CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Corporate Governance Report OVERVIEW REVIEW STATEMENTS
highest standards of ethics. It has before exceptional items 23.7%. The of the Board while nurturing a culture thus become crucial to foster and financial markets have endorsed our where the Board works harmoniously sustain a culture that integrates all sterling performance and the market for the long-term benefit of the “Between my past, the present and the future, there is one common factor: components of good governance by capitalisation has increased by CAGR Company and all its stakeholders. The carefully balancing the inter-relationship of 31.5% during the same period. In Chairman guides the Board for effective Relationship and Trust. This is the foundation of our growth.” among the Board of Directors, Board terms of distributing wealth to our governance in the Company. Committees, Finance, Compliance & shareholders, apart from having a Shri Dhirubhai H. Ambani The Chairman takes a lead role in Assurance teams, Auditors and the track record of uninterrupted dividend Founder Chairman managing the Board and facilitating Senior Management. Our employee payout, we have also delivered effective communication among satisfaction is reflected in the stability consistent unmatched shareholder Directors. The Chairman actively works of our senior management, low attrition returns since listing. The result of our with the Human Resources, Nomination across various levels and substantially initiative is our ever widening reach and Remuneration Committee to higher productivity. Above all, we feel and recall. Our shareholder base has plan the Board and Committees’ honoured to be integral to India’s social grown from 52,000 after the IPO composition, induction of directors to development. Details of several such to a consolidated present base of the Board, plan for directors’ succession K. Sethuraman Savithri Parekh Jyoti Jain Sridhar Ratnesh initiatives are available in the Report on around 30 lakh. and provide constructive feedback Kothandaraman Rukhariyar Corporate Social Responsibility. For decades, RIL is growing in step and advice on performance evaluation At RIL, we believe that as we move with India’s industrial and economic to directors. The Company Secretary closer towards our aspirations of being development. The Company has assists the Chairman in management a global corporation, our Corporate helped transform the Indian economy of the Board’s administrative activities Governance standards must be with large projects and world-class such as meetings, schedules, agenda, globally benchmarked. Therefore, execution. The quest to help elevate communications and documentation. we have institutionalised the right India’s quality of life continues and building blocks for future growth. is unabated. It emanates from a Ethics / Governance Policies “Corporate Governance is an interplay between people, The building blocks will ensure that fundamental article of faith: ‘What is At RIL, we strive to conduct our we achieve our ambition in a prudent good for India is good for Reliance’. business and strengthen our processes, performance and purpose. Our Values and and sustainable manner. RIL not only We believe, Corporate Governance is relationships in a manner that is adheres to the prescribed Corporate not just a destination, but a journey to dignified, distinctive and responsible. Behaviours form the bed rock of our Corporate Governance. Governance practices as per the Listing constantly improve sustainable value We adhere to ethical standards Regulations, but is also committed to creation. It is an upward-moving target to ensure integrity, transparency, At RIL, we work towards building an environment of Trust, sound Corporate Governance principles that we collectively strive towards independence and accountability and practices. It constantly strives achieving. Our multiple initiatives in dealing with all the stakeholders. Transparency and Accountability focusing on the long-term to adopt emerging best practices towards maintaining the highest Therefore, we have adopted various being followed worldwide. It is our standards of governance are detailed codes and policies to carry out our and supporting more inclusive societies.” endeavour to achieve higher standards in this Report. duties in an ethical manner. Some of and provide oversight and guidance these codes and policies are: This report is prepared in accordance that sound governance system, based governance practices stem from the to the management in strategy Appropriate Governance with the provisions of the Securities on relationship and trust, is integral to dynamic culture and positive mindset • Code of Conduct and Our Code implementation, risk management and Structure with defined Roles and Exchange Board of India creating enduring value for all. We have of the organisation. We are committed • Code of Conduct for Prohibition of fulfilment of stated goals and objectives. and Responsibilities (Listing Obligations and Disclosure a defined policy framework for ethical to meet the aspirations of all our Insider Trading Requirements) Regulations, 2015 conduct of businesses. We believe stakeholders. This is demonstrated Over the years, we have strengthened The Company has put in place an • Code of Practices and Procedures for (Listing Regulations) and the report that any business conduct can be in shareholder returns, high credit governance practices. These practices internal governance structure with Fair Disclosure of Unpublished Price contains the details of Corporate ethical only when it rests on the six core ratings, awards and recognitions, define the way how business is defined roles and responsibilities of Sensitive Information Governance systems and processes values viz. Customer Value, Ownership governance processes and an conducted and value is generated. every constituent of the system. The • Business Partner Code of Conduct at Reliance Industries Limited (RIL Mind-set, Respect, Integrity, One Team entrepreneurial performance focussed Stakeholders’ interests are taken into Company’s shareholders appoint • Health, Safety and Environment Policy or the Company). and Excellence. work environment. Additionally, our account, before making any business the Board of Directors, which in turn • Vigil Mechanism and customers have benefited from high decision. RIL has the distinction of governs the Company. The Board Whistle-blower Policy At RIL, Corporate Governance is Statement on Company’s quality products delivered at extremely consistently rewarding its shareholders has established various Committees • Prevention of Sexual Harassment of all about maintaining a valuable Philosophy on Code of competitive prices. for over four eventful decades from to discharge its responsibilities in an Women at Workplace Policy relationship and trust with all the Governance Initial Public Offer (IPO). Since then, RIL effective manner. The Chairman and • Corporate Social Responsibility Policy stakeholders. We consider stakeholders The essence of Corporate Governance has moved from one big idea to another Managing Director (CMD) provides • Policy for selection of Directors and as partners in our success and Corporate Governance encompasses lies in promoting and maintaining and these milestones continue to fuel its overall direction and guidance to the determining Directors’ independence remain committed to maximising a set of systems and practices to integrity, transparency and relentless pursuit of ever-higher goals. Board. In the operations and functioning • Remuneration Policy for Directors, stakeholders’ value, be it Customers, ensure that the Company’s affairs are accountability in the management’s of the Company, the CMD is assisted Key Managerial Personnel and Local Communities, Employees, being managed in a manner which higher echelons. The demands On standalone basis, we have grown by four Executive Directors and a core other employees Suppliers & Distributors, Trade Unions, ensures accountability, transparency of Corporate Governance require by a Compounded Annual Growth Rate group of senior level executives. • Dividend Distribution Policy NGOs, Investors & Shareholders and fairness in all transactions in professionals to raise their competence (CAGR) of Revenues 21.3%, Earnings • Policy for determining and Government & Regulatory the widest sense. The objective is and capability levels to meet the Before Interest, Tax, Depreciation The Chairman is responsible for Material Subsidiaries Authorities. This approach to value to meet stakeholders’ aspirations expectations in managing the enterprise and Amortisation (EBITDA) before fostering and promoting the integrity • Policy on Subsidiary Governance creation emanates from RIL’s belief and societal expectations. Good and its resources effectively with the exceptional items 22.8% and Net Profit
178 Reliance Industries Limited Integrated Annual Report 2020-21 179 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Corporate Governance Report OVERVIEW REVIEW STATEMENTS
• Policy on Materiality of Related Party The Compliance Function ensures and financial risk mitigations and Secretary and the Joint Company provide guidance to the Directors and sustainably elevating the Company’s Transactions and on dealing with compliance activities related to the governance practices. Secretary. The Company Secretary to facilitate convening of meetings. The value creation. The Company has Related Party Transactions Financial, Operational and People • The Group has an independent plays a key role in ensuring that the Company Secretary interfaces between defined guidelines and an established • Policy for Performance Evaluation Management Systems of the various Internal Audit Function that provides Board (including its Committees the management and regulatory framework for the meetings of the Board of Independent Directors, group entities. This includes various risk-based assurance across all thereof) procedures are followed and authorities for governance matters. and its Committees. These guidelines Board, Committees and other statutes such as industrial and labour material areas of Group Risk and regularly reviewed. The Company seek to systematise the decision-making individual Directors laws, taxation laws, corporate and Compliance exposures. Secretary ensures that all relevant Board of Directors process at the meetings of the Board • Policy on determination and securities laws, health, safety and • The Company undergoes information, details and documents Board Leadership and its Committees in an informed and disclosure of Materiality of Events and environmental laws, etc. All compliance quarterly secretarial compliance are made available to the Directors At RIL, it is our belief that an enlightened efficient manner. Information and Web Archival Policy activities are supported by a robust certification from an independent and senior management for effective Board consciously creates a culture Board Composition and • Policy for Preservation of Documents online compliance monitoring system company secretary who is in decision-making at the meetings. of leadership to provide a long-term Category of Directors • Group Risk Management Policy (iRCMS) to ensure ongoing compliance. whole-time practice. The Company Secretary is primarily vision and policy approach to improve The Company’s policy is to maintain an • Materiality Policy for The ongoing effectiveness of • The Company has appointed an responsible to assist and advice the the quality of governance. The Board’s optimum combination of Executive and Commodity Exposure compliance management activities is independent firm of Chartered Board in the conduct of affairs of the actions and decisions are aligned Non-Executive Directors. • Commodity and Freight Risk reviewed independently by the Group Accountants to conduct concurrent Company, to ensure compliance with with the Company’s best interests. Management Policy Audit Function. audit of share transfer and other applicable statutory requirements, to The Board is committed to the goal of • Foreign Exchange and Derivatives incidental functions carried out by the The combination of independent Risk Management Policy Registrar and Transfer Agents. The composition of the Board, Category, DIN and shareholding of Directors are as follows: governance, assurance and oversight • Investment Governance Policy structures, combined with automated Director No. of equity shares held as on • Data Privacy Policy RIL’s Integrated Reporting Sr. risk management, controls and Name of the Director Category Identification March 31, 2021 • Group Information Security Policy No. compliance monitoring, ensures RIL published its maiden Integrated Number (DIN) (Fully paid-up) (Partly paid-up) • Intellectual Property Policy robustness and integrity of financial Annual Report in the FY 2016‑17 1 Mukesh D. Ambani* Chairman and Managing Director 00001695 75,00,000 5,52,020 • Anti-Bribery and Anti- 2 Yogendra P. Trivedi 00001879 60,400 4,026 reporting, management of internal aligned with the International Corruption Policy 3 Prof. Dipak C. Jain 00228513 - - controls and ensures compliance Integrated Reporting Council’s • Anti Money Laundering Procedure 4 Dr. Raghunath A. Mashelkar 00074119 - - with statutory laws, regulations (IIRC)
180 Reliance Industries Limited Integrated Annual Report 2020-21 181 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Corporate Governance Report OVERVIEW REVIEW STATEMENTS
Code of Conduct A declaration on confirmation of Core Skills / Expertise / Name of the Director Area of Expertise The Board provides and evaluates compliance of the Code of Conduct, Competencies available with the Company’s strategic direction, The Company has in place a • Leadership / Operational experience signed by the Company’s Chairman the Board management policies and their comprehensive Code of Conduct and • Strategic Planning and Managing Director is published effectiveness and ensures that Our Code (the Codes) applicable to The Board comprises of qualified • Industry Experience, Research & Development and Innovation in this Report. Hital R. Meswani shareholders’ long-term interests the Directors and employees. The members who possess required skills, • Global Business are being served. Codes give guidance and support Succession Planning expertise and competencies that allow • Financial, Regulatory / Legal & Risk Management needed for ethical conduct of business them to make effective contributions to • Corporate Governance The Board has constituted seven main and compliance of law. The Codes The Company believes that sound the Board and its Committees. • Leadership / Operational experience Committees, viz. Audit Committee, reflect the core values of the Company succession plans for the senior • Strategic Planning Human Resources, Nomination leadership are very important for The following skills / expertise / • Industry Experience, Research & Development and Innovation viz. Customer Value, Ownership P. M. S. Prasad and Remuneration Committee, competencies have been identified • Global Business Mind‑set, Respect, Integrity, One Team creating a robust future for the Stakeholders’ Relationship Committee, for the effective functioning of the • Financial, Regulatory / Legal & Risk Management and Excellence. Company. The Human Resources, Corporate Social Responsibility Company and are currently available • Corporate Governance Nomination and Remuneration and Governance Committee, Risk A copy of the Code of Conduct with the Board: • Leadership / Operational experience Committee work along with the Human Management Committee, Health, and Our Code are available on the Pawan Kumar Kapil • Industry Experience, Research & Development and Innovation Resource team of the Company for a • Leadership / Operational experience Safety and Environment Committee and website of the Company. The Codes • Financial, Regulatory / Legal & Risk Management structured leadership succession plan. • Strategic Planning Finance Committee and is authorised to have been circulated to the Directors • Industry Experience, Research & constitute other functional Committees, and Senior Management Personnel Development and Innovation law and that he / she is not aware of any from time to time, depending on and its compliance is affirmed Selection of • Global Business circumstance or situation, which exist business needs. by them annually. Independent Directors • Financial, Regulatory / Legal & or may be reasonably anticipated, that The Company’s internal guidelines for Risk Management Considering the requirement of skill could impair or impact his / her ability Board / Committee meetings facilitate • Corporate Governance sets on the Board, eminent people to discharge his / her duties with an decision-making process at its meetings having an independent standing in objective independent judgement and their respective field / profession in an informed and efficient manner. While all the Board members possess the skills identified, their area of core expertise is given below: without any external influence. and who can effectively contribute Number of Board Meetings In the opinion of the Board, the Name of the Director Area of Expertise Name of the Director Area of Expertise to the Company’s business and Eight Board meetings were held policy decisions are considered by Independent Directors fulfil the • Leadership / Operational experience • Leadership / Operational experience during the financial year, as against the conditions specified in the Listing • Strategic Planning • Strategic Planning the Human Resources, Nomination statutory requirement of four meetings. Raminder Singh Regulations and are independent of • Industry Experience, Research & • Financial, Regulatory / Legal & and Remuneration Committee, for The details of Board meetings are Gujral the management. Development and Innovation Risk Management appointment, as an Independent given below: Mukesh D. Ambani Director on the Board. The Committee • Global Business • Corporate Governance Meetings of Independent inter alia considers qualification, No. of • Financial, Regulatory / Legal & • Leadership / Operational experience Board Directors Date Directors Risk Management • Strategic Planning positive attributes, area of expertise Strength Present • Corporate Governance • Global Business and number of Directorship(s) and The Company’s Independent Directors Dr. Shumeet Banerji • Leadership / Operational experience • Financial, Regulatory / Legal & Membership(s) held in various met four times during the financial April 2, 2020 14 14 • Industry Experience, Research & Risk Management committees of other companies by year 2020-21. Such meetings were April 18, 2020 14 13 Development and Innovation • Corporate Governance Yogendra P. Trivedi such persons in accordance with the conducted to enable the Independent April 30, 2020 14 14 • Financial, Regulatory / Legal & • Leadership / Operational experience Company’s Policy for Selection of Directors to discuss matters pertaining Risk Management July 14, 2020 14 14 • Strategic Planning Directors and determining Directors’ to the Company’s affairs and put • Corporate Governance July 30, 2020 14 13 Arundhati • Global Business independence. The Board considers forth their views. • Leadership / Operational experience Bhattacharya • Financial, Regulatory / Legal & October 30, 2020 14 14 the Committee’s recommendation and • Strategic Planning Risk Management takes appropriate decision. Board Meetings, Committee January 22, 2021 14 14 • Industry Experience, Research & • Corporate Governance Prof. Dipak C. Jain Meetings and Procedures March 26, 2021 14 14 Development and Innovation • Leadership / Operational experience Every Independent Director, at the first • Global Business • Strategic Planning meeting of the Board in which he / she Institutionalised • Corporate Governance K. V. Chowdary • Financial, Regulatory / Legal & participates as a Director and thereafter decision-making process • Leadership / Operational experience Risk Management at the first meeting of the Board in The Board of Directors is the apex • Strategic Planning • Corporate Governance every financial year, gives a declaration body constituted by shareholders • Industry Experience, Research & • Leadership / Operational experience Dr. Raghunath A. that he / she meets the criteria of for overseeing the Company’s Development and Innovation Nita M. Ambani • Strategic Planning Mashelkar independence as provided under the overall functioning. • Financial, Regulatory / Legal & • Corporate Governance Risk Management • Leadership / Operational experience • Corporate Governance • Strategic Planning • Leadership / Operational experience • Industry Experience, Research & • Strategic Planning Development and Innovation Nikhil R. Meswani • Industry Experience, Research & • Global Business Development and Innovation Adil Zainulbhai • Financial, Regulatory / Legal & • Global Business Risk Management • Financial, Regulatory / Legal & • Corporate Governance Risk Management • Corporate Governance
182 Reliance Industries Limited Integrated Annual Report 2020-21 183 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Corporate Governance Report OVERVIEW REVIEW STATEMENTS
Attendance of Directors at Board Meetings, last Annual General Meeting (AGM) and no. of other Committees Directorship(s) and Chairmanship(s) / Membership(s) of Committees of each Director in various Details of the Committees and other related information are provided hereunder: companies: Composition of Committees of the Company:
