Reliance Infrastructure Ltd

Forward looking statements

Unless otherwise specified or the context otherwise requires, all references herein to"we", "us", "our", "the Company","RInfra", "Reliance" or "Reliance Infrastructure" are toReliance Infrastructure Limited and its subsidiary companies and its associates.

Macro Economics

The Indian economy, during the financial year 2010-11, achieved a robust growth withappreciable contribution mainly from agriculture, industries and services and proactiveinitiatives from the country’s policy makers. According to recent estimates,India’s Gross Domestic Product (GDP) was expected to rise to 8.5 per cent in 2010-11as against 8 per cent in 2009-10. However, inflation remains primary policy concern andprincipal threat to economic stability. Going forward, the rise in interest rates andcontinued inflation may impact the pace of capital investments and impede the industrialgrowth.

Outlook

The India’s GDP is expected to consolidate at 8 per cent in the financial year2011-12 compared to 8.5 per cent in the financial year 2010-11 on account of continuingtightening by the Reserve Bank of India to manage the inflation. The medium term prospectsremain positive due to healthy expansion in private services, strong consumption in bothrural and urban sectors, acceleration in export demand and strong investment pipeline withemphasis on infrastructure

Overall Review

Reliance Infrastructure is India’s leading private sector Infrastructure Company,with aggregate group revenues of about Rs. 28,270 crore (US$ 6.34 billion) and gross fixedassets of Rs. 26,050 crore (US$ 5.84 billion). Reliance Infrastructure is ranked amongstIndia’s leading private companies on all major financial parameter, including assets,sales, profits and market capitalisation.

• Total Income of Rs. 10,266 crore (US$ 2.3 billion), as against Rs. 10,908crore in the previous financial year.

• Cash Profit of Rs. 1,336 crore (US$ 300 million) against Rs. 1,435 crore in theprevious financial year.

• Net Profit of Rs. 1,081 crore (US$ 242 million) against Rs. 1,152 crore in theprevious financial year

• Cash Earnings per Share for the year of Rs. 50 (US$ 1.1) against Rs. 59 in theprevious financial year.

• Earnings per Share (EPS) of Rs. 43 (US$ 1) against Rs. 51 in the previousfinancial year.

In order to optimise shareholder value, the Company continues to focus on in-houseopportunities as well as selective large external projects for its Engineering,Procurement and Construction (EPC) Division. The EPC Division had an order book positionof Rs. 29,635 crore (US$ 6.6 billion) as on March 31, 2011.

Financial Review

Reliance Infrastructure’s total income for the year ended March 31, 2011 was Rs.10,266 crore (US$ 2.3 billion), compared to Rs. 10,908 crore (US$ 2.4 billion) in theprevious year.

The total income includes earnings from sale of electrical energy of Rs. 5,806 crore(US$ 1.3 billion) as compared to Rs. 6,368 crore (US$ 1.4 billion) recorded last year. Thesale of electrical energy includes income of Rs. 398 crore (US$ 89 million) and Rs. 308crore (US$ 69 million) from the Samalkot Power Station (SPS) and the Goa Power Station(GPS) respectively.

The income of the EPC business was Rs. 3,609 crore (US$ 809 million), against Rs. 3,522crore (US$ 790 million) in the previous year.

During the year, interest expenditure declined to Rs. 242 crore (US$ 54 million) ascompared to Rs. 292 crore (US$ 65 million) in the previous year, The Company had, in orderto reflect the true value of its prime assets, revalued the assets of its Dahanu PowerStation as at April 1, 2003 by Rs. 725 crore (US$ 163 million). In view of this, thedepreciation on such revalued assets is higher by Rs. 54 crore (US$ 12 million), and thesame has been adjusted by withdrawing equivalent amount from the general reserve, which iscredited to the profit and loss account.

The generation plants – Samalkot power station, Goa power station and the windfarm in Karnataka are all eligible for tax holiday under Section 80IA of the Income-taxAct, 1961 for a total of 10 consecutive years out of 15 years. Hence, the effective taxrate for the Company as a whole is governed by Section 115JB of the Income-tax Act, 1961.

The corporate tax liability for the year was Rs. 54 crore (US$ 12 million), compared toRs. 145 crore (US$ 33 million) in the previous year.

Cash profit for the year was Rs. 1,336 crore (US$ 300 million) compared to Rs. 1,435crore (US$ 322 million) in the previous year.

Operating profit i.e. profit before depreciation, interest and tax (PBDIT) was Rs.1,691 crore (US$ 379 million) against Rs. 1,909 crore (US$ 430 million) in the previousyear.

Net profit for the year was Rs. 1,081 crore (US$ 242 million), against Rs. 1,152 crore(US$ 258 million) in the previous financial year.

At its meeting held on May 27, 2011, the Board recommended payment of dividend of Rs.7.20 per share, aggregating to a pay-out of Rs. 191 crore (US$ 43 million) (excludingdividend tax) for the year ended March 31, 2011.

The capital expenditure during the year was Rs. 1,749 crore (US$ 392 million),primarily on account of expenditure incurred on acquisition of Toll Road Business Rightsand modernizing and strengthening of the transmission and distribution network.

Total gross assets increased during the year to Rs. 10,514 crore (US$ 2.4 billion).

One of the promoters, AAA Project Ventures Private Limited, subscribed to 2.25 croreequity shares, upon conversion of equivalent number of share warrants into shares leadingto further capital infusion of approximately Rs. 1,571 crore (US$ 352 million) into theCompany.

The Company ranks among leading Indian private sector companies in terms of net worth.As on March 31, 2011, the net worth of the Company stood at Rs. 17,668 crore (US$ 4.0billion).

Pursuant to the sanction of the Hon’ble High Court of Bombay of the scheme ofamalgamation between Reliance Infraprojects Limited (RInfL), a wholly owned subsidiary andthe Company, RInfL has been amalgamated with the Company with appointed date as April 1,2010. On account of the above amalgamation, Profit before tax for the year ended March 31,2011 is higher by Rs. 45.04 crore

Resources and Liquidity

The Company continues to maintain its conservative financial profile, as reflected inits credit ratings in current business environment.

The Company’s gross debt as at the end of the financial year stood at Rs. 3,969crore (US$ 890 million). Of this, nearly 58 per cent represents foreign currencydenominated debt. The average final maturity of the Company’s long-term debt is about3.2 years. The average annual interest cost is about 6.04 per cent.

The Company funds its long-term and project related financing requirements from acombination of internally generated cash flows and external sources. The working capitalrequirements are met through commercial rupee credit lines provided by a consortium ofIndian and foreign banks.

The Company also undertakes liability management transactions and enters into otherstructured derivative arrangements such as interest rate and currency swaps. This ispractised on an ongoing basis to reduce overall cost of debt and diversify liability mix.

Reorganisation of various businesses

The Scheme of Arrangement envisaging transfer of various operating divisions of theCompany, viz., Dahanu Thermal Power Station division, Goa and Samalkot Power Stationsdivision, Power Transmission division, Power Distribution division, Toll Roads divisionand Real Estate division to the respective resulting six wholly owned subsidiaries wassanctioned by the Hon’ble High Court of Bombay on July 24, 2009.

In view of, inter alia, the considerable lapse of time and subsequent changes in thebusiness environment, the proposal was no longer considered relevant and was withdrawn onMarch 25, 2011 with the approval of Hon’ble High Court of Bombay. There is no impacton profitability or business of the Company. The Company had decided to transfer itsinvestments in equity shares of BSES Kerala Power Limited and Reliance Goa and SamalkotLimited to Reliance Power Limited for an aggregate valuation of Rs. 1,095 crore carriedout by KPMG upon the scheme of arrangement between the Company and the six resultantsubsidiaries becoming effective. In view of the withdrawal of the Scheme as approved bythe Bombay High Court on March 25, 2011, the decision to transfer the investments in BSESKerala Power Limited and Reliance Goa and Samalkot Limited stands withdrawn.

Infrastructure Industry Structure and Development

India’s economic reforms over the past two decades have not only led the countryto witness significant economic growth and prosperity, but have also placed tremendouspressure on the existing infrastructure base (power, roads, highways, airports, etc.).Physical infrastructure is essential for manufacturing, services, trade and human capitalwhile rising income and rapid urbanization drives demand for electricity, transport,housing, etc. which in turn drives demand for infrastructure investment. Creation of worldclass infrastructure has been recognized as a key priority and necessary condition forsustaining growth momentum of the economy for achieving a sustainable and inclusive GDPgrowth of 9 to 10 per cent over the next decade.

Recognizing the need, the Government has increased its planned infrastructureinvestment from Rs. 20,500 billion in the 11^th Plan to Rs. 40,992 billion inthe 12^th Plan. In order to meet the above objective, the Government has alsoencouraged private sector investments which has been instrumental not only in bridging thefunding gap for infrastructure investment but also has helped in meeting the plan targets.Private sector investment is expected to increase from 36 per cent in the 11^th Planto 50 per cent in the 12^th Plan.

Sectoral breakup of Plan Investments

Source: Planning Commission

Infrastructure

The 11^th Plan laid emphasis on development of physical infrastructureincluding transport to support the accelerated growth of the country’s economy. Thethrust in the sector has been on augmenting capacity through technology upgradation andmodernisation. In this regard, improving accessibility to remote and rural areas andenhancing mobility through various programmes with enlarged participation of privatesector have been the objectives of the 11^th Plan.

Roads

India has the second largest road network in the world totaling 3.3 mn kms. Yet,India’s road network continues to be inadequate with road densities of 2.83 km/1000people and 770 kms/1000 square km of road length versus global average of 6.7 km/1000people and 840 kms/1000 square kms of road length. National Highways account for 2.1 percent of total road network and carries 40 per cent of road traffic.

In this backdrop, the Government has laid down ambitious plans for development andupgradation of the domestic road network which involves 20 km/day of constructing roadsand therefore has planned huge investment for the sector i.e. Rs. 6,76,400 crore(17 per cent of total infrastructure spending) in the 12^th Plan from Rs.2,78,700 crore in the 11^th Plan. Private sector participation throughPublic-Private-Partnership is also being actively encouraged to achieve greaterefficiencies in development, operation and maintenance of road networks which is expectedto contribute 16 per cent (i.e. Rs. 460 billion) of the total road infrastructure spendingin the 11^th Plan.

Railways

Indian Railways is the world’s second largest rail network under single managementi.e. 95 per cent of the total investment by Central and State Governments. To scale upcapabilities to meet the increasing flow of traffic, the Government has allocated Rs.2,00,000 crore in the 11^th Plan which is expected to double i.e Rs. 4,00,000crore in the 12^th Plan in railways including metro railways. There is growingdemand from many states for setting up metro projects. The allocation for metro railwaysfor the 11^th Plan is Rs. 33,000 crore whereas the metro projects sanctioned sofar alone would need Rs. 70,000 crore which is much higher than allocation. Railways arehighly capital intensive projects and the government alone would not be able to fund therequirement which creates an obvious opportunity for private players to bid for metroprojects and other opportunities in the sector. A few projects in Mumbai, Delhi andHyderabad have already been awarded under Public-Private-Partnership (PPP) route and goingforward, there will be tremendous shift in the investment pattern.

Aviation

Source Air port Authority of India

Civil Aviation forms a very important infrastructure in boosting trade and commerce aswell as in enhancing overall international competitiveness. In value terms, nearly 30 percent of India’s foreign trade is handled by the airports. India is a very attractivemarket for airport and avionics equipment manufacturers, airport developers, serviceproviders, airline companies, aviation schools, investors and job seekers. The projectionsfor both passenger and cargo traffic growth, coupled with the deficient and laggingairport and allied Infrastructure, calls for an urgent need to build and augmentIndia’s aviation infrastructure.

In India, currently there are 127 airports including 16 international airports, 8customs declared airports, 79 domestic airports, and 24 civil enclaves at the defenseairfields, all of which are being managed by the Airports Authority of India (AAI). TheGovernment has further identified 35 non-metro airports for development, involving thesetting up of terminal buildings, car parks, and cargo and other airside facilities. Frombeing a near monopoly service with few operators a decade ago, the sector has nowgraduated to being a fiercely competitive industry with the presence of a number ofprivate and public airlines catering to the different segments of air travelers such aslow cost, business class and charter aircrafts. The private sector is expected tocontribute 64 per cent i.e Rs. 23,000 crore of the total investment in airportinfrastructure.

Real Estate

The Indian real estate sector plays a significant role in the country’s economywhich contributes to almost 6 per cent of the country’s GDP .The government hasintroduced many reforms such as 100 per cent Foreign Direct Investment (FDI) allowed inrealty projects through automatic approval route and in case of integrated townships, theminimum area to be developed has been brought down to 25 acres from 100 acres so as tounlock the potential of the sector and also meet increasing demand levels.

Power Sector

Rs. in crore

Source: Central Electricity Authority

Indian power sector has witnessed a significant demand supply gap due to sustainedgrowth of power demand, historical shortfalls in generation capacity addition (53 per centshortfall in the 11^th Plan) and high transmission and distribution losses.Consequently, peak load deficit in India has been in the range of 11-17 per cent infinancial years 2000-10 which has constrained the economic growth of the country. Drivenby the need to alleviate the significant power deficits faced by the country, theGovernment has targeted massive investments in entire power sector chain of Rs. 8,38,000crore in the 11^th Plan and Rs. 11,35,000 crore in the 12^th Plan.

