Provisions are recognized when the Company has a present legalor constructive obligation as a result of a past event; it is probablethat an outflow of economic resources will be required from theCompany and amounts can be estimated reliably. Timing or amountof the outflow may still be uncertain. Provisions are measured at theestimated expenditure required to settle the present obligation,based on the most reliable evidence available at the reporting date,including the risks and uncertainties associated with the presentobligation. Provisions are discounted to their present values, wherethe time value of money is material.
A contingent liability is disclosed for:
Possible obligations which will be confirmed only by future eventsnot wholly within the control of the Company or
Ý Present obligations arising from past events where it is notprobable that an outflow of resources will be required to settle theobligation or a reliable estimate of the amount of the obligationcannot be made.
In those cases, where the outflow of economic resources as a result ofpresent obligations is considered improbable or remote, no liability isrecognized or disclosure is made.
Any reimbursement that the Company can be virtually certain tocollect from a third party concerning the obligation (such as frominsurance) is recognized as a separate asset. However, this asset maynot exceed the amount of the related provision.
Contingent assets are not recognized. However, when the inflow ofeconomic benefits is probable, the related asset is disclosed.
The Company measures financial instruments, such as derivatives atfair value at each reporting date.
Fair value is the price that would be received to sell an asset orpaid to transfer a liability in an orderly transaction between marketparticipants at the measurement date. The fair value measurementis based on the presumption that the transaction to sell the asset ortransfer the liability takes place either:
Ý In the principal market for the asset or liability, or
Ý In the absence of a principal market, in the most advantageousmarket for the asset or liability
The principal or the most advantageous market must be accessible bythe Company.
The fair value of an asset or a liability is measured using theassumptions that market participants would use when pricing theasset or liability, including assumptions about risk, assuming thatmarket participants act in their economic best interest. A fair valuemeasurement of a non-financial asset takes into account a market
participant's ability to generate economic benefits by using theasset in its highest and best use or by selling it to another marketparticipant that would use the asset in its highest and best use.
The Company uses valuation techniques that are appropriate in thecircumstances and for which sufficient data are available to measurefair value, maximizing the use of relevant observable inputs andminimizing the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosedin the standalone financial statements are categorized within the fairvalue hierarchy, described as follows, based on the lowest level inputthat is material to the fair value measurement as a whole:
Ý Level 1 - Quoted (unadjusted) market prices in active markets foridentical assets or liabilities.
Ý Level 2 - Valuation techniques for which the lowest level input thatis material to the fair value measurement is directly or indirectlyobservable.
Ý Level 3 - Valuation techniques for which the lowest level input thatis material to the fair value measurement is unobservable.
For assets and liabilities that are recognized in the standalone financialstatements regularly, the Company determines whether transfershave occurred between levels in the hierarchy by re-assessingcategorization (based on the lowest level input that is material tothe fair value measurement as a whole) at the end of each reportingperiod.
Financial assets and financial liabilities are offset and the net amountis reported in the balance sheet if there is a currently enforceablelegal right to offset the recognised amounts and there is an intentionto settle on a net basis, to realise the assets and settle the liabilitiessimultaneously.
A business combination, if any, involving entities or businessesunder common control is a business combination in which all of thecombining entities or businesses are ultimately controlled by thesame party or parties both before and after the business combinationand that control is not transitory.
Business combinations involving entities or businesses undercommon control are accounted for using the pooling of interestmethod as follows:
Ý The assets and liabilities of the combining entities are reflected attheir carrying amounts.
Ý No adjustments are made to reflect fair values, or recognize newassets or liabilities. Adjustments are made only to harmonisematerial accounting policies.
Ý The financial information in the standalone financial statements inrespect of prior periods is restated as if the business combinationhas occurred from the beginning of the preceding period in thestandalone financial statements, irrespective of the actual date ofthe combination.
The balance of the retained earnings appearing in the standalonefinancial statements of the transferor is aggregated with thecorresponding balance appearing in the standalone financialstatements of the transferee. The identity of the reserves is preservedand the reserves of the transferor become the reserves of thetransferee.
The difference, if any, between the amounts recorded as share capitalissued plus any additional consideration in the form of cash or otherassets and the amount of share capital of the transferor is transferredto capital reserve and is presented separately from other capitalreserves.
Expenditure on issue of shares, if any, is charged to the securitiespremium account.
During the year, the Ministry of Corporate Affairs (MCA) has madeamendments to the existing standards. The Company has analysedthe impact of these amendments which is not material to theCompany. MCA has also notified the amendments to Ind AS-1, whichis effective for annual reporting periods beginning on or after 1 April2026. The company would need to adopt these amendments to thestandards, when they become effective. Further, MCA has not issuedany new Ind-AS applicable to the company.
The preparation of the Company's standalone financial statementsrequires management to make judgments, estimates, andassumptions that affect the reported amounts of revenues, expenses,assets and liabilities, and the related disclosures. The estimates andunderlying assumptions are based on historical experience & otherrelevant factors and are reviewed on an ongoing basis. Actual resultsmay differ from these estimates.
Changes in accounting estimates- Such changes, if any, arerecognised in the period in which the estimate is revised if therevision affects only that period or in the period of the revision &future periods if it affects both current & future periods.
Material management judgments
Recognition of deferred tax assets/ liability - The extent to whichdeferred tax assets can be recognized is based on an assessment of theprobability of the future taxable income against which the deferredtax assets can be utilized. Further, the Company Management has nointention to make withdrawal from the Special Reserve created andmaintained under Section 36(1)(viii) of the Income tax Act, 1961 andthus, the special reserve created and maintained is not capable ofbeing reversed. Hence, the company does not create any deferred taxliability on the said reserve.
Evaluation of indicators for impairment of assets - The evaluationof the applicability of indicators of impairment of assets requiresassessment of several external and internal factors which could resultin deterioration of recoverable amount of the assets.
Non recognition of Interest Income on Credit Impaired Loans-
As a matter of prudence, income on credit impaired loan assets isrecognised as and when received or on accrual basis when expectedrealisation is higher than the loan amount outstanding.
Material estimates
Useful lives of depreciable/amortizable assets - Managementreviews its estimate of the useful lives of depreciable/amortizableassets at each reporting date, based on the expected utility of theassets. Uncertainties in these estimates relate to technical andeconomic obsolescence that may change the utility of assets.
Defined benefit obligation (DBO) - Management's estimate ofthe DBO is based on a number of underlying assumptions such asstandard rates of inflation, mortality, discount rate and anticipation offuture salary increases. Variation in these assumptions may materiallyimpact the DBO amount and the annual defined benefit expenses.
Fair value measurements - Management applies valuationtechniques to determine the fair value of financial instruments (whereactive market quotes are not available). This involves developingestimates and assumptions consistent with how market participantswould price the instrument. In estimating the fair value of an asset ora liability, the Company uses market-observable data to the extentit is available. In case of non-availability of market-observable data,Level 2 & Level 3 hierarchy is used for fair valuation.
Income Taxes - Material estimates are involved in determining theprovision for income taxes, including amount expected to be paid/recovered for uncertain tax positions and also in respect of expectedfuture profitability to assess deferred tax asset.
Expected Credit Loss ('ECL') - The measurement of an expectedcredit loss allowance for financial assets measured at amortized costrequires the use of complex models and significant assumptionsabout future economic conditions and credit behavior (e.g., likelihoodof customers defaulting and resulting losses). The Company makessignificant judgments about the following while assessing expectedcredit loss to estimate ECL:
Determining criteria for a significant increase in credit risk;
Ý Establishing the number and relative weightings of forward¬looking scenarios for each type of product/ market and theassociated ECL; and
Ý Establishing groups of similar financial assets to measure ECL.
Ý Estimating the probability of default and loss given default(estimates of recoverable amounts in case of default)
8. Derivative Financial Instruments
The Company enters into derivatives for hedging foreign exchange risks and interest rate risks. In case of Foreign Currency Borrowings, denominatedin currencies other than USD, in certain cases, separate currency derivatives have been taken for that currency vis-a-vis USD and USD vis-a-vis INR, withnotional and corresponding fair value assets/liabilities considered for each such derivative. Derivatives held for risk management purposes includehedges that are either designated as effective hedges under the hedge accounting requirements or hedges that are economic hedges. The tablebelow shows the fair values of derivative financial instruments recorded as assets or liabilities together with their notional amounts.
Refer Note 49 for Risk Management Disclosures in respect of the derivatives.
10.3 In terms of the settlement under Insolvency and Bankruptcy Code (IBC) proceedings/ One Time Settlement (OTS)/ Restructuring/Techincal-write off,
the Company has written off loans amounting to ?3,794.43 crore (Previous Year ?2,484.54 crore). The details of write-offs are as below:
(i) During the current year
(a) Pursuant to Restructuring Agreement executed on 24th March 2025 and implementation of the same during the current financial year, in respectof TRN Energy Private Limited under RBI Circular "Prudential Framework for Resolution of Stressed Assets"dated 7th June 2019, the company hasrestructured outstanding loan amount of ?1,504.07 crore for ?1,112.07 crore and written off an amount of ?392.00 crore with correspondingreversal of ECL of ?272.00 crore.
(b) Pursuant to the Resolution Plan approved under IBC proceedings executed on 10th December 2025 in respect of Bhadreshwar Vidyut PrivateLimited, the company has written off an amount of ?709.78 crore after appropriating cash recoveries of ?283.18 crore with correspondingreversal of ECL of ?59.54 crore.
