable 3200.00
Term Loan Indian Bank IND AAA/Stable 1750.00
Term Loan Indian Bank IND AAA/Stable 4200.00
Term Loan Indian Bank IND AAA/Stable 2400.00
Term Loan Jammu and Kashmir Bank IND AAA/Stable 3000.00
Term Loan Karnataka Bank Ltd IND AAA/Stable 5000.00
Term Loan National Bank for Financing Infrastructure and Development (NaBFID) IND AAA/Stable 2500.00
Term Loan National Small Savings Fund IND AAA/Stable 50000.00
Term Loan National Small Savings Fund IND AAA/Stable 50000.00
Term Loan Punjab & Sind Bank IND AAA/Stable 3200.00
Term Loan Punjab & Sind Bank IND AAA/Stable 3800.00
Term Loan Punjab National Bank IND AAA/Stable 500.00
Term Loan Punjab National Bank IND AAA/Stable 5000.00
Term Loan Punjab National Bank IND AAA/Stable 5000.00
Term Loan Punjab National Bank IND AAA/Stable 9500.00
Term Loan Punjab National Bank IND AAA/Stable 20000.00
Term Loan Punjab National Bank IND AAA/Stable 5000.00
Term Loan Punjab National Bank IND AAA/Stable 5000.00
Term Loan South Indian Bank IND AAA/Stable 600.00
Term Loan South Indian Bank IND AAA/Stable 2400.00
Term Loan South Indian Bank IND AAA/Stable 2000.00
Term Loan State Bank of India IND AAA/Stable 7000.00
Term Loan State Bank of India IND AAA/Stable 9200.00
Term Loan State Bank of India IND AAA/Stable 10000.00
Term Loan State Bank of India IND AAA/Stable 20000.00
Term Loan State Bank of India IND AAA/Stable 20000.00
Term Loan State Bank of India IND AAA/Stable 20000.00
Term Loan State Bank of India IND AAA/Stable 16250.00
Term Loan State Bank of India IND AAA/Stable 2000.00
Term Loan State Bank of India IND AAA/Stable 1750.00
Term Loan State Bank of India IND AAA/Stable 50000.00
Term Loan Union Bank of India IND AAA/Stable 20000.00
RECLimited 28-March-2024
Term Loan Union Bank of India IND AAA/Stable 20000.00
Term Loan Bank of India IND AAA/Stable 7500.00
Term Loan Karur Vysya Bank IND AAA/Stable 35000.00
Term Loan State Bank of India IND AAA/Stable 35000.00
Term Loan State Bank of India IND AAA/Stable 8000.00
Term Loan HDFC Bank Limited IND A1+ 11500.00
Term Loan KEB Hana Bank IND A1+ 1000.00
Term Loan HDFC Bank Limited IND A1+ 500.00
Term Loan ICICI Bank IND A1+ 12000.00
Term Loan IDBI Bank IND A1+ 7500.00
Term Loan IDFC First Bank IND A1+ 3000.00
Term Loan Indian Bank IND A1+ 10000.00
Term Loan IndusInd Bank Limited IND A1+ 5000.00
Term Loan Karnataka Bank Ltd IND A1+ 2500.00
Term Loan Mizuho Bank Ltd IND A1+ 8500.00
Term Loan Punjab National Bank IND A1+ 20500.00
Term Loan RBL Bank IND A1+ 5000.00
Term Loan South Indian Bank IND A1+ 1000.00
Term Loan State Bank of India IND A1+ 1000.00
Term Loan Union Bank of India IND A1+ 7500.00
Term Loan Yes Bank Ltd IND A1+ 10000.00
Term Loan National Bank for Financing Infrastructure and Development (NaBFID) IND AAA/Stable 30000.00
Term Loan HDFC Bank Limited IND AAA/Stable 10000.00
Term Loan HDFC Bank Limited IND AAA/Stable 15000.00
Term Loan ICICI Bank IND AAA/Stable 20000.00
Term Loan India Infrastructure Finance Company Limited IND AAA/Stable 8000.00
Term Loan HDFC Bank Limited IND AAA/Stable 25000.00
Term Loan Union Bank of India IND AAA/Stable 5000.00
Term Loan HDFC Bank Limited IND AAA/Stable 15000.00
Term Loan Punjab National Bank IND AAA/Stable 12000.00
Term Loan Union Bank of India IND AAA/Stable 5000.00
Short Term Loan HDFC Bank Limited IND A1+ 2000.00
Short Term Loan ICICI Bank IND A1+ 25000.00
Short Term Loan IDBI Bank IND A1+ 3500.00
Short Term Loan IDFC First Bank IND A1+ 3000.00
Short Term Loan Indian Bank IND A1+ 10000.00
Short Term Loan IndusInd Bank Limited IND A1+ 3000.00
Short Term Loan Karnataka Bank Ltd IND A1+ 2500.00
Short Term Loan Mizuho Bank Ltd IND A1+ 8500.00
Short Term Loan Punjab National Bank IND A1+ 20500.00
RECLimited 28-March-2024
Short Term Loan RBL Bank IND A1+ 5000.00
Short Term Loan South Indian Bank IND A1+ 1500.00
Short Term Loan State Bank of India IND A1+ 8000.00
Short Term Loan Union Bank of India IND A1+ 17500.00
Short Term Loan Yes Bank Ltd IND A1+ 10000.00
Short Term Loan Indian Overseas Bank IND A1+ 10000.00
Short Term Loan Bank of India IND A1+ 7500.00
Short Term Loan UCO Bank IND A1+ 5000.00
Short Term Loan Standard Chartered bank IND A1+ 500.00
External Commercial Borrowing The Bank of New York Mellon Corporation IND AAA/Stable 37253.79
External Commercial Borrowing The Bank of New York Mellon Corporation IND AAA/Stable 24835.86
External Commercial Borrowing Bank of India IND AAA/Stable 20696.55
External Commercial Borrowing Hokkoku Bank IND AAA/Stable 413.93
External Commercial Borrowing Hua Nan Commercial Bank Limited IND AAA/Stable 827.86
External Commercial Borrowing First Commercial Bank IND AAA/Stable 1241.79
External Commercial Borrowing SBI Shinsei Bank, Limited IND AAA/Stable 1448.75
External Commercial Borrowing Korean Development Bank IND AAA/Stable 1448.75
External Commercial Borrowing Mega International Commercial Bank Co. Limited IND AAA/Stable 1655.72
External Commercial Borrowing Taipei Fubon Commercial Bank Co Ltd IND AAA/Stable 1655.72
External Commercial Borrowing The Bank of Yokohama IND AAA/Stable 1655.72
External Commercial Borrowing DBS Bank India Limited IND AAA/Stable 2069.65
External Commercial Borrowing State Bank of India IND AAA/Stable 8278.62
External Commercial Borrowing The Bank of New York Mellon Corporation IND AAA/Stable 53811.03
External Commercial Borrowing The Bank of New York Mellon Corporation IND AAA/Stable 41393.10
External Commercial Borrowing DBS Bank India Limited IND AAA/Stable 4443.38
External Commercial Borrowing State Bank of India IND AAA/Stable 6208.96
External Commercial Borrowing New Development Bank IND AAA/Stable 24835.86
External Commercial Borrowing India Infrastructure Finance Company (UK) Limited IND AAA/Stable 14073.65
External Commercial Borrowing The Hyakugo Bank Ltd. IND AAA/Stable 312.25
External Commercial Borrowing The Nanto Bank Ltd. IND AAA/Stable 312.25
External Commercial Borrowing The Tokyo Star Bank Ltd IND AAA/Stable 499.60
External Commercial Borrowing The Gunma Bank Ltd IND AAA/Stable 624.50
External Commercial Borrowing The Shiga Bank Ltd IND AAA/Stable 624.50
External Commercial Borrowing Aozora Asia Pacific Finance Limited IND AAA/Stable 936.75
External Commercial Borrowing MUFG Bank IND AAA/Stable 3259.26
External Commercial Borrowing SBI Mauritius Ltd IND AAA/Stable 827.86
External Commercial Borrowing Hua Nan Commercial Bank Limited IND AAA/Stable 1241.79
External Commercial Borrowing UCO Bank IND AAA/Stable 1241.79
External Commercial Borrowing Chang Hwa Commercial Bank Ltd IND AAA/Stable 2483.58
External Commercial Borrowing Indian Bank IND AAA/Stable 2483.58
RECLimited 28-March-2024
External Commercial Borrowing Canara Bank IND AAA/Stable 8278.62
External Commercial Borrowing State Bank of India IND AAA/Stable 18626.89
External Commercial Borrowing The Bank of New York Mellon Corporation IND AAA/Stable 41393.10
External Commercial Borrowing DBS Bank India Limited IND AAA/Stable 413.93
External Commercial Borrowing The Gunma Bank Ltd IND AAA/Stable 413.93
External Commercial Borrowing AfrAsia Bank Limited IND AAA/Stable 827.86
External Commercial Borrowing Bank of Kaohsiung IND AAA/Stable 827.86
External Commercial Borrowing Sunny Bank Ltd. IND AAA/Stable 827.86
External Commercial Borrowing The Shiga Bank Ltd IND AAA/Stable 827.86
External Commercial Borrowing First Commercial Bank IND AAA/Stable 972.73
External Commercial Borrowing First Commercial Bank IND AAA/Stable 972.73
External Commercial Borrowing Chang Hwa Commercial Bank Ltd IND AAA/Stable 1159.00
External Commercial Borrowing CTBC Bank IND AAA/Stable 1159.00
External Commercial Borrowing Mega International Commercial Bank Co. Limited IND AAA/Stable 1365.97
External Commercial Borrowing Taiwan Business Bank IND AAA/Stable 1365.97
External Commercial Borrowing Nishi-Nippon City Bank IND AAA/Stable 1365.97
External Commercial Borrowing Indian Bank IND AAA/Stable 1655.72
External Commercial Borrowing Woori Bank IND AAA/Stable 1655.72
External Commercial Borrowing Bank of Taiwan IND AAA/Stable 1945.47
External Commercial Borrowing Hua Nan Commercial Bank Limited IND AAA/Stable 1945.47
External Commercial Borrowing Taiwan Cooperative Bank IND AAA/Stable 1945.47
External Commercial Borrowing Korean Development Bank IND AAA/Stable 2028.26
External Commercial Borrowing Canara Bank IND AAA/Stable 8278.62
External Commercial Borrowing State Bank of India IND AAA/Stable 16557.24
External Commercial Borrowing The Bank of New York Mellon Corporation IND AAA/Stable 33114.48
External Commercial Borrowing Hua Nan Commercial Bank Limited IND AAA/Stable 827.86
External Commercial Borrowing Sumitomo Mitsui Banking Corporation IND AAA/Stable 5381.10
External Commercial Borrowing The Gunma Bank Ltd IND AAA/Stable 624.50
External Commercial Borrowing Aozora Asia Pacific Finance Limited IND AAA/Stable 2498.00
External Commercial Borrowing Bank of India IND AAA/Stable 3603.52
External Commercial Borrowing Mizuho Bank Ltd IND AAA/Stable 5405.28
External Commercial Borrowing Sumitomo Mitsui Banking Corporation IND AAA/Stable 11291.58
External Commercial Borrowing Sunny Bank Ltd. IND AAA/Stable 413.93
External Commercial Borrowing Axis Bank Limited IND AAA/Stable 413.93
External Commercial Borrowing The Bank of Yokohama IND AAA/Stable 827.86
External Commercial Borrowing Chang Hwa Commercial Bank Ltd IND AAA/Stable 827.86
External Commercial Borrowing Hua Nan Commercial Bank Limited IND AAA/Stable 827.86
External Commercial Borrowing Bank of China IND AAA/Stable 1655.72
External Commercial Borrowing Taiwan Business Bank IND AAA/Stable 1655.72
External Commercial Borrowing Mega International Commercial Bank Co. Limited IND AAA/Stable 1655.72
RECLimited 28-March-2024
External Commercial Borrowing Taiwan Cooperative Bank IND AAA/Stable 1655.72
External Commercial Borrowing Sumitomo Mitsui Banking Corporation IND AAA/Stable 1904.08
External Commercial Borrowing Bank of Taiwan IND AAA/Stable 2483.58
External Commercial Borrowing Bank of China IND AAA/Stable 3311.44
External Commercial Borrowing Bank of India IND AAA/Stable 4139.31
External Commercial Borrowing Indian Overseas Bank IND AAA/Stable 5381.10
External Commercial Borrowing DBS Bank India Limited IND AAA/Stable 6871.25
External Commercial Borrowing Canara Bank IND AAA/Stable 12417.93
External Commercial Borrowing MUFG Bank IND AAA/Stable 15232.66
External Commercial Borrowing Bank of Baroda IND AAA/Stable 23180.13
External Commercial Borrowing State Bank of India IND AAA/Stable 7780.20
External Commercial Borrowing State Bank of India IND AAA/Stable 15948.70
External Commercial Borrowing State Bank of India IND AAA/Stable 11950.20
External Commercial Borrowing State Bank of India IND AAA/Stable 4187.40
External Commercial Borrowing Hongkong Shanghai Banking corporation IND AAA/Stable 6385.80
External Commercial Borrowing MUFG Bank IND AAA/Stable 10363.80
External Commercial Borrowing DBS Bank India Limited IND AAA/Stable 12475.40
External Commercial Borrowing Kreditanstalt für Wiederaufbau(kfw) IND AAA/Stable 1392.05
External Commercial Borrowing Kreditanstalt für Wiederaufbau(kfw) IND AAA/Stable 15894.95
External Commercial Borrowing State Bank of India IND AAA/Stable 25010.00
External Commercial Borrowing Hongkong Shanghai Banking corporation IND AAA/Stable 6250.00
External Commercial Borrowing Mizuho Bank Ltd IND AAA/Stable 7986.10
External Commercial Borrowing Sumitomo Mitsui Banking Corporation IND AAA/Stable 7986.10
External Commercial Borrowing MUFG Bank IND AAA/Stable 7586.80
External Commercial Borrowing Mizuho Bank Ltd IND AAA/Stable 6002.80
External Commercial Borrowing Bank of Baroda IND AAA/Stable 20578.10
External Commercial Borrowing Axis Bank Limited IND AAA/Stable 8231.20
External Commercial Borrowing State Bank of India IND AAA/Stable 12758.40
External Commercial Borrowing State Bank of India IND AAA/Stable 28519.23
External Commercial Borrowing Bank of India IND AAA/Stable 8266.44
External Commercial Borrowing Bank of India IND AAA/Stable 8266.44
External Commercial Borrowing Hongkong Shanghai Banking corporation IND AAA/Stable 8266.44
External Commercial Borrowing MUFG Bank IND AAA/Stable 16527.76
