Annual Report 2022-2023

PREMIER ENERGY AND INFRASTRUCTURE LIMITED

THIRTY FIRST ANNUAL REPORT 2022-2023

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED
Annual Report 2022-2023
CORPORATE INFORMATION
BOARD OF DIRECTORS
M. NARAYANAMURTHI Managing Director
RAMAN KUPPURAO Non Excutive Director
K.N. NARAYANAN Non Executive Independent Director
J. SHARADHA Non Executive Independent Director

COMPANY SECRETARY

A.V. RAMALINGAM

CHIEF FINANCIAL OFFICER

A. SRIRAM

AUDITORS
A.N. Jumbunathan & Co.,
Chartered Accountants
New No. 29, (Old No. 13), Deivasigamani Road,
Lakshmipuram, Royapettah,
CONTENTS
Chennai - 600 014
Page No.
Notice to the Shareholders 2
REGISTAR AND SHARE TRANSFER AGENTS
Board’s Report 10
Cameo Corporate Services Ltd Management Discussion &
Subramaniam Building Analysis Report 17
#1 Club House Road Secretarial Audit Report 21
Chennai - 600 002 Corporate Governance Report 26
Auditor’s Report on
Standalone Accounts 46
REGISTERED OFFICE
Standalone Balance Sheet 56
Ground Floor, Tangy Apartments,
Standalone Statement of Profit & Loss 57
34, Dr. P V Cherian Road,
Standalone Cash Flow Statements 58
Off. Ethiraj Salai, Egmore,
Standalone Notes on Accounts 60
Chennai-600 008
Ph. No.: 044-28270041 Auditors’ Report on
Consolidated Accounts 92
Consolidated Balance Sheet 98
Consolidated Statement of Profit & Loss 99
Consolidated Cashflow Statement 100
Consolidated Notes and Accounts 102

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

PREMIER ENERGY AND INFRASTRUCTURE LIMITED

CIN No.: L45201TN1988PLC015521
Regd. Office: Tangy Apartments, “A” Block,
New No.6/1, Old No. 34/1, Dr. P V Cherian Cresent Road,
Egmore, Chennai-600 008, Ph.No: 044-28270041,
Email: [email protected], Website: www.premierenergy.in

NOTICE OF THIRTY FIRST ANNUAL GENERAL MEETING

NOTICE is hereby given that the Thirty First Annual General Meeting (“AGM”) of the Members of the Company will be
held at 2.00 PM on Friday, the 29th September, 2023 through video conferencing (VC) to transact the following business:

ORDINARY BUSINESS:
Item no.1 – Adoption of Financial Statements.
To consider and if deemed fit, to pass the following as an Ordinary Resolution:
“RESOLVED THAT the Audited Standalone Financial Statements of the Company for the year ended 31st March, 2023
and the Reports of the Board of Directors and the Independent Auditors thereon be and are hereby considered, approved
and adopted.”
“RESOLVED THAT the Audited Consolidated Financial Statements for the year ended 31st March, 2023 and the Independent
Auditors Report thereon be and are hereby considered, approved and adopted.”

Item no.2 – Re-appointment of Mr. K. Raman (DIN: 02982911) as a Director of the Company liable to retire by rotation:
To consider and If deemed fit, to pass the following resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to Section 152(6) of the Companies Act, 2013, Mr. K. Raman who retires by rotation in the
Annual General Meeting and being eligible offers himself for re-appointment, be and is hereby re-appointed as a Director
of the Company liable to retire by rotation.

For and on behalf of the Board

M. NARAYANAMURTHI
Place: Chennai Managing Director
Date : 26.08.2023 DIN: 00332455

Notes
A. General instructions for accessing and participating in the 31st AGM through VC/OAVM Facility and voting through
electronic means including remote e-Voting:
1. In view of the continuing Covid-19 pandemic, the 31st Annual General meeting (AGM) of the company
will be held over Video Conferencing (“VC”) in compliance with framework issued by the Ministry of
Corporate Affairs through its Circular No. 20/2020 dated May 05, 2020 read with Circular No. 14/2020
dated April, 08, 2020 , Circular no. 17/2020 dated April 13, 2020, Circular No. 02/2021 dated January 13,
2021, Circular No. 21/2021 dated December 14, 2021, Circular No. 02/2022 dated May 5, 2022, Circular
No. 10/2022 dated 28th December, 2022, Circular No. SEBI/HO/CFD/CMD1/ CIR/P/2020/79 dated May 12,
2020, Circular no. SEBI/HO/CFD/CMD21/CIR/P/2021/11 dated 15th January, 2021, Circular no. SEBI/ HO/
CFD/CMD2/CIR/P/2022/62 dated May 13, 2022 and Circular no. SEBI/HO/CFD/PoD-2/P/CIR/2023/4 dated
January 5, 2023 issued by the Securities and Exchange Board of India in this regard The deemed venue
for the 31st AGM shall be the Registered Office of the Company from where the Company Secretary of
the Company would be convening and attending the AGM.

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 Annual Report 2022-2023
2. Since the AGM is being held over video conferencing where physical attendance of members in any
case has been dispensed with, a member entitled to attend and vote at the meeting will not be eligible
to appoint proxies to attend the meeting instead of him/her. Accordingly, the proxy form and attendance
slip is not attached to this notice and the resultant requirement for submission of proxy forms does not
arise
Pursuant to SEBI Circular no. SEBI/HO/CFD/ CMD/CIR/P/2020/242 dated December 9, 2020 on “E-Voting
facility provided by listed companies”, E-Voting process has been enabled to all the individual demat
account holders, by way of single login credential, through their demat account/websites of depositories/
DPs in order to increase the efficiency of the voting process.
3. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies
(Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing
Obligations & Disclosure Requirements) Regulations 2015 (as amended), and MCA Circulars dated
April 08, 2020, April 13, 2020 and May 05, 2020, the Company is providing facility of remote e-voting to
its Members in respect of the business to be transacted at the AGM. For this purpose, the Company
has entered into an agreement with Central Depository Services (India) Limited (CDSL) for facilitating
voting through electronic means, as the authorized e-Voting’s agency. The facility of casting votes by a
member using remote e-voting as well as the e-voting system on the date of the AGM will be provided
by CDSL.
4. The Members can join the AGM in the VC/OAVM mode 15 minutes before and after the scheduled time
of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility
of participation at the AGM through VC/OAVM will be made available to at least 1000 members on first
come first served basis. This will not include large Shareholders (Shareholders holding 2% or more
shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons
of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship
Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of first come
first served basis.
5. The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose
of ascertaining the quorum under Section 103 of the Companies Act, 2013.
6. In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April 13, 2020 and circular
no. 20/2020 dated May 5, 2020, the Notice calling the AGM has been uploaded on the website of the
Company at www.premierenergy.in. The Notice can also be accessed from the websites of the Stock
Exchange i.e. BSE Limited at www.bseindia.com. The AGM Notice is also disseminated on the website
of CDSL (agency for providing the Remote e-Voting facility and e-voting system during the AGM) i.e.
www.evotingindia.com.
7. Corporate members intending to attend the Meeting are requested to send to the Company a certified scanned
copy of the Board Resolution authorizing their representatives to attend the AGM through VC and vote on its
behalf. The said resolution/ authorization shall be sent to the following e-mail address rsaevoting@ gmail.com
with a copy marked to [email protected].
8. The Securities and Exchange Board of India (SEBI) has recently mandated furnishing of PAN, KYC
details (i.e., Postal Address with Pin Code, email address, mobile number, bank account details) and
nomination details by holders of securities. Effective from 1st January 2022, any service requests or
complaints received from the member, will not be processed by RTA till the aforesaid details/ documents
are provided to RTA. On or after 1st April 2023, in case any of the above cited documents/ details are
not available in the Folio(s), RTA shall be constrained to freeze such Folio(s). The securities in the
frozen folios shall be eligible to receive payments (including dividend) and lodge grievances only after
furnishing the complete documents. If the securities continue to remain frozen as on December 31, 2025,
the registrar/ the Company shall refer such securities to the administering authority under the Benami
Transactions (Prohibitions) Act, 1988, and/or the Prevention of Money Laundering Act, 2002. Relevant
details and forms prescribed by SEBI in this regard are available on the website of the Company at
www.premierenergy.in
9. Since the AGM will be held through VC, the Route Map is not annexed in this Notice.

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

10. The register of Directors’ and Key Managerial Personnel and their shareholding maintained under Section 170 of
the Companies Act, 2013, the register of contracts or arrangements in which the Directors are interested under
Section 189 of the Companies Act, 2013 and all other documents referred to in the notice will be available for
inspection in electronic mode. Members can send an email for this purpose to [email protected]
B. THE INSTRUCTIONS TO SHAREHOLDERS FOR REMOTE E-VOTING AND E-VOTING DURING AGM AND JOINING
MEETING THROUGH VC/OAVM ARE AS UNDER:
(i) The remote e-voting period begins on Tuesday the 26th September 2023 at 09:00 AM (IST) and ends on Thursday,
the 28th September, 2023 at 05:00 PM (IST). During this period shareholders of the Company, holding shares
either in physical form or in dematerialized form, as on the cut-off date is Friday, the 22nd September 2023, may
cast their vote electronically. The remote e-voting module shall be disabled by CDSL for voting thereafter.
(ii) Shareholders who have already voted prior to the meeting date would not be entitled to vote at the meeting
venue.
(iii) Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09.12.2020, under Regulation 44 of
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015,
listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders’
resolutions. However, it has been observed that the participation by the public non-institutional shareholders/
retail shareholders is at a negligible level.
Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed
entities in India. This necessitates registration on various ESPs and maintenance of multiple user IDs
and passwords by the shareholders.
In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been
decided to enable e-voting to all the demat account holders, by way of a single login credential, through
their demat accounts/ websites of Depositories/ Depository Participants. Demat account holders would
be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating
seamless authentication but also enhancing ease and convenience of participating in e-voting process.
(iv) In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on e-Voting
facility provided by Listed Companies, Individual shareholders holding securities in demat mode are
allowed to vote through their demat account maintained with Depositories and Depository Participants.
Shareholders are advised to update their mobile number and email ID in their demat accounts in order
to access e-Voting facility.
Pursuant to above said SEBI Circular, Login method for e-Voting and joining virtual meetings for Individual
shareholders holding securities in Demat mode is given below:

Type of shareholders Login Method

Individual 1) Users of who have opted for CDSL’s Easy / Easiest facility, can login
Shareholders through their existing user id and password. Option will be made available
holding securities to reach e-Voting page without any further authentication. The URLs for
in Demat mode with users to login to Easi / Easiest are
CDSL https://web.cdslindia.com/myeasi/home/login or www.cdslindia.com and
click on Login icon and select New System Myeasi.
2) After successful login the Easi / Easiest user will be able to see the
e-Voting Menu. On clicking the e-voting menu, the user will be able to
see his/her holdings along with links of the respective e-Voting service
provider i.e. CDSL/ NSDL/ KFIN/ LINK INTIME as per information provided
by Issuer / Company. Additionally, we are providing links to e-Voting Service
Providers, so that the user can visit the e-Voting service providers’ site
directly.
3) If the user is not registered for Easi/Easiest, option to register is available
at https://web.cdslindia.com/myeasi./Registration/ EasiRegistration

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 Annual Report 2022-2023

Type of shareholders Login Method

4) Alternatively, the user can directly access e-Voting page by providing Demat
Account Number and PAN No. from a link in www.cdslindia.com home page.
The system will authenticate the user by sending OTP on registered Mobile
& Email as recorded in the Demat Account. After successful authentication,
user will be provided links for the respective ESP where the e-Voting is in
progress during or before the AGM.
Individual 1) If you are already registered for NSDL IDeAS facility, please visit the
Shareholders e-Services website of NSDL. Open web browser by typing the following URL:
holding securities https://eservices.nsdl.com either on a Personal Computer or on a mobile. Once
in demat mode with the home page of e-Services is launched, click on the “Beneficial Owner” icon
NSDL under “Login” which is available under ‘IDeAS’ section. A new screen will open.
You will have to enter your User ID and Password. After successful authentication,
you will be able to see e-Voting services. Click on “Access to e-Voting” under
e-Voting services and you will be able to see e-Voting page. Click on company
name or e-Voting service provider name and you will be re-directed to e-Voting
service provider website for casting your vote during the remote e-Voting period
or joining virtual meeting & voting during the meeting.
2) If the user is not registered for IDeAS e-Services, option to register is available
at https://eservices.nsdl.com. Select “Register Online for IDeAS “Portal or click
at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
3) Visit the e-Voting website of NSDL. Open web browser by typing the following
URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a
mobile. Once the home page of e-Voting system is launched, click on the icon
“Login” which is available under ‘Shareholder/Member’ section. A new screen
will open. You will have to enter your User ID (i.e. your sixteen digit demat
account number hold with NSDL), Password/OTP and a Verification Code as
shown on the screen. After successful authentication, you will be redirected to
NSDL Depository site wherein you can see e-Voting page. Click on company
name or e-Voting service provider name and you will be redirected to e-Voting
service provider website for casting your vote during the remote e-Voting period
or joining virtual meeting & voting during the meeting.
Individual You can also login using the login credentials of your demat account through your
Shareholders Depository Participant registered with NSDL/CDSL for e-Voting facility. After successful
(holding securities login, you will be able to see e-Voting option. Once you click on e-Voting option, you
in demat mode) will be redirected to NSDL/CDSL Depository site after successful authentication,
login through wherein you can see e-Voting feature. Click on company name or e-Voting service
their Depository provider name and you will be redirected to e-Voting service provider’s website for
Participants casting your vote during the remote e-Voting period or joining virtual meeting & voting
during the meeting.

Important note: Members who are unable to retrieve User ID / Password are advised to use Forget User ID
and Forget Password option available at above mentioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login
through Depository i.e. CDSL and NSDL.

Login type Helpdesk details

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

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(v) Login method for e-Voting and joining virtual meeting for shareholders other than individual shareholders
& physical shareholders.
1) The shareholders should log on to the e-voting website www.evotingindia.com.
2) Click on “Shareholders” module.
3) Now enter your User ID
a. For CDSL: 16 digits beneficiary ID,
b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.
4) Next enter the Image Verification as displayed and Click on Login.
5) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier
e-voting of any company, then your existing password is to be used.
6) If you are a first-time user follow the steps given below:

For Shareholders holding shares in Demat Form other than individual and Physical
Form
PAN Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department
(Applicable for both demat shareholders as well as physical shareholders)
• Shareholders who have not updated their PAN with the Company/Depository Participant
are requested to use the sequence number sent by Company/RTA or contact Company/
RTA.
Dividend Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded
Bank Details in your demat account or in the company records in order to login.
OR Date of • If both the details are not recorded with the depository or company, please enter the
Birth (DOB) member id / folio number in the Dividend Bank details field as mentioned in instruction (v).

(vi) After entering these details appropriately, click on “SUBMIT” tab.

(vii) Shareholders holding shares in physical form will then directly reach the Company selection screen. However,
shareholders holding shares in demat form will now reach ‘Password Creation’ menu wherein they are required
to mandatorily enter their login password in the new password field. Kindly note that this password is to be also
used by the demat holders for voting for resolutions of any other company on which they are eligible to vote,
provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your
password with any other person and take utmost care to keep your password confidential.
(viii) For shareholders holding shares in physical form, the details can be used only for e-voting on the resolutions
contained in this Notice.
(ix) Click on the EVSN for the relevant <Premier Energy And Infrastructure Limited> on which you choose to vote.
(x) On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO”
for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution
and option NO implies that you dissent to the Resolution.
(xi) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.
(xii) After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed.
If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly
modify your vote.
(xiii) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.
(xiv) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.
(xv) If a demat account holder has forgotten the login password then Enter the User ID and the image verification
code and click on Forgot Password & enter the details as prompted by the system.

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 Annual Report 2022-2023
(xvi) Facility for Non – Individual Shareholders and Custodians – Remote Voting
• Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log
on to www.evotingindia.com and register themselves in the “Corporates” module.
• A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to
[email protected].
• After receiving the login details a Compliance User should be created using the admin login and password.
The Compliance User would be able to link the account(s) for which they wish to vote on.
• The list of accounts linked in the login should be mailed to [email protected] and on approval
of the accounts they would be able to cast their vote.
• A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of
the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.
• Corporate Members intending to send their authorised representatives to attend the AGM are
requested to send a certified copy of the Board Resolution to the Company, authorizing them to
attend and vote on their behalf at the AGM. The said resolution/authorization shall be sent to the
Scrutinizer by email through its registered email address to [email protected] with a copy
marked to [email protected].
C. INSTRUCTIONS FOR SHAREHOLDERS ATTENDING THE AGM THROUGH VC/OAVM & E-VOTING DURING
MEETING ARE AS UNDER:
1. The procedure for attending meeting & e-Voting on the day of the AGM is same as the instructions mentioned
above for Remote e-voting.
2. The link for VC/OAVM to attend meeting will be available where the EVSN of Company will be displayed after
successful login as per the instructions mentioned above for Remote e-voting.
3. Shareholders who have voted through Remote e-Voting will be eligible to attend the meeting. However, they
will not be eligible to vote at the AGM/EGM.
4. Shareholders are encouraged to join the Meeting through Laptops / IPads for better experience.
5. Further shareholders will be required to allow Camera and use Internet with a good speed to avoid any disturbance
during the meeting.
6. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via
Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore
recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.
a) Members who would like to express their views/ask questions during the meeting may register themselves
as a speaker by sending their request at least 48 hours in advance prior to meeting mentioning their
name, demat account number/folio number, email id, mobile number at [email protected]. The
shareholders who do not wish to speak during the AGM but have queries may send their queries 48 hours
in advance prior to meeting mentioning their name, demat account number/folio number, email id, mobile
number at [email protected]. These queries will be replied to by the company suitably by email.
Those members who have registered themselves as a speaker shall be allowed to ask questions during
the 31st AGM, depending upon the availability of time.
7. Those shareholders who have registered themselves as a speaker will only be allowed to express their views/
ask questions during the meeting.
8. Only those shareholders, who are present in the AGM through VC/OAVM facility and have not casted their vote
on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote
through e-Voting system available during the AGM.
9. If any Votes are cast by the shareholders through the e-voting available during the AGM and if the same
shareholders have not participated in the meeting through VC/OAVM facility, then the votes cast by such
shareholders shall be considered invalid as the facility of e-voting during the meeting is available only to the
shareholders attending the meeting.

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

D. PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL ADDRESSES ARE NOT REGISTERED WITH THE
DEPOSITORIES FOR OBTAINING LOGIN CREDENTIALS FOR E-VOTING FOR THE RESOLUTIONS PROPOSED
IN THIS NOTICE:
i. For Physical shareholders - please provide necessary details like Folio No., Name of shareholder, scanned
copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAAR
(self-attested scanned copy of Aadhaar Card) by email to Company/RTA email ID.
ii. For Demat shareholders -, please provide Demat account details (CDSL-16 digit beneficiary ID or NSDL-16
digit DPID + CLID), Name, client master or copy of Consolidated Account statement, PAN (self-attested
scanned copy of PAN card), AADHAAR (self-attested scanned copy of Aadhaar Card) to Company/RTA
email ID.
If you have any queries or issues regarding attending AGM & e-Voting from the CDSL e-Voting System, you can write
an email to [email protected] or contact at 022- 23058738 and 022-23058542/43.
All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Manager,
(CDSL, ) Central Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds,
N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to [email protected]
or call on 022-23058542/43.

OTHER GUIDELINES FOR MEMBERS:

a. It is strongly recommended not to share your password with any other person and take utmost care to keep
your password confidential. Login to the e-Voting website will be disabled upon five unsuccessful attempts to
key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?”
or “Physical User Reset Password?” option available on www.evotingindia.com to reset the password.
b. The voting rights of shareholders shall be in proportion to their share of the paid up equity share capital of
the Company as on the cut-off date, i.e., Friday, the 22nd September 2023. A person whose name is recorded
in the register of members or in the register of beneficial owners maintained by the depositories as on the
cut-off date shall only be entitled to avail the facility of remote e-voting or casting vote through e-voting
system during the meeting.
c. Any person, who acquires shares of the Company and becomes the member of the Company after the
Company sends the Notice of the AGM and would be holding shares of the Company as on the Friday, 22nd
September 2023 may obtain the User ID and password by sending a request at [email protected]
or [email protected]. Alternatively, the shareholder can create their user name and password
by entering the valid credentials, as mentioned in point no (viii) mentioned above in the remote e-voting
instructions.
d. Mr. R Sridharan, Practicing Company Secretary (Membership No. FCS 4775) of M/s. R Sridharan & Associates,
Company Secretaries, Chennai, has been appointed as the Scrutinizer to scrutinize the remote e-Voting
process and casting vote through the e-Voting system during the meeting in a fair and transparent manner.
e. During the 31st AGM, the Chairman shall, after response to the questions raised by the Members in advance
or as a speaker at the 31st AGM, formally propose to the Members participating through VC/OAVM Facility
to vote on the resolutions as set out in the Notice of the 31st AGM and announce the start of the casting of
vote through the e-Voting system. After the Members participating through VC/OAVM Facility, eligible and
interested to cast votes, have cast the votes, the e-voting will be closed with the formal announcement of
closure of the 31st AGM.

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 Annual Report 2022-2023
f. The Scrutinizer shall after the conclusion of e-Voting at the 31st AGM, first download the votes cast at the AGM
and thereafter unblock the votes cast through remote e-Voting and shall make a consolidated scrutinizer’s
report of the total votes cast in favour or against, invalid votes, if any, and whether the resolution has been
carried or not, and such Report shall then be sent to the Chairman or a person authorized by him, within two
working days from the conclusion of the 31st AGM, who shall then countersign and declare the result of the
voting forthwith.
g. The Results declared along with the Scrutinizer’s Report shall be placed on the Company’s website,
www.premierenergy.in and on the website of CDSL immediately after the results are declared and communicated
to the Stock Exchange, where the shares of the Company are listed, viz. BSE Limited.
h. Subject to receipt of requisite number of votes, the Resolutions shall be deemed to be passed on the date of
AGM, i.e., Friday, September 29th, 2023.

For and on behalf of the Board

M. Narayanamurthi
Place: Chennai Managing Director
Date : August 26th 2023 DIN: 00332455

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

BOARD’S REPORT
Dear Shareholder,
Your Directors have pleasure in presenting the 31st Annual Report together with the Audited Financial Statements of your
Company for the financial year ended 31st March, 2023.

FINANCIAL RESULTS
(Rs. in Lakhs)

Consolidated Standalone
Particulars
2022-23 2021-22 2022-23 2021-22
Gross Income 1429.95 40.00 1429.44 40.00
Profit / (Loss) before interest & Depreciation 627.80 (451.87) 657.81 (379.58)
Finance Charges 4.74 188.85 - 188.66
Depreciation - 0.02 - 0.02
Net Profit / (Loss) before tax 623.06 (640.74) 657.81 (568.26)
Extra Ordinary items - - -
Other Comprehensive income 0.09 (0.07) 0.09 (0.07)
Provision for tax - (49.90) - -
Net Profit / (Loss) after tax 623.15 (590.77) 657.90 ((568.19)
Surplus carried to Balance Sheet 623.15 (590.77) 657.90 (568.19)

OPERATIONS AND PERFORMANCE: DETAILS OF DEPOSITS

During the financial year under review, the Standalone The Company has not accepted any Deposits covered
Income is Rs. 1429.44 lacs as compared to Rs.40 lacs in under Section 73 of the Companies Act, 2013 read with the
the previous year, while the Consolidated income for the Companies (Acceptance of Deposits) Rules, 2014.
year under review stands at Rs. 1429.95 lacs as against
Rs. 40 lacs in the previous year. Standalone Profit for the PARTICULARS OF LOANS, GUARANTEES OR
current year was Rs. 657.90 lacs as compared to Loss of INVESTMENTS
Rs. 564.19 lacs in the previous year, while the Consolidated
The Company has not extended any loans, guarantees
Profit for the current year was Rs. 623.15 lacs as compared
nor made any investments covered under the provisions
to Loss of Rs. 590.74 lacs in the previous year.
of Section 186 of the Companies Act, 2013 during the year.

BUSINESS HIGHLIGHTS DETAILS OF ADEQUACY OF INTERNAL FINANCIAL

During the year the company sold the land and settled the CONTROLS
loans availed against this property. The company has adequate internal control systems
commensurate within its size and nature of business. The
DIVIDEND AND GENERAL RESERVE Management has overall responsibility for the Company’s
In view of the accumulated losses, no dividend is internal control system to safeguard the assets, usage of
recommended for the financial year 2022-23. The Company resources, compliance with applicable laws & regulations
has not transferred any amount to the general reserve. and to ensure reliability of financial records. The Company
has also in place, adequate Internal Financial Controls with
SHARE CAPITAL reference to Financial Statements. During the year, such
controls were tested and no reportable material weaknesses
The paid-up Equity share capital of the Company as on 31st
or inefficacy or inadequacy in the design or operation were
March, 2023 was Rs. 413,500,600/-. During the year under
observed.
review, the Company has not issued shares with differential
voting rights or granted stock options or sweat equity shares.

10
 Annual Report 2022-2023
SUBSIDIARY COMPANIES (DIN 02982911), erstwhile Managing Director of the
As at 31st March, 2023, your Company had a total of 2 Company was re-designated as an Non-Executive
subsidiaries and 2 step down subsidiaries. The details of Non- Independent Director of the Company who is liable to
the same are enclosed as Annexure 2. The details are retire by rotation, with effect from 1st July, 2022.
given below: Further details are provided in the Corporate
Governance Report.
SUBSIDIARY / STEP DOWN SUBSIDIARY COMPANIES
i) Subsidiaries:
KEY MANAGERIAL PERSONNEL
i) RCI POWER LIMITED
Mr. A. Sriram is the Chief Financial Officer of the Company
ii) RCI POWER (AP) LIMITED and Mr. A.V. Ramalingam is the Company Secretary of
These are the Companies that hold land on which Wind the Company.
Farm is being developed. Further, RCI Power Limited has
two subsidiaries. The Companies have given the land held EVALUATION OF BOARD’S PERFORMANCE
by them on a lease for 25 years.
As per the provisions of Section 134(3)(p) of the Companies
Rs. in lacs Act, 2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Board has carried out
RCI Power RCI Power
an annual performance evaluation of its own performance,
Particulars Ltd (AP) Ltd
the directors individually as well as evaluation of the working
2022-23 2022-23 of its Audit Committee, Nomination and Remuneration
Sales & Other Income - - Committee, and Stakeholders Relationship Committee.
The manner in which the evaluation has been carried out
Equity Capital 150.00 5.00 is explained in the Corporate Governance Report.
Reserves & Surplus 506.41 (4.41)
Earnings per share (0.21) (4.41) FAMILIARISATION PROGRAMME FOR INDEPENDENT
DIRECTORS
i) Step down Subsidiaries
On their appointment, Independent Directors are familiarized
i) RCI Windfarm 30MW Private Limited and about the Company’s business and operations. Interactions
ii) RCI Windfarm 50 MW Private Limited with senior executives are facilitated to gather insight specific
to the Company’s operations. Detailed presentations are
RCI Wind RCI Wind made available to apprise about Company’s history, current
Farm (30MW) Farm (50MW) business plan and strategies. The details of familiarization
Particulars Pvt Ltd Pvt Ltd programmes are disclosed on the website of the Company
2022-23 2022-23 https://premierenergy.in/policies/.

Sales & Other Income - -

DECLARATION BY INDEPENDENT DIRECTORS
Equity Capital 1.00 1.00
The independent directors (IDs), have submitted the
Reserves & Surplus (5.38) (5.27) declaration of independence, as required pursuant to
Earnings per share (4.85) (3.76) section 149(7) of the Act, confirming that they meet the
criteria of independence as provided in section 149(6) of the
RISK MANAGEMENT Act. In the opinion of the board, the IDs fulfill the conditions
specified in the Act and the rules made there under for
The Company has a Risk Management policy which
appointment as IDs including the integrity, expertise and
systematically evaluates the business risks, operational
experience and further confirm that they are independent of
control and policy compliance associated with its business
the management. The IDs of the company have registered
through its risk document, on an ongoing basis. The Board
their names with the data bank of IDs and have completed
is apprised of the risk document and the mitigation plans
their online proficiency self-assessment test as per the
at the Board meeting.
timeline notified by the Ministry of Corporate Affairs (MCA).
DIRECTORS
Mr. M. Narayanamurthi (DIN: 00332455) was appointed REMUNERATION POLICY
as an Additional Director of the Company with effect from Pursuant to Section 178(3) of the Companies Act, 2013,
June 28, 2022 and subsequently appointed as Managing the Board on the recommendations of the Nomination and
Director of the Company for a period of 3 (Three) years with Remuneration Committee framed a policy for selection
effect from July 1, 2022 to June 30, 2025. Mr. K. Raman and appointment of Directors, Senior Management and

11
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

other employees and their remuneration. The details has any pecuniary relationships or transactions vis-à-vis the
of the Remuneration Policy are stated in the Corporate Company other than reimbursement of expenses incurred,
Governance Report. if any, for attending the Board meeting. The Related Party
Transactions are placed before the Audit Committee for
review and approval as per the terms of the Policy for
NUMBER OF MEETINGS OF THE BOARD
dealing with Related Parties. The statement containing
The Board had met Seven (7) times during the financial year the nature and value of the transactions entered into
ended 31st March, 2023. The details of the said meetings are during the quarter is presented at every Audit Committee
given in the Corporate Governance Report. The intervening by the CFO for the review and approval of the Committee.
gap between the Meetings was within the period prescribed Further, transactions proposed in subsequent quarter are
under the Companies Act, 2013. also presented. Besides, the Related Party Transactions
are also reviewed by the Board on an annual basis. The
DIRECTORS’ RESPONSIBILITY STATEMENT details of the Related Party Transactions are also provided
To the best of their knowledge and belief and according in the accompanying financial statements. There are
to the information and explanations obtained by them, no contracts or arrangements entered into with Related
your Directors make the following statements in terms of Parties during the year ended 31st March, 2023 to be
Section 134(3)(c) of the Companies Act, 2013: reported under section 188(1). The policy on dealing with
Related Parties as approved by the Board is uploaded and
a. that in the preparation of the annual accounts for the
is available on the Company’s website at the following link
year ended 31st March, 2023, the applicable accounting
https://premierenergy.in/policies/. The From AOC 2 is
standards had been followed along with proper
enclosed as Annexure 1.
explanation relating to material departures, if any;
b. that the directors had selected such accounting policies
as mentioned in Note No: 1 of the Financial Statements EXPLANATIONS OR COMMENTS ON QUALIFICATIONS,
and applied them consistently and judgement and RESERVATIONS OR ADVERSE REMARKS OR
estimates that are reasonable and prudent so as to DISCLAIMER MADE BY THE STATUTORY AUDITORS
give a true and fair view of the state of affairs of the AND THE PRACTISING COMPANY SECRETARY IN
company as at 31st March, 2023 and of the Profit of the THEIR REPORT
Company for the year ended on that date; The explanations/comments made by the Board relating to
c. that the directors had taken proper and sufficient care qualification, reservations or adverse remarks made by the
for the maintenance of adequate accounting records Statutory Auditors and the Practising Company Secretary
in accordance with the provisions of the Companies in their respective reports are furnished below:
Act, 2013 for safeguarding the assets of the Company a) QUALIFICATIONS OF STATUTORY AUDITORS
and for preventing and detecting fraud and other
irregularities; Regarding the qualification with reference to note 15
to the standalone financial statements and 6 & 16 to
d. that the directors had prepared the annual accounts on
the consolidated financial statements with regard to
a going concern basis;
confirmation of balances has not been received from
e. that the directors had laid down internal financial parties in respect of certain outstanding: In the opinion
controls to be followed by the Company and that such of the management, the amounts stated in the Balance
internal financial controls are adequate and were sheet are fully receivable / payable.
operating effectively.
The company has filed all the returns with the Registrar
f. that the directors had devised proper systems to ensure
of Companies and there are no pending forms to be
compliance with the provisions of all applicable laws
filed.
and that such systems were adequate and operating
effectively. Regarding the qualification with reference to Note 32
in the standalone financial statements and Note 32 in
RELATED PARTY TRANSACTIONS the consolidated financial statements: The company
has settled all the outstanding dues to SIDBI, the
All transactions with Related Parties entered during the
major lender, by selling the prime land in Chennai.
financial year were in the ordinary course of business and on
The company is in the process of promoting low-cost
an arm’s length basis. There were no materially significant
housing projects. Considering these and financial
related party transactions made by the Company with
commitment of the promoter group, the management
Promoters, Directors, Key Managerial Personnel or other
has prepared the financial statements by applying the
designated persons which may have a potential conflict with
“Going Concern” assumption.
the interest of the Company at large. None of the Directors

12
 Annual Report 2022-2023
b) QUALIFICATIONS OF SECRETARIAL AUDITORS for Directors and employees to report genuine concerns or
With regard to the qualification of Secretarial Auditor grievances to the Audit Committee in this regard and details
regarding appointment of internal auditor: Since the whereof are available on the Company’s website.
company has not done any business internal auditor
was not appointed. However, steps are being taken NOMINATION AND REMUNERATION COMMITTEE
to appoint Internal Auditor from the Financial year
Pursuant to Section 178 of the Companies Act, 2013, the
2023-24. Since the company’s shares are delisted
Board has constituted a Nomination and Remuneration
the compliance window of the company with BSE if
Committee consisting of the following members and the
locked and are unable to submit quarterly returns to
committee met once during the year:
BSE. However, all the quarterly, half yearly and Annual
details are available in the company’s website www. Name of the Member Designation
premierenergy.in. The company has now paid the
K N Narayanan Chairman
SOP fine and is in the process of getting the shares
listed in BSE. Once the delisting order is removed, the Gunti Sharadha Member
compliance window will be available for the company K Raman Member
to file all returns in BSE portal. One of the independent
directors is a qualified Chartered and cost Accountant M Narayanamurthi Member
and has registered under the Databank as required
The said committee has been empowered and authorized
under the Indian Institute of Corporate Affairs. Once
to exercise powers as entrusted under the provisions of
the shares are relisted, the company will appoint
Section 178 of the Companies Act, 2013. The Company
additional qualified and experienced directors. Since
has laid out and is following the policy on director’s
the shares of the company are delisted, the shares are
appointment and remuneration including criteria for
not traded and hence the provisions of the Securities
determining qualifications, positive attributes, independence
and Exchange Board of India (Prohibition of Insider
of a director and other matters provided under sub section
Trading) Regulation will not be attracted..
3 of Section 178 of the Companies Act, 2013. Policy
on Criteria for Board Nomination and Remuneration is
MATERIAL CHANGES AND COMMITMENTS AFFECTING available in the website of the Company under the link
THE FINANCIAL POSITION BETWEEN THE END OF THE http://www.premierenergy.in/policies.html
FINANCIAL YEAR AND THE DATE OF THE REPORT
No material changes and commitments affecting the STAKEHOLDERS RELATIONSHIP COMMITTEE
financial position of the Company has occurred between the
Pursuant to Section 178 of the Companies Act, 2013, the
end of the financial year 2023 and the date of this report.
Company has constituted a Stakeholders Relationship
Committee with Mr. K N Narayanan (DIN: 01543391),
COMPOSITION OF AUDIT COMMITTEE Director as the Chairman. The committee consists of two
Audit Committee constituted by the Board pursuant to Independent Directors and one Non - Independent Director
Section 177 of the Companies Act, 2013, consists of the and 1 meeting was held on November 12, 2022.
following members and the committee met 5 times during
the year: Chairman /
Name of the Member
Member
Name of the Member Designation
K N Narayanan Chairman
K N Narayanan Chairman
Gunti Sharadha Member
Gunti Sharadha Member
K Raman Member
K Raman Member
M Narayanamurthi Member
M Narayanamurthi Member

The Board has accepted the recommendations of the Audit CORPORATE SOCIAL RESPONSIBILITY (CSR)
Committee and there were no instances of deviation from
In view of the losses incurred by the Company during the
such recommendations during the financial year under
two out of the three previous financial years and average
review.
of three years net profit being negative, the requirement
on spending or conducting meetings under the Corporate
VIGIL MECHANISM Social Responsibility Policy as per Section135 of the
The Company has devised a vigil mechanism in pursuance Companies Act, 2013 is not applicable to the Company.
of provisions of Section 177(10) of the Companies Act, 2013

13
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

SIGNIFICANT & MATERIAL ORDERS PASSED BY THE conditions of Corporate Governance as stipulated under
REGULATORS Part E of Schedule V of Sub- Regulation 34(3) of the Listing
The company has not received any significant and material Regulations is attached to this report.
orders passed by the regulators or courts or tribunals
impacting the going concern status and company’s DISCLOSURE UNDER THE SEXUAL HARASSMENT OF
operations in future. WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013
AUDITORS The Company has in place an Anti Sexual Harassment
The members of the company at the 28 th Annual Policy in line with the requirements of The Sexual
General Meeting held on 27th December 2020, appointed Harassment of Women at the workplace (Prevention,
M/s. A M Jambunathan & Co, Chartered Accountants, (FRN: Prohibition & Redressal) Act, 2013. Internal Complaints
001250S), Chennai as Statutory Auditors of the Company to Committee (ICC) has been set up to redress complaints
hold office until the conclusion of the 33rd Annual General received regarding sexual harassment. All employees
Meeting. The Statutory auditors have confirmed their (permanent, contractual, temporary, trainees) are covered
eligibility under Section 141 of the Companies Act, 2013 under this policy.
and have expressed their willingness to continue as the
The following is a summary of sexual harassment complaints
auditors of the company.
received and disposed off during the year 2022-23:-
As required under Regulation 33(1) (d) of SEBI (Listing No. of complaints received – Nil
Obligations and Disclosure Requirements) Regulations
No. of complaints disposed off - Not Applicable
2015, the auditors have also confirmed that they hold a valid
certificate issued by the Peer review board of the Institute
of Chartered Accountants of India. ENERGY CONSERVATION, TECHNOLOGY
ABSORPTION AND FOREIGN EXCHANGE EARNINGS
The Report given by M/s. A M Jambunathan & Co,
AND OUTGO
Chartered Accountants, on the Financial Statements of the
Company for the year ended 31st March, 2023 is provided The Company has no activities, relating to conservation
in the Finance Section of the Annual Report. of energy or technology absorption and foreign exchange
earnings and outgo during the year under review.
SECRETARIAL AUDIT
Pursuant to Section 204 of the Companies Act, 2013 read ANNUAL RETURN
with the Companies (Appointment and Remuneration The details forming part of the annual return
of Managerial Personnel) Rules, 2014, the company in the prescribed form MGT-7 as per Section 92(3)
has appointed M/s Srinidhi Sridharan & Associates, a of the Companies Act, 2013 read with Rule 12 of
firm of Company Secretaries in Practice to undertake the Companies (Management and Administration)
the Secretarial Audit of the Company. The Report of the Rules, 2014 is available at the website of Company:
Secretarial Auditor is annexed herewith. http://www.premierenergy.in//Inv_AnnualReports.html

MANAGEMENT DISCUSSION AND ANALYSIS REPORT SECRETARIAL STANDARDS

Management Discussion and Analysis Report, highlighting The Company is in compliance with the Secretarial Standard
the business details, is attached and forms part of this on Meetings of the Board of Directors (SS-1) and Secretarial
report. Standard on General Meetings (SS-2).