Attendance at No. of other Directorship in other listed company(ies) and No. of Membership(s) Audit Committee Human Resources, Nomination and Remuneration Committee meetings during Directorship(s) category of directorship as on 31-03-2021 / Chairmanship(s) of 1. Yogendra P. Trivedi 1. Adil Zainulbhai FY 2020-21 as on committees in other (Chairman of the Committee) (Chairman of the Committee) Name of the Director 31-03-2021 company(ies) as on 31-03-2021 2. Dr. Raghunath A. Mashelkar 2. Yogendra P. Trivedi 3. Adil Zainulbhai 3. Dr. Raghunath A. Mashelkar Board AGM (1) (2) 4. Raminder Singh Gujral 4. Raminder Singh Gujral Mukesh D. Ambani 8 Yes 4 Nil Nil 5. K. V. Chowdary 5. Dr. Shumeet Banerji Yogendra P. Trivedi 8 Yes 4 1. Zodiac Clothing Company Limited – 3 (including 6. K. V. Chowdary Independent Director 2 as Chairman) Stakeholders’ Relationship Committee Corporate Social Responsibility and Governance Committee 2. The Supreme Industries Limited – 1. Yogendra P. Trivedi 1. Yogendra P. Trivedi Independent Director (Chairman of the Committee) (Chairman of the Committee) 3. Emami Limited – Independent Director 2. Arundhati Bhattacharya 2. Dr. Raghunath A. Mashelkar Prof. Dipak C. Jain 8 Yes 3 Nil 2 3. K. V. Chowdary 3. Dr. Shumeet Banerji Dr. Raghunath A. Mashelkar 8 Yes 6 1. Godrej Agrovet Limited – Nil 4. Nikhil R. Meswani 4. Nikhil R. Meswani Independent Director 5. Hital R. Meswani Adil Zainulbhai 8 Yes 7 1. Cipla Limited – Independent Director 8 (including Risk Management Committee Health, Safety and Environment Committee 5 as Chairman) 2. Network18 Media & Investments Limited – 1. Adil Zainulbhai 1. Hital R. Meswani Independent Director (Chairman of the Committee) (Chairman of the Committee) 3. TV18 Broadcast Limited – 2. Dr. Shumeet Banerji 2. Dr. Raghunath A. Mashelkar Independent Director 3. K. V. Chowdary 3. Arundhati Bhattacharya 4. Larsen & Toubro Limited – 4. Hital R. Meswani 4. P. M. S. Prasad Independent Director 5. P. M. S. Prasad 5. Pawan Kumar Kapil Raminder Singh Gujral 8 Yes 5 1. Adani Power Limited – 3 (including 6. Alok Agarwal Independent Director 2 as Chairman) (Chief Financial Officer) 2. Adani Green Energy Limited – 7. Srikanth Venkatachari Independent Director (Joint Chief Financial Officer) Dr. Shumeet Banerji 7 Yes 3 Nil Nil Finance Committee Arundhati Bhattacharya 8 Yes 2 Nil Nil 1. Mukesh D. Ambani (Chairman of the Committee) K. V. Chowdary 7 Yes 3 1. CCL Products (India) Limited – 4 2. Nikhil R. Meswani Independent Director 3. Hital R. Meswani 2. Divi’s Laboratories Limited – The composition of the Committees is in accordance with the provisions of the Listing Regulations and the Companies Act, 2013. Independent Director 3. Tata Motors Limited –Independent Director K. Sethuraman, Group Company Secretary and Chief Compliance Officer and Savithri Parekh, Joint Company Secretary and Nita M. Ambani 8 Yes 2 1. EIH Limited – Non-Executive Director Nil Compliance Officer, are the secretaries of all the Committees constituted by the Board. Nikhil R. Meswani 8 Yes 2 Nil 1 (as Chairman) Meetings of Committees held during the year and directors’ attendance: Hital R. Meswani 8 Yes 5 Nil 1 (as Chairman) Human Resources, Corporate Social Stakeholders’ Health, Safety P. M. S. Prasad 8 Yes 6 1. Network18 Media & Investments Limited – 4 Audit Nomination and Responsibility Risk Management Committees of the Company Relationship and Environment Committee Remuneration and Governance Committee Non-Executive Director Committee Committee Committee Committee 2. TV18 Broadcast Limited – Meetings held 11 5 4 4 4 4 Non‑Executive Director Directors’ Attendance Pawan Kumar Kapil 8 Yes 1 Nil Nil Mukesh D. Ambani * * * * * * (1) T he Directorships, held by the Directors as mentioned above, do not include Directorship(s) in foreign companies and Section 8 companies under Yogendra P. Trivedi 11 5 4 4 * * the Companies Act, 2013. Prof. Dipak C. Jain * * * * * * (2) I n accordance with Regulation 26 of the Listing Regulations, Membership(s) / Chairmanship(s) of only Audit Committee and Stakeholders’ Dr. Raghunath A. Mashelkar 11 5 4 * 4 * Relationship Committee in all public limited companies have been considered. Adil Zainulbhai 11 5 * * * 4 During the year, all the meetings were held through video conference. Raminder Singh Gujral 11 5 * * * * The number of Directorship(s) and Committee Membership(s) / Chairmanship(s) of all Directors is / are within the respective limits prescribed under Dr. Shumeet Banerji * 5 4 * * 4 the Companies Act, 2013 and the Listing Regulations. Arundhati Bhattacharya * * * 4 4 * K. V. Chowdary 10 5 * 4 * 4 Nita M. Ambani * * * * * * Nikhil R. Meswani * * 4 3 * * Hital R. Meswani * * * 4 4 3 P. M. S. Prasad * * * * 4 4 Pawan Kumar Kapil * * * * 4 * * Not a member of the Committee
184 Reliance Industries Limited Integrated Annual Report 2020-21 185 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Corporate Governance Report OVERVIEW REVIEW STATEMENTS
Procedure at Committee Meetings are permanent invitees to the Audit • Review Human Resource policies As on March 31, 2021, no complaints Risk Management Committee The meetings were held on April 30, The Company’s guidelines relating Committee meetings held quarterly, and overall human resources were outstanding. The terms of reference of the 2020; September 29, 2020; November to the Board meetings are applicable to approve financial statements. The of the Company. Committee is available on the website 19, 2020; March 11, 2021 and The response time for attending to to the Committee meetings. The representatives of Statutory Auditors, of the Company. March 26, 2021. The detailed terms of reference of the investors’ correspondence during composition and terms of reference of Executives from Accounts department, Committee is available on the website financial year 2020-21 is as under: Meeting Details all the Committees are in compliance Finance department, Corporate Performance Evaluation of the Company. Four meetings of the Committee with the Companies Act, 2013 and Secretarial department and Internal Criteria for Directors Particulars No. % were held during the financial year, as the Listing Regulations, as applicable. Audit department attend the Audit The Chairman of the Committee was Total number of 3,41,445 100.00 against statutory requirement of one The Human Resources, Nomination During the year, all the recommendations Committee meetings. present at the last Annual General correspondence meeting. The meetings were held on and Remuneration Committee has made by the respective Committees Meeting of the Company held The Lead Cost Auditor attends the Audit received during the April 27, 2020; April 28, 2020; October devised a criteria for evaluation of the were accepted by the Board. Each on July 15, 2020. Committee meeting where cost audit financial year 2020-21 28, 2020 and January 8, 2021. The performance of the Directors including Committee has the authority to engage report is discussed. Meeting Details Replied within 1 to 4 3,41,125 99.91 details of attendance of directors who the Independent Directors. The said outside experts, advisors and counsels days of receipt Five meetings of the Committee were are Committee members are given criteria provides certain parameters to the extent it considers appropriate to The Internal Audit Department of the Replied after 4 320 0.09 held during the financial year, as against in this Report. like attendance, acquaintance with assist in its functioning. Minutes of the Company, co-sourced with professional days of receipt statutory requirement of one meeting. business, communication inter se proceedings of Committee meetings are firms of Chartered Accountants, reports Health, Safety and Environment The meetings were held on April 28, Compliance Officer between board members, effective circulated to the respective Committee directly to the Audit Committee. Committee 2020; August 20, 2020; October 1, K. Sethuraman, Group Company participation, domain knowledge, members and placed before the Board The terms of reference of the The Chairman of the Committee was 2020; October 26, 2020 and January Secretary and Chief Compliance Officer compliance with code of conduct, meetings for noting. The composition of Committee is available on the website present at the last Annual General 14, 2021. The details of attendance and Savithri Parekh, Joint Company vision and strategy, benchmarks all the Committees is given in this Report. of the Company. Meeting of the Company held of Committee members are given Secretary and Compliance Officer, are established by global peers etc., which Details of Committees on July 15, 2020. in this Report. the Compliance Officers for complying Meeting Details is in compliance with applicable laws, Audit Committee with requirements of Securities Laws. Four meetings of the Committee were regulations and guidelines. Meeting Details Stakeholders’ Relationship Terms of Reference of the Committee held during the financial year. The Eleven meetings of the Committee were Committee Corporate Social Responsibility Directors’ Remuneration inter alia include the following: meetings were held on April 25, 2020; held during the financial year, as against The terms of reference of the and Governance Committee • Recommend appointment, August 25, 2020; October 27, 2020 Remuneration Policy the statutory requirement of four Committee is available on the website The terms of reference of the remuneration and terms of and January 13, 2021. The details of The Company’s Remuneration Policy meetings. The meetings were held on of the Company. Committee is available on the website appointment of auditors. attendance of Committee members are for Directors, Key Managerial Personnel April 18, 2020; April 25, 2020; April 30, of the Company. • Approval of payment to statutory The Chairman of the Committee was given in this Report. and other employees is available on the 2020; July 30, 2020; August 31, 2020; auditors, including cost auditors, for present at the last Annual General Meeting Details website of the Company. October 24, 2020; October 30, 2020; Finance Committee any other services rendered by them. Meeting of the Company held Four meetings of the Committee were December 15, 2020; January 16, 2021; The terms of reference of the The Company’s remuneration • Review with the management, the on July 15, 2020. held during the financial year. The January 22, 2021 and March 23, 2021. Committee is available on the website policy is directed towards rewarding quarterly financial statements before meetings were held on April 29, 2020; The details of attendance of Committee Meeting Details of the Company. performance based on review of submission to the Board for approval. August 27, 2020; October 27, 2020 members are given in this Report. Four meetings of the Committee were achievements. The remuneration • Review with the management, the and January 15, 2021.The details of Meeting Details held during the financial year, as against policy is in consonance with existing statement of uses / application of funds. Human Resources, Nomination and attendance of Committee members are Five meetings of the Committee statutory requirement of one meeting. industry practice. • Review and monitor the auditor’s Remuneration Committee given in this Report. were held during the financial year. The meetings were held on April 25, independence, performance and Terms of Reference of the Committee 2020; August 19, 2020; October 21, effectiveness of audit process. inter alia include the following: 2020 and January 11, 2021. The details • Review the findings of any internal • Formulate the criteria for determining Remuneration of the Managing Director and Whole-time Directors for the financial year of attendance of Committee members investigations by the internal qualifications, positive attributes 2020-21 are given in this Report. auditors into matters where there is and independence of a Director and (` in crore) suspected fraud or irregularity or a recommend to the Board a policy, Investor Grievance Redressal Salary and Commission Name of the Director Perquisites Retiral benefits Total Stock Options failure of internal control systems of relating to the remuneration of the The number of complaints received allowances payable a material nature and reporting the Directors, Key Managerial Personnel and resolved to the satisfaction of Mukesh D. Ambani Nil matter to the Board. and other employees. investors during the financial year, (out Nikhil R. Meswani 6.32 0.03 0.37 17.28 24.00 - • Review the functioning of the • Formulate the criteria for evaluation of the investor base of 30 lakh) and their Hital R. Meswani 6.31 0.04 0.37 17.28 24.00 - Whistle-blower mechanism / oversee of performance of the Independent break-up is as under: P. M. S. Prasad 11.65* 0.00 0.34 - 11.99 - the vigil mechanism. Directors and the Board of Directors. Pawan Kumar Kapil 3.81* 0.28 0.15 - 4.24 - No. of Type of Complaints • Review financial statements, in • Devise a policy on Board Diversity. Complaints * includes performance linked incentives for the FY 2019-20 paid in FY 2020-21. particular the investments made by • Identify persons who are qualified to Non-Receipt 76 The tenure of office of the Managing Director and Whole-time Directors is for 5 (five) years from their respective date of the Company’s unlisted subsidiaries. become Directors and who may be of Annual Reports appointed in senior management in appointment and can be terminated by either party by giving three months’ notice in writing. There is no separate provision for The detailed terms of reference of the Non-Receipt of Dividend 87 accordance with the criteria laid down payment of severance fees. Committee is available on the website Non-Receipt of Interest / 3 and to recommend to the Board their Redemption payments of the Company. appointment and / or removal. Transfer of securities 447 General • Recommend to the Board, all Rights Issue related 401 Members of the Audit Committee remuneration, in whatever form, Total 1,014 possess requisite qualifications. The payable to senior management. representatives of Statutory Auditors
186 Reliance Industries Limited Integrated Annual Report 2020-21 187 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Corporate Governance Report OVERVIEW REVIEW STATEMENTS
Remuneration of the Non-Executive Directors for the financial year 2020-21 General Body Meetings
(` in crore) Annual General Meetings Name of the Director Sitting Fee Commission* Total The date, time and venue of the Annual General Meetings held during preceding three years and the special resolution(s) passed thereat, are as follows: Yogendra P. Trivedi 0.36 1.65 2.01 Prof. Dipak C. Jain 0.12 1.65 1.77 Year Date Time Venue Special Resolution(s) Passed Dr. Raghunath A. Mashelkar 0.36 1.65 2.01 Adil Zainulbhai 0.32 1.65 1.97 2019-20 July 15, 2020 02:00 p.m. Held through video No special resolution was passed. Raminder Singh Gujral 0.28 1.65 1.93 conference / other audio visual means. Deemed Dr. Shumeet Banerji 0.24 1.65 1.89 venue was 3rd Floor, Maker Arundhati Bhattacharya 0.20 1.65 1.85 Chambers IV, 222, Nariman 0.34 1.65 1.99 K. V. Chowdary Point, Mumbai – 400 021 Nita M. Ambani 0.08 1.65 1.73 2018-19 August 12, 2019 11:00 a.m. Birla Matushri Sabhagar, 19, i. Re-appoint Shri P. M. S. Prasad as a Whole-time Director Total 2.30 14.85 17.15 Sir Vithaldas Thackersey ii. Re-appoint Shri Raminder Singh Gujral as an Marg, Near Bombay Independent Director * A n additional amount of `50 lakh each, based on the period of office held by Non-Executive Directors during the FY 2019-20, will also be paid. Hospital & Medical Research Centre, New Marine Lines, Mumbai – 400 020 During the year, there were no other Keeping in view good Corporate subsidiaries does not contain any 2017-18 July 5, 2018 11:00 a.m. Birla Matushri Sabhagar, 19, i. Re-appoint Shri Adil Zainulbhai as an Independent Director pecuniary relationships or transactions Governance, Prof. Dipak C. Jain and qualification, reservation, adverse Sir Vithaldas Thackersey ii. Offer or invitation to subscribe to Redeemable Non-Convertible of Non-Executive Directors with the Shri Adil Zainulbhai are also on the Board remark or disclaimer. Marg, Near Bombay Debentures on private placement Company. The Company has not of Reliance Retail Ventures Limited Hospital & Medical Research Post closure of the financial year, RRVL granted any stock options to its Non- (RRVL), an unlisted subsidiary, which is Centre, New Marine Lines, has become a material subsidiary and Executive Directors. statutorily not required to appoint on its Mumbai – 400 020 RGESS has ceased to be a material Board an Independent Director of the subsidiary of the Company. Framework for Monitoring Company. For better administration and Tribunal Convened Meetings Disclosure on materially transactions with the related parties Subsidiary Companies governance, key subsidiary companies The Company monitors performance of As per the directions of Mumbai Bench significant related party as set out in Note 33 of Standalone have voluntarily appointed Independent subsidiary companies, inter alia, by the During the year, Jio Platforms Limited of the Hon’ble National Company Law transactions that may have Financial Statement, forming part of Directors on their respective Boards. following means: (JPL), Reliance Jio Infocomm Limited Tribunal (NCLT), by its Order dated potential conflict with the the Annual Report. The composition and effectiveness of (RJIL), Reliance Retail Limited (RRL) • Financial statements, in particular February 11, 2021, the Company Company’s interests at large Boards of subsidiaries is reviewed by There were no materially significant and Reliance Global Energy Services investments made by subsidiary convened meetings of its Equity the Company periodically. Governance The Company’s major related party related party transactions which could (Singapore) Pte. Limited (RGESS) were companies, are reviewed quarterly by Shareholders, Secured Creditors and framework is also ensured through transactions are generally with its have potential conflict with interest of material subsidiaries of the Company, as the Company’s Audit Committee. Unsecured Creditors, to consider and appointment of Managerial Personnel subsidiaries and associates. The related the Company at large. per the Listing Regulations. • Minutes of Board meetings approve, the Scheme of Arrangement and Secretarial Auditor. A robust party transactions are entered into of subsidiary companies are between Reliance Industries Limited The Company’s Policy on Materiality In terms of the provisions of Regulation compliance management system based on considerations of various placed before the Company’s & its shareholders and creditors and of Related Party Transactions 24(1) of the Listing Regulations, covering all the subsidiaries is also business exigencies, such as synergy Board regularly. Reliance O2C Limited & its shareholders and on dealing with Related Party appointment of one of the Independent in place. Guidance is provided to in operations, sectoral specialisation • A statement containing all significant and creditors. Transactions is available on the website Directors of the Company on the Board subsidiaries on matters relating to and the Company’s long-term strategy transactions and arrangements of the Company. of material subsidiaries was applicable conduct of Board meeting, training Pursuant to the said Order, the meetings for sectoral investments, optimisation only to JPL, RJIL and RRL. Prior to RRL entered into by subsidiary and familiarisation programmes for the of Equity Shareholders, Secured of market share, profitability, Details of non-compliance and RJIL becoming material unlisted companies is placed before the Independent Directors on the Board Creditors and Unsecured Creditors legal requirements, liquidity and by the Company, penalties, subsidiaries of the Company, Prof. Company’s Board. of subsidiaries. were held on March 31, 2021, through capital resources of subsidiaries strictures imposed on the Dipak C. Jain was appointed as an • Presentations are made to video conferencing / other audio and associates. Company by stock exchange Independent Director on the Board of The Company is in compliance the Company’s Board on visual means, in compliance with the or SEBI, or any statutory RRL and Prof. Dipak C. Jain, Shri Adil with Regulation 24A of the Listing business performance of major All the contracts / arrangements / applicable provisions of the Companies authority, on any matter Zainulbhai and Dr. Shumeet Banerji Regulations. The Company’s unlisted subsidiaries of the Company by the transactions entered by the Company Act, 2013 and the Listing Regulations. related to capital markets, were appointed as Independent material subsidiaries undergo senior management. during the financial year with related Secretarial Audit. Copy of Secretarial Voting Results of the aforesaid parties were in its ordinary course of during the last three years Directors on the Board of RJIL and they The Company’s Policy for determining Audit Reports of JPL, RJIL and RRL meetings are available on the website business and on an arm’s length basis. are continuing as such. Shri Raminder Material Subsidiaries is available on the (i) The Securities and Exchange Board are available on the website of the of the Company. Singh Gujral and Dr. Shumeet Banerji website of the Company. During the year, the Company had not of India (SEBI), on August 8, 2014 Company. The Secretarial Audit are appointed as Independent Directors Resolution(s) passed through entered into any contract / arrangement had passed an adjudication order on Report of these unlisted material on the Board of JPL. Postal Ballot: / transaction with related parties a show cause notice issued to the No postal ballot was conducted during which could be considered material Company for alleged non‑disclosure the financial year 2020-21. There is no in accordance with the policy of the of the diluted Earnings per Share immediate proposal for passing any Company on Materiality of Related in the quarterly financial results resolution through postal ballot. Party Transactions and on dealing for the quarters ended June 2007, with Related Party Transactions. The September 2007, December Company has made full disclosure of 2007, March 2008, June 2008 and
188 Reliance Industries Limited Integrated Annual Report 2020-21 189 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Corporate Governance Report OVERVIEW REVIEW STATEMENTS
