Reliance Infrastructure Ltd Auditor Reports

To the Members of Reliance Infrastructure Limited

Report on the Audit of the Standalone Financial Statements Disclaimer of Opinion

We were engaged to audit the accompanying standalone financial statements of Reliance Infrastructure Limited ("the Company"), which comprise the standalone balance sheet as at March 31, 2024, the standalone statement of profit and loss (including other comprehensive income), standalone statement of changes in equity and standalone statement of cash flows for the year then ended, and notes to the standalone financial statements, including a summary of the material accounting policies and other explanatory information (hereinafter referred to as "the standalone financial statements"), which includes 3 Joint Operations accounted on proportionate basis.

We do not express an opinion on the accompanying standalone financial statements of the Company. Because of the significance of the matter described in the Basis for Disclaimer of Opinion section of our report, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these standalone financial statements.

Basis for Disclaimer of Opinion

1. We refer to Note 37 and 38 to the standalone financial statements regarding the Companys exposure to an EPC Company as on March 31, 2024 aggregating to

6,503.21 Crore (net of provision of 3,972.17 Crore). The Company has also provided corporate guarantees aggregating to 1,216 Crore (net of Corporate Guarantee given of Rs. 384 Crore settled at Rs. 76.80 Crore) on behalf of the aforesaid EPC Company towards its borrowings.

According to the Management of the Company, these amounts have been provided mainly for general corporate purposes and towards funding of working capital requirements of the EPC Company which has been engaged in providing Engineering, Procurement and Construction (EPC) services primarily to the Company, its subsidiaries and its associates. Further during the year, the Company has initiated pre-institution mediation proceeding against EPC Company, for recovery before the concerned authority of the Honble Bombay High Court.

As referred in the above note, the Company had also provided Corporate Guarantees of Rs. 285 Crore (net of Corporate Guarantee given of Rs. 4072.29 Crore settled at Rs. 814.46 Crore) in favour of a company towards its borrowings. According to the Management of the Company these amounts have been given for general corporate purposes.

We were unable to obtain sufficient and appropriate audit evidence about the relationship, recoverability and possible obligation towards the Corporate Guarantees given. Accordingly, we are unable to determine the consequential implications arising therefrom in the standalone financial statements of the Company.

2. We refer to Statement of Changes in Equity of the Standalone financial statements wherein the loss on invocation of shares and/or fair valuation of shares held as investments in Reliance Power Limited (RPower) aggregating to Rs. 5,024.88 Crore for year ended March 31, 2020 was adjusted against the capital reserve instead of charging the same in the Statement of Profit and Loss. The said treatment of loss on invocation and fair valuation of investments was not in accordance with the Ind AS

28 "Investment in Associates and Joint Venture", Ind AS 1 "Presentation of Financial Statements" and Ind AS 109 "Financial Instruments". Had the Company followed the above Ind ASs the Retained earnings as at March 31, 2023 and March 31, 2024 would have been lower by Rs. 5,024.88 Crore and Capital Reserve of the Company as at March 31, 2023 and March 31, 2024 would have been higher by Rs. 5,024.88 Crore.

Material Uncertainty Related to Going Concern

We draw attention to Note 45 to the standalone financial statements, wherein the Company has outstanding obligations to lenders and the Company is also a guarantor for its subsidiaries whose loans have also fallen due which indicate that material uncertainty exists that may cast significant doubt on the Companys ability to continue as a going concern. However, for the reasons more fully described in the aforesaid note, the accounts of the Company have been prepared as a Going Concern.

Our opinion on the standalone financial statements is not modified in respect of this matter.

Emphasis of matter

1. We draw attention to Note 38 to the standalone financial statement, regarding the exceptional item aggregating to 1133.91 crore (net), for the year ended March 31, 2024, with respect to certain provisions, charge for interest expense, accrued interest income and income for arbitration claims.

2. We draw attention to Note no. 40 and 41 to the standalone financial statements which describes the impairment assessment performed by the Company in respect of its net receivables of Rs. 2,884.70 Crore ("total exposure") in eight subsidiaries i.e. Toll Road SPVs Companies in accordance with Ind AS 36 "Impairment of assets"/Ind AS 109 "Financial Instruments". This assessment involves significant management judgment and estimates on the valuation methodology and various assumptions used by independent valuation experts/management as more fully described in the aforesaid note. Based on managements assessment and independent valuation reports, no impairment is considered necessary on the total exposure, by the management.

Our opinion on the standalone financial statements is not modified in respect of the above matters.