(c) Pursuant to the One Time Settlement executed on 10th March 2026 in respect of Bhavnagar Biomass Power Projects Private Limited, the companyhas recovered entire principal amount of ?13.77 crore with corresponding reversal of ECL of ?2.75 crore.
(d) Pursuant to the Resolution Plan approved under IBC proceedings executed on 25th February 2026 in respect of Sinnar Thermal Power Limited,the company has written off an amount of ?1,295.07 crore after appropriating cash recoveries of ?1,036.26 crore with corresponding reversalof ECL of ?569.99 crore.
(e) In accordance with Company's policy on technical write off, five loan assets with total amount of ?1,397.58 crore in respect of Ind-Barath Power(Madras) Limited, Jas Infrastructure Capital Private Limited, Konaseema Gas Power Limited, Lanco Vidarbah Thermal Power Limited and ShreeMaheshwar Hydel PCL have been technically written off.
(ii) During the previous year
(a) Pursuant to the Resolution Plan approved under IBC proceedings executed on 6th September 2024 in respect of Lanco Amarkantak PowerLimited, the company has written off an amount of ?1,378.10 crore after appropriating recoveries of ?836.11 crore (Cash of ?721.34 crore andOther Financial Asset in the form of Recoverable of ?114.77 crore) with corresponding reversal of ECL of ?1,406.47 crore.
(b) Pursuant to the One Time Settlement executed on 21st October 2024 in respect of Lynx India Limited, the company has written off an amountof ?0.94 crore after appropriating cash recoveries of ?1.02 crore with corresponding reversal of ECL of ?1.96 crore.
(c) Pursuant to the Resolution Plan approved under IBC proceedings executed on 2nd December 2024 in respect of Nagai Power Private Limited, thecompany has written off an amount of ?371.50 crore after appropriating recoveries of ?189.49 crore (Cash of ?59.05 crore and Other FinancialAsset in the form of Recoverable of ?130.43 crore) with corresponding reversal of ECL of ?398.79 crore.
(d) Pursuant to Resolution Agreement (through Debt assigned to ARC) executed on 27th February 2025 in respect of Corporate Power Limitedunder RBI Circular "Prudential Framework for Resolution of Stressed Assets"dated 7th June 2019, the company has written off an amount of?734.00 crore after appropriating the cash recoveries of ?63.00 crore with corresponding reversal of ECL of ?797.00 crore.
(e) Pursuant to the Resolution Plan approved under IBC proceedings executed on 6th March 2025 in respect of KSK Mahanadi Power CompanyLimited, the company has recovered the entire outstanding loan of ?2,596.36 crore and ?976.46 crore on account of ovedue interest afterappropriating the cash recoveries of ?3,572.82 crore with corresponding reversal of ECL of ?1,361.09 crore.
11.4 In terms of settlements under Insolvency and Bankruptcy Code (IBC) proceedings/ One Time Settlement (OTS)/ Restructuring, the Company hasreceived the following Investments:
(i) During the current year:
(a) Pursuant to Restructuring Agreement in respect of TRN Energy Private Limited, the Company has been alloted 10,00,68,661 no. of equity shareshaving face value of ?10/- each, 3,92,00,000 no. of 0.01% Optionally-Convertible Debentures- Series A having face value of ?100/- each and3,74,46,000 no. of 0.01% Optionally-Convertible Debentures-Series B having face value of ?100/- each.
(b) Pursuant to the Resolution Plan approved under IBC proceedings in respect of Bhadreshwar Vidyut Private Limited, the Company was alloted66,11,47,610 no. of equity shares having face value of ?0.10/- each which have been derecognised pursuant to cash settlement under theresolution plan.
(c) Pursuant to IBC procedings in respect of KSK Mahanadi Ltd, the company has been allotted 2287 no. equity shares having face value of Rs.10/each.
(ii) During the previous year:
(a) Pursuant to the Resolution Plan approved under IBC proceedings in respect of KSK Mahanadi Power Company Limited, IDBI Trusteeship ServicesLimited has been alloted 17,567 no. of equity shares having face value of ?10/- each on 22nd April 2025 in favour of Equity Holder FinancialCreditors. The share of the Company out of these equity shares is 13.019%.
Refer note 10.3 for further details.
11.5 The Company has elected an irrevocable option to designate some of the equity instruments at FVOCI (Fair Value through Other ComprehensiveIncome). The Company's operation comprises of only one business segment i.e. providing financial assistance to power, logistic and infrastructuresector. Thus, in order to isolate Standalone Statement of Profit and Loss from price fluctuations of these instruments, management believes that thisprovides a more meaningful presentation, rather than classifying them at FVTPL (Fair Value through Profit & Loss).
11.6 The Board of Directors of the Company has approved a proposal for incorporation of a Wholly Owned Subsidiary (WOS) for dealing in permissibleactivities as a Finance Company in International Financial Service Centre (IFSC), Gujarat International Finance Tec-City ("GIFT”), Gandhinagar,Gujarat. The Finance Company will be deemed as a non-resident entity under extant FEMA regulations and will be governed by unified regulator i.eInternational Financial Services Centres Authority (IFSCA). The Reserve Bank of India vide its letter dated 3rd May 2024, has accorded "No-ObjectionCertificate” (NOC) to set up the proposed entity. The Company is yet to receive the requisite approval of the Ministry of Power, Government of India toincorporate the proposed entity.
21.4 Foreign Currency Borrowings in Note No. 21.1(iii) and (iv) have been raised at variable interest rates ranging from a spread of 13 bps to 210 bps(previous year 13 bps to 210 bps) over external benchmarks including Overnight SOFR (Secured Overnight Financing Rate), 3/6 Months' Term SOFR,SORA (Singapore Overnight Rate Average), TONAR (Tokyo Overnight Average Rate), 3/6 Months' EURIBOR (Euro Inter Bank Offered Rate) and CreditAdjustment Spread (CAS) as applicable on transition of loans to new benchmark rates, except for the cases where rate has been mentioned.
21.5 The Company has not borrowed any loans from banks or financial institutions on the basis of security of current assets.
21.6 Security Details of Secured Debt Securities and Borrowings
For all the secured bonds issued by the Company and outstanding as at balance sheet date, 100% security cover has been maintained by way ofmortgage on certain immovable properties and/or charge on the receivables of the Company.
Tax Free Bonds issued during FY 2011-12 are secured by first pari passu charge on premises at Shop No. 12, Ground Floor, Block No. 35, Church Road,Mylapore, Chennai and hypothecation of receivables of ?4,998.66 crore of Maharashtra State Electricity Distribution Company Limited in favour ofVistra ITCL (India) Limited. (formerly known as IL&FS Trust Company Limited).
Tax Free Bonds issued during FY 2013-14 are secured by first pari passu charge on the book debts (other than those that are exclusively charged/earmarked to lenders / other Trustees) of the Company in favour of SBICAP Trustee Company Limited.
22.3 The Company raises funds in different currencies through a mix of term loans from banks/ financial institutions/ Government agencies and bonds ofdifferent tenors through private placement of debt securities. The amounts raised during the year have been utilized for the stated objects in the offerdocument/ information memorandum. There has been no default as on the Balance Sheet date in the repayment of debt securities, borrowings andsubordinated liabilities and the Company has met all its debt servicing obligations, whether principal or interest, during the year. Further, there hasnot been any breach of covenant of Debt Securities, Borrowings and Debt Securities issued by the company.
22.4 The Company has not received any fund from any party(s) including foreign entities (Funding Party) with the understanding that the Company shallwhether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Funding Party (Ultimate Beneficiaries) orprovide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
Tax Free Bonds issued during FY 2012-13 & 2015-16 are secured by first pari passu charge on (a) mortgage of premises at Sub Plot No. 8, TPS No 2,FP No. 584P, situated at Village Subhanpura, Distt Vadodara and (b) hypothecation of receivables (other than those that are exclusively charged/earmarked to lenders / other Trustees) in favour of SBICAP Trustee Company Limited.
The Bond Series XV, XVI, XVII, XVIII and XIX of 54EC Capital Gain Tax Exemption Bonds are secured by first pari passu charge on hypothecation of loanassets (other than those that are exclusively charged/ earmarked to lenders / other Trustees) in favour of SBICAP Trustee Company Limited.
Refer Note No. 10 and 16.2 for the carrying value of loan assets and Property, Plant and Equipment (PPE) pledged as security.
21.7 No charges or satisfaction are yet to be registered with Registrar of Companies (ROC) beyond the respective statutory date.
The Company has categorised all subordinated liabilities at amortised cost in accordance with the requirements of Ind AS 109.
23.1 Unpaid dividends, unpaid principal and interest on bonds include the amounts which have either not been claimed by the investors orare on hold pending formalities pursuant to investors' claims etc. The amount due to be transferred to Investor Education and ProtectionFund (IEPF) as at 31st March 2026 is ?1.06 crore (?0.83 crore as at 31st March 2025) which has been transferred within the prescribed time limit.Further, Unpaid Dividend also includes an amount of Nil (previous year ?947.96 crore) pertaining to Interim Dividend declared by the company forwhich balance has been transfered in earmarked bank account but yet to be paid to the shareholders.
