C.9 Provision and contingent liabilities/
assets
• Provisions:
Provisions are recognised when the Company has a
present obligation (legal or constructive) as a result of
a past event, it is probable that an outflow of resources
embodying economic benefits will be required to settle
the obligation and a reliable estimate can be made of the
amount of the obligation.
The amount recognised as a provision is the best
estimate of the consideration required to settle the
present obligation at the end of the reporting period,
considering the risks and uncertainties surrounding the
obligation. Provisions are determined by discounting the
expected future cash flows at a pre-tax rate that reflects
current market assessments of the time value of money
and the risks specific to the liability.
• Contingent liabilities/assets:
A possible obligation that arises from past events
and 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; present obligation that arises from
past events where it is not probable that an outflow
of resources embodying economic benefits will be
required to settle the obligation; or the amount of the
obligation cannot be measured with sufficient reliability
are disclosed as contingent liability and not provided for.
Contingent assets are disclosed where an inflow of
economic benefits is probable. Contingent assets are
not recognised in the standalone financial statements.
C.10 Finance costs
Finance costs include interest expense computed by applying
the effective interest rate on respective financial instruments
measured at amortised cost. Financial instruments include
bank term loans, non-convertible debentures, commercial
papers and exchange differences arising from foreign
currency borrowings to the extent they are regarded as an
adjustment to the interest cost. Finance costs are charged to
the standalone statement of profit and loss in the period for
which they are incurred.
C.11 Impairment of non-financial assets
The Company assesses on each reporting date 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 impairment loss is recognised in the standalone statement
of profit and loss to the extent that, asset's carrying amount
exceeds its recoverable amount. The recoverable amount is
higher than an asset's fair value less the cost of disposal and
value in use. Value in use is based on the estimated future
cash flows, discounted to their present value using a pre-tax
discount rate that reflects current market assessments of
the time value of money and risk specific to the assets. If the
recoverable amount of an asset (or cash-generating unit) is
estimated to be less than its carrying amount, the carrying
amount of the asset (or cash-generating unit) is reduced to its
recoverable amount and the impairment loss is recognised in
the standalone statement of profit and loss.
When an impairment loss subsequently reverses, the carrying
amount of the asset (or a cash-generating unit) is increased
to the revised estimate of its recoverable amount such that
the increased carrying amount does not exceed the carrying
amount that would have been determined if no impairment loss
had been recognised for the asset (or cash-generating unit) in
prior years. The reversal of an impairment loss is recognised
in the standalone statement of profit and loss.
C.12 Employee benefits expense
a. Short-term employee benefits
Liabilities for employee benefits, including non-monetary
benefits that are expected to be settled wholly within
12 months after the end of the period in which the
employees render the related service, are the amounts
expected to be paid when the liabilities are settled.
Short-term employee benefits are recognised in the
standalone statement of profit and loss in the period in
which the related service is rendered.
b. Long-term employee benefits
The expected costs of other long-term employee
benefits, such as long-term service incentive plan
benefits (not being share-based payments), are accrued
over the requisite service period, which is typically the
vesting period.
• Post-employment benefits
• Defined contribution plans
A defined contribution plan is a post¬
employment benefit plan under which an
entity pays fixed contributions into a separate
entity and will have no legal or constructive
obligation to pay further amounts. Obligations
for contributions to defined contribution
plans are recognised as an employee benefit
expense in the standalone statement of
profit and loss in the periods during which
the related services are rendered by the
employees.
The Company pays Provident and other fund
contributions to publicly administered funds
as per related Government regulations. The
Company has no further obligation other than
the contributions payable to the respective
funds.
• Defined benefit plans
A defined benefit plan is a post-employment
benefit plan other than a defined contribution
plan. The Company's net obligation in
respect of defined benefit plans is calculated
separately for each plan annually by a
qualified actuary using the project unit credit
method and spread over the period during
which the benefit is expected to be derived
from employees' services.
Remeasurement gains or losses arising from
experience adjustments and changes in
actuarial assumptions are recognised directly
in other comprehensive income in the period
they occur and are subsequently transferred
to retained earnings.
• Leave encashment/compensated absences
The Company's net obligation in respect of
long-term employee benefits other than post¬
employment benefits is the entitlement to
compensated absences. The expected cost
of accumulated compensated absences is
determined by actuarial valuation using the
projected credit method for the unused entitlement
accumulated at the balance sheet date.
The benefits are discounted using the market
yields at the end of the balance sheet date that
has terms approximating the terms of the related
obligation. Re- measurements resulting from
experience adjustments and changes in actuarial
assumptions are recognised in standalone
statement of profit and loss.
