RP - Sanjiv Goenka

Group
Growing Legacies Energising Lives • Since 1899

DOC:SEC:351/2022-23/76 July 5, 2022

National Stock Exchange oflndia Limited BSE Limited

Exchange Plaza, 5th Floor, Plot No. C/1, Phiroze Jeejeebhoy Towers,
G- Block, Bandra - Kurla Complex, Dalal Street,
Bandra (East), Mumbai - 400 001
Mumbai - 400 051 SCRIP CODE: 500084
SCRIP CODE: CESC

Dear Sir/ Madam,

Sub: Notice calling the Forty-fourth Annual General Meeting and the Annual Report
for the financial year 2021-22

Further to our letter no. DOC:SEC:342/2022-23/68 dated June 27, 2022 and pursuant to
Regulations 30 and 34 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 please find attached herewith, copies of the Notice convening the Forty-
fourth Annual General Meeting (AGM) of the Company alongwith the Annual Report for the
Financial Year 2021-22, being circulated through electronic mode to the shareholders.

Copies of both the said AGM Notice and the Annual Report are also being uploaded on the
website of the Company at https: //w\V\v.cesc.co.in.

You are requested to kindly acknowledge the receipt of the same information and oblige.

Thanking you. r
Yours faithfully,
For CESC Limited

Com ary & Compliance Officer

Encl: a/a

CESC Limited
CIN: L31901WB1978PLC031411 □ e-mail: [email protected]
Regd. Office: CESC House, Chowringhee Square, Kolkata - 700 001, India
Tel : +91 33 2225 6040 Fax: +91 33 2225 3495 Web : www.cesc.co.in
energy for all
SUSTAINABLE

Smart
Safe
Cost-effective
Low-carbon
Reliable

Annual Report 2021-22

CONTENTS
02-18 19-122
Corporate Statutory
Overview Reports

02 Introduction 19 Notice
10 Chairman’s Message 28 Board’s Report
12 Our Roadmap to ESG 36 Management Discussion & Analysis
16 Board of Directors 50 Report on Corporate Governance
18 Corporate Information 67 Additional Shareholder Information
74 Report on CSR
79 Business Responsibility & Sustainability Report
107 Secretarial Audit Reports
120 Other Particulars
122 Details pertaining to Remuneration
Forward-looking statements
The statements in this report which may be considered ‘forward looking
statements’ within the meaning of applicable laws and regulations, have
been based upon current expectations and projection about future events.
The management cannot, however, guarantee that these forward looking
statements will be realised or achieved.
For more information,
please, visit our corporate website:
https://www.cesc.co.in/

123-177 178-239
Standalone Consolidated
Financial Statements Financial Statements

124 Independent Auditors’ Report 179 Independent Auditors’ Report

134 Balance Sheet 188 Balance Sheet
135 Statement of Profit and Loss 189 Statement of Profit and Loss
136 Statement of Cash Flow 190 Statement of Cash Flow
138 Statement of Changes in Equity 192 Statement of Changes in Equity
139 Notes forming Part of Financial Statements 193 Notes forming part of Financial Statements

236 Major Statistics

237 Information regarding Subsidiary Companies etc.
239 Office / Plant Locations
The demand of power in India
recovered strongly during the year.
Electricity demand in India increased by
over 100 billion units (BU) — a growth
of 8.2% — from 1,276 BU in 2020-21
to 1,380 BU in 2021-22, surpassing the
2019-20 pre- Covid level.
02 Annual Report 2021-22
 Corporate Overview Statutory Reports Financial Statements

A common underlying theme of

measures taken to maintain high service
level to consumers is to prepare the
organisation for the future through
mindful adoption of digital technologies,
data and analytics based solutions — to
automate operations for efficiencies and
scale, better utilise assets and optimise
operating and capital expenditures —
with the ultimate goal of moving to an
environment where information based
decision making is the norm.

We are committed to
Sustainability as one of our
core values through the
generation and distribution
of smart, safe, cost-effective,
low-carbon and reliable
electrical energy.
03
ON AN EPIC JOURNEY OF
POWERING LIVES

We are India’s first fully integrated electrical utility company ever

since 1899, generating and distributing power.
We are the sole distributor of electricity Budge Budge Generating Station (750 a license area of 335 sq. km. We also
within an area of 567sq km of Kolkata, MW) and Southern Generating Station operate three Distribution Franchisee
Howrah and adjoining areas and serve (135 MW) within our licensed area. (DF) in Rajasthan: Kota, Bharatpur and
3.5 million consumers which include Bikaner. We also won the Distribution
domestic, industrial, and commercial Through our subsidiary, Noida Power Franchisee of Malegaon circle, close
users. We own & operate two thermal Company Ltd, we distribute power to Nashik in Maharashtra, which
power plants in our licensed area in Greater Noida, Uttar Pradesh with commenced operations in 2019-20.
generating 885 MW of power. These are

Vision
We will be a profitable consumer oriented power utility consistent with
global standards, meeting the expectations of consumers, employees
and other stakeholders.

We will achieve this vision by:

Achieving Readjusting Maintaining

efficiency of operations and the business consistent with the a rewarding and stimulating
further developing core changing environment, technologically organisational climate with people
competencies. and commercially. orientation.

Reaffirming Harnessing Being

faith in the organisation’s ethics and and developing our professional responsive to social requirements.
values developed in course of our long competence.
existence.

Mission
We will meet consumer’s expectations continuously by providing
safe, reliable and economic electricity through optimisation of
available resources.

Accomplishing Enhancing Improving

targetted performance in the key consumer satisfaction through value work environment and helping
result areas of our business addition to service supported by a employees for personal development
operations. consumer feedback monitoring system. and career satisfaction through an
interactive approach.

Being Recognised
as an ethical and environmentally
responsive organisation.

04 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

We currently
handle more
than ~4 Mn
customers
across 6
locations in
India.

05
ILLUMINATING LIVES ACROSS
INDIA

Greater Noida
Bikaner

Bharatpur

Kota

Asansol (TPP)

Haldia (TPP)

Chandrapur (TPP)

Malegaon

Kolkata

Kolkata (TPP)

Ramnad (Solar)
Distribution

Generation

Map not to scale. Only for representation purpose

06 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Our operating capacities

1485 MW
For Kolkata operations -
ISO 9001
Quality Management System
including capacity of Haldia plant

ISO 14001
Environmental Management System

658 MW
Other Generation capacity

tifications
ISO 45001
Occupational Health and Safety Management
System

23468
Cer

circuit kms
Distribution network (Kolkata
operations)
ISO 50001
Energy Management System

ISO 27001
Cyber Crisis Management Plan

07
OUR SUCCESS STORY – IN NUMBERS (CONSOLIDATED)

Revenue from operations EPS

(H Crore) (in H)

10.25*
10.04*
12,544

95.58
12,159

11,632

89.32
10,664
10,275

68.85

FY 2017-18 FY 2018-19 FY 2019-20 FY 2020-21 FY 2021-22 FY 2017-18 FY 2018-19 FY 2019-20 FY 2020-21 FY 2021-22

*Share split from H 10 per share to H 1 per share w.e.f September 21, 2021

PAT Dividend
(H Crore) (In %)
1,404
1,363

450
1,309

450
1,198
975

200
175
120

FY 2017-18 FY 2018-19 FY 2019-20 FY 2020-21 FY 2021-22 FY 2017-18 FY 2018-19 FY 2019-20 FY 2020-21 FY 2021-22

08 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

AWARDS AND ACCOLADES

IEEE Milestone for heralding

the era of electricity in the
Indian subcontinent

Haldia stood 1st runner-up Haldia received a Certificate Budge Budge won the Energy
at the 14th CII (ER) Energy of Appreciation at the 1st & Environment Foundations
Conservation Awards, 2021. FICCI Industry 4.0 Awards Global Water Awards 2021
for its digital transformation and was recognised as ‘Global
projects. Water Conservation Company
of the Year’.

Budge Budge won the Aqua CESC won Independent Power In recognitions, of its efforts,
Foundations Excellence Producers Association of India CESC was adjudged the
Awards 2021 in the category (IPPAI) Power Awards 2022 for winner of the ‘Best Distribution
of Water Management — the Project “Implementation Company to promote
Private Sector. of Smart Pillar Box in LT Consumer Awareness and
Distribution System”. also received award in the
category “Innovation in
Energy Conservation” at the
IPPAI Power Awards 2022.

ASSOCHAM Energy Meet Budge Budge & Southern Genarating Stations received
Excellence Awards 2022 ‘Gold’ and ‘Silver’ awards at the 3rd ICC National
for ‘Push Alert: An In-house Occupational Health & Safety Awards 2021, Budge Budge
Vendor-Agnostic Solution for also won ‘Gold’ prize in Power Sector at the 9th FICCI
Real-time System Disturbance Safety System Execellence Awards, ‘Gold’ prize at the 11th
Analysis on Mobility Platform’ EXCEED Occupational Health & Safety Awards 2021 and
in the category “Innovation in a Global award for outstanding achievement in practicing
Energy Solution”, excellent workplace culture in Health & Safety at the Energy
& Environment Foundations Global Awards on Safety.

09
CHAIRMAN’S MESSAGE

CESC’s distribution
infrastructure serves 3.5
million customers in Kolkata,
Howrah, Hooghly, North and
South 24 Parganas. In 2021-
22, some 1.5 lakh meters
were installed, of which
over 97,000 were
new connections.

Dear Shareholder The third factor was the speed at which • Although costs increased in part due
your Company’s management and to higher fuel costs, profit before
After a terrible 2020-21 when the employees re-geared its efforts and taxes (PBT), after incorporating
devastating Covid-19 waves, lockdowns work practices to get back to delivering regulatory income, grew by 23.2% to
and Super Cyclone Amphan affected the kind of performance that people H 1,044 crore.
your Company’s operations as well as associate with CESC. Despite the effects
its financial results, I am happy to share of yet another cyclone — Yaas, which • 
Profit after taxes (PAT) was H 814
with you that things have returned to occurred in May 2021 — your Company crore in 2020-21 and H 816 crore
normal in 2021-22. was much better prepared with the right in 2021-22.
technology, systems and processes to
This reversion to normalcy was due to Further details are available in the
operate under such stressful conditions.
three factors. chapter on Management Discussion
It also ensured 100% vaccination of its
and Analysis.
permanent and contract employees at
First, though the third Omicron wave
the earliest, which further reduced the Let me now briefly touch upon some
spread far and wide, its effects were
risks of operating an essential service elements of the business performance
far more muted than its devastating
that supplies 24x7 electricity to 3.5 your Company’s (i) Kolkata operations,
predecessor, the Delta.
million customers. (ii) other generation projects, and (iii)
Second, though we started late, India’s other distribution ventures.
Therefore, despite the challenges
vaccination programme has been a
of Covid-19 and Cyclone Yaas, your For the Kolkata operations, your
resounding success. As a nation, we
Company reported creditable results for Company generated 10,003 million
have already administered almost
2021-22. The key features are: units (MU), out of which over 98% came
193 crore doses of the vaccine. Over
100 crore people have had their first from the 750 MW generating station
• 
Total standalone income (including
dose; almost 89 crore have had their at Budge Budge and the 600 MW
other income) of your Company
second dose; and some 3.4 crore generating station at Haldia.
increased by 5.3% to H 7,479 crore in
have had their precautionary shot 2021-22. It is to be noted that this
after two doses. In terms of size, scale Budge Budge and Haldia have
growth occurred notwithstanding consistently excelled in operating
and sheer geographical spread, it is an the fact that electricity tariffs
achievement of a kind that the world efficiencies, energy conservation,
remained unchanged throughout quality systems and processes; and are
has never seen. The relatively restricted the year.
effects of Omicron had much to do with
the protection that vaccination gave to
our citizens.

10 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

30%
officially certified with respect to Quality projects with a capacity of 600 MW at
Management Systems, Environment Chandrapur (Maharashtra) and 40 MW
Management Systems, Occupational atmospheric fluidised bed combustion
Health and Safety Management Systems power plant in Asansol (West Bengal).
and Energy Management Systems. In addition, it has an 18 MW DC solar over 30% of the plant area at Haldia
Moreover, Haldia received the 1st power project at Ramanathapuram is now under green cover. Our
runner-up prize at the 14th CII (ER) (Tamil Nadu). Chandrapur and environmental initiatives have been
Energy Conservation Awards, 2021. Ramanathapuram have long term power recognised. During the year, Budge
purchase agreements, while Asansol Budge won the 15th ICC Environment
Your Company has set stringent operates in the merchant power market. Excellence Awards (2021) for
environmental standards for its
the Power Sector.
generation plants. In addition, I am Also, other than the Kolkata operations,
happy to inform you that there are now your Company has five operational
over one lakh trees planted at both distribution ventures. These are for
Haldia and Budge Budge; and over Greater NOIDA (Uttar Pradesh); Kota, with rapidly rising cost of fuel — recently
30% of the plant area at Haldia is now Bharatpur and Bikaner (Rajasthan); and brought about by the Russia-Ukraine
under green cover. Our environmental Malegaon (Maharashtra). In 2021-22, conflict but also on account of longer
initiatives have been recognised. During together these five serviced almost term demand-supply factors. In such a
the year, Budge Budge won the 15th 7.2 lakh consumers and accounted for scenario, it is vital that power producers
ICC Environment Excellence Awards electricity sales of 4,965 MU — showing and distributors be able to expeditiously
(2021) for the Power Sector. a creditable growth of 13.5% vis-a-vis pass on purely the element of higher
2020-21. fuel cost through tariffs. Unfortunately,
CESC’s distribution infrastructure while this forms a part of each power
serves 3.5 million customers in Kolkata, I am proud of your Company’s human supply contract, we still see reluctance
Howrah, Hooghly, North and South 24 resources and the programmes that of state governments and regulators
Parganas. In 2021-22, some 1.5 lakh it conducts to institutionalise best- to give their assent in a timely manner.
meters were installed, of which over in-class HR practices. For instance, in This, in turn, negatively affects the
97,000 were new connections. The 2021-22 alone, it carried out more than financial results of power producers. I
average time taken to provide a new 300 training programmes covering hope we will see considerably less of
connection was 1-2 days. Distribution over 6,000 man-days. Its Asia Institute this reluctance in the years to come.
losses have consistently reduced over of Power Management, the ISO 9001-
the last few years, and continued to do 2015 certified training and consulting Notwithstanding this limitation, I am
so in 2021-22. wing of CESC, has established itself in optimistic of the future of power
the training of power professionals. generation and distribution in India.
Your Company has achieved high degree As I am of your Company. I, therefore,
of automation through investments in I am delighted to inform you that your look forward to an era of even stronger
technology and equipment. It has a fully Company received the prestigious Great growth, greater revenues and higher
functional SCADA system along with Place to Work (GPTW) Certification for shareholder value.
ring main unit automation and remote the third time in a row. It also featured
terminal unit integration for remote among ‘India’s 100 Best Companies to One last comment. Just because the
monitoring and control of its network. Work For’ and ‘India’s Best Workplaces Omicron wave was mild, it doesn’t mean
in Energy, Oil & Gas’ by GPTW for 2021. that Covid-19 is over. The virus mutates,
My personal favourite for the year has and we can expect other waves in the
been the introduction of an IoT-based For all the travails that we have suffered future. Therefore, be fully vaccinated.
‘Water level Indicator’ in roadside in the recent past, India is set to achieve Take your precaution shots. Maintain
pillar boxes in waterlogged areas to anywhere between 6% and 7% real GDP social distance and sanitation. And wear
automatically sense inundation and for the next five to seven years. That your masks, especially when outside. Be
trigger messages to the control room to will make it the fastest growing country safe. Because your family deserves it.
take pre-emptive actions. This will ensure among all large emerging nations,
greater public safety. I was delighted including China. In such a milieu, one
when we won the Independent Power can be confident about growing power With my best wishes,
Producers Association of India (IPPAI) demand — and, with it, rising income for Yours sincerely,
Power Awards 2022 for this project. your Company.

Outside of the Kolkata operations, There is, however, one short- to Dr. Sanjiv Goenka
your Company has two thermal power medium-term constraint. It has to do Chairman

11
OUR ROADMAP TO ESG

As environment, social and governance (ESG) gain

prominence, our ESG agenda reflects the role and
responsibilities we undertake to meet our ESG priorities.
Aligned to our ESG goals, we believe our transparency and
accountability enable us to address the challenges that are
relevant in an ever-challenging business environment.

12 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Environment
Our areas of focus for environment management are: 2018

a) Steps to counter climate change. NPCL Customer Care

b) Water Management.
Office
c) Air Quality.
d) Waste Management. Certified as “LEED Gold” under NC Category in Aug 2018

e) Biodiversity.

Following are some of the developments on leadership in 2018

Green Buildings:
NPCL Corporate Office
2015 Certified as “LEED Gold” under NC Category in Aug 2018

CESC House
First Heritage Building to be certified as “LEED Platinum” 2022
under v4.1 Dynamic Arc Platform in Nov 2020
CESC Park Circus
2018 Substation
Haldia Administrative India’s first certified LEED Gold Distribution station under v4.1

Building Dynamic Arc Platform in 2022

Certified “IGBC Platinum” green building under O&M category

in Jan 2018

Chakmir substation
3
million sq. ft
First Substation to be certified as ”IGBC Platinum” under O&M
of Green Building certified spaces
Category in Jan 2018

13
Social
CESC is committed to maintaining high Building a safety culture Strengthening communities
standards of industrial safety across
its operations, and has a safety vision The central Safety Cell has been Despite challenging times, CESC
and policy, including a policy on use of instrumental in implementing safe work remained steadfast in its commitment to
personal protective equipment procedures as well as monitoring and social development and towards fulfilling
control of any unsafe situations in line with its CSR responsibilities. It is focused
its corporate safety manual and internal on improving the quality of life in the
CESC – An employer of Choice safety standards for critical work. Job site communities where it operates through
audits, safety communication meetings, projects based on identified needs around
safety workshops, hand holding exercises education, child protection, healthcare,
Great Place to at sites and company-wide observation of water and sanitation, livelihood generation
Work (GPTW) ‘Safety Day’ are other activities that have
contributed to increased awareness and
and skill development.

Certification reduction of incidents. Focus areas:

third time in a row

Education &
Child Protection

Amongst
India’s 100 Best Healthcare

Companies Clean Drinking

Water, Sanitation
to work for.
and Hygiene

Skill Development
Amongst India’s and livelihood
Best Workplaces generation

in Energy, Oil and Gas

J 20.70 Crore
Spent on CSR projects

14 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Governance
CESC strives to maintain the highest
standards of Corporate Governance
keeping in view the international codes
of Corporate Governance and practices Audit
of well-known global companies. The Committee
Company has established systems,
processes, procedures and policies
to ensure that its Board of Directors
are well informed and well equipped
to discharge overall responsibilities
and provide management with the Risk Management CSR
strategic direction catering to exigency Committee Committee
of long term shareholders value. Its
initiatives towards adhering to highest
standards of governance includes self- Board of
governance, professionalization of the Directors
Board, fair and transparent process and
reporting system.

Our Corporate Governance framework

Nomination and Stakeholder
is guided by our core values –
Renumeration Relationship
Sustainability, Customer first, Execution
Committee Committee
Excellence, Credibility, Agility, Risk
taking and Humanness.

15
BOARD OF DIRECTORS

Dr. Sanjiv Goenka Mr. Shashwat Goenka

Chairman Vice-Chairman

Mr. Pradip Kumar Khaitan Mr. Chandra Kumar Dhanuka

Non-Executive Non-Independent Director Independent Director

Ms. Rekha Sethi Mr. Pratip Chaudhuri

Independent Director Independent Director

16 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Mr. Sunil Mitra Mr. Debanjan Mandal

Independent Director Independent Director

Mr. Rabi Chowdhury Mr. Debasish Banerjee

Managing Director (Generation) Managing Director (Distribution)

17
CORPORATE INFORMATION

Board of Directors Auditors Bankers

Dr. Sanjiv Goenka S. R. Batliboi & Co. LLP Axis Bank Limited
Mr. Shashwat Goenka Bank of Baroda
Mr. Pradip Kumar Khaitan Central Bank of India
Solicitors
Mr. Chandra Kumar Dhanuka Citibank N.A.
Ms. Rekha Sethi Khaitan & Co. DBS Bank India Limited
Mr. Pratip Chaudhuri Sandersons & Morgans The Federal Bank Limited
Mr. Sunil Mitra HDFC Bank Limited
Mr. Debanjan Mandal ICICI Bank Limited
Debenture Trustee
Mr. Rabi Chowdhury IDBI Bank Limited
Mr. Debasish Banerjee IDBI Trusteeship Services Limited IDFC First Bank Limited
Indian Bank
Kotak Mahindra Bank Limited
Company Secretary Registered Office Punjab & Sind Bank
Mr. Jagdish Patra Punjab National Bank
CESC House
RBL Bank Limited
Chowringhee Square
Standard Chartered Bank
Executive Director & CFO Kolkata 700 001, India
State Bank of India
Tel: 033-2225 6040
Mr. Rajarshi Banerjee UCO Bank
Fax : 033-2225 5155
Union Bank of India
Corporate Identity Number:
Yes Bank Limited
L31901WB1978PLC031411
E-mail: [email protected]
Website: www.cesc.co.in Registrar and share Transfer
Agent (RTA)

Link Intime India Private Limited

18 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

CESC Limited
Registered Office : CESC House, Chowringhee Square, Kolkata - 700 001
Tel: 033-22256040, Fax: 033-2225 5155
E-mail: [email protected]; Website: www.cesc.co.in
Corporate Identity Number: L31901WB1978PLC031411

NOTICE TO MEMBERS

NOTICE is hereby given that the Forty-fourth Annual General Resolution:

Meeting (AGM) of the Members of CESC Limited will be held
on Friday, July 29, 2022 at 10.30 a.m., Indian Standard Time “RESOLVED THAT in accordance with the provisions
(IST), through Video Conferencing (VC) / Other Audio-Visual of Section 152 and other applicable provisions, if any,
Means (OAVM) to transact the following business: of the Companies Act, 2013, read with Articles of
Association of the Company, Mr. Debasish Banerjee
(DIN: 06443204) who retires by rotation at this meeting, be
ORDINARY BUSINESS and is hereby re-appointed as a Director of the Company.”
1. Adoption of: 4. Re-appointment of the Auditors of the Company for a
second term of five years.
(a) the audited financial statements of the Company
for the financial year ended March 31, 2022 and the To consider, and if thought fit, to pass, with or without
Reports of Board of Directors and Auditors thereon, modification(s), the following resolution, as an Ordinary
and Resolution:

(b) the audited consolidated financial statements of the “RESOLVED THAT pursuant to Section 139 and other
Company for the financial year ended March 31, 2022 applicable provisions, if any, of the Companies Act, 2013,
and the Reports of the Auditors thereon. read with the Companies (Audit and Auditors) Rules, 2014
as amended from time to time M/s. S. R. Batliboi & Co. LLP,
To consider and if thought fit, to pass, with or without
Chartered Accountants (ICAI Firm Registration Number
modification(s) the following resolution as an Ordinary
301003E/E300005), be and are hereby re-appointed as
Resolution:
Auditors of the Company for a second term of five (5)
“RESOLVED THAT: consecutive years to hold office from the conclusion of
this forty-fourth (44th) Annual General Meeting (AGM)
a) the audited financial statements of the Company till the conclusion of the forty-ninth (49th) AGM of the
for the financial year ended March 31, 2022 and the Company at such remuneration (plus goods and services
reports of Board of Directors and Auditors thereon, as tax and reimbursement of out of pocket expenses) as may
circulated to the Members, and be decided by the Board of Directors from time to time."

b) the audited consolidated financial statements of the

Company for the financial year ended March 31, 2022
SPECIAL BUSINESS
and reports of the Auditors thereon, as circulated to 5. 
Continuation of Directorship of Mr. Pradip Kumar
the Members, Khaitan as Non-Executive, Non-Independent Director of
the Company.
be and are hereby considered and adopted."
To consider and if thought fit, to pass, with or without
2. Confirmation of payment of Interim Dividend for the
modification(s) the following resolution as a Special
financial year ended March 31, 2022.
Resolution:
To consider and if thought fit, to pass, with or without
“RESOLVED THAT pursuant to Regulation 17(1A) of the
modification(s) the following resolution as an Ordinary
Securities and Exchange Board of India (Listing Obligations
Resolution:
& Disclosure Requirements) Regulations 2015, (including
“RESOLVED THAT the Interim Dividend @ 450% (i.e. any statutory modification(s) thereof), for the time being in
H 4.50/- per share on 1,32,55,70,430 Equity Shares) paid force, approvals and recommendations of the Nomination
to the shareholders for the Financial Year ended March 31, and Remuneration Committee, and that of the Board of
2022, be and is hereby noted and confirmed.” Directors, approval of members of the Company be and is
hereby accorded to the continuation of Directorship of Mr.
3. Re-appointment of Mr. Debasish Banerjee who retires by Pradip Kumar Khaitan (DIN: 00004821) in the capacity of a
rotation as a Director. Non- Executive, Non-Independent Director of the Company;

To consider and if thought fit, to pass, with or without RESOLVED FURTHER THAT the Board of Directors of
modification(s) the following resolution as an Ordinary the Company be and is hereby authorized to do all acts

19
 and take all such steps as may be necessary, proper or or subservient ranking of charges as may be decided by
expedient to give effect to the aforesaid resolution.” the Board in consultation with one or more of the said
lenders / future lenders;
6. 
Creation of Charge / Security on the movable and
immovable properties of the Company. RESOLVED FURTHER THAT the Board be and is hereby
authorized to do all such acts, deeds things and matters to
To consider and if thought fit, to pass, with or without finalize and execute all such agreements, instruments and
modification(s), the following resolution as a Special documents with all or any of the said lenders / future lenders
Resolution: for creating the aforesaid mortgages and / or charges as
may be required from time to time and to delegate all or any
“RESOLVED THAT in terms of the provisions of Section
of its powers herein conferred to a committee constituted/
180(1) (a) and other applicable provisions, if any, of the
to be constituted by the Board and/or to any member
Companies Act, 2013 (“the Act”) and the Rules made
of such committee with power to the said committee to
thereunder (including any statutory modifications or
sub-delegate its powers to any of its members and/or to
re-enactments thereof for the time being in force),
any officers or employee of the Company for the purpose
consent of the members of the Company be and is hereby
of giving effect to the above resolution.”
accorded to the Board of Directors of the Company
(“the Board” which term shall be deemed to include 7. Ratification of the remuneration of Cost Auditors for the
any committee thereof) to create charges, mortgages, financial year ending March 31, 2023.
hypothecations and / or otherwise encumber all or any
of the properties of the Company, whether immovable To consider and if thought fit, to pass, with or without
and/or movable, and whether present or future and modification(s), the following resolution as an Ordinary
wheresoever the same may be situated in favour of: Resolution:

a) Bank of Baroda for a term loan of H 300 crore; “RESOLVED THAT in accordance with the provisions
b) State Bank of India for a term loan of H 300 crore; of Section 148 and other applicable provisions of the
Companies Act, 2013 read with the Companies (Audit
c) Union Bank of India for a term loan of H 300 crore;
and Auditors) Rules, 2014 (including any statutory
(banks named in (a) to (c) above hereinafter modification(s) or re-enactment(s) thereof, for the time
collectively referred to as ‘lenders’) being in force), the remuneration of H8,00,000 (plus
applicable goods and services tax and reimbursement
d) any Public Financial Institution within the meaning of of out of pocket expenses) to be paid to M/s Shome &
Section 2(72) of the Act and / or any Scheduled Bank Banerjee, Cost Accountants, the Cost Auditors of the
as defined in Section 2(e) of the Reserve Bank of India Company, as approved by the Board of Directors of the
Act, 1934 and / or any other bank or lender and / or Company, for conducting the audit of cost records for the
any institution / corporation controlled by the Central Financial Year ending March 31, 2023, be and is hereby
and / or State Governments or by any combination ratified.”
thereof (hereinafter collectively referred to as ‘future
lenders’) for their respective financial assistance, for an By Order of the Board of Directors
aggregate sum not exceeding H1000 crore which may,
in future, be sanctioned to the Company in one or more Jagdish Patra
instalments for any purpose and in any form including Place: Kolkata Company Secretary and Compliance officer
by way of term loan and / or refinance loan and / or Date: May 13, 2022 (ICSI Membership No. FCS 5320)
foreign currency assistance and / or debentures and/or
other debt securities and / or fund and / or non- fund
based working capital facility (hereinafter collectively
referred to as ‘Financial Assistance’);
NOTES:
to secure the aforesaid term loans and Financial Assistance
with agreed interest, charges, expenses, front-end fees and 1. The Statement pursuant to Section 102(1) of the
all other monies payable by the Company to the lenders Companies Act, 2013 (‘the Act’) in respect of the Special
/ future lenders in terms of their facility agreement, Business to be transacted at the AGM is annexed hereto.
hypothecation agreement, debenture trustee agreement 2. A) Pursuant to the General Circular numbers 14/2020,
or any other agreement or any amendments thereto 17/2020, 20/2020, 02/2021, 19/2021, 21/2021 and
entered into / to be entered into by the Company with 2/2022 dated April 8, 2020, April 13, 2020, May 5,
such lenders / future lenders so that the mortgage and 2020, January 13, 2021, December 8, 2021, December
/ or charge may be created by the Company over and 14, 2021 and May 5, 2022 respectively, issued by the
in respect of its properties in favour of the said lenders Ministry of Corporate Affairs (MCA) Government of
/ future lenders either singly or collectively, in such form India, and Circular numbers SEBI/HO/CFD/CMD1/
and subject to such prior charges or with such pari passu CIR/P/2020/79 dated May 12, 2020, SEBI/HO/CFD/

20 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

CMD2/CIR/P/2021/11 dated January 15, 2021 and SEBI/ be followed and pursuant to the Circulars, physical
HO/CFD/CMD2/CIR/P/2022/62 dated May 13, 2022 attendance of the members at the AGM is not required
issued by the Securities and Exchange Board of India and AGM has to be held through VC/ OAVM. Hence,
(hereinafter collectively referred to as “the Circulars”), members can attend and participate at the ensuing
companies are allowed to hold AGM during the period AGM only through VC/OAVM as mentioned in Note
upto December 31, 2022 through Video Conferencing
2(B) above as arranged by the Company along with
(VC) / Other Audio-Visual Means (OAVM).
National Securities Depository Limited (NSDL).
B) AGM through VC/OAVM
ii. Members may access NSDL e-Voting system by
i. Members are requested to join the AGM on Friday, following the steps mentioned above and after
July 29, 2022 through VC/OAVM mode latest by successful login, they will be requested to click on
10.00 A.M. IST by clicking on the link https://www. VC/OAVM link placed under “Join General Meeting”
evoting.nsdl.com under members login, where the menu against the Company name. The link for VC/
EVEN (E-voting Event Number) of the Company OAVM will be available in Shareholder/Member login
will be displayed, by using the remote evoting where the EVEN of Company will be displayed.
credentials and following the procedures mentioned
iii. Please note that the members who do not have
later in these Notes. The said process of joining the
the User ID and Password for e-Voting or have
AGM will commence from 9.30 A.M. IST and may be
forgotten the User ID and Password may retrieve the
closed at 10.45 A.M. IST, or, soon thereafter.
same by following the remote e-Voting instructions
ii. The facility of attending the AGM will be made mentioned in the Notice to avoid last minute rush.
available for upto 1000 members on a first- Further members can also use the OTP based login
come-first served basis. for logging into the e-Voting system of NSDL.

iii. Members who would like to express any views, iv. Since the AGM will be held through VC/ OAVM, where
or, during the AGM ask questions may do so, physical attendance of members has been dispensed
by sending their views or questions in advance with, there is no requirement of proxies and hence,
in writing, as may be, along with their name, DP the facility to appoint proxy to attend and cast vote for
ID and Client ID number/folio number, email id the members is not available for this AGM. However,
and mobile number, to reach the Company’s Bodies Corporate are entitled to appoint authorised
email address at [email protected] latest by representatives to attend the AGM through VC/OAVM
Monday, July 25, 2022 by 5.00 p.m. (IST). and participate thereat and cast their votes through
e-voting. Corporate Members intending to authorize
iv. When a pre-registered speaker is invited to raise their representatives to participate and vote at the
at the AGM, his/her questions, already emailed in meeting are requested to send a certified copy of
advance as requested in para (iii) above, but he / the Board resolution / authorization letter to the
she does not respond, the turn will go to the next Scrutinizer by e-mail at evotingam@gmail. com with
pre-registered speaker to raise his/her questions. a copy marked to [email protected].
Accordingly, all speakers are requested to get
connected to a device with a video camera along v. The facility of participation at the AGM through VC/
with stable internet speed. OAVM will be made available for upto 1000 members
on first come first served basis. This will not include
v. The Company reserves the right to restrict the Large Members (i.e. Members holding 2 % or more
number of questions/speakers, as appropriate, shareholding), Promoters, Institutional Investors,
for smooth conduct of the AGM. Directors, Key Managerial Personnel, the Chairpersons
of Audit Committee, Nomination and Remuneration
3. SEBI has decided that securities of listed companies can
Committee and Stakeholders Relationship Committee,
be transferred only in dematerialized form and, therefore,
Auditors etc. who are allowed to attend the AGM
members are advised to dematerialize as early as possible
without any restriction on account of first come first
the shares of the Company held by them in physical form.
served basis.
4. The Register of Members of the Company will remain
vi. In compliance with the Circulars, Notice of the AGM
closed from July 22, 2022 to July 29, 2022, both days
along with the Annual Report for the year 2021-22
inclusive.
are being sent only through electronic mode to those
5. All documents referred to in the Notice are put up on the Members whose email addresses are registered with
Company’s website and can be accessed at https://www. the Company or Central Depository Services Limited /
cesc.co.in. National Securities Depositories Limited (“Depositories”).
Members may note that the Notice and Annual Report for
6. Instructions for attending the AGM the year 2021-22 will also be available on the Company’s
website http://www.cesc.co.in and websites of the Stock
i. In view of the outbreak and continuance of the Exchanges where the shares of the Company are listed
COVID-19 pandemic, social distancing norm has to

21
 i.e. BSE Limited and National Stock Exchange of India Hotspot may experience Audio/Video loss due to
Limited at https://www.bseindia.com and https://www. fluctuation in their respective network. It is therefore
nseindia.com respectively. Additionally, Notice of the AGM recommended to use stable Wi-Fi or LAN Connection
will also be available at https://www.evoting.nsdl.com. to mitigate any kind of aforesaid glitches.

vii. Members whose email addresses are not registered as xiv. Institutional Investors who are Members of the
above can register the same in the following manner: Company, are encouraged to attend and vote in the
AGM of the Company through VC/OAVM facility.
a) Members holding share(s) in physical mode
are requested to send the following details for 7. Instructions for Voting through electronic means:
registration of their email id: Folio No., Name of
shareholder, Mobile no., email id, Bank Account Pursuant to the provisions of Section 108 of the Act,
details such as Bank and Branch name, Account read with Rule 20 of the Companies (Management and
no. and IFSC Code and self-attested scanned Administration) Rules, 2014 (as amended) and Regulation
copy of PAN card by email to CESC Limited at 44 of SEBI (Listing Obligations & Disclosure Requirements)
[email protected] or to the Registrar and Regulations 2015 (as amended), the Company is providing
Share Transfer Agent of the Company, Link Intime the facility of remote e-voting to its Members in respect
India Private Limited at rnt.helpdesk@linkintime. of the business to be transacted at the AGM. For this
co.in or upload the same at https://web.linkintime. purpose, the Company has entered into an arrangement
co.in/emailreg/email_register.html. with NSDL for facilitating e-voting through electronic
means, as the authorized agency. The facility of casting
b) Members holding share(s) in electronic mode vote by a member using remote e-voting system during
are requested to register / update their e-mail the meeting on the date of the AGM will also be provided
addresses and Bank Account details as mentioned by NSDL.
above with their respective Depository Participants
(“DPs”) for receiving all communications from the The remote e-voting period begins on Tuesday, July 26,
Company electronically. 2022 at 9.00 A.M. (IST) and ends on Thursday, July 28,
2022 at 05.00 P.M. (IST) The remote e-voting will not
viii. Participation of members through VC/OAVM will be be allowed beyond the aforesaid date and the remote
reckoned for the purpose of quorum for the AGM as e-voting module shall be disabled by NSDL upon expiry of
per Section 103 of the Act. the aforesaid period.

ix. Since AGM will be held through VC/OAVM, the route The Members, whose names appear in the Register of
map of the venue of the Meeting is not annexed Members / Beneficial Owners as on the record date
hereto. (cut-off date), i.e, July 22, 2022 may cast their vote
electronically.
x. During the AGM, members may access the scanned
copy of Register of Directors and Key Managerial The voting rights of a Member/Beneficial owner (in case of
Personnel and their shareholding maintained under electronic shareholding) shall be in proportion to his/her/its
Section 170 of the Act and the Register of Contracts shareholding in the paid up equity capital of the Company
and Arrangements in which Directors are interested as on the cut-off date, being Friday, July 22, 2022.
maintained under Section 189 of the Act, upon logging
to the NSDL e-voting system at https://www.evoting. 
How do I vote electronically using NSDL e-Voting
nsdl.com. system?

xi. Members who need assistance before or during the The way to vote electronically on NSDL e-Voting system
AGM with regard to use of technology, can: consists of “Two Steps” which are mentioned below:

(a) Send a request at [email protected] or use Toll Step 1: Access to NSDL e-Voting system
free no.: 1800 1020 990 / 1800 22 44 30
A) 
Login method for e-Voting and joining virtual
(b) Contact Ms. Pallavi Mhatre, Manager, NSDL at the meeting for Individual shareholders holding
designated email ID: [email protected]. securities in demat mode

xii. Members are encouraged to join the Meeting through In terms of SEBI circular dated December 9, 2020
Laptops for better experience. When the meeting is in on e-Voting facility provided by Listed Companies,
progress, please keep your device under ‘Mute’ mode, Individual shareholders holding securities in demat
except when you have pre-registered yourself as a mode are allowed to vote through their demat
speaker and are invited to speak at the AGM. account maintained with Depositories and Depository
Participants. Shareholders are advised to update their
xiii. Participants connecting from Mobile Devices or mobile number and email Id in their demat accounts
Tablets or through Laptop connecting via Mobile in order to access e-Voting facility.

22 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Login method for Individual shareholders holding securities in demat mode is given below:

Type of
Login Method
shareholders
Individual 1. Existing IDeAS user can visit the e-Services website of NSDL Viz. https://eservices.nsdl.com either
Shareholders holding on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial
securities in demat Owner” icon under “Login” which is available under ‘IDeAS’ section, this will prompt you to
mode with NSDL. enter your existing User ID and Password. After successful authentication, you will be able to
see e-Voting services under Value added services. Click on “Access to e-Voting” under e-Voting
services and you will be able to see e-Voting page. Click on company name or e-Voting service
provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote
during the remote e-Voting period or joining virtual meeting & voting during the meeting.

2. If you are not registered for IDeAS e-Services, option to register is available at
https://eservices.nsdl.com. Select “Register Online for IDeAS Portal” or click at:
https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp

3. Visit the e-Voting website of NSDL. Open web browser by typing the following URL:
https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the
home page of e-Voting system is launched, click on the icon “Login” which is available under
‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e.
your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification
Code as shown on the screen. After successful authentication, you will be redirected to NSDL
Depository site wherein you can see e-Voting page. Click on company name or e-Voting service
provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote
during the remote e-Voting period or joining virtual meeting & voting during the meeting.

4. Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by
scanning the QR code mentioned below for seamless voting experience.

Individual 1. Existing users who have opted for Easi / Easiest, they can login through their user id and
Shareholders holding password. Option will be made available to reach e-Voting page without any further
securities in demat authentication. The URL for users to login to Easi / Easiest are https://web.cdslindia.com/
mode with CDSL myeasi/home/login or https://www.cdslindia.com and click on New System Myeasi.

2. After successful login of Easi/Easiest the user will be also able to see the E Voting Menu. The
Menu will have links of e-Voting service provider i.e. NSDL. Click on NSDL to cast your vote.

3. If the user is not registered for Easi/Easiest, option to register is available at : https://web.
cdslindia.com/myeasi/Registration/EasiRegistration.

4. Alternatively, the user can directly access e-Voting page by providing demat Account
Number and PAN No. from a link in https://www.cdslindia.com home page. The system will
authenticate the user by sending OTP on registered Mobile & Email as recorded in the demat
Account. After successful authentication, user will be provided links for the respective ESP
i.e. NSDL where the e-Voting is in progress.
Individual You can also login using the login credentials of your demat account through your Depository
Shareholders Participant registered with NSDL/CDSL for e-Voting facility. Upon logging in, you will be able to
(holding securities see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository
in demat mode) site after successful authentication, wherein you can see e-Voting feature. Click on company
login through name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of
their depository NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting
participants during the meeting.

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget
Password option available at abovementioned website.

23
 Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login
through Depository i.e. NSDL and CDSL.

Login type Helpdesk details

Individual Shareholders holding Members facing any technical issue in login can contact NSDL helpdesk by
securities in demat mode with NSDL sending a request at [email protected] or call at toll free no.: 1800 1020 990
and 1800 22 44 30
Individual Shareholders holding Members facing any technical issue in login can contact CDSL helpdesk by sending
securities in demat mode with CDSL a request at [email protected] or contact at 022- 23058738 or
022- 23058542-43

B) Login Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders holding
securities in demat mode and shareholders holding securities in physical mode.

How to Log-in to NSDL e-Voting website?

1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/
either on a Personal Computer or on a mobile.

2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/
Member’ section.

3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on
the screen. Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.
com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on
e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

4. Your User ID details are given below:

Manner of holding shares i.e.

Your User ID is:
Demat (NSDL or CDSL) or Physical
a) For Members who hold shares in8 Character DP ID followed by 8 Digit Client ID For example if your DP ID
demat account with NSDL. is IN300*** and Client ID is 12****** then your user ID is IN300***12******.
b) For Members who hold shares in16 Digit Beneficiary ID For example if your Beneficiary ID is 12**************
demat account with CDSL. then your user ID is 12**************
c) For Members holding shares in EVEN Number followed by Folio Number registered with the company
Physical Form. For example if folio number is 001*** and EVEN is 101456 then user ID is
101456001***

5. Password details for shareholders other than in physical form. The .pdf file contains
Individual shareholders are given below: your ‘User ID’ and your ‘initial password’.

a) If you are already registered for e-Voting, (ii) If your email ID is not registered, please
then you can use your existing password to follow steps mentioned below in
login and cast your vote. process for those shareholders whose
email ids are not registered.
b) If you are using NSDL e-Voting system for the
first time, you will need to retrieve the ‘initial 6. If you are unable to retrieve or have not received the
password’ which was communicated to you. “Initial password” or have forgotten your password:
Once you retrieve your ‘initial password’, you a) Click on “Forgot User Details/Password?”(If
need to enter the ‘initial password’ and the
you are holding shares in your demat
system will force you to change your password.
account with NSDL or CDSL) option available
c) How to retrieve your ‘initial password’? on https://www.evoting.nsdl.com.

b) Physical User Reset Password?” (If you are

(i) If your email ID is registered in your
demat account or with the company, holding shares in physical mode) option
your ‘initial password’ is communicated available on https:// www.evoting.nsdl.com.
to you on your email ID. Trace the c) If you are still unable to get the password by
email sent to you from NSDL from your aforesaid two options, you can send a request
mailbox. Open the email and open the at [email protected] mentioning your demat
attachment i.e. a .pdf file. Open the .pdf account number/folio number, your PAN,
file. The password to open the .pdf file is
your name and your registered address etc.
your 8 digit client ID for NSDL account,
last 8 digits of client ID for CDSL d) Members can also use the OTP (One Time
account or folio number for shares held Password) based login for casting the votes

24 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

on the e-Voting system of NSDL. 1800 1020 990 and 1800 22 44 30 . In case of individual
shareholders holding securities in demat mode who
7. After entering your password, tick on Agree acquires shares of the Company and becomes a member
to “Terms and Conditions” by selecting on the of the Company after sending of the Notice and holding
check box. shares as of the cut-off date i.e. July 22, 2022 may follow
steps mentioned in the Notice of the AGM under Step 1
8. Now, you will have to click on “Login” button.
:“Access to NSDL e-Voting system”(Above).
9. After you click on the “Login” button, Home page
3. It is strongly recommended not to share your password
of e-Voting will open.
with any other person and take utmost care to keep your
Step 2: Cast your vote electronically and join General password confidential. Login to the e-voting website will
Meeting on NSDL e-Voting system. be disabled upon five unsuccessful attempts to key in the
correct password. In such an event, you will need to go
How to cast your vote electronically and join General through the “Forgot User Details/Password?” or “Physical
Meeting on NSDL e-Voting system? User Reset Password?” option available on https://www.
evoting.nsdl.com to reset the password.
1. After successful login at Step 1, you will be able to see
all the companies “EVEN” in which you are holding 4. In case of any queries, you may refer the Frequently Asked
shares and whose voting cycle and General Meeting Questions (FAQs) for Shareholders and e-voting user
is in active status. manual for Shareholders available at the download section
2. Select “EVEN” of company for which you wish to of https://www.evoting.nsdl.com or call on toll free no.:
cast your vote during the remote e-Voting period 1800 1020 990 and 1800 22 44 30 or send a request to Ms.
and casting your vote during the General Meeting. Pallavi Mhatre, Manager, NSDL at [email protected]
For joining virtual meeting, you need to click on “VC/
OAVM” link placed under “Join General Meeting”. Process for those shareholders whose email ids are not
3. Now you are ready for e-Voting as the Voting page registered with the depositories for procuring user id and
opens. password and registration of email ids for e-voting for the
resolutions set out in this notice:
4. Cast your vote by selecting appropriate options i.e.
assent or dissent, verify/modify the number of shares 1. In case share(s) are held in physical mode please provide
for which you wish to cast your vote and click on Folio No., Name of shareholder, Mobile no., email id and self
“Submit” and also “Confirm” when prompted. attested scanned copy of PAN card by email to CESC Limited
5. Upon confirmation, the message “Vote cast at [email protected] or to the Registrar and Share
successfully” will be displayed. Transfer Agent of the Company, Link Intime India Private
6. You can also take the printout of the votes cast by you by Limited at [email protected] or upload the same
clicking on the print option on the confirmation page. at https://web.linkintime.co.in/emailreg/email_register.html.
7. Once you confirm your vote on the resolution, you 2. Members holding share(s) in electronic mode are
will not be allowed to modify your vote. requested to register / update their e-mail addresses
as mentioned above with their respective Depository
General Guidelines for shareholders
Participants (“DPs”). If you are an individual shareholder
1. Institutional shareholders (i.e. other than individuals, holding securities in demat mode, you are requested
HUF, NRI etc.) are required to send scanned copy (PDF/ to refer to the login method explained at step 1 (A) i.e.
JPG Format) of the relevant Board resolution/ Authority Login method for e-Voting and joining virtual meeting for
letter etc. with attested specimen signature of the duly Individual shareholders holding securities in demat mode.
authorized signatory(ies) who are authorized to vote, to the
Scrutinizer by e-mail to [email protected] with a copy 3. Alternatively shareholders/members may send a request
marked to [email protected]. Institutional shareholders to [email protected] for procuring user id and password
(i.e. other than individuals, HUF, NRI etc.) can also upload for e-voting by providing above mentioned documents.
their Board Resolution/Power of Attorney/Authority Letter
4. In terms of SEBI circular dated December 9, 2020 on e-Voting
etc by clicking on “Upload Board Resolution/ Authority
facility provided by Listed Companies, Individual shareholders
Letter” displayed under “e-voting” tab in their login.
holding securities in demat mode are allowed to vote
2. Any person holding shares in physical form and/or a through their demat account maintained with Depositories
non individual shareholder, who acquires share(s) of the and Depository Participants. Shareholders are required to
Company and becomes member of the Company after update their mobile number and email ID correctly in their
the notice is sent through e-mail and holding shares as demat account in order to access e-Voting facility.
of the cut-off date i.e. July 22, 2022 may obtain the login
ID and password by sending a request at evoting@nsdl.
INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON
co.in or [email protected]. However, if you are
THE DAY OF THE AGM ARE AS UNDER:-
already registered with NSDL for remote e-voting, then
you can use your existing user ID and password for casting 1. The procedure for e-Voting on the day of the AGM is same
your vote. If you forgot your password, you can reset as the instructions mentioned above for remote e-voting.
your password by using “Forgot User Details/Password”
or “Physical User Reset Password” option available on 2. Only those Members/ shareholders, who will be present
https://www.evoting.nsdl.com or call on toll free no. during the AGM through VC/OAVM facility and have not

25
 cast their vote on the resolutions through remote e-Voting Maintenance, thus making CESC more Agile, Customer Centric,
and are otherwise not barred from doing so, shall be Cost-Effective and a Digital Utility of the future.
eligible to vote through e-Voting system during the AGM.
In pursuit of his passion to deploy cutting-edge Technologies
3. Members who have voted through Remote e-Voting will for radical change, he is constantly engaged in embracing
be eligible to attend the AGM. However, they will not be disruptive Technological Innovations, for enhancing Customer
eligible to vote at the AGM. & Employee Experience (CX & EX). Rapid deployment of digital
platforms like ChatBot, WhatsappBot & unique vernacular
4. The details of the person who may be contacted for any VoiceBot embedded with AI/ML & NLL/NLP technologies has
grievances connected with the facility for e-Voting on the further enriched Customer Service delivery.
day of the AGM shall be the same person mentioned for
Remote e-voting. He has been instrumental in demonstrating Sustainability,
which is one of the core values of CESC through Digitization &
Decentralization for providing safe, cost-effective and reliable
OTHER INSTRUCTIONS
electricity. He is engaged in developing a responsible and
1. The voting rights of the members shall be in proportion diverse value chain for powering a Sustainable future & creating
to their shares on the paid-up equity share capital of the a positive societal impact for a better planet and people.
Company as on the cut-off date, i.e., Friday, July 22, 2022.
Apart from CESC, Mr. Banerjee is also on the Board of Eminent
2. A person, whose name is recorded in the Register Electricity Distribution Limited and Malegaon Power Supply
of Members or in the Register of Beneficial Owners Limited.
maintained by the Depositories as on the cut-off date only
Mr. Banerjee does not hold any share in the company and is
shall be entitled to avail the facility of remote e-Voting or
not related to any other Director or Key Managerial Personnel
casting vote through e-Voting system during the Meeting.
of the Company or their relatives. Please refer to the Report on
3. Mr. Anil Kumar Murarka, Practicing Company Secretary, Corporate Governance forming part of this Annual Report for
(Membership No. FCS 3150, CP 1857) has been appointed other necessary details.
as the Scrutinizer to scrutinize the remote e-Voting
Mr. Pradip Kumar Khaitan
process and votes cast through the e-Voting system
during the Meeting in a fair and transparent manner. Mr. Pradip Kumar Khaitan (DIN 00004821), aged 81 years, is
a B.Com, LL.B. and Attorney-at-law (Bell Chambers Gold
4. The Scrutinizer shall after the conclusion of e-Voting at
Medallist). He has professional Affiliations with Bar Council of
the AGM, first download the votes cast at the AGM and
India, Bar Council of West Bengal, Indian Council of Arbitration,
thereafter unblock the votes cast through remote e-Voting
New Delhi and Incorporated Law Society of Calcutta. Mr.
system and shall make a consolidated Scrutinizer’s Report.
Khaitan is the Senior Partner of Khaitan & Co. and is widely
5. The Results of voting will be declared within two working regarded as amongst the most influential legal practitioners
days from the conclusion of AGM. The declared results in India. With over 50 years of experience, Mr. Khaitan has
along with the Scrutinizer’s Report will be available advised on a wide range of transactions.
forthwith on the website of the Company https://www.
Mr. Khaitan’s practice includes advising domestic business houses
cesc.co.in and on the website of NSDL. Such results will and International Corporations on all aspects of commercial and
also be displayed on the Notice Board at the Registered corporate laws, taxation, joint ventures, mergers & demergers,
Office of the Company and shall be forwarded to the corporate governance and restructuring. He regularly advises on
National Stock Exchange of India Limited and BSE Limited. strategic decisions and sensitive commercial and legal issues. He
is on the Board of Directors of CESC since October 29, 1992.
PARTICULARS OF DIRECTORS PROPOSED TO BE Mr. Khaitan is also on the Boards of Graphite India Limited (Chairman
APPOINTED / RE-APPOINTED AT THE MEETING of the Nomination and Remuneration Committee and member
ARE GIVEN BELOW: of Stakeholders Relationship Committee), India Glycols Limited
Mr. Debasish Banerjee (also member and Chairman of Audit Committee, Nomination
and Remuneration Committee, Stakeholders Relationship
Mr. Debasish Banerjee (DIN 06443204), aged 60 years, is an Committee and member of CSR & Risk Management Committee),
Electrical Engineer with proficiency in Business Management, Electrosteel Castings Limited (Chairman of the Board, Member of
having 38 years of rich and diverse industry experience. He Audit Committee, Nomination and Remuneration Committee &
commenced his professional career from Areva and moved CSR Committee), Emami Limited, Firstsource Solutions Limited,
onto Crompton Greaves and Schneider Electric, heading Woodlands Multispeciality Hospital Limited (Chairman of the
Business Operations in Dealer, Industry & Utilities domain. Board and member of Audit Committee and Nomination and
Remuneration Committee) and Odisha Cement Limited (member
In his last stint as CEO of Reliance Energy, he contributed
of Audit Committee).
in improving Operational Efficiency and Optimizing Cost
through Business Processes Reengineering & Automation, thus Mr. Khaitan does not hold any share in the Company and is not
increasing bottom line and Customer Delight. related to any other Director or Key Managerial Personnel of
the Company or their relatives. Please refer to the Report on
Mr. Banerjee is on the Board of the Company since May 28,
Corporate Governance forming part of this Annual Report for
2018. In his current capacity as MD (Distribution) of CESC, he
other necessary details.
has ushered in a transformational journey for leapfrogging CESC
to newer heights of excellence with enhanced Operational Explanatory Statement under Regulation 36(5) of SEBI (Listing
Resilience & Efficiency for effective Business Continuity during Obligations and Disclosure Requirements) Regulations, 2015
and after any crisis. Adoption of Industry 4.0 and Sensor based
IoT along with Big Data Analytics and Immersive Technologies / The Members of the Company at its Thirty-ninth Annual General
Digital Twins has enabled the shift from Preventive to Predictive Meeting (AGM) had approved the appointment of M/s S. R.

26 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Batliboi & Co. LLP, Chartered Accountants (Firm Registration No Further, for undertaking various projects / capital expenditure
301003E/E300005) (‘SRB’) as the Auditors of the Company for a as well as for refinancing any existing financial assistance
period of five years commencing form the conclusion of Thirty- and / or for any other business purpose, the Company may
ninth AGM till conclusion of Forty-fourth AGM. avail of various rupee and / or foreign currency assistance,
debentures / other debt securities / non fund based working
The Board of Directors at its meeting held on May 13, 2022, based capital assistance which may also be required to be secured
on the recommendation of the Audit Committee, had approved by mortgage / charge over the Company’s immovable and
the re-appointment of SRB as Auditors of the Company for a movable properties with such ranking of charges as may be
second term of five consecutive years from the conclusion of required under the respective terms of sanction. In order to
this Forty-fourth AGM till the conclusion of the Forty-ninth AGM facilitate creation of such mortgage / charge expeditiously
of the Company at such remuneration (plus goods and services when so required in future, paragraph (d) of the Special
tax and reimbursement of out-of-pocket expenses) as may be Resolution set out in the Notice under Item No. 6 includes a
decided by the Board of Directors from time to time. reference to availment of fresh financial assistance for a sum
not exceeding H1000 Crore.
None of the Directors or Key Managerial Personnel of the
Company or their relatives are concerned or interested The Special Resolution set out under Item No. 6 of the
in the said resolution contained in item number 4 of the Notice is for seeking the approval of Members in terms of the
accompanying Notice. provisions of Section 180(1)(a) and other applicable provisions
of the Companies Act, 2013 to enable the Company to create
charge / security, as aforesaid, on the movable / immovable
STATEMENT PURSUANT TO SECTION 102 OF THE
properties of the Company.
COMPANIES ACT, 2013 IN RESPECT OF ITEMS
OF SPECIAL BUSINESS SET OUT IN THE NOTICE None of the Directors or Key Managerial Personnel of the
CONVENING THE FORTY-FOURTH ANNUAL GENERAL Company or their relatives are concerned or interested in the
MEETING OF THE COMPANY TO BE HELD THROUGH said Special Resolution in the accompanying Notice.
VC / OAVM ON FRIDAY, JULY 29, 2022 AT 10.30 AM IST
The Board recommends the above Special Resolution as set
Item No. 5 out under item no. 6 of the Notice for approval of the Members.
Regulation 17(1A) of the Securities and Exchange Board of India Item No.7
(Listing Obligations and Disclosure Requirements) Regulations,
2015, as amended, inter-alia provides that a listed company shall The Board of Directors of the Company (‘the Board’), on the
not appoint a person or continue the directorship of any person recommendation of its Audit Committee, has approved the
as a Non-Executive Director who has attained the age of seventy- appointment and remuneration of M/s Shome & Banerjee,
five years unless a Special Resolution is passed to that effect. Cost Accountants, as the Cost Auditors to conduct the audit of
the cost records of the Company for the financial year ending
Mr. Pradip Kumar Khaitan, aged 81 years, is an Attorney- on March 31, 2023.
at-Law (Bell Chambers Gold Medalist), and is an eminent
personality. A senior partner of Khaitan & Co., a noted law firm, In accordance with the provisions of Section 148 of the
Mr. Khaitan is an active participant in all important deliberations Companies Act, 2013 read with the Companies (Audit and
of the Board of Directors of the Company (the “Board”) with Auditors) Rules, 2014, the remuneration of H 8,00,000/- (plus
his extensive hands-on experience in all branches of law. applicable goods and services tax and out of pocket expenses)
Mr. Khaitan has been on the Board since 1992 and continues payable to the Cost Auditor as recommended by the Audit
on the Board as a Non-Executive Non-Independent Director. Committee and approved by the Board, has to be ratified by
the members of the Company.
The Nomination and Remuneration Committee and the Board
have recommended continuation of Mr. Pradip Kumar Khaitan Accordingly, ratification by the members is sought for the
as a Non-Executive Non-Independent Director of the Company. remuneration payable to the Cost Auditors for the Financial
Year ending on March 31, 2023 by passing an Ordinary
Mr. Pradip Kumar Khaitan is deemed to be concerned or interested Resolution as set out under Item No. 7 of the Notice.
in the resolution for continuation of his Directorship. None of the
other Directors or Key Managerial Personnel of the Company None of the Directors or Key Managerial Personnel of the
or their relatives are concerned or interested in the said Special Company or their relatives are concerned or interested in the
Resolution. Please refer to the Report on Corporate Governance said resolution in the accompanying Notice.
forming part of this Annual Report for other necessary details.
The Board recommends the above Ordinary Resolution as
The Board recommends the above Special Resolution as set set out under item no. 7 of the Notice for ratification of the
out under item no. 5 of the Notice for approval of the Members. Members.

Item No. 6:

In order to finance a part of its capital expenditure requirements

and for other financing purposes, the Company, from time to
time, has availed of various term loans from banks and financial
By Order of the Board of Directors
institutions as per the details mentioned in the resolution.
The said term loans are required to be secured, inter alia,
by creation of charge and / or equitable mortgage on the
Company’s movable and / or immovable properties with such Jagdish Patra
ranking of charges as may be required under the respective Place: Kolkata Company Secretary and Compliance Officer
terms of sanction. Date: May 13, 2022 (ICSI Membership No. FCS 5320)

27
BOARD’S REPORT
Dear Members,

Your Directors have pleasure in presenting the 44th Board the Financial Year 2021-22. The standalone and consolidated
Report on the Company’s business and operations, together financial highlights of the Company’s operations are as follows:
with Audited Financial Statements for the financial year ended (H in Crore)
March 31, 2022 ('the year').
Standalone Consolidated
Particulars
2021-22 2020-21 2021-22 2020-21
COMPANY OVERVIEW
Income from 7,294 6,921 12,544 11,632
“We don’t just Generate and Distribute Electrical Power… We operations
Generate Association and Distribute Assurance.” Other Income 185 180 276 242
Total Income 7,479 7,101 12,820 11,874
CESC is India’s first fully integrated electrical utility company Profit before 328 390 1,179 1,328
ever since 1899, generating and distributing power. regulatory Income
and Tax
We are the sole distributor of electricity within an area of
Regulatory Income 716 457 737 424
567sq km of Kolkata, Howrah and adjoining areas and serve
Profit before tax 1,044 847 1,916 1,752
3.5 million consumers which include domestic, industrial, and
Profit for the year 816 814 1,405 1,363
commercial users. We operate two thermal power plants in our
Other (15) (33) (11) (29)
licensed area generating 885 MW of power. These are Budge
comprehensive loss
Budge Generating Station (750 MW) and Southern Generating
Total comprehensive 801 781 1,394 1,334
Station (135 MW) within our licensed area.
Income
Amongst others, we have through a wholly-owned subsidiary,
The financial results and the results of operations, including
Haldia Energy Limited, commissioned Haldia thermal power
major developments have been further discussed in detail in
plant, which is a 600 MW project at Haldia, West Bengal. The
the Management Discussion and Analysis Report.
entire power from Haldia is utilised to meet the total power
requirement of CESC. The power from Haldia propagates to
the city through dedicated 400KV network. DIVIDEND

From our embedded generating station along with power During the year, an interim dividend of 450% i.e. H 4.50 per
from Haldia, we met around 89% of our customers’ electricity equity share was paid within the permissible timeline after
requirement during the year. deducting the tax at source pursuant to prevailing laws.
The above dividend was declared in terms of the Dividend
We continuously strive to provide the best-in-class service Distribution Policy of the Company.
to our consumers. We have carefully designed each of our
Online Services in a way, that can be seamlessly accessed and The Notice convening the ensuing Annual General Meeting
operated through the electronic platform. This enables our (“AGM”) of the Members of the Company includes an item for
Consumers to avail all our services online, from the comfort confirmation of the said interim dividend.
of their homes.
According to Regulation 43A of the Listing Regulations, the top
Our zeal lies to stay true and deliver exceptional service to all 1000 listed entities based on market capitalization, calculated
our stakeholders, who are with us on this relentless journey as on March 31 of every financial year are required to formulate
with a hope that they will continue to be part of our journey. a Dividend Distribution Policy which shall be disclosed on
the website of the listed entity and a web-link shall also be
provided in their annual reports. Accordingly, the Company
FINANCIAL RESULTS
has adopted Dividend Distribution Policy which sets out the
In compliance with the provisions of the Companies Act, parameters and circumstances to be considered by the Board
2013 (‘the Act’), and SEBI (Listing Obligations and Disclosure in determining the distribution of dividend to its shareholders
Requirements) Regulations, 2015 (‘Listing Regulations’) the and / or retaining profits earned by the Company. The policy
Company has prepared its standalone and consolidated can be accessed using the link https://www.cesc.co.in/wp-
financial statements as per Indian Accounting Standards for content/uploads/policies/Dividend_Policy.pdf.

28 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

ALTERATION OF ARTICLES OF ASSOCIATION subsidiary companies are available on the Company’s website
at https://www.cesc.co.in/?cat=25
During the year under review, the Articles of Association (“AOA”)
of the Company was altered by adoption of a new restated AOA The Company has formulated a Policy for determining Material
in substitution and supersession of existing AOA. The said new Subsidiaries. The Policy is available on the Company’s website
restated AOA was approved by the members of the Company and can be accessed at: https://www.cesc.co.in/wp-content/
through postal ballot by way of remote electronic voting. uploads/policies/POLICY_ON_MATERIAL_SUBSIDIARIES.pdf

MANAGEMENT DISCUSSION AND ANALYSIS CONSOLIDATED FINANCIAL STATEMENTS

Pursuant to Regulation 34 of Listing Regulations, the In accordance with the provisions of the Companies Act, 2013
Management Discussion and Analysis Report for the year (“the Act”) read with applicable Accounting Standards and
under review, is presented in a separate section elsewhere in the Listing Regulations, consolidated financial statements of
the report as Annexure ‘A’. the Company for the Financial Year 2021-22, duly audited by
Company’s Auditors M/S S. R. Batliboi & Co. LLP, Chartered
TRANSFER OF AMOUNT TO INVESTOR EDUCATION Accountants, forming a part of the Annual Report and shall be
AND PROTECTION FUND laid before the AGM of the Company as required under the Act.

Pursuant to the provisions of Investor Education and Protection The audited financial statements including the consolidated
Fund Authority (Accounting, Audit, Transfer and Refund) Rules, financial statements of the Company and all other documents
2016, as amended, the shares on which dividend remains required to be attached thereto, are available on the Company’s
unpaid / unclaimed for seven consecutive years or more shall website and can be accessed at https://www.cesc.co.in/?cat=16.
be transferred to the Investor’s Education and Protection Fund
(‘IEPF’) after giving due notices to the concerned shareholders.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
The details of equity shares transferred to IEPF are given
At the 43rd AGM of the Company held on August 18, 2021,
elsewhere in the report and also available on the Company’s
the shareholders approved: (i) appointment of Mr. Debanjan
website at https://www.cesc.co.in.
Mandal as an Independent Director for a term of five years
During the Financial Year 2021-22, the Company has effective May 10, 2021, (ii) re-appointment of Mr. Pradip
transferred the unpaid/ unclaimed dividend to the Investors Kumar Khaitan as a Non-Executive Non-Independent Director
Education and Protection Fund (‘IEPF’) Account established by in terms of Regulation 17(1A) of the Listing Regulations, and
the Central Government in compliance with the provisions of (iii) re-appointment of Dr. Sanjiv Goenka as a Non-Executive
the above rules.The Company has also uploaded the details Director liable to retire by rotation.
of unpaid and unclaimed dividend amounts lying with the
Company on the Company’s website https://www.cesc.co.in. During the year under review Mr. Kalaikuruchi Jairaj
(DIN:01875126), Independent Director, resigned from the Board
The shareholders whose unpaid dividend / shares are of Directors of the Company with effect from December 29,
transferred to the IEPF can request the Company / Registrar 2021 due to his personal reasons. Mr. Jairaj was on the Board
and Transfer Agent as per the applicable provisions in the since August 1, 2014 and made significant contribution as a
prescribed Form No. IEPF-5 for claiming the unpaid dividend Director during his tenure. The Board places on record its
/ shares out of the IEPF. The process for claiming the unpaid appreciation to Mr. Jairaj for his invaluable contribution.
dividend / shares out of the IEPF is also available on the
Company’s website at http://www.cesc.co.in. On the recommendation of the Nomination & Remuneration
Committee (NRC), the Board recommends the following
re-appointment(s): (i) re-appointment of Mr. Debasish Banerjee
SUBSIDIARIES
(DIN: 06443204), who retires by rotation and being eligible has
As on March 31, 2022, the Company had eighteen subsidiaries. offered himself for re-appointment as a director liable to retire
During the year under review, Surya Vidyut Limited (SVL) by rotation (ii) re-appointment of Mr. Pradip Kumar Khaitan
ceased to be a subsidiary of the Company consequent to sale (DIN: 00004821) as a Non-Executive Non-Independent Director
of SVL’s shares to Torrent Power Limited in terms of Share in terms of Regulation 17(1A) of the Listing Regulations. Notice of
Purchase Agreement executed with them. the AGM includes appropriate Resolutions seeking your approval in
respect of both the above re-appointments.
Details of operations of the Company's subsidiaries are set
out in Management Discussion and Analysis, which forms In the opinion of the Board, all the Directors, including
part of the Annual Report. Pursuant to Section 129(3) of the the Directors proposed to be re-appointed, possess the
Act read with Rule 5 of the Companies (Accounts) Rules, requisite qualifications, experience and expertise and hold
2014, a statement containing salient features of the financial high standards of integrity. All of the Independent Directors
statement of the subsidiary companies in Form No. AOC- are exempt from the requirement of passing the proficiency
1 is given in the Annual Report. The statement also provides test. The Company has received declarations from all the
details of the performance and the financial position of each Independent Directors of the Company confirming that they
of the subsidiaries. Copies of the financial statements of the meet the criteria of independence prescribed under the Act and

29
the Listing Regulations. In terms of Section 150 of the Act read Director. The NRC is also responsible for recommending
with Rule 6 of the Companies (Appointment and Qualification to the Board, a policy relating to the remuneration of the
of Directors) Rules, 2014, as amended, Independent Directors Directors, Key Managerial Personnel and other employees. In
of the Company have registered their names in the data bank line with this requirement, the Board has adopted the Policy
of Independent Directors maintained with the Indian Institute on Remuneration for Directors, Key Managerial Personnel and
of Corporate Affairs. other employees.

The list of key skills, expertise and core competencies of the Board
of Directors is provided in the Report on Corporate Governance BOARD EVALUATION
forming part of this report. Details, such as brief resumes, nature
In order to ensure that the Board and Committees of Board
of expertise in specific functional areas, names of companies in
are functioning effectively and to comply with statutory
which the above-named directors hold directorships, committee
requirements, the annual performance evaluation of the
memberships/ chairpersonships, shareholding in CESC, etc. are
Board, Committees of Board and individual directors was
furnished in the Notice of the AGM.
conducted during the year. The evaluation was carried out
The criteria for determining qualification, positive attributes and based on the criteria and framework approved by the NRC.
independence of a director are given in the, Remuneration Policy. A detailed disclosure on the parameters and the process of
The said Policy for Directors, Key Managerial Personnel and Senior Board evaluation as well as the outcome has been provided in
Managerial Personnel is uploaded on the website of the Company the Report on Corporate Governance.
and its accesible at https://www.cesc.co.in/wp-content/uploads/
policies/REMUNERATION%20POLICY_CESC_SM.pdf COMMITTEES OF THE BOARD
As on March 31, 2022, the Company has the following Key The various Committees of the Board focus on certain specific
Managerial Persons (KMP) as per Section 2(51) of the Act: areas and make informed decisions in line with the delegated
authority.
Key Managerial
No Designation The following statutory Committees constituted by the Board
Personnel
according to their respective roles and defined scope:
1 Mr. Rabi Chowdhury Managing Director(Generation)
2 Mr. Debasish Banerjee Managing Director(Distribution) • Audit Committee
3 Mr.Rajarshi Banerjee ED& CFO • Nomination and Remuneration Committee
4 Mr. Jagdish Patra Company Secretary and • Corporate Social Responsibility Committee
Compliance Officer • Stakeholder’s Relationship Committee
• Risk Management Committee
None of the Managing Directors received any commission from
any of the Company’s subsidiaries. During the year under review, Details of the composition, terms of reference and number
the Non-Executive Directors of the Company had no pecuniary of meetings held for respective committees are given in the
relationship or transactions with the Company, other than sitting Report on Corporate Governance.
fees and commission, as applicable, received by them.
The Company has adopted a Code of Conduct and Ethics for
Five meetings of the Board of Directors were held during its Directors and Senior Management Personnel. The same
the year on May 10, 2021, June 16, 2021, August 11, 2021, can be accessed at https://www.cesc.co.in/wp-content/
November 11, 2021 and January 13, 2022. uploads/2014/02/Code-of-Conduct.pdf.

All Directors and Senior Management Personnel have affirmed

SECRETARIAL STANDARDS
the compliance with the said Code of Conduct and Ethics.
The Company has complied with the applicable Secretarial
The Managing Directors have also confirmed and certified the
Standards, issued by the Institute of Company Secretaries of
same and the certification is given elsewhere in the report.
India and notified by the Ministry of Corporate Affairs, Govt.
of India, relating to Meetings of the Board of Directors and
General Meetings respectively. EQUITY CAPITAL AND DEBT SECURITIES

Equity Shares
CRITERIA ON BOARD DIVERSITY AND DIRECTOR
ATTRIBUTES AND REMUNERATION POLICY FOR Pursuant to the approval of the Members of the Company at
DIRECTORS, KEY MANAGERIAL PERSONNEL AND the Forty-third AGM held on August 18, 2021, the equity shares
OTHER EMPLOYEES of your Company were sub-divided for each equity share of
face value of H 10/- into ten equity shares of face value of
In terms of the provisions of Section 178(3) of the Act Re. 1/- each, thereby keeping the paid up share capital intact.
and Regulation 19 read with Part D of Schedule II to the
Listing Regulations, the NRC is responsible for determining The equity shares of the Company continue to be listed on
qualification, positive attributes and independence of a BSE Limited and the National Stock Exchange of India Ltd.

30 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

The Company has paid the requisite listing fees to the Stock A certificate from the Auditors of the Company confirming
Exchanges up to the financial year 2022-23. compliance with the conditions of Corporate Governance, as
stipulated under the Listing Regulations, is annexed to this report.
Issue of Debentures

During the year, the Company had issued and allotted, on DETAILS OF SIGNIFICANT AND MATERIAL ORDERS
private placement basis, Secured, unlisted Non Convertible
Redeemable Debentures (NCDs) aggregating to H 500 crore No significant and material order was passed by any regulator
for cash at par, in compliance with the applicable circulars of or court or tribunal impacting the going concern status and
the Securities and Exchange Board of India on issue of debt your Company’s operations in future.
securities by certain large corporates.

The funds raised through NCDs have been utilized as per CORPORATE INSOLVENCY RESOLUTION PROCESS
terms of the issue. INITIATED UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 (IBC)
DIRECTORS’ RESPONSIBILITY STATEMENT There was no proceeding, initiated by any Financial Creditor or
Operational Creditor or by the Company, under the Insolvency
Your Directors hereby state and confirm that:
and Bankruptcy Code, 2016 as amended, before National
i) in the preparation of the accounts for the Financial Year Company Law Tribunal or other courts during the Financial
ended March 31, 2022, the applicable accounting standards Year 2021-2022.
have been followed alongwith proper explanation relating
to the material departures, if any;
CHANGE IN THE NATURE OF BUSINESS
ii) the Directors have selected such accounting policies
During the year under review, there was no change in the
and applied them consistently and made judgments and
nature of the business of the Company.
estimates that are reasonable and prudent so as to give a
true and fair view of the state of affairs of the Company
at the end of the financial year and of the profit of the CORPORATE SOCIAL RESPONSIBILITY
Company for that period;
As a responsible utility serving the city of Kolkata for more
iii) the Directors have taken proper and sufficient care for than 100 years, your Company has a commitment to serve the
the maintenance of adequate accounting records in society. As the Company continues to play a dynamic role in
accordance with the provisions of the Act for safeguarding India’s power sector, our community engagements are creating
the assets of the Company and for preventing and value in a manner that is environmentally sustainable and
detecting fraud and other irregularities; socially uplifting. Through the CSR initiatives, your Company is
dedicated to the cause of providing, access to basic services,
iv) the Directors have prepared the annual accounts on a
empowering people, educating them and improving their
going concern basis;
quality of life. The Company undertakes programmes based
v) the Directors have laid down internal financial controls on identified needs of the community around healthcare,
to be followed by the Company and that such internal education, safe drinking water and sanitation, child protection
financial controls are adequate and are operating as well as through livelihood generation and skill development.
effectively; and
Through Nayee Roshni Project, the Company facilitates
vi) the Directors have devised proper systems to ensure underprivileged children in urban slums to acquire quality
compliance with the provisions of all applicable laws and education with level- appropriate reading and writing ability. Child-
that such systems are adequate and operating effectively. friendly environment in schools is created through provision of
safe drinking water and sanitation facilities under Nirmal Abhiyan
CORPORATE GOVERNANCE Project. The Company’s Hamari Awaaz Project seeks to create child
friendly communities in urban slums by mobilising, sensitising and
The Company is committed to maintain the highest standards empowering communities to fight against child labour and foster
of Corporate Governance and adhere to the related child protection. Improvement of health and nutrition status of
requirements set out in the Listing Regulations. pregnant women, lactating mothers, adolescent girls and children
in 0-6 years age group through Suswasthya Project is another
In compliance with Regulation 34 read with Schedule V of the
focus area of CESC’s CSR initiatives. Under the Nirmal Parivesh
Listing Regulations, a Report on Corporate Governance for the
project, community-based water and sanitation initiatives have
year under review, is presented in a separate section elsewhere
been undertaken for protection of environment and promotion
in the Report as Annexure ‘B’ and Additional Shareholder
of sustainable development. CESC supports skill development
Information as Annexure ‘C’.
projects, such as, Saksham, Udaan, Prayas and Pragati in several

31
locations for employment generation among underprivileged RELATED PARTY TRANSACTIONS
youths. Across the different programme areas focused by the
Company, its endeavour is to reach out to the disadvantaged and All contracts / arrangements / transactions entered by the
the marginalized sections of the society, and thereby, contribute to Company during the financial year under review with related
the regional and national development goals. parties, were in ordinary course of business and on an arm’s
length basis. Therefore, the disclosure of Related Party
CESC has also been actively supporting a project undertaken Transactions as required under Section 134(3)(h) of the Act in
by the RP-Sanjiv Goenka Group CSR Trust of which CESC Form AOC-2 is not applicable to the Company for the Financial
is a part for setting up in Kolkata, a school of international Year 2021-22 and hence the same is not provided.
standard. The construction work for the school building is still
in process. During the year, the Company amended the Policy on Dealing
with Related Party Transactions (‘RPT Policy’) in view of the
In terms of Companies (Corporate Social Responsibility Policy) amendments issued by SEBI and to simplify the process
2014, as amended, the Company has revised its Corporate of transaction approval sought from the Audit Committee.
Social Responsibility Policy, a brief outline of which along The Policy on Materiality of Related Party Transactions and
with the required disclosures are annexed elsewhere in this on dealing with Related Party Transactions as approved by
report. The CSR Policy is uploaded on Company’s website the Board is available on the Company’s website and can be
and can be accessed at https://www.cesc.co.in/wp-content/ accessed at https://www.cesc.co.in/wp-content/uploads/
uploads/policies/CSR_Policy.pdf. A detailed section on the policies/RELATED_PARTIES_POLICY.pdf
activities undertaken during the year under review is included
in Annexure ‘D’ and forming a part of this report. Transactions with related parties entered into in the normal
course of business are periodically placed before the Audit
Committee of the Board for its review and approval. Members
BUSINESS RESPONSIBILITY AND SUSTAINABILITY may please refer to Note 42 to the Standalone Financial
REPORT (BRSR) Statements for requisite disclosure in respect of related parties
In recent times, adapting to and mitigating climate change and transactions entered into with them during the Financial
impact, inclusive growth and transitioning to a sustainable Year 2021-22.
economy have emerged as major issues globally. There is an
increased focus of investors and other stakeholders seeking RISK MANAGEMENT
businesses to be responsible and sustainable towards the
environment and society. Thus, reporting of Company’s Your Board has formed a Risk Management Committee to
performance on sustainability related factors has become as frame, implement and monitor the risk management policy for
vital as reporting on financial and operational performance. the Company. The Committee is responsible for monitoring
and reviewing the risk management plan and ensuring its
In terms of amendment to regulation 34 (2) (f) of Listing effectiveness. The Audit Committee has additional oversight
Regulations, SEBI has introduced new reporting requirements in the area of financial risks and controls. The major risks
on ESG parameters called the Business Responsibility and identified by the businesses and functions are systematically
Sustainability Report (BRSR) which seeks disclosures from addressed through mitigating actions on a continuing basis.
listed entities on their performance against the nine principles
of the ‘National Guidelines on Responsible Business Conduct’
PREVENTION OF SEXUAL HARASSMENT OF
(NGBRCs) and reporting under each principle is divided into
WOMEN AT WORKPLACE
essential and leadership indicators.
The Company is committed to providing a safe and conducive
CESC has been a torchbearer of responsible business
work environment to all its employees and associates. The
practices, always ensuring its decisions balance social and
Company has a Policy on Prevention of Sexual Harassment
environmental considerations with financial factors. We
at Workplace, which is available on the Company website
have always believed that being responsible and reliable also
at https://www.cesc.co.in. The Company has constituted
means being sustainable. These principles have always been
an Internal Complaints Committee in compliance with the
an integral part of strategic planning of the Company both to
provisions of the Sexual Harassment of Women at Workplace
manage risk as well as to enable long term sustainable growth
(Prevention, Prohibition and Redressal) Act, 2013 and is fully
and value creation.
compliant. The Audit Committee oversees compliance at
As stipulated under the Listing Regulations, the BRSR describing regular intervals. Details of complaints received/disposed
the initiatives taken by the Company from an environmental, social during Financial Year 2021-22 are provided in the Report on
and governance perspective, is given in the report as Annexure -’E’. Corporate Governance.

32 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

INTERNAL FINANCIAL CONTROL (IFC) AND ITS the Financial Year 2021-22 on or before the due date. The
ADEQUACY Cost Audit Report, for the year ended March 31, 2021, was filed
with the Central Government within the prescribed time. The
CESC has laid down an adequate system of internal controls, Company maintains the Cost Records as per the provisions of
policies and procedures for ensuring orderly and efficient Section 148(1) of the Act.
conduct of the business, including adherence to the Company’s
policies, safeguarding of its assets, prevention and detection In accordance with the provisions of Section 148 of the Act
of frauds and errors, accuracy and completeness of the read with the Companies (Audit and Auditors) Rules, 2014,
accounting records and timely preparation of reliable financial since the remuneration to be paid to the Cost Auditors for
disclosures. The IFC are adequate and operating effectively. the Financial Year 2022-23 is required to be ratified by the
Effectiveness of IFC is ensured through Management reviews, members, the Board of Directors recommends the same for
controlled self-assessment and independent testing by the approval by members at the ensuing AGM. The proposal forms
Internal Auditor. part of the Notice of the AGM.