The Company is maintaining an Interest Subsidy Fund Account and was given AG&SP subsidy (for disbursement to the eligible borrowers) byGovernment of India at net present value calculated at indicative rates and year in accordance with GOI's letter vide D.O.No. 32024/17/97-PFC dated23.09.1997 and O.M.No.32024/23/2001-PFC dated 07.03.2003 irrespective of the actual repayment schedule, moratorium year and duration ofrepayment of the eligible schemes.
During the current year and preceding five years, no bonus shares were issued by the Company except in the FY 2022-23, when the Company hadallotted 65,83,06,000 Equity Shares of ?10 each as fully paid up by way of bonus shares in the ratio of 1 (One) equity share for every 3 (Three) equityshare outstanding on the record date i.e. 18th August 2022 by capitalising ?658.30 crore out of the sum standing to the credit of 'Securities PremiumAccount'.
26.3 The Company has neither issued any equity shares pursuant to contracts without payment being received in cash nor has there been any buy-backof shares in the current year and five years immediately preceding the balance sheet date.
The holders of the equity shares of the Company are entitled to receive dividends as and when declared by the Company and enjoy proportionatevoting rights in case any resolution is put to vote. Further, the shareholders have all such rights, as may be available to a shareholder of a listed publiccompany, under the Companies Act, 2013 and rules made thereunder, Companies Act, 1956 (to the extent applicable), SEBI (Listing Obligations andDisclosure Requirements) Regulations, 2015 and Memorandum of Association and Articles of Association of the Company.
27.3 The Company had issued Perpetual Debt Instruments of face value of ?10 lakhs each, with no maturity and callable only at the option of the Companyafter 10 years. The claims of the holders of the securities shall be (a) Superior to the claims of the holders of the equity shares issued by the Company;and (b) Subordinated to the claims of all other creditors of the Company. The instruments carry a step up provision if not called after 10 years. Thepayment of Coupons may be cancelled or suspended at the discretion of the Company. The coupon of the securities is not cumulative except wherethe Company shall not be liable to pay coupon and may defer the payment of coupon, if (i) The Capital to Risk Assets Ratio ("CRAR”) of the Issueris below the minimum regulatory requirement prescribed by RBI; or (ii) the impact of such payment results in CRAR of the Issuer falling below orremaining below the minimum regulatory requirement prescribed by RBI.
As these securities are perpetual in nature and the Company does not have any redemption obligation and discretion on payment of coupon, thesehave been classified as equity. Further, the periodic coupon payments are accordingly adjusted with retained earnings.
28.1 Drawdown/ Transfer from Reserves: Pursuant to regulatory guidelines and utilisation of reserves created for specific purposes, the Company hastransferred the following amounts from different reserves to General Reserve:
(i) During the financial year 2025-26
?841.80 crore from Reserve for Bad & Doubtful Debts under Section 36(1)(viia)(c) of the Income Tax Act, 1961 on account of actual write-offs onloan assets and other recoverables.
(ii) During the financial year 2024-25
?687.76 crore from Reserve for Bad & Doubtful Debts under Section 36(1)(viia)(c) of the Income Tax Act, 1961 on account of actual write-offs onloan assets and other recoverables.
Special Reserve created u/s 36(1) (viii) of the Income Tax Act, 1961 is maintained by the Company in order to enable the Company to avail tax benefits.As per Section 36(1)(viii) of the Income Tax Act, 1961, the company is eligible for deduction not exceeding 20% of profit derived from long termfinance activity, provided such amount is transferred and maintained in special reserve account.
The amount referred to in 'A' above are in respect of cases pending in various courts and is dependent upon the verdict of the court.
The amount referred to in B(i) above are against the various demands raised by Income Tax Department. The company is contesting these demandsand the management believes that its position will likely be upheld in the appellate process.
The amount referred to in B(ii) above are against the appeal filed by Income Tax Department in High Court against the relief allowed to the Companyat ITAT level.
The amount referred to in B(iii) above includes ?17.89 crore towards the GST refund appeal filed by the company. Apart from this, ?14.76 crore is onaccount of demand raised by GST Department which the company is contesting and management believes that its position will likely be upheld inthe appellate process.
Against the total of taxation demands of ?68.09 crore (previous year ?229.42 crore) as referred in B(i)/(ii)/(iii) above, Company has paid or adjudicatingauthority has adjusted ?19.61 crore (previous year ?163.91 crore) under protest and remaining ?48.48 crore (previous year ?65.51 crore) is unpaid ason 31st March, 2026.
The amount referred to in D(i) above represent arbitration matters (a) between the contractor and PMC appointed by the company and (b) betweencompany and Chelsea West Architects, PLLC. The claim is being contested by the PMC and company believes that its position will likely be upheld inthe arbitration process. The amount includes interest @ 12% p.a. on ?8.80 crore and 18% p.a. on ?317.38 crore on the claim amount till 31st March,2026.
The amount referred to in D(ii) above represents the fine imposed by National Stock Exchange (NSE) and Bombay Stock Exchange (BSE) of ?0.60 crore(previous year ?0.18 crore), inclusive of GST, for non-compliance on the Corporate Governance requirement of SEBI (Listing Obligation & DisclosureRequirements) Regulations, 2015 regarding the position/quorum requirement of Board/Committee, due to inadequate number of independentDirectors.
The Company has requested the Stock Exchanges to waive the fine since the power to appoint Independent Directors is vested with President ofIndia through the administrative Ministry as per Articles of Association of the Company and the Board of Directors of the Company cannot appointIndependent Directors on the Board of the Company. As such, there is no violation on the part of the Company in the appointment of IndependentDirectors. The Company is hopeful of favorable outcome of its request to the Stock Exchanges in line with the earlier waivers of fine by NSE and BSEfor similar reasons after complying with the requirement.
PM-Surya Ghar: Muft Bijli Yojana was launched by Government of India on 29.02.2024 for installation of Rooftop Solar (RTS) in one crore householdswith the financial outlay of ?75,021 crore (including central financial assistance of Rs 65,700 crore) and is to be implemented till FY 2026-27. Thescheme aims to install rooftop solar systems in 1 crore residential households, providing free or low-cost electricity of up to 300 units per month. Ittargets the generation of 1,000 billion units of renewable electricity from the installed capacity, which is expected to reduce carbon dioxide equivalentemissions by 720 million tons over the 25-year lifespan of these rooftop solar projects. This initiative supports India's commitment to its NationallyDetermined Contributions (NDCs) under the UNFCCC by aiming to achieve 30 GW of rooftop solar capacity in the residential sector by FY 2026-27.
Government of India has approved the Revamped Distribution Sector Scheme (RDSS) to help DISCOMs improve their operational efficiencies andfinancial sustainability by providing result-linked financial assistance to them so as to strengthen supply infrastructure on meeting pre-qualifyingcriteria and achieving basic minimum benchmarks. The scheme has an outlay of ?3,03,758 crore over 7 years i.e. FY 2021-22 to FY 2027-28 includingan estimated Government Budgetary Support (GBS) of ?97,631 crore.
Components of the scheme are :
Part A - Financial support for Prepaid Smart Metering & System Metering and up-gradation of the Distribution Infrastructure.
Part B - Training & Capacity Building and other Enabling & Supporting Activities.
The National Electricity Fund (NEF), an interest subsidy scheme, has become operational since FY 2012-13. The scheme has been introduced by theGovernment of India to promote capital investment in the distribution sector. The scheme provides interest subsidy linked with reform measures,on the loans taken by public and private distribution power utilities for various capital works in the Distribution sector. NEF would provide interestsubsidy aggregating up to ?8,466 crore (including interest subsidy to the borrowers, Service Charges to the Nodal Agency, payments to IndependentEvaluators and other incidental expenses) spread over 14 years for loan disbursement against projects approved during 2012-13 and 2013-14. REChas been nominated as the Nodal Agency for operationalization of NEF scheme across the country.
The Company manages its capital to ensure that it will continue as going concern while maximizing the return to stakeholders. The capital structureof the Company consists of the equity and the long-term borrowings made by the Company.
Management assesses the Company's capital requirements in order to maintain an efficient overall financing structure while avoiding excessiveleverage. The Company manages the capital structure and raises funds through the suitable instruments, in light of the dynamic business environmentand liquidity position within the sector. Further, with regard to capital restructuring, the Company is also guided, inter-alia, by revised guidelines on"Capital Restructuring of Central Public Sector Enterprises” issued by Department of Investment and Public Asset Management (DIPAM), Ministry ofFinance, Department of Public Enterprises in respect of issue of bonus shares, dividend distribution, buy-back of equity shares etc. The Company hascomplied with all externally imposed capital requirements.
Dividend Distribution Policy
Board of Directors monitors the dividend pay-out to the shareholders of the Company. Dividend distribution policy of the Company focuses onvarious factors including but not limited to the present & future capital requirements, profits earned during the financial year, Capital to Risk-weightedAssets Ratio (CRAR), cost of raising funds from alternate sources, cash flow position, net worth of the Company, additional investments in subsidiaries/associates of the Company and applicable taxes if any, subject to the applicable circulars/ guidelines issued by RBI, DIPAM etc. as applicable from timeto time.
As per the extant guidelines issued by DIPAM, Government of India, the Company is required to pay a minimum annual dividend of 30% of PAT.Though the Company endeavors to declare the dividend as per these guidelines, the Company may propose lower dividend after analysis of variousfinancial parameters, cash flow position and funds required for future growth.
