R'--~~L~~J- . Murli Manohar Purohit Vice President - Company Secretary & Compliance Officer
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Reliance Centre, Near Prabhat Colony, Off Western Express Reliance Power Limited Highway, Santacruz (East) CIN: L40101MH1995PLC084687 Murnbai - 400055, India Tel: +912243031000 Fax: +91 22 4303 3662 www.reliancepower.co.in May 30,2020 SSE Limited National Stock Exchange of India Ltd Phiroze Jeejeebhoy Towers Exchange Plaza, C-1, Block G Dalal Street, Fort Bandra-Kurla Complex, Bandra (East) Mumbai 400 001 Mumbai 400 051 SSE Scrip Code: 532939 NSE Symbol: RPOWER Dear Sir(s), Sub: Notice of 26t h Annual General Meeting and Annual Report 2019-20 The Annual Report for the financial year 2019-20, including the Notice convening 26th Annual General Meeting of the members of the Company scheduled to be held on Tuesday, June 23, 2020 at 01:30 p.m (1ST) through Video Conferencing (VC) / Other Audio Visual Means (OAVM) is enclosed. The Company will provide to its members the facility to cast their vote(s) on all resolutions set out in the Notice by electronic means ('e-voting'). The detailed process to join meeting through VC / OAVM and e-voting, is set out in Notice. Thanking you. Yours faithfully, For Reliance Power Limited r'--~~L~~J- . Murli Manohar Purohit Vice President - Company Secretary & Compliance Officer Encl. : As above. Registered Office: Reliance Centre, Ground Floor, 19 Walchand Hirachand Marg, Ballard Estate, Mumbai 400001 Power Annual Report 2019-20 Padma Vibhushan Shri Dhirubhai H. Ambani (28th December, 1932 - 6th July, 2002) Reliance Group - Founder and Visionary Reliance Power Limited Board of Directors Contents Page No. Shri Anil Dhirubhai Ambani - Chairman Notice of Annual General Meeting ..............................................4 Shri Sateesh Seth Directors’ Report ............................................................................8 Shri K. Ravikumar Shri D. J. Kakalia Management Discussion and Analysis ...................................... 18 Smt. Rashna Khan Business Responsibility Report .................................................. 23 Shri K. Raja Gopal - Whole-time Director & Chief Executive Officer Corporate Governance Report ................................................... 31 Key Managerial Personnel Certificate on Corporate Governance by practicing Company Secretary ................................................... 46 Shri Sandeep Khosla - Chief Financial Officer Shri Murli Manohar Purohit - Company Secretary & Investor Information ................................................................... 48 Compliance Officer Independent Auditors’ Report on the Auditors Financial Statement ................................................................... 56 M/s. Pathak H. D. & Associates LLP Balance Sheet ............................................................................. 62 Statement of Profit and Loss .................................................... 63 Registered Office Reliance Centre, Ground Floor, Statement of Changes in equity ............................................... 64 19, Walchand Hirachand Marg, Ballard Estate, Mumbai 400 001 Cash Flow Statement ................................................................. 66 CIN: L40101MH1995PLC084687 Tel : +91 22 4303 1000, Fax: +91 22 4303 3662 Notes to the Standalone Financial Statement ........................ 68 E-mail: [email protected] Website: www.reliancepower.co.in Independent Auditors’ Report on the Consolidated Financial Statement ..........................................111 Registrar and Transfer Agent KFin Technologies Private Limited Consolidated Balance Sheet ....................................................116 Unit: Reliance Power Limited Karvy Selenium, Tower – B, Plot No. 31 & 32 Consolidated Statement of Profit and Loss ...........................117 Survey No. 116/22, 115/24, 115/25 Financial District, Nanakramguda Consolidated Statement of Changes in equity ......................118 Hyderabad 500 032 Website : www.kfintech.com Consolidated Cash Flow Statement ........................................120 Investor Helpdesk Notes to the Consolidated Financial Statement ...................122 Toll free no. (India) : 1800 4250 999 Statement containing salient features of the Tel. no. : +91 40 6716 1500 financial statement of subsidiaries / associates companies / joint ventures ...................................188 Fax no. : +91 40 6716 1791 E-mail : [email protected] 26th Annual General Meeting on Tuesday, June 23, 2020 at 1.30 p.m. through Video Conferencing (VC) / Other Audio Visual Means (OAVM) The Annual Report can be accessed at www.reliancepower.co.in 3 Reliance Power Limited Notice Notice is hereby given that the 26th Annual General Meeting Notes: of the Members of Reliance Power Limited