External Commercial Borrowing DBS Bank India Limited IND AAA/Stable 7437.49
External Commercial Borrowing Sumitomo Mitsui Banking Corporation IND AAA/Stable 14461.79
External Commercial Borrowing UCO Bank IND AAA/Stable 8311.10
FCNR DBS Bank India Limited IND AAA/Stable 6130.00
FCNR ICICI Bank IND AAA/Stable 12400.00
FCNR State Bank of India IND AAA/Stable 12346.50
FCNR State Bank of India IND AAA/Stable 12321.00
RECLimited 28-March-2024
FCNR ICICI Bank IND AAA/Stable 12321.00
FCNR ICICI Bank IND AAA/Stable 12336.30
FCNR State Bank of India IND AAA/Stable 10330.10
FCNR State Bank of India IND AAA/Stable 6217.90
FCNR ICICI Bank IND AAA/Stable 16453.08
FCNR State Bank of India IND AAA/Stable 6190.50
FCNR ICICI Bank IND AAA/Stable 12349.47
FCNR ICICI Bank IND AAA/Stable 10339.37
FCNR ICICI Bank IND AAA/Stable 12411.00
FCNR ICICI Bank IND AAA/Stable 8321.00
Foreign currency term loan EXIM Bank IND AAA/Stable 8296.50
Annexure: ISIN
RECLimited 28-March-2024
Bonds (FY11) INE020B08427 08/06/2010 8.75 09/06/2025 IND 12500
AAA/Stable
Bonds (FY11) INE020B08443 12/07/2010 8.75 14/07/2025 IND 18000
AAA/Stable
Bonds (FY12) INE020B08724 15/02/2012 9.15 15/02/2027 IND 30
AAA/Stable
Bonds (FY12) INE020B08732 15/02/2012 9.15 15/02/2027 IND 10
AAA/Stable
Bonds (FY12) INE020B07GH7 27/03/2012 8.12/8.32 27/03/2027 IND 21600
AAA/Stable
Bonds (FY13) INE020B07GV8 21/11/2012 7.38 21/11/2027 IND 2450
AAA/Stable
Bonds (FY13) INE020B07GX4 19/12/2012 7.38/7.88 19/12/2027 IND 8520
AAA/Stable
Bonds (FY13) INE020B07GZ9 25/03/2013 7.04/7.54 25/03/2028 IND 500
AAA/Stable
Bonds (FY14) INE020B07HN3 29/08/2013 8.46 29/08/2028 IND 11410
AAA/Stable
Bonds (FY14) INE020B07HP8 24/09/2013 8.46 24/09/2028 IND 16390
AAA/Stable
Bonds (FY14) INE020B07HS2 24/09/2013 8.46/8.71 24/09/2028 IND 11710
AAA/Stable
Bonds (FY14) INE020B07HV6 11/10/2013 8.54 11/10/2028 IND 450
AAA/Stable
Bonds (FY14) INE020B07ID2 24/03/2014 8.63 24/03/2029 IND 2380
AAA/Stable
Bonds (FY14) INE020B07IG5 24/03/2014 8.63/8.88 24/03/2029 IND 2930
AAA/Stable
Bonds (FY14) INE020B07HQ6 24/09/2013 8.37 24/09/2033 IND 140
AAA/Stable
Bonds (FY14) INE020B07HT0 24/09/2013 8.37/8.62 24/09/2033 IND 420
AAA/Stable
Bonds (FY14) INE020B07IE0 24/03/2014 8.61 24/03/2034 IND 250
AAA/Stable
Bonds (FY14) INE020B07IH3 24/03/2014 8.86 24/03/2034 IND 850
AAA/Stable
Bonds (FY15) INE020B07IZ5 25/08/2014 9.34 23/08/2024 IND 19550
AAA/Stable
Bonds (FY15) INE020B08880 22/12/2014 8.57 21/12/2024 IND 22500
AAA/Stable
Bonds (FY15) INE020B08898 23/01/2015 8.23 23/01/2025 IND 19250
AAA/Stable
Bonds (FY15) INE020B08906 06/02/2015 8.27 06/02/2025 IND 23250
AAA/Stable
Bonds (FY15) INE020B08914 23/02/2015 8.35 21/02/2025 IND 22850
AAA/Stable
Bonds (FY16) INE020B08930 10/04/2015 8.3 10/04/2025 IND 23960
AAA/Stable
Bonds (FY16) INE020B07JO7 23/07/2015 7.17 23/07/2025 IND 3000
AAA/Stable
RECLimited 28-March-2024
Bonds (FY16) INE020B08963 07/10/2015 8.11 07/10/2025 IND 25850
AAA/Stable
RECLimited 28-March-2024
AAA/Stable
Bonds (FY20) INE020B07LM7 31/10/2019 5.75 31/10/2024 IND 5180
AAA/Stable
Bonds (FY20) INE020B08CF8 26/11/2019 7.4 26/11/2024 IND 15000
AAA/Stable
Bonds (FY20) INE020B07LN5 30/11/2019 5.75 30/11/2024 IND 5530
AAA/Stable
Bonds (FY20) INE020B07LO3 31/12/2019 5.75 31/12/2024 IND 5270
AAA/Stable
Bonds (FY20) INE020B07LP0 31/01/2020 5.75 31/01/2025 IND 4810
AAA/Stable
Bonds (FY20) INE020B07LQ8 28/02/2020 5.75 28/02/2025 IND 5400
AAA/Stable
Bonds (FY20) INE020B08CK8 10/02/2020 6.88 20/03/2025 IND 25000
AAA/Stable
Bonds (FY20) INE020B07LR6 31/03/2020 5.75 31/03/2025 IND 6830
AAA/Stable
Bonds (FY20) INE020B08BQ7 16/04/2019 8.85 16/04/2029 IND 16010
AAA/Stable
Bonds (FY20) INE020B08BS3 14/05/2019 8.8 14/05/2029 IND 10970
AAA/Stable
Bonds (FY20) INE020B08BU9 25/06/2019 8.3 25/06/2029 IND 20710
AAA/Stable
Bonds (FY20) INE020B08DS9 26/09/2019 8.25 26/09/2029 IND 8710
AAA/Stable
Bonds (FY20) INE020B08CP7 06/03/2020 7.5 28/02/2030 IND 23820
AAA/Stable
Bonds (FY20) INE020B08CI2 08/01/2020 7.89 31/03/2030 IND 11000
AAA/Stable
Bonds (FY20) INE020B08CJ0 28/01/2020 7.92 31/03/2030 IND 30550
AAA/Stable
Bonds (FY20) INE020B08BW5 22/08/2019 8.18 22/08/2034 IND 50630
AAA/Stable
Bonds (FY20) INE020B08BX3 16/09/2019 8.29 16/09/2034 IND 30280
AAA/Stable
Bonds (FY21) INE020B08CZ6 30/07/2020 5.9 31/03/2025 IND 9000
AAA/Stable
Bonds (FY21) INE020B07LS4 30/04/2020 5.75 30/04/2025 IND 530
AAA/Stable
Bonds (FY21) INE020B07LT2 31/05/2020 5.75 31/05/2025 IND 2060
AAA/Stable
Bonds (FY21) INE020B07LU0 30/06/2020 5.75 30/06/2025 IND 5800
AAA/Stable
Bonds (FY21) INE020B07LV8 31/07/2020 5.75 31/07/2025 IND 4400
AAA/Stable
Bonds (FY21) INE020B07LW6 31/08/2020 5 31/08/2025 IND 2300
AAA/Stable
Bonds (FY21) INE020B07LX4 30/09/2020 5 30/09/2025 IND 3530
AAA/Stable
Bonds (FY21) INE020B07LY2 31/10/2020 5 31/10/2025 IND 2900
RECLimited 28-March-2024
AAA/Stable
Bonds (FY21) INE020B07LZ9 30/11/2020 5 30/11/2025 IND 3300
AAA/Stable
Bonds (FY21) INE020B08DF6 29/10/2020 5.85 20/12/2025 IND 27770
AAA/Stable
Bonds (FY21) INE020B08DH2 15/12/2020 5.81 31/12/2025 IND 20820
AAA/Stable
Bonds (FY21) INE020B07MA0 31/12/2020 5 31/12/2025 IND 5440
AAA/Stable
Bonds (FY21) INE020B08DK6 13/01/2021 5.94 31/01/2026 IND 20000
AAA/Stable
Bonds (FY21) INE020B07MB8 31/01/2021 5 31/01/2026 IND 5090
AAA/Stable
Bonds (FY21) INE020B07MC6 28/02/2021 5 28/02/2026 IND 5620
AAA/Stable
Bonds (FY21) INE020B07MD4 31/03/2021 5 31/03/2026 IND 12140
AAA/Stable
Bonds (FY21) INE020B08CU7 11/05/2020 7.55 11/05/2030 IND 37400
AAA/Stable
Bonds (FY21) INE020B08CW3 21/05/2020 7.79 21/05/2030 IND 15690
AAA/Stable
Bonds (FY21) INE020B08CX1 08/06/2020 7.96 15/06/2030 IND 20000
AAA/Stable
Bonds (FY21) INE020B08DB5 28/08/2020 7.25 30/09/2030 IND 35000
AAA/Stable
Bonds (FY21) INE020B08DE9 29/10/2020 6.8 20/12/2030 IND 50000
AAA/Stable
Bonds (FY21) INE020B08DG4 15/12/2020 6.9 31/01/2031 IND 25000
AAA/Stable
Bonds (FY21) INE020B08DA7 30/07/2020 6.9 31/03/2031 IND 13000
AAA/Stable
Bonds (FY21) INE020B08DM2 28/01/2021 7.02 31/01/2036 IND 45900
AAA/Stable
Bonds (FY21) INE020B08DO8 12/03/2021 7.4 15/03/2036 IND 36140
AAA/Stable
Bonds (FY22) INE020B08DR1 22/04/2021 5.74 20/06/2024 IND 40000
AAA/Stable
Bonds (FY22) INE020B08DU5 18/11/2021 3-month T-Bill 31/10/2024 IND 25000
rate+66bp AAA/Stable
Bonds (FY22) INE020B07ME2 30/04/2021 5 30/04/2026 IND 4350
AAA/Stable
Bonds (FY22) INE020B07MF9 31/05/2021 5 31/05/2026 IND 3350
AAA/Stable
Bonds (FY22) INE020B07MG7 30/06/2021 5 30/06/2026 IND 5060
AAA/Stable
Bonds (FY22) INE020B07MH5 31/07/2021 5 31/07/2026 IND 6000
AAA/Stable
Bonds (FY22) INE020B07MI3 31/08/2021 5 31/08/2026 IND 2170
AAA/Stable
RECLimited 28-March-2024
Bonds (FY22) INE020B07MN3 31/01/2022 5 31/01/2027 IND 5830
AAA/Stable
RECLimited 28-March-2024
Bonds (FY23) INE020B08EE7 12/01/2023 7.69 31/01/2033 IND 20040
AAA/Stable
RECLimited 28-March-2024
FY24 long-term borrowing programme INE020B07NI1 30/09/2023 5.25 30/09/2028 IND 8170
AAA/Stable
FY24 long-term borrowing programme INE020B07NH3 31/10/2023 5.25 31/10/2028 IND 8150
AAA/Stable
FY24 long-term borrowing programme INE020B07NF7 30/11/2023 5.25 30/11/2028 IND 5490
AAA/Stable
FY24 long-term borrowing programme INE020B08EV1 16/01/2024 7.64 31/01/2034 IND 30000
AAA/Stable
FY24 long-term borrowing programme INE020B08EW9 16/01/2024 7.71 26/02/2027 IND 10000
AAA/Stable
FY24 long-term borrowing programme INE020B08EX7 23/02/2024 7.64 30/04/2027 IND 28750
AAA/Stable
FY24 long-term borrowing programme INE020B08EY5 23/02/2024 7.47 28/02/2034 IND 25000
AAA/Stable
FY24 long-term borrowing programme INE020B07NN1 29/02/2024 5.25 28/02/2029 IND 12500
AAA/Stable
FY24 long-term borrowing programme INE020B08ET5 12/12/2023 7.79 29/11/2025 IND 10330
AAA/Stable
FY24 long-term borrowing programme INE020B08EU3 12/12/2023 7.67 30/11/2038 IND 35390
AAA/Stable
FY24 long-term borrowing programme INE020B07ND2 31/12/2023 5.25 31/12/2028 IND 9350
AAA/Stable
FY24 long-term borrowing programme INE020B07NE0 31/01/2024 5.25 31/01/2029 IND 5800
AAA/Stable
FY24 long-term borrowing programme INE020B07NF7 30/11/2023 5.25 30/11/2028 IND 7780
AAA/Stable
FY24 long-term borrowing programme INE020B07NH3 31/10/2023 5.25 31/10/2028 IND 8190
AAA/Stable
FY24 long-term borrowing programme INE020B07NM3 31/03/2024 5.25 31/03/2029 IND 12500
AAA/Stable
FY24 long-term borrowing programme INE020B07NC4 30/04/2023 5.25 30/04/2028 IND 7410
AAA/Stable
(FY24 long-term borrowing programme) ECB Green Bonds - IND 61350
AAA/Stable
Short-term borrowing programme (including bank guarantee) - IND A1+ 22800
(FY24) (HDFC Bank Limited)
Short-term borrowing programme (including bank guarantee) - IND A1+ 2200
(FY24) (HDFC Bank Limited)
Short-term borrowing programme (including bank guarantee) - IND A1+ 10000
(FY24) (HDFC Bank Limited)
Short-term borrowing programme (including bank guarantee) - IND A1+ 1000
(FY24) (KEB Hana Bank)
Long-term annual borrowing programme (FY25) (unutilised) - IND 1450000
AAA/Stable
Short-term loans (FY25) (unutilised) - IND A1+ 50000
Short-term borrowing programme (including bank guarantee) - IND A1+ 205000
(FY25) (unutilised)
RECLimited 28-March-2024
Note: The bonds wherein there are two coupon rates in the annexure reflect the non-retail and retail bonds. Non-retail bonds have a
step-down from the retail bonds.
RECLimited 28-March-2024
Annexure IV
Financial Indebtedness
ANNEXURE 5 – FINANCIAL INDEBTEDNESS
Set forth below is a brief summary of the Issuer’s significant outstanding secured borrowings of ₹ 53,668.94 Crores and unsecured borrowings of ₹ 3,86,405.46 Crores, as on
December 31, 2023 together with a brief description of certain significant terms of such financing arrangements.
(I) SECURED TERM LOANS FROM BANKS AND FINANCIAL INSTITUTIONS AVAILED BY THE ISSUER
The Issuer has not availed any secured term loan from banks and financial institutions as on December 31, 2023.
Set forth below is a brief summary of our outstanding unsecured borrowings as on December 31, 2023. (All figures are in (₹) Crores, except in percentages)
Sr. No. Name of the Lender Loan documentation Facility/Amount Sanctioned Amount outstanding, Repayment Date/ Schedule and prepayment penalty if any Credit Rating, if applicable
(₹ Crores) as on December 31,
2023
(₹ Crores)***
A Unsecured Term Loans from Banks & Fis
1. Punjab National Bank Loan agreement dated June 17, 2020 2000.00 1338.57 Repayable in 3 equal annual instalments after initial moratorium of 2 years. AAA by CRISIL, CARE, ICRA
and India Ratings
2. Punjab National Bank Loan agreement dated November 10, 2000.00 2012.56 Bullet on maturity. AAA by CRISIL, CARE, ICRA
2021 No prepayment charges. and India Ratings
3. Punjab National Bank Loan agreement dated March 28, 2022 1000.00 999.86 Repayable in 9 years and 9 months in 5 equal annual installment, first instalment starting from 29.03.2028 and AAA by CRISIL, CARE, ICRA
ending on 29.12.2031 and India Ratings
4. Punjab National Bank Loan agreement dated October 06, 1200.00 1200.25 Bullet on maturity. No prepayment charges. AAA by CRISIL, CARE, ICRA
2023 and India Ratings
5. Punjab National Bank Loan agreement dated December 26, 2000.00 2000.42 Bullet on maturity.No prepayment charges. AAA by CRISIL, CARE, ICRA
2023 and India Ratings
6. State Bank of India Loan agreement dated March 5, 2019 2300.00 462.63 Repayable in 5 instalments of 20% after the end of 18/30/42/54/60 months. Initial moratorium is 18 months. AAA by CRISIL, CARE, ICRA
1% prepayment charges if prepaid within 6 months from the date of disbursement of each tranche, and after and India Ratings
that, NIL.
7. State Bank of India Loan agreement dated July 14, 2020 5,000.00 2874.76 Repayable in 7 half yearly instalments after initial moratorium is 18 months. AAA by CRISIL, CARE, ICRA
and India Ratings
8. State Bank of India Loan agreement dated July 14, 2020 4,000.00 3926.84 Repayable in 17 half yearly installments after a moratorium period of 18 months from first drawl in progressive AAA by CRISIL, CARE, ICRA
manner as under: and India Ratings
• 4 half yearly instalments of 2.50% each
• 6 half yearly instalments of 5.00% each
• 4 half yearly instalments of 7.50% each
• 3 half yearly instalments of 10.00% each
2% prepayment charges if prepaid within 18 months from the date of disbursement of each tranche, and after
that, NIL.