Other Policies
The Company has also adopted various policies for the management of the Company which inter-alia include Comprehensive Risk ManagementPolicy, Whistle Blower Policy, Code of Conduct for Regulating, Monitoring & Reporting of Trading by Designated Persons & their Immediate Relativesand for Fair Disclosure, Fraud Risk Management policy, The Code of Business Conduct and Ethics for Board Members and Senior Management, FairPractices Code, Internal Guidelines on Corporate Governance, Policy on 'fit & proper' criteria of Directors, Policy on diversity and skills of the Board,criteria for appointing senior management personnel and remuneration to Directors, KMPs and other employees etc.
The Company is complying with the Capital Adequacy requirements as per the master directions/ circulars/ guidelines prescribed by the RBI, amendedfrom time to time. Being an NBFC and Infrastructure Finance Company (NBFC-IFC), REC is required to maintain a Capital Adequacy Ratio or Capitalto Risk Weighted Assets Ratio (CRAR) of 15% (with a minimum Tier I Capital of 10%), computed by dividing company's Tier-I and Tier-II capital by RiskWeighted Assets.
In order to avoid excessive concentrations of risk, the Company's policies and procedures include specific guidelines to focus on maintaining adiversified portfolio. Identified concentrations of credit risks are controlled and managed accordingly.
For managing these risks, the Company has put in place an integrated enterprise-wide risk management mechanism to ensure that these risks aremonitored carefully and managed efficiently. Pursuant to RBI notification DNBR (PD) CC.NO/.099/03.10.001/2018-19 dated 16th May, 2019 to augmentrisk management practices in the Company, the Board has also appointed a Chief Risk Officer (CRO) who is involved in the process of identification,measurement and mitigation of risks. The risk management approach i.e. Company's objectives, policies and processes for measuring and managingeach of above risk is set out in the subsequent paragraphs.
RBI vide its Master Direction-RBI/2023-24/107 DoS.CO.CSITEG/SEC.7/31.01.015/2023-24 dated 7th November, 2023 on Information TechnologyGovernance, Risk, Controls and Assurance Practice, has mandated the appointment of Chief Information Security Officer (CISO) . The Company hasaccordingly, appointed the CISO in compliance of the RBI Directions.
Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Company. The Company'sexposure to credit risk is influenced mainly by cash and cash equivalents, bank balances (other than cash and cash equivalents), investments, loanassets, trade receivables and other financial assets measured at amortised cost. The Company continuously monitors defaults of customers and othercounterparties and incorporates this information into its credit risk controls.
The Company's board of directors has overall responsibility for the establishment and oversight of the Company risk management framework. TheCompany has a Integrated Risk Management Policy, which covers, inter-alia, Credit Risk, Liquidity Risk, Market Risk, Operational Risk and Other risk ofthe organization. The Company's risk management policies are guided by well-defined systems & processes appropriate for various risk categories,independent risk oversight and periodic monitoring. A Board Level Risk Management Committee (RMC) has also been constituted under thechairmanship of Chairman & Managing Director, whose main function is to identify and monitor various risks of the organization and to suggestactions for mitigation of the same.
This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and the related impact in the financialstatements.
Cash and Cash Equivalents and Bank Balances
Credit risk related to cash and cash equivalents and bank deposits is managed by parking funds in investment grade rated instruments and highly ratedbanks and also diversifying the deposit base by investing in different instruments/ banks across the country.
Loans
Credit risk related to borrowers are mitigated through adequate security arrangements for the loans by way of hypothecation of future project loanassets, receivables, inventories or any other assets, Government Guarantees, Corporate guarantees etc. and additionally Collaterals wherever required. TheCompany closely monitors the credit-worthiness of the promoters through well-defined entity appraisal guidelines that are configured from systematicinstitutional and project appraisal process analysis to assess the credit risk and define credit limits of borrower, thereby, limiting the credit risk to pre¬calculated amounts. These processes include a detailed appraisal methodology, identification of risks and suitable structuring and credit risk mitigationmeasures in form of pre-disbursement conditions.
Investment in Government Securities (G-SEC), State Development loans and Debt Securities
Credit risk related to investment in High Quality Liquid Assets (HQLAs) is managed by investment in Government Securities, State Development Loans andPSU Bonds with sound financial health and also diversifying the investment portfolio in different maturity/sector and monitoring the financial health onregular basis.
Investment in Securities issued by Borrower entities at the time of Loan Settlement/ Resolution
The company received various securities issued by borrower entities as a part of the settlement/ resolution plan duly approved by the Company or theConsortium of Lenders, as applicable and in case of resolutions under Insolvency & Bankruptcy Code 2016, approved by Committee of Creditors andNational Company Law Tribunal (NCLT) of the competent jurisdiction. Credit risk related to these securities is managed by monitoring the recoverability ofsuch amounts continuously.
Trade and Other Receivables
Trade and Other Receivables measured at amortized cost includes the fee income and training programme fee at REC Institute of Power Management &Training Center. Credit risk related to such receivables is managed by monitoring the recoverability of amounts continuously.
Other Financial Assets
Other financial assets measured at amortized cost includes loans and advances to employees and subsidiary, security deposits and other amountsrecoverable, including from Government of India. Credit risk related to these other financial assets is managed by monitoring the recoverability of suchamounts continuously.
Company provides for expected credit losses on financial assets other than loans/investments by assessing individual financial instruments for expectationof any credit losses:
- For cash and cash equivalents and bank balances (other than cash and cash equivalents) - Since the Company deals with only high-rated banks andfinancial institutions for banking operations and the liquid funds category in the debt funds with consistent track record for short term investment ofsurplus funds, credit risk in respect of cash and cash equivalents, other bank balances and bank deposits is evaluated as very low.
- For trade and other receivables - Credit risk is evaluated based on Company's knowledge of the credit worthiness and on the basis of recoverability ofreceivables from those parties.
- For other financial assets - Credit risk is evaluated based on Company's knowledge of the credit worthiness of those parties and loss allowance ismeasured for 12 month expected credit losses upon initial recognition and provide for lifetime expected credit losses upon significant increase in creditrisk.
In case of Investments, securities with a rating equal to or higher than (BBB-) and DPD of less than 30 days are considered to have a low credit risk andhence will form a part of Stage 1 assets. Likewise, securities with DPD beyond 30 days (and upto 90 days) or if the rating of the instrument falls below thelowest investment grade i.e., (BBB-), an investment is considered to have experienced a significant increase in credit risk and is classified as a Stage 2 asset.An investment is classified as credit-impaired or Stage 3 asset when the issuer company defaulted on discharging its contractual payment obligation for aperiod beyond 90 days "OR” the rating of the borrower company downgraded to junk status/defaulted or the company has filed for bankruptcy.
- For Investment in G-Sec, State Development loans and Debt Securities - Considering that the investments are in debt securities including GovernemnetSecurities/ minimum investment grade rated Government/ Private Companies, credit risk is considered low.
- For Investment in Securities issued by Borrower entities at the time of Loan Settlement/ Resolution - Credit risk is evaluated on the basis ofrecoverability of such securities. Wherever medium or high risk evaluated on such investments, suitable ECL allowance is provided.
For risk management reporting purposes, the Company considers and consolidates following elements of credit risk:
Credit default risk: The risk of loss arising from a debtor / issuer being unlikely to pay its obligations in full more than 90 days past due on any material
credit obligation; default risk may impact all credit-sensitive transactions, including loans and securities.
Concentration risk: The risk associated with any single exposure or group of exposures with the potential to produce large enough losses to threaten
Company's core operations.
(A) Credit Risk Management
The credit risk is managed at different levels including at appraisal, disbursements and post disbursement monitoring. The Company has "IntegratedRating Guidelines" and "Comprehensive Risk Management Policy". To mitigate credit risk, the company follows systematic institutional and projectappraisal process to assess the credit risk. These processes include a detailed appraisal methodology, identification of risks and suitable structuringand credit risk mitigation measures. Further, on periodic basis, the loan assets are reviewed and categorized as High/Moderate/Low based on ECLmethodology. The process for Credit Risk Management are as under:
(i) The Company has "Integrated Rating Guidelines" covering credit assessment, risk grading, collateral requirements, reporting, monitoring of endutilisation of funds etc. Further, independent Lender legal counsels are appointed to ensure effective documentation and mitigation of legalrisk
(ii) For all existing private sector projects, where the Company is Lead Financial Institution, the Company engages Lender's Independent Engineers(LIE), Lender's Financial Advisors (LFA) and Lender's Insurance Advisors (LIA), which are independent agencies who act on behalf of variouslenders and consortium members. LIE conducts periodic site visits and submits reports on progress status of the project, after discussionwith borrower and inspection/ review of relevant documents. LFA submit the statements of fund flow and utilization of funds in the projectperiodically. In cases where the Company is not the lead Financial Institution, the tasks related to LIE and LFA services are being coordinatedwith the lead lender.
The Company also endeavors to appoint a separate Project Management Agency (PMA) for new projects being financed, which subsumes theentire works of LIE /Project Management Consultant (PMC), LFA and LIA for better coordination among the agencies. PMA is stationed at projectsite to closely monitor various day to day project execution activities including monitoring of project progress, review of EPC/non-EPC contracts& invoices, fund utilization and insurance for the project. PMA also verifies the bills of original equipment manufacturer/ supplier, compositeworks contractor and give its recommendation for disbursement. Initial due diligence is also be performed by PMA taking the sanctity oftechnical and financial parameters including original project cost & COD.
