FINANCIAL YEAR 2020-21

PIPELINE INFRASTRUCTURE LIMITED

3RD ANNUAL REPORT

FINANCIAL YEAR 2020-21

Details of the CompanyPipeline Infrastructure Limited

CIN: U60300MH2018PLC308292Registered Office: Seawoods Grand Central, Tower-1, 3rd Level, C Wing - 301 to 304, Sector 40, Seawoods Railway Station, Navi Mumbai, Thane, Maharashtra - 400 706, India Tel No.: +91 22 3501 8000Website: www.pipelineinfra.com; Email: [email protected]

Board of Directors

Non-executive Directors Independent Directors Executive DirectorMr. Mihir Nerurkar - Chairperson Mr. Arun Balakrishnan Mr. Akhil Mehrotra Mr. Anish Kedia Mr. Chaitanya PandeMr. Arpit Agrawal Ms. Radhika Vijay Haribhakti Mr. Jeffrey Wayne KendrewMr. Sanjay Barman Roy

AuditorsJoint Statutory Auditors

M/s. Deloitte Haskins & Sells LLP, Chartered Accountants

(Firm Registration Number: 117366W/W-100018)

M/s. Chaturvedi & Shah, Chartered Accountants

(Firm Registration Number: 101720W/W-100355)

Cost Auditors Internal Auditors Secretarial AuditorsMr. Suresh D. Shenoy

(Membership No. 8318)(Firm Registration No. 102173)

M/s. Ernst & Young LLP M/s. Maykar & Associates, Company Secretaries

(Firm Registration Number: P2005MH007400)

Registrar & Transfer AgentsKFin Technologies Private Limited

(formerly known as Karvy Fintech Private Limited)Karvy Selenium Tower B, Plot no 31-32,

Financial District, Nankramguda,Serilingampally, Hyderabad, Rangareddi,

Telangana - 500 032Tel.: +91 40 6716 2222

Web.: www.kfintech.com

Debenture TrusteeIDBI Trusteeship Services Limited

Asian Building, Ground Floor,17 R. Kamani Marg,

Ballard Estate, Mumbai - 400 001Tel.: +91 22 4080 7000

Web.: www.idbitrustee.com

CONTENTSParticulars Page No.

Chairman’s Message 1

MD & CEO’s Message 2

Board of Directors 4

Management Team 5

Report of the Board of Directors 6

Independent Auditors’ Report 41

Audited Financial Statements 50

CORPORATE INFORMATION

1Annual Report | 2020-2021

Dear Stakeholders,

I hope all of you and your families are keeping safe. On behalf of the Board of Directors and Pipeline Infrastructure Limited family, it is my honor to present to you the Third Annual Report for the financial year ended March 31, 2021.

An efficient natural gas infrastructure is very important for a growing India. Pipeline Infrastructure Limited (PIL) pipeline, country’s first bi-directional pipeline, facilitates growth through a reliable and a secure network of clean energy sources. Owned by India Infrastructure Trust, PIL owns and operates a 48-inch diameter cross-country natural gas pipeline with a length of 1,480 kms including spur lines and interconnects, traversing adjacent to major cities in the states of Andhra Pradesh, Telangana, Karnataka, Maharashtra and Gujarat. Consumers and stakeholders across the country rely on us to meet their increasing energy demands.

2020 was an unprecedented year for gas and liquefied-natural-gas (LNG) markets. Global natural gas consumption declined by an estimated 81 bcm (or 2.3% y-o-y) in 2020. However, global energy demand is expected to increase by 4.6% in 2021, more than offsetting the 4% contraction in 2020 and pushing demand above 2019 levels. The Natural Gas consumption (including internal use) in India was approximately 166 Million Metric Standard Cubic Meter Per Day (“MMSCMD”) in FY 2020-21. The total consumption of natural gas saw a decline of about 3,300 Million Metric Standard Cubic Meter (“MMSCM”).

Irrespective of the challenges caused by external factors, your Company’s HSSE performance continues to be robust. As on March 31, 2021, PIL completed cumulative 12.4 safe million man-hours and 1867 days without Loss Time Injury (“LTI”) incidents. Availability and reliability of operating assets was above 98%, because of the judicious maintenance practices. EBIDTA for the FY 2020-21 is Rs. 1,024.72 Crore as against Rs. 1,296.92 Crore for FY 2019-20 (excluding fair value loss on Non-Convertible Debentures measured at Fair Value).

As we strive to strengthen our relationship with the stakeholders, your Company successfully executed several new projects during the last financial year. In FY 2020-21, PIL completed nine projects towards connecting PIL pipeline with the upcoming City Gas Distribution (“CGD”) networks and industrial units abutting the pipeline ahead of customers’ readiness. Bi-directional flow feature of the pipeline has been made operational at two compressor stations.

Your Company demonstrates accountability and transparency in all its efforts. PIL believes that Employees including the contract workforce, are the key assets and are critical for the success of the organization. At PIL, we celebrate the uniqueness of every individual by building an environment of empowerment and inclusion across functions. Simultaneously, your Company has been persistent in its efforts towards protecting the natural environment and driving a positive change in the communities in which we operate.

We continue to focus on the ever-changing needs of our stakeholders, as we collectively emerge from the uncertainties brought about by Covid-19. I want to thank our leadership team for their incessant efforts in running the operations uninterrupted and their resilient performance during a difficult situation throughout the last financial year. Our people proved their mettle, once again, during the pandemic by rising above their call of duty. I, on behalf of the Board, thank every one of our team members for their dedication, trust, and performance during such trying times.

In addition, I want to thank all our stakeholders including our esteemed shareholders, lenders, customers, the Government and Regulatory Bodies, and the communities for their unwavering trust and support during the past year. The Board would also like to extend their gratitude towards Contractors, Vendors and Consultants who enabled us to deliver our best.

With the support of all our stakeholders, I am optimistic that your Company will continue to ensure the availability of sustainable and clean energy to all its stakeholders in an uninterrupted and safe manner.

Mihir NerurkarChairman

CHAIRMAN’S MESSAGE

2 Pipeline Infrastructure Limited

MD & CEO’S MESSAGE

The past year has been very challenging, with black swan event Covid 19 crisis hitting and consequent lockdowns. The year has not only tested our perseverance, but the resilience of mankind. During the year, your Company not only stepped up its efforts to operate and maintain the business as efficiently as it has in the past but also grew its business.

It is my privilege to share with you The Company’s performance highlights for FY 20-21 and the way forward. Amidst all the challenges, your Company strived to meet the stakeholders’ aspirations and delivered sustainable value. It is with great pride I announce that PIL moved to its new office space, Head Office in Navi Mumbai, equipped with excellent amenities and a world-class infrastructure. We also inaugurated our new state of the art pipeline control centers at Navi Mumbai and Hyderabad in the past few months.

India’s first bi-directional pipeline, the trunk pipeline owned by your Company is 48” in diameter and 1,480 Km in length including spur lines and interconnects and traverses five states from Kakinada in Andhra Pradesh to Bharuch in Gujarat, with a design capacity of 85 MMSCMD. The Pipeline has 11 Compressor Stations (“CS”) along the length of the pipeline to compress and deliver gas effectively.

Change is the only constant, and we have all witnessed it deeply in the recent times. With the evolving business needs, it is imperative to keep pace. Having said that, PIL, along with the support of all PIL family members, drafted a New Vision Statement “To be the best natural gas pipeline operator, delivering value in a safe, reliable and sustainable manner”. Furthermore, it is my honour to share that Your Company was felicitated with the Great Place to Work Certification® 2020-21 from Great Place to Work® Institute for the period November 2020 – October 2021 for the very first time. We also continued are efforts to promote gender diversity and I am happy to inform that today 15% of our workforce are women. It is a testimony towards the Company’s continuous efforts to build and nurture trust and performance-oriented culture.

Aligned with our objective of ‘GOAL ZERO - NO HARM & NO LEAKS’, your Company continues to be committed towards building a healthy and generative HSSE culture. As on March 31, 2021, PIL clocked 12.4 safe million man-hours and 1867 days without Loss Time Injury (“LTI”) incidents. HSSE score for the year 2020-21 was 93% as against the target of 90%.

On the business front, the pipeline system has cumulatively transported 116 Billion Standard Cubic Meter (“SCM”) of gas since commencement of operations in 2009. During the financial year 2020-21, PIL transported an average ~12 MMSCMD (at gross conversion value of 38,036 BTU per SCM) of gas volume and earned a transportation revenue of Rs. 1,250.98 Crore, including the revenues under Parking Services and Deferred Delivery Services (“DDS”) which PIL offered as value added service to customers. The pipeline capacity utilization for the financial year, based on the design capacity, has been 14.25% compared to the industry average of 22%. We expect this to increase substantially in the coming years with new domestic gas and demand uptick.

In FY 2020-21, PIL completed nine projects towards connecting PIL pipeline with the upcoming City Gas Distribution (“CGD”) Networks and industrial unit abutting the pipeline ahead of customers’ readiness, with additional two CGD connectivities planned for FY 2021-22. Bi-directional flow feature of the pipeline has been made operational at Compressor Station 06 (CS06) and Compressor Station 03 (CS03) which would enable additional DDS revenue.

The Company implemented necessary steps to ensure the well-being of the Employees throughout the first and second phase of the pandemic and continues to do so. PIL realises the importance of having a strong employee base. To achieve the goal of building an engaging workplace, the Company has developed policies and initiatives focussed on the holistic development of the employees. I would like to take this opportunity to extend my condolence to those who have lost their loved ones during the fight against the invisible enemy of today.

The Company has always worked towards protecting the environment and community, while continuing to run the business. PIL firmly believes that it is imperative to adopt progressive and effective sustainability practices. With the help of initiatives such as village Public Awareness Programs, School Infrastructure Development, and incessant support in making COVID essential materials and food grains available in the villages along the length of the pipeline, your Company extended full support to all those in need.


As a responsible organization working towards the growth of India, your Company adheres to and functions in an ethical manner. The Company’s Governance Framework and Practices apply to all areas and functions of PIL and are extended to third party vendors working with and for PIL. Integrity and transparency are key to our corporate governance practices to ensure our stakeholders trust us and work as our partners.

The Indian Energy Sector has witnessed numerous developments in the recent past. The Government of India (GoI) has released policy and reforms to strengthen the sector and invest in infrastructure especially in Natural Gas. Aligned with the government’s objective, your Company is focussing on connecting to maximum supply centres (domestic sources & gas terminals) on the east coast to the demand centres on the west coast. Furthermore, PIL is conducting a survey within 100 kms on either side of the pipeline to assess the potential demand and connect to the untapped demand. The volumes in PIL pipeline are expected to increase with the ramp up in KGD6 Basin & ONGC volumes soon. Your Company consistently strives to reduce GHG Emissions and fulfil its duty towards the mother nature. It is currently measuring the emissions to ensure minimum negative impact on the community and environment. Identified as one of the key focus areas, PIL has been recognizing and investing greatly in innovation and thus enabling continuous improvement and growth.

As I conclude, on behalf of the Board of Directors, I wish to convey our gratitude to our valuable stakeholders for their trust and support. I extend my appreciation to the organization’s lifeline, the Employees, for their commitment to ensure business continuity during the difficult times. I would like to thank our Shareholders, Customers, Lenders, the Government and Regulatory Bodies, Vendors, and Contract Workforce for unwavering confidence in us to meet the clean energy needs. In addition, I want to thank the concomitant communities for standing beside us and co-operating, while we operate our business in a sustainable manner. I would also like to acknowledge the efforts of all, especially the frontline workers, who selflessly worked towards helping others during these difficult times.

Your Company weathered every storm and rose to the challenges. We promise to continue challenging our limits and meeting the energy demand responsibly and sustainably.

Akhil MehrotraManaging Director & Chief Executive Officer


Ms. Radhika HaribhaktiIndependent Director

Mr. Sanjay Barman RoyNon-Executive Director

Mr. Jeffrey KendrewNon-Executive Director

Mr. Arun BalakrishnanIndependent Director

Mr. Anish KediaNon-Executive Director

Mr. Akhil MehrotraManaging Director &

Chief Executive Officer

Mr. Chaitanya PandeIndependent Director

Mr. Mihir NerurkarNon-Executive Director -

Chairperson

BOARD OF DIRECTORS

Mr. Arpit AgrawalNon-Executive Director

Detailed profile of the Board of Directors is available on the website of the Company i.e. www.pipelineinfra.com


Mr. Emani V S RaoChief Commercial Officer

Mr. Narayan ChaudhariHead - Health, Safety,

Security and Environment

Mr. Sourav GuptaHead - Risk and Compliance

Mr. Gurpreet SinghHead - Corporate Services

Mr. Akhil MehrotraManaging Director &


MANAGEMENT TEAM

Mr. Raghavanachari SureshChief Operating Officer

Mr. Kunjal ThackarChief Financial Officer

Detailed profile of the Management Team is available on the website of the Company i.e. www.pipelineinfra.com

Ms. Aayushi AgarwalChief GM - Strategic Planning

and New Initiatives

Ms. Neha JalanCompany Secretary

Report of the Board of DirectorsFinancial Statements


REPORT OF THE BOARD OF DIRECTORS

Dear Members,

Your Company’s Directors are delighted to present their Third Report together with the Audited Financial Statements of Pipeline Infrastructure Limited (“Company/PIL”) for the financial year ended March 31, 2021 (“year under review/ FY 2020-21”).

ECONOMIC OVERVIEW

Global Economy

The energy sector witnessed a slow growth last financial year due to decline in economic growth and the impact of COVID-19. Globally the year 2020 saw a decline in Global GDP by 4.36% vis-a-vis a growth of 2.9% in 2019. This slowdown was particularly evident in the US and India, as compared to the growth in 2019. However, prospects have improved over recent months with signs of a rebound in goods trade and industrial production becoming clear by the end of 2020. Global GDP growth is now projected to be 5.6% this year. World output is expected to reach pre-pandemic levels by mid-2021 but much will depend on the race between vaccines and emerging variants of the virus.

2020 was an unprecedented year for gas and liquefied-natural-gas (LNG) markets. Global natural gas consumption declined by an estimated 81 BCM (or 2.3% y-o-y) in 2020. Consumption in the industrial sector, which remained more or less resilient in 2020 with an estimated 1.2% annual decline, is expected to take the lead in 2021 with 5.4% year-on-year growth - close to 55 BCM. Asia accounted for all the increase in LNG trade, by retaining a lion’s share of whooping 71% in global imports, mainly driven by China (12% rise) and India (15% rise).

24.7% -2.3% -3.3% +0.9% -24.3%

Gas share in primary energy mix

Gas consumption growth

Gas production growth

Growth in LNG trade

Change in gas prices at key global hubs#

#Simple average of Henry Hub, TTF and Japan Korea Market (JKM) for 2020 vs 2019

In 2020, around 8 new LNG import terminals have been commissioned, bringing the total regasification capacity to 947 Million Metric Tonnes Per Annum (“MMTPA”), or 1,244 BCM per year, while global liquefaction capacity reached 454 million mt/year by year-end. These new import terminals are a mix of onshore terminals, floating storage and regasification units and small-scale facilities, mostly supporting existing import markets.

Global energy demand is expected to increase by 4.6% in 2021, more than offsetting the 4% contraction in 2020 and pushing demand above 2019 levels. Initial assessments suggest that global gas demand may grow by 3.2% y-o-y in 2021, slightly above the 2020 decline, thus enabling a recovery to the 2019 level, while global LNG trade is projected to expand by 4%, a slower pace relative to the 2015-2019 average annual rate of 10%. Global LNG shipping capacity is expected to increase by close to 10% y-o-y in 2021.

Indian Economy

As per Economic Survey 2020-21, India’s real GDP growth for FY22 is projected at 10.5%. The January 2021 WEO update forecast a 11.5% increase in FY22 and a 6.8% rise in FY23. IMF suggests in the next two years, India would emerge as the fastest-growing economy. The Natural Gas consumption (including internal use) in India was approximately 166 Million Metric Standard Cubic Meter Per Day (“MMSCMD”) in FY 2020-21.

The total consumption of natural gas saw a decline of about 3,300 Million Metric Standard Cubic Meter (“MMSCM”). Though the LNG import declined by 3% as compared to previous year, the dependency on LNG imports continues to be on the higher side (54.2% in FY21 from 52.8% in FY20).

PIL Pipeline (1,480 Km including spur lines and interconnects) constitutes nearly 9% of the 17,126 km of operational



Natural Gas Pipeline Network in India. In capacity terms, PIL pipeline constitutes 25% of the design capacity and contributes to nearly 7.8% of the total gas volumes transported in India.

Overall sector wise NG consumption in FY 2020-21

As per the data released by Ministry of Commerce & Industry, the output of India’s eight core industries contracted by approximately 6.8% in March 2021 over the corresponding period of previous year. The cumulative decline during April 2020 to March 2021 has been 7%. Barring Fertilizers (rising 1.8%), the output of Coal, Crude Oil, Natural Gas, Refinery products, Steel, Cement & Electricity declined by 4.8%, 5.2%, 8.2%, 11.2%, 9.5%, 11.9% and 0.6% respectively, during April 2020 to March 2021 over corresponding period of the previous year.

India’s natural gas production rose above the pre-COVID level following the start of output from KG-D6 fields operated by Reliance Industries and its partner BP Plc. India’s energy demand is expected to increase more than that of any other country over the next two decades, overtaking the European Union as the world’s third-largest energy consumer by 2030. The natural gas requirement is projected to be more than triple to 201 billion cubic meters in 2040. As per the experts, the ongoing second wave might result in a short-term negative economic shock while the medium-term growth outlook shall remain stable.

CHANGE OF REGISTERED OFFICE OF THE COMPANY

During the year under review, pursuant to the approval of shareholders of the Company vide a Special Resolution passed at its Extra-ordinary General Meeting held on December 11, 2020, the Registered Office of the Company was shifted from Unit No. 703, 7th Floor, Tower 3, Equinox Business Park, Off BKC, L.B.S. Marg, Kurla (W), Mumbai, Maharashtra - 400070, India to Seawoods Grand Central, Tower-1, 3rd Level, C Wing - 301 to 304, Sector 40, Seawoods Railway Station, Navi Mumbai, Thane, Maharashtra - 400706, India w.e.f. December 11, 2020.

BUSINESS AND OPERATIONS OF THE COMPANY

Pursuant to the Scheme of Arrangement between East West Pipeline Limited (“EWPL”) and PIL, as sanctioned by National Company Law Tribunal, Mumbai Bench and Ahmedabad bench, vide their respective orders dated December 21, 2018 and November 12, 2018, pipeline business comprising an asset value of Rs. 17,050 Crore and liabilities of Rs. 16,400 Crore was transferred from EWPL to PIL as a going concern in FY 2018-19. The principal business of the Company is operation of pipeline for transportation of gas. In June 2019, PIL received the approval of Petroleum and Natural Gas Regulatory Board (“PNGRB”) for transfer of authorization for the Pipeline in its name.

The pipeline was put into commercial operation in April 2009 and prior to the effectiveness of the Scheme, was owned and operated by EWPL. The Pipeline was designed, constructed and commissioned to respond to the opportunity presented by the discovery of natural gas reserves in the KG Basin. Construction on the Pipeline began in the financial year 2007 and was completed in the financial year 2009.

The trunk pipeline owned by your Company is 48” in diameter and 1,480 Km in length including spur lines and interconnects and traverses five states from Kakinada in Andhra Pradesh to Bharuch in Gujarat, with design capacity of 85 MMSCMD. The Pipeline has 11 Compressor Stations (“CS”) along the length to compress and deliver gas. The pipeline includes a network of Compressor Stations and 2 operation centres, which incorporate modern telecommunication, emission control and operational systems for safe and efficient operations. It is the country’s first bi-directional pipeline,

Fer�lizer32%

CGD17%

Refinery & PC19%

Others13%

Power19%



interconnected to major pipeline networks such as HVJ/DVPL in Gujarat, DUPL in Maharashtra and KG Basin network in Andhra Pradesh (owned and operated by GAIL (India) Limited), Gujarat State Petronet Limited (“GSPL”) in Gujarat as well as GSPL India Transco Pipeline in Andhra Pradesh. Further, PIL pipeline is connected to various domestic gas sources such as KG-D6 gas block operated by Reliance Industries Limited (“RIL”) as well as ONGC gas fields on the east coast and to LNG terminal operated by SHELL Energy India Private Limited in the state of Gujarat, in west coast. The Pipeline also transports gas from LNG terminals at Dahej and Dhabol through inter-connected pipelines of GAIL and GSPC.

PIL Pipeline is an important link in the development of India’s national gas grid. Our customers are as diversified as Refineries, Fertilizers, Petrochemicals, Power and City Gas Distribution.

Post closure of the financial year under review, your Company inaugurated 2 new Pipeline Operation Centre (“POC”):

- Mumbai Pipeline Operation Centre (“MPOC”) at its Registered Office situated at Navi Mumbai, on July 21, 2021; and

- Hyderabad Pipeline Operation Centre (“HPOC”), located at CS04 at Hyderabad, on August 10, 2021.

POC ensures safe monitoring and remote operation of PIL pipeline and associated above ground facilities viz. compressor station, main line valves, metering and regulating stations etc. Both the POCs are equally equipped with state-of-the-art control and monitoring systems such as SCADA, Fire & Gas Detection at Pipeline installation, Alarm Management, Custody Transfer Measurements of Gas, video surveillance, etc. and can operate as primary and backup operation center.

Internal Consump�on/ Others

26%

Sponge Iron& Steel

4%

Refinery & PC64%

Power1%

Fer�lizer3% CGD

2%

% of Total Volume Transported by PIL Pipeline in FY 2020-21



Operational Performance

The Pipeline system has crossed the mark of 116.15 Billion Standard Cubic Meter (“SCM”) cumulatively for gas transportation, since commencement of operations in 2009. The Pipeline delivered 4.21 Billion SCM during the year without any interruption or business loss. System Use Gas as a percentage of total gas delivered was 0.83% against 1.18% normalized target (based on revised projections of KGD6) and Unaccounted for Gas was 0.034%, against the benchmark of ±0.10%. The Pipeline transported a volume of 11.99 MMSCMD as compared to 18.78 MMSCMD in FY 2019-20.

Majority of the Company’s income on a combined basis is from the receipt of gas transportation charges from our customers pursuant to gas transportation agreements. This is based on actual receipts by the Company. Other operating income comprises of income from deferred delivery services relating to storage of gas in the pipeline and income received in relation to hook-up facilities provided by the Company.

The Pipeline capacity utilization for the financial year, based on the design capacity, has been 14.25% compared to the industry average capacity utilization of 22.25%# (#Ready Reckoner, PPAC, September 2020. Includes pipelines which are operational and under construction).

Your Company successfully executed several new projects during the last financial year. In FY 2020-21, PIL completed 9 projects of connecting PIL pipeline with the upcoming City Gas Distribution (“CGD”) Networks and industrial unit abutting the pipeline ahead of customers’ readiness, with 2 CGD connectivity project completion planned for FY 2021-22. Out of the 9 completed connectivity projects 4 have started gas flow. The construction activity for hooking up new fields of ONGC at Mallavaram in Andhra Pradesh is under progress. In accordance with the court mandate to use natural gas in ceramic units, your Company transported higher volume of gas for GSPL in Rajkot, Gujarat. Synchronously, strong demand from refinery led to higher RLNG volumes. Modifications made at CS01 for handling gas receipt from multiple sources under different pressure regimes have been commissioned with commencement of R-series gas. Bi-directional flow feature of the pipeline has been made operational at CS06 and CS03 which enable additional DDS accumulation and revenue thereof. Additional Scrubber installed at CS10B for handling higher gas flows anticipated. Control Room was shifted from RCP to CS08 in order to ensure uninterrupted operations amidst the pandemic.