9. State Bank of India Loan agreement dated December 09, 5,000.00 1722.69 Bullet repayment at the end of maturity of the RTL AAA by CRISIL, CARE, ICRA
2022 and India Ratings
10. HDFC Bank Limited Loan agreement dated January 15, 500.00 500.11 Bullet on maturity. AAA by CRISIL, CARE, ICRA
2019 No prepayment charges. and India Ratings
11. HDFC Bank Limited Loan agreement dated November 11, 850 855.75 Bullet repayment on maturity with put/call option every 6 months AAA by CRISIL, CARE, ICRA
2021 and India Ratings
12. HDFC Bank Limited Loan agreement dated March 23, 2022 2000 2013.73 Bullet repayment on maturity with put/call option every 6 months AAA by CRISIL, CARE, ICRA
and India Ratings
13. HDFC Bank Limited Loan agreement dated August 31, 2022 2000 2013.73 Bullet repayment on maturity with put/call option every 6 months AAA by CRISIL, CARE, ICRA
and India Ratings
14. HDFC Bank Limited Loan agreement dated December 27, 2500 2516.81 Bullet repayment on maturity with put/call option every 6 months AAA by CRISIL, CARE, ICRA
2022 and India Ratings
15. HDFC Bank Limited Loan agreement dated February 27, 2500.00 2517.07 Bullet repayment on maturity with put/call option every 6 months AAA by CRISIL, CARE, ICRA
2023 and India Ratings
16. HDFC Bank Limited Loan agreement dated June 21, 2023 2500.00 2516.61 Bullet repayment on maturity with prepayment allowed after 6 months with prior written notice of 30 days AAA by CRISIL, CARE, ICRA
and India Ratings
Sr. No. Name of the Lender Loan documentation Facility/Amount Sanctioned Amount outstanding, Repayment Date/ Schedule and prepayment penalty if any Credit Rating, if applicable
(₹ Crores) as on December 31,
2023
(₹ Crores)***
17. HDFC Bank Limited Loan agreement dated September 26, 4000.00 4026.09 Bullet repayment on maturity with put/call option every 6 months AAA by CRISIL, CARE, ICRA
2023 and India Ratings
18. HDFC Bank Limited Loan agreement dated December 28, 1500.00 1501.25 Bullet repayment on maturity with put/call option every 6 months AAA by CRISIL, CARE, ICRA
2023 and India Ratings
19. Union Bank of India Loan agreement dated March 23, 2022 2000.00 2000.10 Repayable in 5 annual instalments after initial moratorium of 4 years, first installment starting from 31.03.2027 AAA by CRISIL, CARE, ICRA
and India Ratings
20. Union Bank of India Loan agreement dated December 30, 2000.00 1000.21 Bullet repayment at the end of 3 years of each tranche AAA by CRISIL, CARE, ICRA
2022 and India Ratings
21. Union Bank of India Loan agreement dated September 30, 1000.00 1000.21 Bullet repayment at the end of 5 years from the date of first disbursement AAA by CRISIL, CARE, ICRA
2023 and India Ratings
22. IIFCL Loan agreement dated February 22, 2000 2000.00 Bullet on maturity-3 years AAA by CRISIL, CARE, ICRA
2021 2% prepayment charges on outstanding balance of the loans. No prepayment penalty is leviable if the reset of and India Ratings
interest is not acceptable to the Issuer, and prepayment is effected within 3 days of communication of the
revised interest rate
23. IIFCL Loan agreement dated March 25, 2021 2000 2000.00 Bullet on maturity-5 years AAA by CRISIL, CARE, ICRA
2% prepayment charges on outstanding balance of the loans. No prepayment penalty is leviable if the reset of and India Ratings
interest is not acceptable to the Issuer, and prepayment is effected within 3 days of communication of the revised
interest rate
24. IIFCL Loan agreement dated August 03, 2021 1000 1000.00 Bullet on maturity- 5 years AAA by CRISIL, CARE, ICRA
2% prepayment charges on outstanding balance of the loans. No prepayment penalty is leviable if the reset of and India Ratings
interest is not acceptable to the Issuer, and prepayment is effected within 3 days of communication of the revised
interest rate
25. IIFCL Loan agreement dated July 28, 2022 800 500.00 Bullet on maturity- 5 years AAA by CRISIL, CARE, ICRA
2% prepayment charges on outstanding balance of the loans. No prepayment penalty is leviable if the reset of and India Ratings
interest is not acceptable to the Issuer, and prepayment is effected within 3 days of communication of the revised
interest rate
26. IIFCL Loan agreement dated June 30, 2023 1000.00 800.00 Bullet on maturity- 5 years AAA by CRISIL, CARE, ICRA
2% prepayment charges on outstanding balance of the loans. No prepayment penalty is leviable if the reset of and India Ratings
interest is not acceptable to the Issuer, and prepayment is effected within 3 days of communication of the revised
interest rate
27. IIFCL Loan agreement dated December 11, 1500.00 1500.00 Bullet on maturity- 5 years AAA by CRISIL, CARE, ICRA
2023 2% prepayment charges on outstanding balance of the loans. No prepayment penalty is leviable if the reset of and India Ratings
interest is not acceptable to the Issuer, and prepayment is effected within 3 days of communication of the revised
interest rate
28. NaBFID Loan agreement dated March 09, 2023 3500.00 3522.89 Repayment in 7 equal annual installments with first installment due 12 months after the end of moratorium AAA by CRISIL, CARE, ICRA
period of 3 years and India Ratings
29. Deutsche Bank Loan agreement dated March 24, 2022 500.00 500.22 Bullet repayment after 5 years AAA by CRISIL, CARE, ICRA
and amendment dated June, 13, 2022 Pre-payment to be allowed within 7 days from the interest reset date after due prior notice. and India Ratings
30. ICICI Bank Loan agreement dated September 28, 2000.00 2000.85 Repayable in 9 equal annual instalments after initial moratorium of 2 years. AAA by CRISIL, CARE, ICRA
2021 and India Ratings
31. ICICI Bank Loan agreement dated November 22, 850.00 850.36 Repayable in 20 half yearly installments after a moratorium period of 18 months from first drawl in progressive AAA by CRISIL, CARE, ICRA
2021 manner as under: and India Ratings
• 3 half yearly instalments of 0% each
• 4 half yearly instalments of 1.25% each
• 5 half yearly instalments of 5.00% each
• 4 half yearly instalments of 7.50% each
• 4 half yearly instalments of 10.00% each
32. ICICI Bank Loan agreement dated June 14, 2022 1150.00 1150.49 Repayable in 7 installments after moratorium period of 18 months from first drawl in the below mentioned AAA by CRISIL, CARE, ICRA
manner: and India Ratings
• 6 yearly installments of 5% each
• remaining 70% at the time of maturity
33. ICICI Bank Loan agreement dated May 05, 2023 2000.00 2000.84 Bullet repayment after 5 years AAA by CRISIL, CARE, ICRA
Prepayment allowed upon giving the bank at least 7-day prior written notice. and India Ratings
34. Jammu & Kashmir Bank Loan agreement dated October 25, 300.00 300 Bullet repayment after 5 years AAA by CRISIL, CARE, ICRA
2021 Lockin period of 6 months and India Ratings
35. South Indian Bank Loan agreement dated October 28, 300.00 300 Bullet repayment after 5 years AAA by CRISIL, CARE, ICRA
2021 Nil, with a written notice served 7 days prior to pre-payment/ pre-closure subject to Lock-in period of 6 months and India Ratings
from the date of disbursement
36. South Indian Bank Loan agreement dated October 28, 200.00 199.99 Bullet repayment after 5 years AAA by CRISIL, CARE, ICRA
2021 Nil, with a written notice served 7 days prior to pre-payment/ pre-closure subject to Lock-in period of 6 months and India Ratings
from the date of disbursement
Sr. No. Name of the Lender Loan documentation Facility/Amount Sanctioned Amount outstanding, Repayment Date/ Schedule and prepayment penalty if any Credit Rating, if applicable
(₹ Crores) as on December 31,
2023
(₹ Crores)***
37. Central Bank of India Loan agreement dated March 24, 2022 500.00 503.28 Repayable in 7 equal annual instalments after initial moratorium of 3 years, first instalment starting from AAA by CRISIL, CARE, ICRA
28.02.2026. and India Ratings
Nil
38. Central Bank of India Loan agreement dated March 24, 2022 1500.00 1509.23 Bullet repayment after 1.5 years AAA by CRISIL, CARE, ICRA
Pre-payment to be allowed without any prepayment premium and India Ratings
39. Central Bank of India Loan agreement dated November 15, 400.00 402.56 Bullet repayment after 3 years AAA by CRISIL, CARE, ICRA
2022 Pre-payment to be allowed without any prepayment premium and India Ratings
40. Karnataka Bank Loan agreement dated June 14, 2022 500.00 500 Bullet repayment after 5 years AAA by CRISIL, CARE, ICRA
Nil, if paid out of own sources and India Ratings
41. Indian Bank Loan agreement dated August 04, 2022 1500.00 503.43 Repayment in 6 annual installments of Rs. 250 crore each after initial moratorium of 1 year AAA by CRISIL, CARE, ICRA
Prepayment charges Nil and India Ratings
42. Bank of Baroda Loan agreement dated September 22, 5000 5001.09 Repayable in 6 structured yearly installments after a moratorium period of 1 year from first drawl in progressive AAA by CRISIL, CARE, ICRA
2022 manner as under: and India Ratings
• 1 yearly instalments of 0% each
• 1 yearly instalments of 2.50% each
• 1 yearly instalments of 7.50% each
• 2 yearly instalments of 12.50% each
• 1 yearly instalments of 25.00% each
• 1 yearly instalments of 40.00% each
43. Punjab & Sind Bank Loan agreement dated November 21, 700 700 Bullet repayment after 3 years AAA by CRISIL, CARE, ICRA
2022 and India Ratings
Total of unsecured term loan from banks and financial 66,745.49
institutions
B. Unsecured Long term loans availed by the Issuer from the Ministry of Finance, Government of India
1. NSSF Loan agreement dated November 2, 5,000.00 5021.24 Bullet on maturity-10 years AAA by CRISIL, CARE, ICRA
2018 and India Ratings
Prepayment permitted with the prior approval of the budget division, department of economic affairs.
2. NSSF Loan agreement dated September 30, 5000.00 5101.07 Bullet on maturity- 10 years. AAA by CRISIL, CARE, ICRA
2019 Prepayment permitted with the prior approval of the budget division, department of economic affairs and India Ratings
imposing penalty of 1% per annum of the prepayment amount for the Balance Period.
Total of unsecured term loan from MoF 10,122.31
(All figures are in (₹) Crores, except in percentages)
C. Foreign currency borrowings (ECB+ODA lines) Credit Rating, if
applicable
1. KfW, Frankfurt am 12 years tenor with a moratorium of 3 years Repayable in 19 semi-annual instalments beginning June 30, 2015. -
Loan Agreement dated March 30, 2012 (1) Euro 100 Million 48.44
Main Matures in 2024.
2. KfW, Frankfurt am 12 years tenor with a moratorium of 3 years Repayable in 19 semi-annual instalments beginning November 15, -
Loan Agreement dated August 13, 2018 USD 228 Million 1407.26
Main 2021. Matures in 2030.
3. KfW, Frankfurt am -
Loan Agreement dated December 21,2021 USD 169.50 Million 1031.48 12 years tenor with a moratorium of 3 years Repayable beginning from May 15,2025
Main
4. ECB-25 USD Green “Baa3” from Moody’s
10 Year USD green bonds under Reg-S USD 450 Million 3554.30 10 years tenor. Repayable on July 07, 2027.
Reg-S bonds and “BBB-” from Fitch
5. ECB-29 USD Reg-S “Baa3” from Moody’s
10 Year USD bonds under Reg-S USD 300 Million 2379.67 10 years tenor. Repayable on March 22, 2028.
bonds and “BBB-” from Fitch
6. ECB-33 Bilateral Bilateral facility agreement dated March 25, -
USD 250 Million 2109.61 5 years tenor. Repayable on March 27, 2024.
unsecured borrowings 2019
7. Bilateral facility agreement dated March 25, -
ECB-34 Bilateral
2019 and increase confirmation effective May USD 150 Million 1245.13 5 years tenor. Repayable on March 29, 2024.
unsecured borrowings
7, 2019
8. ECB-35 Bilateral Bilateral facility agreement dated June 24, -
USD 100 Million 844.18 5 years tenor. Repayable on July 01, 2024.
unsecured borrowing 2019
9. ECB-36 USD Reg-S “Baa3” from Moody’s
5 Year USD bonds under Reg-S USD 650 Million 5476.98 5 years tenor. Repayable on July 25, 2024.
bonds and “BBB-” from Fitch
10. ECB-38 USD Reg-S “Baa3” from Moody’s
5 Year USD bonds under Reg-S USD 500 Million 4160.08 5 years tenor. Repayable on Dec12, 2024.
bonds and “BBB-” from Fitch
11. ECB-39 Bilateral -
Bilateral facility agreement dated Mar13, 2020 SGD72.07 Million 456.13 5 years tenor. Repayable on March30, 2025.
unsecured borrowing
12. ECB-40 Bilateral -
Bilateral facility agreement dated Mar13, 2020 USD75.00 Million 617.25 5 years tenor. Repayable on March 30, 2025.
unsecured borrowing
13. ECB-42 Bilateral Bilateral facility agreement dated April 20, -
USD 300 Million 2512.48 10 years tenor. Repayable on June 02, 2030.
unsecured borrowing 2020
14. ECB-43 Bilateral Bilateral facility agreement dated June 09, -
USD 170 Million 1416.33 5 years tenor. Repayable on March 26, 2025 (100 Million) & Oct 06,2025 (70 Million).
unsecured borrowing 2020
15. Bilateral facility agreement dated July 07, -
ECB-44 Bilateral
2020,Amendment agreement dated August JPY 10,519.00 Million 614.20 5 years tenor. Repayable on September 25, 2025.
unsecured borrowings
25,2020
16. ECB-45 Syndicated Syndicated facility agreement dated Mar 04, -
USD 425.00 Million 3514.65 5 years tenor. Repayable on March 16, 2026.
unsecured borrowing 2021
17. ECB-46 USD Reg-S “Baa3” from Moody’s
5.5 Years USD bonds under Reg-S USD 500 Million 4178.16 5.5 years tenor. Repayable on September 01 2026.
bonds and “BBB-” from Fitch
18. ECB-47 Syndicated Syndicated facility agreement dated Aug 11, -
USD 600.00 Million 4970.85 5 years tenor. Repayable on August 25, 2026.
unsecured borrowing 2021
19. ECB-48 USD Reg-S “Baa3” from Moody’s
5.5 Years USD bonds under Reg-S USD 400 Million 3362.8 5.5 years tenor. Repayable on January 13, 2027.
bonds and “BBB-” from Fitch
20. ECB-49 Bilateral -
Facility agreement dated Sept. 23, 2021 USD 75.00 Million 627.97 5 years tenor. Repayable on October 7, 2027.
unsecured borrowing
21. ECB-51 Syndicated -
Facility agreement dated December 22, 2021 USD 1175.00 Million 9638.32 5 years tenor. Repayable on December 29, 2027.
unsecured borrowing
22. ECB-50 Syndicated -
Facility agreement dated February 14, 2022 JPY 37506.625 Million 2186.36 5 years tenor. Repayable on March 03, 2027.
unsecured borrowing
ECB-52 Syndicated -
23 Facility agreement dated May 25, 2022 USD 100.00 Million 826.04 5 years tenor. Repayable on June 14, 2027.
unsecured borrowing
ECB-53 Syndicated -
24 Facility agreement dated July 19, 2022 USD 200.00 Million 1693.96 5 years tenor. Repayable on July 28, 2027.
unsecured borrowing
ECB-54 Syndicated -
25 Facility agreement dated Aug 25, 2022 USD 150.00 Million 1259.10 5 years tenor. Repayable on Sep 13, 2027.
unsecured borrowing
ECB-55 Syndicated -
26 Facility agreement dated Oct 19, 2022 EUR 254.19 Million 2330.42 5 years tenor. Repayable on Oct 31, 2027.
unsecured borrowing
ECB-56 Bilateral -
27 Facility agreement dated Oct 14, 2022 SGD 213.21 Million 1336.12 5 years tenor. Repayable on Oct 27, 2027.
unsecured borrowing
ECB-57 Bilateral -
28 Facility agreement dated Mar 28,2023 EUR 349.829750 Million 3219.87 5 years tenor. Repayable on Mar 27,2028.
unsecured borrowing
ECB-58 Bilateral -
29 Facility agreement dated Oct 14, 2022 JPY 38624.35 Million 2244.08 5 years tenor. Repayable on April 20,2028.
unsecured borrowing
ECB-59 Bilateral “Baa3” from Moody’s
30 5 year Bond under GMTN Programme USD 750 million 6299.44 5 years tenor. Repayable on April 11,2028
unsecured borrowing and “BBB-” from Fitch
ECB-60 Bilateral -
31 Facility agreement dated June 8,2023 JPY 10495.125 Million 608.36 5 years tenor. Repayable on June 26,2028.
unsecured borrowing
ECB-61 Bilateral -
32 Facility agreement dated July 17,2023 USD 505 Million 4230.63 5 years tenor. Repayable on August 3,2028.
unsecured borrowing
ECB-62 Bilateral -
33 Facility agreement dated August 22,2023 USD 645 Million 5373.76 5 years tenor. Repayable on August 31,2028.
unsecured borrowing
FCTL-1 Bilateral -
34 Facility agreement dated August 29,2023 USD 100 Million 830.85 5 years tenor. Repayable on September 14,2028.
unsecured borrowing
ECB-63 Bilateral -
35 Facility agreement dated September 13,2023 JPY 68485.2 Million 3939.84 5 years tenor. Repayable on September 21,2028.
unsecured borrowing
ECB-64 Bilateral -
36 Facility agreement dated September 14,2023 USD 100 Million 815.00 5 years tenor. Repayable on September 25,2028.
unsecured borrowing
Total Unsecured Loans from Foreign Banks and other Institutions 91,360.10 --
Total Unsecured Loans (2) (A+B+C) Rs. 1,68,227.90 --
.
(1) The Issuer has also entered into two financing agreements with KfW, dated March 16, 2009 and March 30, 2012, to be utilized for strengthening the power distribution companies by capacity building measures initiated by the Issuer. The
amount received by the Issuer under this agreement is not repayable except in the event that (a) certain obligations cast upon the Issuer are violated, or (b) the said amount is not used for the stipulated purpose(s).
*** In accordance with IND-AS.
(III) SECURED AND UNSECURED NON -CONVERTIBLE DEBENTURES ISSUED BY THE ISSUER
Set forth below is a brief summary of the secured and unsecured non-convertible debentures issued by the Issuer as on December 31, 2023.
(All figures are in ₹ Crores, except in percentages)
S. No. Nature ISIN Date of Allotment Total value of bonds Amount outstanding, as on Interest Coupon rate Tenor/ Period of Redemption Date / Credit Secured/ Security
of the Debentures and Series (₹ Crores) December 31 (%) maturity Schedule Rating Unsecured
2023***
A. Secured taxable bonds See Table
Set forth below is a brief summary of our secured outstanding taxable bonds. Below
1. Secured non-convertible redeemable INE020B07IZ5 August 25, 2014 1,955.00 2,001.40 9.34% payable annually 10 years Redeemable at par on CRISIL AAA; Secured
‘taxable non-priority sector bonds – (‘123 the expiry of 10 years CARE:CARE AAA; ICRA:
Series Tranche 3’) Option II in the nature from the date of ICRA AAA; IRPL: IND
of debentures. allotment. August 23, AAA
2024.
Total Secured Bonds through Private Placement of Institutional Bond Series 2,001.40
B. Capital gains tax exemption bonds under Section 54EC of the I.T. Act
Set forth below is a brief summary of our outstanding capital gains tax exemption bonds issued under Section 54EC of the I.T. Act, together with a brief description of certain significant terms of such financing arrangements. These bonds are not proposed to be listed on any stock
exchange.