The Company is required to maintain cost records as specified

AUDITORS AND AUDITORS’ REPORT by the Central Government under Section 148(1) of the Act
and such records are made and maintained accordingly.
M/s S R Batliboi & Co. LLP, Chartered Accountants, (ICAI Firm
Registration No.301003E/E300005) was appointed as the
Auditors of the Company for a term of five consecutive years, SECRETARIAL AUDIT REPORT
at the Thirty-ninth AGM of the Company and their appointment
The Board had appointed M/S. S.M. Gupta & Co.,(Firm Regn.
shall cease at the conclusion of the forthcoming AGM.
No S1993WB816800) Company Secretaries, as the Secretarial
As per the provisions of Section 139 of the Act, the Board of Auditors of the Company to conduct the secretarial audit for
Directors of the Company, on the recommendation of the the Financial Year 2021-22.
Audit Committee, recommends re-appointment of M/s S R
The Secretarial Audit Report for the Financial Year ended
Batliboi & Co. LLP, Chartered Accountants for a further period
March 31, 2022 is annexed as Annexure ‘F’ forming part of this
of five years i.e. upto the conclusion of 49th AGM.
Report.
M/s S R Batliboi & Co. LLP, Chartered Accountants, (i) have
As per the requirements of the Listing Regulations, Practicing
expressed their willingness to be re-appointed as Auditors
Company Secretaries of the material unlisted subsidiaries of the
for a further term, (ii) have submitted their confirmation to
Company have undertaken Secretarial Audit for the Financial
the effect that they continue to satisfy the criteria provided in
Year 2021-22. The Secretarial Audit Reports of such material
Section 141 of the Act and (iii) that their appointment is within
unlisted subsidiaries confirms that they have complied with the
the limits prescribed under Section 141(3)(g) of the Act.
provisions of the Act, Rules, Regulations, and Guidelines and
A resolution proposing re-appointment of M/s S R Batliboi & that there were no deviations or non-compliances. Secretarial
Co. LLP, as the Auditors of the Company and their remuneration Audit Reports of Haldia Energy Limited, Dhariwal Infrastructure
pursuant to Section 139 of the Act, along with the statement, Limited and Noida Power Company Limited, three material
forms part of the Notice of 44th AGM. unlisted subsidiaries of the Company, are also forming part of
the Report and attached as Annexures ‘F1’, ‘F2’ and ‘F3’.
The Auditors’ Report annexed to the financial statements for
the year under review does not contain any qualification,
reservation, adverse remark or disclaimer. The Auditors have
VIGIL MECHANISM / WHISTLE BLOWER POLICY
not reported any instance of fraud referred to in Section 134(3) Your Company believes in the conduct of the affairs of its
(ca) of the Act. constituents in a fair and transparent manner by adopting the
highest standards of professionalism, honesty, integrity and
COST AUDITORS AND COST AUDIT REPORT ethical behaviour. In line with the Company’s code of conduct,
any actual or potential violation, howsoever insignificant
The Board of Directors, on the recommendation of the or perceived as such, would be a matter of serious concern
Audit Committee, had appointed M/s Shome & Banerjee, for the Company. The role of the employees in pointing out
Cost Accountants (Firm Registration No 000001) as the Cost such violations of the Company’s code of conduct cannot be
Auditors to conduct the audit of Company’s cost records for undermined.
the Financial Year ended March 31, 2022. The Cost Auditors
have confirmed that they are not disqualified pursuant to the In view of the above, your Company has established a robust
provisions of Section 141 of the Act read with Section 139 and Vigil Mechanism / Whistle-blower policy in accordance
148 of the Act. The Cost Auditors will submit their report for with provisions of the Act and Listing Regulations for

33
reporting genuine concerns over happening of instances Section 136(1) of the Act, the Annual Report is being sent to
of any irregularity, unethical practice and/or misconduct for the Members excluding the Annexure I. The said statement
Directors, employees and stakeholders. The details of the is available for inspection with the Company. Any Member
said policy have been disclosed on the Company’s website interested in obtaining a copy of the same may write to the
https://www.cesc.co.in. The Vigil Mechanism / Whistle- Company Secretary at [email protected].
blower policy provides a mechanism for employees of the
Company to approach the Chairman of the Audit Committee None of the employees listed in the said Annexure are related
of the Company through the Company Secretary for redressal. to any Director of the Company.
No person had been denied access to the Chairman of the
The Company has in place a Remuneration Policy for
Audit Committee and there was no such reporting during the
Directors, Key Managerial Personnel and other employees,
Financial Year 2021-22.
duly recommended by the Nomination and Remuneration
Committee and approved by the Board. Other details relating
PARTICULARS OF LOANS, GUARANTEES OR to remuneration paid during the year to Directors are furnished
INVESTMENTS in the Report on Corporate Governance which forms a part of
this report.
Your Company, being a company providing infrastructural
facilities, is exempt from the provisions applicable to loans,
guarantees, security and investments under Section 186 (11) INDUSTRIAL RELATIONS
of the Act. Therefore, no details are required to be provided.
Industrial relations in the Company, during the year, continued
to be cordial. A detailed section on the Company’s Human
FIXED DEPOSITS Resource initiatives is included in the Management Discussion
and Analysis forming a part of this report.
Your Company during the year, has not accepted any deposit
and, as such no amount of principal or interest was outstanding
as on the date of the Balance Sheet. COVID 19 PANDEMIC

India and other global markets experienced significant

CONSERVATION OF ENERGY, RESEARCH & disruption in operations resulting from uncertainty caused
DEVELOPMENT, TECHNOLOGY ABSORPTION, by the worldwide outbreak of Coronavirus pandemic. The
FOREIGN EXCHANGE EARNINGS AND OUTGO Company’s business includes Generation and Distribution
of power within its licensed area in the state of West Bengal,
The information relating to conservation of energy, research India. Considering power supply being an essential service,
& development, technology absorption and foreign exchange management believes that there is not much of a long term
earnings and outgo, as required under Section 134 of Act impact likely due to this pandemic on the business of the
read with the Companies (Accounts) Rules, 2014 is given in Company , its subsidiaries and joint venture except some lower
Annexure-’G’, forming a part of this report. demand and its consequential impact on supply and collection
from consumers, which are believed to be temporary in nature.
ANNUAL RETURN The Company has duly ensured compliance with specific
regulatory directives issued in the related matter.
Pursuant to Section 92 of the Act and Rule 12 of the Companies
(Management and Administration) Rules, 2014, the Annual The Company is taking all necessary steps and precautionary
Return is available on the website of the Company on the measures to ensure smooth functioning of its operations/
following link at https://www.cesc.co.in/wp-content/uploads/ business and to ensure the safety and well-being of all its
annreport/Annual_Return.pdf. employees. The Company is closely monitoring developments,
its operations, liquidity and capital resources and is actively
working to minimize the impact of this unprecedented
PARTICULARS OF EMPLOYEES AND RELATED
situation. The Company is also monitoring the operations of
DISCLOSURES
its subsidiaries and joint venture, basis which, no impairment
The information required under Section 197(12) of the Act is required to be recognized in respect of such investments.
read with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, is GREEN INITIATIVES
attached as Annexure - ‘H’.
Pursuant to the relevant circulars issued by Ministry of
Details of employee remuneration as required under provisions Corporate Affairs, Government of India (MCA) and Securities
of Section 197 of the Act and Rule 5(2) and 5(3) of the aforesaid & Exchange Board of India and in view of the prevailing
Rules are provided in Annexure I. In terms of proviso to situation of the pandemic, owing to the difficulties involved

34 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

in dispatching of the physical copies of the Notice of the forty The Directors are also thankful to the Government of India,
fourth AGM and the Annual Report of the Company for the the various ministries of the State Governments, the central
year 2021-22, the said documents are being sent only by email and state electricity regulatory authorities, communities in
to the shareholders. the neighborhood of our operations, municipal authorities of
Kolkata and local authorities in areas where we are operational
The Company supports the ‘Green Initiative’ undertaken by in India for all the support rendered during the year.
the MCA, enabling electronic delivery of documents including
Annual Report etc. to shareholders at their e-mail address The Directors regret the loss of lives due to COVID-19
already registered with the Depository Participants (“DPs”) pandemic and are deeply grateful and have immense respect
and Registrar and Transfer Agents (“RTA”). Additionally, the for every person who risked their life and safety, to fight this
Company conducts various meetings by means of electronic pandemic. Finally, we appreciate and value the contributions
mode in order to ensure the reduction of carbon footprint. made by all our employees and their families for making the
Company what it is.
In view of the above, shareholders who have not yet
registered their email addresses are requested to register the Your Directors are also grateful for your continued
same with their DPs/ the Company’s RTA for receiving all encouragement and support.
communications, including Annual Report, Notices, Circulars
etc. from the Company electronically.

ACKNOWLEDGEMENT
On behalf of the Board of Directors
The Board of Directors wishes to place on record its deep
sense of appreciation for the committed services by all the
employees of the Company, co-operation received from the Dr. Sanjiv Goenka
shareholders, business partners, financial institutions, banks, Place : Kolkata Chairman
consumers and vendors during the year under review. Date : May 13, 2022 DIN: 00074796

35
MANAGEMENT DISCUSSION AND ANALYSIS
(Annexure ‘A’ to the Board’s Report)

CESC Limited (‘CESC’ or ‘the Company) is a flagship company move aggressively towards achieving climate change goals
of the RP-Sanjiv Goenka Group. It is an integrated power utility by investing in energy efficiency and at the same time shift to
engaged in the generation and distribution of electricity across zero-carbon sources of energy such as renewables.
567 square kilometres of its licensed area — Kolkata, Howrah,
Hooghly, North and South 24 Parganas in West Bengal — According to the World Energy Outlook 2021 released by the
supplying safe, cost-effective and reliable electricity to its 3.5 IEA in October 2021, total primary energy demand under the
million Customers. The Company, through its subsidiaries, ‘Stated Policies Scenario (SPS)’1 will grow by 155 exajoules2
also has a portfolio of independent power generation projects (EJ) — from 589 EJ in 2020 to 744 EJ in 2050 (see Chart A) —
and distribution ventures in other parts of the country. at a compound annual growth rate (CAGR) of 0.8%. Advanced
This chapter presents an overview of the macroeconomic economies,3 which used to account for over half of global
environment as well as the operational and financial energy demand in 2000, will see their share decline from 34%
performance of CESC. It also discusses important initiatives in 2020 to 25% by 2050. Demand from advanced economies
taken by the Company and its subsidiaries during the year to will also come down in absolute terms from 201 EJ in 2020 to
achieve its growth and performance objectives. 189 EJ in 2050.

A considerable part of the rise in global energy demand

ECONOMIC OVERVIEW between 2020 and 2050 will come from China and India. Their
Global Energy Scenario combined energy demand would grow from 183 EJ in 2020 to
228 EJ in 2050 (see Chart B), in stark contrast to the decline in
As the global economy came out of the pandemic-induced demand from the advanced world noted earlier.
recession, there was a sharp rise in energy prices in 2021 —
with prices of natural gas, coal and electricity recording their India’s energy demand is projected to increase by 33 EJ
highest ever levels in several parts of the world. Outages on — a CAGR of 2.2% — from 38 EJ in 2020 to 71 EJ in 2050.
the supply side and weather related aspects also played their Significantly, this increase in demand from India will be higher
part, as did the fact that the ongoing structural shifts in fuel than that of China, which is estimated to grow by 11 EJ during
mix and technologies constrained the ability to respond to the the same period. With considerable rise in demand, these two
demand-supply imbalance. countries alone will account for 31% of global energy demand
in 2050. Overall, China, the US and India will continue to be
The war in Ukraine made this difficult situation worse with the top three consumers of energy in the world in 2050, with
sharp increases not just in energy prices but all other major their shares being 21.1%, 11.2% and 9.5%, respectively.
commodity groups such as food, fertiliser, metals and minerals.
According to the Commodities Market Outlook published Chart B: Comparative Energy Demand (EJ)
by The World Bank in April 2022, energy prices are expected
300 United States China and India
to rise further in 2022, before easing in 2023 and 2024. This
China India
further reinforces the key priorities facing the sector: to 250 228

Chart A: Total Primary Energy Demand (EJ) 200 183

157
1,000 146
150
Developing Advanced
744

800 100 88 84
671
589

37
545

600 50 71

0
400 322 388 468 555 2010 2020 2030 2050
Source: Stated Policies Scenario, World Energy Outlook 2021, IEA
200
223 201 203 189 In terms of energy sources, fossil fuels — coal, oil and gas —
will continue to be dominant, though their share in global
0
2010 2020 2030 2050 energy demand will come down considerably from 79% in
2020 to 66% in 2050 (see Chart C). This is primarily due to
Source : Stated Policies Scenario, World Energy Outlook 2021, IEA
the push for renewable technologies, which will contribute

‘Stated Policies Scenario’ reflects current policy settings based on a sector-wise assessment of specific policies that are in place, as well as those that have
1

been announced by governments around the world.

2
1 exajoule (EJ) = 23.88 million tons of oil equivalent (Mtoe) = 277778 gigawatt-hour (GWh)
3
In this report, advanced economies refer to North America, Europe and Japan.

36 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

around 80% of the increase in energy demand between 2020 This increase in electricity generation between 2020 and
and 2050, resulting in an increase in their share from 12% in 2050 will also have a significant implication on the fuel mix. As
2020 to 26% in 2050. shown in Chart D, share of fossil fuels in electricity generation
is expected to come down drastically from 62% in 2020 to 32%
Chart C: Global Energy Mix-Fuel Source
by 2050. Renewable sources — solar, wind, hydro and modern
Nuclear Other Nuclear Other bioenergy — will become the dominant source of power
5% 3% 5% 3%
Coal Coal
Renew
26%
Renew
16%
accounting for 60% of the total power generation by 2050.
12% 26%

India’s Power Scenario

The demand of power in India recovered strongly during the

year. Electricity demand in India increased by over 100 billion
Current 2020 Long Term: 2050 units (BU) — a growth of 8.2% — from 1,276 BU in 2020-21
to 1,380 BU in 2021-22 (Chart E), surpassing the 2019-20
pre-Covid level. Most of this demand was met by the system, with
a shortfall limited to 5.8 BU or about 0.4% of the total demand.

Gas Oil Gas Oil Chart E: Electricity Demand in India (Billion Units)
24% 29% 24% 27%

1,380
Source: Stated Policies Scenario, World Energy Outlook 2021, IEA 1,500

1,291

1,276
1,275
1,212
An important aspect of global energy dynamic is rise in 1,200
electricity demand — led by, Commercial and Industrial sectors
requirement to comply with their Net-Zero commitments and
hence reduce GHG emmissions through process automation 900
and conversion of less efficient fuel with cleaner and safer
option like electricity, higher penetration of household 600
appliances, cooling and electric vehicles. Under the Stated
Policies Scenario, electricity generation is expected to grow at
300
a CAGR of 1.9% — which is more than twice the rate of overall
demand for energy— from 26,762 terawatt hour (TWh) in 2020
to 46,703 TWh in 2050. It is also worth noting that with more 0
aggressive commitments and policy action4 by governments 2017-18 2018-19 2019-20 2020-21 2021-22
to achieve climate goals, while global energy demand in 2050 Power generation capacity also increased, with the addition
might end-up at levels below the actual demand in 2020, there of 17.3 GW in 2021-22 — reflecting a 4.5% growth over last
will be a more decisive shift towards consumption of electricity. year. This increase in capacity was overwhelmingly led by
renewable sources (includes Hydro), which accounted for
92% of this increase — growing from 141 GW in 2020-21 to
Chart D: Global Electricity Generation Outlook
157 GW in 2021-22. As a result, share of renewable power
Nuclear Nuclear
Coal grew to 39.2% by the end of 2021-22. Generation capacity
10% 8%
Coal 13%
Renew
35%
Oil_oth, in India stood at 399 GW at the end of 2021-22. Table 1 gives
28% 1%
the details.

Table 1: Power Generation Capacity in India: 2021-22,

By Fuel Source

Current 2020 Long Term: 2050 Fuel MW % Share Growth (%)

Coal & Lignite 2,10,700 52.7% 0.7%
Gas 24,900 6.2% -0.1%
Diesel 510 0.1% 0.0%
Gas Oil_oth, Renew Gas Thermal 2,36,110 59.1% 0.6%
23% 3% 60% 18% Nuclear 6,780 1.7% 0.0%
Hydro 46,723 11.7% 1.1%
Other Renewables 1,09,885 27.5% 16.4%
Total 3,99,498 100.0% 4.5%
4
 nder the ‘Sustainable Development Scenario’ of the IEA, which is consistent
U
with achieving even stricter outcomes targeted by the Paris Agreement, total Source: Central Electricity Authority
energy demand is estimated to stabilise and come down from 589 EJ in 2020
to 578 EJ in 2050. In contrast, electricity generation under this scenario will As shown in Table 2, the peak demand for power in 2021-22 was
grow at a CAGR of 2.6% to 57,950 TWh in 2050, which is substantially higher 203 GW whereas the peak power supply was 201 GW. Hence,
than 46,703 TWh under the baseline ‘Stated Policies Scenario’. the demand-supply situation remained broadly balanced, with
a nominal shortfall of 1.2% at the all-India level.

37
Table 2: Power Demand and Deficit: 2021-22 recent Monetary Policy Report released on April 8, 2022, the
RBI pegged India’s GDP growth in 2022-23 at 7.2%.
Peak Peak
Region Deficit Deficit %
Demand (MW) Met (MW)
KEY HIGHLIGHTS
Northern 73,305 72,935 370 0.5%
Western 65,433 65,205 228 0.3% 2021-22 started amidst conditions that were very similar to the
Southern 61,138 59,781 1,357 2.2% previous year, with lockdowns and mobility restriction due to
Eastern 26,019 25,145 874 3.4% the strong second wave of the Covid-19 pandemic, followed
North-Eastern 3,427 3,360 67 1.9% by Cyclone Yaas in May 2021. But CESC was much better
All India 2,03,014 2,00,539 2,475 1.2% prepared on this occasion with the right technology, systems
and processes to operate under these conditions. At the same
Source: Central Electricity Authority time, it also ensured 100% vaccination of its employees at the
earliest, further bringing down the risks of operating an essential
The demand-supply deficit at the regional level is due to
service — supplying 24x7 electricity to its 3.5 million Customers.
unsatisfactory situations in few areas: UT of Jammu & Kashmir
Even at the macroeconomic level, this made the return to
and Ladakh (8.1%) in the northern region; Andhra Pradesh (4.1%)
normalcy faster. The experience during and the third wave
in the southern region; Jharkhand (14.6%) and Bihar (9.3%) in the
of Covid-19 infections in January 2022 was even more
eastern region; and Arunachal Pradesh (14.6%), Nagaland (11.7%)
encouraging. As shown in Chart F, CESC’s electricity demand
and Mizoram (7.6%) and in the north-east. Other than these, no improved in 2021-22, especially during the first quarter, which
state or union territory had a peak power deficit exceeding 2%. was the most affected period in 2020-21.

Macroeconomic Outlook Chart F: Quarterly System Demand of CESC (MU)

The global economy bounced back sharply in 2021, recovering 3,500
from the significant decline in economic activity due to the

2,982
2,904
Covid-19 pandemic. According to the IMF, global output grew 3,000 2,805

at 6.1% in 2021, after an unprecedented contraction of (-)

2,294

2,378

2,350

2,225
3.1% in the previous year. India also registered an impressive 2,500

2,142
turnaround in performance. According to the Second Advance
2,000
Estimates released by the Central Statistics Office (CSO) in
February 2022, India’s Gross Domestic Product (GDP) grew
1,500
at 8.9% in 2021-22, compared to a contraction of (-) 6.6% in
2020-21. Both industry and services output grew significantly 1,000
at 10.3% and 8.6% respectively in 2021-22, even as agricultural
growth continued to be stable at 3.3%, same as last year. 500

Even as one cannot rule out subsequent waves of more virulent 0

forms of the virus — overall risks of the Covid-19 pandemic have Q1 (Apr-Jun) Q2 (Jul-Sep) Q3 (Oct-Dec) Q4 (Jan-Mar)

receded. The main reasons being: (i) a successful vaccination 2020-21 2021-22
campaign by the government; multiple vaccines and strong
coverage across the country, (ii) better understanding of the virus; Overall, system demand grew at 5% during the year,
more effective medical therapies, and (iii) better preparedness to from 9,801 million units (MU) in 2020-21 to 10,279 MU in
operate effectively under restrictions at all levels — government 2021-22. Even so, decline in demand for electricity — due
for service delivery, large organisations, local businesses and to Covid-related lockdowns and restrictions meant that
even households. In fact, this is clearly reflected in faster return electricity demand in 2021-22 continued to be less than the
to normalcy after outbreaks in 2021-22. pre-Covid level recorded in 2019-20.

The bigger challenge today is the war in Ukraine, which apart In this environment, focus continued to be on ensuring that
generation and distribution of electricity to its Consumers
from being a grave humanitarian crisis, threatens to derail the
remained unaffected, while maintaining high service levels
fragile recovery process. The economic effects of war are not
and bringing down distribution losses. A common underlying
localised, but impacting economies across the globe, through
theme of these measures is to prepare the organisation for the
commodity markets, trade and financial linkages. Inflationary future through mindful adoption of digital technologies, data
pressures, which led to tightening of monetary policy in and analytics based solutions — to automate operations for
Advanced Economies in early 2022, have become unhinged efficiencies and scale, better utilise assets and optimise operating
due to the war, especially in global commodities and energy. and capital expenditures — with the ultimate goal of moving to
an environment where information based decision making is the
Considering these, the IMF has moderated its growth norm. These initiatives are discussed in detail in the sections on
projections for 2022 to 3.6% in its latest estimates released ‘Generation’, ‘Distribution’ and `Customer Service’.
in April 2022, down from 4.9% estimated around six months Despite the challenging situation, CESC reported creditable
back. What is encouraging, however, is that India has results for 2021-22. Total standalone income (including
managed the situation well so far and is expected to continue other income) of CESC grew by 5.3% from J 7,101 crore in
to be the fastest growing large economy in 2022-23. In its 2020-21 to J 7,479 crore in 2021-22, even as electricity tariffs

38 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

remaining unchanged during the year. Although operating (excluding HEL). At the end 2021-22, cumulative generation
and other costs increased, in part due to high fuel costs, capacity of these projects stood at over 650 MW.
Standalone profit before taxes (PBT), after incorporating
regulatory income, grew by 23.2% from J 847 crore in 2020- • 
Distribution Ventures: Distribution licence for Greater
21 to J 1,044 crore in 2021-22. Profit after taxes (PAT) was Noida (Uttar Pradesh); three distribution franchisees (DFs)
J 814 crore in 2020-21 and J 816 crore in 2021-22. Further in Kota, Bharatpur and Bikaner in Rajasthan; and the DF
details are available in the section on ‘Financial Results’. in Malegaon, Maharashtra. These are operated by CESC’s
subsidiaries.
BUSINESS PERFORMANCE
KOLKATA OPERATIONS
CESC’s businesses comprise the Kolkata operations as well as
other generation and distribution ventures: Generation

• 
Kolkata Operations: Distribution of electricity, with own CESC operates a 750 MW generating station at Budge Budge,
generation facilities, across its licensed area in Kolkata, and a 135 MW generating station at Garden Reach (Southern).
Howrah, Hooghly, North and South 24 Parganas, West In addition, Haldia Energy Limited (HEL), a 100% subsidiary of
Bengal. Other than the 600 MW plant at Haldia, which is the Company, operates a 600 MW generating station at Haldia.
under its 100% subsidiary Haldia Energy Limited, (HEL), the HEL has a long-term power purchase agreement (PPA) for
operations are directly under CESC Limited. selling its power to CESC. During the year, total generation
from these plants was 10,003 million units (MU), out of which
• 
Generation Projects: Thermal and renewables projects 9,839 MU or 98.40% of the total generation in 2021-22 came
owned and operated by various subsidiaries of CESC from Budge Budge and Haldia.

Table 3: Performance of Key Generating Stations

2021-22 2020-21
Plant Capacity (MW)
PAF% PLF% Gen (MU) PAF% PLF% Gen (MU)

Budge Budge (BBGS), CESC 3 x 250 96.7% 84.7% 5,562 96.0% 82.5% 5,423
Haldia, HEL 2 x 300 94.7% 81.4% 4,277 93.5% 80.4% 4,225

PAF: Plant Availability Factor. PLF: Plant Load Factor.

Table 3 presents data on performance of the two key generating Both Budge Budge and Haldia stations are ISO 9001, ISO
stations — Budge Budge (BBGS) and Haldia (HEL). Both plants 14001, ISO 45001 and ISO 50001 certified in respect of Quality
recorded commendable performance during the year. Management Systems, Environment Management Systems,
Occupational Health and Safety Management Systems and
CESC has been at the forefront of using best-in-class technology Energy Management Systems. They have consistently excelled
and digital interventions to effect improvements in several in operating efficiencies, energy conservation, quality systems
key areas such as operations, maintenance, safety and asset and processes. For its energy conservation efforts, Haldia
management. The Centralised Remote Monitoring Control received the 1st runner-up prize at the 14th CII (ER) Energy
Room monitors the efficiency and reliability of major assets Conservation Awards, 2021.
through advanced pattern recognition systems using big data
analysis. The Asset Maintenance and Reliability Management CESC has set stringent environmental standards, and both Budge
system captures and analyses large amounts of data utilising Budge and Haldia plants continue to achieve 100% utilization of
cloud computing and big data analytics to provide a complete ash in an environment friendly manner. Ambient air quality and
picture of machine health with advance indications. Data stack emission are monitored continuously and data is transmitted
analytics is also used for optimisation of process parameters real time to statutory authorities. Both plants continuously
and for most efficient operation of the units. Internet of Things optimise their water usage by reducing consumption, reusing
(IoT) integration with wireless sensors for monitoring of critical and recycling wherever possible. BBGS is a zero liquid discharge
asset parameters is also being increasingly used. Digitalisation (ZLD) station and has a robust water treatment system for
of complex maintenance and overhauling procedures by onsite optimal water usage. Water consumption at both plants has been
visualisation using digital hand-held devices and application maintained well below the national standard.
of robotics for inspection of inaccessible areas have also been
adopted. At the same time, CESC is also alive to the digital Over the years, CESC has also excelled in environment and
security threats and has taken suitable protective measures, sustainability. These include medicinal and herbal gardens,
which are also in line with the guidelines issued by Ministry of automatic organic compost machines, rainwater harvesting,
Power, Government of India. Haldia has received a Certificate butterfly parks, tree plantation drives and biodiversity mapping.
of Appreciation at the 1st FICCI Industry 4.0 Awards for its During the year, Haldia published a coffee table book on
digital transformation projects. biodiversity after an in-depth study.

39
In 2021-22, 1,000 and 2,600 saplings were planted at Haldia and • Move from Preventive Maintenance to Predictive
Budge Budge respectively, taking total tree plantation at both condition-based maintenance with deployment of remote
plants to over one lakh each. HEL has earned the distinction asset health monitoring technologies. These include
of having over 30% of the plant area under green cover. The cutting-edge Industry 4.0 based Internet of Things (IoT)
administrative building at Haldia was earlier converted to an sensors embedded at transformers, RMU, LT pillar boxes;
IGBC-certified Platinum green building. Deployment of energy pan and tilt thermal cameras at outdoor substation; drones
efficient appliances and fixtures in the building has resulted in for monitoring and thermal imaging of transmission
water and energy savings to the tune of 35% to 40%. towers and outdoor yards. This has been instrumental in
keeping health of assets in pristine condition and at the
The Company’s initiatives in environment and sustainability
same time improving reliability of power supply.
have been well recognised. During the year, Budge Budge
won at the 15th ICC Environment Excellence Awards (2021) in • Introduced IoT-based “Water level Indicator” in road side
the Power sector, while its Southern Generating Station was pillar boxes in waterlogged areas to automatically sense
the runner-up. Budge Budge won the Energy & Environment inundation and trigger SMS to control room for taking
Foundations Global Water Awards 2021 and was recognised pre-emptive actions, thereby ensuring safety of public.
as ‘Global Water Conservation Company of the Year’. It also CESC won Independent Power Producers Association
won the Aqua Foundations Excellence Awards 2021 in the of India (IPPAI) Power Awards 2022 for the Project
category of Water Management — Private Sector. “Implementation of Smart Pillar Box in LT Distribution
System”.
Distribution
• Enhancing safety of operations through implementing
CESC’s distribution infrastructure serves its 3.5 million
Extended Reality (XR) technologies, including Augmented
Customers in Kolkata, Howrah, Hooghly, North and South 24
Reality / Mixed Reality for remote troubleshooting and
Parganas in the state of West Bengal. The demand for power
training on protection systems. Another project under
is quite variable in its licensed area, with the Company having
implementation in the area of safety includes creating
registered a peak demand more than 2,300 MW and a lean
digital twins including 3D modelling of sub-station for
demand lower than 400 MW in recent years.
upgrading skills of workmen through better visualisation
During periods of high demand, CESC also imports power and replicating real working environment.
to complement its own generation (including from HEL). • Improving Operational Efficiencies and Consumer
Conversely, it exports surplus power, when possible. Banking of experience through automation of several processes
power is also done with other licensees to facilitate availability through in-house Artificial Intelligence / Machine Learning
of power during periods of high demand. (AI/ML) enabled applications such as prediction of HT
In 2021-22, although there was an improvement in demand Cable Faults, prioritisation of low voltage complaints,
compared to the previous year, the overall situation is yet to health indexing of transformers and Social Media
recover to pre-Covid levels. The peak power demand was sentiment analysis. In 2021-22, it completed a pilot project
2,012 MW in 2021-22, compared to 1,865 MW in 2020-21 and using Robotic Process Automation (RPA) technology
2,337 MW in 2019-20. Similarly, total energy requirement to handle manual, rule based routine tasks in handling
recovered to 10,279 million units (MU) in 2021-22 from 9,801 applications for New Connections and being extended to
MU in the previous year but continued to be below 11,024 other applications like Customer Service and Operations.
MU recorded in 2019-20. About 89% of this requirement was Given the proliferation of technology-based solutions across the
met by CESC’s own generation, including HEL. Company’s operations and explosion of data generated in the
process, another area which received considerable emphasis
During 2021-22, about 1.5 lakh meters were installed on account
in 2021-22 was cybersecurity. This involved development
of new supplies and replacements. CESC undertakes continuous
upgradation of its distribution infrastructure to maintain the of a comprehensive Cyber Crisis Management Plan (CCMP),
Quality and Reliability of supply as well as to reduce downtime, strengthening of IT-OT network security, identification of critical
overloads and sustainable reduction in losses. Distribution information infrastructure, to ring fence our IT-OT systems
losses, which have consistently come down over the last few as well as compliance with ISO 27001 and ISMS. Training
years, continued to follow the declining trend in 2021-22 as programmes and mock-drills were also conducted to improve
well. This was made possible with technological interventions awareness on cybersecurity among the employees
to create a pilfer proof network such as use of Theft-proof
CESC is at the forefront of deploying advanced technology
pillar boxes, Co-axial cables and leveraging Smart Meter based
and innovations to provide better services to its Customers.
Automated Remote Surveillance cum theft prevention systems.
The Company is also executing special projects to upgrade
Over the years, CESC has achieved high degree of automation its distribution network and enhance its long-term capacity.
through its investments in technology and equipment. It has Some of the key initiatives were:
a fully functional SCADA System along with RMU automation
• As a part of a longer term plan to augment CESC’s capacity
and RTU integration for remote monitoring and control of its
to import power, import points are being upgraded to 220kV.
network. More recently, it has embraced innovative Digital
Technologies to further expand its capabilities in the area. Upgrade of one import point was completed in 2021-22
Some of these include: along with installation of 2 x 200 MVA transformers. Space

40 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

consolidation is another focus area. Several measures Customer Service

have been implemented to optimise space requirement,
As a leading power utility providing services to 3.5 million
as well as to upgrade and enhance capacities of existing
Customers, establishing and maintaining high levels of
substations. Besides, old and ageing equipment are
customer service is the overarching objective of CESC. Over
regularly replaced through an optimised capex plan.
the years, it has launched many initiatives to improve the
• Using Smart Meters with RF Mesh communication quality of power supply and service. Built on the principle of
technology for last mile communication for remote billing, customer centricity, these measures have enabled significant
smart and proactive outage management systems. This has improvement in Customer satisfaction. In recognition, of
also been utilised for RMU automation as well as to identify its efforts, CESC was adjudged the winner of the 'Best
thefts in certain loss-prone pockets by implementing micro Distribution Company to promote Consumer Awareness' at
energy audit based on analysis of data from these meters. the IPPAI Power Awards 2022.
Around 2,875 smart meters were installed in 2021-22.
Some of the key development in 2021 - 22 were:-
• CESC had installed a 315 kWh Battery Energy Storage
• 
New Connections: CESC provided some 97,000 new
System (BESS) in 2020-21 to address frequency regulation,
connections in 2021-22. The average time taken to
future solar intermittency planning, peak power shaving
provide a new connection was 1-2 days. Moreover, where
and supply voltage improvement. In 2021-22, a series
premises have an existing connection, supply typically
of studies have been undertaken and the Company is
starts within 24 hours of compliance and payment.
contemplating a plan for a larger grid-connected BESS.
• Billing and Payment: CESC has a wide variety of user-friendly
• Implemented an experimental peer-to-peer (P2P) platform
online payment options such as debit/credit card, net banking,
for power transfer and demand side management using
mobile wallets, ECS, NEFT/RTGS, Bharat QR and UPI. During
blockchain technology in association with a consortium led by
the year, payment of bills for metered temporary supplies
IIM, Ahmedabad. A bigger pilot to further assess the benefits
through NEFT/RTGS and payment of bills through WhatsApp
and possibilities for bringing down costs is slated for 2022-23.
was introduced. By the end of 2021-22, almost 70.8% of
• Given back to back cyclones over the last couple of years, LT consumers were making online payments accounting
importance of grid resiliency under extreme weather for 71.1% of the revenue - compared to 64% and 72%
events can hardly be overstated. CESC has initiated an respectively in the previous year.
in-depth study for improving its distribution network
• 
Customer Contact: The Company’s centralised 24x7 call
resiliency in association with IIT, Kharagpur.
centre acts as the primary touch point for all complaints
• A micro-grid with 100 kWp floating solar PV plant and 218 and queries. Key Account Managers continued to provide
kWh BESS inside one of the substations is in advanced stage personalised support to large corporate and institutional
of commissioning. The micro-grid will provide uninterrupted Consumers. In 2021-22, CESC launched a voice bot
power supply for local loads inside the station. Based on the called ‘Aastha’ to further enhance Customer experience
success, these standalone micro-grids can also be used to (See Box 1). Around 9.4 lakh unique Customers interacted
provide back-up power to important Customers. with the Company on its Chatbot (E-Buddy), without
having to reach an agent. In addition, the WhatsApp
• In the process of upgrading its existing optical fibre based
Bot serviced around 1.6 lakh unique users CESC's
communication backbone to cutting edge 10G ready
Chatbot and WhatsApp Bot are equipped with Artificial
Multiprotocol Label Switching – Transport Profile (MPLS-
Inteligence (AI) and Machine Lerning (ML) capabilities.
TP) communication system to cater to all mission critical,
Social media interactions and engagements were also at
latency sensitive operational technology (OT) services.
an all-time high.
CESC won several awards in 2021-22 recognising its pioneering • 
Supply Interruptions: Over the years CESC has taken
implementation of advanced technology-based solutions different steps to ensure reliable power supply and quicker
and its achievements in operational excellence in the area restoration times. The 24x7 Control Room, manned by
of distribution. These include: (i) ASSOCHAM Energy Meet engineers, is further equipped with radio-linked and GPS-
Excellence Awards 2022 for ‘Push Alert: An In-house Vendor- enabled mobile service vans which are placed at strategic
Agnostic Solution for Real-time System Disturbance Analysis locations to enable faster supply restoration. Outage
on Mobility Platform’ in the category “Innovation in Energy information is sent to bulk Consumers and important LT
Solution”, (ii) IPPAI Power Awards 2022 in the category Consumers, proactively.
“Innovation in Energy Conservation”, (iii) At the 9th Excellence
Practice Competition 2021 organised by Institute of Quality, • Digital Services: CESC has continued its focus on digital
Confederation of Indian Industries (CII), it was adjudged 1st initiatives so that Consumers can avail them at their
Runner up for the Project ‘Conversion of unauthorized user of fingertips from the comfort of their homes and offices,
electricity to authorized Consumer in Tiljala-Topsia area’, and without having to visit CESC Offices physically. Apart
2nd Runner up for the Project ‘Significant OPEX reduction for from ascertaining their daily consumption pattern, HT
annual maintenance of Distribution Asset (Automatic Power Customers can now also check their power factor and
Control Unit – APFC) through business process innovation’. demand from the website.

41
 Box 1: Special Initiatives During 2021-22

CESC values customer feedback and is responsive to the needs and expectations of its Customers. Based on the feedback
received through various engagement platforms, the Company introduced several special initiatives to enhance customer
service and satisfaction levels during the year. Some of these were:

• 
Voice Bot: As a part of its digitalisation initiatives, CESC introduced “Aastha” — a digital voice assistant for its Customers.
This voice bot, which is enabled with Artificial Intelligence, Machine Learning and Natural Language Processing capabilities,
is integrated with the Company’s CRM and Outage Management System to ensure quick and uniform assistance to
Customers. It independently converses with Customers to provide them information regarding outages and registers their
complaints. Consumer calls are now being transferred to Aastha, eliminating wait time when the call centre is busy. CESC
is the first power utility in India to introduce a voice bot in a regional language, in addition to Hindi and English.

• Customer Engagement Activities: Given the restrictions due to Covid, CESC has been conducting Customer engagement
activities digitally. During the year, “Puja Baithaki Adda”, “Technical Workshop for HT Customers” and “Safety Workshops for
Electricians” were held on online platforms. Special webinars for residents of housing complexes were also organised to
discuss CESC’s Customer initiatives, electrical and fire safety, and creating awareness on environmental benefits of Electric
cooking and Electric vehicles.

• Social Media Management: CESC Social Media strategy was revamped in 2021-22. Recognising the broader brand bulding
context, activities were restructured under three pillars: (i) content management, (ii) customer response management and
(iii) online reputation management. Overall, it has led to a quantum jump in social media interactions and engagements,
which are at an all time high .

CESC promotes environment and sustainable practices under standards for critical work. The Safety Cell has also been providing
its campaign #LiveFreeBreatheFree. In 2021-22, it partnered training to all its workers. Besides, officers have undergone safety-
with GoBykes, an E-bike company, for in-house commute related training by institutions of national and international repute.
between its various operating locations and in the process Job site audits, safety communication meetings, safety workshops,
create awareness among its employees. The Company is hand holding exercises at sites and company-wide observation of
facilitating the creation of EV charging infrastructure across ‘Safety Day’ are other activities that have contributed to increased
the city: supply was provided to WBTC bus charging stations awareness and reduction of incidents.
to mobilise E-buses and public charging stations have been set
up in collaboration with KMC. Its sustainability initiatives were CESC has a structured communication system for coverage of
showcased at big events like the International Kolkata Book its safety-related initiatives, which includes its bi-annual safety
Fair 2022 and on its website and social media channels. magazine ‘Surakshabarta’ (available in Bengali and Hindi) and
a web-based monthly newsletter ‘Safety Spotlight’. Besides,
Safety and Health safety mailers are regularly sent to its consumers and seminars
are organised to educate customers on electrical and fire safety.
CESC is committed to maintaining high standards of industrial
safety across its operations, and has a safety vision and policy, CESC has a strong focus on health and well-being of its employees.
including a policy on use of personal protective equipment. It operates 27 well-equipped dispensaries across the organisation
Over the years, it has redefined its daily work management with doctors and pharmacists. Best-in-class medical facilities
practices to create a culture of safety within the organisation. As are also available to the employees through tie-ups with major
noted earlier, both key generating stations — BBGS and Haldia super-speciality hospitals, nursing homes and diagnostic clinics.
— are ISO 45001 certified for occupational health and safety It also conducts regular health check-up for all employees as a
management systems. part of its occupational health initiative. It publishes a quarterly
medical bulletin called ‘Mediflash’ for its employees. In 2021-22,
The central Safety Cell has been instrumental in implementing safe it published covid-related bulletins, posters and video messages
work procedures as well as monitoring and control of any unsafe to improve awareness. Further details of its activities during the
situations in line with its corporate safety manual and internal safety pandemic are presented in Box 2.

42 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Box 2: Safety and Health During Covid-19 Pandemic

Ensuring safety and security of its people and providing proper medical care to those affected was the key to ensuring continuity
of services during Covid-19 outbreaks.

• CESC maintained regular contact with government authorities and implemented their guidelines from time-to-time. Steps
were taken to practise social distancing, use of masks and sanitizers, use of PPE by the staff and regular sanitisation
of premises to effectively counter the second and third waves of Covid which peaked in May 2021 and January 2022
respectively.

• Appropriate protective gears were made available to our frontline workers and at-risk employees. While work from home
was implemented wherever possible during the outbreaks, strict Covid guidelines were implemented for spacing at
workplace and staggered work schedule for critical functions.

• Facilities were created for screening, testing, contract-tracing and quarantining employees. Despite severe challanges,
Covid isolation beds were arranged wherever required. The Company established a Woodlands-CESC Satellite Centre for
prompt treatment for all affected employees.

• With the launching of nationwide vaccination programme from February 2021, CESC proactively ensured that almost
100% of its employees got themselves vaccinated primarily through WPCVC as well as other hospital and nursing homes.

In recognition of its efforts in the area, the Company won For Unit-II, DIL has long-term Power Purchase Agreements
several awards during the year. Budge Budge and Southern (PPAs) for supply of 100 MW power to Tamil Nadu Generation
Genarating Stations received the 'Gold' and 'Silver' awards at and Distribution Corporation Limited (TANGEDCO) and 170 MW
the 3rd ICC National Occupational Health & Safety Awards power to the Noida Power Company Limited (NPCL). During
2021. Budge Budge also won the 'Gold' prize in Power Sector 2021-22, Unit II maintained PLF of 79%. In November 2019, DIL
at the 9th FICCI Safety System Execellence Awards, 'Gold' had secured a power purchase agreement for 185 MW with
prize at the 11th EXCEED Occupational Health & Safety MAHAGENCO, which in turn supplies to MSEDCL. Under this
Awards 2021 and a Global award for outstanding achivement agreement, which was valid up to March 31, 2022, power was
in practicing excellent workplace culture in Health & Safety supplied from Unit I. With this and other short-term contracts,
at the Energy & Environment Foundations Global Awards on Unit I achieved PLF of 73% in 2021-22, taking the overall PLF for
Safety. DIL to 76% in 2021-22. In February 2022, DIL signed a medium-
term PPA for supply of 210 MW to Railway Energy Management
GENERATION PROJECTS Company Limited in Maharashtra for a period of 3 years.
Apart from plants catering to Kolkata operations, CESC has DIL is certified in respect of Quality Management Systems
built independent generation capacities to benefit from (ISO 9001), Environmental Management Systems (ISO 14001),
the opportunities in the sector and build capabilities in the Occupational Health & Safety Management Systems (ISO 45001)
renewable energy space. This includes two thermal power and Energy Management Systems (ISO 50001) and has consistently
projects with a capacity of 600 MW and 40 MW, as well as a excelled in operating efficiencies, energy conservation, quality
solar power project with a capacity of 18 MW DC. systems and processes. Like Budge Budge and Haldia, it also
has (i) an Asset Maintenance & Reliability Management system
Apart from these, the Company owned four wind power
involving high degree of digitisation and automation , and (ii) a
projects with a total capacity of 156 MW through its wholly
Centralised Remote Monitoring Control Room for monitoring
owned subsidiary Surya Vidyut Limited (SVL). During the year,
the station using advanced pattern recognition systems and big
it sold its wind power portfolio to Torrent Power Limited
data analysis for enhanced reliability and efficiency.
through transfer of its entire shareholding in SVL on March 11,
2022. During this period (YTD March 11, 2022), the combined DIL has excelled in meeting high environmental standards in
generation of the four wind power projects was 232 MU with a its operations through continuous innovations and efforts. It
capacity utilisation factor of 18%. has established three online Ambient Air Quality Monitoring
Stations. It has a highly efficient combustion control and fly
Thermal
ash separation units and has achieved 100% ash utilisation and
Chandrapur, Maharashtra: This is a 2x300 MW thermal power an outstanding record on health and safety. During the year,
project implemented by Dhariwal Infrastructure Limited (DIL), it received several awards that underscore its performance
a 100% subsidiary of CESC Limited. For power evacuation, Unit in these respects: Platinum award winner for environmental
I is connected to the state grid, and Unit II to the central grid. initiatives in the Green Maple ACE Awards; Gold award
This provides for flexibility in the sale of power to customers winner in Occupational Health & Safety in the ‘Ek Kaam Desh
from both within and outside the state. DIL has Fuel Supply ke Naam’ Awards; winner in the 8th Greentech CSR India
Agreements (FSAs) with South Eastern Coalfields Limited and awards for promotion of healthcare.
Western Coalfields Limited.

43
DIL has a strong commitment to environment and sustainability, consumers and about 1,600 million units (MU) in annual sales
which is reflected in its continuous efforts to conserve water of electricity. Once operational, this venture will significantly
though reducing consumption, recycling and reuse. Being a bolster the Company’s distribution footprint.
zero liquid discharge (ZLD) plant, various initiatives such as
rainwater harvesting and ash water recovery system have also Greater Noida, Uttar Pradesh: Noida Power Company Limited
been implemented. These have resulted in water consumption (NPCL), a subsidiary company of CESC, started its operations
levels well below the national standards. It has also taken several in 1993-94 after it was granted distribution license by the
measures to protect and enhance the biodiversity of the region, Government of Uttar Pradesh. The license area covers 335
which include an orange orchard, a sandalwood corridor and a square kilometres comprising a mix of industrial establishments
waterfowl species park. A composting unit utilising horticultural as well as 118 fully electrified villages. Currently, around 8% of
waste was set-up inside the plant in 2021-22. its 1,17,753 customers comprise business establishments.

Asansol, West Bengal: This is a 40 MW atmospheric fluidised bed NPCL has implemented state-of-the-art technology and
combustion (AFBC) power plant using shale and washery rejects processes to deliver safe and reliable electricity along with
from the adjacent captive coal mine in Sarisatolli. The unit has highly customer-centric services, setting industry benchmarks
been operational since July 2009. The power plant is owned by in the process. It has a fully integrated GIS and a 100%
Crescent Power Limited, a CESC subsidiary, which operates in SCADA compliant network. It has also piloted ‘self-healing
the merchant power market. In 2021-22, the plant generated technology’ for smart grids and deployment of drones for
347 million units (MU) of power, compared to 346 MU in 2020- network surveillance.
21. During the year, it won the Platinum award (Thermal Power
In 2021-22, NPCL’s peak load was 522 MW, compared to 446
Sector) of Apex India Occupational Health & Safety Awards
MW in the previous year. Although there was decline in sales
2021 and the ‘Gold’ award for “Women Empowerment” under
during the first quarter due to the lockdowns, it was able to
CSR category of Grow Care India Awards 2021.
arrest this decline — registering sales of 2,338 MU in 2021-22,
Solar compared to 2,012 MUs in the previous year. As a mature and
efficient distribution business, its distribution losses continue
Ramnathapuram, Tamil Nadu: This is the Company’s first solar to be low. In 2021-22, its losses came down further to 7.95%,
power project commissioned in January 2016. It has been from 8.39% in the previous year. Following prudent practices
undertaken through Crescent Power Limited, a subsidiary of and proactive engagement with its customers, NPCL was able
CESC, and has a capacity of 18 MW DC. Power generated in the to maintain collections at more than 100% in 2021-22. The
project is being sold to the Tamil Nadu Generation and Distribution company’s digital collection ratio stood at 83%.
Corporation Limited under a long term energy purchase
agreement. During 2021-22, it generated 26.5 MU of electricity. NPCL received over 40 awards and recognitions in 2021-22.
Some of the key ones were: Par Excellence and Excellence
DISTRIBUTION VENTURES Awards at QCFI’s International Convention on Quality Control
Circles; Platinum, Gold and Silver awards at CII’s National
CESC has been active in the private distribution space outside Technology, Kaizen and Office Innovation Competitions;
Kolkata since 1993 through the Noida Power Company winner at CII’s National Energy Efficiency Circle Competition,
Limited, its subsidiary that distributes power in Greater Noida, Star Champion and Star Challenger Awards at CII’s Champions
Uttar Pradesh. More recently, state distribution companies and Challengers Trophy; Gold award at India Smart Grid
(DISCOMs) started using the distribution franchisee (DF) route Forum Innovation Awards; and, Special Jury recognition
to partially privatise operations. CESC won bids for three DFs Award at SAP Ace Awards. It also received multiple awards at
in Rajasthan and Malegaon in Maharashtra. Kota and Bharatpur ICC’s 9th Innovation with Impact Award for DISCOMs, 35th
became operational in 2016-17, Bikaner became operational NCQC Competition and QCFI’s CCQC Competition.
in 2017-18 and Malegaon commenced operations in 2019-20.
Kota, Rajasthan: Kota Electricity Distribution Limited (KEDL),
The five operational distribution ventures of the Company, a wholly owned subsidiary of CESC, took over operations
other than Kolkata operations, collectively service around in Kota on September 1, 2016 after signing of Distribution
7.18 lakh consumers (6.88 lakh in 2019-20) and accounted Franchisee Agreement with the Jaipur Vidyut Vitran Nigam
for electricity sales amounting to 4,965 million units (MU) Limited (JVVNL).
in 2021-22, up by 13.5% from 4,373 MU in 2020-21.
As lockdown and other restrictive measures for Covid-19
pandemic were relaxed during the year, the demand of electricity
In an important development during the year, CESC’s wholly witnessed a healthy revival. Around 10,200 new customers were
owned subsidiary, Eminent Electricity Distribution Limited, added during the year, and sale of electricity increased to 960
emerged as the highest bidder for acquiring 100% stake in the MU in 2021-22 — compared to 849 MU in 2020-21 — but still
power distribution company for Union Territory of Chandigarh. remains below the pre-Covid levels. It is important to note
The granting of distribution license, which will be for a period that Kota’s economy which is heavily dependent on education
of 25 years, is subject to further formalities which are currently sector has still not returned to full normalcy. A lot of people still
in progress. Chandigarh is an affluent city with one of the prefer online modes of coaching and many EdTech platforms
highest per capita incomes in the country. The licensed area have made significant inroads, which may possibly slow down
is spread across 114 square kilometre, with around 2.3 lakh growth in the immediate future.

44 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

KEDL continued with its efforts to strengthen the network and the challenges posed by the Covid -19 pandemic, MPSL diligently
curb losses in 2021-22. This included installation of nearly 80 maintained operations, reduced T&D losses and enhanced
distribution transformers to enhance sub-transmission capacity, customer service levels. In 2021-22, the company added 7,112
revisiting of old network to review health of network assets and new connections and exchanged another 11,272 meters. It also
replacing cables with open joints and damaged insulation with stepped-up vigilance activities, even carrying out inspection drives
armoured cables. In addition, network surveillance activity has
at odd hours. These initiatives along with improved billing efficiency
been aggressively pursued in the areas with high pilferage. With
has resulted in considerable improvement in performance. MPSL
these efforts, distribution losses were contained at 19.2% in
registered a 24% increase in sales from 596 MU in 2020-21
2021-22, compared to 21.8% in 2020-21.
to 740 MU in 2021-22. T&D loss, which was above 50% at the
Bharatpur, Rajasthan: Bharatpur Electricity Services Limited time of takeover., came down to 38.7% at the end of 2021-22.
(BESL), a wholly owned subsidiary of CESC, took over the Going forward, focus will be on further improving the quality and
operations in Bharatpur on 1 December 2016 after the signing reliability of supply, customer services, capacity augmentation and
of Distribution Franchisee Agreement with JVVNL. reduction of distribution losses.

BESL’s focus is on minimising losses, bringing improvement in

metering, billing and collection as well as enhancing customer HUMAN RESOURCES (HR)
satisfaction by improving quality and reliability of service.
Despite the pressures from the pandemic, lockdowns and CESC strives to institutionalise best-in-class HR practices to
ensuing poor economic conditions, it added 3,000 consumers create an environment that ensures growth, development and
in 2021-22. Sale of electricity grew from 249 MU in 2020-21 to well-being of its employees. Accordingly, all HR strategies are
255 MU in 2021-22. The company also reduced its distribution formulated keeping employees at the core and supporting
losses from 13.5% in 2020-21 to 12.8% in 2021-22. them to contribute to organisational growth. Processes are in
place by way of engagement surveys and perception studies to
Bikaner, Rajasthan: Bikaner Electricity Supply Limited (BKSEL), a
receive feedback from employees and align the organisation
wholly owned subsidiary of CESC, took over the operations in
with changing business needs.
Bikaner in May 2017 after the signing of Distribution Franchisee
Agreement with Jodhpur Vidyut Vitran Nigam Limited (JdVVNL).
It seeks to establish itself as an ‘Employer of Choice’ through
BKESL has made considerable investments in deploying its well-structured recruitment processes and engagement
advanced technologies and upgrading the network to make it with premier engineering and management institutes. Both
safe and robust. Its focus on loss control activities such as re- ‘Unmesh’, its summer internship programme, and ‘Anneswan’,
laying of old dilapidated network with state-of-art of network its annual induction process, were carried out on a hybrid mode
peripherals and replacement of old electro-mechanical meters in 2021-22. During the year, diploma engineers from leading
with new meters have shown significant results. Besides, polytechnic institutes were recruited as Trainee Technical
setting up of quick response teams to support vigilance have Assistant Officer for strengthening its operational fleets.
enhanced operating efficiencies. During the year, close to
7,500 new consumers were added and sale of electricity Developing a culture of knowledge and innovation is
increased to 671 MU in 2021-22, from 667 MU in 2020-21. important to remain ahead of the curve. At CESC, this process
Distribution losses were contained at 13.9% in 2021-22. is structured under the overall guidance of an Apex Panel of
Mentors comprising members of its top leadership team and
Malegaon, Maharashtra: Malegaon Power Supply Limited (MPSL),
driven by a Knowledge and Innovation Management Council
a wholly owned subsidiary of CESC, took over the operations
in Malegaon on March 1, 2020 after signing a Distribution comprising senior experts from various functions.
Franchisee Agreement with Maharashtra State Electricity
Learning and development is an important focus area. CESC
Distribution Company Limited (MSEDCL). The distribution area
has a robust process for conducting training and other learning
covers the Malegaon Corporation Area spread across 57.6 square
kilometres with around 1.19 lakh Consumers. Approximately 75% interventions in line with an annual training plan. During
of the demand comes from the power loom sector. 2021-22, the Company carried out 302 training programmes
totalling around 6,014 man-days. These programmes were
Covid 19 pandemic followed by severe lockdown restrictions a mix of physical classroom-based and web-based sessions.
resulted in reduced business activities for the power looms since ‘Eclectic’ – the in-house technical journal was released in
last two years, which contributes arround 75% of our Sales. Despite September 2021 and March 2022.

Box 3: Asia Institute of Power Management (AIPM)

Asia Institute of Power Management — the ISO 9001-2015 certified training and consulting wing of CESC — has established
itself in training of power professionals. In 2021-22, AIPM mostly suspended physical trainings but stressed on online trainings
on digital platforms. It conducted seven online trainings with many states of India and one physical training programme,
providing 412 man-days of training to the executives working in power utilities in India

Key topics in distribution included network planning and reliability, best O&M practices and asset management. Considering sustainability
goals as outlined in India’s Energy Policy, training programs also focused on digitalisation, automation and RE integration along with
smart grid activities. Trainings on safety and efficiency improvement in power sector were highly appreciated by the participants.

45
CESC has always focused on quality of life and overall well-being Going forward, with the learnings from the journey so far, focus
of its employees. As a part of employee engagement efforts, will be on reinforcing the skills of our users and appropriately
several initiatives were taken during the year to focus on quality of harness their experience for developing a higher level business
life and overall well-being of the employees. While programmes process management framework.
like ‘Ankur Samman’ to recognise the meritorious children of
employees and ‘Avishkar’, a talent search and promotion initiative
Environment Social Governance (ESG)
continued, a new online Children’s Carnival featuring unique
activities was organised for the first time during the year. CESC is conscious of the importance of environmental, social
and governance (ESG) considerations for the overall well-being of
During the year, CESC received the prestigious Great Place
the ecosystem and sustainable growth. As a part of the RP-Sanjiv
to Work (GPTW) Certification for the third time in a row.
Goenka Group, it has embraced the ESG principles, incorporating
It featured among ‘India’s 100 Best Companies to Work
these into its strategic planning both as a risk mitigation tool and
for’ and Best Workplaces in Energy, Oil & Gas’ by GPTW for
to support long-term growth and value creation.
2021. In what was another significant recognition received in
December 2021, CESC was awarded the ‘IEEE Milestone’ for As a company operating in the energy sector, CESC is required
heralding the era of electricity in the Indian subcontinent. It to comply with several regulations and environmental norms.
was also awarded the Global HR Skill Development Award However, its initiatives in this area go beyond the requirements
2022 by the Energy & Environment Foundation. emanating from existing statutes and reflect its voluntary
commitment to responsible, ethical and sustainable business
As on March 31, 2022, CESC had 6,920 employees on its payroll. practices. Some of its areas of intervention are:
Unions representing the employees continued to play a positive
role in partnering with management to drive excellence in • Environment: Energy efficiency and emission control;
operations. CESC enjoyed industrial harmony in its operations biodiversity and tree plantation; waste management,
during the year with no major incidents of service interruption water resource management; promoting green buildings
due to industrial relations issues. and solar rooftop; and awareness campaigns.

• Social: Employee rights, benefits, diversity and

Business Excellence and Quality (BEQ) engagement; workplace safety; customer rights,
engagement and satisfaction; supply chain management;
Quality has been an integral part of CESC ever since it started CSR initiatives in education, health and sanitation; and
its operations. A strong process driven business model, community engagement and development.
continuously upgraded with quality practices has not only
• Governance: Board composition and committees; ethics
resulted in an ethos of customer centricity and operational
and code of conduct; whistle blower mechanism and
excellence but has also established CESC as one of the most
anti-corruption; disclosures, reporting and transparency;
efficient power utilities in the country.
and, shareholders’ rights and participation.
In 2021-22, focus continued to be on growth of individual Some key initiatives in the areas of environment and
involvement through Kaizen and Workplace Organisation sustainability have been discussed in the sections discussing
practices through 5S disciplines. This also included adoption the Company’s generation projects earlier in this Report.
of technology to effectively navigate through Covid-related Social initiatives of the Company are presented in the sections
restrictions. During the year, the 24th Quality Day was observed on HR and CSR. Further details on ESG initiatives in 2021-22
on a virtual platform to have widespread coverage across the can be found in the CSR Report, Business Responsibility and
organisation along with felicitation of the winners of the annual Sustainability Report, and Report on Corporate Governance
Kaizen and Workplace Organisation contests. which form a part of this Annual Report.

Significant progress was made on promoting project A more structured and in-depth presentation of the Company’s
management discipline in its quality improvement journey sustainability journey is available in the Company’s ESG Report,
through adoption of the DMAIC discipline for improvement which contains disclosures on non-financial parameters for
projects. This as a structured methodology for problem CESC as well as its key operating subsidiaries in adherence to
identification and implementation of solution to ensure the GRI Standards. The inaugural edition of this report was
sustainable improvement and to meet need and expectations released in 2020-21. The preparation of CESC’s second ESG
of the beneficiaries. report for 2021-22 with the theme “Powering the Sustainable
Future” is currently in progress.
In 2021-22, five teams from different functions participated
in the Quality Competition organised by QCFI and won the
CORPORATE SOCIAL RESPONSIBILITY (CSR)
‘Par Excellence’ (highest recognition in the category of Kaizen
Allied Concepts) at the international forum, ICQCC 2021 at Despite challenging times, CESC remained steadfast in its
Hyderabad, after qualifying through the State and National commitment to social development and towards fulfilling its CSR
levels. Further, 10 teams participated at CCQC and NCQC responsibilities. It is focused on improving the quality of life in
2021 and secured ‘Gold’ awards at both the State and National the communities where it operates through projects based on
levels and are gearing up to compete at the forthcoming identified needs around education, child protection, healthcare,
international level competition at ICQCC 2022 later this year. water and sanitation, livelihood generation and skill development.

46 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Many of these projects are on-going in nature. In a significant ‘Nirmal Parivesh’ is a project aligned with the Swachh Bharat
commitment, CESC is participating in a project undertaken by Mission, which focuses on improving availability, usage, quality
RP-Sanjiv Goenka Group CSR Trust to set-up an international and sustainability of sanitation facilities in Titagarh Municipality
baccalaureate school in Kolkata. with the objective of making the Municipality 100% open-
defecation free. The project has benefited 2,763 households.
During the year, CESC received several awards and recognitions
13 pay-and-use sanitary complexes have been built under the
that underscore its efforts in this area. These include ICC Social
project with approximately 5,100 users.
Impact Award 2021 for reducing child mortality and improving
maternal health in the mega enterprise category for its ‘Roshni’ Skill Development and Livelihood Generation
Project; Golden Bird CSR Excellence Award 2021 for livelihood
creation in the Platinum category; and Grow Care India CESC implements various skill development and livelihood
Education Award 2021 in the Platinum category. generation projects, such as, ‘Saksham’, ‘Udaan’, ‘Prayas’
and ‘Pragati’ across eight centres in and around Kolkata.
The details of CSR programmes and projects undertaken by The objective of these projects is to create employability by
the Company during the year are described in the Report providing vocational training in trades ranging from beauty
on Corporate Social Responsibility Activities (Annexure ‘D’) and wellness, tailoring, driving, basic computer with advanced
and the Business Responsibility and Sustainability Report excel, air-conditioning and refrigeration to name a few. After
(Annexure ‘E’) forming part of this report. successful completion of training, assistance is provided for
employment and self-employment. On an average, 60%
Some key projects undertaken in 2021-22 are presented below
placement is achieved every year. A total of 849 youths were
Education trained in 2021-22.

The ‘Nayee Roshni’ project focuses on early child care and

FINANCIAL RESULTS
education, access to formal school, prevention of dropout,
enhancing scholastic skills of children in primary level and Table 4 summarises the financial performance of CESC
remedial education for children in secondary level. It also Limited both as a standalone and a consolidated entity.
focuses on maternal and child health up to three years of
Table 4: Abridged Financial Performance of CESC (Standalone
age to ensure early child care and development. The project
and Consolidated)
covers a population of over 26,000 in urban slum areas in
Tiljala, Kolkata. (H Crore)
Standalone Consolidated
Child Protection Particulars
2021-22 2020-21 2021-22 2020-21
‘Hamari Awaaz’ is a child protection project that seeks to build
Revenue from 7,294 6,921 12,544 11,632
a community safety net and make children resilient through
operations
inclusive and sustainable education. The ultimate objective is
Other Income 185 180 276 242
to reduce child vulnerability issues. More than 3,000 school-
Total Income 7,479 7,101 12,820 11,874
based and 1500 out-of-school children have been sensitised
Operating Costs 4,294 3,983 6,810 5,925
on child rights through rallies, workshops and trainings.
Employee Benefit 886 900 1,081 1,074
Health Expenses
Other Expenses 996 863 1,736 1,466
‘Suswasthya’ is a mother and child health project which Depreciation 471 463 885 867
focuses on improving the health and nutrition status of Finance Costs 504 502 1,129 1,214
pregnant women, lactating mothers, and children in 0-6 age Total Expenses 7,151 6,711 11,641 10,546
group residing in the slums of Kamarhati Municipality. The Regulatory Income/ 716 457 737 424
programme involves generating awareness on ante-natal care, (Expense)
intra-natal care, post-natal care, immunisation, institutional Profit Before Taxes 1,044 847 1,916 1,752
delivery, nutrition, hygiene and strengthening of linkages (PBT)
between government health services and communities. Tax Expense 228 33 511 389
The project covers a population of 5,102 comprising 931 Profit After Taxes 816 814 1,405 1,363
households and 2,757 direct beneficiaries. (PAT)
Basic & Diluted EPS 6.16 6.14 10.25 10.04
Water and Sanitation (H)

‘Nirmal Abhiyan’ School WASH project seeks to create child- Standalone Performance
friendly environment in government schools by providing
safe drinking water and sanitation facilities. At the same time, Total income (including other income) of CESC grew by 5.3%
it promotes behaviour change through hygiene education and from H 7,101 crore in 2020-21 to H 7,479 crore in 2021-22 —
linking the same to home and community. The project has been reflecting improved demand conditions with shorter disruptions
implemented in 29 schools benefiting over 2,500 students. due to the Covid-19 pandemic, compared to last year.

47
The Company’s focus on controlling costs continued during INTERNAL CONTROLS
the year. Operating and other expenses increased in 2021-22,
primarily due to higher fuel costs and operational and maintenance The Company’s internal control systems are commensurate
expenses. In contrast, employee costs, depreciation and finance with its size and the nature of its operations. It has well
costs remained broadly stable, compared to the previous year. documented policies, procedures and authorisation guidelines
Total expenses increased by 6.6% from H 6,711 crore in 2020-21 to ensure that all assets are safeguarded against unauthorised
to H 7,151 crore in 2021-22. use or losses, all transactions are properly authorised,
recorded and reported, and all applicable laws and regulations
Profit before taxes (PBT), after incorporating regulatory income,
are complied with.
grew by 23.2% from H 847 crore in 2020-21 to H 1,044 crore in
2021-22. Profit after taxes (PAT) for 2021-22 was H 816 crore, The effectiveness of internal control mechanism is tested and
compared to H 814 crore in the previous year. Earnings per share verified by the Internal Audit Department, covering all divisions
(EPS) for the year was H 6.16, versus H 6.14 in 2020-21. and key areas of operation, based on an annual audit plan
giving due weightage to the various risk parameters associated
Key Financial Ratios
with the business. Major audit observations and follow-up
None of the key financial ratios - Debtors Turnover Ratio, actions are regularly reviewed and monitored by the Audit
Inventory Turnover Ratio, Interest Coverage Ratio, Current Committee and placed before the Board of Directors. The
Ratio, Debt Equity Ratio, Operating Profit Margin and Net Profit Internal Audit Department also assesses the effectiveness of
Margin for the Financia Year 2021-22 reflected a change of risk management and governance process.
25% or more compared to Financial Year 2020-21. Return on
Net worth for the Financial Year 2021-22 & 2020-21 stood at RISKS AND CONCERNS
8.19% and 8.14% respectively.
CESC’s Risk Management Committee operates on a
Consolidated Performance comprehensive risk management framework that the
Company has put in place over time. The Committee is
Total income (including other income) of CESC as a
headed by Mr. Pradip Kumar Khaitan, Non-executive Director
consolidated entity grew by 8% from H 11,874 crore in 2020-
and comprises other senior management team members. In
21 to H 12,820 crore in 2021-22. Total expenses during the
addition, the Company has a Risk and Disaster Management
year increased by 10.4% from H 10,546 crore in 2020-21 to
cell to focus on risks emanating from fire hazards and natural
H 11,641 crore in 2021-22, driven by an increase in operating and
disasters.
other expenses. In contrast, employee costs and depreciation
remained stable, whereas financing costs came down by 7% At CESC, risks are systematically evaluated, categorised
from H 1,214 crore in 2020-21 to H 1,129 crore in 2021-22 on and suitable actions are taken to mitigate these. Divisions
account of decline in interest rates. identify operational and tactical risks and suggest measures
for mitigation and control. Departmental heads manage risks
Profit before taxes (PBT), after incorporating regulatory income
at the departmental level, whereas the top leadership team
grew by 9.4% from H 1,752 crore in 2020-21 to H 1,916 crore in
supervises and monitors the risk identification and mitigation
2021-22. Profit after taxes (PAT) grew by 3.1% from H 1,363 crore
activities of each division. CESC has identified the following
in 2020-21 to H 1,405 crore in 2021-22. Earnings per share (EPS)
key areas of risks and concerns.
stood at H 10.25 in 2021-22, compared to H 10.04 in 2020-21.

Box 4: Covid-19 Risks and Mitigation

With high vaccination coverage, better medical therapies and established process to deal with lockdowns and restrictions, the
risks associated with the Covid-19 pandemic have come down. However, there is still possibility of fresh outbreaks, exposing
CESC to risks ranging from maintaining day-to-day operations to longer term performance. Accordingly, its approach to
mitigate Covid-related risks is at multiple levels:

• The Apex Committee constituted by CESC at the beginning of the pandemic continues to monitor the situation in line with
directives issued from time to time by the state and central governments. It continues to be responsible for taking quick
decisions and communicating with stakeholders in the event of future waves of infections.

• To ensure business continuity, processes are in place (i) to ensure adherence to safety, sanitisation and hygiene protocols
by employees operating essential services, and (ii) to use technology and digital solutions to manage operations and
communicate with each other. Also almost 100% employees have been vaccinated, primarily though workplace CVC. These
have successfully allowed the Company to maintain uninterrupted power supply so far during the pandemic.

• While the demand outlook has improved, CESC is taking measures to mitigate risks associated with subdued sales volumes.
It is focusing on optimising costs and increasing non-tariff revenues by leveraging its reach in the market. In the medium
to longer term, it also expects to benefit from greater adoption of electric vehicles and appliances, which it is actively
promoting.

48 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Macroeconomic and Market Risks mix are some instances of these policies and restrictions. This
can make it more difficult to execute new projects as well as
Although the global economy recovered strongly as the
increase cost of operations.
Covid-situation improved, the sustained inflationary pressures
are a cause for concern. The war in Ukraine has further CESC is conscious of these risks and is prepared to take
exacerbated risks, particularly those related to inflation and measures to implement changes to ensure compliance with
energy security. This can have significant impact on the power extant regulations in the sector. All generating stations of the
sector, including CESC. Surplus power generation capacities Company have achieved 100% ash utilisation. It is going ahead
exposes the industry to risks associated with difficulties in with implementation of FGD plants for its thermal projects.
executing PPAs and adverse price movements in the short-
term power market. Availability of coal, coal prices, coal quality OUTLOOK
and linkages for new projects continue to be issues of concern.
Global economic output turned around sharply, growing at
CESC believes that the fundamentals of the Indian economy 6.1% in 2021. India also registered impressive growth, with the
are strong. There is a global shift to electricity as a favoured GDP increasing by 8.9% in 2021-22 — making it the fastest
and cleaner source of energy. As this trend gathers further growing large country in the world. Although pandemic-
momentum, demand of electricity will increase. CESC’s efforts related risks have come down, fresh risks have emerged in the
to mitigate Covid-19 risks have already been presented in Box form of high global inflation, further exacerbated by the war
4. Most of the Company’s generation capacities have long- in Ukraine.
term power sale arrangements. It is also well placed to access
state and national grids to sell surplus power and is actively Electricity is a growth sector globally, with its demand growing
looking at long-term PPAs for Unit I of DIL to further mitigate twice the rate of overall demand for energy. As the world
this risk. To mitigate the coal-related risk, CESC has adopted moves more aggressively towards cleaner technologies and
a strategy of ensuring long term coal linkages for its projects. fuels to meets its obligations in the fight against climate
change, the role of electricity as a preferred form in which
Operational Risks energy is consumed will drive demand further.
As power plants age, their operating efficiencies reduce. Beyond As far as India is concerned, fundamentals of the sector are
a point in time, shutting down and replacement of these plants strong and the long term demand outlook is positive. Even
become imperative. Other operational risks pertain to natural in 2021-22, although the demand slipped initially during the
and man-made disasters such as earthquake, floods and fire that lockdown, there was a sharp recovery as the year progressed.
can affect the Company’s ability to supply quality power to its Robust policy initiatives by the government to revive economic
customers. Integration of renewable energy into the grid as well growth, focus on manufacturing, electric vehicles and
as scheduling through implementation of Open Access power universal electricity access should all contribute to significant
transactions, enhanced variability in management of grid stability growth in demand for electricity. Proposed deregulation of the
and demand supply balances are other such operational risks. power sector, including de-licensing of distribution, will open-
The medium to long term risks associated with generation sites, up further opportunities for efficient power utilities.
availability and quality of power have been alleviated with the This should augur well for CESC, which has sufficient expertise
generation plant at Haldia. To mitigate disaster related risks, in both power generation and in operating distribution
the Company has a comprehensive disaster management networks across the country.
plan which classifies such risks into two categories: fire safety
management and disaster management arising out of natural Cautionary Statement
calamities with each having detailed SOPs to handle such
The financial statements appearing above are in conformity
events. Online health monitoring of fire safety systems has been
with accounting principles generally accepted in India. The
implemented. Periodic mock drill on fire fighting and evacuation
statements in the report which may be considered ‘forward
during emergency are part of the yearly training calendar. Its
looking statements’ within the meaning of applicable laws
success in handling the Covid crisis and cyclones over the last
and regulations, have been based upon current expectations
couple of years provides further confidence in this regard.
and projection about future events. The management cannot,
Regulatory Risks however, guarantee that these forward looking statements will
be realised or achieved.
Power is a highly regulated sector. This exposes the Company
to risks with respect to changes in policies and regulations.
Besides, given the nature of the industry, there is a risk of
On behalf of the Board of Directors
more stringent policies and norms aimed at addressing
environmental concerns. Efficient managing and recycling of
fly ash; order to install Flue Gas Desulphurisation (FGD) system Dr. Sanjiv Goenka
in existing thermal power plants; obligations on use of power Place : Kolkata Chairman
from renewable sources and use of biomass as a part of fuel- Date : May 13, 2022 DIN: 00074796

49
REPORT ON CORPORATE GOVERNANCE
(Annexure ‘B’ to the Board’s Report)

Corporate Governance is a process of governing a corporate Our Corporate Governance framework is guided by our core
entity which through a set of systems, procedures and practices values – Sustainability, Customer first, Execution Excellence,
establishes a valuable relationship of trust with all stakeholders. Credibility, Agility, Risk taking and Humanness and is based on
Fundamental of Corporate Governance includes transparency, the following principles:
accountability and independence. Such a strong fundamental
helps in maximizing wealth for the Company’s stakeholders. In • To ensure legal compliance.
order to accomplish fair Corporate Governance, the Government
• To ensure transparency and maintain a high level of
of India has put in place a framework based on stipulations
integrity.
contained under the Companies Act, SEBI Regulations,
Accounting Standards, Secretarial Standards etc. Company • To be objective and ethical and deliver the best to earn
considers stakeholders as partners in its business process. trust and respect from our stakeholders.

• To build simple and transparent processes driven by

CESC’s Philosophy on Corporate Governance
business needs of all stakeholders.
Corporate Governance is a process of the Company that
• To communicate frequently with stakeholders, including
reflects its culture, policies and relationships with the
clients, investors, shareholders and stock markets.
stakeholders. Integrity and transparency are key to our
Corporate Governance practices to ensure that we gain and • To lead by example by ensuring independence of the
retain the trust of our stakeholders at all times. Board and effectiveness of the Management.

Commitment to good Corporate Governance practices serves • To safeguard the shareholder’s capital as trustee and not
as the foundation for long term success of CESC Limited as its owner.
(‘CESC’ or ‘the Company’). Corporate Governance forms a
part of business strategy which includes, inter alia, creating This chapter, along with the chapters on Management
an organization intended to maximize wealth of shareholders, Discussion and Analysis and Additional Shareholder
establish productive and lasting relationship with all stakeholders Information, reports the status of compliance of Corporate
with emphasis laid on fulfilling the responsibility towards the Governance norms of the Securities and Exchange Board
entire community and society. As a consumer-oriented power of India (Listing Obligations and Disclosure Requirements)
utility service provider, is committed to continuous upgradation Regulations, 2015 as amended (“Listing Regulations”) by CESC
of standards in its operations and services. These practices are for the year ended March 31, 2022.
driven by strong Board oversight, transparent policy framework
and high levels of integrity in its decision-making process. BOARD OF DIRECTORS
The corporate responsibilities of the Company are adequately
articulated to ensure strategic guidance, effective monitoring COMPOSITION AND ATTENDANCE
and accountability to accomplish targeted performance in
order to establish fairness in dealings and enhance satisfaction As on March 31, 2022, the Board of Directors (‘the Board’)
of consumers and other stakeholders. comprised of ten Directors, two Executive Directors, two
Non-Executive Promoter Directors (including the Chairman),
CESC strives to maintain the highest standards of Corporate one Non-Executive, Non-Independent Director and five
Governance keeping in view the international codes of Independent Directors including one Woman Director. The
Corporate Governance and practices of well-known global composition of the Board satisfies the requirements of Section
companies. The Company has established systems, processes, 149 of the Companies Act, 2013 (“the Act”) and the Listing
procedures and policies to ensure that its Board of Directors Regulations.
are well informed and well equipped to discharge overall
responsibilities and provide management with the strategic Composition of the Board and attendance record of the
direction catering to exigency of long term shareholders Directors are detailed in Table 1 below. None of the Directors
value. Its initiatives towards adhering to highest standards of is a member of more than ten Board-level Committees of
governance includes self-governance, professionalization of public companies in which they are Directors or is a Chairman
the Board, fair and transparent process and reporting system. of more than five such Committees.

50 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Table 1: Composition of the Board of Directors and attendance details as on March 31, 2022

No. of other Directorships

and Committee membership /
Attendance Particulars
Chairmanships in other Indian
public companies
Name of the Directors Category
No. of No. of
Board Board Attendance
Director1 Member2 Chairman2
Meetings Meetings at last AGM
Held Attended
Dr. Sanjiv Goenka Promoter, Non-Executive 8 1 3 5 5 Yes
Mr. Shashwat Goenka Promoter, Non-Executive 5 3 0 5 5 Yes
Mr. Pradip Kumar Khaitan Non-Executive, 7 4 2 5 5 Yes
Non-Independent
Mr. Chandra Kumar Dhanuka Independent 8 8 1 5 5 Yes
Ms. Rekha Sethi Independent 4 2 0 5 5 Yes
Mr. Pratip Chaudhuri Independent 5 5 0 5 5 Yes
Mr. Sunil Mitra Independent 6 2 2 5 5 Yes
Mr. Debanjan Mandal* Independent 9 5 1 5 5 Yes
Mr. Debasish Banerjee Executive 2 0 0 5 5 Yes
Mr. Rabi Chowdhury Executive 5 0 0 5 5 Yes
*w.e.f. May 10, 2021

Notes:

1. Directorships held by Directors as mentioned in Table 1 do not include alternate directorships, directorships of foreign
companies, Section 8 companies, one person companies and private limited companies.

2. Memberships / Chairmanships of only the Audit Committees and Stakeholders Relationship Committees of public limited
companies have been considered.

3. Except Dr. Sanjiv Goenka and Mr. Shashwat Goenka, none of the Directors are related to each other.

4. The details of the familiarisation programme for Independent Directors are disclosed on the Company’s website at
https://www.cesc.co.in/wp-content/uploads/policies/Familiarization_Policy_&_Programmes.pdf

5. Mr. Kalaikuruchi Jairaj, Independent Director, resigned from the Board on December 29, 2021 due to personal reason before
completion of his tenure. The Director confirmed that there is no other material reason for his resignation.

6. Names of other listed entities where the Directors hold Directorship and their category of directorship.

Sl.
Name of the Directors Directorship in Listed Entities Category
No.
1. Dr. Sanjiv Goenka 1. PCBL Limited (formerly known as Phillips Carbon Chairman/Non-Executive/Non-
Black Limited) Independent
2. Saregama India Limited
3. RPSG Ventures Limited (formerly known as CESC
Ventures Limited)
4. Spencer’s Retail Limited
5. Firstsource Solutions Limited
2. Mr. Shashwat Goenka 1. PCBL Limited (formerly known as Phillips Carbon Non-Executive/Non-Independent
Black Limited)
2. Firstsource Solutions Limited
3. RPSG Ventures Limited (formerly known as CESC
Ventures Limited)
4. Spencer’s Retail Limited
3. Mr. Pradip Kumar Khaitan 1. Firstsource Solutions Limited Non-Executive / Non-Independent
2. Electrosteel Castings Limited Non-Executive/Independent
3. Emami Limited
4. Graphite India Limited
5. India Glycols Limited
6. Dalmia Bharat Limited

51
Sl.
Name of the Directors Directorship in Listed Entities Category
No.
4. Mr. Chandra Kumar 1. Emami Limited Non-Executive/Independent
Dhanuka 2. Dhunseri Ventures Limited Executive/Non-Independent
3. Dhunseri Tea & Industries Limited
4. Dhunseri Investments Limited Chairman/Non-Executive/Non-
5. Naga Dhunseri Group Limited Independent
6. Mint Investments Limited
5. Ms. Rekha Sethi 1. Spencer’s Retail Limited Non-Executive/Independent
2. Motherson Sumi Systems Limited
3. Kirloskar Brother Limited
6. Mr. Pratip Chaudhuri 1. Spencer’s Retail Limited Non-Executive/Independent
2. Firstsource Solutions Limited
3. Muthoot Finance Limited
4. Cosmo Films Limited Non-Executive/Non-Independent
7. Mr. Sunil Mitra 1. Century Plyboards (India) Limited Non-Executive/Independent
2. Firstsource Solutions Limited
8. Mr. Debanjan Mandal 1. Spencer’s Retail Limited Non-Executive/Independent
2. Century Plyboards (India) Limited
3. Industrial and Prudential Investment Company
Limited
9. Mr. Rabi Chowdhury Nil Nil
10. Mr. Debasish Banerjee Nil Nil

EXPERTISE AND COMPETENCE OF THE BOARD OF DIRECTORS

The Company has a balanced and diverse Board. The Non-Executive Directors including Independent Directors on the Board
are well qualified, experienced, competent and renowned persons from the fields of power, manufacturing, finance and banking,
taxation, economics, law and governance etc. They take active part at the Board and Committee Meetings by providing valuable
guidance and expert advice to the Board and the Management on various aspects of business, policy direction, governance and
compliance etc. and play critical role on strategic issues, which enhances the transparency and add value in the decision making
process of the Board.

The Board has identified the following skills/expertise/competencies fundamental in the context of the Company’s business and
the industry or sector in which it operates:

• Finance & Audit

• Risk Management
• Regulatory Compliance, Governance and Board Service.
• Business operations including Human Resources, Technical and Marketing services.
• Corporate Social Responsibility, Sustainability and Environment.

