Reliance Infrastructure Ltd Management Discussions

Forward Looking Statements

Statements in this Management Discussion and Analysis of financial condition and results of operations of the Company describing the Companys objectives, expectations or predictions may be forward looking within the meaning of applicable securities laws and regulations. Forward-looking statements are based on certain assumptions and expectations of future events. The Company cannot guarantee that these assumptions and expectations are accurate or will be realised. The Company assumes no responsibility to publicly amend, modify or revise forward-looking statements o n the basis of any subsequent developments, information or events. Actual results may differ materially from those expressed in the statement. Important factors that could influence the Companys operations include determination of tariff and such other charges and levies by the regulatory authority, changes in Government regulations, tax laws, economic developments within the country and such other factors globally.

The financial statements of the Company are prepared under historical cost convention, on accrual basis of accounting and in accordance with the provisions of the Companies Act, 2013 (the "Act") and comply with the Companies (Indian Accounting Standards) Rules. 2015 prescribed under Section 133 of the Act. The management of Reliance Infrastructure Limited ("Reliance Infrastructure" or "Reliance Infra" or "the Company") has used estimates and judgments relating to the financial statements on a prudent and reasonable basis, in order that the financial statements reflect in a true and fair manner, the state of affairs and profit/loss for the Financial Year.

The following discussions on our financial condition and result of operations should be read together with our audited consolidated financial statement and the notes to these statements included in the annual report. Unless otherwise specified or the context otherwise requires, all references herein to "we", "us", "our", "the Company", "Reliance Infra", "Reliance" or "Reliance Infrastructure" are to Reliance Infrastructure Limited and its subsidiary companies and associates.

About Reliance Infrastructure Limited

Reliance Infrastructure Limited is engaged in the business of providing Engineering and Construction services for power, roads, metro rail and other infrastructure sectors. The Company is also engaged in implementation, operation and maintenance of several projects in defence sector and infrastructural areas like Metro, Toll Roads and Airports through its special purpose vehicles. It has executed the state of the art Mumbai Metro line one project on build, own, operate and transfer basis. Further, the Company is also a leading utility company having presence across the value chain of energy businesses.

Fiscal Review

The Companys total consolidated income including regulatory income, for the financial year ended March 31, 2024 was

23,234 crore (USD 2.79 billion) as compared to 23,196 crore (USD 2.82 billion) in the previous Financial Year.

The total income includes earnings from sale of electrical energy of 20,660 crore (USD 2.48 billion) as compared to 20,316 crore (USD 2.47 billion) in the previous Financial Year.

During the year, interest expenditure descreased to 2,310 crore (USD 277 million) as compared to 2,393 crore (USD 291 million) in the previous year.

The capital expenditure during the year was 1,095 crore (USD 131 million), incurred primarily on modernizing and strengthening of the transmission and distribution network as also on road projects.

The total Plant Property and Equipment as at March 31, 2024 stood at 8,922 crore (USD 1.07 billion).

In order to optimise shareholder value, the Company continues to focus on in-house opportunities as well as selective large external projects for its Engineering and Construction (E&C) and Contracts Division (the E&C Division). The E&C Division has a total order book position of

1,974.64 crore (USD 237 million).

The Companys consolidated net worth was 8,428 crore (USD 1.01 billion).

Details of significant changes in Key Financial Ratios and Return on Networth

The details of significant changes amounting to change of 25% or more as compared to the immediately previous Financial Year in Key Financial Ratios and Return on Networth along with detailed explanations thereof are given in Note No. 49 to the standalone financial statement.

Update on various liquidity events and major arbitration awards

1. Delhi Airport Metro Express Private Limited (DAMEPL) vs Delhi Metro Rail Corporation (DMRC) – Curative application filed by DMRC allowed by Honble Supreme Court of India

Post the Honble Supreme Courts judgment dated September 9, 2021 upholding the Award received by DAMEPL in May 2017 in arbitration dispute with DMRC, DMRC had filed a Review Petition on October 07, 2021, which was dismissed by the Honble Supreme Court in November 2021. Thereafter, DMRC filed a Curative Petition in August 2022 which was heard and disposed of in favour of DMRC on April 10, 2024. In the said judgement, the Honble Supreme Court directed that the amount deposited by DMRC pursuant to the orders of Delhi High Court be returned and DMRC and DAMEPLs position is restored to what it was at the time of passing of the judgment by the Division Bench of Honble Delhi High Court in January 2019 in the Section

37 Appeal filed by DMRC under the Arbitration and Conciliation Act, 1996.

2,599.17 crore has been paid by DMRC, pursuant to 7 orders of Honble Delhi High Court, in the designated project escrow account in terms of the Escrow Agreement dated April 30, 2009 between DMRC, lenders and DAMEPL and the same have been appropriated by DAMEPLs Lenders, in accordance with the waterfall mechanism of the Escrow Agreement. DMRC has written to DAMEPL requesting it to ensure that the aforesaid amount lying with the Banks, are refunded

/ restored to DMRC with interest. DMRC has also sent reminders to the Escrow Agent of Lenders and DAMEPL, to comply with the aforesaid judgement of the Honble Supreme Court and refund the aforesaid amount with interest.

2. Reliance Infrastructure Limited vs Damodar Valley Corporation (DVC) – update on the arbitration award

In December 2019, the Company succeeded in arbitration it initiated against DVC. A unanimous award directed DVC to pay the Company 898 crore along with interest and to release six Bank Guarantees of the Company aggregating to 354 crore. DVC subsequently challenged the award before the Honble Calcutta High Court. The Company successfully obtained directions upon DVC to deposit 595 crore in cash and 303 crore in Bank Guarantees with the Honble Calcutta High Court. The Company withdrew the cash amount deposited by furnishing Bank Guarantee, which was appropriated by its lenders in lieu of providing such Bank Guarantees. In September 2023, the High Court upheld the award in favor of the Company, except on four issues. The matter is currently pending before the Division Bench of the Honble Calcutta High Court for final hearing of the appeals filed by both – the Company and DVC.

3. Reliance Infrastructure Limited vs National Highway Authorities of India (NHAI)- Award in favour of the Company

Disputes arose between the Company and NHAI regarding the EPC work awarded to the Company for the six-laning of a road from Aurangabad to Chordaha Section of National Highway-2 in Bihar, which was wrongfully terminated by NHAI. NHAI also sought to encash the performance bank guarantee issued by the Company. In arbitration invoked by the Company, in terms of an award pronounced in August 2022, NHAI was directed to pay a sum of 1109 crore to the Company. In further proceedings from the Award, the Honble Delhi High Court passed an order in February 2023, requiring NHAI to deposit 86.75 crore in April 2023 as a condition for stay of the award. The Company is in the process of furnishing a Bank Guarantee to withdraw the amount deposited by NHAI.

Meanwhile, the Company has also filed an application on December 20, 2023 for settlement of the dispute under Vivad-se-Vishwas ("V-s-V") scheme of the Govt. of India. The settlement amount including interest till May 31, 2024 under the Scheme is 80.79 crore.

4. TK Toll Road Private Limited (TKTR) vs NHAI- Award in favour of TKTR

TKTR, a wholly owned subsidiary of the Company, initiated arbitration against NHAI on account of claims for prolongation and damages for delay. In October 2022, the award was pronounced in favour of TKTR, directing NHAI to pay 1,034 crore plus post-award interest from the date of the award. In further proceedings from the Award, and pursuant to the order passed by the Honble Delhi High Court and subsequently modified by the Honble Supreme

Court, NHAI deposited 282.24 crore and furnished a Bank Guarantee for the remaining 848 crore. TKTR has withdrawn the deposited amounts by furnishing a Bank Guarantee, and the amounts received have been appropriated by the lenders of TKTR in lieu of providing such Bank Guarantees.

5. JR Toll Road Private Limited (JRTR) vs NHAI- Award in favour of JRTR JRTR, a wholly owned subsidiary of the Company, initiated arbitration against NHAI on account of claims for prolongation and delay damages. In January 2023, the award was pronounced in favor of JRTR, directing NHAI to pay 33.78 crore as on the date of the award, plus post-award interest. In further proceedings before the Honble Delhi High Court, NHAI has filed an application for setting aside the award. JRTR has also challenged the award, seeking to set aside the Arbitral Tribunals findings on the aspect of compensation awarded in favour of JRTR in respect of certain claims. The Honble Delhi High Court disposed of NHAIs stay application and directed NHAI to deposit the award amount with interest before the Registrar General of the High Court. The hearing of the matter is pending.