1. Secured non-convertible redeemable INE020B07LD6 On Tap Basis 2,198.27 2,262.21 5.75% payable annually 5 years Redemption at par on CARE: CARE AAA; Secured See Table
taxable –‘54 EC long term capital gains INE020B07LE4 the expiry of 5 years CRISIL: AAA; Below
tax exemption bond series XII’ issued in INE020B07LF1 from the deemed date ICRA: ICRA AAA; IRRPL:
Fiscal 2019 of allotment. IND AAA
**
2. Secured non-convertible redeemable INE020B07LG9 On Tap Basis 6,157.82 6,334.31 5.75% payable annually 5 years Redemption at par on CARE: CARE AAA; Secured See Table
taxable –‘54 EC long term capital gains INE020B07LH7 the expiry of 5 years CRISIL: AAA; Below
tax exemption bond series XIII’ issued in INE020B07LI5 from the deemed date ICRA: ICRA AAA; IRRPL:
Fiscal 2020 INE020B07LJ3 of allotment IND AAA
INE020B07LK1
INE020B07LL9
INE020B07LM7
INE020B07LN5
INE020B07LO3
INE020B07LP0
INE020B07LQ8
INE020B07LR6
3. Secured non-convertible redeemable INE020B07LS4 On Tap Basis 5312.07 5,447.18 5.75% till 31.07.2020 5 years Redemption at par on CARE: CARE AAA; Secured See Table
taxable –‘54 EC long term capital gains INE020B07LT2 5.00% from 01.08.2020 the expiry of 5 years CRISIL: AAA; Below
tax exemption bond series XIV’ issued in INE020B07LU0 onwards, payable from the deemed date ICRA: ICRA AAA; IRRPL:
Fiscal 2021 INE020B07LV8 annually of allotment IND AAA
INE020B07LW6
INE020B07LX4
INE020B07LY2
INE020B07LZ9
INE020B07MA0
INE020B07MB8
INE020B07MC6
INE020B07MD4
4. Secured non-convertible redeemable INE020B07ME2 On Tap Basis 7,312.80 7,488.91 5.00% payable annually 5 years Redemption at par on CARE: CARE AAA; Secured See Table
taxable –‘54 EC long term capital gains INE020B07MF9 the expiry of 5 years CRISIL: AAA; Below
tax exemption bond series XV’ issued in INE020B07MG7 from the deemed date ICRA: ICRA AAA; IRRPL:
Fiscal 2022 INE020B07MH5 of allotment IND AAA
INE020B07MI3
INE020B07MJ1
INE020B07MK9
INE020B07ML7
INE020B07MM5
INE020B07MN3
INE020B07MO1
INE020B07MP8
5. Secured non-convertible redeemable INE020B07MQ6 On Tap Basis 12,152.39 12,443.43 5.00% payable annually 5 years Redemption at par on CARE: CARE AAA; Secured See Table
taxable –‘54 EC long term capital gains INE020B07MR4 the expiry of 5 years CRISIL: AAA; Below
tax exemption bond series XVI’ issued in INE020B07MS2 from the deemed date ICRA: ICRA AAA; IRRPL:
Fiscal 2023 INE020B07MT0 of allotment IND AAA
INE020B07MU8
S. No. Nature ISIN Date of Allotment Total value of bonds Amount outstanding, as on Interest Coupon rate Tenor/ Period of Redemption Date / Credit Secured/ Security
of the Debentures and Series (₹ Crores) December 31 (%) maturity Schedule Rating Unsecured
2023***
INE020B07MV6
INE020B07MW4
INE020B07MX2
INE020B07MY0
INE020B07MZ7
INE020B07NA8
INE020B07NB6
6. Secured non-convertible redeemable INE020B07NC4 On Tap Basis 7,468.09 7,598.49 5.25% payable annually 5 years Redemption at par on AAA by CRISIL, CARE, Secured See Table
taxable –‘54 EC long term capital gains INE020B07NK7 the expiry of 5 years ICRA and India Ratings Below
tax exemption bond series XVII’ issued INE020B07NL5 from the deemed date
in Fiscal 2024 INE020B07NJ9 of allotment
INE020B07NG5
INE020B07NI1
INE020B07NH3
INE020B07NF7
INE020B07ND2
Application money pending for 530.44 527.52
allotment)
Secured Capital Gains Tax Exemption Bonds U/S 54EC 42,102.05
C. Secured Tax Free Bonds under Section 10(15)(iv)(h) of the I.T. Act
Set forth below is a brief summary of our outstanding tax free bonds issued under Section 10(15)(iv)(h) of the I.T. Act, together with a brief description of certain significant terms of such financing arrangements. These bonds are listed on BSE and/or NSE.
1. Tax free secured INE020B07GH7 March 27, 2012 2160.33 2,245.94 Category I & II – 15 years Redemption at par on CARE: CARE AAA; Secured See Table
redeemable non – convertible bonds, in Series II the expiry of 15 years CRISIL: AAA; Below
the nature of debentures 2011-12 (Public 8.12 % from the date of ICRA: ICRA AAA; IRRPL:
Issue) allotment, March 27, IND AAA
2027.
Category III – Series II 15 years Redemption at par on
8.32 % the expiry of 15 years
from the date of
allotment, March 27,
2027.
2. Series 2-B 2012-13 tax free secured INE020B07GV8 November 21, 245.00 246.72 7.38% 15 years November 21, 2027 CARE: CARE AAA; Secured
redeemable non-convertible bond on a 2012 CRISIL: AAA;
private placement basis ICRA: ICRA AAA; IRRPL:
IND AAA
3. Series 2012-13 Tranche – 1I Series II tax free INE020B07GX4 December 19, 852.04 856.44 7.38%/7.88% 15years December 19, 2027 CARE: CARE AAA; Secured
secured redeemable non-convertible bonds 2012 CRISIL: AAA;
(public issue) ICRA: ICRA AAA; IRRPL:
IND AAA
4. Series 2012-13 INE020B07GZ9 March 25, 2013 49.71 49.96 7.04%/7.54% 15 years March 25, 2028 CARE: CARE AAA; Secured
Tranche – 2 Series II CRISIL: AAA;
Tax free secured redeemable non-convertible ICRA: ICRA AAA; IRRPL:
bonds (public issue) IND AAA
5. Series 3-B 2013-14 tax free secured INE020B07HN3 August 29, 2013 1141.00 1171.65 8.46% 15 years August 29, 2028 CARE: CARE AAA; Secured
redeemable non-convertible bonds on a CRISIL: AAA;
private placement basis ICRA: ICRA AAA; IRRPL:
IND AAA
6. *Series 1A - 2013-14 Tranche – 1 tax free INE020B07HN3 September 24, 2865.55 2,880.31 8.46% 15 years September 24, 2028 AAA by CRISIL, CARE, Secured
secured redeemable non-convertible bonds 2013 ICRA and India Ratings
(public issue) INE020B07HP8
S. No. Nature ISIN Date of Allotment Total value of bonds Amount outstanding, as on Interest Coupon rate Tenor/ Period of Redemption Date / Credit Secured/ Security
of the Debentures and Series (₹ Crores) December 31 (%) maturity Schedule Rating Unsecured
2023***
7. Series 2A - 2013-14 Tranche – 1 tax free INE020B07HS2 8.37% 20 years September 24, 2033 AAA by CRISIL, CARE, Secured
secured redeemable non-convertible ICRA and India Ratings
bonds (public issue) INE020B07HQ6
8. Series 3A - 2013-14 Tranche – 1 tax free INE020B07HT0 8.71% 15 years September 24, 2028 AAA by CRISIL, CARE, Secured
secured redeemable non-convertible bonds ICRA and India Ratings
(public issue)
9. Series 2B - 2013-14 Tranche – 1 tax free 8.62% 20 years September 24, 2033 AAA by CRISIL, CARE, Secured
secured redeem-able ICRA and India Ratings
non-convertible bonds (public issue)
10. Series 4B Tranche – II 2013- 14 tax free INE020B07HV6 October 11, 2013 45.00 45.77 8.54% 15 years October 11, 2028 CARE: CARE AAA; Secured
secured redeemable non-convertible bonds CRISIL: AAA;
on a private placement basis ICRA: ICRA AAA; IRRPL:
IND AAA
11. #Series 1A – 2013-14 Tranche 2 tax free INE020B07IC4 March 24, 2014 1,059.40 1064.87 8.19% 10 years March 24, 2024 CARE: CARE AAA; Secured
secured redeemable non-convertible bonds INE020B07IF7 CRISIL: AAA;
(public issue) ICRA: ICRA AAA; IRRPL:
INE020B07ID2 IND AAA
12. Series 2A – 2013-14 Tranche 2 tax free INE020B07IG5 8.63% 15 years March 24, 2029 CARE: CARE AAA; Secured
secured redeemable non-convertible bonds CRISIL: AAA;
(Public Issue) INE020B07IE0 ICRA: ICRA AAA; IRRPL:
INE020B07IH3 IND AAA
13. Series 3A – 2013-14 Tranche 2 tax free 8.61% 20 years March 24, 2034 CARE: CARE AAA; Secured
secured redeemable non-convertible bonds CRISIL: AAA;
(Public Issue) ICRA: ICRA AAA; IRRPL:
IND AAA
14. Series 1B – 2013-14 Tranche 2 tax free 8.44% 10 years March 24, 2024 CARE: CARE AAA; Secured
secured redeemable non-convertible bonds CRISIL: AAA;
(Public Issue) ICRA: ICRA AAA; IRRPL:
IND AAA
15. Series 2B – 2013-14 Tranche 2 tax free 8.88% 15 years March 24, 2029 CARE: CARE AAA; Secured
secured redeemable non-convertible bonds CRISIL: AAA;
(Public Issue) ICRA: ICRA AAA; IRRPL:
IND AAA
16. Series 3B – 2013-14 Tranche 2 tax free 8.86% 20 years March 24, 2034 CARE: CARE AAA; Secured
secured redeemable non-convertible bonds CRISIL: AAA;
(public Issue) ICRA: ICRA AAA; IRRPL:
IND AAA
17. Series 5-A 2015-16 tax free secured INE020B07JO7 July 23, 2015 300.00 301.14 7.17% 10 years July 23, 2025 CARE: CARE AAA; Secured
redeemable non-convertible bonds on a CRISIL: AAA;
private placement basis ICRA: ICRA AAA; IRRPL:
IND AAA
18. ^Series 1A – 2015-16 Tranche 1 tax free INE020B07JP4 November 05, 700.00 702.68 6.89% 10 years November 05, 2025 CARE: CARE AAA; Secured
secured redeemable non-convertible bonds INE020B07JQ2 2015 CRISIL: AAA;
(public issue) ICRA: ICRA AAA; IRRPL:
INE020B07JR0 IND AAA
19. Series 2A – 2015-16 Tranche 1 tax free INE020B07JS8 7.09% 15 years November 05, 2030 CARE: CARE AAA; Secured
secured redeemable non-convertible bonds CRISIL: AAA;
(public issue) INE020B07JT6 ICRA: ICRA AAA; IRRPL:
INE020B07JU4 IND AAA
20. Series 3A – 2015-16 Tranche 1 tax free 7.18% 20 years November 05, 2035 CARE: CARE AAA; Secured
secured redeemable non-convertible bonds CRISIL: AAA;
(public issue) ICRA: ICRA AAA; IRRPL:
IND AAA
21. Series 1B – 2015-16 Tranche 1 tax free 7.14% 10 years November 05, 2025 CARE: CARE AAA; Secured
secured redeemable non-convertible bonds CRISIL: AAA;
(public issue) ICRA: ICRA AAA; IRRPL:
IND AAA
22. Series 2B – 2015-16 Tranche 1 tax free 7.34% 15 years November 05,2030 CARE: CARE AAA; Secured
secured redeemable non-convertible bonds CRISIL: AAA;
(public issue) ICRA: ICRA AAA; IRRPL:
IND AAA
S. No. Nature ISIN Date of Allotment Total value of bonds Amount outstanding, as on Interest Coupon rate Tenor/ Period of Redemption Date / Credit Secured/ Security
of the Debentures and Series (₹ Crores) December 31 (%) maturity Schedule Rating Unsecured
2023***
23. Series 3B – 2015-16 Tranche 1 tax free 7.43% 20 years November 05, 2035 CARE: CARE AAA; Secured
secured redeemable non-convertible bonds CRISIL: AAA;
(public issue) ICRA: ICRA AAA; IRRPL:
IND AAA
Secured Tax Free Bonds 9,565.48
Security Details of the Secured Borrowings
• Tax Free Bonds issued during FY 2011-12 are secured by first pari passu charge on premises at Shop No. 12, Ground Floor, Block No. 35, Church Road, Mylapore, Chennai and hypothecation of receivables of ₹ 4,998.66 Crores of MSEDCL in favour of Vistra ITCL (India) Ltd.
(formerly known as IL&FS Trust Company Ltd.).
• Tax Free Bonds issued during FY 2013-14 are secured by first pari passu charge on the book debts (other than those that are exclusively charged/earmarked to lenders / other Trustees) of the Company in favour of SBICap Trustee Company Ltd.
• The Bond Series XII and XIII of 54EC Capital Gain Tax Exemption Bonds and Tax Free Bonds issued during FY 2012-13 & 2015-16 are secured by first pari passu charge on (a) mortgage of premises at Sub Plot No. 8, TPS No 2, FP No. 584P, situated at Village Subhanpura, Distt
Vadodara and (b) hypothecation of receivables (other than those that are exclusively charged/ earmarked to lenders / other Trustees) in favour of SBICap Trustee Company Ltd.
• The Bond Series XIV, XV, XVI and XVII of 54EC Capital Gain Tax Exemption Bonds are secured by first pari passu charge on hypothecation of receivables (other than those that are exclusively charged/ earmarked to lenders / other Trustees) in favour of SBICap Trustee Company
Ltd.
D. Unsecured bonds issued by the Issuer
Set forth below is a brief summary of certain of our other outstanding unsecured bonds. These bonds are listed on the wholesale debt market segment in the NSE/BSE.
1. Bond series 94 ‘taxable non-priority INE020B08427 June 8, 2010 1,250.00 1312.03 8.75%per annum 15 years June 9, 2025 CRISIL:AAA; Unsecured -
sector bond’. payable yearly. CARE: CARE AAA;
FITCH: AAA(ind)
ICRA: LAAA
2. Bond series 95-II‘taxable non-priority INE020B08443 July 12, 2010 1,800.00 1874.65 8.75% per annum 15 years July 14, 2025 CRISIL:AAA; Unsecured -
sector bond’. payable yearly. CARE: CARE AAA;
FITCH: AAA(ind)
ICRA: LAAA
3. Bond series 128 ‘taxable non-priority INE020B08880 December 22, 2,250.00 2371.43 8.57% per annum 10 years December 21, 2024 CARE: CARE AAA; Unsecured -
sector bond’. 2014 payable yearly CRISIL: AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
4. Bond series 129 ‘taxable non-priority INE020B08898 January 23, 2015 1,925.00 2024.74 8.23% per annum 10 years January 23, 2025 CARE: CARE AAA; Unsecured -
sector bond’. payable yearly CRISIL: AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
5. Bond series 130 ‘taxable non-priority INE020B08906 February 6, 2015 2,325.00 2446.05 8.27% per annum 10 years February 6, 2025 CARE: CARE AAA; Unsecured -
sector bond’. payable yearly CRISIL:AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
6. Bond series 131‘taxable non-priority INE020B08914 February 23, 2,285.00 2448.05 8.35%per annum 10 years February 21, 2025 CARE: CARE AAA; Unsecured -
sector bond’. 2015 payable yearly CRISIL:AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
7. Bond series 133 ‘taxable non-priority INE020B08930 April 10, 2015 2,396.00 2404.88 8.30%per annum 10 years April 10, 2025 CARE: CARE AAA; Unsecured -
sector bond’. payable yearly CRISIL:AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
8. Bond series 136 ‘taxable non-priority INE020B08963 October 7, 2015 2,585.00 2619.99 8.11% per annum 10 years October 7, 2025 CARE: CARE AAA; Unsecured -
sector bond’. payable yearly CRISIL: AAA;
ICRA: ICRA AAA;
IRRPL: IND AAA
9. Bond series 140 ‘taxable non-priority INE020B08AA3 November 7, 2,100.00 2124.42 7.52% 10 years November 7, 2026 CARE: CARE AAA; Unsecured -
sector bond’. 2016 CRISIL: AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
10. Bond series 142 ‘taxable non-priority INE020B08AC9 December 30, 3,000.00 3221.38 7.54% per annum 10 years December 30, 2026 CARE: CARE AAA; Unsecured -
sector bond’. 2016 payable yearly CRISIL: AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
11. Bond series 147 ‘taxable non-priority INE020B08AH8 March 14, 2017 2,745.00 2900.34 7.95% per annum 10 years March 12, 2027 CARE: CARE AAA; Unsecured -
sector bond’. payable yearly CRISIL: AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
12. Bond series 156 ‘taxable non-priority INE020B08AQ9 December 12, 3,533.00 3547.36 7.70% per annum 10 years December 10, 2027 CARE: CARE AAA; Unsecured -
sector bond’. 2017 payable yearly CRISIL: AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
S. No. Nature ISIN Date of Allotment Total value of bonds Amount outstanding, as on Interest Coupon rate Tenor/ Period of Redemption Date / Credit Secured/ Security
of the Debentures and Series (₹ Crores) December 31 (%) maturity Schedule Rating Unsecured
2023***
13. Bond series 162 ‘taxable non-priority INE020B08BA1 August 9, 2018 2,500.00 2584.5 8.55% per annum 10 years August 9, 2028 CARE: CARE AAA; Unsecured -
sector bond’. payable yearly CRISIL: AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
14. Bond series 163 ‘taxable non-priority INE020B08BB9 August 27, 2018 2,500.00 2574.67 8.63% per annum 10 years August 25, 2028 CARE: CARE AAA; Unsecured -
sector bond’. payable yearly CRISIL: AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
15. Bond series 168 ‘taxable non-priority INE020B08BG8 November 29, 2,552.40 2571.83 8.56% per annum 10 years November 29, 2028 CARE: CARE AAA; Unsecured -
sector bond’. 2018 payable semi annually CRISIL: AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
16. Bond series 169 ‘taxable non-priority INE020B08BH6 December 7, 2018 2,554.00 2568.3 8.37% per annum 10 years December 07,2028 CARE: CARE AAA; Unsecured -
sector bond’ payable semi annually CRISIL: AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
17. Bond series 175 ‘taxable non-priority INE020B08BP9 March 28, 2019 2,151.20 2276.87 8.97% per annum 10 years March 28,2029 CARE: CARE AAA; Unsecured -
sector bond’ payable yearly CRISIL: AAA; (Subordinate
ICRA: ICRA AAA; IRRPL: d Debt)
IND AAA
18. Bond series 176 ‘taxable non-priority INE020B08BQ7 April 16, 2019 1,600.70 1700.68 8.85% per annum 10 years April 16, 2029 CARE: CARE AAA; Unsecured -
sector bond’ payable yearly CRISIL: AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
19. Bond series 178 ‘taxable non-priority INE020B08BS3 May 14, 2019 1,097.00 1148.31 8.80% per annum 10 years May 14, 2029 CARE: CARE AAA; Unsecured -
sector bond’ payable yearly CRISIL: AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
20. Bond series 180-A ‘taxable non-priority INE020B08BV7 June 25, 2019 1,018.00 1059.37 8.10% per annum 5 years June 25, 2024 CARE: CARE AAA; Unsecured -
sector bond’ payable yearly CRISIL: AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
21. Bond series 180-B ‘taxable non-priority INE020B08BU9 June 25, 2019 2,070.90 2133.19 8.30% per annum 10 years June 25, 2029 CARE: CARE AAA; Unsecured -
sector bond’ payable yearly CRISIL: AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
22. Bond series 182 ‘taxable non-priority INE020B08BW5 August 22, 2019 5,063.00 5212.16 8.18% per annum 15 years August 22, 2034 CARE: CARE AAA; Unsecured -
sector bond’ payable yearly CRISIL: AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
