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

BSE: 500325ISIN: INE002A01018INDUSTRY: Refineries

BSE   ` 1562.20   Open: 1571.90   Today's Range 1554.25
1574.80
-10.35 ( -0.66 %) Prev Close: 1572.55 52 Week Range 1055.35
1614.00
Year End :2019-03 

A. CORPORATE INFORMATION

Reliance Industries Limited (“the Company”) is a listed entity incorporated in India. The registered office of the Company is located at 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai 400 021, India.

The Company is engaged in activities spanning across hydrocarbon exploration and production, petroleum refining and marketing, petrochemicals, retail and digital services.

1.1 LEASEHOLD LAND INCLUDES :

i) Leasehold Land includes Rs. 89 crore (Previous Year Rs. 778 crore) in respect of which the letters of allotment are received and supplementary agreements entered, however, lease deeds are pending execution.

ii) Rs. 6,923 crore (Previous Year Rs. 6,923 crore) towards investment in preference shares representing right to hold and use all the immovable properties of the investee entity.

1.2 BUILDINGS INCLUDES :

i) Cost of shares in Co-operative Societies Rs. 2,03,700 (Previous Year Rs. 2,02,700).

ii) Rs.135 crore (Previous Year Rs. 135 crore) in shares of Companies / Societies with right to hold and use certain area of Buildings.

1.3 Intangible Assets - Others include Jetties amounting to Rs. 812 crore (Previous Year Rs. 812 crore), the Ownership of which vests with Gujarat Maritime Board.

1.4 Capital Work-in-Progress and Intangible Assets Under Development includes :

i) Rs.21,823 crore (Previous Year Rs. 16,567 crore) on account of Project Development Expenditure.

ii) Rs.6,625 crore (Previous Year Rs. 7,551 crore) on account of cost of construction materials at site.

1.5 Additions in Property, Plant and Equipment, Capital Work-in-Progress, Intangible Assets and Intangible Assets Under Development includes Rs. 4,580 crore (net loss) [Previous Year Rs. 823 crore (net loss)] on account of exchange difference during the year.

1.6 For Assets pledged as security - Refer Note 15.1 .

1.7 Till year ended 31 March 2018, the estimated useful life of certain assets of plant and machinery were in range of 15-25 years with residual value of 5% of original cost. The management, based on internal and external technical evaluation, reassessed the estimates. Basis the technical evaluation made by the Management, the Company has revised the useful life of those assets in the range of 25 to 40 years and residual value to 15% of original cost effective from April 01, 2018.

The company has also evaluated certain assets and wherever necessary, has provided for accelerated depreciation in some of the assets.

2.1 The list of subsidiaries, joint ventures and associates along with proportion of ownership interest held and country of incorporation are disclosed in Note 35 and Note 36 of Consolidated Financial Statement.

2.2 As a part of Composite Scheme of Arrangement between Reliance Jio Infocomm Limited (RJIL), Jio Digital Fibre Private Limited (JDFPL) and Reliance Jio Infratel Private Limited (RJIPL) (‘the scheme’) for demerger of optic fiber cable undertaking (‘the Undertaking’) of RJIL, upon the scheme becoming effective on 31 March 2019, the Company, being shareholder of RJIL, has received Equity Shares and Optionally Convertible Preference Shares with surplus rights (‘OCPS’) of JDFPL. Pursuant to receipt of these Equity Shares and OCPS, the Company has allocated its cost of investments in RJIL into RJIL and JDFPL and elected to value its investment in OCPS at Fair value through Other Comprehensive Income (FVTOCI) and accordingly fair value gain of Rs. 77,158 crore on OCPS has been accounted in Other Comprehensive Income. Subsequently, Company sold its controlling equity stake in JDFPL to Digital FIbre Infrastructure Trust resulting into a total gain of Rs. 494 crore recognised in the statement of profit & loss. The remaining Equity investment in JDFPL has been measured at FVTPL and OCPS continued to be measured at FVTOCI. The Company has no control or significant influence over JDFPL post the sale of controlling stake.

2.3 Options granted under ESOS-2006 prior to withdrawal of scheme, continue to be governed by ESOS-2006. The Members approved a new scheme viz. ‘Reliance Industries Limited Employees’ Stock Option Scheme 2017’ (ESOS-2017) with a limit to grant 6,33,19,568 options. This ceiling will be adjusted for any future bonus issue of shares or stock splits or consolidation of shares and also may further be adjusted at the discretion of the Board of Directors for any corporate action (s). The Company has not granted any options under ESOS-2017.

