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SpiceJet Ltd.

BSE: 500285 Sector: Services
NSE: SPICEJET ISIN Code: INE285B01017
BSE 00:00 | 27 Jan 35.20 -0.80
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NSE 00:00 | 27 Jan 35.20 -0.80
(-2.22%)
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OPEN 36.05
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VOLUME 366088
52-Week high 66.35
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OPEN 36.05
CLOSE 36.00
VOLUME 366088
52-Week high 66.35
52-Week low 34.60
P/E
Mkt Cap.(Rs cr) 2,119
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

SpiceJet Ltd. (SPICEJET) - Director Report

Company director report

Dear Members

Your Directors hereby to submit the report of the business and operations of yourCompany along with the audited financial statements for the financial year ended March31 2021. The consolidated performance of the Company and its subsidiaries has beenreferred to wherever required.

1. Financial Performance

The financial performance of the Company for the year ended March 31 2021 on astandalone and consolidated basis is summarised below:

(Amount in Rs million)

Particulars Standalone Consolidated
March 31 2021 March 31 2020 March 31 2021 March 31 2020
TOTAL REVENUE 60669.36 131359.87 60725.49 131347.53
Expenses
Operating Expenses 39809.87 87799.54 39725.20 87583.18
Cost of inventory consumed - - 176.20 126.75
Employee Benefit Expenses 6762.36 14635.17 6852.78 14635.86
Selling Expenses 758.30 2269.59 766.76 2260.99
Other Expenses 2260.36 13916.88 2332.66 14000.78
Earnings before interest tax depreciation and amortization 11078.47 12738.69 10871.90 12739.97
Depreciation and amortisation expense (15579.56) (17339.34) (15611.93) (17353.78)
Interest income on bank deposits 538.57 703.12 468.38 703.42
Finance Cost (6020.50) (5450.08) (6027.20) (5455.29)
Profit/ (Loss) before taxation and extraordinary items (9983.02) (9347.61) (10298.86) (9365.68)
Tax Expenses - - - -
Extraordinary items - - - -
Profit/ (Loss) after taxation (9983.02) (9347.61) (10298.86) (9365.68)
Profit/ (Loss) brought Forward (28918.04) (19537.94) (28928.92) (19530.75)
Depreciation expense adjusted against reserves - - - -
Profit/ (Loss) for the year (9983.02) (9347.61) (10298.86) (9365.68)
Other comprehensive income 16.99 (32.49) 16.99 (32.49)
Amount transferred to Balance Sheet (38884.05) (28918.04) (39210.77) (28928.92)

Notes: The above figures are extracted from the audited standalone and consolidatedfinancial statements of the Company. The amount shown in bracket ( ) in the above tableare negative in value.

The standalone and consolidated financial statements of the Company for the financialyear ended March 31 2021 have been prepared in accordance with the Indian AccountingStandards as notified by the Ministry of Corporate Affairs and as amended from time totime. On a standalone basis the Company achieved total income of Rs60669.36 millionduring the current financial year as against Rs131359.87 million in the previousfinancial year and reported standalone loss of Rs9983.02 million during the currentfinancial year as against Rs9347.61 million in the previous financial year. Onconsolidated basis the Company achieved total income of Rs60725.49 million during thecurrent financial year as against Rs131347.53 million in the previous financial year andreported consolidated loss of Rs10298.86 million during the current financial year asagainst Rs9365.68 million in the previous financial year. The significant decline in theCompany's revenue is primarily due to impact of Covid-19 pandemic which has spreadworldwide. It has impacted all industries all sectors and all aspects of our lives withdevastating economic and financial losses and significant uncertainties. Specifically inIndia the flights were completely shut during the lockdown and the international travelrestrictions are yet to be removed which had direct impact on our revenues.