CORPORATE GOVERNANCE PARTICULARS OF EMPLOYEES

All material information was circulated to the directors before The ratio of remuneration of each Director to the median
the meeting or placed at the meeting, including minimum of employees’ remuneration as per Section 197(12) of the
information required to be made available to the Board as Companies Act, 2013 read with Rule 5 of the Companies
prescribed under Part A of Schedule II of Sub- Regulation (Appointment & Remuneration of Managerial Personnel)
7 of Regulation 17 of the Listing Regulations. Rules, 2014 is annexed to and forms part of this report.
In terms of Regulation 34 of the Securities and Exchange
Board of India (Listing Obligations and Disclosure FRAUDS REPORTED BY AUDITOR
Requirements) Regulations, 2015 a Report on Corporate There were no instances of frauds reported by the auditor
Governance along with a Certificate from the Practicing under section 143(12) of the Act.
Company Secretary confirming the compliance with the

14
 Annual Report 2022-2023
CONSOLIDATED FINANCIAL STATEMENTS LISTING OF SECURITIES IN STOCK EXCHANGES
The Consolidated Financial Statements of the Company The Company’s shares are presently listed on BSE Ltd.
prepared in accordance with Section 129(3) of the BSE has suspended the trading of company’s shares for
Companies Act, 2013 and relevant Accounting Standards non-payment of penalty. However, the Company has paid
(AS) viz. AS 21, AS 23 and AS 27 issued by the Institute the penalty and is awaiting relisting from BSE Limited.
of Chartered Accountants of India form part of this Annual
Report. Further, a statement containing the salient features
GENERAL
of the financial statement of the subsidiary in the prescribed
format AOC-1 is appended to the Directors Report. The The Company has not issued any equity shares with
statement also provides the details of performance and differential voting rights or sweat equity shares during the
financial position of the subsidiary. financial year under review.

CHANGE IN NATURE OF BUSINESS APPRECIATION & ACKNOWLEDGEMENTS

There has been no change in the nature of business during The Directors wish to thank the Shareholders, employees
the financial year under review. and all concerned for their continued support.

For and on behalf of the Board

M NARAYANAMURTHI
Place : Chennai DIN:00332455
Date : 26.08.2023 Managing Director

15
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Annexure 1
FORM NO. AOC - 2
(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and
Rule 8(2) of the Companies (Accounts) Rules, 2014.
Form for Disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to
in sub section (1) of section 188 of the Companies Act, 2013 including certain arms length transaction under third proviso
thereto.
1. Details of contracts or arrangements or transactions not at Arm’s length basis.

Sl. No. Particulars Details

a) Name (s) of the related party & nature of relationship NA-
b) Nature of contracts/arrangements/transaction NA-
c) Duration of the contracts/arrangements/transaction NA-
d) Salient terms of the contracts or arrangements or transaction including the value, if any NA-
e) Justification for entering into such contracts or arrangements or transactions’ NA-
f) Date of approval by the Board NA-
g) Amount paid as advances, if any NA-
h) Date on which the special resolution was passed in General meeting as required under first
NA-
proviso to section 188

2. Details of contracts or arrangements or transactions at Arm’s length basis.

Sl. No. Particulars Details

a) Name (s) of the related party & nature of relationship -
b) Nature of contracts/arrangements/transaction -
c) Duration of the contracts/arrangements/transaction -
d) Salient terms of the contracts or arrangements or transaction including the value, if any -
e) Date of approval by the Board -
f) Amount paid as advances, if any -

For and on behalf of the Board

M NARAYANAMURTHI
Place : Chennai DIN:00332455
Date : 26.08.2023 Managing Director

16
 Annual Report 2022-2023

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

COMPANY OVERVIEW ¾ There is large amount of interest in renewable energy
generation and the benefits lead to premium pricing.
Premier Energy and Infrastructure Limited (PEIL) is
focused on the construction, housing development and
energy sector. PEIL undertook estate development Threats
projects with business focus on residential and commercial
¾ We face constraints to expand our renewable energy
developments.
business due to unavailability of suitable operating sites,
PEIL further has expanded to the sector of developing which are in limited supply.
infrastructural facilities in the Power generation.
¾ Our business is governed by a tight regulatory
mechanism across various regions that we operate
INDUSTRY OVERVIEW and any negative impact due to change in regulations
could affect the viability of the business.
The Global environment continued to remain challenging
by weak trade and minimal investments. The economy
is expected to gradually improve through a re-balancing RISKS AND CONCERNS
amidst supportive government policies and fiscal stimulus.
Industry Risks – Housing Sector

SWOT ANALYSIS Due to increased demand for land for development of

residential and commercial properties, we are experiencing
Strengths increasing competition in acquiring land in various
geographies where we operate or propose to operate. In
¾ PEIL, is also a developer of renewable energy power
addition, the unavailability or shortage of suitable parcels of
plants in India based on aggregate installed capacity.
land for development leads to an escalation in land prices.
¾ Operates in the rapidly growing renewable energy Any such escalation in the price of developable land could
sector, which benefits from increasing demand for materially and adversely affect our business, prospects,
electricity and regulatory support. financial condition and results of operations. Additionally,
the availability of land, its use and development, is subject
¾ Experienced management and operating team with to regulations by various local authorities. For example, if a
relevant industry knowledge and expertise. specific parcel of land has been delineated as agricultural
land, no commercial or residential development is permitted
Weakness without the prior approval of the local authorities

¾ Revenues from our business of renewable power

generation are exposed to market based electricity Industry Risks – Renewable Power Generation Sector
prices. The company is exposed to typical industry risk factors
¾ We are also susceptible to any delay in execution or including competition, regulatory environment and liquidity
escalation in cost by sub-contractors executing our risks. The company tries to manage these risks by
projects and these delays or cost escalations may maintaining conservative financial policies and by adopting
make new energy projects too expensive to complete prudent risk management practices.
or unprofitable to operate.
¾ Development activities and operations through third Regulatory environment risk – Housing Sector
party developers, over which we may not have full The present Government of India has announced its
control. general intention to continue India’s current economic and
¾ The SEBs that we deal with may face challenges financial sector liberalization and deregulation policies.
on financial viability and hence may delay or defer However, there can be no assurance that such policies will
payments. be continued and a significant change in the Government
of India’s policies in the future could affect business and
economic conditions in India and could also adversely affect
Opportunities our business, prospects, financial condition and results of
¾ The gap between demand and supply for power in operations.
the country presents a large and lucrative business
opportunity that is expected to sustain for a number of
years

17
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Regulatory environment risk – Renewable Power Rs. In lakhs

Generation Sector
Consolidated 2022-23 2021-22
The Company is in a business which is dependent in a major
Revenue 1429.95 40.00
way on regulatory policies as well as pricing. Any adverse
change in the regulatory policy framework could impact the Cost of Materials consumed 597.93 -
company’s operations and financial results. Employee benefit Expenses 36.98 34.15
Besides the above risks, the Company has perceived risks Other Expenses 167.24 457.72
arising from delay in execution of projects and delivery of
products and services and these could arise due to external Finance Cost 4.74 188.85
factors like lack of infrastructure and non availability of Depreciation - 0.02
finance and resources at reasonable costs.
Extraordinary items -
Other Comprehensive Income 0.09 0.07
INTERNAL CONTROLS AND THEIR ADEQUACY
Tax - (49.90)
The company has adequate internal control systems
commensurate within its size and nature of business. The Net Profit for the year 623.15 (590.77)
Management has overall responsibility for the Company’s NETWORTH: The Consolidated Net worth of the company
internal control system to safeguard the assets, usage of as on 31st March 2023 is Rs. 3727.65 Lakhs as against Rs.
resources, compliance with applicable laws & regulations 3104.49 lakhs in the previous year.
and to ensure reliability of financial records.

HUMAN RESOURCES
MANAGEMENT’S RESPONSIBILITY STATEMENT
Our Human resources are a very valuable asset for our
The management is responsible for preparing the Company and employee involvement is encouraged and
company’s consolidated financial statements and related harnessed towards attainment of the Company’s goals. A
information that appears in this annual report. It believes good pool of human resources is the biggest competitive
that these financial statements fairly reflect the form and advantage of PEIL.
substance of transactions, and reasonably represent the
company’s financial condition and results of operations The company is planning to employ senior professionals to
in conformity with Indian Generally Accepted Accounting add to the human capital which is the main contributor for
Principles. the growth of business.

FINANCIAL PERFORMANCES WITH RESPECT TO KEY FINANCIAL RATIOS:

OPERATIONS
Key Financial Ratios are given in the Notes to the Accounts
Income from Operations: Consolidated revenue for the for the year.
year ended 31st March 2023 was Rs 1429.95 lakhs as
against Rs. 40.00 lakhs in the previous year.

18
 Annual Report 2022-2023
Annexure -2

AOC -1
(Pursuant to first proviso to subsection (3) of Section 120 read with rule 5 of the
Companies (Accounts) Rules, 2014
Statement containing saient features of the Financial statement of
Subsidiaries / Associaate Companies / Joint Ventures

Part “A”: Subsidiaries

(information in respect of each subsidiary to be presented with amounts in Rs.)

RCI Power RCI Power

RCI Power RCI Power
30 MW Pvt 50 MW Pvt
Ltd (AP) Ltd
Ltd Ltd

Reporting Period of the Subsidiary 31.03.23 31.03.23 31.03.23 31.03.23

% of Shareholding 100% 100% 100% 100%

Reporting currency and Exchange rate as on the last Not a Not a Not a Not a
date of relavent Financial Year in the case of foreign Foreign Foreign Foreign Foreign
subsidiaries Subsidiary Subsidiary Subsidiary Subsidiary

Share Capital 150,000,000 500,000 100,000 100,000

Reserves & Surplus 506,405,313 84,990,953 (538,397) (526,529)

Other Liabilities 132,765,528 5,436,203 453,426 (426,529)

Total Equity and Liabilities 789,170,841 90,927,156 15,029 -

Total Assets 789,170,841 90,927,156 15,029 -

For the Year ended 31st March 2023 - - - -

Turnover - - - -

Profit / (Loss) Before Taxation (3,181,714) (207,138) (48,468) (37,597)

Provision for Taxation - - - -

Profit / (Loss after Taxation (3,181,714) (207,138) (48,468) (37,597)

Proposed Dividend Nil Nil Nil Nil

19
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Part “B” Associates and Joint Ventures

Statement pursuant to Section 129(3) of The Companies Act, 2013 related to
Associate Companies and Joint Ventures

Name of Associates / Joint Ventures NIL

Latest audited Balance sheet Date NA

Date on which associatee or Joint Venute was associated or acquired NA

Shares of Associate / Joint Venture was associated or acquired NA

No of shares NA

Extent of Holding % NA

Description of how there is significant influence NA

Reason why the associate / joint venture is not consolidated NA

Net worth attributable to shareholding as per latesst audited Balance Sheet NA

Profit . Loss for the year NA

- considered in consolidation NA

- Not considered in consolidation NA

1. Names of associates or joint ventures which are yet co commence operations.

2. Names of associates or joint ventures which have been liquidated or sold during the year.
Note: This Form is to be certified in the same manner in which the Balance Sheet is to be certified.

20
 Annual Report 2022-2023

SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2023
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 and
Regulation 24 A of the SEBI (Listing Obligations and Disclosure Requirements),
Regulations, 2015 as amended]
To (v) The following Regulations and Guidelines prescribed
under the Securities and Exchange Board of India Act,
The Members,
1992 (‘SEBI Act’):-
PREMIER ENERGY AND INFRASTRUCTURE LIMITED
Tangy Apartments, A Block, a) The Securities and Exchange Board of
34, Dr. P.V. Cherian Road of Ethiraj Salai, India (Listing Obligations and Disclosure
Egmore, Chennai – 600008 Requirements) Regulations, 2015;
We have conducted the secretarial audit of the compliance b) The Securities and Exchange Board of
of applicable statutory provisions and the adherence to good India (Substantial Acquisition of Shares and
corporate practices by Premier Energy and Infrastructure Takeovers) Regulations, 2011;
Limited [CIN: L45201TN1988PLC015521](hereinafter
c) The Securities and Exchange Board of India
called “the Company”). Secretarial Audit was conducted
(Prohibition of Insider Trading) Regulations,
in a manner that provided us a reasonable basis for
2015;
evaluating the corporate conducts/statutory compliances
and expressing our opinion thereon. d) The Securities and Exchange Board of India
(Issue of Capital and Disclosure Requirements)
Based on our verification of the Company’s books, papers,
Regulations, 2018 (not applicable during the
minute books, forms and returns filed and other records
year under review);
maintained by the Company and also the information
provided by the Company, its officers, agents and e) The Securities and Exchange Board of India
authorized representatives during the conduct of secretarial (Share Based Employee Benefits and Sweat
audit, We hereby report that in our opinion, the Company Equity) Regulations, 2021 (not applicable during
has, during the audit period covering the financial year the year under review);
ended March 31, 2023 generally complied with the statutory
provisions listed hereunder and also that the Company f) The Securities and Exchange Board of India
has proper Board-processes and compliance mechanism (Issue and Listing of Non-Convertible Securities)
in place to the extent, in the manner and subject to the Regulations, 2021 (not applicable during the
reporting made hereinafter: year under review);

We have examined the books, papers, minute books, g) The Securities and Exchange Board of India
forms and returns filed and other records maintained by (Registrars to an Issue and Share Transfer
the Company for the financial year ended 31st March, 2023 Agents) Regulations, 1993 regarding the
according to the provisions of: Companies Act and dealing with client (not
applicable as the company is not registered as
(i) The Companies Act, 2013 (the Act) and the rules Registrar to an Issue and Share transfer Agent
made there under; during the year under review);
(ii) The Securities Contracts (Regulation) Act, 1956 h) The Securities and Exchange Board of India
(‘SCRA’) and the rules made there under; (Delisting of Equity Shares) Regulations, 2021
(not applicable during the year under review).
(iii) The Depositories Act, 1996 and the Regulations and
However the trading in the equity shares of the
Bye-laws framed there under;
Company was suspended in BSE Limited vide
(iv) The Company has not dealt with the matters relating LIST/COMP/SCN/533100/112/2018-19 dated
to Foreign Direct Investment, Overseas Direct 26.04.2018 and;
Investment and External Commercial Borrowings
i) The Securities and Exchange Board of India
under Foreign Exchange Management Act, 1999
(Buy-back of Securities) Regulations, 2018 (not
and hence, the requirement of complying with the
applicable during the year under review);
provisions of Foreign Exchange Management Act,
1999 and the rules and regulations made thereunder (vi) As identified by the Management, no specific laws/
does not arise; acts are applicable to the company.We have not

21
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

examined compliance by the Company with applicable has been paid in full and company has recieved the
financial laws, like direct and indirect tax laws, since order to set aside the delisting order from Securities
the same have been subject to review by statutory Appellate Tribunal.
financial auditor, tax auditor and other designated
ii. The Company has received a letter from BSE
professionals.
vide letter no LIST/COMP/CT/14/2019-20 dated
We have also examined compliance with the applicable 13th March 2019 with respect to payment of SOP
clauses of the following: fines. The Company is directed to pay an amount
of Rs.81,63,830/- on or before June 30, 2019 and
(i) Secretarial Standards with respect to Meetings of
the company failed to pay the SOP fines and it had
Board of Directors (SS-1) and General Meetings
resulted in the delisting of the company. However as
(SS-2) (Revised effective from October 1, 2017)
per the information provided by the Company, it may
and the Guidance Note on Meetings of the Board of
be noted that, as on 31st December 2022 the entire
Directors and General Meetings (revised) issued by
SOP fine has been paid in full and company has
The Institute of Company Secretaries of India.
recieved an order dated August 11, 2023 to set aside
(ii) The Uniform Listing Agreement entered into with the delisting order from Securities Appellate Tribunal.
BSE Limited pursuant to the provisions of the SEBI
iii. The company has not submitted Annual Secretarial
(Listing Obligations and Disclosure Requirements)
Compliance Report since March 31, 2020 on account
Regulations, 2015. (herein after referred as “Listing
of its trading suspension on BSE website.
Regulations”).
iv. The independent directors have not disclosed their
During the period under review the Company has generally
registration under the Databank as required under
complied with the provisions of the Act, Rules, Regulations,
Indian Institute of Corporate Affairs. Hence the
Guidelines, Standards etc. mentioned above except to the
appointed independent directors does not come
extent as mentioned below;
under the eligiblity criteria for Independent Directors.
i. The Company has not appointed an internal auditor for Since there is an ambiquity in the eligiblity criteria
the Financial Year 2022-23 as required under Section of Independent Directors, the requisite number of
138 of the Companies Act, 2013. Independent Directors on the Board as required
under Section 149(4) of the Act and Regulation
ii. The Company does not have Independent directors 17(1)(b) of SEBI (Listing Obligations and Disclosure
in their Board Composition and in Audit Committee, Requirements) Regulations, 2015 has not been met.
Nomination and Remuneration Committee and However it is presumed that the Company did not
Stakeholders Relationship Committee. Thus violating have eligible independent directors as none of the
the provisions of Section 177 and Section 178 of appointed independent directors have appeared for
Companies Act 2013 and Rule 4 of Companies the online proficiency self-assessment test conducted
(Meeting of Board and its powers) Rules, 2014 by the Indian Institute of Corporate Affairs.
respectively. However it is presumed that the
Company did not have elegible independent director/s v. The Company has not complied with the provisions
as none of the appointed independent directors have of regulation 17 as required under the SEBI (LODR)
appeared for the online proficiency self-assessment Regulations, 2015 regarding composition of Board
test conducted by the by the Indian Institute of which includes the Board having an eligible Woman
Corporate Affairs. Independent Director.

With regard to SEBI (Listing Obligations and Disclosure vi. The Company, on failure to appoint eligible/
Requirements) Regulations, 2015 appropriate Independent Directors on the board (as
mentioned above in point iv), did not have proper
i. The trading in the equity shares of the Company composition of committees namely.
was suspended in BSE Limited vide LIST/COMP/
• Audit Committee as prescribed under the
SCN/533100/112/2018-19 dated 26.04.2018 on
Section 177(2) of the Act and Regulation 18(1)
account of non-payment of penalty imposed on
(a), (b) and (d) of SEBI LODR.
the company for delayed compliance of SEBI
(Listing Obligations and Disclosure Requirements) • Nomination and Remuneration Committee as
Regulations, 2015. Hence we were not able to verify prescribed under the Section 178(1) of the
the documents in respect of various Stock Exchange Act and Regulation 19(1)(a)and 19(2) of SEBI
Compliances and the Company did not submit the LODR.
same on the BSE website. However as per the • Stakeholder Relationship Committee as
information provided by the Company, it may be noted prescribed under Section 178(5) of the Act and
that, as on 31st December 2022 the entire SOP fine Regulation 20(1) and 20(2) of SEBI LODR.

22
 Annual Report 2022-2023
vii. The Company has not made any disclosure of were sent at least seven days in advance, for seeking
Related Party Transactions and not complied with and obtaining further information and clarifications on
the provisions of regulations 23 as required under the agenda items before the meeting and for meaningful
the SEBI (LODR) Regulations, 2015 on account of participation at the meeting.
its trading suspension on BSE website.
Based on the verification of the records and minutes, the
viii. The Company has not met with the quorum for the decisions were carried out with the unanimous consent of
meetings as it did not have “eligible/appropriate” the Directors and no members dissented on the decisions
independent directors on the board/committees. taken at such Board Meetings.
ix. The Company has not complied with the provisions We further report that there are adequate systemsand
of the Securities and Exchange Board of India processes commensurate with its size and operations, to
(Prohibition of Insider Trading) Regulation, 2015 on monitor and ensure compliance with all applicable laws,
account of its trading suspension on BSE website. rules, regulations and guidelines. However the Compliance
report was not submitted to the Board.
x. The Company has not maintained Structured Digital
Database (SDD) as required under Reg. 3(5) of SEBI We further report that the above mentioned Company
(Prohobition of Insider Trading) Regulations, 2015 on being a listed entity, this report is also issued pursuant to
account of its trading suspension on BSE website. Regulation 24A of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 as amended and circular
xi. The Company has not carried out the performance
No.CIR/CFD/CMD1/27/2019 dated 8th February, 2019
evaluation of the directors under Regulation 17 (10) of
issued by Securities and Exchange Board of India.
SEBI (Listing Obligations & Disclosure Requirements)
Regulations, 2015. We further report that as per the information and
explanation provided by the Management, the Company
xii. The Company has not submited quarterly compliance
does not have any Material Unlisted Subsidiary(ies)
reports on corporate governance as required under
Incorporated in India pursuant to Regulation 16 (c) and 24A
regulation 27 of SEBI LODR on account of its trading
of SEBI (Listing Obligations and Disclosure Requirements)
suspension on BSE website.
Regulations, 2015.
However with respect to the above mentioned (i to xii), as
We further report that there were no specific events having
per the information provided by the Company, it may be
major bearing on the Company’s affairs in pursuance of
noted that, as on 31st December 2022 the entire SOP fine
above referred laws, rules, regulations, guidelines and
has been paid in full and company has recieved an order
standards during the period under review.
dated August 11, 2023 to set aside the delisting order from
Securities Appellate Tribunal.
For SRINIDHI SRIDHARAN & ASSOCIATES
COMPANY SECRETARIES
We further report that
As per the information and explanations provided by the CS SRINIDHI SRIDHARAN
Company and also the records made available, the Board CP No. 17990
of Directors of the Company is constituted with Executive FCS No. 12510
Director and Non- Executive Directors. However, the PR No. 655/2020
Company has not been able to appoint requisite number Place : Chennai UIN : S2017TN472300
of eligible Independent Directors as required under the Date : 26th August, 2023 UDIN: F012510E000873392
provisions of Section 149 of Companies Act, 2013 and
Regulation 17 of SEBI (LODR), during the period as
This report is to be read with our letter of even date which
mentioned above.There is no change in the composition
is annexed as ANNEXURE A and forms an integral part
of the Board of Directors during the period under review.
of this report.
Notice is generally given to all Directors to schedule the
Board Meetings, agenda and detailed notes on agenda

23
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Annexure A
To 4. Where ever required, we have obtained the Management
representation about the compliance of laws, rules and
The Members
regulations and happening of events etc.
PREMIER ENERGY AND INFRASTRUCTURE LIMITED
Tangy Apartments, Ground Floor, 5. The compliance of the provisions of Corporate and
34, Dr. P.V. Cherian Road of Ethiraj Salai, other applicable laws, rules, regulations, standards is
Egmore, Chennai – 600008 the responsibility of the management. Our examination
was limited to the verification of procedures on test
Our report of even date is to be read along with this letter.
basis.
1. Maintenance of secretarial record is the responsibility
6. The Secretarial Audit report is neither an assurance
of the management of the company. Our responsibility
as to the future viability of the company nor of the
is to express an opinion on these secretarial records
efficacy or effectiveness with which the management
based on our audit.
has conducted the affairs of the company.
2. We have followed the audit practices and processes
as were appropriate to obtain reasonable assurance
For SRINIDHI SRIDHARAN & ASSOCIATES
about the correctness of the contents of the Secretarial
COMPANY SECRETARIES
records. The verification was done on test basis to
ensure that correct facts are reflected in secretarial
CS SRINIDHI SRIDHARAN
records. We believe that the processes and practices,
CP No. 17990
we followed provide a reasonable basis for our opinion.
FCS No. 12510
3. We have not verified the correctness and appropriateness PR No. 655/2020
of financial records and Books of Account of the Place : Chennai UIN : S2017TN472300
company. Date : 26th August, 2023 UDIN: F012510E000873392

24
 Annual Report 2022-2023
CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS
(Pursuant to Regulation 34 (3) read with Schedule V Para-C Sub clause (10) (i) of Securities Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015

The Members,
PREMIER ENERGY AND INFRASTRUCTURE LIMITED
CIN: L45201TN1988PLC015521
Tangy Apartments, “A” Block, New No.6/1,
Old No. 34/1. Dr. P V Cherian Cresent Road,
Egmore, Chennai- 600008
We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of PREMIER
ENERGY AND INFRASTRUCTURE LIMITED having CIN L45201TN1988PLC015521 and having registered office at
Ground Floor, Tangy Apartments, 34, Dr. PV Cherian Road, Off. Ethiraj Salai,Egmore, Chennai-600008 (hereinafter referred
to as ‘the Company’), produced before us by the Company for the purpose of issuing this certificate, in accordance with
Regulation 34 (3) read with Schedule V Part-C Sub clause 10 (i) of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015.
In our opinion and to the best of our knowledge and according to the verifications (including Director Identification Number
(DIN) Status at the portal www.mca.gov.in) and based on such examination as well as information and explanations
furnished to us, which to the best of our knowledge and belief were necessary for the purpose of issue of this certificate
and based on such verification as considered necessary, we hereby certify that none of the Directors as stated below on
the Board of the Company as on March 31 2023 have been debarred or disqualified from being appointed or continuing
as Directors of Companies by the Securities and Exchange Board of India / Ministry of Corporate Affairs or any such other
statutory authority.

Sr. Date of Appointment

Name of Director DIN Designation
No. in Company
1. Kytharam Narayanaiyer Narayanan* 01543391 Non - Executive - Independent Director 03/06/2009
2. Raman Kuppurao 02982911 Non - Executive Director 16/06/2021
3. Gunti Sharadha* 08398179 Non - Executive - Independent Director 28/03/2019
3. Narayana Mankalmurthi 00332455 Managing Director 28/06/2022

* The Company did not have eligible independent directors as none of the appointed independent directors have appeared
for the online proficiency self-assessment test conducted by the by the Indian Institute of Corporate Affairs.
Ensuring the eligibility of, for the appointment/ continuity of, every Director on the Board is the responsibility of the
management of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate
is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the
management has conducted the affairs of the Company.

For SRINIDHI SRIDHARAN & ASSOCIATES

COMPANY SECRETARIES

CS SRINIDHI SRIDHARAN
CP No. 17990
FCS No. 12510
PR No. 655/2020
Place : Chennai UIN : S2017TN472300
Date : 26th August, 2023 UDIN: F012510E000873326

25
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

CORPORATE GOVERNANCE REPORT

[Pursuant to Regulation 34 read with Schedule V of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (“LODR Regulations”)]

Your Directors have great pleasure in presenting the Corporate Governance Report for the year ended 31st March, 2023.
Corporate Governance is the systematic process by which the affairs of the Company are directed and controlled by the
Board in the best interest of all the stakeholders. The interest of various stakeholders like the Shareholders, management,
employees, customers, suppliers and service providers, regulators and the community at large is sought to be aligned
through the process of Corporate Governance. Corporate Governance ensures fairness, transparency and integrity in
dealings by the Company.
It is an internal system encompassing policies, processes and people, which serve the needs of Shareholders and other
stakeholders, by directing and controlling management activities towards business orientation, objectivity, accountability
and integrity.

1. COMPANY’S PHILOSOPHY ON CORPORATE GOVERNANCE

Premier Energy & Infrastructure Limited (“PEIL”) believes that Corporate Governance is an essential element of
business, which helps the Company to fulfil its responsibilities to all its stakeholders. PEIL is committed to the adoption
of best governance practices and constantly strives to improve them and adopt the best practices. The Company is
committed to the spirit by holding the core values of integrity, passion, responsibility, quality and respect in dealing
with all stakeholders of the Company.
PEIL’s corporate governance policy includes
• An Independent and effective Board of Directors
• Good audit process and reporting
• Transparency
• Maximizing shareholder value
• Meeting social obligations
Key elements in corporate governance are transparency, internal control, risk management, internal and external
communications and high standards of safety & health. The Board has empowered responsible officers to implement
broad policies and guidelines and has set up adequate review processes.
The Company is in compliance with the requirements stipulated under Regulation 17 to 27 read with Schedule V and
clauses (b) to (i) of sub-regulation (2) of Regulation 46 of Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), as applicable, with regard to corporate
governance except otherwise stated in this report.
In compliance with the disclosure requirements of Regulation 34 read with Schedule V of the Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter “Listing Regulations”),
the details are set out below:

2. Board of Directors
a) Composition
As at the end of the financial year 31st March 2023, the Board comprises of 4 (Four) Directors. Out of the 4
Directors, 2 are Independent Directors and 1 is a Non-exceutive Non-Independent Director. The Chairman of
the Company is an Executive Director. The Board of the Company has 1 Woman Independent Director as on
31st March, 2023. The Independent Directors have been issued formal letter of appointment and the terms and
conditions of their appointment have been disclosed on the website of the Company. The Board has an optimum
combination of Executive, Non-Executive and Independent Directors. As on 31st March, 2023 the composition
of the Board is in conformity with Regulation 17(1) of the Regulations as well as the Companies Act, 2013 (“the
Act”) and the rules made thereunder.

Executive Director 1
Non-Executive and Non-Independent Directors 1
Non-Executive and Independent Directors 2

26
 Annual Report 2022-2023
All independent directors possess the requisite qualifications and are very experienced in their own fields.
Directors other than Independent Directors are liable to retire by rotation. None of the directors are members of
more than ten committees or chairman of more than five committees in public limited companies in which they
are directors. Necessary disclosures have been obtained from all the directors regarding their directorships/
committee memberships and have been taken on record by the Board.
The names of the Directors and the details of other chairmanship / directorship / committee membership of each
Director as on 31st March, 2023 are given below:

Number of Number of Number of

Directorships Committee Committee
Name of Director Category
in other Chairmanship in Memberships in
Companies other Companies other Companies
Mr. Narayana
Managing Director 4 - -
Mankalmurthi
Non-Executive -
Mr.Raman Kuppurao 3 - -
Non-Independent director
Non Executive-Independent
Mr. K N Narayanan - - -
Director
Non Executive-Independent
Ms. Gunti Sharadha 5 - -
Director

Notes:
1. Excluding Alternate Directorships and Directorships in Foreign companies, Private companies and Section
8 companies
2. Only membership in Audit Committee and Stakeholders’ Relationship Committee in Public Limited Companies
whether listed or not, have been reckoned for committee memberships.
3. None of the Independent Directors on the Board is an Independent Director in more than seven Listed
Companies as required under Regulation 25 (1) of LODR Regulations.
The details of the other listed entities where the directors of the Company are Directors and the category of
directorship as on 31st March, 2023 are as follows:

b) Board Meetings
The Board has formal schedule of matters reserved for its consideration and decision. The agenda is circulated
well in advance to the Board members. The items in the agenda are supported by comprehensive background
information to enable the Board to take appropriate decisions. In addition to the information required under Part
A of Schedule II of Sub- Regulation 7 of Regulation 17 of the Listing Regulations, the Board is also kept informed
of major events/items and approvals are taken wherever necessary for ensuring adequate availability of financial
resources and periodically consider the report on compliance of applicable laws and gives appropriate directions.
The Board also reviews the Board Meeting minutes and financial statements and also takes on record the
Committee meeting minutes.
The Board of Directors had met 7 (seven) times during the financial year ended 31st March 2023 on 30th
May, 2022, 31st May, 2022, 28th June 2022, 13th August 2022, 14th November 2022, 10th February 2023 and
31st March, 2023. The maximum gap between any two meetings was less than 120 days. During the year,
separate meeting of the Independent Directors was held on 13th November 2022 without the attendance of non-
Independent Directors and members of the management as required under Regulation 25(3) of SEBI (LODR)
Regulations 2015 and Schedule IV of the Act to discuss the matters specified therein.
In line with the amendments to the Companies Act, 2013 and Listing Regulations, the Company had reviewed
the following existing policies which were duly amended by the Board.
• Policy on dealing with Related Parties and materiality of related party transactions
• Code of Conduct for Directors and Senior Management
• Remuneration Policy

27
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

• Whistle Blower Policy

• Criteria for senior management
• Code for Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information (UPSI)
Details of Board members as on 31st March, 2023 and Attendance at Board & General Meetings

Sl. No. Date Board Strength No. of Directors Present

1 30.05.2022 3 3
2 31.05.2022 3 3
3 28.06.2022 4 3
4 13.08.2022 4 3
5 14.11.2022 4 3
6 10.02.2023 4 3
7 31.03.2023 4 3

The Company places before the Board all those details as required under Part A of Schedule II of Sub- Regulation
7 of Regulation 17 of the Listing Regulations. The dates for the board meetings are fixed well in advance after
taking into account the convenience of all the directors and sufficient notice is given to them. Detailed agenda
notes are sent to the directors. All the information required for decision making are incorporated in the agenda.
Those that cannot be included in the agenda are tabled at the meeting. The management appraises the Board
on the overall performance of the company at every board meeting. Legal issues, write-offs, provisions, purchase
and disposal of capital assets are all brought to the notice of the Board. The Board reviews the performance,
approves capital expenditures, sets the strategy that the company should follow and ensures financial stability.
The Board reviews and takes on record the actions taken by the company on all its decisions periodically.
Attendance of each Director at Board Meetings and at the previous Annual General Meeting (AGM)

Sl. No. of Board No. of Board Attendance at

Name
No. Meetings Held Meetings attended the last AGM
1. Mr.Raman Kuppurao 7 7 Yes
2. Mr. K N Narayanan 7 7 Yes
3. Ms. Gunti Sharadha 7 2 No
4. M.Narayanamurthi 7 5 Yes

Changes in the Board during the year

During the year, Mr. Raman Kuppurao (DIN: 02982911), Managing Director of the Company was re-designated
as a Non-Executive Non-Independent Director of the of the Company w.e.f 1st July, 2022. Mr. M. Narayanamurthi
(DIN: 00332455), was appointed as a Managing Director of the Company with effect from 28th June, 2022.

None of the Directors of the Company are related to each other

Board Procedure
The Directors are elected based on their qualifications and experience in varied fields as well as company’s
business needs. The Nomination and Remuneration Committee recommends the appointment of Directors to
the Board. At the time of induction on the Board of the Company, an invitation to join the Board of the Company
is sent and a Directors’ handbook comprising a compendium of the role, powers and duties to be performed by
a Director is given to the new Director. Presentation is also made to the new Director regarding the business and
other details of the Company.

FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS

On their appointment, Independent Directors are familiarized about the Company’s business and operations.
Interactions with senior executives are facilitated to gather insight specific to the Company’s operations. Detailed

28
 Annual Report 2022-2023
presentations are made available to apprise about Company’s history, current business plan and strategies. As part
of the familiarization programme, a handbook is provided to all Directors, including Independent Directors, at the
time of their appointment. The handbook provides a snapshot to the Directors of their duties and responsibilities,
rights, process of appointment and evaluation, compensation, Board and Committee procedures and expectation
of various stakeholders. The details of familiarization programmes as above are also disclosed on the website
of the Company at http://www.premierenergy.in/

KEY BOARD QUALIFICATIONS, EXPERTISE AND ATTRIBUTES

The Company is an energy based company and hence presence of technical expertise in engineering and
technology in the Board to guide the Company in its operations and strategy assumes significance. In addition
the need for experts on the Board in the fields of banking, foreign affairs, management, legal and compliance is
also considered significant for the sustainable growth of the Company. Considering the nature of the business
the Company operates in and its global presence, the Board is required to possess various skills/expertise in the
field of technology, engineering, foreign affairs, finance, banking, legal and compliance and management. The
Directors are nominated to the Board based on their qualification and experience in order to maintain a healthy
balance of diversified experts on the Board.
A chart or a matrix setting out the skills/expertise/competence of the board of directors specifying the list of core
skills/expertise/competencies identified by the board of directors as required in the context of its business(es)
and sector(s) for it to function effectively and those actually available with the board is given below:

Director Financial Expertise Technology Leadership Business Development

Mr. Raman Kuppurao 9 9 9 9
Mr. K N Narayanan 9 9 9 9
Ms. Gunthi Sharadha 9 9 9 9
Mr. M. Narayanamurthi 9 9 9 9
i) In the opinion of the Board, all independent directors fulfill the conditions specified in these regulations and
are independent of the management.
j) There were no instances of Independent Director who resigned before the expiry of his/her tenure during
the year.
k) The Company has proper systems to enable the Board to periodically review compliance reports of all laws
applicable to the Company, as prepared by the Company as well as steps taken by the Company to rectify
instances of non-compliances on a yearly basis.
l) Details of shareholding of Directors as on 31st March 2023
As on 31st March 2023, the company has 4 Directors. None of the directors holds shares in the company.
The Company has not issued any convertible instruments.

3. Board Committees
a. Audit Committee
The role of Audit Committee in brief is to review the financial statements, internal controls, accounting policies
and internal audit reports.
The purpose of the Audit Committee Committee (the “Committee”) is to assist the Board of Directors (the
“Board”) in reviewing the financial information which will be provided to the shareholders and others, reviewing
the systems of internal controls which management and the Board have established, appointing, retaining and
reviewing the performance of statutory auditors and overseeing the Company’s accounting and financial reporting
processes and the audits of the Company’s financial statements.

Composition
Pursuant to Section 177 of the Companies Act, 2013 and Regulation 18 of the Listing Regulations, the Company
has in place an Audit Committee with Mr. K N Narayanan as the Chairman. The Committee consists of two
Independent Directors and one Non-Independent Director. All the members of the Committee have excellent
financial & accounting knowledge. Statutory Auditors are the invitees to the meetings of the Audit Committee.

29
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

The Chairman of the Audit Committee was present at the previous Annual General Meeting of the company held
on 29th September, 2022.

Brief Description of the Terms of Reference

1. Oversight of the Company’s financial reporting process and disclosure of its financial information to ensure
that the financial statement is correct, sufficient and credible;
2. Recommendation for appointment, remuneration and terms of appointment of auditors of the Company;
3. Approval of payment to statutory auditors for any other services rendered by the statutory auditors;
4. Reviewing, with the management, the annual financial statements and auditors’ report thereon before
submission to the Board for approval.
5. Reviewing with the management, the quarterly financial statements before submission to the Board for
approval;
6. Discussion with internal auditors any significant findings and follow up thereon;
7. Reviewing with the management, the statement of uses/ application of funds raised through an issue, the
statement of funds utilized for purposes other than those stated in the offer document/ prospectus/ notice
and the report submitted by the monitoring agency monitoring the utilization of proceeds of a public or rights
issue or preferential issue or Qualified Institutional Placement and making appropriate recommendations to
the Board to take up steps in this matter;
8. Approval or any subsequent modification of transactions of the company with related parties;
9. Scrutiny of inter-corporate loans and investments;
10. Valuation of undertakings or assets of the company, wherever it is necessary including appointment of
Registered Valuers;
11. Evaluation of internal financial controls and risk management systems;
12. Reviewing with the management and monitoring the auditor’s independence and performance and
effectiveness of audit process
13. Reviewing with the management, performance of statutory auditors and internal auditors, adequacy of the
internal control systems & effectiveness of the audit process
14. Reviewing the adequacy of internal audit function, if any, including structure of the internal audit department,
staffing and seniority of the official heading the department, reporting structure coverage and frequency of
internal audit
15. Discussion with internal auditors of any significant findings and follow up thereon
16. Reviewing the findings of any internal investigations by the internal auditors into matters where there is
suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the
matter to the Board
17. Discussion with statutory auditors before the audit commences, about the nature and scope of audit as well
post audit discussion to ascertain any area of concern.
18. To look into the reasons for substantial defaults in the payment to the depositors, debenture holders,
shareholders (in case of non-payment of declared dividends) and creditors;
19. To review the functioning of the whistle blower mechanism.
20. Approval of appointment of chief financial officer after assessing the qualifications, experience and background,
etc. of the candidate;
21. Carrying out any other function as is mentioned in the terms of reference of the audit committee.
22. To review the utilization of loans and/ or advances from/investment in the subsidiary exceeding rupees 100
crore or 10% of the asset size of the subsidiary, whichever is lower including existing loans / advances /
investments
23. Any other functions as per the terms of reference as may be required by law from time to time.