2.4 RIGHTS, PREFERENCES AND RESTRICTIONS ATTACHED TO SHARES:

The Company has only one class of equity shares having par value of Rs. 10 each and the holder of the equity share is entitled to one vote per share. The dividend proposed by board of directors is subject to approval of the shareholders in the ensuing annual general meeting, except in case of interim dividend. In the event of liquidation of the company, the holders of equity shares will be entitled to receive the remaining assets of the Company in proportion to the number of equity shares held.

3.1 SECURED NON-CONVERTIBLE DEBENTURES REFERRED ABOVE TO THE EXTENT OF:

a) Rs.500 crore (Previous Year Rs. 500 crore) are secured by way of first mortgage / charge on the immovable properties situated at Jamnagar Complex (SEZ unit) of the Company.

b) Rs. Nil (Previous year Rs. 370 crore) are secured by way of first mortgage / charge on the immovable properties situated at Hazira Complex and at Jamnagar Complex (other than SEZ unit) of the Company.

c) Rs.Nil (Previous year Rs. 133 crore ) are secured by way of first mortgage / charge on all the properties situated at Hazira Complex and at Patalganga Complex of the Company.

4.1 Working Capital Loans from Banks of Rs. 8,603 crore (Previous Year Rs. 1,653 crore) are secured by Government Securities (Refer Note 6) and hypothecation of present and future stock of raw materials, work-in-progress, finished goods, stores and spares (not relating to plant and machinery), book debts, outstanding monies, receivables, claims, bills, materials in transit, etc. save and except receivables of Oil and Gas Segment.

4.2 Working Capital Loans from Others of Rs. 6,128 crore (Previous Year ‘ Nil) are secured by Government Securities and Bonds (Refer Note 2 and 6)

4.3 Refer note 35 B (iv) for maturity profile.

4.4 The Company has satisfied all the covenants prescribed in terms of borrowings.

The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary.

The Expected Rate of Return on Plan Assets is determined considering several applicable factors, mainly the composition of Plan Assets held, assessed risks, historical results of return on Plan Assets and the Company’s policy for Plan Assets Management.

VII) The expected contributions for Defined Benefit Plan for the next financial year will be in line with FY 2018-19.

5.1 The Company had announced Voluntary Separation Scheme (VSS) for the employees of Patalganga Manufacturing Division in the previous year. A sum of Rs. 1 crore had been paid during the previous year and debited to the Statement of Profit and Loss under the head “Employee Benefits Expense”.

5.2 SHARE BASED PAYMENTS

a) Scheme Details

The Company has Employee Stock Option Scheme (ESOS -2006) under which majority of the options have been granted at the exercise price of Rs. 321 (face value Rs. 10 each) to be vested from time to time on the basis of performance and other eligibility criteria.

c) Fair Value on the grant date

The fair value on the grant date is determined using “Black Scholes Model”, which takes into account exercise price, term of the option, share price at grant date and expected price volatility of the underlying shares, expected dividend yield and risk free interest rate for the term of the option.

The model inputs for options granted during the year ended 31st March, 2017 included as mentioned below. Further, no new stock options were granted during FY 2018-19;

a) Weighted average exercise price Rs.1,096

b) Grant date: 05.10.2016 & 10.10.2016

c) Vesting year: 2017-18 to 2020-21

d) Share Price at grant date: Rs. 1,089 at 05.10.2016 & Rs.1,096 at 10.10.2016

e) Expected price volatility of Company’s share: 25.1% to 26.5%

f) Expected dividend yield: 1.07%

g) Risk free interest rate: 7 %

The expected price volatility is based on the historic volatility (based on remaining life of the options).

5.3 CORPORATE SOCIAL RESPONSIBILITY (CSR)

(a) CSR amount required to be spent as per Section 135 of the Companies Act, 2013 read with Schedule VII thereof by the Company during the year is Rs. 811 crore (Previous Year Rs. 703 crore).

(b) Expenditure related to Corporate Social Responsibility is Rs.849 crore (Previous Year Rs. 745 crore).

(c) Out of note (b) above, Rs. 289 crore (Previous Year Rs. 672 crore) contributed to Reliance Foundation, Rs. 41 crore (Previous Year Rs. 38 crore) to Reliance Foundation Youth Sports and Rs. 476 crore (Previous Year Rs. 1 crore) to Reliance Foundation Institution of Education and Research which are related parties.

