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Notes to Accounts of Adani Energy Solutions Ltd.

Mar 31, 2023

The Board of Directors of the Company, in their meeting held on 8th April 2022 have approved the transaction for issue of 15,682,600 equity share of face value of H10 each of the Company, for total consideration of H3,850 Crores to Green Transmission investment Holding RSC Limited ("investorâ), on a preferential basis. The current principal shareholder of the Investor is IHC Capital Holding LLC , Abu Dhabi, UAE. The transaction is approved by the shareholder in their meeting held on 3rd May, 2022.

b. Terms/rights attached to equity shares

The Company has only one class of equity shares having par value of H10 per share. Each holder of equity shares is entitled to one vote per share. The dividend if proposed by the Board of Directors is subject to approval of the share holders in the ensuing Annual General Meeting. In the event of liquidation of the Company the holders of the equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the share holders.

a) The Company had issued Unsecured Perpetual Equity Instrument (the "Instrumentâ) to Adani Infra (India) Limited. This Instrument carrying a interest rate (i.e. 11.80% on H1496.11 Cr & 0% on H1559.55 Cr as at 31st March, 2022) are perpetual in nature with no maturity or redemption and are callable only at the option of the Company. During the year company has repaid the H3075.46 Cr (including distribution on perpetual equity instrument) to Adani Infra (India) Limited.

b) During the year the company has issued Perpetual Equity instrument to the Subsidiary companies for H8.00 Crores (P.Y. : H75.62 Crores). Company has converted Perpetual equity instrument into inter corporate

deposit in current year.

i. Capital Reserve : It has been created on acquisition of subsidiary companies,

ii. Hedge Reserve : The cash flow hedging reserve represents the cumulative effective portion of gains or losses arising on changes in fair value of designated portion of hedging instruments entered into for cash flow hedges. The cumulative gain or loss arising on changes in fair value of the designated portion of the hedging instruments that are recognised and accumulated under the heading of cash flow hedging reserve will be reclassified to profit or loss only when the hedged transaction affects the profit or loss, or included as a basis adjustment to the non-financial hedged item.

iii. General Reserve : It has been created pursuant to the demerger of transmission undertaking of Adani Enterprises Limited into the company. The general reserve is used from time to time to transfer profit from

retained earnings for apportion purposes.

iv. Self Insurance Reserve : The company has decided that insurance of the transmission lines of subsidiary companies would be through the self-insurance to mitigate the loss of assets hence a reserve has been created. The insurance of sub stations of subsidiary companies are covered through insurance companies

under all risk policy.

v. Retained Earnings : Retained earnings represents the amount of profits or losses of the company earned till

date net of appropriation.

vi. Security premium : The Company has received an aggregate consideration of H3850.00 Cr from Green Transmission Investment Holding RSC Limited towards subscription of 15682600 equity shares of the company of the face value of H10 each at price of H2454.95 per equity share which includes a premium of H2444.95 per equity share aggregating to H3834.32 Cr.

vii. Restructuring reserve : Company has transferred/novated, its investments in equity shares (at fair value), and Inter Corporate Deposits placed with ATIL and MEGPTCL, USD denominated borrowings of Senior Secured Notes / Bonds (aggregating USD 937.50 million) along with corresponding hedge contracts, identified fixed assets, cash equivalent to restricted reserve and working capital loans to ATSOL. The Company has received the consideration on transfer of the said assets and liabilities in form of 0% Compulsorily Convertible Debentures from ATSOL. The transaction being a common control transaction, the difference between net liabilities transferred and the value of CCD recorded, being H5,321.04 Crores has been recognized in Other Equity of the Company.

# Refer Note - 37

Contract assets :

Contract asset is the right to consideration in exchange for goods or services transferred to the customer. Contract Assets are transferred to receivables when the rights become unconditional.

Contract liabilites :

A Contract liability is the obligation to transfer goods or services to a customer for which the Company has received consideration (or an amount of consideration is due) from the customer, If the customer pays contribution before the Company transfers goods or services to the customers, a contract liability is recognized when the payment is made or the payment is due (whichever is earlier). Contract liabilities are recognized as revenue when the performance of obligation is satisfied.

35 Contingent liabilities and commitments :		( H in Crores)
Particulars	As at 31st March, 2023	As at 31st March, 2022
(i) Contingent liabilities :
- Performance bank guarantee given by the Company on behalf of Subsidiary companies	427.14	281.0
- Corporate gurantee given by company on behalf of Subsidiary company	7,198.48	-
	7,625.62	281.04
Note: - Performance Bank guarantee given by the Company on behalf of Subsidiary companies against which the Subsidiary companies have taken counter guarantees from their respective EPC contractors.
(ii) Commitments :
Estimated amount of contracts remaining to be executed on capital account and not provided for (net of capital advance)	20.47	6.89
Note : - The Company has funding commitments to a subsidiary, the occurrence and amounts of which are contingent on occurrence of future events.

(ii) No funds have been received by the Company from any person(s) or entity(ies), including foreign entities (Funding Parties), with the understanding, whether recorded in writing or otherwise, that the Company shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

37 The Company consequent to an agreement (as part of internal restructuring) entered into between itself and its wholly own subsidiaries, viz; Adani Transmission Step-One Limited (''ATSOL''), Adani Transmission (India) Limited (''ATIL''), and Maharashtra Eastern Grid Power Transmission Company Limited (''MEGPTCL''), has transferred/novated, as the case may be, its investments in equity shares of (at fair value), and Inter Corporate Deposits placed with ATIL and MEGPTCL, USD denominated borrowings of Senior Secured Notes / Bonds (aggregating USD 937.50 million outstanding as at date of restructuring) along with corresponding hedge contracts, identified fixed assets, cash equivalent to restricted reserve and working capital loans to ATSOL after obtaining requisite approvals. ATSOL has discharged the consideration towards acquisition of the said assets and liabilities by way of issuance of twenty five crore Compulsorily Convertible Debentures (CCD) of face value of H100 to ATL amounting to H2500.00 Crores. The transaction being Common control transaction has been accounted at book value and the difference being H5,321.04 Crores between net liabilities transferred and the consideration received in form of CCD, is recognised under the head ''Restructuring reserve'' (Other equity).

38 (i) Du ring the year, the Company has signed a Share Purchase Agreement (SPA) and completed the

acquisition of :

a. WRSR Power Transmission Limited (WRSR) with effect from 17th January, 2023. WRSR will establish Transmission System for ISTS Network Expansion scheme in Western Region & Southern Region for export of surplus power during high RE scenario in Southern Region.

b. Khavda II-A Transmission Limited (KTL) with effect from 28th March, 2023. KTL will build, own, operate and transfer transmission line for evacuation of 4.5GW RE injection at Khavda PS under Phase II- Part A approximately 380 ckt kms of transmission line connecting Khavda pooling station 2 to Lakadia S/s with

bay extension at both end.

(ii) The Company has entered into agreement with the Adani Enterprise Limited (AEL), LCC Project Private Limited (LPPL) to form partnership firm (Adani - LLC JV) on mutual agreed terms for construction, operation and maintenance of Shakkar Pench Link Combined Project for 60 months.

The participation share of each party as per partnership deed is AEL - 60%, ATL - 20%, LPPL - 20%.

(iii) During the year, Company has acquired 100% ownership in Adani Green Energy Thirty Limited (AGE30L) to Khavda - Bhuj Transmission Limited (wholly owned subsidiary of the company) ) for consideration of

H 0.01 Crores. Accordingly, AGE30L became wholly owned step-down subsidiary w.e.f. 31st March, 2023.

(iv) The Company has signed definitive agreements with Essar Power Limited (''EPL'') for acquiring 673 Ckt. kms operational inter-state transmission project owned and operated by Essar Power Transmission Company Limited (EPTCL), a subsidiary of EPL. The Enterprise value for the transaction is H 1,913.00 Crores. Pursuant to the agreement, the Company has given an interest bearing loan of H469.17 Crores to EPL of which H400.00 Crores is secured by way of Hypothecation over sale Securities. (i.e. shares) of EPL. As EPTCL has one license combining stage I and II assets, EPTCL has filed the petition with CERC for bifurcation of the Transmission License between stage I and stage II assets. The transaction is expected to be completed by December 2023 post the approval of Central Electricity Regulatory Commission ("CERCâ) and National Company Law Tribunal ("NCLTâ) for bifurcation of the license.

The company has entered Optical Fibre Lease Agreement with the Adani Transmission (India) Ltd for grant to Indefeasible Right of Use of Dark fibres on lease to the company for 15 years from Mundra to Mohindergarh for approx. 1020 Kms. Further, the Company is liable to pay the O&M Fees at the rate of 3% per annum of each Link''s IRU Fee on quarterly basis in advance.

40 Corporate Social Responsibility (CSR)

As per section 135 of the Companies Act, 2013, a Corporate Social Responsibility (CSR) committee has been formed by the Company. The funds are utilized on the activities which are specified in Schedule VII of the Companies Act, 2013. The utilisation is done by way of contribution towards various activities.

(a) Gross amount as per the limits of Section 135 of the Companies Act, 2013 : H Nil (Previous year : H0.26

Crores)

(b) Amount spent and paid during the year ended 31st March, 2023 : H Nil (Previous year : H0.26 Crores)

41 Segment Reporting

The Company prepares parent''s separate financial statements as well as consolidated financial statements and hence segment reporting as required under Ind AS 108 - Operating Segments'' has been given in consolidated financial statements. Hence, no separate disclosure of segment reporting is required in

standalone financial statements.

42 As per Ind AS 19 Employee Benefits, the disclosures are given below.

- The Company has a defined benefit gratuity plan (funded) and is governed by the Payment of Gratuity Act, 1972. Under the Act, every employee who has completed at least five consecutive years of service is entitled

to gratuity benefits on departure at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with the Life Insurance Corporation of India (LIC) in the form of a qualifying insurance policy for future payment of gratuity to the employees.

- Each year, the management reviews the level of funding in the gratuity fund. Such review includes the asset - liability matching strategy. The management decides its contribution based on the results of this review. The management aims to keep annual contributions relatively stable at a level such that no plan deficits (based on valuation performed) will arise.

(a) (i) Defined Benefit Plan

The Company operates a defined benefit plan (the Gratuity plan) covering eligible employees, which provides a lump sum payment to vested employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective employee''s last drawn salary and the tenure of

employment.