6. GF Toll Road Private Limited (GFTR) vs Haryana Public Works Department, Government of Haryana (HPWD)- Award in favour of GFTR GFTR, a wholly owned subsidiary of the Company, initiated arbitration against HPWD for claims related to prolongation, delay damages and other issues. In October 2022, an award was passed in favor of GFTR directing HPWD to pay a sum of 149.45 crore as on the date of award, along with post-award interest. In further proceedings from the Award, HPWD filed an application to set aside the award, while GFTR has petitioned for the execution of the award. These matters are currently pending before the District and Sessions Court in Chandigarh.

7. Arbitration between Shanghai Electric Company (SEC) and Reliance Infrastructure Shanghai Electric Company (SEC), a Chinese electrical equipment manufacturer, initiated arbitration on December 13, 2019, before the Singapore International Arbitration Centre against the Company concerning a purported Guarantee Letter dated June 26, 2008. This letter allegedly guaranteed the obligations of Reliance Infra Projects UK Ltd. to make payments to SEC under the Boiler Turbine and Generator (BTG) Agreement for the Sasan Ultra Mega Power Projects (UMPP).

The Company contested the validity of the Guarantee Letter and the applicability of English Law. In December 2022, the Arbitral Tribunal awarded in favour of SEC a sum of USD 146 million.

Aggrieved by the award, the Company filed an appeal to set it aside before the Singapore International Commercial Court. The appeal was heard and dismissed in January 2024. Subsequently, the Company filed an appeal before the Court of Appeal of in Singapore, which is pending hearing.

SEC has also filed an enforcement application before the Honble Delhi High Court and the Company has filed an objection for refusing enforcement of the Award.

Separately, during the pendency of the arbitration proceedings, SEC had filed an application under Section 9 of the Arbitration Act before the Honble Delhi High Court seeking interim measures to secure SECs Claim amount of USD 135 millions (approx. 995 Crore) in the arbitral proceedings. Such application was dismissed. SEC further assailed the judgment before the Honble Division Bench, Delhi High Court. The Company had also filed a cross appeal on the issue of maintainability. The Honble Division Bench, Delhi High Court vide its judgment passed in March 2024 restrained the Company from selling, alienating, transferring or encumbering its assets to the extent ~USD 135 Million. The Honble Court clarified that the restraint would be subject to any charge on the assets already created in favour of a Bank or a Financial Institution. In the event of sale of any encumbered assets by a Bank or Financial Institution, the balance, if any left, after satisfaction of the charge is directed to be kept in a designated account and shall not be utilized by the Company for any purpose and shall be subject to the outcome of the Enforcement Petition filed by SEC. The Company filed an SLP before the Honble Supreme Court against the order of the Division Bench, which is pending.

8. Settlement Agreement with J C Flowers Asset Reconstruction Private Limited (JCF ARC) As of December 29, 2023, the Company entered into a Settlement Agreement with J.C. Flowers Asset Reconstruction Private Limited (JCF ARC) to resolve all obligations related to its borrowings and accrued interest. The closure date for the settlement under this agreement has been periodically extended.

Pursuant to Settlement Agreement, the Company has paid 1,345 crore ( 815 crore paid till March 31, 2024 and balance of 530 crore in the month of April 2024) as part payment towards the settlement of its outstanding dues to JCF ARC.

9. HK Toll Road Private Limited (HKTR)– Termination HKTR, a wholly owned subsidiary of the Company, invoked arbitration in January 2024 against NHAI. Tribunal was constituted on January 29, 2024. In the meanwhile, NHAI issued a termination notice on January 22, 2024 to HKTR thereby terminating HKTRs rights as a Concessionaire with immediate effect and taking over the toll collection. Aggrieved, HKTR filed a Petition u/s 9 of Arbitration Act before the Honble Delhi High Court. On January 25, 2024, the Honble Delhi High Court, after being apprised with the fact that Tribunal was constituted, passed an order disposing of the Section 9 Petition and directed – (a) the Section 9 Petition to be treated as an application under Section 17 of the Arbitration Act; (b) permitted HKTR to use the amount lying in the escrow account for servicing interest and payment of salaries in line with the Waterfall Mechanism as per Concession Agreement. The Arbitral Tribunal is hearing the Section 17 Application.

Operational and Financial Performance of Businesses

We present hereunder detailed report of various business divisions during 2023-24:

A. The E&C Business

The Companys E&C Division is engaged in providing of integrated design, engineering, procurement and project management services for undertaking turnkey contracts including coal- based thermal projects, gas-power projects, nuclear power projects, metro, rail and road projects.

The Division has constructed various Greenfield projects in medium, large and mega categories over the last two decades. E&C Division focuses on execution of orders at hand and envisages consolidating its order book in coming year through targeted bidding of E&C opportunities with scope for Value Engineering.

Following major projects are currently under execution by the E&C Division: a. E&C contract for common services systems, structures and components at Unit 3 & 4 of Kudankulam Nuclear Power Project being set-up by Nuclear Power Corporation of India Limited (NPCIL) wherein the Project activities are at an advanced stage and financial progress of more than 62.5% has been achieved as on March 31, 2024. b. The Company is executing E&C contract for elevated viaduct and Stations for Mumbai Metro Rail Project - Packages 8, 10 & 12 which are part of Wadala – Ghatkopar – Thane - Kasarvadawali Metro which is being carried out as a joint venture with WeBuildSpA. c. The Company has been awarded a project by NHAI involving improvement & augmentation of Four Laning from Vikkaravandi to Pinalur-Sethiyahopu section of NH-45C in the State of Tamil Nadu covering a length of 66 km and connecting Chennai and Tanjavur. d. The Company is executing an E&C order from NHAI for Six Laning of Highway from Bihar-Jharkhand Border (Chordaha) to Gorhar section of NH-2 in the state of Jharkhand covering a length of 71.285 km. The project highway consists of three flyovers and two major bridges and also the plantation of around 15,500 trees. This project highway includes up-gradation of existing facilities, construction of new corridors for ensuring safe, smooth and uninterrupted flow of traffic. This project has achieved overall 70% progress till date. e. The Company, in a joint venture with CAI-Ukraine, is executing an E&C order from the Ministry of Road Transport and Highways for Rehabilitation and Upgradation of KashediGhat section of NH-17 (New NH-66) to four lanes with paved shoulders including construction of twin tube six-lane tunnel in the state of Maharashtra on E&C Mode. This section creates an accident free and safe flow of traffic on that highway. Overall 90% of progress has been achieved.

B. Delhi Power Distribution Companies

The Company has two material subsidiaries - BSES Rajdhani Power Limited (BRPL) and BSES Yamuna Power Limited (BYPL) (together called ‘Delhi Discoms). These Companies are involved in electricity distribution in the NCT of Delhi in their respective areas of supply. BRPL caters to around 30.8 lakh subscribers in South and West Delhi, while BYPL caters to 19.71 lakh subscribers in East and Central Delhi.

During the FY 23-24, Delhi Discoms registered an aggregate income of 20,127.57 Crore against aggregate of 18,398.9 Crore in the previous year, excluding exceptional items which increased by 9.39% over last year.

The operating expenses are in line with the target and were achieved by following stringent budgetary control and rigorous monitoring of all expenses and commercial processes. The aggregate capital expenditure incurred during the year amounted to 855.22 Crore for upgradation, strengthening and modernization of the distribution network. The aggregate net block including Capital Work in Progress stood at 8,001.99 Crore. Both the Delhi Discoms registered over 3.2% growth in the total customer base in comparison with the previous year while maintaining the system reliability of over 99.9%. The Transmission and Distribution (T&D) loss levels at the Delhi Discoms remained comparable to international benchmarks with BRPL achieving 6.87% and BYPL achieving 7.04% in FY 2023-24. During the year, BRPL and BYPL successfully met the peak demand of 3250 MW and 1670 MW respectively..

Key Regulatory updates

Some of the key regulatory highlights of financial year 2023-24 are as below:

The Delhi Electricity Regulatory Commission (DERC) has not issued the Tariff Order for the financial year 2023-24. The tariff approved for FY 2021-22 in Order dated September 30, 2021, which also included True-up upto FY 2019-20, continued during FY 2023-24. True-up Orders for FY 2020-21, FY 2021-22 and FY 2022-23 are pending before DERC in Petitions filed by Delhi Discoms.