Generation

India has the fifth largest generation capacity in the world. The Government of Indiahas set ambitious target that includes "Power for all by 2012" and annual percapita consumption of electricity to rise to 1,000 units by the year 2012. At thebeginning of the 11^th Plan India’s installed capacity was about 132 GWwhich has increased to 175 GW as on March 31, 2011. The Government has planned capacityaddition of more than 63 GW and 100 GW during the 11^th Plan and 12I^th Planrespectively entailing investment of Rs. 4,11,000 crore in the 11^th Plan andRs. 4,95,000 crore in the 12^th Plan. The Ministry of Power has undertakenseveral policy initiatives such as National Electricity Policy, Ultra Mega Power Projectpolicy, Ultra Mega Transmission Project policy, etc. to boost private sector participationand the private sector has responded very positively to these initiatives. Private sectorcontribution is expected to be much higher in the 11^th Plan i.e. 32 per cent ofexpected capacity addition as compared to only 13 per cent in the 10^th Plan.

The table below presents the fuel-wise installed capacity and capacity addition overthe years.

Source: Central Electricity Authority

Transmission

In order to develop the transmission system in the country, the 11^th Planfocuses on formation of National Power Grid which has been recognized as flagshipendeavour towards planned growth of the power sector. One of the primary reasons for highTransmission and Distribution losses in India has been the historical neglect of thetransmission and distribution sector in the previous five year plans. This necessitatesthe fund requirement of Rs. 1,40,000 crore in the 11^th Plan and Rs. 2,40,000crore in the 12^th Plan for developing the transmission system. To meet such ahuge resource requirement and to achieve economy in cost of operation of assets, privateparticipation is imperative.

The Electricity Act, 2003 paved the path for active participation by the privateplayers in the sector. Pursuant to it, the Tariff Policy 2006 envisaged that all thetransmission projects shall be routed through process of tariff based competitive bidding.In the 11^th Plan, investment of Rs. 20,000 crore has been envisioned from theprivate sector directed towards expanding inter-state transmission network. EightInter-state transmission projects have undergone tariff based competitive bidding processwhich were identified by Government of India for development by private players on Build,Own, Operate and Maintain (BOOM) basis

Transmission sector (March 31, 2011)

Source: http://www.cea.nic.in

Distribution Business

The weakest part of power sector remains distribution which is incurring huge losses atapproximately 33 per cent. In order to address these issues, reforms have been undertakenthrough unbundling the State Electricity Boards into separate Generation, Transmission andDistribution units and privatization of power distribution which is done through theoutright privatization or the franchisee route. Results of these initiatives have beensomewhat mixed. While there has been a slow and gradual improvement in metering, billingand collection efficiency, the current loss levels still pose a significant challenge fordistribution companies going forward. The government has planned increase in itsdistribution investment from Rs. 2,87,000 crore in the 11^th Plan to Rs.4,00,000 crore in the 12^th Plan

Mumbai Distribution Business

"Reliance Energy", the Distribution business division of the Company, hasbeen in the field of power distribution for over eight decades and has achieved thedistinction of consistently operating its distribution network at 99.98 per centreliability.

Customer profile and units sold Customers

The number of customers using RInfra network at the end of the year was 28.05 lakhversus 27.61 lakh in the previous year.

The billing revenue of Reliance Energy for the year was Rs. 5,091 crore (previous yearRs. 5,693 crore) and wheeling revenue, from migrated customers, was Rs. 123 crore(previous year Rs. 15 crore) based on the tariff determined by Maharashtra ElectricityRegulatory Commission (MERC). The reduction in revenue, as also corresponding reduction incost of power purchase, is due to migration of consumers to the other licensee whichsupplies electricity using the RInfra network.

System Demand

The coincident peak demand registered during the year was 1,671 MW as against 1,516 MWduring the previous year, growing at 10 per cent.

Network Augmentation

In order to meet the rising demand, network augmentation is a continuous process.During the year, High Tension (HT) cable network increased from 3,651 kms to 3,814 kmswith addition of 163 kms and total Low Tension (LT) cable network increased from 4,713 kmsto 4,871 kms with addition of 158 kms.

During the year under review, the installed capacity of Power Transformers increased by80 MVA to 2,832 MVA. The installed capacity of Distribution Transformers increased by 218MVA to 4,373 MVA. The Company added 212 new substations, and has 5,596 sub-stations at theend of the year.

Reliance Energy continues to focus on system loss control through a variety oftechnical and physical means, some of which are as follows:

• Maintenance of network loading at optimum loading level.

• Refurbishment and replacement of old cables and distribution transformers.

• Installation of capacitors to reduce inductive loads in the system.

• Implementation of Distribution Management System (DMS)

• Monthly meter readings at various levels in the system and analysis thereofthrough the process of energy audit to identify potential areas of improvement.

• Vigilance drives in the areas with higher levels of losses contributed due topower thefts.

Meter Modernization

After the notification of the Central Electricity Authority (Installation and Operationof Meters) Regulations, 2006, it is mandatory that all customer meters shall be ofelectronic (static) type. Reliance Energy had 27,22,054 meters as on March 31, 2011, outof which over 98.44 per cent meters (26,79,452 meters) are electronic meters and only 1.56per cent meters (42,602 meters) are electro-mechanical, which are being replaced withelectronic meters and will complete the change in due course of time.

Customer Service

Reliance Energy continues to focus on providing the best-in-class services to itscustomers in the areas of metering, billing, payment modes, access to billing information,and speedy redressal of grievances. In addition, the company provides energy auditservices to its customers. Billing The Company’s efficient practices ensure monthlybilling of its customer based on actual meter reading of 100 per cent accessible meters.The Company has an informative electricity bill with higher visibility of key contents forquick reference and also provides a mode of communication, carrying customer educationtips, personalized messages, past consumption trends, etc.

Reliance Energy offers its customers, bills in their choice of language - English,Hindi, Marathi and Gujarati. For the special needs of the visually challenged customers,the Company offers Braille Bills. E-bills are also simultaneously sent to registerede-mail addresses of customers. In addition, RInfra website allows customers to view andprint their energy bill. Also, key bill details are made available as an SMS alert onmobile phone. As a transparent practice, the customers are informed of their next meterreading date in their current month bill, and also through SMS a day earlier to the actualmeter reading date. Other important customer alerts provided via SMS/email include paymentacknowledgement, ECS registration alert, Voluntary Deposit Scheme (VDS) registrationalert, ECS failure alert, ECS mandate crossed alert, VDS balance replenishment alert andbill delivery confirmation alert. Further, customers are also given the option to avail ofthe Pull SMS services such as:

• Request for a duplicate bill by sending DB <CA No> to 5545464

• Report a "Bill Not Received" complaint by sending BNR <CA No> to5545464

Payment

The Customers have access to an array of bill payment options such as collectioncenters, collecting banks, drop boxes, Easy Bill Outlets, payment using ITZ Cash Card,ECS, VDS and online payment options using Credit Card/Debit Card/Net Banking. Thecustomers receive SMS alerts reminding them to pay their bills by the due date, as well asan SMS alert that acknowledges the payment received. In a recently launched initiative,customers can now register for the ECS mode of payment at their very own doorstep.

Call Centre

The customers have access to our 24-hr Toll Free (1800 200 3030) Call Centre servicewhich is a single window call-centre with multi-lingual customer service staff. Inaddition to handling complaint and enquiry calls, the Call Centre also extends the"E-Courtesy" service which is an automated follow-up mail communication forinformation provided during the call to its customers. IVR-based services for requestingbilling and payment information are also available to customers. The Call Centre alsosupports a centralized web desk to handle all email-based queries from customers.

Customer Care Centres

Reliance Energy has eight modern Customer Care Centres across its five divisions, whichprovide a single-window access to customers for their requirements including newconnections, payments and redressal of grievances. In addition, the Internal GrievanceRedressal Cell is also functional at each of these Customer Care Centres.

These Customer Care Centres are fully integrated with our Enterprise Resource Planning(ERP) system which enables our customer care representatives to have On-line access to theentire customer data which helps in improved and timely redressal of various customerissues.

Website

RInfra’s website, www.rinfra.com, is informative, interactive and user-friendly.The website enables the customers to access their consumption profile, billinginformation, check complaint status, optimize their consumption using energy calculator,check meter reading and billing schedules and much more by simply logging on to theircustomised "My Account". Also, customers having multiple accounts can now viewall their accounts through one integrated login by using the "Multi Account"feature of My Account. In view of the ever increasing popularity and usage of mobile basedwebsites, a WAP site has now been launched by Reliance Energy. Customers can now access"My Account" on their mobile phones by logging on http://m.rinfra.com

Regulatory Initiatives, Developments and Issues

MERC had issued the tariff order for Mumbai Distribution Business on June 15, 2009 forfinancial year 2009-10. The tariff order for certain consumer categories was stayed byMERC on July 15, 2009 for the purpose of ascertaining the increase in tariffs under theadvice of the State Government. For aforesaid categories, tariff rates as per Order datedJune 4, 2008 continued to apply. Simultaneously, MERC appointed the Administrative StaffCollege of India (ASCI), Hyderabad to investigate into certain cost elements of thedistribution business such as capital expenditure, power purchase, etc. ASCI, aftercarrying out its investigation, submitted their findings to MERC and validated theexpenditure incurred by the Company for capital expenditure, power purchase and otherexpenses of regulated business. The report was made public by MERC by uploading the sameon its website. MERC vacated its tariff stay on September 8, 2010. Consequently,commencing September 2010, tariff rates as specified by MERC vide its Order dated June 15,2009 were applied.

Aggregate Revenue Requirement for 2010-11

The petition for Aggregate Revenue Requirement (ARR) for the financial year 2010-11 andAnnual Performance Review (APR) for the financial year 2009-10 and the financial year2008-09 for Mumbai Distribution business was not filed in the year 2009 due to tariff stayby MERC and ASCI investigation of the accounts of RInfra-Distribution (D). However, afterMERC accepting ASCI report and lifting its tariff stay on September 8, 2010, RInfra-Dsubmitted the said ARR petition in October 2010. The technical validation session has beenconcluded. RInfra-Distribution (D) has proposed to maintain tariff rates at existinglevel.

Change-over and Issue of loss of Cross Subsidy and Recovery of Regulatory Asset

MERC passed an Order dated October 15, 2009 permitting the consumers in RInfra’sarea of supply to switchover between TPC and RInfra. In the said order, MERC mentionedthat the issue of Cross Subsidy Surcharge and recovery of Regulatory Assets has widerimplications and shall be addressed in separate proceedings. Pursuant to the said Order,till March 31, 2011, about 1,22,000 consumers have shifted from RInfra to TPC for supplyof electricity while continuing to use RInfra network. In order to prevent the tariffshock to the cross subsidized low tariff consumers due to loss of cross subsidising hightariff sales, RInfra had filed a petitioned with MERC for approving the levy ofcross-subsidy surcharge on the Wheeling charges to consumers who have migrated. RInfra hadalso presented the issue in its ARR and Tariff Petition for financial year 2010-11. Themajor part of consumption migration comes from cross subsidizing consumers. Therefore,pendency of MERC order in the matter of cross subsidy is resulting in accumulating a gapin the self balancing tariff order issued by MERC. This gap would then be recoverable asdecided by MERC.

In addition to the Regulatory Assets reflected in MERC earlier tariff orders, the stayof tariffs for the period from October, 2009 to September 2010, as explained in thepreceding paragraph, has further accumulated under-recovery thus increasing the RegulatoryAssets. Since these Regulatory Assets were for the period prior to the migration, RInfrahad petitioned MERC for recovery of Regulatory Assets from migrating consumers as well toavoid a severe tariff shock if recovery is limited to the remaining consumers. Keepingthis in mind, MERC, in its order dated September 10, 2010 stated that the issue ofcross-subsidy and regulatory assets would be addressed separately during the tariffdetermination exercise. RInfra has since approached Appeallate Tribunal for Electricity(ATE) which has endorsed RInfra’s concerns and directed MERC to address the issue ofCross subsidy surcharge and Regulatory Assets recovery from the change over consumerswithin 120 days from date of admission of RInfra’s ARR and Tariff Petition. Thistimeline shall expire on June 28, 2011.

Renewable Purchase Obligations

MERC has issued MERC (Renewable Purchase Obligation, Its compliance and RenewableEnergy Certificate framework) Regulations 2010. The said regulations stipulate separateRenewable Purchase Obligation (RPO) for Non-Solar and Solar projects for the period fromfinancial year 2010-11 to financial year 2015-16.

For meeting Non-Solar RPO, RInfra has contracted 70 MW of Wind Generation and hasconcluded negotiations for execution of PPA for 115 MW wind power and 20 MW biomass powerand 30 MW cogeneration. RInfra is also exploring other Renewable Energy sources as welland shortfall in meeting RPO, if any, shall be met through procurement of Renewable EnergyCertificates (RECs). For meeting Solar RPO, RInfra has contracted 40 MW solar PV Powerwhich is slated for commissioning by March 2012.

