Reliance Power : Minutes of 27th Annual General Meeting of Reliance Power Limited

Reliance Power Limited

(CIN: L40101MH1995PLC084687)

Minutes of the proceedings of the 27th Annual General Meeting of the Members of Reliance Power Limited held on Tuesday, September 14, 2021 at 12:30 P.M (IST) through Video Conferencing (VC) / Other Audio Visual Means (OAVM)

Present in Person
Shri Sateesh Seth	:	Chairman of the Meeting
Shri K Raja Gopal	:	Director
Present through VC
Smt Chhaya Virani	:	Independent Director and Chairperson of
		Risk Management Committee
Shri Bimal Julka	:	Independent Director and Chairperson of
		Corporate Social Responsibility Committee
Shri Vijay Kumar Sharma :	Independent Director and Chairperson of
		Stakeholder Relationship Committee and
		Nomination and Remuneration Committee

289 Members attended the meeting through Video Conferencing.

Shri Jigar Shah, Partner of M/s Pathak H D & Associates, Statutory Auditors and Shri Ajay Kumar of M/s. Ajay Kumar & Co., Secretarial Auditor were also present.

In Attendance:

Shri Sandeep Khosla

: Chief Financial Officer

Shri Murli Manohar Purohit : Company Secretary Cum Compliance Officer and Manager

Due to some exigencies, Shri Anil D. Ambani, Chairman, did not attend the meeting and he nominated, Shri Sateesh Seth, Vice Chairman to take the responsibility on his behalf.

1. Chairman

Shri Sateesh Seth took the Chair.

The Chairman welcomed the members to the 27th Annual General Meeting (AGM) of members of the Company and stated that:

1. AGM is being held through the audio visual means in compliance with the provisions of the Companies Act, 2013 and circulars issued by Ministry of Corporate Affairs and the Securities & Exchange Board of India.

1. The requisite quorum was present;
2. Authorizations have been received for more than 84.70 Crore Equity Shares of Rs.10 each of the Company, which was nearly 24.92% of the paid up Equity Capital of the company. For this meeting, provisions for appointment of proxy is not applicable;
3. The Registers, Documents and Records as required by law for inspection by the members have been made available on the Company's website;

The Chairman introduced Smt Chhaya Virani, Shri Bimal Julka, Shri Vijay Kumar Sharma and Shri K Raja Gopal, Directors on the Board of the Company to the Members.

Thereafter the Chairman informed that the Annual Report for the financial year 2020-21 has already been circulated to the members through e-mails and the same is also available on the website of the Company, Stock Exchanges i.e, BSE Limited and National Stock Exchange of India Limited and also on the website of the Registrar, M/s KFin Technologies Private Limited (www.kfintech.com).

Thereafter, the Chairman requested the Company Secretary to read the relevant qualifications in the Auditors Report and the explanation given in the Board's report.

2. Business Highlights by Chairman

The Chairman briefed on the Company's business and covered the

following aspects:

a) Current State of Power sector

• Chairman stated that India's Power Sector continues to face challenges of low capacity utilization of thermal plants; above targeted Aggregate Technical & Commercial (AT&C) losses; lower tariffs as compared to its actual cost of supply; creation of huge Regulatory Assets: precarious financial condition of Discoms which has led to ever mounting dues of generating and transmission companies and bankruptcy of a large number of thermal generation assets.
• Regulatory logjam in the sector is evident from long pendency of number of petitions / appeals, which do not reach finality, even after 6 to 7 years of legal proceedings.
• COVID-19has further aggravated financial crisis facing Discoms as the average realization and collections have fallen drastically and worsened liquidity challenges across the power supply chain.

• The demand for electricity, which contracted due to lockdown measures imposed to contain spread of COVID-19 pandemic, has nearly bounced back to normal levels in keeping with the resumption of economic activities since easing of lockdown in various States.