DERC in its submissions dated April 22, 2024, before

Honble Supreme Court (SC) has submitted that the True-up Orders for FY 2020-21 and FY 2021-22 are under finalization wherein the latest figure of Regulatory Asset of Delhi Discoms will be available. The True-up Orders are awaited.

Honble SC vide its order dated December 01, 2021 read with Order dated December 15, 2022, has settled the long pending matters and directed DERC for implementation of Appellate Tribunal for Electricity (APTEL) Orders upheld by the Honble SC. During the FY 2023-24, DERC passed Compliance Orders but has not implemented the directions of the Honble SC in letter and spirit. The Company has filed Contempt Petitions and Miscellaneous Applications against DERC Compliance Orders before the

Honble SC. On April 05, 2024, DERC filed its reply in the said Contempt Petitions inter-alia stating that the impact of the Honble SC Order would be worked out in the upcoming True-Up Order which is in process and is likely to be completed shortly.

Honble SC vide its order dated October 18, 2022 has allowed Appeals of Delhi Discoms against APTEL Order dated November 28, 2014 and held that DERC cannot re-open Tariff Orders during true up exercise and change the methodology / principles of original tariff determination. During the FY 2023-24, DERC passed Compliance Orders but has not implemented the Honble SC directions. The Company has filed Contempt Petitions against DERC Orders before the Honble SC. On April 10, 2024, DERC filed its reply in the said Contempt Petitions inter-alia stating that the impact of the Honble SC Order would be worked out in the up-coming True-Up Order which is in process and is likely to be completed shortly.

DERC by Orders dated May 03, 2024 has settled the long pending issue of review of Capital Expenditure incurred and Capitalization and Physical Verification of assets of Delhi Discoms for the period FY 2004-05 to FY 2015-16. DERC has finally approved the Gross Fixed Assets for the period FY 04-05 to 2015-16 and held that the impact of differential amount considered for additional capitalization will be provided in the up-coming True-up Order.

Tariff Appeals filed by Delhi Discoms against their respective Tariff Orders dated July 31, 2013, were pending before APTEL since 2013. These Appeals were heard during the Financial Year 2023-24 and after completion of arguments the matter is reserved for judgment on May 03, 2024.

By its order dated February 8, 2022, APTEL upheld the appeals filed by the Discoms and allowed them to exit the power purchase agreement (PPA) with NTPCs Dadri-I Plant and directed NTPC not to raise any invoices w.e.f. December 1, 2020 and to immediately refund the payment made by the Delhi Discoms under protest along with interest as specified in PPA. NTPC has since refunded the amounts. NTPC has filed appeal in Honble SC against the APTEL judgment and has also challenged Regulation 17 of CERC Tariff Regulations, 2019 before Delhi High Court, which permitted Delhi Discoms to exit the PPA with NTPC. Both the matters are sub-judice.

DERC on March 29, 2023 has issued the Business Plan

Regulations, 2023 (BPR, 2023) to be applicable for the Control Period from FY 2023-24 to FY 2025-26. Delhi Discoms have challenged certain provisions of these Regulations before Delhi High Court. The matter is sub-judice.

Delhi Power Utilities (IPGCL, PPCL and DTL) have filed

Petitions before DERC inter-alia seeking adjudication of disputes with Delhi Discoms with respect to accounting of Late Payment Surcharge (LPSC) and re-casting of their books of accounts by recognizing LPSC as per Delhi Utilities in terms of the applicable DERC Tariff Regulations. The matter is sub-judice.

Considering the rise in Power Purchase costs due to factors such as the impact of blended imported coal, increased domestic coal prices, and higher gas prices, Delhi Discoms by their Petitions requested DERC for an appropriate Power Purchase Adjustment Cost (PPAC). DERC vide its Order dated June 22, 2023 directed to levy PPAC of 27.08% and 31.60% for BRPL and BYPL respectively.

Consumer Services Digitization and Automation

The Delhi Discoms undertook a number of initiatives to ensure digitization and automation of Consumer services and thereby providing enhanced customer experience. The key highlights are as under:

New Connection Process Online New Connection application facility is in place which enabled reduction in timelines for release of new connections. Further, initiatives like AI/ML based Consumer Feasibility check, OCR based Document Verification process and Automation of Technical Feasibility process are being taken to further reduce the timelines for release of new connections

Capturing consumer feedback: New connection, meter removal services and customer help desk services feedback captured through SMS or WhatsApp, whereas feedback regarding power restoration after "no current" complaint registration is captured through IVRS Call. The consumer can also provide feedback through website www.bsesdelhi.com.

Bill View, Download and Payment option on a single webpage: A link is provided to the consumers to view, download, and pay the bill on the same web page along with a bill generation SMS. This facility is included in WhatsApp as well.

"Take Appointment", "Get a Call Back" & "Connect virtually" service by Discoms to address user query / concern related to Billing, Meter, Disconnection, Security Deposit Refund & Other issues.

Chatbot services in Hindi Language: Consumers can file their grievances or connect for any assistance in Hindi Language.

Notifications on Mobile App: "Bill generation" and

"Payment reminder" notifications through mobile app sent to enhance customer engagement and ensure timely payment of electricity bills.

Voice BOT: To improve customer experience the company offers AI/ML enabled virtual assistant solution that integrates contextual voice assistance with its interactive voice response (IVR) system, streamlining incoming customer service calls. This solution supports a wide range of options and helps in dealing with individual complaints such as outages, fluctuations and phase problems, dealing with emergencies such as meter sparking/fire, and efficiently handling of repeat calls as regards wider local issues related to network and scheduled maintenance.

Customer History Data will be shown on Mobile App.

Customers payment history data, billing data, load data etc is available on "My account" section in BSES mobile app.

Amazon Alexa Skill- Users can avail host of services like latest bill amount, last 5 bills, register for e-bill, nearest customer care centers and much more through Alexa on Amazon.

Payment Convenience: The Company is providing various facilities to consumers such as instant payment acknowledgement through third party payments like wallets, dynamic "pay now" option in the e-bill, bill payment without bill, SMS link-based bill download & payment facility and recharge of smart pre-paid meters through BSES website and mobile wallets.

To summarize, the Delhi Discoms accomplished the following highlights in relation to customer service: i. daily transactions over WhatsApp crossed 8,500 and monthly transactions surpassed ~2.50 lakhs with no supply complaint & latest bill being the most availed service; ii. over 18.50 lakh registrations on their website for online service; iii. BSES app surpassed 22.30 lakh downloads, offering instant payments and complaint registration; iv. active engagement on social media, handling over 100 daily queries and boasting large followings on Facebook, X and Youtube; v. initiatives like Nukkad Nataks educated communities on safety and digital services and vi. regular RWA meetings fostered collaboration on issues like loss reduction and promoted awareness on topics like electric vehicles, net metering and electrical safety. These efforts highlight Delhi Discoms commitment to enhancing service accessibility, safety awareness, and customer satisfaction in their respective areas of supply in Delhi.

C. Roads Projects

Our Roads Business portfolio comprises of 8 operational BOT (Built, Operate and Transfer) Toll Road projects with a total stretch of 644.26 kilometers (Km). All road projects are revenue operational, and are majorly urban centric roads in high traffic density corridors spread across four states in India.