Standby Charges

The Tata Power Company Limited (TPC) filed a civil appeal before the Supreme Court ofIndia against RInfra claiming that RInfra should pay the standby charges to them at thesame rate per KVA as TPC pays to erstwhile MSEB. RInfra has contended that the part ofstandby charges payable by TPC to MSEB was recovered through tariff and hence they werenot liable to pay at the same rate as TPC pays to MSEB. RInfra has received Rs. 227 crore,being 50 per cent of the amount directed by the ATE as refund to RInfra and for balanceRs. 227 crore, TPC has given a bank guarantee to the Supreme Court pending disposal ofthe appeal. The matter is pending before Supreme Court.

Take or Pay

MERC passed an order on December 6, 2007 on a petition filed by TPC in 2001 relating toAdditional Energy Charges (AEC) and Take or Pay for financial years 1998-99 and 1999-00holding that an amount of Rs. 116 crore would be payable by RInfra with interest at 24 percent per annum. Pursuant to this order, TPC raised a claim together with interest for Rs.324 crore. RInfra has filed an appeal before the ATE, which held that additional energycharges are payable but remanded the issue of Take or Pay to MERC for re-determination.RInfra has also filed an appeal with the Supreme Court against ATE judgment, while TPC hasfiled an appeal in respect of Take or Pay. TPC in the hearing before Supreme Court claimedthat they were asked to pay 50 per cent of the amount in the Standby matter and thussimilar order should be passed against RInfra to deposit the amount. As directed by theSupreme Court, the Company has paid Rs. 25 crore to TPC and provided Bank Guarantee of Rs.9 crore to the Supreme Court. The matter is admitted and awaits final hearing before theSupreme Court.

Status of Power Purchase from TPC

TPC has refused to sign Power Purchase Agreement with RInfra on the ground that it doesnot have any surplus capacity to give to RInfra. Upon complaint by RInfra, the Governmentof Maharashtra (GoM), based on the Committee’s Report advised TPC to supply 360 MWtill June 30, 2010 and 200 MW till March 31, 2011 to RInfra. Pursuant to the said adviseof the GoM, RInfra has procured power from TPC till March 31, 2011.

Medium Term and Long Term Power Procurement

RInfra had initiated the competitive bidding process for medium term (up to financialyear 2014) and long term (25 years thereafter) power procurement. As a result of thisprocess, RInfra had concluded Power Purchase Agreements with Wardha Power Company Limited(WPCL) and Abhijeet MADC Nagpur Energy Private Limited. (AMNEPL) for supply of power fromApril 1, 2011 and with Vidarbha Industries Power Limited (VIPL) for supply of power fromApril 1, 2012 for Medium Term period. However, PPA with WPCL was later terminated due tonon-submission of Fuel Supply Agreement by WPCL. PPA with AMNEPL also could not beproceeded with. Both parties, however, approached MERC to direct RInfra to proceed withthe PPAs. MERC has since directed RInfra to procure 260 MW from WPCL, 55 MW from AMNEPLand 134 MW from VIPL.

As per the outcome of competitive bidding process for Long Term Power Procurement,RInfra had entered into Power Purchase Agreement (PPA) for 1,000 MW with Chitrangi PowerLimited, subsidiary of Reliance Power Limited. However, MERC did not approve of the PPAand directed RInfra to invite fresh tenders for Long-Term power procurement. The processfor the same has since been initiated.

Licence of RInfra (Mumbai Distribution Business)

MERC (Specific conditions of licence related to Reliance Energy Limited) Regulations,2008, specifies the terminal date of License as August 15, 2011. RInfra had filed apetition with MERC for renewal/extension of its licence term by another 25 years fromAugust 16, 2011 under Section 18 of The Electricity Act, 2003 (corresponding to similarsection in Electricity Act, 1910 used for renewals/extensions). MERC however directedRInfra that there is a need to make fresh license application under Sections 14 and 15 ofThe Electricity Act, 2003. Accordingly, RInfra has since submitted an application. MERChas invited Expression of Interest (EOI) from those interested in applying fordistribution licence in RInfra’s area of supply in and around Mumbai suburbs. RInfrahas challenged the EOI process in both ATE and the Bombay High Court. Meanwhile, thehearing in Bombay High Court is yet to be scheduled. In accordance with the TheElectricity Act, 2003, each distribution licensee is required to meet its UniversalService Obligations (i.e. obligation to supply to all applicant consumers) by supplyingelectricity using its own network.

Quality

A comprehensive Quality roadmap is formulated with a view to enhancing qualitystandards at all levels and ushering in a new quality culture within the Company. AQuality council has been created to drive the quality movement. To broad baseparticipation, over 125 Quality projects have been undertaken, involving more than 800employees, across all levels. These projects employ methodologies such as Small GroupActivities (SGA) and Six-Sigma and are aimed at addressing specific quality relatedproblems in the respective areas of work. The results have been extremely encouraging.Several awards were won by the RInfra Quality teams at Mumbai level, national level andinternational level events, organized by Quality Circle Forum of India. The most notableaward was for "The Best Company in Coordinating Quality Concepts". RInfra hasover 80 qualified Six Sigma Green Belts and 28 employees are undergoing Six Sigma BlackBelt training.

The Mumbai Distribution business was also recertified for ISO 9001:2008 by BureauVeritas Certification (India) Private Limited ("Bureau Veritas"). Thecertification was achieved without any non-compliance or any observation as notified bythe external auditors, i.e. Bureau Veritas.

Value Added Services to consumers for Energy Conservation

The Company has initiated many Energy Conservation and Energy Efficiency (EC&EE)Programmes under the Demand Side Management (DSM) initiative. The objective of EC&EEprogramme is to create awareness in the society on the importance of energy conservationand smart usage of energy, and to facilitate adoption of energy efficient technology inorder to reduce system demand and power purchase cost for protecting the interest ofconsumers and reducing environmental damage by Green House Gas (GHG) emission reduction.The ultimate goal is to make every citizen of Mumbai a part of this programme and makethis programme a Citizens’ Movement.

1. T5 Fluorescent Tube Light (FTL) Programme

The Company has launched T5 FTL programme for its consumers in all categories viz.residential, industrial and commercial which involves replacement of existing inefficientFTLs with T5 FTLs for a saving of over 40 per cent energy, by offering 60 per centdiscount to market price

2. Ceiling Fans Programme

The Company has initiated replacement of old Ceiling fans with BEE labeled 5 Star ratedceiling fans resulting in savings of 0.36 MUs p.a. for residential consumers

3. 5 Star Split Air Conditioner (AC) Programme

To target the highest contributor of the ever growing demand in Mumbai, viz., the AirConditioning load, the Company has launched a programme for its commercial consumers forreplacing the old window ACs with Energy Efficient 5 star labeled split ACs.

4. Street Light Conversion Project

This project involves replacement of 37,266 HPMV (125W and 80W) lamps by lower wattageHPSV (70 W) lamps for streetlights. The Company has achieved an annual energy savings of4.4 MU that translates to CO2 emission reduction of 4,400 tonnes.

5. Capacitor Installation Programme

The Company has launched this programme for reactive power management for approximately13,800 LT commercial, LT Industrial and HT category consumers, to whom the PF surcharge /incentive clause is applicable. In this programme, the capacitors are made available toconsumers at heavily discounted price and extended warranty.

Energy Audit Scheme for Commercial / Industrial Consumers (2007 Onwards)

Under this scheme, the consumers have been offered Energy Audit through renowned EnergyAudit companies at substantially negotiated rates. To further motivate participation ofthe consumers, 75 per cent of audit fee has been paid by Reliance Energy. Reliance Energyhas received encouraging response from consumers to this scheme and has, now, extendedthis facility to small commercial consumers wherein the audits are conducted free of costby the Company’s in-house team of certified Energy Managers. Reliance Energy hascarried out over 50 Energy Audit under this programme, and the annual potential benefit toconsumers through energy saving is 3.65 MUs.

Reliance Energy Knowledge Forum

Through this platform, the Company has introduced latest Energy Efficient technology,trends and products to its esteemed consumers. Eminent guest faculties from India andabroad have been on the dias of this Knowledge Forum to share with the consumers theirexpertise and experience in their respective field and to respond to their specificqueries.

Information Technology

Mature IT systems are now reaping benefits for the Business. Geographical InformationSystem (GIS) as a workspace for Operation and Maintenance (O&M) is enhancing workefficiency of the field staff. Various Customer delight initiatives like SMS alerts tocustomers for meter reading date, payment confirmations, etc. have been introduced. Theoverall focus was on improving on system capabilities and initiation of various costsaving measures like consolidation and virtualization of servers. Apart from this, severalgreen IT initiatives were taken including use of low-emission materials, carpets andpaints, e-waste recycling, etc.

Thus, the focus was to shift from IT best practices to "Next" practices thatinclude process automation and Business Analytics for proactive equipment monitoring andmaintenance.

IT initiatives at Reliance Energy have received recognition and acclaim, in the form offollowing awards :

I. PC Quest ‘Best IT Automation Project award’ – 2010

II. Information Week Magazine – ‘Future Strategist Award’ – 2010

III. India Power Awards for ‘Innovative IT and Metering Application’ - 2010

Appreciation for the Company’s Mail and Mobility team was evidenced when it wasinvited as finalists for LotusSphere 2011 in Orlando, USA to demonstrate some ofinnovations related to Lotus Notes.

Delhi Distribution Business

The Delhi distribution companies ("Discoms"), viz., BSES Rajdhani PowerLimited (BRPL) in South and West, and BSES Yamuna Power Limited (BYPL) in East and CentralDelhi are implementing a series of measures aimed at improving customer service,fulfilling our corporate social responsibility and reducing aggregate technical andcommercial (AT&C) losses so as to benefit the consumers from all perspectives. Year2010-11 witnessed one of the strongest operating performances by the Delhi Discoms withsignificant improvement across major operating parameters. The AT&C losses havedeclined steeply from 19.03 per cent in BRPL and 23.11 per cent in BYPL in 2009-10 to16.83 per cent and 19.89 per cent respectively during the year against the MYT targetlevel of 17 per cent and 22 per cent with reduction of 0.17 per cent and 2.11 per cent forBRPL and BYPL respectively. The corresponding Transmission and Distribution losses camedown by 1 per cent in BRPL and 2.5 per cent in BYPL. Average overall collection efficiencywas maintained at 101 per cent in BRPL and 102 per cent in BYPL during the year. Thisover-achievement entitles BSES to performance incentive (cumulative up to financial year2011) of Rs. 294 crore (BRPL-Rs. 91 crore, BYPL- Rs. 203 crore).

The Delhi distribution companies registered an aggregate total income of Rs. 6,058crore during the year (excluding income from sale of power aggregating to Rs. 1,419 crore)against Rs. 5,865 crore in the previous year, an increase of nearly 3.3 per cent. Theincome for the current year is net of rebate allowed to the domestic consumers pursuant tothe roll back of the tariff hike announced by the Government of National Capital Territoryof Delhi.

The aggregate power purchase cost increased from Rs. 5,377 crore (15,368 million unitsat Rs. 3.50 per unit) to Rs. 7,110 crore (16,468 million units at Rs. 4.32 per unit), anincrease of Rs. 1733 crore (32 per cent) due to higher Bulk Supply Tariff (BST). Thecurrent year purchase cost is net of income from sale of bulk power and related units. Theother operating expenses have either declined, remained constant or have increasedmarginally. This was achieved through tighter control and monitoring of all operatingexpenses and processes.

The aggregate capital expenditure incurred during the year amounted to Rs. 471 crore(BRPL-Rs. 294 crore, BYPL- Rs. 177 crore) for the upgradation, strengthening andmodernization of the distribution system. The aggregate net block including current workin progress stood at Rs. 4,587 crore. The additional loans sanctioned by various banksduring the year 2010-11 for financing the capital expenditure of the Discoms aggregated toRs. 550 crore and disbursement availed was Rs. 705 crore. The aggregate fund based limitssanctioned by a consortium of banks for working capital was Rs. 525 crore against whichthe utilization was Rs. 315 crore, net of cash and bank balances.

The aggregate consumer base has grown by 0.97 lakh customers for BRPL and 0.63 lakh forBYPL, bringing combined customers for Discoms to almost 26 lakh customers.

All the meters are now electronic and all 1,711 feeders and 10,500 distributiontransformers are metered with strong analytics in place. On reliability front, AverageSystem Availability Index has gone up from 99.85 to 99.87 in BRPL and from 99.84 to 99.88in BYPL.

1. External Interface

• Increased frequency and transparency of interactions with external stakeholderssuch as resident welfare associations, government officials, the regulator and the media.

• Knowledge sharing with delegates from Afghanistan, Bangladesh, Pakistan and manymore with the Ministry of Power.