The status of gratuity plan as required under Ind AS-19:

viii). The Company has defined benefit plans for gratuity to eligible employees, the contributions for which are made to the Life Insurance Corporation of India who invests the funds as per the Insurance Regulatory Development Authority''s guidelines.

x). Asset-Liability Matching Strategies

The Company has purchased insurance policy, which is basically a year-on-year cash accumulation plan in which the interest rate is declared on yearly basis and is guaranteed for a period of one year. The insurance company, as part of the policy rules, makes payment of all gratuity outgoes happening during the year (subject to sufficient funds under the policy). The policy, thus, mitigates the liquidity risk. However, being a cash accumulation plan, the duration of assets is shorter compared to the duration of liabilities. Thus, the Company is exposed to movement in interest rate (in particular, the significant fall in interest rates, which should result in an increase in liability without corresponding increase in the asset).

xi). Effect of Plan on Entity''s Future Cash Flows

a) Funding Arrangements and Funding Policy

The Company has purchased an insurance policy to provide for payment of gratuity to the employees of the group. Every year, the insurance company carries out a funding valuation based on the latest employee data provided by the Company. Any deficit in the assets arising as a result of such valuation is funded by the

Company.

b) Expected Contribution during the next annual reporting period

The Company''s best estimate of contribution during the next year is Nil.

xii). The Company has defined benefit plans for gratuity to eligible employees of the group, the contributions for which are made to the Life Insurance Corporation of India who invests the funds as per the Insurance Regulatory Development Authority''s guidelines.

The discount rate is based on the prevailing market yields of the Government of India securities as at the

balance sheet date for the estimated term of the obligations.

The expected contributions for Defined Benefit Plan for the next financial year will be in line with the FY 2022-23.

The actuarial liability for compensated absences (including Sick Leave) as at the year ended 31st March 2023 is H0.06 Crores (31st March, 2022 is H0.11 Crores).

44 Financial Instruments and Risk Overview (a) Capital Management

- The Company''s objectives when managing capital is to safeguard continuity and healthy capital ratios in order to support its business and provide adequate return to shareholders through continuing growth. The Company''s overall strategy remains unchanged from previous year.

The Company sets the amount of capital required on the basis of annual business and long-term operating plans which include capital and other strategic investments.

(b) Financial Risk Management Objectives

- The Company''s principal financial liabilities comprise borrowings, trade and other payables, The main purpose of these financial liabilities is to finance the Company''s operations/projects including those of its subsidiaries which are SPV''s for Group projects. The Company''s principal financial assets include Investments, loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations.

- In the ordinary course of business, the Company is mainly exposed to risks resulting from exchange rate fluctuation (currency risk), interest rate movements (interest rate risk) collectively referred as Market Risk, Credit Risk, Liquidity Risk and other price risks such as equity price risk. The Company''s senior management oversees the management of these risks. It manages its exposure to these risks through derivative financial instruments by hedging transactions. It uses derivative instruments such as Principal only Swaps and foreign currency forward contract to manage these risks. These derivative instruments reduce the impact of both favorable and unfavorable fluctuations.

The Company''s risk management activities are subject to the management, direction and control of Central Treasury Team of the Group under the framework of Risk Management Policy for Currency and Interest rate risk as approved by the Board of Directors of the Company. The Group''s central treasury team ensures appropriate financial risk governance framework for the Company through appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Group''s policies and risk objectives. It is the Group''s policy that no trading in derivatives for speculative purposes may be undertaken.

- The decision of whether and when to execute derivative financial instruments along with its tenure can vary from period to period depending on market conditions and the relative costs of the instruments. The tenure is linked to the timing of the underlying exposure, with the connection between the two being regularly monitored. The Company is exposed to losses in the event of non-performance by the counterparties to the derivative contracts. All derivative contracts are executed with counterparties that, in our judgment, are creditworthy. The outstanding derivatives are reviewed periodically to ensure that there is no inappropriate concentration of outstanding to any particular counterparty.

- In the ordinary course of business, the Company is exposed to Market risk, Credit risk, and Liquidity risk. Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises two types of risk: interest rate risk and foreign currency risk.

1) Interest rate risk

The company is exposed to changes in market interest rates due to financing, investing and cash management activities. The Company''s exposure to the risk of changes in market interest rates relates primarily to the Company''s long-term debt obligations with floating interest rates and period of borrowings. The Company manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans and borrowings.

Interest rate sensitivity

The sensitivity analysis below have been determined based on the exposure to interest rates at the end of the reporting period. For floating rate liabilities, the analysis is prepared assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year. A 50 basis point increase or decrease represents management''s assessment of the reasonably possible change in interest rates. If interest rates had been 50 basis points higher / lower and all other variables were held constant, the Company''s profit for the year ended March 31, 2023 would decrease / increase by R1.50 Cr (P.Y. R Nil). This is mainly attributable to interest rates on variable rate borrowings.

2) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to the Company''s operating activities. The Company manages its foreign currency risk by hedging transactions that are expected to realise in future. At year end, the Company does not have any foreign borrowing liability and hence no exposure to any foreign currency risk as at period end.

- The Company has taken various derivatives to hedge its bonds and interest thereon. The outstanding position of derivative instruments are as under:

Derivative Financial Instrument

- The Company uses derivatives instruments as part of its management of risks relating to exposure to fluctuation in foreign currency exchange rates. The Company does not acquire derivative financial instruments for trading or speculative purposes nor does it enter into complex derivative transactions to manage the above risks. The derivative transactions are normally in the form of Principal Only Swaps and Forward Currency Contracts to hedge its foreign currency risks and are subject to the Company''s guidelines and policies.

- The fair values of all derivatives are separately recorded in the balance sheet within current and non current assets and liabilities. Derivative that are designated as hedges are classified as current or non current depending on the maturity of the derivative.

- The use of derivative can give rise to credit and market risk. The Company tries to control credit risk as far as possible by only entering into contracts with stipulated / reputed banks and financial institutions. The use of derivative instrument is subject to limits, authorities and regular monitoring by appropriate levels of management. The limits, authorities and monitoring systems are periodically reviewed by the management and the Board. The market risk on derivative is mitigated by changes in the valuation of underlying assets, liabilities or transactions, as derivatives are used only for risk management purpose.

- The Company enters into derivative financial instruments, such as principal only swaps and forward currency contracts for hedging the liabilities incurred/recorded and accounts for them as cash flow hedges and states them at fair value. The effective portion of the gain or loss on the hedging instrument is recognised in OCI in the cash flow hedge reserve, while any ineffective portion is recognised immediately in the Statement of Profit or Loss. Amounts recognised in OCI are transferred to the Statement of Profit or Loss when the hedged transaction affects profit or loss, such as when the hedged financial income or financial expense is recognised or when a forecast sale occurs. These hedges have been effective upto

August, 2022.

- Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in a loss to the company. The Company has adopted the policy of only dealing with creditworthy counterparties as a means of mitigating the risk of financial losses from default, and generally does not obtain any collateral

or other security on trade receivables,

The carrying amount of financial assets recorded in the financial statements represents the Company''s maximum exposure to credit risk.

- Liquidity risk

The Company monitors its risk of shortage of funds using cash flow forecasting models. These models consider the maturity of its financial investments, committed funding and projected cash flows from operations. The Company''s objective is to provide financial resources to meet its business objectives in a timely, cost effective and reliable manner and to manage its capital structure. A balance between continuity of funding and flexibility is maintained through the use of various types of borrowings.

The table below is analysis of derivative and non-derivative financial liabilities of the Company into relevant maturity groupings based on the remaining period from the reporting date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.

- Above excludes carrying value of equity nature Investments in subsidiaries accounted at cost in accordance

with Ind AS 27.

- The management assessed that the fair value of cash and cash equivalents, other balance with banks, investments, trade receivables, derivative instruments, loans, trade payables, other financial assets and liability approximate their carrying amount largely due to the short term maturities of these instruments.

- The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties. The following methods and assumptions

were used to estimate the fair values.

- The fair value of loans from banks and other financial liabilities, as well as other non-current financial liabilities is estimated by discounting future cash flow using rates currently available for debt on similar terms, credit risk and remaining maturities.

- The Company enters into derivative financial instruments with various counterparties, principally banks and financial institutions with investment grade credit ratings. Foreign exchange forward contracts are valued using valuation techniques, which employs the use of market observable inputs. The most frequently applied valuation techniques include forward pricing and swap models using present value calculations. The models incorporate various inputs including the credit quality of counterparties, foreign exchange spot and forward rates, yield curves of the respective currencies, currency basis spreads between the respective currencies, interest rate curves and forward rate curves of the underlying currency. All derivative contracts are fully collateralized, thereby, eliminating both counterparty and the company''s own non-performance risk.

- The fair value of Investments in Subsidiaries has been determined using Discounted Cash Flow Method

- The fair value of Loans given is equivalent to amortised cost

- The fair value of Derivative instruments is derived using valuation techniques which include forward pricing and swap models using present value calculations.

- The Borrowing includes USD bonds which are listed in Singapore Stock Exchange. The fair value of Bonds have been determined based on the prevailing market rate as on the reporting date. The fair

value of rest of the borrowings is equivalent to carrying value.

Refer Note - 37

^s - Perpetual security amounting to H8.00 Cr (PY. H75.62 Cr.) converted into Inter-corporate deposit # i) Company has transferred certain assets and liabilities under restructuring scheme to subsidiary company. Transfer of assets & liabilities (Refer note 37) being non-cash transactions within the subsidairy, are not reported

in the above related party transactions,

- All above transactions are in normal course of business and are made on terms equivalent to those that

prevail arm''s length transactions,

Notes :

1. Accrued on Perpetual Equity infused by Entity under common control,

2. Interest on Loan given to Subsidiary Companies and Entity under Common Control.

3. Financial support to Subsidiary Companies primarily for Green field Growth.

4. Bank guarantee given by company on behalf of Subsidiary Companies which were taken over to carry out

the business awarded under tariff based competitive bidding towards performance of work awarded.

50 Du ring the quarter ended 31st March 2023, a short seller report was published in which certain allegations were made involving Adani Group Companies, including Adani Transmission Limited ("ATL'') and its subsidiaries. A writ petition was filed in the matter with the Hon''ble Supreme Court ("SCâ), and during hearing the Securities and Exchange Board of India ("SEBIâ) has represented to the SC that it is investigating the allegations made in the short seller report for any violations of the various SEBI Regulations. The SC had constituted an expert committee for assessment of the extant of regulatory framework and volatility assessment on Adani stocks, as also to investigate whether there have been contraventions and regulatory failures on minimum shareholding and related party transactions pertaining to Adani group. The expert committee, post the reporting date, issued its report on the given remit, wherein no regulatory failures are observed, while SEBI continues its investigations,

Separately, to uphold the principles of good governance, Adani Group has undertaken review of transactions (including those for the Company and its subsidiaries) with parties referred in the short seller''s report including relationships amongst other matters and obtained opinions from independent law firms. These opinions confirm that the Company and its subsidiaries are in compliance with the requirements of applicable laws and regulations. Considering the matter is subjudice at Supreme Court, no additional action is considered prolific and pending outcome of the investigations as mentioned above, the Standalone financial results do not carry any adjustments.

51 Other Disclosures

(i) There is no transaction with struck off companies during the year.