Responsibility of Management for the Standalone Financial Statements

The Companys Board of Directors are responsible for the matters stated in section 134(5) of the Companies Act 2013 ("Act") with respect to the preparation of these standalone financial statements that give a true and fair view of the financial

95 position, financial performance including other comprehensive loss, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under section 133 of the Act.

This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. In preparing the standalone financial statements, management and Board of Directors are responsible for assessing the Companys ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing the Companys financial reporting process.

Auditors Responsibilities for the Audit of the Standalone Financial Statements

Our responsibility is to conduct an audit of the standalone financial statements in accordance with Standards on Auditing and to issue an auditors report. However, because of the matter described in the Basis for Disclaimer of Opinion section of our report, we were not able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these standalone financial statements.

We are independent of the Company in accordance with the Code of Ethics and provisions of the Act that are relevant to our audit of the standalone financial statements in India under the Act, and we have fulfilled our other ethical responsibilities in accordance with the Code of Ethics and the requirements under the Act.

Other Matters

1. i. The standalone financial Statement include the audited financial statement and other financial information of 2 joint operations, whose financial statement reflect total assets of Rs. 106.02 Crore as at March 31, 2024, total revenues of Rs. 50.19 Crore, total net profit/(loss) after tax of Rs. (1.73) Crore and total comprehensive income/(loss) of Rs. (1.73) Crore for the year ended March 31, 2024 as considered in this standalone financial Statement. These financial statement and other financial information have been audited by other auditors whose reports have been furnished to us by the Management and our opinion on the standalone financial statement, in so far it relates to amounts and disclosures included in respect of these joint operations, is solely based on the reports of the other auditors and the procedures performed by us are as stated in paragraph above. ii. The standalone financial statement includes the unaudited financial statements and other unaudited financial information of 1 Joint Operations, whose financial statements and other financial information reflect total assets of Rs. 0.03 Crore as at March 31, 2024, total revenue of Rs. Nil, total net loss after tax and total comprehensive loss of Rs. Nil for the year ended March 31, 2024 for the year ended March 31, 2024, as considered in the standalone financial statements. These unaudited financial statements and other unaudited financial information have been furnished to us by the management and our opinion on the standalone financial statements, in so far as it relates to the amounts and disclosures included in respect of these joint operations is based solely on such unaudited financial statements and other unaudited financial information. In our opinion and according to the information and explanations given to us by the management, these financial statements and other financial information are not material. Our opinion on the standalone financial statements is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors and the financial statements/ financial information certified by the management.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditors Report) Order, 2020 ("the Order") issued by the Central Government in terms of section 143 (11) of the Act, and except for the possible effects, of the matter described in the Basis for Disclaimer of Opinion section, we give in the "Annexure A", a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

2. (A) As required by section 143(3) of the Act, we report that: a) As described in the Basis for Disclaimer of Opinion section, we were unable to obtain all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit. b) Due to the effects/possible effects of the matter described in the Basis for Disclaimer of Opinion section and for the matters stated in the paragraph 2(B) (vi) below on reporting under Rule 11(g), we are unable to state whether proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books. c) The standalone balance sheet, the standalone statement of profit and loss (including other comprehensive income), the standalone statement of changes in equity and the standalone statement of cash flows dealt with by this Report are in agreement with the books of account. d) Due to the effects/possible effects of the matter described in the Basis for Disclaimer of Opinion section, we are unable to state whether the financial statements comply with the Indian Accounting Standards specified under section 133 of the Act. e) The matter described in the Basis for Disclaimer of Opinion section and going concern matter described in the Material Uncertainty related to Going Concern may have an adverse effect on the functioning of the Company. f) The Company has defaulted in repayment of the obligations to its lenders and debenture holders which is outstanding as at March 31, 2024. Based on the legal opinion obtained by the Company and based on the written representations received from the directors as on March 31, 2024 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2024 from being appointed as a director in terms of section 164(2) of the Act g) The reservation relating to maintenance of accounts and other matters connected therewith are as stated in the Basis for Disclaimer Opinion section, in the paragraph (b) above on reporting under Section 143(3)(b) and paragraph 2(B)(vi) below on reporting under Rule 11(g). h) With respect to the matter to be included in the Auditors Report under section 197(16) of the Act: According to the information and explanations provided to us, the Company has not paid any managerial remuneration during the year. i) With respect to the adequacy of the internal financial controls with reference to standalone financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B". (B) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us: i. Except for the possible effects of the matter described in the Basis for Disclaimer of Opinion section, the Company has disclosed the impact of pending litigations as at March 31, 2024 on its financial position in its standalone financial statements - Refer Note 31 to the standalone financial statements. ii. Except for the possible effects of the matter described in the Basis for Disclaimer of Opinion section, the Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses. iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company. iv. (a) Management has represented to us that, to the best of its knowledge and belief, as disclosed in the notes to the accounts 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 persons or entities, including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; (b) Management has represented to us that, to the best of its knowledge and belief, as disclosed in the notes to the accounts 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, whether, 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.