23. Bond series 183 ‘taxable non-priority INE020B08BX3 September 16, 3,028.00 3101.17 8.29% per annum 15 years September 16, 2034 CARE: CARE AAA; Unsecured -
sector bond’ 2019 payable yearly CRISIL:AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
24. Bond series 184-A ‘taxable non-priority INE020B08EN8 September 26, 1451.00 1482.6 8.25% per annum 10 years September 26, 2029 CARE: CARE AAA; Unsecured -
sector bond’ 2019 payable yearly CRISIL: AAA;
ICRA: ICRA AAA; IRRPL:
IND AAA
25. Bond series 186-B ‘taxable non-priority INE020B08CF8 November 26, 1500.00 1510.77 7.40% per annum 5 years November 26, 2024 CARE: CARE Unsecured -
sector bond’ 2019 payable yearly AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
26. Bond series 188B ‘taxable non-priority INE020B08CI2 January 08, 2020 1100.00 1165.33 7.89% per annum 10 years 2 months March 31, 2030 CARE: CARE Unsecured -
sector bond’ payable yearly 23 days AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
27. Bond series 189 ‘taxable non-priority INE020B08CJ0 January 28, 2020 3054.90 3236.81 7.92% per annum 10 years 2 months March 31, 2030 CARE: CARE Unsecured -
sector bond’ payable yearly 03 days AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
28. Bond series 190A ‘taxable non-priority INE020B08CK8 February 10, 2020 2500.00 2644.41 6.88% per annum 05 years 01 March 20, 2025 CARE: CARE Unsecured -
sector bond’ payable yearly month 10 days AAA; CRISIL:
S. No. Nature ISIN Date of Allotment Total value of bonds Amount outstanding, as on Interest Coupon rate Tenor/ Period of Redemption Date / Credit Secured/ Security
of the Debentures and Series (₹ Crores) December 31 (%) maturity Schedule Rating Unsecured
2023***
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
29. Bond series 191B ‘taxable non-priority INE020B08CM4 February 25, 2020 1100.00 1164.41 6.99% per annum 4 years 7 months September 30, 2024 CARE: CARE Unsecured -
sector bond’ payable yearly 5 days AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
30. Bond series 192 ‘taxable non-priority INE020B08CP7 March 06, 2020 2382.00 2530.77 7.50% per annum 9 years 11 months February 28, 2030 CARE: CARE Unsecured -
sector bond’ payable yearly 22 days AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
31. Bond series 197 ‘taxable non-priority INE020B08CU7 May 11, 2020 3740.00 3920.02 7.55% per annum 10 Years May 11, 2030 CARE: CARE Unsecured -
sector bond’ payable yearly AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
32. Bond series 198B ‘taxable non-priority INE020B08CW3 May 21, 2020 1569.00 1643.54 7.79% per annum 10 Years May 21, 2030 CARE: CARE Unsecured -
sector bond’ payable yearly AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
33. Bond series 199 ‘taxable non-priority INE020B08CX1 June 08, 2020 1999.50 2036.02 7.96% per annum 10 Years 07 Days June 15, 2030 CARE: CARE Unsecured -
sector bond’ payable yearly AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
34. Bond series 201-A ‘taxable non-priority INE020B08CZ6 July 30, 2020 900.00 922.29 5.90% per annum 04 Years 08 March 31, 2025 CARE: CARE Unsecured -
sector bond’ payable yearly Months 1 Day AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
35. Bond series 201-B ‘taxable non-priority INE020B08DA7 July 30, 2020 1300.00 1337.59 6.90% per annum 10 Years 08 March 31, 2031 CARE: CARE Unsecured -
sector bond’ payable yearly Months 1 Day AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
36. Bond series 202-A ‘taxable non-priority INE020B08DB5 August 28, 2020 3500.00 3564.32 7.25% per annum 10 Years 1 Month September 30, 2030 CARE: CARE Unsecured -
sector bond’ payable yearly 2 Days AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
37. Bond series 203-A ‘taxable non-priority INE020B08DE9 October 29, 2020 5000.00 5010.23 6.80% per annum 10 Years 1 Month December 20, 2030 CARE: CARE Unsecured -
sector bond’ payable yearly 21 Days AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
38. Bond series 203-B ‘taxable non-priority INE020B08DF6 October 29, 2020 2777.00 2781.09 5.85% per annum 05 Years 1 Month December 20, 2025 CARE: CARE Unsecured -
sector bond’ payable yearly 21 Days AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
39. Bond series 204-A ‘taxable non-priority INE020B08DG4 December 15, 2500.00 2657.77 6.90% per annum 10 Years 1 Month January 31, 2031 CARE: CARE Unsecured -
sector bond’ 2020 payable yearly 16 Days AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
40. Bond series 204-B ‘taxable non-priority INE020B08DH2 December 15, 2082.00 2202.68 5.81% per annum 05 Years 16 Days December 31, 2025 CARE: CARE Unsecured -
sector bond’ 2020 payable yearly AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
41. Bond series 205-A ‘taxable non-priority INE020B08DJ8 January 13, 2021 2135.00 2232.32 4.99% per annum 03 Years 18 Days January 31, 2024 CARE: CARE Unsecured -
sector bond’ payable yearly AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
42. Bond series 205-B ‘taxable non-priority INE020B08DK6 January 13, 2021 2000.00 2106.61 5.94% per annum 05 Years 18 Days January 31, 2026 CARE: CARE Unsecured -
sector bond’ payable yearly AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
43. Bond series 207 ‘taxable non-priority INE020B08DM2 January 28, 2021 4589.90 4884.56 7.02% per annum 15 Years 03 January 31, 2036 CARE: CARE Unsecured -
sector bond’ payable yearly Days AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
S. No. Nature ISIN Date of Allotment Total value of bonds Amount outstanding, as on Interest Coupon rate Tenor/ Period of Redemption Date / Credit Secured/ Security
of the Debentures and Series (₹ Crores) December 31 (%) maturity Schedule Rating Unsecured
2023***
44. Bond series 208 ‘taxable non-priority INE020B08DO8 March 12, 2021 3613.80 3826.41 7.40% per annum 15 Years 03 Days March 15, 2036 CARE: CARE Unsecured -
sector bond’ payable yearly AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
45. Bond series 209 ‘taxable non-priority INE020B08DP5 March 19, 2021 1550.00 1620.23 5.79% per annum 03 Years 1 Day March 20, 2024 CARE: CARE Unsecured -
sector bond’ payable yearly AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
46. Bond series 210 ‘taxable non-priority INE020B08DR1 April 22, 4000.00 4122.14 5.40% per annum 3 years 1 month June 20, 2024 CARE: CARE Unsecured -
sector bond’ 2021 payable yearly 29 days AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
47. Bond series 211 ‘taxable non-priority INE020B08DT7 October 21,2021 1200.00 1212.14 6.23% per annum 10 years 10 days October 31, 2031 CARE: CARE Unsecured -
sector bond’ payable yearly AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
48. Bond series 212 ‘taxable non-priority INE020B08DU5 Novermber,18 2500.00 2531.93 Floating per annum 2 years 11months October 31, 2031 CARE: CARE Unsecured -
sector bond’ 2021 payable yearly 10days AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
49. Bond series 213 ‘taxable non-priority INE020B08DV3 December ,15 1380.00 1454.64 6.92% per annum 10 years 03 March 20, 2032 CARE: CARE Unsecured -
sector bond’ 2021 payable yearly months 05days AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
50. Bond series 214A ‘taxable non-priority INE020B08DW1 September ,23 500.00 530.74 7.32% per annum 03 years 05 February 28, 2026 CARE: CARE Unsecured -
sector bond’ 2022 payable yearly months 05days AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
51. Bond series 214B ‘taxable non-priority INE020B08DX9 September ,23 1947.60 2070.24 7.50% per annum 10 years 05 February 28, 2033 CARE: CARE Unsecured -
sector bond’ 2022 payable yearly months 05days AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
52. Bond series 214B ‘taxable non-priority INE020B08DX9 October,21 3000.00 3155.85 7.50% per annum 10 Years 04 February 28, 2033 CARE: CARE Unsecured -
sector bond’ (Re-issue) 2022 payable yearly Months and 07 AAA; CRISIL:
Days AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
53. Bond series 215 ‘taxable non-priority INE020B08DZ4 November 25, 3889.00 3914.63 7.65% per annum 15 Years 05 Days November 30,2037 CARE: CARE Unsecured -
sector bond’ 2022 payable yearly AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
54. Bond series 216 A ‘taxable non-priority INE020B08EA5 December 1701.5 1797.74 7.55% per annum 05 Years 03 March 31, 2028 CARE: CARE Unsecured -
sector bond’ 02,2022 payable yearly Months and 29 AAA; CRISIL:
Days AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
55. Bond series 216 B ‘taxable non-priority INE020B08EB3 December 02, 2000.00 2012.92 7.67% per annum 14 Years 11 November 30,2037 CARE: CARE Unsecured -
sector bond’ 2022 payable yearly Months and 28 AAA; CRISIL:
Days AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
56. Bond series 217 ‘taxable non-priority INE020B08EC1 December 16, 500.00 539.12 7.53% per annum 10 Years 03 March 31, 2033 CARE: CARE Unsecured -
sector bond’ 2022 payable yearly Months and 15 AAA; CRISIL:
Days AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
57. Bond series 218 A ‘taxable non-priority INE020B08ED9 January 12,2023 3000.00 3114.01 7.56% per annum 3 years, 5 months June 30, 2026 CARE: CARE Unsecured -
sector bond’ payable yearly and 18 days AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
58. Bond series 218 B ‘taxable non-priority INE020B08EE7 January 12,2023 2004.40 2152.99 7.69% per annum 10 years and 19 January 31, 2033 CARE: CARE Unsecured -
sector bond’ payable yearly days AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
59. Bond series 219 ‘taxable non-priority INE020B08EF4 February 02,2023 3148.70 3366.79 7.60% per annum 3 years and 26 February 28,2026 CARE: CARE Unsecured -
sector bond’ payable yearly days AAA; CRISIL:
S. No. Nature ISIN Date of Allotment Total value of bonds Amount outstanding, as on Interest Coupon rate Tenor/ Period of Redemption Date / Credit Secured/ Security
of the Debentures and Series (₹ Crores) December 31 (%) maturity Schedule Rating Unsecured
2023***
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
60. Bond series 220 A ‘taxable non-priority INE020B08EH0 March 15,2023 2000.00 2123.41 7.77% per annum 5 years and 16 March 31, 2028 CRISIL: Unsecured -
sector bond’ payable yearly days AAA;; IRRPL: IND AAA
61. Bond series 220 B‘ taxable non-priority INE020B08EG2 March 15,2023 1600.10 1697.93 7.69% per annum 10 years and 16 March 31, 2033 CRISIL: Unsecured -
sector bond’ payable yearly days AAA;; IRRPL: IND AAA
62. Bond series 221 ‘taxable non-priority INE020B08EI8 April 12,2023 2,848.00 2937.29 7.51% per annum 3 years 3 months 31 July 2026 CARE: CARE Unsecured -
sector bond’ payable yearly and 19 days AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
63. Bond series 222 ‘taxable non-priority INE020B08EJ6 April 28,2023 2,000.00 2105.55 7.98% per annum Perpetual, unless Not applicable as the CARE: CARE Unsecured -
sector bond’ payable yearly the Call Option is tenor of the Bonds is AA+; CRISIL:
exercised on the perpetual AAA
Call Option Date
( i.e. 30-04-2033
or any annual
anniversary date
thereafter), which
may be exercised
by the Issuer
subject to receipt
of prior approval
of the RBI
64. Bond series 188-B ‘taxable non-priority INE020B08CI2 May 18,2023 2,000.00 2143.84 7.89% per annum 6 years 10 31 March 2030 CRISIL: Unsecured -
sector bond’(Re-issue) payable yearly months and 13 AAA; ICRA: ICRA AAA;
days IRRPL: IND AAA
65. Bond series 213 ‘taxable non-priority INE020B08DV3 May 18,2023 2,000.00 2027.41 6.92% per annum 8 years 10 20 March 2032 CRISIL: Unsecured -
sector bond’(Re-issue) payable yearly months and 2 AAA; ICRA: ICRA AAA;
days IRRPL: IND AAA
66. Bond series 223-A ‘taxable non-priority INE020B08EL2 June 13,2023 3,000.00 3122.26 7.44% per annum 2 years, 10 30 April 2026 CARE: CARE Unsecured -
sector bond payable yearly months and 17 AAA; CRISIL:
days AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
67. Bond series 223-B ‘taxable non-priority INE020B08EK4 June 13,2023 2,993.60 3114.86 7.46% per annum 5 years and 17 30 June 2028 CARE: CARE Unsecured -
sector bond payable yearly days AAA; CRISIL:
AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
68. Bond series 225 ‘taxable non-priority INE020B08EM0 August 17, 2023 2,210.00 2272.51 7.64% per annum 2 years, 10 30 June 2026 CARE: CARE Unsecured -
sector bond payable yearly months and 13 AAA; CRISIL:
days AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
69. Bond series 226 ‘taxable non-priority INE020B08EO6 September 1,090.00 1111.6 8.03% per annum Perpetual, unless Not applicable as the CARE: CARE Unsecured -
sector bond’ 27,2023 payable yearly the Call Option is tenor of the Bonds is AA+; CRISIL:
exercised on the perpetual AAA
Call Option Date
(i.e. 30-09-2033
or any annual
anniversary date
thereafter), which
may be exercised
by the Issuer
subject to receipt
of prior approval
of the RBI
70. Bond series 227-A ‘taxable non-priority INE020B08EP3 November 2,670.00 2699.11 7.77% per annum 2 years, 10 30 September 2026 AAA; CRISIL: Unsecured -
sector bond 09,2023 payable yearly months, 21 days AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
71. Bond series 227-B ‘taxable non-priority INE020B08EQ1 November 2,818.70 2847.12 7.71% per annum 9 years, 11 31 October 2033 AAA; CRISIL: Unsecured -
sector bond 09,2023 payable yearly months, 22 days AAA; ICRA: ICRA AAA;
IRRPL: IND AAA
72. Bond series 228-A ‘taxable non-priority INE020B08ES7 November 1,679.00 1690.6 7.80% per annum 2 years, 6 months 30 May 2026 AAA; ICRA: ICRA AAA; Unsecured -
sector bond 28,2023 payable yearly and 2 days IRRPL: IND AAA
S. No. Nature ISIN Date of Allotment Total value of bonds Amount outstanding, as on Interest Coupon rate Tenor/ Period of Redemption Date / Credit Secured/ Security
of the Debentures and Series (₹ Crores) December 31 (%) maturity Schedule Rating Unsecured
2023***
73. Bond series 228-B ‘taxable non-priority INE020B08ER9 November 2,899.69 2918.52 7.71% per annum 10 years and 2 30 November 2033 AAA; ICRA: ICRA AAA; Unsecured -
sector bond 28,2023 payable yearly days IRRPL: IND AAA
74. Bond series 229-A ‘taxable non-priority INE020B08ET5 December 1,033.00 1037.15 7.79% per annum 1 year, 11 months 29 November 2025 AAA; ICRA: ICRA AAA; Unsecured -
sector bond 12,2023 payable yearly and 17 days IRRPL: IND AAA
75. Bond series 229-B ‘taxable non-priority INE020B08EU3 December 3,539.40 3551.14 7.67% per annum 14 years, 11 30 November 2038 AAA; ICRA: ICRA AAA; Unsecured -
sector bond 12,2023 payable yearly months and 18 IRRPL: IND AAA
days
Total Un-secured Bonds through Private Placement of Institutional Bond Series 1,80,083.33
E. Unsecured infrastructure bonds issued by the Issuer
Set forth below is a brief summary of certain of our other outstanding unsecured bonds. Some of bonds are listed on the whole sale debt market segment in the NSE
1. Infrastructure Bonds INE020B08724 February 15, 2012 3.96 9.22 9.15% payable annually 15 years Redeemable at par on CARE: CARE Unsecured -
INE020B08732 and cumulative the expiry of 15 years AAA; CRISIL:
with buyback option AAA; ICRA: ICRA AAA;
after 5/7 years IRRPL: IND AAA
respectively from the
date of allotment.
February 15, 2027
9.22
Total of Bonds - (3) (A to E) 2,33,761.49
** The bonds have been issued on private placement basis and are currently listed on the ‘debt market segment’ of the NSE/BSE.
*** In accordance with IND-AS.
(IV) THE AMOUNT OF CORPORATE GUARANTEE ISSUED BY THE ISSUER ALONG WITH THE NAME OF THE COUNTER PARTY ON BEHALF
OF WHOM IT HAS BEEN ISSUED AS ON DECEMBER 31, 2023
The Issuer has not issued any corporate guarantee as on December 31, 2023.
(V) DETAILS OF BANK FUND BASED FACILITIES / REST OF THE BORROWINGS (IF ANY INCLUDING HYBRID DEBT LIKE FCCB,
OPTIONALLY CONVERTIBLE DEBENTURES/PREFERENCE SHARES)) FROM FINANCIAL INSTITUTIONA OR FINANCIAL CREDITORS
AS ON DECEMBER 31, 2023
The Issuer has sanctioned CC limits from SBI amounting to Rs. 100 Crore, HDFC Bank amounting to Rs. 200 Crore and from ICICI Bank amounting to Rs. 15
Crore.
Other than the disclosure as set out above and elsewhere in this Annexure, the Issuer has no outstanding borrowings in form of bank based facilities or hybrid debt
like FCCB, Optionally Convertible Debentures/Preference Shares as on December 31, 2023.
(VI) DETAILS OF COMMERCIAL PAPER AS ON DECEMBER 31, 2023
The Issuer has commercial paper outstanding Amount of Rs. 2,949.84 crores as on December 31, 2023. The details are set out below:
Series ISIN Tenor / Period of Coupon Amount outstanding Date of Redemption Credit Secured / Security Other details viz. details
Maturity Allotment Date/ Rating Unsecured of Issuing and Paying
Schedule Agent, details of Credit
Rating Agencies
CP Series67 INE020B1467 137 days 7.24% 2,949.84 16-10-2023 01-03-2024 CARE A1+, Unsecured Unsecured IPA-HDFC Bank Ltd
CRISIL A1+ CRA- CARE, CRISIL and
and ICRA ICRA
A1+
.