(ii) The Company evaluates events and transactions that occur subsequent to the balance sheet date but prior to the approval of financial statements to determine the necessity for recognition and/or reporting of any of these events and transactions in the financial statements. As of 29th May, 2023, there are no subsequent

events to be recognized or reported that are not already disclosed.

(iii) Consequent to year end, the Company at its board meeting held on 13th May, 2023 has approved raising of funds by way of issuance of equity shares and / or other eligible securities for aggregate amount not exceeding H8,500.00 Crores by way of qualified institutional placement ("QIPâ). The company is in process

of obtaining shareholder approval.

(iv) The Financial Statements for the year ended 31st March, 2023 have been reviewed by the Audit Committee and approved by the Board of Directors at their meetings held on 29th May, 2023.

Mar 31, 2022

The carrying value of the Equity Shares, OCRPS, CCD and OCD provided as security during the year is H 299.41 crores, and the carrying value of the Equity Shares, OCRPS, CCD and OCD outstanding as security

as at March 31, 2022 is H 5,734.93 crores.

In respect of short term borrowings of ATIL & MEGPTCL (wholly owned subsidiaries of company), the company has created a charge on all its movable and immoveable assets excluding its shareholding in its subsidiary other than MEGPTCL and ATIL and excluding trade conduit arrangement in relation to the

trading business of the company.

* Charges has been created on loans given to wholly owned subsidiaries namely - (Refer note 20)

(i) Adani Transmission (India) limited of H 552.74 Crores (31.03.2021 : H 1,205.54 Crores) and

(ii) Maharashtra Eastern Grid Power Transmission Company Limited of H 1,513.63 Crores (31.03.2021:

H 2,132.58 Crores)

Subsequent to 31^st March 2022, the board of directors of the Company, in their meeting held on 8^th April 2022 have approved the transaction for issue of 1,56,82,600 equity shares of face value of H 10 each of the Company, for total consideration of H 3,850.00 Crores to Green Transmission Investment Holding RSC Limited ("investorâ), on a preferential basis. The current principal shareholder of the Investor is IHC Capital Holding LLC , Abu Dhabi, UAE. The transaction is approved by the shareholder in their meeting held on 5 ^thMay 2022, however subject to regulatory / statutory approvals.

Terms/rights attached to equity shares

The Company has only one class of equity shares having par value of H 10 per share. Each holder of equity shares is entitled to one vote per share. The dividend if proposed by the Board of Directors is subject to approval of the share holders in the ensuing Annual General Meeting. In the event of liquidation of the Company the holders of the equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the share holders.

The Company has issued Unsecured Perpetual Equity Instrument (the "Instrumentâ) to Adani Infra (India) Limited. This Instrument are perpetual in nature with no maturity or redemption and are callable only at the option of the Company. The distribution on part of these Instrument i.e. H 2,196.12 Crores (As at 31.03.2021: H 2,129.70 Crores) outstanding as at March 31,2022 are fixed at coupon rate of 11.80% p.a. compounded annually and for remaining amount i.e. H 859.54 Crores (As at 31.03.2021: H 700 Crores) outstanding as at March 31, 2022 are without any coupon rate. The obligation of the Company to repay the outstanding amounts shall rank on a pari passu basis with the obligations of the company to make payments/distributions in relation to any parity securities issued/ to be issued by the company and be senior to the obligations of the company to make payments/distributions in relation to preference and equity share capital and any other securities at par with preference and equity share capital of the Company.

During the year the company has issued Perpetual Equity instrument to the Subsidairy companies for H 75.62

Crores (As at 31.03.2021 : H Nil).

Capital Reserve : It has been created on acquisition of subsidiary companies,

Hedge Reserve : The cash flow hedging reserve represents the cumulative effective portion of gains or losses arising on changes in fair value of designated portion of hedging instruments entered into for cash flow hedges. The cumulative gain or loss arising on changes in fair value of the designated portion of the hedging instruments that are recognised and accumulated under the heading of cash flow hedging reserve will be reclassified to profit or loss only when the hedged transaction affects the profit or loss, or included as a basis adjustment to the non-financial hedged item.

. General Reserve : It has been created pursuant to the demerger of transmission undertaking of Adani Enterprises Limited into the company. The general reserve is used from time to time to transfer profit from

retained earnings for apportion purposes.

Self Insurance Reserve : The company has decided that insurance of the transmission lines of subsidiary companies would be through the self-insurance to mitigate the loss of assets hence a reserve has been created in current year. The insurance of sub stations of subsidiary companies are covered through insurance companies under all risk policy.

Retained Earnings : Retained earnings represents the amount of profits or losses of the company earned till

date net of appropriation.

- The Secured Term Loan from bank amounting to H 209.00 Crores (31st march, 2021 H 20.00 Crores) is secured by way of hyphothecation over current assets of ATL, ATIL, MEGPTCL. Negative lien on Fixed assets of ATIL and

MEGPTCL.

- The Working Capital Demand Loan is secured by First pari passu charge on current assets (charge on receivable, cash, bank accounts) as well as non-current assets (i.e. investment, loans in group companies or other entities) of the company. Further, First pari passu charge over all of the a) accounts receivable of each of ATIL and MEGPTCL, b) the operating cash flow, book debts, receivables, loans and advances, commissions, dividend, interest, income, intengible including goodwill, intellectual property, revenues of whatsoever nature and wherever arising, present and future of each such group. And a negative lien from each of ATIL & MEGPTCL in respect of their respective fixed assets (movable & immovable) and all project contracts, licenses, permits both present and future.

- The Company has submitted all requisite filing on quarterly basis and there is no mismatch between these quarterly submissions and books of accounts.

- The Company has funding commitments to a subsidiary, the occurrence and amounts of which are contingent

on occurrence of future events.

35 (i) No funds have been advanced or loaned or invested (either from borrowed funds or share premium or

any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities ("Intermediariesâ), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiariesâ) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(ii) No funds have been received by the Company from any person(s) or entity(ies), including foreign entities ("Funding Partiesâ), with the understanding, whether recorded in writing or otherwise, that the Company shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiariesâ) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

36 (i) Consequent to Share Purchase Agreement dated 15th December, 2021 entered into between the

company and Adani Ports and Special Economic Zone Limited (APSEZ), The Company has during the year acquired 100% stake in MPSEZ Utilities Limited ("MUL'') (Formerly known as ''MPSEZ Utilities Private Limited) for an upfront cash consideration of H 116.27 Crores. MUL was incorporated primarily to provide the facility of distribution of electricity, effluent & sewage treatment in Mundra SEZ area, Kutch, Gujarat spread across 8,481 hectares as a distribution licensee.

(ii) The Company has signed a Share Purchase Agreement (SPA) on 24^th December, 2021 and completed the acquisition of the SPV, Karur Transmission Limited (KTL), incorporated by PFC Consulting Ltd. KTL will build, own, operate and maintain the transmission project in Tamil Nadu for a period of 35 years. This

Project comprises of 2x500MVA, 400/230 kV Karur Pooling Station (at location between Karur Wind Energy Zone and Tiruppur Wind Energy Zone) LILO of both circuits of Pugalur - Pugalur (HVDC) 400 kV

D/c line at Karur PS.

(iii) The Company has signed a Share Purchase Agreement (SPA) on 24th December, 2021 and completed the acquisition of the SPV, Khavda-Bhuj Transmission Limited (KBTL), incorporated by PFC Consulting Ltd. KBTL will build, own, operate and maintain the transmission project in Gujarat for a period of 35 years. This Project comprises of 220 ckt km of transmission line connecting Khavda pooling station with Bhuj pooling station

4,500 MVA, 765 kV Gas Insulated Substation at Khavda.

(iv) The Company has signed a Share Purchase Agreement (SPA) and completed the acquisition of the SPV, MP Power Transmission Package-II Limited (MP Power), incorporated by REC Power Development and Consultancy Limited. MP Power will build, own, operate and maintain the transmission project in Madhya Pradesh for a period of 35 years. This Project comprises of approximately 850 ckt km of Transmission Lines & Air Insulated Substations of various voltage levels (220kV and 132kV) in 18 Districts of Madhya Pradesh.

38 Corporate Social Responsibility (CSR)

(a) Gross amount as per the limits of Section 135 of the Companies Act, 2013 : H 0.26 Crores (Previous year : H

0.23 Crores)

(b) Amount spent and paid during the year ended 31^st March, 2022 : H 0.26 Crores (Previous year : H 0.23 Crores)

39 Segment Reporting

The Company prepares parent''s separate financial statements as well consolidated financial statements and hence segment reporting as required under Ind AS 108 - ''Operating Segment'' has been given in consolidated financial statements. Hence, no separate disclosure of segment reporting is required.

40 As per Ind AS 19 "Employee Benefits", the disclosures are given below.

- The Company has a defined benefit gratuity plan (funded) and is governed by the Payment of Gratuity Act, 1972. Under the Act, every employee who has completed at least five year of service is entitled to gratuity benefits on departure at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with Life Insurance Corporation of India (LIC) in form of a qualifying insurance policy for future payment of gratuity to the employees.

40 As per Ind AS 19 "Employee Benefits", the disclosures are given below. (Contd.)

(a) (i) Defined Benefit Plan

viii) .The Company has defined benefit plans for Gratuity to eligible employees, the contributions for which are made to Life Insurance Corporation of India who invests the funds as per Insurance Regulatory Development Authority guidelines.

ix) . Sensitivity Analysis

Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate, expected salary increase, attrition rate and mortality. The sensitivity analysis below have been determined based on reasonably possible changes of the assumptions occurring at the end of the reporting period, while holding all other assumptions constant. The results of sensitivity

x). Asset Liability Matching Strategies

The Company has purchased insurance policy, which is basically a year-on-year cash accumulation plan in which the interest rate is declared on yearly basis and is guaranteed for a period of one year. The insurance Company, as part of the policy rules, makes payment of all gratuity outgoes happening during the year (subject to sufficient funds under the policy). The policy, thus, mitigates the liquidity risk. However, being a cash accumulation plan, the duration of assets is shorter compared to the duration of liabilities. Thus, the Company is exposed to movement in interest rate (in particular, the significant fall in interest rates, which should result in a increase in liability without corresponding increase in the asset).

xi). Effect of Plan on Entity''s Future Cash Flows

a) Funding arrangements and Funding Policy

b) Expected Contribution during the next annual reporting period

The Company''s best estimate of Contribution during the next year is Nil.

xii). The Company has defined benefit plans for Gratuity to eligible employees of the group, the contributions for which are made to Life Insurance Corporation of India who invests the funds as per Insurance Regulatory Development Authority guidelines.

The discount rate is based on the prevailing market yields of Government of India securities as

at the balance sheet date for the estimated term of the obligations.

The expected contributions for Defined Benefit Plan for the next financial year will be in line

with FY 2021-22.