Concurrent Auditors/Agencies for Specialized monitoring/Cash Flow monitoring agencies are being appointed by REC/Lenders on case to casebasis for effective monitoring of Trust & Retention Account (TRA) for stressed projects.
(iii) The Company has an authorisation structure for the approval and renewal of credit facilities. Authorisation limits have been establishedcommensurating with the size of business proposal at CMD/Executive Committee/Loan Committee/ Board of Directors based on therecommendation of Screening Committee, as appropriate.
(iv) The Company has developed risk grading structure to categorise its exposures according to the degree of risk of default by charging appropriateinterest rates and security package.
(v) Regular reports on the credit quality of loan portfolios are provided to Risk Management Committee and Board, which may require appropriatecorrective action to be taken.
(vi) External agencies are appointed from time to time to review the guidelines, policy and existing practices being followed by business units alongwith providing the specialist skills to promote best practice throughout the Company for management of credit risk.
(vii) Individual and Group Credit Exposures are assessed against designated limits, before facilities are committed to borrowers by the business unitconcerned. Sanction of additional facilities are also subject to the same review process.
(viii) The Company continuously monitors delays and/ or default of borrowers & other counterparties and their recoverability. On occurrence ofdefault in the borrower's account, the Company initiates necessary steps to cure the default which may involve action(s) including, but notlimited to, Special Mention Account (SMA) reporting to RBI, credit information reporting to Central Repository of Information on Large Credits(CRILC), etc., monitoring of the TRA account, conversion of loan into equity as per loan agreement, restructuring of loan account, formulatingresolution plan with the borrower, change in ownership, Corporate Insolvency Resolution Process (CIRP), sale of the exposures to other entities/investors and other recovery mechanisms including invocation of guarantees/ securities to recover the dues.
(B) Credit risk Measurement
The impairment loss allowance on loan assets is provided as per Ind AS 109 in accordance with a board-approved policy, which measures the creditrisk on the basis of key financial and operational parameters to assess improvement/ deterioration in credit quality. Management overlays to themodel output, if any, are duly documented and approved by the Audit Committee. The evaluation of Expected Credit Loss (ECL) is undertaken by anindependent agency, ICRA Analytics Limited (formerly ICRA Online Limited).
The Company has an internal system of grading for State Governments, Public Sector Undertakings and State Power Utilities. However, for StateDistribution Companies (DISCOMs), the Company adopts the ratings by the Ministry of Power as and when they are updated. These ratings aremapped with external rating grades published by various credit rating agencies as part of rating transition matrix. For private borrowers, the Companyuses the external rating as published by various credit rating agencies, or proxy risk score in case such rating is not available. The proxy risk scoremodel considers following parameters :
Quantitative factors
Debt/ EBITDA (30% weightage)
Return on Capital Employed (15% weightage)
Interest Coverage (25% weightage)
Gearing (Debt/Equity) (30% weightage)
Qualitative Factors
Quarter wise Operational Parameters like PPA, PLF, ACS - ARR Gap, LAF, CUF etc.
Actual Default datesStatus of the Project
(C) Measurement of Expected Credit Loss (ECL)
Ind AS 109 outlines a "three stage" model for impairment based on changes in credit quality since initial recognition as summarised below:
- A financial instrument that is not credit impaired on initial recognition and whose credit risk has not increased significantly since initial recognitionis classified as "Stage 1".
- If a significant increase in credit risk since initial recognition is identified, the financial instrument is moved to "Stage 2" but is not yet deemed to becredit impaired.
- If a financial instrument is credit impaired, it is moved to "Stage 3".
- Financial instrument in Stage 1 have their ECL measured at an amount equal to expected credit loss that results from default events possible withinthe next 12 months. Instruments in Stage 2 or Stage 3 criteria have their ECL measured on lifetime basis.
(D) Significant Increase in Credit Risk (SICR)
The Company considers a financial instrument to have experienced a significant increase in credit risk in following cases:For all category of borrowers: -
i. When on any financial instrument if the payment is more than 30 days past due on its contractual payments,
ii. Stage 1 loan asset is undergoing restructuring, until one year of regular payments as per restructuring plan,
iii. Rating/Grading downgraded in rating family of borrower by two or more notches (even if the borrower is in Stage 1 on DPD basis)
Additional factors for private sector borrowers: -
i. Downgrade in the credit rating of borrower to 'C -',
ii. Delay in the date of commencement of commercial operation of project by more than 3 years.
(E) Definition of default and credit-impaired assets
The Company defines a financial instrument as in default, which is fully aligned with the definition of credit-impaired, when the loan account is morethan 90 days past due on its contractual payments or or any such period allowed by the company in line with circular issued by the Reserve Bank ofIndia.
(F) Measuring ECL - explanation of inputs, assumptions and estimation techniques
Expected credit losses are the product of the probability of default (PD), exposure at default (EAD) and loss given default (LGD), defined as follows:
- PD represents the likelihood of the borrower defaulting on its obligation either over next 12 months or over the remaining lifetime of the instrument.
- EAD represents the amounts, including the principal outstanding (along with Credit Conversation Factor (CCF) applied undrawn portion thereof),interest accrued, interest overdue on financial asset and outstanding Letters of Comfort/Letter of Undertaking that the Company expects to beowed at the time of default.
- LGD represents the Company's expectation of loss given that a default occurs. LGD is expressed in percentage and it shows the proportion of theamount that will actually be lost post recoveries in case of a default.
Determination of Probability of Default (PD)
The Company has analysed the available average annual rating transition matrices published by Credit Rating Agencies to arrive at annual transitionmatrix-based PD. This annual transition matrix PD was extrapolated to arrive at the lifetime probability of default of various rating grades by loantenure / maturity profile i.e. lifetime PD.
For State Distribution Companies (DISCOMs), the Company adopts the ratings by the Ministry of Power as and when they are updated. MoP andexternal rating agencies use different rating nomenclatures. Therefore, both nomenclatures are mapped to convey the same result in terms of creditrisk, ensuring consistency and accuracy in PD assignment.
Loss Given Default (LGD) computation model
Based on the historical trend, research and industry benchmarking the Company has constructed a LGD model. Factors reviewed in the LGD modelinclude Project cost per unit, PPA status, FSA status etc. Based on internal research the company has benchmarked these factors for Thermal,Renewable in Private Sector. In case of Private sector borrowers, the realizable value of the assets were arrived using suitable assumptions, includingvaluation reports carried out by the company, outcome of the resolution process etc., to arrive at LGD. For State Government and Public sectorprojects, the Company has factored in the state support and assumed that the State/Central governments would step in to repay debt obligations ofthe state utilities as witnessed in the past.
(G) Key assumptions used in measurement of ECL
(i) The Company considers the date of initial recognition as the base date from which significant increase in credit risk is determined.
(I) Collateral and other credit enhancements
The Company employs a range of policies and practices to mitigate credit risk. The most common of these is accepting collateral for funds disbursed.The Company has internal policies on the acceptability of specific classes of collateral or credit risk mitigation. The principal collateral types for loansand advances are:
- Mortgage of Immovable properties
- Hypothecation of Moveable property
- Assignment of project contract documents
- Pledge of instruments through which promoters' contribution is infused in the project
- Pledge of Promoter Shareholding
- Corporate and personal Guarantee of Promoters
(J) Loss allowance
The loss allowance recognized in the period is impacted by a variety of factors, as described below:
- Transfers between Stage 1 and Stages 2 or 3 due to financial instruments experiencing significant increases (or decreases) of credit risk or becomingcredit-impaired in the period, and the consequent "step up” (or "step down”) between 12-month and Lifetime ECL
- Additional allowances for new financial instruments recognised during the period, as well as releases for financial instruments de-recognised in theperiod
- Impact on the measurement of ECL due to changes in PDs, EADs and LGDs in the period, arising from regular refreshing of inputs to models
- Financial assets derecognised during the period and write-offs of allowances related to assets that were written off during the period
The following tables explain the changes in the loan assets (including undisbursed Letters of Comfort) and the corresponding ECL allowance betweenthe beginning and the end of the reporting period:
(O) In accordance with Reserve Bank of India (Non-Banking Financial Companies - Financial Statements: Presentation and Disclosures) Directions, 2025,had the loans otherwise required to be classified as NPA as per IRACP norms been considered, Gross NPA to Gross Loans ratio would have been 2.19%(previous year 3.62%) and Net NPA to Net Loans would have been 1.92% (previous year 2.56%) as at 31st March 2026.
(P) Write off policy
The Company writes off financial assets, in whole or in part, as directed by the order of the Judicial Authority or when it has exhausted all practicalrecovery efforts and has concluded there is no reasonable expectation of recovery. Indicators that there is no reasonable expectation of recoveryinclude ceasure of enforcement activity or where the Company's recovery method is foreclosing on collateral and the value of collateral is such thatthere is no reasonable expectation of recovery in full.
(Q) Techincal write off
The Company has a board approved Technical Write off policy in compliance of the RBI circular on "Resolution of Stressed Assets Direction 2025"dated 28 November 2025. Technical Write offs are the Stage-III loans assets which remains outstanding at borrowers' loan account level but are
(X) There has been no divergence in Asset Classification and Provisioning assessed during last annual inspection conducted by the RBI for the FY 2024-25vis-a-vis as reported by the company (Nil for FY 2023-24).