(c) Based on our audit procedure conducted that are considered reasonable and appropriate in the circumstances, nothing has come to our attention that cause us to believe that the representation given by the management under paragraph (2) (B) (iv) (a) & (b) contain any material misstatement. v. The Company has not declared or paid any dividend during the current year. . vi. Based on our examination, which included test check, the company has used an accounting Software for maintaining its books of account for the year ended March 31, 2024 which have a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in software, except that audit trail has not been enabled at the database level for any direct changes in database and database table in accounting software SAP for the year ended March 31, 2024.

Further, during the course of audit, where audit trail (edit log) facility was enabled and operated for the accounting software, we did not come across any instance of the audit trail feature being tampered with. vii. As Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable from April 01, 2023, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 on preservation of audit trail as per statutory requirements for record retention is not applicable for the financial year ended March 31, 2024.

For Chaturvedi & Shah LLP

Chartered Accountants

Firms Registration No:101720W/W100355

Parag D. Mehta

Partner

Membership No: 113904

UDIN: 24113904BKFNTQ3880

Place: Mumbai

Date: May 30, 2024

Annexure A" to Auditors Report

"ANNEXURE A" TO THE INDEPENDENT AUDITORS REPORT ON THE STANDALONE FINANCIAL STATEMENTS OF RELIANCE INFRASTRUCTURE LIMITED.

(Referred to in Paragraph 1 under the heading of "Report on other legal and regulatory requirements" of our report of even date)

(i) a) (A) The Company is maintaining proper records showing full particulars including quantitative details and situation of Property, Plant and Equipment on the basis of available information.

(B) The Company is maintaining proper records showing full particulars of intangible assets on the basis of available information. b) As explained to us, Property, Plant & Equipment have been physically verified by the management in a phased manner over a period of three years, which in our opinion is reasonable, having regard to the size of the Company and nature of its assets. Pursuant to the program, a portion of the Property, Plant and Equipment has been physically verified by the Management during the year and no material discrepancies between the book records and the physical assets were noticed on such verification. c) According to the information and explanations given to us and on the basis of our examination of the registered sale deeds/transfer deeds/conveyance deeds/possession letters/allotment letters and other relevant records evidencing title/ possession provided to us, we report that, the title deeds of all the immovable properties comprising of land and buildings other than self-constructed properties recorded as Property, Plant and Equipment, which are freehold, are held in the name of the Company as at the balance sheet date, except the following (Refer Note No.4 to the Standalone Financial Statement) ::

Description of Property	Gross carrying value ( in crore)	Held in the name of	Whether promoter, director or their relative or employee	Period held	Reason for not being in the name of the Company
Freehold land	0.59	Title deeds are	No	Since April -	The title deeds are in the
at Goa (*)		in the name		1999	names of erstwhile companies
		of erstwhile			that merged with the Company
		company			under Section 391 to 394
					of the Companies Act, 1956
					pursuant to Schemes of
					Amalgamation as approved by
					the Honble High Courts.

* Net of Impairment Provision of 18 crores.

In respect of immovable properties comprising of land and buildings that have been taken on lease and disclosed as Property, Plant and Equipment in the standalone financial statements, the lease agreements and/or other relevant records are in the name of the Company, except the following (Refer Note No. 4 to the Standalone Financial Statement):

Property	value ( in crore)	name of	promoter, director or their relative or employee	in the name of the Company
Leasehold land	0.35	The lease	No	Since The lease agreements are
at Goa		agreements are		December-2001 in the names of erstwhile
		in the name		companies that merged
		of erstwhile		with the Company under
		company		Section 391 to 394 of
				the Companies Act, 1956
				pursuant to Schemes
				of Amalgamation as
				approved by the Honble
				High Courts.

d) According to information and explanations given to us and books of accounts and records examined by us, during the year the Company has not revalued its Property, Plant and Equipment and intangible assets.

e) According to information, explanations and representation given to us by the management, no proceedings have been initiated or are pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 and rules made thereunder.