The actuarial liability for compensated absences (including Sick Leave) as at the year ended 31^stMarch 2022 is H 0.44 Crores (31^st March 2021 is H 0.40 Crores).

42 Financial Instruments and Risk Overview (a) Capital Management

The Company''s objectives when managing capital is to safeguard continuity and healthy capital ratios in order to support its business and provide adequate return to shareholders through continuing growth. The Company''s overall strategy remains unchanged from previous year.

The Company sets the amount of capital required on the basis of annual business and long-term operating plans which include capital and other strategic investments.

The funding requirements are met through a mixture of equity, internal fund generation, borrowings. The Company''s policy is to use borrowings to meet anticipated funding requirements.

No changes were made in the objectives, policies or processes for managing capital during the year ended

as at 31^st March, 2022 and as at 31^st March, 2021.

(b) Financial Risk Management Objectives

The Company''s principal financial liabilities comprise borrowings, trade and other payables, The main purpose of these financial liabilities is to finance the Company''s operations/projects .The Company''s

principal financial assets include loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations.

The decision of whether and when to execute derivative financial instruments along with its tenure can vary from period to period depending on market conditions and the relative costs of the instruments. The tenure is linked to the timing of the underlying exposure, with the connection between the two being regularly monitored. The Company is exposed to losses in the event of non-performance by the counterparties to the derivative contracts. All derivative contracts are executed with counterparties that, in our judgment, are creditworthy. The outstanding derivatives are reviewed periodically to ensure that there is no inappropriate concentration of outstanding to any particular counterparty.

In the ordinary course of business, the Company is exposed to Market risk, Credit risk, and Liquidity risk.

Market risk

1) Interest rate risk

borrowings, However, during the year and as at period end the Company does not have any borrowings with floating interest rates. Hence, the company is not exposed to any interest rate risk.

2) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to the Company''s operating activities. The Company manages its foreign currency risk by hedging transactions that are expected to realise in future. Accordingly, as at period end the Company does not have any unhedged outstanding foreign exposure and hence the Company is not exposed to any foreign currency risk as at period end.

Derivative Financial Instrument

- The Company uses derivatives instruments as part of its management of risks relating to exposure to fluctuation in foreign currency exchange rates. The Company does not acquire derivative financial instruments for trading or speculative purposes neither does it enter into complex derivative transactions to manage the above risks. The derivative transactions are normally in the form of Principal Only Swaps and Forward Currency Contracts to hedge its foreign currency risks and are subject to the Company''s guidelines and policies.

- The use of derivative can give rise to credit and market risk. The Company tries to control credit risk as far as possible by only entering into contracts with stipulated / reputed banks and financial institutions. The use of derivative instrument is subject to limits, authorities and regular monitoring by appropriate levels of management, The limits, authorities and monitoring systems are periodically reviewed by management and the Board. The market risk on derivative is mitigated by changes in the valuation of underlying assets, liabilities or transactions, as derivatives are used only for risk management purpose.

- The Company enters into derivative financial instruments, such as principal only swaps and forward currency contracts for hedging the liabilities incurred/recorded and accounts for them as cash flow hedges and states them at fair value. The effective portion of the gain or loss on the hedging instrument is recognised in OCI in the cash flow hedge reserve, while any ineffective portion is recognised immediately in the statement of profit and loss. Amounts recognised in OCI are transferred to profit or loss when the hedged transaction affects profit or loss, such as when the hedged financial income or financial expense is recognised or when a forecast sale occurs. These hedges have been effective for the year ended March 31, 2022.

other security on trade receivables.

The carrying amount of financial assets recorded in the financial statements represents the Company''s maximum exposure to credit risk.

- Liquidity risk

- Above excludes carrying value of equity nature Investments in subsidiaries accounted at cost in accordance

with Ind AS 27.

were used to estimate the fair values.

(i) There is no transaction with struck off Companies during year.

(ii) Due to outbreak of COVID-19 globally and in India, management has made initial assessment of impact on business and financial risks on account of COVID-19. Considering that the Company''s investments are in subsidiary companies, which are engaged in the business of Generation, Transmission and Distribution of Power, which is considered to be an Essential Service, the management believes that the impact of this outbreak on the business and financial position of the Company will not be significant. The management does not see any risk in the Company & Subsidiary Companies of the Company to continue as a going concern and meeting its liabilities as and when they fall due.

(iii) The Company evaluates events and transactions that occur subsequent to the balance sheet date but prior to the approval of financial statements to determine the necessity for recognition and/or reporting of any of these events and transactions in the financial statements. As of 5^th May, 2022, there are no subsequent

events to be recognized or reported that are not already disclosed.

(iv) The Financial Statements for the year ended 31^st March, 2022 have been reviewed by the Audit Committee and approved by the Board of Directors at their meetings held on 5^th May, 2022.

Mar 31, 2021

t Provision, Contingent Liabilities and Contingent Assets

Provisions

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation,

The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation, If the effect of the time value of money is material, provisions are discounted using a current pretax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost,

When the Company expects some or all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually certain, The expense relating to a provision is presented in the Statement of Profit and Loss net of any reimbursement,

Contingent liability

A possible obligation that arises from past events and the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the enterprise are disclosed as contingent liability and not provided for, Such liability is not disclosed if the possibility of outflow of resources is remote,

Contingent Assets

A contingent asset is a possible asset that arises from past events and whose existence will be confirmed only by the occurrence or nonoccurrence of one or more uncertain future

events not wholly within the control of the entity,

Contingent assets are not recognised but disclosed only when an inflow of economic benefits is probable,

u Earnings Per Share

Basic earnings per equity share is computed by dividing the net profit/(loss) attributable to the equity holders of the company by the weighted average number of equity shares outstanding

during the period,

Diluted earnings per equity share is computed by dividing the net profit attributable to the equity

holders of the Company by the weighted average number of equity shares considered for deriving basic earnings per equity share and also the weighted average number of equity shares that could have been issued upon conversion of all dilutive potential equity shares,

The dilutive potential equity shares are adjusted

for the proceeds receivable had the equity shares been actually issued at fair value (i,e, the average market value of the outstanding equity shares), Dilutive potential equity shares are deemed converted as of the beginning of the period, unless issued at a later date, Dilutive potential equity shares are determined independently for each period presented,

v Leases

At inception of a contract, the Company

assesses whether a contract is, or contains, a lease, A contract is, or contains, a lease if the

contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration,

The Company recognises a right-of-use

asset and a lease liability at the lease commencement date except for leases with a term of twelve months or less (short-term

leases) and low value leases, For these shortterm and low value leases, the lease payments associated with these leases as an expense in the statement of Profit and Loss on a straightline basis over the lease term,

Lease term is a non-cancellable period

together with periods covered by an option to extend the lease if the Company is reasonably certain to exercise that option; and periods covered by an option to terminate the lease if the Company is reasonably certain not to exercise that option,

The right-of-use asset is initially measured at cost, which comprises the initial amount of the

lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received, The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the end of the lease

term, unless the lease transfers ownership of

the underlying asset to the Company by the end of the lease term or the cost of the right-of-use asset reflects that the Company will exercise a purchase option. In that case the right-of-use asset will be depreciated over the useful life of the underlying asset. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the

present value of the lease payments to be paid over the lease term at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company''s incremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate. Subsequently, the lease liability is measured at amortised cost using the effective interest method.

3 Critical accounting judgements and key sources of estimation uncertainty

The application of the Company''s accounting policies as described in Note 2, in the preparation

of the Company''s financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. The estimates and assumptions are based on historical experience and other factors that are considered to be relevant.

The estimates and underlying assumptions are

reviewed on an ongoing basis and any revisions thereto are recognized in the period in which they are revised or in the period of revision and future periods if the revision affects both the current and future periods. Actual results may differ from these estimates which could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.

3.1 Control over Subsidiary (Critical accounting judgments)

During the year, the Company acquired 49% of paid-up equity capital of Alipurduar Transmission

Limited (ALTL) with effect from 26^th November, 2020 from Kalpataru Power Transmission Limited ("the Selling Shareholderâ) pursuant to Share

Purchase Agreement ("SPAâ) dated 5^th July, 2020. Adani Transmission Limited has finalised purchase consideration for acquisition of entire stake in ALTL and has entered into a binding agreement with the Selling Shareholder to acquire remaining 51% paid-up equity capital of ALTL from the Selling Shareholder. Considering the rights available to Adani Transmission Limited under the SPA, ATL has concluded that it controls ALTL.

3.2 Impairment of financial assets

Investments made / Intercorporate deposits ("ICDs") given to subsidiaries (Key sources of estimation uncertainties)

In case of investments made and Intercorporate Deposits ("ICDâ) given by the Company to its subsidiaries, the Management assesses whether there is any indication of impairment in the value of such investments and ICDs given. The carrying amount is compared with the present value of future net cash flow of the subsidiaries.

3.3 Taxation

Deferred tax assets (Key sources of estimation uncertainties)

Deferred tax assets are recognised for unused tax losses / credits to the extent that it is probable that taxable profit will be available against which the losses can be utilised. Management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits together with future tax planning strategies.

3.4 Fair value measurement of financial instruments

(Key sources of estimation uncertainties)

In estimating the fair value of financial assets and financial liabilities, the Company uses market observable data to the extent available. Where such Level 1 inputs are not available, the Company establishes appropriate valuation techniques and inputs to the model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments. Information about the valuation techniques and inputs used in determining the fair value of various assets and liabilities are disclosed in Note 43.

4 Standards issued but not effective / Impact of

new and amended Ind AS Estimates and Errors which use a consistent

Ministry of Corporate Affairs ("MCAâ) notifies ^definit^ion of ^materia|ity t^hroughÂ°ut ^{|nd AS}

new standard or amendments to the existing ^{and the C}onceptu^{al Framework f}Â°^r F^inancia|

standards. There is no such notification which ^Reporting, ^{clarify when information is material}

would have been applicable from 1^st April, 2021. ^and mcorporaiie some o^{f th}e g^uidance rn Ind ^AS

1 about immaterial information. In particular, the Impact of the initial application of new and arniendrnients _clarify_:

amended Ind ASs that are effective for the

_current y_ear a) that the reference to obscuring information

In the current year, the below amendments to addresses ^situation^s rn wh^{ich th}e e^ffe^{ct is similar}

Ind ASs were effective for an annual period that ^to omitting ^or nisstafing ^{that inf}o^rmation, an^d

begins on or after 1^st April, 2020 and the impact ^{that an entity a}ss^ess^es ^{materiality in the c}on^text

of the amendments on the financial statements ^{of the fin}3n^cial ^state^men^{ts as} a ^who^|e^, an^d

^{is as} untec : b) the meaning of ''primary users of general

Covid-19-related Rent Concessions - Amendments puipose ^finan^cial sreremetes ^{to w}hom ^those

t_o I_nd AS 116 financial statements are directed, by defining

The Company has not taken the benefit of the ^{them as} s^strng and ^po^ten^{tial inv}e^sto^rs, ^lende^rs

amendment, and other creditors'' that must rely on general

purpose financial statements for much of the Definition of a Business - Amendments to Ind financial information they need,

AS 103

- The amended definition of a business requires an ^The adoption o^f i:he amendme^nt ha^s noit had

acquisition to include an input and a substantive ^{any material impact on the disclosures or on the}

process that together significantly contribute to ^3mounts repented ⁱⁿ ithe^se finan^{cial stat}emen^ts.