2. State of Affairs and Material Development

(i) The Company is engaged in business of schedule airline services and completed itssixteenth years of operation on May 23 2021. During the year ended March 31 2021 theCompany registered domestic load factor of 77 percent and has operated more than 1616charter flights to repatriate over 2.48_lakh passengers. The Airline Passenger ExperienceAssociation (APEX) has honoured the Company with ‘Four Star Low Cost Carrier 2021'.The Company is also engaged in cargo business and operates on both domestic andinternational routes and is powered by fully integrated transportation network includingair cargo ground transportation and warehousing facilities across the country. During thefinancial year ended March 31 2021 the Company continues to remain leading air cargooperator in India and operated more than 10564 cargo flights and carried 139486 tonnesof cargo. As at March 31 2021 the Company was operating fleet of 20 cargo aircraftincluding 8 wide-body aircraft.

The members of the Company vide its resolution(s) dated December 24 2020 and September16 2021 had approved transfer of cargo business undertaking to its subsidiary namelySpiceXpress and Logistics Private Limited along with all related assets and liabilitiesinter-alia know-how trademark licenses franchises customer contracts distributionnetwork etc. The Company is in the process of transferring the cargo business undertakingas it is awaiting approval from its lenders under the financial facilities availed fromthem.

(ii) Boeing 737 MAX aircraft grounding and return to service: Following the worldwidegrounding during March 2019 of Boeing 737 MAX aircraft due to technical reasons theCompany's fleet of thirteen Boeing 737 MAX aircraft remain grounded during the FY 2020-21.Despite its inability to undertake revenue operations the Company continues to incurvarious costs with respect to these aircraft. As a result of the above the Company hadinitiated the process of claims on the aircraft manufacturer towards cost and losseswhich are currently under discussion. Consequently and without in any manner limiting orprejudicing the legal and the commercial rights of the Company towards its claim in thisregard certain costs (including inter-alia aircraft and supplemental lease rentals andcertain other identified expenses relating to the Boeing 737 MAX aircraft) aggregatingRs5604.48 million for the year ended March 31 2021 (Rs6718.04 million for the yearended March 31 2020) have been recognised as other income. Further Company hasrecognised the related foreign exchange loss of Rs270.71 million for the year ended March31 2021 (foreign exchange gain of Rs367.05 million for the year ended March 31 2020).The Directorate General of Civil Aviation has withdrawn its earlier order of grounding ofBoeing 737 MAX aircraft in August 2021 allowing the return to service of these aircraft.Subsequently the Company has settled with the majority of the lessors of Boeing 737 MAXaircraft and is also in advance discussion to settle its claim with the aircraftmanufacturer. This will enable the Company to bring back the most efficient aircraft backinto operations resulting in operational efficiencies and reduction of costs with bettercustomer experience. (iii) Covid-19 impact and outlook: The Covid-19 pandemic (declared assuch by the World Health Organisation on March 11 2020) has contributed to a significantdecline and volatility and a significant decrease in economic activity in global andIndian markets. The Indian Government had announced a strict lockdown to contain thespread of the virus till May 31 2020 which was extended by certain states with varyinglevels of relaxations. The impact of Covid-19 has led to significant disruptions anddislocations for individuals and businesses and has had consequential impact of groundingthe passenger airline operations. The Company is required to adhere to various regulatoryrestrictions which severely impacts its operations and which have additional financialimplications. As per Government guidelines the Company had stopped all passenger travelfrom March 25 2020 to May 24 2020. The Government allowed operations of the domesticflights effective May 25 2020 in a calibrated manner. However the scheduledinternational/commercial passenger service continues to be suspended. The operation wasramping up in a phased manner in accordance with Government directions however startingMarch 2021 the second wave of the Covid-19 lead to significant drop in demand which hasimpacted the Company's revenue and profitability for the last quarter of financial yearended March 31 2021.