• Many new initiatives aimed at Customer satisfaction:

• Vishisht Sahyogi – BSES Brand Ambassadors

• BSES Aap Ke Dwar – RWA interactions

• Project Arpan- Clothes distribution to the poor

• Vivad Samadhan Schemes and Lok Adalats and Amnesty Schemes

2. Customer Care

• 100 per cent compliance across all consumers for a (Consumer GrievanceRedressal Forum, Consumer Dispute Redressal Forum, Ombudsman, LG and CM Office and DelhiElectricity Regulatory Commission)

• Increased payment options and payment reminders

• Upgraded website and Web based Bill

• Unified complaint number and queue management system,

• Caller Identification and VIP customers tagging

• Hotline Facility for key divisions and outbound calls for customersatisfaction

• Preferential treatment to senior citizens and customer feedback surveys

3. Enforcement / Recovery of dues

• Augmentation of teams and requisite infrastructure and successfullyrunning analytics to assist in targeted enforcement

• Defined and rolled out incentive schemes for personnel against targets

• Coordinated with media to educate ill effects of power theft

• Theft collections of Rs. 64 crore in financial year 2010-11

• Amnesty Schemes – Voluntary Disclosure, Late Payment SurchargePayment (LPSC) Waiver, Lok Adalats

• Total 78 FIRs lodged and correspondingly 123 persons have been jailed forpower theft.

4. Human Resources and Performance Management

• More than 3,000 training man days covering around 1,600 employees

• Concept of root level approach like Town hall meets, Train the trainerprogramme

• Rationalised top management information system with focus to assistmanagement in monitoring performance

5. Key technical side improvements are as follows:

• Pre-paid meter installation for the Government consumers – 8,700Prepaid consumers

• 50 Grids remotely operate through SCADA

• Automated log sheets for all 115 grids

• Automatic switches for street lights across licensee area

• Demand side management in terms of load balancing and CFL promotion

• SAP-ISU implemented for all categories of consumers

• 100 per cent GIS digitization complete for EHV and HT network

Orissa Distribution Business

The operations of 3 distribution companies of Orissa viz. Western Electricity SupplyCompany of Orissa Limited (WESCO), North Eastern Electricity Supply Company of OrissaLimited (NESCO) and Southern Electricity Supply Company of Orissa Limited (SOUTHCO) wereconstrained by the unremunerative tariffs and high level of AT&C Loss.

There was no tariff revision for initial 10 years of privatisation. With an intentionto off shoot the rise in the Bulk supply Price, OERC has increased Retail Supply Tariff(RST) and Bulk Supply Tariff consecutively for the financial year 2010-11 and financialyear 2011-12. With the recent increase in Bulk Supply Price including Transmissioncharges, the average Bulk Supply Tariff of WESCO from Rs. 2.18 to Rs. 2.88 and that ofNESCO from Rs. 2.19 to Rs. 2.90 and in the case of SOUTHCO from Rs. 1.14 to Rs. 1.60witnessing an all Odissa average increase of 30 per cent, not corresponding to increase inRST. This has squeezed the margin and further aggravated the financials of the Discoms.

However, on a Writ filed by some of the consumers’ associations, this new revisedtariff for the financial year 2011-12 has been stayed by Hon’ble High Court Orissa.Further to this, there is also an adverse impact of southward shift in industryconsumptions in recent years coupled with massive village electrification.

The major drawback in Orissa Distribution Tariff and Annual Revenue Determinations areunrealistic and unachievable loss targets i.e. difference between actual prevailed losslevel vis--vis target loss envisaged by the Regulatory Commission. The revenue loss onaccount of not attaining target loss given by OERC loss reduction trajectory takes out theapproved O&M expenses, leaving the Return on Equity scarcely to meet its Bulk supplyPrice and urgent need based O&M expenses.

The Discoms have been seeking support from Regulators and the State Government to makeoperations financially viable including amicable settlement, complete restructuring andrescheduling. The Government of Odissa has appointed a high level inter- MinisterialCommittee to resolve various chronic issues between Discoms and Grid Corporation of OrissaLimited, the three Discoms have made a comprehensive presentation and are awaiting theoutcome.

Generation Business

Reliance Infrastructure generates over 941 MW of power through its power stationslocated in Maharashtra, Andhra Pradesh, Kerala, Karnataka and Goa. The Company’spower generation units continue to demonstrate significant improvements across majoroperational, environmental and safety performance parameters.

Dahanu Thermal Power Station (DTPS), flaghship plant of the Company generates 500MW thermal power in Maharashtra and has emerged as India’s best thermal power plantwith respect to various operational parameters, The plant has been consistently operatingwith an average PLF of more than 100 per cent for the past eight years.

The plant continues to surge ahead on six sigma quality initiatives for all roundimprovement in business processes. The station has the distinction of continuingIntegrated Management System (IMS) for Quality ISO 9001:2008, Environment 14001:2004 andOHSAS 18001:2007 certifications. The station is also certified for ISO-27001 (InformationSecurity Management System) and SA 8000:2008 Social Accountability certification. Thisyear DTPS implemented and certified for Energy Management system, BS EN 16001:2009.

Samalkot Power Station operates 220 MW combined cycle power plant at Samalkot inAndhra Pradesh. The station is certified with Integrated Management Systems (IMS) coveringISO 9001, ISO 14001, OHSAS 18001, ISO 27001 and SA 8000 standards.

Goa Power Station operates 48 MW combined cycle power plant in Goa. The station iscertified by DNV for ISO 14001:2004, ISO 9001:2008, ISO 27001:2005 and OHSAS 18001:2007under the Integrated Management System.

Kochi Power Station of BSES Kerala Power Limited (BKPL), the wholly ownedsubsidiary of the Company, owns and operates the 165 MW naphtha based combined cycle powerplant at Kochi in the state of Kerala. The plant is operated based on the dispatchinstructions from its customer, Kerala State Electricity Board (KSEB).

Wind Farm Project operates 36 windmills with an aggregate generation capacity of9.39 MW at Chitradurga in Karnataka. Wind Farm Performance is being constantly monitoredthrough the SCADA system at the wind farm.

Key Operational Parameters

Transmission Business

The Company is developing five transmission projects worth about Rs. 6,600 crore makingit the largest private player in the transmission sector. Moreover, the Ministry of Powerhas notified the applicability of tariff based competitive bidding for selection ofdevelopers for all transmission projects with some exceptions. So far, eight inter-statetransmission projects have undergone tariff based competitive bidding process. Theseprojects were identified by the Government of India for development by private players ona Build, Own, Operate and Maintain (BOOM) basis.

Reliance Power Transmission Limited (RPTL), a wholly owned subsidiary of the Company,has emerged as successful bidder in four of these projects approximately worth Rs. 4,500crore. With these projects, RPTL is now executing inter state transmission projects worthapproximately Rs. 5,500 crore. Five more new projects worth approximately Rs. 8,000 crorehave been notified by the Ministry of Power recently and are due to undergo the process oftariff based competitive bidding. RPTL shall be actively participating in the same.Further, huge investment in intra-state transmission is envisaged to be opened up forprivate participation through competitive bidding route. In this direction, Rajasthanstate has identified two projects worth Rs. 300 crore which shall be awarded through thisprocess.

Projects under execution

UMTP : Ultra Mega Transmission Project

Western Region System Strengthening Scheme II (WRSSS – II)

Two projects under the scheme worth approximately Rs. 1,380 crore were awardedto the Company on BOO basis. These involve construction, maintenance and operation of 9transmission lines of 3,285 ckt kms length for 25 years of license period (6 lines withline length, of 2,317 ckt kms to be executed by Western Region Transmission (Maharashtra)Private Limited, and 3 lines with line length of 967 ckt kms by Western RegionTransmission (Gujarat) Private Limited). The scheme will enable transfer of power fromEastern to Western Region of the country. The contractual arrangement for the project isin place and all financing requirements have been tied up. Project implementation is infull swing at the site and the projects are scheduled for commissioning by end of secondquarter of financial year 2011-12.

One of the transmission lines associated with WRSSS - II in the state of Maharashtra,namely LILO of Solapur Karad with line length of 116 kms was commissioned on January 21,2011. This is the first ever 100 per cent privately owned transmission line in India toachieve commercial operation. The line is commissioned in a record time of 15 months muchahead of schedule and revenue generation has commenced from this line since January 2011.Another transmission line in the Gujarat region, namely Limbdi - Vadavi has been completedand all requisite clearances have been obtained. Line is ready for commissioning andprocess of interconnection of the line with the substation is underway.

Substantial progress has been made in the remaining lines of the project, despitefacing several Right of Way and Forest issues. 73 per cent progress in the Maharashtraproject and 84 per cent in Gujarat project has been achieved so far. In quantitativeterms, around 3,300 tower foundations have been laid, more than 2,600 towers have beenerected and about 400 kms of stringing has been completed.

Parbati Koldam Transmission Corporation Limited

The project, awarded to the Company is a Joint venture with Powergrid Corporation ofIndia Limited involving construction, maintenance and operation of 400 KV Transmissionlines from 800 MW Parbati-II HEP (being constructed by National Hydro Power CorporationLimited) and 800 MW Koldam HEP (being constructed by NTPC Limited) hydro projects inHimachal Pradesh. It entails construction of three lines- two single circuit lines fromParbati-II to Koldam and one double circuit line from Koldam to Ludhiana with total linelength 480 ckt kms.

The power evacuated from these stations shall be utilized by 13 beneficiaries ofNorthern Region states of Uttar Pradesh, Rajasthan, Punjab, Haryana, Jammu and Kashmir,Himachal Pradesh, Delhi, Chandigarh and Uttarakhand. The Company has entered into bulkpower transmission agreements with all of these beneficiaries. Transmission License hasbeen granted by CERC. Indemnification Agreement has been signed with the generator i.e.National Hydro-electric Power Corporation Limited (NHPC) with December 2012 as zero date.Statutory approvals like approvals under Section 68 and Section 164 and aviationclearances are in place. Stage–I forest clearance has also been received for all thetransmission lines. Loan sanctions have been received for project to be funded by PowerFinance Corporation Limited and Rural Electrification Corporation Limited and FinancialClosure achieved in October 2010. Thereafter, CERC approval for hypothecation of movableassets and mortgaging of fixed assets to lenders received in February 2011. The firstdisbursement of loan from Lenders is expected in May 2011. The engineering activities liketower and foundation designs and type testing of towers completed. The award for towerpackages placed and site construction work started and till date 80 foundations completedwith 385 towers and 230 stubs supplied to site. The site work is progressing with targetedcompletion schedule as June 2012 for Koldam – Ludhiana and December 2012 for Parbati– Koldam.

Mumbai Transmission

To meet the ever-increasing load growth of the city of Mumbai, projects worth over Rs.1,800 crore were conceptualized for the internal strengthening of the transmission networkof Mumbai. The projects had received the approvals from the State Transmission Utility(STU) and the regulatory body, MERC. The projects would boost the transmission network ofMumbai by augmentation of transmission capacity by 2,625 MVA and addition of 114 ckms oftransmission lines.

The projects include commissioning of 8 new 220kV EHV substations amongst other schemesto improve the availability and reliability of the network. In the first phase, 5 such EHVsubstations are under execution at different locations in Mumbai with 3 of them atGoregaon, Gorai and Saki being successfully charged in the year. The innovation of theCompany was at its forefront with the vertical configuration of the EHV sub-stationswithin the building. This unique vertical designing helped in erection of the sub-stationsin a minimal area of approximately 3,500 sq mtrs which is 10 per cent of that required fora conventional AIS switchyard. Extremely difficult and challenging activities such aslaying 220 kV cable through the busy streets of Mumbai were successfully completed as apart of these projects. Works for the balance projects under execution too are in fullswing and would be commissioned progressively.

A total capital expenditure of approximately Rs. 435 crore was incurred with Rs. 223crore capitalised in the year. The Company also received in-principle clearance worth morethan Rs. 200 crore in the year from MERC.

On the network availability front too, the Company’s network has not tripped forclose to 300 days at a stretch. RInfra’s transmission network has registered an alltime high availability of 99.76 per cent during the year as against the regulatory targetavailability of 98 per cent. The system also maintained a very high reliability index of99.997 per cent. This was possible due to the philosophy of adopting the best practicesand the tireless efforts of our dedicated team.

North Karanpura Transmission Project

The project was awarded on Build, Own, Operate and Maintain (BOOM) basis withapproximate project cost of Rs. 1,600 crore. It involves construction of three 765 kVtransmission lines of length of approximately 800 kms and two 400 kV transmission lines oflength of approximately 250 kms. These lines would connect Lucknow, Bareilly, Meerut,Agra, Gurgaon, Sipat and Seoni.

The project being executed through a SPV viz. North Karanpura Transmission CompanyLimited also involves construction of one 400/220 kV GIS substation at Gurgaon.

Financial Closure for the project has been achieved. Transmission License for theproject has already been received and the project execution has commenced.

Talcher II Augmentation Project

This project was awarded on BOOM basis with approximate project cost of Rs. 900 crore.The project being executed through an SPV viz. Talcher II Transmission Company Limitedcomprises of three 400 kV double ckt transmission lines of 670 kms length. The lines shallconnect Talcher, Rourkela, Behrampur and Gazuwaka. One substation of 400/220 kV atBehampur is also in scope of execution of the project.

Financial Closure for the project has been achieved. Transmission License for theproject has already been received and project execution has commenced.

• After successful implementation of Information Management System (IMS) forits O&M division, the Company took up Quality Management System (QMS) implementationfor the projects. Bureau Veritas has certified the same in the month of February 2011.

• 7 SGA Groups (Quality Circles) presented their projects at CCQC-2010 (MumbaiChapter). 5 SGA groups were awarded with Gold trophies and 2 SGA groups with Silvertrophies. 2 groups presented their projects at the national level forum, NCQC with onegroup being rated Par-excellent and the other as Excellent. Six Sigma as a quality toolwas also encouraged with completion of one six sigma project.