^the a^bility ^to ^eate ou^tpu^ts. ^The defirntion o^f Interest Rate Benchmark Reform - Amendments

ithe ^term ''ou^tpu^ts'' ^is amended ^{to f}Â°^cus on goods to Ind AS 107, Ind AS 109 and Ind AS 39

and services provided to customers, generating

investment income and other income, and it ^The amendment made ito ^|nd ^{AS 107 Fin}an^cial

excludes returns in the form of lower costs and ^|nstru^men^{ts: Discl}o^sure^s and Ind ^AS109 Finan^cial

other economic benefits, This amendment will ^|nstru^men^ts pra^vide ^ce^rtain reNe^fs rn cetetion ^to

likely result in more acquisitions being accounted ^intere^st caite ben^chma^{rk r}e^fo^rms. The ^re^lie^fs recite

for as asset acquisitions, however during the year ^to hedge amounting and ha^ve ^e e^ffe^{ct t}ha^t

this amendment had no impact on the financial the reforms should not generally cause hedge

statements of the Company, accounting to terminate, However, any hedge

ineffectiveness should continue to be recorded in Definition of Material - Amendments to Ind AS 1 the in_come statement,

and Ind AS 8

The Company has not taken the benefit of the

- Amendments have been made to Ind AS 1 amendment,

Presentation of Financial Statements and Ind AS

8 Accounting Policies, Changes in Accounting

Mar 31, 2019

1. Corporate information

Adani Transmission Limited (âThe Companyâ) is a public limited company incorporated and domiciled in India. Itâs ultimate holding entity is S. B. Adani Family Trust (SBAFT), having its registered office at Adani House, Nr. Mithakhali Six Roads, Navrangpura, Ahmedabad 380 009, Gujarat, India. The Company and its Twenty subsidiaries (together referred to as âthe Groupâ) is incorporated to carry on the business of establishing, commissioning, setting up, operating and maintaining electric power transmission systems and to peruse acquisition of available opportunity in power transmission systems/networks. The Group is providing transmission services in India spreading across Gujarat, Rajasthan, Maharashtra, Haryana, Chhattishgarh and Madhya Pradesh. The Group is also developing additional projects in India spreading in Rajasthan, Jharkhand, Bihar & Uttar Pradesh.

The Group has entered in Generation and Distribution business in Mumbai through acquisition of Integrated Mumbai suburban Power i.e. Business Generation, Transmission and Distribution (GTD).

The Company with its subsidiaries has entered in to new business opportunities through OPGW fibres on transmission lines with the ambition of expanding its telecom solutions to Telcos, Internet service providers and long distance communication operators .The commercialization of the network shall be done through leasing out spare capacities to potential communication players.

During the year, the Group has successfully won two transmission bids on Traffic Based Competitive Bidding model & has acquired one Operational transmission company. The Company also deals as a trader in Agro commodities.

Notes:

1) 5,10,000 (31.03.2018 : 5,10,000) Preference shares of Western Transco Power Limited has been pledged.

2) Charges has been created on loans given to wholly owned subsidiaries namely (i) Adani Transmission (India) limited of Rs. 1980.22 Crores (31.03.2018 : Rs. 2084.18 Crores) and (ii) Maharashtra Eastern Grid Power Transmission Company Limited of Rs. 2438.34 Crores (31.03.2018 : Rs. 2367.90 Crores)

b. Terms/rights attached to equity shares

The Company has only one class of equity shares having par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. The dividend if proposed by the Board of Directors is subject to approval of the share holders in the ensuing Annual General Meeting. In the event of liquidation of the Company the holders of the equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the share holders.

During the year, the Company raised Rs. 1,254.00 Crores (PY - Rs. 1,800.00 Crores) through issue of Unsecured Perpetual Equity Instrument (the âInstrumentâ) from Adani Infra (India) Limited. This Instrument are perpetual in nature with no maturity or redemption and are callable only at the option of the Company. The distribution on these Instrument are fixed at 11.80% p.a. compouded annually. The obligation of the Company to repay the outstanding amounts shall rank on a parri passu basis with the obligations of the company to make payments/distributions in relation to any parity securities issued/ to be issued by the company and be senior to the obligations of the company to make payments/distributions in relation to preference and equity share capital and any other securities at par with preference and equity share capital of the Company.

As this Instrument are perpetual in nature and ranked senior only to the Share Capital of the Company and the Company does not have any redemption obligation, these are considered to be in the nature of equity instruments.

Notes:

i) Capital Reserve of Rs. 11.47 Crores were created due to acquisition of 100% stake in Maru Transmission Service Company Limited and 100% stake in Aravali Transmission Service Company Limited in the financial year 2016-17.

ii) The cash flow hedging reserve represents the cumulative effective portion of gains or losses arising on changes in fair value of designated portion of hedging instruments entered into for cash flow hedges. The cumulative gain or loss arising on changes in fair value of the designated portion of the hedging instruments that are recognised and accumulated under the heading of cash flow hedging reserve will be reclassified to profit or loss only when the hedged transaction affects the profit or loss, or included as a basis adjustment to the non-financial hedged item.

iii) During the financial year 2015-16, General reserve of Rs. 1,220.60 Crores was created pursuant to the demerger of transmission undertaking of Adani Enterprises Limited into the company.

iv) Retained earnings represents the amount of profits of the company earned till date net of appropriation that can be distributed by the Company as dividends considering the requirements of the Companies Act, 2013. No dividends are distributed given the accumulated losses incurred by the Company.

Security

The above INR Bonds (Masala Bond), USD Bonds and NCDs (Non Convertible Debentures) are secured by way of first ranking pari passu charge in favour of the Security trustee (for the benefit of the Bond/Debenture holders):

a. mortgage of land situated at Sanand.

b. hypothecation of all the assets (movable and immovable) including current assets of the company,

c. pledge over 100% shares of Adani Transmission (India) Limited (ATIL) and Maharashtra Eastern Grid Power Transmission Company Limited (MEGPTCL), both are wholly owned subsidiaries of the company.

d. accounts and receivables of ATIL and MEGPTCL and also the operating cash flows, book debts, loans and advances, commissions, dividends, interest income, revenues present and future of ATIL and MEGPTCL.

Terms of Repayment

(i) INR Bonds (Masala Bond) aggregating Rs. 375.00 Crores (31^st March, 2018 - Rs. 450.00 Crores) are redeemable by quarterly structured payments from FY 2019 to FY 2022.

(ii) 4.00% 500 Million USD Bonds aggregating Rs. 3,457.75 Crores (31^st March, 2018- Rs. 3,258.75 Crores) are redeemable by bullet payment in FY 2026.

(iii) INR NCDs (Non Convertible Debentures) aggregating to Rs. 2,546.60 Crores (31^st March, 2018 - Rs. 3,165.00 Crores ) are redeemable at different maturities from FY 2019 to FY 2022.

The Disclosure in respect of the amounts payable to Micro and Small Enterprises have been made in the standalone Financial Statements based on the information received and available with the company. The Company has not received any claim for interest from any supplier as at the balance sheet date. Hence, disclosure as per MSME Act is not required. These facts have been relied upon by the auditors.

2. Contingent liabilities and commitments

(i) Contingent liabilities

Bank Guarantee :

Bank guarantee given by the company on behalf of Special Purpose Vehicle (SPV) companies, which were taken over to carry out the business awarded under tariff-based bidding, towards performance of work awarded is Rs. 189.56 Crs. Against which Bank guarantee taken by the company from vendors is Rs. 122.62 Crs. in various form.

(ii) Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for during the year is Nil.

38. i) During the year, the Company has acquired 100% equity share capital of SPV âGhatampur Transmission Limitedâ (GTL) from REC Transmission Projects Company Limited (REC TPCL) on 19^th June, 2018. GTL was formed by REC TPCL to establish Transmission System for Evacuation of Power from 3X660MW Ghatampur Thermal Power Project. The Company has acquired it from REC TPCL pursuant to tariff based competitive bidding process carried out by REC TPCL. With this purchase, GTL has become a wholly owned subsidiary of the Company,

ii) The Company has signed Share Purchase Agreement on 3^rd November 2018 with KEC International Limited for acquisition of 100% Equity Share Capital of KEC Bikaner Sikar Transmission Private Limited (KBSTPL). The shares of KEC Bikaner Sikar Transmission Private Limited have actually got transferred to Adani Transmission Limited w.e.f. 8^th February, 2019 although the control is taken over by Adani Transmission Limited on 1^st January, 2019.

iii) The Company has signed a binding Share Purchase Agreement on 21^st December, 2018 with PFC Consulting Limited for acquisition of 100% equity share capital of OBRA-C Badaun Transmission Limited. The said Company was incorporated in August 2018 by PFC Consulting Limited for Evacuation of power from OBRA-C (2x660 MW)

Thermal power project and construction of 400kV GIS substation Badaun with associated transmission lines. The Company has acquired it from PFC Consulting Limited through Tariff based competitive bidding process.

iv) During the year, AEML Infrastructure Limited was incorporated as a wholly owned subsidiary of the Company w.e.f 12^th December, 2018.

3. i) I n December 2017, Adani Transmission Limited (the Company) signed a binding Share Purchase Agreement (âSPAâ) with Reliance Infrastructure Limited (âR-Infraâ) to acquire its integrated Power Generation, Transmission and Distribution of Power business for suburban area in Mumbai city (âMumbai GTD businessâ).

ii) Consequent to a Scheme of Arrangement approved by the High Court of Judicature at Bombay, and other regulatory approvals obtained in this respect, effective from 29^th August, 2018, the Mumbai GTD business of R-Infra has been demerged from R-Infra and transferred into Adani Electricity Mumbai Limited (formerly Reliance Electricity Generation and Supply Limited) (âAEMLâ) with an Appointed Date of 1^st April, 2018. Pursuant to the SPA, the Company acquired 100% equity share capital of AEML for a consideration of Rs. 3,827.54 Crores. On such acquisition, AEML has become wholly-owned subsidiary of the Company.

4. Operating Lease

The Companyâs significant leasing arrangements, other than land, are in respect of office premises taken on lease for which expense amounting to Rs. 0.24 Crs. (PY - Rs. 0.21 Crs.) charged to profit and loss. The arrangements range between 11 months and 2 years generally and are usually renewable by mutual consent on mutually agreeable terms. Under these arrangements, generally refundable interest free deposits have been given. The Company has not entered into any material financial lease. The Company does not have any non-cancellable lease.