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settledby delivering cash or another financial asset. The Company's approach to managing liquidity is to ensure as far as possible, that it will have sufficientliquidity to meet its liabilities when they are due.
The Company manages its liquidity risk through a mix of strategies, including forward-looking resource mobilization based on projected disbursementsand maturing obligations. The Company has put in place an effective Asset Liability Management System and has also constituted an Asset LiabilityManagement Committee ("ALCO”) which monitors the liquidity risk with the help of liquidity gap analysis. Further, the Company has implemented aBoard-approved Contingency Funding Plan ("CFP”), which provides a structured framework of early warning indicators, alternative funding sourcesand escalation procedures to manage liquidity under severe stress scenarios, in line with the applicable regulatory guidelines.
The Company maintains adequate bank balances, short term investments that are readily convertible into cash and adequate borrowing andoverdraft facilities by continuously monitoring the forecast and actual cash flows and, wherever required, may use measures envisaged under theCFP to supplement routine liquidity management under stressed conditions.
(v) Refer Note 49.2 for institutional set-up for management of liquidity risk in the Company.
(vi) Liquidity Coverage Ratio (LCR)
Reserve Bank of India, vide its Reserve Bank of India (Non-Banking Financial Companies - Asset Liability Management) Directions, 2025, as amendedfrom time to time, has stipulated maintaining of Liquidity Coverage Ratio (LCR) by Non-Deposit taking NBFCs with asset size of ?5,000 crore ormore. These guidelines of RBI aims to ensure that Company has an adequate stock of unencumbered High-Quality Liquid Assets (HQLA) that can beconverted into cash easily and immediately to meet its liquidity needs for a 30 calendar day time horizon under a significantly severe liquidity stressscenario.
The LCR is represented by:
_The Stock of High-Quality Liquid Assets_
Total Net Cash Outflows over the next 30 calendar days
where,
(i) Total net cash outflows is defined as the total expected cash outflows minus total expected cash inflows for the next 30 calendar days, wherethe cash flows are assigned a predefined stress percentage, as prescribed by RBI.
(ii) High Quality Liquid Assets (HQLA) means liquid assets that can be readily sold or immediately converted into cash at little or no loss of value orused as collateral to obtain funds in a range of stress scenarios.
The LCR requirement is binding on NBFCs from December 1,2020.
At Present, HQLA investments are held in INR in the form of Government Securities(G-Sec)/ State Development Loans (SDLs) Securities and majorilyAAA/AA Corporate Bonds. Management is of the view that Company has sufficient liquidity cover to meet its likely future short-term requirements.
The Company is exposed to foreign currency risk from various foreign currency debt securities and borrowings primarily denominated in USD, EUR,JPY and SGD. The Company has a risk management policy which aims to manage the foreign currency risk arising from its borrowings denominatedin a currency other than the functional currency of the Company. The Company uses combination of foreign currency options structures, forwardcontracts and cross currency swap to hedge its exposure to foreign currency risk.
An Asset Liability Management Committee (ALCO) is currently functioning under the chairmanship of Chairman and Managing Director (CMD) withFunctional Directors, Chief Risk Officer (CRO) and Executive Directors from Finance and Operating Divisions as its members. ALCO monitors Foreigncurrency risk with exchange rate and interest rate managed through various derivative instruments. The Company enters into various derivativetransactions to cover exchange rate through various instruments like foreign currency forwards contracts, currency options, principal only swapand forward rate agreements. The company has also entered into cross currency swaps in EUR, JPY and CHF to manage risks associated with foreigncurrency borrowings. The derivative transactions done by the Company are for hedging purpose and not for trading or speculative purpose.
Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in interest rates. Interest rates aredynamic and dependent on various internal and external factors including but not limited to RBI policy changes and liquidity in the market. Some ofthe borrowings of the Company are exposed to interest rate risk with floating interest rates linked to external benchmarks such as EURIBOR, OvernightSOFR, Term SOFR, SORA, TONA, T-Bills, Repo Rate etc. The Company manages its interest rate risk through various derivative contracts like interest rateswap contracts, forward interest rate contracts to minimize the risk of fluctuation in interest rates. The Company also uses cross currency interest rateswaps as a cost-reduction strategy to benefit from the interest differentials in different currencies.
The Company also uses Interest Rate Swaps to manage fair value risk on interest rate borrowings to mitigate the interest rate sensitivity mismatch.Through such swaps, the fixed rate borrowings amounting to ?11,995.70 crore as on 31st March 2026 (Previous year ?13,955.70 Crore) have beenconverted into floating rate borrowings through the use of MIBOR-linked Overnight Indexed Swaps.
The Company's lending portfolio carries interest at semi-fixed rate i.e. fixed rate of interest with 1/3/6/12/36/60/120 months reset option with theborrower. The Company reviews its lending rates periodically based on prevailing market conditions, borrowing cost, yield, spread, competitors' rates,sanctions and disbursements etc. In order to manage pre-payment risks, the Company charges pre-payment premium from borrowers in case of pre¬payment of loan. The interest rate risk is managed by the analysis of interest rate sensitivity gap statements and by evaluating the creation of assetsand liabilities with a mix of fixed and floating interest rates.
The Company designates certain derivatives as hedging instruments in respect of foreign currency risk and interest rate risk in cash flow hedges. Foroption contracts, the Company designates only the intrinsic value of option contracts as a hedged item by excluding the time value of the option.The changes in the fair value of the aligned time value of the option are recognised in Other Comprehensive Income and accumulated in the cost ofhedging reserve. The time value of the options at the inception of the hedging relationship is reclassified to Profit or Loss on a straight-line basis.
Hedge ineffectiveness is determined at the inception of the hedge relationship, and through periodic prospective effectiveness assessments toensure that an economic relationship exists between the hedged item and hedging instrument. The Company applies the following effectivenesstesting strategies:
(i) For cross currency swaps and interest rate swaps that exactly match the terms of the hedged item, the economic relationship and hedgeeffectiveness are based on the qualitative factors using critical terms match method.
(ii) For other interest rate swaps (in cases of late designation), the Company uses dollar offset method using a hypothetical derivatives, dollar offsetmethod is a quantitative method that consists of comparing the change in fair value or cash flows of the hedging instrument with the changein fair value or cash flows of the hedged item attributable to the hedged risk.
(iii) For option structures, the Company analyses the behaviour of the hedging instrument and hedged item using regression analysis based dollaroffset method.
The Company has established a hedge ratio of 1:1 for the hedging relationships as the underlying risk and notional amount of the hedging instrumentsare identical to the hedged items.
(d) Fair Value Hedges
At 31st March 2026, Company has outstanding interest rate swap agreements of ?11,995.70 crore (Previous year ?13,995.70 Crore) wherein theCompany receives a fixed rate of interest and pays interest at a variable rate on the notional amount. Such agreements are being used to hedge theexposure to the changes in fair value of fixed rate borrowings.
There is an economic relationship between the hedged item and the hedging instrument as the terms of the interest rate swap match the terms ofthe fixed rate loan (i.e., notional amount, maturity, payment and reset dates). As such, a hedge ratio of 1:1 for the hedging relationships has beenestablished as the underlying risk of the interest rate swap is identical to the hedged risk component.
RBI has introduced Scale Based Framework (SBR) for NBFCs effective from 01st October, 2022, categorising NBFCs in four layers based on their size,activity, and perceived risk. RBI has subsequently issued "RBI (Non-Banking Financial Companies - Registration, Exemptions and Framework for ScaleBased Regulation) Directions on November 28, 2025. The Company being a government company, is categorised as NBFC - Middle Layer and issubject to the guidelines / regulation as applicable for NBFC-Middle Layer.
RBI has introduced RBI (Fraud Risk Management in NBFCs) Direction, 2024 effective from 15th July, 2024. There were Nil cases of frauds (Previous yearNil) reported during the year.
RBI, vide its letter dated 17th September 2010 had categorized REC Limited as an Infrastructure Finance Company (IFC) in terms of instructionscontained in RBI Circular DNBS.PD.CC.NO.168/03.02.089/2009-10 dated 12th February 2010. As an IFC, the total permissible exposure for lendingand investing is 30% of Tier-I capital in case of a single borrower and 50% in case of a single group of borrowers, respectively. The exposure w.r.toutstanding loans to its borrowers as on date is within the prescribed norms.
The Company has no direct or indirect exposure to real estate sector as at 31st March 2026 (As at 31st March 2025 Nil).
The fair value of financial instruments as referred above has been classified into three categories depending on the inputs used in the valuationtechnique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities [Level 1 measurements] andlowest priority to unobservable inputs [Level 3 measurements].
Valuation Techniques for fair value disclosures (Level 1, Level 2 and Level 3)
(A) Investment in Quoted Equity /Invit Investments - Level 1 - Investment in listed equity instruments of NHPC Limited, RattanIndia Power Limited andUnits of Raajmarg Infra Investment Trust-2026 Invit are measured at their readily available quoted price in the market.
(B) Derivative Financial Instruments - Level 2 - The fair value has been determined on the basis of mark to market value provided by the banks thathave contracted to hedge the underlying risk. Such valuation is calculated using market observable inputs including forward exchange rates, interestrates corresponding to the maturity of the contract and implied volatilities.