September 2008 and imposed Court of India. By its order dated The Special Court, Mumbai, vide Means of Communication Company; dematerialisation of shares, Shareholders’ Feedback Survey: The monetary penalty of `13 crore. On an December 17, 2020, the Hon’ble order dated September 30, 2020, updating e-mail, PAN and bank account Company sends feedback form seeking Quarterly results: The Company’s appeal by the Company, the Hon’ble Supreme Court of India directed dismissed SEBI’s complaint as barred details. The Company has also sent a shareholders’ views on various matters quarterly / half-yearly / annual financial Securities Appellate Tribunal, set RIL to deposit `250 crore in by limitation. Against the said order series of focused correspondences to relating to investor services and Annual results are sent to the Stock Exchanges aside SEBI’s order and remanded the Investors’ Protection Fund, of the Special Court, SEBI has filed the allottees of partly paid-up rights Report for improvement in future. and published in ‘Indian Express’, the matter for fresh consideration by subject to the final result of the a revision application before the equity shares whose shares were ‘Financial Express’ and ‘Loksatta’. SEBI. SEBI issued a fresh show cause appeal and stayed the recovery of Hon’ble High Court, Bombay and the credited in a separate demat suspense General Shareholder They are also available on the website notice dated April 5, 2016 in the the balance, inclusive of interest, same is pending. account with the Company, requesting Information of the Company. matter alleging incorrect disclosure pending the appeal. RIL has them to furnish the requisite documents Annual General Meeting Whistle-Blower Policy of the diluted Earnings per Share. complied with the order dated News releases, presentations: Official / information for claiming the said Thursday, June 24, 2021 at 2:00 p.m. The Company filed a reply to the December 17, 2020 of the Hon’ble The Company promotes safe, ethical news releases and official media shares. Further, where the mobile IST through Video Conferencing / Other show cause notice and attended the Supreme Court of India. and compliant conduct of all its releases are generally sent to the Stock numbers of the concerned shareholders Audio Visual Means as set out in the personal hearing on July 26, 2016. Exchanges and are also available on the / allottees were available, the Company (b) In the very same matter, on business activities and has put in place Notice convening the Annual General SEBI appointed new Adjudicating website of the Company. also sent SMS to them. November 21, 2017, SEBI issued a mechanism for reporting illegal or Meeting. Deemed venue of the Meeting Officer (AO). The last hearing before rd show cause notice, inter alia, to unethical behaviour. The Company has Presentations to institutional investors Print / Digital Media: During Rights is 3 Floor, Maker Chambers IV, 222, the AO was held on November 22, the RIL, asking RIL to show cause a Vigil Mechanism and Whistle-blower / analysts: Detailed presentations are Issue, campaigns were run through Nariman Point, Mumbai 400 021. 2018. Further details sought by as to why inquiry should not be policy under which the employees made to institutional investors and print / digital media, creating AO were provided in December Dividend Payment Date held in terms of SEBI (Procedure are encouraged to report violations of financial analysts on the Company’s investor awareness. 2018. After more than 2 years, the Between June 24, 2021 and June 30, for Holding Inquiry and Imposing applicable laws and regulations and the quarterly, half-yearly as well as annual AO sent a letter dated March 19, Chatbot: State of the art Chatbot 2021 for electronic transfer to the Penalties by Adjudicating Officer) Code of Conduct – without fear of any financial results and sent to the Stock 2021 granting an opportunity to application was deployed, during the shareholders who have furnished Rules, 1995 and penalty not be retaliation. The reportable matters may be Exchanges. These presentations, the Company to make additional Rights Issue and the Annual General bank account details to the Company imposed under the provisions disclosed to the Ethics and Compliance video recordings and transcript of submissions and personal hearing in Meeting held in 2020, to provide instant / its Registrar. of the Securities and Exchange Task Force which operates under the meetings are available on the website the matter. The Company has filed automated query resolution / support to Board of India Act, 1992. The supervision of the Audit Committee. of the Company. No unpublished price Physical warrants shall be dispatched additional submissions in the matter. the investors / shareholders. Adjudicating Officer of SEBI Employees may also report violations to sensitive information is discussed in to the shareholders, who have not (ii) (a) On December 16, 2010, SEBI passed an order on January 1, the Chairman of the Audit Committee meeting with institutional investors and NSE Electronic Application Processing registered their ECS mandates. and there was no instance of denial of issued a show cause notice (SCN) 2021 imposing a penalty of `25 financial analysts. System (NEAPS): NEAPS is a web- Financial Year inter alia to the Company (RIL) in crore on RIL. RIL has paid the access to the Audit Committee. The Vigil based application designed by NSE Website: The Company’s website (www. April 1 to March 31 connection with the trades by RIL penalty under protest and has Mechanism and Whistle-blower Policy is for corporates. All periodical and ril.com) contains a separate dedicated in the stock exchanges in 2007 in filed an appeal before the SAT available on the website of the Company. other compliance filings are filed Financial Calendar section ‘Investor Relations’ where the shares of Reliance Petroleum against this order. electronically on NEAPS. (Tentative) Results for the Prevention of Sexual shareholders’ information is available. Limited, then a subsidiary of RIL. quarter ending (iii) SEBI had issued a show cause notice Harassment of Women at BSE Listing Centre (Listing Centre): Hearings were held before the Annual Report: The Annual Report June 30, 2021 – Fourth week of July, 2021 dated November 26, 2015 to the Workplace Listing Centre is a web-based Whole Time Member (WTM) of containing, inter alia, Audited Financial Company alleging that, the Company application designed by BSE for September 30, 2021 – Fourth week SEBI in respect of the SCN. By The Company is committed to provide Statement, Audited Consolidated had not provided the information corporates. All periodical and other of October, 2021 an order dated March 24, 2017, a work environment which ensures that Financial Statement, Board’s Report, sought by SEBI regarding compliance filings are filed electronically the WTM passed the directions: every employee is treated with dignity, Auditors’ Report and other important December 31, 2021 – Fourth week categorisation of the Directors of the on the Listing Centre. (i) prohibiting inter alia RIL from respect and afforded equal treatment. information is circulated to the members of January, 2022 Company as on January 07, 2000. dealing in equity derivatives in Please refer Human Capital section of and others entitled thereto. The SEBI Complaints Redress System The Adjudicating Officer, vide Order March 31, 2022 – Fourth the ‘Futures & Options’ segment Management Discussion and Analysis Management Discussion and Analysis (SCORES): Investor complaints are dated February 28, 2018, disposed week of April, 2022 of stock exchanges, directly or Report, for more details. Report forms part of the Annual Report. processed at SEBI in a centralised of the adjudication proceedings indirectly, for a period of one year The Annual Report is also available in web-based complaints redress system. Annual General Meeting – initiated against the Company from the date of the order; and (ii) Adoption of Mandatory and downloadable form on the website The salient features of this system are June / July, 2022 without imposition of any penalty. Discretionary Requirements to RIL to disgorge an amount of of the Company. centralised database of all complaints, Listing on Stock Exchanges `447.27 crore along with interest (iv) The Company had issued online upload of Action Taken Reports The Company has complied with all Chairman’s Communiqué: A copy of Equity Shares at the rate of 12% per annum debentures with convertible warrants (ATRs) by concerned companies and mandatory requirements of Regulation 34 the Chairman’s speech is sent to all BSE Limited from November 29, 2007 till the in the year 1994 and allotted equity online viewing by investors of actions of the Listing Regulations. The Company the shareholders, whose e-mail IDs Phiroze Jeejeebhoy Towers, Dalal Street, date of payment. In May 2017, shares against the warrants in the taken on the complaints and their has adopted the following discretionary are registered with the Company / Mumbai - 400 001 RIL and the other noticees filed year 2000. In this matter, SEBI had current status. requirements of the Listing Regulations: Depository Participants. The document an appeal before the Securities filed a complaint on July 16, 2020, Scrip Code – 500325 / 890147 Audit Qualification is also available on the website Designated exclusive email-IDs: Appellate Tribunal (SAT) against inter alia against the Company National Stock Exchange of India The Company is in the regime of the Company. The Company has designated the this order. SAT, by a majority order before the Special Court, Mumbai, Limited of unmodified opinions on following email-IDs exclusively for (2:1), dismissed the appeal on for taking cognizance of alleged Letters / e-mails / SMS to Investors: Exchange Plaza, C-1, Block G, financial statements. investor servicing: November 5, 2020 and directed offences under Regulations 3, 5 and The Company addressed various Bandra-Kurla Complex, Bandra (East), RIL to pay the disgorged amount 6 of SEBI (Prohibition of Fraudulent Reporting of Internal Auditor investor-centric letters / e-mails to • For queries on Annual Report: investor. Mumbai - 400 051 within sixty days from the date and Unfair Trade Practices relating The Internal Audit Department of the its shareholders during the year. [email protected]; [email protected] of the order. The appeal of RIL to Securities Market) Regulations, This included reminders for claiming Trading Symbol – Company, co-sourced with professional • For queries in respect of and other noticees has been 1995 and section 77(2) and section unclaimed / unpaid dividend from RELIANCE / RELIANCEPP firms of Chartered Accountants, reports shares in physical mode: admitted by the Hon’ble Supreme 77A of Companies Act, 1956. the Company; claiming shares lying in directly to the Audit Committee. [email protected] ISIN: INE002A01018 / IN9002A01024 unclaimed suspense account with the 190 Reliance Industries Limited Integrated Annual Report 2020-21 191 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Corporate Governance Report OVERVIEW REVIEW STATEMENTS
Global Depository Receipts (GDRs) Commercial Papers Utilisation of funds raised (b) Partly paid-up equity shares Luxembourg Stock Exchange BSE Limited through issue of Non- National Stock Exchange of India Limited (NSE) BSE Limited (BSE) Month 35A Boulevard Joseph II, Phiroze Jeejeebhoy Towers, Dalal Street, Convertible Debentures and High Price (`) Low Price (`) Volume (No.) High Price (`) Low Price (`) Volume (No.) L-1840, Luxembourg Mumbai - 400 001 Rights Issue of equity shares April 2020* ------During the financial year 2020-21, the Overseas Depository Payment of Listing Fees May 2020* ------Company issued on private placement The Bank of New York Mellon Annual listing fee for the financial year June 2020* 895.50 664.40 4,44,62,666 894.15 665.00 31,48,515 basis and allotted, Unsecured Corporation 2021-22 has been paid by the Company July 2020 1,358.70 804.90 8,31,28,462 1,357.95 804.10 73,85,077 Redeemable Non-Convertible 240, Greenwich Street, New to BSE Limited and National Stock August 2020 1,294.90 1,100.00 4,38,97,093 1,299.95 1,110.00 23,97,510 Debentures (NCDs) of face value of York, NY 10286, USA Exchange of India Limited. September 2020 1,470.00 1,171.20 3,38,37,836 1,469.95 1,171.75 29,00,214 `10,00,000/- (Rupees Ten lakh) each, October 2020 1,416.40 1,122.40 2,26,97,74 8 1,417.00 1,122.00 18,61,314 Domestic Custodian Payment of Depository Fees aggregating `24,955 crore in seven November 2020 1,206.70 961.95 3,62,87,730 1,206.50 962.60 36,08,593 ICICI Bank Limited Annual Custody / Issuer fee is being tranches as per the terms of issue of the December 2020 1,139.90 1,000.00 2,33,85,275 1,140.00 1,000.00 18,05,469 Empire Complex, 1st Floor, 414, Senapati paid by the Company within the due respective tranches. Further, the third January 2021 1,224.40 956.65 2,90,48,740 1,224.50 956.60 23,37,273 Bapat Marg, Lower Parel (West), date based on invoices received from tranche of `500 crore was received from February 2021 1,272.00 965.00 2,90,55,000 1,272.00 965.10 18,51,959 Mumbai - 400 013 the Depositories. the holders of partly paid NCDs (Series March 2021 1,333.30 1075.25 3,22,80,601 1,332.50 1,075.50 9,86,476 IA). The funds raised through NCDs [Source: This information is compiled from the data available on the websites of BSE and NSE] Debentures Fees Paid to the Statutory have been utilised for repayment of * The partly paid-up shares were listed on June 15, 2020 BSE Limited Auditors existing borrowings and other purposes Phiroze Jeejeebhoy Towers, Dalal Street, Total fees for all services paid by the Share Price Performance in comparison to broad-based indices – BSE Sensex and NSE Nifty as on in the ordinary course of business. Mumbai - 400 001 Company and its subsidiaries, on a March 31, 2021 consolidated basis, to statutory auditors The funds raised by the Company National Stock Exchange of India RIL Share Performance Sensex RIL Share Performance NIFTY of the Company and other firms in the through Rights Issue, have been on BSE Performance on NSE Performance Limited network entity of which the statutory utilised towards repayment of certain 80.07% 68.01% 79.85% 70.87% Exchange Plaza, C-1, Block G, FY 2020-21 auditors are a part, during the year borrowings of the Company, as stated in 2 Years 46.96% 28.02% 46.94% 26.38% Bandra-Kurla Complex, Bandra (East), ended March 31, 2021, is `59.73 crore. the Letter of Offer. 3 Years 126.91% 50.17% 126.93% 45.26% Mumbai - 400 051 5 Years 283.30% 95.37% 283.30% 89.84% Credit Rating Debenture Trustee Bonds 10 Years 282.36% 154.61% 281.87% 151.82% The Company’s financial discipline Axis Trustee Services Limited Singapore Stock Exchange and prudence is reflected in the The Ruby, 2nd Floor, SW, RIL’s share price on BSE and NSE has been adjusted for FY 2017-18 and the earlier years, on account of issue of bonus shares in FY 2017-18. 2 Shenton Way, #19- 00 SGX Centre 1, strong credit ratings ascribed by rating 29, Senapati Bapat Marg, Singapore 068804 BSE SENSEX VS RIL SHARE PRICE agencies. There has been no revision Dadar (West), Mumbai – 400 028 BSE SENSEX RIL CLOSE PRICE Luxembourg Stock Exchange in credit ratings during the financial Tel: +91-22-62300451 50,000 35A Boulevard Joseph II, year 2020-21. The details of the Credit Fax: +91-22-62300700 47,000 2,200 L-1840, Luxembourg Rating are mentioned in Management E-mail: [email protected]; 44,000 2,000 Discussion and Analysis Report. [email protected] 41,000 Bonds listed on Taipei Stock Exchange 1,800 Website Address: www.axistrustee.in 38,000 were redeemed during the year. RIL BSE 35,000 1,600 32,000 1,400 29,000 Stock Market Price Data 1,200 26,000 (a) Fully paid-up equity shares 23,000 1,000 National Stock Exchange of India Limited (NSE) BSE Limited (BSE) Month High Price (`) Low Price (`) Volume (No.) High Price (`) Low Price (`) Volume (No.) Jul 2020 Jan 2021 Jan Jun 2020 Oct 2020 Apr 2020 Feb 2021 Sep 2020 Mar 2021 Mar 2020 Dec 2020 Nov 2020 Aug 2020 April 2020 1,494.95 1,045.20 47,37,60,747 1,495.00 1,044.75 2,05,39,292 May 2020 May 2020 1,615.00 1,393.00 46,20,09,690 1,614.85 1,393.65 1,83,17,840 June 2020 1,804.20 1,475.95 39,76,86,864 1,804.10 1,475.65 2,20,69,670 NSE NIFTY VS RIL SHARE PRICE July 2020 2,198.80 1,708.05 61,65,46,940 2,198.70 1,708.75 2,93,62,534 NSE NIFTY RIL CLOSE PRICE August 2020 2,196.00 2,000.25 38,32,65,064 2,195.00 2,001.25 1,72,55,541 15,000 2,400 September 2020 2,369.35 2,044.25 37,87,69,234 2,368.80 2,045.35 1,69,41,796 14,000 2,200 October 2020 2,309.00 1,991.00 25,98,30,368 2,309.40 1,990.75 1,09,37,428 13,000 November 2020 2,095.00 1,835.10 43,22,25,361 2,095.35 1,835.00 1,78,50,068 2,000 12,000 December 2020 2,038.00 1,855.25 23,27,69,277 2,037.80 1,856.05 1,09,17,366 1,800 11,000 RIL January 2021 2,120.00 1,830.00 30,00,50,658 2,119.80 1,830.00 1,76,34,405 NSE 1,600 10,000 February 2021 2,152.00 1,848.00 24,11,26,674 2,152.25 1,845.20 1,71,60,448 9,000 1,400 March 2021 2,231.90 1,973.70 19,41,33,230 2,231.00 1,973.05 1,01,90,776 8,000 1,200 [Source: This information is compiled from the data available on the websites of BSE and NSE] 7,000 1,000 Jul 2020 Jan 2021 Jan Jun 2020 Oct 2020 Apr 2020 Feb 2021 Sep 2020 Mar 2021 Mar 2020 Dec 2020 Nov 2020 Aug 2020 May 2020
192 Reliance Industries Limited Integrated Annual Report 2020-21 193 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Corporate Governance Report OVERVIEW REVIEW STATEMENTS
Registrars and Transfer Agents Share Transfer System During the year, the Company obtained, Dematerialisation of Shares investors upon surrender of GDRs can
KFin Technologies Private Limited As mandated by SEBI, securities of on half-yearly basis, a certificate from Mode of Holding Fully paid-up (%) Partly paid-up (%) either be held by investors concerned (Formerly known as Karvy Fintech the Company can be transferred / a Company Secretary in Practice, in their name or sold off in the Indian NSDL 95.99 96.68 Private Limited) traded only in dematerialised form. certifying that all certificates for secondary markets for cash. To the CDSL 2.99 3.32 Selenium Tower B, Plot 31-32, Shareholders holding shares in transfer, transmission, sub-division, extent of shares so sold in the Indian Physical 1.02 0.00 Gachibowli, Financial District, physical form are advised to avail the consolidation, renewal, exchange markets, GDRs can be reissued under the Total 100.00 100.00 Nanakramguda, Hyderabad - 500 032 facility of dematerialisation. In this and deletion of names, were issued available head-room. Tel: +91 40 6716 1700 regard, a communication encouraging as required under Regulation 40(9) of There are no outstanding warrants Toll Free No.: 1800 425 8998 (From 9:00 dematerialisation of shares and the Listing Regulations read with SEBI Build-Up of Equity Share Capital or convertible bonds having any a.m. to 6:00 p.m.) explaining procedure thereof, was also Circular no. SEBI/HO/MIRSD/RTAMB/ The statement showing build-up of equity share capital is available on the website impact on equity. Fax: +91 40 67161680 sent during the year to the concerned CIR/P/2020/59, dated April 13, 2020. of the Company. E-mail: [email protected] shareholders of the Company. These certificates were duly filed with RIL GDR Programme Website: www.kfintech.com the Stock Exchanges. Corporate Benefits to Investors (A) Dividend declared for the last 10 Years The Global Depository Receipts of the
Shareholding Pattern as on March 31, 2021 Date of Dividend per Equity Share of Company are listed on Luxembourg Financial Year Total number Dividend Declaration `10/- each (`) Stock Exchange and are traded on Total number Total number of % of total Sr. Number of of shares (Fully Category of shareholder of shares (Fully shares (Partly number of the International Order Book (London No. shareholders paid-up & Partly 2010-11 June 3, 2011 8.00 paid-up) paid-up) shares (A+B+C) paid-up) 2011-12 June 7, 2012 8.50 Stock Exchange) and amongst (A) Shareholding of Promoter 2012-13 June 6, 2013 9.00 qualified institutional investors on the and Promoter Group 2013-14 June 18, 2014 9.50 over‑the-counter market in the United (1) Indian 52* 309,80,84,968 22,50,30,013 332,31,14,981 49.14 2014-15 June 12, 2015 10.00 States of America. (2) Foreign 0 0 0 0 0.00 2015-16 March 10, 2016 10.50 Total Shareholding of Promoter 52 309,80,84,968 22,50,30,013 332,31,14,981 49.14 RIL GDRs are exempted securities under 2016-17 July 21, 2017 11.00 and Promoter Group US Securities Law. RIL GDR programme 2017-18 July 5, 2018 (post bonus issue 1:1) 6.00 (B) Public Shareholding has been established under Rule 144A (1) Institutions 2,204 237,49,33,270 15,30,89,811 252,80,23,081 37.39 2018-19 August 12, 2019 6.50 and Regulation S of the US Securities (2) Non-institutions 30,29,019 67,38,89,550 4,45,07,070 71,83,96,620 10.62 6.50 (Pro-rata dividend Total Public Shareholding 30,31,223 304,88,22,820 19,75,96,881 3,24,64,19,701 48.01 2019-20 July 15, 2020 of `1.625 on each partly Act, 1933. Reporting is done under the (C) Non-Promoter Non-Public paid‑up equity share) exempted route of Rule 12g3-2(b) under (1) Shares held by Custodian(s) 1 19,25,34,132 0 19,25,34,132 2.85 the US Securities Exchange Act, 1934. against which Depository Receipts (B) Bonus issues of fully paid-up Equity Shares have been issued The Bank of New York Mellon is an Total shares held by Non- 1 19,25,34,132 0 0 2.85 Financial Year Ratio Overseas Depository and ICICI Bank Promoter Non-Public 1980-81 3:5 Limited is the Domestic Custodian of all Total (A) + (B) + (C) 30,31,276 633,94,41,920 42,26,26,894 6,76,20,68,814 100.00 1983-84 6:10 the equity shares underlying the GDRs * As per disclosure under Regulation 30(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, furnished by the promoters. 1997-98 1:1 issued by the Company. CATEGORY-WISE SHAREHOLDING (%) 2009-10 1:1 Employee Stock Options 2017-18 1:1 PROMOTERS INSTITUTIONS NON-INSTITUTIONS GDR HOLDERS Particulars with regard to Employees’ Liquidity Stock Options are available on the 2.85 The Company’s Equity Shares are among the most liquid and actively traded website of the Company. 10.62 shares on the Indian Stock Exchanges. RIL shares consistently rank among the top few frequently traded shares, both in terms of the number of shares traded Commodity Price Risks / as well as value. Foreign Exchange Risk and 49.14 Hedging Activities Relevant data for the average daily turnover for the financial year 2020-21 is given below: The Company is subject to commodity price 37.39 risks due to fluctuation in prices of crude oil, Fully paid-up Partly paid-up gas, refinery and petrochemical products. Particulars Also, Company’s payables and receivables BSE NSE Total BSE NSE Total are partly in foreign currencies and due to Shares (Nos.) 8,40,069 1,75,58,932 1,83,99,001 1,40,012 18,71,689 20,11,701 fluctuations in foreign exchange rates, it is Distribution of shareholding by size as on March 31, 2021 Value (` in crore) 158.03 3,284.70 3,442.73 15.52 207.78 223.30 subject to Currency risks. The Company Fully paid-up Partly paid-up Total [Source: This information is compiled from the data available on the websites of BSE and NSE] has in place a robust risk management Category (Shares) Holders % of total framework for identification and monitoring Holders Shares Holders Shares Shares (Unique) Shares Outstanding Global Depository Receipts (GDRs) / Warrants and and mitigation of commodity price and Upto 500 27,58,294 19,92,75,909 4,96,665 1,73,92,696 28,10,595 20,33,26,643 3.01 Convertible Bonds, Conversion Date and likely impact on Equity foreign exchange risks. The risks are tracked 501 - 1000 1,10,145 7,83,96,413 5,352 38,08,597 1,14,903 8,12,05,167 1.20 and monitored on a regular basis and 1001 - 5000 85,463 16,83,39,298 3,687 73,56,595 91,578 17,97,17,24 4 2.66 GDRs: Outstanding GDRs as on March 31, 2021 represent 19,25,34,132 equity mitigation strategies are adopted in line 5001 - 10000 7,283 5,02,24,987 419 29,62,311 7,978 5,45,90,972 0.81 shares constituting 2.85% of Company’s paid-up Equity Share Capital. Each GDR 10001 - 20000 2,747 3,79,74,556 211 29,95,054 3,079 4,21,82,187 0.62 represents two underlying equity shares in the Company. GDR is not a specific with the risk management framework. For Above 20000 2,836 5,80,52,30,757 445 38,81,11,641 3,143 6,20,10,46,601 91.70 time-bound instrument and can be surrendered at any time and converted into the further details on the above risks, please TOTAL 29,66,768 6,33,94,41,920 5,06,779 42,26,26,894 30,31,276 6,76,20,68,814 100.00 underlying equity shares in the Company. The shares so released in favour of the refer the Enterprise Risk Management