(ii) a) As explained to us and on the basis of the records examined by us, in our opinion, physical verification of the inventories have been conducted at reasonable intervals by the management and having regard to the size and nature of business of the Company and nature of its inventory, the coverage and procedures of such verification by the management is appropriate. As explained to us and on the basis of the records examined by us, the value of the discrepancies noticed on physical verification by management did not exceed 10% or more in aggregate of each class of inventory. b) In our opinion and according to information and explanation given to us, the Company has been sanctioned working capital limits in excess of rupees Five Crores, in aggregate, from Banks which are secured on the basis of security of current assets. The quarterly returns or statements filed by the Company upto Quarter ended December 31, 2023 in respect of current assets held by it and offered as security with such Banks are in agreement with the unaudited books of account of the Company of respective quarters and no material discrepancies have been observed as stated in Note No.18.1 of the Standalone Financial Statements. (iii) With respect to investments made in or any guarantee or security provided or any loans or advances in the nature of loans, secured or unsecured, granted during the year by the Company to companies, firms, Limited Liability Partnerships or any other parties: a) During the year the Company has provided loans, advances in the nature of loans, Provided guarantees and securities to companies are as follows:

In Crore

Particulars	Guarantees	Loans
Aggregate amount granted/ provided during the year
Subsidiaries	-	72.00*
Joint Ventures	-	-
Associates	-	-
Others	-	-

Balance outstanding (net of provision) as at balance sheet date in respect of above cases

Subsidiaries	1575.24	622.68
Joint Ventures	-	-
Associates	-	410.83
Others**	1673.56	4052.71

* Excludes an amount of Rs. 15 crore converted during the year from Subordinate Debt to Inter Corporate Deposit.

** Others include, Loans granted or advances in the nature of loan granted to EPC company amounting to Rs.4,013.08 Crore (net of provision Rs.3,829.14 crore), and corporate guarantee provided on behalf of the EPC company amounting to Rs. 1,216 Crore (net of Corporate Guarantee given of Rs. 384 Crore settled at Rs. 76.80 Crore) and corporate guarantee provided of Rs.285 Crore (net of Corporate Guarantee given of Rs. 4,072.29 Crore settled at Rs. 814.46 Crore) on behalf of a company towards its borrowings outstanding as on March 31, 2024, as the matter referred to in the Basis for Disclaimer of Opinion section in the audit report in respect of which we are unable to comment for the reasons described therein b) In our opinion and according to information and explanations given us and on the basis of our audit procedures, except for the matter referred to in the Basis for Disclaimer of Opinion section in the audit report in respect of which we are unable to comment for the reasons described therein, the investments made, guarantee provided, security given and the terms and conditions of all loans and advances in the nature of loans and guarantee provided are, prima facie, not prejudicial to Companys interest. c) According to the books of accounts and records examined by us in respect of the loans and advances in the nature of loans, where the schedule of repayment of principal and payment of interest has been stipulated, the repayments or receipts are generally regular as per stipulated terms, except for the matter referred to in the Basis for Disclaimer of Opinion section in the audit report in respect of which we are unable to comment for the reasons described therein, where repayment of principal of Rs. 4,013.08 Crore (net of provision Rs.3,829.14 Crore) and payment of interest of Rs.1,443.08 Crore (Net of provision Rs.143.03 Crore) by EPC company is delayed from March 31, 2020 i.e. 1461 days as on March 31, 2024.

According to information and explanations given to us, as a matter of prudence, the Company has not recognised interest on the above since April 1, 2020. d) According to the books of accounts and records examined by us in respect of the loans, there is no amount overdue for more than ninety days, except for the matter referred to in the Basis for Disclaimer of Opinion section in the audit report in respect of which we are unable to comment for the reasons described therein, of the principal and Interest thereon, 5,313.14 Crore (net of provision Rs.3,972.17 Crore) including principal of Rs. 4,013.08 Crore and Interest of 1,443.08 Crore is overdue for more than ninety days. According to information and explanations given to us, as a matter of prudence the Company has not recognised interest on the above since April 1, 2020. During the year, the Company has initiated pre-institution mediation proceeding against EPC Company, for recovery before the concerned authority of the Honble Bombay High Court. e) In our opinion and according to information and explanation given and the books of accounts and records examined by us, loans granted which have fallen due during the year have been renewed or extended as stated below and no fresh loans have been granted to settle the over dues of existing loans given to the same parties.