The impact of Covid-19 was not specific to the Company but is applicable across theentire aviation industry within and outside India. While there is uncertainty in therevenue operation in the short-term the same is expected to normalise in the long-run. Itis also to be noted that while generally the passenger business was either suspended orhad low demand during the lockdown the Company enhanced its cargo operations which werefulfilled by dedicated fleet of freighter aircraft and passenger converted aircraft. TheCompany has also renegotiated/is renegotiating various operating contracts (including inparticular contractswithaircraftlessors)andhasreassessedtheir maintenance provisions(having regard to contractual obligations and current maintenance conditions) based onthe anticipated scale of operations in the immediate future and the Company's expectationsof the timing of re-introduction of Boeing 737 Max aircraft into its operations. Furtherthe Company has assessed its liquidity position for the next one year is in negotiationswith lenders regarding deferment of dues and other waivers. The management is confidentthat they have considered all known potential impacts arising from the Covid-19 pandemicon the Company's business and where relevant have accounted for the same in thesestandalone financial statements. However the full extent of impact of the

Covid-19 pandemic on the Company's operations and financial metrics will depend onfuture developments across the geographies that the Company operates in and thegovernmental regulatory and the Company's responses thereto which are highly uncertainand incapable of estimation at this time. The impact of the Covid-19 pandemic on thefinancial position and its financial performance might differ from that estimated.

(iv) Dispute with erstwhile promoters: The Company had in earlier financial yearsreceived amounts aggregating Rs5790.9 million from erstwhile promoters of the Company asadvance money towards proposed allotment of certain securities (189091378 share warrantsand 3750000 non-convertible cumulative redeemable preference shares issuable based onapprovals to be obtained) to be adjusted at the time those securities were to be issued.Pursuant to the legal proceedings in this regard before the Hon'ble High Court of Delhi("Court") between the erstwhile promoters the present promoter and the Companythe Company was required to secure an amount of Rs3290.89 million through a bankguarantee in favour of the Registrar General of the Court ("Registrar") and todeposit the balance amount of Rs2500 million with the Registrar. The Company has compliedwith these requirements.

The parties to the aforementioned litigation concurrently initiated arbitrationproceedings before a three-member arbitral tribunal (the "Tribunal") whichpronounced its award on July 20 2018 (the "Award"). In terms of the Award theCompany was required to (a) refund an amount of approximately Rs3082.19 million to thecounterparty (b) explore the possibility of allotting preference shares in respect ofapproximately Rs2708.70 million failing which refund such amount to the counterpartyand (c) pay interest calculated to be Rs924.66 million (being interest on the amountstated under (a) above in terms of the Award). The amounts referred to under (a) and (b)above aggregating Rs5790.89 million continue to be carried as current liabilitieswithout prejudice to the rights of the Company under law. Further the Company wasentitled to receive from the counterparty under the said Award an amount of Rs290.00million of past interest/servicing charges. During the year ended March 31 2019 theCourt has ordered release of Rs2500.00 million out of the amount deposited by theCompany to the counterparty subject to certain conditions as enumerated by the Court inits order. Further pursuant to an order of the Court dated September 20 2019 theCompany has remitted an additional amount of Rs580.00 million out of the guarantee placedwith the Court to the counterparty in October 2019. All such payments made have beenincluded under other non-current assets.

The Company its present promoter and the counterparties have challenged variousaspects of the Award including the above-mentioned interest obligations and rightspetitions for which have been admitted by the Court and notices issued as a result ofwhich the matter is currently sub-judice.

Further the Court vide its order dated September 2 2020 in the said matter directedthe Company to deposit an amount of Rs2429.37 million of interest component under theAward (including the amount of Rs924.66 million provided for as indicated earlier withoutprejudice to the rights of the Company under law). The Company preferred a Special LeavePetition before the Hon'ble Supreme Court of India against the aforesaid Order and theHon'ble Supreme Court of India pursuant to its order dated November 6 2020 has stayedthe deposit of Rs2429.37 million.

There have been no material changes and commitments affecting the financial position ofthe Company between the end of the financial year and date of this report other than asmentioned herein. There has been no change in the nature of business of the Company.

3. Board of Directors

(i) In terms of the provision of Section 152(6) of the Companies Act 2013 Mrs.Shiwani Singh is liable to retire by rotation at the forthcoming Annual General Meeting ofthe Company and being eligible has offered herself for re-appointment.