The reserve estimates for producing fields are revised based on the performance of producing fields and with respect to discovered fields, the revision are based on the revised geological and reservoir simulation studies.

5.4 The Government of India (GOI), by its letters dated 2nd May, 2012, 14th November, 2013, 10th July, 2014 and 3rd June, 2016 has communicated that it proposes to disallow certain costs which the Production Sharing Contract (“PSC”), relating to Block KGDWN-98/3 entitles the Company to recover. Based on legal advice received, the Company continues to maintain that a Contractor is entitled to recover all of its costs under the terms of the PSC and there are no provisions that entitle the Government to disallow the recovery of any Contract Cost as defined in the PSC. The Company has already referred the issue to arbitration and communicated the same to GOI for resolution of disputes. Pending decision of the arbitration, the demand from the GOI of $ 148 million (Rs. 1,024 crore) being the Company’s share [total demand $ 247 million (Rs. 1,707 crore)] towards additional Profit Petroleum has been considered as contingent liability.

5.5 (a) The Government has made a claim of about $ 1.55 billion against the KGD6 Contractor parties in respect of gas said to have migrated from neighbouring blocks. In carrying out petroleum operations, the Contractor has worked within the boundaries of the block awarded to it and has complied with all applicable regulations and provisions of the Production Sharing Contract (“PSC”). The Company has invoked the dispute resolution mechanism in the PSC and issued a Notice of Arbitration to the Government on 11th November, 2016.

The international arbitration panel has issued an award in favour of the Company, BP Exploration (Alpha) Limited “BP” & Niko (NECO) Limited “Niko” (Consortium) rejecting completely the claims of the Government of India against the Consortium in respect of migrated gas, by a majority of 2 to 1 with two eminent international jurists deciding in favour. All the contentions of the Consortium have been upheld by the majority with a finding that the Consortium was entitled to produce all gas from its contract area. All claims made by the Government of India in respect of migrated gas have been rejected and the consortium is not liable to pay any amount to the Government of India. During the year, Government of India has filed appeal in Delhi High Court.

(b) In supersession of the Ministry’s Gazette notification no. 22011/3/2012-ONG.D.V. dated 10th January, 2014, the GOI notified the New Domestic Natural Gas Pricing Guidelines, 2014, on 26th October 2014. Consequent to the aforesaid dispute referred to under 32.3 above which has been referred to arbitration, the GOI has directed the Company to instruct customers to deposit differential revenue on gas sales from D1D3 field on account of the prices determined under the above guidelines converted to NCV basis and the prevailing price prior to 1st November 2014 ($ 4.205 per MMBTU) to be credited to the gas pool account maintained by GAIL (India) Limited. The amount so deposited by customer to Gas Pool Account is Rs. 295 crore (net) (Refer Note 4) as at 31st March 2019 is disclosed under Other Non-Current Assets. Revenue has been recognised at the GoI notified prices in respect of gas quantities sold from D1D3 field from 1st November 2014.

(c) In December 2010, the Company and BG Exploration and Production India Limited (together, the ‘Claimants’) referred a number of disputes, differences and claims arising under two Production Sharing Contracts entered into in 1994 among the Claimants, Oil and Natural Gas Corporation Limited (ONGC) and the Government (the ‘PSCs’) to arbitration. The disputes relate to, among other matters, the limits of cost recovery, profit sharing and audit and accounting provisions of the PSCs. the Arbitration Tribunal by majority issued a final partial award (“FPA”), and separately, two dissenting opinions in the matter on 12 October, 2016.

Claimants have challenged certain parts of the FPA before the English Court. English Court had remitted Claimants’ (Shell-RIL) case, that there was agreement between GOI and Contractor at Management Committee level that certain costs will be fully recoverable, to the Tribunal for reconsideration by 2 October 2018. Tribunal has delivered its Final Partial Award on 1 October 2018 and has provided its unanimous final partial award which is favourable to the Claimants. During the year, Government of India has filed an appeal before the English Courts against the Tribunal’s award.

(d) NTPC had filed a suit for specific performance of a contract for supply of natural gas by the Company before the Hon’ble Bombay High Court. The main issue in dispute is whether a valid, concluded and binding contract exists between the parties for supply of Natural Gas of 132 Trillion BTU annually for a period of 17 years. The matter is presently sub judice and the Company is of the view that NTPC’s claim lacks merit and no binding contract for supply of gas was executed between NTPC and the Company.