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 Annual Report 2022-2023
Mandatorily review the following:
1) Management discussion and analysis of financial condition and results of operations.
2) Management letters / letters of internal control weaknesses issued by the statutory auditors
3) Internal audit reports relating to internal control weaknesses
4) Appointment, removal and terms of remuneration of the Chief Internal auditor shall be subject to review by
the Audit Committee
5) Review the financial statements, in particular, the investments made by the unlisted subsidiary company.
6) To review functioning of whistle blower mechanism and oversee the vigil mechanism of the Company
7) Recommend the appointment of Chief Financial Officer after assessing the qualifications, experience,
background etc. of candidate
8) Review of compliance with the provisions of Securities and Exchange Board of India (Prohibition of Insider
Trading) Regulations, 2015 at least once in a financial year
9) Verify that the systems for internal control as required under the Securities and Exchange Board of India
(Prohibition of Insider Trading) Regulations, 2015 are adequate and are operating effectively
10) Review the Statement of Deviation if any
Any other functions as per the terms of reference as may be required by law from time to time.
As a good corporate governance practice, the Company has put in place a system for a separate discussion of
the Audit Committee with the statutory auditor without the presence of the management team.

Meetings
The Committee met Five (5) times during the financial year ended 31st March, 2023 viz. on 30th May 2022,
31st May 2022, 13th August 2022, 14th November 2022 & 10th February, 2023 and the time gap between the two
meetings did not exceed 120 days.
The composition of the Audit Committee and particulars of meetings attended by the members of the Committee
are given below:

Name of the Member Chairman / Member No. of Meetings Attended

K N Narayanan Chairman 5
Raman Kuppurao Member 5
Gunti Sharadha Member 2
M Narayanamurthi* Member 3
* Mr. M. Narayanamurthi, Managing Director was inducted as a member with effect from 28.06.2022.

b. Stakeholders Relationship Committee

Pursuant to Section 178 of the Companies Act, 2013 and Regulation 20 of the Listing egulations, the
Company has constituted a Stakeholders Relationship Committee with Mr. K N Narayanan (DIN: 01543391),
Director as the Chairman. The committee consists of two Independent Directors, one Non - Independent Director
and one Executive director.

Brief description of Terms of Reference

1. Formulation of shareholders servicing plans and policies in line with the Company’s Corporate Governance
plans and policies and develop the standards therefor.
2. Monitoring and reviewing the mechanism of share transfers, dematerialisation process, sub-divisions,
consolidations, issue of duplicate certificates etc. and to determine and set standards for processing of the
same.
3. Monitoring and reviewing the mechanism of share transfers, dematerialisation process, sub-divisions,
consolidations, issue of duplicate certificates etc. and to determine and set standards for processing of the
same.

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

4. Determining the standards for resolution of shareholders grievance

5. Resolving the grievances of the security holders of the listed entity
6. Review of measures taken for effective exercise of voting rights by shareholders.
7. Review of adherence to the service standards adopted by the listed entity in respect of various services
being rendered by the RTA.
8. Review of the various measures and initiatives taken by the listed entity for reducing the quantum of
unclaimed dividends and ensuring timely receipt of dividend warrants / annual reports / statutory notices by
the shareholders of the company.
9. To investigate any activity within its terms of reference.

Composition & Meetings

a) One Committee meeting was held on 12th November, 2022 during the financial year 2022-2023.
b) The composition of the Stakeholders Relationship Committee and particulars of meeting attended by the
members of the Committee are given below:

Name of the Member Chairman / Member No. of Meetings attended

K N Narayanan Chairman 1
Raman Kupparao Member 1
Gunti Sharadha Member 0
Narayanamurthi* Member 1
* Mr. M. Narayanamurthi, Managing Director was inducted as a member with effect from 28.06.2022.

c) Details of number of complaints received during the year and Status of Investor Complaints as on 31st March,
2022 and reported to BSE Ltd. Under Regulation 13 of the Listing Regulations are as follows:

Complaints’ as on April 1, 2022 Nil

Received during the year Nil
Resolved during the year NA
Pending as on March 31, 2023 Nil

Cameo Corporate Services Limited is the Company’s Registrar and Share Transfer Agent (RTA). Their contact
details are available in the General Shareholder Information section of the Report.The Company Secretary
Mr.Vedam Ramaligam is the secretary of the Committee and person handling grievance requests.

c. Nomination and Remuneration Committee

Nomination and Remuneration Committee was constituted pursuant to Section 178 of the Companies Act, 2013
and Regulation 19 of the Listing Regulations for identifying the persons who are qualified to become directors
and who may be appointed in senior management in accordance with the criteria laid down, recommend to the
Board their appointment and removal and shall carry out evaluation of every director’s performance.
The Nomination and Remuneration Committee has framed the criteria for determining qualifications, positive
attributes and independence of a director and recommend to the Board a policy, relating to the remuneration for
the directors, key managerial personnel and other employees.

Terms of reference
1. Formulation of the criteria for determining qualifications, positive attributes and independence of a director and
recommend to the board of directors a policy relating to, the remuneration of the directors, key managerial
personnel and other employees;
2. Formulation of criteria for evaluation of performance of independent directors and the board of directors;
3. Devising a policy on diversity of board of directors;

32
 Annual Report 2022-2023
4. Identifying persons who are qualified to become directors and who may be appointed in senior management
in accordance with the criteria laid down, and recommend to the board of directors their appointment and
removal.
5. Whether to extend or continue the term of appointment of the independent director, on the basis of the report
of performance evaluation of independent directors.
6. Recommend to the board, all remuneration, in whatever form, payable to senior management.
7. To decide whether to extend or continue the term of appointment of Independent Director on the basis of
the report of performance evaluation of Independent Directors.

Composition & Meetings

Pursuant to Section 178 of the Companies Act, 2013 and Regulation 19 of the Listing Regulations the Company
has in place an Nomination and Remuneration Committee with Mr. K N Narayanan (DIN: 01543391) as the
Chairman. The Committee consists of two Independent Directors, one Non-Independent Director and one
Executive Director. During the year 1 (ONE) meeting was held on 28th June 2022 The composition of Nomination
and Remuneration Committee and particulars of meeting attended by the members of the Committee are given
below:

Name of the Member Chairman / Member No. of Meetings attended

K.N. Narayanan Chairman 1
Raman Kuppurao Member 1
Gunthi Sharadha Member 0
M.Narayanamurthi Member 1

Criteria for Performance Evaluation

Section 178 of the Companies Act, 2013 read with Clause VII (3 a & b) & Clause VIII of Schedule IV of the
Companies Act, 2013 lays down specific requirements on performance evaluation of Board/ Chairperson/
Independent Directors. As per Part D of Schedule II of Listing Regulations, the Nomination and Remuneration
Committee has to lay down the criteria for the above. The Committee had discussed in detail about the criteria to
be adopted and process/format to be followed for evaluation of performance of Board/Committees and Directors.
Based on the same, the evaluation process was completed for the year.
Parameters adopted as criteria for evaluation were as follows:
i) Attendance
ii) Preparedness for the Meeting
iii) Staying updated on developments
iv) Active participation at the meetings
v) Constructive contribution
vi) Engaging with and challenging the management team without being confrontational or obstructionist
vii) Speaking one’s mind and being objective
viii) Protection of interest of all stakeholders

Performance Evaluation
Pursuant to the Companies Act, 2013 and the Listing Regulations, the Board has carried out the annual
performance evaluation of its own performance, the Directors individually as well as the evaluation of the working
of its Committees. A structured questionnaire was prepared after taking into consideration inputs received from
the Directors, covering various aspects of the Board’s functioning such as adequacy of the composition of the
Board and its Committees, execution and performance of specific duties, obligations and governance.
A separate exercise was carried out to evaluate the performance of individual Directors including Chairman of
the Board, who were evaluated on parameters such as level of engagement and contribution, independence

33
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

of judgment and safe guarding the interest of the Company. The performance evaluation of the Independent
Directors was carried out by the entire Board. The performance evaluation of the Chairman and the Non
Independent Directors was carried out by the Independent Directors. The Directors expressed their satisfaction
with the evaluation process.

Remuneration Policy
The Board through the Nomination and Remuneration Committee adopted a Remuneration policy pursuant to
Section 178 of the Companies Act, 2013. This Remuneration Policy provides the framework for remuneration of
members of the Board of Directors, Key Managerial Personnel and other employees of the Company.
The Company’s total compensation for Key Managerial Personnel/other employees consists of:
• fixed compensation
• variable compensation in the form of annual incentive
• benefits
• work related facilities and perquisites
The remuneration policy applicable to the members of the Board and Key Managerial personnel/ other employees
is available in the Company’s website http://www.premierenergy.in/policies.html

Directors’ Remuneration during the financial year 2022-2023

Remuneration during the year Commission (paid during Business

Directors ended 31st March, 2023 (Salary the year and pertains to Relationship with
& Perks) (Rupees in Lakhs) previous financial year) the Company, if any
M.Narayanamurthi 2.40 - -
Raman Kuppurao - - -
K N Narayanan - - -
Gunthi Sharadha - - -

There was no other pecuniary relationship or transaction of Non Executive Independent Directors vis-à-vis the
Company. The Company does not have any stock option scheme.

Corporate Social Responsibility Committee

In view of the losses incurred by the Company during the three previous financial years, the requirement on
spending or conducting meetings under the Corporate Social Responsibility Policy as per Section 135 of the
Companies Act, 2013 is not applicable to the Company. The Committee was therefore dispensed with at the
Board Meeting held in the previous year.

Meeting of Independent Directors:

The Independent Directors of the Company had met once during the year on 13th November 2022 to review the
performance of non-Independent Directors and the Board as a whole, review the performance of the Chairperson
of the Company and had assessed the quality, quantity and timeliness of flow of information between the company
management and the Board.
The Company had also during the year, conducted familiarization programme for Independent Directors of the
Company. This was done through regular presentation to the Directors and also discussions with management
team. Any fresh induction into the Board of Directors is followed up with detailed briefing on the background of
the Company, industry segments where the Company is present and other business details. The details of the
familiarisation programme are uploaded in the website of the Company. http://www.premierenergy.in/policies.html

Details of Shareholding of Directors as on 31st March, 2023

None of the directors hold shares in the company.

34
 Annual Report 2022-2023
General body Meetings
The location, date and time of General Meetings held during the last 3 years are given below:

Annual General Meeting (AGM):

For the
year ended Venue Day and Date Time
31st March
2022 Video Conference Meeting Thursday, the 29th 11.00 A.M
September 2022
2021 Video Conference Meeting Wednesday, the 10.00 A.M
29th September, 2021
2020 Video Conference Meeting Sunday, the 10.00 A.M
27th December, 2020

Details of Special Resolutions passed during the previous 3 Annual General Meetings:

Date of AGM Whether any Special Resolution was passed Particulars

Appointment of Mr. M. Narayanamurthi
29.09.2022 YES (DIN: 00332455) as a Managing Director
of the Company.
Appointment of Mr. K Raman
29.09.2021 YES (DIN: 02982911) as a Managing Director,
of the Company.
Reappointment of Mr M Narayanamurthi
as MD and Reappointment of
27.12.2020 YES
Mr K N Narayanan as an Independent
Director.

Postal Ballot:
• No special resolution was passed through postal ballot during the last financial year.
• There is no immediate proposal for passing any special resolution through postal ballot.

CODE OF CONDUCT
The Board had laid down a ‘Code of Conduct’, for all the Board members and the Senior Management of the
Company, and the code is posted on the website of the Company.
Annual declaration regarding compliance with the code is obtained from every person covered by the code of
conduct and a certificate to this effect, signed by Mr. M.Narayanamurthi, Managing Director forms part of this
report.

CEO AND CFO CERTIFICATION

In terms of Regulation 17(8) of the Listing Regulations, the Managing Director and Chief Financial Officer have
given the annual certification on financial reporting and internal controls to the Board.
The Managing Director and Chief Financial Officer have also given quarterly certification on financial results,
while placing the financial results before the Board, in terms of Regulation 33 of SEBI (LODR) Regulations, 2015.
Accordingly, they have certified to the Board, inter alia, the accuracy of financial statements and adequacy of
internal controls for the financial reporting purpose, for the year ended March 31, 2023.

35
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

PREVENTION OF INSIDER TRADING

The Company has framed a code of conduct for prevention of insider trading based on SEBI (Insider Trading)
Regulations, 2015 as amended with a view to regulate trading in securities by the Directors and designated
employees of the Company. This code is applicable to all Directors / officers / designated employees. The code
requires pre-clearance for dealing in the Company’s shares and prohibits the purchase or sale of Company shares
by the Directors and the designated employees while in possession of unpublished price sensitive information in
relation to the Company and during the period when the trading window is closed. All the Directors and Senior
Management Personnel have confirmed compliance with the code.
The Board has also formulated a policy containing procedures for conduct of inquiry in case of leakage of UPSI
or suspected leakage of UPSI as a part of the Code. The Board had also reviewed the Company’s Code for
practices and procedures for fair disclosure of unpublished price sensitive information and had also framed a
policy for determination of ‘legitimate purposes’ as a part of this Code. The Company Secretary is responsible
for implementation of the Code. The Company has in place an online system for monitoring the compliance of
the Code by its designated employees.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has adopted the whistle blower mechanism, a mandatory requirement of the Listing Regulations
and the Companies Act, 2013 with the objective to provide employees, customers and vendors, an avenue to
raise concerns, in line with the Company’s commitment to the highest possible standards of ethical, moral and
legal conduct of business, its commitment to open communication and to provide necessary safeguards for
protection of employees from reprisals or victimization of whistle blowing in good faith. The Audit Committee
reviews periodically the functioning of whistle blower mechanism. The policy also lays down the process to be
followed for dealing with complaints and in exceptional cases, also provides for direct appeal to the Chairman
of the Audit Committee. The details of establishment of such mechanism are disclosed by the Company on its
website and in the Board’s Report.
It is hereby affirmed that no person has been denied access to the Audit Committee.
Mr. K N Narayanan, Chairman of the Audit Committee has been appointed as the Ombudsperson for Directors
and Mr. A. Sriram has been appointed as the Ombudsperson for employees, customers and vendors, who will
deal with the complaints received.

DISCLOSURES
Related Party Transactions
All transactions entered into with the Related Parties as defined under the Companies Act, 2013 and the Listing
Regulations during the financial year were in the ordinary course of business and on an arm’s length pricing
basis. There were no materially significant related party transactions with Directors/ promoters/ management,
which had potential conflict with the interests of the Company at large.
Periodical disclosures from Senior Management relating to all material, financial and commercial transactions,
where they had or were deemed to have had personal interests, that might have a potential conflict with
the interest of the Company at large, are placed before the Board. The Company has also formulated a policy
on dealing with the Related Party Transactions and necessary approval of the audit committee and Board of
directors were taken wherever required in accordance with the Policy. The details of such policies for dealing
with Related Parties and the Related Party Transactions are disseminated in the website of the Company at
http://www.premierenergy.in/policies.html
The Company has formulated a policy on determining ‘Material’ Subsidiaries is disseminated in the website of
the company at http://www.premierenergy.in/policies.html
Transactions with the related parties are disclosed in Note No.26 to the financial statements in the Annual Report.

Statutory Compliances, Penalties and Strictures

The trading in the equity shares of the company was suspended in BSE limited vide LIST/COMP/
SCN/533100/112/2018-19 dated 26.01.2018 on account of nonpayment of penalty imposed on the company for

36
 Annual Report 2022-2023
delayed compliance of SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015. Hence the
company’s filing window with BSE was not accessible and could not submit documents on the BSE website with
respect to various stock exchange compliances. However, the Company has now paid the SOP Fine and awaits
relisting by BSE Limited.

Commodity price risk or foreign exchange risks and hedging activities

Exposure of the listed entity to commodity and commodity risks faced by the entity throughout the year:
a. Total exposure of the listed entity to commodities is NIL
b. Exposure of the listed entity to various commodities:

Exposure % of such exposure hedged through commodity

Exposure in in Quantity derivatives
Commodity INR towards terms
Name the particular towards the International
Domestic Market Total
commodity particular Market
commodity OTC Exchange OTC Exchange
NA

c. Commodity risks faced by the listed entity during the year and how they have been managed - Not applicable
since there are no commodity trading.

DISCLOSURE RELATING TO FEE PAID TO STATUTORY AUDITOR

During the year, the Company has made the following payments to M/s. A.N. Jambunathan & Co Chennai,
Statutory Auditors and all entities in the network firm/network entity of which the Statutory Auditor is a part. The
Company has relied on the information furnished by the Statutory Auditors in respect of the firms/entities covered
under network firm/network entity of which the Statutory Auditor is a part.

M/s. A N Jambunathan & Co. Nature of service Amount (Rs. )

Statutory auditors Statutory audit and Limited review 7 Lakhs

Payment in respect of the non-audit services provided by the Statutory Auditors to the Company is made only
with the approval of the Audit Committee as required under Section 144 of the Companies Act, 2013.

PRACTISING COMPANY SECRETARY’S CERTIFICATE ON CORPORATE GOVERNANCE

A certificate from Practising Company Secretary on Corporate Governance is annexed.

PRACTISING COMPANY SECRETARY’S CERTIFICATE ON THE DIRECTOR’S DISQUALIFICATION

A certificate from Practising Company Secretary on the Director’s Disqualification by the Securities and Exchange
Board of India / Ministry of Corporate Affairs or any such statutory authority is annexed as part of this report.
There were no funds raised through preferential allotment or qualified institutional placement as specified under
Regulation 37(2A) during the year.

Compliance with Corporate Governance Norms

The Company has complied with the mandatory requirements of the Code of Corporate Governance as stipulated
in the Listing Regulations. The Company has submitted the compliance reports in the prescribed format to the
stock exchanges for every quarter during the year ended 31st March, 2023. The certificate of compliance with
the conditions of corporate governance as stipulated in Regulation 34(3) of the Listing Regulations forms part of
the Annual Report.
The other non-mandatory requirements of the Listing Regulations to certain extent have been adopted by the
Company.

37
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Means of Communication
The quarterly unaudited financial results and major announcements like notice of Board Meetings; Book Closure
etc. are normally published in daily newspapers. The company’s website address at (www.premierenergy.in) is
regularly updated with financial results.
The website contains basic information about the company, news releases, presentations made to investors and
such other details as are required under the listing regulations. The company ensures periodical updation of
its website. The company has designated the email-id [email protected] to enable the shareholders to
register their grievances.

The Disclosures of the compliance with Corporate Governance requirements specified in regulation 17
to 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 are as follows:

Compliance Status
Regulation Particulars of Regulation
(Yes/No/NA)
17 Board of Directors Yes
18 Audit Committee Yes
19 Nomination and Remuneration Committee Yes
20 Stakeholders Relationship Committee Yes
21 Risk Management Committee NA
22 Vigil Mechanism Yes
23 Related Party Transactions Yes
24 Corporate Governance Requirements with respect to subsidiaries
Yes
of listed entity
25 Obligations with respect to Independent Directors Yes
26 Obligations with respect to Directors and Senior Management
Yes
Personnel
27 Other Corporate Governance Requirements Yes
46 (2) (b) to (i) Disclosures on website Yes

Details of recommendation of any committee of the Board which are not accepted by the Board
The Board of directors accepted all the recommendation(s) of the Committees of the Board during financial year
ended March 31, 2023.

Details of non-compliance by the listed entity, penalties, strictures imposed on the listed entity by stock
exchange(s) or the board or any statutory authority, on any matter related to capital markets, during the
last three years
The trading in the equity shares of the company was suspended in BSE limited vide LIST/COMP/
SCN/533100/112/2018-19 dated 26.01.2018 on account of non-payment of penalty imposed on the company
for delayed compliance of SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015. Hence the
company’s filing window with BSE was not accessible and could not submit documents on the BSE website with
respect to various stock exchange compliances. However the Company has now paid the SOP Fine and awaits
relisting by BSE Limited.

Disclosure of complaints received under Sexual Harassment of Women at Workplace (Prevention,

Prohibition and Redressal) Act, 2013

Particulars FY 2022-23
No. of complaints on sexual harassments received during the year NIL
No. of complaint disposed of during the year NIL
No. of cases pending as on at end of the financial year NIL

38
 Annual Report 2022-2023
Management Discussion and Analysis Report
The Management Discussion and Analysis Report forms part of this Annual Report as a separate section.
General Shareholder Information
A separate section has been annexed to the Annual Report, furnishing various details viz., AGM venue, distribution
of shareholding, means of communication etc., for the general information of the shareholders.

GENERAL SHAREHOLDER INFORMATION

Registered Office:
Ground Floor, Tangy Apartments, 34 DR P V Cherian Road, Off Ethiraj Salai, Egmore, Chennai 600 086.
Corporate Identification Number: L45201TN1988PLC015521

Annual General Meeting:

(i) Date, Day, time and Venue: Friday the 29th September, 2023, 2.00 PM., Pursuant to various circulars
issued by the Ministry of Corporate Affairs the AGM will be convened though Video Conferencing (VC)/
Other Audio Visual Means (OAVM).

(ii) Financial Year: 1st April, 2022 to 31st March, 2023

(iii) Date of Book Closure: 23rd September, 2023 to 29th September, 2023 (both days inclusive)

(iv) Listing
The Company’s shares are listed in BSE Limited
Address: 25th Floor, P. J. Towers, Dalal Street, Fort, Mumbai - 400 001
(v) Stock Code
BSE Limited: 533100
The ISIN of the Company for its shares: INE429K01012
The trading in the equity shares of the Company was suspended in BSE limited. The Company has paid
the SOP Fine and awaits relisting by BSE Limited.
(vi) Market price information
a. The reported high and low closing prices during the year ended 31 March, 2023 on the BSE Ltd, where
your Company’s shares are frequently traded vis-à-vis the Share Index, are given below:

BSE PRICE
High Price Low Price
Month
(Rs.) (Rs.)
Apr-22 No Trade No Trade
May-22 No Trade No Trade
Jun-22 No Trade No Trade
Jul-22 No Trade No Trade
Aug-22 No Trade No Trade
Sep-22 No Trade No Trade
Oct-22 No Trade No Trade
Nov-22 No Trade No Trade
Dec-22 No Trade No Trade
Jan-23 No Trade No Trade
Feb-23 No Trade No Trade
Mar-23 No Trade No Trade

39
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

b. Performance in comparison to broad-based indices such as BSE Sensex, CRISIL index etc.
The Company has been suspended from BSE Limited, hence comparison in Performance from broad-
based indices such as BSE Sensex, CRISIL index etc does not arise.

(vii) Registrars and Share Transfer Agents

The Members are requested to correspond to the Company’s Registrars & Share Transfer Agents –
M/s. Cameo Corporate Services Limited
Subramanian Building, V Floor
No. 1, Club House Road
Chennai 600 002
India
Tel: (91 44) 2846 0390
Fax: (91 44) 2846 0129
Email: [email protected]; [email protected]
Website: www.cameoindia.com
Contact Person: Ms. R Komala, Sr. Manager
SEBI Registration Number: INR000003753

Share Transfer and Investors Service System

A committee constituted for this purpose approves transfers in the physical form on fortnightly basis. The
Board has authorised its directors and executives to approve the transfer/transmission. As per the directions
of SEBI, the company immediately on transfer of shares sends letters to the investors, in the prescribed
format, informing them about the simultaneous transfer and dematerialisation option available for the shares
transferred in their names. The committee also looks into all communications received from the shareholders
and complaints received from the stock exchanges.

(viii) Shareholding as on 31 March, 2023

(a) Distribution of shareholding as on 31 March, 2023

% of total % of total
Category (Amount) No. of holders Total Shares
holders shares
1 - 100 5725 52.70 508571 1.23
101 500 4136 38.07 1104808 2.67
500 - 1000 575 5.29 459903 1.11
1001 - 2000 188 1.73 285208 0.69
2001 - 3000 60 0.55 154482 0.37
3001 - 4000 26 0.24 93037 0.22
4001 - 5000 34 0.31 161453 0.39
5001 - 10000 54 0.50 389481 0.94
10001 & Above 66 0.61 38193117 92.37
Total 10864 100.00 41350060 100.00

40
 Annual Report 2022-2023
(b) Shareholding pattern as on 31st March, 2023

Client Type No of Holders Total Positions % of Holdings

Promoters 3 24562715 32.56
Resident 10764 10971196 26.53
FII 2 200 0.00
NRI 13 104796 0.25
Corporate Body 75 5654653 40.52
Mutual Funds 3 55900 0.14
Trusts 1 200 0.00
Bank 3 400 0.00
TOTAL 10864 41350060 100.00

(c) Capital of the Company

The authorized and paid-up capital of your Company is Rs.44,15,00,000/- and Rs.41,35,00,600/-
respectively.
(ix) Dematerialisation of shares and liquidity

CATEGORY NO.OF HOLDERS TOTAL POSITIONS % OF HOLDINGS

PHYSICAL 9258 4452716 10.77
NSDL 1137 34805658 84.17
CDSL 660 2091686 5.06
TOTAL 11055 41350600 100.00
The Company’s shares can be traded only in dematerialised form as per SEBI notification. The Company
has entered into an Agreement with NSDL and CDSL whereby shareholders have the option to dematerialise
their shares with either of the depositories. Equity shares are traded in BSE.
The Code number (ISIN) allotted by National Securities Depository Limited (NSDL) and Central Depository
Services (India) Limited (CDSL) to the Company is INE-429K01012.

(x) Reconciliation of share capital Audit:

A qualified Practicing Company Secretary, Mr. R. Sridharan of M/s. R. Sridharan & Associates, Company
Secretaries, Chennai, carried out reconciliation of share capital audit every quarter to reconcile the total
admitted capital with National Securities Depository Limited (NSDL) and Central Depository Services (India)
Limited (CDSL) and the total issued capital. The audit confirms that the total issued / paid- up capital is in
agreement with the aggregate total number of shares in physical form and the total number of dematerialized
shares held with NSDL and CDSL.

(xi) Nomination Facility:

The Shareholders may avail themselves of the nomination facility under section 72 of the Companies Act,
2013. The nomination form (Form SH.13) along with instruction, will be provided to the members on request.
In case the members wish to avail of this facility, they are requested to write to the Company’s Registrars,
M/s. Cameo Corporate Services Limited.
Investors are advised to avail this facility especially investors holding securities in single name, to avoid the
process of transmission by law. For investors holding shares held in electronic form, the nomination has to
be conveyed to their Depository participants directly, as per the format prescribed by them.

41
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

(xii) Address for correspondence

Premier Energy & Infrastructure Limited
Ground Floor,
Tangy Apartments,
34 Dr P V Cherian Road,
Off Ethiraj Salai,
Egmore
Chennai-600008
Tel: (91 44) 28270041
Email: [email protected]
Website: www.premierenergy.in

For and on behalf of the Board

M NARAYANAMURTHI
Place : Chennai DIN:00332455
Date : 26.08.2023 Managing Director

42
 Annual Report 2022-2023
DECLARATION ON CODE OF CONDUCT
This is to confirm that the Board has laid down a code of conduct for all Board members and senior management of the
Company. The code of conduct has also been posted on the website of the Company.
It is further confirmed that all the Directors and senior management personnel of the Company have affirmed compliance
with the code of conduct of the Company for the year ended 31st March, 2023 as envisaged in Part D of Schedule V to
the Listing Regulations.

For and on behalf of the Board

M NARAYANAMURTHI
Place : Chennai DIN:00332455
Date : 26.08.2023 Managing Director

ANNEXURE - VIII
COMPLIANCE CERTIFICATE
Pursuant to Regulation 17 (8) read with Schedule II PART (B) of Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015
The Board of Directors
Premier Energy & Infrastructure Limited,
Sirs
We, M Narayanamurthi, Managing Director and Mr. A Sriram, Chief Financial Officer certify that:
A. We have reviewed financial statements and the cash flow statement for the year ended 31st March, 2023 and that to
the best of our knowledge and belief:
(1) these statements do not contain any materially untrue statement or omit any material fact or contain statements
that might be misleading;
(2) these statements together present a true and fair view of the listed entity’s affairs and are in compliance with
existing accounting standards, applicable laws and regulations.
B. There are, to the best of our knowledge and belief, no transactions entered into by the listed entity during the year
which are fraudulent, illegal or violating of the listed entity’s code of conduct.
C. We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have
evaluated the effectiveness of internal control systems of the listed entity pertaining to financial reporting and we have
disclosed to the auditors and the audit committee, deficiencies in the design or operation of such internal controls, if
any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.
D. There has not been any
(1) significant changes in internal control over financial reporting during the year ended 31st March, 2023;
(2) significant changes in accounting policies during the year and that the same have been disclosed in the notes to
the financial statements; and
(3) instances of significant fraud of which we have become aware and the involvement therein, if any, of the management
or an employee having a significant role in the listed entity’s internal control system over financial reporting.

Chennai M Narayanamurthi A Sriram

26th August, 2023 Managing Director Chief Financial Officer

43
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

CORPORATE GOVERNANCE CERTIFICATE

To, Independent Directors on the Board as required
under Section 149(4) of the Act and Regulation
The Members
17(1)(b) of SEBI (Listing Obligations and Disclosure
PREMIER ENERGY AND INFRASTRUCTURE LIMITED
Requirements) Regulations, 2015 has not been met.
Tangy Apartments, “A” Block,
However it is presumed that the Company did not
New No.6/1, Old No. 34/1.
have eligible independent director/s as none of the
Dr. P V Cherian Cresent Road,
appointed independent directors have appeared for
Egmore, Chennai-600 008.
the online proficiency self-assessment test conducted
by the Indian Institute of Corporate Affairs.
We have examined all the relevant records of
iv. The Company has not complied with the provisions
Premier Energy and Infrastructure Limited, (CIN:
of regulation 17 as required under the SEBI (LODR)
L45201TN1988PLC015521) having its Registered Office
Regulations, 2015 regarding composition of Board
at Tangy Apartments, “A” Block, New No.6/1, Old No. 34/1.
which includes the Board having an eligible Woman
Dr. P V Cherian Cresent Road, Egmore, Chennai-600008
Independent Director.
for the purpose of certifying compliance of the conditions
of Corporate Governance under Regulation 17 to 27 and v. The Company, on failure to appoint eligible/appropriate
clauses (b) to (i) of Regulation 46(2) and para C, D and E of Independent Directors on the board(as mentioned
Schedule V to the SEBI (Listing Obligations and Disclosure above in point iii), did not have proper composition of
Requirements) Regulations, 2015 read with Regulation committees namely;
34(3) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 for the financial year • Audit Committee as prescribed under the
ended March 31 2023, except to the extent as mentioned Section 177(2) of the Companies Act, 2013 and
below with regard to SEBI (Listing Obligations and Regulation 18(1)(a), (b) and (d) of SEBI LODR.
Disclosure Requirements) Regulations, 2015 (SEBI LODR): • Nomination and Remuneration Committee as
i. The trading in the equity shares of the Company prescribed under the Section 178(1) of the
was suspended in BSE Limited vide LIST/COMP/ Companies Act, 2013 and Regulation 19(1)(a)
SCN/533100/112/2018-19 dated 26.04.2018 on and 19(2) of SEBI LODR.
account of non-payment of penalty imposed on • Stakeholder Relationship Committee as prescribed
the company for delayed compliance of SEBI under Section 178(5) of the Companies Act, 2013
(Listing Obligations and Disclosure Requirements) and Regulation 20(1) and 20(2) of SEBI LODR.
Regulations, 2015.We were not able to verify the
documents in respect of various Stock Exchange vi. The Company has not made any disclosure of
Compliances and the Company did not submit the Related Party Transactions and not complied with the
same on the BSE website. However as per the provisions of regulation 23 as required under the SEBI
information provided by the Company, it may be noted (LODR) Regulations, 2015 on account of its trading
that, as on 31st December 2022 the entire SOP fine suspension on BSE website.
has been paid in full and company has recieved the
vii. The Company has not carried out the performance
order dated August 11, 2023 to set aside the delisting
evaluation of the directors Regulation 17 (10) of SEBI
order from Securities Appellate Tribunal.
(Listing Obligations & Disclosure Requirements)
ii. The company has not submitted Annual Secretarial Regulations, 2015.
Compliance Report since March 31 2020 on account
viii. The Company has not met with the quorum for the
of its trading suspension on BSE website.
meetings as it did not have “eligible/appropriate”
iii. The independent directors have not disclosed their independent directors on the board/committees.
registration under the Databank as required under
ix. The Company has not submited quarterly compliance
Indian Institute of Corporate Affairs. Hence the
reports on corporate governance as required under
appointed independent directors does not come
regulation 27 of SEBI LODR on account of its trading
under the eligiblity criteria for Independent Directors.
suspension on BSE website
Since there is an ambiquity in the eligiblity criteria
of Independent Directors, the requisite number of

44
 Annual Report 2022-2023
We have obtained all the information and explanations, made by the Directors and the Management, we certify
which to the best of our knowledge and belief were that the Company has generally complied regarding the
necessary for the purpose of certification. conditions of Corporate Governance as stipulated under
the SEBI (Listing Obligations and Disclosure Requirements)
The compliance of the conditions of Corporate Governance
Regulations, 2015 except to the extent as stated above for
is the responsibility of the management. Our examination
the financial year ended March 31 2023.
was limited to the procedures and implementation thereof,
adopted by the Company for ensuring the compliance of
the conditions of Corporate Governance. This Certificate For SRINIDHI SRIDHARAN & ASSOCIATES
is neither an assurance as to the future viability of the COMPANY SECRETARIES
Company nor of the efficiency or effectiveness with which
CS SRINIDHI SRIDHARAN
the management has conducted the affairs of the Company.
CP No. 17990
It is neither an audit nor an expression of opinion on the
FCS No. 12510
financial statements of the Company.
PR No. 655/2020
In our opinion and to the best of our information and according Place : Chennai UIN : S2017TN472300
to the explanations given to us and the representations Date : 26th August, 2023 UDIN: F012510E000873348

45
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

INDEPENDENT AUDITOR’S REPORT

TO THE MEMBERS OF
PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Report on the Audit of the Standalone Financial Material Uncertainty Related to Going Concern
Statements
We draw attention to note no. 32 of the standalone
Qualified Opinion financial results, which indicates that the company’s has
accumulated losses and no active business operations in
We have audited the accompanying standalone financial
the recent past. These conditions indicate that a material
statements of Premier Energy & Infrastructure Limited (‘the
uncertainty exists that may cast a significant doubt on the
Company’), which comprise the Balance sheet as at 31st
company’s ability as going concern.
March 2023, the Statement of Profit and Loss (including
Other Comprehensive Income), the Statement of Changes However, the Ind AS financial statements of the Company
in Equity, the Statement of Cash Flows ended on that have been prepared on a going concern basis for the
date, and notes to the standalone financial statements, reasons stated in the said note.
including a summary of significant accounting policies and
We conducted our audit of the standalone financial
other explanatory information (hereinafter referred to as the
statements in accordance with the Standards on Auditing
“standalone financial statements”).
(‘SAs’) specified under section 143(10) of the Act. Our
In our opinion and to the best of our information and responsibilities under those standards are further described
according to the explanations given to us, except for the in the Auditor’s Responsibilities for the Audit of the
effects of the matters described in the ‘Basis for Qualified Statement section of our report. We are independent of the
Opinion’ section of our report, the aforesaid standalone Company in accordance with the Code of Ethics issued by
financial statements give the information required by the the Institute of Chartered Accountants of India (‘the ICAI’)
Companies Act, 2013 (the “Act”) in the manner so required; together with the ethical requirements that are relevant to
and give a true and fair view in conformity with the Indian our audit of the financial statements under the provisions
Accounting Standards prescribed under section 133 of the of the Act and the rules thereunder, and we have fulfilled
Act read with the Companies (Indian Accounting Standards) our other ethical responsibilities in accordance with these
Rules, 2015, as amended, (“Ind AS”) and other accounting requirements and the ICAI’s Code of Ethics. We believe
principles generally accepted in India, of the state of affairs that the audit evidence obtained by us, is sufficient and
of the Company as at March 31, 2023, and its loss, total appropriate to provide a basis for our qualified opinion on
comprehensive income, changes in equity and its cash the standalone financial statements.
flows for the year ended on that date.
Key Audit Matters
Basis for Qualified Opinion
Key audit matters are those matters that, in our professional
(i) The company has not complied with the Acts under judgment, were of most significance in our audit of the
Section 138, Section 203, Section 149(1), 149(6), standalone financial statements for the financial year ended
Section 135 of Companies Act, 2013 and Regulation 31st March 2023. These matters were addressed in the
24(1) of SEBI Regulations, 2015. The penal charges context of our audit of standalone financial statements as
and fines in view of the same are unascertainable at a whole, and in forming our opinion thereon, and we do
this point of time. not provide a separate opinion on these matters. Except
for the matters described in the Basis for Qualified Opinion
(ii) The Company had a unconfirmed/un-reconciled
section, Material Uncertainty Related to Going Concern and
balances of outstanding trade payables of Rs.
Emphasis of matter section, we have determined that there
1,10,53,197 out of which trade payables of Rs.
are no other key audit matters to communicate in our report
96,86,404 are over 48 months, the provisioning/
write off of such bad debts and write back of liabilities
could not be ascertained. Due to unavailability of Information other than the Financial Statements and
sufficient appropriate audit evidence to corroborate Auditor’s Report thereon
management’s assessment of recoverability of the
The Company’s Board of Directors is responsible for the
above said amounts and as these are outstanding for
other information. The other information comprises the
more than 48 months, we are unable to comment on
information included in the Management Discussion and
the recoverability of the same.
Analysis, Board’s Report including Annexures to Board’s

46
 Annual Report 2022-2023
Report, Business Responsibility Report, Corporate adequate internal financial controls, that were operating
Governance and Shareholder’s Information, but does not effectively for ensuring the accuracy and completeness
include the consolidated financial statements, standalone of the accounting records, relevant to the preparation and
financial statements and our auditor’s report thereon. presentation of the financial statement that give a true and
fair view and are free from material misstatement, whether
Our opinion on the financial statements does not cover
due to fraud or error.
the other information and we do not express any form of
assurance conclusion thereon. In preparing the financial statements, management is
responsible for assessing the Company’s ability to continue
In connection with our audit of the financial statements, our
as a going concern, disclosing, as applicable, matters
responsibility is to read the other information and, in doing
related to going concern and using the going concern basis
so, consider whether the other information is materially
of accounting unless management either intends to liquidate
inconsistent with the standalone financial statements or
the Company or to cease operations, or has no realistic
our knowledge obtained during the course of our audit or
alternative but to do so.
otherwise appears to be materially misstated. If, based on
the work we have performed, we conclude that there is The board of directors are also responsible for overseeing
a material misstatement of this other information, we are the Company’s financial reporting process.
required to report that fact. We have nothing to report in
this regard.
Auditor’s Responsibilities for the Audit of the
standalone financial Statement
Emphasis of Matter
Our objectives are to obtain reasonable assurance about
We draw attention to: whether the Statement as a whole is free from material
misstatement, whether due to fraud or error, and to issue
a) Note 33 in the Notes to the Standalone Ind AS financial
an auditor’s report that includes our opinion. Reasonable
statements regarding the delisting of Company’s shares
assurance is a high level of assurance but is not a guarantee
by the Bombay Stock Exchange
that an audit conducted in accordance with Standards on
b) The Company has written back payables and Interest Auditing, specified under section 143(10) of the Act, will
on loan as stated in Note 20.1 to the Standalone always detect a material misstatement when it exists.
Ind AS financial statements. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they
Our opinion is not modified in respect of the above matters. could reasonably be expected to influence the economic
decisions of users taken on the basis of these standalone
Responsibilities of Management and Those Charged financial statements.
with Governance for the Standalone Financial
As part of an audit in accordance with the Standards on
Statements
Auditing, we exercise professional judgment and maintain
The Company’s board of directors is responsible for the professional skepticism throughout the audit. We also:
matters stated in section 134 (5) of the Act with respect to
• Identify and assess the risks of material misstatement
the preparation of these financial statements that give a true
of the standalone financial statements, whether due
and fair view of the financial position, financial performance
to fraud or error, design and perform audit procedures
including other comprehensive income, cash flows and
responsive to those risks, and obtain audit evidence
changes in equity of the Company in accordance with the
that is sufficient and appropriate to provide a basis
Indian Accounting Standards (Ind AS) prescribed under
for our opinion. The risk of not detecting a material
section 133 of the Act read with the Companies (Indian
misstatement resulting from fraud is higher than for
Accounting Standards) Rules, 2015 and Companies (Indian
one resulting from error, as fraud may involve collusion,
Accounting Standards) Rules, 2016, as amended from
forgery, intentional omissions, misrepresentations, or
time to time, and other accounting principles generally
the override of internal control.
accepted in India.
• Obtain an understanding of internal control relevant to
This responsibility also includes maintenance of adequate
the audit in order to design audit procedures that are
accounting records in accordance with the provisions of
appropriate in the circumstances. Under Section 143(3)
the Act for safeguarding of the assets of the Company and
(i) of the Act, we are also responsible for expressing
for preventing and detecting frauds and other irregularities;
our opinion on whether the Company has in place
selection and application of appropriate accounting policies;
adequate internal financial controls with reference to
making judgments and estimates that are reasonable and
financial statements and the operating effectiveness
prudent; and design, implementation and maintenance of
of such controls.