To attain greater operational efficiency, PIL performed technology upgradation activities during the year. SCADA system upgradation with latest hardware/OS completed at new POCs (Seawoods and CS04) and all other Installations of pipeline in order to mitigate operating system obsolescence and to improve system reliability. Population Density Survey (PDS) was completed for entire PIL pipeline (1,480 Km including spur lines and interconnects). Pipeline class locations were revised based on the survey results and HCA locations were revised accordingly. Mitigation measures such as installation of concrete slabs, implementation of Pipeline Intrusion Detection System are being planned and will be implemented in phases. Close Interval Potential Logging (CIPL) Survey for checking the effectiveness of CP system and Direct Current Voltage Gradient Survey (DCVG) survey for checking the coating integrity are under progress for entire pipeline.

Financial Performance

The global outbreak of COVID-19 pandemic continues to scourge economic activity. Your Company has considered internal and external information while finalizing estimates in relation to its financial statements, up to the date of approval of financial statements and has not identified any material impact on the carrying value of assets, liabilities or provisions.Brief details of financial performance of the Company for the financial year ended March 31, 2021 are as under:

(Amount in Rs. Crore)Particulars Year ended

March 31, 2021Year ended

March 31, 2020Turnover 1,791.73 2,407.14Other Income 29.58 32.95Total Income 1,821.31 2,440.09Loss before Tax (1,190.74) (2,561.37)Less : Current Tax - -Deferred Tax - -Loss for the year (1,190.74) (2,561.37)Add: Other Comprehensive (Loss)/Income (0.01) 0.18Total Comprehensive Loss for the year attributable to the owners of the Company(1) (1,190.75) (2,561.19)



Financial year ending March 31, 2021 was your Company’s second full financial cycle since the Company was incorporated on April 20, 2018 and business was operative from July’18 to March’19 during FY 2018-19. Availability and Reliability of equipment was above 98%, as a result of prudent maintenance.

During the financial year 2020-21, PIL transported an average ~11.99 MMSCMD (at gross conversion value of 38,036.38 BTU per SCM) of gas volume and earned a transportation revenue of Rs. 1,250.98 Crore, including the revenues under Parking Services and Deferred Delivery Services (“DDS”) which PIL offered as value added service to customers.

EBIDTA for the FY 2020-21 is Rs. 1,024.72 Crore as against Rs. 1,296.92 Crore for FY 2019-20 (excluding fair value loss on Non-Convertible Debentures measured at Fair Value). APTEL upheld the submissions made by PIL in the Capacity Matter against PNGRB and direction was issued to declare PIL pipeline capacity, after considering changes in operating parameters; a favorable step toward PIL Pipeline tariff.

The Company’s activities comprise of transportation of natural gas in certain states in India. Based on the guiding principles given in Ind AS 108 on “Segment Reporting”, this activity falls within a single business and geographical segment and accordingly segment-wise position of business and its operations is not applicable to the Company.

Dividend

Your Directors have not recommended any Dividend on its Equity Shares, Compulsorily Convertible Preference Shares and Redeemable Preference Shares during the year.

Reserves

In view of the losses incurred by your Company during the period under review, no amount is proposed to be transferred to reserves.

Health, Safety, Security and Environment

Your Company emphasizes on the safety and health of employees, contract workforce and community at large and expects every person to go home without any harm every day and continue our journey of GOAL ZERO - NO HARM & NO LEAKS. Your Company is committed to the governing principles that every HSSE incident including any occupational injury and illness is preventable. HSSE is every one’s responsibility and every employee and contract worker (together referred to as “Employees”) is an HSSE leader. All Employees are accountable for organization’s HSSE performance and are responsible for adoption of HSSE policies, practices, and procedures. It is the duty of all Employees to stop any unsafe work or activity. The Company is committed to conducting its business in a safe, reliable, and compliant manner and preserving the environment.

Your Company’s HSSE performance was the best of all years since inception. There were no serious safety, security, health, and environment incidents during the year under review. However, there were 10 high risk (potential) incidents reported. All high risk (potential)incidents including near miss incidents were investigated, and recommendations are being tracked till closure. It was a Lost Time Injury free year. As on March 31, 2021, PIL completed cumulative 12.4 safe million man-hours and 1867 days without Loss Time Injury (“LTI”) incidents. HSSE score for the year 2020-21 was 93.12% as against the target of 90%. HSSE culture survey was conducted across all the sites & Head Office of PIL. 80% (220/256) Employees and 82% (169/205) technical contractor workers participated in the survey. Employees survey results shows PIL’s safety culture is moving from pro-active to Generative safety culture (60% by Employees and 57% by Contractor staff).

Your Company is committed towards achieving the highest standards of HSSE performance. In view that, your company has installed In Vehicle Management System (IVMS) governing the driver’s behavior. Your Company has contributed to protecting the environment throughout the complete life cycle of our assets – from business development, project planning, design, and operation. Not just because we must, but because we want to. It has been demonstrated through various initiatives like tree plantations, online environment parameter tracking for stack and ambient air quality monitoring and analysing parameters on monthly basis. 1,264 plants were planted in 2020-2021 across all the



compressor stations of PIL. Total number of trees as on Mar-2021 was 14,501. The Company has also established its commitment for a cleaner and greener environment and efforts were made to create awareness for protecting the environment amongst the employees by celebrating the World Environment Day with tree plantations carried out at all compressor stations and other facilities. Your company has started monitoring GHG emissions and water usage.

Your Company provides best in class healthcare facilities to all employees and contract staff working across all sites and Head Office and to promote the preventive health care of employees and contract staff through periodic medical examinations.

The Company is committed to comply with all HSSE related statutory and regulatory requirements and always strives to go beyond the minimum acceptable threshold of compliance with legal obligations. There were no notices nor non-compliance reports from authorities.

Your Company conducted regular internal and external Occupational Health & Safety audits during the reporting year. Also, as per PNGRB Regulations, annual internal audits of PNGRB (Technical Standard and Specification Including Safety Standards) Regulations and PNGRB (Code of Practices for Emergency Response and Disaster Management Plan (“ERDMP”)) Regulations were completed in January 2021.

The certification, periodic surveillance and internal audits helped in continual improvement of Quality, Health, Safety & Environment performance, meeting the business strategy of safe transportation & uninterrupted supply of Natural Gas to the customers and protecting the environment at large. This is the testimony of our commitment to the best industry practices in all facets of operation and maintenance.

The Company’s ERDMP is certified by Third Party Inspection Agency approved by PNGRB. Your Company is also regularly conducting emergency mock drills to verify the emergency planning, preparedness & response and feedbacks of such drills are used to enhance response and mitigation measures. Two off-site emergency mock drills were conducted; one each in CS03 and CS02 area; in presence of statutory and administrative authorities including emergency services. Authorities were impressed with our response and had appreciated the emergency planning, preparedness, and response of PIL.

Your Company imparts HSE training to employees including contract workers to enhance the awareness on hazard identification and carrying out activities in a safe manner. Training effectiveness is ensured through the validation tests. This year over 17,000 man-hours of HSE trainings have been imparted. Campaigns on Safety & Security and Traffic Safety Week were conducted in January 2021, respectively.

In March 2021 National Safety Week was celebrated in PIL. During the week, various contests like Safe Word Finder, Spot the hazards, NSD Quiz, and Slogans and Drawing Competition, and HSSE Communication were organised to create awareness among work force.

In February 2021, the Pipeline Business was re-certified to Quality Management System (ISO 9001:2015), Environment Management System (ISO 14001:2015) and Occupational Health & Safety Management System (ISO 45001:2018) by M/s. Bureau Veritas India Private Limited consecutively for 4th time.

Your company also garnered the “International Safety Award - 2020-21” from British Safety Council and “Certification of Appreciation- Safety Awards – 2019-20 “ from National Safety Council, India for second time

Business Outlook

With the fast-changing business scenario, PIL will continue to build a strong business portfolio and identify growth opportunities to ensure that our stakeholders look back at us with pride. India’s first Natural Gas Trading Platform was launched by IGX in June 2020. Maiden transaction at KG Basin Hub concluded, wherein PIL Pipeline was used for transporting gas, on November 4, 2020.

In collaboration with tariff regulatory bodies, PIL is pursuing tariff regulation reforms to increase the share of natural gas in the energy mix. With PIL being connected to major networks players such as GAIL and GSPL, and to all major sources on east & west coast like RIL/ONGC/upcoming RLNG terminal, it is well positioned to cater to all demand centers located pan India. PIL is in the process of evaluating gas transportation agreements with potential customers from upcoming new fields on the east coast and connectivity opportunities with new CGD entities, providing viable and sustainable growth opportunities in the near future.



GOVERNANCE AT PIL

At PIL, we believe that good corporate governance is the basis for an ethical and sustainable business. Your Company demonstrates accountability and transparency in all its endeavours. Accordingly, the Company has made additional disclosures in this Report, though not mandated by law, to enable the investors to take informed investment decisions.

The Company’s Ethical Governance Framework and Practices apply to all areas and functions of PIL and are extended to third party vendors working with and for PIL. The Ethical Governance Framework at PIL is primarily driven by Core Governance Policies viz. Code of Conduct, Anti-Bribery and Corruption (ABC) Policy and Whistle-Blower Policy, accompanied by additional policies like Third Party Management Policy, Gift, Entertainment and Hospitality Policy, Interaction with Public Officials Policy, Conflict of Interest Policy etc. in order to disseminate detailed principles and guidelines emanating from the core policies.

To imbibe corporate governance into the corporate culture, regular training sessions are conducted for all the stakeholders. PIL has introduced a dedicated Ethical Hotline for employees and other stakeholders to report any actual or potential violation of PIL’s Code of Conduct or any unethical or illegal behaviours. Concurrently, to review and address the complaints, PIL has also set up an Ethics Committee.

Core Governance Policies

Code of Business Conduct and Ethics

PIL’s expectations and commitment with respect to business ethics and compliance are contained in the Code of Business Conduct and Ethics. It provides guidelines with regard to various aspects of ethical business conduct and the right behaviours expected.

Whistle-blower Policy

PIL’s Whistle-blower Policy is to ensure that an independent and effective reporting system is available to our employees and third parties to provide open channels of communication and foster a culture of integrity and ethical decision-making. The Policy accommodates anonymous disclosures and prohibits retaliation or intimidation against the Whistle-blower.

Anti-Bribery and Corruption (“ABC”) Policy

This Policy is aimed to provide guidance to understand, analyse and act in situations where there is a potential ABC related risk. It reiterates PIL’s commitment not to pay bribes in furtherance of business objectives and also sets the expectation that no one acting for or on behalf of PIL are allowed to either pay or accept bribes.

HUMAN RESOURCES

Employees are the biggest asset of an organization. PIL focusses on holistic employee development, providing opportunities for career growth and learning, environment which is safe and secure and a culture which is diverse and inclusive.

PIL, after acquisition by Brookfield Asset Management, had the task of establishing its identity internally and externally. PIL, along with its employees embarked on the journey of creating the Vision and Mission statement that is the true north guiding us into the future. PIL values - Passion, One-Team, Excellence, Trust, Respect and Integrity, are a true reflection of the culture we believe in. Concurrently, PIL website, logo and branding guidelines were established to give an independent identity to your Company.

Your Company has a diverse and inclusive hiring process. PIL provides equal opportunity to existing and prospective candidates and does not discriminate based on caste, religion, color, nationality, age, gender, sex and disability status. It is a moment of pride that your Company has significantly improved gender diversity in its workforce and promises to continue working towards providing opportunities to women, including field roles.

The philosophy of PIL has been to provide an Employee Value Proposition to all its employees through its practices pertaining to the reward and benefits, career advancement, work environment and a culture based on openness and collaboration. The employee policies and practices are reviewed periodically and course corrections are made if deemed necessary. Our efforts have resulted in a highly engaged workforce, characterized by low rates of attrition and performance based culture. Transparency in communication has been the hallmark of our approach towards employees.



Your Company continues to support the employees during these unprecedented times both financially and non-financially. During the pandemic induced lockdown, PIL ensured that all employees were equipped to work from home and contribute to the Company’s growth and operation. For the last five months, PIL has been functioning with minimum and staggered manning of operations at all the operations centers and compressor stations taking all the necessary precautions and following government protocols.

CAPITAL AND DEBT STRUCTURE

Share Capital

The authorized share capital of your Company as at the end of the year under review was as under:

Type of shares No. of shares Aggregate amount (In Rs.)

Equity shares of Rs. 10 each 6,60,00,000 66,00,00,000Preference Shares of Rs. 10 each 4,05,00,00,000 40,50,00,00,000Total 4,11,60,00,000 41,16,00,00,000

The issued, subscribed and paid-up share capital of your Company as at the end of the year under review was as under:

Type of shares No. of shares Aggregate amount (In Rs.)

Equity Shares of Rs. 10 each 5,00,00,000 50,00,00,0000% Redeemable Preference Shares (“RPS”) of Rs. 10 each 5,00,00,000 50,00,00,0000% Compulsorily Convertible Preference Shares (“CCPS”) of Rs. 10 each 4,00,00,00,000 40,00,00,00,000Total 4,10,00,00,000 41,00,00,00,000

During the period under review and as on the date of this Report, there was no change in the authorized, issued, subscribed and paid-up share capital of the Company.

Non-Convertible Debentures (“NCDS”)

Unlisted NCDs of face value Rs. 1,000 each

On March 22, 2019, the Company had issued and allotted 12,95,00,000 Secured, Unlisted, Redeemable NCDs of face value of Rs. 1,000 each aggregating to Rs. 12,950 Crore, at par, to India Infrastructure Trust (“Trust”), on private placement basis, at a rate of interest as set out in the Debenture Trust Deed dated March 19, 2019 entered into between the Company and IDBI Trusteeship Services Limited and also referred to in Note 12 of the financial statements forming part of this Annual Report. The said NCDs have been issued for a term of 20 years from the date of allotment.

On April 23, 2019, the Company has redeemed 6,45,20,000 NCDs of Rs. 1,000 each aggregating to Rs. 6,452 Crore, at par, out of the aforesaid 12,95,00,000 NCDs issued on March 22, 2019.

Further, as on financial year ended March 31, 2021, pursuant to the mutual agreement between the Debenture Holders and the Company in terms of Schedule 7 of the Debenture Trust Deed and in line with the terms of issuance of the aforesaid NCDs, the Company has made payment of an aggregate amount of Rs. 504.09 Crore (as on the date of this Report - Rs. 647.19 Crore) as Principal, from time to time, towards partial re-payments of the remaining 6,49,80,000 NCDs of Rs. 1,000 each, thereby proportionately reducing the face value of NCDs.

Accordingly, as on March 31, 2021, the face value of the remaining 6,49,80,000 NCDs of Rs. 1,000 each has been reduced to Rs. 922.42 each (as on the date of this Report - Rs. 900.40 each).

Listed NCDs of face value Rs. 10,00,000 each

On April 23, 2019, the Company has issued 64,520 Listed, Secured, Rated, Redeemable NCDs of face value of Rs. 10,00,000 each aggregating to Rs. 6,452 Crore, at par, on a private placement basis. The said NCDs carry a fixed interest @ 8.9508% p.a. payable quarterly and are listed on Debt Segment of BSE Limited with effect from April 26, 2019. The said NCDs have been issued for a term of 4 years 10 months and 28 days.

The proceeds of the issue were utilized towards partial redemption of Unlisted NCDs issued by the Company on March 22, 2019, as detailed above.



These NCDs issued by the Company were rated “AAA” by CARE Ratings Limited (“CARE”) and CRISIL Limited (“CRISIL”), with the outlook as “Stable”, vide their letters dated April 12, 2019 and April 16, 2019, respectively. The aforesaid ratings were re-affirmed by CRISIL and CARE vide their respective letters dated April 24, 2020 and May 5, 2020. There has been no revision in the credit ratings during the year under review. However, CARE and CRISIL have re-affirmed the Ratings above rating vide their respective letters dated October 7, 2020 and April 19, 2021.

Debenture Trustee Details

IDBI Trusteeship Services Limited

Address : Asian Building, Ground Floor, 17 R. Kamani Marg, Ballard Estate, Mumbai - 400 001Phone : +91 22 4080 7000E-mail : [email protected] : www.idbitrustee.com

DIRECTORS’ RESPONSIBILITY STATEMENT

The audited financial statements of your Company for the year under review (“financial statements”) are in conformity with the requirements of the Companies Act, 2013 read with the rules made thereunder (“Act”) and the Accounting Standards. The financial statements fairly reflect the form and substance of transactions carried out during the year under review and reasonably present your Company’s financial condition and results of operations.

Your Directors confirm that:

a. in the preparation of the annual accounts for the year ended March 31, 2021, the applicable accounting standards read with requirements set out under Schedule III to the Act, have been followed and there are no material departures from the same;

b. accounting policies selected have been applied consistently and reasonable & prudent judgments and estimates were made, so as to give a true and fair view of the state of affairs of the Company as at March 31, 2021 and the profits of the Company for the year under review;

c. proper and sufficient care have been taken for the maintenance of adequate accounting records in accordance with the provisions of the Act, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d. the annual accounts of your Company have been prepared on a ‘going concern’ basis;

e. adequate internal financial controls were laid down & followed by your Company and such internal financial controls were operating effectively; and

f. proper systems have been devised by your Company to ensure compliance with the provisions of all applicable laws and such systems are adequate and operating effectively.

Secretarial Standards

The Directors have devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards and such systems are adequate and operating effectively.

DISCLOSURES IN TERMS OF THE PROVISIONS OF THE ACT

A. Board of Directors

The Board is entrusted with an ultimate responsibility of the management, directions and performance of the Company. As its primary role is fiduciary in nature, the Board provides leadership, strategic guidance, objective and independent view to the Company’s Management while discharging its responsibilities, thus ensuring that the Company’s Management adheres to ethics, transparency and disclosures.

The Board operates within the framework of well-defined responsibility matrix and is duly supported by the Key Managerial Personnel (“KMP”) and the senior management, while discharging its fiduciary duties and in ensuring effective functioning of your Company.

Detailed profile of the Board of Directors of your Company is available on the website of the Company i.e. www.pipelineinfra.com.



(i) Number of meetings held during the financial year 2020-21 and attendance of directors

During the year under review, the Board of your Company met 6 times. The intervening gap between the meetings was in accordance with the provisions of section 173(1) of the Act and the Secretarial Standards issued by the Institute of Company Secretaries of India read with relevant circular(s) issued by Ministry of Corporate Affairs (“MCA”) from time to time.

Further, due to the outbreak of COVID-19 and subsequent lockdown, meetings during the financial year were convened through Video Conferencing (“VC”) in line with the circulars issued by MCA allowing the companies to hold the meeting through VC or any other audio-visual means. Also, the necessary quorum was present for all the meetings.

Meetings of the Board held during the year, including attendance of each Director at all such meetings, are mentioned below:

Name of the Director Board Meeting No. & Date of the Meeting

1 2 3 4 5 6

June 24, 2020

August 21, 2020

November 10, 2020

December 10, 2020

February 5, 2021

March 25, 2021

Mr. Arpit Agrawal Yes LOA Yes LOA LOA LOA

Mr. Arun Balakrishnan Yes Yes Yes Yes Yes Yes

Mr. Chaitanya Pande Yes Yes Yes Yes Yes Yes

Mr. Jeffrey Kendrew Yes Yes Yes LOA Yes Yes

Ms. Julia Felmeri(1) Yes Yes Yes Yes Yes Yes

Mr. Mihir Nerurkar Yes Yes Yes Yes Yes Yes

Mr. Nawal Saini(2) LOA Yes Yes Yes LOA LOA

Mr. Premesh Kumar Jain(3) Yes Yes Yes Yes Yes LOA

Mr. Sanjay Barman Roy Yes Yes LOA Yes LOA LOA

Notes: (1) Ceased to be a Director w.e.f. June 30, 2021, consequent upon resignation. (2) Ceased to be a Director w.e.f. April 1, 2021, consequent upon resignation. (3) Ceased to be a Director w.e.f. April 20, 2021, due to sudden demise.

(ii) Change in Board composition

There was no change in the Board Composition during the year under review.

However, in accordance with the applicable provisions of the Act, Members of the Company, at the 2nd Annual General Meeting (“AGM”) of the Company held on September 25, 2020, approved the re-appointment of Mr. Mihir Nerurkar and Mr. Nawal Saini, who retired by rotation at the said AGM, as Non-executive Directors of the Company, liable to retire by rotation.

Changes in Board composition post closure of the financial year and as on the date of this Report:

Name of the Director & DIN Nature of change Effective date of change

Mr. Nawal Saini DIN: 08259154

Resigned as a Non-executive Director due to pre-occupancy.

April 1, 2021

Mr. Akhil Mehrotra DIN: 07197901

Appointed as the Managing Director, subject to approval by Members at the ensuing AGM.Consequent to aforesaid appointment, Mr. Mehrotra has been re-designated as the Managing Director and Chief Executive Officer of the Company and continues to be a KMP in both the capacities.

April 1, 2021



Name of the Director & DIN Nature of change Effective date of change

Mr. Premesh Kumar Jain DIN: 02145534

Ceased to be an Independent Director due to sudden demise

April 20, 2021

Ms. Julia Kleopatra Felmeri DIN: 08484286

Resigned as a Non-executive Director due to pre-occupancy.

June 30, 2021

Ms. Radhika Vijay Haribhakti DIN: 02409519

Appointed as an Additional Non-executive Independent Director, to hold office upto the date of ensuing AGM.Subject to the regularization of appointment by the Members at the ensuing AGM, Ms. Haribhakti will be re-designated as an Independent Director of the Company, to hold office for a term of 5 consecutive years w.e.f. June 30, 2021.

June 30, 2021

Mr. Anish Kedia DIN: 01916638

Appointed as an Additional Non-executive Director, to hold office upto the ensuing AGM.Subject to the regularization of appointment by the Members at the ensuing AGM, Mr. Kedia will be re-designated as a Non-executive Director of the Company, liable to retire by rotation, w.e.f. June 30, 2021.

June 30, 2021

In terms of the provisions of the Act and as per the NRC Charter, NRC, after reviewing and evaluating the structure, size and composition of the Board, including the skills, knowledge and experience of the Board Members and diversity in the Board Composition, had approved and recommended to the Board the appointment of Mr. Mehrotra, Ms. Haribhakti and Mr. Kedia.

Additionally, in accordance with the provisions of section 152 of the Act read with the Articles of Association of the Company, Mr. Jeffrey Kendrew and Mr. Arpit Agrawal, Non-executive Directors of the Company, are due to retire by rotation at the ensuing 3rd AGM of the Company and being eligible, they have offered themselves for re-appointment.

Further, pursuant to the provisions of the Act, business with respect to the appointment/re-appointment of abovementioned Directors, along with their brief profiles and other details as required under the applicable provisions of the Act, forms part of the Notice of the ensuing 3rd AGM of the Company.

(iii) Independent Directors

As on March 31, 2021, your Company had 3 Independent Directors on its Board.

Details of changes in the Independent Directors of the Company, post closure of the financial year, are mentioned above. The maximum tenure of the Independent Directors is in compliance with the Act.

All the independent directors have confirmed, by way of a declaration, that they:

- meet the criteria of independence as mentioned under section 149(6) of the Act; and

- have enrolled in databank of independent directors of the Indian Institute of Corporate Affairs and from time to time shall file an application for renewal for a further period of one year or five years or for life-time, till they continue to hold the office as independent directors of the Company.

Further, necessary confirmations have been received from the Independent Directors with respect to online proficiency self-assessment test required to be undertaken within a period of two years from the date of inclusion of their name in the data bank.

In opinion of the Board, Independent Directors of the Company are persons of integrity and possess relevant expertise and experience and are independent of the Management of the Company.