Particulars	Aggregate amount of existing loans renewed or extended ( In Crore )	Percentage of the aggregate to the total loans or advances in the nature of loans granted during the year
Subsidiaries	622.68	58.02%
Associates	410.83	38.28%
Others	39.62	3.69%

f) The Company has not granted any loans or advances in the nature of loans, either repayable on demand or without specifying any terms or period of repayment to Companies, firms, Limited Liability Partnerships or any other parties. Accordingly, the requirement to report on clause 3(iii)(f) of the order is not applicable to the Company.

(iv) Based on the information and explanations given to us in respect of loans, investments, guarantees and securities, except for the matter referred to in the Basis for Disclaimer of Opinion section in the audit report in respect of which we are unable to comment for the reasons described therein, the Company has complied with the provisions of Section 185 and 186 of the Act, to the extent applicable. Further, as the Company is engaged in the business of providing infrastructural facilities, the provisions of Section 186 [except for sub-section (1)] are not applicable to it.

(v) According to the information and explanations given to us, the Company has not accepted any deposits or amounts which are deemed to be deposits within the meaning of provisions of sections 73 to 76 or any other relevant provisions of the Act and the rules framed there under. Therefore, the clause (v) of paragraph 3 of the Order is not applicable to the Company.

(vi) We have broadly reviewed the books of accounts maintained by the company pursuant to the rules made by the central Government for the maintenance of cost records under section 148 of the Act and we are of the opinion the prima facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the records with a view to determine whether they are accurate or complete. (vii) In respect of Statutory dues : a) According to the information and explanation given to us and on the basis of our examination of the records of the Company, undisputed statutory dues including Provident Fund, National Pension fund, employees state insurance, duty of customs, cess and any other material statutory dues have generally been regularly deposited with appropriate authorities, except for the dues towards, Goods & Service Tax delayed by 1 Day to 365 Days, to deposit with the appropriate authorities. Further, the Company has not paid until date, dividend distribution tax payable in respect of dividend declared during the financial year 2017-18. b) According to the information and explanations given to us, there were no undisputed amounts payable in respect of the aforesaid dues, which were outstanding as March 31, 2024 for a period of more than six months from the date they became payable, except for the following dues: Statement of Arrears of Statutory dues outstanding for more than 6 months.

Name of the Statute	Nature of the Dues	Amount ( In Crore)	Period to which amount is relates	Due Date	Date of Payment
Income Tax Act,	Dividend	Rs. 28.04*	2017-18	18th September,	Not Yet Paid
1961	Distribution Tax			2018

* Including Interest of 8.43 crore. c) According to the information and explanations given to us, there are statutory dues referred to in sub-clause (a) which have not been deposited with the appropriate authority on account of any dispute are as follows: Statement of Disputed Dues