Trading Business

Reliance Energy Trading Limited (RETL), a wholly owned subsidiary of the Company, haspositioned itself as a favoured trader for trading of power from captive / independentpower plants. RETL is a professional member of both power exchanges with a significantmarket share of exchange traded volume. With the implementation of distribution openaccess, RETL is also targeting industrial / open-access consumers in several states.Trading of renewable energy is another upcoming activity that RETL is concentrating upon.The beginning has already been made by signing long term agreements with Biomass,Co-Generation and Small Hydro projects and back to back agreements with purchasers withexpected trading volume of 3,850 MUs. RETL is also expecting a significant boost intrading volume through trading of merchant power from group’s upcoming powerprojects.

RETL has been consistently ranked among top five trading licensees by volume by CentralElectricity Regulatory Commission (CERC) with a market share of around 11.75 per cent* inthe financial year 2011. While increasing the trading volume to 5,553 MUs in the financialyear 2011 from 3,312 MUs in the financial year 2010, an increase of 68 per cent year overthe year, RETL has registered a CAGR of 76 per cent in trading volume over the last threeyears. Medium / long term agreements for trading over a period of coming 10 years add upto around 22,000 MUs.

*Source: Average of monthly market share as per monthly MMC report of CERC

EPC Business Overview

EPC Division of RInfra undertakes the Engineering, Procurement and Construction (EPC)turnkey contracts for power generation projects in coal based thermal and gas,transmission, distribution and road projects. In recent times, EPC players have to facethe following challenges in terms of completing the projects on fast track basis:

a. Maintaining profitability as well as retention of skilled and experienced personnel

b. Timely delivery of equipment

c. Handling the contractual disputes of executing agency

The EPC division however looks at these increased challenges as opportunities to becapitalised.

The division is equipped with the requisite expertise and vast experience to undertakethe EPC projects and execute them successfully on standalone basis. It employsstate-of-the-art technology in engineering design and project management to execute itsprojects.

The division has grown from limited work execution provider to total solution providerin the Indian power sector. The division gives utmost priority for implementation of itsprojects within the stipulated time frame. The Company’s advanced and cost effectiveIntegrated Project Management and Control System have been contributing significantly forproject execution.

The division has continued to perform well during 2010-11 and the order book positionas on March 31, 2011 is Rs. 29,635 crore. Turnover for the financial year 2010-11 was atRs. 3,597 crore as against Rs. 3,522 crore for the financial year 2009-10, while Profit isRs. 373.crore as against Rs. 284 crore for 2009-10, registering an increase of 31 percent.

Ongoing Projects

The EPC division of the Company is executing 7 power projects aggregating of 9,900 MW,one transmission project of length of 3,285 circuit kms and 6 road projects totalling to570 kms. The Company has mobilised more than 25,000 workforce working on various sitesincluding 1,600 engineers. The EPC division is well positioned for building large powerprojects and is developing competencies in other infrastructure sectors such as metro/monorails, airports, cement plants, etc.

6 x 660 MW Sasan Ultra Mega Power Project

Sasan Ultra Mega Power Project was awarded under tariff based competitive bidding routeby CEA and Power Finance Corporation Limited to Reliance Power Limited (RPower). SasanUltra Mega Power Project is the largest domestic coal based power plant. The project isbeing executed by the EPC division of RInfra. Major highlights of the project are:

> 60 per cent engineering work has been completed

> All major packages have been awarded

> General civil works near Boiler Turbine Generator (BTG) area for all six unitsare under progress

> 400 and 765 KV civil and electrical work is in progress in switchyard area.

> 3,500 MT boiler, 1,250 MT in Electrostatic Precipitator (ESP) erection workand 8,000 MT in Bunker and power house fabrication work completed for two units

> Chimney work completed for over 90 meters

> Over land conveyor for coal transportation from mines including the bridge,raw water reservoir and pump house construction work in progress

2,400 MW Samalkot Combined Cycle Power Plant - 3 modules (Two Gas Turbine Genarator andOne Steam Turbine Genarator)

RInfra’s EPC division is executing India’s largest brown-field gas basedcombined cycle power plant being set by Samalkot Power Limited, a wholly owned subsidiaryof RPower, at Samalkot, Andhra Pradesh. Natural gas for this project would be sourced fromthe KG basin. Notice to proceed for this project was issued in August 2010. Majorhighlights of the project are:

> Major orders for gas and steam turbine as also generator have been placed

> Major civil work awarded to Shapoorji Pallonji and Company Limited

> 90 per cent packages awarded

> Civil work started in January 2011 and 20 per cent progress achieved

> Foundations of all three GTG power blocks under advanced stage forconstruction. HRSG, PHB foundation is under progress

2 x 300 MW Butibori Power Project

RPower bagged the prestigious Group Captive Thermal Power Project (GCPP), the first inthe state of Maharashtra. The project was awarded by the Maharashtra IndustrialDevelopment Corporation (MIDC) through the competitive bidding route. Major highlights ofthe project are:

> 80 per cent engineering work completed.

> All packages awarded and Boiler Drum Lifting for both the units completed

> Chimney Shell casting completed till 220 m for both the chimneys

> 90 per cent of 220 KV switchyard erection work completed

> Raw water reservoir construction completed

> BOP packages – DM, FOPH are in advanced stage of construction

2 x 600 MW Raghunathpur Thermal Power Stations

The project was awarded to RInfra by Damodar Valley Corporation (DVC) for 2x600 MWThermal Power Plant at Raghunathpur in West Bengal. Major highlights of the project are:

> Overall progress is 70 per cent in spite of land acquisition delays andnon-conducive local environment

> Boiler structure erection completed for both the units

> Power house 9,500 MT erection completed for both the units

> 400 KV switchyard is in advanced stage of completion

> Chimney construction work is in progress

2 X 600 MW Rajiv Gandhi Thermal Power Project, Hisar

This project is a turnkey project awarded by Haryana Power Generation CorporationLimited for generating power in Haryana. The project work is in closing stage. Majorhighlights of the project are:

> Trial run for both the units completed and under commercial operation by HPGCL

> Provisional take over of units is in progress

> Performance guarantee tests of the units under progress

2 x 250 MW Parichha TPP – II (Unit 5 and 6) Balance of Plant (BOP) Package

The project was awarded to RInfra by Uttar Pradesh Rajya Vidyut Utpadan Nigam Limitedfor 2X250 MW Parichha Thermal Power Plant Ext-II. Major highlights of the project are:

> 90 per cent progress achieved

> Systems are in advanced stage of mechanical completion and commissioning underprogress.

New Initiatives

The EPC division of RInfra is continuously taking new initiatives in engineering,construction and technology areas for successfully executing mega and ultra mega powerprojects. The Company has undertaken initiatives in the following areas:

• Fly Ash Bricks / Blocks: Fly ash, a waste product is being manufactured formaking bricks / blocks in all projects (Fly ash at 60 per cent). Two crore fly ash bricks(230 x 115 x 75 mm) contract is in progress at Ultra Mega Project Project.

• Water bars in water retaining structures: In place of traditionally used PVCwater bars, swellable water bars have been added in the specifications order to avoidwater leakages in water retaining structures due to rupture and bending of conventionalPVC water bars.

• Renolith: Renolith, a water-solvable, neutral and non-toxic polymer-basedmixture is being imported from Australia and used as a soil stabilizer to significantlyimprove engineering properties of in-situ soil. It is being used in BTG lay down area andreinforcement yard for providing a firm surface for equipment storage as a replacement ofstone aggregates rich Water Bound Mecadam and Granular Sub-Base.

• Ash Pond lining: Linear low density polyethylene (LLDPE) and High DensityPolyethylene (HDPE) linings are used to prevent the leachate to enter into the groundwater there preventing its contamination.

• PVD Drains for ground improvement is being used to increase the bearing capacityof the soil which accelerates the consolidation process, reduces the settlement time andalso eliminates the need of pile foundation.

• Fibre Reinforced Plastic (FRP) Cooling Tower to be used instead of theconventional RCC tower because of its light weight and which eliminates the need forpainting.

• Pre-cast Spun Pile manufacturing: Usage of pre-cast spun piles for foundationsin soft soil condition is being implemented for speedier implementation, enhancing qualityand also reduced transportation issues of the project.

• Setting up of Bolted Structure fabrication facility for speedier fabrication anderection of structural steel for Power House, Mill Bay structures with bolted connections.This major initiative will tide over many problems like dependency on steel fabricationvendors who have limited capacity, transportation issues of large sections / members.

• Central core engineering group: This group is set-up to introduce latesttechnology, enhance engineering quality, standardization of all engineering deliverables,capturing lessons learnt and facilitating knowledge sharing from completed and on goingprojects. Core engineering group is also closely associated with optimization and newinnovation.

• Engineering Management Practices: Best Practices have been adopted like Timesheets for effective resource utilization and Productivity Analysis for all engineeringdepartments, in order to mobilize and de-mobilize resources as per the projectrequirements, intelligent document management and process tracking systems, SAP-DMS withthe objective to deliver / transfer deliverables on right time.

• Engineering Automation Group: The group incorporates the best and intelligent 3DPlant design automation technology by using high end 3D Modeling Software to facilitatedevelopment of 3D plant models for solving major engineering constraints.

• On Line eLibrary : World class facilities in terms of standard/ referencematerials both in hard copies and soft form have been provided to the engineering staff byRInfra – Library and Resource center at our engineering offices and supported byworld class IT infrastructure. Technical library has latest standards, books, periodicalsand journals.

Other Initiatives

Some other initiatives like overland coal conveyor, open pump house scheme, layoutoptimization, centralized control room, desalination system and material tracking throughRadio-frequency identification (RFID) have been taken for faster execution of ultra megapower projects.

Quality Management

The EPC Group follow extensive quality management processes for inspection atmanufacturing sites through its own trained executives and third party inspection agencieslike Lloyds, Bureau Veritas, and DNV etc. to ensure reliability of efficiency ofequipments. Training has been given to executives in the areas of NDT II professionalcertification for welding. A total of 567 man days and 4,536 man hours of quality traininghave been given during the year.

Infrastructure Projects Road Projects

The Company is developing 11 road projects worth about Rs. 12,000 crore of which3 projects have started generating revenues and additional 6 projects would startgenerating revenue shortly. During the year under review, the Company submitted Requestfor Qualification (RFQ) for 44 projects worth Rs. 66,500 crore and Request for Proposal(RFP) for 12 projects, of which two projects have been won i.e. Delhi-Agra and HosurKrishnagiri worth Rs. 3,800 crore. Financial closure has been achieved for three projectsi.e. Jaipur-Reengus, Pune-Satara and Kandla-Mundra during the year

Projects under Execution

The details of the projects on hand are given in the table below.

Some of the salient features of all these projects include:

• NK Toll Road Limited operates 43 kms long 4 lane National Highway (NH 7)road connecting Namakkal and Karur in Tamil Nadu for a concession period of 20 years. Thistoll road is in operation from August 2009. Namakkal is known for vehicle body buildingindustry whereas Karur is one of the leading cities for textile industry. It is also apart of the golden quadrilateral of national highways.

• DS Toll Road Limited operates 53 kms long 4 lane National Highway (NH 7)road connecting Dindigul and Samynallore near Madurai in Tamil Nadu for a concessionperiod of 20 years. This toll road is in operation from September 2009 The projectstretches to Karnataka easing traffic flow to IT destinations like Bengaluru and also apart of the golden quadrilateral of national highways.

• TK Toll Road Private Limited is developing 81 kms long 4 lane NationalHighway (NH67) road from Trichy to Karur in Tamil Nadu for a concession period of 30years. The project is expected to be commissioned in the financial year 2011-12. Presenceof Trichy temple in the project area is expected to sustain high traffic volumes.

• SU Toll Road Private Limited is developing 136 kms long 4 lane National Highway(NH68) road from Salem to Ulunderpet in Tamil Nadu for a concession period of 25 years.This was the first project of more than 100 km to be awarded by NHAI on build, own andtransfer basis. The project is expected to be commissioned in the financial year 2011-12.The proposed textile park at Salem is expected to drive traffic on this toll road.

• TD Toll Road Private Limited is developing 88 kms long 4 lane National Highway(NH45) road connecting Trichy and Dindigul in Tamil Nadu for a concession period of 30years. The project is scheduled to to be commissioned in the financial year 2011-12.Thisproject connects religious places like Madurai and Kanyakumari which sees very hightraffic.

• GF Toll Road Private Limited is developing 66 kms long lane road connectingGurgaon and Faridabad for Haryana Public Works Department in Haryana for a concessionperiod of 17 years. The project scope involves construction and tolling of 4 lane corridorbetween Gurgaon-Faridabad of 33.10 km and improvement/reconstruction of Ballabgarh-Sohnaroad of 33.98 km. The project is expected to be commissioned in the financial year2011-12. The presence of crusher zone is expected to provide a lot of 3 axle and MAVtraffic and also serves as partial ring road to Delhi connecting two important commercialand residential settlements in Gurgaon and Faridabad.