While all the Board members possess the skills identified, their areas of core expertise are given below:

Finance & Risk Regulation & Human CSR and

Name Marketing Technical
Audit Management Compliances Resources Sustainability
Dr. Sanjiv Goenka
Mr. Shashwat Goenka
Mr. Pradip Kumar Khaitan
Mr. Chandra Kumar Dhanuka
Ms. Rekha Sethi
Mr. Debanjan Mandal
Mr. Pratip Chaudhuri
Mr. Sunil Mitra
Mr. Debasish Banerjee
Mr. Rabi Chowdhury

52 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Role of the Board of Directors BOARD / COMMITTEE MEETINGS

The primary role of the Board is that of trusteeship – to protect The Board meets at regular intervals to discuss and decide on
and enhance shareholder value through strategic directions to Company / business policies and strategy apart from other regular
the Company. business matters. The Board/Committee Meetings are pre-
scheduled and a tentative calendar of the Board and Committee
• As trustees, the Board has a fiduciary responsibility to
Meetings circulated to all Directors and invitees well in advance
ensure that the Company has clear goals aligned to
to enable them to plan their schedule and to ensure meaningful
shareholder value and its growth.
participation in the meetings. However, in case of a special and
• It also directs and exercises appropriate control to ensure urgent business needs, the Board’s approval is taken by passing
that the Company is managed in a manner that fulfills resolution by circulation, for the matters permitted by law, which
stakeholders’ aspirations and societal expectations. is noted and confirmed in the subsequent meetings of Board/
Committee(s). Business Unit heads and Senior Management
• It monitors the effectiveness of the Company’s governance Personnel make presentations to the Board as and when
practices and makes changes as needed. required. The Board is updated on the discussions held at the
Committee Meetings and the recommendations made by various
• It provides strategic guidance to the Company, ensures Committees. The agenda of the Board/Committee Meetings is
effective monitoring of the Management and is set by the Company Secretary in consultation with the Chairman,
accountable to the Company and the shareholders. MDs/CFO and functional heads of the Company. The agenda is
circulated a week prior to the date of the meeting and includes
• It exercises independent judgment on corporate affairs.
detailed notes on items to be discussed at the meeting to enable
• It assigns sufficient number of Non-Executive members of the Directors to take an informed decision. Usually meetings of
the Board of Directors capable of exercising independent the Board are held at the Registered Office / Corporate Office
judgment in tasks where there is a potential for conflict of of the Company at Kolkata but during the Financial Year 2021-
interest. 22, all the Board / Committee meetings were held through Video
Conferencing / Other Audio-Visual Means as per the guidelines
• It reviews and guides corporate strategy, major plans issued by the Ministry of Corporate Affairs.
of action, risk policy, annual budgets and business
plans, setting performance objectives, monitoring Board meets at least once in a quarter to review the quarterly
implementation and corporate performance, and Financial results, performance of the Company and other
overseeing major capital expenditures, acquisitions and items on the agenda. Additional meetings are held when
divestments. necessary on need basis. The Company also provides facility
to the Directors to attend the meetings of the Board and its
Responsibilities of the Board leadership Committees through Video Conferencing mode and Other
Audio Visual Means.
Dr. Sanjiv Goenka, Chairman, is responsible for fostering
and promoting the integrity of the Board while nurturing a In 2021-22, the Board met five times on May 10, 2021, June
culture where the Board works harmoniously for the long- 16, 2021, August 11, 2021, November 11, 2021 and January 13,
term benefit of the Company and all its stakeholders. The 2022. The maximum gap between any two Board meetings
Chairman is primarily responsible for ensuring that the Board was less than one hundred and twenty days or any statutory
provides effective governance to the Company. In doing extension thereof.
so, the Chairman presides over meetings of the Board and
of the shareholders of the Company. The Chairman takes The Company Secretary attends all the meetings of the
a lead role in managing the Board and facilitates effective Board and its Committees, advises and assures the Board on
communication among directors. He is responsible for compliance and governance principles and ensures appropriate
overseeing matters pertaining to governance, including the recording of minutes of the proceedings of the meetings.
organization, composition and effectiveness of the Board
and its committees, and individual directors in fulfilling INFORMATION PLACED BEFORE THE BOARD
their responsibilities. The Chairman provides independent
leadership to the Board, identifies guidelines for the conduct Along with the agenda papers, the Directors are presented with
and performance of directors, and oversees the management detailed notes including necessary information as required
of the Board’s administrative activities, such as meetings, under the statute and in line with the guidelines on Corporate
schedules, agendas, communications and documentations. Governance. These papers are circulated to the Directors well
The Chairman is also instrumental for the overall strategy of the in advance so that they can come prepared at the meetings.
Company. The Chairman works actively with the Nomination The Board periodically reviews compliance reports prepared by
and Remuneration Committee to plan the composition of the the Company regarding the laws applicable to the Company.
Board and Board Committees, induct directors to the Board, There has not been any instance of any non-compliance.
plan for directors’ succession, participate effectively in the
Board evaluation process and meet with individual director to Important operational matters are brought to the notice of the
provide constructive feedback and advice. Board at its meetings and various divisional heads in charge

53
of the Company’s operations attend the Board Meetings to approved by the Board. The quorum for meetings is the higher
provide inputs and explain any queries pertaining to their of two members or one-third of the total number of members
respective areas of operation to enable the Board to take of the Committee.
informed decisions.
The Board currently has five Committees namely:

MEETING OF INDEPENDENT DIRECTORS 1. Audit Committee

Schedule IV of the Companies Act, 2013 and the Rules 2. Stakeholders Relationship Committee
thereunder mandate that the Independent Directors of the
Company shall hold at least one meeting in a year, without the 3. Nomination & Remuneration Committee
attendance of Non-Independent Directors and members of
4. Corporate Social Responsibility Committee, and
the Management. At such meetings, the Independent Directors
discuss, among other matters, the flow of information to 5. Risk Management Committee
the Board, competition, strategy, leadership strengths and
weaknesses, governance, compliance, Board movements, The terms of reference of the Board Committees are governed
human resource matters and performance of the executive by relevant legislations and/or determined by the Board from
members of the Board, including the Chairman. During 2021- time to time.
22, Independent Directors met on January 13, 2022.
1. AUDIT COMMITTEE

CONFIRMATION OF INDEPENDENCE (i) Objectives of the Committee

The Independent Directors have confirmed that they meet The primary objective of the Committee is, inter alia,
the criteria of independence under section 149(6) of the Act to assist the Board with oversight of:
and the Listing Regulations. The Board of Directors of the
i. The accuracy, integrity and transparency of the
Company is of the opinion that the Independent Directors
Company’s financial statements with adequate
fulfill the conditions specified in Listing Regulations and are
and timely disclosures.
independent of the management.
ii. Compliance with legal and regulatory
requirements.
CODE OF CONDUCT
iii. The Company’s Independent Auditors’
The Code of Business Conduct and Ethics (‘the Code’) relating qualifications and independence.
to matters concerning Board members and Senior Management iv. Review and monitor the performance of the
Personnel and their duties and responsibilities have been Company’s Independent Auditors and Internal
meticulously followed. All Directors and Senior Management Auditors.
Personnel have affirmed compliance of the provisions of the
v. Acquisitions and investments made by the
Code during 2021-22 and a declaration from the Managing
Company.
Director to that effect is given at the end of this report. The
Code is posted on the Company’s website at www.cesc.co.in/ Process adopted by the Committee to fulfill its
wp-content/uploads/2014/02/Code-of-Conduct.pdf objectives

• Ensuring an effective and independent internal

COMMITTEES OF THE BOARD audit function, which works to provide assurance
The Board Committees play a vital role in strengthening the regarding the adequacy and operation of internal
Corporate Governance practices and focus effectively on the controls and processes intended to safeguard
issues and ensure expedient resolution of diverse matters. The the Company’s assets, effective and efficient
Board Committees are set up under formal approval of the Board use of the Company’s resources, and timely and
to carry out clearly defined roles as a part of good governance accurate recording of all transactions.
practice. The Board supervises the execution of its responsibilities
• Meeting the Independent Auditor from time to
by the Committees and is responsible for their actions. The
time to discuss key observations relating to the
minutes of the proceedings of the meetings of all Committees
financial statements for the relevant period.
are placed before the Board for its review and noting purposes.
• Providing an independent channel of
The Board, is responsible for assigning and fixing terms
communication for the Compliance Officer,
of service for committee members. The Chairman of the
Internal Auditor and the Independent Auditor.
Board, in consultation with the Company Secretary and the
Committee Chairperson, determines the frequency and • Inviting members of the management, and at its
duration of the Committee meetings. The recommendations discretion, external experts in legal, financial and
of the Committees are submitted to the Board for approval. technical matters, to provide advice and guidance.
During the year, all recommendations of the Committees were

54 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

• Meeting at least four times in a year and not more Mr. Chandra Kumar Dhanuka, being the Chairman of
than 120 days shall elapse between two meetings. the Committee. All members of the Audit Committee
have accounting and financial management expertise.
• Providing periodic feedback and reports to the
The Company Secretary acts as the Secretary to the
Board.
Committee.
(ii) Composition:
(iii) The Committee met five times during the year on May
As on March 31, 2022, Audit Committee comprises 10, 2021, June 16, 2021, August 11, 2021, November 11,
of four members consisting of Dr. Sanjiv Goenka, 2021 and January 13, 2022. The attendance record of
Mr. Pratip Chaudhuri, Ms. Rekha Sethi and the Members at the Meeting is given below in Table 2.

Table 2: Attendance Record of Audit Committee Meetings

No. of Meetings
Name of Members Status Category
Held Attended
Mr. Chandra Kumar Dhanuka Chairman Non-Executive / Independent 5 5
Dr. Sanjiv Goenka Member Non-Executive / Non-Independent 5 5
Mr. Pratip Chaudhuri Member Non-Executive / Independent 5 5
Ms. Rekha Sethi Member Non-Executive / Independent 5 4

Executive Director & CFO and representatives of the Statutory Auditors and Internal Auditors are invited by the Audit
Committee to the meetings. The Auditors are heard in the meetings of the Audit Committee when it considers the
financial results of the Company.

(iv) Terms of reference 5. Compliance with listing and other legal

requirements relating to financial statements.
The functions of the Audit Committee of the
Company include the following: 6. Disclosure of any related party transactions.

a) Oversight of the Company’s financial reporting 7. Qualifications in the draft audit report, if any.
process and the disclosure of its financial
e) Reviewing, with the management, the quarterly
information to ensure that the financial statement
financial statements before submission to the
is correct, sufficient and credible.
Board for approval.
b) Recommending to the Board, the appointment,
f) Reviewing, with the management, performance
re-appointment and, if required, the replacement
of statutory and internal auditors, and adequacy
or removal of the statutory auditor and the
of the internal control systems.
fixation of audit fees.
g) Reviewing the adequacy of internal audit function,
c) Approval of payment to statutory auditors for any
if any, including the structure of the internal audit
other services rendered by the statutory auditors.
department, staffing and seniority of the official
d) Reviewing, with the management, the annual heading the department, reporting structure
financial statements before submission to the coverage and frequency of internal audit.
Board for approval, with particular reference to:
h) Discussion with internal auditors any significant
1. Matters required to be included in the findings and follow up thereon.
Director’s Responsibility Statement to be i) Investigating into any matter in relation to
included in the Board’s report in terms of the items specified in the terms of reference
Section 134 of the Act. and reviewing the findings of any internal
investigations by the internal auditors into matters
2. Changes, if any, in accounting policies and
where there is suspected fraud or irregularity or
practices and reasons for the same.
a failure of internal control systems of a material
3. Major accounting entries involving estimates nature and reporting the matter to the Board.
based on the exercise of judgment by
j) Discussion with the statutory auditors before the
management.
audit commences, about the nature and scope of
4. Significant adjustments made in the financial audit as well as post-audit discussion to ascertain
statements arising out of audit findings. any area of concern.

55
 k) Reviewing the Company’s risk management internal control weaknesses issued by the
policies. Statutory Auditors.

l) Look into the reasons for substantial defaults C. Internal audit reports relating to internal
in the payment to the depositors, debenture control weaknesses.
holders, shareholders (in case of non- payment
of declared dividends) and creditors. D. The appointment, removal and terms of
remuneration of the chief of internal audit
m) Carrying out any other function as is mentioned function.
in the terms of reference of the Audit Committee.
E. Whenever applicable, monitoring end use
n) Investigate any activity within its terms of of funds raised through public issues, rights
reference and to seek any information it requires issues, preferential issues by major category
from any employee. (capital expenditure, sales and marketing,
working capital, etc), as part of the quarterly
o) Obtain professional advice from external sources
declaration of financial results.
to carry on any investigation and have full access
to information contained in the records of the In addition, Audit Committee of the Board is also
Company. empowered to review the financial statements,
in particular, investments made by the unlisted
p) Discuss any related issues with the internal and
subsidiary companies, in view of the requirements
statutory auditors and the management of the
under Regulation 24 of the Listing Regulations.
Company.
2. STAKEHOLDERS’ RELATIONSHIP COMMITTEE
q) Review and monitor the auditor’s independence
and performance, and effectiveness of audit (i) Objective of the Committee:
process.
The objective of the Committee is to assist the Board
r) Approve subsequent modification of transactions and the Company to oversee the various aspects of
of the Company with related parties. interests of stakeholders of the Company such as:
s) Scrutinize the inter-corporate loans and
1. Consider and resolve the security holders’
investments and evaluate internal financial
concerns or complaints
controls and risk management systems.
2. Monitor and review the investor service standards
t) Oversee the vigil mechanism / whistle blower
of the Company
policy of the Company.
3. Take steps to develop an understanding of the
u) Reviewing the utilisation of loans and /
views of shareholders about the Company, either
advances from investment by the Company in
through direct interaction, analysts’ briefings or
its subsidiaries for an amount exceeding H 100
survey of shareholders
crore or 10% of the asset size of the subsidiary,
whichever is lower, including existing loans/ 4. Oversee and review the engagement and
advances / investments. communication plan with shareholders and
ensure that the views and concerns of the
v) Consider and comment on rationale, cost-
shareholders are highlighted to the Board at
benefits and impact of schemes involving merger,
the appropriate time and that steps are taken to
demerger, amalgamation etc., on the listed entity
address such concerns
and its shareholders
(ii) Composition:
w) Any other duties and responsibilities that the
Audit Committee may be required to discharge As on March 31, 2022, the Stakeholders Relationship
in terms of any amendment to the Act, or Rules Committee comprises of three members consisting
made thereunder / or Listing Regulations that of Dr. Sanjiv Goenka, the Chairman of the Committee,
may be effected from time to time. Mr. Rabi Chowdhury and Mr. Pratip Chaudhuri. The
Company Secretary acts as the Secretary to the
The Company has systems and procedures
Committee.
in place to ensure that the Audit Committee
mandatorily reviews: (iii) Meetings:
A. Management discussion and analysis of
The Committee met four times on June 16, 2021,
financial position and results of operations.
August 11, 2021, November 11, 2021, January 13,
B. Statement of significant related party 2022. Table 3 below reports the attendance record of
transactions, Management letters/letters of the Members at the Meeting.

56 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Table 3: Attendance Record of Stakeholders Relationship Committee Meetings

No. of Meetings
Name of Members Status Category
Held Attended
Dr. Sanjiv Goenka Chairman Non-Executive / Non-Independent 4 4
Mr. Rabi Chowdhury Member Executive 4 4
Mr. Pratip Chaudhuri Member Non-Executive / Independent 4 4

Details of the number and nature of complaints received and redressed during the financial year 2021-22 are given in the
section titled “Additional Shareholder Information”.

(iv) Terms of reference: relating to human resource management and

compensation and to ensure a fair transparent and
The terms of reference of the Stakeholders equitable remuneration to employees and Directors
Relationship Committee include looking into the based on quality of people, their performance and
redressal of grievances of shareholders and dealing capability.
with transfer and transmission of shares, non-receipt
of annual report, non-receipt of declared dividends, (ii) Composition:
issue of duplicate share certificates and new
certificates against requests for split/consolidation/ As on March 31, 2022, the Nomination and
renewal of share certificates. The Committee is also Remuneration Committee comprises of six members
responsible for looking into various interests of the consisting of Dr. Sanjiv Goenka, Mr. Pradip Kumar
shareholders of the Company. Khaitan, Mr. Pratip Chaudhuri, Ms. Rekha Sethi, Mr.
Debanjan Mandal and Mr. Chandra Kumar Dhanuka,
For expediting the above processes, the Board being the Chairman of the Committee. The Company
has delegated necessary power to the Company Secretary acts as the Secretary to the Committee.
Secretary who is also the Compliance Officer.
(iii) Meetings:
3. NOMINATION & REMUNERATION COMMITTEE
The Committee met three times on May 10, 2021,
(i) Objective of the Committee: June 16, 2021 and August 11, 2021.

The objective of the Nomination and Remuneration Table 4 below reports the attendance records of the
Committee is to assist the Board of Directors in fulfilling members at the meeting.
its governance and supervisory responsibilities

Table 4: Attendance Record of Nomination and Remuneration Committee Meetings

No. of Meetings
Name of Members Status Category
Held Attended
Mr. Chandra Kumar Dhanuka Chairman Non-Executive / Independent 3 3
Dr. Sanjiv Goenka Member Non-Executive / Non- Independent 3 3
Mr. Kalaikuruchi Jairaj* Member Non-Executive / Independent 3 3
Mr. Pradip Kumar Khaitan Member Non-Executive / Non- Independent 3 3
Mr. Debanjan Mandal # Member Non-Executive / Independent 3 –
Ms. Rekha Sethi Member Non-Executive / Independent 3 –
Mr. Pratip Chaudhuri Member Non-Executive / Independent 3 –
* Mr. Kalaikuruchi Jairaj ceased to be a member w.e.f. December 29, 2021
#
Mr. Debanjan Mandal, Ms. Rekha Sethi and Mr. Pratip Chaudhuri become members w.e.f. January 13, 2022

(iv) Remuneration Policy: (v) Terms of Reference:

In accordance with the recommendation of The role of the Nomination & Remuneration
the Committee, the Company has formulated a Committee includes:
Remuneration Policy for Directors, Key Managerial
Personnel and other employees of the Company. The i. To identify persons qualified to become directors
Committee is also responsible for recommending the or hold senior management positions and advise
fixation and periodic revision of remuneration of the the Board for such appointments/removals,
Managing Director. where necessary;

57
 ii. To evaluate the balance of skills, knowledge and a formal and rigorous Board review is internally
experience on the Board and on the basis of such undertaken on an annual basis. The evaluation process
evaluation, prepare a description of the role and focused on Board dynamics and softer aspects. The
capabilities required for every appointment of process involved independent discussions with all
an independent director and recommend to the Board members.
Board the said appointment.
Further, the evaluation process was based on the
iii. To formulate criteria for determining qualifications, affirmation received from the Independent Directors
positive attributes and independence of a director that they met the independence criteria as required
and recommend to the Board a policy relating under the Act and the Listing Regulations, 2015.
to the remuneration of directors, key managerial
personnel and other employees; The performance evaluation criteria for Non-
Executive including Independent Directors laid down
iv. To evaluate the performance of every director, by the Committee and taken on record by the Board
key managerial personnel and other employees; includes:

v. To devise a policy on Board diversity. • Attendance and participation in the Meetings

vi. To ascertain whether to extend or continue the • Preparedness for the Meetings
term of appointment of the independent director,
on the basis of the report of performance • Understanding of the Company and the external
evaluation of independent directors. environment in which it operates and contributes
to strategic direction
vii. To recommend to the Board all remunerations,
in whatever form, payable to senior management • Raising of valid concerns to the Board and
of the Company. constructive contribution to issues and active
participation at meetings
(vi) 
Performance Evaluation of Board, its Committees
and Individual Directors: • Engaging with and challenging the management
team without being confrontational or
One of the key functions of the Board is to monitor and obstructionist.
review the Board evaluation framework. The Board works
with the nomination and remuneration committee to lay 4. CORPORATE SOCIAL RESPONSIBILITY (CSR) COMMITTEE
down the evaluation criteria for the performance of the
(i) Objectives of the Committee:
Chairman, the Board, Board committees, and executive
/ non-executive /independent directors through peer The Committee focuses on social and environmental
evaluation, excluding the director being evaluated. responsibilities to fulfill the needs and expectations
of the communities around company’s business
Independent Directors have three key roles –
operations. The CSR activities are not limited to
governance, control and guidance. Some of the
philanthropy, but encompasses holistic community
performance indicators, based on which the
development, institution-building and sustainability-
independent directors are evaluated, includes:
related initiatives.
• The ability to contribute to and monitor our
(ii) Composition
corporate governance practices
As on March 31, 2022, the Corporate Social
• The ability to contribute by introducing
Responsibility Committee consisted of Dr. Sanjiv
international best practices to address business
Goenka, Chairman of the Committee, Mr. Chandra
challenges and risks
Kumar Dhanuka and Mr. Rabi Chowdhury. The
• Active participation in long-term strategic planning Company Secretary acts as the Secretary to the
Committee.
• Commitment to the fulfillment of a director’s
obligations and fiduciary responsibilities; these (iii) Meetings:
include participation in Board and committee
During the financial year, the Committee met twice
meetings
on June 16, 2021 and January 13, 2022. Table 5 below
To improve the effectiveness of the Board and its gives the attendance record of the Members at the
committees, as well as that of each individual director, Meeting.

58 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Table 5: Attendance Record of Corporate Social Responsibility Committee Meetings

No. of Meetings
Name of Members Status Category
Held Attended
Dr. Sanjiv Goenka Chairman Non- Executive / Non-Independent 2 2
Mr. Chandra Kumar Dhanuka Member Non-Executive / Independent 2 2
Mr. Rabi Chowdhury Member Executive 2 2

(iv) Terms of reference: framework of the Company. It assists the Board of

Directors in fulfilling its responsibilities with regard to
The terms of reference of the Corporate Social Company’s risk management, its mitigation process
Responsibility Committee are as follows: and compliance framework, with the help of its
governance structure.
1. To formulate and recommend to the Board, a
Corporate Social Responsibility Policy which (ii) Composition:
shall indicate the CSR activities to be undertaken
by the Company; As on March 31, 2022, the Risk Management
Committee consisted of Mr. Pradip Kumar Khaitan
2. To monitor the Corporate Social Responsibility (Chairman), Mr. Pratip Chaudhuri, Mr. Rabi Chowdhury
Policy of the Company from time to time. and Mr. Debasish Banerjee. Besides, the Committee
also comprised of three senior executives viz.
3. To discharge such other responsibilities as required
Executive Director (HR & Admin), Executive Director
under the Act and the Rules made thereunder.
& CFO and Executive Director (Regulatory Affairs and
The Board approved the revised CSR Policy effective Corporate Services) as its members. The Company
from June 16, 2021 and the same is available on our Secretary acts as the Secretary the Committee.
website at: www.cesc.co.in/wp-content/uploads/
(iii) Meetings:
policies/CSR_Policy.pdf
During the financial year 2021-22 the Committee met
5. RISK MANAGEMENT COMMITTEE
twice on October 29, 2021 and March 22, 2022. Table
(i) Objectives of the Committee: 6 below gives the attendance record of the Members
at the Meeting:
The Committee oversees implementation of the
risk management policy and risk management

Table 6: Attendance Record of Risk Management Committee Meetings

No. of Meetings
Name of Members Status Category
Held Attended
Mr. Pradip Kumar Khaitan Chairman Non-Executive/ Non-Independent 2 2
Mr. Pratip Chaudhuri Member Non-Executive/Independent 2 2
Mr. Rabi Chowdhury Member Managing Director (Generation) 2 2
Mr. Debasish Banerjee# Member Managing Director (Distribution) 2 1
Mr. Rajarshi Banerjee Member* Executive Director & CFO 2 2
Mr. Gautam Ray Member* Executive Director (HR & Admin.) 2 2
Ms. Gargi Chatterjea# Member* Executive Director (Regulatory Affairs & 2 1
Corporate Services
*Not a director on the Board of the Company
# Became member w.e.f. January 13, 2022

(iv) Terms of reference: ii) To ensure that appropriate methodology, processes and
systems to monitor and evaluate risks associated with the
i) 
To formulate a detailed framework for business of the Company;
identification of internal and external risks
and the measures for risk mitigation including iii) To periodically review the risk management policy, by
systems and processes for internal control considering the changing industry dynamics and evolving
of identified risks in order to ensure effective complexity and monitor and oversee implementation of
business continuity plan the risk management policy;

59
iv) To keep the board of directors/the management informed SUBSIDIARY COMPANIES
about the discussions, recommendations and actions
taken report ; As on March 31, 2022, CESC had 18 subsidiaries. Haldia
Energy Limited (HEL) was the only material subsidiary of the
v) To review appointment, removal and terms of Company during the year in terms of Regulation 24 of the
remuneration of the Chief Risk Officer Listing Regulations. Mr. Debanjan Mandal, an Independent
Director of the Company was appointed on HEL’s Board as an
REMUNERATION OF DIRECTORS Independent Director with effect from June 15, 2021. Web link
of policy for determining material subsidiaries is given below:
Payment of remuneration to Managing Directors is governed
by the agreements executed with the Company and is https://www.cesc.co.in/wp-content/uploads/policies/
also governed by Board and Shareholders’ resolutions. RELATED_PARTIES_POLICY.pdf
The remuneration structure comprises salary, variable pay,
perquisites and allowances and retirement benefits in the forms
of superannuation and gratuity. The details of all remuneration MANAGEMENT
paid or payable to the Directors have been given below.
MANAGEMENT DISCUSSION AND ANALYSIS
Remuneration paid or payable to Non-Executive Directors
for the year ended March 31, 2022: This Annual Report has a detailed chapter on Management
Discussion and Analysis.
Details of Sitting Fees paid to Non-Executive Directors during
the Financial Year 2021-22 are as follows: DISCLOSURES BY MANAGEMENT TO THE BOARD

Dr. Sanjiv Goenka, Chairman - H 19,00,000, Mr. Shashwat All disclosures relating to financial and commercial
Goenka, Vice Chairman - H 5,00,000, Mr. Pradip Kumar Khaitan- transactions, if any, where Directors may have a potential
H 10,00,000 , Mr. Chandra Kumar Dhanuka - H 16,00,000, Ms. interest are provided to the Board, and the interested Directors
Rekha Sethi - H 10,00,000, Mr. Kalaikuruchi Jairaj - H 7,00,000, neither participate in the discussion nor do they vote on
Mr. Pratip Chaudhuri - H 17,00,000 and Mr. Sunil Mitra - such matters.
H 6,00,000 and Mr. Debanjan Mandal H 5,00,000. Sitting fees
Committee recommendations
include payment for Board-level committee meetings.
There were no instances of any recommendation by the
After taking into account the Non-Executive Directors’
Committees that was not accepted by the Board
contribution to the Company in formulating its policy matters,
their qualifications, experience, time spent by them on
strategic matters, the Company, with the due approval of the DISCLOSURE OF ACCOUNTING CONVENTION IN
shareholders, made payment of commission during the year PREPARATION OF FINANCIAL STATEMENTS
2021-22 at the rate of 3% of net profits for the financial year
2020-21, calculated under the applicable provisions of the The financial statements have been prepared in compliance
Companies Act, 2013. A sum of H 26.16 crore has been paid with all material aspects of the applicable accounting
to the Non-Executive Directors of the Company for the said principles in India, including accounting standards notified
year, out of which a total sum of H 0.70 crore was paid to the under Section 133 of the Act and other relevant provisions of
Non-Executive Directors other than the Chairman and the Vice- the Act and the regulations under the Electricity Act, 2003 and
Chairman, who were paid the balance amount equally, as per regulations thereunder, to the extent applicable. The financial
the decision of the Board. Amount of the proposed commission statements have also been prepared in accordance with
for the Non-Executive Directors for the year 2021-22 on the relevant presentational requirements of the Act.
same basis is H 31.86 crore, payable in the year 2022-23.
FEES PAID TO THE STATUTORY AUDITORS BY THE
Remuneration of the Managing Directors:
COMPANY AND ITS SUBSIDIARIES
The remuneration of Mr. Debasish Banerjee, Managing
Fees for Audit and other services paid to the Statutory Auditors
Director (Distribution) during the year, in accordance with the
Resolution passed by the Shareholders at the Fortieth Annual and all entities in the network firm / network entity of which
General Meeting held on 21 December, 2018 was: Salary – statutory auditors are a part was H 4.25 crore and H 0.74 crore
H 2.23 crore, Contribution to Pension and Provident Fund towards reimbursement of expenses.
and Gratuity – H 0.61 crore, Estimated value of other benefits
– H 2.67 crore, Total: H 5.51 crore. The remuneration of
CODE FOR PREVENTION OF INSIDER TRADING
Mr. Rabi Chowdhury, Managing Director (Generation) was paid
by Haldia Energy Limited, a wholly-owned subsidiary of the
PRACTICES
Company, where he is also the Managing Director.
The Company amended the Code of Conduct to Regulate,
Shares held by Non-Executive Directors: Monitor and Report Trading by Insiders” effective from
February 11, 2021 in line with the SEBI (Prohibition of Insider
As on March 31, 2022, Dr. Sanjiv Goenka, Chairman and Non- Trading) (Amendment) Regulations, 2018.
Executive Director held 13,47,940 equity shares whereas
Mr. Shashwat Goenka, Vice Chairman and Non – Executive The code lays down guidelines, which advises the insiders
Director held 11,14,080 equity shares of the Company. No on procedures to be followed and disclosures to be made,
other Non-Executive Director holds any equity share in CESC while dealing with the Company’s securities. The code
as on March 31, 2022.

60 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

clearly specifies, among other matters, that “Designated Apart from the above, the Company also has in place a “Code
Persons” including Directors of the Company can trade in the of Practices and Procedures for Fair Disclosure of Unpublished
Company’s securities only when the ‘Trading Window’ is open. Price Sensitive Information” in terms of the aforesaid
The Trading Window is closed during the time of declaration regulations. The Company Secretary is the Compliance Officer
of financial results, dividend and other important events as of the Company. The above two codes are posted on the
mentioned in the Code. Company’s website at https://www.cesc.co.in/wp-content/
uploads/insid_trade/Insider_trading_prohibition_code.pdf.

CREDIT RATINGS

The details of ratings obtained during the year under review are given below:

Date Facility Type Rating Rating Agency

Long-term Bank Facilities CARE AA; Stable) (Double A; Outlook: Stable CARE Ratings
Short-term Bank Facilities CARE A1+ (A One Plus) Limited
October 4, 2021
Long term – Non- Convertible Debenture CARE AA; Stable (Double A; Outlook: Stable)
Commercial Paper CARE A1+ (A One Plus)
July 27, 2021 Commercial Paper [ICRA] A1+ ICRA Limited

COMMODITY PRICE RISK OR FOREIGN EXCHANGE from market volatility in terms of price and availability. Any
RISK AND HEDGING ACTIVITIES commodity having exposure during a year exceeding 10%
of the annual consolidated turnover as per the last audited
(i) Risk Management Policy financial statements are considered to be material for the
purpose of disclosure regarding commodity risk.
Commodities form major part of the raw materials and input
requirement of the Company, for the purpose of carrying out (ii) Exposure of the Company to commodity and commodity
day to day activities and hence commodity price risk is one risks faced by the Company throughout the year:
of important market risks of the Company. The Company
has a robust framework and governance mechanism in a. Total exposure of the listed entity to commodities:
place to ensure that the organization is adequately protected H 1,370 crore

b. Exposure of the listed entity to various commodities:

Exposure % of such exposure hedged through commodity

Commodity towards the Exposure in Qty towards the derivatives
Name particular particular commodity Domestic market International market
Total
commodity (H) OTC Exchange OTC Exchange
Coal 1,370 crore 3.40 Million MT Nil Nil Nil Nil Nil

c. Commodity risks faced by the listed entity during the Company operates under regulatory regime and
year. as aforesaid, the entire quantity of coal has been
procured from domestic sources including own
The company has three coal based power generating captive mine and from CIL and its subsidiaries.
plants situated in and around the city of Kolkata. Coal Accordingly, in view of the aforesaid arrangements,
is sourced from own Captive Mine, by domestic long hedging has not been considered necessary.
term linkage through Fuel Supply Agreements with
Coal India Limited (CIL/its subsidiaries) and through
Special Forward E-Auction conducted by CIL/its DETAILS OF UTILIZATION OF FUNDS
subsidiaries. The domestic price of linkage coal and
The Company does not have any unutilized fund for reporting
the reserve price of E-Auction Coal are governed
of its utilization in terms of Regulation 32(7A) of Listing
as per rates notified by CIL and its subsidiaries. The
Regulations.

61
RELATED PARTY TRANSACTIONS Disclosure in relation to the Sexual Harassment of Women
at Workplace
Transactions entered into with the related parties alongwith
other disclosures as specified in Indian Accounting Standard Number of complaints filed during the financial year Nil
(IND AS) – 24 issued by the Institute of Chartered Accountants Number of complaints disposed of during the Nil
of India are disclosed in Note - 42 to the standalone financial financial year
statements for the year 2021-22. There has been no material Number of complaints pending as on end of the Nil
transaction with any of the related parties which was in financial year
conflict with the interests of the Company. There has been
no material pecuniary relationship or transaction between the
CEO/CFO CERTIFICATION
Company and its Directors during the year. The Company’s
policy on dealing with Related Party Transactions is posted at: Certification by the CEO and the CFO as to the financial
https://www.cesc.co.in/wp-content/uploads/policies/ statements for the year has been submitted to the Board
RELATED_PARTIES_POLICY.pdf. of Directors, as required under the Listing Regulations and
provided elsewhere in the Report.
ESTABLISHMENT OF VIGIL / WHISTLEBLOWER
MECHANISM PRACTICING COMPANY SECRETARY CERTIFICATE
ON DIRECTOR QUALIFICATION
The Company has established a mechanism for Directors
and employees to report concerns about unethical behavior, The Company has obtained a Certificate from Secretarial
actual or suspected fraud, or violation of the Code. It also Auditor confirming that none of its Directors has been debarred
provides for adequate safeguards against the victimization or disqualified from being appointed or continuing on the Board
of employees who are entitled to avail the mechanism and as Directors of any company by any statutory authority.
direct access to the chairperson of the Audit Committee in
exceptional cases. During the year, no such case has been
reported hence the question of denying any personnel due APPOINTMENT / RE-APPOINTMENT / CONTINUATION
access to Audit Committee does not arise. OF DIRECTORS

Mr. Debasish Banerjee (DIN: 06443204) retires at the

ANTI-SEXUAL HARASSMENT POLICY conclusion of the forthcoming Annual General Meeting of the
Company, and being eligible, offers himself for reappointment.
The Company has in place an Anti-Sexual Harassment Policy
in line with the requirements of The Sexual Harassment of The Board and its Nomination and Remuneration Committee
Women at the Workplace (Prevention, Prohibition & Redressal) have recommended continuation of Mr. Pradip Kumar
Act, 2013 covering all employees of the Company. Further, Khaitan as a Non-Executive Non-Independent Director of
the Company has set up an Internal Complaint Committee in the Company in terms of Sub- Regulation 17(1A), introduced
compliance with Sexual Harassment of Women at Work Place with effect from April 1, 2019 under the Listing Regulations.
(Prevention, Prohibition and Redressal) Act, 2013 and Rules The Notice convening the ensuing Annual General Meeting
framed thereunder. includes the requisite Special Resolution for this purpose.

Their details of the directors, mentioned above, are given below:

Name of the Director Mr. Debasish Banerjee

Age 60
Brief Resume Mr. Debasish Banerjee (DIN 06443204 ) , aged 60 years, is an Electrical Engineer with proficiency in
Business Management, having 38 years of rich and diverse industry experience. He commenced his
professional career from Areva and moved onto Crompton Greaves and Schneider Electric, heading
Business Operations in Dealer, Industry & Utilities domain. In his last stint as CEO of Reliance Energy,
he contributed in improving Operational Efficiency and Optimizing Cost through Business Processes
Reengineering & Automation, thus increasing bottom line and Customer Delight. In his current capacity
as MD (Distribution) of CESC, he has ushered in a transformational journey for leapfrogging CESC to
newer heights of excellence with enhanced Operational Resilience & Efficiency for effective Business
Continuity during and after any crisis. Adoption of Industry 4.0 and Sensor based IoT along with Big Data
Analytics and Immersive Technologies / Digital Twins has enabled the shift from Preventive to Predictive
Maintenance, thus making CESC more Agile, Customer Centric, Cost-Effective and a Digital Utility of the
future.

62 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

In pursuit of his passion to deploy cutting-edge Technologies for radical change, he is constantly engaged
in embracing disruptive Technological Innovations, for enhancing Customer & Employee Experience (CX
& EX). Rapid deployment of digital platforms like ChatBot, WhatsappBot & unique vernacular VoiceBot
embedded with AI/ML & NLL/NLP technologies has further enriched Customer Service delivery.
He has been instrumental in demonstrating Sustainability, which is one of the core values of CESC through
Digitization & Decentralization for providing safe, cost-effective and reliable electricity. He is engaged in
developing a responsible and diverse value chain for powering a Sustainable future & creating a positive
societal impact for a better planet and people.
Apart from CESC, Mr. Banerjee is also on the Board of Eminent Electricity Distribution Limited and
Malegaon Power Supply Limited.

Other Directorship Mr. Banerjee is on the Boards of Malegaon Power Supply Limited and Eminent Electricity Distribution
Limited which are wholly owned subsidiaries of CESC.
Shareholding Nil

Name of the Director Mr. Pradip Kumar Khaitan

Age 81
Brief Resume Mr. Pradip Kumar Khaitan (DIN 00004821), aged 81 years, is a B.Com, LL.B. and Attorney-at-law (Bell
Chambers Gold Medallist). He has professional Affiliations with Bar Council of India, Bar Council of West
Bengal, Indian Council of Arbitration, New Delhi and Incorporated Law Society of Calcutta. Mr. Khaitan is the
Senior Partner of Khaitan & Co. and is widely regarded as amongst the most influential legal practitioners in
India. With over 50 years of experience, Mr. Khaitan has advised on a wide range of transactions.
Mr. Khaitan’s practice includes advising domestic business houses and International Corporations on
all aspects of commercial and corporate laws, taxation, joint ventures, mergers & demergers, corporate
governance and restructuring. He regularly advises on strategic decisions and sensitive commercial and
legal issues. He is on the Board of Directors of CESC 1992.
Other Directorship Mr. Khaitan is on the Boards of Graphite India Limited (Chairman of the Nomination & Remuneration Committee
and member of Stakeholders Relationship Committee), India Glycols Limited (Chairman of Audit Committee
, Nomination & Remuneration Committee, Stakeholders Relationship Committee and member of CSR & Risk
Management Committee), Electrosteel Castings Limited (Chairman of the Board, Member of Audit Committee,
Nomination & Remuneration Committee & CSR Committee), Emami Limited, Firstsource Solutions Limited,
Woodlands Multispecialty Hospital Limited (Chairman of the Board and member of Audit Committee and
Nomination & Remuneration Committee) and Odisha Cement Limited (Member of Audit Committee).
Shareholding Nil

COMMUNICATION TO SHAREHOLDERS

CESC puts forth key information about the Company and its performance, including quarterly results, official news releases and
presentations to analysts, on its website https://www.cesc.co.in regularly for the benefit of its shareholders and the public at large.

During the year, the Company’s quarterly/half-yearly/annual results, prepared in accordance with the Listing Regulations, have
been published in leading English and Vernacular language newspapers and also posted on the website of the Company as well
as on the websites of the Stock Exchanges where the shares of the Company are listed. Hence, they are not separately sent to the
shareholders. However, the Company furnishes the results on receipt of a request from the shareholder.

Pursuant to the relevant circulars issued by Ministry of Corporate Affairs, Government of India (MCA) and Securities & Exchange
Board of India and in view of the prevailing situation of the pandemic, the Notice of the Forty-fourth AGM and the Annual Report
of the Company for the year 2021-22, are being sent only by email to the shareholders unless any shareholders has requested for
a physical copy of the same.

The Company supports the ‘Green Initiative’ undertaken by the MCA, enabling electronic delivery of documents including Annual
Report etc. to shareholders at their e-mail address already registered with the Depository Participants (“DPs”) and Registrar and
Transfer Agents (“RTA”). Additionally, the Company conducts various meetings by means of electronic mode in order to ensure
the reduction of carbon footprint.

In view of the above, shareholders who have not yet registered their email addresses are requested to register the same with their DPs/
the Company’s RTA for receiving all communications, including Annual Report, Notices, Circulars etc. from the Company electronically.
Schedule of investor's meeting and presentation made thereat are informed to the Stock Exchanges and uploaded on the Company's
website in advance for information to the shareholders and other stakeholders.

63
GENERAL BODY MEETINGS

The Forty-fourth Annual General Meeting of the Company shall be held on Friday, July 29, 2022 at 10.30 A.M. (IST) via Video
Conferencing (VC) and Other Audio-Visual Means (OAVM).

The date, time and venue of the last three annual general meetings are given below.

Special Resolutions
Financial year Date Time Venue
Passed
2018-19 July 19, 2019 10:30 AM SWISSOTEL Kolkata, City Centre Two, New Town Action Four
(IST) Area 2 D, Plot No. 11/5, New Town, Rajarhat, Kolkata –
700157
2019-20 August 3, 2020 10:00 AM Via VC / OAVM as directed by Ministry of Corporate Affairs Two
(IST)
2020-21 August 18, 2021 10:30 AM Via VC / OAVM as directed by Ministry of Corporate Affairs Four
(IST)

No resolution is proposed to be passed through postal ballot as on the date of this report.

There was no Extra-Ordinary General Meeting held during The Company continues to adopt appropriate best
the financial year 2021-22. During the year under review practices in order to ensure unqualified financial
the Company had sought approval of shareholders through statements.
postal ballot for alteration of Articles of Association by special
resolution and 98.69% of the Votes were cast in favour of
CONFIRMATION
the said resolution. The Company had appointed Mr. Anil
Kumar Murarka (FCS-3150, COP-1857), Practicing Company 1. The Company has obtained a Certificate from the
Secretary, to act as the Scrutinizer for conducting the Postal Statutory Auditors regarding compliance of conditions of
Ballot Process, in fair and transparent manner. corporate governance, as mandated in Regulation 27 of
the Listing Regulations. The certificate is annexed to this
COMPLIANCE report.

Details of non-compliance 2. The Company has complied with the requirements

prescribed under Regulations 17 to 27 and clauses (b) to
No penalty has been imposed by any stock exchange, SEBI nor (i) of sub-regulation (2) of Regulation 46 of the Listing
has there been any instance of non-compliance with any legal Regulations.
requirements, or on matters relating to the capital market.
3. To the best of its knowledge, CESC has complied with all
requirements of the regulatory authorities. No penalties/
NON-MANDATORY REQUIREMENTS strictures were imposed on the Company by stock
exchanges or SEBI or any statutory authority on any matter
The details of compliance of the non-mandatory requirements
related to capital markets during the last three years.
are listed below.

• SHAREHOLDERS RIGHTS

Details of the shareholders’ rights in this regard are given

in the section ‘Communication to Shareholders’. On behalf of the Board of Directors

• AUDIT QUALIFICATIONS
Dr. Sanjiv Goenka
During the financial year 2021-22, there was no audit Place : Kolkata Chairman
qualification in the financial statements of the Company. Date : May 13, 2022 DIN: 00074796

64 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Independent Auditors’ Report on compliance with the conditions of Corporate

Governance as per provisions of Chapter IV of Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended

The Members of CESC Limited

CESC Limited
CESC House
Chowringhee Square
Kolkata - 700001

1. The Corporate Governance Report prepared by CESC Limited (hereinafter the “Company”), contains details as specified in
regulations 17 to 27, clauses (b) to (i) and (t) of sub – regulation (2) of regulation 46 and para C, D, and E of Schedule V of the
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended
(“the Listing Regulations”) (‘Applicable criteria’) for the year ended March 31, 2022 as required by the Company for annual
submission to the Stock exchange.

Management’s Responsibility

2. The preparation of the Corporate Governance Report is the responsibility of the Management of the Company including
the preparation and maintenance of all relevant supporting records and documents. This responsibility also includes the
design, implementation and maintenance of internal control relevant to the preparation and presentation of the Corporate
Governance Report.

3. The Management along with the Board of Directors are also responsible for ensuring that the Company complies with the
conditions of Corporate Governance as stipulated in the Listing Regulations, issued by the Securities and Exchange Board of
India.

Auditor’s Responsibility

4. Pursuant to the requirements of the Listing Regulations, our responsibility is to provide a reasonable assurance in the form
of an opinion whether, the Company has complied with the conditions of Corporate Governance as specified in the Listing
Regulations.

5. We conducted our examination of the Corporate Governance Report in accordance with the Guidance Note on Reports
or Certificates for Special Purposes and the Guidance Note on Certification of Corporate Governance, both issued by the
Institute of Chartered Accountants of India (“ICAI”). The Guidance Note on Reports or Certificates for Special Purposes
requires that we comply with the ethical requirements of the Code of Ethics issued by ICAI.

6. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control
for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services
Engagements.

7. The procedures selected depend on the auditor’s judgement, including the assessment of the risks associated in compliance
of the Corporate Governance Report with the applicable criteria. Summary of procedures performed include:

i. Read and understood the information prepared by the Company and included in its Corporate Governance Report;

ii. Obtained and verified that the composition of the Board of Directors with respect to executive and non-executive
directors has been met throughout the reporting period;

iii. Obtained and read the Register of Directors as on March 31, 2022 and verified that at least one independent woman
director was on the Board of Directors throughout the year;

iv. Obtained and read the minutes of the following committee meetings / other meetings held from April 1, 2021 to March
31, 2022:

(a) Board of Directors;

(b) Audit Committee;
(c) Annual General Meeting (AGM);

65
 (d) Nomination and Remuneration Committee;
(e) Stakeholders Relationship Committee;
(f) Risk Management Committee;
(g) Corporate Social Responsibility Committee;

v. Obtained necessary declarations from the directors of the Company.

vi. Obtained and read the policy adopted by the Company for related party transactions.

vii. Obtained the schedule of related party transactions during the year and balances at the year- end. Obtained and read the
minutes of the audit committee meeting where in such related party transactions have been pre-approved prior by the
audit committee.

viii. Performed necessary inquiries with the management and also obtained necessary specific representations from
management.

8. The above-mentioned procedures include examining evidence supporting the particulars in the Corporate Governance
Report on a test basis. Further, our scope of work under this report did not involve us performing audit tests for the purposes
of expressing an opinion on the fairness or accuracy of any of the financial information or the financial statements of the
Company taken as a whole.

Opinion

9. Based on the procedures performed by us, as referred in paragraph 7 above, and according to the information and explanations
given to us, we are of the opinion that the Company has complied with the conditions of Corporate Governance as specified
in the Listing Regulations, as applicable for the year ended March 31, 2022, referred to in paragraph 4 above.

Other matters and Restriction on Use

10. This report is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the
management has conducted the affairs of the Company.

11. This report is addressed to and provided to the members of the Company solely for the purpose of enabling it to comply
with its obligations under the Listing Regulations with reference to compliance with the relevant regulations of Corporate
Governance and should not be used by any other person or for any other purpose. Accordingly, we do not accept or assume
any liability or any duty of care or for any other purpose or to any other party to whom it is shown or into whose hands it
may come without our prior consent in writing. We have no responsibility to update this report for events and circumstances
occurring after the date of this report.

For S.R. Batliboi & Co. LLP

Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005

per Kamal Agarwal

Partner
Membership Number: 058652
UDIN: 22058652AIXHRD9039

Place of Signature: Kolkata

Date: May 13, 2022

66 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

ADDITIONAL SHAREHOLDER INFORMATION

(Annexure ‘C’ to the Board’s Report)

ANNUAL GENERAL MEETING

Day & Date : Friday, July 29, 2022

Time : 10.30 A.M. (IST)
Venue : Video Conferencing / Other Audio-Visual Means

FINANCIAL CALENDAR : April 1 to March 31

For the year ended March 31, 2021, results were announced on:
First quarter August 11, 2021
Second quarter November 11, 2021
Third quarter January 13, 2022
Fourth quarter and annual May 13, 2022

For the year ending on March 31, 2022, results will be announced :
First quarter On or before August 14, 2022*
Second quarter On or before November 14, 2022*
Third quarter On or before February 14, 2023*
Fourth quarter and annual On or before May 30, 2023*

* The above dates are subject to any statutory extension, if any, allowed in future.

DIVIDEND

The Board of Directors at its meeting held on January 13, 2022 declared an interim dividend of H 4.50 per equity share that
was paid on and from February 7, 2022. The said dividend was declared in terms of the Dividend Distribution Policy adopted
by the Company in terms of the requirement of Listing Regulations. The Policy is available on the website of the Company at:
https://www.cesc.co.in/wp-content/uploads/policies/Dividend_Policy.pdf

LISTING

Equity shares of CESC are listed on BSE Limited, Mumbai and the National Stock Exchange of India Limited, Mumbai.

ISIN & STOCK CODES DETAILS

A. Equity shares (ISIN: INE486A01021)

Stock Exchanges Stock Code

BSE Limited (Phiroze Jeejeeboy Tower, Dalal Street, Mumbai – 400001) 500084
The National Stock Exchange of India Limited CESC
(Bandra Kurla Complex, Bandra (E), Mumbai – 400051)

B. Listed Secured Non-Convertible Debentures :-

Principal amount
Stock Exchanges ISIN Coupon Rate
H (crore)
The National Stock Exchange of India Limited INE486A07242 7.75% 300.00
(Bandra Kurla Complex, Bandra (E), Mumbai INE486A07267 12 month T-bill rate + spread of 240 bps 200.00
– 400051)

Note:-
1. The Equity shares of the Company of face value of H 10/- each were sub-divided into 10 (ten) equity shares of face value
of Re. 1/- each with effect from September 21, 2021.
2. All listing and custodial fees to the stock exchanges and depositories have been duly paid upto financial year 2022-23.

67
STOCK DATA AND PERFORMANCE

Table 1 below gives the monthly high and low prices of CESC’s equity shares at the BSE Limited (BSE) and the National Stock
Exchange of India Limited (NSE) for the year 2021-22.

Table 1: High and Low Prices at the BSE and NSE (H)

Bombay Stock Exchange (BSE) The National Stock Exchange of India Limited (NSE)
Month
High Low High Low
April, 2021 631.60 575.00 632.00 577.15
May, 2021 707.90 594.60 708.80 612.00
June, 2021 819.15 677.10 820.00 676.90
July, 2021 871.00 750.10 870.90 750.00
August, 2021 852.95 722.60 853.00 723.00
September, 2021# 899.90 81.55 900.00 81.50
October, 2021 102.45 86.65 102.45 86.45
November, 2021 93.20 81.20 93.30 81.10
December, 2021 91.90 80.65 90.95 80.55
January, 2022 94.50 82.65 94.50 82.70
February, 2022 86.00 72.30 86.05 72.20
March, 2022 80.70 73.10 80.35 73.05

Note: # With effect from September 21, 2021 pursuant to the approval of Board and shareholders of the Company’s one Equity
Share of H 10/- was sub-divided into ten Equity shares of Re. 1/- each.

Table 2 below provides the closing price of CESC’s equity shares on NSE with leading market and sector indices at the last trading
day for each month during the financial year 2021-22:

Table 2: Performance in Comparison to NSE, BSE Sensex, BSE 500 and BSE Power Index

As on close of last trading CESC’s Closing Price

NSE Nifty BSE Sensex BSE 500 Index BSE Power Index
day for each month on NSE (H)
April, 2021 607.95 14631.10 48782.36 19689.52 2481.15
May, 2021 684.70 15582.80 51937.44 21055.18 2816.44
June, 2021 769.90 15721.50 52482.71 21463.09 2755.48
July, 2021 838.80 15763.05 52586.84 21753.68 2616.52
August, 2021 803.85 17132.20 57552.39 23174.23 2921.29
September, 2021# 91.55 17618.15 59126.36 23937.54 3198.73
October, 2021 87.20 17671.65 59306.93 23990.09 3337.70
November, 2021 87.50 16983.20 57064.87 23276.88 3456.56
December, 2021 87.50 17354.05 58253.82 23811.00 3481.71
January, 2022 84.70 17339.85 58014.17 23715.29 3937.46
February, 2022 78.30 16793.90 56247.28 22741.64 3854.35
March, 2022 75.85 17464.75 58568.51 23695.01 4043.63

Note: # With effect from September 21, 2021 pursuant to the approval of Board and shareholders of the Company’s one Equity
Share of H 10/- was sub-divided into ten Equity shares of Re. 1/- each.

68 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Chart A plots the movement of CESC’s equity shares’ adjusted closing prices compared to the BSE Sensex

Chart A: CESC Share Performance versus BSE Sensex

180
160
140
120
100
80
60
CESC
40
BSE SENSEX
20
0
Apr-21

May-21

Jun-21

Jul-21

Aug-21

Sep-21

Oct-21

Nov-21

Dec-21

Jan-22

Feb-22

Mar-22
Note: Share price of CESC and BSE Sensex have been indexed to 100 on April 1, 2021.

Chart B plots the movement of CESC’s equity shares’ adjusted closing prices compared to the NSE NIFTY.

Chart B: CESC Share Performance versus NSE NIFTY

180
160
140
120
100
80
60
CESC
40
NSE Nifty
20
0
Apr-21

May-21

Jun-21

Jul-21

Aug-21

Sep-21

Oct-21

Nov-21

Dec-21

Jan-22

Feb-22

Mar-22

Note: Share price of CESC and NSE NIFTY have been indexed to 100 on April 1, 2021

Chart C plots the movement of CESC’s equity shares’ adjusted closing prices compared to the BSE 500 and BSE Power.

Chart C: CESC Share Performance versus BSE 500 & BSE Power
180
160
140
120
100
80
60
CESC
40
BSE SENSEX
20
0
Apr-21

May-21

Jun-21

Jul-21

Aug-21

Sep-21

Oct-21

Nov-21

Dec-21

Jan-22

Feb-22

Mar-22

Note: Share price of CESC, BSE 500 and BSE Power have been indexed to 100 on April 1, 2021.

69
INVESTOR SERVICES

Particulars of Registrar and Share Transfer Agent (‘RTA’), of the Company are given below:

LINK INTIME INDIA PRIVATE LIMITED

Vaishno Chamber, 5 Floor, Flat No 502 & 503
6, Brabourne Road
Kolkata – 700 001
Tel No.: 033-40049728
Fax No.: 033-40731698
E-mail: [email protected] Website: www.linkintime.co.in

Investors correspondence may be sent to the Company’s RTA at the above address or at the Company’s registered address given
below:

Secretarial Department
CESC Limited CESC House
Chowringhee Square
Kolkata – 700 001
Tel No.: 033-2225 6040
Fax No.: 033-2236 3868
E-mail: [email protected]

Non-Convertible Debentures (‘NCDs’) aggregating H 1,360 crore were outstanding as on March 31, 2022 as may be referred to in
Note 21 of the Standalone Financial Statements. The aforesaid NCDs are secured in favour of Debenture Trustee in terms of the
relevant transaction documents. The details of the Debenture Trustee are given below:

IDBI Trusteeship Services Limited Asian Bldg., Ground Floor,

17, R.Kamani Marg, Ballard Estate,
Mumbai – 400 001
Tel No. : 022-4080 7000
Fax No. : 022-6631 1776
E-mail : [email protected]
Website : www.idbitrustee.com

Mr. Jagdish Patra, Company Secretary, is also the Compliance Officer overseeing the process of redressal of all shareholders’
grievances.

In compliance with the SEBI circular dated December 27, 2002, requiring share registry in terms of both physical and electronic
mode to be maintained at a single point, CESC established direct connections with National Securities Depository Limited (NSDL)
and Central Depository Services (India) Limited (CDSL), the two depositories, through its RTA.

The Company’s equity shares are under compulsory dematerialised trading. Shares held in the dematerialised form are electronically
traded in the Depository. The RTA of the Company periodically receives data regarding the beneficiary holdings, so as to enable
them to update their records and send all corporate communications, dividend warrants, etc.

Securities and Exchange Board of India has decided that securities of listed companies can be transferred only in dematerialized
form with effect from April 1, 2021.

As on March 31, 2022, dematerialised shares accounted for 99.15 % of total equity. There is no subsisting court order in legal
proceedings against CESC in any share transfer matter. Table 3 give details of the number and nature of complaints for the year
2021-22:

Table 3: Complaints from Shareholders during 2021-22

Complaints
Non Receipt of
Particulars Non receipts of Non-Receipt of
Annual Reports / Others Total
certificates Dividend
Demat Related
Received during the year 0 8 3 2 13
Attended during the year 0 8 3 2 13
Pending as on March 31, 2022 – – – – –

70 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

SHAREHOLDING PATTERN

Tables 4 and 5 give the pattern of shareholding by ownership and share class respectively.

Table 4: Pattern of Shareholding by Ownership as on March 31, 2022

As on March 31, 2022

Category
Total No. of Shares Percentage
1. Management Group / Families 69,07,70,560 52.11%
2. Institutional Investors
a. Mutual Funds(including Alternate Investments Fund) 21,62,50,208 16.31%
b. Banks, Financial Institutions, Insurance Companies 6,18,79,487 4.67%
c. Flls 18,28,85,394 13.80%
Total 46,10,15,089 34.78%
3. Others
a. Bodies Corporate 2,11,64,029 1.60%
b. Indian Public 13,08,30,934 9.87%
c. NRIs 98,70,517 0.74%
d. Others 1,19,19,301 0.90%
Total 17,37,84,781 13.11%
Grand Total 132,55,70,430 100.00%

Table 5: Pattern of Shareholding by Share Class as on March 31, 2022

Shareholding Class No. of shareholders No. of shares held Shareholding %

1 to 500 258107 2,92,78,795 2.21
501 to 1,000 21235 1,75,49,064 1.32
1,001 to 2,000 11692 1,79,03,730 1.35
2,001 to 3,000 4220 1,08,84,410 0.82
3,001 to 4,000 1853 65,72,999 0.50
4,001 to 5,000 1522 72,69,066 0.55
5,001 to 10,000 2141 1,59,05,155 1.20
10,001 and above 1850 1,22,02,07,211 92.05
Total 302620 1,32,55,70,430 100.00

PLANT / OFFICE LOCATIONS

CESC’s generating stations are located at Budge Budge, Southern and Titagarh in and around the city of Kolkata. The details of
Corporate office and regional offices of the Company are mentioned elsewhere in the Annual Report.

TRANSFER OF UNCLAIMED DIVIDEND AND SHARES TO INVESTOR EDUCATION AND PROTECTION FUND
(IEPF)

A. Details of due dates :

The due dates on which unclaimed dividends lying in the unpaid dividend accounts of the Company would be credited to the
IEPF are stated in the table below. Investors are requested to claim their unclaimed dividends before these due dates.

Table 6: The Dates of Payment, the Due Dates for Credit to IEPF and the Amounts

Amount Lying Unpaid /Unclaimed

Year Date of Declaration Due Date for Credit to IEPF
as on March 31, 2022 (D)
2014-15 July 31, 2015 October 1, 2022 77,00,715.23
2015-16 March 11, 2016 May 9, 2023 93,88,801.15
2016-17 February 15, 2017 April 14, 2024 91,49,074.62
2017-18 February 28, 2018 May 6, 2025 1,28,92,207.80
2018-19 February 5, 2019 April 10, 2026 1,69,75,223.08
2019-20 February 11, 2020 April 10, 2027 1,47,00,519.55
2020-21 January 13, 2021 March 17, 2028 2,67,90,784.84
2021-22 January 13, 2022 March 17, 2029 1,30,50,008.24

71
B. Transfer of Unpaid Dividend to IEPF :

Particulars Amount (H) Date of Transfer

Unclaimed Equity dividend for 2013-14 59,70,296 September 27, 2021

C. Transfer of shares to IEPF :

Particulars No. of Equity shares Date of Transfer

Equity Shares relating to Unclaimed Equity Dividend for 2013-14 3,23,270 October 13, 2021

UNCLAIMED SHARES

In terms of the Listing Regulations, 12,02,920 equity shares of the Company were lying unclaimed, in “CESC Unclaimed Suspense
Account”. These shares may be claimed back by the concerned shareholders on compliance of necessary formalities and as such
some of these shares have been claimed back by the concerned shareholder.

The status of equity shares lying in CESC Unclaimed Suspense Account is given below:

Sl.
Particulars No. of shareholders No. of equity shares held
No.
1 Aggregate number of shareholders and the outstanding shares transferred 102 1,24,733 *
in the suspense account as on April 1, 2021
2 No. of shareholders who approached the Company for transfer of shares 1 500**
from the suspense account
3. No. of shareholders to whom shares were transferred from the suspense 1 500**
account
4 Transfer to IEPF 13 43910
5 Aggregate number of shareholders and the outstanding shares lying in 88 12,02,920**
the suspense account at the end of the year

*No. of shares of face value of H 10/- each till September 20, 2021

** No. of shares of face value of Re. 1/- each share w.e.f. September 21, 2021 (After sub division of each equity share of face value
of H 10/- into 10 equity shares of face value of Re. 1/- each, pursuant to the approval of the shareholders at the Annual General
Meeting of the Company held on August 18, 2021).

It may also be noted that all the corporate benefits accruing to the above shares shall also be credited to the said “CESC Unclaimed
Suspense Account” and the voting rights of these shares shall remain frozen until the rightful owner claims the shares. Details of
the said 12,02,920 equity shares appear in the Company’s website so that the concerned shareholders can lodge claims for the
said shares immediately.

On behalf of the Board of Directors

Dr. Sanjiv Goenka

Place : Kolkata Chairman
Date : May 13, 2022 DIN: 00074796

72 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

DECLARATION

As required under the relevant provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, it is
confirmed that all Directors and Senior Management Officers have affirmed compliance of the Code of Business Conduct and
Ethics during the year 2021-22.

Debasish Banerjee Rabi Chowdhury

Place : Kolkata Managing Director (Distribution) Managing Director (Generation)
Date : May 13, 2022 (DIN: 06443204) (DIN: 06601588)

CEO / CFO CERTIFICATE

To
The Board of Directors
CESC Limited
CESC House
Chowringhee Square
Kolkata 700 001

Dear Sirs,

As required under Regulation 17(8) of SEBI (Listing Obligations and Disclosure Requirements), 2015 we hereby certify that:

a. We have reviewed the financial statements and cash flow statement of CESC Limited for the year ended March 31, 2022 and
that to the best of our knowledge and belief:

i) these statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading.

ii) these statements together present a true and fair view of the Company's affairs and are in compliance with the existing
accounting standards, applicable laws and regulations.

b. There are, to the best our knowledge and belief, no transactions entered into by the Company during the year which are
fraudulent, illegal or violative of the Company's Code of Conduct.

c. We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated
the effectiveness of internal control systems of the Company pertaining to financial reporting and we have disclosed to the
Auditors and the Audit Committee, deficiencies, if any, in the design or operation of such internal control, of which we are
aware and the steps we have taken or propose to take to rectify these deficiencies.

d. There was no:

i) significant change in internal control over financial reporting during the year;

ii) significant change in accounting policies during the year; and

iii) instance of significant fraud involving the management or an employee having a significant role in the Company's internal
control system over financial reporting.

Place :- Kolkata Rabi Chowdhury Debasish Banerjee Rajarshi Banerjee

Date :- May 13, 2022 Managing Director (Generation) Managing Director (Distribution) Executive Director & CFO

73
ANNUAL REPORT ON CORPORATE SOCIAL
RESPONSIBILITY ACTIVITIES undertaken during the year ended March 31, 2022

(Annexure ‘D’ to the Board’s Report)

1. Brief outline on CSR Policy of the Company:

Corporate Social Responsibility Policy (‘CSR Policy’) of the Company as approved by the Board of Directors, includes the
following: -
a. approach and direction given by the Board of Directors of the Company to its CSR programmes / projects;
b. guiding principles for selection, implementation and monitoring of activities;
c. focus areas of Company’s CSR projects or programmes;
d. roles and responsibilities of Board and CSR Committee in ensuring compliance with applicable CSR provisions; and
e. basis of formulation of the annual action plan.

2. Composition of CSR Committee:

Number of meetings Number of meetings
Sl.
Name of Director Designation / Nature of Directorship of CSR Committee of CSR Committee
No.
held during the year attended during the year
1 Dr. Sanjiv Goenka Chairman, Non-Executive Director 2 2
2 Mr. Chandra Kumar Dhanuka Member, Independent Director 2 2
3 Mr. Rabi Chowdhury Member, Managing Director (Generation) 2 2

3. Provide the weblink where Composition of CSR Details of composition of CSR Committee, CSR Policy and
committee, CSR Policy and CSR projects approved by the CSR projects to be undertaken by the Company during the
board are disclosed on the website of the Company financial year 2022-23 is uploaded on the website of the
Company and can be accessed at : https://www.cesc.co.in/
wp-cotent/uploads/policies/CSR_Policy.pdf

4. Provide the details of Impact assessment of CSR projects Not Applicable

carried out in pursuance of sub-rule (3) of rule 8 of the
Companies (Corporate Social responsibility Policy) Rules,
2014, if applicable (attach the report)

5. Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social
responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any

Sl. Amount available for set-off from preceding Amount required to be set- off for the
Financial Year
No. financial years (in J Crore) financial year, if any (in J Crore)
1 2020-21 0.38 0.38

Amount (J In Crore)
6. Average net profit of the company as per section 135(5) 1024.20

7. (a) Two percent of average net profit of the company s per section 135(5) 20.48
(b) Surplus arising out of the CSR projects or programmes or activities of the Nil
previous financial years
(c) Amount required to be set off for the financial year, if any. 0.38
(d) Total CSR obligation for the financial year (7a+7b-7c) 20.10

8 (a) CSR amount spent or unspent for the financial year:

Total Amount Unspent Amount (J in crore)
Spent for the Total Amount transferred to Unspent Amount transferred to any fund specified under
Financial Year CSR Account as per section 135(6) Schedule VII as per second proviso to section 135(5)
(J in crore) Amount (J in crore) Date of transfer Name of the Fund Amount Date of transfer
2.70 18.00 April 28, 2022 - - -

74 Annual Report 2021-22

 (b) Details of CSR amount spent against ongoing projects for the financial year:

1 2 3 4 5 6 7 8 9 10 11
Location of the Amount Amount Mode of Implementation -
Amount
Item from project. spent Transferred to Through Implementing Agency
allocated
the list of Local in the Unspent CSR Mode of
Sl. Name of the Project for the CSR
activities in area (Yes current Account for the Implementation -
No. Project. duration. project Registration
Schedule VII / No). State. District. financial project as per Direct (Yes/No) Name
(J in number
to the Act. Year (J in Section 135(6)
crore)
crore) (J in crore)
1 Setting Promoting Yes West Kolkata Expected to 18.00 Nil 18.00 No RP Sanjiv CSR00002382
up of an Education Bengal be completed Goenka Group
International by the end of CSR Trust
School in Financial Year
Kolkata 2023-24
NIL

(c) Details of CSR amount spent against other than ongoing projects for the financial year:

(1) (2) (3) (4) (5) (6) (7) (8)

Mode of implementation – Through
Location of the project. Mode of
Local Amount Spent implementing agency.
Sl. Name of the Item from the list of activities in Implementation
area (Yes for the project CSR
No. Project schedule VII to the Act. - Direct (Yes/
/ No). State. District. (in J) Name Registration
No).
number.
1 Nirmal Parivesh (i) Sanitation and making Yes West Kolkata 43,39,263.00 No City Level Programme CSR00000777
available safe drinking water Bengal of Action for Street and
Corporate Overview

working Children
2 Suswasthya Mother (i) promoting health care Yes West Kamarhati, 17,23,014.00 No City Level Programme CSR00000777
& Child Health Bengal North 24 of Action for Street and
Project Parganas working Children
3 Nirmal Abhiyan (i) Sanitation and making Yes West - 22,74,900.00 No City Level Programme CSR00000777
School Wash available safe drinking water Bengal of Action for Street and
Project working Children
4 Prayas Skill (ii) Promoting education, Yes West Kolkata 27,86,352.00 No City Level Programme CSR00000777
Development including special education Bengal of Action for Street and
Project and employment enhancing working Children
vocational skills.
5 Maintenance of (iv) environmental Sustainability Yes West Kolkata 35,83,750.00 Yes NA NA
elevated green Bengal
Statutory Reports Financial Statements

median strip

75
76
(1) (2) (3) (4) (5) (6) (7) (8)
Mode of implementation – Through
Location of the project. Mode of
Local Amount Spent implementing agency.
Sl. Name of the Item from the list of activities in Implementation
area (Yes for the project CSR
No. Project schedule VII to the Act. - Direct (Yes/
/ No). State. District. (in J) Name Registration
No).
number.
6 Udaan Skill (ii) Promoting education, Yes West Kolkata 25,85,291.00 No City Level Programme CSR00000777
Development including special education Bengal of Action for Street and

Annual Report 2021-22

Project and employment enhancing working Children
vocational skills.
7 Saksham Skill (ii) Promoting education, Yes West Kolkata 20,79,039.00 No City Level Programme CSR00000777
Development including special education Bengal of Action for Street and
Project and employment enhancing working Children
vocational skills.
8 Hamari Awaaz (ii) Promoting education, Yes West Kolkata, 16,27,412.00 No Child in Need Institute CSR00000494
Child Protection including special education Bengal South 24
and employment enhancing Parganas,
vocational skills. North 24
Parganas
9 Nayee Roshni (ii) Promoting education, Yes West Kolkata 20,58,392.00 No Child in Need Institute CSR00000494
Project including special education Bengal
and employment enhancing
vocational skills.
10. Pragati Skill (ii) Promoting education, Yes West Kolkata 10,61,499.00 No City Level Programme CSR00000777
Development including special education Bengal of Action for Street and
and employment enhancing working Children
vocational skills
11. Distribution of (ii) Promoting education, Yes West Kolkata 1,62,842.00 Yes NA NA
Swing Machines including special education Bengal
and employment enhancing
vocational skills
12 Support to (ii) Promoting education, Yes West Purulia 5,00,000.00 Yes NA NA
Ramkrishna Mission including special education Bengal
Vidyapith, Purulia and employment enhancing
vocational skills
 (1) (2) (3) (4) (5) (6) (7) (8)
Mode of implementation – Through
Location of the project. Mode of
Local Amount Spent implementing agency.
Sl. Name of the Item from the list of activities in Implementation
area (Yes for the project CSR
No. Project schedule VII to the Act. - Direct (Yes/
/ No). State. District. (in J) Name Registration
No).
number.
13 School Building
Project at
a) Dr. Bidhan ii) Promoting education, Yes West Kolkata, 2,31,285.00 Yes NA NA
Chandra Roy F.P. including special education Bengal South 24
School and employment enhancing Parganas,
b) Kalipur High vocational skills North 24 1,16,820.00
COED School Parganas
c) Antaranga 5,71,745.00
Manasik
Pratibandhi
Mahila
Vidyaniketan
d) Ramchandrapur 2,35,625.00
F.P. School
e) Budge Budge 1,18,000.00
Subhas Girls
High School
f) Kalipur Girls 2,35,697.00
High School
14 Computer Training 1,74,650.00 Yes NA NA
Centre
Corporate Overview

2,64,65,576.00

(d) Amount spent in Administrative Overheads : H 4,90,257.00

(e) Amount spent on Impact Assessment, if applicable : N.A

(f) Total amount spent for the – Financial Year (8b+8c+8d+8e) : H 20,69,55,833.00
Statutory Reports Financial Statements

77
 (g) Excess amount for set off, if any

Sl.
Particular Amount (J in crore)
No.
(i) Two percent of average net profit of the company as per section 135(5) 20.48
(ii) Total amount spent for the Financial Year 20.70
(iii) Excess amount spent for the financial year [(ii)-(i)] 0.22
(iv) Surplus arising out of the CSR projects or programmes or activities of the previous -
financial years, if any
(v) Amount available for set off in succeeding financial years [(iii)-(iv)] 0.60

9. (a) Details of Unspent CSR amount for the preceding three financial years:

Amount transferred Amount Amount transferred to any fund Amount remaining

Preceding to Unspent CSR spent in the specified under Schedule VII as per to be spent in
Sl.
Financial Account under reporting section 135(6), if any succeeding
No.
Year section 135 (6) Financial Year Name of Amount Date of financial years
(J crore) (J crore) the Fund (J crore) transfer (J crore)

1 2020-21 19.50 19.50 NA NA NA Nil

(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s):

1 2 3 4 5 6 7 8 9
Financial Cumulative
Total amount Amount spent
Year in amount Spent Status of the
allocated for on the project
Sl. Name of which the Project at the end project -
Project ID. the project in in the reporting
No. the Project. project was duration of reporting Completed
FY 2021-22 Financial Year
commenced Financial Year. /Ongoing.
(J crore) (J crore)
(J crore)

1. FY 31.03.2021 International 2020-21 Estimated 18.00 19.50 19.50 Ongoing

School to be
Project completed
during FY
2023-24

10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired through CSR
spent in the financial year :

(a) Date of creation or acquisition of the capital asset(s).

(b) Amount of CSR spent for creation or acquisition of capital asset.
(c) Details of the entity or public authority or beneficiary under whose name such capital asset is
Not Applicable
registered, their address etc.
(d) Provide details of the capital asset(s) created or acquired (including complete address and
location of the capital asset).

11. Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per section 135(5).

The unspent amount has been transferred to an Unspent CSR Account in the name of the Company. The amount transferred
as such would be made available from time to time to RP-Sanjiv Goenka Group CSR Trust for meeting the Trust’s fund
requirements for the Ongoing Project (development of School Project), in conformity with the applicable provisions of Section
135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended.

Rabi Chowdhury Dr. Sajiv Goenka

Place : Kolkata Managing Director (Generation) and Member, CSR Committee Chairman, CSR Committee
Date : May 13, 2022 DIN: 06601588 DIN: 00074796

78 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT

(Annexure ‘E’ to the Board’s Report)

SECTION A: GENERAL DISCLOSURES

I. Details of listed entity

1. Corporate Identity Number (CIN) of the Company L31901WB1978PLC031411

2. Name of the Company CESC Limited
3. Year of incorporation 1978
4. Registered office address CESC House, Chowringhee Square Kolkata 700001, West
Bengal, India
5. Corporate office address RPSG House, 2/4 Judges Court Road, Kolkata 700027,
West Bengal, India
6. E-mail id [email protected]
7. Telephone 033 - 22256040-49
8. Website https://www.cesc.co.in/
9. Financial year reported 2021-22
10. Name of the Stock Exchanges where shares are listed 1. National Stock Exchange of India Limited
2. BSE Limited
11. Paid-up Capital H 1,32,55,70,430
12. Name and contact details (telephone, email address) of the Mr. Jagdish Patra
person who may be contacted in case of any queries on Company Secretary & Compliance Officer
the BRSR report Contact No.: 033-22256040
Email Id: [email protected]
13. Reporting boundary - Are the disclosures under this report Reporting on standalone basis
made on a standalone basis (i.e. only for the entity) or on
a consolidated basis (i.e. for the entity and all the entities
which form a part of its consolidated financial statements,
taken together).

II. Products/services

14. Details of business activities (accounting for 90% of the turnover, i.e. Revenue from Operations).

Sl.
Description of Main Activity Description of Business Activity % of turnover of the Company
No.
1 Generation and distribution of Generating and distributing electricity 100%
Electricity

15. Products/Services sold by the Company (accounting for 90% of the turnover, i.e. Revenue from Operations).

Sl.
Product/Service NIC Code % of total Turnover contributed
No.
1 Generation and distribution of 35102 100%
Electricity

III. Operations

16. Number of locations where plants and/or operations/offices of the Company are situated:

Location Number of plants Number of offices Total

National 142 117 259
International NA NA NA

79
 17. Markets served by the Company
a. Number of locations

Location Number
National (No. of States) 1
International (No. of Countries) NIL

b. What is the contribution of exports as a percentage of the total turnover of the Company?
Nil. The company generates and distributes power only in its licensed area in and around Kolkata, India.

c. Types of customers
• Domestic
• Industrial
• Commercial
• Others (e.g. Government Agencies, pumping stations, local bodies, schools etc.)

IV. Employees
18. Details as at the end of Financial Year, i.e. March 31, 2022:
a. Employees and workers (including differently abled):

Sl. Male Female

Particulars Total (A)
No. No. (B) % (B/A) No. (C) % (C/A)
EMPLOYEES
1. Permanent Employees 6920* 6419 92.76% 501 7.24%
Total 6920 6419 92.76% 501 7.24%
*Including officers, supervisors and workmen employees.

b. Differently abled Employees and workers:

Sl. Male Female

Particulars Total (A)
No. No. (B) % (B/A) No. (C) % (C/A)
DIFFERENTLY ABLED EMPLOYEES
1. Permanent Employees 62 61 98.39 1 1.61
Total differently abled employees 62 61 98.39 1 1.61

19. Participation/Inclusion/Representation of women

No. and percentage of Females

Particulars Total (A)
No. (B) % (B/A)
Board of Directors 10 1 10%
Key Management Personnel 3 0 0%

20. Turnover rate for permanent employees and workers (disclose trends for the past 3 years)

FY 2022 FY2021 FY 2020

Particulars
Male Female Total Male Female Total Male Female Total
Permanent Employees 8.33%* 3.79% 8.01% 8.44% 4.04% 8.15% 8.34% 3.92% 8.07%
*Including retirements and other seperations.

V. Holding, Subsidiary and Associate Companies (including joint ventures)

21. Name of holding/subsidiary/associate companies/joint ventures

Indicate whether Does the entity indicated

Holding/ % of shares at column A, participate
Sl. Name of the holding/ subsidiary/associate
Subsidiary/ held by the in the Business
No. companies/joint ventures (A)
Associate/Joint Company Responsibility initiatives
Venture of the Company (Yes/No)
1. Malegaon Power Supply Limited Subsidiary 100% No
2. CESC Projects Limited Subsidiary 100% No

80 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Indicate whether Does the entity indicated

Holding/ % of shares at column A, participate
Sl. Name of the holding/ subsidiary/associate
Subsidiary/ held by the in the Business
No. companies/joint ventures (A)
Associate/Joint Company Responsibility initiatives
Venture of the Company (Yes/No)
3. Bantal Singapore Pte. Ltd Subsidiary 100% No
4. Ranchi Power Distribution Company Limited Subsidiary 100% No
5. Pachi Hydropower Projects Limited Subsidiary 100% No
6. Papu Hydropower Projects Limited Subsidiary 100% No
7. Au Bon Pain Café India Limited Subsidiary 93.10% No
8. Haldia Energy Limited Subsidiary 100% No
9. Dhariwal Infrastructure Limited Subsidiary 100% No
10. Kota Electricity Distribution Limited Subsidiary 100% No
11. Bikaner Electricity Supply Limited Subsidiary 100% No
12. Bharatpur Electricity Services Limited Subsidiary 100% No
13. Crescent Power Limited Subsidiary 67.83% No
14. CESC Green Power Limited Subsidiary 100% No
15. Jharkhand Electric Company Limited Subsidiary 100% No
16. Jarong Hydro-Electric Power Company Limited Subsidiary 100% No
17 Eminent Electricity Distribution Limited Subsidiary 100% No
18 Noida Power Company Limited Subsidiary 72.73% No
19 Surya Vidyut Limited* Subsidiary 100% No
20 Mahuagarhi Coal Company Pvt. Ltd. Joint Venture 50% No
*Ceased to be subsidiary w.e.f. March 11, 2022.

VI. CSR Details

22. (i) Whether CSR is applicable as per section 135 of Companies Act, 2013: (Yes/No)
Yes

(ii) Turnover (J in Crore):

J 6921.48*

(iii) Net worth (J in Crore):

J 9977.58*
* Pertains to the financial year 2020-21

VII. Transparency and Disclosure Compliances

23. Complaints/Grievances on any of the principles (Principle 1 to 9) under the National Guidelines on Responsible Business
Conduct:

Grievance FY2022 FY2021

Redressal
No. of No. of
Stakeholder Mechanism in No. of
No. of complaints complaints
group from whom place (Yes/No) complaints
complaints pending pending
Complaint is (If yes, then Remarks filed Remarks
filed during resolution at resolution
received provide weblink during the
the year close of the at close of
for grievance year
year the year
redressal policy)
Communities NIL
Investors (other
NIL
than shareholders)
Shareholders
Employees and
Given elsewhere in the report
workers
Customers

81
 Grievance FY2022 FY2021
Redressal
No. of No. of
Stakeholder Mechanism in No. of
No. of complaints complaints
group from whom place (Yes/No) complaints
complaints pending pending
Complaint is (If yes, then Remarks filed Remarks
filed during resolution at resolution
received provide weblink during the
the year close of the at close of
for grievance year
year the year
redressal policy)
Value Chain
NIL
Partners
Other (please
NIL
specify)

24. Overview of the Company’s business conduct, pertaining to environment and social matters that present a risk or an
opportunity to the business of the Company, rationale for identifying the same, approach to adapt or mitigate the risk
along with its financial implications, as per the following format:

Indicate Financial implications of

Rationale for
Sl. Material issue whether risk In case of risk, approach to adapt or the risk or opportunity
identifying the risk/
No. identified or opportunity mitigate (Indicate positive or negative
opportunity
(R/O) implications)
1 Emission Opportunity - CO2 emissions/ - Installation of up to date technologies to - Helps to reduce the overall
and Energy and Risk carbon reduction minimize impact of air emissions impact on environment.
reduction - Particulate matter - High efficiency ESPs have been installed - Helps to improve relation
emission/ reduction to keep the Particulate Matter (PM) with stakeholders.
- Sulphur dioxide emission well below norms. - Huge credibility boost in the
emission/reduction - Automated Ammonia dosing system is in eyes of customer.
- Oxides of Nitrogen place to control the PM emission during - Just lowering the
emission/reduction combustion of varying coal quality and Company’s energy use,
other probable excursions. reduces both its carbon
- Technology for NOX control like low impact and its running
NOX burners and over fire air damper expenditures.
in the boilers are already in place at all
generation stations. In addition, through
continuous operational optimization and
trials, further reduction of NOx emission
is being done.
2 Strengthening Opportunity - Empowering underprivileged youth - Helps to increase the
Communities and women Self Help Group members awareness of the Company.
through skill development initiatives - Helps to attract local talent.
- Ensuring quick restoration in response - Helps to foster a culture of
to climate related disaster like Yash, collaboration.
Amphan etc.
- Improves the Company’s
- Addressing maternal and new born child social impact.
health under Roshni Programme
- Protection of rights of girl child in
Hamari Awaaz Programme
3 Reliable power Opportunity - Continuous power - The organization’s continuous effort to - Helps to build trust and faith
supply supply to consumer monitor the power supply quality has in the consumer’s mind for
- Network planning led it to develop several homegrown the Company.
and innovative digital systems with a clear transparent - Showcases that the
technological objective to provide the best service Company cares for its
intervention to its consumers. Digital systems are in consumers.
place to ensure that any deviation from
- Loss Prevention and - Improved competitive edge
best practice is redressed in a clinical
Control in the market.
manner, thereby ensuring reliable power
- Consumer and supply to all consumers and reducing - Improved brand positioning.
Community Safety distribution losses 

82 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Indicate Financial implications of

Rationale for
Sl. Material issue whether risk In case of risk, approach to adapt or the risk or opportunity
identifying the risk/
No. identified or opportunity mitigate (Indicate positive or negative
opportunity
(R/O) implications)
4 Diversity, Opportunity - The organization - Has established long term partnership - Increased diversity may
inclusion, and believes in diversity with several organizations that improve talent retention.
equity and equality not employ senior citizens and women - Customer orientation,
only within the entrepreneurs employee happiness and
boundaries of the - Enabling Growth of Local Women decision-making are also
Company but also in Entrepreneurs improved, all of which
its supply chain. contribute to a virtuous
- Capacity Building of Local Vendors:
- Talent attraction, Manufacturing of Weather Resilient and cycle of rising returns.
talent development, Safe Electrical Equipment Casing
employee
- OEM (Original Equipment Manufacturer)
engagement,
-Substitution: Supplier Capacity building
rewards and
recognition, diversity, - No engagement of Child Labour
inclusion, adherence - No engagement of Forced Labour
with applicable
- Non - Discrimination policy
human rights
and occupational - Working Hours and Fair Wages policy
health and safety - Freedom of Speech policy
regulations are
cornerstones of
CESC’s HR strategy.
- Aspiring to become
an equal opportunity
employer, it offers
employment
opportunities
through a fair
recruitment process
and encourages
the employees to
overcome new
challenges every day.
5 Environmental Risk and CESC’s commitment - A sound environmental compliance - Helps in being recognized
compliance opportunity towards enhancing management system ensures CESC’s as an ethical and
biodiversity value, operations abide by applicable local environmentally responsive
highlights its actions regulations and laws. All the efforts organization.
as an environmental to maintain social and environmental - Helps in reducing the
steward beyond harmony are directed towards upholding environmental impact of
environmental the ecological values in CESC’s region the Company.
compliance. - In a constant endeavour to protect and - Helps in achieving the ESG
- Physical dangers preserve ecological goods and services targets set by the Company.
connected with through judicious use, CESC
- Helps reduce carbon
weather-related ensures compliance to applicable
footprint of the Company.
variations that result environmental regulations in India and
in frequent tropical derisks its operations from potential risks
cyclones, floods, and through a sound Environmental
water scarcity Management System of operation as per
- Transitional risks existing environmental regulations.
linked to the - The Company is fully compliant with all
prospect of the environmental regulations governing
government conservation of wild habitats, species
restricting emissions, of flora and fauna and forestry in
imposing a carbon local communities and is committed
price, and raising towards its obligation to safeguard the
water taxes. regenerative upholding the ecological
- Increasing stringent values in CESC’s region of operation.
environmental - CESC data centres and disaster recovery
norms centres have adopted energy efficient
HCI & Virtualization technology resulting
in consolidation of servers and reducing
server footprint by 8-fold over the last
few years. These are amongst the many
initiatives of CESC

83
 Indicate Financial implications of
Rationale for
Sl. Material issue whether risk In case of risk, approach to adapt or the risk or opportunity
identifying the risk/
No. identified or opportunity mitigate (Indicate positive or negative
opportunity
(R/O) implications)
6 Consumer, Risk and - Kolkata and Howrah, - CESC is dedicated to maintaining high - Helps in achieving the
community and opportunity which were hotspots levels of industrial safety throughout its Company’s mission of ‘Zero
occupational of the Covid-19 activities, and it has a safety vision and Incident’.
health and epidemic in West policy, which includes a policy on the - Helps in creating a
safety Bengal, are where use of personal protective equipment. safety culture within the
CESC works. - It has modified its everyday work organisation.
- Guaranteeing management process in order to foster - Helps in maintaining
continuity of a safety culture inside the organisation. the highest standards of
services, avoiding - Budge Budge generating station is ISO industrial safety across
bigger administrative 45001 accredited for occupational CESC’s operations.
issues for the State, health and safety management systems, - Helpful in saving lives and
assuring the safety as previously stated. protecting the employees
and security of
- Steps have been taken to raise staff from job related injuries and
its citizens and
understanding of safety, hygiene, illnesses.
providing competent
and other processes. Steps were - Helps to promote safe and
medical treatment to
taken to practise social distancing, effective work practices
those afflicted.
using of masks, sanitizers,
use of PPE by its workers and
frequent sanitisation of facilities while
keeping regular communication with
government authorities and adopting
their directions from time to time.
- Facilities for screening, testing,
contact tracking, and quarantine
were built, when hospital beds
were not readily accessible.
Arrangements were also made for Covid
isolation to provide quick
treatment for all afflicted staffs.
- Safety teams, fully equipped, in health
and safety performance carry out
their roles and responsibilities in the
best possible manner by adopting the
DuPont Safety Management Systems.
- Frequent training programmes are
conducted to ensure that Company
employees are competent in safety
norms, methods and practises to enable
them to execute their duties successfully
while staying safe.
- Employees are covered by
training across the generation and
distribution functions.
7 Data Risk and Data Governance is the - CESC seeks to follow best practises and - Good data governance
Governance opportunity process of managing develop a good governance structure in practises imply a better
availability, usability, order to identify possible risks, monitor response to a constantly
integrity and severity of information systems and security changing environment.
the data in enterprise controls and take preventative and
system, based on - Ensures unhindered
corrective steps as needed.
internal data standard business continuity.
and policies that also - It provides regular training to its
- Helps to monitor all
control data usage. information security professionals.
environmental parameters
Effective data - ISO 27001 certification has been granted related to emission,
governance ensures
to the company data centre. effluents and air quality in
that data is consistent,
trustworthy and - The CESC Enterprise Information real time which are shared
continuous and does Systems rely on the CESCNET, a with statutory bodies
not get misused. ubiquitous corporate data network. through dedicated online
- Last year, the company responded to channels for necessary
the epidemic by providing expanded compliance.
Work from Home access via private
and encrypted Virtual Private Network
(‘VPN’) connections, as well as allowing
corporate customers simple access to
missioncritical IT applications.