47
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

• Evaluate the appropriateness of accounting policies Report on Other Legal and Regulatory Requirements
used and the reasonableness of accounting estimates
As required by the Companies (Auditor’s Report) Order,
and related disclosures made by the management.
2020 (“the Order”), issued by the Central Government
• Conclude on the appropriateness of the management’s of India in terms of sub-section (11) of section 143 of the
use of the going concern basis of accounting and, based Companies Act, 2013, we give in the “Annexure A”, a
on the audit evidence obtained, whether a material statement on the matters specified in paragraphs 3 and 4
uncertainty exists related to events or conditions that of the Order, to the extent applicable.
may cast significant doubt on the Company’s ability
Further to our comments in Annexure A, as required by
to continue as a going concern. If we conclude that
Section 143(3) of the Act, we report that:
a material uncertainty exists, we are required to draw
attention in our auditor’s report to the related disclosures (a) We have sought and except for the possible effect
in the standalone financial statements or, if such of the matter described in the Basis for Qualified
disclosures are inadequate, to modify our opinion. Our opinion section above, obtained all the information and
conclusions are based on the audit evidence obtained explanations which to the best of our knowledge and
up to the date of our auditor’s report. However, future belief were necessary for the purposes of our audit.
events or conditions may cause the Company to cease
to continue as a going concern. (b) Except for the effects of the matter described in the
Basis of Qualified Opinion section above, in our opinion,
• Evaluate the overall presentation, structure and content proper books of account as required by law have been
of the Statement, including the disclosures, and whether kept by the Company so far as it appears from our
the Statement represents the underlying transactions examination of those books.
and events in a manner that achieves fair presentation.
(c) The Balance Sheet, the Statement of Profit and Loss
Materiality is the magnitude of misstatements in the (including other comprehensive income), the Cash Flow
standalone financial statements that, individually or in Statement and the statement of Changes in Equity dealt
aggregate, makes it probable that the economic decisions with by this Report are in agreement with the books of
of a reasonably knowledgeable user of the standalone account.
financial statements may be influenced. We consider
quantitative materiality and qualitative factors in (i) planning (d) Except for the effects of the matter described in the
the scope of our audit work and in evaluating the results Basis of Qualified Opinion section above, In our opinion,
of our work; and (ii) to evaluate the effect of any identified the aforesaid standalone financial statements comply
misstatements in the standalone financial statements with the Ind AS specified under Section 133 of the Act,
read with Rule 7 of the Companies (Accounts) Rules,
We communicate with those charged with governance 2014.
regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including (e) On the basis of the written representations received
any significant deficiencies in internal control that we identify from the directors as on 31st March, 2023 taken on
during our audit. record by the Board of Directors, none of the directors
is disqualified as on 31st March, 2023 from being
We also provide those charged with governance with a appointed as a director in terms of Section 164 (2) of
statement that we have complied with relevant ethical the Act.
requirements regarding independence, and to communicate
with them all relationships and other matters that may (f) With respect to the adequacy of the internal financial
reasonably be thought to bear on our independence, and controls over financial reporting of the Company and
where applicable, related safeguards. From the matters the operating effectiveness of such controls, refer to
communicated with those charged with governance, we our separate Report in “Annexure B”, which contains a
determine those matters that were of most significance qualified opinion.
in the audit of the standalone financial statements of the (g) With respect to the other matters to be included in the
current period and are therefore the Emphasis of matter. We Auditor’s Report in accordance with Rule 11 of the
describe these matters in our auditor’s report unless law or Companies (Audit and Auditors) Rules, 2014, in our
regulation precludes public disclosure about the matter or opinion and to the best of our information and according
when, in extremely rare circumstances, we determine that to the explanations given to us:
a matter should not be communicated in our report because
the adverse consequences of doing so would reasonably i. The Company has disclosed the impact of pending
be expected to outweigh the public interest benefits of such litigations on its standalone financial position in the
communication. standalone Ind AS financial statements - Refer
Note No. 27 to the standalone Ind AS financial
statements

48
 Annual Report 2022-2023
ii. The Company did not have any long-term contracts persons or entities identified in any manner
including derivative contracts for which there were whatsoever by or on behalf of the Funding
any material foreseeable losses. Party (“Ultimate Beneficiaries”) or provide any
guarantee, security or the like on behalf of the
iii. There has been no delay in transferring amounts,
Ultimate Beneficiaries; and
required to be transferred, to the Investor Education
and Protection Fund by the Company. (c) Based on such audit procedures that have
been considered reasonable and appropriate
iv. (a) The management has represented that,
in the circumstances, nothing has come to our
to the best of it’s knowledge and belief,
notice that has caused us to believe that the
other than as disclosed in the notes to the
representations under sub-clause (i) and (ii)
accounts, no funds have been advanced or
of Rule 11(e), as provided under (a) and (b)
loaned or invested (either from borrowed
above, contain any material mis-statement.
funds or share premium or any other sources
or kind of funds) by the company to or in v. No dividend have been declared or paid during the
any other person(s) or entity(ies), including year by the company.
foreign entities (“Intermediaries”), with the
(h) With respect to the matter to be included in the Auditor’s
understanding, whether recorded in writing
Report under section 197(16), In our opinion and
or otherwise, that the Intermediary shall,
according to the information and explanations given
whether, directly or indirectly lend or invest
to us, the remuneration paid by the Company to its
in other persons or entities identified in any
directors during the current year is in accordance with
manner whatsoever by or on behalf of the
the provisions of section 197 of the Act. The Ministry of
company (“Ultimate Beneficiaries”) or provide
Corporate Affairs has not prescribed other details under
any guarantee, security or the like on behalf of
section 197(16) which are required to be commented
the Ultimate Beneficiaries;
upon byus.
(b) The management has represented, that, to
the best of it’s knowledge and belief, other
For A N Jambunathan & Co
than as disclosed in the notes to the accounts,
Chartered Accountants
no funds have been received by the company
Firm Registration N0. 001250S
from any person(s) or entity(ies), including
foreign entities (“Funding Parties”), with the R Ramakrishnan
understanding, whether recorded in writing or Place: Chennai Partner
otherwise, that the company shall, whether, Date: May 30, 2023 M.No. 205489
directly or indirectly, lend or invest in other UDIN: 23205489BGURAA9381

49
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

ANNEXURE “A” TO THE INDEPENDENT AUDITORS’ REPORT

The annexure referred to in paragraph 1 under ‘Report on Other Legal and Regulatory Requirements’ of our report of even
date to the members of Premier Energy and Infrastructure Limited on the standalone Ind AS financial statements for the
year ended 31st March 2023, we report that:
i. a. A. The Company has maintained proper records showing full particulars, including quantitative details and
situation of Property, Plant and Equipment.
B. The Company does not have any intangible assets. Accordingly, clause 3(i)(a)(B) of the Order is not
applicable to the Company.
b. According to the information and explanations given to us and on the basis of our examination of the records
of the Company, the Property, Plant and Equipment have been physically verified by the management at
reasonable intervals; no material discrepancies were noticed on such verification.
c. According to the information and explanations given to us and on the basis of our examination of the records of
the Company, the title deeds of all the immovable properties (other than properties where the company is the
lessee and the lease agreements are duly executed in favour of the lessee) disclosed in the financial statements
are held in the name of the company, except the following;

Whether promoter, Period held Reason for

Gross
Description of Held in director or their - indicate not being held
carrying
Property name of relative or range, where in name of
value
employee appropriate company
Land situated at 1.63 P L Finance NO Since 2007-08 Agreement
Door No 62 & crores and of Sale is
63, Luz Church Investment available, but not
Road, Mylapore, Limited registered.
Chennai 600 004

d. According to the information and explanations given to us and on the basis of our examination of the records
of the Company, the company has not revalued its Property, Plant and Equipment (including Right of Use
assets) or intangible assets during the year. Accordingly, the reporting under Clause 3(i)(d) of the Order is not
applicable to the Company.
e. According to the information and explanations given to us and on the basis of our examination of the records
of the Company, there are no proceedings have been initiated or are pending against the company for holding
any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made
thereunder.
ii. a. The management has conducted physical verification of inventory which primarily comprise properties for sale at
reasonable intervals. In our opinion, the frequency of verification is reasonable. No discrepancy of 10% or more
in the aggregate for each class of inventory were noticed on physical verification of stocks by the management
as compared to book records.
b. According to the information and explanations given to us and on the basis of our examination of the records
of the Company, the company has not been sanctioned during any point of time of the year, working capital
limits in excess of five crore rupees, in aggregate, from banks or financial institutions on the basis of security
of current assets and hence reporting under clause 3(ii)(b) of the Order is not applicable.
iii. According to the information and explanations given to us and on the basis of our examination of the records of the
company, the company has not made investments in, nor provided any guarantee or security or granted any loans
or advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or any
other parties during the year. Accordingly, provisions of clause 3(iii)(a), 3(iii)(b), 3(iii)(c), 3(iii)(d), 3(iii)(e) and 3(iii)(f)
of the Order are not applicable to the Company.
iv. In our opinion and according to information and explanation given to us, the company has not granted any loans or
provided any guarantees or given any security or made any investments to which the provision of section 185 and
186 of the Companies Act, 2013. Accordingly, paragraph 3 (iv) of the order is not applicable.

50
 Annual Report 2022-2023
v. According to information and explanations given to us, the Company has not accepted any deposits from the public
and hence the directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any other
relevant provisions of the Act and the Companies (Acceptance of Deposit) Rules, 2015 with regard to the deposits
accepted from the public are not applicable. Accordingly, clause 3(v) of the Order is not applicable.
vi. In our opinion and according to the information given to us, the requirement for maintenance of cost records pursuant
to the Companies (Cost Records and Audit) Rules, 2014 specified by the Central Government of India under section
148 of the Companies Act, 2013 are not applicable to the company for the year under audit.
vii. a. According to the records of the company and based on the information and explanations given to us, the
company is not regular in depositing undisputed statutory dues of service tax, income tax, professional tax with
the appropriate authorities. Further, as explained to us, undisputed statutory dues of Service Tax Rs.2,43,73,924
(for which the company has opted for the Sabka Vishwas Scheme under the service tax laws), Professional Tax
of Rs. 94,342 and Income Tax of Rs 5,91,41,255 which were in arrears as at 31st March, 2023 for a period of
more than 6 months from the date they become payable.
b. According to the information and explanations given to us, there were no amounts that have not been deposited
on account of dispute with any statutory authorities except the following;
Name of the Nature of Amount Period to which Forum where Amount paid
Statute Dues (Rs) the amount relates dispute is pending under Protest
Income Tax AY 2015-16 5,21,11,390 2014-15 CIT Appeals -1 Nil
(FY 2014-15) Chennai
Income Tax AY 2017-18 2,13,19,300 2014-15 CIT Appeals -1 Nil
(FY 2016-17) Chennai

viii. According to the information and explanations given to us and on the basis of our examination of the records of the
company, the Company has not surrendered or disclosed any transactions, previously unrecorded as income in the
books of account, in the tax assessments under the Income Tax Act, 1961 as income during the year.
ix. a. According to the information and explanations given to us and based on the audit procedures, there were
instances of default in repayment of dues to banks and financial institutions which are as follows:

Small Industries Development Bank of India

Amount in Rs. Due Date Date of Payment Amount in Rs. Due Date Date of Payment
7,56,000 10.12.16 Not Paid 8,33,000 10.08.19 Not Paid
8,33,000 10.01.17 Not Paid 8,33,000 10.09.19 Not Paid
8,33,000 10.02.17 Not Paid 8,33,000 10.10.19 Not Paid
8,33,000 10.03.17 Not Paid 8,33,000 10.11.19 Not Paid
8,33,000 10.04.17 Not Paid 8,33,000 10.12.19 Not Paid
8,33,000 10.05.17 Not Paid 8,33,000 10.01.20 Not Paid
8,33,000 10.06.17 Not Paid 8,33,000 10.02.20 Not Paid
8,33,000 10.07.17 Not Paid 8,33,000 10.03.20 Not Paid
8,33,000 10.08.17 Not Paid 8,33,000 10.04.21 Not Paid
8,33,000 10.08.17 Not Paid 8,33,000 10.05.21 Not Paid
8,33,000 10.09.17 Not Paid 8,33,000 10.06.21 Not Paid
8,33,000 10.10.17 Not Paid 8,33,000 10.07.21 Not Paid
8,33,000 10.11.17 Not Paid 8,33,000 10.08.21 Not Paid
8,33,000 10.12.17 Not Paid 8,33,000 10.09.21 Not Paid
8,33,000 10.01.18 Not Paid 8,33,000 10.10.21 Not Paid
8,33,000 10.02.18 Not Paid 8,33,000 10.11.21 Not Paid

51
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Small Industries Development Bank of India

Amount in Rs. Due Date Date of Payment Amount in Rs. Due Date Date of Payment
8,33,000 10.03.18 Not Paid 8,33,000 10.12.21 Not Paid
8,33,000 10.04.18 Not Paid 8,33,000 10.01.22 Not Paid
8,33,000 10.05.18 Not Paid 8,33,000 10.02.22 Not Paid
8,33,000 10.06.18 Not Paid 8,33,000 10.03.22 Not Paid
8,33,000 10.07.18 Not Paid 8,33,000 10.04.22 Not Paid
8,33,000 10.08.18 Not Paid 8,33,000 10.05.22 Not Paid
8,33,000 10.09.18 Not Paid 8,33,000 10.06.22 Not Paid
8,33,000 10.10.18 Not Paid 8,33,000 10.07.22 Not Paid
8,33,000 10.11.18 Not Paid 8,33,000 10.08.22 Not Paid
8,33,000 10.12.18 Not Paid 8,33,000 10.09.22 Not Paid
8,33,000 10.01.19 Not Paid 8,33,000 10.10.22 Not Paid
8,33,000 10.02.19 Not Paid 8,33,000 10.11.22 Not Paid
8,33,000 10.03.19 Not Paid 8,33,000 10.12.22 Not Paid
8,33,000 10.04.19 Not Paid 8,33,000 10.01.23 Not Paid
8,33,000 10.05.19 Not Paid 8,33,000 10.02.23 Not Paid
8,33,000 10.06.19 Not Paid 8,33,000 10.03.3 Not Paid
8,33,000 10.07.19 Not Paid

However the company has settled above liability along with outstanding interest of Rs.4,48,68,521/- through
OTS in February 2023.
b. According to the information and explanations given to us and on the basis of our examination of the records
of the company, the company had been declared as a wilful defaulter by Small Industries Development Bank
of India. However, the company has entered into a one time settlement with the lender as stated in Note
No. 12.1 to the standalone Ind AS financial statements.
c. According to the information and explanations given to us by the management, the Company has not obtained
any term loans during the year. Accordingly, clause 3(ix)(c) of the Order is not applicable.
d. According to the information and explanations given to us and on an overall examination of the balance sheet
of the Company, we report that no funds raised on short term basis have been used for long term purposes by
the company.
e. In our opinion and according to the information and explanations given by the management, the company
has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries,
associates or joint ventures. Accordingly, clause 3(ix)(e) is not applicable.
f. In our opinion and according to the information and explanations given by the management, the company has
not raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures or associate
companies. Accordingly, clause 3(ix)(f) is not applicable.
x. a. The company has not raised any money by way of initial public offer or further public offer (including debt
instruments) during the year. Accordingly, clause 3(x)(a) of the Order is not applicable.
b. According to the information and explanations given to us and on the basis of our examination of the records of
the Company, the company has not made any preferential allotment or private placement of shares or convertible
debentures (fully, partially or optionally convertible) during the year. Accordingly, clause 3(x)(b) of the Order is
not applicable.
xi. a. According to the information and explanations given to us, no material fraud by the Company or on the Company
by its officers or employees has been noticed or reported during the course of our audit.
52
 Annual Report 2022-2023
b. According to the information and explanations given to us, no report under sub-section (12) of section 143 of
the Companies Act has been filed by the auditors in Form ADT-4 as prescribed under rule 13 of Companies
(Audit and Auditors) Rules, 2014 with the Central Government.
c. According to the information and explanations given to us by the management, no whistle-blower complaints
had been received by the company.
xii. In our opinion and according to the information and explanations given to us, the Company is not a Nidhi Company.
Therefore, the provisions of paragraph 4 (xii) of the Order are not applicable to the Company.
xiii. According to the information and explanations given to us, all transactions with the related parties are in compliance
with section 177 and 188 of the Act and the details have been disclosed in the Financial Statements as required by
the applicable Indian accounting standards.
xiv. a. Based on information and explanations provided to us and our audit procedures, the company does not have
an internal audit system commensurate with the size and nature of its business.
b. Based on information and explanations provided to us, no internal audit had been conducted of the company.
Accordingly, clause 3(xiv)(a), of the Order is not applicable.
xv. According to the information and explanations given to us by the management, the company has not entered into
any non-cash transactions with directors or persons connected with him, hence, provisions of Section 192 of the
Companies Act, 2013 are not applicable to the Company and Accordingly, paragraph 3(xv) of the order is not
applicable to the company.
xvi. a. In our opinion, the company is not required to be registered under section 45 IA of the Reserve Bank of India
Act, 1934 (2 of 1934). Accordingly, clause 3(xvi)(a) of the Order is not applicable.
b. In our Opinion and based on our examination, the Company has not conducted any Non-Banking Financial or
Housing Finance activities without a valid Certificate of Registration (CoR) from the Reserve Bank of India as
per the Reserve Bank of India Act, 1934. Accordingly, clause 3(xvi)(b) of the Order is not applicable.
c. In our Opinion and based on our examination, the Company is not a Core Investment Company (CIC) as
defined in the regulations made by the Reserve Bank of India. Accordingly, clause 3(xvi)(c) of the Order is not
applicable.
d. According to the information and explanations given by the management, the Group does not have not more
than one CIC as part of the Group.
xvii. Based on our examination, the company has incurred cash losses in the financial year and in the immediately
preceding financial year. Amount of cash loss during current financial year is Rs. x,xx,xx,xxx and in the immediately
preceding financial year is Rs. 5,68,23,940.
xviii. There has been no resignation of the statutory auditors during the year. Accordingly, clause 3(xviii) of the Order is
not applicable.
xix. According to the information and explanations given to us and on the basis of the financial ratios, ageing and
expected dates of realisation of financial assets and payment of financial liabilities, our knowledge of the Board of
Directors and management plans and based on our examination of the evidence supporting the assumptions, we are
of the opinion that a material uncertainty exists related to going concern as stated in the Basis for Qualified Opinion
paragraph of our report.
xx. Based on our examination, the provision of section 135 are not applicable on the company. Accordingly, clauses
3(xx)(a) and 3(xx)(b) of the Order are not applicable.
xxi. There have been no qualifications or adverse remarks by the respective auditors in the Companies (Auditor’s Report)
Order (CARO) reports of the companies included in the consolidated financial statements

For A N Jambunathan & Co

Chartered Accountants
Firm Registration N0. 001250S
R Ramakrishnan
Place: Chennai Partner
Date: May 30, 2023 M.No. 205489
UDIN: 23205489BGURAA9381
53
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

ANNEXURE “B” TO THE INDEPENDENT AUDITOR’S REPORT

The annexure referred to in paragraph 1(f) under ‘Report Our audit involves performing procedures to obtain audit
on Other Legal and Regulatory Requirements’ of our evidence about the adequacy of the internal financial
report of even date to the members of Premier Energy and controls system over financial reporting and their operating
Infrastructure Limited on the standalone Ind AS financial effectiveness. Our audit of internal financial controls over
statements for the year ended 31st March, 2023. financial reporting included obtaining an understanding of
internal financial controls over financial reporting, assessing
the risk that a material weakness exists, and testing and
Report on the Internal Financial Controls Over
evaluating the design and operating effectiveness of
Financial Reporting under Clause (i) of Sub-section 3
internal control based on the assessed risk. The procedures
of Section143 of the Companies Act, 2013 (“the Act”)
selected depend on the auditor’s judgement, including the
We have audited the internal financial controls over financial assessment of the risks of material misstatement of the
reporting of PREMIER ENERGY & INFRASTRUCTURE financial statements, whether due to fraud or error.
LIMITED (the “Company”) as of March 31, 2023 in
We believe that the audit evidence we have obtained
conjunction with our audit of the standalone financial
is sufficient and appropriate to provide a basis for our
statements of the Company for the year ended on that date.
audit opinion on the Company’s internal financial controls
system over financial reporting with reference to financial
Management’s Responsibility for Internal Financial statements.
Controls
The Board of Directors of the Company is responsible for Meaning of Internal Financial Controls Over Financial
establishing and maintaining internal financial controls Reporting
based on the internal control over financial reporting criteria
A company’s internal financial control over financial reporting
established by the Company considering the essential
is a process designed to provide reasonable assurance
components of internal control stated in the Guidance
regarding the reliability of financial reporting and the
Note on Audit of Internal Financial Controls Over Financial
preparation of financial statements for external purposes in
Reporting issued by the Institute of Chartered Accountants
accordance with generally accepted accounting principles.
of India (the “ICAI”). These responsibilities include the
A company’s internal financial control over financial
design, implementation and maintenance of adequate
reporting includes those policies and procedures that: (1)
internal financial controls that were operating effectively for
pertain to the maintenance of records that, in reasonable
ensuring the orderly and efficient conduct of its business,
detail, accurately and fairly reflect the transactions and
including adherence to respective company’s policies, the
dispositions of the assets of the company; (2) provide
safeguarding of its assets, the prevention and detection of
reasonable assurance that transactions are recorded as
frauds and errors, the accuracy and completeness of the
necessary to permit preparation of financial statements in
accounting records, and the timely preparation of reliable
accordance with generally accepted accounting principles,
financial information, as required under the Companies
and that receipts and expenditures of the company are
Act, 2013.
being made only in accordance with authorizations of
management and directors of the company; and (3) provide
Auditor’s Responsibility reasonable assurance regarding prevention or timely
detection of unauthorized acquisition, use, or disposition
Our responsibility is to express an opinion on the Company’s
of the company’s assets that could have a material effect
internal financial controls over financial reporting of the
on the financial statements.
Company based on our audit. We conducted our audit in
accordance with the Guidance Note on Audit of Internal
Financial Controls Over Financial Reporting (the “Guidance Inherent Limitations of Internal Financial Controls Over
Note”) issued by the ICAI and the Standards on Auditing Financial Reporting
prescribed under Section 143(10) of the Companies Act,
Because of the inherent limitations of internal financial
2013, to the extent applicable to an audit of internal financial
controls over financial reporting, including the possibility
controls. Those Standards and the Guidance Note require
of collusion or improper management override of controls,
that we comply with ethical requirements and plan and
material misstatements due to error or fraud may occur and
perform the audit to obtain reasonable assurance about
not be detected. Also, projections of any evaluation of the
whether adequate internal financial controls over financial
internal financial controls over financial reporting to future
reporting was established and maintained and if such
periods are subject to the risk that the internal financial
controls operated effectively in all material respects.

54
 Annual Report 2022-2023
control over financial reporting may become inadequate financial statements as of March 31, 2023, based on the
because of changes in conditions, or that the degree of internal control with reference to financial statements criteria
compliance with the policies or procedures may deteriorate. established by the Company considering the essential
components of internal control stated in the Guidance Note,
and except for the possible effects of the material weakness
Qualified Opinion
described above on the achievement of the objectives of
According to the information and explanations given to us the control criteria, the Company’s internal financial controls
and based on our audit, material weaknesses have been with reference to financial statements were operating
identified in the operating effectiveness of the Company’s effectively as of March 31, 2023.
internal financial controls with reference to financial
We have considered the material weakness identified and
statements as at March 31, 2023 in respect of provisioning
reported above in determining the nature, timing, and extent
of overdue receivables and provisioning of advances
of audit tests applied in our audit of the March 31, 2023
outstanding for a period of more than 48 months, which
standalone financial statements of the Company, and the
could potentially result in the Company not recognizing a
material weakness affects our opinion on the Standalone
provision for the said receivables and advances and non-
financial statements of the Company.
provisioning of interest and penalties which are likely to arise
due to non-compliances of various statutes.
A ‘material weakness’ is a deficiency, or a combination
of deficiencies, in internal financial control with reference
to financial statements, such that there is a reasonable
possibility that a material misstatement of the company’s
For A N Jambunathan & Co
annual or interim financial statements will not be prevented
Chartered Accountants
or detected on a timely basis.
Firm Registration N0. 001250S
R Ramakrishnan
Opinion
Place: Chennai Partner
In our opinion, the Company has, in all material respects, Date: May 30, 2023 M.No. 205489
maintained internal financial controls with reference to UDIN: 23205489BGURAA9381

55
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Balance Sheet as at March 31, 2023

All amounts are in Rs in Lakhs unless otherwise stated 0 0
Note As at As at
No 31-Mar-23 31-Mar-22
ASSETS
Non-current assets
(a) Property, Plant and Equipment 4 0.04 0.04
(b) Deferred tax asset - -
(c) Financial Assets
(i) Investments
a) Investments in Subsidiaries 5.1 6878.69 6878.69
b) Other Investments 5.2 - -
(ii) Loans 6 0.48 135.48
(iii) Other financial assets - -
Deferred Tax balances (Net)
(d) Other non-current assets 7 560.00 560.00
Total Non - Current Assets 7439.21 7574.21
Current assets
(a) Inventory 8 326.77 924.70
(b) Financial assets
(i) Cash and cash equivalents 9 1.20 1.20
(c) Other current assets 7 0.26 0.07
Total current assets 328.22 925.97
Total assets 7767.43 8500.18
EQUITY AND LIABILITIES
Equity
(a) Equity Share capital 10 4135.01 4135.01
(b) Other equity 11 (970.70) (1628.60)
Total Equity 3164.31 2506.40
Liabilities
Non-current liabilities
(a) Financial Liabilities
(i) Borrowings 12 - 159.65
(b) Provisions 13 1.05 4.14
Total Non - Current Liabilities 1.05 163.79
Current liabilities
(a) Financial Liabilities
(i) Borrowings 14 2645.25 2367.97
(ii) Trade payables 15
(a) total outstanding dues of micro enterprises and small enterprises
(b) total outstanding dues of creditors other than micro enterprises and
110.53 193.91
small enterprises
(iii) Other financial liabilities 16 111.25 2009.10
(b) Short Term Provisions 13 3.31 0.10
(c) Current Tax Liability (Net) 17 632.88 591.41
(d) Other current liabilities 18 1098.85 667.50
Total Current Liabilities 4602.07 5829.98
Total Liabilities 4603.12 5993.77
Total Equity and Liabilities 7767.43 8500.18

The above balance sheet should be read in conjunction with the accompanying notes.
In terms of our report attached. For and on behalf of the Board of Directors
for A N Jambunathan & Co
Chartered Accountants
Firm Registration N0. 001250S
R Ramakrishnan M Narayanamurthi K N Narayanan
Partner Managing Director Director
M.No. 205489 DIN: 00332455 DIN: 01543391
Place : Chennai A Sriram A. V. Ramalingam
Date : May 30, 2023 Chief Financial Officer Company Secretary

56
 Annual Report 2022-2023

Statement of Profit and Loss for the year ended March 31, 2023
All amounts are in Rs in Lakhs unless otherwise stated
Note Year ended Year ended
No. 31-Mar-23 31-Mar-22
I Revenue from Operations 19 450.00
II Other Income 20 979.44 40.00
III Total Income (I+II) 1429.44 40.00

IV Expenses
Cost of Sales 535.70
Changes in Inventory of Traded Goods 62.23
Employee benefit expense 22 16.20 15.26
Finance costs 23 - 188.66
Depreciation and amortisation expense 24 - 0.02
Other expenses 25 157.50 404.32
Total expenses (IV) 771.63 608.26

V Profit/(loss) before Exceptional items & tax (III-IV) 657.81 (568.26)

VI Exceptional items - -
VII Profit/(loss) before tax (V-VI) 657.81 (568.26)
VIII Tax expense
(1) Current tax - -
(2) Deferred tax
- -
IX Profit (Loss) for the period from continuing operations (VII-VIII) 657.81 -568.26
Other Comprehensive Income
A (i) Items that will not be reclassified to profit or loss
(a) Remeasurements of the defined benefit liabilities / (asset) (0.09) (0.07)
X Total comprehensive income for the period (A (i-ii)+B(i-ii)) (0.09) (0.07)
XI Total comprehensive income for the period (XIII-XIV) 657.90 (568.19)
Profit for the year attributable to:
Owners of the Company 657.90 (568.19)
Non controlling interests - -
657.90 (568.19)
Other comprehensive income for the year attributable to:
Owners of the Company - -
- -
Total comprehensive income for the year attributable to:
Owners of the Company 657.90 (568.19)
657.90 (568.19)
Earnings per equity share (for continuing operation): 26
Basic (in Rs.) 1.59 (1.37)
Diluted (in Rs.) 1.59 (1.37)

The above balance sheet should be read in conjunction with the accompanying notes.
In terms of our report attached. For and on behalf of the Board of Directors
for A N Jambunathan & Co
Chartered Accountants
Firm Registration N0. 001250S
R Ramakrishnan M Narayanamurthi K N Narayanan
Partner Managing Director Director
M.No. 205489 DIN: 00332455 DIN: 01543391
Place : Chennai A Sriram A. V. Ramalingam
Date : May 30, 2023 Chief Financial Officer Company Secretary

57
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Cash Flow Statement as on March 31, 2023

All amounts are in Rs in Lakhs unless otherwise stated
Year ended Year ended
Note No
31 March 2023 31 March 2022
Cash flows from operating activities
Profit before tax for the year 657.90 (568.19)
Adjustments for:
Depreciation and amortisation of non-current assets 24 - 0.02
Finance costs recognised in profit or loss 25 - 188.65
Movements in working capital:
(Increase)/decrease in trade and other receivables - -
(Increase)/decrease in Invesntory 8 597.93
(Increase)/decrease in other assets 7 (0.18) 0.02
Decrease in trade and other payables 15 (83.37) (2.91)
Increase/(decrease) in provisions 13 0.13 (0.17)
(Decrease)/increase in other liabilities 18 431.35 315.43
Cash generated from operations 1603.76 (67.14)
Income taxes paid 17 41.47 -
Net cash generated by operating activities 1645.22 (67.14)
Cash flows from investing activities
Payments to acquire financial assets / Refund of Rental Advance - -
Impairment of Investments - -
Payments for property, plant and equipment - -
Net cash (used in)/generated by investing activities - -
Cash flows from financing activities
Proceeds from Long Term Borrowings 12 (159.65) (99.96)
Proceeds from loans 6 135.00 -
Proceeds from borrowings 14 277.28 189.62
Proceeds from other financial liabilities 16 (1897.85) 166.13
Interest paid 23 - (188.65)
Net cash used in financing activities (1645.22) 67.14
Net increase in cash and cash equivalents - -
Cash and cash equivalents at the beginning of the year 9 1.20 1.20
Cash and cash equivalents at the end of the year 1.20 1.20
Cash and cash equivalents as per Balance Sheet 1.20 1.20

The above balance sheet should be read in conjunction with the accompanying notes.
In terms of our report attached. For and on behalf of the Board of Directors
for A N Jambunathan & Co
Chartered Accountants
Firm Registration N0. 001250S
R Ramakrishnan M Narayanamurthi K N Narayanan
Partner Managing Director Director
M.No. 205489 DIN: 00332455 DIN: 01543391
Place : Chennai A Sriram A. V. Ramalingam
Date : May 30, 2023 Chief Financial Officer Company Secretary

58
 Annual Report 2022-2023

Statement of changes in equity for the year ended March 31, 2023
All amounts are in Rs in Lakhs unless otherwise stated

A. Equity Share Capital

Changes in Equity Restated Changes in equity

Balance as at April 1, Balance as at
Share Capital due to balance as at share capital during
2022 March 31, 2023
prior period errors April 1, 2022 the current year

4135.01 - - - 4135.01

Changes in Equity Restated Changes in equity

Balance as at April 1, Balance as at
Share Capital due to balance as at share capital during
2021 March 31, 2022
prior period errors April 1, 2021 the current year

4135.01 - - - 4135.01

B. Other Equity
Reserves & Surplus
Other
Securities
Capital General Profit & Loss Compre- Total other
Premium
Reserve Reserve Account hensive equity
reserve
Income

As at March 31, 2022 9508.64 1468.27 128.84 (12169.41) 3.25 (1060.41)

Profit for the year - - - (568.26) - (568.26)

Other comprehensive
- - - - 0.07 0.07
income

As at March 31, 2022 9508.64 1468.27 128.84 (12737.67) 3.32 (1628.60)

Profit for the year - - - 657.81 - 657.81

Other comprehensive
- - - - 0.09 0.09
income

As at March 31, 2023 9508.64 1468.27 128.84 (12079.87) 3.42 (970.70)

The above balance sheet should be read in conjunction with the accompanying notes.
In terms of our report attached. For and on behalf of the Board of Directors
for A N Jambunathan & Co
Chartered Accountants
Firm Registration N0. 001250S
R Ramakrishnan M Narayanamurthi K N Narayanan
Partner Managing Director Director
M.No. 205489 DIN: 00332455 DIN: 01543391
Place : Chennai A Sriram A. V. Ramalingam
Date : May 30, 2023 Chief Financial Officer Company Secretary

59
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Standalone Notes to the financial statements for the year ended March 31, 2023
All amounts are in Rs in Lakhs unless otherwise stated

1 General Information
Premier Energy and Infrastructure Limited (PEIL) ("the company") is a public limited group incorporated and
domiciled in India and has its registered office at Ground Floor, Tangy Apartments, 34 Dr P V Cherian Road,
Egmore, Chennai 600 008 focused on the Construction, Housing Development and Energy Sector.
The company has its primary listings on the Bombay Stock Exchange of India Limited.
The following are the subsidiaries:
a) RCI Power Limited - 100%
b) RCI Power AP Limited - 100%

2 Statement of compliance with IND AS

These financial statements have been prepared in accordance with the Indian Accounting Standards (referred
to as “Ind AS”) as prescribed under section 133 of the Companies Act, 2013 read with Rule 3 of Companies
(Indian Accounting Standards) Rules as amended from time to time.

3 Significant accounting policies

3.1 Basis of preparation and presentation
Basis of Preparation
These financial statements are prepared in accordance with and in compliance, in all material aspects, with
Indian Accounting Standard (Ind AS), the provisions of the Companies Act, 2013 (“the Act”) (to the extent
notified) and guidelines issued by the Securities and Exchange Board of India (SEBI).
The presentation of the Financial Statements is based on Ind AS Schedule III, which are prescribed under
Section 133 of the Act read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and
relevant amendment rules issued there after.
Accounting policies have been consistently applied except where a newly issued accounting standard is initially
adopted or a revision to an existing accounting standard requirs a change in the accounting policy hitherto in
use.

Basis of Measurement
The financial statements have been prepared under the historical cost convention, on the accrual basis except
for certain financial instruments which are measured at fair values.
All assets and liabilities are classified into current and noncurrent generally based on the nature of product/
activities of the Company and the normal time between acquisition of assets/liabilities and their realisation/
settlement in cash or cash equivalent.
The Company has determined its operating cycle as 12 months for the purpose of classification of its assets
and liabilities as current and non-current.

3.1.2 Use of estimates and judgements

The preparation of the financial statements in conformity with Ind AS requires the Management to make
judgements, estimates and assumptions that affect the reported amounts of assets and liabilities (including
contingent liabilities), income and expenses and accompanying disclosures. The Management believes that
the estimates used in preparation of the financial statements are prudent and reasonable. Future results could
differ due to these estimates and the differences between the actual results and the estimates are recognised
in the periods in which the results are known / materialise. Significant accounting judgements, estimates and
assumptions used by management are as below:
- Useful lives of Investment Property, Property Plant and Equipment and Intangible Assets.
- Accounting for revenue and land cost for projects executed through joint development arrangement.