There are 15 toll plazas operating in these 8 operational toll roads with an average daily traffic of 3.09 lakh vehicles and an average toll collection of 3.15 crore per day. The details of the various toll projects are summarized as under: a. NK Toll Road Limited

NK Toll Road is engaged in widening of 2-lane to 4-lane portion of Namakkal Bypass to Karur Bypass covering 41.4 Km on the NH 7 in Tamil Nadu as well as improvement, operation and maintenance of the flyover on Namakkal Bypass on a BOT basis. The project commenced commercial operations in August 2009 and is currently debt free. b. DS Toll Road Limited

The project stretch of 53 Km long 4-lane dual carriageway of 15 stretches on BOT and annuity basis, which included, inter alia, the package for design, construction, development, finance, operation and maintenance between the Dindigul bypass to Samayanallore on NH-7 in Tamil Nadu, is in operation since September 2009.

c. TD Toll Road Private Limited

The project stretch of 87 Km long 4 lane NH 45 road is in operation since January 2012 and provides connectivity to Trichy and Dindigul in Tamil Nadu. This SPV is under Corporate Insolvency Resolution Process.

d. TK Toll Road Private Limited

This Project envisaged for strengthening and maintenance of the existing carriageway on the Trichy - Karur section of the NH67 covering 64 Km in Tamil Nadu, on a BOT basis. The project commenced commercial operations in February 2014.

e. SU Toll Road Private Limited

This project was envisaged to strengthen and maintain the existing carriageway for a stretch of 136 Km on the Salem – Ulundurpet section of NH 68 in the State of Tamil Nadu and widen the roads from two to four lanes, on a BOT basis. The project commenced commercial operations in July 2012 and 3^rd toll plaza was put in operation in September 2013.

f. GF Toll Road Private Limited

The project was for upgradation of 4 sections of the existing road on the Gurgaon Faridabad road covering a total stretch of 66 Km. This road contains four toll plazas and is operational since June 2012.

g. HK Toll Road Private Limited

The project was envisaged for strengthening and widening of the 60 Km stretch between Hosur and Krishnagiri on NH-7 from existing 4-lane to 6-lane as design, build, finance, operate and transfer (DBFOT) pattern in Tamil Nadu. This project commenced operations in June 2011, however, has been terminated by NHAI in January 22, 2024. Arbitration proceedings are underway to restore operations

. h. PS Toll Road Private Limited

This project was envisaged to expand the Pune-Satara section of the NH-4, on a DBFOT basis, which in turn forms part of the Golden Quadrilateral, in Maharashtra. The project was set up with an objective to design, build and operate 140.35 Km long 6 lane between Pune and Satara in Maharashtra. Tolling on the project started in October 2010. The provisional completion certificate was obtained at the end of April 2022.

D. Mumbai Metro One Private Limited

The Mumbai Metro Line-1 project of Versova-Andheri-Ghatkopar corridor was awarded by the Mumbai Metropolitan Region Development Authority (MMRDA) through a global competitive bidding process on Public-Private Partnership (PPP) framework to the consortium led by the company for 35 years, including construction period and started its operations on 8^th June 2014.

Mumbai Metro One Private Limited (MMOPL) completed a decade of transforming Mumbais public transport landscape through Mumbai Metro Line-1 in June 2024.

Operational Excellence:

Unmatched Reliability: MMOPL sets the bar high with a remarkable 100% train availability and over 99% on-time performance. This translates to a smooth and dependable commute for millions of Mumbaikars, significantly reducing travel time and congestion on Mumbais roads.

High Ridership and Seamless Integration: MMOPL has served a staggering 978 million passengers, solidifying its position as the busiest metro line in India pre-pandemic. Ridership has not only recovered but surpassed pre-covid levels, further fueled by the integration of new metro lines like Line 2A and 7. Line-1 is also connected with Ghatkopar and Andheri stations of suburban railway network and is able to cut travel time drastically. This seamless network expansion creates a more connected and efficient public transport system for the city.

Customer-Centric Approach: Committed to a passenger-centric experience, MMOPL offers innovative solutions like the National Common Mobility Card (NCMC) apart from Whatsapp enabled E-tickets. NCMC allows for a convenient, all-in-one travel experience, encompassing fare payments, retail purchases, and more.

Financial Sustainability and Growth:

Cost Optimization: MMOPL fosters a culture of in-house expertise, developing a team of domain experts who handle maintenance activities. This reduces reliance on external service providers, leading to optimized O&M (Operation & Maintenance) costs.

Unlocking Non-Fare Revenue Potential:

Recognizing the potential beyond ticketing, MMOPL has transformed stations into vibrant destinations. Strategic partnerships with major brands like McDonalds, KFC, and Starbucks create a more pleasant and convenient travel experience for commuters. Additionally, initiatives like station branding rights and advertising partnerships generate significant non-fare revenue streams, contributing to the projects overall financial health.

Innovation and Social Responsibility:

Technological Advancement: MMOPL actively participates in the National Common Mobility Card program, promoting a unified and interoperable payment system across various modes of public transport. This not only simplifies travel for commuters but also streamlines data collection and analysis for better service planning.

Community Connect and Social Engagement:

MMOPL goes beyond just providing transport by actively engaging with the public through social media platforms. Celebrating local heroes and fostering a sense of community ownership strengthens the bond between Mumbaikars and Mumbai Metro Line-1.

Green Initiatives and Sustainability: MMOPL prioritizes environmental responsibility through eco-friendly practices like rooftop solar power generation, rainwater harvesting, and recycled water usage for train cleaning. These initiatives not only reduce the projects carbon footprint but also contribute to a more sustainable Mumbai.

Looking Ahead:

MMOPL remains dedicated to exceeding expectations and further enhancing Mumbais public transport infrastructure. By continually innovating, optimizing operations, and prioritizing customer experience, MMOPL aims to solidify Line-1 as a vital artery for Mumbais growth and a model for successful public-private partnerships in India. The company is well-positioned to play a key role in shaping Mumbais future as a sustainable and well-connected megacity.

E. Defence Business

Aligning with the government initiatives under "Manufacture in India" and "Atmanirbhar Bharat Abhiyan" the Companys Defence Business attempts to tap the enormous opportunities in the Defence Sector and aims at building capabilities and indigenous development for Defence and Aerospace Industry.

The Companys defence business has two operational Joint Ventures, one of the largest Defence& Aerospace Park in Private Sector at MIHAN - SEZ and Special Purpose Vehicles (SPVs) that together hold 14 Industrial licenses issued by the Department of Industrial Policy & Promotion (DIPP), Ministry of Commerce.

In the Defence and Aerospace domain, Reliance Defence Limited (RDL) has taken multiple initiatives to meet the needs of both military and civil aviation. The Dhirubhai Ambani Aerospace & Defence Park (DAAP) is one such initiative, located at the SEZ at MIHAN (Multi Modal International Hub at Nagpur). The long-term vision is to create a comprehensive Aerospace & Defence manufacturing hub, with capability to address the domestic as well as export markets.

RDL has an operational Joint Venture (JV) Company with Dassault Aviation of France - Dassault Reliance Aerospace Limited (DRAL) for its Aerospace programs. DRAL, in operations for six years now, has strength of more than 200 people and has successfully delivered large number of aero structures of Falcon-2000 business jets and sub-assemblies of Rafale fighter jets. DRAL is in process of adding more than 3,00,000 Sq Ft to its existing facility spread over 1,50,000 Sq Ft to expand its business with a target of final assembly, integration and delivery of Falcon 2000 business jet from MIHAN facility. The first "Made in India" Falcon-2000 aircraft is expected to fly out of Nagpur in 2026.

Thales Reliance Defence Systems Limited (TRDS) is the second JV Company of RDL in Aerospace & Defence domain, incorporated in partnership with Thales of France. TRDSs scope of work includes Assembly, Integration and Testing (AIT) of Airborne AESA Radars and Electronic Warfare Suite of Rafale fighter jets, Performance Based Logistics (PBL) support and undertaking Level 1 and 2 repairs to the Rafale aircraft fleet of the Indian Air Force (IAF). TRDS is also involved in Indigenization of various electronic assemblies / sub assemblies and integrating multiple Indian companies into Thaless global supply chain. As part of this initiative, TRDS has collaborated with various companies including BEL to manufacture Trans Receiver Modules (TR Modules) and Micro Modules which would be subsequently used for undertaking Active Electronically Scanned Array (AESA) airborne radar Integration. This will be the first time an Indian company will undertake AESA airborne radar Antennae integration. TRDS has already carried out successful AIT of airborne radars and EW suites of Rafale and has exported the same to Thales in France. TRDS is also participating in the upgrade / modification programs of various aircrafts of the IAF.

TRDS has also started production of Navigational Aids used for commercial and defence applications. TRDS is producing Differential VHF Omni Directional Receivers (DVOR) Systems, Instrument Landing System (ILS)and Distance Measuring Equipment (DME). As part of its CSR initiative, TRDS continues to contribute towards the Prime Ministers Relief Fund for the third year in a row.