194 Reliance Industries Limited Integrated Annual Report 2020-21 195 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Corporate Governance Report OVERVIEW REVIEW STATEMENTS
section of the Management Discussion Commodities hedging, there Silvassa Manufacturing Division Any query on the Company has transferred 10,12,789 Details of shares transferred to the IEPF and Analysis Report. exist Over The Counter (OTC) 342, Kharadpada, P. O. Naroli – 396 235, Annual Report equity shares of `10/- each, to the credit Authority during financial year 2020‑21 and Exchange markets that offer Union Territory of Dadra and of the IEPF Authority, on December are also available on the website Smt. Savithri Parekh Risk Management Policy financial instruments (derivatives), Nagar Haveli, India 21, 2020, in respect of which dividend of the Company. Joint Company Secretary and with respect to Commodities that enable managing the Price risk. had not been paid or claimed by the Barabanki Manufacturing Division Compliance Officer The Company has also uploaded these including through Hedging members for seven consecutive years Strategic decisions regarding the Dewa Road, P. O. Somaiya Reliance Industries Limited details on the website of the IEPF or more as on the cut-off date, i.e. July • Commodities Exposure timing and the usage of derivatives Nagar, Barabanki – 225 123, 3rd Floor, Maker Chambers IV, Authority (www.iepf.gov.in). 12, 2020. The Company has initiated T he Company is exposed to price instruments such as Swaps / Futures Uttar Pradesh, India 222, Nariman Point, necessary action for transfer of shares The voting rights on the shares volatility on various Petroleum, / Options, are taken based on various Mumbai - 400 021 Hoshiarpur Manufacturing in respect of which dividend has not transferred to the IEPF Authority shall Petrochemical and other Energy factors including market conditions, E-mail: [email protected]; Division been paid or claimed by the members remain frozen till the rightful owner related commodities, as part of its physical inventories, macro-economic [email protected] Dharamshala Road, V. P. O. Chohal, consecutively since FY 2013-14. claims the shares. business operations. Due to the situation. These decisions and District Hoshiarpur – 146 024, dynamic markets, prices of such execution are done in line with the Transfer of Unpaid / The Company has uploaded on its Due dates for transfer to IEPF, of Punjab, India Commodities fluctuate and can Board approved Commodities Risk Unclaimed Amounts and website, the details of unpaid and unclaimed / unpaid dividends for the result in Margin Risk. This policy Management framework. The Risk Oil & Gas Shares to Investor Education unclaimed amounts lying with the financial year 2013-14 and thereafter: prescribes the guidelines for Management Committee has oversight KG D6 and Protection Fund Company as on March 31, 2021. hedging Commodities Price risks. on all hedging actions taken. Village Gadimoga, Tallarevu Mandal, During the year, the Company has East Godavari District – 533 463, Andhra • Hedging Policy More details on Risk Management credited `28.87 crore to the Investor Pradesh, India Coal Bed Methane FY ended Declaration Date Due Date E xposures are identified and are covered under the Enterprise Education and Protection Fund (IEPF) March 31, 2014 June 18, 2014 July 24, 2021 measured across the Company Risk Management section of the Coal Based Methane pursuant to the provisions of the March 31, 2015 June 12, 2015 July 18, 2022 so that appropriate hedging Management Discussion and Village & P. O.: Lalpur, Tehsil: Burhar, Companies Act, 2013. The cumulative can be done on a net basis. For amount transferred by the Company to March 31, 2016 March 10, 2016 April 15, 2023 Analysis Report. District Shahdol, Madhya Pradesh March 31, 2017 July 21, 2017 August 26, 2024 – 484 110, India IEPF up to March 31, 2021 is `271 crore. Exposure of the Company to commodity risks, which are material is as March 31, 2018 July 5, 2018 August 4, 2025 under: Composites In accordance with the provisions of the March 31, 2019 August 12, 2019 September 11, 2026 March 31, 2020 July 15, 2020 August 14, 2027 Commodity Name Exposure Exposure % of such exposure hedged Vadodara Composites Division Companies Act, 2013 and relaxation towards in quantity through commodity derivatives Vadodara - Halol Expressway, Village - granted by the IEPF Authority, the the terms particular towards Domestic International Asoj, Taluka – Waghodia, commodity the market market Total Vadodara – 391 510, Gujarat, India (` in crore) particular Equity Shares in the Unclaimed Suspense Account commodity OTC Exchange OTC Exchange* Textiles In terms of Regulation 39 of the Listing Regulations, details of the equity shares lying in the Unclaimed Suspense Account (in 1000 Naroda Manufacturing Division Metric Ton) are as follows: 103 / 106, Naroda Industrial Crude 1,47,263 65,421 -- 19.4 45.2 64.6 Estate, Naroda, Issued in demat form Issued in physical form Middle Distillates 76,650 27,523 -- 39.2 29.2 68.4 Ahmedabad – 382 330, Gujarat, India No. of Light Distillates 43,061 13,687 -- 1.8 41.9 43.7 Particulars No. of No. of shareholders No. of Polymer 51,398 6,149 --- -- Address for Correspondence shareholders equity shares (phase-wise equity shares Petchem Intermediate 32,484 7,157 -- 0.0 0.1 0.1 transfers) Polyester 17,620 2,384 --- -- For shares held in physical form Aggregate number of shareholders and the outstanding shares in the 96 2,616 78,889 74,32,768 Total 3,68,476 1,22,321 KFin Technologies Private Limited Unclaimed Suspense Account lying as on April 1, 2020 (Formerly known as Karvy Fintech Less: Number of shareholders who approached the Company for 0 0 2,546 3,18,039 * Includes OTC transactions cleared through International Exchanges. Private Limited) transfer of shares (which number is the same as shares transferred from Unclaimed Suspense Account during the year) Selenium Tower B, Plot Add: Number of shareholders and aggregate number of shares 0 0 1 72 Plant Locations in India Dahej Manufacturing Division 31-32, Gachibowli Financial District, transferred to the Unclaimed Suspense Account during the year* P. O. Dahej – 392 130, Taluka: Vagra, Nanakramguda, Hyderabad - 500 032 Oil to Chemicals Less: Number of shares transferred to IEPF Authority during the year 0 0 1,636 71,255 District Bharuch, Gujarat, India Tel: +91 40 6716 1700 DTA Jamnagar Refinery Aggregate number of shareholders and the outstanding shares in Toll Free No.: 1800 425 8998 (From 9:00 96 2,616 74,708 70,43,546 Village Meghpar / Padana, Vadodara Manufacturing Division the Unclaimed Suspense Account lying as on March 31, 2021 a.m. to 6:00 p.m.) Taluka Lalpur, Jamnagar – 361 280, P. O. Petrochemicals, Fax: +91 40 67161680 Gujarat, India Vadodara – 391 346, Gujarat, India The voting rights on the shares in the Unclaimed Suspense Account shall remain frozen till the rightful owner claim the shares. E-mail: [email protected] SEZ Jamnagar Refinery Patalganga Manufacturing Division Website: www.kfintech.com * IEPF Authority has erroneously credited 72 shares to the Unclaimed Suspense Account instead of crediting claimant’s demat account. The matter has been taken up with the IEPF Authority to rectify this transaction. Unit of Reliance Jamnagar SEZ Village B-1 to B-5 & A3, MIDC Industrial Area, For shares held in demat form Meghpar / Padana, Taluka Lalpur, Patalganga – 410 220, District Raigad, Investors’ concerned Depository Jamnagar – 361 280, Gujarat, India Maharashtra, India Participant(s) and / or KFin Technologies Hazira Manufacturing Division Nagothane Manufacturing Division Private Limited. Village Mora, P. O. Bhatha, Surat-Hazira P. O. Petrochemicals Township, Road, Surat – 394 510, Gujarat, India Nagothane – 402 125, Roha Taluka, District Raigad, Maharashtra, India
196 Reliance Industries Limited Integrated Annual Report 2020-21 197 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Corporate Governance Report OVERVIEW REVIEW STATEMENTS
Compliance of Corporate Governance requirements specified in Regulation 17 to 27 and Weblinks for the matters referred in this Report are as under: Regulation 46(2)(b) to (i) of the Listing Regulations
Compliance Particulars Website link Sr. Particulars Regulation Status Key Compliance observed No. Policies and Code Yes / No / N.A. Code of Conduct https://www.ril.com/DownloadFiles/IRStatutory/Code-of-Conduct.pdf 1 Board of Directors 17 Yes • Composition and Appointment of Directors Our Code http://www.ril.com/DownloadFiles/IRStatutory/ourcode.pdf • Meetings and quorum Familarisation Programme for https://www.ril.com/InvestorRelations/Downloads.aspx • Review of compliance reports Independent Directors • Plans for orderly succession Remuneration Policy for Directors, Key http://www.ril.com/DownloadFiles/IRStatutory/Remuneration-Policy-for-Directors.pdf • Code of Conduct Managerial Personnel and other employees • Fees / compensation to Non-Executive Directors Policy for selection of Directors and determining http://www.ril.com/DownloadFiles/IRStatutory/Policy-for-Selection-of-Directors.pdf • Minimum information to be placed before the Board Directors’ independence • Compliance Certificate by Chief Executive Officer and Chief Policy for determining Material Subsidiaries http://www.ril.com/DownloadFiles/IRStatutory/Material-Subsidiaries.pdf Financial Officer Policy on Materiality of Related Party http://www.ril.com/DownloadFiles/IRStatutory/Policy-on-Materiality-of-RPT.pdf Transactions and on dealing with Related • Risk management plan, risk assessment and Party Transactions minimisation procedures Policy on Determination and Disclosure of http://www.ril.com/DownloadFiles/IRStatutory/MaterialityPolicy.pdf • Performance evaluation of Independent Directors Materiality of Events and Information and Web • Recommendation of Board for each item of special business Archival Policy 2 Maximum Number 17A Yes • Directorships in listed entities Vigil Mechanism and Whistle- Blower Policy http://www.ril.com/DownloadFiles/IRStatutory/Vigil-Mechanism-and-Whistle- of Directorships Blower-Policy.pdf 3 Audit Committee 18 Yes • Composition Reports • Meetings and quorum Quarterly, Half-yearly and Annual Financial http://www.ril.com/InvestorRelations/FinancialReporting.aspx • Chairperson present at Annual General Meeting Results (from 2002 to 2021) • Role of the Committee Presentation to institutional investors and http://www.ril.com/InvestorRelations/FinancialReporting.aspx 4 Nomination and 19 Yes • Composition analysts (from 1999 to 2021) Remuneration Committee • Meetings and quorum Annual Report (from 1976 to 2021) http://www.ril.com/InvestorRelations/FinancialReporting.aspx • Chairperson present at Annual General Meeting Chairman’s Communication (from 2002 to 2021) http://www.ril.com/InvestorRelations/Chairman-Communication.aspx • Role of the Committee Sustainability Reports http://www.ril.com/Sustainability/CorporateSustainability.aspx 5 Stakeholders 20 Yes • Composition Shareholder Information Relationship Committee • Meetings Composition of Board of Directors and http://www.ril.com/OurCompany/Leadership/BoardOfDirectors.aspx • Chairperson present at Annual General Meeting Profile of Directors • Role of the Committee Composition of various Committees of the Board http://www.ril.com/OurCompany/Leadership/BoardCommittees.aspx and their terms of reference 6 Risk Management Committee 21 Yes • Composition ESOS Disclosure under SEBI (Share Based https://www.ril.com/DownloadFiles/IRStatutory/ESOS-2006-Disclosure-2020-21.pdf • Meetings Employee Benefits) Regulations, 2014 as • Role of the Committee https://www.ril.com/DownloadFiles/IRStatutory/ESOS-2017-Disclosure-2020-21.pdf on March 31, 2021 7 Vigil Mechanism 22 Yes • Vigil Mechanism and Whistle-Blower Policy for Details of unpaid and unclaimed amounts http://www.ril.com/InvestorRelations/ShareholdersInformation.aspx Directors and employees lying with the Company as on date of last • Adequate safeguards against victimisation Annual General Meeting (i.e. July 15, 2020) • Direct access to the Chairperson of Audit Committee and details of shares transferred to IEPF during 8 Related party transactions 23 Yes • Policy on Materiality of related party transactions and dealing financial year 2020-21. with related party transactions Secretarial Audit Report of Material https://www.ril.com/DownloadFiles/IRStatutory/Secretarial-Audit-Reports-of-material- • Prior approval including omnibus approval of Audit Committee Unlisted Subsidiary subsidiaries-2020-21.pdf for related party transactions Build-up of Equity Share Capital https://www.ril.com/DownloadFiles/IRStatutory/Build-up-of-Equity-Share-Capital.pdf • Periodical review of related party transactions Shareholders’ Referencer http://www.ril.com/DownloadFiles/IRForms/Shareholders-Referencer.pdf • Disclosure on related party transactions Investor Contacts https://www.ril.com/InvestorRelations/Investor-Contacts.aspx 9 Subsidiaries of the Company 24 Yes • Appointment of Company’s Independent Director on the Board of unlisted material subsidiaries • Review of financial statements and investments of unlisted subsidiaries by the Audit Committee • Minutes of the Board of Directors of the unlisted subsidiaries are placed at the meeting of the Board of Directors • Significant transactions and arrangements of unlisted subsidiaries are placed at the meeting of the Board of Directors 10 Secretarial Audit 24A Yes • Secretarial Audit of the Company • Secretarial Audit of material unlisted subsidiaries incorporated in India • Annual Secretarial Compliance Report
198 Reliance Industries Limited Integrated Annual Report 2020-21 199 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Corporate Governance Report OVERVIEW REVIEW STATEMENTS
Compliance Sr. No Disqualification Certificate from Company Secretary in Practice Particulars Regulation Status Key Compliance observed No. (Pursuant to Regulation 34(3) read with Schedule V Para-C Clause 10(i) of the SEBI (Listing Obligations and Disclosure Yes / No / N.A. Requirements) Regulations, 2015) 11 Obligations with respect to 25 Yes • Tenure of Independent Directors Independent Directors • Meetings of Independent Directors To: • Cessation and appointment of Independent Directors The Members • Familiarisation of Independent Directors Reliance Industries Limited • Declaration from Independent Director that he / she meets 3rd Floor, Maker Chambers IV, 222 the criteria of independence are placed at the meeting of Nariman Point, Mumbai - 400 021. Board of Directors • Directors and Officers insurance for all the Independent Directors I have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Reliance 12 Obligations with respect to 26 Yes • Memberships / Chairmanships in Committees Industries Limited having CIN L17110MH1973PLC019786 and having registered office at rd3 Floor, Maker Chambers IV, 222, employees including Senior • Affirmation on compliance with Code of Conduct by Directors Nariman Point, Mumbai 400021 Maharashtra, India (hereinafter referred to as ‘the Company’), produced before me by the Management, Key Managerial and Senior Management Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Clause Persons, Directors and Promoters • Disclosure of shareholding by Non-Executive Directors 10(i) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. • Disclosures by Senior Management about potential conflicts of interest In my opinion and to the best of my information and according to the verifications (including Directors Identification Number • No agreement with regard to compensation or profit sharing in (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to me by the Company & its connection with dealings in securities of the Company by Key officers, I hereby certify that none of the Directors on the Board of the Company as stated below for the financial year ending Managerial Personnel, Director and Promoter on 31 March 2021, have been debarred or disqualified from being appointed or continuing as Directors of companies by the 13 Other Corporate 27 Yes • Compliance with discretionary requirements Securities and Exchange Board of India, Ministry of Corporate Affairs, or any such other Statutory Authority. Governance requirements • Filing of quarterly, half-yearly and yearly compliance report on Sr. Date of appointment in the Corporate Governance Name of Director DIN No. Company 14 Website 46(2)(b) to (i) Yes • Terms and conditions of appointment of Independent Directors 1. Mukesh Dhirubhai Ambani 00001695 01.04.1977 • Composition of various Committees of the Board of Directors 2. Yogendra Premkrishna Trivedi 00001879 16.04.1992 • Code of Conduct of Board of Directors and Senior 3. Dipak Chand Jain 00228513 04.08.2005 Management Personnel 4. Raghunath Anant Mashelkar 00074119 09.06.2007 • Details of establishment of Vigil Mechanism / 5. Adil Zainulbhai 06646490 20.12.2013 Whistle-blower policy 6. Raminder Singh Gujral 07175393 12.06.2015 • Criteria of making payments to Non-Executive Directors 7. Shumeet Banerji 02787784 21.07.2017 • Policy on dealing with related party transactions 8. Arundhati Bhattacharya 02011213 17.10.2018 • Policy for determining material subsidiaries 9. Veerayya Chowdary Kosaraju 08485334 18.10.2019 • Details of familiarisation programmes imparted to 10. Nita Mukesh Ambani 03115198 18.06.2014 Independent Directors 11. Nikhil Rasiklal Meswani 00001620 26.06.1986 12. Hital Rasiklal Meswani 00001623 04.08.1995 No Disqualification certification on financial reporting Certificate on Compliance 13. Madhusudana Sivaprasad Panda 00012144 21.08.2009 Certificate from Company and internal controls to the Board in with Code of Conduct 14. Pawan Kumar Kapil 02460200 16.05.2010 Secretary in Practice terms of Regulation 17(8) of the Listing I hereby confirm that the Company Regulations, copy of which is attached Ensuring the eligibility of the appointment / continuity of every Director on the Board is the responsibility of the management Certificate from Dr. K. R. Chandratre, has obtained from all the members of to this Report. The CMD and the of the Company. My responsibility is to express an opinion on these, based on my verification. This certificate is neither an Practising Company Secretary, the Board and Senior Management CFO also give quarterly certification assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has confirming that none of the Directors on Personnel, the affirmation that they on financial results while placing the conducted the affairs of the Company. the Board of the Company have been have complied with the ‘Code of financial results before the Board debarred or disqualified from being Conduct’ and ‘Our Code’ in respect of Dr. K. R. Chandratre in terms of Regulation 33(2) of the appointed or continuing as directors the financial year 2020-21. FCS No. 1370, C. P. No.: 5144 Listing Regulations. of companies by the SEBI, Ministry of Place: Pune Mukesh D. Ambani Corporate Affairs or any such other Date: 30 April 2021 Compliance Certificate of Chairman and Managing Director Statutory Authority, as stipulated the Auditors UDIN: F001370C000220325 under Regulation 34(3) of the Listing April 30, 2021 Peer Review Certificate No.: 463/2016 Regulations, is attached to this Report. Certificate from the Company’s Auditors, S R B C & CO LLP and D T S & CEO and CFO Certification Associates LLP, Chartered Accountants, confirming compliance with conditions The Chairman and Managing Director of Corporate Governance, as stipulated (CMD) and the Chief Financial Officer under Regulation 34 of the Listing (CFO) of the Company give annual Regulations, is attached to this Report.