C.13 Earnings per share
Basic earnings per share is calculated by dividing the net profit
after tax by the weighted average number of equity shares
outstanding during the year adjusted for bonus element in
equity share. Diluted earnings per share adjusts the figures
used in the determination of basic earnings per share to
consider the conversion of all dilutive potential equity shares.
C.14 Foreign currencies transactions
and translation
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's closing rates of
exchange at the reporting date. Exchange differences arising
on settlement or translation of monetary items are recognised
in the standalone statement of profit and loss.
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. Non-monetary items
measured at fair value in a foreign currency are translated
using the exchange rates at the date when the fair value was
measured. The gain or loss arising on translation of non¬
monetary items measured at fair value is treated in line with
the recognition of the gain or loss on the change in fair value
of the item.
In the case of an asset, expense or income where a non¬
monetary advance is paid/received, the date of transaction is
the date on which the advance was initially recognised. If there
were multiple payments or receipts in advance, multiple dates
of transactions are determined for each payment or receipt of
advance consideration.
C.15 Operating segments
Operating segments are reported in a manner consistent with
the internal reporting provided to the Chief Operating Decision
Maker (CODM) of the Company. The CODM is responsible for
allocating resources and assessing the performance of the
operating segments of the Company.
Segment revenue, segment expenses, segment assets and
segment liabilities have been identified to segments on the
basis of their relationship to the operating activities of the
segment. Revenue, expenses, assets and liabilities which are
related to the Company as a whole and are not allocable to
segments on a reasonable basis have been included under
unallocable revenue/expenses/assets or liabilities.
C. 16 Contract liabilities
A contract liability is the obligation to transfer goods or
services to a customer for which the Company has received
consideration (or an amount of consideration is due) from
the customer. If a customer pays consideration before the
Company transfers goods or services to the customer, a
contract liability is recognised when the payment is made, or
the payment is due (whichever is earlier). Contract liabilities
are recognised as revenue when the Company performs
under the contract.
D. Critical accounting judgements
and key sources of estimations
uncertainty
The preparation of the Company's financial statements
requires the Management to make judgements, estimates
and assumptions that affect the reported amount of revenue,
expenses, assets and liabilities and the accompanying
disclosures. Actual results may differ from these estimates.
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
the subsequent financial year. Accounting estimates and
underlying assumptions are reviewed on an ongoing basis.
Revisions of estimates are recognised prospectively.
D. 1 Provisions and contingent liabilities
The timing of recognition and quantification of the provisions,
contingent liabilities/assets requires the application of
judgement to existing facts and circumstances which are
subject to change on the actual occurrence or happening.
Judgement is required for estimating the possible outflow of
resources, if any, in respect of contingencies/claims/litigations
against the Company and possible inflow of resources in
respect of the claims made by the Company which have been
considered to be contingent in nature. These are reviewed at
each balance sheet date and adjusted to reflect the current
best estimates.
D.2 Impairment of financial assets
The measurement of impairment losses across all categories
of financial assets requires judgement and the estimation of
the amount and timing of future cash flows when determining
impairment losses and the assessment of a significant increase
in credit risk. These estimates are driven by several factors,
changes in which can result in different levels of allowances. It
has been the Company's policy to regularly review its models
in the context of actual loss experience and adjust when
necessary.
D.3 Fair value measurement
The fair values of financial instruments that are not traded in
an active market and cannot be measured based on quoted
prices in active markets are determined using valuation
techniques including the Discounted Cash Flow (DCF)
model. The Company uses its judgement to select a variety
of methods and make assumptions that are mainly based on
market conditions at regular intervals.
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.
D.4 Defined benefit plans (gratuity
benefits)
The company's retirement benefit obligations, cost of the
defined benefit gratuity plan and the present value of the
gratuity obligation are determined using actuarial valuations.
An actuarial valuation involves making various assumptions
that may differ from actual developments in the future. These
include the determination of the discount rate, inflation, future
salary increments and mortality rates. Due to the complexities
involved in the valuation and its long-term nature, a defined
benefit obligation is highly sensitive to changes in these
assumptions. All assumptions are reviewed at each reporting
date.
E. Recent accounting
pronouncements
The Ministry of Corporate Affairs ("MCA”) notifies new standards
or amendment to the existing standards under Companies
(Indian Accounting Standards) Rules as issued from time to
time. For the year ended March 31, 2025, MCA has notified
Ind AS - 117 Insurance contracts and amendments to Ind AS
116 - Leases, relating to sale and leaseback transactions,
applicable to the Company w.e.f. April 1, 2024. The Company
has reviewed the new pronouncements based on its evaluation
has determined that it does not have any significant impact in
its financial statements.