Further, as provided in the Act, a formal letter of appointment has been issued to the Independent Directors and the key terms of the same are also disclosed on website of the Company i.e. www.pipelineinfra.com.



Separate meeting of Independent Directors

Pursuant to schedule IV of the Act, the independent directors met once during the year i.e. on March 23, 2021, without the attendance of non-independent directors or members of the management.

At the aforesaid meeting, the independent directors inter alia:

- reviewed the performance of non-independent directors and the Board as a whole;

- reviewed the performance of the Chairperson of the Company, taking into consideration the views of other non-executive directors; and

- assessed the quality, quantity and timeliness of flow of necessary information between the management and the Board, that is necessary for the Board to effectively and reasonably perform its duties.

The aforesaid meeting was attended by 2 Independent Directors.

(iv) Board Evaluation

Pursuant to the provisions of section 178 of the Act read with schedule IV of the Act, the Board of Directors of the Company, on recommendation of its Nomination and Remuneration Committee (“NRC”), have adopted the “PIL Annual Performance Evaluation Policy” (“Policy”) for evaluation of the performance of the Board, its committees and individual directors, which can contribute significantly to performance improvements at three levels: the organizational, board and individual director level.

In terms of the said Policy an annual review of performance of individual directors, Committees and the Board as a whole shall be conducted at or around the beginning of the calendar year.

During the year under review, the Board carried out the evaluation of its own performance and that of its committees and the individual directors. The performance evaluation of non-independent directors and the Board as a whole was carried out by the independent directors at their separate meeting held on March 23, 2021.

The evaluation process consisted of structured online Evaluation Feedback Forms, devised by the Management, covering various aspects of the functioning of the Board and its committees, such as composition of the Board and committees, experience and competencies, performance of specific duties and obligations, governance issues etc. The Board also carried out the evaluation of the performance of individual directors based on criteria such as contribution of the director at the meetings, strategic perspective or inputs regarding the growth and performance of the Company, etc.

The Board collectively evaluated the performance of all Board Committees viz. CSR Committee, NRC and Audit Committee, in consultation with the Chairperson of the respective Committee.

Further, taking into consideration the views expressed by Independent Directors on the performance evaluation of the Board at their separate meeting, the Board also collectively evaluated its own performance.

Outcome of the evaluation

The Board of your Company was satisfied with its functioning and confirmed that the Board processes were effective and the Management provided adequate information for efficient decision-making. The Board expressed its appreciation towards the performance of the Chairperson and acknowledged that adequate opportunity is given to all the directors to express their views. The Board was also satisfied with the contribution of directors, in their respective capacities, which reflects the overall engagement of the individual directors. Further, the Board confirmed that the Committees are functioning well and the support and guidance received from each of the Committees for effective functioning was much appreciated.

B. Committees of the Board

The Board Committees play a crucial role in the governance structure of the Company. They have been constituted to deal with specific areas and activities which concern the Company and requires a closer review. The Committees are constituted by the Board and function under their respective terms of references framed in accordance with the Act.



The committees meet at regular intervals and take necessary steps to perform its duties entrusted by the Board. There is seamless flow of information between the Board and its committees, as the committees report their recommendations and opinions to the Board, which in turn supervises the execution of respective responsibilities by the committees. The minutes of the meetings of all the committees are placed before the Board for its review.

Committees of the Board and their composition as on the date of this Report

Board of Directors

Audit Commi�ee Nomina�on and Remunera�on Commi�ee

Corporate Social Responsibility Commi�ee

Mr. Mihir Anil Nerurkar (Chairperson)

Non-execu�ve Director

Mr. Arun BalakrishnanIndependent Director


Mr. Sanjay Barman RoyNon-execu�ve Director



Mr. Jeffrey Wayne Kendrew (Chairperson)

Non-execu�ve Director


Ms. Radhika Vijay Haribhak�Independent Director

Mr. Arun Balakrishnan (Chairperson)

Independent Director

Mr. Mihir NerurkarNon-execu�ve Director

Mr. Anish KediaNon-execu�ve Director


Ms. Radhika Vijay Haribhak�


Ms. Neha Jalan, Company Secretary of the Company, acts as the secretary to all the Committees.

(i) Audit Committee

Your Company has a qualified and independent audit committee, which acts as an interface between the statutory and internal auditors, the management and the Board. The Audit Committee is inter alia entrusted with the responsibility to supervise the Company’s internal controls and financial reporting process.

The composition, quorum, powers, role and scope of the Audit Committee are in accordance with section 177 of the Act and all the members of the audit committee are financially literate and possess necessary expertise in the fields of finance and accounts.

(a) Terms of Reference

The Board has framed the Audit Committee charter for the purpose of effective compliance of provisions of section 177 of the Act. In fulfilling the above role, the Audit Committee has powers to investigate any activity within its terms of reference, to seek information from employees and to obtain outside legal and professional advice.

In terms of the applicable provisions of the Act, the scope, functions and terms of reference of the Audit Committee inter alia cover the following matters:

• To examine Financial Statements and the Auditor’s Report thereon and advise the Board on the findings of the Committee.

• To consider and recommend to the Board, the appointment (including filling of a casual vacancy), resignation or dismissal, remuneration and terms of appointment (including qualification and experience) of the Statutory Auditor, Internal Auditors/ Chief Internal Auditor, Cost Auditor and Secretarial Auditor.



• To review and monitor the auditor’s independence and performance, and effectiveness of audit process; and report its findings to the Board.

• To scrutinise any inter-corporate loans and investments and report its findings to the Board.

• To review the annual budget and business plan and material variance thereof.

• Valuation of undertakings or assets of Company, wherever necessary and report its findings to the Board.

• Evaluation of effectiveness of internal financial controls and risk management systems and report its findings to the Board.

• Review compliance with the provisions of the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time, at least once in a financial year and verify that the systems for internal control are adequate and are operating effectively.

• To review the functioning and effectiveness of the whistle blower/ vigil mechanism and report its findings and make recommendations for improvement to the Board (unless in exceptional circumstances it is inappropriate to do so).

• Monitoring the end use of funds raised through public offers and related matters against its original intended purpose and reporting its findings to the Board.

• The Committee may call for comments of the auditors about the internal control systems, scope of the Audit, including the observations of the Auditors and review of the financial statements before their submission to the Board and may also discuss any related issues with the Internal and Statutory Auditors and the Management of the Company.

• To approve all related party transactions or any subsequent modification of transactions of the company with related parties, and advise the Board on the same.

• To grant omnibus approval for related party transactions proposed to be entered into by the Company subject to the following conditions:-

a. The Committee shall, after obtaining approval of the Board, specify the criteria for making the omnibus approval which shall include the following, namely:-

i. maximum value of the transactions, in aggregate, which can be allowed under the omnibus route in a year.

ii. the maximum value per transaction which can be allowed.

iii. extent and manner of disclosures to be made to the Committee at the time of seeking omnibus approval.

iv. review, at such intervals as the Committee may deem fit, related party transaction entered into by the company pursuant to each of the omnibus approval made.

v. transactions which cannot be subject to the omnibus approval by the Committee.

b. The Committee shall satisfy itself on the need for omnibus approval for transactions of repetitive nature and that such approval is in the interest of the company.

c. The omnibus approval shall contain or indicate the following: -

i. name of the related parties

ii. nature and duration of the transaction

iii. maximum amount of transaction that can be entered into

iv. the indicative base price or current contracted price and the formula for variation in the price, if any; and

v. any other information relevant or important for the Audit Committee to take a decision on the proposed transaction.



d. Where the need for related party transaction cannot be foreseen and aforesaid details are not available, the Committee may make omnibus approval for such transactions subject to their value not exceeding rupees one crore per transaction.

e. Omnibus approval shall be valid for a period not exceeding one financial year and shall require fresh approval after the expiry of such financial year.

f. Omnibus approval shall not be made for transactions in respect of selling or disposing of the undertaking of the Company.

g. The Committee may impose any other conditions as it may deem fit.

h. In case of transactions, other than transactions referred to in section 188 of the Act, and where the Committee does not approve the transaction, it shall make its recommendations to the Board.

Any transaction involving any amount not exceeding one crore rupees is entered into by a director or officer of the company without obtaining the approval of the Committee and it is not ratified by the Committee within three months from the date of the transaction, such transaction shall be voidable at the option of the Committee and if the transaction is with the related party to any director or is authorised by any other director, the director concerned shall indemnify the Company against any loss incurred by it.

• Carrying out such other function as the Board may direct the Committee, from time to time.

• The Chairperson of the Committee or, in his absence, any other member of the Committee authorized by him in this behalf shall attend the general meetings of the Company.

(b) Number of meetings held during the financial year 2020-21 and attendance of committee members

During the year under review, the Audit Committee of your Company met 6 times to deliberate on various matters.

Further, due to the outbreak of COVID-19 and subsequent lockdown, Audit Committee meetings during the financial year were convened through VC in line with the circulars issued by MCA allowing the companies to hold the meeting through VC or any other audio-visual means. Also, the necessary quorum was present for all the meetings.

The Board has accepted the recommendations made by the Audit Committee, from time to time during the year under review.

Meetings of the Audit Committee held during the year, including attendance of each member at all such meetings, are mentioned below:

Sr. No.

Date of Meeting Name of the Members

Mr. Arun Balakrishnan

Mr. Chaitanya Pande

Mr. Mihir Nerurkar

Mr. P. K. Jain(1)

Mr. Sanjay Barman Roy

1. June 24, 2020 Yes Yes Yes LOA Yes

2. August 21, 2020 Yes Yes Yes LOA Yes

3. November 10, 2020 Yes Yes Yes Yes LOA

4. December 10, 2020 Yes Yes Yes Yes Yes

5. February 5, 2021 LOA Yes Yes Yes Yes

6. March 25, 2021 Yes Yes Yes LOA LOA Note: (1) Ceased to be a member w.e.f. April 20, 2021, due to sudden demise.



(c) Change in Committee constitution: There was no change in the Committee constitution during the year under review.

Changes in Committee constitution post closure of the financial year and as on the date of this Report:

Name of the Member & DIN Nature of change Effective date of change

Mr. P. K. Jain DIN: 02145534

Ceased to be a Member due to sudden demise April 20, 2021

Ms. Radhika Haribhakti DIN: 02409519

Appointed as a Member June 30, 2021

(d) Whistle-blower Policy

The Board has, on recommendation of its Audit Committee, duly adopted a Whistle-blower Policy (“Policy”) which facilitates the stakeholders to have direct access to the management and the Audit Committee, to report concerns about any unethical behaviour, actual or suspected fraud or violation of the Company’s Code of Business Conduct and Ethics (“Code”).

The Board has also constituted an Ethics Committee pursuant to the said Policy.

Adequate safeguards are provided against victimization to those who avail of the mechanism and direct access to the Chairperson of the Audit Committee is provided to them. The aforesaid Policy which includes the details of vigil mechanism and the aforesaid Code are also available on the website of the Company i.e. www.pipelineinfra.com.

(e) Risk Management

Risk influences every aspect of PIL’s business. To successfully deliver our business objectives, it is imperative for us to understand the risks we face and manage them effectively. A robust Risk Management Framework enables business to identify, evaluate and mitigate the risks.

The Company has in place a Risk Management Policy which provides for a robust risk management framework to identify and assess risks such as operating, financial, regulatory and other risks. There is an adequate risk management infrastructure in place capable of addressing such risks. Our Risk Management program is deployed to ensure a systematic and unified approach in managing and reporting risks to the Audit Committee and the Board in a consistent manner.

The Company has identified certain business risks and also put in place an action plan and measures for dealing and mitigating with such risks that it faces in the operation of the Company. In addition, business risk evaluation and mitigation is an ongoing process within the Company. The assessment is periodically reviewed by the Audit Committee and by the Board.

(f) Internal control system and their adequacy

Your Company has efficient Internal Control Systems in place. The Company’s internal control system ensures comprehensiveness, efficacy and consistency of accounting records and timely preparation of necessary financial and management information. Internal financial controls framework and Risk Control Matrix for various business processes is in place and appraised continuously by the management. During the year, such controls were tested and no reportable material weakness in the design or operation were observed.

In addition, it also ensures compliance of all applicable laws and regulations, optimum utilization and safeguard the Company’s assets. The internal audit assignments are conducted as per the annual audit program approved by the Audit Committee. The Audit Committee of the Board reviews the significant findings of internal audit.

(ii) Nomination and Remuneration Committee (“NRC”)

NRC inter alia discharges the Board’s responsibilities relating to appointment of the Company’s directors, KMP and senior management and recommends the same to the Board. NRC is also entrusted with the responsibility of formulating criteria for determining the qualifications, positive attributes and independence of the present



and proposed directors, as well as recommending a policy to the Board relating to the remuneration of directors, KMP, senior management and other employees. It also specifies the methodology for effective evaluation of performance of the Board, its committees and individual directors.

The composition, powers, role and scope of the NRC are in accordance with section 178 of the Act.


The Board has framed the NRC charter in terms of the provisions of section 178 of the Act.

The scope, functions and terms of reference of NRC inter alia cover the following matters:

• Review and evaluate the structure, size and composition (including the skills, knowledge, experience and diversity) of the Board and make recommendations to the Board accordingly.

• Evaluating the performance of all directors individually at least once in a financial year and report to the Board on the outcome of its reviews;

• Identifying persons who may be appointed as directors and to positions in the Senior Management team in accordance with the criteria approved by the Board and recommending to the Board their appointment and removal.

• Formulating the criteria for determining qualifications, positive attributes and independence (where required) of a director; and making recommendations to the Board accordingly.

• Reviewing the policy developed by the Management relating to the remuneration of the directors, KMP and other employees; and making necessary recommendations to the Board accordingly.

• The Committee shall while reviewing the aforesaid policy ensure that:

a. The level and composition of remuneration is reasonable and sufficient to attract, retain and motivate persons of the quality required to run the Company successfully;

b. The relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and

c. Remuneration to the directors, KMP and senior management involves a balance between fixed and incentive pay reflecting long-term and short-term performance objectives appropriate to the working of the Company and its goals.

• Recommending to the Board the manner of effective evaluation of the performance of the Board, its committees and the individual directors to be carried out either by the Board, by the Committee or by an independent external agency and reviewing its implementation and compliance.

• Reviewing all human resource related issues including succession plan for Key Managerial Personnel and Senior Management; and make recommendations to the Board accordingly.

• On behalf of the Board and in a form approved by the Board, co-ordinate an annual evaluation of the overall effectiveness of the Board and the committees of the Board.

• The Committee shall also consider any other key issues/ matters as may be referred by the Board or as may be required under any other statutory provisions.

• The Chairperson of the Committee or, in his absence, any other member of the Committee authorised by him in this behalf shall attend the general meetings of the Company.


During the year under review, NRC of your Company met 3 times to deliberate on various matters.

Further, due to the outbreak of COVID-19 and subsequent lockdown, NRC meetings during the financial year were convened through VC. Also, the necessary quorum was present for all the meetings.

The Board has accepted the recommendations made by NRC, from time to time during the year under review



Meetings of NRC held during the year, including attendance of each member at all such meetings, are mentioned below:

Sr. No.


Mr. Arun Balakrishnan

Mr. Chaitanya Pande

Ms. Julia Felmeri(1)


1. August 21, 2020 Yes Yes Yes Yes

2. February 3, 2021 Yes Yes Yes Yes

3. March 25, 2021 Yes Yes Yes LOA

Note: (1) Ceased to be a Director and the Chairperson of the Committee w.e.f. June 30, 2021, consequent upon resignation.

(c) Changes in Committee constitution:There was no change in the Committee constitution during the year under review. Changes in Committee constitution post closure of the financial year and as on the date of this Report:


Ms. Julia Felmeri DIN: 08484286

Ceased to be the Chairperson of Committee, consequent upon resignation as a Director

June 30, 2021

Mr. Arun Balakrishnan DIN: 00130241

Change in designation: Appointed as the Designated Chairperson of the Committee

June 30, 2021

Mr. Mihir Nerurkar DIN: 02038842


(d) Evaluation criteria for independent directors

Structured online Evaluation Feedback Forms were devised for evaluation of Independent Directors which covered various aspects and criteria for evaluation such as Role & Accountability, Objectivity, Leadership & Initiative, Personal attributes, etc.

(e) Nomination and Remuneration Policy

In terms of section 178 of the Act, the Board of your Company had, on recommendation of the NRC, adopted a ‘PIL Nomination and Remuneration Policy’ (“Policy”) which inter alia enumerates the Company’s policy on appointment and remuneration of directors, KMP, senior management and other employees of the Company.

This policy is enacted mainly to deal with the following matters:

i. To institute processes which enable the identification of individuals who are qualified to become Directors and who may be appointed as Key Managerial Personnel (“KMP”) and/or in senior management and recommend to the Board their appointment and removal from time to time;

ii. To lay down criteria for determining the Company’s approach to ensure adequate diversity in its Board;

iii. To formulate the criteria for determining qualifications, positive attributes and independence of Directors;

iv. To determine remuneration of Directors, KMPs, senior management personnel and other employees, keeping in view all relevant factors including industry trends and practices;

v. To ensure that the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate persons of the quality required to run the company successfully;

vi. To ensure that relationship of remuneration to performance is clear and meets the performance benchmarks; and



vii. To ensure that remuneration involves a balance between fixed and incentive pay reflecting short and long term performance objectives appropriate to the working of the company and its goals.

During the period under review and as on the date of this Report, pursuant the recommendation of NRC, the said Policy was amended by the Board on August 21, 2020 and August 18, 2021, to the extent of inclusion of following provisions:

• Identification, nomination & board diversity was modified to include the requirement w.r.t. “Selection of independent director to be done from a data bank maintained by any body, institute or association, as may be notified by the Central Government”;

• Pay program for other employees was modified to include Long Term Incentive on case to case basis;

• Definition of Key Managerial Personnel and Senior Management has been amended in view of the organizational changes in the Company; and

• Provision w.r.t. sitting fees to be paid to independent directors has been amended to align the same with the requirement under the applicable provisions of the Act.

The revised Policy is available on the website of the Company i.e. www.pipelineinfra.com.

(iii) Corporate Social Responsibility Committee (“CSR Committee”)

The CSR Committee is inter alia entrusted with the responsibility of monitoring and implementing the CSR projects/ programmes/ activities of your Company.

The composition, powers, role and scope of the CSR Committee are in accordance with section 135 of the Act.


The Board has framed the CSR Committee charter in terms of the provisions of section 135 of the Act.

The scope, functions and terms of reference of CSR Committee inter alia cover the following matters:

• Formulating and developing the CSR Policy, which shall indicate the activities to be undertaken by the Company in areas or subject specified in Schedule VII of the Act and recommending it as appropriate to the Board for approval and adoption.

• Identifying the areas of CSR activities for making expenditures in terms of CSR Policy adopted by the Company with the assistance from the management.

• Recommending the amount of expenditure to be incurred on the identified CSR activities as per the recommendations of the management.

• Identifying and prioritising the local areas where the Company operates for spending the amount earmarked for CSR activities, based on the recommendations of the management.

• Ensure that the management co-ordinates with agency in implementing programs and executing initiatives as per CSR policy of the Company and also ensure periodic review of the performance of such agency.

• Ensure institution of a transparent monitoring mechanism for implementation of the CSR projects or programs or activities undertaken by the Company.

• Implementing and monitoring the CSR policy as may be adopted by the Company from time to time.

• Reviewing and recommending the Annual Report on CSR to the Board for inclusion in the Board’s Report every financial year.

• Reviewing the management reporting progress of various initiatives, including impact assessment report, and making appropriate disclosures on a periodic basis to the Board and such other authorities as may be required from time to time.

• Reviewing the CSR Policy and associated frameworks, processes and practices of the Company annually and making appropriate recommendations to the Board.




During the year under review, CSR Committee of your Company met 4 times to deliberate on various matters.

Further, due to the outbreak of COVID-19 and subsequent lockdown, CSR Committee meetings during the financial year were convened through VC. Also, the necessary quorum was present for all the meetings.

The Board has accepted the recommendations made by CSR Committee, from time to time during the year under review.

Meetings of CSR Committee held during the year, including attendance of each member at all such meetings, are mentioned below:

Sr. No.


Mr. Jeffrey Kendrew

Ms. Julia Felmeri(1)

Mr. Mihir Nerurkar(2)

Mr. P. K. Jain(3)


1. June 22, 2020 Yes LOA Yes Yes Yes

2. August 20, 2020 Yes Yes Yes Yes Yes

3. November 9, 2020 Yes Yes Yes Yes LOA

4. February 3, 2021 Yes Yes Yes Yes Yes Notes: (1) Ceased to be a Director and Member of the Committee w.e.f. June 30, 2021, consequent upon resignation. (2) Ceased to be a Member w.e.f. June 30, 2021. (3) Ceased to be a Member w.e.f. April 20, 2021, due to sudden demise.

(c) Changes in Committee constitution:

There was no change in the Committee constitution during the year under review.

Changes in Committee constitution post closure of the financial year and as on the date of this Report:


Ms. Julia Felmeri DIN: 08484286

Ceased to be a Member, consequent upon resignation as a Director

June 30, 2021

Mr. Mihir Nerurkar DIN: 02038842

Ceased to be a Member June 30, 2021

Mr. Anish Kedia DIN: 01916638


Ms. Radhika Haribhakti DIN: 02409519


Mr. Chaitanya Pande DIN: 06934810


(d) Corporate Social Responsibility Policy (“CSR Policy”)

Pursuant to section 135 of the Act, the Board of Directors of your Company, on the recommendation of the CSR Committee, has approved and adopted a CSR Policy of the Company.

The purpose of CSR Policy is to articulate what CSR means to the Company, kind of projects to be undertaken, identifying broad areas of intervention, approach to be adopted to achieve the CSR goals and monitoring mechanism. This Policy is aligned with the Company’s objectives, principles and values, for delineating its responsibility as a socially and environmentally responsible corporate citizen. This document is also an attempt to showcase the linkage of our social objectives with business strategy.



(e) CSR initiatives taken during the year under review

The provisions of section 135 of the Act and rules made thereunder were not applicable to the Company for FY 2020-21 and the Company was not required to make any expenditure towards CSR activity during the year under review.

However, being a responsible corporate citizen, your Company, pursuant to the approval of its Board, had provisioned Rs. 1 Crore to be utilized towards the CSR initiatives by the Company during FY 2020-21.

Your Company’s CSR activities during the year under review were mainly focused towards health and sanitation, education, sustainable livelihood and rural development.

An annual report on CSR activities of the Company for the financial year 2020-21 is annexed as Annexure I to this Report.

C. Key Managerial Personnel (“KMP”)

As on March 31, 2021 and as on the date of this Report your Company has following KMP:

Name of the KMP Designation

Mr. Akhil Mehrotra Managing Director & Chief Executive Officer(1)

Mr. Kunjal Thackar Chief Financial Officer

Ms. Neha Jalan Company Secretary Note: (1) Appointed as Managing Director w.e.f. April 1, 2021.

Detailed profiles of the KMP and persons forming part of the Management Team of your Company are available on the website of the Company i.e. www.pipelineinfra.com.

Changes in KMP during the year under review and as on the date of this Report:

Name of the KMP Nature of change Effective date of change

Mr. Akhil Mehrotra Appointed as Managing Director of the Company. Consequent to the said appointment Mr. Mehrotra has been re-designated as MD and CEO, and continues to be a KMP in both the capacities.

April 1, 2021

Ms. Puja Tandon Resigned as the Company Secretary and a KMP.As a part of the organizational restructuring, Ms. Puja Tandon was moved to another role for taking up larger responsibility within the Brookfield Infrastructure vertical.