60
 Annual Report 2022-2023

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

- Computation of percentage completion for projects in progress, project cost, revenue and saleable area
estimates.
- Fair value measurements.

Summary of Significant Accounting Policies

3.2 Current versus non-current classification
The Company presents assets and liabilities in the balance sheet based on current/ non-current classification.
An asset is treated as current when it is:
- Expected to be realised or intended to be sold or consumed in normal operating cycle;
- Held primarily for the purpose of trading;
- Expected to be realised within twelve months after the reporting period; or
- 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 current when:
- It is expected to be settled in normal operating cycle;
- It is held primarily for the purpose of trading;
- It is due to be settled within twelve months after the reporting period; or
There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting
period.
The Company classifies all other liabilities as non-current.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
The operating cycle is the time between the acquisition of assets for processing and their realisation in cash
and cash equivalents. The Company has identified twelve months as its operating cycle.

3.3 Investments in subsidiaries, associates and joint ventures

The investments in subsidiaries, associates and joint ventures are carried in these financial statements at
historical ‘cost’, except when the investment, or a portion thereof, is classified as held for sale, in which case it
is accounted for as Non-current assets held for sale and discontinued operations. Where the carrying amount of
an investment in greater than its estimated recoverable amount, it is written down immediately to its recoverable
amount and the difference is transferred to the Statement of Profit and Loss. On disposal of investment, The
difference between the net disposal proceeds and the carrying amount is charged or credited to the Statement
of Profit and Loss.

3.4 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 by the Company. 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.

61
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

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 of selling it to another market participant that
would use the asset in its highest and best use.
The Company uses valuation techniques that are appropriate in the cirucumstances and for which sufficient
data are available to measure fair value, maximising the use of relevant observable inputs and minimising the
use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorissed
within the fair value hierachy, 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 price 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
For assets and liabilites that are recognized in the financial statements on a recurring basis, the Company
determines whether transfers have occured between levels in the hirerachy by re-assessing categorisation
(based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each
reporting period.
The Company's management determines the policies and procedures for both recurring fair value measurement,
such as investments and deposits measured at fair value, and for non-recuring measurement.
For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the
basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hirerachy as
explained above.
This note summarizes accounting policy for fair value. Other fair value related disclosures are given in the
relavant notes to the financial statements.

3.5 Revenue recognition

Revenue is recognized based on the nature of activity when consideration can be reasonably measured and
recovered with reasonable certainity. Revenue is measured at the fair value of the consideration received or
receivable and is reduced for estimated customer returns, rebates and similar allowances.
Other operational revenue represents income earned from the activities incidental to the business and is
recognised when the right to receive the income is established as per the terms of the contract.
Dividend Income on Investments is accounted for when the right to receive the payment is established.
Interest on investments/ loans are recognised on time proportion basis taking into account the amounts invested
and the rate of interest.
Profit / (Loss) on Sale of Current Investments, being the difference between the contracted rate and the cost
(determined on weighted average basis) of the investments is recognised on sale.

3.6 Inventories
Inventories are valued at the lower of cost and net realisable value.
Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of
completion and estimated costs necessary to make the sale.

62
 Annual Report 2022-2023

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

3.7 Borrowings and Borrowing costs

Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently
stated at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption
value is recognised in the income statement over the period of the borrowings using the effective interest rate
method. Borrowings are classified as current liabilities unless the Company has an unconditional right to defer
settlement of the liability for at least 12 months after the reporting date.
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are
assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added
to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.
All other borrowing costs are recognised in profit or loss in the period in which they are incurred.

3.8 Employee benefits

Employee benefits include provident fund, gratuity and compensated absences.

a. Short-term obligations
The undiscounted amount of short-term employee benefits expected to be paid in exchange for the
services rendered by employees are recognised during the year when the employees render the service.
These benefits include performance incentive and compensated absences which are expected to occur
within twelve months after the end of the period in which the employee renders the related service.
The cost of short-term compensated absences is accounted as under:
(a) in case of accumulated compensated absences, when employees render the services that increase
their entitlement of future compensated absences; and
(b) in case of non-accumulating compensated absences, when the absences occur

b. Long-term employee benefit obligations

Compensated absences which are not expected to occur within twelve months after the end of the period
in which the employee renders the related service are recognised as a liability at the present value of
expected future payments to be made in respect of services provided by employees up the end of the
reporting period using the projected unit credit method. The benefit are discounted using the market yields
at the end of the reporting period that have terms approximating to the terms of the related obligation.
Remeasurements as a result of experience adjustments and changes in actuarial assumptions are
recognised in Statement of Profit and Loss.
The obligations are presented as current liabilities in the balance sheet if the entity does not have an
unconditional right to defer the settlement for at least twelve months after the reporting period, regardless
of when the actual settlement is expected to occur.

c. Post-employment obligations
The Group operates the following postemployment schemes:
i. Defined Contribution Plan:
The Company's contribution to provident fund is considered as defined contribution plan and is
charged as an expense based on the amount of contribution required to be made. The Company has
no further payment obligations once the contributions have been paid.
ii. Defined Benefit Plan:
The liability or assets recognised in the Balance Sheet in respect of defined benefit gratuity plan is
the present value of the defined benefit obligation at the end of the reporting period less the fair value
of the plan assets. The defined benefit obligation is calculated by actuaries using the projected unit
credit method.

63
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

The present value of the defined benefit obligation is determined by discounting the estimated future
cash outflows by reference to market yields at the end of the reporting period on government bonds
that have terms approximating to the terms of the related obligation.
The net interest cost is calculated applying the discount rate to the net balance of the defined benefit
obligation and the fair value of plan assets. This cost is included in the employee benefit expenses in
the Statement of Profit and Loss. Remeasurement gains and loss arising from experience adjustments
and changes in actuarial assumptions are recognised in the“period in which they occur, directly in
Other Comprehensive Income. They are included in retained earnings in the Statement of Changes
in Equity and in the Balance Sheet.
Changes in the present value of the defined benefit obligation resulting from plan amendments or
curtailments are recognised immediately in Statement of Profit and Loss as past service cost.

3.9 Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax.

3.9.1 Current tax

Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to
the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or
substantively enacted, at the reporting date in the country where the Company operates and generates taxable
income. Current income tax relating to items recognised outside profit or loss is recognised outside profit or
loss (either in other comprehensive income or in equity). Management periodically evaluates positions taken
in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and
establishes provisions where appropriate.

3.9.2 Deferred tax

Deferred tax is provided using the liability method on temporary differences between the tax bases of assets
and liabilities and their carrying amounts for Financial reporting purposes at the reporting date.
When the deferred tax liability arises from an asset or liability in a transaction that is not a business combination
and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax
credits and any unused tax losses. Deferred tax assets are recognised to the extent that it is probable that
taxable profit will be available against which the deductible temporary differences, and the carry forward of
unused tax credits and unused tax losses can be utilised, except:
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it
is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to
be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the
extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when
the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or
substantively enacted at the reporting date.
Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in
other comprehensive income or in equity). Deferred tax assets and deferred tax liabilities are offset if a legally
enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate
to the same taxable entity and the same taxation authority.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when
the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or
substantively enacted at the reporting date. Deferred tax assets and deferred tax liabilities are offset if a legally
enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate
to the same taxable entity and the same taxation authority.

64
 Annual Report 2022-2023

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

3.10 Cash and Cash equivalents

Cash and cash equivalent in the balance sheet comprise cash at banks and on hand 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 as they are considered an integral part of the
Company’s cash management.

3.11 Property, plant and equipment

i) Recognition and measurement: Property, plant and equipment including bearer assets are carried at
historical cost of acquisition or deemed cost less accumulated depreciation and accumulated impairment
loss, if any.
Historical cost includes its purchase price, including import duties and non-refundable purchase taxes
after deducting trade discounts and rebates and any cost directly attributable to bringing the asset to the
location and condition necessary for it to be capable of operating in the manner intended by management.
Subsequent expenditure related to an asset is added to its book value only when it is probable that future
economic benefits associated with the item will flow to the Company and the cost of the item can be
measured reliably.
The carrying amount of the replaced part is derecognized. All repairs and maintenance are charged to the
statement of profit and loss during the financial year in which they are incurred.
ii) Depreciation: Depreciation is provided on assets to get the initial cost down to the residual value.
Depreciation is provided on a written down value basis over the estimated useful life of the asset or as
prescribed in Schedule II to the Companies Act, 2013 or based on a technical evaluation of the asset. Cost
incurred on assets under development are disclosed under capital work in progress and not depreciated till
asset is ready to use i.e. when it is in the location and condition necessary for it to be capable of operating
in the manner intended by management. Estimated useful life of items of Property, Plant and Equipment
are as follows:

Useful life as per Schedule II Actual useful life considered

S. No. Asset
of the Act (in Year) (In Years)
1 Computers 3 3

The residual values and useful lives for depreciation of property, plant and equipment are reviewed at each
financial year end and adjusted prospectively, if appropriate.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying
amount is greater than its estimated recoverable amount. Recoverable amount is higher of the value in use
or exchange.
Gains and losses on disposals are determined by comparing the sale proceeds with the carrying amount
and are recognised in the statement of profit and loss.

3.12 Impairment of tangible and intangible assets carried at cost

The carrying amounts of assets are reviewed at each balance sheet date for any indication of impairment based
on internal / external factors. If any indication exists, or when annual impairment testing for an asset is required,
the Company estimates the asset’s recoverable amount. An impairment loss is recognized wherever the carrying
amount of an asset exceeds its recoverable amount. The recoverable amount is the greater of the asset’s or
cash-generating units (CGU) recoverable value and its value in use. An asset’s recoverable amount is the higher
of an asset’s or cash-generating unit’s (CGU) fair value less costs of disposal and its value in use. In assessing
value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate
that reflects current market assessments of the time value of money and risks specific to the asset.

65
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

After impairment, depreciation is provided on the revised carrying amount of the asset over its remaining
useful life. A previously recognized impairment loss is increased or reversed depending only for change in
assumptions or internal/external factors. However, the carrying value after reversal is not increased beyond the
carrying value that would have prevailed by charging usual depreciation if there was no impairment.

3.13 Provisions and Contingencies

A provision is recognized when an enterprise 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. Provisions are not discounted to its present value and are determined based on best estimate of
amounts required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet
date and adjusted to reflect the current best estimates.
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by
the occurrence or non-occurrence of one or more uncertain future events beyond the control of Company or
present obligation that is not recognized because it is not probable that an outflow of resources will be required
to settle the obligation. A contingent liability also arises in extreme rare cases where there is a liability that
cannot be recognized because it cannot be measured reliably. The Company does not recognise a contingent
liability but discloses its existence in the financial statements.

3.14 Leases
Company as a Lessee (IND AS 116)
Lease of assets, where the Company, as a lessee, has substantially assumed all the risks and rewards of
ownership are recognised as Leases for all leases above 12 months, unless the underlying asset is of low value.
Assets classified are capitalised and depreciated as per Company’s policy on Property, Plant and Equipment.
The corresponding lease rental obligations, net of finance charges, are included in borrowings or other financial
liabilities as appropriate. Each lease payment is allocated between the liability and finance cost. The finance
cost is charged to the Statement of Profit and Loss over the lease period so as to produce a constant periodic
rate of interest on the remaining balance of the liability for each year.

3.15 Segmental Reporting:

The company carries out business operations only in one business segment viz. infrastructure and hence
segmental reporting does not arise.

3.16 Earnings per Share

The Company presents basic and diluted earnings per share data for its equity shares. Basic and diluted
earnings per share is calculated by dividing the profit or loss attributable to owners of the equity shares of the
Holding Company by the weighted average number of equity shares outstanding during the year.

3.17 Financial instruments

Financial assets
The Company classifies its financial assets in the following categories:
i) Financial assets at amortised cost- Assets that are held for collection of contractual cash flows where
those cash flows represent solely payments of principal and interest are measured at amortised cost.
These are presented as current assets, except for those maturing later than 12 months after the reporting
date which are presented as noncurrent assets. Financial assets are measured initially at fair value which
usually represents cost plus transaction costs and subsequently, if maturing after 12 month period, carried
at amortised cost using the effective interest method, less any impairment loss.
Financial assets at amortised cost are represented by trade receivables, security and other deposits, cash
and cash equivalent, employee and other advances.

66
 Annual Report 2022-2023

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

ii) Financial Assets at Fair Value through Other Comprehensive Income (FVTOCI) – All equity investments
are measured at fair values. Investments which are not held for trading purposes and where the Company
has exercised the option to classify the investment as at FVTOCI, all fair value changes on the investment
are recognised in Other Comprehensive Income (OCI). The accumulated gains or losses are recognised
in OCI are reclassified to retained earnings on sale of such investment.
iii) Financial assets at Fair Value through Profit and loss (FVTPL) - Financial assets which are not classified
in any of the categories above measured at FVTPL. These include surplus funds invested in mutual funds
etc.
iv) Impairment of financial assets - The Company assesses expected credit losses associated with its assets
carried at amortised cost and fair value through other comprehensive income based on Company’s past
history of recovery, credit-worthiness of the counter party and existing market conditions. The impairment
methodology applied depends on whether there has been a significant increase in credit risk. For trade
receivables, the Company applies the simplified approach for recognition of impairment allowance as
provided in Ind AS 109 – Financial Instruments, which requires expected lifetime losses to be recognised
on initial recognition of the receivables.

3.18 Financial liabilities and equity instruments

3.18.1 Initial recognition and measurement
All financial liabilities are recognised initially at fair value and in case of loans and borrowings net of directly
attributable costs.
Financial liabilities are subsequently measured at amortised cost using effective interest method. For trade and
other payable maturing within one year from the balance sheet date, the carrying value approximates fair value
due to short maturity of these investments.

3.18.2 Classification as debt or equity

Debt and equity instruments issued by a Group entity are classified as either financial liabilities or as equity in
accordance with the substance of the contractual arrangements and the definitions of a financial liability and an
equity instrument.

3.18.3 Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting
all of its liabilities. Equity instruments issued by a group entity are recognised at the proceeds received, net of
direct issue costs.
Repurchase of the Company's own equity instruments is recognised and deducted directly in equity. No gain
or loss is recognised in profit or loss on the purchase, sale, issue or cancellation of the Company's own equity
instruments.

3.18.4 Financial liabilities

All financial liabilities are subsequently measured at amortised cost using the effective interest method or at
FVTPL.
However, financial liabilities that arise when a transfer of a financial asset does not qualify for derecognition
or when the continuing involvement approach applies, financial guarantee contracts issued by the Group,
and commitments issued by the Company to provide a loan at below-market interest rate are measured in
accordance with the specific accounting policies set out below.

67
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

3.18.5 Financial liabilities at FVTPL

Financial liabilities are classified as at FVTPL when the financial liability is either contingent consideration
recognised by the Group as an acquirer in a business combination to which Ind AS 103 applies or is held for
trading or it is designated as at FVTPL.
A financial liability is classified as held for trading if:
• it has been incurred principally for the purpose of repurchasing it in the near term; or
• on initial recognition it is part of a portfolio of identified financial instruments that the Group manages
together and has a recent actual pattern of short-term profit-taking; or
• it is a derivative that is not designated and effective as a hedging instrument.
A financial liability other than a financial liability held for trading or contingent consideration recognised by the
Group as an acquirer in a business combination to which Ind AS 103 applies, may be designated as at FVTPL
upon initial recognition if:
• such designation eliminates or significantly reduces a measurement or recognition inconsistency that
would otherwise arise;
• the financial liability forms part of a Group of financial assets or financial liabilities or both, which is managed
and its performance is evaluated on a fair value basis, in accordance with the Group's documented risk
management or investment strategy, and information about the Companying is provided internally on that
basis; or
• it forms part of a contract containing one or more embedded derivatives, and Ind AS 109 permits the entire
combined contract to be designated as at FVTPL in accordance with Ind AS 109.
Financial liabilities at FVTPL are stated at fair value, with any gains or losses arising on remeasurement
recognised in profit or loss. The net gain or loss recognised in profit or loss incorporates any interest paid on
the financial liability and is included in the ‘Other income' line item.
However, for non-held-for-trading financial liabilities that are designated as at FVTPL, the amount of change in
the fair value of the financial liability that is attributable to changes in the credit risk of that liability is recognised
in other comprehensive income, unless the recognition of the effects of changes in the liability’s credit risk in
other comprehensive income would create or enlarge an accounting mismatch in profit or loss, in which case
these effects of changes in credit risk are recognised in profit or loss. The remaining amount of change in
the fair value of liability is always recognised in profit or loss. Changes in fair value attributable to a financial
liability’s credit risk that are recognised in other comprehensive income are reflected immediately in retained
earnings and are not subsequently reclassified to profit or loss.
Gains or losses on financial guarantee contracts and loan commitments issued by the Company that are
designated by the Company as at fair value through profit or loss are recognised in profit or loss.

3.19 Statement of cash flows

Statement of Cash flows is prepared under Ind AS 7 ‘Statement of Cashflows’ specified under Section 133 of
the Act. Cash flows are reported using the indirect method, whereby profit / (loss) before tax and is adjusted for
the effects of transactions of non-cash nature.
Significant management judgement in applying accounting policies and estimation uncertainty.
The preparation of the Company’s financial statements requires management to make judgements, estimates
and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the related
disclosures.

68
 Annual Report 2022-2023

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

Significant management judgements:

Recognition of deferred tax assets – The extent to which deferred tax assets can be recognized is based on an assessment
of the probability of the future taxable income against which the deferred tax assets can be utilized.
Evaluation of indicators for impairment of assets – The revaluation of applicability of indicators of impairment of assets
requires assessment of several external and internal factors which could result in deterioration of recoverable amount of
the assets.
Impairment of financial assets – At each balance sheet date, based on historical default rates observed over expected life,
the management assesses the expected credit loss on outstanding financial assets.
Provisions – At each balance sheet date basis the management judgment, changes in facts and legal aspects, the
Company assesses the requirement of provisions against the outstanding contingent liabilities. However, the actual future
outcome may be different from this judgement.
Revenue and inventories – The Company recognizes revenue using the percentage of completion method. This requires
forecasts to be made of total budgeted cost with the outcomes of underlying construction and service contracts, which
require assessments and judgements to be made on changes in work scopes, claims (compensation, rebates etc.) and
other payments to the extent they are probable and they“are capable of being reliably measured. For the purpose of
making estimates for claims, the Company used the available contractual and historical information.
Useful lives of depreciable/ amortisable assets – Management reviews its estimate of the useful lives of depreciable/
amortisable assets at each reporting date, based on the expected utility of the assets. Uncertainties in these estimates
relate to technical and economic obsolescence that may change the utility of assets.
Defined benefit obligation (DBO) – Management’s estimate of the DBO is based on a number of underlying assumptions
such as standard rates of inflation, mortality, discount rate and anticipation of future salary increases.
Variation in these assumptions may significantly impact the DBO amount and the annual defined benefit expenses.
Fair value measurements – Management applies valuation techniques to determine the fair value of financial instruments
(where active market quotes are not available). This involves developing estimates and assumptions consistent with how
market participants would price the instrument.

69
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

4 Property, plant and equipment and capital work-in-progress

As at As at
March 31, 2023 March 31, 2022
Carrying amounts of:
Plant and Machinery 0.04 0.04
Vehicles - -
Furniture and Fixtures - -
0.04 0.04
Plant and Furniture and
Description of Assets Vehicles Total
Equipment Fixtures
I. Cost or deemed cost
Balance as at 1 April, 2022 2.24 7.89 0.42 10.55
Additions - - - -
Disposals - - - -
Balance as at 31st March, 2023 2.24 7.89 0.42 10.55

II. Accumulated depreciation and

impairment
Balance as at 1 April, 2022 2.20 7.89 0.42 10.51
Additions - - - -
Disposals - - - -
Balance as at 31st March, 2023 2.20 7.89 0.42 10.51

III. Carrying Amount

Balance as at 1 April, 2022 0.04 0.00 0.00 0.04
Additions - - - -
Disposals - - - -
Depreciation Expense - - - -
Balance as at 31st March, 2023 0.04 0.00 0.00 0.04

5.1 Investments in Subsidiaries

Break-up of investments in subsidiaries (carrying amount determined using the equity method of accounting)
As at March 31, 2023 As at March 31, 2022
Particulars
QTY Amounts QTY Amounts
Unquoted Investments (all fully paid)
(a) Investments in Equity Instruments
Emas Engineers & Contractors Pvt Ltd (EMAS) - - 6,424,050 -
RCI Power Limited - Refer Note 5.1(i) 15,000,000 6092.81 15,000,000 6092.81
RCI Power AP Limited - Refer Note 5.1(ii) 50,000 785.88 50,000 785.88
Total Aggregate Unquoted Investments 15,050,000 6878.69 21,474,050 6878.69
Aggregate carrying value of unquoted investments in
6878.69 6878.69
subsidiaries
Note 5.1 (i): Includes 1,000 shares held by nominee (Previous Year 1,000 shares)
Note 5.1 (ii): Includes 6 shares held by nominee (Previous Year 6 shares)

70
 Annual Report 2022-2023

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

5.2 Other Investments

As at March 31, 2023 As at March 31, 2022
Particulars
QTY Amounts QTY Amounts
Unquoted Investments (all fully paid)
Investments in Equity Instruments
Haldia Coke & Chemicals Private Limited - Refer Note 5.2 (i) 13,750,000 - 13,750,000 -
Total Aggregate Unquoted Investments 13,750,000 - 13,750,000 -
Aggregate carrying value of unquoted investments - -
Aggregate amount of impairment in value of investments 5275.88 5275.87
Note 5.2 (1)
Includes 91,74,860 equity shares pledged with a lender for amounts borrowed by the Associate Company.

6 Loans
As at March 31, 2023 As at March 31, 2022
Non Current Current Non Current Current
Unsecured, considered good
Advance to others:
Considered good 0.48 - 135.48 -
Less : Provision for doubtful advances - - - -
Total 0.48 - 135.48 -

7 Other Assets
As at March 31, 2023 As at March 31, 2022
Non Current Current Non Current Current
Advances recoverable in cash or in kind - 0.25 - -
Deposit 560.00 - 560.00 -
Prepaid Expense - 0.01 - 0.07
560.00 0.26 560.00 0.07

8 Inventories
As at As at
March 31, 2023 March 31, 2022
Land 326.77 924.70
(At lower of cost and net realizable value)
326.77 924.70

Whether
Period held
Gross promoter, Reason for not
- indicate
Description of Property carrying Held in name of director or being held in
range, where
value their relative name of company
appropriate
or employee
Land situated at Door No 1.63 crores P L Finance NO Since 2007-08 Agreement of Sale
62 & 63, Luz Church Road, and Investment is available, but
Mylapore, Chennai 600 004 Limited not registered.

71
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

9 Cash and cash equivalents

For the purposes of the consolidated statement of cash flows, cash and cash equivalents include cash on hand and
in banks, net of outstanding bank overdrafts. Cash and cash equivalents at the end of the reporting period as shown
in the consolidated statement of cash flows can be reconciled to the related items in the consolidated balance sheet
as follows:

As at As at
March 31, 2023 March 31, 2022
Balances with Banks
Other bank balances 1.20 1.20
Cash on hand - -
Cash and cash equivalents as per balance sheet 1.20 1.20
Cash and cash equivalents as per statement of cash flows 1.20 1.20

10 Equity Share Capital

As at As at
31-03-2023 31-03-2022
Authorised Share capital :
44,150,000 fully paid equity shares of Re.10 each 4415.00 4415.00
Issued and subscribed capital comprises:
41,350,060 fully paid equity shares of Re.10 each (as at March 31, 2022:
4135.01 4135.01
41,350,060; as at April 1, 2021: 41,350,060)
4135.01 4135.01

10.1 Fully paid equity shares

Number of Share capital
shares (Amount)
Balance at March 31, 2022 41,350,060 4135.01
Movements - -
Balance at March 31, 2023 41,350,060 4135.01

Fully paid equity shares, which have a par value of Rs.10, carry one vote per share and carry a right to dividends.

10.2 Shareholding of promoters:

The details of the shares held by promoters as at March 31, 2023 are as follows :
As at March 31, 2023 As at March 31, 2022 % of
Number of % change Number of % change shares
Shares held during the year Shares held during the year held
Shri Housing Pvt Ltd 11,100,000 0.00% 11,100,000 0.00% 26.84%
Vidya Narayanamurthi (On behalf of
10,000,000 0.00% 10,000,000 0.00% 24.18%
Shriram Auto Finance)
Vassal Ranganathan (On behalf of
3,462,515 0.00% 3,462,515 0.00% 8.37%
Shriram Auto Finance)

72
 Annual Report 2022-2023

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

10.3 Details of shares held by each shareholder holding more than 5% shares
As at March 31, 2023 As at March 31, 2022
Number of % holding of Number of % holding of
Shares held shares Shares held shares
Fully paid equity shares
Shri Housing Pvt Ltd 11,100,000 26.84% 11,100,000 26.84%
Vidya Narayanamurthi (On behalf of
10,000,000 24.18% 10,000,000 24.18%
Shriram Auto Finance)
Vathsala Ranganathan (On behalf of
3,462,515 8.37% 3,462,515 8.37%
Shriram Auto Finance)
Vaata Infra Limited 4,000,000 9.67% 4,000,000 9.67%
Sita Srinivasan 2,553,725 6.18% 2,553,725 6.18%

11 Other equity
As at As at
Note
31-Mar-23 31-Mar-22
Securities premium reserve 9508.64 9508.64
Profit & Loss Account 11.1 (12079.87) (12737.67)
Other Comprehensive Income 3.42 3.32
Capital Reserve 1468.27 1468.27
General Reserve 128.84 128.84
(970.70) (1628.60)

11.1 Profit & Loss Account

Year ended Year ended
31-Mar-23 31-Mar-22
Balance at beginning of year (12737.67) (12169.41)
Profit attributable to owners of the Company 657.81 (568.26)
Balance at end of year (12079.87 (12737.67)

11.2 Other Comprehensive Income

Year ended Year ended
31-Mar-23 31-Mar-22
Balance at beginning of year 3.32 3.25
Profit attributable to owners of the Company 0.09 0.07
Balance at end of year 3.42 3.32

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

12 Borrowings
As at March 31, 2023 As at March 31, 2022
Non Current Current Non Current Current
Secured - at amortised cost
(i) Term loans
from banks (Refer note (i) below) - - 159.65 -
Unsecured - at amortised cost
(i) Term loans

Related Parties - - - -

Total - - 159.65 -

12.1 Summary of borrowing arrangements

(i) (a) The company had availed a term loan of Rs.10 crores from Small Industries Development Bank of India (SIDBI),
repayable in 120 monthly installments, carrying interest rate of 12.75% per annum.
The company had been declared as a wilful defaulter by Small Industries Development Bank of India during
2016. However, the company had entered into a one time settlement with the lender, the final liability is
determined at 1,200/- lakhs the same was fully settled during the year.
(b) A first charge by way of mortgage in favour of SIDBI has been created by the company on the immovable
properties located at Door No.62 & 63, Luz Church Road, comprised in survey numbers 1652/14, 1652/16 part,
Mylapore Village and Triplicane - Mylapore tauk, Chennai district, Chennai - 600 004, admesuring 5919 sq.ft.
(c) Pending registration, no specific charge has been created on the undivided portion either by the company or by
M/s. PL Finance and Investments Limited.
(d) Additionally secured by irrevocable and unconditional corporate guarantees by the company and M/s. Shri
Housing Private Limited and M/s. PL Finance and Investments Limited. Further guaranteed by M/s. Shriram
Auto Finance (Firm) and by a Director of the company.

13 Provisions
As at March 31, 2023 As at March 31, 2022
Non Current Current Non Current Current
Employee benefits 1.05 3.31 4.14 0.10
Total 1.05 3.31 4.14 0.10

14 Short Term Borrowings

As at March 31, 2023 As at March 31, 2022
Non Current Current Non Current Current
Loan from related party - 2645.25 - 2367.97
Total - 2645.25 - 2367.97

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 Annual Report 2022-2023

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

15 Trade Payables
As at March 31, 2023 As at March 31, 2023
Non Current Current Non Current Current
Due to Micro Small Medium Enterprises
Creditors
Due to Other than Micro Small Medium
- 110.53 - 193.91
Enterprises Creditors
Total - 110.53 - 193.91
Confirmations of balances of creditors are yet to be received, through the letters of confirmations were sent to them.
The balances adopted are as appearing in the books of accounts of the Company.
Outstanding for following periods from due date of
payment
Particulars Total
Less than More than
1-2 years 2-3 years
1 year 3 years
(i) MSME -
(ii) Others 13.67 40.85 9.51 46.50 110.53
(iii) Disputed dues — MSME -
(iv)Disputed dues - Others -
Total trade payable March 2023 13.67 40.85 9.51 46.50 110.53
Total trade payable March 2022 11.43 9.55 2.71 170.22 193.91

16 Other financial liabilities

As at March 31, 2023 As at March 31, 2022
Non Current Current Non Current Current
Interest accrued and due - - - 1350.72
Accrued Employee Benefits - 55.25 - 53.90
Accrued Expenses - 56.00 - 63.80
Current maturities of long-term debt - 0.00 - 540.68
Total - 111.25 - 2009.10

17 Current tax assets and liabilities

As at As at
31-Mar-23 31-Mar-22
Current tax assets
Tax refund receivable 19.80 15.30
19.80 15.30
Current tax liabilities
Tax Deducted at Source - -
Provision for Tax 652.68 606.71
(632.88) (591.41)

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

18 Other Current Liabilities

As at March 31, 2023 As at March 31, 2022
Non Current Current Non Current Current
(a) Advance from Customers - 417.50 - 40.00
(b) Statutory dues payable - 437.61 - 383.76
(c) Other payable 243.74 243.74
Total - 1098.85 - 667.50

As at As at
March 31, 2023 March 31, 2022
19 Other Income
Sales 450.00 -
450.00 -

20 Other Income
Prior Period Income 0.00 40.00
Write Back of Advances Received 29.39 -
Write Back of Interest on One Time Settlement 950.05 -
979.44 40.00

20.1 The Company has written back payable of Rs.29,28,735/- as the same is
no longer due and and interest payable on secured loan of Rs. 95,005,008
as the same was settled through OTS

21 Direct Expenses
Cost of Sales 535.70 -
535.70 -

22 Employee benefits expense

Salaries and wages 15.95 14.94
Contribution to provident and other funds (see note 25)* 0.23 0.30
Staff welfare expenses 0.02 0.03
16.20 15.26

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 Annual Report 2022-2023

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

As at As at
March 31, 2023 March 31, 2022
23 Finance costs
Continuing operations
(a) Interest costs :-
Interest on bank overdrafts and loans (other than those from related
- 188.65
parties)
Total interest expense for financial liabilities not classified as at
- 188.65
FVTPL

(b) Other borrowing costs :- - 0.01

- 188.66

24 Depreciation and amortisation expense

Depreciation of property, plant and equipment pertaining to continuing
- 0.02
operations
Total depreciation and amortisation pertaining to continuing
- 0.02
operations

25 Other expenses
Payment to Auditors 7.00 7.00
Communication Expenses 0.54 0.53
Professional Charges 25.03 23.42
Listing & Depository Fees 1.56 1.56
Repairs and maintenance 0.24 1.75
Miscellaneous Expenses 2.74 1.78
Rates & Taxes 17.11 0.85
Printing & Stationery 0.17 0.13
Rent 0.12 0.12
Power and fuel 0.25 0.42
Travelling & Conveyance 3.91 0.79
Interest on Indirect Taxes Due 98.40 365.96
Interest on delayed payment 0.42 -
157.50 404.32

25.1 Payments to auditors

a) For audit 7.00 7.00
7.00 7.00

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

26 Earnings per Share

31-Mar-2023 31-Mar-2022
Basic earnings per share
From continuing operations 1.59 (1.37)
Total basic earnings per share 1.59 (1.37)

Diluted earnings per share

From continuing operations 1.59 (1.37)
Total diluted earnings per share 1.59 (1.37)

26.1 Basic earnings per share

The earnings and weighted average number of equity shares used in the calculation of basic earnings per share
are as follows.
Profit for the year attributable to owners of the Company 657.90 (568.19)
Earnings used in the calculation of basic earnings per share 657.90 (568.19)
Earnings used in the calculation of basic earnings per share from
657.90 (568.19)
continuing operations
Weighted average number of equity shares for the purposes of basic
41,350,060 41,350,060
earnings per share

26.2 Diluted earnings per share 31-Mar-2023 31-Mar-2022

The earnings used in the calculation of diluted earnings per share are as follows:
Earnings used in the calculation of basic earnings per share 657.90 (568.19)
Earnings used in the calculation of diluted earnings per share Profit for the
657.90 (568.19)
year from discontinued operations attributable
Earnings used in the calculation of diluted earnings per
657.90 (568.19)
share from continuing operations
The weighted average number of equity shares for the purpose of diluted
earnings per share reconciles to the weighted average number of equity
shares used in the calculation of basic earnings per share as follows:
Weighted average number of equity shares used in the calculation of basic
41,350,060 41,350,060
earnings per share
Weighted average number of equity shares used in the calculation of
41,350,060 41,350,060
diluted earnings per share

78
 Annual Report 2022-2023

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

27 Employee benefit plans

Defined Benefit plans
The Company’s gratuity scheme is a defined benefit plan. The present value of obligation as at the end of the
financial year is determined based on actuarial valuation using the Projected Unit Credit method, which recignises
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. The obligation for leave encashment as at the end of the financial year is
also recognised in the same manner as gratuity.
As per Ind AS 19, the disclosures pertaining to "Employee Benefits" are given below:
31-Mar-23 31-Mar-22
Expense to be recognised in P&L 0.32 0.46

Gratuity Plan Compensated Absences -

Principal Actuarial Assumptions:
(Unfunded) Earned Leave
(Expressed as weighted averages) 31-Mar-23 31-Mar-22 31-Mar-23 31-Mar-22
Discount rate(s) 4.52% 4.52% 4.52% 6.54%
Expected rate(s) of salary increase 10% 10% 10% 10%
Average Age 59.83 59.83 59.83 59.5
Attrition Rate 30% 30% 30% 30%
Proportion of Leave availment NA NA 5% 5%
Proportion of encashment during service NA NA 0% 0%
Proportion of encashment on separation NA NA 95% 95%

Expenses Recognised in the Statement of Profit and Loss:

Compensated Absences -
Gratuity Plan
Earned Leave
31-Mar-23 31-Mar-22 31-Mar-23 31-Mar-22
Current service cost 0.20 0.20 - 0.10
Net interest expense 0.12 0.10 - 0.07
Components of defined benefit costs
0.32 0.30 - 0.17
recognised in profit or loss
Remeasurement on the net defined benefit
liability:
Net actuarial (gains) / losses on plan
(0.09) (0.07) (0.10) (0.56)
obligation
Components of defined benefit costs
(0.09) (0.07) (0.10) (0.56)
recognised in other comprehensive income
Total 0.23 0.23 (0.10) (0.40)

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

Amounts Recognised in the Balance Sheet and Related Analysis

Compensated Absences -
Gratuity Plan
Earned Leave
31-Mar-23 31-Mar-22 31-Mar-23 31-Mar-22
Present value of defined benefit obligation 3.19 2.96 1.27 1.67
Fair value of plan assets - - - -
Amount determined under para 63 of
- - - -
Ind AS 19
Net liability arising from defined benefit
3.19 2.96 1.27 1.67
obligation

Change in the Present Value the Obligation (PVO)

Compensated Absences -
Gratuity Plan
Earned Leave
31-Mar-23 31-Mar-22 31-Mar-23 31-Mar-22
Opening defined benefit obligation 2.96 2.73 1.27 1.67
Current service cost 0.20 0.20 0.00 0.10
Interest cost 0.12 0.10 0.00 0.07
Remeasurement (gains)/losses: (0.09) (0.07) (0.10) (0.56)
Benefits paid - - - -
Closing defined benefit obligation 3.19 2.96 1.17 1.27

Changes in the Fair Value of the Plan Assets

Compensated Absences -
Gratuity Plan
Earned Leave
31-Mar-23 31-Mar-22 31-Mar-23 31-Mar-22
Opening fair value of plan assets - - - -
Interest income - - - -
Employer direct benefit payments - - - -
Benefits paid - - - -
Closing fair value of plan assets - - - -

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 Annual Report 2022-2023

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

Movements In The Liability Recognized In The Balance Sheet

Compensated Absences -
Gratuity Plan
Earned Leave
31-Mar-23 31-Mar-22 31-Mar-23 31-Mar-22
Opening net liability adjusted for effect of
2.96 2.73 1.27 1.67
balance sheet limit
Amount recognised in Profit and Loss 0.32 0.30 0.00 0.17
Amount recognised in OCI (0.09) (0.07) (0.10) (0.56)
Contribution paid - - - -
Closing net liability 3.19 2.96 1.17 1.27

Sensitivity Analyses
Compensated Absences -
Rate Gratuity Plan
Earned Leave
Liability when: 31-Mar-23 31-Mar-22 31-Mar-23 31-Mar-22 31-Mar-23 31-Mar-22
A. Discount Rate + 100 BP 5.52% 5.52% 3.19 2.96 1.25 1.64
B. Discount Rate - 100 BP 3.52% 3.52% 3.19 2.96 1.29 1.70
C. Salary Escalation Rate
11% 11% 3.19 2.96 1.29 1.70
+100 BP
D. Salary Escalation Rate
9% 9% 3.19 2.96 1.25 1.64
-100 BP
E. Attrition rate +100 BP 31% 31% 3.19 2.96 1.24 1.63
F. Attrition rate -100 BP 29% 29% 3.19 2.96 1.31 1.71

Expected Benefit Payments in Following Years

Compensated Absences -
Gratuity Plan
Earned Leave
31-Mar-23 31-Mar-22 31-Mar-23 31-Mar-22
Year 1 - - - -
Year 2 - - - -
Year 3 - - - -
Year 4 - - - -
Year 5 - - - -
Next 5 Years - - - -

81
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

26 Related party Disclosures

Names of related parties and related party relationship
Names of the related party Nature and Description of the relationship
SR Fabricators Pvt Ltd Director is the Director for this Company
Crimson Investmets Ltd Director is the Director for this Company
RCI Power Ltd. Subsidiary
RCI Power (AP) Ltd. Subsidiary
RCI Wind Farm 30 MW Pvt. Ltd. Step down subsidiaries
RCI Wind Farm 50 MW Pvt. Ltd. Step down subsidiaries
Shri Housing Pvt. Ltd. Fellow subsidiary
Shriram Auto Finance (Partnership firm) Holding Company
M Narayanamurthi Managing Director / Key Management Personnel
K Raman Director
K N Narayanan Director
A. Sriram CFO

Related Party Transactions during the year

Year ended Year ended
S. Name of the related
Relationship Description March 31, March 31,
No. party
2023 2022
1 RCI Power Limited Subsidiary Expenses Reimbursed by - -
Loans received 0.86 0.13
Loans repaid 0.86 0.13
2 RCI Power AP Limited Subsidiary Expenses Reimbursed by - -
Loans received - -
Loans repaid - -
3 Shri Housing Private Fellow Subsidiary Loans received 464.74 -
Limited Loans repaid 135.00 -
4 Crimson Investments Common Director Loans received 272.28 195.37
Ltd. Loans repaid 35.00 5.75
5 M Narayanamurthi Managing Director Salary paid 2.40 2.40
6 A. Sriram Chief Financial Officer Salary & Allowances paid 3.60 3.60

Closing Balances of Related Parties

Year ended Year ended
S.
Particulars Nature March 31, March 31,
No.
2023 2022
1 Shri Housing Pvt Ltd Long Term Borrowings (912.53) (582.79)
2 Crimsoin Investments Ltd Short Term Borrowings (1732.72) (1495.44)
3 M Narayanamurthi Accrued Employee Benefits - -
4 A. Sriram Accrued Employee Benefits (4.40) (4.30)

82
 Annual Report 2022-2023

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

27 Contingent Liability
a) The Company’s land at Door No.62 & 63, Luz Church Road, comprised in survey numbers 1652/14, 1652/25
part, Mylapore Village and Triplicane - Mylapore taluk, Chennai district, Chennai - 600004, purchased during
the year 2007-08 (in joint name with another company) has not been registered. Liability towards registration
charges for the land is not ascertained and quantified. Out of 5,919 Sq.ft. of total land, the Company has sold
3,429 Sq.ft. during the year and the balance land available is 2,490 Sq.ft.
b) The Company has pledged part of its investment of 91,74,860 Equity shares of Haldia Coke and Chemicals
Private Limited with a lender for moneys borrowed by the above company. The liability, if any, that may arise
on account of the pledge is not quantifiable.
c) Income Tax Demand on Appeal: Assessment Year 2015-16 the assessment was completed with a demand
of Rs. 5,21,10,390. For the Assessment Year 2017-18 the assessment was completed with a demand of
Rs. 2,13,16,410/. The company has preferred an appeal with the Commissioner of Income Tax, Chennai and
based on advise by its consultants, it does not foresee any material liability on account of the above demand
raised by the Income Tax Department.