b) Current State of the Business

• Chairman shared the update on Company's Power Generation business, which is an Essential Service to the Country.
• Company continues to be one of India's top 3 private power generation companies with operating portfolio of around 6000 MW.
• The combined Plant Load Factor of Company's Sasan and Rosa thermal power plants stood at 89% compared to the national average of about 53% for the year ending March 2021.
• Sasan Power Limited, country's largest integrated power plant, with 3,960 Mega Watt generation capacity and 20 Million Metric Tonnes Per Annum (MTPA) production capacity coal mine, has consistently been ranked as the best performing plant.
• During the year ending March-2021, the Sasan Power plant achieved highest Plant Load Factor (PLF) of 96% in the country, well above the Plant Load Factor of second best plant of 94%, a distinction achieved for the third successive year in its operational history of 6 years.
• During the year, Sasan coal mine handled 84.57 Million Bank Cubic Meter (MBCM) of volume in terms of overburden & retaining the distinction of the largest coal mine by volume handled in the country.
• With annual coal production of 18.6 Million Metric Tonnes, Sasan coal mine is the largest private sector coal producer in the country.
• Sasan Power supplies power at a highly competitive tariff of Rs. 1.52 per unit to 7 states - Madhya Pradesh, Uttar Pradesh, Punjab, Haryana, Delhi, Rajasthan and Uttarakhand with 47 Crore people.
• Reiterating Company's commitment to cleaner and greener power by reducing emissions, we have planned capex of nearly Rs.
  3,200 crore to install Flue Gas Desulfurization (FGD's) in Company's coal based plants.
• Company's renewable projects operated with ~96 percent availability.

• During the year, 600 Mega Watt (MW) Butibori Plant remained out of operation due to operational and financial challenges resulting from protracted delays in issuance of regulatory orders and lack of fuel supply for one of the units.

c) Monetisation of Gas based Power Project

• Development of Phase-1 (750 MW) of gas based power project near Dhaka in Bangladesh is on track. The strength underlying this project stands further enhanced with partnership with JERA, the largest Power utility in Japan.
• Samalkot Power has signed Equipment Supply Contract in March 2020 to sell one module for development of the Phase-1 project in Bangladesh. All the equipment have been exported and nearly all the proceeds have been received which have been utilized to reduce substantial part of its debt.
• Company's focus is on the development of Phase-2 of 1500 Mega Watt (MW) in Bangladesh, in line with the Memorandum of Understanding signed for development of 3000 Mega Watt (MW) gas based Power project.

1. Preferential issue by the Company to Reliance Infrastructure Limited

• As informed in the last Annual General Meeting that the promoters will be increasing their shareholding in the Company. As you are aware in July 2021, Company's shareholders approved with over 94% votes in favour, the preferential issue of equity shares to promoters.
• The preferential issue of 59.50 Crores Equity Shares of Rs. 10 each and 73 Crores Warrants, convertible into equity shares of Rs. 10 each amounting to Rs. 1325 Crores.
• The preferential allotment was against conversion of Reliance Infrastructure Limited loan to the Company.
• With this, Reliance Infrastructure Limited and other promoters shareholding in the Company has gone up to 24.98% and would further increase to 38.24% post conversion of warrants.

e) Debt Reduction

• Company continues to remain conservatively financed. Inspite of challenging COVID-19 pandemic year, Company reduced debt by nearly Rs. 3,100 crore in Financial Year 2020-21 with Debt: Equity ratio of ~2.08 : 1.

• Further, Company expects to reduce debt of nearly Rs. 3,200 in Financial Year 2021-22 which will improve Debt: Equity ratio 1.80 : 1, among the lowest in the power sector.

1. CONCLUSION

• Company's presence in power sector which is an essential sector for the country puts a greater responsibility to emerge rapidly from the crisis and to contribute to building a new India.
• With shareholders continued support and strong leadership team along with professionals are fully committed and dedicated to create long term value for all stakeholders.

After the Company's update, Chairman invited the members to seek clarifications, if any, and offer their comments.

3. Question & Answer Session for Members

The following members sought clarifications on the matters noted below:

1. Smt Shobhana Mehta
2. Shri Praveen Rai
3. Shri Anoop Seth
4. Shri Prakash Kothari
5. Smt Celestian G. Mascarenhas
6. Shri Gautam Tiwari
7. Smt Smita Bharat Shah
8. Shri Anil Parikh

Questions:

• Status of Bangladesh and Samalkot Project ?
• Why our Company is unable to exploit captive coal mine for commercial coal mining. When are we planning to start that because this proposal and regulation is already cleared by the Government of India ?
• What is the timeframe planned by the Company for the monetization of Samalkot two units ?
• Are we rolling over on any green energy project and increasing the total holding of our green energy portfolio ?
• What is the current holding of Reliance infrastructure in our Company ? What are the plans to increase the stake ?
• What are the group's long-term commitments to the Company ?
• What will be the effect of reduction of interest outgo on account of debt reduction. What is the plant load factor of our Sasan and Rosa Power projects ?
• What will be the book value of shares of our Company and our plans to increase the shareholders valuation ?