• JR Toll Road Private Limited is developing 52 kms long lane road connectingReengus in northern part of Rajasthan to its capital city Jaipur for a concession periodof 18 years. The project is expected to be completed by March 2012. The presence of Chomunindustrial area and the Khatu Shyam temple on the project stretch and gateway to northernIndia leads to significant traffic growth potential on this project.

• PS Toll Road Private Limited is developing 140 kms long six laning NH 4 roadbetween Pune and Satara in Maharashtra for a concession period of 24 years. Tolling forthe existing 4 lane stretch started on October 1, 2010. This project is along the maincorridor connecting Mumbai-Pune to southern parts of Maharashtra and southern states ofIndia.

• KM Toll Road Private Limited is developing 72 kms four / six laning NH 8A roadbetween Kandla and Mundra Ports in Gujarat for a concession period of 25 years. Thisproject involves initial construction of 4 lanes and subsequent widening of the same tosix lanes after 8 years. This project connects two major ports of India to other parts ofIndia, thus attracting substantial cargo traffic to the corridor.

• HK Toll Road Private Limited is developing 60 kms long six laning NH 7 roadbetween Hosur and Krishnagiri in Tamil Nadu for a concession period of 24 years. Tollingfor the exiting 4 laning is expected to start at the end of first quarter of financialyear 2011-12. This project is along the main corridor connecting Bengaluru and Chennai andBengaluru to southern parts of India.

• DA Toll Road Private Limited is developing 180 kms long six laning NH 2 roadbetween Delhi and Agra in the state of Haryana and Uttar Pradesh for a concession periodof 26 years. Tolling for the exiting 4 laning is expected to start at the end of firstquarter of financial year 2011-12. This project is along the main corridor connectingDelhi with other parts of India.

Western Freeway Sealink

Western Freeway Sea Link Project-Phase II-A ("WFSL") has been awarded byMaharashtra State Road Development Corporation Limited (MSRDC) through global competitivebidding process on Public Private Partnership framework to RInfra led consortium inFebruary 2010.

A special purpose vehicle, namely, Reliance Sealink One Private Limited (RSOPL), hasbeen incorporated for implementation of the Project and the concession agreement wasexecuted in June 2010 which also provides the right of first refusal to the concessionairefor any extension, both southward and northward to the Sealink. The project envisagesoperation and maintenance of the existing Bandra – Worli Sealink (BWSL) andconstruction of Sealink between Worli to Haji Ali in Mumbai for a concession period of 40years.

The total project cost is estimated to be Rs. 4,550 crore which includes an upfrontpayment of Rs. 1,634 crore to MSRDC towards acquisition of tolling rights of Bandra WorliSea Link. The construction of new Sealink from Worli to Haji Ali is envisaged to becompleted within 42 months, from the date of handover of existing Bandra-Worli Sea Link.

Project Development

The Company has commenced all activities for implementing the project on time andwithin the budgeted cost. The Company has appointed various project consultants ofinternational repute for designing the new Sealink, proof consultants for checking thedesign, undertaking detailed traffic/ toll to understand users’ needs and independentconsultants to verify and ensure compliances of various applicable enactments.

During the year under review, the Company has successfully completed the detailedgeological surveys on the sea through reputed international agencies. Based on the inputsobtained through such detailed survey, the design for the new Sealink from Worli to HajiAli has been finalized. The Company is in advanced stage of discussions with potentiallenders and financial institutions for tie-up of funds for the project. Based on thediscussion the Company had with the lenders, it is expected that the project will achievethe financial closure during the current fiscal year.

Take over of BWSL and commencement of construction for new Sealink

The tolling rights of BWSL shall be acquired and the Company shall commence itsoperation during the current fiscal year. The construction of new Sealink from Worli toHaji Ali shall also start during the current fiscal year. Necessary preparatory works fortake over of BWSL and commencement of construction of new Sealink from Worli to Haji Aliare being undertaken by the Company. The Company has undertaken various traffic studies tounderstand the user patterns. The studies have been undertaken by reputed consultants todevelop various tolling strategy to augment the tolling revenue, ensuring best of classsafety and health system for maximum benefits to the users.

Meanwhile, the Company is in discussion with MSRDC and the Government of Maharashtra(GOM) to address the following issues, so as to ensure complete clarity on the scope andother terms of the project.

a. Payment of Capital Grants or Viability Gap Funding by State Government

The Company has won the Project through International Competitive Bidding by quotingthe least Viability Gap Funding (or ‘VGF’) of Rs. 1,392 crore. The VGF is to bedisbursed to the Company in three equal annual installments. The provisions of theConcession Agreement require the Government of Maharashtra (GoM) to pay the VGF throughMSRDC. It must be recognized and appreciated by the authority, including GOM that theentire viability of the project depends upon timely release of VGF. Accordingly theCompany has been requesting MSRDC and GOM for ensuring appropriate provisions in the Statebudget.

b. Critical support from Government Instrumentalities for Project implementation

RSOPL has represented to MSRDC and the GoM to provide appropriate commitment forpayment of VGF of Rs. 1,392 crore as per the provisions of the Concession Agreement. Apartfrom the above, the Company has been in discussion with MSRDC and GoM to obtain necessaryapprovals and infrastructure including casting yard and jetty at the site, execution ofthe State Support Agreement.

Metro Railways

RInfra is the only private player which is currently implementing three metro railprojects (two in Mumbai and one in Delhi) on a build, own and transfer basis in thecountry, out of which one i.e. Delhi Airport Express Line is operational. The total costof three Metro projects is Rs. 15,950 crore.

Projects under Execution

Note: ^ - Could be extended to further 10 years

1. Delhi Airport Metro Express Private Limited

Delhi Airport Express Line project, the first high speed airport link project wasawarded by Delhi Metro Rail Corporation Limited (DMRC) through a global competitivebidding process on Public-Private-Partnership (PPP) framework to RInfra led consortium in2008. A special purpose vehicle, namely, Delhi Airport Metro Express Private Limited wasincorporated for the implementation, operations and maintenance of the project.

The metro connects the city centre i.e. New Delhi railway station to the InternationalAirport and with further connection to Dwarka. Delhi Airport Metro Express Line becameoperational in the fourth quarter of financial year 2010-11 and is also the first PPPmetro project to become operational in India. The project has been built in a record timeof 27 months from the date of signing of Concession Agreement with DMRC and has receivedan overwhelming response from the commuters. In addition to high speed connectivity toAirport/Dwarka, the line also is designed to provide city check in facility, whereinpassengers can check in their luggage at the city airport terminals counters set up at thestations.

2. Mumbai Metro One Private Limited

Versova-Andheri-Ghatkopar (VAG) Corridor Mass Rapid Transit System (MRTS) project,first metro project in the country was awarded by Mumbai Metropolitan Region DevelopmentAuthority (MMRDA) through a global competitive bidding process onPublic-Private-Partnership (PPP) framework to RInfra led consortium.

A special purpose vehicle, namely, Mumbai Metro One Private Limited (MMOPL) wasincorporated which entails design, financing, construction, operation and maintenance ofthe project. The metro will provide the much needed east to west connectivity and carryabout 6 lakh commuters/ day initially at very affordable fares benchmarked to farescharged by Brihanmumbai Electric Supply and Transport (BEST) Undertaking. The biggestadvantage would be the substantial reduction in travel time from the current 90 minutes toabout 20 minutes along with much improved and comfortable traveling experience.

The project achieved financial closure in 2008 and all contracts have been awarded.Civil work is going on in full fledged manner and is in advanced stage of completion.Preparations for operations and maintenance are also in full swing.

The first train has arrived in Mumbai from China in April 2010. Factory Acceptance Testof various other rail systems equipment is largely complete and their delivery to site isin progress. Till date, MMOPL has obtained Rs. 333 crore of viability gap funding fromMMRDA, out of a total of Rs. 650 crore. Despite various ground constraints, theproject is scheduled to be commissioned before its contractual commissioning date i.e.September 2012.

Though intense efforts are being made to complete the project ahead of the contractualcommissioning date, several constraints including the delay in the following is impedingthe speedy completion of the project: a. Delay in receipt of land and Right of Way to theproject. Even at this stage of the project, some portion of the right of way is still tobe given for carrying out the project execution work. b. Very narrow and congested rightof way in many locations, encroachments, vast and complex web of underground utilities ledto repeated modifications in project designs repeatedly which had implications ontimelines and project cost. c. Delay in obtaining clearance for construction of the bridgeacross the railway lines at Andheri was the major factor causing deferment of projecttimelines. The railway authorities have over the past four years considerably changed thescope of the construction of the bridge, leading to change in design to an all steelbridge necessitating construction of a pier between railway tracks.

Besides, congested roads with high vehicular and pedestrian traffic and restrictedworking hours during night in many stretches due to opposition from residents are alsohampering the speedy execution of the project.

Despite various ground constraints, the project is scheduled to be commissioned beforeits contractual commissioning date.

3. Mumbai Metro Transport Private Limited

Charkop-Bandra-Mankhurd Corridor Mass Rapid Transit

System (MRTS) project was awarded by MMRDA through a global competitive bidding processon Public-Private-Partnership (PPP) framework to RInfra led consortium in 2009. A specialpurpose vehicle, namely, Mumbai Metro Transport Private Limited (MMTPL) was incorporatedwhich entails design, financing, construction, operation and maintenance of the project.This project involves viability gap funding of Rs. 2,298 crore which will be obtained fromMMRDA.

The metro will provide the much needed connectivity between all the suburban linesi.e., VAG corridor at Andheri, Western line at Bandra, Central Line at Kurla and HarbourLine at Mankhurd and will carry about 14 lakh commuters/ day initially at very affordablefares benchmarked to fares charged by BEST. The biggest advantage would be the substantialreduction in travel time along with much improved and comfortable traveling experience.

MMTPL has achieved financial closure of Rs. 7,000 crore which is the largest financialclosure for a PPP project in the country. MMTPL has already commenced the initial designand engineering works, appointment of consultants, obtaining necessary approvals, etc.

Airports

As globalization continues to take hold, the competitiveness of industry isincreasingly relying on airports and aviation infrastructure. With rising passenger andcargo traffic, the importance of airports as growth and development catalysts will onlyincrease in the future. With big airports facing increasing congestion and fierceresistance to expansion plans, the small and medium-sized sectors have enormous upside.Small and medium-sized airports are notching up double-digit growth rates and to cash inon this development Reliance Airport Developers Private Limited (RADPL) has ventured intothis business connecting emerging small towns of India to the rest of the world.

Airport Projects

RInfra bids for and implements airport projects through the subsidiary company RelianceAirport Developers Private Limited (RADPL). It has been awarded lease rights to developand operate 5 brownfield airports in Maharashtra at Nanded, Latur, Baramati, Yavatmal andOsmanabad for 95 years for which upfront premium of Rs. 63 crore has been paid. It hasalso extended support to Sasan Power Limited, a wholly owned subsidiary of Reliance Powerfor developing airstrip / airport at Sasan where a captive power plant is being developed.These airports are located in regions with strong political, industrial, agricultural andreligious activities and play host to many national and international dignitaries.

Project Progress

Nanded and Latur Airports have obtained aerodrome license from the Directorate Generalof Civil Aviation (DGCA). At Baramati airport, the terminal building has been refurbishedalong with a VIP Room facility. Osmanabad airport terminal building is under construction.Recarpeting and widening of the runway at Yavatmal airport have been completed andoperations by non- scheduled aircraft have commenced. RADPL has incurred capitalexpenditure of Rs. 9.88 crore for refurbishment of these airports till date.

Nanded Airport is connected to Mumbai, Delhi and Nagpur through commercial scheduledflights by GoAir and Kingfisher Airlines. Apart from this, charter operations are alsoincreasing at Nanded airport. All other airports i.e. Latur, Baramati, Yavatmal andOsmanabad host various air charter / non scheduled services. As part of ongoing efforts toenhance connectivity to several other locations in India, various airlines such as Indigo,Jet, Spice

Jet and Deccan Charters have been approached to explore new routes.

RADPL has adopted aggressive business development strategies. Both outdoor and indooradvertising opportunities are also being explored at all the airports. Aviation Trainingacademies are being operated from 2 airport locations. Terminal retail and hoteldevelopment deals are at advanced stages. Apart from these, RADPL has added innovativerevenue streams at these airports such as automobile testing, film / TV commercialsshooting, aero sports events, airshows, etc.

Cement

During the year under review, Reliance Cementation Private Limited, the wholly ownedsubsidiary of RInfra, has achieved certain milestones towards setting up two plants, onein Maihar, Madhya Pradesh and the other in Mukutban, Maharashtra. In line with its visionto set up cement plants across India, it has applied for various mining leases (ML) /prospecting licences (PL) in the states of Karnataka, Orissa, Chattisgarh, Gujarat andRajasthan.