(C) Investment in Perpetual Bond - Level 2 - The Company had made investments in perpetual bonds of Canara Bank, UCO Bank and Punjab NationalBank which are quoted on NSE/BSE. The Company get the active market transactions (trading data) for these bonds available with NSE/BSE andvalued these perpetual bonds based on trading price as well as by using Yield to Maturity rate(s) available with FIMMDA and rating of the investeebanks.
(D) Investment in Unquoted Equity of Universal Commodity Exchange Limited (UCX) - Level 3 - Investment in unquoted equity shares of UCX isclassified as Level 3. It has been carried at Nil value by the Company due to the company specific reasons. UCX was shut down in 2014, thereby,ceasing to exist as a going concern.
(E) Investment in Unquoted Equity of Energy Efficiency Services Limited (EESL) - Level 3 - Investment in unquoted equity shares of EESL is classifiedas Level 3. EESL ceases to be a Joint Venture (JV) with effect from September 01,2021. During the current financial year, investment made by Companyin Energy Efficiency Services Limited (EESL) has been valued at Net Asset Value method against the Comparable Companies Multiple method, due tofactors affecting the operational performance of EESL.
(F) Investment in Unquoted Equity of Jhabua Power Limited (JPL), JSW Energy (Utkal) Limited (JSWEUL), KSK Mahanadi Limited and TRN EnergyPrivate Limited - Level 3 - Investment in unquoted equity shares of JPL and IBEUL are classified as Level 3. The company has been alloted equityshares of the borrower companies pursuant to their respective resolution plans. The management decided to value these equity shares on the basisof valuation from independent valuer which have considered Market Multiple Method of valuation i.e. the valuation technique covered in IND AS 113.
(G) Investment in Unquoted Preference Shares - Level 3 - Investment in unquoted OCCRPS of RattanIndia Power Limited (RIPL) are classified as Level3. The company has been alloted OCCRPS of the borrower company pursuant to One Time Settlement arrangement executed on 23rd December 2019.The fair value has been taken as Nil as future cash flows are uncertain in such instruments. Any change in expectation of future cash flow is adjustedto reflect change in fair value of the investment.
(H) Investment in Optionally Convertible Debentures of R.K.M PowerGen Private Limited - Level 3 - Investment in unquoted Optionally ConvertibleDebentures (OCDs) of R.K.M PowerGen Private Limited are classified as Level 3, which have been alloted to the Company upon implementation ofrestructuring plan with the borrower. The fair value has been taken as Nil as such debentures are unsustainable in nature and future cash flows areuncertain. Any change in expectation of future cash flow is adjusted to reflect change in fair value of the investment.
(I) Investment in Optionally Convertible Debentures of Dans Energy Private Limited - Level 3 - Investment in unquoted Optionally ConvertibleDebentures (OCDs) of Dans Energy Private Limited are classified as Level 3, which have been alloted to the Company upon implementation ofrestructuring plan with the borrower. The fair value has been taken as Nil as such debentures are unsustainable in nature and future cash flows areuncertain. Any change in expectation of future cash flow is adjusted to reflect change in fair value of the investment.
(J) Investment in Optionally Convertible Debentures (OCD) Series A / B of TRN Energy Private Limited- Level 3 - Investment in unquoted OptionallyConvertible Debentures (OCD) Series A / B of TRN Energy Private Limited are classified as Level 3, which have been alloted to the Company uponimplementation of restructuring plan with the borrower. The fair value has been taken as Nil as such debentures are unsustainable in nature andfuture cash flows are uncertain. Any change in expectation of future cash flow is adjusted to reflect change in fair value of the investment.
The following table shows the reconciliation of the opening and closing amounts of Level 3 financial assets and liabilities measured at fair value:
Valuation methodologies of financial instruments not measured at fair value
Below are the methodologies and assumptions used to determine fair values for the above financial instruments which are not recorded and measured atfair value in the Company's financial statements. These fair values were calculated for disclosure purposes only. The below methodologies and assumptionsrelate only to the instruments in the above tables:
Financial assets and liabilities
For financial assets and financial liabilities that have a short-term maturity (less than twelve months), the carrying amounts, which are net of impairment, area reasonable approximation of their fair value. Such instruments include: cash and cash equivalents, bank balances other than cash and cash equivalents,contract assets and contract liability without a specific maturity.
Loans and advances to customers
Fair values of loan assets are calculated using a portfolio-based approach, grouping loans as far as possible into homogenous groups based on similarcharacteristics. The Company then calculates and extrapolates the fair value to the entire portfolio, using discounted cash flow models that incorporateinterest rate estimates considering all significant characteristics of the loans. Where such information is not available, the Company uses historical experienceand other information used in its collective impairment models.
Financial assets at amortised cost
The fair values of debt securities measured at amortised cost are estimated using a discounted cash flow model based on contractual cash flows usingactual or estimated yields and discounting by yields incorporating the counterparties' credit risk.
Issued debt
The fair values of the Company fixed interest-bearing debt securities, borrowings and subordinated liabilities are determined by applying discountedcash flows ('DCF') method, using discount rate that reflects the issuer's borrowing rate as at the end of the reporting period. The own non-performancerisk as at 31st March 2026 was assessed to be insignificant.
Investment in Government Securities (G-SEC) and State Development Loan (SDL)
The Company has made investments in G-SEC and SDL in order to maintain sufficient High Quality Liquid Assets and pledging as Initial Margin as per RBIguidelines. The Company has computed the fair value using discounted cash flow (DCF) method i.e adding the accrued interest from last coupon date tothe reporting date.
Investment in PSU Bonds
The Company has made investments in PSU Bonds in order to maintain sufficient High Quality Liquid Assets and pledging as Initial Margin as per RBIguidelines. The company has computed fair value using market inputs i.e., Yield of G-Sec bonds for similar remaining maturity or credit rating wise spreadfor PSUs for remaining maturity as per industry practice.
Investments in securities issued by Borrower entities at the time of Loan Settlement/ Resolution
The fair value has been derived by present value technique by discounting future cash flows at interest rate applicable to the borrowers. Any change inexpectation of future cash flow is adjusted to reflect change in fair value of the investment.
All other debt securities, borrowings and subordinated liabilities availed by the Company are variable rate facilities which are subject to changesin underlying Interest rate indices. Further, the credit spread on these facilities are subject to change with changes in Company creditworthiness. Themanagement believes that the current rate of interest on these loans are in close approximation from market rates applicable to the Company. Therefore,the management estimates that the fair value of these borrowings are approximate to their respective carrying values.
Investments Property
The Company obtains independent valuations for its investment properties annually. The fair values of investment property are determined by anindependent registered valuer and the valuation technique adopted is Income approach.
55. There are no Micro and Small Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days as at 31st March 2026(previous year Nil). This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has beendetermined to the extent the status of such parties identified on the basis of information available with the Company.
During the year ended 31st March, 2026, the expenses relating to short-term leases are ?16.41 crore (previous year ?12.44 Crore). The total cashoutflow towards all leases, including Right-of-Use Assets is ?16.41 crore (previous year ?12.44 Crore).
58. Disclosures for Employee Benefits as required under Ind AS 19 'Employee Benefits':
A. Defined Contribution Superannuation Scheme
The Company pays fixed contribution towards superannuation scheme at pre-determined rates to NPS Trust which invests the funds in the permittedsecurities. The balance with the NPS Trust/ separate trust includes the monthly contributions in the members' account along with the accumulatedreturns. When the pension becomes payable to the member, the amount standing to the credit of the member is appropriated towards the member'saccumulation and annuities, as opted for by the member.
The Company has recognised an expense of ?9.61 crore (previous year ?11.08 crore) towards defined contribution plans.
A. Provident Fund
The Company pays fixed contribution of Provident Fund at pre-determined rates to a separate registered trust which invests the funds in permittedsecurities. The trust declares the rate of interest on contribution to the members based upon the returns earned on its investments during the year,subject to minimum interest rate specified by Employees' Provident Fund Organisation. Any shortfall in the specified interest rate and returns earnedon investments of the trust, for payment of interest to members, is to be compensated by the Company. The Company's obligation towards providentfund is determined and provided for on the basis of actuarial valuation as per IND AS 19 on Employee Benefits. The details of the fair value of planassets and obligations are as under :
Through its defined benefit plans, the Company is exposed to a number of risks, the most significant of which are detailed below:
(i) Asset volatility
Most of the plan asset investments are in government securities, other fixed income securities with high rating grades and mutual funds. The fairvalue of these assets is subject to volatility due to change in interest rates and other market and macro-economic factors.
(ii) Changes in discount rate
The present value of defined benefit plan liabilities is calculated using a discount rate which is determined by reference to market yields at theend of the reporting period. A decrease in discount rate will increase present values of defined benefit obligations, although this will be partiallyoffset by an increase in the value of the plans' investments.
(iii) Longevity risk
The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants bothduring and after their employment. An increase in the life expectancy of the plan participants will increase the plan's liability.
(iv) Salary risk
The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants. As such, an increase inthe salary of the plan participants will increase the plan's liability.
(v) Employee Turnover/ Withdrawl risk
The present value of the defined benefit plan liability is calculated by reference to the expected withdrawl rate in the future. As such, if the actualwithdrawal rate in the future turns out to be more or less than expected then it may result in increase in the plan's liability.