November 30, 2020

Ms. Neha Jalan Appointed as the Company Secretary and a KMP. December 10, 2020

D. Remuneration of Directors and employees

Disclosure comprising particulars with respect to the remuneration of directors and employees, as required to be disclosed in terms of the provisions of section 197(12) of the Act read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is annexed as Annexure II to this Report.

Further, a statement containing such particulars of employees as required in terms of the provisions of section 197(12) of the Act read with rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is annexed as Annexure III to this Report.

E. Related Party Transactions

Pursuant to the applicable provisions of the Act read with the Audit Committee Charter approved by the Board, all related party transactions entered into during the year under review were approved and recommended by the Audit Committee to the Board and were also approved by the Board.

Further, all the transactions entered into by the Company with its related parties, during the year under review, were in “ordinary course of business” of the Company and on “an arm’s length basis”.



During the year under review, the Company had not entered into any transactions within the purview of section 188 of the Act.

The Board of Directors of the Company draw attention of the members to Note 27 to the financial statements which sets out related party disclosures pursuant to Ind AS.

F. Holding Company

India Infrastructure Trust ("Pipeline InvIT"), a trust registered as an infrastructure investment trust under the Securities and Exchange Board of India (Infrastructure Investment Trust) Regulations, 2014 (“SEBI InvIT Regulations”), having registration number IN/InvIT/18-19/0008, has acquired entire equity share capital of the Company w.e.f. March 18, 2019. Accordingly, the Company is a Special Purpose Vehicle of the Pipeline InvIT under the SEBI InvIT Regulations.

G. Subsidiaries, Joint Ventures, Associate Companies

During the year under review, no company has become or ceased to be the Company’s subsidiary or associate or joint venture company.

H. Auditors and Auditors’ Report

(i) Statutory Auditors

Your Company has appointed M/s. Deloitte Haskins & Sells LLP, Chartered Accountants (Firm Registration No. 117366W/W-100018) and M/s. Chaturvedi & Shah LLP, Chartered Accountants (Firm Registration No.: 101720W/W-100355), as the Joint Statutory Auditors of the Company for a term of 5 years i.e. to hold office from the conclusion of the 1st Annual General Meeting (“AGM”) till the conclusion of the 6th AGM of the Company.

M/s. Deloitte Haskins & Sells LLP and M/s. Chaturvedi & Shah LLP have confirmed their eligibility and qualifications required under the Act for holding the office as the Joint Statutory Auditors of the Company.

The Notes on financial statements referred to in the Auditors’ Report are self-explanatory and do not call for any further comments.

There have been no instances of fraud reported by the Auditors under section 143(12) of the Act.

Report given by the Joint Statutory Auditors on the financial statement of the Company is un-modified i.e. it does not contain any qualification, reservation or adverse remark and is disclosed as part of the financial statement, forming part of this Annual Report.

(ii) Cost Auditor

As specified by the Central Government under section 148(1) of the Act, the Company is required to maintain cost records and appoint Cost Auditors to conduct the Cost Audit of the Company’s cost accounting records relating to transportation of natural gas through its cross-country pipeline between Kakinada in Andhra Pradesh and Bharuch in Gujarat for the financial year 2020-21.

During the year under review, the Board of Directors of the Company, on recommendation of the Audit Committee, had appointed Mr. Suresh D. Shenoy as the Cost Auditor of the Company to conduct the audit of the cost records of the Company for the financial year 2020-21, at an annual remuneration of Rs. 1,40,000 (excluding taxes and out of pocket expenses incurred in connection with the audit). The above remuneration to be paid to the Cost Auditors was ratified by the members at 2nd AGM of the Company held on September 25, 2020.

Pursuant to the provisions of section 148 of the Act, the Cost Auditor had submitted to the Board, his signed Cost Audit Report dated August 21, 2020, for FY 2019-20. There were no reservations or qualifications reported by the Cost Auditor in its Report. The signed Report was examined and taken on record by the Board.

Further, the Board of Directors of the Company, on the recommendation of Audit Committee, at its meeting held on May 25, 2021, had approved the re-appointment of Mr. Suresh D. Shenoy as the Cost Auditor of the Company for the financial year 2020-21 at an annual remuneration of Rs. 1,40,000 (excluding taxes and out



of pocket expenses incurred in connection with the audit). The business with respect to the ratification of his remuneration forms part of the notice of the ensuing 3rd AGM. Board recommends the proposal for approval of the Members of the Company.

(iii) Secretarial Auditors

During the year under review, pursuant to the provisions of section 204 of the Act,

M/s. Mayekar & Associates, Company Secretaries, were appointed as the Secretarial Auditors, to undertake the secretarial audit of the Company for the financial year 2020-21.

There has been no qualification, reservation, adverse remark or disclaimer given by the Secretarial Auditors in their report for the year under review.

The Secretarial Audit Report given by the Secretarial Auditors of the Company is annexed as Annexure IV to this Report.

Further, the Board of Directors of the Company, on the recommendation of Audit Committee, at its meeting held on May 25, 2021, had approved the appointment of M/s. Mayekar & Associates, Company Secretaries, as the Secretarial Auditors of the Company for the financial year 2021-22.

(iv) Internal Auditors

During the year under review, the Board of Directors of the Company, on recommendation of Audit Committee, at its meeting held on June 24, 2020, had appointed M/s. Ernst & Young LLP, as the Internal Auditors of the Company for FY 2020-21 and FY 2021-22.

I. Particulars of loans given, investments made, guarantees given and securities provided

The Company, being a company providing infrastructural facilities, is exempted from the applicability of provisions of section 186 of the Act relating to loan made, guarantee given, security provided and investments made.

J. Conservation of energy, technology absorption and foreign exchange earnings and outgo

Your Company consciously makes all efforts to conserve energy across all its operations. A report containing details with respect to conservation of energy, technology absorption and foreign exchange earnings and outgo, required to be disclosed in terms of section 134(3)(m) of the Act read with the Companies (Accounts) Rules, 2014, is annexed as Annexure V to this Report.

K. Annual Return for FY 2020-21

As required under the provisions of sections 92(3) and 134(3)(a) of the Act and the Companies (Management and Administration) Rules, 2014, a copy of the Annual Return of the Company for FY 2019-20 is uploaded on the website of the Company i.e. www.pipelineinfra.com.

Further, Annual Return of the Company for FY 2020-21 will be filed with the Ministry of Corporate Affairs in due course within the prescribed timelines and a copy of the same shall be uploaded on the website of the Company i.e. www.pipelineinfra.com.

L. Disclosures as per The Sexual Harassment of Women at The Workplace (Prevention, Prohibition and Redressal) Act, 2013

Your Company has in place a Prevention of Sexual Harassment of Women at Workplace Policy (“POSH Policy”), which is in line with requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (“POSH Act”). The objective of POSH Policy is to provide an effective complaint redressal mechanism if there is an occurrence of sexual harassment.

This policy is applicable to all employees, irrespective of their level and it also includes third party harassment cases i.e. where sexual harassment is committed by any person who is not an employee of the Company.

Your Company has also set up an Internal Complaints Committee, which is duly constituted in compliance with the provisions of the POSH Act. Further, to build awareness amongst employees about the POSH Policy and the provisions of POSH Act, the Company has formulated an interactive learning module and also conducts interactive sessions and releases periodic employee communications.

During the year under review, no cases were filed under the POSH Act.



M. Other Disclosures

The Board of Directors of the Company state that no disclosure or reporting is required in respect of the following items as there were no transactions or applicability on these items during the year under review:

1. There was no change in the nature of business of your Company.

2. Details relating to deposits covered under Chapter V of the Act.

3. Issue of equity shares with differential rights as to dividend, voting or otherwise.

4. Issue of shares (including sweat equity shares and ESOS) to employees of the Company under any scheme.

5. As the Company did not have any subsidiary, associate or joint venture during the year, the reporting requirements under rules 6, 8(1) and 8(5)(iv) of the Companies (Accounts) Rules, 2014 are not applicable to the Company.

6. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status of the Company.

7. The Company does not have any scheme of provision of money for the purchase of its own shares by employees or by trustees for the benefit of employees.

8. There have been no material changes and commitments, affecting the financial position of the Company, which have occurred between the end of the financial year to which the financial statement relates and as on the date of this report.

ACKNOWLEDGEMENT

The Board of Directors of the Company would like to express their sincere appreciation for the assistance and co-operation received from the financial institutions, banks, government authorities, debenture holders, customers, vendors, members and stakeholders during the year under review. Your Directors also wish to place on record their deep sense of appreciation for the committed services by the Company’s executives and employees.

For and on behalf of the Board of Directors ofPipeline Infrastructure Limited

Mihir NerurkarPlace : Mumbai Chairperson of the BoardDate : August 18, 2021 DIN: 02038842



ANNEXURE I

ANNEXURE I TO THE REPORT OF THE BOARD OF DIRECTORS

ANNUAL REPORT ON CSR ACTIVITIES FOR THE FINANCIAL YEAR 2020-21

Sr. No.

Particulars Remarks

1. A brief outline of the Company’s CSR policy, including overview of projects or programs proposed to be undertaken and a reference to the web-link to the CSR Policy

PIL strongly believes that an organization should make decisions based not only on financial factors, but also on the social and environmental consequences. PIL constantly strives to ensure strong corporate culture which emphasizes on integrating CSR values with business objective.PIL’s approach to CSR activities is holistic and integrated with the core business strategy for addressing social, environmental impacts of business and to address the well-being of key stakeholders in the locality of its operations.• CSR Projects of the Company focus on: - Education, enhancing vocational skills, sustainable

livelihood, gender equality and empowering women; - Eradicating hunger, poverty and malnutrition,

promoting preventive health care & sanitation and rural development; and

- Environmental sustainability, etc.• The Company’s CSR Policy can be accessed on its website

i.e. www.pipelineinfra.com2. Composition of the CSR Committee

(As on March 31, 2021)• Mr. Jeffrey Wayne Kendrew (Chairperson)• Ms. Julia Kleopatra Felmeri• Mr. Mihir Anil Nerurkar• Mr. Premesh Kumar Jain• Mr. Sanjay Barman Roy

3. Average net profits of the Company for the last three financial year

As per the provisions of section 135 of the Companies Act, 2013 (“Act”), a company is required to spend, in every financial year, at least 2% of the average net profit of a company made during the three immediately preceding financial years or where the company has not completed the period of 3 financial years since its incorporation, in pursuance of its CSR Policy.The Company has been incorporated on April 20, 2018 and had incurred losses during the previous financial years and the year under review.Accordingly, the provisions of section 135 of the Act and rules made thereunder were not applicable to the Company for FY 2020-21 and the Company was not required to make any expenditure towards CSR activity during the year under review.However, being a responsible corporate citizen, PIL, pursuant to the approval of its Board, had provisioned Rs. 1 Crore to be utilized towards the CSR initiatives by the Company during FY 2020-21.Details of the CSR expenditure incurred by the Company during FY 2020-21 is tabled below:

4. Prescribed CSR Expenditure (two per cent of the amount as in point no. 3 above)

5. Details of CSR spent during the financial year:

(a) Total amount to be spent for the financial year

(b) Amount unspent, if any;

(c) Manner in which the amount spent during the financial year

6. In case the Company has failed to spend the two per cent of the average net profit of the last three financial years or any part thereof, the Company shall provide the reasons for not spending the amount on CSR



ANNEXURE I

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

No.CSR Project OR

activity identifiedSector in which

the project is covered

Projects or programs(1) Local area or other

(2) Specify the state and district where projects or programs was undertaken

Amount outlay

(budget) project or programs

wise

Amount spent on the projects or programs

Sub- heads:(1) Direct Expenditure

on projects or programs(2) Overheads

Cumulative expenditure upto to the reporting

period

Amount spent: Direct or through

implementing agency/ NGO(s)

1 Project Sahbhag

Rural development, health and sanitation

State: Maharashtra District: Osmanabad and PuneState: TelanganaDistrict: Nalgonda

32.9 32.9(Refer note 1)

32.9 Through BAIF Institute for Sustainable

Livelihoods and Development

(“BAIF”)2 RO water

Purifier Unit Installation

Health and Sanitation

State: MaharashtraDistrict: Pune and AhmednagarState: TelanganaDistrict: Suryapet

36.3 36.3(Refer note 2)

69.2 Direct

3 Construction of bus shelter for public

Rural development

State: Andhra Pradesh District: East Godavari

4 Construction of school toilets

Health and Sanitation

State: Telangana District: Suryapet,Yadagiri and SangareddyState: KarnatakaDistrict: BidarState: MaharashtraDistrict: Pune

5 COVID-relief and recovery measures

Health and Sanitation & Community well-being

Various Districts in the State of Andhra Pradesh, Telangana, Karnataka, Gujarat & Maharashtra

16.0(Refer

note 3)

13.5(Refer note 3)

82.7 Direct

6 COVID-19 Rapid Rural Recovery Program

Community well-being,Employment enhancement & Education

State: Telangana District: SangareddyState: MaharashtraDistrict: Pune, Ahmednagar

14.8 14.8 97.5 Through Magic Bus India

Foundation

Total 100.0 97.5 97.5Notes:(1) ProjectSahbhaginitiatedbyPILthroughBAIFisspreadacrosstwoyears.TheactivitiesplannedundertheProjectforFY2020-21

wereinitiatedduringthefinancialyearandtheamountofRs.32.9LakhwaspaidbytheCompanytoBAIFduringthefinancialyear.However,duetotheoutbreakof2ndwaveofCOVID-19pandemicandsubsequentlockdown,fewoftheactivitiescouldnotbecompletedduringthefinancialyearandwillbecompletedinFY2021-22.

(2) WhiletheentireexpenditurehasbeenbookedasonMarch31,2021,however,duetothe2ndwaveofCOVID-19,oneoftheactivityw.r.t.constructionofSchoolToilets,whichwasapprovedbyCSRCommitteeinthemonthofJanuary2021,couldnotbecompletedduringthefinancialyearandwillbecompletedinduecourse.

(3) ThebalanceamounthasbeenutilizedasonMay4,2021.

Sr. No.

Particulars Remarks

7. Responsibility statement of the CSR Committee The implementation and monitoring of CSR Policy is in compliance with CSR objectives and policy of the Company.

For and on behalf of the Board of Directors of Pipeline Infrastructure Limited

Mihir Nerurkar Jeffrey Kendrew Chairperson of the Board Chairperson of the CSR CommitteeDate: May 25, 2021 DIN: 02038842 DIN: 08020501

(Amount in Rs. Lakh)



ANNEXURE II TO THE REPORT OF THE BOARD OF DIRECTORS

STATEMENT OF DISCLOSURE OF REMUNERATION UNDER SECTION 197(12) OF COMPANIES ACT, 2013 READ WITH RULE 5(1) OF COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014

i. The percentage increase in remuneration of each Director, Chief Financial Officer, Chief Executive Officer and Company Secretary during FY 2020-21 and ratio of the remuneration of each Director to the median remuneration of the employees of the Company for FY 2020-21 are as under:

Name of the Director/ KMP and Designation

Remuneration of Directors/ KMP for

FY 2020-21 (Amount in Rs.)

% increase in Remuneration of Directors/KMP in

FY 2020-21

Ratio of remuneration

of each Director to median

remuneration of employees for

FY 2020-21

Non-Executive Directors

Mr. Mihir Nerurkar - Chairperson Nil NA NA

Mr. Jeffrey Kendrew

Mr. Nawal Saini(1)

Mr. Arpit Agrawal


Ms. Julia Felmeri

Independent Directors

Mr. Arun Balakrishnan 4,75,000 57.89% 0.25

Mr. Chaitanya Pande 3,75,000 73.33% 0.19

Mr. Premesh Kumar Jain(2) 3,00,000 91.67% 0.15

Key Managerial Personnel

Mr. Akhil Mehrotra - Chief Executive Officer(3)(6) 2,91,36,838 53.93% NA

Mr. Kunjal Thackar - Chief Financial Officer(4)(6) 1,38,30,962 73.99% NA

Ms. Puja Tandon - Company Secretary(5)(6) 69,42,476 55.12% NA

Ms. Neha Jalan - Company Secretary(7) 12,56,239 NA NA

Notes: (1) CeasedtobeaDirectorw.e.f.April1,2021,consequenttohisresignation. (2) CeasedtobeaDirectorw.e.f.April20,2021,duetosuddendemise. (3) Mr.MehrotrahasbeenappointedastheManagingDirectoroftheCompanyw.e.f.April1,2021.Consequenttothesaid

appointment,hehasbeenre-designatedastheMDandCEOoftheCompanyw.e.f.April1,2021andcontinuestobeaKMPinboththecapacities.

Hisremunerationincludestheperformancebonuspay-outforFY2019-20paidinFY2020-21anddoesnotincludeperformancebonuspay-outforFY2020-21paidinFY2021-22.

(4) Hisremunerationincludestheperformancebonuspay-outforFY2019-20paidinFY2020-21anddoesnotincludeperformancebonuspay-outforFY2020-21paidinFY2021-22.

(5) IndicatesremunerationfortheperiodfromApril1,2020tillNovember30,2020.Theremunerationincludesperformancebonuspay-outforFY2019-20paidinFY2020-21anddoesnotincludeperformancebonuspay-outforFY2020-21paidinFY2021-22.

(6) RemunerationpaidduringFY2020-21isnotcomparablewithFY2019-20,sincetheremunerationpaidforFY2019-20wasfortheperiodJuly1,2019toMarch31,2021anddoesnotincludetheperformancebonuspay-outforFY2019-20paidinFY2020-21.

(7) IndicatesremunerationfortheperiodfromDecember10,2020tillMarch31,2021.Theremunerationdoesnotincludeperformancebonuspay-outforFY2020-21paidinFY2021-22.

ANNEXURE II



ii. The percentage increase in the median remuneration of the employees in the financial year: Percentage increase in the median remuneration of employees in FY 2020-21 is 18.26%.

iii. iii. The number of permanent employees on the roll of the Company: There were 69 employees on the roll of the Company as on March 31, 2021.

iv. Average percentile increase already made in the salaries of employees other than the managerial personnel in last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof:

The Company did not have any managerial personnel during FY 2020-21 and hence, this disclosure is not applicable.

v. Affirmation that the remuneration is as per the remuneration policy of the Company: It is hereby affirmed that the remuneration paid is as per the Nomination and Remuneration Policy of the Company.





ANNEXURE III

ANNEXURE III TO THE REPORT OF THE BOARD OF DIRECTORS

INFORMATION AS PER SECTION 197(12) OF THE COMPANIES ACT, 2013 READ WITH RULE 5(2) & (3) OF THE CHAPTER XIII OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014

Top 10 employees in terms of remuneration drawn during the financial year 2020-21

Sr. No.

Name of the Employee

Designation Nature of employment (Contractual/ Permanent/ any other)

Age (in

years)

Educational Qualification

Experience (in years)

Date of joining

Gross remuneration

paid (Amount

in Rs.)

Last employment

held and Designation

1 Mr. Akhil Mehrotra


Permanent 53 PhD, MBA-Finance, BE-Mechanical

28 01-07-2019 2,91,36,838 Shell Designation - General Manger - IG ventures

2 Mr. Emani V S Rao Chief Commercial Officer

Permanent 62 CA, B.Com 36 31-01-2007 1,38,67,155 GAIL (India) Limited Designation - General manager (pricing)

3 Mr. Kunjal Thackar

Chief Financial Officer

Permanent 44 B.Com, CA 22 01-07-2019 1,38,30,962 Western Concessions (Hiranandani) Designation – CFO

4 Mr. Raghavanachari Suresh

Chief Operating Officer

Permanent 65 MTech-Others, BSc (Engg.), Electrical

42 08-08-2007 1,18,37,311 GAIL (India) Limited Designation - Executive Director

5 Mr. Sourav Gupta Vice President Permanent 46 Chartered Accountancy

18 19-08-2019 87,85,251 Vedanta - Cairn India Ltd.

6 Mr. Gurpreet Singh

Vice President Permanent 44 Diploma, BA 19 27-06-2019 80,55,582 Hindustan Ports Private Ltd (DP World company) Designation - General Manager

7 Mr. Manoj K Pandey

Assistant Vice President

Permanent 46 MPRE-Management, BTech-Mechanical

24 21-08-1995 75,23,575 Reliance Industries LimitedDesignation – GET (Trainee)

8 Mr. Mahesh Shedbal

Vice President Permanent 56 LLB-Law, MMM-Marketing, BE-Mechanical

34 30-04-2007 73,55,384 GAIL (India) LimitedDesignation - Chief manager



ANNEXURE III

Sr. No.



Age (in

years)



Date of joining

Gross remuneration

paid (Amount

in Rs.)

Last employment


9 Mr. Neeraj Pasricha

Assistant Vice President

Permanent 51 AICWA-Costing, BCom-Commerce

27 01-11-2006 72,50,891 GAIL (India) LimitedDesignation - Manager (Pricing)

10 Mr. Narayan Chaudhari

Vice President Permanent 60 Diploma - Engineering-Others-1996, Diploma in Industrial Safety-Industrial Safety-1991, BE-Fire-1987(FT)

34 02-08-2007 66,86,327 Reliance Next link

Employees who were employed for a part of the financial year 2020-21 and were in receipt of remuneration for any part of that year, at a rate which, in aggregate, was not less than Rs. 8,50,000 per month

Sr. No.



Age (in

years)



Date of resignation

Gross remuneration

paid (Amount

in Rs.)

Last employment


Ceased to be in employment during the year

1 Ms. Puja Tandon Senior Vice President - Corporate Secretarial Compliance & CSR

Permanent 38 LLB, CA, CS, BCom 13 30/11/2020 69,42,476 Peak Infrastructure Management

Notes: 1. Otherthantheabovetherewerenoemployees - whowereemployedthroughoutthefinancialyear2020-21andwereinreceiptofremunerationinaggregateofnot lessthan

Rs.1,02,00,000;or - whowereemployedforapartofthefinancialyear2020-21andwereinreceiptofremunerationforanypartofthatyear,atarate

which,inaggregate,wasnotlessthanRs.8,50,000permonth.2. NoneoftheemployeementionedaboveisarelativeofanyDirectoroftheCompany.3. NoneoftheemployeementionedaboveholdsanyshareoftheCompany.4. TherearenospecifictermsandconditionsforemploymentandallemployeesaregovernedbythepoliciesoftheCompany.5. EmployeesworkingforthePipelinebusinessweretransferredtotheCompanyundertheSchemeofArrangementandhencethedateof

joiningindicatestheirpreviousemploymentwiththetransferorcompany.6. GrossremunerationofemployeesincludesperformancebonusforFY2019-20paidinFY2020-21butdoesnotincludeperformancebonus

forFY2020-21paidinFY2021-22.





ANNEXURE IV TO THE REPORT OF THE BOARD OF DIRECTORSForm No. MR-3

SECRETARIAL AUDIT REPORTFOR THE FINANCIAL YEAR ENDED MARCH 31, 2021

[Pursuanttosection204(1)oftheCompaniesAct,2013andruleno.9oftheCompanies(AppointmentandRemunerationofManagerialPersonnel)Rules,2014]

To,The Members,Pipeline Infrastructure LimitedCIN - U60300MH2018PLC308292

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Pipeline Infrastructure Limited (“Company”). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.

Based on our verification (including verification of certain documents through electronic mode due to the outbreak of COVID-19 pandemic and subsequent lockdown) of the books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorised representatives during the conduct of Secretarial Audit, we hereby report that in our opinion, the Company has, during the audit period covering the financial year ended on March 31, 2021 (“Financial Year”), complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company, for the Financial Year, according to the applicable provisions of:

(i) The Companies Act, 2013 (Act) and the rules made thereunder;

(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;

(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;

(iv) Foreign Exchange Management Act, 1999 and applicable rules and regulations made thereunder- Not Applicable to the Company during the Audit Period;

(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):-

(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011; - Not Applicable to the Company during the Audit Period;

(b) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018; - Not Applicable to the Company during the Audit Period;

(c) The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 - Not Applicable to the Company during the Audit Period;

(d) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;

(e) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client - Not Applicable to the Company during the Audit Period;

(f) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009- Not Applicable to the Company during the Audit Period;

(g) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018 - Not Applicable to the Company during the Audit Period;

(h) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

(i) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015.