Nature and purpose of reserves
Capital Redemption Reserve
Capital redemption reserve (CRR) represents reserve created pursuant to Section 55 (2) (c) of the Companies Act, 2013 by transfer of an
amount equivalent to nominal value of the Preference shares redeemed. The CRR may be utilised by the Company in accordance with the
provisions of the Companies Act, 2013.
Securities Premium
The amount received in excess of the face value of share capital issued and subscribed is recognised in securities premium. Further it also
includes amount of per share value in excess of face value of share capital issued and subscribed pursuant to the scheme of arrangement.
(Refer Note 29) The reserve can be utilised only for limited purposes in accordance with the provisions of the Companies Act, 2013.
Capital Reserve
Pursuant to the scheme of arrangement the entire pre-scheme paid up share capital stood cancelled on allotment of new equity shares and
has been credited to capital reserve. During the year 1,42,565 shares were cancelled and corresponding amount has been credited to capital
reserve (Refer note no. 29).
Statutory Reserve fund
Statutory reserve represents the reserve created in terms of Section 45 IC(1) of the Reserve Bank of India Act, 1934 (the "RBI Act”).
Appropriation from this Reserve Fund is permitted only for the purposes specified by RBI.
Retained Earnings
Retained earnings represents the surplus in the statement of profit and loss and net amount of appropriations made to/from retained
earnings.
Other Comprehensive Income
Remeasurement of defined benefit liability
Remeasurement comprises of gains and losses resulting from experience adjustments, return on plan assets and changes in actuarial
assumptions. These are recognised directly in Other Comprehensive Income during the period in which they occur and are presented
separately under reserve and surplus.
28 Segment reporting
The Company is engaged primarily in the business of investing in India which constitutes one single reporting segment in accordance
with Ind AS-108 "Operating Segments”. Therefore, there are no separate business or geographical segments as reportable.
29 As per the Scheme of Arrangement approved by the NCLT Mumbai on 28th June, 2023, the Financial Services Business of Reliance
Industries Limited (RIL), including related assets and liabilities as of 31st March, 2023 (Appointed Date), was demerged and transferred
to the Company, effective from the same date. The Scheme became effective on 1st July, 2023. In terms of the Scheme, the Company
has issued and allotted 635,32,84,188 equity shares having a face value of T 10 each fully paid up at a premium of T 25.70 per share,
for every 1 fully paid-up equity share held in RIL on 10th August, 2023 (Record Date), which was pending for allotment as at 31st March,
2023. Upon allotment of new equity shares, the entire pre-scheme paid up share capital of T 2.32 crore stood cancelled, and an
equivalent amount has been credited to capital reserve.
In terms of the Scheme of Arrangement between Reliance Industries Limited ("RIL') and its shareholders and creditors & the Company
and its shareholders and creditors, sanctioned by the Hon'ble National Company Law Tribunal, Mumbai bench vide its order dated
28th June, 2023, consequent to the forfeiture and cancellation of 1,42,565 partly paid-up equity shares by RIL with effect from 22nd
October, 2024, 1,42,565 equity shares of face value of T 10 each of the Company held by "JFSL TRUST-PPS (RIL)” stood cancelled
without any consideration and the corresponding Equity Share capital of the Company stood reduced with effect from 22nd October,
2024.
Accordingly, the paid-up Equity Share capital of the Company has been reduced from T 6,353.28 crore comprising 6,35,32,84,188
equity shares of T 10 each to T 6,353.14 crore comprising of 6,35,31,41,623 equity shares of T 10 each and correspondingly T 0.14 crore
has been credited to capital reserve.
* Excludes investments in subsidiaries and joint venture of ^ 18,464.42 crore (Previous year ^ 17,088.77 crore) measured at cost (Refer note
no. 4)
The Company has not disclosed fair values for Cash and Cash equivalents, Bank balances other than Cash and Cash equivalents, other
financial assets, trade payables and other financial liabilities as they are all considered to be of short duration and carrying value are assumed
to be approximate to their fair value.
The financial instruments are categorised 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;
Level 2: Inputs other than the quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly;
and
Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs)
There were no transfers between Level 1, Level 2 and Level 3 of the fair value hierarchy.