F. Airport Business

The Company through its subsidiaries was awarded lease rights to develop and operate five brown field airports in the State of Maharashtra at Nanded, Latur, Baramati, Yavatmal and Osmanabad in November 2009 by the Maharashtra Industrial Development Corporation (MIDC) for 95 years. All these five airports are operational, with Nanded Airport attracting most of the Aircraft movements and passenger footfall. Nanded Airport handles scheduled & non-scheduled flights whereas rest of 4 airports, handle non-scheduled flights. Ministry of Civil Aviation, through its Nodal Agency Regional Connectivity Scheme-Cell of Airports Authority of India has awarded 9 Destinations with 67 Flights in a week (134 aircraft movements in a week) to 3 airlines (Star Air, Fly91 and SpiceJet) in RCS Round-5 UDAN Scheme to Nanded Airport. Star Air has started its schedule flights from Nanded Airport connecting 4 Destinations w.e.f. March 31, 2024. Furthermore, Baramati Airport has two Flight Training Organizations (FTOs) operating at its premises. Whereas, resurfacing of runway, taxiway and apron was carried and completed in first week of March 2024 at Osmanabad Airport. NSOPs and Cross-Country Training Flights have commenced operations at Osmanabad Airport.

Maharashtra Industrial Development Corporation (MIDC), Government of Maharashtra (GoM) had issued letters dated August 28, 2023 to all 5 airport companies regarding breach of terms and had given 120 days time to attend to all the points mentioned in their respective letters. Subsequently, necessary actions were taken to comply with most of the points mentioned in MIDCs letters. Compliance/Progress Reports of 5 airports were submitted to MIDC.

G. Reliance Power Limited

The Company is a promoter of Reliance Power Limited (RPower), an associate of the Company. RPower has one of the largest portfolio of private power generation and resources under development in India. Its portfolio comprises of multiple sources of power generation - coal, gas, hydro, wind and solar energy. During the year 2023-24, the operating plants of the Company, set up through its subsidiary companies, performed exceedingly well on efficiency parameters. Rpowers Sasan Ultra Mega Power Plant (UMPP) (Capacity 3,960 MW) continued its impressive performance with generation of 32,530 Million Units (MUs) with Plant Load Factor (PLF) of 93.5% which demonstrates its efficiency and reliability. Compared to the all India average PLF of approximately 69%, Sasan UMPP is operating at an exceptional level. The Sasan UMPP stands as one of the largest integrated coal-based power plants globally. It is complemented by the Moher and Moher Amlohri Extension captive coal mines, which fulfill the plants fuel requirements. In the past year, the Sasan Coal Mine efficiently managed a total volume of 77.8 million Bank Cubic Meters (BCM), including an overburden of 65.6 million BCM, making it one of the biggest mine in the country in terms of the overall volume handled.

The Rosa Thermal Power Plant, with a capacity of 1,200 MW, achieved a total generation of 7,610 MUs during the current fiscal year, demonstrating consistent year-on-year performance. The Solar Photovoltaic (PV) plant, with a capacity of 40 MW, utilizing photovoltaic panels to directly convert sunlight into electricity, generated 59.4 MUs during the year. Further, the 100 MW Concentrated Solar Power (CSP) plant, concentrating solar energy using mirrors to heat water to generate steam to drive turbines, produced 35.56 MUs during the year and contributed to cleaner and greener energy production. RPowers 45 MW wind power generation project in Vashpet, Sangli District, Maharashtra, achieved an annual generation of 50.96 MUs during the year.

The Butibori Power Project, a coal-based thermal plant with a capacity of 600 MW, was not in operation throughout the year. The company is actively working on a resolution plan to address this situation. Reliance Bangladesh LNG and Power Limited (RBLPL) is currently establishing a 718 MW (net) power plant at Meghnaghat, near Dhaka in Bangladesh. This project is being executed together with strategic partner JERA Power International (Netherlands), a subsidiary of JERA Co. Inc. Japan. The temporary gas pipeline connection was completed in February 2024, and the project is anticipated to commence commercial operations by December 2024.

Key Awards and Achievements

Reliance Infra groups performance has been recognized

and appreciated through various awards received by its

businesses.

Delhi Discoms have been recognized at various national and

international forums and won prestigious awards for their

exemplary performance and best practices in distribution

business, corporate governance, green initiatives, HR

initiatives, CSR programs and safety practices.

BRPL was honored with the following awards

Golden Peacock National Quality Award for the

adoption of quality framework and continuous

process improvement [Institute of Directors (IOD)];

Best Power Distribution Company [Independent

Power Producer Association of India (IPPAI)];

Best Techno Commercial Engineering Innovation

(IPPAI);

‘GOLD category award in Inter-Industry ‘Supervisory

Skill Competition Award (CII);

Leading HR Practices - Diversity & Inclusion Award

(Transformance Forums of HR);

National Award- Excellence in Cost Management

(ICAI);

Recognition- Energy Sector Award (IEEMA);

Prithvi Award ESC Research Foundation (ERF)

CCQC Award- Quality Concepts at State Level

[Quality Circle Forum of India (QCFI)];

Innovation with Impact Awards-Quality of Service

and Customer Empowerment Award (ICC);

Innovation with Impact Awards at State Level (ICC);

Innovation with Impact Awards- Efficient Operations

(ICC);

RE+ Storage Excellence Awards (Solar Quarter)

Best Training Practices Award- Security Domain

[International Institute of Security and Safety

Management (IISSM)];

ISGF Innovation Awards [India Smart Grid Forum

(ISGF)];

NCQC Award- Quality Concepts at National Level

[Quality Circle Forum of India (QCFI)];

World Happiness Congress & Awards- Happy

Companies to Work For (World HRD Congress);

Gold award in GEEF Global Safety Award (Global

Energy and Environment Foundation) and

The National Ability Award on Sustainability (NAB)

(National Ability Award).

BYPL has been endowed with the following awards

‘DIAMOND award under the category "Smart

Technology- Distribution" at the 8^th ISGF Innovation

Award 2024 [India Smart Grid Forum (ISGF)];

NCQC 2023 (National Convention on Quality

Concepts) [Quality Circle Forum of India (QCFI)];

CCQC (Delhi Chapter) 2023 (QCFI);

ICQCC-2023 [International Convention on Quality

Control Circles (ICQCC)];

Diversity & Inclusion Award (Transformation Forum,

Mumbai)

Annual Greentech Quality and Innovation Award

2023 (Greentech Foundation) and

Happy Companies to work for (World HRD

Congress).

MMOPL has won the following awards

Urban Infra Awards for Commuter Centric MRTS of

the Year 2023,

iNFHRA Workplace Excellence Gold Medal and

Award 23-24 in the Innovation and Technology

category and

iNFHRA Workplace Excellence Silver Medal and Award 23-24 in the Safety and Security category. Rosa Power won the Confederation of Indian Industry (CII) awards like Kaizen Award, Total Employee Involvement Award and Digital Transformation Award from CII at 16^th International Cluster Summit 2023.

Human Resources

In FY23-24, Reliance Infrastructure Ltd continued to deliver on its ambitious transformation. This was only possible because of the commitment, skills and capabilities of our people serving our clients every day across the Nation. We are proud of our 22000 workforce engaged directly and indirectly and how they continue to contribute to the success of our organisation.

We are committed to creating a positive, collaborative and productive environment in which our people are enabled to perform their best and are healthy, resilient and happy at work. Our people strategy is designed along 3Es ( Engage – Embrace – Evolve ).Engage with our employees to drive commitment and have the right talent in the right roles at the right time , Embrace a culture that empowers employees, attracts talent, provides growth and creates future Leaders with right attitude , Evolve by adapting to technology, automation and new ways of work, workplace and work life. We continue to keep our commitment of providing transparency on people and executing a robust Annual Performance Management Process. Our overall attrition for Reliance Infrastructure Ltd for the FY 23 -24 stands at 7.6%. Our approach to attracting, retaining and developing talent has evolved over the years. At the heart of our strategy is strong leadership, based on trust, collaboration and empathy. We understand that learning is not a set path, in fact it is more unstructured than ever before. We have adapted a learning culture to ensure our people take the time to learn independently and from each other and the company has created a learning ecosystem that ensures 100% compliance to all mandatory Learning courses apart from giving the option to employees to undergo courses / attend seminars required for work execution. In the FY 23-24 our employees have undergone training manhours over 200,000 across various business.

Health, Safety and Well Being continues to be our focus and structured wellness programs run throughout the year to keep our employees and their families happy and healthy. This creates a safe and welcoming working environment and through various well-planned initiatives we promote a culture of wellness within the company which serves to improve the physical and mental health of employees. This FY 23-24 we had over 20 Wellness programmes for our employees.