(ii) The Company has received necessary declaration from each Independent Directorunder Section 149(7) of the Companies Act 2013 that they meet the criteria ofindependence as laid down in Section 149(6) of the Companies Act 2013 read with the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015.

(iii) The Nomination and Remuneration Committee conducted the Board evaluation for theyear. The evaluation of all the directors committees chairman of the Board and theBoard as a whole was conducted based on the criteria and framework adopted by the Board.

4. Share Capital

There is no change in authorised share capital of the Company during the financial year2020-21. However the paid-up share capital of the Company has increased from Rs6000.76million to Rs6009.37 million pursuant to allotment of 860604 equity shares of Rs10 eachunder SpiceJet Employee Stock Option Scheme - 2017.

5. Qualified Institutions Placement

The Company has passed an enabling resolution to raise funds for an amount notexceeding Rs25.00 billion by way of qualified institutions placement. The detailed termsand conditions for the offer (including number of equity shares to be issuedidentification of investors price quantum and timing of the issue) of fund raisingthrough qualified institution placement will be determined by the Board in consultationwith the lead managers advisors placement agents and such other agency or agencies asmay be required to be consulted by the Company considering the prevailing marketconditions and in accordance with the applicable provisions of the law and other relevantfactors.

6. Dividend

The Board of Directors have not recommended any dividend for the financial year2020-21.

In terms of Regulation 43A of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the Company has adopted the Dividend Distribution Policyof the Company which is available on the website of the Company at www.spicejet.com underthe "Investors" section.

7. Transfer to Reserves

The Company has made no transfers to reserves during the financial year 2020-21.

8. Public Deposits

The Company has not accepted any fixed deposits including from the public and assuch no amount of principal or interest was outstanding as of the Balance Sheet date.Accordingly no disclosure or reporting is required in respect of details relating todeposits covered under Chapter V of the Companies Act 2013.

9. Annual Return

In accordance with the Companies Act 2013 the annual returns of the Company in theprescribed format are available on the website of the Company at www.spicejet.com underthe "Investors" section. Annual return of the Company for the financial yearended March 31 2021 as required under Section 92 (3) of the Companies Act 2013 shallalso be placed on website of the Company.

10. Particulars of Contracts or Arrangement made with Related Parties

The Board of Directors of the Company has formulated a policy on materiality of relatedparty transactions and also on dealing with related party transactions pursuant to theprovisions of the Companies Act 2013 and the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 and the same is available on the website of the Companyat www.spicejet.com under the "Investors" section.

All related party transactions that were entered into during the financial year underreview were on arm's length basis and were in the ordinary course of business. All relatedparty transactions have been placed before the Audit Committee and Board for theirapproval as per the provisions of the Companies Act 2013. No material related partytransactions (i.e. transactions exceeding the thresholds as defined under the CompaniesAct 2013) were entered during this financial year by the Company. Accordingly thedisclosure of related party transactions as required under Section 134(3)(h) of theCompanies Act 2013 in Form AOC-2 is not applicable.

11. Particulars of Loans Guarantees or Investments under Section 186 of the CompaniesAct 2013

The Company has not granted any loan given guarantee or security or made investmentunder the provisions of Section 186 of the Companies Act 2013 during the financial yearunder review except (i) investment in subsidiary companies as stated in Annexure - A tothis report and (ii) an investment of Rs0.61 million in class B-shares of AeronauticalRadio of Thailand Limited to become member airline for availing advantageous rate on airnavigation charges in Thailand.

As on March 31 2021 the Company has also provided loan to its subsidiaries as perbelow details:

S. Name of the Company No. (Amount in Rs million)
1. SpiceJet Merchandise Private Limited 257.28
2. SpiceJet Technic Private Limited 85.28
3. Canvin Real Estate Private Limited 238.70
4. SpiceXpress and Logistics Private Limited 1.00

Loans guarantees and investments covered under Section 186 of the Companies Act 2013form part of the notes to the financial statements provided in this Annual Report.