84 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Indicate Financial implications of

Rationale for
Sl. Material issue whether risk In case of risk, approach to adapt or the risk or opportunity
identifying the risk/
No. identified or opportunity mitigate (Indicate positive or negative
opportunity
(R/O) implications)
Like financial - The Company has embraced digital - Provides a unique
instruments and other platforms for convening practically all framework to create
corporate assets, data business and statutory events, including machine learning analytics,
driven organisations Town Halls, Annual General Meetings, which assists in predicting
have come to realise and Board Committee meetings, using critical failures and driving
that data is more
audio and video conferencing modes, efficiencies and safety.
than just data – its an
in order to facilitate virtual cooperation
asset when leveraged
appropriately and it can throughout the pandemic period.
be used for competitive - Virtual platforms are used to perform
advantage to help a all staff training and engagement
business grow and programmes in a seamless manner.
sustain that growth
- The organisation is working to upgrade
Risks: Data Risk can be its Data Center (DC) and Disaster
consequential from a
Recovery (DR) sites at the same time, to
regulatory prospective,
establish a state of the art 24x7 Network
consumers’ growing
awareness of privacy Operation Centre (NOC) and Security
and use of their data. Operation Centre (SOC), to ensure
Establishment of strong unhindered business continuity, as the
data governance infrastructure and application ecosystems
programme that aligns continue to be dynamic.
with Company’s goal
- The generating stations make
and objectives ensures
considerable use of digital and ICT
protection of financial
technologies to continuously monitor
assets, data assets and
mitigate risk exposure all environmental parameters related
when the data is to emissions, effluents, and air quality,
mismanaged. which are shared with statutory
agencies via dedicated online channels
for required compliance. The remote
performance monitoring and diagnostics
Some of the following system for the generating stations
steps taken to ensure not only provides a comprehensive
better and effective collection of industrial analytic libraries,
data governance are: but also a unique framework for creating
- Detective Control machine learning analytics, which aid in
the prediction of critical failures to drive
- Corrective Control
efficiency and in development of new
- Preventive Control technologies.
- Maintaining Data
Control

8 Data Security Risk - Customer data - CESC attempts to follow best practises - Good data governance
and Privacy privacy is at danger and develop a good governance practises imply a better
due to cybersecurity structure in order to identify possible response to a constantly
vulnerabilities. risks, monitor information systems and changing environment.
security controls, and take corrective - Ensures unhindered
- Individuals must and preventative steps as needed, business continuity.
believe that their and it provides regular training to its
personal data will - Helps to monitor all
information security professionals.
be treated with care environmental parameters
- ISO 27001 certification has been granted related to emission,
before they would
to the company data centre. effluents and air quality in
engage in online
activities. - The Company updates and publishes the real time which are shared
Corporate ICT Policy on a regular basis with statutory bodies
on its intranet website, and it conducts through dedicated online
periodic ITOT security assessments by channels for necessary
CERTIN accredited auditors. compliance.
- It’s also collaborating with nodal - Provides a unique
agencies to develop a Critical framework to create
Information Infrastructure (CII) machine learning analytics,
architecture and improve its present which assists in predicting
cybercrisis response strategy. critical failures and driving
- These initiatives will aid the Company’s efficiencies and safety.
preparation to implement a compliant
privacy setup once the India Data
Protection Bill is passed into law.

85
 Indicate Financial implications of
Rationale for
Sl. Material issue whether risk In case of risk, approach to adapt or the risk or opportunity
identifying the risk/
No. identified or opportunity mitigate (Indicate positive or negative
opportunity
(R/O) implications)
9 Water Stress Risk - Water stress - CESC continually analyses water - Helps in managing water
occurs when stress using the World Wildlife resources effectively as per
demand for water Fund’s (WWF) Water Filter tool and the facility level Integrated
exceeds availability. successfully manages water resources in Management System policy
Freshwater loss accordance with the facility’s Integrated and the corporate level
and degradation Management System policy and the Sustainability policy.
are caused by corporate’s Sustainability policy
- Water is essential source
water stress, which - By December 2017, existing thermal for generation of electricity
has significant power plants had cooling towers. In and hence its proper
consequences for view of the above, the Company has management helps reduce
human health and installed a specified water usage of 3.5 cost and and effective
the Water Stress Map cubic metres per MWh. management of resources.
environment. - Existing thermal power plants with - Helps in optimisation of
cooling towers must reduce specific water footprint of the
- As a result, water’s
water consumption to a maximum of 3.5 Company.
importance as
cubic metre per MWh by December 2017.
a resource for - Helps the Company to
generating power is - AVT regulates the chemical parameters undertake steps to reuse
a major concern for of boiler water for HEL, DIL, and BBGS and restore water from
(All Volatile Treatment). This treatment
CESC. local communities.
procedure not only prevents corrosion,
but it also minimises boiler blowdown,
lowering water usage.
- Water and steam leaks are addressed
with high priority at all generation
stations to reduce losses.
- At HEL and BBGS, water rejected
from the dual media filtration and
ultrafiltration processes (both of
which are required for the removal
of pollutants during the raw water
treatment process) is used in a variety of
procedures.
- Cooling tower blowdown (important
for system protection) water is used as
much as feasible for dust suppression
and service water applications in all of
the major stations.
10 Responsible Opportunity - Focused sourcing - CESC follows : - Helps in creating a supply
Sourcing activities, supplier - Strategic Purchasing and Sourcing, chain that is reliable,
selection, which includes analysis of the spending, resilient and above all
and contract choosing a supplier (RFx, Auction), responsible.
management lead contract administration. - Helps in identifying and
to better supply assessing environmental,
- Operational management involves
strategies. social, and regulatory risks,
procurement of the selfservice as well as
- Supplier selfservice, that of other services and also its driven preemptively mitigating or
connection, by a plan. adapting the assessed risks,
cooperation, thereby future proofing
- Supplier collaboration is given priority
and supply chain any disruptions arising
for the purpose of supplier registration,
visibility all help to collaboration of the designs and the from legal noncompliance,
increase supplier orders received as well as replenishment climate change and human
engagement. of the collaborations. right violations.

- Process automation and compliance - Helps CESC in digitally

management for products and services transforming its supply
have sped up purchasing procedures. chain operations.

86 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Indicate Financial implications of

Rationale for
Sl. Material issue whether risk In case of risk, approach to adapt or the risk or opportunity
identifying the risk/
No. identified or opportunity mitigate (Indicate positive or negative
opportunity
(R/O) implications)
11 Governance Opportunity - CESC’s business - CESC sees its stakeholders as partners in - Helps in treating
and strategy is success and it will continue to work to stakeholders as partners
Accountability inextricably linked maximise stakeholder value. for achieving maximum
to its governance - The Company’s governance architecture stakeholder value.
architecture. promotes / encourages continual - Aids in upholding the
improvement of its operations and highest uncompromising
services since it is consumer centric. standards of transparency,
- To secure sensitive employee and accountability and
consumer data, such measures are independence.
driven by strong board supervision, - Helps in continuous
the highest levels of integrity in its improvement of the
decisionmaking process, proactive cyber Company’s operations and
security practises, and data governance. services.
- CESC adapts to changing circumstances - Improved attempts to
by redesigning its organisational fulfil stated goals will
structure to handle growing areas/ attract considerable
issues. The following are some of the capital investment if good
recent Departments that have been governance is in place.
established: - Business Process
- Business Process Reengineering Cell: Reengineering Cell: To
To focus on improving the efficacy of focus on improving the
essential business processes through efficacy of essential
reengineering. business processes through
reengineering.

- Department of Business Excellence and

Quality: To develop a quality culture and - Department of Business
to focus on business excellence. Excellence and Quality: To
- Department of Safety: To promote safety develop a quality culture
awareness throughout the organisation and to focus on business
and to drive safety culture, methods, and excellence.
practises in diverse areas. - Department of Safety:
- Risk and Disaster Management Cell: To promotion of safety
reduce the effect of fire / calamities and awareness , methods and
catastrophes by planning ahead of time. culture throughout the
organization.
- Cell for Company Intelligence and
Analytics: To analyse data from - Risk and Disaster
important business activities and deliver Management Cell: To
insights for enhanced decisionmaking.’ reduce the effect of fires
and catastrophes by
planning ahead of time.
- Cell for Company
Intelligence and Analytics:
To analyse data from
important business activities
and deliver insights
for effective usage of
data for enhancing and
strengthening the business
process.

87
 Indicate Financial implications of
Rationale for
Sl. Material issue whether risk In case of risk, approach to adapt or the risk or opportunity
identifying the risk/
No. identified or opportunity mitigate (Indicate positive or negative
opportunity
(R/O) implications)
12 Ethics and Opportunity - The Company - New hire value training raise knowledge - Helps the Company to
Compliance cherishes the trust it and comprehension of the Core Values. value the relationship built
has with its business Customer First, Execution Excellence, and the trust it shares with
partners and the Credibility, Agility, Risk Taking and its business partners.
relationships it has Humaneness are shown in ‘Cherish,’ an
- Helps CESC in achieving the
created with them. interactive compilation of short tales,
highest standards of ethics
and a Competency Hand-book is issued
and integrity in dealing with
to all workers.
its stakeholders.
- The Ethics and Code of Conduct (“Code”)
extends to all persons employed by CESC - Helps in creating awareness
& its subsidiaries. and understanding of core
values of the organization.
- Employees are ought to follow
the company’s ethics, insider
trading, discrimination, harassment,
anticorruption, antibribery and conflict
of interest policies, as well as follow all
applicable local laws when conducting
business.
- CESC ensures that the Code is followed
by holding regular trainings, such
as refresher courses and awareness
seminars. The employee must
comprehend and recognise the Code
throughout the onboarding process.
- Employees are encouraged to convey
concerns about suspected misconduct,
fraud, bribery, corruption, or other
unethical behaviour to the attention of
management without fear of disciplinary
action or unjust treatment by reporting
to the Whistle Blower Policy’s email
address/contact information.
13 Human Rights - CESC understands - The Company’s commitment to human - Encourages awareness
and Labor its fundamental rights is based on: amongst the workforce.
Practices responsibilities to 1. The United Nations Universal - Helps foster a culture of
respect and protect Declaration of Human Rights equality and team spirit
human rights in amongst employees and
2. United Nations Convention on the
compliance with its workers.
Rights of the Child
Labour Relations
3. United Nations Convention on - Helps in the Company’s
policy.
the Elimination of All Forms of constant endeavour in
Discrimination against Women creating a better workplace.

4. The International Labour Organization - Helps in improved

(ILO) Conventions understanding of the
Company’s fundamental
The mechanisms created at CESC to
responsibilities and in
uphold its human rights commitment
carrying them out.
are as follows:
- Creates strong bonds
- There is no tolerance for child
between the Company and
labour and the minimum age
the employees and they
for work options is established
start caring for the success
at minimun 18 years old.
of the Company.
- Employee recruitment by
CESC is expressly prohibited
based on individual bonds,
debts or obligations to the
Company or its agents and
the Company never takes any
monetary deposits / obligations
or a recruiting fee to secure
employment.
- Individuals have the right to quit
from their jobs at any moment
by giving sufficient notice as per
the terms of the employment

88 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Indicate Financial implications of

Rationale for
Sl. Material issue whether risk In case of risk, approach to adapt or the risk or opportunity
identifying the risk/
No. identified or opportunity mitigate (Indicate positive or negative
opportunity
(R/O) implications)
- As required by Indian
legislation, the recruitment
and performance assessment
procedures are consistent,
transparent, and unbiased
toward any type of prejudice,
including but not limited to
caste, ethnicity, religion, or
gender.
- Employees are paid fairly and
equally depending on their
abilities and experience. Wages
and statutory benefits are paid
on time, ensuring social and
economic stability.
- As part of an open-door
policy, CESC’s top leadership
team, including the Managing
Directors, are accessible via
the web portal Leadership
Connect, which allows workers
to directly voice their thoughts
and concerns. Coffee with MD
is another weekly effort aimed
at establishing a connection.
14 Talent Opportunity - CESC’s Human - Unmesh, a summer internship - Fosters a culture of team
Attraction and Resource strategy programme for pre-final year students spirit, leadership and
Development emphasises from chosen elite academic institutions, knowledge sharing within
talent acquisition, is held with the goal of early talent the Company.
development, identification and acquisition.
- Helps the Company
employee - Aptitude, technical and psychometric enhance its operational
engagement, exams, as well as personal interviews, efficiency.
incentives and are used to assess them. ‘Unmesh’ gives
the organisation the chance to examine - Helps CESC in maintaining a
recognition,
the students’ proficiency as well as their totally dedicated workforce.
diversity, inclusion,
and adherence cultural fit, while the students acquire - Helps in creation and
to applicable first-hand experience working in CESC maintenance of strong
human rights and learning about its culture. relationship amongst
and occupational - CESC has developed a Campus Connect employees.
health and safety Cross Functional Team (CFT) comprising - Helps in enhancing the
requirements. young and seasoned graduates from employee productivity at
renowned schools who are currently
the workplace.
working with CESC in order to recruit
the best talent and be regarded as a - CESC believes that keeping
“Employer of Choice.” people by providing fair and
equal chances for growth
- CESC believes that successful integration
and development is critical
of new recruits is critical to assimilating
them into the CESC family and instilling to company continuity and
the organization’s values and culture. success.

- ‘Anweswan’ is the name of the induction - Assists in the formation of

programme for new fresh graduates a team comprised entirely
entering as Management Trainees, while of individuals who are
‘Unmilon’ is the name of a different really interested about the
induction programme for new employees Company’s success.
joining as Technical Supervisors.
- The senior leadership team, which
includes the Managing Directors,
interacts with new hires and shares
viewpoints, experiences, and knowledge
in order to inspire and encourage them
at the start of their careers

89
SECTION B: MANAGEMENT AND PROCESS DISCLOSURES
This section is aimed at helping businesses demonstrate the structures, policies and processes put in place towards adopting
the NGRBC Principles and Core Elements.

Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9

Policy and management processes

1. a. Whether the Company’s policy/policies cover each Y Y Y Y Y Y Y Y Y
principle and its core elements of the NGRBCs. (Yes/
No)
b. Has the policy been approved by the Board? (Yes/No) Y Y Y Y Y Y Y Y Y
c. Weblink of the policies, if available i) Code of business conduct and ethics for members of the
board and senior management officers : https://www.cesc.
co.in/wp-content/uploads/2014/02/Code-of-Conduct.pdf
ii) Whistle Blower Policy : https://www.cesc.co.in
iii) CSR Policy: https://www.cesc.co.in/wp-content/uploads/
policies/CSR_Policy.pdf
iv) Sustainability Policy :https://www.cesc.co.in/wp-content/
uploads/policies/SUSTAINABILITY_POLICY.PDF
(v) Related Party Policy: https://www.cesc.co.in/wp-content/
uploads/policies/RELATED_PARTIES_POLICY.pdf
vi) Insider trading prohibition code: https://www.cesc.co.in/
wp-content/uploads/insid_trade/Insider_trading_prohibition_
code.pdf
2. Whether the Company has translated the policy into Y Y Y Y Y Y Y Y Y
procedures. (Yes/No)
3. Do the enlisted policies extend to the Company’s value Y Y Y Y Y Y Y Y Y
chain partners? (Yes/No)
4. Name of the national and international codes/ Generation: Budge Budge generating station is ISO9001,
certifications/ labels/ standards (e.g. Forest Stewardship ISO14001, ISO45001 and ISO50001 certified in respect of
Council, Fairtrade, Rainforest Alliance, Trustea) quality management system, environment management system,
standards (e.g. SA 8000, OHSAS, ISO, BIS) adopted by occupational health and safety management and energy
the Company and mapped to each principle. management system. ISO 27001 certification has been granted to
Company’s data centre.
5. Specific commitments, goals and targets set by the The Commitments and Goals wherever required are set by the
Company with defined timelines, if any. Company and have been mentioned in respective principle.
6. Performance of the Company against the specific The Company has achieved the targeted goals and objectives
commitments, goals and targets along with reasons, in wherein the timelines are set for each parameter and there is no
case the same are not met. deviation to it.

Governance, leadership and oversight

7. Statement by Director, responsible for the business The Board of the Company overseas / reviews the matters
responsibility report, highlighting ESG related related to ESG and business responsibility activities from time
challenges, targets and achievements (listed entity has to time to ensure seamless and effective implementation of the
flexibility regarding the placement of this disclosure) : parameters given in ESG policy of the Company.
8. Details of the highest authority responsible for Name: Rabi Chowdhury
implementation and oversight of the Business Designation : Managing Director (Generation)
Responsibility policy(ies).
9. Does the Company have a specified Committee of the The Audit Committee of the Board of Directors is responsible for
Board/ Director responsible for decision making on decision making on sustainability related issues.
sustainability related issues? (Yes / No). If yes, provide DIN Name Designation
details. 00005684 Mr. Chandra Kumar Chairman
Dhanuka
00074796 Dr. Sanjiv Goenka Member
00915201 Mr. Pratip Chaudhuri Member
06809515 Ms. Rekha Sethi Member

90 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9

10 Details of review of NGRBCs by the Company:

Indicate whether review provided

Frequency (Annually/Half yearly/
Subject for review belowtaken by Director/Committee
Quarterly/Any other – please specify)
of the Board/any other Committee
P P P P P P P P P P P P P P P P P P
1 2 3 4 5 6 7 8 9 1 2 3 4 5 6 7 8 9
Performance against above policies and Audit Committee of the Board and Annually
follow up action senior management of the Company
Compliance with Statutory requirements Audit Committee of the Board and Annually
of relevance to the principles and senior management of the Company
rectification of any non - compliance
11. Has the entity carried out independent assessment / The evaluation of CSR and sustainability activities undertaken by
evaluation of the working of its policies by an external CESC and its subsidiaries are in line with the Sustainability / CSR
agency? (Yes/No). If yes, provide the name of the policy. Audit Committee constituted in terms of the provisions of
agency. the Act are responsible to oversee the progress and ensure the
compliance thereof.

12. If answer to question (1) above is ‘No’ i.e. not all Principles are covered by a Policy, reasons to be stated:

Questions P1 P2 P3 P4 P5 P6 P7 P8 P9

The entity does not consider the Principle material to its

business (Yes/No)
The entity is not at a stage where it is in a position to
formulate and implement the policies on specified NA
principles (Yes/No)
The entity does not have the financial or/human and
technical resources available for the task (Yes/No)
It is planned to be done in the next financial year (Yes/No)
Any other reason (please specify)

SECTION C: PRINCPLE WISE PERFORMANCE DISCLOSURE

Principle 1: Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical, Transparent and
Accountable

Essential Indicators

1. Percentage coverage by training and awareness programmes on any of the principles during the financial year:

%age of persons in
Total number of Topics/principles
respective category
Segment training and awareness covered under the
covered by the
programmes held training and its impact
awareness programmes
Board of Directors Nil* Nil* Nil*
Key Managerial Personnel Nil* Nil* Nil*
Employees other than Board of Directors 416 Principles – 1 to 9 15.86%
and KMPs
* In view of the pandemic, training and awareness programme could not be held.

91
2. Details of fines /penalties/punishment/award/compounding fees/settlement amount paid in proceedings (by the entity or
by Directors/KMPs) with regulators/law enforcement agencies/judicial institutions, in the financial year:

Monetary
Name of the
Amount (In J )
regulatory/ Brief of the Has an appeal
NGRBC Brief of the Case
enforcement Case been preferred?
Principle Has an appeal
agencies/ judicial (Yes/No)
institutions
Penalty/ Fine
Settlement Nil
Compounding fee
Non-Monetary
NGRBC Name of the Brief of the Case Has an appeal been preferred? (Yes/No)
Principle regulatory/
enforcement
agencies/ judicial
institutions
Imprisonment
Nil
Punishment

3. Of the instances disclosed in Question 2 above, details of the Appeal/Revision preferred in cases where monetary or non-
monetary action has been appealed

Name of the regulatory/enforcement agencies/judicial

Case Details
institutions
Not Applicable

4. Does the Company have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available, provide a
web-link to the policy.

CESC has in place a “Code of Business Conduct and Ethics” to serve as a source of guiding principles for the Directors and
the senior management team.

5. Number of Directors/KMPs/employees/workers against whom disciplinary action was taken by any law enforcement
agency for the charges of bribery/ corruption:

FY 2021-22 FY 2020-21
Directors
KMPs
Nil
Employees
Workers

6. Details of complaints with regard to conflict of interest

FY 2021-22 FY 2020-21
Category
Number Remarks Number Remarks
Number of complaints received in relation to Nil NA Nil NA
issues of Conflict of Interest of the Directors
Number of complaints received in relation to Nil NA Nil NA
issues of Conflict of Interest of the KMPs

92 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

7. Provide details of any corrective action taken or underway on issues related to fines / penalties / action taken by regulators/
law enforcement agencies/ judicial institutions, on cases of corruption and conflict of interest. NA

Leadership Indicators

1. Awareness programmes conducted for value chain partners on any of the Principles during the financial year:

%age of value chain partners

Topics / principles covered covered (by value of business done
Total number of awareness programmes held
under the training with such partners) under the
awareness programmes
16 RPSG Group Core Values, 8.5%*
Standing Order practices
* Pertaining to the financial year 2021-22. Company conducts such programme on regular basis

2. Does the entity have processes in place to avoid/ manage conflict of interests involving members of the Board? (Yes/No) If
Yes, provide details of the same.

Board of Directors of the Company are governed by code of business conduct and ethics which also provides for
detailed provisions on conflict of interest. The aforesaid code can be accessed at https://www.cesc.co.in/wp_content/
uploads/2014/02/code_of_Conduct.pdf.

Principle 2: Business should provide goods and services in a manner that is sustainable and safe

Essential Indicators

1. Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the environmental and
social impacts of products and processes to total R&D and capex investments made by the entity, respectively.

Details of improvements in environmental and

Segment FY2022 FY2021
social impacts
R&D The Company has incurred expenses from time to time on R&D and Augmentation of Fire
Capex (in H Cr) Safety Systems at major offices, regional offices at NSRO, HRO and downstream establishment,
investment for Rainwater harvesting Projects and similar areas, etc which have been incurred as
a part of routine expenses.

2. a. Does the entity have procedures in place for sustainable sourcing? (Yes/No)

YES

b. If yes, what percentage of inputs were sourced sustainably?

Materials department of the Company deals only with the approved vendors who are working with CESC for a long time
and hence 100% procurement is to be considered as sustainable .

3. Describe the processes in place to safely reclaim your products for reusing, recycling and disposing at the end of life, for (a)
Plastics (including packaging) (b) E-waste (c) Hazardous waste and (d) other waste.

Plastics and Other waste

• Dry (Paper, plastic, wood etc.) and Wet wastes are segregated at source in major offices.
• They are handed over to Conservancy Staff of Local Bodies in segregated condition.
• In one office, a Composting M/C has been installed for treatment of Wet Waste
• Search is on for a suitable Recycling Agency for better treatment of Dry Waste.

93
 E-waste and Hazardous waste

• Disposed by e-auction conducted by third party auctioneer. Only PCB (Pollution Control Board) authorised bidder are
entitled to participate in the auction

4. Whether Extended Producer Responsibility (EPR) is applicable to the entity’s activities (Yes / No). If yes, whether the waste
collection plan is in line with the Extended Producer Responsibility (EPR) plan submitted to Pollution Control Boards? If not,
provide steps taken to address the same.

Extended Producer Responsibility is currently not applicable to CESC's activities.

Leadership Indicators -
1. If there are any significant social or environmental concerns and/or risks arising from production or disposal of your
products / services, as identified in the Life Cycle Perspective / Assessments (LCA) or through any other means, briefly
describe the same along-with action taken to mitigate the same.

CESC ensures safe handling and safe use of electricity by its employees and by the consumers through several initiatives as
follows:

Name of Product / Service Description of the risk / concern Action Taken

a) For Employees Mainly electrical and / or mechanical - Regular Safety Training
injury that may lead to fatality of the - Safety Workshops
Work on electrical installations for employees and damages to the plant and
addition / alteration / modification / equipment due to unsafe work, unsafe - Communication Meetings
repairs / maintenance conditions, knowledge deficiency, - Handholding exercise
unauthorized work, nonexistence of safe - Preparation of SWP/WI for critical jobs
work procedures and training, deficiency - Preparation of Internal Safety
in PPE and safety gadgets etc. Standards for critical activities
- Providing required PPEs
- Safety Observations with corrective
measures
- Site safety audits and CAPA
implementation
- Reward & Recognition policy
- Incident Investigation and Root cause
Analysis
- Encouraging reporting of Near Miss
incidents
- Preparation of Safety videos and
video-based training programme
b) For Consumers Electrical fire/ Electric shock/ - Safety messages on Hoarding on P/T
injury/ fatality due to unsafe Structure
Supply of electricity at the consumer work by the consumers, unsafe - Call Centre vehicles Branding
premises and at public places condition developed due to natural - Safety Workshops with the Electricians
calamities, unsafe condition due - Safety SMS
to poor maintenance of Consumer - Bill-face Safety Messaging
installations, etc. - Safety Leaflets during monsoon
- Mailers with Safety messages
- Safety messages through Social Media
- Safety Tableau Movement, Safety skits
- Road side safety Kiosks
- Miking from mobile vans/ auto
rickshaws conveying safety advisories

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2. Percentage of recycled or reused input material to total material (by value) used in production (for manufacturing industry)
or providing services (for service industry).

CESC has no divisions that use recycled products as inputs.

Recycled or re-used input material to total

Indicate input material material
FY2022 FY2021

NA

3. Of the products and packaging reclaimed at end of life of products, amount (in metric tonnes) reused, recycled, and safely
disposed, as per the following format:

FY2022 FY2021
S.
Type of Waste Unit Classification (ha) Safely Safely
No. Re-used Recycled Re-used Recycled
Disposed Disposed

1 Ferrous Scrap MT Non-hazardous - - 8.60 - - 0.00

2 Copper Scrap MT Hazardous - - 4.82 - - 6.20
3 Aluminium Scrap MT Non-hazardous - - 40.57 - - 18.00
4 Used/Waste Oil lt Hazardous - - 1,99,193 - - 28,900
5 E waste Nos e-waste - - 15 Lot - - 12 Lot

4. Reclaimed products and their packaging materials (as percentage of products sold) for each product category.
CESC is not involved in products manufacturing and packaging materials usage .

Reclaimed products and their packaging materials as % of

Indicate product category
total products sold in respective category
NA

Principle 3: Business should respect and promote the wellbeing of all employees, including those in their value chains
Essential indicators:
1. a. Details of measures for the well being of employees:

% of employees covered by
Accident Maternity Day Care
Health insurance Paternity benefits
Category Total insurance benefits facilities
(A) Number Number Number Number Number
% (B/A) % (C/A) % (D/A) % (E/A) % (F/A)
(B) (C) (D) (E) (F)
Permanent employees
Male 6419 6419 100% 6419 100% NA NA NA NA NA NA
Female 501 501 100% 501 100% 501 100% NA NA NA NA
Total 6920* 6920 100% 6920 100% 501 7.24% NA NA NA NA
*Including officers, supervisors and workmen employees.

2. Details of retirement benefits, for Current FY and Previous Financial Year.

FY2022 FY2021
Deducted Deducted
No. of No. of No. of No. of
and and
employees workers employees workers
Benefits deposited deposited
covered as covered as covered as covered as
with the with the
a % of total a % of total a % of total a % of total
authority authority
employees workers employees workers
(Y/N/N.A.) (Y/N/N.A.)

PF 100% 100% Y 100% 100% Y

Gratuity 100% 100% NA 100% 100% NA
ESI Exempted NA NA Exempted NA NA
Others- leave encashment, 100% 100% 100% 100% 100% 100%
post retiral medical benefit

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3. Accessibility of workplaces

Are the premises / offices of the Company accessible to differently abled employees and workers, as per the requirements
of the Rights of Persons with Disabilities Act, 2016? If not, whether any steps are being taken by the Company in this regard.

Facilities for differently abled employees and workers exist in key locations / offices

4. Does the Company have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016? If so, provide
a web-link to the policy.

At present there is no structured policy that is accessible through weblink. However, the Company fosters a culture that
practices a state of fairness in which different stakeholders are treated similarly, unhampered by artificial business, prejudices
or preferences except when particular distinction can be explicitly justified.

5. Return to work and Retention rates of permanent employees and workers that took parental leave.

Permanent Employees
Gender
Return to work rate Retention Rate
Male NA NA
Female 100% 100%
Total 100% 100%

6. Is there a mechanism available to receive and redress grievances for the following categories of employees and worker? If
yes, give details of the mechanism in brief.

Permanent Employees i) In accordance with the Standing Orders of the Company in respect of
employees whose terms of employment are covered by such standing orders.
ii) For other permanent employees grievances are addressed through joint
committees existing between employees and management.

7. Membership of employees and worker in association(s) or Unions recognised by the listed entity:

FY:2021-22 FY: 2020-21

(Current Financial Year) (Previous Financial Year)
Total No. of employees / Total No. of employees /
employees workers in respective employees workers in respective
Category
/ workers in category, who are / workers category, who are
% (B / A) %(D/C)
respective part of association(s) in respective part of association(s)
category or Union category or Union
(A) (B) (C) (D)

Total 6920* 5966 86.21% 7378 6446 87.37%

Permanent
Employees
- Male 6419 5617 87.50% 6884 6101 88.63%
- Female 501 349 69.66% 494 345 69.84%
*Including officers, supervisors and workmen

8. Details of training given to employees and workers:

FY2022 FY2021
On health and On skill On health and On skill
Category
Total (A) safety measures upgradation Total (D) safety measures upgradation
No. (B) % (B/A) No. (C) % (C/A) No. (E) % (E/D) No. (F) % (F/D)

Employees
Male 6419 630 9.81% 1221 19.02% 6883 277 4.02% 698 10.14%
Female 501 6 1.20% 101 20.15% 495 4 0.81% 86 17.37%
Total 6920* 636 9.19% 1322 19.10% 7378 281 3.81% 784 10.63%
*Including officers, supervisors and workmen

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9. Details of performance and career development reviews of employees and workers:

FY2022 FY2021
Category
Total (A) No. (B) % (B/A) Total (C) No. (D) % (D/C)

Employees
Male 6419 1665 25.94% 6883 1772 25.74%
Female 501 241 48.10% 495 199 40.20%
Total 6920* 1906 27.54% 7378 1971 26.71%
*Including officers, supervisors and workmen

10. Health and safety management system:

a. Whether an occupational health and safety management system has been implemented by the entity? (Yes/ No). If yes,
the coverage such system?
Yes, Occupational Health & Safety Management System has been implemented by the Organisation. At present the
System covers the Operational Departments of Distribution and Generation Divisions.
b. What are the processes used to identify work-related hazards and assess risks on a routine and non-routine basis by the entity?
Organisation has Rules & Procedure Safety Sub Committees in all the Operational Departments of Distribution and
Generation Divisions who have developed Safe Work Procedures (SWP) and Work Instructions (WI) for all critical routine
activities under the purview of individual Departments considering all probable hazards, risks, probability and severity of
occurrence of any incidents in the specific work through conducting HIRA. All jobs start with a Safety Tool Box Meeting
where the job-related Hazards and specific site related Hazards are discussed amongst the group of workmen, involved
risks are analysed and all necessary hazard control measures are taken including use of specific types of PPES and
applying all necessary Engineering and administrative controls.
c. Whether you have processes for workers to report work related hazards and to remove themselves from such risks. (Y/N)
Yes, Employees including workers are encouraged to report work related Hazard to their reporting Supervisors who in
turn arrange for addressing the risks associated through necessary corrective and preventive actions.
d. Do the employees/ worker of the entity have access to non-occupational medical and healthcare services? (Yes/ No)
Yes, Permanent Employees of the Organisation are provided with medical support for any non-occupational health care
need through the Medical Department.
11. Details of safety related incidents, in the following format:

Safety Incident /Number Category FY2022 FY2021

Lost Time Injury Frequency Rate (LTIFR) Employees -- --
(per one million-person hours worked)*
Total recordable work-related injuries Employees 79 53
No. of fatalities Employees 2 0
High consequence work-related injury or Employees 31 18
ill-health (excluding fatalities)**
* LTIFR could not be calculated as the record of total no. of employees and workers and manhours deployed by them are not available with CESC.
Furthermore, joining information after Sick Leave do not flow to the Company.
** The number of high-consequence work-related injuries (excluding fatalities) - THIS SEGGREGATION IS NOT MAINTAINED AT PRESENT. THIS FIGURE
IS A PART OF THE 'Number of lost work injury cases' which has been put in against respective cases.

12. Describe the measures taken by the entity to ensure a safe and healthy workplace.
For ensuring a safe work place, the approach is through the Hierarchy of Control: Elimination —› Substitution —› Engineering
—› Administrative —› PPE.
The activities taken up are listed below:
a) Large-scale use of PPEs
b) Using proper tools & tackles
c) Various Process Safety measures have been put in place
d) SWP/Wis are prepared
e) Training on General Safety & WI are given to employees & workers
f) Adoption of technology to minimize risk to workers & employees

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13. Number of Complaints on the following made by employees and workers:

FY2022 FY2021
Pending Pending
Filed during resolution at Filed during resolution at
Remarks Remarks
the year the end of the the year the end of the
year year

Working
Conditions NIL
Health & Safety

14. Assessments for the year:

% of plants and offices that were assessed (by entity or

statutory authorities or third parties)
Health and safety practices Internal assessment procedure is in place by the Medical /
Working Conditions Safety department

15. Provide details of any corrective action taken or underway to address safety-related incidents (if any) and on significant risks
/ concerns arising from assessments of health & safety practices and working conditions.

For all fatal and other incidents of high consequences, proper investigations have been carried out and the recommendations
have been implemented immediately. Best efforts are also put place in for removal of unsafe situations.

Principle 4: Business should respect the interests of and be responsive to all its stakeholders

Essential indicators:

1. Describe the processes for identifying key stakeholder groups of the Company.

Consumers are the stakeholders of the company and key stakeholders are identified on the basis of their Profile Nature of
usage and/or Consumption Pattern.

2. List stakeholder groups identified as key for the Company and the frequency of engagement with each stakeholder group.

Channels of
communication
Whether
(Emails, SMS, Frequency of engagement
identified as Purpose and scope of engagement including
Stakeholder Newspapers, Pamphlets, (Annually, Half yearly,
vulnerable & key topics and concerns raised during such
Group Advertisements, quarterly /others- please
marginalised engagement
Community Meetings, specify)
group (Yes/No)
Notice Board, Website,
Others)
Consumers A segment of SMS Monthly as well as Event Generally to keep the Consumers informed about
of Electricity Consumers has E Mails driven the status of our Service Delivery
within CESC’s been identified as Newspapers Need Based and as per To keep the Consumers aware about our Services or
Licensed Area Marginalised as Websites Regulatory Guidelines for complying with Regulatory Directives
per Government Notice Boards
Guideline Messages on Consumption
Bill
Pamphlets Need Based To keep the Consumers aware about our Services or
Hoardings Need Based other Major Initiatives
Local Miking Need Based Carried out in case of any exigency like Cyclone,
severe Water logging etc.
Customer Meets/ Once in 2 months • Connecting with Consumers and Relationship
Workshops Building
Customer Care Stalls at Event Base • Developing awareness on Digital and
important events having Environmental Initiatives of CESC and Electrical
High Footfall Safety
Social Media Daily and Occasion/ Need Promote our Services, Provide Guidance and
Based Support to Customers

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Principle 5: Business should respect and promote human rights

Essential Indicators
1. Employees and workers who have been provided training on human rights issues and policy(ies) of the entity, in the
following format:

FY2022 FY2021
No. of No. of
Category employees employees
Total (A) % (B/A) Total (C) % (D/C)
/workers /workers
covered (B) covered (D)

Employees
Total Employees 6920* 75 1.08% 7378 470 6.37%
*Including officers, supervisors and workmen employees.

2. Details of minimum wages paid to employees and workers, in the following format:

FY2022 FY2021
Category Equal to Minimum More than Equal to Minimum More than
Total (A) Wage Minimum Wage Total (D) Wage Minimum Wage
No. (B) % (B/A) No. (C) % (C/A) No. (E) % (E/D) No. (F) % (F/D)

Employees
Permanent 6920 0 0% 6920 100% 7378 0 0% 7378 100%
Male 6419 0 0% 6419 100% 6884 0 0% 6884 100%
Female 501 0 0% 501 100% 494 0 0% 494 100%

3. Details of remuneration/salary/wages, in the following format:

Male Female
Median Median
remuneration/ remuneration/
Gender Number Number
salary/wages of salary/wages of
respective category respective category
Board of Directors (BoD)* 1 55099158 - -
Key Managerial Personnel (KMP) 3 29621173 - -
Employees other than BoD and KMP 6415 999935 501 712735
*Does not include any payment to Non-Executive Directors

4. Do you have a focal point (Individual/ Committee) responsible for addressing human rights impacts or issues caused or
contributed to by the business? (Yes/No)

Yes, the rights of all categories of employees are protected through the Joint Committees existing between Unions /
Associations and Management

5. Describe the internal mechanisms in place to redress grievances related to human rights issues.

The rights of all categories of employees are protected through the Joint Committees existing between Unions / Associations
and Management

6. Number of Complaints on the following made by employees and workers:

FY2022 FY2021
Filed Pending Filed Pending
during resolution at the Remarks during resolution at the Remarks
the year end of the year the year end of the year

Sexual Harassment Nil - - 1 - -

Discrimination at workplace Nil
Child Labour Nil
Forced Labour/Involuntary Labour Nil

99
 FY2022 FY2021
Filed Pending Filed Pending
during resolution at the Remarks during resolution at the Remarks
the year end of the year the year end of the year

Wages Nil
Other Human rights related issues Nil

7. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases.

Concerns on discrimination and harrassment are dealt with confidentiality. Joint committee exists between Unions / Association
and Management to deal with such cases. CESC does not tolerate any form of retaliation against anyone reporting in good faith
concerns. Anyone involved in targeting such a person raising such complaints will be subjected to disciplinary action

8. Do human rights requirements form part of your business agreements and contracts? (Yes/No) Yes

9. Assessment for the year:

% of the Company’s plants and offices that were

assessed (by the Company or statutory authorities or
third parties)
Child Labour
Forced Labour/Involuntary Labour
Sexual Harassment
Nil*
Discrimination at workplace
Wages
Other- please specify
* The Internal & external Auditors conduct assessments as per the Audit schedule. Assessments are also carried out by respective Government authorities
and the Company has not received any non-compliance certification.

10. Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the
assessments at Question 9 above.

% of value chain partners (by value of business done with

such partners) that were assessed
Sexual Harassment
Discrimination at workplace
Child Labour
During the year, no such incidents have been reported
Forced Labour/Involuntary Labour
Wages
Others – please specify

Principle 6: Business should respect and make efforts to protect and restore the environment

Essential Indicators

1. Details of total energy consumption (in Joules or multiples) and energy intensity, in the following format: (Generation)

Parameter

Total electricity consumption (A) (Auxiliary power CESC uses multiple energy sources in its daily operations,
consumption) Unit of Giga joules electricity being the primary source. Other sources of energy
Total fuel consumption (B) include fuel used in company vehicles, cooking gas used in
Energy consumption through other sources (C) cafeteria and diesel used in diesel generators (mainly used
Total energy consumption (A+B+C) as back up sources for power shortage, if any). During the
Energy intensity per rupee of turnover year, the power consumption at BBGS and SGS plants has
(Total energy consumption/ turnover in rupees) increased by 2.48% and 80.53% respectively, while rise in
Energy intensity (optional) – the relevant metric may be generation was 2.6% and 82.50% respectively.
selected by the Company

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency.

Yes. M/s Schneider Electric India Pvt. Ltd. carried out Energy Audit at Budge Budge and Southern Generating Stations.

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2. Does the Company have any sites / facilities identified as designated consumers (DCs) under the Performance, Achieve and
Trade (PAT) Scheme of the Government of India? (Y/N) If yes, disclose whether targets set under the PAT scheme have been
achieved. In case targets have not been achieved, provide the remedial action taken, if any.

Budge Budge Generating Station and Southern Generating Station are identified as Designated Consumers (DC’s) under PAT
Scheme. As per recent Ministry of Power notification, PAT targets for CESC yet to be set.

Target under PAT scheme has been achieved by Budge Budge Generating Station. Southern Generating Station is marginally
below the target.

3. Provide details of the following disclosures related to water, in the following format:

Parameter FY2022 FY2021

Water withdrawal by source (in kilolitres) BBGS SGS BBGS SGS

(i) Surface water 11370695 27348963 11735835 15001041

(ii) Groundwater 0 0 0 0
(iii) Third party water 0 0 0 0
(iv) Seawater / desalinated water 0 0 0 0
(v) Others 8969 7732 8969 7732
Total volume of water withdrawal (in kilolitres) (i + ii + iii + iv + v) 11379664 27356695 11744804 15008773
Total volume of water consumption (in kilolitres) 11379664 291563 11744804 176395
Water intensity per rupee of turnover (Water consumed / turnover) 0.07 0 0.07 0

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency.
No

4. Has the Company implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage and implementation.
Budge Budge Generating Station is a Zero Liquid Discharge station where the entire process effluent is recirculated and reused.
Southern Generating Station has a Zero Liquid Discharge system except for Condenser Cooling System

5. Please provide details of air emissions (other than GHG emissions) by the Company, in the following format: (Generation)

FY2022 (Average Figures) FY2021 (Average Figures)

Parameter Unit
BBGS SGS BBGS SGS

NOx mg/Nm3 535 441 599 398

SOx mg/Nm3 917 824 817 768
Particulate matter (PM) mg/Nm3 27 52 27 47
Persistent organic pollutants (POP) Not a statutory requirement
Volatile organic compounds (VOC) Not a statutory requirement
Hazardous air pollutants (HAP) Not a statutory requirement
Others – please specify

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency. No

6. Provide details of greenhouse gas emissions (Scope1 and Scope 2 emissions) & its intensity, in the following format:

FY2022 FY2021
Parameter Unit
BBGS SGS BBGS SGS

Total Scope 1 emissions Metric tonnes 4819421 210135 4697706 98841

(Break-up of the GHG into CO2, CH4, N2O, of CO2 (Only CO2 (Only CO2 (Only CO2 (Only CO2
HFCs, PFCs, SF6, NF3, if available) equivalent emission) emission) emission) emission)
Total Scope 2 emissions Metric tonnes - - - -
(Break-up of the GHG into CO2, CH4, N2O, of CO2
HFCs, PFCs, SF6, NF3, if available) equivalent

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency. No

101
7. Does the Company have any project related to reducing Green House Gas emission? If yes, then provide details.

Details of Auxiliary power consumption management projects of F.Y. 2021-22 are tabulated below which also led to GHG
emission reduction

Sr. Details of the initiative (Web-link, if any,

Initiative undertaken Outcome of the initiative
No may be provided along-with summary)
1 Energy management Replacement of power transmission system Estimated Energy savings 13026 kWh/year
by direct coupled arrangement in 2 nos. AC
Plant Cooling Tower fans at SGS
2 Energy management Replacement of conventional luminaires by Estimated Energy savings 240900 kWh/year
LED luminaires at BBGS
3 Energy management Replacement of Intake pump by lower Estimated Energy savings 315000 kWh/year
capacity one at BBGS
4 Energy management Replacement of Holding Pond pump by Estimated Energy savings 591300 kWh/year
energy efficient pump at BBGS

8. Provide details related to waste management by the Company, in the following format:

FY2022 FY2021
BBGS SGS BBGS SGS

Total Waste generated (in metric tonnes)

Plastic waste (A) - - - -
E-waste (B) 5.13 MT 0 0.13 MT 0.364 MT
Bio-medical waste (C) Removed regularly on a monthly basis by PCB authorised agency
Construction and demolition waste (D) - - - -
Battery waste (E) - - - -
Radioactive waste (F) - - - -
Other Hazardous Waste. Please specify, Used Oil-17.64 KL, Used Oil-1.45 KL, Used Oil-20.28 Used oil-3.3 KL,
if any. (G) Used DM Plant Oil Soaked Cotton Kl, Used DM Plant Oil Soaked Cotton
Resin-0.680 MT, Waste-0.055 MT Resin-0.690 MT, Waste-0.130 MT
Oil Soaked Cotton Oil Soaked Cotton
Waste-0.695 MT Waste-0.340 MT
Other Non-hazardous waste generated 1081751 MT (ASH) 31703 MT (ASH) 1043093 MT (ASH) 21117 MT (ASH)
(H). Please specify, if any.
(Break-up by composition i.e. by
materials relevant to the sector)
Total (A+B + C + D + E + F + G + H) Cannot be summed up since units of measurement are different.
For each category of waste generated, total waste recovered through
recycling, re-using or other recovery operations (in metric tonnes)
Category of waste
(i) Recycled Total quantity of Used oil is recycled by WBPCB Authorised recyclers.
(ii) Re-used Total quantity of Ash generated is 100% utilized in manufacturing of (i) Portland
Pozzolana cement (ii) Bricks, blocks and tiles & (iii) Ready mixed concrete used
in roads, embankments, industrial and housing projects, flyovers etc.
(iii) Other recovery operations - - -
Total
For each category of waste generated, total waste recovered through
recycling, re-using or other recovery operations (in metric tonnes)
Category of waste
(i) Incineration Total quantity of Used DM Plant resin and Oil-soaked cotton waste is incinerated
by WBPCB Authorised Hazardous Waste Treatment Storage and Disposal Facility
(HWTSDF) operator
(ii) Landfilling - - -
(iii) Other disposal operations - - -
Total - - -

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency. No

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9. Briefly describe the waste management practices adopted in your establishment. Describe the strategy adopted by your
Company to reduce usage of hazardous and toxic chemicals in your products and processes and the practices adopted to
manage such wastes.

E-waste, biomedical waste and other hazardous wastes listed above are disposed through PCB authorised recyclers and
Hazardous Waste Treatment Storage and Disposal Facility operators for recycling and disposal. Non-hazardous wastes like
Ash are utilized 100% consistently over the years in areas as described above in Section 8. Hazardous chemicals are used
in the production of process water. Leakages, spillages/overflows etc. of such water is strictly monitored and controlled by
prompt operational and maintenance actions, resulting in automatic reduction in quantum of hazardous chemicals used to
produce such water. As stated earlier, ZLD systems ensure that process water is recirculated fully.

10. If the entity has operations/offices in/around ecologically sensitive areas (such as national parks, wildlife sanctuaries,
biosphere reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones etc.) where environmental approvals
/ clearances are required, please specify details in the following format:

Whether the conditions of

environmental approval /
S. clearance are being complied
Location of operations/offices Type of operations
No. with? (Y/N)
If no, the reasons thereof and
corrective action taken, if any.
NA

11. Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the current
financial year:

Whether
Results
conducted by
Name and brief EIA Notification communicated in
Date independent Relevant Web link
details of project No. public domain
external agency
(Yes / No)
(Yes / No)
NA

12. Is the entity compliant with the applicable environmental law/ regulations/ guidelines in India; such as the Water (Prevention
and Control of Pollution) Act, Air (Prevention and Control of Pollution) Act, Environment Protection Act and rules thereunder
(Y/N).

Yes.

If not, provide details of all such non-compliances, in the following format:

Any fines / penalties

Specify the law / regulation / action taken by
S. Provide details of the non- Corrective action taken,
/ guidelines which was not regulatory agencies
No. compliance if any
complied with such as pollution control
boards or by courts
NA

Principle 7: Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible
and transparent

Essential indicators

1. a. Number of affiliations with trade and industry chambers/associations. 17

103
 b. List the top 10 trade and industry chambers/associations (determined based on the total members of such body) the
Company is a member of/affiliated to.

Reach of trade and

S. industry chambers/
Name of the trade and industry chambers/associations
No. associations (State/
National)
1 Confederation of Indian Industries (CII) National
2 The Associated Chambers of Commerce & Industry of India (ASSOCHAM) National
3 The Committee of International Council on Large Electric Systems, India (CIGRE) National
4 India Smart Grid Forum (ISGF) National
5 National Safety Council (NSC) National
6 Central Board of Irrigation &Power (CBIP) National
7 All India Management Association (AIMA) National
8 National HRD Network (NHRDN) National
9 Employers’ Federation of India (EFI) National
10 Administrative Staff College of India (ASCI) National
11 Quality Circle Forum of India (QCFI) National
12 Council of Power Utility National
13 Bureau of Indian Standards (BIS) National
14 Institute of Electrical and Electronics Engineers (IEEE) National
15 Calcutta Management Association (CMA) State
16 British Council Limited (BCL) State
17 State Productivity Council State

2. Provide details of corrective action taken or underway on any issues related to anti-competitive conduct by the Company,
based on adverse orders from regulatory authorities.

Name of the authority Brief of the case Corrective action taken

Not Applicable

Principle 8: Businesses should promote inclusive growth and equitable development

Essential Indicators

1. Details of Social Impact Assessments (SIA) of projects undertaken by the Company, based on applicable laws, in the current
financial year.

Whether
Results
conducted by
Name and brief SIA Notification Date of communicated in
independent Relevant Web link
details of project No. notification public domain
external agency
(Yes / No)
(Yes / No)
Not undertaken during the period under report.

2. Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by the
Company, in the following format:

Name of Project No. of Project Amount paid to

S. % of PAFs covered
for which R&R is State District Affected Families PAFs in the FY
No. by R&R
ongoing (PAFs) (In J)
No Rehabilitation and Resettlement is being undertaken by the Company.

3. Describe the mechanisms to receive and redress grievances of the community.

At present, no data pertaining to the above are maintained.

104 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

4. Percentage of input material (inputs to total inputs by value) sourced from suppliers:

Parameter FY2022 FY2021

Directly sourced from MSMEs/small producers 16.07% 18.85%
Sourced directly from within the district and neighbouring districts 78.04% 78.25%

Leardership Indicators
1. Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in the current
financial year

Whether conducted by Results communicated

Name & brief details of SIA Notification Date of Relevant
independent external in public domain (Yes
Project Number Notification Web link
agency (Yes/No) / No)
Not applicable, as any Social Impact Study has not been undertaken in 2021-22.

2. Provide the following information on CSR projects undertaken by the Company in the designated aspirational districts as
identified by government bodies:

S. Amount spent
State Aspirational District
No. (In J Crore)
1. West Bengal Kolkata, North 24 Parganas and South 24 Parganas 20.70

3. (a) Do you have a preferential procurement policy where you give preference to purchase from suppliers comprising
marginalized /vulnerable groups? (Yes/No)
No. Materials Department does not have any preferential policy.

(b) From which marginalized /vulnerable groups do you procure? N.A.

(c) What percentage of total procurement (by value) does it constitute? N.A.

4. Details of the benefits derived and shared from the intellectual properties owned or acquired by your entity (in the current
financial year), based on traditional knowledge:

S. Intellectual Property based on traditional Owned/ Acquired Benefit shared Basis of calculating benefit
No. knowledge (Yes/No) (Yes / No) share
1 Training on Operation and maintenance Yes Yes Positive Feedback
processes
2 Training on Safety Practices Yes Yes Positive Feedback
3 Training on Renewable Integration and Smart Yes Yes Knowledge gain reported
Grid by the participants.

5. Details of corrective actions taken or underway, based on any adverse order in intellectual property related disputes wherein
usage of traditional knowledge is involved.

Name of authority Brief of the Case Corrective action taken

Not Applicable

6. Details of beneficiaries of CSR Projects:

S. No. of persons benefitted % of beneficiaries from vulnerable

CSR Project
No. from CSR Projects and marginalised groups
1 Nayee Roshni Project Direct: 3,335, Indirect: 2,474 100
2 Nirmal Abhiyan School Wash Project 3,521 100
3 Hamari Awaaz Child Protection Project 4,012 100
4 Nirmal Parivesh 5,037 100
5 Suswasthya Mother & Child Health Project 2,757 100
6 Pragati Skill Development Project 82 100
7 Prayas Skill Development Project 277 100
8 Saksham Skill Development Project 286 100
9 Udaan Skill Development Project 204 100

105
Principle 9: Businesses should engage with and provide value to their consumers in a responsible manner

Essential indicators

1. Describe the mechanisms in place to receive and respond to consumer complaints and feedback.

As per Regulatory Guildline, CESC has put in place a Grievance Redressal Forum (GRF) consisting of Grievance Redressal
Officers (GROs) and Central Grievance Redressal Officers (CGROs).

Any aggrieved Consumer may approach his/ her concerned GRO with his/ her complaint when the concerned officer will
deal with the complaint in accordance with the Regulatory Guideline and pass a reasoned order after hearing the complainant
and representing officer of CESC.

Apart from the aforesaid Grievance Redressal Forum, any consumer may lodge a complaint to CESC through Letter, Mail, over
Telephone or through other platforms like CESC’s Website, Mobile App, Chat Bot etc.

2. Turnover of products and/services as a percentage of turnover from all products/service that carry information about:

As a percentage to total turnover

Environmental and social parameters relevant to the product
Safe and responsible usage NA
Recycling and/or safe disposal

3. Number of consumer complaints in respect of the following:

FY2022 FY2021
Received Pending Received Pending
Remarks Remarks
during the resolution at during the resolution at
year end of year year end of year

Data privacy NIL NIL NIL NIL NIL NIL

Advertising NIL NIL NIL NIL NIL NIL
Cyber- security NIL NIL NIL NIL NIL NIL
Delivery of essential services 922 * 13 * Includes 1076* 19 * Includes
Pending Pending
complaints of complaints of
previous years previous years
Restrictive Trade Practices NIL NIL NIL NIL NIL NIL
Unfair Trade Practices NIL NIL NIL NIL NIL NIL
Other (product related) NIL NIL NIL NIL NIL NIL

4. Details of instances of product recalls on account of safety issues:

Number Reasons for recall

Voluntary recalls
NA
Forced recalls

5. Does the Company have a framework/policy on cyber security and risks related to data privacy? (Yes/No) If available,
provide a web-link of the policy.

A comprehensive cyber security policy covering both IT & OT is published in our internal portal.

6. Provide details of any corrective actions taken or underway on issues relating to advertising, and delivery of essential
services; cyber security and data privacy of customers; re-occurrence of instances of product recalls; penalty/action taken
by regulatory authorities on safety of products/services.

As corrective measure CESC invests substantial CAPEX for Network Development activities every year to ensure uninterrupted
Power Supply for the Consumer.

106 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

SECRETARIAL AUDIT REPORT

(Annexure ‘F’ to the Board’s Report)

Form No. MR-3

SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED March 31, 2022
[Pursuant to section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To,
The Members,
CESC Limited
Regd Office-CESC House, Chowringhee Square
Kolkata-700001

We have conducted the Secretarial Audit of the We have examined the books, papers, minute books, forms and
compliance of applicable statutory provisions and the returns filed and other records maintained by the Company for
adherence to good corporate practices by CESC LIMITED the financial year ended on March 31, 2022 according to the
(CIN: L31901WB1978PLC031411) (hereinafter called “the applicable provisions of:
Company”). Secretarial Audit was conducted in accordance
with the Guidance Note issued by the Institute of Company 1. The Companies Act, 2013 (the Act) and the Rules made
Secretaries of India (a statutory body constituted under the thereunder;
Company Secretaries Act, 1980) read with Company Secretaries
2. The Securities Contracts (Regulation) Act, 1956 ('SCRA')
Auditing Standards (CSAS) and in a manner that provides us
and the rules made thereunder;
a reasonable basis for evaluating the corporate conducts/
statutory compliances and expressing our opinion thereon. 3. The Depositories Act, 1996 and the Regulations and Bye-
laws framed thereunder;
The Company’s Management is responsible for preparation
and maintenance of secretarial records and devising proper 4. Foreign Exchange Management Act; 1999 and the rules
systems to ensure compliance with the provisions of applicable and regulations made thereunder to the extent of Foreign
laws and regulations. Direct Investment, Overseas Direct Investment and External
Commercial Borrowings to the extent applicable to the
Our responsibility is to express/give opinion on the secretarial
Company:- As reported to us, there were no FDI and ODI
records, standards and procedures followed by the Company
transactions in the Company during the Audit Period
with respect to secretarial compliances.
5. The following Regulations and Guidelines prescribed
We believe that audit evidence and information obtained from
under the Securities and Exchange Board of India Act,1992
the Company’s management is adequate and appropriate for
(SEBI Act) to the extent applicable to the Company:-
us to provide a basis for our opinion.
a) The Securities and Exchange Board of India
Based on our verification of the Company’s books, papers,
(Substantial Acquisition of Shares and Takeovers)
minute books, forms and returns filed and other records
Regulations, 2011,;
maintained by the Company and also the information
provided by the Company, its officers, agents and authorized b) The Securities and Exchange Board of India
representatives during the conduct of secretarial audit, (Prohibition of Insider Trading) Regulations, 2015,;
including by way of electronic mode, we hereby report that
in our opinion and to the best of our information, knowledge c) The Securities and Exchange Board of India (Issue of
and belief and according to the explanations given to us, the Capital and Disclosure Requirements) Regulations, 2018:-
Company has, during the audit period covering the financial
d) The Securities and Exchange Board of India (Share
year ended on March 31, 2022 (‘Audit Period’) generally
Based Employee Benefits and Sweat Equity)
complied with the applicable statutory provisions listed
Regulations, 2021; Not Applicable during the year.
hereunder and also that the Company has proper Board-
processes and compliance mechanism in place to the extent, e) The Securities and Exchange Board of India (Issue and
in the manner and subject to the reporting made hereinafter:- Listing of Non Convertible Securities) Regulations, 2021;

107
 f) The Securities and Exchange Board of India (Registrars Directors and Independent Directors and the changes, if
to an Issue and Share Transfer Agents) Regulations, any, in the composition of Board of Directors that took
1993 regarding the Companies Act and dealing with place during the period under review were carried out in
client - The Company has duly appointed a SEBI compliance with the provisions of the Act.
authorized Category I Registrar and Share Transfer
Agent as required under Law. 2. Adequate notice was given to all directors to schedule
the Meetings of the Board and Committees of the Board.
g) The Securities and Exchange Board of India (Delisting Agenda and detailed notes on agenda were sent at least
of Equity Shares) Regulations, 2021; No delisting was seven days in advance and a system exists for seeking
done during the year under review. and obtaining further information and clarifications on
the agenda items before the meeting and for meaningful
h) The Securities and Exchange Board of India (Buy back participation at the meeting.
of Securities) Regulations, 2018. Not applicable to
the Company during the year 3. All decisions at the Board Meetings and Committee
Meetings were carried out unanimously as recorded in
We have also examined the compliances with the applicable the Minutes of the Meetings of the Board of Directors or
clauses of the following: Committees of the Board as the case may be.
i. Secretarial Standards issued by the Institute of Company 4. Based on the compliance mechanism established by
Secretaries of India; the Company and on the basis of the certificates placed
before the Board and taken on record by the Directors at
ii. The Securities and Exchange Board of India (Listing
their meetings, we are of the opinion that the Company
Obligations and Disclosure Requirements) Regulations,
has adequate systems and processes commensurate with
2015, as amended
its size and operations to monitor and ensure compliance
During the period under review the Company has complied with with applicable laws, rules, regulations and guidelines
the provisions of the Act, Rules, Regulations, Guidelines, Standards, and the Company has complied with the following laws
etc mentioned above including the following observations: specifically applicable to it, as reported to us:-

1. A sum of H 2.70 crore was spent on CSR Activities by i. The Electricity Act, 2003 and the Electricity Rules,
the company directly and a sum of H 18.00 crore was 2005.
transferred to CESC Limited Unspent CSR Account 2021-
ii. The Factories Act, 1948.
22 for contributing to school project undertaken by RP-
Sanjiv Goenka Group CSR Trust and recognized by the iii. The Payment of Bonus Act, 1965.
Company as its“ Ongoing Project”
iv. The Industrial Disputes Act, 1947.
Total amount required to be spent by the Company on
CSR was H 20.48 crore and the amount spent during the v. The Employees Provident Fund and Miscellaneous
year under report was H 20.70 crore. Provisions Act, 1952.

2. Section 186 is not applicable to the Company as vi. The Employees’ State Insurance Act, 1948.
the Company engaged in the business of providing
infrastructural facilities as provided in Section 186(11)(a) of We further report that as informed to us, during the Audit
the Act. Period, the Company has had the following specific events /
updates:
We further report that as far as we have been able to ascertain-
1. The Company issued and allotted on private placement
1. The Board of Directors of the Company is duly constituted basis secured unlisted redeemable non-convertible
with proper balance of Executive Directors, Non-Executive debentures to the following banks:

Sl.
Name of the Bank Date of allotment No. of NCDs Face Value (J) Total Amount (J)
No.
1. Axis Bank Limited, 30-09-2021 4,000 10,00,000 each 400 Crore
Ahmedabad
2. Kotak Mahindra Bank 24-12-2021 1,000 10,00,000 each 100 Crore
Limited, Mumbai

108 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

2. The company has created/modified/satisfied various 9. In this Certificate, we have not taken into consideration
charges with the Registrar of Companies during the Audit the events which are already in public domain and also
period, as per details available at the MCA portal. not those events which have not come to our knowledge
while conducting this audit.
3. Article 88 of the Articles of Associations of the Company
was altered by a special resolution passed by the It is stated that the compliance of all the applicable
shareholders of the Company through Postal Ballot on provisions of the Companies Act, 2013 and other laws is
April 15, 2021 to inter alia enable it to increase its number the responsibility of the management. We have relied on
of directors to 15. the representation made by the Company and its officers
for systems and mechanism set-up by the Company for
4. During the year under review, Surya Vidyut Limited ceased compliances under applicable Laws. Our examination, on
to be a Wholly-owned subsidiary of the Company effective a test-check basis, was limited to procedures followed by
11.03.2022 as its shares were transferred to Torrent Power the Company for ensuring the compliance with the said
Limited in terms of Share Purchase Agreement dated provisions. We state that such compliance is neither an
21.09.2021 assurance as to the future viability of the Company nor the
efficiency or effectiveness with which the management
5. During the year under review, the Company had
has conducted its affairs. We further state that this is
adopted re-stated Articles of Association in substitution
neither an audit nor an expression of opinion on the
and supersession of the existing Articles of Association
financial activities /statements of the Company. Moreover,
after passing a special resolution on 28.12.2021 by the
we have not covered any matter related to any other law
shareholders of the Company via Postal Ballot.
which may be applicable to the Company except the
6. During the year under review, the Company has sub- aforementioned corporate laws of the Union of India.
divided its equity shares from one share of the face
value of H 10 to 10 shares of the face value of Re. 1 each
fully paid effective from 21.09.2021 and also altered its
Memorandum and Articles of Association to give effect
to the said sub-division of shares after passing a special
resolution in the Annual General Meeting of the Company
held on 18.08.2021.

7. Mr. Jagdish Patra was appointed Company Secretary and

(S. M. Gupta)
Compliance Officer (KMP) effective 10.05.2021 in place of
Proprietor
Mr. Subhasis Mitra.
S. M. GUPTA & CO.
8. The Company had following issued and outstanding listed Company Secretaries
commercial papers as on 31.03.2022 : Firm Registration No.: S1993WB816800
Membership No: FCS – 896
Sl. CP No.: 2053
ISIN Amount (J) Peer Review No: 718/2020
No.
UDIN: F000896D000314902
1 INE486A14ET8 300 Crores
2 INE486A14ER2 150 Crores Place: Kolkata
3 INE486A14EQ4 150 Crores Date: May 13, 2022
4 INE486A14ES0 100 Crores Encl.: Annexure ‘A’ forming an integral part of this Report

109
 “Annexure-A”

The Members,
CESC Limited
Registered Office- CESC House,
Chowringhee Square
Kolkata-700 001

Our Report of even date is to be read along with this letter.

1. Maintenance of secretarial records is the responsibility of the management of the Company. Our responsibility is to express
an opinion on such secretarial records based on our audits.

2. We have followed the audit practices and processes as we considered appropriate to obtain reasonable assurance on the
correctness and completeness of the secretarial records. Our verification was conducted on a test basis to ensure that all
entries have been made as per statutory requirements. We believe that the processes and practices we followed provide a
reasonable basis for our opinion.

3. We have not verified the correctness and appropriateness of the financial records and Books of Accounts of the Company.

4. Wherever required, we have obtained Management representation with respect to compliance of laws, rules and regulations
and of significant events during the year.

5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations is the responsibility of the
management. Our examination was limited to the verification of secretarial records on test basis to the extent applicable to
the Company.

6. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness
with which the management has conducted the affairs of the Company.

(S. M. Gupta)
Proprietor
S. M. GUPTA & CO.
Company Secretaries
Firm Registration No.: S1993WB816800
Membership No: FCS – 896
CP No.: 2053
Place: Kolkata Peer Review No: 718/2020
Date: May 13, 2022 UDIN: F000896D000314902

110 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

SECRETARIAL AUDIT REPORT

(Annexure ‘F1’ to the Board’s Report)

Form No. MR-3

SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED March 31, 2022
[Pursuant to section 204(1) of the Companies Act, 2013 and rule no.9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To,
The Members,
Haldia Energy Limited
2A, LORD SINHA ROAD,
FIRST FLOOR
KOLKATA -700071

We have conducted the secretarial audit of the compliance We have relied on the representation made by the Company
of applicable statutory provisions and adherence to good and its Officers for systems and mechanism framed by the
corporate practices by Haldia Energy Limited (hereinafter called Company and on examination of the documents and records
‘the Company’) having (CIN-U74210WB1994PLC066154). in test check basis.
Secretarial Audit was conducted in a manner that provided
us a reasonable basis for evaluating the corporate conducts/
The followings are the other laws as specifically
statutory compliances and expressing our opinion thereon.
applicable to the Company:
Based on our verification of the Company’s books, papers,
a) The Electricity Act, 2003;
minute books, forms and returns filed and other records
maintained by the Company and also the information b) The Factories Act, 1948;
provided by the Company, its officers, agents and authorized
c) The Payment of Bonus Act, 1965;
representatives during the conduct of secretarial audit, we
hereby report that in our opinion, the Company has, during the d) The Industrial Disputes Act, 1947;
audit period covering the financial year ended on March 31, e) The Employees Provident Fund and Miscellaneous
2022 complied with the statutory provisions listed hereunder Provisions Act, 1952;
and also that the Company has proper Board processes and
compliance mechanism in place to the extent, in the manner f) The Employees’ State Insurance Act, 1948;
and subject to the reporting made hereinafter.
The Company being an unlisted Public Limited Company
We have examined the books, papers, minute books, forms and the following Acts, Regulations, Guidelines etc. were not
returns filed and other records maintained by the Company for applicable to the Company:
the financial year ended on March 31, 2022 according to the
(i) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’)
provisions of:
and the rules made thereunder;
a) The Companies Act, 2013 (the Act) and the rules made
(ii) The following Regulations and Guidelines prescribed
there under;
under the Securities and Exchange Board of India Act,
b) Foreign Exchange Management Act, 1999 and the rules 1992 (‘SEBI Act’):-
and regulations made thereunder to the extent of Foreign
(a) The Securities and Exchange Board of India
Direct Investment, Overseas Direct Investment and External
(Substantial Acquisition of Shares and Takeovers)
Commercial Borrowings (The Company did not have any
Regulations, 2011;
Foreign Direct Investment during the financial year);
(b) The Securities and Exchange Board of India
c) The Depositories Act, 1996 and the Regulations and Bye-
(Prohibition of Insider Trading) Regulations, 2015;
laws framed thereunder (The Company complied with
provisions of the Depositories Act, 1996 to the extent (c) The Securities and Exchange Board of India (Issue of
applicable). Capital and Disclosure Requirements) Regulations, 2018

111
 (d) The Securities and Exchange Board of India (Employee We further report that there are adequate systems and
Stock Option Scheme and Employee Stock Purchase processes in the Company commensurate with the size and
Scheme) Guidelines, 1999 as replaced by the SEBI operations of the Company to monitor and ensure compliance
(Share based Employee Benefits and Sweat Equity) with applicable laws, rules, regulations and guidelines.
Regulations, 2021;
We further report that during the audit period, the Company
(e) The Securities and Exchange Board of India (Issue and has accorded the consent of members to the Board of
Listing of Debt Securities) Regulations, 2008; Directors for the following specific events/action:

(f) The Securities and Exchange Board of India (Registrars 1) Appointment of Mr. Debanjan Mandal (DIN: 00469622) as
to an Issue and Share Transfer Agents) Regulations, an independent director of the Company, for a period of five
1993 regarding the Companies Act and dealing with years from May 10, 2021 till May 9, 2026, pursuant to the
client; provisions of Sections 149, 150, 152 read with Schedule IV
and other applicable provisions of the Companies Act, 2013;
(g) The Securities and Exchange Board of India (Delisting
of Equity Shares) Regulations, 2021; and 2) Appointment of Ms. Gargi Chatterjea (DIN: 05307577),)
as a non-executive director of the Company, pursuant to
(h) The Securities and Exchange Board of India (Buyback the provisions of Sections 152, read with other applicable
of Securities) Regulations, 2018; provisions of the Companies Act, 2013;
During the financial year ended on March 31, 2022, the 3) To grant unsecured loan / letter of comforts / performance
Company has complied with the applicable clauses of or other guarantees / counter guarantees / indemnities
Secretarial Standard (SS-1 and SS-2) issued by the Institute or similar documents to any lender and / or other party /
of Company Secretaries of India and it was noted that the parties or enter into consortium agreements in order to
Company has complied with the same to the extent possible. support one or more guarantees / commitment to group
companies, namely RPSG Ventures Limited and/or any of its
During the period under review the Company has complied
subsidiaries, Eminent Electricity Distribution Limited, CESC
with the provisions of the Act, Rules, Regulations, Guidelines,
Green Power Limited, Dhariwal Infrastructure Limited upto
Standards, etc. mentioned above.
an aggregate amount not exceeding H 1000 crore;

We further report that 4) Payment of Remuneration of H 5,00,000/- to M/s. Shome

& Banerjee, Cost accountants, the Cost auditors of the
Board of Directors of the Company is duly constituted with Company for the Financial year ending 31.03.2022.
proper balance of Executive Directors, Non-Executive
Directors. The changes in the composition of the Board of
Directors that took place during the period under review were
carried out in compliance with the provisions of the Act. For M/s Manoj Shaw & Co.
(Company Secretaries)
Adequate notice were given to all directors to schedule the
Board Meetings, agenda and detailed notes on agenda were
sent at least seven days in advance, and a system exists for Manoj Prasad Shaw
seeking and obtaining further information and clarifications (Proprietor)
on the agenda items before the meeting and for meaningful FCS No. 5517; C P No.: 4194
participation at the meeting. Place: Kolkata PEER REVIEW NO.: 1243/2021
Date: May 12, 2022 UDIN:F005517D000307566
Majority decision is carried through while the dissenting
member’s view, if any are captured and recorded as part of The report is to be read with our letter of even date which is
the minutes. annexed as Annexure – A and forms an integral part of this report.

112 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

“Annexure A”

To,
The Members,
Haldia Energy Limited,
2A, LORD SINHA ROAD,
FIRST FLOOR
KOLKATA -700071

Our Report of even date is to be read along with this letter.

1. Maintenance of Secretarial record is the responsibility of the management of the Company. Our responsibility is to express
an opinion on these secretarial records based on our audit.

2. We have followed the audit practices and process as were appropriate to obtain reasonable assurance about the correctness
of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in
Secretarial records. We believe that the process and practices, we followed provide a reasonable basis for our opinion.

3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.

4. Where ever required, we have obtained the Management representation about the Compliance of laws, rules and regulations
and happening of events etc.

5. The Compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of
management. Our examination was limited to the verification of procedure on test basis.

6. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness
with which the management has conducted the affairs of the Company.

For M/s Manoj Shaw & Co.

(Company Secretaries)

Manoj Prasad Shaw

(Proprietor)
FCS No. 5517; C P No.: 4194
Place: Kolkata PEER REVIEW NO.: 1243/2021
Date: May 12, 2022 UDIN:F005517D000307566

113
SECRETARIAL AUDIT REPORT
(Annexure ‘F2’ to the Board’s Report)

Form No. MR-3

SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED March 31, 2022
[Pursuant to section 204(1) of the Companies Act, 2013 and rule no.9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To,
The Members,
Dhariwal Infrastructure Limited
CESC House, Chowringhee Square,
Kolkata- 700001

We have conducted the secretarial audit of the compliance of We have relied on the representation made by the Company
applicable statutory provisions and adherence to good corporate and its Officers for systems and mechanism framed by the
practices by Dhariwal Infrastructure Limited(hereinafter called Company and on examination of the documents and records
‘the Company’) having (CIN-U70109WB2006PLC111457). in test check basis.
Secretarial Audit was conducted in a manner that provided
us a reasonable basis for evaluating the corporate conducts/ The followings are the other laws as specifically applicable
statutory compliances and expressing our opinion thereon. to the Company:

Based on our verification of the Company’s books, papers, a. The Electricity Act, 2003.
minute books, forms and returns filed and other records b. The Factories Act, 1948
maintained by the Company and also the information
provided by the Company, its officers, agents and authorized c. The Payment of Bonus Act, 1965
representatives during the conduct of secretarial audit, we d. The Industrial Dispute Act, 1947
hereby report that in our opinion, the Company has, during the
e. The Employees Provident Fund and Miscellaneous
audit period covering the financial year ended on March 31,
Provisions Act, 1952
2022 complied with the statutory provisions listed hereunder
and also that the Company has proper Board-processes and f. The Employees State Insurance Act, 1948
compliance mechanism in place to the extent, in the manner
The Company being an unlisted Public Limited Company
and subject to the reporting made hereinafter.
the following Acts, Regulations, Guidelines etc. were not
We have examined the books, papers, minute books, forms and applicable to the Company:
returns filed and other records maintained by the Company for
(i) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’)
the financial year ended on March 31, 2022 according to the
and the rules made there under;
provisions of:
(ii) The following Regulations and Guidelines prescribed
a) The Companies Act, 2013 (the Act) (including amendments
under the Securities and Exchange Board of India Act,
made thereto) and the rules made there under;
1992 (‘SEBI Act’):-
b) Foreign Exchange Management Act, 1999 and the rules
(a) The Securities and Exchange Board of India
and regulations made there under to the extent of Foreign
(Substantial Acquisition of Shares and Takeovers)
Direct Investment, Overseas Direct Investment and
Regulations, 2011;
External Commercial Borrowings (The Company did not
have any Foreign Direct Investment during the financial (b) The Securities and Exchange Board of India
year); (Prohibition of Insider Trading) Regulations, 2015

c) The Depositories Act, 1996 and the Regulations and Bye- (c) The Securities and Exchange Board of India (Issue of
laws framed there under; (the Company complied with Capital and Disclosure Requirements) Regulations,
provisions of the Depositories Act, 1996 to the extent 2009;
applicable)

114 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

(d) The Securities and Exchange Board of India (Employee Majority decision is carried through while the dissenting
Stock Option Scheme and Employee Stock Purchase member’s view, if any are captured and recorded as part of
Scheme) Guidelines, 1999; the minutes.

(e) Securities and Exchange Board of India (Issue and We further report that there are adequate systems and
Listing of Non-Convertible Securities) Regulations, processes in the Company commensurate with the size and
2021; operations of the Company to monitor and ensure compliance
with applicable laws, rules, regulations and guidelines.
(f) The Securities and Exchange Board of India (Registrars
to an Issue and Share Transfer Agents) Regulations, We further report that during the audit period, the Members
1993 regarding the Companies Act and dealing with of the Company have accorded their consent for the following
client; specific events/ actions having a major bearing on the
Company’s affairs:-
(g) The Securities and Exchange Board of India (Delisting
of Equity Shares) Regulations, 2021; and • Appointment of Mr. Bhaskar Kumar Ganguly (DIN:
09145209), Whole time Director of the Company, with
(h) The Securities and Exchange Board of India (Buyback effect from April 13, 2021 to March 31, 2022.
of Securities) Regulations, 2018;
• Appointment of Ms. Maitrayee Sen (DIN: 07731507), as
During the financial year ended on March 31, 2022, the a non executive director of the Company, pursuant to
Company has complied with the applicable clauses of provisions of Section 152, read with other applicable
Secretarial Standard (SS-1 and SS-2) issued by the Institute provisions of the Companies Act, 2013.
of Company Secretaries of India and it was noted that the
Company has complied with the same to the extent possible. • Under Section 180(1) (a) of the Companies Act, 2013 for
approval and creation of security interest in favour of
During the period under review the Company has complied RBL Bank Limited and/or its Security Trustee for securing
with the provisions of the Act, Rules, Regulations, Guidelines, Rupee term loan of H 204 crore.
Standards, etc. mentioned above.
• Payment of remuneration of H 4,50,000/- to M/s Shome
We further report that & Banerjee, Cost Accountants, the Cost Auditors of the
Company for the Financial Year ending March 31, 2022.
The Board of Directors of the Company is duly constituted
with proper balance of Executive Directors, Non-Executive For M/s Manoj Shaw & Co.
Directors and Independent Directors. The changes which took (Company Secretaries)
place in the composition of the Board of Directors during the
period under review were in compliance with the Act. Manoj Prasad Shaw
(Proprietor)
Adequate notices were given to all directors to schedule the FCS No. 5517; C P No.: 4194
Board Meetings, agenda and detailed notes on agenda were Place: Kolkata PEER REVIEW NO.: 1243/2021
sent at least seven days in advance, and a system exists for Date: May 12, 2022 UDIN: F005517D000307599
seeking and obtaining further information and clarifications
on the agenda items before the meeting and for meaningful The report is to be read with our letter of even date which is
participation at the meeting. annexed as Annexure – A and forms an integral part of this report

115
 “Annexure A”

To,
The Members,
Dhariwal Infrastructure Limited
CESC House, Chowringhee Square,
Kolkata- 700001

Our report of even date is to be read along with this letter.

Management’s Responsibility:

1. Maintenance of Secretarial records is the responsibility of the management of the Company. Our responsibility is to express
an opinion on these secretarial records based on our audit.

2. We have followed the audit practices and process as were appropriate to obtain reasonable assurance about the correctness
of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in
Secretarial records. We believe that the process and practices, we followed provide a reasonable basis for our opinion.

3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.

4. Wherever required, we have obtained the Management representation about the Compliance of laws, rules and regulations
and happening of events etc.

5. The Compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of
management. Our examination was limited to the verification of procedure on test basis.

6. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness
with which the management has conducted the affairs of the Company.

For M/s Manoj Shaw & Co.