28 Details of dues to Micro,Small and Medium enterprises as defined under the MSMED Act, 2006
The Identification of Micro,Small and Medium Enterprises Suppliers as defined under “The Micro,Small and Medium
Enterprises development Act 2006” is based on the Information available with the management. As certified by
the Management, the amounts overdue as on 31st March 2023 (31st March 2022) to Micro, Small and Medium
Enterprises on account of principal amount together with interest, aggregate to Rs. Nil (Rs.Nil).

29 Installed capacity, Licensed capacity and Capacity utilisation

Particulars relating to Installed capacity, Licensed capacity an Capacity Utilisation are not applicable.

30 Segment Information
As the Company operates in a single business segment (i.e.) Development and Maintenance of facilities, segmental
reporting is not provided.

31 Operating Leases
The Company has its office premises under operating lease arrangement which is cancellable at the option of the
Company, by providing 3 months prior notice.

32 Going Concern
Though the company has accumlated losses and no active business operations in the recent past, the company has
settled all outstanding dues to SIDBI (it’s major lender), the company is in the process of promoting low-cost housing
projects. and has sold its prime asset i.e. land where one part has been sold and advance for the remaining land has
been received. Considering these and financial commitment of the promoter group, the management has prepared
the financial statements by applying the “Going Concern” assumption.

33 The company’s shares have been delisted from Trading in Bombay Stock Exchange (BSE) for non payment of
penalties. The company had paid all penalties excluding the GST on such penalties to the BSE and had made an
appeal to the Special Appellate Tribunal(SAT) for relisting of the company. However, the same was rejected for non
payment of the balance amount due. The company has subsequently made the payment of all penalties including
the GST on the same and has made an application to the BSE for relisting in view of the same.

83
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

34 Fair value Measurements

Fair value of the financial instruments is classified in various fair value hierarchies based on the following
three levels:
Level 1: Quoted prices (unadjusted) in active market for identical assets or liabilities.
Level 2: Inputs other than quoted price included within level 1 that are observable for the asset or liability, either
directly.
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
The fair value of current trade receivables, current trade payables and other Current financial assets and liabilities
is considered to be equal to the carrying amounts of these items due to their shortterm nature.

34.1 Category wise classification of financial instruments is as follows:

As at As at
Particulars See Note
31.03.2023 31.03.2022
Financial assets measured at fair value - Level 3
Non current:
(i) Other Investments 5.2 - -
Financial Assets measured at amortised cost
Non current:
(i) Loans 6 0.48 135.48
Current:
(i) Trade receivables - -
(ii) Cash and cash equivalents 9 1.20 1.20
Financial Assets measured at cost
Non current:
(i) Investments
(a) Investments in Subsidiaries 5.1 6878.69 6878.69
Financial Liabilities measured at amortised cost (See Note 36.3)
Non current:
(i) Borrowings 12 0.00 159.65
Current:
(i) Trade payables 15 110.53 193.91
(ii) Other financial liabilities 16 111.25 2009.10

84
 Annual Report 2022-2023

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

34.2 Financial instrument measured at amortised cost

The carrying amount of financial assets and financial liabilities measured at amortised cost in the financial statements
are a reasonable approximation of their face values since the Company does not anticipate that the carrying cost
would be significantly different from the values that would eventualy be received or settled.

34.3 Financial risk management - objectives and policies

The Company has a well-managed risk management framework, anchored to policies and procedures and internal
financial controls aimed at ensuring early identification, evaluation and management of key financial risks (such
as liquidity risk, market risk, credit risk and foreign currency risk) that may arise as a consequence of its business
operations as well as its investing and financing activities. Accordingly, the Company’s risk management framework
has the objective of ensuring that such risks are managed within acceptable risk parameters in a disciplined and
consistent manner and in compliance with applicable regulation.

1. Market risk
Market risk is a risk that the fair value of future cash flows of a financial instrument will fluctuate because of
changes in market prices. The Company is exposed to market risk through its use of financial instruments and
specifically tointerest rate risk, which result from both its operating and investing activities.

Interest Rate Risk

The Company’s main interest rate risk arised from long term and short term borrowings with variable rates,
which expose the Company to cash flow interest rate risk. During March 31, 2023 and March 31, 2022, the
exposure of Company’s borrowings to interest rate changes are as follows:

Particulars 31-Mar-2023 31-Mar-2022

Variable rate borrowings - 700.33

Sensitivity
Profit/ loss is sensitive to higher/lower expense from borrowings as a result of change in interest rates. The
table below summarises the impact of increase/decrease in interest rates on profit or loss.

(Increase) / decrease in Loss by

Particulars
31-Mar-2023 31-Mar-2022
Interest rates - increase by 1% - 8.60
Interest rates - decrease by 1% - (8.60)

2. Liquidity Risk
Liquidity risk is the risk that the Company will encounter due to difficulty in raising funds to meet commitments
associated with financial instruments that are settled by delivering cash oranother financial asset. Liquidity risk
may result from an inability to sell a financial asset quickly at close to its fair value.
The company has sound financial strength represented by its aggregate current assets as against aggregate
current liabilities and its strong equity base and lower working capital debt.

85
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

The table below summarises the maturity profile of the Company’s financial liabilities based on
contractual undiscounted payments.

Maturities of financial liabilities Less than 1 year to More than

Total
As at 31 March 2023 1 year 5 years 5 years
Borrowings 567.01 839.66 1238.57 2645.25
Trade payable 13.67 56.36 40.50 110.53
Other financial liabilities 567.01 839.66 1238.57 2645.25

Maturities of financial liabilities Less than 1 year to More than

Total
As at 31 March 2022 1 year 5 years 5 years
Borrowings 189.62 1388.27 790.09 2367.97
Trade payable 11.43 182.48 - 193.91
Other financial liabilities 4.93 - 112.78 117.70

3. Credit Risk
Credit risk refers to risk that a counterparty will default on its contractual obligations resulting in financial loss to
the Company Credit risk arises primarily from financial assets such as trade receivables, other balances with
banks and other receivables.
Credit risk arising from balances with banks is limited because the counterparties are banks with high credit
ratings.
All other financials assets including those past due for each reporting date are of good credit quality.

Assets under credit risk

Particulars 31.03.2023 31.03.2022
Non current assets:
Financial Assets

Current assets:
Financial assets
Cash and cash equivalents 1.20 1.20

34.4 Capital management

For the purpose of the Company’s capital management, capital includes issued share capital and all other equity
reserves attributable to the equity shareholders of the Company. The primary objective of the Company when
managing capital is to safeguard its ability to continue as a going concern and to maintain an optimal capital structure
so as to maximize shareholder value.
The company has not distibuted any dividend to its shareholders. The company monitors net debt to capital ratio i.e.,
total debt in proportion to its overall financing structure i.e., equity and debt. Total debt comprises of term loans and
cash credits. The company manages its capital structure and makes changes to it in the light of changes in economic
conditions and the risk characteristics of the underlying assets.

86
 Annual Report 2022-2023

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

Particulars 31.03.2023 31.03.2022

Total Equity i 3164.31 2506.40
Total Debt ii - 700.33
Cash & Cash Equivalents iii 1.20 1.20
Net Debt iv = iii - ii (1.20) 699.13
Total Capital v = i + iv 3163.11 3205.54
Net Debt to capital ratio iv / v - 0.22
No changes were made in the objectives, policies and processes for managing the capital during the two years
ended March 31, 2022 or March 31, 2023.

34.5 Pursuant to regulation 34(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the
disclosures of amounts at the year end and the maximum amount of loans/ advances/ investments outstanding during
the year are as follows:
i) Amount outstanding at the year end:

Net Balance Net Balance

S. Dr. / Dr. /
Description Nature as on as on
No. Cr. Cr.
31.03.2023 31.03.2022
1 Shri Housing Pvt Ltd Loan 912.53 Cr. 582.79 Cr.
2 Crimson Investments Limited Loan 1732.72 Cr. 1495.44 Cr.
3 Investments - RCI Power AP Ltd Investment 785.88 Dr. 785.88 Dr.
4 Investments - RCI Power Limited Investment 6092.81 Dr. 6092.81 Dr.

ii) Maximum amount outstanding during the year:

Maximum Maximum
amt amt
S. Dr./ Dr./
Description Nature outstanding outstanding
No. Cr. Cr.
as on as on
31.03.2023 31.03.2022
1 Small Industries Development Bank of India
Loan - Cr. 700.33 Cr.
(SIDBI)
2 RCI Power Limited Loan - Cr. - Cr.
3 Shri Housing Pvt Ltd Loan 912.53 Cr. 582.79 Cr.
4 Crimson Investments Limited Loan 1732.72 Dr. 1495.44 Dr.
5 Investments - RCI Power AP Ltd Investment 785.88 Dr. 785.88 Dr.
6 Investments - RCI Power Limited Investment 6092.81 Dr. 6092.81 Dr.

87
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

35 Recent Pronouncements
The Ministry of Corporate Affairs (MCA) notifies new standards or amendments to the existing standards under
Companies (Indian Accounting Standards) Rules as issued from time to time. On March 31, 2023, the MCA amended
the Companies (Indian Accounting Standards) Amendment Rules, 2023, as below :
Ind AS 1, Presentation of Financial Statements – The amendment requires the entities to disclose their material
accounting policies rather than their significant accounting policies. The effective date for adoption of this amendment
is annual periods beginning on or after April 1, 2023. The Company has evaluated the amendment and the impact
of the amendment is insignificant in the financial statements.
Ind AS 8, Accounting Policies, Changes in Accounting Estimates and Errors – The amendment has introduced a
definition of ‘accounting estimates’ and included amendments to Ind AS 8 to help entities distinguish changes in
accounting policies from changes in accounting estimates. The effective date for adoption of this amendment is
annual periods beginning on or afterApril 1, 2023. The Company has evaluated the amendment and the impact of
the amendment is insignificant in the financial statements.
Ind AS 12, Income Taxes – This amendment has narrowed the scope of the initial recognition exemption so that
it does not apply to transactions that give rise to equal and offsetting temporary differences. The effective date for
adoption of this amendment is annual periods beginning on or after April 1, 2023.
The Company has evaluated the amendment and the impact of the amendment is insignificant in the financial
statements.

36 Corporate social responsibility (CSR)

The company has not crossed the threshold limit for applicability of CSR, hence the company is not required to have
CSR commitee and has not incurred any expenditure towards the same.

37 Ratio
The ratios for the years ended March 31, 2023 and March 31, 2022 are as follows:

Sl. %
Ratio Numerator Denominator 31.03.23 31.03.22
No. Variance
a Debt Service Coverage Earnings before Interest, Interest Expense + 0.835 (1.203) 244%
Ratio Tax and Exceptional Principal Repayments
Item made during the period
for long term loans
b Interest Service Coverage Earnings before Interest, Interest Expenses 0.001 (2.012) 201325%
Ratio Tax and Exceptional
Item Interest Expense
c Debt Equity Ratio Total Debt Total equity 1.455 2.391 (64%)
d Current Ratio Total Current assets Total Current liabilities 0.071 0.159 (123%)
e Long term debt to working Non-Current Borrowings Current Assets Less 0.001 (0.143) 14381%
capital (Including Current Current Liabilities
Maturities of Non- (Excluding Current
Current Borrowings) Maturities of Non-
Current Borrowings)
f Bad debts to Account Bad Debts Average Trade NA NA NA
receivable ratio Receivables
g Current liability ratio Ttoal Current Liabilities Total Liabilities 1.000 0.973 3%
h Total debts to total assets Total Debts Total Assets NA NA NA

88
 Annual Report 2022-2023

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

Sl. %
Ratio Numerator Denominator 31.03.23 31.03.22
No. Variance
i Debtors turnover Value of Sales and Average Trade NA NA NA
Servces Receivables
-
j Inventory turnover Cost of Goods Sold Average Inventories of 0.647 100%
(Cost of Material Finished Goods, Stock-
Consumed+ Purchases in-Process and Stock-
+ Changes in Inventory in-Trade
+ Manufacturing
Expenses)
-
k Operating margin (%) Earnings before Interest, Vaue of Sales and 1.462 100%
Tax and Exceptional Services
Item Less Other Income
-
l Net profit margin (%) Profit After Tax (after Value of Sales & 1.000 100%
exceptional item) Services

Reason for variance

(a) Due to Settlement of Loan
(b) Due to increase in Profit and decrease in Interest expenses
(c) Due to decrease in Total debt and increase in Profit
(d) Due to Sale of Land
(e) Due to decrease in Non Current Borrowings and Net Current Assets
(f) NA
(g) NA
(h) NA
(i) NA
(j) No cost sales and Cost of Goods sold in previous year
(k) No Sales and Purchases in previous year
(l) No Sales and Purchases in previous year

38 Other Statutory Information :

Details of benami property held -
No proceedings have been initiated on or are pending against the company for holding benami property under the
Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder

Utilisation of borrowed funds

The company did not obtain any secured borrowing and overdraft facilities during the year.

Borrowing secured against current assets

The company did not obtain any secured borrowing and overdraft facilities during the year.

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Standalone Notes to the financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

Wilful defaulter
Company have not been declared wilful defaulter by any bank or financial institution or government or any
government authority

Relationship with struck off companies

The company has no transactions with the companies struck off under Companies Act, 2013 or Companies Act,
1956

Compliance with number of layers of companies

The has no subsidiaries accordingly reporting under the Companies (restriction on number of layers) rules 2017 is
not applicable

Compliance with approved scheme(s) of arrangements

The company currently does not have any approved/pending scheme of amalgamation or arrangements, accordingly
reporting under clause is not applicable.

Undisclosed income
There is no income surrendered or disclosed as income during the current or previous year in the tax assessments
under the Income Tax Act, 1961, that has not been recorded in the books of account.

Details of crypto currency or virtual currency

The company has not traded or invested in crypto currency or virtual currency during the current or previous year.

Registration or satisfaction of charges with ROC

The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory
period.

39 Events after the reporting period

There has been no significant subsequent events after the reporting period requiring either disclosure or adjustment
to the reported financial statements.

40 Previous years figures

Previous year's figures have been regrouped and reclassified where necessary to confoirm to this year’s classification.
During the year, the company has reworded its Significant Accounting Policies and there is no change in Accounting
Policies from last year. Accounting Policies were reworded for better presentation.

The above balance sheet should be read in conjunction with the accompanying notes.
In terms of our report attached. For and on behalf of the Board of Directors
for A N Jambunathan & Co
Chartered Accountants
Firm Registration N0. 001250S
R Ramakrishnan M Narayanamurthi K N Narayanan
Partner Managing Director Director
M.No. 205489 DIN: 00332455 DIN: 01543391
Place : Chennai A Sriram A. V. Ramalingam
Date : May 30, 2023 Chief Financial Officer Company Secretary

90
 Annual Report 2022-2023

Consolidated Financial Statements

2022 - 2023

91
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

INDEPENDENT AUDITOR’S REPORT

TO THE MEMBERS OF
PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Report on the Audit of the Consolidated Financial write off of such bad debts and write back of liabilities
Statements could not be ascertained. Due to unavailability of
sufficient appropriate audit evidence to corroborate
Qualified Opinion
management’s assessment of recoverability of the
We have audited the accompanying consolidated financial above said amounts and as these are outstanding for
statements of Premier Energy & Infrastructure Limited more than 48 months, we are unable to comment on
(herein referred to as “the Holding Company”) and its the recoverability of the same.
subsidiaries (the Holding Company and its subsidiaries
together referred to as “the Group”), which comprise the Material Uncertainty Related to Going Concern
Consolidated Balance sheet as at 31st March 2023, the
Consolidated Statement of Profit and Loss (including Other We draw attention to Note 32 of the consolidated financial
Comprehensive Income), the Consolidated Statement of statements, which indicates that the company’s has
Changes in Equity, the Consolidated Statement of Cash accumulated losses and no active business operations in
Flows ended on that date, and notes to the consolidated the recent past. These conditions indicate that a material
financial statements, including a summary of significant uncertainty exists that may cast a significant doubt on
accounting policies and other explanatory information the company’s ability as going concern. However, the
(hereinafter referred to as the “consolidated financial consolidated financial statements of the Company have
statements”). been prepared on a going concern basis for the reasons
stated in the said note.
In our opinion and to the best of our information and
according to the explanations given to us, and based on We conducted our audit of the consolidated financial
consideration of reports of other auditors on separate statements in accordance with the Standards on Auditing
financial statements and on the other financial information of (‘SAs’) specified under section 143(10) of the Act. Our
subsidiaries, except for the effects of the matters described responsibilities under those standards are further described
in the ‘Basis for Qualified Opinion’ section of our report, in the Auditor’s Responsibilities for the Audit of the
the aforesaid consolidated financial statements give the Statement section of our report. We are independent of the
information required by the Companies Act, 2013 (the “Act”) Company in accordance with the Code of Ethics issued by
in the manner so required; and give a true and fair view in the Institute of Chartered Accountants of India (‘the ICAI’)
conformity with the Indian Accounting Standards prescribed together with the ethical requirements that are relevant to
under section 133 of the Act read with the Companies our audit of the financial statements under the provisions
(Indian Accounting Standards) Rules, 2015, as amended, of the Act and the rules thereunder, and we have fulfilled
(“Ind AS”) and other accounting principles generally our other ethical responsibilities in accordance with these
accepted in India, of their consolidated state of affairs of the requirements and the ICAI’s Code of Ethics. We believe
Company as at March 31, 2023, and its consolidated loss, that the audit evidence obtained by us, is sufficient and
consolidated total comprehensive income, consolidated appropriate to provide a basis for our qualified opinion on
changes in equity and its consolidated cash flows for the the consolidated financial statements.
year ended on that date.
Key Audit Matters
Basis for Qualified Opinion
Key audit matters are those matters that, in our professional
(i) The Holding company has not complied with the judgment, were of most significance in our audit of the
Acts under section 149(1), Section 138, Section 203, consolidated financial statements for the financial year
Section 149(6), Section 135 of Companies Act, 2013 ended 31st March 2023. These matters were addressed in
and Regulation 24(1) of SEBI Regulations, 2015. the context of our audit of consolidated financial statements
The penal charges and fines in view of the same are as a whole, and in forming our opinion thereon, and we do
unascertainable at this point of time. not provide a separate opinion on these matters. Except
for the matters described in the Basis for Qualified Opinion
(ii) The Holding Company has had a unconfirmed/un- section, Material Uncertainty Related to Going Concern and
reconciled balances of outstanding trade payables Emphasis of matter section, we have determined that there
of Rs. 1,10,53,197 out of which trade payables of are no other key audit matters to communicate in our report
Rs. 96,86,404 are over 48 months, the provisioning/

92
 Annual Report 2022-2023
Information other than the Consolidated Financial irregularities; selection and application of appropriate
Statements and Auditor’s Report thereon accounting policies; making judgments and estimates that
are reasonable and prudent; and design, implementation
The Company’s Board of Directors is responsible for the
and maintenance of adequate internal financial controls,
other information. The other information comprises the
that were operating effectively for ensuring the accuracy
information included in the Management Discussion and
and completeness of the accounting records, relevant
Analysis, Board’s Report including Annexures to Board’s
to the preparation and presentation of the consolidated
Report, Business Responsibility Report, Corporate
financial statement that give a true and fair view and are
Governance and Shareholder’s Information, but does not
free from material misstatement, whether due to fraud or
include the consolidated financial statements, standalone
error, which have been used for the purpose of preparation
financial statements and our auditor’s report thereon.
of Consolidated Financial Statements by the Director of the
Our opinion on the financial statements does not cover Holding Company, as aforesaid.
the other information and we do not express any form
In preparing the consolidated financial statements, the
of assurance conclusion thereon. In connection with our
respective management of the companies included in the
audit of the financial statements, our responsibility is to
group are responsible for assessing the Group’s ability to
read the other information and, in doing so, consider
continue as a going concern, disclosing, as applicable,
whether the other information is materially inconsistent with
matters related to going concern and using the going
the consolidated financial statements or our knowledge
concern basis of accounting unless management either
obtained during the course of our audit or otherwise
intends to liquidate the Group or to cease operations, or
appears to be materially misstated. If, based on the work
has no realistic alternative but to do so.
we have performed, we conclude that there is a material
misstatement of this other information, we are required to Those respective boards of directors are also responsible
report that fact. We have nothing to report in this regard. for overseeing the Group’s financial reporting process of
the group.
Emphasis of Matter
Auditor’s Responsibilities for the Audit of the
We draw attention to:
Consolidated Financial Statement
a) Note 36 in the Notes to the consolidated Ind AS
Our objectives are to obtain reasonable assurance about
financial statements regarding the delisting of Holding
whether the Consolidated Financial Statements as a whole
Company’s shares by the Bombay Stock Exchange
is free from material misstatement, whether due to fraud
b) The Holding company has written back payables and or error, and to issue an auditor’s report that includes our
written off receivables as stated in Note 21.1 to the opinion. Reasonable assurance is a high level of assurance
consolidated financial statements. but is not a guarantee that an audit conducted in accordance
with Standards on Auditing, specified under section 143(10)
Our opinion is not modified in respect of the above matters. of the Act, will always detect a material misstatement when
it exists. Misstatements can arise from fraud or error and are
Responsibilities of Management and Those Charged considered material if, individually or in the aggregate, they
with Governance for the Consolidated Financial could reasonably be expected to influence the economic
Statements decisions of users taken on the basis of these consolidated
financial statements.
The Company’s Board of Directors is responsible for the
matters stated in Section 134(5) of the Act with respect As part of an audit in accordance with the Standards on
to the preparation and presentation of these consolidated Auditing, we exercise professional judgment and maintain
financial statements that give a true and fair view of the professional skepticism throughout the audit. We also:
consolidated financial position, consolidated financial
• Identify and assess the risks of material misstatement
performance including other comprehensive income,
of the consolidated financial statements, whether due
consolidated changes in equity and consolidated cash
to fraud or error, design and perform audit procedures
flows of the Group in accordance with the Ind AS and other
responsive to those risks, and obtain audit evidence
accounting principles generally accepted in India.
that is sufficient and appropriate to provide a basis
The respective Boards of Directors of the companies for our opinion. The risk of not detecting a material
included in the Group are responsible for maintenance misstatement resulting from fraud is higher than for
of adequate accounting records in accordance with the one resulting from error, as fraud may involve collusion,
provisions of the Act for safeguarding of the assets of the forgery, intentional omissions, misrepresentations, or
Group and for preventing and detecting frauds and other the override of internal control.

93
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

• Obtain an understanding of internal control relevant to We communicate with those charged with governance
the audit in order to design audit procedures that are regarding, among other matters, the planned scope and
appropriate in the circumstances. Under Section 143(3) timing of the audit and significant audit findings, including
(i) of the Act, we are also responsible for expressing any significant deficiencies in internal control that we identify
our opinion on whether the Company has in place during our audit.
adequate internal financial controls with reference to
We also provide those charged with governance with a
financial statements and the operating effectiveness
statement that we have complied with relevant ethical
of such controls.
requirements regarding independence, and to communicate
• Evaluate the appropriateness of accounting policies with them all relationships and other matters that may
used and the reasonableness of accounting estimates reasonably be thought to bear on our independence, and
and related disclosures made by the management. where applicable, related safeguards. From the matters
communicated with those charged with governance, we
• Conclude on the appropriateness of the management’s
determine those matters that were of most significance in
use of the going concern basis of accounting and, based
the audit of the consolidated financial statements of the
on the audit evidence obtained, whether a material
current period and are therefore the Emphasis of matter. We
uncertainty exists related to events or conditions that
describe these matters in our auditor’s report unless law or
may cast significant doubt on the Company’s ability
regulation precludes public disclosure about the matter or
to continue as a going concern. If we conclude that
when, in extremely rare circumstances, we determine that
a material uncertainty exists, we are required to draw
a matter should not be communicated in our report because
attention in our auditor’s report to the related disclosures
the adverse consequences of doing so would reasonably
in the consolidated financial statements or, if such
be expected to outweigh the public interest benefits of such
disclosures are inadequate, to modify our opinion. Our
communication.
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 Report on Other Legal and Regulatory Requirements
to continue as a going concern.
As required by the Companies (Auditor’s Report) Order,
• Evaluate the overall presentation, structure and content 2020 (“the Order”), issued by the Central Government
of the Statement, including the disclosures, and whether of India in terms of sub-section (11) of section 143 of the
the Statement represents the underlying transactions Companies Act, 2013, we give in the “Annexure A”, a
and events in a manner that achieves fair presentation. statement on the matters specified in paragraphs 3 and 4
of the Order, to the extent applicable.
• Obtain sufficient appropriate audit evidence regarding
the financial information of the entities or business Further to our comments in Annexure A, as required by
activities within the Group of which we are the Section 143(3) of the Act, we report that:
independent auditors and whose financial information (a) We have sought and except for the possible effect
we have audited, to express an opinion on the of the matter described in the Basis for Qualified
Consolidated Financial Statements. We are responsible opinion section above, obtained all the information and
for the direction, supervision and performance of the explanations which to the best of our knowledge and
audit of the financial statements of such entities included belief were necessary for the purposes of our audit.
in the consolidated financial statements of which we are
(b) Except for the effects of the matter described in the
the independent auditors. For the other entities included
Basis of Qualified Opinion section above, in our opinion,
in the consolidated financial statements, which have
proper books of account as required by law have been
been audited by other auditors, such other auditors
kept by the Company so far as it appears from our
remain responsible for the direction, supervision and
examination of those books.
performance of the audits carried out by them. We
remain solely responsible for our audit opinion. (c) The Balance Sheet, the Statement of Profit and Loss
(including other comprehensive income), the Cash Flow
Materiality is the magnitude of misstatements in the Statement and the statement of Changes in Equity dealt
consolidated financial statements that, individually or in with by this Report are in agreement with the books of
aggregate, makes it probable that the economic decisions account.
of a reasonably knowledgeable user of the consolidated
(d) Except for the effects of the matter described in the
financial statements may be influenced. We consider
Basis of Qualified Opinion section above, In our opinion,
quantitative materiality and qualitative factors in (i) planning
the aforesaid consolidated financial statements comply
the scope of our audit work and in evaluating the results
with the Ind AS specified under Section 133 of the Act,
of our work; and (ii) to evaluate the effect of any identified
read with Rule 7 of the Companies (Accounts) Rules,
misstatements in the consolidated financial statements.
2014.

94
 Annual Report 2022-2023
(e) On the basis of the written representations received or otherwise, that the Intermediary shall,
from the directors as on 31st March, 2023 taken on whether, directly or indirectly lend or invest
record by the Board of Directors, none of the directors in other persons or entities identified in any
is disqualified as on 31st March, 2023 from being manner whatsoever by or on behalf of the
appointed as a director in terms of Section 164 (2) of company (“Ultimate Beneficiaries”) or provide
the Act. any guarantee, security or the like on behalf of
the Ultimate Beneficiaries;
(f) With respect to the adequacy of the internal financial
controls over financial reporting of the Company and (b) The respective management of the Company
the operating effectiveness of such controls, refer to and its subsidiaries has represented, that, to
our separate Report in “Annexure A”. the best of it’s knowledge and belief, other
than as disclosed in the notes to the accounts,
(g) With respect to the other matters to be included in the
no funds have been received by the company
Auditor’s Report in accordance with Rule 11 of the
from any person(s) or entity(ies), including
Companies(Audit and Auditors) Rules, 2014, in our
foreign entities (“Funding Parties”), with the
opinion and to the best of our information and according
understanding, whether recorded in writing or
to the explanations given to us:
otherwise, that the company shall, whether,
i. The Group has disclosed the impact of pending directly or indirectly, lend or invest in other
litigations on its consolidated financial position in persons or entities identified in any manner
the consolidated Ind AS financial statements - Refer whatsoever by or on behalf of the Funding
Note No. 30 to the consolidated Ind AS financial Party (“Ultimate Beneficiaries”) or provide any
statements guarantee, security or the like on behalf of the
Ultimate Beneficiaries; and
ii. The Group did not have any long-term contracts
including derivative contracts for which there were (c) Based on such audit procedures that have
any material foreseeable losses. been considered reasonable and appropriate
in the circumstances, nothing has come to our
iii. There has been no delay in transferring amounts, notice that has caused us to believe that the
required to be transferred, to the Investor Education representations under sub-clause (i) and (ii)
and Protection Fund by the Holding Company and of Rule 11(e), as provided under (a) and (b)
its Subsidiaries. above, contain any material mis-statement.
iv. (a) The respective management of the Company v. No dividend have been declared or paid during the
and its subsidiaries has represented that, year by the holding company.
to the best of it’s knowledge and belief,
other than as disclosed in the notes to the For A N Jambunathan & Co
accounts, no funds have been advanced or Chartered Accountants
loaned or invested (either from borrowed Firm Registration N0. 001250S
funds or share premium or any other sources
or kind of funds) by the company to or in R Ramakrishnan
any other person(s) or entity(ies), including Place: Chennai Partner
foreign entities (“Intermediaries”), with the Date: May 30, 2023 M.No. 205489
understanding, whether recorded in writing UDIN: 23205489BGUQZZ2662

95
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

ANNEXURE “A” TO THE INDEPENDENT AUD1ITOR’S REPORT

The annexure referred to in paragraph 2(f) under ‘Report internal financial controls over financial reporting was
on Other Legal and Regulatory Requirements’ of our established and maintained and if such controls operated
report of even date to the members of Premier Energy effectively in all material respects.
and Infrastructure Limited on the consolidated Ind AS
Our audit involves performing procedures to obtain audit
financial statements for the year ended 31st March, 2023.
evidence about the adequacy of the internal financial
controls system over financial reporting and their operating
Report on the Internal Financial Controls Over effectiveness. Our audit of internal financial controls over
Financial Reporting under Clause (i) of Sub-section 3 financial reporting included obtaining an understanding of
of Section143 of the Companies Act, 2013 (“the Act”) internal financial controls over financial reporting, assessing
the risk that a material weakness exists, and testing and
We have audited the internal financial controls over financial
evaluating the design and operating effectiveness of
reporting of PREMIER ENERGY & INFRASTRUCTURE
internal control based on the assessed risk. The procedures
LIMITED (the “Holding Company”) and its subsidiaries (the
selected depend on the auditor’s judgement, including the
holding company and its subsidiaries together referred to
assessment of the risks of material misstatement of the
as “the Group”) as of March 31, 2023 in conjunction with
financial statements, whether due to fraud or error.
our audit of the consolidated financial statements of the
Company for the year ended on that date. We believe that the audit evidence we have obtained and
the audit evidence obtained by the other auditors in terms
Management’s Responsibility for Internal Financial of their reports, is sufficient and appropriate to provide a
Controls basis for our audit opinion on the Group’s internal financial
controls system over financial reporting.
The respective Board of Director of the Holding Company
and its subsidiary companies, which are companies
Meaning of Internal Financial Controls Over Financial
incorporated in India, are responsible for establishing and
Reporting
maintaining internal financial controls based on the internal
control over financial reporting criteria established by the A company’s internal financial control over financial reporting
Company considering the essential components of internal is a process designed to provide reasonable assurance
control stated in the Guidance Note on Audit of Internal regarding the reliability of financial reporting and the
Financial Controls Over Financial Reporting issued by the preparation of financial statements for external purposes in
Institute of Chartered Accountants of India (the “ICAI”). accordance with generally accepted accounting principles.
These responsibilities include the design, implementation A company’s internal financial control over financial
and maintenance of adequate internal financial controls reporting includes those policies and procedures that: (1)
that were operating effectively for ensuring the orderly pertain to the maintenance of records that, in reasonable
and efficient conduct of its business, including adherence detail, accurately and fairly reflect the transactions and
to respective company’s policies, the safeguarding of its dispositions of the assets of the company; (2) provide
assets, the prevention and detection of frauds and errors, reasonable assurance that transactions are recorded as
the accuracy and completeness of the accounting records, necessary to permit preparation of financial statements in
and the timely preparation of reliable financial information, accordance with generally accepted accounting principles,
as required under the Companies Act, 2013. and that receipts and expenditures of the company are
being made only in accordance with authorizations of
Auditor’s Responsibility management and directors of the company; and (3) provide
reasonable assurance regarding prevention or timely
Our responsibility is to express an opinion on the Group’s detection of unauthorized acquisition, use, or disposition
internal financial controls over financial reporting based of the company’s assets that could have a material effect
on our audit. We conducted our audit in accordance with on the financial statements.
the Guidance Note on Audit of Internal Financial Controls
Over Financial Reporting (the “Guidance Note”) issued by
Inherent Limitations of Internal Financial Controls Over
the ICAI and the Standards on Auditing prescribed under
Financial Reporting
Section 143(10) of the Companies Act, 2013, to the extent
applicable to an audit of internal financial controls. Those Because of the inherent limitations of internal financial
Standards and the Guidance Note require that we comply controls over financial reporting, including the possibility
with ethical requirements and plan and perform the audit of collusion or improper management override of controls,
to obtain reasonable assurance about whether adequate

96
 Annual Report 2022-2023
material misstatements due to error or fraud may occur and Opinion
not be detected. Also, projections of any evaluation of the
In our opinion, the Company has, in all material respects,
internal financial controls over financial reporting to future
maintained internal financial controls with reference to
periods are subject to the risk that the internal financial
financial statements as of March 31, 2023, based on the
control over financial reporting may become inadequate
internal control with reference to financial statements criteria
because of changes in conditions, or that the degree of
established by the Company considering the essential
compliance with the policies or procedures may deteriorate.
components of internal control stated in the Guidance Note,
and except for the possible effects of the material weakness
Qualified Opinion described above on the achievement of the objectives of
the control criteria, the Company’s internal financial controls
According to the information and explanations given to us
with reference to financial statements were operating
and based on our audit, material weaknesses have been
effectively as of March 31, 2023.
identified in the operating effectiveness of the Company’s
internal financial controls with reference to financial We have considered the material weakness identified and
statements as at March 31, 2023 in respect of provisioning reported above in determining the nature, timing, and extent
of overdue receivables and provisioning of advances of audit tests applied in our audit of the March 31, 2023
outstanding for a period of more than 48 months, which consolidated financial statements of the Company, and the
could potentially result in the Company not recognizing a material weakness affects our opinion on the consolidated
provision for the said receivables and advances and non- financial statements of the Company.
provisioning of penalties which are likely to arise due to
non-compliances of various statutes. For A N Jambunathan & Co
Chartered Accountants
A ‘material weakness’ is a deficiency, or a combination
Firm Registration N0. 001250S
of deficiencies, in internal financial control with reference
to financial statements, such that there is a reasonable R Ramakrishnan
possibility that a material misstatement of the company’s Place: Chennai Partner
annual or interim financial statements will not be prevented Date: May 30, 2023 M.No. 205489
or detected on a timely basis. UDIN: 23205489BGUQZZ2662

97
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Consolidated Balance Sheet as at March 31, 2023

All amounts are in Rs in Lakhs unless otherwise stated
Note As at As at
Particulars
No 31-Mar-23 31-Mar-22
ASSETS
Non-current assets
(a) Property, Plant and Equipment 4 6565.86 6565.86
(b) Capital work-in-progress 4 270.22 270.22
(c) Goodwill 5 33.71 33.71
(d) Financial Assets
(i) Investments
a) Investments in Subsidiaries - -
b) Other Investments - -
(ii) Loans 6 1720.57 1552.08
(e) Other non-current assets 8 560.40 560.40
Total Non - Current Assets 9150.77 8982.27
Current assets
(a) Inventory 9 326.77 924.70
(b) Financial assets
(i) Cash and cash equivalents 10 8.45 10.72
(ii) Other financial assets 7 4.08 3.62
(c) Other current assets 8 106.31 69.82
Total current assets 445.61 1008.86
Total assets 9596.38 9991.13
EQUITY AND LIABILITIES
Equity
(a) Equity Share capital 11 4135.01 4135.01
(b) Other equity 12 (407.36) (1030.51)
Total Equity 3727.65 3104.49
Liabilities
Non-current liabilities
(a) Financial Liabilities
(i) Borrowings 13 57.50 187.65
(b) Provisions 14 1.05 4.14
Total Non - Current Liabilities 58.55 191.79
Current liabilities
(a) Financial Liabilities
(i) Borrowings 15 2645.25 2367.97
(ii) Trade payables 16
(a) total outstanding dues of micro enterprises and small enterprises
(b) total outstanding dues of creditors other than micro enterprises
110.53 193.91
and small enterprises
(iii) Other financial liabilities 17 261.44 2081.22
(b) Provisions 14 3.31 0.10
(c) Current tax balances (Net) 18 767.72 726.30
(d) Other current liabilities 19 2021.93 1325.35
Total Current Liabilities 5810.18 6694.85
Total Liabilities 5868.73 6886.64
Total Equity and Liabilities 9596.38 9991.13
The above balance sheet should be read in conjunction with the accompanying notes.
In terms of our report attached. For and on behalf of the Board of Directors
for A N Jambunathan & Co
Chartered Accountants
Firm Registration N0. 001250S
R Ramakrishnan M Narayanamurthi K N Narayanan
Partner Managing Director Director
M.No. 205489 DIN: 00332455 DIN: 01543391
Place : Chennai A Sriram A. V. Ramalingam
Date : May 30, 2023 Chief Financial Officer Company Secretary
98
 Annual Report 2022-2023