12. Subsidiaries

As on March 31 2021 following are the subsidiaries of the Company:

S. No. Name Business Activity
1. SpiceJet Merchandise Private Limited Business of consumer merchandise and goods through various channels
2. SpiceJet Technic Private Limited Engineering related service including but not limited to maintenance repair and overhaul services of aircraft and its parts
3. Canvin Real Estate Private Limited Real estate business
4. SpiceJet Interactive Private Limited Information and communication technology
5. Spice Club Private Limited Loyalty and rewards programme management
6. Spice Shuttle Private Limited Charter operation by aeroplanes and/or helicopters
7. SpiceXpress and Logistics Private Limited Cargo transportation and logistics
8. Spice Ground Handling Services Private Limited1 Ground handling services
9. SpiceTech System Private Limited2 IT Services

1Incorporated on October 13 2020 2Incorporated on November 112020

In order to ensure governance of material subsidiary companies the Board of Directorsof the Company has adopted the policy and procedures for determining ‘material'subsidiary companies in accordance with the provisions of the SEBI (Listing Obligationsand Disclosure Requirements) Regulations 2015 and the same is available on the websiteof the Company at www.spicejet.com under the "Investors" section.

During the year the Board of Directors reviewed the affairs of the subsidiaries. Inaccordance with Section 129(3) of the Companies Act 2013 the Company has prepared theconsolidated financial statements of the Company which form part of this Annual Report.Further a statement containing the salient features of the financial statements of thesubsidiaries in the prescribed format AOC-1 is appended as Annexure - A to this report.The statement also provides details of the performance and financial position of each ofthe subsidiaries.

In accordance with Section 136 of the Companies Act 2013 the audited financialstatements including the consolidated financial statements and related information of theCompany and audited accounts of each of its subsidiaries are available on the website ofthe Company at www.spicejet.com under the "Investors" section.

13. Number of Meetings of the Board

During the financial year ended March 31 2021 four (4) board meeting were held thedetails of which are given in the Corporate Governance Report that forms part of thisreport. The intervening gap between any two meetings was within the period prescribedunder the Companies Act 2013.

14. Directors' Responsibility Statement

The financial statements are prepared in accordance with the Indian AccountingStandards (Ind AS). The Ind AS are prescribed under Section 133 of the Companies Act2013 read with Rule 3 of the Companies (Indian Accounting Standards) Rules 2015.

In terms of Section 134(5) of the Companies Act 2013 in relation to the auditedfinancial statements of the Company for year ended March 31 2021 the Directors of yourCompany hereby state that: (i) in the preparation of the annual accounts the applicableaccounting standards have been followed along with proper explanation relating to materialdepartures if any; (ii) the Directors have selected such accounting policies and appliedthem consistently and made judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at the end of thefinancial year and of the profit and loss of the Company for that period; (iii) theDirectors have taken proper and sufficient care for the maintenance of adequate accountingrecords in accordance with the provisions of the Companies Act 2013 for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities;(iv) the Directors have prepared the Annual Accounts of the Company on a ‘goingconcern' basis; (v) the Directors have laid down internal financial controls to befollowed by the Company and that such internal financial controls are adequate and wereoperating effectively; and (vi) the Directors have devised proper systems to ensurecompliance with the provisions of all applicable laws and that such systems were adequateand operating effectively.

15. Reporting of frauds by Auditors

During the year under review neither the statutory auditors nor the secretarialauditor has reported to the Audit Committee under Section 143 (12) of the Companies Act2013 any instances of fraud committed against the Company by its officers or employeesthe details of which would need to be mentioned in the Board's report.

16. Corporate Governance and Management Discussion and Analysis

Pursuant to Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 a detailed report on the Management Discussion and Analysis andCorporate Governance Report along with Practicing Company Secretary's Certificateregarding compliance of conditions of corporate governance forms an integral part of thisreport.

17. Particulars of Employees

The Company's goal is to stay invested in employee's growth provide them withdevelopment opportunities recognise their efforts and enable them to absorb our valuesystem. The Company focus on the workplace that promotes a transparent and participativeorganisation culture.