Name of Statute	Nature of due	Amount	Period for which the amount relates	Forum where the dispute is pending
Delhi Sales Tax on Works	Works Contract	0.051	2004-2005	Joint Commissioner (Appeal),
Contract Act, 1999	Tax			Department of Trade and Taxes,
				New Delhi
Delhi Sales Tax	Sales Tax	129.96	2004-2005	Delhi High Court
West Bengal Value Added	VAT	56.422	2010-2011	West Bengal Commercial Tax
Tax Act, 2003				Appellate and Revisional Board,
				Kolkata
West Bengal Value Added	VAT	4.273	2008-2009	West Bengal Commercial Tax
Tax Act, 2003				Appellate and Revisional Board,
				Kolkata
Madhya Pradesh Value	VAT	3.124	2009-2010	Madhya Pradesh Commercial
Added Tax Act, 2002				Tax Appellate Board, Bhopal
Central Sales Tax Act, 1956	Central Sales	0.195	2009-2010	Madhya Pradesh Commercial
	Tax			Tax Appellate Board, Bhopal
Madhya Pradesh Entry Tax	Entry Tax	0.496	2009-2010	Madhya Pradesh Commercial
Act 1976				Tax Appellate Board, Bhopal
Uttar Pradesh Entry Tax Act,	Entry Tax	0.057	2007-2008	Additional Commissioner Grade
2007			2008-2009	II, Appeals II, Noida
Maharashtra Value Added	VAT	27.078	2008-2009	Maharashtra Sales Tax Tribunal,
Tax Act, 2002			2009-2010	Mumbai
			2011-2012
			2012-2013
Maharashtra Value Added	VAT	15.699	2013-2014	Senior Joint Commissioner
Tax Act, 2002			2014-2015	(Appeals) of Sales tax, Mumbai
Andhra Pradesh Value Added	VAT	5.3310	2011-2012	Andhra Pradesh VAT Appellate
Tax Act, 2005				Tribunal, Vishakhapatnam
Bihar Value Added Tax Act	VAT	2.2811	2013-2014, 2014-	Joint Commissioner of
, 2005			2015 2015-2016 &	Commercial Taxes (Appeal),
			2016-17	Bihar
Income Tax Act, 1961	Income Tax	163.32	A.Y.	Supreme Court
			2001-2002,
		(for which the
			2002-2003
		tax authorities
			2003-2004,
		are the
			2006-2007,
		appellant)
			2007-2008 & 2008-
			2009
Income Tax Act, 1961	Income Tax	1251.53	A.Y.	Bombay High Court
			1998-1999,
		(for which the
			1999-2000,
		tax authorities
			2001-2002,
		are the
			2003-2004,
		appellant)
			2007-2008,
			2008-2009, 2009-
			2010,
			2010-2011, 2011-
			2012,
			2012-2013,
			2016-2017
			2017-2018
			2018-2019
Income Tax Act, 1961	Income Tax	437.03	AY	CIT (Appeals), Mumbai
	Penalty		2014-2015,
			2019-2020,
			2021-2022
Foreign Trade (Development	Duty Drawback	295.36	2008-2009	Supreme Court
and Regulation ) Act ,1992
Custom Act, 1962	Custom duty	29.36	April 2012- January 2013	Supreme Court
Foreign Trade (Development	Duty Drawback	6.10	2009-2010	Director General of Foreign
and Regulation ) Act ,1992				Trade Policy, Kolkata
Customs Act, 1962	Custom duty	5.57	2012-2013	Custom, Excise and Service Tax
				Appellate Tribunal, Mumbai
Customs Act, 1962	Penalty	145.00	2012-2013	Additional Director General DRI
				(Adjudication), Mumbai
Customs Act, 1962	Custom duty	3.21	2016-2017	Commissioner (Preventive)
				Vijayavada
Customs Act, 1962	Custom duty	0.67	2018-19	Commissioner of Customs
				(Appeals), New Delhi
The Central Excise Act, 1944	Excise Duty	0.20	July 2015 to September	Assistant Commissioner of
			2016	Central Excise (Appeals-1) ,
				Mumbai
Goods & Service Tax	GST	0.14	2017-18	Deputy Commissioner (Appeals),
				Goods and Service Tax,
				Rajasthan

Includes 1 Rs. 5,000, 2 Rs. 0.20 Crore, 3 Rs. 0.40 Crore, 4 Rs. 1.67 Crore, 5 Rs. 0.04 Crore, 6 Rs. 0.13 Crore, 7 Rs. 0.01 Crore, 8 Rs. 1.17 Crore, 9 Rs. 0.84 Crore, 10 Rs. 1.33 Crore, 11 and Rs. 0.47 Crore paid / adjusted under protest. (viii) According to the information and explanations given to us and representation given to us by the management, there were no transactions relating to previously unrecorded income that were surrendered or disclosed as income in the tax assessments under the Income Tax Act, 1961 (43 of 1961) during the year. (Refer Note No. 23(e) to the Standalone Financial Statement.) (ix) a) According to the information and explanations given to us and based on examination of the records of the Company, the Company has defaulted in repayment of loans or borrowings to financial institution or bank or dues to debenture holders for the following instances in repayment of principal and interest amount. The Company did not have any loans or borrowings from government during the year. i) The Company has defaulted in repayment of following dues to the banks and debenture holders during the year, which were paid on or before the Balance Sheet date. (Refer Note No. 17.4 & 18.2 to the Standalone Financial Statement)::

Nature of Borrowing Including Debt Securities	Name of Lender	Amount paid on or before Balance Sheet Date ( In Crore)		No. of days delay (Days)
		Principal	Interest	Principal	Interest
A) i) Term Loans from Banks	Jammu & Kashmir	34.00	-	1,604	-
/ Financial Institution	Bank
	Canara Bank	37.45	0.54	1,746	1,592
	J C Flowers Asset	533.15	741.32	1,425	1,126
	Reconstruction
	Private Limited
ii) Working Capital Loan	Canara Bank	182.00	-	1,920	-
from Banks including
	ICICI Bank	3.00	-	613	-
Interest

ii) The Company has defaulted in repayment of following dues to the banks and debenture holders during the year, which were not paid as at the Balance Sheet date. (Refer Note No. 17.4 & 18.2 to the Standalone Financial Statement):