(Company Secretaries)

Manoj Prasad Shaw

(Proprietor)
FCS No. 5517; C P No.: 4194
Place: Kolkata PEER REVIEW NO.: 1243/2021
Date: May 12, 2022 UDIN: F005517D000307599

116 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

SECRETARIAL AUDIT REPORT

(Annexure ‘F3’ to the Board’s Report)

Form No. MR-3

SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED March 31, 2022
[Pursuant to Section 204(1) of the Companies Act, 2013 and rule no.9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules,2014]

To
The Members
NOIDA POWER COMPANY LIMITED

We have conducted the secretarial audit of the compliance 5. The following Regulations and Guidelines prescribed
with the applicable statutory provisions and the adherence under the Securities and Exchange Board of India Act,
to good corporate practices by NOIDA POWER COMPANY 1992 (‘SEBI Act’):
LIMITED (hereinafter called the Company). Secretarial Audit
was conducted in a manner that provided us a reasonable basis (a) The Securities and Exchange Board of India
for evaluating the corporate conducts/statutory compliances (Substantial Acquisition of Shares and Takeovers)
and expressing our opinion thereon. Regulations, 2011 - (Not applicable as there was
no reportable event during the financial year under
Based on our verification of Company’s books, papers, minute review);
books, forms and returns filed and other records maintained
by the Company and also the information provided by the (b) The Securities and Exchange Board of India
Company, its officers, agents and authorized representatives (Prohibition of Insider Trading) Regulations, 1992
during the conduct of secretarial audit, the explanations and - (Not applicable as there was no reportable event
clarifications given to us and the representations made by during the financial year under review);
the Management and considering the relaxations granted by
(c) The Securities and Exchange Board of India (Issue of
the Ministry of Corporate Affairs and Securities and Exchange
Capital and Disclosure Requirements) Regulations,
Board of India warranted due to the spread of the COVID-19
2009 - (Not applicable as there was no reportable
pandemic, we hereby report that in our opinion, the Company
event during the financial year under review);
has, during the audit period covering the financial year ended
on March 31, 2022 complied with the statutory provisions (d) The Securities and Exchange Board of India (Employee
listed hereunder and also that the Company has proper Board- Stock Option Scheme and Employee Stock Purchase
processes and compliance-mechanism in place to the extent, Scheme) Guidelines, 1999 - (Not applicable as there
in the manner and subject to the reporting made hereinafter: was no reportable event during the financial year
under review);
We have examined the books, papers, minute books, forms and
returns filed and other records maintained by the Company for (e) The Securities and Exchange Board of India (Issue
the financial year ended on March 31, 2022 according to the and Listing of Debt Securities) Regulations, 2008
provisions of: - (Not applicable as there was no reportable event
during the financial year under review);
1. The Companies Act, 2013 (the Act) and the rules made
there under; (f) The Securities and Exchange Board of India (Registrars
2. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) to an Issue and Share Transfer Agents) Regulations,
and the rules made there under (Not applicable to the 1993 regarding the Companies Act and dealing
Company during the Audit period); with client - (Applicable to the Company during the
3. The Depositories Act, 1996 and the Regulations and Bye- Audit period pursuant to Companies (Prospectus and
law framed there under; allotment of securities )Third Amendment Rules 2018,
Rule 9A w.e.f October 2, 2018);
4. Foreign Exchange Management Act, 1999 and the rules
and regulations made there under to the extent of Foreign (g) The Securities and Exchange Board of India (Delisting
Direct Investment and Overseas Direct Investment;(Not of Equity Shares) Regulations, 2009 - (Not applicable
applicable as there was no reportable event during the as there was no reportable event during the financial
financial year under review); year under review); and

117
 (h) The Securities and Exchange Board of India (Buyback • Adequate notice is given to all Directors to schedule the
of Securities) Regulations, 1998 - (Not applicable as Board Meetings, agenda and detailed notes on agenda
there was no reportable event during the financial were sent in advance, and a system exists for seeking
year under review); and obtaining further information and clarifications on
the agenda items before the meeting and for meaningful
6. Other laws specifically applicable to the Company as per participation at the meeting.
the representation made by the management :
• As per the minutes, the decisions at Board Meetings and
(a) The Electricity Act, 2003. Committee Meetings were carried out unanimously;
(b) Policies, Rules and Regulations framed by the We further report that based on review of compliance
Authorities like Uttar Pradesh Electricity Regulatory mechanism established by the Company, we are of the opinion
Commission, Central Electricity Authority, Ministry that there are adequate systems and processes in place in the
of Power, Central Electricity Regulatory Commission Company which is commensurate with the size and operations
etc. under the provisions of Electricity Act, 2003. of the Company to monitor and ensure compliance with
applicable laws, rules, regulations and guidelines;
7. We have also examined compliance with the applicable
clauses of the Secretarial Standards issued by the Institute
of Company Secretaries of India related to meetings and
minutes.
For V.Agnihotri & Associates
During the period under review, the Company has Company Secretaries
complied with the provisions of the Act, Rules, Regulations,
Guidelines, Standards, etc. mentioned above.
Vaibhav Agnihotri
We further report that: Mem No.: 10363
Place: Kanpur C.P. No.: 21596
• The Board of Directors of the Company is duly constituted Date: May 5, 2022 UDIN: F010363D000270777
with proper balance of Executive Directors, Non-
Executive Directors and Independent Directors. The
changes in the composition of the Board of Directors that Note: This report is to be read with our letter of even date
took place during the period under review were carried which is annexed as ‘ANNEXURE A’ and forms an integral part
out in compliance with the provisions of the Act. of this report.

118 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

“Annexure A”

To
The Members
NOIDA POWER COMPANY LIMITED

Our Secretarial Audit Report of even date for the financial year 2021-2022 is to be read along with this letter.

Management’s Responsibility

1. It is the responsibility of the management of the Company to maintain secretarial records, devise proper systems to ensure
compliance with the provisions of all applicable laws and regulations and to ensure that systems are adequate and operate
effectively.

Auditor’s Responsibility

2. Our responsibility is to express an opinion on these secretarial records, standards and procedures followed by the Company
with respect to secretarial compliances.

3. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the
correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts
are reflected in Secretarial records.

4. We believe that audit evidence and information obtained by the Company’s management is adequate and appropriate for
us to provide a basis for our opinion.

5. Wherever required, we have obtained the Management’s representation about the compliance of laws, rules and regulations
and happening of events etc.

Disclaimer

6. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or
effectiveness with which the management has conducted the affairs of the Company.

7. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.

For V.Agnihotri & Associates

Company Secretaries

Vaibhav Agnihotri
Mem No.: 10363
Place: Kanpur C.P. No.: 21596
Date: May 5, 2022 UDIN: F010363D000270777

119
PARTICULARS RELATING TO CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION ETC. FOR THE YEAR ENDED MARCH 31, 2022
(Annexure ‘G’ to the Board’s Report)

A. Conservation of Energy k. Lengths of lines added at different voltage levels

were:0.75 ckm at 220 kV, 4.18 ckm at 132 kV, 8.406
Following measures taken over the year have contributed ckm at 33 kV, 66.88 ckm at 11 & 6 kV and 268.83
to Energy Conservation & Reduction of Losses in the ckmof LT lines. The overall lengths of lines at the
Company’s Distribution Network: different voltages at FY end are shown in the Major
Statistics attached with this Report.
1. Reactive power compensation by way of installing
Automatic Power Factor Controllers (APFC) at the Impact of the measures
secondary (400V) side of distribution transformers (DTs).
Impact of the measures as outlined under Items above
2. Standardization to higher rated UG cables, 1000 mm2
may be set out as follows:
at 33 kV & 300 mm2 at 6/11 kV Distribution Network
as an ongoing process. 1. Strengthen the Distribution Network to cope with the
3. Continued augmentation of Substation plant capacity growing System Demand as well as provide quality
and laying new underground and overhead lines. and reliable supply to the consumers.

4. Induction of energy efficient Distribution Transformers 2 Reduce component of distribution loss, enhance
with low losses by including Loss Capitalization as a safety and network operational simplicity, reduce
bid evaluation criterion as an ongoing process. downtime, reduce frequency of breakdown and
improve customer service and system efficiency.
5. Installing around 800 nos. Modified Pillar Boxes with
HRC fuses.
C. Technology Absorption

B. Additional investment/proposals • Use of fully bio-degradable Ester Oil in place of

conventional mineral oil-based transformer oil in
1. During the year, several major plant and equipment and 33/11-6 KV Power Transformer for enhancing fire
lines were commissioned. These include: safety threshold and environment friendly transformer
cooling medium.
a. Erection & Commissioning of PRS 160 MVA T2.
• Experimented P2P (Peer To Peer) power transfer and
b. Erection & Commissioning of EM South 200 MVA T2
Demand Side Management platform using Blockchain
& T3 along with their respective ETs & newly erected
technology in association with a consortium led by
33kV ODY bays.
IIM, Ahmedabad.
c. Installation & commissioning of 20MVA 33/11-6
• Improving Grid Resiliency under extreme weather
kV Ester-filled transformer at Serampore D/S by
events is of paramount importance. The Company
replacing high Furan 16MVA T1.
has initiated an in-depth study in association with
d. Installation & commissioning of second 20MVA 33/6- IIT, Kharagpur for improving its distribution network
11 kV Ester-filled transformer at Anandapur D/S. resiliency.

e. Construction of Pre-fabricated building and • A micro-grid with Floating Solar PV plant and BESS is
installation & commissioning of 6-panel 33kV SBB under development inside a Substation. The micro-
GIS board at Serampore D/S. grid will provide uninterrupted power supply for local
loads inside the station sourcing 100% green power.
f. Laying of 33kV cable from Airport SS to Birati D/S and
installation & commissioning of 33kV RMU at Birati D/S. • Subscribed to Technology driven electric bike rental
platform for in-house commute and captive usage at
g. At the 33/11-6 kV Distribution Station level, 41 MVA of
various locations.
capacity was added at various Distribution Stations.
• AR (Augmented Reality) technologies like SLAM
h. 99 Nos Distribution Transformers (DTs) aggregating
(Simultaneous Localization & Mapping) and Image
47.24 MVA were added during the year taking the
Target AR are deployed in PoC mode for development
installed base to 8535 DTs and 2908MVA.
of interactive applications. These help in manpower
i. Laying & Commissioning of WBSETCL Kasba SS - EM optimization, faster & effective decision making at
(South) SS 220kV 1600 Sq. mm Circuit-1 & 2. site and offering better training experience to the
employees. SLAM technology is being used for virtual
j. Laying & commissioning of 33kV feeders to provide
placement of equipment viz. 33 kv RMU, LT pillar box,
supply to three nos. Receiving Substations of New
meter arrangement etc. at site utilizing in-built camera of
Garia-Biman Bandar Metro corridor and Joka-BBD
mobiles/tablets. It helps to anticipate the probable issues
Bag Metro corridor of Kolkata metro.

120 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

that may arise during actual installation of equipment. through continuous monitoring which is helping in
Image Target AR application helps in 3D visualization of identification of cause of system disturbance quickly
assets along with sections from 2D layouts. and making faster decision for restoration of supply.

• AMI based smart metering - around 26000 smart • Developed and implemented Push Notification
meters installed in CESC system. through Mobile Application for getting alerts on-the-
move from Protective Relaying Devices in the event
• Online PD measurement technology using HFCT
of any tripping in HV/EHV network, to enable quick
(High Frequency Current Transformer) technique
decision making & network restoration.
(improved version) for monitoring live cables.
• Implemented Field Force Automation for Metering
• Real-time monitoring of hot spot in out-door yard
complaint related Inspection Activity for handling
using thermal cameras.
Customer Complaints through Smart Tablet causing
• Drone based infra-red thermography of outdoor substantial reduction in Cycle Time of activities. Field
yard. Force Automation Tools developed for Transformer
as well as Cable fault tests at sites.
• Drone based mapping of power corridor of all the
existing overhead 132kV and 220kV lines. • Developed AI/ML Based Predictive screening of
Metering Complaints.
• Special initiatives in LT Automation for better
customer service and improvement in operational • Assessment of residual life for transformers by use of
efficiency have been initiated on trial basis. technology.
• 2050 nos. Automatic Power Factor Controllers (APFC) • Implementation of IPv6 4G Omni vendor P2P Smart
in LT distribution network for effective capacity Metering.
utilization and loss reduction.
• Convergence of HES into a single, standard following
• Installation of Battery Energy Storage System (BESS). system, capable of dealing with any make DLMS
The Company has installed BESS of 315 kWh capacity smart meter and its integration with utility systems.
in association with Exide Industries. BESS is targeted
• CESC is in the process of upgradation of existing
to address frequency regulation, solar intermittency,
optical fibre based SDH/PDH communication
peak power shaving and supply voltage improvement.
backbone to cutting edge 10G ready MPLS-TP
• Large-scale application of combined Partial communication system to cater to all mission critical,
Discharge, Temperature & Humidity monitoring & latency sensitive OT services.
alarm generating sensors.
• Use of ADSS (All Dielectric Self Support) cables instead
• Incorporated Industrial IoT based Field Devices/ of normal OFC.
Sensors for real-time condition monitoring of Power
• Registered applications for Patents for a few
& Distribution Transformers. IoT based voltage
innovations / technology absorption.
monitoring & alarm generation system developed to
detect Overhead LT faults. IoT based motorized CFS • Have undertaken an AI/ML based Demand Forecast
remotely controllable unit developed for LT Sides of Study in collaboration with ISI, Kolkata
DTRs, thereby helping in remote isolation of DTRs
• Installation of Solar PV cell at company’s establishments
during water logging as a safety measure.

• IoT powered supply monitoring system developed for • Exploring alternatives of SF6 gas in switchgears at all
Covid-cold-chain establishments and hospitals. voltage levels to reduce Carbon foot print.

• Integration of Dissolve Gas analyzer system into D. Research and Development activities continued to be an
Transformer IoT Monitoring System for unified area of focus for the Company for achieving constant
visibility. improvements in various operational functions for
• Phase wise replacement of Old Electromechanical enhancing quality, productivity and consumer satisfaction.
relays my IEC 61850 compatible Numerical relays. The expenses on such activities have been H 0.34 crore
during the year (previous year H 0.24 crore).
• Implementation/ extension of Special Protection
Scheme (like Budge Budge Lock Out, Under
Frequency) across the system. E. Foreign Exchange Earnings and Outgo

• Implementation of IEEE C37.94 Line-Differential There have been no foreign exchange earnings during the
protection system (for specific relays) helping lower year (previous year - H 0.003 crore). The total foreign exchange
the dependence on a particular OFC fibre. outgo was H 2.41 crore (previous year H 2.15 crore).

• Digitalization initiatives covering protective relays,

networking of relays, monitoring of communicability
On behalf of the Board of Directors
status of numerical relays implemented.

• PMU (Phasor Measurement Unit) for better Dr. Sanjay Goenka

visibility of disturbances in the entire EHT network Kolkata, May 13, 2022 Chairman

121
DETAILS PERTAINING TO REMUNERATION AS REQUIRED UNDER
SECTION 197(12) OF THE COMPANIES ACT, 2013 READ WITH RULE
5(1) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF
MANAGERIAL PERSONNEL) RULES, 2014
(Annexure ‘H’ to Board's Report)

(1) The ratio of the remuneration (including sitting fees) of the Directors - Mr. Debasish Banerjee, Mr. Pratip Chaudhuri,
Mr. Chandra Kumar Dhanuka, Dr. Sanjiv Goenka, Mr. Shashwat Goenka, Mr. Kalaikuruchi Jairaj, Mr. Pradip Kumar Khaitan,
Mr. Sunil Mitra, Ms. Rekha Sethi and Mr. Debanjan Mandal to the median remuneration of the employees of the Company for
the financial year 2021-22 and increase in their remuneration during the said financial year (Percentage) is 54.99:1 (9.91%), 2.73 :
1 (8 %) , 2.63 : 1 (18.18 %), 130.70 : 1 (-24.51 %), 129.30 :1 (-24.89%) , 1.72 : 1 (6.25%), 2.02 : 1 (17.65%), 1.62 : 1 (6.67%) , 2.02 : 1 (0%)
and 1.52 : 1 (N.A %) #, respectively. The increase in remuneration of the Executive Director & CFO during the said financial year
was 25.23%. Increase in remuneration of the Company Secretary during the said financial year over the last financial year is not
comparable as the outgoing Company Secretary and new Company Secretary have been in office for part of the year. During
the said financial year, there was an increase of 13.71 % in the median remuneration of employees on the rolls as at March 31,
2022. There were 6920 permanent employees on the rolls of Company as on the said date. (2) During the financial year 2021-22
the average increase in remuneration was 18.03%. (3) The average percentage increase in the salaries of employees on roll as at
31.3.2022 other than the managerial personnel was 17.33 % in 2021-22 whereas the increase in the managerial remuneration for
the same financial year was 6.95%. (4) It is hereby affirmed that the remuneration paid is as per the Remuneration Policy of the
Company.
# Not comparable since appointed during the financial year 2021-22.

On behalf of the Board of Directors

Dr. Sanjiv Goenka

Place: Kolkata Chairman
Date: May 13, 2012 DIN: 00074796

122 Annual Report 2021-22

Standalone
Financial
Statements
Independent Auditor’s Report
To
The Members of CESC Limited

Report on the Audit of the Standalone Financial We have determined the matters described below to be the
Statements key audit matters to be communicated in our report. We
have fulfilled the responsibilities described in the Auditor’s
Opinion responsibilities for the audit of the standalone financial
statements section of our report, including in relation to these
We have audited the accompanying standalone financial
matters. Accordingly, our audit included the performance of
statements of CESC Limited (“the Company”), which comprise
procedures designed to respond to our assessment of the
the Balance Sheet as at March 31, 2022, the Statement of Profit
risks of material misstatement of the standalone financial
and Loss, including the statement of Other Comprehensive
statements. The results of our audit procedures, including
Income, the Cash Flow Statement and the Statement of Changes
the procedures performed to address the matters below,
in Equity for the year then ended, and notes to the standalone
provide the basis for our audit opinion on the accompanying
financial statements, including a summary of significant
standalone financial statements.
accounting policies and other explanatory information.

In our opinion and to the best of our information and according 1. Accrual of regulatory income/expense and
to the explanations given to us, the aforesaid standalone corresponding asset / liability (as described in
financial statements give the information required by the note 39 of the standalone financial statements)
Companies Act, 2013, as amended (“the Act”) in the manner
so required and give a true and fair view in conformity with Key Audit Matter:
the accounting principles generally accepted in India, of the
The Company recognizes regulatory income / expense /
state of affairs of the Company as at March 31, 2022, its profit
assets/ liability basis its understanding and interpretation
including other comprehensive income, its cash flows and the
of Tariff orders and regulations notified by the West Bengal
changes in equity for the year ended on that date.
Electricity Regulatory Commission (WBERC), which are
Basis for Opinion subject matter of Annual Performance Review (APR) and
will be adjusted in tariffs to be notified in the future years.
We conducted our audit of the standalone financial statements Management exercises judgement in estimating such
in accordance with the Standards on Auditing (SAs), as amounts using past experience from the issued Tariff/
specified under section 143(10) of the Act. Our responsibilities APR orders including interpretation of the regulations.
under those Standards are further described in the ‘Auditor’s Such regulatory deferral balances are discounted over an
Responsibilities for the Audit of the Standalone Financial estimated period of recovery using a discounting rate.
Statements’ section of our report. We are independent of
the Company in accordance with the ‘Code of Ethics’ issued In consideration of the significance of the amount of
by the Institute of Chartered Accountants of India together the regulatory balances, complexity and high degree of
with the ethical requirements that are relevant to our audit of estimation involved in computation thereof and pending
the financial statements under the provisions of the Act and annual performance reviews, we identified accrual of
the Rules thereunder, and we have fulfilled our other ethical regulatory balances as a key audit matter.
responsibilities in accordance with these requirements and the
How our audit addressed the key audit matter:
Code of Ethics. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our Our audit procedures included the following:
audit opinion on the standalone financial statements.
• We considered the Company’s accounting policies
with respect to accrual for regulatory deferrals and
Key Audit Matters
assessed compliance with Ind AS 114 “Regulatory
Key audit matters are those matters that, in our professional Deferral Accounts”.
judgment, were of most significance in our audit of the
• We have understood and carried out testing of the
standalone financial statements for the financial year ended
design and implementation of key financial controls
March 31, 2022. These matters were addressed in the context
related to accrual of such regulatory balances and its
of our audit of the standalone financial statements as a whole,
disclosure in the financial statements of the Company.
and in forming our opinion thereon, and we do not provide a
separate opinion on these matters. For each matter below, our • We discussed with the management on the key
description of how our audit addressed the matter is provided assumptions and estimates used for recognition of
in that context. these regulatory balances and corroborated them

124 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

with the applicable regulatory provisions, APR orders, We discussed with the management the reported
Tariff orders and underlying records of the Company. improvement in performance of these companies
over the years.
• We discussed with the management on the consistency
of its key assumptions and basis of estimation for all • We tested the arithmetical accuracy of the financial
the years for which APR assessments are pending projections.
to be completed and also verified the arithmetical
accuracy of such workings. Information Other than the Financial Statements
and Auditor’s Report Thereon
• We enquired from the management for notifications
and correspondences with the regulator on the The Company’s Board of Directors is responsible for the other
pending APR assessments. information. The other information comprises the Directors
Report, Management Discussion and Analysis, Report on
• We also assessed the discounting rate and the
Corporate Governance, Additional Shareholder Information,
estimated period of recovery considered by the
Report on Corporate Social Responsibility Activities, Business
management with reference to the APR process and
Responsibility and Sustainability Report and Statement
the tariff regulations.
containing salient features of the financial statements of
• We have assessed the adequacy of disclosures in Subsidiaries/Joint Venture, but does not include the standalone
accordance with the requirements of Ind AS 114 financial statements and our auditor’s report thereon.
“Regulatory Deferral Accounts”.
Our opinion on the standalone financial statements does not
cover the other information and we do not express any form
2. Investments in subsidiaries of the Company (as of assurance conclusion thereon.
described in note 7 of the standalone financial
statements) In connection with our audit of the standalone financial
statements, our responsibility is to read the other information
Key Audit Matter: and, in doing so, consider whether such other information is
materially inconsistent with the financial statements or our
The company carries its investment in subsidiaries at knowledge obtained in the audit or otherwise appears to be
cost and performs an impairment assessment, wherever materially misstated. If, based on the work we have performed,
required as per applicable Ind AS. we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have
For these assessments, the company involves a valuer to
nothing to report in this regard.
determine the recoverable value of such investments using
the discounted cash flow method of valuation, which is
highly sensitive to changes in inputs used in valuation and Responsibilities of Management for the Standalone
involves judgement due to inherent uncertainty in the Financial Statements
assumptions used for forecasting the future cash flows.
The Company’s Board of Directors is responsible for the
Accordingly, the impairment assessment of investments matters stated in section 134(5) of the Act with respect to
in subsidiary companies was determined to be a key audit the preparation of these standalone financial statements that
matter in our audit of the standalone financial statements. give a true and fair view of the financial position, financial
performance including other comprehensive income, cash
How our audit addressed the key audit matter: flows and changes in equity of the Company in accordance
with the accounting principles generally accepted in India,
Our audit procedures included the following:
including the Indian Accounting Standards (Ind AS) specified
• We evaluated the objectivity and competence of under section 133 of the Act read with the Companies
the external valuation specialist involved by the (Indian Accounting Standards) Rules, 2015, as amended.
management for such valuation and obtained This responsibility also includes maintenance of adequate
confirmation of independence from them. accounting records in accordance with the provisions of
• We discussed with the management the methodology the Act for safeguarding of the assets of the Company and
and assumptions used in the valuation including for preventing and detecting frauds and other irregularities;
discount rates, expected growth rates and terminal selection and application of appropriate accounting policies;
growth rates. making judgments and estimates that are reasonable and
prudent; and the design, implementation and maintenance
• We obtained suitable management representation on of adequate internal financial controls, that were operating
the projections of future cash flows and the various effectively for ensuring the accuracy and completeness of
assumptions used in the valuation. the accounting records, relevant to the preparation and
• We read and evaluated the audited financial presentation of the standalone financial statements that give
statements of these subsidiary companies since a true and fair view and are free from material misstatement,
the year of commencement of their operations. whether due to fraud or error.

125
In preparing the standalone financial statements, management in our auditor’s report to the related disclosures in the
is responsible for assessing the Company’s ability to continue financial statements or, if such disclosures are inadequate,
as a going concern, disclosing, as applicable, matters related to modify our opinion. Our conclusions are based on the
to going concern and using the going concern basis of audit evidence obtained up to the date of our auditor’s
accounting unless management either intends to liquidate the report. However, future events or conditions may cause
Company or to cease operations, or has no realistic alternative the Company to cease to continue as a going concern.
but to do so.
• Evaluate the overall presentation, structure and content
Those Board of Directors are also responsible for overseeing of the standalone financial statements, including the
the Company’s financial reporting process. disclosures, and whether the standalone financial
statements represent the underlying transactions and
events in a manner that achieves fair presentation.
Auditor’s Responsibilities for the Audit of the
Standalone Financial Statements We communicate with those charged with governance
regarding, among other matters, the planned scope and
Our objectives are to obtain reasonable assurance about
timing of the audit and significant audit findings, including
whether the standalone financial statements as a whole
any significant deficiencies in internal control that we identify
are free from material misstatement, whether due to fraud
during our audit.
or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance, We also provide those charged with governance with a
but is not a guarantee that an audit conducted in accordance statement that we have complied with relevant ethical
with SAs will always detect a material misstatement when it requirements regarding independence, and to communicate
exists. Misstatements can arise from fraud or error and are with them all relationships and other matters that may
considered material if, individually or in the aggregate, they reasonably be thought to bear on our independence, and
could reasonably be expected to influence the economic where applicable, related safeguards.
decisions of users taken on the basis of these standalone
financial statements. From the matters communicated with those charged with
governance, we determine those matters that were of most
As part of an audit in accordance with SAs, we exercise significance in the audit of the standalone financial statements
professional judgment and maintain professional skepticism for the financial year ended March 31, 2022 and are therefore
throughout the audit. We also: the key audit matters. We describe these matters in our auditor’s
report unless law or regulation precludes public disclosure
• Identify and assess the risks of material misstatement of
about the matter or when, in extremely rare circumstances,
the standalone financial statements, whether due to fraud
we determine that a matter should not be communicated in
or error, design and perform audit procedures responsive
our report because the adverse consequences of doing so
to those risks, and obtain audit evidence that is sufficient
would reasonably be expected to outweigh the public interest
and appropriate to provide a basis for our opinion. The risk
benefits of such communication.
of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud
may involve collusion, forgery, intentional omissions, Report on Other Legal and Regulatory Requirements
misrepresentations, or the override of internal control.
1. As required by the Companies (Auditor’s Report) Order,
• Obtain an understanding of internal control relevant to 2020 (“the Order”), issued by the Central Government of
the audit in order to design audit procedures that are India in terms of sub-section (11) of section 143 of the Act,
appropriate in the circumstances. Under section 143(3) we give in the “Annexure 1” a statement on the matters
(i) of the Act, we are also responsible for expressing our specified in paragraphs 3 and 4 of the Order.
opinion on whether the Company has adequate internal
financial controls with reference to financial statements in 2. As required by Section 143(3) of the Act, we report that:
place and the operating effectiveness of such controls.
(a) We have sought and obtained all the information and
• Evaluate the appropriateness of accounting policies used explanations which to the best of our knowledge and
and the reasonableness of accounting estimates and belief were necessary for the purposes of our audit;
related disclosures made by management.
(b) In our opinion, proper books of account as required
• Conclude on the appropriateness of management’s use of by law have been kept by the Company so far as it
the going concern basis of accounting and, based on the appears from our examination of those books;
audit evidence obtained, whether a material uncertainty
(c) The Balance Sheet, the Statement of Profit and Loss
exists related to events or conditions that may cast
including the Statement of Other Comprehensive
significant doubt on the Company’s ability to continue
Income, the Cash Flow Statement and Statement
as a going concern. If we conclude that a material
of Changes in Equity dealt with by this Report are in
uncertainty exists, we are required to draw attention
agreement with the books of account;

126 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

(d) In our opinion, the aforesaid standalone financial or kind of funds) by the Company to or in
statements comply with the Accounting Standards any other person(s) or entity(ies), including
specified under Section 133 of the Act, read with foreign entities (“Intermediaries”), with the
Companies (Indian Accounting Standards) Rules, understanding, whether recorded in writing
2015, as amended; or otherwise, that the Intermediary shall,
whether, directly or indirectly lend or invest
(e) On the basis of the written representations received in other persons or entities identified in
from the directors as on March 31, 2022 taken any manner whatsoever by or on behalf of
on record by the Board of Directors, none of the the Company (“Ultimate Beneficiaries”) or
directors is disqualified as on March 31, 2022 from provide any guarantee, security or the like
being appointed as a director in terms of Section 164 on behalf of the Ultimate Beneficiaries;
(2) of the Act;
b) The management has represented that,
(f) With respect to the adequacy of the internal financial to the best of its knowledge and belief, no
controls with reference to these standalone financial funds have been received by the Company
statements and the operating effectiveness of such from any person(s) or entity(ies), including
controls, refer to our separate Report in “Annexure 2” foreign entities (“Funding Parties”), with the
to this report; understanding, whether recorded in writing
or otherwise, that the Company shall,
(g) In our opinion, the managerial remuneration for the
whether, directly or indirectly, lend or invest
year ended March 31, 2022 has been paid / provided
in other persons or entities identified in any
by the Company to its directors in accordance with
manner whatsoever by or on behalf of the
the provisions of section 197 read with Schedule V to
Funding Party (“Ultimate Beneficiaries”) or
the Act;
provide any guarantee, security or the like
(h) With respect to the other matters to be included on behalf of the Ultimate Beneficiaries; and
in the Auditor’s Report in accordance with Rule 11
c) Based on such audit procedures performed
of the Companies (Audit and Auditors) Rules, 2014,
that have been considered reasonable and
as amended in our opinion and to the best of our
appropriate in the circumstances, nothing
information and according to the explanations given
has come to our notice that has caused us
to us:
to believe that the representations under
i. The Company has disclosed the impact of sub-clause (a) and (b) contain any material
pending litigations on its financial position in its misstatement.
standalone financial statements – Refer Note 31
v. The interim dividend declared and paid by the
to the standalone financial statements;
Company during the year and until the date of
ii. The Company did not have any long-term this audit report is in accordance with section 123
contracts including derivative contracts for which of the Act.
there were any material foreseeable losses;

iii. There has been no delay in transferring amounts, For S.R. Batliboi & Co. LLP
required to be transferred, to the Investor Chartered Accountants
Education and Protection Fund by the Company. ICAI Firm Registration Number: 301003E/E300005
iv. a) The management has represented that,
to the best of its knowledge and belief, per Kamal Agarwal
no funds have been advanced or loaned Partner
or invested (either from borrowed funds Place of Signature: Kolkata Membership Number: 058652
or share premium or any other sources Date: May 13, 2022 UDIN: 22058652AIXHBH7486

127
Annexure ‘1’ referred to in paragraph under the heading “Report on other legal and regulatory
requirements” of our report of even date

Re: CESC Limited (“the Company”)

In terms of the information and explanations sought (i) (b) The Company has verified part of its Property Plant
by us and given by the company and the books of and Equipment during the year in accordance with
account and records examined by us in the normal its regular programme of verification of these assets
course of audit and to the best of our knowledge whereby all the assets except those in distribution
and belief, we state that: system for which we have been informed that physical
verification is not possible, are physically verified over
(i) (a) (A) The Company has maintained proper records a period of 3 years which, in our opinion, is reasonable
showing full particulars, including quantitative details having regard to the size of the Company and the
and situation of Property, Plant and Equipment. nature of its assets. No material discrepancies were
noticed on such verification.
(i) (a) (B) The Company has maintained proper records
showing full particulars of intangibles assets.

(i) (c) The title deeds of immovable properties (other than properties where the Company is the lessee and the lease agreements
are duly executed in favour of the lessee) disclosed in note 4 to the standalone financial statements included in Property,
Plant and Equipment are held in the name of the Company, except the following:

Whether promoter, Period held

Amount
Description of Held in the director or their – indicate Reason for not being held
in INR
Property name of relative range, where in the name of Company
crores
or employee appropriate

Leasehold land at 2.72 West Bengal No 1999 The Company has applied
Pagladanga DS Small Industries for renewal with the West
Corporation Ltd Bengal Small Industries
Corp. Ltd.
Leasehold land at 3.80 Governor of No 1985 The Company has applied
Rabindra Sadan DS State Of West for renewal with the Public
Bengal Works Department (PWD),
Govt of West Bengal.
Leasehold land at 5.09 The Kolkata No 1994 The Company applied for
Auckland Square DS Municipal renewal with the Kolkata
Corporation Municipal Corporation.
Leasehold land at 169.85 Kolkata Port No 1925 The Company is in the
Southern Generating Trust process of renewal of the
Station expired lease with Kolkata
Port Trust.
Leasehold Land at 0.93 Governor of No 1968 The Company is in the
Taltala DS State Of West process of renewal of the
Leasehold land- Saint 4.27 Bengal No 1964 lease deed with Government
James Square Rectifier of West Bengal.
Station
Leasehold land- 79.89 Governor of No 1991 The Company has applied
Budge Budge State Of West with Land Department of
Generating station Bengal Govt. of West Bengal for
renewal of the lease

128 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

(i) (d) The Company has not revalued its Property, Plant and (iii) (c) The Company has not granted advances in the
Equipment (including Right of use assets) or intangible nature of loans to companies, firms, Limited Liability
assets during the year ended March 31, 2022. Partnerships or any other parties. The Company
has granted interest free loans during the year to
(i) (e) As represented to us by the management, there are a company where the schedule of repayment of
no proceedings initiated or are pending against the principal has been stipulated and the same are not
Company for holding any benami property under due for repayment as on March 31, 2022.
the Prohibition of Benami Property Transactions Act,
1988 and rules made thereunder. (iii) (d) The Company has not granted advances in the
nature of loans to companies, firms, Limited Liability
(ii) (a) The inventory has been physically verified by the Partnerships or any other parties during the year.
management during the year except for inventories There are no amounts of loans granted to companies,
lying with third parties. In our opinion, the frequency firms, limited liability partnerships or any other parties
of verification by the management is reasonable and which are overdue for more than ninety days.
the coverage and procedure for such verification is
appropriate. No material discrepancies were noticed (iii) (e) The Company has not granted advances in the
on such physical verification. Inventories lying with nature of loans to companies, firms, Limited Liability
third parties have been confirmed by them as at Partnerships or any other parties during the year. There
March 31, 2022 and discrepancies were not noticed were no loans granted to companies, firms, Limited
in respect of such confirmations. Liability Partnerships or any other parties which was
fallen due during the year, that have been renewed or
(ii) (b) As disclosed in note 26 to the standalone financial extended or fresh loans granted to settle the overdues
statements, the Company has been sanctioned of existing loans given to the same parties.
working capital limits in excess of Rs. five crores in
aggregate from banks during the year on the basis (iii) (f) The Company has not granted any loans or advances
of security of current assets of the Company. The in the nature of loans, either repayable on demand or
quarterly returns/statements filed by the Company without specifying any terms or period of repayment
with such banks are in agreement with the books to companies, firms, Limited Liability Partnerships or
of accounts of the Company. The Company does any other parties. Accordingly, the requirement to
not have any sanctioned working capital limits from report on clause 3(iii)(f) of the Order is not applicable
financial institutions. to the Company.

(iii) (a) During the year the Company has not provided (iv) The Company has not advanced loans to directors / to
advances in the nature of loans, stood guarantee or a Company in which the director is interested to which
provided security to companies, firms, Limited Liability provisions of section 185 of the Companies Act, 2013 apply
Partnerships or any other parties. The Company has and hence not commented upon. Provisions of section
provided loan to a company as follows: 186 of the Companies Act, 2013 in respect of loans and
advances given, investments made and, guarantees and
Particulars Amount in INR crores securities given have been complied with by the Company.

Aggregate amount (v) The Company has neither accepted any deposits from the
granted/ provided during public nor accepted any amounts which are deemed to
the year be deposits within the meaning of sections 73 to 76 of the
- Subsidiaries - Companies Act, 2013 and the rules made thereunder, to the
- Joint Ventures - extent applicable. Accordingly, the requirement to report on
- Associates - clause 3(v) of the Order is not applicable to the Company.
- Others 14.50
Balance outstanding as (vi) We have broadly reviewed the books of account
at balance sheet date in maintained by the Company pursuant to the rules made
respect of above cases by the Central Government for the maintenance of cost
- Subsidiaries - records under section 148(1) of the Companies Act, 2013,
- Joint Ventures - related to the generation and distribution of electricity, and
- Associates - are of the opinion that prima facie, the specified accounts
- Others 14.50 and records have been made and maintained. We have not,
however, made a detailed examination of the same.
(iii) (b) During the year the Company has not provided
guarantees and security and not granted advances in (vii) (a) The Company is regular in depositing with appropriate
the nature of loans to companies, firms, Limited Liability authorities undisputed statutory dues including goods
Partnerships or any other parties. The investments made and services tax, provident fund, employees’ state
and the terms and conditions of the loans granted are insurance, income-tax, sales-tax, service tax, duty of
not prejudicial to the Company’s interest. customs, duty of excise, value added tax, cess and

129
 other statutory dues applicable to it. According to the (ix) (f) The Company has not raised loans during the year
information and explanations given to us and based on the pledge of securities held in its subsidiaries
on audit procedures performed by us, no undisputed or joint ventures companies. The Company does
amounts payable in respect of these statutory dues not have any associate during the year. Hence, the
were outstanding, at the year end, for a period of more requirement to report on clause (ix)(f) of the Order is
than six months from the date they became payable. not applicable to the Company.

(vii) (b) The dues of goods and services tax, provident fund, (x) (a) The Company has not raised any money during the
employees’ state insurance, income-tax, sales-tax, year by way of initial public offer / further public offer
service tax, duty of custom, duty of excise, value added (including debt instruments) hence, the requirement
tax, cess, and other statutory dues have not been to report on clause 3(x)(a) of the Order is not
deposited on account of any dispute, are as follows: applicable to the Company.

Period (x) (b) The Company has not made any preferential
Name Nature Amount to which Forum where allotment or private placement of shares /fully or
of the of the (Rs. in the the dispute is partially or optionally convertible debentures during
Statute Dues crores) amount pending the year under audit and hence, the requirement to
relates
report on clause 3(x)(b) of the Order is not applicable
The Customs 19.38 2011- Customs, to the Company.
Customs Duty 12 and Excise and
Act, 2012-13 Service Tax (xi) (a) As represented to us by the management, no fraud/
1962 Appellate material fraud by the Company or no fraud / material
Tribunal. fraud on the Company has been noticed or reported
Finance Service 14.71 April The
during the year.
Act, Tax 2016- Commissioner,
1994 June Central Tax
(xi) (b) During the year, no report under sub-section (12) of
2017 and Central
Excise section 143 of the Companies Act, 2013 has been filed
by cost auditor/ secretarial auditor or by us in Form ADT
(viii) As represented to us by the management, the Company has – 4 as prescribed under Rule 13 of Companies (Audit
not surrendered or disclosed any transaction, previously and Auditors) Rules, 2014 with the Central Government.
unrecorded in the books of account, in the tax assessments
under the Income Tax Act, 1961 as income during the year. (xi) (c) As represented to us by the management, there are no
Accordingly, the requirement to report on clause 3(viii) of whistle blower complaints received by the Company
the Order is not applicable to the Company. during the year.

(ix) (a) The Company has not defaulted in repayment of (xii) The Company is not a nidhi Company as per the provisions
loans or other borrowings or in the payment of of the Companies Act, 2013. Therefore, the requirement
interest thereon to any lender. to report on clauses 3(xii)(a), (b) and (c) of the Order is not
applicable to the Company.
(ix) (b) As represented to us by the management, the
Company has not been declared wilful defaulter by (xiii) Transactions with the related parties are in compliance
any bank or financial institution or government or any with sections 177 and 188 of Companies Act, 2013 where
government authority. applicable and the details have been disclosed in the notes
to the financial statements, as required by the applicable
(ix) (c) Term loans of Rs. 300 crores were raised towards the accounting standards.
end of the year (March 2022) out of which Rs. 125
crores have not been utilized by the end of the year (xiv) (a) The Company has an internal audit system
and is lying in cash and cash equivalents as on March commensurate with the size and nature of its business.
31, 2022. This matter has been disclosed in note 21(c)
(xiv) (b) The internal audit reports of the Company issued till
to the standalone financial statements.
the date of the audit report, for the period under audit
(ix) (d) On an overall examination of the financial statements have been considered by us.
of the Company, the Company has used short term
(xv) The Company has not entered into any non-cash
funds aggregating to Rs. 893.19 crores for long-term
transactions with its directors or persons connected with
purposes representing financing of regulatory assets.
its directors and hence requirement to report on clause
(ix) (e) On an overall examination of the financial statements 3(xv) of the Order is not applicable to the Company.
of the Company, the Company has not taken any
(xvi) (a) The provisions of section 45-IA of the Reserve Bank
funds from any entity or person on account of or
of India Act, 1934 (2 of 1934) are not applicable to
to meet the obligations of its subsidiaries or joint
the Company. Accordingly, the requirement to report
venture. The Company does not have any associate
on clause (xvi)(a) of the Order is not applicable to
during the year.
the Company.

130 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

(xvi) (b) The Company has not conducted any Non-Banking date. We, however, state that this is not an assurance as to
Financial or Housing Finance activities without the future viability of the Company. We further state that
obtained a valid Certificate of Registration (CoR) from our reporting is based on the facts up to the date of the
the Reserve Bank of India as per the Reserve Bank of audit report and we neither give any guarantee nor any
India Act, 1934. assurance that all liabilities falling due within a period of
one year from the balance sheet date, will get discharged
(xvi) (c) The Company is not a Core Investment Company as by the Company as and when they fall due.
defined in the regulations made by Reserve Bank of
India. Accordingly, the requirement to report on clause (xx) (a) In respect of other than ongoing projects, there are no
3(xvi) of the Order is not applicable to the Company. unspent amounts that are required to be transferred
to a fund specified in Schedule VII of the Companies
(xvi) (d) As represented to us by the management, the Group Act (the Act), in compliance with second proviso to
has 5 Core Investment Companies as a part of sub section 5 of section 135 of the Act. This matter
the Group. has been disclosed in note 51 to the standalone
financial statements.
(xvii) The Company has not incurred cash losses in the
current financial year and in the immediately preceding (xx) (b) All amounts that are unspent under section (5) of
financial year. section 135 of Companies Act, pursuant to any
ongoing project, has been transferred to special
(xviii) There has been no resignation of the statutory auditors
account in compliance of with provisions of sub
during the year and accordingly requirement to report
section (6) of section 135 of the said Act. This matter
on Clause 3(xviii) of the Order is not applicable to
has been disclosed in note 51 to the standalone
the Company.
financial statements.
(xix) On the basis of the financial ratios disclosed in note 54
to the financial statements, ageing and expected dates
of realization of financial assets and payment of financial
liabilities, other information accompanying the financial For S.R. Batliboi & Co. LLP
statements, our knowledge of the Board of Directors Chartered Accountants
and management plans and based on our examination ICAI Firm Registration Number: 301003E/E300005
of the evidence supporting the assumptions, nothing has
come to our attention, which causes us to believe that
per Kamal Agarwal
any material uncertainty exists as on the date of the audit
Partner
report that Company is not capable of meeting its liabilities
Place of Signature: Kolkata Membership Number: 058652
existing at the date of balance sheet as and when they fall
Date: May 13, 2022 UDIN: 22058652AIXHBH7486
due within a period of one year from the balance sheet

131
Annexure ‘2’
of CESC Limited
To the Independent Auditor’s Report of Even Date on the Standalone Financial Statements

Report on the Internal Financial Controls under Clause (i) statements was established and maintained and if such
of Sub-section 3 of Section 143 of the Companies Act, 2013 controls operated effectively in all material respects.
(“the Act”)
Our audit involves performing procedures to obtain audit
We have audited the internal financial controls with reference evidence about the adequacy of the internal financial controls
to standalone financial statements of CESC Limited (“the with reference to these standalone financial statements and
Company”) as of March 31, 2022 in conjunction with our audit their operating effectiveness. Our audit of internal financial
of the standalone financial statements of the Company for the controls with reference to standalone financial statements
year ended on that date. included obtaining an understanding of internal financial
controls with reference to these standalone financial
statements, assessing the risk that a material weakness
Management’s Responsibility for Internal Financial
exists, and testing and evaluating the design and operating
Controls
effectiveness of internal control based on the assessed risk.
The Company’s Management is responsible for establishing The procedures selected depend on the auditor’s judgement,
and maintaining internal financial controls based on the including the assessment of the risks of material misstatement
internal control over financial reporting criteria established of the financial statements, whether due to fraud or error.
by the Company considering the essential components
We believe that the audit evidence we have obtained is
of internal control stated in the Guidance Note on Audit of
sufficient and appropriate to provide a basis for our audit
Internal Financial Controls Over Financial Reporting issued
opinion on the Company’s internal financial controls with
by the Institute of Chartered Accountants of India (“ICAI”).
reference to these standalone financial statements.
These responsibilities include the design, implementation
and maintenance of adequate internal financial controls
that were operating effectively for ensuring the orderly and Meaning of Internal Financial Controls With
efficient conduct of its business, including adherence to Reference to these Standalone Financial Statements
the Company’s policies, the safeguarding of its assets, the
prevention and detection of frauds and errors, the accuracy A company's internal financial controls with reference to
and completeness of the accounting records, and the timely standalone financial statements is a process designed to
preparation of reliable financial information, as required under provide reasonable assurance regarding the reliability of
the Companies Act, 2013. financial reporting and the preparation of financial statements
for external purposes in accordance with generally accepted
accounting principles. A company's internal financial
Auditor’s Responsibility controls with reference to standalone financial statements
includes those policies and procedures that (1) pertain to the
Our responsibility is to express an opinion on the Company's
maintenance of records that, in reasonable detail, accurately
internal financial controls with reference to these standalone
and fairly reflect the transactions and dispositions of the
financial statements based on our audit. We conducted our
assets of the company; (2) provide reasonable assurance that
audit in accordance with the Guidance Note on Audit of
transactions are recorded as necessary to permit preparation
Internal Financial Controls Over Financial Reporting (the
of financial statements in accordance with generally accepted
“Guidance Note”) and the Standards on Auditing, as specified
accounting principles, and that receipts and expenditures
under section 143(10) of the Act, to the extent applicable to an
of the company are being made only in accordance with
audit of internal financial controls, both issued by ICAI. Those
authorisations of management and directors of the company;
Standards and the Guidance Note require that we comply
and (3) provide reasonable assurance regarding prevention
with ethical requirements and plan and perform the audit to
or timely detection of unauthorised acquisition, use, or
obtain reasonable assurance about whether adequate internal
disposition of the company's assets that could have a material
financial controls with reference to these standalone financial
effect on the financial statements.

132 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Inherent Limitations of Internal Financial Controls controls with reference to standalone financial statements
With Reference to Standalone Financial Statements were operating effectively as at March 31, 2022, based on the
internal control over financial reporting criteria established
Because of the inherent limitations of internal financial controls by the Company considering the essential components of
with reference to standalone financial statements, including internal control stated in the Guidance Note issued by the ICAI.
the possibility of collusion or improper management override
of controls, material misstatements due to error or fraud may
occur and not be detected. Also, projections of any evaluation
of the internal financial controls with reference to standalone
financial statements to future periods are subject to the risk
that the internal financial control with reference to standalone For S.R. Batliboi & Co. LLP
financial statements may become inadequate because of Chartered Accountants
changes in conditions, or that the degree of compliance with ICAI Firm Registration Number: 301003E/E300005
the policies or procedures may deteriorate.

Opinion
per Kamal Agarwal
In our opinion, the Company has, in all material respects, Partner
adequate internal financial controls with reference to Place of Signature: Kolkata Membership Number: 058652
standalone financial statements and such internal financial Date: May 13, 2022 UDIN: 22058652AIXHBH7486

133
Balance Sheet as at 31st March, 2022
H in crore

As at As at
Particulars Note No.
31st March, 2022 31st March, 2021

ASSETS
Non-current Assets
Property, Plant and Equipment 4 14,089.77 14,265.22
Capital work-in-progress 4A 43.23 66.31
Investment Property 5 62.87 62.87
Intangible Assets 6 100.55 109.28
Financial Assets
Investments 7 5,001.95 5,060.45
Loans 8 3.77 3.81
Others 9 220.81 111.50
Other non-current assets 10 256.78 120.27
(A) 19,779.73 19,799.71
Current Assets
Inventories 11 434.35 379.91
Financial Assets
Investments 12 13.96 13.49
Trade receivables 13 1,035.39 1,394.42
Cash and cash equivalents 14 859.64 551.94
Bank balances other than cash and cash equivalents 15 415.23 404.87
Loans 14.50 -
Others 16 110.40 130.95
Other current assets 17 295.89 223.07
(B) 3,179.36 3,098.65
Regulatory deferral account balances (C) 18 5,507.28 4,759.18
TOTAL ASSETS (A+B+C) 28,466.37 27,657.54
EQUITY AND LIABILITIES
Equity
Equity Share capital 19 133.22 133.22
Other Equity 20 9,821.60 9,844.36
(D) 9,954.82 9,977.58
Liabilities
Non-current Liabilities
Financial Liabilities
Borrowings 21 5,668.78 5,410.61
Lease Liabilities 22 112.47 127.08
Trade Payables
(a) Total outstanding dues of micro enterprises & small - -
enterprises
(b) Total outstanding dues of creditors other than micro 50.81 50.60
enterprises & small enterprises
Consumers' Security Deposits 45 1,563.63 1,715.85
Others 2.99 3.53
Provisions 23 475.50 455.83
Deferred tax liabilities (net) 24 3,360.05 3,384.81
Other non-current liabilities 25 278.58 184.08
(E) 11,512.81 11,332.39
Current Liabilities
Financial Liabilities
Borrowings 26 2,682.70 1,868.25
Lease Liabilities 27.48 27.30
Trade Payables
(a) Total outstanding dues of micro enterprises & small 27 4.35 11.51
enterprises
(b) Total outstanding dues of creditors other than micro 27 1,012.47 770.04
enterprises & small enterprises
Others 28 1,133.93 1,574.31
Other current liabilities 29 460.67 434.67
Provisions 30 57.06 84.79
Current tax liabilities (net) 62.23 50.81
(F) 5,440.89 4,821.68
Regulatory deferral account balances (G) 18 1,557.85 1,525.89
TOTAL EQUITY AND LIABILITIES (D+E+F+G) 28,466.37 27,657.54
Notes forming part of Financial Statements 1-57
This is the Balance Sheet referred to in our Report of even date.

For S.R. BATLIBOI & Co. LLP For and on behalf of Board of Directors
Chartered Accountants
Firm Registration Number -301003E/E300005
Chairman Sanjiv Goenka DIN: 00074796
Kamal Agarwal Managing Director -Generation Rabi Chowdhury DIN: 06601588
Partner Managing Director- Distribution Debasish Banerjee DIN: 06443204
Membership No.: 058652 Company Secretary Jagdish Patra
Kolkata, 13th May, 2022 Executive Director & CFO Rajarshi Banerjee

134 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Statement of Profit and Loss for the year ended 31st March, 2022

H in crore
Particulars Note No. 2021-22 2020-21

Revenue from operations 32 7,293.86 6,921.48

Other income 33 185.55 180.19
Total Income 7,479.41 7,101.67
Expenses
Cost of electrical energy purchased 2,901.37 2,649.06
Cost of fuel 34 1,378.20 1,317.47
Purchase of stock-in-trade 15.24 17.31
Employee benefits expense 35 886.06 899.95
Finance costs 36 504.17 501.68
Depreciation and amortisation expense 37 470.51 462.74
Other expenses 38 995.74 862.98
Total expenses 7,151.29 6,711.19
Profit before regulatory income/ (expense) and tax 328.12 390.48
Regulatory Income/ (expense) (net) 39 716.14 456.92
Profit before tax 1,044.26 847.40
Tax expense 44
Current tax (253.24) (128.82)
Deferred tax - Income / (Expense) 24.77 95.89
Profit for the year 815.79 814.47
Other comprehensive lncome
Items that will not be reclassified to profit or loss
Remeasurement of defined benefit plan (19.49) (40.13)
Income tax on above 4.73 7.01
Gain/(loss) on fair value of Investments 0.05 (0.34)
Deferred tax (charge)/credit on above (0.01) 0.08
Regulatory Income/ (expense) -deferred tax 0.01 (0.08)
Other comprehensive Income for the year (net of tax) (14.71) (33.46)
Total comprehensive income for the year 801.08 781.01
Basic & Diluted Earnings per equity share (Face value of H 1 per share) 47 6.16 6.14
Notes forming part of Financial Statements 1-57

This is the Statement of Profit and Loss referred to in our Report of even date.

For S.R. BATLIBOI & Co. LLP For and on behalf of Board of Directors
Chartered Accountants
Firm Registration Number -301003E/E300005
Chairman Sanjiv Goenka DIN: 00074796

Kamal Agarwal Managing Director -Generation Rabi Chowdhury DIN: 06601588

Partner Managing Director- Distribution Debasish Banerjee DIN: 06443204

Membership No.: 058652 Company Secretary Jagdish Patra

Kolkata, 13th May, 2022 Executive Director & CFO Rajarshi Banerjee

135
Cash Flow Statement for the year ended 31st March, 2022
H in crore
Particulars 2021-22 2020-21

A. Cash flow from Operating Activities

Profit before tax 1,044.26 847.40
Adjustments for :
Depreciation and amortisation expense 470.51 462.74
Loss/(Profit) on sale / disposal of Property, Plant and Equipment (net) 2.77 (0.35)
Gain on sale/ fair valuation of non-current investments (net) (28.42) -
Gain on sale/ fair valuation of current investments (net) (7.91) (15.68)
Provision for Bad Debts - 8.23
Bad debts, advances (net) written off 24.53 3.66
Dividend Income (14.86) -
Finance costs 504.17 501.68
Interest Income (22.87) (29.92)
Other non-operating income (61.54) (57.68)
Operating Profit before Working Capital changes 1,910.64 1,720.08
Adjustments for change in:
Trade & other receivables (129.51) (334.09)
Inventories (54.44) 7.26
Net change in regulatory deferral account balances (716.14) (456.92)
Trade and other payables (71.53) 45.26
Cash Generated from Operations 939.02 981.59
Income Tax paid (net of refund) (230.14) (171.83)
Net cash flow from Operating Activities 708.88 809.76
B. Cash flow from Investing Activities
Purchase of Property, Plant and Equipment / Capital Work-in-Progress (535.07) (439.01)
Proceeds from Sale of Property, Plant and Equipment 4.76 8.08
Investment in subsidiaries including advance for share subscription (70.03) (622.10)
Sale of Subsidiary Company 163.93 -
Sale/(purchase) of Current Investments (net) 7.44 17.20
Net movement in Bank Balances other than Cash and Cash equivalents (10.36) (42.26)
Dividend received 14.86 -
Interest received 44.98 13.06
Net cash used in Investing Activities (379.49) (1,065.03)
C. Cash flow from Financing Activities
Proceeds from Non-Current Borrowings* 1,400.00 2,414.88
Repayment of Non-Current Borrowings* (721.97) (892.66)
Net movement in Cash credit facilities and other Current Borrowings 400.47 (676.12)
Payment of Lease Liabilities (30.34) (32.47)
Finance Costs paid (475.36) (462.62)
Dividend paid (594.50) (594.03)
Net Cash used in Financing Activities (21.70) (243.02)
Net increase / (decrease) in cash and cash equivalents 307.70 (498.29)
Cash and Cash equivalents - Opening Balance [Refer Note 14] 551.94 1,050.23
Cash and Cash equivalents - Closing Balance [Refer Note 14] 859.64 551.94
* Net of H 484.36 crore (previous year : H 542.62 crore) utilized for refinancing of borrowings.

136 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Cash Flow Statement for the year ended 31st March, 2022

H in crore
Changes in liabilities arising from financing activities 01-Apr-21 Cash Flows Others 31-Mar-22

Current borrowings 913.89 400.47 - 1,314.36

Non-Current borrowings (including current maturities) 6,385.41 678.03 (7.40) 7,056.04
Lease Liabilities 154.38 (30.34) 15.91 139.95
Total liabilities from financing activities 7,453.68 1,048.16 8.51 8,510.35

H in crore
Changes in liabilities arising from financing activities 01-Apr-20 Cash Flows Others 31-Mar-21

Current borrowings 1,590.01 (676.12) - 913.89

Non-Current borrowings (including current maturities) 4,878.86 1,522.22 (15.67) 6,385.41
Lease Liabilities 268.76 (32.47) (81.91) 154.38
Total liabilities from financing activities 6,737.63 813.63 (97.58) 7,453.68

This is the Statement of Cash Flow referred to in our Report of even date.
For S.R. BATLIBOI & Co. LLP For and on behalf of Board of Directors
Chartered Accountants
Firm Registration Number -301003E/E300005
Chairman Sanjiv Goenka DIN: 00074796

Kamal Agarwal Managing Director -Generation Rabi Chowdhury DIN: 06601588

Partner Managing Director- Distribution Debasish Banerjee DIN: 06443204

Membership No.: 058652 Company Secretary Jagdish Patra

Kolkata, 13th May, 2022 Executive Director & CFO Rajarshi Banerjee

137
Statement of Changes in Equity for the year ended 31st March, 2022

A Equity Share Capital

H in crore
Balance at the Changes in equity Balance at the end
Particulars beginning of the share capital of the reporting
reporting period during the year period

Equity Shares of J 1 each issued, subscribed and fully paid

As at 31 March 2021 133.22 - 133.22
As at 31 March 2022 133.22 - 133.22

B Other Equity
H in crore
Reserves and Surplus * Equity Instruments
Fund for through Other
Particulars Retained Capital Total
unforeseen Comprehensive
Earnings Reserve
exigencies Income

Balance as at 1 April, 2021 10,352.69 (812.10) 298.60 5.17 9,844.36

Profit for the year 815.79 815.79
Other Comprehensive loss for the year (net of tax) (14.76) 0.05 (14.71)
Total 11,153.72 (812.10) 298.60 5.22 10,645.44
Dividends paid [refer note 19(f)] (596.51) (596.51)
Transfer to/from retained earnings (18.07) 18.07 -
Withdrawal of additional depreciation during the year (225.30) (225.30)
(refer note 49)
Withdrawal of residual amount added on fair valuation (2.03) (2.03)
consequent to sale/ disposal of assets (refer note 49)
Balance as at 31 March, 2022 10,311.81 (812.10) 316.67 5.22 9,821.60

H in crore
Reserves and Surplus * Equity Instruments
Fund for through Other
Particulars Retained Capital Total
unforeseen Comprehensive
Earnings Reserve
exigencies Income

Balance as at 1 April, 2020 10,432.30 (812.10) 279.10 5.51 9,904.81

Profit for the year 814.47 814.47
Other Comprehensive loss for the year (net of tax) (33.12) (0.34) (33.46)
Total 11,213.65 (812.10) 279.10 5.17 10,685.82
Dividends paid (596.51) (596.51)
Transfer to/ from retained earnings (19.50) 19.50 -
Withdrawal of additional depreciation during the year (243.57) (243.57)
(refer note 49)
Withdrawal of residual amount added on fair valuation (1.38) (1.38)
consequent to sale/ disposal of assets (refer note 49)
Balance as at 31 March, 2021 10,352.69 (812.10) 298.60 5.17 9,844.36
* (refer note 20)

This is the Statement of Changes in Equity referred to in our Report of even date.
For S.R. BATLIBOI & Co. LLP For and on behalf of Board of Directors
Chartered Accountants
Firm Registration Number -301003E/E300005
Chairman Sanjiv Goenka DIN: 00074796
Kamal Agarwal Managing Director -Generation Rabi Chowdhury DIN: 06601588
Partner Managing Director- Distribution Debasish Banerjee DIN: 06443204
Membership No.: 058652 Company Secretary Jagdish Patra
Kolkata, 13th May, 2022 Executive Director & CFO Rajarshi Banerjee

138 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Financial Statements

NOTE-1 The operations of the Company are governed by the Electricity Act, 2003 and various Regulations and / or Policies
framed thereunder by the appropriate authorities. Accordingly, in preparing the financial statements the relevant provisions of the
said Act, Regulations etc. have been duly considered.

NOTE-2A SIGNIFICANT ACCOUNTING POLICIES

The standalone financial statements have been prepared to comply in all material aspects with Indian Accounting Standards (Ind
AS) notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended from time to time) under Section 133
of the Companies Act, 2013 and other provisions of the Companies Act, 2013 and the regulations under the Electricity Act, 2003
to the extent applicable. A summary of important accounting policies which have been applied consistently are set out below.

(a) Basis of Accounting

The financial statements have been prepared on the historical cost convention except for the following:
i. Investments, except investment in subsidiaries and joint ventures, are carried at fair value.
ii. Certain financial assets and liabilities (including derivative instruments) are measured at fair value.

(b) Use of estimates

As required under the provisions of Ind AS for preparation of financial statements in conformity thereof, the management has
made judgements, estimates and assumptions that affect the application of accounting policies, and the reported amount
of assets, liabilities, income, and expenses and disclosures. Actual results may differ from these estimates. Estimates and
underlying assumptions are reviewed on a periodic basis. Revisions to accounting estimates are recognized in the period in
which the estimates are revised and in any future periods affected.

(c) Property, Plant and Equipment (PPE)

Tangible Assets and Depreciation

Tangible Assets are stated either at deemed cost as considered on the date of transition to Ind- AS or at cost of acquisition /
construction together with any incidental expenses related to acquisition and appropriate borrowing costs, less accumulated
depreciation and accumulated impairment loss, if any. An impairment loss is recognized where applicable, when the carrying
value of tangible assets of cash generating unit exceed its fair value or value in use, whichever is higher.

In terms of applicable Regulations under the Electricity Act, 2003, depreciation on tangible assets, other than freehold land is
provided on straight line method on a pro rata basis at the useful life specified therein, the basis of which is considered by the
West Bengal Electricity Regulatory Commission (WBERC/ Commission) in determining the tariff for the year of the Company.
Leasehold land is amortized over the unexpired period of the lease as appropriate. Additional charge of depreciation for
the year on increase in value arising from fair valuation on date of transition to Ind AS, is recouped from Retained Earnings.
Leasehold improvement is amortized over the unexpired period of the lease.

Useful Life of Tangible Assets is as follows:

Particulars Useful Life of Assets

Buildings and Structures 25-50 Years

Plant and Equipment 5-25 Years
Distribution System 25-35 Years
Meters 7-15 Years
River Tunnel 50 Years
Furniture and Fixtures 15 Years
Office Equipment 5-15 Years
Vehicles 5 Years
Railway Sidings 50 Years

(d) Investment properties

Property that is held for long term rental yields is classified as investment property. Carrying amount as per previous GAAP has
been considered as deemed cost as on date of transition to Ind AS.

139
Notes forming part of Financial Statements
(e) Intangible Assets and Amortisation

Intangible assets comprising computer software and mining rights, expected to provide future enduring economic benefits
are stated either at deemed cost as considered on date of transition to Ind AS or at cost of acquisition / implementation
/ development less accumulated amortisation. The present value of the expected cost of restoration of the coal mine is
included in its cost. An impairment loss is recognized where applicable, when the carrying value of intangible assets of cash
generating unit exceed its fair value or value in use, whichever is higher.

Cost of intangible assets, comprising computer software related expenditure, are amortised in three years over its estimated
useful life. Mining rights are also amortised over the estimated useful life of the assets of twenty years based on management’s
internal assessment.

(f) Lease

Company as a lessee

The Company’s lease asset classes primarily consist of leases for land, plant & equipment, buildings and offices. The Company
assesses whether a contract contains a lease, at the inception of a contract.

At the date of commencement of the lease, the Company recognizes a right of use asset (ROU) and a corresponding lease
liability for all lease arrangements, in which it is a lessee, except for leases with a term of twelve months or less (short-term
leases), non lease components (like maintenance charges, etc.) and leases of low value assets.

For these short-term leases, non lease components and lease of low value assets, the Company recognizes the lease rental
payments as an operating expense.

Certain lease arrangements includes the options to extend or terminate the lease before the end of the lease term. ROU
assets and lease liabilities includes these options when it is reasonably certain that they will be exercised.

The right-of-use assets are initially recognized at cost, which comprises the initial amount of the lease liability adjusted for any lease
payments made at or prior to the commencement date of the lease plus any initial direct costs. They are subsequently measured
at cost less accumulated depreciation and impairment losses, if any. An impairment loss is recognised where applicable, when the
carrying value of ROU assets of cash generating units exceeds its fair value or value in use, whichever is higher.

Right-of-use assets are depreciated from the commencement date on a straight-line basis over the lease term.

The lease liabilities are initially measured at the present value of the future lease payments.

Company as a lessor

Leases for which the Company is a lessor is classified as a finance or operating lease. Whenever the terms of the lease transfer
substantially all the risks and rewards of ownership to the lessee, the contract is classified as a finance lease. All other leases
are classified as operating leases.

(g) Financial Asset

The financial assets are classified in the following categories:

1) Financial assets measured at amortised cost.

2) Financial assets measured at fair value through profit and loss.
3) Equity instruments

The classification of financial assets depends on the Company’s business model for managing financial assets and the
contractual terms of the cash flow.

At initial recognition, the financial assets are measured at their fair value

Financial assets measured at amortised cost

Assets that are held for collection of contractual cash flows and where those cash flows represent solely payments of principal
and interest are measured at amortised cost. After initial measurement, such financial assets are subsequently measured at

140 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Financial Statements

amortised cost using the effective interest rate method. The losses arising from impairment are recognised in the Statement
of Profit and Loss.

Financial instruments measured at fair value through profit and loss (FVTPL)

Financial instruments included within fair value through profit and loss category are measured initially as well as at each
reporting period at fair value plus transaction costs as applicable. Fair value movements are recorded in Statement of Profit
and Loss. Investments in mutual funds are measured at fair value through profit and loss.

Equity instruments

Equity investments in scope of Ind AS 109 are measured at fair value. At initial recognition, the Company makes an
irrevocable election to present in other comprehensive income subsequent changes in the fair value. If the Company
decides to classify an equity instrument as at fair value through other comprehensive income (FVTOCI), then all fair
value changes on the instrument, excluding dividends, are recognized in the other comprehensive income (OCI).
Investment in subsidiaries and joint ventures are carried at cost or at deemed cost as considered on the date of transition
to Ind-AS less provision for impairment loss, if any. Investments are tested for impairment whenever events or changes in
circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the amount
by which the asset’s carrying amount exceeds its recoverable amount.

Impairment of financial assets

The Company assesses on a forward looking basis the expected credit losses associated with its assets carried at amortised cost.
The impairment methodology applied depends on whether there has been a significant increase in credit risk (refer Note 41).

For trade receivables the simplified approach of expected life time losses has been used from initial recognition of the
receivables as required by Ind AS 109 Financial Instruments.

(h) Financial liabilities

Financial liabilities are measured at amortised cost using the effective interest rate method.

Cost of commitment for borrowings of subsidiaries are recognised as a liability at the time such commitment is issued. The
liability is initially measured at fair value and subsequently at the amount initially recognised less cumulative amortisation.

(i) Derivatives

The Company uses derivative financial instruments such as forward currency contracts and interest rate swaps to hedge its
foreign currency risks and interest rate risks respectively. Such derivative financial instruments are recognised at fair value.
Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is
negative. Gains or losses arising from such fair valuation of derivatives also give rise to regulatory income or expense which is
recognised through Statement of Profit and Loss and would be considered in determining the Company’s future tariff as per
the tariff regulations.

(j) Inventories

Inventories of stores, fuel and traded goods are valued at lower of cost and net realizable value. Cost is calculated on
weighted average basis and comprises expenditure incurred in the normal course of business in bringing such inventories to
their present location and condition.

Obsolete, slow moving and defective inventories are identified at the time of physical verification of inventories and where
necessary, adjustment is made for such items.

(k) Foreign Currency Transactions

The Company’s financial statements are presented in INR which is also the functional currency of the Company. Transactions
in foreign currency are accounted for at the exchange rate prevailing on the date of transactions. Transactions remaining
unsettled are translated at the exchange rate prevailing at the end of the financial year. Exchange gain or loss arising on
settlement/ translation of monetary items is recognized in the Statement of Profit and Loss.

141
Notes forming part of Financial Statements
The outstanding loans repayable in foreign currency are restated at the year-end exchange rate. Exchange gain or loss
arising in respect of such restatement also gives rise to regulatory income or expense which is recognised as refundable
or recoverable, which will be taken into consideration in determining the Company’s future tariff in respect of the amount
settled duly considering as appropriate, the impact of the derivative contracts entered into for managing risks thereunder.

(l) Cash and cash equivalents

Cash and cash equivalents in the balance sheet comprise cash at banks, cash on hand and term deposits with original
maturity of three months or less.

For the purpose of presentation in the Statement of Cash Flows, cash and cash equivalents includes cash, cheques and draft
on hand, Balances with banks which are unrestricted for withdrawal/usages and highly liquid financial investments that are
readily convertible to known amounts of cash which are subject to an insignificant risk of changes in value. Bank overdrafts
are shown within borrowings in current liabilities in the Balance Sheet.

(m) Revenue from Operations

Revenue from contracts with customers is recognised on supply of electricity or when services are rendered to the customers
at an amount that reflects the consideration to which the company is entitled under appropriate regulatory framework.

Revenue to be earned from sale of electricity is regulated based on parameters set out in tariff regulations issued from time
to time.

Earnings from sale of electricity are net of discount for prompt payment of bills and do not include electricity duty collected
from consumers and payable to the State Government.

The Company receives contribution from consumers in accordance with the Regulation, that is being used to construct or
acquire items of property, plant and equipment in order to connect the consumer to the Company’s distribution network. The
Company recognises revenue in respect for such contributions so received from consumers in the year they are connected
to the distribution network.

Income from meter rent is accounted for as per the approved rates.

(n) Other Income

Income from investments and deposits etc. is accounted for on accrual basis inclusive of related tax deducted at source,
wherever applicable. Delayed Payment Surcharge, as a general practice, is determined and recognised on receipt of overdue
payment from consumers. Interest income arising from financial assets is accounted for using amortised cost method.
Dividend Income is recognised when the right to receive is established.

(o) Employee Benefits

The Company recognises contributions to provident fund, pension funds on an accrual basis. Provident Fund contributions
are made to a fund administered through duly constituted approved independent trust. The interest rate payable to the
members of the trust shall not be lower than the statutory rate of interest declared by the Central Government under the
Employees’ Provident Funds and Miscellaneous Provisions Act, 1952 and deficiency, if any, is made good by the Company,
impact of which is ascertained by way of actuarial valuation as at the year end. The Company, as per its schemes, extends
employee benefits current and/or post retirement which are accounted for on accrual basis, and includes actuarial valuation
as at the Balance Sheet date in respect of gratuity, leave encashment and certain other retiral benefits, to the extent applicable,
done by independent actuary. Actuarial gains and losses, where applicable, are recognised through Other Comprehensive
Income. Compensation in respect of voluntary retirement scheme is charged to revenue.

(p) Finance Costs

Finance Costs comprise interest expenses, applicable gain / loss on foreign currency borrowings in appropriate cases and
other borrowing costs. Such finance costs attributable to acquisition and / or construction of qualifying assets are capitalized
as a part of cost of such assets up to the date, where such assets are ready for their intended use. The balance finance costs
is charged off to Statement of Profit and Loss. Finance Costs in case of foreign currency borrowings is accounted for as
appropriate, duly considering the impact of the derivative contracts entered into for managing risks thereof. Interest expense
arising from financial liabilities is accounted for under effective interest rate method.

142 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Financial Statements

(q) Taxes

Current tax represents the amount payable based on computation of tax as per prevailing taxation laws under the Income Tax
Act, 1961.

Provision for deferred taxation is made using liability method on temporary difference arising between the tax bases of
assets and liabilities and their carrying amounts in the financial statements using tax rates (and laws) that have been enacted
or substantially enacted by the end of the reporting period and are expected to apply when the related deferred tax asset is
realised or the deferred tax liability is settled. Deferred Tax Assets are recognized subject to the consideration of prudence
and are periodically reviewed to reassess realization thereof. Deferred Tax Liability or Asset will give rise to actual tax payable
or recoverable at the time of reversal thereof.

Current and Deferred tax relating to items recognised outside profit or loss, that is either in other comprehensive income
(OCI) or in equity, is recognised along with the related items.

The Company reviews the MAT credit entitlement at each reporting date and recognises the credit against the tax payable
to the extent that it is probable that it will be able to utilise the same against normal tax during the specified period.

Since tax on profits forms part of chargeable expenditure under the applicable regulations, current tax liability and deferred
tax liability or asset is recoverable or payable, as applicable through future tariff. Hence, recognition of current tax liability and
deferred tax asset or liability is done with corresponding recognition of regulatory liability or asset, to the extent applicable.

(r) Provisions and contingent liabilities

Provisions are recognised when the Company has a present obligation 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.

A disclosure for contingent liabilities is made when there is a possible obligation arising from past events, 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 Company or a present obligation that arises from past events where it is either not probable that an outflow
of resources embodying economic benefits will be required to settle or a reliable estimate of the amount cannot be made.

(s) Business combination

Business combination involving entities or businesses under common control are accounted for using the pooling of interest
method whereby the assets and liabilities of the combining entities / business are reflected at their carrying value and
necessary adjustments , if any, have been given effect to as per the scheme approved by National Company Law Tribunal, as
applicable.

(t) Regulatory deferral account balances

The Company is a rate regulated entity and has elected to adopt Ind AS 114, Regulatory Deferral Accounts. Expenses/Income
are recognized as Regulatory Income/Expenses in the Statement of Profit and Loss to the extent recoverable or payable in
subsequent periods based on the Company’s understanding of the provision of the applicable regulations framed by the West
Bengal Electricity Regulatory Commission (WBERC/ Commission) and/or their pronouncements/orders, with corresponding
balances shown in the Balance Sheet as Regulatory Deferral Account balances, at their present value duly considering
discounting methodology using such rates in consonance with the applicable regulations and prudence. Regulatory Deferral
Account balances are adjusted from the year in which these crystallise.

NOTE-2B Summary of significant judgements and assumptions

The preparation of financial statements requires the use of accounting estimates, judgements and assumptions which, by
definition, will seldom equal the actual results. Management also needs to exercise judgement in applying the Company’s
accounting policies.

Estimates and judgements are continually evaluated. They are based on historical experience and other factors, including expectations
of future events that may have a financial impact on the Company and that are believed to be reasonable under the circumstances.

143
Notes forming part of Financial Statements
The areas involving critical estimates or judgements are :-

Estimated useful life of Intangible Assets -Note -2A (e)

Estimated Fair Valuation/Impairment assessment of certain Investments -Note-7 & Note-2 A (g)

Estimation of Regulatory Items - Note -18 & 39

Estimation of Restoration Liability- Note- 2A (e)

Impairment of Trade Receivables -Note - 2A (g)

Estimates used in Actuarial Valuation of Employee benefits -Note-35

Estimates used in Lease liabilities -Note-50

NOTE-3A Changes in existing Ind AS

Amendments and interpretations as outlined below apply for the year ended 31 March, 2022, but do not have an impact on the
Standalone Financial Statements.

a. Interest Rate Benchmark Reform – Phase 2: Amendments to Ind AS 109, Ind AS 107, Ind AS 104 and Ind AS 116

b. Ind AS 116: COVID-19 related rent concessions

c. Ind AS 103: Business combinations

d. Amendment to Ind AS 105, Ind AS 16 and Ind AS 28

The Company has not early adopted any standards or amendments that have been issued but are not yet effective.

NOTE-3B The Ministry of Corporate Affairs (MCA) through a notification, amended Schedule III of the Companies Act, 2013 and
the amendments are effective from 1 April, 2021. These amendments require certain regroupings in the Schedule III format of
Balance Sheet. The Company has given effect of such regroupings in these standalone financial statements including figures for
the corresponding previous year wherein:

a) Current maturities of long term debts has been regrouped from “Other Financial Liabilities” in the Standalone Financial
Statements for FY 2020-2021 to “Current Borrowings” in these Standalone Financial Statements.

b) Lease Liabilities are presented separately as “Lease Liabilities” in these Standalone Financial Statements and not grouped
under “Other Financial Liabilities” as presented in the Standalone Financial Statements for FY 2020-2021.

c) Security Deposits has been regrouped from “Loans” in the Standalone Financial Statements for FY 2020 – 2021 to “Other
Financial Assets” in these Standalone Financial Statements.

144 Annual Report 2021-22

 Notes forming Part of Financial Statements
NOTE - 4 PROPERTY, PLANT AND EQUIPMENT
H in crore
COST/ DEEMED COST DEPRECIATION / AMORTISATION NET BLOCK
As at Add: Less : As at As at Add: Less : As at As at As at
PARTICULARS
1st April, Additions/ Withdrawals/ 31st March, 1st April, Additions/ Withdrawals/ 31st March, 31st March, 31st March,
2021 Adjustments Adjustments 2022 2021 Adjustments Adjustments 2022 2022 2021

Land * 3,052.14 1.15 - 3,053.29 118.48 19.48 - 137.96 2,915.33 2,933.66

Buildings and Structures ** 934.15 7.24 0.12 941.27 226.66 42.81 - 269.47 671.80 707.49
Plant and Equipment 5,970.25 139.37 2.90 6,106.72 1,872.47 276.26 1.86 2,146.87 3,959.85 4,097.78
Distribution System 7,644.94 341.08 29.92 7,956.10 1,528.05 291.28 25.84 1,793.49 6,162.61 6,116.89
Meters and Other
Apparatus on
Consumers' Premises 383.32 22.82 11.55 394.59 150.84 39.90 7.89 182.85 211.74 232.48
River Tunnel 2.78 - - 2.78 2.76 - - 2.76 0.02 0.02
Furniture and Fixtures 36.73 1.90 0.44 38.19 13.14 2.33 0.23 15.24 22.95 23.59
Office Equipment 120.31 5.59 0.30 125.60 53.03 9.70 0.18 62.55 63.05 67.28
Vehicles 12.30 1.98 1.37 12.91 3.19 2.28 1.02 4.45 8.46 9.11
Railway Sidings 94.55 - - 94.55 17.63 2.96 - 20.59 73.96 76.92
18,251.47 521.13 46.60 18,726.00 3,986.25 687.00 37.02 4,636.23 14,089.77 14,265.22
Previous Year 17,938.13 437.84 124.50 18,251.47 3,308.44 695.71 17.90 3,986.25 14,265.22
* includes leasehold
** includes leasehold improvements
Corporate Overview

1. Property, Plant & Equipment includes right-of-use assets recognised upon adoption of Ind AS 116 (Refer Note 50).

2. The Company is in the process of renewing the lease agreement, in respect of certain leasehold land, having Gross Block H 373.18 crore (31.03.2021: H 200.75 crore) and Net Block
H 266.55 crore (31.03.2021: H 188.66 crore). Immovable properties whose title deeds are not in the name of the Company included in Property, Plant & Equipment :
Statutory Reports

145
Financial Statements
146
Notes forming Part of Financial Statements
NOTE - 4 PROPERTY, PLANT AND EQUIPMENT (Contd..)
As at 31st March, 2022
Whether title deed holder is a Property
Carrying
promoter, director or relative of held
Description of property Value (J in Title deeds held in the name of Reason for not being held in the name of the Company

Annual Report 2021-22

promoter / director or employee of since which
Crore)
promoter / director date

Leasehold Land at Pagladanga DS 2.72 West Bengal Small Industries No 1999 The Company has applied for renewal with the West Bengal Small
Corporation Ltd Industries Corp. Ltd.
Leasehold Land at Rabindra Sadan DS 3.80 Governor of State of West Bengal No 1985 The Company has applied for renewal with the Public Works
Department (PWD), Govt of West Bengal.
Leasehold Land at Auckland Square DS 5.09 The Kolkata Municipal Corporation No 1994 The Company has applied for renewal with the Kolkata Municipal
Corporation.
Leasehold Land- Budge Budge 79.89 Governor of State of West Bengal No 1991 The Company has applied with Land Dept. of Govt. of West Bengal
Generating station for renewal of the lease.
Leasehold Land at Southern Generating 169.85 Kolkata Port Trust No 1925 The Company is in the process of renewal of the expired lease with
Station Kolkata Port Trust.
Leasehold Land at Taltala DS 0.93 Governor of State of West Bengal No 1968 The Company is in the process of renewal of the lease deed with
Government of West Bengal.
Leasehold land- Saint James Square 4.27 Governor of State of West Bengal No 1964 The Company is in the process of renewal of the lease deed with
Rectifier Station Government of West Bengal.
266.55

As at 31st March, 2021

Whether title deed holder is a
Carrying Property held
promoter, director or relative of
Description of property Value (J in Title deeds held in the name of since which Reason for not being held in the name of the Company
promoter / director or employee of
Crore) date
promoter / director

Leasehold Land at Pagladanga DS 2.72 West Bengal Small Industries No 1999 The Company has applied for renewal with the West Bengal Small
Corporation Ltd Industries Corp. Ltd.
Leasehold Land at Rabindra Sadan DS 3.80 Governor of State of West Bengal No 1985 The Company has applied for renewal with the Public Works
Department (PWD), Govt of West Bengal.
Leasehold Land at Auckland Square DS 5.13 The Kolkata Municipal Corporation No 1994 The Company has applied for renewal with the Kolkata Municipal
Corporation.
Leasehold Land at Southern Generating 171.70 Kolkata Port Trust No 1925 The Company is in the process of renewal of the expired lease with
Station Kolkata Port Trust.
Leasehold Land at Taltala DS 0.95 Governor of State of West Bengal No 1968 The Company is in the process of renewal of the lease deed with
Government of West Bengal.
Leasehold Land- Saint James Square 4.36 Governor of State of West Bengal No 1964 The Company is in the process of renewal of the lease deed with
Rectifier Station Government of West Bengal.
188.66
 Notes forming Part of Financial Statements
NOTE - 4A CAPITAL WORK-IN-PROGRESS

Ageing for capital work-in-progress is as follows:

H in crore
Amount in capital work-in-progress for a period of
Particulars
Less than 1 year 1-2 years 2-3 years More than 3 years Total

Capital work-in-progress as at 31st March, 2022 27.81 1.77 6.75 6.90 43.23
Capital work-in-progress as at 31st March, 2021 45.52 10.01 5.76 5.02 66.31

NOTE - 5 INVESTMENT PROPERTY H in crore

COST / DEEMED COST DEPRECIATION / AMORTISATION NET BLOCK
As at Add: Less: As at As at Add: Less: As at As at As at
PARTICULARS
1st April, Additions/ Withdrawals/ 31st March, 1st April, Additions/ Withdrawals/ 31st March, 31st March, 31st March,
2021 Adjustments Adjustments 2022 2021 Adjustments Adjustments 2022 2022 2021

Land - Freehold 62.87 - - 62.87 - - - - 62.87 62.87

62.87 - - 62.87 - - - - 62.87 62.87
Previous Year 62.63 0.24 - 62.87 - - - - 62.87

a) Income earned recognised in Statement of Profit & Loss H 7.80 crore (previous year: H 8.71 crore)
b) Fair valuation of the above land as per rent capitalisation method (income approach) amounts to H 286 crore( as on 31.03.2021 : H 283 crore) as per registered independent valuer and
categorised as level 2. The main inputs used in determining the fair valuation of the Investment Property are utility, marketability, self liquidity, future rentals, etc.
c) The lease term in respect of Investment Property given under Operating Lease is 25 years which can be extended upon the sole discretion of the Company. This lease has been granted
Corporate Overview

to Quest Properties India Limited to construct, develop, operate and maintain a mall during the said lease term and the aforesaid property has been offered as security in respect of
financial assistance availed of by the said company. Incentive given by the Company by way of rent free period for development of the Investment Property has been spread across
the period of the contract. Future minimum lease rental receivables during next one to five years H 11.70 crore (as on 31.03.2021 : H 12 crore) in each of the years and later than five
years H 66.32 crore (as on 31.03.2021: H 79.98 crore).