will be held on 1. Statement pursuant to Section 102(1) of the Companies Tuesday, June 23, 2020 at 01:30 P.M (IST) through Video Act, 2013 (“Act”), in respect of the Special Business to Conferencing (VC) / Other Audio Visual Means (OAVM), to be transacted at the Annual General Meeting (“AGM”) transact the following business: is annexed hereto. Ordinary Business: 2. In view of the continuing Covid-19 pandemic, the 1. To consider and adopt: Ministry of Corporate Affairs (“MCA”) has vide its circular dated May 5, 2020 read with circulars dated a) the audited financial statement of the Company April 8, 2020 and April 13, 2020 (collectively referred for the financial year ended March 31, 2020 and to as “MCA Circulars”) permitted the holding of the the reports of the Board of Directors and Auditors “AGM” through Video Conferencing (VC) / Other Audio thereon, and Visual Means (OAVM), without the physical presence of the Members at a common venue. Accordingly, in b) the audited consolidated financial statement of compliance with the provisions of the Act, SEBI (Listing the Company for the financial year ended March Obligations and Disclosure Requirements) Regulations, 31, 2020 and the report of the Auditors thereon. 2015 (“SEBI Listing Regulations”) and MCA Circulars, the AGM of the Company is being held through 2. To appoint a Director in place of Shri Sateesh Seth VC / OAVM. (DIN: 00004631), who retires by rotation under the provisions of the Companies Act, 2013 and being 3. The AGM is being held pursuant to the MCA Circulars eligible, offers himself for re-appointment. through VC / OAVM, physical attendance of Members has been dispensed with. Accordingly, the facility for Special Business: appointment of proxies will not be available for the AGM and hence the Proxy Form and Attendance Slip 3. Payment of remuneration to Cost Auditors for the are not annexed to this Notice. financial year ending March 31, 2021 4. Corporate Members are required to send a scanned To consider and, if thought fit, to pass the following copy (PDF/JPG Format) of its Board or governing resolution as an Ordinary Resolution: body Resolution/Authorization, etc., authorizing its representative to attend the AGM through VC / OAVM “RESOLVED THAT pursuant to the provisions of on its behalf and to vote through remote e-voting to Section 148 and other applicable provisions, if any, of the M/s. KFin Technologies Private Limited (Kfintech) the Companies Act, 2013 (the ‘Act’) and the relevant the Registrar and Transfer Agents, by email through its Rules made thereunder (including any statutory registered email address to [email protected]. modification(s) or re-enactment(s) thereof, for the time being in force), M/s. V.J. Talati & Co., Cost Accountants 5. In compliance with the aforesaid MCA Circulars (Firm Registration No. R00213) appointed as the Cost and SEBI Circular dated May 12, 2020, Notice of Auditors in respect of its 45 MW Wind farm Power the AGM along with the Annual Report 2019-20 Project at Vashpet, Dist. Sangli, Maharashtra, for is being sent only through electronic mode to those the financial year ending March 31, 2021, be paid a Members whose email addresses are registered remuneration of ` 15,000/- (Rupees fifteen thousand with the Company or CDSL / NSDL (“Depositories”). only) excluding applicable taxes and out of pocket Members may note that the Notice and Annual Report expenses, if any; 2019-20 will also be available on the Company’s website www.reliancepower.co.in, websites of the Stock RESOLVED FURTHER THAT the Board of Directors of Exchanges i.e. BSE Limited and National Stock the Company be and is hereby authorised to do all acts Exchange of India Limited at www.bseindia.com and and take all such steps as may be necessary, proper or www.nseindia.com respectively, and on the website of expedient to give effect to this resolution.” Kfintech at www.kfintech.com. 6. Members whose email address are not registered can register the same in the following manner: By Order of the Board of Directors Murli Manohar Purohit a. Members holding share(s) in physical mode Company Secretary & Compliance Officer can register their e-mail ID on the Company’s website at https://www.reliancepower.co.in/ web/reliance-power/shareholder-registration by Registered Office: providing the requisite details of their holdings Reliance Centre, Ground Floor, and documents for registering their e-mail 19, Walchand Hirachand Marg, address; and Ballard Estate, Mumbai - 400001 b. Members holding share(s) in electronic mode are CIN: L40101MH1995PLC084687 requested to register / update their e-mail address Website: www.reliancepower.co.in with their respective Depository Participants (“DPs”) for receiving all communications from the May 08, 2020 Company electronically. 4 Reliance Power Limited Notice 7. The Company has engaged