We experience the power of different perspectives every day, especially when dealing with complex topics and Improving diversity, especially at our more senior levels, is an ongoing goal for the organisation.

In our people strategy it is clear that we want to pivot to the" New ". We have an opportunity to evolve our mindset from asking our people to work on something, to encouraging our people to work towards something – linked to a clear sense of belonging, goal and purpose.

Information Technology

Reliance Infrastructure is dedicated to top-tier cybersecurity and technological advancement. The Company was honored during the year by an award of "The Resilient 100" at the CSO100 Awards & Symposium 2024. The Company has implemented an Integrated Intrusion Detection and Prevention Monitoring System, ethical log monitoring, and a security patch alerting process. All communications are encrypted with industry-standard algorithms, and an email security system blocks 99.9% of suspect external emails. Cybersecurity awareness is promoted through email campaigns. IT Infrastructure upgrades have been made to the Companys infrastructure, including an email server upgrade from v9.0.1 to v12.0.2, enhancing security through important patches and enhancements. The migration from Windows Server 2008 to 2019 has improved security with advanced threat detection and encryption, ensuring regulatory compliance and optimized performance. Additionally, the desktop and Laptop tech refresh has upgraded systems from legacy Windows 7 to the latest MacBook Air & Windows 11 AIO desktops with Sophos antivirus, enhancing security and improving user experience. These initiatives underscore Reliance Infrastructures dedication to protecting sensitive data and maintaining robust cybersecurity measures.

Risks and Concerns

Companys revenues are derived from the domestic market. Over the years, the Company has made significant investments in various infrastructure sectors like Power Distribution, Power Generation, Metro, Roads and in Defence. These sectors may potentially expose the Company to the risk of any adverse impact to the national economy and any adverse changes in the policies and regulations. The Company closely monitors the Governments policy measures to identify and mitigate any possible business risks.

In the Engineering and Construction business, most of the projects are nearing completion or are already completed. The Company has to expand the business by bidding for projects across power, transport infrastructure, civil infrastructure, defence, etc.

In the Roads business, all projects are revenue operational. Potential risks to these projects include not achieving the forecasted traffic due to economic slowdown and / or any unforeseen events. However, agreements are entered with the concerned authorities to provide for compensation in case of certain events arising out of government action or regulation. The Mumbai Metro project is fully operational. The main risks involved in Metro projects at pre-development stage, during development stage and during operations stage can be categorized as: Finance Risks, Legal Risks and Operating Risks. Contracts commonly address Force Majeure and legal liability because they have proven to be sources of time and cost overruns.

Financial risk is the risk where project cash flows might be insufficient to cover debt service and then pay an adequate return on sponsor equity. Financial risks are best borne by the private sector but a substantial government risk sharing is required either through viability gap funding (VGF), revenue or debt guarantees or through participation by state or multilateral development institutions.

Legal risks stem from weak implementation of regulatory commitments built into the contracts and the laws or other legal instruments that are relevant to the value of the transactions as it was originally assessed.

Operating risks are the risks that emerge at the time of the operations of the project. It can also involve the risks like force majeure risks that are beyond the control of both the public and private partners, such as fire or earthquakes, industrial disturbances that impair the projects ability to earn revenues. Sometimes insurance is available for catastrophic risks but generally public sector Companies face need to restructure the project if such disaster occurs.

In the power distribution business, the consumer tariffs are regulated by respective State Electricity Regulatory Commissions. Any adverse changes in the tariff structure could have an impact on the Company. However, the Company endeavors to achieve the highest efficiency in its operations and has been implementing cost reduction measures in order to enhance its competitiveness. The Company has built a large infrastructure and established a distribution network that is difficult to replicate by potential competitors and shall endeavor to provide reliable, quality and safe power at competitive costs, with the highest standards of customer care to meet the threat of competition.

In defence business, the Company through its Special Purpose Vehicle (SPV) has received licences for production of defence equipment under the aegis of ‘Make in India initiative of the Government. The Company faces significant concentration risks as the Government of India is the sole customer for most of the defence equipments initially. Managing the supply chain, competition in domestic and international market, capacity to innovate and compliance with a wide range of regulations and restrictions are some of the challenges faced in the defence sector. The Company has recruited experienced professionals for implementing the projects within the framework of the policies and regulations being formulated by the Government for private sector participation in the defence industry.

Infrastructure projects are highly capital intensive, run the risks of (i) longer development period than planned due to delay in statutory clearances, supply and sourcing of equipments or non-availability of land, non-availability of skilled manpower, etc., (ii) financial and infrastructural bottlenecks, (iii) execution delay and performance risk resulting in cost escalations. The past experience of the Company in implementing projects without significant time overruns provides confidence about the timely completion of these projects.

On the Finance side, any adverse movement in the value of the domestic currency may increase the Companys liability on account of its foreign currency denominated borrowings in rupee terms. The Company undertakes liability management on an ongoing basis to manage its foreign exchange rate risks.

Risk Management Framework and Internal Control Systems

The Company has a defined Risk Management policy applicable to all businesses of the Company. This helps in identifying, assessing and mitigating the risk that could impact the Companys performance and achievement of its business objectives. The risks are reviewed on an ongoing basis by respective business heads and functional heads across the organization.

The Risk Management Committee of the Board consisting of Independent Directors and few senior managerial personnel. On a quarterly basis, the Risk Management Committee independently reviews all identified major risks & new risks, if any, and assess the status of mitigation measures/plan.

The internal financial controls for all the significant processes have been identified based on the risk evaluation in the business process and same have been embedded/ implemented in the business processes. These processes and controls have been documented. Professional internal audit firms review the systems and processes of the Company and provide independent and professional opinion on the internal control systems. The Audit Committee of the Board reviews the internal audit reports, adequacy of internal controls and risk management framework periodically. These systems provide reasonable assurance that our internal financial controls are designed effectively and are operating as intended.

Corporate Social Responsibility (CSR)

As part of the CSR mandate, Reliance Group focuses on its endeavor to bring about a tangible change in the Society around and through its various CSR initiatives, aims at achieving the equitable development at its project locations. The CSR interventions of the group focuses on key Thematic areas covering Education, Healthcare and Rural Transformation that includes development of infrastructure facilities, skill building and promotion of sustainable livelihood, improving the socioeconomic status of women and the youth and Environment and sanitation under Swachh Bharat Abhiyan.

A few of the significant CSR interventions and initiatives were as under:

Rural Transformation and Women Empowerment

Handloom Incubation Centre (Thread of Trust)- This is a women empowerment project with the objective of reviving and enriching handloom and handicrafts through skill development. This program has not only equipped them with the necessary skills but also offered platforms to showcase and sell their products, such as shawls and bed sheets. This initiative has enabled them to earn a livelihood and live a dignified life.

Financial literacy and financial capability: Self-Help Groups (SHGs) aim to empower women socially and economically, especially those in need. This project focuses on enhancing the skills of nine SHGs. The company promotes financial literacy by teaching concepts of personal finance and money management. Bank accounts are opened for those without them, integrating them into the formal banking system. In the financial year 2023-24, 6000 women have benefited from these initiatives.

Sashakt Beti Empowering female students of Delhi University- In this advanced technological world, laptops and similar gadgets have become necessities for university students. Under this project, the Company provides laptops and tablets to economically weaker girl students of Delhi University enabling them to compete on equal terms with the other students.

Self Defence Training for Girls: Self Defence trainings Camps were organised in association with PCS Foundation, a professional agency run by former SPG Commando. More than 1,190 girls benefited from these trainings in 12 schools. Among other aspects, these self defence trainings also sensitised girl students on Possible Threats; Situational Analysis; Good Touch/Bad Touch and Self Defence. Certificates were also distributed to these students.

Menstrual Hygiene Project- The Company provided 540 sanitary napkin packs, 124 distribution systems, and incinerators to 17 Government colleges in Delhi. It also distributed dustbins to over 100 women in slum areas to manage sanitary and biomedical waste, benefiting over 3000 women. The project aims to reduce waterborne diseases through improved sanitation and hygiene education, decrease in school dropout rates among girls, and raise awareness about sexual behavior and exploitation. Additionally, the Company conducted hygiene and sanitary waste disposal programs benefiting around 2200 people.

Vocational Training for Livelihood: These vocational training (VT) centers provide job-oriented courses in computers, beauty culture, and tailoring to the needy sections of the society. Around 2,600 students have completed various courses at the Companys VT centers.