200 Reliance Industries Limited Integrated Annual Report 2020-21 201 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Corporate Governance Report OVERVIEW REVIEW STATEMENTS
CEO / CFO Certificate Independent Auditor’s Certificate on Compliance with the Conditions of Corporate Under Regulation 17(8) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Governance as per Provisions of Chapter IV of Securities and Exchange Board of India Regulations, 2015 (Listing Obligations and Disclosure requirements) Regulations, 2015, (as amended)
To, The Board of Directors Reliance Industries Limited To the Members 5. We conducted our examination of purposes of expressing an opinion Reliance Industries Limited the Corporate Governance Report on the fairness or accuracy of any 1. We have reviewed financial statements and the cash flow statement of Reliance Industries Limited (“the Company”) for the 3rd Floor, Maker Chambers IV, in accordance with the Guidance of the financial information or the year ended March 31, 2021 and to the best of our knowledge and belief: 222, Nariman Point, Note on Reports or Certificates for financial statements of the Company Mumbai - 400021, India Special Purposes (Revised 2016) and taken as a whole. i. t hese statements do not contain any materially untrue statement or omit any material fact or contain statements that the Guidance Note on Certification might be misleading; Opinion 1. The Corporate Governance Report of Corporate Governance, both 9. Based on the procedures performed ii. these statements together present a true and fair view of the Company’s affairs and are in compliance with existing prepared by Reliance Industries issued by the Institute of Chartered by us as referred in paragraph 7 accounting standards, applicable laws and regulations. Limited (“the Company”), contains Accountants of India (“ICAI”). The and 8 above and according to the details as stipulated in regulations 17 Guidance Note on Reports or 2. T here are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which are information and explanations given to 27, clauses (b) to (i) of regulation Certificates for Special Purposes fraudulent, illegal or violative of the Company’s Code of Conduct. to us, we are of the opinion that the 46(2) and para C and D of Schedule (Revised 2016) requires that we Company has complied with the 3. W e accept responsibility for establishing and maintaining internal controls for financial reporting and we have evaluated V of Securities and Exchange comply with the ethical requirements conditions of Corporate Governance the effectiveness of Company’s internal control systems pertaining to financial reporting. We have not come across any Board of India (Listing Obligations of the Code of Ethics issued by ICAI. as stipulated in the Listing reportable deficiencies in the design or operation of such internal controls. and Disclosure Requirements) 6. We have complied with the relevant Regulations, as applicable for the Regulations, 2015, as amended (“the 4. W e have indicated to the Auditors and the Audit Committee that: applicable requirements of the year ended March 31, 2021, referred Listing Regulations”) (‘applicable Standard on Quality Control (SQC) to in paragraph 1 above. i. there are no significant changes in internal controls over financial reporting during the year; criteria’) with respect to Corporate 1, Quality Control for Firms that Governance for the year ended Other Matters and Restriction ii. there are no significant changes in accounting policies during the year; and Perform Audits and Reviews of March 31, 2021. This report is on use Historical Financial Information, iii. there are no instances of significant fraud of which we have become aware. required by the Company for annual 10. T his report is neither an assurance and Other Assurance and Related submission to the Stock exchange as to the future viability of the Services Engagements. and to be sent to the Shareholders Company nor the efficiency or Mukesh D. Ambani Alok Agarwal Srikanth Venkatachari of the Company. 7. The procedures selected depend effectiveness with which the Chairman and Managing Director Chief Financial Officer Joint Chief Financial Officer on the auditor’s judgement, management has conducted the Management’s Responsibility including the assessment of the affairs of the Company. 2. The preparation of the Corporate April 29, 2021 risks associated in compliance of Governance Report is the 11. This report is addressed to and the Corporate Governance Report responsibility of the Management provided to the members of the with the applicable criteria. The of the Company including the Company solely for the purpose procedures includes but not limited preparation and maintenance of all of enabling it to comply with its to verification of secretarial records relevant supporting records and obligations under the Listing and financial information of the documents. This responsibility also Regulations and should not be used Company and obtained necessary includes the design, implementation by any other person or for any other representations and declarations and maintenance of internal control purpose. Accordingly, we do not from directors including independent relevant to the preparation and accept or assume any liability or any directors of the Company. presentation of the Corporate duty of care or for any other purpose Governance Report. 8. The procedures also include or to any other party to whom it is examining evidence supporting shown or into whose hands it may 3. The Management along with the particulars in the Corporate come without our prior consent in the Board of Directors are also Governance Report on a test writing. We have no responsibility responsible for ensuring that basis. Further, our scope of work to update this report for events and the Company complies with the under this report did not involve circumstances occurring after the conditions of Corporate Governance us performing audit tests for the date of this report. as stipulated in the Listing Regulations, issued by the Securities and Exchange Board of India. For D T S & Associates LLP For S R B C & CO LLP Chartered Accountants Chartered Accountants Auditor’s Responsibility ICAI Firm Reg. number: 142412W/ W100595 ICAI Firm Reg. number: 324982E/E300003 4. Our responsibility is to provide a per T P Ostwal per Vikas Kumar Pansari reasonable assurance in the form of Partner Partner an opinion whether the Company Membership No.: 030848 Membership No.: 093649 has complied with the condition of UDIN: 21030848AAAAAS1137 UDIN: 21093649AAAABF8338 Corporate Governance, as stipulated Place: Mumbai Place: Mumbai in the Listing Regulations. Date: April 30, 2021 Date: April 30, 2021
202 Reliance Industries Limited Integrated Annual Report 2020-21 203 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Board’s Report OVERVIEW REVIEW STATEMENTS
Dear Members, Details of material changes `24,955 crore. Further, during the year, Global Investments Limited (“bp”). bp from the end of the financial the Company received payment of holds 49% equity stake in RBML and the The Board of Directors present the Company’s Forty-fourth Annual Report (Post- IPO) and the Company’s audited financial year 3rd tranche, aggregating `500 crore, balance 51% is held by the Company. statements for the financial year ended March 31, 2021. from the holders of partly paid listed The outbreak of corona virus unsecured redeemable non-convertible Management Discussion and Financial Results (COVID-19) pandemic globally and in debentures (PPD Series-IA). The funds Analysis Report India is causing significant disturbance The Company’s financial performance (standalone and consolidated) for the year ended March 31, 2021 is summarised below: raised through NCDs have been utilised and slowdown of economic activity. Management Discussion and Analysis for repayment of existing borrowings Standalone Consolidated Operations and revenue have been Report for the year under review, and other purposes in the ordinary as stipulated under the Securities 2020-21 2019-20 2020-21 2019-20 impacted due to COVID-19. course of business. and Exchange Board of India ` US$ ` US$ ` US$ ` US$ crore million* crore million* crore million* crore million* Material events during the Scheme of Amalgamation of (Listing Obligations and Disclosure Profit Before Tax (Before Exceptional Item) 22,908 3,133 44,561 5,889 49,819 6,814 58,050 7,672 year under review Reliance Holding USA Inc., Requirements) Regulations, 2015 (“Listing Regulations”), is presented Current Tax -- (7,200) (952) (2,205) (302) (8,630) (1,141) Rights issue of Equity Shares Reliance Energy Generation and in a separate section, forming part of Deferred Tax 4,732 647 (2,213) (292) 483 66 (5,096) (673) During the year under review, the Distribution Limited with the Profit For The Year (Before Exceptional Item) 27,640 3,780 35,148 4,645 48,097 6,578 44,324 5,858 the Annual Report. Company had issued and allotted Company Exceptional Item (net of tax) ^ 4,304 589 (4,245) (561) 5,642 772 (4,444) (587) A composite scheme of amalgamation 42,26,26,894 partly paid-up equity Business Operations / Profit For The Year 31,944 4,369 30,903 4,084 53,739 7,350 39,880 5,271 and plan of merger amongst Reliance Net Profit attributable to Non-Controlling Interest -- -- (4,611) (631) (526) (70) shares of `10/- each of the Company Performance of the Company Holding USA Inc. (“RHUSA”), Reliance Net Profit Attributable to Owners of the Company 31,944 4,369 30,903 4,084 49,128 6,719 39,354 5,201 on rights basis, in the ratio of 1 equity and its major Subsidiaries Energy Generation and Distribution Balance in Retained Earnings 14,146 3,141 26,808 4,815 32,972 4,766 12,330 2,038 share for every 15 equity shares held, Limited (“REGDL”) and the Company Major developments and business Pursuant to Scheme of Arrangement # 32,416 4,434 (33,481) (4,425) (728) (99) (8,496) (1,123) to eligible equity shareholders of the Fresh issue of equity by subsidiaries # -- -- 1,18,170 16,163 -- Company at an issue price of `1,257/- (the “Scheme”), which provided for performance of the Company and its Sub-Total 78,506 11,944 24,230 4,474 1,99,542 27,549 43,188 6,116 per fully paid-up equity share (including merger of RHUSA with REGDL and major subsidiaries consolidated with the Appropriations a premium of `1,247/- per equity share). merger of REGDL with the Company, Company are given below: was approved by the Hon’ble National Transferred to Statutory Reserve -- -- (128) (18) (77) (10) An amount equivalent to 25% of the Retail Transferred to Profit & Loss A/c ^ (33,217) (4,543) ------Company Law Tribunal, Mumbai Bench issue price viz. `314.25 per equity share Retail segment delivered a resilient Transferred to Capital Redemption Reserve ------(40) (5) and the Scheme became effective from was received on application. performance against the backdrop of Transferred (to)/from Debenture Redemption Reserve -- -- 41 6 (15) (2) August 21, 2020. Both RHUSA and an unprecedented and challenging Transferred (to)/from Special Economic Zone 525 72 (5,500) (727) 525 72 (5,500) (727) In accordance with the terms of REGDL were wholly owned subsidiaries operating environment, arising from Reinvestment Reserve issue, the Board of Directors in its of the Company. Dividend on Equity Shares (3,921) (536) (3,852) (509) (3,921) (536) (3,852) (509) meeting held on March 26, 2021 the COVID-19 pandemic situation that Tax on dividend -- (732) (97) -- (732) (97) made the following two calls on the Scheme of Arrangement emerged at the start of the year. The Closing Balance 41,893 6,937 14,146 3,141 1,96,059 27,073 32,972 4,766 aforesaid equity shares: Between the Company and business achieved revenue of `1,53,818 Reliance O2C Limited crore and posted an all-time high Figures in brackets represent deductions. (a) First call of `314.25 per partly paid The Board of Directors of the EBITDA of `9,842 crore for the year. * 1 US$ = `73.110 Exchange Rate as on March 31, 2021 (1 US$ = `75.665 as on March 31, 2020). equity share (comprising `2.50 Company had approved a scheme This was driven by gradual rebound ^ Refer Note 31 of the Standalone Financial Statement and Note 29 of the Consolidated Financial Statement. towards face value and `311.75 # Refer Note 14 of the Standalone and Consolidated Financial Statement. of arrangement between (i) the of revenue streams, judicious cost towards securities premium), Company, its shareholders and management initiatives and boosted by Results of Operations and Financial Performance shall be paid in proportion to the payable during the period from creditors, and (ii) Reliance O2C Limited higher investment income. the state of Company’s (Consolidated) paid-up value of the partly paid equity May 17, 2021 to May 31, 2021, both and its shareholders and creditors During the year, Reliance Retail affairs • Value of Sales and services was shares. Dividend is subject to approval days inclusive; and (the “Scheme”). The Scheme, inter executed India’s largest fund raise `5,39,238 crore (US$ 73.8 billion) of members at the ensuing annual alia, provides for transfer of the oil- The Highlights of the Company’s (b) Second & final call of` 628.50 in the consumer / retail sector of • EBITDA for the year was `97,580 general meeting and shall be subject to to-chemicals (“O2C”) undertaking performance (Standalone) for per partly paid equity share `47,265 crore for 10.09% stake from crore (US$ 13.3 billion) deduction of income tax at source. from the Company to Reliance O2C the year ended March 31, 2021 (comprising `5.00 towards face marquee global investors, reflecting the • Cash Profit for the year was` 79,828 Limited, a wholly owned subsidiary, as are as under: The dividend recommended is in value and `623.50 towards conviction in operating track record, crore (US$ 10.9 billion) a going concern on a slump sale basis • Value of Sales and services was accordance with the Company’s securities premium), payable during model and prospects. • Net Profit for the year was` 53,739 on terms and conditions as detailed `2,78,940 crore (US$ 38.2 billion) Dividend Distribution Policy. The the period from November 15, crore (US$ 7.4 billion) in the Scheme. The Scheme has been Digital Services • Exports for the year was `1,45,143 Dividend Distribution Policy of 2021 to November 29, 2021, both approved by the Shareholders and Digital Service Segment achieved crore (US$ 19.9 billion) the Company is annexed herewith days inclusive. Dividend Creditors of the Company and is subject revenue of `90,287 crore, an increase • EBITDA for the year was `48,318 and marked as Annexure I to this The funds raised by the Company to approvals under the applicable laws of 29.7% y-o-y. Segment EBITDA was at crore (US$ 6.6 billion) The Board of Directors has Report and the same is available through Rights Issue, have been utilised including approval of the National `34,035 crore for the year, a growth of • Cash Profit for the year was` 36,411 recommended a dividend of `7/- on the Company’s website and can for the objects stated in the Letter of Company Law Tribunal. 45.8% y-o-y. The Digital business added crore (US$ 5.0 billion) (Rupees Seven only) per equity share of be accessed at Offer, dated May 15, 2020, towards 37.9 million subscribers during the year, • Net Profit for the year was` 31,944 `10/- (Ten rupees) each fully paid-up of Transfer of Petroleum Retail https://www.ril.com/DownloadFiles/ repayment of certain borrowings with year-end subscriber base at 426.2 crore (US$ 4.4 billion) the Company (last year `6.50 per equity Marketing Business IRStatutory/Dividend- of the Company. million. Customer engagement on the share of `10/- each). Pro-rata dividend During the year under review, the Distribution-Policy.pdf Jio network remained healthy across Issue of Debentures Company transferred its Petroleum data and voice services. Jio is one of the The Company had issued and Retail Marketing business to Reliance largest data networks globally carrying allotted on private placement basis, BP Mobility Limited (“RBML”). RBML is over 5 exabytes of data on a monthly unsecured redeemable non-convertible a fuels and mobility business with BP debentures (NCDs) aggregating
204 Reliance Industries Limited Integrated Annual Report 2020-21 205 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Board’s Report OVERVIEW REVIEW STATEMENTS
basis. Average per capita monthly reported revenue of `3,20,008 crore and Subsidiaries, Joint Ventures Secretarial Standards governance practices. The report on Corporate Social data usage across the subscriber EBITDA of `38,170 crore. and Associate Companies Corporate Governance as stipulated Responsibility (CSR) The Company has followed the base was 13.3 GB for the quarter under the Listing Regulations forms part Overall production meant for sale During the year under review, applicable Secretarial Standards, i.e. Over the past decade, the Company ended March 2021. of the Annual Report. Certificate from reduced from 71 MMT to 63.6 MMT. companies listed in Annexure II to this SS-1 and SS-2, relating to ‘Meetings of has focused on several corporate the Auditors of the Company confirming During the year, Jio completed raising Most of the reduction came from Report have become and/or ceased the Board of Directors’ and ‘General social responsibility programs. The compliance with the conditions of funds of `152,056 crore across 13 transportation fuels due to global to be the Company’s subsidiaries, joint Meetings’ respectively. CSR initiatives of the Company under Corporate Governance is attached to marquee global investors. It also demand destruction. However, with agile ventures or associate companies. the leadership of Smt. Nita M. Ambani, the report on Corporate Governance. enhanced its spectrum portfolio by business model and feedstock flexibility, Directors’ Responsibility Founder and Chairperson, Reliance A statement providing details of 56% to 1,732 MHz through acquisition the Company was able to maximize Statement Foundation, have touched the lives of performance and salient features of Business Responsibility of spectrum via the auction conducted downstream throughput which stood at more than 4.5 crore people covering the financial statements of Subsidiary Your Directors state that: Report by Department of Telecom in 2021 71.9 MMT, a decrease of 10% y-o-y. more than 44,700 villages and several / Associate / Joint Venture companies, and spectrum trading agreement a) in the preparation of the annual As stipulated under the Listing urban locations across India. Oil and Gas E&P as per Section 129(3) of the Act, with Bharti Airtel. accounts for the year ended March Regulations, the Business Responsibility Segment Revenues for the year was is provided as Annexure A to the 31, 2021, the applicable accounting Report (BRR) describing the The Company continues its endeavour In the endeavour to continue building lower by 33.4% y-o-y to `2,140 crore consolidated financial statement and standards read with requirements initiatives taken by the Company to improve the lives of people and the premiere digital society in India, primarily due to lower volumes from therefore not repeated in this Report to set out under Schedule III to the Act from an environmental, social and provide opportunities for their holistic multiple digital platforms like JioMart, conventional fields and overall lower avoid duplication. have been followed and there are no governance perspective is available development through its different JioMeet, JioHaptik, JioPOS-lite, commodity price realization. EBITDA initiatives in the areas of Rural The audited financial statement material departures from the same; on the Company’s website and JioGames, JioUPI, JioHealthHub, were for the year declined by 27% to `258 Transformation, Health, Education, including the consolidated financial can be accessed at launched which were key enablers of crore. For the year, domestic production b) the Directors have selected such Sports for Development, Disaster statement of the Company and all other https://www.ril.com/ work from home, learn from home, (the Company’s share) was at 27.8 accounting policies and applied them Response, Arts, Culture, Heritage documents required to be attached DownloadFiles/BRR202021.pdf health from home and shop from home BCFe, down 28.4% y-o-y due to expiry consistently and made judgements and Urban Renewal. thereto is available on the Company’s during the Coronavirus crisis. of Panna Mukta Production Sharing and estimates that are reasonable Contracts or arrangements website and can be accessed at The Company adopted a multi-pronged Contract in December 2019 and and prudent so as to give a true and with Related Parties Media and Entertainment https://www.ril.com/ar2020-21/pdf/RIL- approach to address the COVID-19 cessation of production from D1D3 (KG fair view of the state of affairs of the The business successfully dealt with Integrated-Annual-Report-2020-21.pdf All contracts / arrangements / pandemic. The Company supported D6) field in February 2020. US Shale (the Company as at March 31, 2021 and the challenges posed by the COVID-19 The financial statements of the transactions entered by the Company initiatives on healthcare, medical oxygen Company’s share), production was 98.8 of the profit of the Company for the pandemic and posted much improved subsidiaries, as required, are available during the financial year with related supply, emergency meal distribution, BCFe, up 22.9% on y-o-y basis. During year ended on that date; profitability across all business lines on the Company’s website and can parties were in its ordinary course of supply of free fuel, masks and awareness the year, R-Cluster fields in KG D6 block in a difficult year. During financial year be accessed at c) the Directors have taken proper and business and on an arm’s length basis. creation. Over 5.5 crore meals provided commenced