NOTE - 6 INTANGIBLE ASSETS H in crore

Statutory Reports

COST / DEEMED COST AMORTISATION NET BLOCK

As at Add: Less : As at As at Add: Less: As at As at As at
PARTICULARS
1st April, Additions/ Withdrawals/ 31st March, 1st April, Additions/ Withdrawals/ 31st March, 31st March, 31st March,
2021 Adjustments Adjustments 2022 2021 Adjustments Adjustments 2022 2022 2021

Computer Software 30.25 0.08 0.24 30.09 29.24 1.07 0.24 30.07 0.02 1.01
Mining Rights 151.88 - - 151.88 43.61 7.74 - 51.35 100.53 108.27
182.13 0.08 0.24 181.97 72.85 8.81 0.24 81.42 100.55 109.28

147
Financial Statements

Previous Year 179.76 2.37 - 182.13 62.25 10.60 - 72.85 109.28

Notes forming Part of Financial Statements
NOTE - 7 NON-CURRENT INVESTMENTS
H in crore
As at As at
31st March, 2022 31st March, 2021
a Investments in Equity Instruments, unquoted, fully paid up, carried at fair value
through other comprehensive income (FVTOCI) :
3,280 (31.03.2021 : 3,280) Equity Shares of Integrated Coal Mining Limited of H 10 5.22 5.18
each
b Investment in Subsidiary Companies, unquoted, fully paid up, carried at cost :
(i) In Equity Instruments
11,33,50,000 (31.03.2021; 8,03,50,000) Equity Shares of Malegaon Power 114.11 80.64
Supply Limited (previously Nalanda Power Company Limited) of H 10 each
4,16,50,000 (31.03.2021 : 4,16,50,000) Equity Shares of CESC Projects Limited - -
of H 10 each *
Nil (31.03.2021 : 13,55,05,800) Equity Shares of Surya Vidyut Limited of H 10 - 135.51
each #
1,10,00,000 (31.03.2021 : 1,10,00,000) Equity Shares of Bantal Singapore Pte - 1.85
Limited of USD 1 each *
2,93,00,000 (31.03.2021 : 2,87,00,000) Equity Shares of Ranchi Power - -
Distribution Company Limited of H 10 each *
28,23,615 (31.03.2021 : 28,23,615) Equity Shares of Papu Hydropower Projects - -
Limited of H 10 each *
44,20,983 (31.03.2021 : 44,20,983) Equity Shares of Pachi Hydropower - -
Projects Limited of H 10 each *
39,38,30,000 (31.03.2021 : 35,30,80,000) Equity Shares of Kota Electricity 396.48 355.40
Distribution Limited of H 10 each @
12,75,50,000 (31.03.2021 : 12,75,50,000) Equity Shares of Bikaner Electricity 128.99 128.99
Supply Limited of H 10 each
2,40,50,000 (31.03.2021 : 2,00,50,000) Equity Shares of Bharatpur Electricity 24.61 20.61
Services Limited of H 10 each
4,07,00,000 (31.03.2021 : 4,07,00,000) Equity Shares of Crescent Power 71.91 71.91
Limited of H 10 each
1,20,34,41,049 (31.03.2021 : 1,20,34,41,049) Equity Shares of Haldia Energy 1,207.12 1,206.95
Limited of H 10 each
2,24,27,68,954 (31.03.2021 : 2,24,27,68,954) Equity Shares of Dhariwal 2,561.64 2,561.64
Infrastructure Limited of H 10 each
3,56,50,000 (31.03.2021 : 3,56,50,000) Equity Shares of Jharkhand Electric - -
Company Limited of H 10 each *
20,53,000 (31.03.2021 : 20,53,000) Equity Shares of Jarong Hydro-Electric - -
Power Company Limited of H 10 each *
11,83,52,500 (31.03.2021 : 10,80,00,000) Equity Shares of Au Bon Pain Café - -
India Limited of H 10 each *
50,50,000 (31.03.2021 : 50,000) Equity Shares of Eminent Electricity 5.05 5.05
Distribution Limited of H 10 each
50,000 (31.03.2021 : 50,000) Equity Shares of CESC Green Power Limited of H 0.05 0.05
10 each
2,97,28,500 (31.03.2021 : 2,97,28,500) Equity Shares of Noida Power Company 30.63 30.63
Limited of H 10 each
(ii) In Preference Shares
45,50,00,000 0.01% Compulsorily Convertible Non-Cumulative Preference 455.00 455.00
Shares of H 10 each issued by Eminent Electricity Distribution Limited
(31.03.2021 : 45,50,00,000 Optionally Convertible Redeemable Preference
shares of face value H 10 each issued by Eminent Electricity Distribution
Limited)
c Investment in Joint Venture, unquoted, fully paid up, carried at cost :
24,29,800 (31.03.2021 : 24,29,800) Equity Shares of Mahuagarhi Coal Company - -
Private Limited of H 10 each *
d Investment in Preference Shares , unquoted, fully paid up, carried at fair value
through profit & loss (FVTPL) :
5,00,000 (31.03.2021 : 5,00,000) 0.01% non cumulative Non Convertible 1.14 1.04
Reedemable Preference Shares of face value H 100 each issued by Spencers' Retail
Limited.
5,001.95 5,060.45
Investment in unquoted investments:
Aggregate Book value 5,001.95 5,060.45
Aggregate provision for impairment in value of investments 60.42 57.79
* Fully impaired.
@
Based on valuation carried out by an Independent third party, there is no impairment .
#
The Company, together with some of its subsidiaries, had executed and completed a Share Purchase Agreement (SPA) during the year with Torrent Power
Limited to sell and transfer the entire shareholding in Surya Vidyut limited, (a wholly owned subsidiary of the Company) for a total consideration of H 304.73
crore after necessary closing price adjustments.

148 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Financial Statements

NOTE - 8 NON CURRENT - LOANS
H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

Considered good - Unsecured

Loan to employees 3.77 3.81
3.77 3.81

NOTE - 9 NON CURRENT - OTHER FINANCIAL ASSETS

H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

a. Security Deposits 165.64 47.83

b. Share application money to subsidiaries - 8.50
c. Lease Receivables 55.17 55.17
220.81 111.50

NOTE - 10 OTHER NON-CURRENT ASSETS

H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

a. Capital advances 86.46 54.55

b. Other advances 170.32 65.72
256.78 120.27

NOTE -11 INVENTORIES

H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

a. Fuel (includes goods in transit 31.03.2022: H 60.13 crore; 31.03.2021 : H 67.98 220.95 193.45
crore)
b. Stores and Spares 210.19 183.68
c. Stock-in-trade 3.21 2.78
434.35 379.91

149
Notes forming part of Financial Statements
NOTE -12 CURRENT INVESTMENTS
H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

Quoted
Investments in Mutual Funds carried at fair value through profit and loss (FVTPL) :
442,780.675 units of H 315.2563 each (31.03.2021 : 442,780.675 units of H 13.96 13.49
304.7364 each) of ICICI Prudential Liquid Fund - Direct - Growth
Unquoted
Investments in Commercial Paper carried at amortised cost* - -
13.96 13.49
Investment in quoted investments:
Aggregate Book value 13.96 13.49
Aggregate Market value 13.96 13.49
Investment in unquoted investments:
Aggregate Book value - -
Aggregate provision for impairment in value of investments 30.00 30.00
* Fully impaired

NOTE -13 TRADE RECEIVABLES

H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

a. Considered good - Secured 624.99 793.04

b. Considered good - Unsecured 410.43 601.41
c. Credit Impaired 6.15 14.39
1,041.57 1,408.84
Less : Allowances for bad and doubtful debts 6.18 14.42
Trade Receivables 1,035.39 1,394.42

Trade Receivables includes a sum of unbilled revenue of Nil (31.03.2021: H 29.14 crore)

Ageing for Trade Receivables as at 31st March, 2022 is as follows:

H in crore
Outstanding for following periods from due date of
Not payment Gross
Particulars
Due Less than 6 months 1-2 2-3 More than Total
6 months -1 year years years 3 years

Trade Receivable- billed

(i) Undisputed Trade receivables – considered 684.16 183.08 45.39 58.44 44.73 18.78 1,034.58
good
(ii) Undisputed Trade Receivables – which have
significant increase in credit risk
(iii) Undisputed Trade Receivables – credit 6.15
impaired
(iv) Disputed Trade Receivables–considered good 0.13 0.17 0.01 0.00 0.10 0.43 0.84
(v) Disputed Trade Receivables – which have
significant increase in credit risk
(vi) Disputed Trade Receivables – credit impaired
684.29 183.25 45.40 58.44 44.83 19.21 1,041.57
Less: Provision for Doubtful Debts (6.18)
Total Trade Receivable 1,035.39

150 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Financial Statements

NOTE -13 TRADE RECEIVABLES (Contd..)

Ageing for Trade Receivables as at 31st March 2021 is as follows:

H in crore
Outstanding for following periods from due date of
payment Gross
Particulars Not Due
Less than 6 months 1-2 2-3 More than Total
6 months -1 year years years 3 years

Trade Receivable- billed

(i) Undisputed Trade receivables – considered 1,101.39 153.03 27.46 64.96 37.33 9.54 1,393.71
good
(ii) Undisputed Trade Receivables – which have
significant increase in credit risk
(iii) Undisputed Trade Receivables – credit 14.39
impaired
(iv) Disputed Trade Receivables–considered good 0.12 0.01 0.04 0.14 - 0.43 0.74
(v) Disputed Trade Receivables – which have
significant increase in credit risk
(vi) Disputed Trade Receivables – credit impaired
1,101.51 153.04 27.50 65.10 37.33 9.97 1,408.84
Less: Provision for Doubtful Debts (14.42)
Total Trade Receivable 1,394.42

NOTE-14 CASH AND CASH EQUIVALENTS

H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

a. Balances with banks

- In current accounts 856.87 546.69
b. Cheques, drafts on hand 1.44 2.60
c. Cash on hand 1.33 2.65
859.64 551.94

NOTE-15 BANK BALANCES OTHER THAN CASH AND CASH EQUIVALENTS

H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

Unpaid Dividend Account 11.06 9.01

Bank Deposits with original maturity more than 3 months 404.17 395.86
415.23 404.87

151
Notes forming part of Financial Statements
NOTE-15 BANK BALANCES OTHER THAN CASH AND CASH EQUIVALENTS (Contd..)
a. Amount lying in deposit accounts with banks as at 31st March, 2022 includes H 299.29 crore (31.03.2021: H 279.85 crore)
appropriated for upto the previous year towards Fund for unforeseen exigencies and interest attributable thereto.

b. Bank deposits with original maturity more than 3 months include H 320.64 crore (31.03.2021: H 285.79 crore ) having maturity
more than 12 months as on the reporting date.

NOTE-16 OTHER FINANCIAL ASSETS

H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

Unsecured, considered good

Receivable from Related Parties 94.93 71.27
Interest accrued on Bank Deposits 13.77 35.88
Derivative financial instruments - 6.87
Receivable towards claims and services rendered 1.70 16.93
110.40 130.95

NOTE-17 OTHER CURRENT ASSETS

H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

Advances for goods and services 155.66 84.27

Others 140.23 138.80
(Includes prepaid expenses etc and also refer Note 31 (b))
295.89 223.07

NOTE-18 REGULATORY DEFERRAL ACCOUNT BALANCES

H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

Regulatory deferral account - debit balances 5,507.28 4,759.18

Regulatory deferral account - credit balances 1,557.85 1,525.89

(Refer note no. 39 for details)

NOTE -19 EQUITY

H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

a Authorised Share Capital

3156,00,00,000 Equity Shares of Re 1/- each fully paid up (31.03.2021 : 3,156.00 3,156.00
315,60,00,000 Equity Shares of Rs 10/- each fully paid up)
b. Issued Capital
138,85,70,150 ( 31.03.2021 : 13,88,57,015 Equity Shares of Rs 10/- each fully 138.86 138.86
paid up ) Equity Shares of Re 1/- each fully paid up
c. Subscribed and paid up capital
1,32,55,70,430 (31.03.2021 :13,25,57,043 Equity Shares of Rs 10/- each fully 132.56 132.56
paid up) Equity Shares of Re 1/- each fully paid up
d. Forfeited Shares (amount originally paid up) 0.66 0.66
133.22 133.22

152 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Financial Statements

NOTE -19 EQUITY (Contd..)
e. Reconciliation of the shares outstanding at the beginning and at the end of the year.

As at 31st March, 2022 As at 31st March, 2021

Particulars Amount Amount
No. of shares No. of shares
(J crore) (J crore)

At the beginning of the year 13,25,57,043 132.56 13,25,57,043 132.56

Add : Change during the year (Refer Note 1 below) 1,19,30,13,387 - - -
At the end of the year 1,32,55,70,430 132.56 13,25,57,043 132.56

Note :-

1. Pursuant to the approval of the shareholders at the Forty-third Annual General Meeting 1(one) Equity Share of face value
of Rs 10/- (Rupees Ten Only) each fully paid-up was subdivided into 10(ten) Equity Shares of Re 1/- (Rupee One Only)
each fully paid-up effective 21st September, 2021.

2. For the period of five years immediately preceding 31st March,2022, no share was : - (i) allotted as fully paid up pursuant to any
contract without payment being received in cash, (ii) allotted as fully paid up by way of bonus shares and (iii) bought back.

f. Terms /rights attached to equity shares :

The Company has only one class of equity shares having a par value of H 1/- per share fully paid up. Holders of equity shares
are entitled to one vote per share. An Interim dividend of H 4.50/- per equity share of H 1/- each (31.03.2021: H 45 /- per equity
share of H 10/- each) has been paid during the year ended 31st March 2022. In the event of liquidation of the Company, the
holders of equity shares will be entitled to receive the sale proceeds from remaining assets of the Company after distribution
of all preferential amounts, in proportion to the number of equity shares held by the shareholders.

g. Details of shareholders holding more than 5% shares in the Company

As at 31st March, 2022 As at 31st March, 2021

Name of shareholder
No. of shares % of holding No. of shares % of holding

Rainbow Investments Limited [Refer Note 42 A] 58,79,66,320 44.36 5,87,96,632 44.36

HDFC Trustee Company Limited 9,58,85,809 7.23 1,19,54,406 9.00

h. Shares held by Promoters at the end of the year

As at 31st March, 2022 As at 31st March, 2021 % Change

Name of Promoter
No. of shares % of holding No. of shares % of holding During the year

Rainbow Investments Limited 58,79,66,320 44.36 5,87,96,632 44.36 0.00

Dr. Sanjiv Goenka 13,47,940 0.10 1,34,794 0.10 0.00

NOTE -20 OTHER EQUITY

H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

A. Retained Earnings 10,311.81 10,352.69

Equity Instruments through Other Comprehensive Income 5.22 5.17
Capital Reserve (812.10) (812.10)
Fund for unforeseen exigencies 316.67 298.60
9,821.60 9,844.36

153
Notes forming part of Financial Statements
NOTE -20 OTHER EQUITY (Contd..)
H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

B i) Retained Earnings [refer note C (i)]

Surplus at the beginning of the year 10,352.69 10,432.30
Add : Profit for the year 815.79 814.47
Less: Transfer to fund for unforseen exigencies 18.07 19.50
Less : Withdrawal on account of depreciation / amortisation of surplus on 225.30 243.57
fair valuation (refer note 49)
Less : Withdrawal of the residual surplus on fair valuation consequent to 2.03 1.38
sale/disposal of assets (refer note 49)
Less: Dividends paid 596.51 596.51
Less: Items that will not be reclassified to profit or loss
Remeasurement of defined benefit plan (Net of tax) 14.76 33.12
10,311.81 10,352.69
ii) Equity Instruments through Other Comprehensive Income
At the beginning of the year 5.17 5.51
Add : Gain/(loss) on fair value of Investment 0.05 (0.34)
At the end of the year 5.22 5.17
iii) Capital Reserve [refer note C (ii)] (812.10) (812.10)
iv) Fund for unforeseen exigencies [refer note C (i)]
At the beginning of the year 298.60 279.10
Add : Transfer during the year from Retained Earnings 18.07 19.50
At end of the year 316.67 298.60
9,821.60 9,844.36

C. Nature and purpose of other reserves

i) Fund for unforeseen exigencies has been created for dealing with unforeseen exigencies and the amount transferred
during the year will be invested as per the applicable regulations. Retained Earnings represents profit earned by the
Company, net of appropriations till date and adjustments done on transition to Ind AS. FVTOCI reserve represents
the cumulative gains and losses arising on fair valuation of equity instruments measured at fair value through other
comprehensive income.

ii) Capital reserve had arisen consequent to a scheme of arrangement in financial year ended 31st March 2018 and was
adjusted with retained earnings.

NOTE -21 NON-CURRENT - BORROWINGS

a. Secured
H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

Non Convertible Debentures 1,360.00 920.00

Term Loans
Rupee Loans from Banks 5,696.04 5,447.03
Foreign Currency Loans from Banks - 18.38
7,056.04 6,385.41
Less : Current maturities of long term debt transferred to Current Borrowings 1,368.34 954.36
(refer note 26)
Less : Unamortised front end fees 18.92 20.44
5,668.78 5,410.61

154 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Financial Statements

NOTE -21 NON-CURRENT - BORROWINGS (Contd..)
b. Nature of Security :

i Out of the Term Loans in (a) above, loans amounting to:

(a) H 3,422.98 crore (31.03.2021 - H 2,855.78 crore) are secured, ranking pari passu inter se, by equitable mortgage /
hypothecation of the property, plant and equipment of the Company including its land, buildings and any other
constructions thereon, plant and machinery, etc. (refer Note 4) as a first charge and, as a second charge, by
hypothecation of the Company's current assets comprising stock of stores, coal (refer Note 11), book debts, monies
receivable (refer Note 13) and bank balances (refer Note 14). However, creation of the said mortgage security in
respect of three Rupee Loans (31.03.2021 - three Rupee Loans), aggregating H 900 crore (31.03.2021 - H 240.12
crore) is in process;

(b) H 455.40 crore (31.03.2021 - H 333.56 crore) are secured, ranking pari passu inter se, by equitable mortgage /
hypothecation of the property, plant and equipment of the Company as a first charge;

(c) H 550 crore (31.03.2021- H 600 crore) are secured, ranking pari passu inter se, by hypothecation of the movable
property, plant and equipment and current assets of the Company as a first charge;

(d) H 166 crore (31.03.2021- H 462.50 crore) are secured, ranking pari passu inter se, by hypothecation of the movable
property, plant and equipments of the Company as a first charge and by hypothecation of the Company's current
assets as a second charge;

(e) H 601.66 crore (31.03.2021- H 713.57 crore) are secured, ranking pari passu inter se, by hypothecation of the movable
property, plant and equipment of the Company as a first charge; and

(f) H 500 crore (31.03.2021- H 500 crore) are secured, ranking pari passu inter se, by hypothecation of the Company's
current assets as a first charge and by equitable mortgage / hypothecation of the property, plant and equipment of
the Company as a second charge.

ii Out of the Debentures in (a) above, Debentures amounting to:

(a) H 660.00 crore (31.03.2021 - H 620 crore) are secured, ranking pari passu inter se, by hypothecation of the movable
property, plant and equipment of the Company as a first charge and

(b) H 700.00 crore (31.03.2021 - H 300 crore) are secured, ranking pari passu inter se, by equitable mortgage /
hypothecation of the property, plant and equipment of the Company as a first charge.

c. Term loans of H 300 crore were raised towards the end of the year (March 2022) out of which H 125 crore have not been
utilized by the end of the year and is lying in cash and cash equivalents as on March 31, 2022

d. Major terms of repayment of Non Current Borrowings :

H in crore
Rupee Term Foreign
Maturity Profile of Non-Current Borrowings Current
Debentures Loan from Currency Total
outstanding as at 31st March 2022 Maturities
Banks Loans

Borrowings with maturity of upto 1 year - 110.25 - 110.25 110.25

Borrowings with maturity between 1 and 3 years 660.00 1,399.03 - 2,059.03 692.99
Borrowings with maturity between 3 and 5 years 700.00 1,471.82 - 2,171.82 269.17
Borrowings with maturity between 5 and 10 years - 2,214.94 - 2,214.94 280.92
Borrowings with maturity beyond 10 years - 500.00 - 500.00 15.00
Total 1,360.00 5,696.04 - 7,056.04 1,368.34

Interest rates on Rupee Term Loans from Banks are fixed or based on spread over respective lenders' benchmark rate. Interest
rate on Debentures are fixed or based on spread over Repo / T-Bill rate.

155
Notes forming part of Financial Statements
NOTE -21 NON-CURRENT - BORROWINGS (Contd..)
All of the above are repayable in periodic instalments over the maturity period of the respective loans. Debentures aggregating
to H 1360 crore are due for maturity on 30-Sep-26 - H 50 crore; 30-Jun-26 - H 50 crore; 30-Mar-26 - H 50 crore; 30-Dec-25
- H 50 crore; 30-Sep-25 - H 50 crore; 30-Jun-25 - H 50 crore; 21-May-25 - H 37.50 crore; 30-Mar-25 - H 50 crore; 21-Feb-25
- H 37.50 crore; 30-Dec-24 - H 50 crore; 24-Dec-24 - H 100 crore; 21-Nov-24 - H 37.50 crore; 13-Oct-24 - H 100.00 crore;
21-Aug-24 - H 37.50 crore; 21-May-24 - H 37.50 crore; 21-Feb-24 - H 37.50 crore; 02-Feb-24 - H 55.00 crore; 07-Dec-23 -
H 200.00 crore; 21-Nov-23 - H 37.50 crore; 13-Oct-23 - H 100.00 crore; 21-Aug-23 - H 37.50 crore; 10-Feb-23 - H 55.00 crore
and 13-Oct-22 - H 50.00 crore
H in crore
Rupee Term Foreign
Maturity Profile of Non-Current Borrowings Current
Debentures Loan from Currency Total
outstanding as at 31st March 2021 Maturities
Banks Loans

Borrowings with maturity of upto 1 year - 52.85 18.38 71.23 71.23

Borrowings with maturity between 1 and 3 years 370.00 1,009.50 - 1,379.50 368.00
Borrowings with maturity between 3 and 5 years 550.00 2,070.78 - 2,620.78 211.71
Borrowings with maturity between 5 and 10 years - 2,313.90 - 2,313.90 303.42
Borrowings with maturity beyond 10 years - - - - -
Total 920.00 5,447.03 18.38 6,385.41 954.36

Interest rates on Rupee Term Loans from Banks are based on spread over respective lenders' benchmark rate and that of on
Foreign Currency Loan is based on spread over LIBOR. Interest rate on Debentures are fixed or based on spread over T-Bill rate.

All of the above are repayable in periodic instalments over the maturity period of the respective loans. Debentures aggregating
of H 920 crore are due for maturity on the following dates : 21-May-25 - H 37.50 crore; 21-Feb-25 - H 37.50 crore; 21-Nov-24
- H 37.50 crore; 13-Oct-24 - H 100.00 crore; 21-Aug-24 - H 37.50 crore; 21-May-24 - H 37.50 crore; 21-Feb-24 -H 37.50 crore;
02-Feb-24 - H 55.00 crore; 07-Dec-23 - H 200.00 crore; 21-Nov-23 - H 37.50 crore; 13-Oct-23 - H 100.00 crore; 21-Aug-23
- H 37.50 crore; 10-Feb-23 - H 55.00 crore; 13-Oct-22 - H 50.00 crore and 18-Feb-22 - H 60.00 crore

NOTE -22 NON CURRENT - LEASE LIABILITIES

H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

Lease Liabilities 112.47 127.08

112.47 127.08
(Refer note no. 50 for details)

NOTE -23 NON CURRENT - PROVISIONS

H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

a Provision for employee benefits 434.32 417.36

b Restoration liabilities 41.18 38.47
475.50 455.83
Reconciliation of movement in Restoration Liabilities
Opening balance 38.47 35.76
Add: Accrual for the year 2.71 2.71
Closing balance 41.18 38.47

The Company has recognised present value of restoration liability of mine land at Sarisatolli Coal Mine based on applicable
Guidelines on Mine Closure Plan included in the cost of Mining Rights.

156 Annual Report 2021-22

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Notes forming part of Financial Statements

NOTE -24 DEFERRED TAX LIABILITIES (NET)
H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

Deferred Tax Liabilities 3,554.27 3,571.36

Deferred Tax Assets (194.22) (186.55)
Total Deferred Tax Liabilities (net) 3,360.05 3,384.81

(refer note 44 for further details)

NOTE -25 OTHER NON CURRENT LIABILITIES

H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

Advance received from consumers 141.06 63.96

Others 137.52 120.12
278.58 184.08

NOTE -26 CURRENT - BORROWINGS

H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

a. Secured
Loans repayable on demand from banks 614.36 763.89
Current maturities of long term debt (refer note 21) 1,368.34 954.36
b. Unsecured
Commercial Paper 700.00 150.00
2,682.70 1,868.25

c. Nature of Security

Working capital facilities from bank in (a) above are secured, ranking pari passu inter se, by hypothecation of the Company’s
current assets comprising stock of stores, coal (refer note 11), book debts, monies receivable (refer note 13) and bank
balances (refer note 14) as a first charge and, as a second charge, by equitable mortgage / hypothecation of property, plant
and equipment of the Company including its land, buildings and any other construction thereon, where exists plant and
machinery etc (refer note 4).

NOTE - 27 CURRENT - TRADE PAYABLES

Ageing for Trade Payables outstanding as at 31 March, 2022 is as follows:

H in crore
Outstanding for following periods from due date of
payment
Particulars Gross Total
Less than More than
1-2 years 2-3 years
1 year 3 years

MSME 4.35 - - - 4.35

Others 963.80 14.44 19.14 15.09 1,012.47
Disputed dues – MSME - - - - -
Disputed dues - Others - - - - -
Total Trade Payable 968.15 14.44 19.14 15.09 1,016.82

157
Notes forming part of Financial Statements
NOTE - 27 CURRENT - TRADE PAYABLES (Contd..)
Ageing for Trade Payables outstanding as at 31 March, 2021 is as follows:
H in crore
Outstanding for following periods from due date of
payment
Particulars Gross Total
Less than More than
1-2 years 2-3 years
1 year 3 years

MSME 11.51 - - - 11.51

Others 731.90 14.26 6.25 17.63 770.04
Disputed dues – MSME - - - - -
Disputed dues - Others - - - - -
Total Trade Payable 743.41 14.26 6.25 17.63 781.55

Nil (31.03.2021-H 0.01 Crore ), Nil ( 31.03.2021 - Nil), H 0.28 crore (31.03.2021 - H0.34 crore ) and H 2.99 crore ( 31.03.2021-
H 2.71 crore), Nil ( 31.03.2021 - Nil ) representing interest due on amount outstanding as at the year end ,interest paid along with
amount of payment made beyond the appointed day, interest due and payable for the period of delay in making payment during
the year, amount of interest accrued and remaining unpaid at the year end, amount of further interest remaining due and payable
in the succeeding years, respectively due to Micro and Small Enterprises, as defined in the Micro, Small and Medium Enterprises
Development Act, 2006 on information available with the Company.

NOTE- 28 OTHER FINANCIAL LIABILITIES

H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

a. Interest accrued but not due 57.83 43.18

b. Unclaimed dividends 11.06 9.01
c. Others (refer note d) 1,065.04 1,522.12
1,133.93 1,574.31

d. Others include current portion of consumer security deposit (including accrued interest thereon) H 217.21 crore (31.03.2021:
H 218.77 crore), employee related liabilities H 108.09 crore (31.03.2021: H 112.85 crore) and H 517.00 crore (31.03.2021: H 917.00
crore) payable to Haldia Energy Limited.

NOTE- 29 OTHER CURRENT LIABILITIES

H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

a. Receipt from consumers for jobs 165.07 161.81

b. Liability towards statutory taxes, duties, etc. 272.61 262.93
c. Advances received from consumers 22.99 9.93
460.67 434.67

NOTE -30 CURRENT PROVISIONS

H in crore
As at As at
Particulars
31st March, 2022 31st March, 2021

a. Provision for employee benefits 56.84 84.57

b. Others 0.22 0.22
57.06 84.79

158 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Financial Statements

NOTE -31 CONTINGENT LIABILITIES AND COMMITMENTS

a. Commitments of the Company on account of estimated amount of contracts remaining to be executed on capital account
and letter of comforts towards borrowing / financing obligations of subsidiaries from banks, not provided for amount to
H 81.13 crore (31.03.2021 : H 71.12 crore) and H 1,606.19 crore ( 31.03.2021 : H 1,292.73 crore ) respectively.

b. The Ministry of Coal had encashed the bank guarantee of the Company amounting to H 66.15 crore in April 2018, in terms
of its letter dated 25.04.2018, alleging non-compliance with the mining plan for the years 2015-16 and 2016-17 as per the
Coal Mine Development and Production Agreement (CMDPA). Further, in terms of the above letter, the Ministry had directed
the Company to top-up the bank guarantee with the aforesaid encashed amount. The Hon’ble High Court of Delhi while
disposing the petition filed by the Company against the Ministry’s letter dated 25.04.2018, stayed the operation of this letter
and further directed the Company to approach the Tribunal. Company has accordingly filed a petition before the Special
Tribunal at Godda, Jharkhand challenging the letter dated 25.04.2018 and further seeking refund of the encashed amount.
Based on a legal opinion, the Company expects a favourable outcome in the matter, and no provision has been considered
necessary in the books of account.

c. The Company has given bank guarantee of H 139.95 crore (31.03.2021 : H 155.95 crore) for procurement of coal, etc. which is
outstanding as on the reporting date.

d. The Company has ongoing commitment to extend support and provide equity to the subsidiaries, in respect of various
projects and otherwise (where, in certain cases there are restriction on transfer of investments). The future cash outflow in
respect of above cannot be ascertained at this stage.

e. Commitments relating to leasing arrangement , refer note 50

f. (i) The Company had received a Show Cause cum demand notice for Service Tax on Additional Premium together with
other charges being paid for coal mining to Government of India as per the terms of allocation of the Sarisatoli Coal
mine. The case is pending before The Commissioner Central Tax & Central Excise, Kolkata North Commissionerate.
The amount of disputed Service Tax demand is H 14.71 crores. Based on legal opinion obtained the Company expects a
favourable outcome in the matter and no provision has been considered necessary in the books of accounts.

(ii) The Company had received an order u/s 143(3) of Income Tax Act, 1961 for Assessment Year 2018-19 during the year
involving certain disallowances leading to an outstanding demand of H 12.74 crore which has been disputed by the
Company at appropriate forum. Based on legal opinion obtained the Company expects a favourable outcome in the
matter and no provision has been considered necessary in the books of accounts.

NOTE - 32 REVENUE FROM OPERATIONS

H in crore
Particulars 2021-22 2020-21

a Earnings from sale of electricity 7,101.65 6,733.91

b Other Operating Revenue
Meter Rent 53.91 52.93
Contribution from Consumers 110.66 105.30
Earnings from sale of traded goods 18.05 20.63
Others 9.59 8.71
7,293.86 6,921.48

c Earnings from sale of electricity are determined in accordance with the relevant orders of the Commission, to the extent
applicable. The said earnings are also net of discount for prompt payment of bills allowed to consumers on a net basis from
month to month amounting to H 93.54 crore ( previous year : H 82.56 crore).

159
Notes forming part of Financial Statements
NOTE- 33 OTHER INCOME
H in crore
Particulars 2021-22 2020-21

a Interest Income 22.87 29.92

b Dividend Income 14.86 -
c Gain on sale/ fair valuation of non-current investments (net) 28.42 -
d Gain on sale/ fair valuation of current investments (net) 7.91 15.68
e Profit on sale of property, plant and equipment (net) - 0.35
f Income from financial assets at amortised cost 5.14 4.41
g Liabilities written back 57.00 52.00
h Other Non -operating Income * 49.35 77.83
185.55 180.19

* includes Delayed payment surcharge, Usance fee , etc.

NOTE -34 COST OF FUEL

a Cost of Fuel includes freight H 301.75 crore (previous year : H 270.51 crore)
b Consumption of fuel :

Particulars UOM 2021-22 2020-21

(a) Consumption of coal

Quantity Tonnes 33,96,506 32,27,353
Value (includes Biomass: H 0.06 crore; previous year: Nil) H in crore 1,370.34 1,310.99
(b) Consumption of oil
Quantity Kilolitres 1,420.04 1,390.24
Value H in crore 7.86 6.48
(c) Total Value H in crore 1,378.20 1,317.47

NOTE - 35 EMPLOYEE BENEFITS EXPENSE

H in crore
Particulars 2021-22 2020-21

a. Salaries, wages and bonus 866.93 881.34

b. Contribution to provident and other funds 89.58 118.88
c. Employees' welfare expenses 56.80 48.41
1,013.31 1,048.63
Less : Transfer to PPE / CWIP etc. 107.76 108.55
905.55 940.08
Less : Transfer to Other Comprehensive Income* 19.49 40.13
886.06 899.95

*As per Ind AS 19, Actuarial gain or loss on post retirement defined benefit plan has been recognised in Other Comprehensive Income.

(i) Defined contribution plans

The Company makes contributions for provident fund and family pension schemes (including for superannuation) towards
retirement benefit plans for eligible employees. Under the said plan, the Company is required to contribute a specified
percentage of the employees’ salaries to fund the benefits. The fund has the form of trust and is governed by the Board of
Trustees. During the year, based on applicable rates, the Company has contributed and charged H 64.61 crore (previous year
: H 63.03 crore) on this count in the Statement of Profit and Loss .

The Company also sponsors the Gratuity plan, which is governed by the Payment of Gratuity Act, 1972. The Company makes
annual contribution to independent trust, who in turn, invests in the Employees Group Gratuity Scheme of eligible funds for
qualifying employees.

160 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Financial Statements

NOTE - 35 EMPLOYEE BENEFITS EXPENSE (Contd..)
Liabilities at the year end for gratuity, leave encashment and other retiral benefits including post-retirement medical benefits
have been determined on the basis of actuarial valuation carried out by an independent actuary.

(ii) The amounts recognised in the Balance Sheet and the movements in the total defined benefit obligation over the year are
as follows:
H in crore
2021-22 2020-21
Present Fair value Present Fair value
Gratuity (Funded) Total Total
value of of plan value of of plan
amount amount
obligation assets obligation assets

Opening Balance 466.80 (416.16) 50.64 443.04 (414.23) 28.81

Current service cost 19.97 19.97 21.45 21.45
Interest expense/(income) 28.92 (27.44) 1.48 26.60 (25.82) 0.78
Past Service Cost - - - -
Total amount recognised in profit and loss- 48.89 (27.44) 21.45 48.05 (25.82) 22.23
Continuing operations
Remeasurements
Return on plan assets, excluding amounts (2.35) (2.35) (9.86) (9.86)
included in interest expense/(income)
(Gain)/loss from change in demographic - -
assumptions
(Gain)/loss from change in financial assumptions (9.61) (9.61) (1.42) (1.42)
Experience (gains)/losses 15.48 15.48 44.91 44.91
Total amount recognised in other 5.87 (2.35) 3.52 43.49 (9.86) 33.63
comprehensive income - Continuing operations

Employer contributions (55.96) (55.96) (34.03) (34.03)

Benefit payments (50.58) 50.58 - (67.78) 67.78 -
Closing Balance 470.98 (451.33) 19.65 466.80 (416.16) 50.64

H in crore
2021-22 2020-21
Leave Obligation (Unfunded) Present value of Present value of
obligation obligation

Opening Balance 192.69 178.87

Current service cost 9.99 11.69
Interest expense/(income) 12.12 11.83
Remeasurements
(Gain)/loss from change in demographic assumptions -
(Gain)/loss from change in financial assumptions (4.76) (0.75)
Experience (gains)/losses (13.95) 9.99
Total amount recognised in profit and loss-Continuing operations 3.40 32.76
Benefit payments (15.18) (18.94)
Closing Balance 180.91 192.69

161
Notes forming part of Financial Statements
NOTE - 35 EMPLOYEE BENEFITS EXPENSE (Contd..)
H in crore
Post retirement medical
Pension
Particulars benefit
2021-22 2020-21 2021-22 2020-21

Opening Balance 140.21 132.09 118.35 96.16

Current service cost 3.75 3.50 0.83 0.64
Interest expense/(income) 8.96 8.39 7.75 6.25
Past Service Cost - 8.86 17.98
Total amount recognised in profit and loss-Continuing 12.71 11.89 17.44 24.87
operations
Remeasurements
(Gain)/loss from change in demographic assumptions - -
(Gain)/loss from change in financial assumptions (6.86) (0.87) (6.68) (0.49)
Experience (gains)/losses 22.00 3.26 7.51 4.60
Total amount recognised in other comprehensive income 15.14 2.39 0.83 4.11
- Continuing operations
Benefit payments (6.91) (6.16) (7.21) (6.79)
Closing Balance 161.15 140.21 129.41 118.35

(iii) The expected maturity analysis of undiscounted gratuity, leave, post-employment medical benefits & pension is as follows:

H in crore
Between 2-5 Between More than 10
Particulars 1st year Total
years 6-10 years years

31-Mar-22
Defined benefit obligation (gratuity) 67.99 210.93 206.38 257.51 742.81
Leave obligation 20.59 71.71 77.85 173.54 343.69
Post-employment medical benefits 9.74 54.06 92.23 383.98 540.01
Pension 8.06 39.97 63.68 145.18 256.89
Total 106.38 376.67 440.14 960.21 1,883.40
31-Mar-21
Defined benefit obligation (gratuity) 61.79 212.77 212.33 265.95 752.84
Leave obligation 20.02 72.43 84.90 185.91 363.26
Post-employment medical benefits 8.51 46.89 81.86 315.29 452.55
Pension 8.01 39.96 58.09 123.68 229.74
Total 98.33 372.05 437.18 890.83 1,798.39

(iv) Sensitivity Analysis

H in crore
Post-employment
Gratuity medical benefits Leave Obligation Pension
Particulars (PRMB)
31-Mar- 31-Mar- 31-Mar- 31-Mar- 31-Mar- 31-Mar- 31-Mar- 31-Mar-
22 21 22 21 22 21 22 21

DBO at 31st March with discount 445.48 440.01 144.09 124.87 168.40 178.74 108.24 109.24
rate +1%
Corresponding service cost 18.59 19.88 5.08 2.57 18.72 10.58 0.60 0.56
DBO at 31st March with discount 499.47 496.88 182.25 159.70 195.04 208.65 127.53 128.84
rate -1%
Corresponding service cost 21.55 23.26 8.67 4.12 22.77 13.02 0.79 0.73
DBO at 31st March with +1% salary/ 495.02 493.11 170.70 149.27 198.36 212.47
benefit escalation
Corresponding service cost 21.35 23.07 7.57 3.66 23.33 13.37

162 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Financial Statements

NOTE - 35 EMPLOYEE BENEFITS EXPENSE (Contd..)
H in crore
Post-employment
Gratuity medical benefits Leave Obligation Pension
Particulars (PRMB)
31-Mar- 31-Mar- 31-Mar- 31-Mar- 31-Mar- 31-Mar- 31-Mar- 31-Mar-
22 21 22 21 22 21 22 21

DBO at 31st March with -1% salary/ 446.15 439.51 152.44 132.34 165.76 175.72
benefit escalation
Corresponding service cost 18.60 19.84 6.14 3.00 18.30 10.32
DBO at 31st March with +50% 471.30 467.07 160.29 139.58 180.89 192.70
withdrawal rate
Corresponding service cost 19.99 21.47 6.64 3.23 20.59 11.70
DBO at 31st March with -50% 470.66 466.57 162.01 141.23 180.73 192.61
withdrawal rate
Corresponding service cost 19.94 21.43 6.93 3.36 20.55 11.69
DBO at 31st March with +10% 471.15 466.95 158.21 137.92 180.84 192.67 113.45 114.44
mortality rate
Corresponding service cost 19.98 21.46 6.62 3.21 20.58 11.69 0.67 0.62
DBO at 31st March with -10% 470.81 466.69 164.30 143.04 180.77 192.63 121.35 122.65
mortality rate
Corresponding service cost 19.96 21.44 6.96 3.38 20.57 11.69 0.70 0.65

The above sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In
practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity
of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit
obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when
calculating the defined benefit liability recognised in the balance sheet.

The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.

(v) Major categories of total plan assets as per the Gratuity Trust Fund
H in crore
Particulars 31-Mar-22 31-Mar-21

Gratuity
Cash & cash equivalents 451.33 416.18
non-quoted market price 451.33 416.18

(vi) Actuarial assumptions

31-Mar-22
Particulars Gratuity Leave obligation Medical Pension

Discount rate for the year (%) 6.90% 6.90% 6.90% 6.90%
Mortality rate Indian Assured Indian Assured Indian Assured Indian Assured
Lives Mortality Lives Mortality Lives Mortality Lives Mortality
(2012-14) Ult. (2012-14) Ult. (2012-14) Ult. (2012-14) Ult.
(IALM 2012-14) (IALM 2012-14) (IALM 2012-14) (IALM 2012-14)

163
Notes forming part of Financial Statements
NOTE - 35 EMPLOYEE BENEFITS EXPENSE (Contd..)

31-Mar-21
Particulars Gratuity Leave obligation Medical Pension

Discount rate for the year (%) 6.55% 6.55% 6.55% 6.55%
Mortality rate Indian Assured Indian Assured Indian Assured Indian Assured
Lives Mortality Lives Mortality Lives Mortality Lives Mortality
(2012-14) Ult. (2012-14) Ult. (2012-14) Ult. (2012-14) Ult.
(IALM 2012-14) (IALM 2012-14) (IALM 2012-14) (IALM 2012-14)

Expected Remaining Life 2021-22 2020-21

Employees Gratuity Fund 6.61 6.90

Executive Gratuity Fund 6.92 6.96
Leave Encashment 8.45 8.62
PRMB - Non Cov 16.66 12.33
PRMB - Cov 14.01 14.22
Pension 18.23 18.39

Expected contributions to be paid in next year for gratuity H 42.10 crore.

Expected contributions to be paid for next year for leave obligation, medical & pension is nil.
(vii) Plan assets consist of funds maintained with LICI, ICICI Prudential, Birla Sun Life and HDFC Standard Life.

2021-22 2020-21

Actual return on plan assets (H in cr.) 29.78 35.69

(viii) Risk exposure

The Plans in India typically expose the Company to some risks, the most significant of which are detailed below:

Discount Rate risk: Decrease in discount rate will increase the value of the liability. However, this will partially offset by the
increase in the value of plan assets.

Demographic Risk: In the valuation of the liability certain demographic (mortality and attrition rates) assumptions are made.
The Company is exposed to this risk to the extent of actual experience eventually being worse compared to the assumptions
thereby causing an increase in the scheme cost.

Future Salary Increase Risk: In case of gratuity & leave the scheme cost is sensitive to the assumed future salary escalation
rates for all last drawn salary linked defined benefit Schemes. If actual future salary escalations are higher than that assumed
in the valuation actual Scheme cost and hence the value of the liability will be higher than that estimated. But PRMB & pension
are not dependant on future salary levels.

Regulatory Risk: New Act/Regulations may come up in future which could increase the liability significantly in case of Leave
obligation, PRMB & Pension. Gratuity Benefit must comply with the requirements of the Payment of Gratuity Act, 1972 (as
amended up-to-date). Also in case of interest rate guarantee Exempt Provident Fund must comply with the requirements of
the Employees Provident Funds and Miscellaneous Provisions Act 1952 as amended up-to-date.

NOTE- 36 FINANCE COSTS

H in crore
2021-22 2020-21

a Interest expense 493.62 492.65

b Other Borrowing Costs 10.55 9.03
504.17 501.68

164 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Financial Statements

NOTE- 37 DEPRECIATION AND AMORTISATION EXPENSE
H in crore
2021-22 2020-21

Depreciation/ amortisation of Property, Plant & Equipment 687.00 695.71

Amortisation of intangible assets 8.81 10.60
695.81 706.31
Less : Recoupment from Retained Earnings (refer note 49) 225.30 243.57
470.51 462.74

NOTE-38 OTHER EXPENSES

H in crore
2021-22 2020-21

a Consumption of stores and spares 71.31 65.19

b Repairs
Building 18.46 18.51
Plant and Machinery 84.06 81.33
Distribution System 104.87 91.65
Others 6.36 8.21
213.75 199.70
c Insurance 20.57 18.73
d Rent 11.42 10.30
e Rates and taxes 10.13 10.71
f Bad debts / Advances made
Bad debts / Advances written off during the year 32.76 40.24
Less: Adjustment for Provision for Bad Debts made in earlier years (8.23) (36.58)
24.53 3.66
g Provision for Bad Debts - 8.23
h Loss on sale / disposal of Property , Plant & Equipment (net) 2.77 -
i Interest on Consumers' Security Deposits 106.40 114.14
j Foreign Exchange Restatement loss / (gain) (7.13) (15.66)
k Mark to Market loss / (gain) on derivatives 6.87 15.64
l Corporate social responsibility activities (refer note 51) 20.70 22.30
m Cost of IT Outsourced Services 119.42 95.82
n Miscellaneous expenses 395.00 314.22
995.74 862.98

NOTE-39 REGULATORY INCOME 716.14 456.92

Regulatory Income /(Expenses) arise to the Company pursuant to the regulatory provisions applicable to the Company under
the provisions of the Electricity Act, 2003 and regulations framed thereunder and disposals made by WBERC on the Company’s
various petitions / applications, in terms of the said regulations, at different timeframe including the tariff and APR orders for the
years notified till date. The effect of adjustments - income/(expenses), relating to (a) advance against depreciation, (b) cost of
electrical energy purchased, fuel related costs and those having bearing on revenue account (c) Deferred Taxation estimate and
(d) effect of exchange fluctuation including MTM gain, as appropriate, based on the Company’s understanding of the applicable
regulatory provisions and applicable orders of the competent authorities, amounting to H (38.83) crore (Previous year H (77.17)
crore), H 780.00 crore [Previous year H 630.00 crore], H (24.77) crore ( Previous year H (95.89) crore ) and H (0.26) crore [Previous
year H (0.02) crore] respectively have been shown as Regulatory Income/(Expenses) with corresponding sums, reflected in Balance
Sheet as Regulatory Deferral Account Balances (refer Note 18).

Regulatory deferral account debit balance comprise the effect of (a) Deferred tax, (b) exchange fluctuation (c) cost of fuel and
purchase of power and other adjustments having bearing on revenue account amounting to H 3,360.05 crore (31.03.2021 :
H 3,384.81 crore), Nil ( 31.03.2021 : H 7.14 crore ) and H 2,147.23 crore (31.03.2021 : H 1,367.23 crore) respectively and that relating
to credit balance comprise the effect of (a) advance against depreciation, and (b) MTM Gain amounting to H 1,557.85 crore
( 31.03.2021 : H 1519.02 crore ), and Nil ( 31.03.2021 : H 6.87 crore) respectively. These balances have been recognised with
discounting methodology, assuming recovery over a period of time using such rate in consonance with the applicable regulations
and application of prudence.

165
Notes forming part of Financial Statements
NOTE-39 REGULATORY INCOME (Contd..)
Accordingly, the accurate quantification and disposal of the matters with regard to Regulatory Deferral Account balances, shall
be given effect to, from time to time, on receipt of necessary direction from the appropriate authorities relating to the applicable
matters in a comprehensive way including those attributable to the mining of coal from Sarisatolli mine which commenced
from 10 April, 2015 following the said mine having been allotted to the Company effective 1 April 2015 pursuant to the auction
conducted by the Ministry of Coal, Government of India under the provisions of the applicable laws.

NOTE-40 Fair Value Measurements

a) The carrying value and fair value of financial instruments by categories as at end of the year are as follows:
H in crore
31-Mar-22 31-Mar-21
Cost/ Cost/
Particulars
Amortized FVTOCI FVTPL Amortized FVTOCI FVTPL
cost cost

Financial Assets
Investments
- Equity 4,540.59 5.22 4,599.23 5.18
- Mutual funds 13.96 13.49
- Preference Shares 455.00 1.14 455.00 1.04
Loans 18.27 3.81
Trade Receivables 1,035.39 1,394.42
Cash and cash equivalents 859.64 551.94
Bank balances other than cash and cash 415.23 404.87
equivalents
Security Deposit 165.64 47.83
Lease Receivables 55.17 55.17
Receivable from Related Parties 94.93 79.77
Interest accrued on Bank Deposit 13.77 35.88
Derivative Financial Instrument - 6.87
Receivable towards claims and services 1.70 16.93
rendered
Total Financial Assets 7,655.33 5.22 15.10 7,644.85 5.18 21.40
Financial Liabilities
Borrowings 8,351.48 7,278.86
Trade Payables 1,067.63 832.15
Lease Liabilities 139.95 154.38
Interest accrued 57.83 43.18
Unclaimed dividend 11.06 9.01
Consumers' Security Deposits 1,676.70 1,826.31
Others 954.96 1,415.19
Total Financial Liabilities 12,259.61 - - 11,559.08 - -

b) Fair value hierarchy

The table shown below analyses financial instruments carried at fair value, by valuation method.
H in crore
Financial assets and liabilities measured at fair Total fair Total carrying
Level 1 Level 2 Level 3
value value amount

As at 31 March 2022
Financial assets
Investment in equity shares 5.22 5.22 5.22
Investment in liquid mutual fund units 13.96 13.96 13.96
Investment in Preference Share 1.14 1.14 1.14
Total 13.96 - 6.36 20.32 20.32

166 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Financial Statements

NOTE-40 Fair value measurements (Contd..)
As at 31 March 2021
Financial assets
Investment in equity shares 5.18 5.18 5.18
Investment in liquid mutual fund units 13.49 13.49 13.49
Investment in Preference Share 1.04 1.04 1.04
Derivative financial instrument - cross 6.87 6.87 6.87
currency swap
Total 13.49 6.87 6.22 26.58 26.58

The different levels have been defined below:

Level 1: financial instruments measured using quoted price. The fair value of all equity instruments which are traded in the
stock exchanges is determined using the closing price. The mutual funds are valued using the closing NAV.

Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e.,
as prices) or indirectly (i.e., derived from prices)

Level 3: inputs for the asset or liability that are not based on observable market data.

c) The following methods and assumptions were used to estimate the fair values

i. The fair values of the mutual fund instruments are based on net asset value of units declared at the close of the
reporting date.

ii. The fair values of the cross currency swap is determined using discounted cash flow analysis and swaps and options
pricing models.

iii. The fair value of preference share is determined on the basis of discounted cash flow wherein future cash flows are
based on the terms of preference share discounted at rate that reflects market rate. Significant unobservable input
used is discount rate and 0.50% increase / decrease in discount rate would results in decrease / increase in fair value
of preference share by H 0.08 crore. The fair value of equity share is determined on the basis of discounted cash flow
(31.03.21 discounted cash flow). Significant unobservable input used is discount rate and growth rate and 0.50% increase
/ decrease in discount rate and growth rate would result in decrease / increase in fair value of equity share by H 0.06 crore
and H 0.09 crore respectively

iv. The carrying amounts of trade receivables, trade payables, investment in commercial paper, receivable towards claims
and services rendered, receivable from related parties, other bank balances, interest accrued payable/receivable, other
receivables/payables, cash and cash equivalents are considered to be the same as their fair values, due to their short
term nature.

v. Loans, non-current borrowings, lease receivable/payable and security deposits are based on discounted cash flows using
the current borrowing rate.

vi. Fair Value of financial Intruments is determined on the basis of discounted cash flow analysis, considering the nature , risk
profile and other qualitative factors.The carrying amounts are a reasonable approximation of the fair value.

167
Notes forming part of Financial Statements
NOTE-41 Financial risk management and Capital Management

The Company’s operations of generation and distribution of electricity are governed by the provisions of the Electricity Act 2003
and Regulations framed thereunder by the West Bengal Electricity Regulatory Commission and accordingly the Company, being a
licensee under the said statute, is subject to regulatory provisions/ guidelines and issues evolving therefrom, having a bearing on
the Company’s liquidity, earning, expenditure and profitability, based on efficiency parameters provided therein including timing
of disposal of applications / matters by the authority.

The Company being the sole provider of electricity in the licenced area has been managing the operations keeping in view its
profitability and liquidity in terms of above regulations. In order to manage credit risk arising from sale of electricity, multipronged
approach is followed like maintenance of security deposit, precipitation of action against defaulting consumers, obtaining support
of the administrative authority. Credit risk towards Investment of surplus funds is managed by obtaining support of credit rating
and appraisal by external agencies and lending bodies. The Company extends financial support to its subsidiaries including that of
letter of comforts etc. to their lenders.

The Company manages its liquidity risk on financial liabilities by maintaining healthy working capital and liquid fund position
keeping in view the maturity profile of its borrowings and other liabilities as disclosed in the respective notes.

The Company’s market risk relating to variation of foreign currency, interest rate and commodity price is mitigated through
relevant regulations and availability of bulk commodity namely coal is generally sourced from own captive mine, domestic long
term linkage and Special Forward E-Auction conducted by Coal India Limited and/or its subsidiaries.

While managing the capital, the Company ensures to take adequate precaution for providing returns to the shareholders and
benefit for other stakeholders, including protecting and strengthening the balance sheet. Availability of capital and liquidity is also
managed, in consonance with the applicable regulatory provisions.

NOTE-42 Related Parties and their Relationship

A . Parent- under de facto control as defined in Ind AS -110

Rainbow Investments Limited
B . Subsidiaries/ Joint Venture
Name Relationship

Surya Vidyut Limited Subsidiary *

Malegaon Power Supply Limited Subsidiary
CESC Projects Limited Subsidiary
Bantal Singapore Pte. Limited Subsidiary
Ranchi Power Distribution Company Limited Subsidiary
Pachi Hydropower Projects Limited Subsidiary
Papu Hydropower Projects Limited Subsidiary
Au Bon Pain Café India Limited Subsidiary
Haldia Energy Limited (HEL) Subsidiary
Dhariwal Infrastructure Limited (DIL) Subsidiary
Kota Electricity Distribution Limited (KEDL) Subsidiary
Bikaner Electricity Supply Limited (BKESL) Subsidiary
Bharatpur Electricity Services Limited (BESL) Subsidiary
Crescent Power Limited Subsidiary
CESC Green Power Limited Subsidiary
Eminent Electricity Distribution Limited Subsidiary
Jharkhand Electric Company Limited Subsidiary
Jarong Hydro-Electric Power Company Limited Subsidiary
Noida Power Company Limited Subsidiary**
Mahuagarhi Coal Company Private Limited Joint Venture

168 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Financial Statements

NOTE-42 Related Parties and their Relationship (Contd..)
C . Other Related Parties having transactions during the year

(i) Entities under common control

Integrated Coal Mining Limited

RPG Power Trading Company Limited
PCBL Limited (Formerly known as Phillips Carbon Black Limited)
Harrison Malayalam Limited
STEL Holdings Limited
Dotex Merchandise Private Limited
Castor Investments Limited
Woodlands Multispeciality Hospital Limited
Spencer's Retail Limited
Sarala Real Estate Limited
Saregama India Limited
Open Media Network Limited
Bowlopedia Restuarants India Limited
RPSG Resources Private Limited (Formerly known as Accurate Commodeal Private Limited)
Apricot Foods Private Limited
Guiltfree Industries Limited
Natures Basket Limited
Kolkata Metro Networks Limited
Firstsource Solutions Limited
RPSG Ventures Limited (Formerly known as CESC Ventures Limited)
RP-SG Ventures Advisory LLP
Business Media Private Limited
ATK Mohun Bagan Private Limited (w.e.f. 17th June,2020)
Herbolab India Private Limited ( w.e.f. 8th March, 2021)
Quest Capital Markets Ltd. ( w.e.f 27th August, 2021)
Lebnitze Real Estates Private Limited ( w.e.f 26th August, 2021)
Quest Properties India Limited (QPIL)
(ii) Key Management Personnel (KMP)

Name Relationship
Dr. S. Goenka Chairman
Mr. Shashwat Goenka Vice-Chairman
Mr. P. Chaudhuri Director
Mr. C .K Dhanuka Director
Mr. K. Jairaj Director (Upto 29th December, 2021)
Mr. P.K. Khaitan Director
Ms. R.Sethi Director
Mr.Sunil Mitra Director
Mr.Debanjan Mandal Director (w.e.f 10th May, 2021)
Mr. Debasish Banerjee Managing Director (Distribution)
Mr. Rabi Chowdhury Managing Director (Generation)
Mr. Subhasis Mitra Company Secretary (Upto 10th May, 2021)
Mr.Jagdish Patra Company Secretary (w.e.f. 10th May,2021)
Mr. Rajarshi Banerjee Executive Director & Chief Financial Officer
(iii) Other Related Parties
Ms.Preeti Goenka ( Shareholder and Relative of KMP)
Khaitan & Co LLP
Khaitan & Co. (Mumbai)
Khaitan & Co AOR
Khaitan & Co. (Kolkata)
Khaitan Consultants Limited
CESC Limited Provident Fund
Calcutta Electric Supply Corporation (I) Ltd. Senior Staff Pension Fund
CESC Executive Gratuity Fund
CESC Limited Employee's Gratuity Fund
**Associate upto 9th February, 2021. Subsidiary w.e.f 10th February, 2021.
* Subsidiary upto 11th March,2022

169
170
Notes forming Part of Financial Statements
NOTE-42 Related Parties and their Relationship (Contd..)
D. Details of transaction between the Company and related parties and status of outstanding balances
H in crore
Parent having Control
Entities under common Key Management
Sl. in terms of Ind AS -110, Other Related Parties Total

Annual Report 2021-22

Nature of Transactions control Personnel
No. Subsidiaries & Joint Venture
31-Mar-22 31-Mar-21 31-Mar-22 31-Mar-21 31-Mar-22 31-Mar-21 31-Mar-22 31-Mar-21 31-Mar-22 31-Mar-21

1 Investment 70.03 613.60 - - - - - - 70.03 613.60

2 Advance for Share Subscription - 8.50 - - - - - - - 8.50
3 Expense (Reimbursed)/ 5.47 6.26 2.61 3.91 - - - - 8.08 10.17
Recovered (net)
4 Income from sale/services 36.37 47.48 24.95 22.86 - - - - 61.32 70.34
5 Dividend Income 14.86 - - - - - - - 14.86 -
6 Cost of Power Purchase 2,202.89 2,184.70 131.16 142.29 - - - - 2,334.05 2,326.99
7 Expenses/Services Received 14.95 15.95 499.47 493.07 - - 8.25 3.21 522.67 512.23
8 Provident Fund & Retiral funds - - - - - - 285.47 318.89 285.47 318.89
9 Balances written off /Provided 2.63 4.10 - - - - - - 2.63 4.10
10 Security Deposit Received/ (Paid) - - (220.20) (11.96) - - - - (220.20) (11.96)
11 Dividend paid 264.58 264.58 44.98 31.91 1.11 1.11 0.17 0.17 310.84 297.77
12 Remuneration of Key Managerial
Personnel
Short Term Employee Benefits - - - - 11.54 11.93 - - 11.54 11.93
Post Employement Benefits - - - - 1.70 0.99 - - 1.70 0.99
13 Remuneration of Directors - - - - 32.76 26.89 - - 32.76 26.89
Outstanding Balance
1 Debit - - 372.63 109.64 - - - - 372.63 109.64
2 Credit 1,289.16 1,482.28 - - 31.86 26.16 11.19 18.72 1,332.21 1,527.16

a. Shares alloted during the year in respect of Share Application money paid to subsidiaries H 8.50 crore ( 31.03.21 : H 20 crore ).

b. Refer Note 31(a) relating to committments (letter of comfort) provided to banks towards borrowing obligations as on 31.03.2022 in respect of subsidiary companies.

c. Outstanding balances are unsecured and settlement occurs in cash.

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Financial Statements

NOTE-43 Miscellaneous expenses shown in Note no. 38 (n), include Auditors’ Remuneration and expenses :
H in crore
2021-22 2020-21

As Statutory Auditors :
Statutory audit and Limited reviews 2.86 2.86
Other services 1.00 0.67
As a Tax Auditor 0.13 0.13
Reimbursement of expenses including applicable taxes 0.74 0.71

NOTE- 44 The major components of Deferred Tax Assets / (Liabilities) based on the temporary difference
are as under :

Deferred tax assets and liabilities (net)

Deferred tax relates to the following:

H in crore
Recognised Recognised March 31,
April 1, 2021
through P&L through OCI 2022

Liabilities
Difference in WDV of Property, Plant and Equipment (3,553.42) 21.26 - (3,532.16)
Fair Valuation of Equity Investment as per IND AS (1.20) - (0.01) (1.21)
Others (16.74) (4.16) - (20.90)
Assets
Items covered under section 43B of Income Tax Act, 1961 73.07 (2.45) - 70.62
Others including items covered under section 35DDA of Income 113.48 10.12 - 123.60
Tax Act, 1961
Total Deferred Tax Liabilities (Net) (3,384.81) 24.77 (0.01) (3,360.05)

H in crore
Recognised Recognised March 31,
April 1, 2020
through P&L through OCI 2021

Liabilities
Difference in WDV of Property, Plant and Equipment (3,603.22) 49.80 - (3,553.42)
Fair Valuation of Equity Investment as per IND AS (1.28) - 0.08 (1.20)
Others (29.24) 12.50 - (16.74)
Assets
Items covered under section 43B of Income Tax Act, 1961 5.07 68.00 - 73.07
Others including items covered under section 35DDA of Income 147.89 (34.41) - 113.48
Tax Act, 1961
Total Deferred Tax Liabilities (Net) (3,480.78) 95.89 0.08 (3,384.81)

a) Tax expense

i) Tax recognised in Statement of profit and loss

H in crore
March 31, 2022 March 31, 2021

Current tax expense (253.24) (164.81)

Provision for tax no longer required written back - 35.99
(253.24) (128.82)
Deferred tax
Deferred tax- Income / (expense) 24.77 95.89
Total tax expense (228.47) (32.93)

171
Notes forming part of Financial Statements
NOTE- 44 The major components of Deferred Tax Assets / (Liabilities) based on the temporary difference
are as under : (Contd..)
ii) Tax recognised in Other Comprehensive Income (OCI)
H in crore
March 31, 2022 March 31, 2021

Current tax expense

Remeasurement of defined benefit plan 4.73 7.01
Deferred tax
Deferred Tax (charge)/credit (0.01) 0.08
Regulatory Income / (expense) -deferred tax 0.01 (0.08)
Total tax expense relating to OCI items 4.73 7.01
Tax expense [(i)+(ii)] (223.74) (25.92)

b) Reconciliation of tax expense and accounting profit

H in crore
March 31, 2022 March 31, 2021

Accounting profit before tax after Other Comprehensive Income 1,024.82 806.93
Tax using the Company’s domestic tax rate (Current year 34.944% and (358.11) (281.97)
Previous Year 34.944%)
Tax effect of amounts adjustable in calculating taxable income/expenses not 43.42 56.56
considered for tax purpose including difference in depreciation
Incentive, deduction, etc. allowed under Income Tax Act 66.17 70.60
Other Adjustment etc. 24.78 128.89
Tax expense (223.74) (25.92)

NOTE- 45 Liability in respect of the security deposit collected by the Company, in terms of applicable regulations of the WBERC,
has been classified as non – current, given the nature of its business in the license area, excepting to the extent of the sum
refundable / payable within a year, based on experience.

NOTE- 46 India and other global markets experienced significant disruption in operations resulting from uncertainty caused by
the worldwide outbreak of Coronavirus pandemic. The Company’s business includes Generation and Distribution of power within
its licensed area in the state of West Bengal, India. Considering power supply being an essential service, management believes
that there is not much of an impact likely due to this pandemic on the business of the Company , its subsidiaries and joint venture
except some lower demand and its consequential impact on supply and collection from consumers, which are believed to be
temporary in nature. The Company has duly ensured compliance with specific regulatory directives issued in the related matter.

The Company is taking all necessary steps and precautionary measures to ensure smooth functioning of its operations/business
and to ensure the safety and well-being of all its employees.

The Company is closely monitoring developments, its operations, liquidity and capital resources and is actively working to
minimize the impact of this unprecedented situation.

The Company is also monitoring the operations of its subsidiaries and joint venture, basis which, no impairment is required to be
recognised in respect of such investments.

NOTE- 47 Earnings per share:

(i) Computation of Earnings per share (net of tax )

2021-22 2020-21

Profit after tax (H in crore) (A) 815.79 814.47

Weighted Average no. of shares for Earnings per share (B) 1,32,55,70,430 1,32,55,70,430
Basic and Diluted Earnings per share of H 1/- = [(A) / (B)] (H) 6.16 6.14

172 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Financial Statements

NOTE- 47 Earnings per share: (Contd..)
(ii) Computation of Earnings per share (net of tax )

2021-22 2020-21

Profit After Tax excluding regulatory income (H in crore) (A) 358.52 454.11
Weighted Average no. of shares for Earnings per share (B) 1,32,55,70,430 1,32,55,70,430
Basic and Diluted Earnings per share of H 1/- = [(A) / (B)] (H) 2.71 3.43

Pursuant to the approval of the shareholders at the Forty-third Annual General Meeting 1(one) Equity Share of face value of
H 10/- (Rupees Ten Only) fully paid-up was subdivided into 10(ten) Equity Shares of H 1/- (Rupee One Only) each fully paid-up,
effective 21st September, 2021. This has been considered for calculating weighted average number of equity shares for the
comparative period presented as per Ind AS 33 - 'Earning Per Share'. In line with the above, EPS (basic and diluted) have been
adjusted for the comparative period presented.

NOTE- 48 The Company is primarily engaged in generation and distribution of electricity which is the only reportable business
segment in line with the segment wise information which is being presented to the CODM. There are no reportable geographical
segments, since all business is within India.

The Company is also running a single retail store in state of Gujarat which is not significant for the CODM and hence not considered
as reportable segment.

NOTE- 49 Part A of Schedule II to the Companies Act. 2013 (the Act), inter alia, provides that depreciable amount of an asset
is the cost of an asset or other amount substituted for cost. Part B of the said Schedule deals with the useful life or residual value
of an asset as notified for accounting purpose by a Regulatory Authority constituted under an act of Parliament or by the Central
Government for calculating depreciation to be provided for such asset irrespective of the requirement of Schedule II. In terms
of applicable Regulations under the Electricity Act, 2003, depreciation on tangible assets other than freehold land is provided
on straight line method on a pro-rata basis at the rates specified therein, the basis of which be considered by the West Bengal
Electricity Regulatory Commission (Commission) in determining the Company's tariff for the year, which is also required to be
used for accounting purpose as specified in the said Regulations. Based on legal opinions and independent accounting opinions
obtained, the Company continues with the consistently followed practice of recouping from the retained earnings an additional
charge of depreciation relatable to the increase in value of assets arising from fair valuation , which for the current year amounts
to H 225.30 crore (31.03.21 : H 243.57 crore) and corresponding withdrawal of H 2.03 crore ( 31.03.21 : H 1.38 crore ) consequent to
sale / disposal of such assets and the same will be followed in subsequent years.

NOTE- 50 Property, Plant and Equipment of the Company includes right-of-use assets in the opening balance as on 01.04.2021,
additions,deletion, depreciation and closing balance for the year ended 31.03.2022 amounting to H 742.67 crore (01.04.2020:
H 888.72 crore), H 5.34 crore (31.03.2021 H 5.69 crore), H 0.12 crore (31.03.2021 H 96.08 crore), H 54.11 crore (31.03.2021 H 55.66
crore) and H 693.78 crore (31.03.2021 H 742.67 crore) respectively. Carrying value of right of use assets as at 31.03.2022 in respect
of land, building, plant & machinery and vehicles amounts to H 440.02 crore (31.03.2021 H 459.36 crore), H 240.67 crore ( 31.03.2021
H 263.30 crore), H 13.08 crore (31.03.2021 H 19.98 crore) and H 0.01 crore (31.03.2021 H 0.03 crore) respectively and its related
depreciation / amortisation expense for the year ended 31.03.2022 in respect of land, building, plant & machinery and vehicles
amount to H 19.49 crore (31.03.2021 H 19.44 crore), H 27.70 crore (31.03.2021 H 28.54 crore), H 6.90 crore (31.3.2021 H 7.66 crore)
and H 0.02 crore (31.03.2021 H 0.02 crore) respectively.

The movement in lease liabilities for the year 2021-22 is as below: J in crore

Lease liabilities as on 1st April, 2021 154.38

Additions 4.59
Deletions (pertaining to modification/termination of lease agreements during the year) (0.13)
Finance cost expense (refer note 36) 11.45
Payment during the year (including interest H 11.45 crore) (30.34)
Balance as on 31st March 2022 139.95

173
Notes forming part of Financial Statements
NOTE- 50 (Contd..)

The movement in lease liabilities for the year 2020-21 is as below: J in crore

Lease liabilities as on 1st April, 2020 268.76

Additions 1.84
Deletions (pertaining to modification/termination of lease agreements during the year) (97.24)
Finance cost expense (refer note 36) 13.49
Payment during the year (includes interest H 13.49 crore) (32.47)
Balance as on 31st March 2021 154.38

Future minimum lease payments during next one year H 12.03 crore (31.03.2021 H 13.82 crore) and H 15.45 crore (31.03.2021
H 13.47 crore), later than one year but not later than five years H 19.94 crore (31.03.2021 H 29.63 crore) and H 55.64 crore (31.03.2021
H 54.94 crore) and later than five years H 5.75 crore (31.03.2021 H 5.68 crore) and H 31.14 crores (31.03.2021 H 36.84 crore) applying
10% and 7% respectively as weighted average incremental borrowing rate.

Other Expenses include short term leases of H 3.07 crore (31.03.2021 H 2.47 crore) and low-value assets of H 0.66 crore (31.03.2021
H 0.67 crore), net of applicable taxes.

NOTE- 51 Corporate Social Responsibility (CSR)

H in crore
2021-22 2020-21

Where the company covered under section 135 of the Companies Act, the
following shall be disclosed with regard to CSR activities:
(i) Amount required to be spent by the company during the year 20.48 21.92
(ii) Amount of expenditure incurred 20.70* 22.30**
(iii) Shortfall at the end of the year Nil Nil
(iv) Total of previous years shortfall Nil Nil
(v) Reason for shortfall N.A NA
(vI) Nature of CSR activities In terms of CSR policy In terms of CSR policy
approved by the Board approved by the Board
of Directors of the of Directors of the
Company as may be Company as may be
referred to in the CSR referred to in the CSR
Report (Annexure 'D') Report (Annexure 'D')
forming part of the forming part of the
Board's Report Board's Report
(vii) Details of related party transactions, e.g., contribution to a trust Nil Nil
controlled by the Company in relation to CSR expenditure as per
relevant Accounting Standard
(viii)Where a provision is made with respect to a liability incurred by entering N.A N.A
into a contractual obligation, the movements in the provision during the
year should be shown separately
* Including transfer of H 18.00 crore to Unspent CSR Account for the Year 2021-22 for making available to RP- Sanjiv Goenka Group CSR Trust for School
Project which has been identified as Ongoing Project by the Board of Directors of the Company.
** Including transfer of H 19.50 crore to Unspent CSR Account for the Year 2020-21 for making available to RP - Sanjiv Goenka Group CSR Trust for School
Project which has been indentified as Ongoing Project by the Board of Directors of the Company.

NOTE- 52 Contract Liability at the beginning of the year in respect of Contribution from Consumers for certain jobs stood
at H 161.81 crore, out of which H 21.64 crore has been dealt with in the revenue account during the year, on satisfaction of
performance obligation. The balance of the said contract liability as at the year-end stood at H 165.07 crore pending satisfaction
of the performance obligation

174 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Financial Statements

NOTE- 53 With regard to the Company’s power purchase from one of its subsidiaries (provider), West Bengal Electricity
Regulatory Commission (WBERC) has issued the tariff order in respect of its generation assets for the years 2018-19 and 2019-
20 vide its tariff order dated 8 September 2021, wherein certain underlying issues/items have been dealt with in deviation from
past practices of tariff determination and kept for disposal through future truing up exercise. The said provider not being in
agreement with the same, has since preferred an appeal in respect of the above Tariff Order before the Hon’ble Appellate Tribunal
for Electricity on the grounds interalia, that the orders have been passed after substantial period of delay and in fact after the
applicable periods are long over and certain directions that have been passed in the said are impossible to comply with because
of the aforesaid delay in passing the said order and also not taking into consideration the final project cost for determination of
tariff which was already filed with Hon’ble WBERC. Based on legal opinion obtained, the provider is continuing with the tariff
earlier determined by WBERC for the year 2017-18 and is confident of the matter being adjudicated in its favour. Accordingly,
necessary adjustment, if any, will be made on the matter reaching finality.

Further, Hon’ble WBERC has also issued the Tariff Order for 2017-18 in respect of transmission assets of the said provider vide its
Order dated April 20, 2022 which have been passed after substantial period of delay and wherein certain issues/ items have been
dealt with in deviation from its regulations and without having regard to the special nature of the Project. The said provider not
being in agreement with the Order is in the process of filing necessary petition. Based on legal opinion obtained, the Company
is continuing with the tariff earlier determined by Hon’ble WBERC for the year 2016-17 and is confident of the matter being
adjudicated in its favour. Accordingly, necessary adjustment, if any, will be made on the matter reaching finality.

NOTE- 54 Ratios

The following are analytical ratios for the year ended 31 March 2022 and 31 March 2021

Particulars 31-Mar-22 31-Mar-21

(i) Current Ratio 0.58 0.64

(ii) Debt – Equity Ratio 0.84 0.73
(iii) Debt Service Coverage Ratio 1.41 1.19
(iv) Return on Equity (ROE) 8.19% 8.14%
(v) Inventory Turnover Ratio 6.65 6.55
(vi) Trade receivables turnover ratio 6.00 5.80
(vii) Trade payables turnover ratio 5.49 6.91
(viii) Net working capital turnover ratio ** **
(ix) Net profit ratio 10.91% 11.47%
(x) Return on capital employed (ROCE) 8.45% 7.81%
(xi) Return on investment
Quoted 5.06% 4.76%
UnQuoted - -
** net working capital is negative

None of the ratios vary more than 25%

Formulae for computation of above ratios are as follows:

Current Ratio = Total Current Assets / Total Current Liabilities

Debt Equity Ratio = Non Current Borrowings (including current maturities of long-term debts) + Current Borrowings / Total Equity
Debt Service Coverage Ratio = Profit after tax + depreciation + deferred tax provisions+ finance costs / finance costs + lease rent
expense (excluding short term lease rent) + debt repayments (net of proceeds utilised for Refinancing)
Return on Equity (ROE) = Profit after tax / Average Total Equity
Inventory Turnover Ratio = Cost of Fuel / Average Fuel Inventory
Trade Receivables Turnover Ratio = Revenue from Operations / Average Trade Receivables
Trade Payables Turnover Ratio = Cost of Fuel & Power Purchase / Average Trade payable for cost of energy purchased & cost of fuel
Net Working Capital Turnover Ratio = Revenue from Operations / Average Working Capital
Net Profit Ratio = Profit after Tax / Total Income
Return on Capital Employed (ROCE) = Earning before interest and taxes / Capital Employed
Capital Employed = Total Equity + Non Current Borrowings (including current maturities of long-term debts) + Current Borrowings
Return on investment = Income generated from investments/ Average invested funds in treasury investment

175
Notes forming part of Financial Statements
NOTE- 55 Other Statutory Information (For the financial years 2021-22 and 2020-21):

(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company
for holding any Benami property.

(ii) The following are the details of receivable/payable in respect of Struck off Companies:-

Nature of Balance Balance Relationship

Name of the Electricity Consumers transactions with Outstanding as Outstanding as on with Struck off
struck off company on 31 Mar 2022 31 Mar 2021 Company

Fort Oasis Maintenance Pvt. Ltd. Sale of electricity 0.00* 0.00* None
Security Deposit 0.00* 0.00*
Vishwa Marketing Services Pvt. Ltd. Sale of electricity 0.00* 0.00* None
Security Deposit 0.00* 0.00*
Audio Visual Arts Pvt. Ltd. Sale of electricity 0.00* 0.00* None
Security Deposit 0.00* 0.00*
Sunrise Tower Maintenance & Services Pvt. Ltd. Sale of electricity 0.00* 0.00* None
Security Deposit 0.00* 0.00*
* Amount is lesser than the rounding off norms followed by the Company

The Company being in the business of distribution of electricity, such connection was given earlier in the ordinary course of
business.

(iii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

(iv) The Company has not traded or invested in Crypto Currency or Virtual Currency during the financial year.

(v) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities
(Intermediaries) with the understanding that the Intermediary shall:

(a) 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

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

(vi) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the
understanding (whether recorded in writing or otherwise) that the Company shall:

(a) 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

(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(vii) The Company has no such transaction which is not recorded in the books of accounts that has been surrendered or disclosed
as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other
relevant provisions of the Income Tax Act, 1961).

(viii) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with
Companies (Restriction on number of Layers) Rules, 2017.

176 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Financial Statements

NOTE - 56 Quantitative information :
(Million kWh)
2021-22 2020-21

(a) Total number of units generated during the year 5726 5513
(b) Total number of units consumed in Generating Stations 445 428
(c) Total number of units sent out 5281 5085
(d) Total number of units purchased during the year 5202 4877
(e) Total number of units through Unscheduled Interchange (Net) -10 16
(f) Energy received for wheeling 4 1
(g) Total number of units delivered 10477 9979
(h) Total number of units sold as per meter readings 9403 8930
(i) Total number of units sold to persons other than own consumers and 198 178
WBSEDCL
(j) Total number of units consumed in Company’s premises 33 35
(k) Units conveyed including additional units allowed by Commission for 4 1
wheeling
(l) Total number of units sold to WBSEDCL 14 13

The installed capacity of the Generating Stations of the Company (as per certification of technical expert) as on 31st March, 2022
was 1125000 kW (31st March, 2021 : 1125000 kW).

NOTE- 57 The Company has reclassified previous year's figures to conform to this year's classification along with other
regrouping / rearrangement wherever necessary.

For S.R. BATLIBOI & Co. LLP For and on behalf of Board of Directors
Chartered Accountants
Firm Registration Number -301003E/E300005
Chairman Sanjiv Goenka DIN: 00074796

Kamal Agarwal Managing Director -Generation Rabi Chowdhury DIN: 06601588

Partner Managing Director- Distribution Debasish Banerjee DIN: 06443204

Membership No.: 058652 Company Secretary Jagdish Patra

Kolkata, 13th May, 2022 Executive Director & CFO Rajarshi Banerjee

177
Consolidated
Financial
Statements
 Corporate Overview Statutory Reports Financial Statements

Independent Auditor’s Report

To
The Members of CESC Limited

Report on the Audit of the Consolidated Financial Key Audit Matters

Statements
Key audit matters are those matters that, in our professional
Opinion judgement, were of most significance in our audit of the
consolidated financial statements for the financial year ended
We have audited the accompanying consolidated financial
March 31, 2022. These matters were addressed in the context
statements of CESC Limited (hereinafter referred to as “the
of our audit of the consolidated financial statements as a
Holding Company”), its subsidiaries (the Holding Company and
whole, and in forming our opinion thereon, and we do not
its subsidiaries together referred to as “the Group”) and its joint
provide a separate opinion on these matters. For each matter
venture comprising of the consolidated Balance Sheet as at
below, our description of how our audit addressed the matter
March 31 2022, the consolidated Statement of Profit and Loss,
is provided in that context.
including other comprehensive income, the consolidated
Cash Flow Statement and the consolidated Statement of We have determined the matters described below to be the
Changes in Equity for the year then ended, and notes to key audit matters to be communicated in our report. We
the consolidated financial statements, including a summary have fulfilled the responsibilities described in the Auditor’s
of significant accounting policies and other explanatory responsibilities for the audit of the consolidated financial
information (hereinafter referred to as “the consolidated statements section of our report, including in relation to these
financial statements”). matters. Accordingly, our audit included the performance of
procedures designed to respond to our assessment of the
In our opinion and to the best of our information and according
risks of material misstatement of the consolidated financial
to the explanations given to us and based on the consideration
statements. The results of audit procedures performed by
of reports of other auditors on separate financial statements
us and by other auditors of components not audited by us,
and on the other financial information of the subsidiaries and
as reported by them in their audit reports furnished to us by
joint venture, the aforesaid consolidated financial statements
the management, including those procedures performed
give the information required by the Companies Act, 2013,
to address the matters below, provide the basis for our
as amended (“the Act”) in the manner so required and give a
audit opinion on the accompanying consolidated financial
true and fair view in conformity with the accounting principles
statements.
generally accepted in India, of the consolidated state of affairs
of the Group and its joint venture as at March 31, 2022, their 1. Accrual of regulatory income / expense and
consolidated profit including other comprehensive income, corresponding asset / liability (as described in note 40 of
their consolidated cash flows and the consolidated statement the consolidated financial statements)
of changes in equity for the year ended on that date.
Key Audit Matter:
Basis for Opinion
The Group recognizes regulatory income / expense /
We conducted our audit of the consolidated financial assets / liability basis its understanding and interpretation
statements in accordance with the Standards on Auditing of Tariff orders and regulations notified by the applicable
(SAs), as specified under section 143(10) of the Act. Our State Electricity Regulatory Commission, which are
responsibilities under those Standards are further described in subject matter of Annual Performance Review (APR) and
the ‘Auditor’s Responsibilities for the Audit of the Consolidated will be adjusted in tariffs to be notified in the future years.
Financial Statements’ section of our report. We are independent Management exercises judgement in estimating such
of the Group and joint venture in accordance with the ‘Code of amounts using past experience from the issued Tariff/
Ethics’ issued by the Institute of Chartered Accountants of India APR orders including interpretation of the regulations.
together with the ethical requirements that are relevant to our Such regulatory deferral balances are discounted over an
audit of the financial statements under the provisions of the estimated period of recovery using a discounting rate.
Act and the Rules thereunder, and we have fulfilled our other
ethical responsibilities in accordance with these requirements In consideration of the significance of the amount of
and the Code of Ethics. We believe that the audit evidence we the regulatory balances, complexity and high degree of
have obtained is sufficient and appropriate to provide a basis estimation involved in computation thereof and pending
for our audit opinion on the consolidated financial statements. annual performance reviews, we identified accrual of
regulatory balances as a key audit matter.