ANNEXURE IV



We have relied on the representations made by the Company and its officers for compliance under other laws specifically applicable to the industry to which the Company belongs, as under:

(a) The Petroleum Act, 1934 read with applicable Rules made thereunder;

(b) The Oil Industry Development Act, 1974;

(c) The Atomic Energy Act, 1962 read with The Atomic Energy (Safe Disposal of Radioactive Wastes) Rules, 1987;

(d) The Explosives Act, 1884 read with The Gas Cylinder Rules, 2016;

(e) The Petroleum & Minerals Pipelines (Acquisition of Right of User in Land) Act, 1962;

(f) The Petroleum and Natural Gas Regulatory Board Act, 2006.

We have also examined compliance with the applicable clauses of the following:

(i) Secretarial Standards issued by The Institute of Company Secretaries of India;

(ii) Debt Listing Agreement entered into by the Company with BSE Ltd.

During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above.

We further report that,

The Board of Directors of the Company is duly constituted with proper balance of Non-Executive Directors and Independent Directors. No changes in the composition of the Board of Directors took place during the Financial Year.

Adequate notice is given to all Directors to schedule the Board/Committee Meetings, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

All decisions made at Board and Committee Meetings have unanimous consent as recorded in the minutes of the meetings of the Board of Directors or Committees of the Board, as the case may be.

All Circular Resolutions of the Board of Directors and its Committees are approved by the requisite majority and are duly recorded in the respective minutes. Majority decision was carried through and there has been no dissenting view of the Directors/ Committee Members on any of the matter.

We further report that having regard to the compliance system prevailing in the Company and as per explanations obtained and relied upon by us, the Company has adequate systems and processes commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

We further report that during the audit period and till the date of signing of this Report, the following specific events/ actions having major bearing on the Company’s affairs had taken place:

a) Ms. Puja Tandon (ACS- 21937) has resigned as the Company Secretary and a Key Managerial Personnel (“KMP”) of the Company w.e.f. close of business hours on November 30, 2020.

b) Ms. Neha Jalan (ACS- 50594) has been appointed as the Company Secretary and a KMP of the Company w.e.f. December 10, 2020.

c) Pursuant to the approval of the Shareholders of the Company, vide a Special Resolution passed at its Extra-ordinary General Meeting held on December 11, 2020, Registered Office of the Company has been shifted from Unit No. 703, 7th Floor, Tower 3, Equinox Business Park, Off Bandra Kurla Complex, L.B.S Marg, Kurla (W), Mumbai – 400070 to Seawoods Grand Central, Tower-1, 3rd Level, C Wing - 301 to 304, Sector 40, Seawoods Railway Station, Navi Mumbai, Thane, Maharashtra – 400706, India w.e.f. December 11, 2020.

d) Pursuant to the mutual agreement between the Debenture Holders and the Company in terms of Schedule 7 of the Debenture Trust Deed and in line with the terms of issuance of Secured, Unlisted, Redeemable Non-convertible Debentures (“NCDs”) of Rs. 1000 each issued and allotted by the Company on March 22, 2019 (“Unlisted NCDs”), on private placement basis, to India Infrastructure Trust, the Company has made payment of aggregate amount of Rs. 5,04,08,78,000 as Principal, from time to time, towards partial re-payments of 6,49,80,000 NCDs, thereby proportionately reducing the face value of the said NCDs.

Accordingly, as on March 31, 2021, the face value of 6,49,80,000 NCDs of Rs. 1,000 each has been reduced to Rs. 922.42 each.

ANNEXURE IV



Annexure A

To,The Members,Pipeline Infrastructure LimitedCIN - U60300MH2018PLC308292

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 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. 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 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 procedures 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 Mayekar & AssociatesFirm U.I.N - P2005MH007400

U.D.I.N – F007282C000370315

Jatin Prabhakar Patil(Partner)

Place: Mumbai F.C.S – 7282Date: May 25, 2021 C.O.P – 7954

e) Mr. Nawal Saini (holding DIN: 08259154), a Non-executive Director of the Company has resigned w.e.f. April 1, 2021, due to his pre-occupancy.

f) Pursuant to the recommendation of Nomination and Remuneration Committee and subject to the approval of Shareholders of the Company at the ensuing Annual General Meeting, the Board of Directors of the Company, at its meeting held on March 25, 2021, approved the appointment of Mr. Akhil Mehrotra (holding DIN: 07197901), Chief Executive Officer (“CEO”) and a KMP, as the Managing Director (“MD”) of the Company for a period of 3 years w.e.f. April 1, 2021. Consequent to aforesaid appointment, Mr. Mehrotra has been re-designated as the MD & CEO of the Company and continues to be a KMP in both the capacities.

g) Mr. Premesh Kumar Jain (holding DIN: 02145534), Independent Director of the Company, had ceased to be a director due to his sad demise on April 20, 2021. This results into a casual vacancy in the office of a director which is required to be filled by the Board within the prescribed timelines.

For Mayekar & AssociatesFirm U.I.N - P2005MH007400

U.D.I.N – F007282C000370315

Jatin Prabhakar Patil(Partner)

Place: Mumbai F.C.S – 7282Date: May 25, 2021 C.O.P – 7954

ThisReportistobereadwithourletterofevendatewhichisannexedas“AnnexureA”andFormsanintegralpartofthisreport.

ANNEXURE IV



ANNEXURE V TO THE REPORT OF THE BOARD OF DIRECTORS

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

A. Conservation of Energy i. Steps taken for conservation of energy: Energy conservation dictates how efficiently a company can conduct its operations. The Company has recognized

the importance of energy conservation in decreasing the deleterious effects of global warming and climate change. The Company carries out its operations in an environmental friendly manner and is on the look-out for different ways and means to reduce the consumption of energy in its operations.

Following activities were completed during this year as energy and cost saving measures: a) Heat Tracing System for GTC fuel gas supply lines of all GTCs at CS6 to prevent fuel venting during GTC start

up. Estimated Fuel Gas Venting at CS 06 site during start-up of GTC in winters as per operating profile is 31800 SCM and GHG of 556 Ton of CO2 equivalent.

b) Replaced High Pressure Sodium Vapour (HPSV) with LED lights at MLV’s and M&R locations. This was done for reducing power consumption for lighting by switching over to lamps which yield better illumination with lesser power requirement. Thus, saving approx. 0.26 MU of Electricity and GHG of 184 MT of CO2 equivalent.

ii. Steps taken by the Company for utilizing alternate sources of energy: Electricity generation by Renewal energy i.e., Solar based power systems installed for meeting the power

requirements of upcoming Metering and Regulating (M&R) stations of City Gas Distribution network for PIL Pipeline. Thus, saving approx. 0.03 MU of Electricity and GHG of 21 MT of CO2 equivalent.

iii. The capital investment on energy conservation equipment: 1. In reference to i.(a) above, committed investment in FY 2020-21 is ~ Rs. 45 Lakhs. 2. In reference to i.(b) above, committed investment in FY 2020-21 is ~ Rs. 30 Lakhs.

B. Technology Absorption i. Major efforts made towards technology absorption: 1. Completed revamping /upgradation of communication network of PIL Pipeline with latest and long-lasting

technology i.e. MPLS-TP (Multiple Protocol Label Switching – Transport Profile. This technology facilitates evolution to packet-based data transport system. The system has been designed and tested by creating the prototype of MPLS-TP network. Installation, Testing and Commissioning completed for all installations and work is under progress for new POCs.

2. SCADA system upgradation is under progress at new POCs (Seawoods and CS4) and all other Installations of pipeline with State of Art virtualization hardware technology in which additional Ramp up configuration is possible without adding extra hardware. Cyber security features are implemented along with Network & System hardening and threat detection system is in place. Network Management System is added in the architecture as a redundant feature to monitor network healthiness.

3. CCC system upgraded with latest CCC Controller model MPU 1004 with S5V OS and HMI system upgraded with latest Windows 10 OS in order to mitigate obsolescence of operating system and improve system reliability.

ii. The benefits derived like product improvement, cost reduction, product development or import substitution: None

iii. Information regarding imported technology (Imported during last three years): The Company has not imported any technology during the financial year.

iv. Expenditure incurred on research and development: None

C. Foreign Exchange Earnings and Outgo Foreign Exchange earned in terms of actual inflows - Nil Foreign Exchange outgo in terms of actual outflows - Rs. 19.96 Crore.

ANNEXURE V




Financial StatementsReport of the Board of Directors

FINANCIAL STATEMENTS



INDEPENDENT AUDITORS’ REPORTTo the Members of Pipeline Infrastructure LimitedReport on the Audit of the Financial Statements

OpinionWe have audited the accompanying financial statements of Pipeline Infrastructure Limited (“the Company”), which comprise the Balance sheet as at March 31, 2021, the Statement of Profit and Loss(including the statement of Other Comprehensive Income), the Cash Flow Statement and the statement of Changes in Equity for the year then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information( hereinafter referred to as the “financial statements”).In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2021, and its loss, total comprehensive loss, its cash flows and the changes in equity for the year ended on that date.

Basis for OpinionWe conducted our audit of the financial statements in accordance with the Standards on Auditing, as specified under section 143(10) of the Act (“SA”s). Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.

Key Audit MattersKey audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.



Independent Auditors’ Report

Sr. No.

Key Audit Matter Auditor’s Response

1 Fair valuation of Non-convertible debentures (NCDs)The valuation of NCDs issued to India Infrastructure Trust (“IIT”) was key area of audit focus due to the degree of complexity involved in valuing the NCDs and significant judgement and valuation assumption made by the management.As at March 31, 2021 amount outstanding Rs. 7,424.42 crores and fair value loss on debentures for the year was Rs. 76.30 crores, these NCDs are measured at fair value and classified as level 3 instrument.Refer to note 32 to the financial statements.The determination of fair value involves significant unobservable inputs related to terms of refinancing of external debentures and its impact on the Equated Yearly Instalment of internal NCDs and its resultant impact on fair valuation of debentures. Also, a reasonable degree of judgment is involved in determining future interest rate on debentures issued to India Infrastructure Trust Considering the significance of the amount of debentures recognised in the balance sheet, impact of fair valuation on the statement of Profit and Loss, sensitivity associated with future assumptions and complex terms of the contracts, it is identified as key audit matter.

Principal audit procedures performed:We have performed the walkthrough of the valuation process and tested the design and operating effectiveness of key controls related to the recording and fair valuation of NCDs outstanding as on balance sheet date and fair valuation impact for the year. We evaluated the Company’s fair valuation specialist’s competence and objectivity to perform the valuation.We assessed the reasonableness of the estimated future cash flow projections, discount rate and other financial input considered in valuation with the underlying agreement, estimated credit ratings and related future interest rate curves.We have involved internal fair valuation specialist to independently fair value NCD on the balance sheet date which includes evaluating the discount rate to be used in valuation and the rate at which company will be able to refinance external debt as per market condition.We compared the fair value determined by the Company’s fair valuation specialist and our internal fair valuation specialist to determine same to be reasonable.

Information Other than the Financial Statements and Auditor’s Report Thereon

• The Company’s Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Director’s report, but does not include the financial statements and our auditor’s report thereon.

• Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

• In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

• If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.



Independent Auditors Report

Responsibilities of Management for the Financial Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the Ind AS and other accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk 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, misrepresentations, or the override of internal control.

• Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.




• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the financial statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act, based on our audit we report that:

a. We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit;

b. In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;

c. The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, Statement of Changes in Equity and the Cash Flow Statement dealt with by this Report are in agreement with the books of account;

d. In our opinion, the aforesaid financial statements comply with the Ind AS specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;

e. On the basis of the written representations received from the directors as on March 31, 2021 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2021 from being appointed as a director in terms of Section 164 (2) of the Act;

f. With respect to the adequacy of the internal financial controls over financial reporting of the Company with reference to these financial statements and the operating effectiveness of such controls, refer to our separate Report in “Annexure A”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s internal financial controls over financial reporting;

g. The Company has not paid / provided any managerial remuneration to its directors.

h. With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanations given to us:

i) As per representation received from the management, the Company has no pending litigations which will have an impact on its financial position;



ii) The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts to the financial statements;

iii) There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

2. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”) issued by the Central Government in terms of Section 143(11) of the Act, we give in “Annexure B” a statement on the matters specified in paragraphs 3 and 4 of the Order.

For Chaturvedi & Shah LLP For Deloitte Haskins & Sells LLPChartered Accountants Chartered Accountants(Firm’s Registration No. 101720W/ W100355) (Firm’s Registration No. 117366W/ W100018)

Sandesh Ladha Rupen K. BhattPartner Partner(Membership No. 047841) (Membership No.046930)UDIN: 21047841AAAEQL1530 UDIN: 21046930AAAACH1458

Place: Mumbai Date: May 25, 2021





ANNEXURE “A” TO THE INDEPENDENT AUDITORS’ REPORT

(Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report to the members of the Company of even date)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls over financial reporting of Pipeline Infrastructure Limited (Formerly Pipeline Infrastructure Private Limited) (“the Company”), as of March 31, 2021 in conjunction with our audit of the Financial Statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

The Board of Directors of the Company is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditor’s Responsibility

Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing prescribed under Section 143(10) of the Act, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls

over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

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




Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including 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 over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2021, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.








ANNEXURE “B” TO THE INDEPENDENT AUDITORS’ REPORT

(Referred to in paragraph 2, under ‘Report on Other Legal and Regulatory Requirements’ section of our Report of even date to the Members of the Company)

i. In respect of its property, plant and equipment:

a) The Company has maintained proper records showing full particulars, including quantitative details and situation of property, plant and equipment on the basis of available information.

b) The Company has a program of verification of property plant and equipment to cover all the items in a phased manner over a period of three years which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, certain property plant and equipment were physically verified by the Management during the year. According to the information and explanation given to us, no material discrepancies were noticed on physical verification of property plant and equipment.

c) According to the information and explanations provided to us, and the records examined by us, and based on the examination of the Court Orders approving scheme of arrangements to us we report that the Company is in the process of transferring title deeds of immovable properties in the name of the Company except for items covered in Serial number 4 below:

(Rs. in crore)Sr.

No.No. of cases Particulars Gross block Net block Remarks

1 1 Lease hold land 1.40 1.36 Applied 2 149 Free Hold land 66.19 66.19 Applied 3 7 Freehold land 0.64 0.64 Yet to Apply4 2 Buildings 67.11 63.58 This building constructed on land

not owned by the Company. (Refer Note 1.2 of Financial Statements.)

ii. According to the information and explanations given to us, in our opinion the inventories have been physically verified during period by the Management at reasonable intervals and as explained to us no material discrepancies were noticed on physical verification.

iii. In our opinion and according to the information and explanations given to us, the Company has not granted any loans, secured or unsecured to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under Section 189 of the Act. Therefore, the provisions of Clause (iii) of paragraph 3 of the Order is not applicable to the Company.

iv. In our opinion and according to the information and explanations given to us, the Company has not granted any loans, made any investments and provided any guarantees and securities given as covered under Section 185 and 186 of the Act. Therefore, the provisions of the Clause (iv) of the paragraph 3 of the Order is not applicable to the Company.

v. According to the information and explanations given to us, the Company has not accepted any deposit during the year in terms of provisions of Sections 73 to 76 or any other relevant provisions of the Act. Therefore, the provisions of Clause (v) of paragraph 3 of the Order is not applicable to the Company.

vi. The maintenance of cost records has been specified by the Central Government under Section 148(1) of the Companies Act, 2013 in respect of transportation of gas through use of pipeline. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules, 2014 prescribed by the Central Government under Section 148(1) (d) of the Act and are of the opinion that, prima facie, the prescribed accounts and cost records have been maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.




vii. In respect of statutory dues:

a) According to the records of the Company, undisputed statutory dues including Provident Fund, Employees’ State Insurance, Income Tax, Goods and Service Tax, Customs Duty, Cess and other material statutory dues have been generally regularly deposited with the appropriate authorities.

b) According to the information and explanations given to us, no undisputed amounts payable in respect of aforesaid statutory dues were outstanding at March 31, 2021 for a period of more than six months from the date they became payable.

c) According to the information and explanation given to us, there are no dues of income Tax, sales Tax, service Tax, Duty of customs, Duty of excise value added tax and goods and service tax which have not been deposited as on March 31, 2021 on account of disputes.

viii. Based on our audit procedures and according to the information and explanations given to us, the Company has not defaulted in the repayment of dues to debenture holders. The Company has not availed loans or borrowings from financial institutions, banks or Government.

ix. The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) or term loans and hence reporting under clause (ix) of the Order is not applicable.

x. To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company by its officers or employees has been noticed or reported during the period.

xi. During the period, the Company has not paid / provided any managerial remuneration to its directors.

xii. The Company is not a Nidhi Company and hence reporting under Clause (xii) of Paragraph 3 of the Order is not applicable.

xiii. In our opinion and according to the information and explanations given to us the Company is in compliance with Section 177 and 188 of the Act, where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the financial statements etc. as required by the applicable accounting standards.

xiv. During the period the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures and hence reporting under clause (xiv) of Paragraph 3 of the Order is not applicable to the Company.

xv. In our opinion and according to the information and explanations given to us, during the period, the Company has not entered into any non-cash transactions with its directors or persons connected with him and hence reporting under Clause (xv) of Paragraph 3 of the Order is not applicable to the Company.

xvi. In our opinion and according to information and explanations provided to us, the Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934.







As per our report of even dateFor Chaturvedi & Shah LLP Chartered Accountants

For Deloitte Haskins & Sells LLP Chartered Accountants

For and on behalf of the Board

Sandesh LadhaPartnerMembership No. 047841

Rupen K. BhattPartnerMembership No. 046930

Mihir NerurkarChairperson of the BoardDIN: 02038842

Akhil MehrotraManaging Director and Chief Executive OfficerDIN: 07197901

Date : May 25, 2021 Place : Mumbai

Kunjal ThackarChief Financial OfficerPAN: ABYPT3241K

Neha JalanCompany SecretaryPAN: AHBPJ1312J Membership No. A50594

BALANCE SHEET AS AT MARCH 31, 2021 (Rs. in Crore)Particulars Notes As at

March 31, 2021As at

March 31, 2020ASSETSNon-Current AssetsProperty, Plant and Equipment 1 13,262.77 13,972.46Capital Work-in-Progress 1 27.11 9.29Goodwill 1 282.00 282.00Intangible Assets 1 1,361.88 1,430.97Intangible Assets Under Development 1 0.25 3.96Financial Assets

Other Financial Assets 2 7.51 6.45Income Tax Assets (net) 62.10 104.20Other Non-Current Assets 2.09 3.70Total Non-Current Assets 15,005.71 15,813.03Current AssetsInventories 3 105.94 114.78Financial Assets

Investments 4 441.46 302.53Trade Receivables 5 121.66 111.95Cash and Cash Equivalents 6 91.13 13.89Other Bank Balances 7 52.27 3.34Other Financial Assets 8 2.61 67.68

Other Current Assets 9 102.49 139.63Total Current Assets 917.56 753.80Total Assets 15,923.27 16,566.83EQUITY AND LIABILITIESEquityEquity Share Capital 10 50.00 50.00Other Equity 11 (147.18) 1,043.57Total Equity (97.18) 1,093.57LiabilitiesNon-Current LiabilitiesFinancial Liabilities

Borrowings 12 13,595.91 14,002.64Lease Liabilities 13 24.54 -Other Financial Liabilities 14 5.82 5.30

Deferred Tax Liabilities (Net) 15 - -Other Non-Current Liabilities 16 1,078.43 676.24Total Non-Current Liabilities 14,704.70 14,684.18Current LiabilitiesFinancial Liabilities

Trade Payables 17Total outstanding dues of micro enterprises and small enterprises 1.98 0.55Others 541.74 492.00

Lease Liabilities 13 4.29 -Other Financial Liabilities 18 280.51 261.69

Other Current Liabilities 19 485.98 34.00Provisions 20 1.25 0.84Total Current Liabilities 1,315.75 789.08Total Liabilities 16,020.45 15,473.26Total Equity and Liabilities 15,923.27 16,566.83See accompanying Notes to the Financial Statements 1 - 36













STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2021 (Rs. in Crore)

Particulars Notes For the year ended

March 31, 2021

For the year ended

March 31, 2020INCOMERevenue from Operations 21 1,791.73 2,407.14Other Income (net) 22 29.58 32.95Total Income 1,821.31 2,440.09EXPENSESEmployee Benefits Expense 23 28.13 20.13Finance Costs 24 1,294.55 1,209.17Depreciation and Amortisation Expenses 1 844.61 831.38Transmission Charges 526.32 867.58Fair value loss on Non-Convertible Debentures measured at FVTPL

32 76.30 1,817.74

Other Expenses 25 242.14 255.46Total Expenses 3,012.05 5,001.46Loss Before Tax (1,190.74) (2,561.37)Tax ExpensesCurrent Tax - -Deferred Tax 15 - -Loss for the year (1,190.74) (2,561.37)Other Comprehensive Income / (Loss)Items that will not be reclassified to statement of profit and loss (0.01) 0.18Total Comprehensive Income / (Loss) for the year (1,190.75) (2,561.19)Earnings per equity share of face value of Rs. 10 each- For Basic (Rs.) 26 (181.11) (389.57)- For Diluted (Rs.) 26 (181.11) (389.57)See accompanying Notes to the Financial Statements 1 - 36













STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2021A. EQUITY SHARE CAPITAL (Rs. in Crore)

Balance at the beginning of

previous reporting year i.e.