(VII) WORKING CAPITAL DEMAND LOAN/SHORT TERM LOAN FROM BANKS AS ON DECEMBER 31, 2023
The Issuer has ₹ 10,700.20 Crores working capital demand loan/short term loan outstanding as on December 31, 2023.
The Issuer has raised foreign currency non-resident (B) (“FCNR(B)”) loans from banks amounting to USD 2619 Million, EUR 69.7674 Million and JPY 34229
million. As at end of December 31, 2023, ₹ 24,434.97 Crores is outstanding on account of FCNR (B) loans.
(IX) LIST OF TOP TEN DEBENTURE HOLDERS OF THE ISSUER AS AT QUARTER END DATED DECEMBER 31, 2023
Sr. Name Category of Face value Total face value amount of % of total
No. holder debentures held non-
convertible
securities
outstanding
1 CBT-EPF-11-E-DM Ltd-Central 1,00,000/10,00,000/1,00,00,000 3,06,08,09,00,000.00 13.09
Government
2 LIFE INSURANCE CORPORATION OF INDIA Insurance 1,00,000/10,00,000/1,00,00,000 2,22,27,80,00,000.00 9.51
Company
3 BHARAT BOND ETF - APRIL 2025 Mutal Fund 1,00,000/10,00,000/1,00,00,000 89,95,00,00,000.00 3.85
4 STATE BANK OF INDIA Bank 1,00,000/10,00,000/1,00,00,000 85,45,00,00,000.00 3.66
5 NPS TRUST- A/C UTI RETIREMENT SOLUTIONS Pension Fund 1,00,000/10,00,000/1,00,00,000 71,64,20,00,000.00 3.06
PENSION FUND SCHEME - CENTRAL GOVT
6 HDFC MUTUAL FUND-HDFC LOW DURATION FUND Mutal Fund 1,00,000/10,00,000/1,00,00,000 44,99,90,00,000.00 1.92
7 SBI MAGNUM LOW DURATION FUND Mutal Fund 1,00,000/10,00,000/1,00,00,000 41,01,50,00,000.00 1.75
8 SBI LIFE INSURANCE CO.LTD Insurance 1,00,000/10,00,000/1,00,00,000 38,21,30,00,000.00 1.63
Company
9 STATE BANK OF INDIA EMPLOYEES PENSION FUND Trust 1,00,000/10,00,000/1,00,00,000 35,55,70,00,000.00 1.52
10 BANDHAN CORPORATE BOND FUND Mutal Fund 1,00,000/10,00,000/1,00,00,000 35,47,40,00,000.00 1.52
(X) LIST OF TOP TEN HOLDERS OF COMMERCIAL PAPER OF THE ISSUER AS AT QUARTER END DATED DECEMBER 31, 2023
Sr. Name Category of holder Face value Total face value amount of Holding as a % if total
No. commercial papers held commercial paper
outstanding of the Issuer
1 UTI-MONEY MARKET FUND Mutual Fund 500000 4000000000 13.40%
2 HSBC LIQUID FUND Mutual Fund 500000 2750000000 9.21%
3 BARODA BNP PARIBAS LIQUID FUND Mutual Fund 500000 2400000000 8.04%
4 NIPPON LIFE INDIA TRUSTEE LTD- Mutual Fund 7.54%
A/C NIPPON INDIA MONEY MARKET 500000
FUND 2250000000
5 TATA MUTUAL FUND-TATA MONEY Mutual Fund 5.86%
500000
MARKET FUND 1750000000
6 AU SMALL FINANCE BANK LIMITED Bank 500000 1500000000 5.03%
7 NIPPON LIFE INDIA TRUSTEE LTD- Mutual Fund 4.19%
A/C NIPPON INDIA LOWDURATION 500000
FUND 1250000000
8 NIPPON LIFE INDIA TRUSTEE LTD- Mutual Fund 4.19%
500000
A/C NIPPON INDIA LIQUID FUND 1250000000
9 KOTAK SAVINGS FUND Mutual Fund 500000 1000000000 3.35%
10 KOTAK MONEY MARKET FUND Mutual Fund 500000 1000000000 3.35%
Other than debt securities issued by the Issuer, outstanding as on December 31, 2023 as detailed below, the Issuer has not issued or taken any debt securities or outstanding
borrowings:
Sr. No. Instrument Type Date of Issuance Issue Size Issue value (%) Discount (%)
1. International Bonds July 7, 2017 USD 450 Million 99.263 0.737
2. International Bonds March 22, 2018 USD 300 Million 98.506 1.494
3. International Bonds November 13, 2018 USD 700 Million 99.437 0.563
4. International Bonds July 25, 2019 USD 650 Million 99.463 0.537
5. International Bonds December 12, 2019 USD 500 Million 99.746 0.254
6. International Bonds March 01, 2021 USD 500 Million 99.728 0.272
7. International Bonds July 13, 2021 USD 400 Million 99.894 0.106
8. International Bonds April 12, 2023 USD 750 Million 99.854 0.146
Annexure VI
FINANCIAL
INFORMATION
RECLimited
Registered Office - Core-4, SCOPE Complex, 7, Lodhi Road, New Delhi -110003, CIN: 1A0101DL1969GOI005095
Statement of Audited Standalone Financial Results for the quarter and year ended 31-03-2023
(~ in CrOtes
S.No. P~rtlcuLrrs Quarter Ended Year Ended
31'{)3-2023 31-12-2022 31'{)3-2022 31'{)3-2023 31-03-2022
(Audited) (Unaudited) (Audited) (Audited) (Audited)
1 Income
A Interest income
(i) Interest income on loan assets 9,903.61 9,660.06 9,235.26 38,359.91 37,810.84
(ii) Other interest income 90.94 11956 80.01 476.33 375.62
Sub-total (A) - Interest Income 9,994.55 9,779.62 9,315.27 38,836.24 38,186.46
B Other Operating Income
(i) Dividend income 15.00 14.44 10.02 39.34 26.64
(ii) Fees and commission income 134.49 62.61 198.82 287.17 572.82
(Iii! Net gain! (loss) on fair value changes (30.77) (161.78) 55.99 45.31 346.57
Sub-total (B) - Other Operating Income 118.72 (84.73) 264.83 371.82 946.03
C ToL'l1 Revenue from Operations (A+B) 10,113.27 9,694.89 9,580.10 39,208.06 39,132.49
D Other Income 10.69 16.82 21.47 44.67 97.96
Total income (C+D) 10,123.96 9,711.71 9,601.57 39,252.73 39,230.45
2 Ex·pen. "s
A Finance cosls 6,497.34 6,134.96 5,353.08 23,737.66 22,052.91
B Net translation} transaction exchange loss/ (gain) (30.21) 207.91 471.18 1,114.04 799.05
C Fees and commission expense 4.94 4.43 4.42 16.29 16.73
D Impainnent on financial instruments (319.65) (293.82) 754.34 114.91 3,473.31
E Employee benefits expenses 25.19 50.23 36.31 181.63 159.61
F Depreciation and amortization 6.25 6.10 5.43 24.09 17.96
G Corporate social responsibility expenses 87.76 20.44 110.07 202.65 170.67
H Other expenses 41.12 22.50 33.62 122.69 115.31
Total expenses (A to H) 6,312.74 6,152.75 6,768.45 25,513.96 26,805.55
Profit before tax (1-2) 3,811.22 3,558.96 2,833.12 13,738.77 12,424.90
3
4 Tax expense
A Current tax
. Current year 716.54 634.56 673.49 2,668.58 3,051.33
- Earlier years . (56.93) (3.96) (147.29) (3.96)
93.77 103.25 (124.29) 162.84 (668.39)
B Deferred tax
Tota1 tax expense (A+B) 810.31 680.88 545.24 2,684.13 2,378.98
Nel profit for the period (3-4) 3,000.91 2,878.08 2,287.88 11,054.64 10,045.92
5
6 Other comprehensive Income/(Loss)
(i) Items that will not be reclassified to profit or IOS8
(a) Re-measurement gains/(losses) on defined benefit plans (3.63) - (8.84) (5.99) (8.33)
- Tax impact on above 0.92 - 2.23 1.51 2.10
(b) Changes in Fair Value of Equity Instruments measured at Fair Value (17.80) (58.16) 22.19
(13.78) (7.67)
through Other Comprehensive Income (FVOCI)
• Tax impact on above . (0.21) 3.43 (0.32) 2.55
Sub-total (i) (16.49) (7.88) (20.98) (62.96) 18.51
(il) Items that will be reclassified to profit or loss
(a) Effective portion of gains and loss on hedging instruments in cash flow 480.84
62.97 (239.04) 332.90 542.33
hed ges
- Tax impact on above (15.85) 60.17 (83.79) (136.49) (121.02)
(b) Cost of hedging reserve 819.52 77.01 (657.10) (1,755.82) (584.51)
- Tax impact on above (206.26) (19.38) 165.38 441.90 147.11
Sub-total (ii) 660.38 (121.24) (242.61) (908.08) (7758)
Other comprehensive Income/(Loss) for the period (i+ii) 643.89 (129.12) (263.59) (971.04) (59.07)
7 Total comprehensive income for the period (5+6) 3,644.80 2,748.96 2,024.29 10,083.60 9,986.85
Paid up equity share capital (Face Value UO per share) 2,633.22 2,633.22 1,974.92 2,633.22 1,974.92
8
Other equity (as per audited balance sheet as at 31st March) 55,046.45 49,010.68
9
10 Basic & Diluted earnings per equity share of ~ 10 each (in f)
(not annualised)
11.27 10.93 8.56 41.86 38.02
A For continuing operations
B For discontinued operations - - - . .
C For continuing and discontinued operations 11.27 10.93 8.56 41.86 38.02
Statement of Audited Consolidated Financial Results for the quarter and year ended 31-03-2023
(l in CrareS)
S.No. Particul.aB Quarter Ended Year Ended
31-03-2023 31-12-2022 31-03-2022 31-{)3-2023 31-03-2022
(Audited) (Unaudited) (Audited) (Audited) (Audited)
1 (ncome.
A lnterest lncome
(i) Interest income on loan assets 9,903.61 9,660.06 9,235.26 38,359.91 37,810.84
(ii) Other interest income 94.84 121.65 81.72 486.43 383.65
Sub-total (A) - Intere.t Income 9,998.45 9,781.71 9,316.98 38,846.34 38,194.49
B Olber Operating Income
(i) Dividend income 2.32 858 2.49 11.89 4.21
(U)
(iii
Fees and commission income
Net gainl (loss) on fair value changes
. 134.49
(30.77)
62.61
(161.78)
198.82
55.99
287.17
45.31
572.82
346.57
(iv) Sale of services 138.57 90.64 59.08 28755 150.96
Sub·total (B) • Other Operating Income 244.61 0.05 31638 631.92 1,074.56
C Total Revenue from Operations (A+B) 10,243.06 9,781.76 9,633.36 39,478.26 39,269.05
D Other Income 11.57 13.71 22.63 41.90 70.15
Totallncome (C+D) 10,254.63 9,795.47 9,655.99 39,520.16 39,339.20
2 Expense.
A Finance costs 6,496.22 6,133.94 5,353.08 23,733.33 22,050.96
B Net translation} transaction exchange loss/ (gain) (30.21) 207.91 471.18 1,114.04 799.05
C Fees and commission expense 4.94 4.43 4.42 16.29 . 16.73
D Impairment on financial instruments (309.78) (275.18) 761.86 142.17 3,470.02
E Cost of services rendered 22.50 7.73 1757 54.06 65.11
F Employee benefits expenses 29.24 57.00 43.25 204.10 180.84
G Depredation and amortization 6.28 6.12 5.50 24.26 18.24
H Corporate social responsibility expenses 88.07 20.62 110.89 203.91 172.35
I Other expenses 46.14 22.66 30.93 130.33 123.56
Total Expenses (A to I) 6,353.40 6,185.24 6,798.68 25,622.49 26,896.86
3 Share of Profit! (loss) of Joint Venture accounted for using equity method · · . . (11.81)
Profit before Tax (1-2+3) 3,901.23 3,610.23 2,857.31 13,897.67 12,430.53
4
5 Tax Expense
A Current Tax
- Current Year 743.54 653.24 681.89 2,720.50 3,069.23
- Earlier Years (0.16) (56.93) (3.%) (147.45) (3.96)
92.48 98.59 (121.95) 157.64 (670.44)
B Deferred Tax
Tot." Tax Expense (A+B) 835.86 694.90 555.98 2,730.69 2,394.83
6 Net proBl for the period (4-5) 3,065.37 2,915.33 2,30133 11,166.98 10,035.70
7 Other comprehensive Income/(Loss)
(i) Items that will not be reclassified to profit or loss
(a) Re-measurement gains/(Iosses) on defined benefit plans (3.63) - (8.84) (5.99) (B .33)
- Tax impact on above 0.92 · 2.23 1.51 2.10
Changes in Fair Value of Equity Instruments measured at Fair Value (5B.16) 22.19
(b) (13.7B) (7.67) (17.BO)
through Other Comprehensive Income (FVOa)
- Tax impact on above · (0.21) 3.43 (0.32) 2.55
(c) Share of Profit of Joint Venture accounted for using equity method - - - - (0.02)
- Tax impact on above -
(16.49) (7.88)
·
(20.9B)
. -
(62.96) 18.49
.
Sub-total (i)
(ji) Items that will be reclassified to profit or los.
(a) Effective portion of gains and loss on hedging instruments in cash flow 332.90 542.33 480.84
62.97 (239.04)
hedges
- Tax impact on above (15.85) 60.17 (B3.79) (136.49) (121.02)
(b) Cost of hedging reserve 819.52 77.01 (657.10) (1,755.82) (584.51)
• Tax impact on above (206.26) (19.38) 165.38 441.90 147.11
(c) Share of other comprehensive income/ (loss) of joint venture accounted
for using equity method
· - - - 1.19
8 Total comprehensive Income for the period (6+71 3,709.26 2,786.21 2,037.74 10,195.94 9,977.80
9 Paid up Equity Share Capital (Face Value UO per share) 2,633.22 2,633.22 1,974.92 2,633.22 1,974.92
Other Equity <as per audited balance sheet as at 31st March) 55,487.29 49,339.18
10
11 Basic &. Diluted earnings per equity share of t 10 each (in t)
(not annualised)
A For continuing operations 11.51 11.07 8.74 42.28 37.98
B For discontinued operations · - - - -
C For continuing and discontinued oDerations 11.51 11.07 8.74 42.28 37.98
See "W'"P""Y'"g ""t,. to the fi7llMCUJI results.
Statement of Assets and Li~bllltics
' Crores)
(l m
S.No. Partical... Standalone Consolidated
As at As at As at As at
31-03-2023 31-03-2022 31-03-2023 31-03-2022
(Audited) (Audited) (Audited) (Audited)
ASSETS
(1) Financial Ass.to
(a) Cash and cash equivalents 39.00 126.40 48.70 140.99
(b) Bank balances other than (a) above 1,948.34 2,295.30 2,346.91 2,518.96
(c) Trade receivables - - 113.00 94.55
(d) Derivative finandaI instruments 8,981.61 5,510.17 8,981.61 5,510.17
(e) Loans 4,22,083.91 3,71,930.54 4,22,083.91 3,71,930.54
(/) Invesbnenls 3,137.98 2,157.97 3,170.00 2,190.44
(g) Other financial assets 24,400.28 24,396.94 24,42254 24,415.31
TotRI- Firuuu;iQ1 A ...,. (1) 4,60,591.U 4,06,417.32 4,61,166.67 4,06,800.96
(3) Uabilities di!eeUy .... ociated with ..seta cl....lfled as held for sale - - 0.02 0.01
(4) EQUIlY
(a) Equity Share Capital 2,633.22 1,974.92 2,63322 1,974.92
(b) Inslruments Entirely Equity In Nature 558.40 558.40 558.40 558.40
(e) Other equity 54,488.05 48,452.28 54,928.89 48,780.78
TotRI- E'I"ity (4) 57,679.67 50,985.60 58,UO.51 51,314.10
TotRI- UABILlTIES AND EQUITY (1+2+3+4) 4,64,877.13 4,10.412.61 4,65,502.75 4,10,860.09
,,
Statement of Cash Flows for the period ended 31st March 2023
(f in Crores)
S.No. ParticuLuo Standalone Consolidated
Year ended Yeuended
31-03-2023 31-03-2022 31-03-2023 31-03-2022
(Audited) (Audited) (Audited) (Audited)
A. Cub Flow from Oper.tting ActiYiti.. :
Net Profit before tax 13,738.77 12,424.90 13,897.67 12,430.53
Adjustments for.
1. Lossl (Gain) on derecognition of Property, Plant and Equipment (net) 6.64 0.97 6.65 0.97
2. Lossl (Gain) on derecognition of Assets held for sale (net) (4.08) (30.19) (4.08) (30.19)
3. Lossl (Gain) on cessation of significant influence in Joint Venture (EESL) - (29.01) - -
4. Depredation &; Amortization 24.09 17.96 24.26 18.24
5. Impairment allowance on Assets Oassified as Held for Sale - 0.03 9.71
6. Impairment losses on Financiallnstruments 114.91 3,473.31 142.17 3,470.02
7. Effective Interest Rate in respect of Loan Assets and Borrowings (15.58) (88.22) (15.58) (88.22)
8. Lossl (Gain) on Fair Value Changes (net) (43.76) (338.58) (43.76) (338.58)
9.