Consolidated Statement of Profit and Loss for the year ended March 31, 2023
All amounts are in Rs in Lakhs unless otherwise stated
Note Year ended Year ended
No. 31-Mar-23 31-Mar-22
I Revenue from Operations 20 450.00 -
II Other Income 21 979.95 40.00
III Total Income (I+II) 1429.95 40.00

IV Expenses
Cost of Sales 535.70 -
Decrease in value of Inventory 62.23 -
Employee benefit expense 22 36.98 34.15
Finance costs 23 4.74 188.85
Depreciation and amortisation expense 24 - 0.02
Other expenses 25 167.24 457.72
Total expenses (IV) 806.89 680.74
V Profit/(loss) before Exceptional items & tax (III-IV) 623.06 (640.74)
VI Exceptional items
VII Profit/(loss) before tax (V-VI) 623.06 (640.74)
VIII Tax expense
(1) Current tax - (49.90)
- (49.90)
IX Profit (Loss) for the period from continuing operations (VII-VIII) 623.06 (590.84)
Other Comprehensive Income
A (i) Items that will not be reclassified to profit or loss
(a) Remeasurements of the defined benefit liabilities / (asset) 27 (0.09) (0.07)
X Total comprehensive income for the period (A (i-ii)+B(i-ii)) (0.09) (0.07)
XI Total comprehensive income for the period (XIII-XIV) 623.15 (590.77)
Profit for the year attributable to:
Owners of the Company 623.15 (590.77)
Non controlling interests - -
623.15 (590.77)
Other comprehensive income for the year attributable to:
Owners of the Company - -
- -
Total comprehensive income for the year attributable to:
Owners of the Company 623.15 (590.77)
623.15 (590.77)
Earnings per equity share (for continuing operation): 26
Diluted (in Rs.) 1.51 (1.43)

The above balance sheet should be read in conjunction with the accompanying notes.
In terms of our report attached. For and on behalf of the Board of Directors
for A N Jambunathan & Co
Chartered Accountants
Firm Registration N0. 001250S
R Ramakrishnan M Narayanamurthi K N Narayanan
Partner Managing Director Director
M.No. 205489 DIN: 00332455 DIN: 01543391
Place : Chennai A Sriram A. V. Ramalingam
Date : May 30, 2023 Chief Financial Officer Company Secretary
99
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Consolidated Cash Flow Statement as on March 31, 2023

All amounts are in Rs in Lakhs unless otherwise stated
Note Year ended Year ended
No 31 March 2023 31 March 2022
Cash flows from operating activities
Profit before tax for the year 623.15 (640.67)
Adjustments for:
Depreciation and amortisation of non-current assets 4 - 0.02
Exceptional Item -
Finance costs recognised in profit or loss 23 - 188.65

Movements in working capital:

(Increase)/decrease in trade and other receivables - -
(Increase)/decrease in Inventory 597.93 -
(Increase)/decrease in other assets 8 (38.47) (32.88)
Increase/(Decrease) in trade and other payables 16 (83.13) (2.73)
Increase/(decrease) in provisions 14 0.07 (21.49)
(Decrease)/increase in other liabilities 19 696.07 502.13
Cash generated from operations 1795.63 (6.97)

Income taxes paid 41.47 49.90

Net cash generated by operating activities 1837.10 42.93

Cash flows from investing activities

Payments to acquire financial assets 7 - -
Payments for property, plant and equipment 11 - -
Net cash (used in)/generated by investing activities - -

Cash flows from financing activities

Proceeds from borrowings 13 (130.98) (100.33)
Proceeds from loans 6 (166.15) (116.71)
Proceeds from short term borrowings 15 277.28 189.62
Proceeds from other financial liabilities 17 (1819.52) 171.21
Interest paid 23 (188.65)
Net cash used in financing activities (1839.37) (44.86)

Net increase in cash and cash equivalents (2.26) (1.93)

Cash and cash equivalents at the beginning of the year 10 10.72 12.65
Cash and cash equivalents at the end of the year 8.45 10.72
Cash and Cash equivalents as per Balance sheet 8.45 10.72

The above balance sheet should be read in conjunction with the accompanying notes.
In terms of our report attached. For and on behalf of the Board of Directors
for A N Jambunathan & Co
Chartered Accountants
Firm Registration N0. 001250S
R Ramakrishnan M Narayanamurthi K N Narayanan
Partner Managing Director Director
M.No. 205489 DIN: 00332455 DIN: 01543391
Place : Chennai A Sriram A. V. Ramalingam
Date : May 30, 2023 Chief Financial Officer Company Secretary

100
 Annual Report 2022-2023

Consolidated Statement of changes in equity for the year ended March 31, 2023
All amounts are in Rs in Lakhs unless otherwise stated

A. Equity Share Capital

Changes in Equity Restated Changes in equity

Balance as at April 1, Balance as at
Share Capital due to balance as at share capital during
2022 March 31, 2023
prior period errors April 1, 2022 the current year

4135.01 - - - 4135.01

Changes in Equity Restated Changes in equity

Balance as at April 1, Balance as at
Share Capital due to balance as at share capital during
2021 March 31, 2022
prior period errors April 1, 2021 the current year

4135.01 - - - 4135.01

B. Other Equity
Reserves & Surplus
Other
Securities
Capital General Profit & Loss Compre- Total other
Premium
Reserve Reserve Account hensive equity
reserve
Income
Balance at April 1, 2021 9508.64 1468.63 128.84 (11549.10) 3.25 (439.74)

Profit for the year - - - (590.84) - (590.84)

Other comprehensive
- - - 0.07 0.07
income
Balance at April 1, 2022 9508.64 1468.63 128.84 (12139.94) 3.32 (1030.51)

Profit for the year - - - 623.06 - 623.06

Other comprehensive
- - - - 0.09 0.09
income

Balance at April 1, 2023 9508.64 1468.63 128.84 (11516.88) 3.42 (407.36)

The above balance sheet should be read in conjunction with the accompanying notes.
In terms of our report attached. For and on behalf of the Board of Directors
for A N Jambunathan & Co
Chartered Accountants
Firm Registration N0. 001250S
R Ramakrishnan M Narayanamurthi K N Narayanan
Partner Managing Director Director
M.No. 205489 DIN: 00332455 DIN: 01543391
Place : Chennai A Sriram A. V. Ramalingam
Date : May 30, 2023 Chief Financial Officer Company Secretary

101
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Notes to the consolidated financial statements for the year ended March 31, 2023
All amounts are in Rs in Lakhs unless otherwise stated

1A Corporate Information
Premier Energy and Infrastructure Limited (PEIL) is focused on the Construction, housing development and
energy sector.
The following are the subsidiaries:
a) RCI Power Limited - 100%
b) RCI Power AP Limited - 100%

1B Principles of consolidation:
The consolidated financial statements relates to Premier Energy Investments Limited (PEIL) and its subsidiary
companies. It is prepared on the following basis:
(i) The financial statements of the subsidiary company in the consolidation are drawn up to the same reporting
date as that of the company i.e., March 31, 2023.
(ii) The financial statements of the company and its subsidiaries are consolidated on line by line basis by
adding together like items of assets, liabilities, income and expenses, after eliminating intragroup balances,
intragroup transactions and resulting unrealised profits or losses, unless costs cannot be recovered.
(iii) In view of the provisional order of winding up of the Honourable Madras High Court dated December 20,
2016, in relation to the subsidiary company Emas Engineers & Contractors Pvt Ltd the company is unable
to consolidate the accounts of this subsidiary.
(iv) Additional information as required under the General instructions for Preparation of Consolidated Financial
Statements to Schedule III Division II to the Companies Act, 2013.

As at March 31, 2023

Net Assets (Total assets minus
total liabilities)
As a % of
Name of entity consolidated net Amount
assets
Parent
Premier Energy and Infrastructure Limited 85% 316,430,688
Subsidiaries - Indian
RCI Power Limited 176% 656,405,311
RCI Power AP Limited 23% 85,490,953
Adjustments arising out of consolidation (183%) (684,697,327)
100% 373,629,625

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 Annual Report 2022-2023

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

As at March 31, 2023

Share of profit after tax
As a % of
Name of entity consolidated net Amount
assets
Parent
Premier Energy and Infrastructure Limited 105% 65,780,878
Subsidiaries - Indian
RCI Power Limited (5%) (3,181,714)
RCI Power AP Limited 0% (207,138)
Adjustments arising out of consolidation 0% -
100% 62,392,027

As at March 31, 2023

Share of Other Comprehensive
Income
As a % of
Name of entity consolidated net Amount
assets
Parent
Premier Energy and Infrastructure Limited 6.85% (9,374)
Subsidiaries - Indian
RCI Power Limited 0% -
RCI Power AP Limited 0% -
Adjustments arising out of consolidation - -
6.85% (9,374)

As at March 31, 2023

Share of Total Comprehensive
Income
As a % of
Name of entity consolidated net Amount
assets
Parent
Premier Energy and Infrastructure Limited 105% 65,771,504
Subsidiaries - Indian
RCI Power Limited (5%) (3,181,714)
RCI Power AP Limited 0% (207,138)
Adjustments arising out of consolidation 0% -
100% 62,382,653

103
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

2 Statement of Compliance with IndAS

These consolidated financial statements ('financial statements') of the company have been prepared in
accordance with Indian Accounting Standards (hereinafter referred to as the ‘Ind AS’) as notified by Ministry
of Corporate Affairs (‘MCA’) under Section 133 of the Companies Act, 2013 (‘the Act’) read with rule 3 of
Companies (Indian Accounting Standards) Rules, 2015, as amended and other relevant provisions of the Act.
The group has uniformly applied the accounting policies during the periods presented.

3 Significant accounting policies

The financial statements have been prepared using the significant accounting policies and measurement basis
summarised below. These were used throughout all periods presented in the financial statements, except
where the Company has applied certain accounting policies and exemptions upon transition to Ind AS.

3.1.1 Basis of preparation and presentation

These Consolidated financial statements are prepared in accordance with Indian Accounting Standard (Ind
AS), under the historical cost convention on the accrual basis except for certain financial instruments which
are measured at fair values, the provisions of the Companies Act , 2013 ('the Act') (to the extent notified). The
Ind AS are prescribed under Section 133 of the Act read with Rule 3 of the Companies (Indian Accounting
Standards) Rules, 2015 and relevant amendment rules issued there after.
Accounting policies have been consistently applied except where a newly issued accounting standard is initially
adopted or a revision to an existing accounting standard requires a change in the accounting policy hitherto in use.
The Consolidated financial statements are presented in Indian currency rounded off to the nearest Rs. in Lakhs.

3.1.2 Basis of consolidation

The Company consolidates all entities which are controlled by it.
The Company establishes control when; it has power over the entity, is exposed, or has rights, to variable
returns from its involvement with the entity and has the ability to affect the entity’s returns by using its power
over relevant activities of the entity.
Entities controlled by the Company are consolidated from the date control commences until the date control
ceases.
All inter-company transactions, balances, income and expenses are eliminated in full on consolidation.
Changes in the Company’s interests in subsidiaries that do not result in a loss of control are accounted for
as equity transactions. The carrying amount of the Company’s interests and the non-controlling interests are
adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount
by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is
recognised directly in equity and attributed to shareholders of the Company.

3.1.3 Business combinations

The Group accounts for its business combinations under acquisition method of accounting. Acquisition related
costs are recognised in the consolidated statement of profit and loss as incurred. The acquiree’s identifiable
assets, liabilities and contingent liabilities that meet the condition for recognition are recognised at their fair
values at the acquisition date.
Purchase consideration paid in excess of the fair value of net assets acquired is recognised as goodwill. Where
the fair value of identifiable assets and liabilities exceed the cost of acquisition, after reassessing the fair values
of the net assets and contingent liabilities, the excess is recognised as capital reserve.
The interest of non-controlling shareholders is initially measured either at fair value or at the non-controlling
interests’ proportionate share of the acquiree’s identifiable net assets. The choice of measurement basis is
made on an acquisition-by-acquisition basis. Subsequent to acquisition, the carrying amount of non-controlling
interests is the amount of those interests at initial recognition plus the non-controlling interests’ share of
subsequent changes in equity of subsidiaries.

104
 Annual Report 2022-2023

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

Business combinations arising from transfers of interests in entities that are under common control are
accounted at historical cost. The difference between any consideration given and the aggregate historical
carrying amounts of assets and liabilities of the acquired entity is recorded in shareholders’ equity.

3.2.1 Use of Estimates

The preparation of the financial statements in conformity with Ind AS requires the Management to make
judgements, estimates and assumptions that affect the reported amounts of assets and liabilities (including
contingent liabilities), income and expenses and accompanying disclosures. The Management believes that
the estimates used in preparation of the financial statements are prudent and reasonable. Future results could
differ due to these estimates and the differences between the actual results and the estimates are recognised
in the periods in which the results are known / materialise. Significant accounting judgements, estimates and
assumptions used by management are as below:
- Useful lives of Investment Property, Property Plant and Equipment and Intangible Assets.
- Accounting for revenue and land cost for projects executed through joint development arrangement.
- Computation of percentage completion for projects in progress, project cost, revenue and saleable area
estimates.
- Fair value measurements.

3.2.2 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, regardless of whether that price is directly observable or
estimated using another valuation technique. In estimating the fair value of an asset or a liability, the group takes
into account the characteristics of the asset or liability if market participants would take those characteristics
into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or
disclosure purposes in these consolidated financial statements is determined on such a basis, except for share-
based payment transactions that are within the scope of Ind AS 102, leasing transactions that are within the
scope of Ind AS 17, and measurements that have some similarities to fair value but are not fair value, such as
net realisable value in Ind AS 2 or value in use in Ind AS 36.
In addition, for financial reporting purposes, fair value measurements are categorised into Level 1, 2, or 3 based
on the degree to which the inputs to the fair value measurements are observable and the significance of the
inputs to the fair value measurement in its entirety, which are described as follows:
- Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the
entity can access at the measurement date;
- Level 2 inputs are inputs, other than quoted prices included within Level 1, that are observable for the
asset or liability, either directly or indirectly; and
- Level 3 inputs are unobservable inputs for the asset or liability.

3.2.3 Operating cycle and basis of classification of assets and liabilities

The assets and liabilities reported in the balance sheet are classified on a "current/non-current basis".
An asset is treated as current when it is:
· Expected to be realised or intended to be sold or consumed in normal operating cycle;
· Held primarily for the purpose of trading;
· Expected to be realised within twelve months after the reporting date, or
· 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.

105
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

A liability is current when:

· It is expected to be settled in normal operating cycle;
· It is held primarily for the purpose of trading;
· It is due to be settled within twelve months after the reporting period, or
· 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.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
Based on the nature of products and the time between the acquisition of assets for processing and their
realisation in cash and cash equivalents, the company has ascertained its operating cycle as 12 months for the
purpose of current/non-current classification of assets and liabilities.

3.2.4 Recent accounting pronouncements

Ind AS 116 – Leases
Ministry of Corporate Affairs (“MCA”) through Companies (Indian Accounting Standards) Amendment Rules,
2019 and Companies (Indian Accounting Standards) Second Amendment Rules, has notified the following new
and amendments to Ind AS which the Group has not applied as they are effective from April 1, 2019:
Ind AS 116 will replace the existing leases standard, Ind AS 17 Leases. Ind AS 116 sets out the principles for
the recognition, measurement, presentation and disclosure of leases for both lessees and lessors. It introduces
a single, on-balance sheet lessee accounting model for lessees. A lessee recognises right-of-use asset
representing its right to use the underlying asset and a lease liability representing its obligation to make lease
payments. The standard also contains enhanced disclosure requirements for lessees. Ind AS 116 substantially
carries forward the lessor accounting requirements in Ind AS 17.
The Group will adopt Ind AS 116 effective annual reporting period beginning April 1, 2019. The Group will
apply the standard to its leases, retrospectively, with the cumulative effect of initially applying the standard,
recognised on the date of initial application (April 1, 2019). Accordingly, the Group will not restate comparative
information, instead, the cumulative effect of initially applying this Standard will be recognised as an adjustment
to the opening balance of retained earnings as on April 1, 2019. On that date, the Group will recognise a lease
liability measured at the present value of the remaining lease payments. The right-of-use asset is recognised at
its carrying amount as if the standard had been applied since the commencement date, but discounted using
the lessee’s incremental borrowing rate as at April 1, 2019. In accordance with the standard, the Group will elect
not to apply the requirements of Ind AS 116 to short-term leases and leases for which the underlying asset is
of low value.
On transition, the Group will be using the practical expedient provided by the standard and therefore, will not
reassess whether a contract, is or contains a lease, at the date of initial application.
The Group is in the process of finalising changes to systems and processes to meet the accounting and the
reporting requirements of the standard in conjunction with review of lease agreements.
The Group will recognise with effect from April 1, 2019 new assets and liabilities for its operating leases of
premises and other assets. The nature of expenses related to those leases will change from lease rent in
previous periods to
(a) amortisation charge for the right-to-use asset, and (b) interest accrued on lease liability
Previously, the Group recognised operating lease expense on a straight-line basis over the term of the lease,
and recognised assets and liabilities only to the extent that there was a timing difference between actual lease
payments and the expense recognised.
As a lessor, sublease shall be classified as an operating lease if the head lease is classified as a short term
lease. In all other cases, the sublease shall be classified as a finance lease.

106
 Annual Report 2022-2023

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

Ind AS 12 – Income taxes (amendments relating to income tax consequences of dividend and uncertainty
over income tax treatments)
The amendment relating to income tax consequences of dividend clarify that an entity shall recognise the
income tax consequences of dividends in profit or loss, other comprehensive income or equity according to
where the entity originally recognised those past transactions or events. The Group does not expect any impact
from this pronouncement. It is relevant to note that the amendment does not amend situations where the
entity pays a tax on dividend which is effectively a portion of dividends paid to taxation authorities on behalf of
shareholders. Such amount paid or payable to taxation authorities continues to be charged to equity as part of
dividend, in accordance with Ind AS 12.
The amendment to Appendix C of Ind AS 12 specifies that the amendment is to be applied to the determination
of taxable profit (tax loss), tax bases, unused tax losses, unused tax credits and tax rates, when there is
uncertainty over income tax treatments under Ind AS 12. It outlines the following: (1) the entity has to use
judgement, to determine whether each tax treatment should be considered separately or whether some can
be considered together. The decision should be based on the approach which provides better predictions of
the resolution of the uncertainty (2) the entity is to assume that the taxation authority will have full knowledge
of all relevant information while examining any amount (3) entity has to consider the probability of the relevant
taxation authority accepting the tax treatment and the determination of taxable profit (tax loss), tax bases,
unused tax losses, unused tax credits and tax rates would depend upon the probability. The Group does not
expect any significant impact of the amendment on its financial statements.

Ind AS 109 – Prepayment Features with Negative Compensation

The amendments relate to the existing requirements in Ind AS 109 regarding termination rights in order to
allow measurement at amortised cost (or, depending on the business model, at fair value through other
comprehensive income) even in the case of negative compensation payments. The Group does not expect this
amendment to have any impact on its financial statements.

Ind AS 23 – Borrowing Costs

The amendments clarify that if any specific borrowing remains outstanding after the related asset is ready
for its intended use or sale, that borrowing becomes part of the funds that an entity borrows generally when
calculating the capitalisation rate on general borrowings. The Group does not expect any impact from this
amendment.

3.3 Revenue recognition

Revenue is recognized based on the nature of activity when consideration can be reasonably measured and
recovered with reasonable certainity. Revenue is measured at the fair value of the consideration received or
receivable and is reduced for estimated customer returns, rebates and similar allowances.
Other operational revenue represents income earned from the activities incidental to the business and is
recognised when the right to receive the income is established as per the terms of the contract.
Dividend Income on Investments is accounted for when the right to receive the payment is established.
Interest on investments/ loans are recognised on time proportion basis taking into account the amounts invested
and the rate of interest.
Profit / (Loss) on Sale of Current Investments, being the difference between the contracted rate and the cost
(determined on weighted average basis) of the investments is recognised on sale.

3.4 Borrowings and Borrowing costs

Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of
funds. Borrowing cost also includes exchange differences to the extent regarded as an adjustment to the
borrowing costs. Borrowing costs, allocated to and utilised for qualifying assets, pertaining to the period from
commencement of activities relating to construction / development of the qualifying asset upto the date of

107
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

capitalisation of such asset, is added to the cost of the assets. Capitalisation of borrowing costs is suspended
and charged to the Statement of Profit and Loss during extended periods when active development activity on
the qualifying assets is interrupted.
A qualifying asset is an asset that necessarily takes 12 months or more to get ready for its intended use or sale
and includes the real estate properties developed by the Group.

3.5 Employee benefits

Employee benefits include provident fund, gratuity and compensated absences.

a. Short-term obligations
The undiscounted amount of short-term employee benefits expected to be paid in exchange for the
services rendered by employees are recognised during the year when the employees render the service.
These benefits include performance incentive and compensated absences which are expected to occur
within twelve months after the end of the period in which the employee renders the related service.
The cost of short-term compensated absences is accounted as under :
(a) in case of accumulated compensated absences, when employees render the services that increase
their entitlement of future compensated absences; and
(b) in case of non-accumulating compensated absences, when the absences occur.

b. Long-term employee benefit obligations

Compensated absences which are not expected to occur within twelve months after the end of the period
in which the employee renders the related service are recognised as a liability at the present value of
expected future payments to be made in respect of services provided by employees up the end of the
reporting period using the projected unit credit method. The benefit are discounted using the market yields
at the end of the reporting period that have terms approximating to the terms of the related obligation.
Remeasurements as a result of experience adjustments and changes in actuarial assumptions are
recognised in Statement of Profit and Loss.
The obligations are presented as current liabilities in the balance sheet if the entity does not have an
unconditional right to defer the settlement for at least twelve months after the reporting period, regardless
of when the actual settlement is expected to occur.

c. Post-employment obligations
The Group operates the following postemployment schemes:

i. Defined Contribution Plan:

The Company's contribution to provident fund is considered as defined contribution plan and is
charged as an expense based on the amount of contribution required to be made. The Company has
no further payment obligations once the contributions have been paid.

ii. Defined Benefit Plan

The liability or assets recognised in the Balance Sheet in respect of defined benefit gratuity plan is
the present value of the defined benefit obligation at the end of the reporting period less the fair value
of the plan assets. The defined benefit obligation is calculated by actuaries using the projected unit
credit method.
The present value of the defined benefit obligation is determined by discounting the estimated future cash
outflows by reference to market yields at the end of the reporting period on government bonds that have
terms approximating to the terms of the related obligation.

108
 Annual Report 2022-2023

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

The net interest cost is calculated applying the discount rate to the net balance of the defined benefit
obligation and the fair value of plan assets. This cost is included in the employee benefit expenses in the
Statement of Profit and Loss.
Remeasurement gains and loss arising from experience adjustments and changes in actuarial assumptions
are recognised in the period in which they occur, directly in Other Comprehensive Income. They are
included in retained earnings in the Statement of Changes in Equity and in the Balance Sheet.
Changes in the present value of the defined benefit obligation resulting from plan amendments or
curtailments are recognised immediately in Statement of Profit and Loss as past service cost.

3.6 Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax.

3.6.1 Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from ‘profit before tax’ as
reported in the consolidated statement of profit and loss because of items of income or expense that are taxable
or deductible in other years and items that are never taxable or deductible. The Group’s current tax is calculated
using tax rates that have been enacted or substantively enacted by the end of the reporting period.

3.6.2 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 are generally recognised for all taxable temporary differences. Deferred tax assets are generally
recognised for all deductible temporary differences to the extent that it is probable that taxable profits will
be available against which those deductible temporary differences can be utilised. Such deferred tax assets
and liabilities are not recognised if the temporary difference arises from the initial recognition (other than in a
business combination) of assets and liabilities in a transaction that affects neither the taxable profit nor the
accounting profit.
Deferred tax liabilities are recognised for taxable temporary differences associated with investments in
subsidiaries and associates, and interests in joint ventures, except where the Company is able to control the
reversal of the temporary difference and it is probable that the temporary difference will not reverse in the
foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such
investments and interests are only recognised to the extent that it is probable that there will be sufficient taxable
profits against which to utilise the benefits of the temporary differences and they are expected to reverse in the
foreseeable future.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the
extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset
to be recovered.
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 measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the
manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount
of its assets and liabilities.

3.6.3 Minimum Alternative Tax

Minimum Alternate Tax (MAT) paid in accordance with the tax laws, which gives future economic benefits in the
form of adjustment to future income tax liability, is considered as an asset if there is convincing evidence that
the entity will pay normal income tax. Accordingly, MAT is recognised as an asset under Deferred tax asset/
liability in the Balance Sheet when it is highly probable that future economic benefit associated with it will flow
to the entity.

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

3.6.4 Current and deferred tax for the year

Current and deferred tax are recognised in profit or loss, except when they relate to items that are recognised
in other comprehensive income or directly in equity, in which case, the current and deferred tax are also
recognised in other comprehensive income or directly in equity respectively. Where current tax or deferred tax
arises from the initial accounting for a business combination, the tax effect is included in the accounting for the
business combination.

3.7 Property, plant and equipment

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 Group and the
cost of the item can be measured reliably. Cost of the asset includes expenditure that is directly attributable to
the acquisition and installation, including interest on borrowing for the project / property, plant and equipment's
up to the date the asset is put to use. Any cost incurred relating to settlement of claims regarding titles to the
properties is accounted for and capitalised as incurred.
Cost of land includes land costs, registration charges and compensation paid to land owners. Land and
buildings held for use in the production or supply of goods or services, or for administrative purposes, are stated
in the consolidated balance sheet at cost less accumulated depreciation and accumulated impairment losses.
Freehold land is not depreciated.
Fixtures, plant and medical equipment are stated at cost less accumulated depreciation and accumulated
impairment losses. All repairs and maintenance costs are charged to the income statement during the financial
period in which they are incurred
Properties in the course of construction for production, supply or administrative purposes are carried at cost,
less any recognised impairment loss. Cost includes professional fees and, for qualifying assets, borrowing costs
capitalised in accordance with the Group’s accounting policy. Such properties are classified to the appropriate
categories of property, plant and equipment when completed and ready for intended use. Depreciation of these
assets, on the same basis as other property assets, commences when the assets are ready for their intended
use.
Depreciation is provided over the useful life of the assets. Useful life as provided under Schedule II of the
companies Act 2013, is considered. Residual value for all assets is considered at 5% of original cost. If the
management’s estimate of the useful life of a fixed asset at the time of acquisition of the asset or of the remaining
useful life on a subsequent review is shorter than that envisaged in the aforesaid Schedule, depreciation is
provided at a higher rate based on the management’s estimate of useful life / remaining life. Except for assets
in respect of which no extra shift depreciation is permitted as per schedule II of the Act, depreciation is charged
in relation to the number of shifts operated.
Estimated useful lives of the assets are as follows:

Method of Actual useful life considered (In Years)

S. No. ASSET
depreciation (Useful Life as per Schedule II of the Act)

1 Plant & Machinery Straight Line Method 10 ’(15)

2 Furniture & Fixtures Straight Line Method 10 ’(10)
3 Office Vehicle Straight Line Method 10 ’(10)

An item of property, plant and equipment is derecognised upon disposal or 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 sales proceeds and
the carrying amount of the asset and is recognised in profit or loss.

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 Annual Report 2022-2023

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

3.8 Impairment of tangible assets

At the end of each reporting period, the Group reviews the carrying amounts of its tangible and intangible
assets to determine whether there is any indication that those assets have suffered an impairment loss. If any
such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of
the impairment loss (if any). When it is not possible to estimate the recoverable amount of an individual asset,
the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. When a
reasonable and consistent basis of allocation can be identified, corporate assets are also allocated to individual
cash-generating units, or otherwise they are allocated to the smallest Group of cash-generating units for which
a reasonable and consistent allocation basis can be identified.
Recoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in
use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that
reflects current market assessments of the time value of money and the risks specific to the asset for which the
estimates of future cash flows have not been adjusted.
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. An impairment
loss is recognised immediately in profit or 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, but so that the increased carrying amount does
not exceed the carrying amount that would have been determined had no impairment loss been recognised for
the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in
profit or loss.

3.9 Cash & Cash Equivalents

Cash and cash equivalents are short-term (three months or less from the date of acquisition), highly liquid
investments that are readily convertible into cash and which are subject to an insignificant risk of changes in
value.

3.10 Provisions and Contingent Liability

A provision is recognised when the Group has a present obligation as a result of past events 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. Provisions (excluding retirement benefits) are not discounted to their present value and are determined
based on the best estimate required to settle the obligation at the Balance Sheet date. These are reviewed at
each Balance Sheet date and adjusted to reflect the current best estimates. Contingent liabilities are disclosed
in the Notes. Contingent assets are not recognised in the financial statements but are disclosed.

3.11 Financial instruments

Initial Recognition
Financial assets and financial liabilities are recognised when an entity becomes a party to the contractual
provisions of the instruments.
Financial assets and financial 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 of the financial
assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the
acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately
in profit or loss.

3.11.1 Financial assets

All regular way purchases or sales of financial assets are recognised and derecognised on a trade date basis.
Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within
the time frame established by regulation or convention in the marketplace.

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

All recognised financial assets are subsequently measured in their entirety at either amortised cost or fair value,
depending on the classification of the financial assets

3.11.2 Classification of financial assets

Debt instruments that meet the following conditions are subsequently measured at amortised cost (except for
debt instruments that are designated as at fair value through profit or loss on initial recognition):
· the asset is held within a business model whose objective is to hold assets in order to collect contractual
cash flows; and
· the contractual terms of the instrument give rise on specified dates to cash flows that are solely payments
of principal and interest on the principal amount outstanding.
For the impairment policy on financial assets measured at amortised cost, refer Note 3.11.5
Debt instruments that meet the following conditions are subsequently measured at fair value through other
comprehensive income (except for debt instruments that are designated as at fair value through profit or loss
on initial recognition):
• the asset is held within a business model whose objective is achieved both by collecting contractual cash
flows and selling financial assets; and
• the contractual terms of the instrument give rise on specified dates to cash flows that are solely payments
of principal and interest on the principal amount outstanding.
Interest income is recognised in profit or loss for FVTOCI debt instruments. For the purposes of recognising
foreign exchange gains and losses, FVTOCI debt instruments are treated as financial assets measured at
amortised cost. Thus, the exchange differences on the amortised cost are recognised in profit or loss and
other changes in the fair value of FVTOCI financial assets are recognised in other comprehensive income and
accumulated under the heading of ‘Reserve for debt instruments through other comprehensive income’. When
the investment is disposed of, the cumulative gain or loss previously accumulated in this reserve is reclassified
to profit or loss.
All other financial assets are subsequently measured at fair value.

3.11.3 Effective interest method

The effective interest method is a method of calculating the amortised cost of a debt instrument and of
allocating interest income over the relevant period. The effective interest rate is the rate that exactly discounts
estimated future cash receipts (including all fees and points paid or received that form an integral part of the
effective interest rate, transaction costs and other premiums or discounts) through the expected life of the debt
instrument, or, where appropriate, a shorter period, to the net carrying amount on initial recognition.
Income is recognised on an effective interest basis for debt instruments other than those financial assets
classified as at FVTPL. Interest income is recognised in profit or loss and is included in the “Other income” line
item.

3.11.4 Financial assets at fair value through profit or loss (FVTPL)

Financial assets that do not meet the amortised cost criteria or FVTOCI criteria (see above) are measured
at FVTPL. In addition, financial assets that meet the amortised cost criteria or the FVTOCI criteria but are
designated as at FVTPL are measured at FVTPL.
Financial assets at FVTPL are measured at fair value at the end of each reporting period, with any gains or
losses arising on remeasurement recognised in profit or loss. The net gain or loss recognised in profit or loss
incorporates any dividend or interest earned on the financial asset and is included in the ‘Other income’ line
item. Dividend on financial assets at FVTPL is recognised when the Group’s right to receive the dividends is
established, it is probable that the economic benefits associated with the dividend will flow to the entity, the
dividend does not represent a recovery of part of cost of the investment and the amount of dividend can be
measured reliably.

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 Annual Report 2022-2023

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

3.11.5 Impairment of financial assets

The Group applies the expected credit loss model for recognising impairment loss on financial assets measured
at amortised cost, debt instruments at FVTOCI, lease receivables, trade receivables, other contractual rights to
receive cash or other financial asset, and financial guarantees not designated as at FVTPL.
Expected credit losses are the weighted average of credit losses with the respective risks of default occurring
as the weights. Credit loss is the difference between all contractual cash flows that are due to the Group in
accordance with the contract and all the cash flows that the Group expects to receive (i.e. all cash shortfalls),
discounted at the original effective interest rate (or credit-adjusted effective interest rate for purchased or
originated credit-impaired financial assets). The Group estimates cash flows by considering all contractual
terms of the financial instrument (for example, prepayment, extension, call and similar options) through the
expected life of that financial instrument.
The Group measures the loss allowance for a financial instrument at an amount equal to the lifetime expected
credit losses if the credit risk on that financial instrument has increased significantly since initial recognition.
If the credit risk on a financial instrument has not increased significantly since initial recognition, the Group
measures the loss allowance for that financial instrument at an amount equal to 12-month expected credit
losses. 12-month expected credit losses are portion of the life-time expected credit losses and represent the
lifetime cash shortfalls that will result if default occurs within the 12 months after the reporting date and thus,
are not cash shortfalls that are predicted over the next 12 months.
If the Group measured loss allowance for a financial instrument at lifetime expected credit loss model in the
previous period, but determines at the end of a reporting period that the credit risk has not increased significantly
since initial recognition due to improvement in credit quality as compared to the previous period, the Group
again measures the loss allowance based on 12-month expected credit losses.
When making the assessment of whether there has been a significant increase in credit risk since initial
recognition, the Group uses the change in the risk of a default occurring over the expected life of the financial
instrument instead of the change in the amount of expected credit losses. To make that assessment, the Group
compares the risk of a default occurring on the financial instrument as at the reporting date with the risk of a
default occurring on the financial instrument as at the date of initial recognition and considers reasonable and
supportable information, that is available without undue cost or effort, that is indicative of significant increases
in credit risk since initial recognition.
For trade receivables or any contractual right to receive cash or another financial asset that result from
transactions that are within the scope of Ind AS 11 and Ind AS 18, the Group always measures the loss
allowance at an amount equal to lifetime expected credit losses.
Further, for the purpose of measuring lifetime expected credit loss allowance for trade receivables, the Group
has used a practical expedient as permitted under Ind AS 109. This expected credit loss allowance is computed
based on a provision matrix which takes into account historical credit loss experience and adjusted for forward-
looking information.
The impairment requirements for the recognition and measurement of a loss allowance are equally applied to
debt instruments at FVTOCI except that the loss allowance is recognised in other comprehensive income and
is not reduced from the carrying amount in the balance sheet.

3.12 Financial liabilities and equity instruments

3.12.1 Classification as debt or equity
Debt and equity instruments issued by a Group entity are classified as either financial liabilities or as equity in
accordance with the substance of the contractual arrangements and the definitions of a financial liability and an
equity instrument.

3.12.2 Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting
all of its liabilities. Equity instruments issued by a group entity are recognised at the proceeds received, net of
direct issue costs.

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

Repurchase of the Company's own equity instruments is recognised and deducted directly in equity. No gain
or loss is recognised in profit or loss on the purchase, sale, issue or cancellation of the Company's own equity
instruments.

3.12.3 Financial liabilities

All financial liabilities are subsequently measured at amortised cost using the effective interest method or at
FVTPL.
However, financial liabilities that arise when a transfer of a financial asset does not qualify for derecognition
or when the continuing involvement approach applies, financial guarantee contracts issued by the Group,
and commitments issued by the Company to provide a loan at below-market interest rate are measured in
accordance with the specific accounting policies set out below.

3.12.3.1 Financial liabilities at FVTPL

Financial liabilities are classified as at FVTPL when the financial liability is either contingent consideration
recognised by the Group as an acquirer in a business combination to which Ind AS 103 applies or is held for
trading or it is designated as at FVTPL.
A financial liability is classified as held for trading if:
· it has been incurred principally for the purpose of repurchasing it in the near term; or
· on initial recognition it is part of a portfolio of identified financial instruments that the Group manages
together and has a recent actual pattern of short-term profit-taking; or
· it is a derivative that is not designated and effective as a hedging instrument.
A financial liability other than a financial liability held for trading or contingent consideration recognised by the
Group as an acquirer in a business combination to which Ind AS 103 applies, may be designated as at FVTPL
upon initial recognition if:
· such designation eliminates or significantly reduces a measurement or recognition inconsistency that
would otherwise arise;
· the financial liability forms part of a Group of financial assets or financial liabilities or both, which is managed
and its performance is evaluated on a fair value basis, in accordance with the Group’s documented risk
management or investment strategy, and information about the Companying is provided internally on that
basis; or
· it forms part of a contract containing one or more embedded derivatives, and Ind AS 109 permits the entire
combined contract to be designated as at FVTPL in accordance with Ind AS 109.
Financial liabilities at FVTPL are stated at fair value, with any gains or losses arising on remeasurement
recognised in profit or loss. The net gain or loss recognised in profit or loss incorporates any interest paid on
the financial liability and is included in the ‘Other income’ line item.
However, for non-held-for-trading financial liabilities that are designated as at FVTPL, the amount of change in
the fair value of the financial liability that is attributable to changes in the credit risk of that liability is recognised
in other comprehensive income, unless the recognition of the effects of changes in the liability’s credit risk in
other comprehensive income would create or enlarge an accounting mismatch in profit or loss, in which case
these effects of changes in credit risk are recognised in profit or loss. The remaining amount of change in
the fair value of liability is always recognised in profit or loss. Changes in fair value attributable to a financial
liability’s credit risk that are recognised in other comprehensive income are reflected immediately in retained
earnings and are not subsequently reclassified to profit or loss.
Gains or losses on financial guarantee contracts and loan commitments issued by the Company that are
designated by the Company as at fair value through profit or loss are recognised in profit or loss.

3.12.3.2 Financial liabilities subsequently measured at amortised cost

Financial liabilities that are not held-for-trading and are not designated as at FVTPL are measured at amortised
cost at the end of subsequent accounting periods. The carrying amounts of financial liabilities that are
subsequently measured at amortised cost are determined based on the effective interest method. Interest
expense that is not capitalised as part of costs of an asset is included in the 'Finance costs' line item.

114
 Annual Report 2022-2023

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating
interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated
future cash payments (including all fees and points paid or received that form an integral part of the effective
interest rate, transaction costs and other premiums or discounts) through the expected life of the financial
liability, or (where appropriate) a shorter period, to the net carrying amount on initial recognition.