(e) Due to Niko’s failure to pay the cash calls issued by the Company as Operator of KG D6 Block pursuant to the terms of the Joint Operating Agreement (“JOA”), the Company and BP issued a Notice of Withdrawal to Niko in terms of the JOA requiring Niko to withdraw from the KG D6 PSC and JOA. Thereafter, Niko has initiated arbitration proceedings against the Company and BP on 19 December 2018 and the arbitration tribunal has been constituted and proceedings are yet to commence. Pending completion of assignment of PI of NIKO (6.67%) to the Company, net payments made on behalf of Niko (i.e. 6.67%) since the date of default notice is classified as Receivable in the books of accounts.

(f) Considering the complexity of above issues, the Company is of the view that any attempt for quantification of possible exposure to the Company will have an effect of prejudicing Company’s legal position in the ongoing arbitration/litigations.

5.6 EXPLORATION FOR AND EVALUATION OF OIL AND GAS RESOURCES

The following financial information represents the amounts included in Intangible Assets Under Development relating to activity associated with the exploration for and evaluation of oil and gas resources.

(III) The Income -Tax Assessments of the Company have been completed up to Assessment Year 2016-17. The total outstanding demand upto AY 2016-17 is Rs. 28.08 crore as on date. Based on the decisions of the Appellate authorities and the interpretations of other relevant provisions of the Income tax Act, the company has been legally advised that the additional demand raised is likely to be either deleted or substantially reduced and accordingly no provision is considered necessary.

(IV) The Securities and Exchange Board of India had passed an Order under section 11B of the Securities and Exchange Board of India Act, 1992 on March 24, 2017 on a Show Cause notice dated December 16, 2010 issued to the Company in the matter concerning trading in the shares of Reliance Petroleum Limited by the Company in the year 2007, directing (i) disgorgement of Rs. 447 crore along with interest calculated at 12% per annum from November 29, 2007 till date of payment and (ii) prohibiting the Company from dealing in equity derivatives in the Futures and Options segment of the stock exchanges, directly or indirectly for a period of one year from March 24, 2017. The Company has filed an appeal against the said Order before the Hon’ble Securities Appellate Tribunal (‘SAT’). SAT has stayed the direction on disgorgement till the next date of hearing and the prohibition from dealing in equity derivatives in the Futures and Options segment expired on March 23, 2018.

6. CAPITAL MANAGEMENT

The Company adheres to a Disciplined Capital Management framework, the pillars of which are as follows:

a) Maintain diversity of sources of financing and spreading the maturity across tenure buckets in order to minimise liquidity risk.

b) Maintain AAA rating domestically and investment grade rating internationally by ensuring that the financial strength of the Balance Sheet is preserved.

c) Manage financial market risks arising from foreign exchange, interest rates and commodity prices, and minimise the impact of market volatility on earnings.

d) Leverage optimally in order to maximise shareholder returns while maintaining strength and flexibility of Balance Sheet.

This framework is adjusted based on underlying macroeconomic factors affecting business environment, financial market conditions and interest rates environment.

The financial instruments are categorised into three levels based on the inputs used to arrive at fair value measurements as described below:

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities;

Level 2: Inputs other than the quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and

Level 3: Inputs based on unobservable market data.

Valuation Methodology

All financial instruments are initially recognised and subsequently re-measured at fair value as described below:

a) The fair value of investment in quoted Equity Shares, Bonds, Government Securities, Treasury Bills, Certificate of Deposits and Mutual Funds is measured at quoted price or NAV.

b) The fair value of Interest Rate Swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.

c) The fair value of Forward Foreign Exchange contracts and Currency Swaps is determined using observable forward exchange rates and yield curves at the balance sheet date.

d) The fair value of over-the-counter Foreign Currency Option contracts is determined using the Black Scholes valuation model.

e) Commodity derivative contracts are valued using available information in markets and quotations from exchange, brokers and price index developers.

f) The fair value for level 3 instruments is valued using inputs based on information about market participants assumptions and other data that are available.

g) The fair value of the remaining financial instruments is determined using discounted cash flow analysis.

h) All foreign currency denominated assets and liabilities are translated using exchange rate at reporting date.

B. FINANCIAL RISK MANAGEMENT

The company’s activities expose it to variety of financial risks: market risk, credit risk, interest rate risk and liquidity risk.