Following milestones were achieved at the project sites for the first two plants:

• Land Acquisition in mines and plant area is approaching completion

• Environmental Clearance has been received

• Mining lease has been executed for a considerable portion of limestone resources

• Letters of Intent have been issued for remaining area and the mining plans havealso been submitted for statutory approval

• No-Objection Certificate has been received from the Pollution Control Board

• Majority of the required plant and mine land has been acquired

• Applications for ML for a considerable portion of limestone resources are atadvanced stage of approval

• Ministry of Environment and Forest has approved the project for EnvironmentClearance

Real Estate / SEZ

RInfra has been working with Andhra Pradesh Industrial Investment Corporation Limited(APIIC) for restructuring its Hyderabad Trade Tower and Central Business District (CBD)project, and has been able to obtain most of the required approvals for the key changes inthe project structure. The restructuring agreements between APIIC and the Company’sspecial purpose vehicle for the project, viz., CBD Tower Private Limited, subsidiary ofRInfra is expected to be executed during the current year. RInfra is working onpreparation of the master plan and detailed project Report for the project, which will besubmitted to APIIC for its concurrence.

The Company is planning to go ahead with non-speculative construction, mainly built tosuit office spaces, Hotel and some residential options, and will undertake furthercomponents in line with the improvement in Hyderabad real estate market.

RInfra also has a number of other real estate projects in various stages of bidding,planning and negotiations. However, in view of the changed market realities, the Company,being cautious, is taking exposure only after extensive due diligence of the projecteconomics.

Major Associate Company - Reliance Power Limited

Reliance Power Limited (RPower), an associate company in which the company has a 38.41per cent equity stake is currently developing 17 large and medium sized power projectswith a combined planned installed capacity of over 35,000 MW, one of the largest portfolioof power generation assets under development in India in the private sector. RPower isalso developing some of the largest coal mines owned by it in India and Indonesia whichwould ultimately be producing almost 100 MTPA of coal making it one of the largestintegrated power and coal companies in the world.

Operational project

1. Rosa Stage 1 - 600 MW coal-fired power project, Uttar Pradesh Projects underconstruction

2. Rosa Stage 2 - 600 MW coal-fired power project, Uttar Pradesh

3. Butibori Power Project – 600 MW coal-fired power project, Maharashtra

4. Sasan Ultra Mega Power Project– 3,960 MW pit head coal-fired power project,Madhya Pradesh

5. Krishnapatnam Ultra Mega Power Project – 3,960 MW imported coal-fired powerproject, Andhra Pradesh

6. Chitrangi Power Project – 3,960 MW coal-fired power project, Madhya Pradesh

7. Tilaiya Ultra Mega Power Project– 3,960 MW pit head coal-fired power project,Jharkhand

8. Samalkot Gas Project – 2,400 MW combined cycle gas-fired power project, AndhraPradesh

Projects under development

9. Expansion of coal based capacities at Sasan, Tilaiya, Krishnapatnam

10. Gas Power projects at various locations such as Dadri, Shahapur, Bharuch

11. Urthing Sobla – 400 MW hydroelectric project, Uttarakhand

12. Siyom – 1,000 MW hydroelectric project, Arunachal Pradesh

13. Tato II – 700 MW hydroelectric project, Arunachal Pradesh

14. Kalai II – 1,200 MW hydroelectric project, Arunachal Pradesh

15. Amulin – 420 MW hydroelectric project, Arunachal Pradesh

16. Emini – 500 MW hydroelectric project, Arunachal Pradesh

17. Mihundon – 400 MW hydroelectric project, Arunachal Pradesh

Renewable Power Projects

18. 100 MW of Concentrated Solar Power Project in Rajashthan

19. Other Solar and Wind power projects in Rajasthan, Gujarat and Maharashtra

Coal Mines under development

20. 25 MTPA of coal from Moher, Moher-Amroli, Chatrasal Coal mine blocks located nearSasan Power Project

21. 40 MTPA of coal from Kerandari ‘B’ and ‘C’ mines blocks locatedTilaiya Power Project

22. 25 MTPA pf coal located Musi Rawas, South Sumatra, Indonesia

Risks and Concerns

RInfra is dependent on the domestic market for its business and revenues. TheCompany’s power generation, transmission and distribution facilities are located inIndia, and virtually all of the Company’s revenues including those from the EPCDivision, are derived from the domestic market. The Company also makes significantinvestments in various new businesses in the infrastructure sector in the country.

These factors may potentially expose the Company to the risk of any adverse impact tothe national economy and any adverse changes in the policies and regulations related tothe sector. The Company closely monitors the Government’s policy measures to identifyand mitigate any possible business risks.

Generation of power at the Company’s power stations can be affected due to variousfactors including non-availability of fuel, grid disturbances and such other factors inload management in the grid. The Company has entered into agreements with fuel suppliersfor adequate supply of fuel, thus mitigating the fuel availability risk. To remainunaffected by the grid differences, the Company has developed systems to island its powerstations from the grid in such eventualities.

The present license to distribute electricity in the licensed area expires on August15, 2011. License for the next term of 25 years will be issued by the MERC as per theprocess under the Electricity Act, 2003 which is already under progress.

The consumer tariffs are regulated by the MERC. Any adverse changes in the tariffstructure could have an impact on the Company. However, the Company endeavours to achievethe highest efficiency in its operations, and has been implementing cost reductionmeasures in order to enhance its competitiveness and maintain profitability.

Pursuant to the Electricity Act 2003, there is risk of rising competition in the supplyof electricity in the licensed area of the Company. The Company has built a large andestablished distribution network that is difficult to replicate by potential competitorsand will endeavour to provide reliable power at competitive costs, with the higheststandards of customer care to meet the threat of competition.

Infrastructure projects are highly capital intensive, and as such run the risks of (i)longer development period than planned due to delay in statutory clearances, delayedsupply of equipment or non-availability of land, non-availability of skilled manpower,etc., (ii) financial and infrastructural bottlenecks, (iii) execution delay andperformance risk, and (iv) cost over-run. RInfra is currently developing highways for NHAIand other authorities, sealink, transmission system strengthening, metro rail and airportprojects. The past experience of RInfra in implementing projects without significant timeand cost overruns provides confidence about the timely completion of these projects.

Any adverse movement in the value of the domestic currency may increase theCompany’s liability on account of its foreign currency denominated externalcommercial borrowings in rupee terms. However, RInfra has adopted conservative foreignexchange risk management policies in this regard. The Company undertakes liabilitymanagement initiatives on an ongoing basis to manage its foreign exchange rate risks. TheCompany manages other potential operational risks by adopting suitable policies includinghuman resource development, appropriate health, safety and environment framework.

Adequacy of Internal Control

The Company has an adequate system of management-supervised internal control which isaimed at achieving efficiency in operations, optimum utilization of resources, andcompliance with all applicable laws and regulations. The internal control mechanismcomprises a well-defined organization structure, pre-determined authority levels withsegregation of duties, risk assessment and management framework. The Company’spolicies and standard operating procedures are well documented and have various ISO andOHSAS certifications.

The procurement and operational maintenance activities are planned well in advance toavoid any possible risk of late delivery of equipment and materials, delay in attending tomaintenance needs, etc. The Company, on a regular basis, stores and maintains all therelevant data and information as a back up to avoid any possible risk of losing importantbusiness data.

The Management Audit and Risk Assessment Department (MA&RA) reviews the systems andprocesses along with professional internal audit firms. This is helpful in providingindependent and professional audit observations, and the management audit coordinates andfollows up for corrective and preventive action with various process owners.

The Company has a defined risk policy and risk management frame work for all units,functional departments and project sites. This helps in identifying, assessing andmitigating the risk that could impact the Company’s performance and achievement ofits business objectives. The risks are reviewed on regular basis by various process ownersacross the organization and every quarter, the risk assessment is carried out by theManagement Audit and Risk Assessment, the convenor of the Risk Management Committee whichmeets quarterly to deliberate on various risks faced by the Company.

A qualified and independent audit committee of the Board comprising of all independentdirectors of the Company reviews the internal audit reports and the adequacy of internalcontrols and risk management framework.

Dahanu Thermal Power Station

At Dahanu Thermal Power Station, necessary steps are taken to ensure the safety ofemployees and equipment. Both external and internal audits are conducted regularly. Mockdrills are conducted periodically to ensure emergency and disaster managementpreparedness. The joint safety committee of generation and supply division identifiessafety measures to be adopted to continually improve safe working conditions.

All emission parameters were well below statutory limits. Both Flue GasDesulphurization (FGD) units were in service throughout the year and SOx absorption ofmore than 90 per cent was achieved, as stipulated.

* MPCB consent changed effective April 1, 2009

At the Dahanu power station, water management cell monitors and controls the waterconservation projects. A number of conservation projects were completed in various areaslike rainwater harvesting and reduction in consumption of demineralised water for powergeneration process. The practice of monitoring water consumption, and the efforts towardswater conservation were recognised by the Confederation of Indian Industry with awards forexcellence in water management, within the fence as well as beyond the fence.

Samalkot Power Station

Samalkot power station started receiving gas from KG-D6 basin from May 2009. Sincethen, use of naphtha was discontinued and station is operating at base load exclusively onnatural gas.

The average levels of emission recorded at the power station during the year 2010-11were much below the limits stipulated by the Andhra Pradesh Pollution Control Board. TheStation is already certified for ISO 14001 and OHSAS 18001. The power station also carriesout regular mock drills on disaster management. "Zero Discharges of IndustrialEffluents" for the past 59 months in a row is one of the major milestones of thepower station which is achieved by using "Reduce, Recycle and Reuse" concepts(achieved through the recovery of Steam & Water Analysis System water as well higherCycle of Concentration (COC) operation of Cooling Water Systems).

Emission Parameters at Samalkot Power Station

*APPCB : Andhra Pradesh Pollution Control Board

# Particulate Matter 10.0 Microns (As per New Ambient Standards)

Goa Power Station

The plant has taken up several initiatives towards conservation of resources andimproving environmental performance. Improvement of Cycle of Concentration (COC) andaverage water consumption were achieved. The tree density was also maintained as per therequirement and the survival rate was above 95 per cent. An area of about 1.6 hectares iscovered under forestation in and around the plant premises.

Goa Power Station had maintained a ‘Zero Reportable Accident’ record sinceits inception. Steps undertaken to ensure safety of men and machine included internal andexternal safety audits, Hazard identifications and Risk assessment, periodic inspection ofplant areas by safety teams and daily unsafe observation records. The power station alsocarried out mock drills on disaster management in which experts as observers fromneighbouring industries were invited. Goa Power Station has undertaken many measures andimprovement actions in Safety. Following are some of the measures taken during financialyear 2010-11.

1. Automation of Water Sprinkler System for Fuel storage tank

2. Secondary containment for all chemical day tank and storage area.

3. Provisioning of railing for reservoir.

4. Additional provisioning of LEL gas detector near filtration skid of GT.

5. Provision for Foam Sprinkler System at fuel unloading gantry.

Emission Parameters at Goa Power Station

Kochi Power Station

The Kochi power station of BSES Kerala Power Limited, a subsidiary of the Company, alsoattaches top most priority to Safety, Health and Environment. The Safety committee ofemployees meets on regular basis to evaluate the safety performance and to deliberate andfinalize improvements required. Audit of both internal and external including statutoryones are carried out to assess the safety systems and bring about improvements based onthe findings and suggestions. Lost Time Accidents during the year was nil. Internal andexternal mock drills are conducted on regular intervals to test and enhance the emergencypreparedness.

There was no breach of environment safeguards during the year under consideration.There are online systems installed to measure the emissions through gas turbine exhaust.The Company has implemented a zero effluent discharge scheme and a rain water harvestsystem. A green belt is also maintained. The power station is certified for IntegratedManagement system conforming to ISO 9001, ISO 14001 and OHSAS 18001 standards.

Dahanu Thermal Power Station

The Dahanu Thermal Power Station (DTPS) achieved an average heat rate of 2,282 Kcal/KWhduring the year against the norm of 2,500 Kcal/KWh specified by the Central ElectricityRegulatory Commission for the unit of this size. The Power Station undertook variousenergy conservation measures i.e. variable frequency drives for seal air fan/Pumps forhorticulture, solar water pumps, Solar LED systems, energy efficient lighting systems,etc.

The energy management system BS EN 16001:2009 was implemented at DTPS so as to drivethe energy conservation agenda with defined energy policy, procedures and workinstructions. Internal and external audits of various systems were carried out. All auditfindings /recommendations were followed up with appropriate action taken and implemented.The certification was received on January 30, 2011.

The power station completed major overhaul of Unit No.1 within 15 days against plannedperiod of 23 days.

Samalkot Power Station

The Station has achieved auxiliary power consumption of 2.16 per cent due to bestpractices adopted and implementation of various energy conservation measures. Station hasyearly energy audit programme for monitoring and improving energy intensive equipmentsperformance.

The energy conservation measures undertaken by the Station are as under:

• Two additional cooling towers cells constructed for heat rate improvement andpower augmentation in Steam Turbine by improving Steam Turbine Vacuum.

• Street light 270 watt HPSV lamps replacement with 75 watt CFL lamps.

• Plant building - 270 watt HPSV lamps replacement with 80 watt CFL lamps.

• VFD room air handling unit motor replacement with high efficient motor.

Due to implementation of various energy conservation measures, station could save1,36,930 KWh in the financial year 2010-11.

Periodic internal audit of equipments and systems are conducted as per schedule andappropriate actions are initiated to correct the deviation with respect to designedperformance. The plant operational strategies have been suitably modified for achievinghigher efficiencies.