Maintenance of Old Age Homes for Senior Citizens: The Company has undertaken a project for the maintenance of Old Age Homes in Shriniwaspuri, South Delhi. The homes will offer three nutritious meals daily to the elderly residents and provide free medicines for minor ailments such as fever, diarrhea, hypertension, diabetes and muscle pain. Furthermore, the facility will be equipped with in-house doctors specialized in geriatric medicine, a physiotherapy-rehabilitation team, and nursing services.

Tobacco De-addiction camps: The Company conducted 7 tobacco de-addiction camps in Delhi in association with Dr. Sajeela Maini, Head Quit Tobacco Programme at Sir Ganga Ram Hospital, which benefitted 400 people.

Supporting the Differently abled persons & visually challenged People: Under this project, assistive aids and appliances were distributed to people with disabilities including wheelchairs, tricycles (both motorized and manual) and artificial limbs for the Divyangjans. The Company in partnership with Artificial Limb Manufacturing Corporation of India (ALIMCO) has organized a camp to distribute aids and appliances to over 650 elderly persons and people with disabilities from disadvantaged sections of our society. The camp was inaugurated by the Honble Minister of State for External Affairs & Culture, Smt Meenakshi Lekhi. Additionaly, 400 Foot Abduction Braces were distributed to the children undergoing treatment.

Healthcare Initiatives:

Eye Care Screening Camps: The Company conducted an aggregate of 33 free eye screening camps during the financial year at various locations where free eye care consultation, reading glasses and eye medicines were provided to around 8701 beneficiaries. The Company also organized General Eye checkup camp & Health checkup for the road users and toll staff in co-ordination with Transport Authority at all five project locations situated in Tamil Nadu.

Supporting the Differently-abled: The Company has provided hearing aids to 91 students of the Government Lady Noyce Sr. Sec. School for the Deaf along with aid and assistive devices to 107 men, women and children.

Support to Government/Charitable hospitals- The Company has donated 34 essential medical equipments to the Pt. Deendayal Upadhyaya National Institute for Persons with Physical Disabilities (PDUNIPPD) and a Continuous Renal Replacement Therapy (CRRT) machine to Swami Dayanand Hospital, which is utilized to provide dialysis to critically ill patients.The company has also setup a colposcopy suite and donated a tissue embedding station to Delhi State Cancer Institute.

School Health Clinic: The Company has started School Health Clinic (SHC) in 20 Delhi Government schools in South and West Delhi keeping in mind the overall wellbeing of students including physical and mental health.

General Health camp has been organised by the Company in collaboration with Government primary health center, for commuters and local staff.

Tuberculosis (TB) Awareness Program organised through the Central TB Division and Government Medical College Hospital, Salem and the Primary Health Centre, Karipatti to create awareness about TB among Toll Plaza staff and the local General Public. The Company also took measures to conduct TB screening test for Toll Plaza Staffs and road users/general public.

Education related initiatives:

Effective Education for Students in Government Schools – Under this project, the Company supported 25 Mini Science Centres (STEM Labs) in Government schools to provide teaching aid tools to underprivileged students. Furthermore, various new age curriculum laboratories will be provided to Dr B.R. Ambedkar Schools of Specialised Excellence in East Delhi.

Personality Development of young girls and boys through sports (initially Basketball)- Through this program, the

Company intends to instill a sense of purpose in young minds and create champions out of them. It is proposed to develop them through the medium of sports, initially basketball. It will provide effective, safe and transparent human performance training to help develop young/ budding talent to reach the peak of their potential in sports.

SASHAKT Scholarship- In the Fourth Sashakt Scholarship Program, the Company has awarded scholarships to 173 shortlisted candidates out of the 887 total applicants.

Support to Public Libraries- The Company under CSR Sashakt has supported upgrade of library facilities at Urdu Ghar and established a library at Govt. Lady Noyce School for the Deaf through SOFIA Educational and Welfare Society, the implementing partner.

Sports promotion & fitness and yoga: The Company has provided football training including dietary and related support to underprivileged youth from rural and semi-urban areas in West Delhi. Yoga camps were organised for the well-being of the police personnel as well as the teaching and non-teaching staff at government schools,. Around 2550 people have benefited from the 61 yoga camps. The participants were also trained on simple exercises that they can do in their leisure time for their well-being.

Support to Government school students (Education

Modules for Weak Students): The Company organized three calling workshops for facilitators to inform them about updated features on the application and regular assessments. The facilitators were also trained in the calling process, focusing on aspects such as Rapport building, Grievance redressal, Empathetic conversations with parents and Conducting learning assessments for Hindi and Maths.

Delhi Police digital library: The Company extendedsupport to the Delhi Police Public Digital Library tofocus on the needy sections of society, providing experiential learning for preparation for competitive tests like SSC, banking and other government services examinations. Around 62,000 students have benefited.

Effective Education for students of Class XI-XII: The Company provided professional support to commerce students of Class XI-XII of DPPS to help clear their doubts on commerce streams. The Company also provides a platform through which the students of weaker section of society can prepare for competitive exams and achieve success.

Repairing Govt. Schools Toilets: The Company has successfully completed toilet repairs in around 100 schools, benefiting 40,500 individuals.. It reflects the Companys commitment to providing a safe and hygienic environment for students and staff.

Promotion of Dance and Music (Kathak): The company promoted Kathak dance learning, one of the popular folk dance styles of India, particularly from the Hindi heartland. Under this project, the company has supported the Art School of Padma Vibhushan Pt. Birju Maharaj, which has presented several choreographic works through Kathak dance and music at various recognized festivals both in the country and abroad..

Facilities to School : The Company supports a School at Mettupatty located in Tamil Nadu. With a need to upgrade smart classes in Schools, the Company made provision of a Smart TV to up-grade the Smart Classes at AAGHSS Government school, Vaiyampatty in October, 2023.

Green Initiatives:

Donation of E-Buses to AIIMS: Under this project,

8 E-Buses will be provided to AIIMS for internal transportation with the intent to reduce carbon emissions. The buses will help in transporting patients, attendants and other support staff within the AIIMS campus.

Smart Energy Learning Centre (DAIICT University, Ahmedabad): It is proposed to establish a state-of-the-art research and training center at the Dhirubhai Ambani Institute of Information and Communication Technology DAIICT University, Ahmedabad. The Smart Energy Learning Centre will conduct research on various critical issues in the energy sector.

Tree Plantation: Under this project, the Company aims to plant 20,500 saplings at Delhi Police Training Academy (Wazirabad) and Guru Gobind Singh IP University (East Delhi Campus). Furthermore, these saplings will be nurtured for next two years to ensure their survival for environmental impact.

Maintenance of ecological parks of DDA- Taking forward its green initiatives, the Company has undertaken a project for the maintenance of ecological parks of DDA from the Old Railway Bridge to ITO Barrage on the Eastern Bank and Kalindi Kunj Bank.

Flood Relief: The Company has provided 72,000 freshly cooked meals from 15^th to 26^th July, 2023 to 2000 displaced people in relief camps under SDM Seelampur and SDM Karawal Nagar in North East Delhi under its CSR initiatives. The Company also provided 800 relief kits with soaps, odomos, milk powder, dental kits, menstrual hygiene products etc., to such families.

Cool Roof Cool Delhi Project: In an effort to combat the effects of urban island heat, the company painted over 77,000 sq. ft., of rooftops with white reflective paint at Colleges in Delhi.

Tree Plantation: CSR programs continued to build on the annual tree-plantation drive that started in the month of July, 2023. Around 30,000 plants were planted in Delhi Police premises, Delhi Government and MCD Schools, RWA, Community centres and crematoriums. This is also part of Delhi Govts annual green initiative drive.

Energy Conservation Awareness: The Company has collaborated with an NGO to organise five consumer awareness programs on social and economic issues, including energy conservation benefiting around 650 people.

Safety Programs:

In observance of Road safety month from January

15, 2024 to February 14, 2024, various road safety awareness programs have been organized for the public along with the District Authority.

In view of three months Vigilance Awareness campaign, the

Gram Sabha Awareness program was conducted. Senior officers from NHAI including Shri. Ajay Bishnoi (CGM-Tech and RO), Shri. Sanjeev Sharma (GM – Vigilance), Shri. Om Prakash Sharma (Deputy Manager – Vigilance), and Shri. V. Nagaraj (Project Director, NHAI, Madurai) participated in this Awareness Program. They delivered speeches to educate road users, employees, and the general public.