179
 How our audit addressed the key audit matter: The application of significant judgement in this matter
required substantial involvement of senior personnel on
Our audit procedures, including the procedures the audit engagement.
performed by auditors of a subsidiary company in respect
of this matter reported by them, included the following: Accordingly, considering the materiality of balances,
complexity of valuation and significance of judgement
• We considered the Group’s accounting policies involved, fair valuation of aforesaid investments has been
with respect to accrual for regulatory deferrals and considered to be a key audit matter for current year’s audit.
assessed compliance with Ind AS 114 “Regulatory
Deferral Accounts”. How the auditor addressed the Key Audit Matter:

• We have understood and carried out testing of the The auditor of the subsidiary company has performed the
design and implementation of key financial controls following procedures:
related to accrual of such regulatory balances and its
disclosure in the consolidated financial statements of • Obtained an understanding of management’s
the Group. processes and controls for determining the fair
valuation of investments.
• We discussed with the management on the key
assumptions and estimates used for recognition of • Evaluated the design of and tested the operating
these regulatory balances and corroborated them effectiveness of the key controls around the fair
with the applicable regulatory provisions, APR orders, valuation of investment.
Tariff orders and underlying records of the Group.
• Evaluated the independent valuation specialist’s
• We discussed with the management on the competencies, expertise and objectivity.
consistency of its key assumptions and basis of
• Assessed the appropriateness of the valuation
estimation for all the years for which APR assessments
methodology used to arrive at the estimated fair
are pending to be completed and also verified the
value of the investments and reasonableness of the
arithmetical accuracy of such workings.
assumptions such as discount rates using an auditor’s
• We enquired from the management for notifications expert.
and correspondences with the regulator on the
• Tested the accuracy of the input data provided by the
pending APR assessments.
management to the valuation specialist.
• We also assessed the discounting rate and the
• Tested the reasonableness of the key assumptions
estimated period of recovery considered by the
used in the cash flow projections and fair valuation,
management with reference to the APR process and
such as growth rates, targeted savings, discount rate,
the tariff regulations.
etc considering our understanding of the business,
• We have assessed the adequacy of disclosures in industry and relevant key factors.
accordance with the requirements of Ind AS 114
• Performed sensitivity analysis on aforesaid key
“Regulatory Deferral Accounts”.
assumptions to determine impact of estimation
2. Valuation of non-current investment (as described in uncertainty on the fair valuation.
note 8 of the consolidated financial statements)
• Tested the mathematical accuracy of the cash flow
Key Audit Matter: projections and fair valuation computation.

As reported by the auditor of a subsidiary company, the • Evaluated the adequacy of disclosures made in the
subsidiary company has investments in the equity and financial statement in relation to such investments as
preference shares of an entity, which are carried at fair required by applicable accounting standards.
value through Other Comprehensive Income (OCI).
The said investments were valued as at 31 March 2022 Information Other than the Financial Statements
by an independent valuer using discounted cash flow and Auditor’s Report Thereon
(‘DCF’) method.
The Holding Company’s Board of Directors is responsible for
Management’s determination of fair valuation of the other information. The other information comprises the
investments is complex and requires estimation and Directors Report, Management Discussion and Analysis, Report
judgement around assumptions used which include, but on Corporate Governance, Additional Shareholder Information,
are not limited to, projections of future cash flows, growth Report on Corporate Social Responsibility Activities, Business
rates, discount rates, estimated future operating and Responsibility and Sustainability Report and Statement containing
capital expenditure and any change in these assumptions salient features of the financial statement of Subsidiaries/
could significantly affect the fair values. Joint Venture, but does not include the consolidated financial
statements and our auditor’s report thereon.

180 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Our opinion on the consolidated financial statements does not Auditor’s Responsibilities for the Audit of the
cover the other information and we do not express any form Consolidated Financial Statements
of assurance conclusion thereon.
Our objectives are to obtain reasonable assurance about
In connection with our audit of the consolidated financial whether the consolidated financial statements as a whole
statements, our responsibility is to read the other information are free from material misstatement, whether due to fraud
and, in doing so, consider whether such other information or error, and to issue an auditor’s report that includes our
is materially inconsistent with the consolidated financial opinion. Reasonable assurance is a high level of assurance,
statements or our knowledge obtained in the audit or but is not a guarantee that an audit conducted in accordance
otherwise appears to be materially misstated. If, based on the with SAs will always detect a material misstatement when it
work we have performed, we conclude that there is a material exists. Misstatements can arise from fraud or error and are
misstatement of this other information, we are required to considered material if, individually or in the aggregate, they
report that fact. We have nothing to report in this regard. could reasonably be expected to influence the economic
decisions of users taken on the basis of these consolidated
Responsibilities of Management for the financial statements.
Consolidated Financial Statements As part of an audit in accordance with SAs, we exercise
The Holding Company’s Board of Directors is responsible for professional judgement and maintain professional skepticism
the preparation and presentation of these consolidated financial throughout the audit. We also:
statements in terms of the requirements of the Act that give a true
• Identify and assess the risks of material misstatement of the
and fair view of the consolidated financial position, consolidated
consolidated financial statements, whether due to fraud
financial performance including other comprehensive income,
or error, design and perform audit procedures responsive
consolidated cash flows and consolidated statement of changes
to those risks, and obtain audit evidence that is sufficient
in equity of the Group including its joint venture in accordance
and appropriate to provide a basis for our opinion. The
with the accounting principles generally accepted in India,
risk of not detecting a material misstatement resulting
including the Indian Accounting Standards (Ind AS) specified
from fraud is higher than for one resulting from error, as
under section 133 of the Act read with the Companies (Indian
fraud may involve collusion, forgery, intentional omissions,
Accounting Standards) Rules, 2015, as amended. The respective
misrepresentations, or the override of internal control.
Board of Directors of the companies included in the Group and
of its joint venture are responsible for maintenance of adequate • Obtain an understanding of internal control relevant
accounting records in accordance with the provisions of the Act to the audit in order to design audit procedures that
for safeguarding of the assets of the Group and of its joint venture are appropriate in the circumstances. Under section
and for preventing and detecting frauds and other irregularities; 143(3)(i) of the Act, we are also responsible for expressing
selection and application of appropriate accounting policies; our opinion on whether the Holding Company has
making judgements and estimates that are reasonable and adequate internal financial controls with reference
prudent; and the design, implementation and maintenance to financial statements in place and the operating
of adequate internal financial controls, that were operating effectiveness of such controls.
effectively for ensuring the accuracy and completeness of
the accounting records, relevant to the preparation and • Evaluate the appropriateness of accounting policies used
presentation of the consolidated financial statements that give and the reasonableness of accounting estimates and
a true and fair view and are free from material misstatement, related disclosures made by management.
whether due to fraud or error, which have been used for the
• Conclude on the appropriateness of management’s use of
purpose of preparation of the consolidated financial statements
the going concern basis of accounting and, based on the
by the Directors of the Holding Company, as aforesaid.
audit evidence obtained, whether a material uncertainty
In preparing the consolidated financial statements, the exists related to events or conditions that may cast
respective Board of Directors of the companies included in significant doubt on the ability of the Group and its joint
the Group and of its joint venture are responsible for assessing venture to continue as a going concern. If we conclude
the ability of the Group and of its joint venture to continue that a material uncertainty exists, we are required to draw
as a going concern, disclosing, as applicable, matters related attention in our auditor’s report to the related disclosures
to going concern and using the going concern basis of in the consolidated financial statements or, if such
accounting unless management either intends to liquidate the disclosures are inadequate, to modify our opinion. Our
Group or to cease operations, or has no realistic alternative conclusions are based on the audit evidence obtained up
but to do so. to the date of our auditor’s report. However, future events
or conditions may cause the Group and its joint venture to
Those respective Board of Directors of the companies included cease to continue as a going concern.
in the Group and of its joint venture are also responsible for
overseeing the financial reporting process of the Group and • Evaluate the overall presentation, structure and content
of its joint venture. of the consolidated financial statements, including the

181
 disclosures, and whether the consolidated financial share of net loss of H 0.00 crore for the year ended March 31,
statements represent the underlying transactions and 2022, as considered in the consolidated financial statements,
events in a manner that achieves fair presentation. in respect of 1 joint venture, whose financial statements, other
financial information have been audited by other auditors and
• Obtain sufficient appropriate audit evidence regarding the
whose reports have been furnished to us by the Management.
financial information of the entities or business activities
Our opinion on the consolidated financial statements, in so far
within the Group and its joint venture of which we are
as it relates to the amounts and disclosures included in respect
the independent auditors, to express an opinion on the
of these subsidiaries and joint venture, and our report in terms
consolidated financial statements. We are responsible for
of sub-sections (3) of Section 143 of the Act, in so far as it
the direction, supervision and performance of the audit
relates to the aforesaid subsidiaries and joint venture, is based
of the financial statements of such entities included in
solely on the reports of such other auditors.
the consolidated financial statements of which we are
the independent auditors. For the other entities included Our opinion above on the consolidated financial statements,
in the consolidated financial statements, which have and our report on Other Legal and Regulatory Requirements
been audited by other auditors, such other auditors below, is not modified in respect of the above matters with
remain responsible for the direction, supervision and respect to our reliance on the work done and the reports of
performance of the audits carried out by them. We remain the other auditors.
solely responsible for our audit opinion.

We communicate with those charged with governance of Report on Other Legal and Regulatory Requirements
the Holding Company and such other entities included in
1. As required by the Companies (Auditor’s Report) Order,
the consolidated financial statements of which we are the
2020 (“the Order”), issued by the Central Government of
independent auditors regarding, among other matters, the
India in terms of sub-section (11) of section 143 of the Act,
planned scope and timing of the audit and significant audit
based on our audit and on the consideration of report of
findings, including any significant deficiencies in internal
the other auditors on separate financial statements and the
control that we identify during our audit.
other financial information of the subsidiary companies
We also provide those charged with governance with a and joint venture, incorporated in India, as noted in the
statement that we have complied with relevant ethical ‘Other Matter’ paragraph we give in the “Annexure 1” a
requirements regarding independence, and to communicate statement on the matters specified in paragraph 3(xxi) of
with them all relationships and other matters that may the Order.
reasonably be thought to bear on our independence, and
2. As required by Section 143(3) of the Act, based on our
where applicable, related safeguards.
audit and on the consideration of report of the other
From the matters communicated with those charged with auditors on separate financial statements and the other
governance, we determine those matters that were of financial information of subsidiaries, and joint venture, as
most significance in the audit of the consolidated financial noted in the ‘Other Matter’ paragraph we report, to the
statements for the financial year ended March 31, 2022 and extent applicable, that:
are therefore the key audit matters. We describe these matters
(a) We/the other auditors whose report we have relied
in our auditor’s report unless law or regulation precludes
upon have sought and obtained all the information
public disclosure about the matter or when, in extremely
and explanations which to the best of our knowledge
rare circumstances, we determine that a matter should
and belief were necessary for the purposes of our audit
not be communicated in our report because the adverse
of the aforesaid consolidated financial statements;
consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication. (b) In our opinion, proper books of account as required
by law relating to preparation of the aforesaid
Other Matter consolidation of the financial statements have been
kept so far as it appears from our examination of
We did not audit the financial statements and other financial those books and reports of the other auditors;
information, in respect of 19 subsidiaries, whose financial
statements include total assets of H 16,953.26 crores as at (c) The Consolidated Balance Sheet, the Consolidated
March 31, 2022, and total revenues of H 8,078.67 crores and Statement of Profit and Loss including the Statement
net cash inflows of H 1,016.56 crores for the year ended on of Other Comprehensive Income, the Consolidated
that date. These financial statement and other financial Cash Flow Statement and Consolidated Statement
information have been audited by other auditors, which of Changes in Equity dealt with by this Report are in
financial statements, other financial information and auditor’s agreement with the books of account maintained
reports have been furnished to us by the management. The for the purpose of preparation of the consolidated
consolidated financial statements also include the Group’s financial statements;

182 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

(d) In our opinion, the aforesaid consolidated financial ii. The Group and its joint venture did not have
statements comply with the Accounting Standards any material foreseeable losses in long-term
specified under Section 133 of the Act, read with contracts including derivative contracts during
Companies (Indian Accounting Standards) Rules, the year ended March 31, 2022;
2015, as amended;
iii. There has been no delay in transferring amounts,
(e) On the basis of the written representations received required to be transferred, to the Investor
from the directors of the Holding Company as on Education and Protection Fund by the Holding
March 31, 2022 taken on record by the Board of Company, its subsidiaries and its joint venture,
Directors of the Holding Company and the reports incorporated in India during the year ended
of the statutory auditors who are appointed under March 31, 2022.
Section 139 of the Act, of its subsidiary companies iv. a) The respective managements of the Holding
and joint venture, none of the directors of the Group’s Company and its subsidiaries and joint
companies, and its joint venture, incorporated in venture which are companies incorporated
India, is disqualified as on March 31, 2022 from being in India whose financial statements have
appointed as a director in terms of Section 164 (2) been audited under the Act have represented
of the Act; to us and the other auditors of such
(f) With respect to the adequacy of the internal financial subsidiaries and joint venture respectively
controls with reference to consolidated financial that, to the best of its knowledge and belief,
statements of the Holding Company and its subsidiary no funds have been advanced or loaned
companies and its joint venture, incorporated in India, or invested (either from borrowed funds
and the operating effectiveness of such controls, refer or share premium or any other sources or
to our separate Report in “Annexure 2” to this report; kind of funds) by the Holding Company or
any of such subsidiaries and joint venture to
(g) In our opinion and based on the consideration of or in any other person or entity, including
reports of other statutory auditors of the subsidiaries foreign entities (“Intermediaries”), with the
and its joint venture incorporated in India, the understanding, whether recorded in writing
managerial remuneration for the year ended March or otherwise, that the Intermediary shall,
31, 2022 has been paid / provided by the Holding whether, directly or indirectly lend or invest
Company, its subsidiaries and its joint venture in other persons or entities identified in any
incorporated in India to their directors in accordance manner whatsoever by or on behalf of the
with the provisions of section 197 read with respective Holding Company or any of such
Schedule V to the Act; subsidiaries and joint venture (“Ultimate
(h) With respect to the other matters to be included Beneficiaries”) or provide any guarantee,
in the Auditor’s Report in accordance with Rule 11 security or the like on behalf of the
of the Companies (Audit and Auditors) Rules, 2014, Ultimate Beneficiaries;
as amended, in our opinion and to the best of our
b) The respective managements of the Holding
information and according to the explanations given to
Company and its subsidiaries and joint
us and based on the consideration of the report of the
venture which are companies incorporated
other auditors on separate financial statements as also
in India whose financial statements
the other financial information of the subsidiaries and its
have been audited under the Act have
joint venture, as noted in the ‘Other Matter’ paragraph:
represented to us and the other auditors
i. The consolidated financial statements disclose of such subsidiaries and joint venture
the impact of pending litigations on its respectively that, to the best of its knowledge
consolidated financial position of the Group, and belief, no funds have been received by
and its joint venture in its consolidated financial the respective Holding Company or any of
statements – Refer Note 32, 58 and 59 to the such subsidiaries and joint venture from any
consolidated financial statements; person or entity, including foreign entities

183
 (“Funding Parties”), with the understanding, The final dividend has been paid by one of the
whether recorded in writing or otherwise, subsidiaries incorporated in India, during the
that the Holding Company or any of such year in respect of the same declared for the
subsidiaries and joint venture shall, whether, previous year.
directly or indirectly, lend or invest in other
persons or entities identified in any manner The Board of Directors of one of the subsidiary
whatsoever by or on behalf of the Funding companies, incorporated in India have proposed
Party (“Ultimate Beneficiaries”) or provide final dividend for the year which is subject to the
any guarantee, security or the like on behalf approval of the members of the company at the
of the Ultimate Beneficiaries; and ensuing Annual General Meeting.

c) Based on the audit procedures that have The dividend declared/paid is in accordance with
been considered reasonable and appropriate section 123 of the Act to the extent it applies to
in the circumstances performed by us and declaration of dividend or payment of dividend.
that performed by the auditors of the
subsidiaries, and joint venture which are
companies incorporated in India whose
financial statements have been audited
under the Act, nothing has come to our For S.R. Batliboi & Co. LLP
or other auditor’s notice that has caused Chartered Accountants
us or the other auditors to believe that the ICAI Firm Registration Number: 301003E/E300005
representations under sub-clause (a) and (b)
contain any material mis-statement.
per Kamal Agarwal
v) The interim dividend has been declared and
Partner
paid during the year by the Holding Company
Place of Signature: Kolkata Membership Number: 058652
and until the date of the audit report of such
Date: May 13, 2022 UDIN: 22058652AIXHJG4309
Holding Company.

184 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Annexure ‘1’ referred to in paragraph under the heading “Report on other legal and regulatory
requirements” of our report of even date

Re: CESC Limited (“the Company”)

Based on our audit and on the consideration of report of the other auditors on separate financial statements
and the other financial information of the subsidiary companies and joint venture, incorporated in India, we
state that:

(xxi) There are no qualifications or adverse remarks by the respective auditors in the Companies (Auditors Report) Order (CARO)
reports of the companies included in the consolidated financial statements. Accordingly, the requirement to report on clause
3(xxi) of the Order is not applicable to the Holding Company.

For S.R. Batliboi & Co. LLP

Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005

per Kamal Agarwal

Partner
Place of Signature: Kolkata Membership Number: 058652
Date: May 13, 2022 UDIN: 22058652AIXHJG4309

185
Annexure 2
of CESC Limited
To the Independent Auditor’s Report of Even Date on the Consolidated Financial Statements

Report on the Internal Financial Controls under Clause (i) with reference to these consolidated financial statements and
of Sub-section 3 of Section 143 of the Companies Act, 2013 their operating effectiveness. Our audit of internal financial
(“the Act”) controls with reference to these consolidated financial
statements included obtaining an understanding of internal
In conjunction with our audit of the consolidated financial financial controls with reference to these consolidated
statements of CESC Limited (hereinafter referred to as the financial statements, assessing the risk that a material weakness
“Holding Company”) as of and for the year ended March 31, 2022, exists, and testing and evaluating the design and operating
we have audited the internal financial controls with reference effectiveness of internal control based on the assessed risk.
to consolidated financial statements of the Holding Company The procedures selected depend on the auditor’s judgement,
and its subsidiaries (the Holding Company and its subsidiaries including the assessment of the risks of material misstatement
together referred to as “the Group”) and its joint venture, which of the financial statements, whether due to fraud or error.
are companies incorporated in India, as of that date.
We believe that the audit evidence we have obtained and the
audit evidence obtained by the other auditors in terms of their
Management’s Responsibility for Internal Financial
reports referred to in the Other Matters paragraph below,
Controls
is sufficient and appropriate to provide a basis for our audit
The respective Board of Directors of the companies included opinion on the internal financial controls with reference to
in the Group and its joint venture which are companies these consolidated financial statements.
incorporated in India, are responsible for establishing and
maintaining internal financial controls based on the internal Meaning of Internal Financial Controls with
control over financial reporting criteria established by the Reference to these Consolidated Financial
Holding Company considering the essential components Statements
of internal control stated in the Guidance Note on Audit of
Internal Financial Controls Over Financial Reporting issued A company's internal financial control with reference to these
by the Institute of Chartered Accountants of India (ICAI). consolidated financial statements is a process designed to
These responsibilities include the design, implementation and provide reasonable assurance regarding the reliability of
maintenance of adequate internal financial controls that were financial reporting and the preparation of financial statements
operating effectively for ensuring the orderly and efficient for external purposes in accordance with generally accepted
conduct of its business, including adherence to the respective accounting principles. A company's internal financial control
company’s policies, the safeguarding of its assets, the with reference to these consolidated financial statements
prevention and detection of frauds and errors, the accuracy includes those policies and procedures that (1) pertain to the
and completeness of the accounting records, and the timely maintenance of records that, in reasonable detail, accurately
preparation of reliable financial information, as required under and fairly reflect the transactions and dispositions of the
the Companies Act, 2013. 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
Auditor’s Responsibility
accounting principles, and that receipts and expenditures
Our responsibility is to express an opinion on the Holding of the company are being made only in accordance with
Company's internal financial controls with reference to these authorisations of management and directors of the company;
consolidated financial statements based on our audit. We and (3) provide reasonable assurance regarding prevention
conducted our audit in accordance with the Guidance Note on or timely detection of unauthorised acquisition, use, or
Audit of Internal Financial Controls Over Financial Reporting disposition of the company's assets that could have a material
(the “Guidance Note”) and the Standards on Auditing, specified effect on the financial statements.
under section 143(10) of the Act, to the extent applicable to
an audit of internal financial controls, both, issued by ICAI. Inherent Limitations of Internal Financial Controls
Those Standards and the Guidance Note require that we with Reference to these Consolidated Financial
comply with ethical requirements and plan and perform the Statements
audit to obtain reasonable assurance about whether adequate
internal financial controls with reference to these consolidated Because of the inherent limitations of internal financial controls
financial statements was established and maintained and if with reference to these consolidated financial statements,
such controls operated effectively in all material respects. including the possibility of collusion or improper management
override of controls, material misstatements due to error or
Our audit involves performing procedures to obtain audit fraud may occur and not be detected. Also, projections of any
evidence about the adequacy of the internal financial controls evaluation of the internal financial controls with reference

186 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

to these consolidated financial statements to future periods Other Matters

are subject to the risk that the internal financial controls with
reference to these consolidated financial statements may Our report under Section 143(3)(i) of the Act on the adequacy
become inadequate because of changes in conditions, or and operating effectiveness of the internal financial controls
that the degree of compliance with the policies or procedures with reference to these consolidated financial statements of the
may deteriorate. Holding Company, in so far as it relates to these 18 subsidiaries
and a joint venture, which are companies incorporated in
India, is based on the corresponding reports of the auditors of
Opinion such subsidiaries and joint venture incorporated in India.
In our opinion, the Group and its joint venture, which are
companies incorporated in India, have, maintained in all
material respects, adequate internal financial controls with For S.R. Batliboi & Co. LLP
reference to these consolidated financial statements and such Chartered Accountants
internal financial controls with reference to these consolidated ICAI Firm Registration Number: 301003E/E300005
financial statements were operating effectively as at March
31,2022, based on the internal control over financial reporting
criteria established by the Holding Company considering per Kamal Agarwal
the essential components of internal control stated in the Partner
Guidance Note Audit of Internal Financial Controls Over Place of Signature: Kolkata Membership Number: 058652
Financial Reporting issued by the ICAI. Date: May 13, 2022 UDIN: 22058652AIXHJG4309

187
Consolidated Balance Sheet
as at 31st March, 2022
H in crore

As at As at
Particulars Note No.
31st March, 2022 31st March, 2021

ASSETS
Non-current Assets
Property, Plant and Equipment 5 23,018.74 23,970.96
Capital work-in-progress 5A 102.48 133.56
Investment Property 6 62.87 62.87
Intangible Assets 7 134.02 163.64
Financial Assets
Investments 8 114.48 139.41
Loans 9 6.21 6.43
Others 10 218.41 101.09
Other non-current assets 11 294.47 194.13
(A) 23,951.68 24,772.09
Current Assets
Inventories 12 659.42 597.67
Financial Assets
Investments 13 345.16 168.96
Trade receivables 14 2,095.49 2,314.98
Cash and cash equivalents 15 2,152.70 839.60
Bank balances other than cash and cash equivalents 16 1,096.76 1,018.33
Loans 17 16.09 1.23
Others 18 237.49 236.09
Current tax assets (net) 16.03 3.39
Other current assets 19 532.21 417.15
(B) 7,151.35 5,597.40
Regulatory deferral account balances (C) 31 6,390.44 5,492.04
TOTAL ASSETS (A+B+C) 37,493.47 35,861.53
EQUITY AND LIABILITIES
Equity
Equity Share capital 20 133.22 133.22
Other Equity 21 10,263.21 9,739.56
Non-controlling interest 41 434.16 396.31
Total Equity (D) 10,830.59 10,269.09
Liabilities
Non-current Liabilities
Financial Liabilities
Borrowings 22 10,576.98 10,898.78
Lease Liabilities 23 188.83 203.76
Trade Payables
(a) Total outstanding dues of micro enterprises & small enterprises - -
(b) Total outstanding dues of creditors other than micro enterprises & small 63.98 64.14
enterprises
Consumers' Security Deposits 56 1,860.56 1,997.65
Others 66.58 66.95
Provisions 24 498.00 475.95
Deferred tax liabilities (net) 43 4,287.52 4,158.34
Other non-current liabilities 25 285.97 191.32
(E) 17,828.42 18,056.89
Current Liabilities
Financial Liabilities
Borrowings 26 4,161.91 3,142.71
Lease Liabilities 33.08 31.83
Trade Payables
(a) Total outstanding dues of micro enterprises & small enterprises 27 44.83 39.92
(b) Total outstanding dues of creditors other than micro enterprises & small 27 996.75 892.35
enterprises
Others 28 855.17 819.03
Other current liabilities 29 583.88 575.07
Provisions 30 62.24 91.88
Current tax liabilities (net) 62.23 69.84
(F) 6,800.09 5,662.63
Regulatory deferral account balances (G) 31 2,034.37 1,872.92
TOTAL EQUITY AND LIABILITIES (D+E+F+G) 37,493.47 35,861.53
Notes forming part of Consolidated Financial Statements 1-60

This is the Consolidated Balance Sheet referred to in our Report of even date.
For S.R. BATLIBOI & Co. LLP For and on behalf of Board of Directors
Chartered Accountants
Firm Registration Number -301003E/E300005
Chairman Sanjiv Goenka DIN: 00074796
Kamal Agarwal Managing Director -Generation Rabi Chowdhury DIN: 06601588
Partner Managing Director- Distribution Debasish Banerjee DIN: 06443204
Membership No.: 058652 Company Secretary Jagdish Patra
Kolkata, 13th May, 2022 Executive Director & CFO Rajarshi Banerjee

188 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Consolidated Statement of Profit and Loss

for the year ended 31st March, 2022
H in crore
Particulars Note No. 2021-22 2020-21

Revenue from operations 33 12,543.88 11,631.51

Other income 34 275.69 241.77
Total Income 12,819.57 11,873.28
Expenses
Cost of electrical energy purchased 3,535.24 2,778.14
Cost of fuel 35 3,259.52 3,130.16
Purchases of stock-in-trade 15.24 17.31
Employee benefits expense 36 1,080.89 1,074.21
Finance costs 37 1,129.30 1,213.31
Depreciation and amortisation expense 38 884.66 866.65
Other expenses 39 1,736.19 1,465.87
Total expenses 11,641.04 10,545.65
Profit before regulatory income/(expense) and tax 1,178.53 1,327.63
Regulatory Income / (expense) (net) 40 736.95 423.91
Profit before tax 1,915.48 1,751.54
Tax expense
Current tax 44 382.27 272.29
Deferred tax 43 129.13 116.44
Total Tax expenses 511.40 388.73
Profit for the year 1,404.08 1,362.81
Other comprehensive Income
Items that will not be reclassified to profit or loss
Remeasurement of defined benefit plan (20.34) (40.11)
Income tax on above 4.87 6.86
Gain / (loss) on fair valuation of Investments 4.95 4.54
Deferred Tax (charge) / credit on above (0.05) 0.38
Regulatory Income/(expense) - deferred tax 0.01 (0.08)
(10.56) (28.41)
Items that will be reclassified to profit or loss
Exchange difference on translation of foreign operations 0.01 (0.02)
0.01 (0.02)
Other Comprehensive income for the year (net of tax) (10.55) (28.43)
Total comprehensive income for the year 1,393.53 1,334.38
Profit attributable to
Owners of the equity 1,358.07 1,330.93
Non-controlling interest 46.01 31.88
1,404.08 1,362.81
Other Comprehensive loss attributable to
Owners of the equity (10.58) (28.33)
Non-controlling interest 0.03 (0.10)
(10.55) (28.43)
Total Comprehensive Income attributable to
Owners of the equity 1,347.49 1,302.60
Non-controlling interest 46.04 31.78
1,393.53 1,334.38
Basic & Diluted Earnings per equity share (Face value of Re 1/- per share) 45 10.25 10.04
Notes forming part of Consolidated Financial Statements 1-60

This is the Consolidated Statement of Profit and Loss referred to in our Report of even date.
For S.R. BATLIBOI & Co. LLP For and on behalf of Board of Directors
Chartered Accountants
Firm Registration Number -301003E/E300005
Chairman Sanjiv Goenka DIN: 00074796

Kamal Agarwal Managing Director -Generation Rabi Chowdhury DIN: 06601588

Partner Managing Director- Distribution Debasish Banerjee DIN: 06443204

Membership No.: 058652 Company Secretary Jagdish Patra

Kolkata, 13th May, 2022 Executive Director & CFO Rajarshi Banerjee

189
Consolidated Statement of Cash flow
for the year ended 31st March, 2022
H in crore
Particulars 2021-22 2020-21

A. Cash flow from Operating Activities

Profit before tax 1,915.48 1,751.54
Adjustments for :
Depreciation and amortisation expense 884.66 866.65
Loss on sale / disposal of property, plant and equipment (net) 6.36 0.22
Gain on sale/fair valuation of current investments (net) (12.78) (17.53)
Dividend Income (8.90) (11.30)
Allowances for doubtful debts / Advances made / Security deposits 11.26 6.00
Bad debts, advances (net), written off 33.25 56.73
Finance Costs 1,129.30 1,213.31
Interest Income (72.96) (56.35)
Share Issue Expenses - 0.24
Effect of Foreign Currency Transactions / Translation (net) 0.01 (0.02)
Other Non Operating Income (54.21) (59.10)
Operating Profit before Working Capital changes 3,831.47 3,750.39
Adjustments for change in :
Trade and other receivables (31.49) (793.92)
Net change in regulatory deferral account balances (736.95) (423.91)
Inventories (61.75) 122.50
Trade and other payables (110.47) 471.32
Cash Generated from Operations 2,890.81 3,126.38
Income Tax paid (net of refund) (391.74) (320.46)
Net cash flow from Operating Activities 2,499.07 2,805.92
B. Cash flow from Investing Activities
Purchase of Property, Plant & Equipment / Capital Work-in-Progress (778.07) (682.81)
Proceeds from sale of Property, Plant & Equipment 7.77 8.39
Sale of Subsidiary company 304.74 -
Purchase of Non-Current investments - (452.05)
Sale/(purchase) of Current Investments (net) (160.16) (135.95)
Sale of Non-Current Investments 30.00 30.00
Dividend received 8.90 11.30
Interest received 90.22 34.02
Net movement in Bank Balances (other than cash and cash equivalents) (78.43) (302.14)
Net cash used in Investing Activities (575.03) (1,489.24)
C. Cash flow from Financing Activities
Share Issue Expenses - (0.24)
Proceeds from Non-Current Borrowings * 1,830.00 2,514.88
Repayment of Non-Current Borrowings * (1,383.40) (1,598.49)
Payment of Lease Liabilities (47.09) (41.07)
Net movement in Cash Credit facilities and other current Borrowings 700.70 (855.03)
Finance Costs paid (1,108.52) (1,165.51)
Dividends paid (602.63) (594.03)
Net Cash used in Financing Activities (610.94) (1,739.49)
Net increase/(decrease) in cash and cash equivalents 1,313.10 (422.81)
Cash and Cash equivalents - Opening Balance [Refer Note 15] 839.60 1,262.41
Cash and Cash equivalents - Closing Balance [Refer Note 15] 2,152.70 839.60
* Net of H 484.36 crore (previous year : H 542.62 crore) utilized for refinancing of borrowings.

190 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Consolidated Statement of Cash flow

for the year ended 31st March, 2022
H in crore
Changes in liabilities arising from financing activities 01-Apr-21 Cash Flows Others 31-Mar-22

Current borrowings 1,566.46 700.70 (24.02) 2,243.14

Non-Current borrowings (including Current Matuirities) 12,529.34 446.60 (432.32) 12,543.62
Lease Liabilities 235.59 (47.09) 33.41 221.91
Total liabilities from financing activities 14,331.39 1,100.21 (422.93) 15,008.67

H in crore
Changes in liabilities arising from financing activities 01-Apr-20 Cash Flows Others 31-Mar-21

Current borrowings 2,421.49 (855.03) - 1,566.46

Non-Current borrowings (including Current Matuirities) 11,628.61 916.39 (15.66) 12,529.34
Lease Liabilities 310.53 (41.07) (33.87) 235.59
Total liabilities from financing activities 14,360.63 20.29 (49.53) 14,331.39

This is the Consolidated Statement of Cash flow referred to in our Report of even date.
For S.R. BATLIBOI & Co. LLP For and on behalf of Board of Directors
Chartered Accountants
Firm Registration Number -301003E/E300005
Chairman Sanjiv Goenka DIN: 00074796

Kamal Agarwal Managing Director -Generation Rabi Chowdhury DIN: 06601588

Partner Managing Director- Distribution Debasish Banerjee DIN: 06443204

Membership No.: 058652 Company Secretary Jagdish Patra

Kolkata, 13th May, 2022 Executive Director & CFO Rajarshi Banerjee

191
Consolidated Statement of Changes in Equity
for the year ended 31st March, 2022

A Equity Share Capital

H in crore

Balance at the Changes in equity

Balance at the end of
Particulars beginning of the share capital during
the reporting period
reporting period the year

Equity Shares of Re. 1/- each issued, subscribed and fully paid up
As at 31st March, 2021 133.22 - 133.22
As at 31st March, 2022 133.22 - 133.22

B Other Equity
H in crore
Reserves and Surplus * Exchange
Equity Instruments differences
Non Total
Fund for through Other on translating
Particulars Retained Capital Total Controlling Other
unforeseen Comprehensive the financial
Earnings Reserve Interest Equity
exigencies Income statements of a
foreign operation

Balance as at 1st April, 2021 10,665.42 (1,250.24) 300.93 10.64 12.81 9,739.56 396.31 10,135.87
Profit for the year 1,358.07 - - - - 1,358.07 46.01 1,404.08
Other Comprehensive Income / (15.50) - - 4.91 0.01 (10.58) 0.03 (10.55)
(expense) for the year (net of tax)
Total 12,007.99 (1,250.24) 300.93 15.55 12.82 11,087.05 442.35 11,529.40
Dividends paid (Note 20(f) ) (596.51) - - - - (596.51) (8.19) (604.70)
Transfer to/from retained earnings (18.07) - 18.07 - - - - -
Withdrawal of additional (225.30) - - - - (225.30) - (225.30)
depreciation during the year
(Refer Note 47)
Withdrawal of residual amount (2.03) - - - - (2.03) - (2.03)
added on fair valuation
consequent to sale/ disposal of
assets (Refer Note 47)
Balance as at 31st March, 2022 11,166.08 (1,250.24) 319.00 15.55 12.82 10,263.21 434.16 10,697.37

H in crore
Reserves and Surplus * Exchange
Equity Instruments differences
Non Total
Fund for through Other on translating
Particulars Retained Capital Total Controlling Other
unforeseen Comprehensive the financial
Earnings Reserve Interest Equity
exigencies Income statements of a
foreign operation

Balance as at 1st April, 2020 10,228.60 (1,250.24) 281.43 5.80 12.83 9,278.42 364.53 9,642.95
Profit for the year 1,330.93 - - - - 1,330.93 31.88 1,362.81
Other Comprehensive Income / (33.15) - - 4.84 (0.02) (28.33) (0.10) (28.43)
(expense) for the year (net of tax)
Total 11,526.38 (1,250.24) 281.43 10.64 12.81 10,581.02 396.31 10,977.33
Dividends paid (Note 20(f) ) (596.51) - - - - (596.51) - (596.51)
Transfer to/from retained earnings (19.50) - 19.50 - - - - -
Withdrawal of additional (243.57) - - - - (243.57) - (243.57)
depreciation during the year
(Refer Note 47)
Withdrawal of residual amount (1.38) - - - - (1.38) - (1.38)
added on fair valuation
consequent to sale/ disposal of
assets (Refer Note 47)
Balance as at 31st March, 2021 10,665.42 (1,250.24) 300.93 10.64 12.81 9,739.56 396.31 10,135.87
* refer note 21

This is the Consolidated Statement of Changes in Equity referred to in our Report of even date.

For S.R. BATLIBOI & Co. LLP For and on behalf of Board of Directors
Chartered Accountants
Firm Registration Number -301003E/E300005
Chairman Sanjiv Goenka DIN: 00074796
Kamal Agarwal Managing Director -Generation Rabi Chowdhury DIN: 06601588
Partner Managing Director- Distribution Debasish Banerjee DIN: 06443204
Membership No.: 058652 Company Secretary Jagdish Patra
Kolkata, 13th May, 2022 Executive Director & CFO Rajarshi Banerjee

192 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Consolidated Financial Statements

NOTE - 1 Significant accounting policies

These Consolidated financial statements have been prepared to comply in all material aspects with Indian Accounting Standards
(Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended from time to time) under Section
133 of the Companies Act, 2013 and other provisions of the Companies Act, 2013 and the regulations under the Electricity Act,
2003 to the extent applicable. A summary of important accounting policies which have been applied consistently are set out
below.

Basis of Accounting

The Consolidated financial statements have been prepared on a historical cost convention, except for the following:
a) Investments in equity and preference instruments are carried at fair value, other than investments in joint venture;
b) Certain financial assets and liabilities (including derivative instruments) are measured at fair value.

(a) Principles of consolidation and equity accounting

(i) Subsidiaries

Subsidiaries are all entities over which the Parent Company has control. The Parent Company controls an entity when
the group is exposed to, or has right to, variable returns from its involvement with the entity and has the ability to affect
those returns through its power to direct the relevant activities of the entity. Subsidiaries are fully consolidated from the
date on which control is acquired by the group. They are deconsolidated from the date that control ceases.

The group combines the financial statements of the parent and its subsidiaries line by line adding together like items of
assets, liabilities, equity, income, expenses and cash flows. Intercompany transactions, balances and unrealized gains
on transactions between group companies are eliminated. Unrealised losses are also eliminated unless the transaction
provides evidence of an impairment of the transferred asset. Accounting policies of subsidiaries have been changed
where necessary to ensure consistency with the policies adopted by the group.

Non-controlling interests in the results and equity of subsidiaries are shown separately in the consolidated statement of
profit and loss and balance sheet respectively.

(ii) Joint arrangements

Under Ind AS 111 Joint arrangements, investment in joint arrangement is classified as either joint operation or joint
venture. The classification depends on the contractual rights and obligation of each investor, rather than the legal
structure of the joint arrangement.

The Group has interest only in one joint venture.

Interest in joint venture is accounted for using equity method (see (iii) below), after initially being recognized at cost in
the consolidated balance sheet.

(iii) Equity method

Under the equity method of accounting, the investment is initially recognized at cost and adjusted thereafter to recognize
the group’s share of the post-acquisition profits or losses of the investee in profit and loss, and the group’s share of other
comprehensive income of the investee in other comprehensive income. Dividend received or receivable from joint
venture is recognized as a reduction in the carrying amount of investment.

When the group’s share of losses in an equity-accounted investment equals or exceeds its interest in the entity, including
any other long term receivables, the group does not recognise further losses, unless it has incurred obligations or made
payments on behalf of the other entity.

Unrealised gains on transactions between the group and its joint ventures is eliminated to the extent of the group’s
interest in these entities. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment
of the asset transferred. Accounting policies of equity accounted investees have been changed where necessary to
ensure consistency with the policies adopted by the group.

The carrying amount of equity accounted investments are tested for impairment in accordance with the policy described
in paragraph 1(g) below.

193
Notes forming part of Consolidated Financial Statements
(iv) Changes in ownership interests

The group treats transactions with non-controlling interests that do not result in a loss of control as transactions with
equity owners of the group. A change in ownership interest results in an adjustment between the carrying amounts of the
controlling and non-controlling interests to reflect their relative interests in the subsidiary. Any difference between the
amount of the adjustment to non-controlling interests and any consideration paid or received is recognised within equity.

When the group ceases to consolidate or equity account for an investment because of a loss of control, joint control or
significant influence, any retained interest in the entity is remeasured to its fair value with the change in carrying amount
recognised in profit or loss. This fair value becomes the initial carrying amount for the purposes of subsequently accounting for
the retained interest as a joint venture or financial asset. In addition, any amounts previously recognised in other comprehensive
income in respect of that entity are accounted for as if the group had directly disposed of the related assets or liabilities. This
may mean that amounts previously recognised in other comprehensive income are reclassified to profit or loss.

If the ownership interest in a joint venture is reduced but joint control or significant influence is retained, only a
proportionate share of the amounts previously recognised in other comprehensive income are reclassified to profit or
loss where appropriate.

(b) Use of estimates

As required under the provision of Ind AS for preparation of financial statements in conformity thereof, the management
has made judgments, estimates and assumptions that affect the application of accounting policies and the reported amount
of assets, liabilities, income and expenses and disclosures. Actual results may differ from these estimates. Estimates and
underlying assumptions are reviewed on a periodic basis. Revisions to accounting estimates are recognized in the period in
which the estimates are revised and in any future periods affected.

(c) Property, plant and equipment (PPE)

Tangible Assets and Depreciation

Tangible assets are stated either at deemed cost as considered on the date of transition to Ind AS or at cost of acquisition/
construction together with any incidental expenses related to acquisition and appropriate borrowing costs, less accumulated
depreciation and accumulated impairment loss, if any. An impairment loss is recognized where applicable, when the carrying
value of tangible assets of cash generating unit exceed its fair value or value in use, whichever is higher.

For the Parent and two of its subsidiary companies in terms of applicable Regulations under the Electricity Act, 2003,
depreciation on tangible assets other than freehold land is provided on straight line method on a prorata basis based on the
useful life specified therein, as considered by the respective applicable Regulatory Commission (Commission) in determining
the tariff for the year. Additional charge of depreciation for the year on increase in value arising from fair valuation on the date
of transition to Ind AS, is recouped from Retained Earnings. Leasehold land is amortized over the unexpired period of the lease
as appropriate. Leasehold improvement is amortized over the unexpired period of the lease.

In case of others, depreciation on property, plant and equipment is calculated on a straight-line basis using the rates arrived
at based on the useful lives estimated by the management. The management believes that these estimated useful life are
realistic and reflect fair approximation of the period over which the assets are likely to be used. These useful lives are different
in some cases than those indicated in Schedule II of the Companies Act 2013, which are disclosed below:

The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial
year end and adjusted prospectively, if appropriate.

Useful Life of Tangible Assets

Particulars Useful Life of Assets

Buildings and Structures 3-60 Years

Plant and Equipment 5-50 Years
Distribution System 25-40 Years
Meters 7-15 Years
River Tunnel 50 Years
Furniture and Fixtures 2-15 Years
Office Equipment 2-15 Years
Vehicles 5-10 Years
Railway Sidings 15-50 Years

194 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Consolidated Financial Statements

(d) Investment properties

Property that is held for long term rental yields is classified as investment property. Carrying amount as per previous GAAP
has been considered as deemed cost as on date of transition to Ind AS.

(e) Intangible Assets and Amortisation

Intangible assets comprising Computer Software, Licenses and mining rights, expected to provide future enduring economic
benefits are stated either at deemed cost as considered on date of transition to Ind AS or at cost of acquisition / implementation
/ development less accumulated amortisation. The present value of the expected cost of restoration of the coal mine is
included in its cost. An impairment loss is recognized where applicable, when the carrying value of intangible assets of cash
generating unit exceed its fair value or value in use, whichever is higher.

Cost of intangible assets are amortised over its estimated useful life based on managements’ external or internal assessment
or based on such useful life as considered by the applicable Commission. Management believes that the useful lives so
determined best represent the period over which the management expects to use these assets.

Useful Life of Intangible Assets

Particulars Useful Life of Assets

Licences 25 Years
Computer Software 3 Years
Mining Rights 20 Years

(f) Lease

Group as lessee

The Group’s lease asset classes primarily consist of leases for land, plant & equipment, buildings and offices. The Group
assesses whether a contract contains a lease, at the inception of a contract.

At the date of commencement of the lease, the Group recognizes a right of use asset (ROU) and a corresponding lease
liability for all lease arrangements, in which it is a lessee, except for leases with a term of twelve months or less (short-term
leases), non lease components (like maintenance charges, etc.) and leases of low value assets.

For these short-term leases, non lease components and lease of low value assets, the Group recognizes the lease rental
payments as an operating expense.

Certain lease arrangements includes the options to extend or terminate the lease before the end of the lease term. ROU
assets and lease liabilities includes these options when it is reasonably certain that they will be exercised.

The right-of-use assets are initially recognized at cost, which comprises the initial amount of the lease liability adjusted for any lease
payments made at or prior to the commencement date of the lease plus any initial direct costs. They are subsequently measured
at cost less accumulated depreciation and impairment losses, if any. An impairment loss is recognised where applicable, when the
carrying value of ROU assets of cash generating units exceeds it fair value or value in use, whichever is higher.

Right-of-use assets are depreciated from the commencement date on a straight-line basis over the lease term.

The lease liabilities are initially measured at the present value of the future lease payments.

Group as lessor

Leases for which the Group is a lessor is classified as a finance or operating lease. Whenever the terms of the lease transfer
substantially all the risks and rewards of ownership to the lessee, the contract is classified as a finance lease. All other leases
are classified as operating leases.

(g) Financial asset

The financial assets are classified in the following categories:

1. Financial assets measured at amortised cost,

2. Financial assets measured at fair value through profit and loss, and
3. Equity instruments

195
Notes forming part of Consolidated Financial Statements
The classification of financial assets depends on the Group’s business model for managing financial assets and the contractual
terms of the cash flow.

At initial recognition, the financial assets are measured at its fair value.

Financial assets measured at amortised cost

Assets that are held for collection of contractual cash flows and where those cash flows represent solely payments of principal
and interest are measured at amortised cost. After initial measurement, such financial assets are subsequently measured at
amortised cost using the effective interest rate method. The losses arising from impairment are recognised in the Statement
of Profit and Loss.

Financial instruments measured at fair value through profit and loss (FVTPL)

Financial instruments included within fair value through profit and loss category are measured initially as well as at each
reporting period at fair value plus transaction costs as applicable. Fair value movements are recorded in statement of profit
and loss.

Investments in mutual funds are measured at fair value through profit and loss.

Equity Instruments measured at fair value through other comprehensive income (FVTOCI)

Equity investments in scope of Ind AS 109 are measured at fair value. At initial recognition, the Group makes an irrevocable
election to present in other comprehensive income (OCI) subsequent changes in the fair value. If the Group decides to
classify an equity instrument as at fair value through other comprehensive income (FVTOCI), then all fair value changes on
the instrument, excluding dividends, are recognized in the OCI.

Impairment of financial assets

The Group assesses on a forward looking basis the expected credit losses associated with its assets carried at amortised cost.
The impairment methodology applied depends on whether there has been a significant increase in credit risk (refer note 46).

For trade receivables the simplified approach of expected lifetime losses has been used from initial recognition of the
receivables as required by Ind AS 109 Financial Instruments.

(h) Financial Liabilities

Financial liabilities are measured at amortised cost using the effective interest rate method.

(i) Derivatives

The Group uses derivative financial instruments such as forward currency contracts and interest rate swaps to hedge its
foreign currency risks and interest rate risks respectively. Such derivative financial instruments are recognised at fair value.
Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is
negative. In respect of the rate regulated entities gains or losses arising from such fair valuation of derivatives also give rise
to regulatory income or expense which is recognised through Statement of Profit and Loss and would be considered in
determining the future tariff as per the tariff regulations.

(j) Inventories

Inventories of stores and fuel are stated at the lower of cost and net realizable value. Cost is calculated on weighted average
basis and comprises expenditure incurred in the normal course of business in bringing such inventories to their location and
condition. Obsolete, slow moving and defective inventories are identified at the time of physical verification of inventories
and where necessary, adjustment is made for such items.

(k) Foreign currency translation

(i) Functional and presentation currency

These consolidated financial statements are presented in Indian Rupees (INR) which is also the functional currency of the
Group and its Indian subsidiaries whereas the functional currency of foreign subsidiary is the currency of its country of
domicile.

196 Annual Report 2021-22

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Notes forming part of Consolidated Financial Statements

(ii) Transaction and balances

Foreign currency denominated monetary assets and liabilities are translated into the relevant functional currency at
exchange rates in effect at the balance sheet date. The gains or losses resulting from such translations of monetary
items are included in net profit in the statement of profit and loss. Non-monetary assets and non-monetary liabilities
denominated in a foreign currency and measured at fair value are translated at the exchange rate prevalent at the date
when the fair value was determined. Non-monetary assets and non-monetary liabilities denominated in a foreign
currency and measured at historical cost are translated at the exchange rate prevalent at the date of transaction.

Gains or losses realized upon settlement of foreign currency transactions are included in determining net profit for the
period in which the transaction is settled. Revenue, expense and cash flow items denominated in foreign currencies are
translated into the relevant functional currencies using the exchange rate in effect on the date of the transaction.

The outstanding loans repayable in foreign currency are restated at the year-end exchange rate. In case of rate regulated
entities, Exchange gain or loss arising in respect of such restatement also gives rise to regulatory income or expense
which is recognised as refundable or recoverable, which will be taken into consideration in determining the future tariff
in respect of the amount settled duly considering as appropriate, the impact of the derivative contracts entered into for
managing risks thereunder.

(iii) Foreign Operations

The translation of financial statements of the foreign subsidiary to the presentation currency is performed for assets and
liabilities using the exchange rate in effect at the balance sheet date and for revenue, expense and cash flow items using
the average exchange rate for the respective periods. The gains or losses resulting from such translation are included in
foreign currency translation reserves under other components of equity.

When a subsidiary is disposed off in full or the parent ceases the control, the relevant amount in foreign currency
translation reserve is transferred to net profit in the statement of profit and loss. However, when a change in the parent’s
ownership does not result in loss of control of a subsidiary, such changes are recorded through equity.

Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the
foreign entity and translated at the exchange rate in effect at the balance sheet date.

(l) Cash and cash equivalents

Cash and cash equivalents in the balance sheet comprise cash at bank and cash on hand and term deposits with original
maturity of three months or less.

For the purpose of presentation in the Statement of Cash Flows, cash and cash equivalents includes cash, cheques and draft
on hand, balances with banks which are unrestricted for withdrawal/usages and highly liquid financial investments that are
readily convertible to known amount of cash which are subject to an insignificant risk of changes in value. Bank overdraft are
shown within borrowing in current liabilities in the balance sheet.

(m) Revenue from Operations

Revenue from Contracts with Customers is recognised on supply of electricity or when services are rendered to the customers
at an amount that reflects the consideration to which the Group is entitled to under applicable regulatory framework.

Revenue to be earned from sale of electricity is regulated based on parameters set out in tariff regulations issued from time
to time. Earnings from sale of electricity are net of discount for prompt payment of bills and do not include electricity duty
collected from consumers and payable to the State Government.

The Group receives contribution from consumers in accordance with the applicable Regulation that is being used to construct
or acquire items of property, plant and equipment in order to connect the consumers to the distribution network. Revenue is
recognised in respect for such contributions so received from consumers in the year they are connected to the distribution
network.

Income from meter rent is accounted for as per the approved rates.

197
Notes forming part of Consolidated Financial Statements
(n) Other Income

Income from investments and deposits etc. is accounted for on accrual basis inclusive of related tax deducted at source,
whereever applicable. Delayed Payment Surcharge, as a general practice, is determined and recognised on receipt of overdue
payment from consumers. Interest income arising from financial assets is accounted for using amortised cost method.
Dividend income is recognised when right to receive is established.

(o) Employee Benefits

The Group recognises Contributions to Provident Fund and Pension Funds on an accrual basis. Provident Fund contributions
are made to a fund administered through duly constituted approved independent trust. The interest rate payable to the
members of the trust shall not be lower than the statutory rate of interest declared by the Central Government under the
Employees’ Provident Funds and Miscellaneous Provisions Act, 1952 and deficiency, if any, is made good by the Group, impact
of which is ascertained by way of actuarial valuation as at the year end.

The Group, as per its schemes, extend employee benefits current and/or post retirement, which are accounted for on an
accrual basis and includes actuarial valuation as at the Balance Sheet date in respect of gratuity, leave encashment and certain
other retiral benefits, to the extent applicable, done by independent actuary.

Actuarial gains and losses where applicable are recognised through Other Comprehensive Income.

Compensation in respect of voluntary retirement scheme is charged off to Statement of Profit and Loss.

(p) Finance Costs

Finance Costs comprise interest expenses, applicable gain / loss on foreign currency borrowings in appropriate cases and
other borrowing costs. Such Finance Costs attributable to acquisition and / or construction of qualifying assets are capitalized
as a part of cost of such assets upto the date, where such assets are ready for their intended use. The balance Finance
Costs is charged off to Statement of Profit and Loss. Finance Costs in case of foreign currency borrowings is accounted for
as appropriate, duly considering the impact of the derivative contracts entered into for managing risks, therefore, interest
expense arising from financial liabilities is accounted for under effective interest rate method.

(q) Taxes

The current income tax charge is calculated on the basis of the tax laws enacted at the end of the reporting period in the
country where the Parent and its subsidiaries operate and generate taxable income.

Provision for deferred taxation is made using liability method on temporary difference arising between the tax bases of assets
and liabilities and their carrying amounts in the financial statements using tax rates (and laws) that have been enacted or
substantially enacted by the end of the reporting period and are expected to apply when the related Deferred Tax Asset (DTA)
is realised or the Deferred Tax Liability (DTL) is settled. Deferred Tax Assets are recognized subject to the consideration of
prudence and are periodically reviewed to reassess realization thereof. Deferred Tax Liability or Asset will give rise to actual
tax payable or recoverable at the time of reversal thereof.

The Group reviews the MAT credit entitlement at each reporting date and recognises the credit against the tax payable to the
extent that it is probable that it will be able to utilise the same against normal tax during the specified period.

Current and Deferred tax relating to items recognised outside profit or loss, that is either in other comprehensive income
(OCI) or in equity, is recognised along with the related items.

In case of the Parent and two subsidiary companies, tax on profits forms part of chargeable expenditure under the applicable
regulations, current tax liability and deferred tax liability or asset is recoverable or payable, as applicable through future
tariff. Hence, recognition of current tax liability and deferred tax asset or liability is done with corresponding recognition of
regulatory liability or asset, to the extent applicable.

Deferred tax assets include Minimum Alternate Tax (MAT) paid in accordance with the tax laws in India, which is likely to
give future economic benefits in the form of availability of set-off against future income tax liability. Accordingly, MAT is
recognized as deferred tax asset in the balance sheet when the asset can be measured reliably and it is probable that the
future economic benefit associated with the asset will be recognized and there is a reasonable certainty for such tax credit
benefit will be taken in the period(s) till which it is available.

198 Annual Report 2021-22

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Notes forming part of Consolidated Financial Statements

Deferred tax liabilities are not recognised for temporary differences between the carrying amount and tax bases of investments
in subsidiaries and interest in joint arrangements where the group is able to control the timing of the reversal of the temporary
differences and it is probable that the differences will not reverse in the foreseeable future.

(r) Provisions and contingent liabilities

Provisions are recognised when the Group has a present obligation 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.

A disclosure for contingent liabilities is made when there is a possible obligation arising from past events, 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 Group or a present obligation that arises from past events where it is either not probable that an outflow of
resources embodying economic benefits will be required to settle or a reliable estimate of the amount cannot be made.

(s) Business combination

Other than under common control

Business combinations have been accounted for using the acquisition method under the provisions of Ind AS 103, Business
Combinations.

The cost of an acquisition is measured at the fair value of the assets transferred, equity instruments issued and liabilities
incurred or assumed at the date of acquisition, which is the date on which control is transferred to the Group. The cost
of acquisition also includes the fair value of any contingent consideration. Identifiable assets acquired and liabilities and
contingent liabilities assumed in a business combination are measured initially at their fair value on the date of acquisition.

Transaction costs that the Group incurs in connection with a business combination such as legal fees, due diligence fees, and
other professional and consulting fees are expensed as incurred.

Under common control

Business combination are accounted for using the pooling of interest method as per the requirement of Ind AS 103, Business
Combination for common control transaction whereby the assets and liabilities of the combining entities / business are
reflected at their carrying value and necessary adjustments, if any, are accounted for including the effect of scheme approved
by National Company Law Tribunal, where applicable.

(t) Regulatory deferral accounts balances

The Parent and two of the subsidiary companies engaged in power business are rate regulated entities and applies Ind AS
114, Regulatory Deferral Accounts. Expenses/ income recognized as Regulatory Income/Expenses in the Statement of Profit
and Loss to the extent recoverable or payable in subsequent periods based on the Group’s understanding of the provision
of the applicable regulations framed under the Electricity Act, 2003 and/or their pronouncements/orders by the applicable
Commission, with corresponding balances shown in the Balance-sheet as Regulatory Deferral Account balances, at their
present value duly considering discounting methodology using such rates in consonance with the applicable regulations and
prudence. Regulatory Deferral Accounts balances are adjusted from the year in which these crystallise.

NOTE - 2 Summary of significant judgements and assumptions

The preparation of financial statements requires the use of accounting estimates, judgements and assumptions which, by definition,
will seldom equal the actual results. Management also needs to exercise judgement in applying the group’s accounting policies.

Estimates and judgements are continually evaluated. They are based on historical experience and other factors, including expectations
of future events that may have a financial impact on the group and that are believed to be reasonable under the circumstances.

The areas involving critical estimates or judgements are :-

Estimation of Restoration liability - Refer Note 1(e)

Impairment of Trade Receivables - Refer Note 1(g)

199
Notes forming part of Consolidated Financial Statements
Estimates used in actuarial valuation of employee benefits -Refer Note 36

Estimates of useful life of intangible assets -Refer Note 1(e)

Estimation of Regulatory Items - Note 31 and 40

Impairment assessment of Investment - Refer Note 1(g)

Estimates used in Lease liabilities -Note 48

NOTE - 3A Amendments to existing Ind AS

Amendments and interpretations as outlined below apply for the year ending 31st March 2022, but do not have an impact on the
financial statements.

a. Interest Rate Benchmark Reform – Phase 2: Amendments to Ind AS 109, Ind AS 107, Ind AS 104 and Ind AS 116

b. Ind AS 116: COVID-19 related rent concessions

c. Ind AS 103: Business combinations

d. Amendment to Ind AS 105, Ind AS 16 and Ind AS 28

The Group has not early adopted any standards or amendments that have been issued but are not yet effective.

NOTE - 3B The Ministry of Corporate Affairs (MCA) through a notification, amended Schedule III of the Companies Act, 2013
and the amendments are effective from 1 April, 2021. These amendments require certain regroupings in the Schedule III format
of Balance Sheet. The Group has given effect of such regroupings in these consolidated financial statements including figures for
the corresponding previous year wherein:

a) Current maturities of long term debts has been regrouped from “Other financial liabilities” in the Consolidated Financial
Statements for FY 2020-2021 to “Current Borrowings” in these Consolidated Financial Statements.

b) Lease Liabilities are presented separately as “Lease Liabilities” in these Consolidated Financial Statements and not grouped
under “Other financial liabilities” as presented in the Consolidated Financial Statements for FY 2020-2021.

c) Security Deposits has been regrouped from “Loans” in the Consolidated Financial Statements for FY 2020 – 2021 to “Other
financial assets” in these Consolidated Financial Statements.

200 Annual Report 2021-22

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Notes forming part of Consolidated Financial Statements

NOTE - 4 The subsidiaries and joint venture considered in the preparation of the Consolidated Financial Statements are:

Percentage of Percentage of
Sl. Country of ownership interest ownership interest
Name of Subsidiaries and Joint Venture
No. Incorporation as at 31st March, as at 31st March,
2022 2021

1 Haldia Energy Limited (HEL) India 100.00 100.00

2 Dhariwal Infrastructure Limited (DIL) India 100.00 100.00
3 Surya Vidyut Limited (SVL) # India - 100.00
4 Malegaon Power Supply Limited India 100.00 100.00
5 CESC Projects Limited * India 100.00 100.00
6 Bantal Singapore Pte Limited Singapore 100.00 100.00
7 Pachi Hydropower Projects Limited * India 100.00 100.00
8 Papu Hydropower Projects Limted * India 100.00 100.00
9 Ranchi Power Distribution Company Limted * India 100.00 100.00
10 Crescent Power Limited (CPL) India 67.83 67.83
11 Kota Electricity Distribution Limited (KEDL) India 100.00 100.00
12 Bikaner Electricity Supply Limited (BKSL) India 100.00 100.00
13 Bharatpur Electricity Services Limited (BESL) India 100.00 100.00
14 CESC Green Power Limited * India 100.00 100.00
15 Eminent Electricity Distribution Limited India 100.00 100.00
16 Noida Power Company Limited (NPCL) India 72.73 72.73
17 Jharkhand Electric Company Limited * India 100.00 100.00
18 Jarong Hydro-Electric Power Company Limited * India 100.00 100.00
19 Au Bon Pain Café India Limited India 93.10 93.10
20 Mahuagarhi Coal Company Private Limited (joint India 50.00 50.00
venture)
* Yet to commence their commercial operations
#
Subsidiary till 11.03.2022

201
202
Notes forming Part of Consolidated Financial Statements
NOTE - 5 PROPERTY, PLANT AND EQUIPMENT
H in crore
COST / DEEMED COST DEPRECIATION / AMORTISATION NET BLOCK
Less: Less:
As at Add: As at As at Add: As at As at As at
PARTICULARS Withdrawals/ Withdrawals/
1st April, Additions/ 31st March, 1st April, Additions/ 31st March, 31st March, 31st March,

Annual Report 2021-22

Adjustments Adjustments
2021 Adjustments 2022 2021 Adjustments 2022 2022 2021
@ @

Land # 3,378.58 4.85 8.39 3,375.04 136.19 22.86 0.73 158.32 3,216.72 3,242.39
Buildings and Structures * 2,209.81 32.93 2.55 2,240.19 465.53 91.74 1.11 556.16 1,684.03 1,744.28
Plant and Equipment 14,132.78 159.52 890.36 13,401.94 3,481.90 533.28 233.93 3,781.25 9,620.69 10,650.88
Distribution System 9,389.88 545.84 34.16 9,901.56 1,866.83 360.84 28.39 2,199.28 7,702.28 7,523.05
Meters and Other
Apparatus on
Consumers' Premises 569.72 58.83 15.46 613.09 182.02 49.56 10.47 221.11 391.98 387.70
River Tunnel 2.78 - - 2.78 2.76 - - 2.76 0.02 0.02
Furniture and Fixtures 81.81 2.48 0.51 83.78 29.25 4.63 0.25 33.63 50.15 52.56
Office Equipment 183.76 11.11 1.57 193.30 81.16 15.87 1.28 95.75 97.55 102.60
Vehicles 24.28 4.87 2.55 26.60 9.73 3.18 1.91 11.00 15.60 14.55
Railway Sidings 321.29 - - 321.29 68.36 13.21 - 81.57 239.72 252.93
30,294.69 820.43 955.55 30,159.57 6,323.73 1,095.17 278.07 7,140.83 23,018.74 23,970.96
Previous Year 29,755.53 673.54 134.38 30,294.69 5,250.90 1,093.57 20.74 6,323.73 23,970.96
# includes leasehold land
* includes leasehold improvements
@ includes assets of a subsidiary company disposed off during the year as explained in Note 57

Note:

1. Property, Plant & Equipment includes right of use assets recognised upon adoption of IndAS 116 (Refer Note 48)

2. The Parent is in the process of renewing the lease agreement in respect of certain leasehold land having Gross Block H 373.18 crore (31.03.2021 : H 200.75 crore) & Net Block H 266.55
crore (31.03.2021 : H 188.66 crore)

NOTE - 5A CAPITAL WORK-IN-PROGRESS

Ageing for capital work-in-progress is as follows: H in crore
Amount in capital work-in-progress for a period of
Particulars
Less than 1 year 1-2 years 2-3 years More than 3 years Total

Capital work-in-progress as at 31 March 2022 80.79 2.72 7.04 11.93 102.48

Capital work-in-progress as at 31 March 2021 94.24 18.87 7.83 12.62 133.56
 Notes forming Part of Consolidated Financial Statements
NOTE - 6 INVESTMENT PROPERTY
H in crore
COST/ DEEMED COST DEPRECIATION / AMORTISATION NET BLOCK
As at Add: Less: As at As at Add: Less: As at As at As at
PARTICULARS
1st April, Additions / Withdrawals/ 31st March, 1st April, Additions/ Withdrawals/ 31st March, 31st March, 31st March,
2021 Adjustments Adjustments 2022 2021 Adjustments Adjustments 2022 2022 2021

Land - Freehold 62.87 - - 62.87 - - - - 62.87 62.87

62.87 - - 62.87 - - - - 62.87 62.87
Previous Year 62.63 0.24 - 62.87 - - - - 62.87

a) Income earned recognised in Statement of profit and loss H 7.80 crore (31.03.2021 : H 8.71 crore).

b) Fair valuation of the above land as per rent capitalisation method (income approach) amounts to H 286 crore ( as on 31.03.2021 : H 283 crore) as per registered independent valuer
and categorised as level 2. The main inputs used in determining the fair valuation of the Investment Property are utility, marketability, self liquidity, future rentals, etc.

c) The lease term in respect of Investment property given under Operating Lease is 25 years which can be extended upon the sole discretion of the Lessor. This lease has been granted
to Quest Properties India Limited to construct, develop, operate and maintain a mall during the said lease term and the aforesaid property has been offered as security in respect of
financial assistance availed of by the said company. Incentive given by the Lessor by way of rent free period for development of the Investment Property has been spread across the
period of the contract. Future minimum lease rental receivables during next one to five years H 11.70 crore (as on 31.03.2021 : H 12 crore) in each of the years and later than five years
H 66.32 crore (as on 31.03.2021 : H 79.98 crore).

NOTE - 7 INTANGIBLE ASSETS

H in crore
Corporate Overview

COST/DEEMED COST AMORTISATION NET BLOCK

Less : Less :
As at Add: As at As at Add: As at As at As at
PARTICULARS Withdrawals/ Withdrawals/
1st April, Additions / 31st March, 1st April, Additions/ 31st March, 31st March, 31st March,
Adjustments Adjustments
2021 Adjustments 2022 2021 Adjustments 2022 2022 2021
@ @

Licences 33.87 - 33.87 - 6.90 1.28 8.18 - - 26.97

Statutory Reports

Computer Software 75.76 10.93 0.62 86.07 47.46 5.77 0.55 52.68 33.39 28.30
Mining Rights 151.88 - - 151.88 43.61 7.74 - 51.35 100.53 108.27
Other Intangibles 0.46 - - 0.46 0.36 - - 0.36 0.10 0.10
261.97 10.93 34.49 238.41 98.33 14.79 8.73 104.39 134.02 163.64
Previous Year 253.55 8.42 - 261.97 81.68 16.65 - 98.33 163.64
@ includes assets of a subsidiary company disposed off during the year as explained in Note 57

203
Financial Statements
Notes forming part of Consolidated Financial Statements
NOTE - 8 NON CURRENT - INVESTMENTS
H in crore
As at As at
March 31, 2022 March 31, 2021

a Investments carried at fair value through other comprehensive income

(FVTOCI)
(i) Investments in Equity Instruments - Quoted, fully paid up
1,21,95,122 (31.03.2021 : 1,21,95,122) Equity Shares of Resource Generation - 4.41
Limited #
3,84,608 (31.03.2021 : 3,84,608) Equity Shares of H 5 each of ICICI 23.89 14.72
Securities Limited
(ii) Investments in Equity Instruments - Unquoted, fully paid up -
13,030 (31.03.2021 : 13,030) Equity Shares of Integrated Coal Mining 20.87 20.70
Limited of H 10 each
(iii) Investments in Preference Shares - Unquoted, fully paid up -
6,68,80,000 (31.03.2021 : 9,68,80,000) Preference Shares of Integrated 66.88 96.88
Coal Mining Limited of H 10 each
b Investments in Government Securities - Unquoted, (held till Maturity) -
carried at Amortised Cost
1,35,000 (31.03.2021 : 1,35,000) 8.33% Government of India Treasury 1.35 1.35
Bonds *
c Investments carried at fair value through profit and loss (FVTPL)
(i) Investments in Mutual Funds - Quoted
1,06,866 (31.03.2021 : 1,06,866) units of UTI Balance Fund Dividend Plan * 0.35 0.31

(ii) Investments in Preference Shares - Unquoted, fully paid up

5,00,000 (31.03.2021 : 5,00,000) Preference shares of face value H 100 1.14 1.04
each issued by Spencer's Retail Limited
114.48 139.41
Investment in quoted investments:
Aggregate Book value 24.24 19.44
Aggregate Market value 24.24 19.44
Investment in unquoted investments:
Aggregate Book value 90.24 119.97
#
Fully Impaired
* Appropriated towards fund for unforeseen exigencies

NOTE - 9 NON CURRENT - LOANS

H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

Considered Good - Unsecured

a. Loans to employees 6.21 6.43
6.21 6.43

NOTE - 10 NON CURRENT - OTHER FINANCIAL ASSETS

H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

a. Lease Receivables 55.17 55.17

b. Security Deposit 163.24 45.92
218.41 101.09

204 Annual Report 2021-22

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Notes forming part of Consolidated Financial Statements

NOTE - 11 OTHER NON-CURRENT ASSETS
H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

a. Capital advances 95.32 112.16

b. Others advances 199.15 81.97
(Includes amount incurred by the Group for setting up power projects to
be transferred to the specific project on completion of the same, prepaid
expenses etc. )
294.47 194.13

NOTE - 12 INVENTORIES
H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

a. Fuel (includes goods in transit 31.03.2022 : H 82.64 crore; 31.03.2021 : H 77.55 330.15 310.47
crore)
b. Stores and Spares 326.06 284.42
c. Stock-in-trade 3.21 2.78
659.42 597.67

NOTE - 13 CURRENT INVESTMENTS

H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

Quoted
Investment in Mutual funds carried at fair value through profit and loss 345.16 168.96
Unquoted
Investments in Commercial Paper carried at amortised cost * - -
345.16 168.96
Investment in quoted investments:
Aggregate Book value 345.16 168.96
Aggregate Market value 345.16 168.96
Investment in unquoted investments:
Aggregate Book value - -
Aggregate provision for impairment in value of investments 30.00 30.00
* Fully impaired

NOTE - 14 TRADE RECEIVABLES

H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

a. Considered good - Secured 762.16 919.32

b. Considered good - Unsecured 1,333.36 1,395.69
c. Credit Impaired 144.40 106.25
2,239.92 2,421.26
Less : Allowances for bad and doubtful debts 144.43 106.28
2,095.49 2,314.98

Trade Receivables includes a sum of unbilled revenue of H 74.96 crore (31.03.2021: H 90.66 crores)

205
Notes forming part of Consolidated Financial Statements
NOTE - 14 TRADE RECEIVABLES (Contd..)
Ageing for Trade Receivables as at 31 March, 2022 is as follows:
H in crore
Outstanding for following periods from due date of
payment Gross
Particulars Not Due
Less than 6 months 1-2 2-3 More than Total
6 months -1 year years years 3 years

Trade Receivable- billed

(i) Undisputed Trade Receivables – considered 890.11 512.16 159.80 240.10 136.55 78.47 2,017.19
good
(ii) Undisputed Trade Receivables – which have - - - - - - -
significant increase in credit risk
(iii) Undisputed Trade Receivables – credit 120.61
impaired
(iv) Disputed Trade Receivables–considered good 0.13 0.17 0.01 1.22 0.64 1.20 3.37
(v) Disputed Trade Receivables – which have -
significant increase in credit risk
(vi) Disputed Trade Receivables – credit impaired 23.79
890.24 512.33 159.81 241.32 137.19 79.67 2,164.96
Less: Provision for Doubtful Debts (144.43)
Total Billed Trade Receivable 2,020.53
Add: Unbilled 74.96
Total Trade Receivable 2,095.49

Ageing for Trade Receivables as at 31 March, 2021 is as follows:

H in crore
Outstanding for following periods from due date of
payment Gross
Particulars Not Due
Less than 6 months 1-2 2-3 More than Total
6 months -1 year years years 3 years

Trade Receivable - billed

(i) Undisputed Trade Receivables – considered 1,296.36 471.64 171.56 161.18 79.27 40.61 2,220.62
good
(ii) Undisputed Trade Receivables – which have -
significant increase in credit risk
(iii) Undisputed Trade Receivables – credit 105.98
impaired
(iv) Disputed Trade Receivables–considered good 0.12 0.01 1.56 0.74 - 1.30 3.73
(v) Disputed Trade Receivables – which have -
significant increase in credit risk
(vi) Disputed Trade Receivables – credit impaired 0.27
1,296.48 471.65 173.12 161.92 79.27 41.91 2,330.60
Less: Provision for Doubtful Debts (106.28)
Total Billed Trade Receivable 2,224.32
Add: Unbilled 90.66
Total Trade Receivable 2,314.98

NOTE - 15 CASH AND CASH EQUIVALENTS H in crore

As at As at
Particulars
March 31, 2022 March 31, 2021

a. Balances with banks

- In current accounts 1,047.02 777.46
- Bank Deposits with original maturity upto 3 months 1,099.95 55.68
b. Cheques, drafts on hand 3.59 3.42
c. Cash on hand 2.14 3.04
2,152.70 839.60

206 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Consolidated Financial Statements

NOTE - 16 BANK BALANCES OTHER THAN CASH AND CASH EQUIVALENTS
H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

Unpaid Dividend Account 11.06 9.01

Escrow accounts* 111.55 111.87
Bank Deposits with original maturity more than 3 months 974.15 897.45
1,096.76 1,018.33
* As security for payment of the secured obligation in accordance with Distribution Franchisee Agreement in respect of certain subsidiaries.

a. Amount lying in deposit accounts with banks as at 31st March, 2022 includes H 299.29 crore (31.03.2021 : H 279.85 crore)
appropriated upto the previous year towards Fund for unforeseen exigencies and interest attributable thereto.

b. Bank deposits with original maturity more than 3 months include H 336.75 crore (31.03.2021 : H 303.56 crore) having original
maturity more than 12 months as on the reporting date.

NOTE - 17 LOANS
H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

Considered Good - Unsecured

a. Loans to employees 1.59 1.23
b. Loans to others 14.50 -
16.09 1.23

NOTE - 18 OTHER FINANCIAL ASSETS

H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

Unsecured, Considered Good

Receivable from Related Party 40.19 29.43
Interest accrued on Bank Deposits 25.40 43.16
Derivative financial instruments - 6.87
Receivable towards claims and services rendered 68.65 89.45
Miscellaneous advances to Bodies Corporate 46.38 42.05
Others 56.87 25.13
237.49 236.09

NOTE - 19 OTHER CURRENT ASSETS

H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

Advances for goods and services 155.89 84.90

Prepaid Expenses 11.22 21.51
Others (includes deferred rent, advance to employees etc. and also refer note 32(d)) 365.10 310.74
532.21 417.15

207
Notes forming part of Consolidated Financial Statements
NOTE - 20 EQUITY
H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

a. Authorised Share Capital

3156,00,00,000 Equity Shares of Re 1/- each fully paid up (31.03.2021 : 3,156.00 3,156.00
315,60,00,000 Equity Shares of H 10/- each fully paid up)
b. Issued Capital
138,85,70,150 Equity Shares of Re 1/- each fully paid up 138.86 138.86
(31.03.2021 : 13,88,57,015 Equity Shares of H 10/- each fully paid up)
c. Subscribed and paid up capital
132,55,70,430 Equity Shares of Re 1/- each fully paid up (31.03.2021 : 132.56 132.56
13,25,57,043 Equity Shares of H 10 each fully paid up)
d. Forfeited Shares (amount originally paid up) 0.66 0.66
133.22 133.22

e. Reconciliation of the shares outstanding at the beginning and at the end of the year

As at 31st March, 2022 As at 31st March, 2021

Particulars Amount Amount
No. of shares No. of shares
(J in crore) (H in crore)

At the beginning of the year 13,25,57,043 132.56 13,25,57,043 132.56

Add : Change during the year (Refer Note 1 below) 1,19,30,13,387 - - -
At the end of the year 1,32,55,70,430 132.56 13,25,57,043 132.56

Note :-

(1) Pursuant to the approval of the shareholders at the Forty-third Annual General Meeting 1 (one) Equity Share of face value
of H 10/- (Rupees Ten Only) fully paid-up was sub-divided into 10 (Ten) Equity Shares of Re 1/- (Rupee One Only) each
fully paid-up effective 21st September, 2021.

(2) For the period of five years immediately preceding 31st March, 2022, no shares were : - (i) allotted as fully paid up
pursuant to any contract without consideration being received in cash, (ii) allotted as fully paid up by way of bonus shares
and (iii) bought back.

f. Terms /rights attached to equity shares :

The Company has only one class of equity shares having a par value of Re. 1/- each per share fully paid up. Holders of equity
shares are entitled to one vote per share. An Interim dividend of H 4.50/- per equity share (31.03.21 : H 45/- per equity share)
has been paid during the year. In the event of liquidation of the Company, the holders of equity shares will be entitled to
receive the sale proceeds from 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 shareholders.

g. Details of shareholders holding more than 5% shares in the Company

As at 31st March, 2022 As at 31st March, 2021

Name of shareholder
No. of shares % of holding No. of shares % of holding

Rainbow Investments Limited [ refer note 54 (a) ] 58,79,66,320 44.36 5,87,96,632 44.36
HDFC Trustee Company Limited 9,58,85,809 7.23 1,19,54,406 9.00

h. Shares held by Promoters at the end of the year

As at 31st March, 2022 As at 31st March, 2021 % Change

Name of shareholder
No. of shares % of holding No. of shares % of holding During the year

Rainbow Investments Limited 58,79,66,320 44.36 5,87,96,632 44.36 0.00%

Dr. Sanjiv Goenka 13,47,940 0.10 1,34,794 0.10 0.00%

208 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Consolidated Financial Statements

NOTE - 21 OTHER EQUITY
H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

A Retained Earnings (Refer note B (i)) 11,166.08 10,665.42

Foreign Currency Translation Reserve (Refer note B (i)) 12.82 12.81
Equity Instruments through Other Comprehensive Income (Refer note B (i)) 15.55 10.64
Capital Reserve (Refer note B (ii)) (1,250.24) (1,250.24)
Fund for unforeseen exigencies (Refer note B (i)) 319.00 300.93
10,263.21 9,739.56

B Nature and purpose of other reserves

i) Fund for unforeseen exigencies has been created for dealing with unforeseen exegencies and the amount transferred
during the year will be invested as per the applicable regulations. Retained Earnings represents profit earned by the
Company, net of appropriations till date and adjustments done on transition to Ind AS. FVTOCI reserve represents
the cumulative gains and losses arising on fair valuation of equity instruments measured at fair value through other
comprehensive income. Foreign Currency Translation Reserve represents exchange difference relating to translation of
Group's foreign operation from their functional currencies to Group's presentation currency.

ii) Capital reserve had arisen consequent to a scheme of arrangement in financial year ended 31st March, 2018 and was
adjusted with retained earnings.

NOTE - 22 NON-CURRENT BORROWINGS

H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

A Secured
Non Convertible Debentures 1,360.00 920.00
Term Loans
(i) Rupee loans from banks 10,508.62 10,793.46
(ii) Rupee loans from financial institutions 675.00 697.50
(iii) Foreign Currency loans from banks - 18.38
12,543.62 12,429.34
B Unsecured
Term Loans
(i) Rupee loans from banks - 100.00
Total 12,543.62 12,529.34
Less: Current maturities of long term debt transferred to Current 1,918.77 1,576.25
Borrowings (refer note 26 )
Less: Unamortised front end fees 47.87 54.31
10,576.98 10,898.78

C Nature of Security :

1 (i) Out of the Term Loans in (A) above in respect of the Parent:

a) H 3422.98 crore (31.03.2021: H 2855.78 crore) are secured, ranking pari passu inter se, by equitable mortgage/
hypothecation of the property, plant and equipment of the Parent including its land, building and any other
constructions thereon, plant and machinery etc (refer note 5) as a first charge and as a second charge by
hypothecation of the Parent's current assets comprising stock of stores, coal (refer note 12), book debts, monies
receivable (refer note 14) and bank balances (refer note 15). However, creation of the said mortgage security in
respect of three Rupee Loans (31.03.2021: three Rupee Loans) aggregating H 900 crore (31.03.2021 - H 240.12
crore) is in process.

209
Notes forming part of Consolidated Financial Statements
NOTE - 22 NON-CURRENT BORROWINGS (Contd..)
b) H 455.40 crore (31.03.2021 : H 333.56 crore) are secured, ranking pari passu inter se, by equitable mortgage/
hypothecation of the property, plant and equipment of the parent as a first charge.

c) H 550 crore (31.03.2021 : H 600 crore) are secured, ranking pari passu inter se, by hypothecation of the movable
property, plant and equipment and current assets of the Parent as a first charge.

d) H 166 crore (31.03.2021 : H 462.50 crore) are secured, ranking pari passu inter se, by hypothecation of the
movable property, plant and equipment of the Parent as a first charge and by hypothecation of the current
assets of the Parent as a second charge.

e) H 601.66 crore (31.03.2021 : H 713.57 crore) are secured, ranking pari passu inter se, by hypothecation of the
movable property, plant and equipment of the Parent as a first charge.

f) H 500 crore (31.03.2021 : H 500 crore) are secured, ranking pari passu inter se, by hypothecation of the Parent's
current assets as a first charge and by equitable mortgage/hypothecation of the property, plant and equipment
of the Parent as a second charge.

(ii) Out of the Debentures in (A) above in respect of the Parent:

a) H 660.00 crore (31.03.2021 – H 620 crore) are secured, ranking pari passu inter se, by hypothecation of the
movable property, plant and equipment of the Parent as a first charge; and

b) H 700.00 crore (31.03.2021 : H 300 crore) are secured, ranking pari passu inter se, by equitable mortgage/
hypothecation of the property, plant and equipment of the Parent as a first charge.

2 Out of the Term Loan in (A) above, H 2978.76 crore (31.03.2021 : H 2882.72 crore) in respect of another subsidiary are
secured with first charge by way of mortgage / hypothecation of the property, plant and equipment and current assets of
the subsidiary including its land, buildings, the constructions thereon where exists, plant and machinery etc (refer note 5).

3 Out of the Term Loan in (A) above, H 2155.94 crore (31.03.2021 : H 2259.25 crore) in respect of another subsidiary are
secured, with first charge by way of mortgage / hypothecation of the property, plant and equipment and current assets
of the subsidiary including its land, buildings and the construction thereon where exists, plant and machinery etc (refer
note 5), loans amounting to H 76.88 crore (31.03.2021 : H 151.87 crore) are secured with second charge on all assets of
the subsidiary and loan of H 95.67 crore (31.03.2021 : H 133.33 crore) are secured with subservient charge on all current
and movable property, plant and equipment of the subsidiary.