Goa Power Station

Goa Power Station achieved lower auxiliary power consumption of 2.64 per cent ascompared to the CEA benchmark of 3 per cent for a plant configuration of this size. Theinitiatives undertaken for conservation of energy include installation of Energy EfficientMotor for GFD Seal air fan for Gas Turbine, LED Based lightning for plant areas,Installation of Variable Frequency Drive (VFD) for HSD Forwarding Pump and replacement ofCT fills.

In the financial year 2010-11, along with major inspection of Gas Turbine in annualshutdown, following major activities were carried out.

• GT Up-rate – Upgraded to high firing temperature for output enhancementand Heat Rate improvement

• HP Evaporator – Heat Ricovery Steam Genarator, High Pressure Evaporatorupgradation work was successfully completed for output enhancement, Heat Rate improvementand reduction in differential pressure across HRSG.

• STG Overhauling – Steam Turbine was also taken for Capital Overhaul to takeadditional steam load and subsequently to generate enhanced output.

• Generator Overhauling and Testing – Complete Overhauling of Generator -Rotor and Stator along with all electrical tests carried out.

Kochi Power Station

The power station has carried out several energy conservation projects.

Various projects completed in the year 2010-11 are:

• De-staging of high pressure boiler feed pump

• Replacement of auxiliary cooling water pump bowl assembly with higher efficiencyone.

• Introduction of high efficiency nozzles and drift eliminator in cooling tower

• Installation of new off-line water wash nozzles in Gas Turbine-3

• increasing the height of VBV duct in Gas Turbine-2

Human Resources

The talent pool is created, developed and motivated with a customer-centric,process-based, synergetic, integrated, transparent, communication-led competency-basedagile work-culture which is responsive to business, needs and challenges, and which imparthappiness to all our people while extracting professional ownership and innovativeresponses from all across. This has made our human resource an admirable and competitiveworkforce that not only epitomizes our Company’s mission but also has the skills torealize it. The present employee strength in the organization stands at 8,988.

People are our foundation for organization success and growth. Various HR initiativeslike change dynamics, retention policies of key business drivers based on theircompetencies and their performance have been undertaken. Engineers are given extensivetraining in China for latest state-of-the-art instrumentation, modern power planttechniques. A total of 6,908 man days and 48,149 training man hours have been imparted tothe employees for helping them to excellence in their work areas.

Recruitment

To ensure and maintain our standards of the best talent pool, we recruit students frompremier institutes after rigorous screening for consistent high levels of academic recordsand assessment of their competencies through various behavioural and technical world-classscreening and interviewing methodologies. Our lateral recruits are taken at various levelsas per needs of the business and are assessed on our competency framework beforefinalizing selection. This entire process is carried out after following a scientificmanning methodology for every current and upcoming business and project.

Training and Development

With the rapidly growing infrastructure business and its economic relevance, the roleof training institutions is assuming greater importance than ever before. The diversity ofinfrastructure business, wide dispersion of infrastructure project sites and the complexnature of human skills required to sustain the growth, demands a dynamically responsivetraining processes. During 2010–11, training programmes were conducted for variousinfrastructure business like roads, metro, sealinks, airport and cement buisiness andpartnered with the business groups to set–up training processes for their businesseswhich was successfully executed through virtual classroom mode by the network connectivityacross locations spread over the country. In addition, evening (after office hours)classroom sessions in the areas of finance, law, IT and communication are being conductedto provide an opportunity for employees to learn while they earn. To enhance the learningof our employees with the comfort and convenience of learning at their workplace, videobased learning modules have been developed on 21 technical topics in the field of powerdistribution, power generation and highways/roads construction.

The training institutute conducted 365 training programmes for 8,000 participants fromRInfra, Maharashtra State Electricity Distribution Company Limited (MSEDCL), BESTUndertaking, Punjab State Power Corporation Limited and Punjab State TransmissionCorporation Limited.

Employee Relations

Our advocacy of people practices is not only established in our professional workforcebut we are equally proud of having established sound and proactive industrial relationswith all employee bodies. This helps us resolve all issues through meaningful dialogue.This has helped us strengthen relationships between the union and the management.

Compensation

For compensation, we follow the philosophy of Pay for Position, Person and Performance.Our compensation methodologies are aligned with our overall business strategies and theperformance of an employee. To keep our compensation structures competitive andbenchmarked with the market standards, compensation surveys are conducted at regularintervals. Besides compensation, a comprehensive non-monetary Reward and Recognitionpolicy customized for each business with overarching principles is implemented torecognize and appreciate significant acts of contribution by the employees eitherindividually or as a team member and thereby create a culture of appreciation, recognitionand reward. All these have helped us to create an inspired, innovative, entrepreneurialand committed workforce.

Leadership Development and Succession Planning

To meet our diverse and fast paced growth of businesses we have to ensure a continuousavailability of talent at all levels. Therefore, a ‘Leadership Development Programmehas been designed and implemented at all levels of management wherein potential employeesare groomed and developed to take critical leadership roles in future from within. Theseinitiatives have enhanced our overall leadership team effectiveness, sharpened leadershipcompetencies and created a leadership pipeline for the organization’s growing need of‘leaders with a perspective’, entrepreneurial ability and agility.

At HR, we strive continually to make RInfra a place where people are enthused toproduce innovative ideas and dedicated to turn RInfra into a leading service and valuethat does more than build the bottom line and provide value not only to all itsstakeholders but the nation at large.

Health and Safety

All the new employees and workers undergo induction safety training at our constructionsites. We have undertaken new initiatives like Job safety assessment and constructionmethodologies before commencing any critical construction work. Strict compliance onPersonal Protective Equipment enforced in our project sites. We are committed to makingour work place safe by continually improving processes and systems.

Dahanu Power Station

Dahanu Power Station has been carrying out activities for the welfare and well being ofthe nearby communities. Some of the CSR achievements of 2010-11 are mentioned below:

1. Education

• Total 7,150 students from 67 schools were provided education kits at ZillaParishad Primary Schools

• Best Teacher’s Award and Merit Scholarship: Till date 80 teachers havebeen awarded

• DTPS Merit scholarship was given to 6 engineering and medical students.

• Computer sets for two primary schools.

• Assistance in infrastructure development to Talasari Adivasi Pragati Mandal,by providing black boards, seating arrangement, student desk.

• Supply of Benches for seating arrangement for DTPS Jr. College Students

• Rain water harvesting programme at Primary School, Agwan Motapada and Chari

• Uniforms to 1,608 Anganwadi children

• Sponsorship of Marathi Vidyan Parishad - Science Exhibition at Bordi

• Note book distribution at concessional rates - organises with Rotary Club ofDahanu.

• Organized visits of more than 3,000 students from different colleges andschools, for facilitation of knowledge sharing.

• Energy Conservation Week celebrated by organizing awareness programme inlocal schools.

2. Healthcare

• Blood Donation Camp: 243 donors donated blood through two camps.

• Donation of ambulance to cottage hospital.

3. Need Based Projects

• Drinking water to all through bore well for Dahanu taluka community- 80 Handpumps installed and commissioned.

• Rain water harvesting programmes at 24 locations

• Provided computer set to Asangaon and Pale Gram Panchayat

• Supplied Sampling for Tree Plantation in and around Agwan village

Samalkot Power Station

Samalkot Power Station has been carrying out various activities for the welfare andwell being of the nearby communities of the Vetlapalem village adjacent to the SamalkotPlant site. Construction of drain in Vetlaplem village was carried during 2010-11.

Goa Power Station

Goa Power Station is located in a rural area in the village of Sancoale. A number ofCSR initiatives were taken up focusing on education, health, safety and environment givingpriority to needy and economically vulnerable sections of the society of the village. Someof the key intiatives includes free cardiac camp, distribution of school uniforms, shoes,brass band to neighbouring communities residents, blood donation camps, sponsoredmedicines to charitable trusts, etc.

Kochi Power Station

BKPL has taken up and completed the electrification of 36 houses constructed by EloorPanchayat under the Aashraya scheme. BKPL has constructed a fire tender parking shed forEloor fire and rescue station which has commenced operation in February 2011. Two blooddonation camps were organized involving BKPL employees, contract staff and people fromnearby areas.

Mumbai Distribution Business

• Young Energy Saver (YES)

YES, an initiative by Reliance Energy to sensitize the young kids about energyconservation. This was done by reaching out to children from 2^nd to 9^thstandard across various types of schools in the Mumbai suburbs and spreading the messageof energy conservation in a playful, interactive and interesting manner. This yearReliance Energy covered 25 schools and reached out to about 25,000 children. Total schoolscovered in the last two years of activity are 114 and total number of children is 67,810.

• Project Dignity

Reliance Energy has provided support to the Brihanmumbai Municipal Corporation (BMC) inits endeavour to upgrade crematoria in Mumbai under "Project Dignity". In thefirst phase, four crematoria in Mumbai i.e. Daulat Nagar (Borivali East), Marve (Malad-W),Teachers Colony (Bandra-East) and Bail Bazar (Kurla) were upgraded. In the second phase,the Company will upgrade additional 6 crematoria at Chunnabatti, Deonar, Borivali West,Dhanukarwadi, Amboli and Chembur, of which four have been completed and upgradation workis underway for completing the rest.

EPC Division

CSR initiative are undertaken at various construction sites of EPC division forimproving health and hygiene of the society, providing basic amenities and infrastructureto the affected people, training and development initiatives of local unemployed youth andmake them employable ,medical camps like eye testing, blood donation and AIDS test,etc

• Bijli Gyan Abhiyan - Energy Conservation quiz with 1,200 schools

• Rs. 50 lakh donation for Bihar flood relief and food packet donation for Yamunaflood relief

• Clothes distribution to poor and eye catching social messages on Discoms assets

• 25 years PPA for Non Renewable Energy Procurement from solar and waste power

• Energy conservation rally by school children and CFL promotion at discountedprice

• 60+ Earth Hour Participation

• Promote use of electric scooters and 30 free charging points for REVA electriccars

• Technical collaboration with Indian Institute of Technology

• Women bill distributors, Citizen’s charter, AIDS awareness rallies, treeplantation, etc.

• Operational Performance Awards

• CII - National Award for Excellence in Energy Management – 2010

• International Asia Pacific Quality Award 2010 cycle.

• IMC Ramkrishna Bajaj National Quality Trophy 2009

• Golden Peacock National Quality Award – 2010

• Environmental Awards

• Environmental Best Practices Award – 2011 for Innovative Project byConfederation of Indian Industry

• Greentech Environment Excellence Award 2010

• ?Rajiv Gandhi Environment Award for Clean Technology 2008-09.

• Safety Awards

• Golden Peacock Award for Occupational Health and Safety Award – 2010

• Safety Innovation Award-2010, by Institute of Engineers.

• National Safety Council of India "Shreshta Suraksha Puraskar" for theyear 2009

• Shrama Shree Puraskar (2007 and 2005) from Ministry of Labour, Government ofIndia

• Greentech Safety Award – 2010

• National Safety Council of India Prashansa Patra.

Samalkot Power Station

• First prize in the "National Energy Conservation Award for 2010", fromthe Ministry of Power, Government of India in thermal power plant category

• Greentech Environment Excellence Award 2010, in Gold category.

• Greentech Safety Excellence Award 2011, in Gold category.

Goa Power Station

• 9^th Annual Greentech Safety Award 2010

• Green Triangle Society’s Gomant Sarvoccha Suraksha Puraskar

• National Award for Excellence in Water Management from Confederation of IndianIndustry

Kochi Power Station

• First prize for performance in Safety by the Department of Factories andBoilers, Government of Kerala for the year 2010

• First prize in the power sector for Energy Conservation initiatives by theMinistry of Power, Government of Kerala for the year 2010

BSES Discoms

• Greentech Safety Award 2011

• India Power Award 2010 ("Overall Utility Performance – UrbanAreas")

• National Safety Innovation Award 2010 from The Institutes of Engineers

• NABL accreditation for both meter testing laboratories

• ISO 9001:2000 Certification for human resource

• SMART Infrastructure Award from AMD Athlon

• ICWA Award to Finance: Most transparent cost accounting

• 2 Awards in Metering India Conference by IEEMA

• BSES Discoms are now ISO 14001:2004 and ISO 18001:2007 certified.

HR Training and Development

• ASTD Excellence in Practice Award, 2011 by American Society for Training andDevelopment (ASTD). Our nomination was amongst 178 entries received from across the worldfor implementing exemplary practices in work place learning and development through aninnovative training programme ‘Sparsh – A’. Tourch of Warmth and Care"for customer care centre staff.

• Global HR Excellence Award, 2011 for outstanding contribution to the cause ofeducation,

• Employer Branding Award, 2011 for excellence in training and best HR strategy inline with business

• ?HR Leadership Award, 2011

• Star News Talent Leadership and HR Award, 2011

EPC Division

• Completed the surveillance audit for the ISO 9001: 2008 through Bureau Veritas

• OHSAS 18001, ISO -14000 systems through DNV

• Vishwakarma Award in the category of "Power" for the 2 x 600 MW RajivGandhi Thermal Power Project by Construction Industry Development Council (established bythe Planning Commission and the Construction Industry)

• 5 Artisans of 2 x 600 MW Rajiv Gandhi Thermal Power Project received theVishwakarma Award in the category of "Artisan" - Fitter, Welder and Electrician.