Valuation Methodology
All financial instruments are initially recognised and subsequently re-measured at fair value as described below:
The fair value of investment in quoted Equity shares, Bonds, Government securities, Treasury bills, Certificate of deposit, Commercial paper
and Mutual funds are measured at quoted price or NAV.
C) Financial Risk Management
Risk Management Framework:
The Company's Board of Directors has overall responsibility for the establishment and oversight of the Company's risk management
framework. The Board of Directors has established the Group Risk Management Committee, which is responsible for overseeing development
and monitoring the Company's risk management policies. The Committee reports regularly to the Board of Directors on its activities. Risk
management involves identifying, measuring, monitoring and managing risks on a regular basis. To achieve this objective, the Company
employs leading risk management practices and recruits experienced people.
The Company's risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk
limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect
changes in market conditions and the Company's activities. The Company, through its training and management standards and procedures,
aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.
The audit committee oversees how management monitors compliance with the Company's risk management policies and procedures and
reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The audit committee is assisted in
its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures,
the results of which are reported to the audit committee.
The Board of Directors have constituted Group Risk Management Committee. The purpose of the Committee is to assist the Board in its
oversight of various risks (i) Credit Risk (ii) Market Risk (iii) Interest Rate Risk (iv) Liquidity Risk (v) Operational Risk.
Different type of risk the Company is exposed are as under:
(i) Credit risk
Credit risk is the risk of financial loss to the company if a customer or counter party to a financial instrument fails to meet its contractual
obligations and arises principally from the company's receivable from customers, loans and investments in debt securities.
a) Cash & cash equivalents and other bank balances
The Company holds cash & cash equivalents and other bank balances aggregating ^ 558.15 crore (previous year ^ 4,590.20 crore).
The creditworthiness of such banks and financial institutions is evaluated by the management on an ongoing basis and is considered
to be good.
b) Investments
The Company had limited its exposure to credit risk by investing in money market instruments that have an investment grade credit
rating. The Company monitors changes in credit risk by tracking external credit ratings.
c) Loans
The Company has limited its exposure to credit risk by rendering loans only to its group companies, wherein the company has either
control or significant influence.
(ii) Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the
Company's income or the value of its holding of financial instruments.
Main activity is to do investment in financial instruments. This market is influenced by domestic/international political, financial and other
events occurring on day-to-day basis. Hence the market is constantly volatile and uncertain. Company has strong treasury philosophies
and practices and is well geared to meet the challenges of volatile market conditions.
(iii) Interest rate risk
Interest rate risk consists primarily of risk inherent in ALM activities and relates to the potential adverse impact of changes in market
interest rates on future net interest income (Nil). Since the company does not have any financial assets or liabilities bearing floating
interest rates any change in interest rates at the reporting date would not have significant impact on standalone financial statement of
the company.
Company's borrowing for the current year and previous year is Nil from Bank/FI etc.
(iv) Liquidity risk
Liquidity risk is the risk that the company may not be able to meet its obligations on time or at a reasonable price. The Company maintains
sufficient liquid assets to meet working capital requirements in the form of term deposits with banks and/or in money market instruments
which can be liquidated on demand. The Company's financial liabilities consists mainly of accrued expenses and other liabilities which
are due within the next twelve months from the reporting date. The Company has sufficient funds to meet all maturing obligations. (Refer
Note No. 34)
Liquidity analysis for non-derivative financial liabilities
The following table details the Company's remaining contractual maturity for its non-derivative financial liabilities with agreed repayment
periods. The table has been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which
the Company is required to pay.
(v) Operational Risk
Operational risk is the risk arising from inadequate or failed internal processes, people or systems, or from external events. The Company
manages operational risks through comprehensive internal control systems and procedures laid down around various key activities in
the Company viz. loan acquisition, customer service, IT operations, finance function etc. Further IT and operations have a dedicated
compliance and control units within the function who on a continuous basis review internal processes. This enables the Management to
evaluate key areas of operation risks and the process to adequately mitigate them on an ongoing basis.
32 Capital Management
The Company manages its capital to ensure it continues as a going concern, while also maximising returns to stakeholders and maintaining
adequate liquidity to meet its obligations. Capital is managed prudently, with adjustments made as necessary in response to changes in
business conditions. The overall strategy remains consistent with the prior year. In line with CIC guidelines, the Company monitors that its
Adjusted Net Worth remains at all times above the prescribed threshold, and that its aggregate risk-weighted assets—comprising both on-
balance sheet and risk-adjusted off-balance sheet exposures—remain below 30% of its Adjusted Net Worth as of the latest audited balance
sheet date.