April 1, 2019

Changes in equity share capital during

the year 2019-20

Balance at the end of previous

reporting year i.e. March 31, 2020

Changes in equity share capital during

the year 2020-21

Balance as at the end of the

reporting year i.e. March 31, 2021

50.00 - 50.00 - 50.00

B. OTHER EQUITYEquity

component of compound

financial instruments

Retained Earnings

Other Comprehensive Income / (Loss)

Total

As at March 31, 2020Balance as at the beginning of the reporting year i.e. April 1, 2019

4,045.17 (440.48) 0.07 3,604.76

Total Comprehensive Income / (Loss) for the year

- (2,561.37) 0.18 (2,561.19)

Balance as at the end of the reporting year i.e. March 31, 2020

4,045.17 (3,001.85) 0.25 1,043.57

As at March 31, 2021Balance as at the beginning of the reporting year i.e. April 1, 2020

4,045.17 (3,001.85) 0.25 1,043.57

Total Comprehensive Income / (Loss) for the year

- (1,190.74) (0.01) (1,190.75)

Balance as at the end of the reporting year i.e. March 31, 2021

4,045.17 (4,192.59) 0.24 (147.18)

See accompanying Notes to the Financial Statements 1 - 36













CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2021 (Rs. in Crore)

For the year ended

March 31, 2021

For the year ended

March 31, 2020A. CASH FLOW FROM OPERATING ACTIVITIES

Net Loss Before Tax as per Statement of Profit and Loss (1,190.74) (2,561.37)Adjusted for:Depreciation and Amortisation 844.61 831.38(Gain) / loss on sale of Current Investments (Net) (16.19) (19.03)Fair value (gain) / loss on valuation of Current Investments (Net) (0.14) (2.36)Loss on Sale of Fixed Assets 1.37 0.21Fair value loss on Non-Convertible Debentures measured at FVTPL 76.30 1,817.74Provision for doubtful debts - 15.07Provision for diminution in inventory 0.60 0.52Interest Income (5.69) (4.87)Finance Costs 1,294.55 1,209.17

2,195.41 3,847.83Operating profit before working capital changes 1,004.67 1,286.46Trade and Other Receivables 94.30 (110.50)Inventories 8.24 (8.17)Trade and Other Payables 905.75 854.52

1,008.29 735.85Cash Generated from Operations 2,012.96 2,022.31Taxes (paid) / refund 42.10 (91.06)Net Cash Flow from Operating Activities 2,055.06 1,931.25

B CASH FLOW FROM INVESTING ACTIVITIESPurchase of Property, Plant and Equipment, capital work-in-progress and Intangibles

(52.39) (40.20)

Sale of Property, Plant and Equipment(Previous year - Rs. 10,792) - 0.00Fixed deposits placed with Banks (49.76) (1,137.38)Fixed deposits with Banks redeemed 0.27 1,199.03Purchase of Current Investments (3,613.68) (3,937.96)Sale of Current Investments 3,491.09 3,658.83Interest Income 5.00 5.53Net Cash Flow used in Investing Activities (219.47) (252.15)

C CASH FLOW FROM FINANCING ACTIVITIESProceeds from Long Term Borrowings - 6,452.00Repayment of Borrowings (208.77) (6,747.32)Expenditure Component Sweep (Refer Note 32) (255.44) (201.48)Principal repayment on Lease liability (0.10) -Interest paid on Lease liability (1.70) -Interest paid (1,292.34) (1,231.70)Net Cash Flow used in Financing Activities (1,758.35) (1,728.50)Net Increase / (Decrease) in Cash and Cash Equivalents 77.24 (49.40)Opening Balance of Cash and Cash Equivalents 13.89 63.29Closing Balance of Cash and Cash Equivalents 91.13 13.89Note: The figures in brackets represents cash outflowSee accompanying Notes to the Financial Statements 1 - 36



NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2021A. Corporate Information Pipeline Infrastructure Limited (“PIL” or “Company”) has been incorporated on April 20, 2018. The registered

office of the Company has been changed from Unit No. 703, 7th Floor, Tower 3, Equinox Business Park, Off BKC, L.B.S. Marg, Kurla (W), Mumbai, Maharashtra – 400070, India to Seawoods Grand Central, Tower-1, 3rd Level, C Wing - 301 to 304, Sector 40, Seawoods Railway Station, Navi Mumbai, Thane, Maharashtra - 400706, India w.e.f. December 11, 2020.

PIL owns and operates a cross-country, natural gas pipeline with a pipeline length of approximately 1,480 km including spur lines (together with compressor stations and operation centres), that stretches from Kakinada, Andhra Pradesh, in the east of India, to Bharuch, Gujarat, in the west of India, traversing adjacent to major cities in the states of Andhra Pradesh, Telangana, Karnataka, Maharashtra and Gujarat.

The Principal business of the Company is operation of PIL pipeline for transportation of gas.

B. Significant Accounting PoliciesB.1 Basis of Accounting and Preparation of Financial Statements The Financial Statements of the Company have been prepared to comply with the Indian Accounting standards

(‘Ind AS’), including the rules notified under the relevant provisions of the Companies Act, 2013 [the Act]. The Financial Statements have been prepared on the historical cost basis except for following assets and

liabilities which have been measured at fair value amount: i) Certain Financial Assets and Liabilities ii) Defined Benefit Plans - Plan Assets The Ind AS financial statements of PIL, comprise the Balance Sheet as at March 31, 2021, the Statement of

Profit and Loss (including other comprehensive loss), the Statement of Changes in Equity and the Statement of Cash Flows for the year ended 2020-21 and notes to the Ind AS financial statements, including a summary of significant accounting policies and other explanatory information.

Company’s Financial Statements are presented in Indian Rupees (Rs.), which is also its functional currency and all values are rounded to the nearest Crore upto two decimal places, except when otherwise indicated.

B.2 Use of estimates and judgements The preparation of these financial statements in conformity with the recognition and measurement principles of

Ind AS requires the management of the Company to make judgements, estimates and assumptions that affect the reported balances of assets and liabilities, disclosures of contingent liabilities as at the date of the financial statements and the reported amounts of income and expense for the periods presented. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and future periods are affected. The Management believes that the estimates used in preparation of the financial statements are prudent and reasonable. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.

Key sources of estimation of uncertainty in respect of revenue recognition, employee benefits and provisions and contingent liabilities have been discussed in their respective policies. Key sources of estimation of uncertainty at the date of the financial statements, which may cause a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are in respect of impairment of goodwill, useful lives of property, plant and equipment, valuation of deferred tax assets and fair value measurement of financial instruments, these are discussed below:

Depreciation/ Amortization and useful lives of property plant and equipment Property, plant and equipment are depreciated over the estimated useful lives of the assets, after taking

into account their estimated residual value. Management reviews the estimated useful lives and residual values of the assets annually in order to determine the amount of depreciation to be recorded during any reporting period. The useful lives and residual values are based on the Company’s historical experience with similar assets and take into account anticipated technological changes. The depreciation for future periods is adjusted if there are significant changes from previous estimates.



Notes to the Financial Statements

Provisions Provisions and liabilities are recognized in the period when it becomes probable that there will be a future

outflow of funds resulting from past operations or events and the amount of cash outflow can be reliably estimated. The timing of recognition and quantification of the liability require the application of judgement to existing facts and circumstances, which can be subject to change. Since the cash outflows can take place many Periods in the future, the carrying amounts of provisions and liabilities are reviewed regularly and adjusted to take account of changing facts and circumstances.

COVID-19 The Company has considered the possible effects that may result from the pandemic relating to COVID-19

in the preparation of these financial statements including the recoverability of carrying amounts of financial and non financial assets. In developing the assumptions relating to the possible future uncertainties in the global economic conditions because of this pandemic, the Company has, at the date of approval of these financial statements, used internal and external sources of information including credit reports and related information and economic forecasts and expects that the carrying amount of these assets will be recovered. However, the impact assessment of COVID-19 is a continuing process given the uncertainties associated with its nature and durations.

B.3 Summary of Significant Accounting Policies (a) Property, plant and equipment: i) Property, plant and equipment are stated at cost net of recoverable less accumulated depreciation,

amortisation and impairment loss, if any. Such cost includes purchase price and any cost directly attributable to bringing the assets to its working condition for its intended use, net changes on foreign exchange contracts and adjustments arising from exchange rate variations attributable to the property, plant and equipment.

ii) Line pack gas has been considered as part of Property, plant and equipment. iii) Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset,

as appropriate, only when it is probable that future economic benefits associated with the item will flow to the entity and the cost can be measured reliably.

iv) Depreciation on Property, plant and equipment is provided on straight line method over the useful life as per Schedule II to the Companies Act, 2013, except in respect of following assets where useful life is as per technical evaluation:

Buildings - 20 years Plant and Machinery - 20 years Any additions to above category of assets will be depreciated over balance useful life. Leasehold

land is amortised over the period of lease; Line pack gas is not depreciated. In respect of additions or extensions forming an integral part of existing assets, including incremental cost arising on account of translation of foreign currency liabilities for acquisition of property, plant and equipment, depreciation is provided over the residual life of the respective assets. Freehold land is not depreciated.

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

vi) An item of property, plant and equipment is derecognised upon disposal when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the difference between the sale proceeds and the carrying amount of the asset and is recognised in profit or loss.

(b) Intangible Assets Intangible Assets with finite useful lives that are acquired separately are stated at cost of acquisition

less accumulated amortisation and accumulated impairment losses. The cost includes purchase price (net of recoverable taxes, trade discount and rebates) and any cost directly attributable to bringing the assets to its working condition for its intended use, net changes on foreign exchange contracts and adjustments arising from exchange rate variations attributable to the intangible assets are capitalised.




Amortisation is recognised on straight- line basis over the estimated useful lives. The estimated useful life and amortisation method are reviewed at the end of each reporting period, with the effect of any changes in estimates being accounted for on a prospective basis. Intangible assets with indefinite useful lives that are acquired separately are carried at cost less accumulated impairment losses. Computer software is amortised over a period of 5 years on straight line method except for licenses with perpetual life which has been restricted to period of Pipeline Usage Agreement.

Intangible Assets acquired in business combination: Intangible Assets acquired in business combination and recognised separately from goodwill are initially

recognised at their fair value at the acquisition date (which is regarded as their cost). Subsequent to initial recognition, intangible assets acquired in business combination are reported at cost less accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets that are acquired separately. Rights under Pipeline Authorisation are amortized over a period of twenty years, being the economic useful life.

(c) Finance Costs Finance costs, that are directly attributable to the acquisition or construction of qualifying assets, are

capitalised as a part of the cost of such assets. A qualifying asset is one that necessarily takes substantial period of time to get ready for its intended use. All other borrowing costs are charged to the Statement of Profit and Loss for the period for which they are incurred.

(d) Inventories Items of inventories are measured at lower of cost or net realisable value after providing for obsolescence,

if any. Cost of inventories comprises of cost of purchase, cost of conversion and other costs including incidental expenses net of recoverable taxes incurred in bringing them to their respective present location and condition. Cost of stores and spares, trading and other items are determined on weighted average basis.

(e) Cash and cash equivalents Cash and cash equivalents includes cash at banks and short-term deposits with an original maturity

of three months or less, which are subject to an insignificant risk of changes in value. For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as defined above, net of outstanding bank overdrafts, if any as they are considered an integral part of the Company’s cash management.

(f) Impairment of Non - Financial Assets - property, plant and equipment and intangible assets The Company assesses at each reporting date as to whether there is any indication that any property,

plant and equipment and intangible assets or group of assets, called cash generating units (CGU) may be impaired. If any such indication exists the recoverable amount of an asset or CGU is estimated to determine the extent of impairment, if any. When it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the CGU to which the asset belongs. An asset is treated as impaired when the carrying cost of the asset exceeds its recoverable value. An impairment loss is charged to the Statement of Profit and Loss in the year in which an asset is identified as impaired. The recoverable amount is higher of an asset’s fair value less cost of disposal and value in use. Value in use is based on the estimated future cash flows, discounted to their present value using pre-tax discount rate that reflects current market assessments of the time value of money and risk specific to the assets. The impairment loss recognised in prior accounting periods is reversed if there has been an increase in the recoverable value due to a change in the estimate.

(g) Leases (i) The Company’s lease asset classes primarily consist of leases for office premises. The Company

assesses whether a contract contains a lease, at inception of a contract. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Company assesses whether: (1) the contact involves the use of an identified asset (2) the Company has substantially all of the economic benefits from use of the asset through the period of the lease and (3) the Company has the right to direct the use of the asset.




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) and low value leases. For these short-term and low value leases, the Company recognizes the lease payments as an operating expense on a straight-line basis over the term of the lease. Right-of-use assets are depreciated from the commencement date on a straight-line basis over the lease term.

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. The lease liability is initially measured at amortized cost at the present value of the future lease payments. The lease payments are discounted using the interest rate implicit in the lease or, if not readily determinable, using the incremental borrowing rates in the country of domicile of the leases. Lease liabilities are remeasured with a corresponding adjustment to the related right-of-use asset if the Company changes its assessment if whether it will exercise an extension or a termination option.

(ii) Short term leases and leases of low value assets The Company has elected not to recognise right-od use asset (“ROU”) and lease liabilities for

short term leases that have a lease term of 12 months or less and leases of low value assets. The Company recognises the lease payments associated with these leases as expenses on a straight line basis over the lease term.

(h) Provisions and Contingent liabilities A provision is recognised when the Company has a present obligation as a result of past event and it

is probable that an outflow of resources will be required to settle the obligation, in respect of which a reliable estimate can be made. These are reviewed at each balance sheet date and adjusted to reflect the current best estimates.

Contingent liabilities are disclosed 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 will be required to settle the obligation or a reliable estimate of the amount cannot be made.

(i) Employee Benefits Expense Employee benefits include contributions to provident fund, gratuity fund, compensated absences and

pension. Short Term Employee Benefits The undiscounted amount of short term employee benefits expected to be paid in exchange for the

services rendered by employees are recognised as an expense during the period when the employees render the services.

Post-Employment Benefits Defined Contribution Plans A defined contribution plan is a post-employment benefit plan under which the Company pays specified

contributions to a separate entity. The Company makes specified monthly contributions towards Provident Fund. The Company’s contribution is recognised as an expense in the Statement of Profit and Loss during the period in which the employee renders the related service.

Defined Benefit Plans The liability in respect of defined benefit plans and other post-employment benefits is calculated using

the Projected Unit Credit Method and spread over the period during which the benefit is expected to be derived from employees’ services.

Actuarial gains and losses in respect of post-employment and other long term benefits are charged to the Other Comprehensive Income. They are included in retained earnings in the statement of changes in equity and in the balance sheet.




(j) Tax Expenses The tax expense for the period comprises current and deferred tax. Tax is recognised in Statement of

Profit and Loss, except to the extent that it relates to items recognised in the comprehensive income or in equity. In this case, the tax is also recognised in other comprehensive income and equity.

Current tax Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to

the taxation authorities, based on tax rates and laws that are enacted or substantively enacted at the Balance sheet date.

Deferred tax Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities

in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period

in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The carrying amount of Deferred tax liabilities and assets are reviewed at the end of each reporting period.

(k) Foreign Currency Transactions and Translation (i) Transactions in foreign currencies are recorded at the exchange rate prevailing on the date of

transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency closing rates of exchange at the reporting date.

(ii) Exchange differences arising on settlement or translation of monetary items are recognised in Statement of Profit and Loss.

(iii) Non-monetary items that are measured in terms of historical cost in a foreign currency are recorded using the exchange rates at the date of the transaction.

(l) Revenue Recognition The Company follows a comprehensive framework for determining whether, how much and when

revenue is to be recognised. IND AS 115 provides for a single model for accounting for revenue arising from contract with customers, focusing on the identification & satisfaction of performance obligations.

i) The Company earns revenue primarily from transportation of gas. Income from transportation of gas is recognised on completion of delivery in respect of the quantity of gas delivered to customers. In respect of quantity of gas received from customers under deferred delivery basis, income for the quantity of gas retained in the pipeline is recognised by way of deferred delivery charges for the period of holding the gas in the pipeline at a mutually agreed rate. Income is accounted net of GST. Revenue is recognized point in time.

ii) Amount received upfront in lumpsum under agreement from customers is recognised on capitalisation and when performance obligation is completed.

iii) Interest income is recognised on a time proportion basis taking into account the amount outstanding and rate applicable.

iv) Dividend is recognised when the right to receive is established. (m) Current and non-current classification Assets and liabilities are presented in Balance Sheet based on current and non-current classification. Non-

current assets and current assets before equity, non-current liabilities and current liabilities in accordance with Schedule III, Division II of Act notified by MCA. An asset is classified as current when it is

a) Expected to be realised or intended to be sold or consumed in normal operating cycle, b) Held primarily for the purpose of trading, c) Expected to be realised within twelve months after the reporting period, or d) Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at

least twelve months after the reporting period. All other assets are classified as non-current.




A liability is classified as current when it is a) Expected to be settled in normal operating cycle, b) Held primarily for the purpose of trading, c) Due to be settled within twelve months after the reporting period, or d) There is no unconditional right to defer the settlement of the liability for at least twelve months

after the reporting period. All other liabilities are classified as non-current. The operating cycle is the time between the acquisition of assets for processing and their realisation

in cash or cash equivalents. Deferred tax assets and liabilities are classified as non-current assets and liabilities. The Company has identified twelve months as its normal operating cycle.

(n) Fair value measurement Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly

transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

• In the principal market for the asset or liability, or • In the absence of a principal market, in the most advantageous market for the asset or liability The principal or the most advantageous market must be accessible. The fair value of an asset or a liability

is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest. A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use. Valuation techniques used are those that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities. Level 2- Valuation techniques for which the lowest level input that is significant to the fair value measurement

is directly or indirectly observable. Level 3 -Valuation techniques for which the lowest level input that is significant to the fair value measurement

is unobservable. When the fair value of financial assets and financial liabilities recorded in the balance sheet cannot

be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the Discounted Cash Flow model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments. The policy has been further explained under note 32.

(o) Off-setting financial Instrument Financial assets and liabilities are offset and the net amount is reported in the balance sheet where

there is a legally enforceable rights to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. The legally enforceable rights must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Company or counterparty.

(p) Business Combination Acquisitions of the businesses are accounted for by using the acquisition method. Consideration

transferred in a business combination is measured at fair value, which is calculated as the sum of the acquisition date fair values of the assets transferred by the Company, liabilities incurred by the Company



to the former owners of the acquiree and the equity interest issued by the Company in exchange of control by the acquiree. Acquisition related costs are generally recognised in the statement of profit and loss as incurred. Goodwill is measured at the excess of the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree, and the fair value of the acquirer’s previously held equity interest in the acquiree (if any) over the net of the acquisition date amounts of the identifiable assets acquired and liabilities assumed.

(q) Earnings per share Basic earnings per share is computed using the net profit for the year attributable to the shareholders’

and weighted average number of equity shares outstanding during the year. Diluted earnings per share is computed using the net profit for the year attributable to the shareholders’

and weighted average number of equity and potential equity shares outstanding during the year including share options, convertible preference shares and debentures, except where the result would be anti-dilutive. Potential equity shares that are converted during the year are included in the calculation of diluted earnings per share, from the beginning of the year or date of issuance of such potential equity shares, to the date of conversion.

(r) Financial instruments i) Financial Assets A. Initial recognition and initial measurement: Financial assets are recognised when the Company becomes a party to the contractual provisions of

the instrument. Financial assets and liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value measured on initial recognition of financial asset or financial liability.

B. Classification and subsequent measurement a) Financial assets measured at amortised cost (AC) A financial asset is subsequently measured at amortised cost if it is held within a business

model whose objective is to hold the asset in order to collect contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

b) Financial assets at fair value through other comprehensive income (FVTOCI) A financial asset is subsequently measured at fair value through other comprehensive income

if it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

c) Financial assets at fair value through profit or loss (FVTPL) Financial assets are measured at FVTPL unless they are measured at amortised cost or at

FVTOCI on initial recognition. The transaction costs directly attributable to the acquisition of financial assets at FVTPL are immediately recognised in statement of profit and loss. Investments in mutual funds are measured at FVTPL

d) Impairment of financial assets The Company recognises loss allowances using the expected credit loss (ECL) model for the

financial assets measured at amortised cost. Loss allowance for trade receivables with no significant financing component is measured at an amount equal to lifetime ECL. For all other financial assets, expected credit losses are measured at an amount equal to the 12-month ECL, unless there has been a significant increase in credit risk from initial recognition in which case those are measured at lifetime ECL. The amount of expected credit losses (or reversal) that is required to adjust the loss allowance at the reporting date is recognized as an impairment gain or loss in statement of profit and loss.





ii) Financial liabilities A. Recognition and measurement: Financial liabilities are measured at amortised cost or FVTPL. A financial liability is classified as at

FVTPL if it is as held for trading, or it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognised in Profit or Loss. Other financial liabilities are subsequently measured at amortised cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognised in the Statement of Profit and Loss. Any gain or loss on derecognition is also recognised in the Statement of Profit and Loss.

B. Derecognition of financial instruments The Company derecognises a financial asset only when the contractual rights to the cash flows

from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. The Company derecognises financial liabilities when, and only when, the Company’s obligations are discharged, cancelled or have expired.

C. Effective interest method The effective interest method is a method of calculating the amortised cost of a financial instrument

and of allocating interest income or expense over the relevant period. The effective interest rate is the rate that exactly discounts future cash receipts or payments through the expected life of the financial instrument, or where appropriate, a shorter period.

D. Compound Financial Instruments The component parts of compound financial instruments issued by the Company are classified

separately as financial liabilities and equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument. A conversion option that will be settled by the exchange of a fixed amount of cash or another financial asset for a fixed number of the Company’s own equity instruments is an equity instrument. At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate for similar non-convertible instruments. This amount is recognised as a liability on an amortised cost basis using the effective interest method until extinguished upon conversion or at the instrument’s maturity date.

The conversion option classified as equity is determined by deducting the amount of the liability component from the fair value of the compound financial instrument as a whole. This is recognised and included in equity, net of income tax effects, and is not subsequently remeasured. In addition, the conversion option classified as equity will remain in equity until the conversion option is exercised, in which case, the balance recognised in equity will be transferred to other component of equity. When the conversion option remains unexercised at the maturity date of the compound financial instruments, the balance recognised in equity will be transferred to retained earnings. No gain or loss is recognised in profit or loss upon conversion or expiration of the conversion option. Transaction costs that relate to the issue of the compound financial instruments are allocated to the liability and equity components in proportion to the allocation of the gross proceeds. Transaction costs relating to the equity component are recognised directly in equity. Transaction costs relating to the liability component are included in the carrying amount of the liability component and are amortised over the lives of the convertible notes using the effective interest method.

(s) Goodwill: Goodwill arising on the acquisition of business is carried at cost as established at the date of acquisition

of the business less accumulated impairment losses, if any. A cash generating unit to which goodwill has been allocated is tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of cash generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit. Any impairment loss for goodwill is recognised directly in profit or loss. an impairment loss recognised for goodwill is not reversed in subsequent periods. On disposal of the relevant cash generating unit, the attributable amount of goodwill is included in determination of profit or loss on disposal.