The fair value of plan assets at the end of reporting period for each category, are as follows:
The Company provides for earned leave benefit and half-pay leave benefit to the credit of the employees, which accrues on half-yearly basis at 15days and 10 days respectively. A maximum of 300 days of earned leave can be accumulated at any point of time during the service, while there isno limit for accumulation of half pay leave. Total expenses amounting to ?5.26 crore (Previous year ?10.85 crore) have been made towards theseemployee benefits and debited to the Statement of Profit and Loss on the basis of actuarial valuation.
Expenses towards long service award and settlement allowance amounting to ?0.21 crore (previous year ?1.27 crore) have been debited to theStatement of Profit and Loss on the basis of actuarial valuation.
58.4 Employee benefits including Gratuity, PRMF, Terminal Benefits, leave encashment and other employee benefits in respect of Company'semployees working in its wholly-owned subsidiary on deputation / secondment basis, are being allocated based on a fixed percentage ofemployee cost.
58.5 The Company is managing all the superannuation schemes i.e Contributory Provident Fund (CPF), Gratuity, Pension and Post-Superannuation /Retirement Medical Benefits (PSMB/PRMB) within the overall limit, as prescribed by Department of Public Enterprises (DPE) from time to time.
58.6 Central Government has issued four separate notifications in the Official Gazette dated 21st November 2025 announcing implementation of fourLabour Codes, viz., the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020 and the Occupational Safety,Health and Working Conditions Code, 2020. Following the implementation of the these labour codes, the Central Government has pre-publishedthe draft rules on 31st December 2025 under the respective Labour Codes, for public comment and the final rules are expected to be notified in duecourse.
There is no material impact from the enactment of New Labour Codes, 2025 on the financial statement of the Company in the current year (previousyear N/A). Also, the Company continues to monitor the finalisation of Central/State Rules and clarifications from Government on other aspects of theLabour Codes and would provide appropriate accounting effect as required based on future developments.
Some of the erstwhile State Electricity Boards (SEBs) against whom loans were outstanding or on whose behalf guarantees were given, wererestructured by the respective State Governments and new entities were formed in the past. Consequently, the liabilities of the erstwhile SEBs standtransferred to new entities.
Status of Documentation Subsequent to Reorganisation of the State of Jammu & Kashmir
After the bifurcation of the State of Jammu & Kashmir into two Union Territories (UTs) - Jammu & Kashmir UT and Ladakh UT, the existing entitiespertaining to the erstwhile state of J&K have been restructured vide unbundling order dated 23rd October 2019. The addendums to the agreementswith new restructured departments are yet to be executed. Pending the execution of such documentation, the existing loans for Generation, T&D andGovernment schemes are being serviced / repaid in line with the existing loan agreements.
Status of Documentation Subsequent to Reorganisation of the State of Andhra Pradesh
Subsequent to the reorganisation of erstwhile State of Andhra Pradesh, the state of Telangana has been formed on 2nd June 2014. However, the assetsand liabilities are yet to be transferred to the respective power utilities through a formal Gazette Notification.
(i) Wherever the loans have been sanctioned to erstwhile APCPDCL, APNPDCL and APGENCO prior to bifurcation and documentation has notbeen done, these schemes have been re-sanctioned in the name of newly formed utilities and documentation formalities completed andaccordingly the charge has been registered with the Ministry of Corporate Affairs (MCA).
(ii) Wherever the loans sanctioned in the name of erstwhile APCPDCL, APNPDCL prior to bifurcation and documentation formalities completed anddrawls have been made, in these schemes an undertaking has been obtained from the name changed / newly formed utility and disbursementshave been made to the newly formed utility by changing the name of the borrower in the name of new / name changed utility.
(iii) Wherever the Loan is sanctioned in the name of erstwhile APCPDCL, APNPDCL prior to bifurcation and documentation formalities completedwith Government Guarantee and drawls have been made, further documentation for these schemes shall be done on Gazette Notification.
(iv) Once the final transfer scheme is notified through Gazette Notification by Government, duly indicating the transfer of assets and liabilitiesamong the power utilities, action for execution of documentation formalities will be taken up in respect of all the outstanding loans with thenew / name changed utilities. Till that time, the demand for payment of interest / principal is being segregated by the Utilities and the respectiveportions are being paid by Utilities in Telangana and Andhra Pradesh.
Status of Documentation Subsequent to Trifurcation of TANGEDCO
Government of Tamil Nadu vide G.O.No.6 & G.O.No 7 dated 24th January, 2024 ordered the trifurcation of TANGEDCO into 3 entities i.e. (i) the existingcompany TANGEDCO would be renamed as Tamil Nadu Power Distribution Corporation Limited (TNPDCL) and continue to carry on distributionbusiness (ii) Formation of Tamil Nadu Power Generation Company Limited (TNPGCL) for carrying out thermal & gas power generation business and
(iii) Tamil Nadu Green Energy Corporation Limited (TNGECL) to carry out the green power generation business. Pursuant thereto, the two new entitiesviz. TNPGCL and TNGECL were formed on 09th February, 2024 and 10th February, 2024 respectively.
Further Government of Tamil Nadu in exercise of powers conferred by Section 131 and 133 of the Electricity Act, 2003 (Central Act 36 of 2003)notified Tamil Nadu Electricity Restructuring And Transfer Scheme, 2024 vide G.O. (MS) No.32 Energy (B2) Department dated 6th March, 2024,
62.2 The Company does not have any reportable geographical segment as the lending operations of the Company are carried out within the country.
62.3 No single borrower has contributed 10% or more to the Company's revenue during the financial year 2025-26 and 2024-25.
62.4 In line with the Reserve Bank of India (Non-Banking Financial Companies - Income Recognition, Asset Classification and Provisioning) Directions,2025 and accounting policy of the Company and on a prudent basis, the Interest Income on net of provision Credit Impaired Loan Assets (Stage III) of?147.86 crore ( Previous Year ?2,163.17 Crore) has not been recognized.
published in Tamil Nadu Government Gazette Extraordinary No.90 dated 6th March 2024, whereby Government of Tamil Nadu defined the property,interest in property, rights and liabilities of TANGEDCO to be allocated to TNPGCL and TNGECL with effect from 6th March 2024. As the notificationdated 6th March 2024 issued by Government of Tamil Nadu was provisional for a period of one year, Company has initially executed provisionalloan transfer agreements with the respective entities.
Pursuant to the issuance of final notification of Government of Tamil Nadu No. 40 dated 21st April, 2025 for confirming the transfer of assets andliabilities amongst the three companies as mentioned above, the necessary documentation has been completed by the Company by executingrelevant document dated 24th March, 2026 and 30th March, 2026.
The company has continued to follow the same accounting policies as was followed during the financial year ended 31st March, 2025. Further, certainaccounting policies have been reworded to bring in more clarity and align with company's practice. There is no financial impact of such modificationcarried out in the accounting policies.
64. Previous year figures have been reclassified/ regrouped to conform to the current classification.
65. There are no Off-Balance Sheet SPVs sponsored by the Company, which need to be consolidated as per accounting norms.
66. The Company does not have any Overseas Assets in the form of Joint Ventures/Subsidiaries abroad.
67. The disclosures as required under Reserve Bank of India (Non-Banking Financial Companies - Financial Statements: Presentation and Disclosures)Directions, 2025 have been made in Note No. 3, 8, 10, 11,22.1,27, 28.1,45, 48, 49, 49.1.4 (M), 49.1.4 (N), 49.1.4 (O), 49.1.4 (P), 49.1.4 (Q), 49.1.4 (R), 49.1.4(S), 49.1.4 (T), 49.1.4 (U), 49.1.4 (V), 49.1.4 (W), 49.1.4 (X), 49.2.2, 49.2.4, 49.3, 50, 51,52, 53, 56, 60, 61,62, 65, 66, 68, 70.
68. The appointment of Independent Directors is done by the Government of India. These standalone financial statements for the year ended31st March, 2026 have been approved by the Board of Directors of the Company on the recommendation of the Audit Committee constitutedwithout independent directors required under the Companies Act,2013.
69.1 No penalties have been levied on the company by any regulator during the year ended 31st March 2026 (previous year Nil)However, during the year, the Company has received notices from the National Stock Exchange of India Ltd. (NSE) and BSE Ltd. (BSE) imposing atotal fine of ?0.60 crore (previous year ?0.18 crore) (inclusive of GST) for non-compliance on the corporate governance requirements of SEBI (ListingObligations & Disclosure Requirements) Regulations, 2015 regarding the position/quorum requirements of Board/ Committees, due to inadequatenumber of Independent Directors.
The Company has requested the Stock Exchanges to waive the fine since there is no violation on the part of the Company in the appointment ofIndependent Directors. The Company is hopeful of favorable outcome of its request to the Stock Exchanges in line with the earlier waivers of fine byBSE & NSE after complying with the requirement.
69.2 No complaints have been received by the Company from the customers or Offices of Ombudsman during the year ended 31st March 2026 (previousyear Nil).
70. The Company does not have any transactions with the companies struck off u/s 248 of Companies Act, 2013 during the year ended 31st March 2026(previous year Nil).
71. Figures in Rupees have been rounded off to the nearest crore with two decimals, unless expressly stated.
The Notes to Accounts 1 to 71 are an integral part of the Standalone Financial Statements.