10.
interest on Commerdal Paper
Unrealised Foreign Exchange Translation Loss! (Gain)
-
963.93
14.76
943.16
-
963.93
14.76
943.16
11 interest on Investments (39.53) (51.88) (39.53) (51.88)
12. Share of Profit/Loss of Joint Venture accounted for using equity method - - 11.81
Operating profit before Change. in Operating Assets &; Liabilities 14,745.39 16,337.18 14,931.76 16,390,33
Inflow 1 (Outflow) on account of :
1. Loan Assets (50,424.82) (9,877.12) (50,424.82) (9,877.12)
2. Derivatives 790.33 (2,510.91) 790.33 (2,510.91)
3. Other Financial and Non- Financial Assets 193.95 (580.37) 125.99 (382.28)
4. Other Financial and Non- Financial Liabilities &; Provisions (151.53) (1,186.90) [1 08.70) (1,360.42)
C.uh flow &om Operations (34,846.68) 2,181.88 (34,685.,4) 2,259.60
1. Income Tax Paid (including TDS) (2,734.77) (3,076.64) (2.714.13) (3,101.39)
2. Income Tax refund 99.79 23.26 99.79 23.26
Net Cuh Flow &om Operating Activities (37,481.66) (871.50) (37.359.77) (818.53)
B. C.uh Flow &om Investing Activities
1. Sale of Property, Plant &; Equipment 0.02 0.10 0.02 0.10
2. Sale of assets held for sale 4.60 31.24 4.60 31.24
3. Investment in Property, Plant &; Equipment (incl. CWIP &; Capital Advances) (17.62) (47.84) {I 7.67) (47.90)
4. Investment in Intangible Assets (including intangible assets under development &; Capital Advances) (0.01) (0.25) (0.01) (0.25)
5. Finance Costs Capitalised (0.03) (5.10) (0.03) (5.10)
6. Sale! (Investment) In Equity Shares 10.13 431.17 10.13 431.17
7. Sale!(Investment) oflin shares of associate companies (Net) - - (0,82) 0.82
8. Redemption! (Investment) in Debt Securities other than HQLAs (net) (343.14) 96.53 (343.44) 96.08
9. Redemption! (Investment) In High Quality Liquid Assets (HQLAs) (net) (457.82) (716.17) (457.82) (716.17)
10. Maturityl(lnvestment) of Corporate and Term deposits - . (137.91) (77.43)
Net C.uh Flow &om Inveating Activities (803.8'7) (210.32) 1942..95) (287.44)
C. Caah Flow &om Financing Activities
1 Issuel (Redemption) of Rupee Debt Securities (net) 14,823.67 (20,827.69) 14,835.97 (20,827.70)
2. Issue! (Redemption) of Commercial Paper (net) . (14.76) - (14.76)
3 Raising! (Repayments) of Rupee Term Loans! WCDL from Banks! FIs (net) 14,808.94 2,164.16. 14,808.94 2,164.16
4 Raising! (Repayments) of Foreign Currency Debt Securities and Borrowings (net) 11,643.52 21,203.01 11,643.52 21,203.01
5 Expenses on issue of Bonus Equity Shares (0.71) (0.71) .
6. Coupon payment on Perpetual Debt Instruments entirely equity in nature (44.50) (45.60) (44.50) (45.60)
7 Payment of Dividend on Equity Shares (3,120.37) (2,411.37) (3,120.37) (2,411.37)
8 Repayment towards Lease Liability (0.01) (0.02) (0.01) (0.02)
Net C.~b now &om Financing Activities 38,110.54 67.73 38,122.84 67.72
Netlncreaae!Decrease in Cash &; Caah Equivalenbi (174.99) (1,014.09) (179.88) (1,038.25)
C.. h '" Caah Equivalenbi u at the beginning of the year 126.40 1,140.49 140.99 1,179.24
Cash'" Caah Equivolents aa at the end of the year (48.59) 126.40 (38.89) 140.99
Noles to the financial results:
1, The above finClnciClI results of the CompClny were reviewed by the Audit Committee and "pproved and taken on record by the Board of Directors at the meeting held on 17th May, 2023. These results have been
iludited by the Statutory Auditors of the CompClny.
2, The fimmcial,esuits ha ve been prepared in accordance with the recogniti on and meClSUl'e ment principles laid down in Indian Accounting Standard (Ind-AS) notified under Section 133 of the Companies Act.
201.3 lecrd with Companies (Indian Accounting StClndClrds) Rules. 2015, CIS amended from tilne to til1"1e, tmd other Clccounting principles generCllly accepted in IndiCl.
3. The consolidClted accollnts of the subsidi'lly compClny REC Power Development and Consultancy Limited (formerly REC Power Distribution Company Limited) has been consolidClted in accordance with the
Jndi.,n Accounting Standard 110 'C~nsolidated Financial Statements'.
4. Provisioning on loan assets is based on "ECL (Expected Credit Loss) methodology ' under Ind-AS norms, duly approved by the Board of Dilectors of the Company and upon the report provided by an
independent ilgency appointed by the Company, which also considers l'atil''Igs by the ivlinistry of Powel', as and when they are UpdClted, for Distribution Companies (DISCOMs). This is further reviewed by
manClgement overlays in certc1in Clccounts wherever necessary considering the factols involved and also on account of aligning the provisions with the lead lender. Details are as follows:
(~ in Croc?,I
S.No. Particulars As at 31.03.2023 As at 31.03.2022
Stage 1 & 2 Stage 3 Total Slag e1&2 Stage 3 TOlal
1. Loan assets +20,119.71 14,892.08 435,011.79 368,211.37 17,159.89 385,371.26
2. lmpilinnent loss allowClnce (net of movements) 3,744.24 10,519.51 14,263.75 3,138.93 11,565.73 14,704,66
Provisioning Coverage (\'/0) (211) 0.89% 7064% 328% 0.85% 67.40% 3.82%
S. Interest and othe l income on credit-impClired 10Cln Clssets is not being recognised as J mutte r of pi udence, pending the outcome of resolutions of such assets.
6. The Company's operation compl ise of only one business sesment - lending to power, logistic Jnd infras tructure sector. Hence, there is no other reportable segement in terms of Indian Accounting StClndard
(Ind-AS) lOS "Opera ling Segments".
1. The Company has not issued any redeemable preference shMes till date
8. The nddition,11 information as required under Regulation 52(4) of SEAl (Listing Obligations ilnd Disclosure Requirements) Regulations, 2015 is annexed as Annexure -A.
9. PurSll.lnt to Regulation 54 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the secured listed non-convertible debt securities issued by the Company and outstanding as at 31st
:vlcrrch. 2023 are fully secured (117 times). sufficient to discharge the principal amount and the intelest thereon at all times, by way of mortgage on certain immovable properties and!or charge on the Joan
ilssets of th~ Company, in terms of lespective offer document! infolmati on memorClndurn "nd! 01' Debenture Trust Deed. Furthel", security cover for secured non-convertible debt:~:~ecurities issued by the
Company is 1_18 times as ilt 31st MClICh, 2023 The Security Cover in the plescribed formilt has been Jnnexed as Annexure-B. ~,
10. The Company is a 'Llrge Corporate' in terms of the 'Framework for Fund l8ising by issuance of Debt Securities by Large Entities' laid under the SEBI Circular No SEBI/HO/DDHSm/CIR/2021/613 dated 10lh
August 2021. Necessary disclosure as required in the said framework legarding isslIJnce of debt securities is annexed as Annexure-Co
11. The Comp"n y r<lises funds in diffel'ent currencies through a mix of term 10C'lns fl-oln banks! financial institutions! Govt. agencies and issuance of non-convertible securities of differeryt tenors through privClte
plClcement. The issue proceeds hClve been fully utilized Clnd there are no material deviJtion(s) from the stC'lted objects in the offer document! information memorandum of such non-co,nvertible securities. The
C:~;J~pmpnt;JO:: rrec;crihed l100pr R~gtllC1ti(ln C:;2(7) & ,2(7 A) (If ~FRT (T io::ting ()"Ii~(lti(\n<; ~nrl nio::c!n<;llre Requirements) Regulations, 201::; hClS been Clnnexed tiS Annexure-D.
Furthel, thel e hilS been no detault as on 31st Mm'ch, 2023 in the lepJYllle nt of debl Sl.:'cwities, bOflowings and suboldinated liabilities Clnd the Compilny has met Jll its debt sel'vicing obligations, whether
principal or interest, during the period.
12. There are no reportable G1SeS of loans transferred! acquired dUling the qual-ter ended 31st March, 2023 (previous quarter Nil) under Master Direction - Reserve Bank of India (Transfer of Loan Exposures)
Directions, 2021 dated 24th September 2021 Further, there are no CClses during the qual'ter endec.:l 31 st March, 2023 (previous quarter Nil) where resolution plan implemented under the Resolution Framework
for Covid-19 I'elated stress ,"IS per RBI circular dated 6th August 2020.
13. The disclosure in respect of relC1ted pClfty tranS<lctions for the hcrlf yeClr ended 31st March 2023 has been annexed as Annexure-E ,
14. The figules ~or the quarter ended 31st March, 2023 and 31st March, 2022 hilve been derived by deducting the year to date unaudited figures for the period ended 31st December, 2022 and 31st December, 2021
flom the ilu,,1i ted figures for the period ended 31st March, 2023 Clnd 31st ivli1J'ch, 2022 resp~ctjvely .
15. Previous pel jod! yeClrs' figures hJve been regrouped! reclassified, wherever necessary. in order to Inuke them comparable.
Statl!!ment of Auditl!!d Sund.illlonl!! Financial Result. for thl!! year ended 31-03-2011
we
'" ,~"
S. No. Particulars Quuter Ended Year Ended
31.(13-1022 31-11-1011 31'()3-1011 31-03-1021 31.(13-1011
(Audited) (Unaudited) (Audiledt ("-"';'''') (A"';'''')
1 'M~
A Inluul incolnf'
(i) Interest Income on loan assets 9,2.15.26 9,573.69 8,809.97 37,810.84 3",229.92
(II) Other Interesllncome 80.01 136.26 36.49 375.62 "S3.86
Sub-total (AI - Interest Incolrle 9,315.17 9,709.95 .....6.46 38,186.46 34,683.78
• Other Opera6n, IMarne
(i) Dividend income 10.02 22.28 26.64 36.<0
(ii) tees; and commission income 198.82 SO.43 32.47 572.82 95.38
(iii Net gai rll (loss) on fair valul!! changes 55.99 246.51 244 ..w 346.57 Sn.33
Sub-total (B) • Olher OperatinSlncome 264.83 296.94 199.15 946.03 7001.11
C Tot.il RevenlM! frGlll Opefationt (A+B) 9.sao.l0 IO,OOi.89 9,145.61 39,131.49 35,387.19
D Othet'rncome 21.47 32.05 ' .23 91.96 22.55
Total income (C+D) 9,601.57 10,038.94 9,149.84 39,130.45 35,410."
2 Expenses
A f inance cosls 5,353.08 5,548.72 5,438.14 22,052.91 21,489.08
• Tn expen.e
A Currentl£x
• Current year 673.49 78U7 6U:.-ll 3.051..13 2,683..62
• Earlier YU tS (3.96) 89.55 (3.96) 223.28
• De(elTl!!d tax
Total tax expe",e IA+B)
(124.29)
SIS.14
(105.42)
679.05
(85.82)
626.14
(668.39)
2,378.98
(512.5S)
1,394.35
5 Net profit for the period (3-4) 2,217.8S 1,711.65 1,06'-63 10,045.92 8.361 .78
6 Other compr.t\eNin Incomel(loss)
(I) Items that will not be redusified 10 profil or lou
,.) Re-measurement gainsf(l05se5) on defined bene'it plans (8.84) 2.16 (11.36) (8.33) (14.26)
(b) Changes in (air value of FVOCI equity instruments (17.80) (17.78) 30.02 22.19 166.53
(d Income lax relating 10 these items
• Re-me~ur.mtnl gains/lOses) on defined benefit plans >23 (O.SS) 2.M 2.10 3."
• Changes in tair value 01 FVQCI equity instruments 3."3 (0.88) (1.54) 2.55 {6.0l}
Sub-total Ii) C20.98) (]1.05) 19.98 18.51 149.15
(iii Item, that will be reclauified to profit 01' lou
,.,
(.) Effective Portion of Cash Flow Hedges
Cost 01 hedging reselVe
332.90
(657.10)
153.15
7'l."
92.61
(115.83)
......
(584.51)
SO.81
329.00
Income tax relat ing to these item5
'" · IHfective Portion of Cash Flow Hedges (83.79) (38.51) (23.3]) (121.02) (20.34)
-Cost of hedging reserve 165.38 (20.0t) 29.]6 147.11 C82.SO)
Sub·tolal (ii) (141.61) 174,11 (]7.37) (71.58) 306.67
Other compnMnsive Income/Closs) for the period (i+iiJ (163.59' 157.12 2.61 (59.01) 456.51
1 Total comprehensive iMOme fOl' lhe perlod (5+6) 2.01U9 U29.71 2,071.lf 9,9IU5 8,818.30
8 Paid up equity share c.. pitaJ (Fa~ Value tIO per shue) 1,974.92 1,974.92 1,974.92 1,974.92 1,974.92
•
10
Other equity (u per .. udited b.ilUlu sheet ......t 31st March)
Buic II: Diluted e&minp pef equity share of I' 10 e.tch (in 1"
49,010.68 41,451 .45
(not unu.ililld)
A For continuing operations 11.58 1f.Ot lUI SO.87 42.34
• For conlinui~g and discontinued operations
51.'\! /ICCOm""V1ll8 "ol,'S 1o IIwJl"ftllrill1'CSl<IIH
11.58 lUK 10.48 50.87 42.34
Page 1 of 11.
Statement of Audited Consolidated Financial Results for the year ended 31·03·2022
· Crotes
(t ~
S. No. Partituliln Quarter Endrd Yur Endrd
31...03-1021 31-11-2021 31-03-1011 31-Q,J·l01l 31-03-2021
(Audited) ~aud ited) (Audited) (Audited) (Audited)
1 Income
A Interest Income
{il Inte.-esl income on lean assets 9,235.26 9,573.69 8,809.91 )1,810.84 14,m.92
Iii) Other interest income 81.72 138.32 41.67 383.65 46359
Sub·tola] (A) - Interest Income 9,316.98 9,111.01 8,85U4 38,194.49 34,693.51
• Diner Operatinalncome
UI Dividend 1I1come 2SO 22.28 ".21 2797
(ii) Fees and commtssion income 198.82 SO.43 )247 Sn.81 95.38
(iii Nel gainl (loss) on fair value chlngrs 55.99 246,51 2"UO 346.57 572.33
(iv ~Ie of servicrs 59.08 28.10 6M3 150.96 163.65
Sub-Iotal (B) _ Olher Operating Income 316.39 315.04 359.98 1,074.56 859.33
C Total Revenue trom Operation. (A+B) '.633.37 10,(137.05 9,211.61 39,269.05 35.552."
0 Otller Income 19.90 3337 4.30 10,15 u.n
Total income (C+O) 9,653.27 10,070.42 9,215.92 39,339.10 35,5'15.56
2 Expenses
A finance costs 5.353.08 5,547.87 5,440.n 22,050.96 21,489.05
• NettranslationJ transaction exchange Iossl (gain)
C fe-es and commlSston expense
471 .18
" .42
114.'7'9
J.2?
213.29
1.03
""'.05
16.73
130.26
9.95
0 Impairment on financial instrunwnts 761.86 815.02 719.46 3.4'70.02 2.....5.94
E Cost of services rendered 15.51 18.91 3D.98 65.11 88.67
f Employee benefits expenses
G Oepreaalion and amorlizalion
42.88
... 46.04
5.14
39.72
2.87
180.()9
18.24
IU62
10.86
•
5
Profit before Tax n-2+3)
TuExpenu
1.,857.31 3,451.60 2,'704.38 12,430.53 10,779.59
A CWTentTu
- Currenl Year 681.89 785.78 626.63 3.069.23 2,698.02
- Earlier Years (J.96) - 89.13 (3.96) m .95
• Deferred Tax
Tota] Tu &pen.. (MB)
(121.95)
555."
(107.621
678.16
(89.32)
626.54
(6'70.44)
1.3'''''
(519.62)
1.401.35
6 Net profit for (he period (4-5) 1.301.33 2,'173.44 2.017.84 10,035.70 8,378.14
1 Diner comprehen.ive IncomellLOIf)
(il Items that will not be reclassified to profit or los'
,.1 Re-measurement gainsl(1osses) on defined benefic plans (8.84) 2.16 (11.36) (8.33) (1 4.26)
Ibl Changrs in fillit value 01 FVOC1 equity inscruments (17.1lJ) (17.78) 30.02 22.19 166.53
1<1 Share 01 Prolit 01 Joint Venlure accotInled fOf using equity method (O.O7) (0.02) (0.05)
,dl Income lax relating to Ihese items
. Re-measuremenl gains/Closses) on defined benefit plans 2.13 (0.55) 2.86 2.10 3.59
- Changes in fair value of FVOCI equit)' inslruments 3.43 (0.88) (1.54) 2.55 (6.01)
Sub-total (i) (10.91) (17.05) 19.91 18.49 HUO
Iii} lterm that will be red.a&lified 10 pt'ofil or I.,..
1.1 Effective Portion of Cash Flow Hedges 332.90 153.25 92.61 ....B4 SO.81
Ibl Cost of hedging reserve (657.10) 19.5O (11.5.83) (584.51) 329.00
Id Share of other comprehensive income! (1055) of joint venture accounted
lOT usinp; equity method - 1.19 1.29
1//
'>-,
Page 2 of 11.
'-::::: ...
-
Statement Of An,bi and Li.blljti"
S.No. Particuh,n
A. . ,
3141·2022
landalone
A. .,
3141-2021
A. .,
3141·2022
Con.o I 10' ....
(t '" CIOff1)
3141·2021
(Audilcd) (Audilftt) Audilofd) (AudilN)
ASSETS
,U
,.) FiJlann'" A..ets
Cash ilnd uSh equivalents 126.40 1.140..9 140.99 1.179.24
Ib) Bilnk b,l."," other Ih;In (ill ilbow: 2.295.30 1.929.06 2.518.96 2.223.58
fo) Tr.dt realv.bles 94.55 140.01
Id) Derivati\'t fimnriilt initnlll'wnl5 5.510.11 2,311 .22 ,5.510.)1 2,311 .22
(.) .....M 3.11.930..54 3.65.261 .49 3.71.930.5<4 3.65,26U9
fO Inwstnwnts 2.157.97 I.'J09.n 2.190.44 1.12J.68
,,) Other fuun(,al <lSwl!. 24.396.94 24.399.21 24,415.31 24,419.88
Total· FI"""cial A.Sstts (1) 4,06,411.32 3,96,951.24 4.06,800... 3,97.259.16
.,
Il)
(.) Curl'fnllil~ ilSwts (MI) 119.64 160.07 1'n 56 168.92
(1)) Deferftd I. . .sselS (!'Itt) 3,134.74 2,437.71 3,160.12 2,461.03
(d InVftlnwnt Propmy 0.01
(.,
(" Propetty, PLlnl6: Equipment
Cilpi~1 Work· in·PrDIIl'f5s "'''
'.1)7
2ioOJ2
315.67
624.04
6"
" '.)0
335.61
(0 Intilnpble Amb Under Devrloprntnt 0." 0."