5. Corporate Social Responsibility (CSR)

The Company is not required to spend towards Corporate Social Responsibility (CSR) as per Section 135 of the Companies Act, 2013, since there is no average profit in the last 3 years calculated as per the provisions of the Act.

6. Segment Reporting

The Companyâs operations fall under single segment namely âTrading businessâ hence no separate disclosure of segment reporting is required to be made as required under Ind AS 108 âOperating Segmentsâ.

7. The Company has taken various derivatives to hedge its bonds and interest thereon. The outstanding position of derivative instruments are as under:

8. As per Ind AS 19 âEmployee Benefitsâ, the disclosures are given below.

(a) Defined Benefit Plan

i). The Company has defined benefit plans for Gratuity to eligible employees, the contributions for which are made to Life Insurance Corporation of India who invests the funds as per Insurance Regulatory Development Authority guidelines.

ii). Sensitivity Analysis

ii). Asset Liability Matching Strategies

The Company has purchased insurance policy, which is basically a year-on-year cash accumulation plan in which the interest rate is declared on yearly basis and is guaranteed for a period of one year. The insurance Company, as part of the policy rules, makes payment of all gratuity outgoes happening during the year (subject to sufficient funds under the policy). The policy, thus, mitigates the liquidity risk. However, being a cash accumulation plan, the duration of assets is shorter compared to the duration of liabilities. Thus, the Company is exposed to movement in interest rate (in particular, the significant fall in interest rates, which should result in a increase in liability without corresponding increase in the asset).

iv). Effect of Plan on Entityâs Future Cash Flows

a) Funding arrangements and Funding Policy

b) Expected Contribution during the next annual reporting period

The Companyâs best estimate of Contribution during the next year is Nil.

c) Maturity Profile of Defined Benefit Obligation

Weighted average duration (based on discounted cash flows) - 3 years.

v). The Company has defined benefit plans for Gratuity to eligible employees of the group, the contributions for which are made to Life Insurance Corporation of India who invests the funds as per Insurance Regulatory Development Authority guidelines.

The discount rate is based on the prevailing market yields of Government of India securities as at the balance sheet date for the estimated term of the obligations.

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

The actuarial liability for compensated absences (including Sick Leave) as at the year ended 31^st March 2019 is Rs. 0.30 Crores (31^st March 2018 is Rs. 0.30 Crores).

(d) Defined Contribution Plan

(i) Provident fund

(ii) Superannuation fund

- Employerâs contribution to Employeesâ State Insurance

The Company has recognised the following amounts as expense in the financial statements for the year:

9. Financial Instruments and Risk Overview

(a) Capital Management

The Companyâs objectives when managing capital is to safeguard continuity and healthy capital ratios in order to support its business and provide adequate return to shareholders through continuing growth. The Companyâs overall strategy remains unchanged from previous year.

The Company sets the amount of capital required on the basis of annual business and long-term operating plans which include capital and other strategic investments.

The funding requirements are met through a mixture of equity, internal fund generation, borrowings. The Companyâs policy is to use borrowings to meet anticipated funding requirements. The Company monitors capital on the basis of the net debt to equity ratio.

No changes were made in the objectives, policies or processes for managing capital during the years ended as at 31^st March, 2019 and as at 31^st March, 2018.

(b) Financial Risk Management Objectives

The Companyâs principal financial liabilities comprise borrowings, trade and other payables, The main purpose of these financial liabilities is to finance the Companyâs operations/projects .The Companyâs principal financial assets include loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations.

Risk and other price risks such as equity price risk. The Companyâs senior management oversees the management of these risks. It manages its exposure to these risks through derivative financial instruments by hedging transactions. It uses derivative instruments such as Principal only Swaps, Interest rate swaps, foreign currency future options and foreign currency forward contract to manage these risks. These derivative instruments reduce the impact of both favorable and unfavorable fluctuations.

The Companyâs risk management activities are subject to the management, direction and control of Central Treasury Team of the Group under the framework of Risk Management Policy for Currency and Interest rate risk as approved by the Board of Directors of the Company. The Groupâs central treasury team ensures appropriate financial risk governance framework for the Company through appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Groupâs policies and risk objectives. It is the Groupâs policy that no trading in derivatives for speculative purposes may be undertaken.

In the ordinary course of business, the Company is exposed to Market risk, Credit risk, and Liquidity risk.

Market risk

1) Interest rate risk

The company is exposed to changes in market interest rates due to financing, investing and cash management activities. The Companyâs exposure to the risk of changes in market interest rates relates primarily to the Companyâs long-term debt obligations with floating interest rates and period of borrowings. However, during the year and as at period end the Company does not have any borrowings with floating interest rates. Hence, the company is not exposed to any interest rate risk.

2) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Companyâs exposure to the risk of changes in foreign exchange rates relates primarily to the Companyâs operating activities. The Company manages its foreign currency risk by hedging transactions that are expected to realise in future. Accordingly, as at period end the Company does not have any unhedged outstanding foreign exposure and hence the Company is not exposed to any foreign currency risk as at period end.

Credit risk

The carrying amount of financial assets recorded in the financial statements represents the Companyâs maximum exposure to credit risk

Liquidity risk

The Company monitors its risk of shortage of funds using cash flow forecasting models. These models consider the maturity of its financial investments, committed funding and projected cash flows from operations. The Companyâs objective is to provide financial resources to meet its business objectives in a timely, cost effective and reliable manner and to manage its capital structure. A balance between continuity of funding and flexibility is maintained through the use of various types of borrowings.

The table below analysis derivative and non-derivative financial liabilities of the Company into relevant maturity groupings based on the remaining period from the reporting date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.

10. Disclosure as per Ind AS 7 Statement of Cash Flows:

The Ind AS 7 require entities to provide disclosure of changes in their liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes (such as foreign exchange gains or losses). The Company has provided the information for current period.

11. The company has adopted Ind AS 115 using the cumulative effect method (without practical expedients) with the effect of initially applying this standard recognised at the date of initial application i.e. 1^st April, 2018. Accordingly, the comparative information i.e. information for the year ended 31^st March 2018, has not been restated. The adoption of the standard did not have any material impact on the financial statements of the company. Additionally, the disclosure requirements in Ind AS 115 have not generally been applied to comparative information.

The contract assets primarily relate to the Companyâs right to consideration for work completed but not billed at the reporting date. The contract assets are transferred to receivables when the rights become unconditional. This usually occurs when the Company issues an invoice to the Customer. The contract liabilities primarily relate to the advance consideration received from the customers.

Notes:

1 Interest on Loan given to Subsidiary Companies.

2 Accrued on Perpetual Equity infused by Entity under common control.

3 Financial support to Subsidiary companies primarily for Green field growth.

4 Long term equity support by way of Perpetual Instruments from entities under Common control.

5 Long term Financial support by way of Perpetual Equity Instruments to Subsidiary company.

6 Bank guarantee given by the company on behalf of Subsidiary companies which were taken over to carry out the business awarded under tariff-based competitive bidding towards performance of work awarded.

12. Other Disclosures

(i) Previous year figures are regrouped / reclassified wherever necessary to correspond with the current years classification / disclosure.

(ii) The Financial Statements for the year ended 31st March, 2019 have been reviewed by the Audit Committee and approved by the Board of Directors at their meetings held on 28th May, 2019.

Mar 31, 2018

1 Corporate information

Adani Transmission Limited (âThe Companyâ) is a limited company incorporated in India. Itâs Ultimate Holding Entity is S. B. Adani Family Trust (SBAFT).

The Company along with itâs subsidiaries is one of the largest power transmission companies operating in the private sector in India, based on operational circuit kilometres of transmission lines. The group establish, commission, operate and maintain Transmission Systems. The groupâs operational projects are located in the states of Gujarat, Maharashtra, Rajasthan and Haryana. The Groupâs main source of revenue is electricity transmission tariffs. Further, the group is also developing additional projects in Rajasthan, Chhattisgarh, Madhya Pradesh and Maharashtra.

The Company also deals as a trader in Agro commodoties.

The Company is a public limited company incorporated and domiciled in India and has its registered office at Adani House, Nr. Mithakhali Six Roads, Navrangpura, Ahmedabad 380 009, Gujarat, India. The Company has its primary listings on the BSE Limited and NSE India Limited, in India.

2 Critical accounting judgements and key sources of estimation uncertainty

The application of the Companyâs accounting policies as described in Note 2, in the preparation of the Companyâs financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. The estimates and assumptions are based on historical experience and other factors that are considered to be relevant.

The estimates and underlying assumptions are reviewed on an ongoing basis and any revisions thereto are recognized in the period in which they are revised or in the period of revision and future periods if the revision affects both the current and future periods. Actual results may differ from these estimates which could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.

2.1 Property, plant and equipment¹

The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

2.2 Impairment of financial assets

Investments made / Intercorporate deposits (âICDsâ) given to subsidiaries²

In case of investments made and Intercorporate Deposits (âICDâ) given by the company to its subsidiaries, the Management assesses whether there is any indication of impairment in the value of such investments and ICDs given. The carrying amount is compared with the present value of future net cash flow of the subsidiaries.

2.3 Taxation Deferred tax assets2

2.4 Fair value measurement of financial instruments²

2.5 Defined benefit plans and other long-term employee benefits2

The present value of obligations under defined benefit plan and other long term employment benefits is determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual development in the future. These include the determination of the discount rate, future salary escalations, attrition rate and mortality rates etc. Due to the complexities involved in the valuation and its long term nature, these obligations are highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date. Information about the various estimates and assumptions made in determining the present value of defined benefit obligations are disclosed in Note 42.

1 Critical accounting judgments

2 Key sources of estimation uncertainties

4 Standards issud but not effective

The amendments to standards that are issued, but not yet effective, up to the date of issuance of the Companyâs financial statements are disclosed below. The Company intends to adopt these standards, if applicable, when they become effective. The Ministry of Corporate Affairs(âMCAâ) has issued certain amendments to Ind AS through (Indian Accounting Standards) Amendment Rules, 2018. These amendments maintain convergence with IFRS by incorporating amendments issued by International Accounting Standards Board(IASB) into Ind AS and has amended the following standards:

1. Ind AS 115-Revenue from Contract with Customers

2. Ind AS 21-The effect of changes in foreign exchanges rates

3. Ind AS 12-Income Taxes

These amendments are effective for annual periods beginning on or after 1^st April, 2018.

The Company is assessing the potential effect of the amendments on its financial statements. The Company will adopt these amendments, if applicable, from their applicability date.

a. Terms/rights attached to equity shares

The Company has only one class of equity shares having par value of RS.10 per share. Each holder of equity shares is entitled to one vote per share. The dividend if proposed by the Board of Directors is subject to approval of the share holders in the ensuing Annual General Meeting. In the event of liquidation of the Company the holders of the equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the share holders.