Installations of Fire Safety Extinguishers- The Company has installed 600 fire extinguishers and demonstrated use of fire extinguishers given at nearly 300 public places.

Other CSR Interventions:

Cleanliness drives were conducted around the company plant, offices and the neighbouring localities with an objective to create a clean and healthy workplace at all Tamil Nadu based projects.

Swachh Bharat Abhiyan was organised at Crusher Zone

Toll Plaza of Gurgaon-Faridabad Road in October 2023.

Plantation and Bird Feeders Activity: A plantation and Bird feeding activity was carried out at the Crusher Zone Plaza.

The Company 0 collaborated with organizations like

ADAPT (formerly known as the Spastics Society) to aid in education for poor, differently abled children.

Repair and Maintenance of Crematoriums: Many crematoriums did not have proper facilities such as chairs, benches, exhaust fans, proper sanitation, toilet facilities, and basic infrastructure. The Company has started renovation work at seven cremation grounds, including one pet crematorium in West Delhi.

Water ATM & Water Coolers: With the aim to provide safe drinking water to the weaker sections of society, two water ATMs have been installed in West Delhi which is estimated to benefit 4000 households with each household receiving 20 liters of water from them. Six water coolers were installed in six MCD schools.

Contribution of Rs. 27 crore to PM Cares Fund.

Industry Structure and Development, Opportunities and Threats Airport Business

Indian domestic passenger air traffic has rebounded and surpassed pre-pandemic levels, indicating strong pent-up demand and the industrys resilience. i. By 2041, Indias commercial aviation market is expected to rank among the worlds top three, with its fleet size nearly quadrupling since 2019. ii. According to the Boeing Commercial Market Outlook 2023, South Asia is projected to receive over 2,700 new airplanes in the next 20 years, with India accounting for 90 percent of these deliveries. This growth will necessitate approximately 37,000 pilots and 38,000 mechanics, primarily in India. iii. The expanding middle class in India, with rising disposable incomes, is driving demand for both domestic and international air travel, prompting airlines to expand their fleets. iv. Growth in e-commerce is boosting demand for narrowbody aircraft conversions, while the expansion of Indias electronics manufacturing industry is driving cargo demand. v. The Indian Governments regional connectivity schemes are opening up underserved markets, making air travel more accessible to a wider population.

Indias role as a global manufacturing hub is expected to attract increased investment in aerospace manufacturing, benefiting aircraft manufacturers, MRO providers, and related service industries.

Defence Business i. Demand growth is likely to accelerate with rising concerns of national security. Defence exports grew by 334% in last five years; India now exporting to over 75 countries due to collaborative efforts. ii. India has the worlds fourth largest defence expenditure and has set a target of US$ 6.02 billion ( 50,000 crore) worth of annual defence exports by 2028-29. The Government of India opened the defence industry for private sector participation to provide impetus to indigenous manufacturing. iii. The Union Budget for Financial Year 2024-25 envisages an outlay of 6.21 lakh crore which is 13 % of the total budget. iv. Over the next 5-7 years, the Government of India plans to spend US$ 130 billion for fleet modernization across all armed services. v. The Indian defence sector is one of the worlds largest and most profitable industries, with a 10-year pipeline of over US$ 223 billion in aerospace and defence capital expenditure and a projected medium-term investment of US$ 130 billion. vi. The present ‘Defence Production & Export Promotion Policy (DPEPP) 2020 is positioned as Ministry of Defences overarching guiding document to provide a focused, structured and significant thrust to defence production capabilities of the country for self-reliance and exports. vii. The DPEPP has goal - to achieve a turnover of 1.75 lakh crore (US$ 25 billion) including export of 35,000 Crore (US$ 5 billion) in Aerospace and Defence goods and services by 2025. viii. Above initiatives and promotion by Government of India will result India to be export hub for Aerospace - Aviation, Defence goods (Arms and ammunition) and services sector.

Mumbai Metro Business i. Despite the other alternate means of transport, Mumbai Metro is largest and efficient means for local transport after Mumbai suburban railway in Mumbai. It has future growth opportunities with various other metro lines operational (Line 2A & 7) & to start operations in near future (Line 2B, 3, 4, 6). This would provide cross feeding of ridership and increase ridership for Mumbai Metro business.

ii. Metro business, to improve last mile connectivity, has tied up with Bus and also done harmonization / synchronization of Metro time table of other travel modes. iii. Mumbai Metro business has started accepting National Common Mobility Cards (NCMC) for travel which is interoperable with other transits including other metro lines in Mumbai and country, thus improving the ease of travel.

Roads Infrastructure business i. Currently India is in high growth phase and will experience increase in vehicular traffic. Vehicle sales reach record high in financial year 2023-24.

Category	Units sold	Units sold	Growth
	(FY24)	(FY23)	(in%)
Two-Wheeler	1,75,17,173	1,60,27,411	9%
Three-wheeler	11,65,699	783257	49%
Passenger vehicles	39,48,143	3640399	8%
Commercial vehicles	10,07,006	960655	5%
Tractor	8,92,313	829639	8%
Total	24530334	22241361	10%

ii. This would result in an incremental impact on Passenger traffic - Cars and Buses along with increase in Commercial traffic – trucks, cargo trailers etc. iii. The Centre looking to fix a "moderate but realistic" highway construction target of 12,000-13,000 km for FY25. iv. Though Road business faces threats of parallels roads being constructed across current existing roads infrastructure, the same would not impact the Companys roads business with current growth in India Economy and Vehicular growth resulting in increase in traffic. v. Initially, NHAI plans to integrate the GNSS-based ETC system with the existing FASTag ecosystem through a hybrid model, with both RFID-based and GNSS-based ETC operating simultaneously. Subsequently, dedicated GNSS lanes will be introduced at toll plazas, allowing vehicles with GNSS-based ETC to pass freely and will remove toll plaza completely resulting in lower operations and maintenance cost for Roads business.

2. Power Distribution business

The Electricity (Amendment) Bill, 2022 which is currently pending for approval by Parliament is expected to bring remarkable change in the industry sector. The following are the Key Highlights of the Bill.

The Electricity Act, 2003 permits more than one distribution licensee (discom) to operate in the same area. They are required to supply electricity through their own network. The Bill removes this requirement and now a network-owning discom will be required to provide open and non-discriminatory access to its network to other discoms.

The power and associated costs from existing power purchase agreements (PPAs) will be shared among all discoms in an area.

The State Commission will determine the floor and ceiling tariffs for retail supply, if there is more than one discom in an area.

The State government will set up a Cross-subsidy Balancing Fund to deposit surplus of cross-subsidy with one discom and to provide for any deficit with another discom in the same or any other area.

The Bill provides for a payment security mechanism to ensure timely payment to generation companies.

This provides an opportunity for Reliance Infra to exploit new markets for power distribution across India with its current experience in Power Distribution business. However, the same also poses a threat of competition from the new entrants to the Companys existing Power Distribution business.

Outlook

Indias Infrastructure forms an integral part of the countrys economic ecosystem. There has been a significant shift in the industry that is leading to the development of world-class facilities across the country in the areas of roads, waterways, railways, airports, and ports, among others. The country-wide smart cities programmes have proven to be industry game-changers. Given its critical role in the growth of the nation, the infrastructure sector has experienced a tremendous boom because of Indias necessity and desire for rapid development. The expansion has been aided by urbanisation and an increase in foreign investment in the sector.

The infrastructure sector has become the biggest focus area for the Government of India. Indias GDP is expected to grow by 8% over the next three fiscal years, one of the quickest rates among major, developing economies.

In Interim Budget 2024-25, capital investment outlay for infrastructure has been increased by 11.1% to 11.11 lakh crore (US$ 133.86 billion), which would be 3.4 % of GDP. Starting with 6,835 projects, the National Infrastructure Pipeline project count now stands at 9,142 projects covering 34 sub-sectors, as per news reports. Under the initiative, 2476 projects are under the development phase with an estimated investment of US$ 1.9 trillion. Nearly half of the under-development projects are in the transportation sector, and 3,906 are in the roads and bridges sub-sector. To conclude it is envisaged that development of infrastructure shall have a multiplier effect on the growth of our countrys economy and is expected to increase the overall commercial and entrepreneur opportunities.