Nature of Borrowing Including Debt Securities	Name of Lender	Amount paid on or before Balance Sheet Date ( In Crore)		No. of days delay (Days)
		Principal	Interest	Principal	Interest
A) i) Term Loans from Banks	Jammu & Kashmir	27.24	54.48	1,848	1,918
/ Financial Institution	Bank
	Canara Bank	-	61.83	-	1,685
	J C Flowers Asset	1,079.42	1.00	1,426	1,127
	Reconstruction
	Private Limited
ii) Working Capital Loan	Canara Bank	128.62	113.50	2,013	2,013
from Banks including
	ICICI Bank	17.05	7.18	839	839
Interest
B) Non Convertible Debentures	Debenture holder	950.54	942.68	1,532	1,469

b) In our opinion, and according to the information and explanations given to us, the Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority. (Refer Note No. 17.7 to the Standalone Financial Statement.) c) The Company has not taken any term loan during the year and there are no unutilised term loans at the beginning of the year and hence, reporting under clause 3(ix)(c) of the Order is not applicable to the Company. d) According to the information and explanations given to us, and the procedures performed by us, and on an overall examination of the financial statements of the Company, we report that, prima facie, no funds raised on short-term basis have been used during the year for long-term purposes by the Company. e) According to the information and explanations given to us and on an overall examination of the financial statements of the Company, we report that the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries, associates or joint ventures. f) According to the information and explanations given to us and procedures performed by us, we report that the Company has not raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures or associate companies. (x) a) The Company has not raised money by way of initial public offer or further public offer (including debt instruments) and hence reporting under clause 3(x)(a) of of the Order is not applicable to the Company. b) In our opinion and according to the information and explanation given to us, during the year, the Company has made preferential allotment of Equity Shares in accordance with the provisions and requirements of Section 42 of the Act and the Rules framed thereunder, pursuant to Debt Discharge Agreement and has settled its obligation towards corporate guarantee. The Company has not made private placement of fully or partly convertible debentures during the year.

Further amount of Rs. 300.40 crore were pending to be utilised as on March 31, 2023, in our opinion and according to the explanations given to us the funds raised has been used for the purposes for which the funds were raised. (xi) a) According to the information and explanation given to us and based on our examination of the records of the company, except for the matter referred to in the Basis for Disclaimer of Opinion section in the audit report, in respect of which we are unable to comment on potential implications for the reasons described therein, no fraud by the Company or material fraud on the Company has been noticed or reported during the year. b) During the year, no report under sub-section 12 of section 143 of the Companies Act, 2013 has been filed by cost auditor/Secretarial auditor or by us in Form ADT-4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government. c) As represented to us by the management, there are no whistle blower complaints received by the Company during the year.

(xii) In our opinion, the Company is not a nidhi company. Hence, reporting under clause 3(xii) of the Order are not applicable to the Company.

(xiii) According to the information and explanation given to us and based on our examination of the records of the company, except for the matter referred to in the Basis for Disclaimer of Opinion section in the audit report in respect of which we are unable to comment for the reasons described therein, transactions entered into by the Company with the related parties are in compliance with sections 177 and 188 of the Act, where applicable and the details of related party transactions as required by the applicable accounting standards have been disclosed in the standalone financial statements. (xiv) a) In our opinion, and according to the information and explanations given to us, the Company has an internal audit system commensurate with the size and nature of its business. b) We have considered the internal audit reports of the Company issued till date, for the period under audit.

(xv) According to the information and explanation given to us and based on our examination of the records of the Company, except for the matter referred to in the Basis for Disclaimer of Opinion section in the audit report, in respect of which we are unable to comment on any potential implications for the reasons described therein, the Company has not entered into any non-cash transaction with directors or persons connected with him as referred to in Section 192 of the Act. (xvi) a) To the best of our knowledge and as explained, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. b) In our opinion, and according to the information and explanations provided to us and on the basis of our audit procedures, the Company has not conducted any Non-Banking Financial or Housing Finance activities during the year as per the Reserve bank of India Act 1934. c) In our opinion, and according to the information and explanations provided to us, the Company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India. d) As represented by the management, the group does not have any registered core investment company (CIC) as part of the group as per the definition of group contained in Core Investment Companies (Reserved Bank) Directions, 2016. (xvii) In our opinion, and according to the information and explanations provided to us, the Company has incurred cash losses of Rs. 659.65 Crore in the current financial year and Rs. 822.49 Crore in the immediately preceding financial year. Unquantified impact in the Basis of Disclaimer of Opinion section in audit report has not been taken into consideration for the purpose of making comments in respect of this clause.