NOTE 1. PROPERTY, PLANT AND EQUIPMENT, CAPITAL WORK-IN-PROGRESS AND INTANGIBLE ASSETS (Rs. in Crore)Description GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK

As at 01.04.2020

Additions Deductions/ Adjustments

As at 31.03.2021

As at 01.04.2020

For the year

Deductions / Adjustments

As at 31.03.2021

As at 31.03.2021

As at 31.03.2020

Property, Plant and Equipment

Own Assets

Freehold Land 93.28 1.20 - 94.48 - - - - 94.48 93.28

Buildings 361.62 5.33 (2.09) 369.04 30.91 18.08 0.00 48.99 320.05 330.71

Plant and Machinery 14,693.33 13.63 3.72 14,703.24 1,273.80 740.90 0.31 2,014.39 12,688.85 13,419.53

Furniture and Fixtures

1.45 1.71 0.02 3.14 0.90 0.28 0.01 1.17 1.97 0.55

Vehicles 0.21 - 0.21 - 0.20 0.01 0.21 - - 0.01

Office Equipment 88.18 4.78 0.10 92.86 39.31 3.21 0.04 42.48 50.38 48.87

Line pack gas 78.14 - - 78.14 - - - - 78.14 78.14

Sub-Total 15,316.21 26.65 1.96 15,340.90 1,345.12 762.48 0.57 2,107.03 13,233.87 13,971.09

Right-of-Use Assets

Building - 30.05 - 30.05 - 2.50 - 2.50 27.55 -

Leasehold Land 1.40 - - 1.40 0.03 0.02 - 0.05 1.35 1.37

Sub-Total 1.40 30.05 - 31.45 0.03 2.52 - 2.55 28.90 1.37

Total (A) 15,317.61 56.70 1.96 15,372.35 1,345.15 765.00 0.57 2,109.58 13,262.77 13,972.46

Intangible assets

Software* 1.41 10.52 - 11.93 1.19 1.21 - 2.40 9.53 0.22

Pipeline Authorisation

1,568.00 - - 1,568.00 137.25 78.40 - 215.65 1,352.35 1,430.75

Total (B) 1,569.41 10.52 - 1,579.93 138.44 79.61 - 218.05 1,361.88 1,430.97

TOTAL (A+B) 16,887.02 67.22 1.96 16,952.28 1,483.59 844.61 0.57 2,327.63 14,624.65 15,403.43

Capital Work-in-Progress 27.11 9.29

Intangible Assets Under Development 0.25 3.96

* Other than internally generated

1.1 Freehold Land and Leasehold Land includes Rs. 66.83 Crore (Previous year Rs. 72.54 Crore) and Rs. 1.40 Crore (Previous year Rs. 1.40 Crore) respectively in respect of which the process of mutation of the Revenue Records with the Revenue Authorities where the properties are located is in progress, and the Company had complied with its obligation by making necessary applications for this purpose

1.2 Building includes Rs. 67.11 Crore being building constructed on land not owned by the Company.1.3 Refer note 29 for capital commitments1.4 Refer note 12.1 for properties mortgaged / hypothecated1.5 The balance useful life as on March 31, 2021 for rights under pipeline authorisation is 17 years 3 months





(Rs. in Crore)Description GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK

As at 01.04.2019

Additions Deductions/ Adjustments

As at 31.03.2020

As at 01.04.2019

For the year

Deductions/ Adjustments

As at 31.03.2020

As at 31.03.2020

As at 31.03.2019

Property, Plant and Equipment

Own Assets

Freehold Land 93.28 - - 93.28 - - - - 93.28 93.28

Buildings 361.58 0.04 - 361.62 13.34 17.57 - 30.91 330.71 348.24

Plant and Machinery 14,574.84 118.72 0.23 14,693.33 547.06 726.77 0.03 1,273.80 13,419.53 14,027.78

Furniture and Fixtures

1.41 0.05 0.01 1.45 0.43 0.48 0.01 0.90 0.55 0.98

Vehicles 0.50 0.00 0.29 0.21 0.28 0.20 0.28 0.20 0.01 0.22

Office Equipment 87.43 0.80 0.05 88.18 32.08 7.26 0.03 39.31 48.87 55.35

Line pack gas 78.14 - - 78.14 - - - - 78.14 78.14

Sub-Total 15,197.18 119.61 0.58 15,316.21 593.19 752.28 0.35 1,345.12 13,971.09 14,603.99

Right-of-Use Assets

Land 1.40 - - 1.40 0.01 0.02 - 0.03 1.37 1.39

Sub-Total 1.40 - - 1.40 0.01 0.02 - 0.03 1.37 1.39

Total (A) 15,198.58 119.61 0.58 15,317.61 593.20 752.30 0.35 1,345.15 13,972.46 14,605.38

Intangible assets

Software 1.35 0.06 - 1.41 0.51 0.68 - 1.19 0.22 0.84

Others 1,568.00 - - 1,568.00 58.85 78.40 - 137.25 1,430.75 1,509.15

Total (B) 1,569.35 0.06 - 1,569.41 59.36 79.08 - 138.44 1,430.97 1,509.99

TOTAL (A+B) 16,767.93 119.67 0.58 16,887.02 652.56 831.38 0.35 1,483.59 15,403.43 16,115.37

1.6 During FY 19-20, useful life of certain assets have been changed as per technical evaluation. Due to this change, depreciation for FY 19-20 is lower by Rs. 42.28 Crore.

(C) Goodwill (Rs. in Crore)

As at March 31, 2021


GoodwillOpening Balance 282.00 282.00Add: Additions / (Deletions) - -Closing Balance 282.00 282.00

1.7 As at March 31, 2021 and March 31, 2020, the recoverable amount was computed using the discounted cashflow method for which the estimated cashflows for the balance period of pipeline usage authorisation license were developed using internal forecasts and a pre-tax discount rate of 9.54%. The Company has considered the levelized tariff rate as determined by PNGRB vide its order dated March 12, 2019 and the volumes as determined by the external technical expert in this area.

The management believes that any possible changes in the key assumptions would not cause the carrying amount to exceed the recoverable amount of cash generating unit.

Based on the above, no impairment was identified as of March 31, 2021 and March 31, 2020 as the recoverable value exceeded the carrying value.




NOTE 2. NON-CURRENT FINANCIAL ASSETS(Unsecured and Considered Good) (Rs. in Crore)



Loans & AdvancesSecurity Deposits 1.96 1.45

Other Bank Balances (Refer Note 2.1) 5.55 5.00TOTAL 7.51 6.45

2.1 In bank deposits held as security against guarantees and other commitmentsNOTE 3. INVENTORIES (Rs. in Crore)



Stock of Natural Gas and Fuel 4.54 22.03Stores and Spares (Refer Note 3.2) 101.40 92.75TOTAL 105.94 114.78

3.1 Inventories are measured at lower of cost or net realisable value.3.2 During the financial year 2019-20, the inventory of Stores and spares was reassessed to identify capital spares

of Rs. 83.35 Crore, which have been capitalized.NOTE 4. CURRENT INVESTMENTS (Rs. in Crore)



Investments measured at Fair Value through Profit and LossIn Mutual Funds - Unquoted, fully paid up 441.46 302.53TOTAL 441.46 302.53

NOTE 5. TRADE RECEIVABLES (Rs. in Crore)As at

March 31, 2021As at

March 31, 2020(Unsecured and Considered Good)Trade Receivables - less than six months 136.73 127.02Less: Provision for doubtful debts 15.07 15.07TOTAL 121.66 111.95

5.1 The credit period on transportation services provided to the customers is 4 business days from day of invoicing. In case of default, the customers are charged interest in accordance with the terms of the agreement with them.

NOTE 6. CASH AND CASH EQUIVALENTS (Rs. in Crore)As at

March 31, 2021As at

March 31, 2020Balance with Banks in current accounts 91.13 13.89

TOTAL 91.13 13.89




NOTE 7. OTHER BANK BALANCES (Rs. in Crore)As at

March 31, 2021As at

March 31, 2020Other Bank BalancesIn bank deposits to the extent held as security against guarantees and other commitments

52.27 3.34

TOTAL 52.27 3.34

NOTE 8. OTHER CURRENT FINANCIAL ASSETS (Rs. in Crore)As at

March 31, 2021As at

March 31, 2020(Unsecured and Considered Good)Advance towards investments - 66.67Others (Refer Note 8.1) 2.61 1.00TOTAL 2.61 67.68

8.1 Includes Interest Receivable on Fixed Deposits with Banks

NOTE 9. OTHER CURRENT ASSETS (Rs. in Crore)As at

March 31, 2021As at

March 31, 2020(Unsecured and Considered Good)Balance with Good and Service Tax 89.48 126.21Advance to vendors 4.03 3.82Prepaid expenses 7.77 4.47Other Receivables 1.21 5.13TOTAL 102.49 139.63

NOTE 10. SHARE CAPITAL (Rs. in Crore)As at March 31, 2021 As at March 31, 2020

No. of shares Amount No. of shares AmountAuthorised :Equity Shares of Rs. 10 each 6,60,00,000 66.00 6,60,00,000 66.00Preference Shares of Rs. 10 each 40,50,00,00,000 4,050.00 40,50,00,00,000 4,050.00

TOTAL 4,116.00 4,116.00Issued, Subscribed and Fully Paid up :Equity Shares of Rs. 10 each 5,00,00,000 50.00 5,00,00,000 50.00

TOTAL 50.00 50.00

10.1 Reconciliation of the equity shares outstanding at the beginning and at the end of the reporting year :

Particulars As at March 31, 2021


No. of Shares No. of SharesEquity Shares:Equity Shares at the beginning of the year 5,00,00,000 5,00,00,000Issued during the year - -Equity Shares at the end of the year 5,00,00,000 5,00,00,000




10.2 The details of Shareholders holding more than 5% equity shares and details of equity shares held by holding Company or holding Company of holding Company or by subsidiaries / associates of holding Company :

Name of Shareholders As at March 31, 2021 As at March 31, 2020No. of Shares % held No. of Shares % held

India Infrastructure Trust(Holding entity along with nominees) 5,00,00,000 100.00% 5,00,00,000 100.00%

10.3 Rights and Restrictions to Equity Shares Equity Shares - The Equity Shares of the Company, rank pari passu in all respects including voting rights and

entitlement to dividend. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding. However, Rights of the Equity Shareholders have been varied in the Extra-ordinary General Meeting of the Company held on April 5, 2019 to align the same with the provisions in the Shareholders and Options Agreement such that the holders of the equity shares shall have no right to surplus assets of the Company either on winding up or liquidation or otherwise. The Redeemable Preference Shares will carry a preferential right vis-a-vis the Equity Shares with respect to payment of dividend and repayment of capital and have the right to surplus assets either on winding-up or liquidation of Company or otherwise to the extent of paid up preference share capital. No voting rights will accrue to the preference shareholders even if the dividend is not paid for a consecutive period of two years. PIL has only one class of equity shares.

NOTE 11. OTHER EQUITY (Rs. in Crore)As at March 31, 2021 As at March 31, 2020

Equity component of compound financial instruments0% Compulsorily Convertible Preference Shares 4,000.00 4,000.000% Redeemable Preference Shares(Refer Note 10.3 and 14.1) 45.17 4,045.17 45.17 4,045.17Retained EarningsAs at the beginning of the year (3,001.85) (440.48)Loss for the year (1,190.74) (4,192.59) (2,561.37) (3,001.85)Other Comprehensive Income / (Loss) [OCI]As at the beginning of the year 0.25 0.07Movement in OCI (Net) during the year (0.01) 0.24 0.18 0.25TOTAL (147.18) 1,043.57

11.1 0% Compulsorily Convertible Preference Shares [CCPS](a) Reconciliation of the CCPS outstanding at the beginning and at the end of the reporting year :

Particulars As at March 31, 2021


No. of Shares No. of SharesCCPS at the beginning of the year 4,00,00,00,000 4,00,00,00,000Add: Issued during the year - -CCPS at the end of the year 4,00,00,00,000 4,00,00,00,000

(b) The details of CCPS holders holding more than 5% shares and details of shares held by holding Company or holding Company of holding Company or by subsidiaries / associates of holding Company :Name of holders of CCPS As at March 31, 2021 As at March 31, 2020

No. of Shares % held No. of Shares % heldReliance Strategic Business Ventures Limited

4,00,00,00,000 100% 4,00,00,00,000 100%




(c) Every 254 CCPS shall be converted into 1 (One) Equity Shares of Rs. 10 each on the expiry of 20 years from date of allotment i.e. March 22, 2019 of CCPS.

(d) Rights and Restrictions to CCPS (i) CCPS of the Company have priority over the Equity Shares of the Company for receiving dividend, if any. (ii) In the event of liquidation or winding-up of the Company, the CCPS shall immediately convert into Equity

Shares in the manner set out above, which Equity Shares shall rank pari passu with the other Equity Shares issued by the Company at such point in time.

(iii) The preference shareholders will not have voting rights even if the dividend is not paid for a consecutive period of two years.

11.2 Debenture Redemption Reserve: Debenture Redemption Reserve (DRR) is not required to be created in view of the loss incurred by the

Company during the current year. Also as per MCA Notification GSR574(E) dated August 16, 2019, Debenture Redemption Reserve (DRR) is not required to be created since the Company is a debt listed entity.

NOTE 12. BORROWINGS (Rs. in Crore)DEBENTURES As at March 31, 2021 As at March 31, 2020

Non Current Current Non Current Current

(A) Secured - UnlistedNon-Convertible Debentures- Fair value through Profit and Loss (FVTPL)

7,143.91 280.51 7,550.64 261.69

(B) Secured - ListedNon-Convertible Debentures- Amortised Cost 6,452.00 - 6,452.00 -TOTAL 13,595.91 280.51 14,002.64 261.69

12.1 The Listed and Unlisted, Secured, Redeemable Non - Convertible Debentures referred to above are secured by way of exclusive charge (and as the case may be, subject to an escrow mechanism) as set out below, created by the Company in favour of the Debenture Trustee (for benefit of the Debenture holders):

(a) Assignment (by way of assignment / security documents to the satisfaction of the Transaction Debt Holders) of the Pipeline Usage Agreement (PUA) and Operation & Maintenance Contract;

(b) First ranking charge by listed debentures and second ranking charge by unlisted debentures on all assets of the Company, including all rights, tittle, interest, and benefit of the Company in respect of and over the ‘East West Pipeline’, the escrow account of the Company and all receivables of the Company (including under the PUA);

(c) First ranking mortgage by listed debentures and second ranking mortgage on land/leasehold rights thereto (as the case may be) of the Company on which the pipeline assets are laid. The security perfection for mortgage creation is in process.

12.2 Rate of Interest and Maturity profile of Non-Convertible Debentures are set out below : Unlisted Rate of Interest Base rate floor of 9.54% and Cap of 10.54% (Interest for year ended March 31, 2021 - 9.735%)

Maturity Profile - latest redemption year (Refer Note 32) FY 2038-39ListedRate of Interest 8.9508% payable quarterlyMaturity Profile March 22, 2024

On April 23, 2019, the Company redeemed 6,45,20,000 Secured, Unlisted, Redeemable Non-Convertible Debentures (‘Unlisted NCDs’) of Rs. 1,000 each aggregating to Rs. 645,200 Lakhs out of total 1,295,00,000 Unlisted NCDs of Rs. 1,000 each aggregating to Rs. 1,29,50,000 Lakhs issued on March 22, 2019. Further, the face value of remaining Unlisted NCDs i.e. 6,49,80,000 was reduced from Rs. 1000 each to Rs. 922.42 as on March 31, 2021 (Rs. 954.55 each as on March 31, 2020) and to Rs. 922.42 each as on date, in lieu of principal repayment.




NOTE 13. LEASE LIABILITIES (Rs. in Crore)As at

March 31, 2021As at

March 31, 2020Lease Liabilities 24.54 -TOTAL 24.54 -

At the date of commencement of the lease, the Company has recognized a right-of use asset (“ROU”) and a corresponding lease liability for all lease arrangementsThe following are the changes in the carrying value of right of use assets: (Rs. in Crore)

For the year ended

March 31, 2021

For the year ended

March 31, 2020Balance as at the beginning of the year - -Additions 30.05 -Deletions - -Depreciation (2.50) -Balance as at the end of the year 27.55 -

The following is the movement in lease liabilities: (Rs. in Crore)

For the year ended

March 31, 2021

For the year ended

March 31, 2020Balance as at the beginning of the year - -Additions 28.93 -Finance cost accrued during the year 1.70 -Deletions - -Payment of lease liabilities (1.80) -Balance as at the end of the year 28.83 -

The following is the break-up of lease liabilities based on their maturities: (Rs. in Crore)



Non-Current Lease Liabilities 24.54 -Current Lease Liabilities 4.29 -TOTAL 28.83 -

Contractual maturities of lease liabilities on an undiscounted basis is as below: (Rs. in Crore)



Less than one year 4.29 -One to five years 24.41 -More than five years 12.76 -TOTAL 41.46 -




NOTE 14. OTHER NON CURRENT FINANCIAL LIABILITIES (Rs. in Crore)As at

March 31, 2021As at

March 31, 2020Liability Component of Compound Financial Instrument0% Redeemable Preference Shares 5.82 5.30TOTAL 5.82 5.30

14.1 0% Cumulative Redeemable Preference Shares of Rs. 10 each (RPS):(a) Reconciliation of the number of RPS outstanding at the beginning and at the end of the reporting year:



No. of Shares No. of SharesRPS at the beginning of the year 5,00,00,000 5,00,00,000Add: Issued during the year - -RPS at the end of the year 5,00,00,000 5,00,00,000

(b) The details of Shareholders holding more than 5% shares and details of shares held by holding Company or holding Company of holding Company or by subsidiaries/associates of holding Company :

Name of holders of RPS As at March 31, 2021 As at March 31, 2020No. of Shares % held No. of Shares % held

Reliance Strategic Business Ventures Limited 5,00,00,000 100% 5,00,00,000 100%5,00,00,000 100% 5,00,00,000 100%

(c) RPS have term of 30 years from date of allotment and shall be redeemed at par. Further 10% of such RPS shall be redeemed per year from 21st year onwards on a proportionate basis.

(d) Rights and Restrictions to RPS: RPS of the Company have priority over the Equity Shares of the Company in proportion to their holding. i) For receiving dividend, if any. ii) For repayment of capital in the event of liquidation of the Company The RPS will have the right to surplus assets either on winding up or liquidation or otherwise. Any

payment to the RPS Holder shall be made subject to the payments to be made to the Parties pursuant to the NCD Terms or the Specified Actions.

The RPS shareholders will not have voting rights even if dividend has not been paid by the Company for 2 (two) periods.

NOTE 15. DEFERRED TAX LIABILITIES (NET) (Rs. in Crore)As at

March 31, 2021As at

March 31, 2020The movement on the deferred tax account is as follows:At the beginning of the year - -Charge / (credit) to Statement of Profit and Loss - -At the end of the year - -




(Rs. in Crore)Component wise movement of Deferred tax liabilities / (asset)


Recognised in the Statement of

Profit and Loss during the year


Property, Plant and Equipment 700.89 221.62 922.51Intangible Assets 138.03 36.52 174.55Goodwill 31.05 39.92 70.97Investment 0.60 0.03 0.63Trade Receivables (3.79) - (3.79)Provision for Gratuity (0.05) (0.10) (0.15)Provision for compensated absences (0.16) (0.01) (0.17)Unabsorbed depreciation(recognised to the extent of deferred tax liability)

(866.57) (297.98) (1,164.55)

- - -

(Rs. in Crore)Component wise movement of Deferred tax liabilities / (asset)


Recognised in the Statement of

Profit and Loss during the year


Property, Plant and Equipment 584.81 116.08 700.89Intangible Assets 116.00 22.03 138.03Goodwill - 31.05 31.05Investment - 0.60 0.60Trade Receivables - (3.79) (3.79)Provision for Gratuity - (0.05) (0.05)Provision for compensated absences - (0.16) (0.16)Unabsorbed depreciation(recognised to the extent of deferred tax liability)

(700.82) (165.75) (866.57)

TOTAL - - -

The Company has recognized deferred tax assets on unabsorbed depreciation to the extent there is corresponding deferred tax liability on the difference between the book balances and the written down value of property, plant and equipment, intangible assets and Investments under the Income Tax Act, 1961.Deferred Tax on unrecognised deductible temporary differences, unused tax losses, unabsorbed depreciation and Goodwill (Rs. in Crore)Particulars As at

March 31, 2021As at

March 31, 2020Deductible temporary differences, unused tax losses and unused tax credits for which no deferred tax assets have been recognised are attributable to the following:Unabsorbed depreciation 534.02 294.55WDV of Goodwill not recognised for the purpose of Deferred Tax working as per amendment in Income Tax Act, 1961 (the Act) w.e.f April 1, 2020 (Refer Note 15.1)

18.15 -

552.17 294.55




15.1 In accordance with the Section 50(2) & Section 55(2) of the Act , the Company will be entitled to claim WDV of goodwill not allowed as depreciation w.e.f April 1, 2020 as cost of acquisition in accordance with Section 49 of the Act on sale or transfer of the transportation business, accordingly disclosed under unrecognized deferred tax assets and amount is determined based on long term capital gain tax rate.

NOTE 16. OTHER NON CURRENT LIABILITIES (Rs. in Crore)As at

March 31, 2021As at

March 31, 2020OthersIncome Received In Advance (Refer 16.1) 1,078.34 676.24Other Payables (Refer 16.2) 0.09 -TOTAL 1,078.43 676.24

16.1 Includes net contracted capacity payments of Rs. 1,073.77 Crore (Previous year Rs. 664.91 Crore) for which Company is obliged to transfer gas in future.

16.2 Includes Imbalance and Overrun Charges (As per sub-regulation (10) of regulation (13) of notification no. G.S.R. 541E dated 17th Aug, 2008 issued and amended from time to time by Petrol and Natural Gas Regulatory Board (“PNGRB”), the Company has maintained an escrow account for charges collected on account of imbalance and overruns from the customers. The same will be utilised as per the directions issued by PNGRB.)

NOTE 17. TRADE PAYABLES (Rs. in Crore)As at

March 31, 2021As at

March 31, 2020Micro and Small Enterprises (Refer Note 17.1) 1.98 0.55Others 541.74 492.00TOTAL 543.72 492.55

17.1 Dues to micro, small & medium enterprises as defined under the MSMED Act, 2006 The Company does not have any over dues outstanding to the micro , small & medium enterprises as defined

in Micro, Small and Medium Enterprises Development Act, 2006. The identification of micro and small enterprises is based on information available with the management.

(Rs. in Crore)Particulars As at

March 31, 2021As at

March 31, 2020a) Principal amount overdue to micro and small enterprises - -b) Interest due on above - -c) The amount of interest paid by the buyer in terms of section 16 of the

MSMED Act 2006 along with the amounts of the payment made to the supplier beyond the appointed day during each accounting year.

- -

d) The amount of interest due and payable for the year of delay in making payment (which have been paid but beyond the appointed day during the year) but without adding the interest specified under the MSMED Act 2006.

- -

e) The amount of interest accrued and remaining unpaid at the end of each accounting year.

- -

f) The amount of further interest remaining due and payable even in the succeeding years, until such date when the interest dues as above are actually paid to the small enterprise for the purpose of disallowance as a deductible expenditure under section 23 of the MSMED Act 2006.

- -




NOTE 18. OTHER CURRENT FINANCIAL LIABILITIES (Rs. in Crore)As at

March 31, 2021As at

March 31, 2020Current maturities of secured long term debt (Refer Note 12.1) 280.51 261.69TOTAL 280.51 261.69

NOTE 19. OTHER CURRENT LIABILITIES (Rs. in Crore)As at

March 31, 2021As at

March 31, 2020Income Received In Advance (Refer Note 19.1) 479.22 26.59Statutory Dues 3.78 4.64Other payables (Refer Note 19.2) 2.98 2.77TOTAL 485.98 34.00

19.1 Includes net contracted capacity payments of Rs. 464.17 Crore (Previous year NIL) for which Company is obliged to transfer gas in future.

19.2 Includes Security deposits received from customers.

NOTE 20. SHORT TERM PROVISIONS (Rs. in Crore)As at

March 31, 2021As at

March 31, 2020Provision for gratuity (Refer Note 23) 0.59 0.21Provision for compensated absences (Refer Note 23) 0.66 0.63TOTAL 1.25 0.84

NOTE 21. REVENUE FROM OPERATIONS (Rs. in Crore)For the

year ended March 31, 2021

For the year ended

March 31, 2020Income from ServicesIncome from Transportation of Gas 1,681.72 2,299.26Other Operating IncomeDeferred Delivery and Parking Services 96.15 70.26Others 13.86 37.62TOTAL 1,791.73 2,407.14

21.1 The Company derives revenues primarily from operation of PIL Pipeline comprising of Income from transportation of gas and Other Operating Income i.e. Deferred Delivery Services, Parking Services and others.




NOTE 22. OTHER INCOME (Rs. in Crore)For the


For the year ended

March 31, 2020Interest IncomeFrom Fixed Deposits 0.96 4.19From Income Tax Refund 4.69 -From Others 0.04 0.68Gain (net) on Financial AssetsRealised Gain on Mutual fund 16.18 19.03Unrealised Gain on Mutual Fund (FVTPL) 0.14 2.36Other Non-Operating Income 7.56 6.69TOTAL 29.58 32.95

NOTE 23. EMPLOYEE BENEFITS EXPENSE (Rs. in Crore)For the


For the year ended

March 31, 2020Salaries, Wages and Bonus 25.30 15.95Contribution to Provident Fund and other Funds 1.14 2.14Staff welfare expenses 1.69 2.04TOTAL 28.13 20.13

23.1 Disclosure as per Indian Accounting Standard 19 “Employee Benefits” are given below : Defined Contribution Plan Provident fund contributions amounting to Rs. 0.72 Crore (Previous year Rs. 0.45 Crore) have been charged

to the Statement of Profit and Loss, under Contribution to Provident Fund, Gratuity and other funds. Defined Benefit Plan The Company operated post retirement benefit plan. The present value of obligation is determined based

on actuarial valuation using the Projected Unit Credit Method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

Gratuity The Company makes annual contributions under the Employees Gratuity scheme to a fund administered

by Trustees covering all eligible employees. The plan provides for lump sum payments to employees whose right to receive gratuity had vested at the time of resignation, retirement, death while in employment or on termination of employment of an amount equivalent to 15 days salary for each completed year of service or part thereof in excess of six months. Vesting occurs upon completion of five years of service except in case of death.