4 Out of the Term Loan in (A) above, H nil (31.03.2021 : H 474.65 crore) in respect of another subsidiary above are secured
/ to be secured by an exclusive charge by way of mortgage/hypothecation of the property, plant and equipment of the
subsidiary including its land, building, construction thereon where exist, plant & machinery etc. (refer note 5) and by way
of hypothecation of current assets of the subsidiary, with respect to the project for which the loan was availed.

5 Out of the Term Loan in (A) above, H 49.08 crore (31.03.2021 : H 55.86 crore) in respect of another subsidiary, are secured
by an exclusive charge by way of mortgage/hypothecation of the property, plant and equipment of the subsidiary
including its land, building, constructions thereon where exist, plant and machinery etc.(refer note 5) and by way of
hypothecation of current assets of the subsidiary including book debts, receivables,(refer note 14) projects related
accounts, revenue of whatsoever nature and wherever arising (present and future) with respect to the 15MW Solar Power
project at Ramanathpuram, Tamilnadu.

6 Out of the Term Loan in (A) above, H 91.25 crore (31.03.2021 : H 71.25 crore) in respect of another subsidiary are secured by
first charge by way of mortgage/hypothecation on pari passu basis over property, plant and equipment of the subsidiary,
both present and future (excluding those charged to JVVNL).

7 Out of the Term Loan in (A) above, H 10.00 crore (31.03.2021 : H 15 crore) in respect of another subsidiary are secured by
first charge by way of mortgage/hypothecation on pari passu basis over property, plant and equipment of the subsidiary,
both present and future (excluding those charged to JdVVNL).

8 Out of the Term Loan in (A) above, H 30.00 crore (31.03.2021 : nil) in respect of another subsidiary are secured by first
charge by way of mortgage/hypothecation on pari passu basis over property, plant and equipment of the subsidiary, both
present and future (excluding those charged to MSEDCL).

210 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Consolidated Financial Statements

NOTE - 22 NON-CURRENT BORROWINGS (Contd..)
D In respect of the Parent, Term loans of H 300 crores were raised towards the end of the year (March 2022) out of which H 125
crores have not been utilized by the end of the year and is lying in cash and cash equivalents as on March 31, 2022.

E Major terms of repayment of Non Current Borrowings :

H in crore
Rupee Term
Rupee Term Non Foreign
Maturity profile of Non Current Borrowings Loan from Current
Loan from Convertible Currency Total
outstanding as at 31st March, 2022 Financial Maturities
Banks Debentures Loans
Institutions

Borrowings with maturity of upto one year 303.57 - - - 303.57 303.57

Borrowings with maturity between 1 and 3 1,443.82 - 660.00 - 2,103.82 697.99
years
Borrowings with maturity between 3 and 5 1,943.35 - 700.00 - 2,643.35 347.81
years
Borrowings with maturity between 5 and 10 4,836.94 - - - 4,836.94 464.60
years
Borrowings with maturity beyond 10 years 1,980.94 675.00 - - 2,655.94 104.80
Total 10,508.62 675.00 1,360.00 - 12,543.62 1,918.77

Interest rates on Rupee Term Loans from Banks and Financial Institutions are based on spread over respective lenders'
benchmark rate. Interest rate on Debentures are fixed or based on spread over T-Bill rate.

All of the above are repayable in periodic instalments over the maturity period of the respective loans. Debentures aggregating
to H 1360 crore are due for maturity on 30-Sep-26 - H 50 crore; 30-Jun-26 - H 50 crore; 30-Mar-26 - H 50 crore; 30-Dec-25
- H 50 crore; 30-Sep-25 - H 50 crore; 30-Jun-25 - H 50 crore; 21-May-25 - H 37.50 crore; 30-Mar-25 - H 50 crore; 21-Feb-25
- H 37.50 crore; 30-Dec-24 - H 50 crore; 24-Dec-24 - H 100 crore; 21-Nov-24 - H 37.50 crore; 13-Oct-24 - H 100.00 crore;
21-Aug-24 - H 37.50 crore; 21-May-24 - H 37.50 crore; 21-Feb-24 - H 37.50 crore; 02-Feb-24 - H 55.00 crore; 07-Dec-23 -
H 200.00 crore; 21-Nov-23 - H 37.50 crore; 13-Oct-23 - H 100.00 crore; 21-Aug-23 - H 37.50 crore; 10-Feb-23 - H 55.00 crore
and 13-Oct-22 - H 50.00 crore
H in crore
Rupee Term
Rupee Term Non Foreign
Maturity profile of Non Current Borrowings Loan from Current
Loan from Convertible Currency Total
outstanding as at 31st March, 2021 Financial Maturities
Banks Debentures Loans
Institutions

Borrowings with maturity of upto one year 152.86 - - 18.38 171.24 171.23
Borrowings with maturity between 1 and 3 1,480.36 - 370.00 - 1,850.36 593.67
years
Borrowings with maturity between 3 and 5 2,070.78 - 550.00 - 2,620.78 216.71
years
Borrowings with maturity between 5 and 10 2,948.33 - - - 2,948.33 386.65
years
Borrowings with maturity beyond 10 years 4,241.13 697.50 - - 4,938.63 207.99
Total 10,893.46 697.50 920.00 18.38 12,529.34 1,576.25

Interest rates on Rupee Term Loans from Banks and Financial Institutions are based on spread over respective lenders'
benchmark rate and that of on Foreign Currency Loan is based on spread over LIBOR. Interest rate on Debentures are fixed
or based on spread over T-Bill rate.

All of the above are repayable in periodic instalments over the maturity period of the respective loans. Debentures aggregating
to H 920 crore are due for maturity on 21-May-25 - H 37.50 crore; 21-Feb-25 - H 37.50 crore; 21-Nov-24 - H 37.50 crore;
13-Oct-24 - H 100.00 crore; 21-Aug-24 - H 37.50 crore; 21-May-24 - H 37.50 crore; 21-Feb-24 - H 37.50 crore; 02-Feb-24 -
H 55.00 crore; 07-Dec-23 - H 200.00 crore; 21-Nov-23 - H 37.50 crore; 13-Oct-23 - H 100.00 crore; 21-Aug-23 - H 37.50 crore;
10-Feb-23 - H 55.00 crore; 13-Oct-22 - H 50.00 crore and 18-Feb-22 - H 60.00 crore.

211
Notes forming part of Consolidated Financial Statements
NOTE - 23 NON CURRENT- LEASE LIABILITIES
H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

Lease liabilities 188.83 203.76

(Refer Note 48 for details)
188.83 203.76

NOTE - 24 NON CURRENT- PROVISIONS

H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

a. Provision for employee benefits 456.82 437.48

b. Restoration liabilities 41.18 38.47
498.00 475.95
Reconciliation of movement in Restoration liabilities
Opening balance 38.47 35.76
Add : Accrual for the year 2.71 2.71
Closing balance 41.18 38.47

The Group has recognised present value of restoration liabilty of mine land at Sarisatolli Coal Mine based on applicable Guidelines
on Mine Closure Plan included in the cost of Mining Rights.

NOTE - 25 OTHER NON CURRENT LIABILITIES

H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

Advance received from consumers 147.14 69.35

Others 138.83 121.97
285.97 191.32

NOTE - 26 CURRENT- BORROWINGS

H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

A Secured
Loans repayable on demand from banks 1,328.14 1,201.46
Current Maturities of Long term Borrowing (refer note 22) 1,918.77 1,576.25
B Unsecured
Loans repayable on demand
(i) Short term loan from banks 215.00 215.00
(ii) Commercial Paper 700.00 150.00
4,161.91 3,142.71

C Nature of Security

1 The loans repayable on demand from banks in respect of the Parent amounting to H 614.36 crore (31.03.2021: H 763.89
crore) in (A) above are secured, ranking pari passu inter se, by hypothecation of the Parent's current assets comprising
stock of stores, coal (refer note 12), book debts, monies receivable (refer note 14) and bank balances (refer note 15) as a
first charge and as a second charge by equitable mortgage/ hypothecation of the property, plant and equipment of the
Parent including its land, buildings and other constructions thereon where exists, plant and machinery etc (refer note 5).

212 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Consolidated Financial Statements

NOTE - 26 CURRENT- BORROWINGS (Contd..)
2 The loans repayable on demand from banks in respect of one of the subsidiary amounting to H 248.34 crore (31.03.2021
: H 20.00 crore) in (A) above, is secured with first charge by way of mortgage/hypothecation of the property, plant
and equipment and current assets including its land and buildings, the construction thereon where exists, plant and
machinery etc (refer note 5) of the subsidiary.

3 The loans repayable on demand from banks in respect of one of the subsidiary amounting to Nil (31.03.2021 : H 17.41
crore) in (A) above, was secured by pari passu charge on movable and immovable property, plant and equipment (refer
note 5) current assets and escrow account pertaining of 40 MW AFBC Thermal Power project of the subsidiary.

4 The loans repayable on demand from banks in respect of one of the subsidiary amounting to H 235.00 crore (31.03.2021
: H 235.00 crore) in (A) above, is secured with first charge by way of mortgage / hypothecation of property, plant and
equipment and current assets including its land, building, the construction thereon where exists, plant and machinery etc
(refer note 5) of the subsidiary.

5 The loans repayable on demand from banks in respect of certain subsidiaries amounting to H 208.28 crore (31.03.2021:
H 157.18 crore) in (A) above, is secured ranking pari passu inter se, by hypothecation of respective subsidiary's current
assets as a second charge.

6 The loans repayable on demand from banks in respect of one of the subsidiary amounting to Nil (31.03.2021: H 7.98
crore) in (A) above, is secured by a second ranking charge by way of hypothecation of the movable property, plant and
equipment, receivables and current assets of the 26MW and 20MW wind power projects of the subsidiary.

7 The loans repayable on demand from banks in respect of one of the subsidiary amounting to H 22.16 crore (31.03.2021 :
H Nil) in (A) above, is secured raking pari passu inter se, by hypothecation of the subsidiary’s current assets, as a second
charge

NOTE - 27 TRADE PAYABLES - CURRENT

H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

a. Total outstanding dues of micro enterprises & small enterprises 44.83 39.92
b. Total outstanding dues of creditors other than micro enterprises & small 996.75 892.35
enterprises
1,041.58 932.27

Ageing for trade payables (current) outstanding as at 31 March 2022 is as follows:

H in crore

Outstanding for following periods from due date of

payment
Particulars Gross Total
Less than More than
1-2 years 2-3 years
1 year 3 years

MSME 44.83 - - - 44.83

Others 594.41 200.18 28.86 173.30 996.75
Disputed dues – MSME - - - - -
Disputed dues - Others - - - - -
Total trade payable 639.24 200.18 28.86 173.30 1,041.58

213
Notes forming part of Consolidated Financial Statements
NOTE - 27 TRADE PAYABLES - CURRENT (Contd..)
Ageing for trade payables (current) outstanding as at 31 March 2021 is as follows:
H in crore

Outstanding for following periods from due date of

payment
Particulars Gross Total
Less than More than
1-2 years 2-3 years
1 year 3 years

MSME 39.90 - 0.02 - 39.92

Others 599.77 144.85 29.01 118.72 892.35
Disputed dues – MSME - - - - -
Disputed dues - Others - - - - -
Total trade payable 639.67 144.85 29.03 118.72 932.27

NOTE - 28 OTHER FINANCIAL LIABILITIES

H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

a. Interest accrued but not due 57.84 44.60

b. Unclaimed dividends 11.06 9.01
c. Others (refer note d) 786.27 765.42
855.17 819.03

d. Others include current portion of consumer security deposit (including accrued interest thereon) H 217.29 crore (31.03.2021:
H 218.86 crore), employee related liabilities H 118.26 crores (31.03.2021: H 120.59 crore), etc.

NOTE - 29 OTHER CURRENT LIABILITIES

H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

a. Liabilities towards stautory taxes, duties, etc. 305.42 294.42

b. Advances received from consumers 41.90 25.79
c. Receipt from consumers for jobs 212.15 232.50
d. Others 24.41 22.36
583.88 575.07

NOTE - 30 CURRENT PROVISIONS

H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

a Provision for employee benefits 62.02 91.66

b Others 0.22 0.22
62.24 91.88

NOTE - 31 REGULATORY DEFERRAL ACCOUNT BALANCES

H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

REGULATORY DEFERRAL ACCOUNT BALANCES -CREDIT BALANCES 2,034.37 1,872.92

REGULATORY DEFERRAL ACCOUNT BALANCES -DEBIT BALANCES 6,390.44 5,492.04

(Refer Note 40 for details)

214 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Consolidated Financial Statements

NOTE - 32 CONTINGENT LIABILITIES AND COMMITMENTS

a. The appeals filed under the Electricity Act, 2003 in the Hon’ble Appellate Tribunal for Electricity (APTEL) in respect of power
purchase arrangement in respect of one of its subsidiaries and the related tariff determined by the applicable regulatory
commission are pending before the APTEL and the impact thereof on the consolidated financial statements is not ascertainable
at this stage.

b. Other matters for which the Group is contingently liable:

H in crore
As at As at
Particulars
March 31, 2022 March 31, 2021

- Pending Court Cases 0.05 0.05

- Bank Guarantees 513.87 449.76
- Standby Letters of credit 412.16 380.00

c. Commitments of the Group on account of estimated amount of contracts remaining to be executed on capital account not
provided for amount to H 113.82 crore (31.03.2021: H 103.93 crore).

d. The Ministry of Coal had encashed the bank guarantee of the Parent amounting to H 66.15 crore in April 2018, in terms of its
letter dated 25.04.2018, alleging non-compliance with the mining plan for the years 2015-16 and 2016-17 as per the Coal
Mine Development and Production Agreement (CMDPA). Further, in terms of the above letter, the Ministry had directed the
Parent to top-up the bank guarantee with the aforesaid encashed amount. The Hon’ble High Court of Delhi while disposing
the petition filed by the Parent against the Ministry’s letter dated 25.04.2018, stayed the operation of this letter and further
directed the Parent to approach the Tribunal. The Parent has accordingly filed a petition before the Special Tribunal at Godda,
Jharkhand challenging the letter dated 25.04.2018 and further seeking refund of the encashed amount. Based on a legal
opinion, the Parent expects a favourable outcome in the matter, and no provision has been considered necessary in the
books of account.

e. Commitments relating to leasing arrangement , refer note 48.

f. (i) The Parent had received a Show Cause cum demand notice for Service Tax on Additional Premium together with other
charges being paid for coal mining to Government of India as per the terms of allocation of the Sarisatoli Coal mine. The
case is pending before The Commissioner Central Tax & Central Excise, Kolkata North Commissionerate. The amount of
disputed Service Tax demand is H 14.71 crores. Based on legal opinion obtained, the Parent expects a favourable outcome
in the matter, and no provision has been considered necessary in the books of accounts.

(ii) The Parent had received an order u/s 143(3) of Income Tax Act, 1961, for Assessment Year 2018-19 during the year
involving certain disallowances leading to an outstanding demand of H 12.74 crore which has been disputed by the Parent
at appropriate forum. Based on legal opinion obtained, the Parent expects a favourable outcome in the matter, and no
provision has been considered necessary in the books of accounts.

NOTE - 33 REVENUE FROM OPERATIONS

H in crore
Particulars 2021-22 2020-21

a Earnings from sale of electricity 12,215.10 11,351.77

b Other Operating Revenue
Meter Rent 53.34 53.50
Contribution from Consumers 206.98 144.47
Earnings from sale of traded goods 18.05 20.63
Others 50.41 61.14
12,543.88 11,631.51

c Earnings from sale of electricity in respect of the parent and applicable subsidiaries are determined in accordance with the
relevant orders of the Commission, to the extent applicable. The said earnings are also net of discount for prompt payment of
bills allowed to consumers on a net basis from month to month amounting to H 125.65 crore ( previous year : H 115.37 crore).

215
Notes forming part of Consolidated Financial Statements
NOTE - 34 OTHER INCOME
H in crore
Particulars 2021-22 2020-21

a Interest Income 72.96 56.35

b Dividend Income 8.90 11.30
c Gain on sale/fair valuation of current investments (net) 12.78 17.53
d Liabilities Written Back 57.22 52.00
e Other Non-operating Income * 123.83 104.59
275.69 241.77
* includes Delayed payment surcharge, Usance fee, etc

NOTE - 35 COST OF FUEL

a) Cost of Fuel includes freight H 969.05 crore (previous year : H 901.11 crore)

b) Consumption of fuel:
H in crore
Particulars 2021-22 2020-21

(a) Consumption of coal 3246.02 3120.35

(Includes Biomass H0.06 crore; previous year Nil)
(b) Consumption of oil 13.50 9.81
(c) Total (a+b) 3,259.52 3130.16

NOTE - 36 EMPLOYEE BENEFITS EXPENSE

H in crore
Particulars 2021-22 2020-21

a. Salaries, wages and bonus 1,050.87 1,048.87

b. Contribution to provident and other funds 100.68 130.42
c. Employees' welfare expenses 64.58 54.61
1,216.13 1,233.90
Less : Transfer to PPE/ CWIP etc. 114.90 119.58
1,101.23 1,114.32
Less Transfer to Other Comprehensive Income * 20.34 40.11
1,080.89 1,074.21
*As per Ind AS 19, Actuarial gain or loss on post retirement defined benefit plan has been recognised in Other Comprehensive Income.

(i) Defined Contribution Plans

The Group makes contribution for Provident Fund towards defined contribution retirement benefit plan for eligible employees.
Under the plan, the group is required to contribute a specific percentage of the employees' salaries to fund the benefit. In
case of Parent Company, the fund is maintained with an exempted trust fund and is governed by the Board of Trustees,
whereas in case of subsidiary companies the provident fund contributions are made to the Employees’ Provident Fund
Organisation, Government of India, where applicable. The Parent also contributes for family pension schemes (including for
superannuation) and shortfall in earning of the trust compared to the statutory rate, if any, is duly met. During the year, based
on applicable rates, the group has contributed and charged H 73.35 crore (previous year: H 71.24 crore) on this count in the
Statement of Profit and Loss.

The Group also sponsors the Gratuity plan, which is governed by the Payment of Gratuity Act, 1972. The parent and two of its
subsidiary companies make annual contribution to independent trust, who in turn, invests in the Employees Group Gratuity
Scheme of eligible funds for qualifying employees.

Liabilities at the year end for gratuity, leave encashment and other retiral benefits including post-retirement medical benefits
have been determined on the basis of actuarial valuation carried out by an independent actuary.

216 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Consolidated Financial Statements

NOTE - 36 EMPLOYEE BENEFITS EXPENSE(Contd..)
(ii) The amounts recognised in the balance sheet and the movements in the total defined benefit obligation over the year are
as follows:
H in crore
2021-22 2020-21
Present Fair value Present Fair value
Gratuity (Funded) Total Total
value of of plan value of of plan
amount amount
obligation assets obligation assets

Opening Balance * 494.95 (436.93) 58.02 464.03 (425.97) 38.06

Current service cost 22.79 - 22.79 24.02 - 24.02
Interest expense/(income) 30.40 (28.27) 2.13 27.62 (26.53) 1.09
Past service cost 0.37 - 0.37 5.77 - 5.77
Total amount recognised in profit and loss 53.56 (28.27) 25.29 57.41 (26.53) 30.88
Remeasurements
Return on plan assets, excluding amounts - (2.51) (2.51) - (9.80) (9.80)
included in interest expense/(income)
(Gain)/loss from change in demographic - - - - - -
assumptions
(Gain)/loss from change in financial (10.14) - (10.14) (1.77) - (1.77)
assumptions
Experience (gains)/losses 17.02 0.00 17.02 45.17 0.01 45.18
Total amount recognised in other 6.88 (2.51) 4.37 43.40 (9.79) 33.61
comprehensive income
Employer contributions - (57.34) (57.34) - (34.04) (34.04)
Benefit payments (52.94) 51.18 (1.76) (69.89) 67.87 (2.02)
Closing Balance 502.45 (473.88) 28.58 494.95 (428.46) 66.49
* Gratuity liability of HEL has become funded in this year. Hence opening value of plan assets has been recasted

H in crore
2021-22 2020-21
Present value of Present value of
Leave Obligation (Unfunded)
obligation obligation

Opening Balance 204.09 191.32

Current service cost 11.98 12.87
Interest expense/(income) 12.85 12.45
Past service cost 0.27 0.04
Remeasurements
Return on plan assets, excluding amounts included in interest expense/ - -
(income)
(Gain)/loss from change in demographic assumptions - -
(Gain)/loss from change in financial assumptions (4.98) (0.79)
Experience (gains)/losses (13.55) 10.72
Total amount recognised in profit and loss 6.57 35.29
Employer contributions - -
Benefit payments (16.13) (22.52)
Closing Balance 194.53 204.09

217
Notes forming part of Consolidated Financial Statements
NOTE - 36 EMPLOYEE BENEFITS EXPENSE(Contd..)
H in crore
Post retirement medical
Pension
Particulars benefit (PRMB)
2021-22 2020-21 2021-22 2020-21

Opening Balance 140.21 132.09 118.35 96.16

Current service cost 4.12 3.50 0.83 0.64
Interest expense/(income) 8.96 8.39 7.75 6.25
Past Service Cost 5.48 - 8.86 17.98
Total amount recognised in profit or loss 18.56 11.89 17.44 24.87
Remeasurements
(Gain)/loss from change in demographic assumptions - - - -
(Gain)/loss from change in financial assumptions (6.86) (0.87) (6.68) (0.49)
Experience (gains)/losses 22.00 3.26 7.51 4.60
Total amount recognised in other comprehensive income 15.14 2.39 0.83 4.11
Employer contributions - -
Benefit payments (7.58) (6.16) (7.21) (6.79)
Closing Balance 166.33 140.21 129.41 118.35

(iii) The expected maturity analysis of undiscounted gratuity, leave, post-employment medical benefits & pension is as follows:

H in crore
Between 2-5 Between More than 10
1st year Total
years 6-10 years years

31-Mar-22
Gratuity 74.49 216.89 213.84 294.24 799.46
Leave obligation 22.31 75.38 80.84 193.96 372.49
Post-employment medical benefits 9.80 54.56 93.70 427.91 585.97
Pension 8.06 39.97 63.68 145.18 256.89
Total 114.66 386.80 452.06 1,061.29 2,014.81
31-Mar-21
Gratuity 68.05 217.10 218.53 297.93 801.61
Leave obligation 21.68 75.12 87.52 204.77 389.09
Post-employment medical benefits 8.51 46.89 81.86 315.29 452.55
Pension 8.01 39.96 58.09 123.68 229.74
Total 106.25 379.07 446.00 941.67 1,872.99

218 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Consolidated Financial Statements

NOTE - 36 EMPLOYEE BENEFITS EXPENSE(Contd..)
(iv) Sensitivity Analysis
H in crore
Post-employment
Gratuity Leave Obligation medical benefits Pension
Particulars (PRMB)
31-Mar- 31-Mar- 31-Mar- 31-Mar- 31-Mar- 31-Mar- 31-Mar- 31-Mar-
22 21 22 21 22 21 22 21

DBO at 31st March with discount 462.12 454.64 180.89 189.74 148.37 124.87 108.24 109.24
rate +1%
Corresponding service cost 19.82 20.11 19.75 10.81 5.34 2.57 0.60 0.56
DBO at 31st March with discount 520.36 515.40 210.24 222.29 188.63 159.70 127.53 128.84
rate -1%
Corresponding service cost 23.10 23.58 24.04 13.34 9.13 4.12 0.79 0.73
DBO at 31st March with +1% salary/ 515.63 511.46 213.58 226.12 176.36 149.27
benefit escalation
Corresponding service cost 22.89 23.38 24.61 13.68 7.98 3.66
DBO at 31st March with -1% salary/ 462.95 454.23 178.22 186.69 157.19 132.34
benefit escalation
Corresponding service cost 19.83 20.07 19.33 10.53 6.48 3.00
DBO at 31st March with +50% 489.93 483.52 194.66 204.92 165.41 139.58
withdrawal rate
Corresponding service cost 21.37 21.74 21.73 11.97 7.01 3.23
DBO at 31st March with -50% 489.23 482.97 194.43 204.77 167.24 141.23
withdrawal rate
Corresponding service cost 21.31 21.70 21.69 11.95 7.30 3.36
DBO at 31st March with +10% 489.62 483.24 194.58 204.87 163.27 137.92 113.45 114.44
mortality rate
Corresponding service cost 21.35 21.73 21.72 11.96 6.98 3.21 0.67 0.62
DBO at 31st March with -10% 489.57 483.28 194.50 204.83 169.60 143.04 121.35 122.65
mortality rate
Corresponding service cost 21.33 21.71 21.71 11.96 7.34 3.38 0.70 0.65

The above sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In
practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity
of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit
obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when
calculating the defined benefit liability recognised in the balance sheet.

The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period

(v) Major categories of total plan assets as per the Gratuity Trust Fund

H in crore
Gratuity 31-Mar-2022 31-Mar-2021

Cash and cash equivalent 451.42 426.05

Unquoted market price 451.42 426.05

219
Notes forming part of Consolidated Financial Statements
NOTE - 36 EMPLOYEE BENEFITS EXPENSE(Contd..)

(vi) Actuarial assumptions

31-Mar-22
Particulars Gratuity Leave obligation Medical Pension

Discount rate current year (%) 4.5-7.35% 6.45-7.35% 6.45-7.25% 6.90%

Mortality rate Indian Assured Indian Assured Indian Assured Indian Assured
Lives Mortality Lives Mortality Lives Mortality Lives Mortality
(2012-14) Ult. (2012-14) Ult. (2012-14) Ult. (2012-14) Ult.
(IALM 2012-14) (IALM 2012-14) (IALM 2012-14) (IALM 2012-14)

31-Mar-21
Particulars Gratuity Leave obligation Medical Pension

Discount rate current year (%) 4.5-6.95% 4.5-6.95% 6.55% 6.55%

Mortality rate Indian Assured Indian Assured Indian Assured Indian Assured
Lives Mortality Lives Mortality Lives Mortality Lives Mortality
(2012-14) Ult. (2012-14) Ult. (2012-14) Ult. (2012-14) Ult.
(IALM 2012-14) (IALM 2012-14) (IALM 2012-14) (IALM 2012-14)

Expected Remaining Life 2021-22 2020-21

Employees Gratuity Fund 6.61 6.77

Executive Gratuity Fund 5.92-26.25 2.07-20.52
Leave Encashment 8.45-22.76 2.51-20.52
PRMB - Non Cov 16.66 14.63
PRMB - Cov 14.01 14.28
Pension 18.23 18.18

Expected contributions to be paid in next year for gratuity fund H 44.10 crore

Expected contributions to be paid for next year for leave obligation, medical & pension is nil

(vii) Plan assets consist of funds maintained with LICI, ICICI prudential, Birla Sun Life and HDFC Standard Life.

2021-22 2020-21

Actual return on plan assets (H crore) 30.77 36.33

220 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Consolidated Financial Statements

NOTE - 36 EMPLOYEE BENEFITS EXPENSE(Contd..)
(viii) Risk exposure

The Plans in India typically expose the Group to some risks, the most significant of which are detailed below:

Discount Rate Risk: Decrease in discount rate will increase the value of the liability. However, this will partially offset by the
increase in the value of plan assets.

Future Salary Increase Risk: In case of gratuity & leave the scheme cost is very sensitive to the assumed future salary
escalation rates for all final salary defined benefit Schemes. If actual future salary escalations are higher than that assumed in
the valuation actual Scheme cost and hence the value of the liability will be higher than that estimated. But PRMB & pension
are not dependant on future salary levels.

Demographic Risk: In the valuation of the liability certain demographic (mortality and attrition rates) assumptions are made.
The Company is exposed to this risk to the extent of actual experience eventually being worse compared to the assumptions
thereby causing an increase in the scheme cost.

Regulatory Risk: New Act/Regulations may come up in future which could increase the liability significantly in case of Leave
obligation, PRMB & Pension. Gratuity Benefit must comply with the requirements of the Payment of Gratuity Act, 1972 (as
amended up-to-date).Also in case of interest rate guarantee Exempt Provident Fund must comply with the requirements of
the Employees Provident Funds and Miscellaneous Provisions Act, 1952 as amended up-to-date.

NOTE - 37 FINANCE COSTS

H in crore
Particulars 2021-22 2020-21

a Interest expense 1,059.78 1,154.33

b Other Borrowing Costs 69.52 58.98
1,129.30 1,213.31

NOTE - 38 DEPRECIATION AND AMORTISATION EXPENSE

H in crore
Particulars 2021-22 2020-21

Depreciation/ amortisation of property, plant & equipment 1,095.17 1,093.57

Amortisation of intangible assets 14.79 16.65
1,109.96 1,110.22
Less : Recoupment from Retained Earnings (refer Note 47) 225.30 243.57
884.66 866.65

221
Notes forming part of Consolidated Financial Statements
NOTE - 39 OTHER EXPENSES
H in crore
Particulars 2021-22 2020-21

a Power and Fuel 2.82 3.14

b Consumption of stores and spares 121.18 106.69
c Repairs
Building 19.14 18.81
Plant and Machinery 219.72 207.25
Distribution System 176.98 161.86
Others 22.34 20.33
438.18 408.25
d Insurance 43.02 40.69
e Rent 14.40 13.97
f Rates and taxes 10.88 11.67
g Bad debts / Advances made
Bad debts / Advances written off during the year 41.48 56.73
Less: Adjustment for Provision for Bad Debts made in earlier years (8.23) (36.58)
33.25 20.15
h Loss on sale / disposal of Property, Plant & Equipment (net) 6.36 0.58
i Provision for Bad Debts 11.26 42.58
j Interest on Consumers' Security Deposits 118.63 126.74
k Foreign Exchange Restatement loss / (gain) (7.13) (15.66)
l Corporate social responsibility activities 37.04 32.47
m Mark to Market loss / (gain) on derivatives 6.87 15.64
n Cost of IT Outsourced Services 119.42 95.82
o Miscellaneous expenses 780.01 563.14
1,736.19 1,465.87

NOTE - 40 REGULATORY INCOME

Regulatory Income / (Expenses) arise to the Parent and two subsidiaries pursuant to the regulatory provisions applicable to
them under the provisions of the Electricity Act, 2003 and regulations framed thereunder and disposals made by applicable
Commissions on the various petitions / applications, in terms of the said regulations, at different timeframe including the
tariff and APR orders for the years notified till date. The effect of adjustments - income/(expenses), relating to (a) advance
against depreciation, (b) cost of electrical energy purchased, fuel related costs and those having bearing on revenue account
(c) Deferred Taxation estimate, as appropriate and (d) effect of exchange fluctuation including MTM gain, based on the
understanding of the applicable regulatory provisions and applicable orders of the competent authorities, amounting to
H (38.83 crore) [Previous year H (77.17 crore)], H 650.51 crore (Previous year H 384.89 crore), H 125.53 crore (Previous year H
116.21 crore) and H (0.26 crore) [Previous year H (0.02 crore)] respectively have been shown as Regulatory Income/(Expenses)
with corresponding sums, reflected in Balance-sheet as Regulatory Deferral Account Balances (Refer Note 31).

Regulatory deferral account debit balance comprise the effect of (a) Deferred tax, (b) exchange fluctuation and (c) cost
of fuel and purchase of power and other adujstments having bearing on revenue account amounting to H 4,243.22 crore
( 31.03.2021 : H 4,117.68 crore) , Nil ( 31.03.2021 : H 7.13 crore ) and H 2,147.22 crore ( 31.03.2021 : H 1,367.23 crore) respectively
and that relating to credit balance comprise the effect of (a) advance against depreciation, (b) MTM Gain and (c) cost
adjustments having bearing on revenue account amounting to H 1,557.85 crore (31.03.2021 : H 1,794.63 crore ), Nil ( 31.03.2021
: H 6.87 crore) and H 476.52 crore ( 31.03.2021 : H 71.42 crore) respectively. These balances have been now recognised with
discounting methodology, assuming recovery over a period of time using such rate in consonance with the applicable
regulations and application of prudence.

Accordingly, the accurate quantification and disposal of the matters with regard to Regulatory deferral account balances,
shall be given effect to, from time to time, on receipt of necessary direction from the appropriate authorities relating to the
applicable matters in a comprehensive way including those attributable to the mining of coal from Sarisatolli mine which
commenced from 10 April, 2015 following the said mine having been allotted to the Parent effective 1 April, 2015 pursuant to
the auction conducted by the Ministry of Coal, Government of India under the provisions of the applicable laws.

222 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Consolidated Financial Statements

Note - 41 Non Controlling Interest (NCI)

Set out below is summarised financial information for each subsidiary that has non-controlling interests that are material to the
group. The amounts disclosed for each subsidiary are before inter-company eliminations.
H in crore
Noida Power Company Au Bon Pain Café India
Crescent Power Limited
Limited Limited
Summarised Balance Sheet
31 March 31 March 31 March 31 March 31 March 31 March
2022 2021 2022 2021 2022 2021

Non Current assets 1,357.35 1,272.71 328.32 357.61 - -

Current assets 1,105.48 800.13 126.58 74.92 0.15 0.74
Regulatory deferral account debit balances 73.80 50.29 - - - -
Total Assets 2,536.63 2,123.13 454.90 432.53 0.15 0.74
Non current liabilities 363.68 324.68 84.53 93.79 - -
Current liabilities 727.59 603.02 75.70 59.64 0.27 0.48
Regulatory deferral account credit balances 200.91 71.42 - - - -
Total Liabilities 1,292.18 999.12 160.23 153.43 0.27 0.48
Net Assets 1,244.45 1,124.01 294.67 279.10 (0.12) 0.25
Accumulated Non Controlling Interest 339.36 306.52 94.80 89.79 * *
* Negative hence not disclosed
H in crore
Noida Power Company Au Bon Pain Café India
Crescent Power Limited
Summarised Statement of Profit and Loss Limited Limited
2021-22 2020-21 2021-22 2020-21 2021-22 2020-21

Revenue 2,055.35 1,720.14 125.37 135.64 0.22 0.17

Profit / (Loss) after tax 150.41 101.28 15.50 13.25 (0.56) (0.06)
Total Other Comprehensive Income for the 0.03 0.56 0.07 (0.78) - -
year, net of tax
Total Comprehensive Income for the year 150.44 101.84 15.57 12.47 (0.56) (0.06)
Profits allocated to NCI 41.03 27.77 5.01 4.01 * *
* Negative hence not disclosed
H in crore
Noida Power Company Au Bon Pain Café India
Crescent Power Limited
Summarised Cash Flows Limited Limited
2021-22 2020-21 2021-22 2020-21 2021-22 2020-21

Cash flow from Operating Activities 441.81 538.31 33.13 76.51 (0.11) (0.08)
Cash Flow from Investing Activities (355.52) (529.28) 35.31 38.52 0.04 0.08
Cash Flow from Financing Activities (27.87) 0.52 (29.34) (114.51) 0.18 0.00
Net Increase/Decrease in Cash and cash 58.42 9.55 39.10 0.52 0.11 (0.00)
Equivalents

NOTE - 42 Contract Liability at the beginning of the year in respect of Contribution from Consumers for certain jobs stood at
H 232.50 crore, on satisfaction of performance obligation it is dealt with in the revenue account, as applicable. The balance of the
said contract liability as at the year-end stood at H 212.15 crore pending satisfaction of the performance obligation.

223
Notes forming part of Consolidated Financial Statements
NOTE - 43 The major components of net Deferred Tax Assets / (Liabilities) based on the temporary difference are as under :

H in crore
April 1, Recognised Recognised March 31,
Deferred Tax Liabilities Others
2021 through P&L through OCI 2022

Liabilities
Excess of tax depreciation over book depreciation (4,510.69) (20.95) - - (4,531.64)
Financial Instruments at Fair Value through OCI (5.72) - (0.05) - (5.77)
Other temporary difference (19.68) (4.48) - - (24.16)
Assets
Business loss and Unabsorbed depreciation 123.83 (122.52) - - 1.31
Other temporary differences 253.92 18.82 - - 272.74
Net Deferred Tax Liability (4,158.34) (129.13) (0.05) - (4,287.52)

H in crore
April 1, Recognised Recognised March 31,
Deferred Tax Liabilities Others
2020 through P&L through OCI 2021

Liabilities
Excess of tax depreciation over book depreciation (4,521.10) 10.41 - - (4,510.69)
Financial Instruments at Fair Value through OCI (6.10) - 0.38 - (5.72)
Other temporary difference (33.42) 13.74 - - (19.68)
Assets
Business loss and Unabsorbed depreciation 303.09 (179.26) - - 123.83
Other temporary differences 215.25 38.67 - - 253.92
Net Deferred Tax Liability (4,042.28) (116.44) 0.38 - (4,158.34)

NOTE - 44 Tax expense

a i) Tax recognised in Statement of profit and loss

H in crore
Particulars March 31, 2022 March 31, 2021

Current tax expense 382.27 272.29

Deferred tax
Deferred tax - expense 129.13 116.44
Total tax expense (A) 511.40 388.73

ii) Tax recognised in Other Comprehensive Income (OCI)

H in crore
Particulars March 31, 2022 March 31, 2021

Current tax expense

Remeasurement of defined benefit plan (4.87) (6.86)
Deferred tax
Deferred Tax on Gain on fair value of Investment 0.05 0.38
Total tax expense relating to OCI items (B) (4.82) (6.48)
Tax Expense (A + B) 506.58 382.25

224 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Consolidated Financial Statements

b Reconciliation of tax expense and accounting profit
H in crore
Particulars March 31, 2022 March 31, 2021

Accounting profit before tax after Other comprehensive income 1,900.10 1,715.95
Tax using the Company’s domestic tax rate (Current year 34.944% and 663.97 599.62
Previous Year 34.944%)
Income/expenses not considered for tax purpose including difference in (50.91) (110.47)
depreciation
Incentive & deduction allowed under Income Tax (68.47) (74.05)
Other adjustments (38.01) (32.85)
Tax expense 506.58 382.25

NOTE - 45 Earnings per share:

(i) Computation of Earnings per share

Particulars 2021-22 2020-21

A. Profit after tax attributable to owners of the equity (H in crore) 1,358.07 1,330.93
B. Weighted Average no. of shares for Earnings per share 1,32,55,70,430 1,32,55,70,430
Basic and Diluted Earnings per share of Re. 1/- = [(A) / (B)] (J) 10.25 10.04

(ii) Computation of Earnings per share - excluding regulatory (income)/ expense (net )

Particulars 2021-22 2020-21

A. Profit after tax attributable to owners of the equity (H in crore) 830.76 960.76
B. Weighted Average no. of shares for Earnings per share 1,32,55,70,430 1,32,55,70,430
Basic and Diluted Earnings per share of Re. 1/- = [(A) / (B)] (J) 6.27 7.25

Pursuant to the approval of the shareholders at the Forty-third Annual General Meeting 1 (one) Equity Share of face value of
H 10/- (Rupees Ten Only) fully paid-up was sub-divided into 10 (Ten) Equity Shares of Re 1/- (Rupee One Only) each fully paid-
up effective 21st September, 2021. This has been considered for calculating weighted average number of equity shares for the
comparitive period presented as per Ind AS 33 - "Earning Per Share". In line with the above, EPS (basic and diluted) have been
adjusted for the comparitive period presented.

NOTE - 46 Financial risk management and Capital Management :

The regulated operations of generation and distribution of electricity of the Parent and subsidiaries are governed by the provisions
of the Electricity Act 2003 and Regulations framed by appropriate regulatory commission to the extent applicable and accordingly
the parent and subsidiaries, being licensees under the applicable statutes, are subject to regulatory provisions/guidelines and
issues evolving therefrom, having a bearing on their liquidity, earning, expenditure and profitability, based on efficiency parameters
provided therein including timing of disposal of applications /matters by the authority.

The Group being the provider of electricity in the licensed area has been managing the operations keeping in view its profitability and
liquidity in terms of the above regulations. In order to manage the credit risk arising from sale of electricity, multipronged approach
is followed like maintenance of security deposit, precipitation of action against defaulting consumers, obtaining support of the
administrative authority (for consumers providing utility service), credit rating and appraisal by external agencies and lending bodies.

The Group manages its liquidity risk on financial liabilities by maintaining healthy working capital and liquid fund position keeping
in view the maturity profile of its borrowings and other liabilities as disclosed in the respective notes.

The Group market risk relating to variation of foreign currency, interest rate and commodity price is mitigated through applicable
regulations, long term sale contracts and availability of bulk commodity namely coal is generally sourced from own captive mine,
domestic long term linkage and Special Forward E-Auction conducted by Coal India Limited and/or its subsidiaries.

While managing the capital, the Group ensures to take adequate precaution for providing returns to the shareholders and benefit
for other stakeholders, including protecting and strengthening the balance sheet. Availability of capital and liquidity is also
managed, in consonance with the applicable regulatory provisions.

225
Notes forming part of Consolidated Financial Statements
NOTE - 47 Part A of Schedule II to the Companies Act. 2013 (the Act), inter alia, provides that depreciable amount of an asset is the
cost of an asset or other amount substituted for cost. Part B of the said Schedule deals with the useful life or residual value of an asset
as notified for accounting purpose by a Regulatory Authority constituted under an Act of Parliament or by the Central Government for
calculating depreciation to be provided for such asset irrespective of the requirement of Schedule II. In terms of applicable Regulations
under the Electricity Act, 2003, depreciation on tangible assets other than freehold land is provided on straight line method on a pro-rata
basis at the rates specified therein, the basis of which be considered by the West Bengal Electricity Regulatory Commission (Commission)
in determining the Parent's tariff for the year, which is also required to be used for accounting purpose as specified in the said Regulations.
Based on legal opinions and independent accounting opinions obtained, the Parent continues with the consistently followed practice
of recouping from the retained earnings an additional charge of depreciation relatable to the increase in value of assets arising from fair
valuation , which for the current year amounts to H 225.30 crore ( 31.03.2021 : H 243.57 crore) and corresponding withdrawal of H 2.03 crore
( 31.03.2021 : H 1.38 crore ) consequent to sale / disposal of such assets and the same will be followed in subsequent years.

NOTE - 48 Property, Plant and Equipment of the Group includes right-of-use assets in the opening balance as on 01.04.2021,
additions, deletion,depreciation and closing balance for the year ended 31.03.2022 amounting to H 1046.91 crore (01.04.2020 :
H 1159.79 crore) , H 14.41 crore (31.03.2021 : H 47.63 crore), H 0.13 crore (31.03.2021 : H 96.15 crore), H 66.14 crore (31.03.2021 : H
64.36 crore) and H 995.06 crore (31.03.2021 : H 1046.91 crore) respectively. Carrying value of right of use assets as on 31.03.2022
in respect of land, building, plant & machinery and vehicles amounts to H 675.54 crore (31.03.2021 : H 694.09 crore) , H 306.43 crore
(31.03.2021 : H 332.81 crore) , H 13.08 crore (31.03.2021 : H 19.98 crore) and H 0.01 crore (31.03.2021 : H 0.03 crore) respectively and
its related depreciation / amortisation expense for the year ended 31.03.2022 in respect of land, building, plant & machinery and
vehicles amount to H 22.40 crore ( 31.03.2021 : H 22.34 crore), H 36.82 crore ( 31.03.2021 : H 34.34 crore), H6.90 crore (31.03.2021
: H 7.66 crore) and H 0.02 crore (31.03.2021 : H 0.02 crore) respectively.

The movement in lease liabilities for the year 2021-2022 is as below J in crore

Lease liabilities as at April 1, 2021 235.59

Additions 13.66
Deletions (pertaining to modification/termination of lease agreements during the year) (0.13)
Finance cost expense (refer note 37) 19.88
Payment during the year (including interest H 19.88 crore) (47.09)
Balance as on 31st March 2022 221.91

The movement in lease liabilities for the year 2020-21 is as below J in crore

Lease liabilities as at April 1, 2020 310.53

Additions 43.78
Deletions (pertaining to modification/termination of lease agreements during the year) (97.31)
Finance cost expense (refer note 37) 19.66
Payment during the year (including interest H 19.66 crore) (41.07)
Balance as on 31st March 2021 235.59
Future minimum lease payments during next one year H 17.62 crore (31.03.2021 H 17.78 crore) and H 15.45 crore (31.03.2021
H 13.47 crore) , later than one year but not later than five years H 53.14 crore (31.03.2021 H 54.65 crore) and H 55.64 crore (31.03.2021
H 54.94 crore) and later than five years H 48.91 crore (31.03.2021 H 57.91 crore) and H 31.14 core (31.03.2021 H 36.84 crore) applying
10% and 7% respectively as weighted average incremental borrowing rate.

Other Expenses include short term leases of H 3.39 crore (31.3.2021 H 2.59 crore) and low-value assets of H 0.68 crore (31.3.2021
H 0.69 crore), net of applicable taxes.

NOTE - 49 India and other global markets experienced significant disruption in operations resulting from uncertainty caused
by the worldwide outbreak of Coronavirus pandemic. The Group’s business includes Generation and Distribution of power in
India. Considering power supply being an essential service, management believes that there is not much of an impact likely due to
this pandemic on the business of the Group except some lower demand and its, consequential impact on supply and collection
from consumers, which are believed to be temporary in nature. The Group has duly ensured compliance with specific regulatory
directives issued in the related matter.

The Group is taking all necessary steps and precautionary measures to ensure smooth functioning of its operations/business and
to ensure the safety and well-being of all its employees.

The Group is closely monitoring developments, its operations, liquidity and capital resources and is actively working to minimize
the impact of this unprecedented situation.

The Group is also monitoring the performance of its assets, basis which, no impairment is required to be recognised in respect
of such assets.

226 Annual Report 2021-22

 Notes forming Part of Consolidated Financial Statements
NOTE - 50 Statement pursuant to requirement of Schedule III to the Companies Act 2013 relating to Company's interest in Subsidiary companies / Joint
Venture for the year ended 31 March 2022
H in crore
31-Mar-22 2021-22 2021-22 2021-22
As % of
As % of Share in Other Share in Total As % of Total
Sl Country of As % of Share in Consolidated
Name of the Entities Net Consolidated Comprehensive Comprehensive Comprehensive
No. Incorporation Consolidated Profit or Other
Assets Profit/ (Loss) Income Income Income
Net Assets Loss Comprehensive
Income

Parent
CESC Limited India 9,954.82 95.75% 815.79 60.07% (14.71) 138.99% 801.08 59.45%
Subsidiaries - Indian
1 Haldia Energy Limited (HEL) India 3,294.42 31.69% 333.42 24.55% 8.47 (80.03%) 341.89 25.37%
2 Dhariwal Infrastructure Limited India 654.97 6.30% 136.71 10.07% 0.14 (1.32%) 136.85 10.16%
3 Surya Vidyut Limited (SVL) (54% CESC, 46% HEL) # India - 0.00% 5.84 0.43% 0.06 (0.57%) 5.90 0.44%
4 Malegaon Power Supply Limited India 11.84 0.11% (57.45) (4.23%) (0.00) 0.01% (57.45) (4.26%)
5 CESC Projects Limited India 4.38 0.04% (1.72) (0.13%) (0.01) 0.06% (1.73) (0.13%)
6 Pachi Hydropower Projects Limited India 1.56 0.02% (0.01) (0.00%) - 0.00% (0.01) (0.00%)
7 Papu Hydropower Projects Limited India 0.76 0.01% (0.01) (0.00%) - 0.00% (0.01) (0.00%)
8 Ranchi Power Distribution Company Limited India (3.69) (0.04%) (0.35) (0.03%) (0.01) 0.07% (0.36) (0.03%)
9 Kota Electricity Distribution Limited India 85.50 0.82% (40.98) (3.02%) (0.05) 0.47% (41.03) (3.04%)
10 Bharatpur Electricity Services Limited India 26.87 0.26% 2.20 0.16% (0.04) 0.38% 2.16 0.16%
11 Bikaner Electricity Supply Limited India 129.09 1.24% 8.92 0.66% (0.11) 1.04% 8.81 0.65%
12 Crescent Power Limited (CPL) (67.83% CESC) India 294.67 2.83% 15.50 1.14% 0.06 (0.57%) 15.56 1.15%
13 CESC Green Power Limited India 0.04 0.00% (0.00) (0.00%) - 0.00% (0.00) (0.00%)
Corporate Overview

14 Jharkhand Electric Company Limited India 30.42 0.29% (0.19) (0.01%) 0.00 (0.00%) (0.19) (0.01%)
15 Jarong Hydro Electric Power Company Limited India 1.54 0.01% (0.01) (0.00%) - 0.00% (0.01) (0.00%)
16 Eminent Electricity Distribution Limited (Eminent) India 462.35 4.45% 4.67 0.34% - 0.00% 4.67 0.35%
17 Au Bon Pain Café India Limited (93.1% CESC) India (0.12) 0.00% (0.56) (0.04%) - 0.00% (0.56) (0.04%)
18 Noida Power Company Limited (49.55% CESC, India 1,244.45 11.97% 150.40 11.07% 0.03 (0.28%) 150.43 11.16%
23.18% Eminent)
Subsidiaries - Foreign
Statutory Reports

19 Bantal Singapore Pte Limited Singapore 0.22 0.00% (0.19) (0.01%) (4.39) 41.48% (4.58) (0.34%)
Non Controlling interest (434.16) (4.18%) (46.01) (3.39%) (0.03) 0.28% (46.04) (3.42%)
Investment in Joint Venture (Equity
Method)
20 Mahuagarhi Coal Company Private Limited India - 0.00% - 0.00% - 0.00% - 0.00%
Adjustment (5,363.50) (51.57%) 32.10 2.36% - 0.00% 32.10 2.38%
10,396.43 100% 1,358.07 100% (10.58) 100% 1,347.49 100%
#
Subsidiary till 11.03.2022

227
227
Financial Statements
Notes forming part of Consolidated Financial Statements
NOTE - 51 Investment in Joint Venture

The Group's interests in jointly controlled entity (incorporated joint venture) remains in Mahuagarhi Coal Company Private Limited,
which was incorporated in India on 4th April, 2008 and percentage of ownership interest as at 31st March, 2022 stands at 50%.
The company was incorporated for the development of Mahuagarhi coal field and exploration of coal therefrom. However the
entity , being not material related disclosure has not been given.

NOTE - 52 Fair value measurements

a) The carrying value and fair value of financial instruments by categories as at March 31, 2022 and March 31, 2021 is as
follows:
H in crore
31-Mar-22 31-Mar-21
Cost / Cost /
Particulars
Amortized FVTOCI FVTPL Amortized FVTOCI FVTPL
cost cost

Financial assets
Investments
- Equity - 44.76 - - 39.83 -
- Preference shares - 66.88 1.14 - 96.88 1.04
- Mutual funds - - 345.51 - - 169.27
- Others 1.35 - 1.35 -
Loans 22.30 - - 7.66 - -
Trade Receivables 2,095.49 - - 2,314.98 - -
Cash and cash equivalents 2,152.70 - - 839.60 - -
Bank balances other than cash and cash 1,096.76 - - 1,018.33 - -
equivalents
Derivative Financial Instrument - - - - - 6.87
Others financial assets 455.90 - - 330.31 - -
Total financial assets 5,824.50 111.64 346.65 4,512.23 136.71 177.18
Financial liabilities
Borrowings 14,738.89 - - 14,041.49 - -
Lease Liabilities 221.91 - - 235.59 - -
Trade Payables 1,105.56 - - 996.41 - -
Consumers' Security Deposit 2,077.85 - - 2,216.51 - -
Others 704.46 - - 667.12 - -
Total financial liabilities 18,848.67 - - 18,157.12 - -

b) Fair value hierarchy

The table shown below analyses financial instruments carried at fair value, by valuation method.
H in crore
Total carrying
Financial assets and liabilities measured at fair value Level 1 Level 2 Level 3 Total fair value
amount

As at 31 March 2022
Financial assets
Investment in equity shares 23.89 - 20.87 44.76 44.76
Investment in preference shares - - 68.02 68.02 68.02
Investment in liquid mutual fund units 345.51 - - 345.51 345.51
Derivative financial instrument - cross currency swap - - - - -
Total financial assets 369.40 - 88.89 458.29 458.29
As at 31 March 2021
Financial assets
Investment in equity shares 19.13 - 20.70 39.83 39.83
Investment in preference shares - - 97.92 97.92 97.92
Investment in liquid mutual fund units 169.27 - - 169.27 169.27
Derivative financial instrument - cross currency swap - 6.87 - 6.87 6.87
Total financial assets 188.40 6.87 118.62 313.89 313.89

228 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Consolidated Financial Statements

NOTE - 52 Fair value measurements(Contd..)
The different levels have been defined below:

Level 1: financial instruments measured using quoted price. The fair value of all equity instruments which are traded in the
stock exchanges is valued using the closing price. The mutual funds are valued using the closing NAV.

Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e.,
as prices) or indirectly (i.e., derived from prices).

Level 3: inputs for the asset or liability that are not based on observable market data.

c) The following methods and assumptions were used to estimate the fair values

i. The fair values of the mutual fund instruments are based on net asset value of units declared at the close of the reporting date.

ii. The fair values of the cross currency swap is determined using discounted cash flow analysis and swaps and options
pricing models.

iii. The fair value of preference share is determined basis discounted cash flow wherein future cash flows are based on the
terms of preference share discounted at rate that reflects market rate. Significant unobservable input used is discount
rate and 0.50% increase / decrease in discount rate would results in decrease / increase in fair value of preference share
by H 0.08 crore. The fair value of equity share is determined basis discounted cash flow (31.03.21 discounted cash flow).
Significant unobservable input used is discount rate and growth rate and 0.50% increase / decrease in discount rate and
growth rate would result in decrease / increase in fair value of equity share by H 0.25 crore and H 0.37 crore respectively.

iv. The carrying amounts of trade receivables, trade payables, investment in commercial paper, receivable towards claims and
services rendered, other bank balances, interest accrued payable/receivable, cash and cash equivalents are considered to
be the same as their fair values, due to their short term nature.

v. Loans, non-current borrowings, lease receivable and security deposits are based on discounted cash flows using a
current borrowing rate.

vi. Fair Value of financial Intruments which is determined on the basis of discounted cash flow analysis , considering the
nature , risk profile and other qualitative factors.The carrying amounts will be reasonable approximation of the fair value.

d) Ind AS requires all financial assets / liabilities to be carried at fair value. Accordingly the difference between fair value and
transaction value has been recognised as per applicable Ind AS.

NOTE - 53
The Group is primarily engaged in generation and distribution of electricity which is the only reportable business segment in line
with the segment wise information which is being presented to the CODM. The Parent is also running a single retail store in the
state of Gujarat which is not significant for the CODM and hence not considered as reportable segment.

The Group primarily operates in India and has all significant assets in India. No disclosure given for geographical segment as it is
not material for CODM.

NOTE - 54 Related Party and their relationship

a) Parent- under de facto control as defined in Ind AS -110

Rainbow Investments Limited

b) (i) Entities under common control

Name

Integrated Coal Mining Limited

RPG Power Trading Co Ltd
PCBL Limited (formerly known as Philips Carbon Black Limited)
Harrison Malayalam Limited
STEL Holdings Limited
Dotex Merchandise Private Limited
Castor Investments Limited

229
Notes forming part of Consolidated Financial Statements
NOTE - 54 Related Party and their relationship (Contd..)
b) (i) Entities under common control (Contd..)

Name

Shaft Investments Private Limited

Spencer's Retail Limited
Woodlands Multispeciality Hospital Limited
Sarala Real Estate Limited
Saregama India Ltd
Open Media Network Ltd
Omnipresent Retail India Pvt Ltd
RPSG Resources Private Limited ( Formerly known as Accurate Commodeal Private Limited)
Apricot Foods Private Limited
Guiltfree Industries Limited
Nature's Basket Limited
Kolkata Games And Sports Private Limited (KGSPL)
Kolkata Metro Networks Limited
Bowlopedia Restaurants India Limited
RPSG Ventures Limited
Firstsource Solutions Limited
Quest Properties India Limited
Business Media Private Limited
Herbolab India Private Limited (w.e. f. 8th March, 2021)
Quest Capital Markets Limited (w.e.f. 27th August,2021)
Lebnitze Real Estates Private Limited (w.e.f. 26th August,2021)
ATK Mohun Bagan Private Limited (w.e.f. 17th June,2020)
RP-SG Ventures Advisory LLP

(ii) Key Management Personnel

Name Relationship

Dr. S. Goenka Chairman

Mr. Shashwat Goenka Vice-Chairman
Mr. P. Chaudhuri Director
Mr. C .K Dhanuka Director
Mr. K. Jairaj Director (Upto 29th December, 2021)
Mr. P.K. Khaitan Director
Ms. R.Sethi Director
Mr. Sunil Mitra Director
Mr. Debanjan Mandal Director (w.e.f. 10th May,2021)
Mr. Debasish Banerjee Managing Director-Distribution
Mr. Rabi Chowdhury Managing Director-Generation
Mr. Subhasis Mitra Company Secretary (Upto 10th May, 2021)
Mr. Jagdish Patra Company Secretary (w.e.f. 10th May,2021)
Mr. Rajarshi Banerjee Executive Director & Chief Financial Officer

(iii) Other Related Parties

Name

Ms.Preeti Goenka ( Shareholder and Relative of KMP)

Khaitan & Co LLP
Khaitan & Co. (Mumbai)
Khaitan & Co. AOR
Khaitan & Co. (Kolkata)
Khaitan Consultants Ltd.
CESC Limited Provident Fund
Calcutta Electric Supply Coporation (I) Ltd. Senior Staff Pension Fund
CESC Executive Gratuity Fund
CESC Limited Employee's Gratuity Fund

230 Annual Report 2021-22

 Notes forming Part of Consolidated Financial Statements
NOTE - 54 Related Party and their relationship (Contd..)
c) Details of transaction between the Company and related parties and status of outstanding balance
H in crore
Parent having Control in Entities under common Key Management
Sl. Other Related Parties Total
Nature of Transactions terms of Ind AS -110 control Personnel
No.
31-Mar-22 31-Mar-21 31-Mar-22 31-Mar-21 31-Mar-22 31-Mar-21 31-Mar-22 31-Mar-21 31-Mar-22 31-Mar-21

1 Investment/Acquisition of Shares - - - 452.05 - - - - - 452.05

2 Redemption of Preference Share - - 30.00 30.00 - - - - 30.00 30.00
3 Expense (Reimbursed) / - - 9.82 (9.51) - - - - 9.82 (9.51)
Recovered (net)
4 Income from sale / services - - 110.41 115.06 - - - - 110.41 115.06
5 Dividend Received - - 7.93 10.72 - - - - 7.93 10.72
6 Expenses/Services Received - - 733.77 685.29 - - 12.50 8.28 746.27 693.57
7 Provident Fund & Retiral funds - - - - - - 285.47 318.89 285.47 318.89
8 Dividend paid 264.58 264.58 44.99 31.92 1.11 1.11 0.17 0.17 310.85 297.78
9 Security Deposit Received/(Paid) - - (252.20) (17.96) - - - - (252.20) (17.96)
10 Remuneration of Key Mangerial
Personnel
Short Term Employee Benefits - - - - 16.33 15.93 - - 16.33 15.93
Post Employment Benefits - - - - 2.59 3.76 - - 2.59 3.76
11 (Purchase) / Sale of Asset - - 2.22 - - - - - 2.22 -
12 Remuneration of Directors - - - - 49.96 48.58 - - 49.96 48.58
Outstanding Balance :
Corporate Overview

1 Debit - - 390.58 135.68 - - - - 390.58 135.68

2 Credit - - - - 49.06 47.85 30.69 18.72 79.75 66.57

The sales to and purchases from related parties are made on terms equivalent to those that prevail in arm’s length transactions. Outstanding balances at the year-end are unsecured
and interest free and settlement occurs in cash. There have been no guarantees provided or received for any related party receivables or payables.
Statutory Reports

231
231
Financial Statements
Notes forming part of Consolidated Financial Statements
NOTE-55 Other Statutory Information (For the financial years 2021-22 and 2020-21):

(i) The Group does not have any Benami property, where any proceeding has been initiated or pending against the Company for
holding any Benami property.

(ii) In respect of the Parent, the following are the details of receivable/payable in respect of Struck off Companies:-

Nature of Balance Balance

Relationship
transactions Outstanding as Outstanding as
Name of the Electricity Consumers with Struck off
with struck off on 31 Mar 2022 on 31 Mar 2021
Company
company H In crore H In crore

Fort Oasis Maintenance Pvt. Ltd. Sale of electricity 0.00* 0.00* None
Security Deposit 0.00* 0.00*
Vishwa Marketing Services Pvt. Ltd. Sale of electricity 0.00* 0.00* None
Security Deposit 0.00* 0.00*
Audio Visual Arts Pvt. Ltd. Sale of electricity 0.00* 0.00* None
Security Deposit 0.00* 0.00*
Sunrise Tower Maintenance & Services Pvt. Ltd. Sale of electricity 0.00* 0.00* None
Security Deposit 0.00* 0.00*
* Amount is lesser than the rounding off norms followed by the Group.

The Parent being in the business of distribution of electricity, such connection was given earlier in the ordinary course of business.

(iii) The Group does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

(iv) The Group has not traded or invested in Crypto currency or Virtual Currency during the financial year.

(v) The Group has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities
(Intermediaries) with the understanding that the Intermediary shall:

(a) 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

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

(vi) The Group has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the
understanding (whether recorded in writing or otherwise) that the Company shall:

(a) 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

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

(vii) The Group has no such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as
income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant
provisions of the Income Tax Act, 1961).

(viii) The Group has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies
(Restriction on number of Layers) Rules, 2017.

NOTE - 56 Liability in respect of the security deposit collected by the Parent company , in terms of applicable regulations,
has been classified as non – current, given the nature of its business in the license area, excepting to the extent of the sum
refundable / payable within a year, based on experience.

NOTE - 57 The Group had executed a Share Purchase Agreement (SPA) during the year with Torrent Power Limited to sell
and transfer the entire shareholding in Surya Vidyut limited, (a wholly owned subsidiary of the Company). On completion of the
Conditions Precedents as per the SPA, the aforesaid transfer has been fully completed during the year and the Group has received
a total consideration of H 304.73 crore after necessary closing price adjustments.

232 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Consolidated Financial Statements

NOTE - 58 With regard to the Parent’s power purchase from one of its subsidiaries (provider), West Bengal Electricity Regulatory
Commission (WBERC) has issued the tariff order in respect of its generation assets for the years 2018-19 and 2019-20 vide its tariff
order dated 8 September 2021, wherein certain underlying issues/items have been dealt with in deviation from past practices of
tariff determination and kept for disposal through future truing up exercise. The provider not being in agreement with the same,
has since preferred an appeal in respect of the above Tariff Order before the Hon’ble Appellate Tribunal for Electricity on the
grounds interalia, that the orders have been passed after substantial period of delay and in fact after the applicable periods are
long over and certain directions that have been passed in the said are impossible to comply with because of the aforesaid delay
in passing the said order and also not taking into consideration the final project cost for determination of tariff which was already
filed with Hon’ble WBERC. Based on legal opinion obtained, the provider is continuing with the tariff earlier determined by WBERC
for the year 2017-18 and is confident of the matter being adjudicated in its favour. Accordingly, necessary adjustment, if any, will
be made on the matter reaching finality.

Further, Hon’ble WBERC has also issued the Tariff Order for 2017-18 in respect of transmission assets of the said provider vide its
Order dated April 20, 2022 which have been passed after substantial period of delay and wherein certain issues/ items have been
dealt with in deviation from its regulations and without having regard to the special nature of the Project. The said provider not
being in agreement with the Order is in the process of filing necessary petition. Based on legal opinion obtained, the Company
is continuing with the tariff earlier determined by Hon’ble WBERC for the year 2016-17 and is confident of the matter being
adjudicated in its favour. Accordingly, necessary adjustment, if any, will be made on the matter reaching finality.

NOTE - 59

(a) In respect of one of the subsidiary company, in the latest Tariff Order dated 26 August, 2021, the applicable Commission
(UPERC) has approved the ARR for FY 2021-22 and has trued up regulatory deferral account credit balance up to 31 March,
2020 at H 385.84 crore as against debit balance H 173.69 crore as per books of accounts. UPERC has deviated on already
several settled principles, practices/ methodologies as per UPERC MYT Regulations, 2014 and followed till previous orders/
true-up orders. The said subsidiary is not in agreement with the methodology followed in the aforesaid tariff order and has
filed an appeal against the same before the APTEL on 20 October 2021. Based on the evaluation supported by legal opinion,
the said subsidiary is of the view that it is more likely than not the matters will be decided in its favour. Accordingly, necessary
adjustment, if any, will be made on final adjudication of the Appeal.

UPERC vide Tariff Order dated 26 August 2021 approved the same tariff as approved vide tariff order dated 3 September
2019. Accordingly, during FY 2021- 22, the billing has been done as per tariff rates approved by UPERC vide its order dated 3
September 2019.

(b) In respect of one of the subsidiary company, UPERC had vide its order dated 1 September 2008 determined the revenue requirement
for Financial Year 2006-07. Based on the said order, final power purchase cost (including transmission charges) was determined
at H 2.41 per unit for Financial Year 2006-07. Uttar Pradesh Power Corporation Limited (UPPCL) filed an appeal against the order
in APTEL which has since been dismissed vide order of APTEL dated 15 December 2010. UPPCL, subsequently, challenged the
judgment of APTEL in Supreme Court which was admitted on 26 November 2013 and pending for hearing. During Financial Year
2006-07, payments to UPPCL were made at the rate of H 2.9361 per unit, as per the provisional order of UPERC prevailing at that
time. The excess payments made to UPPCL amounting to H 20.77 crore have been included under Other current financial assets.
UPERC in its order dated 1 September 2008 directed that pending final determination of rates for the additional 10 MVA
power (refer note (b) below), the receivables due on this account from UPPCL to the subsidiary company shall not be settled
till the final settlement of the dispute between UPPCL and the subsidiary company. Pending final adjudication of the matter,
the impact, if any, cannot be ascertainable at this stage.

(c) One of the subsidiary company had requested UPPCL to provide “Open-access” to wheel additional power for meeting
the growing demand of the area. However, instead of providing “Open-access”, UPPCL vide its letters dated 08 November
2005 and 13 January 2006 agreed to enhance the load of the subsidiary company from 45 MVA to 60 MVA. Accordingly,
an additional load of 10 MVA was granted with effect from 10 May 2006. Initially, UPPCL billed the units supplied against
additional load @ H2.9361 per unit, i.e. the same rate at which existing 45 MVA power being supplied. Subsequently, UPPCL
revised the bills for additional 10 MVA load at exorbitant rates ranging from H 7.067 per unit to H 9.435 per unit against
which the subsidiary company filed a petition before UPERC for resolution of the dispute. UPERC vide its interim order
dated 21 November 2006, directed UPPCL to restore the supply if disconnected and asked the subsidiary company to
deposit an adhoc payment of H5 crore. Against the said order of UPERC, UPPCL filed a writ petition in Hon’ble Allahabad
High Court. Hon’ble High Court directed UPPCL to restore the power supply within 24 hrs, directed UPERC to decide
the dispute within 4 weeks and also directed the subsidiary company to deposit another sum of H5 crore. UPERC,

233
Notes forming part of Consolidated Financial Statements
NOTE - 59 (Contd..)
finally passed an order dated 8 February 2007. Both UPPCL and the subsidiary company have appealed against the said
order in Appellate Tribunal for Electricity, New Delhi. Appellate Tribunal had given its final order on 12 May 2008 setting
out the methodology to be used to determine the power purchase price for additional power of 10 MVA from UPPCL.
The subsidiary company and the UPPCL both had preferred an appeal against the relevant Orders of the Appellate Tribunal
for Electricity before the Supreme Court. The Supreme Court vide its order dated 3 April 2017 has dismissed the appeal
of UPPCL. The appeal of the subsidiary company is pending adjudication. The final power purchase price for additional
power of 10 MVA from UPPCL is yet to be determined based on the Order of the Appellate Tribunal and the same cannot
be determined at this stage. The subsidiary company does not anticipate any additional liability arising on this account.
The additional payments made to UPPCL per directions of UPERC and Hon’ble High Court amounting to H 10 crore have been
included under Other Current Financial Assets.

(d) In respect of one of the subsidiary, UPERC vide its Tariff Order dated 18 June 2015 had approved the provisional ARR for Financial
Year 2015-16 alongwith truing-up for Financial Year 2013-14 wherein it had deviated on some principles/ methodologies
followed till previous orders/ provisional orders for the aforesaid period. The subsidiary company did not agree with the changed
methodology followed in that order and filed an appeal before Appellate Tribunal for Electricity (APTEL) against the same. APTEL
vide its judgement dated 02 June 2016 allowed the appeals on certain grounds. Accordingly, UPERC gave effect to the grounds
of appeal upheld by APTEL in its tariff order dated 01 August 2016. Consequently, the subsidiary company has recognised the
effect of the UPERC’s above order in determination of regulatory deferral balance for financial year 2015-16. Meanwhile, UPERC
has appealed against the judgement of APTEL before the Hon’ble Supreme Court, which is yet to be decided.

(e) In respect of one of the subsidiary, in order to cater to the growing electricity demand of the area, Greater Noida Industrial
Development Authority (GNIDA) constructed one 220/132/33 kV Substation viz. R C Green Substation through Uttar Pradesh
Transmission Company Limited (UPPTCL) on the land owned by the subsidiary company. After taking approval from its Board
of Directors, GNIDA transferred the ownership of the substation to the subsidiary company on payment of actual cost of the
substation. However, UPPTCL disputed operation and maintenance of 220 kV substation by a Distribution Company despite
specific provisions in the Electricity Act, 2003 and refused to give physical possession of the substation. Consequently, the
subsidiary company filed a petition before the UPERC for issuing direction to UPPTCL for handing over physical possession
of the R. C. Green Substation to the subsidiary company. The UPERC vide its order dated 31 October 2018, without going
into the legal provisions for ownership, operation and maintenance of the Substation by a distribution licensee, rejected the
petition of the subsidiary company. The subsidiary company has filed an appeal against the impugned order before APTEL on
12 November 2018 which has since been admitted on 18 January 2019.The appeal is pending for decision.

(f) One of the subsidiary company, in earlier years, had applied for connectivity of its 220kV Gharbara Substation to UPPTCL (STU)
which was constructed by GNIDA on the land owned by the subsidiary company. During construction, GNIDA, after taking
approval from its Board of Directors, handed over this substation to the subsidiary company on payment of cost incurred.
The subsidiary company subsequently completed the construction on its own. Meanwhile, STU did not grant connectivity as
applied, hence, a petition was filed before UPERC on 11 May 2015 for seeking directions to STU for granting connectivity and
to sign Bulk Power Transmission Agreement (BPTA) with the subsidiary company. UPERC, vide its interim order dated 30 June
2016, directed STU to grant connectivity to the subsidiary company, however, STU didn’t comply with the same. UPERC finally
disposed off the petition on 31 October 2018 stating that UPPTCL as STU and transmission licensee shall own, operate and
maintain 220 kv substation at Gharbara and the Company shall claim refund of the amount deposited with GNIDA towards
cost of substation. The subsidiary company has filed an appeal against the above order before APTEL on 11 December 2018
which has since been admitted on 12 February 2019. The appeal is pending for decision.

(g) For one of the subsidiary, as per erstwhile agreement with UPPCL dated 15 December 1993, the subsidiary company has
transferred refundable consumers’ security deposits to UPPCL for the period 1 August 1998 to 31 March 2006 amounting to
H 11.29 crore as security against supply of 45 MVA power. UPPCL has since terminated the aforesaid agreement and withdrawn
45 MVA power supply with effect from 12 February 2014. Accordingly, the subsidiary company is seeking refund of the
aforesaid security deposit from UPPCL.

(h) For one of the subsidiary, On the application of Oppo for load augmentation, the subsidiary company asked UPPTCL (STU)
to provide estimate for 2 nos. 132 kV Bays at its 440/220/132 kV Substation at Sector-148, Noida alongwith 132 kV line from
the Substation to Oppo’s premises. UPPTCL while providing estimate for the above stated that the said line shall be a part
of STU network to which the subsidiary company did not agree. After several correspondence, the subsidiary company
filed a petition with UPERC for determination of ownership of the above 132 kV line from Sec-148 to Oppo’s premises.
Meanwhile, the subsidiary company after receiving payment of estimated cost of construction of 2 nos 132 kV bays and 132

234 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Notes forming part of Consolidated Financial Statements

NOTE - 59 (Contd..)
kV Line from Oppo, paid the same to STU for completion of work in order to timely augment their load. Upon receiving the
payment, STU constructed the line and energised the same in March 2022.

UPERC finally disposed off the petition on 1st April 2022 stating that UPPTCL as STU and transmission licensee shall own the
132 kV Line and the subsidiary company shall have the ownership of the delivery point i.e. metering system at the consumer
premises. The subsidiary company is contemplating to file an appeal against the above order. Based on the evaluation, the
subsidiary company is of view that it is more likely than not the matters will be decided in favour of the subsidiary company.

NOTE - 60 The Group has reclassified previous year’s figures to conform to this years classification alongwith other regrouping /
rearrangement wherever necessary.

For S.R. BATLIBOI & Co. LLP For and on behalf of Board of Directors
Chartered Accountants
Firm Registration Number -301003E/E300005
Chairman Sanjiv Goenka DIN: 00074796

Kamal Agarwal Managing Director -Generation Rabi Chowdhury DIN: 06601588

Partner Managing Director- Distribution Debasish Banerjee DIN: 06443204

Membership No.: 058652 Company Secretary Jagdish Patra

Kolkata, 13th May, 2022 Executive Director & CFO Rajarshi Banerjee

235
Major Statistics : 2021 - 2022
Generating Capacity Budge Budge Generating Station 750 MW
Southern Generating Station 135 MW
Titagarh Generating Station 240 MW
220/132/33 KV Substations Installed Capacity 2000 MVA
132/33 KV Substations Installed Capacity 2977 MVA
Distribution Stations No. of Stations 117
Transformer Capacity 3922 MVA
Tie Transformer No. of Transformer 6
Transformer Capacity 22 MVA
LT Substations No. of AC Substations 8719
Transformer Capacity 2994 MVA
Package Substations (PSS) No. of Substations 114
Installed Capacity 108 MVA
Distribution Network (Circuit Km.) 220 KV UG 48 Ckt. Km.
220 KV OH 221 Ckt. Km.
132 KV UG 318 Ckt. Km.
132 KV OH 81 Ckt. Km.
33 KV UG 1577 Ckt. Km.
33 KV OH 92 Ckt. Km.
20 KV UG 50 Ckt. Km.
HT Distribution 11 & 6 KV UG 7017 Ckt. Km.
11 & 6 KV OH 87 Ckt. Km.
3.3 KV UG 21 Ckt. Km.
LT Distribution UG 8208 Ckt. Km.
OH 5748 Ckt. Km.
HT Capacitor 132 & 33 kV 640 MVAR
6 & 11 kV 273 MVAR
LT Capacitor (APFC) 0.4 kV 204 MVAR

Additions During the Year

220/132/33 KV Substations 560.0 MVA LT UG Mains 104.36 Ckt. Km.
132/33 KV Substations 0.0 MVA LT OH Mains 53.20 Ckt. Km.
Distribution Stations 24.0 MVA 220 KV UG 0.79 Ckt. Km
LTAC Substations 40.2 MVA 220 KV OH NIL
Package Substations (PSS) 1.0 MVA 132 KV UG 0.59 Ckt. Km.
No. of LT Services 11227 Nos 33 KV UG 18.28 Ckt. Km.
No. of HT Services 18 Nos 6 & 11 KV UG 63.37 Ckt. Km

Abbreviations

MW - Megawatt, MVA - Megavoltampere, KV - Kilovolt, UG -Underground, OH - Overhead, Ckt. Km. - Circuit Kilometre.

236
236 Annual Report 2021-22
 STATEMENT CONTAINING SALIENT FEATURES OF THE FINANCIAL STATEMENT OF SUBSIDIARY / ASSOCIATES / JOINT VENTURES
(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Account) Rules, 2014
Part A: Subsidiaries

H crore

Other
Share Equity / Profit Provision Profit % of
Reporting Total Total Proposed
Particulars Capital Reserve Investments Turnover Before for after shareholding
Period Assets Liabilities Dividend
& Surplus Taxation taxation Taxation

1 Surya Vidyut Limited* April- March 251.91 57.12 759.08 759.08 - 109.90 7.05 (1.20) 5.84 - 100.00
2 Malegaon Power Supply Limited April- March 113.35 (101.51) 212.42 212.42 - 478.61 (57.45) - (57.45) - 100.00
3 CESC Projects Limited April- March 41.65 (37.27) 6.25 6.25 - - (1.72) - (1.72) - 100.00
4 Bantal Singapore Pte. Limited $ April- March 56.68 (56.46) 0.33 0.33 - - (0.19) - (0.19) - 100.00
5 Ranchi Power Distribution Company Limited April- March 29.30 (32.99) 2.22 2.22 - - (0.35) - (0.35) - 100.00
6 Pachi Hydropower Projects Limited April- March 4.42 (2.86) 2.58 2.58 - - (0.01) - (0.01) - 100.00
7 Papu Hydropower Projects Limited April- March 2.82 (2.06) 0.76 0.76 - - (0.01) - (0.01) - 100.00
8 Au Bon Pain Café India India April- March 126.35 (126.47) 0.15 0.15 - - (0.56) - (0.56) - 93.10
9 Haldia Energy Limited April- March 1,203.44 2,090.97 8,192.56 8,192.56 23.89 2,203.18 563.08 (229.66) 333.42 - 100.00
10 Dhariwal Infrastructure Limited April- March 2,242.77 (1,587.80) 4,069.05 4,069.05 - 1,564.79 136.71 - 136.71 - 100.00
11 Kota Electricity Distribution Limited April- March 393.83 (308.33) 540.86 540.86 - 801.82 (40.98) - (40.98) - 100.00
12 Bikaner Electricity Supply Limited April- March 127.55 1.54 379.09 379.09 - 567.24 11.74 (2.82) 8.92 - 100.00
13 Bharatpur Electricity Services Limited April- March 24.05 2.82 133.08 133.08 - 216.19 2.91 (0.71) 2.20 - 100.00
14 Crescent Power Limited April- March 60.00 234.67 454.89 454.89 82.54 116.58 18.67 (3.17) 15.50 - 67.83
15 CESC Green Power Limited April- March 0.05 (0.01) 0.05 0.05 - - (0.00) - (0.00) - 100.00
16 Jharkhand Electric Company Limited April- March 35.65 (5.23) 32.10 32.10 - - (0.19) (0.00) (0.19) - 100.00
17 Jarong Hydro-Electric Power Company Limited April- March 2.05 (0.51) 1.56 1.56 - - (0.01) - (0.01) - 100.00
18 Eminent Electricity Distribution Limited April- March 460.05 2.30 462.49 462.49 452.05 - 6.15 (1.48) 4.67 - 100.00
19 Noida Power Company Limited April- March 60.00 1,184.45 2,462.83 2,462.83 323.13 2,020.35 194.26 (43.85) 150.41 - 72.73
*Figures are as per Financial as on March 11, 2022
Corporate Overview

Notes:
$ Converted to Indian Rupees at the Exchange Rate, 1 USD=INR 76.47
For and on behalf of Board of Directors
Statutory Reports

Chairman Sanjiv Goenka DIN: 00074796

Managing Director-Generation Rabi Chowdhury DIN: 06601588
Managing Director- Distribution Debasish Banerjee DIN:06443204
Company Secretary Jagdish Patra
Place: Kolkata
Date: May 13, 2022 Executive Director & CFO Rajarshi Banerjee

237
Financial Statements
 STATEMENT PURSUANT TO SECTION 129(3) OF THE COMPANIES ACT 2013 READ WITH RULE 5 OF
COMPANIES (ACCOUNTS) RULES, 2014 RELATED TO ASSOCIATE COMPANIES AND JOINT VENTURES
Part B: Associates and Joint Ventures

Name of the Associates/Joint Ventures Mahuagarhi Coal Company Private Limited

Latest audited Balance Sheet Date March 31, 2022
Shares of Associate/ Joint Venture held by the company on the year end 2429800
Amount of iNvestment in Associate/ Joint Venture (Rs Crore) -
Extend of Holding % 50%
Description of how there is significance influence By way of shareholding
Reason why the associate /joint venture is not consolidated NA
Networth attributable to shareholding as per latest audited Balance Sheet (Rs Crore) -
Profit/Loss for the year (Rs crore) -
Considered in consolidation -
Not Considered in consolidation Nil

For and on behalf of Board of Directors

Chairman Sanjiv Goenka DIN: 00074796

Managing Director-Generation Rabi Chowdhury DIN: 06601588
Managing Director- Distribution Debasish Banerjee DIN:06443204
Company Secretary Jagdish Patra
Place: Kolkata
Date: May 13, 2012 Executive Director & CFO Rajarshi Banerjee

238 Annual Report 2021-22

 Corporate Overview Statutory Reports Financial Statements

Office / Plant Locations

GENERATING STATIONS In case of supply breakdown billing Corporate Office Address
Budge Budge and payment assistance please contact 2/4 Judges Court Road,
Vill. & P.O. - Pujali, P.S. Budge Budge 1912 Alipore, Kolkata - 700 027,
West Bengal
24 Parganas (S), Pin : 700138
Phone : 033-2482 1113, 033-2482 1709 033-4403 1912 Phone : 2487 0000
033-2482 2957, 033-2482 1708
1860 500 1912 Investor Service
Southern 033-3501 1912 Secretarial Department
CESC House
28 Garden Reach Road
Kolkata 700 024 Chowringhee Square
CUSTOMER RELATIONS Kolkata 700 001
Phone : 033-2469 7558, 033-2469 6886
DEPARTMENT Phones:
033-2469 3608, 033-2469 7557
CESC House For resident shareholders
Chowringhee Square 033-6634 0814
REGIONAL OFFICES Kolkata 700 001 For non-resident shareholders
Phone : 033-2225 6040 - 49 +91 033-6634 0814 / 0909
Central Fax: 033-2236 3868
CESC House E-mail: [email protected]
Chowringhee Square
Kolkata 700 001
Phone : 033-2225 6040 (10 lines)

Howrah
433/1G. I Road (N)
Howrah 711 101
Phone: 033-2676 5700

North
226 A & B APC Road
Kolkata 700 004
Phone: 033-2509 6100

North Suburban
32 B. T. Road
(Opp. Sagar Dutta Hospital)
Kolkata 700 058
Phone : 033-6645 4300

South
6 Mandeville Gardens
Kolkata 700 019
Phone: 033-2485 6100

South-West
P-18 Taratolla Road
Kolkata 700 088
Phone: 033-2420 5000

239
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• Interacts with you in colloquial
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1860500 1912, 1912 to avail this service
 REGISTERED OFFICE
CESC House
Chowringhee Square, Kolkata - 700 001
Phone: (033) 22256040 (10 lines), 2204 0300, 6634 0300
Fax: (033) 2225 5155
CIN: L31901WB1978PLC031411
E-mail: [email protected]; Website: www.cesc.co.in