(8'
(h,
Other Intangible Assets
Other non·flnanci.ll assets
4."
46.06
6.10
81.50 ,....
' .28 6.15
102.67
(i) Inveslll\tlll.S iKCOUntcd for usin&rquity mdhod 25774
Total - ""o1J-fjlt...ci.1 A.Sstts (2) 3,99U3 3,211.95 .,0504.15 3,59U6
(.,
III Finlncilliiabilitin
OMv~tive I~I instrumMts 553.14 846.)' S53.14 8463)
T'_p~~
.
(0'
Tot,ll · ""Qft·Fi"."dallUabtlittes /2) 196.40 244.10 2M... '58,.
(3) Li.lbi.titie, d1ndly ...oci.aled with "ut. dua&l,ed M Mid tOf ule . )
.'"
(4' EQUITY
(.) Equity Sh.lI'e C~pit.:l1 1.974.92 1,974.92 1,97492 1.974.92
fb) Inslrument. Entirely EqUIty In N.IU~ 558.40 558.40 558.40 S58.40
Olherequity 48,452.2' 40,893.05 48,780.18 4' .,2:Wl6 1
fo'
TDlaI- !qtIity (-I) 5o,9l,uO lUlU7 51,lU.tD 43,163.93
To/.I· LLUJun£5AND EQUllYn+2+l+IJ ...O,4JUI 4,OO.lll.1' 4.1D,860." <""",,41
Page 3 of 11.
5 No. p.rtiNJm
Statement of Cuh Flow. for the fur ended 3111 March 1011
Sta'lcblone CONolUbtt!d
.....
Y..rt!ndM Yurt!nded
31~·lOn ll-G3-2011 ll-G3-lOU 31-03-2021
(Aud iWd) (AudilNI (Audited) (Audit~1
A. C"»' flow kG_ Optr.1iaJ AdivitiH .
Nfl !>roIit before U K 12,4z.t.90 10,756.1.) \1.430.53 10.179_59
,I.
AdjuWMntS for'
Los" fC.in)on dtt't«lsnitiDn oIProperty.rt.... t w Equipmmt (netl
." ..., 0.97 4.69
..•.
7. Adjultmenillow~rdl Effective Interest Rolle in respKt of Lo.iIruI
Adjustment s tOWllrds Effedive Interest Rate in respect of Borrowlnp
Folir V.lue ChVlp:s in Deri\'iltives
CII ·95)
(111 .31)
(351.36)
3261
152.19
(545.91)
(11.95)
(111.31)
(lSl.36)
32.61
15219
(545.921
10. hir V. lue Chanp:s in Investments \2.1S (1.43) 12.78 12.43)
.. e..».
3. Olhn-OptUIIrIg Alsets
~oItin, U1b111l1H
flow fro .. Optrationl
(631.18)
(1, 186.90)
1909.2SJ
(1,106.71)
J ,187,83
Ito,&l?.42)
(03.09)
(1 ,364UI)
(MUS)
11,l127.24J
3.26l58
I...."....
,
I. Inconw Till< hid (indudin& TDS)
Income T• • refund
(J.076.64)
13.26
(2,694.JJ)
11 ,13
(3,101.39)
23.26
(2.696.20)
un
Nd C..II flow ho.. Optr.Ms Actiyititl (3,962,66) (1),.520..2) (3,909.68) 143,512.33)
t. e.." Flow ITCIm In\lt.tift, Actiyititl
,.
J. 5.l1e 0l Pro~rty, PI.:!nlle Equipment
5.le of ,ssets held for s.le
0 10
31.24
0.16 0.10
31.l4 ."
..
3. ln~lmtntln Property, PI.nl. Equipment (ind CWIP &; e.pit.1 Advilnces)
irI~lmtnlln lnt.lngible As'lets (ioeluding int.mgible oISsetS under devtlopmrnt" C.plul AdvolI\Cff)
,,,,
(47.84) m .18)
...... (47.90)
(0.2S)
(13.30)
(0.95)
S. Fin.1llCf Costs Capitollised (5. 10) (12.D4) (5.10) (22.04 )
6. S,IC'I (In\'Htment) in Equity Shires ilnd Venture C.pit.l Fund 431.17 249.9:1: 43117 249_92
7. Salel([n~tmtnt) oflU\ shltl!i of associ.1e comp.ilniff (Net) 0.82 (0.-10)
..
8.
10.
RedemptiMf (Investment) 111 Debt Securitiff othrr than HQLAs(ntt}
Redemption/ (Invt'l tmtfttj in High Quality Liquid Assets (HOtAs) (MI)
Molturity/(inveslmrntl of Corporolte .nd Ttnn deposits
".53
(716.11)
1.582.13
18n.28)
96.01
(116.11)
(17.44)
1,5821 5
(8n-281
(193)
Nt!t C..h flow from In.....&' Activitit!l IllUll ..3.03 1111.46) 860.52
c. C.." flow fn)n flflUlCin, A~tivitit.
Issuel (Rtdfomptiorl) 01 Ruptt' Orbt Stcuritifos (Net) (20,844. 10) ]3,499.66 (20.844. 10)
,.
I.
bluel (R«Ienoption) of Comnwm.:1i Polptf (net) (14.76) (2,915,00) 114.76}
U,499.66
(2.925_00)
..
3.
S.
Rlnmy 1~".,)'II\tftK) of Rupet' Term LoansJ WCOL from Govt) BaN$( Fh (net)
R.1'sin&'I~~)'ments) at F.-ignCulTfl'll'Y Debt Seauibes.OO 8orrowinss (net)
Jt.isinal (R.edtmption) of Subordifl.lird li.1bilitin (net)
2,164.16
24.310.53 ,...."
26,21541
1.999.30
2,16416
24.310.58
26,210.-17
,.... "
1.99930
• IsJue of Ptrpetual Debt lnstrumenl$ entirely equity in IWture SSUO !S8. "
....
7 Is,ue bptMH o n f'trpetuoll Debt Instruments mlm-fy equity in n.Jture
oupon E-.:penses on Perpetual Debllnsll'Uments entirely equity in Nture
P.ymn'll of DlvioJend on Equity SNres
I (45.60)
(2,411.37)
(O.H)
(2,m .4ll
(45.bO)
(2.411.37)
(O.9-I )
(2.tn41 )
10. iWf'lymmttowlf(b Le.ase u"bility (0.02) (0.02) (0.02) (0131
Ne! Cu" now hom Fifl.flrina Adi ...iliH 3,158.89 42,llt.05 3,158.1:19 42,113.34
Ntt '"CQ"u.lDtcn.Jt In Cuh 6; Cuh Equinlelltl 11.014.09) W1.,54) I1,03iU5) (538.411
Cuh 6: Cu" EquIv .... ntl ...t the btisiruWos of the fur 1,1•.49 1,67t.03 1,179.1. 1,717.71
Clil" 6; Cn" EquI ....l.fltI ...t tht tnd of the yeu 126.40 1,140,49 140.99 1.17924
Notu t.'h.Ii.,,"<ial .....It.:
1 The ~bo\·t fin,lI'l(~1 f"UII!. 01 ~ Compolny _ RvieWfti by the Aud" CommitWt!,1M approved and lakltn on ucord by the Booord 01 Di~tors ~llht! ITIft'linl Mid on 13th "by, 2022 'ThrsIt RSults h.i ...e b«n
....diltd by ttw SI.IIUlory Audi lOrs 01 tht! COtnfWly.
2. llw .lIudittd (OmoI1d4ft!(1 .t('('ouncs of the sub5.kiwry com~y REC Pmwr [)r,·tlopnwnt .1M COMUlloInCY Umikd (formerly REC PoWt!r Dktribution Comp.1ny Umlkd) h.u bftn COMOlid.lkd in.xcord.in«
with IN! Indl.1n A«OUnti"l SUnd.lrd 110 'ConsotiJ.:tkd Fin.mriolll5LJlt!mt!nts'
J . PJo ... i,ionifl, Of! ~ .tS1t!1!. K bilHd on -EeL (Ekp«1td C~l l.oJ.5l ~~ oIppro«d by ttw Bo.lrd of DilKtOrsof tMCompmy imd upon lhe Rport ~ by 3ft indItpmdcftl ~8MCY <lppoinlt!d by lM
ComP":IJIY, wNch ,also (O~ r.,ltings by the Uinistry of rOWff, ..S olnd whm ~ ,II'f upd ~1ed. fOt' Distributjon. Co~ (DISCOMs). nus is furthfr mh.:.nud by m.a ......InftlI~)"S in cmolin ,x(Ol,lnts
wt.fl"eVet' nKt!Sury consktfrirl&the rid in ...olwd in the.K'COUni Mld.boon ;tCCQ\Int 01 Mipin& 1M prlwlslon.5 with the Ie.ld Iendet. DelIils are.s follo~
(t inCrorn
S. No. "artitulan AI al3l.03.2022 A. at ll.Dl.2021
S~.U.. ): StaS·J T.... Sta,.I.l Stal eJ T.'"
17,159.89
,.
I. Lo.n"'$tts
Impairmtnl loss allowance (nel of mo ... ements)
3.68,211 .37
3,138.93 11,365.73
3,85.371.26
14,104.66
3,59.161 .22
1,414.10
18,156.93
11,791.31
3.77,418.\5
13,206.11
Provl.!orIlJlI. Cov.fa • (%) (211) 0.85'" 67.40% 3.82% 0." " 64.59% 3.50%
4. InttRSt in~o~ on .:rtdlt·imp.!ired loan .:assets is not bting rtrognistd ..s .. mallet of pNdtn..~, pmdin& llit outcomt of resolutions of such ..sstls.
5. Tht Comp.any·, main bUJlnrn l, 10 providt fin.ncr to powtr srctor. A«ordina1y, the .:omp.any d ot$ not hilvt more lliiln onr srgmrnt tligible for Rportins in trrms of IMian Accounting Standard (lnd AS) 108
'Opt!r~tin8 SegmtnlJ·.
6. In pursu .. nOP to th.Ord,tS for Lmpltmtntation of RSolution/liquid.,ltion pl.:ans und.r Insolwt\()' and 84nkNplc:y Codr (IBe),;I sum of ~ 1,884.56 .:ron'S .,lnd ! 1,924.01 cro~" has btrn writttn off (w ith l'I!.... tS;l1 "f
ECL lht!~l IOW.llrds "rt.1ln Ioiln i1ssel' Inet 01 cash reco...tries/ iuu.:a~ of frrsh fo.1n(sli5fcurilits(s}I, during thIt quarter.:and ye.lr mded 31st March 2021 ~p«tI\'ely.
7 Tht 800lIrd 01 Directors at lis meding htld on 13th May, 2022 ~ommtnded tin.1 divid~nd of f 4.80/- per tqUity sh_ (01'1 fa« \'alueol' 101-ItKh) for tlw financial yur 2021 - 22, subtecllO approv,I1 of
Sh.1reho:«r1 in W tnwin, Annu.1 Gcneul MtttinS.
8. The Comp.1ny Ius not Iswtd 1liiy n!dtottn.lblt pn!lem"lCe sh.lmi til d.Jtlt.
9. ThIt .lddirioNl information,lS JtqUin!d uNitt Rtgublion 32(4)01 SEll (Ustins ObII.. tkw <lftd DLk"IowR ~iRf\Wf\U) RquLiliof!s. lOIS is.--td .tS Nnw""," _ A.
10. Pursuant 10 Rtgublion S. 01 SEIII t Ustin& Obtiphons.lnd [),sdos-u~ ~:rrmrnts) RqubtlGM.. 2015, W s«ured lis~ AOn'ConvertibSit dtbl seruritie'i isW«!. by the Company M\d out54~1ft3 ilLS at )Ist
MNm. lOl2 .re fully st-evl"fd (1. 15 til'l'ltS) by w.y 01 mortpr;e on «rUin immcwablt ~rtOltS .n.J/fN charse on !hit rraiv~ 01 the CompM'Oy, in Itnns oIl'tspKti'-'lt offer document! information.
mtmOr,Indum.IIIdJOt' ~lureTN'" Dt-m. Fu~, SI1'C\Irity(O ...et'fOftot.ll JIOI'I-<"olwf1tibltddH s«urilRl issutdby d\!'Company is 1.15 limn .IS.I )Ist M.rch 2022.
11 TheCom",ny Is. ·... 'St Corporaote· in le'rms of tht! 'Framework for Fund r.iJ:ing by issuanOP of ~t StruntIH by urat EntitiH bid under the SEBI Citallar No. SEBIIHO/DDHSlPICIRJ2Q21/61l d.ttd 101li
AuSU.t 2021 . Nlta-uary d:~dow~ ,n requ ired in tht , .id fr.lTlItworX Rpuiinl inuanc. of dtbt M'CUritiH is iI~ as AnnulIn·'.
12. The Compoln~' f,l iW'5 fuMI In diffeRnI cunendes through a mIX of term ~ from bank" flnilndiliinstitutions! Govt. ilgencies and bonds of diffrrent l~nOr1 through priva~ p~Ctmtnt of dltbt securities. Thr
ilmounls. r.11Wd during 1M penod ha\'!t been utilized for the slilttd objects in thlt offtr documrnU Inform.tion memOf.ndum, pursUilnt to Rtsul.tion 52(7) of 5£81 (Listing Oblig.Jlions .nd Disdosurr
Requlttmfnll j Rtgul .. tions. lOI S- Furthtr, lIittt has btrn no dtf.,lult as on 3111 Marcl\, 2022 In thlt ttp;lyment of dtbt securities, borrowinl' ilnd subordin.:ottd Ii,)biliti" and tht Comp.:ony hols m,t all its debl
Sf,...i" ng obllg.Jtions. Whethtf prindp.. l Of inltRSt,. during the ptriod
l3. In rrspKI of Ctnlu!/St.ttCovtmmtnt tntihes RBI haStKempted 1M Compan)' from .pp' ic.bililY of its concentralion of crtdit!in\'tstment norms till 31st M,rch 2022. Tht Company h., .gain reprrsenttd 10 RBI
jor furti'lerlt. lension of aboW! It>:ltmption for. further p,rriod of fi\.. Yt!~tS. The matltr, «)nsldtrinS Company's business modltl.nd str.tltgic p05ltionins beinll. Covtmmtnt Comp.ny, is under considefiltion of
RBI and the Iftpon5e Is .Iwal~ .
14. There.:aR no ~rt.,b1e ( d i n of lo.utS transftrRd/olcquirtd durinS tht FY 2021 ·22 (prevIous yf-.. r NiI}undtr Master Dil'l!Ction- RrsItrve B'lnk of Indl .. (Tr.,lnlftrof lo.ln EMpoSURS) Oll'l!Ctions. 2021 d.1itd 24th
Sepltmbtr 2021 . FUrth~f, thtl'f.:art no Col5n during Iht FY 2021 -22 (pm'lous ytar N il} wllm! rnolutlon pl.:!n lmpltmtnted undtf the bsolution Fr.lTII'Work for Co ... id ·19 rtl .. t.!d s~s ilS prr RBI citall.. , d .. ttd
6th ,",u8\lItl020.
15. Sonct! outbR~k of COVIO·19, OUf Country ~ tll~ two lurthtr waVft of ~i( fo1lowinl 1M diKOWf)' of mulilnl COfONLvlNS .... n.n" 1llt!'H w~Vft ltd to ttmporary reimposition of b:~lisN
Irqion,llockdown. which _re subwqumdy li~ Wilh improvinJ; co'-'ltrolSl' of v.cclNlion PlO8f,lmrrw """ RSUmption of KQnOmi(" .cti... itin, Indi.l is witnf1sit1& recoVfl)' in liitrrwnd. Comp.MIy's strong
credil profile. liquidity .:!(~s .1M ....... UbUity 01 continsmcY bufftrs providt!i il no Rolsons to brile\-e lliolt the CUrmM crisis will NY!! .. ny siSJlifte.mt im~ on It:s ~rahons. indudi"l the 80ins ~
;mn smtnt H _, 1M imp.ld wiU (ontim>e loll bt! clependmt. .lImons o!her thinp. on u~1n future ~1:5 ~bout dISCOYet")' 01 furthtr coronavu", v.:ori.tnb .mel .&1\1 ...rnon to conWin its sprt.:ad.
whdhet' AO\'tmmtnl ~ttd OfOtf\erw1se.
16. ThtdisclO$4lrr ..... rtSptct 01 ~Itd p.irty lr~ for Iht h.IIr ~.rtndtd )154l\I.rch 2022 Nt '-n MVIItKtd.lS AmlCIl'lUt!.c
17, Tht fiSUrn for tht quarttr ended 31st Uuch 2012 .nd 31s! Maret. 2021 h~vt bttn dtrivtd by drdu cti nS thr y,ru to doole' fisures for the period ended 3ht D«rmbef 2021 and 31st Decrmbrr 2020 from thr
.uditrd ft8\lI'H for the yur endtd 3ht lot,rch l022.nd. )Ist M.rch 2021 rnpeni ... tly.
18. Pre ... ioul p,rriodl yt,)t$' filUm hil ... t betn regrouped/ m:bssifltd. whtrtver ~~, in 0I'dtr 10 m.:au thltm comp.lI'ablr
(RS. OhWon)
Pia": CIUU.,a", Chairman. Mo.o,p."
D' '''''''~
Oal.: 13th M.lY 2Ol2 DIN - 00l71O'14
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