The ratio of the remuneration of each Director to the median remuneration of theemployees of the Company and other details in terms of Section 197(12) of the CompaniesAct 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 are forming part of this report and annexed as Annexure - B.

The statement containing particulars of employees as required under Section 197(12) ofthe Companies Act 2013 read with Rule 5(2) of the Companies (Appointment and Remunerationof Managerial Personnel) Rules 2014 forms part of this report. In terms of the provisionsof Section 136(1) of the Companies Act 2013 read with the rules made thereunder thisreport is being sent to all members of the Company excluding the said annexure. Any memberinterested in obtaining a copy of the annexure may write to the Company.

18. Employees Stock Option Scheme

On November 27 2017 pursuant to approval by the members of the Company in 33rdAnnual General Meeting the Board has been authorized to introduce offer issue andprovide stock options to eligible employees of the Company and its subsidiaries under‘SpiceJet Employee Stock Option Scheme - 2017'. The maximum number of shares underthis scheme shall not exceed 10000000 equity shares. During the year under review550000 grant has been made to eligible employees under this scheme. There has been nomaterial variation in the terms of the options granted under this scheme and this schemeis in compliance with the SEBI (Share Based Employee Benefits) Regulations 2014 (now SEBI(Share Based Employee Benefits and Sweat Equity) Regulations 2021). The details of thisscheme including terms of reference and requirement specified under the SEBI (Share BasedEmployee Benefits) Regulations 2014 is available on the website of the Company atwww.spicejet.com under the "Investors" section.

19. Corporate Social Responsibility

We believe that growth and development are effective only when they result in wideraccess to opportunities and benefit a broader section of society. With an objective ofsocio-economic development in India the Board has adopted a Corporate SocialResponsibility ("CSR") Policy which is available on the website of the Companyat www.spicejet.com under the "Investors" section.

The Company has also constituted CSR Committee comprising of Mr. Ajay Aggarwal asChairperson and Mr. Ajay Singh and Mrs. Shiwani Singh as Member which inter-aliamonitors the Company's CSR Policy and recommend the amount of CSR expenditure. During theyear under review the CSR Committee met once on February 10 2021 with necessary quorumbeing present at the meeting. As per Rule 8 of the Companies (Corporate SocialResponsibility Policy) Rules 2014 annual report on CSR activities is attached asAnnexure - C and forms an integral part of this Report.

20. Conservation of Energy and Technology Absorption

Conservation of Energy: The management is highly sensitive of the criticality of theconservation of energy at all operational levels particularly of aviation turbine fuelwhich is leading source of energy for aviation activity. Adequate measures are taken toreduce energy consumption whenever possible by using energy efficient equipment andtechnology infusion. These measures among other includes maintenance of engine andairframe flight planning training to operational staff regular analysis etc.Re-induction of Boeing 737 MAX aircraft will provide the efficiencies and add toconservation of energy.

Technology absorption: The Company has used information technology comprehensively inits operations for more details please refer to Section 9 (Information Technology) ofManagement Discussion and Analysis.

21. Statutory Auditors

(i) The present Statutory Auditors of the Company M/s. Walker Chandlok & Co LLPChartered Accountants (ICAI Firm Registration No.: 001076N/N500013) was appointed bymembers of the Company at its 36th Annual General Meeting held on December 242020 to hold office till the conclusion of 41st Annual General Meeting of theCompany.

(ii) In accordance with Section 134(3)(f) of the Companies Act 2013 information andexplanations to various comments made by the Statutory Auditors in their Report to themembers are mentioned in the Notes to the Accounts which form part of the Balance Sheetfor the year ended March 31 2021.