The Company endeavors to use derivative instruments to manage the volatility of financial markets and minimise the adverse impact on its financial performance. All such activities are undertaken within an approved Risk Management Policy framework.

i) Market Risk

a) Foreign Currency Risk

Foreign Currency Risk is the risk that the Fair Value or Future Cash Flows of an exposure will fluctuate because of changes in foreign currency rates. Exposures can arise on account of the various assets and liabilities which are denominated in currencies other than Indian Rupee.

ii) Commodity Price Risk

Commodity price risk arises due to fluctuation in prices of crude oil, other feed stock and products. The company has a risk management framework aimed at prudently managing the risk arising from the volatility in commodity prices and freight costs.

The company’s commodity price risk is managed centrally through well-established trading operations and control processes. In accordance with the risk management policy, the Company enters into various transactions using derivatives and uses over-the-counter as well as Exchange Traded Futures, Options and Swap contracts to hedge its commodity and freight exposure.

iii) Credit Risk

Credit risk is the risk that a customer or counterparty to a financial instrument fails to perform or pay the amounts due causing financial loss to the company. Credit risk arises from company’s activities in investments, dealing in derivatives and receivables from customers. The Company ensures that sales of products are made to customers with appropriate creditworthiness. Investment and other market exposures are managed against counterparty exposure limits.

Credit information is regularly shared between businesses and finance function, with a framework in place to quickly identify and respond to cases of credit deterioration.

The company has a prudent and conservative process for managing its credit risk arising in the course of its business activities. Credit risk is actively managed through Letters of Credit, Bank Guarantees, Parent Company Guarantees, advance payments and factoring & forfaiting without recourse to the Company. The company restricts its fixed income investments in liquid securities carrying high credit rating.

iv) Liquidity Risk

Liquidity risk arises from the Company’s inability to meet its cash flow commitments on the due date. The company maintains sufficient stock of cash, marketable securities and committed credit facilities. The company accesses global and local financial markets to meet its liquidity requirements. It uses a range of products and a mix of currencies to ensure efficient funding from across well-diversified markets and investor pools. Treasury monitors rolling forecasts of the company’s cash flow position and ensures that the company is able to meet its financial obligation at all times including contingencies.

The company’s liquidity is managed centrally with operating units forecasting their cash and liquidity requirements. Treasury pools the cash surpluses from across the different operating units and then arranges to either fund the net deficit or invest the net surplus in a range of short-dated, secure and liquid instruments including short-term bank deposits, money market funds, reverse repos and similar instruments. The portfolio of these investments is diversified to avoid concentration risk in any one instrument or counterparty.

C. RECLASSIFICATION

The Company has reclassified certain non-derivative financial assets on 1st day of July 2018 from fair value through profit and loss (FVTPL) to financial assets at fair value through other comprehensive income (FVTOCI) on account of its business model change.

Cost and Fair value of reclassified assets as on reporting date is Rs. 18,722 crore and Rs. 20,059 crore respectively. Effective interest rate is 7.54% per annum. Interest revenue recognised during the period Rs. 1,060 crore Change in fair value gain/(loss) of Rs. 277 crore that would have been recognised in profit and loss during the reporting period if the financial assets had not been reclassified.

Refer Note 2 and 6.

D. HEDGE ACCOUNTING

The Company’s business objective includes safe-guarding its earnings against adverse price movements of crude oil and other feedstock, refined products, freight costs as well as foreign exchange and interest rates. Reliance has adopted a structured risk management policy to hedge all these risks within an acceptable risk limit and an approved hedge accounting framework which allows for Fair Value and Cash Flow hedges. Hedging instruments include exchange traded futures and options, over-the-counter swaps, forwards and options as well as non-derivative instruments to achieve this objective. The table below shows the position of hedging instruments and hedged items as on the balance sheet date.

7. DETAILS OF LOANS GIVEN, INVESTMENTS MADE AND GUARANTEE GIVEN COVERED U/S 186 (4) OF THE COMPANIES ACT, 2013.

Loans given and Investments made are given under the respective heads.

8. EVENTS AFTER THE REPORTING PERIOD

The Board of Directors have recommended dividend of Rs. 6.5 per fully paid up equity share of Rs. 10/- each, aggregating Rs. 4,641 crore, including Rs. 789 crore dividend distribution tax for the financial year 2018-19, which is based on relevant share capital as on 31st March, 2019. The actual dividend amount will be dependent on the relevant share capital outstanding as on the record date / book closure.

9. The figures for the corresponding previous year have been regrouped / reclassified wherever necessary, to make them comparable.

10. APPROVAL OF FINANCIAL STATEMENTS

The Financial Statements were approved for issue by the Board of Directors on April 18, 2019.