As per the agreement between the Companies, East West Pipeline Limited is the custodian of the asset value Rs. 1.36 Crore (shown below) and are maintaining the asset on behalf of the Company. They shall transfer these asset value to the Company’s gratuity Trust as and when required.

The details in respect of the status of funding and the amounts recognised in the Company’s financial statements for the year ended March 31, 2021, for these defined benefit schemes are as under:




i) Reconciliation of opening and closing balances of Defined Benefit Obligation (Rs. in Crore)Particulars For the


For the year ended

March 31, 2020a. Defined Benefit Obligation at beginning of the year 1.57 2.24b. Current Service Cost 0.27 0.15c. Interest Cost 0.11 0.12d. Liability Transferred In / (Transferred Out) 0.09 (0.65)e. Actuarial gain (0.09) (0.29)f. Benefits paid (0.01) -g. Defined Benefit Obligation at end of the year 1.94 1.57

ii) Reconciliation of opening and closing balances of fair value of Plan Assets (Rs. in Crore)Particulars For the


For the year ended

March 31, 2020a. Fair value of Plan Assets at beginning of the year 1.36 3.51b. Expected Return on Plan Assets 0.19 0.11c. Actuarial Gain / (Loss) (0.19) (0.11)d. Assets Transferred In/ (Transferred Out) - (2.15)e. Employer Contributions - -f. Benefits paid - -g. Fair value of Plan Assets at the end of the year 1.36 1.36h. Actual Return on Plan assets - -

iii) Reconciliation of fair value of assets and obligations (Rs. in Crore)Particulars For the


For the year ended

March 31, 2020a. Fair value of Plan Assets at end of the year 1.36 1.36b. Present value of Obligation as at end of the year 1.94 1.57c. Amount recognised in the Balance Sheet [Surplus / (Deficit)] (0.58) (0.21)

iv) Expenses recognised during the year (Rs. in Crore)Particulars For the


For the year ended

March 31, 2020a. Current Service Cost 0.27 0.15b. Interest Cost 0.11 0.12c. Expected Return on Plan Assets (0.19) (0.11)d. Actuarial (Gain)/Loss recognised in Other Comprehensive

Income0.10 (0.18)

e. Expenses recognised during the year 0.29 (0.02)

v) Investment Details Particulars of Investments - Gratuity (%) The Gratuity Trust has taken Gratuity Policies from Life Insurance Corporation of India.




vi) Actuarial Assumptions Mortality Table (IALM)

Particulars Gratuity GratuityFor the


For the year ended

March 31, 20202006-08

(Ultimate)2006-08

(Ultimate)Discount Rate 6.90% 6.84%Salary escalation 5.00% 6.00%Employee turnover 3.00% 2.00%

The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The expected rate of return on plan assets is determined considering RBI Bond Interest rate or historical return on plan assets.

The Expected Rate of Return on Plan Assets is determined considering several applicable factors, mainly the composition of Plan Assets held, assessed risks, historical results of return on Plan Assets and the Company’s policy for Plan Assets Management.

vii) Maturity Profile of Defined Benefit Obligation

Particulars For the year ended

March 31, 2021

For the year ended

March 31, 2020Weighted average duration (based on discounted cashflows) 16 years 16 yearsExpected cash flows over the next (valued on undiscounted basis):1 year 0.09 0.082 to 5 years 0.41 0.226 to 10 years 0.79 0.59More than 10 years 4.92 5.05

viii) Sensitivity Analysis Significant Actuarial Assumptions for the determination of the defined benefit obligation are discount rate,

expected salary increase and employee turnover. The sensitivity analysis below, have been determined based on reasonably possible changes of the assumptions occurring at end of the reporting period, while holding all other assumptions constant. The result of Sensitivity analysis is given below:

For the year ended March 31, 2021 For the year ended March 31, 2020Decrease Increase Decrease Increase

Change in discounting rate (delta effect of -/+ 0.5%)

0.13 (0.12) 0.13 (0.11)

Change in rate of salary increase (delta effect of -/+ 0.5%)

(0.12) 0.14 (0.11) 0.13

Change in rate of Attrition rate (delta effect of -/+ 25%)

(0.04) 0.03 (0.01) 0.01

Change in rate of Attrition rate (delta effect of -/+ 25%)

(0.00) 0.00 (0.00) 0.00




The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation liability recognized in the balance sheet.

These plans typically expose the Company to actuarial risks such as: interest rate risk, liquidity risk, salary escalation risk, demographic risk, regulatory risk, asset liability mismatching or market risk and investment risk.

Interest Rate risk: The plan exposes the Company to the risk of fall in interest rates. A fall in interest rates will result in an increase in the ultimate cost of providing the above benefit and will thus result in an increase in the value of the liability (as shown in financial statements).

Liquidity Risk: This is the risk that the Company is not able to meet the short-term gratuity pay-outs. This may arise due to non availability of enough cash/cash equivalent to meet the liabilities or holding of illiquid assets not being sold in time.

Salary Escalation Risk: The present value of the defined benefit plan is calculated with the assumption of salary increase rate of plan participants in future. Deviation in the rate of increase of salary in future for plan participants from the rate of increase in salary used to determine the present value of obligation will have a bearing on the plan’s liability.

Demographic Risk: The Company has used certain mortality and attrition assumptions in valuation of the liability. The Company is exposed to the risk of actual experience turning out to be worse compared to the assumption.

Regulatory Risk: Gratuity benefit is paid in accordance with the requirements of the Payment of Gratuity Act, 1972 (as amended from time to time). There is a risk of change in regulations requiring higher gratuity pay-outs (e.g. Increase in the maximum limit on gratuity of Rs. 20,00,000).

Asset Liability Mismatching or Market Risk: The duration of the liability is longer compared to duration of assets, exposing the Company to market risk for volatilities/fall in interest rate.

Investment Risk: The probability or likelihood of occurrence of losses relative to the expected return on any particular investment.

Leave encashment plan and compensated absences: The Company provides for leave encashment / compensated absences based on an independent actuarial

valuation at the balance sheet date, which includes assumptions about demographics, early retirement, salary increases, interest rates and leave utilisation. The actuarial assumptions on compensated absences considered are same as the table (vi) above.

NOTE 24. FINANCE COSTS (Rs. in Crore)For the


For the year ended

March 31, 2020Interest Expenses 1,294.51 1,209.16Other Borrowing Costs 0.04 0.01TOTAL 1,294.55 1,209.17




NOTE 25. OTHER EXPENSES (Rs. in Crore)For the


For the year ended

March 31, 2020OPERATION AND MAINTAINANCE EXPENSES

Stores and Spare 26.24 13.78Electricity, Power and Fuel 41.30 75.81Repairs - Machinery 41.23 36.70Other Operational Expenses (Refer Note 25.1) 55.64 48.21

ADMINISTRATION EXPENSESInsurance 29.04 18.89Rent 0.78 0.60Repairs - Others 1.45 0.88Rates and Taxes 1.21 0.80Contracted and others services 12.87 12.93Travelling and Conveyance 4.90 5.07Payment to Auditors (Refer Note 25.2) 0.97 0.90Professional Fees 5.81 5.32Letter of credit and bank charges 1.47 4.72Provision for doubtful debts - 15.07Loss on sale of Fixed Assets 1.37 0.21General Expenses 17.86 15.57

TOTAL 242.14 255.46

25.1 Includes maintenance charges of Rs. 45.95 Crore (Previous year Rs. 39.34 Crore)

25.2 PAYMENT TO AUDITORS AS : (Rs. in Crore)For the


For the year ended

March 31, 2020(a) Auditor Statutory Audit Fees 0.80 0.80 Tax Audit Fees 0.10 0.10(b) Certification Fees (Previous Year - Rs. 3217) 0.05 0.00(c) Expenses reimbursed 0.02 -TOTAL 0.97 0.90




NOTE 26. EARNINGS PER SHARE (EPS)For the


For the year ended

March 31, 2020i) Net Loss as per Statement of Profit and Loss attributable to Equity

Shareholders (Rs. in Crore)(1,190.74) (2,561.37)

ii) Weighted Average number of Equity Shares 5,00,00,000 5,00,00,000iii) Weighted Average number of Potential Equity Shares (Refer Note 11.1) 1,57,48,031 1,57,48,031iv) Total Weighted Average number of Equity Shares used as denominator

for calculating Basic / Diluted EPS6,57,48,031 6,57,48,031

v) Earnings per share of face value of Rs. 10 each- For Basic (Rs.) (181.11) (389.57)- For Diluted (Rs.) (181.11) (389.57)

NOTE 27. RELATED PARTY DISCLOSURESAs per Ind AS 24, the disclosures of transactions with the related parties are given below:List of related parties where control exists and related parties with whom transactions have taken place and relationships:i) Name of Related Party Entities which exercise control on the Company Brookfield Asset Management Inc. India Infrastructure Trust

Members of same group Pipeline Management Services Private Limited Peak Infrastructure Management Services Private Limited

Key Managerial Personnel Akhil Mehrotra Kunjal Thackar Puja Tandon (Resigned w.e.f. November 30, 2020) Neha Jalan (Appointed w.e.f. December 10, 2020)

Independent Directors Mr. Arun Balakrishnan Mr. Chaitanya Pande Mr. Premesh Kumar Jain (Ceased to be a Director w.e.f. April 20, 2021, due to sudden demise)

ii) Transactions during the year with related parties : (Rs. in Crore)Sr No

Particulars Relationship For the year ended

March 31, 2021

For the year ended

March 31, 20201 Redemption of Non-Convertible

DebenturesIndia Infrastructure Trust Entity which exercise

control on the Company

208.77 6,747.32




Sr No

Particulars Relationship For the year ended

March 31, 2021

For the year ended

March 31, 20202 Interest Expenses

India Infrastructure Trust Entity which exercise control on the

Company

715.97 664.73

3 Expenditure Component SweepIndia Infrastructure Trust Entity which exercise


255.44 201.48

4 Pipeline Maintenance ExpensesPipeline Management Services Private Limited

Members of same group

45.95 39.34

5 Income from Support ServicesPipeline Management Services Private Limited


1.55 -

6 Reimbursement of ExpensesPipeline Management Services Private Limited


0.08 -

7 Secretarial and legal services ExpensesPeak Infrastructure Management Services Private Limited


0.04 0.13

8 Reimbursement of ExpensesPeak Infrastructure Management Services Private Limited


0.01 0.20

9 Managerial RemunerationAkhil Mehrotra Key Managerial

Personnel2.91 1.56

Kunjal Thackar Key Managerial Personnel

1.38 1.02

Puja Tandon (Resigned w.e.f. November 30, 2020)


0.69 0.38

Neha Jalan (Appointed w.e.f. December 10, 2020)


0.13 -

10 Sitting FeesMr. Arun Balakrishnan Independent

Director0.05 0.03

Mr. Chaitanya Pande Independent Director

0.04 0.03

Mr. Premesh Kumar Jain (Ceased to be a Director w.e.f. April 20, 2021, due to sudden demise)


0.03 0.03




iii) Balances as at end of the year (Rs. in Crore)Particulars Relationship As at

March 31, 2021As at

March 31, 2020Other Current AssetsPipeline Management Services Private Limited


1.21 5.13

Non-Convertible Debentures at Fair value through Profit and Loss (FVTPL)*India Infrastructure Trust Entity which exercise


7,424.42 7,812.33

*Rs. 463.53 Crore (Previous year Rs. 208.09 Crore) being amount paid to India Infrastructure Trust is netted off against Non-Convertible Debentures at FVTPL.

NOTE 28. TAXATIONCurrent taxIn view of the loss for the current year, no provision for current tax has been considered.In the Financial Year 2019-20, the Company elected to exercise the option permitted under section 115BAA of the Income Tax Act, 1961, as introduced by Taxation Law Amendment Act 2019. Accordingly, the income tax workings is on the basis of the new tax rate of 25.17%, as applicable from financial year 2019-20 for the entities in India including re-measurement of deferred tax asset.

NOTE 29. CONTINGENT LIABILITITIES AND COMMITMENTS (Rs. in Crore)(to the extent not provided for)



Contingent Liabilities - -CommitmentsEstimated amount of contracts remaining to be executed on capital account (net of advances) and not provided for

29.01 8.91

NOTE 30. SEGMENT REPORTINGThe Company’s activities comprise of transportation of natural gas in certain states in India. Based on the guiding principles given in Ind AS 108 on “Segment Reporting”, this activity falls within a single business and geographical segment and accordingly the disclosures of Ind AS 108 have not been separately given.Revenues from two customer represents more than 10% of the Company’s revenue for the year (Rs. in Crore)Particulars As at

March 31, 2021As at

March 31, 2020Customer A 1,323.15 1,670.54Customer B 194.17 417.84

NOTE 31. CAPITAL MANAGEMENTThe Company adheres to a robust Capital Management framework which is underpinned by the following guiding principles;a) Maintain financial strength to ensure AAA ratingsb) Ensure financial flexibility and diversify sources of financing and their maturities to minimize liquidity risk

while meeting investment requirements.c) Leverage optimally in order to maximize shareholder returns while maintaining strength and flexibility of the

Balance sheet.




This framework is adjusted based on underlying macro-economic factors affecting business environment, financial market conditions and interest rates environment.

The gearing ratio at end of the reporting year was as follows: (Rs. in Crore)Particulars As at

March 31, 2021As at

March 31, 2020Gross Debt 13,876.42 14,264.33Cash and Marketable Securities 532.59 316.41Net Debt (A) 13,343.83 13,947.92Total Equity (As per Balance Sheet) (B) (97.18) 1,093.57Net Gearing (A/B) (137.32) 12.75

The Company is regular in complying with debt covenants.NOTE 32. FINANCIAL INSTRUMENTS - FAIR VALUE DISCLOSUREValuationAll financial instruments are initially recognized and subsequently re-measured at fair value as described below:a) The fair value of investment in Mutual Funds is measured at NAV.b) The fair value of the Non-convertible debentures is determined using the discounted cash flow method. The

significant observable inputs are the probable weighted assessment of range of possible business outcome.c) All foreign currency denominated assets and liabilities are translated using exchange rate at reporting date. Fair value measurement hierarchy: (Rs. in Crore)

Particulars As at March 31, 2021 As at March 31, 2020Carrying Amount

Level of input used in Carrying Amount

Level of input used inLevel 1 Level 2 Level 3 Level 1 Level 2 Level 3

Financial AssetsAt Amortised Cost*Other Non-Current Financial Assets

7.51 6.45

Trade Receivables 121.66 111.95Cash and Cash Equivalents

91.13 13.89

Other Bank Balances 52.27 3.34Other Financial Assets 2.61 67.68At FVTPLInvestments 441.46 441.46 302.53 302.53Financial LiabilitiesAt Amortised CostBorrowings 6,452.00 6,963.64 6,452.00 6,414.58Lease Liabilities 28.83Other Non Current Financial Liabilities*

5.82 5.30

Trade Payables* 543.73 492.55Other Financial Liabilities#

280.51 280.51 261.69 261.69

At FVTPLBorrowings# 7,143.91 7,143.91 7,550.64 7,550.64

* carrying amount approximates fair value as per management.




The financial instruments are categorized into three levels based on the inputs used to arrive at fair value measurements as described below:Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities; andLevel 2: Inputs other than the quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.Level 3: Inputs based on unobservable market data# Fair value measurements using unobservable market data (level 3)The following table presents the changes in level 3 items for the year ended March 31, 2021

Particulars (Rs. in Crore)Carrying value of debentures as on March 31, 2019 12,950.00Add: Debentures issued -Less: Redemption / Principal repayment of debentures 6,747.32Carrying value of debentures as on March 31, 2020 6,202.68Less: Principal repayment of debentures 208.77Carrying value of debentures as on March 31, 2021 5,993.91Less: Expenditure Component Sweep paidFY 2018-19 6.61FY 2019-20 201.48FY 2020-21 255.44 463.53Add: Loss on fair valuation of debentures FY 19-20 1,817.74Add: Loss on fair valuation of debentures FY 20-21 76.30Fair value of debentures as on March 31, 2021 7,424.42

The Non-convertible debentures (InvIT NCD) issued by the Company to India Infrastructure Trust (InvIT) are classified as Financial Liability according to the Ind AS 32 and 109, and shown as Borrowings and the said instrument is measured at Fair Value through Profit & Loss (FVTPL).

The discounted cash flow method has been applied for deriving the fair valuation of the InvIT NCD based on the present value of all future cash flows.The significant assumptions considered in the valuation are:1. Discount rate considered for valuation: The discount rate for every year is computed as Benchmark Rate+100

bps, with benchmark rate being Zero Coupon Yield as on the Valuation Date for maturity corresponding to the cash flows adjusted for FIMMDA spread for AAA security and 1% for additional risk. If the discount rate for each year increases by 0.5% then Fair value of the investment will reduce by Rs. 181.26 Crore, if the discount rate reduces by 0.5% then Fair value of the investment will increase by Rs. 189.75 Crore.

2. The rate at which the Company will be able to re-finance the external debt: The interest rate at which the Company will be able to refinance new NCDs is considered based on expected future interest rate for a period of 15 years for a AAA rated bond using FIMMDA Corporate Spread adjusted by 1% for additional risk. If this rate increases by 0.5% then Fair value of the debentures will decrease by Rs. 149.34 Crore and if this rate reduced by 0.5% then Fair value of the debentures will increase by Rs. 147.53 Crore.

The interest rates are blocked for a period of first 5 years at 9.7% i.e. upto March 22, 2024 and hence instrument is not exposed to interest rate risk in next year.



NOTE 33. FINANCIAL INSTRUMENTS - RISK MANAGEMENTForeign Currency RiskThe following table shows foreign currency exposures in CAD, USD, EUR and GBP on financial instruments at the end of the reporting year. The exposure to foreign currency for all other currencies are not material.Foreign Currency Exposure (Rs. in Crore)Particulars As at March 31, 2021 As at March 31, 2020

SGD USD EUR GBP CAD USD EUR GBP*Trade and Other Payables 0.08 4.56 11.31 - 0.69 2.40 4.07 0.00Net Exposure 0.08 4.56 11.31 - 0.69 2.40 4.07 0.00

* GBP less than 50,000Sensitivity analysis of 1% change in exchange rate at the end of reporting year net of hedgesForeign Currency Sensitivity (Rs. in Crore)

Particulars As at March 31, 2021 As at March 31, 2020SGD USD EUR GBP CAD USD EUR GBP

1% Depreciation in INRImpact on EquityImpact on P&L (0.00) (0.05) (0.11) - (0.01) (0.02) (0.04) (0.00)Total (0.00) (0.05) (0.11) - (0.01) (0.02) (0.04) (0.00)1% Appreciation in INRImpact on EquityImpact on P&L 0.00 0.05 0.11 - 0.01 0.02 0.04 0.00Total 0.00 0.05 0.11 - 0.01 0.02 0.04 0.00

Interest Rate RiskInterest rate risk sensitivity - Listed NCDsSince Interest rate is fixed for a block of 5 years i.e. upto March 2024, interest rate sensitivity is not applicable.Sensitivity for InstrumentThe significant unobservable input considered in valuation of listed NCDs is the terms at which the external debt will be re-financed by the Company. The Company has assumed that it will be able to refinance the external debt at interest rate of 8.21% p.a. with equal instalment payable on a quarterly basis. If the interest rate increases by 0.5 % the fair value of the unlisted NCDs will decrease by Rs. 149.34 Crore and if the interest rate reduces by 0.5%, the fair value of the unlisted NCDs will increase by Rs. 147.53 CroreCredit RiskCredit risk is the risk that a customer or counterparty to a financial instrument fails to perform or pay the amounts due causing financial loss to the Company. Credit risk arises from Company’s activities in investments and outstanding receivables from customers.The Company has a prudent and conservative process for managing its credit risk arising in the course of its business activities.Liquidity RiskLiquidity risk arises from the Company’s inability to meet its cash flow commitments on time. Company’s objective is to, at all times, maintain optimum levels of liquidity to meet its cash and collateral requirements. The Company closely monitors its liquidity position and deploys a disciplined cash management system. Company’s liquidity is managed centrally with operating units forecasting their cash and liquidity requirements.The Company’s liquidity is managed centrally with operating units forecasting their cash and liquidity requirements. Treasury pools the cash surplus from across the different operating units and then arranges to either fund the net deficit or invest the net surplus in the market.



(Rs. in Crore)Particulars Maturity Profile of Borrowings at FVTPL as on March 31, 2021

Below 3 Months

3-6 Months

6-12 Months

1-3 Years

3-5 Years

Above 5 Years

Total

Non Derivative LiabilitiesLong Term Loans 229.11 229.11 458.22 1,832.87 1,418.43 9,658.79 13,826.53Total Borrowings 229.11 229.11 458.22 1,832.87 1,418.43 9,658.79 13,826.53

(Rs. in Crore)Particulars Maturity Profile of Borrowings at Amortised cost as on March 31, 2021

Below 3 Months

3-6 Months

6-12 Months

1-3 Years

3-5 Years

Above 5 Years

Total

Non Derivative LiabilitiesLong Term Loans 143.98 145.56 287.96 7,592.42 - - 8,169.92Total Borrowings 143.98 145.56 287.96 7,592.42 - - 8,169.92

(Rs. in Crore)Maturity Profile of Borrowings at FVTPL as on March 31, 2020

Particulars Below 3 Months

3-6 Months

6-12 Months

1-3 Years

3-5 Years

Above 5 Years

Total

Non Derivative LiabilitiesLong Term Loans 229.41 229.41 458.81 1,832.87 1,652.49 10,204.66 14,607.65Total Borrowings 229.41 229.41 458.81 1,832.87 1,652.49 10,204.66 14,607.65

(Rs. in Crore)Particulars Maturity Profile of Borrowings at Amortised cost as on March 31, 2020

Below 3 Months

3-6 Months

6-12 Months

1-3 Years

3-5 Years

Above 5 Years

Total

Non Derivative LiabilitiesLong Term Loans 143.59 145.17 287.56 1,155.01 7,013.68 - 8,745.01Total Borrowings 143.59 145.17 287.56 1,155.01 7,013.68 - 8,745.01

Credit ratings of “CRISIL AAA/Stable” from CRISIL Limited and “CARE AAA/Stable” from CARE Ratings Limited, obtained by the Company for its listed Non-Convertible Debentures issued on April 23, 2019, have been re-affirmed during financial year 2021-22. As on date, there is no revision in the credit ratings.

NOTE 34. SUBSEQUENT EVENTSOn a review of the Business operations of the Company, review of minutes of meetings, review of the Trial Balances of the periods subsequent to March 31, 2021, there are no subsequent events that have taken place requiring reporting in the financials of financial year 2020-21.

NOTE 35.The previous period/ year figures have been regrouped wherever necessary to make them comparable with those of current period/ year.

NOTE 36. APPROVAL OF FINANCIAL STATEMENTSThe financial statements were approved for issue by the Board of Directors on May 25, 2021.









PIPELINE INFRASTRUCTURE LIMITEDSeawoods Grand Central, Tower-1, 3rd Level, C Wing - 301 to 304, Sector 40, Seawoods Railway Station,

Navi Mumbai, Thane, Maharashtra - 400 706, India; Tel No.: +91 22 3501 8000; Email: [email protected]; Website: www.pipelineinfra.com

Documents

FINANCIAL YEAR 2020-21