During the year, the Company raised RS.1,800.00 Crores through issue of Unsecured Perpetual Securities (the âSecuritiesâ). These Securities are perpetual in nature with no maturity or redemption and are callable only at the option of the Company. The Company can infuse the equity into its greenfield subsidiaries prior to any obligation to make payment under this Securities, further the Company can make the payment to the equity share holders or return of equity (share buy back) prior to any obligation to make payment under this Securities. The distribution on these Securities are 11.80% with a reset provision after a period of every 5 (five) years. The distribution on the Securities may be deferred at the option of the Company, if during the six months preceding the relevant distribution payment date, the Company has made no payment on, or redeemed or repurchased, any securities ranking pari passu with, or junior to the instrument. As these Securities are perpetual in nature and ranked senior only to the Share Capital of the Company and the Company does not have any redemption obligation, these are considered to be in the nature of equity instruments.

Notes:

i) Capital Reserve of RS.11.47 Crores were created due to acquisition of 100% stake in Maru Transmission Service Company Limited and 100% stake in Aravali Transmission Service Company Limited in the financial year 2016-17.

iii) During the financial year 2015-16, General reserve of RS.1,220.60 Crores was created pursuant to the demerger of transmission undertaking of Adani Enterprises Limited into the Company.

iv) Retained earnings represents the amount that can be distributed by the Company as dividends considering the requirements of the Companies Act, 2013. No dividends are distributed given the accumulated losses incurred by the Company

Notes: Security

a. mortgage of land situated at Sanand.

b. hypothecation of all the assets (movable and immovable) including current assets of the Company.

c. pledge over 100% shares of Adani Transmission (India) Limited (ATIL) and Maharashtra Eastern Grid Power Transmission Company Limited (MEGPTCL), both are wholly owned subsidiaries of the Company.

Terms of Repayment

(i) INR Bonds (Masala Bond) aggregating RS.450.00 Crores (31st March 2017 RS.500.00 Crores) are redeemable by quarterly structured payments from financial year 2018 to financial year 2022.

(ii) USD Bonds aggregating RS.3,258.75 Crores ( 31st March, 2017 - RS.3,242.50 Crores) are redeemable by bullet payment in financial year 2026.

(iii) INR NCDs (Non Convertible Debentures) aggregating to RS.3,165.00 Crores, (31st March, 2017 - RS.3,415.00 Crores ) are redeemable at different maturities from financial year 2018 to financial year 2022.

There are no Micro, Small and Medium Enterprises, to whom the Company owes dues (including interest on outstanding dues), which are outstanding as at the Balance Sheet date. The above information has been determined to the extent such parties have been identified on the basis of information available with the Company. This has been relied upon by the auditors.

3 (a) The Company has acquired 100% Equity Share Capital of three SPV Companies namely, Hadoti Power Transmission Service Limited w.e.f. 11th August, 2017, Barmer Power Transmission Service Limited (BPTSL) w.e.f. 4th August, 2017 and Thar Power Transmission Service Limited (TPTSL) w.e.f. 4th August, 2017 from Rajasthan Rajya Vidyut Prasaran Nigam Limited (RVPN).

The Company has acquired 100% Equity Share Capital of two Companies, namely, Western Transco Power Limited (WTPL) and Western Transmission (Gujarat) Limited (WTGL) w.e.f. 31st October,2017 from Reliance Infrastructure Limited (R-Infra). Pursuant to the acquisitions, the figures for the current year ended 31st March, 2018 are not fully comparable with the figures of corresponding previous year.

During the year, the Company has acquired 100% equity share capital of SPV âFatehgarh-Bhadla Transmission Limitedâ (FBTL) from PFC Consulting Limited (PFCCL) w.e.f. 14th March, 2018. FBTL was formed by PFCCL to establish transmission system for ultra mega solar park in Fatehgarh district, Jaisalmer, Rajasthan. The Company has acquired it from PFCCL pursuant to tariff based competitive bidding process carried out by PFCCL. With this purchase, FBTL has become a wholly owned subsidiary of the Company,

3 (b) Company have acquired 74% Equity Shares of Maru Transmission Service Company Limited (MTSCL) and Aravali Transmission Service Company Limited (ATSCL) w.e.f. 6th October, 2016 from GMR Energy Limited. The balance 26% of Equity Shares of MTSCL & ATSCL are pledged in favour of the Company and the same will also get transferred after fulfilment of certain regulatory requirements and completion of lock-in period. As per the agreement, during the lock-in period, the Company will be the beneficial owner of all the rights and accretions in connection with the pledged shares. Accordingly, the Company has determined that it has âin-substanceâ ownership of the pledged shares and it has consolidated financial statements of MTSCL and ATSCL as having 100% interest.

4 During the current year 2017-18, the Company signed a binding Share Purchase Agreement (SPA) with Reliance Infrastructure Limited (R-Infra) to acquire R-Infraâs integrated business of generation, transmission and distribution of power for Mumbai city, subject to regulatory and other customary approvals, which are under process. Estimated purchase consideration (comprising of base sale shares consideration and other contingent consideration) as agreed between the parties is to be decided in terms of the SPA. Pursuant to the SPA, with the support of the promoters, the Company has given a advance of RS.2,602 Crores to R-Infraâs for which the Company has right to set off the same against the purchase consideration. As an approval process, MERC has scheduled public hearing on 14^th June, 2018. Pending regulatory and other approvals, no impact has been given to the said acquisition in these financial statements.

5 Operating Lease

The Companyâs significant leasing arrangements, other than land, are in respect of office premises, taken on lease. The arrangements range between 11 months and 2 years generally and are usually renewable by mutual consent on mutually agreeable terms. Under these arrangements, generally refundable interest free deposits have been given. The Company has not entered into any material financial lease. The Company does not have any non-cancellable lease.

6 The Company has taken various derivatives to hedge its bonds and interest thereon. The outstanding position of derivative instruments are as under:

7 As per Ind AS 19 âEmployee Benefitsâ, the disclosures are given below.

(a) (i) Defined Benefit Plan

viii). The Company has defined benefit plans for Gratuity to eligible employees, the contributions for which are made to Life Insurance Corporation of India who invests the funds as per Insurance Regulatory Development Authority guidelines.

ix). Sensitivity Analysis

x). Asset Liability Matching Strategies

The Company has purchased insurance policy, which is basically a year-on-year cash accumulation plan in which the interest rate is declared on yearly basis and is guaranteed for a period of one year. The insurance Company, as part of the policy rules, makes payment of all gratuity outgoes happening during the year (subject to sufficient funds under the policy). The policy, thus, mitigates the liquidity risk. However, being a cash accumulation plan, the duration of assets is shorter compared to the duration of liabilities. Thus, the Company is exposed to movement in interest rate (in particular, the significant fall in interest rates, which should result in a increase in liability without corresponding increase in the asset).

xi). Effect of Plan on Entityâs Future Cash Flows

a) Funding arrangements and Funding Policy

b) Expected Contribution during the next annual reporting period

The Companyâs best estimate of Contribution during the next year is Nil.

c) Maturity Profile of Defined Benefit Obligation

Weighted average duration (based on discounted cash flows) - 6 years

The discount rate is based on the prevailing market yields of Government of India securities as at the balance sheet date for the estimated term of the obligations.

The expected contributions for Defined Benefit Plan for the next financial year will be in line with FY 2017-18.

The actuarial liability for compensated absences (including Sick Leave) as at the year ended 31^st March 2018 is RS.0.30 Crores (31^st March 2017 is RS.0.50 Crores).

8 As per Ind AS 19 âEmployee Benefitsâ (contd..)

(b) Defined Contribution Plan

Contribution to Defined Contribution Plans, recognised in Statement of the Profit and Loss for the year is as under:

9. The details of loans and advances of the Company outstanding at the end of the year, in terms of regulation 53 (F) read together with para A of Schedule V of SEBI (Listing Obligation and Disclosure Regulation, 2015).

10 Financial Instruments and Risk Overview

(a) Capital Management

The Company sets the amount of capital required on the basis of annual business and long-term operating plans which include capital and other strategic investments.

No changes were made in the objectives, policies or processes for managing capital during the years ended as at 31^st March, 2018 and as at 31^st March, 2017.

(b) Financial Risk Management Objectives

In the ordinary course of business, the Company is mainly exposed to risks resulting from exchange rate fluctuation (currency risk), interest rate movements (interest rate risk) collectively referred as Market Risk, Credit Risk, Liquidity Risk and other price risks such as equity price risk. The Companyâs senior management oversees the management of these risks. It manages its exposure to these risks through derivative financial instruments by hedging transactions. It uses derivative instruments such as Principal only Swaps, Interest rate swaps, foreign currency future options and foreign currency forward contract to manage these risks. These derivative instruments reduce the impact of both favorable and unfavorable fluctuations. The Companyâs risk management activities are subject to the management, direction and control of Central Treasury Team of the Group under the framework of Risk Management Policy for Currency and Interest rate risk as approved by the Board of Directors of the Company. The Groupâs central treasury team ensures appropriate financial risk governance framework for the Company through appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Groupâs policies and risk objectives. It is the Groupâs policy that no trading in derivatives for speculative purposes may be undertaken.

In the ordinary course of business, the Company is exposed to Market risk, Credit risk, and Liquidity risk.

Market risk

1) Interest rate risk

2) Foreign currency risk

Credit risk

The carrying amount of financial assets recorded in the financial statements represents the Companyâs maximum exposure to credit risk.

Liquidity risk

The Company monitors its risk of shortage of funds using cash flow forecasting models. These models consider the maturity of its financial investments, committed funding and projected cash flows from operations. The Companyâs objective is to provide financial resources to meet its business objectives in a timely, cost effective and reliable manner and to manage its capital structure. A balance between continuity of funding and flexibility is maintained through the use of various types of borrowings.

11 Amendments to Ind AS 7 Statement of Cash Flows: Disclosure Initiative

The amendments require entities to provide disclosure of changes in their liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes (such as foreign exchange gains or losses). The Company has provided the information for current period.