production and achieved 2020‑21, Network18 reported value of https://www.ril.com/Financial- sufficient care for the maintenance During the year, the Company had not under Mission Anna Sewa; over 81 peak production level of 12.8 MMSCMD services of `5,459 crore and EBITDA of Statement-2020-21.aspx of adequate accounting records in entered into any contract / arrangement lakh masks were distributed under in mid-April 2021, ahead of plan. In April `796 crore (growth of 29% y-o-y). The accordance with the provisions of / transaction with related parties Mission COVID-19 Suraksha and free 2021, Satellite fields also commenced The Company has formulated a Policy improvement in profitability is a result of the Act for safeguarding the assets which could be considered material fuel support was provided to 14,000+ production two months ahead of for determining Material Subsidiaries. cost controls and concerted efforts to of the Company and for preventing in accordance with the policy of the emergency vehicles. Medical oxygen schedule despite COVID-19 challenges. The Policy is available on the Company’s increase annuity-style revenue streams, and detecting fraud and other Company on materiality of related party production was ramped up from zero website and can be accessed at including subscription and syndication. irregularities; transactions or which is required to be to 11% of India’s treatment needs for Credit Rating https://www.ril.com/DownloadFiles/ reported in Form No. AOC-2 in terms meeting the requirement of over one lakh Oil to Chemicals IRStatutory/Material-Subsidiaries.pdf d) the Directors have prepared The Company’s financial discipline of Section 134(3) (h) read with Section patients every day. This was supplied The Oil to Chemicals (O2C) business the annual accounts on a and prudence is reflected in the During the year under review: 188 of the Act and Rule 8(2) of the free to several State Governments. experienced both price and margin going concern basis; strong credit ratings ascribed by rating Companies (Accounts) Rules, 2014. dislocation due to the pandemic and agencies. The details of credit ratings a) Reliance Retail Limited, Jio Platforms e) the Directors have laid down internal The Company supported national lockdown in many countries during the are disclosed in the Management Limited, Reliance Jio Infocomm financial controls to be followed by The Policy on Materiality of Related initiatives like Gram Uday Se Bharat first half of the financial year. Even in Discussion and Analysis Report, which Limited and Reliance Global Energy the Company and that such internal Party Transactions and on dealing Uday Abhiyan, Unnat Bharat Abhiyan, testing times such as this, the business forms part of the Annual Report. Services (Singapore) Pte. Limited, financial controls are adequate and with Related Party Transactions as Swachh Bharat Abhiyan, Poshan delivered robust performance by were material subsidiaries of the are operating effectively; and approved by the Board is available Abhiyan, Jal Shakti Abhiyan, Sabki leveraging the strong international and Consolidated Financial Company, as per Listing Regulations. on the Company’s website and Yojana Sabka Vikas, Skill India domestic supply-chain, multimodal Statement f) the Directors have devised proper can be accessed at Mission, Digital India and Doubling b) The Company along with JM Financial logistics, deep integration and feedstock systems to ensure compliance with https://www.ril.com/DownloadFiles/ Farmers’ Income. In accordance with the provisions of Asset Reconstruction Company flexibility. Revenues for the O2C business the provisions of all applicable laws IRStatutory/Policy-on- the Companies Act, 2013 (“the Act”) Limited (acting in its capacity The CSR initiatives of the Company declined 29% with lower volumes and and that such systems are adequate Materiality-of-RPT.pdf and Listing Regulations read with as a Trustee of ‘JMFARC- March have won several awards including lower realization due to decline in average and operating effectively. Ind AS-110-Consolidated Financial 2018 – Trust’- (JMFARC) acquired, There were no materially significant India Today-MDRA Special Healthgiri crude and feedstock prices specifically Statement, Ind AS-28-Investments in accordance with the approved Corporate Governance related party transactions which could Award 2020, CII National Awards for during the first half of the year. Brent in Associates and Joint Ventures Resolution plan, joint control have potential conflict with the interests Excellence in Water Management 2020 crude price for the year averaged at The Company is committed to maintain and Ind AS-31-Interests in Joint over Alok Industries Limited. The of the Company at large. in the ‘Beyond the Fence’ category and US$44.3/bbl versus US$61.1/bbl in the the highest standards of Corporate Ventures, the consolidated audited Company holds 40.01% equity stake ICSI 5th CSR Excellence Award in Large previous year. The segment performance Governance and adheres to the Members may refer to Note 33 to the financial statement forms part of and JMFARC holds 34.99% equity Category. Town & Country, America’s was supported by sharp recovery in Corporate Governance requirements Standalone Financial Statement which the Annual Report. stake in Alok Industries Limited leading general interest magazine, downstream demand and deltas in set out by the Securities and Exchange sets out related party disclosures aggregating to 75%. featured Smt. Nita M. Ambani and the second half of the year. During the Board of India (“SEBI”). The Company pursuant to Ind AS. Reliance Foundation among the world’s financial year 2020-21, O2C business has also implemented several best top Philanthropists of 2020. 206 Reliance Industries Limited Integrated Annual Report 2020-21 207 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Board’s Report OVERVIEW REVIEW STATEMENTS
The CSR policy, formulated by the risks. The key internal financial controls a) they meet the criteria of In accordance with the manner of LLP (formerly known as D T S & Secretarial Audit Report for the financial Corporate Social Responsibility and have been documented, automated independence prescribed under the evaluation specified by the HRNR Associates), Chartered Accountants year ended March 31, 2021 is annexed Governance (“CSR&G”) Committee wherever possible and embedded in the Act and the Listing Regulations; and Committee, the Board carried out annual were appointed as Auditors of herewith and marked as Annexure and approved by the Board, respective business processes. performance evaluation of the Board, the Company for a term of 5 (five) IV to this Report. The Secretarial b) they have registered their continues unchanged. The policy can its Committees and Individual Directors. consecutive years, at the annual general Audit Report does not contain any Assurance to the Board on the names in the Independent be accessed at The Independent Directors carried out meeting held on July 21, 2017. The qualification, reservation, adverse effectiveness of internal financial Directors’ Databank. https://www.ril.com/DownloadFiles/ annual performance evaluation of the Auditors have confirmed that they are remark or disclaimer. controls is obtained through 3 Lines of IRStatutory/CSR-Policy.pdf The Company has devised, inter alia, the Chairperson, the non-independent not disqualified from continuing as Defence which include: following policies viz.: directors and the Board as a whole. The Auditors of the Company. Disclosures The three core commitments of Scale, a) Management reviews and Chairman of the respective Committees Impact and Sustainability form the a) Policy for selection of Directors The Notes on financial statement Meetings of the Board self-assessment; shared the report on evaluation with the bed-rock of the Company’s philosophy and determining Directors’ referred to in the Auditors’ Report are Eight Meetings of the Board of b) Continuous controls monitoring by respective Committee members. The on CSR initiatives. As per the CSR policy independence; and self-explanatory and do not call for any Directors were held during the year. The functional experts; and performance of each Committee was of the Company, Rural Transformation, further comments. The Auditors’ Report particulars of the meetings held and b) Remuneration Policy for Directors, evaluated by the Board, based on the Health, Education, Environment, c) Independent design and operational does not contain any qualification, attended by each Director are detailed Key Managerial Personnel and report of evaluation received from the Arts, Heritage & Culture and Disaster testing by the Group Internal reservation, adverse remark or disclaimer. in the Corporate Governance Report. other employees. respective Committees. A consolidated Response, are the focus areas for Audit function. report was shared with the Chairman Cost Auditors Audit Committee CSR engagement. The aforesaid policies are available The Company believes that these of the Board for his review and giving The Board has appointed the following The Audit Committee comprises on the Company’s website and can During the year, the Company spent systems provide reasonable assurance feedback to each Director. Cost Accountants as Cost Auditors for Shri Yogendra P. Trivedi (Chairman), be accessed at `922 crore (around 2.09% of the that the Company’s internal financial conducting the audit of cost records of Dr. Raghunath A. Mashelkar, Shri http://www.ril.com/DownloadFiles/ average net profits of last three financial controls are adequate and are operating Employees’ Stock Option products and services of the Company Adil Zainulbhai, Shri Raminder Singh IRStatutory/Policy-for-Selection-of- years) on CSR activities. effectively as intended. Schemes for various segments for the financial Gujral and Shri K. V. Chowdary. During Directors.pdf and year 2021-22 under Section 148 of the the year, all the recommendations The Annual Report on CSR activities https://www.ril.com/DownloadFiles/ The Employee Stock Option Scheme – Directors and Key Act read with the Companies (Cost made by the Audit Committee were is annexed herewith and marked as IRStatutory/Remuneration-Policy- 2006 (“ESOS–2006”) was withdrawn Managerial Personnel Records and Audit) Rules, 2014: accepted by the Board. Annexure III to this Report. for-Directors.pdf during financial year 2017-18. However, In accordance with the provisions options granted under ESOS–2006, but i. Textiles Business – Kiran J. Mehta & Co; Corporate Social Responsibility Risk Management of the Act and the Articles of The Policy for selection of Directors and pending to be exercised, continue to be and Governance Committee ii. Chemicals Business – Diwanji & Co., Association of the Company, Shri determining Directors’ independence governed by ESOS–2006. The HRNR The Corporate Social Responsibility The Company has a structured K.G. Goyal & Associates, V.J. Talati Nikhil R. Meswani and Shri P. K. Kapil, sets out the guiding principles for Committee, through RIL ESOS 2017 and Governance Committee comprises Group Risk Management Framework, & Co., Suresh D. Shenoy, Shome & Directors of the Company, retire the HRNR Committee for identifying Trust inter alia administers and monitors Shri Yogendra P. Trivedi (Chairman), Shri designed to identify, assess and Banerjee and Dilip M. Malkar & Co.; by rotation at the ensuing annual persons who are qualified to become Reliance Industries Limited Employees’ Nikhil R. Meswani, Dr. Raghunath A. mitigate risks appropriately. The Risk general meeting. The Board of Directors and to determine the Stock Option Scheme 2017 iii. Polyester Business – V.J. Talati Mashelkar and Dr. Shumeet Banerji. Management Committee has been Directors, on the recommendation of independence of Directors, while (“ ESOS-2017”) of the Company. & Co., Suresh D. Shenoy, V. entrusted with the responsibility to Human Resources, Nomination the Human Resources, Nomination considering their appointment as Kumar & Associates and K.G. assist the Board in: The above Schemes are in line with and Remuneration Committee and Remuneration (“HRNR”) Independent Directors of the Company. Goyal & Associates; the Securities and Exchange Board The Human Resources, Nomination and a) overseeing and approving the Committee, has recommended their The Policy also provides for the iv. Electricity Generation – Diwanji & Co. of India (Share Based Employee Remuneration Committee comprises Company’s enterprise wide risk re-appointment. factors in evaluating the suitability of and Kiran J. Mehta & Co.; individual Board members with diverse Benefits) Regulations, 2014 (“SBEB Shri Adil Zainulbhai (Chairman), Shri management framework; and v. Petroleum Business – The Board of Directors, based on background and experience that are Regulations”). The Company has Yogendra P. Trivedi, Dr. Raghunath Suresh D. Shenoy; b) ensuring that all material Strategic and performance evaluation and as per relevant for the Company’s operations. obtained certificates from the Auditors A. Mashelkar, Shri Raminder Singh Commercial including Cybersecurity, the recommendation of the HRNR There has been no change in the policy of the Company stating that the vi. Oil & Gas Business – V.J. Talati & Co. Gujral, Dr. Shumeet Banerji and Shri Safety and Operations, Compliance, Committee has commended the re- during the current year. Schemes have been implemented in and Shome & Banerjee; K. V. Chowdary. Control and Financial risks have appointment of Dr. Shumeet Banerji, as accordance with the SBEB Regulations vii. Gasification – Suresh D. Shenoy; and Stakeholders’ Relationship been identified and assessed and an Independent Director of the Company The Company’s remuneration and the resolutions passed by the viii.Composite Solution – Committee adequate risk mitigations are in place, for a second term of 5 (five) consecutive policy is directed towards rewarding members. The certificates are available Kiran J. Mehta & Co. The Stakeholders’ Relationship to address these risks. years, effective July 21, 2022 on performance based on review of for inspection by members in electronic Committee comprises Shri Yogendra completion of his current term of office. achievements. The remuneration policy mode. The details as required to be Shome & Banerjee, Cost Accountants, Further details on the Risk Management P. Trivedi (Chairman), Smt Arundhati In the opinion of the Board, he possesses is in consonance with existing industry disclosed under the SBEB Regulations have been nominated as the Company’s activities including the implementation Bhattacharya, Shri K. V. Chowdary, requisite expertise, integrity and practice. There has been no change in can be accessed at Lead Cost Auditors. of risk management policy, key risks Shri Nikhil R. Meswani and Shri experience (including proficiency) for the policy during the current year. https://www.ril.com/DownloadFiles/ identified, and their mitigations are In accordance with the provisions of Hital R. Meswani. appointment as an Independent Director IRStatutory/ESOS-2006- covered in Management Discussion and Performance Evaluation Section 148(1) of the Act, read with of the Company and the Board considers Disclosure-2020-21.pdf and Details of composition of other Analysis section, which forms part of the Companies (Cost Records and that, given his professional background, The Company has a policy for https://www.ril.com/DownloadFiles/ committees are given in the the Annual Report. Audit) Rules, 2014, the Company has experience and contributions made by performance evaluation of the Board, IRStatutory/ESOS-2017- maintained cost records. Corporate Governance Section of Internal Financial Controls him during his tenure, the continued Committees and other individual Disclosure-2020-21.pdf the Annual Report. association of Dr. Shumeet Banerji would Directors (including Independent Secretarial Auditor Vigil Mechanism Internal Financial Controls are an integral be beneficial to the Company. Directors) which include criteria Auditors and Auditors’ Report The Board had appointed Dr. K.R. The Company has established a part of the Group Risk Management for performance evaluation of Chandratre, Practising Company The Company has received declarations Auditors robust Vigil Mechanism and a Whistle- framework and processes that address Non-Executive Directors and Secretary, to conduct Secretarial Audit from all the Independent Directors of S R B C & CO LLP, Chartered blower policy in accordance with the financial as well as financial reporting Executive Directors. for the financial year 2020-21. The the Company confirming that: Accountants and D T S & Associates
208 Reliance Industries Limited Integrated Annual Report 2020-21 209 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Board’s Report OVERVIEW REVIEW STATEMENTS
Annexure I provisions of the Act and the Listing (Refer Note 2, 3, 6, 9, 33 and 39 to the • Details relating to deposits covered Regulations. An Ethics and Compliance Standalone Financial Statement). under Chapter V of the Act. Dividend Distribution Policy conserve capital for the then ongoing Utilisation of Retained Earnings Task Force (ECTF) comprising an • Issue of equity shares with The Board of Directors (the “Board”) or planned business expansion The Company shall endeavour to utilise Conservation of Energy, Executive Director, General Counsel, differential rights as to dividend, of Reliance Industries Limited (the or other factors which may be the retained earnings in a manner which Technology Absorption and Group Controller and Group Company voting or otherwise. “Company”) at its meeting held on April considered by the Board. shall be beneficial to the interests of the Foreign Exchange Earnings and Secretary has been established • Issue of shares (including sweat 24, 2017 had adopted this Dividend Company and also its shareholders. Outgo Parameters to be considered which oversees and monitors the equity shares) to employees of the Distribution Policy (the “Policy”) as The particulars relating to conservation before recommending dividend The Company may utilise the retained implementation of ethical business Company under any scheme save required by Regulation 43A of the SEBI of energy, technology absorption, The Board of Directors of the earnings for making investments for practices in the Company. The task and except Employees’ Stock Options (Listing Obligations and Disclosure foreign exchange earnings and outgo, Company shall consider the following future growth and expansion plans, force reviews complaints and incidents Schemes referred to in this Report. Requirements) Regulations, 2015 (the as required to be disclosed under financial / internal parameters while for the purpose of generating higher on a quarterly basis and reports them to • Neither the Managing Director nor “Listing Regulations”). the Act, are provided in Annexure V declaring or recommending dividend returns for the shareholders or for any the Audit Committee. the Whole-time Directors of the to this Report. Objective to shareholders: other specific purpose, as approved by Company receive any remuneration Employees and other stakeholders The objective of this Policy is to the Board of Directors of the Company. Annual Return or commission from any of • Profits earned during are required to report actual or establish the parameters to be The Annual Return of the Company its subsidiaries. the financial year Parameters that shall be suspected violations of applicable considered by the Board of Directors as on March 31, 2021 is available • No significant or material orders • Retained Earnings adopted with regard to various laws and regulations and the Code of the Company before declaring or on the Company’s website and can were passed by the Regulators or • Earnings outlook for next classes of shares of Conduct. Such genuine concerns recommending dividend. be accessed at Courts or Tribunals which impact the three to five years The Company has issued only one (termed Reportable Matter) disclosed https://www.ril.com/DownloadFiles/ going concern status and Company’s The Company has had an uninterrupted • Expected future capital / class of shares viz. equity shares. as per Policy are called “Protected IRStatutory/Annual-Return-2020-21.pdf operations in future. dividend payout since listing. In future, liquidity requirements Parameters for dividend payments in Disclosures” and can be raised by a • No fraud has been reported the Company would endeavour to • Any other relevant factors and respect of any other class of shares will Whistle-blower through an e-mail or Particulars of Employees and by the Auditors to the Audit pay sustainable dividend keeping in material events. be as per the respective terms of issue dedicated telephone line or a letter Related Disclosures Committee or the Board. view the Company’s policy of meeting and in accordance with the applicable to the ECTF or to the Chairman of the In terms of the provisions of Section The Board of Directors of the • There has been no change in the the long-term growth objectives from regulations and will be determined, Audit Committee. The Vigil Mechanism 197(12) of the Act read with Rules Company shall consider the nature of business of the Company. internal cash accruals. if and when the Company decides to and Whistle-blower policy is available 5(2) and 5(3) of the Companies following external parameters while • There is no proceeding pending issue other classes of shares. on the Company’s website and can (Appointment and Remuneration of Circumstances under which the declaring or recommending dividend under the Insolvency and be accessed at Managerial Personnel) Rules, 2014, a shareholders may or may not to shareholders: Conflict in Policy Bankruptcy Code, 2016. expect dividend In the event of any conflict between this https://www.ril.com/DownloadFiles/ statement showing the names of the top • Macro-economic environment • There was no instance of one- The Board of Directors of the Company, Policy and the provisions contained in IRStatutory/Vigil-Mechanism-and- ten employees in terms of remuneration – Significant changes in Macro- time settlement with any Bank or while declaring or recommending the Listing Regulations, the Regulations Whistle-Blower-Policy.pdf drawn and names and other particulars economic environment materially Financial Institution. dividend shall ensure compliance shall prevail. of the employees drawing remuneration affecting the businesses in Prevention of Sexual with statutory requirements under in excess of the limits set out in the said Acknowledgement which the Company is engaged Amendments Harassment at Workplace applicable laws including the provisions rules forms part of this Report. in the geographies in which the The Board may, from time to time, make In accordance with the requirements The Board of Directors wish to place on of the Companies Act, 2013 and Listing Company operates amendments to this Policy to the extent of the Sexual Harassment of Women at Disclosures relating to remuneration record its deep sense of appreciation Regulations. The Board of Directors, required due to change in applicable Workplace (Prevention, Prohibition & and other details as required under for the committed services by all the while determining the dividend to • Regulatory changes – Introduction laws and Listing Regulations or as Redressal) Act, 2013 (“POSH Act”) and Section 197(12) of the Act read employees of the Company. The Board be declared or recommended, shall of new regulatory requirements or deemed fit on a review. Rules made thereunder, the Company with Rule 5(1) of the Companies of Directors would also like to express take into consideration the advice of material changes in existing taxation has in place a policy which mandates (Appointment and Remuneration of their sincere appreciation for the the executive management of the or regulatory requirements, which For and on behalf of the no tolerance against any conduct Managerial Personnel) Rules, 2014 assistance and co-operation received Company and the planned and further significantly affect the businesses in Board of Directors amounting to sexual harassment of forms part of this Report. from the financial institutions, banks, investments for growth apart from other which the Company is engaged women at workplace. The Company Mukesh D. Ambani Having regard to the provisions of the government and regulatory authorities, parameters set out in this Policy. has constituted Internal Committee(s) • Technological changes which Chairman and Managing Director second proviso to Section 136(1) of the stock exchanges, customers, vendors, (ICs) to redress and resolve any The Board of Directors of the Company necessitate significant new Act and as advised, the Annual Report members, debenture holders April 30, 2021 complaints arising under the POSH may not declare or recommend investments in any of the businesses excluding the aforesaid information and debenture trustee during the Act. Training/awareness programs dividend for a particular period if it is in which the Company is engaged. is being sent to the members of the year under review. are conducted throughout the year of the view that it would be prudent to Company. Any member interested in to create sensitivity towards ensuring For and on behalf of the obtaining such information may address respectable workplace. Board of Directors their email to [email protected] Particulars of loans given, Mukesh D. Ambani investments made, guarantees General Chairman and Managing Director given and securities provided Your Directors state that no disclosure April 30, 2021 Particulars of loans given, investments or reporting is required in respect of made, guarantees given and securities the following matters as there were no provided along with the purpose transactions on these matters during for which the loan or guarantee or the year under review: security provided is proposed to be utilised by the recipient are provided in the Standalone Financial Statement
210 Reliance Industries Limited Integrated Annual Report 2020-21 211 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Board’s Report OVERVIEW REVIEW STATEMENTS
Annexure II Annexure III Companies / Bodies Corporate which became / ceased to be Company’s Subsidiaries, Joint Ventures or Associate Annual Report on Corporate Social Responsibility (CSR) activities for the Financial Year 2020-21 Companies as per the provisions of the Companies Act, 2013: 1. Brief outline on CSR Policy of the Company Refer Section: Corporate Social Responsibility (CSR) in the Board’s Report 1. Companies / Bodies Corporate 2. Companies / Bodies Corporate 4. Companies / Bodies Corporate which became Subsidiaries during which ceased to be Subsidiaries which have ceased to be Joint 2. Composition of CSR Committee
the financial year 2020-21: during the financial year 2020-21: Venture or Associate during the Number of Sl. Name of Director Designation/Nature of Directorship Number of financial year 2020-21: meetings of No. meetings of CSR Sr. Name of the Company/ Bodies Sr. Name of the Company/ Bodies CSR Committee Committee held No. Corporate No. Corporate attended during Sr. during the year Name of the Company the year 1. Dadha Pharma Distribution 1. Reliance Energy Generation and No. 1. Shri Yogendra P. Trivedi Chairman (Non-Executive Director) 4 4 Private Limited Distribution Limited 1. Summit Digitel Infrastructure Private 2. Shri Nikhil R. Meswani Member (Executive Director) 4 4 2. Football Sports Development Limited 2. Reliance Holding USA Inc. Limited (Formerly Reliance Jio Infratel 3. Dr. Raghunath A. Mashelkar Member (Non-Executive Director) 4 4 3. Jio Information Aggregator 3. Dadri Toe Warehousing Private Limited) Services Limited Private Limited 2. Football Sports 4. Dr. Shumeet Banerji Member (Non-Executive Director) 4 4 4. Jio Media Limited Development Limited* 3. There are no Companies / Bodies 3. RISE Worldwide Limited (Formerly 5. Jio Things Limited 3. Provide the weblink where Composition of CSR Committee https://www.ril.com/OurCompany/Leadership/ Corporate which have become Joint IMG Reliance Limited)* 6. Mesindus Ventures Private Limited Composition of CSR Committee, BoardCommittees.aspx Ventures or Associates during the *Ceased to be joint venture and became a 7. Netmeds Marketplace Limited CSR Policy and CSR projects approved CSR Policy https://www.ril.com/DownloadFiles/ financial year 2020-21. subsidiary during the year. IRStatutory/CSR-Policy.pdf 8. Reliance Lifestyle Products Private by the Board are disclosed on the CSR projects https://www.ril.com/DownloadFiles/IRStatutory/ Limited (Formerly V&B Lifestyle India For and on behalf of the website of the Company Private Limited) Board of Directors approved by the Board CSR-Projects-2021-22.pdf 9. Reliance Retail and Fashion Lifestyle Limited Mukesh D. Ambani 4. Provide the details of Impact assessment of CSR projects carried out in Not Applicable for the financial year under review 10. RISE Worldwide Limited (Formerly Chairman and Managing Director IMG Reliance Limited) pursuance of sub-rule(3) of rule 8 of the Companies (Corporate Social April 30, 2021 11. Tresara Health Private Limited Responsibility Policy) Rules, 2014, if applicable (attach the report) 12. Urban Ladder Home Décor Solutions Private Limited 5. Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social 13. Vitalic Health Private Limited Responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any 14. Actoserba Active Wholesale Amount available for set-off Amount required to be set-off Private Limited Sl. Financial Year No. from preceding financial years for the financial year, if any 15. RBML Solutions India Limited (` in crore)* (` in crore) 16. skyTran Inc. 1. 2019-20 34 Nil 17. skyTran Israel Limited 2. 2018-19 38 Nil 18. Dadri Toe Warehousing Private Limited 3. 2017-18 42 Nil TOTAL 114 Nil
*The Company has spent in excess of the mandatory requirement under the Companies Act, 2013 but the same is not proposed to be set off.
6. Average net profit of the company as per Section 135 (5) `44,196 crore
7. (a) T wo percent of average net profit of the company as per section 135 (5) `884 crore (b) Surplus arising out of the CSR Projects or programmes or activities of the previous financial years Nil (c) Amount required to be set off for the financial year, if any Nil (d) T otal CSR obligation for the financial year (7a+7b-7c) `884 crore
8. (a) CSR amount spent or unspent for the financial year:
Total Amount spent for the Amount Unspent (` in crore) financial year Total Amount transferred to Unspent Amount transferred to any fund specified CSR Account as per Section 135(6) under Schedule VII as per second proviso to Section 135(5)
Amount Date of transfer Name of the fund Amount Date of transfer `922 crore Not applicable Not applicable
212 Reliance Industries Limited Integrated Annual Report 2020-21 213 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Board’s Report OVERVIEW REVIEW STATEMENTS
8. (b) Details of CSR amount spent against ongoing projects for the financial year: (1) (2) (3) (4) (5) (6) (7) (8) Mode of Mode of Implementation - Location of the Project Amount spent for (1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) SI. Item from the list of activities in Local area Implemen- Through Implementing Agency Name of the Project the project Amount Mode of Implementation No. Schedule VII to the Act (Yes/No) tation - Direct CSR Registration State District (` in crore) Name Location of the Project transferred to Mode of - Through Implementing (Yes/No) Amount Amount spent number Unspent CSR Implemen- Agency SI. Item from the list of activities in Local area Project allocated for in the current Disaster Response Clause (xii) disaster management, Name of the Project Account for the tation No. Schedule VII to the Act (Yes/No) State District duration * the project financial year project as per - Direct CSR 14. COVID-19 Relief - including relief, rehabilitation and Yes Note 2 40 Yes Direct (` in crore) ** (` in crore) Name Registration Section 135(6) (Yes/No) Mission Anna Sewa reconstruction activities ( in crore) number ` No PAN INDIA 3 No Reliance Foundation Education CSR00000623 1. Promoting Institution of Clause (ii) Promoting education Yes Maharashtra Raigad 15 Years 375 375 - No Reliance Foundation 15. COVID - 19 - Relief Support Yes Kerala - Thiruvananthapuram; Delhi-Delhi 10 Yes Direct Eminence - Jio Institute Institution of Sports for Development Clause (vii) training to promote Education and Research CSR00000624 16. Promoting Grassroot Sports rural sports, nationally recognised Yes PAN INDIA *49 No Reliance Foundation Youth sports, paralympic sports TOTAL 375 375 Sports CSR00000365; and olympic sports Reliance Foundation CSR00000623 * Project duration is from the year of commencement of the project. ** Represents budget for the financial year 2020-21 *Includes `0.12 crore direct spent by the Company Other Initiatives (iv) ensuring environmental 8. (c) Details of CSR amount spent against other than ongoing projects for the financial year: 17. Promoting Sustainable sustainability, ecological balance, Yes Gujarat - Jamnagar; Andhra Pradesh- East Godavari; *2 No Reliance Foundation Environment, Arts and Culture protection of flora and fauna, animal Maharashtra- Mumbai CSR00000623 (1) (2) (3) (4) (5) (6) (7) (8) welfare, (v) protection of national Mode of Mode of Implementation - Location of the Project Amount spent for heritage, art and culture SI. Item from the list of activities in Local area Implemen- Through Implementing Agency Name of the Project the project *Includes `0.11 crore direct spent by the Company No. Schedule VII to the Act (Yes/No) tation - Direct CSR Registration State District (` in crore) Name (Yes/No) number TOTAL 547 Education Clause (ii) Promoting education 1. Scholarship and Education Support Yes Note 1 8 No Reliance Foundation Note 1: Delhi - New Delhi; Gujarat - Junagadh; Kerala - Kollam; Maharashtra - Mumbai, Nagpur, Raigad, Thane; Tamilnadu - Chennai; Uttarakhand - Haridwar, Nainital, CSR00000623 Pauri Garhwal, Pithoragarh, Tehri Garhwal; West Bengal - Darjeeling 2. Reliance Foundation Schools Yes Gujarat- Vadodara; Maharashtra - Mumbai, 13 No Reliance Foundation Note 2: Andhra Pradesh - East Godavari; Gujarat - Bharuch, Jamnagar, Navsari, Surat, Vadodara, Ahmedabad; Madhya Pradesh - Shahdol; Nagpur, Raigad; CSR00000623 Maharashtra - Nagpur, Raigad; Uttar Pradesh - Allahabad, Barabanki; Punjab - Hoshiarpur; Pondicherry - Yanam 3. Infrastructure Development for Yes Gujarat - Jamnagar, Surat, Vadodara; 16 Yes Direct primary schools, aanganwadi Maharashtra - Raigad; 8. (d) Amount spent on Administrative Overheads - and other initiatives at Andhra Pradesh - East Godavari; (e) Amount spent on Impact Assessment, if applicable - manufacturing sites Uttar Pradesh - Allahabad; Daman & Diu - Silvassa `922 crore 4. Other Initiatives including No PAN INDIA 40 No Reliance Foundation (f) Total amount spent for the Financial Year (8b+8c+8d+8e) Programme Partnerships CSR00000623 (g) Excess amount for set off, if any Health Clause (i) Promoting health care 5. Preventive and Public including preventive health care Yes Uttar Pradesh - Ghazipur; Madhya Pradesh - Shahdol; 101 No Reliance Foundation SI. Particulars Amount Healthcare Initiatives Maharashtra- Mumbai, Raigad CSR00000623 No. (` in crore) 6. Drishti Corneal transplant and Yes PAN INDIA 1 No Reliance Foundation (i) Two percent of average net profit of the company as per section 135(5) 884 other initiatives for visually impaired CSR00000623 (ii) Total amount spent for the financial year 922 7. Medical Relief and Yes Note 2 6 Yes Direct (iii) Excess amount spent for the financial year [(ii)-(i)] 38 Assistance Programme (iv) Surplus arising out of the CSR projects or programmes or activities of the previous financial years, if any - 8. COVID-19 - Mission Covid Suraksha Yes PAN INDIA 113 Yes Direct (v) Amount available for set off in succeeding financial years [(iii)-(iv)] 38 27 No Reliance Foundation CSR00000623 9. Other Initiatives including No Maharashtra - Mumbai, Thane; Rajasthan - Udaipur 8 No Reliance Foundation 9. (a) Details of Unspent CSR amount for the preceeding three financial years: Programme Partnerships CSR00000623 Rural Transformation Clause (i) Eradicating hunger, (1) (2) (3) (4) (5) (6) 10. Development of Rural poverty and malnutrition, drinking Yes Gujarat - Dahej, Hazira; Maharashtra - Raigad; 3 No Reliance Foundation Amount Amount transferred to any fund specified under water; Clause (iv) ensuring Amount transferred to Amount spent remaining to Infrastructure and other Rural Uttar Pradesh - Ghazipur CSR00000623 Schedule VII as per section 135(6), if any Development Initiatives environmental sustainability, SI. Preceding Unspent CSR Account in the reporting be spent in No. Financial Year under Section 135(6) Financial Year succeeding 11. Sustainable ecological balance, protection of Yes PAN INDIA 42 No Reliance Foundation Name of Amount Date of (` in crore) (` in crore) financial years flora and fauna, animal welfare; (x) the Fund (` in crore) transfer Livelihoods Programme CSR00000623 (` in crore) 12. Drinking Water Supply and other rural development projects Yes Note 2 7 Yes Direct Rural Development Programmes at Not Applicable manufacturing sites 13. Other Initiatives including No Andhra Pradesh - Tirupati; Delhi - Delhi ; 58 No Reliance Foundation Programme Partnerships Gujarat - Jamnagar; Maharashtra - Mumbai; CSR00000623 Tamil Nadu - Chennai; Uttar Pradesh - Agra
214 Reliance Industries Limited Integrated Annual Report 2020-21 215 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Board’s Report OVERVIEW REVIEW STATEMENTS
Annexure IV Secretarial Audit Report 9. (b) Details of CSR amount spent in the financial year for ongoing projects of the preceeding financial year(s): For the Financial Year ended 31 March 2021
(1) (2) (3) (4) (5) (6) (7) (8) (9) [Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014] Amount Cumulative spent on amount Financial Total the project spent at Status of year in amount To: (iv) T he Foreign Exchange (i) The Securities and SI. Project in the the end of the project- Project ID Name of the project which the allocated for No. duration* reporting reporting Completed/ The Members Management Act, 1999 and Exchange Board of India project was the project Financial Financial Ongoing Reliance Industries Limited the rules and regulations made (Listing Obligations and commenced (` in crore) ** year Year 3rd Floor, Maker Chambers IV thereunder to the extent of Foreign Disclosure Requirements) (` in crore) (` in crore) 222, Nariman Point Direct Investment, Overseas Regulations, 2015. 1. RIL-CSR-EDN-001 Promoting Institution of 2017-18 15 years 375 375 1,671 Ongoing Mumbai – 400 021 Direct Investment and External Eminence - Jio Institute I have also examined compliance with Commercial Borrowings; TOTAL 375 375 1,671 I have conducted the Secretarial the applicable clauses of the following: (v) The following Regulations Audit of the compliance of applicable (i) Secretarial Standards (SS-1 and SS-2) prescribed under the Securities and *Project duration is from the year of commencement of the project statutory provisions and the adherence issued by The Institute of Company **Represents budget for the financial year 2020-21 Exchange Board of India Act, 1992 to good corporate practices by Reliance Secretaries of India; and Industries Limited (hereinafter called (‘SEBI Act’): — 10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired through CSR (ii) Listing Agreements entered into “the Company”). Secretarial Audit was (a) The Securities and Exchange spent in the financial year by the Company with BSE Limited conducted in a manner that provided Board of India (Substantial and the National Stock Exchange (a) Date of creation or acquisition of the capital asset (s) Not applicable me a reasonable basis for evaluating Acquisition of Shares and of India Limited. (b) Amount of CSR spent for creation or acquisition of capital asset Not applicable the corporate conducts/statutory Takeovers) Regulations, 2011; compliances and expressing my During the period under review (c) Details of the entity or public authority or beneficiary under whose name such capital asset is Not applicable (b) The Securities and opinion thereon. the Company has complied with registered, their address etc. Exchange Board of India the provisions of the Act, Rules, Not applicable Based on my verification of the (Prohibition of Insider Trading) (d) Provide details of the capital asset(s) created or acquired (including complete address and location of Regulations, Guidelines, Standards, etc. Company’s books, papers, minute Regulations, 2015; the capital asset). mentioned above. books, forms and returns filed and other (c) The Securities and Exchange 11. Specify the reasons(s), if the company has failed to spend two percent of the average net profit as per Not Applicable records maintained by the Company Board of India (Issue of Capital I further report that, having regard to Section 135(5). and also the information provided by and Disclosure Requirements) the compliance system prevailing in the Company, its officers, agents and Regulations, 2018; the Company and on examination of authorized representatives during the (d) The Securities and Exchange the relevant documents and records in Yogendra P. Trivedi Nikhil R. Meswani conduct of Secretarial Audit, I hereby Board of India (Share pursuance thereof on test-check basis, (Chairman, CSR&G Committee) (Executive Director) report that in my opinion, the Company Based Employee Benefits) the Company has complied with the has, during the audit period covering Regulations, 2014; following laws applicable specifically April 30, 2021 the financial year ended on 31 March to the Company: (e) The Securities and Exchange 2021 (‘Audit Period’) complied with the Board of India (Issue and (a) Merchant Shipping Act, 1958 and statutory provisions listed hereunder Listing of Debt Securities) Rules made thereunder; and also that the Company has proper Regulations, 2008; (b) Petroleum Act, 1934 and Rules Board-processes and compliance- made thereunder; mechanism in place to the extent, in the (f) The Securities and Exchange manner and subject to the reporting Board of India (Registrars to (c) Oil Field (Regulation and made hereinafter: an Issue and Share Transfer Development) Act, 1948 and Rules Agents) Regulations, 1993 made thereunder; I have examined the books, papers, regarding the Companies Act (d) The Mines Act, 1952 and Rules minute books, forms and returns and dealing with client (Not made thereunder and filed and other records maintained applicable to the Company (e) The Petroleum and Natural Gas by the Company for the financial year during the Audit Period); ended on 31 March 2021 according to Regulatory Board Act, 2006 and the (g) The Securities and Exchange the provisions of: Rules made thereunder. Board of India (Delisting of (i) T he Companies Act, 2013 (the Act) Equity Shares) Regulations, I further report that and the rules made thereunder; 2009 (Not applicable to The Board of Directors of the Company (ii) The Securities Contracts the Company during the is duly constituted with proper balance (Regulation) Act, 1956 (‘SCRA’) and Audit Period); of Executive Directors, Non-Executive the rules made thereunder; (h) The Securities and Exchange Directors and Independent Directors. (iii) T he Depositories Act, 1996 and Board of India (Buyback of The changes in the composition of the Regulations and Bye-laws Securities) Regulations, 2018 the Board of Directors that took place framed thereunder; (Not applicable to the Company during the period under review were during the Audit Period); and carried out in compliance with the provisions of the Act.