22. Secretarial Auditors

(i) Pursuant to the provisions of Section 204 of the Companies Act 2013 and theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 the Board ofDirectors of the Company appointed Mr. Mahesh Kumar Gupta Practicing Company Secretary toundertake the Secretarial Audit of the Company for financial year ended on March 31 2021.The Report of the Secretarial Auditor is annexed as Annexure - D to this Report. (ii) Inaccordance with Section 134(3)(f) of the Companies Act 2013 response (wherevernecessary) to the observations in the Secretarial Audit Report are as under: Observationregarding composition of Board: The Company is still looking for a suitable candidaturefor woman independent director and after finalization of such candidature the Companywill file necessary application for security clearance of such candidature as mandated byCivil Aviation Requirements of Ministry of Civil Aviation.

Observation regarding receipt of money from erstwhile promoter: In view of theuncertainties involved in the matter management believes that the manner timing andother related aspects of adjustment of these amounts are currently not determinable.Based on their assessment and legal advice obtained management is of the view that anypossible consequential effects including penal consequences and any compounding thereofwill not have a material impact on the financial statements.

(iii) In terms of Regulation 24A of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 read with SEBI Circulars bearing nos. CIR/CFD/CMD1/27/2019and CIR/ CFD/CMD1/114/2019 dated February 8 2019 and October 18 2019 respectively theSecretarial Auditor has also issued a Secretarial Compliance Report for the year endedMarch 31 2021.

23. Secretarial Standards

The Company complies with all applicable mandatory secretarial standards issued by theInstitute of Company Secretaries of India.

24. Business Responsibility Report

Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 mandate the inclusion of Business Responsibility Report as part ofAnnual Report by the Company. In compliance with the said Regulation we have annexed theBusiness Responsibility Report for financial year ended March 31 2021 as Annexure - E.

25. Foreign Exchange Earnings and Outgo

The details of Foreign Exchange earnings and outgo for the financial year ended March31 2021 are set out below:

sParticulars Amount (Rs in millions)
Foreign Exchange Earnings 9299
Foreign Exchange Outgo 20035

26. Internal Financial Controls and Risk Management Policy

Your Company has aligned its systems of internal financial control with the requirementof Companies Act 2013. This is intended to increase transparency and accountability in theorganisation process of designing and implementing a system of internal control. Theframework requires a company to identify and analyse risks and manage appropriateresponses. The Company has successfully laid down the framework and ensured itseffectiveness. Your Company also recognises that risk is an integral part of business andis committed to managing the risks in a proactive and efficient manner. The Company hasestablished a framework to actively manage all the material risks faced by the Company ina manner consistent with the company's strategy. This covers all business risks includingstrategic risk operational risks including fraud and cyber risks foreign exchange riskfuel price risk and financial risks. The Company has laid down procedures to inform Boardof Directors about risk assessment and minimisation procedures. These procedures areperiodically reviewed to ensure that executive management is controlling risks throughproperly defined framework. The system of risk assessment and follow-up procedure is inplace and considering its increased operations the Company continues to reassess its riskmanagement plan.

Based on the framework of internal financial controls and compliance systemsestablished and maintained by the Company the work performed by the Internal AuditorStatutory Auditors and Secretarial Auditor and external consultants including the auditof internal financial controls over financial reporting by the Statutory Auditors and thereviews performed by management and the relevant Board Committees including the AuditCommittee the Board is of the opinion that the Company's internal financial controls wereadequate and effective during the year ended March 31 2021.

The Company's risk management process is designed to identify and mitigate risks thathave the potential ability to materially impact our business objectives. The Companyadopts mitigation measures to reduce the adverse effects of risks. The Company has a riskmanagement policy which acts as a guiding document for the purpose of identifying andmitigating risk.

27. Acknowledgement

We thank our valued customers partners vendors investors and bankers for theircontinued confidence and support during the year and playing a significant role in thecontinued business excellence achieved by the Company. We place on record our appreciationof the contribution made by our employees at all fronts. Our consistent growth was madepossible by their hard work solidarity cooperation and support.

We thank the Government of India particularly the Ministry of Civil Aviation Ministryof Corporate Affairs Ministry of Finance Directorate General of Civil Aviation and otherregulatory authorities for their cooperation support and guidance.

For and on behalf of the Board
Sd/-
Place : Gurugram Ajay Singh
Date : November 12 2021 Chairman & Managing Director

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