12. Related party disclosures :

As per Ind As 24. Disclosure of transaction with related parties are given below:

- Ultimate Holding Entity S. B. Adani Family Trust (SBAFT)

- Subsidiary Company Adani Transmission (India) Limited

Maharashtra Eastern Grid Power Transmission Company Limited Sipat Transmission Limited

Raipur - Rajnandgaon - Warora Transmission Limited

Chhattisgarh - WR Transmission Limited

Adani Transmission (Rajasthan) Limited

North Karanpura Transco Limited

Maru Transmission Services Company Limited

Aravali Transmission Services Company Limited

Hadoti Power Transmission Service Limited.(w.e.f. 11^th August, 2017)

Barmer Power Transmission Service Limited.(w.e.f. 4^th August, 2017)

Thar Power Transmission Service Limited.(w.e.f. 4^th August, 2017)

Western Transco Power Limited.(w.e.f. 31^st October, 2017)

Western Transmission (Gujarat) Limited.(w.e.f. 31^st October, 2017) Fatehgarh-Bhadla Transmission Limited (w.e.f. 14^th March, 2018)

- Key Managerial Persons Mr. Gautam S. Adani, Chairman

Mr. Laxmi Narayana Mishra, Whole-time Director (w.e.f. 4^th April, 2017 & Resigned w.e.f. 2^nd May, 2018)

Mr. Kaushal Shah, Chief Financial Officer Mr. Jaladhi Shukla, Company Secretary

Mr. Deepak Bhargava, Whole Time Director (Resigned w.e.f. 31^st March, 2017) Mr. Anil Sardana, Managing Director and Chief Executive Officer (w.e.f.10^th May, 2018)

-Entities under Common Control Adani Agri Fresh Limited

Adani Enterprises Limited Adani Green Energy Limited Adani Infra (India) Limited Adani Power (Mundra) Limited Adani Power Maharashtra Limited Adani Power Rajasthan Limited Adani Wilmar Limited

Adani Infrastructure Management Services Limited Adani Institute of Infrastructure Management Belvedere Golf and Country Club Private Limited Adani Township & Real Estate Company Private Limited

13. Other Disclosures

(i) Previous year figures are regrouped / reclassified wherever necessary to correspond with the current years classification / disclosure.

(ii) The Financial Statements for the year ended 31^st March, 2018 have been reviewed by the Audit Committee and approved by the Board of Directors at their meetings held on 10^th May, 2018.

Mar 31, 2017

1. (i) During the year, Adani Transmission Limited ("the Company") has completed the acquisition of North Karanpura

Transco Limited (NKTL) and consequently NKTL has become wholly owned subsidiary of Adani Transmission Limited w.e.f. 8^th July, 2016.

(ii) Further, the Company has acquired 74% Equity Shares of Maru Transmission Service Company Limited (MTSCL) and Aravali Transmission Service Company Limited (ATSCL) w.e.f. 6^th October, 2016 from GMR Energy Limited. The balance 26% of Equity Shares of MTSCL & ATSCL are pledged in favour of the Company and the same will also get transferred after fulfillment of certain regulatory requirements and completion of lock-in period. As per the agreement, during the lock-in period, the Company will be the beneficial owner of all the rights and accretions in connection with the pledged shares. Accordingly, the Company has determined that it has "in-substanceâ ownership of the pledged shares and it has consolidated financial statements of MTSCL and ATSCL as having 100% interest. Pursuant to the acquisition, the figures for the current year ended 31^st March, 2017 are not fully comparable with the figures of corresponding previous year.

2. The Hon''ble Gujarat High Court vide its Order dated 7^th May, 2015 has sanctioned the Composite Scheme of Arrangement and the Scheme came into effect on 22^nd May, 2015 upon filing certified copies of the orders of the Hon''ble Court of Gujarat sanctioning the Scheme with the Registrar of the Companies, Gujarat at Ahmadabad. The appointed date for the scheme is 1^st April, 2015 .

Pursuant to the demerger of Transmission Undertaking of AEL, the company had issued and allotted new equity shares to the existing equity shareholders of AEL in the ratio of 1 equity share of the company for every 1 equity share held by the equity shareholder in AEL as of the record date for the purpose of the scheme. The equity shares held by AEL and Loan payable to AEL in the company has been cancelled pursuant to the Scheme.

3. As per Ind AS 19 "Employee Benefits", the disclosures as defined in the accounting standard are given below.

(a) Defined Benefit Plan

The Company operates a defined benefit plan (the Gratuity plan) covering eligible employees, which provides a lump sum payment to vested employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective employee''s salary and the tenure of employment.

The status of gratuity plan as required under Ind AS-19:

viii. The Company has defined benefit plans for Gratuity to eligible employees, the contributions for which are made to Life Insurance Corporation of India who invests the funds as per Insurance Regulatory Development Authority guidelines.

ix. Sensitivity Analysis

Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate, expected salary increase and mortality. The sensitivity analysis below have been determined based on reasonably possible changes of the assumptions occurring at the end of the reporting period, while holding all other assumptions constant. The results of sensitivity analysis is given below:

x. Asset Liability Matching Strategies

The policy, thus, mitigates the liquidity risk. However, being a cash accumulation plan, the duration of assets is shorter compared to the duration of liabilities. Thus, the Company is exposed to movement in interest rate (in particular, the significant fall in interest rates, which should result in a increase in liability without corresponding increase in the asset).

xi. Effect of Plan on Entity''s Future Cash Flows

a) Funding arrangements and Funding Policy

The Company has purchased an insurance policy to provide for payment of gratuity to the employees. Every year, the insurance company carries out a funding valuation based on the latest employee data provided by the Company. Any deficit in the assets arising as a result of such valuation is funded by the Company.

b) Expected Contribution during the next annual reporting period The Company''s best estimate of Contribution during the next year is Nil

c) Maturity Profile of Defined Benefit Obligation

Weighted average duration (based on discounted cashflows) - 4 years

xii. The Company has defined benefit plans for Gratuity to eligible employees, the contributions for which are made to Life Insurance Corporation of India who invests the funds as per Insurance Regulatory Development Authority guidelines.

The discount rate is based on the prevailing market yields of Government of India securities as at the balance sheet date for the estimated term of the obligations.

The expected contributions for Defined Benefit Plan for the next financial year will be in line with FY 2016-17.

The actuarial liability for leave encashment and compensated absences (including Sick Leave) as at the year ended 31^st March 2017 is RS, 0.49 Crores.

(b) Defined Contribution Plan

Contribution to Defined Contribution Plans, recognized in Statement of profit and loss and Project Development

Expenditure, for the year is as under:

4. CAPITAL MANAGEMENT

The Company sets the amount of capital required on the basis of annual business and long-term operating plans which include capital and other strategic investments.

The funding requirements are met through a mixture of equity, internal fund generation, borrowings. The Company''s policy is to use borrowings to meet anticipated funding requirements. The Company monitors capital on the basis of the net debt to equity ratio.

No changes were made in the objectives, policies or processes for managing capital during the years ended as at 31^st March, 2017 and as at 31^st March, 2016.

5.FINANCIAL RISK OBJECTIVE AND POLICIES

trade and other receivables, and cash and cash equivalents that derive directly from its operations.

In the ordinary course of business, the Company is mainly exposed to risks resulting from exchange rate fluctuation (currency risk), interest rate movements (interest rate risk) collectively referred as Market Risk, Credit Risk, Liquidity Risk and other price risks such as equity price risk. The Company''s senior management oversees the management of these risks. It manages its exposure to these risks through derivative financial instruments by hedging transactions. It uses derivative instruments such as Principal only Swaps, Interest rate swaps, foreign currency future options and foreign currency forward contract to manage these risks. These derivative instruments reduce the impact of both favorable and unfavorable fluctuations.

The Companyâs risk management activities are subject to the management, direction and control of Central Treasury Team of the Group under the framework of Risk Management Policy for Currency and Interest rate risk as approved by the Board of Directors of the Company. The Group''s central treasury team ensures appropriate financial risk governance framework for the Company through appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Group''s policies and risk objectives. It is the Group''s policy that no trading in derivatives for speculative purposes may be undertaken.

Further, all currency and interest rate risks as identified above is measured on a daily basis by monitoring the mark to market (MTM) of open and hedged position. The MTM is derived basis underlying market curves on closing basis of relevant instrument quoted on Bloomberg/Reuters. For quarter ends, the MTM for each derivative instrument outstanding is obtained from respective banks. All gain / loss arising from MTM for open derivative contracts and gain / loss on settlement / cancellation / rollover of derivative contracts is recorded in statement of profit and loss, except for the cumulative impact of all derivative contracts outstanding as at the date of the Guidance Note becoming effective, which have been recognized in the reserves as at 1^st April, 2015.

Interest rate risk

The company is exposed to changes in market interest rates due to financing, investing and cash management activities. The Companyâs exposure to the risk of changes in market interest rates relates primarily to the Companyâs long-term debt obligations with floating interest rates and period of borrowings. The Company manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans and borrowings. The Company enters into interest rate swap contracts or interest rate future contracts to manage its exposure to changes in the underlying benchmark interest rates.

Interest rate sensitivity

If interest rates had been 50 basis points higher / lower and all other variables were held constant, the Company''s profit for the year ended March 31, 2017 would decrease / increase by H Nil (previous year RS, 9.25 crores). This is mainly attributable to interest rates on variable rate borrowings.

Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in a loss to the company.

The Company has adopted the policy of only dealing with creditworthy counterparties as a means of mitigating the risk of financial losses from default, and generally does not obtain any collateral or other security on trade receivables.

The carrying amount of financial assets recorded in the financial statements represents the Company''s maximum exposure to credit risk.

Cash are held with creditworthy financial institutions.

Liquidity risk

The table below analysis derivative and non-derivative financial liabilities of the Company into relevant maturity groupings based on the remaining period from the reporting date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.

6. RELATED PARTY DISCLOSURES :

As per Ind AS 24, Disclosure of transactions with related parties (as identified by management) are given below: Description of Relationship Name of related party

- Holding Company/Controlling entity S. B. Adani Family Trust (SBAFT)

- Subsidiary Company Adani Transmission (India) Limited

Maharashtra Eastern Grid Power Transmission Company Limited

Raipur - Rajnandgaon - Warora Transmission Limited

Chhattisgarh - WR Transmission Limited

Sipat Transmission Limited

Adani Transmission (Rajasthan) Limited

North Karanpura Transco Limited (w.e.f. 8^th July, 2016)

Maru Transmission Service Company Limited (w.e.f. 6^th October, 2016) Aravali Transmission Service Company Limited (w.e.f. 6^th October, 2016)

- Key Managerial Persons Mr. Gautam S. Adani, Chairman

Mr. Deepak Bhargava, Whole-time Director (Resigned w.e.f. 31^st March, 2017)

Mr. Kaushal Shah, Chief Financial Officer Mr. Jaladhi Shukla, Company Secretary

>Entities under Common Control Adani Agri Fresh Limited

Adani Enterprises Limited Adani Green Energy Limited Adani Infra (India) Limited Adani Power Limited Adani Power Maharashtra Limited Adani Power Rajasthan Limited Adani Wilmar Limited

7.OTHER DISCLOSURES

(i) Previous year figures are regrouped / reclassified wherever necessary to correspond with the current years classification / disclosure

(ii) The Financial Statements for the year ended 31^st March, 2017 have been reviewed by the Audit Committee and approved by the Board of Directors at their meetings held on 27^th May, 2017.

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