(xviii)There has been no resignation of the statutory auditors during the year. Therefore, reporting under clause 3(xviii) of the Order are not applicable to the Company.

(xix) According to the information and explanations given to us and on the basis of the financial ratios, ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying the financial statements, our knowledge of the Board of Directors and management plans and based on our examination of the evidence supporting and the various conditions specified under paragraph "Material uncertainty related to Going Concern" above, which indicates and causes us to believe that material uncertainty exists as on the date of the audit report that the Company is capable of meeting all its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date.

(xx) According to the information and explanations given to us and on the basis of our audit procedures, The Corporate Social Responsibility (CSR) contribution under section 135 of the Act is not applicable to the Company. Therefore, reporting under clause 3(xx) (a) & (b) of the Order are not applicable to the Company. (Refer Note No. 35 to the Standalone Financial Statement).

For Chaturvedi & Shah LLP

Chartered Accountants

Firms Registration No:101720W/W100355

Parag D. Mehta

Partner

Membership No: 113904

UDIN: 24113904BKFNTQ3880

Place: Mumbai

Date: May 30, 2024

Annexure B to the Independent Auditors Report standalone financial statements of Reliance Infrastructure Limited for year ended March 31, 2024 Report on the internal financial controls with reference to the aforesaid standalone financial statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013

We were engaged to audit the internal financial controls with reference to the standalone financial statements of Reliance Infrastructure Limited (hereinafter referred to as "the Company") as of March 31, 2024, in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Managements Responsibility for Internal Financial Controls

The Companys management are responsible for establishing and maintaining internal financial controls based on the internal control with reference to the standalone financial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Controls over Financial Reporting (the "Guidance Note") issued by the Institute of Chartered Accountants of India (‘ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013 (hereinafter referred to as "the Act").

Auditors Responsibility

Our responsibility is to express an opinion on the Companys internal financial controls with reference to standalone financial statements based on our audit conducted in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and the Standards on Auditing prescribed under section 143(10) of the Act, to the extent applicable to an audit of internal financial controls, both issued by the Institute of Chartered Accountants of India. Because of the matter described in the Disclaimer of Opinion section below, we were not able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on internal financial controls with reference to the standalone financial statements of the Company.

Meaning of Internal Financial controls with Reference to Standalone Financial Statements

A companys internal financial controls with reference to standalone financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of standalone financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial controls with reference to standalone financial statements include those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the companys assets that could have a material effect on the standalone financial statements.

Disclaimer of Opinion

As at March 31, 2024, the Company has investments in and amounts recoverable from an EPC Company aggregating to Rs 6,503.21 Crore (net of provision of Rs 3,972.17 Crore) as also corporate guarantees aggregating to Rs 1,216 Crore (net of Corporate Guarantee given of Rs. 384 Crore settled at Rs. 76.80 Crore) given by the Company in favour of the aforesaid EPC Company towards borrowings of the EPC Company from various companies including certain related parties of the Company. Further, the Company provided Corporate Guarantees of Rs. Rs. 285 Crore (net of Corporate Guarantee given of Rs. 4072.29 Crore settled at Rs. 814.46 Crore) in favour of a company towards its borrowings.

We were unable to evaluate about the relationship, recoverability and possible obligation towards the Corporate Guarantees given. Accordingly, we are unable to determine the consequential implications arising therefrom in the standalone financial statements of the Company.

Because of the above reasons, we are unable to obtain sufficient appropriate audit evidence to provide a basis for our opinion whether the Company had adequate internal financial controls with reference to standalone financial statements and whether such internal financial controls were operating effectively as at March 31, 2024.

We have considered the disclaimer reported above in determining the nature, timing, and extent of audit tests applied in our audit of the standalone financial statements of the Company, and the disclaimer has affected our opinion on the standalone financial statements of the Company and we have issued a Disclaimer of Opinion on the standalone financial statements of the Company.

For Chaturvedi & Shah LLP

Chartered Accountants

Firms Registration No:101720W/W100355

Parag D. Mehta

Partner

Membership No: 113904

UDIN: 24113904BKFNTQ3880

Place: Mumbai

Date: May 30, 2024