3.13 Earnings per share

Basic earnings per share has been computed by dividing profit attributable to owners of the Company by
the weighted average number of shares outstanding during the year. Diluted earnings per share has been
computed using the weighted average number of shares and dilutive potential shares, except where the result
would be anti-dilutive.

3.14 Statement of cash flows

Statement of Cash flows is prepared under Ind AS 7 ‘Statement of Cashflows’ specified under Section 133 of
the Act. Cash flows are reported using the indirect method, whereby profit / (loss) before tax and is adjusted for
the effects of transactions of non-cash nature.

Significant management judgement in applying accounting policies and estimation uncertainty

The preparation of the Group’s financial statements requires management of the holding company to make
judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and
liabilities and the related disclosures.

Significant management judgements:

Recognition of deferred tax assets – The extent to which deferred tax assets can be recognized is based on an
assessment of the probability of the future taxable income against which the deferred tax assets can be utilized.
Evaluation of indicators for impairment of assets – The revaluation of applicability of indicators of impairment
of assets requires assessment of several external and internal factors which could result in deterioration of
recoverable amount of the assets.
Impairment of financial assets – At each balance sheet date, based on historical default rates observed over
expected life, the management assesses the expected credit loss on outstanding financial assets.
Provisions – At each balance sheet date basis the management judgment, changes in facts and legal aspects,
the Group assesses the requirement of provisions against the outstanding contingent liabilities. However, the
actual future outcome may be different from this judgement.
Revenue and inventories – The Company recognizes revenue using the percentage of completion method.
This requires forecasts to be made of total budgeted cost with the outcomes of underlying construction and
service contracts, which require assessments and judgements to be made on changes in work scopes, claims
(compensation, rebates etc.) and other payments to the extent they are probable and they are capable of being
reliably measured. For the purpose of making estimates for claims, the Company used the available contractual
and historical information.
Useful lives of depreciable/ amortisable assets – Management reviews its estimate of the useful lives of
depreciable/amortisable assets at each reporting date, based on the expected utility of the assets. Uncertainties
in these estimates relate to technical and economic obsolescence that may change the utility of assets.
Defined benefit obligation (DBO) – Management’s estimate of the DBO is based on a number of underlying
assumptions such as standard rates of inflation, mortality, discount rate and anticipation of future salary
increases. Variation in these assumptions may significantly impact the DBO amount and the annual defined
benefit expenses.
Fair value measurements – Management applies valuation techniques to determine the fair value of financial
instruments (where active market quotes are not available). This involves developing estimates and assumptions
consistent with how market participants would price the instrument.

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

4 Property, plant and equipment and capital work-in-progress

As at As at
31/03/2023 31/03/2022
Carrying amounts of:
Land* 6565.82 6565.82
Plant and Machinery 0.04 0.04
Vehicles - -
Furniture and Fixtures - -
6565.86 6565.86
Capital Work in Progress** 270.22 270.22
Total 6836.08 6836.08

Plant and Furniture

Description of Assets Land* Vehicles Total
Equipment and Fixtures
I. Cost or deemed cost
Balance as at 31 March, 2022 6565.82 2.24 7.89 0.42 6576.37
Additions
Disposals
Balance as at 31 March, 2023 6565.82 2.24 7.89 0.42 6576.37

II. Accumulated depreciation and

impairment
Balance as at 31 March, 2022 - 2.20 7.89 0.42 10.51
Eliminated on disposal of assets - - - - -
Depreciation Expense - - -
Balance as at 31 March, 2023 - 2.20 7.89 0.42 10.51

III. Carrying Amount

Balance at March 31, 2022 6565.82 0.04 - - 6565.86
Additions - - - - -
Disposals
Depreciation Expense - - - - -
Balance at March 31, 2023 6565.82 0.04 - - 6565.86

* Capital Work in Progress

Amount in CWIP for a period of
CWIP Less than 1 More than 3 Total
1-2 years 2-3 years
year years
Projects in progress - - - 270.22 270.22
Projects temporarily suspended - - - - -

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 Annual Report 2022-2023

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

** Land
Whether
Period held Reason for
Gross promoter,
Held in name - indicate not being
Description of Property carrying director or
of range, where held in name
value their relative or
appropriate of company
employee
Leased
Land comprising of 386 acres situated in
58.18 from Andhra Leasehold
Putlur and Yelanur Mandals near Tadipatri No 2011
Crores Pradesh Land
in Anantpur District, Andhra Pradesh
Government
Leased
Land comprising of 80 acres situated in
7.48 from Andhra Leasehold
Putlur and Yelanur Mandals near Tadipatri No 2011
Crores Pradesh Land
in Anantpur District, Andhra Pradesh
Government

5 Goodwill on Consolidation
As at As at
31 March 2023 31 March 2022
Opening Balance 33.71 33.71
For the year Addition / (Deletion) - -
Closning Balance 33.71 33.71

6 Loans
As at As at
31-Mar-2023 31-Mar-2022
Non Current Non Current
Advances to Others:
Unsecured, considered good 0.48 135.48
Advances to Related Parties:
Unsecured, considered good* 1720.10 1416.60
Less: Provision for doubtful advances - -
Total 1720.57 1552.08
Confirmations of advances are yet to be received, thorugh the letters of confirmations were sent to them. The balances
adopted are as appearig in the books of accounts of the Company. The management expects to recover the same.
* Repayable on Demand

Amount of loan or advance in the Percentage to the total Loans and

Type of Borrower
nature of loan outstanding Advances in the nature of loans
Promoters
Directors - -
KMPs - -
Related Parties 1720.10 99.97%

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

7 Other Financial Assets

As at 31-Mar-2023 As at 31-Mar-2022
Non Current Current Non Current Current
Interest accrued on Bank deposits 3.05 - 2.59
Utilities Deposit 1.03 - 1.03
- 4.08 - 3.62

8 Other Assets
As at March 31, 2023 As at March 31, 2022
Non Current Current Non Current Current
Advances recoverable in cash or in
0.00 106.30 - 69.75
kind
Other Deposits 560.40 0.00 560.40
Prepaid Expense 560.40 106.31 560.40 69.82

9 Inventories
As at As at
March 31, 2023 March 31, 2022
Land 326.77 924.70
(At lower of cost and net realizable value)
326.77 924.70

Whether
Period held
Gross promoter, Reason for not
- indicate
Description of Property carrying Held in name of director or being held in
range, where
value their relative name of company
appropriate
or employee
Land situated at Door No 1.63 crores P L Finance NO Since 2007-08 Agreement of Sale
62 & 63, Luz Church Road, and Investment is available, but
Mylapore, Chennai 600 004 Limited not registered.

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 Annual Report 2022-2023

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

10 Cash and cash equivalents

For the purposes of the consolidated statement of cash flows, cash and cash equivalents include cash on hand and
in banks, net of outstanding bank overdrafts. Cash and cash equivalents at the end of the reporting period as shown
in the consolidated statement of cash flows can be reconciled to the related items in the consolidated balance sheet
as follows:
As at As at
March 31, 2023 March 31, 2022
Balances with Banks
In Current accounts 3.35 2.05
In Deposits 5.04 5.04
Cash on hand 0.06 3.63
Cash and cash equivalents as per balance sheet 8.45 10.72
Cash and cash equivalents as per statement of cash flows 8.45 10.72

11 Equity Share Capital

As at As at
March 31, 2023 March 31, 2022
Authorised Share capital :
44,150,000 fully paid equity shares of Re.10 each 4415.00 4415.00

Issued and subscribed capital comprises:

41,350,060 fully paid equity shares of Re.10 each (as at March 31, 2023:
4135.01 4135.01
41,350,060; as at April 1, 2022: 41,350,060)
4135.01 4135.01

11.1 Fully paid equity shares

Number of Share capital
shares (Amount)
Balance at April 1, 2021 41,350,060 413,500,600
Movements - -
Balance at March 31, 2022 41,350,060 413,500,600
Movements - -
Balance at March 31, 2023 41,350,060 413,500,600
Fully paid equity shares, which have a par value of Rs.10, carry one vote per share and carry a right to dividends.

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

11.2 Shareholding of promoters:

The details of the shares held by promoters as at March 31, 2023 are as follows :
As at March 31, 2023 As at March 31, 2022 % of
Number of % change Number of % change shares
Shares held during the year Shares held during the year held
Shri Housing Pvt Ltd 11,100,000 0.00% 11,100,000 0.00% 26.84%
Vidya Narayanamurthi (On behalf of
10,000,000 0.00% 10,000,000 0.00% 24.18%
Shriram Auto Finance)
Vassal Ranganathan (On behalf of
3,462,515 0.00% 3,462,515 0.00% 8.37%
Shriram Auto Finance)

11.3 Details of shares held by each shareholder holding more than 5% shares
As at March 31, 2023 As at March 31, 2022
Number of % holding Number of % holding
Shares held of shares Shares held of shares
Fully paid equity shares
Shri Housing Pvt Ltd 11,100,000 26.84% 11,100,000 26.84%
Vidya Narayanamurthi (On behalf of Shriram Auto
10,000,000 24.18% 10,000,000 24.18%
Finance)
Vassal Ranganathan (On behalf of Shriram Auto
3,462,515 8.37% 3,462,515 8.37%
Finance)
Vaata Infra Limited 4,000,000 9.67% 4,000,000 9.67%
Sita Srinivasan 2,553,725 6.18% 2,553,725 6.18%

12 Other equity
As at As at
Note
March 31, 2023 March 31, 2022
Securities premium reserve 9508.64 9508.64
Retained earnings 12.1 (11516.88) (12139.94)
Other Comprehensive Income 3.42 3.32
Capital Reserve 1468.63 1468.63
General Reserve 128.84 128.84
(407.36) (1030.51)

12.1 Retained earnings

As at As at
March 31, 2023 March 31, 2022
Balance at beginning of year (12139.94) (11549.10)
Profit attributable to owners of the Company 623.06 (590.84)
Balance at end of year (11516.88) (12139.94)

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Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

13 Borrowings
As at As at
March 31, 2023 March 31, 2022
Non Current Non Current
Secured - at amortised cost
Term loans
from banks (Refer note (16.1(i)) below) - 159.65
Unsecured - at amortised cost
Term loans
from Related Parties (Refer Note 31) 29.50 -
from banks (Refer note (16.1(ii)) below)
Lease Deposit 28.00 28.00
Total 57.50 187.65

13.1 Summary of borrowing arrangements (Contd.)

(i) (a) The company has availed a term loan of Rs.10 crores from Small Industries Development Bank of India
(SIDBI), repayable in 120 monthly installments, carrying interest rate of 12.75% per annum.
The company had been declared as a wilful defaulter by Small Industries Development Bank of India during
2016. However, the company has entered into a one time settlement with the lender, the final liability is
determined at 1,200/- lakhs the same is due within 120 days of finalisation of OTS.
(b) A first charge by way of mortgage in favour of SIDBI has been created by the company on the immovable
properties located at Door No.62 & 63, Luz Church Road, comprised in survey numbers 1652/14, 1652/25
part, Mylapore Village and Triplicane - Mylapore tauk, Chennai district, Chennai - 600 004, admesuring
5919 sq.ft.
(c) Pending registration, no specific charge has been created on the undivided portion either by the company
or by M/s. PL Finance and Investments Limited.
(d) Additionally secured by irrevocable and unconditional corporate guarantees by the company and M/s. Shri
Housing Private Limited and M/s. PL Finance and Investments Limited. Further guaranteed by M/s. Shriram
Auto Finance (Firm) and by a Director of the company.

14 Provisions
As at March 31, 2023 As at March 31, 2022
Non Current Current Non Current Current
Employee benefits including compensated
1.05 3.31 4.14 0.10
absences
Total 1.05 3.31 4.14 0.10

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

15 Short Term Borrowings

As at As at
March 31, 2023 March 31, 2022
Current Current
Loan from related party 2645.25 2367.97
Total 2645.25 2367.97

16 Trade Payables
As at As at
March 31, 2023 March 31, 2022
Current Current
Due to Micro Small Medium Enterprises Creditors - -
Due to Other than Micro Small Medium Enterprises Creditors 110.53 193.91
Total 110.53 193.91
Confirmations of balances of creditors are yet to be received, thorugh the letters of confirmations were sent to them.
The balances adopted are as appearig in the books of accounts of the Company.

Outstanding for following periods from due date of

payment
Particulars Total
Less than More than
1-2 years 2-3 years
1 year 3 years

(i) MSME -

(ii) Others 13.67 40.85 9.51 46.50 110.53

(iii) Disputed dues - MSME - - - - 0.00

(iv)Disputed dues - Others - - - - 0.00

Total trade payable March 2023 13.67 40.85 9.51 46.50 110.53

Total trade payable March 2022 11.43 9.55 2.71 170.22 193.91

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Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

17 Other financial liabilities

As at As at
March 31, 2023 March 31, 2022
Current Current
Interest accrued and due - 1350.72
Accrued Employee benefits 66.75 61.15
Accrued Expenses 194.70 128.68
Current maturities of long-term debt - 540.68
Total 261.44 2081.22

18 Current tax balances (Net)

As at As at
March 31, 2023 March 31, 2022
Current tax assets
Tax refund receivable 19.80 15.30
19.80 15.30
Current tax liabilities
Tax Deducted at Source
Provision for Tax 787.51 741.60
Total 767.72 726.30

19 Other Liabilities
As at As at
March 31, 2023 March 31, 2022
Current Current
Advance from Customers 1301.50 586.00
Statutory dues payable 437.61 383.76
Other Payables 282.82 355.59
Total 2021.93 1325.35

123
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

Year ended Year ended

March 31, 2023 March 31, 2022
20 Revenue from Operations
The following is an analysis of the Company’s revenue for the year from
continuing operations (excluding other income-see note 22)
(a) Revenue 450.00 -
450.00 -
21 Other Income
Interest income 0.52 -
Prior Period Income - 40.00
Write Back of Advances 29.39 -
Write Back of Interest on one Time Settlement 950.05 -
979.95 40.00

21.1 The Holding Company has written back payable of Rs.29,28,735/- as

the same is no longer due and and interest payable on secured loan of
Rs. 95,005,008 as the same was settled through OTS.

22 Employee benefits expense

Salaries and wages 35.95 33.19
Contribution to provident and other funds (see note 28)* 0.23 0.30
Staff welfare expenses 0.80 0.67
36.98 34.15

23 Finance costs
Continuing operations
(a) Interest costs :-
Interest on bank overdrafts and loans (other than those from
- 188.65
related parties)
Other Interest 4.50
Total interest expense for financial liabilities not classified as at
4.50 188.65
FVTPL
(b) Other borrowing costs :- 0.24 0.20
4.74 188.85

124
 Annual Report 2022-2023

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

Year ended Year ended

March 31, 2023 March 31, 2022
24 Depreciation and amortisation expense
Depreciation of property, plant and equipment pertaining to continuing
- 0.02
operations
Total depreciation and amortisation pertaining to continuing
0.00 0.02
operations

25 Other expenses
Payment to Auditors :
Statutory audit 7.40 7.40
Communication expenses 0.90 0.85
Professional charges 28.06 25.40
Listing & Depository Fees 1.56 2.30
Repairs & Maintenance 2.81 4.56
Miscellaneous Expenses 4.21 2.18
Rartes and Taxes 17.55 1.50
Printing & Stationery 0.32 0.38
Office Rent 0.18 0.18
Electricity 0.45 0.42
Travelling & conveyance expenses 4.96 1.92
Interest on Statutory Payment 98.40 394.54
Interest on delayed payment 0.42 -
Prior year Expenses - 16.09
Total 167.24 457.72

25.1 Payments to auditors

a) For audit 7.40 7.40
7.40 7.40

125
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

26 Earnings per Share

31-Mar-2023 31-Mar-2022
Basic earnings per share
From continuing operations 1.51 (1.43)
Total basic earnings per share 1.51 (1.43)

Diluted earnings per share

From continuing operations 1.51 (1.43)
Total diluted earnings per share 1.51 (1.43)

26.1 Basic earnings per share

The earnings and weighted average number of equity shares used in the
calculation of basic earnings per share are as follows:
Profit for the year attributable to owners of the Company 623.15 (590.77)
Earnings used in the calculation of basic earnings per share 623.15 (590.77)
Earnings used in the calculation of basic earnings per share from continuing
623.15 (590.77)
operations
Weighted average number of equity shares for the purposes of basic earnings
413.50 413.50
per share

26.2 Diluted earnings per share

The earnings used in the calculation of diluted earnings per share are as
follows:
Earnings used in the calculation of basic earnings per share 623.15 (590.77)
Earnings used in the calculation of diluted earnings per share Profit for the year
623.15 (590.77)
from discontinued operations attributable
Earnings used in the calculation of diluted earnings per share from
623.15 (590.77)
continuing operations
The weighted average number of equity shares for the purpose of diluted
earnings per share reconciles to the weighted average number of equity
shares used in the calculation of basic earnings per share as follows:
Weighted average number of equity shares used in the calculation of basic
413.50 413.50
earnings per share
Weighted average number of equity shares used in the calculation of
413.50 413.50
diluted earnings per share
Particulars 31-Mar-2023 31-Mar-2022
27 Employee benefit plans
Defined Benefit plans
The Company’s gratuity scheme is a defined benefit plan. The present value of
obligation as at the end of the financial year is determined based on actuarial
valuation using the Projected Unit Credit method, which recignises 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. The obligation
for leave encashment as at the end of the financial year is also recognised in
the same manner as gratuity.

126
 Annual Report 2022-2023

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

As per Ind AS 19, the disclosures pertaining to “Employee Benefits” are

given below:
Expense to be recognised in P&L 0.46 0.53

Gratuity Plan Compensated Absences -

Principal Actuarial Assumptions:
(Unfunded) Earned Leave
(Expressed as weighted averages) 31-Mar-2023 31-Mar-2022 31-Mar-2023 31-Mar-2022
Discount rate(s) 4.52% 4.52% 4.52% 6.54%
Expected rate(s) of salary increase 10% 10% 10% 10%
Average Age 59.83 59.83 59.83 59.5
Attrition Rate 30% 30% 30% 30%
Proportion of Leave availment NA NA 5% 5%
Proportion of encashment during service NA NA 0% 0%
Proportion of encashment on separation NA NA 95% 95%

* Based on India’s standard mortality table with modification to reflect expected changes in mortality/ others (please
describe).

Expenses Recognised in the Statement of Profit and Loss:

Compensated Absences -
Gratuity Plan
Earned Leave
31-Mar-2023 31-Mar-2022 31-Mar-2023 31-Mar-2022
Current service cost 0.20 0.20 - 0.10
Net interest expense 0.12 0.10 - 0.07
Components of defined benefit costs
0.32 0.30 - 0.17
recognised in profit or loss
Remeasurement on the net defined benefit
liability:
Net actuarial (gains) / losses on plan
(0.09) (0.07) (0.10) (0.56)
obligation
Components of defined benefit costs
(0.09) (0.07) (0.10) (0.56)
recognised in other comprehensive income
Total 0.23 0.23 (0.10) (0.40)
Amounts Recognised in the Balance Sheet and Related Analysis
Compensated Absences -
Gratuity Plan
Earned Leave
31-Mar-2023 31-Mar-2022 31-Mar-2023 31-Mar-2022
Present value of defined benefit obligation 3.19 2.96 1.27 1.67
Fair value of plan assets - - - -
Amount determined under para 63 of
- - - -
Ind AS19
Net liability arising from defined benefit
3.19 2.96 1.27 1.67
obligation

127
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

Change in the Present Value the Obligation (PVO)

Compensated Absences -
Gratuity Plan
Earned Leave
31-Mar-2023 31-Mar-2022 31-Mar-2023 31-Mar-2022
Opening defined benefit obligation 2.96 2.73 1.27 1.67
Current service cost 0.20 0.20 0.00 0.10
Interest cost 0.12 0.10 0.00 0.07
Remeasurement (gains)/losses: (0.09) (0.07) (0.10) (0.56)
Benefits paid - - - -
Closing defined benefit obligation 3.19 2.96 1.17 1.27

Changes in the Fair Value of the Plan Assets

Compensated Absences -
Gratuity Plan
Earned Leave
31-Mar-2023 31-Mar-2022 31-Mar-2023 31-Mar-2022
Opening fair value of plan assets - - - -
Interest income - - - -
Contributions from the employer - - - -
Benefits paid - - - -
Closing fair value of plan assets - - - -

Movements In The Liability Recognized In The Balance Sheet

Compensated Absences -
Gratuity Plan
Earned Leave
31-Mar-2023 31-Mar-2022 31-Mar-2023 31-Mar-2022
Opening net liability adjusted for effect of balance sheet
2.96 2.73 1.27 1.67
limit
Amount recognised in Profit and Loss 0.32 0.30 0.00 0.17
Amount recognised in OCI (0.09) (0.07) (0.10) (0.56)
Contribution paid - - - -
Closing net liability 3.19 2.96 1.17 1.27

128
 Annual Report 2022-2023

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

Sensitivity Analyses
Compensated Absences -
Rate Gratuity Plan
Earned Leave
Liability when: 31-Mar-2023 31-Mar-2022 31-Mar-2023 31-Mar-2022 31-Mar-2023 31-Mar-2022
A. Discount Rate + 100 BP 5.52% 5.52% 2.50 2.50 16.76 16.76
B. Discount Rate - 100 BP 3.52% 3.52% 2.52 2.52 16.96 16.96
C. Salary Escalation Rate
11% 11% 2.52 2.52 16.93 16.93
+100 BP
D. Salary Escalation Rate
9% 9% 2.50 2.50 16.79 16.79
-100 BP
E. Attrition rate +100 BP 31% 31% 2.51 2.51 16.85 16.85
F. Attrition rate -100 BP 29% 29% 2.51 2.51 16.87 16.87

Expected Benefit Payments in Following Years

Compensated Absences -
Gratuity Plan
Earned Leave
31-Mar-2023 31-Mar-2022 31-Mar-2023 31-Mar-2022
Year 1 - - - -
Year 2 - - - -
Year 3 - - - -
Year 4 - - - -
Year 5 - - - -
Next 5 Years - - - -

28 Related party Disclosures

Names of related parties and related party relationship
Names of the related party Nature and Description of the relationship
SR Fabricators Pvt Ltd Director is the Director for this Company
Crimson Investmets Ltd Director is the Director for this Company
Shri Housing Pvt. Ltd. Fellow subsidiary
Shriram Auto Finance (Partnership firm) Holding Company
M Narayanamurthi Managing Director / Key Management Personnel
K Raman Director
K N Narayanan Director
A. Sriram CFO

129
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

Related Party Transactions during the year

Year ended Year ended
S.
Name of the related party Relationship Description March 31, March 31,
No.
2023 2022
1 Shri Housing Private Limited Fellow Subsidiary Loans received 464.74 -
Loans repaid 135.00 -
2 Crimson Investments Ltd Common Director Loans received 272.28 127.11
Loans repaid 35.00
3 M Narayanamurthi Managing Director Salary paid 2.40 2.40
4 A. Sriram Chief Financial Officer Salary & 3.60 3.60
Allowances paid

Closing Balances of Related Parties

Year ended Year ended
S.
Particulars Nature March 31, March 31,
No.
2023 2022
1 Shri Housing Pvt Ltd Long Term Borrowings (912.53) (582.79)
2 Crimson Investments Ltd Short Term Borrowings (1732.72) (1495.44)
3 M Narayanamurthi Accrued Employee Benefits - -
4 A. Sriram Accrued Employee Benefits (4.40) (4.30)

29 Details of dues to Micro,Small and Medium enterprises as defined under the MSMED Act, 2006
The Identification of Micro,Small and Medium Enterprises Suppliers as defined under “The Micro,Small and Medium
Enterprises development Act 2006” is based on the Information available with the management.As certified by
the Management, the amounts overdue as on 31st March 2023 (31st March 2022) to Micro, Small and Medium
Enterprises on account of principal amount together with interest, aggregate to Rs. Nil (Rs.Nil).

30 Contingent Liability
Premier Energy and Infrastructure Limited
a) The Company’s land at Door No.62 & 63, Luz Church Road, comprised in survey numbers 1652/14, 1652/25
part, Mylapore Village and Triplicane - Mylapore taluk, Chennai district, Chennai - 600004, purchased during
the year 2007-08 (in joint name with another company) has not been registered. Liability towards registration
charges for the land is not ascertained and quantified. Out of 5,919 Sq.ft. of total land, the Company has sold
3,429 Sq.ft. during the year and the balance land available is 2,490 Sq.ft
b) The Company has pledged part of its investment of 91,74,860 Equity shares of Haldia Coke and Chemicals
Private Limited with a lender for moneys borrowed by the above company. The liability, if any, that may arise on
account of the pledge is not quantifiable.
c) Income Tax Demand on Appeal: Assessment Year 2015-16 Rs. 5,21,10,390 and Assessment Year 2017-18
Rs. 2,13,16,410/=
RCI Power Limited
a) The Income tax department has gone on an appeal with the Honourable High Court of Madras on an order passed
by the Income Tax Appellate Tribunal in favour of RCI Power Limited. The amount involved is Rs.1,67,87,132.

130
 Annual Report 2022-2023

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

31 Operating Leases
The Holding Company has its office premises under operating lease arrangement which is cancellable at the option
of the Company, by providing 3 months prior notice.

32 Going Concern Assumption

Though the holding company has accumlated losses and no active business operations in the recent past, the
company has settled all outstanding dues to SIDBI (it’s major lender), the company is in the process of promoting
low-cost housing projects. and has sold its prime asset i.e. land where one part has been sold and advance for
the remaining land has been received. Considering these and financial commitment of the promoter group, the
management has prepared the financial statements by applying the “Going Concern” assumption.
33 Fair Value Measurement
Fair value of the financial instruments is classified in various fair value hierarchies based on the following
three levels:
Level 1: Quoted prices (unadjusted) in active market for identical assets or liabilities.
Level 2: Inputs other than quoted price included within level 1 that are observable for the asset or liability, either
directly.
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
The fair value of current trade receivables, current trade payables and other Current financial assets and liabilities is
considered to be equal to the carrying amounts of these items due to their shortterm nature.

33.1 Category wise classification of financial instruments is as follows:

See As at As at
Particulars
Note 31.03.2023 31.03.2022
Financial assets measured at fair value - Level 3
Non current:
(i) Other Investments 6.2 - -
Financial Assets measured at amortised cost
Non current:
(i) Loans 6 1720.57 1552.08
Current:
(i) Trade receivables 17 - -
(ii) Cash and cash equivalents 10 8.45 10.72
(iii) Other financial assets 7 4.08 3.62

Financial Assets measured at cost

Non current:
(i) Investments
a) Investments in Subsidiaries 6.1 - -

Financial Liabilities measured at amortised cost (See Note 37.2)

Non current:
(i) Borrowings 13 57.50 187.65
Current:
(i) Trade payables 16 110.53 193.91
(ii) Other financial liabilities 17 261.44 2081.22

131
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

33.2 Financial instrument measured at amortised cost

The carrying amount of financial assets and financial liabilities measured at amortised cost in the financial
statements are a reasonable approximation of their face values since the Company does not anticipate that the
carrying cost would be significantly different from the values that would eventualy be received or settled.
33.3 Financial Risk Management - Objectives and Policies
The Company has a well- managed risk management framework, anchored to policies and procedures and
internal financial controls aimed at ensuring early identification, evaluation and management of key financial risks
(such as liquidity risk, market risk, credit risk and foreign currency risk) that may arise as a consequence of its
business operations as well as its investing and financing activities. Accordingly, the Company’s risk management
framework has the objective of ensuring that such risks are managed within acceptable risk parameters in a
disciplined and consistent manner and in compliance with applicable regulation.
1) Market Rick
Market risk is a risk that the fair value of future cash flows of a financial instrument will fluctuate because of
changes in market prices. The Company is exposed to market risk through its use of financial instruments
and specifically tointerest rate risk, which result from both its operating and investing activities.
Interest Rate Risk
The Company’s main interest rate risk arised from long term and short term borrowings with variable rates,
which expose the Company to cash flow interest rate risk. During March 31, 2023 and March 31, 2022, the
exposure of Company’s borrowings to interest rate changes are as follows::

Particulars March 31, 2023 March 31, 2022

Variable rate borrowings - 700.33

Sensitivity
Profit/loss is sensitive to higher/lower expense from borrowings as a result of change in interest rates. The
table below summarises the impact of increase/decrease in interest rates on profit or loss:

(Increase) / decrease in Loss by

Particulars
March 31, 2023 March 31, 2022
Interest rates - increase by 1% - (8.60)
Interest rates - decrease by 1% - 8.60

2) Liquidity Risk
Liquidity risk is the risk that the Company will encounter due to difficulty in raising funds to meet commitments
associated with financial instruments that are settled by delivering cash or another financial asset. Liquidity
risk may result from an inability to sell a financial asset quickly at close to its fair value.
The company has sound financial strength represented by its aggregate current assets as against aggregate
current liabilities and its strong equity base and lower working capital debt.

132
 Annual Report 2022-2023

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

The table below summarises the maturity profile of the Company’s financial liabilities based on
contractual undiscounted payments.
Maturities of financial liabilities Less than 1 1 year to 5 More than 5
Total
As at 31 March 2023 year years years
Borrowings - 57.50 - 57.50
Trade payable 110.53 - - 110.53
Other financial liabilities 261.44 - - 261.44
Maturities of financial liabilities Less than 1 1 year to 5 More than 5
Total
As at 31 March 2022 year years years
Borrowings - 187.65 - 187.65
Trade payable 193.91 - - 193.91
Other financial liabilities 2081.22 - - 2081.22

3) Credit Risk
Credit risk refers to risk that a counterparty will default on its contractual obligations resulting in financial loss to
the Company Credit risk arises primarily from financial assets such as trade receivables, other balances with
banks and other receivables.
Credit risk arising from balances with banks is limited because the counterparties are banks with high credit
ratings.
All other financials assets including those past due for each reporting date are of good credit quality.

Assets under credit risk

Particulars 31.03.2023 31.03.2022
Non Current assets
Financial Assets
Loans 1720.57 1552.08

Current assets
Financial assets
Trade receivables
Cash and cash equivalents 8.45 10.72
Other financial assets 4.08 3.62

133
 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

33.4 Capital Management

For the purpose of the Company’s capital management, capital includes issued share capital and all other equity
reserves attributable to the equity shareholders of the Company. The primary objective of the Company when
managing capital is to safeguard its ability to continue as a going concern and to maintain an optimal capital structure
so as to maximize shareholder value.
The company has not distibuted any dividend to its shareholders. The company monitors net debt to capital ratio i.e.,
total debt in proportion to its overall financing structure i.e., equity and debt. Total debt comprises of term loans and
cash credits. The company manages its capital structure and makes changes to it in the light of changes in economic
conditions and the risk characteristics of the underlying assets.

Particulats 31.03.2023 31.03.2022

Total Equity i 3727.65 3104.49
Total Debt ii 5868.73 6886.64
Cash & Cash Equivalents iii 8.45 10.72
Net Debt iv = iii - ii 5860.28 6875.92
Total Capital v = i + iv 9587.92 9980.42
Net Debt to capital ratio iv / v 0.61 0.69
No changes were made in the objectives, policies and processes for managing the capital during the three years
ended March 31, 2023 and March 31, 2022.

33.5 Pursuant to regulation 34(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the
disclosures of amounts at the year end and the maximum amount of loans/ advances/ investments outstanding
during the year are as follows:
i) Amount outstanding at the year end:
Net Balance Net Balance
S.
Description Nature as on Dr./Cr. as on Dr./Cr.
No.
31.03.2023 31.03.2022
1 Shri Housing Pvt Ltd Loan (912.53) Cr. (582.79) Cr.
2 Crimson Investments Limited Loan (1732.72) Cr. (1495.44) Cr.
3 Investments - RCI Power AP Ltd Investment 785.88 Dr. 785.88 Dr.
4 Investments - RCI Power Limited Investment 6092.81 Dr. 6092.81 Dr.

ii) Maximum amount outstanding during the year:

Maximum amt Maximum amt
S. outstanding outstanding
Description Nature Dr./Cr. Dr./Cr.
No. as on as on
31.03.2023 31.03.2022
1 RCI Power Limited Loan - Cr. - Cr.
2 Shri Housing Pvt Ltd Loan 912.53 Cr. 582.79 Cr.
3 Crimson Investments Limited Loan 1732.72 Cr. 1495.44 Cr.
4 Investments - RCI Power AP Ltd Investment 785.88 Dr. 785.88 Dr.
5 Investments - RCI Power Limited Investment 6092.81 Dr. 6092.81 Dr.

134
 Annual Report 2022-2023

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

34 The company’s shares have been delisted from Tarding in Bombay Stock Exchange for non payment of penalty. The
company has completed the pending compliances within the timeline as specified in the SAT order vide letter dated
21st December 2018, the company’s request for grant of additional time upto June 2019 for making the outstanding
SOP fines is being acceded to, failing which the delisting of the company will continue.

35 Recent Pronouncements
“The Ministry of Corporate Affairs (MCA) notifies new standards or amendments to the existing standards under
Companies (Indian Accounting Standards) Rules as issued from time to time. On March 31, 2023, the MCA amended
the Companies (Indian Accounting Standards) Amendment Rules, 2023, as below :
Ind AS 1, Presentation of Financial Statements – The amendment requires the entities to disclose their material
accounting policies rather than their significant accounting policies. The effective date for adoption of this amendment
is annual periods beginning on or after April 1, 2023. The Company has evaluated the amendment and the impact
of the amendment is insignificant in the financial statements.
Ind AS 8, Accounting Policies, Changes in Accounting Estimates and Errors – The amendment has introduced a
definition of ‘accounting estimates’ and included amendments to Ind AS 8 to help entities distinguish changes in
accounting policies from changes in accounting estimates. The effective date for adoption of this amendment is
annual periods beginning on or afterApril 1, 2023. The Company has evaluated the amendment and the impact of
the amendment is insignificant in the financial statements.
Ind AS 12, Income Taxes – This amendment has narrowed the scope of the initial recognition exemption so that
it does not apply to transactions that give rise to equal and offsetting temporary differences.The effective date for
adoption of this amendment is annual periods beginning on or after April 1, 2023. The Company has evaluated the
amendment and the impact of the amendment is insignificant in the financial statements.

36 Corporate social responsibility (CSR)

The company has not crossed the threshold limit for applicability of CSR, hence the company is not required to have
CSR commitee and has not incurred any expenditure towards the same.

37 Ratios
The ratios for the years ended March 31, 2023 and March 31, 2022 are as follows:

Sl. %
Ratio Numerator Denominator 31.03.23 31.03.22
No. Variance
a Debt Service Coverage Earnings before Interest, Interest Expense + 0.796 (1.432) 279.84%
Ratio Tax and Exceptional Principal Repayments
Item made during the period
for long term loans
b Interest Service Coverage Earnings before Interest, Interest Expenses NA NA NA
Ratio Tax and Exceptional
Item Interest Expense
c Debt Equity Ratio Total Debt Total equity 1.574 2.218 (40.90%)
d Current Ratio Total Current assets Total Current liabilities 0.077 0.151 (96.48%)
e Long term debt to working Non-Current Borrowings Current Assets Less (1.083) (1.177) (8.71%)
capital (Including Current Current Liabilities
Maturities of Non- (Excluding Current
Current Borrowings) Maturities of Non-
Current Borrowings)
f Bad debts to Account Bad Debts Average Trade NA NA NA
receivable ratio Receivables

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 PREMIER ENERGY AND INFRASTRUCTURE LIMITED

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

Sl. %
Ratio Numerator Denominator 31.03.23 31.03.22
No. Variance
g Current liability ratio Ttoal Current Liabilities Total Liabilities 0.990 0.972 1.81%
h Total debts to total assets Total Debts Total Assets 0.612 0.689 (12.71%)
i Debtors turnover Value of Sales and Average Trade NA NA NA
Servces Receivables
j Inventory turnover Cost of Goods Sold Average Inventories of NA NA NA
(Cost of Material Finished Goods, Stock-
Consumed+ Purchases in-Process and Stock-
+ Changes in Inventory in-Trade
+ Manufacturing
Expenses)
k Operating margin (%) Earnings before Interest, Vaue of Sales and (0.804) NA NA
Tax and Exceptional Services
Item Less Other Income
l Net profit margin (%) Profit After Tax (after Value of Sales & 1.385 NA NA
exceptional item) Services

Reason for variance

(a) Due to Settlement of Loan
(b) Due to increase in Profit and decrease in Interest expenses
(c) Due to decrease in Total debt and increase in Profit
(d) Due to Sale of Land
(e) Due to decrease in Non Current Borrowings and Net Current Assets
(f) NA
(g) NA
(h) NA
(i) NA
(j) No cost sales and Cost of Goods sold in previous year
(k) No Sales and Purchases in previous year
(l) No Sales and Purchases in previous year

38 Other Statutory Information :

Details of benami property held -
No proceedings have been initiated on or are pending against the company for holding benami property under the
Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder

Utilisation of borrowed funds

The company did not obtain any secured borrowing and overdraft facilities during the year.

Borrowing secured against current assets

The company did not obtain any secured borrowing and overdraft facilities during the year.

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 Annual Report 2022-2023

Notes to the consolidated financial statements for the year ended March 31, 2023 (continued)
All amounts are in Rs in Lakhs unless otherwise stated

Wilful defaulter
Company have not been declared wilful defaulter by any bank or financial institution or government or any
government authority

Relationship with struck off companies

The company has no transactions with the companies struck off under Companies Act, 2013 or Companies Act,
1956

Compliance with number of layers of companies

The has no subsidiaries accordingly reporting under the Companies (restriction on number of layers) rules 2017 is
not applicable

Compliance with approved scheme(s) of arrangements

The company currently does not have any approved/pending scheme of amalgamation or arrangements, accordingly
reporting under clause is not applicable.

Undisclosed income
There is no income surrendered or disclosed as income during the current or previous year in the tax assessments
under the Income Tax Act, 1961, that has not been recorded in the books of account.

Details of crypto currency or virtual currency

The company has not traded or invested in crypto currency or virtual currency during the current or previous year.

Registration or satisfaction of charges with ROC

The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory
period.

39 Events after the reporting period

There has been no significant subsequent events after the reporting period requiring either disclosure or adjustment
to the reported financial statements.

40 Previous years figures

Previous year’s figures have been regrouped and reclassified where necessary to confoirm to this year’s classification.
During the year, the company has reworded its Significant Accounting Policies and there is no change in Accounting
Policies from last year. Accounting Policies were reworded for better presentation.

The above balance sheet should be read in conjunction with the accompanying notes.
In terms of our report attached. For and on behalf of the Board of Directors
for A N Jambunathan & Co
Chartered Accountants
Firm Registration N0. 001250S
R Ramakrishnan M Narayanamurthi K N Narayanan
Partner Managing Director Director
M.No. 205489 DIN: 00332455 DIN: 01543391
Place : Chennai A Sriram A. V. Ramalingam
Date : May 30, 2023 Chief Financial Officer Company Secretary

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