216 Reliance Industries Limited Integrated Annual Report 2020-21 217 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Board’s Report OVERVIEW REVIEW STATEMENTS
Adequate notice is given to all directors on rights basis, in the ratio of 1 equity • The Board of Directors of the Annexure to the Secretarial Audit Report to schedule the meetings of the Board share for every 15 equity shares Company had approved a scheme and Committees of the Board. Except held, to eligible equity shareholders of arrangement between (i) the where consent of the directors was of the Company at an issue price of Company, its shareholders and To: received for scheduling meeting at a `1,257/- per fully paid-up equity share creditors, and (ii) Reliance O2C The Members shorter notice, agenda and detailed (including a premium of `1,247/- per Limited and its shareholders and Reliance Industries Limited notes on agenda were sent at least equity share). An amount equivalent creditors (the “Scheme”). The 3rd Floor, Maker Chambers IV seven days in advance, and a system to 25% of the issue price viz. `314.25 Scheme, inter alia, provides for 222, Nariman Point exists for seeking and obtaining further per equity share was received transfer of the oil-to-chemicals Mumbai – 400 021. information and clarifications on the on application. (“O2C”) undertaking from the agenda items before the meeting Company to Reliance O2C Limited The Board of Directors of the Company, and for meaningful participation as a going concern on slump sale My report of even date is to be read along with this letter: at its meeting held on 26 March 2021 at the meeting. basis on the terms and conditions made the following two calls on the 1. Maintenance of secretarial records is the responsibility of the management of the Company. My responsibility is to express as detailed in the Scheme. The All decisions at Board Meetings and partly paid-up rights equity shares: an opinion on these secretarial records based on my audit. scheme has been approved by the Committee Meetings were carried • First call of `314.25 per partly Shareholders and Creditors of the 2. I have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness out unanimously as recorded in the paid equity share (including a Company at their respective meetings of the contents of the secretarial records. The verification was done on test-check basis to ensure that correct facts are minutes of the meetings of the Board of premium of `311.75 per share), convened and held on 31 March reflected in secretarial records. I believe that the process and practices, I followed provide a reasonable basis for my opinion. Directors or Committees of the Board, payable during the period from 17 2021 pursuant to order dated 11 as the case may be. 3. I have not verified the correctness and appropriateness of financial records and books of accounts of the Company. May 2021 to 31 May 2021, both February 2021 of National Company I further report that there are adequate days inclusive; and Law Tribunal, Mumbai. The Scheme 4. Wherever required, I have obtained Management Representation about the compliance of laws, rules and regulations and systems and processes in the Company is subject to further approvals under happening of events, etc. • Second & final call of` 628.50 per commensurate with the size and applicable laws including approval of partly paid equity share (including 5. The compliance of the provisions of corporate and other applicable laws, rules, regulations, standards is the responsibility of operations of the Company to monitor the National Company Law Tribunal. a premium of `623.50 per share), management. My examination was limited to the verification of procedures on test-check basis. and ensure compliance with applicable payable during the period from 15 Dr. K. R. Chandratre laws, rules, regulations and guidelines. 6. The Secretarial Audit report is neither an assurance as to future viability of the Company nor of the efficacy or effectiveness November 2021 to 29 November FCS No.: 1370, C. P. No.: 5144 with which the management has conducted the affairs of the Company. I further report that during 2021, both days inclusive. Place: Pune the audit period: Date: 30 April 2021 • The Company granted 42,00,000 • The Company issued and allotted on options to the eligible employees UDIN: F001370C000220281 Dr. K. R. Chandratre private placement basis, unsecured, under Employees Stock Peer Review FCS No.: 1370, C. P. No.: 5144 redeemable, non-convertible Option Scheme 2017. Certificate No.: 463/2016 Place: Pune Debentures (NCDs) aggregating Date: 30 April 2021 • The composite scheme of This report is to be read with my letter `24,955 crore. The Company amalgamation and plan of merger of even date which is annexed as cancelled 20,092 Non-Convertible UDIN: F001370C000220281 amongst Reliance Holding USA Annexure and forms an integral part Debentures (of PPD Series D, G, H, Peer Review Certificate No. : 463/2016 Inc. (“RHUSA”), Reliance Energy of this report. IA, IB and 13) which were bought by Generation and Distribution Limited the Company. Further, the Company (“REGDL”) and the Company (the redeemed Unsecured Non- “Scheme”), which, provided for Convertible Debentures amounting merger of RHUSA with REGDL and to `12,000 crore (PPD Series B, C, merger of REGDL with the Company E, F, PPD1 and PPD2) and Secured was approved by the Hon’ble National Non-Convertible Debentures Company Law Tribunal, Mumbai amounting to `500 crore (Series PPD Bench, vide its Order dated 27 July -180 Tranche 1). 2020. The Scheme became effective • The Company issued and allotted from 21 August 2020. 42,26,26,894 partly paid-up equity shares of `10/- each of the Company
218 Reliance Industries Limited Integrated Annual Report 2020-21 219 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Board’s Report OVERVIEW REVIEW STATEMENTS
Annexure V (iii) Capital investment on energy conservation equipments Particulars of Energy • Commissioned Condensate • M inimizing High Pressure (HP) Sr. Manufacturing Division Capital investments on Energy savings Conservation, Technology Preheater (CPH) for GT / HRSG 10 steam consumption in Air Preheater No. energy efficient equipments (Gcal/hr) Absorption and Foreign (Gas Turbine / Heat Recovery Steam in SEZ Sulphur Recovery Unit by (` in crore) Exchange Earnings and Outgo Generator) with increased waste heat process optimization 1 Jamnagar manufacturing division (DTA) 10.02 132.52 required under the Companies recovery from flue gas • HP Syngas Expander power 2 Jamnagar manufacturing division (SEZ) 12.23 95.11 (Accounts) Rules, 2014 • H ydrocarbon recovery from Vent Gas generation increased by reducing 3 Hazira manufacturing division 0.5 4.0 Recovery circuit in Linear Low Density bypass quantity in AGR plant A. Conservation of Energy 4 Dahej manufacturing division 0.5 3.7 Poly-ethylene (LLDPE) plant (i) St eps taken to conserve energy Hazira Manufacturing Division 5 Vadodara manufacturing division 9.4 4.4 • A PC (Advanced Process Energy efficiency is a cornerstone • Stripper Pressure optimization 6 Patalganga manufacturing division 0.6 1.5 Control) implementation for for positive impact on environment resulting in Low Pressure (LP) steam 7 Nagothane manufacturing division 0.0 1.5 steam optimization in Captive and sustainable growth. The consumption reduction in Poly- 8 Other manufacturing divisions 15.7 0.6 Power Plant (CPP) Company continued to improve Butadiene Rubber (PBR-3) plant • P rocess steam reduction by across all facets of energy optimizing Ethylene Oxide (EO) and Dahej Manufacturing Division B. Technology Absorption • F clean process development for Re • Gas phase Linear Low-Density management which include Carbon Dioxide (CO2) absorption • Optimization of Steam to Research and technology development use of char filter fuses for sustainable Polyethylene (LLDPE)/ High Density generation, distribution and / stripper loops Hydrocarbon ratio in cracker furnaces of the Company helps create operation of gasifiers Polyethylene (HDPE) production with consumption. Energy conservation • I mproved dilution steam reboiler to reduce the use of medium low- superior value by harnessing internal • Value creation from refinery waste in-house catalysts & Metallocene was achieved by optimising existing performance by C7C8 injection pressure steam consumption Research and Development skills and by- product: Using sodium free catalyst development for LLDPE energy profile through digital in quench water • Reduction of steam in reboiler by competencies and creates innovations di-sulphide oils (DSO) to replace • Development of Functional technologies including advanced • R outing Mono Ethylene Glycol optimizing operation of Secondary in emerging technology domains related dimethyl disulphide (DMDS) Emulsion Styrene Butadiene Rubber analytics, real-time optimization (MEG) stream from refining De-Ethanizer Column to the Company’s various businesses. in gas and naphtha cracker (ESBR) grades for silica based models, process engineering column directly to MEG tank by Research and technology development and hydrotreaters composite for Green Tyre and embracing newer and more Vadodara Manufacturing Division monitoring Glycol quality of the Company focuses on: • Light coker naphtha processing in • Valorisation of Polyvinyl Chloride efficient technologies. • Increased HP steam temperature • M edium Pressure (MP) steam SEZ (Special Economic Zone) FCC (PVC) Value Chain from Steam turbine in Naphtha a. New products, processes and A dvanced models and tools were consumption reduced by to enable higher propylene and • Biodegradable Polymers for Cracker Plant to improve catalyst development to support used to improve energy efficiency implementing Advance Process ethylene production Packaging Applications utilization of MP steam existing business and create and reduce carbon footprint at Control (APC) in vent gas stack of • DTA (Domestic Tariff Area) coker • Development of internally plasticized • Rotor replacement of GT 2 resulting in breakthrough technologies for sites, buildings and campuses. Acid Gas Removal (AGR) plant feed window widening with respect PVC with improved processability heat rate improvement by 1.5% new businesses; Dedicated teams working on • R outing of Recycle Flash Gas directly to metals and asphaltenes by using • Value added Elastomeric monitoring, reporting, periodic to SRU (Sulphur Recovery Unit) Patalganga Manufacturing division b. Advanced troubleshooting; and clarified slurry oil (CSO) with feed Ionomers Development • Online corrosion monitoring system • High performance energy audits and benchmarking incinerator, resulting in reduced • Replacement of intercoolers c. Support to capital projects and under IOW (Integrity Operating engineering thermoplastic with international refineries and operation of compressors (1.7 MW of Air Compressor by energy profit and reliability improvements in Windows) initiative for monitoring Polyphenylene Sulphide (PPS) petrochemical sites enable the x2) in AGR plant efficient design manufacturing plants. Company to continually improve • O ptimization of Steam to CO (carbon crude corrosivity • Development of advanced Nagothane Manufacturing Division energy performance. Monoxide) ratio, by monitoring (i) Major efforts made towards • Study to analyze if ANN (Artificial Polyethylene (PE) Products and • Improved heat recovery from flue CO slippage in “CO-shift plant” technology absorption Neural Network) models can Catalyst Technology This approach has yielded gas by increasing flow through LP substitute LP (Linear Programming) • Development of high strength and by installation of Real Time Oil to Chemicals (O2C) steady results over the years and economizer module and reduce models in planning and also direct to fiber and film for ballistic armours. Optimizer (RTO) • Crude to Chemicals by Multi zone during the financial year under stack temperature better optimal points Disentangled Polyethylene (DPE) • H P Syngas Expander power Catalytic Cracking technology (MCC) review, the Company achieved • Development of in-house based weaved and stab resistant generation increased by reducing Barabanki Manufacturing Division • Conversion of waste plastics to a reduction of 243.4 Gcal/hr in composition-based RX (Reactor) fabric from HS (High Strength)/HM bypass quantity in AGR plant • Husk boiler tube bundle stable oil for reconversion to plastics energy consumption. models for plant monitoring and (High Modulus) DPE tape replacement for energy savings and (circular economy) Jamnagar Manufacturing Division: LP applications • Chloride free Continuous Catalytic Additionally, the Company is reliability improvement • CO2 capture process from dilute Special Economic Zone (SEZ) • NIR (Near InfraRed) based fast Reforming (CCR) catalyst with higher implementing Digital twins and refinery/ power plant flue gases • Uprate of Gas Turbine (GT-1) (ii) St eps taken to utilize alternate crude characterization for assay aromatics yield development Artificial Intelligence /Machine • Catalyst development for with AGP (Advance Gas Path) sources of energy update support • RELORCAT catalyst was developed Learning based analytical models improvement of cycle length of DHT components to improve heat rate • Trials conducted in boiler-1 and • Naphtha molecular assay for crude and commercially produced for for further enhancement in energy (Diesel Hydrotreating Unit) units • Reduced flaring in Xylene Recovery achieved upto 15% co-firing scheduling and valuation unsaturated hydrocarbon reduction efficiency, reliability and reduction • Development of Hi-Active Column (XRC) by optimizing Column of biomass with coal at Dahej • Capturing of complex physics in from Benzene Toluene Xylene (BTX) in carbon footprint. Fluid Catalytic Cracking (FCC) operating parameters at Para Manufacturing Division Third Stage Separator (TSS) cyclone streams in aromatics plant catalyst for FCCUs Major energy conservation Xylene (PX4) plant • Commissioned 3.56 MW solar separator and model validation with • Purification process for sulfolane • Advanced Support to Gasification initiatives taken during the financial • MP steam consumption reduced by power generation project at Silvassa experimental data • Self-healing elastomer: Polybutadiene • Low cost process development for year 2020-21 are listed below. implementing Advanced Process Manufacturing Division. (Capex: • Effluent treatment by Rubber (PBR) grade (Relnext) for valuable metals (Vanadium, Nickel) Jamnagar Manufacturing Division: Control in vent gas stack of Acid `13.7 crore). The project is expected Cavitation process enhanced (40%) tyre life extraction from gasification slag Domestic Tariff Area (DTA) Gas Removal plant to generate 5645 MWh/yr reducing • Development for Impact Co • Coke less Naphtha/ • Green process and catalyst for direct • Medium Pressure (MP) steam • O ptimization of Steam to carbon Green House Gas (GHG) emission by Polymer (ICP) and Homo Grades PP Gas steam cracking synthesis of dimethyl carbonate generation from lean sponge oil heat mono-oxide ratio, by monitoring CO 4600 tons CO2/yr (Polypropylene) with the Company’s • Development of adsorbent and (DMC) from CO2 and methanol exchanger circuit in Coker unit slippage in “CO-shift plant” and by proprietary Diester Catalyst System. process for 80% propylene recovery • FCC Catalyst switchover support installation of RTO from polyolefin plant off gas
220 Reliance Industries Limited Integrated Annual Report 2020-21 221 CORPORATE MANAGEMENT GOVERNANCE FINANCIAL NOTICE Board’s Report OVERVIEW REVIEW STATEMENTS
• Commissioning and Troubleshooting • 1.5 ton adsorbent and process for Biofuels and Bio-Chemicals (iv) Expenditure incurred on Research and Development: of Dowtherm purification system NMP (N-Methyl-2-Pyrrolidone) • Development of ‘Green Bio crude’ Sr. No. Particulars (` in crore) • Advance technical support provided purification (TAN – Total Acid and high value products from a) Capital 1,412 for characterization of Vinyl Chloride Number) and Chloride reduction) algae, using sea water, sunlight, and b) Revenue 1,160 Monomer (VCM) Oxychlorination developed and implemented at low-cost nutrients Total 2,572 fresh and spent catalyst Benzene Recovery Unit (BRU) • Application of biotechnology to • Evaluation of spare activated • Adsorptive Paraxylene pilot scale enhance the productivity of algae alumina and activated carbon purification process developed species for biofuel C. Foreign Exchange Earnings and Outgo (Linde) for improved shelf life in VCM • Non Hydrofluoric Acid (HF) route to • Deployment of RCAT (Hydrothermal (i) Activities relating to export, initiatives to increase exports, developments of new export markets for products Oxychlorination Linear Alkyl Benzene (LAB) using Liquefaction (HTL) technology and services and export plan • Initiated commercial production the Company’s proprietary Ionic towards commercialization to achieve T he Company has continued to maintain focus and avail of export opportunities based on economic considerations. During of 37 ton of 3A zeolite molecular Liquid catalyst the Company’s net zero carbon the year, the Company has exports (FOB value) worth ` 1,32,773 crore (US$ 18.2 billion). sieve for cracker • PTA/IPA (IsoPhthalic Acid) goal by achieving 25% blend in • Low cost alumina adsorbent Process Optimization refining capacity (ii) Total Foreign Exchange Earned and Used replacement for Purified Terephthalic • Development of Technology • Demonstrate Algae to (` in crore) Acid (PTA) off gas drier information package (TIP) for ethanol concept a) Foreign Exchange earned in terms of actual inflows 1,34,436 • Zeolite Molecular sieve based DOTP (Dioctyl Terephthalate) • Technology development for b) Total savings in foreign exchange through products manufactured by the Company and deemed exports 92,489 adsorptive process developed process modification. commercial production of specialty (US$ 12.7 billion) and commercialized for 1 products viz. super proteins, aqua Sub-total (a+b) 2,26,925 Advanced Materials and Other R&D Octene purification and animal feed c) Foreign Exchange outgo in terms of actual outflows 1,79,929 Activities • Developed Effluent Treatment • Harness advanced synthetic biology • D evelopment of indigenous polymer Plant (ETP) microbial culture and tools to develop technologies for electrolyte membrane (PEM) fuel successfully implemented Nanocellulose, PHA Bioplastic, Iron cell technology For and on behalf of Board of Directors • Residual life analysis of Ion Exchange fortified protein and High strength • Development of Poly Acrylo Nitrile Resins for DI (DeIonized) Plant silk production Mukesh D. Ambani (PAN) precursor for Carbon Fibers • Chloride analysis of EOEG (Ethylene Chairman and Managing Director • Advance process control (APC)/ (ii) Information regarding Oxide, Ethylene Glycol) CO2 Real time Optimisation (RTO) imported technology April 30, 2021 regenerator stream implementation in all major (imported during last three • Chloride Guard bed adsorbent testing manufacturing facilities years) in manufacturing plants • Modelling and simulation, None • Adsorptive process developed scale up, support and advance for residual chloride removal from trouble shooting (iii) The benefits derived from R&D and recycled finished water of PBR-1 plant • Polymeric materials for 3D printing Technology absorption, adoption • Adsorptive purification process • Graphene polymer and and innovation initiative in financial developed for Mono Ethylene elastomer composites year 2020-21 is ~ ` 320 crore. Glycol (MEG) purification and • Developed and demonstrated PHA under implementation Apart from the above monetary savings, (Polyhydroxyalkanoates)-bioplastics • Catalyst characterization of PTA plant there are other benefits from R&D, production (potential substitute • Adsorptive and distillation Process which are as follows: for PE/PP) in an engineered developed for Triethylene Glycol microbial platform • Transition from smart buyer (TEG) purification for Ethylene Oxide • Developed sustainable and advanced of technology to a flagship Ethylene Glycol (EOEG) material in the form of Nanocellulose developer of technology • Development of in-house spin finish which is suitable for various • Future ready for next generation oil formulation applications in biomedical, biomaterial businesses and mitigating disruption • Commercial manufacturing and personal care products in existing business of Reliance Oxidation Catalyst • Harness synthetic biology tools to • Visionary disruptive business and (RELOX) for nitrogen gas produce high strength silk protein technology strategy to disrupt purification for Polyethylene as an ingredient for personal care mobility, industrial sector Terephthalate (PET) plant and other products • Sustaining competitive advantage • Commercial production and • Generating new intellectual implementation of Spherical silica gel properties for business value creation. for PE (Polyethylene)
222 Reliance Industries Limited Integrated Annual Report 2020-21 223