Note: All the contracts/arrangements/transactions entered into by the Company during the financial year with related parties were in its
ordinary course of business and on an arm's length basis.
* The total investment made in Jio BlackRock Asset Management Company is 141 crore (including initial investment of 82.50 crore) and
in Jio BlackRock Investment Advisors Private Limited is 18 crore (including initial investment of 3 crore). The Company has made an initial
investment in Jio BlackRock Trustee Private Limited of 0.40 crore. Refer note 4.1.
37 Long-term contract
At the year end, the Company did not have any long-term contracts including derivative contracts for which there were material
foreseeable losses which needs to be provided as required under any law/accounting standards
38 Other statutory information
(i) Details of Benami property held: There are no proceedings which have been initiated or pending against the company for holding
any benami property under the benami transactions (Prohibition) Act, 1988 and rules made thereunder.
(ii) Security of current assets against borrowings: There are no outstanding borrowings from banks or financial institutions.
(iii) Wilful defaulter: The company has not been declared as a willful defaulter by any bank or financial institution or other
lender.
(iv) The company has not entered into any transaction during the year nor there is any balance outstanding against the companies
struck off u/s 248 of the Companies Act, 2013.
(v) There is no charge or satisfaction yet to be registered with Registrar of Companies (ROC) beyond the statutory period.
(vi) Utilisation of borrowed funds and share premium:
(a) The Company has not advanced or loaned or invested funds to any other persons or entities, including foreign entities
(Intermediaries) other than normal course of business with the understanding that the Intermediary shall:
(i) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the
company (Ultimate Beneficiaries) or
(ii) Provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
(b) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) other than
normal course of business with the understanding (whether recorded in writing or otherwise) that the Company shall:
(i) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the
Funding Party (Ultimate Beneficiaries) or
(ii) Provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(vii) The Company has not carried out any such transaction which is not recorded in the books of accounts that have been
surrendered or disclosed as income during the year in the tax assessments under the Income-tax Act, 1961.
(viii) Details of crypto currency or virtual currency: The Company has not traded or invested in crypto currency or virtual currency
during the financial year.
(ix) The Company has not revalued its property, plant and equipment or intangible assets or both during the current or previous
year.
39 Events after reporting date
The Board of Directors have recommended a final dividend of 0.50 per equity share for the financial year 2024-25, subject to
approval of the members in the forthcoming Annual General Meeting of the Company.
40 The figures for the corresponding previous year have been regrouped/reclassified wherever necessary.
41 Approval of Financial Statements
The Financial statements were approved by the board of directors on 17th April, 2025.
42 Disclosure required as per RBI Circulars/Guidelines
The Company has been classified as a Non Deposit taking systemically important Core Investment Company (CIC-ND-SI)
pursuant to approval received from the Reserve Bank of India (RBI) on 09th July, 2024. As of 31st March, 2024, the Company was
registered as a Non Banking Company-Systemically Important Non-Deposit Taking (NBFC-ND-SI). Consequently, the Company
has adopted the disclosure requirements applicable to (CIC-ND-SI) as per RBI/DoR(NBFC)/2016-17/39, Master Direction DoR
(NBFC) .PD.003/03.10.119/2016-17 dated 25th August, 2016 (Master Direction-Core Investment Companies (Reserve Bank) Direction,
2016) for the current year. Wherever applicable and relevant, comparative disclosures for the previous year have been presented in
accordance with CIC requirements to ensure consistency and comparability.
As per our Report of Even Date For and on Behalf of the Board
For LODHA & CO LLP K. V. Kamath Isha M. Ambani
Chartered Accountants Non-Executive Chairman Non-Executive Director
FRN: 301051E/E300284 DIN: 00043501 DIN: 06984175
R. P. Singh Abhishek Haridas Pathak Hitesh Kumar Sethia Rajiv Mehrishi
Partner Group Chief Financial Officer Managing Director & Non-Executive Director
M. No.: 052438 Chief Executive Officer
DIN: 09250710 DIN: 00208189
For Deloitte Haskins & Sells Mohana V Sunil Mehta Bimal Manu Tanna
Chartered Accountants Group Company Secretary Non-Executive Director Non-Executive Director
FRN: 117365W DIN: 07430460 DIN: 06767157
Vishal L. Parekh Rama Vedashree Anshuman Thakur
Partner Non-Executive Director Non-Executive Director
M. No.: 113918 DIN: 10412547 DIN: 03279460
Place: Mumbai
Date: April 17, 2025
|